postbot/aeslc_kw huggingface dataset:
Subject: Ormet Contract Language

Craig,  Attached please find a revised draft of the Ormet Contract.
I have  incorporated the language from the Credit Worksheet prepared by Jason  Williams.
That language is included in Sections 4.2 and 4.3 of the Contract  and in the definitions for Material Adverse Change, Guarantor, Funded Debt,  Current Ratio, and Net Worth.
Regarding Amy Baird's memo, I have made the requested changes in Article 3  of the Contract regarding changing "Schedule" and "Scheduled" to "deliver"  and "delivered" and "receive" and "received".
I did not add the language  requested in (iii) because that language is already included in the  definition of "Replacement Price Differential".
I included the language she  requested under (iv) as (iii) in Section 3.2  I omitted the last sentence  relating to consequential damages of $1,000,000 per occurrence as we  discussed and left in the language in Section 8.3 which limits the  consequential damages to a maximum of $1,000,000 during the term of the  Agreement.
Likewise, I did not delete the language from Section 8.3  providing that the gas is being supplied solely on the express  representations and warranties provided in the Agreement and that all other  warranties are being waived.
I did delete the language relating to Texas law  and sentence starting with "Therefore, the Parties agree that (i) three"  because we had agreed to delete the language from Section 4.1 which set forth  the method of determining a party's liquidated damages.
I added a sentence at the end of Section 8.5 relating to trial before the  court with waiver of right to jury trial.
I deleted the language relating to  arbitration in Appendix 1.
As we discussed, I did not make the change to force majeure.
We need to  discuss this.
Our obligation should be limited to having firm transportation  on one of the pipelines with interruptible transportation on the other.
If  the firm transportation is interrupted because of force majeure, our  obligation should be limited to using commercially reasonable efforts to  cause the volumes to be delivered via the other pipeline if there was  available capacity on such other pipeline.
Please review the contract and if you agree that it represents your  understanding, you may forward it to the folks at Ormet.
I will be out of  the office on Monday, but will be available by phone.
Subject: Markwest Conf. Agreement

I have reviewed the above proposed confidentiality agreement and have made  certain modifications which are in line with the confidentiality agreement  presently in effect between ENA and Markwest.
Since the new agreement is to  cover Markwest for the period that they are letting Enron review Markwest's  financials which are scheduled to be publicly released next week, the term  references therein need to only cover the period from the date hereof until  such financials are scheduled to be released, which I understand to be next  week.
The change to Enron Corp was made because the employees who will  receive the information are now employees of Enron Corp.
Please have your  attorney contact me if there are any problems with the manner or substance of  the changes noted in the document.
Subject: enovate, L.L.C.

Greg,  Please get with the Peoples attorney regarding the use of the attached Spot  GTC to confirm spot transactions of enovate.
The only change that I would  propose would be to change the choice of law from Texas to Illinois.
Please  let me know what enovate's preference.
Subject: EnergyOne Ventures LP

Don't know what you are talking about.
They gave Sylvia their form with  their view of how the world should revolve around their wishes in October  2000.
She sent it up here is late January for Legal's initial review.
I  understand it mimics the Utilicorp agreement.
If you have some incite that  would lead you to believe that they would sign our Master, please send me a  credit worksheet so that I can prepare a Master Firm Purchase/Sale  Agreement.
Also please give me a contact so that we can forward the new  contract to that person for execution.
Subject: Energy USA TPC Corp.

Cary,  Jeff Hodge asked that I incorporate the agreed to items from their request  which was forwarded to Jeff by Gregg Penman on January 18, 2001 into a  document.
I have taken the document that Jeff forwarded to Sherry Brinkman  on December 7, 2000 and included the acceptable changes that Jeff indicated  were acceptable in his email to Gregg Penman on January 18, 2001.
If this is  your understanding, please let me know what else needs to be done to finalize  the documents.
Subject: PEAK 2001A RFP

