Abstract When an international oil and gas deal falls apart, parties will resolve their disputes by negotiation, litigation, or arbitration. If arbitration is not chosen and negotiations are fruitless, litigation will result. Because neither party wants to litigate a dispute in the other party’s hometown—which is especially true where one party is a foreign country or a state-owned oil and gas company—parties often choose arbitration. Leaving the matter to boilerplate forms, as often results when parties concentrate on the fiscal provisions, can result in uncollectible or unenforceable judgments or processes ill-suited to resolving a particular dispute fairly. These and other difficulties can be avoided by a basic knowledge of arbitration law and consideration of what potential disputes might arise in a particular deal. The following factors should guide the lawyer and client in drafting the arbitration clause: (1) types of disputes likely to arise (e.g., fact-intensive, technical, or purely legal); (2) the danger of being “hometowned”; (3) laws that should apply to various aspects of the agreement and the arbitration proceedings and their interaction; (4) other dispute resolution mechanisms as a precursor to arbitration or litigation; (5) how to obtain the information to prove potential claims or defenses; and (6) who should be bound by the arbitration clause.

Abstract 0.0 Bell Ranch northeast of Mayer, Arizona. Proceed on dirt road down the Agua Fria River. 0.9 Road leaves valley bottom and climbs to the south through metasedimentary rocks. 1.3 Road from the Binghampton and Copper Queen mines joins this road on the left. 2.7 Crossing small cattleguard. 3.1 View in the distance at 9:00 to 10:00 shows drill pad used by Billiton to explore the Copper Mountain area. Drill pad is now used as a quarry for mining of hematite-stained metarhyolite. 3.7 Road makes sharp turns around small hills. Visible in the distance at 12:00 are high peaks in the southern Bradshaw Mountains near Horsethief Basin. 4.0 Road crests small ridge. High peak in the far distance at 12:00 to 12:15 is Brady Butte, elev. 6,400 ft (fig. 53). The peak and the ridge extending to the south are composed of the 1750±10 Ma Brady Butte Granodiorite, the oldest dated rock in Arizona (Anderson and others, 1971). The pluton intrudes metavolcanic rocks similar to those seen between Prescott and Mayer, and has been deformed and recrystallized during regional metamorphism (Blacet, 1966; DeWitt, in press; Blacet, 1985). Unconformably overlying the pluton is the Texas Gulch Formation (fig. 43), a sequence of metamorphosed volcaniclastic and sedimentary material that has been multiple deformed (O'Hara and others, 1978; Karlstrom and O'Hara, 1984; Karlstrom and Conway, 1986) at the northern margin of the pluton. Also visible from this location at about 12:00, directly over the town of Mayer and the smelter stack, are the

Abstract 1.65 to 1.78 b.y.-old volcanogenlc massive sulfide deposits that are related to centers of rhyolitic activity in central Arizona were initially mined for enriched gold and silver contents of oxidized ores. Although the precious metal contents of unoxidized (protore) ores are considerably lower than those of oxidized counterparts, many unoxidized deposits today would be considered of economic value only because of their gold and silver, not just for their base metals. Massive sulfide deposits in Arizona are located, from west to east, in the Hualapai, Bagdad, Mayer-Prescott, Jerome, and Payson areas. Production statistics for the first four areas indicate that gold grades in the oxidized ores ranged from 1.1 to 0.2 oz/ton, and in the protore from 0.7 to 0.001 oz/ton. Silver grades in the oxidized ores ranged from 8 to 3 oz/ton, and in the protore from 4.5 to 0.2 oz/ton. Total silver/gold ratios varied from 600 to 15. Gold and silver grades were highest in the Mayer-Prescott area (0.068 oz Au; 2.37 oz Ag), and decreased in the Jerome (0.043 oz Au; 1.55 oz Ag), Hualapai (0.004 oz Au; 0.61 oz Ag), and Bagdad areas (0.002 oz Au; 0.39 oz Ag). This spatial variation of precious metal grades is believed to be related to the duration of volcanism and type of associated volcanic rocks in the four areas; the variation suggests that gold and silver mineralization was controlled by magma chemistry and evolution. Precious metal contents appear to be independent of the overall copper, lead, or zinc grade