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Enron Mail |
Cc: roseann.engeldorf@enron.com, martin.penkwitz@enron.com,
rtaylor@andrews-kurth.com Mime-Version: 1.0 Content-Type: text/plain; charset=ANSI_X3.4-1968 Content-Transfer-Encoding: quoted-printable Bcc: roseann.engeldorf@enron.com, martin.penkwitz@enron.com, rtaylor@andrews-kurth.com X-From: Kay Mann X-To: Scott Dieball X-cc: Sheila Tweed@ECT@ENRON_DEVELOPMENT, Roseann Engeldorf, Martin W Penkwitz, rtaylor@andrews-kurth.com X-bcc: X-Folder: \Kay_Mann_June2001_3\Notes Folders\Sent X-Origin: MANN-K X-FileName: kmann.nsf Here's my suggestion: 27.3 Consequential Losses. The Parties have agreed to liquidate certain= =20 direct damages and have provided for these damages as Liquidated Damages an= d=20 Cancellation Fees. For purposes of this Section, Liquidated Damages and=20 Cancellation Fees shall not be deemed consequential losses. In no event,= =20 whether as a result of breach of contract, breach of warranty, indemnity,= =20 tort liability (including negligence or strict liability without regard to= =20 fault) or otherwise, and whether arising before or after completion of the= =20 Scope of Work, shall either Party be liable to the other Party for special,= =20 indirect, exemplary or consequential losses of any nature whatsoever,=20 including losses or damages caused by reason of unavailability of the=20 Equipment, shutdowns or service interruptions, loss of use, loss of profits= =20 or revenue, inventory or use charges, cost of purchased or replacement powe= r,=20 interest charges or cost of capital or claims of a Party=01,s customers. F= or=20 the avoidance of doubt, the foregoing limitation of liability in this Secti= on=20 shall in no case not limit Seller=01,s obligation to indemnify, defend and = hold=20 harmless Purchaser Indemnified Parties in accordance with Article XX for an= y=20 claims Third Party Claim, including Claims involving the Third Party's=20 consequential losses, losses or damages occasioned by third parties. in=20 accordance with Article XX,=20 Scott Dieball@ENRON_DEVELOPMENT 09/20/2000 08:27 AM To: Kay Mann@ENRON cc: Sheila Tweed@ECT, Roseann Engeldorf/Corp/Enron@ENRON, Martin W=20 Penkwitz/NA/Enron@Enron=20 Subject: GE - Indemnity and LOL Language Per our discussion yesterday, attached is a copy of the Indemnity and LOL= =20 contract language redlined to reflect those GE comments which we could=20 probably accept. Kay please review and see if I missed anything or whether= =20 we need to discuss further. Otherwise, please forward this markup to Rob= =20 Taylor for inclusion in the next draft of the Purchase Agreement. Regards, Scott
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