THE PROBLEM

Thirty Second Annual Willem C. Vis

International Commercial Arbitration Moot

Vienna, Austria
October 2024 – April 2025

Oral Hearings
11 –17 April, 2025

Organised by:
Association for the Organisation and Promotion of the
Willem C. Vis International Commercial Arbitration Moot

and

Twenty Second Annual Willem C. Vis (East)

International Commercial Arbitration Moot
Hong Kong

Oral Arguments
30 March – 6 April, 2025

Organised by:
Vis East Moot Foundation Limited
 Contents

Document Page
Letter by Langweiler 1
Request for Arbitration 2
Claimant Exhibit C 1 8
Claimant Exhibit C 2 10
Claimant Exhibit C 3 14
Claimant Exhibit C 4 15
Claimant Exhibit C 5 16
Claimant Exhibit C 6 19
Claimant Exhibit C 7 20
Letters by FAI 21
Letter by Fasttrack 24
Answer to the Request for Arbitration 25
Respondent Exhibit R 1 29
Respondent Exhibit R 2 31
Respondent Exhibit R 3 32
Respondent Exhibit R 4 33
Letter by Langweiler Objecting to Admittance of Document 34
Claimant Exhibit C 8 36
Letters by FAI 37
Letter by FAI Concerning the Decisions Made by the Board 39
Letter by FAI Confirming the Party-nominated Arbitrators 41
Letters by FAI Concerning the Appointment of Presiding Arbitrator 42
Letters by Greenhouse 48
Procedural Order No. 1 50

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot II
Prof. Dr. Stefan Kröll
Joseph Langweiler
Advocate at the Court
75 Court Street
Capital City
Mediterraneo
Tel (0) 146 9845; Telefax (0) 146 9850
Langweiler@lawyer.me

31 July 2024
By email and courier
The Arbitration Institute of the Finland Chamber of Commerce
P.O. Box 1000
Fl-00101 Helsinki
Finland
info@arbitration.fi

Dear Mr. Sajakorpi,

On behalf of my client, GreenHydro Plc, I hereby submit the enclosed Request for Arbitration (RfA)
pursuant to Article 6 of the Rules for Expedited Arbitration of the Finland Chamber of
Commerce (FAI-Rules). A copy of the Power of Attorney authorizing me to represent GreenHydro
Plc in this arbitration is enclosed as are the other required documents including Proof of Payment
of the Filing Fee pursuant to Article 7 FAI-Rules.

The Claimant requests the performance of contractual obligations. The estimated monetary value
of the claim in the sense of Article 6.3 (f) FAI-Rules is EUR 100 million. Respondent’s contact
details are set out in the RfA.

The contract giving rise to this arbitration provides that the seat of arbitration shall be Vindobona,
Danubia, and that the arbitration shall be conducted in English. The arbitration agreement, which
is largely a copy of the FAI “Combined arbitration clause”, provides for the application of the
FAI-Rules. In light of the amount in dispute and the complexity of the case, we consider the
application of the Arbitration Rules of the Finland Chamber of Commerce (Arbitration Rules) to
be more appropriate and we would suggest that, deviating from Article 19.1 (d) of the Arbitration
Rules the third arbitrator should be appointed directly by the Arbitration Institute.

In case the Arbitration Institute decides for the application of the Arbitration Rules and three
arbitrators, GreenHydro Plc hereby nominates Mr. Narvin Aqua as its arbitrator for confirmation.

Sincerely yours,

Joseph Langweiler

Attachments:
Request for Arbitration with Exhibits
Power of Attorney (not reproduced)
CV of Mr. Aqua pursuant to Art. 6.3(h) Arbitration Rules (not reproduced)
Confirmation of Payment of Filing Fee pursuant to Art. 6.3 (i) FAI-Rules (not reproduced)

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 1
Prof. Dr. Stefan Kröll
Joseph Langweiler
Advocate at the Court
75 Court Street
Capital City
Mediterraneo
Tel (0) 146 9845; Telefax (0) 146 9850
Langweiler@lawyer.me

By email and courier

Legal Counsel
Equatoriana RenPower Ltd. Julia Clara Fasttrack
Mr. Henry la Cour Advocate at the Court
1 Russell Square 14 Capital Boulevard
Oceanside Oceanside
Equatoriana Equatoriana
h.lacour@equatoriana-renpower.eq Tel. (0) 214 77 32 Telefax (0) 214 77 33
fasttrack@host.eq

The Arbitration Institute of the Finland Chamber of Commerce

P.O. Box 1000
Fl-00101 Helsinki
Finland
info@arbitration.fi

31 July 2024

Request for Arbitration

(pursuant to Article 6 of the FAI-Rules)

in the Arbitral Proceedings GreenHydro Plc v. Equatoriana RenPower Ltd.

GreenHydro Plc
1974 Russell Avenue
Capital City
Mediterraneo

- CLAIMANT -
Represented by Joseph Langweiler

Equatoriana RenPower Ltd.

1 Russell Square
Oceanside
Equatoriana

- RESPONDENT -
Represented by Julia Fasttrack

STATEMENT OF FACTS
1. Claimant, GreenHydro Plc, is a medium-sized engineering company specialized in the planning,
construction and sale of plants for the production of green hydrogen and connected services
for the whole hydrogen and Power-to-X value chain for the industry, energy and mobility
sector.

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 2
Prof. Dr. Stefan Kröll
2. Respondent, Equatoriana RenPower Ltd. (ERenPow) is a fully government-owned company.
It was created in 2004 by a merger of the two state-owned energy companies operating in the
field of renewables. In addition to being a major player in the Equatorianian market with its
wind and solar farms, ERenPow plays an important role in the “Green Energy Strategy” of the
Government of Equatoriana. To ensure the ambitious goal of Net-Zero-2040, ERenPow was
to invest in the creation of a “sustainable hydrogen infrastructure covering the entire value chain
needed to decarbonize Equatoriana’s large steel and transport industry”, as was stated in the
Green Energy Strategy. On 3 January 2023, ERenPow invited bids for the construction and
delivery of a plant to produce green hydrogen and potential derivatives.
3. The relevant documents were published via the official tender platform. They provided that the
tender process as such was governed by the Public Procurement Law of Equatoriana and be
conducted in its initial phase as a reverse auction. It was a technology open tender, and for the
comparability of the various proposals, the overall efficiency in relation to the price was
relevant. The Request for Quotation further stated that the local content of the materials to be
provided was an important factor in evaluating the bids and to be eligible a minimum of 25%
was required. (Claimant Exhibit C 1).
4. According to the description, the bids were to cover the following four elements: a fixed 100
MW plant for the production of green hydrogen (turnkey), maintenance and training services
for one year, and two options for Respondent concerning the extension of the plant. The first
covered a mere extension in capacity up to double the fixed contracted capacity. The second
covered the addition of a part for the production of eAmmonia.
5. For Claimant, the realisation of the project was of considerable importance. It would have been
the first opportunity for Claimant to showcase its new technology on a larger scale and show
the advantages of its patent-protected production process. The process allows for the use of
the excess heat created during the production of hydrogen for district heating, thereby
increasing the overall efficiency of the plant. So far, the only operating plant is Claimant’s own
5 MW facility and at the time of the tender, another 20 MW plant had just been commissioned
by the Government of Mediterraneo. Claimant’s innovative process is based on electrolysis
using a proton exchange membrane (PEM-electrolysis). It relies on the special properties of the
used membrane, which is permeable to protons but not to gases such as hydrogen or oxygen.
The relevant electrolysers are delivered in stacks of 10 MW each. The modular setup has the
advantage that further stacks may be added at a later time, provided that the required other
infrastructure and space is available.
6. The PEM-electrolysis is particularly suitable for the use of unstable renewable power, and the
overall plant efficiency in Claimant’s research facility was over 85% due to the additional use of
the process heat.
7. The great attraction of the project was the likelihood that it could be realized within a very short
time. There was strong Equatorianian government support, and many preparatory steps in the
planning and permission process had already been taken. Under the Green Energy Strategy, the
necessary environmental, construction, and operation permits for green energy projects were
to be granted in a facilitated and expedited procedure, which included strict timelines and a
limitation of the possible objections. For the project itself, those parts of the planning process
involving the participation of the local communities had already been completed, excluding the
risk of any delay from that side. The issuance of the necessary environmental permits was
imminent and only depended on internal procedures. For the other permits, which usually do
not create any problems, the detailed planning of the plant was necessary. Furthermore, the
construction site was prepared and well-connected with the required infrastructure.
8. In addition, a suitable transformer was available. In 2020, Claimant ordered the transformer
from its long-time Equatorianian business partner Volta Transformer for another project. The
transformer was to be delivered in early 2024, but in November 2022 the other project had
been cancelled due to the insolvency of the other customer. The transformer was of the right
size for the present project with a capacity able to cover also the two options, should

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 3
Prof. Dr. Stefan Kröll
 Respondent make use of them. The availability of the suitable transformer meant that one of
the obstacles of projects as the one at hand which often resulted in longer lead in times could
be avoided.
9. In light of these two factors, it was realistic that the plant would start producing green hydrogen
from the beginning of 2026 onwards, as planned in the Request for Quotation, if the contracts
were concluded in summer 2023. The fact that the plant would be operative by 2026 was
important for the Claimant and an attraction of the project since it would allow the Claimant
to use the project as a reference project for potential new projects, i.e., new customers. Taking
into account the exponential market growth predicted from 2026 onwards, the existence of
such a reference project was extremely important for Claimant. It could have helped to disprove
the reservations which existed in certain quarters of the renewable energy community against
the PEM-technique. While it is generally recognized that the PEM-technique has many
advantages, in particular in case of an unstable power supply by green energy, its economic
viability has been questioned by interested competitors. In light of these opportunities
associated with a successful bid, Claimant decided to enter the tender process with an initial
offer which was calculated on a cost-only basis without any profit margin.
10. On the basis of its initial offer and the innovative technology, Claimant was amongst the two
final bidders with whom ERenPow entered into specific negotiations from early May 2023
onwards. From the beginning of the tender process, Claimant had been exploring its
opportunities to fulfil its obligations of local content both in relation to the already fixed part
of the delivery obligations as well as for the two options. At the time the detailed negotiations
started, Claimant had been in very promising negotiations with two local producers. If
successful, these negotiations would have ensured local content going well beyond the required
25%, in particular in case the eAmmonia-option was exercised.
11. For the hydrogen plant itself, i.e. the agreed 100 MW plant and the extension option, Claimant
was about to sign a contract with Volta Transformer. According to the contract, Volta
Transformer was not only to provide the transformer for the project but also 40% of the
electrolyser stacks as well as the packaging of all stacks at the site in Greenfield in Equatoriana.
The non-transformer-related tasks were to be performed by Volta Electrolyser, a 100%
subsidiary of Volta Transformer. Volta Electrolyser produced, under a licence from Claimant,
electrolysers which were nearly identical to the ones of Claimant’s and could thus be combined
easily with Claimant’s stacks. That contract had largely been negotiated by the end of June 2023
but was finally signed only on 25 August 2023. The delay in signing was due to an unexpected
offer on 29 June by the Volta Family, the owner of Volta Transformer, to sell the latter to
Claimant. After an agreement had been reached on how the contract for the Green Hydrogen
Plant should affect the purchase price for Volta Transformer, it was finally signed on 25 August
2023. The overall value of the contract for the fixed part of the Green Hydrogen Plant was
close to EUR 100 million, while for the extension option, the plan was to reduce the quantity
of stacks to be delivered by Volta Transformer to 20% and let them do the entire packaging.
12. In addition, since May 2023 Claimant has been in promising negotiations with the
Equatorianian company P2G for the eAmmonia-option. At the time, Claimant was concerned
that it would not have the necessary expertise, experience, and manpower to plan and build the
eAmmonia module itself within the ambitious time frame. Thus, the plan was to largely contract
out that work to a company with more experience in the field and limit Claimant’s involvement
to the overall planning and the integration of the module into the hydrogen plant. In that case,
Claimant itself would have provided merely works and services making up roughly 20% of the
value of the eAmmonia option while the remaining 80% would have been provided by P2G. If
everything had worked out as planned and Respondent had made use only of the eAmmonia-
option, around 45% of the overall contract volume would have been produced and delivered
by entities from Equatoriana.
13. During the final discussion between the two CEOs on 13 July 2023, Claimant informed
Respondent that it was willing to lower its already competitive price by another 5%, in return

