Opinion
Case No. 01-16034 (AJG).
June 3, 2005
Edward A. Smith (ES 2461), New York, New York, and Mark C. Ellenberg (ME 6927), Washington, D.C. Special Counsel to the Debtors. CADWALADER, WICKERSHAM TAFT LLP
Philip C. Dublin (PD-4919) New York, New York, Counsel to Seattle City Light. AKIN GUMP STRAUSS HAUER FELD LLP
STIPULATION AND ORDER
WHEREAS, commencing on December 2, 2001 and subsequently thereafter, Enron Corp. and certain of its affiliated entities each filed a voluntary petition for relief under chapter 11 of title 11 of the United States Code; and
WHEREAS, on July 15, 2004, this Court confirmed the Fifth Amended Joint Plan of Affiliated Debtors Pursuant to Chapter 11 of the United States Bankruptcy Code, dated January 9, 2004, as modified on June 1, 2004 and July 2, 2004 (the "Plan"); and
WHEREAS, on October 11, 2002, Seattle City Light ("SCL") filed Claim Nos. 11846 and 12267 against Enron Power Marketing, Inc. ("EPMI") on the basis of alleged for prepetition payment defaults, interest, and a termination payment arising from power transactions between SCL and EPMI under the Western Systems Power Pool Agreement ("WSPPA"); and
WHEREAS on October 11, 2002, SCL filed Claim No. 12178 against Enron Corp. ("Corp") for $6,108,745.61 based on a guaranty of EPMI's obligations to SCL under the WSPPA; and
WHEREAS on April 25, 2003, this Court expunged Claim No. 12267 pursuant to an Order Granting The Debtors' First Omnibus Objection To Proofs Of Claim (at 2 Exh. A at 50); and
WHEREAS in July 2003, SCL filed against EPMI Claim Nos. 23132 and 23218, which asserted unliquidated claims based on alleged manipulation by EPMI of the Pacific Northwest market for wholesale power; and
WHEREAS, on February 26, 2004, the Court expunged Claim Nos. 23132 and 11846 pursuant to an Order Granting The Debtors' Twenty-Sixth Omnibus Objection To Proofs Of Claim (at 2, Ex. A at 3 Ex. B. at 16); and
WHEREAS, on March 9, 2005, Corp. and EPMI (collectively, the "Debtors") filed the Debtors' Objection to Proofs of Claim Numbers 12178 and 23218 of Seattle City Light; and
WHEREAS, the parties desire to resolve the Objection.
NOW THEREFORE, IT IS HEREBY STIPULATED AND AGREED by and between the undersigned parties and their respective counsel as follows:
1. Claim No. 12178 is hereby allowed as a class 185 guaranty claim against Corp. in the amount of $6,036,300.
2. Claim No. 23218 is hereby denied, disallowed and expunged in its entirety.
3. Debtors, for themselves and their successors and assigns, and their past, present and future officers, directors, partners, principals, members, employees, agents, servants, attorneys, shareholders, heirs, executors, trustees and administrators, hereby waive, release and forever discharge any and all claims and/or causes of actions against SCL, its affiliates, its respective successors and assigns, and/or its past, present and future officers, directors, partners, principals, members, employees, agents, servants, attorneys, shareholders, heirs, executors, trustees and administrators, of whatsoever kind and nature, character and description, whether sounding in tort, contract or under other applicable law, whether known or unknown, whether anticipated or unanticipated, whether presently existing or existing at any time in the future, whether or not asserted, and whether founded in fact or law or in equity, in any way arising out of, arising as a result of, related to, with respect to or in connection with, or based in whole or in part on, the WSPPA and the matters addressed in Claim Nos. 11846, 12267, 12178, 23132 and 23218 (collectively, the "Claims").
4. SCL, for itself, its successors and assigns, and its past, present and future officers, directors, partners, principals, members, employees, agents, servants, attorneys, shareholders, heirs, executors, trustees and administrators, hereby waive, release and forever discharge any and all claims and/or causes of action against Debtors, their affiliates, their successors and assigns, and/or their past, present and future officers, directors, partners, principals, members, employees, agents, servants, attorneys, shareholders, heirs, executors, trustees and administrators, of whatsoever kind and nature, character and description, whether sounding in tort, contract or under other applicable law, whether known or unknown, whether anticipated or unanticipated, whether presently existing or existing at any time in the future, whether or not asserted, and whether founded in fact or law or in equity, in any way arising out of, arising as a result of, related to, with respect to or in connection with, or based in whole or in part on, the WSPPA and the matters addressed in the Claims.
5. All Scheduled Liabilities relating to SCL as set forth in the liability schedules filed with the Court are hereby disallowed in their entirety.
6. This Stipulation shall become effective and binding when "so ordered" by this Court. In the event that this Stipulation is not approved by the Bankruptcy Court, it shall be null, void and of no force or effect.
7. This Stipulation sets forth the entire understanding of the parties hereto and is intended to be the complete and exclusive statement of the terms thereof and may not be modified or amended except by a writing signed by all the parties hereto, which shall be so ordered by the Court.
SO ORDERED.