epcic contract management & essential elements of international contract laws

EPCIC CONTRACT MANAGEMENT WITH ESSENTIALS ELEMENTS OF INTERNATIONAL

CONTRACTS LAWS – Advanced Level

18 – 20 November 2015 | Kuala Lumpur | Malaysia

Conducted by Course Director:

JAYEMS DHINGRA Principal Management Consultant FCIArb, FSIArb, M.S.I.D, Member, AIPN MBA, M. Tech (Knowledge Engineering) M. Sc. (Maritime Studies) B. E. (Elect), First Class CoC (DOT, UK)

Here are what some of our past participants have to say about this training: - “The trainer was clear, experienced and has provided me with commercial and contractual expertise tools, and skills to perform my job much better” Senior Assistant Contracts Manager, SapuraAcergy (Australia)

“Very good course for legal executive / lawyer / contract personnel” Executive Planning & Governance, KPOC

“The information and materials are hands-on and very practical for the Oil & Gas industry” Petroleum Revenue Audit Advisor, Ministry of Finance, Democratic Republic of Timor-Leste

“Thorough, broad, and detail knowledge of interlocking and related concepts, practical and usable now. Practical and demonstrate able real-world business and project examples” Assistant General Manager, Japan Drilling Company

“Never though the cases are good as references, but this course changed my mind set. New knowledge was shared” Senior Contract Analyst, Murphy Sarawak Oil

“This training is useful for procurement and legal staff, other than Project Management Team” Head of PCPP, PCCP Operating Company

www.petroEDGEasia.net

With Advanced and Enhanced Contents by popular demand!

EPCIC CONTRACT MANAGEMENT WITH ESSENTIAL ELEMENTS OF INTERNATIONAL CONTRACTS LAWS 18 - 20 Nov 2015 | Kuala Lumpur | Malaysia

Conduct this training course in-house for more effective savings!

Call us at +65 6741 9927 or email to [email protected]. For more information, visit us at www.petroedgeasia.net

“Workshop Curriculum Recently Enhanced to Advanced Level, based on Requests and Inputs from Delegates of Past Session!”

Must Attend Workshop for Previous Participants of EPC Contracts Management

Course and Experienced Professionals Engaged in the Projects Portfolio Management of Onshore and Offshore Oil & Gas Infrastructure Developments”

Dear colleague, In the Oil & Gas construction and procurement business, the success of your project is dependent on your practical “know how” in contract management. Understanding the essential ingredients of contracts and mastering the fundamentals will equip you to identify vague contracts, avoid dangerous and often hidden terms, and better understand your position and your project. petroEDGE has researched, developed and enhanced this 3-day workshop that covers important topics such as contracting strategies, liabilities of the parties, issues of indemnity warranties and guarantees. This workshop will provide you with a forum to explore root causes behind disputes as ambiguous clauses or one sided contracts and strategies to deal with such scenarios. This workshop is facilitated such as to learn how to negotiate rigid contracts where contractors are not allowed to edit any clauses during the bidding process. The participants will learn from the Case Law Reports and analysis so as to take home lessons learned from bitter experiences of the peers in the industry. It is designed to help those who need a solution to manage current contractual issues or those who execute contracts on a daily basis and want to be more proficient in reviewing, administering or managing their contracts and projects. UNIQUE course features: Encompasses Complete Value Chain: The contractual, management and legal

aspects during the infrastructure development stages of Design, Engineering, Procurement, Construction, Installation and Commissioning will be elaborated during the workshop.

Problem Based Learning: Unlike lectured courses, this workshop is specially developed based on the request from Clients, to use real life cases in Oil & Gas industry segments, for grasping the International Legal Principles of different legal regimes and the substantive Laws of Contracts.

Expert Workshop Leader: The course content is developed by an expert practitioner who has worked in the wide spectrum of the EPCIC segments, both Onshore and Offshore.

Researched Content: The workshop content is grounded in the recently completed projects in the international arena, but which were exposed to unplanned risks, legal exposures, cost overruns, delays and disputes.

Practical and focused: The course uses a ‘Logical Project Management Approach’ to enhance the contract risks identification skills.

Value added experience: Your learning experience includes a Pre-workshop Questionnaire (PQ) to help you identify key learning objectives in advance and an opportunity to submit your own case for dissection and analysis during the workshop (If you register early!)

Comprehensive Course Materials: A selected range of reference materials and links to valuable resources will be available for each participant, for ensuring long term benefits of attending this workshop.

