IN-PERSON CLASSROOM SEMINARS

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How to Develop and Negotiate Winning Electric & Energy Business Sales Contracts-- Fundamentals and Practical Applications
New Low Seminar Price!

A Two-Day Classroom Seminar (CPE Approved)

This practical course will enhance your skills and knowledge in understanding, developing and negotiating key contract terms, for domestic and international energy and power industry business sales contracts for assets, software, equipment, and services. The concepts and techniques addressed in this seminar apply whether one is selling or buying equipment for a gas-fired electric generating plant, negotiating an oil & gas drilling asset deal, or structuring a transaction for business services.

The course builds upon two predicates: the business context and the legal framework. These will both be explored using realistic scenarios and examples. The business context includes "who, what, when, where and why:" the parties, business deal, timing, location and objectives. The legal framework starts with UCC Article 2 - Sales of Goods. This law applies to commercial contracts (except in Louisiana), whether one is selling a turbine, gas or electricity. The course will contrast the UCC with its international counterpart: the UN Convention on Contracts for the International Sale of Goods (CISG). Some key differences between U.S. and international practices will be reviewed.

Once one understands the business deal and the legal framework, appropriate contract language can be developed. Relevant energy industry forms or precedents provide a useful starting point, but each term or clause serves a purpose. Translating the business deal into clear contract language represent the first priority. One should follow the money through pricing and payment terms. Risks must be allocated. Unexpected events and the endgame should be anticipated. Last but not least, actual implementation requires forethought. All of this becomes more complex with global commerce, electronic transactions and regulatory compliance issues. Using samples and hands-on exercises, attendees will share good drafting practices and improve upon their techniques. By the end, every attendee should feel more comfortable with handling transactions virtually anywhere in the world.

What You Will Learn
  • The most relevant parts of the Uniform Commercial Code for energy contracts
  • How international commercial laws and practices differ from the UCC
  • The importance of understanding and tailoring the business deal
  • Finding the right model or template for developing a workable contract
  • Structuring a contract to fit the energy industry and the deal
  • The meaning and possible variations of contract terms
  • How to (and how not to) negotiate key provisions
  • Ideas for mitigating contract risks by implementation
Seminar Agenda
Untitled Document

INTRODUCTION

-Why Enforceable and Well-Written Contracts Matter

-Examples of the Good, the Bad and the Ugly

-Basic Contract Concepts and Structures

 THE BUSINESS CONTEXT

-Determine Business Goals, the Parties and the Various Players' Roles

-Who - The Parties, their Relationship and Leverage

-What - Contract Scope

-When - Time Frame and Duration

-Where - Project Location(s)

-Why - Contract as Vehicle to Achieve Business Goals

CONTRACTS LAW

-Salient provisions of the Uniform Commercial Code for U.S. sales of goods

-Comparing the UN Convention on Contracts for the International Sale of Goods to the UCC

-Unique International Sales Issues (e.g., Taxes, Currency Exchange, FCPA)

-Other applicable laws affecting the contract

-Addressing Legal Requirements via Contract Terms

TRANSLATING BUSINESS DEAL TO CONTRACT

-Who's Doing the Drafting?

-The Right Form or Precedent for the Contract - Some Model Forms

-Determining the Parties' Intentions and Objectives

-Prioritizing Deal Points

-Identifying Risks and Gray Areas

 FOLLOW THE MONEY

-Price and Payment Terms

-Financial and Performance Security

-Interrelationship with Other Contract Provisions

 FROM START TO FINISH  - CONTRACT SCHEDULE

-Effective Date(s)

-Conditions such as Government Approvals, Permits and Licenses

-Schedule for Performance and Completion

-Delay Liquidated Damages and Other Remedies

 QUALITY ASSURANCE

-Standards and Metrics

-Product Warranties and Performance Guarantees

-HSSE Compliance

-Third Party Roles (e.g., Subcontractors and Consultants)

-Remedies for Breach

 ANTICIPATING THE UNEXPECTED (3:45 - 4:30)

