Course overview
The complexity of the oil and gas industries frequently results in projects being undertaken by joint ventures, alliances and other strategic groupings. Forming a successful alliance, whatever its format, is a complex process requiring a high degree of experience and expertise.
At this workshop Dr Ken Mildwaters, an acknowledged international expert with a wealth of experience in helping clients to formulate successful and effective business partnerships, will discuss with participants why parties come together in a co-operative endeavour to undertake a phase of a project, the legal forms they might use in so doing, the relationships created by the forms and the principle legal and commercial issues that affect those relationships.
The workshop will prove invaluable to CEOs, COOs and CFOs engaged in major new, ongoing and potential ventures in the oil and gas sector, and also to their internal and external legal advisers.
How this course will help you
The course will cover:
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The contract matrix in the oil & gas industry
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Key agreements and examples of those agreements
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The relationship matrix from a contractual and a corporate perspective
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The legal principles that shadow relationships
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Specific issues affecting relationships
- Dispute resolution
Who should attend?
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Commercial managers in the oil and gas sector
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Insurance and risk managers
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In-house lawyers involved in oil and gas sector
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Lawyers in private practice involved in oil & gas law
Course outline
Introduction
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The contract matrix
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Examples of agreements
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Area of mutual interest agreement
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Joint study / bidding agreement
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Authorisation
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Joint operating agreement
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Unitisation and unit operating agreement
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Offtake agreement
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Transport agreement
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Joint marketing agreement
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Abandonment agreement
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Legal form
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Contractual
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Partnership
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Limited partnership
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Limited liability partnership
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Corporate
The relationship matrix
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Introduction
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The joint venture relationship
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The feedback cycle
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Contractual
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The operator and the state
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The non-operators and the state
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The sole risk participants and the state
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The operator and the operating committee
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The operator and the non-operators
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The operator and the sole risk participants
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The operator and third parties
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The non-operator and the other non-operators
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The non-operators and the operating committee
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The non-operators and the sole risk participants
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The non-operators and third parties
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The sole risk participant and the other sole risk participants
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The sole risk participants and the operating committee
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The sole risk participants and third parties
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Corporate
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The company and the state
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The directors and the state
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The shareholders and the state
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The directors and the company
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The shareholders and the company
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The shareholder and the other shareholders
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The company and third parties
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The directors and third parties
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The shareholders and third parties
Legal principles that shadow the relationships
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Contract law
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Law of agency
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Fiduciary obligations
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Partnership law
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Tort/delict
- Company law
Specific issues affecting the relationships
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Remuneration
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Performance standard
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Contracting
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Allocation of risk Funding
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Cash
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Non-cash
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Party Loans
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Third Party
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Guarantees
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Charges
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Default
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Governance and management
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Control
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Supervision
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Decision-making
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Reporting
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Minority protection
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Minority protection
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Contractual protection
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Representation
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Consent rights
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Dilution
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Right to information
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Force majeure
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Force majeure
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Change of circumstances
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Hardship
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Deadlock and breakdown
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Management
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Parties
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Resolution
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Transfer of interest
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Permitted transfers
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Transfer restrictions
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Pre-emption rights
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Change of control
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Deed of adherence
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Charges
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Loans and guarantees
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Exit, termination and change
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Withdrawal
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Termination for convenience
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Termination for cause
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Insolvency
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Change of control
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Winding-up
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Dispute resolution
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Expert determination
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Mediation
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Arbitration
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Litigation
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Enforcement of awards
- Interim measures
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Dr. Ken Mildwaters
Dr Ken Mildwaters is a world-renowned legal expert specialising in the field of natural resources.
He is the principal of UK-based Dr KC Mildwaters Consulting LLP, which acts for clients in the natural resources sector across the globe.
In a career spanning more than 30 years he has practised law as a partner with leading English and Australian law firms, Theodore Goddard, Jackson McDonald and Kott Gunning, as a partner at the London office of global law firm Morgan Lewis & Bockius, and of-counsel for global firm, Milbank, Tweed, Hadley & McCloy, focusing on corporate, commercial and natural resources law. He founded and managed law practices on behalf of a joint venture of law firms Dewey Ballantine and Theodore Goddard, in the Czech Republic, Hungary and Poland.
Ken has also practised law as an in-house counsel (General Counsel of Guinness plc and, subsequently, Diageo plc.) and as a partner with a merchant bank (Babcock & Brown Limited).
At Guinness/Diageo he assumed worldwide functional responsibility for the management of all legal affairs within the Guinness/Diageo Group across 202 jurisdictions, coordinating a staff of 119 people spread through 15 offices across the world.
He has advised on exploration, development, production, supply and sales activities in the oil, gas and minerals sectors; gas, coal and alternative source electrical power generation projects; gas pipeline and other natural resources sector related infrastructure projects. He has also been actively involved in joint ventures, joint operating agreements, strategic alliances, licensing arrangements, farm-in and farm-out agreements, off-take and lifting agreements, royalty agreements, abandonment agreements, service agreements, transport agreements, the acquisition, disposal and financing of interests in the natural resource sector, and natural resource assets, and in capital raising activities and direct foreign investment in the natural resources sector.
Ken is a member of the faculty at the Centre for Petroleum and Mineral Law Studies at the University of Dundee. Globally, he has presented numerous papers and conducted workshops in the fields of natural resources law, joint ventures and joint operating agreement, negotiation skills and managing in-house legal functions.
His academic interests lie in the intersection of law and business, where he has concentrated on joint ventures/joint operating agreements and negotiation. He is a member of the Australian Mining and Petroleum Law Association, Energy Law Association Inc. (New Zealand), International Bar Association Section on Energy and Natural Resources Law, Rocky Mountain Mineral Law Foundation, and United Kingdom Oil Lawyers Group.
Courses run by this instructor
Interested in holding this course in-house? Please fill out your details and a member of our team will be in touch with more information.
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23-25 May 2012 (London, United Kingdom)
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9-12 Jul 2012 (London, United Kingdom)
Many international commercial agreements are subject to English law. Often non-UK lawyers are faced with unfamiliar legal concepts and requirements. To overcome these hurdles and help lawyers become truly international, Euromoney Legal Training has created this practical and interactive training course.
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9-13 Jul 2012 (London, United Kingdom)
At this school Dr Ken Mildwaters, an acknowledged international expert with a wealth of experience in helping clients to formulate successful and effective business partnerships, will discuss with participants why parties come together in a cooperative endeavour to undertake a phase of a project, the legal forms they might use in so doing, the relationships created by the forms and the principle legal and commercial issues that affect those relationships.
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10-11 Sep 2012 (London, United Kingdom)
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13-14 Mar 2012 (London, United Kingdom)
6-7 Sep 2012 (London, United Kingdom)
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27-28 Sep 2012 (London, United Kingdom)
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This course has now expired please email us to find out when the course will next be running.