Satour Tren Liviano RFQ

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CONTENTS

1. INTRODUCTION ....................................................................................................... 1 1.1 INVITATION TO SUBMIT QUALIFICATION STATEMENTS ......................... 1 1.2 PROJECT PROCUREMENT .......................................................................... 1 1.3 QUALIFICATION STATEMENT DEADLINE AND REQUIREMENTS ........... 2 1.4 PROJECT BACKGROUND AND CONTEXT – THE “WALKABLE CITY” ...... 3 1.5 MUNICIPALITY OBJECTIVES ....................................................................... 4 1.6 PROJECT DESCRIPTION ............................................................................. 5 1.7 SCOPE OF WORK ....................................................................................... 11 1.8 PROJECT BENEFITS .................................................................................. 12 1.9 ENVIRONMENTAL ASSESSMENT (EA) STATUS AND INFORMATION... 13 1.10 UTILITY RELOCATION ................................................................................ 13 1.11 ROW PROPERTY ACQUISITION ................................................................ 13

2. RFP AND PROJECT AGREEMENT ....................................................................... 15 2.1 RFP AND PROJECT AGREEMENT ............................................................ 15 2.2 PROPOSED PROJECT TERM .................................................................... 15 2.3 ALLOCATION OF RISK ................................................................................ 15 2.4 PAYMENTS TO THE DEVELOPER ............................................................. 16

3. SELECTION PROCESS AND PROCUREMENT SCHEDULE .............................. 17 3.1 REQUEST FOR QUALIFICATIONS ............................................................. 17 3.2 REQUEST FOR PROPOSALS ..................................................................... 17 3.3 PROJECT AGREEMENT EXECUTION ....................................................... 17 3.4 FINANCIAL CLOSE ...................................................................................... 17 3.5 PROCUREMENT SCHEDULE ..................................................................... 17

4. TEAM MEMBERS ................................................................................................... 18 4.1 DEVELOPER ................................................................................................ 18 4.2 EQUITY INVESTORS ................................................................................... 18 4.3 KEY CONTRACTORS .................................................................................. 18 4.4 TEAM COMPOSITION ................................................................................. 19

5. QUALIFICATION STATEMENTS ........................................................................... 21 5.1 PRESENTATION OF QUALIFICATION STATEMENTS .............................. 21 5.2 CONTENTS OF QUALIFICATION STATEMENTS ...................................... 22

6. QUALIFICATION STATEMENT EVALUATION ...................................................... 27 6.1 DEFINITIONS ............................................................................................... 27 6.2 OVERVIEW OF THE QUALIFICATION PROCESS ..................................... 27 6.3 EVALUATION CRITERIA ............................................................................. 28

7. CHANGES IN RESPONDENT COMPOSITION ..................................................... 30 7.1 CHANGES .................................................................................................... 30

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7.2 EXCLUSIVITY............................................................................................... 30

8. LEGAL AND CONTRACTS .................................................................................... 31 8.1 INFORMALITIES AND IRREGULARITIES .................................................. 31 8.2 COMPLIANCE WITH LAWS ......................................................................... 31 8.3 PROCUREMENT CANCELLATION ............................................................. 31 8.4 COMMUNICATIONS .................................................................................... 31 8.5 CONFLICTS OF INTEREST ......................................................................... 31 8.6 CODE OF ETHICS ....................................................................................... 33 8.7 CONFIDENTIALITY ...................................................................................... 33 8.8 ACT 458 ........................................................................................................ 34 8.9 ACT 237 ........................................................................................................ 35 8.10 LOCAL GOODS AND SERVICES ................................................................ 35 8.11 NON-DISCRIMINATION LAWS.................................................................... 35

9. RECONSIDERATION AND JUDICIAL REVIEW .................................................... 36 9.1 GENERAL PROCEDURES .......................................................................... 36 9.2 PROTESTS PRIOR TO PRE-QUALIFICATION ........................................... 36 9.3 PROTESTS AFTER PRE-QUALIFICATION ................................................ 36

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INDEX OF DEFINED TERMS Addenda Acknowledgement Form .................................................................................... 21 AMA ..................................................................................................................................... 4 Availability Payments ........................................................................................................ 16 CCC ................................................................................................................................... 12 CCM .................................................................................................................................... 2 Civil D&C Provider ............................................................................................................. 18 Clarification ........................................................................................................................ 27 Communication ................................................................................................................. 27 D&C ................................................................................................................................... 11 DBFOM................................................................................................................................ 1 Deficiency .......................................................................................................................... 27 Developer ............................................................................................................................ 1 EIS ..................................................................................................................................... 13 Equity Investors ................................................................................................................. 18 Executive Summary .......................................................................................................... 21 Final Acceptance ............................................................................................................... 16 Financial Capability ........................................................................................................... 21 Intersection 5 Works ............................................................................................................ 7 ISOP .................................................................................................................................... 2 ITS ..................................................................................................................................... 11 Key Contractors ................................................................................................................. 18 Lead Team Member ............................................................................................................ 2 LRT ...................................................................................................................................... 1 LRV ...................................................................................................................................... 4 Management Approach ..................................................................................................... 21 Municipality .......................................................................................................................... 1 O&M .................................................................................................................................. 12 O&M Provider .................................................................................................................... 18 OCS ................................................................................................................................... 12 OMSF ................................................................................................................................ 12 P3 ........................................................................................................................................ 1 Preferred Proponent ............................................................................................................ 2 Pre-Qualified Respondent ................................................................................................... 1 Project ................................................................................................................................. 1 Project Agreement ............................................................................................................... 1 Project Documents ............................................................................................................ 15 Qualification Statement ....................................................................................................... 1 Respondent ......................................................................................................................... 1 Responsiveness Checklist ................................................................................................ 21 RFP ..................................................................................................................................... 1 RFP Process ....................................................................................................................... 1

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RFQ ..................................................................................................................................... 1 Rolling Stock Provider ....................................................................................................... 18 ROW .................................................................................................................................. 13 SCADA ................................................................................................................................ 6 Scope of Work ................................................................................................................... 11 Team ................................................................................................................................... 2 Team Members ................................................................................................................... 1 Technical Qualifications and Experience .......................................................................... 21 Weakness .......................................................................................................................... 27

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TABLES TABLE 1.1 EXPECTED PROJECT TIMELINE ................................................................. 2

TABLE 1.2 SAN JUAN TOURISM FACTS & FIGURES ................................................... 3

TABLE 1.3 SAN JUAN DEMOGRAPHICS ....................................................................... 4

TABLE 1.4 SATOUR TREN LIVIANO STATIONS ............................................................ 8

TABLE 2.1 ALLOCATION OF RISK ................................................................................ 15

TABLE 8.1 RESTRICTED PARTIES .............................................................................. 32

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FIGURES FIGURE 1.1 ISLETA—THE WALKABLE CITY ................................................................... 5

FIGURE 1.2 LIGHT RAIL ALIGNMENT .............................................................................. 8

FIGURE 1.3 VIEJO SAN JUAN TERMINUS—PERSPECTIVE ........................................ 10

FIGURE 1.4 INTERSECTION 5 WORKS: ........................................................................ 11

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Request for Qualifications I Satour Tren Liviano I Page 1

1. INTRODUCTION 1.1 Invitation to Submit Qualification Statements The Municipality of San Juan (the “Municipality”) is the capital city of the Commonwealth of Puerto Rico, as well as the largest municipality, principal seaport and the main governmental, financial, academic, cultural, and tourism center of Puerto Rico. All three branches of Puerto Rico government, including their dependencies, departments or related agencies and offices are headquartered in San Juan. The Governor’s Mansion, the Legislature, the Supreme Court and the Treasury Department are also located in San Juan.

The Municipality is interested in entering into a Public-Private Partnership (“P3”) with a private entity in relation to the Design-Build-Finance-Operation and Maintenance (“DBFOM”) of the Satour Tren Liviano Project and the related structures highlighted within this document (the “Project”).1

In delivering the Satour Tren Liviano Project through a P3, the Municipality of San Juan hopes to introduce a public transit system that establishes strong connections throughout San Juan.

The purpose of this Request for Qualifications (“RFQ”) is to qualify consortia able to partner with the Municipality to deliver the Satour Tren Liviano Project and achieve these objectives. Each consortium should comprise investors, construction contractors, operators and other key parties which are able to perform the core disciplines comprising the Project. Each response (“Qualification Statement”) submitted to this RFQ must satisfy the requirements specified in Section 5.0. The qualification process will be based on the criteria outlined in Section 6.3. The Municipality intends to select a limited number of consortia that it deems most qualified to continue and respond to a subsequent Request for Proposals (“RFP”).

The consortium responding to this RFQ (hereafter referred to as a “Respondent”) will be expected to contract for the performance of each component of work described within this RFQ. Should the Respondent not identify one or more contractors, financial advisors, or investors, they must describe the manner in which they will procure the involvement of those Team Members (“Team Members”) during the RFP Process (“RFP Process”) should they be selected as a Respondent pre-qualified to respond to an RFP (“Pre-Qualified Respondent”). Pre-Qualified Respondents must follow the process highlighted in Section 7 of this document to add, remove, or change team members that will participate in the RFP Process. The Pre-Qualified Respondent selected by the Municipality during the RFP Process (“Developer”) will enter into a Project Agreement (“Project Agreement”) with the Municipality.

The Qualification Statement from each Respondent will be due no later than 5:00 PM (AST) on December 20, 2012.

1.2 Project Procurement This RFQ (including all appendices and addenda) is issued by the Municipality to seek Qualification Statements from interested Respondents that can bring together all of the skills and experience required to deliver the Project in the manner required by the Municipality, including delivering the Project on budget and on schedule. These skills and experience include, but are not limited to, design, management, construction, systems integration, testing, commissioning, operation and maintenance of high capacity Light Rail Transit (“LRT”) projects of similar scope and size as the Project.

1 Note that the Municipality is undertaking the Project under the power and authority granted to it under the Commonwealth of Puerto Rico Autonomous Municipalities Act, Act No. 81 of August 30, 1991, as amended, Municipal Ordinance approved on November 2, 2012, Series 2012-2013, and all applicable Municipal regulations as may be adopted by the Municipality from time to time and not under the Public Private Partnerships Act, Act No. 29 of June 8, 2009, as amended.


Each Respondent will be made up of a group of Team Members (the “Team”), one of which will be a Lead Team Member (the “Lead Team Member”), which will direct and coordinate the activity of the Respondent and has the authority and power to bind all Team Members for the purpose of this RFQ and procurement process.

It is anticipated that those Respondents determined to be pre-qualified as part of this RFQ will then move on to the RFP Process. It is further anticipated that the one Pre-Qualified Respondent that is ultimately successful in being awarded the concession related to the Project in the subsequent RFP Process (the “Preferred Proponent”) will enter into a Project Agreement with the Municipality (either directly or through an appropriately capitalized and staffed special purpose vehicle).

