An Ounce of Prevention

In oil and gas transactions, reserve reports and engineering assumptions can directly impact valuation, financing, and investment decisions—but not every estimate tells the full story. In this episode of An Ounce of Prevention, host Rachel Reese sits down with Thad Toups, President of Haas & Cobb and a licensed professional engineer, to discuss the role third-party engineering firms play in evaluating reserves, forecasting production, and helping buyers, sellers, lenders, and investors understand risk.Thad explains how Haas & Cobb approaches reserve analysis across both conventional and unconventional assets, including the growing challenges of forecasting mature shale wells. He breaks down why “best fit” decline curves can overstate reserves, how well interference changes production behavior over time, and why buyers relying on overly optimistic forecasts can significantly overpay for assets. The conversation also explores confidence intervals in reserve reporting, the difference between proved reserves and P50 estimates, and how reserve assumptions change depending on whether the audience is a buyer, lender, or public company auditor.Rachel and Thad also discuss several emerging trends in the industry, including renewed interest in water flooding and conventional recovery techniques, increasing scrutiny from the PCAOB on reserve reporting assumptions, and growing disputes related to water disposal and seismicity in the Permian Basin. In addition, Thad shares insight into the rapid development of Argentina’s Vaca Muerta shale play and why international opportunities are drawing more attention as high-quality domestic inventory becomes increasingly concentrated among large public operators.Before the discussion, Rachel delivers a case law update on Clarke v. Yu, a California dispute involving an alleged oral joint venture agreement related to a proposed biomedical technology company. The court held that because the proposed venture could not reasonably be completed within one year, the statute of frauds required the agreement to be in writing. Without a written agreement, the plaintiff’s claims failed. The decision serves as an important reminder that informal business discussions and exchanged ideas are not substitutes for properly documented agreements.If you’re involved in oil and gas transactions, reserve evaluations, energy investing, or business partnerships, this episode provides a practical look at how engineering assumptions, legal structures, and risk analysis intersect in today’s energy market.Time Stamps / Chapters00:00 — Why reserve forecasting in unconventional wells is getting more difficult01:07 — Host intro and case law update setup01:32 — Clarke v. Yu: oral joint venture dispute and statute of frauds ruling04:38 — Key Takeaway: Why business discussions are not enough without written agreements05:08 — Guest introduction: Thad Toups, President of Haas & Cobb05:38 — What third-party engineering firms actually do07:20 — Renewed interest in water flooding and conventional assets08:09 — Water flooding, unitization, and regulatory considerations08:56 — Forecasting challenges in unconventional shale wells10:24 — Expert witness work and water disposal disputes in the Permian Basin12:32 — PCAOB scrutiny and increased diligence on reserve reporting14:17 — Proved reserves vs P50 estimates explained16:50 — Why lenders require conservative reserve estimates17:49 — Argentina’s Vaca Muerta shale play and international opportunities20:47 — Final thoughts on engineering, clients, and industry growth

Most deals don’t fall apart because of one major issue—they fall apart because of small problems that stack up over time. In this episode of An Ounce of Prevention, host Rachel Reese sits down with Alex Sanchez, Director in Bridgepoint Consulting’s Dallas–Fort Worth practice, to break down what actually drives deal success (or failure) in the middle market and why preparation before a sale matters more than anything that happens during negotiations.Alex shares how his team helps companies prepare for transactions by aligning financials with operations, identifying risks early, and ensuring that the story a company tells is backed by real, defensible data. He explains why messy financials, unclear revenue streams, and lack of alignment between teams can quickly erode buyer confidence and reduce valuation—even when the underlying business is strong.The conversation also dives into the most common deal breakers, including revenue quality, customer concentration, missing or weak contracts, and underestimated working capital needs. Alex and Rachel discuss why these issues are rarely fatal on their own, but become problematic when they aren’t identified and addressed early. They also explore the challenges around earnouts, how misaligned incentives can drive the wrong behavior post-close, and why many buyers are becoming more cautious about relying on them.Before the discussion, Rachel delivers a case law update on Anadarko v. Alternative Environmental Solutions, a Fifth Circuit decision highlighting how choice of law and indemnity provisions operate in multi-state contracts. The court upheld the application of Texas law based on the parties’ agreement and reinforced that indemnity provisions can require one party to cover litigation costs arising from its own violations—even in complex, multi-jurisdictional disputes. The case underscores how contract structure can directly impact financial exposure in litigation.If you’re preparing for a transaction, evaluating a potential acquisition, or thinking about how to protect value in a deal, this episode offers a practical look at where deals go wrong—and how to get ahead of those issues before they cost you.Time Stamps / Chapters00:00 — Introduction to the podcast00:34 — Host intro and case law update setup01:14 — Anadarko v. AESI: case overview, indemnity dispute, and choice-of-law ruling 04:51 — Practical takeaway: contract structure and risk exposure05:27 — Guest introduction: Alex Sanchez, Bridgepoint Consulting06:16 — Getting a company ready for sale: aligning financials and operations08:08 — How messy data and weak financials reduce valuation10:23 — Key deal risks: revenue quality and customer concentration12:42 — Importance of contracts and diligence depth13:50 — Legal and finance alignment in transactions14:57 — Earnouts and the risks of misaligned incentives17:54 — Integration challenges and execution realities21:02 — Bridging the gap between operators and private equity23:15 — Final thoughts: ensuring value matches what you pay for

Most people think estate planning is something they can put off—but the real risk isn’t what happens after death, it’s what happens if you’re unable to make decisions tomorrow. In this episode of An Ounce of Prevention, Miguel Otero, Junior Associate at R. Reese & Associates, explains why estate planning is ultimately about control: who can act on your behalf, how decisions are made, and whether your wishes are followed when it matters most.Miguel breaks down the core components of an effective estate plan, including trusts, powers of attorney, and medical directives, and explains how these tools work together to avoid court involvement, reduce delays, and protect your family from unnecessary stress. He also challenges the idea that estate planning is only for high-net-worth individuals, emphasizing that anyone with assets, responsibilities, or dependents benefits from having a plan in place.The episode also includes a case law update on Heppner v. United States, where the court held that communications with a publicly available AI platform are not protected by attorney- client privilege. Because AI tools are not attorneys and do not provide confidential relationships, relying on them for legal strategy can create significant risk. The takeaway is clear: legal protection comes from working with counsel, not from interacting with a machine.If you want to reduce uncertainty, protect your family, and ensure your decisions are carried out as intended, this episode provides a clear framework for why estate planning should be addressed sooner rather than later.Time Stamps / Chapters00:00 — Why estate planning isn’t about death00:17 — Intro00:43 — Host introduction and case law update setup00:54 — Heppner v. United States: case overview and AI privilege dispute02:29 — Why privilege and work product protections did not apply05:14 — Introduction to estate planning fundamentals05:36 — Core estate planning documents explained06:01 — The role of trusts in estate planning06:21 — Types of trusts: revocable, testamentary, irrevocable, special needs07:03 — The real risk: incapacity, not just death07:38 — RR&A: Expanding Beyond Oil & Gas09:11 — What happens when there is no estate plan09:47 — Probate, delays, and public exposure of assets10:13 — Emotional and financial impact on families10:42 — Final takeaway: intentional decisions vs default outcomes11:04 — Closing remarks

