Enron Mail

From:don.miller@enron.com
To:benjamin.rogers@enron.com
Subject:Revised JV Term Sheet for E2
Cc:
Bcc:
Date:Wed, 17 May 2000 13:12:00 -0700 (PDT)

---------------------- Forwarded by Don Miller/HOU/ECT on 05/17/2000 08:12 PM
---------------------------
From: Stuart Zisman on 05/17/2000 10:01 AM
To: Don Miller/HOU/ECT@ECT
cc: Lance Schuler-Legal/HOU/ECT@ECT, Jordan Mintz/HOU/ECT@ECT
Subject: Revised JV Term Sheet for E2


Attached is the JV Term Sheet that was originally drafted by Lance which I
have revised in the following ways:

1) The concept of having 25% of the aggregate consideration supported by a
letter of credit or otherwise payable in cash has been added.
2) The bracketed questions/comments relating to (1) Purchaser's potential
ability to effect a tax free contribution without requiring the establishment
by the issuer of a holding company and (2) the request for confirmation about
non-compete arrangements and development opportunities, have been deleted
[JORDAN - PLEASE ADVISE IF THIS IS PROBLEMATIC]
3) The Doyle and Calumet facilities have been removed from Annex A
4) The entity names for the Wheatland and Lincoln Sites have been inserted.

Please call asap with any questions or comments

Stuart