Law School Toolbox Podcast Episode 317: Listen and Learn -- Covenants (Real Property)
Let’s assume that you purchase a 105 acre farm in Greene County in 2022. You purchase only the surface estate while the seller, Farmer Jones, retains the underlying oil and gas rights. You intend to grow corn and winter...more
Acreage dedications in midstream oil and gas contracts have been subject to considerable scrutiny and legal debate in recent years. This article provides an overview of the current state of acreage dedications, examining key...more
Acreage dedications are a fundamental component of midstream oil and gas agreements, playing a crucial role in facilitating the transportation of hydrocarbons from production sites to market. These dedications involve the...more
In Texas, what happens to an obligation to bury pipelines when, after creation of the obligation, the surface and minerals are severed? Henry v. Smith explains....more
The ability to assume or reject executory contracts is one of the primary tools used by debtors in a Chapter 11 reorganization. Where a debtor has a contract with a third party that is “executory”—meaning that ongoing...more
Is a midstream contract treated the same as other executory contracts in bankruptcy, subject to assumption and rejection pursuant to the US Bankruptcy Code? An executory contract is any contract of the debtor where both the...more
On Oct. 28, 2020, the U.S. Bankruptcy Court for the Southern District of Texas delivered a key ruling affecting: (1) purchase and sale agreements for produced gas and severed minerals; and (2) agreements with “exclusive...more
Over the past five years, bankruptcy courts have analyzed whether oil and gas producers’ contracts with midstream oil, gas, and produced water companies may be rejected if they create covenants running with the land. Through...more
In a leading precedent handed down in 2018—Sabine Oil & Gas Corp. v. Nordheim Eagle Ford Gathering, LLC (In re Sabine Oil & Gas Corp.), 734 Fed. Appx. 64 (2d Cir. May 25, 2018)—the U.S. Court of Appeals for the Second Circuit...more
Ever since the Sabine Oil and Gas Corp. bankruptcy (the top of the first, If it were baseball), where a New York court construed Texas property law to hold that a gathering agreement was not a covenant running with the land,...more
On December 20, 2019, the Bankruptcy Court for the Southern District of Texas in Alta Mesa Holdings, LP v. Kingfisher Midstream, LLC (In re Alta Mesa Resources, Inc.) held that dedications in gathering agreements create...more
Dedication language is critical in determining whether a gathering agreement creates a covenant running with the land. Midstream companies now have a roadmap for ensuring that a debtor remains subject to a midstream...more
On December 20, 2019, the United States Bankruptcy Court for the Southern District of Texas (Marvin Isgur presiding) entered a memorandum opinion and order finding that midstream gathering agreements created covenants running...more
Until Monarch Midstream v. Badlands Energy, midstream companies facing rejection of their contracts in a producer’s bankruptcy were left with Abraham Lincoln’s least favorite negotiating option: If the both law and the facts...more
Q: How many New York federal judges does it take to make a mess of Texas property law? A: In In Re: Sabine Oil and Gas Corp., five. One to get it wrong, another to affirm the wrongness, and three more for reinforcement. ...more
The Sabine Oil & Gas Corp. chapter 11 bankruptcy has been closely watched by many for guidance on how to structure midstream gathering agreements between upstream producers and midstream gatherers (who gather, transport and...more
On May 25, 2018, the United States Court of Appeals for the Second Circuit confirmed in re Sabine Oil & Gas Corp. that a midstream gathering agreement did not create a real covenant that ran with the land, and therefore, a...more
In a highly anticipated decision—HPIP Gonzales Holdings, LLC v. Sabine Oil & Gas Corp. (In re Sabine Oil & Gas Corp.), 2017 BL 83510 (S.D.N.Y. Mar. 9, 2017)—Judge Jed S. Rakoff of the U.S. District Court for the Southern...more
On June 16, 2016, The Bankruptcy Cave gave you our previous summary of the controversial Sabine decision. When Bankruptcy Judge Chapman determined there was no reason to expedite review of her decisions in the case, we...more
One of the hottest issues from 2016 was whether an E&P debtor can reject, under section 365 of the Bankruptcy Code, an above-market midstream contract. Given the potential for a “no-win” situation, in all but one case where...more
On March 10, 2017, the U.S. District Court for the Southern District of New York issued a Memorandum Order, in which it affirmed a controversial bankruptcy court ruling. The district court agreed with the bankruptcy court...more
Implementing Islamic Financing for Renewable Energy Projects - The Middle East and North Africa (MENA) region has recently seen a surge of interest in developing renewable energy, in particular solar energy projects. Led...more
In previous Energy newsletters, we have addressed one of the current hot topics in E&P bankruptcy cases – rejection of midstream contracts and declaratory relief that the “dedications” contained in those agreements are not...more