Real Estate Construction Public Procurement
You have set high goals we provide you with a reliable foundation Heuking Kühn Lüer Wojtek is one of the large independent German law firms. More than 300 lawyers, notaries and tax advisors offer counseling services in eight offices in Germany as well as in Brussels and in Zurich. We provide counsel in national and international legal matters. 2
Our clients include medium-sized companies and large corporate groups, associations, public sector organizations and individuals with entrepreneurial interests. Along with expertise and knowledge of the industry sectors, our counsel is characterized by our ability to understand economic relationships, our many years of experience and our ability to adapt to each individual circumstance and our personal dedication to your needs. Our actions are geared toward economic success. We work closely with our clients to develop concepts and proposals for solutions. This way, we guarantee a maximum level of mutual agreement and high persuasive power of the concepts we suggest. We collaborate across our offices and put together project-based teams of specialists for you. 3
Areas of Practice Real Estate Law and Private Construction Law Project Development Facility Management, Asset Management and Property Management Commercial Tenancy Law Award Procedures and Investor Models Public Private Partnerships Public Construction Planning Law, Environmental Law and Site Development Law Financing Transactions Litigation/Arbitration 4
Real Estate. Construction. Public Procurement Our Practice Group is made up of more than 40 lawyers, each with proven expertise in real estate law, construction law and public procurement law. In our work, we place emphasis on our ability to provide comprehensive counsel and to accompany our clients through every step of the project. We supervise projects from the time the property is purchased, to creating initial concepts, to developments in construction law and financing through to invitations to bid, the drafting of construction and leasing contracts, warranty and specific use. Also included in our services are the preparation of drafts for the invitation to bid documents; the reviewing of specifications and the drafting of development plans from a legal standpoint; the drafting of planning, construction and other contracts; negotiating with authorities and other institutions; providing legal counsel in all construction matters with regard to the most current legal issues; the drafting of commercial lease agreements; counseling on all issues concerning financing and a risk analysis when buying out contracts and developing projects. We provide counsel to contracting authorities or contractors with respect to the legal modalities of awarding contracts in each step of the process, including the leading of review procedures. This comprehensive counseling offers the advantage of proactive planning, the anticipating of potential conflicts at an early stage and of preparing appropriate solutions. We represent you in legal disputes and make use of other tools to find solutions to conflicts, such as dispute resolution, mediation or arbitration procedures. We place high value in avoiding litigation. 5
RheinEnergie / New Administrative Building in Cologne RheinEnergie Cologne intends to set up a futuristic new administrative building in the park belt with an order volume of about EUR 110 million. Around 1,900 employees of RheinEnergie will be brought together in an architecturally promising new construction. The representative building for the group s headquarters is to fulfill all requirements for an attractive workplace. RheinEnergie is building not only office premises, but also social facilities, including a company restaurant and a modern childcare facility. The award procedure started in April 2009 with the announcement of the order in the EU Official Journal. We are advising RheinEnergie on the implementation of the project. Our services include public procurement law, the drafting of contracts and legal project support. In addition, we represent RheinEnergie in defending against complaints and in reviewing procedures before the public procurement complaint board. UCD Gateway, Dublin, Ireland Ingenhoven Architects won the competition for the redesign of the buildings and the campus of the University of Dublin. The project includes newly planned areas and buildings with a size of approx. 99,500 square meters. We were involved in the drafting of the architect s contract on behalf of Ingenhoven Architects in collaboration with Irish colleagues and subsequently in the drafting of the consultants contracts. 6
Herzog & de Meuron Expansion Museum Küppersmühle, Duisburg GEBAG Duisburger Gemeinnützige Baugesellschaft AG is expanding the Museum Küppersmühle in Duisburg. 35 meters above ground, the museum is to receive a two-storey, almost floating body which will overhang the silo. The striking foil façade will be a visible sign of the expansion from far away. The draft originates from the renowned firm of architects Herzog & de Meuron. We advise GEBAG both in all legal questions in connection with the construction project in the awarding of planning and construction services (order value about EUR 40 million) and in the performance of construction with regard to the contractors. Korbinian-Beer-Straße, Munich In the new construction of a housing complex with 180 apartments, we assumed responsibility for project development and support, including the negotiations and the conclusion of the property acquisition, as well as the resale of the apartments, yet to be constructed, to a major insurance group through to notarial recording. In addition we supported the construction, in particular, by drafting the agreements concluded with architects and experts, the construction agreements and all other project-related agreements. 7
