Job at Nile Basin Initiative : Legal Specialist (Deadline: 23 November 2018)
Nile Equatorial Lakes Subsidiary Action Program Coordination Unit
Regional Rusumo Falls Hydroelectric Project
Terms of Reference for Legal Specialist
The Nile Basin Initiative (NBI) is a partnership of the riparian states of the Nile. The NBI seeks to develop the river basin resources in a cooperative manner, share substantial socioeconomic benefits, and promote regional peace and security. Within the framework of the NBI, the Governments of Burundi, Rwanda and Tanzania have received financial support from various donors for implementation of the Regional Rusumo Falls Hydroelectric Project (RRFHP), conceived as part of the Nile Equatorial Lakes Subsidiary Action Program (NELSAP).
The Regional Rusumo Falls Hydroelectric Project is under joint development by Burundi, Rwanda and Tanzania. In March 2006, Ministers of Energy of the three countries signed in Kigali a Joint Project Development Agreement, reconfirming their commitment to jointly develop the RRFHP.
The agreed project implementation management arrangements consist of a Council of Ministers responsible for Energy in those countries; an RPCL Board of Directors consisting of seven members (two from each of the partner states and one Independent), a Project Steering Committee (PSC) consisting of senior officers from electricity utilities and ministries responsible for energy in each country; and a Project Manager at NELSAP. The project is financed by the World Bank.
The Regional Rusumo Falls Hydroelectric Project has been subject to preliminary and detailed studies under the auspices of NELSAP since 2007 when SNC-Lavalin International was appointed to undertake feasibility studies and environmental and social impact assessment in two phases. The Preliminary Design Report was submitted in October 2008. Phase 2 of the feasibility study assignment was subject to delay and was finally commenced in late 2010. The Final Feasibility Design Interim Report was submitted in July 2011 and the study completed in April 2012.
In parallel with Phase 2 of the feasibility study of the Rusumo Falls power plant, Fichtner consulting firm was appointed in early 2011 to carry out feasibility studies of the transmission lines required to evacuate power from the project to the three countries.
In 2014 a Joint Venture of AECOM-ARTELIA was engaged as Owner’s Engineer (OE) for finalization of design works and preparation of bid documents for construction of the Rusumo Falls power plant. After a procurement process contracts (CP-1 for Civil Works and CP-2 for Electromechanical Works) were signed with the two winning contractors on 9th November 2016 and became effective in February 2017. The CP-1 Contractor is already mobilised at site while the CP-2 Contractor is carrying out detailed design activities at home office.
- Status of the Rusumo Falls Hydroelectric Project:
The project is now in the implementation phase with two contractors on board namely the Joint Venture of CGCOC Group and Jiangxi Water and Hydropower Construction Co. Ltd (JWHC) from China for Civil Works (Contract Package 1 [CP-1]) and Consortium of Rusumo Falls ANDRITZ Hydro GmbH & Andritz Hydro Pvt Ltd from Germany and India respectively for Electromechanical Works (Contract Package 2 [CP-2]). The project is being implemented through a public financed, public owned and privately managed mechanism.
A Special Purpose Vehicle (SPV) namely Rusumo Power Company Limited (RPCL) has been established by the three governments to oversee the implementation and operation of the project. Although its shareholders are the three governments, it is intended that the Rusumo Power Company limited will operate at arm’s length and to all intents and purposes as a private company.
NELSAP-CU is implementing the project on behalf of RPCL. It has established a Project Implementation Unit (PIU) headed by a Project Manager, which is in charge of day to day implementation of the project.
- Brief Description of the project:
The Regional Rusumo Falls Hydroelectric Project is located at the Rusumo Falls, on the Kagera River, which forms the border between Rwanda and Tanzania. The full supply level at the head-pond is at elevation 1,320.0 meters above sea level. Power production facilities are located entirely on the right bank of the Kagera River in Tanzania, while the switchyard is located on the left bank of the river in Rwanda.
