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Lawyers, other representatives, expert(s), tribunal’s secretary

Final Award

LIST OF DEFINED TERMS

Additional Hearing The hearing for closing arguments that took place on 21 January 2020
Appendix A Appendix A, "Scope of Supply," to the Equipment Contract (Exhibit C-770) (Exhibit R-17)
BHGE Baker Hughes Company (f/k/a Baker Hughes, a GE Company)
BHGE Entities BHGE and BHGE LLC
BHGE LLC Baker Hughes Holdings LLC (f/k/a Baker Hughes, a GE Company LLC)
Chart Chart Industries Inc. and Chart Energy and Chemicals Inc.
Claimants' First Post-Hearing Brief Claimants' Post-Hearing Submission, of 3 March 2020
Claimants' Second Post- Claimants' Reply to Respondents' First Post-Hearing Brief, of 8
Hearing Brief May 2020
Claimants' CostSubmission Claimants' Submission on Fees and Costs of 29 May 2020
Contracts The Equipment Contract and the Services Agreement
Counterclaimants GEOG and GE Nigeria
Cs' PHB1 Claimants' First Post-Hearing Brief
Cs' PHB2 Claimants' Second Post-Hearing Brief
Draft PO1 Draft Procedural Order No. 1 sent by the Arbitral Tribunal to the Parties on 28 November 2018
Equipment Contract Contract for the Sale of Two Small Scale (SCMR) LNG Plants entered into between GEOG and IEC on 13 September 2014 (Exhibit C-1) (Exhibit R-1)
GE Entities GEOG and GE Nigeria
GE Nigeria GE International Operations (Nigeria) Ltd.
GEOG Baker Hughes Energy Services LLC (f/k/a GE Oil & Gas, LLC, f/k/a GE Oil & Gas, Inc.)
Greenville Greenville Liquefied Natural Gas Company, Ltd. (f/k/a Greenville Oil & Gas Company, Ltd.)
Guarantee Guarantee Agreement, dated 13 September 2014 entered into between GEOG and IEC on 13 September 2014 (Exhibit C-3) (Exhibit R-18)
Hearing Evidentiary hearing that took place from 9 to 20 December 2019
HHCs Heavy hydrocarbons
HHR Heavy hydrocarbon removal system
ICDR Guidelines ICDR Guidelines for Arbitrators Concerning Exchanges of Information
ICDR/AAA International Centre for Dispute Resolution/American Arbitration Association
IEC International Engineering & Construction S.A.
MRC Mixed Refrigerant Compressor
Parties The Claimants and the Respondents
PCSNL Pressure Control Systems Nigeria Limited
Preliminary Hearing Preliminary hearing held on 4 December 2018
PRVs Pressure relief valves
Respondents' CostSubmission Respondents' Cost Submission of 29 May 2020
Respondents' First Post-Hearing Brief Respondents' First Post Hearing Brief of 3 March 2020
Respondents' SecondPost-Hearing Brief Respondents' Second Post Hearing Brief of 8 May 2020
Rs' PHB1 Respondents' First Post-Hearing Brief
Rs' PHB2 Respondents' Second Post-Hearing Brief
Rules American Arbitration Association's Commercial Arbitration Rules in force since 1 October 2013
Rumuji Plant LNG plant in Nigeria, located in Rumuji, Rivers State
Services Agreement Services Agreement entered into between GE Nigeria and IEC on 13 September 2014 (Exhibit C-2) (Exhibit R-2)
SoC Statement of Claim
SoCC Statement of Counterclaim
SoD Statement of Defense
SoR Statement of Reply
Statement of Claim Claimants' Statement of Claim and Statement of Defense to Counterclaim of 15 March 2019
Statement of Counterclaim Respondents' Statement of Counterclaim of 18 January 2019
Statement of Defense Respondents' Statement of Defense to Claim and Reply on Counterclaims of 2 September 2019
Statement of Reply Claimants' Reply Submission of 15 November 2019
Tr. Transcript of the Hearing held in New York City between 9 and 20 December 2020
Tr. Milan Transcript of the Additional Hearing held in Milan on 21 January 2020
Train 1 The first of two fully-modular small scale LNG production plants or trains purchased under the Equipment Contract
Train 2 The second of two fully-modular small scale LNG production plants or trains purchased under the Equipment Contract
Train 3 Small scale LNG plant produced for Shell for its Canadian Green Corridor project in Northern Canada
Trains Train 1 and Train 2
VFD Variable frequency drive
1.
WE, THE UNDERSIGNED ARBITRATORS, having been designated in accordance with the arbitration agreements dated 13 September 2014,1 and having been duly sworn, and having duly heard the proofs and allegations of the parties, do hereby, AWARD, as follows:

I. PARTIES, LEGAL REPRESENTATIVES, ARBITRAL TRIBUNAL AND TRIBUNALSECRETARY

A. The Parties

2.
The Claimants are:

(i) International Engineering & Construction S.A. ("IEC"), a corporation organized and existing under the laws of Luxembourg, with tax identification number LU 262 44 169, and with registered office at Rue de Neudorf 36 L-2222, Luxembourg, Luxembourg.

(ii) Greenville Liquefied Natural Gas Company, Ltd. (f/k/a Greenville Oil & Gas Company, Ltd.2) ("Greenville" and, together with IEC, the "Claimants"), a corporation organized and existing under the laws of the Federal Republic of Nigeria, with tax identification number 17890269-0001, and with registered office at 45B T.Y. Danjuma Street, Asokoro, Abuja.

3.
The Respondents are:

(i) Baker Hughes Energy Services LLC (f/k/a GE Oil & Gas, LLC,3 f/k/a GE Oil & Gas, Inc.4) ("GEOG"), a corporation organized and existing under the laws of the State of Delaware, USA, with tax identification number 06-1507509, and with primary business office at 17021 Aldine Westfield Road, Houston, Texas 77073, USA.

(ii) GE International Operations (Nigeria) Ltd. ("GE Nigeria" and, together with GEOG, the "Counterclaimants" or the "GE Entities"), a corporation organized and existing under the laws of the Federal Republic of Nigeria, with tax identification number RC 38028, and with registered and principal address at Mansard Place, Plot 927/928 Bishop Aboyade Cole Street, Victoria Island, Lagos, Nigeria.

(iii) Pressure Control Systems Nigeria Limited ("PCSNL") (as successor to GE Nigeria), a corporation organized and existing under the laws of the Federal Republic of Nigeria, with tax identification number 629215, and with registered and principal address at Mansard Place, Plot 927/928 Bishop Aboyade Cole Street, Victoria Island, Lagos, Nigeria.

(iv) Baker Hughes Company (f/k/a Baker Hughes, a GE Company5) (as successor to GEOG) ("BHGE") a corporation organized and existing under the laws of Delaware, with tax identification number 81-4403168, and with primary business office at 17021 Aldine Westfield Road, Houston, Texas 77073, USA.

(v) Baker Hughes Holdings LLC (f/k/a Baker Hughes, a GE Company LLC6) (as successor to GEOG) ("BHGE LLC" and, together with BHGE, the "BHGE Entities," and, together with GEOG, PCSNL, GE Nigeria and BHGE, the "Respondents," and together with the Claimants, the "Parties"), a corporation organized and existing under the laws of Delaware, with tax identification number 76-0207995, and with primary business office at 17021 Aldine Westfield Road, Houston, Texas 77073, USA.

B. The Parties' legal representatives

4.
The Claimants are represented by:

Yaakov Adler, Esq.
Peter J. Gutowski, Esq.
J. Tanner Honea, Esq.
Freehill, Hogan & Mahar, LLP
80 Pine Street
25th Floor
New York, New York 10005
T. +1 212 425 1900
adler@freehill.com
gutowski@freehill.com
honea@freehill.com

Jay L. Alexander, Esq.
Baker Botts LLP
41 Lothbury
London EC2R 7HF
United Kingdom
T. +44 20 7726 3414
jay.alexander@bakerbotts.com

Andrew Behrman
Baker Botts LLP
30 Rockefeller Plaza
New York, NY 10112
T. +1 212 408 2570
andrew.behrman@bakerbotts.com

Vernon Cassin
Baker Botts LLP
1299 Pennsylvania Avenue, NW
Washington D.C. 20004
T. +1 202 639 1139
vernon.cassin@bakerbotts.com

5.
The Respondents are represented in the present arbitration by:

Michael McIlwrath, Esq.
Teresa Garcia-Reyes, Esq.
Global Litigation Counsel
Baker Hughes, a GE company
Via F. Matteucci, 2
50127 Florence, Italy
T. +39 055 423 8445
michael.mcilwrath@bhge.com
teresa.Garciareyes@bhge.com

Avv. Roberto Calabresi
Avv. Kathryn S. Siebke
SLCG – Studio Legale Associato
Piazza Indipendenza, 28
50129 Florence, Italy
T. +39 055 219327
rcalabresi@slcg.it
ksiebke@slcg.it

C. The Arbitral Tribunal

6.
The Arbitral Tribunal, which consists of three arbitrators, has been constituted as follows:
7.
The Claimants have appointed as co-arbitrator:

Paul F. Saba, Esq.
c/o KPR Associates
292 Newbury St., #542
Boston, MA 02115
USA
T. +1 617 267-4101
pfsaba1@gmail.com

8.
The Respondents have appointed as co-arbitrator:

Avv. Stefano Azzali
Corso Genova n. 21
20123 Milan
Italy
T. +39 335 588 8573
stefano.azzali@mi.camcom.it

9.
The co-arbitrators have jointly appointed as Presiding Arbitrator:

David Arias
Herbert Smith Freehills Spain LLP
Velazquez 63
28001 Madrid
Spain
T. +34 914 234 115
david.arias@hsf.com

10.
The appointment of the members of the Arbitral Tribunal has been confirmed by the International Centre for Dispute Resolution/American Arbitration Association (the "ICDR/AAA").

D. The Tribunal Secretary

11.
The Arbitral Tribunal has appointed as Tribunal Secretary:

Luis Capiel
Herbert Smith Freehills Spain LLP
Velazquez 63
28001 Madrid
Spain
T. +34 914 234 090
luis.capiel@hsf.com

II. THE ARBITRATION AGREEMENTS

12.
The Claimants and the Counterclaimants submitted claims based on:

(i) Clause 20 of the "Contract for the Sale of Two Small Scale (SCMR) LNG Plants" entered into between GEOG, as seller, and IEC, as buyer, on 13 September 2014 (the "Equipment Contract"7), which reads as follows:

"20. DISPUTE RESOLUTION

20.1 In the event of any dispute arising out of or in connection with the Agreement, the Parties agree to submit the matter to arbitration to be administered by the AAA under its Commercial Arbitration Rules before a board of three (3) persons consisting of one (1) arbitrator to be appointed by Seller, one (1) arbitrator by Buyer, and one (1) by the two so chosen, who will act in the capacity as procedural chairman. The seat, or legal place, of the arbitration shall be New York City, New York. The language to be used in the arbitration shall be English. Judgment on any award rendered by the arbitrators, or a majority thereof, may be entered by a court of competent jurisdiction.

20.2 In the event Buyer makes claims against Seller and the Services Provider under the Services Contract;

then in such case:

(a) Seller agrees to appear and participate as a party defendant in the same New York arbitration proceedings commenced under the Services Agreement;

(b) the arbitration shall be conducted in one proceeding before a single board of three persons consisting of one (1) arbitrator to be appointed jointly by Seller and Services Provider, one (1) arbitrator by Buyer, and one (1) by the two so chosen, who will act in the capacity as procedural chairman, all other terms and conditions of this Clause to apply;

(c) In the case of an arbitration involving Seller and Services Provider, Seller agrees that it shall not assert Services Provider's performance or non-performance under the Service Contract as a defense to any claim by Buyer. "

(ii) Clause 20 of the "Services Agreement" entered into between GE Nigeria, as services provider, and IEC, as buyer, on 13 September 2014 (the "Services Agreement,"8 and together with the Equipment Contract, the "Contracts"), which reads as follows:

"20. DISPUTE RESOLUTION

20.1 In the event of any dispute arising out of or in connection with the Services Contract, the Parties agree to submit the matter to arbitration to be administered by the AAA under its Commercial Arbitration Rules before a board of three (3) persons consisting of one (1) arbitrator to be appointed by Services Provider, one (1) arbitrator by Buyer, and one (1) by the two so chosen, who will act in the capacity as procedural chairman. The seat, or legal place, of the arbitration shall be New York City, New York. The language to be used in the arbitration shall be English. Judgment on any award rendered by the arbitrators, or a majority thereof, may be entered by a court of competent jurisdiction.

20.2 In the event Buyer makes claims against Seller and the Services Provider under the Services Contract;

then in such case:

(a) Services Provider agrees to appear and participate as a party defendant in the same New York arbitration proceedings commenced under the Sales Contract;

(b) the arbitration shall be conducted in one proceeding before a single board of three (3) persons consisting of one (1) arbitrator to be appointed jointly by Seller and Services Provider, one (1) arbitrator by Buyer, and one (1) by the two (2) so chosen, who will act in the capacity as procedural chairman, all other terms and conditions of this Clause to apply;

(c) In the case of an arbitration involving Seller and Services Provider, Service Provider agrees that it shall not assert Seller's performance or non-performance under the Sales Contract as a defense to any claim by Buyer."

13.
The Claimants also submitted a claim based on Clause 7 of the "Guarantee Agreement" entered into between GEOG, as guarantor, and IEC, as buyer, on 13 September 2014 (the "Guarantee"9), which reads as follows:

"7. Any and all disputes arising under or relating to this Guarantee shall be subject to the Dispute Resolution Clause (the arbitration clause) as contained the Services Agreement, which is incorporated herein by reference, with the understanding that any references to Seller in that clause shall be considered a reference to Guarantor for purposes of this Guarantee, and Guarantor agrees, upon demand, to appear and participate in any arbitration commenced by Buyer against Services Provider, Guarantor not to be entitled to appoint a separate arbitrator."

III. PLACE OF THE ARBITRATION

14.
Pursuant to the above arbitration agreements, the place of the arbitration is New York City, New York, U.S.A.

IV. LANGUAGE OF THE ARBITRATION

15.
Pursuant to the above arbitration agreements, the language of this arbitration is English.

V. APPLICABLE LAW

16.
Pursuant to Clause 21.1 of the Equipment Contract, Clause 21.1 of the Services Contract and Clause 8 of the Guarantee, the applicable law is the lawof the State of New York, U.S.A., without regard to its conflict or choice of laws rules. Clause 21.1 of the Equipment Contract, Clause 21.1 of the Services Contract further stipulate that the UN Convention on the International Sale of Goods (CISG) shall not apply.

VI. FORM OF THIS FINAL AWARD

17.
As per the Parties' agreement with respect to Rule R-46(b) of the Rules, as reflected in ¶115 of Procedural Order No. 1, this final award is a reasoned award.

VII. PROCEDURAL HISTORY

A. Commencement of the arbitration and constitution of the Arbitral Tribunal

18.
On 31 July 2018, the Claimants filed a Notice of Demand and Commencement of Arbitration with the ICDR/AAA concerning claims under the Equipment Contract, the Services Agreement, the Guarantee and further agreements. The claims under the Equipment Contract were made against GEOG and the BHGE Entities. The Claims under the Services Agreement and the Guarantee were made against all Respondents. The case was assigned ICDR/AAA case number 01-18-0002-9174.
19.
On 14 August 2018, the Counterclaimants filed a Demand for Arbitration against IEC, selecting Mr Stefano Azzali as their party-appointed co-arbitrator. The case was assigned ICDR/AAA case number 01-18-0003-0793.
20.
On 17 August 2018, the ICDR/AAA held an administrative conference call with the Parties.
21.
On 20 August 2018, the ICDR/AAA sent a letter to the Parties in which it:

(i) Determined that the Claimants' claims under the Equipment Contract, the Services Contract, and the Guarantee were ripe for initiation with an effective commencement on that date, i.e., 20 August 2018;

(ii) Indicated that the American Arbitration Association's Commercial Arbitration Rules in force on that date, i.e., the version effective as of 1 October 2013 (the "Rules"), should apply to this matter;

(iii) Confirmedthat the RuleR-4filing requirements had been sufficiently satisfied to move these matters forward, and noted that it understood that the Claimants' quantification of damages was under active review and would be amended shortly and might be significantly higher;

(iv) Stated that the non-signatory item had sufficiently been briefed to determine that any questions in that regard had to be decided by the Arbitral Tribunal once appointed;

(v) Invited the Claimants to designate their party-selected arbitrator by 3 September 2018;

(vi) Observed that any further disputes or concerns with regard to the above items were to be raised with the Arbitral Tribunal once appointed and that all other claims raised by the Claimants did not fall under this case number and would be addressed by the ICDR/AAA under separate cover shortly;

(vii) Informed that it had added the claims contained in the Counterclaimants' Demand for Arbitration based on the Equipment Contract and the Services Agreement (i.e., the claims assigned the ICDR/AAA case number 01-18-0003-0793) as counterclaims to the ICDR/AAA case number 01-18-0002-9174 in the spirit of the 17 August 2018 administrative conference call;

(viii) Informed that it was in the process of appointing Mr Azzali as Respondents' party-selected arbitrator;

(ix) Invited the Parties to file an answering statement with the other side and the ICDR/AAA by 3 September 2018;

(x) Stated that as the claim/counterclaim amounts exceeded USD 500,000 and unless the Parties agreed otherwise, the Procedures for Large, Complex Commercial Disputes should apply to this matter as described in Rules L-1 through L-3 of these procedures, in addition to any other portion of the Rules that is not in conflict with these procedures;

(xi) Noted that it had enclosed a Checklist for Conflicts form and invited the Parties to list all the witnesses they expected to present, as well as any persons or entities with an interest in the arbitration, by 3 September 2018;

(xii) Asked the Parties to advise whether they required an additional administrative conference call to address any other questions and indicated that, if not, it would be understood that any arbitrator compensation should be advanced in equal shares by each side; and

(xiii) Invited the Parties to advise, by 3 September 2018, whether they wished to attempt to mediate this dispute andit informed that absent an agreement, it understood that either side opted out of this option.