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 4
Prof. Dr. Stefan Kröll
 for exclusion of the right to terminate the Agreement for convenience and certain commitments
concerning the sharing of data for future marketing purposes. On the basis of the calculation
at the time, the offer would not only have failed to cover the costs but also resulted in a loss of
EUR 15 million already for the fixed part if no further savings could be realized. Respondent
was aware of that, as Claimant was very transparent about its cost calculation during the
negotiations. The realization of that innovative project required ongoing and forward-looking
cooperation between the two partners who trust each other. Claimant also informed
Respondent about its ongoing negotiations with the two local partners and the possibility that,
if successful, Claimant would have a local content of much more than the required 25%.
14. After two and a half months of intensive negotiations, Claimant finally managed to sign the
Purchase and Service Agreement with Respondent on 17 July 2023. Deviating slightly from the
originally planned structure, the Agreement provided in essence that Claimant would deliver at
a first stage a plant of 100 MW at a price of EUR 285 million and would grant Respondent two
options for the extension of the plant in capacity and products (Claimant Exhibit C 2).
15. As agreed, there was considerable media coverage about the project and the signing of the
contract. The media emphasized the innovative character of the technology used (Claimant
Exhibit C 3). Unfortunately, someone also leaked incorrect information about Claimant’s
adherence to the local content requirement, which seriously affected its ongoing negotiation
with the local partner P2G for the eAmmonia module, reinforcing unrealistic price
expectations.
16. In the end, the negotiations with P2G failed due to quality issues, and Claimant had to contract
Green Ammonia from Danubia as its partner for the eAmmonia module. This had no influence
on the local content for the contracted 100 MW green hydrogen plant which was still above the
requested 25% but would have resulted in a lower percentage if Respondent exercised the
eAmmonia option. Claimant immediately informed Respondent that its plan to contract P2G
for the eAmmonia module had not worked (Claimant Exhibit C 4).
17. In October 2023, local elections in Equatoriana led to a shift in the power balance within the
Equatorianian government. As a consequence, Mr. Positive, the particularly unpopular minister
for energy and environment, was replaced by a colleague from the Equatoriana National Party
(ENP), Ms. Theresa Vent. The ENP and Ms. Vent had long opposed the Green Energy Strategy
developed by the previous minister. In their view, it was too strict and too focused on specific
quotas for certain types of renewables, in particular green hydrogen.
18. In her first press conference, Ms. Vent announced a revision of the Green Energy Strategy and
a major reshuffle in the board of directors of ERenPow. On 27 December 2023, Claimant’s
CEO, Mr. Cavendish, received a call from his then counterpart at ERenPow, Ms. Michelle
Faraday. Ms. Faraday informed Mr. Cavendish that she would be replaced by the end of the
month by a former manager of a solar company, Mr. Henry la Cour. He was a member of the
ENP and a well-known critic of hydro energy. She confirmed rumours that ERenPow would
review all contracts to see whether they fit the new policy objectives (Claimant Exhibit C 5).
Her prediction was that the new CEO would try everything to either terminate the unwanted
contracts or at least aggressively renegotiate them.
19. That is what happened shortly thereafter. On 29 February 2024, Respondent gave notice of
termination of the Purchase and Service Agreement due to a delay of 28 days in delivering the
final plans for the entire plant including the options (Claimant Exhibit C 6). Mr. la Cour further
pointed to a provision in the law of Equatoriana according to which state entities could always
terminate contracts for convenience against the payment of expenses incurred if government
policies changed. In the ensuing negotiations, Respondent took the position that the Agreement
allegedly no longer fitted the amended policy and thus had to be terminated.
20. Claimant strongly contested that view, and Mr. Cavendish left no doubt that in its view
Respondent had no right to terminate the Agreement. In light of Claimant’s interest in the
realisation of the project as a reference project, any right to terminate for convenience had been

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 5
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 excluded in return for the final price reduction of 5%, and the delay did not justify a termination
for a fundamental breach under the CISG.
21. During the Parties’ negotiations, Claimant very soon got the impression that the termination
was primarily intended to reduce the already very favourable price even further. Respondent’s
higher management always played with the option of fulfilling the contract under certain
conditions that would lead to a more favourable price for Respondent. At the final stage of the
negotiations, Respondent purported to have received the green light from the new minister to
continue with the project provided that Claimant accepts another price reduction of 15%. This
is evident from the content of the without-prejudice offer made by Respondent in the
negotiations. (Claimant Exhibit C 7).
22. The offer shows that Claimant, whilst pretending not to pursue the Green Hydrogen Project
due to a change in policy, was actually merely interested in renegotiating the price. This is not a
valid reason for terminating the Purchase and Service Agreement with Claimant.

LEGAL EVALUATION
23. The Arbitral Tribunal has jurisdiction and the claim is admissible.
24. According to the dispute resolution clause in Art. 30 of the Agreement, the Arbitration shall be
conducted in English under the FAI-Rules, with the place of arbitration in Vindobona,
Danubia. The relevant clause provides:

“Any dispute, controversy or claim arising out of or relating to this contract, or the breach,
termination or validity thereof, shall first be submitted to mediation in accordance with the
Mediation Rules of the Finland Chamber of Commerce.
(a) The place of mediation shall be Danubia.
(b) The language of the mediation shall be English.
Any dispute, controversy or claim arising out of or relating to this contract, or the breach,
termination or validity thereof, shall be finally settled by arbitration in accordance with the
Rules for Expedited Arbitration of the Finland Chamber of Commerce. However, at the
request of a party, the Arbitration Institute of the Finland Chamber of Commerce may
determine that the Arbitration Rules of the Finland Chamber of Commerce shall apply
instead of the Rules for Expedited Arbitration if the Arbitration Institute considers this to
be appropriate considering the amount in dispute, the complexity of the case, and other
relevant circumstances.
(a) The seat of arbitration shall be in Vindobona, Danubia.
(b) The language of the arbitration shall be English.”

25. Neither the jurisdiction nor the admissibility of the claim is affected by the fact that the Parties
did not enter into mediation proceedings as foreseen in the first part of Art. 30. From the
conduct of the Parties’ negotiations and Respondent’s final offer of 25 May 2024, it was obvious
that mediation would not have resulted in a resolution of the dispute, given Respondent’s
insistence on a 15% price reduction. In its without-prejudice offer following a meeting of both
CEOs a week earlier, Respondent had made clear that “any further discussion made only sense
if Claimant was willing to talk about serious price reduction of 15% or at least a two-digit
number” (Claimant Exhibit C 7). That was, however, obviously unacceptable for Claimant,
which was already making a deficit under the contract as it stood. Thus, mediation would have
been a mere waste of time and resources.
26. The Agreement is governed by the CISG. The choice of law clause in Art. 29 of the Agreement
provides:
“The Agreement is governed by the law of Equatoriana to the exclusion of its conflict of
laws principles”.
27. As Equatoriana is a Contracting State of the CISG, the CISG applies to the Agreement, which
is an international sales transaction. Contrary to Respondent’s view expressed in its notice of

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 termination, the Parties did not exclude the CISG. It does not form part of the “conflict of laws
principles” of Equatoriana.
28. As a mixed contract containing engineering and planning work as well as the delivery of goods,
the Agreement also falls within the sphere of application of the CISG. The preponderant part
with a value of over 60% of the overall prices consists of the delivery of goods.
29. Respondent’s purported termination is invalid, as it is neither justified under the Agreement
nor under the CISG. During the final stage of the negotiations, the Parties explicitly agreed that
in return for a further reduction of the initially proposed price of 5% by Claimant, Respondent
would only have a right to terminate the Agreement in case of severe breaches and would use
its best endeavors to make the project a success. Thus, any right of termination for convenience
was excluded as explicitly discussed between the Parties.
30. The delay in the first delivery did not constitute a fundamental breach justifying a termination
of the Agreement under the CISG. Respondent only used the delay in the first delivery as a
pretext to terminate the contract. In fact, it is the change in the Equatorianian government and
the new government’s change in policy that was driving Respondent’s decision to terminate the
contract. Moreover, it is Respondent that had promised to use its best endeavors to ensure the
success of the project. This obligation of Respondent had been introduced in the contract under
the condition that Claimant accepted the low price and was able to use the plant as a showcase.
By terminating the contract for no valid reason, Respondent breached its promise to use its
best efforts for the project implementation.
31. As a consequence, Claimant is entitled here to ask for specific performance of the contract, i.e.,
that Respondent continues to fulfill the contract, accepts delivery, and pays for it.
32. The estimated monetary value of the claim in the sense of Article 6.3 (f) FAI-Rules is EUR 100
million, representing Claimant’s interest in the performance of the Agreement as planned. In
light of the amount in dispute and the complexity of the case, Claimant considers the application
of the Arbitration Rules of the Finland Chamber of Commerce (Arbitration Rules) to be more
appropriate and suggests that, deviating from Article 19.1 (d) of the Arbitration Rules, the third
arbitrator should be appointed directly by the Arbitration Institute.
33. In case the Arbitration Institute decides for the application of the Arbitration Rules and three
arbitrators, GreenHydro Plc hereby nominates Mr. Narvin Aqua, Helsinki Crescent 3, Capital
City, Mediterraneo, as its arbitrator for confirmation.

REQUEST
34. In light of the above, Claimant asks the Arbitral Tribunal for the following orders:
1) Declare that the Agreement is governed by the CISG.
2) Declare that the Agreement has not been validly terminated by Equatoriana RenPower.
3) Order Equatoriana RenPower to fulfill the Agreement by using its best effort to have the
necessary construction and operation permits issued and allowing Claimant to start with the
construction works on the Greenfield site, as well as taking all further steps agreed upon
under the Purchase and Service Agreement and necessary to ensure the realization of the
project, including but not limited to making the relevant payments.
4) Order Equatoriana RenPower to bear the costs of the arbitration.
5) To make any other order the Arbitral Tribunal considers appropriate.

Joseph Langweiler

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Prof. Dr. Stefan Kröll
 CLAIMANT EXHIBIT C 1

Equatoriana RenPower

Terms and Conditions

REQUEST FOR QUOTATION (RFQ)

PURCHASE AND SERVICE AGREEMENT
(Reverse Bid Auction)

RFQ 1/2023
Issue Date: 3 January 2023

1. Object

This request is for a quotation for

• the engineering, planning, construction, and delivery of a plant (turnkey) for the
production of green hydrogen from 1.1. 2026 onwards in Greenfield, at the site
described in detail in Annex 1, having an original capacity of 100 MW;
• the grant of an option to increase the quantity by up to 100 MW at a fixed price to be
exercised within the first year of operation of the plant;
• the grant of an option to add production facilities for eAmmonia at a fixed price to be
exercised within the first year of operation of the plant; and
• training and maintenance services for the first year of operation.

The technical specifications of all attachments must be complied with. Please read all the
instructions below.

a. This request is for a quotation for the planning, construction, and delivery of a plant for the
production of green hydrogen with features defined in the attachments (Basic Ordering
Agreement).

b. If any product brand names or models are shown in any attachments, they are for reference
only. You can offer products of a similar quality but you must include their brand names
and models in your proposal. You must additionally submit their complete and accurate
technical specifications in order to allow for their accurate evaluation.

c. This RFQ will be processed in 4 phases. Please refer to Clause – RFQ Processing phases
and deadlines for further details.
1) Phase 1 – Presentation of initial proposals (28 February 2023)
2) Phase 2 – Equatoriana RenPower’s internal proposal analysis (31 March 2023)
3) Phase 3 – Presentation of the Lowest Bid (reverse bidding auction) (28 April 2023)
4) Phase 4 – Negotiation with best two bidders – Final decision (June/July 2023)

2. Acceptance of Terms and Conditions

a. The Bidder’s submission of a proposal for this RFQ indicates:

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 1) The Bidder’s acceptance of all terms and conditions written in this RFQ; and
2) The Bidder’s acceptance that these RFQ terms and conditions will be reflected in the
contract that may be awarded should the Bidder win any item of this bidding process.

b. Equatoriana RenPower reserves the right to reject at any time, entirely or partially, any
proposal that does not comply with the technical specifications and/or terms and
conditions of this RFQ.

c. According to International Laws, based on the “locus regit actum” principle and in order to
protect the Bidders’ intellectual proprietary information, Equatoriana RenPower will not
disclose, except to its personnel and advisors, any data, specifications or technical
documentation regarding the Bidder’s proposal that are not in the public domain.

d. The costs of preparing and submitting Bidder proposals are the sole responsibility of the
Bidders; under no circumstance will Equatoriana RenPower be responsible for these costs.

3. Supplier Registration
To participate in the RFQ, potential Bidders must have registered as suppliers before
submitting their bids.

[…]

4. Validity
All bids (quotations) must be valid for a period of at least 36 months from the signature of the
Purchase and Service Agreement.

5. Product and Prices

The exact technical specification of the final product to be delivered and the prices thereof will
be determined in the final negotiations and will then be fixed in the Purchase and Service
Agreement.

6. […]

7. Awarding Decision
The awarding decision will be taken following the detailed negotiations with the final Bidders.
Bidders are expected to have the necessary resources in place to start with the work
immediately.

8. Applicable Law to Bidding Process

The Bidding Process is governed by the Public Procurement Law of Equatoriana, which also
governs the award of the contract.

9. Local Content / Offset Agreements

A relevant factor in awarding the project will be the amount of local content in the project.
Each quotation must set out in detail the amounts of materials, services, and works to be
supplied by entities located in Equatoriana. At least 25% of the materials and works for the
plant as well as 25% of the material used for the Electrolyser-part of the Plant should originate
from Equatoriana or be sold by entities in Equatoriana.

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 CLAIMANT EXHIBIT C 2

PURCHASE AND SERVICE AGREEMENT

Whereas the government of Equatoriana, as the owner of Equatoriana RenPower Ltd.,

has set in its Green Energy Strategy the goal to decarbonize energy production, the
transport sector, and industrial production by 2040;
Whereas Equatoriana RenPower has been entrusted with implementing this strategy
in the area of energy production and building up an infrastructure for the production
of green hydrogen and possible derivatives such as eAmmonium infrastructure;
Whereas in pursuance of those objectives Equatoriana RenPower intends to build a
plant for the production of green hydrogen and possible derivates;
Whereas GreenHydro Plc is a leading producer of electrolysers with experience in the
use of PEM-electrolysers and the owner of a protected production process;
Whereas both GreenHydro Plc and Equatoriana RenPower are committed to jointly
building the plant and making it operational by 1 January 2026;

Equatoriana RenPower Ltd., Rue 9, Capital City, Mediterraneo (“CUSTOMER”),

and

GreenHydro Plc Crescent 3, Oceanside, Equatoriana (“CONTRACTOR”),

collectively referred to as “the Parties”, conclude the following Agreement.