The Municipality’s RFP Process will seek to optimize risk transfer to the private sector, within the boundaries of the Municipality’s affordability limits. The Municipality has determined that a DBFOM structure is the option that best meets these requirements. For the purposes of this RFQ, it is the Municipality's desire to transfer those risks that the private sector is best suited to manage, while returning value to the Municipality and respecting the Municipality's affordability constraints.

1.3 Qualification Statement Deadline and Requirements One original, five copies, and one electronic version (PDF or similar) on CD must be received by the Municipality by 5:00 PM, AST, on Thursday, December 20, 2012 and must be submitted to:

Ivan Casiano Quiles, PE Executive Sub-Director for the Area of the Operations and Engineering

Roosevelt Plaza Building, Floor 3 185 FD Roosevelt Ave., Trinidad St. corner

San Juan, PR 00918

Any envelopes or boxes containing Qualification Statements should be clearly labeled:

“RFQ, Satour Tren Liviano Project”

The Project’s expected timeline is laid out in the table below:

Table 1.1 Expected Project Timeline

Item Date

RFQ Issued November 5, 2012

RFQ Inquiries Deadline November 20, 2012

RFQ Inquiry Response Deadline December 3, 2012

RFQ Responses Due December 20, 2012

Qualified Proponents Selected January 2013

RFP Issued January 2013

Interim Submittal of Proposals (“ISOP”) and Commercially Confidential Meetings (“CCM”)

January – May 2013

Technical Proposal Submission Date June 2013

Financial Proposal Submission Date July 2013


Preferred Proponent Selected August 2013

Commercial Close August 2013

Financial Close October/November 2013

1.4 Project Background and Context – The “Walkable City” The Satour Tren Liviano Project is the fixed-guideway element of the urban design vision that calls for transformation of the Old San Juan-Santurce corridor through coordinated transportation investment and redevelopment efforts. The corridor suffers from severe traffic congestion and restrictions on new construction of roadways and expansion of existing roadways. Geometric restrictions and vehicle congestion also hamper the efficient operation of existing bus services in the corridor.

According to the 2010 Federal Census Bureau, San Juan had a population of 395,326 with a population density of 8,271 residents per square mile, making it the most densely populated municipality in Puerto Rico. The Municipality has an area of over 47.8 square miles; it has 18 political subdivisions, or wards (barrios), and is divided into five major districts. Situated within the borders of San Juan is the Isleta district, an island which is home to Old San Juan, the oldest planned city in the Americas. The Isleta is joined to mainland Puerto Rico by a series of bridges and a ferry.

Old San Juan, or “Viejo San Juan”, is a compact historic district located on an islet at the entrance of the harbor, and is the cultural center and a major tourist attraction. Santurce, on another islet to the south, is a center for government and private offices. Hato Rey is the main banking and financial services center for Puerto Rico. Río Piedras, with the main campus of the University of Puerto Rico and several other smaller universities, is Puerto Rico’s principal educational center and transportation hub for connections with the rest of the island.

The Municipality’s government is composed of a Mayor, and a Municipal Legislature of 17 members elected in general elections every four years. The Mayor is responsible for establishing and carrying out policy making, overseeing the day-to-day operations of the municipal government, proposing an annual budget, and appointing the senior municipal officials of the Municipality’s departments. The Municipal Legislature is responsible, among other matters, for approving ordinances and resolutions, approving the annual budget and confirming the appointment of senior municipal officials.

Major employment and activity centers in the San Juan area include various tourist destinations and government employment centers located at the northwestern end of the corridor in the Isleta, where the majority of buildings are between three and four stories high. Trips made by commuting workers make up 22% of the total trips made to the Isleta each year. Information on daily travel made to the Isleta can be found in the table below.

Table 1.2 San Juan Tourism Facts & Figures

Daily trips to the Isleta 83,900 trips

Forecasted daily trips to the Isleta (2030) 90,200 trips

Business passengers as % of total trips 22%

Leisure passengers as % of total trips 78%

Port of San Juan annual cruise passenger traffic 1.3m passengers

Other activity centers in the corridor include the Puerto Rico Convention Center District, the Fernando Luis Ribas Dominicci Airport (commonly known as Isla Grande Airport), the Port of San Juan cargo terminals in the central portion of the corridor and the Universidad del Sagrado Corazón, the Carlos Albizu University and three major


medical facilities (Auxilio Mutuo Hospital, Pavía Hospital, and the San Jorge Children’s Hospital) in the southeastern section of the corridor in Santurce.

In addition to visitors to San Juan who arrive without a vehicle, there is an important, highly transit-dependent market to be served. These facts are demonstrated in the table below.

Table 1.3 San Juan Demographics

Home ownership 34.6%

Vehicle availability 35.6%

Parking throughout the corridor is limited and exists primarily in multilevel parking structures along major arterials. Major streets rarely have legal parallel parking, although the shoulders are often used illegally. Street parking is typically in the form of parallel parking on one or both sides, constricting the flow of traffic. Very few surface lot parking facilities exist in the study area.

Given all of these issues, a coordinated approach to transportation, land use, and economic development was identified as a major priority for the Municipality. In July 2010, the Municipality released a plan to make the Municipality more livable and walkable. “The Walkable City” plan calls for a redesign of the Isleta district, an island which is home to Old San Juan, the oldest planned city in the Americas. The Isleta is separated from mainland Puerto Rico by a series of bridges and a ferry.

The Walkable City Plan puts forward an integrated strategy focused on several guiding objectives. Most significant is the introduction of a 5.3-mile light rail system – Satour Tren Liviano – to connect Old San Juan’s historic center with the mainland. By improving accessibility to the Isleta, the Satour Tren Liviano system and associated roadway improvements will underpin the economic development and other objectives of the Walkable City Plan. The Project will traverse along Calle del Tren and cross over the Canal San Antonio. After the channel crossing, the alignment serves the Convention Center area, and then continues on Avenida Fernández Juncos, until it reaches the Sagrado Corazón station, where there is already an intermodal connection for the Tren Urbano and Metropolitan Bus Authority (Autoridad Metropolitana de Autobuses or “AMA”) bus systems. The Tren Urbano is a fully automated rapid transit line that serves San Juan, Bayamón and Guaynabo. It is anticipated that the Satour Tren Liviano will operate seven days a week, 18 hours a day, from 5:30 am to 11:30 pm.

The Project is comprised of six components: • Rail construction and placement on the alignment; • Light Rail Vehicle (LRV) delivery to meet prescribed performance specifications; • 12 stations to be built in prescribed locations; • A maintenance facility located within the Convention Center District; • Three secured park-and-ride facilities providing at least 4,500 parking spaces; and • Civil improvements to Intersection 5, the intersection where PR-1, PR-16, PR-25, PR-26, and PR-35 meet in

a set of ramps, bridges and intersections.

1.5 Municipality Objectives The July 2010 “Walkable City” plan (depicted in Figure 1.1) presents a redevelopment framework for ensuring the Isleta’s long-term sustainability and prosperity. Key elements of that framework include:

1. Introduction of an integrated public transit system, including construction and operation of the Project

2. Implementation of a state-of-the-art public realm that establishes strong north-south and east-west transit connections.


3. Establishment of a pedestrian waterfront loop around the entire perimeter of the Isleta.

4. Transformation of Old San Juan, the Municipality’s historic center, into a pedestrian-friendly area.

5. Protection of the Isleta from erosion and sea level rise by building additional protective coastal reefs, storm surge barriers, and public buffer zones.

6. Protection and celebration of the Isleta’s cultural and historic assets by maintaining and connecting them.

7. Development and integration of the north and south waterfronts by creating sustainable mixed-use tourist developments along both waterfronts, and connecting them with green corridors.

8. Expansion and diversification of the Isleta’s tourist assets, by establishing it as a competitive, world class destination.

Figure 1.1 Isleta—The Walkable City

1.6 Project Description The Municipality expects that the term of the concession awarded will be a minimum of 35 years, including any construction and delivery periods; however, the Municipality may, in the development of the RFP, ultimately select a different term.

The current description of the Project is described below (but is expressly subject to anything stated to the contrary in the RFP Documents or the Reference Documents, which shall govern).


The total area that is expected to be impacted directly by Satour Tren Liviano is approximately 60 acres. This will include the area along the Satour Tren Liviano alignment and proposed facilities, including the stations, the parking facilities, the maintenance facility, the sidewalks and impacted roadways, as well as the road improvements at Intersection 5.

1) Rail Construction • The rail alignment will span a total of 5.3 miles, running at-grade along existing roadways. The alignment is

depicted in Figure 1.2. • The western terminus of the alignment will be located at the Viejo San Juan Station at Pier 3 along the

southern waterfront, which is depicted in Figure 1.3. The alignment will follow the Calle de Tren to a new bridge crossing of the San Antonio Canal.

• After crossing the canal, the alignment will serve the Convention Center site’s existing facilities and planned new development. A maintenance facility will be located at the site.

• From the Convention Center, the alignment will follow Avenida Fernández Juncos and serve the densely developed neighborhoods of Santurce.

• The alignment will terminate in the east at the Sagrado Corazón station. • Transfers will occur cross-platform between the Satour Tren Liviano and Tren Urbano systems at the

Sagrado Corazón Station.

2) Light Rail Vehicles • 24 Light Rail Vehicles to be delivered at intervals based on the Project’s service needs throughout the term

of concession which enable the Developer to satisfy the relevant performance specifications • At this stage, each vehicle is expected to have a 72-passenger seating capacity and additional capacity

to be determined during the RFP Process.

3) 12 Stations • 12 total stations to be delivered at designated intervals along the alignment.

• Figure 1.2 and Table 1.4 below provide the locations and descriptions of the 12 proposed stations, including connections available to other transit services that will be available at each station.

4) Maintenance Facility

The proposed maintenance facility for the Satour Tren Liviano LRT would be located roughly a block west of the Convention Center and bounded by the following roads: Calle Guamaní, Calle Majagua, Calle Caguax, and Calle Mabó. • The required size of the maintenance facility will be set out in the RFP.

• Includes loading dock area, employee parking, and space to accommodate future expansion • Area for maintenance and repair, interior vehicle cleaning and exterior car washing

• Parking facility with at least 1,400 parking spaces • Access to the parking facility will be primarily via Calle Guamaní/Boulevard St. Thomas

The technical specifications will likely require that the facility will include provisions for Supervisory Control and Data Acquisition systems (“SCADA”) with the train, drivers and other personnel. The center must also include administrative, training and management offices. Space will also be needed for operations staff offices, dispatcher work stations, information center, employee break room and/or lunchroom, driver area with lockers, showers and restrooms. There will need to be an area for employee and visitor parking, and the site will be secured and fenced. Heavy equipment may need to be delivered to the maintenance facility such as transformers or preassembled traction units. Therefore, space to allow heavy trucks to enter, turn around and exit the facility will need to be provided.


