PROPOSAL EVALUATION WORKSHEET (INDIVIDUAL) EVALUATION FACTOR: MECHANICAL SERVICES PLAN (RATED) Selection Committee

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1 Selection Committee PROPOSER: Keolis DATE: 9/3/2013 OVERALL RATING: Acceptable, NARRATIVE SUMMARY: Good focused on service reliability improvements. Clear key performance metrics identified to track daily service reliability. A cross-functional Performance Management Improvement Team will monitor and analyze all equipment failures and identify corrective actions. A four person planning team will develop the Maintenance Production Plan. This will be a 3 year strategic plan, a one year tactical plan and monthly/weekly/daily plans. Implement a more efficient use of the South Side Maintenance Facility by performing some locomotive inspections to reduce costly moves to the BET and increase equipment availability. Safety is a core value. Managers will review each employee injury and ensure that a root cause analysis is performed. An annual safety training program for all Mechanical Department employees will be instituted. An annual innovation program will be established for all Mechanical team members. This program encourages the suggestions of safety improvements, work place improvements and cost efficiencies. A weakness noted is a lack of experience of the Chief Mechanical Officer. Although this person has worked in the mechanical departments of several Railroads the candidate has no experience as a Chief Mechanical Officer. Objective: The following are the objectives for the evaluation factor: 1

2 1) To identify Proposers that have a plan that best maximizes equipment availability and reliability; 2) To ensure that Proposers have an integrated approach to customer and employee safety and hazard reduction; 3) To ensure that Proposers have a mechanical services approach that preserves and prolongs asset lifespans; 4) To ensure that Proposers have a plan for providing cost effective facility utilization, work scheduling and integration of new training and technology; and 5) To ensure that Proposers understand the economies of the integration of the new fleet as it is introduced to the Commuter Rail Services and the associated maintenance changes that will accompany changes to the fleet. Evaluation Criteria: The Proposer has submitted a plan that best maximizes equipment availability and reliability and that provides for cost effective facility utilization, work scheduling and integration of new training and technology. The Proposer has described an integrated approach to customer and employee safety and hazard reduction, as well as an approach that preserves and prolongs asset lifespans. Additionally, the Proposer has demonstrated that it understand the economies of the integration of the new fleet as it is introduced to the Commuter Rail Services and the associated maintenance changes that will accompany changes to the fleet. Instructions: Evaluators must rate each requirement outlined in the table below as one of the following: (i) Exceptional; (ii) Good; (iii) Acceptable; (iv) Potential to Become Acceptable; or (v) Unacceptable. Please note the following explanations when rating each requirement: 1) A rating of Exceptional is appropriate when the Proposer has demonstrated an approach that is considered to significantly exceed stated criteria in a way that is beneficial to the. This rating indicates a consistently outstanding level of quality, with very little or no risk that this Proposer would fail to meet the requirements of the solicitation. There are no weaknesses. 2

3 2) A rating of Good is appropriate when the Proposer has demonstrated an approach that is considered to exceed stated criteria. This rating indicates a generally better than acceptable quality, with little risk that this Proposer would fail to meet the requirements of the solicitation. Weaknesses, if any, are very minor. Correction of the weaknesses would not be necessary before the Proposal would be considered further. 3) A rating of Acceptable is appropriate if the Proposer has demonstrated an approach that is considered to meet the stated criteria. This rating indicates an acceptable level of quality. The Proposal demonstrates a reasonable probability of success. Weaknesses exist but can be readily corrected through requests for Clarification or Communications. 4) A rating of Potential to Become Acceptable is appropriate if the Proposer has demonstrated an approach that fails to meet stated criteria as there are weaknesses, but they are susceptible to correction through Discussions. The response is considered marginal in terms of the basic content and/or amount of information provided for evaluation, but overall the Proposer is capable of providing an acceptable or better Proposal. 5) A rating of Unacceptable is appropriate if the Proposer has demonstrated an approach that indicates significant weaknesses and/or unacceptable quality. The Proposal fails to meet the stated criteria and/or lacks essential information and is conflicting and/or unproductive. There is no reasonable likelihood of success; weaknesses are so major and/or extensive that a major revision to the Proposal would be necessary. Ratings for each requirement must be recorded in the associated Rating column, and a detailed explanation of why a particular rating was given to a requirement must be recorded in the associated Comments/Justification for Rating column. The column identifies relevant sections of B (Operations and Management Proposal Instructions) to the Instructions to Proposers. 3

