postbot/aeslc_kw huggingface dataset:
Subject: Confirmation with Enron North America Corp.

Audrea:  Per my voice mail of date, please feel free to contact me aboutthe 2/1/01 gas  floor.
As I mentioned in my voice mail, the ISDA Commodity Derivatives  Definitions provide for the Floating Amount language for caps and floors (see  Section 6.2).
"Exercise" language is not necessary as this is addressed in  the referenced definitions.
Subject: ISDA Master Agreement

Mr. Geoffrey Pack;  Per Sarah Heineman's earlier discussion with you, Enron North America Corp.  ("ENA") will shortly email to you the ISDA Schedule and Paragraph 13.
We do  not have ISDA boilerplate in word format and assume that you have such  documents.
If not, please let us know.
We received internal credit information in mid-January.
Unfortunately, the  derivatives legal group at ENA has been short staffed until very recently so  we apologize for the delay in submitting draft documentation to you.
We did  email the Enron Corp. form of guaranty to Michael Midden on 2/16/01.
We are  currently working with Jay Williams (credit) to respond to any credit issues  and John Suttle has transferred to our Australia office.
Please feel free to contact me if you have any questions.
Subject: FRA confirmation format

Please see if the attached format documents the par forward transactions in a  manner more like CIBC (and a little different than the ENA format).
Stuart:  I'll send the GTC's to you for review today.
I'm updating the ISDA  format used in the global weather transactions (which are the only products  using this format).
We may need to adjust the product description.
Subject: Merrill/Allegheny transaction

Laurie:  My info is below.
I'll call you at 2 pm Houston (3 pm NY) to discuss the  ISDA which we'll email shortly.
Please feel free to call before then.
Thanks.
Subject: NYSEG

Frank:  BEWARE!
This ISDA was almost finalized but for disagreement about assignment  and arbitration (so there's not much in the Annex A to dispute).
Check Lotus  Notes first and add to this file.
Subject: conference calls today

(1)  I cannot speak with Caroline Abramo at 2.
Please call her and explain  that I'm in the midst of  transaction which must close today (it may roll  into Monday).
Tuesday is a safe bet.
Mention that the deal is being pushed  by the 50th floor over here.
(2)  Did you call Stuart?
Just let me know and I'll call him when I get off  this call.
Subject: par forward attachments

Sorry for the mixup.
Attached is template for confirm and then the GTC  (minus tax reps).
I'm trying to fit in the tax reps in between phone calls  and will distribute to Susan Musch (tax) for review.
Stuart:  Who else should be on the review list?
Thanks.
Sara
Subject: Transfer and Assumption Agreement ("Agreement")

Kate: A few points about the last draft of the Agreement:  (1)  Par.
1(a):  the transfer and assumption is effective as of March 16,  2001 and not as of the Collateral Return  (2)  Par.
1(d):  the parties have already agreed to use one set of  spreadsheets  (3)  Par.
3:  the ML&Co.
guaranties are not being released because there are  existing deals in place.
The guaranties will only be released as to the  transferred Transactions  (4)  Par.
6:  conform language to side letters
Subject: J. Aron & Company

Please decide who should be assigned to this counterparty and add to Lotus  Notes.
It's a Top Ten and we need to follow up.
Thanks.
Sara
Subject: Emergency Password Reset

Samantha Boyd had a death in her family early this morning and I do not know  when she will return to work.
I do not know her computer password she is  working on time sensitive documents with correspondence being done through  email.
Please reset her computer password and lotus notes password so I may  access the correspondence.
Please notify me of the new passwords.
Thank you,
Subject: WAPA ISDA Request

Tracy:  I just spoke wtih Stewart about this counterparty and the fact that you  previously prepared credit (for physical trading).
Please send a credit  worksheet for financial trading and we can deliver a draft ISDA to the lawyer  per Stewart's instructions.
Let me know if you have any questions.
Thanks.
Subject: Copy of ISDA Schedule (internal "form")

Susan:  This may look confusing!
It contains all of our "choices" for  preparing the documents.
See Part 2 (Tax Reps) and the end of the document  which has our "choices" of tax forms.
I thought it might be helpful to be very basic about withholding issues,  etc., why we need the tax reps, and what questions we could ask upfront about  a party that would help us select an appropriate tax module.
We tend to not  "think" and expect a party "fill in the blank" when we are preparing draft  documents.
Subject: Scheduling & Conflicts

