Bilaga - Nya Karolinska Solna

4. Contract Structure
The contract structure of the NKS project will follow what is standard practice within the field of
PPP for similar types of projects. Accordingly, the main contract of the project (the “Pro¬ject
Agreement”) will be a contract to be entered into by and between SLL (or a public entity chosen or
established by SLL for this purpose) and a Swedish limited liability company which will be created
specifically for the purpose of NKS project by the bidder that has submitted the winning bid (the
“SPC”).
The Project Agreement will define the rights and obligations of SLL and SPC for the development
and operation of the NKS project. It will give SPC the right and obligation to finance, construct and
operate the NKS project for the contract period. Furthermore, it will allocate the project risks
between SLL and SPC.
The Project Agreement will be based on Swedish contract law, legislation and commercial practice.
Principles developed and used in international PPP-projects of a similar kind, including the PFI
schemes in the National Health Service in the UK, will serve as basis as regards commercial terms.
Where appropriate, UK experience will be applied to improve certain areas of the contract such as
change procedures.
The Payment Mechanism for the Project will be similar to those used on other health PPP deals
and is likely to be based on a combination of availability and performance measures.
The terms and conditions of, and the allocation of project risks in, the Project Agreement shall be
consistent with completed PPP projects and attractive to Swedish and international bidders and
shall ensure that the NKS project will be bankable.
Swedish law will govern the Project Agreement. Disputes and differences in connection with or
arising out of the Project Agreement will be finally settled by arbitration in Sweden.
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