MENA projects & construction

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Introduction .............................................................................2

Clyde & Co in the region .......................................................4

Project counsel ........................................................................5

Transactional projects & construction ...............................7

Construction disputes/arbitration .....................................10

Contents

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Introduction

At Clyde & Co, we are committed to helping our clients succeed in the markets in which they operate, adapt their businesses to changing market developments and guide them through new territories as they plan for future growth.

Clyde & Co’s long-standing experience in the UAE means it is often a first port of call for both real estate and construction matters.Chambers Global - UAE real estate & construction

For more information speak to your main contact at Clyde & Co or email us on:

mena.infrastructure@clydeco.com

With a proven track record in mature markets and at the forefront of emerging market developments, we provide strategic advice throughout the life cycle of construction projects.

We have been providing local law advice to the Middle East and Africa market for more than 25 years. We have four offices throughout the Middle East which enable us to provide advice across the MENA region and regularly work with trusted correspondent law firms in other jurisdictions more broadly.

Clients appreciate our on-the-ground presence and ability to deploy resource throughout the region.

Clyde & Co:

– is the only law firm ranked tier 1 for construction and dispute resolution by both Chambers and Legal 500 in the region;

– is recognised by Asian-MENA Counsel Magazine as Most Responsive International Firm 2016 as well as UAE Real Estate and Construction Firm of the Year 2016

– has been named as the Real Estate & Construction Team of the Year 2015 by the Oath Middle East Legal Awards

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Why clients come to us...

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They were very personable, and had an open-door policy where they were very accessible and you felt part of the team. They had a good handle on the issues, never seemed to be fazed by anything. The way they dealt with issues and managed the client was very impressive.Chambers Global - UAE construction

Clyde & Co in IranClyde & Co has been focusing on the Iranian market for a number of years and regularly advises clients across a range of sectors. We have established a dedicated multi-disciplinary legal team to support this growing market, supported by lawyers based in our Middle East and London offices. We work closely with prominent Iranian law firms and our team includes Iranian lawyers, which enables us to provide our clients with local law advice where necessary.

Our first office in the Middle East was established in the UAE in 1989. Today, Clyde & Co is one of the largest international law firms in the region with around 180 specialist lawyers and paralegals operating as one practice across offices in Abu Dhabi and Dubai in the UAE, Doha in Qatar and Riyadh in Saudi Arabia.

Clyde & Co in the region

Clyde & Co in QatarClyde & Co is one of the few international firms able to offer local law advice in Qatar.

The firm opened its Qatar office in March 2007 and today has 17 fee-earners based full-time in Doha comprises of three partners, nine associates and three paralegals. Laura Warren is a specialist in construction law and construction disputes and has been based in Doha since 2007, having previously been based in the firm’s Dubai office. Our Qatar office acts for the Government of Qatar, Qatari public and private companies and non-Qatari companies, banks and insurance companies.

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Clyde & Co in the Kingdom of Saudi ArabiaClyde & Co has a fully integrated office based in Riyadh, Saudi Arabia. We have operated in the Kingdom since 2009 via an association with Abdulaziz Al-Bosaily Law Office before becoming fully integrated in 2015. The office acts for a wide range of government agencies and private entities in relation to their legal requirements. Ben Cowling is our specialist construction lawyer based in our Riyadh office.

Clyde & Co in the wider regionClyde & Co advise on matters in Kuwait, Bahrain, Jordan, Oman, Iraq and other Gulf countries. We work closely with carefully chosen correspondent firms, selected for their capability and experience in the construction sector and/or specific advice areas, ensuring clients receive a well informed efficient and seamless global service. We also advise on matters in India through our association with Clasis Law.

Clyde & Co in the UAEOur Abu Dhabi and Dubai offices provide English and local law advice to corporate clients from all over the world, as well as to regional corporates and governments, on their operations throughout the Middle East, Africa and Indian subcontinent. Our UAE offices are particularly active in the infrastructure, hospitality, healthcare and education sectors acting for key players in each industry. These services are underpinned by our in-house translation and government liaison services. Mark Blanksby and Michael Grose are key partners in Dubai and have been in the region for 12 years and 16 years respectively. Heather Nevin is our Abu Dhabi based construction partner, she advises on both front and back end construction related matters.

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As construction lawyers, our work is not confined solely to the drafting and review of contract documents or in representing our clients in arbitrations upon the conclusion of a project. We often sit alongside our clients during the delivery phase of large scale or complex projects.

