postbot/aeslc_kw huggingface dataset:
Subject: monitoring of equity accounts

Donna:  It's been awhile since we last spoke about advising Enron companies  of existing brokerage accounts.
It has also been determined (in legal) that  the accounts will remain with ME and not move to Alan A.  I have some  temporary assistance in that an A&K lawyer, Jason Peters, is working up here  for another few weeks.
I was hoping that we could all meet and put our  "project" into action.
Please give me a call and suggest some time when we  may meet.
Thanks.
Sara
Subject: Societe Industrielle de Transports Automobiles ("SITA")

Michael and Deepak:  Michael Moulton (the ENA paper and pulp trader) is  extremely interested in SITA updates as often as possible.
Please make every  effort to email Michael with updates at least weekly.
Thanks.
Sara
Subject: Arizona Public Service Company ("CP")

Rod and Susan:  The CP's lawyer asked for a new draft so we can redraft on  our new form.
Unless Rod objects, we will use the same credit.
Rod, there  will be  cross default  and transferability issues (check Lotus Notes) but we  can discuss when CP returns comments.
Our Portland trader is Kim Ward and  she would like to be copied on the redraft.
Thanks.
Sara
Subject: update of Brazilian regulations

Hello!
Please send me your fax number.
I have a list of "Final and Proposed  Regulations" which needs to be updated.
I would like to fax you the list.
Thanks.
Sara
Subject: Merrill Lynch International ("MLI") and Enron Corp.

Hey, Rod:  Clint has trashed Lehman Bros. (for the moment) and is doing the  deal with MLI.
So, today we confirm the trade on a Deemed ISDA and have  agreed to sign an ISDA within 20 days.
Would you please prepare a credit  worksheet and send it down so that we can get started?
Please note that we  agreed to use Enron Corp. as the swap counterparty.
Also, you left the chart for the PATS-2000 deal in my office (you, bum!).
I  do ask that you let me review this with you so that you can evaluate the  credit risk.
Thanks.
Sara
Subject: brokerage accounts

Mark:  Please verify for me that you told Susan F. that Samantha would be  responsible for the brokerage accounts when she joins us.
I wasn't certain  that Susan knew and I didn't want to spring it on her.
Thanks.
Sara
Subject: MP Energy Partnership

Susan:  would you please contact this party to see if they have comments?
Jennifer says they are ready to sign.
We are having a guaranty problem and  that's why this party has come up.
Please let Souad know what the response  is.
Thanks.
Sara
Subject: Credit Derivatives

Rod:  Further to my recent memo, the Tokheim debt is being transferred to DLJ  (and we owe Deutsche Bank for the unwind of the loan swap).
Sara  P.S.
Who will handle credit derivatives in your absence?
Subject: Coral Energy Holding L.P.

Carol:  I missed this deal the other day which was originally assigned to  Marie.
In our last legal/credit meeting, Brant was going to call Christina  Tice, the CP credit manager.
Maybe this is a good one for Tana to stay on  top of Brant.
Your name is on this one.
Also, nothing happened with credit on Friday.
Although Richard inquired  about Palladium.
I let him know that we drew on the LC's last week  (according to Tanya).
Sara
Subject: CAPEX

Rod:  And what lawyer is handling this in your presence?
This is beginning  to sound like Koch and all of the Koch separate trading entities!!!!
My  brain is full now.
Subject: Master Agreement (financial) between Enron North America Corp.  ("ENA") and Vitol S.A. ("Vitol")

I am a derivatives lawyer with ENA in Houston and obtained your name through  one of my traders who is transacting with Jay Carr in Houston (please see  attached message below).
When I spoke with Jay earlier this month, I asked  him for the name of a lawyer but was advised that all Vitol lawyers were in  New York and that he would pass my message along to a lawyer.
I am assuming  that you are the trading lawyer who can assist me with negotiating an ISDA  Master Agreement between our respective companies.
If not, please let me  know and feel free to pass this message on to the appropriate attorney.
On  April 12, 1995, Enron Capital & Trade Resources Corp., predecessor in title  to ENA, and Vitol S.A., Inc. entered into a Master Agreement which is one of  ENA's early energy price swap agreements.
Since our companies are currently  trading weather derivatives, I think you would agree that it would be prudent  to supersede the existing agreement with an ISDA Master Agreement.
This  relates to my conversation with Jay in that we confirmed our weather deals  under the existing master but incorporated the 1991 and 1993 ISDA definitions  into the confirms of our weather trades.
Please let me hear from you.
You  can reach me via email, phone (713/853-5620) or fax (713/646-3490).
Subject: Credit "Top Tens"

