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Mike, these are our attorney's comments to the comments you provided me on
the Release Letter. Give me a call and we can discuss, or if you prefer, we can schedule a time to get the attorneys involved in the discussion. Thanks, Mark ----- Forwarded by Mark Whitt/NA/Enron on 04/27/2001 01:37 PM ----- Gerald Nemec@ECT 04/25/2001 09:58 AM To: Mark Whitt/NA/Enron@Enron cc: Subject: Phillips Letter Revisions Mark, The following are my responses to Phillip's changes in our letter agreement: 1. 1st Sentence of Second Paragraph - Strike of reference to Section 3.3 and reference to Appendix 1 - ENA's right to decrease confirmed volumes and Phillips' rights to release the gas are clearly set out in Section 3.3. The "Operations/Delivery Scheduling Procedures" only are the method by which this is effected. This change needs to be removed. 2. 1st Sentence of Second Paragraph - The remainder of the changes to the 1st Sentence except for the strike of Seller's Daily Deliverability are OK. Seller's Daily Deliverability needs to remain as this is the correct terminology under the Purchase Agreement. All we are doing here is effecting the provisions of the Purchase Agreement to which both parties have already agreed. 3. The added sentence at the end of the second paragraph - This needs to be stricken. The Medicine Bow System is not ENA's and we do not want to create a firm purchase deal with this letter. 4. 1st Sentence of Third Paragraph - The add from "that quantity of Gas..... to.......... (the "Released Gas"" should be removed. The term Released Gas is defined under the Purchase Agreement and doesn't need to be defined in this letter. I am OK with ENA "hereby" agreeing to waive any and all rights it has to under Section 3.3 to recall the Gas. However, the term rights ENA "may" have needs to be stricken. ENA's position is that we have the right to recall the gas as long as it hasn't been released longer than 120 days. If you wish to discuss these comments or would like me to discuss these with Phillips, I would be happy to do so.
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