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Contracts & A&D.

JOAs, AMIs, farmouts, farmins, participation agreements, exploration agreements, unit operating agreements, and the rest of the AAPL paper. Drafted, negotiated, and administered through the life of the deal.

Above · The contracts that hold the play together. A producing asset isn’t just leases and wells — it’s the latticework of operating agreements, AMIs, farmouts, and side letters that defines who pays, who produces, and who is bound.
What we do

The full contract lifecycle — from term sheet to admin.

Our contract landmen draft, negotiate, and administer the agreements that govern oil and gas operations. We work from AAPL model forms and from client-specific templates, with experience across joint operating agreements, AMIs, farmouts, participation agreements, exploration agreements, and the smaller workhorse agreements that surround them.

Draft

From AAPL model forms or your in-house templates. Redlined drafts ready for legal review.

Negotiate

Term-sheet to execution. Issue tracking, redline rounds, and counterparty coordination.

Administer

Post-execution: election tracking, AFE workflows, JIB audits, and obligation calendaring.

Service catalog

Contracts & agreements services.

AAPL Joint Operating Agreements (JOA)

The operator-to-non-operator contract.

The Joint Operating Agreement is the backbone contract of any non-operated working interest position. We draft, negotiate, and administer JOAs under all the standard AAPL model forms.

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AAPL 610-1989 JOA drafting and negotiation · AAPL 610-2015 JOA drafting and negotiation (horizontal-friendly) · AAPL 610-1982 and 1977 legacy JOA review and administration · Article modifications: operator selection, AFE thresholds, non-consent penalties · Exhibit A property description preparation · Exhibit C COPAS accounting procedure selection (1984, 2005, etc.) · Exhibit D environmental and insurance attachments · Exhibit E gas balancing attachments

Area of Mutual Interest (AMI) agreements

Defining who’s in on what comes next.

An AMI agreement defines a geographic area within which the parties agree to offer each other an opportunity to participate in future acreage and well-bore acquisitions. We draft, negotiate, and administer AMIs across a wide range of structures.

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AMI boundary drafting with metes-and-bounds or section descriptions · AMI term and renewal provisions · Election notice, response window, and proportionate share mechanics · AMI election tracking and notice management post-execution · AMI tag-along and drag-along provisions · Multi-tier AMIs with different parties in different zones

Farmout & farmin agreements

Earning acreage through the drillbit.

A farmout transfers operating rights from the farmor (acreage holder) to the farmee (operator) in exchange for drilling commitments and a retained override or back-in. We draft and negotiate the full range of farmout structures.

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Farmout agreement drafting with drilling, completion, and earning provisions · Continuous drilling and continuous operations clauses · Earning formulas: well-by-well, AFE-cost, or pre-payout / post-payout splits · Reversionary interest, back-in after payout (BIAPO), and override structures · Substitute well provisions and re-drill rights · Earning assignments and final assignment instruments

Participation agreements

Partner-by-partner deal structures.

Participation agreements define how multiple parties will share in the costs and revenues of a specific drilling project or a defined development program.

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Single-well participation agreements · Multi-well drilling program participation agreements · Promoted and back-in working interest structures · Carried interest and ground-floor participation provisions · Capital call, default, and dilution mechanics

Exploration agreements

The pre-leasing partnership.

Exploration agreements define how partners will share in a leasing campaign before any leases are taken — allocating leasing costs, take-down obligations, and earned working interest as the program proceeds.

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Leasing cost allocation and reimbursement provisions · Acreage take-down and earning thresholds · Geological and geophysical (G&G) data sharing covenants · Lease title and curative cost-sharing · Conversion to JOA upon drilling commitments

Unit operating agreements (UOA) & pooling

Operating a unit, not just a lease.

When multiple leases are pooled into a production unit, the unit needs its own operating agreement — governing how unit-level costs and revenues are allocated among the working interest owners across all the underlying leases.

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Unit operating agreement (UOA) drafting and negotiation · Unit designation and pooling instrument preparation · Tract participation factor (TPF) calculation · Voluntary pooling and compulsory / forced pooling proceedings · Unit operating committee setup and voting mechanics

Confidentiality, letter agreements & LOIs

The working-paper layer.

