Construction Contracts

Construction Contracts, CNC, the Leading Legal Services Provider

CNC, since our inception in 2013, has steadily established itself as the leading legal services provider of construction contracts.

Our Construction Contracts are suitable to those Clients working under Vietnamese laws to include construction contract drafting, review, negotiation, and construction contract management services, as well as settlement of construction contract disputes.

Our long-term focus on our Clients and their needs forms a vital part of the reason why we have successfully earned our Clients trust throughout the country, and construction contracts are our primary area of practice and expertise.

We have customized our Construction Contracts services to meet the various demands and needs of our Clients from the simplest projects to the more complex of projects, domestic construction and engineering projects regardless of type – Residential & Condominium, Office and Office Complex Projects, Hotels & Resorts, Factories, Hospitals & Schools, Airports & Bridges.

An experienced team

We have a specialized construction contracts team of legal professionals who have gained extensive experience through the actual lifecycle of construction contracts from start to finish.

Our legal team, led by Hung Le, have in-depth and broad experience with the most important construction contracts ever introduced by the Ministry of Construction, the Ministry of Planning and Investment, FIDIC Contracts, NECs, and Australian Standard Contracts (AS 2124). This in-depth and broad experience has positioned CNC at the forefront of the construction market, and has played a significant role in many of our recent successes.

Hung Le regularly conducts weekly webinars and training courses to introduce practical use of FIDIC Contracts to Vietnamese practitioners. His incessant efforts in introducing FIDIC 1999 Contracts and FIDIC 2017 Contracts to Vietnamese practitioners may be seen here.

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Happy Clients

Our clients include reputable companies, ranging from project developers and employers to general contractors – domestic and internationally – recognised M&E contractors, and ID contractors.

Madison Land Company Limited
Hoa Binh Construction Group J.S.C (HBC)
Construction Joint Stock Company No. 1, (COFICO)
Kumho E&C
Vinci
Fecon
KAS E&C
VNCN E&C,
Halla Corporation
B.M.T J.S.C
Kajima Vietnam Company Limited

Kurihara Vietnam Company Limited
Hoa Binh Engineering and Trading Investment J.S.C
Lecade
Boho Decor
Dai Dung Corp
Dinh Tan Construction J.S.C
Minh Chuong
Eurowindow
Sinh Nam
Pado
AA Corporation

Our Clients most sought after Construction Contracts services include, but are not limited to:

Joint Venture/Consortium Agreements

Joint Venture Agreements, Joint Venture Operation, or Consortium Agreements lay the foundation for cooperation and are a critical prerequisite for the success of each joint venture in project implementation.

However, the templates for Joint Venture Agreements, Joint Venture Operation, or Consortium Agreements prepared by clients often contain many legal risks. Many of them fail to clarify that a joint venture is a temporary relationship (for the purpose of executing the a project) but needs to be sustainable and clear.

With experience in executing hundreds of construction projects, CNC can assists clients with:

Reviewing and adjusting Joint Venture Agreements, Joint Venture Operation, or Consortium Agreements.
Structuring and drafting new Joint Venture Agreements, Joint Venture Operations, or Consortium Agreements.
Advising on and resolving legal risks and potential issues in Joint Venture Agreements, Joint Venture Operations, or Consortium Agreements.
Supporting Joint Venture Agreements, Joint Venture Operations, or Consortium Agreements throughout the client’s bidding process.
Resolving disputes and disagreements during the cooperation of the parties in Joint Venture Agreements, Joint Venture Operations, or Consortium Agreements, or between the parties and their partners in Joint Venture Agreements, Joint Venture Operations, or Consortium Agreements.

Additionally, CNC optimizes its legal service fees to accompany clients throughout the bidding process and construction contract management.

Call CNC now at (+84-08) 6276 9900, hotline 0916 545 618 for professional legal guidance related to Joint Venture Agreements. Clients may also send requests to contact@cnccounsel.com or complete the request form below.

Contracts In Principle/Basic Contract

In the construction industry, Contracts in Principle/Basic Contracts play a key role in establishing a basic principles for cooperation between parties.