22.
On 24 August 2018, the ICDR/AAA informed the Parties that it had appointed Mr Azzali as co- arbitrator and it enclosed a copy of his (i) Notice of Appointment, (ii) biographical card containing his résumé; and (iii) Notice of Compensation Arrangements. The ICDR/AAA also noted that Mr Azzali had made a disclosure and invited the Parties to advise the ICDR/AAA of any objections to his appointment by 7 September 2018, copying the other side but not the prospective members of the Arbitral Tribunal.
23.
On 31 August 2018, the Respondents submitted their Answering Statement in which, among others, they (i) rejected the consolidation of disputes other than those arising under the Equipment Contract, the Services Contract and the Guarantee (ii) rejected the inclusion in this proceeding of any non-signatories to the aforesaid contracts which provided for arbitration only between GEOG and PCSNL, on the one side, and IEC, on the other; and (iii) requested that the Arbitral Tribunal issue an award declaring its lack of jurisdiction on any claims raised by the Claimants against the BHGE Entities.
24.
On 3 September 2018, the Claimants sent an email to the ICDR/AAA wherein they selected Mr Paul F. Saba as their party-appointed arbitrator.
25.
That same day, the Respondents submitted their Checklist for Conflicts form, as per the ICDR/AAA letter of 20 August 2018.
26.
On 5 September 2018, the Claimants sent an email to the ICDR/AAA with a list of potential witnesses for conflict purposes, as per the ICDR/AAA letter of 20 August 2018.
27.
That same day, IEC submitted its Answering Statement.
28.
On 10 September 2018, the ICDR/AAA informed the Parties that it had appointed Mr Paul F. Saba, Esq. as co-arbitrator, enclosed a copy of his Notice of Appointment and résumé, and announced that it would send Mr Saba's Notice of Compensation Arrangements to the Parties under separate cover shortly. The ICDR/AAA also noted that Mr Saba had made a disclosure and invited the Parties to advise the ICDR/AAA of any objections to his appointment by 24 September 2018, copying the other side but not the prospective members of the Arbitral Tribunal.
29.
That same day, the ICDR/AAA informed the Parties that no objections had been filed in relation to Mr Azzali's disclosures. Moreover, it announced that Mr Azzali had communicated to the ICDR/AAA that he had no additional disclosures. Therefore, the appointment of co-arbitrator Azzali was reaffirmed.
30.
On 13 September 2018, the ICDR/AAA informed the Parties that no objections had been filed in relation to Mr Saba's disclosures and, therefore, the appointment of co-arbitrator Saba was reaffirmed. Moreover, it noted that it had informed Arbitrators Azzali and Saba that the selection of the Presiding Arbitrator was expected to be completed by 24 September 2018.
31.
On 21 September 2018, upon an even dated joint request by Arbitrators Azzali and Saba, the ICDR extended the deadline for selection of the Presiding Arbitrator to 11 October 20018.
32.
On 9 October 2018, Arbitrators Azzali and Saba put to the Parties a short list of four candidates and asked the Parties to rank the names in order of preference.
33.
On 10 October, the Parties sent their responses and Mr David Arias was ranked highest.
34.
On 12 October 2018, Mr Saba sent an email to the Parties, on behalf of the co-arbitrators, indicating that both co-arbitrators had agreed on nominating Mr Arias to serve as Presiding Arbitrator of the Arbitral Tribunal, subject to confirmation pursuant to the Rules and the ICDR/AAA's practice.
35.
That same day, the ICDR/AAA sent an email to Mr Arias in which it informed him that the ICDR/AAA was going to send him shortly an official invitation letter to serve as Presiding Arbitrator if he so accepted.
36.
On that same day, the ICDR/AAA sent a letter to Mr Arias in which it invited him to act as Presiding Arbitrator of the Arbitral Tribunal and provided him, among others, with the instructions for acceptance.
37.
On 17 October 2018, the ICDR/AAA informed the Parties that it had appointed Mr Arias as Presiding Arbitrator of the Arbitral Tribunal, enclosed a copy of his Notice of Appointment and announced that it would send Mr Arias's Notice of Compensation Arrangements to the Parties under separate cover shortly. The ICDR/AAA also noted that Mr Arias had made a disclosure and invited the Parties to advise the ICDR/AAA of any objections to his appointment by 31 October 2018, copying the other side but not the Arbitral Tribunal. Further, the ICDR/AAA invited the Parties to advise, by 19 October 2018, of their availability to hold a preliminary hearing conference call for the timeframe between 29 October 2018 and 9 November 2018.

B. First communication of the Arbitral Tribunal

38.
On 18 October 2018, the Respondents sent an email to the ICDR/AAA informing about the dates and time frames on which they were available to hold the preliminary hearing conference call.
39.
Later that day, the ICDR/AAA sent an email asking the Claimants whether any of the dates and time frames suggested by the Respondents suited them.
40.
On 19 October 2018, the Claimants sent an email to the ICDR/AAA proposing that the preliminary hearing be held in person, in London.
41.
That same day, the ICDR/AAA sent an email to the Parties and the Arbitral Tribunal stating that it deferred to the Arbitral Tribunal on the modus, date and time of the preliminary hearing and on whether the Parties should submit additional comments on the issue before making a determination.
42.
On 20 October 2018, the Respondents sent an email clarifying that the availability provided in their correspondence of 18 October 2018 was for a telephone conference and that if the Arbitral Tribunal elected to have an in-person preliminary hearing they would need to revisit the dates that they had suggested. The Respondents also proposed that the Parties exchanged views on procedure and timetable with a view to presenting their points of agreement and disagreement to the Arbitral Tribunal and, only then, decide whether the costs and time of an in-person preliminary conference would be justified. Finally, the Respondents proposed that the time for the preliminary hearing conference call be confirmed without prejudice to the Claimants' request for an in-person meeting.
43.
On 21 October 2018, the Claimants sent an email conveying their agreement to the Respondents' proposal that the Parties conferred among themselves and tried to reach agreement before the preliminary hearing. However, the Claimants insisted that it would be preferable to identify a time for an in-person preliminary hearing which could then be converted to a telephonic conference if the Parties were largely successful in their discussions.
44.
On that same day, the Arbitral Tribunal issued its first communication to the Parties whereby it:

(i) Indicated that it was going to prepare, for the Parties' review and comment, a draft version of Procedural Order No. 1, which would memorialize the decisions and agreements reached during or following the preliminary hearing pursuant to Rule P-2(b) of the Rules;

(ii) Encouraged the Parties to liaise and agree on a number of procedural preferences and inform it of any agreement they might reach and, in the event that there were issues on which the Parties could not reach an agreement, submit the reasons why such agreement was not possible as well as their individual preferences on the disputed issues, by 5 November 2018;

(iii) Informed the Parties that it was not available on the dates for which both Parties had confirmed their availability for the preliminary hearing and that it would get back to them with additional possible dates; and

(iv) Announced that once the Parties had informed it about their points of agreement and disagreement regarding their procedural preferences it would revisit whether the preliminary hearing should be held by telephone conference or in person.

45.
That same day, the Arbitral Tribunal informed the ICDR/AAA that it wished to appoint an Administrative Secretary to assist in this arbitration. Specifically, it proposed the appointment of Mr Luis Capiel as Administrative Secretary of the case, attached his curriculum vitae and his declaration of independence and impartiality, and asked the ICDR/AAA to convey such proposal to the Parties.
46.
On 22 October 2018, the Respondents sent an email asking the Presiding Arbitrator to include Teresa Garcia-Reyes in future exchanges and providing her email address. In addition, the Respondents requested the ICDR/AAA to confirm the application of the ICDR Guidelines for Arbitrators Concerning Exchanges of Information (the "ICDR Guidelines") in this arbitration.
47.
On the same day, the Claimants sent an email in which they commented on the Respondents' correspondence submitted earlier that day and requested the ICDR/AAA to confirm that the ICDR Guidelines did not apply in this arbitration.
48.
On 23 October 2018, the Respondents sent an email in which they commented on the Claimants' correspondence of 22 October 2018 and insisted on their position that the ICDR Guidelines applied in this arbitration.
49.
On 24 October 2018, the Claimants sent an email in which they commented on the Respondents' correspondence of 23 October 2018 and reiterated their position that the ICDR Guidelines did not apply in this arbitration.
50.
That same day, the ICDR/AAA sent an email to the Parties stating that it looked forward to the Parties' comments regarding the Arbitral Tribunal's first communication of 21 October 2018 by 5 November 2018 and providing remarks on the issue concerning the application of the ICDR Guidelines. In particular, the ICDR/AAA expressed the view that the ICDR Guidelines were directed to arbitrators sitting on international cases pending before the ICDR/AAA, that they came into play in international cases administered under the Rules to the extent they did not contradict them, and that they were intended to guide arbitrators who could apply them at their discretion. The ICDR/AAA also reminded that the ICDR Guidelines provided that they would not be effective when the parties to an arbitration agreed for them not to apply. On a final note, the ICDR/AAA indicated that it had added Ms Garcia-Reyes as additional Counsel for the Respondents and asked her to confirm her address for the ICDR/AAA's record.
51.
Also on that day, the ICDR/AAA informed the Arbitral Tribunal that it had conveyed to the Parties the proposal of appointing an Administrative Secretary and asked them to provide an answer by 29 October 2018.
52.
On 25 October 2018, the ICDR/AAA informed the Arbitral Tribunal that the Parties had agreed to the appointment of Mr Capiel as Tribunal Secretary, and that the ICDR/AAA was going to contact Mr Capiel directly and provide him with the disclosure questionnaire.
53.
Also on that day, the ICDR/AAA sent a letter to the Parties attaching a copy of the Notice of Appointment of Luis Capiel as Tribunal Secretary. In the letter, the ICDR/AAA noted that Mr Capiel had made a disclosure and invited the Parties to advise the ICDR/AAA of any objections to his appointment by 31 October 2018, copying the other side but not the Arbitral Tribunal nor the prospective Tribunal Secretary. Further, the ICDR/AAA drew attention of the Parties to Mr Capiel's hourly rate.
54.
On 30 October 2018, the Arbitral Tribunal invited the Parties to advise, by 5 November 2018, about their availability to attend the preliminary hearing on one of several different dates proposed, if it were to be held by telephone conference, and on one of three dates suggested, if it were to be held in-person.
55.
On 31 October 2018, the ICDR/AAA informed the Parties that no objections had been filed in response to Mr Arias' disclosure mentioned at ¶37 above and, in light thereof, it reaffirmed his appointment as Presiding Arbitrator. The ICDR/AAA also confirmed that the Parties did not file objections in response to Mr Capiel's disclosure mentioned at ¶53 above. It further took note of the Arbitral Tribunal's invitation mentioned at ¶54 above and expressed that it looked forward to hearing from the Parties about their availability for the preliminary hearing by 5 November 2018.
56.
On 4 November 2018, the Respondents sent an email to the Tribunal Secretary informing about their availability to attend the preliminary hearing on the dates proposed in the invitation mentioned at ¶54 above and stating that did not copy the Claimants as they were not sure they were required to do so.
57.
On 5 November 2018, the Claimants sent an email to the Arbitral Tribunal announcing that they had been working together with the Respondents on the responses to the Arbitral Tribunal's first communication of 21 October 2018 and, on behalf of the Parties, they requested a two-day extension to provide such responses, i.e., until 7 November 2018.
58.
On the same day, the Arbitral Tribunal granted the Parties a two-day extension of the deadline set in its first communication of 21 October 2018. The Arbitral Tribunal also attached the Respondents' email mentioned at ¶56 above, asked the Parties to always copy the members of the Arbitral Tribunal as well as opposing counsel except as otherwise stipulated by the Arbitral Tribunal for particular situations. Further, the Arbitral Tribunal asked the Claimants to inform it by that day about their availability for the preliminary hearing.
59.
On that same day, the Claimants sent an email informing the Arbitral Tribunal about their availability to attend the preliminary hearing on the dates proposed in the Arbitral Tribunal's invitation mentioned at ¶54 above.
60.
Later on that same day, the Arbitral Tribunal asked the Parties to save the afternoon (London time) of 4 December 2018 as tentative date for the preliminary hearing (the "Preliminary Hearing") and informed them that the exact time and whether the Preliminary Hearing was tobe held by telephone conference or in person (and, if so, where) would be decided by the Arbitral Tribunal in due course.
61.
Also on that day, the ICDR/AAA sent an email to the Parties indicating that it would await the Arbitral Tribunal's final instructions on the time and modus of the Preliminary Hearing and would then send its official Notice of Preliminary Hearing, with dial-in details, if needed. Also, the ICDR/AAA echoed the Arbitral Tribunal's reminder mentioned at ¶58 above to always copy all participants, including also the ICDR/AAA whenever correspondence was being sent to the Arbitral Tribunal and/or the Tribunal Secretary.
62.
On 6 November 2018, the Respondents sent an email in which they proposed to hold the Preliminary Hearing via telepresence and offered to provide at no cost the telepresence facilities in locations where the Respondents had them such as London, Paris, Florence, Boston and possibly Milan and New York.
63.
On the same day, the Claimants sent an email indicating that they did not consider it appropriate to hold the Preliminary Hearing in separate conference rooms of the Respondents and observed that the Respondents did not have facilities available in necessary locations such as Madrid, Nigeria and Washington, D.C. Moreover, the Claimants announced that if on the following day the Parties were able to report substantial agreement on most of the procedural issues, the Claimants' suggestion to hold the Preliminary Hearing in person could be withdrawn and a telephone hearing would suffice.
64.
That same day, the Respondents sent an email indicating that they might probably have facilities in Madrid, Nigeria and Washington, D.C. and that if the issue was having the Preliminary Hearing in their facilities, they were open to work with any other video system. The Respondents further added that if for any reason an in-person hearing was not possible for any of the participants, as an alternative, they would be in favor of including that person via videoconference.
65.
On 7 November 2018, the ICDR/AAA sent an email to the Parties indicating that it awaited the Arbitral Tribunal's instructions on the time and modus of the Preliminary Hearing.
66.
On that same day, the Claimants sent an email to the Arbitral Tribunal conveying the Parties' agreements and points of disagreement on procedural issues and timetable, as per the Arbitral Tribunal's communication of 21 October 2018.
67.
That same day, the Arbitral Tribunal informed the Parties that the Preliminary Hearing was tobe held by telephone conference on 4 December 2018, at 1 p.m., New York City time.
68.
Also on that day, the ICDR/AAA sent a letter to the Parties announcing that it had scheduled the Preliminary Hearing conference call for 4 December 2018, at 1 p.m., New York City time and enclosing the Notice of Preliminary Hearing containing the dial-in details to join the conference call.

C. Draft Procedural Order No. 1 and procedural timetable

69.
On 28 November 2018, the Arbitral Tribunal issued a letter to the Parties attaching a draft Procedural Order No. 1 ("Draft PO1") and its Annexes I (Redfern Schedule) and II (the procedural timetable). In the letter, the Arbitral Tribunal:

(i) Laid out its considerations in relation to the procedural issues on which the Parties had not reached an agreement;

(ii) Noted that it proposed, subject to the approval of all Parties, to limit the number of documents or categories of documents that might be requested to 25;

(iii) Noted that it had slightly modified the procedural timetable proposed by the Parties.

