postbot/aeslc_kw huggingface dataset:
Subject: EOL - new Product - JPY / KL WTI Swap

Dear Mike and John,  Not sure to which of you I should have addressed this email since you are both listed as doing liquid fuels.
If I am wrong and it is neither of you would be really grateful if you could pass this email to the right EGM lawyer ASAP (with a copy to me so I know with whom to follow up).
I am attaching a number of documents.
(i)	The first is an internal memo re two new products Enron Japan wants to put on EOL.
The Enron CP will be ENA which is why I need your help before going to Mark.
The memo describes the product generally and how it will work (and sets out the background as to why EJ is pushing this initiative).
This is FYI only.
(ii) & (iii)	These are the draft product descriptions and GTCs and we need ENA legal sign off re same.
If you are happy with these then I will pass to Mark Taylor for final approval.
If you have any questions, please let me know.
We are hoping to get this approved by Wednesday Tokyo time so if this needs to be passed on, I would be grateful if you could do this today (your time).
RE product Descriptions - in addition to those changes which were needed to reflect the fact that the products are in yen and KL (and not in USD and Barrels) , we have used upper case for Business Days (because it is defined in the GTCs and the definition is important because it will not refer to Japanese holidays) and I have incorporated a new definition "the relevant Scheduled Trading Date" so that in accordance with what I understand to be standard EOL procedure, the top half of the product description can be the same for both products (despite the fact that the currency exchange will be done 3 days after a different date in the case of the two definitions) and only the bottom half will need to change.
I have actually only made one small change to the GTCs, to provide for kiloliters in the rounding off clause.
I assume that given that NY law will apply, that we don't usually amend the arbitration clause in the case of products likely to be purchased by non-US counter parties.
I am less sure about the events of default clause.
The language seems pretty short and generic so I suspect that we probably don't put CP jurisdiction specific events in but please confirm.
*********************  Please leave me a message or send me an email if you want me to call you Monday evening your time.
Thanks very much for your help..
Subject: I'm in London

Thank you for your e-mail and phone call!
We received both and were really sorry not to be here when you called.
I guess we were both at work.
When we were watching this tragedy on TV Tuesday, we couldn't remember exactly when you were coming home, so called your office.
Holly called us back to say that you were due back Wednesday.
That was a relief because we knew you weren't in the air on Tuesday.
It just dawned on me this morning that your e-mail was from you usual address so you could probably receive mail in London at that address as well as send.
Tim called about 10:45 Tuesday morning to say that they weren't allowing anyone to leave his base so he was stuck there for awhile but Sharon was OK and going home.
Either his information was erroneous or the base was opened not long thereafter because he was also allowed to leave and both were home by early afternoon.
I was concerned about how long it would take Sharon to drive home because 20 years ago when I was driving home during a storm and all the government offices were closing, it was a zoo.
It turned out that Sharon drove right along the river and up Rock Creek Park with hardly any traffic since the streets between hers along the river and the rest of the city were already closed so no streets were emptying into hers.
Tim Bunce was in the air on his way to California.
They brought his flight down in Dallas and he was planning to drive home from Dallas.
Someone at my office told me yesterday that her brother was stuck in Houston and was driving back to Cincinnati!
Nick's sixth grade class in Wyoming was told about the situation.
I don't know if they let them watch the TV.
Janet was oblivious--out doing
Subject: PLI Conference - Powerpoint

Attached is a power point I used for next Tuesday's PLI presentation.
In addition to my own input, I borrowed from Ken's outline and Mark's powerpoint from last year - and so I thought I'd give us all credit on page 1.
Please feel free to make any changes or additions as you feel appropriate.
I will be out of the office on Friday and Monday, and so if you wish to discuss the presentation with me beforehand, it will be best if we speak by Thursday.
Bill.
- PLI 2001 Energy.ppt
Subject: Clearing initiative

