Download - Renewables / 2020

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the business offers its clients 150 years of experience, insight
and relationships. The Ince Group is driven by a unique team
of passionate people whose broad expertise and deep sector
specialisms provide their clients with solutions to their
complex legal and strategic needs.
The Ince Group is a
dynamic international
Ince
With over 800 people, including over 100 partners worldwide, The Ince Group delivers legal advice, strategic guidance and business solutions to clients ranging from the world’s oldest and biggest businesses operating across numerous industries to ultra-high net worth individuals.
About The Ince Group
developers, operators, lenders, contractors, supply and
service companies of offshore wind farm projects.
We are at the cutting edge in the industry. Our lawyers have
been involved in over half of the UK’s offshore wind farm
projects, as well as many projects in Germany, France, the
Netherlands and Belgium, and in the U.S., China and Taiwan.
Underpinning our legal advice is an in-depth understanding
of the political, economic and regulatory framework and the
business practices and our clients’ commercial needs. We
are not simply “maritime”, “construction”, “M&A” or “finance”
lawyers.
Our advice covers tenders and contract review, drafting and
negotiation for various types of offshore wind farm contracts,
including engineering, procurement, design, transportation,
installation, operation and maintenance of wind turbines,
foundations, cables and sub-substations, and related vessel
and port facilities, on a multi or turnkey contract basis.
Contracting models and formats
Our specialist finance lawyers advise banks, ECAs,
contractors and, owners on all aspects of asset financings,
project financings, commodity and export financings,
restructurings and workouts. Our expertise extends to wind
farms, power plants, vessels and equipment. Our finance
lawyers work closely alongside our specialist corporate,
insurance and casualty, teams to evaluate the whole range
of risks and advise on strategies to minimise exposure on
transactions.
and M&A transactions in the renewables industry. In addition
to our general corporate and M&A expertise, our extensive
knowledge of the industry, the players and the projects
enables us to add unique value to the due diligence and
structuring and negotiating of transactions in the industry.
Project management support
In providing such advice, we draw on our experience of
dispute resolution; having seen where things can go wrong,
we are well placed to advise on contractual risk management
strategies.
and we have significant experience with disputes in the
offshore wind industry. We advise on all manner of offshore
construction disputes including variations, defects in
design and construction, delay and cost overruns and
warranty claims, offshore incidents and casualties from the
consequences of collisions with fixed or floating objects,
through salvage and pollution, to the drafting of – and
disputes under – insurance policies.
BIMCO to develop SUPPYTIME 2017, WINDTIME, the
standard offshore wind farm personnel transfer and support
vessel charterparty which came into effect in 2013 and
NEWBUILDCON, a standard shipbuilding contract.
Ince
360° “cradle to grave” approach – extensive experience from energy project development, procurement, construction, financing and M&A.
We have significant experience advising a wide
spectrum of stakeholders on all corporate,
construction, finance, corporate and M&A and
regulatory aspects of large complex on- and offshore
wind power projects.
arise.
takes into account the legal and commercial risks
and opportunities at all stages of your project,
from business development and tender phase
through to signing and completion and claims and
any disputes.
We have been the leading provider of legal services to
the maritime industry for 150 years providing advice
to clients on all types of contracts and legal issues
involved on the project.
contractual, tort, regulatory and insurance regime
on the project.
Our team has been involved in over half of the
offshore wind farm projects to date and have a deep
understanding of the issues facing the players in the
industry.
We provide you with proactive legal advice on and
can be actively involved or take a leading role in the
negotiations.
commercial solutions.
development, procurement and execution
diligence and structuring of financing and M&A
transactions in the offshore wind industry.
Our experience from offshore wind disputes
means we know where issues can arise and help
you mitigate these before commencing work.
Strong renewable energy industry focus – know the players and understand the issues, in a commercial context.
We have an impressive industry network – full range
of stakeholders, at all levels – through advising clients,
having worked in the commercial organizations,
been onsite and through collaboration with industry
organisations on the development of new standard
forms of contracts.
drivers – both internal and external and provide
innovative solutions. We understand all parties
objectives and are able to anticipate and resolve
legal issues.
We stay abreast and drive the development of new
contractual and financial models, standards and
formats through our advice on ground-breaking
contract structures and terms and conditions on
individual projects.
As a result we have acted on the development of many
of the “first type” of a project, structure or financing, or
in a specific country or industry segment.
