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Enron Mail |
Not unreasonably withholding consent and agreeing to the assignment are a bit
different in my mind. Enron North America Corp. From: Mitch Robinson 12/06/2000 02:57 PM To: Kay Mann/Corp/Enron@Enron cc: Don Miller/HOU/ECT@ECT, Stuart Zisman/HOU/ECT@ECT Subject: Re: SWPC Transfer Are we not saying the same thing? Kay Mann 12/06/2000 12:13 PM To: Mitch Robinson/Corp/Enron@Enron cc: Don Miller/HOU/ECT@ECT, Stuart Zisman/HOU/ECT@ECT Subject: Re: SWPC Transfer 2. I believe SWPC further agreed that the assignment to the LLCs (and the subsequent transfer of equity) will not affect the terms of the contracts, including the warranties. Enron North America Corp. From: Mitch Robinson 12/05/2000 06:38 PM To: Don Miller/HOU/ECT@ECT cc: Stuart Zisman/HOU/ECT@ECT, Kay Mann/Corp/Enron@Enron Subject: SWPC Transfer Don - Please forward on to Allegheny. In order to facilitate the smooth transfer of the assets, to close out the turbine purchase contracts, and to provide Allegheny with unused generation capability at Gleason, we are entering into an agreement with Siemens Westinghouse Power Corp ("SWPC") which will effect the Gleason and Wheatland facilities in the following way. 1. Increase the permissible power level at Gleason on each of the turbines from 182mw to 185mw. Specifically, SWPC will allow the three Gleason units to each have a maximum operating capability of 185,000kw and will reset the control curves accordingly. SWPC further will agree that operation of the Gleason units up to and including 185,000 kw is within normal operating parameters and operation up to and including this level will not invalidate the warranty. SWPC has agreed to make this change within one week after we give them authorization. 2. SWPC agrees that the Gleason and Wheatland contracts and associated warranties may be assigned to limited liability companies owned in whole or in part by an Enron entity pursuant to the terms and conditions of the Gleason and Wheatland contracts, and that SWPC's consent to such assignments will not be unreasonably withheld. SWPC will honor warranty claims currently outstanding or asserted in the future by the contract assignee, assuming such assignment is in accordance with the terms and conditions of the Gleason and Wheatland contracts. 3. SWPC agrees to assist Enron in providing technical information, including redacted copies of the purchase contracts, applicable technical bulletins, etc. to Allegheny. This information will be limited to information which is currently available to Enron and of a technical nature only. I believe all of these features are significantly beneficial to Allegheny. Please ask Allegheny for feedback, as we will be entering into the agreement by the end of the week. Regards, Mitch Robinson
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