Project Development and Finance
LAWG 2082.08
LAWJ 2082.09
Thursdays, 7:55 pm – 9:55 pm
Spring 2015 Syllabus
Course Description/ Objectives:
This course will provide students with a framework for understanding the fundamental issues
involved in developing and financing major energy infrastructure projects. Students will also
have the opportunity to develop practical analytical skills in this practice area by working
through key provisions of project development and finance transaction documents. Students will
be expected to read the assigned textbook material and review the applicable transaction
documents prior to each class. Students should come to class prepared to participate in the
discussion and analysis. There will be one exam (take-home format) administered at the end of
the semester.
Professors/ Contact Information:
Katy Gottsponer
Mark Spivak
Textbook: Yescombe, E.R., Principles of Project Finance, Second Edition (2014)
Class 1
Introduction to Project Development and Finance
Class 2
Who are the Players; Structuring the Project and Risk Allocation
Reading: Yescombe, pp. 1 – 44; pp. 197 – 218
Class 3
Project Development – Offtake / Revenue Contract
Reading: Yescombe, pp. 103 – 114; pp. 219 – 255
Review draft Power Purchase Agreement
Class 4
Project Development – Regulatory and
Support/Opposition
Reading: Yescombe, pp. 129 – 161; pp. 295 – 311
Review draft Power Purchase Agreement
Class 5
Project Development – Site Access, Permits, O&M, Fuel Supply, Shared
Facilities and Construction Risks
Reading: Yescombe, pp. 163 – 191; pp. 203 – 219
Review draft EPC Contract
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US 3089877v.2
Political
Risks;
Local
Class 6
Project Development – Class 5 Topics Continued
Reading: Yescombe, pp. 61 – 98
Review draft EPC Contract and O&M Contract
Class 7
Project Financing – Structuring
Reading: Yescombe, pp. 313 – 341
Review draft Project Financing Commitment Letters, Fee Letters and Term Sheet
Class 8
Project Financing – Common Terms Agreement
Reading: Yescombe, pp. 367 – 418
Review draft Common Terms Agreement
Class 9
Project Financing – Other Financing Documents and the Financial Model
Reading: Yescombe, pp. 345 - 365
Review draft Equity Contribution Agreement
Class 10
Project Financing – DFIs and ECAs
Reading: Yescombe, pp. 443 – 477
Review draft Share Retention Agreement and Accounts Agreement
Class 11
Project Financing – Security Documents, Consent and Agreement
Reading: Yescombe, pp. 194 - 197
Review draft Consent and Agreement
Class 12
Project Financing – Working with Local Counsel – Domestic and
International Transactions; Dispute Resolution; Governing Law
Reading: Yescombe, pp. 161, 305 - 309
Class 13
Best Practices in Negotiating Project Agreements/Financing Agreements
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