5) Parking

Park-and-ride facilities with security will be located along the Santurce portion of the alignment and accommodate at least 4,500 parking spaces. • Facility 1 will be located at the Canal San Antonio Station. This facility will be integrated with a future Hyatt

development in the parcel. The structure will have two stories above grade and two stories below grade and will contain at least 1,100 parking spaces.

• Facility 2 will be located at the site of the proposed maintenance facility. The two-story structure will accommodate parking for at least 1,400 vehicles.

• Facility 3 will be located to the west of the Sagrado Corazón Station. The site is currently an at-grade parking lot serving Tren Urbano. A two-story deck will be constructed over the existing parking lot to accommodate at least an additional 2,000 spaces and serve vehicles accessing the system primarily from PR-1.

6) Intersection 5 Works

The Satour Tren Liviano Project also includes improvements to be implemented at Intersection 5 (“Intersection 5 Works”). The existing San Antonio Canal bridges will be converted to two-way operation and the existing Intersection 5 will be converted to two at-grade intersections. The westerly intersection along Baldorioty Expressway is formed at the intersection of San Antonio Bridge approaches, Muñoz Rivera Expressway and Baldorioty Boulevard. The easterly intersection is formed by Baldorioty Expressway, Estévez Bridge approaches and Avenida Ponce de León. The Satour Tren Liviano LRT will cross Baldorioty Boulevard in between these two intersections. The traffic signal system controlling these two intersections would be designed to allow safe passage of the train across the intersection without impacting traffic operations.

North of the bridges will be two at-grade signalized intersections at Avenida Dr. Ashford to provide access to/from the Dos Hermanos Bridge and points east in Condado.

Further north into the Isleta will be two newly created signalized intersections. An at-grade intersection along Avenida Fernández Juncos would be created with a New Connector Road which would be one-way and connect to Avenida Ponce de León. This connector road would play an important role in enabling the at-grade Intersection 5 to operate efficiently. The connector road would provide an opportunity for traffic on PR- 1/Muñoz Rivera Expressway in Santurce travelling into the Isleta to access Muñoz Rivera within the Isleta. The connector road also provides access to traffic on Avenida Fernández Juncos travelling out of the Isleta and destined to Baldorioty Expressway and Avenida Ponce de León.

Finally, existing Calle 5 would be configured to be one-way from Avenida Ponce de León to Avenida Fernández Juncos and it would provide the ability for traffic from Baldorioty Expressway coming into the Isleta to get to Avenida Fernández Juncos as well as traffic from Avenida Ponce de León exiting the Isleta to get to Baldorioty Boulevard and Muñoz Rivera Expressway in Santurce. The proposed configuration is detailed in Table1.4.

The Intersection 5 Works will: • Improve certain traffic movements; • Enhance visual connections; • Create a pedestrian-friendly public realm with high connectivity; and • Limit disruption to traffic due to construction.

The Intersection 5 Works showing a reconfiguration to an at-grade roadway scheme with at-grade alignment have been identified in Figure 1.4 below.

Intersection 5 Works may require Federal Highway Administration’s approval and, if it is deemed to be required, it will be the responsibility of the Municipality to obtain the approval. Additional information will be provided during the RFP Process.


Figure 1.2 Light Rail Alignment

Note: The Municipality retains the right to adjust the Project’s specifications throughout the RFP Process

Table 1.4 Satour Tren Liviano Stations

Station Location Connecting Services

Isleta

1. Viejo San Juan (Intermodal) East of Calle Harding (at existing surface parking lot location)

San Juan Trolley; Cataño-San Juan Ferry; Hato Rey-San Juan Ferry

2. Capitolio Avenida Fernández Juncos None

3. San Agustín Calle del Tren (between Calle San Andrés and Calle Tadeo Rivera)

None

4. El Falansterio Calle del Tren (between Calle Matías Ledesma and Calle Fernández)

None

5. Mid Park Calle del Tren (between Calle No. 3 and ramp from Avenida Ponce de León to Avenida Fernández Juncos)

None

Santurce Stations

4,500

4,500


6. San Antonio Canal Avenida Fernández Juncos (between PR-1 and Intersection-5)

AMA Routes B-21, C-10, C53

7. Convention Center Calle Guamaní (by the Convention Center)

None

8. El Gandul Avenida Fernández Juncos (between Calle Hernández and Calle Hoare)

AMA Route C-10

9. Parada 18 Avenida Fernández Juncos (at Avenida Roberto H. Todd/PR-2)

AMA Routes B-8, C-10; Público Routes I-07-E-66, I-11-70, I-47-70, SJ-66-47, SJ-66-50

10. Santurce Centro Avenida Fernández Juncos (between Calle Pons and Calle Lloveras)

AMA Routes B-21, A-5

11. San Mateo Avenida Fernández Juncos (by Calle San Jorge)

AMA Route B-21

12. Sagrado Corazón (Intermodal) Avenida Borinquen AMA Routes A-9, B-15, B-16, B-22, C-10, C-11, Publico Routes L-662-26, L-62-27, Metrobus Routes M-1, M-2; Tren Urbano

Note: The Municipality retains the right to adjust the Project’s specifications throughout the RFP Process


Figure 1.3 Viejo San Juan Terminus—Perspective


Figure 1.4 Intersection 5 Works:

1.7 Scope of Work The following sets out the current outline of the scope of work for the Project (but is expressly subject to anything stated to the contrary in the RFP Documents or the Reference Documents, which shall govern) (“Scope of Work”).

1) Civil Design & Construction (“D&C”) Scope of Work

The Developer will likely be required to design, build, install, integrate, procure, test and certify the following: • Roadway and Structures • Light Rail Vehicles • Secured Park and Ride Facilities • Station Stops and Station Stop equipment • Interface to wayside equipment for the LRV vehicles • Ballasted and Embedded Trackwork • Special Ballasted and Embedded Trackwork • Automatic Train Protection Systems • Intelligent Transportation System (“ITS”) components and subsystem:

• Traffic Signal Control Systems • Transit Management System • Advanced Traveler Information System • Security Systems


• Communication Systems • SCADA system • Traction Power Substations and Overhead Contact System (“OCS”) Distribution systems • Provisions for the Fare Collection system • Operations, Maintenance and Storage Facilities (“OMSF”), including:

• Storage Yard • Service and Inspection Shops • Fixed and Mobile Workshop Equipment • Standard and Special Tools • Test and Diagnosing Equipment • Wheel Truing • Transportation and Maintenance-of-Way Facilities • LRV Car Wash • Central Control Center (“CCC”), with Yard Control

2) Operations and Maintenance (“O&M”) Scope of Work The Developer will likely be required to operate and maintain the following: • Tracks and Trackway • Ballasted and Embedded Special Trackwork • Station Stops • Light Rail Vehicles (including driving and security) • Parking Facilities (including the provision of any exit and entry personnel, if required) • Crossing Barriers and Fences • Security and Enforcement at Stations • Support Vehicles • CCC • Wayside Equipment • OMSF and Traction Power Substation Buildings • LRT portions of the Traffic Control Installations • Automatic Train Protection Systems • ITS Components and Systems • Communication and Security Systems • OCS system • Fixed and Mobile Rail Borne Workshop Equipment and Rubber-Tire Work Vehicles.

1.8 Project Benefits The Municipality foresees many benefits resulting from the Project, some of which include:

1. Increased connectivity between the Isleta and the rest of the Island of Puerto Rico.

2. Revitalization of the Isleta’s neighborhoods of La Perla and San Agustín both socially and economically.

3. Creation of a sustainable mode of transportation to be used by both residents and tourists.

4. A user-friendly experience for passengers, pedestrians, residents and tourists alike.


5. Reduction in greenhouse gases emitted by automobiles.

6. A continuous yet diversified waterfront experience for pedestrians, cyclists and joggers.

7. Reduction in traffic throughout the Isleta and the greater San Juan area.

1.9 Environmental Assessment (EA) Status and Information A number of important environmental impacts have been assessed in the local Environmental Impact Statement (“EIS”) as part of the Project’s Environmental Assessment. This document will be made available to the Pre-Qualified Proponents during the RFP Process. Note that the Environmental Impact Statement has been approved by Puerto Rico’s Office of Management and Permits for the purpose of the Project Scope set out in this RFQ. No Federal EIS is being contemplated or planned for the Project. • In March 2012, the Municipality of San Juan completed an Environmental Impact Statement titled “Tren

Liviano Project Environmental Impact Statement”. This report complies with the requirements of Article 4(B)(3) of the Environmental Public Policy Act and Rules 111(C) and 112(E) of the Environmental Quality Board Regulation for the Evaluation and Processing of Environmental Documents (Regulation No. 7948).

• The EIS examined the potential impact of the planned 5.3-mile rail alignment, extending from the historic walled city of Old San Juan to the Sagrado Corazón sector of Santurce, where the terminal station for Tren Urbano is located.

• The drafting of the EIS included numerous opportunities for consultation with the public. A draft EIS was circulated for review and comment in January 2012. The final EIS incorporated responses to all comments received during that review process, including a public hearing held on February 27, 2012.

1.10 Utility Relocation The Municipality will provide Respondents with information on any expected utility relocation. Potential utilities which may need to be relocated include, but not limited to: • Water lines; • Sanitary lines; • Telephone lines; • Cable-TV lines; • Gas lines; and • Aerial Electrical lines.

The Municipality intends that the process and risk allocation of relocating utility systems will be carefully detailed in the RFP.

1.11 ROW Property Acquisition The Satour Tren Liviano Project will require right-of-way (“ROW”) acquisitions that will displace and/or require relocation of existing uses. Property acquisitions may involve either a partial taking/easement or an entire parcel of land, and these acquisitions may be permanent or temporary, for example, only during the construction period.

The Municipality has initiated discussions with property owners who will be impacted as a result of the ROW acquisition. It will be the obligation of the Municipality to acquire the ROW required for the Satour Tren Liviano alignment.

It should be stressed that following the Municipality’s detailed field investigation, the alignment was refined to minimize the property impacts, particularly along Avenida Fernández Juncos. Some station locations were changed from their originally proposed locations.


The existing area is primarily urban within Old San Juan and parts of the Isleta as well as along Avenida Fernández Juncos in Santurce. Land uses are predominantly business and residential. The Project will require the acquisition of a total of 26 parcels, as described in greater detail in the Project’s EIS. Additionally, partial (or sliver) takings and/or easements will be necessary along the alignment to accommodate the Satour Tren Liviano Project and pedestrian amenities.