(iv) Invited the Parties to confirm and complete certain information included in Draft PO1andto submit any comments they might have on Draft PO1 and the suggested procedural timetable, by 3 December 2018;

(v) Explained that Draft PO1 and the draft procedural timetable, as well as any proposed modifications, would be discussed at the Preliminary Hearing;

(vi) Announced that the specific dates for each step of the arbitration, as included in the suggested procedural timetable, was also to be discussed and determined at the Preliminary Hearing; and

(vii) Established the agenda for the Preliminary Hearing.

70.
On the same day, the ICDR/AAA informed the Parties that from that day on the counsel at the ICDR/AAA responsible for the administration of this arbitration was going to be Mr Thomas M Ventrone and it provided his contact information.
71.
On 3 December 2018, the Respondents sent an email to the Arbitral Tribunal with their comments on Draft PO1 and on the suggested procedural timetable and accepting the Arbitral Tribunal's proposal to limit to 25 the number of documents or categories of documents that might be requested.
72.
That same day, the Claimants sent a letter to the Arbitral Tribunal with their comments on Draft PO1 and the suggested procedural timetable, as well as their position with regard to the other items included in the Arbitral Tribunal's letter of 28 November 2018.
73.
On 4 December 2018, the Respondents sent an email to the Arbitral Tribunal containing certain outstanding corporate information regarding PCSNL and GE Nigeria.

D. Preliminary Hearing and Procedural Order No. 1

74.
On that same day, as scheduled, the Preliminary Hearing was held by telephone. The Parties presented their respective positions, reached certain further agreements on the provisions of Draft PO1, and agreed to confer among themselves and inform the Arbitral Tribunal of any agreements they might reach on the following outstanding issues:

(i) Insertion of language acknowledging the existence of proceedings pending before the U.S. District Court for the Southern District of New York at ¶¶24 and 34 of Draft PO1.

(ii) Amendment of wording in the penultimate sentence of ¶56 of Draft PO1.

(iii) Amendment of the dates agreed by the Parties in the procedural timetable as conveyed to the Arbitral Tribunal in the Claimants' email of 7 November 2018.

75.
On 5 December 2018, the Arbitral Tribunal invited the Parties to inform it by 11 December 2018 of any agreements they might reach on the issues mentioned at ¶74 above and, to the extent they were not able to reach agreement, to submit their individual proposals. In addition, the Arbitral Tribunal invited the Parties to submit any further comments on the requirement stipulated in ¶56 of Draft PO1 that requested for production of categories of documents be "narrow and specific" and asked the Claimants to confirm whether they agreed to the proposed language in ¶16(iv) of Draft PO1.
76.
On 11 December 2018, the Parties sent communications to the Arbitral Tribunal containing their respective comments on the issues outstanding after the Preliminary Hearing.
77.
On 17 December 2018, the Arbitral Tribunal sent the Parties a letter dated 14 December 2018, to which it enclosed the final and executed Procedural Order No. 1, together with its annexes. In the letter, the Arbitral Tribunal:

(i) Took note of the Claimants' communications of 3 December 2018 and 11 December 2018 requesting the inclusion of a reference to the court proceedings before the U.S. District Court for the Southern District of New York initiated bythe Claimants' petition to compel the BHGE Entities to arbitrate, but conveyed that it considered that it was not appropriate to include a reference to these court proceedings in Procedural Order No.1;

(ii) Expressed that it had considered the Parties' positions with regard to the penultimate sentence of ¶56 of Draft PO1, observed that for the most part the Parties were in agreement and indicated that as regards the remaining points of disagreement, the wording adopted in Draft PO1 already reflected the Claimants' proposal and was appropriate;

(iii) Noted that the Parties did not submit any further comments on the requirement stipulated in ¶56 of Draft PO1 that provided for production of categories of documents be "narrow and specific" and, in light thereof, confirmed that the wording in question remained that of Draft PO1;

(iv) Took note of the Claimants' confirmation of their agreement to the content of ¶16(iv) of Draft PO1;

(v) Took note of the Respondents' concerns about the absence of a confidentiality requirement in these proceedings and about their wish to re-emphasize the importance of the confidential provision that the Arbitral Tribunal originally included in ¶116 of Draft PO1, but it explained that absent a party agreement, it was not inclined to impose a general obligation of confidentiality in Procedural Order No.1; and

(vi) Clarified that any suggestions by the Parties that were not included in the final version of Procedural Order No. 1 enclosed, were rejected.

E. Procedural Order No. 2

78.
On 18 January 2019, the Respondents filed their Statement of Counterclaim (the "Statement ofCounterclaim" or "SoCC").
79.
On 15 March 2019, the Claimants filed their Statement of Claim and Statement of Defense to Counterclaim (the "Statement of Claim" or "SoC").
80.
On 29 March 2019, the Claimants sent an email to the Arbitral Tribunal enclosing their "First Request for Documents/Redfern Schedule" containing their request to the Respondents for the production of documents.
81.
On 31 March 2019, the Arbitral Tribunal reminded the Parties that in accordance to ¶62 of Procedural Order No. 1, with the exception of the Redfern Schedules containing the objections to the document production requests, the Parties were not supposed to copy the Arbitral Tribunal, the Tribunal Secretary or the ICDR/AAA in their correspondence or documents exchanged during the document production phase. In light thereof, the Arbitral Tribunal made clear that the documents attached to the Claimants' email of 29 March 2019 did not form part of the arbitration file.
82.
On 4 April 2019, the Claimants requested, on a joint basis with the Respondents, that the Arbitral Tribunal authorize certain adjustments in the procedural timetable associated with the document production phase.
83.
On that same day, the Arbitral Tribunal authorized those adjustments.
84.
On 8 April 2019, the Arbitral Tribunal issued Procedural Order No. 2, containing in its Annex I an amended procedural timetable reflecting the adjustments requested by the Parties with regard to the document production phase.

F. Procedural Orders Nos. 3 and 4

85.
On 12 April 2019, the Respondents sent an email attaching Respondents' Objections to Claimants' request for document production.
86.
On 13 April 2019, the Claimants submitted that pursuant to the adjustment of the disclosure schedule on 4 April 2019, they understood that the Redfern Schedules should not have been sent to the Tribunal the day before, but only after the Parties' respective replies to objections to be made on 26 April 2019, and that, accordingly, they had only sent their responses and objections to the Respondents the previous night. The Claimants requested the Arbitral Tribunal to clarify this point.
87.
That same day, the Arbitral Tribunal informed the Parties that it indeed wished to be copied only in the last exchange of Redfern Schedules agreed by the Parties, i.e., the replies to objections to document production requests which would bedue on 26 April 2019. It further announced that a procedural order clarifying the foregoing would be issued shortly.
88.
On 15 April 2019, the Arbitral Tribunal issued Procedural Order No. 3, in which it amended ¶¶61 and 62 of Procedural Order No. 1 and added a new ¶58bis, to reflect what was indicated at ¶87 above. For ease of reference, the Arbitral Tribunal further enclosed as Annex I of Procedural Order No. 3, an amended and consolidated version of Procedural Order No. 1.
89.
On that same day, the Claimants sent an email noting of certain changes in their distribution list.
90.
On 23 April 2019, the Presiding Arbitrator informed the Parties that in early May 2019 he would be joining Herbert Smith Freehills, that as soon as he joined that law firm he would run a conflict check and make all necessary disclosures, and that if the Parties were in the slightest uneasy with his continuance as Presiding Arbitrator, he would offer his immediate resignation.
91.
On the same day, the Tribunal Secretary informed the Parties that in early May 2019 he too would be joining Herbert Smith Freehills and that as soon as he joined that law firm he would run a conflict check and make all necessary disclosures.
92.
On the same day, the ICDR/AAA sent an email to the Presiding Arbitrator and the Tribunal Secretary indicating that the ICDR/AAA had advised the Parties that there should be no further direct communication with them regarding disclosures. The ICDR/AAA further noted that all disclosures had to be submitted to it for dissemination to the Parties for comment.
93.
On 26 April 2019, the Parties sent their respective Redfern Schedules containing their document production requests and responses to the other Party's objections to such requests.
94.
On 10 May 2019, the Presiding Arbitrator sent a letter to the ICDR/AAA in which he made a disclosure regarding this arbitration, confirmed that he remained independent and impartial and reiterated that if any of the Parties were in the slightest uneasy with his continuance as arbitrator, he would offer his immediate resignation.
95.
On the same day, the Tribunal Secretary sent a letter to the ICDR/AAA in which he made a disclosure regarding this arbitration and confirmed that he remained independent and impartial.
96.
On that same day, the Presiding Arbitrator sent an email to the Parties in which he informed them that on 6 May 2019 he joined Herbert Smith Freehills, provided his new contact details, and expressed that pursuant to Rule R-17 of the Rules, he had notified the ICDR/AAA of the results of the previously announced conflict check at the captioned law firm.
97.
Also that day, the Tribunal Secretary sent an email to the Parties in which he informed them that on 6 May 2019 he joined Herbert Smith Freehills, provided his new contact details, and expressed that he had notified the ICDR/AAA of the results of the previously announced conflict check at the captioned law firm.
98.
On 14 May 2019, the Tribunal Secretary informed the Parties that the Arbitral Tribunal's decision on the Parties' document production requests would take longer than expected. It further informed the Parties that the Arbitral Tribunal hoped to be able to issue its decision by 28 May 2019.
99.
On 28 May 2019, the ICDR/AAA informed the Presiding Arbitrator that theICDR/AAAhad shared with the Parties the disclosures mentioned at ¶¶94 and 95 above and that although no challenges were received, the Parties requested that he provide further information and disclosure regarding the matters and legal entities involved with the Parties which were listed on his letter of 10 May 2019, as well as certain assurances, if possible by 4 June 2019.
100.
On 28May 2019, the Arbitral Tribunal issued Procedural Order No. 4, containing its decision on the Parties' respective document production requests.
101.
On 4 June 2019, the Presiding Arbitrator sent a letter to the ICDR/AAA providing further information, disclosure and assurances as per the request mentioned at ¶99 above.
102.
On 14 June 2019, the Presiding Arbitrator sent a letter to the ICDR/AAA in which he made an additional disclosure and provided certain assurances in connection with this case.
103.
On that same day, the Tribunal Secretary sent a letter to the ICDR/AAA in which he made an additional disclosure and confirmed that he remained independent and impartial.
104.
On 19 June 2019, the Presiding Arbitrator sent a letter to the ICDR/AAA in which he amended the additional disclosure contained in his letter of 14 June 2019 and provided certain assurances in connection with this case.
105.
On the same day, the Tribunal Secretary sent a letter to the ICDR/AAA in which he amended the additional disclosure contained in his letter of 14 June 2019 and confirmed that he remained independent and impartial.

G. Procedural Orders Nos. 5and 6

106.
On 27 June 2019, the Respondents requested authorization to file an application for a preliminary ruling on whether one of the Claimants, Greenville, could assert claims in this arbitration against any of the Respondents.
107.
On 28 June 2019, the Arbitral Tribunal invited the Claimants to comment, by 5 July 2019, on the Respondents' request for authorization of 27 June 2019.
108.
On 5 July 2019, the Respondents sent an email to the Claimants, copying the Arbitral Tribunal, in which, among others, they requested production of two additional categories of documents described in a Redfern Schedule attached to the email as well as their confirmation, by 10 July 2019, on whether they would be willing to voluntarily produce these documents by 19 July 2019. The Respondents announced that in case the Claimants objected to the production of the additional categories of documents, they would ask the Arbitral Tribunal to direct the Claimants to produce such documents.
109.
On the same day, the Claimants sent an email opposing the Respondents' request for authorization of 27 June 2019. Moreover, the Claimants requested leave to file an application for interim relief within 10 business days of receiving approval from the Arbitral Tribunal.
110.
On 9 July 2019, the Arbitral Tribunal granted the Claimants leave to file an application for interim relief by 23 July 2019.
111.
On 12 July 2019, the Claimants sent an email to the Respondents, copying the Arbitral Tribunal, in which they declined to comply with the Respondents' request for production of two additional categories of documents of 5 July 2019.
112.
On 23 July 2019, the Claimants filed their application for interim relief.
113.
On 25 July 2019, the Arbitral Tribunal invited the Respondents to submit their answer to the application for interim relief by 23 August 2019. Moreover, the Arbitral Tribunal invited the Respondents to clarify, by 31 July 2019, the status of the request for additional document production announced in the Respondents' email of 5 July 2019.
114.
On that same day, the Arbitral Tribunal invited the Parties to inform about the premises where the evidentiary hearing was tobe conducted.
115.
On 31 July 2019, the Claimants sent an email stating that they would revert shortly regarding the premises of the evidentiary hearing.
116.
On the same day, the Respondents sent an email in which, among others, they replied to the Claimants' email of 12 July 2019, confirmed that the Claimants did not provide any documents in connection with the Respondents' request for production of two additional categories of documents of 5 July 2019, waived their request regarding the production of one of the categories of documents and expressed that they deferred to the Arbitral Tribunal with respect tothe other category of documents.
117.
On 6 August 2019, the Claimants requested "that the Tribunal accelerate the deadline within which GE/BHGE must respond to the Interim Application, re-setting that deadline for Friday August 9, 2019 so that the Tribunal will be in a position to address our application within a timeframe which will enable us to secure the essential information from GE/BHGE needed to timely and safely evacuate the gas from Train 1." The Claimants based their request on a letter dated 26 July 2019, sent to Greenville by the Nigerian Department of Petroleum Resources, which stated, among others, "[…] we require that you collaborate with GE and provide us within two (2) weeks from the date of this letter, a plan to safely evacuate the hydrocarbon (natural gas) from Train 1."10
118.
On the same day, the Arbitral Tribunal invited the Respondents to comment on the Claimants' request by7 August 2019.
119.
On 7 August 2019, the Respondents submitted their comments in opposition to the Claimants' request.
120.
On 8 August 2019, the Claimants commented on the Respondents' 7 August 2019 submission.
121.
On that same date, the Arbitral Tribunal denied the Claimants' 6 August 2019 request.
122.
On 21 August 2019, the Respondents filed their answer to the Claimants' application for interim relief together with a 137-page compendium of explanations, technical data and documents. In the email, the Respondents explained that they "have provided everything in their possession that the Claimants have urgently asked the Tribunal to order the Respondents to provide on an expedited basis."
123.
On 23 August 2019, the Claimants submitted that they were in the process of reviewing the response to interim relief but had "identified multiple inaccuracies and incomplete responses," and they requested an opportunity to comment.
124.
On that same day, the Arbitral Tribunal invited the Claimants to submit such comments by 30 August 2019.
125.
On 29 August 2019, the Claimants filed their Reply Memorandum in Support of Application for Interim Relief Reply.
126.
On 31 August 2019, the Arbitral Tribunal invited the Respondents to submit their comments on the Claimants' 29 August 2019 submission by 9 September 2019.
127.
On 2 September 2019, the Respondents filed their Statement of Defense to Claim and Reply on Counterclaims (the "Statement of Defense" or "SoD").
128.
On 5 September 2019, the Claimants submitted a letter in which it complained about the Respondents' document production which, allegedly, had been deficient, and requested that the Arbitral Tribunal direct the Respondents to comply fully with Procedural Order No. 4.
129.
On 8 September 2019, the Arbitral Tribunal invited the Respondents to comment on the Claimants' letter of 5 September 2019 by 13 September 2019.
130.
On 9 September 2019, the Claimants informed the Arbitral Tribunal about the premises where the evidentiary hearing was tobe conducted.
131.
On the same day, the Respondents sent an email noting that as they had stated in the cover letter accompanying the USB key containing the Statement of Defense and its exhibits, the RER-10 Report of Gareth Smith had been revised with references to exhibits in the footnotes and, therefore, they were going to upload a revised version on their file transfer site together with the previous version, for comparison.
132.
On the same day, the Respondents submitted their comments on the Claimants' letter of 5 September 201911 and requested that the Arbitral Tribunal dismiss the Claimants' application for interim relief.
133.
On 12 September 2019, the Claimants, unprompted by the Arbitral Tribunal, sent an email providing comments on the Respondents' submission of 9 September 2019.
134.
On 13 September 2019, the Respondents submitted their comments to the Claimants' complaint of 5 September 2019 about the Respondents' document production.
135.
On 18 September 2019, the Claimants, unprompted by the Arbitral Tribunal, submitted a reply to the Respondents' submission of 13 September 2019.
136.
On that same day, the Arbitral Tribunal invited the Respondents to comment on the Claimant's latest submission by 24 September 2019.
137.
On 24 September 2019, the Respondents submitted their comments on the Claimant's 18 September 2019 submission and they complained that the Claimants' submission was unauthorized.
138.
On 8 October 2019, the ICDR/AAA sent a letter to the Parties attaching the ICDR's Notice of Hearing which indicated that the evidentiary hearing in this arbitration (the "Hearing") was scheduled to take place in person from 9 to 20 December 2019 at the Pace University lower Manhattan Conference Center situated at 157 William Street, New York, NY 10038.
139.
On 9 October 2019, the Arbitral Tribunal issued Procedural Order No.5, rejecting the Claimants' application for interim relief and reserving the decision concerning costs to a later point in time.
140.
On 17 October 2019, the Arbitral Tribunal issued Procedural Order No. 6 in which it (i) rejected the Claimants' request regarding the supposedly deficient document production by the Respondents, (ii) admitted into the file certain documents submitted by the Respondents, (iii) authorized the Respondents to submit an updated version of Exhibit RWS-8, and (iii) clarified that certain documents did not form part of the arbitration file.
141.
On 24 October 2019, the Respondents submitted an updated version of Exhibit RWS-8.
142.
On 4 November 2019, the Arbitral Tribunal invited the Parties to confer to try to reach agreements on certain issues concerning the Hearing and to inform the Arbitral Tribunal as soon as practicable. Moreover, the Arbitral Tribunal reminded the Parties about the need for them to provide during the Hearing court reporters and a qualified person to administer oaths, and it requested that the Parties inform it about the arrangements made in that regard.