Mary,  I see that Phil Bair from JWorthan has responded to Phil DeMoes concerning  the bond term.
No comments were made concerning the legal opinion for the  legal counsel for the bond provider.
I was going to suggest that the  contract language be modified to provide that the Company had a reasonable  amount of time at the end of the lst 5 yr bond term to provide a substitute  bond for the remaining term and that if the Company was able to get a  replacement bond in place before the expiration of such period, no default  would occur.
Can you tell from the letter that Phil Bair is proposing if  their are any other issues that either ENRON or the Bond Provider would have  concerning the terms of the Bond and the Customer's methods of getting  funding thereunder.
****************************************************************************** ****************************************************************************** ****************************************************************************** **********************************************  This was forwarded to me by Phil DeMoes.
Dan,  Take a look at this letter prepared by our surety provider on the PEAK  pre-pay.
In particular, note the last paragraph.
I'm concerned on the  unwind if there is a default.
We plan to meet tomorrow with Joe Deffner and  Breese tomorrow morning.
Are you available?
Subject: PEAK Bid Meeting

These are general conceptual concepts that need to be addressed.
I have not  attempted to redraft the language, only to point out areas where we will need  to work on modifications to the Contract language.
1.
Section 5.01 Provision needs to be changed so that Termination Payment is  first paid by Company to Customer and if not paid by Company after notice,  then the Customer would be entitled to make a draw under the Surety Bond.
2.
Section 5.03   Provision needs to be changed to reflect that the initial  bond term shall be __5__ years.
At the end of the initial term, the Company
Subject: Master Firm Purchase/Sale Agreement

Mark,  Jeff is in London and asked me to make the requested changes to the  Contract.
I have taken the redline version that he previously provided and  added the additional changes.
The changes that I made were in 4.2 (15 days),  Art.
5 (deleted "but for no longer period"), and in  Arbitration (added  language for independent arbitrators based on the amount in controversy), and  changed (Texas to New York in the 12th line).
I have also attached a clean  copy which accepted all of the redline changes.
If acceptable, please print  2 originals of the clean copy, have them signed, fax me a copy of the signed  signature page at 7136463490, and mail the two signed originals to me.
Once  I receive the faxed signature page, I will let Jennifer know so that she can  have any subsequent transactions entered into pursuant to the terms of this  contract.
Please call me at 7138536895 if you have any questions.
Subject: PSEG

Gentlemen:  Here are the revised documents in both clean and marked form.
I made the  requested change in the Term section.
That section defines a Early  Termination as any termination prior to the end of 3 contract years.
As such  no change was needed to the Buyer's Contract section.
Please call if you  need anything further.
Thanks, Dan
Subject: PSEG

Gentlemen:  Here are the revised documents in both clean and marked form.
The marked  form is now in black.
I made the requested change in the Term section.
That  section defines a Early Termination as any termination prior to the end of 3  contract years.
As such no change was needed to the Buyer's Contract  section.
Please call if you need anything further.
Thanks, Dan
Subject: Seller's Representative language

Please add to Miscellaneous Section of Dedicated Reserve Contract between ENA  and Hurley.
10.7??
Seller's Representative:  Seller does hereby appoint Cutter Oil  Company as its agent and third party representative under the Contract (the  "Seller's Representative") and does hereby authorize such Seller's  Representative to give and receive all notices, to make and witness any tests  to be made of the gas and measuring equipment and adjustments to such  equipment; to receive statements for gas delivered or to be paid for  hereunder; to make and receive any and all pipeline nominations for gas to be  delivered hereunder; to receive and receipt for payments made or to be made;  to give and receive changes on quantities of gas to be delivered; to furnish  Buyer allocations upon which Buyer may make any and all payments due Seller;  to adjust any mechanical difference that may arise between Buyer and Seller  with respect to measurements, billing and payments made or to be made, the  allowance of credits and any undercharge or overcharge with respect to such  difference; and to otherwise perform Seller's obligations under the  Contract.
No appointment of the Seller's Representative will discharge  Seller of its obligations hereunder and Seller shall indemnify, defend and  hold harmless Buyer from any claims, damages or losses, including, without  limitation, attorney's fees, made as result of any act or omission to act of  the Seller's Representative WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED  THERETO, INCLUDING, WITHOUT LIMITATION, THE NEGLIGENCE OF ANY PARTY, WHETHER  SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE.
Subject: Spinnaker language