Testimonials about this training

“Course was full of real life situations that relate to day-to-day

activities. Well presented.” Project Manager, Aker Solutions

“A valuable training for contract

practices” Senior Contract Engineer, INPEX Corporation

“This course is very effective to be

aware on what is stated in the contract & how this can be applied in reviewing the contract & at the

same time protecting the company’s interest” Assistant Manager, Anggerik Laksana

“Most of the answers to the questions come from real

experience and make short cut to the solutions!” Project

Engineering Coordinator, CPOC

“A good overview of EPCIC Contract” MLS Onshore Package

Engineer, Total E & P Borneo

“Very useful knowledge and application to my job” Contracts &

Procurement Coordinator, PHE ONWJ

"The material is very good. Mr The

materials given is excellent" Senior Contract Engineer,

PT Rekayasa

“Good course to learn how to draft a good contract document for dispute avoidance” Contract Administrator, Sarawak Shell

"This course helps those who are

interested in EPCIC Management" Project Planner, Hoang Long JOC

“Excellent. Recommended for all contract managers” Commercial

Manager, Saipem

For more information and testimonials about this training,

visit us at www.petroedgeasia.net

mailto:[email protected]

http://www.petroedgeasia.net/




By attending this 3-days intensive workshop, you will be able to:

Enhance your current knowledge of the legal principles governing international Contracts from formation, execution to breaches, redresses and dispute resolution either as a party or as a consortium member or as a co-venturer.

Manage Consortium and Joint Venture Partners inter-relationship and contractual responsibilities.

Identify dangerous exposures due to joint and severally liable requirements of consortium based contracts.

Effectively Manage Risks of Your Projects, With Enforceable Contract Documents, by learning the purpose and potential benefits of maintaining evidence in compliance to the contract clauses.

Learn the Contract Enforcement Nuggets of Owners and the Variation Claims Strategies of the Contractors from a practitioner, who has worked and consulted, for major EPCIC contractors in Oil & Gas segments and Offshore & Marine, construction yards.

Allocation of contract management related roles / assignments and WBS within consortium partners for effective project management and profitable results.

Use of Contract Terms & Conditions for enhancing project performance, monitoring, reporting and achieving timely completion, thereby avoiding delays and disputes.

On completion of the workshop, the participants will be able to apply the following:

How to manage Consortium Partners, Contractors and Owners representatives

Project management strictly in accordance with the contract and the corporate strategies

How to ensure that Variations Order claims are appropriately managed in turnkey and lump-sum contracts

Manage contemporary challenges and market factors with direct or indirect impact on the contracts

Managing all members of the Supply Chain from vendors to logistics services providers

Cost Engineering and Performance Management

When and how to obtain / grant extension of time (EOT) and costs

Ability to identify rights and obligations of each party to a contract instead of making subjective decisions

Ability to be firm in negotiations without violating terms of the agreements

Ability to spot different legal systems, contract laws and arbitration rules

Ability to negotiate and avoidance of disputes and resolution in amicable manner, in accordance with the provisions of the contract

Competency in developing and maintaining documentary evidence and traceability for all works executed during the project.

Who should not Miss this Workshop?

Heads of EPCIC Business Units, Contracts Managers, Project Directors, General Managers and Project Managers, Corporate

Legal Counsels, Procurements and Supply Chain Managers, Lawyers and Legal Professionals interested in EPCIC Segments

of the Oil & Gas Industry.





3 DAY COURSE OUTLINE Course registration begins at 8:30am on Day 1. The course will commence at 9am daily. The course will end by 5pm daily.

There will be breaks for mid-morning refreshments, lunch, and mid-afternoon refreshments.

DAY ONE QUICK REFRESHER ON CONTRACT LAWS AND LEGAL PRINCIPLES Identify the Legal Regimes, Substantive and Procedural Laws Applicable to the Contract and the Project!

Choice of Applicable Laws

Conflicts of Laws Principles

Contract Formation, Execution and Completion

Breaches of Contract and Types of Breaches

Consequences of a Breach

Laws Applicable for Redress and Dispute Resolution

Principles of Jurisdiction and Challenges

Laws Governing Cross-Border Trades

UN Conventions, Ratification and Enactment

Managing Contracts between parties from Civil Law and Common Law jurisdiction

Do you need a good basic understanding of the Legal Principles for Managing International Contracts? Then Register for all three Days!

