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Enron Mail |
Here is the form of LLC agreement we used for the Intergen deal, tweaked a
bit for lessons learned. I will forward the updated letter agreement which has been improved also. It relates to the Blue Dog turbines, so some of the defined terms are different. I will also forward the Intergen docs so you can see some of the definitions, etc. One thing which wasn't addressed in the Intergen deal was the potential HSR issue (there wasn't one) which arises when the put or call option is exercised. I also have the TurboPark docs, which I can forward when it gets closer. I don't know if I have the electronic versions of the other closing docs. Kay ---------------------- Forwarded by Kay Mann/Corp/Enron on 03/01/2001 12:46 PM --------------------------- "Campbell, Carolyn" <CCampbell@KSLAW.com< on 02/27/2001 02:18:43 PM To: "'kay.mann@enron.com'" <kay.mann@enron.com< cc: "Keffer, John" <JKeffer@KSLAW.com< Subject: LLC Agreement for Turbine LLC sale <<2rz802!.DOC<< <<2RZ8RED.DOC<< Kay: We did have a "form" LLC agreement in conjunction the letter agreement. It was most recently circulated in a Jan 4 e-mail from me and is the attached draft dated Dec 15. We may wish to tinker with the effective date provisions of Section 2.5 and depending on whether XYZ is a corporation, partnership or limited liability company, the entity representations in Section 3.2.1 et seq. (I have also attached a marked copy reflecting the differences between the prototype form and the final form signed in the Intergen transaction). If you need anything else, please let me know. Thanks. Carolyn M. Campbell King & Spalding 713-276-7307 (phone) 713-751-3280 (fax) ccampbell@kslaw.com Enclosures 129572v2 129344v7 R 129572v2 -----Original Message----- From: Kay.Mann@enron.com [mailto:Kay.Mann@enron.com] Sent: Tuesday, February 27, 2001 8:45 AM To: ccampbell@kslaw.com; jkeffer@kslaw.com Subject: LLC agreement for turbine llc sale Hi there, Did you come up with a "form" llc agreement in conjunction with the form letter agreement, or is the Coral LLC agreement the latest thing? Thanks, Kay Confidentiality Notice This message is being sent by or on behalf of a lawyer. It is intended exclusively for the individual or entity to which it is addressed. This communication may contain information that is proprietary, privileged or confidential or otherwise legally exempt from disclosure. If you are not the named addressee, you are not authorized to read, print, retain, copy or disseminate this message or any part of it. If you have received this message in error, please notify the sender immediately by e-mail and delete all copies of the message. - 2rz802!.DOC - 2RZ8RED.DOC
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