George,  I would suggest that the necessary language be added to the Special  Conditions block of the Transaction Confirmation.
I would suggest the  following language be inserted in each applicable Transaction Confirmation.
"Notwithstanding anything to the contrary otherwise contained in the  sentences previously added to the end of Section 13.5, the parties agree that  the price to be applicable with regard to any volumes outside of the +/-10%  tolerance shall be the Gas Daily "Daily Mid-point" price for the day  following the day that the parties discover the existence of volumes outside  of the +/-10% tolerance."
Subject: Austin Energy Contract Draft

I have red-lined the changes that I feel we need to address for a short term  spot deal with the City of Austin.
Please review and let me have your  comments.
If you want ENA to do the deal, I need to make a few additional  changes for the items ENA cannot do.
Subject: today's joke

THE NEW NEWLYWEDGAME  submitted by MeanBabaJean  This couple had only been married for two weeks.
The husband, although very  much in love, couldn't wait to go out into town and party with his old  buddies, so he says to his new wife, "Honey, I'll be right back..."?
"Where are you going Coochy Cooh...?"
asked the wife.?
"I'm going to the bar, Pretty Face.
I'm going to have a beer."?
The wife says to him, "You want a beer my love?"
Then she opens the door to  the refrigerator and shows him 25 different kinds of beer brands from 12  different countries: Germany, Holland, Japan, India, etc.?
The husband doesn't know what to do, and the only thing that he can think of  saying is, "Yes, Honey Pie...but the bar you know...the frozen glass..."?
He didn't get to finish the sentence, when the wife interrupts him by  saying,"You want a frozen glass Puppy Face?"
She takes a mug out of the  freezer so frozen that she was getting chills holding it.?
The husband, looking a bit pale, says, "Yes, Tootsie Roll, but at the bar  they have those hors d'oeuvres that are really delicious...
I won't be long  I'll be right back.
I promise.
OK?"?
"You want hors d'oeuvres Pookie Pooh?"
She opens the oven and takes out 15  dishes of different hors d'oeuvres: chicken wings, pigs in a blanket,  mushroom caps, pork strips, etc.?
"But Sweetie, Honey...at the bar...you know...the swearing, the dirty words  and all that.
.."?
"You want dirty words Cutie Pie?..HERE, DRINK YOUR F*****G BEER IN YOUR  FROZEN F*****G MUG AND EAT YOUR F*****G SNACKS, BECAUSE YOU AREN'T GOING  ANYWHERE!
GOT IT A*****E?!!"
Subject: FW: Fw: HER BALLONS        A small boy walks into his mother's room and catches her topless.
"Mummy, Mummy, what are those?"
he says pointing to her breasts.
"Well, son,"she says, These are balloons, and when you die, they inflate and float     you up to heaven," Incredibly, he appears to believe this explanation and goes     off quite satisfied.
Two days later while his mother is making tea, he rushes into the kitchen.
"Mummy, mummy, Aunt Eliza is dying!"
"What do you mean?"
says his     mother.
"Well she's out in the garden shed, lying on the floor with both of     her balloons out.
Dad's trying to blow themup for her and she keeps yelling, "God, I'm coming!
God, I'm coming!"
Subject: Good joke

