UNITED STATES DISTRICT COURT

DISTRICT OF PUERTO RICO

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In re:

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO,

as representative of 

THE COMMONWEALTH OF PUERTO RICO, et al., 

Debtors.1

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PROMESA

Title III

No. 17 BK 3283-LTS

Re: ECF Nos. 663, 858, 1039, 2770

(Jointly Administered)

In re:

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO,

as representative of 

PUERTO RICO HIGHWAYS AND 

TRANSPORTATION AUTHORITY (“HTA”)

Debtor.

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PROMESA

Title III

No. 17 BK 3567-LTS

This Stipulation relates only to 

HTA and shall be filed in the lead 

Case No. 17 BK 3283-LTS and Case 

No. 17 BK 3567-LTS. 

STIPULATION MODIFYING THE AUTOMATIC STAY BETWEEN THE 

PUERTO RICO HIGHWAYS AND TRANSPORTATION AUTHORITY 

AND CERTAIN HTA MANAGERIAL EMPLOYEES AND VOLUNTARY 

DISMISSAL OF THE MOTION REQUESTING RELIEF FROM STAY [ECF NO. 663]

1 The Debtors in these Title III Cases, along with each Debtor’s respective Title III case number and the last four 

(4) digits of each Debtor’s federal tax identification number, as applicable, are the (i) Commonwealth of Puerto 

Rico (Bankruptcy Case No. 17 BK 3283-LTS) (Last Four Digits of Federal Tax ID: 3481); (ii) Puerto Rico Sales 

Tax Financing Corporation (“COFINA”) (Bankruptcy Case No. 17 BK 3284-LTS) (Last Four Digits of Federal 

Tax ID: 8474); (iii) Puerto Rico Highways and Transportation Authority (“HTA”) (Bankruptcy Case No. 17 BK 

3567-LTS) (Last Four Digits of Federal Tax ID: 3808); (iv) Employees Retirement System of the Government of 

the Commonwealth of Puerto Rico (“ERS”) (Bankruptcy Case No. 17 BK 3566-LTS) (Last Four Digits of Federal 

Tax ID: 9686); and (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17 BK 4780-

LTS) (Last Four Digits of Federal Tax ID: 3747). (Title III case numbers are listed as Bankruptcy Case numbers 

due to software limitations).

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This stipulation (the “Stipulation”) is made as of April 4, 2018, by and between the Puerto 

Rico Highway and Transportation Authority (‘HTA”) and the managerial employees of HTA (collectively, 

“Movants”) listed in Exhibit 1 to the Motion Requesting Relief From Stay [ECF No. 663] (the “Stay 

Motion”).2

RECITALS

WHEREAS, on May 21, 2017, HTA, by and through the Oversight Board, as HTA’s

representative pursuant to PROMESA section 315(b), filed a petition with the United States 

District Court for the District of Puerto Rico (the “District Court”) under title III of PROMESA 

(the “Title III Case”); 

WHEREAS, on July 19, 2017, Movants filed the Stay Motion pursuant to Bankruptcy 

Code section 362(d)(1), requesting the District Court lift the automatic stay set forth in Bankruptcy 

Code sections 362(a) and 922(a), made applicable to the Title III Case by PROMESA section 

301(a) (the “Title III Stay”), to allow Movants to proceed with their prepetition employment claims

filed and prosecuted against HTA (collectively, the “Prepetition Actions”) pending before 

different Commonwealth judicial and administrative forums including: the Appeals Board of the 

HTA (Junta de Apelaciones de la Autoridad de Carreteras y Transportación), the Appellate 

Commission of Public Service (Comisión Apelativa del Servicio Público), and the Puerto Rico 

Courts (collectively, the “Prepetition Forums”);3 

2

 The Financial Oversight and Management Board for Puerto Rico (the “Oversight Board”), as the Debtors’ 

representative pursuant to section 315(b) of the Puerto Rico Oversight, Management, and Economic Stability Act

(“PROMESA”), has authorized HTA to enter into this Stipulation. 

3

 The Stay Motion was filed prior to the entry of the Order Amending Case Management Procedures, which revised 

the Notice, Case Management and Administrative Procedures(the “Case Management Procedures”) to implement 

a protocol (the “Lift Stay Protocol”) for filing motions for relief from the Title III Stay [ECF Nos. 1065, 1512, 

2839]. Accordingly, the Lift Stay Protocol does not apply to the Stay Motion. 

