5 day Interactive Training Course

The course also offered an excellent opportunity to network and socialise with a diverse group representing jurisdictions all over the world and to learn about their legal and fiscal systems.
John Caldwell, Legal Manager Asia, Cairn Energy Plc, WLS&COG June 2005

WORLD LEGAL SYSTEMS & CONTRACTS FOR OIL & GAS

Learn the key principles of the laws and contracts that govern upstream oil and gas activities
Date:

28 November - 2 December 2005

Venue:

30 Pavilion Road, Knightsbridge, London, United Kingdom

Presented by: J. Jay Park, Partner, International Energy, Macleod Dixon LLP Dr.William T. Onorato, Legal Adviser and Arbitrator, International Oil and Gas and former Legal Adviser Energy & Mining, World Bank Guest Presenter: Ahmed Jehani, Senior Advisor, Board of Directors, World Bank

By taking this course, you will: Gain knowledge of petroleum law frameworks and how they can foster oil and gas activity Review petroleum contract structures that host governments and oil companies use to grant petroleum rights and govern petroleum activities Analyse key petroleum agreements relating to exploration, development and marketing of oil and gas

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About Your Course Leaders

J. JAY PARK
Jay Park is a partner with Macleod Dixon LLP, where he has practiced oil and gas law since 1980. Jay is chair of Macleod Dixon LLPs International Energy practice group, comprised of lawyers in its offices in Calgary, Toronto, Moscow, Almaty, Atyrau, Caracas and Rio de Janeiro. He has been active in international oil and gas matters, having worked on projects in Russia, Kazakhstan, China,Vietnam, Indonesia, Thailand, Pakistan, Saudi Arabia, Kuwait, Iran, Iraq, Lebanon, Albania, Algeria, Libya, Nigeria, Sudan, Equatorial Guinea,Venezuela, Colombia, Trinidad, Mexico, the United Kingdom, Canada and the United States, representing governments, oil and gas producers, investment banks and agencies such as the World Bank. Jay has advised oil and gas producers on laws and agreements related to projects in Trinidad, Indonesia, Colombia,Venezuela, Thailand, Sudan and Libya. On behalf of the World Bank, he has advised the Government of Vietnam on revisions to its Petroleum Law to encourage foreign oil and gas investment in that country. He has advised Petroleos Mexicanos (PEMEX) on its new Multiple Services Contract project in Mexico. He has provided advice to the Government of Kuwait regarding its proposed Operating Service Agreement for certain fields in North Kuwait. Jay has also drafted upstream petroleum legislation and production sharing agreements for the Government of Pakistan. Jay has lectured extensively to industry associations on the subjects of oil and gas law and gas marketing. Jay has taught courses on oil and gas marketing and oil and gas law at the University of Calgary.

P
DAY 1
INTRODUCTION APPLICABLE LAW

DR.WILLIAM T. ONORATO
William T. Onorato (Bill) recently retired as Legal Adviser Energy & Mining, The World Bank, where he was the principal legal adviser to the Banks worldwide petroleum, energy, electric power and mining sector lending programs, averaging $1.5 billion annually. He provided direct, expert legal advice and policy assistance to member governments at the ministerial and State enterprise levels on exploration promotion projects, electric power and mining legislation, regulations offering terms, model contracts, exploration and development policies and frameworks. He also coordinated technical assistance to same on diverse matters, including contractual frameworks/interpretation, implementation, re-structuring, regulation, procurement and facilitation/intermediation with private sector investors. He regularly participated in operational missions in Asia, Africa, Latin America, Europe, the Republics of the Former Soviet Union and Central Asia and the Middle East, to assist in the identification, preparation, structuring, negotiation, documentation, implementation and supervision of Bank energy and mining projects. During his 16 year tenure he had broad interface with the international oil, mining and power industries to promote cooperative exploration and development programs and projects on behalf of Bank member States. Prior to joining the World Bank in 1985, Dr. Onorato spent 15 years in the international petroleum industry in senior positions with both Chevron Corporation and Getty Oil Company. Currently, he is advising the Lead Counsel, Energy & Mining, The World Bank, on various aspects of developing his international energy practice within the World Bank Group, in addition to several private and governmental clients to whom he provides advice on both international oil agreements and natural gas regulatory frameworks and contracts. He is a party designated Arbitrator in an international petroleum-related arbitration taking place under ICC rules in London and he is also designated as an Arbitrator and Expert to the Cairo Regional Centre for International Commercial Arbitration, Zamalek, Cairo, Egypt.

