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Build Own Transfer Agreement
"I need a Build Own Transfer Agreement for a solar power plant project in Selangor, Malaysia, with construction commencing in March 2025 and a 20-year operational period before transfer to the local authority. The project value is approximately MYR 500 million."
1. Parties: Identification of the contracting parties - typically the government/authority and the project company
2. Background: Context of the project, objectives, and basis for the agreement
3. Definitions and Interpretation: Definitions of key terms and interpretation rules
4. Project Scope and Implementation: Detailed description of the project and implementation requirements
5. Construction Obligations: Rights and obligations during the construction phase, including timelines and standards
6. Operation and Maintenance: Requirements for operation and maintenance during the ownership period
7. Transfer Provisions: Terms and conditions for the transfer of assets back to the authority
8. Financial Provisions: Financial terms, payment mechanisms, and revenue arrangements
9. Performance Security: Requirements for performance bonds and other security arrangements
10. Risk Allocation: Distribution of risks between parties and risk management procedures
11. Representations and Warranties: Standard representations and warranties from both parties
12. Force Majeure: Definition and consequences of force majeure events
13. Default and Termination: Events of default, termination rights, and consequences
14. Dispute Resolution: Procedures for resolving disputes between parties
15. Governing Law: Specification of Malaysian law as governing law and jurisdiction
1. Environmental Compliance: Specific environmental obligations and compliance requirements - include if project has significant environmental impact
2. Local Community Obligations: Provisions regarding local community engagement and benefits - include for projects affecting local communities
3. Technology Transfer: Requirements for technology transfer to local entities - include if specified by authority
4. Refinancing Provisions: Terms for project refinancing - include for large-scale projects with complex financing
5. Step-in Rights: Lenders' step-in rights and procedures - include when project involves significant external financing
6. Insurance: Detailed insurance requirements - include as separate section for high-risk projects
1. Technical Specifications: Detailed technical requirements and specifications for the project
2. Construction Schedule: Timeline and milestones for construction phase
3. Performance Standards: Operational performance standards and metrics
4. Financial Model: Project financial projections and assumptions
5. Land Details: Details of project site and land rights
6. Required Consents: List of required permits, licenses, and approvals
7. Transfer Requirements: Detailed requirements for asset transfer including condition standards
8. Form of Performance Security: Template for performance bonds and guarantees
9. Testing and Commissioning Procedures: Procedures for testing and accepting completed works
10. Operating Manual: Required operating procedures and maintenance standards
Authors
Authority
Project Company
Project
Construction Period
Construction Works
Completion Date
Concession Period
Transfer Date
Facility
Project Site
Construction Documents
Operation Manual
Performance Standards
Good Industry Practice
Independent Engineer
Required Consents
Construction Schedule
Transfer Requirements
Performance Security
Force Majeure Event
Environmental Laws
Material Adverse Effect
Operating Year
Commissioning Tests
Base Case Financial Model
Construction Contract
Operation and Maintenance Contract
Lenders
Financing Documents
Project Assets
Transfer Certificate
Scheduled Maintenance
Emergency Maintenance
Performance Tests
Quality Assurance Plan
Construction Contractor
Operation and Maintenance Contractor
Technical Specifications
Intellectual Property Rights
Insurance Policies
Default Event
Remedial Period
Handover Protocol
Defect Liability Period
Applicable Laws
Performance Bond
Project Revenues
Performance Guarantees
Representatives
Government Authority
Definitions
Grant of Concession
Construction Obligations
Testing and Commissioning
Operation and Maintenance
Transfer Requirements
Financial Provisions
Performance Security
Insurance
Force Majeure
Change in Law
Representations and Warranties
Environmental Compliance
Health and Safety
Confidentiality
Intellectual Property
Assignment and Subcontracting
Default and Termination
Compensation on Termination
Dispute Resolution
Governing Law
Indemnification
Liability Limitations
Security Interests
Labor and Employment
Records and Reporting
Variations
Step-in Rights
Anti-corruption
Notices
Amendments
Entire Agreement
Severability
Local Content Requirements
Emergency Provisions
Interface Management
Quality Assurance
Land Access Rights
Government Guarantees
Refinancing
Infrastructure Development
Power Generation
Transportation
Water Treatment
Waste Management
Healthcare Infrastructure
Educational Facilities
Industrial Parks
Telecommunications
Urban Development
Legal
Finance
Operations
Construction
Risk Management
Compliance
Technical
Commercial
Business Development
Project Management
Environmental
Public Relations
Government Relations
Project Director
Legal Counsel
Chief Financial Officer
Construction Manager
Operations Director
Risk Manager
Compliance Officer
Technical Director
Commercial Manager
Contract Manager
Business Development Director
Infrastructure Development Manager
Public-Private Partnership Specialist
Environmental Compliance Manager
Project Finance Manager
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