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Enron Mail |
Pursuant to the various discussions over the past few days, attached please
find the following documents which have been blacklined to show the revisions: 1. EEI Cover Sheet: a. I have made most of the changes suggested in Gayle's fax of 11/29 except that the definition of Performance Assurance needs to stay as it is given that it does not only mean the Escrowed Funds (for instance, in the event of Downgrade Event with respect to Enron Corp., EPMI would have to post Performance Assurance). We have also not amended the last line of Section 5.5 since, among other things, the two amendments taken together would mean that in the event of a dispute, the Non-Defaulting Party would be limited to receiving only what is in the Escrow Fund. First, that would not work if we were the Defaulting Party and secondly, we believe that the Non-Defaulting Party should receive an amount equal to the Termination Payment. Also, with respect to Section 5.5, Tracy Ngo was willing to extend the Defaulting Party's response time from two days to five days, but not all the way out to ten days. b. Pages 1-2 still need to have information filled in by Black Hills. 2. Confirmation: I have incorporated the modifications John suggested regarding Black Hills supplying Energy from an alternative source. I have also made a few minor typographical changes. In addition, the Confirmation contains revised Escrow language which reflects the recent discussions between Richard, Tracy and John. I will be happy to incorporate the Escrow language in the La Salle Bank Escrow Agreement once someone from Black Hills lets me know that the Escrow language is acceptable as written. Thank you, Shari Stack Enron North America, Legal Department Tel: (713) 853-9477
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