Mary,  I have been working on a clearing initiative for EnronOnline in the past two months.
Under the current structure Enron would give its counterparties an option to clear the transactions though VMAC at a fee on a trade to trade basis, so that the trades are guaranteed by a credit wrap up supplied by a third party insurance company (FSA).
Please see the appended document for a description of the clearing solution.
I am aware from information from the credit group and the global finance group about the "master netting initiative" that you are leading.
I would like to seat with you to discuss where our initiatives might overlap each other and where they might complement each other.
Appended are the documents that describe the initiative at a high level.
Subject: Canada Gas options

Mark,  I have attached a document which contains the long descriptions for Canadian Daily Nat Gas options.
The trader will be using Options Manager on these products and because he has to choose an exercise date, he will choose a middle of the month business day.
However, there will be an option per day during the term.
Please review the descriptions the trader put together and let me know your thoughts.
Kevin Meredith
Subject: Any ideas??

Hello:   I am working with  a group of lawyers organized by the Bar Association of the City of New York to help identify emergency funding sources for small businesses affected by the World Trade Center attack.
The idea is to help them secure short term loans and/or grants so that they can stay in business during this difficult period.
I am able to investigate the various sources of government funding (SBA, FEMA)  but need your help with finding sources of private money such as foundations, corporate funds, the September 11th Fund (?).
My goal is to compile a list of available resources for use during counseling sessions with business owners.
There are teams of other lawyers from various firms who have agreed to represent small business owners, on a pro bono basis, in their effort to complete  paperwork and deal with a staggering array of other legal matters including insurance, tax, real estate, employment and immigration issues.
You all share the dubious distinction of being in my rolodex and being perceived (by me at least) as having the right kind of contacts to help me find people and organizations to call.
My thought is that you or your colleagues and friends may be affiliated with a foundation, firm or corporation that has somehow raised money or made money available for this purpose.
Feel free to call me with information at 646-428-1814 or email me.
Also feel free to pass this message on to any others who could help.
Thanks, Bill McGovern.
Subject: How are you ?

Mark, You have been in mind for days, longer in fact.
Every time I read about Enron I think of you, and life has been scattered so I have not been able to write.
Since the news now seems to be that your company is being bought by another, it must be chaotic for you.
Let me know how you are and what is happening.
No doubt you will survive the mess, but hope it is not taking too much out of you.
We are slowly getting back to normal, and every trip out of NY it great as I am very tired of police check points and ID's.
Our building is livable now for about a month, but still behind a barricade.
My mother has been in and out of hospital, and so that has kept me stressed.
I sold a house in KW in late Sept, so came down then for the closing.
Hated going back to NY as we were still living in a hotel then....
I am in KW now, much enjoying being able to work here but missing Don.
Back to NY next week, then here again end of month.
Planning a new addition on the house, which is trying.
The little house next door is coming up for rent as of Dec 1, in case you are interested, and I have decided to only rent it to a single guy...Maybe you need a little winter getaway??
All best, Hal
Subject: ERMT Corp. and Clinton Update

Mark 	 All work on the application for a power marketing certificate has stopped and we have not asked that changes be made to reflect the merger agreement with Dynegy.
This would involve a considerable amount of work and a further analysis as to market power being prepared.
If and when it is required we can instruct that the work be performed.
I have advised our gas pipelines regulatory compliance group (Frazier King) as to the filing which may need to be made in the event that the application is made by ERMT Corp.
There is no further action required on this, provided that ERMT Corp. remains the name of the entity.
If you are considering a name change please advise as soon as is practicable in order that this can be addressed.
The share transfer forms transferring the shares in Clinton to Enron Corp. have been executed, effective 30 October 2001.
These need to be initialed and transfer accepted by the President of Enron Corp.
I am sending these to you to initial.
Marcus
Subject: Swapco -- Outstanding Items