2. RFP AND PROJECT AGREEMENT 2.1 RFP and Project Agreement The Preferred Proponent selected during the RFP Process will enter into a Project Agreement with the Municipality that will detail the rights and obligations of the Developer and the Municipality. The Project Agreement will grant the Developer the exclusive right to deliver the Satour Tren Liviano Project during the term of the Project Agreement in accordance with Project Documents (“Project Documents”). The Municipality will retain the right to regulate, impose, and enforce fare levels, and collect fares paid.

2.2 Proposed Project Term It is anticipated that the construction work by the Developer may be commenced as soon as Financial Close has occurred. Upon substantial completion of the construction work, the Developer will be required to commence the operations and maintenance of the Project for a period to be determined. At this stage, it is anticipated that the concession term will be for a minimum of 35 years including construction.

2.3 Allocation of Risk Risks will be allocated under the Project Agreement in a consistent manner with the allocation of risk found acceptable in projects similar in scope to the Satour Tren Liviano Project. The table below details risk allocation for the Municipality and Developer that will be laid out in the Project Agreement:

Table 2.1 Allocation of Risk

Risk The Municipality Developer

Environmental Assessments X

Right-of-way Acquisition X

Utility Relocation Risk X X

Geotechnical Risk X X

Environmental Risk X X

Permitting X X

Community Outreach X X

Political Risk X

LRV and Systems Procurement, Integration and Testing

X

Fixed Facilities Integration X

Passenger Volume and Revenue X

Systems Compliance and Performance X

Construction X


Risk The Municipality Developer

O&M X

Financing X

Obtaining Public Sector Funding X

2.4 Payments to the Developer • The Project will be funded from several sources:

• The Developer will provide all of the funding for construction of the Project. • As and from Final Acceptance of the Project (“Final Acceptance”), the Municipality will provide periodic

payments (“Availability Payments”) to the Developer. The Availability Payment paid by the Municipality will be sized to meet the Developer’s required returns on its capital, and will be subject to deductions and abatements if the Municipality’s performance standards are not met. Additional detail in relation to the structure of the Availability Payments will be provided during the RFP Process, as will any potential provision of milestone payments at the end of the construction period.

• The Municipality is aware of the need to have a dedicated source of revenue to fund its Availability Payment obligations under the Project Agreement. The precise details of how that dedicated stream will be structured will be advised to Respondents prior to the release of the RFP. The Municipality anticipates the Availability Payments will be funded through a combination of various sources, which may include savings from enhanced enforcement and improved efficiency.

The Municipality understands the importance of being able to clearly communicate to Respondents prior to the RFQ submission deadline which dedicated streams of revenue and/or savings will fund the Availability Payments and how the Municipality will fully finance its other obligations under a Project Agreement.


3. SELECTION PROCESS AND PROCUREMENT SCHEDULE

The Project’s procurement will progress according to Sections 3.1-3.5 listed below.

3.1 Request for Qualifications The RFQ Process initiates the procurement process for the Project and precedes the RFP Process. The RFQ Process is intended to allow the Municipality to identify Pre-Qualified Respondents that will be eligible to participate in the RFP Process. The Municipality will follow the guidelines defined in Section 6 of this RFQ.

3.2 Request for Proposals The RFP Process is the competitive component of the procurement that follows the RFQ process. Pre-Qualified Respondents will be invited to participate in this second phase of the procurement process by submitting proposals in response to an RFP. The Municipality will use the RFP Process to select a Preferred Proponent from the set of Pre-Qualified Respondents identified during the RFQ Process. The criteria and weighting utilized by the Municipality in its selection of a Preferred Proponent will be set out in the RFP. These criteria will include price and qualitative considerations. Qualitative considerations may include technical design, technical approach, quality of proposed personnel, schedule, financial strength, financing plan, technology, experience, and technical and/or management plan. The selected Preferred Proponent will be the Pre-Qualified Respondent that provides the most advantageous proposal with the greatest value to the Municipality.

3.3 Project Agreement Execution After the Preferred Proponent has been selected, the Municipality and the Developer will execute the Project Agreement. Once the Project Agreement has been executed, the Project will proceed in accordance with the terms and conditions set out by the Project Agreement.

3.4 Financial Close Following execution of the Project Agreement, the Developer will be expected to draw from its financing sources and commence construction. At this time, the Municipality and the Developer will work together under the Project Agreement’s terms and conditions until completion of the term of concession.

3.5 Procurement Schedule The Municipality intends to follow the schedule set out in Section 1.3 on Page 2 of this RFQ. The Municipality retains the right to adjust all dates listed in this RFQ. In the event of a date change during the RFQ Process, the Municipality will distribute addenda notifying the participants of the process, and, at its sole discretion, the public in general.


4. TEAM MEMBERS The following sections detailed information on Team Members. A “Team Member” is one of a Developer, Equity Investor, Civil D&C Provider, Rolling Stock Provider or O&M Provider (defined below). This collection of Team Members together comprise each Respondent.

4.1 Developer The Developer is expected to be a partnership, corporation, joint venture, or other legal entity authorized to conduct business in Puerto Rico and wholly owned by equity investors which comprise the Respondents (the “Equity Investors”). It is not necessary to have incorporated a form of the Developer for the purposes of responding to the RFQ.

4.2 Equity Investors The Equity Investors will be comprised of individuals, partnerships, corporations, trustees or other entities, who intend to subscribe for equity in the Developer either in the form of ordinary share capital, subordinated shareholder loans or other forms of quasi-equity.

Each proposed Equity Investor must be identified in the Qualification Statement, and the RFP will set out a strict process as how these Equity Investors may be changed or modified.

4.3 Key Contractors The Developer must demonstrate the capability and experience necessary to perform all aspects of the work described herein and may identify key sub-contractors (“Key Contractors”) to perform such work.

Key Contractors are individuals, partnerships, corporations or other entities with which the Respondent proposes the Developer will contract for the performance of the scope of work required for the Project and can be broken up as follows: • Key Contractor to perform civil design and construction (“Civil D&C Provider”); • Key Contractor to perform rolling stock procurement (“Rolling Stock Provider”); and • Key Contractor to perform operation and maintenance services for the trains, track, stations, maintenance

facility and parking facilities (“O&M Provider”).

Each Respondent must identify a Civil D&C Provider for the qualification process. Respondents may choose to identify the Rolling Stock Provider and O&M Provider for each role or, if they do not so choose, they must provide details of the Developer’s approach to performing or subcontracting that scope of work for such discipline. Identification of a Rolling Stock Provider and/or an O&M Provider by a Respondent is not necessary to be considered for short-listing.

If any Respondent identifies a Key Contractor to perform the work for any given discipline, the Municipality reserves the right to assume that the identified Key Contractor is performing the entire scope of work described for that discipline (unless the Key Contractor has identified that some portion of the work will be performed by sub-contractors). If any Respondent does not identify a Rolling Stock Provider or O&M Provider, but intends to obtain the necessary expertise by inviting firms to join its Team after the qualification process, then such Respondent must describe the following: • The historical track record it has in procuring Rolling Stock Providers or O&M Providers in projects similar in

scope to the Project;


• The detailed plan it has for teaming with Rolling Stock Providers and O&M Providers for this Project, including any process for determining which entity will be most suitable for the Respondent; and

• The nature and extent of any current arrangements in place, whether finalized or not.

The Municipality reserves the right to assume that any given scope of work will be performed by the Developer unless a Key Contractor is identified or a plan is specified as to how the Developer will team.

Pre-Qualified Respondents must use the process identified in Sections 4.4 and 7 to add or replace Key Contractors in order to be considered eligible to participate in the RFP.

4.3.1 Civil D&C Provider The Civil D&C Provider identified for design and construction will be responsible for all civil design and construction activities required to deliver the Project. This includes the Light Rail track construction, stations, maintenance facilities, parking facilities and Intersection 5 improvements.

4.3.2 Rolling Stock Provider The Rolling Stock Provider will be responsible for the design, manufacture, delivery, installation, management, testing, acceptance, safety certification and support of the rolling stock necessary for the operation of the Project.

4.3.3 O&M Provider The O&M Provider identified will be responsible for all aspects of O&M services for the Project, including work involving the train, tracks, stations, maintenance facilities and parking facilities. This is expected to include the training, supervision and provision of all operations and maintenance personnel and provision of all materials, equipment, and services necessary to ensure that the Project provides safe, effective, and reliable service. Services to be provided will include controlling, monitoring, and maintaining all rights-of-way, equipment, systems and facilities.

4.4 TEAM COMPOSITION No person or legal entity may join or participate with, directly or indirectly, as a Team Member in more than one Team or Respondent. Each person or legal entity who participates as a Team Member must ensure that each other person or legal entity which is related to it does not join or participate with, directly or indirectly, as a Team Member in any other Team or Respondent without the prior written consent of the Municipality. A person or company is “Related” to another person or legal entity if: - one may exercise Control over the other; or - each is under the direct or indirect Control of the same ultimate person or legal entity. A person or legal entity exercises “Control” of another if it has the capacity to determine the outcome of decisions about the other’s financial and operating policies (whether formally or informally). The response of a prospective Respondent to this RFQ in no way limits that prospective Respondent’s ability to add to, substitute, or subtract from, its Team Members later during the procurement process, subject to the matters listed below, provided written notice is given to the Municipality and, in the case of any deletion or substitution of a Team Member that is identified in the prospective Respondent’s response to this RFQ, provided the prior written consent of the Municipality is first obtained, which consent may be withheld or delayed in its absolute discretion. Without limiting any other right it may have, the Municipality reserves the right to disqualify a Respondent or Team from the procurement if, in the Municipality’s sole opinion, a change to a Respondent or Team would render the Respondent or Team materially different to the Respondent or Team that was originally pre-qualified.


For the avoidance of doubt, prospective Respondents and Team Members who are not pre-qualified will have the ability to join Respondents who were pre-qualified, provided the procedure in the paragraph above is followed.

Team Members who are members of Respondents who are pre-qualified may not join, or participate with, directly or indirectly, another pre-qualified Respondent without the prior written consent of the Municipality, which consent it may withhold or delay in its absolute discretion.


5. QUALIFICATION STATEMENTS Submitted Qualification Statements must include all of the required components set forth in this RFQ. Qualification Statements will be reviewed initially for their responsiveness as set forth by Section 6.2. Respondents should refer to Appendix 1, which describes required forms and submittals.