- Institutional Arrangements:
An SPV the Rusumo Power Company limited (RPCL) has been established as a corporate identity with shareholding by the three Governments. The SPV is the owner of the Rusumo Falls Hydroelectric Project. NELSAP is the implementing agency through a Project Implementation Support Agreement (PISA) with the RPCL. Within this document reference is made to both NELSAP and the RPCL roles reflecting the intended transition from NELSAP to the RPCL towards completion and commissioning of construction works.
The current contractual arrangements for RRFHP project implementation comprise:
- A Contract with AECOM-ARTELIA JV the Owner’s Engineer (OE), responsible for the design, preparation of construction drawings and construction supervision of the civil engineering works. The OE is also responsible for other engineering activities involved in project implementation including supply, installation and commissioning of turbines, generators, hydro-mechanical equipment, balance of plant and substation. The OE is also coordinating and reporting on other activities carried out by other parties involved in the project implementation including RAP and ESMP. The Contract is based on Rwandan Law
- A Civil Engineering Works Contract with CGCOC-JWHC JV for construction of the dam, waterways, power station and other associated civil engineering works. The contract also include hydro-mechanical works such as penstock steel lining, gates, stop-logs, screens, trash rake and other associated works. This contract is based on a Bill of Quantities and subject to re-measurement based on the final quantities of the billed items. The Contract is based on Rwandan Law
- An Engineer-Procure-Construct (EPC) Works contract with ANDRITZ Hydro JV responsible for design, manufacture, installation, quality control, commissioning and timely delivery of the electro-mechanical works including the switchyard in accordance with the contract. The Contract is based on Rwandan Law
- The transmission lines which are financed by African Development Bank (AfDB) are being implemented separately by electricity utilities in each of the three partner countries and not part of NELSAPs terms of reference. However interaction with of the Owners Engineer and the supervising consultant for the transmissions lines and implementing utilities for the transmission lines is essential to ensure coherent of the design equipment for the substation and the transmission lines.
- Objective of the Assignment:
Overall objective is to ensure effective contracts management of Contracts CP-1 (Civil Engineering Works Contract), CP-2 (Electro-mechanical Works Contract), Consultancy Contract for Owner’s Engineer (OE) all financed by the World Bank and Transmission Lines contract (TL) financed by African Development Bank (AfDB) on behalf of NELSAP in close coordination with Project Manager of NELSAP-PIU (PM) and as part of the team led by PM. Specific objectives include:
- To provide the legal advice and contract management expertise, strengthening the procurement and contract management capacity of the NELSAP-CU and PIU in the execution of Owners Engineer’s, CP-1 and CP-2 contracts and other services.
- Ensure contract management and procurement processes are carried out in compliance with the laid down legal and contractual provisions, Financing Agreements and funding agencies’ Guidelines and their associated Regulations; and,
- Oversee that all contract correspondences of the NELSAP-PIU and OE and ensure actions and legal steps are undertaken in compliance with the relevant contract agreements and stipulations, Development Partners lending agreements and project documents and best international practices, in a timely manner;
- Scope of Services:
(i) Provide day-to-day technical support and advice to the NELSAP-PIU as related to procurement, contract management and their administration and act as a focal person on behalf of NELSAP-PIU for legal and contractual issues to avoid accrual of possible liabilities and contractual risks for the project
(ii) Study and internalize all contractual rights and obligation of the Employer/Client and Contractor/Consultant for contracts for CP-1, CP-2 and OE; and prepare check-list for action for each contract for effective monitoring of contractual rights and obligations of contracting parties
(iii) Support NELSAP-PIU in ensuring that that project implementation is properly aligned with approved contractual work plans and monitor the progress of contracts implementation to ensure that it abides by the stipulated standards, procedures and contractual schedules
(iv) Review and advise on legal and contractual impacts of any work plan and subsequent revision thereof submitted by contractors/consultant for effective implementation of the contract (s) and coordination among contractors/consultant;
(v) Facilitate dialogue between Client, Contractor; and where applicable, Supervision Consultant, Dispute Board(s), Arbitrator et al with a view to achieve closure on divergent interpretation of contractual clauses.
