Mark,

Many thanks for getting back to me so promptly yesterday.

Accordingly, I copy below my response to Susan Gill at the OMLX for your 
information.  I shall keep you apprised of progress.

Kind regards

Mark
---------------------- Forwarded by Mark Elliott/LON/ECT on 05/11/99 10:06 AM 
---------------------------


Mark Elliott
05/11/99 10:02 AM
To: susan.gill@omgroup.com
cc:  
Subject: Re: ENRON electronic agreements  

Susan,

I have spoken to Houston overnight on your revised documents and we do take 
issue with one point - that is the failure of OM to agree to insert our 
requested limitation of liability clause in Enron's favour in the OM Click 
Trade Application (NT) Licence Agreement, whereas such a clause exists in OM 
Gruppen's favour in that document (see Clause 5.3).

We make the following points:-

1. We notice that OM has agreed at least to a certain form of mutual 
limitation of liability clause in the OMNet Agreement and therefore we find 
it a little odd that OM is unable to agree to any mutual limitation of 
liability clause in the OM Click Trade Application Licence.   We should be 
very grateful if OM would explain to us its reasoning for this in detail.

2. In any event, it is entirely against Enron's legal policy to enter into 
agreements containing merely a unilateral limitation of liability clause 
protecting the other party.  Accordingly, we are not prepared to enter into 
the OM Click Trade Application Licence in your current revised format. 

I therefore attach, once again, as a Word document the text of Enron's 
required clause on limitation of liability which I would suggest is added to 
the OM Click Trade Application Licence as Clause 5.4.



Once OM is in a position to agree to our required language, we should then be 
in a position to execute the documentation.     

I look forward to hearing from you at your earliest convenience.

Kind regards

Mark   



Mark Elliott
05/10/99 05:48 PM
To: susan.gill@omgroup.com
cc:  
Subject: Re: ENRON electronic agreements  

Many thanks, Susan - I have forwarded these on to Legal Dept in Houston with 
my recommendations.

I shall let you know when Houston Legal gives me their approval to the 
documents so that you can e-mail them directly to Houston Legal.

Kind regards

Mark


   
	Enron Capital & Trade Resources Corp.
	
	From:  susan.gill@omgroup.com                           05/10/99 06:20 PM
	

To: melliott@enron.co.uk
cc: paul.scott@omgroup.com, knut.lillienau@omgroup.com, 
peter.akesson@omgroup.com (bcc: Mark Elliott/LON/ECT)
Subject: ENRON electronic agreements





Dear Mark,

I have just heard from Stockholm. Please find attached the agreements marked 
up
with the amendments in so far as we are able to agree to them. I think we have
been able to accomodate the principles behind your requested amendments 
detailed
in your email of 30th April.

I understand that the line installation has been ordered for this Friday -
before the line can be installed I will need 2 signed copies of the OMnet
agreement returned. Please let me know re emailing the engrossments to you.

Many thanks

Susan

Click

(See attached file: Click NT Member .doc)(See attached file: fees click
member.doc)

OMnet

(See attached file: OMnet Agreement.doc)(See attached file: Fees omnet
Member.doc)

Side Agreement

(See attached file: Side Agreement.doc)

 - Click NT Member .doc
 - fees click member.doc
 - OMnet Agreement.doc
 - Fees omnet Member.doc
 - Side Agreement.doc