All:  I know that credit and legal are currently stretched to the limits but  pushing your credit priorities will require some coordination.
Here's a  brief recap of yesterday's meeting:  ALMOST DONE:  Cargill, Idacorp, Utilicorp  BRANT:  Dynegy Canada, Occidental, Duke Energy Marketing Limited P'p  ED:  Mieco, Inc.  RUSSELL:  PanCanadian Energy Services, WPS Energy Services  TANYA:  J.Aron (we need commercial help to push this)  Please review the comments taken at each meeting and distributed to  everyone.
Please use Lotus Notes to record/review activity.
We are  depending on you to take needed action as required and we are doing the  same.
Thanks.
Sara
Subject: Enron Australia agency agreement

Hi, Susan.
Just to let you know that I will have the agreements executed by  ENA once you have initialled and returned them to me.
Thanks.
Sara
Subject: Trading in Brazil

I have not heard from Andre Cangucu (although he opened the e-mail  yesterday).
I will contact him again.
I sent the index of final and draft  resolutions to Andrea on July 12 for updating.
Can you schedule some time to  speak with Andrea?
Thanks.
Sara
Subject: Cargill Investor Services, Inc. ("Cargill") and inactive futures  accounts

Ted:  ENA, formerly Enron Gas Marketing, Inc., opened a futures account with  Cargill in 1993.
I am advised that there has not been any activity with  Cargill for many months.
It appears that we had subaccounts for trading  crude, nat gas, unleaded gas.
We do not have any margin residing with  Cargill.
Given our recent discussions regarding inactive equity accounts, I was  wondering if you had given any thought to inactive futures accounts.
As of 5/23/00, I see only 13 active futures accounts.
The following accounts  appear to be dormant:  (1) Bank One - I am currently negotiating to open up a margin line (2)  Cargill (3)  Daiwa Securities America (4)  Gerald Inc. (may have merged or business moved to another firm) (5)  Merrill Lynch Futures (6)  Paine Webber (7)  OM Stockholm (paper) (8)  Spear, Leeds & Kellogg  Please let me know what action you would like to take, if any, or discuss in  general.
Thanks.
Sara
Subject: Further to my voice mail of 5/31/00 on your cell phone

Martin:  I wasn't certain if I sent you an email earlier today, but I am in  need of current information regarding Swedish law, in connection with an ENA  swap with a Swedish corporate.
I faxed our counsel (from the 1996  derivatives survey) Advokatfirman Vinge KB to inquire about the  enforceability of arbitration in ISDA agreements between US and Swedish  parties.
Do you know the answer?
Or do you have any other suggestions?
We  did a trade yesterday and I'm trying to document using a deemed ISDA.
I  appreciate any help.
Regards.
Sara
Subject: Friday, flight to N.O.

Mark:  I have scheduled a 5 pm flight to NO.
I am attending a wedding Friday  night.
I hope this is not a problem, but let me know.
Also, did you receive  my voice mail about the Goldman electronic agreement and their denial of my  request for injunctive relief upon proof of breach?
I'd like to finalize  this agreement.
Thanks.
Sara
Subject: Xerox Corp.

This evening, ECT faxed comments to counterparty's proposed ISDA to both John  Joel and Douglas Marshall.
We also resent the Credit Support Annex because  counterparty never commented on ours and failed to include one.
John Joel  called me this morning to determine when the lawyers could speak.
I told him  to schedule a conference call because ECT was ready and was faxing comments  today.
I haven't heard from him.
SS
Subject: Merrill Lynch International

In the interest of time, I have revised our draft ISDA Schedule to conform in  most material respects to the 1994 (effective 1992) agreement executed  between ERMS and Merrill Lynch Capital Services, Inc. ("Old ISDA").
This was  done to accommadate the Merrill lawyer, Gary Rosenblum (who didn't want to  read our Schedule!).
The Old ISDA is not identical to the format used by  Merrill Lynch International today so I'm not sure how hard they will press  for other changes.
There are two potential credit issues that I see:  (1)   agreement as to the Enron Corp. guaranty cap (and possible Merrill Lynch  guaranty cap) and (2) our introduction of a MAC provision in the form of an  Additional Event of Default (necessary because the Old ISDA had a Credit  Support Annex and this one does not).
I left a voice mail for Gary Rosenblum  and asked that he let me know when he was available on Monday to talk AND to  have his credit person contact Rod Nelson.
Sara  P.S.
I haven't heard from Morgan Guaranty Trust Company or Morgan Stanley  Capital Services, Inc.
Subject: Let's get on Mark's calendar before Wednesday

