Philippine-Cities Service, Inc. - Houston, Texas, U.S.A.;
Husky (Philippines) Oil, Inc. - Cody, Wyoming, U.S.A.;
Oriental Petroleum and Minerals Corporation - Suite 12-E, G.E. Antonio Bldg., T.M. Kalaw Street, Ermita, Manila;
Philippine-Overseas Drilling & Oil Development Corporation - Philex Building, Brixton Road, Pasig, Rizal;
Basic Petroleum and Minerals, Inc. - Suite 700, Sarmiento Building, Ayala Avenue, Makati, Rizal;
Landoil Resources Corporation - 2nd Floor, Zaragosa Building, Gamboa Street, Legaspi Village, Makati, Rizal, Philippines
Westrans Petroleum, Inc. - 250 Park Avenue, New York;
Philippine National Oil Company- Petrophil Building, Makati Avenue, Makati, Rizal
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Page 2
Country
Republic of the Philippines
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Date - contract signature
December 17, 1975
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Name of company executing document
Philippine-Cities Service, Inc.
Husky (Philippines) Oil, Inc.
Oriental Petroleum and Minerals Corporation
Philippine-Overseas Drilling & Oil Development Corporation
Basic Petroleum and Minerals, Inc.
Landoil Resources Corporation
Westrans Petroleum, Inc.
Philippine National Oil Company
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Project title
Service Contract
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Renewal or extension of term
The exploration period may be extended for 3 years if: (a) the contractor has not been in default of its obligations; (b) has drilled at least 30,000 feet of test wells; and (c) has submitted work commitments to cover the extension period that are acceptable to the government. Further extension of 1 year shall be allowed if the contractor makes a discovery of petroleum and needs the extension to determine whether it is of commercial quantity. - Sec. 3.1
If the petroleum is of commercial quantity, the contractor shall have 25 years for production phase (after the expiry of the exploration phase), renewable for a period not more than 15 years. - Sec. 3.2
Philippines-Cities Service Inc.
Husky (Philippines) Oil, Inc.
Philippine-Overseas Drilling & Oil Development Corporation
Landoil Resources Corporation
Oriental Petroleum and Minerals Corporation
Basic Petroleum and Minerals, Inc.
Westrans Petroleum, Inc.
Philippine National Oil Company
The meters and measuring equipment as well as the exploration and production sites and operations shall be open to inspection by the Petroleum Board inspectors.
The examiners of the Bureau of Internal Revenue and other representatives of the Petroleum Board shall have access to the accounts, books, and records of operations of the contractor, for tax and other fiscal purposes. - Sec. 6.1 (h-i)
The Petroleum Board shall have the right to inspect and audit contractor's books and accounts, within 1 year from the end of the year to be audited. Such audit shall be completed within 12 months from start of audit. If not completed, the Petroleum Board may ask for an extension within 60 days from end of the 12 months. Failure to do so would close the audit and contractor's books and accounts shall be deemed correct. - Sec. 15.2
The contractor shall pay $60,000.00 to the government as consideration for this contract.
The contractor shall pay rental fees at Php20.00 per hectare per year on the 12.5% retained area. Exploration costs on such retained area shall be deductible from said rental fees. - Sec. 4.4
Production Share - "Profit Oil features (triggers for variations in split - IRR, factor, production, etc .)