Article 1 – DEFINITIONS AND INTERPRETATION

…
Extension-Option Customer’s option defined in Article 2 (2) to request until 31
December 2026 an extension of the Plant of up to 100 MW at
the price fixed and in line with the schedule agreed in Annex 2.
eAmmonia-Option Customer’s option defined in Article 2 (3) to request until 31
December 2026 the addition of a part to produce eAmmonia at
the price fixed and in line with the schedule agreed in Annex 3.
…
Plant The 100 MW plant for the production of green hydrogen to be
built on the Greenfield side with the specification and
performance indicators as described in detail in Annex 1.

Article 2 – SCOPE OF SUPPLIES AND SERVICES AND OTHER CONTRACTOR OBLIGATIONS /

SCOPE OF SERVICES
The Contractor agrees

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 (1) to deliver the 100 MW Plant for the production of green hydrogen with the technical and
performance specifications as described in detail in Annex 1 in accordance with the terms
of delivery as defined in Article 3;
(2) to grant Customer an option to be exercised until 31 December 2026 to request an
extension of the Plant of up to 100 MW at the price, timeline, and specification fixed in
Annex 2;
(3) to grant Customer an option to be exercised until 31 December 2026 to request the
addition of a module for the production of eAmmonia of up to 100 MW at the
specification, price, and timeline fixed in Annex 3;
(4) to provide maintenance and training services as agreed in detail in Annex 4.

Article 3 – TERMS OF DELIVERY / CONTRACTUAL MILESTONES

The Contractor agrees to deliver and hand over the Plant as agreed no later than 2 January 2026.
To ensure the timely hand-over the Contractor agrees to the following milestones described in
detail in Annex 5:

1 November 2023 Submission of Permission Planning for approval

1 February 2024 Submission of Final Plans for approval (including a
plan for eAmmonia Option)
1 June 2024 Start of building activities on-site
1 October 2025 Test run
1 November 2025 Performance and Acceptance Test

Article 4 – CUSTOMER’S OBLIGATIONS REGARDING PERMISSIONS, INSTALLATION AND

COMMISSIONING / CUSTOMER’S OBLIGATION
The Customer is required to use its best endeavours to ensure the finalization of the project
within the agreed schedule by supporting the Contractor where possible and taking all steps
necessary from its side. In particular, the Customer is obligated to
• hand over the construction site at Greenfield in the condition and with necessary
infrastructure as detailed in Annex 5 by 2 January 2024;
• to ensure the issuance of the necessary permits for the construction and operation of the
plant by the Equatorianian authorities by 1 May 2024;
• to provide the necessary utilities for the construction of the Plant
(Electricity/Water/Sewage); and
• to ensure the connection of the plant to the green energy infrastructure in Equatoriana in
accordance with the Final Plans by 1 September 2025.
Delays in the fulfilment of any of these obligations may endanger the delivery of the Plant in
accordance with the timeline in Article 3. Such delays entitle the Contractor to ask for an
extension of the milestones and the timeline but not for further remuneration or damages if they
do not exceed 6 months.
Article 5 – TRANSFER OF TITLE
[…]
Article 7 – REMUNERATION / CONTRACT PRICE AND PAYMENT
For the delivery of the Plant and the additional maintenance and training services, the Contractor
is entitled to an overall remuneration of EUR 95,000,000 (Contract Price).
Payments have to be made according to the following schedule:

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 11
Prof. Dr. Stefan Kröll
 1 October 2023 10% of the Contract Price
10 February 2024 25% of the Contract Price
1 January 2025 25% of the Contract Price
10 October 2025 10% of the Contract Price
10 January 2026 20% of the Contract Price
31 December 2026 10% of the Contract Price

The payment schedule is dependent on the Contractor’s fulfilment of its corresponding

obligations.

[…]

Article 18: PERFORMANCE AND ACCEPTANCE TEST

The acceptance of the Plant will be based on the successful completion of the Performance and
Acceptance Test as specified in Annex 7. The Contractor will approach the Customer at least one
month prior to the planned date to coordinate the details of the Test and ensure that the Test
Conditions will be met.

If the Plant does not pass the Test, the Contractor and the Customer will discuss the future steps
to remedy the shortcomings. The Contractor is entitled to prove the conformity of its
performance by another Test.

[…]

Article 27: RECORDS AND DATA ACCESS

Operating data obtained by the Contractor during the Performance and Acceptance Test and
thereafter in the course of the maintenance and training services are the property of the
Customer. This data shall be kept confidential. The Customer will allow the Contractor to use this
data for reference purposes in accordance with the principles and the approval procedure
foreseen in Annex 11.

Article 28: TERMINATION

1. Both Parties may terminate this Agreement for cause in case of a failure of the other Party to
perform any of its obligations resulting from this Agreement that amounts to a serious and
fundamental non-performance.
2. There is no right for the CUSTOMER or the CONTRACTOR to terminate the Agreement for
convenience against the payment of compensation. Both Parties will use their best
endeavours to realize the project.

Article 29: GOVERNING LAW

The Agreement is governed by the law of Equatoriana to the exclusion of its conflict of laws
principles.

Article 30: DISPUTE RESOLUTION

Any dispute, controversy or claim arising out of or relating to this contract, or the breach,
termination or validity thereof, shall first be submitted to mediation in accordance with the
Mediation Rules of the Finland Chamber of Commerce.

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 12
Prof. Dr. Stefan Kröll
(a) The place of mediation shall be Danubia.
(b) The language of the mediation shall be English.

Any dispute, controversy or claim arising out of or relating to this contract, or the breach,
termination or validity thereof, shall be finally settled by arbitration in accordance with the Rules
for Expedited Arbitration of the Finland Chamber of Commerce. However, at the request of a
party, the Arbitration Institute of the Finland Chamber of Commerce may determine that the
Arbitration Rules of the Finland Chamber of Commerce shall apply instead of the Rules for
Expedited Arbitration, if the Arbitration Institute considers this to be appropriate taking into
account the amount in dispute, the complexity of the case, and other relevant circumstances.
(a) The seat of arbitration shall be in Vindobona, Danubia.
(b) The language of the arbitration shall be English.

Article 31: MISCELLANEOUS

This document contains the entire agreement between the Parties and is based on the Model
Purchase and Sales Agreement for governmental entities in Equatoriana. It should be interpreted
in light of the Request for Quotation RFQ 1/2023.

Equatoriana, 17 July 2023

Michelle Faraday, CEO Poul Cavendish, CEO

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 13
Prof. Dr. Stefan Kröll
 CLAIMANT EXHIBIT C 3
In the presence of James Positive, a transformer of the correct size available
Equatoriana’s Minister for Energy and from the beginning of 2024. It is very likely
Environment, Equatoriana RenPower (ERP) that this is the transformer which had
and Green Hydrogen yesterday signed an originally been ordered from Volta
agreement for the construction of one of Transformer for the abandoned project in
the most advanced green hydrogen plants Ruritania. Volta Transformer, a world
with an original capacity of 100 MW, but the market leader in the area of large
possibility to increase the output at a later transformers based in Equatoriana and
time up to double the amount. According to belonging to the Volta family refused to
Ms. Faraday, the Agreement has the comment on that.
potential to be a quantum leap in the Not everyone is convinced about the
production of green hydrogen ensuring decision of ERP. The criticism is coming
Equatoriana’s position as one of the leading from different angles and circles. Some
nations in the production of green energy. question whether energy production with
The Agreement was the result of a green hydrogen is really efficient. Others
controversial tender process which started questioned the decision to supplement the
in January 2023. With the publication of the plant with production facilities for e-
Green Energy Strategy there has been, what Ammonia. In their view facilities for the
critics have called, a “hydro-hype”. The production of e-fuels would have been
number of start-ups in the fields has needed more urgently.
multiplied as has the investment. Still there Informed circles report that a crucial
is, however, no production of green element for awarding the project to Green
hydrogen on a large-scale basis, in particular Hydrogen was the amount of parts
not on the basis of PEM-electrolysis, used by produced locally in Equatoriana. Apparently
Green Hydrogen. While it is generally Green Hydrogen is in advanced talks with
acknowledged that PEM-electrolysis is two local companies. They would supply of
conceptually more suitable for the use of an close to 50% of the parts and services
unsteady supply of energy resulting from needed to fulfill the contract in the likely
renewables, its proponents have yet to event that ERP realizes the e-Ammonia
prove the commercial viability of the option. It seems, that Green Hydrogen’s
18 July 2023

technique. It is considerably more expensive primary expertise lies in the field of

than the traditional alkaline electrolysis and hydrogen production while it has to rely on
it has not yet been shown that the higher outside know-how for the production of e-
costs are compensated by the higher Ammonia.
efficiency. Green Hydrogen’s CEO Mr. It can be assumed that the Agreement had
Cavendish told journalists that he was happy the political backing of Mr. Positive. Thus,
to finally prove to critics that their concerns the minister, as usual goes all in. It is unlikely
lacked any basis. In his view, Equatoriana that he would politically survive a failure of
RenPower was the perfect partner to show the project. After some controversial
that the technique could not only be legislative projects and the massive
operated at small scale but also in large campaign started by the opposition and
plants of 100 MW or more. With the strong parts of the ENP against his politics his
government support and the advanced support rates are at an all time low. That
stage of planning, he considered the plan to makes him the premier candidate for any
have the plant operating from 2026 government restructuring.
ambitious but realistic. It remains to be seen whether the project
While for most other bidders the long lead develops into the great success predicted
times for transformers made the deadline by its proponents or is actually the
unrealistic, Green Hydrogen had apparently boondoggle foreseen by the critics.
guaranteed during the negotiations to have

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 14
Prof. Dr. Stefan Kröll
 CLAIMANT EXHIBIT C 4

From: <p.cavendish@greenhydro.me>
Sent: 26 August 2023, 10:04 a.m.
To: <m.faraday@equatoriana-renpower.eq>
Re: Update on supplier

Dear Michelle,
I trust you are doing well. I would like to keep you updated on our negotiations with Volta
Transformer and with P2G.
The contract with Volta Transformer was finally signed yesterday with the content which had
formed the basis for the guaranteed part of local content in our Agreement. Consequently, Volta
Transformer, either directly or through its subsidiary Volta Electrolysers, will provide 40% of the
electrolyser stacks, the transformer and related electronic equipment, as well as perform the
packing of all stacks at the Greenfield site in Equatoriana.
Unfortunately, the negotiations with P2G for their contribution to the optional eAmmonia module
failed in the end. Our visits to their production site raised doubts that P2G would be able to
provide the contracted services and work products within the time agreed. We are also concerned
that their eAmmonia production installation would not meet our quality standards and thus would
not fit well into our plant. We have scrutinized their production process, as well as their workforce
for the last three weeks, and realized that it is doubtful that they can guarantee the quality and
efficiency required.
The good news is, however, that Green Ammonia, the second company we were investigating as a
potential supplier, complied with the quality requirements. They have also sufficient capacity to
deliver the required products and services within a short period of time. At present their sole
production facility is based in Danubia. Should our orders increase in the future, they will have to
build a second production facility. In that case, the most natural place for them would be
Equatoriana, where they would then have a reference project.
Irrespective of whether the option is finally exercised, we easily meet the local content requirement
concerning the material to be provided. Even if you look at both parts of the Agreement, i.e., the
Electrolyser-part and the EPC-part, for the firmly contracted capacity of 100 MW, the material
produced and delivered by Volta Transformer makes up more than 30% of it. If you are just looking
at the materials physically delivered, i.e., leaving out the planning, engineering, and construction
work provided by us, the products delivered by Volta Transformer amount to more than 40% of
the products delivered.
I will keep you updated on all further developments.