LAUNCHING EOI, ITB, BID PREPARATION AND BIDS EVALUATION FOR A PROJECT

Exercising Due Diligence in Managing Global Tenders and Contracts

Establish Contextual Parameters

Structure of Stakeholders

Type of Financial Undertakings (G2G, G2C, ADB, World Bank, FDI etcetera)

Structure of Contractors and Bidders

PQR and Evaluation Criteria

ITB and BID Evaluation exercise

Consortium and JV Bids

EXECUTING CONTRACTS AND DOCUMENTATION

Choice of Standard Forms vs Bespoke Contracts

Contract Document and ITB

Comparative Review of Standard Forms for EPCIC Contracts

Application and Suitability of FIDIC EPC Contract Form

Review Conditions Precedent

Contract Documentation and Project Schedule

Evaluation of the implied and explicit terms of the contract in context of changing economic environment like

Inflation, CPI, FOREX Rates etcetera

Risk Sharing and Mitigation Strategies

How to use the contract as a Project Management Tool and ensure the enforceable terms are in the

Contract?





DAY TWO

APPLICATION OF THE CRITICAL CONTRACT CLAUSES THROUGH CASE STUDIES Contracts and Documentation

Representations and Misrepresentations during the ITB Stage

Scope of the contract

Payment Terms and Refund Guarantees

Delivery Schedule and Milestones Control Mechanism

Acceptance Criteria of Key Project Milestones: Knowing when you are really done

Change Orders and Claims for Variations: The In-Scope or Out-Scope disputes

Overall Contract Limitations: How to address Exclusions

Liquidated Damages, Limitation of Liabilities and Grounds for Breaking the Limits

Mutual Waiver of Consequential Damages and Exclusions from Consequential Claims

Parent Company Guarantees, Plant and Equipment Warranties and Guarantees

Installation, Commissioning and Capacity / Function Testing before Handing-Over / Taking-Over

Each Clause of a Contract Should be an Executable Set of Instructions with Clear Demarcation of

Responsibilities

PROJECT DELAY AND CLAIMS These Issues are not Unique but Ubiquitous!

LD Period, and Claims beyond LD period

Concurrent Delays and Time at Large

Interpretation of a Clause where “Time is of Essence”

Delay: Avoiding it and What you Can/Cannot do when it Happens

Application of EOT Terms - Extensions of Time: When to Request and When Not to Grant

When direct and consequential damages due to delays can be claimed under Gross Negligence?

Preparation of Claims: Timeliness, Documentation, Causation and Pricing: How to Keep Your Claim from Being

Rejected?

INVOKING TERMS WHEN THINGS REALLY GET OUT OF CONTROL Adopt Force Majeure Clause as a Risk Sharing Strategy and not Blaming God, by calling it as an Act of God!

Force Majeure: Protecting Each Party from the Unexpected

Violations of Law: Protecting Yourself from Bribery and Corruption and Other Illegal Acts

Termination as a Measure of Last Resort

- For Convenience

- When to Terminate: The Right Time and the Wrong Time, Taking Over and Back-Charging

- When You are the Terminator: How to Terminate

- When You are the Party About to be Terminated: Avoiding or Challenging the Termination

Suspension of Works due to Market and Economical Changes

Insolvency of Contractors, Clients and Withdrawal of Government Undertakings

Use Exit Strategies Like Fire Escape Plans!





DAY 3

PROCUREMENTS AND SUPPLLY CHAIN MANAGEMENT

Procurement Strategies Crucial for Success of an EPCIC Project!

Differentiate between CAPEX and OPEX

Economics of Standardization vs Innovation in Choice of Equipment

Project Procurement Management vs Corporate Procurement Policies

Developing referred Vendors List with Controllable Clauses Against Monopolistic or Oligopoly Patterns

Standardizing Project Specific Procurement Contracts

Eradicate Provisions for VO, EOT, LD or Notice Clauses with Direct Actionable Consequences

Title, Lien, Transfer of Risks of Carriage, Multi-Modal Shipments, LC, Insurance etcetera

VDP and Vendor Performance Management Metrics

Enforcing Patents, Proprietary Equipment, Confidentiality and Copyrights Clauses Internationally

Taming the Tigers – Single Source Sourcing

Procurements can make 50% to 65% of the Contract Value – is a Motivation for Serious Controls!

AVOIDANCE AND MANAGEMENT OF DISPUTES Explore Negotiations and Final Dispute Resolutions Forums

Overview of Dispute Resolution Methods and Forums

Comparative Characteristics of Mediation, Litigation, Arbitration and Other Techniques

Choice by the Parties for Dispute Resolution by Litigation in Courts or Arbitration

The Importance of Venue and Dispute Resolution Procedural Law

Where To Arbitrate and Under Whose Rules

Managing Cost and Time of the Dispute Resolution Project

Invoking Adjudication Rights

Use of DAB and DRB as Part of the Project Management Strategy

Financing Dispute Resolution as a Project

Analysis of Costs of Dispute Avoidance, Resolution and Contract Management in Terms of Contract Value

Remember Money spent on Dispute Resolutions is Draining of Resources and Profits!