Mark:  This is a chronic problem which I have addressed with Cheryl on more  than one occasion (hence the email of this morning).
Her priorities are not  currently with the swap group.
Also, Carol will not be a reliable backup for  structured deals since Julia's group will demand more of her time.
I don't  know what Angela's load will be like as an ongoing substitute.
Last night we  received notice of Yosemite IV and I'm hoping that Angela can cover.
Alternatively, we may need to consider Frank, Francisco or Cheryl.
Subject: San Diego Gas & Electric Co. ("CP")

Russell:  I received your voice mail about the one (1) year financial trade done  between ENA and CP.
The three-month limitation on trades is only an internal  ENA control which was imposed by credit some years ago.
Please refer to  Lotus Notes for a more comprehensive explanation.
The Master Agreement has been executed.
However, CP was unable to render a  legal opinion vouching for "blanket" enforceability of the trades due to  conflicting PUC orders which are still in effect today.
What is credit's position when your internal policy is violated?
Who was the  trader?
Have you spoken with the trader?
Subject: equity trading in the U.K.

Justin:  I haven't heard from you in some time now.
How is everything?
Are  you going to be in San Antonio?
I wanted to set up a short call to discuss equity trading and what Houston  and London can do (are doing?)
to stay abreast of activity and developments  on the trading desks.
Please let me know a convenient time for you.
Thanks.
Subject: First Union Corp./ENA Master Agreement

Susan:  I agreed with Kim Farr at First Union to send our resolution (with  certificate).
When you have a chance, would you please handle.
Thanks.
(p.s.
- First Union will be an important equity trading partner for Enron  Corp. and we'll be dealing with the same lawyers, etc.)
Subject: ISDA Master Agreement Negotiation process for governmentals

Kim and Jay:  Attached is the format which we last discussed.
Remember, this is what we  require for municipals and governmental entities.
Call if you have any  quesitons.
Thanks.
Subject: Warm Springs Tribe

Stewart:  I spoke with Rawleigh White (Tribal CFO) and the Tribe's outside counsel the  other day.
Pending receipt of Tracy's credit worksheet, I'll send the  Tribe/lawyers a "sample ISDA without credit" which is not specific to the  Tribe.
The lawyers will begin to determine if the Tribe is an "eligible  contract participant" for purposes of the Commodity Exchange Act.
Rawleigh wants to know if Enron is interested in helping the Tribe finance  the purchase of the two dams.
Can you please address for West Origination  and respond to Raleigh?
Thanks.
Subject: N.Y  State Electric & Gas Corporation ("NY")

Hey, Jason:  Hope you're doing alright.
I received a call from NY and before I called  back, I checked the infamous Lotus Notes.
It seems that you were going to  send a letter to NY summarizing the outstanding issues (I think there was  only one issue).
Please let me know if this was ever done.
Thanks.
On a sad note, I don't know if you heard but Samantha's 19-month old daughter  (adoption not final) was killed in a tragic car accident last week.
The  child managed to crawl under the car while it was in the driveway and Sam  didn't see her.
Did you really get to know Samantha?
If so, and if you  would like her home address, please let me know.
Subject: your request for FPL Energy Power Marketing ("FPL") ISDA Master  Agreement

Serge:  Sorry to take so long to respond.
A few things:  (1)  What is the correct legal name of the entity you are inquiring about?
Is it the unregulated marketing arm of the regulated utility?
(2)  There has not been a commercial push from the ENA perspective to set up  a new agreement with FPL which explains why I cannot get our credit  goup to  react.
I'll broach the topic again when  I hear from you.
Please let me know if you have any other questions.
Subject: negotiation of ISDA Master Agreement

Maria:  I was waiting to see if Jason Peters ever sent a "position letter" to you  when we brought this negotiation back inhouse.
Absent that information, it  appears that we had at least one issue remaining and it concerned the  disruption fallbacks, in particular, your request for both you and ENA to  each obtain two quotes and then average those quotes (the ultimate  fallback).
We cannot agree to your request.
The last database entry I  reflect was in October, 2000, when we were having difficulty obtaining your  response.
Given the lapse of time, we could try to generate a blackline and review the  status.
Please let me know what you would like to do.
Subject: meeting

Cheryl:  Let's keep the 1:30 scheduled meeting on Wednesday to discuss brokerage  items.
Would you please forward to me the updated list.
In addition to the  existing agreements, we need to discuss electronic trading platform reviews  (based upon the Haedicke memo).
Subject: Enron Credit Inc.  ("ECI")

