I got your copy kicked back to me for some reason.
---------------------- Forwarded by Michelle Blaine/ENRON_DEVELOPMENT on 
01/31/2001 09:01 AM ---------------------------


Michelle Blaine
01/31/2001 08:53 AM
To: Ken Blades/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: "Williams, Justin" <justin.williams@Linklaters.com> @ ENRONRichard 
Sanders, Bruce Lundstrom/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Robert C 
Williams/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT 

Subject: RE: United India - strictly confidential and privileged  

I think Justin answered your question about governing law and the first  
arbitration hearing and I am going to find out from Atul about whether Indian 
law governs these policies since Indian law requires us to have an Indian 
fronting policy.  

On another issue that came up on the call this morning Ken, I was asking 
Justin about governing law specifically because I wanted to know if there was 
any law (India or English) requiring insurers to disclose information 
regarding risk to the insured, so we could cite some law perhaps to compel 
Beachcrofts to hand over the Liburdi report.   For example, the Texas 
insurance code has evolved from a vague "duty of good faith & fair dealing" 
standard in some instances to specific laws preventing insurers from doing 
certain things detrimental to the insured.  Justin tells me English law, in 
this regard, consists only of precedential case law, but it still could be 
helpful.  Because of the commercial risk (outside the ambit of arbitration in 
the instance) it might be worthwhile to consider going into the London 
Commercial Court to seek some sort of extraordinary relief to prevent United 
India from withholding this information which is critical to running these 
machines.   If, in fact,  there truly is a 50% chance of failure in these 
machines, yet they won't share that evidence with us, this is a commercial 
risk DPC can't afford, regardless of coverage and apart from the 
arbitration.  (I'm wearing my commercial hat instead of my legal hat today).  
Although Justin expressed concern about jurisdiction, United India did us the 
favor of bringing  suit in London Commercial Court earlier, and thus having 
availed itself to the courts and having Peter Hirst's emphatic witness 
statement that makes a compelling case for the court to take jurisdiction, I 
think it is worth considering  if they continue to refuse to give us the 
report in response to Justin's latest correspondence.  I don't think we can 
afford to sit on our hands on this one.  Why don't you and Neil kick this 
around, (since you don't have enough to do already).
Cheers,
Michelle



Ken Blades
01/30/2001 08:42 PM
To: Michelle Blaine/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT
cc: "Williams, Justin" <justin.williams@Linklaters.com> @ ENRON 

Subject: RE: United India - strictly confidential and privileged  

I assume governing law is an issue that would be raised at the initial 
procedural hearing. If this is something that we're serious about then we 
ought to get after it immediately.





Michelle Blaine
01/30/2001 11:15 PM
To: "Williams, Justin" <justin.williams@Linklaters.com> @ ENRON
cc: Ken Blades/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT 
Subject: RE: United India - strictly confidential and privileged  

  No wonder I couldn't remember the governing law!  Yes that is a good idea 
to determine which law is more favorable to our position.  Let's mention that 
to Ken tomorrow as we may want to have Atul Rajadhyaksha look at that for 
us.  I think originally we discussed that notion but its been a long time ago.
Thanks Justin,
Michelle



"Williams, Justin" <justin.williams@Linklaters.com> on 01/30/2001 09:11:26 AM
To: "'Michelle.Blaine@enron.com'" <Michelle.Blaine@enron.com>
cc: "Heneghan, Diane" <diane.heneghan@Linklaters.com> 

Subject: RE: United India - strictly confidential and privileged


Michelle,

I know the problem about cases and clauses running together!

The position on the insurance is that it does not specify a governing law.
On an application of English private international law (ie conflict of laws
rules) there is uncertainty whether it would be English or Indian law. At
para 42 of Hirst's statement, he says that the contracts are impliedly
subject to English law (based on London as the arbitration forum?).
Certainly, my preference in terms of certainty would be English law.
However, it is possible there could be an advantage to Indian substantive
law and once we get UI's statement of claim, we should give thought to
whether it would be worthwhile getting Indian law input on whether there
could be advantage in arguing Indian law. I will ask Diane to add this to
the "to do" list!

Justin


-----Original Message-----
From: Michelle.Blaine@enron.com [mailto:Michelle.Blaine@enron.com]
Sent: Tuesday, January 30, 2001 4:55 PM
To: justin.williams@linklaters.com
Subject: Re: United India - strictly confidential and privileged



Looks good to me Justin.  Justin is there any law that governs an insurer's
duty to disclose information regarding the risk insured?  What law governs
the insurance contract? ( I should know that ,but all my cases and
arbitration clauses are beginning to run together in my mind...).




"Williams, Justin" <justin.williams@Linklaters.com> on 01/30/2001 05:45:31
AM

To:   "'Michelle.Blaine@enron.com'" <Michelle.Blaine@enron.com>
cc:   "'Ken.Blades@enron.com'" <Ken.Blades@enron.com>

Subject:  United India - strictly confidential and privileged


 <<010125_JOWW_let_Beechcroft.doc>>

Michelle,

I attach a revised version of the Liburdi request/quantum letter to
Beachcrofts, amended to take in some points made by Ken as to the agreement
on quantum. It would be great if you were able to look through this today
and let me have your comments in order that I can get it out.

Do give me a call if you need to discuss.

Justin



Justin Williams
Linklaters, London
a member firm of Linklaters & Alliance
Tel: (+44) 20 7456 4334
Fax: (+44) 20 7456 3929
justin.williams@linklaters.com
http://www.linklaters.com
http://www.linklaters-alliance.com
Go to www.linklaters.com/disputetoolkit - for free litigation and
arbitration advice



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