Message-ID: <16253069.1075842215929.JavaMail.evans@thyme> Date: Thu, 24 Feb 2000 01:00:00 -0800 (PST) From: michael.legler@enron.com To: dan.hyvl@enron.com Subject: True Oil purchase contract Mime-Version: 1.0 Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: 7bit X-From: Michael J Legler X-To: Dan J Hyvl X-cc: X-bcc: X-Folder: \Dan_Hyvl_Dec2000_June2001\Notes Folders\All documents X-Origin: HYVL-D X-FileName: dhyvl.nsf Dan, Attached is a redlined version of a purchase agreement for True Oil Company. Please review and let me know what's good and what's not. NOTES: True Oil will probably become an LLC sometime this year. Does that change anything? In Article 3.2 - True would like to know why that should be in there if we are not lending money to them and they do not owe us money. Article 3.4 - I added this. They would like some language added that gives them the right to put compression in at their expense and the purchase price re-negotiated should this article come into play. Article 5 Force Majeure - Why is force majeure here and in the definitions? Can one or the other be deleted?? Article 7.3 - True would like to know why there are set-offs here if we owe them. Article 7.4 - Is this paragraph necessary? Supposedly, True has not seen this paragraph in any other contract. Article 7.5 - filing of the Notice of Gas Contract - Where would this be filed and why? General Provisions - Seller's Representative Matters - I assume that the first sentence, "authorized agent.....", takes care of the Committed Reserses that True does not have 100% ownership to. In other words, they cannot commit ownership that they do not have. Exhibit F - I added this Exhibit. The very last sentence about pulsation. If ENA is purchasing the gas at the inlet of the screw compressor....we are supplying the compression, should this be deleted. Call with any questions, comments, concerns or if you just want to say HI !!! Take care, Mike