Title: Cruise Terminal Operator Project # 6304 Questions & Answers Dates: 1/25/2016 Manhattan Cruise Terminal Walkthrough Questions Facility

1. What is the layout and square footage of the Manhattan Cruise Terminal? APlease see layout and floorplans provided. Square footage can be found within the RFP, Table 2. Manhattan Cruise Terminal 2. Who is responsible for the maintenance of the berths and their associated fendering systems at Manhattan Cruise Terminal? AThe Selected Leaseholder is responsible for maintenance of the berths and their associated fendering systems at Manhattan Cruise Terminal. 3. What is the tonnage capacity on the bollards at MCT’s Pier 88? For example, could the Oasis berth at Berth #2 ABollard capacity at MCT’s Pier 88 is 80 tons. Vessel schematics and requirements in addition to the Port of NY/NJ Air Draft Restrictions should be considered in determining Oasis berthing. 4. Are the fenders on both sides of MCT’s Pier 88 Yokohamas? AYes, the fenders on both sides of MCT’s Pier 88 are Yokohamas. 5. Are electric forklifts mandatory at MCT? If not, are propane forklifts allowed? AGreen/sustainable energy equipment is not mandatory at this time but was an Environmental Initiative of the current Terminal Operator. Propane forklifts are permitted provided storage of propane is within adherence of FDNY regulations. FDNY regulations are the due diligence of the Respondent. 6. What percentage completion is the pile casing in each of the piers at MCT? AFor Pier 88/90 Phase II planned work: Individual Piles – Current Phase Pier 88 (Phase II) – 98% complete Pier 90 (Phase II) – 99% complete Pier 92 (Phase I) – 100% complete

Interior Clusters – Current Phase Pier 88 (Phase II) – 100% complete Pier 90 (Phase II) – 100% complete Pier 92 (Phase I) – 100% complete Individual Piles – Future Work Pier 88 (Phase II) – 85% complete (209 piles require rehabilitative efforts out of 1761 total piles) Pier 90 (Phase II) – 91% complete (179 piles require rehabilitative efforts out of 1591 total piles) Pier 92 (Phase I) – ~80% complete (estimate, 5% of piles have not have any rehab efforts and a number of additional piles may require them during Phase II) Interior Clusters – Future Work Pier 88 (Phase II) – 85% complete (6/40 total clusters to be addressed) Pier 90 (Phase II) – 91% complete (3/34 total clusters to be addressed) Pier 92 (Phase I) – 90% complete (3/33 total clusters to be addressed) 7. What is the number of command rooms at MCT? AThere is one command room at MCT. 8. What are the tide levels at MCT? ATide levels rage from 2 meters to 3 meters. 9. Is there an asset list available detailing the remaining booked value or the initial cost of purchase? AThere is no list available detailing booked value or initial cost of purchase, however, an operational inventory listing for the terminals is being provided as part of this response to questions about RFP, detailing equipment and manufacturer/model when possible. 10. Do the stanchions at MCT belong to NYCEDC or the current Terminal Operator? AThe majority of the stanchions belong to NYCEDC, however there may be operational requirements that dictate additional needs that will be the responsibility of the Selected Leaseholder. 11. Who owns and how old are the conveyors for baggage at MCT? AThe conveyors for baggage are owned by the current Terminal Operator. The age of the conveyors is undetermined.

12. Who owns the portable gangways at MCT Pier 88 and Pier 90? AThe portable gangways at MCT are owned by the current Terminal Operator. Please refer to inventory listing. 13. Who do the forklifts belong to? AForklifts at MCT are owned by the current Terminal Operator. 14. Who owns the snow plows and is union labor required to staff them? How many are required per facility? AThe snow plows are owned by the current Terminal Operator. Required numbers to maintain facility and labor required are the due diligence of the Respondent. 15. Who owns the camels at MCT’s Pier 90? How many are there? What are the measurements? Who is responsible for the maintenance of the camels? A-

Camels at MCT’s Pier 90 are owned by the City of New York. The Selected Leaseholder will be responsible for the maintenance of the camels. The camels at MCT’s Pier 90 are approximately 14'x24'. There are 12 camels at MCT’s Pier 90.