Kind regards,
Poul
CEO
GreenHydro plc
1974 Russell Avenue, Capital City
Mediterraneo
T: (0)146 9346355
Email: p.cavendish@greenhydro.me

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 15
Prof. Dr. Stefan Kröll
 CLAIMANT EXHIBIT C 5

Witness Statement Poul Cavendish

1. I am 57 years old and have been the CEO of GreenHydro since 2019.
2. I have a BS and a Master’s degree in Engineering Science.
3. After my studies, I worked for several companies in the field of renewable energy production in
and outside of Mediterraneo. In 2012, I became the head of research at Claimant, and in 2019
its CEO.
4. Claimant is a medium-sized engineering company with more than 2,000 employees active in the
area of renewable energy production. After years of research, Claimant has developed an
innovative process for the production of hydrogen for industrial use. It relied on PEM-
electrolysis and recovered the heat created during the electrolysis for use in distant heating.
5. We have always been interested in the market in Equatoriana. After the announcement of its
ambitious Green Energy Strategy in 2019, Equatoriana has been one of the fastest-growing
markets for producing renewable energy, in particular green hydrogen. One of the main drivers
in the market was Equatoriana RenPower, the government-owned producer of green energy.
With its wind farms and solar parks, it played an important role in Equatoriana’s Green Energy
Strategy. In particular, it was tasked to develop the green hydrogen infrastructure necessary for
attaining the ambitious Net-Zero 2040 goal of the Green Energy Strategy. I was pleased to
realize that the then-CEO of Equatoriana RenPower was a former classmate from my master’s
program, Dr. Michelle Faraday.
6. When it became clear in 2022 that Equatoriana RenPower was planning to build three larger
plants for the production of green hydrogen, we applied to be listed as one of the potential
sellers. We were approved in November 2022, and on 3 January 2023, Equatoriana RenPower
invited us to participate in a tender of its first major production facility for green hydrogen in
Equatoriana.
7. For us, the delivery and construction of the plant would have been a unique opportunity to
showcase our new technology of green hydrogen production at a larger scale. Due to its
ambitious Green Energy Strategy, Equatoriana was moving much faster with environmental,
construction, and operation permits for such projects. The investment climate was very
favorable and we estimated for the future an exponential growth of the market for green
hydrogen both in Equatoriana and elsewhere. Thus, the very ambitious timeline for the project,
which foresaw a start of production at the beginning of 2026, made the project extremely
attractive for us, as it provided the opportunity of a reference project in the near future.
8. In fact, the strict and ambitious timeline for the project, which prevented other companies from
participating in the tender was in our favor. At the time of contracting, there was a considerable
lead time of close to three years for the necessary transformers. That made the realization of the
project within 2.5 years largely impossible for all companies which neither had a suitable
transformer in their portfolio nor had at least ordered one before the tender process started. We
were fortunate to have a transformer readily available for the plant. In 2020, we had ordered
from Volta Transformer for another project in Ruritania a transformer with a capacity of up to
400 MW. In November 2022, our customer in Ruritania filed for bankruptcy and the other
project was stopped by the insolvency administrator. As a consequence, however, we had a
transformer for the present project from 2024 onwards for which only a few modifications were
required.
9. In light of the visibility of the project and the unique opportunity to build a reference plant, we
decided right away to submit a bid with a specifically low price that merely covered our direct
and indirect costs and, thus, included no profit. Our initial bid provided for the delivery of the
turnkey 100 MW plant including one year of maintenance for a price of EUR 300 million. The
eAmmonia-option would have costed EUR 100 million and the (full) extension option would

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 16
Prof. Dr. Stefan Kröll
 have costed further EUR 60 million if exercised by Respondent. On the basis of this bid, we
were then selected by Equatoriana RenPower as one of the two final bidders with whom they
entered into detailed negotiations.
10. These detailed negotiations were facilitated by the fact that I knew Dr. Faraday very well from
my master’s program and we both have comparable views about climate change and the crucial
role of hydrogen in the energy transition. Thus, when the main negotiators, Mr. Deiman on our
side and Ms. Ritter on Respondent’s side, seemed to have hit an impasse at the final stage of the
negotiations, I called Dr. Faraday and agreed to have a meeting with her to remove the final
hurdles. During those final discussions on 13 July 2023, I was very frank about our economic
interest in the plant and our willingness to actually offer the plant at a cost price or even slightly
below in return for the ability to use it as a showcase for our new technology. In the end, we
agreed to reduce the already very favorable purchase price by another 5% in return for a waiver
of Equatoriana RenPower’s right to terminate the contract for convenience at any time against
the payment of damages. We also agreed on a best endeavors clause concerning the ongoing
mutual support for the successful realization of the project. As Ms. Faraday also had a strong
interest in the success of the project, she did not have any problems with consenting to the
changes requested. That was even more so as she knew that we were trying our best to overfulfill
the local content quota.
11. To meet the local content requirements and increase our chance of winning the tender, we
decided to not only use the transformer from Volta Transformer but also to purchase 40% of
the electrolyser stacks from them. Volta Transformer’s 100% subsidiary, Volta Electrolyser, was
producing PEM-electrolysers under our licence which were largely identical to our electrolysers
and could therefore be easily combined with them. I was told by Mr. Deiman that he had
informed Ms. Ritter about these facts and had even shown her the corresponding internal
calculation.
Green Hydrogen Volta Transformer
Total Investment
(Mediteranneo) (Equatoriana)
Investment Investment Investment
Electrolyser Ratio Ratio Ratio
(Mio €) (Mio €) (Mio €)
Core system 100 50% 60 60% 40 40%
Trafo and electrical equipment 40 20% 0 0% 40 40%
Packaging 20 10% 0 0% 20 20%
Project managment and engineering 15 7.5% 15 15% 0 0%
Site works 15 7.5% 15 15% 0 0%
Training and maintenance 10 5% 10 10% 0 0%
Subtotal 200 100% 100 100% 100 100%

Investment Investment Investment

EPC-Work Ratio Ratio Ratio
(Mio €) (Mio €) (Mio €)
Compressor, pipes, cable installation,
50 50% 50 50% 0 0%
connections, and other equipment

Buildings and foundations for the facility 25 25% 25 25% 0 0%

Remaining “EPC” services for

25 25% 25 25% 0 0%
constructing the turnkey facility

Subtotal 100 100% 100 100% 0 0%

12. Furthermore, we had started looking for a company which could provide the production
facilities for eAmmonia in case Equatoriana RenPower exercised its options. We had been in
negotiations with P2G from Equatoriana, which had been recommended to me by Ms. Faraday.
Unfortunately, in the end, the negotiations with P2G failed. After an extensive scrutiny of their
facilities and personnel, we had serious doubts that P2G would be able to deliver the plant within
the agreed timeframe and the requested efficiency. Furthermore, Green Ammonia from
Danubia, the second potential supplier with whom we had entered into negotiations had offered

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 17
Prof. Dr. Stefan Kröll
 to deliver the plant at a price which was EUR 7,5 million lower than that of P2G, because it
wanted to enter the Equatorianian market. We therefore decided to go with Green Ammonia.
13. At the end of 2023, the economic downturn and local elections in Equatoriana led to a shift in
the power balance of the government. As a consequence, the very unpopular minister of energy
and environment, Mr. Positive, who had been the “father” of the Green Energy Strategy, was
replaced by Ms. Theresa Vent. Ms. Vent was from the political party ENP. She had been an
outspoken opponent of the Green Energy Strategy and in particular its strong quota for
hydrogen. Thus, one of her first steps was to order a revision of the strategy and to replace Dr.
Faraday as the CEO of Equatoriana RenPower.
14. On 27 December 2023, Dr. Faraday called me to inform me about her replacement as CEO.
During that call, she confirmed rumors in the market that Equatoriana RenPower would review
all existing contracts in light of the change in strategy, in particular those for the three hydrogen
projects including ours. The new CEO, Mr. Henry la Cour, had earlier worked in the wind
industry where he had developed the reputation of being a tough negotiator and a disruptive
force.
15. In early May 2024, I arranged for a personal meeting with Mr. la Cour, hoping that we might
solve the existing problems in a personal discussion. The meeting was, however, very brief. Mr.
la Cour immediately made clear that further support from the government, in particular from
the new minister Ms. Vent, was necessary. Such support would require a significant deduction
of the price agreed in the Agreement; otherwise, the minister would not authorize the
continuation of the Agreement. The meeting with Mr. la Cour ended quickly as there was
apparently no room for any further discussions. This was then confirmed in Respondent’s
without-prejudice offer of 25 May 2024.
16. The offer, furthermore, made abundantly clear that without a serious price reduction of at least
a double-digit number, any further negotiations would be fruitless. Since we could not agree to
such a reduction, we saw no point in starting obviously hopeless mediation. To lose as little time
as possible, we directly initiated arbitration.
17. I confirm the correctness of the above statements, which were prepared with the assistance of
my lawyer.

Mediterraneo, 20 July 2024

Poul Cavendish

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 18
Prof. Dr. Stefan Kröll
 CLAIMANT EXHIBIT C 6

29 February 2024

GreenHydro
Mr. Poul Cavendish, CEO
1974 Russell Avenue
Capital City
Mediterraneo

By courier

Re: Termination of the Purchase and Service Agreement of 17 July 2023

Dear Mr. Cavendish,

I herewith declare the termination of the Purchase and Service Agreement 1/2023 between
GreenHydro and Equatoriana RenPower with immediate effect for cause due to your belated
delivery of the detailed planning for the plant including its eAmmonium option.

According to the milestones foreseen in the Agreement, the final detailed planning including the
schedule of works for the eAmmonia option was to be presented by 1 February 2024. As you are
aware, it is a crucial document for Equatoriana RenPower’s further planning.

Pursuant to Article 7.3.1 of the Equatorianian Civil Code, we are entitled to terminate the contract
with immediate effects in cases of a fundamental breach of contract. Your belated delivery of the
detailed plans for the plant, 28 days after the agreed milestone on 1 February 2024, and still lacking
plans for the eAmmonia module, constitutes such a breach and raises serious concerns about your
ability to perform the Agreement as contractually agreed.

In addition, as a governmental entity, Equatoriana RenPower is entitled to terminate any of its

contracts for convenience if it conflicts with the policies of the government. As you are probably
aware from the public discussion, there have been serious concerns about the negative effects of
the Green Energy Strategy on the competitiveness of Equatorianian businesses due to the high
costs of energy. That has led to a revision of the strategy which no longer focuses on the
expensive generation of energy using hydrogen but more on other less expensive sources of
energy. Consequently, the contract concluded with you no longer fits into Equatoriana’s energy
strategy.

Could I ask you to confirm receipt of this letter and inform us about your availability to discuss
the legal consequences and the details of the termination? In the meantime, we will evaluate the
damages resulting from your breach of contract and the ensuing termination and present you with
a corresponding damage claim.

Yours sincerely,

Henry la Cour, CEO

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 19
Prof. Dr. Stefan Kröll
 CLAIMANT EXHIBIT C 7

25 May 2024
GreenHydro
Mr. Poul Cavendish, CEO
1974 Russell Avenue
Capital City
Mediterraneo

By courier

Without-prejudice Offer

Dear Mr. Cavendish,

Following our last meeting, I had a discussion with the Minister explaining the situation and
your interest in the project. We also investigated within the Ministry about other possible uses
for the hydrogen to be produced by the plant.

At present, we are investigating as a possible option the use of hydrogen in the production of
green steel. While we are still in the process of feasibility studies, it is already clear that to be
competitive the price for the plant including the two extension options would have to be at
least 15% lower.

In the interest of keeping the good relationship with you and ensuring the jobs of the
Equatorianian workers at Volta Transformer, we would like to make the following offer without
prejudice:

- Reduction of the price by 15%; and

- Realization of the Greenfield-Hydrogen-Project as planned, including a first demand
guarantee for the performance of the obligations undertaken by Respondent in the
value of 10% of the reduced price.

Please be aware that the Minister, Ms. Vent, will only agree to the continuation of the project if
the hydrogen is produced at a price which makes it competitive with other forms of energy. To
be competitive, we need a 15% price reduction, if not more. Any further discussion between us
or our lawyers only makes sense if Green Hydro is willing to accept a serious price reduction of
15% or at least a two-digit number.

Henry la Cour
Chief Executive Officer
Equatoriana RenPower

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 20
Prof. Dr. Stefan Kröll
 1 (1)

Helsinki, 31 July 2024

Mr. Joseph Langweiler
Advocate at the Court
75 Court Street
Capital City
Mediterraneo

By secure e-mail: langweiler@lawyer.me

CASE NO. FAI MOOT 100/2024: GREENHYDRO PLC (MEDITERRANEO) / EQUATORIANA RENPOWER LTD.
(EQUATORIANA)

The Finland Arbitration Institute acknowledges receipt today of your letter dated 31
July 2024 enclosing the Request for Arbitration with supporting documents filed by
GreenHydro Plc with this Institute.

Pursuant to Article 6.2 of the Rules for Expedited Arbitration 2024 of the Finland
Chamber of Commerce, the arbitration is deemed to have commenced on 31 July 2024.

The caption and reference of this arbitration are indicated above. Please include the
reference CASE NO. FAI MOOT 100/2024 in all future correspondence.

Legal Counsel Adriana Aravena-Jokelainen has been assigned to this arbitration. Her
contact details are as follows: adriana.aravena@arbitration.fi, tel. +358 9 4242 6267.

We invite you to visit our website at www.arbitration.fi to learn more about our
services.

THE FINLAND ARBITRATION INSTITUTE

Henrik Sajakorpi
Secretary General

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 21
Prof. Dr. Stefan Kröll
 1 (2)

Helsinki, 1 August 2024

Equatoriana RenPower Ltd.

Attention: Mr. Henry la Cour (CEO)
1 Russell Square
Oceanside
Equatoriana

By secure e-mail: h.lacour@equatoriana-renpower.eq

CASE NO. FAI MOOT 100/2024: GREENHYDRO PLC (MEDITERRANEO) / EQUATORIANA RENPOWER LTD.
(EQUATORIANA)

GreenHydro Plc filed a Request for Arbitration with the Finland Arbitration Institute on
31 July 2024 (the “Request”).

Pursuant to Article 6.2 of the Rules for Expedited Arbitration 2024 of the Finland
Chamber of Commerce (the “Rules”), the arbitration is deemed to have commenced on
31 July 2024.

Answer to the request for arbitration

Your Answer to the Request for Arbitration (the “Answer”) is due within 15 days of the
receipt of the Request for Arbitration (Article 8 of the Rules).

Please send your Answer by e-mail to info@arbitration.fi. We encourage the use of free
secure e-mail (https://secure.arbitration.fi/) instead of standard e-mail.

You may also send your Answer in hard copy to the postal address: The Finland
Arbitration Institute, P.O. Box 1000, FI-00101 Helsinki, Finland.

Procedure for appointment of the arbitral tribunal

The parties have not agreed on the procedure for the appointment of the arbitral
tribunal. Therefore, the arbitral tribunal shall be appointed in accordance with the
Rules.

However, the Institute takes note of the Claimant’s proposal in the Request regarding
the appointment of the arbitral tribunal should the arbitration be referred to the
Arbitration Rules 2024 of the Finland Chamber of Commerce (the “Arbitration Rules”).