THE GIFT OF LIFE  submitted by Amber Tozer   On the very first day, God created the cow.
He said to the cow, "Today I  have created you!
As a cow, you must go to the field with the farmer all day  long.
You will work all day under the sun!
I will give you a life span of  50 years."
The cow objected, "What?
This kind of tough life you want me to live for 50  years?
Let me have 20 years, and the 30 years I'll give back to you."
So God  agreed.
On the second day, God created the dog.
God said to the dog, "What you are  supposed to do is to sit all day by the door of your house.
Any people that  come in, you will have to bark at them!
I'll give a life span of 20 years."
The dog objected, "What?
All day long to sit by the door?
No way!
I give  you back my other 10 years of life!"
So God agreed.
On the third day, God created the monkey.
He said to the monkey, "Monkeys  have to entertain people.
You've got to make them laugh and do monkey  tricks.
I'll give you 20 years life span."
The monkey objected.
"What?
Make them laugh?
Do monkey faces and tricks?
Ten years will do, and the other 10 years I'll give you back."
So God agreed.
On the fourth day, God created man and said to him, "Your job is to sleep,  eat, and play.
You will enjoy very much in your life.
All you need to do is  to enjoy and do nothing.
This kind of life, I'll give you a 20 year life  span."
The man objected.
"What?
Such a good life!
Eat, play, sleep, do nothing?
Enjoy the best and you expect me to live only for 20 years?
No way,  man!....Why don't we make a deal?
Since the cow gave you back 30 years, and  the dog gave you back 10 years and the monkey gave you back 10 years, I will  take them from you!
That makes my life span 70 years, right?"
So God agreed.
AND THAT'S WHY....
In our first 20 years, we eat, sleep, play, enjoy the best and do nothing  much.
For the next 30 years, we work all day long, suffer and get to support  the family.
For the next 10 years, we entertain our grandchildren by making  monkey faces and monkey tricks.
And for the last 10 years, we stay at home,  sit by the front door and bark at people!
Subject: Taub lawsuit Project Triple Lux

Richard Sanders and I talked with Elizabeth (an attorney with AEP).
She was  not sure that their was a question that needed to be answered.
Richard  opined that the question may have related to the effect on HPL if it lost the  Taub lawsuit.
This suit relates to an alleged violation of the surface  rights agreement (Collateral Agreement) which was entered into with certain  surface owners after the Unit Agreement was signed.
Richard explained that  if HPL lost the suit, it would lose its rights to maintain a pipeline and  well facilities on the property subject to the lawsuit.
In that event HPL  would have to either locate its pipeline around the property or  use its  condemnation rights to acquire an easement across the property.
Because the  Collateral Agreement relates to surface rights, losing those rights would not  affect HPL's rights under the Unit Agreement and thus the Taubs would not  have the right to drill a well to produce the gas that HPL has in storage.
Subject: SMUD

Kim,  Please review this draft.
I have not modified any language from the Enfolio  to that contained in the draft of their form of contract which you forwarded  to me last week.
I will read their long form and see if it makes sense to  include their language.
Remember, in their short form, they had language for  short breaks which was slightly diffent from ours but with a little torture,  we could have incorporated their language once we got over the hurdle that we  can't agree to let them audit our contracts,  which means we could never show  them what we got for the default quantity.
Subject: Mieco, Inc.

Ed,  I am still waiting for you to tell me which Deal Person is the contact for  the counterparty.
I need the Deal Person to initial the contract before an  officer will sign.
If I send it to Scott Neal or one of the other desk  heads, they will want the deal person to initial before they sign.
Therefore, I am still waiting on you to tell me who trades with this  counterparty.
I am holding the contract for that person.
If it is someone  on the HPL desk, then we have to start over because you requested that the  contract be done in ENA's name.
Subject: GISB contract info

Please generate a GISB for Jared using the attached.
Let's discuss their  addendum.
I don't think we will use it.
Let's get a copy of our current  interruptible agreement so that we can see what has been previously agreed to.
Subject: Smurfit Stone Containerboard 3 month extension attached

Chris,  The above document is the November 17, 1999 document which has been changed  to a 3 month deal with the price change you specified.
I have received the  copy of the type of contract that they would like us to use.
I note that we  will have to make a lot of changes which is probably not warranted for a 3  month deal.
If you want us to consider using their form for a long term  deal, I will start making the necessary changes and send you back a red-lined  single transaction contract.
Will the long term deal have the same terms as  our last long term deal except for price?
Subject: Calpine Cogeneration Facility(s) relations