In order to complete our files, please send copies of signatures to the following documents:  1.
Certificate of Amendment to Certificate of Formation of ERMT LLC (regarding name change to NETCO Holdings LLC) 2.
Certificate of Amendment To Certificate of Incorporation of ESVL Corp. (regarding name change to ERMT Corp.) 3.
Amended and Restated Certificate of Incorporation of ERMT Corp. (regarding name change to The New Energy Trading Company) 4.
Written Consent of the Sole Stockholder of ERMT Corp. (dated 11/8/01) 5.
Unanimous Written Consent of the Board of Directors of ERMT Corp. (dated 11/8/01) 6.
Unanimous Written Consent of the Board of Directors of Enron North America Corp. (dated 11/5/01 regarding contribution to RMT) 7.
Unanimous Written Consent of the Board of Directors of Risk Management & Trading Corp. (dated 11/5/01 regarding contribution to ERMT LLC) 8.
Unanimous Written Consent of the Board of Directors of ERMT LLC.
(dated 11/5/01 regarding contribution to ERMT Corp.) 9.
Cross Receipt (of ERMT and RMT regarding $250,000,000) 10.
Unanimous Written Consent of the Board of Directors of ERMT Corp. (dated 11/6/01 authorizing certain agreements) 11.
Unanimous Written Consent of the Board of Control of ERMT LLC (dated 11/6/01 regarding issuance of 20 Units) 12.
Acknowledgment of Receipt of ENA 13.
Unanimous Written Consent of the Board of Control of ERMT LLC (dated 11/7/01 regarding issuance of Class B Unit) 14.
Cross Receipt (of ERMT LLC and GSS Contract Services -- I will hold
Subject: quick update

(1)  Met with Alan A. and Barbara G about disruption (physical and financial) at Alan's request.
Explained financial position and updated him on what we've discovered.
(2)  NYMEX did not operate today at all on new system.
Say they will try for tomorrow.
(3)  Am told that Platts published some indices today including crude.
Will publish MTBE (and other products) tomorrow irrespective of whether NYMEX publishes.
Will also publish methodology.
(4)  Emailed ISDA Gen.
Counsel Kinberly Summe about including us in industry correspondence/conference calls about "Best Practices" statements.
(5)  Thus far, disrupted indices seem to include only the following dailies: 	NYMEX daily  	OPIS 	Platts 	spreads (common pricing issue) (6)  Looks like MDE will occur if NYMEX fails to publish tomorrow.
We should identify affected counterparties.
Traders may want to negotiate anyway.
Seems like they are hoping for unified industry stance just for ease and solidarity.
I'll talk to Kim Theriot in the morning.
Subject: Merger Agreement

Attached is an electronic version of the Merger Agreement that we executed = with Dynegy.
As is typical with these types of transactions, there are lim= itations imposed on Enron's operations between signing and closing of the M= erger Agreement.
Please help ensure that each transaction entered into by = Enron and its subsidiaries complies with the agreement, and particularly Se= ction 7.1 of the agreement relating to conduct of business.
Peter del Vecc= hio (at ext.
39875) and Joe Henry (at ext.
51549) are available to help add= ress specific questions regarding our interim operations.
Rob Walls, John = Ale, Mark Haedicke and myself are also available, and we will help determin= e if we need Dynegy's consent for any particular proposed transaction.
We = are in the process of summarizing the interim covenants, as well as establi= shing certain procedures to ensure our compliance.
I anticipate distributi= ng these items on Thursday.
We are also having prepared a memorandum regar= ding certain anti-trust and other issues that we need to consider in any in= volvement we have with Dynegy regarding our respective operations.
We curr= ently plan on having various presentations regarding the anti-trust matters= .
Please pass the merger agreement and the subsequent materials on to othe= rs in your group as you think appropriate.
Thank you for your help and und= erstanding in this matter.
Lance.
=20 Merger Agreement for Project Gipper.DOC=20
Subject: Intercontinental Exchange

To All -  Attached is an updated version of the Intercontinental Exchange Participant Agreement - complete with schedules for transaction costs in various commodities.
This form is a new version of the existing Participant Agreement Enron currently has in place and is anticipated to be effective on December 1, 2001.
While I have been reviewing the legal terms and conditions, I need some assistance from you - the business personnel - on the pricing stated in the applicable schedules.
These price schedules have all been updated from the existing contracts.
At your convenience, please review the schedule applicable to your particular commodity or forward it to the appropriate person for review.
Please let me know if the pricing is acceptable.
Granted, since this is a form agreement we may not have much power to change any pricing, but I at least want each of you to be aware of the changes.
Thanks.
Subject: New Project Direction