Constitution of the arbitral tribunal

Pursuant to Article 18 of the Rules, the parties may jointly nominate the sole arbitrator
for confirmation within 10 days from the date on which the Claimant received the
Answer. Failing such nomination within the set time limit, the Board will appoint the

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 22
Prof. Dr. Stefan Kröll
 sole arbitrator.

2 (2)

Possible referral and appointment of the arbitral tribunal

In its Request, the Claimant has requested that the Arbitration Rules be applied instead
of the Rules.

Further, the Claimant has proposed that, if the Institute decides that the Arbitration
Rules be applied, the arbitral tribunal be composed of three members: one nominated
by each party and the presiding arbitrator appointed by the Institute.

The Claimant has nominated Mr. Narvin Aqua (Helsinki Crescent 3, Capital City,
Mediterraneo) as an arbitrator for confirmation by the Institute.

In your Answer, you are invited to comment on the following:

1. whether you agree with the Claimant’s request that the Arbitration Rules be
applied instead of the Rules.

2. whether you agree with the Claimant’s proposal that a three-member arbitral
tribunal should decide the dispute and the proposed method of appointment.

Pursuant to Article 10.2 of the Rules, where the parties agree on the application of the
Arbitration Rules, the arbitration may be referred to be conducted under the
Arbitration Rules prior to the confirmation of the arbitral tribunal.

If you agree with the Claimant’s request for referral and the Claimant’s proposal
concerning the arbitral tribunal and its appointment, you are required to nominate one
arbitrator (title, full name, and contact details) for confirmation in your Answer.

Counterclaim and set-off claim

If you file a counterclaim or set-off claim with your Answer, the counterclaim or set-off
claim must fulfill the requirements of Article 8.4 of the Rules.

Upon filing a counterclaim or set-off claim, you must pay a non-refundable Filing Fee
pursuant to Article 1 of Appendix II to the Rules. The Filing Fee constitutes a part of the
Administrative Fee and will be credited to your share of the advance on costs referred
to in Article 2 of Appendix II.

Please find the payment instructions on the Institute’s website at

http://arbitration.fi/arbitration/costs-of-arbitration/filing-fee/.

THE FINLAND ARBITRATION INSTITUTE

Adriana Aravena-Jokelainen
Legal Counsel

Enclosures: (Request for Arbitration; Rules for Expedited Arbitration 2024 of the Finland Chamber
of Commerce with enclosures; Arbitration Rules 2024 of the Finland Chamber of
Commerce (not reproduced)

CC: Advocate at the Court Joseph Langweiler

By secure e-mail: langweiler@lawyer.me

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 23
Prof. Dr. Stefan Kröll
JULIA CLARA FASTTRACK
Advocate at the Court
14 Capital Boulevard
Oceanside
Equatoriana
Tel. (0) 214 77 32 Telefax (0) 214 77 33
fasttrack@host.eq

By email and courier

The Arbitration Institute of the Finland
Chamber of Commerce Joseph Langweiler
P.O. Box 1000 Advocate at the Court
Fl-00101 Helsinki 75 Court Street
Finland Capital City
info@arbitration.fi Mediterraneo
Langweiler@lawyer.me

Mr. Narvin Aqua Mr. Carl Gustaf Synonoun

Helsinki Crescent 3 Väinämöinen Street 4
Capital City Oceanside
Mediterraneo Equatoriana
n.aqua@a-chambers.me cfsynonoun@adr-experts.com

14 August 2024

CASE NO. FAI MOOT 100/2024: GREENHYDRO PLC (MEDITERRANEO) / EQUATORIANA RENPOWER LTD.
(EQUATORIANA)

Dear Colleagues,

I hereby indicate that I represent RESPONDENT in the above-referenced arbitral proceedings. A

power of attorney is attached.

Please find enclosed RESPONDENT’s Answer to the Request for Arbitration, a copy of which
has been sent directly to CLAIMANT and the two party nominated arbitrators.

RESPONDENT agrees to communicate by email only. Emails may be sent to fasttrack@host.eq.

RESPONDENT nominates as its arbitrator Mr. Carl Gustaf Synonoun, Väinämöinen Street 4,
Oceanside, Equatoriana. Could you please take the necessary steps for his confirmation?
RESPONDENT agrees to CLAIMANT’s proposal that the FAI shall appoint the Presiding
Arbitrator.

Kind regards,

Julia Clara Fasttrack

Attachments:
Answer to the Request for Arbitration with Exhibits
Power of Attorney (not reproduced)
CV of Mr. Carl Gustaf Synonoun (not reproduced)

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 24
Prof. Dr. Stefan Kröll
JULIA CLARA FASTTRACK
Advocate at the Court
14 Capital Boulevard
Oceanside
Equatoriana
Tel. (0) 214 77 32 Telefax (0) 214 77 33fasttrack@host.eq

By email and courier

The Arbitration Institute of the Finland Joseph Langweiler
Chamber of Commerce Advocate at the Court
P.O. Box 1000 75 Court Street
Fl-00101 Helsinki Capital City
Finland Mediterraneo
info@arbitration.fi Langweiler@lawyer.me

Answer to the Request for Arbitration

(pursuant to Article 8 of the FAI-rules)
in the Arbitral Proceedings
Green Hydro Plc v. Equatoriana RenPower Ltd.

14 August 2024
Introduction

1. In its Request for Arbitration, Claimant summarizes the facts accurately as far as the dates are
concerned. Beyond that, the Request for Arbitration contains more wishful thinking than a
correct legal analysis.
2. The general attitude in which Claimant approaches its own obligations under the Purchase and
Service Agreement is evidenced by its blatant breach of the confidentiality of the Parties’
negotiations. It is just an example of Claimant’s general bad faith behavior and should in itself
already result in the rejection of the claims.

Facts

3. Following the announcement of its ambitious Green Energy Strategy, the government of
Equatoriana took several steps to ensure the implementation of the Strategy. Inter alia, the
planning and permission regimes for the necessary infrastructure to ensure the energy transition
were streamlined and necessary funding was made available. Equatoriana RenPower, as one of
the government’s primary vehicles to implement its Strategy, was charged with ensuring an
accelerated development of the green hydrogen infrastructure. In that context, it planned the
construction of three major facilities to produce hydrogen and asked for proposals from
interested producers.
4. At the time, there had been no local entity which would have been able to realize a project of
such magnitude in the field of hydrogen production as the main contractor. One of the
objectives of the tender processes was to develop the local industry active in the field of
renewable energy production through high local content requirements. Respondent’s main
negotiator, Ms. Johanna Ritter, informed the two remaining bidders with whom Respondent

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 25
Prof. Dr. Stefan Kröll
 conducted detailed negotiations about that objective and that the amount of local content was
a decisive criterion for the final selection (Respondent Exhibit R 1).
5. Claimant had in its bid promised a local content of at least 30% for the 100MW Plant via the
involvement of Volta Transformer and Volta Electrolysers. Furthermore, Respondent’s CEO
had informed Ms. Faraday that for the additional eAmmonia module, they were planning to use
the Equatorianian entity P2G as the main subcontractor, which was supposed to provide up to
80% of the overall necessary works and services. Internally, Respondent had always planned to
add eAmmonia production facilities to the plant. That the additional eAmmonia module was
structured as an option had primarily financial and fiscal reasons. At the time of contracting,
the necessary funding had not yet been authorized by the ministry, so that Respondent could
not yet enter into a binding agreement but had to wait for an authorization in the next fiscal
year.
6. That is the background against which Ms. Faraday made the concessions as to the exclusion of
the termination rights and the inclusion of the best endeavors clause. The concessions were
based on the wrong assumption that Claimant’s delivery would most likely contain close to 50%
of materials and services produced in Equatoriana. That was the impression Claimant had
created during the entire negotiation process, and which was maintained until the signing of the
Agreement. On 12 July 2023, Claimant’s chief negotiator for the entire project, Mr. August W.
Deiman, sent a carefully drafted email which further reinforced the impression that there would
most likely be close to 50% local content (Respondent Exhibit R 2).
7. By the time, Claimant was, however, already aware that the negotiations with P2G would most
likely fail. It was internally thinking about ways to formulate that in the negotiations
(Respondent Exhibit R 3).
8. After the conclusion of the Purchase and Service Agreement, Claimant’s CEO then informed
Ms. Faraday that the final contract for the eAmmonia option had not been concluded with P2G
but with Green Ammonia, a company located in Danubia (Claimant Exhibit C 4).
9. Respondent was shocked about this development but had to accept it. Upon the instruction of
Ms. Faraday, Ms. Ritter made that clear to Mr. Deiman and expressed the expectation that
Claimant would do its best to otherwise increase the local content. Furthermore, she
emphasized that through this development the Agreement would be under particular scrutiny
by the critical public. In light of that, she emphasized once more the importance of strict
compliance with timelines and budget to keep the project out of the discussion (Respondent
Exhibit R 1).
10. That became even more important following the changes in the government’s strategy to
alleviate the burden put on businesses in Equatoriana. Due to this change, only one of the three
green hydrogen projects originally planned was going to be realized.
11. Irrespective of that warning, Claimant immediately failed to meet the first milestone. On 1
February 2024, the final detailed plans were due. They were, however, only sent on 28 February
2024, and when they arrived, it became clear that they were not complete. They did not include
the planning for the eAmmonia module. Claimant tried to explain that with problems on the
side of its subcontractor which had not been able to deliver the plans in time.

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 26
Prof. Dr. Stefan Kröll
12. In the meantime, however, Respondent had largely lost trust in Claimant’s ability to realize the
project as originally planned. Thus, its new CEO was forced to terminate the project on 29
February 2024.
13. The correctness of the decision to terminate this project and not the other project already
contracted was later proven when criminal investigations were initiated against Mr. Deiman. He
had in the meantime become the CEO of Volta Transformer, the Equatorianian entity
responsible for delivering most of the local content. While Mr. Deiman was later acquitted,
there had been lots of negative press associated with the project, which would have made its
continuation more than difficult.

Legal Considerations

Jurisdiction and Procedure

14. Respondent nominates as its arbitrator Mr. Carl Gustaf Synonoun, Väinämöinen Street 4,
Oceanside, Equatoriana.
15. Respondent agrees to Claimant’s proposals that the FAI shall appoint the Presiding Arbitrator
as well as that the Arbitration Rules should be applied.
16. The Arbitral Tribunal lacks jurisdiction to decide the case. Compliance with the mediation
requirement is a condition precedent for the validity of the arbitration agreement or at least a
requirement for the admissibility of the claim and should guide the Arbitral Tribunal in
exercising its procedural discretion.
17. Claimant engaged in a blatant breach of the confidentiality of the negotiations between the
Parties. The drafting history of the Agreement leaves little doubt that the confidentiality
obligation in Article 15 of the FAI Mediation Rules in the present case also extends to all
negotiations preceding the mediation. Irrespective of that inherent confidentiality obligation,
Claimant has submitted Respondent’s without-prejudice offer in clear breach of the Parties’
agreement. To prevent Claimant from benefitting from this breach, the Arbitral Tribunal should
exclude Exhibit C 7 from the file and ensure that its reasoning is not influenced by information
contained in Exhibit C 7. Furthermore, the breach should be taken into account in any cost
decision. This is in line with the ongoing developments in Danubia (Respondent Exhibit R 4).

Substance

18. Claimant’s claims are devoid of any substance, as Respondent validly terminated the Agreement
with its Termination Letter of 29 February 2024.
19. Contrary to Claimant’s assertion, the relationship is governed by the Civil Code of Equatoriana
and not by the CISG. In Article 29 of the Agreement, the Parties have explicitly chosen the
“law of Equatoriana with the exception of its conflict of laws principles” as the governing law
and thereby clearly excluded the CISG. The clause is from the model contract used by
Equatorianian state entities for all their public procurement contracts and has to be seen against
the background of the procurement law. While the previous model explicitly provided for the
application of the CISG, that was changed in the new model contract to strengthen the role of
Equatorianian law (Respondent Exhibit R 1).

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 27
Prof. Dr. Stefan Kröll
20. Furthermore, the Agreement is anyway outside the CISG’s scope and sphere of application. It
was concluded as part of a reverse auction in the context of a public procurement process so
that Article 2 lit. b CISG excludes the application of the CISG. Moreover, the contract does
not constitute an international sales transaction. A considerable part of the Agreement consisted
of planning and engineering work to be done by Claimant, and most of the actual deliveries of
goods were made from its place of business in Equatoriana. Volta Transformer, while originally
still independent, was producing at the time nearly exclusively for Claimant and thus already
constituted a place of business of Claimant before its later formal acquisition by Claimant in
November 2023.
21. Under the Law of Equatoriana, Respondent, as a government entity, was entitled to terminate
the Agreement both for cause and for convenience, which it did with its Termination Letter of
29 February 2024.
22. Even if the CISG were applicable and the termination was invalid – which is not the case –
Claimant would not be entitled to specific performance. While specific performance is a remedy
foreseen in the CISG, it should not be ordered, in particular not against a government entity.
The Arbitral Tribunal should not interfere with the policy of a government. Furthermore,
specific performance should already be excluded as the central piece of evidence presented for
its submission that there would be no interference with the policy of the government is a
document which is not admissible. The without-prejudice offer made by Respondent during
the negotiation was protected by the confidentiality provision in the mediation rules.

Requests for Relief

23. In light of the above, Respondent requests the Arbitral Tribunal to make the following orders:

a. To declare that it has no jurisdiction to hear the case;

b. To exclude Claimant’s Exhibit C 7 from the file;
c. To reject the Claim; and
d. To order Claimant to bear the costs of this arbitration.

