Scope of Work Government of Puerto Rico DTOP – Maritime ...

Scope of WorkINVITATION FOR BID12-0011CGovernment of Puerto RicoDTOP – Maritime Transportation Authority006.Allrightsreserved.ALLOFFENDERSWILLBESUEDINACOURTOFLAW.

Table of Contents1. Introduction1.1. Definitions1.2. Service Specifications1.3. Service Requirements2. CATEGORY A. Vessels Refurbishment Services2.1. Vessels Description3. CATEGORY B - Preventive Maintenance Program and Major Repairs Services3.1. Preventive Maintenance Program Development and Implementation3.2. Maintenance and Vessel repairs Support4. CATEGORY C. Logistic Management Support Services4.1. Day-to-Day Operational Oversight4.2. Service Disruption and Emergency Circumstances4.3. Computer Systems4.4. Trainings371217Appendix A: Vessel list and specificationsAppendix B: Category A Quote TablesAppendix C. Vessel Condition SurveysAppendix D. Island Service Schedule, Trips and Passenger CountAppendix E. Staff ClassificationAppendix F. Vessels Certificates of InspectionAppendix G. Category B Quote TablesAppendix H. Category C Quote Tables

Scope of Work, ATM Operation Support Services1. IntroductionThe following document defines the required Puerto Rico Maritime Transportation Authority (ATM forits acronym in Spanish) services as part of the Vessel Refurbishment, Preventive Maintenance andLogistic Management Services Contracts, as well as to define its scope and establish service levels.ATM operates passenger ferryboat service within the San Juan urbanized area and to two outlyingareas. ATM’s ferry operation is divided of two independent segments: Metro service (known asAcuaexpreso) in San Juan Harbor consisting of two short routes that connect Old San Juan with Catañoand Hato Rey and the Island service consisting of seagoing ferries that connect Fajardo, on the easterncoast of the island, with the outlying islands of Vieques and Culebra. The scope of this bid is only for“The Island” service.The Island service operates passenger maritime transportation seven days a week and passenger/cargo maritime transportation five days per week from Fajardo to Culebra and to Vieques. The ferriesoperate from Monday to Friday, between 6:30 a.m. and 4:30 p.m.; on Saturdays and Sundays, theservice is provided from 7:00 a.m. to 6:00 p.m.The Island service operational schedule is as follows: Between Fajardo and Vieques (Monday through Friday) – 4 roundtrips passenger-only ferryand 3 roundtrips passenger-cargo ferry Between Fajardo and Vieques (Saturday, Sunday, and holiday Monday) – 3 round-tripspassenger-only ferry Between Fajardo and Culebra (7 days per week) – 3 roundtrips passenger-only ferry Between Fajardo and Culebra (Monday, Tuesday, Thursday only) – 2 roundtrips passengercargoferry Between Fajardo and Culebra (Wednesday and Friday) – 3 roundtrips passenger-cargo ferry.Appendix D contains total number of trips, detailed schedule, and 2010 estimated number ofpassenger for the Island service.The island service has terminals in Fajardo, Culebra and Vieques.There are two maintenance facilities: Isla Grande in San Juan – main facility Fajardo.006.Allrightsreserved.ALLOFFENDERSWILLBESUEDINACOURTOFLAW.3 Confidential

Scope of Work, ATM Operation Support Services1.1. Definitions:Scope of Work (SOW) - Is the definition of the work to be performed under a contract orsubcontract in the completion of a project, typically broken out into specific services and tasks.The objectives of this SOW are: Identify client necessities Define scope of rendered services Provide a framework of reference Reduce conflict areas Provide guidance in case of a dispute Identify expectations in a realistic mannerThe Service Categories – All tasks related to the Vessels Refurbishment, Preventive Maintenanceand Logistic Management described in this document, hence forth known collectively as TheServices.Service Provider - The person or company that provides a specific service or services. For thepurpose of this document, the services are related to Vessels Refurbishment, PreventiveMaintenance and Logistic Management Contracts for the Maritime Transportation Authority, andthe Service Providers will be the bidder or bidders once the contract is awardedATM – The organization to whom goods or services are provided and sold, The Puerto RicoMaritime Transportation Authority (ATM for its acronym in Spanish), a public corporation of theGovernment of Puerto Rico.Final Customer – Each person who directly receives the services provided through the client. Inthis case the Final Customers are the passengers of the Maritime Transportation between Fajardoand the municipality islands of Vieques and Culebra.4 Confidential

Scope of Work, ATM Operation Support Services1.2. Services SpecificationsThe Service Provider will support ATM to guarantee the transportation service continuity, complywith federal and local legislative requirements, increase levels of final customer servicesatisfaction, and contribute to fulfill ATM’s general objective.The Service Provider and ATM agree on regular reviews, reports, and meetings (formal andinformal), as described per Service Category.The Service Provider shall ensure that all activities are performed by qualified personnel inaccordance with ATM instructions, health, and safety requirements; FTA regulations; USCGstandards and regulation; environmental and local authorities’ requirements; and industry bestpractices.The Service Provider will maintain a safe environment and working practices to ensure that eachService Category’s requirements are met and that any deviation in the quality of service isimmediately identified and corrected.The Service Provider will be courteous to ATM final customers (the passengers), and will addressinquiries in a helpful manner.1.3. Service RequirementsThe Service Provider shall:Meet or exceed applicable rules, regulations and standards, including all federal regulationsrelated to FTA and USCG. For further detail, please refer to section 6 in IFB document:Federally Required Contract ClausesEnsure ATM remains in compliance with all legislation and any relevant restrictions andrequirements related to the delivery of services, including federal regulations established byFTA and USCG.Provide a single onsite point of contact. This single point of contact shall manage all aspects ofService Provider’s staff supervision and will coordinate with ATM Management. The onsitepoint of contact shall take responsibility for all onsite activities associated with the executionof this contract, proactively serving as liaison with ATM staff to ensure customer satisfactionand compliance with service requirements. Service Provider and ATM Management mustagree on the selection of this candidate (Resume required).Service Provider will support ATM in ensuring continuity of the maritime transportation service(cargo and passengers) between Fajardo, Vieques, and Culebra.5 Confidential220006.6. AAllll riri gghtht ss rere sese rvrv eded .. AALLL OOFFFEENNDDEERRSS WWILIL LL BBEE SSUUEED