Family offices and private investors are increasingly moving beyond traditional passive investments and stepping directly into oil and gas deals—but direct investing comes with both opportunity and risk. In this episode of An Ounce of Prevention, host Rachel Reese sits down with Rebecca Stehle, founder of Aquaerial, to discuss how investors are navigating the evolving energy investment landscape and why technical expertise still matters when evaluating deals.Rebecca shares her path from reservoir engineer at ExxonMobil to entrepreneur building a non-operated oil and gas investment platform. After spending more than a decade working in technical roles focused on asset management and reserves in the Permian Basin, she transitioned into the family office world, where she sourced and evaluated energy investments across multiple sectors. That experience ultimately led her to launch Aquaerial, a platform focused on identifying high-quality non-operated opportunities and connecting them with capital.In the conversation, Rachel and Rebecca explore the rapid growth of family office participation in direct investments and how the model is evolving. Family offices that once invested primarily as limited partners in private equity funds are increasingly seeking direct control over deals, governance rights, and portfolio companies. While this shift can offer greater returns and strategic influence, it also introduces operational complexity, requiring specialized expertise, disciplined due diligence, and the ability to manage assets over the long term.Rebecca also explains how non-operated oil and gas investments work and why certain deal structures—such as AFE or “pre-first-production” interests—can provide attractive returns with relatively short timelines to cash flow. She discusses the importance of diversification in non-operated portfolios, the role of subsurface expertise when evaluating drilling opportunities, and why not every deal that offers appealing tax benefits ultimately represents a sound investment.Before the conversation begins, Rachel delivers a case law update on Abramowski v. Nuvei Corp., a recent decision from the Third Circuit Court of Appeals addressing the SEC’s “best price rule” in tender offers. The court clarified that the rule governs the price paid to shareholders when their shares are purchased, but it does not require an acquiring company to purchase every share tendered if the offer is subject to contractual conditions—such as requirements that shares be free of liens, restrictions, or other encumbrances. The decision highlights the importance of carefully drafted merger agreements and the role of legal counsel in structuring tender offers and shareholder transactions.If you’re interested in oil and gas investment strategy, family office capital trends, non-operated deal structures, or how legal and technical expertise intersect in energy investing, this episode offers a practical look at how experienced investors evaluate risk, structure deals, and build long-term investment platforms in today’s energy market.Time Stamps / Chapters00:00 — Episode teaser   00:21—Introduction to An Ounce of Prevention00: 54— Host introduction and case law update setup01:01 — Abramowski v. Nuvei Corp.: overview of the securities dispute02:19 — The SEC’s “best price rule” and the issue on appeal03:22 — Why the court ruled the rule does not require purchasing all tendered shares03:46 — Practical takeaway for companies structuring tender offers04:17 — Guest introduction: Rebecca Stehle, founder of Aquaerial04:40 — Rebecca’s career path: Cornell PhD to ExxonMobil reservoir engineer05:22 — Transitioning from corporate roles to the family office world07:12 — How family offices are evolving toward direct investing08:55 — What it takes for a family office to operate deals directly10:31 — Pros and cons of moving from passive investing to direct deals11:35 — RR&A: Expanding Beyond Oil & Gas                                                                                 13:09 — Launching Aquaerial and taking the first investment risk15:04 — Understanding non-operated AFE deals and quick-cycle investments15:38 — Leasehold non-operated deals and higher-risk opportunities16:33 — The potential in well re-entries and mature Permian assets17:33 — Co-investing and splitting larger working interests18:53 — The shift toward institutional capital and investment funds20:57 — Tax advantages vs. the importance of subsurface expertise21:26 — Closing remarks and episode wrap

Title examination may happen behind the scenes, but it plays a critical role in protecting ownership, validating mineral interests, and preventing costly issues before they arise. In this episode of An Ounce of Prevention, guest host Kaysha Spoon, Associate at R. Reese & Associates, explains how the firm delivers title opinions that go beyond accuracy to become practical, decision-making tools for clients. She walks through how RR&A implements strict quality control checks to eliminate rounding errors and verify decimal interest (DOI) calculations, while also closely analyzing oil and gas leases for overlooked requirements such as pooling provisions and unit declarations, and identifying both title defects and curative issues, clearly distinguishing between high-risk defects that impact ownership and operations and lower-risk issues that may not require immediate action. Kaysha also explains how proactive communication during the title examination process allows clients to begin curative work earlier, and how visual chain of title flowcharts creates transparency in ownership calculations. She discusses how RR&A improves efficiency by resolving issues quickly to reduce costs, while offering flexible formats, including dynamic Excel-based title opinions that allow teams to track curative requirements, prioritize risk, and integrate title work directly into their operational workflow.In addition, the episode includes a caselaw update on Buyers Peak Properties v. Buyers Peak Land and Cattle, LLC, a recent Colorado Supreme Court decision clarifying that Colorado’s statutory waste of water provisions cannot be enforced by private landowners and that related trespass and nuisance claims may not survive if the statutory theory fails, highlighting important considerations for landowners dealing with irrigation disputes.Overall, this episode demonstrates how RR&A’s thoughtful, modern approach to oil and gas title examination protects client assets, streamlines operations, and delivers actionable, practical value beyond the final opinion. Listen to this episode and you’ll see why RR&A is the title firm clients trust to get it right, every time.Time Stamps / Chapters:00:00 Introduction to the podcast00:25 Host intro00:37 Colorado water law case overview01:07 Ranch dispute and irrigation conflict01:31 Lawsuit, claims, and water court ruling02:05 Supreme Court issue: standing & private rights02:32 Why the statute cannot be privately enforced02:55 Why flooding claims don’t qualify under statute03:21 Jurisdiction shift and dismissal of claims03:46 Why this case matters for landowners03:56 Transition to title examination discussion04:14 Preventing errors in title work05:06 High-risk vs low-risk title defects06:06 Making title opinions practical and usable07:16 Efficiency and client-focused workflows07:34 Closing remarks on title examination importance07:42 Firm overview and services09:14 Legal disclaimer09:27 Outro and contact info

If you’re a founder who feels stuck in firefighting mode, a fractional COO/execution partner may be the fastest way to remove bottlenecks and scale with clarity.In this episode of An Ounce of Prevention, host Rachal Reese sits down with Kate Heiken (Founder of Wayfinder Energy) to break down what execution really looks like when a company is growing, and how to tell when you’ve outgrown your current capacity.You’ll learn the warning signs leaders miss (like delayed decisions, missing metrics, and rising miscommunications), why the COO role is often misunderstood, and how documenting processes + installing KPIs can de-risk your operations and build trust as you scale.Time Stamps / Chapters:00:00:00 — When founders feel “compression” and constant fire-fighting00:01:00 — Show intro: “An Ounce of Prevention”00:01:24 — Case law update: Illinois National v. Harman (overview)00:02:20 — What “inadequate deal consideration” and “bump up” mean00:03:17 — Delaware Supreme Court’s two-step analysis for the bump-up provision00:04:27 — Why insurers failed to prove the settlement increased consideration00:05:08 — Practical takeaway: draft settlements to fit policy coverage00:05:51 — Guest intro: Kate Heiken, Wayfinder Energy00:07:09 — Why great ideas fail: lack of disciplined execution00:08:11 — Scaling analogy: when your capacity gets outgrown00:10:15 — COO misconceptions + “execution partner” definition00:11:27 — De-risking: repeatability, playbooks, and measurable operations00:14:19 — Documentation as legal + financial risk reduction00:17:18 — The founder inflection point: delayed decisions, missing metrics, miscommunications00:19:01 — Fractional vs full-time COO: discipline without bloated overhead00:21:23 — Wayfinder approach: diagnose bottlenecks + reverse-engineer the roadmap00:24:07 — KPIs and celebrating wins through measurement00:25:32 — Final framework: “performance = potential − interference”00:26:12 — Closing thought: execution is a strategy that attracts capital

