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This is the GE "break-out" contract. I do not know Brett's timing on signing
it. The contract does not contain the "financing specific" indemnification provisions, etc. Those will be found in the "Override Letter" which will stay in place as long as the turbine contract is in the financing structure. Once the turbines are out of this structure - for instance, if the CAA lenders are taken out by project lenders - the "Override Letter" will no longer be in effect and the general, more vanilla ts and cs will apply. I will send you the latest copy of the "override letter" also. Rose ----- Forwarded by Roseann Engeldorf/Corp/Enron on 12/21/2000 03:49 PM ----- "Thompson, Peter J." <peterthompson@akllp.com< 12/21/2000 03:44 PM To: "Kay Mann (E-mail)" <kay.mann@enron.com< cc: "Kent. Shoemaker (E-mail)" <kent.shoemaker@ae.ge.com<, "Lee. Johnson (E-mail)" <lee.johnson@ss.ps.ge.com<, "Brett. R. Wiggs (E-mail)" <Brett.R.Wiggs@enron.com<, "John. R. Ayres (E-mail)" <john.r.ayres@enron.com<, "Tim Oxley (E-mail)" <toxley@winston.com<, "Ben. Jacoby (E-mail)" <Ben.Jacoby@enron.com<, "Roseann Engeldorf (E-mail)" <roseann.engeldorf@enron.com<, "Cheryl. Lipshutz (E-mail)" <Cheryl.Lipshutz@enron.com<, "John. R. Ayres (E-mail)" <john.r.ayres@enron.com<, "Pipitone, Paul" <paulpipitone@akllp.com<, "Cobb, Chris" <chriscobb@akllp.com<, "Taylor, Rob" <robtaylor@akllp.com<, <michael.storm@ss.ps.ge.com< Subject: Enron South America FacilityAgreement and Exhibits Attached please find the latest version of the Enron South America Facility Agreement and Exhibits, as well as a blackline showing changes from the last version circulated. The Agreement has only been changed to show tomorrow's date. Exhibit B-1 has been cleaned up and placeholders put in for Exhibit H-2. I will forward an execution copy to Kay Mann tonight which will incorporate the agreement and exhibits into one document and will have the copy of Exhibit H-2 attached. - South America Facility Agt. Comparison of v. 7 to 8.DOC - South America Exhibits v. 7 to 8.DOC - ESA Break-out Agreement Execution Copy.DOC - Version 8 ESA Exhibits - Houston.doc
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