The accelerated pace of change in the oil and gas industry make this one of the world’s most challenging and complex sectors in which to understand, draft and negotiate contracts.
Falconbury have developed this unique 3-day programme focusing on current practice and developments in the oil and gas industry. It will serve as either a comprehensive introduction for newcomers or a useful update/refresher for those with experience in the industry.
In-house lawyers, procurement managers, contract managers, contract analysts, contract engineers representing international petroleum companies, contractors and sub-contractors to the petroleum industry together with host governments.
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
Synthetic acquisition structures
Offshore rig hire agreements
EPC contracts and risk based contracting
PART II – General contract terms and risk allocation
General obligations of the contractor and the company
PART II – General contract terms and risk allocation (continued)
Host Government rights and obligations
Understanding contractual liabilities
PRACTICAL WORKSHOP – Drafting contractual guarantees and bonds
Indemnity and hold harmless clauses
Exclusion clauses in the offshore industry
Termination clauses and disputes
International bribery legislation and its impact on oil and gas contracts
Part III – Negotiation skills
Workshop leader: Rob Maguire
The rise and rise of the negotiator
Nothing exemplifies the modern oil and gas company or contractor as much as the growth of joint ventures, sub-contracting and licensing. All of these require the executive to be able to negotiate and, often, to be able to lead others through the negotiation process.
Practical exercise: Negotiate and succeed
Working in teams, delegates are asked to resolve a multi-variable, multi-party business problem. The output of the exercise will form the backdrop for the following sessions on structure and influencing.
Structure for control
The research tells us that negotiation success is not related to any single aspect of the complex interactions that take place in any negotiation. However, above all else the party that negotiates best gets the best result. The keys to negotiating well are controlling the negotiation and managing the process.
Personal style and negotiation
This session helps us hold a mirror up so that participants can reflect on their own style. We look at why other styles irritate us – and how we negotiate with those people we find difficult to deal with.
Practical exercise: Moving into engagement
Working in teams, delegates are asked to use their knowledge of their own style and those of others in their teams to agree strategies and tips for dealing with other styles and getting the most out of the negotiation.
Influencing and persuasion
It can be argued that the more we can influence someone to our position and the greater agreement we can build, the less we have to give away in our negotiations. This session looks at how people are persuaded and how the expert negotiator can use this knowledge to their benefit:
Scott C. Styles is senior lecturer at the University of Aberdeen Law School. He is Assistant Editor of Daintith and Willoughby, the leading book on UK oil and gas law. He has many years experience of teaching and researching oil and gas law, with a particular focus on regulatory matters and contracting.
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 an 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.’Presenters
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.
Guy de Speville joined MMS in 2013 as a Partner in the Corporate Department, based in the London Office. He spent the best part of the previous 12 years working in the UK, Asia, the US, South America and Africa with Hess Corporation. Prior to that Guy was an associate in private practice in London. Guy is admitted as a solicitor in England and Wales and has over 15 years’ experience in the international oil and gas exploration and production industry. He has negotiated with government departments at the highest levels, as well as with a number of national oil companies, independent oil companies and their contractors. Through his career Guy has handled many M&A deals, farmouts and other transactions. He has advised on multiple large EPC development contract negotiations as well as smaller supply contracts in various jurisdictions. Guy has particular expertise in onshore oil and gas activities having been deeply involved over the last six years in large and small M&A transactions, joint ventures, regulation and operational matters in North Dakota, Pennsylvania, the UK and elsewhere.
Siân Fellows is a Partner in the Energy & Natural Resources Group of the London office of international law firm Reed Smith. Siân has wide experience of dispute resolution in energy and natural resources trading and shipping, including mediation, international arbitration and proceedings before the Commercial Court. She also advises clients in connection with non-contentious matters arising in these practice areas, including sale and purchase contracts, general terms and conditions, derivatives, insurance, letters of credit, pre-export financing, security documents and other aspects of trade finance. Before rejoining Reed Smith in 2010, Siân spent almost two years in a senior in-house position with Shell International Trading & Shipping Co Ltd (“STASCO”).
Marco Kielstra is an international legal counsel with Van Oord N.V. and is permanently seconded to Van Oord’s Offshore business unit in Gorinchem, the Netherlands. With Van Oord Offshore, a contractor servicing the offshore oil and gas industry, Marco supports the Offshore business unit’s 4 subdivisions on projects worldwide with an emphasis on shallow water pipeline installation, subsea rock installation and related dredging activities from tender and execution stage up to completion and, if any, claim/dispute settlement.
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 dealing 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 in the international law firm of Baker Botts LLP with many years experience in the UK and international energy sector. He advises clients on all aspects of the energy value chain including large-scale projects and corporate and commercial matters, with a particular focus on those associated with the upstream and midstream oil and gas sectors and LNG. Hamish is recognized in Chambers UK, Who’s Who Legal, and the International Who’s Who Oil & Gas Lawyers. He counsels clients in Europe, Africa, the Middle East and South America.
Steve Nichols is a partner in the Dispute Avoidance and Resolution Team at Trowers & Hamlins LLP, where he specialises in contentious construction and engineering matters. Steve’s particular speciality is technically complex construction and engineering disputes. In recent years he has been heavily involved in a wide spectrum of projects across the energy sector, as well as work in the infrastructure, transport and building (commercial, residential and mixed-use) sectors. His experience includes both domestic and international projects, and in recent years he has acted on matters not only in England and Wales but also Scotland, Northern Ireland, mainland Europe, the Middle East and the Americas.
Euan Palmer is Head of Oil and Gas Litigation at Maclay Murray & Spens. He joined the Commercial Dispute Resolution Department in 2004, having crossqualified in England in 2001 after moving from New Zealand. He is a member of the firm’s Oil Industry Sector Group and has a focus on disputes specific to the Oil & Gas industry. He has acted for both contractors and oil companies in a range of disputes arising out of drilling services contracts, and for operators in disputes arising under JOA’s, buy-in agreements and other inter-operator arrangements. He is a member of the Association of International Petroleum Negotiators and the United Kingdom Energy Lawyers Group. He has extensive experience in international arbitration, and conducts litigation in all divisions of the High Court. Euan further qualified as a Solicitor Advocate in 2005.
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.
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