ESKQ European Central Bank, New Premises Frankfurt In the area of the former Großmarkthalle (market hall) in Frankfurt am Main, the European Central Bank (ECB) is constructing its new headquarters. The new building consists of three main elements: the former Großmarkthalle, two office towers and an entrance building, which creates a visual connection between the towers and the Großmarkthalle, marks the main entrance of the ECB to the north and contains the press conference area. The former Großmarkthalle is taking over the most public functions of the ECB, including the visitor center, conference area, library and an employee restaurant. Around 2,300 jobs are being created in the office towers. The gross floor area will total about 185,000 square meters. The orders for the construction of the new building will be awarded in several tender packages. We advised and supported one of the bidders, who was accepted for one of the lots in the structural works package, in the creation of a tender considered for evaluation. InCenter, Landsberg am Lech We represented Sindelfingen-based EEW GmbH in the development of the specialist retail center in Landsberg am Lech with a sales area of about 20,000 square meters and provided it with comprehensive counsel in this process. It is home to large-scale retailers (Kaufland, Media Markt, Obi and others). We successfully represented the investor with regard to all legal matters in the purchase of the land, the development of the right to build by means of a development plan (special zoning), in regional planning and regional development questions as well as in the defense of complaints by neighbors against the building permits and against the development plan. 8
Beluga Shipping GmbH Corporate headquarters of Beluga Shipping at the Weser, Bremen Beluga Shipping GmbH, the world market leader in the shipping of project and heavy goods loading throughout all the oceans of the world and an ocean carrier with headquarters in the Hanseatic city of Bremen, acquired Bremen s most modern building in the summer of 2009 to be the headquarters of the company s operations. The property, constructed by architects Haslob Kruse + Partner and the Zechbau company, is of special architectural importance. Almost 400 employees work on over 12,000 square meters. We supported Beluga Shipping GmbH in the construction of the new company headquarters and brought the project to a successful conclusion. 9
Facility Management, Drafting of Agreements and Outsourcing, HypoVereinsbank HypoVereinsbank outsourced its entire technical, commercial and infrastructure building management for its approximately 1,000 properties in Germany and transferred them, including employees, to a facility management service provider. We restructured HypoVereinsbank s facility management, developed innovative facility management contracts, advised on the creation of specifications and supported the entire outsourcing process including the performance of the award procedure and the contract negotiations with the acquirer. In addition, we advise on the performance of the contract and the supplementary negotiations. Facility Management, Drafting of Agreements and Outsourcing, Deutsche Telekom AG We reorganized the facility management for Deutsche Telekom AG and guaranteed the long-term performance of facility management services with forward-looking contractual structures. In doing so, we supported the sales process of the previous telecom subsidiary DeTe Immobilien with regard to facility management, which is to be performed on a long-term basis for Deutsche Telekom and developed comprehensive service agreements with a term of ten years for several thousand real estate properties. This project should be the largest facility management outsourcing transaction ever implemented in Germany by service volume. 10
Administration and Retail Building Baufeld B3, Chemnitz The Unger corporate group is constructing a five-storey administration and retail building on the last free construction plot in downtown Chemnitz. In this connection, we provided the client with comprehensive advice, drafted city construction performance agreements, architect agreements, usage agreements with the owners of the neighboring properties and all construction agreements with construction companies. We also supported the client in all award negotiations. Now, after the completion of the object, we are representing the client against various contractors and architects because of delay damages and quality deficiencies. The order volume totals EUR 32 million. Schanzenstraße, Düsseldorf In the conversion of an office building into a residence with a total of 66 apartments with an area of about 7,400 square meters and 113 underground parking garage spaces, we are advising the investor on conclusion and/or performance of the contracts with the architects, experts, and the companies performing the construction. Pariser Höfe, Stuttgart In the new construction of 243 apartments with a total residential space of about 19,000 square meters and additional offices and retail space in the direct surroundings of the Stuttgart 21 project, we advised the investor on the development of the project as a whole and supported the transaction including the purchase agreement negotiations through to registration with the pension fund. The project represented the largest sale of an empty property nationally in 2009. 11