In this episode of An Ounce of Prevention, Rachel Reese sits down with Massiel Diez and Jamie Elrod, founders of Flipping the Barrel, for a candid conversation about influence, credibility, and redefining leadership in the energy industry.What began with a simple introduction quickly evolved into one of the most recognized podcasts in oil and gas. Drawing from Massiel’s field experience and Jamie’s strategic industry background, the two built a platform that earned early access to high-profile CEOs and key decision-makers across the energy sector. Their success wasn’t accidental; it was intentional branding, thoughtful positioning, and a commitment to meaningful conversations in a traditionally conservative industry.But the heart of this episode goes beyond podcast growth.Rachel, Massiel, and Jamie dive into a persistent challenge in the energy space: the perception that women’s conferences lack substance or measurable return on investment. Too often, companies hesitate to sponsor or send female leaders to industry events, questioning the value beyond optics. That skepticism became fuel for action.It’s what led to the creation of the Pursuing Greatness Conference, and later Representation Matters, events designed not as performative showcases, but as strategic, results-driven experiences that deliver leadership development, business growth, and real ROI. In this conversation, they challenge outdated assumptions about women in energy, discuss the business case for intentional representation, and explore how branding and credibility shape the future of the industry.Before diving into the full conversation, Rachel delivers a caselaw and regulatory update on EPA’s Final Rule Granting Texas Primacy for Class VI Underground Injection Wells, a major development for carbon capture and storage (CCS) projects. She breaks down what it means for the EPA to grant Texas primacy, how permitting authority shifts to the Railroad Commission of Texas, and why this transition could significantly impact timelines, regulatory predictability, and overall project economics. With 45Q tax credits and large-scale CCS deployment on the line, this update underscores why Texas’ expanded authority over Class VI wells is a pivotal moment for the energy industry.  If you’re interested in oil and gas leadership, women in energy, industry conferences, branding strategy, and the evolving business case for representation in the energy sector, this episode offers a perspective you won’t hear everywhere else.

Integrity and ethical business practices aren’t “nice to have,” they’re a competitive advantage. In this episode of An Ounce of Prevention, host Rachel Reese sits down with Ella McDonald, founder of McDonald Land Services, to unpack the Cornerstones of Success: honesty, integrity, and ethical behavior, and what they look like in day-to-day decision-making.Ella shares how growing up on a dairy farm taught her accountability early, how she pushed into land work in 1978 when she was told there were no women in the field, and the leadership standards she set as her company expanded into major U.S. basins serving oil, gas, renewables, and emerging energy sectors.If you’re a founder, executive, manager, or service provider building a reputation-based business, this conversation is a practical reminder: you have to choose ethics every day, and your organization has to live it, not just say it.Time Stamps / Chapters00:00:01:04 Welcome to An Ounce of Prevention00:00:25:17 Host intro + guest introduction (Ella McDonald)00:01:31:06 The “cornerstones of success”: integrity, honesty, ethics00:03:28:04 Starting in land work in 1978—“when pigs could fly”00:05:15:21 Learning accuracy, then pushing into the field00:06:18:01 Advocating for equal pay: from $35/day to $75/day00:06:49:12 Why she started her own brokerage firm00:08:48:06 The unethical kickback request—and walking away00:12:32:23 How standards scale across a team and operations00:14:11:21 Fair invoicing + defending work to clients00:15:21:19 Growth across basins: Marcellus/Appalachia, Rockies, nationwide00:18:24:18 Building a family legacy + team leaders carrying it forward00:21:42:01 Lifetime achievement award + message to women leaders

An Ounce of Prevention explores where energy, law, and real-world operations collide. Each episode pairs timely legal insight with practical conversations from operators who know the field, focusing on the decisions that actually move the industry forward.In this episode, the spotlight is on distressed oil and gas wells, assets that are often overlooked, underfunded, or written off as companies move on to flashier plays. You’ll hear how experienced operators see opportunity in these forgotten wells, using disciplined operations, automation, and wellbore-only strategies to bring production back online.It’s a grounded look at how value is created not through hype, but by knowing what to fix, when to act, and when a simple switch can make all the difference.Caselaw Update:The update covers Miko, LLC v. Targa Gas Marketing, LLC, a decision from the U.S. Court of Appeals for the Fifth CircuitThe dispute arose out of Winter Storm Uri (February 2021) and focuses on how far a natural gas seller can go in relying on a force majeure clause under a NAESB (North American Energy Standards Board) gas contract.Time Stamps:00:57 – Caselaw Update: Winter Storm Uri and force majeure04:53 – “Stick to the contract” takeaway and risk mindset05:19 – Introducing John Benevides and New Height Energy05:59 – What “distressed” oil and gas wells really mean06:37 – Why vertical wells get ignored as operators chase horizontals07:28 – Wellbore-only deals explained08:43 – Shared infrastructure and legacy asset challenges10:19 – Turning shut-in wells back on with minimal intervention11:15 – Automation and personnel efficiency in distressed assets14:28 – Why aggressive bids on distressed wells often fail15:45 – Performance bonds, plugging liability, and hidden risks19:19 – Case study: ~2 BOPD turned into 100+ BOPD21:06 – Growth strategy built around distressed wells

As 2025 comes to a close, guest host Miranda Caballero explores some of the earliest and most influential decisions coming out of the newly established Texas Business Courts. Created to handle complex business disputes with greater efficiency, these courts are already shaping litigation strategy, corporate governance, and deal structuring across Texas.In this episode, Miranda breaks down three key cases addressing claim consolidation, veil piercing under Texas law, fraud claims, and statutes of limitations—offering practical insights for business owners, executives, and legal professionals navigating high-stakes commercial disputes.Time Stamps:00:55 The Texas Business Courts, Creation under House Bill 1901:27 Kassam v. Dosani caselaw update02:48 Invincible Inc. v. RB SP One LLC caselaw update06:32 Riverside Strategic Capital Fund I, LP v. CLG Investments LLC caselaw update

In this episode of An Ounce of Prevention, host Rachel Reese opens with a critical case law update from the 10th Circuit Court of Appeals examining Oklahoma’s Production Revenue Standards Act (PRSA) and the staggering financial consequences of delayed royalty payments. The discussion underscores how statutory compound interest and class action exposure can create nine-figure liability for oil and gas operators—even when payments are eventually made.Rachel is then joined by Eric Fuller, President and CEO of Eikon-X, for an in-depth conversation on modern outsourcing, organizational agility, and career development. Eric shares insights on when outsourcing makes sense, how companies can move faster by buying outcomes instead of methodologies, and why boutique consulting firms are increasingly attractive alternatives to traditional models. The episode also explores career advice for professionals early in their journey, the importance of relationships, and how private equity–backed companies can unlock value through smarter back-office strategy.Time Stamps:00:25 Case law update05:00 Eric Fuller introduction5:50 What Eikon-X is and what it does, serving the industry7:11 The evolution from in-house back offices to outsourced expertise09:38 Why companies want solutions, not methodologies13:01 Specialists vs. generalists and corporate leadership pipelines15:28 Career advice: increasing value early and staying open to opportunity16:13 Long-term value of professional relationships18:09 Fail often, fail fast: breaking things to find better solutions21:29 Ideal Iconix clients: private equity, M&A, and growing companies24:24 Final thoughts: supporting teams, saving money, and planning for uncertainty24:48 Disclaimers, listener call-to-action, and contact information