H. Arbitral Tribunal's Subpoena and request for site visit

143.
On 6 November 2019, the Claimants requested the Arbitral Tribunal to issue a subpoena to Chart Industries Inc. and Chart Energy and Chemicals Inc. (together, "Chart") in connection with the production of documents identified in a certain email from Freehill Hogan & Mahar, LLP to Chart dated 23 October 2019.
144.
On 7 November 2019, the Arbitral Tribunal invited the Respondents to comment by 11 November 2019 on the Claimant's request.
145.
On 10 November 2019, the Claimants sent an email to the Arbitral Tribunal stating that they had offered the Respondents to jointly propose to the Arbitral Tribunal to conduct a site visit of the Rumuji Plant in early January 2020, to which the Respondents had agreed, and it asked the Arbitral Tribunal to advise about its availability to visit the site.
146.
On 11 November 2019, the Respondents sent an email making clear that they had requested the Claimants' permission for their experts to visit the Rumuji site once all expert reports had been submitted and before the Hearing, but the Claimants had denied their request adducing that they would accept only an inspection by the Arbitral Tribunal jointly proposed by the Parties. The Respondents further explained that they had consented to a site visit by the Arbitral Tribunal to the extent it was conducted before the Hearing. Accordingly, the Respondents stated that they saw no value in conducting a site visit after the Hearing, but indicated that if the Arbitral Tribunal still wished to travel to Rumuji after the Hearing, it would not object to it.
147.
On the same day, the Claimants commented on the clarifications provided by the Respondents earlier that day and attached the correspondence exchanged between the Parties regarding the site visit.
148.
That same day, the Arbitral Tribunal expressed that it concurred with the Respondents that a site visit of the Rumuji Plant would only make sense if conducted ahead of the Hearing, in which case the time slot scheduled at that time for the Hearing would have to be used for the site visit and the Hearing would have to be rescheduled to a later point in time. Further, the Arbitral Tribunal invited the Parties to state their positions on the foregoing, by 14 November 2019, and noted that only if all Parties unanimously agreed to conducting a site visit in the time slot scheduled for the Hearing and to rescheduling the Hearing to a later point in time, the Arbitral Tribunal would consider having a site visit and, but that, absent unanimity, the procedural calendar would remain unchanged.
149.
Also on that day, the Respondents submitted their comments on the Claimant's request that the Arbitral Tribunal issue a subpoena. The Respondents stated, among others, that they did not object to Chart providing to the Claimants –along with the Respondents– certain documents whose production the Claimants' had requested, and that Chart had been previously informed of the Respondents' consent to the production.
150.
On the same day, the Arbitral Tribunal issued the subpoena as per the Parties' agreement.
151.
On 14 November 2019, the Respondents informed the Arbitral Tribunal that they did not believe the Hearing should be rescheduled to accommodate a site visit by the Arbitral Tribunal and insisted that the Respondents had only consented to the Claimants' proposal for the Arbitral Tribunal to visit the site because it was the only basis on which the Claimants would grant their experts access to the site.
152.
On the same day, the Claimants sent an email to the Arbitral Tribunal indicating that they were in receipt of the Respondents' position regarding the site visit and that, in light of the Arbitral Tribunal's instruction concerning the issue at hand, they understood that the Respondents' answer resolved the question.
153.
On 15 November 2019, the Arbitral Tribunal informed the Parties that the pre-hearing conference scheduled on 27 November 2019 was to be held at 12:30 p.m. New York time and that an agenda, as well as dial-in details, were to be circulated once the Parties had submitted their notification of witnesses and experts for cross-examination and their comments on certain issues concerning the Hearing as per the Arbitral Tribunal's email of 4 November 2019.
154.
On16 November 2019, the Claimants filed their Statement of Reply.
155.
On that same day, the Arbitral Tribunal sent an email to the Claimants regarding certain issues with the Claimants' exhibits and the Claimants replied to the said email.

I. Pre-hearing conference

156.
On 19 November 2019, the Claimants informed the Arbitral Tribunal about the court reporting services agreed by the Parties for the Hearing.
157.
On 21 November 2019, the Claimants sent an email to the Arbitral Tribunal conveying the Parties' agreements and points of disagreement on certain issues concerning the Hearing as per the Arbitral Tribunal's email of 4 November 2019.
158.
That same day, the Respondents commented on the Claimants' correspondence of earlier that day and provided the order in which they wished their witnesses be examined.
159.
On the same day, the Respondents sent an email indicating that the Claimants had consented that they file further documentary evidence before the cut-off date and attached such exhibits.
160.
On that same day, the Claimants sent an email indicating that the Respondents had consented that they file further documentary evidence before the cut-off date and attached an exhibit.
161.
On 22 November 2019, several emails were exchanged between the Arbitral Tribunal and the Parties regarding certain issues with the Claimants' exhibits. The Arbitral Tribunal also requested the Parties to provide updated lists of exhibits.
162.
On 25 November 2019, the Arbitral Tribunal issued a letter to the Parties (the "Hearing Directions' Letter") in which it:

(i) Took note of the issues concerning the Hearing on which there was an agreement among the Parties;

(ii) Gave directions on the issues where the Parties could not reach an agreement;

(iii) Invited the Parties to submit by 3 December 2019 the list of persons (legal teams and other Party representatives) who would be attending the Hearing and a joint proposal for a tentative hearing schedule;

(iv) Reminded that the pre-hearing conference was scheduled to take place on 27 November 2019 at 12:30 p.m. New York time;

(v) Shared the dial-in details to join the pre-hearing conference; and

(vi) Provided an agenda for the pre-hearing conference.

163.
On 27 November 2019, the Respondents provided updated lists of exhibits as per the Arbitral Tribunal's emails of 22 November 2019.
164.
On that same day, as scheduled, the pre-hearing conference was held by telephone.
165.
Later on that same day, the Arbitral Tribunal:

(i) Took note of the Claimants' confirmation, given at the pre-hearing conference, that they would cross-examine the Respondents' fact witness in the order set out at ¶8 of the Arbitral Tribunal's 25 November 2019 letter;

(ii) Emphasized, as it had expressed during the pre-hearing conference, that the requirement that witnesses be heard under oath was not included in the Arbitral Tribunal's original Draft PO1, but was included in ¶99 of Procedural Order No. 1 at the Claimants' request and in accordance to Rule R-27 of the Rules and, therefore, it invited the Parties to inform it whether they wished to amend ¶99 of Procedural Order No.1 by mutual agreement to strike such requirement;

(iii) Invited the Parties to inform it whether they wished to amend ¶54 of Procedural Order No. 1by mutual agreement to stipulate that if a Party or its experts intend to use demonstrative exhibits for their opening statements/introductory presentations, that Party had to submit such exhibits to the Arbitral Tribunal, the Tribunal Secretary and the opposing counsel on the eve of the day on which such exhibits were to be used; and

(iv) Reminded the Parties that, as per ¶¶34 to 36 of the Arbitral Tribunal's 25 November 2019 letter, they were to submit, by 3 December 2019, the list of persons who would be attending the Hearing; as well as a joint proposal for a tentative hearing schedule.

J. The Hearing

166.
On 2 December 2019, the Claimants sent an email to the Arbitral Tribunal regarding certain corrections to their exhibits.
167.
That same day, the Claimants sent a letter to the Arbitral Tribunal announcing that they would use a3D model of the Rumuji LNG Project at the Hearing and that their witness, Werner Pirijns, would bring to the Hearing certain sections of the MRC12 Motor Electrical Cables and the Transformer Cables, as discussed in ¶4.37 of his second witness statement (Exhibit CWS-12). Moreover, the Claimants informed the Arbitral Tribunal that they had decided not to cross-examine the Respondents' fact witness Mr Alessandro Bresciani.
168.
On 3 December 2019, the Respondents sent an email noting that ¶75 of Procedural Order No. 1 vested the Arbitral Tribunal with an independent right to require the appearance of witnesses even when the opposing Party had waived the right of examination and requesting the Arbitral Tribunal's guidance as to whether the Respondents could release Mr Bresciani from attending the Hearing.
169.
On that same day, the Arbitral Tribunal released Mr Bresciani from attending the Hearing.
170.
That same day, the Arbitral Tribunal noted that some of the witness statements and expert reports in the lists of exhibits attached to the Claimants' email of 2 December 2019 were numbered incorrectly and, in light of that, it invited the Claimants to review those lists and submit corrected versions.
171.
Also on that day, the Respondents provided the list of persons on their side who were attending the Hearing, reported that they had discussed a tentative hearing schedule with the Claimants and were awaiting for their comments in that regard. Moreover, the Respondents informed the Arbitral Tribunal about certain obstacles preventing the timely issuance of a visa for their fact witness Mr Ali Kassem to enter the USA to attend the Hearing and about the possibility that Mr Kassem be heard at the Hearing by videoconference.
172.
Later on that same day, the Claimants provided the list of persons who were attending the Hearing on their side and informed the Arbitral Tribunal:

(i) About the Parties' agreements regarding the tentative hearing schedule, which was subject to the caveat that depending on the length of examinations, the witnesses could end up appearing a little earlier or later;

(ii) That the Parties had agreed that the demonstratives to be used by the expert witnesses were going to be exchanged at 8 p.m., on the night before the presentations, but the demonstratives to be used in openings statements were not to be exchanged by the Parties the evening before; and

(iii) That with regard to ¶99 of Procedural Order No. 1, the Parties had agreed that fact witnesses would be sworn to testify under oath, although not a religious one.

173.
On 4 December 2019, the Arbitral Tribunal invited the Claimants to comment by that day, on the issue raised by the Respondents in their email of 3 December 2019 regarding the difficulties in timely obtaining a US visa for Mr Kassem and the possibility that Mr Kassem be heard at the Hearing by videoconference.
174.
That same day, the Arbitral Tribunal noted that the Parties had not reached an agreement to strike the requirement in ¶99 of Procedural Order No. 1that witnesses be heard under oath and that they had agreed that the oath was tobe non-religious. Further, the Arbitral Tribunal reminded that, as per the said ¶99 of Procedural Order No. 1, the Parties were to provide a duly qualified person to administer the oaths at the Hearing.
175.
Also on that day, the Arbitral Tribunal took note of the Parties' joint tentative schedule for the Hearing. The Arbitral Tribunal further reminded the Parties that the daily schedule would be from 9 a.m. to 5 p.m., with a 1-hour break for lunch and other shorter breaks when necessary, and that, unless the Arbitral Tribunal finally took up less time than it had allotted for itself, each side's total time for opening statements, direct examinations, presentations in lieu of direct examinations, cross-examinations, re-direct examinations and re-cross examinations would be limited to 22 hours.
176.
That day, the Respondents sent an email to the Claimants, copying the Arbitral Tribunal, in which they asked the Claimants to inform them of the affiliations of each of the persons listed to attend the Hearing on their side.
177.
Later that day, the Claimants sent an email to the Respondents, copying the Arbitral Tribunal, in which they informed them of the affiliations of each of those persons.
178.
Also on that day, the Claimants commented on the issue raised by the Respondents regarding the difficulties in timely obtaining a US visa for Mr Kassem and the possibility that Mr Kassem be heard at the Hearing by videoconference.
179.
On 5 December 2019, the Arbitral Tribunal informed the Parties that it concurred with the Claimants' preference for Mr Kassem testifying in person and it further encouraged the Respondents to continue attempting to expedite the process to have Mr Kassem's visa issued promptly. Nevertheless, the Arbitral Tribunal added that in the event that despite the Respondents' efforts Mr Kassem's visa were not to be obtained in time, it would consider the situation as an exceptional circumstance and, therefore, it would permit Mr Kassem being heard by videoconference pursuant to ¶74 of Procedural Order No. 1. Finally, the Arbitral Tribunal invited the Parties to confer among themselves about the arrangements that might be needed in case that Mr Kassem finally were to be heard by videoconference.
180.
On that same day, the Respondents updated the Arbitral Tribunal on the actions being taken to expedite the issuance of Mr Kassem's visa and announced that they had begun investigating the possibility of a video link to hear the witness by videoconference and that they would confer with counsel for the Claimants in that regard.
181.
On 5 and 6 December 2019, the Claimants and the members of the Arbitral Tribunal exchanged emails regarding certain details of the court reporting services hired for the Hearing.
182.
Also on these days, the arbitrators expressed their preference on certain aspects regarding the court reporting services hired for the Hearing.
183.
On 6 December 2019, the Respondents updated the Arbitral Tribunal on the status of Mr Kassem's visa application and informed the Arbitral Tribunal about the contingency arrangements they were making in case that Mr Kassem finally were to be heard by videoconference.
184.
On 8 December 2019, the Claimants provided revised lists of exhibits as per the Arbitral Tribunal's email of 3 December 2019.
185.
From 9 to 20 December 2019, the Hearing was held in New York City.
186.
After each Hearing day, the court reporter, Ms Linda Russell, circulated that day's transcript.
187.
Also after each Hearing day, except the first and the last day, the Tribunal Secretary sent an email to the Parties reporting the time used by each side at the Hearing and the time remaining for each side.
188.
On 9 December 2019, the Respondents sent an email attaching their opening statement presentation and Exhibit R-314.13
189.
On 11 December 2019, the Respondents sent an email attaching the presentation of Mr John Middleton for his testimony on the following day.
190.
On that same day, the Claimants sent an email attaching the presentation of Mr Scott Wright for his testimony on the following day.
191.
On that same day, the Respondents sent an email attaching a shorter version of the presentation of Mr Middleton.
192.
On 12 December 2019, the Claimants submitted their demonstrative exhibits C-D20 to C-D29 of that day and the day before.
193.
On that same day, the Respondents confirmed that Mr Kassem would have to be heard by videoconference.14
194.
On 15 December 2019, the Respondents sent an email attaching the presentation of Mr Gareth Smith for his testimony on the following day.
195.
On that same day, the Claimants sent an email attaching the presentation of Mr Peter Lumley for his testimony on the following day.
196.
On 16 December 2019, the Claimants sent emails attaching the presentations of Messrs Brian Dunagan and Robert Caligiuri for their testimonies on the following day.
197.
Also on that day, the Respondents sent emails attaching the presentations of Messrs Stephen Linwood, Chris Googan, Kevin Slater and Alan Borrowman for their testimonies on the following day.
198.
On 17 December 2019, the Respondents sent an email attaching the presentation of Mr Jeff Blinkhorn for his testimony on the following day.
199.
On that same day, the Claimants sent an email attaching the presentation of Mr John Lancaster for his testimony on the following day.
200.
On 18 December 2019, the Claimants attached their demonstrative exhibits C-D30 to C-D32 from Mr Smith's cross-examination of 16 December 2019.
201.
Also on that same day, the Arbitral Tribunal requested the Parties to arrange, if possible, for Mr Lapuerta and Ms Linnell to be available to give testimony on the following dayin case that turned out to be possible without departing from the principle that all experts on a given issue were to be heard on the same day.
202.
On that same day, the Claimants sent emails attaching the presentations of Ms Bente Villadsen and Mr Matthew Will for their testimonies on the following day and confirming Mr Lapuerta's availability to give testimony on the following day, if required.
203.
On that same day, the Respondents sent emails attaching the presentation of Mr Chris Hillier for his testimony on the following day and confirming Ms Linnell's availability to give testimony on the following day, if required.
204.
During the Hearing, it was agreed that an additional hearing for oral closing arguments would be held in Milan, at the premises of the Milan Chamber of Arbitration, on 21 January 2020, from 9:00 a.m. to 5:00 p.m. CET15 (the "Additional Hearing").
205.
On 19 December 2019, the Arbitral Tribunal invited the Parties to inform it about the number of persons that were attending the Additional Hearing and whether breakout rooms would be needed. The Arbitral Tribunal further informed the Parties that, unless agreed otherwise by them, real-time transcription would not be required for the Additional Hearing, but audio was to be recorded and subsequently transcribed. Finally, the Arbitral Tribunal provided the contact details of the agency which the Milan Chamber of Arbitration used for audio-recording and transcription and attached to the email a list of hotels with which the Milan Chamber of Arbitration had agreements for preferential rates.
206.
On that same day, the Respondents sent an email informing the Arbitral Tribunal of the number of persons that would attend the Additional Hearing on their behalf and expressing that they would require a small break-out room and that they did not need real-time transcription.
207.
That same day, the Respondents sent an email attaching the presentation of Ms Kay Linnell for her testimony on the following day.
208.
Also on the same day, the Claimants sent an email attaching the presentation of Mr Carlos Lapuerta and an errata sheet for his testimony on the following day.

