Message-ID: <11994946.1075863204063.JavaMail.evans@thyme> Date: Wed, 14 Nov 2001 05:54:31 -0800 (PST) From: regan.grice@wachovia.com To: sara.shackleton@enron.com Subject: First Union Securities, Inc. Prime Brokerage Clearance Services A greement Mime-Version: 1.0 Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: 7bit X-From: "Grice, Regan" @ENRON X-To: Shackleton, Sara X-cc: X-bcc: X-Folder: \SSHACKL (Non-Privileged)\Shackleton, Sara\Inbox X-Origin: Shackleton-S X-FileName: SSHACKL (Non-Privileged).pst Good morning, Sara. My legal contact just got back to me with her comments on your proposed changes to the standard Agreement for Prime Brokerage Clearance Services. Here are her comments regarding those changes she finds unacceptable: "1) Section 9 - I think many of the fees charged are prevailing market fees and not necessarily agreed to by the parties. I'd prefer to keep this language as is. 2) Section 11 - the representations in this agreement are fairly basic and I would therefore consider any breach of a rep as material. Therefore, I'd prefer not to make the suggested change to clause (ii). Also, please do not delete the language 'together with interest earned thereon from the date of such Event of Default' at the end of this section. 3) Section 14, paragraph (a) - you can add the word 'reasonable' but please do not add the word 'materially' to this paragraph." Please let me know what you think. I'll work with you in every way I can to reach a consensus on the terms of the agreement. Thank you, Regan Grice Corporate & Investment Banking, Documentation Phone: 1-800-735-1470 or 704-593-7024 Fax: 704-593-7032 regan.grice@wachovia.com > -----Original Message----- > From: Shackleton, Sara [SMTP:Sara.Shackleton@enron.com] > Sent: Thursday, November 08, 2001 9:05 AM > To: regan.grice@wachovia.com > Subject: page 2, upper left corner > > "and such material misrepresentation could unreasonably be expected to > impair your ability to perform yuor obligations hereunder" > > Let me know if you need anything further. Regards. > > Sara Shackleton > Enron Wholesale Services > 1400 Smith Street, EB3801a > Houston, TX 77002 > Ph: (713) 853-5620 > Fax: (713) 646-3490 > > > > ********************************************************************** > This e-mail is the property of Enron Corp. and/or its relevant affiliate > and may contain confidential and privileged material for the sole use of > the intended recipient (s). Any review, use, distribution or disclosure by > others is strictly prohibited. If you are not the intended recipient (or > authorized to receive for the recipient), please contact the sender or > reply to Enron Corp. at enron.messaging.administration@enron.com and > delete all copies of the message. This e-mail (and any attachments hereto) > are not intended to be an offer (or an acceptance) and do not create or > evidence a binding and enforceable contract between Enron Corp. (or any of > its affiliates) and the intended recipient or any other party, and may not > be relied on by anyone as the basis of a contract by estoppel or > otherwise. Thank you. > **********************************************************************