IADC Contracts & Risk Management Conference

Start: 9 October 2018

End: 10 October 2018

Venue: Norris Conference Center – CityCentre
Location: Houston, Texas, USA

Conference Sponsors

 
 

Registration Information

Click Here To Register Online For This Event

  • Registration for this event is $500 per attendee. 
  • Employees of federal regulatory agencies may be eligible for a 50% discount on conference registration.
  • Speakers and sponsors are not eligible for online registration. (Complete the Conference Registration Form PDF below)
  • In order to receive a letter of invitation, IADC requires payment via Wire Transfer. The wire transfer information is included on the registration form. (Complete the Conference Registration Form PDF below)
  • Click here to download the Conference Registration Form (PDF format)

 

Conference Links

For questions regarding the conference, please contact Lori Gagula at lori.gagula@iadc.org or +1.713.292.1945.

Introduction

The biennial IADC Contracts & Risk Management Conference explores pertinent issues affecting contracts and risk management within the drilling industry. Speakers report on market issues, contract provisions, new contract requirements and indemnification issues, to name a few.

Earn MCLE’s!
IADC was approved for 9 participatory CLE hours (8.5 General/.5 Ethics) by the
Texas State Bar Association, 11.5 participatory CLE hours (10.5 General/1 Ethics) by the Oklahoma Bar Association and 9.5 participatory CLE hours (8.5 General/1 Ethics) by the Louisiana Supreme Court.

Conference Program

Tuesday, 9 October

7:45 am  Registration & Coffee Service  Sponsored by Eversheds Sutherland (US) LLP  Red Oak Ballroom AB

7:50 am  Speaker Briefing  (Speakers, Moderators & Session Chairs only)  Magnolia Room

8:30 am  Welcome & Introduction  Magnolia Room

  • Jason McFarland, President, IADC

IADC Contracts Committee Activities Update: Stacey Earley, Chair, IADC Contracts Committee; Director, Global Marketing Contracts & Proposals, Transocean

8:45 am  State of Insurance Market: Jim Pierce, Deputy Co-Chair, Global Specialty and Head of Energy, Power & Mining, Jardine Lloyd Thompson Group plc
There are signs of life in the offshore drilling arena. Concurrently, the same can be said for the insurance market that specializes in the offshore drilling sector. Jim will provide an update on the current state of the insurance market as it pertains to upstream activities.

9:15 am  IADC Cybersecurity Guidelines – An Overview: Siv Hilde Houmb, Chair, IADC Cybersecurity Committee; CTO, Secure-NOK AS

9:30 am  Digital Safekeeping/Data Ownership
Moderator: Mike DuBose, Vice President – International Development, IADC

  • Olivier Lhommet, Director, Operations Applications, Rowan Companies
  • Josefina Villegas, IP & IM Policy Program Manager, Chevron
  • Ed Lai, Lead Supply Chain Counsel, Chevron

10:30 am  Coffee Service  Sponsored by Eversheds Sutherland (US) LLP

10:45 am  Bribery/Ethics
Session Chair: Stacey Earley, Chair, IADC Contracts Committee; Director, Global Marketing Contracts & Proposals, Transocean

An Update: Significant Developments in Employee-Related Risk Management Concerning Joint Employers and Temporary Workers: Kenneth Bullock, Shareholder, Munsch Hardt Kopf & Harr
The Occupational Safety and Health Administration (OSHA) and Department of Labor’s Wage and Hour Division (WHD) recently released modified documents outlining new requirements for employers. The presenter will give an update on how things have progressed under a new administration and address key takeaways from OSHA’s Temporary Worker Initiative and WHD’s Joint Employer guidelines, as well as provide recommended best practices for compliance.

Global Developments in Bribery and Corruption – Drafting Tips: David Leckie, Partner, Clyde & Co LLP
A number of important developments globally in the areas of bribery, corruption and regulatory law have been noted. It is vital that these issues are fully addressed in drilling contracts to ensure maximum contractual protection in the event of a regulatory issue, and to demonstrate to regulators that proper due diligence has been addressed by the parties within the contractual framework. Furthermore, legal privilege has come under attack as a result of several court decisions, and the manner in which investigations are carried out and documented needs to be carefully considered.