Carol:  Here's my "short" list of issues for Mark:  (1)  Swap Group Meeting on Wednesday, June 7:  (a) reiterate "rules" (e.g., office hours, taking personal/vacation time and  advising the rest of the group, how rotation of masters/confirms/C.A.
works  and   what happens when someone is ill/vacation, timeliness of deemed  ISDA's/omnibus confirms, confirmation desk, etc.)
(b)paralegal workload  (2)  Confirmations and need to create a "writing"  multiple confirms with the same counterparty   confirms with extremely short terms (hourly, under 5 days) - no confirm?
use of confirms with negative language  (3)  Hiring a clerk to assist paralegals to run errands  (4)  Policy regarding INDIVIDUALS as eligible swap participants  (5)  Method for shortening weather confirms  (6)  Mary and Brent - possible work assignments
Subject: financial power

Melissa:  I've revised your list slightly for my purposes.
Can you take a  quick look?
We can refine the format tomorrow.
Thanks.
Sara  p.s.
It sure looks like a lot of people have their hands on the "power  correction language".
I'm meeting with Tom May this afternoon.
Subject: Trading in Brazil

Brent, Andrea and I had a "status" conversation this afternoon.
Brent will  go to Sao Paulo on July 20 to meet with Andrea, Randy and commercial people.
Andrea has requested that you and I go to Brazil after July 28 when the  outside lawyer is back from vacation.
In general, the three of us are  conforming and updating physical resolutions (final and proposed) and  identifying additional research necessary to address the financial trading  issues.
These are related to specific deals originating in Brazil (which are  truly settled financially, e.g., a purported prepay where no physical  commodity was to be delivered) and issues arising here in Houston (e.g., the  Hickerson request for fixed income, FX and equity trading).
Brent will be  discussing pending transaction structures while in Sao Paulo.
It appears  that Brent is the "point person" for dealing directly with the  Sao Paulo office and he will bring me in as necessary (although I will be  dealing frequently with Andrea).
Subject: Capex, S.A.

Rod:  What's going on with this dudes?
They just sent me a huge agreement  relating to their arrangement with the International Finance Corp. and  hedging agreements.
Sara
Subject: Credit Agricole

Just got off the phone with outside counsel for Credit Agricole.
We're very  close.
Tanya:  Can you tell me what products we trade?
Are there many outstanding  transactions?
Also, I'd like to make sure that the "credit worksheet" is  current.
It looks like we're working off of something dated 1/31/96 (Terry  Donovan!!!!!).
This must be wrong.
Subject: Trading in Brazil

Greetings!
Hope there's no confusion about my role in Brazil.
I'm replacing  Yao Apasu in the derivatives area and I thought he was more involved in the  process than he apparently was.
I'll be taking direction from Brent and will  be available as needed.
Thanks.
Sara
Subject: Merita

Still waiting to hear from you.
Attached is a refinement of your proposal  but I don't know if it accurately describes what you want.
SS
Subject: paper and pulp language

David:  Thank you for the email.
I left a message for you to call (let me know  what's convenient and I'll make myself available) because we were trying to  make the language generic enough to include all future products which might  fall into this category.
We considered the following:  Alternative 1:  "For purposes of any Transaction in a Commodity for which  there is either no market or for which the market is illiquid, Party B  recognizes that (i) this market is less liquid than other OTC derivatives  markets; .
.
."
Alternative 2:  "For purposes of any Transaction in which the relevant  Commodity is traded in a market that is newer or less liquid than other OTC  derivatives markets, Party B recognizes that (i) such market is newer or less  liquid than other OTC derivatives markets; .
.
. "
We also considered adding some type of statement that specifies newer  products without limiting future applicability (i.e.. "including but not  limited to paper and pulp").
Also, "newer market" may not mean illiquid.
"No market" could mean that we are the only market maker.
Your language places the onus on us to continually identify these illiquid  products either in the Schedule, by amendment to the Schedule or in a  separate writing.
Can we please discuss?
I am free all afternoon.
Thanks.
Sara
Subject: Glencore AG

We are continuing to send Deemed ISDA's to this entity (periodically) and  have transacted with other Glencore entities in the past.
I would like to  generate a draft ISDA and send to these guys because it will make our life  easier (and we say as much in a Deemed ISDA).
Thanks.
Sara
Subject: ISDA Master Agreement

Gary:  I believe we are having our guaranty executed.
We haven't seen the  draft of yours.
Please send ASAP.
How long will it take for you to  execute?
Sara
Subject: EOL matters

