Executive Workshop on Excellence in Public-Private Partnership Infrastructure Contracts for Non-Legal Professionals - Practical Understanding of Legal and Common Commercial Clauses, 19- 20 Dec 16, Singapore
Excellence in negotiating Public-Private Partnership (PPP) contracts. Gaining a clearer view of the legal implications of PPP agreement provisions. Avoiding the pitfalls in PPP contracts by incorporating best practices.
Bonus – Sample PPP contracts & a model set of boilerplate clauses will be
- You do not need to have legal knowledge to attend this practical course
- Learning from best practices and recent cases
1. Negotiating essential terms & conditions for PPP
- Successful negotiation strategies for strong PPP contracts
- PIOC negotiating techniques
- Harvard Negotiation Project
- The 5 breakthrough strategies in difficult negotiations
2. Reviewing, Negotiating & Drafting PPP contract’s provisions
- The parties to the contract
- The duration of contract
- Recital – aim & background of the contract
- Definitions & interpretation of commercial clauses
- The condition precedent clause
- Most favourable customer & benchmarking
- Anti-competitive clause: Competition Act
- Commencement, commissioning date, completion and modification
- Best endeavor clause
- Reasonable endeavor clause
- The rights, obligations and roles of contractor & of the public body
- The requirement for Performance Bonds
- Insurance requirements
- Government warranties
- Private sector warranties
- Consequences to change in law & regulations
- Service quality & PKI
- Procedures for monitoring, measuring & enforcing performance
- Reporting requirements clause
- The responsibilities of public bodies and contractor in capital expenditures
- The remuneration of contractor – fixed fee or other arrangements
- Allocation and management of key risks
- The contractor’s rights & responsibilities regarding access public or private property
- Procedures for coordinating investment planning
- Responsibilities for employment and environmental liabilities
- Conflict of interest – anti-bribery laws
- Public body intervention in protecting its PPP rights
- Ownership changes & key personnel of the private contracting party
- Legal compliance requirements for PPP projects (e.g. planning permits)
- Protection of labour rights of employees from public sector employed by private
3. Best Practice in warranties, liabilities and indemnities clauses
- warranties clause
- evaluating & reviewing implications of excluding and limiting liability under
Unfair Contract Terms Act
- Identifying factors that determine a “reasonable” clause
- Indemnity clauses & its limitation
- Apportioning liabilities and exceptions to indemnities
- Quiz 1 session
4. Boilerplate and common commercial clauses in PPP
- How much standard (boilerplate) clauses should be included in the PPP
- Examining the functions of these standard boilerplate clauses
- Governing law and jurisdiction clause
- Dispute resolution clause – mini-trial
- Intellectual property clause – foreground v background intellectual property
- Time of the essence
- For convenience clause
- Force majeure clause and doctrine of frustration at common law
- Delay provisions on what is excusable for delay in construction or operations
- Severability clause
- Variation clause & the doctrine of variation and its 4 exceptions including
Williams v Roffey case
- The ability to manage variations
- Entire agreement clause & the parol evidence rule
- Assignment clause
- Notices clause
5. Best Practices in Termination clauses
- Breaches of conditions, warranties and innominate terms
- Types of termination
- Reviewing the contractual provisions for termination
- Procedures for Dispute resolution clause
- Consequential loss, indirect and direct loss
- Damages must not be too remote but foreseeable
- Escalator clauses
- Liquidated damages & doctrine of penalty
- Early termination clauses
- Best practice dispute resolution procedure into the contract
- Mediation – arbitration clause
- Considering limitations to early termination rights and reimbursable costs
- Consequences of affirmation & termination
- Novation process
- Managing breach of commercial contracts
- Principle of mitigation
- Quiz 2 session
About the Course Directors
Catherine Tay Swee Kian has over 35 years of experience lecturing business and contract law as Associate Professor at the National University of Singapore (NUS), Department of Strategy and Policy, NUS Business School. She is currently lecturing in Industrial Relations and Labour laws at the Ong Teng Cheong Institute of Labour Studies for over 11 years. She was a Visiting Consultant and adjunct lecturer at the Institute of System Science, NUS for over 16 years lecturing IT outsourcing contracts, intellectual property and contract law. She has lectured and facilitated at many seminars, workshops and customised courses for many companies, organisations, hospitals and institutes of higher learning both in Singapore, Malaysia, Thailand and overseas in topics including contract law management and contract administration.
She is an Advocate and Solicitor of the Supreme Court of Singapore. She is also a barrister-at-law (of Lincoln’s Inn, United Kingdom). She was Associate Director of the law firm Bernard & Rada Law Corp.