Anna:  I know that you have been negotiating with Cheryl Nelson about the new ECI  account.
I am receiving urgent calls from ECI traders and hope you give me  some answers since Cheryl is in a meeting.
Can we execute the ECI agreement today?
Have we agreed on the assignment?
Does the assignment also provide for the transfer of the Master Securities  Loan Agreement?
Regarding the new ENE guaranty, Cheryl has told me that this was already  requested.
I'll check on the expedited delivery date.
Please call me when you receive this email.
Thanks very much for your  attention to this matter.
Subject: Please call me with your questions

Enron North America Corp. will be the contracting party.
For your  information, Enron Corp. is the parent.
The street address is listed below  (the "EB" number is my location).
Please call me in the a.m. for other  questions you may have.
Subject: Questions regarding Confirmations

Hi, Linda and Sharon:  Please let me know if Russell sent revised worksheets to you guys.
I left a  message for him a few minutes ago.
I know he goes on vacation Thursday.
Thanks.
Subject: online GTC's for the BOFC day/seasonal financial "swaps"

All:  Attached are the two (2) final version GTC's.
The legal terminology is  identical for each product.
However, Stuart needs to provide a title for  each product which will also appear in the Paragraph 1.
The former Paragraph 2 has been deleted (it contained the "confirmation  terms") and the remaining paragraphs renumbered.
Justin:  Will you circulate the revised long description (since your  conversation with Stuart yesterday afternoon)?
Also, will you let us all  know when we are competely done?
Please call with comments as soon as possible.
Subject: Negotiation of the Enron Corp. guaranty

Subsequent to our swap group meeting with Clement last week, I have discussed  the issue further with Jeff Hodge, Peter Keohane, Russell Diamond and Clem.
In addition to ENA, ECC is feeling the pressure of delays for obtaining  corporate guaranties caused by increased guaranty requests, too few signers  and insufficient legal staffing to handle the volume.
Although Clem will have assistance soon, we concluded that it would be  prudent to begin negotiation of a guaranty immediately rather than wait for  the conclusion of the master agreement (or confirmation) negotiations.
Please try to incorporate this approach, particularly with Canadian  counterparties.
Credit will continue to push our internal form of Enron Corp. guaranty.
Subject: Allegheny

Tracy:  The Allegheny swap side letter provides that the parties will make a good  faith effort to negotiate the ISDA master by April 6.
I am waiting with the  firrst redraft of the agreement but can't get a response from anyone as to  whom and where to send (via email).
I've left voice mails for Yair and Kate  at Allegheny and Lauren at Sullivan and Cromwell.
Can you exert some pressure here?
Subject: Allegheny ISDA Schedule (revised)

Hi, Lauren:  I cannot find the new email address for the Allegheny lawyer for delivery of  a revised ISDA Schedule.
I left a voice mail for Yair Yaish and for Laurie  Peddicord but have not heard back.
Can you provide me with the latest information?
Are you the lawyer who should receive this Schedule?
Please let me hear from  you.
Thanks.
Subject: ISDA Schedule/Paragraph 13

Yair:  Attached is a blacklined (against the Enron North America Corp. draft of  3/15/01) Schedule and Paragraph 13 to the ISDA Credit Support Annex.
I have  tried to incorporate the essence of the March 19, 2001 "swap side letter  agreement."
Please call me to discuss as it would be nice to finalize by  April 6.
Thanks.
Subject: Swap Group Meeting - Wednesday, April 4

Susan:    Just a reminder that our meeting is at 10:00 am on Wednesday, 38C1.
Please  confirm that you will be able to attend and speak to us re:  tax issues for  derivatives.
I am glad to assist in any way.
Thanks.
Subject: ISDA Master Agreement between Enron Corp. ("Enron") and Lehman  Bros. Finance S.A. ("Lehman")

Russ and Richard:  The referenced agreement was sent  to you for execution on December 7, 2000.
We have never received an executed original of the agreement or the guaranty  from Lehman Bros. Holdings Inc.  We have called on several occasions to  locate these instruments.
Please let us know if there is a problem.
Subject: RMT/EEL confirmation

Jorge:  I may send you some emails throughout the day to help clarify some  things for me.
Where are your definitions of "Calculation Period" and "IPA Modified  Calculation Period"?
In your definition of "IPA Floating Rate Payment", you use the term "Share  Spread" which is not defined.
What do you mean?
There is a dangling  definition of "Share Spread" at the end of the IPA Compensation section, but  it refers to spreads appearing in either Annex I or Annex II.
In the "IPA Compensation" section, how is "a negative IPA elected"?
Who is  making an election?
Let's discuss tomorrow.
Subject: Wisconsin Gas Company