Constitution Domestic law Common law Civil law Islamic law International reach of domestic law Anti-Corruption ILSA International law Treaties and related agreements Energy Charter Treaty Other sources of International law International trade and trade agreements The General Agreement on Tariffs and Trade, and the World Trade Organisation Regional integration agreements European Union North American Free Trade Agreement Investment and Financing Foreign Direct Investment Financing Petroleum development in Post-War Iraq: Public International law issues

OWNERSHIP OF MINERAL RIGHTS

Territorial regimes Acquiring territorial sovereignty Maritime boundaries Rights of mineral development within a State Private vs. Sovereign ownership Federations Treaty regimes Joint Development Zones Unitisation

HOST GOVERNMENT PETROLEUM REGIMES: PETROLEUM LAW AND REGULATIONS

About Your Guest Speaker

DR.AHMED JEHANI
Ahmed is now Senior Advisor, Board of Directors,World Bank. He was formerly World Bank country manager in Azerbaijan and responsible for all the projects and activities taking place there. Previously he was Lead Counsel/Legal Advisor for Energy and Mining for all World Banks activities worldwide spearheading major initiatives in the sector such as new investment instruments, Extractive Industries Transparency Initiative, Gas Flaring Initiative, PPIAF, energy sector restructuring, legislation reviews, establishment of gas/power regulatory environment, and global/interregional governance architectures for energy sector cooperation. During his career with the World Bank over the last twenty-four years, he has been involved in international energy development work in all continents, including long-term assignments in countries and regions such as India, Russia, Turkey, the Philippines, the Balkans, Central Asia, the Caucasus and the Middle East. These assignments included legal drafting, policy advice and negotiation in respect of worldwide development projects exceeding 400 transactions in a variety of economic sectors. He has managed technical assistance for legal and judicial reforms in Albania, Russia and the Philippines. Before joining the World Bank, Ahmed has worked for over 12 years with international energy companies (BP and Exxon) and with the National Oil Company of Libya, as manager, contract negotiator and lawyer; including petroleum sub-ministerial policy maker.

Essential elements of a Petroleum law State property in petroleum Competent authority Petroleum operations Petroleum agreements Regulations Qualifications, duties and rights of rights holder or contractor Taxation of profits Other taxes, duties and exchange controls Fiscal stabilisation Environmental protection and safety Miscellaneous provisions Regulations to a Petroleum law Competent authority Petroleum licensing Petroleum operations Petroleum agreements Fiscal and financial regime Assignment of rights Land use Environmental protection Miscellaneous provisions Model forms

R
DAY 2

A
DAY 3

HOST GOVERNMENT CONTRACTS

Types of Host Government contracts and their key attributes Concessions and licences Production Sharing Agreements Joint Ventures Service contracts Hybrid systems Common elements of Host Government contracts Scope, duration, and Grant of Rights MWO,Work program and guarantees Relinquishments Declaration of commercial discovery Joint management committee Cost recovery, expenses and production shares Taxes and duties Fees and bonuses Protection of the environment Supply of domestic market; emergency requisition Training of Host Government personnel Other standard provisions Sample Host Government contracts Brazils Concession Agreement Indonesias Production Sharing Contract Irans Buy Back Contract

UPSTREAM PETROLEUM ECONOMICS:A PRIMER

Resource policy issues Promotion of exploration Maximum efficient development of reserves Gas development, differentiation of oil and gas terms Cost efficient development of resources Economic policy issues Encouraging investment and re-investment Maximizing domestic economic development Frontier/regional development OPEC policies, production control Administrative policy issues Revenue and cost verification Cost of administration Government budget predictability Economic versus legal framework Defined payments to Government; Investor/Contractor receives remainder Signature bonus Production bonuses Rentals Royalties Production sharing Government participation Profit sharing & special taxes Payments to Investor/Contractor are defined, Government receives remainder Service Fee system Buy Back arrangement Government take Rating of different petroleum fiscal regimes

INTERNATIONAL PRACTICE

The value of knowing international practice International practice review Selected international practice review issues

AWARD MECHANISMS

DISCUSSION OF SPECIFIC LEGAL AND FISCAL REGIMES

Private negotiation Bidding systems Competitive bidding Discretionary bidding

Russia Kazakhstan China Indonesia Azerbaijan Vietnam

Very good. It was definitely worth it to come and I will be recommending it to many people. 5 Stars!
Ana Paula de Castro, Legal Manager,Total E & P do Brazil, WLS&COG June 2005

THE RESOURCE CURSE: CAN THE LEGAL REGIME HELP?

