EEP Legal Advisory Consultancy Service

Source: World Bank — Electricity Network Reinforcement and Expansion Project (ENREP)

Request for Expressions of Interest

Country: Ethiopia

Name of Project: Electricity Network Reinforcement and Expansion Project (Additional Financing)

Loan No./Credit No.5126 (Additional Financing -5814) ET

Assignment Title: Consulting Services for EEP’s Legal Advisory Service

Project ID No. P119893 (Additional financing No.P155563)

Ref. No. EEP/PMO/EOI/06/2017

The ETHIOPIAN ELECTRIC POWER has received a credit from International Development Association (IDA), and intends to apply part of the proceeds of this credit to payments under the contract for EEP’s Legal Advisory Consulting Service.The key purpose of the legal advisory services provided under this consultancy contract is to enhance EEP’s negotiating capacity in respect of certain Power Purchase Agreement (PPA) (and ancillary documents) to be entered into and to identify legal and regulatory bottlenecks and related mitigation measures ahead of contractual closing of transactions entered into. The provision of legal services to EEP is aimed at successful outcomes to support the Independent Power Producer (IPP)/Public Private Partnership (PPP Program, not simply document preparation and negotiation.  The long-term legal services that will be provided to EEP by the Consultant will need to be coordinated with other groups acting in the project.  The association of International and Local legal firms should deliver a joint proposal. The major services include but not limited to;

1. The Consultant appointed by EEP shall be responsible for carrying out the assignment as described below for the successful conclusion of agreements related to EEP’s IPP/PPP implementation, EPC/Turn-key contracts and also any other contracts. In particular, the Consultant will:
   • Generally, assist EEP in defining its negotiation strategies for IPPs in Wind, Solar, Biomass, and Geothermal and Hydro Power projects;
   • Assist EEP in drafting and standardizing documents related to IPP agreements in Wind, Solar, Biomass, Geothermal and Hydro Power projects;
   • Advise EEP on the legal aspects of negotiations of PPAs with IPPs, state government-owned power plants, Vesting Contracts, power export and lead the negotiations and finalize these agreements including the schedules thereof and relevant PPA support agreements;
   • Review and provide comments and recommendations to EEP on alignment of the various standard PPAs and Vesting Contracts with other electricity industry agreements and sector regulation;
   • Prepare generic standard form PPA templates as may be required by EEP for specific types of projects including renewable, state government-owned power plants, equity only projects, joint venture projects;
   • Review and advise EEP on contractual obligations and legal risk allocation in other electricity industry agreements, privatization agreements, and the various project agreements executed by project developers, to the extent they impact EEP’s or its contracting counterparties’ ability to perform under their respective PPA or Vesting Contract.  This includes, but is not limited to;
   • Reviewing and advising EEP on contractual obligations and legal risk allocation in respect of any Put and Call Option Agreement (PCOA),letters of credit, reimbursement agreements or other financial instruments and structures entered into to support EEP’s obligations under the relevant PPA or Vesting Contract;
   • Advising EEP in connection with World Bank guarantee-related agreements (for hydro ,geothermal, solar, and wind power generation and power transmission, as applicable), including, inter alia, any guarantee agreement, reimbursement and credit agreement, project agreement and indemnity agreement, and advise EEP in connection with financial documentation and instruments to be entered into with other multilateral development banks and international financial institutions;
   • Assisting EEP in reviewing draft agreements related to other areas of the Power Sector Reforms that impact the relevant transactions, such as gas, transmission, distribution, tariff aspects, Market Rules;
   • Advise EEP on assuming Ethiopian Electric Agency PPA obligations and draft the necessary agreements;
   • Advise EEP as it is be responsible to a World Bank guarantee and any associated letters of credit or other related financial instruments in the upcoming IPPs agreements;
   • Advise EEP in its prospective role as the World Bank PRG anchor for IPPs to be entered into by government-owned power plants,
   • In respect of each PPA to be entered into, undertake the required legal due diligence on each project, the project sponsors, and the various project agreements executed by project developers;
   • Advise EEP on the legal, regulatory, and licensing implications of the proposed agreements and outline alternative approaches and recommended adjustments to the existing legal, regulatory and licensing framework arrangements, as necessary. To this end, the Consultant shall undertake a due diligence investigation of the relevant IPPs, the Multi-Year Tariff Orders, Transmission Network Agreements, Market Rules, Grid Code, other relevant documentation and the laws and regulations that have an impact on EEP participation in the power sector.
   • Advise EEP on the negotiation and execution of Power Sale Agreements with Eligible Customers and International Customers;
2. In collaboration with the EEP legal directorate, give EEP the necessary legal advices with regard to other form of contracts including the existing EPC standard contract document review for any legal flaws, assist in developing claim handling strategies and assist in EPC contracts negotiations.
3. In relation to legal issues, give EEP the necessary advice on identification of capacity building needs and organizational setup.  
4. Participate in electricity industry for as necessary, and advise EEP accordingly, including privatization-related meetings and stakeholder meetings involving Bureau of Public Enterprises, Federal Ministry of Water, Irrigation and Electricity (MoWIE), Federal Ministry of Finance and Economic Cooperation (MoFEC), Ethiopian Energy Authority(EPA), World Bank and other stakeholders.

The ETHIOPIAN ELECTRIC POWER now invites eligible consulting firms (“Consultants”) to indicate their interest in providing the services.  Interested consultants should provide information demonstrating that they have the required qualifications and relevant experience to perform the services.  The short listing criteria are:

• Core business and Year in business;
• Relevant Experience in the field of assignment (a law firm with multi-national legal practice and sector specific electricity expertise with knowledge of local laws);
• Availability of appropriate skills among staff (General qualifications and number of key staff)

Note: Individual expert’s bio data/CV are not required to be submitted with the Expression of Interest. Only summary of educational qualification and experience of available personnel are required.

The attention of interested Consultants is drawn to Paragraph 1.9 of the World Bank’s Guidelines: Selection and Employment of Consultants by World Bank Borrowers under IBRD Loans and IDA Credits& Grants by World Bank Borrowers, dated January 2011 revised July 2014 (“Consultant Guidelines”), setting forth the World Bank’s policy on conflict of interest.

Consultants may associate with other firms in the form of a joint venture or a sub-consultancy to enhance their qualifications with a clear indication of the type of association as joint venture or sub-consultancy. Consultants are encouraged to associate with qualified national law firms that have the knowledge and experience needed to address local legal aspects. A consultant will be selected in accordance with the Quality and Cost Based Selection (QCBS) method set out in the Consultant Guidelines. Further information can be obtained at the address below during office hours from Monday to Friday, 8:30AM to 5:00PM local time. Expressions of interest must be delivered in a written form to the address below in person or by mail or by e-mail until 24 July 2017, 4:00PM.

Ethiopian Electric Power (EEP)

Attention to: Atalay Abebe,

Manager, EEP Procurement

Behind Awash International Bank Head Quarter

Building around Commercial School

Ground Floor Room No.1

Email; atuabiemu@gmail.com

Tel. 251 115 58 07 81