The smaller workhorse agreements that surround every land transaction — CAs, letter agreements, LOIs, term sheets, and side letters — carry most of the day-to-day negotiation traffic. We draft and negotiate them on demand.

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Mutual and one-way confidentiality agreements (NDAs) · Standstill and non-circumvention agreements · Letters of intent (LOI) and term sheets · Side letters and supplemental agreements · Letter agreements memorializing handshake deals · Acreage trade and acreage swap agreements

Purchase & sale agreements (PSA)

The deal that moves the asset.

For acreage, leasehold, and producing-property transactions — we draft, negotiate, and administer purchase and sale agreements, with the full retinue of schedules, defect resolution mechanics, and post-closing covenants.

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Asset purchase and sale agreement drafting · Title defect notice and defect resolution mechanics · Environmental defect, environmental holdback provisions · Preferential right (PR) and consent-to-assign waivers · Assignment, bill of sale, and conveyance instruments · Closing memoranda and post-closing settlement statements

Assignments & conveyances

The recordable instruments that move title.

Every contract eventually produces recordable instruments. We draft, execute, and record the full set: assignments of leases, assignments of ORRIs, mineral and royalty deeds, conveyances, and partial assignments by zone, depth, or interest.

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Assignment of oil and gas leases (full or partial) · Assignment of overriding royalty interest (ORRI) · Mineral and royalty deeds · Term assignments and reversionary assignments · Zone-specific, depth-specific, and lateral-specific assignments · Recording coordination across multiple counties and states

Post-execution contract administration

The contracts only work if someone runs them.

Once a JOA or AMI or farmout is signed, the obligations begin: AFEs, elections, payments, renewals, and exhibits to keep current. We administer the contract through its full life cycle.

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AFE preparation, distribution, and election tracking · Non-consent and subsequent-operations elections · JOA Exhibit A updates as acreage changes · Cash call, default notice, and forfeiture proceedings · AMI election notice tracking and proportionate-share calculations · Farmout drilling deadline tracking and earning verification · Contract abstracting into iLandMan or Quorum Land for reporting

Acquisitions & divestitures (A&D)

Land-side support for both sides of the A&D table.

For buyers running diligence on acquisition targets and sellers preparing assets for divestiture — data room, lease-by-lease review, defect schedules, title quality scoring, and post-close integration.

Virtual data room (VDR) build & management

The system of record for the transaction.

Building the data room is the seller’s first job. We organize the lease files, contracts, well records, surveys, regulatory filings, environmental reports, and accounting records into a navigable, tiered virtual data room.

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Data room platform setup (Intralinks, Datasite, Firmex, Box) · Tiered access structure for primary and secondary bidders · Document indexing with naming conventions and metadata · Q&A management and tracker · Audit logs of bidder access and document views · Closing-room migration of executed documents

Lease-by-lease due diligence

Every lease, summarized and risk-rated.

For buy-side due diligence, we review every lease in the target package — abstracting key terms, flagging exposures, and producing a lease-by-lease summary that feeds the bid model.

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Lease abstracts with term, royalty, bonus, depth, and Pugh clauses · Held-by-production (HBP) status verification against well data · Continuous drilling and continuous operations status · Shut-in royalty and force majeure status · Top lease, ratification, and amendment status · Pooling, retained acreage, and depth severance flags · Exposure rating: high / medium / low with cure-cost estimate

Contract review & abstracting

Every JOA, AMI, farmout, and side letter, abstracted.

The contracts can carry more risk than the leases. We abstract and summarize every JOA, AMI, farmout, participation agreement, and side letter in the data room — flagging consents, preferential rights, tag-along provisions, and post-closing obligations.

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JOA abstracts with operator, partners, and key voting thresholds · AMI summaries with geographic boundary and term · Farmout abstracts with earning status and reversionary interest · Consent-to-assign and preferential-right (PR) identification · Change-of-control and tag-along trigger analysis · Post-closing obligation calendar

Title defect identification & scheduling

The defects that move the price.

Every transaction defines a title defect threshold. We identify defects above the threshold, draft the defect notices, schedule them on the PSA defect schedule, and propose cure paths.

