# HILCORP ALASKA, LLC — Notice of Amendment - **operation:** document - **citation:** CPF 52023063NOA - **title:** HILCORP ALASKA, LLC — Notice of Amendment - **source type:** enforcement - **agency:** Pipeline and Hazardous Materials Safety Administration - **status:** historical - **official:** true - **published on:** 2023-12-19 - **effective on:** Not available - **summary:** CLOSED notice of amendment citing 192.605(a). - **machine formats:** - **json:** https://regulus.evalyn.ai/document/phmsa-enforcement-52023063noa.json - **markdown:** https://regulus.evalyn.ai/document/phmsa-enforcement-52023063noa.md - **app url:** https://regulus.evalyn.ai/document/phmsa-enforcement-52023063noa - **source url:** https://primis.phmsa.dot.gov/enforcement-data/case/52023063NOA **body:** Notice of Amendment involving HILCORP ALASKA, LLC. PHMSA's enforcement data identifies the cited regulation as 192.605(a). The case was opened on 2023-12-19 and is reported as closed as of 2026-07-16. Open the official case record for notices, responses, orders, and the latest status. Official case documents: 52023063NOA_Closure Letter (REVISED)_07162026_(23-294557).pdf: https://primis.phmsa.dot.gov/enforcement-documents/52023063NOA/52023063NOA_Closure%20Letter%20(REVISED)_07162026_(23-294557).pdf 52023063NOA_Closure Letter (REVISED)_07162026_(23-294557)_text.pdf: https://primis.phmsa.dot.gov/enforcement-documents/52023063NOA/52023063NOA_Closure%20Letter%20(REVISED)_07162026_(23-294557)_text.pdf 52023063NOA_Closure Letter_07132026_(23-294557).pdf: https://primis.phmsa.dot.gov/enforcement-documents/52023063NOA/52023063NOA_Closure%20Letter_07132026_(23-294557).pdf 52023063NOA_Closure Letter_07132026_(23-294557)_text.pdf: https://primis.phmsa.dot.gov/enforcement-documents/52023063NOA/52023063NOA_Closure%20Letter_07132026_(23-294557)_text.pdf 52023063NOA_Consent Agreement and Order_05142024_(23-294557).pdf: https://primis.phmsa.dot.gov/enforcement-documents/52023063NOA/52023063NOA_Consent%20Agreement%20and%20Order_05142024_(23-294557).pdf 52023063NOA_Consent Agreement and Order_05142024_(23-294557)_text.pdf: https://primis.phmsa.dot.gov/enforcement-documents/52023063NOA/52023063NOA_Consent%20Agreement%20and%20Order_05142024_(23-294557)_text.pdf 52023063NOA_Notice of Amendment_12192023_(23-294557).pdf: https://primis.phmsa.dot.gov/enforcement-documents/52023063NOA/52023063NOA_Notice%20of%20Amendment_12192023_(23-294557).pdf 52023063NOA_Notice of Amendment_12192023_(23-294557)_text.pdf: https://primis.phmsa.dot.gov/enforcement-documents/52023063NOA/52023063NOA_Notice%20of%20Amendment_12192023_(23-294557)_text.pdf 52023063NOA_Operator RfH SOI and Req Inf Consultation_12212023_(23-294557).pdf: https://primis.phmsa.dot.gov/enforcement-documents/52023063NOA/52023063NOA_Operator%20RfH%20SOI%20and%20Req%20Inf%20Consultation_12212023_(23-294557).pdf 52023063NOA_PHC Hearing Canceled_05152024_(23-294557).pdf: https://primis.phmsa.dot.gov/enforcement-documents/52023063NOA/52023063NOA_PHC%20Hearing%20Canceled_05152024_(23-294557).pdf 52023063NOA_PHC Hearing Canceled_05152024_(23-294557)_text.pdf: https://primis.phmsa.dot.gov/enforcement-documents/52023063NOA/52023063NOA_PHC%20Hearing%20Canceled_05152024_(23-294557)_text.pdf 52023063NOA_PHC Hearing Scheduled Revised_03272024_(23-294557).pdf: https://primis.phmsa.dot.gov/enforcement-documents/52023063NOA/52023063NOA_PHC%20Hearing%20Scheduled%20Revised_03272024_(23-294557).pdf 52023063NOA_PHC Hearing Scheduled Revised_03272024_(23-294557)_text.pdf: https://primis.phmsa.dot.gov/enforcement-documents/52023063NOA/52023063NOA_PHC%20Hearing%20Scheduled%20Revised_03272024_(23-294557)_text.pdf 52023063NOA_PHC Hearing Scheduled_03272024_(23-294557).pdf: https://primis.phmsa.dot.gov/enforcement-documents/52023063NOA/52023063NOA_PHC%20Hearing%20Scheduled_03272024_(23-294557).pdf 52023063NOA_PHC Hearing Scheduled_03272024_(23-294557)_text.pdf: https://primis.phmsa.dot.gov/enforcement-documents/52023063NOA/52023063NOA_PHC%20Hearing%20Scheduled_03272024_(23-294557)_text.pdf 52023063NOA_Closure Letter_07132026_(23-294557)_text.pdf U.S. Department of Transportation Pipeline and Hazardous Materials Safety Administration 12300 West Dakota Avenue, Suite 340 Lakewood, Colorado 80228 VIA ELECTRONIC MAIL TO: lsaugier@hilcorp.com July 13, 2026 Luke Saugier Senior Vice President Hilcorp Alaska, LLC 3800 Centerpoint Dr. Suite 1400 Anchorage, AK 99503 RE: CPF 5-2023-063-NOA / Closure Dear Mr. Saugier: On May 14, 2024, the Pipeline and Hazardous Materials Safety Administration (PHMSA) issued a Consent Order to Hilcorp Alaska, LLC (Hilcorp). This Order incorporated the terms of the Consent Agreement executed between the parties. The Consent Agreement included a Compliance Plan which required Hilcorp to complete the following: ● Modify its procedures in accordance with the regulatory classifications detailed in the agreement. ● Follow a set schedule for integrating the subject facilities into Hilcorp’s 49 C.F.R. Part 191, 192, and 199 compliance programs. Based on our review of the documentation provided, it has been determined