Julia Clara Fasttrack

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 28
Prof. Dr. Stefan Kröll
 RESPONDENT EXHIBIT R 1

Witness Statement of Johanna Ritter

1. I was born on 9 June 1966 and have been the Head of Contracting of Equatoriana RenPower
since 2016.
2. In that function, I had been in the lead for the tender process and the negotiations with the
remaining bidders until the final decision was made. I was subsequently supervising the
implementation of the Agreement.
3. From the beginning of the process, we had made clear to all bidders that for us the development
of local capacity had been an important issue.
4. Following the selection of the final two bidders and an initial meeting of the two CEOs, I had a
meeting with Claimant’s main negotiator Mr. Deiman in which we discussed the further process.
During that meeting, I specifically reemphasized the importance of the local content and Mr.
Deiman told me that they were doing their best to increase the share of locally produced goods
and services, beyond those provided by Volta Transformer. In one of the later meetings, Mr.
Deiman informed me about their discussion with a second supplier from Equatoriana for the
option of adding a module for the production of eAmmonia. That supplier was P2G. According
to the internal calculation he had shown me, as correctly stated by Mr. Cavendish in his witness
statement, the idea was that up to 80% of the works and deliveries for the eAmmonia Option
would be provided by P2G. Claimant would only do the planning and engineering part, which
would be around 20%. According to my recollection, the highlighted parts in the internal
calculation contained in Mr. Cavendish’s witness statement were the parts relevant for fulfilling
the local content requirement as to the delivery of materials.
5. Mr. Deiman came back to me several days later with further details as to the ongoing discussions.
I had the impression that there was a great likelihood that the contract with that supplier would
materialize.
6. Later, I learned from a friend involved in the subsequent criminal investigation against Mr.
Deiman that already in July 2023 Claimant considered it very unlikely to conclude the contract
with P2G. Apparently, Claimant had received a better offer from a supplier in Danubia and had
used its exaggerated quality concerns as a pretext to terminate the negotiations with P2G.
7. We had decided to use as the starting point for our negotiations with all bidders the “Model
Contract for the Purchase of Goods and Services by Equatorianian State Entities”, which we
included in the documents attached to our Request for Quotation. We were aware that the Model
might not fit entirely, as the project could probably not be realized on the basis of a sales
transaction. Nevertheless, we selected the Model for political purposes. The Model Contract had
been revised in 2022 by the Ministry of Justice. The revision occurred in the context of a larger
campaign by the ministry led by a minister from the Equatorianian National Party (ENP) “to
strengthen the role of Equatorianian Law and Equatoriana as a place of dispute resolution”.
Given that there had been considerable opposition to green hydrogen projects from within the
ENP, we tried to avoid any potential discussion about the issue of the templates used. We were,
however, aware that changes would be requested by the counterparties, and we were open to
discussion.

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 29
Prof. Dr. Stefan Kröll
8. That is what happened in relation to the dispute resolution clause of the Model Contract.
Claimant was not willing to accept the foreseen arbitration clause in favor of arbitration in
Equatoriana under the rules of the Equatorianian Arbitration Institution. Instead, it insisted on
arbitration under the rules of an institution in a third country where also the place of arbitration
should be. In the end, we agreed upon Claimant’s suggestion on mediation and arbitration under
the Rules of the Finish Arbitration Institute (FAI) and included their Model Clause in our
Agreement.
9. In Equatoriana, there is consistent case law that in case of a multi-tier clause providing first for
mediation and then for arbitration under the rule of an institution, the conduct of mediation is a
condition precedent for the jurisdiction of the arbitral tribunal. I think I also told Mr. Deiman
about that jurisprudence. I am, however, not entirely certain about that. Irrespective of that, I
definitively told him that we had a strong interest in an amicable settlement of disputes and
arbitration should only be the last resort to resolve disputes. That is the background to Mr.
Deiman’s explicit reference to the subsidiarity of arbitration in his email of 12 July 2023
(Responent Exhibit R 2)
10. Furthermore, given the political climate and the existing opposition to the new energy strategy,
we wanted to keep any potential dispute within the project out of the press. At the same time,
we did not want to press for a separate full-fledged confidentiality agreement for the resolution
of disputes, which, if leaked, could be misinterpreted as an effort by us to hide relevant
information from the public. Mr. Deiman reassured us that in case of disputes, the relevant rules
already provided for the necessary confidentiality. For me, it was clear that Article 15 of the
Mediation Rules should also extend to all negotiations preceding mediation.
11. The issue of applicable law had been one of the issues on the list which Mr. Cavendish sent Ms.
Faraday for their initial meeting after Claimant had been selected as one of the two bidders for
further negotiation. The issue was, however, not really addressed at that meeting or later. At the
initial meeting, Mr. Cavendish merely mentioned to Ms. Faraday that in a previous transaction
covering the sale of stacks, his head of the legal department had told him that for international
sales transactions, the CISG is the gold standard. As neither Mr. Cavendish nor Ms. Faraday are
lawyers, it was agreed that the issue should be left to the lawyers for discussion. There was no
further discussion on the issue. Instead, Claimant accepted the choice of law provision, which
had been taken directly from the 2022 version of the Model Contract. It had replaced an earlier
version of the Model Contract, which had explicitly provided for the application of the CISG for
all international sales transactions. During the negotiations, Mr. Deiman told me that they had
already used the then Model Contract in a previous transaction with another government entity
in 2020. As their experiences had been positive, he had no objections to using the Model Contract
as a starting point for the negotiations. Thus, I assume that Claimant was aware of the change to
the choice of law clause in the 2022 version.

Oceanside, 13 August 2024

Johanna Ritter

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 30
Prof. Dr. Stefan Kröll
 RESPONDENT EXHIBIT R 2

From: <deiman@greenhydro.me>
Sent: 12 July 2023, 10:25 a.m.
To: <johanna.ritter@equatoriana-renpower.eq>
Re: Local content

Dear Johanna,

Thank you for the good and frank discussion on the issue of local content last week.
As promised, I would like to update you on our discussions with P2G concerning the
eAmmonia module. We had a very good discussion with them and were initially impressed by
their proficiency and the production facilities. While the facilities would definitely need some
upgrades and the staff some additional training, we are confident that we may be able to
overcome the present quality concerns. In that case, we would most likely even arrive at a local
content of around 45% in case the option is exercised!
At the same time, we have also continued our negotiations with Volta Transformer and have
identified further parts which could be delivered by them via their subsidiary Volta Electrolyser
with some initial support from GreenHydro.
That means that I can assure you already now the local content for the initial 100 MW plant is
more than 30%, well above the minimum requirements, irrespective of how our promising
negotiations with P2G develop.

In relation to your concerns regarding the confidentiality of the foreseen ADR mechanisms
and the communications made therein, I would refer you to Article 15 of the Mediation Rules
and Articles 51 and 52 of the Arbitration Rules. The regulations contained therein should in my
view be sufficient to address your concerns as they ensure the needed confidentiality.
Furthermore, the FAI Model-Mediation Clause suggested by us clearly provides that the
Parties must first try to mediate their dispute before resorting to arbitration. Thus, arbitration
is only the last resort as you wished.

Kind regards,

August Wilhem Deiman (Head of Contracting)

GreenHydro plc
1974 Russell Avenue
Capital City
Mediterraneo
T: (0)146 9346355
Email: deiman@greenhydro.me

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 31
Prof. Dr. Stefan Kröll
 RESPONDENT EXHIBIT R 3

From: <h.smith@greenhydro.me>
Sent: 10 July 2023, 8:25 a.m.
To: <deiman@greenhydro.me>; <cavendish@greenhydro.me>
Re: Local content

Dear Poul,
Dear Wilhelm,

Coming back to your question about Wilhelm’s email to Johanna Ritter (Equ. RenPower), I had
a closer look at the law of Equatoriana concerning assurances and misrepresentations.

My understanding was that

• according to the RfQ local content is a relevant consideration for being awarded the
contract for the green hydrogen plant at Greenfield, Equatoriana;
• in your initial offer, you had mentioned a price of EUR 300 million for the entire
100MW plant (turnkey), of which EUR 200 million were for the electrolyser part of the
Agreement and EUR 100 million for the EPC part;
• the initial offer indicated that in the electrolyser part, materials and services in the
value of EUR 60-80 million would come from entities from Equatoriana (parts of
stacks/transformer and electrical equipment/packaging);
• for the eAmmonia module (EUR 100 million) you had been in negotiation with P2G
from Equatoriana, which originally looked very promising but had remaining quality
issues, and the price now speaks in favor of another supplier (Green Ammonia), which
would cover 80% of the works and deliveries to be done with just 20% of planning and
engineering done by GreenHydro; and
• you wanted to make sure with the draft of the email attached you would neither enter
into a binding commitment nor could be accused of misrepresentation if the contract
with P2G does not materialize due to the quality concerns and the price, which is not
unlikely.

I have checked that under all potentially applicable regimes and think that if you tone down
the draft a little bit concerning the likelihood that the contract may materialize, point out the
ongoing quality issues, and state that you are confident that we may be able to overcome
them, you should not engage in any misrepresentation or give actionable assurances.

Please find my drafting suggestions in red in the attached email.

Sincerely,

Heidi

Head of Legal Department

Admitted to the Bar in Mediterraneo

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 32
Prof. Dr. Stefan Kröll
 RESPONDENT EXHIBIT R 4

Vindobona Legal
| News | Business | Development |

23 January 2024
News from the Bar
Danubia The annual congress of the reporting about the work of the IBA Task
Danubian Bar Association ended yesterday Force on this topic, he gave a recent
with a clear request to the Danubian example of what he called a “serious
legislator for legislative action concerning disadvantage of the Danubian entities in
both issues which had been on this year’s international disputes”.
agenda, i.e., the protection of confidentiality So far, Danubia has no rules on legal
agreements in negotiations and ADR privileges protecting such documents from
proceedings as well as a clear regulation of disclosure. The mere provision that
the treatment of privileged communications communication between counsel and
between the legal profession and its clients. clients is to be kept confidential contained in
There is a widely held belief in the legal the ethical rules for lawyers cannot be
community that one of the major obstacles compared with the detailed rules on
to greater use of all modes of alternative privilege existing in other jurisdictions, such
dispute resolution methods in Danubia is as the US or those jurisdictions which have
the insufficient protection of the followed the American approach such as
confidentiality of negotiations either outside Equatoriana. From the reports of speakers
or within a mediation. Offers made in such from other jurisdictions, it seems that only
negotiation are regularly used and admitted in Mediterraneo the situation is comparable
as evidence in subsequent court or to that in Danubia. In her first reaction to the
arbitration proceedings by the other party requests, the minister of justice announced
to prove that the offeror was accepting part the formation of a working group to address
of the liability. As it is very difficult to both issues, which also in her view required
quantify the damages resulting from such a regulation to remedy the disadvantages of
behavior, there have been requests for the legal profession in Danubia and
legislative actions to efficiently protect the Danubian parties in disputes abroad.
confidentiality of the negotiations. The
proposals made range from statutory
penalties to rules excluding such documents
as suitable evidence in any form of binding
legal proceedings.
The second topic of legal privileges was
addressed prominently by Santtu Osiris, the
chief litigation counsel at Annubis,
Danubia’s largest company. In his keynote
on “Privileged information about privileges”
© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 33
Prof. Dr. Stefan Kröll
Joseph Langweiler
Advocate at the Court
75 Court Street
Capital City
Mediterraneo
Tel (0) 146 9845; Telefax (0) 146 9850
Langweiler@lawyer.me

14 August 2024
By email and courier
The Arbitration Institute of the Finland Chamber of Commerce
P.O. Box 1000
Fl-00101 Helsinki
Finland
info@arbitration.fi

Mr. Narvin Aqua Mr. Carl Gustaf Synonoun

Helsinki Crescent 3 Väinämöinen Street 4
Capital City Oceanside
Mediterraneo Equatoriana
n.aqua@a-chambers.me cfsynonoun@adr-experts.com

Dear Ms. Aravena-Jokelainen,

On behalf of my client, GreenHydro Plc, I object to Respondent’s transmission of Exhibit R 3 to the

party-nominated arbitrators and would request to remove that Exhibit from the file to be
transmitted to the Arbitral Tribunal or for the Arbitral Tribunal to exclude it and all information
contained therein from the proceedings.

The document was obtained most likely in the course of an illegal criminal investigation used by
the Government of Equatoriana, probably instigated by Respondent, to pressure Claimant into
settling the dispute on favorable terms for Respondent. The criminal investigation has in the
meantime been terminated and Mr. Deiman has been released and is cleared of all charges
(Claimant Exhibit C 8).

Claimant does not know how exactly the document confiscated by the prosecution authorities has
come into the possession of Respondent. It is, however, clear that it must have been by illicit
means, either through a leak in the public prosecution office or by inducing an employee of
Claimant to unlawfully disclose this highly confidential document.

The fact that Respondent nevertheless has sent it directly to the not-yet-appointed party-
nominated arbitrators shows an attitude which completely disregards any rules of procedural
fairness. For this reason alone, Respondent’s two procedural requests should be rejected.

At the same time, Claimant objects to the request for the exclusion of Exhibit C 7 from the file.
Respondent is 100% owned by the state of Equatoriana, which has not only signed the Mauritius
Convention on Transparency but has been one of the most vociferous supporters of absolute
transparency in the resolution of disputes affecting public interests. On several occasions,

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 34
Prof. Dr. Stefan Kröll
ministers of Equatorian have publicly declared that they would submit all their arbitration to the
UNCITRAL Rules of Transparency. It would be contrary to good faith in the sense of Art. 7
CISG if Respondent, as a state-owned company, could invoke confidentiality to exclude crucial
documents from the arbitral proceedings.