Our legal advice at the forefront of the
development within the offshore wind industry
places you in the best position to deliver to time
and budget.
Significant experience from choice of contracting model and form, joint ventures, consortiums, M&A and finance expertise.
We have expertise advising on the available options
for contracting models and understand both onshore/
FIDIC-like construction and shipping/BIMCO and
offshore/LOGIC-like construction.
model/format and joint venture, consortium or
finance structure with your partner(s) and assist
in the establishment of any necessary corporate
entities and security arrangements.
Our offering and experience
Our offering and experience is deep. Our differentiators to the market, we believe, are:
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Our involvement in European offshore wind farm projects
The map below indicates our involvement in European wind farm projects. We outline in more detail in Appendix 1 a description of
selected wind farm projects, our involvement and the contract form used.
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Ince
Chris Kidd Joint Head of Energy & Infrastructure, London T +44 (0) 20 7481 0010 [email protected]
Our team
Chris Kidd, Joint Head of Energy & Infrastructure, is supported by a team of lawyers in our London and Hamburg offices. Our core
team is outlined below.
Chris specialises in advising offshore wind farm contractors and developers, shipyards, buyers,
and owners on shipping and other offshore matters. He has over 35 years’ experience with the
firm.
He advises on the drafting and negotiation of contracts in the renewables sector including
offshore wind farm installation contracts, charterparties and contracts for the construction of
wind farm installation vessels. He has been involved in Greater Gabbard, Gunfleet Sands, London
Array, West of Duddon Sands, Borkum Riffgat, Kentish Flats, Westermost Rough, Gwent Y Mor,
amongst others. He has worked with BIMCO to develop SUPPLYTIME 2017 and WINDTIME.
Chris also frequently advises buyers and shipyards in relation to building, conversion and repair
contracts, as well as dispute resolution, for conventional and specialist offshore vessels, and
floating platforms. He assisted BIMCO to develop NEWBUILDCON, a standard form newbuilding
contract.
Chris has specialist experience in jurisdictional issues, mediation and major London arbitrations
and litigation, particularly for claims arising from shipbuilding, conversion and repair contracts.
His experience includes LMAA, ICC and LCIA arbitrations, as well as cases in the Commercial
Court, Hong Kong Courts and liaising with lawyers conducting litigation in other jurisdictions.
The Legal 500: - “has vast experience in shipbuilding
matters”
gives first-class advice”
David Choy Managing Associate, London [email protected]
Our team (cont.)
Christian is the head of our Energy & Infrastructure Group in Hamburg. A large part of Christian’s
work concerns renewable energy, in particular advising clients on offshore construction and
installation contracts. He is familiar with range from FIDIC red-, yellow- and silver book, BIMCO
SUPPLYTIME 2005, BIMCO WINDTIME to a great number of tailor made installation and charter
contracts which are frequently used in the German market. He has assisted in negotiations and
contractual claims handling of most of the relevant components of an offshore wind farm. His
experience covers transport and installation of foundations, transition pieces, substations and
HVDC converter platforms, infield cable laying, chartering of CTVs, repair and O&M works at
a sub-station including chartering of the related marine spread, as well as project management
services and employment issues.
Apart from his energy and construction practice, Christian also assists clients, mainly ship finance
banks, in relation to all factual and legal aspects of restructuring, enforcement and compliance
issues with a particular focus on German and EU insolvency law.
David advises clients on a range of matters in the shipping, energy and infrastructure and
renewable energy sectors.
He frequently advises clients on the drafting and negotiation of shipbuilding contracts, refund
charterparties and service agreements.
He has also acted for clients on a range of high value, complex and multi-jurisdictional disputes
in the shipping and energy and infrastructure sectors. His experience includes cases concerning
drilling, services and construction contracts.
David has a particular focus on shipbuilding and has represented ship-owners and shipyards in
disputes relating to delay and disruption claims, variations, warranties and termination issues.
David’s recent experience includes advising on shipbuilding contracts, framework agreements and
charterparties (including bespoke contracts and those on the Supplytime forms) for wind turbine
installation vessels, vessels operating in the renewable sector and offshore support vessels.
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Ince
Robin Rigg Advising on rights/obligations following delayed completion of work. Bespoke turbine installation contract
Greater Gabbard Advising on a draft contract to load, stow, transport, lift and install
140 Siemens 3.6MW WTGs.
Bespoke contract
Scroby Sands Advising in relation to an alleged salvage of a vessel including
negotiation of a common law salvage settlement agreement.