Jaime:  When speaking with you earlier, I completely forgot to mention that  Carol St. Clair (Ext.
33989) will be addressing EOL issues arising in  connection with Enron Mexico Corp.
Please forgive me.
I know that Carol is  trying to finalize communications with our outside counsel in Mexico.
It may  be helpful for you to have a conversation with her about your goals, etc.
for  her to include in her discussions.
I am still handling financial derivatives matters in general for Mexico.
Please let me hear from you and I look forward to meeting with you later this  week.
Regards.
Sara
Subject: "Termination Payments" - Part 5 (b)(k) to the ISDA Master Agreement

This provision is an election which we have added to the Schedule for  governmental entities.
I believe that it is intended to eliminate any  confusion that historically arose during the debate between "First Method"  (one-way payments) and "Second Method" (two-way payments) for Early  Termination purposes.
Although I can't find a good reason to continue to use  this provision with an ISDA (except that it emphasizes the point), I can  understand why we may have added it to a pre-ISDA agreement with a  governmental.
The only example that I could locate was our September 21,  1995 Master Agreement with Reedy Creek Improvement District.
For those of  you who have never seen this form, it was one of the two types of master  agreements developed by ECT before we became conversant with ISDA.
Because  these forms didn't contemplate municipal counterparties, we had to add many  of the ISDA U.S. Municipal Counterparty Schedule provisions.
The Part  5(b)(k) provision originally appeared in this early agreement.
It was  included in the "Event of Change" section [5F(4)] (which is tantamount to the  ISDA concept of "Illegality", a "Termination Event").
I think it was  probably included because in the ISDA, Second Method is the automatic payment  method if the parties fail to make a specific designation for Early  Termination purposes, but there isn't a comparable provision in the old ECT  form.
Subject: Small Ventures USA, LLC

Sheetal:  Please note that ENA will ALWAYS want to include an Annex B with  this Counterparty.
Legal will need to review each time.
Thanks.
Sara
Subject: Client Access documentation

Susan:   (1) We need to have the following agreement with Goldman  re-executed.
I have the prior agreement in my office (if you want it).
Please let me see the cover letter you submit to Lisa.
Please add this to  the equity list.
(2)  I will give you Direct Trading for execution.
It should also be added  to the equity list.
(3)  I think we need to add a reference to the First Boston Enron Corp.  account to the equity list.
Subject: Enron India LLC

Lauren spoke with Anthony last night - all is calm.
Sheila will track down  an account number.
Lauren will deliver docs to you today and we will need  Ted's signature.
We can send out the package tonight.
One of Anthony's  assistants is handling today.
By the way, Enron India LLC recieved the  largest share of the IPO.
There are problems with the other the other India account.
Subject: credit derivatives/SFA exam

Paul:  I think you are trying to avoid me!
Hope all is well and you are just  overworked and overwhelmed.
I am now working with Moazzam Khoja in Houston  who is part of the enroncredit.com group most of which (as I understand) is  located in London.
In connection with that group's activities, I have some  questions and all fingers point to you.
(1)  Do you have credit derivative research that may be applicable for credit  derivative transactions (including your online "bankruptcy swap") in the US?
I am sure that you've already explored the "insurance" issue and I don't want  to duplicate reasearch, if possible.
(2)  What forms have you devised?
Are they online?
Should I just grab a  password?
(3)  Are the enroncredit.com traders in the UK required by the SFA to take an  SFA exam (I'm guessing it's a broker or securities exam)?
Is trading in  credit derivatives regulated, or regulated differently than other types of  derivatives?
I am trying to determine whether Moazzam needs to take the  Series 7 here in the US; our traders taking that exam must be dealing in  "securites" for that exam to be necessary.
(4)  Where is enroncredit.com headed?
I would very much appreciate your [PROMPT] reply.
Sara
Subject: paralegal "thanks"

Do you think that we should give Susan B., Susan F.  and Tana an expression  of thanks for their work during Marie's departure?
I was thinking that a  gift certificate would be appropriate (e.g., spa services, Enron gift  products, etc.)
and it might send the message that we do know and appreciate  their efforts.
Sara
Subject: Equity Transactions

All:  Attached are Bob's comments.
I have not yet reviewed but will do so= =20 shortly.
We're making progress on the masters.
And it will be important t= o=20 track ALL EQUITY CONFIRMATIONS.
I would appreciate your advising me whenev= er=20 Enron Corp. transacts derivatives/forwards, whether in the name of Enron=20 Corp. or ENA, on a timely basis.
This will obvioiusly eliminate delays in= =20 reviewing the language and will make it easier to speak with both Rex and= =20 Bob.
Thanks.
Sara
Subject: local derivatives - Mexico

