Joint Operating Agreements : a Practical Guide /: a Practical Guide. ([2015])

• Record Type: Book
• Further Information: Note: Peter Roberts.
• Authors: (Lawyer), Roberts, Peter
• Contents: Introduction 7Glossary 91. First principles 131.1 Mineral laws and concessions1.2 The role of the JOA1.3 Hybrid concession/JOA structures1.4 The logic for a joint venture1.5 Model form contracts1.6 North American leasehold interests1.7 Evolution of the JOA1.8 The JOA’s economic profile2. Incorporated joint ventures 272.1 Introducing the incorporated joint venture2.2 The role of the shareholder agreement2.3 Incorporated and unincorporated joint ventures together3. Duration 353.1 Commencement3.2 Term and termination3.3 Surviving provisions3.4 Pre-JOA arrangements3.5 Chronology of the JOA4. Parties and participating interests 454.1 The parties4.2 Affiliates4.3 Participating interests4.4 Joint property4.5 State participation4.6 Carried interests4.7 Illustrative agreements5. Scope 575.1 Joint operations5.2 Excluded activities5.3 Expanding the scope5.4 Definition of the scope5.5 Modification of the scope6. Exclusive operations 696.1 Defining exclusive operations6.2 Exclusive operations mechanics6.3 Buy-back rights6.4 Excluding exclusive operations7. The operator 837.1 The operator’s advantage7.2 Selection of the operator7.3 The role of the operator7.4 The locus of the operator7.5 Removal of the operator7.6 Hybrid operators8. The operating committee 1018.1 The role of the operating committee8.2 Operating committee mechanics8.3 Subcommittees8.4 Voting control9. Budgets, cashcalls and payments 1139.1 The funding cycle9.2 Work programmes and budgets9.3 Authorities for expenditure9.4 Cashcalls and invoice requests9.5 Payment obligations9.6 Dealing with default10. Contracting 12710.1 Procurement options10.2 Third-party contracts10.3 Affiliate contracts10.4 Federal contracts10.5 Contributions in kind10.6 Awarding of contracts11. Petroleum allocation, lifting and disposal 13711.1 Petroleum allocation11.2 Petroleum lifting11.3 Petroleum disposal11.4 Production-sharing contract allocation12. Transfers 14712.1 Transfers under applicable law12.2 Transfer mechanics in the JOA12.3 Incomplete transfers12.4 Pre-emption rights12.5 Change of control12.6 Affiliate transfers13.Withdrawal and surrender 16513.1 The withdrawal principle13.2 Reconciling withdrawal with the concession13.3 The mechanics of withdrawal13.4 Withdrawal and continuing costs13.5 Partial withdrawal13.6 The consequences of withdrawal13.7 Use of the withdrawal mechanism14. Liabilities 17914.1 The operator’s liability to the parties14.2 Liability allocation between the parties14.3 Liability for exclusive operations14.4 Third-party liabilities14.5 Liabilities and insurance14.6 General liability15. Decommissioning 19315.1 The decommissioning phase15.2 The regulatory regime15.3 Collateral support for decommissioning costs15.4 Decommissioning and the JOA15.5 Decommissioning on the UK continental shelf16. Default 20716.1 Consequence of default16.2 Definition of default16.3 Reaction to default16.4 Remedies for default16.5 Mortgage and lien protection16.6 Interest sales17. Forfeiture 22317.1 Meaning of forfeiture17.2 Forfeiture as a penalty17.3 Relief against forfeiture17.4 Anti-deprivation17.5 Forfeiture of the concession17.6 Forfeiture by any other name17.7 Withering interest forfeiture18. Dispute resolution 23918.1 Dispute resolution principles18.2 Dialogue18.3 Expert determination18.4 Arbitration18.5 Litigation18.6 Arbitration or litigation?18.7 Consolidation18.8 Confidentiality18.9 Jurisdiction18.10 Sovereign immunity19. Accounting procedure 25119.1 Model form accounting procedures19.2 Accounting principles19.3 Contents of the accounting procedure19.4 Accounting procedure issues20. Other provisions 25920.1 Confidentiality and announcements20.2 Corporate and social responsibility20.3 Entire agreement and amendment20.4 Force majeure20.5 Governing law20.6 Health, safety and the environment20.7 Insurance20.8 Litigation management20.9 Notices20.10 Secondment and teams20.11 Taxation20.12 Third-party involvement20.13 Warranties and representationsAppendicesA: Model form JOAs 281A1. Industry formsB: Operator and non- operating party perspectives 285B1. The operator’s perspectiveB2. The non-operating parties’ perspectiveB3. Reconciling the operational perspectivesB4. To operate or notC: The joint study and bid agreement 293C1. The rationale for a JSBAC2. Preparing for entry into a JSBAC3. The content of a JSBAC4. Migration to a JOAC5. ExclusivityC6. Third parties and transfersC7. Application procedure and votingC8. WithdrawalC9. DefaultC10. WarrantiesD: Partnership and the JOA 301D1. Definition and consequences of partnershipD2. The JOA as a partnershipE: Farm-outs and the JOA 307E1. The role of the FOAE2. Issues with the FOAF: Unitisation and the JOA 317F1. The mechanics of unitisationF2. An example of unitisationF3. The UUOA and the JOAG: Subdivisions 329G1. Subdivision of the concession areaG2. Subdivision of the concessionH: Fiduciary duties and the JOA 333H1. Defining and applying a fiduciary dutyH2. Fiduciary duties in the JOAH3. Managing fiduciary duties in the JOAI: Collateralisation of the JOA 343I1. The need for collateral supportI2. Collateralisation from the outsetI3. Collateralisation upon a farm-outI4. Decommissioning securityI5. Exclusive operationsI6. Forms of collateral supportI7. Collateral support across the project lifecycleJ: Unconventional petroleum JOAs 351J1. Understanding the operational premiseJ2. Definition of petroleumJ3. The role of the operatorJ4. Defining joint propertyJ5. ScopeJ6. Ongoing project developmentJ7. Exclusive operationsJ8. WithdrawalJ9. Options for petroleum commercialisationJ10. Health, safety and environmental issues, and operator liabilitiesJ11. Operator liabilityJ12. Unitisation and joint development opportunitiesJ13. DecommissioningAbout the author 361Index 363
• Edition: Third ediition
• Publisher Details: London : Globe Law & Business
• Publication Date: 2015
• Extent: 1 online resource (374)
• Subjects: 343.0772; 338.27282; Petroleum law and legislation; Joint ventures -- Law and legislation; License agreements; Offshore oil well drilling -- Law and legislation; Petroleum industry and trade; Accords sur les licences; Pétrole -- Industrie et commerce; Petroleum law and legislation; Offshore oil well drilling -- Law and legislation; License agreements; Joint ventures -- Law and legislation; Petroleum industry and trade
• Languages: English
• ISBNs: 1787420434; 9781787420434; 1787420426; 9781787420427
• Notes: Note: Online resource; title from digital title page (viewed on December 11, 2019).
• Access Rights: Legal Deposit; Only available on premises controlled by the deposit library and to one user at any one time; The Legal Deposit Libraries (Non-Print Works) Regulations (UK).
• Access Usage: Restricted: Printing from this resource is governed by The Legal Deposit Libraries (Non-Print Works) Regulations (UK) and UK copyright law currently in force.