5.1 Presentation of Qualification Statements Respondents must submit Qualification Statements in keeping with the following guidelines:

1) Qualification Statements must be presented in two bound volumes:

Volume 1, Executive Summary An executive summary must be provided in line with the requirements set forth in Section 5.2.1 (“Executive Summary”)

Volume 2, Qualifications A complete Qualification Statement containing the following:

1. Demonstration of required technical qualifications and experience described in RFQ Section 5.2.2 (“Technical Qualifications and Experience”);

2. Demonstration of required management approach described in RFQ Section 5.2.3 (“Management Approach”);

3. Demonstration of required financial qualifications and capacity described in RFQ Section 5.2.4 (“Financial Capability”);

4. A completed Responsiveness Checklist in the form described in RFQ Appendix 1 Part 1 (“Responsiveness Checklist”);

5. A completed Addenda Acknowledgement Form in accordance with RFQ Section 9.3, the form of which is described in RFQ Appendix 1 Part 2 (“Addenda Acknowledgement Form”);

6. An Organizational Conflict of Interest Disclosure statement in accordance with RFQ Appendix 1 Part 3 and Forms and Certifications;

7. A sworn statement including the representation that the Team and each of the Team Members are otherwise qualified and would be eligible receive an award and to enter into agreements with the Government of Puerto Rico, pursuant to all applicable laws and regulations; and

8. Any other written materials.

It is preferred that both volumes be recorded double-sided on 8½” x 11” paper utilizing Calibri, 11-point font. Respondents are strongly encouraged to be concise. Each volume must be marked: “QUALIFICATION STATEMENT, SATOUR TREN LIVIANO PROJECT RFQ.”

2) Each Respondent must submit one original version and five hard copies of both volumes. Each Respondent’s original version must be labeled clearly on the front page with “ORIGINAL”. Each Respondent’s copies must be labeled clearly on the front page with “COPY”. Should the original and any copies contain any discrepancies, the original shall be used as the Respondent’s definitive version.

3) Respondents must also submit one electronic (PDF or similar) copy of their original Qualification Statement on a CD clearly labeled in order to accurately identify each Respondent.


All proposals will be date and time stamped upon receipt to ensure that the deadline has been met.

The Municipality retains the discretion to consult with Respondents to fix any immaterial deficiencies in their Qualification Statements.

5.1.1 Language, Units and Currency Each submitted Qualification Statement must be prepared in English. Units included in each Qualification Statements must be in the system of units customarily used in Puerto Rico. References to currency in Qualification Statements must use U.S. dollars.

5.2 Contents of Qualification Statements

5.2.1 Executive Summary (15 pages maximum) Each Respondent shall submit an Executive Summary containing:

1. A brief introduction of the Respondent and its organizational structure (including an organizational chart), which discloses the proposed interrelationships between Team Members;

2. Identification of the proposed Developer (if known) and its official representative(s) with contact details, as well as resumes with academic, professional background and training information; Respondents should also include resumes with academic, professional background and training information for any key personnel from Team Members who are envisaged to staff the ultimate Developer to enable it to comply with its obligations under the Project.

3. Identification of proposed Equity Investors and the Lead Team Member of the Respondent with decision-making authority. The Respondent must include the name and contact details of the Respondent’s official representative;

4. Identification of the Civil D&C Provider for the purpose of this RFQ and the RFP Process;

5. Identification of the Rolling Stock Provider and the O&M Provider, if known, or the Respondent’s planned approach to finding one so as to satisfy fully the requirements of Section 4;

6. Description of the Respondent’s experience, capability and capacity to identify, attract and coordinate appropriate and required financing and expertise to undertake the Satour Tren Liviano Project; and

7. Description of the Respondent’s perceived value-added features.

5.2.2 Technical Qualifications and Experience (25 pages maximum) Each Qualification Statement must include information sufficient to detail the Respondent’s technical qualifications and experience in the following areas:

1. Public-Private Partnerships

i) Please provide a description of at least two, and no more than five, P3s of at least the scope of the Satour Tren Liviano Project in which Team Members have engaged in the same of role as they are anticipated to participate in this Project. Information regarding locations, owners, dates of completion, contractors performing the work, capital costs of the project, and descriptions of the Team Members’ roles and performance on each project shall be provided for each project. Please provide references including current phone number and e-mail address of the owner’s project manager or senior representative for each project.

ii) Please provide a description of the experience, expertise, and awareness related to the issues that arise in the negotiation and operation of a P3 for a public transit project, including (a) the


financial and policy objectives and constraints of a public sector owner; and (b) identification of risks and the appropriate allocation of risks.

2. Design-Build

i) Each Respondent must provide a description of design-build work performed by the relevant Civil D&C Provider on at least two, and no more than five, rail transit projects over the previous ten years of at least the size and scope to the Satour Tren Liviano Project. Information regarding locations, owners, dates of completion, contractors performing the work, fee structure and capital costs of the project, and descriptions of the relevant Team Member’s role and performance on each project shall be provided for each project. Please provide details related to the Team Member’s experience in cost containment, value-engineering, and success in meeting the owner’s budget and scheduling goals as well as references, including current phone number and e-mail address of the owner’s project manager or senior representative for each project.

ii) Please provide specific, quantifiable details of the achieved safety record on each project referenced in paragraph (i) above.

3. Rolling Stock

i) Each Respondent must either: a) provide a description of procuring rolling stock by the relevant Rolling Stock Provider on at least two, and no more than five, rail transit projects over the previous ten years of at least the size and scope to the Project or b) to the extent the Respondent does not intend to identify a Rolling Stock Provider at this stage but intends to obtain the necessary expertise by inviting other firms to join its Team after the qualification process, then such Respondent must describe the following: • The historical track record it has in procuring a Rolling Stock Provider in projects similar in

scope to the Project; • The detailed plan it has for teaming with a Rolling Stock Provider for this Project, including

any process for determining which entity will be most suitable for the Respondent; and • The nature and extent of any current arrangements in place, whether finalized or not.

Information regarding locations, owners, dates of completion, contractors performing the work, fee structure and capital costs of the project and descriptions of the relevant Team Member’s role and performance on each project shall be provided for each project. Please provide details related to the Respondent’s or Team Member’s experience in cost containment, value-engineering, and success in meeting the owner’s budget and scheduling goals as well as references including current phone number and e-mail address of the owner’s project manager or senior representative for each project.

ii) Please provide specific, quantifiable details of the achieved safety record on each project referenced in paragraph (i) above.

4. Operation and Maintenance

i) Each Respondent must either: a) provide a description of operations and maintenance work performed by the relevant O&M Provider on at least two, and no more than five, rail transit projects currently in revenue operations over the previous ten years of at least the size and scope to the Project or b) to the extent the Respondent does not intent to identify a O&M Provider at this stage but intends to obtain the necessary expertise by inviting other firms to join its Team after the qualification process, then such Respondent must describe the following: • The historical track record it has in procuring O&M Providers in projects similar in scope to

the Project;


• The detailed plan it has for teaming with O&M Providers for this Project, including any process for determining which entity will be most suitable for the Respondent; and

• The nature and extent of any current arrangements in place, whether finalized or not.

Information regarding the number of years each project has been operating and operations and maintenance fees and costs shall be provided for each project. Each Respondent must provide references, including current phone number and email address of the owner’s project manager for each project.

ii) Please provide specific, quantifiable details of the achieved safety record on each project referenced in RFQ Section 5.2.2.3.

5.2.3 Management Approach (25 pages maximum) The Qualification Statement shall include information, not to exceed 25 pages in total, sufficient to establish the Respondent’s management approach in the following areas:

1. Design-Build

Please provide an abstract of a design-build management plan that describes how the Respondent will plan, design and construct the Project, including:

i) The proposed design-build management structure;

ii) The approach to design-build management;

iii) Discussion of the major risks associated with the design-build phase and approach to managing those risks;

iv) Approach to safety and security including safety certification;

2. Rolling Stock

Please provide an abstract of a rolling stock management plan that describes how the Respondent will plan and provide rolling stock for the Project, including:

i) Relevant Key Contractor’s expected role in design reviews;

ii) Relevant Key Contractor’s expected role in project oversight;

iii) The approach to rolling stock management;

iv) Discussion of the major risks associated with the rolling stock phase and approach to managing those risks;

v) Approach to safety and security including safety certification;

vi) Approach to lease or purchase of rolling stock;

3. Operations and Maintenance

Please provide an abstract of a management plan that describes how the Respondent will plan for, prepare for, and implement safe and reliable passenger operations including:

i) Relevant Key Contractor’s expected role in design reviews;

ii) Relevant Key Contractor’s expected role in project oversight;

iii) Approach to interfacing with existing operations such as Tren Urbano, and service development for light rail and bus operations;

iv) Approach to optimizing O&M costs;


v) Proposed maintenance approach;

vi) Approach to managing safety and security;

vii) Description of key operations and maintenance challenges for the Project as perceived by the Respondent and how the Respondent proposes to address such challenges.

5.2.4 Financial Capability (20 pages maximum) The Qualification Statement shall include information, not to exceed 20 pages in total (excluding any audited financial statements), that displays the Respondent’s experience and resources available to invest in, organize, and deliver the financing and bonding for the Project, including:

1. Financing

i) Description of at least two, and no more than five, projects involving the organization of financing greater than $400 million in which a Team Member has been involved within the previous ten years. Respondents shall include, if possible, a description of at least one example where a significant proportion of project costs, including capital costs, returns on debt and equity investment and operations, maintenance and rehabilitation costs, were funded by a Team Member in exchange for payment on a deferred basis by the procuring authority or on the basis of a contracted multi-year payment mechanism involving Availability Payments, unavailability deductions and performance deductions, including specific considerations affecting the payment mechanism that will influence the financing approach for the Project.

ii) Identification of the names, addresses, e-mail addresses and telephone numbers of proposed financial advisors and a description of each advisor’s experience (with supporting information) in financing or raising finance for at least three, and no more than five, major infrastructure concession projects undertaken in the last ten years. The statement should describe, for each project, the commercial structure and capital cost. References must include current phone numbers and e-mail addresses of the owner’s project managers;

iii) Description of the Respondent’s likely sources of funding in respect of the Project, covering both equity and debt sources. Respondents are not required to explain that debt financing is in place, but rather must indicate their general strategy for arranging such finance;

iv) Description of the Respondent’s understanding of the Project’s financing challenges and how these may be solved;

v) Audited financial statements for each Equity Investor for the previous three years (and any more recent published interim financial statements), together with a summary of all contingent liabilities/assets, material changes of ownership and changes of directors or equity holders for the Respondent that have occurred since the last audited financial statement. If audited financial statements cannot be provided, the Equity Investors shall provide the financial information necessary to demonstrate the financial resources to successfully finance and execute a project similar to the size, scope and complexity of the Project; and

vi) If available, letters from relevant banks or financial institutions indicating an interest in working with the Respondent with respect to the Project.

2. Bonding

i) Description of the bonding obtained for each of the projects referenced in paragraph (i) of Item (1) above; and

ii) Description and evidence of bonding capacity as may be anticipated for each Team Member.


5.2.5 Required Submissions 1. The receipt of Addenda by the Respondent shall be acknowledged by submission of an executed

Addenda Acknowledgement Form by each identified Team Member comprising the Respondent (See Section 9.3 and required form, Appendix 1-Part 2).

