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Enron Mail |
Some thoughts, observations, suggestions:
1. Advantages to the single contract: Don't need a consolidation agreement, so we don't have to negotiate one. Better from a liability standpoint. Easier to administer. Is there any reason we can't go with a single contract? 2. Repayment/prepayment I'm working with Steve on the letter agreement. 3. Assignment to Mitsui Steve is confirming payment issues, and ability to comply with GE's requested payment within 3 days of executing the contract. This means that the assignment and assumption needs to be executed contemporaneously with the GE contract. I have a call in to Rob Stevens to verify, in Stan's absence. Peggy is checking on this, also. 4. Parent guaranty. GE is requesting an Enron parent guaranty. From a quick review of the draft contract, it appears that a change in language will be necessary, since the current version only requires a parent guaranty in the case of an assignment to a certain class of assignees. If I am correct, then I suggest consider inserting new language that the parent guaranty will be due 30 days after execution of the contract, so that Mitsui can provide the guaranty, if necessary. Kay Jeff Blumenthal@ECT 06/02/2000 03:23 PM To: Kay Mann/Corp/Enron@ENRON cc: Brian D Barto/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Steve Irvin/HOU/ECT@ECT, Reynaldo Garcia/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Peggy Banczak/HOU/ECT@ECT, Marc Sabine/NA/Enron@ENRON Subject: Re: Enron Monterrey/Vitro Kay, The division of contracts between an Onshore Agreement and an Offshore Agreement is of no consequence to Enron Energia Industrial de Mexico, S. de R.L. de C.V. ("EEIM") (which is wholly-owned by Enron North America Corp.) Brian refers below to the fact that Rey Garcia and I spoke and decided that a split of the contracts was necessary for Enron because of Mexican value-added tax concerns. At that time, however, the Enron entity that was to enter into the contract(s) was Enron North America Corp., a U.S. corporation. For several Mexican tax reasons, we advised that the appropriate Enron entity to enter into the contract(s) is EEIM, a Mexican entity. Please contact me at ext. 35777 if you have any questions. Best regards, Jeff From: Kay Mann @ ENRON 06/02/2000 01:46 PM To: Jeff Blumenthal/HOU/ECT@ECT cc: Subject: Re: Enron Monterrey/Vitro ---------------------- Forwarded by Kay Mann/Corp/Enron on 06/02/2000 01:46 PM --------------------------- Brian D Barto@ENRON_DEVELOPMENT 06/02/2000 01:28 PM To: Kay Mann/Corp/Enron@ENRON cc: Subject: Re: Enron Monterrey/Vitro Jeff and Reynaldo Garcia spoke on this subject at length, and Rey convinced Jeff that spitting was necessary. AT that time the Enron Contracting entity was not specified to be Energia... If you want to unsplit the documents it will add additional time in excess geting a consolidation agreement completed I think. Please include Rey in your quest for closure. PS GE is now OK with the split. I need help getting closure on the Consolidation Agreement. I hope that we do not invent other issues as well.
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