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Enron Mail |
Attached is a draft advice from Mallesons on EnronOnline. Of immediate
concern to us are the form of the various agreements for the road show next week. Mallesons have suggested some minor attachments. These are in the annexes to the advice. Following are my comments Password Agreement - Fine, seems a good to give address for notices etc. ETA - I asked Mallesons to consider the wording of the indemnity clause under Australian law. The major concern is that in Australia special damages has a near opposite meaning to the US. The suggested amendment to clause 3© I believe we could dispense with. It relates to a concern that an Enron acceptance may be accessible on the Website Server. However, from what I have been told this is not a foreseeable eventuality. GTCs - Minor changes. The only one we are unlikely to incorporate relates to the collateral clause. Obviously we are in a position to have different GTCs for different counterparties As a next step Paul I will give you copies of the Password Agreement and the ETA for inclusion in Road Show. I expect to settle the advice early week and will circulate it. ---------------------- Forwarded by David Minns/ENRON_DEVELOPMENTon 02/25/2000 05:44 PM --------------------------- "Farrell, Scott" <Scott.Farrell@msj.com.au< on 02/24/2000 03:52:20 PM To: "'david.minns@enron.com'" <david.minns@enron.com< cc: "James, Martin" <Martin.James@msj.com.au< Subject: EnronOnline Mallesons Stephen Jaques Confidential communication David Please find attached a further draft of the advice marked up to show the changes made from the previous draft. <<0437047.DOC<< In particular please note: * that we have suggested amendments to the agreements in the schedule - if these are acceptable for use we will accept the revision mode in the final version. If they are not, please let us know. * as certain negative prices are now possible, it is expected that an AFMA endorsed amendment to the clause relating to negative prices and market disruption events will be prepared - this would need to be included in the GTCs (and your ISDAs) * it would not seem practical to include the collateral language in the GTCs only in respect of some clients (as the GTCs are standard provisions). Would collateral arrangements in relation to particular clients using GTCs be best documented separately? * will offers on EnronOnline be considered by a EAF trader in Australia before being accepted? * the trade practices material can be completed whenever it is convenient for one of our trade practices lawyers to review the working site as a whole. Best regards Scott Farrell Senior Associate Mallesons Stephen Jaques Sydney Direct line (61 2) 9296 2142 Fax (61 2) 9296 3999 - 0437047.DOC
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