16. Who owns the platforms at MCT’s Pier 90 that go from the pier shed to the ship? AThe platforms at MCT’s Pier 90 are owned by the current Terminal Operator. 17. What is the number of security cameras at each of the piers at MCT? AThe number of security cameras at each of the piers at MCT is confidential pursuant to the Facility Security Plan. 18. Who owns the idle x-ray machines at the back of MCT’s Pier 90? How are they used? AThe idle X-ray machines at the back of MCT’s Pier 90 are owned by the current Terminal Operator and are used as required by the Facility Security Plan. 19. Please advise if there are current warranties or service agreements in place for the equipment at MCT and BCT, and if they can be assumed by the Selected Leaseholder? AThe selected Leaseholder will assume no warranties or service agreements.

20. What is the number of security guards required on ship and non-ship days at MCT? ASelected Leaseholder will be responsible for maintaining and enforcing the USCG-approved Facility Security Plan, obtaining compliance with all applicable regulations, and arranging for the provision of a Facility Security Officer and any alternates, as may

be required. Pursuant to the RFP, the Selected Leaseholder is required to submit a revised Facility Security plan for approval by USCG 21. Is Diebold the current maintenance contractor for security equipment at MCT and is it mandatory to hire them? ADiebold is the current maintenance contractor for security equipment at MCT but Respondent may propose another contractor with similar qualifications 22. Who is the refreshments vendor at MCT? How are they selected? AJimmy Snacks is the refreshments vendor at MCT. The Selected Leaseholder will be responsible for selecting the refreshments vendor 23. What were the costs of security at MCT for the last 3 years? ANYCEDC does not have independent knowledge of security at MCT. The current Terminal Operator, at its own expense without reimbursement or confirmed cost knowledge of NYCEDC, is responsible for all costs in connection with its operation, maintenance and management of the Manhattan Cruise Terminal, including utility costs. 24. What is the average maintenance & utility cost for each berth at MCT? ANYCEDC does not have independent knowledge of maintenance and utility costs at MCT. The current Terminal Operator, at its own expense without reimbursement or confirmed cost knowledge of NYCEDC, is responsible for all costs in connection with its operation, maintenance and management of the Manhattan Cruise Terminal, including utility costs. It is estimated that each Pier has a yearly average utility charge of $2M Labor 25. How are rates set for security personnel at MCT? Do the rates have to be approved by NYCEDC first or the cruise line? What is the appropriate route? ASecurity rates are set forth by the PPGU; NYCEDC has no approval rights with respect to Union Labor. Determination of the appropriate route should be made based on the due diligence of the Respondent 26. Is there any other union labor required for other operations (bag checkers, longshoremen etc.)? AThis due diligence is the responsibility of the Respondent 27. What fixed staff (unions) are required for mechanics? AThis due diligence is the responsibility of the Respondent.

28. What fixed staff (unions) are required for mechanics? AThis due diligence is the responsibility of the Respondent 29. Is Union labor required to run the elevators at MCT on ship days? AThis due diligence is the responsibility of the Respondent. 30. Is MCT terminal maintenance union labor or is the operator able to choose? ARespondent should adhere to HireNYC regulations. 31. Is security union labor mandated 24/7 with and without a ship at MCT? What is the minimum staff requirement on non-ship days? AThis due diligence is the responsibility of the Respondent. 32. Is security union labor mandated 24/7 with and without a ship at MCT? What is the minimum staff requirement on non-ship days? AThis due diligence is the responsibility of the Respondent. 33. Are the x-rays at MCT manned by the PPGU? Is it mandated by port regulations? AThis due diligence is the responsibility of the Respondent who must ensure labor harmony. 34. Would NYCEDC prefer more capital improvements or more direct cash flow for MCT? ANYCEDC will consider the entirety of each Respondents’ Proposal. Miscellaneous 35. What are the current cruise line usage agreements? ANYCEDC currently has agreements with Carnival Corporation and Norwegian Cruise lines. For additional information on these agreements, please submit all FOIL requests to Kurt Wintje at [email protected]. Redacted copies will be supplied to Selected Leaseholder by NYCEDC in the course of their negotiations.