In this episode, host Rachel Reece sits down with Mark Castiglione, Partner of Oil & Gas Strategy at Veriten, to unpack three decades of career pivots, leadership lessons, and strategic insight across the energy industry. From early engineering roots in Burlington Resources, to Enron, investment banking, private equity, corporate development, board seats, restructuring, and international strategy—Mark shares the real story behind navigating an ever-changing industry with resilience and purpose. He also offers practical tips for energy career transitions that professionals at any stage of their journey need to hear.The episode also includes an important Texas corporate law update on Senate Bill 1057, breaking down what nationally listed corporations need to know before opting in.Whether you’re early in your energy career, considering a transition, leading a team, or looking for truth in the evolving global energy landscape, this episode is full of wisdom, candor, and practical guidance.Time Stamps:00:41 Caselaw Update03:35 Guest introduction: Mark Castiglione, overview of experience. Texas Tech, Burlington Resources, engineering roots10:00 Encana, El Paso Corp., Quantum Resources, SR Energy, timing around the 2014 crash14:56 Advisory career, Sandridge, Meridian Energy, Riverstone, Alta Mesa restructuring23:00 Board work, Post Oak, joining EOG, international deals, Middle East exposure34:55 International expansion, advice for career transitions, importance of relationships37:40 Final thoughts, encouragement for young professionals, closing legal disclaimer

In this episode of An Ounce of Prevention, host Rachel Reece sits down with the one and only Chuck Yates—investor, podcaster, and self-proclaimed “Galactic Viceroy of Collide”—to explore how AI is transforming the energy industry. Chuck shares the unexpected origin story of Collide, how a media venture evolved into enterprise AI software, and what Retrieval-Augmented Generation (RAG) really means for oil & gas companies looking to modernize workflows.From automating regulatory filings to empowering engineers, capturing tribal knowledge, and rethinking how future experts are trained, this discussion dives deep into the real-world impacts of AI—what it can do today, where it falls short, and how early adopters can win big.Whether you’re an energy executive, engineer, attorney, or curious tech leader, this episode is packed with insight, humor, and practical takeaways for navigating AI’s rapid evolution.Time Stamps:00:48 - Caselaw update04:58 - Introduction, Chuck explains how podcasting, energy tech experiments, and COVID timing led to Digital Wildcatters and eventually to Collide’s early AI tools.12:11 – RAG, Costs, & Preventing HallucinationsChuck breaks down Retrieval-Augmented Generation, why it matters for accuracy, and how Collide reduces token costs and shows source citations.15:05 – Real-World Automation: Filings, Contracts & Workflow AIA look at how companies use Collide for tasks like W-10/G-10 automation, contract matching, exception letters, and building workflow pipelines.20:10 – The Future: Pattern Recognition & Hidden InsightsChuck shares how AI will uncover correlations humans never look for, from frac performance issues to vendor-related patterns.25:03 – Tribal Knowledge, Generational Gaps & Training the Next ExpertsA deeper discussion on the loss of human apprenticeship, capturing undocumented knowledge, and preventing new skill gaps in the workforce.31:25 – Legal Thought Partnership & Closing ReflectionsRachel explains how AI helps lawyers think better (not replace them), and the two wrap up with a look toward the future.33:31 – Outro & DisclaimersClosing credits, firm information, and disclaimer.

In this episode of An Ounce of Prevention, host Rachel Reece is joined by Maggie Caldwell, Managing Director in the Opportunities Tax Advisory Practice, to discuss an often-overlooked benefit in the energy industry: the Marginal Well Tax Credit. Together, they break down how this unique credit works, who qualifies, and how businesses can claim significant savings—even retroactively.Before the interview, Rachel shares a case law update about Moloa‘a Farms, LLC v. Green Energy Team, LLC, a Hawaii Supreme Court case that highlights the importance of defining key terms in real estate and lease agreements.Whether you’re in energy, real estate, or business operations, this episode offers actionable insights on how proactive legal and financial strategies can protect your bottom line—and maybe even put money back in your pocket.Timestamps & Highlights00:00 – 00:20 | IntroductionRachel welcomes listeners to An Ounce of Prevention—a podcast where legal insights meet practical business advice.00:20 – 00:42 | What to ExpectAn overview of the show’s mission: helping executives build stronger businesses and sleep better at night.00:42 – 00:47 | Case Law Segment IntroRachel introduces the latest legal update and its implications for business owners.00:47 – 04:42 | Case Law Update: Moloa‘a Farms, LLC v. Green Energy Team, LLCA breakdown of the Hawaii Supreme Court’s decision on whether a lease option was enforceable.Why missing “essential terms” can invalidate agreements.Lessons on intent, timing, and price provisions.Key takeaway: without clear terms, contracts may not hold up in court.04:42 – 04:50 | Introducing Guest ExpertRachel welcomes Maggie Caldwell, Managing Director and federal tax expert specializing in energy clients.04:50 – 05:27 | Meet Maggie CaldwellOverview of Maggie’s experience with mergers, IPOs, and tax strategy for the energy sector.05:27 – 06:02 | What Is the Marginal Well Tax Credit?Maggie explains this often-missed credit for low-producing (marginal) oil and gas wells.06:02 – 06:28 | The 2024 and 2025 Tax YearsWhy 2024 and 2025 are key years when the credit phases in—and what taxpayers need to know.06:28 – 07:04 | How the Credit Phases InHow the IRS determines eligibility based on low pricing environments and gas/oil price thresholds.07:04 – 07:29 | Who Qualifies?Only working interest owners—not royalty owners—can claim the credit, whether operating or non-operating.07:29 – 08:31 | Filing and Claiming the CreditHow individuals and partnerships can claim the credit on their federal income tax returns.08:31 – 09:28 | Why This Credit Is Often MissedUp to 70–80% of eligible taxpayers are unaware of this opportunity—here’s why.09:28 – 10:15 | Real-World ExampleA recent client reclaimed $4.5 million in tax credits through amending past returns.10:15 – 10:57 | Lease Aggregation RuleHow wells that don’t individually qualify can still be eligible through lease aggregation.10:57 – 11:25 | How to Amend and ClaimWhat data is needed (API numbers and working interest percentages) and how the amendment process works.11:25 – 11:56 | Low-Maintenance, High-Impact CreditWhy the process is simple and worthwhile for qualifying operators and investors.11:56 – 12:05 | Contact & Closing RemarksHow listeners can reach out with questions or to be featured on the show.12:05 – 12:46 | Legal DisclaimerStandard disclosure: this podcast is for informational purposes only and not legal advice.12:46 – 13:01 | OutroRachel wraps up with contact info and encourages listeners to subscribe, rate, and follow An Ounce of Prevention on major platforms.