Scope of Work, ATM Operation Support Services Ensure an effective transition from service provision at contract expiration. The ServiceProvider shall be required to provide an adequate Exit Plan acceptable to ATM Managementwithin sixty (60) days of the contract execution.When applicable, the service provider shall provide, operate, and maintain the assignedequipment and systems to facilitate service delivery and related data requirements. Refer toeach Service Category for applicability.Deliver required reports to ATM Management from the effective date of the contract up to theterm of the contract. ATM requires reporting to be responsive, effective, and flexible to allowfor changes as needed and support the governance structure put in place to manage thecontract and any subsequent changes thereof. These will consist of monthly reviews that mayinclude, but are not limited to, the following:o Key Performance Indicators (KPI’s)o Quality Auditso Financial Reviewo Staff attendance, disciplinary / performance issueso Trainingo Areas of opportunity and continuous improvementEstablish and agree with ATM Management procedures to respond to extraordinary requestsafter operating hours. Service Provider will be responsible for responding to such requests andinform ATM Management.Service Provider shall develop and keep up to date a Business Continuity and DisasterRecovery Plan that sets out how the Service Provider will respond to an incident or emergencyto ensure service continuity. ATM needs to approve such plan.6 Confidential2006.Allrightsreserved.ALLOFFENDER

Scope of Work, ATM Operation Support Services2. CATEGORY A. Vessels Refurbishment ServicesATM Island Service has a fleet of 10 Vessels (list in Appendix A) to be refurbished as part of thiscontract.All parts, pieces of equipment or systems required for the adequate refurbishment of the vessels shallbe purchased by the Service Provider and installed on the vessel in working condition.In all cases, on all drawings, and for all work in the specifications; Service Provider is responsible fordimensions and quantities of structural and nonstructural items of each vessel. The Service Providerwill be responsible for verification of all elements.All materials provided by the Service Provider shall be of commercial quality; suitable for marineenvironment; and shall conform to American Society of Testing Materials, American Bureau ofShipping, FTA requirements, and US Coast Guard Code of Federal Regulations requirements, unlessotherwise specified herein. All materials shall be free from imperfections of manufacture and fromdefects, which adversely affect appearance or serviceability.All material, machinery, equipment, pieces and/or parts specified herein and installed in the vesselsshall be suitable for the marine service intended.Whenever specifications are not in agreement with the provided drawings, it is the responsibility ofthe Service Provider to notify ATM in writing that such a disagreement does exist and requestresolution of same.Errors and OmissionsIn the event that there are found to be errors or omissions in the specifications or in the Surveys ofCondition (Appendix C) that would have an adverse affect upon the completion of this Contractand/or delivery to ATM that are complete, functional, and seaworthy, the Service Provider shall pointout such errors or omissions in its bid package. Minor design errors or omissions shall be addressed bythe Service Provider in the normal course of the Contract performance and in compliance with theContract requirements to use Good Shipbuilding Practices and, at the conclusion of the Contract, todeliver to ATM a seaworthy, fully operational vessel which can immediately enter its intendedcommercial service.Change OrdersMajor design errors, omissions, or modifications shall be resolved by Change Orders. Change Ordersmust be submitted in writing and may be required by either the Service Provider or ATM. This requestshall clearly state the scope of work and the reason for the Change Order. A Request for a ChangeOrder generated by the Service Provider shall also state any effect this change will have on theContract Schedule, other elements of the contract work progress, and the cost of the Change Order.A written response within 48 hours is required. A Change Order may be negotiated; and, if agreed to,both parties shall sign off on the Change as negotiated.7 Confidential

Scope of Work, ATM Operation Support ServicesIt is the Service Provider’s responsibility to accurately assess all direct and indirect costs (including butnot limited to all taxes, customs fees, shipping, special charges, et cetera) of ALL change orderswhether generated by the Service Provider or ATM. A Change Order signed by both parties becomes apart of the Contract and subject to the full extent the Contract language. Any effect that a ChangeOrder has upon the performance of the Contract must be clearly stated in writing and signed off byboth parties prior to the commencement of Change Order work.Service Provider shall prepare, maintain, and regularly provide to ATM Management on the 10th dayof each month or immediately upon request; records and data relative to vessel, and equipmentindicating all warranty work, and repairs performed on each vessel. All such records and reports shallbe prepared and maintained in such a manner so as to fulfill any applicable state or federalrequirements, as well as any needs of ATM to enable it to accurately evaluate maintenanceperformance and the operating expense associated with vessels, facilities, and equipment.2.1 Vessels DescriptionThe following is a brief description of each Vessel and its condition, Appendix C.1 through C.10 containeach Vessel Detailed Condition Survey with descriptions and pictures, as conducted by a third party.Maritime Vessel AtlantisD1063840, 290 Passengers, Built: 1998, LOA: 80 FT., NET/GR Ton: 66/98, Hull: Aluminum,Propulsion/Gears: Caterpillar (2) 3412/ZF. Vessel in bad condition with major maintenance work to be accomplished. Exhaust system need 50% replacement at Engine Room. Modification of exhaust system of inboard engines is required to avoid sharp turns at turboconnections. Excessive wet exhaust heating condition at Engine Room after bulkhead penetrations due toimproper cooling water distribution. Engine Room force air ventilation fans overhaul is needed for optimum performance conditionrequired to maintain lower operation temperatures. Engine Room overall deterioration is evident and needs immediate attention.Maritime Vessel CaribeñaD1153441, 272 Passengers, Built: 2004, LOA 80 FT., NET/GR Ton. 64/95, Hull: Aluminum,Propulsion/Gears: Detroit Diesel (2) 12 MTU 2000/Twin Disc.Vessel in good condition with a lot of maintenance work to be accomplished.Dry Docking may be needed for underwater propulsion system repairs since vibrationproblems are present at Port Side Propulsion Tail shaft.8 Confidential

