Argentina: public utilities and other regulated entities

Hope you are well! I had a wonderful vacation in L.A. I never made it to
either the Norton Simon or the Getty; I'll just have to plan another trip to
the west coast.

In connection with your recent review of our standard ISDA Schedule, Credit
Support Annex and legal opinion (the "Documents"), could you please advise as
the whether additional provisions are required or advisable in any of the
Documents when our counterparty is an Argentine public utility, municipality
or other type of regulated entity. In the U.S., we use the ISDA
Multicurrency - Cross Border boilerplate and incorporate most of the ISDA
municipal language and some of our own into the Schedule for municipals and
governmental entities. However, for public utilities which are general
corporates (and not governmentally owned), we take a different approach and
incorporate language which might trigger an "Additional Termination Event"
for "regulatory type developments" (e.g., orders issued by a public utility
commission) which would cause or might cause our master agreement to become
void or unenforceable or similar swap agreements to become void or
unenforceable. For example:

"The filing of a motion, pleading, application or other similar action in any
proceeding or action by Party B, a commission, regulatory agency or other
entity having jurisdiction over Party B, in respect of Party B, or in respect
of any other similarly situated entity organized under the laws of the
state(s) in which Party B is located or regulated, to the effect that
performance under this Agreement or one or more Transactions hereunder or
similar agreements is unlawful or that this Agreement or one or more
Transactions hereunder or similar agreements are void or voidable."

By fax, I will send you our Municipal Schedule.

Please advise as to changes in both the (i) Schedule and (ii) legal opinion
for both (a) public utilities (corporates, non-governmental) and governmental
entities (municipals, public agencies, governmental utilities, etc.). Please
call if you have any questions. Regards. Sara