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Defect notice drafting per PSA mechanics · Allocated value impact calculation per defect · Defect cure recommendations and cure-cost estimates · Pre-closing cure tracking and confirmation · Post-closing defect indemnification and escrow administration

Title quality scoring

Rubric-based scoring across the package.

Above the lease-by-lease detail, we produce package-level title quality scores using rubrics calibrated to your acquisition standards — letting you compare the target against your existing asset base and against competing acquisition opportunities.

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Title quality rubric definition and calibration · Package-level title quality scores by tract, unit, and AMI · Comparison reporting against the buyer’s benchmark portfolio · Tract-level value-at-risk modeling · Cure-cost rollups and post-close cure planning

Reserves & well-status reconciliation

Are the wells doing what the data room says?

Lease retention turns on well status. We reconcile the well-by-well data against state regulatory records (RRC, LDNR, OCC) and public production databases to verify HBP claims and identify any lease at risk of expiration.

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Texas RRC production data reconciliation · Louisiana SONRIS data reconciliation · Oklahoma OCC production data reconciliation · Well-status flags: producing, shut-in, plugged, P&A, never-completed · Pooling unit boundary verification against unit designations · Lateral length and zone-of-completion verification for HBP claims

Pre-closing curative

Curing what we found before close.

Most PSAs allow the seller a window to cure defects before close. We run the pre-closing curative workflow on the seller’s behalf — drafting, executing, and recording the cure instruments under deadline.

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Affidavits of heirship and stipulations on a transaction clock · Corrective deeds, releases, and quitclaims for cure · Lease ratifications and amendments for cure · Pooling ratifications and unit corrections · Cure recording with verified return prior to close

Closing-day mechanics

From signature to settlement statement.

Closing day requires coordinated execution across legal, land, accounting, and operations. We support the land workstream on closing day — assignment execution, recording packets, owner notice, and system handoff.

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Assignment of leases — full or partial — for execution and recording · Assignment of contracts (JOA, AMI, farmout) and consent verification · Texas RRC P-4 operator-of-record change filings · LDNR and OCC operator-of-record change filings · Owner notice letters and operator-change notification · Recording packet preparation and county-by-county recording coordination

Post-close lease & contract integration

Loading the asset into the new system.

The deal closes and the work begins. We integrate the acquired assets into the buyer’s land systems — lease loading, contract abstracting into the land tech platform, calendar migration, division order setup, and owner-relations handoff.

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Lease loading into iLandMan, Quorum Land, or P2 Tobin Land · Contract abstracting and obligation calendar migration · Document repository migration to SharePoint, NetDocs, or OnBase · GIS layer integration with parcel, lease, and unit data · Division order and DOI migration with reconciliation · Owner relations transition and operator-change communications

Divestiture preparation

Getting the asset ready to sell.

On the sell side, we help operators prepare the asset for divestiture — cleaning up the lease records, curing low-hanging defects, organizing the contract files, and producing the lease and well summaries that go into the data room.

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Pre-marketing lease records cleanup and audit · Low-hanging defect cure and clean-up campaigns · Contract file inventory and abstracting · Asset summaries, lease summaries, and well summaries for the data room · HBP status verification and substantiation · Marketing-package land exhibits and maps

Contract negotiation, on a deal clock.

Most contract work happens on a deal clock — a spud date, a closing date, a partner’s board meeting. We work the same way: a defined deliverable, a defined date, and a redline cadence that matches the counterparty’s tempo. From first draft to fully executed, ready for recording or filing.

Scope of practice

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AAPL Model Form JOA · 610-1989 JOA · 610-2015 JOA · joint operating agreement drafting · AMI agreement · area of mutual interest · farmout agreement · farmin agreement · participation agreement · exploration agreement · unit operating agreement UOA · pooling designation · compulsory pooling · force pooling · confidentiality agreement · LOI letter of intent · PSA purchase and sale agreement · assignment of lease · assignment of ORRI · mineral deed · royalty deed · term assignment · reversionary interest · back-in after payout · BIAPO · carried interest · promoted interest · non-consent · AFE election · COPAS accounting procedure · Exhibit A property description · tract participation factor TPF · preferential right consent to assign.

Get in touch

Need a contract drafted, negotiated, or administered?

JOA, AMI, farmout, PSA — whatever the paper, we’ll work it.