K. Procedural Order No. 7

209.
On 23 December 2019, the Arbitral Tribunal reminded the Parties about the date and place of the Additional Hearing and it noted that it would circulate further details in due course, including the hearing schedule and the list of questions it wished for the Parties to address in their oral closing arguments.
210.
Also on that day, the Arbitral Tribunal asked the Parties to submit a jointly-agreed final consolidated version of the Hearing transcripts, if possible, by 7 January 2020.
211.
On that same day, the Claimants informed the Arbitral Tribunal about the number of persons that would attend the Additional Hearing on their behalf and that they wished to have the Additional Hearing be transcribed with LiveNote. They further asked for the Arbitral Tribunal's confirmation that the transcription services had to be arranged by the Parties, with costs shared subject to an allocation of costs in the final award.
212.
That same day, the Arbitral Tribunal confirmed that the recording and transcription services for the Additional Hearing were tobe arranged by the Parties and that the cost of such services was tobe advanced by them in equal shares, without prejudice to the decision of the Arbitral Tribunal on the allocation of the costs of the arbitration. Moreover, it enclosed the email referred to at ¶205 above and noted that Mr Azzali had received information that the agency therein mentioned also offered LiveNote transcription services.
213.
On 29 December 2019, the Arbitral Tribunal sent an email to the Parties noting that it had been informed that the Respondents had not yet paid upon the last request for a deposit made by the ICDR/AAA and expressing that, unless full payment of the deposits for arbitrator compensation was received by 10 January 2020, the proceedings would be suspended pursuant to Rule R-57(e) of the Rules and that such suspension might entail a postponement or cancellation of the Additional Hearing.
214.
On 30 December 2019, the Respondents informed the Arbitral Tribunal that the payment of the last request for a deposit made by the ICDR/AAA was in process at the time of the Hearing, that it could be caught in the year end payment cycle and that they would provide at their earliest opportunity the payment date.
215.
On 30 December 2019, the Respondents provided an update on the payment of the last request for a deposit made by the ICDR/AAA.
216.
On 31 December 2019, the Tribunal Secretary requested the Claimants to provide by email a soft copy of the opening presentation they used at the Hearing.
217.
On 2 January 2020, the Claimants confirmed that a soft copy of their opening presentation binder was contained on the USB drive that also contained the witness cross-examination bundles, which they provided on the Hearing.
218.
Also on that day, the ICDR/AAA sent a letter to the Parties to which it enclosed an ICDR's Notice of Hearing with the details of the Additional Hearing.
219.
On 3 January 2019, the Tribunal Secretary and the Claimants exchanged emails on where Mr Pirijns's video played at the beginning of Claimants' opening presentation could be found.
220.
That day, the Respondents informed the Arbitral Tribunal that the payment of the last request for deposit made by the ICDR/AAA had been initiated the day before and that it would take approximately two business days for the funds to reach the ICDR/AAA's account.
221.
Also on that day, the ICDR/AAA sent an email indicating that it would monitor the payments received by it and revert upon receipt of the Respondents' payment.
222.
On 6 January 2020, the Arbitral Tribunal issued Procedural Order No. 7, in which it:

(i) Convened the Parties' counsel to the Additional Hearing;

(ii) Allocated the time of the Additional Hearing;

(iii) Invited the Parties to address at the Additional Hearing the questions set out in the non-exhaustive list attached as Annex I of Procedural Order No. 7; and

(iv) Ordered that ¶105 of Procedural Order No. 1, on recording and transcription, was to apply to the Additional Hearing.

L. The Additional Hearing

223.
On 7 January 2020, the Claimants expressed that it was their understanding that other Claimants' representatives, aside from counsel, could attend the Additional Hearing, and asked for the Arbitral Tribunal's confirmation on whether their understanding was correct.
224.
On that same day, the ICDR/AAA confirmed receipt of the Respondents' pending payment.
225.
Also on that day, the Arbitral Tribunal confirmed that the Claimants' understanding on their email of 7 January 2020 was correct.
226.
On 8 January 2019, the Arbitral Tribunal asked the Parties to inform it about the status of the jointly-agreed final consolidated version of the Hearing transcripts and of the date on which they estimated it would be provided, and kindly invited the Parties to submit them by 14 January 2020.
227.
On that same day, the Arbitral Tribunal informed the Parties about the exact location of the Additional Hearing, provided certain instructions in relation to it, and invited the Parties to inform it of the final number of attendees and their names by 16 January 2020.
228.
Also on that day, the Claimants informed the Arbitral Tribunal that the Parties intended to submit the jointly-agreed final consolidated version of the Hearing transcripts by 13 January 2020.
229.
On 13 January 2020, the Claimants filed a table containing the Hearing transcript corrections to which the Parties had agreed.
230.
On 14 January 2020, the Arbitral Tribunal reminded the Parties about its request that they provide a final consolidated version of the Hearing transcripts as earliest as possible.
231.
On 15 January 2020, the Claimants informed that the Hearing transcripts would be submitted on the following day.
232.
On 16 January 2020, the Claimants submitted the final consolidated version of the Hearing transcripts for the first five days of the Hearing and announced that they expected to submit the transcripts for the second week of the Hearing on the following day at the latest.
233.
On that same day, the Respondents informed the Arbitral Tribunal of the names of the persons who were attending the Additional Hearing on their side.
234.
On 17 January 2020, the Tribunal Secretary reminded the Parties to inform the Arbitral Tribunal, at their earliest convenience, about the name of the services provider(s) and of the services requested for the Additional Hearing and asked them to direct the services provider(s) to get in touch with Mr Azzali or with the Tribunal Secretary. The Tribunal Secretary also provided certain information regarding the Additional Hearing venue and reminded the Claimants of the Arbitral Tribunal's request to be informed of the final number of attendees on their side and their names.
235.
That same day, the Claimants submitted small sized corrected versions of the transcripts for the second week of the Hearing and announced that the regular/full size versions of those transcripts would be provided as soon as they were available.
236.
Also on that day, the Claimants submitted Exhibit C-1176 (Brattle's BR-143U) and explained that an unnumbered version of the same exact exhibit had been provided to the Respondents by email during the Hearing.16
237.
On 19 January 2020, the Respondents informed the Arbitral Tribunal about the court reporting and related services hired for the Additional Hearing.
238.
Also on that day, the Claimants informed the Arbitral Tribunal of the names of the persons who would be attending the Additional Hearing on their side.
239.
On 20 January 2020, the Claimants submitted the final consolidated version of the transcripts for the second week of the Hearing.
240.
On 21 January 2020, the Additional Hearing took place in Milan, Italy.
241.
Later that day, the Claimant's sent an email to the Respondents, copying the Arbitral Tribunal, attaching certain invoices which had been discussed at the Additional Hearing.17
242.
On 22 January 2020, the Arbitral Tribunal reminded the Parties of the decisions taken at the end of the Additional Hearing. Specifically, the Arbitral Tribunal mentioned that

(i) There would be two rounds of post-hearing briefs to be filed simultaneously.

(ii) The first post-hearing briefs should not exceed 75 pages and was to be submitted by 3 March 2020.

(iii) The second post-hearing briefs should be limited in scope to the issues addressed by the opposing parties in their first post-hearing briefs, should not exceed 40 pages and was to be submitted by 24 March 2020.

(iv) The Parties should attempt to agree on a joint proposal regarding the scope and the date of filing of the cost submissions and were to inform the Arbitral Tribunal of such joint proposal or of their failure to reach an agreement by 4 February 2020.

(v) The Parties would be allowed to send their post-hearing briefs and cost submissions to the Arbitral Tribunal, the ICDR/AAA and the Tribunal Secretary only, who would forward them to the opposing Parties.

243.
On 23 January 2020, in response to the Respondents' inquiry made at the end of the Additional Hearing concerning the Arbitral Tribunal's cost decision, the Arbitral Tribunal informed the Parties that it was inclined to apply the costs-follow-the-event rule, albeit with some flexibility to account for any other aspects it might deem relevant. Nevertheless, the Arbitral Tribunal clarified that the foregoing should not be construed as a limitation to its discretion under Rule R-47(c) of the Rules to decide on costs in any way it determined appropriate, including the application of a different cost allocation rule, once it had had opportunity to deliberate.
244.
On 26 January 2020, the court reporter, Ms Yvonne Vanvi, circulated the transcripts of the Additional Hearing.

M. First post-hearing briefs, Procedural Orders Nos. 8and 9

245.
On 4 February 2020, the Claimants informed the Arbitral Tribunal that the Parties were working towards an agreement regarding the timing and procedures for the cost submissions and asked that the deadline to submit their views on the issue be extended to 7 February 2020.
246.
On the same day, the Arbitral Tribunal granted the said request.
247.
On 7 February 2020, the Claimants requested, on behalf of the Parties, a few further days to provide their views regarding the timing and procedure for the cost submissions.
248.
On that same day, the Arbitral Tribunal granted the said request.
249.
On 18 February 2020, the Claimants sent an email to the Arbitral Tribunal conveying the agreements reached by the Parties on the timing and procedure for the cost submissions.
250.
On 3 March 2020, the Respondents filed their first post-hearing brief ("Respondents' First Post-Hearing Brief" or "Rs' PHB1")
251.
Also on that day, the Claimants filed their first post-hearing brief ("Claimants' First Post-Hearing Brief" or "Cs' PHB1").
252.
On 4 March 2020, the Tribunal Secretary forwarded the Parties' First Post-Hearing Briefs to the opposing Parties.
253.
On 12 March 2020, the Arbitral Tribunal issued Procedural Order No. 8, in which it took note of and accepted the Parties' agreements on the timing and procedure for the cost submissions.
254.
On 20 March 2020, the Claimants sent an email to the Arbitral Tribunal stating that the Respondents had requested their consent to a two-week adjournment on the submission of the second post-hearing briefs, in view of the situation resulting from the Covid-19 pandemic. The Claimants consented to the Respondents' request.
255.
On 22 March 2020, the Arbitral Tribunal sent an email to the Parties in which it took note of the Claimants' correspondence of 20 March 2020 and granted the Parties a two-week adjournment of the second post-hearing briefs. The Arbitral Tribunal also postponed subsequent deadlines accordingly.
256.
On 27 March 2020, the Arbitral Tribunal sent an email to the Parties in reference to the Claimants' new claim for additional damages for take-or-pay costs as per ¶235 (i) of the Claimants' First Post-Hearing Brief and to the Respondents' objection in ¶203 and their submissions in ¶¶209-210 of the Respondents' First Post-Hearing Brief, and informed them that if, after consideration, the Arbitral Tribunal were to find the said new claim to be admissible, it would invite further submissions from the Parties.
257.
On 6 April 2020, the Claimants sent an email to the Arbitral Tribunal in which they stated:

(i) That despite TOTAL's threat to imminently draw down the security, such draw down had not occurred;

(ii) That, as a result the above, they agreed that the award of a sum certain on their take-or-pay claim would still be premature;

(iii) That they sought to avoid anything that might delay issuance of an award on the claims that, as of that date, were ripe for decision;

(iv) That they had agreed to withdraw without prejudice their request for relief in Paragraph 235 (i) of Claimants' First Post-Hearing Brief as not yet ripe, preserving the right to renew it if a take or pay payment later hadto be made; and

(v) That they asked that the Arbitral Tribunal (i) issue a partial final award –designated as such– on all of Claimants' claims that, as of that date, were ripe for decision, as reflected in all but ¶235 (i) of the request for relief in the Claimants' first post-hearing brief, and on the Respondents' counterclaims, and (ii) retain jurisdiction for a period of up to 12 months, subject to either Party's request for relief, to resolve any disputes that might thereafter ripen.

258.
On that same day, the Arbitral Tribunal stayed all pending deadlines until further notice and invited the Respondents to comment, by 14 April 2020, on the Claimants' correspondence submitted earlier that day.
259.
On 14 April 2020, the Respondents submitted their comments to the Claimants' email of 6 April 2020.
260.
On 15 April 2020, the Arbitral Tribunal invited the Claimants to submit their comments to the Respondents' submission of 14 April 2020 by 20 April 2020, and, in turn, it also invited the Respondents to reply by24 April 2020.
261.
On 20 April 2020, the Claimants submitted their comments to the Respondents' submission of 14 April 2020.
262.
On 24 April 2020, the Respondents submitted their reply to the Claimants' submission of 20 April 2020.
263.
On 3 May 2020, the Arbitral Tribunal issued Procedural Order No. 9, in which it decided, among others:

(i) To not give its consent to the submission of the new claim made in ¶235(i) of the Claimants' First Post-Hearing Brief;

(ii) To deny the Claimants' request that the Arbitral Tribunal retain jurisdiction for a period of up to 12 months, subject to either party's request for relief, to resolve any disputes that may hereafter ripen;

(iii) To set new deadlines for the second round of post-hearing briefs and cost submissions.

N. Second post-hearing briefs and cost submissions

264.
On 8 May 2020, the Respondents filed the Respondents' Second Post-Hearing Brief.
265.
That same day, the Claimants filed their Reply to Respondents' First Post-Hearing Brief ("Claimants' Second Post-Hearing Brief" or "Cs' PHB2").
266.
On 9 May 2020, the Tribunal Secretary forwarded the Parties' Second Post-Hearing Briefs to the opposing Parties.
267.
On 29 May 2020, the Respondents filed their Cost Submission ("Respondents' Cost Submission").
268.
That same day, the Claimants filed their Submission on Fees and Costs ("Claimants' Cost Submission").
269.
On 30 May 2020, the Tribunal Secretary forwarded the Parties' Cost Submissions to the opposing Parties.
270.
On 31 May 202, the Respondents sent an email to the Tribunal Secretary requesting that the breakdown referred to at ¶20 of the Claimants' Cost Submission be released to the Respondents at the earliest.
271.
That same day, the Tribunal Secretary replied to the Respondents confirming that the only document received with the Claimants' email of 29 May 2020 was the Claimants' Cost Submission.
272.
On 1 June 2020, the Respondents sought leave from the Arbitral Tribunal in order to address the issues that arose from the Claimants' Cost Submission.
273.
That same day, the Parties were granted leave to comment on each other's cost submissions by 5 June 2020.
274.
On 5 June 2020, the Respondents filed their Comments on Cost Submission.
275.
That same day, the Claimants filed their Response to Respondents' Cost Submission.
276.
On 6 June 2020, the Tribunal Secretary forwarded the Parties' 5 June 2020 submissions to the opposing Parties.

