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Tender Protocol and Concession Contract

Published: Thursday, 09 November 2017 14:13 | Last Updated: Thursday, 04 January 2018 16:44 | Hits: 1144

Amendment in the Final Tender Protocol and in Draft of Concession Agreement of the 13th Bidding Round – Exploratory Blocks – 12/10/2015

As per the notice in the Federal Official Gazette on December 10th 2015, ANP performed certain amendments in section 9 of the final tender protocol and in clause sixth from the draft of concession agreement of the 13th Bidding Round for the concession of exploration and production activities of oil and natural gas.

 

Final Tender Protocol from 13th Bidding Round

- In Section 9.1, where is mentioned:

“The documents for signature of concession agreement should be presented in a single way, irrespective from how many blocks acquired, except discriminated documents in sections 9.1.2.1, 9.1.2.2, 9.1.3 and 9.1.4 (if applicable) which must be submitted to each contract to be signed. Table 15, presented at the end of this section, consolidates the list of documents necessary for signatures of the concession contracts.”

It shall be:

“The documents for signature of concession agreement should be presented in a single way, irrespective from how many blocks acquired, except discriminated documents in sections 9.1.2.1, 9.1.2.2, 9.1.2.4, 9.1.3, 9.1.4 and 9.1.5 (if applicable) which must be submitted to each contract to be signed. Table 15, presented at the end of this section, consolidates the list of documents necessary for signatures of the concession contracts.”

 

- In Section 9.1.2, where is mentioned:

“Financial guarantees must be accompanied by the following documents evidencing the legal representatives of the issuer condition:
a) Documents relating to business company which is bind to provide a guarantee, as detailed in section 4.2.1, once the document in paragraph (d) of the said section must be signed by legal representatives of such company, as authorized to do as such;
b) Power of attorney for representatives to sign the guarantees, if applicable; and
c) Documents (CPF and RG) of the representatives referred to in (b).”

It shall be:

“Financial guarantees in the modalities of letter of credit and Bid Bonds must be accompanied by the following documents evidencing the legal representatives of the issuer condition:
a) Documents relating to business company which is bind to provide a guarantee, as detailed in section 4.2.1, once the document in paragraph (d) of the said section must be signed by legal representatives of such company, as authorized to do as such;
b) Power of attorney for representatives to sign the guarantees, if applicable; and
c) Documents (CPF and RG) of the representatives referred to in (b).”

 

- Inclusion of Section 9.1.4, as per the following:

“9.1.2.4 Escrow Deposit

The collateral escrow deposit is regulated by Superior Ordinance No. 1.737/1979 and by Ordinance No. 93.872/1986.

In order to guarantee the minimum exploratory program (PEM) as per the escrow deposit, the bidder (Bailor) shall create one or more escrow accounts at any branch of the Caixa Econômica Federal (CEF), in favor of the Brazilian National Agency of Petroleum, Natural Gas and Biofuels – ANP (tax payer number CNPJ 02.313.673/0002-08).

The account number of the escrow account shall be defined by CEF at the time of its creation, which shall be deposited the amount, preferably in cash or by check, the guarantee of the minimum exploratory program for each concession agreement (an individual escrow account for PEM guarantee from each concession agreement).

For rendering such modality it shall be submitted the deposit swift, the original copy of Escrow Receipt form duly filed and signed. If the deposit shall be made by check, it shall also be sent the escrow account extract proving the check offset.

The CEF standard model of the "Escrow Receipt" is available on the website http://www.brasil-rounds.gov.br.

The criteria, conditions and correction indexes/update are defined by CEF and shall be set forth in the appropriate form "Escrow Receipt”.

 

Draft of the Concession Agreement of the 13th Bidding Round

- In Section 6.2, where is mentioned:

“Form of Bid Bonds”

6.2 The Bidder shall be able to provide ANP with the following documents as Bid Bonds:
a) Irrevocable Letter of Credit;
b) Security Insurance; or
c) Pledge Agreement of receivables;

 

It shall be:

6.2 The Bidder shall be able to provide ANP with the following documents as Bid Bonds:
a) Irrevocable Letter of Credit;
b) Security Insurance;
c) Pledge Agreement of receivables; or
d) Escrow Deposit;

 

- Inclusion of Section 6.17, as per the following:

"6.17. In collateral escrow modality, the implementation of the Minimum Exploratory Program shall be performed by withdrawal of the respective amount as per the exploration activities not performed, by means of correspondence of ANP to the custodian, irrespective from prior consent of the assignee, and shall be entitled the account number to which the transfer shall be made to settle the obligation."

 

» Rectified Final Tender Protocol

Word version (6.2 MB)
PDF version (6.4 MB)

 

» Rectified Draft of Concession Agreement

Word version (418 MB)
PDF version (1.1 MB)


The business company TSL – Engenharia, Manutenção e Preservação Ambiental S/A filed judicial objection petition of the Final Tender Protocol of the 13th Bidding Round as of September 28th, 2015.