that Hilcorp has complied with the terms of the Consent Agreement. Accordingly, this case is now closed, and no further action is contemplated with respect to the matters involved in this case. Thank you for your cooperation in this matter. Sincerely, Dustin Hubbard Director, Western Region, Office of Pipeline Safety Pipeline and Hazardous Materials Safety Administration cc: Rusty Allen, Pipeline Risk and Compliance Manager, Hilcorp, rusty.allen@hilcorp.com Chris Heimlich, Pipeline Compliance Engineer, Hilcorp, cheimlich@hilcorp.com 52023063NOA_PHC Hearing Scheduled Revised_03272024_(23-294557)_text.pdf March 27, 2024 VIA ELECTRONIC MAIL TO: cmonnin@hilcorp.com and dustin.hubbard@dot.gov Ms. Cindy Monnin Director of Integrity – Alaska Hilcorp Alaska, LLC 3800 Centerpoint Dr., Suite 1400 Anchorage, AK 99503 Mr. Dustin Hubbard Director, Western Region Pipeline and Hazardous Materials Safety Administration 12300 W. Dakota Avenue, Suite 110 Lakewood, CO 80228 Re: Notice of Hearing, Hilcorp Alaska, LLC CPF No. 5-2023-063-NOA Dear Ms. Monnin and Mr. Hubbard: In accordance with 49 C.F.R. § 190.211, an informal hearing will be held regarding the Notice of Amendment issued by the Pipeline and Hazardous Materials Safety Administration in the above- referenced case. The hearing will be held via videoconference on September 12th, 2024, beginning at 8:30 a.m. Alaska Time. The videoconference information will be provided prior to the hearing. At least 10 calendar days prior to the hearing (or by September 2nd, 2024), both parties must submit and exchange any additional written materials they intend to present at the hearing and the name and email address of each attendee. This information should be provided electronically. Materials not submitted by this date may be excluded. If you have any questions, please do not hesitate to contact me. Sincerely, Larry White Presiding Official cc: Ms. Denali Kemppel, General Counsel, Hilcorp Alaska, LLC dkemppel@hilcorp.com Ms. Alexandra Iorio, Counsel, Western Region, Office of Pipeline Safety, PHMSA, alexandra.iorio@dot.gov Ms. Gabrielle St. Pierre, Counsel, Western Region, Office of Pipeline Safety, PHMSA, gabrielle.st.pierre@dot.gov 52023063NOA_PHC Hearing Scheduled_03272024_(23-294557)_text.pdf March 27, 2024 VIA ELECTRONIC MAIL TO: cmonnin@hilcorp.com and dustin.hubbard@dot.gov Ms. Cindy Monnin Director of Integrity – Alaska Hilcorp Alaska, LLC 3800 Centerpoint Dr., Suite 1400 Anchorage, AK 99503 Mr. Dustin Hubbard Director, Western Region Pipeline and Hazardous Materials Safety Administration 12300 W. Dakota Avenue, Suite 110 Lakewood, CO 80228 Re: Notice of Hearing, Hilcorp Alaska, LLC CPF No. 5-2023-063-NOA Dear Ms. Monnin and Mr. Hubbard: In accordance with 49 C.F.R. § 190.211, an informal hearing will be held regarding the Notice of Amendment issued by the Pipeline and Hazardous Materials Safety Administration in the above- referenced case. The hearing will be held via videoconference on September 12th, 2024, beginning at 8:30 a.m. Alaska Time. The videoconference information will be provided prior to the hearing. At least 10 calendar days prior to the hearing (or by September 2nd, 2024), both parties must submit and exchange any additional written materials they intend to present at the hearing and the name and email address of each attendee. This information should be provided electronically. Materials not submitted by this date may be excluded. If you have any questions, please do not hesitate to contact me. Sincerely, Larry White Presiding Official cc: Ms. Denali Kemppel, General Counsel, Hilcorp Alaska, LLC dkemppel@hilcorp.com Ms. Alexandra Iorio, Counsel, Western Region, Office of Pipeline Safety, PHMSA, alexandra.iorio@dot.gov Ms. Gabrielle St. Pierre, Counsel, Western Region, Office of Pipeline Safety, PHMSA, gabrielle.st.pierre@dot.gov 52023063NOA_Notice of Amendment_12192023_(23-294557)_text.pdf NOTICE OF AMENDMENT VIA ELECTRONIC MAIL TO: cmonnin@hilcorp.com December 19, 2023 Ms. Cindy Monnin Director of Integrity - Alaska Hilcorp Alaska, LLC 3800 Centerpoint Dr., Ste 1400 Anchorage, AK 99503 CPF 5-2023-063-NOA Dear Ms. Monnin: Since 2012, there have been questions regarding the regulatory classification and jurisdictional status of the surface piping and associated facilities at Hilcorp Alaska LLC’s (Hilcorp) Swanson River Field, Kenai Gas Field, and Pretty Creek Unit (Cook Inlet Facilities), all located in the Cook Inlet area of Alaska. The facilities at these locations were originally designed and operated as production fields. However, they now operate as both gas production and underground storage, containing a combination of production, gathering and transmission piping as well as underground natural gas storage. The Pipeline and Hazardous Materials Safety Administration (PHMSA) regulates, pursuant to 49 U.S.C. § 60101 et seq., gathering and transmission piping and finds that a large portion of piping at these facilities is subject to its pipeline safety regulations in accordance with 49 CFR Parts 191, 192 and 199. PHMSA has identified that Hilcorp