Tana -

Attached are the comments Loudcloud submitted to the NDA.  With the exception 
of the deletion of the arbitration provisions, the changes are acceptable and 
should be incorporated into a final agreement.  I have agreed to the 3 year 
term in exchange for the arbitration provisions.

Please let me know if you should have any questions.

Thanks.

Mark
Senior Counsel, EWS
Phone:     713-345-8897
Facsimile: 713-646-3490
E-Mail:      Mark.Greenberg@enron.com
----- Forwarded by Mark Greenberg/NA/Enron on 05/15/2001 10:46 AM -----

	Mark Greenberg
	05/14/2001 11:11 AM
		
		 To: Kate Low <klow@loudcloud.com>
		 cc: Tana Jones/HOU/ECT@ECT
		 Subject: Re: NDA with Enron Networks

Kate -

Thanks for the comments to the NDA.  All are acceptable except -

Paragraph 5 - Deletion of arbitration.

Paragraph 9 - Change from two years to three years.

Please advise if Loudcloud can live with arbitration and 2 years.  If not, 
please advise why not.

Thanks.

Mark
Senior Counsel, EWS
Phone:     713-345-8897
Facsimile: 713-646-3490
E-Mail:      Mark.Greenberg@enron.com



	Kate Low <klow@loudcloud.com>
	05/07/2001 06:09 PM
		 
		 To: Mark.Greenberg@enron.com
		 cc: Kathy Weber <kathy@loudcloud.com>
		 Subject: NDA with Enron Networks


Mark,

I have recently received the NDA with Enron Networks and have attached a
blacklined copy which indicates my requested changes.

Please let me know if the attached is acceptable or if you have any
questions.  I look forward to receiving your reply shortly.

Regards,

--
Kate Low
Contracts Specialist
599 N. Mathilda Avenue
Sunnyvale, CA  94085
Phone:  (408) 744-7842
Fax:    (408) 744-7384


 - Enron Networks 05-07-01.doc