The Vair Companies
Asset Management Excellence: Mastering Operations and Maintenance Model Parameters

Part 1 – Project Modeling Versus Asset Management
  • Asset Management transcends modeling expertise
  • Tangible profitability value of drilling down into O&M model entries
  • Lofty model expectations, like continuous cash flow, often derailed by O&M realities
Part 2 – Asset Manager's Role in O&M Contractor Selection
  • Bottom line risks inherent in long term and short term solutions
  • Quantifying low cost versus low risk approaches
  • Downside of selecting OEM O&M providers
  • Employing a realistic O&M pricing approach
Part 3 – Critical Selection of O&M Organization
  • Up front analysis of self operation versus hiring O&M Contractor essential
  • Selection of General Manager and Chief Engineer and appropriate roles for each
  • Consequences to Asset Manager and stakeholders of key position selections
  • Importance of an off-site O&M support structure
Part 4 – Personal Liability of Asset Manager
  • Potential employment and career jeopardy
  • Utilization of corporate indemnification
  • Personal liability in lawsuits and arbitration proceedings
  • Necessity of Directors and Officers insurance
Part 5 – Successful Negotiation of O&M Contracts
  • Asset Managers role in O&M contract negotiations
  • Understanding local requirements where asset is located
  • Implications of workers' union
  • Structuring effective exit position for equity and debt interests
  • Determining optimal payment structure (cost plus, fixed fee, fixed price, hybrid)
  • Taking negotiation advantage of differing Banking and Contractor perspectives
  • Structuring Effective Performance Guarantee and Bonus Schemes
  • Ensuring Responsibilities and Accountabilities are clearly defined
  • Recognizing and countering O&M Contractor gamesmanship
  • Right pricing long term O&M agreements even when historical data is scarce
Part 6 – Understanding Key O&M Contract Provisions
  • Ultimate liability for planned and unplanned maintenance from different perspectives
  • Proper allocation of inflation, currency and lost profits risk among the players
  • Yielding concessions for limiting contractor's consequential damage liability
  • Structuring equitable payment and payment guarantee terms
  • Promoting minimum guarantees for production
  • Clearly defining terms used in O&M and related contracts (e.g. PPA and O&M)
  • Appropriate utilization of insurance to limit project O&M liability
Part 7 – Recognizing Embedded Cash Flow Risks in Commissioning-to-Operations Hand-off
  • Establishing and managing construction deficiency list
  • Using due diligence checklist to manage transition from construction to operation
  • Understanding from shareholder standpoint the overlap between operation and construction phases
  • Establishing contractual test protocol for civil, mechanical and electrical completion
  • Ensuring compliance with local and country regulations
  • Determining who is in charge of hand-off and who should be
  • Understanding the natural conflict between revenue generation and project completion from equity and debt perspectives
  • Anticipating confusion over Warranty coverage, management and disruption of project
  • Handling the inevitable tension between diverse contracting entities and cash flow concerns
Part 8 – Ingredients of a Well Managed O&M Program
  • Preparing Operating Plans and Budget Implementation
  • What Asset Managers should look for when walking around (focus on safety, environmental management system, strategic spares, proper logs, attitude, housekeeping, tools, visual systems)
  • Owners should garner working leaders with an attitude of continuous improvement
  • Understanding the impact to the owner's objectives (with reward and recognition)
  • How to mandate effective policies and procedures coupled with training
  • Employ functional CMMS (Computer Maintenance Management System)
  • Establish key performance indicators (KPIs)
  • The value of good Fuel management and Plant Chemistry
  • The critical importance of Documentation
Part 9 – Importance of O&M Reporting
  • O&M reports the Asset Manager should demand
  • Informed monitoring of project performance, administrative, safety, environmental and security issues by Asset Manager
  • Variance trends that should raise "red flags" with debt and equity interests
  • Maintaining strict vigilance over unplanned maintenance and extraordinary expenses
  • Audits, statutory reports and Continuous Improvement are windows on project vitality for Asset Managers
Part 10 – When Acts of God and Others Interfere With Project Cash Flows and Shareholder Profits
  • Appreciation for the legal concept of Force Majeure and what is included
  • Application and negotiation of Force Majeure principles from varying perspectives
  • Who bears the risk of Force Majeure Event and who should?
  • Critical importance of business interruption insurance to shareholders
Part 12 – Why Projects Fail to Operate Correctly
  • Force Majeure events can quickly destroy model expectations
  • How equipment and infrastructure failures impact project profitability
  • Failure of key vendors to perform can devastate project
  • Key customer(s) actions can affect bottom line in numerous ways
  • Picking up the tab in the "blame game"
  • Unanticipated failures should be expected
  • Inadequate Performance Management is unacceptable to debt and equity interests
Part 12 – Protecting Cash Flow During Operational Failures
  • Understanding the role of Asset Managers in failure scenarios
  • Owners must quantify, stabilize, remediate and adjust
  • Establishment of proactive prevention program by shareholders
  • Necessary modifications to the project model
Part 13 – Smart Resolution of Business Disputes
  • Relative benefits and drawbacks of arbitration and litigation
  • Necessary compromises to achieve dispute resolution agreement
  • Hidden costs of arbitration/litigation
  • Why "home turf" matters to Asset Managers and owners
Part 14 – Avoiding Foreign Corrupt Practices
  • Understanding Foreign Corrupt Practices Act in O&M from shareholder context
  • Corporate and personal liability of Asset Manager
  • Avoidance and reporting imperatives
Part 15 – When Shareholders Should Change O&M Contractors
  • How owners should decide when change is needed
  • Effective handover techniques which maintain Responsibility and Control
  • Pitfalls equity and debt interests need to watch for
Part 16 – Optimizing O&M Asset Management
  • Maintain visible project presence
  • Make O&M contract work for equity interests
  • Understand and use the differing motivational interests of owners, bankers and contractors
  • Treat the project model as "living" O&M tool