O. Final submissions and closing of the Hearing

277.
On 9 July 2020, the Claimants sent an email to the Arbitral Tribunal stating that both the Claimants and the Respondents understood that the 60-day period established in ¶116 of Procedural Order No. 1 to render the award would have begun to run upon the Parties' submission of their Second Post-Hearing Briefs on 8 May 2020 and that the Parties requested that the Tribunal provide them with guidance regarding the anticipated award date.
278.
On that same day, the Respondents confirmed the joint request.
279.
On 10 July 2020, the Arbitral Tribunal informed the Parties that its deliberations were ongoing and that it had thus far intentionally refrained from declaring the proceedings closed since it did not rule out inviting the Parties to make further submissions. The Arbitral Tribunal added that it understood that the 60-day period established in ¶116 of Procedural Order No. 1 had not yet begun to run. But it informed the Parties that it anticipated that it would soon be in a position to either invite the Parties to make further submissions or to declare the hearing closed as per Rule R-39(b) and, if so, it did not anticipate that it would require more than the 60 days foreseen to issue a final award.
280.
On 28 July 2020, the Arbitral Tribunal issued Procedural Order No. 10, in which it invited the Parties to make most brief submissions, by 30 July 2020, with regard to two specific issues.
281.
On 30 July 2020, the Respondent submitted their Answers to Procedural Order No. 10, together with three documents.
282.
On the same day, the Claimants submitted their Response to Procedural Order No. 10.
283.
On 31 July 2020, the Arbitral Tribunal declared the hearing closed as of 30 July 2020, pursuant to Rule R-39(b) of the Rules. Moreover, as per the Parties' Agreements reflected in ¶116 of Procedural Order No. 1, it extended the period for rendering the final award to 60 days from the closing of the hearing. Finally, it informed the Parties that while it did not anticipate that further extensions would be necessary, it did not rule them out.
284.
On 26 September 2020, as per the Parties' agreements reflected in ¶116 of Procedural Order No. 1, the Arbitral Tribunal (i) informed the Parties that it anticipated to render the final award by 30 October 2020 and, thus, it (ii) extended the period for rendering the final award to 30 October 2020.

VIII. FACTUAL BACKGROUND

285.
The dispute between the Parties arises from (i) a contract for the sale of two fully-modular small scale LNG production plants or trains ("Train 1" and "Train 2," and together, the "Trains") for use in the LNG plant in Nigeria, located in Rumuji, Rivers State (the "Rumuji Plant"),18 for a Contract Price of 95,000,000.00 USD,19 entered into between GEOG and IEC on 13 September 2014 (previously defined as the "Equipment Contract"),20 (ii) a services agreement entered into the same day between GE Nigeria and IEC, for the purpose of on-site supervision in Rumuji, Nigeria, of the installation, start-up, commissioning and testing of the Trains, as well as the training of IEC employees to ensure that the Trains were properly installed and functioned to their designed and warranted capacities (previously defined as the "Services Agreement"),21 and (iii) an agreement of the same date by which GEOG guaranteed to IEC the performance of GE Nigeria's obligations under the Services Contract (previously defined as the "Guarantee").22
286.
IECis a privately held company that is ultimately majority-owned by Mr Eddy Van den Broeke.23 IEC holds, indirectly, 100 percent of the outstanding shares of Greenville.24 Greenville is a Nigerian company that operates the group's LNG business in Nigeria.25
287.
Up until 2015, the IEC group's principal business had been bitumen in West Africa.26 In 2014, IEC decided to sell the business, and to dedicate the sales proceeds to the purchase and installation of a plant that would liquefy natural gas arriving by pipeline at its site in Rumuji.27 IEC would install local LNG storage units at the customer sites,28 and the LNG would be delivered to the customers in specialized trucks.29 The customers could use the LNG largely as a substitute for diesel fuel.30
288.
GEOG was an affiliated company of the General Electric Company and it operated under the umbrella of "GE Oil & Gas."31 GE Nigeria is an affiliate of GEOG.32
289.
In 2013, GEOG acquired the assets of the Salof Companies, a designer and manufacturer of small–scale LNG plants based in Schertz, Texas.33 Salof had a long history manufacturing fully- modularized, skid-based CO2 liquefaction units, and had been working with Shell since 2011 to develop a fully-modularized, skid-based, 0.25 MTPA,34 LNG liquefaction plant.35
290.
In July 2017, the General Electric Company and Baker Hughes, Inc. merged and contributed their respective oil and gas businesses (including GEOG) to the newly formed BHGE LLC,36 which is held by the holding company BHGE.37
291.
The parties met for the first time when Mr van den Broeke and other representatives of IEC went to China in August 2014 to investigate the purchase of small scale LNG plants and met Mr David Gordon and other representatives of GEOG from Schertz, Texas, where GEOG built small scale LNG plants.38 The GEOG representatives informed IEC that they had a small scale LNG plant in the Schertz factory that had been produced for Shell for its Canadian Green Corridor project in Northern Canada ("Train 3").39 Shell had discontinued the Canadian Green Corridor project and no longer appeared interested in the train, and had asked GEOG to keep it in storage.40
292.
In August 2014, IEC representatives travelled to Texas to view the Shell train. However, by the time they landed in Houston, Shell had informed GEOG that it did not want to sell the train.41
293.
The IEC representatives nonetheless inspected the Shell unit and the parties discussed the possibility of purchasing similar trains from GEOG.42
294.
The Parties negotiated the Contracts in the first two weeks of September 2014,43 and signed them on 13 September 2014.44
295.
Pursuant to Clause 5 of the Equipment Contract, GEOG was to deliver the Trains to IEC by their respective Delivery Dates, i.e. Train 1 by 13 June 2015 and Train 2 by 13 September 2015.45 By virtue of Change Order Request No. 19,46 the contractual Delivery Dates were amended as follows: Train 1: 24 June 2015; Train 2: 24 September 2015.47
296.
However, neither Train was delivered by its Delivery Date, and it is disputed among the Parties whether the Trains were delivered at all and, if so, when they were delivered.
297.
IEC began installation works for Train 1 in December 2015.48 However, the installation, commissioning and start-up of the Trains was very considerably delayed for reasons that are disputed among the Parties.
298.
In April 2016, IEC acquired Train 3 directly from Shell.49
299.
Train 3 was started-up in May 2019.50
300.
As of 30 July 2020, neither Train 1 nor Train 2 had entered into operation.51

IX. RELIEF SOUGHT BY THE PARTIES

A. Claimants

301.
In their Notice of Demand and Commencement of Arbitration of 31 July 2018, the Claimants described their claims under the Equipment Contract as follows:

"Nature of the Claims include breach of contract resulting in damages arising from, inter alia : (i) defective LNG process design, necessitating plant re-configuration and additional CAPEX (capital expenditures); (ii) delivery of defective and/or sub-standard components/equipment; (iii) failure to timely deliver the required equipment/materials/manuals in the configuration required (specifically, modularized components prepared for tropical environment) causing additional OPEX (operational expenditures); (iv) diminution of production capacity; (v) no accessibility to certain areas and loss of useful plant life; (vi) liquidated damages; and (vii) loss of profits recoverable due to gross negligence or willful misconduct, fraud, and/or breach of fiduciary duty."52

302.
And they described their claims under the Services Agreement as follows:

"Nature of the Claims include the failure to provide the requisite supervision, guidance and training insofar as (i) the installation of the component parts of the plant; (ii) preservation of the materials/equipment between delivery and commissioning; (iii) precommissioning and commissioning guidance and (iv) plant operational supervision and training. Damages include a refund of payments made for deficient, unproductive and/or ineffective services and related losses associated with the delays and additional OPEX incurred as a consequence of the failure to provide the agreed services in a timely fashion. The calculation of the total sum of the losses suffered is ongoing, portions are related to the damages associated with the September 13, 2014 Equipment Contract referenced above and there are ongoing breaches from the continued failure to provide the requisite qualified personnel with expertise in the LNG liquefaction processing field. The subject Equipment Services Contract provides for consolidated arbitration in respect to claims associated with the Equipment Contract."53

303.
In the Statement of Claim, the Claimants' request for relief read as follows:

"Claimants respectfully request that the Tribunal issue its final award:

(a) declaring that Greenville is a third-party beneficiary of the Equipment Contract and the Services Contract;

(b) declaring that BHGE and BHGE LLC are responsible, along with GEOG, for performance of the obligations under the Equipment Contract and the Guarantee;

(c) declaring that GEOG, BHGE and BHGE LLC have breached the Equipment Contract;

(d) declaring that GE Nigeria has breached the Services Contract;

(e) declaring that GEOG, BHGE and BHGE LLC have breached the Guarantee;

(f) awarding Claimants damages of US$ 591 million as articulated in the Lapuerta Expert Report and the Witness Statement of Erik Helsen;

(g) declaring that GEOG, BHGE and BHGE LLC are each liable, jointly and severally, to Claimants for all additional damages and further losses that Claimants may incur as a result of their breaches of the Equipment Contract, including costs of remedying latent and patent defects and lost profits arising from the continuing unavailability of the project;

(h) declaring that GE Nigeria and GEOG are liable to Claimants for all additional damages and further losses that Claimants may incur as a result of GE Nigeria's breaches of the Services Contract;

(i) declaring that GEOG, BHGE and BHGE LLC are jointly and severally liable for fraudulently inducing Claimants to enter into the Equipment Contract;

(j) declaring that GEOG, BHGE and BHGE LLC are jointly and severally liable for defrauding Claimants during the performance of the Equipment Contract;

(k) ordering Respondents, jointly and severally, to compensate Claimants for all fees and expenses incurred in connection with this arbitration, including legal fees and expenses, expert fees and expenses, and all other expenses including the fees of the Arbitral Tribunal and the administrative fees and costs of the AAA/ICDR;

(l) granting such other and further relief as the Arbitral Tribunal deems just and appropriate."54

304.
In the Statement of Reply, the Claimants' prayer for relief was:

"Claimants respectfully request that the Tribunal issue its final award:

(a) declaring that Greenville is a third-party beneficiary of the Equipment Contract and the Services Contract;

(b) declaring that BHGE and BHGE LLC are responsible, along with GEOG, for performance of the obligations under the Equipment Contract and the Guarantee;

(c) declaring that GEOG, BHGE and BHGE LLC have breached the Equipment Contract;

(d) declaring that GE Nigeria has breached the Services Contract;

(e) declaring that GEOG, BHGE and BHGE LLC have breached the Guarantee;

(f) awarding Claimants damages of no less than US$ 697 million as articulated in the Lapuerta Reply Report and the Second Witness Statement of Erik Helsen;

(g) declaring that GEOG, BHGE and BHGE LLC are each liable, jointly and severally, to Claimants for all additional damages and further losses that Claimants may incur as a result of their breaches of the Equipment Contract, including costs of remedying latent and patent defects and lost profits arising from the continuing unavailability of the project;

(h) declaring that GE Nigeria and GEOG are liable to Claimants for all additional damages and further losses that Claimants may incur as a result of GE Nigeria's breaches of the Services Contract;

(i) declaring that GEOG, BHGE and BHGE LLC are jointly and severally liable for fraudulently inducing Claimants to enter into the Equipment Contract;

(j) declaring that GEOG, BHGE and BHGE LLC are jointly and severally liable for defrauding Claimants during the performance of the Equipment Contract;

(k) ordering Respondents, jointly and severally, to compensate Claimants for all fees and expenses incurred in connection with this arbitration, including legal fees and expenses, expert fees and expenses, and all other expenses including the fees of the Arbitral Tribunal and the administrative fees and costs of the AAA/ICDR;

(l) granting such other and further relief as the Arbitral Tribunal deems just and appropriate."55

305.
In their First Post-Hearing Brief, the Claimants requested:

"Claimants respectfully request that the Tribunal issue its final award:

(a) declaring that Greenville is a third-party beneficiary of the Contract and the Services Agreement or is otherwise entitled to recover its damages under those Contracts, and that the Tribunal has jurisdiction over its claims;

(b) declaring that BHGE and BHGE LLC are responsible, along with GEOG, for performance of the obligations under the Contract and the Guarantee;

(c) declaring that GEOG, BHGE and BHGE LLC have breached the Contract;

(d) declaring that GE Nigeria has breached the Services Agreement;

(e) declaring that GEOG, BHGE and BHGE LLC have breached the Guarantee

(f) awarding Claimants damages of no less than US$ 700 million as articulated in the Updated Workpapers in the Lapuerta Reply Report, plus interest;

(g) alternatively, awarding Claimants no less than US$ 244.9 million as articulated inthe Second Witness Statement of Erik Helsen, plus interest;

(h) awarding liquidated damages in the amount of $4.8 million, plus interest;

(i) awarding Claimants additional damages of US$ 58,642,586.96 for take-or-pay costs to date;

(j) declaring that GEOG, BHGE and BHGE LLC are each liable, jointly and severally, to Claimants for all additional damages and further losses that Claimants may incur as a result of their breaches of the Equipment Contract, including take-or-pay costs, costs of remedying latent and patent defects and lost profits arising from the continuing unavailability of the project;

(k) declaring that GE Nigeria and GEOG are liable to Claimants for all additional damages and further losses that Claimants may incur as a result of GE Nigeria's breaches of the Services Agreement;

(l) declaring that GEOG, BHGE and BHGE LLC are jointly and severally liable for fraudulently inducing Claimants to enter into the Equipment Contract;

(m) declaring that GEOG, BHGE and BHGE LLC are jointly and severally liable for defrauding Claimants during the performance of the Equipment Contract;

(n) ordering Respondents, jointly and severally, to compensate Claimants for all fees and expenses incurred in connection with this arbitration, including legal fees and expenses, expert fees and expenses, and all other expenses including the fees of the Arbitral Tribunal and the administrative fees and costs of the AAA/ICDR; and

(o) granting such other and further relief as the Arbitral Tribunal deems just and appropriate."56

306.
As indicated above,57 on 3 May 2020, in Procedural Order No. 9, the Arbitral Tribunal decided to not give its consent to the submission of the new claim made in ¶235(i) of the Claimants' First Post-Hearing Brief (additional damages of US$ 58,642,586.96 for take-or-pay costs).
307.
In their Second Post-Hearing Brief, the Claimants did not include a petitum.
308.
In their Submission on Fees and Costs of 29 May 2020, the Claimants explained the following:

"Mr. Lapuerta's model and Mr. Helsen's damages calculations included Claimants' Opex (as an input for Mr. Lapuerta's model and as a category of damages ('OPEX incurred during delay') in Mr. Helsen's witness statements), which, as the Tribunal may recall, contained some portions of the legal and expert fees and certain other expenses incurred by Claimants that are contained in this costs submission. To avoid any double-counting, Claimants agree that it is appropriate to remove those amounts from Mr. Lapuerta and Mr. Helsen's calculations.

Mr. Lapuerta's Opex inputs included $2,258,856.23 in 2018 fees and expenses that are included in this costs submission, and so which should be removed from his damages calculations in both the 5-train and 2-train model resulting in revised numbers of $697,741,144 and $301,741,144, respectively.

Mr. Helsen's 'OPEX incurred during delay'category of damages included $8,976,667.67 in 2018 and 2019 fees and expenses that are included in this costs submission, and so which should be removed from his $75,084,758 calculation, resulting in a revised 'Opex incurred during delay' amount of $66,108,090."58

309.
The Claimants did not submit an updated request for relief.

B. Respondents

310.
In their Demand for Arbitration of 14 August 2018, the Counterclaimants requested:

"The [Counter] Claimants request that the Arbitral Tribunal:

(a) Order IEC to pay the amount of $9,581,307 to GEOG for change orders to be issued under the Equipment Contract, plus accrued interest;

(b) Order IEC to pay the amount of $2,428,888 to GEOG for additional claims made under the Equipment Contract, plus accrued interest;

(c) Order IEC to pay the amount of $4,750,000 to GEOG for the Mechanical Completion of Train #1, plus accrued interest;

(d) Order IEC to pay the amount of $19,600,508 to GE Nigeria for additional compensation due under the Services Contract, plus accrued interest;

(e) Order the Respondent to reimburse the Claimants for all costs and expenses incurred in arguing their claims in this arbitration, including the fees and/or expenses of the Arbitral Tribunal, the AAA administrative costs, legal counsel (including internal counsel), experts, consultants, and the costs of any witnesses or employees engaged in the preparation or presentation of the Respondents' defense and counterclaim; and

(f) Grant all further or other relief that the Arbitral Tribunal deems appropriate."59

311.
In their Answering Statement of 31 August 2018, the Counterclaimants requested:

"A. Rejecting the consolidation of disputes other than those arising under the "first group of contracts" as defined by the ICDR in its correspondence of August 21 and August 27, 2018;

B. Rejecting the inclusion in this proceeding of any non-signatories to the "first group of contracts" which, for the sake of clarity, provide for arbitration only between GE O&G and PCSNL, on the one side, and IEC, on the other, the same parties named in the demand for arbitration presented by GE O&G and PCSNL, with no consent given for the inclusion of any other legal entities in this proceeding absent demonstration of a valid agreement to arbitrate;

C. Rejecting the demand for arbitration presented by IEC (and Greenville) for the reasons set out in the demand for arbitration presented by GE O&G and PCSNL (now denominated as counterclaims by the ICDR), and otherwise for failing to specify any provision of the relevant contracts for which any breach is alleged to have occurred;

D. Ordering the Claimants to reimburse such defendants for all costs and expenses incurred in defending the claims in this arbitration, including the fees and/or expenses of the Arbitral Tribunal, the AAA administrative costs, legal counsel (including internal counsel), experts, consultants, and the costs of any witnesses or employees engaged in the preparation or presentation of the defense; and

