Message-ID: <24579416.1075858603963.JavaMail.evans@thyme> Date: Thu, 4 Oct 2001 08:50:03 -0700 (PDT) From: legal <.taylor@enron.com> To: suzanne.ferlic@enron.com Subject: RE: Enron North America Corp - Novation from NW to RBS Mime-Version: 1.0 Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: 7bit X-From: Taylor, Mark E (Legal) X-To: Ferlic, Suzanne X-cc: X-bcc: X-Folder: \MTAYLO1 (Non-Privileged)\Taylor, Mark E (Legal)\Sent Items X-Origin: Taylor-M X-FileName: MTAYLO1 (Non-Privileged).pst I spoke with Jamie this morning and explained our concerns (which master to use, given the merger is there a legal need for novation, since these are NY law documents would assignment be more appropriate, what collateral is involved to be transferred) and have since received a message from their lawyer in New York. If they insist on a novation (which is not a commonly used concept in US law), you could certainly help by letting us know if there is anything to which you would object in their draft. I'll let you know if it gets to that. Otherwise I think we're under control. Mark -----Original Message----- From: Ferlic, Suzanne Sent: Thursday, October 04, 2001 3:28 AM To: Taylor, Mark E (Legal) Subject: FW: Enron North America Corp - Novation from NW to RBS Hi Mark, Sorry that this is proving to be tougher than we thought to connect. Jamie Wood at RBS asks below if all looks okay to you in terms of the Novations? Is there anything I can do to help? Many thanks, Suzanne -----Original Message----- From: WOOD, Jamie, FM [mailto:Jamie.Wood@rbos.com] Sent: 03 October 2001 18:37 To: Ferlic, Suzanne Subject: RE: Enron North America Corp - Novation from NW to RBS Suzanne, I'm afraid I keep missing Mark Taylor. Do you mind following up with him to see how he's getting on and whether there is any problems with the documents? I will keep trying but would appreciate your help. Thanks and regards, Jamie -----Original Message----- From: Ferlic, Suzanne [mailto:suzanne.ferlic@enron.com] Sent: 03 October 2001 14:25 To: WOOD, Jamie, FM Subject: RE: Enron North America Corp - Novation from NW to RBS Hi Jamie, Were you able to reach Mark Taylor in Houston re: Enron's novation? Please advsise, Thanks, Suzanne -----Original Message----- From: WOOD, Jamie, FM [mailto:Jamie.Wood@rbos.com] Sent: 28 September 2001 14:45 To: Ferlic, Suzanne Subject: RE: Enron North America Corp - Novation from NW to RBS Hi Suzanne, Do you have all the information you need? Where can we forward the original documents to? Cheers, Jamie -----Original Message----- From: Ferlic, Suzanne [ mailto:suzanne.ferlic@enron.com ] Sent: 27 September 2001 10:10 To: WOOD, Jamie, FM Subject: RE: Enron North America Corp - Novation from NW to RBS Hi Jamie, You may need to translate the below for me (i.e. what is DSL and CRRM)? Also, is Enron North American Corp the signator on each of the two lines? Thanks, Suzanne -----Original Message----- From: WOOD, Jamie, FM [ mailto:Jamie.Wood@rbos.com ] Sent: 27 September 2001 09:53 To: Ferlic, Suzanne Subject: FW: Enron North America Corp - Novation from NW to RBS Suzanne, Limits are: NW FX & DSL, US$13m, 2 yrs, no security NW CRRM, US$97m, 15 yrs, has gtee from Enron Corp Please let me know where and to whom we can send the original documents to. Thanks, Jamie -----Original Message----- From: Ferlic, Suzanne [ mailto:suzanne.ferlic@enron.com < mailto:suzanne.ferlic@enron.com > ] Sent: 25 September 2001 18:58 To: WOOD, Jamie, FM Subject: RE: Enron North America Corp - Novation from NW to RBS Hi Jamie, Thanks for this. I think it may have to be sent to North America. However, we would like to see a list of the lines that we would be novating. Thanks, Suzanne -----Original Message----- From: WOOD, Jamie, FM [ mailto:Jamie.Wood@rbos.com < mailto:Jamie.Wood@rbos.com > ] Sent: 25 September 2001 17:32 To: Ferlic, Suzanne Cc: JEANNOT, Diane, FM Subject: Enron North America Corp - Novation from NW to RBS Hi Suzanne, Please find attached the Novation Request letter which outlines the actions required to novate your trades from the NatWest name to the RBS. The documents which need to be executed are :- 1. Novation Agreement * You will get this from Diane Jeannot from our Legal & Compliance in NY soon * This is to authorise the novation of the trades from the NW books into RBS books, and to be covered by your existing RBS Master ISDA * To sign both copies, but return only one (fax and mail) 2. Credit Support Annex * Please see attached CSA Authorisation, please sign at the bottom and return via fax * As there is collateral tied to the NW Master ISDA, we will need to novate the collateral as well. 3. Letter from your Guarantor - Enron Corp * To novate the guarantee in favour of NW to RBS 4. RBS Settlement Instructions Acknowledgement * See attached RBS Settlement Instructions and Acknowledgement letter. * This is to acknowledge that anything booked in the RBS names have to be paid into RBS accounts provided, so these new instructions should be distributed to your payments division. * Please sign and return by fax Please let me know if you have any queries at all. All documents can be returned to me, my address is on the Novation Letter. One thing to note, the deadline is actually October 3rd for all documents to be returned. Unfortunately, we are a little late in sorting it out with Adam and sending you the documents, but I will appreciate if you could arrange for this to be done as soon as possible, and let me know a realistic date for return. Apologies for the rush. Thanks and regards, Jamie Wood Novation Helpdesk The Royal Bank of Scotland, Financial Markets 020 73755677 ******************************************************************** Visit our Internet site at http://www.rbsmarkets.com < http://www.rbsmarkets.com > This e-mail is intended only for the addressee named above. 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