What is the Resource curse Sustainability Revenue transparency Accountability International efforts to deal with transparency & accountability Legislation International enforceability

DUE DILIGENCE IN INTERNATIONAL PETROLEUM TRANSACTIONS

AshKaBash Simulation Exercise

Throughout the 5 days you will take part in a simulation exercise, based on the rebuilding of a fictional country that has collapsed after years of civil war. You will be required to work as consultative groups in order to aid the creation of a new Constitution. This will include the development of a new Petroleum Law for this resource-rich country, organising Host Government Contracts and the bidding mechanisms to be implemented.

DAY 4
JOINT DEVELOPMENT AND OPERATIONS

Joint bidding Farmout and Participation agreements Joint Operating agreements Model forms of operating agreements Operators duties and liabilities Cost obligations Sole risk obligations Unit agreements Facilities agreements Confidentiality agreements

Looking to progress your career?

CWC School For Energy Studies
The CWC School for Energy Limited offers key training courses for international oil, gas and power industry executives. Each course is highly interactive providing a unique opportunity to develop individuals knowledge and enhance long-term business performance.

DRILLING CONTRACTS
w w w. t h e c w c g r o u p . c o m

DAY 5
PRODUCT MARKETING

Crude oil marketing agreements Contracts International sales of goods Natural gas marketing Natural gas marketing agreements International transactions Regulatory issues Contracts Sample commercial and regulatory regime Deregulation of gas in Canada

Our current courses include:

Executive Advanced
Finance for non Financial Managers Global Gas Transportation and Marketing LNG Plants, technology, contracts, marketing and sales, pricing, financing, strategy & business models Negotiating Upstream Oil and Gas Contracts Oil and Gas Mini MBA 10 Day Management School Risk Analysis of Upstream Projects Upstream Petroleum Licensing World Economics for Oil and Gas World Fiscal Systems for Oil and Gas World Legal Systems and Contracts for Oil and Gas

DISPUTE RESOLUTION IN INTERNATIONAL PETROLEUM TRANSACTIONS

Dispute resolution mechanisms Litigation Arbitration Mediation Expert determination Considerations for choice of method Enforcement Sovereign immunity and other problems of suing foreign governments

The CWC School for Energy Limited is a member of the CPD Certification Service which encourages the provision and assists in the dissemination of high quality, independently certified Continuing Personal/Professional Development (CPD).

For more information about how these courses can benefit your career please contact Patricia Borges on Tel: +44 20 7089 4195 Fax: +44 20 7089 4201 or by email on pborges@thecwcgroup.com

Delegates and guest speaker at WLS&COG December 2004

CWC SCHOOL FOR ENERGY LIMITED

Training for the Competitive Edge

If you wish to discuss this Programme in more detail or the possibility of running it in-house, please contact Patricia Borges: Tel: +44 20 7089 4195 Fax: +44 20 7089 4201 Email: pborges@thecwcgroup.com

Overview
This course provides participants with a comprehensive overview of the oil and gas law issues involved in the global energy business. Beginning with a general description of the constitutional and legal regimes that govern oil and gas, attendees will learn about the key principles of the laws and host government contracts that regulate oil and gas activities.This will include a section that describes the economic terms related to oil and gas fiscal systems. After developing an understanding of the terms under which private organisations can conduct oil and gas development, the course will review the agreements that are entered into by private organisations for the joint development, processing and marketing of oil and gas.

I found the course very interesting and important for my professional development.

Sergey Samtsov, Associate, Baker Botts LLP, WLS&COG December 2004

The course was very good and relevant, I have certainly learnt a lot.
Anthony Mbakwe, Commercial and Business Development, International Global Exploration Africa, Statoil ASA., WLS&COG December 2004

Format
The course leaders will use a lecture format for this course, but interaction, questions and discussion will be encouraged.While the intention is to provide an understanding of the legal systems that govern world oil and gas activities, specic examples from various countries will be used to demonstrate relevant provisions and issues. Attendees will also receive a comprehensive set of the course notes that will include sample laws, host government agreements, joint development agreements and other documents that will be the subject of review and discussion during the course.

Course Location
30 Pavilion Road, Knightsbridge, London SW1
A unique private venue, 30 Pavilion Road is an elegant Georgian country house in the heart of Knightsbridge. It has been chosen to provide our delegates with exclusive use during the 5 days, which leads to a relaxed yet focused course. The website link for the venue, for your interest is: http://www.searcys.co.uk/venues/30pavrd.html

Certificates/CPD Points
Personalised certificates will be awarded to participants who successfully complete the programme. CWC School for Energy Limited is a member of the CPD, Continuing Personal/Professional Development Certification Service and the World Legal Systems and Contracts course has been independently certified.The participants will also receive a declaration of attendance of a certified CPD course.

Who Should Attend?