E. Granting all further or other relief that the Arbitral Tribunal deems appropriate."60

312.
And the BHGE Entities requested:

" […] the Arbitral Tribunal to:

A. Issue an award declaring the lack of jurisdiction of the Arbitral Tribunal to rule on any claims raised by the Claimants against Baker Hughes, a GE Company and Baker Hughes, a GE Company LLC;

B. Order the Claimants to reimburse such defendants for all costs and expenses incurred in defending the claims in this arbitration, including the fees and/or expenses of the Arbitral Tribunal, the AAA administrative costs, legal counsel (including internal counsel), experts, consultants, and the costs of any witnesses or employees engaged in the preparation or presentation of the defense; and

C. Grant all further or other relief that the Arbitral Tribunal deems appropriate."61

313.
In the Statement of Counterclaim, the Respondents' request for relief read as follows:

"229. The Respondents request that the Arbitral Tribunal:

(a) Declare the Arbitral Tribunal's lack of jurisdiction to rule on (i) any claims raised by Greenville Oil & Gas Co. Ltd against the Respondents and/or (ii) any claims raised by the Claimants against Baker Hughes, a GE Company, LLC and Baker Hughes, a GE Company;

(b) Order IEC to pay the amount of $4,750,000 to GEOG for the Mechanical Completion of Train 1, plus accrued interest;

(c) Order IEC to pay the amount of $9,905,408.62 to GEOG for additional compensation due under the Equipment Contract, plus accrued interest;

(d) Order IEC to pay the amount of $15,511,076.68 to GE Nigeria for additional compensation due under the Services Contract, plus accrued interest;

(e) Order IEC to pay the amount of $80,000 to the Respondents for its costs incurred in the proceedings in the Southern District of New York;

(f) Order IEC to (i) cease and desist from disclosure to unauthorized third parties of GEOG Confidential Information, (ii) return to GEOG all original copies of the documents shared with Softec and any other unauthorized third party, and (iii) destroy all copies of such documents in its possession;

(g) Order the Claimants to reimburse the Respondents for all costs and expenses incurred in arguing their claims in this arbitration, including the fees and/or expenses of the Arbitral Tribunal, the ICDR/AAA administrative costs, legal counsel (including internal counsel), experts, consultants, and the costs of any witnesses or employees engaged in the preparation or presentation of the Respondents' defense and counterclaim; and

(h) Grant all further or other relief that the Arbitral Tribunal deems appropriate."62

314.
In the Statement of Defense, the Respondents' prayer for relief read as follows:

"The Respondents request that the Arbitral Tribunal:

(a) Declare the Arbitral Tribunal's lack of jurisdiction to rule on (i) any claims raised by Greenville Oil & Gas Co. Ltd against the Respondents and/or (ii) any claims raised by the Claimants against Baker Hughes, a GE Company, LLC and Baker Hughes, a GE Company;

(b) Reject all claims advanced by the Claimants;

(c) Order IEC to pay the amount of $21,362,377.60 for payments due under the Contracts, plus accrued interest;

(d) Order IEC to pay the amount of $7,981,202.22 to GEOG for additional compensation due under the Equipment Contract, plus accrued interest;

(e) Order IEC to pay the amount of $12,835,326.28 to GE Nigeria for additional compensation due under the Services Contract, plus accrued interest;

(f) Order IEC to pay the amount of $100,198.12 to the Respondents for its costs incurred in the proceedings in the Southern District of New York;

(g) Order IEC to (i) cease and desist from disclosure to unauthorized third parties of GEOG Confidential Information, (ii) return to GEOG all original copies of the documents shared with Softec and any other unauthorized third party, and (iii) destroy all copies of such documents in its possession;

(h) Order the Claimants to reimburse the Respondents for all costs and expenses incurred in arguing their claims in this arbitration, including the fees and/or expenses of the Arbitral Tribunal, the ICDR/AAA administrative costs, legal counsel (including internal counsel), experts, consultants, and the costs of any witnesses or employees engaged in the preparation or presentation of the Respondents' defense and counterclaim; and

(i) Grant all further or other relief that the Arbitral Tribunal deems appropriate."63

315.
In the Respondents' First Post-Hearing Brief, the request for relief was the following:

"The Respondents request that the Arbitral Tribunal:

(a) Declare the Arbitral Tribunal's lack of jurisdiction to rule on (i) any claims raised by Greenville Oil & Gas Co. Ltd against the Respondents and/or (ii) any claims raised by the Claimants against Baker Hughes, a GE Company, LLC and Baker Hughes, a GE Company;

(b) Dismiss all claims for costs or damages of any type allegedly incurred by Greenville, as being beyond the Tribunal's jurisdiction to award costs to a non-party;

(c) Declare that the Arbitral Tribunal has no power to award claims beyond the Contracts without assessing whether the contractual remedies were intended to address the breaches alleged by the Claimants;

(d) Reject all claims advanced by IEC or, if Greenville is not dismissed from the arbitration, by both of the Claimants, with the exception of the amount of $891,500, conceded by the Respondents to IEC to be direct damages incurred by IEC;

(e) Order IEC to pay the amount of $21,362,377.60 for payments due under the Contracts, plus accrued interest;

(f) Order IEC to pay the amount of $7,461,503.70 to GEOG for additional compensation due under the Equipment Contract, plus accrued interest;

(g) Order IEC to pay the amount of $11,475,565.88 to GE Nigeria for additional compensation due under the Services Contract, plus accrued interest;

(h) Order IEC to pay the amount of $100,198.12 to the Respondents for its costs incurred inthe proceedings in the Southern District of New York;

(i) Order IEC to (i) cease and desist from disclosure to unauthorized third parties of GEOG Confidential Information, (ii) return to GEOG all original copies of the documents shared with Softec and any other unauthorized third party, and (iii) destroy all copies of such documents in its possession;

(j) Order the Claimants to reimburse the Respondents for all costs and expenses incurred in arguing their claims in this arbitration, including the fees and/or expenses of the Arbitral Tribunal, the ICDR/AAA administrative costs, legal counsel (including internal counsel), experts, consultants, and the costs of any witnesses or employees engaged in the preparation or presentation of the Respondents' defense and counterclaim; and

(k) Grant all further or other relief that the Arbitral Tribunal deems appropriate."64

316.
In their Second Post-Hearing Brief the Respondents requested the following:

"The Respondents request that the Arbitral Tribunal grant the requests for relief as outlined in the Respondents' First Post Hearing Brief, as slightly modified herein, and order IEC topay the total amount of $40,115,484.30 (plus interest).

Further, in light of the new claims introduced by the Claimants and with acknowledgement of Procedural Order No. 9, the Respondents request that the Arbitral Tribunal:

(a) Reject the liquidated damages claim as it was submitted in violation of Amended Procedural Order No. 1, Sections 25, 43 and 51, beyond the Arbitral Tribunal's authority or jurisdiction, and in gross violation of due process, appearing for the first time in the post-hearing submission; or, in the alternative, to the extent liquidated damages are granted to IEC, declare that such amount covers all delay-related requests for relief raised by the Claimants."65

C. Claimants' relief sought with respect to the Respondents' counterclaims

317.
In their Answering Statement of 5 September 2018, the Claimants requested:

"IEC hereby seeks the following relief in respect to the Counterclaims:

a. Denial of GEOG's and GE-Nigeria's claims under the Equipment Contract and the Services Agreement in their entirety;

b. Recovery of all costs and expenses incurred by Claimants in prosecuting their claims and defending the Counterclaims in this arbitration including the fees and expenses of the Arbitral Tribunal, the AAA, legal counsel, experts and consultants; and

c. Such further and different relief as the Tribunal deems appropriate."66

318.
In their subsequent briefs the Claimants did not submit an updated prayer for relief with respect to the Respondents' counterclaims.

X. CLAIMANTS' CLAIMS

A. Jurisdiction over the Claimants' claims

1. Jurisdiction over Greenville's claims

a. Respondents' position

319.
In their Statement of Counterclaim, the Respondents object to the Arbitral Tribunal's jurisdiction over any claims raised by Greenville against any of the Respondents arguing that Greenville is not a signatory to the Equipment Contract or the Services Agreement (together, the "Contracts") or to any arbitration agreement with the Respondents.67
320.
In their Statement of Defense, the Respondents object to the Claimants' argument that Greenville is entitled to bring claims under the arbitration agreements in the Contracts because it is a third-party beneficiary to those Contracts.68
321.
They rely on Dormitory Authority v. Samson Construction Co.69 to argue that the mere knowledge by the GE Entities that the Rumuji Plant would ultimately be operated by Greenville fails to support a finding of third-party beneficiary status.70
322.
They also rely on Dormitory Authority v. Samson Construction Co. as well as on Port Chester Elec. Const. Co. v. Atlas71 to argue that construction contracts need to contain express contractual language in order to confer rights upon third parties.72
323.
Moreover, the Respondents point at the agreements entered into between IEC and Greenville73 which show that IEC acted as Greenville's EPC contractor. In contrast, the Respondents argue, the GE Entities' role was that of mere subcontractors to IEC for certain equipment and services, with no obligations towards Greenville.74 The Respondents adduce Clause 30.1 of the Equipment Contract which provides that "the provisions of this Agreement are for the benefit of the Parties hereto and not for any other third party."75 In challenge to the Claimants' argument that Clause 19 of the Equipment Contract confers upon Greenville the status of a third-party beneficiary as a carve-out from the general provision in Clause 30.1, the Respondents contend that "[a] plain reading of the indemnification provision in Clause 19 indicates that the Parties intended to protect against unforeseeable liability, e.g., unforeseeable tort actions by unnamed third parties."76 They further rely on Dormitory Authority v. Samson Construction Co. to argue that passing references to third parties in the Contracts are not tantamount to an unequivocal expression of rights to Greenville.77
324.
Finally, the Respondents point at the non-assignability provision in Clause 4 of the Equipment Contract and they rely on Sazerac Co., Inc. v. Falk78 in which it was found that such non-assignability clauses contradict there being an express intent to benefit third parties.79
325.
In their First Post-Hearing Brief, the Respondents complain about the Claimants "seek[ing], for the first time in their Statement of Reply, to invoke a federal law doctrine of intertwined estoppel" as a ground for the Arbitral Tribunal's jurisdiction over Greenville's claims.80 As for the substance, they argue:

"In order to demonstrate that the 'intertwined' estoppel factors are satisfied, the Claimants should have demonstrated that Greenville's claims fall within the scope of the Contracts between IEC and the Respondents. The Claimants failed to do that, because Greenville is not an intended third-party beneficiary of the Contracts for the reasons set forth in Chapter IV of the Statement of Defense. More importantly, the Claimants failed to distinguish IEC and Greenville losses and damages, on the assumption that the damages incurred by the two companies were exactly the same […]."81

b. Claimants' position

326.
In the Statement of Claim, the Claimants argue that Greenville can bring claims under the Contracts by virtue of being a third-party beneficiary.82
327.
They allege that the Parties knew and intended throughout negotiation of the Contracts that due to requirements of Nigerian law83 a Nigerian operating subsidiary of IEC would own and operate the Rumuji Plant, and they add that Greenville has actively participated in performance of the Contracts.84
328.
Moreover, with reference to Clause 30.1, the Claimants argue that "[a]lthough the Sales Agreement includes a statement that 'the provisions of this Agreement are for the benefit of the Parties hereto and not for any other third party,' it explicitly carves out beneficiaries 'provided herein, including Clause 19.'"85 And they explain that Clause 19.4 of the Equipment Contract anticipated that the third party to whom IEC would furnish the Trains would have rights against GEOG under the Contract. They argue that it was for that reason that Clause 19.4 provided that IEC should indemnify and hold GEOG harmless for and against any liability arising out of claims made by such third party in excess of the limitations and exclusions provided in this Agreement.86
329.
In their Statement of Reply, the Claimants invoke Bayerische87 and Dean Street,88 explaining that in those cases it was ruled that "the phrase 'except as provided herein' indicates the parties intended to allow some third-party-beneficiary claims."89
330.
The Claimants also challenge the Respondents' interpretation of Port Chester Elec. Const. Co. v. Atlas and they rely to that end on Key Int'l Mfg., Inc. v. Morse/Diesel, Inc.90 and Logan-Baldwin v. L.S.M. Gen. Contractors, Inc.,91 which, the Claimants submit, demonstrate that the construction-specific rule put forward by the Respondents has no legitimate footing in New York case law.92
331.
They further argue that the language in Clause 19.3 of the Equipment Contract and in Clause 19.3 of the Services Agreements, which excludes liability for loss of profit or revenues, loss of use of the plant and customer claims, would be superfluous unless one were to understand that the party who would eventually operate the Rumuji Plant could bring claims against the GE Entities. Only that party could conceivably suffer these kinds of damages. Hence, the Claimants argue that under the principle of New York law that contracts are to be interpreted to avoid rendering terms surplusage it is to be interpreted that Greenville was an intended third-party beneficiary.93
332.
Moreover, the Claimants argue that "[i]n light of the importance of time, it is inconceivable that the parties would have intended to preclude virtually all delay-related claims in circumstances of, e.g., willful misconduct by GE/BHGE, yet this is the consequence GE/BHGE seeks to achieve in its Statement of Defense."94
333.
In their Statement of Reply, the Claimants further rely on Astra Oil Co. v. Rover Navigation, Ltd.95 to argue that the Respondents are equitably estopped from refusing to arbitrate Greenville's claims under the doctrine of intertwined claims estoppel.96 The Claimants posit that there is a close corporate and operational relationship between the nonsignatory, Greenville, and the signatory affiliate, IEC,97 that Greenville's claims are intertwined with IEC's98 and that the Respondents have treated Greenville as if it were a party to the agreement.99

c. Arbitral Tribunal's analysis

334.
The Arbitral Tribunal finds that it has no jurisdiction over Greenville's claims, be it on the basis of Greenville being a third-party beneficiary to the Contracts or by virtue of the doctrine of intertwined claims estoppel.
335.
Nothing in the Equipment Contract or the Services Agreement justifies the conclusion that Greenville is a third-party beneficiary.
336.
The Parties agree, and the Arbitral Tribunal concurs, that the mere knowledge by the GE Entities that the Rumuji Plant would ultimately be operated by Greenville is not sufficient to support a finding of third-party beneficiary status.100
337.
Regardless of whether New York case law generally provides for a rule –construction-specific or otherwise– requiring an express statement that the intention of the contracting parties is to benefit a third party, it is clear that Clause 30.1 of the Equipment Contract and also Clause 30.1 of the Services Agreements explicitly stipulate that the respective contract is "for the benefit of the Parties hereto and not for any other third party." These provisions also establish the following exceptions to the general rule, respectively: "Except as provided herein, including Clause 19 […]" and "Except as provided in Clause 19 […]." Hence, an express provision is required, absent which the general contractual stipulation applies that there are no third-party beneficiaries.
338.
Such express provision need not identify the third-party beneficiary by name but it should allow for an identification of the third-party beneficiary and it should stipulate which contractual rights such third-party beneficiary may exercise.
339.
The only instance of an exception to the general rule excluding third-party beneficiaries at which the Claimants point is Clause 19.4 of the Equipment Contract (Clause 19 of the Services Agreements does not contain an analogous provision). This provision does indeed anticipate that third parties could make claims against GEOG "[i]f Buyer is furnishing Seller's Plants or Parts to a third party by contract or using Seller's Plants or Parts at a facility owned by a third party." And for those cases it makes two stipulations, namely that (i) "Buyer shall obtain from such third party a provision affording Seller the protection of this Clause" and that (ii) "[Buyer] shall, in any event, indemnify and hold Seller harmless for and against any liability arising out of claims made by the third party in excess of the limitations and exclusions provided in this Agreement." But it is not at all clear that Clause 19.4 of the Equipment Contract anticipates such third-party claims to be contractual claims under the contract. As pointed out by the Respondents,101 it rather appears that Clause 19.4 of the Equipment Contract anticipates potential tort actions by third parties. Claims made under the Equipment Contract by third-party beneficiaries would be subject to the Equipment Contract's provisions, including the limitations and exclusions of liability of Clause 19. Hence, it would be redundant for IEC to obtain from such third party a provision affording GEOG the protection of Clause 19 of the Equipment Contract. Likewise, it is logically excluded that GEOG would be liable under the Equipment Contract vis-à-vis a third-party beneficiary in excess of the limitations and exclusions of the Equipment Contract, because contractual claims asserted by a third-party beneficiary are subject to the same limitations and exclusions. It is thus clear that neither of the two stipulations in Clause 19.4 could operate with respect to claims made by third-party beneficiaries under the Equipment Contract. As explained by the Claimants themselves, under New York law, contracts are to be interpreted to avoid rendering terms surplusage.102
340.
Hence, the Arbitral Tribunal sees no reason to depart from the general rule established in Clause 30.1 of the Equipment Contract and also Clause 30.1 of the Services Agreements. Accordingly, it finds that Greenville may not bring claims under the arbitration agreements in the Contracts by virtue of being a third-party beneficiary.
341.
As regards the doctrine of intertwined claims estoppel, the Arbitral Tribunal is not persuaded by the Claimants' explanations on Greenville's claims being intertwined with IEC's. The Claimants argue in this regard: "Like the nonsignatory petitioner in Astra Oil, Greenville asserts claims jointly with IEC, bringing claims for delay damages under the controlling agreements (which contain arbitration clauses) rather than under a separate, unrelated contract."103 However, an arbitral tribunal's jurisdiction over claims made by a non-signatory cannot logically rest on the ground that such claims are being brought by the non-signatory under the agreement that it has not signed. Such reasoning begs the question. No signatory of an agreement can be compelled by a non-signatory to arbitrate past the jurisdictional phase on the basis of the mere assertion of claims under the agreement. It is true that Astra Oil Co. v. Rover Navigation, Ltd. could arguably be read this way, insofar as the Court seemed to conclude that the claims were intertwined based on "the fact that Astra's claims against Rover, for Astra seeks arbitration, are brought directly under the charter party signed by Rover and AOT."104 However, in that case the Court did not address whether Astra conceivably had any standing to bring such claims under the charter party. In fact, it appears that Rover had admitted the possibility "that Astra may have a claim under the charter party."105 In contrast, in the present case the Arbitral Tribunal has already found that Greenville is not a third-party beneficiary to the Contracts and that it thus has no standing whatsoever under either the Equipment Contract or the Services Agreement. There are thus no claims that could meaningfully be assessed as to their intertwined-ness with IEC's.