Scope of Work, ATM Operation Support ServicesTail shaft lateral movements are visible at packing area with vibration at rudder quadrant atlow revolutions. Look like rudder cutlass bearing at rudder post has to be replaced andalignment of main engine will be required.Upper deck seats are been renew.Windows water leaks through passenger and pilot house.Vessel in good overall conditions.Maritime Vessel Cayo BlancoD1222191, 600 Passengers, Built: 2009, LOA: 150 FT, NET/GR Ton: 76/98, Hull: Aluminum, Propulsion/Gear:12VMTU 4000/Twin Disc Vessel in excellent condition with just minor maintenance work to be accomplished. Dry Docking may be needed for underwater propulsion system repairs since vibrationproblems are present when running at low and high speeds.Maritime Vessel Culebra IID10411850, Cargo & 523 Passengers, Built: 1996LOA: 150, NET/GR Ton: 61/90, Hull: Aluminum, Propulsion/Gear: Detroit Diesel (4 ) 16V92 TI/Twin DiscVessel in bad condition with a lot maintenance work.Dry docking work to be accomplish:o Haul in/outo Blocks set upo Lay dayso Hull scrapeo Hull press washo Hull sand blastingo Hull epoxy paint system applicationo Name and draft markso Propulsion system removal and reinstallo Rudder removal and reinstallo Propulsion cutlass bearings renewalo Rudders cutlass bearings, carrier bearings, and packing to be renewo Propellers repair, re pitch, and balanceo Top sides press wash and paintingo Antifouling paint system applicationo Sea valves open for inspection and reinstallo Zinc anodes removal and renewal9 Confidential

Scope of Work, ATM Operation Support ServicesMaritime Vessel Fajardo IID1047275, 272Passangers, Built: 1996, LOA: 95 FT., NET/GR Ton: 64/94, Hull: Aluminum,Propulsion/Gear: Detroit (2) 16V92TI, 1100HP / Twin Disc, Propellers: Michigan Dyna-Quad. Vessel in excellent condition with just minor maintenance work to be accomplished. Steering system reliability and design analysis is highly recommended due to past experienceand actual system configuration. Rudders hydraulic cylinder height related to steering quadrant position to be corrected. Vessel in excellent overall conditions.Maritime Vessel Vieques IID1041579, 695 Passengers, Built: 1996, LOA: 150 FT., NET/GR Ton: 61/90, Hull: Aluminum,Propulsion/Gear: Detroit Diesel (4) 16V92TI / Twin Disc, Propellers: Michigan Dyna-quad, 42” x 44”. Vessel in excellent condition with just minor maintenance work to be accomplished. Underwater cleaning is recommended to increase speed and fuel efficiency. Vessel in excellent conditions.Maritime Vessel Cayo LargoD1212869, Cargo & 300 Passengers, Built: 2008, LOA: 133, NET/GR Ton: 65/96, Hull: Steel,Propulsion/Gear: Detroit Diesel (4 ) 12VMTU 4000/Twin Disc. Vessel in good condition with some maintenance work to be accomplished. Steering system oil overflow is been a continuous problem on this vessel. Review existingdesign to determine problem and correct to optimum operating conditions. Under water propulsion system inspection will be required.Maritime Vessel Cayo NorteD1033227, Cargo & 205 Passengers, Built: 1995, LOA: 150, NET/GR Ton: 57/83, Hull: Steel,Propulsion/Gear: Detroit Diesel (4 ) 12V92 TI/Twin Disc. Vessel in bad condition with a lot maintenance work and hull repairs to be accomplished. Audio gauging of underwater hull will be required prior any steel repairs to determine overallconditions. Major repairs to be accomplish and a good repair cost analysis is highlyrecommended. Dry docking work to be accomplish:o Haul in/outo Blocks set upo Lay dayso Hull scrapeo Hull press washo Hull sand blastingo Hull epoxy paint system applicationo Name and draft markso Propulsion system removal and reinstallo Rudder removal and reinstall10 Confidential

Scope of Work, ATM Operation Support Serviceso Propulsion cutlass bearings renewalo Rudders cutlass bearings, carrier bearings, and water seals renewalo Propellers repair, re pitch, and balanceo Top sides press wash and paintingo Antifouling paint system applicationo Sea valves open for inspection and reinstallo Zinc anodes removal and renewalMaritime Vessel IsleñoD115743, Cargo & 205 Passengers, Built: 2004, LOA: 116 FT, NET/GR Ton: 67/99, Hull: SteelPropulsion/Gear: Detroit Diesel (4) 12V92/Twin Disc. Vessel in good condition with a lot of maintenance work to be accomplished. Packing Box and Intermediate Tailshafts needs immediate attention where opening of splitintermediate bearings is highly recommended. Properly maintain with high quality waterresistance grease. Excessive Main Engines and Reduction Gears oil leaks throughout Engine Room bilges musthave to correct. Oil waste accumulation at Engine Room provides a fire hazard not allowed. Exhaust System to be open for further inspections and Mufflers compartment ventilate andcertification for safe entry is required.Maritime Vessel Santa MariaD965333, Cargo & 149 Passengers, Built: 1990, LOA: 136 FT., NET/GR Ton: 49/72, Hull: Steel,Propulsion/Gear: Detroit Diesel 12V92TI (4)/Twin Disc. Vessel in bad condition with a lot maintenance work and hull repairs to be accomplished. Dry docking inspection completed with a lot of afloat repairs to be done including Main Decksteel repairs, mufflers renewal, engines alignment, machinery testing, and sea trials. Audio gauging report presented hull in extraordinary good conditions; therefore, rehabilitationis recommended. Major repairs recommended to will bring vessel back to optimum condition.Service Category QuoteService Provider shall present its proposal for Vessels Refurbishment by providing a price quote usingAppendix B. Price shall be an all inclusive (labor, materials, supplies, taxes, warranties, among others)unit price that includes installation. Using Condition Surveys (Appendix C.1 through C.10), ServiceProvider may recommend a high level Project Plan.11 Confidential

