Here's my suggestion:

27.3   Consequential Losses.  The Parties have agreed to liquidate certain 
direct damages and have provided for these damages as Liquidated Damages and 
Cancellation Fees.  For purposes of this Section, Liquidated Damages and 
Cancellation Fees shall not be deemed consequential losses.  In no event, 
whether as a result of breach of contract, breach of warranty, indemnity, 
tort liability (including negligence or strict liability without regard to 
fault) or otherwise, and whether arising before or after completion of the 
Scope of Work, shall either Party be liable to the other Party for special, 
indirect, exemplary or consequential losses of any nature whatsoever, 
including losses or damages caused by reason of unavailability of the 
Equipment, shutdowns or service interruptions, loss of use, loss of profits 
or revenue, inventory or use charges, cost of purchased or replacement power, 
interest charges or cost of capital or claims of a Party,s customers.  For 
the avoidance of doubt, the foregoing limitation of liability in this Section 
shall in no case not limit Seller,s obligation to indemnify, defend and hold 
harmless Purchaser Indemnified Parties in accordance with Article XX for any 
claims Third Party Claim, including Claims involving the Third Party's 
consequential losses, losses or damages occasioned by third parties. in 
accordance with Article XX, 






Scott Dieball@ENRON_DEVELOPMENT
09/20/2000 08:27 AM
To: Kay Mann@ENRON
cc: Sheila Tweed@ECT, Roseann Engeldorf/Corp/Enron@ENRON, Martin W 
Penkwitz/NA/Enron@Enron 

Subject: GE - Indemnity and LOL Language

Per our discussion yesterday, attached is a copy of the Indemnity and LOL 
contract language redlined to reflect those GE comments which we could 
probably accept.  Kay please review and see if I missed anything or whether 
we need to discuss further.  Otherwise, please forward this markup to Rob 
Taylor for inclusion in the next draft of the Purchase Agreement.

Regards,

Scott