N/A
Various Advising on the terms of a draft c/p for an anchor handler for 2 years. BIMCO Supplytime 1989
Various Advising on the terms of a draft c/p for AHTS vessel for 21 months. BIMCO Supplytime 1989
London Array Advising on a draft c/p for transporting wind farm components, and
assisting in maintenance operations.
BIMCO Supplytime 2005
Various Advising on propsoed increased scope of work in order to be
responsible for the entire lifting operation of WTGs.
N/A
provision.
Ormonde Advising on a draft contract for the transport and installation of
WTGs.
LOGIC Marine Construction Contract
Various Advising on amendments to a standard Supplytime ‘05 c/p in order to
improve Charterers’ position.
Various Advising on lifting responsibility. N/A
Sheringham Shoal Advising in relation to tug charter, WTG transport, soil assessment
and various project management.
Bespoke contract
Various Advising on amendments to a standard Supplytime ‘05 c/p in order to
improve Charterers’ position.
Various Advising on internal and external safety management system. N/A
West of Duddon Sands Advising on the charter to load, transport and lift (but not install)
WTGs.
Greater Gabbard Advising on draft c/p, with a view to improving the Owners’ position
under Supplytime ‘05.
Rhyl Flats Advising on a draft contract (originally LOGIC, then changed to
BIMCO) for the re-burial of export cables.
Supplytime 2005
Sheringham Shoal Advising on a charterparty. BIMCO Supplytime 2005
Various Making amendments to the standard Supplytime ‘05 form to improve
the Owners’ position generally.
Greater Gabbard Advising on a draft contract for the development of subsea cable
repair procedures.
Bespoke contract drafted by GGOWL
Lincs Making amendments to a (long and complicated) draft contract to
improve the Contractor’s position when carrying out subsea cable
remedial burial works.
Shore) Contract
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Project name Nature of work Contract form
London Array Advising on a c/p for a platform plus 2 tugs to continue working at
London Array (i.e. to carry on following expiry of a similar c/p).
BIMCO Supplytime 2005, with 9 pages
of additional conditions
Gunfleet Sands 3
Advising on an Invitation to Tender for a subsea cable
transportation and installation contract.
waters
Advising on a draft Supplytime ’05 charter for use of a jack-up
offshore support vessel.
clauses and various annexes.
Gwynt y Môr Advising on the charter of vessels for loading, transporting and
lifting (but not physical installation) of WTGs.
BIMCO Supplytime 2005, with additional
clauses and various schedules
Various Advising on a suite of standard contracts for regular use. Bespoke
N/A Advising on a contract for the provision of armed guards onboard
an installation vessel.
BIMCO Guardcon
Greater Gabbard Advising CTO on a Framework Agreement for subsea cable
surveys.
Engineering Contract (“NEC3”)
Professional Services Contract
Westermost Rough Advising on a contract package for the charter of installation
vessel in order to pick up, transport and lift WTGs, and provide a
project management team and accommodation facilities.
BIMCO Supplytime 2005, with additional
clauses and various annexes
installation of subsea cables.
FIDIC Yellow Book
London Array Advising on a contract package for the post- lay inspection and
burial of 11 subsea cables.
Extension
Advising on an Invitation to Tender for a contract to load, transport
and install WTGs.
by Vattenfall, but importing some of
LOGIC’s Marine Construction form
Gunfleet Sands I
party.
Fécamp,
Courseulles-sur-
Advising regarding (i) a geophysical survey contract and (ii) a
geotechnical/UXO survey contract.
Teesside Advising on the prospects of successfully claiming salvage in
relation to a vessel under charter.
Advising regarding the potential liability under the head contract
(to install the met mast) and under the c/p (following alleged
damage to the vessel’s leg during jacking-up).
NAREC contract based on LOGIC Marine
Construction form; c/p on Supplytime
2005 form
Baltic II Advising on a draft contract to provide a vessel and tugs to pick up,
transport and install a substation jacket foundation.
Bespoke “International Marine
on the LOGIC Marine Construction form
Various Making amendments to the standard Supplytime ‘05 form to
improve the Owners’ position generally.