She was a committee member of the editorial board of the Singapore Accountant Journal, Journal of the Institute of Certified Public Accountants of Singapore and the (United Kingdom) The Company Lawyer. She was on the Board of Overseas Editors for the (United Kingdom) Journal of Financial Crime, an official publication of the Cambridge International Symposium on Economic Crime. She was a member of the editorial board of the “Singapore Polytechnic Graduate Guild Journal”. She is currently the Chief Editor of Management Development Institute of Singapore Journal.
She has presented several papers at many conferences and seminars on Business Law, Company and Insolvency Laws both overseas and in Singapore. She conducts in-house training courses for hospitals, banks, statutory boards, hotels, commercial firms and companies, clubs and associations including Keppel Shipyard, IBM, Singapore Power; SingTel Mobile Singapore Pte Ltd; ST Logistics; Changi Airports International; PetroChina International (Singapore) Pte. Ltd; Frasers & Neave Centrepoint; Dentsu Singapore Pte Ltd; Bismark, Indonesia; Singex - Singapore Expo; HSBC Bank; Solar Energy Research Institute of Singapore (SERIS); College of Insurance, Singapore; Social Service Institute; HDB.
She graduated from the Queen Mary College, University of London with a Bachelor of Laws (Honours) degree in 1977 and a Master of Laws degree in 1979, in which she specialised in Company, Shipping, Insurance and Marine Insurance Laws. She was called to the English Bar by Lincoln’s Inn in 1978. She did her pupillage under the Honourable Lady Mary Hogg in London and returned to Singapore in the law firm of Rodyk & Davidson. She won the Aw Boon Haw and Aw Boon Par Memorial Prize for the overall best student in 1980 during her postgraduate practical law course in Singapore. She was called to the Singapore Bar in 1980.
She is an author of several law books, including the best seller “Contract Law” book which forms the basis of this course.
Her other law books include:
Company Formation Practice Manual (1983, Malayan Law Journal)
Bankruptcy - The Law & Practice (1984, Butterworths)
Judicial Management (1987, Malayan Law Journal)
A Law Handbook for Businessmen (1990, Print & Publish)
Directors’ Duties & Liabilities including Insider Trading (1985, Times Books International);
Your Rights as a Consumer - A Guide to Sale of Goods, Hire-Purchase and Small Claims Tribunal (1986, Times Books International)
Contract Law including E-Commerce Law (1987, Times Books International)
Hotel and Catering Law (1992, SNP Publishers Pte Ltd)
Investing in Stocks and Shares (1993, Specialist Press)
How to Write a Will? (2003, Big Publications Pte Ltd)
How to Collect Your Debts? - A Guide to Bankruptcy Law (1994, SNP Publishers Pte Ltd)
Buying and Selling Your Property - An Essential Guide to the Singapore Property Market (1994, Times Books International)
Investing in HDB Property (1995, Times Books International)
Investing in Real Estate (1996, Longman Singapore Publishers Pte Ltd)
Copyright and The Protection of Designs (1997, SNP Publishers Pte Ltd)
A Guide to Protecting Your Ideas, Inventions, Trade Marks & Products (1997, Times Books International)
Resolving Disputes by Arbitration (1998, Singapore University Press)
E-Commerce Law (2000, Times Books International)
Medical Negligence (2001, Times Books International)
Know Your Rights – Employment Law (2002, Times Books International)
Infectious Diseases Law & SARS (2003, Times Books International)
Slim Chance Fat Hope (2004, World Scientific Publishing)
Medico-Legal Issues in Emergency Medicine & Family Practice: Case Scenarios (McGraw-hill)
Medico-Legal and Ethical Issues in Eye Care: Case Scenarios for Optometrists, Opticians, Ophthalmologists (McGraw-hill)
Medico-Legal and Ethical Issues in Cardiology and General Medicine: Case Scenarios (McGraw-hill)
Biomedical Ethics and Medical Law in Blood Transfusion Practice: Case Scenarios (Armour Publishing)
Mr. T Subramaniam was called to the Singapore Bar in 1998. He was a private practitioner and a partner of a law firm from October 1998 to April 2005 (Messrs Sobhraj Tay Low Subra & Teo formerly known as Sobhraj & Co and also as Sobhraj & Subra. This firm is now known as Crossbows LLP). He has extensive exposure to litigation including but not limited to the following:
General Civil Litigation involving Landlord and Tenant disputes, Admiralty claims, Medical Negligence, Defamation, Construction and Renovation disputes, Strata Title disputes, Patent, Trade Mark and Copyright disputes, Shareholders’ Disputes, Employment disputes, Defective Product disputes and general contractual claims;
Administrative Law matters involving statutory tribunals and the review of tribunal decisions;
Mr. Subramaniam is also experienced in general Solicitors’ work including but not limited to the following:
Drafting Franchise Agreements, Tenancy Agreements, Business Transfer and Asset Sale Agreements, Software Licensing Agreements, Partnership Agreements, Shareholders’ Agreements, Distribution Agreements, Joint Venture Agreements, Employment Contracts and other contracts of a general nature;
Conveyancing of private residential as well as commercial property including completed properties as well as properties under construction
From 2004 to the present, he has been lecturing in Singapore, Malaysia and Hong Kong, specializing in Company Law, Evidence and Public Law. He is currently the Director of Studies at ITC School of Laws.
