The Oil and Gas Contracts School, is a practical and interactive week of professional development for legal, commercial, contracts and business executives from the Oil and Gas Industry. The aim of the week is to examine the key challenges of international commercial agreements in the context of the upstream oil and gas industry.
The first part of the week addresses the core skills, practical tips and tactics needed to deliver successful commercial agreements through an enhanced understanding of the issues, more skillful drafting and more confident negotiation.
The second part of the week focuses on more advanced issues and skills particularly those involved in developing and securing joint ventures which are inherent in the global oil and gas industry.
PART I – Understanding and drafting different types of upstream oil and gas agreements
Introduction and overview of industry
Introduction to the different types of upstream oil and gas agreements
Drafting the terms of concession agreements
Specific issues when drafting drafting licensing agreements
Offshore rig hire agreements
Drafting agreements for offshore design, engineering and construction work
Including EPC Contracts (Engineer Procure Construct) and EPIC contracts
PART II – General contract terms and risk allocation
General obligations of the contractor and the company
Understanding contractual liabilities
Drafting contractual guarantees and warranties
Part III – Negotiation skills
Workshop leader: Rob Maguire
The rise and rise of the negotiator
Practical exercise: Negotiate and succeed
Structure for control
Personal style and negotiation
Practical exercise: Moving into engagement, influencing and persuasion
Why venture jointly and why is it so important to the oil and gas industry
Joint Operating Agreements – Overview and key provisions
PRACTICAL WORKSHOP SESSION: Part 1- Drafting the agreements creating the JV relationship
Host government rights and obligations
Host government contracts as joint ventures
PRACTICAL WORKSHOP SESSION: Part 2- Drafting the agreements creating the JV relationship(Some key concepts)
PRACTICAL WORKSHOP: Negotiating and drafting the main commercial provisions of the joint operating agreement
Tax issues in oil & gas acquisitions and joint ventures
The development of technology and other IP aspects of international joint ventures
PRACTICAL WORKSHOP- Anti-trust issues
Handling exits and disputes between the JV parties
Dr Ned Swan is International General Counsel at IX Power Ltd, and a leading international expert and advisor on energy policy, law and regulation. He has been adviser to the European Commission, Council of European Energy Regulators, national governments, energy markets, energy traders, and major energy firms. He has been a partner at three major international law firms, where he advised on all aspects of the energy business including contracts, joint ventures, concessions, production, refining, purchasing, shipping, trading, environmental issues and litigation. Ned is also a visiting professor at the Faculty of Law at University College London where he originated, and taught the LLM (Master’s degree) course in Regulation of Financial Markets. He is admitted to the New York and US Federal Courts, and is a member of the Energy Institute, and the UCL Energy Institute. The Legal 500 has praised… ‘Ned Swan’s impressive energy related work.
Martin Amison is a partner in the London office of Trowers & Hamlins. His work experience includes construction law, company and commercial law, corporate finance, international and cross-border corporate finance law, construction, arbitration and particular experience of advising on private sector projects and project finance. He has lived and worked in the Middle East region for approximately eight years and has been involved with the provision of legal advice in the region for the last 22 years. Martin has recently been involved with large-scale projects in the energy, petrochemicals, industrial, health and transport sectors in the U.K, the Gulf States, Egypt, Jordan, Eastern Europe and Scandinavia. Martin is acknowledged as a Legal Expert in the field of Projects/Project Finance (inc. PFI) and energy in both the Legal Business: Legal Experts Directory 2010 and Chambers and Partners’ Guide to the Legal Profession 2011.
Nicolas Bonnefoy is a partner in the energy, transport and infrastructure department in the London office of Ashurst. He has a particular focus on the mining, and upstream oil and gas sectors in Africa. Nicolas’ experience includes acting for major Chinese, European and North American companies, governments and national oil companies in structuring, securing and implementing acquisitions and disposals of oil and gas and mining assets throughout Africa, as well as the negotiation of farm-in and farm-out agreements and SPAs, exploration and production contracts and other ancillary contracts.
Kevin Atkins is a solicitor in the London office of Vinson & Elkins and is a member of the firm’s worldwide Energy Transactions & Projects Practice Group. His practice focuses on providing commercial and transactional advice to multinational corporate clients in the energy sector. He has extensive experience of upstream M&A’s and asset level farm-ins and farm-outs (having acted on both the buy and the sell side), project finance, development and restructuring work, acquisition finance work and international trade work. His finance work includes experience in both the debt and equity markets.
