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Bigger Picture - who controls the gas?
#6

Regarding who controls the gas from E/A:

Total is now Operator of the E/A field. This Operatorship is per terms of the Total/IOC SPA dated 3/26/2014.

Specifically, Section 3.10 [New PRL 15 JOA] which states:

"The Seller shall take and shall procure that its Related Bodies Corporate shall take all action under this Agreement and the PRL 15 lOA or New PRL 15 lOA (as the case may be) to facilitate the appointment of the Buyer or its Related Body Corporate as Operator and shall vote in favour of the appointment of the Buyer or its Related Body Corporate as Operator under PRL 15 lOA (or the New PRL 15 JOA, as the case may be).

Each party shall use its reasonable endeavours to procure that any other person holding an interest in the PRL 15 Title shall execute the New PRL 15 lOA and vote in favour of the appointment of the Buyer or its Related Body Corporate as Operator under the PRL 15 lOA (or the New PRL 15 lOA, as the case may be) as soon as reasonably practicable following execution ofthis Agreement."

These SPA terms obligate the Seller (IOC) to vote in favor of Total (Buyer) as Operator. It also obligates IOC to use its reasonable endeavors to procure that any other entity holding an interest in PRL 15 [ie. Oil Search, for the time being] also vote in favor of Total as Operator.

Assuming that Exxon will win the bid, Exxon will take IOC's place [as "Seller"] in the SPA, and be bound by its terms, including the obligation to retain Total as Operator.

Whether Exxon and Oil Search together hold a majority percentage of E/A is irrelevant under the terms of the SPA. Of course, Exxon can renegotiate the SPA with Total after taking over from IOC, but Total will be in the driver's seat to some extent by virtue of the terms of this portion of the SPA.

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RE: Bigger Picture - who controls the gas? - by 2126 - 07-24-2016, 02:26 AM

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