11:45 am  Luncheon  Red Oak Ballroom AB

12:45 pm  Deal Term Trends in Oilfield Service Company Transactions: Joe Perillo, Partner, Locke Lord LLP, Varun Babbili, Vice President, White Deer Energy
This presentation will analyze publicly available domestic oilfield service company acquisition agreements, along with certain private agreements that Locke Lord has been involved in, entered into since January 1, 2016. It will include discussions on topics such as baskets, basket carveouts, caps, escrows and representation, and warranty insurance.

1:15 pm  Contract Drafting Pointers
Session Chair: Mike DuBose, Vice President – International Development, IADC

Drafting Contractual Termination Provisions: Pay Attention Now, Get Paid Later: Mark Walsh, Partner, Clyde & Co LLP
In a soft but strengthening market, exploration companies seek to lock in low rates for extended periods but retain maximum flexibility to terminate the drilling contract at little or no cost. Contractual devices to achieve this come in a wide range of forms, from the unqualified ‘termination for convenience’ provisions, to termination rights linked to company drilling campaign approvals. Against the backdrop of past and current English case law, the issues that can arise, potential restrictions on the exercise of such rights, and how careful drafting can radically affect the balance between company and contractor will be considered.

Troubled Waters: Navigating Indemnity & Insurance Terms in Customer & Vendor Contracts: Micah Skidmore, Attorney, Haynes and Boone, LLP
Practical tips for language to consider, as well as to avoid, in drafting and reviewing standard indemnity terms and insurance requirements will be presented. The discussion will give the different perspectives and considerations involved when addressing a customer contract or a vendor agreement. Input from in-house counsel for domestic energy companies will be included.

Risky Business – Force Majeure and Risk Allocation under a Drilling Contract: Glenn Kangisser, Partner, Haynes and Boone CDG, LLP
An examination of the recent English High Court decision in Seadrill Ghana Operations Limited and Tullow Ghana Limited which considered Tullow’s right to terminate a drilling contract for force majeure in the case of a drilling moratorium affecting operations in one of the fields where they had contracted to drill using the “West Leo” drilling rig. The Court had to determine whether the contract had been validly terminated for force majeure or Tullow’s convenience in December 2016. The Court sided with Seadrill, concluding that Tullow was not prevented from drilling by any cause that would qualify as a force majeure and that the contract was therefore terminated for Tullow’s convenience. The presenter, who acted for Seadrill in the case, will highlight the key aspects of the judgment and will look more broadly at the topic of allocation of risk in drilling contracts in the context of claims for force majeure and frustration under English law.

2:45 pm  Coffee Service  Sponsored by Eversheds Sutherland (US) LLP

3:00 pm  Risk Allocation
Session Chair: Scott Gordon, Account Manager, Helmerich & Payne IDC

Willful Misconduct – When do those Carve-outs Really Apply in English Law?: Charles Lockwood, Partner, Jeremy Farr, Partner, Clare Kempkens, K&L Gates LLP
If you have agreed that willful misconduct should prevent recovery under an indemnity or reliance on an exclusion, then what exactly have you signed up for? Is there really a moral basis for treating willful misconduct differently and, if so, are all forms of misconduct equal? Do the definitions in common use mirror the definition in English law and is it worth pushing for changes? The presenters will look at practical examples of willful misconduct, how they might arise and whether the parties are really getting what they bargained for.

Digitalized Critical Control Systems: The Interaction of Risk Allocation, Insurance Coverage and Regulatory Compliance: Glenn Legge, Partner, HFW USA LLP, Chanaka Kumarasinghe, HFW Singapore
The reliance upon digitalized control systems and dedicated service programs to increase performance, enhance safety, and reduce costs in offshore drilling operations will be addressed. The traditional risk allocation and insurance tools do not consider the exposures related to the use and/or failure of these new systems or programs. The use of digitalized systems is also impacted by evolving regulatory requirements. HFW will address these issues under US, English and Singapore law.