Scope of Work, ATM Operation Support Services3. CATEGORY B - Preventive Maintenance and RepairsAt the moment of the contract, ATM has limited capacity in terms of skilled resources, facilities andspare parts to provide preventive maintenance and some repairs to guarantee the proper operationof the specified vessels. For the purposes of this Contract, all periodic activities performed on thevessels’ machinery and mechanical parts to guarantee their proper operation are consideredPreventive Maintenance. This category is divided in: Preventive Maintenance Program Developmentand Implementation, and Maintenance and vessel repairs support.3.1 Preventive Maintenance Program Development and ImplementationService Provider shall provide support to ATM in the development and implementation of aPreventive Maintenance Program; the ideal preventive maintenance program would prevent allequipment failure before it occurs.Service Provider shall maintain constant verbal communication with ATM Management regardingproject progress including a formal by-weekly Project Update meeting. For such meetings, ServiceProvider shall develop meeting agendas and minutes as part of the project documentation.Service Provider shall present written reports (including meeting minutes) for each major projectmilestone resulting in the Closing Report.For the Preventive Maintenance Program, Service Provider shall consider the following:1. Define - Definition of preventive maintenance shall include scheduled inspections, lubrication, oilchange, repair of minor defects, and related activities resulting from normal service.2. Schedule - implement a formalized preventive maintenance program for all vessels andequipment in conformance with Original Equipment Manufacture’s (“OEM”) preventivemaintenance schedules and any additional maintenance schedule required by ATM. At aminimum, Preventive Maintenance Program shall adhere to the OEM’s preventive maintenanceschedules and standards of the industry and shall be sufficient so as not to invalidate or lessenwarranty coverage of any vessel or associated equipment.3. Documentation – The developed Preventive Maintenance Program should be well documentedincluding, but not limited to:o Procedure - The Preventive Maintenance Program shall be provided to ATM Management inwriting as a formal and official document. This document shall include all maintenance formsand explain roles and responsibility for all ATM staff.12 Confidential

Scope of Work, ATM Operation Support Serviceso Maintenance Record - Have a means of indicating the types of inspection, maintenance, andlubrication operations performed on each vessel and equipment and the dates or hours whenthese operations are completed.o Service Request Documentation - Implement, use and maintain an effective system of reportingservice requests and repair status. This system shall include but not be limited to written andelectronic reports.4. Hazards – Identify maintenance hazards likely to be encountered during the maintenance activityand address them accordingly: safety, health, and ergonomic hazards.5. Training – Every ATM employee needs to be trained in the program with clear understanding ofroles and responsibilities.6. Parts Inventory, Supplies and Materials - Establish and maintain an ongoing spare parts inventorysufficient to minimize service down-time. Purchasing, stocking, and supplying consumablematerials and parts required for vessel, terminal use, and maintenance.7. Maintenance Staff - Identify opportunity areas on ATM staff technical skills and capabilities toperform a proper preventive maintenance, develop and present to ATM training plan that coversall gaps identified and deliver the training with qualified resources within Client’sNote: Software is not part of the scope of this service.3.2 Maintenance and vessel repairs supportService Provider shall support ATM in maintenance activities, as described below. Service Providershall not perform maintenance services or vessel repairs on its own, unless specifically asked by ATMManagement. Preventive Maintenance and repairs services will be provided for the vessels listed inAppendix A.Service Provider is responsible for notifying ATM immediately of any maintenance safety violations forcorrections.Service Provider shall adjust the work schedules of its employees as necessary to meet all scheduledservices and complete preventive maintenance or repair activities accordingly.Service Provider shall provide technical training of maintenance personnel necessary to ensure a highand consistent level, thorough knowledge in the maintenance and repair of ATM vessels, facilities,and equipment used in the ferry service.13 Confidential

Scope of Work, ATM Operation Support ServicesAll materials provided by the Service Provider shall be of commercial quality; suitable for marineenvironment; and shall conform to American Society of Testing Materials, American Bureau ofShipping, FTA requirements, and US Coast Guard Code of Federal Regulations requirements, unlessotherwise specified herein. All materials shall be free from imperfections of manufacture and fromdefects, which adversely affect appearance or serviceability.Workmanship shall be first-class in all respects. All material, machinery, equipment, pieces and/orparts specified herein and installed in the vessels shall be suitable for the marine service intended.All parts, pieces of equipment or systems required for the maintenance or repair of vessels shall bepurchased by the Service Provider and installed on the vessel in working condition or if used ATMinventory, replace same.Service Provider shall maintain records of the date and type of all preventative maintenance, repairs,and services performed and submit this documentation to ATM Management on the 10th day of eachmonth. Service Provider shall be required to inspect and log with regard to safety, function, andappearance of the vessel prior to getting underway each day of service or for each service. ServiceProvider shall be required to provide such logs and documentation of vessels (inspection of systems,interior and exterior of vessel, and cleaning of vessels) to ATM Management and regulatory agenciesupon request.Service Provider shall prepare, maintain, and regularly provide to ATM Management on the 10th dayof each month or immediately upon request; records and data relative to vessel, facilities, andequipment indicating all warranty work, preventive maintenance, and repairs performed on eachvessel. All such records and reports shall be prepared and maintained in such a manner so as to fulfillany applicable state or federal requirements, as well as any needs of ATM to enable it to accuratelyevaluate maintenance performance and the operating expense associated with vessels, facilities, andequipment. Service Provider shall prepare maintenance records and reports in a form, and submitthem to ATM Management according to a schedule. Such records and reports shall include, but arenot limited to the following:a) Service Reports identifying date and time, problem, and hours of equipment.b) Repair orders for all maintenance inspections, warranty repairs, and other vessel repairsincluding materials, parts, and labor consumed.c) Oil/coolant analysis reports.d) Monthly summary listing each vessel machinery hours, hours since last preventive maintenanceinspection, type of preventive maintenance inspections conducted during the monthly period,vessel fuel and lubricants consumption, date of last oil analysis, service calls, and vessel year-todatetotal hours.e) Vessel monthly and year-to-date fuel, lube oil and any other supply consumption.f) Vessel fiscal monthly and year-to-date maintenance cost and cost per hour.14 Confidential

Scope of Work, ATM Operation Support Servicesg) Summary of maintenance problems, particularly components with high incidences of in-servicefailures and steps taken or recommendations to reduce such problems and in-service failures.h) All parts, materials, and supplies used on all vessels, facilities, and equipment shall meet orexceed original equipment manufacturers specifications and requirements.Service Provider’s staff shall have all certifications and trainings required. Evidence of suchcertifications and training must be available to ATM who can review at least once a year.All required tools, equipment and materials necessary to perform maintenance or repair activitiesmust be provided by Service Provider.3.2.1 Types of Service RequestsIn order to establish Service Level Agreements, a table has been created to define the Types ofService Request in accordance to its severity. It is ATM’s responsibility, upon service request, toassign the type of request in accordance to the following definitions:Type 1 .- Vital RepairsVital repair will be defined as all actions required to solve a problem which potentiallyrepresents an imminent life threatening situation.Type 2.- Urgent RepairsAn urgent repair is the action required to solve a problem or damage which endangers thecontinuity of the maritime transportation service, or could represent considerable materialloss on the vessels, or a threat towards the health of the employees or service users.Type 3.- Routine RepairsRepairs that are necessary to guarantee the correct function of the vessels, meanwhile doesnot represent material loss or an immediate risk to the health of users.Type 4.- MaintenanceRefer to preventive maintenance that cannot be performed by ATM personnel.15 Confidential