does not have an adequate procedure classifying the surface piping and associated facilities at the above locations. Hilcorp’s procedural inadequacy is described below: 1. § 192.605 Procedural manual for operations, maintenance, and emergencies. (a) General. Each operator shall prepare and follow for each pipeline, a manual of written procedures for conducting operations and maintenance activities and for emergency response. For transmission lines, the manual must also include procedures for handling abnormal operations. This manual must be reviewed and updated by the operator at intervals not exceeding 15 months, but at least once each calendar year. This manual must be prepared before operations of a pipeline system commence. Appropriate parts of the manual must be kept at locations where operations and maintenance activities are conducted. Hilcorp’s procedures are inadequate for conducting operations and maintenance activities and for emergency response because they do not properly define how to determine what piping in its Cook Inlet Facilities is transmission piping, what piping is gathering piping, and what piping is production piping. 49 CFR §§ 192.3 and 192.9 define PHMSA jurisdictional transmission and gathering lines. However, Hilcorp’s procedures are unclear as to which pipelines are subject to the federal pipeline safety regulations. Without clear determinations of what pipelines are subject to the pipeline safety regulations, PHMSA cannot confirm that the jurisdictional piping is being maintained in accordance with the code. Therefore, Hilcorp must amend its procedures to properly define its surface piping and connected facilities at the Cook Inlet Facilities in accordance with 49 CFR §§ 192.3 and 192.9. Response to this Notice This Notice is provided pursuant to 49 U.S.C. § 60108(a) and 49 C.F.R. § 190.206. Enclosed as part of this Notice is a document entitled Response Options for Pipeline Operators in Enforcement Proceedings. Please refer to this document and note the response options. Be advised that all material you submit in response to this enforcement action is subject to being made publicly available. If you believe that any portion of your responsive material qualifies for confidential treatment under 5 U.S.C. § 552(b), along with the complete original document you must provide a second copy of the document with the portions you believe qualify for confidential treatment redacted and an explanation of why you believe the redacted information qualifies for confidential treatment under 5 U.S.C. § 552(b). Following the receipt of this Notice, you have 30 days to submit written comments, revised procedures, or a request for a hearing under § 190.211. If you do not respond within 30 days of receipt of this Notice, this constitutes a waiver of your right to contest the allegations in this Notice and authorizes the Associate Administrator for Pipeline Safety to find facts as alleged in this Notice without further notice to you and to issue an Order Directing Amendment. If your plans or procedures are found inadequate as alleged in this Notice, you may be ordered to amend your plans or procedures to correct the inadequacies (49 C.F.R. § 190.206). If you are not contesting this Notice, we propose that you submit your amended procedures to my office within 30 days of receipt of this Notice. This period may be extended by written request for good cause. Once the inadequacies identified herein have been addressed in your amended procedures, this enforcement action will be closed. It is requested (not mandated) that Hilcorp Alaska, LLC maintain documentation of the safety improvement costs associated with fulfilling this Notice of Amendment (preparation/revision of plans, procedures) and submit the total to Dustin Hubbard, Director, Western Region, Pipeline and Hazardous Materials Safety Administration. In correspondence concerning this matter, please refer to CPF 5-2023-063-NOA and, for each document you submit, please provide a copy in electronic format whenever possible. Sincerely, Dustin Hubbard Director, Western Region Pipeline and Hazardous Materials Safety Administration Enclosure: Response Options for Pipeline Operators in Enforcement Proceedings cc: PHP-60 Compliance Registry PHP-500 G. St. Pierre, C. Dolchok (#23-294557) 52023063NOA_Consent Agreement and Order_05142024_(23-294557)_text.pdf May 14, 2024 VIA ELECTRONIC MAIL TO: glalicker@hilcorp.com Mr. Greg Lalicker Chief Executive Officer Hilcorp Alaska, LLC 1111 Travis Street Houston, Texas 77002 Re: CPF No. 5-2023-063-NOA Dear Mr. Lalicker: Enclosed please find a Consent Order incorporating the terms of the Consent Agreement between the Pipeline and Hazardous Materials Safety Administration (PHMSA) and Hilcorp Alaska, LLC, which was executed on May 10, 2024. Service of the Consent Order and Consent Agreement by electronic mail is deemed effective upon the date of transmission and acknowledgement of receipt, or as otherwise provided under 49 C.F.R. § 190.5. Thank you for your cooperation in this matter. Sincerely, Alan K. Mayberry