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Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: 7bit X-From: Sheila Tweed X-To: Kay Mann X-cc: X-bcc: X-Folder: \Kay_Mann_June2001_1\Notes Folders\All documents X-Origin: MANN-K X-FileName: kmann.nsf ----- Forwarded by Sheila Tweed/HOU/ECT on 11/28/2000 05:52 PM ----- John Schwartzenburg@ENRON_DEVELOPMENT 11/27/2000 08:44 PM To: Roseann Engeldorf/Corp/Enron@ENRON, Sheila Tweed@ECT, Karen E Jones@ECT cc: Dick Westfahl/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Peter Nassab/Corp/Enron@Enron, gene.larson@nepco.com, john.gillis@nepco.com, david.lund@nepco.com, John G Rigby@ENRON_DEVELOPMENT, Keith Marlow/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Vicki Sharp@EES Subject: URGENT: Draft Turbo Park EPC contract comments I attach legal comments produced by David Lund and myself over the holiday to the Turbo Park EPC Draft No. 3 sent to us last week. I also attach the clean and compared forms of the Turbo Park contract on which we based our comments and a chart of the proposed Turbo Park structure. I understand that these documents are intended to be confidential and are not to be shared with third parties, including vendors, subcontractors, or other counterparties. For the benefit of the EECC and NEPCO people who have not been involved in the discussions yet, Turbo Park is intended to be a "9710 compliant off-balance sheet financing structure" that would allow not only equipment purchases but also project construction to be financed and executed off-balance sheet. The form EPC will be to some extent pre-approved by the lenders for use with the Turbo Park facility. Although EECC/NEPCO are just now getting involved, I understand that the Turbo Park team needs to get some level of sign-off on the EPC by this Friday, presumably so that they can finalize their documentation with the banks. The degree of sign-off and the ability to make changes after that sign-off is unclear to me, but at this point I am not aware of any particular construction project that the form must be made to fit by Friday. [I have not been provided with any forms of attachments, and suspect that none need to be produced by this Friday. Roseann or Sheila, could you find out from your teams if this is the case?] Larry Izzo has asked that Peter Nassab have John Rigby get involved in the review of the attached contract, and that Dick Westfahl be made aware of the matter since NEPCO will be the contractor for these projects as a general rule. David Lund has asked that Gene Larson look it over for NEPCO. I suggest that you start with the attached comments before you launch into the drafts themselves. We are arranging a meeting with ENA and Enron Global Finance to coordinate discussion of these comments, any additional comments from EECC and NEPCO, and what EECC and NEPCO should expect from the Turbo Park project in the near term, and will get back to you as soon as this is arranged. With any luck at all, this effort will lead to a standard from not ionly for use with Turbo Park, but also for general use between EECC/NEPCO and ENA, and thereby significantly reduce transactions costs and time going forward. Roseann and Sheila, please forward this as appropriate to your respective team members and let us know when you have had a chance to digest the changes. 1. EECC/NEPCO legal comments 2. Turbo Park Draft No. 3 Compared to last Pastoria Contract 3. Clean Turbo Park Draft No. 3 4 Draft Turbo Park Structure Chart
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