A Comparative Analysis of Risk Allocation in Three International Offshore Model Drilling Contracts – An English Court’s Perspective: Kelechi Ofoegbu, PhD Candidate, University of Dundee, Scotland
Model contracts allocate risk in a similar manner, indicative of an entrenched industry practice, underpinned by a common understanding and acceptance that risk has been allocated in a way that is equitable, practical and optimal. The consistency of this industry practice, even after countless drilling contracts have been developed from the different models, is a clear indication of the fact that industry accepts this pattern as optimal. Even when it was thought that this risk allocation would be altered post-Macondo, it has endured, confirming the notion of its optimality within the industry.

4:30 pm  Day Rate Escalations in a Rising Market: Optimal Applications for Various Pricing Mechanisms: Stacey Earley, Chair, IADC Contracts Committee; Director, Global Marketing Contracts & Proposals, Igor Brucher, Director of Marketing, Transocean
As the drilling market improves, Operators are seeking to capture current low dayrates by bidding long lead-times, and Drillers costs are starting to rise.  How can the Driller protect margin when the market is changing in ways and at times not fully predictable? How can the Drillers’ customers stay in the market too?
Rate escalation methods may be the answer. This paper explores the methods of modifying day rates under long-term contracts during a strengthening market, and the optimal conditions for use of each method.

5:00 pm  Welcoming Reception  Sponsored by Locke Lord LLP  Red Oak Ballroom AB

Wednesday, 10 October

8:00 am  Registration & Coffee Service  Red Oak Ballroom AB

8:20 am  Welcome & Introduction  Magnolia Room

  • Mike DuBose, Vice President – International Development, IADC
  • Stacey Earley, Chair, IADC Contracts Committee; Director, Global Marketing Contracts & Proposals, Transocean

8:30 am  Risk Allocation
Session Chair: Mike DuBose, Vice President – International Development, IADC

Evolving Risks during the EPC Phase and their Impact on Drilling Contracts: Chanaka Kumarasinghe, Partner, HFW Singapore, Glenn Legge, HFW USA LLP
The presentation will address issues under US, English and Singapore law, illustrating to rig owners how they can adopt a broader risk management perspective when negotiating the multiple EPC contracts (design, rig building, with vendors for various equipment and logistics), and ensure all contractual indemnities and warranties seamlessly pass from the EPC phase to the parties entering into the drilling contract.

Indemnity Schemes and “Insurance Funds”: Clare Kempkens, Partner, Jeremy Farr, Charles Lockwood, K&L Gates LLP
“The commercial purpose of maintaining joint insurance in such circumstances is not only to provide a fund to make good the loss but to avoid litigation between [the parties],” so held the Supreme Court of England and Wales last year in The Ocean Victory. It was a reminder of the impact insurance provisions can have upon risk allocation in a contract. Can parties to drilling contracts also create such a fund and what implications might that have? We will look at the relationship between risk and insurance provisions and consider the effect of some common wordings linking the two.

Safe Crossings: Advice from the Intersection of Crisis, Investigation, and Litigation: Jack Massey, Partner, David Baay, Partner, Eversheds Sutherland (US) LLP

10:00 am  Coffee Service

10:15 am  Recent Case Review
Session Chair: Stacey Earley, Chair, IADC Contracts Committee; Director, Global Marketing Contracts & Proposals, Transocean

Update of Onshore Drilling Contract Case Law: Marvin Moos, Partner, Horne Rota Moos LLP
An overview and update on recent litigation involving construction of onshore IADC Form Drilling Contracts, as well as the impact of collateral contracts and master service agreements on apportioning indemnity and liability.

