In September 2001 I moved to Dubai for my new job with Occidental Petroleum.  Back then, Oxy owned a portfolio of assets around the world.  Its army of expats hopped among them, rotating positions every three years or so.  While the faces changed, the agreements stayed the same.  Oxy had long-term concessions with its host governments, often with terms of 30 years.  In order to maintain continuity, Oxy created and used Agreement Handbooks, which were passed down through generations of management teams.  In places like Oman and Libya, I learned the value of Agreeme ..read more

Last year I attended a dinner party at a winemaker’s home in Napa Valley.  As the guests gathered in the host’s kitchen, I was introduced to the lead singer of one of the best-selling rock bands ever.  It turned out that both of us had spent time in Africa and shared a passion for the continent.  We immediately hit it off, laughing out loud together as we exchanged stories from our trips to Africa.  Then he asked what brought me to far flung nations like Guinea Bissau and Togo.  The conversation that followed went something like this: “I’m an energy lawyer,” I answered ..read more

I’m a contract lawyer.  My job is to artfully design contracts so that my clients make more money from their transactions.  I have a library of experiences, forms, and clauses that I call upon daily.  Sometimes I’m the one building the contract.  Other times I’m proposing changes to someone else’s. The heat of negotiation whips and mixes words, tilting phrases toward one meaning or another.  The process from drafting to signing can take days, months, or—sometimes—years.  My longest negotiation for a single contract was a twisting and turning saga of progress and s ..read more

When I am interviewing young lawyers, I want to know about their lifelong reading habits.  What books have they read?  Do they read for enjoyment?  What are they reading now?  And I mean real books—not social media feeds.  I do this because the most important skill for a transactional lawyer is reading stamina.  By reading stamina, I mean the ability to read and comprehend for 8, 10, or more hours a day.  Reading stamina is very much a product of experience: “Reading books is both a skill and a habit. As an acquired skill, reading is initially effortful but ..read more

Energy contracts are long documents, often spanning more than 100 pages.  It can take a couple of days just to carefully read one.  Changing one sentence in an energy contract can be like pulling a string on a sweater.  One change leads to another, and the second to yet more.  So, efficient legal work demands restraint when it comes to redlining an agreement.  Only redline what needs to be changed.  Unfortunately, the trend seems to be going the other way for several reasons: Unsupervised Young Lawyers.  Lazy partners “manage” their young lawyers by giving ..read more

Many of my clients have engaged consulting firms like McKinsey and Bain to tell them how to decrease legal costs.  In doing so, corporations and their consultants routinely swing between two legal services approaches: “more in-house counsel” or “more outside counsel.”  This blog examines a new, emerging option for controlling costs while maintaining quality: the “Outside General Counsel” law firm. In-House Counsel and Legacy Law Firms are Good at Different Things Compared to legacy law firms, in-house legal teams will generally: be cheaper on a per-hour basis (assuming the in-house ..read more

I am pleased to announce my new article in this month’s edition of the Energy Law Journal: REDUCING CONFLICT AND RISK: WHY PARTIES BENEFIT FROM USING ENUMERATED ADJUSTMENT CLAUSES IN ENERGY CONSTRUCTION AND SERVICES AGREEMENTS Synopsis: As the United States transitions to more renewable energy sources, spending under energy construction and services agreements is expected to double over the next decade. Each of these agreements contains an adjustment clause, which determines under what circumstances contractors are entitled to be paid more or receive additional time to complete their work ..read more

This Friday I’ll be speaking at SparkCon, a conference that focuses on innovations in the energy industry. One of the innovations I’ll be discussing is how GAILLE PLLC is challenging the legal service delivery models available to the energy industry. Over the last six years, we have been developing a new legal service delivery model that we call an “Energy Transactions Boutique.” This model came about as a result of my broad perspective on legal services: as an outside counsel provider of legal services at Vinson & Elkins; as an in-house counsel provider of legal services at Occidental Pe ..read more

Gaille Energy Blog Issue 93 explained the following four types of construction/services compensation and the incentives created by each: Lump Sum Unit Price Time & Materials (T&M) Actual Cost This issue discusses how incentive-based compensation mechanisms can be added to Actual Cost and T&M commercial structures. In Lump Sum and Unit Price contracts, a contractor is paid for achieving defined results: (i)         Lump Sum = successful completion of all of the work; or (ii)        Unit Price ..read more

This article explains the differences between the four types of compensation typically used in energy construction agreements: Lump Sums. The contractor is paid a flat price for successful completion of all of the work.  For example, a contractor might be paid a lump sum of $10,000,000 for the entire project.  No matter what the contractor actually spends, it will only be paid $10,000,000.  Thus, the contractor makes money if it actually spends $10,000,000 or less and potentially loses money if it spends more than $10,000,000.      U ..read more