The net proceeds from production shall be divided as follows: from 0 to 75,000 BOPD, 62.5% to Petroleum Board and 37.5% to contractor; form 75,000 to 125,000 BOPD, 65% to Petroleum Board and 35% to contractor; and above 125,000 BOPD, 70% to Petroleum Board and 30% to contractor. - Sec. 7.3.a
The contractor shall prioritize qualified personnel in the municipality or province where the exploration or production operations are located. - Sec. 6.1 k
Be that as it may, the contractor is allowed to bring into the Philippines foreign technical and specialized personnel (including immediate members of their families) as needed for the petroleum operations. If their employment terminates, then immigration laws, rules and regulations shall apply to them. Provided, that Filipinos with adequate training shall be given preference for such positions. - Sec. 6.2.f
The contractor shall employ qualified Filipino personnel for its petroleum operations. - Sec. 13.1
The contractor shall adopt and implement a training program for Filipino personnel for technical and specialized positions occupied by foreign personnel. - Sec. 6.2.f
The contractor, with the approval of the Petroleum Board, shall conduct schooling and training for Filipino personnel for labor and staff positions, including administrative, technical, and executive management positions. It shall also provide training assistance for the Petroleum Board personnel, upon approval of the Petroleum Board. - Sec. 13.1
Costs and expenses for training of Filipino personnel for employment by the contractor shall be included in its operating expenses. Costs and expenses for the training of the Petroleum Board's personnel shall be as agreed upon by the parties. - Sec. 13.2
The contractor shall acquire only such assets that it needs for petroleum operations. All movable units shall remain the property of the contractor who may remove them. All that remain after 12 months from termination of this contract shall belong to the Petroleum Board. - Sec. 11.1 -11.2
The contractor shall start drilling wells within 3 months from effective date of this contract. It commits to spend and drill the following: US$2.5 million to drill 1 well for Year 1 and 2; US$2.5 million to drill 1 well for Year 3; US$1.5 million to drill 1 well for Year 4; US$2 million for Year 5; US$2.75 million to drill 1 well for Year 6; and US$2.75 million to drill 1 well for Year 7. If the contractor spends more money or drills more wells for a given year, the excess may be credited to the following year. If it underspends, it shall pay the balance to the government. Failure to dig a well for a particular year shall mean underspending also, and shall pay the amount committed as if unspent or US$1.5 million, whichever is higher. The contractor may withdraw from these commitments by surrendering the contract area with written notice 30 days prior to the end of Year 2 and following years. - Sec. 5.1
The contractor shall submit a Work Program and Budget for Year 1 within 3 months after effective date of this contract. Within 3 months prior to the start of Year 2 and so on, it shall submit Work Program and Budget for said year. Any significant changes thereon must be reported to the government. - Sec. 5.2
Contractual disputes between the parties that cannot be settled amicably shall be settled by arbitration. Either party shall appoint their arbitrators, and failing to do so, their arbitrator shall be appointed by the President of the International Chamber of Commerce (ICC). These 2 arbitrators shall appoint a third arbitrator, and failing to do so, the third one shall again be appointed by the President of the ICC. If any of them fails to act, the replacement shall be appointed in the same the predecessor was appointed. By default, the venue shall be Philippines, unless the parties agree elsewhere.
The decision of the majority of the arbitrators shall be final and binding upon the parties, and may be enforced by the courts.
Arbitration shall be conducted following the Rules of Arbitration of the ICC. - Sec. 12 (1-3)
The contractors may assign their rights in this contract, subject to the prior approval of the Petroleum Board; provided, that such approval will be automatic if the assignee is contractor's affiliate who is as qualified as the contractor; provided that the affiliation is maintained for the duration of this contract. If the assignment is among the contractors herein, mere notice to the Petroleum Board is sufficient to effect transfer. - Sec. 16.4
This contract shall be terminated under the following: (1) per Sec. 3.1; (2) the term and its extension ends per Sec. 3.2; (3) the contractor surrenders the contract area in whole, with written notice 30 days prior to the end of Year 2 or following years; and (4) contractor's non-performance of obligations necessitating the payment of bond/guarantee. - Sec. 14 (1-4)
The governing law is Philippine law. - Sec. 16.2
This contract was executed under Presidential Decree No. 87, entitled, "The Oil Exploration and Development Act of 1972."
Failures and delays caused by force majeure shall be excused to the extent attributable to such. The deadline to perform delayed obligations shall be extended for a period equal to the delay, but the overall term of this contract shall stay the same. The party affected shall immediately give a written notice to the other party of such failure or delay and the cause thereof, and both parties shall remedy the delay as much as possible.
- Sec. 16.3 (b,d)