In the role of Project Counsel, we would typically form a core team of experienced lawyers who would be the key points of contact for the Project team on an ongoing basis and who, over time, would become familiar with the individuals involved in the delivery of the project, the various contracts in place and the legal, commercial and risk issues that would typically arise in a project of this nature.

In this role our aim is to assist you by:

– Drafting main contracts, subcontracts, supply agreements and similar ancillary documentation as the need arises;

– Providing advice on legal, commercial and contractual issues, risk management, claims avoidance and dispute resolution as matters arise (including in respect of labour and employment issues);

– Troubleshooting the appropriate approach to claims that may need to be made (or defended) pursuant to the terms of your contract or pursuant to the governing law assisting with drafting project correspondence where appropriate;

– Determining the best strategy to claims brought for or against the Employer, Main Contractor or through the Subcontract supply chain;

– Preparing (or reviewing) claim submissions between parties to a project to ensure that the proper legal ingredients of the claim are made out and to ensure that the claim is made on the correct legal and contractual basis. This is often a failing on many projects;

– Assisting with the amicable settlement and dispute resolution process of the contract;

– Guiding the appointment of trusted quantum, programming and technical experts where required.

We would do this in relation to matters that arise from time to time on behalf of the Employer, Main Contractor or through the Subcontract supply chain. The intention is that by providing this level of ongoing support we will, ideally, ensure that legal and commercial matters are resolved before they escalate or, otherwise ensure our clients̀ position is established, documented and properly advanced in correspondence in the best strategic light should matters be at risk of escalation towards a dispute.

The involvement of a consistent team from the outset also ensures that knowledge of the issues is obtained on a real time basis and can be applied consistently across similar issues without the inefficiencies associated with a necessary learning curve.

Project counsel

Often acts as project counsel with notable activity in the areas of property development-energy and social infrstructure.Chambers Global – UAE construction

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Project Counsel examples

– Providing advice to the construction joint venture in relation to the Burj Khalifa development.

– Advising a Malaysian contractor in relation to claims regarding subcontractor default, design defects and extensions of time/ LADs in a project Counsel role on a systems installation package for the construction of the New Doha International Airport.

– Acting as project counsel and advising a contractor in connection with potential claims arising under its subcontracts for the design and engineering of the Tunnel Pumping Station Contract (contract value in excess of USD 362 million).

– Project counsel to the main contractor on a sewage treatment plant in Qatar in relation to all matters connected with its completion strategy and claims.

– Negotiating the design and construction contract for the provision of the glass capsules to be supplied for the Dubai Eye ferris wheel (largest in the world) being constructed in the Dubai Bluewater development.

– Providing ongoing advice in relation to a breakwater project in Iraq, giving rise to issues relating to unforeseen ground conditions.

– Acting as project counsel to an international joint venture consortium in relation to a major package on the Doha Metro Project.

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Transactional projects & construction

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We have a rich source of experience and credentials upon which we can call, both in the MENA region and more broadly as part of our global projects & construction team.

We provide transactional advice and draft contractual documentation whether the project is procured on PPP financial basis or traditional Design & Build, Build only basis.

A small number of examples of recent projects in relation to which our global projects & construction team have been involved are set out in the following pages. Further, or more particular, detail can be provided if required.

Building/property development – Acting for an employer in drafting the main contract and ancilliary documents in relation to the design and construction of the Burj Al Baher development in Tripoli, Libya.

– Ongoing advice in relation to contracts for a major retail expansion project in Dubai.

– Drafting a suite of contracts for a public-private sector developer in connection with a multi-billion dollar master planned development in the Emirate of Abu Dhabi.

Transport – Advising on all aspects of the Dubai International Airport Expansion over the last 8 years, including the USD 4.2 billion Terminal 3 project.

– Advising Deutsche Bahn International on its project documentation with the Qatar Railway Company for the Qatar Integrated Railway Project and in particular the Doha Metro.

– Acting for the operations and maintenance provider, within a consortium team, in connection with the team’s bid to design, build, finance and operate the Mafraq-Ghweifat Highway which intended to connect Abu Dhabi with Saudi Arabia and Qatar under a PPP arrangement.

– Advising one of Dubai’s leading quasi government businesses on the production of a suite of standard procurement templates based on the FIDIC 1999

suite of contracts for use on port facilities in multiple jurisdictions.