Texas City Facility -  The relationship between HPL and Calpine has become and continues to be  strained.
Calpine purchased the Texas City Cogeneration Facility from Enron  and Dominion Resources in early 1998.
Prior to that time ENA supplied 45,000  MMBtu of gas under a fixed price contract and a Market Price agreement was in  place to provide any additional volumes that might be needed in addition to  that which Union Carbide Corporation had the contractual right to supply  under the historic arrangement, since they were the steam host for the  facility.
After Calpine took over, these contracts either expired or were  terminated.
At this point HPL became the sole supplier to the facility  although the interconnection with the Union Carbide delivery point with the  Calpine facility remained active and a new Transaction Agreement was put in  place whereby Calpine agreed to certain minimum and maximum quantity  obligations and agreed on the prices that would be paid for any short fall in  volumes.
Since then, measurement disputes have been alleged and Calpine has  shortpaid HPL's invoices even after verbally agreeing that the amounts  invoiced were correct.
Additionally, as a result of Calpine's power  purchaser's last minute notification to Calpine of reductions in the purchase  of power for the next day, which notification is usually after Calpine's next  day notification deadline to HPL, Calpine has resorted to the use of   creative force majeure situations in an effort to reduce their costs.
These  notifications have occurred some thirteen (I think) times and Calpine has  provided little explanation to HPL of the nature of these events of force  majeure.
When pressed for a more detailed explanation, they merely state  that they had to take down various unit(s) to repair or replace leaking  valves, etc.
Clear Lake Facility -  The relationship between Calpine and HPL is not as strained with regard to  deliveries at this facility.
This may be because the contract covering the  base volume of gas being delivered by HPL has not changed since it was  negotiated by ENA in 1995.
Midcon remains connected to the facility and  delivers certain quantities of market priced gas.
Market priced gas is  required by the facility when its requirements exceed the base volumes  supplied under the 1995 agreement.
Should the power purchase agreement be  amended to allow Calpine not to deliver powered or should the power purchaser  cancel the power purchase agreement, Calpine has negotiated an amendment  allowing for the delivery of the base volumes at alternative delivery  points.
Currently, HPL has advised Calpine of an upcoming event of force  majeure which will require a cessation of deliveries of gas to the facility  which certain regulatory mandated tests are being performed on the A-S  pipeline.
It is not known whether the Midcon delivery point has the capacity  to handle the entire facility gas requirements or not.
Subject: GISB  appendix doc revised.

Based on Stacy's comments yesterday, I have changed the last sentence of  11.1.
Her comment was that the last sentence of 11.1 said events of force  majeure may inclucde and 11.2 said events of force majeure shall include.
Now they both say shall however I have tied it to the preceding sentence of  11.1.
Subject: Enron OnLine/ENA-PG&E Supplier Agreement

Dave,  I have taken your word file that you forwarded to Travis McCullough and  merged it into the Amendment that I had previously forwarded.
The only item  that needs explanation is your comment concerning Paragraph 11.4.
The signed  version of the contract that was provided after signature by Charlotte goes  directly from the SDP language to paragraph 11.5.
As such I would like the  language inserted that you indicate is already in the contract.
I agree that  the language was in the versions prior to the final version.
Please call me  at (713)853-6895 if you have any questions.
If not, please have PG&E sign  two copies and forward to me.
I will have them signed by ENA and will return  a fully executed original for your files.
Subject: Transaction Agreement format

Ellen,  Would you please email me a blank transaction agreement that ena would use  to confirm a enron online type transaction.
I need to doctor it and attach  to an amendment I am doing with PG&E.
Thank you.
Subject: Sithe Transaction Agreements

Ruth,  Please review to verify that I have included all of your changes.
I believe  that the language in the first 3 cover us if the last agmt isn't done,  otherwise, the last one covers the trueup of negative values.
Do you  concur?
Please let me know if these are okay, and I will get my secretary to  deliver to you originals on ENA stationary.
Subject: Crestar confirmations

Grant,  Bruce called to say the language is okay.
Hunter also confirmed the  language.
Please print out the attached confirms and forward them to  Crestar.
Hopefully this is the last time.
Subject: Survivor

Don't you want to sign up as a contestant on this show?
- Subject: Survivor  CBS is showing "Survivor 2" this winter.
In response, Texas is planning "Survivor, Texas Style."
The contestants will start in Dallas, travel through Waco, Austin, San Antonio, down to Houston and Brownsville.
They will proceed up to Del Rio, on to El Paso, then to Midland/Odessa, up to Lubbock and Amarillo.
From there, they proceed to Abilene, and on to Ft. Worth and back to Dallas.
Each will be driving a pink Volvo, with a bumper sticker that reads "I'm gay, I voted for Al Gore, and I'm here to confiscate your guns."
The first one to make it back to Dallas wins.