PRACTICAL HANDS-ON WORKSHOPS

The most important segment of this workshop not to be missed!

There shall be three plenary sessions with an objective to equip the participants with appropriate tools for immediate use. The plenary

sessions shall be conducted in groups and facilitated by the Workshop Leader, who acts as an facilitator and the Workshop Instructor.

PLENARY SESSION – 1: Developing a Strategy for Dispute Resolution

Objective: To Gain familiarization with the conflicts management and dispute resolution provisions in the Contract.

PLENARY SESSION – 2: Review of a Standard Form Contract and Editing in Context Of an EPCIC Project

Objective: Adopt appropriate technique for reviewing contract clauses and commercial documents.

PLENARY SESSION – 3: Contract Variations and Submission of Claims

Objective: Practice to identify, substantiate and approve variations to a contract and lessons learned from Case Laws.





ABOUT YOUR COURSE DIRECTOR

Jayems Dhingra, Principal Management Consultant

FCIArb, FSIArb, M.S.I.D,

MBA, M. Tech (Knowledge Engineering)

M. Sc. (Maritime Studies) B. E. (Elect), First Class CoC (DOT, UK)

Jayems Dhingra is the principal consultant with Tiberias Management Consultants, specialising in the

marine, offshore and onshore oil & gas, power and process plants industry segments. Over a 40 year period,

Jayems has worked and consulted among other industries, longest with the marine asset owners / operators,

heavy engineering & construction industries.

The industry verticals are encompassing major oil and gas engineering construction yards, EPCIC contractors

for pipelines and power plants, Ship owners and Shipyards engaged in offshore systems fabrications & Ship

Repairs in Asia and Europe. His consulting experience includes Business Process Re-engineering, diversifications,

corporate development, marketing, project management, feasibility studies and market research.

In the recent past Jayems has been associated with the development of a “Heavy Engineering Multi-Industry

Group” from within a traditional yard. He played a lead role in the development of the Project Management

Systems, Marketing Plans, Supply Chain Management, Subcontractor administration, employee development and

new products development related initiatives, besides expansion to be a recognized FPS conversion yard and the

specialist yard for repairs of LNG Tankers.

Jayems has served as General Manager / Consultant with major multi-industry groups and had held

positions of Managing Director, General Manager, and Senior Manager with the companies from construction

industry (M & E segment), heavy engineering fabrications, manufacturing, and marine & offshore services. He was

responsible for the projects related to, the works on Offshore Vessels refurbishment, FPSO Conversions, Gas

Tanker Repairs, Process Modules engineering, Lateral Gas/Oil Pipelines’ and Power Plants and utilities

construction related works.

Jayems graduated with a Bachelor’s degree in Electrical Engineering, MBA in General Management, Master

of Technology in Knowledge Engineering and Master of Science in Maritime Studies. He holds professional

qualifications in marine, including the Chief Engineer’s First Class Certificate of Competency.

Jayems is further qualified as Chartered Arbitrator, for appointment as Arbitrator and is admitted to the

panel of arbitrators with KLRCA, Malaysia, DIAC, Dubai, (UAE), SISV, Singapore and CIArb, London. He undertakes

assignments of contract reviews, dispute resolutions and ADR matters. He is registered as Fellow, Singapore

Institute of Arbitrators (‘FSIArb’), ‘Fellow’, Chartered Institute of Arbitrators, UK (‘FCIArb’), Member, Singapore

Institute of Directors (M.S.I.D.), Member AIPN (Association of International Petroleum Negotiators), USA.





KUALA LUMPUR | MALAYSIA EARLY BIRD NORMAL

petroEDGE recognises the value of learning in teams. Group bookings at the same time from the same company receive the following: 3 or more at 5% off 5 or more at 7% off 8 of more at 10% All other promotions including early bird are exclusive of the group discount.

2-Days Programme Only

18 – 19 November 2015 SGD 3,599 SGD 3,899

3-Days Programme Only

18 – 20 November 2015 SGD 3,799 SGD 3,999

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EPCIC CONTRACT MANAGEMENT WITH ESSENTIAL ELEMENTS OF INTERNATIONAL CONTRACT LAWS

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epcic contract management & essential elements of international contract laws

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