Oil, Gas & Mineral Law
This class provides an overview of U.S. oil and gas law. Students will gain an understanding of basic oil and gas law principles, derived from a combination of property, contract, administrative, tort, and constitutional law. The course provides an opportunity to take a law course that cuts across several core law-school subjects and from the perspective of a particular business—oil and gas, a business that deals with the most widely traded and strategically important commodity and that has important customs and practices that influence both contract and law. The law of all producing states will be considered with some emphasis on Oklahoma and Texas, the two states with large bodies of oil and gas case law and that most often provide divergent views on various oil and gas issues. At the end of the course, among other topics, students should be able to:
- Identify instances where the rule of capture applies to multi-tract situations and when spacing and density rules intervene to modify application of the rule of capture;
- Identify various common clauses in current and past oil and gas lease forms and apply these clauses to specific conveyance and production situations;
- Identify the basic present and future estate names and characteristics of various mineral and leasehold interests in Texas and Oklahoma;
- Calculate various royalties depending on the language used in royalty clauses in oil and gas leases and outstanding fixed or floating royalties deeds;
- Determine ownership of surface and mineral interests in various scenarios involving adverse possession in Texas;
- Identify whether a described interest is a royalty or mineral interest;
- Read and understand township-and-range maps, sectional maps, and property descriptions;
- Articulate qualitatively how royalty will be calculated on natural gas depending on the language used in an oil and gas lease’s royalty clause in Texas and Oklahoma;
- Determine whether a particular substance will be judicially determined to be a mineral or surface interest in Texas and Oklahoma; and
- Apply the Duhig principal to mineral conveyances
Texas Oil, Gas and Land Title
The purpose of this course is to build upon the concepts learned in the introductory Oil, Gas, and Mineral Law course. This course will further acquaint students with advanced aspects of Texas oil, gas, and mineral in its common law, gas industry, and study the standard issues a Texas title examiner will frequently address when evaluating title for a client, along with typical comments and requirements found in a title opinion. Finally, students will partake in a practicum, evaluating a runsheet and accompanying documents, and will then draft an original title opinion for a fictitious oil and gas client.
Transactional Skills-Energy Finance
The problem model will involve a typical transaction in the oil and gas industry. The initial problem will be the “monetization” of an offshore floating oil and gas platform in the Gulf of Mexico. The company owning the platform plans to use its value to borrow money to fund drilling wells in an established reservoir. Students will learn generally about the offshore oil and gas industry, especially producing hydrocarbons from underwater fields and moving them onshore. The platform will be conveyed to a subsidiary which will use it as collateral for a loan from foreign investors. The original owner will pay the subsidiary a monthly fee to use the platform for production. Documents will include the conveyance of the platform to the subsidiary, the use agreement, the loan agreement, a pledge (security agreement, and a legal opinion letter to the lender.
Transactional Skills-Oil & Gas
This drafting course introduces students to a hypothetical multi-faceted domestic onshore petroleum transaction. The scenario involves a mid-sized oil and gas exploration company attempting to acquire a position in a mature onshore field where most of the acreage has already been leased. Teams of students will draft leases for the unleased acreage within the prospect while also drafting a purchase and sale agreement (with form of assignment) to facilitate an assignment of other existing leases covering another portion of the prospect. These acquisitions will require a loan and thus a credit agreement and associated deed of trust over the acquired acreage will also be drafted. Regarding the remaining acreage of the prospect, the working interest of the existing leases not available for purchase will be acquired through a farmout agreement drafted to allow for the earning of acreage through drilling. Finally, a master service agreement will be drafted to provide the pertinent default contractual terms under which each specific site-preparation project will be conducted with various contractors.
