Message-ID: <27033166.1075845804635.JavaMail.evans@thyme> Date: Thu, 4 Jan 2001 08:43:00 -0800 (PST) From: ccampbell@kslaw.com To: kay.mann@enron.com Subject: Turbine/Transformer Prototype Documents Cc: jkeffer@kslaw.com Mime-Version: 1.0 Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: 7bit Bcc: jkeffer@kslaw.com X-From: "Campbell, Carolyn" X-To: "'kay.mann@enron.com'" X-cc: "Keffer, John" X-bcc: X-Folder: \Kay_Mann_June2001_2\Notes Folders\Discussion threads X-Origin: MANN-K X-FileName: kmann.nsf <<2RZ502!.DOC>> <<2rz602!.DOC>> <<2rz802!.DOC>> Kay: We have enclosed the most recent drafts of the following "prototype" documents: 1. Letter Agreement for the turbine transaction; 2. Letter Agreement for the transformer transaction 3. Limited Liability Company Agreement fur the turbine/transformer transaction. These documents were last revised on 12/15/2000. Since that time, we made a number of changes to the letter agreement in the InterGen transaction that you might also wish to consider for the prototype. These items include (i) provisions for submission and approval of the facility agreement, (ii) requirement that the entire purchase price be funded into escrow upon approval of the facility agreement, (iii) pro-ration of property taxes, (iv) requirement for liability insurance through date of commercial operation, and (v) tweaks in the termination language that would provide a right to terminate, rather than automatic termination. Let me know if we can be of any assistance. Thank you. Carolyn M. Campbell King & Spalding 713-276-7307 (phone) 713-751-3280 (fax) ccampbell@kslaw.com Enclosures: 129569v2 129570v2 129572v2 Confidentiality Notice This message is being sent by or on behalf of a lawyer. It is intended exclusively for the individual or entity to which it is addressed. This communication may contain information that is proprietary, privileged or confidential or otherwise legally exempt from disclosure. If you are not the named addressee, you are not authorized to read, print, retain, copy or disseminate this message or any part of it. If you have received this message in error, please notify the sender immediately by e-mail and delete all copies of the message. - 2RZ502!.DOC - 2rz602!.DOC - 2rz802!.DOC