JadeWeserPort Realisierungs GmbH & Co. KG JadeWeserPort, Wilhelmshaven In July 2002, the State of Lower Saxony and the Free Hanseatic State of Bremen drove forward one of the largest infrastructure projects in Northern Germany within the past 50 years: JadeWeserPort in Wilhelmshaven, Germany s only deep-water harbor for future large container ships. The investment measures, with a total volume of approx. EUR 950 million, includes the creation of the necessary infrastructure and superstructure as well as the acquisition of land through drainage, construction of a container terminal behind a wharf, creation of a logistics, industrial and commercial area close to the harbor and areas for connections with train and truck transport carriers and the construction of bank reinforcement structures to guarantee flood protection. It is one of the most important construction projects in Northern Germany. We are advising the contracting authority, JadeWeser- Port Realisierungs GmbH & Co. KG, whose shareholders are the State of Lower Saxony and Bremen Ports GmbH & Co. KG, on all legal questions which arise, in the tendering of services, as well as in connection with monitoring the realization of this major project. 12
New construction of subway line U5 from Alexanderplatz to the Brandenburg Gate, Berlin The State of Berlin has tendered out the awarding of the seven-figure contract for planning services for the construction of the new U5 from Alexanderplatz to the Brandenburg Gate. A consortium of Amberg Engineering AG, ISP Ziviltechniker GmbH, and SSF Ingenieure GmbH was accepted. Heuking Kühn Lüer Wojtek advised the consortium in the award proceedings. Retail development Munich area We are providing one of the largest discount grocery chains with comprehensive advice on its expansion, in particular with regard to the development of new sites and the optimizing of existing locations. The counseling covers both the phase of securing a site by means of purchase, leasehold or rental/lease agreements and the development and implementation of the right to build. Combined trotting and galloping race track, Hamburg The Free Hanseatic City of Hamburg is planning the construction of a new, combined trotting and galloping racetrack in the Horn area of the city with an estimated transaction volume of EUR 50 million to EUR 70 million. Within a European-wide tendering process, an investor is being sought to construct, partially finance and operate the combined racetrack. Heuking Kühn Lüer Wojtek was retained to support the project management in the legal designing of the invitation to tender and the performance of the procedure. Logistics Center Landsberg am Lech EDEKA Südbayern eg is to construct an ultramodern logistics center in Landsberg am Lech on about 20 hectares, which were formerly used for military purposes. The project will be divided into two stages (regional and central warehouses) with a total storage area of 70,000 square meters. The costs of the project total EUR 65 million. We supported the investor in the contract award procedure initiated by the City of Landsberg am Lech, and provided comprehensive project support from the creation of a right to build by means of an elaborate planning permission procedure (clearance of a wooded area of about eight hectares, species conservation, etc.) through to the acquisition of the area. 13
Wehrhahn Line subway, Düsseldorf A new stretch of subway named the Wehrhahn Line is being constructed in the state capital of Düsseldorf over a distance of 3.4 kilometers with a route that takes it through six new underground stations and two above ground stations. Construction costs total EUR 650 million. We provided the state capital of Düsseldorf with legal support within the planning procedure. In addition, we designed and negotiated through to conclusion contracts, which had to be concluded between the state capital of Düsseldorf and affected important adjacent property owners. netzwerkarchitekten Heuking Kühn Lüer Wojtek contributed to the fact that despite many concerns on the part of adjacent property owners, including major retail companies, it was possible to conclude the entire legal planning process almost completely without contestable legal disputes. Since (few) legal proceedings were necessary, in the meantime, it has been possible to conclude all of these with positive results for the municipality as the sponsor of the measures. Kö-Bogen, Düsseldorf die developer / Jörg Hempel Photodesign The state capital of Düsseldorf is planning a project of great significance for the cityscape, which will connect the famous luxury boulevard Königsallee to the Hofgarten (garden) and the Schadowstraße shopping street as well as to other sections of downtown without the traffic axes, which up until now have run through the area. To do so, all of the most important tram and city train connections in this area are completely placed underground. Above ground, a new cityscape is created to suit even the highest demands, in part through new development. The investment costs of the private investor for the multistorey complex, which will be built there in accordance with the plans by the renowned architect Daniel Libeskind are already in excess of EUR 300 million. The new infrastructure for the first construction section totaled almost EUR 200 million. We successfully provided support in contract negotiations, handling all legal issues that have come up and developing the legal basis for the extremely complex urban development plan to be set up for the project. 14