Scope of Work, ATM Operation Support ServicesIn accordance to high quality standards of similar services provided in the market, the followingtable defines response times per type of service:Response Times per Type of ServiceResponse TimeTypes of Repair (should not exceed)Type 1 Vital Repairs 1 hrType 2 Urgent Repairs Same dayType 3 Routine Repairs 72 hrsType 4 Maintenance As neededResponse Time refers to the time in which the Service Provider presents to the Facilities wherethe service is required to begin to work and will depend on the assigned type of the request. Thisis not the same as Conclusion Time (the time it will take to finalize the repair and will depend onits complexity).Service Category QuoteService Provider shall present its proposal for Preventive Maintenance and Repairs by providing aprice quote using Appendix G. Price shall be an all inclusive (labor, materials, supplies, taxes,warranties, among others) unit price that includes installation. Service Provider may recommend aconclusion time for each service.006.Allrightsreserved.ALLOFFENDERSWILLBESUEDINACOURTOFLAW.16 Confidential

Scope of Work, ATM Operation Support Services4. CATEGORY C. Logistic Management Support ServicesLogistic Management Services are defined as an overall oversight and assist in the implementation ofrecommendations for the Maritime Transportation Authority of Puerto Rico (ATM for its acronym inSpanish) operation. Service Provider will support ATM in ensuring continuity of the maritimetransportation service (cargo and passengers) between Fajardo, Vieques, and Culebra. For thispurposes, services are divided into: Day-to-day Operational Oversight, Service Disruption andEmergency Circumstances Support, Computer Systems and Trainings.For this Service Category, Service Provider shall develop a Detail Project Plan to be discussed withATM Management explaining milestones, tasks, resources, and timeframe within 10 days of contractexecution.Service Provider shall maintain constant verbal communication with ATM Management regardingproject progress including a formal by-weekly Project Update meeting. For such meetings, ServiceProvider shall develop meeting agendas and minutes as part of the project documentation.Service Provider shall present written reports (including meeting minutes) for each major projectmilestone resulting in the Closing Report.4.1 Day-to-Day Operational OversightService Provider shall assess the operations including sections or departments such as, but not limitedto, Human Resources, Finance, Procurement, Port operations, Information technology.Service Provider shall coach and mentor ATM personnel as an on-the-job training as developmenttowards performing a world-class maritime transportation service.Service Provider shall make improvement recommendations based on industry best practices. ServiceProvider recommendations’ may be in the order of, but not limited to, personnel training, processmodifications, equipment replacement or acquisition, procedure implementations or modifications,structure changes, among others.Service Provider shall ensure recommendations are in compliance with all federal, state, and locallaws and ordinances addressing the operation, safety, security, licensing, and certificationrequirements associated with the Fajardo, Vieques, and Culebra maritime transportation operation.Service Provider shall develop an implementation plan for ATM approved recommendations andprovide support towards implementation.17 Confidential

Scope of Work, ATM Operation Support ServicesService Provider shall consider, among others, the following areas within scope: General Areaso Customer Service – Public serviceo Information delivery and communication to passengerso Marketingo Reportingo Inspections and Control Programso Metricso Procedureso Compliance with applicable laws and regulationso Security Programo Environmental, Health and Safety Programs Equipment and toolso Inventory Managemento Maintenance Facilitieso Cleaning and Maintenance Vessel Operationo Scheduleo Licensing and permitso Cleaning and maintenanceo Repairs Terminal Operationo Ticketing and fare collection processo Boarding Process (passengers and cargo) Personnel Managemento Organization Structureo Crewmembers’ skills and competencieso Supervisory skillso Employees Manualo Performance Managemento Adequacy of resources4.2 Service Disruption and Emergency CircumstancesIn the event of a maritime transportation service disruption and/or emergency, Service Provider shallsupport ATM operations by:1. Providing critical staff, according to ATM’s classifications (skills requirements andcompetencies), as required by ATM management. Service Provider may identify local orforeign private suppliers that could provide these resources and establish18 Confidential

Scope of Work, ATM Operation Support Servicesagreements/contracts with them in order to have the resources available when needed.Service Provider shall coordinate deployment of such resources. Attachment E containsgeneral descriptions of some key staff members.2. Identifying backup vessels (cargo and passengers), documented and certified by the USCG, tomitigate the eventuality of a major breakdown of any current vessel. Service Provider mayestablish agreements/contracts with private backup vessels’ owners to supply suchequipment.The parties mutually acknowledge that Service Provider’s ability to provide service under thesecircumstances will be impacted by the condition and availability of serviceable docks, fuel, weatherconditions, and other uncontrollable circumstances.In addition, Service Provider is required to support ATM in the creation of its own Business Continuityand Disaster Recovery Plans in order to align its execution with the required guidelines.4.3 Computer SystemsAt the time of the Contract, ATM has the need for a complete Information Systems reengineering.ATM’s current state is isolated legacy information systems running on MS Windows - Intel basedtechnology with poor performance and functionality and with no integration between them.ATM is looking to have a complete automated operation with the ability to integrate internal andexternal management information across the entire operation, embracing finance / accounting,ticketing and passenger control, vessels maintenance, payroll, customer service, etc.4.3.1 Computer Systems architectureService provider shall perform an assessment on existing infrastructure and present to ATMrecommendations on upgrade and or replacement on, but not limited to, the followingequipment:- Personal Computers- Servers- Communications hardware (switches, routers, etc)- Back Up system- Thermal printers (ticket printers)- Other peripheralsService Provider shall perform an assessment on existing application software system and presentto ATM recommendations on changes or replacements:- Finance system19 Confidential

