Message-ID: <19704216.1075844795480.JavaMail.evans@thyme> Date: Tue, 8 May 2001 06:21:00 -0700 (PDT) From: brent.hendry@enron.com Subject: FW: Midcoast Energy to Enbridge ISDA Issues Cc: frank.sayre@enron.com, mary.cook@enron.com, sara.shackleton@enron.com Mime-Version: 1.0 Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: 7bit Bcc: frank.sayre@enron.com, mary.cook@enron.com, sara.shackleton@enron.com X-From: Brent Hendry X-To: Tanya Rohauer/Enron@EnronXGate X-cc: Frank Sayre, Mary Cook, Sara Shackleton X-bcc: X-Folder: \Sara_Shackleton_Dec2000_June2001_2\Notes Folders\Notes inbox X-Origin: SHACKLETON-S X-FileName: sshackle.nsf Tanya, does this merger pose an issue with you? We have the standard Credit Event Upon Merger language in the master. If there will be no CEUM issue then we will review their proposed waiver. Thanks, Brent ----- Forwarded by Brent Hendry/NA/Enron on 05/08/2001 01:15 PM ----- Jason R Williams/ENRON@enronXgate 05/08/2001 01:09 PM To: Brent Hendry/NA/Enron@Enron, Frank Sayre/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Mary Cook/HOU/ECT@ECT, Sara Shackleton/HOU/ECT@ECT cc: Subject: FW: Midcoast Energy to Enbridge ISDA Issues Sara, Brent, Frank and Mary - Midcoast Energy is being acquired by Enbridge, Inc. and has posed a question related to our Master Swap agreement with Midcoast Marketing, Inc. The question concerns the issue of a merger event and whether this constitutes an Event of Default if we don't provide a waiver. The Midcoast people need to have this question answered before submitting a final merger proxy to shareholders. The attached document is a proposed form of waiver that Midcoast crafted for their ISDA with Scotia Bank. Can you please take a look at this format and let me know if you have any issues with it? Thanks, Jay -----Original Message----- From: Black, Troy Sent: Monday, May 07, 2001 1:00 PM To: Williams, Jason R. Subject: Midcoast Energy to Enbridge ISDA Issues Importance: High Jason, Please take a look. Troy -----Original Message----- From: Janet Coy @ENRON [mailto:IMCEANOTES-Janet+20Coy+20+3CJcoy+40midcoastenergy+2Ecom+3E+40ENRON@ENR ON.com] Sent: Monday, May 07, 2001 10:58 AM To: Black, Troy Subject: LIMITED WAIVER AND CONSENT <> I need something like this drafted by Enron regarding our ISDA. Let me know how your legal people feel about it. thanks, Janet - Midcoast_Waiver for ISDA Swap with Scotia Bank (2)_.doc