Typically, a Contracts in Principle/Basic Contracts serves as a legal tool for the main contractor to select subcontractors to participate in parts of a project, once the tender is won. If the main contractor fails to win the tender, the Contracts in Principle/Basic Contracts becomes void.

However, the Contracts in Principle/Basic Contracts can also be a trap from which one of the parties cannot escape. Therefore, to ensure that the interests of all parties are balanced in each Contracts in Principle/Basic Contracts, only CNC—a law firm with specialized expertise in construction and real estate contracts—provides clients with genuine value.

Contact CNC at +84-028 6276 9900 or our hotline at +84 0916 545 618, or email contact@cnccounsel.com to draft, adjust, or review Contracts in Principle/Basic Contracts for:

Tender participation – General, non-binding Contracts in Principle/Basic Contracts.
Close cooperation, including reviewing tender documents, preparing and submitting detailed pricing, capabilities, etc. – Detailed, binding Contracts in Principle/Basic Contracts.
Specifying the parties’ agreements at a later stage when conditions are met – Conditional binding Contracts in Principle/Basic Contracts; or
Activating general terms via a Purchase Order/Order Form – Master/Contracts in Principle/Basic Contracts.

Letters of Acceptance/Award

The Letter of Award and/or Letter of Acceptance (LOA) are no longer unfamiliar terms to the majority of people working in the construction and real estate business.

However, the legal value of the Letter of Award, Letter of Acceptance, and Bid Award Notification is still often underestimated. Disputes related to the Letter of Award and/or Letter of Acceptance continue to occur, incurring costs for all parties involved.

The issue is that it is not something that everyone may be able to do effectively to produce a Letter of Award and/or letter of acceptance to function as intended and achieve the same objectives as established by the parties, except CNC.

In this case, retaining CNC’s services for drafting, reviewing, and adjusting the Letter of Award and/or Letter of Acceptance is a recommended solution. For this service, CNC will guide clients in:

Preparing or reviewing the content of the Letter of Award and/or Letter of Acceptance in a clear and standard manner;
Differentiating the legal value of an Intent Letter from the Letter of Award and/or Letter of Acceptance, and Contract Agreement;
Explaining and interpreting the Letter of Award and/or Letter of Acceptance in the overall context of other documents that constitute the contract; or
Resolving disputes between parties related to the Letter of Award and/or Letter of Acceptance.

Call us now at (+84-028) 6276 9900, Hotline 0916 545 618 (Lawyer Hung), or by email contact@cnccounsel.com for support.

Tender Advice

Due to the nature of the construction, infrastructure, and real estate sectors, preparing tender documents, evaluating bid submissions, clarifying issues during the bidding process, or resolving disputes in bidding requires highly experienced experts.

As a result, Legal Services for Tender Proceedings has emerged as an important service offered by CNC over the years. CNC has successfully supported many project owners and contractors in ODA-funded, budget-funded, and privately-funded projects across the country, handling numerous large tenders and projects.

For more details about Legal Services for Tender Proceedings, potential clients are invited to call CNC at 08 6276 9900 or email contact@cnccounsel.com.

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Preparation, Submission, and Evaluation of Extension of Time Claims

In every construction contract, managing, reviewing, and properly assessing Extension of Time (EOT) claims plays a crucial role.

CNC is one of the very few, if not the only, law firm in Vietnam that supports clients in resolving all legal issues relative to Extension of Time claims.

The experience CNC has gained includes involvement in projects such as Metro Line No. 1 – Ho Chi Minh City; Ben Luc – Long Thanh Expressway; Metro Line No. 3 – Nhon to Hanoi Railway Station; and many other civil construction projects.

Subcontracting

CNC has been highly successful in advising and guiding main contractors with:

Preparing tender documents and requirements for selecting subcontractors;
Advising on the division of contract packages and the specific requirements of each package;
Interviewing and assessing the capabilities of subcontractors;
Ensuring the maximum subcontracting rate allowed by each contract;
Drafting and submitting proposals related to subcontractors to the project owner;
Managing issues emerging between the main contractor and subcontractors.

Further, CNC has successfully helped many subcontractors protect their legal rights and interests related to:

Tripartite agreements between the subcontractor, main contractor, and project owner;
Back-to-back payments;
Separate and joint legal liabilities between the main contractor and subcontractor due to delayed completion of work.