Mark, I can use your advise on a few new projects that I am working on.
1.
The weather desk is trying to roll out a HDD Swap for Calgary by Monday= .
Most of the anticipated buyers of the product will be Canadian counterpa= rties ECC has masters with.
The desk originally thought that we need to cr= eate a GTC for Enron Canada using the ENA weather GTC.
Because if the time=  issues involved in creating a new GTC (fixing all the things that are wron= g with the ENA form) I looked for a new way to deal with this issue.
I thi= nk I found it in section 3(d) of the ETA which provides that the Enron coun= terparty to a particular transaction will be the Enron Entity they have a m= aster with that covers that type of transaction.
I believe this provision = was a stroke of genius designed for just this type of scenario.
I can prep= are the long description to specify the Enron entity as "the applicable Enr= on entity" and if there is a master then the Enron Entity is the one with t= he master pursuant to Section 3(d) of the ETA and if there is no master the=  ETA says the GTC applies and the GTC specifies that ENA is the counterpart= y.
Do you think this works?
2.
I was contacted by someone at McKinsey & Company yesterday who is worki= ng with the weather desk to develop a Bermuda Transformer Commercial Struct= ure to partner up with the Insurance market to provide some capital to our = weather trading desk.
I have been told that conceptually it will be a Jedi=  type arrangement.
I have been asked to help them think through the issues=  and coordinate with the other attorneys who work on these types of issues.=   I do not want to get too deep into the structuring of this investment veh= icle myself without the appropriate legal group involved.
Would this be so= mething Jordan Mintz's group would handle or would this be something that L= ance Schuler's group would develop?
I thought I might want to talk to Juli= a Murrey (or Cristina Mordant or Carol St. Clair) to see what issues croppe= d up in the development of Jedi I and Jedi II (or maybe I should just talk = to whatever lawyer is currently handling these structures).
What are your = thoughts on how to move forward?
3.
The other rush deal is a financing deal out of Jordan's group.
The dea= l I helped look at that was a physical forward using ISDA type language is = now a financial deal (a series of Total Return Swaps) that needs to close n= ext Friday.
I will go to a meeting in the morning to try and get more info= rmation on the structure.
Angela Davis who has worked on the Total Return = swap deals has offered to help me pilot this through.
Sara thought I shoul= d check with you to make sure you don't have a problem with me taking on on= e of these deals.
I am going to try and make sure they have Danny Sullivan=  from A&K working on the deal since he is the most knowledgeable lawyer on = this type of structure.
=20  I hope all goes well with your return flight plans.
Brent
Subject: Risk Metrics

ATTORNEY CLIENT COMMUNICATION ATTORNEY WORK PRODUCT CONFIDENTIAL COMMUNICATION  Brian/Craig -  I spoke to Helaine Fine of Risk Metrics.
She indicated that RM is looking at the min.
license fee number of $96K as the value to reimburse RM for the development costs of the CreditStream product.
I pointed out that we would be entitled to the $4800 revenue share from the one subscriber (as we discussed).
She acknowledged that this was provided for under the agreement and realized that we had not provided for any consideration if RM had to reimburse all subscription fees to subscribers.
I also pointed out that we had no use for the CreditStream name and trademark application and no real value associated with it either, but that we would be willing to assign this to RM if they saw any use or value.
My thought on that is to simply recoup our legal costs in pursuing the application to this point - probably around $1,500 to $2,000.
Helaine was going to speak to Alan about all of the above and get back to me.
No mention was made of the Credit Manager product and I believe we should leave it that way for now.
I'll keep you updated.
Mark
Subject: 10Q Report:

Mark,  Today is the end of the extension for the 10Q report.
It has been completed.
I am hoping that by the beginning of next month your schedule will free up to for us to get together.
Call me when you have the time   Rob
Subject: greetings

Cleaning out my mailbox, and I find this message from John Perschke reporting on homecoming, and requesting I sent you a note.
Sorry to delay; things have been just exquisitely busy here at work the past few months.
So I'll send a quick note, and more when I hear back from you (the email address looks suspicious, so I'll verify it first).
Big project is just wrapping up, so I'll have more spare minutes soon, I hope.
Hope all is well with you.
Still in Houston?
Subject: Chiricahua Assignments