Professionals from the oil and gas industry, both from the private and public sectors, that need to broaden their knowledge of the legal systems governing the industry globally. Executives that need to understand the most commonly established forms of contracts, to be in a better position to negotiate new contracts or review old ones. So, whether you are an E&P manager, a government adviser, a legal counsel or a country manager, this course fully prepares you to join a negotiation because you will have a better understanding of the global legal structures that govern the industry and the contracts that bind the different players.

It has been a wonderful experience; I broadened my horizon and acquired so much knowledge in a few days.
Olusegun Abdul, Accountant, Elf Petroleum Nigeria Limited, WLS&COG June 2005

Delegates during a practical exercise at WLS&COG December 2004

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WORLD LEGAL SYSTEMS & CONTRACTS FOR OIL AND GAS

28 November-2 December 2005 30 Pavilion Road, Knightsbridge, London, United Kingdom

HOW TO BOOK Telephone

+44 20 7089 4200
to reserve your place

Fax
your completed form to

+44 20 7089 4201

E-mail
your details to us at

bookings@thecwcgroup.com

Post
the completed form together with payment to:
FEE:

2,899.00 + VAT @ 17.5%

Your fee for the full five days includes tuition, documentation, morning coffees, lunches and refreshments. BOOK AND PAY BEFORE THE 31ST AUGUST 2005 AND RECEIVE A 300 DISCOUNT Multiple discounts are available, please contact: Greg Holmes on Tel: +44 20 7089 4161 or e-mail: gholmes@thecwcgroup.com

CWC School for Energy Limited 3 Tyers Gate London SE1 3HX, UK
www.thecwcgroup.com
VENUE
30 Pavilion Road, Knightsbridge, London SW1X OHJ

HOTEL INFORMATION Mr/Mrs/Ms/Other Company Position E-mail Address Name

Hotel accommodation and travel cost are not included in the registration fee. CWC School for Energy Limited has negotiated discounted rates at nearby hotels as well as at the B&B adjacent to the venue. Lowndes Hotel (4* deluxe) 21 Lowndes Street, London SW1 Tel: +44 20 7823 1234 Approx 5 minutes walking distance (Use of the Carlton Tower Health Club is included in the room rate. The Carlton Tower is a 5* hotel across the road from the Lowndes) Rate from 135 + VAT Millennium Knightsbridge (4*) 17 Sloane Street, London SW1 Tel: +44 20 7235 4377 Approx 2 minutes walking distance Rate from 123.50 + VAT 30 Pavilion Road B&B Pavilion Road 30, London SW1X 0HJ Tel: + 44 20 7584 4921 Adjacent to the venue. A B&B i.e. strictly bed and breakfast not a hotel. Breakfast is served in the guests room. Rate from 66 + VAT Please note that the rates are indicative and may increase for 2006 bookings. Please contact the hotels directly and quote BOOKING REFERENCE GA2 when booking to get the discounted rates or use the hotel booking form that will be sent to you when you register as a delegate. It is recommended you book early to secure the reduced rates.

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PAYMENT FULL PAYMENT MUST BE RECEIVED PRIOR TO THE START OF THE

COURSE, WITHOUT WHICH ENTRANCE WILL BE PROHIBITED

Cheque: I enclose a cheque made payable to CWC School for Energy Limited for
please send cheques to 3 Tyers Gate, London SE1 3HX, UK

Bank Transfer:
Barclays Bank Plc. Account no: 30827061. Sort code: 20-78-58. IBAN: GB71 BARC 2078 5830 8270 61 SWIFTBIC: BARCGB22

BOOKING CONDITIONS
A confirmation letter and invoice will be sent to you on receipt of your booking. Payment must be received before the course date. If payment is not received, delegates will be asked to guarantee payment at registration with a personal credit card. If you are unable to attend, a substitute delegate is always welcome. If you cancel your place more than 2 weeks before the event we shall charge an administration fee of 300 plus VAT @17.5%. If you cancel your registration within two weeks of the event or fail to attend the event then the full fee shall be applicable. Cancellation must be made in writing. It may be necessary for reasons beyond the control of the organisers to alter the content, timings or venue. CWC School for Energy Limited will not accept liability for any transport disruption or individual transport delays and in such circumstances the normal cancellation restrictions apply.

All Bank Transfers must be marked clearly with the name of the delegate and invoice number.

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The personal information provided by you will be held on a database and may be shared with companies in the CWC Group. Sometimes your details may be made available to external companies for marketing purposes. If you do not wish your details to be used for this purpose, please write to Database Administration, CWC School for Energy Limited, 3 Tyers Gate, London SE1 3HX, UK.

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