Associate Administrator for Pipeline Safety Enclosures: Consent Order and Consent Agreement cc: Mr. Dustin Hubbard, Director, Western Region, Office of Pipeline Safety, PHMSA Mr. Luke Saugier, Senior Vice President, Hilcorp Alaska, LLC, lsaugier@hilcorp.com Ms. Cynthia Monnin P.E., Director of Integrity, Hilcorp Alaska, LLC, cmonnin@hilcorp.com Ms. Denali Kemppel, General Counsel, Hilcorp Alaska, LLC, dkemppel@hilcorp.com Mr. James Curry, outside counsel for Hilcorp Alaska, LLC, Babst Calland, jcurry@babstcalland.com CONFIRMATION OF RECEIPT REQUESTED U.S. DEPARTMENT OF TRANSPORTATION PIPELINE AND HAZARDOUS MATERIALS SAFETY ADMINISTRATION OFFICE OF PIPELINE SAFETY WASHINGTON, D.C. 20590 ____________________________________ In the Matter of ) Hilcorp Alaska, LLC, ) CPF No. 5-2023-063-NOA ) ) ) Respondent. ) ____________________________________) CONSENT ORDER Since 2012, Hilcorp Alaska, LLC (Hilcorp) and the Pipeline and Hazardous Materials Safety Administration (PHMSA) have engaged in good faith discussions regarding the jurisdictional status and appropriate regulatory classification of certain surface piping and associated facilities that service native gas production and underground gas storage in the Swanson River Field, Kenai Gas Field, and Pretty Creek Unit in the Cook Inlet area in Alaska. PHMSA has maintained that certain of the facilities are jurisdictional under 49 U.S.C. § 60101 et seq. and not otherwise exempt from PHMSA’s pipeline safety regulations. Hilcorp has contested the applicability of the pipeline safety regulations as it relates to select facilities. By letter dated December 19, 2023, the Director, Western Region, PHMSA, Office of Pipeline Safety, issued a Notice of Amendment (Notice) to Hilcorp alleging Hilcorp’s procedures were inadequate for conducting operations, maintenance activities and for emergency response because it was unclear which pipelines were subject to the federal pipeline safety regulations. In response to the Notice, Hilcorp requested a hearing, contesting the Notice in its entirety, while also asking to continue the discussions regarding this topic. As a result of those discussions, Hilcorp and PHMSA have agreed to a Consent Agreement that requires Hilcorp to modify its procedures in accordance with the regulatory classifications detailed below and sets a schedule for integrating the subject facilities into Hilcorp’s 49 C.F.R. Part 191, 192 and 199 compliance programs. Accordingly, the Consent Agreement is hereby approved and incorporated by reference into this Consent Order. Hilcorp is hereby ordered to comply with the terms of the Consent Agreement pursuant to its terms. Pursuant to 49 U.S.C. § 60101, et seq., failure to comply with this Consent Order may result in the assessment of civil penalties as set forth in 49 U.S.C. § 60122 and 49 C.F.R. § 190.223, or in referral to the Attorney General for appropriate relief in a district court of the United States. The terms and conditions of this Consent Order are effective upon service in accordance with 49 C.F.R. § 190.5. May 14, 2024 ___________________________________ _________________________ Alan K. Mayberry Date Issued Associate Administrator for Pipeline Safety U.S. DEPARTMENT OF TRANSPORTATION PIPELINE AND HAZARDOUS MATERIALS SAFETY ADMINISTRATION OFFICE OF PIPELINE SAFETY WASHINGTON, D.C. 20590 In the Matter of ) Hilcorp Alaska, LLC, ) CPF No. 5-2023-063-NOA ) ) ) Respondent. ) CONSENT AGREEMENT Since 2012, Hilcorp Alaska, LLC (Hilcorp) and the Pipeline and Hazardous Materials Safety Administration (PHMSA) (collectively, the Parties) have engaged in good faith discussions regarding the jurisdictional status and appropriate regulatory classification of certain surface piping and associated facilities (Facilities) that service native gas production and underground gas storage in the Swanson River Field (SRF), Kenai Gas Field (KGF), and Pretty Creek Unit (PCU) (collectively, the Alaska Fields) in the Cook Inlet area in Alaska. PHMSA has maintained that certain of the Facilities are jurisdictional under 49 U.S.C. § 60101 et seq. and not otherwise exempt from PHMSA's pipeline safety regulations. Hilcorp has contested the applicability of the pipeline safety regulations as it relates to select Facilities. In an effort to evaluate Hilcorp's position, PHMSA has toured the Facilities and reviewed related documentation and drawings. The Parties acknowledge that the Alaska Fields were originally designed and operated as production fields not subject to PHMSA's statutory authority. However, the Alaska Fields operational characteristics have changed over time and are now involved in PHMSA regulated activities. Due to the original design and repurposing of the operations at the Alaska Fields, the Facilities contain a highly integrated combination of gas production and gas storage, with many of the Facilities serving both of these functions. By letter dated December 19, 2023, the Director, Western Region, PHMSA, Office of Pipeline Safety, issued a Notice of Amendment (Notice) to Hilcorp alleging Hilcorp's procedures