Ben H. Welmaker, Jr. Attorney at law Ben H. Welmaker, Jr. PC Tel: 832 566 0600 4848 Pin Oak Park #1009 Houston, Texas 77081-2285 bhwelmakerjr@gmail.com PRACTICE DESCRIPTION Ben H. Welmaker, Jr. practices in the area of U.S. and international upstream oil and gas transactions related to acquisition of oil and gas exploration and production rights (leasing; purchase and sale agreements; famin/farmout agreements; participation/joint bidding agreements, concession contracts, production sharing contracts and risk service agreements); negotiation and documentation of joint operations (operating agreements, accounting procedures; gas balancing agreements); drilling operations (drilling rig purchase and sale agreements; onshore and offshore drilling contracts; rig sharing agreements); oil and gas contractors (master service agreements). PUBLICATIONS, PRESENTATIONS AND ARTICLES Presenter, JOA Accounting Procedures, Rocky Mountain Mineral Law Foundation, International Oil & Gas Law, Contracts, and Negotiations, Doubletree Hotel Downtown, Houston, Texas September 25, 2013. Author, Reeder v. Wood County Energy, LLC (Joint Operating Agreement Exculpatory Clauses), South Texas College of Law 26 th Annual Energy Law Institute for Attorneys and Landmen, (August 28, 2013);. Co-presenter, The 2012 Model Form International Accounting Procedure and Guidance Notes; and The 2012 AIPN Model Form International Unit Accounting Procedure and Guidance Notes; The Association of International Petroleum Negotiators Model Contracts Workshop, June 16-19, Hotel Okura, Amsterdam, Netherlands 2013. Co-author, Contract Structures for Petroleum Transactions in Latin America: Investment in the Petroleum Industry Through Joint Ownership, in INTERNATIONAL OIL AND GAS TRANSACTIONS IN LATIN AMERICA 33 (Ricardo Colmenter & David Enríquez eds., Instituto Tecnológico Autónomo de México 2011). Author, Deepwater Horizon BP Well Blowout, Contractual Indemnities/Statutory Liability/Effect on US Gulf of Mexico Oil and Gas Industry - 2010. Presenter, Production Sharing Contracts In Context, Pre-Salt at the University of Sao Paulo: Cycle of Seminars, Models of Industrial Organization and Oil and Gas Contracts (Pré-Sal na USP: Ciclo de Seminários, Modelos de Organização Industrial e Contratos em Petróleo e Gás Natural), Sao Paulo, Brazil, April 23, 2010. The 2004 AIPN Model Form International Accounting Procedure, Claims For Adjustments and Audit Issues and the Upcoming Revision - The University of Texas School of Law, the Oil, Gas and Energy Resources Law Section of the State Bar of Texas, 2010 International Energy Transactions, January 20-21, 2010, Houston, Texas. 1
Co-presenter, Production Sharing Contracts, Implications for Pre-Salt Development in Brazil - presentations to the ANP, the IBP and Petrobras, Rio de Janeiro, Brazil, December, 2009; Co-author, Common Legal Issues in U.S. Shale Plays - Oil, Gas and Energy Resources Law Section Report, State Bar of Texas, Vol. 34, Number 2, December 2009; Confidentiality Agreements In Context; South Texas College of Law 22nd Annual Energy Law Institute, September 2-3, 2009, Houston, Texas; REPRESENTATIVE CLIENTS, CASES OR MATTERS ANGOLA Handle farmin transactions in Angola to acquire rights in production sharing contracts; Represent a party to a production sharing contract in Angola to assert title to its participating interest after receiving a notice of cancellation of the production sharing contract; ARGENTINA Represent a client in negotiating an agreement with the Province of Neuquen in Argentina for acquisition of oil and gas rights under an Agreement for Temporary Union of Companies and a related operating agreement; Draft and negotiate exploration agreements and operating agreements for onshore exploration drilling in the Province of Buenos Aires, Argentina; Interpret and assert rights under previously negotiated joint operating agreements with an Argentine Operator for onshore operations in Tierra del Fuego in Argentina; AUSTRALIA Submit applications to qualify to bid in multiple offshore bid rounds for exploration permits in the Timor Sea and Northwest Shelf areas of Australia; Draft and negotiate farmout of two offshore permits in the Timor Sea; Prepare a joint bidding agreement and an operating agreement with New Zealand, Australian and US parties to acquire and operate oil and gas rights offshore Australia; BOLIVIA Assist in procedures and strategies resulting from nationalization of Bolivian Gulf Oil Company; Advise on acquisition of new oil and gas concessions; BRAZIL Draft cross assignments of interests in two oil and gas exploration and production concessions in Brazil; Prepare joint bidding and operating agreements for operations in Brazil; prepare and submit applications to qualify a bidder to bid in two ANP bid rounds; Prepare assignment of an offshore drilling contract for operations offshore Brazil CAMEROON Prepare a farmout agreement and rig sharing contract for operations in the Republic of Cameroon; Represent a client applying for a production sharing contract. CANADA Handle negotiations of the farmin of drilling permits and licenses in Alberta and British Columbia, Canada; CENTRAL AFRICAN REPUBLIC Represent a client applying for a production sharing contract with sovereign guarantees. CHINA 2