– Advising in respect of a bid for a rail project in the Kingdom of Saudi Arabia, including relevant regulations, construction contract conditions and joint venture agreement.

– Advising Identec Solutions AG on its general and special conditions of contract and sub-contract with respect to the supply of real time container trace-ability technology for the operation of a container port in Saudi Arabia.

– Drafting construction documentation including substantial amendments to the FIDIC Yellow Book for the dredging and construction of a new port in Sierra Leone together with the refurbishment of an existing port.

– Drafting the FIDIC contracts for an iron ore mine in Sierra Leone and the associated road, rail and port infrastructure to transport the commodity across the world.

Energy – Advising National Water Company on its outsourcing of the management of water and waste water distribution systems in the cities of Makkah and Taif.

– Acting for GDF Suez in relation to its successful bid for the Riyadh PP11 IPP Project (including power purchase agreement, fuel supply, agreement, connection agreement, shareholders agreement and land lease).

– Advising Lukoil Mid-East Ltd on the development and operation of its West Qurna-2 field development project in Iraq.

– Advising and representing a Kuwait based oil company on a USD 3.5 billion build-own-transfer scheme for the redevelopment of an oil township.

– Drafting and negotiating a bespoke EPC contract for a USD 2 billion upgrade of an oil refinery in Colombia.

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They are excellent - responsive, knowledgeable and business-savvy. They were able to give us insights into not just the law but also into the way business is conducted in the region.Chambers Global - Middle East

– Advising State Bank of India in relation to the bankability of the proposed project documentation for the operation, management and development of Mumbai Airport on a PPP basis

– Advising a bidding consortium in relation to the Medinah Airport PPP. The consortium consisted of El Seif Engineering Contracting Co, MMM Group Limited, ADC & HAS Airports Inc and Emirates NBD Capital / Emirates Financial Services

– Advising Qatar Supreme Council of Health in relation to the SML workers healthcare PPP project (ongoing).

– Advising the World Bank and the Government of Guinea on the development of 670km of railway and two ports on a PPP basis, the largest PPP project in Africa to date.

– Advising the World bank on the development of a model form concession agreement for the development of railway infrastructure on a PPP basis in India.

– Advising a Japanese company on its bid for a rolling stock manufacture, supply and maintenance PPP with the Indian Railway Authority in West Bengal.

One of the premier arbitration practices in the UAE.Legal 500 EMEA 2016 - Construction

OverviewConstruction disputes and the management of arbitration proceedings is a particular strength of our projects & construction team.

We recognise that our clients, as prudent commercial companies with long term objectives in the region, will look to avoid disputes insofar as possible (and the consequential legal costs that can arise). We look to bring to bear our expertise in dispute resolution in all forms (including the full range of alternative dispute resolution mechanisms) to ensure disputes are quickly assessed and managed at an early stage. Our objective is to provide early legal advice to see if the dispute can be avoided or deterred. If a dispute procedure is necessary, we will ensure the dispute is appropriately resolved on a costs/benefit basis.

Clyde & Co in the MENA region offers an unparalleled litigation, arbitration and dispute resolution practice and is ranked as a top tier firm in the region by all major legal industry directories. Our team advises on many of the major disputes in the region. Our world-class practice handles both commercial and investment disputes.

We have a particularly strong reputation in international arbitration and are ranked amongst the top 25 global law firms in the Global Arbitration Review. At any one time Clyde & Co has over 500 arbitrations on its books, with amounts at stake often running into billions of dollars. Whilst the majority of our 400+ litigation lawyers have experience in arbitration as well as court proceedings, we have a core team of over 60 international arbitration experts who are leaders in their field.

Our construction disputes & arbitration credentials – Acting for the Claimants in a USD 750 million arbitration arising out of the early termination of the main construction contract for an iconic sporting venue in Dubai.

– Representing a US multi-national corporate in an arbitration with the seat in the Hague pursuant to UNCITRAL rules arising out of a contract for the provision of facilities ancillary to Ras Laffan LNG trains in Qatar.

– Advising a joint venture in relation to an ICC arbitratioin arising out of a major healthcare project in Qatar.

– Advising a joint venture contractor on a QAR 110 million claim and ICC arbitration arising out of a road project in Qatar.

– Representing an airport owner in a AED 5 billion DIAC arbitration brought by the contractor JV arising from the construction of a new concourse and terminal building in Dubai.