were inadequate for conducting operations, maintenance activities and for emergency response because it was unclear which pipelines were subject to the federal pipeline safety regulations. In response to the Notice, Hilcorp requested a hearing, contesting the Notice in its entirety, while also asking to continue the discussions regarding this topic. In order to resolve these long running discussions, the Notice of Amendment, and to avoid continued uncertainty and further proceedings or litigation, the Parties have reached this agreement (Agreement). The purposes of this Agreement are to establish the regulatory classification of the Facilities and to set an orderly schedule for integrating certain Facilities into Hilcorp's 49 C.F.R. Part 191, 192 and 199 compliance programs. Therefore, pursuant to 49 U.S.C. § 60101, es seq. and 49 C.F.R. Part 190, without adjudication of any issue of fact or law, and upon consent and agreement of Hilcorp and PHMSA, the Parties agree as follows: I. General Provisions 1. Acknowledgements. Hilcorp acknowledges that as of the Effective Date of this Agreement, Hilcorp, as the operator of pipeline facilities that transport natural gas in the Alaska Fields, is subject to the jurisdiction of the Federal Pipeline Safety Laws, 49 U.S.C. § 60101, et seq., and the regulations and administrative orders issued thereunder. Specifically, Hilcorp acknowledges the following: a. The Covered Transmission Facilities listed in Tables 1-3 in Attachment Band depicted on the drawings in Attachment C, are gas transmission pipelines subject to the jurisdiction of the Federal Pipeline Safety Laws, 49 U.S.C. § 60101, et seq., and the relevant regulations and administrative orders issued thereunder. b. Pursuant to 49 C.F.R. 192.3, an underground natural gas storage facility (UNGSF) typically extends to the wing-valve assemblies that isolate the wellhead from connected piping beyond the wing-valve assemblies. PHMSA considers the transition from an UNGSF to regulated piping to occur at the valve used to shut the well in. c. The Covered Gathering Facilities listed in Tables 1-3 in Attachment B and depicted on the drawings in Attachment C, are gas gathering pipelines and are subject to the jurisdiction of the Federal Pipeline Safety Laws, 49 U.S.C. § 60101, et seq., and the relevant regulations and administrative orders issued thereunder. While the Covered Gathering Facilities qualify as a mix of Type C and Type R gathering, Hilcorp will classify all of the Covered Gathering Facilities as Type C. d. Production Facilities1 are pipelines and facilities at the Alaska Fields that are determined to not be Covered Transmission Facilities or Covered Gathering 1 While the on-pad treatment, separation, compression facilities and associated facility piping listed in Tables 1-3 are production equipment, the Parties agree that PHMSA may inspect and regulate any pressure control devices located within those facilities that Hilcorp relies on to prevent exceedance of an MAOP established pursuant to this Agreement on an inbound or outbound Part 192 regulated transmission pipeline, Type A or B gathering pipeline should one arise in the future, or Type C gathering pipeline above 12.75 inches outside diameter. These Pressure Control Devices will be specifically identified pursuant to Section 5(g) of the Compliance plan. Facilities. The Production Facilities are not currently subject to the Federal Pipeline Safety Laws, 49 U.S.C. § 60101, et seq., and the regulations and administrative orders issued thereunder. e. Out-of-Service Well Pipelines2 as defined in Table 4 in Attachment B are pipelines not currently used in Hilcorp's operations. Hilcorp will purge the Out- of-Service Well Pipelines and will include these pipelines in its API 570 inspection program. If Hilcorp returns any of these Out-of-Service Well Pipelines to service by placing product in the pipelines, Hilcorp will follow its procedures to determine whether the line should be treated as a Covered Transmission Facility, Covered Gathering Facility, or an unregulated Production Facility. Before returning any Out-of-Service Well Pipeline to service as a transmission or Type A, B or C gathering line, Hilcorp will perform a Part 192, subpart J pressure test on such line. Hilcorp will add cathodic protection, where required, to any Out-of-Service Well Pipeline that is returned to Part 192 service as a transmission or Type A or B gathering line or a Type C gathering line when required3 within 2 years of return to service. 2. Scope of Agreement. This Agreement identifies the classification for the Covered Transmission Facilities, Covered Gathering Facilities, Production Facilities, and Out- of-Service Well Pipelines as set out in Tables 1-4 in Attachment B, and Pressure Control Devices as identified by requirement in Attachment A Compliance Plan Section 5(g). This Agreement does not apply to any other assets not specifically identified. 