Therefore, clients consistently view CNC as an expert law firm and a trusted partner for consultation on matters related to subcontractors.

What are you waiting for? Call CNC now at (+84-028) 6276 9900, hotline: 0916 545 618, or by email contact@cnccounsel.com for further advice.

Nominated Subcontractors

Practice has shown that many legal issues emerge regarding the appointment and management of nominated subcontractors in Vietnam.

Common issues that parties often encounter include:

The basis and conditions for a nominated subcontractor;
The grounds for the main contractor to refuse the nomination of a subcontractor;
Mechanisms to ensure the payment obligations of the main contractor;
Legal liability limits between the nominated subcontractor and the main contractor, and between the main contractor and the project owner;
Benefits and advantages received by the nominated subcontractor;
The ability to adjust the management fee and profit (profit & attendance) of the main contractor.

These are also the issues that CNC frequently guides clients in resolving, most particularly for project owners and contractors involved in contracts based on a version of the FIDIC contract.

With that guarantee, clients are always assured of practical legal solutions that foster bring the parties closer together in resolving the common tasks of the project.

Call us now at (+84-028) 6276 9900, hotline 0916 545 618, or by email at contact@cnccounsel.com whenever encountering any issues related to designated subcontractors.

Guarantees and Sureties

CNC recognizes that the four key factors for a successful claim regarding Performance Bonds, Advance Payment Guarantees, or Payment Guarantees are the : (i) Claim Deadline, (ii) Claim Value, (iii) Cause of Claim, and (iv) Claim Procedure.

Whenever a claim fails to meet these four factors, it can lead to disputes and irreconcilable disagreements. A party facing a claim for a Performance Bond, Advance Payment Guarantee, or Payment Guarantee, may have encounter the following risks:

Damage to reputation with credit institutions.
Disruption in the disbursement of funds for the project.
Cancellation of funding arrangements for other projects.

The inevitable consequence is that the resources required to implement the project are no longer available and as such subcontractors and suppliers may terminate contracts, and the risk of bankruptcy or insolvency becomes imminent.

Incessantly aware of these dangerous consequences, CNC’s legal professionals dedicate significant time to clarify the nature of each type of claim and the specific provisions of each Construction Contract to advise clients on appropriate legal solutions.

Call CNC now at (+84)028 6276 9900 or hotline 0916 545 618 to resolve disputes or disagreements related to Performance Bonds, Advance Payment Guarantees, or Payment Guarantees.

Clients may also email contact@cnccounsel.com or submit a legal request through the form below for prompt assistance.

Construction Insurances

Construction Insurance is always a complex issue for the parties involved, from determining the types of insurance that are required to be purchased to negotiating insurance terms and handling claims when an insured event occurs. All require specialized knowledge and extensive experience.

CNC’s legal professionals, prior to becoming independent practitioners, were legal experts at the largest construction and real estate companies in the country. Therefore, interacting with insurance companies and brokers has become an essential part of their work.

This extensive experience provides CNC with a distinct advantage in assisting clients in arranging All-Risk Construction Insurance (CAR), Workers’ Accident Insurance, and Equipment and Machinery Insurance.

Call CNC now at (+84) 028 6276 9900 or 0916 545 618 for any support regarding construction insurance.

Construction Claims

Trusted by many reputable clients in Vietnam, CNC has successfully handled a broad spectrum of construction-related claims.

CNC’s vase experience with construction claims ensures that construction claims are submitted in a timely manner, as well as appropriately explained according to the contract provisions and applicable laws. CNC has manage a variety of common claims for:

Extensions of Time for Completion of Work
Variations
Damages and losses due to breach of contract
Interest
Safety
Completion of Work delays
Performance Bond recovery

Service fees may be calculated based on the actual time spent by the lawyer assisting the client, as a fixed package, or according to the benefits the client receives.

The most important value that CNC takes pride in is helping clients avoid unnecessary legal disputes by ensuring compliance with procedures and requirements set forth.

What are you waiting for? Call CNC now at (+84) 028 6276 9900 or 0916 545 618 for consultation and support on Construction Contract Claims.

