Tammy:

Thanks for the quick response.  Your "business day" suggestion is fine.  With respect to your second comment, ENA agrees to AAA arbitration in all phases of its physical and financial business.  We are not a clearing member of any exchange so we do not seek arbitration before a regulatory board.  Hope this helps.  Sara

 -----Original Message-----
From: 	Tammy Botsford <Tammy.Botsford@morganstanley.com>@ENRON  
Sent:	Wednesday, October 17, 2001 11:38 AM
To:	Shackleton, Sara
Subject:	Re: Commodity Futures Customer Agreement

Sara,

For the purposes of margin, defining a business day as those days on which banks are open in NY and Houston will work.  For the purposes of error notification, we should remove "business day" and insert something along the lines of "market day" and define "market day" as any day that the market on which the contract traded is open.  There are a few days the markets are open but the banks are closed.   Will that work for you?

Both Morgan Stanley and Enron are registered with the NFA.  Is there a specific reason you can't agree to NFA arbitration?

Regards,

Tammy


"Shackleton, Sara" wrote:

> Tammy:
>
> Your redraft is fine with two exceptions:
>
> (1)  We need to define "business day"  which is used throughout the
> agreement and is never defined.  I propose capitalizing the term
> throughtout your document and using the ISDA definiton or one which
> recognizes those days on which banks are open in NY and Houston.
>
> (2)  ENA cannot agree to arbitrate before the National Futures
> Association and you are no longer required to use that forum for
> arbitration. The situs is fine. I would like to again suggest the
> language which I originally proposed.  If we cannot agree, can we be
> silent as to jurisdiction?
>
> Please let me hear form you.
>
> Sara Shackleton
> Enron Wholesale Services
> 1400 Smith Street, EB3801a
> Houston, TX  77002
> Ph:  (713) 853-5620
> Fax: (713) 646-3490
>
> >  -----Original Message-----
> > From:         Tammy.Botsford@morganstanley.com@ENRON
> > [mailto:IMCEANOTES-Tammy+2EBotsford+40morganstanley+2Ecom+40ENRON@ENRO
> > N.com]
> > Sent: Tuesday, October 02, 2001 3:26 PM
> > To:   Shackleton, Sara
> > Subject:      Commodity Futures Customer Agreement
> >
> > Sara,
> >
> > I'm attaching a draft of the futures agreement to "get the ball
> > rolling"
> > again.  I believe I have included the terms you indicated were most
> > important.  One item I would like to bring to your attention is the
> > arbitration clause.  Morgan Stanley prefers to litigate disputes, but
> > I
> > can agree to NFA arbitration rather than litigation.  I know New York
> > is
> > our preferred location, and Texas is yours, so I thought that holding
> > the arbitration in Chicago might equally inconvenience us.   Please
> > let
> > me know if this works for you.
> >
> > Regards,
> >
> > Tammy
> >
> >  - 1_Redline Enron Cust Agr.doc << File: 1_Redline Enron Cust Agr.doc
> > >>
>
> **********************************************************************
> This e-mail is the property of Enron Corp. and/or its relevant affiliate and may contain confidential and privileged material for the sole use of the intended recipient (s). Any review, use, distribution or disclosure by others is strictly prohibited. If you are not the intended recipient (or authorized to receive for the recipient), please contact the sender or reply to Enron Corp. at enron.messaging.administration@enron.com and delete all copies of the message. This e-mail (and any attachments hereto) are not intended to be an offer (or an acceptance) and do not create or evidence a binding and enforceable contract between Enron Corp. (or any of its affiliates) and the intended recipient or any other party, and may not be relied on by anyone as the basis of a contract by estoppel or otherwise. Thank you.
> **********************************************************************

 - Tammy.Botsford.vcf << File: Tammy.Botsford.vcf >>