(vi) Develop a risk management strategy and plan that will define certain risk approaches and guide the identification, monitoring and executing of appropriate response plans, and prepare monthly quality analysis emerging from assessments of projects;
(vii) Render legal support to the Project Manager in regular progress review of contracts including any review at site and if required at the premises of the supplier/manufacturer;
(viii) Render legal support to Project Manager in dealing with any contractual claims from contractors and consultants in a timely manner to protect the interest of NELSAP;
(ix) Work closely with technical experts, project officers, safeguard specialist in seeking their input to plan and coordinate tasks like design review, review of technical documentation and drawings, quality assurance/ inspection of goods, progress of supply and manufacturing, physical progress at site including installation, compliance with ESHS requirements, testing, commissioning and performance and guarantee tests;
(x) Coordinate with Finance Officer in maintenance of Bank Guarantees and insurance and other financial documents and their timely release as per the provisions of the contract;
(xi) Assist Project Manager/ Finance Officer in dealing with Price Adjustment claims as contractually due and other similar contractual issues like levy of Liquidated/Delay Damages, events of compensation and applicable penalties;
(xii) Review and advise on validity of contract variations/amendments, received from OE and/or Contractors, in coordination with project officer/technical specialist;
(xiii) Ensure effective working of Dispute Board(s) (DBs) and coordinate the activities of the DB;
(xiv) Assist client in submitting claims to DB and Arbitration panel and assist client during DBs and arbitration proceedings
(xv) Develop contract closing procedure specific to each contract and monitor its implementation to ensure that contractor/consultant has fully met all its contractual obligation and a “No Claim” certificate obtained before release of Contract Performance Security, where required; and finally
(xvi) Act on behalf of Project Manager in his/her absence if so delegated by the Project Manager/NELSAP
(xvii) Provide legal advice and opinion on contractual matters to the NELSAP-CU and PIU as and when required.
- Required Qualification and Experience:
- Possess a Bachelor of Laws with a minimum of 10 years broad regional or international experience in contracts management of large infrastructure projects. Other relevant qualifications like Bachelor of Science in Engineering is also acceptable.
- A Master’s Degree or post graduate qualification in legal aspects pertaining to project and contract management would be an added advantage.
- Proven experience in procurement and contract implementation through use, application and interpretation of FIDIC form of contract is essential.
- Proven experience in implementation of Large Construction Contracts involving Design Supply Installation, and commissioning of Plant and equipment, financed by Multilateral funding agencies such as the World Bank would be an added advantage.
- Regional experience of Africa on similar projects would be an added advantage
- Proven experience in implementation of trans-boundary projects will be an added advantage,
- High level of proficiency in English is a must.
The Legal Specialist post will be Rusumo Project site based and the candidate should be willing live at the project site.
- Expected Duration of the Assignment:
It is envisaged that the Legal Specialist would be hired in ………….. 2018, initially under a 1-year contract with renewal based on performance, with initial six months’ probation period.
- How to apply
Interested candidates should submit their electronic application addressed to the NELSAP Regional Coordinator through the following e-mail address [email protected] with copy to [email protected] and should attach:
- A cover letter with statement on applicant’s interest in the given assignment and suitability based on the given TOR
- Curriculum Vitae (CV) including date of birth and nationality (Recommended CV Format Attached)
- An affidavit of good health – Format attached
- Copies of academic & professional training certificates
The subject of the email should be “Legal Specialist and the candidate name”. Deadline for submission is on 23rd November 2018 before 17:00 hours Rwanda time
Only candidates who meet the requirements and are short-listed for the interview will be contacted.