In case you guys didn't have a copy.

 -----Original Message-----
From: 	McCullough, Travis  
Sent:	Thursday, March 15, 2001 9:17 AM
To:	Zipper, Andy; Ries, Drew; Fitzgerald, Jay
Subject:	Kiodex

Travis McCullough
Enron North America Corp.
1400 Smith Street EB 3893
Houston Texas 77002
Phone:  (713) 853-1575
Fax: (713) 646-3490      
----- Forwarded by Travis McCullough/HOU/ECT on 03/15/2001 09:16 AM -----


	"Stockbridge, Edward T" <tstockbridge@velaw.com> 03/14/2001 11:11 PM 	   To: "McCullough, Travis (Enron)" <travis.mccullough@enron.com>  cc: "Telle, Michael S." <mtelle@velaw.com>, "Breeland, Pat" <pbreeland@velaw.com>  Subject: Kiodex	







Gentlemen:

	Here is a revised draft of the Co-Marketing Agreement.  This is not
final and should not be released to Kiodex.  This is an internal draft for
our review.  We can send it along tomorrow, after Travis and I finish
addressing the open issues, which are:

	1.	How should we describe the Change of Control exception for
Warburg, in light of the term sheet that gives Warburg rights to future
financing.  Should we stick with the single transaction?

	2.	We need to confirm the response time in Section 6.6(d).
Kiodex wants to change 0.25 sec to 2 or 3 sec.

	3.	We need to confirm what information will be included in the
Enron Transaction Data, and which data Kiodex will have to extract or add.

	4.	I deleted the termination right in Section 8.3(k) on the
assumption that we are going to a concurrent closing.

	5.	I would like to confirm that the definition of the Kiodex
Application is okay.  I made that up, and no one has ever commented on it.

	There may be some other minor points, but I think that this is most
of it.

	Travis, I will call you tomorrow afternoon.

	Best regards,

	Ted

 The following files have been attached to this email by DeltaView...

March 14 CoMarketing Agreement.DOC  ( WORD97 )
Redline.rtf  ( Rich Text Format )
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