– Successfully acting for a contractor in a DIAC arbitration arising from the wrongful termination of the main contract relating to a DIFC real estate development.

– Advising an international infrastructure contractor in Qatar seated ICC arbitration proceedings with its sub-contractor.

– Advising a Gulf based consultant in respect of disputes to be referred to arbitration against a local contractor.

– Acting for a consortium of international insurers in relation to proceedings in New South Wales against a crane manufacturer following the collapse of a crane during the construction of the Burj Al Arab Hotel, Dubai, including a successful mediation.

– Successfully represented a Korean contractor in ICC proceedings against a consortium of Japanese contractors in relation to its claims for additional monies arising out of the design, construction and subsequent wrongful termination of a cement plant in Tabuk, Saudi Arabia.

– Acting for a Government transport authority in the Gulf region in relation to a USD 3 billion dispute arising from the design and construction of a pathfinder rail project (the first of its kind in the region).

– Conducting an ICC arbitration in Cairo on behalf of a contractor in respect of a construction project in Alexandria.

– Acting for an international construction company in relation to disputes for contract variation, price escalation, and liquidated damages regarding two major infrastructure projects - the New Doha International Airport Project, and a major highway construction project.

– Advising on delay and cost claims arising out of the design and construction of Doha Tower, an Iconic dia-grid structure building and one of the tallest in Qatar.

Construction disputes / arbitration

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How we work Our global projects & construction group advises across the whole industry, with expertise in all infrastructure sectors and particular skill in applying the developments in mature markets to assist both the private and public sectors in emerging territories.

With significant capabilities in both the non-contentious and litigious aspects of construction work, we offer clients a rounded perspective, whether at the front end of developments or on the occasions when disputes occur. Where appointed as project counsel, our involvement enables issues to be resolved before they develop into formal disputes and ensures that clients are well positioned should disputes arise.

They are very efficient and give clear advice with no contradictions. It was straightforward enough for us to be able to take a decision with a clear view.Chambers Global

Infrastructure sector specialists in:Construction development

Commercial property

Hospitality

Industrial

Retail

Energy

Power & utilities

Oil & gas

Natural resources

Renewables

Social

Education

Healthcare

Housing

Regeneration

Transport

Airports

Ports

Rail

Road

Core skills

Project finance

Projects/concessions

PPP/PFI

Construction tenders

Construction delivery

Construction disputes

Liability defence

Our clients

Governments

Sponsors

Main contractors

Consultants

Sub-contractors/suppliers

Corporate occupiers

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A diversified global practice covering all aspects of the industry Over the last 10 years we have created an exceptionally strong global projects & construction group, both through organic growth and through attracting leading lawyers in the sector.

Infrastructure With experience acting across all infrastructure classes, we have an established footprint in developed markets and a leading reputation for adapting and delivering this expertise in emerging markets.

Projects Having advised on project finance throughout the world, including for both the public and private sectors, we have multi-jurisdictional experience advising on the full range of projects and across the project life cycle.

Construction procurement We advise on all aspects of the development process: drafting, negotiating and advising on all standard forms of agreements, contracts and other ancillary documentation. Our expertise also includes advising on bespoke agreements and supply chain management, procurement strategies and joint venturing.

Construction disputes Clyde & Co has one of the largest dispute resolution practices globally, with notable acclaim for our international arbitration practice. Our construction specialists lead on construction disputes and work in tandem with litigators from across our groups on the largest cases.

LiabilityOur global construction and engineering practice acts for both insurers and insureds. We have the leading professional liability practice in the world with particular specialism in defending architects, design and construction professionals, engineers, consultants, surveyors and valuers.

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Broader services to clientsBeyond projects & construction services, we apply our sector knowledge to provide tailored advice to our clients across a range of disciplines, covering the full range of corporates’ needs.

We provide a full range of services to the construction industry – corporate advice, M&A, commercial, finance, employment, insurance, intellectual

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From a regional point of view, they are one of the top firms.Chambers Global Dispute Resolution, Qatar

Clyde & Co’s dispute resolution practice is amongst the largest and most expansive in the region. The group is widely regarded as a top choice for construction dispute resolution, and also has a wide-ranging commercial litigation practice.Chambers Global Dispute resolution, Middle East-wide

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360+Partners, over 2,000 legal professionals and 3,300 staff

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