The business company under court-supervised reorganization, requested the Special Bidding Round Committee (CEL) to abolish all notice and any restriction upon the participation of companies in bankruptcy protection in the 13th Bidding Round.

The CEL has forwarded the Bidder petition to the Board of ANP as per, the Board Meeting No. 819, of October 2nd, 2015, had decided to reject the petition in accordance with Federal Prosecutor's Opinion addressed towards ANP by No. 511/2015/PF -ANP/PGF/AGU. Such decision is embodied as per the Executive Board Resolution No. 755/2015.


Amendment in Final Tender Protocol of 13th Bidding Round – Exploratory Blocks – 10/02/2015

ANP had performed adjustments in Table 2 of the Section 2 (bidding purpose) and Annex I (details of the blocks on offer) the announcement of the 13th Round of Exploratory Blocks Bidding for the granting of exploration and production of oil and natural gas.

The related adjustments are inured to the adequacy of the block areas PN-T-46, PN-T-65 and PN-T-98, located in the SPN-N section of the Parnaíba Basin and were motivated by request of the National Indian Foundation (FUNAI) by means of the Official Letter No. 1018/2015/DPT/FUNAI-MJ, as of September 30th, 2015.

The possibility of the blocks adaptation for technical and justified reasons is furnished as per art. 49 of ANP Resolution No. 18/2015, which regulates the procedures to be adopted in the bid blocks for the concession of exploration and production of oil and natural gas, and in section 2 of the final tender protocol of the 13th bidding round of exploratory blocks.

The notice of the given adjustment was published in the Federal Official Gazette on October 5th, 2015.

The rectified final tender protocol is available for download on the links below in Word PDF formats.

 

» Rectified Final Tender Protocol

Word version (6.05 MB)
PDF version (2.78 MB)

 


Amendment in Final Tender Protocol of 13th Bidding Round – Exploratory Blocks – 09/17/2015

As per the announcement in the Federal Official Gazette on September 17th, 2015, ANP performed amendments in section 5 of the final tender protocol of 13th Bidding Round of Exploratory Blocks for the concession of exploration and production of oil and natural gas.

- In the introductory part of Section 5, where is mentioned:

"To introduce the offer individually in the public presentation of offers, the bidder shall contribute Bid Bond to the block of interest until the date as defined in Table 1.

The consortium offers, Bid Bonds must be payable by only one bidder member of the consortium.

The Bid Bonds must entitle ANP as beneficiary and the bidders as providers and should not contain exclusionary clause of any liability incurred by furnished guarantees regarding participation in such bid."

It shall mean:

"To introduce the offer individually in the public presentation of offers, the bidder shall contribute Bid Bond to the block of interest until the date as defined in Table 1.

The consortium offers, Bid Bonds must be payable by only one bidder member of the consortium.

The Bid Bonds shall be furnished as per the following modalities: (i) letter of credit; (ii) security insurance; and escrow in cash.

The Bid Bonds must entitle ANP as beneficiary and the bidders as providers and should not contain exclusionary clause of any liability incurred by furnished guarantees regarding participation in such bid."

- In Section 5.2, where is mentioned:

"The validity of the bid bonds shall commence the day before the date established for the public offering and shall cease at least sixty (60) days after the last date set for countersignatures the concession contract."

It shall be:

"The validity of the bid bonds as presented by means of letter of credit and insurance shall commence the day before the date established for the public offering and shall cease at least sixty (60) days after the last date set for countersignatures the concession contract."

 

- In Section 5.4, it has been included at the end of the section the following:

"In the case of collateral escrow in cash, the collateral value must be wired towards Caixa Econômica Federal in a determined account in favor of ANP, in accordance with Decree-Law No. 1.737/1979.

The proof of bank swift must be filed at ANP protocol, as per the formalities provided for in section 3.

The following data should be observed for cash escrow:

In favor of: Brazilian National Agency of Petroleum, Natural Gas and Biofuels – ANP
Tax payer CNPJ: 02.313.673/0002-08
Bank: Caixa Econômica Federal

- In Section 5.5, it has been included at the end of the section the following:

"As per the cash escrow modality, the bid bond execution shall be performed by withdrawal of the amount corresponding to the guarantee for the offered object block. The applicable inflation adjustment shall be returned to the applicant if there is no incidence of the penalty provided for in section 10.

In case of penalty incurrence the amount resulting from the restatement shall be withheld and deducted from the total payable penalty."

- In Section 5.6, where is mentioned:

"After exoneration, the provision of guarantees shall be returned by prior appointment by SPL."

