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Enron Mail |
What is wrong with these people? Who faxes?
---------------------- Forwarded by Kay Mann/Corp/Enron on 04/09/2001 07:52= =20 PM --------------------------- "DeBerry, Jeremiah A." <JeremiahDeberry@paulhastings.com< on 04/09/2001=20 07:42:46 PM To: "'Kay.Mann@Enron.com'" <Kay.Mann@Enron.com<, "'JKeffer@KSlaw.com'"=20 <JKeffer@KSlaw.com< cc: "'Michael.Young@NorthWestern.com'" <Michael.Young@NorthWestern.com<,=20 "Kahn, Marguerite R." <MargueriteKahn@paulhastings.com<=20 Subject: Comments to Turbine Purchase Documents We have forwarded to you via facsimile our comments to the Letter Agreement= =20 and the LLC Agreement. The majority of our comments, as you will note, are= =20 intended to clarify the understanding of the parties with respect to the=20 various matters set forth in such documents and are not intended to "change= =20 the deal". Except that, upon the advise of our tax counsel, we have adjuste= d=20 the amounts of the promissory notes to be issued in connection with the=20 transaction in order to maximize the LLC=01,s basis in the Turbines. We bel= ieve=20 this is consistent with your initial draft of the Letter Agreement. Also, please note that we have included additional language in Section 6 of= =20 the Letter Agreement which provides NorthWestern with the opportunity to=20 consult with GE on matters relating to the Turbines. This reflects our=20 understanding of an agreement that had been reached among the parties. With respect to the LLC Agreement, we would like to discuss with you the=20 following: (i) the timing of the exercise of the Call Right and (ii) the=20 intent of your proposed language in Section 7 relating to the rights of eac= h=20 Member to act in its own best interests with respect to the Call and Put=20 Rights. To that end, we propose scheduling a conference call on Tuesday=20 afternoon, April 11, 2001. Please contact me as soon as possible with a ti= me=20 that is convenient for your team. We look forward to hearing from you. Note: We will forward to you shortly, revised drafts of the documents for= =20 which we have drafting responsibility.=20 ************************************************ Jeremiah A. DeBerry, Esq. Paul Hastings Janofsky & Walker LLP 399 Park Avenue New York, New York 10022 Phone: (212) 318-6458 Fax: (212) 319-4090 =20 =20 "paulhastings.com" made the following annotations on 04/09/01 20:42:52 ---------------------------------------------------------------------------= --- NEW E-MAIL ADDRESSES AT PAUL, HASTINGS, JANOFSKY & WALKER LLP We have changed our e-mail address. Our new domain name is paulhastings.com= .=20 In most cases, our address is composed of conventional first name and last= =20 name plus @paulhastings.com. Here are two examples:=20 janesmith@paulhastings.com and danjones@paulhastings.com. If you have any= =20 questions, please contact us at noc@paulhastings.com. =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D= =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D= =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D= =3D=3D=3D "The information transmitted is intended only for the person or entity to= =20 which it is addressed and may contain confidential and/or privileged=20 material. Any review, retransmission, dissemination or other use of, or=20 taking of any action in reliance upon, this information by persons or=20 entities other than the intended recipient is prohibited. If you received= =20 this in error, please contact the sender and delete the material from all= =20 computers."=20 =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D= =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D= =3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D=3D= =3D=3D=3D
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