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Ince
Northwind Advising on various disputes under (i) a heavily amended
Supplytime ‘05 form and assosicated Services Contract; and (ii) a
separate amended Supplytime c/p.
clauses and various annexes, plus FIDIC
Green Book Short Form
Gwynt y Môr Advising on a draft contract for transporting, laying and burying 63
inter-array cables.
LOGIC Marine Construction form
Alpha Ventus A marine insurance case; advising on the difference between a
WELCAR policy (which should have been put in place but wasn’t)
and an AXA non-marine policy (that was put in place).
Bespoke cable laying contract
incorporating draft WELCAR wording
East Anglia
Offshore Wind
Advising on disputes under an EPC contract for the provision and
installation of met masts.
Dudgeon Advising on an Invitation to Tender for a contract to load, transport
and install WTGs.
detailed appendices
Various Drafting a Framework Agreement for the provision of one of three
vessels (subject to availability) to carry out offshore wind farm
maintenance and/or servicing work.
Extension
Advising on an Invitation to Tender for a contract to load, transport
and install WTGs.
BARD Offshore 1 Advising on a draft charter for vessels tocarry out O&M work at
BARD 1.
Demonstration
Site
Defending claim for hire during the period when off hire was
claimed.
Agreement regarding technical management and service (crew
training) for installation vessel in the offshore wind market in Asia-
Pacific, including operation in Chinese waters.
BIMCO Shipman 2009 and bespoke
Services Agreement
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a wind farm owner in relation to WTG installation and
defined O&M tasks respectively;
• Representing a major Danish steel contractor in a
high value dispute regarding warranty claims for the
transformer platform of a large German offshore wind
farm;
in a high value dispute against an international energy
company in respect of a contract for the investigation of
the soil for building a wind farm in the German North Sea;
• Assisting German onshore wind farm owners in
negotiations with their turbine supplier in respect of
performance issues of wind turbines; and
• CAR policy reviews for Danish offshore wind contractors
in connection with a turbine installation contract.
Other renewables experience:
to its biomass trade contracts, including long term supply
contracts and related carriage contracts;
• Advising UK/Russian interests in a project for the
refurbishment and operation of a hydro¬electric plant
in the former Soviet Union. This included drafting the
agreement for the operation of the plant and providing for
repayment of the costs of refurbishment out of electricity
generated and sold;
portable, and LNG-fuelled power plants;
• Representing two major European utilities groups in
connection with arbitration proceedings and other
disputes arising out of biomass contracts;
• Advising the local and international lenders on the $450
million acquisition and project financing of the Tiwi and
Makban geothermal projects in the Philippines; and
• Advising the international developer on a greenfield
geothermal project in Indonesia.
Appendix 2: Additional experience
development and successful project financing of the
50MW Salkhit Wind Farm in Mongolia (the first privately
developed wind farm in Mongolia);
• Acting for the Asian Development Bank and the local
lenders on the successful project financing of the 200
MW Korat Wind Farm in Thailand, the largest wind farm
project financed in Asia at that time;
• Advising clients in relation to Borkum Riffgat off the coast
of Germany;
• Advising clients in the bidding process to develop four out
of five offshore wind farm sites off the coast of France;
• Advising a contractor on the FIDIC suite of contracts for
the supply, installation and testing of 80 cables required
for an offshore wind farm;
• Advising in connection with contracts for the construction
of specialist wind farm installation and heavy lift vessels
to be used in the industry;
• Advising an underwriter on coverage pursuant to various
policies of insurance in respect of certain projects where
defects were found in the foundations;
• Advising clients in connection with disputes arising under
various contracts generally;
of specialist installation vessels and their associated
financing;
management services for a German offshore wind farm;
• Undertook a secondment to a contractor for a major
offshore wind farm construction project to assist on a
daily basis during the execution phase;
• Advising various owners on chartering vessels to
contractors for offshore wind farms, including remedies in
the insolvency of critical subcontractors;
• Advising a Belgian offshore construction company in
connection with the installation of turbines in a German
offshore wind farm and the insolvency of the turbine
supplier;
the tender for the turnkey cable laying contract (onshore
and offshore) to connect a HVDC converter platform in
the German EEZ to the German onshore grid;
• Assisting a German construction company during project
execution and general contract management in relation
to the installation of foundations and WTGs in a German
offshore wind farm;
proceedings and subsequent contract negotiations
concerning the installation contracts for offshore wind
turbine foundations;
Renewables / 2020
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