For legal service requests, you may email us at contact@cnccounsel.com, or use the form below.

International Arbitration

For a long time, CNC has been a trusted law firm in arbitration cases, including at the Vietnam International Arbitration Center (VIAC), the Singapore International Arbitration Centre (SIAC), the International Chamber of Commerce (ICC) Court of Arbitration, and other prestigious arbitration centers worldwide.

Construction disputes that CNC participates in are diverse, and among others, include those related to pre-determined liquidated damages (LD), penalties and compensation for delays, cost changes, changes in laws, and contract performance due to changing circumstances,.

CNC extensive experience has successfully supported clients in many landmark disputes in Vietnam, contributing to the development of arbitration in the country.

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What Makes us proud of?

Over the years, CNC has been honored to be involved in several significant construction contracts,

Advised a joint venture comprised of a Vietnamese leading facade contractor with a Korean leading designer on a tender submission for a facade package at one of Vietnam’s largest and tallest projects in Saigon in 2016. The tender submission for a construction contract of more than $30-million USD was initially awarded by Tan Lien Phat, a subsidiary of VinGroup. After a mutual discussion and agreement, the award was thereafter transformed into another 4 packages/projects as compensation and maintained the relationship between the parties.
Advised Hoa Binh Real Estate and Construction on a joint venture with GS Engineering & Construction Corp for the Laguna Hue Resort Project, developed by Laguna Vietnam. The joint venture was successfully awarded with an accepted contract amount of more than 50-million USD in which Hoa Binh represented 49-percent. This is one of many typical joint venture models at that time for local leading contractors to participate in large projects with managerial support from foreign partners resulting in both, timely and cost-effective completion of the project.
Together with a French-owned enterprise – based in Ho Chi Minh City – prepared a set of tender documents for Phuoc Huu Solar Farm in 2016. The first energy project being developed solely by a domestic project developer.
Together with a leading engineering consultant in Vietnam prepared and managed an M&E design-build contract with an estimated amount of 30-million USD. The risk allocation under this contract was particularly challenging as the Employer waived its right to require the Contractor to provide a performance security, but accepted the release of the first installment (30-percent of the accepted contract amount) whilst the amount guaranteed under the advance payment security is 10-percent of the accepted contract amount.
Lead counsel on several claims made by a leading contractor for the extension of time, and payment of preliminary costs under a design-build superstructure contract. The issues originally stemmed from an ambiguity of a contract term whereby the Contractor’s obligation was contradictory with each other with respect the site facilities.
Advised a subsidiary of Petro Vietnam on the possibility of contract termination due to an allegation of a builder’s insolvency to build vessels under an EPC Contract for a refining project in the north.
Together with a leading law firm based in Ho Chi Minh prepared a complete set of design-build contracts based upon the Yellow Book 1999 issued by FIDIC for a complex project. The contract documents included a letter of acceptance, contract agreement, appendix to tender, particular conditions of contract, and nomination instruction.
Advised Pado Contractor on the natural stone supply and installation contract at the German House Project within a tight schedule. All the stones are imported from abroad via a nominated supplier in Europe.
Advised, prepared, and managed a construction contract undertaken by an innovative construction contractor for the first 5-star Grand Hotel project, located in District 1, Ho Chi Minh City overlooking the Saigon River, with a contract value of over $30-million USD, including the management of a large number of subcontractors e.g. Commin Asia and Commin Vietnam Consortium, Lecade, KNI, Sinh Nam, and KONE beginning in late 2012 until late 2014.
Advised and managed a construction contract undertaken by a leading construction contractor for a contract of A2 project – Phase 1 of the Celadon City complex, Tan Ky, Tan Quy, Ho Chi Minh City, with a contract value of over 35-million USD. Managed a large numbers of subcontractors including Jesco Hoa Binh J.S.C, Schindler Vietnam, and CNA-HTE Vietnam in 2013.
Advised and managed a contract for Hoa Binh Construction and Real Estate Group to build Esquel garment factory project, with a contract value of nearly 200-billion VND in the Hoa Binh Industrial Zone, Hoa Binh Province – including the construction of roads, fences, electrical engineering, and steel structure during a tight schedule.