I spoke with Robert Nuernberg (inhouse legal) who acknowledged that company  has authority to trade financially.
ENA will send ISDA master to company  which will also offer up new resolution or legal opinion.
We can do a  one-month deal and book on our short form omnibus.
Call if you have any  questions.
Sara
Subject: Enron Credit Limited ("ECL")

Dee:  Hope you had a good vacation.
I sent a copy of the Enron North America Corp. ISDA Schedule/CSA to Rod  Nelson who is the credit person in London reviewing credit for ECL.
Rod can  be reached at 011-44-20-7783-5275,  I need to send the Enron Corp.
Schedule to you.
Subject: employment candidate

Hi, Michael - hope all is well.
Just curious if London might be interested in a George Washington University  MBA (International Business) looking for work in London or Europe.
She is a  family friend.
She is bilingual (Swedish and English) and fluent in French  and German.
She also has work experience.
I am going to send her resume to  HR in Houston and suggest her for the analyst/associate program.
However, I  wasn't certain as to whether the London/European offices worked through a  different processs.
Please let me know if you think there may be some  interest.
Subject: guaranties

Mara:  Attached are blacklined versions based upon Cargill's comments to both the  Enron Corp. and Cargill, Incorporated which I received from Ed Sacks.
Please  note that I added a comma to guarantor's name in the Cargill, Incorporated  guaranty since that is how we executed the Cargill, Incorporated ISDA Master  Agreement.
Also, your change to the setoff language is fine.
Let's try to agree to everything this week.
Thanks.
Subject: Formosa/Neumin guaranty amendment

Susan B. should have gotten our draft of the referenced guaranty to you.
It  still needs to be reviewed by the physical gas group since we are amending  their guaranty.
Do you care about any allocation of payments between HPL and  ENA?
At the moment, I do not have any allocation language in the guaranty.
SS
Subject: attorney workload

Mark:  When you have a few minutes, I'm glad to discuss continuing "training" and  balancing workloads.
Mary has no one to unload Canada and structured transactions (Global Finance)  since Carol does not have time for either.
Angela has no time for equity  deals.
I think we need a backup for each.
Perhaps Anne Koehler fits the  bill.
Or Cheryl.
Each of Anne and Cheryl need ISDA experience.
I don't know Francisco's longer term schedule and maybe you need to speak  with him and/or Mark Haedicke about his contined international workload.
This could turn into a "Yao long term project."
Subject: EWEB

Holli:  EWEB's Board Resolution of December 5, 2000 permits financial hedging in  general and authorizes:  "The General Manager or other authorized officers as noted in the Power Risk  Management Guidelines to execute confirmations of transactions within the  limits specified in the Power Risk Management Guidelines."
Each time ENA trades with EWEB, the trader must verify whether the EWEB  trader is authorized under the then current version of the Power Risk  Management Guidelines.
Each date you execute a trade:  (1)  you will need a   list of authorized traders (authorized to enter into derivative transactions)  certified by EWEB's secretary to be correct as of the Trade Date and (2) a  statement certified by EWEB's secretary that the Transaction falls within the  limits specified in the most current version of the Power Risk Management  Guidelines, effective as of the Trade Date.
We have only a portion of the Power Risk Management Guidelines and it is  dated April 19, 1999.
Our version is incomplete and probably outdated.
Maybe EWEB will provide you with the current version.
It would be a lot easier if EWEB's resolution simply authorized it to enter  into financial trades documented under the ISDA (which is what most  resolutions permit).
However, EWEB did not obtain a broad resolution.
To Melissa, Sharen and Kim:  We should also verify that our confirmations  contain these representations.
Please talk to me.
Subject: Demand from ECT to Sonoco Products Company ("Sonoco")

ECT and Sonoco entered into a one- year "plastics" swap which terminated on  March 31, 1999.
Doug Friedman (plastics trader) has asked that ECT formally  demand $60,000 from Sonoco for underpayment on the swap.
Sonoco has claimed  the existence of a Market Disruption resulting from price reformation in the  plastics publication "Monthly Petrochemical & Pleastics Analysis" which  caused it to use a differenct Floating Price calculation.
ECT disagrees as  to the existence of such an event.
Doug will contact me this week to review  our approach.
Please give me a call.
Thanks.
Sara
Subject: ING Barings (U.S.) Capital Markets LLC

Cheryl:  We'll email the draft ISDA Schedule and CSA to you and Chuck.
Please email  me back with address, phone, email, etc.
information as to how you would like  the drafts sent.
Thanks.
Subject: NUI Energy Brokers, Inc.