Scope of Work, ATM Operation Support Services- Ticketing and Port operation system- Human Resources system- SQL Database- Reporting capabilitiesService Provider shall perform an assessment on ATM’s unfulfilled Information Systems needs, andin conjunction with points a) and b) present to ATM a composite proposal which must include atleast:1. New Information Systems Architecture Design2. List and specification of new hardware to incorporate3. List and specification of new software to incorporateService Provider shall focus on obtaining the best cost / performance relationship, it is on ATM’sbest interest to make the most out of the existing investment in Information Technology, includingexisting applications.4.3.2 Computerized Maintenance Management System (CMMS)Based on the established Preventive Maintenance Program as establish in Category B, ServiceProvider shall implement a CMMS for ATM that:Details condition of vessels and maintains track of repairs and maintenancesSchedules jobs, assigns personnel, reserves materials, records costs, and tracks relevantinformation such as the cause of the problem (if any), downtime involved (if any), andrecommendations for future action.Schedules preventive maintenance automatically based on maintenance plans and/or meterreadings. Has the capability to rescheduling preventive maintenance tasks in case ofbreakdowns.Has the capability of generating and controlling service requests or work orders.Maintains list of equipment and materials required for preventive maintenance activitiesMaintains details of repairs completed and repairs “to do”Monitors and tracks tasks performance based on cost and use of resources.Administers inventory: Management of spare parts, tools, and other materials including thereservation of materials for particular jobs, recording where materials are stored, determiningwhen more materials should be purchased, tracking shipment receipts, and taking inventory.Produces status reports and documents giving details or summaries of maintenance activities.Is structured for a local area network or wide area network, providing access capabilities tomultiple clients while providing record locking routines to prevent loss of information bysimultaneous updates20 Confidential

Scope of Work, ATM Operation Support ServicesProvides a complete system administration function for development of user accounts, andprovide user password protection.Has multiple levels of security must be available that provide for read-only access, read-writeaccess, and update access.Supports multiple simultaneous users.Has a context-sensitive help selection that can be accessed from any screen, and displays helprelated to the screen in use.Is capable of producing a variety of reports and support ad-hoc queries such as:o Open Work Orderso Scheduled Maintenanceo Service/Repair History reporto Projected Manpower commitmentso Project Parts/Materials commitmentsService Provider shall specify the amount of training recommended for each level of user. Typicalusers would be administrators, office data entry, field data entry, etc. Training must includehands-on practice along with helpful training materials.Service Provider shall include a comprehensive user’s manual for each user/site licensedocumenting all operations of the system. Manuals must include sample reports, screenillustrations and instructions, and example problems.Service Provider shall offer an Annual Service and Maintenance Agreement offering ongoingsupport and future upgrades. Explain how the standard CMMS Service and MaintenanceAgreement is structured.Service Provider shall provide project management services to ensure the project is completed ina professional manner, software installation is installed on time and on schedule, and dataconversion is completed, accurate, and installed on time and on schedule.4.3.3 Systems IntegrationService Provider shall specifically outline how all information systems would be integrated anddirectly affect the General Ledger.Integration design shall include an estimated on software development hours, cost per hour andtechnology to be used (program language, OS, etc) in the case of a tailored solution, or technicalspecifications in case of an Enterprise Resource Planning (ERP) type of proposal.21 Confidential

Scope of Work, ATM Operation Support Services4.4 TrainingsService Provider shall train staff in the following areas:A- Safety and Security:1. Occupational health and safety2. Confined Spaces3. Ladders and scaffolds4. Welding and cutting5. Slips and falls6. Risk communication7. Equipment handling8. Motorized equipmentB- Welding certification:1. Aluminum2. Low alloy3. Stainless steel4. Carbon steelService Category QuoteService Provider shall present its proposal for Logistic Management Services by providing a pricequote using Appendix H. Prices in this category are per service requirements but they each need to beall inclusive. Service Provider may recommend a conclusion time for each type of service.22 Confidential

Appendix A: Vessel list and specificationsTonnageItem Vessels Ship Type Year ManufacturerNet GrossDraft/ Material Engine EngineBuiltLengthSeries1. Atlantis Passenger 1998 Gulf Craft, Inc. 66 98 10/93.9 Aluminum Caterpillar 334122. Caribeña Passenger 2004 Blount Boats 82 191 10/89.5 Aluminum MTU 20003. Culebra II Passenger 1996 Breaux’s Bay Craft 61 0 12/126.9 Aluminum Detroit Diesel 12V924. Fajardo II Passenger 1996 Breaux’s Bay Craft 64 94 10/86.9 Aluminum Detroit Diesel 12V925. Vieques II Passenger 1996 Breaux’s Bay Craft 61 90 12/126.9 Aluminum Detroit Diesel 12V926. Cayo Blanco Passenger 2009 Conrad Shipyards 63 93 13/145.8 Aluminum MTU 40007. Cayo Largo Pass./Ferry 2008 Blount Boats 65 96 12/162 Steel MTU 40008. Cayo Norte Pass./Ferry 1995 Blount Boats 57 83 12/138.2 Steel Detroit Diesel 12V929. Isleño Pass./Ferry 2004 Blount Boats 67 99 12/138.2 Steel MTU 200010. Santa María Pass./Ferry 1990 Blout Boats 49 72 7/136.3 Steel Detroit Diesel 12V92

Scope of Work, ATM Operation Support ServicesAppendix B: Category A QuoteVessel Refurbishment parts and materialsTable B.1 - Material ScheduleComponent(s) Material(s) Unit Price Price ($)Piping, seachest to isolation valve ASTM B221 5086, 5083, 5456-H111 or& overboard hull penetration H112 Sch80 pipe and flangesPer/Lineal FootPiping, all otherValvesASTM B466 90/10 CuNi class 200 w/CuNi ANSIB16.5 150# flangesDuctile Iron Body (Nylon 11 coated)withaluminum/bronze disk, 316SS stem,with Buna seatPer/Lineal FootPer Unit -According toApplication &DiameterStrainersMILLER-LEAMAN 90/10 CuNiwith 6” CuNi basket strainers (6” in Per/Unitand out)HosesPer Lineal Foot &SAE J1527 – USCG approved type B2 DiameterHose connections Barbed or weld bead on pipe Per UnitFoundationsASTM B928 5083, 5086, 5456-H116 orH321 Plate,6061 ExtrusionsPer LbsTable B.2 - Material ScheduleComponent(s) Material(s) Unit Price Price ($)Dry Exhaust Pipe ASTM A269 Grade 316 SST Per/lbs24 Confidential