It shall be:

"After exoneration, the provision of guarantees shall be returned by prior appointment by SPL. In cases of offered bid bonds as submitted through cash escrow, ANP shall provide documentation authorizing the release of all available resources."

 

» Rectified Final Tender Protocol

Word version (6.7 MB)
PDF version (6.26 MB)


Adjustments in the final tender protocol of the 13th Bidding Round – Exploratory Blocks – 09/01/2015

As per the announcement in the Federal Official Gazette on September 01st, 2015, ANP performed amendments in sections 5.5, 7.6 and 10.1 of the final tender protocol of 13th Bidding Round of Exploratory Blocks for the concession of exploration and production of oil and natural gas.

- In Section 5.5, last paragraph, where is mentioned:

"In both cases, of the bond execution or direct payment to the Union, the bidder shall not be exempt from the penalties as provided in section 10 and as per applicable law."

It shall be:

"In both cases, of the bond execution or direct payment to the Union, the bidder shall not be exempt from possible the penalties as provided in section 10 and as per applicable law."

- In section 7.6.1, where is mentioned:

"The bidder which may not obtain qualification level as required for the sector inured from the offered block it shall have its bid bond duly executed and financially offset in accordance with section 5.5, without prejudice to any application of the penalties provided in section 10 and applicable legislation."

It shall be:

"The bidder which may not obtain qualification level as required for the sector inured from the offered block it shall have its bid bond duly executed and financially offset in accordance with section 5.5, without prejudice to any application of the penalties provided in section 10 and applicable legislation."

- In section 7.6.2, where is mentioned:

"In case of non-qualified bidder to become member of the awarded consortium, the other members shall be called as defined by CEL, to express interest in taking over the liabilities of the unqualified bidder, subject to application of the penalties in section 10 and the applicable law.”

“Therefore, it is necessary the consortium to hold at least one qualified member at the minimum level required for the sector inured from the offered block to act as an operator of the concession. If necessary, the other consortium members shall be invited to submit new documentation for qualification in order to take over the operation of the consortium. The invitation from the other consortium shall precede the one as provided in section 7.6.1.”

“Under no circumstances it shall be allowed a new business company to enter the awarded consortium before the signature of the concession agreement.”

“If any of the consortium member bidders assume the responsibilities of non-qualified bidder, the bid bond shall be forfeited and financially offset in accordance with section 5.5, subject to the application of penalties in section 10 and the applicable law, and shall apply the provisions in section 7.6.1."

 

It shall mean:

"In case of non-qualified bidder to become member of the awarded consortium, the other members shall be called as defined by CEL, to express interest in taking over the liabilities of the unqualified bidder, subject to application of the penalties in section 10 and the applicable law.”

“Therefore, it is necessary the consortium to hold at least one qualified member at the minimum level required for the sector inured from the offered block to act as an operator of the concession. If necessary, the other consortium members shall be invited to submit new documentation for qualification in order to take over the operation of the consortium. The invitation from the other consortium shall precede the one as provided in section 7.6.1.”

“Under no circumstances it shall be allowed a new business company to enter the awarded consortium before the signature of the concession agreement.”

“If any of the consortium member bidders assume the responsibilities of non-qualified bidder, the bid bond shall be forfeited and financially offset in accordance with section 5.5, subject to the application of penalties in section 10 and the applicable law, and shall apply the provisions in section 7.6.1."

- In Section 10.1, where is mentioned:

“a) it shall be enforced a 10% (ten percent) penalty from the sum of the amounts offered for the signing bonus and for the minimum exploratory program of the first exploration timeframe:”

“a.1) the awarded bidder of the public offerings (in accordance with sections 6.5.1 and 7.6.1, "d") which shall be not qualified or not maintain the qualification status to the signatures of the concession agreement;”

“a.2) the remaining bidder who may express interest in meeting the best offer and is not qualified or do not keep the qualification conditions until the signatures of the concession agreement.”

“b) it shall be enforced a 20% (twenty percent) penalty from the sum of the amounts offered for the signing bonus and for the minimum exploratory program of the first exploration timeframe:”

“b.1) to the awarded Bidder (as per Section 8) who may not conclude the concession agreement until the date as determined by ANP;”

“b.2) the remaining bidder who may express interest in meeting the best offer and is not qualified or do not keep the qualification conditions until the date as determined by ANP;”
“In case of consortium, the penalty amount shall be proportional to the participation of bidders in the consortium. When other parties from consortium assume the liabilities of the disqualified bidder or quitter, as per sections 7.6.2 and 9.3.2, the penalty shall be applied only to such proportion to their participation."

It shall mean:

“a) it shall be enforced a 10% (ten percent) penalty from the sum of the amounts offered for the signing bonus and for the minimum exploratory program of the first exploration timeframe:”

“a.1) the awarded bidder of the public offerings (in accordance with sections 6.5.1 and 7.6.1) which shall be not qualified or not maintain the qualification status to the signatures of the concession agreement;”

“a.2) the remaining bidder who may express interest in meeting the best offer and is not qualified or do not keep the qualification conditions until the signatures of the concession agreement.”