Mr. Subramaniam was invited as a Speaker at the Asia Business Forum at various times to present on various law related topics of interest to corporations and entrepreneurs. The topics covered include the law relating to Trade Unions, Directors’ Duties and Company Secretarial Practice. In particular, he was invited to officiate as Chairman of a forum on corporate governance and regulatory issues affecting companies.
On or Before 19 Nov 2016: The ‘Early Bird’ Rate is S$2895 – Save S$400!
Special Offer! – 3 Delegates For The Price of 2 in This Category! Save S$2895!
• From 20 Nov 2016: The Regular Rate is S$3295
Special Offer! – 3 Delegates For The Price of 2 in This Category! Save S$3295!
Note: All fees stated include luncheons, refreshments and complete set of documentation. It does not include the cost of accommodation and travel.
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List of Upcoming GPF executive workshops/forums include:
1. 2nd Executive Workshop on Strategic Planning for Ports & Terminals, 26-27 Sep 2016, Singapore
2. 1st Global Ports Forum in Singapore, 28-29 Sep 2016, Singapore
3. Executive Workshop on Bulk Liquid Terminals, Commercial Considerations for Investment & Financing, 29 - 30 Sept 2016, Singapore
4. Executive Workshop on Excellence in Port Operations, 3-4 Oct 2016, Singapore
5. 2nd Executive Workshop on Investment Strategies for Green / Brown Field Port Projects, 6-7 Oct 2016, Singapore
6. Executive Workshop on Multi Modal Logistics – Value Creation, USP identification & Market Positioning for Ports & Terminals, 10-11 Oct 2016, Singapore
7. 2nd Executive Workshop on Multi-Purpose Terminal Business & Operations, 13-14 Oct 2016, Singapore
8. Executive Workshop on Global Trade, Macroeconomic Policy and the Impact on Regional Trade and Shipping, 24-25 Oct 2016, Singapore
9. Executive Workshop on Use of Technology for Ports and Terminals, 27-28 Oct 2016
10. 2nd Executive Workshop on Ports Financing and Investing, 3-4 Nov 2016, Singapore
12. Executive Programme on Achieving Excellence in Winning Deals & Effective Sales Management - Proven Techniques & Insights for Ports & Terminals, 7 Nov to 11 Nov 2016, Singapore
13. Executive Workshop on Excel in Developing, Implementing & Managing Service Level Agreements, 14 & 15 November 2016, Singapore
14. Executive Workshop on Reefer Container Logistics, 21-22 Nov 2016, Singapore
15. 2nd Executive Workshop on Key Fundamentals of Shipping, 24-25 Nov 2016, Singapore
16. Executive Workshop on Excellence in Managing Tenancies / Leases - Landlord and Tenant Obligations in Business Tenancies, 15-16 Dec 2016, Singapore
17. 3rd Executive Workshop on Investment Strategies for Green / Brown Field Port Projects, 28-29 Jan 2017, Dubai, United Arab Emirates
18. 3rd Executive Workshop on Multi-Purpose Terminal Business & Operations, 30-31 Jan 2017, Dubai, United Arab Emirates
19. 3rd Executive Workshop on Ports Financing and Investing, 28-29 Jan 2017, Dubai, United Arab Emirates
20. Executive Workshop on Multi Modal Logistics – Value Creation, USP identification & Market Positioning for Ports & Terminals, 30-31 Jan 2017, Dubai, United Arab Emirates
21. Global Ports Forum Conference, 1-2 February 2017, Dubai, United Arab Emirates
Look forward to welcoming you at the executive workshops/forums!
The Global Ports Forum
GLOBAL PORTS FORUM PTE. LTD.
10 Anson Road
DID: +65 65197662
Fax: +65 6725 8438
Terms & Conditions:
No delegate registration will be accepted without completing registration details and full payment.
Upon receipt of your registration details and full payment, further programme information will be emailed to you including your proforma invoice and, if required, a letter of invitation for entry visa application.
Delegates will not be admitted unless payment has been received in Full.
Flights, Airport Transfers and Accommodation are not included in your delegate registration fee.
Refund Policy - a reimbursement of the registration fee, minus administrative charges will only be made if the participant has notified Global Ports Forum Pte. Ltd. in writing that he/she is unable to attend the event no less than 30 days prior to the commencement of the event. No cancellation is allowed after that, but a replacement with another participant is allowed.
This programme is subject to change without notice, E&O.E.