2. Each identified Team Member comprising the Respondent shall submit an executed organizational conflict of interest disclosure statement (See Appendix 1-Part 3).

3. Each identified Team Member comprising the Respondent shall submit an executed sworn statement required pursuant to Act No. 458 (See appendix 1-Part 4).


6. QUALIFICATION STATEMENT EVALUATION

The Municipality will evaluate each Qualification Statement in keeping with the procedures and processes of this Section 6.0.

6.1 Definitions “Clarification” indicates a written request for information initiated by the Municipality to the Respondent stating the information needed and a date and time by which the information must be provided in writing to the Municipality.

“Communication” indicates a written request for information initiated by the Respondent or any Team entity to the Municipality regarding the RFQ.

“Deficiency” indicates a significant failure of a Respondent to meet the Municipality’s requirements or a combination of significant Weaknesses in a Qualification Statement that increases the risk of unsuccessful contract performance to an unacceptable level.

“Weakness” indicates a flawed component of a Qualification Statement that increases the risk of unsuccessful contract performance.

6.2 Overview of the Qualification Process

Step 1: Preparation of Qualification Statements a) Inquiries and Clarifications

Respondents must submit any inquiries related to this RFQ to the Municipality in writing (or e-mail [email protected]) no later than close of business on the date provided by the Timeline in Section 1.3 of this RFQ. All inquiries will be answered by the date noted in the Timeline located in Section 1.3 of this RFQ, included in written addendum (“Addendum”). The Municipality will not answer inquiries submitted by other means.

Inquiring Respondents must identify the numbered item of the RFQ to which their inquiries correspond.

The identity of the source of each inquiry will remain concealed in the response by the Municipality. The Municipality retains the right to edit questions or request that the Respondent do so, so that proprietary portions of the question are eliminated and the Municipality can provide its reply to all Respondents. The Municipality will answer only inquiries provided in a format appropriate to be sent to all Respondents. Each Respondent must ensure on its own that its inquiries have been received by the Municipality.

b) Addenda and Amendments to the RFQ

If, for any reason, the Municipality determines it necessary to amend this RFQ, an amendment will be provided in writing to all Respondents as a written, numbered Addendum. Each Addendum will be treated as a critical component of this RFQ. The language of addenda issued by the Municipality will take priority over the original wording in this RFQ and any prior addenda.

Step 2: Opening of Qualification Statements The Qualification Statements will be received in the Office of Purchases and Bids on or the date and time set forth in Section 1.1 of this RFQ. No Qualification Statements will be received after such time.


Qualification Statements will be opened in the presence of the Director of the Office of Purchases and Bids, the members of the Municipality’s Bid Board and the Director of Infrastructure Works. Minutes of the meeting will be prepared including the identities of all Respondents.

Step 3: Determination of Responsiveness The first step of the evaluation process will involve a review of each Qualification Statement to determine whether all required information has been submitted in accordance with this RFQ and therefore whether such Qualification Statement is responsive. The Municipality reserves the right to reject any Qualification Statement which is deemed to be non-responsive. Qualification Statements may be deemed as non-responsive for any of the following reasons:

1. Failure to provide all required items, including those identified in Section 5 and in the Responsiveness Checklist (Appendix 1: Part 1);

2. Significant irregularities that make the Qualification Statement incomplete, indefinite, or ambiguous;

3. Communications with the Municipality regarding this RFQ other than Communications or Clarifications expressly permitted by this RFQ under RFQ Sections 1.3 and 9.3; or

4. The receipt of the Qualification Statement after the due date and time specified in RFQ Section 1.2.

Step 4: Evaluation Each responsive Qualification Statement will be evaluated according to the criteria set forth in RFQ Section 6.3.

Step 5: Selection of Pre-Qualified Respondents and Notification The Municipality intends to qualify a short list of Respondents that it considers most qualified after a careful analysis of the information provided and evaluation in accordance with Section 6. The Municipality will prepare a minute which will include a list of all Respondents and the criteria which led to the selection of the Pre-Qualified Respondents. The final selection will be notified to all Respondents by certified mail.

The notification of the pre-Qualified Respondents shall include (1) the names of all respondents; (2) a summary of the qualifications of each respondents; (3) the evaluation criteria used to select the pre-Qualified Respondents; (4) a notification of the right of the non-selected bidder to request reconsideration of the selection of Pre-Qualified Respondents, within ten (10) days after the notice has been mailed, and (5) a notification of the right of the non-selected bidder to request judicial review of the selection of Pre-Qualified Respondents, within thirty (30) days after the notice has been mailed.

6.3 Evaluation Criteria Respondents will be evaluated according to the following criteria set out in Sections 6.3.1 – 6.3.3. The order in which the evaluation criteria appear and the order of the categories within each criterion do not indicate weighting or importance. Technical Qualifications and Experience, Management Approach, and Financial Capability are equally weighted.

6.3.1 Technical Qualifications and Experience i) Technical capability of the Respondent to deliver the Project.

ii) Each Team Member’s relevant experience in successfully completing projects similar in scope to the Project (including any previous experience working together).

iii) Experience in successfully managing design, construction and implementation of large rail transit projects.


iv) Experience and proposed plan in procuring a Rolling Stock Provider and O&M Provider if not identified in the qualification process.

v) Experience in operating, maintaining and managing rail transit systems at a high standard over an extended period of time.

vi) Track record to operate and maintain rolling stock and light rail train systems

vii) Prior experience of the Respondent in delivering projects as P3s.

viii) Extent and depth of the Respondent’s experience in arranging and closing financing of P3s of similar size and scope.

ix) Extent and depth of experience of any proposed key personnel.

x) Safety record of the Respondent, including the identified Key Contractors.

6.3.2 Management Approach i) The extent to which the management approach displays an understanding of project delivery

using a P3.

ii) The stability of the proposed corporate and management structure of the Respondent.

iii) The extent to which the Respondent’s financing approach displays an understanding of the complex issues unique to the Project.

iv) The extent to which the proposed management approach displays an appropriate understanding of the expectations for the Project.

v) The extent to which the Respondent displays the ability to deliver all components of the Project on time and at/below budget.

vi) The extent to which the Respondent demonstrates an ability to ensure that safe and reliable operation and maintenance services commence on schedule.

6.3.3 Financial Capability i) The capacity to commit sufficient equity and organize sufficient debt financing for the Project,

and to manage/absorb risk.

ii) The extent to which the Respondent demonstrates that resources are available to select experienced advisors, organize early involvement of financiers, organize applicable bonds, and conduct appropriate due diligence.

iii) The extent to which the Team Members demonstrate success in obtaining bonds for projects of similar size and scope.

6.3.4 Required Submissions i) Respondents are required to acknowledge the receipt of addenda by executing the

Acknowledgement of Addenda Received Form, set out in this RFQ as Appendix 1, Part 2.

ii) Each Respondent and identified Team Member is required to submit and execute the Organizational Conflicts of Interest Disclosure Requirements Form, set out in this RFQ as Appendix 1, Part 3.

iii) Each Respondent and identified Team Member is required to submit and execute the Sworn Statement set out in this RFQ as Appendix 1, Part 4.


7. CHANGES IN RESPONDENT COMPOSITION

7.1 Changes The Municipality will not allow changes to Respondent composition, nor will it allow significant changes to the scope of work performed by any Team Members of Pre-Qualified Respondents without prior written consent. In the event that there is an adjustment in the Team Members of a Respondent, an adjustment in control of any Team Members or a material change to any Team Members after a Qualification Statement has been submitted, the Respondent must provide written notice to the Municipality within five (5) business days after that change. The Municipality may disqualify a Qualification Statement if the Municipality considers the adjustment may have a significantly negative effect on the Respondent’s Qualification Statement or the points allocated during the evaluation of the Respondent’s Qualification Statement. The Municipality may allow the Respondent to suggest an alternate for the relevant Team Member should the Municipality deem the Qualification Statement otherwise valid. The alternate must then meet or exceed the qualifications of the Team Member that they are to replace.

The Municipality may require any of the Team Members to state in writing that they agree to adjustments in the Respondent’s composition. Request for confirmation shall not be viewed as acceptance of or condoning by the Municipality of a Pre-Qualified Respondent’s request to adjust their team’s composition, and will therefore not impact the Municipality’s power to disqualify any such Pre-Qualified Respondent from participation in the RFP Process.

7.2 Exclusivity No person or legal entity may join or participate with, directly or indirectly, as a Team Member in more than one Team or Respondent. Each person or legal entity who participates as a Team Member must ensure that each other person or legal entity which is related to it does not join or participate with, directly or indirectly, as a Team Member in any other Team or Respondent without the prior written consent of the Municipality. A person or company is “Related” to another person or legal entity if: - one may exercise Control over the other; or - each is under the direct or indirect Control of the same ultimate person or legal entity. A person or legal entity exercises “Control” of another if it has the capacity to determine the outcome of decisions about the other’s financial and operating policies (whether formally or informally). The response of a prospective Respondent to this RFQ in no way limits that prospective Respondent’s ability to add to, substitute, or subtract from, its Team Members later during the procurement process, subject to the matters listed below, provided written notice is given to the Municipality and, in the case of any deletion or substitution of a Team Member who is identified in the prospective Respondent’s response to this RFQ, provided the prior written consent of the Municipality is first obtained, which consent may be withheld or delayed in its absolute discretion. Without limiting any other right it may have, the Municipality reserves the right to disqualify a Respondent or Team from the procurement if, in the Municipality’s sole opinion, a change to a Respondent or Team would render the Respondent or Team materially different to the Respondent or Team that was originally pre-qualified. For the avoidance of doubt, prospective Respondents and Team Members who are not pre-qualified will have the ability to join Respondents who were pre-qualified, provided the procedure in the paragraph above is followed;

Team Members who are members of Respondents who are pre-qualified may not join, or participate with, directly or indirectly, another pre-qualified Respondent without the prior written consent of the Municipality, which consent it may withhold or delay in its absolute discretion.


8. LEGAL AND CONTRACTS 8.1 Informalities and Irregularities The Municipality reserves the right to waive informalities and minor irregularities or defects in Qualification Statements it receives, all other provisions in this RFQ notwithstanding.

8.2 Compliance with Laws The Respondent shall all times and at its own cost and expense, observe and comply with all applicable laws now existing or later in effect that are applicable to it or to the Project, not limited to those expressly enumerated in this RFQ and those that may in any manner apply with respect to the performance of the Preferred Respondent obligations under the Project Agreement.

8.3 Procurement Cancellation This document is subject to change or amendment and the Municipality reserves the right not to issue or cancel the RFP even after selecting Pre-Qualified Respondents. This RFQ does not require the Municipality to commence a subsequent RFP procurement process, or to procure or contract for services or similar agreement. The Municipality will not reimburse Respondents for any expenses incurred in the preparation or submittal of a Qualification Statement, nor shall it be responsible for any other expenses incurred by the Respondents as part of this process.