I was informed by Steve Douglas this morning that for tax reasons we need t= o assign a number of weather transactions ENA entered into with XL Trading = Partners Ltd. from ENA to Chiricahua III LLC and Chiricahua V LLC.
These t= wo entities are ultimately wholly owned subsidiaries of ENA.
It is intende= d that these entities will also enter into a few weather transactions direc= tly with XL Trading Partners Ltd.  All of these transactions must have a te= rm that ends no later than midnight December 31 2001.
My understanding is t= hat some time after these transactions are assigned or entered into the Chi= ricahua entities will be liquidated sometime during the month of December a= nd the weather transactions will be transferred to the parent entity which = will subsequently be liquidated and moved to its parent and so on until the=  transactions end up at ENA.
I would ask Bret or Steve to clarify the proc= ess to the extent that I have left anything out or misstated the proposal i= n broad terms.
If anyone needs a detailed explanation of the process pleas= e call Bret at ext.
54390.
I would ask that everyone review the attached documentation in light of the=  proposal above to give their views from a credit, Dynegy merger agreement,=  legal, operational, commercial, corporate governance, and guarantor perspe= ctive.
I am proposing the following draft documents for the assignment of the ENA = trades to Chiricahua III and V entities.
=20   =20  I am proposing the following blacklined draft master agreements to be enter= ed into between Chiricahua III and V and XL Trading Partners Inc.
These ar= e based on the executed ENA/XL Trading master.
Please note that Chiricahua=  and XL Trading would be providing parent guaranties in the form previously=  agreed upon by ENA and XL Trading.
Deb, please note the documents to be d= elivered section for the Chiricahua entities.
Will we need some new resolu= tions passed?
=20  I am attaching final drafts of the confirmations that were entered into bet= ween the parties.
The first six will be assigned to Chiricahua III and the=  second six will be assigned to Chiricahua V.  Rebecca, please note that I = will need copies of the executed confirmations for these transactions or th= e document that we sent to XL Trading if they have not yet signed the docum= ent by tomorrow midday if at all possible so I can attach them as exhibits.
Chiricahua III       =20  Chiricahua V       =20  Please let me know if you have any questions or comments on the documentati= on.
If you have any comments or questions relating to the tax purpose or p= rocess of this series of transactions please call Bret Well at ext.
54390.
Regards,
Subject: Emissions Trading Inquiry

Hello -  I was searching your website for capabilities on emissions trading.
I understand you conduct and enhance market information as well as establish custom solutions that enable environmental compliance.
I was wondering if you an provide some information on your services, and what the current trends are for SOx and NOx emissions trading.
How does Enron participate ?
Most importantly, I was wondering if you have available data on cost savings for Enron itself as well as others in the industry.
Thank you for your help - I look forward to your reponse.
Sincerely,
Subject: Job

Mike: This experience has to be gut-wrenching for you.
It is truly  incredible.
If we can assist you in any way, please let me know.
David T. Crary, Ph.D.
Professor, Department of Finance Assoc.
Dean for Executive Education E. J. Ourso College of Business Admin.
Louisiana State University Baton Rouge, LA 70803 225/578-6354 (v) 225/578-6983 (f)
Subject: Ontario Power Generation Swap

Mary, we are under a good deal of commercial pressure to execute the power = swap with Ontario Power Generation by the end of 3rd quarter.
I understand=  the swap is for 3 years after Ontario Market Opening, with Enron as fixed = price payor (Cdn.
$50) and OPG as floating price payor.
I also understand = that OPG has provided their comments on the documentation, and would apprec= iate if we made it a top priority to review and respond to their comments a= s soon as possible.
I understand that there may be a significant number of=  matters ongoing for quarter end, as well as because of the recent events.
=  However, the draft ISDA has been outstanding for a considerable period and= , as mentioned, we have commercial pressure to execute the transaction.
If=  it would expedite matters, perhaps we could document under an Omnibus GTC = (although OPG will likely have similar comments which will need to be addre= ssed) or we could assign another lawyer to completing the documentation, in= cluding Chris Gaffney.
Please let me know.
Regards, Peter