Understanding and Negotiating EPC Contracts, Volume 1

Howard M. Steinberg is of counsel and a retired partner in the law firm Shearman & Sterling LLP and has more than 25 years of legal experience in the infrastructure sector in more than 100 countries. He is named a leading lawyer in project finance by Chambers & Partners and IFLR 1000. He represents sponsors, offtakers, miners, suppliers, engineering firms, consultants, financial advisors, contractors, operators, underwriters, lenders, export credit agencies and multi-lateral institutions in the development, acquisition, restructuring and privatization of projects around the world. He holds bachelor’s and business degrees from Columbia University and a law degree from New York University.

’Every lawyer involved in project finance should read this book!’ Oscar Frota, Senior Legal Counsel, GDF Suez Energy Latin America ’From the finance side, before we can even look at the economics of a project, we need to know that its contractual structure is sound. This book is a must for any serious banker.’ Edmundo Lujan, Executive Director, Project Finance Latin America, Banco Bilbao Vizcaya Argentina S.A. (BBVA) ’There would be a lot less restructuring work if a proper risk allocation had been put in place since inception. This book provides a must-read guide to project parties to achieve that goal.’ Jean-Valery Patin, Managing Director and Head of Project Finance Latin America, BNP Paribas ’It’s truly astounding how much money companies will spend only to learn they do not have a project that can be financed. This book should be the first investment for any project.’ Halil Sunar, Director of Power for Turkey, State Oil Company of Azerbaijan (SOCAR) ’Financing projects is all about understanding the risks. Anyone who hasn't read this book is just giving himself an unnecessary handicap.’ Natasha Kirby, Associate Director, Strategic Energy Solutions Group, HSBC

• Introduction Chapter One A Historical Perspective Chapter Two Choosing a Development Chapter Three The EPC Contractor’s Approach Chapter Four Beginning the Evaluation Process Chapter Five Full Scale Development Chapter Six Philosophy of the EPC Contract Chapter Seven Subcontractors Chapter Eight Site or Route Survey Chapter Nine The Work Chapter Ten The Sponsor’s Obligations Under the EPC Contract Chapter Eleven Monitoring the Progress of the Work Chapter Twelve Unforeseen Circumstances, Adjustments and Change Orders Chapter Thirteen The EPC Contractor’s Failure to Perform Chapter Fourteen The Owner’s Failure to Discharge Its Responsibilities Chapter Fifteen Unexpected Market Conditions Chapter Sixteen Testing and Completion of the Work Chapter Seventeen Liquidated Damages for Delay and Impaired Performance Chapter Eighteen The EPC Contractor’s Warranties of the Work Chapter Nineteen Security for the EPC Contractor’s Performance Chapter Twenty Limitations on Overall Liability and Contract Expiration Chapter Twenty One Payment for the Work Chapter Twenty Two Title and Other Legal Matters Chapter Twenty Three Indemnification and Insurance Chapter Twenty Four Dispute Resolution and Governing Law Chapter Twenty Five Interested Third Parties Afterword