ENA Legal (TBD)
1. ENA Legal is responsible for deal documentation and legal sign off for the 
transaction, and is typically responsible for all transaction-related 
agreements documents such as MOUs/MOIs, Participation or Development 
Agreements, and any Agreement, which directs the operation of the project 
(O&M Agreement, Steam Agreement, Gas Agreement, Power Purchase Agreement, 
etc.).  

2. ENA Legal represents the interests of  advises the origination and 
development team (and other members of ENA management as appropriate) on all 
legal aspects of a transaction, accessing internal and external resources as 
required. and reviews/synthesizes comments from the all the groups.  

3. ENA Legal works with origination team, Accounting, Global Finance and Tax 
in structuring the transaction, and communicates with EECC (and others) as 
required during the execution of the project to faciliate compliance with the 
structure.


Recommendations for improving the interaction between EE&CC and ENA:
1. EE&CC Legal should be involved in the beginning of the process of drafting 
documents by EE&CC Contract Administration, unless other procedures have been 
agreed.  
2. Due to conflicts of interest, EE&CC Legal cannot represent NEPCO  while at 
the same time working with the deal team. to procure equipment for the same 
project. ENA Legal and EECC Legal should be advised early in the process of 
any project-related agreements being generated by EECC, so that compliance 
with overall deal structure and risk profile can be ascertained.
3. Comments returned to EE&CC  need to either be incorporated in the next 
draft, or if there are issues on the comments, they need to be discussed with 
the ENA Legal representative or Origination contact, prior to distribution to 
vendors.
4. EECC Legal and ENA Legal should communicate regarding issues common to 
both companies so that consistency in position can be achieved as much as 
possible.  Forms of "standard" agreements should be discussed/agreed to 
enhance consistency.
5. Service and consulting agreements not specific to a particular transaction 
which can be untilized by multiple Enron companies via tasking letters should 
be prepared by EECC.  EECC should provide information concerning the 
existence of such service agreements.
6.  ENA Legal would should work closely with EE&CC contract administrators in 
drafting equipment in the preparation of contracts which the contracts 
personnel have been tasked to prepare. EECC Legal can assist by providing 
input, but is not required by ENA to sign off on such contracts.