Rhein-Waal University, Kleve Kleve will become the main location for the newly founded Rhein-Waal University. On a site at Kleve harbor, the university s new building has been constructed in a record time of just about two and a half years for EUR 130 million. In the future, 2,500 students will study agricultural science, computer science, mechanical engineering and economics. Many jobs are being created. The new university has the effect of giving a long-term boost to development in the town of Kleve and the entire surrounding area. We jointly developed the legal proceedings for the building contractor for the university and the district of Kleve and supported the conclusion of important contracts. We are supporting the district and the performing company, which belongs to the district, among other things in the preparation and performance of comprehensive European-wide award procedure for the construction of universities and in the legal implementation of the project in the construction phase. In addition, we participated closely in the drafting of the development plan and provided strong support for the accelerated granting of the necessary approvals. 15
Roads Lippe District The Lippe district was the first municipality in Germany to implement a road project with a life cycle approach. In future, a private partner will be responsible for the construction and maintenance of the Lippe district roads. The district of Lippe is using the new model to achieve savings of over nine percent in comparison with performing the projects itself. Over the next few years, the private partner will guarantee compliance with the contractually agreed status values. In February 2009, the bidders submitted their final binding offers. In March 2009, the district council made its decision on which bid to accept. Applications for review were successfully fought off. The contracts were concluded in August 2009. We provided the district of Lippe with legal counsel during the implementation of this new type of road project. We set up the structure for the contract award procedure, developed the model in conjunction with the bidders and designed and negotiated the necessary contract. 16
Universität Ulm, Elvira Eberhardt University Clinic of Ulm The University Clinic of Ulm outsourced the establishment of a new surgical ward within a construction process and is now planning to complete the operation of the new surgical ward by means of significant relocation, delivery, and construction services. In order to coordinate a project order for delivery services worth more than EUR 20 million, appropriate consultancy services are necessary, which Ulm University Clinic tendered out within a negotiation procedure in accordance with the Regulation on the Awarding of Contracts for Freelance Services (VOF) in order to guarantee professional consultancy with the best chance of success and to increase the profitability and optimal coordination of the ambitious project. The order and project volume covers a supply volume of EUR 20 million. We are supporting the entire contract award process through to implementation and acceptance. The project management will last a minimum of two years. Medien Campus, Wiesbaden We performed the due diligence for the investor in the acquisition of approximately 30,000 square meters of university, office and cafeteria areas and advised the investor on the acquisition of the total area of Hessen Rundfunk and provided it with support through to certification. Subsequently, we assumed responsibility for supporting the further use of the property, in particular the rental agreements. Disch-Haus, Cologne The revitalization and new rental of around 3,000 square meters of retail space and 7,700 square meters of office space, we supported the investor in all contracts with the architects and specialists, construction companies and other project-related contracts. This also includes in particular the drafting, negotiation, and conclusion of rental agreements. 17
Flood protection Elbe, Dresden The most extensive flooding of the Elbe in August 2002 resulted in many flooded areas in the area of the city of Dresden. The city therefore planned measures for the improvement of the protection of the area of the historic city center and other parts of the town so that it was possible to drain off most of the floods without damage up to a probability of recurrence of 100 years ( protection goal of HQ100 ). The flood protection installations required therefore are being tendered in several batches of construction. The investment costs total about EUR 12 million. The contracting authority had initially cancelled the award procedure. In the review proceedings brought before the Saxony Public Procurement Complaints board, we represented one of the bidders who was later awarded the contract and we were able to achieve the reversal of the cancellation on the procedure as well as the awarding of the contract. New construction University of Applied Sciences Aachen, Jülich Campus With over 8,000 students (about 2,000 of whom study at the Jülich campus), 220 professors, 300 lecturers as well as around 200 laboratories at the two locations in Aachen and Jülich, the University of Applied Sciences Aachen is one of the largest universities of Applied Sciences in Germany. The new construction of the Jülich Campus, with planned costs of around EUR 57 million, includes ten laboratory areas housed in two U-shaped buildings. The new two-story buildings are connected in the middle by means of a magistral. A cafeteria and the library as an extension to the existing auditorium have also been newly constructed. We represented the bidder, who later was awarded the contract, in a preceding review procedure before Cologne Public Procurement Complaints Board and Düsseldorf Higher Regional Court. After the awarding of the contract, we are advising the contractor with regard to the construction and the project. 18