2. Jurisdiction over the claims against the BHGE Entities

a. BHGE Entities' position

342.
In the Statement of Counterclaim, the BHGE Entities deny being successors to GEOG106 and they explain that the 2017 merger between General Electric Company and Baker Hughes Inc. only meant a change at the level of GEOG's parent company which now was BHGE LLC.107 They further point out that they have not consented –explicitly or implicitly– to arbitration with the Claimants.108
343.
In the Statement of Defense, the BHGE Entities also challenge the Claimants' contention that they are alter egos of GEOG or that they are equitably estopped from objecting to the Arbitral Tribunal's jurisdiction.109
344.
They explain that BHGE is a holding company and has no material assets other than its ownership in BHGE LLC and certain intercompany and tax-related balances.110
345.
They further assert that GEOG continues to be an active legal entity with its own distinct corporate identity, its own employees, totaling over 2,000, its own books and records, its own bank accounts and its own financial records. They also posit that GEOG and its parent company, BHGE LLC, maintain separate bank accounts and that not all assets were transferred out of GEOG, the remaining assets being sufficient to satisfy any judgment against it in this arbitration.111
346.
They also point at letters sent by GEOG to IEC in July 2017112 and in June 2018113 assuring that the relationship with GEOG and GE Nigeria remained unchanged and that GEOG and GE Nigeria remained willing and able to perform their obligations under the Contracts.114
347.
They also argue that the business and marketing decisions to use the Baker Hughes trade name and logo when interacting with the public, including within the GEOG employee emails, are irrelevant in determining the true relationship between the parent and subsidiary company.115

b. Claimants' position

348.
In their Statement of Claim, the Claimants contend that both BHGE Entities are successors of GEOG and GE Nigeria and have successor liability under the Contracts. In addition, the Claimants assert that the BHGE Entities are liable as alter egos under standards for piercing the corporate veil.116 The Petition to Compel Arbitration,117 which the Statement of Claim incorporates by reference,118 puts forward equitable estoppel as a further cause of action.119
349.
The Claimants explain that in 2017 General Electric Company, as the parent company of all GE subsidiaries, agreed a merger by virtue of which the GE oil and gas business, including GEOG120 and GE Nigeria were contributed to BHGE LLC.121 They further explain that BHGE LLC is ultimately owned, in part, and controlled fully by BHGE.122
350.
The Claimants assert that after the merger, the Contracts were "implemented" by BHGE LLC and/or BHGE LLC,123 which "have stepped in and taken over performance of the Contracts after the merger between GEOG and Baker Hughes was effected in 2017."124 They also allege that the BHGE Entities have "knowingly exploited and derived direct benefits from the Contracts."125 They also posit that "GEOG, meanwhile, has no current employees, is not performing any business or selling any equipment, and is no longer engaged in the oil and gas business."126
351.
In their Statement of Reply, the Claimants insist that "it is indisputable that since that merger, Respondent GEOG has been rendered illiquid, insolvent and faces doubt as a going concern" and that "BHGE has replaced GEOG in all meaningful ways."127 In particular, they assert that BHGE LLC also received exclusive, direct control over GEOG's finances,128 that there is considerable overlap of GEOG's and BHGE's officers, directors, and personnel,129 that BHGE has taken over the former headquarters of GEOG in London and Houston,130 that BHGE and GEOG share website and emails131 and that GEOG is inadequately capitalized.132
352.
As regards the cause of action of direct-benefits estoppel, the Claimants submit that "BHGE — not GEOG — sent the June 2018 demands for change orders that underpin GE/BHGE's counterclaim for more than $30 million."133

c. Arbitral Tribunal's analysis

353.
The Arbitral Tribunal finds that the BHGE Entities are not GEOG's or GE Nigeria's successors in interest. The context in which successor liability can arise is when a company sells or transfers all its assets to another company, following which the former is either extinguished or continued as a mere shell.134 The Claimants have not alleged that GEOG or GE Nigeria have sold or transferred all of their assets to any of the BHGE Entities. Hence, the figure of successor liability is not applicable to the present circumstances.
354.
Likewise, the Arbitral Tribunal finds that the BHGE Entities are not alter egos of GEOG or GE Nigeria. There is no doubt that BHGE LLC controls its subsidiaries GEOG and GE Nigeria. However, as the Claimants acknowledge,135 "absent a showing that 'control and domination was used to commit wrong, fraud, or the breach of a legal duty, or a dishonest and unjust act' New York law will not allow a piercing of the corporate veil."136 While the Claimants spend considerable efforts in showing control and domination, they only vaguely hint at a possible fraud or wrong committed against the Claimants (e.g. they allege that there is evidence that "perhaps asset stripping"137 occurred and they mention "funds swept up into BHGE from GEOG"138), falling short of actually alleging and proofing the commission of a fraud or wrong against the Claimants (e.g., bankruptcy fraud). Therefore, the Arbitral Tribunal sees no reason to pierce the corporate veil. On the contrary, the Arbitral Tribunal finds that there is no evidence that any objectionable acts were committed. Neither the 2017 merger between the GE Entities' parent, General Electric Company, and Baker Hughes Inc., nor the ensuing rebranding and group-wide homogenization of names and logos, nor a certain integration/overlap or officers and personnel, nor a sharing of infrastructure, nor the granting of certain powers of attorney over GEOG's bank accounts to BHGE LLC's officers, nor an inadequate capitalization of GEOG (unless caused by fraudulent acts, which is not the case), nor any other of the circumstances put forward by the Respondents, amounts to anything but normal marketing and business behavior.
355.
Finally, the Arbitral Tribunal does not consider that the BHGE entities are estopped from objecting to the Arbitral Tribunal's jurisdiction under the doctrine of direct-benefits estoppel. As the Claimants explain and acknowledge, this would require showing that a non-signatory received direct benefits under the agreement in question.139 However, the only factual allegations made by the Claimants to specify which benefits the BHGE Entities might have obtained are (i) that funds were "swept up into BHGE from GEOG,"140 (ii) that GEOG does not maintain independent finances –because it has granted certain powers over its bank accounts to BHGE's officers,141 and (iii) that "it was Baker Hughes, a GE entity, that pressed claims for compensation under the Equipment Contract and Sales Agreement" because "[t]he claims appeared on Baker Hughes, a GE entity letterhead, and were executed by Marco Pagliaro, a Baker Hughes Project Manager, 'on behalf of GE Oil and Gas LLC.'"142 The Arbitral Tribunal has no reason to believe that the BHGE Entities received any benefits under the Contracts beyond the normal –indirect– benefits any parent company receives from its subsidiary's business, i.e. in the form of dividends, interest on loans and the like. Further, the Arbitral Tribunal fails to see how the Claimants' allegation that GEOG does not maintain independent finances could support a finding that the BHGE Entities received direct benefits under the Contracts. Lastly, with regard to the claims allegedly pressed by the BHGE Entities, the Arbitral Tribunal understands that the Claimants refer to the letters of 29 June 2018.143 The letters were signed on behalf of GE Nigeria and GEOG, respectively. Neither the fact that the letters bear a letterhead with the name/logo of "BAKER HUGHES a GE company" nor that the person who signed them presents himself as a "Baker Hughes Project Manager" is apt to render the BHGE Entities authors of the letters. As explained above, these are purely marketing aspects with no bearing on the existing corporate structure.
356.
It should be added that the Arbitral Tribunal cannot grant the Claimants' request tomake adverse inferences for failure by the Respondents to comply with document production orders.144 The making of such adverse inferences would require, among others, that the Claimants allege how the documents that were not disclosed could conceivably prove the fact the Claimants wish to prove. However, the Claimants have neither specified which fact they wish to prove (i.e. which sort of direct benefits the BHGE Entities could plausibly have received under the Contracts) nor how the requested documents could have proven such fact.
357.
In conclusion, when IEC negotiated the Contracts, it bargained for the Guarantee, by virtue of which it attained the right to bring claims against GEOG under the Services Agreement between IEC and GE Nigeria. However, IEC did not bargain to extend the circle of liable parties under the Contracts further up the corporate chain. The Arbitral Tribunal does not find that the Claimants have shown any grounds that could justify a departure from the Parties' bargain in the Contracts.
358.
Thus, the Arbitral Tribunal upholds the BGHE Entities' objection to the Arbitral Tribunal's jurisdiction.

3. Power to award claims beyond the Contracts

359.
The Respondents request a declaration "that the Arbitral Tribunal has no power to award claims beyond the Contracts without assessing whether the contractual remedies were intended to address the breaches alleged by the Claimants."145
360.
The Respondents do not appear to be raising a concrete jurisdictional objection to any claim brought by any of the Claimants but they rather seem to be seeking a declaration providing an answer to an abstract question about the Arbitral Tribunal's powers (that may or may not be of incidental relevance to the decision over a claim). The Arbitral Tribunal finds that its mandate, as per the arbitration agreements and the Rules, is to resolve actual disputes, not to answer abstract questions. Thus, the Arbitral Tribunal declines to issue the declaration sought by the Respondents.

B. Claims under the Equipment Contract

361.
The Arbitral Tribunal first analyzes IEC's claim for liquidated damages for delayed delivery, as per Clause 6.5 of the Equipment Contract.146 It then goes on to analyze IEC's claims for direct damages related to the remediation of defects, as per Clause 17.4(i) of the Equipment Contract.147 Then it addresses IEC's claims for damages associated with the delayed entry into operation of the Trains.148

1. Liquidated damages for delayed delivery (Clause 6.5 of the EquipmentContract)

a. Whether IEC has made a timely claim for liquidated damages for delayunder Clause 6.5 of the Equipment Contract

(1) IEC' position

362.
In the Statement of Claim, IEC submits that "GE is obligated to pay US$4.25 million in liquidated damages under Clause 6.5."149 However, the prayer for relief does not include a specific request for liquidated damages but several requests for declaratory relief, a request for "damages of US$ 591 million as articulated in the Lapuerta Expert Report and the Witness Statement of Erik Helsen,"150 and a request for "such other and further relief as the Arbitral Tribunal deems just and appropriate."151
363.
At the Additional Hearing, IEC submitted:

" […] it is understood that the liquidated damages is part of what we seek. It's quite clear, when you read the Request for Relief in the context of the entire Statement of Claim, paragraphs 414to 416, they specifically say we are entitled to the liquidated damages. GE addressed the claim for liquidated damages in their responsive papers. There is no issue of due process, and in their Request for Relief at the end, although we didn't make a specific reference to liquidated damages, in the prayer for relief at the end, specifically there isa final clause that does specifically say: All further relief that this Tribunal thinks is appropriate and just. And given the fact that this was requested specifically in the context of the Statement of Claim, it is captured with it."152

364.
In the Claimants' First Post-Hearing Brief IEC repeats that "Claimants made clear in the SoC that they are 'entitled to Liquidated Damages for Delay '" and that "BHGE addressed that claim in its SoD."153 And the prayer for relief now included a specific request for liquidated damages: "awarding liquidated damages in the amount of $4.8 million, plus interest."154
365.
In the Claimants' Second Post-Hearing Brief, IEC states –in reply to GEOG's argument that it had highlighted in the Statement of Defense that liquidated damages for delay had not been requested in the Statement of Claim–155 that "BHGE did not object in its SoD and certainly did not 'highlight[] this shortcoming in the Statement of Defense.'"that "BHGE cites ¶¶ 168-169 of its SoD for this proposition," but that "there, BHGE only argued that Claimants had not sought liquidated damages for performance (under Clause 25.4), not for delay (under Clause 6.5)."156

(2) GEOG's position

366.
In the Statement of Defense, GEOG points out that "the Statement of Claim ignores the liquidated damages for performance, the remedial actions under the warranty clause and the limitation of liabilities" and that "[t]he Claimants are not seeking the application of any of those remedies: none of them are referenced or claimed in any of the Claimants' requests for relief."157
367.
In the Respondents' First Post-Hearing Brief, GEOG argues that IEC "did not include liquidated damages of any type in their request for relief at the end of the Statement of Claim" and that "[t]hey only mention liquidated damages for delay in three paragraphs (out of 516 total), concluding that 'GE is obligated to pay US$4.25 million in liquidated damages under Clause 6.5.'"158 GEOG points at paragraphs 25 and 43 of Procedural Order No. 1, pursuant to which "the Arbitral Tribunal shall rule solely on the requests identified in [the relief sought]."159 GEOG further submits that it "highlighted this shortcoming in the Statement of Defense, but the Claimants did not change their strategy," that "[t]he Statement of Reply is silent as to liquidated damages under both Clause 6.5 and 6.6" and that "[t]he Claimants attempted to rectify their deficient pleadings only at the Additional Hearing, arguing that their request for relief for liquidated damages for delay can be included in the catch-all final clause requesting 'All further relief that this Tribunal thinks is appropriate and just.'"160 And it argues that "even if the Arbitral Tribunal were to determine that GEOG would have been liable for liquidated damages pursuant to Clause 6.5 of the Equipment Contract, the Arbitral Tribunal cannot award any damages" because GEOG did not take a position on a claim for liquidated damages for delay "either from a legal (validity and effectiveness of the clause) or from a factual standpoint."161
368.
In the Respondents' Second Post-Hearing Brief, GEOG argues that "[t]he fact that the Claimants never asked for liquidated damages is demonstrated by the new version of their request for relief. If such claim had been included in the Claimants' original claims, there would be no need to add a new request for relief now."162 GEOG concludes that "[t]he request is new, late, unauthorized, and therefore inadmissible"163 and it thus requests that the Arbitral Tribunal,

"[r]eject the liquidated damages claim as it was submitted in violation of Amended Procedural Order No. 1, Sections 25, 43 and 51, beyond the Arbitral Tribunal's authority or jurisdiction, and in gross violation of due process, appearing for the first time in the post-hearing submission; or, in the alternative, to the extent liquidated damages are granted to IEC, declare that such amount covers all delay-related requests for relief raised by the Claimants."164

(3) Arbitral Tribunal's analysis

369.
In the Arbitral Tribunal's view, IEC's request for liquidated damages pursuant to Clause 6.5 of the Equipment Contract was included in its Statement-of-Claim request for "damages of US$ 591 million as articulated in the Lapuerta Expert Report and the Witness Statement of Erik Helsen."165
370.
The Equipment Contract distinguishes between two periods during which IEC is entitled to damages for delay, namely the period until the Delay Limit Date and the period beyond the Delay Limit Date:

"The payment of Liquidated Damages shall be Buyer's sole and exclusive remedy and Seller's exclusive liability for any failure to achieve or deliver a Plant (or any portion thereof) by the Delay Limit Date or any agreed extension thereof. Should Seller's failure to deliver a Plant (or any portion thereof) continue beyond the Delay Limit Date, then Buyer shall have the right to pursue and exercise the rights and remedies in Clause 6.6."166