Prepare farmin agreements and related operating agreements for exploration operations offshore China in the South China Sea; COLOMBIA Represent a client in connection with amendment of a drilling contract for operations in Colombia; Advise a client of its rights to limit its obligation to participate in joint operations to that required by the Minimum Work Obligation under an Exploration and Production Contract with the National Hydrocarbons Agency of Colombia; Represent a client in the acquisition of rights to explore for oil and gas in Colombia and handle documentation required for joint operation of the properties; CÔTE D IVOIRE Handle local participation contract in onshore oil and gas project. ECUADOR Represent Gulf Oil Corporation in operating agreement and accounting procedure issues with its 50/50 co-working interest owner Texaco in joint operations in Ecuador; Represent Coastal Oil & Gas Corporation in qualifying to bid, forming a bid group and filing a bid for an enhanced recovery project in Ecuador; Represent a US service company in making a proposal to the government oil company for a participation service contract; EQUATORIAL GUINEA Draft and negotiate a production sharing contract and operating agreement for operations in Equatorial Guinea; Represent a non-operator in unitization negotiations in Equatorial Guinea; Review and revise offshore drilling contracts and rig sharing agreements for drilling operations offshore Equatorial Guinea and Ghana; INDONESIA Draft and negotiate a farmin agreement and an operating agreement related to acquiring an interest in a production sharing contract over an area in Borneo; Work with Pertamina in preparing a production sharing contract over an area offshore East Java and advise on the rights and obligations of a client under the Pertamina model form production sharing contract; Participate in an international ICC arbitration in NY involving a farmout agreement covering a production sharing contract in Indonesia. MEXICO Prepare a risk assessment for a service company client in connection with the Pemex Service Contract for Exploration, Development and Production of Hydrocarbons and Participation Agreement in the 2011 bid round. NIGERIA Represent an operator in preparing and negotiating an engineering service agreement and natural gas brokerage contract for onshore projects Represent a client in connection with a farmin agreement, operating agreement and technical services contract for operations in Nigeria and in drafting natural gas purchase and sale agreements for the sale of natural gas in Nigeria; Represent a client engaged in drilling operations in Nigeria in drafting and negotiating drilling contracts and related service agreements; 3
PAPUA NEW GUINEA Negotiate and draft participation agreement with an Australian company for operations in Papua New Guinea. PERU Represent a client in connection with a farmout agreement under a concession contract in Peru; Qualify US oil and gas exploration companies to acquire oil and gas exploration and production rights in Colombia and Peru and prepare farmout and joint operating agreements related to exploration and production operations in both countries; Successfully represent three non-operators in the arbitration of a dispute over direct charges under the accounting procedure exhibit to an international operating agreement covering operations in Peru; Assist a client to acquire license contracts from Perupetro through direct negotiations and negotiate approval by Perupetro to consolidate two license contract areas; SAUDI ARABIA Negotiate with Saudi Arabian authorities for rights to build an ammonia plant in Saudi Arabia using associated gas as feedstock; SIERRA LEONE Advise the government of Sierra Leone on hydrocarbon projects and policy; SOUTH AFRICA Structure farmin negotiations, handle disputes under operating agreements and manage maritime transportation agreements for a client arising out of oil and gas operations in South Africa; UK Advise on the rights and obligations of a company under joint operating agreements over blocks in the UK North Sea; US Represent an Indonesian natural gas company in negotiations with the developer of an LNG Plant involving investment in a limited partnership; reservation of natural gas pipeline capacity to transport natural gas to the tailgate of the LNG plant; and terms of a terminal services agreement; Represent an international oil and gas company in a USD 1.2 billion transaction for the purchase of oil and gas leasehold rights for unconventional resource development in Oklahoma and Kansas; Review and revise daywork drilling contracts with special provisions for Arctic conditions for operations on the North Slope of the Brooks Range in Alaska; Represent a national oil company in the farmin of interests in four deepwater offshore blocks in the Gulf of Mexico and in drafting and negotiating an operating agreement for joint operations on the blocks; Represent a client in the settlement of a dispute under a Participation Agreement for acquisition of oil and gas leases in the Eagle Ford Shale area of South Texas; Represent a client in drafting and negotiating a Prospect Development Agreement for onshore South Louisiana oil and gas exploration and production operations; Represent a national oil company in a farmin of Federal oil and gas leases over shelf and deep water blocks in the US Gulf of Mexico; 4
Represent an international oil and gas company in the acquisition of oil and gas rights under private, onshore oil and gas leases in Ascension and Iberville Parishes, Louisiana and supervise due diligence and title curative work; Represent the purchaser in drafting and negotiating a purchase and sale agreement for the acquisition of oil and gas producing properties in Texas, Louisiana and other US jurisdictions; Prepare purchase contracts for acquisition of land drilling rigs in the US for export to Mexico and Brazil; VENEZUELA Draft local operator funding agreements to comply with Venezuelan foreign exchange and tax regulations; Advise on an agreement with PDVSA for a heavy oil project in the Faja or Orinoco Belt; Qualify private companies for competitive bid rounds for rights in conventional oil and gas projects, handle bid round participation; arrange for bid bonds and bank guarantees; draft agreements for participation by local partners; work with local counsel; interpret granting instruments; review translations from Spanish to English and English to Spanish. BRAZIL: Represent companies in two ANP bid rounds. AWARDS AND RANKINGS The Best Lawyers in America (Natural Resources Law), 2012 Legal Media Group s (Euromoney s) Guide to the World s Leading Energy and Natural Resource Lawyers, 2012 The International Who s Who of Energy Lawyers 2013 AIPN Education Award 2012-2013 PROFESSIONAL AFFILIATIONS State Bar of Texas Florida Bar American Bar Association Association of International Petroleum Negotiators (AIPN) EDUCATION: The University of Texas School of Law (LL.B.) (1967) The University of Texas at Austin (B.A.) (1964) LANGUAGE - Spanish (fluent) 5