4 Requirement Requirement Rating Comments/Justification for Rating 1. B5.2(A) The Proposer shall provide a Mechanical Services Plan that describes in detail the Proposer's approach to providing the mechanical services described in the Contract, including the mechanical services described in Schedule 3.3 (Mechanical Services) of the Commuter Rail Operating Agreement. Elements of the Acceptable Summary Clear performance expectations identified. For example, reduce Mechanical Department delay minutes by 10% by December 2015 and 30% by Four principles of fleet maintenance: 1. Ensure employee and customer safety with an intensive training program shall include, but not be limited to, proposed 2. Improve daily service reliability. Perform root cause approaches to the following: analysis of each delay and institute daily meetings to discuss previous day's delays. 1) Developing and implementing 3. Utilize proven (case studies included in Proposal) complete maintenance planning, reliability centered maintenance techniques. This is tracking and recordkeeping systems to expected to improve MMBF. maximize vehicle availability and 4. Continual focus on performance improvements reliability; striving to achieve ISO standards. An example, would be optimizing the use of the South Side Maintenance Facility. 2) Inspecting, maintaining and repairing of the commuter rail fleet of passenger coaches and locomotives; 3) Maintaining, operating and repairing non-revenue rail vehicles; 4) Providing daily cleaning, inspection, fueling, servicing and light repairs of revenue equipment; Foster a culture of core values focused on performance and customer service. Weaknesses Competency, skill and experience of the Chief Mechanical Officer. Resume includes positions held as Customer Service Representative, General Foreman, Assistant

5 Requirement Massachusetts Bay Transportation Authority Requirement Rating Comments/Justification for Rating 5) Providing periodic overhauls and minor upgrading work, as required; Superintendent and Superintendent. No experience being the person in charge. 6) Enforcing third-party warranties; 7) Maintaining a comprehensive and upto-date inventory control system; 8) Providing information management, material management, performance analysis and reporting; 9) Integrating new technologies and work practices as introduced by the Operator or the ; 10) Implementing, operating and maintaining FRA approved Diesel Multiple-Unit cars (each, a "DMU") that the may purchase (during the Term of the Agreement) and require the Operator to place into service in lieu of locomotive-coach train sets. The Proposer shall address, at a minimum: (i) the potential impact on train operations; (ii) potential changes, if any, required to collective bargaining agreements with respect to on-board train operations (focusing on minimum crew size for on-board Safety & Hazard Reduction Safety First. Four principles: 1. All Mechanical Department Staff must wear personal protective equipment at all times. 2. Safety and quality checks will be carried out by supervisors. 3. Each shift will start out with a safety briefing 4. Equipment will be subject to a pre-service quality check Managers will review each employee injury and will ensure that a root cause analysis is completed. Annual safety training program for all Mechanical Department employees will be instituted. Requirements 1.1 A 4 person planning team will be formed to develop a Maintenance Production Plan. Components include a 3-year strategic plan, 1-year tactical plan and monthly/weekly/daily plans. 1.2 Reliability Centered Maintenance strategy to improve performance. For each class of rolling stock a list of the lowest repairable units will be developed to track failures and guide implementation of a preventative J

6 Requirement 11) 12) Requirement Rating Comments/Justification for Rating crews for single and multiple unit DMU train sets); (iii) fueling issues; (iv) training issues; (v) maintenance for DMU cars (including any required changes at maintenance facilities); and (vi) procedures to calculate the "net financial impact" due to the introduction of DMU cars and/or retirement of locomotives and coaches; Operating the re-railing crane; and All reporting required by US DOT, FRA, EPA, MDTE, APTA, FTA as well as other applicable laws, rules and regulations. maintenance program. Training beyond the FRA mandatory programs will be required. 4 days per worker and staff of non-mandatory training annually. Some locomotive 92 day inspections will be performed on the South Side to avoid costly moves across the Grand Junction to CRMF (BET). Weekly planning schedule supporting this process is presented on page Work with to "Right Size" the non-revenue fleet. Meets all other RFP requirements. 1.4 One Manager to have overall accountability. Expects to improve the customer satisfaction rating from 91.9% to 95% within 2 years. 1.5 Meets RFP Requirements. 1.6 Chief Mechanical Office will form an Integrated Project Team led by the New Fleet Project Director to enforce Third-Party Warranties. Proposer will purchase a locomotive simulator to train locomotive operators. 1.7 A formal contract between Purchasing (Finance) and the Mechanical Department will be signed clearly defining expected compliance levels. Reduce number of parts in inventory by instituting a reliance on a kitting methodology. Goal to reduce inventory by 20% by Included in 1.7 above. 1.9 Annual innovation program established. Each Mechanical Team member given the opportunity to