Siân Fellows is a partner in the London office of international law firm, Reed Smith. Siân has wide experience of dispute resolution in shipping and international trade including arbitration before trade associations, maritime arbitration and proceedings before the Commercial Court. She is also an accredited CEDR mediator. She also advises clients in connection with non contentious matters arising in international trade including sale and purchase contracts, general terms and conditions, insurance, letters of credit, preexport financing, security documents and other aspects of trade finance. Her recent work has involved advising clients in connection with structured preexport financing, deferred payment terms, advance payment credit arrangements, joint venture agreements, pledges over various commodities, LME warrants and other documents of title. Recently, Siân has been involved in the firm’s cross department team advising Shell in relation to the FSA investigation of its reporting of oil reserves. Siân has also assisted the Civil Aviation Authority with a significant case in the High Court.
Marco Kielstra is an international legal counsel with Van Oord N.V. and is permanently seconded to Van Oord’s Offshore Division in Gorinchem, the Netherlands. With Van Oord Offshore, which is a contractor in the global offshore oil and gas industry, Marco supports the offshore pipeline installation and subsea rock installation subdivisions from tender and execution stage up to completion and, if any, claim/dispute settlement.
Adelaide Luke is a Senior Associate at Herbert Smith Freehills and works in both the London and Brussels offices. She regularly deals with the EU and UK regulators on behalf of companies, both in relation to regulatory investigations and in the context of merger control. Adelaide has undertaken a significant amount of work in the oil and gas sector; she was seconded to Total UK in 2009 and has recently been advising on various other joint venture arrangements in the North Sea.
Rob Maguire runs his own consultancy and his experience spans the full range of issues from developing an appropriate contract strategy and building a performance dashboard to negotiation and conflict resolution to deal with the inevitable management issues that arise in any long-term relationship. Through his consulting, coaching and mentoring and skills development interactions, he helps major organisations transform their thinking and approach to their commercial relationships.
Hamish McArdle is a partner of Baker Botts (UK) LLP. He advises UK and international companies, organisations and, on occasion governments, on a range of aspects of large scale projects and corporate matters with a particular focus on the upstream and midstream oil and gas sectors.
Bob Palmer is a partner in the Oil & Gas Team at CMS Cameron McKenna, part of the Energy Projects & Construction Group. Bob has more than 20 years’ experience advising companies in the oil and gas and energy sectors. Chambers 2009: Bob Palmer is applauded for his ‘solid, completely unflappable manner and great industry-savvy brain’. He takes on work with an international flavour, for example, leading the team that advised on unwinding the joint upstream gas assets venture between Premier Oil Overseas and KUFPEC in Pakistan.
Sally Shorthose is a partner at Bird & Bird in the Intellectual Property Group. Sally has been involved in providing advice in relation to the protection and exploitation of a full range of intellectual property rights across a range of jurisdictions, both in stand alone transactions and in conjunction with her corporate colleagues as part of an acquisition, divestment or investment activity.
Shai Wade is a partner in the International Arbitration Group of Stephenson Harwood, based in their London office. He specialises in international arbitration, with a particular emphasis on large scale complex disputes, investment arbitration and international law. He has extensive experience in disputes arising from the oil and gas, banking, IT and Telecoms sectors, as well as in corporate and joint-venture disputes. Shai serves as arbitrator and as counsel under rules of the major arbitration institutions, including the ICC, LCIA, UNCITRAL, ICSID and the arbitration rules of various trade associations. Shai is a former Co-Chair of the Young International Arbitration Group (YIAG) of the LCIA.
Tom Wigely is a solicitor in Towers & Hamlins. Tom specialises in power, water and infrastructure development projects. He has undertaken a significant amount of work in the oil and gas sector with a specific focus on unconventional resources. He has advised upon a variety of international projects in the oil and gas sector in the middle eastern region.
Richard Williams is a partner at Pinsent Masons in London. He has experience in advising on all aspects of corporate insolvency law in connection with receiverships, liquidations and administrations. Richard has acted for insolvency practitioners, banks, commercial clients, directors and creditors. His experience is primarily in dealing with contentious aspects of insolvency law including investigations and asset recovery. Richard is also experienced in handling a wide variety of commercial issues. He has particular expertise on bonds and guarantees and frequently advises on risk exposure issues in relation to major projects.
We do not currently have dates confirmed for this course; please contact us to be informed when it is scheduled; or to discuss running this course on an in-house basis for your staff.