Optimizing of commercial real estate, Munich Infanteriestraße Our client rented the former military clothing depot in Infanteriestraße, converted it into a commercial property and leased it on a long-term basis. In order to further optimize the former military site, additional buildings were planned and constructed together with the properties protected as historical monuments (year of construction: 1890), in this way, a further 5,000 square meters of gross office space was created. The extension buildings (three buildings, a pavilion and additions) were leased on a longterm basis to a university and other industries. We advised the client on the financing, project development, and also the realization of the construction. In addition, we were involved in the leasing and in defending against claims on the part of tenants during and as a result of the construction measures. We advise the client on a long-term basis on the use of the optimized property. Fire Department Mülheim an der Ruhr The new main fire department and rescue station for the town of Mülheim an der Ruhr will be constructed on the site of a former railway repair shop on an area of about 25,000 square meters. The resulting building complex is intended not only for the headquarters of the professional fire department, but also as an equipment storage location for the volunteer fire service as well as a sports hall and practice location for the handling of hazardous substances. A total of six building sections are grouped around an extensive courtyard well suited to exercises and are partially connected to each other by bridges. In addition to the duty service and duty vehicles, the fire department headquarters are also intended to house the technical operation control and emergency task force. The building will therefore be the control center both for the fire department and all hazard prevention in the town. The construction volume for the turnkey new construction project totals about EUR 28 million. We successfully represented the bidder, who was later awarded the contract, in a review procedure. After awarding the contract we are advising the contractor with regard to the construction and the project. The building complex is scheduled to be opened for use in the autumn of 2010. 19
Fotodesign mangual.de Marianum, Neuss We are advising a subsidiary owned by the City of Neuss comprehensively on legal matters in the realization of the Marianum construction project, also including the development of the complex city development plan, as well as in the performance of extensive Europe-wide contract award procedures. 50 individual ownership measures are being performed on approximately two hectares of park landscape. In addition to the construction of new apartments in a very prominent, historically protected building, which was used in another way in the past a number of premium single-family homes, townhouses, and urban villas with exclusive condominiums are being constructed. In numerous other cases, we participated in the drafting of development plans for apartment construction projects, for example, the realization of the residential area built in a line with 800 apartments taking into particular account possible conflicts from traffic noise and emissions from neighboring industrial uses. Heuking Kühn Lüer Wojtek provided a municipal residential company with comprehensive legal advice and representation in the negotiation, financing and restructuring of a property with over 850 apartments in a defining location with regard to urban planning in the purchase by one of the largest German residential companies. 20
GOLDBECK Public Partner GmbH und Dohle + Lohse Architekten GmbH New vocational college, Duisburg The city of Duisburg managed a Europe-wide negotiation process for the PPP project by a new vocational college in the town center of Duisburg. As of 2011, the private investor, Goldbeck Public Partner GmbH, in one of the largest PPP educational projects, will bring together three vocational colleges already located in Duisburg for more than 5,000 students. The investor is assuming responsibility not only for the planning and construction of the schools, including cafeteria, sports halls, and underground parking garage, but also the financing, operation, and management and maintenance measures. The construction volume totals about EUR 74 million. The vocational college is the first PPP project in the City of Duisburg and its surroundings. We designed the contract award procedure for the City of Duisburg and assumed responsibility for the project planning and performance, the drafting of all contracts and the negotiations with the bidders. We provided the City of Duisburg with comprehensive consultancy on all legal matters within the procedure from the beginning to the end of the contract award procedure. It was possible to conclude the procedure successfully without any review procedure. 21