Scope of Work, ATM Operation Support ServicesDry Exhaust Flex Sections MTU Provided Per Unit DiameterDry Exhaust Flanges ASTM A321 or A269 Grade 316L SST Per Unit DiameterDry Exhaust Supports ASTM A321 or A269 Grade 316L SST Per/LbsWater Jacketed Exhaust Pipe ASTM A321 or A269 Grade 316L SSTPer Unit/DiameterWater Jacketed ExhaustFlangesASTM A321 or A269 Grade 316L SST Per Unit/DiameterMufflersWet Exhaust HoseBellowsWet Exhaust HoseWet: Marine Exhaust SystemsThinline Super S60-4000Dry: COWL or equalBlue Silicon High Temperature MarineExhaustHose Bellows, Trident Marine 274Vseries, orequal.Blue Silicon High Temperature MarineExhaustHose, Trident Marine 202V series, orequal.Per Unit/DiameterPer Unit/DiameterPer Unit/DiameterWet Exhaust Pipe FRP Marine Exhaust Tube or 316L SST Per Unit/DiameterWet Exhaust SupportsSide Shell PenetrationASTM B928 5083, 5086, 5456-H116 orH321Plate, ASTM B221 6061-T6, 5086,5083, 5456-H111 or H112 ExtrusionsASTM B221 5086, 5083, 5456-H111 orH112ExtrusionsPer Unit/DiameterPer FabrocationPer PoundPer Fabricationand Diameter25 Confidential

Scope of Work, ATM Operation Support ServicesTable B.3 - Material ScheduleComponent(s) Material(s) Unit Price Price ($)Plate ≥ ⅛”ASTM B928 5083, 5086, 5456-H116 or H321Per LbsPlate < ⅛”ASTM B928 5083, 5086, 5456-H116 or H321, or 5052 of SAE Per LbsAMS-QQ-A-250/8ExtrusionsASTM B221 6061-T6, 5086, 5083,5456-H111 or H112Per Lbs/ApplicationTable B.4 - Material ScheduleComponent(s) Material(s) Unit PricePiping & fittings Carbon steel Per Lineal / FT. & DiaHoses SAE J1942 -F for fuel & lube oil service Per Lineal / FT. , Dia & ApplicationHose End Fittings Straight 37º Female JIC steel Per Unit, AplicationFoundationsASTM B928 5083, 5086, 5456-H116 orH321 Plate, 6061 ExtrusionsPer Unit / Or Fabrication Per Lbs.Price($)26 Confidential

Scope of Work, ATM Operation Support ServicesTable B.5 - Material ScheduleComponent(s) Material(s) Unit PriceFittings, Aluminum 6061-T6 Per UnitFittings, CRES A269 Grade 316 SST SWAGELOK or equal Per UnitPipe, fittings andflanges non-weldedPipe, fittings andflanges weldedA269 Grade 316 SSTA269 Grade 316L SSTPer Lineal Foot / DiameterPer Lineal Foot / And DiameterHoses SAE J1942 -F for fuel & lube oil service per Lineal Foot / And DiameterPrice($)Hose End Fittings Straight 37º Female JIC SAE J1475 316 SST Per UnitFilters, Generator RACOR Model 75/900 Per Unit and ModelValves Ball Type Full Port, 316 SST Per Unit Application & DiameterFoundationsFO SystemPumps/FiltersASTM B928 5083, 5086, 5456-H116 orH321 Plate, ASTM B221 6061-T6, 5086,5083, 5456- H111 or H112 ExtrusionsMTU provided filter/coalesce & pumpsKFWA2-main, MTU Drawing X0037125Per Lbs / Or FabricationPer Unit27 Confidential

Appendix C. Vessel Condition SurveysIncluded in separate files:Sow Appendix C.1 Atlantis CS.pdfSow Appendix C.2 Caribena CS.pdfSow Appendix C.3 Cayo Blanco CS.pdfSow Appendix C.4 Culebra II CS.pdfSow Appendix C.5 Fajardo II CS.pdfSow Appendix C.6 Vieques II CS.pdfSow Appendix C.7 Cayo Largo CS.pdfSow Appendix C.8 Cayo Norte CS.pdfSow Appendix C.9 Isleno CS.pdfSow Appendix C.10 Santa Maria CS.pdf28 Confidential

Appendix D. Island Service ScheduleService Rute Monday Tuesday Wednesday Thursday Friday Saturday Sunday Holydays9:30 AM 9:30 AM 9:30 AM 9:30 AM 9:30 AM 9:00 AM 9:00 AM 9:00 AMFajardo – Vieques1:00 PM 1:00 PM 1:00 PM 1:00 PM 1:00 PM 3:00 PM 3:00 PM 3:00 PM4:30 PM 4:30 PM 4:30 PM 4:30 PM 4:30 PM 6:00 PM 6:00 PM 6:00 PM8:00 PM 8:00 PM 8:00 PM 8:00 PM 8:00 PM6:30 AM 6:30 AM 6:30 AM 6:30 AM 6:30 AM 6:30 AM 6:30 AM 6:30 AM11:00 AM 11:00 AM 11:00 AM 11:00 AM 11:00 AM 1:00 PM 1:00 PM 1:00 PMVieques – Fajardo3:00 PM 3:00 PM 3:00 PM 3:00 PM 3:00 PM 4:30 PM 4:30 PM 4:30 PMPassengers6:00 PM 6:00 PM 6:00 PM 6:00 PM 6:00 PM9:00 AM 9:00 AM 9:00 AM 9:00 AM 9:00 AM 9:00 AM 9:00 AM 9:00 AMFajardo – Culebra 3:00 PM 3:00 PM 3:00 PM 3:00 PM 3:00 PM 3:00 PM 3:00 PM 3:00 PM7:00 PM 7:00 PM 7:00 PM 7:00 PM 7:00 PM 7:00 PM 7:00 PM 7:00 PM6:30 AM 6:30 AM 6:30 AM 6:30 AM 6:30 AM 6:30 AM 6:30 AM 6:30 AMCulebra – Fajardo 1:00 PM 1:00 PM 1:00 PM 1:00 PM 1:00 PM 1:00 PM 1:00 PM 1:00 PM5:00 PM 5:00 PM 5:00 PM 5:00 PM 5:00 PM 5:00 PM 5:00 PM 5:00 PMCargo &PassangersFajardo - ViequesVieques - FajardoFajardo - CulebraCulebra - Fajardo4:00 AM 4:00 AM 4:00 AM 4:00 AM 4:00 AM9:30 AM 9:30 AM 9:30 AM 9:30 AM 9:30 AM4:30 PM 4:30 PM 4:30 PM 4:30 PM 4:30 PM6:00 AM 6:00 AM 6:00 AM 6:00 AM 6:00 AM1:00 PM 1:00 PM 1:00 PM 1:00 PM 1:00 PM6:00 PM 6:00 PM 6:00 PM 6:00 PM 6:00 PM4:00 AM 4:00 AM 4:00 AM 4:00 AM 4:00 AM9:30 AM 9:30 AM4:00 PM 4:00 PM 4:00 PM 4:00 PM 4:00 PM7:00 AM 7:00 AM 7:00 AM 7:00 AM 7:00 AM1:00 PM 1:00 PM6:00 PM 6:00 PM 6:00 PM 6:00 PM 6:00 PM29 Confidential