36. Are there any zoning restrictions for MCT? Is there potential for commercial operations at MCT? APermitted uses for the Premises are as described in the RFP.

37. Are there any additional investments planned by the City going forwards, e.g. backup generators, shore power at MCT? AWhile NYCEDC is always looking to enhance the Cruise Terminals, there are no planned investments at this time. 38. Are there identified environmental remediation requirements, e.g. asbestos, lead paint at MCT? AThere are no identified environmental remediation requirements at MCT that NYCEDC is currently aware of. 39. Does CBP have mandate about security at MCT? AUSCBP FIS area must be secured at all times. Operations 40. When two ships are berthed at MCT’s Pier 88, how many x-ray machines are used and how are passengers distributed, are they split at a certain point? ARequired number of x-rays is determined by passenger count and confirmed by cruise line. Guests all go through security together and are separated by ship post security. 41. Is only one x-ray used per ship in the area by the berths at MCT? Who owns the xray machine and luggage carts by the berths? AX-ray requirements at both terminals are dependent on operational needs. X-ray machines and luggage carts at MCT are owned by the current Terminal Operator. BCT X-ray equipment is owned by a third party. 42. If there is only one ship at MCT’s Pier 88, can both x-ray machines (on each side of the berth) be used? AConfiguration will be determined by Selected Leaseholder. 43. Based on current configuration of MCT’s piers, how many bags can be laid down per pier per ship? AEach berth has the capacity of approximately 2,500 bag layout. 44. How does luggage retrieval work from the parking lot areas of MCT? ALuggage can be transferred by passenger or porter on elevators or escalators. 45. What is the average car count for each of the cruise lines at MCT? AThe estimated number of cars parked at the MCT per ship call is approximately 200. 46. Where is storage received at MCT’s Pier 90?

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Vessel provisions at MCT’s Pier 90 are received on the ground/street level.

47. What is the purpose of the escalators at MCT? ATo move passengers up or down depending on whether a ship is arriving or departing. 48. What were the costs of security at MCT for the last 3 years? ANYCEDC does not have independent knowledge of security at MCT. The current Terminal Operator, at its own expense without reimbursement or confirmed cost knowledge of NYCEDC, is responsible for all costs in connection with its operation, maintenance and management of the Manhattan Cruise Terminal, including utility costs. 49. What is the average maintenance & utility cost for each berth at MCT? ANYCEDC does not have independent knowledge of maintenance and utility costs at MCT. The current Terminal Operator, at its own expense without reimbursement or confirmed cost knowledge of NYCEDC, is responsible for all costs in connection with its operation, maintenance and management of the Manhattan Cruise Terminal, including utility costs. It is estimated that each Pier has a yearly average utility charge of $2M. 50. What are the dredging costs and frequency of dredging at MCT? What is the alongside depth? A$4M budgeted per fiscal year with two (2) scheduled dredging’s per annum, one in the spring and another in the fall. Port established max depth alongside depth is 32' Brooklyn Cruise Terminal Walkthrough Questions Facility 1. What is the layout and square footage of the Brooklyn Cruise Terminal? APlease see layouts and floor plans provided. Square footage can be found in RFP, Table 1. Brooklyn Cruise Terminal 2. Will the shore power be able to be used at BCT when the new Leaseholder takes over? AShore Power at BCT is as described in Section V of the RFP. Additional Lease and Sub-Lease Terms and Conditions Section 2A.

3. Will Shore Power be mandatory? ACurrently all shore power enabled vessels will make every effort to connect to the Shower Power System. Future connections will be determined by future cruise line agreements. 4. Property line along BCT waterfront (how far does it go towards Snapple building?) AProperty line ends at Wolcott Street 5. What are the dimensions of the overhead coverings at the bus passenger pick-up area of BCT? AThe dimensions are 188.75' L, 92" W, 100" H 6. What is the number of security cameras at BCT? AThe number of security cameras at BCT is confidential pursuant to the Facilities Security Plan. Labor 7. Who does the maintenance on the infrastructure, utilities, plumbing and in general at BCT? ASelected Leaseholder will be responsible for all general maintenance at BCT. 8. Who maintains the fire alarms, sprinklers, dry valves and panels at BCT? ASelected Leaseholder will be responsible for all fire safety maintenance of the Premises. 9. Who maintains the string-piece at BCT? ASubstructure is the responsibility of NYCEDC. All other elements of maintenance are responsibility of the Selected Leaseholder. 10. Who services the elevators and escalators at BCT? ACurrent Terminal Operator uses Fujitech to service BCT elevators and escalators. Selected Leaseholder may choose to hire a similar contractor. 11. What are the fixed staff and Elevator Operator Requirements at BCT? AThis due diligence is the responsibility of the Respondent. Ultimately, the Selected Leaseholder must ensure labor harmony Miscellaneous 12.