In this episode of An Ounce of Prevention, guest host Miranda Caballero, Senior Associate from R. Reese & Associates, delivers an insightful double feature for business owners and investors. First, she breaks down a recent Fifth Circuit case — WorldVue Connect Global LLC v. Szuch — highlighting lessons about non-compete clauses, confidential information, and injunctions. Then, Miranda explores the ins and outs of Section 1031 exchanges and how oil and gas investors can leverage them to defer capital gains taxes and strategically reposition assets.Whether you’re a business executive, investor, or legal professional, this episode provides practical takeaways on risk management, deal structure, and smart legal strategy.Timestamps & Highlights00:00 – 00:20 | IntroductionWelcome to An Ounce of Prevention. Learn how R. Reese & Associates helps clients prevent legal risks while supporting business growth.00:20 – 00:40 | Case Law UpdateBefore Miranda gets into the topic, Rachel breaks down a new caselaw update and then an in-depth look at 1031 exchanges.00:40 – 05:50 | Case Law Update: Worldview Connect Global LLC v. ZouchOverview of the dispute involving non-compete and non-solicitation provisions.05:50 – 06:09 | Closing the Case SegmentLessons learned: distinguish between personal knowledge and proprietary company information to prevent disputes.06:09 – 10:41 | Deep Dive: Understanding 1031 Exchanges What Section 1031 allows and how it benefits oil and gas investors10:41 – 11:04 | Case Example & Final TakeawaysA client case study: how a 1031 exchange transformed a small working interest sale into long-term passive income.11:04 – 12:41 | Event Announcement: The Dealmakers Haunted Hall GalaJoin R. Reese & Associates on October 23rd in Houston for a night of networking, poker, karaoke, and costume contests. Learn how to secure tickets and sponsorship opportunities.12:41 – 13:25 | Legal DisclaimerA reminder that all podcast content is for informational purposes only and does not constitute legal advice.13:25 – 14:02 | Closing & Contact InfoSubscribe and follow An Ounce of Prevention for future episodes, case law updates, and industry insights.Contact: [email protected] | (832) 831-2289

In this episode of An Ounce of Prevention, host Morgan Gilmore continues our three-part series highlighting nonprofits featured at the upcoming Dealmakers Haunted Hall Halloween Gala on October 23rd. Before diving into the nonprofit spotlight, we bring you a case law update on Bang v. Continental Resources, Inc., a North Dakota Supreme Court ruling that has significant implications for oil and gas operators dealing with water transportation and disposal.Morgan welcomes Beth Harp, CEO of Kids’ Meals, Inc., to share the inspiring story behind the organization’s mission to end childhood hunger in Houston. From delivering daily meals to thousands of preschool children to hosting joyful community events like “Trunk or Treat,” Kids’ Meals is making an extraordinary impact on families facing food insecurity.Whether you’re interested in the latest legal developments in energy law or looking to connect with impactful nonprofits, this episode has something for you.🎟️ Tickets for the Haunted Hall A&D Gala are on sale now at www.rreeselaw.com. Don’t miss your chance to support incredible causes like Impact a Hero!Show Notes with Timestamps0:00 – Introduction to An Ounce of Prevention and the philosophy behind prevention-first legal strategies.00:49 – Case law update: Bang v. Continental Resources, Inc. – saltwater pipelines and lease interpretation in North Dakota.04:20 – Guest introduction: Morgan welcomes Beth Harp, CEO of Kids’ Meals, Inc.05:02 – The origin and mission of Kids’ Meals, serving preschool children living in poverty.07:11 – Beth shares her first-hand experience of Houston’s hidden poverty and the inspiration that led her to join the organization.08:44 – How listeners can get involved: volunteering, team-building opportunities, and community partnerships.10:23 – Costumes, food-themed fun, and Kids’ Meals annual Trunk or Treat celebration.12:39 – Why vote for Kids’ Meals at the Dealmakers Haunted Hall Gala.15:00 – Event details and ticket information for the Halloween Gala.16:37 – Closing disclaimers and how to connect with R. Reese & Associates.👉 Contact & Subscribe:For questions or to learn more about RR&A’s Outsourced Legal Department, email [email protected] or call 832-831-2289.Don’t forget to subscribe to future episodes, case law updates, and nonprofit highlights!

In this special episode of An Ounce of Prevention, guest host Morgan Gilmore continues our three-part spotlight series on the inspiring nonprofits supported by the inaugural Dealmaker’s Haunted Hall A&D Halloween Gala.This week, Morgan sits down with Constance White, Executive Director of Impact a Hero which is out of Houston, Texas, an organization dedicated to empowering post-9/11 veterans and their families through life-changing programs and community support. Constance shares Impact a Hero’s story, its exciting new initiatives, and how you can get involved.But first, we kick things off with a case law update to help keep you informed and ahead of the curve in the legal world.Whether you’re passionate about giving back to heroes, curious about upcoming events, or looking to stay updated on legal developments, this episode delivers both insight and inspiration.🎟️ Tickets for the Haunted Hall A&D Gala are on sale now at www.rreeselaw.com. Don’t miss your chance to support incredible causes like Impact a Hero![0:00] Teaser and Guest Host Introduction - Morgan Gilmore introduces herself and sets the stage for today’s conversation.[1:00] About Impact A Hero’s Mission  - Continuing the nonprofit spotlight series tied to the Haunted Hall A&D Gala. Learning more about Impact A Hero.[3:12] New Programs & Initiatives - Information about the new programs offered by Impact A Hero.[5:50] Constance’s Story - Morgan Gilmore shares about how she got involved with Impact A Hero and being the daughter of an Army veteran.[8:06] How Can Listeners Get Involved - Volunteer opportunities, donations, and ways listeners can support Impact a Hero as well as upcoming events.[15:18] Information about the dealmakers Haunted Gala👉 Contact & Subscribe:For questions or to learn more about RR&A’s Outsourced Legal Department, email [email protected] or call 832-831-2289.Don’t forget to subscribe for future episodes, case law updates, and nonprofit highlights!

In this special episode of An Ounce of Prevention, guest host Morgan Gilmore continues the three-part series spotlighting the incredible charities benefiting from the inaugural Dealmaker’s Haunted Hall A&D Halloween Gala. Today’s conversation features Megan Steckly, CEO of Compudopt, an organization dedicated to bridging the digital divide by providing technology access and internet connectivity to underserved communities.From Compudopt’s history and mission to the realities of internet accessibility today, Megan shares how her team is tackling digital inequity head-on and creating opportunities for children and families. Listeners will also hear how they can get involved with Compudopt’s mission, as well as why Megan believes Compudopt is deserving of your vote in the gala’s unique “okra-style” charity voting system.Whether you’re passionate about technology, community impact, or simply want to learn how small actions can create long-term change, this episode sheds light on how Compudopt is transforming lives—one computer at a time.Show Notes[0:00] Teaser + Graphic Introduction – Guest host Morgan Gilmore welcomes listeners to An Ounce of Prevention and previews today’s episode.[1:07] Case Law Update – Dow Construction v BPX Operating Co.[3:06] Guest Introduction and About Compudopt – Morgan introduces Megan Steckly, CEO of Compudopt, and explains the gala partnership. Megan shares the history and mission of Compudopt, helping close the digital divide.[7:30] More About What Compudopt Does – A look at challenges communities face, how Compudopt is responding, how they are navigating obstacles, and what they are doing with donated computers.[12:36] How Compudopt Is Getting More People Online – Megan explains how Compudopt distributes computers and devices to those in need, and what that process looks like.[15:13] Gala & Okra-Style Voting – Details on the Dealmaker’s Haunted Hall A&D Halloween Gala, how proceeds will be distributed, and why Megan hopes attendees vote for Compudopt.[17:09] How to Get Involved – Volunteer, donate, or spread the word—ways listeners can support Compudopt’s mission.[18:20] Halloween Fun – Costumes, traditions, and Megan’s favorite part of the holiday.🎟️ To purchase tickets for the gala, visit: www.rreeselaw.com.📧 For more information on An Ounce of Prevention or RR&A’s Outsourced Legal Department, reach out at [email protected] or call 832-831-2289Also, check out Compudopt's website at Compudopt.org.

