I agree.  I think we have enough uncertainty to deal with on enforceability 
issues that anything we can do to create a stronger legal (or equitable) 
position is worth it.

>>> "Mark - ECT Legal Taylor" <mtaylo1@ect.enron.com> 09/28 5:59 PM >>>


My analysis is that forcing the scroll through the entire agreement provides
additional comfort that the counterparty has actually looked at the agreement
and knows to what they are agreeing - it is that much more likely that the
contract will be enforceable.  It is certainly not necessary from my point of
view that the document take up the entire page rather than appearing in a
smaller window with a scroll bar down the side - in fact I think that looks 
much
better.  It would be acceptable from a legal point of view if the "agree" 
button
appeared as in the example below as long as it didn't work until the agreement
had been scrolled through.  I personally think that would create more problems
from a commercial point of view since many counterparties will try to click on
"agree" as soon as it appears without reading the agreement and get frustrated
when it doesn't work right away.

David - do you agree?




Louise Kitchen
09/28/99 03:55 PM

To:   Awais Omar/LON/ECT@ECT
cc:   Mark - ECT Legal Taylor/HOU/ECT@ECT
Subject:  Re: Legal Agreement  (Document link: Mark - ECT Legal Taylor)

Over to legal - what do you think Mark?



Awais Omar
28/09/99 21:50

To:   Louise Kitchen/LON/ECT@ECT, Mark - ECT Legal Taylor/HOU/ECT@ECT
cc:
Subject:  Legal Agreement

Louise,

Below is an example of where a legal agreement which you are required to 
accept,
where the "Accept" & "Decline" buttons are below the actual agreement and not
within the agreement.  The agreement itself is within a separate frame above 
the
buttons.

A line of instructional line of copy is given at the top telling users to read
the agreement by paging down and then to click on accept to continue.

A similar set up would be suitable for the GTC's as these can vary in length
between products and would allow us to control the size of the window which
should not cover up the whole quotes screen.

Let me know what you think.

Awais

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