4 3. Hilcorp agrees to complete the actions in Attachment A to this Agreement (Compliance Plan) and abide by the terms of this Agreement. This Agreement does not constitute a finding of violation of any law or regulation and may not be used in any civil, criminal, or administrative proceeding of any kind as evidence or proof of any fact, fault, or liability, or as evidence of the violation of any law, rule, regulation, or requirement, except in a proceeding to enforce the provisions of this Agreement. 4. After Hilcorp returns a signed Agreement to PHMSA, the Agency's representative will present it to the Associate Administrator for Pipeline Safety, recommending that the 2 All jurisdictional pipeline is considered in service and regulated pursuant to Part 192 until they are abandoned per the requirements stated within Part 192. See ADB-2016-05 (81 FR 54512). 3 Corrosion control is required on Type C gathering lines that are greater than 12.75 inches, and on Type C gathering lines greater than or equal to 8.625 inches when they are located near a building intended for human occupancy or other impacted site, as determined using either method in 49 C.F.R. § 192.9(t)(l). 4 The Parties recognize that Hilcorp already operates certain transmission pipelines in the vicinity of the Alaska Fields pursuant to 49 C.F.R. Part 192. This agreement does not apply to those transmission lines: KGF-A, KGF-B, Jump- Over 6, and SRG. Associate Administrator adopt the terms of this Agreement into a Consent Order incorporating the terms of this Agreement. The terms of this Agreement constitute an offer of settlement until accepted by the Associate Administrator. If the Associate Administrator accepts, the Associate Administrator will issue a Consent Order incorporating the terms of this Agreement. 5. Hilcorp consents to the issuance of the Consent Order, and hereby waives any further procedural requirements with respect to its issuance. Hilcorp waives all rights to contest the validity of the Consent Order or this Agreement, including all rights to administrative or judicial hearings or appeals, except as set forth herein. Hilcorp agrees to withdraw its request for an administrative hearing regarding the Notice of Amendment. 6. This Agreement shall apply to and be binding upon PHMSA, and upon Hilcorp, its officers, directors, employees, and its successors, assigns, or other entities or persons otherwise bound by law. Hilcorp agrees to provide a copy of this Agreement and any incorporated work plans and schedules to all of Hilcorp's officers, employees, and agents whose duties might reasonably include compliance with this Agreement. 7. For all transfers of ownership or operating responsibility of the Facilities, Hilcorp will provide a copy of this Agreement to the prospective transferee at least 30 days prior to such transfer. Hilcorp will provide written notice of a transfer of ownership or operating responsibility to the Western Region Director (Director) within 30 days after such transfer. 8. This Agreement constitutes the final, complete, and exclusive agreement and understanding between the Parties with respect to the settlement embodied in this Agreement. The Parties acknowledge that there are no representations, agreements or understandings relating to this settlement other than those expressly contained in this Agreement. 9. Nothing in this Agreement affects or relieves Hilcorp of its responsibility to comply with all applicable requirements of the Federal Pipeline Safety Laws, 49 U.S.C. § 60101, et seq., and the regulations and orders issued thereunder; and nothing in this Agreement affects PHMSA' s right of access, entry, inspection, and information gathering or PHMSA' s authority to bring enforcement actions against Hilcorp pursuant to the Federal Pipeline Safety laws, the regulations and orders issued thereunder, or any other provision of Federal or state law; with the following mutual understandings regarding timing: a. The Parties agree that, to allow Hilcorp time to integrate the Covered Transmission Facilities and Covered Gathering Facilities into Hilcorp's PHMSA compliance program, PHMSA's inspections of the Covered Transmission Facilities and Covered Gathering Facilities during the pendency of this Agreement will be limited to inspections to verify compliance with this Agreement, in accordance with the timelines stated within the Compliance Plan, and to investigate and address existing or developing safety conditions or concerns. b. The Parties agree that nothing in this Agreement prevents PHMSA from investigating a pipeline incident on any Hilcorp pipeline facilities subject to PHMSA's regulations or employing its Corrective Action Order or Safety Order authorities under 49 U.S.C. §§ 60112 and 60117(1), respectively. c. The Parties agree that, in light of the Parties' long-running discussions of the appropriate jurisdictional status and regulatory classification of the Facilities, PHMSA will not bring actions for alleged violations of the Pipeline Safety Laws or PHMSA's Pipeline Safety Regulations that may have occurred with respect to the Covered Transmission Facilities and Covered Gathering Facilities prior to the Effective Date. d. The