Hi, Shari:  Carol told me that you and Peggy have some memoranda addressing  the validity of local derivatives trading in Mexico.
I would appreciate  copies.
Do I need to also place these in our legal opinion database?
Thanks.
Sara
Subject: India:  derivatives

Mark:  ENA is looking into derivatives trading with an Indian corporate.
My  latest information is the opinion from 1/14/97 rendered by Crawford Bayley &  Co. (which was part of our global survey effort a few years ago).
Do you  have anything more recent?
The ENA inquiry came from the pulp and paper  group.
Thanks for your help.
Sara
Subject: Differences

fyi.
also, I just spoke with Sarah Wesner (ext.
35261) who will coordinate  with you.
You can review the note with her and let's talk about their  guaranty (will our guaranty format work?).
Also, I'm almost inclined to go  with their commitment letter (if revised) in lieu of a lengthier agreement.
SS
Subject: Enron Inversiones de Energia S.C.A.

Sheila:  Looks like Rafael never read the email that Susan Flynn sent to  Nancy a few days ago.
I don't know where this stands.
Sara
Subject: Confirm for Power Swap

Tanya:  I just spoke with Chris about this ARCO transaction which might trade  TODAY.
We are "cleaning up" some of the language as it was based on the  prior ARCO deal (when we were ECT).
Please note that Enron Corp. previously  provided a guaranty.
I am not certain whether that guaranty is tied to the  transaction specifically and I'll try to track down.
Will ENA provide a  parent guaranty for the new transaction?
Please let me know.
Thanks.
Sara
Subject: Confirm for Power Swap

Joe:  Attached in draft form is a transaction that Chris Foster may do with  Arco today.
His number in Portland is 834-3822.
I'm not certain about  credit and "ECT" will have to change to "ENA".
Let's keep in touch.
Thanks.
Sara
Subject: Temple-Inland

Jarrod:  attached is language which should be added to all paper and pulp  omnibus confirms (and Bob has reviewed this language):      Also, attached is the Temple-Inland confirm and I have changed only the  "Credit or Other Special Provisions" paragraph.
You will have to attach  Exhibit "A" (which Susan sent you last week).
P.S.
Please verify with credit the timing for delivery of the guaranty.
I  believe that Paul told me by Wednesday.
Subject: "financial options" (derivatives) and the Trade Option Exemption

Please see the attachment for a specific definition of ELIGIBLE SWAP  PARTICIPANT and the TRADE OPTION EXEMPTION.
From a legal perspective and to avoid scrutiny and regulation by the  Commodity Futures Trading Commission, ENA must always comply with the Trade  Option Exemption when entering into options (as buyer or seller) with a third  party.
Some of ENA's trading parties cannot satisfy this exemption from  regulation because they are not a producer/merchant handling the underlying  commodity (such as banks, hedge funds, etc) even though they may be entering  into the transaction for business purposes.
If that situation occurs, ENA  MUST ALWAYS BE THE OFFEREE OF THE OPTION (as buyer or seller) and ENA cannot  solicit the party to enter into the transaction.
If ENA's trading partner fails to satisfy the Trade Option Exemption, our  confirmation will EXPLICITLY state that ENA was offered the option to buy or  sell by the counterparty.
Please call me if you have any questions.
Thanks.
Sara [ENA legal]
Subject: Enron Corp. derivatives trading

All:  Attached is a short recap of the items which I have been discussing  with Clint and Jeff.
I'd like to get together sometime today or tomorrow.
Rex and Jim:  I will fax to you copies of the Enron Corp. resolutions (some  final, some draft only) referenced in the attached summary.
I may not have  the latest information and perhaps you can update and address when we meet.
Please call me with a suggested time.
This afternoon is best for me.
Subject: I need to "catch up" with you

Trena:  In the next week or so, I will be devoting most of my time and  attention to Gary's world.
I met with Gary last week, and he suggested that  I give you a call to see if you needed any legal assistance.
I am available  for whatever you might need me for.
My number in Houston is 713/853-5620.
I'm looking forward to working with you.
Regards.
Sara
Subject: Lotus Notes Access

Tana:  I hope I'm not repeating myself here but Laurel Adams (confirm desk -  Hickerson) and Sheila Glover (Hickerson CFO) need access.
If it's been  provided already, my apologies for asking again.
Thanks.
Sara