Diane:  Attached are my revisions to the form of confirmation (which are NOT on the  actual confirms you will be using).
You will need to incorporate the section  entitled "Additional Provisions" and you will also need to add the Exhibit A  guaranty.
Please let me (and Mark Beese) review before this is sent.
Please  call if you have questions.l
Subject: Financial Trading in Brazil

AFAC and Marcelo:  Thank you for the message.
We would suggest Tuesday,  November 30 at Enron's offices.
Is 9 am convenient for you?
Please advise.
Regards.
Sara
Subject: Enron Credit Inc. ("ECI")

Cheryl:  Can you please forward a copy of the ECI resolution(s) (or consent) which was  used to establish the Bear account and Securites Loan Agreement?
We need to  determine all products authorized for ECI trading.
Also, copies of Enron  Credit Limited authorizations would be useful.
Thanks for your help.
Subject: setoff

Bob:  (1) got a vm from Carol and she really needs the EES C.A.
- I know she left  you a vm  (2)  surprise!
I just received an email from Cargill asking about none other  than setoff Part (b)!
Let me know what you find out.
Subject: WestLB optional early termination language

Ellen:  I've reviewed WestLB's optional early termination language which is similar  to the other's which I've reviewed (e.g., Goldman, Chase, Merrill, etc.).
Here's how it works for your 3/26/01 - 3/26/21 swap:  (1)  March 28, 2011 is the "Break Date" or "Early Termination Date".
(2)  Either party can give notice of early termination to the other party on  the day that is 5 NY Business Days prior to the Break Date.
By the way, this  is also the day on which the parties must mutually agree on 5 leading dealers  in the relevant market in case the valuation process in (3) below is later  disputed by the other party.
(3)  The party giving notice determines (in good faith) the Cash Settlement  Amount as of 11 a.m. NY time on the Break Date (which should be the  mid-market value of the deal on the Break Date.
(4)  Payment will occur on the Break Date.
(5)  I am adding a provision requiring the exercising party to notify the  other party on the day that is 3 NY Business Days prior to the Break Date.
There may be a dispute over the calculation and the parties will need to  resolve.
(6)  If the parties cannot agree on the Cash Settlement Amount calculation,  then the party who gave notice seeks mid-market quotes from the 5 leading  dealers (previously agreed to) at 11 a.m. on the day that is 2 NY Business  Days before the Break Date.
The confirm describes how the quotes are  averaged.
A minimum of 3 quotes is essential.
Payment is still made on the  Break Date.
George:  (1)  Please verify that the Break Date is 3/28/11.
My copy is a little fuzzy  and the date could actually be 3/26/11.
(2)  I've marked the confirm and faxed it to you.
Please note that:   (a)  the second paragraph purports to incorporate the 1991 ISDA Definitions  but the master overrides this language because it incorporates the 1991  Definitions "as amended, modified, superceded or replaced from time to time"  (i.e., the 2000 ISDA Definitions).
There is a problem if  WestLB disagrees  because I've left some language in Paragraph 3 "as is" since it is based upon  the 2000 ISDA Definitions.
(b)  no need to say that the Calculation Agent is "as otherwise stated in  the Agreement" because WestLB is stated to be the Calculation Agent in the  Agreement.
Subject: Legal Credit List

Tanya:  After the last meeting, I promised to ask you about the following:  (1)  Nova Scotia Power Inc. - this shows up as "credit review".
Should this  remain on the list and if so, is there anything that legal needs to do?
(2)  Occidental Energy Marketing, Inc. - this is the new "Forest Oil" of the  list so I say let's forget it.
No, seriously, Carol did revisit the latest  draft and said it was pared down about as far as it could go.
Further, she  cannot get anyone at Occidental to return phone calls.
Please let me know what you would like to do.
Subject: Mercado Gas Services, Inc.

All:  (1)  Joe and I have reviewed the Termination Agreement for Mercado and it  looks fine.
(2)  I suggest that the following language be added to the bottom of a  revised invoice (revised because the comment section which indicates the  NF1164.Y is an annuity completed on 04/11/01 is inaccurate):  Mercado Gas Services, Inc. acknowledges that payment for Deal No.
NF1164.Y is  made in partial consideration of that certain Assignment and Assumption  Agreement dated as of April 5, 2001 by and among Mercado Gas Services, Inc.,  Williams Energy Marketing & Trading Company and Enron North America Corp.  MERCADO GAS SERVICES, INC.  By:  _________________________