EseasaPWS_Mexico_(RM_10_May_18).pdf

EXPORT-IMPORT BANK ON BEHALF OF

ASSET MANAGEMENT DIVISION TO PROVIDE RECOVERY WORK

PERFORMANCE WORK STATEMENT (PWS)

5/10/2018

1.0 INTRODUCTION

The Contractor shall provide all personnel, equipment, supplies, facilities, transportation, tools, materials, supervision, and other items and non-personal services necessary to perform recovery work on a defaulted loan for $1,104,910.00 from ESEASA Construcciones, S.A. de C.V. a company located in the State of Mexico City (Mexico) as defined in this Performance Work Statement except for those items specified as Government furnished property and services.

2.0 BACKGROUND

a. UPS Capital Business Credit was the original lender to ESEASA Construcciones to finance the acquisition of Manitowoc lattice boom cranes model 600, exporter: Wisconsin based Manitowoc Company, Inc., and obtained an EXIM Bank guarantee for the original transaction valued at $5,688,707.32. The Assignee was Private Export Funding Corporation “PEFCO”.

b. The debtor, ESEASA Construccciones ran into cash flow difficulties due to non-payment on some of their projects contracted with the Mexican government and entered into default on 9/5/2017 with a debt balance due of $1,104,910.32, which is the amount for collection under this Performance Work Statement “PWS”.

3.0 SCOPE

The contractor shall provide legal support services to collect the defaulted loan which may include borrower negotiations, restructuring, and workout agreements. The Contractor shall provide the following but not limited to provide loan recovery services, institute legal proceedings, provide credit restructuring services and take such other actions required to effect recovery for EXIM Bank.

4.0 OBJECTIVES (NATURE OF WORK)

Desired Outcome: Full collection – 100%

Constraints: Debtor is in the construction sector and extremely well connected politically and savvy in the judicial system, which could delay collection efforts. On a parallel basis, it has been determined by Recovery Officer Enrique Sotelo that the debtor, ESEASA, is an ongoing concern in Mexico.

5.0 APPLICABLE DIRECTIVES Full knowledge of the Mexican judicial system, duly qualified / registered attorney in Mexico.

6.0 GOVERNMENT FURNISHED INFORMATION

• All legal documentation connected to this debt shall be provided for action as may be required.

7.0 SPECIFIC REQUIREMENTS/TASKS

Full recovery efforts, including research of assets, recommendations for legal action(s) if required and ongoing pressure to ascertain that the debtor is permanently cognizant of its obligation to repay its defaulted debt to this Agency.

Tasks: Direct contact with ESEASA Construccciones’ principals and guarantors. Being aware of the July 1, 2018 general elections, and possible disruptions as per previous experience in the country, ensure that all proper actions are taken including registration of the debt in public records and any other relevant administrative action prior to that date.

The firm shall take such other action as AMD may require to effect recovery for EXIM Bank. The firm is instructed to: (i) perform a preliminary research and evaluation of the case, including, but not limited to, asset search, credit analysis and legal actions registered against the Obligor; (ii)attempt extrajudicial collection of the claim amount within 90 days of the date hereof and report the results of such attempt to AMD in acceptable format; and (iii) under written instructions received from AMD, file legal proceedings against the Debtor and the Guarantors if the firm is unable to effect an extrajudicial collection of all amounts due under the claim.

Task 1:

The Contractor shall provide all labor, equipment, materials, postage, supervision, expenses, and travel necessary to conduct collection investigation services for EXIM Bank on the above stated case(s). Before beginning the recovery and collection services, the Contractor shall prepare and forward a written report to the Requesting Officer, outlining the plan for recovery and estimated amount of the defaulted principal that is collectable. Legal services shall be in accordance with the Statement of Work.

Contractor’s written report shall be submitted in the suggested format and shall be presented within 60 days of execution of Contract.

Task 2: Payment for Recovery of Defaulted Principal The Contractor will forward a written report to EXIM Bank's Requesting Officer, which will outline payment and/or payment methods associated with the recovery of the Defaulted Principal Amount. The Contractor will be paid a percentage of all monies collected in accordance with the Case Assignment Letter and in accordance with the Contractor's written report as required by Line Item 0001.

Task 3: Filing Fee(s) This Line Item will be activated by means of a modification only from EXIM Bank's contracting office. The Contractor will forward a written report to EXIM Bank's Requesting Officer, which will outline the costs and risks associated with the anticipated filing fee(s).

Additional information:

If litigation is required, Contractor shall submit a completed Litigation Request Form in English to AMD for internal approval and authority to proceed. Extraordinary and unusual expenses incurred by Contractor that are outside of the scope of this contract shall be agreed upon in writing in advance or shall not be considered reimbursable expenses.

8.0 DELIVERABLES

Deliverable Section Format/

Quantities Due Date

Quarterly reports Task 1, 2, & 3 Email & Telephone exchanges on an ongoing bases

Every quarter or more often as may be required.

9.0 PERFORMANCE REQUIREMENT SUMMARY (PRS)

Task or Deliverable

Performance Standard

Acceptable Quality Level (AQL)

Surveillance Method

Performance Rating Incentives/Dis incentives

Task 1 Agile

Performance rating will be based upon the ability of the Contractor to respond to the request and timeliness of the response.

Prompt ongoing responses depending on the requirements of the collection.

Surveillance by EXIM Bank COR will be performed ongoing validating the stored information within Recoveries Group’s files known as

Will be based upon collection levels, since the incentive is 15% on actual cash collected.

Contingency fee of 15% on actual amounts collected.

EOL

Schedule On time All deliverables as described in the PWS and specified in the approved Schedule of Deliverables

100% Inspection upon in situ due diligence trip(s) by the recovery officer

Ongoing

Cost Control

As listed in the approved budget per task in the schedule of deliverables

All deliverables as described in the PWS and specified in the approved Schedule of Deliverables

100% Inspection

Exceptional Very Good Satisfactory Marginal Unsatisfactory

Based on results

Business Relations

Professional and respectful of all parties

Regular and ad-hoc meetings between contractor and Government

Ongoing Evaluation based on actual amount(s) recovered

Exceptional Very Good Satisfactory Marginal Unsatisfactory

Positive rating

Manageme nt of Key Personnel

Appropriate credentials for the work involved Attends scheduled meetings if needed

Available for ad-hoc meetings as necessary for contractual concerns

Time is scheduled per the staff loading chart in the contractor’s

Regular and ad-hoc meetings between contractor and Government as needed.

Semi-Annual Performance Evaluation

Exceptional Very Good Satisfactory Marginal Unsatisfactory

Positive or negative rating proposal