To expedite the proceedings, Claimant would also like to directly address Respondent’s bad faith
challenge to the jurisdiction of the Arbitral Tribunal. This submission constitutes the Claimant’s
final comment on the matter concerning the Arbitral Tribunal’s alleged lack of jurisdiction for the
consideration of the Finland Arbitration Institute when making its prima facie decision on
jurisdiction (Article 15 of the FAI-Rules).

First, mediation is not a condition precedent for the jurisdiction of the Arbitral Tribunal under the
FAI Arbitration Rules. Second, Mr. la Cour’s clear statement that a price reduction of 15% was a
kind of pre-condition of any further talks made clear that without such a price reduction, which
was obviously not acceptable for Claimant, mediation would have been a mere waste of time.
Thus, Respondent’s reliance on the mediation obligation is contrary to good faith and should be
rejected already for that reason alone.

Sincerely yours,

Joseph Langweiler

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 35
Prof. Dr. Stefan Kröll
 CLAIMANT EXHIBIT C 8

Witness Statement of August Wilhelm Deiman

1. I was born on 23 January 1970 and have since 1999 worked for Claimant in different functions.
My last position was the COO of Volta Transformer after they had been purchased by Claimant.
Before that, I had been the Head of Contracting at Claimant. In the latter function, I was involved
as the main negotiator on GreenHydro’s side in the conclusion of the Agreement.
2. Following the acquisition of Volta Transformer in November 2023 by GreenHydro and my
promotion to the COO of the latter, I have moved to Equatoriana. As the Agreement with
GreenHydro was the most important individual contract of Volta Transformer making up 70%
of its production capacities, I had all the information potentially relevant for the contract on my
laptop. That also included my personal notes and other documents in relation to the negotiations
between Claimant and Respondent resulting in the conclusion of the Agreement.
3. On 28 April 2024, i.e., before the negotiations failed, I had a discussion with Mr. la Cour in which
he raised serious allegations against me, Mr. Cavendish, and Ms. Faraday concerning the
conclusion of the Agreement. He informed me that, should there be no amicable settlement, he
would hand over that information to the prosecution office for an investigation.
4. I immediately reported that back to Mr. Cavendish to whom the message was objectively directed.
He told me not to worry and promised to contact Mr. la Cour.
5. Two weeks later, the police raided my office, confiscated all my documents, and detained me for
two days in prison, allegedly “to prevent me from interfering with their investigation”. After my
release, my passport was withdrawn, and I was requested to report daily to the police.
6. In the end, those investigations were terminated after 1 month without any result, and the
documents were returned to me.
7. Considering that experience, I decided to leave Equatoriana until the end of this arbitration. I
can assure you that I have never shown the document presented as Respondent’s Exhibit R 3 to
anyone from Respondent’s side or their lawyers’ team or have otherwise made it accessible to
them. I can only speculate that they received it from the investigators directly. Already in our
discussions, Mr. la Cour mentioned his very close contact with the prosecution office.
8. The only other, but less likely, option is that someone in my office had provided Respondent or
the state authorities with confidential and privileged information.

Capital City, 12 August

August Wilhelm Deiman

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 36
Prof. Dr. Stefan Kröll
 1 (2)

Helsinki, 15 August 2024

Advocate at the Court Joseph Langweiler

75 Court Street
Capital City
Mediterraneo

By secure e-mail: langweiler@lawyer.me

Advocate at the Court Julia Clara Fasttrack

14 Capital Boulevard
Oceanside
Equatoriana

By secure e-mail: fasttrack@host.eq

CASE NO. FAI MOOT 100/2024: GREENHYDRO PLC (MEDITERRANEO) / EQUATORIANA RENPOWER LTD.
(EQUATORIANA)

The Finland Arbitration Institute confirms the receipt of Equatoriana RenPower Ltd.’s
Answer to the Request for Arbitration dated 14 August 2024 (the “Answer”), and of
GreenHydro Plc’s letter dated 14 August 2024 with enclosure, both enclosed to this
letter.

Respondent’s objection to jurisdiction

In the Answer, in paragraph 16, the Respondent has filed the following objection to
jurisdiction:

“16. The Arbitral Tribunal lacks jurisdiction to decide the case. The compliance
with the mediation requirement is a condition precedent for the validity of
arbitration agreement or at least a requirement for the admissibility of the
claim and should guide the Arbitral Tribunal in exercising its procedural
discretion.”

The Institute notes that the Claimant has already commented on the Respondent’s
objection to jurisdiction in its letter dated 14 August 2024. The Institute does not expect
additional comments from the parties on this issue.

Constitution of the arbitral tribunal

In the Answer, the Respondent agrees with the Claimant’s proposal that the arbitral
tribunal be composed of three members: one nominated by each party and the
presiding arbitrator appointed by the Institute.

The Respondent has nominated Mr. Carl Gustaf Synonoun (Väinämöinen Street 4,
Oceanside, Equatoriana) as an arbitrator for confirmation by the Institute.

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 37
Prof. Dr. Stefan Kröll
 2 (2)

Possible referral of the arbitration to be conducted under the arbitration rules

In the Answer, the Respondent agrees with the Claimant’s request that the Arbitration
Rules 2024 of the Finland Chamber of Commerce (the “Arbitration Rules”) be applied
instead of the Rules for Expedited Arbitration 2024 of the Finland Chamber of
Commerce (the “Rules”).

Decisions to be made by the Board of the Finland Arbitration Institute

The matter will be referred to the Institute’s next international board meeting to be
held on 27 August 2024, where two decisions will be made:

1. Decision on jurisdiction (Article 15 of the Rules); and

2. If the arbitration is allowed to proceed, the decision on the referral of the
arbitration to be conducted under the Arbitration Rules (Article 10 of the Rules).

Claimant’s request for exclusion of Respondent’s Exhibit R 3 from the case file

In its letter dated 14 August 2024, the Claimant has requested that the Respondent’s
Exhibit R 3 not be transmitted to the arbitral tribunal for the reasons stated in it.

The Institute notes that the case file will be transmitted, including all exhibits submitted
by the parties, to the arbitral tribunal in accordance with the applicable arbitration
rules, whether it be the Rules (Article 24) or the Arbitration Rules (Article 25). Pursuant
to both sets of arbitration rules, it is for the arbitral tribunal to determine the
admissibility, relevance, materiality, and weight of the evidence.

THE FINLAND ARBITRATION INSTITUTE

Adriana Aravena-Jokelainen
Legal Counsel

Enclosures: - Answer to the Request for Arbitration with enclosures (not reproduced)
- Claimant’s letter dated 14 August 2024 with enclosure (not reproduced)

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 38
Prof. Dr. Stefan Kröll
 1 (2)

Helsinki, 27 August 2024

Advocate at the Court Joseph Langweiler

75 Court Street
Capital City
Mediterraneo

By secure e-mail: langweiler@lawyer.me

Advocate at the Court Julia Clara Fasttrack

14 Capital Boulevard
Oceanside
Equatoriana

By secure e-mail: fasttrack@host.eq

CASE NO. FAI MOOT 100/2024: GREENHYDRO PLC (MEDITERRANEO) / EQUATORIANA RENPOWER LTD.
(EQUATORIANA)

Reference is made to our earlier correspondence on the above-referenced matter.

Decisions made by the Board of the Finland Arbitration Institute

At its meeting held today, 27 August 2024, the Board of the Finland Arbitration Institute
decided as follows:

1. Decision on jurisdiction (Article 15 of the Rules for Expedited Arbitration 2024 of

the Finland Chamber of Commerce, the “Rules”)

The Board decided that the arbitration shall be allowed to proceed because it is
prima facie satisfied that an arbitration agreement under the Rules that binds the
parties may exist.

2. Decision on Referral (Article 10 of the Rules)

The Board decided that, as both parties agree on the application of the Arbitration
Rules 2024 of the Finland Chamber of Commerce (the “Arbitration Rules”) instead
of the Rules, the arbitration should be conducted under the Arbitration Rules.

Constitution of the arbitral tribunal

The parties have agreed in their submissions that the arbitral tribunal be composed of
three members: one nominated by each party and the presiding arbitrator appointed
by the Institute.

The Claimant has nominated Mr. Narvin Aqua (Helsinki Crescent 3, Capital City
Mediterraneo) as an arbitrator for confirmation by the Institute.

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 39
Prof. Dr. Stefan Kröll
 2 (2)

The Respondent has nominated Mr. Carl Gustaf Synonoun (Väinämöinen Street 4,
Oceanside, Equatoriana) as an arbitrator for confirmation by the Institute.

The Institute will proceed to contact the party-nominated arbitrators and will transmit
their Arbitrator’s Statements to the parties in accordance with Article 21.3 of the
Arbitration Rules upon their receipt. The parties will be granted an opportunity to
submit comments on the Arbitrator’s Statements or object to the confirmation of the
arbitrators within a set time limit. After the expiry of the time limit, the Institute will
decide on the confirmation of the party-nominated arbitrators.

Upon confirmation of the party-nominated arbitrators, the Institute will refer the
matter to the Board for the appointment of the presiding arbitrator.

THE FINLAND ARBITRATION INSTITUTE

Adriana Aravena-Jokelainen
Legal Counsel

(NB: Certain communications concerning the arbitrators, such as the Arbitrator’s

Statements, as well as confirmations of receipt for parties’ filings, are not included
herein (in The Problem) but are available for download in PDF format at
www.arbitration.fi.)

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 40
Prof. Dr. Stefan Kröll
 1 (1)

Helsinki, 6 September 2024

Advocate at the Court Joseph Langweiler

75 Court Street
Capital City
Mediterraneo

By secure e-mail: langweiler@lawyer.me

Advocate at the Court Julia Clara Fasttrack

14 Capital Boulevard
Oceanside
Equatoriana

By secure e-mail: fasttrack@host.eq

CASE NO. FAI MOOT 100/2024: GREENHYDRO PLC (MEDITERRANEO) / EQUATORIANA RENPOWER LTD.
(EQUATORIANA)

Reference is made to our earlier correspondence on the above-referenced matter.

Constitution of the arbitral tribunal

Confirmation of the party-nominated arbitrators

The Finland Arbitration Institute notes that the parties have neither submitted
comments on Messrs Narvin Aqua’s and Carl Gustaf Synonoun’s Arbitrator’s Statements
nor objected to their confirmation as arbitrators within the set time limit.

Consequently, on 5 September 2024, the Institute decided to confirm Messrs Narvin

Aqua and Carl Gustaf Synonoun as co-arbitrators.

Appointment of the presiding arbitrator

The parties have agreed in their submissions that the presiding arbitrator be appointed
by the Institute.

The Institute will proceed to appoint the presiding arbitrator at its next international
board meeting to be held on 16 September 2024. The decision will be informed to the
parties in due course.

THE FINLAND ARBITRATION INSTITUTE

Adriana Aravena-Jokelainen
Legal Counsel

CC: Co-arbitrator Mr. Narvin Aqua

By secure e-mail: n.aqua@a-chambers.me
Co-arbitrator Mr. Carl Gustaf Synonoun
By secure e-mail cfsynonoun@adr-experts.com

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 41
Prof. Dr. Stefan Kröll
 1 (3)

Helsinki, 20 September 2024

Advocate at the Court Joseph Langweiler

75 Court Street
Capital City
Mediterraneo

By secure e-mail: langweiler@lawyer.me

Advocate at the Court Julia Clara Fasttrack

14 Capital Boulevard
Oceanside
Equatoriana

By secure e-mail: fasttrack@host.eq

CASE NO. FAI MOOT 100/2024: GREENHYDRO PLC (MEDITERRANEO) / EQUATORIANA RENPOWER LTD.
(EQUATORIANA)

Constitution of the arbitral tribunal

Appointment of the presiding arbitrator

At its meeting held on 16 September 2024, the Board of the Finland Arbitration Institute
appointed Prof. Dolores Greenhouse as presiding arbitrator, who has accepted the
appointment.

Enclosed please find Prof. Dolores Greenhouse’s Arbitrator’s Statement and CV.

The parties may comment on the Arbitrator’s Statement or object to the confirmation
of the arbitrator by submitting a written statement to the Institute on or before 25
September 2024 (Article 21.3 of the Arbitration Rules 2024 of the Finland Chamber of
Commerce, the “Rules”).

Please submit your statement, if any, by e-mail to info@arbitration.fi.

Upon receipt of the parties’ comments or expiry of the set time limit, the Institute will
decide on the confirmation of the presiding arbitrator (Article 22 of the Rules).

Decision on global advance on costs

On 20 September 2024, the Institute decided to fix a global advance on costs in the
amount of EUR 900,000.00.

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 42
Prof. Dr. Stefan Kröll
 2 (3)

The global advance on costs is to be paid in equal shares by the parties as follows:

− The Claimant shall pay its share of the advance on costs in the amount of EUR
447,000.00. The Filing Fee paid by the Claimant (EUR 3,000.00) has been deducted
from the Claimant’s share of the advance on costs.

− The Respondent shall pay its share of the advance on costs in the amount of EUR
450,000.00.

The advance on costs is intended to cover the costs of the arbitration referred to in
Article 49.2 (a)-(d) of the Rules.

Payment of the global advance on costs

The parties are requested to pay the advance on costs on or before 25 September 2024
to the bank account of the Finland Chamber of Commerce (VAT 0%, exempt financial
services, Section 41 of the Finnish Value Added Tax Act).

