Introduction

The Oil & Gas Law training course will help clients develop a strong understanding of some key commercial transactions and contracts in the oil and gas sector. Those taking the training course will be equipped with knowledge of different types of contracts and commercial arrangements entered into by commercial parties in the course of the exploration and production (upstream) and the sale (downstream) of oil and gas.

This Oil & Gas Law Training Course Will Highlight:

• The commercial rationale, underlying some key commercial transactions, and the structure and content of contracts used in the oil and gas industry in the context of upstream and some downstream operations
• The nature and variety of commercial and legal issues and problems, arising in the context of commercial transactions, and some typical contractual solutions to these problems
• Commercial joint venture arrangements, such as joint operating and unitisation agreements
• Service contracts, such as drilling contracts, and the risk allocation clauses in such contracts
• Contracts for the acquisition and disposal of assets, such as farm-out agreements
• Sales agreements, such as oil sales contracts and long-term gas sales agreements

Course Objectives

• Develop an understanding of some key commercial contracts in the upstream and some downstream sectors.
• Learn about the commercial rationale, purpose, structure of these contracts.
• Gain detailed knowledge about a wide range of legal issues and problems, arising under these contracts, and how these issues are resolved by some major legal systems, such as English law.
• Develop an ability to evaluate the relative strengths and weaknesses of different contractual solutions adopted in respect of various issues and problems.
• Gain an understanding of the relevant legal framework of some major legal regimes, such as that of English law and the UN Sales Convention. 

Target Audience

• Industry and legal practitioners or civil servants working with the energy/natural resources industry
• Commercial, governmental, or legal professionals with an interest in the regulation of the energy/natural resources industry

Course Outline

Day 1: Introduction To Oil And Gas Commercial Contracts

• General principles of oil and gas contract law
• Key players in the international oil and gas industry
• The main licensing and contractual arrangements in upstream
• Principal standard form contracts used in the industry
• The key legal contractual risk management issues
• Contracts for downstream activities

Day 2: Joint Operating And Unitisation Agreements 

• The rationale, purpose, and basic principles of a Joint Operating Agreement (JOA)
• The appointment, duties, and removal of the operator
• The operating committee
• Sole risk and non-consent options
• Cash calls, default, and its consequences; under-/over-lifting
• The rationale, purpose, and basic principles of a Unitisation Agreement (UA)
• The re-determination procedure in a UA and its consequences

Day 3: Service Contracts And Agreements On Acquisition And Disposal Of Assets 

• Service contracts generally
• Drilling contracts: Basic structure and key issues
• Risk allocation provisions in service contracts: Indemnity and limitation of liability clauses
• Agreements on acquisition and disposal of assets: General introduction
• Farm-out agreements: Basic principles
• Farm-out agreements

Day 4: Oil Sales Contracts And Gas Sales Agreements 

• Sale and purchase and transportation agreements
• Oil sales contracts: General introduction and the overview of the role of English law and the UN Sales Convention
• Oil sales contracts: Basic rights and obligations of the parties under English law and the UN sales convention
• Oil sales contracts: Specific obligations of the seller under CIF and FOB contracts
• Gas sales agreements: General introduction
• Detail terms in gas sales agreements

Day 5: Understanding Key Clauses In Oil And Gas Contracts 

• Managing risk with indemnity, limitation, and exclusion of liability clauses
• Forms of exclusion clauses (and why it matters) common carve-outs
• The ‘knock for knock’ regime, benefits, and disadvantages
• Guarantee, performance & penalties
• Termination rights
• Force majeure
• Political and other risks
• Change in law
• Dispute resolution and claims management