Understanding the WARN Act and Its Impact on Business TransactionsIn this episode, host Rachel Reese unpacks the Worker Adjustment and Retraining Notification Act (WARN Act), a critical but often overlooked law that can significantly impact companies during plant closures, mass layoffs, and large-scale transactions. With recent examples like Chevron’s WARN Act notice, Rachel explains how the law applies, the penalties for non-compliance, and the exceptions that business leaders need to keep in mind.She discusses why executives and dealmakers must pay special attention to WARN Act compliance during acquisitions and divestitures—especially when assuming employees from large asset purchases. Rachel also highlights how WARN Act obligations can surface in the reps and warranties section of major transactions and what you should do to protect your company from unexpected liability.In addition, Rachel covers the 10th Circuit’s ruling in Atlantic Richfield v. NL Industries, a recent case with major implications for contribution claims under CERCLA. The decision underscores the importance of timing, statutes of limitation, and properly classifying environmental cleanup claims to avoid being left holding the bag.Whether you’re an executive, investor, or legal professional in the energy sector, this episode offers actionable insights to help you avoid costly missteps, strengthen your compliance strategies, and prepare for the “great divestiture” on the horizon.For more detailed show notes, navigate using the timestamps below:[0:00] Introduction[1:15] Preview of the Dealmakers Haunted Hall Halloween Gala (October 23)[2:44] Chevron WARN Act notice and why this law matters[3:11] WARN Act basics – requirements, thresholds, and penalties[3:29] Key exceptions and the 90-day lookback rule[3:55] Why WARN Act issues matter in acquisitions and asset deals[4:23] Compliance considerations in reps and warranties[4:49] How industry consolidation raises WARN Act risks[5:14] Case law update introduction – Atlantic Richfield v. NL Industries[5:45] Background of the contamination case[6:12] EPA settlement and lawsuit for contribution[6:39] District court ruling and appeal[7:09] The critical distinction: contribution vs. cost recovery[7:46] Why the 10th Circuit allowed Atlantic Richfield’s claim to proceed[8:16] Why contribution timing matters for your company[8:43] Key takeaway: protect your company by identifying all responsible parties earlyIf you enjoyed this discussion and would like to explore how RR&A’s Outsourced Legal Department can help your company, visit the R. Reese & Associates Website: https://rreeselaw.com/Want more ways to stay up to date on the latest industry-specific news? Subscribe to our monthly newsletter: https://rreeselaw.com/insights/an-ounce-of-prevention-by-rra/

In this episode, we're joined by Chris Canon, VP of Land at Ridge Runner Resources II, LLC, for a candid and insightful conversation that pulls back the curtain on the complex world of land deals in the energy industry. With years of hands-on experience navigating high-stakes negotiations and intricate transactions, Chris offers a wealth of knowledge on the strategic decision-making that drives successful land acquisitions, trades, and swaps. We discuss how to identify when it’s the right time to trade or swap properties, the critical elements that make a deal truly beneficial for all parties involved, and the foundational role that trust and reputation play in this often tight-knit industry.Chris also emphasizes the importance of thorough due diligence; why it’s not just a box to check, but a critical process that can reveal hidden risks, prevent costly mistakes, and strengthen your negotiating position. He shares lessons from his career journey, including key insights from deals that went well and a few that didn’t. In addition, we explore the often overlooked 1031 Exchange and tax implications that come with swapping properties and take a deep dive into a recent caselaw update that could have serious consequences for your next transaction.Whether you’re a land professional, investor, or simply curious about the behind-the-scenes dynamics of dealmaking in the energy space, this episode is packed with practical knowledge, sharp insights, and real-world strategies you can put to use.For more detailed show notes, navigate using the timestamps below:[0:00] Introduction[1:51] Chris discusses his work experience[5:56] Halloween Dealmakers Haunted Hall Gala[7:00] Discussion of how to know when to trade or swap a property [9:10] The importance of networking and making a good impression[12:00] Tips to make good trades and swaps[14:25] Discussing Due Diligence in swaps[15:24] Trustworthy people[17:38] 1031 Exchange and tax implications of swapping[21:34] Caselaw updateIf you enjoyed this conversation and would like to discuss how RR&A’s Outsourced Legal Department can help your company, visit the R. Reese & Associates Website: https://rreeselaw.com/ Want more ways to stay up to date on the latest industry-specific news? Subscribe to our monthly newsletter: https://rreeselaw.com/insights/an-ounce-of-prevention-by-rra/ 

In this episode, we sit down with Leslie Armentrout, CEO of Silver Cross Energy Partners, to discuss the critical role of legal strategy in complex transactions. Leslie shares her professional journey, the importance of strong networks in business, and what’s on the horizon for her company. We also dive into a key caselaw update and share exciting news about the upcoming Dealmakers Haunted Hall Gala.Whether you're a business owner, investor, or advisor, this episode offers valuable insights on protecting your interests, avoiding costly mistakes, and staying legally informed.Whether you’re a business owner, investor, or professional dealing with complex transactions, understanding the right legal documents is crucial for safeguarding your interests. Tune in to stay informed and proactive about the best ways to protect your deals and avoid costly pitfalls. If you’d like to learn how RR&A’s Outsourced Legal Department can support your company, visit R. Reese & Associates. For more legal insights and industry updates, subscribe to our monthly newsletter, An Ounce of Prevention.For more detailed show notes, navigate using the timestamps below:[0:00] Introduction[1:51] Dealmakers Haunted Hall Gala event announcement[3:06] Leslie Armentrout shares her story[14:00] The importance of networking[20:00] What is next for Silver Cross Energy[24:04] Caselaw updateIf you enjoyed this conversation and would like to discuss how RR&A’s Outsourced Legal Department can help your company, visit the R. Reese & Associates Website: https://rreeselaw.com/ Want more ways to stay up to date on the latest industry-specific news? Subscribe to our monthly newsletter: https://rreeselaw.com/insights/an-ounce-of-prevention-by-rra/ 

In this episode, we dive into the essential topic of how to “paper up” your transactions formaximum protection and peace of mind. We explore the different types of agreements you canput in place to secure your deals before closing, helping you navigate the legal nuances thatcan make or break a transaction. Plus, we share a quick update on a fun Halloween event andunpack a recent ruling from the Texas Supreme Court that could have significant implications foryour business agreements.Whether you’re a business owner, investor, or professional dealing with complex transactions,understanding the right legal documents is crucial for safeguarding your interests. Tune in tostay informed and proactive about the best ways to protect your deals and avoid costly pitfalls. Ifyou’d like to learn how RR&A’s Outsourced Legal Department can support your company, visitR. Reese & Associates. For more legal insights and industry updates, subscribe to our monthlynewsletter, An Ounce of Prevention.For more detailed show notes, navigate using the timestamps below:[0:00] Introduction[0:25] Talking about the different types of agreements to paper up your transaction[1:13] Halloween event announcement[2:18] Discussion of transaction agreements[6:04] Unpacking a recent ruling Texas Supreme CourtIf you enjoyed this conversation and would like to discuss how RR&A’s Outsourced Legal Department can help your company, visit the R. Reese & Associates Website: https://rreeselaw.com/Want more ways to stay up to date on the latest industry-specific news? Subscribe to our monthly newsletter: https://rreeselaw.com/insights/an-ounce-of-prevention-by-rra/