Parties agree that during the pendency of this Agreement, PHMSA will not bring enforcement actions against Hilcorp regarding alleged violations of the Pipeline Safety Laws or PHMSA's Pipeline Safety Regulations with respect to the Covered Transmission Facilities and Covered Gathering Facilities, except that PHMSA may bring an enforcement action with regard to alleged violations for failing to comply with the terms of this Agreement or enforcement actions necessary to address a threat to public safety or the environment. e. Notwithstanding subparagraph (d) of this paragraph, the Parties agree that PHMSA may commence normal inspection and enforcement activities for the activities covered in the Compliance Plan on expiration of the various compliance timeframes set forth in the Compliance Plan. 10. This Agreement does not waive or modify any Federal, State, or local laws or regulations that are applicable to Hilcorp's pipeline systems. This Agreement is not a permit, or a modification of any permit, under any Federal, State, or local laws or regulations. Respondent remains responsible for achieving and maintaining compliance with all applicable Federal, State, and local laws, regulations, and permits. 11. This Agreement does not create rights in, or grant any cause of action to, any third party not party to this Agreement. The U.S. Department of Transportation is not liable for any injuries or damages to persons or property arising from acts or omissions of Hilcorp or its officers, employees, or agents carrying out the work required by this Agreement. Hilcorp agrees to hold harmless the U.S. Department of Transportation, its officers, employees, agents, and representatives from any and all causes of action arising from any acts or omissions of Hilcorp or its contractors in carrying out any work required by this Agreement. 12. For the purposes of this specific agreement, Tables 1-4 in Attachment B identify all current PHMSA regulated and non-regulated piping as follows: a. Transmission piping at the Alaska Fields is identified as all piping transporting gas to an underground natural gas storage facility from transportation facilities not subject to this agreement. 5 b. Gathering piping at the Alaska Fields is identified as all piping transporting gas from an underground natural gas storage facility into transportation facilities not subject to this agreement. 6 7 , c. With the exception of pressure control devices, as identified per the Compliance Plan, all other piping at the Alaska Fields is non-regulated. 13. Hilcorp agrees to amend its procedures to explain how classification determinations are made and will be made at its facilities going forward, which shall, given the integration of gas storage and gas production at the Alaska Fields, generally provide for a transmission classification for lines feeding storage and a gathering classification for lines exiting storage. Hilcorp agrees to submit the amended procedures to the Director for approval within 90 days of the Effective Date. 14. Hilcorp agrees it will amend its procedures to address any changes in law, regulation, or operational status of any of the existing Facilities set out in Tables 1-4 in Attachment B that may affect their jurisdictional status or regulatory classifications. Hilcorp agrees to submit the amended procedures to the Director for approval within 90 days of the Effective Date. 15. Hilcorp agrees to amend its procedures to account for the possibility of production operations permanently ceasing at any Alaska Field. The procedures will include language that if production operations permanently cease, In that instance, Hilcorp's procedures shall also include language requiring it to follow the pipeline safety regulations existing at the time that production ceases, the steps it must follow to properly integrate said facilities into its existing Part 191 and 192 programs, and an appropriate time frame in which to bring said facilities into compliance. Hilcorp agrees to submit the amended procedures to the Director for approval within 90 days of the Effective Date 16. The Director may grant an extension of time for compliance with any of the terms of this Agreement, including the Compliance Plan, upon a written request timely submitted demonstrating good cause for an extension. Absent unexpected delays, Hilcorp 5 E.g., transmission pipelines KGF-A, KGF-B, Jump-Over 6, and SRG, and the Beluga transmission pipeline operated by Alaska Pipeline Company near Pretty Creek. 6 As stated in paragraph 1(c), all gathering piping is considered Type C gathering as defined and regulated under 49 CFR Part 192. 