Message-ID: <29991686.1075842322226.JavaMail.evans@thyme> Date: Tue, 29 Aug 2000 03:16:00 -0700 (PDT) From: debra.perlingiere@enron.com To: venona.greaff@gt.pge.com Subject: Warranty Mime-Version: 1.0 Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: 7bit X-From: Debra Perlingiere X-To: venona.greaff@GT.pge.com X-cc: X-bcc: X-Folder: \Debra_Perlingiere_Dec2000_June2001_1\Notes Folders\Sent X-Origin: PERLINGIERE-D X-FileName: dperlin.nsf Venona, I have discussed the warranty issue with my attorney and he suggested the following be used as Section 8.5. The language in this section allows for gas from outside the state. Please advise. The following representations and warranties shall apply to Transactions under the stated conditions: (i) if Company is Buyer, Seller represents and warrants to Buyer that all Gas will have been produced (a) within the state of Texas and will not have been commingled with other Gas which is or may be sold, consumed, transported or otherwise utilized in interstate commerce in such manner which would subject an intrastate Transporter to the jurisdiction of the Federal Energy Regulatory Commission or any successor authority under the Natural Gas Act of 1938 or (b) outside of the state of Texas with any transportation on an interstate pipeline having been conducted under Section 311 (a)(1) of the Natural Gas Policy Act and (ii) if Company is Seller and the Delivery Point(s) for the Transaction are not interstate interconnections, Buyer represents and warrants to Seller that none of the Gas will be sold, consumed, transported or otherwise utilized outside the state or sold to another party which will subsequently sell, consume, transport or otherwise use the Gas outside the State where such event would subject an intrastate Transporter to the jurisdiction of the Federal Energy Regulatory Commission or any successor authority under the Natural Gas Act of 1938. Debra Perlingiere Enron North America Corp. Legal Department 1400 Smith Street, EB 3885 Houston, Texas 77002 dperlin@enron.com Phone 713-853-7658 Fax 713-646-3490