8.4 Communications Communications may be submitted in writing to the Municipality via U.S. Mail, express mail, courier, hand-delivery or by e-mail to [email protected]. The Municipality is not responsible for any failed communication attempts to reach the Municipality regardless of the delivery method chosen by the Respondent.

The Municipality will not issue answers to individual Respondents or Team Members with respect to their questions. Rather, the Municipality will develop written Addenda mailed to all persons or business entities that have requested the RFQ. The Municipality is and will not be bound by any explanation, clarification, or interpretation, oral or written, by whomsoever made, not incorporated in an Addendum to the RFQ. The receipt of any Addendum by each Respondent shall be acknowledged by submission of an executed Addenda Acknowledgement Form.

Beginning with issuance of this RFQ and continuing until the selection of Pre-Qualified Respondents, no employee, member or agent of any Respondent (including any of its Team Members) intending to submit a Qualification Statement may have any communications regarding this RFQ with any employee, member or agent of the Municipality, their respective advisors or any of their contractors or consultants. Respondents engaging in such communications may be disqualified immediately.

8.5 Conflicts of Interest 1. Current or former Members of the Municipal Assembly or Municipal officers or employees may not have

any personal or financial interests, direct or indirect, in the Project Agreement (or any contract executed subsequently in connection herewith) during their tenure or for two years thereafter. Public officials and employees of governing bodies and localities included within Puerto Rico may not have personal or financial interests in any such contract performed within the locality of such governing body. Any contract executed in contravention to the foregoing, shall be considered null and void, and the public funds


invested in its administration or execution shall be recovered on behalf of the Municipality pursuant to an action filed for those purposes.

2. No current or former Members of the Municipal Assembly or Municipal officers or employees shall lend money or shall take loans, nor shall accept donations or gifts from a contractor that is providing services or goods to the Municipality. Any contract executed in contravention to the foregoing, shall be considered null and void, and the public funds invested in its administration or execution shall be recovered on behalf of the Municipality pursuant to an action filed for those purposes.

3. No member of or delegate to Congress, or any resident commissioner, shall be admitted to any share or part of any Project Agreement awarded, or to any benefit arising from it.

4. Each Respondent and Team Member must also submit an executed Organizational Conflict of Interest Disclosure in accordance with Appendix 1 Part 3 with its Qualification Statement and its initial and final RFP proposals. The Municipality will conduct conflict of interest reviews during evaluation of Qualification Statements and initial and final proposals.

5. Should the Municipality determine that a potential conflict exists, the Respondent may be excluded from being selected as a Pre-Qualified Respondent and/or Preferred Proponent.

6. For any Team Members added after submission of a Qualification Statement, an executed Organizational Conflict of Interest Disclosure in accordance with Appendix 1 Part 3 shall be submitted with the change request made pursuant to Section 7. Any changes made after qualification will be dealt with during RFP process and in RFP process documents.

7. List any prior dealings with the Government of Puerto Rico, its agencies, public corporations or municipalities (including their respective employees and elected representatives).

8. A natural or legal person that is or has been a municipal officer or employee, or that has been retained as an advisor or consultant of the Municipality, or is, or has been, a shareholder, director, officer, partner or employee of an advisor or consultant retained by the Municipality, shall be barred from participating as a Respondent in any bid process or RFP of the Municipality in which that person has, directly or indirectly, because of its business or relations with the Municipality, has been able to obtain privileged information that it wouldn’t have obtained otherwise which places him on an advantageous position before other Respondents, proponents or bidders in a particular bid process or RFP. Furthermore those natural or legal persons that have assisted in the preparation of this RFQ, and currently are developing the RFP and Project Agreement are ineligible to participate as a Team Member of a Respondent. These firms are Restricted Parties (“Restricted Parties”) that may not assist Respondents in the development of a Qualification Statement. The identities of the Restricted Parties are set out in the table below:

Table 8.1 Restricted Parties

Firm Role

Macquarie Capital Financial Advisor

Mayer Brown Legal Advisor

Behar-Ybarra & Associates Technical Advisor

Ferraiuoli LLC Puerto Rico Legal Advisor

Edifica PSC Technical Advisor

Jacobs Technical Advisor


Antonio Di Mambro Architect & Master Planner

Cambridge Systematics EIS Transportation & Environmental Advisor

Epsilon Associates EIS Environmental Advisor

KCUS EIS Technical Advisor

The Public Archeology Laboratory (PAL) EIS Technical Advisor

Lourdes Perez Public Relations

Legislative Consulting Services, Inc. Financial & Legal Advisor

Cubic Transportation Systems Revenue Management Systems Provider

Any firms or persons serving as consultant or contractor to any of the above and that wish to participate in the RFQ and/or RFP should describe the nature and extent of his or her scope of work under the existing subcontract as well as under the proposed contract with the proposed Respondent in the Organizational Conflict of Interest Disclosure required to be submitted with Qualification Statements and each phase of the RFP.

Respondents should be aware that this is not exhaustive and that a party not included as a Restricted Party may still be prohibited from participating in the Project. Each Respondent is responsible for ensuring that all parties engaged to provide any type of assistance in connection with the Project are in compliance with the provisions of the requirements herein set forth. To the extent any question exists as to compliance with this Section, the Respondent should consult with the Municipality.

8.6 Code of Ethics Respondents are advised that the RFP for this Project will require a certification by the Preferred Respondent and each of its Team Members as to the past and continuing compliance with the provisions set forth in the Act No. 84 of June 12, 2002, as amended, known as the “Code of Ethics for Contractors, Suppliers and Applicants for Economics Incentives of the Executives Agencies of the Commonwealth of Puerto Rico”. The Code of Ethics applies to any natural person or legal entity that wishes to establish a contractual, commercial or financial relationship with the Municipality, or that has executed a contract with the Municipality to render goods or services. Failure to submit this certification will be grounds for disqualification.

8.7 Confidentiality Communications between Respondent and/or its Team Members and the Municipality are to be considered confidential during the procurement process. The Municipality may disqualify Respondents or deny Qualification Statements made by a Respondent or that Team Member breaches confidentiality.

Information given to Respondents must be considered confidential. Information given to Respondents will be treated as the property of the Municipality and must not be given to anyone not directly involved in helping a Respondent to prepare its Qualification Statement, unless otherwise authorized by the Municipality.

Any correspondence, documentation, information and proposals provided to the Municipality by each Respondent in relation to this RFQ will become the property of the Municipality. All Qualification Statements shall become the property of the Municipality, except for documents or information submitted by prospective Respondents which are trade secrets, proprietary information or privileged or confidential information of the Respondents. In order to ensure that documents identified by Respondents as “confidential” or “proprietary”, Respondents must label such documents as “confidential” or “proprietary” and provide a written explanation of why such labeled documents are “confidential” or “proprietary” including why the disclosure of the information would be commercially harmful, reference to any legal protection currently enjoyed


by such information and why the disclosure of such information would not be necessary for the protection of the public interest, and request that the documents so labeled be treated as “confidential” or “proprietary”.

During the RFQ process, Respondents may be required to execute an agreement with the Municipality regarding the assignment of the intellectual property included in the Qualification Statement and Proposal.

By responding to this RFQ, Respondents acknowledge and agree that certain information may or will be made public by the Municipality, including the names of the Respondents, the Team Members in each Team, and the criteria which led to the selection of the Pre-Qualified Respondents. However, the Municipality will not publish and will maintain confidential all documents and information submitted as part of a Qualification Statement which is clearly identified as trade secrets, proprietary information or privileged or confidential information of the Respondents.

8.8 Act 458 Respondents shall submit a statement sworn before a notary public stating if it has been convicted or has plead guilty of the commission of any of the crimes listed under Act No. 458 of December 29, 2000, as amended, (“Act 458”), certify that neither it nor any of its directors, officers, shareholders, or subsidiaries, nor its parent company, nor in the case of a partnership, any of its partners, nor any person or entity that may be considered an alter ego of the Respondent (the “Covered Party”), has been convicted, has entered a guilty plea or has been indicted, nor has probable cause been found for their arrest, in any criminal proceeding in the courts of the Commonwealth, the Federal courts of the United States, or the courts of any jurisdiction of the United States or a foreign country, of criminal charges related to acts of corruption or to any of the following crimes:

• aggravated misappropriation, in all its modalities; • extortion; • construction fraud; • fraud in the execution of construction works; • fraud in the delivery of goods; • undue intervention in the processes of awarding bids or in government operations; • bribery, in all its modalities; • aggravated bribery; • offer to bribe; • undue influence; • crimes against public funds; • preparation of forged documents; • presentation of forged documents; • forgery of documents; • possession and transfer of forged documents; • for purposes of the federal jurisdiction, that of the states and territories of the United States, or of any

other country, the prohibition set forth in Act 458 shall apply in cases of convictions for crimes whose constitutive elements are equivalent to those stated above.

The sworn statement shall also state if the Respondent or the Covered Parties is under investigation in any legislative, judicial or administrative proceedings, whether in Puerto Rico, the United States or any other country, in order to participate in the awarding or granting of any bids or contract, respectively. (This requirement may be satisfied by reference to the completed Sworn Statement included as Appendix Part 4) All contracts entered into by any government agency or instrumentality, public corporation, municipality, the Legislative Branch or the Judicial Branch of Puerto Rico shall be required to include a penal clause or clauses that expressly set forth the provisions contained in Act 458. Provided, however, that in the event that due to omission or inadvertence, the inclusion of said clause or clauses in the contract in which they should have been included is omitted, the same shall be deemed to have been included in said contract for all legal purposes.


8.9 Act 237 Act 237 of August 31, 2004, as amended, requires that all professional or consulting services contracts with the Government of Puerto Rico include certain provisions regarding conflicts of interests and compliance with and delivery of certain required government permits and certifications, such as two (2) certifications issued by the Puerto Rico Treasury Department, for example, one certifying the absence of tax debts or the existence of a payment plan and another certifying that income tax returns have been filed in the last five (5) years; a certification from the Municipal Revenues Collection Center certifying the absence of any tax debt or the existence of a payment plan, among others. Furthermore, Act No. 237 also requires mandatory provisions that shall be included in the Project Agreement.

8.10 Local Goods and Services As required by Act No. 14 of January 8, 2004, the Proponent shall use, to the extent available and applicable to the services required hereunder, and to the extent permitted by applicable law, goods extracted, produced, assembled, packaged, bottled or distributed in Puerto Rico by businesses operating in Puerto Rico or distributed by agents established in Puerto Rico.