7 E.g., transmission pipelines KGF-A, KGF-B, Jump-Over 6, and SRG, and the Beluga transmission pipeline operated by Alaska Pipeline Company near Pretty Creek. will submit any requests for extension no less than 30 days before the applicable deadline. The Director shall respond to any such requests within 14 days of receipt. II. Review and Approval Process 17. With respect to any submission of any document or plan required by this Agreement tp.at requires the approval of the Director, the Director may: (a) approve, in whole or in part, the submission, (b) approve the submission on specified, reasonable conditions, (c) disapprove, in whole or in part, the submission, or (d) any combination of the foregoing. The Director shall respond within 60 days of a submission by Hilcorp. If the Director approves, approves in part, or approves with conditions, Hilcorp will take all action as approved by the Director, subject to Hilcorp's right to invoke the dispute resolution procedures in Section III. If the Director disapproves all or any portion of the submission, the Director will provide Hilcorp with a written notice of the deficiencies and a reasonable period of time to correct them. Hilcorp will correct all deficiencies within the time specified by the Director and resubmit for approval. If the Director does not act on a submission or any document or plan submitted under this paragraph within 60 days of submission, Hilcorp may proceed as provided in the document or plan, as submitted. III. Force Majeure 18. Hilcorp agrees to perform all the terms of this Agreement within the timeframes established under the Compliance Plan, unless performance is delayed by a force majeure. For purposes of this Agreement, a force majeure is defined as an event arising from causes beyond the control of Hilcorp, any entity controlled by Hilcorp, or Hilcorp's contractors which delays or prevents performance of any obligation under this Agreement despite Hilcorp's commercially reasonable efforts to fulfill the obligation. 19. If a force majeure event occurs or has occurred that may delay the performance of any term of this Agreement beyond the approved timeframe, Hilcorp shall notify the Director in writing, within 10 business days of when Hilcorp knew that the event might cause a delay. Such notice shall identify the cause of the delay or anticipated delay and the anticipated duration of the delay; state the measures taken or to be taken to prevent or minimize the delay; and estimate the timetable for implementation of those measures. Failure to comply with the notice provision of this paragraph and to undertake reasonable efforts to avoid and minimize the delay shall waive any claim of force majeure by Hilcorp. 20. If the Director determines, upon notification by Hilcorp, that a delay or anticipated delay in performance is or was attributable to a force majeure, then the Director will extend the time period for the performance of that term for a reasonable period. The Director will notify Hilcorp, in writing, of the length of any extension of performance of such terms affected by the force majeure. Any such extensions shall not alter Hilcorp's obligation to perform or complete other terms of this Agreement which are not affected by the force majeure. IV. Dispute Resolution 21. The Director and Hilcorp will informally attempt to resolve any disputes arising under this Agreement, including but not limited to any decision of the Director. If Hilcorp and the Director are unable to informally resolve the dispute within 15 calendar days, Hilcorp may request in writing, within 10 calendar days of any failed attempt at informal resolution, a written determination resolving the dispute from the Associate Administrator for Pipeline Safety, PHMSA. Along with its request, Hilcorp will provide the Associate Administrator with all information Hilcorp believes is relevant to the dispute. If the request is submitted as provided herein, the Associate Administrator will issue a final determination in writing within 30 calendar days. Decisions of the Associate Administrator under this paragraph will constitute final agency action subject to judicial review. The existence of a dispute and PHMSA' s consideration of matters placed in dispute will not excuse, toll, or suspend any term or timeframe for completion of any work to be performed under this Agreement during the pendency of the dispute resolution process, except as agreed by the Director or the Associate Administrator in writing or ordered by a court of competent jurisdiction. V. Recordkeeping and Information Disclosure 22. Unless otherwise required in this Agreement, Hilcorp agrees to maintain records demonstrating compliance with all requirements of this Agreements for a period of at least five years following completion of the Compliance Plan, or as otherwise required by law or regulation, whichever period is longer. 23. For any reports, plans, or other deliverables required to be submitted to PHMSA pursuant to this Agreement, Hilcorp may assert a claim of business confidentiality or other protections applicable to the release of information by PHMSA, covering part or all of the information required to be submitted to PHMSA pursuant to this Agreement in accordance with 49 C.F.R. Part 7 and 49 C.F.R. § 190.343. Respondent must mark the claim of confidentiality in writing on each page and include a statement specifying the grounds for each claim of confidentially. PHMSA will - **truncated:** true - **body characters:** 61003