Scope of Work, ATM Operation Support ServicesIsland Service Total number of TripsService Route Monday Tuesday Wednesday Thursday Friday Saturday Sunday Total Week Monthly AverageVieques - Fajardo 4 4 4 4 4 3 3 26 113Fajardo - Vieques 4 4 4 4 4 3 3 26 113PassengersCulebra - Fajardo 3 3 3 3 3 3 3 21 91Fajardo - Culebra 3 3 3 3 3 3 3 21 91Total 14 14 14 14 14 12 12 94 408Vieques - Fajardo 3 3 3 3 3 0 0 15 65Fajardo - Vieques 3 3 3 3 3 0 0 15 65CargoCulebra - Fajardo 2 2 3 2 3 0 0 12 52Fajardo - Culebra 2 2 3 2 3 0 0 12 52Total 10 10 12 10 12 0 0 54 235GrandTotal 24 24 26 24 26 12 12 148 64330 Confidential

Scope of Work, ATM Operation Support ServicesIsland Service Passenger Count 2010Month Fajardo-Vieques Vieques-Fajardo Fajardo-Culebra Culebra-Fajardo TotalJANUARY20,594 21,895 13,856 15,73872,083FEBRUARY21,454 21,056 11,639 11,51565,664MARCH26,671 24,847 20,664 19,34691,528APRIL23,707 24,490 17,975 19,41285,584MAY21,997 22,183 17,765 18,69080,635JUNE24,049 23,487 20,025 20,44588,006JULY24,295 24,322 22,325 22,93393,875AUGUST22,684 23,039 13,627 15,11974,469SEPTEMBER18,614 18,053 7,093 6,83950,599OCTOBER20,434 20,464 9,830 9,39060,118NOVEMBER23,039 22,970 10,994 11,14668,149DECEMBER25,175 23,448 12,742 11,04772,412Total 272,713 270,254 178,535 181,620 903,12231 Confidential

Appendix E Staff ClassificationResources General DescriptionMechanicPerforms all mechanic preventivemaintenance and repairs. Install andinspects mechanic parts andequipment.Some requirementsHigh school diploma supplemented bymechanic courses with a couple of yearsof experience. Mechanic licensedMechanicassistantElectricianElectricianassistantPlumberRefrigerationtechnicianCarpenterHandymanWelderCaptainSailorSupports the mechanic on vesselrepairs. Perform oil and filter changes.Cleans Machine room and motors.Performs all electric preventivemaintenance and repairs. Install andinspects electric systems.Supports the electrician on electricinspections and repairs. Changes lightbulbs, fuses and receptacles.Install and repairs plumbing, bathroomequipment, water tanks, and hydraulicsystems.Performs all refrigeration repairs,installations, and maintenance on airconditioners, and other equipmentsPerforms all carpentry work andrepairs: doors, windows, door locks,wedges, among others.Performs minor repairs and paintingtasksPerforms all welding repairs andinstallations.Inspects and operates the vessel. Incharge of passenger safety and ofvessel documentation and licenses.Maintain vessel clean and safe. Tiesand unties vessels9th grade or higher diplomasupplemented by a mechanic coursewith minimum experience.High school diploma supplemented byelectrician courses with a couple ofyears of experience. Qualifiedelectrician license required.9th grade or higher diploma withminimum experience. Must have aqualified electrician apprentice.9th grade or higher diploma withminimum experience. Must have anofficial plumber license and be a part ofthe Puerto Rico Plumbers College.High school diploma supplemented byrefrigeration technician courses with acouple of years of experience.read and write with a couple of years ofexperienceread and write with a couple of years ofexperiencehigh school diploma supplemented bywelding courses with minimalexperience.9th grade or higher diploma with USCG'sMaster Inland license for 100 tons andFCC license for third class radio operator.read and write.Confidential32

Scope of Work, ATM Operation Support ServicesAppendix F. Active Vessels Certificates of InspectionIncluded in separate files:Sow Appendix F Certificates of Inspection.pdf33 Confidential

Scope of Work, ATM Operation Support ServicesAppendix G. Category B QuotePreventive Maintenance Program Development and ImplementationPresent a plan and a quoteMaintenance and vessel repairs Support34 Confidential

Scope of Work, ATM Operation Support ServicesAppendix H. Category C QuoteSection 4.1 Day-to-day Operational Oversight# resource type rate/hr suggested cap123456Section 4.2 Business Continuity# resource type rate/hr1 Mechanic2 Mechanic assistant3 Electrician4 Electrician assistant5 Plumber6 Refrigeration technician7 Carpenter8 Handyman9 Welder10 Captain11 Sailor# Vessel type rate/day1235 Confidential

Scope of Work, ATM Operation Support ServicesSection 4.3 Computer Systems# Service1 Systems Architecture2 CMMS3 System IntegrationlumpsumSection 4.4 Training# training cost1 Safety and Security2 Welding Certification36 Confidential