8.11 Non-Discrimination Laws In the event the Proponent is eligible and selected for the Project, it shall comply with all applicable Puerto Rico and federal laws regarding non-discrimination, including, but not limited: (i) the Civil Rights Act of 1964; (ii) the Civil Rights Act of 1991; (iii) Executive Order Number 11246, as amended by Executive Order Number 11375, and by Executive Order Number 12086; (iv) the Age Discrimination Act; (v) the Age Discrimination in Employment Act; (vi) the Rehabilitation Act of 1973; (vii) the Americans with Disabilities Act; (viii) Act No. 100 of on June 30, 1959, as amended; (ix) Act No. 17 of April 22, 1988, as amended; and (x) Act No. 69 of June 6, 1985, as amended; the Americans With Disabilities Act, and its applicable regulation; promulgated under the Americans With Disabilities Act which are applicable; Act No. 100 of June 30, 1959, as amended (Non-Discrimination Act); Act No. 17 of April 22, 1988, as amended (Sexual Harassment Act), and Act No. 69 of June 6, 1985, as amended .


9. RECONSIDERATION AND JUDICIAL REVIEW

9.1 General Procedures Any Respondent whose direct economic interest would be affected by qualification or failure to be qualified to receive the subsequent RFP may request a reconsideration of the Municipality’s determination as described below:

Protests must be in writing; state the name, address and telephone number of the protestor, a contact person, and the title and number of the solicitation document; specify in detail the legal and factual grounds of the protest, including copies of relevant documents; and state the relief requested. Protests must be addressed to the below:

Ivan Casiano Quiles, PE Executive Sub-Director for the Area of the Operations and Engineering

Roosevelt Plaza Building, Floor 3 185 FD Roosevelt Ave., Trinidad St. corner

San Juan, PR 00918

The Municipality reserves the right to reject any protest not properly addressed.

9.2 Protests Prior to Pre-Qualification Any protests based on the content of the RFQ must be received no later than five calendar days before the Qualification Statements due date. Notice of a protest and the basis therefore will be given to all potential Respondents.

When a protest against the making of an award is received after the Qualification Statements due date but prior to award, the Municipality may determine to withhold the award pending disposition of the protest. Notice of a protest, the basis therefore, and the Municipality’s decision will be given to all Respondents that responded to the RFQ and that are in line for qualification and receipt of the RFP.

9.3 Protests After Pre-Qualification The Municipality will provide each Respondent with a notice of approved Pre-Qualified Respondents at the address contained in their Qualification Statement in a manner that provides verification of receipt.

Respondents that submit timely and adequate Qualification Statements, and who believe they are adversely affected by a determination, decision, resolution, final agreement or adjudication of the Municipality or qualification of or failure to qualify shall have the right to request reconsideration or judicial review of the Municipality’s determination after the final adjudication of the subsequent RFP. All Pre-Qualified Respondents as well as Respondents that are not selected as Pre-Qualified Respondents shall receive notice of the final award of the RFP. Respondents that are not selected as Pre-Qualified Respondents may file a request for reconsideration before the Municipality no later than ten days after the notice of the final adjudication of the RFP is mailed. The request for reconsideration must be in writing and shall include the specific reasons or arguments on which the reconsideration is requested, specific request of remedy, the facts and right under which the affected Respondent’s request arose, and any other requirements that may be included in Chapter V of the Municipality’s Bid Regulation, approved by Municipal Ordinance No. 37 of Fiscal Year 2010-2011(“Bid Regulation”). The Respondent requesting reconsideration must pay a bond as required in the Bid Regulation.


Furthermore, Respondents that are not selected as Pre-Qualified Respondents may also file a petition of judicial review before the Puerto Rico Court of Appeals after the final adjudication of the subsequent RFP but no later than ten days after the notice of the final award of the RFP is mailed. Filing reconsideration with the Municipality is not a pre-requisite to file judicial review before the Puerto Rico Court of Appeals. If the affected Respondent has filed a request for reconsideration before the Municipality, then the request for judicial review must be filed no later than ten days after (i) the Municipality resolves the request for reconsideration, (ii) the Municipality refuses to consider the request for reconsideration, or (iii) the Municipality does not respond to the request for reconsideration after ten days of its filing.


APPENDIX 1 Part 1

Responsiveness Checklist (Section 6.2) Qualification Statements must contain One Original, Five Copies, and One Electronic (PDF or similar) CD, and the following items, in order:

ITEM INCLUDED (Y/N)

Addenda Form

Volume 1

Executive Summary

Volume 2

Technical Qualifications and Experience

Management Approach

Financial Capability

Completed Checklist

Organizational Conflict of Interest Disclosure

List of prior dealings with the Government of Puerto Rico

Sworn Statement Items in bold have been provided by the Municipality


Part 2

Acknowledgement of Addenda Received The undersigned acknowledges receipt of the following addenda to the Municipality of San Juan’s Request for Qualification Statement documents (please provide number and date of each):

Addendum Number _________________ Dated: _______________________







Inability to acknowledge the receipt of all addenda may disqualify your Qualification Statement.

The undersigned admits that any condition stated above, clarification of the above, or information submitted on or with this form other than requested will render this form non-responsive.

Respondent Name: __________________________________________

Address: __________________________________________

__________________________________________

By: ___________________________________________

Signature of Authorized Official Title: Date:


Part 3

Organizational Conflicts of Interest Disclosure Requirements 1. Organizational conflict of interest indicates that due to other activities or relationships with other persons,

a person is or will be unable to provide advice or assistance that is impartial assistance to the Municipality, or that the person's objectivity in performing work is or might be otherwise impaired, or a person has an unfair competitive advantage.

2. Each Respondent shall provide the statement described in paragraph 3 below. This requirement will apply individually to any of the Respondent’s identified consultants or lower-tier subcontractors that also provide services in relation to the Project Agreement to be awarded.

3. The statement must contain the following:

i. Name of Respondent.

ii. Name, address, telephone number, and federal taxpayer identification number (if applicable) of each Team Member identified.

iii. A description of the services provided or to be provided under the Project Agreement or related thereto.

iv. A certification that no officer or employee of the Municipality or any other public agency of Puerto Rico who participates in the selection process described in, or negotiations in connection with, the RFQ (nor any member of their families) has an economic interest in or is connected with the prospective Respondent, and no officer or employees of the Municipality or any other public agency of Puerto Rico (nor any member of their families) has directly or indirectly participated with the Respondent in the preparation of its RFQ submission.

v. A statement of any past (within the past twelve months), present, or currently planned financial, contractual, organizational, or other interests relating to the performance of the statement of work. For contractual interests, such statement must include the name, address, telephone number of the client or client(s), a description of the services rendered to the previous client(s), and the name of a responsible officer or employee of any Team Member who is knowledgeable about the services rendered to each client, if, in the 24 months preceding the date of the statement, services were rendered to the Municipality or any other client respecting the same subject matter of the instant solicitation, or directly relating to such subject matter. The client and contract number under which the services were rendered must also be included, if applicable. For financial interests, the statement must include the nature and extent of the interest and any entity or entities involved in the financial relationship. For these and any other interests enough such information must be provided to allow a meaningful evaluation of the potential effect of the interest on the performance of the statement of work.

vi. A list of any prior dealings with the Government of Puerto Rico, its agencies, public corporations or municipalities (including their respective employees and elected representatives).

vii. A statement that there are no actual or potential conflicts of interest or unfair competitive advantages in relation to the services provided in connection with the Project Agreement or that any actual or potential conflicts of interest or unfair competitive advantages that


do or may exist with respect to the Project Agreement or related thereto have been communicated as part of the statement required by (2) above.

4. Failure of any Team entity to provide the required statement may result in the Respondent being determined ineligible for qualification. Misrepresentation or failure to report any fact may result in the assessment of penalties associated with false statements or such other provisions provided for by law or regulation.


Part 4

SWORN STATEMENT REQUIRED PURSUANT TO ACT NO. 458 OF DECEMBER 29, 2000, AS AMENDED

I_________________________________ by myself or, in representation of

________________________________, of legal age, (profession) ________________________, (marital status) __________________________and a resident of _________________________under the most solemn oath, hereby swear as follows: 1. That my personal circumstances are as above stated.

2. That neither the myself, nor the corporation, nor any special partnership that I may represent, nor any of its corporate officers has been convicted, nor has pleaded guilty at a state or federal court in any jurisdiction of the United States of America, of crimes consisting of fraud, embezzlement or misappropriation of public funds, as stated in Article 3 of Act 458 of December 29, 2000, as amended, which prohibits the a award of auctions or government contracts to those convicted of fraud, embezzlement or misappropriation of public funds. That I recognize that crimes in the above mentioned act are: (1) aggravated illegal appropriation, in all its forms; (2) extortion; (3) fraud in a construction; (4) fraud in carrying out construction work; (5) fraud in the delivery of goods; (6) unwarranted intervention in auction contracting processes or in the operations of the Government; (7) bribery in all its forms; (8) aggravated bribery; (9) offering bribes; (10) undue influence; (11) offences against public funds; (12) preparation of false documents; (13) submitting false documents; (14) falsifying documents; (15) possession and transfer of forged document.

3. That I subscribe this sworn statement in conformity with what is established in Article 6 and 7 of Act 458 of December 29, of 2000, as amended.

4. That I understand and accept that any guilty plea or conviction for any of the crimes specified in Article 3 of said Act, will also result in the immediate cancellation of any contracts in force at the time of conviction, between the undersigned, the corporation, or any special partnership that I may represent, and any government entity, public corporation or municipality.

5. That neither the signer, nor the corporation, nor any special partnership that I may represent, nor any of its corporate officers has been convicted, nor has pleaded guilty of crimes in the federal jurisdiction, or in the jurisdiction of any state or territory of the United States of America or any other country, for crimes whose elements are equivalent to those enumerated in Article 3 of the aforementioned Act.

6. That the undersigned, or the corporation or the special partnership that I may represent, or any of its corporate officers is not under investigation in any legislative process, judicial or administrative proceeding, whether in Puerto Rico, the United States of America or any other country, to participate in the award or grant of any auction or contract, respectively.

7. That the undersigned, or the corporation or the special partnership that I represent are committed to comply with the “Code of Ethics for Contractors Suppliers of goods and services and applicants for economics incentives of the executives agencies of the Commonwealth of Puerto Rico”, Act No. 84 of June 18, 2002 as amended.

8. That I make this sworn statement so that any government entity, public corporation or municipality may have knowledge of what is herewith declared and for any other administrative and/or legal purpose that may be required.

AND SO AS TO MAKE IT KNOWN, I hereby swear and sign this statement in _____________________on this _________ day of _____________ of ___________.


_____________________________________ DEPONENT

AFFIDAVIT NUMBER:____________ SWORN AND SUBSCRIBED before me by _____________________, with the aforesaid personal circumstances and whom I have identified by means of a________________, in______________, on this ______ day of ________________. Notary Seal ________________________________________

Satour Tren Liviano RFQ

Documents

Transcript of Satour Tren Liviano RFQ