In this episode of Ounce of Prevention, attorneys Miranda and Rachel take listeners behind the scenes of one of the most critical—but often overlooked—parts of any transaction: the closing. Whether you're acquiring an asset, negotiating a sale, or advising clients through the process, knowing how to manage a closing effectively can mean the difference between a smooth handoff and a major headache.The conversation begins with a clear explanation of what a “closing” really entails—breaking down not just the moment the deal is signed, but the full scope of ancillary documents, logistics, and moving parts. From there, Miranda walks through what a strong closing checklist looks like, including who needs to see it, how early to circulate it, and why it should be tailored to different types of transactions.Rachel and Miranda also explore when a closing should be handled in person versus virtually—and the real-world consequences of getting it wrong. They share hard-won insights and even a few cautionary tales about closings that went off the rails, followed by a timely caselaw update to keep you in the know.If you’re a business owner, dealmaker, or legal professional, this episode offers practical advice to help you navigate closings with clarity and confidence—and avoid the most common (and costly) missteps.🎃 Bonus: Be sure to catch the announcement about the upcoming Halloween Dealmakers Haunted Hall Gala—a spooky-good networking opportunity![0:00] Introduction and teaser: topic of discussing transactions[1:45] Miranda explains what closings of a transaction and ancillary documents are[4:59] Rachel asks Miranda what a closing checklists should look like for closing on different assets. [6:00] Who should be seeing the closing checklist?[6:39] Ad break - Halloween Dealmakers Haunted Hall Gala announcement[8:04] How to know when a closing should be in person[9:58] What can happen when a closing goes wrong[17:08] Caselaw updateIf you enjoyed this conversation and would like to discuss how RR&A’s Outsourced Legal Department can help your company, visit the R. Reese & Associates Website: https://rreeselaw.com/ Want more ways to stay up to date on the latest industry-specific news? Subscribe to our monthly newsletter: https://rreeselaw.com/insights/an-ounce-of-prevention-by-rra/ 

In this episode, the host breaks down Force Majeure—a legal concept commonly found in contracts; including when to use it and when it cannot be used. The term, French for "superior force," is discussed in the context of natural disasters, wars, pandemics, and other unforeseen events. The podcast explains when the clause can be triggered, what kinds of events typically qualify, and why simply being difficult or expensive to perform a contract doesn’t usually count.Real-world examples are used, like how businesses invoked force majeure during the COVID-19 pandemic to cancel events or delay deliveries. The episode also touches on how courts interpret these clauses and why exact wording matters.For more detailed show notes, navigate using the time stamps below:[0:00] Introduction [1:05] Halloween Dealmakers Haunted Hall Gala announcement[2:06] When to use force majeure and when you can’t[3:57] Caselaw updateIf you enjoyed this conversation and would like to discuss how RR&A’s Outsourced Legal Department can help your company, visit the R. Reese & Associates Website: https://rreeselaw.com/ Want more ways to stay up to date on the latest industry-specific news? Subscribe to our monthly newsletter: https://rreeselaw.com/insights/an-ounce-of-prevention-by-rra/ 

How do you go from sale to signing? In today’s episode of An Ounce of Prevention, host Rachel Reese speaks with Robert Ward, the Vice President of Business Development at Kuva Systems, on the tension between making a sale and getting the contract signed. They discuss Kuva’s role in methane mitigation, the sales cycle, the move from a verbal agreement to a contract, and the common points of contention in the contracting process. As always, we end with our Case Law segment, which will discuss the implications of ConocoPhillips Company v. Kenneth Hahn for Non-Participating Royalty Interest. For more detailed show notes, navigate using the time stamps below:[0:00] Introduction[1:28] Today’s episode will focus on the tension between making the sale and getting the contract signed. Our guest is Robert Ward, the Vice President of Business Development at Kuva Systems.[1:47] Robert has been in the oil and gas space for thirty years. Six years ago, he was introduced to Kuva’s work on methane mitigation.[6:20] Following the verbal agreement on a sale, what happens? There are a lot of variables at play, and some MSAs have preexisting conditions that can affect your deals.[9:41] Following the Kuva team’s responsibilities, they hand things off to RR&A. They have tuned their guardrails over time to accommodate broad MSAs. [13:17] Robert likes to educate his clients on the nuances of his product as early in the sales process as possible to prepare for common pitfalls in MSAs and labor understandings.[14:30] Kuva is proactively trying to make things easier on the customer, both in the sales cycle and beyond. [17:13] The methane space is complicated, and there are fears on the part of many customers. Methane regulation is not a moneymaker for these teams, but it can be addressed at scale cost-effectively.[18:30] Today’s case is ConocoPhillips Company v. Kenneth Hahn, a recent ruling by the Texas Supreme Court that provides guidance on whether a Non-Participating Royalty Interest can later be converted into a floating royalty. If you enjoyed this conversation and would like to discuss how RR&A’s Outsourced Legal Department can help your company, visit the R. Reese & Associates Website: https://rreeselaw.com/ Want more ways to stay up to date on the latest industry-specific news? Subscribe to our monthly newsletter: https://rreeselaw.com/insights/an-ounce-of-prevention-by-rra/ 

NDAs are used for a wide variety of purposes, from keeping employee trade secrets confidential to sharing relevant information with investors. In today’s episode, Rachel Reese focuses on NDAs as they apply to selling assets. Reviewing your NDAs carefully now can help you avoid legal trouble later, so understanding the common clauses to look for can help your business stay in the clear. Tune in for an explanation of Non-Disclosure Agreements, clauses that should not be part of them, points to review carefully, and our much-loved case law segment.For more detailed show notes, navigate using the time stamps below:[0:00] Introduction[0:40] NDAs, or Non-Disclosure Agreements, can be used for a variety of purposes. Today’s episode will focus on NDAs in the context of buying and selling assets, typically as a requirement to access information in a data room. [2:40] Something that should not be in this type of NDA is a non-solicit provision. Non-solicit provisions should not be a part of an asset sale NDA. Additionally, non-compete clauses should be reviewed carefully for the location specified in Exhibit A. [4:05] The “return or destroy” clause may say that the buyer must return or destroy all of the confidential information given to them once the NDA terminates. Monitoring these deadlines and gathering the necessary information to return requires significant manpower. [5:55] Today’s case is a recent ruling from the Supreme Court of North Dakota called Higgins v. Lund is a fixed vs floating royalty case involving a title dispute. In January 2017, the Higgins Plaintiffs sought a judgment to quiet title to mineral interests and to recover oil and gas proceeds. The Lund Defendants denied the allegations and asserted counterclaims seeking quiet title to the minerals. If you enjoyed this conversation and would like to discuss how RR&A’s Outsourced Legal Department can help your company, visit the R. Reese & Associates Website: https://rreeselaw.com/ Want more ways to stay up to date on the latest industry-specific news? Subscribe to our monthly newsletter: https://rreeselaw.com/insights/an-ounce-of-prevention-by-rra/ 

