Message-ID: <22240541.1075861930449.JavaMail.evans@thyme>
Date: Mon, 12 Nov 2001 07:49:18 -0800 (PST)
From: leslie.hansen@enron.com
To: <kalembka".'"lech@enron.com>
Subject: RE: FW:
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X-From: Hansen, Leslie </O=ENRON/OU=NA/CN=RECIPIENTS/CN=LHANSEN>
X-To: '"Lech Kalembka" <Lech.Kalembka@cwt.com>@ENRON' <??S"Lech Kalembka" <Lech.Kalembka@cwt.com>@ENRON>, Heard, Marie </O=ENRON/OU=NA/CN=RECIPIENTS/CN=Mheard>
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Do you mean that we should include a rep re the fact that they're not a transmitting utility in the Master Netting Agreement? The MNA has already been executed, and there is no such rep in the agreement. Is this a rep that should be included in our form of MNA? If so, I'll need to let Mary Cook know that the form needs to be revised.
As per Mary Cook's e-mail of last week, I believe that Marie Heard and/or Tana Jones will centralize the process of obtaining the organizational ID numbers. Marie, please confirm with Lech.
Leslie
-----Original Message-----
From: "Lech Kalembka" <Lech.Kalembka@cwt.com>@ENRON
Sent: Monday, November 12, 2001 9:43 AM
To: Hansen, Leslie
Cc: Heard, Marie; Cook, Mary; David Mitchell
Subject: RE: FW:
You should probably ask them about their status as a transmitting utility.
They should provide a related representation in the agreement.
Insofar as we are working on numerous filings, I wonder if it would be
efficient to "centralize" the process of obtaining the organizational ID
numbers with my paralegal, who, as previously noted, can get the numbers
from CT Corp. As you know, this will cost $12 per entity, but might well
save money by streamlining the process. Please advise.
Thank you.
Lech Kalembka
Cadwalader, Wickersham & Taft
100 Maiden Lane
New York, NY 10038
Tel.: (212) 504-6918
Fax: (212) 504-6666
E-mail: lech.kalembka@cwt.com
Leslie.Hansen
@enron.com To: Lech.Kalembka@cwt.com,
Office: Marie.Heard@enron.com
cc:
11/12/2001 Subject: RE: FW:
10:18 AM
Lech:
Attached please find the Collateral Annex to the Reliant Master Netting
Agreement -- didn't realize you needed to see it as well. By this
e-mail, I am requesting that Marie coordinate with you to get you
Reliant's organizational ID number. How do I go about confirming that
Reliant Energy Services, Inc. is not a transmitting utiltity?
Local counsel will handle the Canadian entity.
Regards,
Leslie Hansen
(See attached file: Reliant MNA Collateral Annex FINAL.doc)
-----Original Message-----
From: "Lech Kalembka" <Lech.Kalembka@cwt.com>@ENRON
Sent: Saturday, November 10, 2001 7:03 PM
To: Hansen, Leslie
Cc: Cook, Mary; David Mitchell
Subject: Re: FW:
As a threshold matter, I note that the basic purpose of the UCC filings
is
to "belt and suspender" the cross-party netting provisions of the MNA by
having the counterparty(ies) grant a security interest in the
counterparty's receivables from Enron. This is typically accomplished
through the grant of a security interest in "Obligations" under the
MNA.
In this case, however, I do not find in the Collateral provisions
(Section
6) the Obligations included. Is this collateral covered in a related
Collateral Annex? Alternatively, is this omission an oversight , or a
deliberate choice by the parties? If we do intend to have a security
interest in the counterparty's receivables, and these are not picked up
in
the CA, the MNA should be revised accordingly.
Also, if we are going to file against the receivables, we will need to
know
the "organizational ID" number of Reliant Energy Services Inc., and its
address. Regarding the Canadian entity, I assume you will consult with
local counsel.
Finally, we would also need to confirm for UCC filing purposes that the
Delaware entity is not a "transmitting utility", i.e., an entity
primarily
engaged in the production or transmission of electricity or the
transmission of goods by pipeline.
Thank you.
Lech Kalembka
Cadwalader, Wickersham & Taft
100 Maiden Lane
New York, NY 10038
Tel.: (212) 504-6918
Fax: (212) 504-6666
E-mail: lech.kalembka@cwt.com
"Hansen,
Leslie" To: Lech.Kalembka@cwt.com
<Leslie.Hansen@ cc:
ENRON.com> Subject: FW:
Office:
11/06/2001
12:54 PM
As per my voice mail, Enron will enter into a Master Netting Agreement
with Reliant. The two Reliant entities that will be covered by the
agreement are listed below. RES is headquartered in Houston, Texas.
Attached please find the latest draft of the MNA for your reference.
<<Reliant Master Netting Agmt v.3.doc>>
Regards,
Leslie Hansen
Sr. Counsel
713/853-6121
> -----Original Message-----
> From: Williams, Jason R (Credit)
> Sent: Tuesday, November 06, 2001 10:57 AM
> To: Hansen, Leslie
> Subject: RE:
>
> Reliant Energy Services, Inc. was incorporated in Delaware.
>
> Reliant Energy Services Canada, Ltd. is a Canadian company, with
> principal address at: 1510, 421 - 7 Ave SW
>
> Calgary, Alberta
>
> T2P 4K9
>
> -----Original Message-----
> From: Hansen, Leslie
> Sent: Tuesday, November 06, 2001 10:33 AM
> To: Williams, Jason R (Credit)
> Subject:
>
> Jay:
>
> I need the state of incorporation and principal place of business for
> Reliant Energy Services, Inc. -- I know its PPoB is Houston but don't
> know if it's incorporated in Texas or elsewhere -- and Reliant Energy
> Services Canada, Ltd. so that I can initiate the lien searches. Do
> you happen to have this information?
>
> Leslie
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(See attached file: Reliant Master Netting Agmt v.3.doc)
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