Multi Development Multi-Service-Center, Wiesbaden MSC Wiesbaden stretches over 18,000 square meters on a highly frequented access road in Wiesbaden. Under the heading inner city service center around the car, it bundles automobile-related facilities such as a gas station, carwash, car glaziers, and car repair in a location, which is easily accessible to cars, with high-frequency retail suppliers from the discount and specialist store area as well as fast food offerings. We supported and guided this project development from the property acquisition, through court disputes on the mix of uses, through to the obtaining of the building right via a town planning agreement with the competent authorities. In addition, we are advising the investor on usages for which development planning is critical, such as gambling casinos. Inner-city development projects Retail locations We are providing legal advice and support nationally for developers and operators of major retail locations, but also towns and municipalities, with regard to the creation of the right to build for shopping malls in inner city locations, mostly in connection with the locating of residential and service development. We are currently providing support for a project of this kind as part of an inner-city development, as well as a town hall redevelopment. Our services in this connection include the development of the basis under planning law, the legal support of the necessary contract award procedure and all other official procedures. In addition, the services cover the design of city planning agreements and other contracts. Finally, we are supporting the complex approval and/or permit procedures for our clients from a legal point of view. 22
Securing and further developing industry, commercial and power plant locations A particular focus of the work of Heuking Kühn Lüer Wojtek concerns procedures for the creation of a right to build and to secure both the further development of significant industry and commercial locations. During the past few years, as legal advisors, we have performed very complex procedures within preparatory and binding urban land- use planning. Securing of major sites for the chemical industry under planning law and of power station locations (995 and 800 hectares), taking into particular account security against accidents and of protection against emissions with regard to nearby residential construction areas. Procedures for city construction law development of the available business premises of one of the largest German industrial companies. Procedures for the securing under planning law for commercial production locations for the plastics processing industry, the lumber industry, as well as for several production locations for the glass industry, in each case within a settlement connection. Procedures for the long-term legal construction planning restructuring of a former industrial steel industry site for future commercial and industrial uses. From a city construction point of view, we are currently also supporting the legal and politically contentious setting up of construction plans for large power station locations in the Ruhr district. Coal-fired power station Moneypoint, Ireland The coal-fired power station at Moneypoint is the largest power station in Ireland with a capacity of 915 megawatts. Our client was commissioned with assembly work with a total value of about EUR 30 million. The contractual partner performed an extraordinary termination of the agreement with reference to alleged delays in the performance of construction, after which approximately 90 percent of the work due was performed. In cooperation with the insolvency administrator of the Irish project company, we became active in the implementation of supplemental claims and claims for lost profits. At the same time, we proceeded against the utilization of guarantees and successfully defended against the claims for compensation for damages resulting from the termination. 23
New soccer stadium Alemannia Aachen Alemannia Aachen GmbH constructed a new soccer stadium close to the legendary Tivoli for more than 32,000 spectators at the Soers sports park. In addition, the outer structure of a parking garage for 1,200 vehicles was built plus an office and commercial building with an integrated training and youth area. To carry out this process, Alemannia Aachen GmbH looked for an investor in European-wide competition proceedings, with which it provided the necessary planning, construction and financing services in the form of a strategic partnership. The total order volume for the new construction of the stadium amounted to about EUR 60 million. Heuking Kühn Lüer Wojtek designed the legal project planning and performance, drafted all contracts for the stadium, the parking garage, and the necessary property, performed the negotiations for the state guarantee, and supported the entire competitive procedure until the conclusion of the agreements, as well as the fulfillment of the contract and the construction of the stadium. 24
Straßen.NRW Aachen Arkaden On behalf of TCN Germany, the developer of shopping centers and specialized real estate, we have been commissioned with the legal project support in connection with the construction of Aachen Arkaden with about 22,000 square meters of commercial space, approx. 5,000 square meters of office space, and a parking garage. A focal point of our activities here is construction law project management and processing, in particular with regard to (subsequent) wage and fee requirements. Another focus of our activity is consultation and procedural activity with regard to the operation and management of the shopping center. Emmerauen Tunnel, Lüdge The State of North Rhine Westphalia has tendered out a road tunnel of about one kilometer in length in the area of the city of Lüdge in eastern Westphalia. The subterranean bypass goes through Emmerauen. This means that the tunnel is located in the flood plain of the river Emmer, so that particular technical engineering construction measures were necessary in order to build in ground water and to avoid the flowing of the floodwater into the collection constructions in the tunnel. We are providing legal support to the contractor in the performance of this complex technical engineering construction. 25
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