“b) it shall be enforced a 20% (twenty percent) penalty from the sum of the amounts offered for the signing bonus and for the minimum exploratory program of the first exploration timeframe:”

“b.1) to the awarded Bidder (as per Section 8) who may not conclude the concession agreement until the date as determined by ANP;”

“a.2) the remaining bidder who may express interest in meeting the best offer and is not qualified or do not keep the qualification conditions until the signatures of the concession agreement.”

“In case of consortium, the penalty amount shall be proportional to the participation of bidders in the consortium. When other parties from consortium assume the liabilities of the disqualified bidder or quitter, as per sections 7.6.2 and 9.3.2, the penalty shall be applied only to such proportion to their participation.

The remaining bidder shall estate the new awarded of the public offerings, pursuant to subparagraph (d) of section 7.6.1, it shall not be subject to the penalties established in this section, subject to the execution of the bid bond as defined in section 5.5.

The full content of rectified final tender protocol, as amended rendered by the Board of ANP, is available for download in word and pdf formats.

 


Final Tender Protocol and model of Concession Contract – Exploratory Blocks

The Final Tender Protocol brings the rules and procedures of the 13th Bidding Round – Exploratory Blocks and the model of the Concession Contract, a bind part of the Final Tender Protocol, sets forth rights and obligations of the future concessionaires.

The final tender protocol and the draft of concession contract furnish improvements in relation to the draft tender protocol and to the draft of concession contract, published on June, 12th 2015. The contributions received during the period of public consultation and public hearing no. 13/2015 were assessed by ANP and those considered as relevant were used for the improvement of the tender documentation. The tables which consolidate the contributions, the deliberation of ANP, as well as their respective justifications are available for download at Page: Public Consultation and Public Hearing.

The full content of the final tender protocol, which contains the model of the concession contract, is available for download in word and pdf formats.

» Tender Protocol (Portuguese only)

Word Version (6.217 MB)

PDF Version (6.409MB)

» Concession Contract (Portuguese only)

Word Version (457 KB)

PDF Version (501 KB)

Alternatively, it is possible to obtain copies of documents at the Bidding Rounds Promotion Superintendence of ANP, located at Av. Rio Branco, no 65, 18th floor, Centro, Rio de Janeiro – RJ, by paying the Federal Tax Liability Payment Form – GRU on the amount of R$ 18,97 (eighteen reais and ninety seven cents) for the final tender protocol and R$ 5,71 (five reais and seventy one cents) for the model of the concession contract. The following references must be included in the GRU form, as follows:

» Managing Unit (UG): 323031;

» Management (gestão): 32205;

» Name of Unit (Nome da Unidade Favorecida): Escritório Central da ANP;

» Payment Code (Código do Recolhimento): 18855-7;

» Reference Number (Número de Referência): 48610.003442/2013-89

» Leave “Competence” (Competência) space in blank;

» In “Expiration Date” (Vencimento) space, fill the date of payment;

All other relevant information is concerned to the company which will perform the payment.

To issue the GRU, log on:

https://consulta.tesouro.fazenda.gov.br/gru/gru_simples.asp


Draft of the Tender Protocol and Draft of Concession Agreement

The Draft of the Tender Protocol of the 13th Bidding Round – Exploratory Blocks, whose notice was issued in the Federal Official Gazette on June 12th, 2015 and in major newspapers, contains the offered areas, the rules and procedures towards the participation and the preliminary bidding schedule. The draft concession agreement is part of the draft tender protocol.

CNPE has granted ANP, via Resolution 01/2015, issued in the Federal Official Gazette on June 06th, 2015, the performance of the 13th Bidding Round for the acquisition of blocks intended for the hiring of exploration and production activities of oil and natural gas.

The 13th Bidding Round shall be consisted by two phases, this first in reference to exploratory blocks, the following expected to be continued through the 13th Bidding Round towards inactive areas with marginal accumulation.

The draft of the tender protocol and the draft of concession agreement shall undergo through public consultation and public hearing, subject to possible corrections and adjustments.

The full content of both draft of the tender protocol and the draft of concession agreement can be downloaded in .docx and .pdf format by clicking on the links below.

» Draft of the Tender Protocol (Portuguese version)

Word Version (6.276KB)

PDF Version (6.200KB)

 

» Draft of the Tender Protocol (English version)

Word Version (6.164KB)

PDF Version (6.210KB)

 

» Draft of Concession Agreement (Portuguese version)

Word Version (435 KB)

PDF Version (897 KB)

 

» Draft of Concession Agreement (English version)

Word Version (440 KB)

PDF Version (386 KB)

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