Do you know how to read a Certificate of Insurance? Lots of people who handle Certificates of Insurance never learned how to read them, but Certificates of Insurance offer key insights that you will need to understand to minimize your liability. Today, we’re welcoming back Phil Lukefahr, who serves as Senior Vice President within the Natural Resource Group at CAC Specialty. In this episode of An Ounce of Prevention, Phil and Rachel discuss what Certificates of Insurance are, how to read them, and key sections of Certificates of Insurance to pay attention to. Rachel ends the episode by discussing  Franklin v. Regions Bank, a recent ruling on lease extensions.Follow along by viewing a typical vendor certificate: https://drive.google.com/file/d/1DBJJoIBMtLS86zy9B0JIKoKxiZDX9tJX/view?usp=drive_link For more detailed show notes, navigate using the time stamps below:[0:00] Introduction[3:27] Certificates of Insurance are usually requested as proof that companies have the insurance they need to have. However, it is not a guarantee of future coverage. The certificate itself indicates this.[5:04] The insurers listed to the right are a high-level summary of the insurance companies that will be expanded upon later in the form. [7:20] The Commercial General Liability Coverage layer is the first million dollars of protection for any third-party bodily injury or property damage. The “primary layers” are general liability, commercial auto, and workers' compensation.[10:12] Occurrences are any one loss, whereas your umbrella liability is an aggregate. [11:25] What is the difference between excess and umbrella coverage? Phil says there basically is none. He typically calls the first tranche of umbrella coverage the umbrella, and everything else purchased afterwards is excess.[14:14] What is the difference between additional insured and the certificate holder? A certificate holder can be someone you engage in an MSA with, or anybody who needs evidence that you are abiding by your contract. The named insured is the policy purchaser, and the additional insured is an endorsement that protects you from additional liability.[19:01] Today’s case is a recent ruling from the Fifth Circuit Court of Appeals called Franklin v. Regions Bank. This case stems from a leasing error on a mineral-rich property atop Louisiana’s Haynesville Shale, one of the most valuable natural gas formations in the U.S. The plaintiffs, two lessors, sued Regions Bank, the entity responsible for managing their mineral interests.If you enjoyed this conversation and would like to discuss how RR&A’s Outsourced Legal Department can help your company, visit the R. Reese & Associates Website: https://rreeselaw.com/ Want more ways to stay up to date on the latest industry-specific news? Subscribe to our monthly newsletter: https://rreeselaw.com/insights/an-ounce-of-prevention-by-rra/ 

How do you know what type of contract is appropriate for a vendor? In today’s episode of An Ounce of Prevention, Rachel Reese speaks to Matt Reynolds on the types of agreements he has seen in and around the oil industry. Matt and Rachel discuss MSAs, IADCs, CSAs, and more; and how each type of contract may or may not be applicable to a contractor’s work. Additionally, they discuss the common pitfalls and mistakes they see companies make in contracting. Rachel and Matt begin by discussing the different types of contracts and their most common uses. They spend extra time on MSAs, which Matt says should be modular if they are drafted correctly. Finally, Rachel discusses the recent Wyoming Supreme Court Chesapeake Exploration, LLC v. Morton Production Company decision, and what it means for the COPAS Form. For more detailed show notes, navigate using the time stamps below:[0:00] Intro[1:39] Matt described his background — he has worked on commercial contracts in and around the oil industry for over two decades.[2:40] The first question Matt asks vendors is whether they are working on a one-off contract or a more long-term partnership. While one-off contracts can be simple, longer term relationships need to be handled more carefully.[4:52] MSAs are specifically crafted to work with the risks and responsibilities in field or well-site work. A well drafted MSA can be modified.[6:22] Drilling companies usually use an IADC instead of an MSA due to their unique risk profile. [9:22] CSAs, or consulting service agreements, are generally for anyone who is providing advice and supervision, and is not providing goods of any kind. [11:11] The most common other contracts Matt sees in the industry are licensing agreements, software as a service agreements, supply contracts, and exclusivity agreements, among many others. NDAs and confidentiality agreements are also extremely common.[12:54] The most common mistake clients make is taking a one-size-fits-all approach to creating contracts. [16:38] In the case law segment, Rachel discusses a case that touched on the COPAS Form including in most Joint Operating Agreements and Unit Operating Agreements. The Wyoming Supreme Court recently ruled on the case, Chesapeake Exploration LLC v. Morton Production Company, in favor of Morton.If you enjoyed this conversation and would like to discuss how RR&A’s Outsourced Legal Department can help your company, visit the R. Reese & Associates Website: https://rreeselaw.com/ Want more ways to stay up to date on the latest industry-specific news? Subscribe to our monthly newsletter: https://rreeselaw.com/insights/an-ounce-of-prevention-by-rra/ 

The first episode of An Ounce of Prevention is about a key solution companies use to handle insurance requirements under MSAs - tiered insurance. Phil Lukefahr, the Senior Vice President of the Natural Resources Group within CAC Specialty, has extensive experience with tiered insurance. In fact, he has worked in oil and gas insurance for over two decades. He explains what tiered insurance does, the problem that it solves, and how it applies in a variety of cases. Rachel also discusses the implementation of the Corporate Transparency Act (CTA) and the lengthy process behind its implementation. Starting with a conversation on tired insurance, Rachel speaks to Phil about his experience with tiered insurance and why his clients find it useful. Rachel moves into discussing insurance applications with different types of projects. Finally, Rachel discusses the implementation of the CTA.For more detailed show notes, navigate using the time stamps below:[0:56] Rachel introduces today’s guest, Phil Lukefahr. Phil serves as the Senior Vice President for the Natural Resources Group at CAC Specialty.[2:21] Phil says that operators and contractors start at a fundamental difference — operators want as much insurance as possible, while contractors see insurance cutting into their profits.[3:57] Rachel says that the solution to this difference is tiered insurance. There are different tiers for different risk profiles.[4:47] Some of Phil’s clients put tiered insurance into their MSAs upfront, while others internally categorize contractors. [7:23] In situations where operators have a go-to “guy” they want to work with, Phil recommends assessing whether this person would qualify for your workers’ compensation, which would be the best solution. If that does not work, having a strong contract in place is crucial. [10:42] How does insurance work with a well control company? For one, Phil says that your MSA should be ironed out ahead of time. Your contract should also take into account the extra risk involved in drilling. [13:16] On January 1st, 2024, the Corporate Transparency Act went into effect. Rachel spends the final segment of the show discussing the CTA and the legal process of its implementation.If you enjoyed this conversation and would like to discuss how RR&A’s Outsourced Legal Department can help your company, visit the R. Reese & Associates Website: https://rreeselaw.com/ Want more ways to stay up to date on the latest industry-specific news? Subscribe to our monthly newsletter: https://rreeselaw.com/insights/an-ounce-of-prevention-by-rra/ 

Like Benjamin Franklin said, “an ounce of prevention is worth a pound of cure.” In this podcast, we provide short, informative episodes drawing on industry expertise to give you the know-how to advance your career. Host Rachel Reese is the Founder, CEO, and Executive Partner of R. Reese & Associates, an energy-focused law firm. RR&A is dedicated to keeping clients and listeners informed about legal risks while supporting their business goals: as we like to say “we are in the business of building companies and helping executives sleep at night.”Whether you are interested in learning more about industry fundamentals or new legal territory, you will come away from each episode more informed and prepared to help your business succeed. An Ounce of Prevention is launching on April 8th, 2025. Subscribe now so you don’t miss an episode!If you enjoyed this trailer and would like to discuss how RR&A’s Outsourced Legal Department can help your company, visit the R. Reese & Associates Website: https://rreeselaw.com/ Want more ways to stay up to date on the latest industry-specific news? Subscribe to our monthly newsletter: https://rreeselaw.com/insights/an-ounce-of-prevention-by-rra/