Domestic Petroleum Transactions
This class covers practical aspects of the U.S. oil and gas legal regime, focusing on the relationship between energy companies and between energy companies and regulatory authorities. Topics of discussion include contracts and transfers by oil and gas lessees such as assignments, farmouts, operating agreements, purchase and sale agreements, and master service agreements. Oil and gas development on federal, state, and American Indian lands will be considered, as well as environmental regulation of the petroleum industry. Bankruptcy, energy finance, and land use control will also be covered, as well as purchase of domestic oil and gas assets by foreigners. The law of all producing states will be considered with some emphasis on Oklahoma and Texas, the two states with largest bodies of oil and gas case law and which most often provide divergent views on various oil and gas issues. At the end of the course, among other topics and tasks, students should be able to:
- Compile all the components of a joint operating agreement and exhibits thereto;
- Comprehend and draft an indemnity provision;
- Comprehend and draft an overriding royalty conveyance;
- Identify each specific type of applicable environment act/regulation (land use restrictions, performance standards, and imposed liability) and what exploration and production activities may trigger application of same;
- Calculate working interest owning (WIO) “beneficial” and “participating” interests in federal and fee units;
- Provide counsel in practice on the procedure and process for a foreign entity to purchase American energy assets; and
- Draft simple form of assignments.
International Petroleum Transactions
This course will provide an introduction to the foundational principles of international exploration and production, and the agreements that are integral to conducting hydrocarbon exploration and development. Although the focus of this course will be on the legal concepts and principles inherent in international oil and gas transactions, emphasis of the course will be from a practical, practice-oriented standpoint, focusing on issues encountered while negotiating, drafting and implementing agreements integral to international petroleum transactions. The course will also provide perspective and insight into international oil and gas activities from a commercial standpoint. Key principles that will be covered include the following:
- An overview of the energy industry and outlook for energy sources into the near future
- Overview and examination of international petroleum legislation, its objectives, structure and contents
- Overview and examination of representative Host Country Granting Instruments
- Introduction to common law versus civil law legal regimes
- Overview of fiscal systems
- International arbitration and dispute resolution and stabilization
- Significant agreements related to joint venture formation
- Confidentiality agreements
- Joint bidding agreements
- Farmouts
- Joint Operating Agreements
- Introduction to anti-corruption and anti-bribery legislation
- Exposure to contractual obligations and mechanics of abandonment/decommissioning obligations
Domestic Energy Law
This survey course is intended to serve as an introduction to the relevant issues in energy law and to help prepare a student for a career in one of the areas covered. If you were to become an attorney for a state public service commission or the Federal Energy Regulatory Commission, for example, this course will provide you with the basic foundation needed for such a job. Although it is a survey course that covers most aspects of energy not covered in other classes, from hydroelectric and nuclear power to the extraction and transport of natural gas to generation, transport, and distribution of electricity, we will explore several topics in depth, and you will gain a relatively detailed understanding of these topics. These will include the transmission of electricity and ratemaking associated with retail electricity sales. At the end of the course, students should be able to:
- Describe the history of American monopolies, identify the characteristics of a monopoly generally, and list and describe controls necessary for regulated industries;
- Understand ratemaking and identify the components of the public utility rate base equation and be able to categorize various costs faced by regulated industries;
- List and define the steps necessary to comply with the National Environmental Policy Act (NEPA) for major federal actions, including the Integrated Licensing Process;
- List the general location, development characteristics and challenges, and advantages and disadvantages of each of the following energy sources: coal, nuclear, wind, solar, natural gas, oil, hydroelectric, and geothermal;
- Describe the purpose, structure, and compliance process of the Surface Mining Control and Reclamation Act of 1977; and
- Describe the purpose, structure, and compliance process of the Public Utilities Regulatory Policy Act of 1978.
Water Law
This class is an overview of the concepts found in U.S. Water Law. The concepts taught in this course are increasingly critical to development of energy assets in America and the maintenance of the health and safety of its citizens. By the end of this course, you will be able to:
- Identify legal issues relating to the application of surface water, groundwater, and public rights in water;
- Determine which common law, statutory and/or constitutional principles are relevant to resolving these legal issues;
- Analyze the pertinent facts necessary to apply these laws and principles to the issues;
- Synthesize the law and facts to resolve the legal issues raised in the fact scenarios and problems.
Further, students will be able to compare and contrast the two general types of common law distribution regimes that apply to surface water, the five types that apply in groundwater jurisdictions, and the modern permit alternatives. Students will also be able to explain the difficulties created by, and possible solutions to, regulating surface water-groundwater connections and to distinguish between and apply state and federal public rights in water, including rights related to recreational use and navigation. Finally, students will be able to describe and discuss—in the context of a given set of facts—interstate allocation of water through congressional apportionment, interstate compact, equitable apportionment, and private litigation.