Overview of Recent Cases on Indemnity and Insurance: Chris Evans, Partner, Adams and Reese LLP
An overview of recent case law dealing with indemnity and insurance issues important to anyone working with drilling contracts will be presented, including a discussion of topics such as: The factors that determine whether a contract is maritime or non-maritime and how that determination affects enforceability; a new look at the interaction between the Oil Pollution Act and indemnity contracts; and the scope of indemnity agreements contained in Master Service Agreements.

11:30 am  Adjournment

  • Stacey Earley, Chair, IADC Contracts Committee; Director, Global Marketing Contracts & Proposals, Transocean


Unassigned Papers of Note:

Should a scheduled presentation become unavailable, an unassigned paper will be accepted for presentation. In addition, these presentations will be made available in the IADC conference proceedings, should the authors so desire.

Contract Valuation and Outlook: Jim Harden, Partner, Moss Adams LLP
Trends in value of offshore drilling rigs and contracts will be discussed. Using actual transactions, market research and public company data, we will examine how contract value is affected in volatile times and what contracted and uncontracted rigs are selling for.

Don’t Trip on your Way Up! Six Pitfalls in a (hopefully!) Rising Market: Jeremy Farr, Partner, Clare Kempkens, Charles Lockwood, K&L Gates LLP
The presentation will take a look at some of the latest carve-outs which have crept into indemnity schemes and exclusions during the downturn and some options for countering them. It will also look at ways in which contractors may find themselves tied into contracts for longer than they planned, notably through options and well in progress provisions. In contracts where margins may still be small, change in law and increased cost provisions are all the more important. We will finish by looking at how best to ensure that margins are protected as wages and other costs rise.

A Wireless World – Cyber Liability Problems Impacting E&P: Sarah Stogner, Attorney, Carver Darden
According to the US Department of Homeland Security, the energy sector was second only to critical manufacturing in cyber-attacks in 2015. From terrorists to unscrupulous competitors, cyber liability is a major concern. How are these “new” cyber risks allocated under current contractual agreements? What insurance is available? What does that insurance cover and exclude? Learn what you can do to help allocate and insure against these risks before an incident.

Conference Program Committee

Andrew Tietz, Consultant
Bill Cobb, Latshaw Drilling
Chris Menefee, Independence Contract Drilling
David Faure, Transocean
Ernie Nelson, Nabors Drilling USA
John Alvarado, Seadrill
Mark Rankin, Rankin Risk Analytics
Marvin Moos, Horne Rota Moos LLP
Nick Patterson, Ensco plc
Ron Potter, Transocean
Scott Gordon, Helmerich & Payne IDC
Stacey Earley, Transocean
Mike DuBose, IADC

Sponsorship Opportunities

There are five levels of sponsoring: Diamond sponsors, Platinum Sponsors, Gold Sponsors, Silver Sponsors and Event sponsorships.  Please find the benefits of the sponsor packages below. The conference sponsor will receive high profile recognition before, during and after the conference.

Diamond Sponsor Header

Diamond $25,000 (10 Comps*)

img-Platinum

Platinum $15,000 (5 Comps*)

img-Gold

Gold $10,000 (3 Comps*)

img-Silver

Silver $5,000 (1 Comp*)

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Event sponsorships are also available!

For more information please contact:

Lori Gagula, lori.gagula@iadc.org or Stephanie Carling, stephanie.carling@iadc.org at +1.713.292.1945.

* Comps refer to number of complimentary registrations

Venue Information

Norris Conference Center – CityCentre
816 Town and Country Blvd., Ste. 210, Houston, Texas 77024
Phone: +1.713.590.0950

Click here for map and driving directions

The venue is located between Hotel Sorella and Four Points Sheraton in CityCentre.
There is no negotiated room block associated with this meeting.

Press Policy

Complimentary press registration is limited to one (1) person per company. This individual must be a titled editor, writer, reporter or other bona fide editorial representative of a legitimate industry or consumer publication. Publishers and sales and marketing specialists are excluded from this complimentary registration practice and must pay the full conference registration fee to attend an event.

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Event Summary

IADC Contracts & Risk Management Conference