Q: One of the most important credit tools available to help Enron Wholesale Se= rvices (EWS) manage counterparty credit risk is setoff rights. This is par= ticularly true as our trading business is expanding to include numerous com= modity lines, including gas, power, coal, steel, pulp and paper, each of wh= ich may be traded under different masters with a single counterparty. This= complexity is further increased as a result of EWS using multiple affiliat= ed entities to trade the various commodities. Absent express contractual s= etoff rights, EWS may be unable to setoff exposures under different master = contracts. =09A team of EWS lawyers has been working to assemble setoff language that = will substantially enhance EWS's credit position with counterparties with w= hom we trade multiple commodities. This setoff language, which is set fort= h below, must be in all EWS trading form contracts. Similarly, when negoti= ating on third party paper, we should request that this additional setoff l= anguage be added. MANDATORY SETOFF LANGUAGE FOR=20 EWS TRADING CONTRACTS =09(A) Upon the designation or deemed designation of an Early Termination D= ate, the Non-Defaulting Party ("X") may, at its option and in its discretio= n, setoff, against any amounts Owed to the Defaulting Party ("Y") by X or a= ny Affiliate of X under this Agreement or under any other agreement(s), ins= trument(s) or undertaking(s), any amounts Owed by Y to X or any of X's Affi= liates under this Agreement or under any other agreement(s), instrument(s) = or undertaking(s). The obligations of Y and X under this Agreement in resp= ect of such amounts shall be deemed satisfied and discharged to the extent = of any such setoff exercised by X and/or X's Affiliates. X will give Y not= ice of any setoff effected under this section as soon as practicable after = the setoff is effected provided that failure to give such notice shall not = affect the validity of the setoff. For purposes of this Section __, "Owed"=
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A: Mandatory Setoff Language for Inclusion in all EWS Trading Contracts
IN: I just finished neogtiating Annex A with this CP and its lawyer for the 8-month financial deal effective 2/1/00. The CP is anxious to receive an ISDA so that the ISDA will govern this transaction and future transactions. Please let me know who will prepare credit (since the CP knows my phone number and is awaiting receipt of a draft!). Thanks. Sara

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OUT: Puget Sound Energy, Inc.
IN: This is an email
Further to some recent conversations block off Sunday Sept 9 and all day Monday Sept 10 for a group offsite. By invite, you will be asked to participate in some offsite activities and business meetings in Denver. All flight, hotel, travel, meals and entertainment will be coordinated by Barry Tycholiz. Booking of flights, which will have you departing on Sunday a.m. and arriving around 12:00 in Denver, have been coordinated by our group to keep control of the flight costs. We should have you home early on Monday evening ( around 10:30 p.m.). We have been able to get some really low fares and I want to keep them that way. All the Houston based staff plus Portland (Fuller) will come to Denver. Please see Jessica regarding flight times and schedules. A more formal agenda and list of topics/presenters will be sent to each of you in the next couple of days. If there are any questions, give me a call at 713-853-1587. BT

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OUT: West Gas Origination Meeting, Sept 9/10 per Barry Tycholiz
QUESTION: Dear Stacey and Kristin- I have attached the 2000 Doorstep report for UK and Continental Power. Unfortunately, Gas, EGM and EIM are also co-mingled in this report. I apologize. I will bring to the planning meeting their responses and status of these findings (I unfortunately, cannot email these). Stacey - FYI, I kinda discussed this with Kristin. But RAC is no longer going to play an active role in the doorstep process. We are going to use their business expertise and concerns during the planning meeting, but other than that, they have agreed to be available on a "consulting" basis after that. I am working with Paul Day (Andersen Sr. Mgr in London) and Paul Bromley (London EAS) on either getting an Andersen deal tester for you all or just substituting Andersen's deal testing for ours. Additionally, EAS has performed a Client Self Assessment (similar to a "what could wrong" or control analysis form). I am trying to get a copy of that prior to you all leaving for the doorstep. I hope to have more info by next week, but wanted to pass this along. Thanks, Christy
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ANS: UK and Continental Power DS Report
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answer: WARNING: Your mailbox is approaching the size limit
Henry - Attached is a draft of the proposed confidentiality agreement for work to be pursued with Enron Net Works. I sincerely apologize for the delay in forwarding this document to SunGard for review. It is possible that a few additional comments will need to be added once I have discussed the document further with key business personnel. Please review the attached at your convenience and also forward, as necessary, to anyone else in your organization who is required to review and approve agreements of this nature. Thanks for your patience.
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answer:
Agreement with NetWorks