Please elaborate on the BCT Volume Requirement, e.g. penalties.

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Selected Leaseholder and NYCEDC will set forth Volume requirements in the course of their negotiations.

13. What is the most recent “highest and best use” appraised value of the BCT? A. NYCEDC is in the process of finalizing an appraisal of BCT.

Questions Pertaining to Both Properties 1. Can fixed staff be shared between BCT & MCT? AThis due diligence is the responsibility of the Respondent. Selected Leaseholder must ensure labor harmony; however, it is NYCEDC’s understanding that fixed staff cannot be shared between MCT and BCT. 2. How many spots are available for check-in staff at MCT and BCT? APier 88 – 45 check-in stations per berth Pier 90 – 50 check-in stations BCT- 50 check-in stations 3. What is the age of the TEAM gangways at each of the piers at MCT & BCT? APier 88-Berth 1: 2007/8 Pier 88-Berth 2: 2013 BCT: 2006 4. What is the capacity of each individual parking lot at MCT and BCT? Who operates them and what are their associated revenues. AParking lot capacity is as follows: MCT Pier 88- 248 parking spots MCT Pier 90- 255 parking spots MCT Pier 92- 285 parking spots BCT- 594 parking spots Selected Leaseholder will be responsible for operation of the parking lots at MCT and BCT. Selected Leaseholder may choose to hire a subcontractor to operate the parking lots. Revenues estimates are the due diligence of the Respondent. 5. What are the rates for the parking lot at MCT and BCT? AParking rates are available on the NYCruise Website MCT: http://www.nycruise.com/manhattan-terminal/parking/ BCT: http://www.nycruise.com/brooklyn-terminal/parking/

6. Please advise which party will bear CBP requirement costs at MCT and BCT? AAs indicated in RFP, Section IV, Tenant Relations, the Selected Leaseholder shall pay, at its own expense, without reimbursement by NYCEDC or CBP, all utility and maintenance costs in connection with use and operation of the CBP Space. 7. Please provide FSP required security headcounts for ship call and non-ship call days for MCT and BCT. ASelected Leaseholder will assume responsibility for maintaining and enforcing the USCG-approved Facility Security Plan, obtaining compliance with all applicable regulations, and arranging for the provision of a Facility Security Officer and any alternates, as may be required. Selected Leaseholder shall be required to submit a revised plan for approval by USCG. 8. Can the NYCEDC-approved security plan referred to in section IV.5. and the USCGapproved Facility Security Plan can be the same document? AYes, the NYCEDC-approved security plan referred to in section IV.5. and the USCG-approved Facility Security Plan can be the same document. Selected Leaseholder will assume responsibility for maintaining and enforcing the USCG-approved Facility Security Plan, obtaining compliance with all applicable regulations, and arranging for the provision of a Facility Security Officer and any alternates, as may be required. Selected Leaseholder shall be required to submit a revised plan for approval by USCG. 9. When and by whom will public tariffs be set? AThe Public Tariff is set by NYCEDC. The current Tariff runs through Dec 31, 2017. Annual increases are advised in writing no less than 12 months prior to the calendar year that the increase goes into effect. 10. Please advise discounts already in place from 2017 for contracted customer lines, e.g. Carnival Corp., NCL Corp. ACruise line discounts are part of current usage agreements which can be obtained by submitting FOIL requests to Kurt Wintje at [email protected]. Redacted copies will be supplied to Selected Leaseholder by NYCEDC in the course of their negotiations