Summary

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XI. DECISION

2500. For the reasons provided above, the Arbitral Tribunal decides as follows:

I. Declares that CB&I did not commit pre-contract misconduct, did not breach its pre-contractual duty to act in good faith and did not act with pre-contractual dolo and is not liable for any damages under this heading;

2. Declares that the limitations as regards the Tribunal's powers, contained in Section 4.13 of the DRA are enforceable; as a result, the Tribunal lacks the power to adjudicate Reficar's requests for relief no. 22, 44, 48 and 51 and these requests are dismissed; request for relief no. 47 is partially dismissed for the same reason;

3. Declares that CB&I breached its Cost Control Commitments under the EPC Contract and must reimburse Reficar USD 845.4 million for costs paid by Reficar to CB&I, which had not been reasonably and properly incurred in accordance with the EPC Contract;

4. Declares that CB&I breached its Schedule Control Commitments under the EPC Contract and owes Reficar USD 152.75 million for delay liquidated damages;

5. Declares that CB&I breached its defects correction obligations under the EPC Contract and owes Reficar USD I 0.3 million for specific impacts on PCS contractors;

6. Declares that Reficar breached its payment obligations under the EPC Contract and owes CB&I USD 914,939 and COP 28,256,049 for reasonable and proper costs;

7. Declares that Reficar properly drew on the Performance LoC and that amounts already collected must be credited to CB&I in the settlement of accounts; Reficar is entitled to fully draw on the Advance Payment LoC, and amounts drawn will reduce the total amount that CB&I is ordered to pay in this Award;

8. Declares that CB&I breached the EPC Contract Cost and Schedule Control Commitments through culpa grave or gross negligence and that CB&I cannot avail itself of the limitation-of-liability provisions in the EPC Contract with regard to the amounts awarded to Reficar in decisions 3. and 4. supra;

9. Orders both Parties to comply with their respective Indemnification Commitments under the EPC Contract, to the extent that the breaches determined in this Award trigger an Indemnifiable Event;

I0. Declares that CB&I UK and CBI Colombiana are jointly and severally liable under any of the Project Agreements and that, pursuant to the Parent Guarantee, CB&I N.V. is jointly and severally liable as a primary obligor for all obligations declared and amounts awarded; as a result, Reficar may seek the relief awarded in this arbitration from all three Respondents: CB&I UK, CBI Colombiana and CB&I N.V., all of which are jointly and severally liable under the EPC Contract;

11. Orders (i) CB&I UK, CBI Colombiana and CB&I N.V. to pay jointly and severally to Reficar USD 937,495,061 and (ii) Reficarto pay COP 28,256,049 to CBI Colombiana;

12. Declares that the EPC Agreement, with a value of USD 5,074 million plus COP 28.3 million, is liquidated as of December 31, 2015;

13. Orders (i) CB&I UK, CBI Colombiana and CB&I N.V. to pay jointly and severally to Reficar interest on the awarded amount of USD 937,495,061 at the rate of six-month LIBOR plus a margin of 2%, compounded daily, accruing from December 31, 2015 until the date of payment and (ii) Reficar to pay to CBI Colombiana interest on the awarded amount of COP 28,256,049, at the rate of DTF plus a margin of 2%, compounded daily, accruing from December 31, 2015 until the date of payment;

14. Orders CB&I UK, CB&I N.V. and CBI Colombiana to pay jointly and severally to Reficar an award on costs ofUSD 58,659,079, plus interest at the rate of six-month LIBOR plus a margin of 2%, compounded daily, accruing from the date of the notification of this Award until the date of payment; and

15. Dismisses any other claim, counterclaim or relief sought by any Party.

Place of arbitration: New York City, New York, U.S.A.
Date: June 2, 2023