7 Requirement Requirement Rating Comments/Justification for Rating suggest improvements in safety, work place environment or cost efficiencies. Each suggestion will be evaluated by the Line Manager and if warranted implemented within 1 month. Best ideas will receive a gift Keolis and SNCF have worldwide operations and experience operating DMUs. While the information may have conformed to each of the requirements in this section, very little detail was provided. "Net financial impact" simply stated that maintenance costs information will be provided (see page 4-46 of the Proposal) Meets Requirements Meets requirements. 2. B5.2(B) The Proposer shall submit Maintenance Plans and provide corresponding Maintenance Cost Schedules (each, an "MCS") for all rolling stock that provides revenue service (excluding non-revenue fleet) (see B5.2(B)(i) - (xvi)). The Proposer shall prepare a Maintenance Plan for new or overhauled fleet (as set forth in the Instructions to Proposers, B (Operations and Management Proposal Instructions) Section B5.2(B)) that complies with the maintenance requirements set forth by the locomotive or coach builder or overhaul contractor. The Maintenance Plans Acceptable Maintenance Plans meeting the requirements of Schedule 3.3 (Mechanical Services) were submitted for all of the rolling stock that provides revenue service. Including Maintenance Plans for the new or overhauled fleet. The required Maintenance Cost Schedules are included in the Price Proposal which have not yet been evaluated by the Selection Committee.

8 1 Requirement 3. B5.2(B) Requirement shall be based on life cycle maintenance principles and be woven into the FRAmandated inspection cycles. The contents of the Maintenance Plan shall comply with and be representative of the requirements of Schedule 3.3 (Mechanical Services) of the Commuter Rail Operating Agreement. With respect to Maintenance Plans for new fleets only, the Proposer shall submit a generic plan for each type of new locomotive and coach (locomotives, BTCs and CTCs only) with its Proposal. An MCS shall also be developed and submitted for each fleet providing revenue service. For fleets that have both cab and trailer cars, a separate MCS shall be developed for cab cars and trailer cars. The MCS for each fleet type shall be developed using the forms provided in Attachments 1 through 6, which are incorporated to this B (Operations and Management Proposal Instructions): Rating Acceptable Comments/Justification for Rating The Maintenance Cost Schedules and Form FFP are included in the Price Proposal which have not yet been evaluated by the Selection Committee. As required by the RFP Attachments 4, 5 & 6 to B were included in the Mechanical Services Proposal. A separate MCS for cab cars and trailer cars were submitted for the Kawasaki and Hyundai-Rotem coaches as required by the RFP. a) Attachment 4 - MCS for New Locomotives (Annual Unit Cost); b) Attachment 5 - MCS for New Coaches (Annual Unit Cost); and

9 1 Requirement Requirement c) Attachment 6 - MCS for Overhauled Coaches (Annual Unit Cost). Rating Comments/Justification for Rating 4. B5.2(C) It should be noted that the total annual MCS costs for the existing locomotive and coach fleet (as summarized in Attachment 3) must equal the Proposer's price for "Mechanical Services" on Form FFP (Firm Fixed Price) for each of the respective years. The Proposer shall: (i) identify those portions of the information that it provided in response to Section B5.2(A) through B5.2(B) of B that it considers to be innovative, best practice, beneficial to Customers and/or cost efficient, and (ii) submit information supporting or otherwise validating its position that said portions are innovative, best practice, beneficial to Customers and/or cost efficient. Acceptable Maintenance Plan calls for certain 92 day locomotive 1 inspections to be performed at the South Side maintenance facility. This will reduce the need to move the locomotives from the South Side to the Maintenance Repair Facility in Somerville making it more efficient and less costly. Two initiatives proposed to reduce inventory: 1. Reduce the number of inventory parts by instituting a kitting methodology. 2. Just-In-Time delivery to reduce Support Inventory by 20% by Annual Safety Training Program for all Mechanical Employees. This will include compulsory training along with staff skills training. Develop Consist Maintenance Protocols to reduce empty coach moves by 10%

10 Requirement Massachusetts Bay Transportation Authority Requirement Rating Comments/Justification for Rating Organize a Performance Improvement Team to monitor and analyze all failures. This Team will be responsible for identifying and implementing corrective actions. Implement safety and cleanliness improvements by adopting the 5S Methodology: Sorting/straightening/systematic cleaning/standardize/sustain. Annual innovation program established. Each Mechanical Team member given the opportunity to suggest improvements in safety, work place environment or cost efficiencies. Each suggestion will be evaluated by the Line Manager and if warranted implemented within 1 month. Best ideas are eligible to receive a gift. Evaluator #25 # vl < ^ - ) 10