Message-ID: <12510385.1075860046431.JavaMail.evans@thyme> Date: Thu, 19 Nov 1998 06:42:00 -0800 (PST) From: mark.taylor@enron.com To: brent.hendry@enron.com Subject: Re: Indemnification Mime-Version: 1.0 Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: 7bit X-From: Mark - ECT Legal Taylor X-To: Brent Hendry X-cc: X-bcc: X-Folder: \Mark_Taylor _Dec_2000\Notes Folders\Sent X-Origin: Taylor-M X-FileName: mtaylor.nsf I think I'll try to run this by Michelle Cash real quick - I'll get right back to you. Brent Hendry@ENRON_DEVELOPMENT 11/19/98 12:28 PM To: Mark - ECT Legal Taylor@ECT cc: Subject: Indemnification I wanted to run this agreement by you before I sent it to Randy. The Directors and officers of Argentine companies have joint and several liability to the shareholders and third parties for their acts as directors and officers and therefore what often happens is that the companies agree to indemnify them as long as they are acting within their scope of employment. I have created this form out of several documents I have run across and wanted to know if it looks reasonable. I will also check into whether it needs to be approved by the shareholders and whether an Argentine company can even agree to indemnify its directors and officers in advance of any action. Please let me know what you think.