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Natural Gas Contracts 101
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2013 dates?
Please email your interest in attending this seminar in 2013 to
bheller@energyseminars.com
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COURSE DETAILS
CPE: 7.5 hrs
Course: Basic to Intermediate
Prerequisites: None
Instructional Method: Live
Cost: $898
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Brief:
This course spotlights gas contracts and, while focusing on the basics of gas sale contracts, will include transportation service agreements, operator balancing agreements, and joint operating agreements. Attendees will receive a brief overview of federal laws and regulations relating to natural gas merchants. Especially important is the Uniform Commercial Code (UCC) Article 2, which deals with sales. Attendees will learn the importance of understanding this important law that governs each and every wholesale gas transaction in the U.S. A full one-half of the course will be spent on a typical gas contract, as attendees learn the secrets all good gas contractors should know at the outset. This vital course should be taken by all who are new to the natural gas contracting business.
NATURAL GAS CONTRACTS 101
AGENDA
8:00-8:30 Continental breakfast and introductions
8:30-10:00 The natural gas sales business. From wellhead to burner tip, an introduction to natural gas and the “players” involved in buying and selling wholesale gas. You will learn the unique motivations that drive producers, marketers/traders, commercial users, manufacturing and power generation users, and the gas company [Local Distribution Companies or LDCs] in their gas sales/procurement and contract activities. The structure of Gathering Agreements, Transportation Service Agreements [TSAs], Operator Balancing Agreements [OBAs], and Joint Operating Agreements [JOAs]—as well as their relationship to gas contracts will be discussed.
10:00-10:15 Morning Break.
10:15-11:30 The laws and regulations affecting gas contracts. Federal laws govern the interstate transportation of natural gas; those laws also affect gas sale transactions. Since gas contracts are directly affected by the laws governing sales of goods, the portions of Article 2 of the Uniform Commercial Code that most impact gas contracts will be examined. Important contract clauses like warranties, amendments, waivers, force majeure, demands for adequate assurance, and others, come directly from this important law adopted in 49 states.
11:30-Noon Contract Basics. How is a contract formed? When is a deal a deal? If gas flows before a contract is signed, what are the rights and duties of the buyer and the seller? How can gas contract language be used to maximize contractual benefits?
Noon-1:00 Lunch provided.
1:00-2:30 Gas contract review—the beginning. The afternoon will be a clause-by-clause review of a basic gas contract. This session will focus on the Heading, Purpose and Procedures, Definitions, Term and Buyer’s/Seller’s Obligations. Basic and important issues like the dangers that lurk when delivery obligations are not clearly identified, how definitions can be manipulated to serve the contractor’s purpose, why both parties typically have three obligations in the contract, and others will be discussed.
2:30-2:45 Afternoon Break.
2:45-3:30 Gas Contract review—the middle. During this session, Transportation, Scheduling and Balancing, Gas Measurement and Quality, Delivery Failure, Billing and Payment, and Financial Responsibility will be covered. We will discuss how the definition of Transporter can affect transporter Imbalance Charges, how the payment cycle works in spite of the fact that seller’s usually do not have access to exact measurement information when the invoice is created, how gas quality issues are resolved when the gas causes damage.
3:30-5:00 Gas Contract review—the end. This final session will include discussions of Default, Force Majeure, Taxes, Warranties and Indemnities, Miscellaneous, and a standard form of Confirmation. Specific issues will include the difference between contract termination and contract cancellation, why the Force Majeure clause must be carefully drafted, the effect of indemnities that are provided by both sellers and buyers, and why awareness of tax laws is critical to both buyers and sellers.
5:00 Adjourn.
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 Download Agenda
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You Will Learn:
- The ABCs of natural gas contracting
- How to identify common contract language “traps”
- Why producers view contract terms differently than do manufacturing end-users, marketers, brokers, and Local Distribution Companies (LDC)
- Why it is imperative that every gas contract negotiator should understand the Uniform Commercial Code (UCC) Article 2 – Sales
- How federal laws and regulations relating to natural gas transportation affect non-regulated gas sales and purchases
- When to use “shall”, “will”, “must” or “may” in contract language
- How to develop a contracting “checklist”
- Ten helpful hints to use in negotiations
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CPE Credits: Registered with the National Association of State Boards of Accountancy as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of accountancy have final authority on the acceptance of individual courses. Complaints regarding sponsors may be addressed to NASBA, 150 Fourth Avenue North, Suite 700, Nashville, TN 37219-2417. Web site: www.nasba.org
We have entered into an agreement with the Texas State Board of Public Accountancy to meet the requirements of CPE rules covering maintenance of attendance records, retention of program outlines, qualifications of instructors, program content, physical facilities, and length of class hours. This agreement does not constitute an endorsement by the board as to the quality of the program or its contribution to the professional competence of the licensee.
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Refund Policy: If the registrant or his or her agent cancels a registration 3 days or more prior to the seminar date, Energy Seminars, Inc. (ESI) will impose a cancellation fee of $35 if paid by check, money order, VISA, or MasterCard, or $50 if paid by AMEX. If the registrant is a no-show or the registration is canceled less than 3 days prior to the seminar date, ESI can offer only a letter of credit to any future seminar.
For more information regarding our complaint and refund policies, please telephone our offices at 281-362-7979.
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Ann O'Hara
O’Hara Office, P.C.
1620 Skyline Drive
Lincoln, NE 68506
402.770.8830
402.474.6206 fax
www.ohara-law.com
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Professional Experience:
Ann O'Hara has 26 years experience as an attorney, focusing on energy law since 1988. She gained the majority of her energy experience as senior counsel for Aquila Energy Corporation in Omaha, Nebraska. In 1995, O'Hara began her own law practice and currently practices energy transactional law with an emphasis on over the counter derivative documentation. O'Hara's clients include some of the largest utility and energy company trading groups in the United States.
In 2000, O'Hara wrote her first book, "A Practical Guide to Gas Contracts” published by PennWell Publications. She is currently working on a second book, "Energy Derivatives and the ISDA Documentation" which includes a study of the 1992 and 2002 ISDA® Master Agreements and accompanying credit documents.
In addition to her law practice, O'Hara is a frequent lecturer on energy risk management issues and ISDA® documentation. She has presented seminars and workshops throughout the United States and Canada on gas contracting, introduction to the natural gas industry, the 1992 ISDA® Master Agreement, the 1994 ISDA® Credit Support Annex, the 2002 ISDA® Master Agreement, Master Netting Agreements, the NAESB Base Contract and the GISB Base Contract.
Education & Certifications:
She is a 1981 graduate of the University Of Nebraska College Of Law, and a member of the Nebraska State Bar Association, the National Petroleum Energy Credit Association, and the International Energy Credit Association.
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