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Joint Operating Agreement
"I need a Joint Operating Agreement under Nigerian law for a deepwater oil project between NNPC (60% interest) and our company (40% interest), with specific provisions for local content compliance and gas flaring restrictions."
1. Parties: Identification of all participating parties, including their registered addresses and company details
2. Background: Context of the agreement, including details of the relevant license or lease and historical context
3. Definitions and Interpretation: Comprehensive definitions of terms used throughout the agreement and rules of interpretation
4. Participating Interests: Specification of each party's percentage interest in the joint operation
5. Operating Committee: Structure, voting rights, meeting procedures, and decision-making processes of the operating committee
6. Operator: Appointment, rights, duties, and limitations of the operator's role
7. Work Programs and Budgets: Procedures for proposing, approving, and revising work programs and budgets
8. Operations: Rules governing joint, exclusive, and sole risk operations
9. Default: Consequences and procedures in case of default by any party
10. Transfers and Change of Control: Rules governing the transfer of interests and changes in control of parties
11. Withdrawal: Procedures and consequences of withdrawal from the agreement
12. Abandonment: Provisions for decommissioning and abandonment of facilities
13. Confidentiality: Obligations regarding confidential information and permitted disclosures
14. Force Majeure: Definition and consequences of force majeure events
15. Applicable Law and Dispute Resolution: Choice of law and procedures for resolving disputes
16. Term and Termination: Duration of the agreement and circumstances for termination
1. Health, Safety and Environment: Detailed HSE requirements and procedures, recommended for high-risk operations
2. Local Content: Specific provisions for meeting Nigerian content requirements, necessary when significant local content obligations apply
3. Training and Technology Transfer: Provisions for training local staff and technology transfer, important for agreements with significant local development components
4. Anti-corruption and Compliance: Detailed anti-corruption provisions, recommended for international partnerships
5. Insurance: Specific insurance requirements beyond standard provisions, important for high-risk operations
6. Security: Provisions for physical security arrangements, recommended for operations in high-risk areas
7. Gas Marketing: Specific provisions for gas commercialization, needed when gas production is anticipated
1. Schedule A - Accounting Procedure: Detailed procedures for joint account management, cash calls, and cost allocation
2. Schedule B - Contract Area: Detailed description and maps of the contract area
3. Schedule C - Uniform Project Implementation Procedure: Standardized procedures for implementing joint projects
4. Schedule D - Decommissioning Procedure: Detailed procedures for decommissioning and abandonment
5. Schedule E - HSE Procedures: Detailed health, safety, and environmental procedures
6. Schedule F - Procurement Procedures: Detailed procurement rules and local content implementation
7. Appendix 1 - Initial Participating Interests: Table showing initial participating interests of all parties
8. Appendix 2 - Operating Committee Representatives: List of initial operating committee representatives
9. Appendix 3 - AFE Approval Matrix: Matrix showing approval thresholds for different types of expenditure
Authors
AFE (Authorization for Expenditure)
Affiliate
Agreed Interest Rate
Annual Work Program
Applicable Law
Assignment
Associated Gas
Budget
Business Day
Cash Call
Change in Control
Commercial Discovery
Completion
Connection Point
Consequential Loss
Contract Area
Crude Oil
Default Notice
Defaulting Party
Development Operations
Development Plan
Effective Date
Emergency
Environmental Law
Exploration Operations
Force Majeure
Government
Gross Negligence
Host Community
Hydrocarbons
Joint Account
Joint Operations
Joint Property
Legal Representative
License
Local Content Requirements
Material Contract
Minimum Work Obligations
Natural Gas
Non-Consent Operations
Non-Defaulting Party
Non-Operating Party
Non-Operator
Operating Committee
Operating Costs
Operator
Participating Interest
Party/Parties
Petroleum
Petroleum Operations
Production Operations
Quarter
Sole Risk Operations
Transfer
Unit Operating Agreement
Well
Willful Misconduct
Work Program
Year
Participating Interests
Operating Committee
Operator Rights and Duties
Work Programs and Budgets
Joint Operations
Sole Risk Operations
Non-Consent Operations
Default
Force Majeure
Assignments and Transfers
Withdrawal
Decommissioning and Abandonment
Confidentiality
Environmental Protection
Health and Safety
Local Content
Anti-Corruption and Compliance
Dispute Resolution
Governing Law
Termination
Insurance
Intellectual Property
Notices
Training and Technology Transfer
Security
Liability and Indemnity
Host Community Development
Accounting and Auditing
Taxation
Emergency Response
Change in Control
Gas Marketing
Surface Rights
Amendments
Oil and Gas
Energy
Natural Resources
Petroleum
Mining
Maritime
Environmental Services
Legal
Operations
Commercial
Finance
Joint Venture Management
Technical
Compliance
Health Safety and Environment
Business Development
Project Management
Risk Management
Government Relations
Procurement
Chief Executive Officer
Managing Director
General Counsel
Legal Director
Operations Director
Commercial Director
Joint Venture Manager
Petroleum Engineer
Project Manager
Contract Manager
Finance Director
Technical Director
Compliance Officer
HSE Manager
Local Content Manager
Business Development Manager
Asset Manager
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