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Enron Mail |
Cc: lisa.mellencamp@enron.com, chris.herron@enron.com, alan.quaintance@enron.com,
mary.cook@enron.com, tim.proffitt@enron.com, legal <.taylor@enron.com< Mime-Version: 1.0 Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: quoted-printable Bcc: lisa.mellencamp@enron.com, chris.herron@enron.com, alan.quaintance@enron.com, mary.cook@enron.com, tim.proffitt@enron.com, legal <.taylor@enron.com< X-From: Hodge, Jeffrey T. </O=ENRON/OU=NA/CN=RECIPIENTS/CN=JHODGE< X-To: Ephross, Joel </O=ENRON/OU=NA/CN=RECIPIENTS/CN=Jephros< X-cc: Mellencamp, Lisa </O=ENRON/OU=NA/CN=RECIPIENTS/CN=Lmellen<, Herron, Chris </O=ENRON/OU=NA/CN=RECIPIENTS/CN=Cherron2<, Quaintance Jr., Alan </O=ENRON/OU=NA/CN=RECIPIENTS/CN=Aquaint<, Cook, Mary </O=ENRON/OU=NA/CN=RECIPIENTS/CN=Mcook<, Proffitt, Tim </O=ENRON/OU=NA/CN=RECIPIENTS/CN=Tproffi<, Taylor, Mark E (Legal) </O=ENRON/OU=NA/CN=RECIPIENTS/CN=Mtaylo1< X-bcc: X-Folder: \MTAYLO1 (Non-Privileged)\Taylor, Mark E (Legal)\Inbox X-Origin: Taylor-M X-FileName: MTAYLO1 (Non-Privileged).pst Joel: Your approach sounds like a good one. Let me know what I can do to help. Jeff -----Original Message----- From: Ephross, Joel=20 Sent: Monday, October 15, 2001 3:51 PM To: Cook, Mary; Proffitt, Tim; Hodge, Jeffrey T.; Taylor, Mark E (Legal) Cc: Mellencamp, Lisa; Herron, Chris; Quaintance Jr., Alan Subject: RE: Master Netting Agreements and Prior Physical Gas Receivable Financing The key question will be whether we can get a QSPE [which is supposed to be= brain dead] to amend a document to accomplish this. Section 6.2© of Swee= 'P, L.L.C.'s LLC Agreement provides that: "©=09The Principal Managers of the Company, or any one of them, are hereb= y, and without further action, expressly authorized to execute and deliver,= on behalf of the Company, the Transaction Documents, together with (i) any= amendments, modifications, or supplements thereto, and restatements thereo= f, as such Principal Managers, or any one of them, may deem appropriate," Alan, lets talk when you have a chance. [What I would envision is an amend= ment to the Transfer Agreement that carves out certain account obligors ref= erred to on a schedule from the definition of Receivables -- so we could re= vise the schedule from time to time as other master netting agreements are = executed, and a similar revision to the UCC financing statements.] JNE -----Original Message----- From: Cook, Mary=20 Sent: Monday, October 15, 2001 3:18 PM To: Ephross, Joel; Proffitt, Tim; Hodge, Jeffrey T.; Taylor, Mark E (Legal) Cc: Mellencamp, Lisa; Herron, Chris Subject: RE: Master Netting Agreements and Prior Physical Gas Receivable Financing Not being aware of all the ins and outs of your transaction, but based upon= the description below and the provisions of the master netting agreement, = I think the receivables must be removed from step 1 (see Sections 7/11 or t= he netting agreement); therefore, an amendment is evidently required. -----Original Message----- From: Ephross, Joel=20 Sent: Monday, October 15, 2001 2:39 PM To: Cook, Mary; Proffitt, Tim; Hodge, Jeffrey T. Cc: Mellencamp, Lisa; Herron, Chris Subject: RE: Master Netting Agreements and Prior Physical Gas Receivable Financing =09Mary, in step 1 all of the receivables meeting the definition of Receiva= ble are transferred from ENA to Swee'P; in step 2 Swee'P sells an undivided= interest in the pool of Receivables to ASCC [CIBC's conduit vehicle]. The = September report indicated that PG&E accounted for 3,340,000/167,000,000 th= 's of ASCC's interest in the pool of receivables [ASCC having an interest o= f 167,000,000 divided by some larger amount [which amount includes the exce= ss concentration amount, a reserve requirement, etc.]] Swee'P obtained from= ENA. Note that if the PG&E receivable is "removed" from step 2, then all = that really happens is that no credit is given to Swee'P in the numerator, = resulting in a smaller undivided interest in the pool being transferred to = ASCC; however, by virtue of the PG&E receivable being transferred from ENA = to Swee'P in step 1, the PG&E receivable will always be in the denominator,= and ASCC will always buy an undivided interest in the pool which includes = the PG&E receivable, it will just buy a smaller percentage interest if it i= s excluded from the numerator. I need to know what you mean by "extracting"= the receivable -- if you mean that no credit is obtained by Swee'P in the = calculation of the undivided interest that ASCC purchases, then that can be= accomplished on the next reinvestment date. If you mean that no undivided = interest in the receivable can be transferred to ASCC, then I think it need= s to come out of step 1 [so that it is removed from the denominator, not ju= st the numerator], and I think that the only way to do that is by amending = the documents.=20 -----Original Message----- From: Cook, Mary=20 Sent: Monday, October 15, 2001 12:03 PM To: Proffitt, Tim; Ephross, Joel; Hodge, Jeffrey T. Subject: RE: Master Netting Agreements and Prior Physical Gas Receivable Financing Per Lisa Mellencamp and based upon visiting with Mark Taylor, extracting th= e PGE receivables on 10/25, the next regular date, is satisfactory. Please= note that the master netting does not include the PGE utility entity, only= the non-utilities. Joel, you have a copy of the netting agreement showing= all parties thereto. You should check with Hodge re any utility gas contr= act receivables. -----Original Message----- From: Proffitt, Tim=20 Sent: Monday, October 15, 2001 11:42 AM To: Bradford, William S.; Ephross, Joel; Cook, Mary; Taylor, Mark E (Legal); Hodge, Jeffrey T.; St. Clair, Carol; Sager, Elizabeth; Murphy, Harlan Cc: Rohauer, Tanya; Herron, Chris; Reeves, Leslie Subject: RE: Master Netting Agreements and Prior Physical Gas Receivable Financing Good question, our report rolls everything up to the parent. Leslie, can yo= u gather the actual counterparties? thanks. -------------------------- Sent from my BlackBerry Wireless Handheld (www.BlackBerry.net)
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