Bank account details of the Finland Chamber of Commerce:

Bank: OP Corporate Bank plc

BIC/SWIFT Code: OKOYFIHH

IBAN: FI84 5789 5420 1165 48

Beneficiary: Finland Chamber of Commerce

Reference: Please include as reference "Claimant’s share of the

advance on costs in Case No. FAI MOOT 100/2024” or
“Respondent’s share of the advance on costs in Case No. FAI
MOOT 100/2024”.

If a party fails to pay its part of the advance on costs, the Institute shall give the other
party an opportunity to pay the unpaid part on behalf of the defaulting party within the
set time limit. If the other party makes such payment, the arbitral tribunal may, at the
request of that party, issue a separate award for reimbursement of the payment in
accordance with Article 45(a) of the Rules.

In the event that any part of the advance on costs remains unpaid, the Institute may
terminate the proceedings or treat the claim for which the advance on costs has
remained unpaid as withdrawn (Article 2.7 of Appendix II to the Rules).

The Institute will transmit the case file to the arbitral tribunal as soon as the presiding
arbitrator has been confirmed and the advance on costs has been paid in full (Article
25 of the Rules).

The Institute will pay the costs of the arbitration from the advance on costs after the
arbitral tribunal has rendered the final award, consent award, or order for the
termination of the arbitration (Article 50.3 of the Rules).

Upon a reasoned request of the arbitral tribunal, the Institute may draw on the advance
on costs to cover the costs of the arbitration during the arbitral proceedings as referred
to in Article 50.4 of the Rules.

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 43
Prof. Dr. Stefan Kröll
 3 (3)

Adjustment of the advance on costs

The Institute may adjust the amount of the advance on costs and order any party to
pay further advances on costs, at any time during the proceedings to take into account
fluctuations in the amount in dispute, changes in the amount of the estimated expenses
of the arbitral tribunal, the evolving complexity of the arbitration, or other relevant
circumstances.

The arbitral tribunal shall promptly inform the Institute of any changes that may affect
the amount of the advance on costs, such as an increase of the amount in dispute or
the scope or complexity of the case (Article 2.6 of Appendix II to the Rules).

Role of the Finland Arbitration Institute as payment intermediary

The Institute acts only as a payment intermediary when paying the costs of the
arbitration from the advance on costs. The responsibility for costs and taxes remains
with the parties.

The amounts paid as advances on costs do not yield interest for the parties or the
arbitrators (Article 2.12 of Appendix II to the Rules).

THE FINLAND ARBITRATION INSTITUTE

Adriana Aravena-Jokelainen
Legal Counsel

Enclosures: - Prof. Dolores Greenhouse’s Arbitrator’s Statement and CV (not reproduced)

CC: Co-arbitrator Mr. Narvin Aqua

By secure e-mail: n.aqua@a-chambers.me

Co-arbitrator Mr. Carl Gustaf Synonoun

By secure e-mail: cfsynonoun@adr-experts.com

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 44
Prof. Dr. Stefan Kröll
 1 (3)

Helsinki, 27 September 2024

Presiding Arbitrator
Prof. Dolores Greenhouse
Via Jean Sibelius 812
1011 Vindobona
Danubia

By secure e-mail: dg@greenhouse-arbitration.com

Co-arbitrator
Mr. Narvin Aqua
Helsinki Crescent 3
Capital City
Mediterraneo

By secure e-mail: n.aqua@a-chambers.me

Co-arbitrator
Mr. Carl Gustaf Synonoun
Väinämöinen Street 4
Oceanside
Equatoriana

By secure e-mail: cfsynonoun@adr-experts.com

Counsel for the Claimant

Advocate at the Court Joseph Langweiler
75 Court Street
Capital City
Mediterraneo

By secure e-mail: langweiler@lawyer.me

Counsel for the Respondent

Advocate at the Court Julia Clara Fasttrack
14 Capital Boulevard
Oceanside
Equatoriana

By secure e-mail: fasttrack@host.eq

CASE NO. FAI MOOT 100/2024: GREENHYDRO PLC (MEDITERRANEO) / EQUATORIANA RENPOWER LTD.
(EQUATORIANA)

Constitution of the arbitral tribunal

Confirmation of the presiding arbitrator

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 45
Prof. Dr. Stefan Kröll
 2 (3)

The Finland Arbitration Institute notes that the parties have neither submitted
comments on Prof. Dolores Greenhouse’s Arbitrator’s Statement nor objected to her
confirmation as arbitrator within the set time limit.

Consequently, on 26 September 2024, the Institute decided to confirm Prof. Dolores

Greenhouse as the presiding arbitrator.

Advance on costs

On 20 September 2024, the Institute decided to fix a global advance on costs in the
amount of EUR 900,000.00.

The parties have paid the full amount of the advance on costs in equal shares.

Transmission of the case file to the arbitral tribunal

The Institute hereby transmits the case file, including all exhibits submitted by the
parties, to the arbitral tribunal (Article 25 of the Arbitration Rules 2024 of the Finland
Chamber of Commerce, the “Rules”).

Adjustment of the advance on costs

The Institute may adjust the amount of the advance on costs and order any party to pay
further advances on costs, at any time during the proceedings to take into account
fluctuations in the amount in dispute, changes in the amount of the estimated expenses
of the arbitral tribunal, the evolving complexity of the arbitration, or other relevant
circumstances.

The arbitral tribunal shall promptly inform the Institute of any changes that may affect
the amount of the advance on costs, such as an increase of the amount in dispute or
the scope or complexity of the case (Article 2.6 of Appendix II to the Rules).

Time limit for the final award

Pursuant to the Rules, the final award shall be rendered within nine (9) months from
the date on which the arbitral tribunal receives the case file from the Institute.

The case file is deemed to have been received on the day the arbitral tribunal has
received it or it would normally have had received it given the means of transmission.
The case file is therefore deemed to have been received on 27 September 2024.

Consequently, the time limit for the rendering of the final award is 30 June 2025.

Documents to be submitted to the Finland Arbitration Institute

The arbitral tribunal must submit the following documents to the Institute without
delay:

− the procedural timetable in electronic format (Article 31.4 of the Rules);

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 46
Prof. Dr. Stefan Kröll
 3 (3)

− any separate award rendered in the case in PDF and Word formats as well as in
original copy (Article 43.3 of the Rules); and

− final award, order for the termination of the proceedings, or consent award in PDF
and Word formats as well as in original copy (Article 43.3 and 46.3 of the Rules).

In addition, the arbitral tribunal may be requested to submit other documents to the
Institute.

Costs of the arbitration to be determined by the Institute

Before rendering the final award, consent award, or order for the termination of the
arbitration, the arbitral tribunal shall request that the Institute determine the Institute’s
administrative fees and expenses, and the arbitral tribunal’s fees and expenses. The
arbitral tribunal shall verify which expenses may be reimbursed in accordance with the
Arbitrator’s Guidelines.

The arbitral tribunal shall include in the final award, consent award, or order for the
termination of the arbitration the costs of the arbitration as finally determined by the
Institute (Article 49.3 of the Rules).

THE FINLAND ARBITRATION INSTITUTE

Adriana Aravena-Jokelainen
Legal Counsel

Enclosures: Case file (not reproduced)

Arbitration Rules 2024 of the Finland Chamber of Commerce (not reproduced)
Arbitrator’s Guidelines (not reproduced)
Note on the Use of a Secretary (not reproduced)
FAI Tax Guidelines (not reproduced)
FAI Award Checklist (not reproduced)

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 47
Prof. Dr. Stefan Kröll
 Prof. Dolores Greenhouse
Via Jean Sibelius 812
1011 Vindobona
Danubia

By email and courier

Joseph Langweiler
Advocate at the Court
75 Court Street
Capital City
Mediterraneo

Julia Clara Fasttrack

Advocate at the Court
14 Capital Boulevard
Oceanside
Equatoriana

cc. n.aqua@a-chambers.me; cfsynonoun@adr-experts.com

CASE NO. FAI MOOT 100/2024: GREENHYDRO PLC (MEDITERRANEO) /

EQUATORIANA RENPOWER LTD. (EQUATORIANA)

27 September 2024

Dear Colleagues,

Taking into account your communicated availability, the Arbitral Tribunal would like to discuss
with you in a TelCo on 10 October 2024 the further conduct of the proceedings.

Kind regards,

For the Arbitral Tribunal

Presiding Arbitrator
Prof. Dolores Greenhouse

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 48
Prof. Dr. Stefan Kröll
 Prof. Dolores Greenhouse
Via Jean Sibelius 812
1011 Vindobona
Danubia

By email and courier

Joseph Langweiler
Advocate at the Court
75 Court Street
Capital City
Mediterraneo

Julia Clara Fasttrack

Advocate at the Court
14 Capital Boulevard
Oceanside
Equatoriana

cc. n.aqua@a-chambers.me; cfsynonoun@adr-experts.com

CASE NO. FAI MOOT 100/2024: GREENHYDRO PLC (MEDITERRANEO) /

EQUATORIANA RENPOWER LTD. (EQUATORIANA)

11 October 2024

Dear Colleagues,

The Arbitral Tribunal appreciates your cooperation during yesterday’s TelCo.

Please find attached Procedural Order No. 1 which is based on the discussion during the TelCo.

Kind regards,

For the Arbitral Tribunal

Prof. Dolores Greenhouse

Presiding Arbitrator

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 49
Prof. Dr. Stefan Kröll
 PROCEDURAL ORDER NO. 1
of 11 October 2024

in the Arbitral Proceedings FAI MOOT 100/2024

Green Hydro Plc. v. Equatoriana RenPower Ltd.

I. Following the receipt of the file, the Arbitral Tribunal held a telephone conference with both
Parties on 10 October 2024 to discuss the further conduct of the proceedings.

II. The Arbitral Tribunal takes note of the fact that in the telephone conference of 10 October
2024, both Parties agreed:
• to conduct the proceedings based on the 2024 FAI Arbitration Rules; and
• to limit the first phase of the arbitral proceedings to the procedural questions and
questions as to the law to be applied to the merits.

III. In the light of these agreements and considerations, the Arbitral Tribunal hereby makes the
following orders:

1. In their next submissions and at the Oral Hearing in Vindobona (Hong Kong), the Parties
are required to address the following issues:

a. Should the Arbitral Tribunal reject the claim for lack of jurisdiction or admissibility
or as part of its discretion?
b. Should the Arbitral Tribunal order the exclusion of the documents Exhibits C 7 and
R 3?
c. Is the CISG applicable to the Agreement?
d. If so, have the Parties validly excluded its application?

The Parties are free to decide in which order they address the various issues. No further
questions going to the merits of the claims should be addressed at this stage of the
proceedings, in particular no questions relating to the remedies requested and their
availability. The Arbitral Tribunal reserves the right to raise them at a later stage should it
consider that opportune in light of the Parties’ submissions.

2. For their submissions the following Procedural Timetable applies:

a. CLAIMANT’s Submission: no later than 12 December 2024;

b. RESPONDENT’s Submission: no later than 30 January 2025.

3. The submissions are to be made in accordance with the Rules of the Moot agreed upon at
the telephone conference.

4. It is undisputed between the Parties that Equatoriana, Mediterraneo, and Danubia are
Contracting States of the CISG and Member States of the New York Convention. The
general contract law of Mediterraneo and Danubia is a verbatim adoption of the
UNIDROIT Principles on International Commercial Contracts. Equatoriana has included
a provision in Art. 7.3 that governmental entities may always terminate contracts which have
been concluded in the pursuance of a particular strategy if the government has changed the
© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 50
Prof. Dr. Stefan Kröll
 strategy. In these cases, the counterparty has to be reimbursed for the costs incurred in
connection with the contract.

All countries have adopted the UNCITRAL Model Law on International Commercial
Arbitration with the 2006 amendments (Article 7 – Option 1).

5. There is consistent jurisprudence in all the countries concerned that in sales contracts
governed by the CISG, the latter also applies to the conclusion and interpretation of the
arbitration clause contained in such contracts, in so far as the applicable arbitration law does
not contain any conflicting provisions.

6. In the event that Parties need further information, Requests for Clarification must be made
in accordance with para. 29 of the Rules of Moot no later than 1 November 2024 via their
online party (team) account. No team is allowed to submit more than ten questions.

7. Where an institution is participating in both Hong Kong and Vienna, the Hong Kong team
should submit its questions together with those of the team participating in Vienna via the
latter’s account on the Vis website.

Clarifications must be categorized as follows:

(1) Questions relating to the Parties involved and their business.

(2) Questions relating to negotiation, drafting, and conclusion of the Purchase and
Service Agreement including the dispute resolution clause.
(3) Questions relating to the distribution of tasks between Claimant, Volta Transformer,
P2G, and Green Ammonia.
(4) Questions relating to the Parties’ obligations concerning the green hydrogen plant.
(5) Questions relating to the Parties’ obligations concerning the two options.
(6) Questions concerning the negotiation between the Parties after the Termination
Letter.
(7) Questions relating to the investigations against Mr. Deiman and the Exhibit R 3.
(8) Questions concerning the applicable laws and rules.
(9) Other questions.

IV. Both Parties are invited to attend the Oral Hearing scheduled for 11 – 17 April 2025 in
Vindobona, Danubia (30 March – 6 April in Hong Kong). The details concerning time and
venue will be provided in due course.

Vindobona, 11 October 2024

For the Arbitral Tribunal

Prof. Dolores Greenhouse

Presiding Arbitrator

© Association for the Organisation and Promotion of the Willem C. Vis International Commercial Arbitration Moot 51
Prof. Dr. Stefan Kröll