I never did anything to follow up on this. Do I need to?



	Barton Clark
	09/07/2000 09:19 PM
		 
		 To: Richard B Sanders/HOU/ECT@ECT
		 cc: 
		 Subject: Arbitration Provision

In a development agreement for a power plant in Connecticut, I have included 
what I believe to be our standard ENA arbitration/damages limitation 
provision, that contains a provision stating that ENA and counterparty shall 
each designate an arbitrator, " who need not be neutral", within 30 days 
after receiving notification of the filing for the demand for arbitration. 
The originators on the transaction are adamantly opposed to the quoted 
language because it is "not standard" ENA arbitration language, is an affront 
to our counterparty, and "could screw up the transaction" if I insist leaving 
it in the document. I have pointed out it is applicable to our and our 
counterparty's designee, and is intended to ensure we get at least one 
sympathetic or at least knowledgeable participant on the panel that could be 
persuasive to the panel as a whole. I also said I thought the deletion of the 
quoted language would give the counterparty the right to challenge a 
"non-neutral" designee under the rules of the AAA and throw the whole 
designation process up in the air ( I'm not sure that is right). Given the 
strident objections, do you think we materially prejudice our rights by 
removal of the quoted language, and if so, can you give me some greater 
ammunition to use with my originators? Thanks for your assistance.