Message-ID: <16061683.1075842092060.JavaMail.evans@thyme> Date: Thu, 18 May 2000 01:42:00 -0700 (PDT) From: carol.clair@enron.com To: brant.reves@enron.com Subject: RE: Credit Response Mime-Version: 1.0 Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: 7bit X-From: Carol St Clair X-To: Brant Reves X-cc: X-bcc: X-Folder: \Carol_StClair_Dec2000_1\Notes Folders\All documents X-Origin: STCLAIR-C X-FileName: cstclai.nsf Brant: Is this what was agreed to? When we last spoke, it appeared as if you had not agreed to a collateral threshold of $50M and a cap of $55M. Please advise. Carol ----- Forwarded by Carol St Clair/HOU/ECT on 05/18/2000 08:41 AM ----- "Shuttee, John" <ShutteeJ@EPEnergy.com> 05/18/2000 08:30 AM To: "'Carol.St.Clair@enron.com'" <Carol.St.Clair@enron.com> cc: "Shuttee, John" <ShutteeJ@EPEnergy.com> Subject: RE: Credit Response By cap, I assume you mean the Guaranty amount or limit - $55MM was agreed upon. John > -----Original Message----- > From: Carol.St.Clair@enron.com [SMTP:Carol.St.Clair@enron.com] > Sent: Wednesday, May 17, 2000 6:00 PM > To: Shuttee, John > Subject: RE: Credit Response > > > John: > I will send you my remaining comments shortly. Here is a draft of the > Enron Guaranty. What have the credit people decided on with respect to a > cap? > (See attached file: El Paso Enron Guaranty 5-17.doc) > > > Carol St. Clair > EB 3892 > 713-853-3989 (Phone) > 713-646-3393 (Fax) > > > > > "Shuttee, > > John" To: "'Carol St Clair'" > <Carol.St.Clair@enron.com> > <ShutteeJ@EPE cc: > > nergy.com> Subject: RE: Credit Response > > > > 05/17/2000 > > 03:05 PM > > > > > > > > > > Dear Carol - > > Enclosed are drafts of (i) the ISDA schedule, (ii) Paragraph 13 to the > Credit Support Annex, and (iii) our standard guarantee. Also included is > a > draft what should be in the L/C and Schedule 1 of a Stby L/C. > > Please note that I have accepted most of the previous changes so the > current > issues would more easily be seen in the draft. > > Comments concerning the schedule and para 13 are below: Note - our legal > council is out this week but I thought I would send this draft to you now, > and we can make further adjustments, if any, based on our legal department > review next week. > > 1. Part 1 (e): After Charles Hofer spoke with your Credit Manager, Brant > Reves, they decided to make the cross default threshold at $100MM for each > credit support provider. > 2. 1(h): Made change per our phone conversation that Market Quotation > will > apply for 3 years or less; Loss for over 3 years. > 3. 5(g): I am confused by this change. I added back in the word > "obligations" in para B, 5th line and added back in the phrase concerning > affiliates. I'm not sure my predecessor deleted them (it is not deleted > on > my 3/20/00 draft) but I can't imagine who else would. Two comments (i) do > you think this is best way to word this, and (2) my legal council (who is > out most of this week) will have to review your final wording before we > can > execute. > 4. 5(l): Changed the telephone recording paragraph by (a) not limiting > it > to just trading staff and (b) adding "to the extent permitted by > applicable > law". > 5. 5(n-q): All new paragraphs that are not part of our standard > agreement. > However, these were not discussed in Susan's last memo to you (except the > adding back in of paragraph q) so I am leaving them as is. > 6. Part 6: After reviewing your changes vs. our standard paragraphs, I > have no objections to your changes > 7. 13(b)(i)(C) Accepted your definition of Credit Support Amount even > though we don't normally use Independent Amounts. > 8. 13(b)(iii)(A) Letters of Credit - changes days to 20 from 10, per > your > request. After re-reading, I don't understand how it improves the > position > of the secured party. If the L/C has an expiration date and the secured > party attempts to execute (i.e.: cash in) this L/C, then if the L/C is > within 20 days of its expiration, the value can drop to zero. Before, the > L/C maintained 100% of its value until 10 days prior to expiration. Since > Enron looks at these contracts from the secured party perspective, how > does > your position improve based on this change? > 8. 13(b)(iii)(B and C) Threshold for both of us has been increased to > $50MM > and Minimum Transfer Amount has been reduced to zero ($0). > > For questions, please call at 713-420-3548 or email me. > > Thanks! > > John > . > <<Enron Schedule -Draft 5-16.doc>> <<Enron CSA - Draft 5-16.doc>> > > > > > > -----Original Message----- > > From: Carol St Clair [SMTP:Carol.St.Clair@enron.com] > > Sent: Friday, May 12, 2000 5:07 PM > > To: Shuttee, John > > Subject: Credit Response > > > > > > > > Carol St. Clair > > EB 3892 > > 713-853-3989 (Phone) > > 713-646-3393 (Fax) > > ----- Forwarded by Carol St Clair/HOU/ECT on 05/12/2000 05:07 PM ----- > > |--------+-----------------------> > > | | Carol St | > > | | Clair | > > | | | > > | | 05/12/2000 | > > | | 05:02 PM | > > | | | > > |--------+-----------------------> > > > > > > ------------------------------------------------------------------------- > > ---| > > | > > | > > | To: shuttej@epenergy.com > > | > > | cc: Brant Reves/HOU/ECT@ECT > > | > > | Subject: Credit Response > > | > > > > > > ------------------------------------------------------------------------- > > ---| > > > > > > > > John: > > Our credit person has agreed to the 3% equity test for cross-default. > > With > > respect to setoff, given our relationships with El Paso, this is an > > important > > credit point for us and one that I guess the credit people will need to > > discuss > > since it is important for us to have the Affiliate language. Our credit > > person > > is Brant Reves (713-853-9897). > > Carol St. Clair > > EB 3892 > > 713-853-3989 (Phone) > > 713-646-3393 (Fax) > > > > > ****************************************************************** > This email and any files transmitted with it from El Paso > Energy Corporation are confidential and intended solely > for the use of the individual or entity to whom they are > addressed. If you have received this email in error > please notify the sender. > ****************************************************************** > > (See attached file: Enron Schedule -Draft 5-16.doc) > (See attached file: Enron CSA - Draft 5-16.doc) > << File: El Paso Enron Guaranty 5-17.doc >> << File: Enron Schedule > -Draft 5-16.doc >> << File: Enron CSA - Draft 5-16.doc >>