-Dive into Uncontrollable Circumstances such as Force Majeure

-Changes in Company Ownership or Control

-Bankruptcy and Insolvency

-Change Orders

 DEVILS IN DETAILS - END GAME PROVISIONS

-Early Termination and Remedies

-Dispute Resolution

-Legal Compliance Risks

-Liability Limitations

-Indemnities and Knock for Knock Provisions

-Protecting Intellectual Property and Confidential Information

GENERAL AND MISCELLANEOUS PROVISIONS

-Assignment of Rights and Delegation of Duties

-Severability, Survival

 PROJECTS GONE SOUTH 

-Understanding Contract Terms and Options

-Addressing Problem Areas through Implementation

-Recognizing Ambiguities and Uncertainties

-Dispute Resolution: Negotiation, Mediation, Arbitration and Litigation

 PRACTICE MAKES ALMOST PERFECT

Workshop on Drafting, Critiquing and Revising Contract Language

Hotel and Seminar Information
This two-day seminar will be held at the hotels listed below or can be conducted on-site at your facilities. The seminar will start promptly at 8:00 AM and will finish at 4:30 PM on the first day. On the second day, the seminar will resume at 8:00 AM and will finish at 12:30 PM. The program includes continental breakfast, lunch, and coffee breaks on the first day. On the second day a continental breakfast and coffee breaks are included. Attendees also receive a professionally produced seminar manual that can serve as a valuable office reference. Dress is casual for all seminars.
COVID 19 Information: Please click here for the PGS Covid-19 policy. You can confirm each hotel's specific COVID 19 policy using the link(s) provided below.
Registration Fee and Discounts
The price for this comprehensive two-day seminar is $1,195 (USD).
Register online or Call (440) 853-1038.
  • Additional attendees and government employees receive a 10% discount.
  • Register 4 or more attendees and receive 20% Off. Special pricing is available for groups of 5 or more.
    If you want attendees to pay with separate credit cards or have other questions, please call (440) 853-1038 for assistance.
Payments and Cancellations
Payment is due prior to the start of the seminar by Visa, Master Card, American Express, or corporate check. Seminar fees will be charged to your credit card at the time of registration unless other arrangements have been made. Please make checks payable to "PGS Energy Training" 26 Teal Lane • Hilton Head Island, SC 29926. Cancellations will result in a credit that is good for 2 years which can be transferred to a colleague. Substitutions may be made at any time. For more information on PGS policies regarding administrative matters and complaint resolution, please contact our offices at (440) 853-1038.
CPE Credits in Specialized Knowledge

This live group seminar is eligible for 13.0 CPE credits. Be aware that state boards of accountancy have final authority on the acceptance of individual courses for CPE credit. As of January 1, 2002, sponsored learning activities are measured by program length, with one 50-minute period equal to one CPE credit. One-half CPE credit increments (equal to 25 minutes) are permitted after the first credit has been earned in a given learning activity. You may want to verify that the state board from which your participants will be receiving credit accept one-half credits.

PGS Energy Training is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of accountancy have final authority on the acceptance of individual courses for CPE credit. Complaints regarding registered sponsors may be submitted to the National Registry of CPE Sponsors through its website: www.nasbaregistry.org. CPAs interested in attending any seminars should contact our offices for details on CPE credits granted and any prerequisite requirements.
PGS Energy Training is registered with GARP as an Approved Provider of Continuing Professional Development (CPD) credits. If you are a Certified FRM or ERP, please record this activity in your Credit Tracker at http://www.garp.org/cpd. Please inform PGS Energy Training that you are a GARP CPE participant upon seminar registration.

The Global Association of Risk Professionals (GARP) is a not-for-profit membership association dedicated to preparing professionals and organizations for making better-informed risk decisions. GARP's membership represents more than 150,000 risk management practitioners and researchers at academic institutions, banks, corporations, government agencies, and investment management firms in 195 countries and territories. GARP administers the Financial Risk Manager (FRM) and Energy Risk Professional (ERP) Exams – certifications recognized by risk professionals worldwide. Visit www.garp.org/cpd.
Who Should Attend

This seminar will benefit almost anyone who is involved in the energy or electric power industries. Inexperienced as well as seasoned professionals in sales and marketing, procurement, risk management, contract administration, project management, finance, accounting or legal roles will receive important insights from this seminar. Gaining increased sophistication might save your company from losing money from poorly written contracts. Types of companies that would typically attend this type of program include energy producers, equipment suppliers, electric and municipal utilities, financial institutions, software or project developers, industrial companies; accounting, consulting & law firms and government regulators.

Prerequisites and Advance Preparation

This fundamental level group live seminar has no prerequisites. No advance preparation is required before the seminar.

Why Choose PGS?

PGS seminars are known for their clear explanations and in-depth content. Register for a PGS class today, and join the over 10,000 energy professionals who have already attended one of PGS's proven programs.

Program Level & Delivery Method
Basic level. This fundamental course begins with basic material and then proceeds to the intermediate level. Delivery method is "Group-Live.”