Bob:  This is something we are working on at Enron.  Is this something ISDA 
has interest in taking a lead on?  I think ISDA could add value by developing 
a standard approach to e-signatures.

Mark
----- Forwarded by Mark E Haedicke/HOU/ECT on 06/30/2000 09:11 AM -----

	Alan Aronowitz
	06/27/2000 05:31 PM
		 
		 To: Mark E Haedicke/HOU/ECT@ECT
		 cc: 
		 Subject: E-Signature Protocol

Mark:

Pursuant to our discussion last week, below is a rough draft of a proposal 
for an electronic signature protocol, which could be presented to ISDA for 
further consideration and discussion after we have further discussed:

E-Signature Protocol

Objective: In light of the enactment of the US federal legislation on 
electronic signatures (effective as of 10/1/00), a simple, reliable, and 
enforceable protocol should be established to facilitate the electronic 
execution of Master Agreements (and confirmations where required).  To 
facilitate the wider use of electronic contracts, this protocol could be 
endorsed by ISDA. Hopefully, it would become a standard that others would use 
for all types of contracts. Perhaps, if necessary or helpful, the adoption of 
the protocol could be done electronically by each party unilaterally agreeing 
to abide by it, possibly using the same type of approach ISDA used in 
connection with the introduction of the EMU currency a few years ago.  
Initially, the protocol would be primarily applicable to U.S. counterparties, 
but it could be expanded to non-U.S. counterparties as e-signature laws like 
the new U.S. law are enacted across the globe.

Basic Protocol:  By adopting the protocol, each counterparty would agree that 
the relevant agreement may be electronically signed by complying with the 
following steps:

1) The parties negotiate and agree on a final form the relevant agreement, 
and appoint one of the parties ("First Party") to prepare the document for 
electronic signature;

2) The First Party prepares the final form in the PDF format (e.g., the body 
of the text could not be modified) with the exception of the blank signature 
blocks for each party to be placed on the last page of the agreement;

3) An authorized signatory of the First Party electronically signs the 
agreement (Note: this electronic signature could be accomplished by 
inscribing an electronic handwritten signature or the signatory typing in 
his/her name and title in the blank signature block);

4) The agreement, as electronically signed by the First Party, is sent via 
electronic means (e.g., by e-mail) by the First Party to the other party 
("Second Party");

5) An authorized signatory of the Second Party  electronically signs the 
agreement (Note: this electronic signature could be accomplished by 
impressing an electronic handwritten signature or the signatory typing in 
his/her name and title in the signature block);

6) The agreement, as electronically signed by the Second Party, is sent via 
electronic means (e.g., by e-mail) by the Second Party to the First Party, 
accordingly, creating the fully executed agreement; and

7) Each party would be responsible for maintaining in its own electronic 
archives the agreement as electronically signed by the parties.

Also, the following could be considered: (a) adding to the protocol that each 
party,by adopting the protocol, agrees to be bound by any agreement entered 
into by means of the protocol, and any other appropriate language to enhance 
the enforceability of the "e-signature" process and (b) adding to the 
preprinted form of the Master Agreement, a provision whereby each party 
adopts the electronic signature protocol endorsed by ISDA as in effect from 
time to time.

Mark, I would be happy to discuss this draft proposal with you further at 
your convenience.



Regards, Alan