Advised and managed a project management contract for a local contractor to manage and develop the Germs project located in the heart of the ancient capital of Yangon, Myanmar, including 10 apartment blocks, 3 blocks for the first stage with the investment for structure of over 45-million USD invested by Capital Diamond Star Group Ltd., (CDSG).
Advised and managed a construction contract to build a new dormitory and hotel under the Formosa Ha Tinh project invested in by Formosa Ha Tinh Steel JSC., with a contract value in excess of 1-trillion VND. Managing and coordinating several subcontractors in M&E packages, finishing packages, and facade packages.
Prepared, advised, and managed a construction contract for a local contractor to build the Navy Office and Commercial Center project, located at 15 Le Thanh Ton Street, Ben Nghe Ward, District 1, Ho Chi Minh City with an accepted contract amount of 250-billion VND. Managing and coordinating several subcontractors in basement packages (shoring, piling, soil excavating, and moving, steel drilling and implanting, well drilling for ground water lowering, and bracing), superstructure, and finishing packages.
A contract for a series of buildings for the Dong Phuong Wedding Brand, including the Dong Phuong Wedding Building in District 5 and Dong Phuong Boutique Center in District 7 with an estimated contract value of 400-billion VND. This series of projects belonging to the restaurant chain of Thang Long Corporation which accounts for nearly 50-percent of the market shares of restaurant and wedding services in Ho Chi Minh City.
A contract for the facade package for the tallest building in Vietnam. The estimated accepted contract amount was 35-million USD between a joint venture (a leading facade contractor with a Korean contractor) and Tan Lien Phat, a member a well recognized developer – VinGroup.
A contract for Vietinbank Head Office (Viettinbank Tower), with an estimated contract value of $150-million USD. The contract involved the construction of a 300,000 sqm mixed-use development consisting of 68- and 48-story towers joined by a seven-level podium. The 68-story office tower – standing at 362 meters tall – serves as the headquarters of the Vietnam Joint Stock Commercial Bank for Industry and Trade (VietinBank). The second tower houses a five-star hotel, serviced apartments, and a spa. The podium will include conference facilities, retail outlets, restaurants, and cafés, as well as a rooftop garden.
Prepared, advised, negotiated, and finalized a turnkey contract for a garment factory project in Binh Dinh province, in 2022. The value of the Contract was in excess of $25-million USD.
Advised and negotiated – on behalf of a Korean leading contractor – to successfully claim a final contract amount under an EPC Construction Contract involving a water treatment plant in 2019 in Dong Nai, Vietnam.
Reviewed a bespoke construction contract and advised a German based contractor to execute and complete one of the largest water treatment projects in the north of Vietnam in 2018.
Advised, prepared Extension of Time for Completion Claims and associated Costs under a Construction Contract for the largest foundation contractor to secure its interests under a design-build contract to build 12 wind turbine foundations in the Mekong Delta region in 2022. The value of both parties’ claims were more than $5-million USD.
Advised, prepared Extension of Time for Completion Claims and associated costs under a FIDIC 1999 Construction Contract for a specialized industrial contractor against a Laos based employer in 2022. The dispute involved in argument of governing law, additional costs paid to the Engineer, delay damages, sectional delay damages, and time at large issues.
Advised a state-owned enterprise – specializing in the fire-fighting sector – to successfully secure a tender due to a fake bidding submission.
Advised the Department of Planning and Investment – of a highland province – in justifying the faire and transparent tender results to Asian Development Bank, and to all other tenderers for an upgraded road bordering Laos.
Advised a Japanese based contractor on a joint venture agreement to bid for a data center project in Ha Noi, Vietnam in 2021.
Advised a Japanese based contractor on the negotiation of a construction contract that followed the FIDIC 1999 Contract form, in 2021, to execute and complete another Data Center building in Tan Thuan Ward, District 7, Ho Chi Minh City, Vietnam.
Advised the Northern Vietnam Power Project Management Board (NPMB) – a unit directly under the National Power Transmission Cooperation – to review and counsel on several claims under numerous construction contracts for Extension of Time for Completion, Associated Costs thereof, Adjustments due to Delays in granting Access to the Site, Price Adjustments, and Contract termination in 2021.

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