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WHEREAS, on August 2, 2017, the Puerto Rico Fiscal Agency and Financial Advisory 

Authority (“AAFAF”), on behalf of HTA, filed an objection to the Stay Motion [ECF No. 858] 

(the “Objection”), arguing, among other things, that HTA needed additional time to evaluate 

Movants’ claims in the overall context of the Title III Case and that Movants had failed to provide 

information about the status and stage of each of the employment claims; 

WHEREAS, on August 15, 2017, the parties filed the Joint Motion and Stipulations 

Concerning the Request for Relief of Stay Filed by the Managerial Employees [ECF No. 1032] 

(the “Joint Motion”), whereby Movants and HTA reached an agreement to adopt a process that 

would allow HTA to receive particularized information on each of the claims involved in the Stay 

Motion and for both parties to conduct discussions in an effort to reach agreements regarding 

Movants’ request for relief from the Title III Stay; 

WHEREAS, on August 15, 2017, the District Court entered the Order Granting Joint 

Motion and Stipulations Concerning the Request For Relief of Stay Filed by HTA Managerial 

Employees [ECF No. 1039] (the “Scheduling Order”), granting the Joint Motion and setting certain 

deadlines for the parties to exchange information and conduct discussions regarding the relief 

requested in the Stay Motion;4 

WHEREAS, on November 30, 2017 and January 10, 2018, Movants furnished HTA with 

particularized information concerning each claim included in the list attached as Exhibit 1 to the 

Stay Motion, including a summary of the nature of the claim, the status and stage of the 

proceedings, as well as other relevant information; and 

 

4

 The deadlines set forth in the Scheduling Order were extended by agreement of the parties several times as a 

result of delays caused by Hurricane Maria. See ECF Nos. 1310, 1540, 2244, 2525, and 2770. 

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WHEREAS, after the particularized claim information was furnished, HTA and Movants 

met and conferred and have resolved the Stay Motion and the Objection. 

NOW THEREFORE, IT IS HEREBY STIPULATED AND AGREED, by and among 

HTA and Movants, through their counsel, each of whom represent and warrant they possess the 

requisite authority to bind the respective parties hereto, as follows: 

1. The Title III Stay is hereby modified solely to the limited extent necessary to

enable the Prepetition Actions included in Tables I-V attached as Exhibits 1 thru 5 of this 

Stipulation to proceed to judgment before the applicable Prepetition Forum, including the 

issuance of administrative or judicial judgments, resolutions, and all other forms of final 

adjudication of the claims; provided, however, the Title III Stay shall continue to apply in all 

other respects to the Prepetition Actions, including, but not limited to, the execution and 

enforcement of any judgment and for any claims for money damages and provisional remedies 

against HTA or any other Title III Debtor. Notwithstanding anything to the contrary herein, HTA 

and Movants shall retain all rights to settle the referenced claims. 

2. Subject to the covenants, terms, and conditions set forth in this Stipulation, 

Movants hereby withdraw the Stay Motion with prejudice to the claims subject to this Stipulation 

and without prejudice to the claims not subject to this Stipulation. 

3. Movants expressly reserve the right to pursue, modify, and/or supplement their 

respective positions concerning the Title III Stay and relief of stay in accordance with the Case 

Management Procedures and Lift Stay Protocol, with respect to any claims where no agreement 

is reached between the parties; and HTA reserves all rights to object to any pleading or requests 

filed by Movants. 

4. Nothing contained in this Stipulation shall operate as a waiver or modification of 

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the Title III Stay so as to permit the prosecution against HTA or any of the other Title III debtors 

of any claim or claims by anyone other than Movants as provided for herein and HTA reserves 

all rights, defenses, and protections with respect to any matters pending or that may arise in the 

Title III Case, including the treatment of any claim arising from the Prepetition Action under a 

plan of adjustment or otherwise in the Title III Case.

5. HTA and Movants represent and warrant that they are properly and fully 

empowered to enter into and execute this Stipulation, that they know of no contractual 

commitment or legal limitation of, impediment to, or prohibition against their entry into this 

Stipulation, and that the Stipulation is legal, valid, and binding upon them. 

6. Neither this Stipulation nor the settlement provided for herein, nor any statement 

made, action, or position taken, or document prepared or executed in connection with the 

negotiation, execution, or implementation of this Stipulation shall be deemed to be, or construed 

as, (a) an admission by any party of any liability, wrongdoing, act, or matter or that any claim or 

defense has or lacks merit; (b) a waiver of HTA’s rights to dispute, contest, setoff, or recoup any 

claim, including any claims asserted by Movants in the Prepetition Actions or assert any related 

rights, claims, or defenses and all such rights are reserved; or (c) an approval or assumption of 

any agreement or contract between the parties under Bankruptcy Code section 365. 

7. Nothing in this Stipulation shall be deemed or construed as (a) creating or 

conferring any right upon any persons or entities (other than Movants as expressly provided in 

this Stipulation), or (b) evidence of any willingness or obligation on HTA’s part to consent to 

any other or future modifications of or relief from the Title III Stay with respect to any persons 

or entities.

8. This Stipulation contains the entire agreement by and between the parties with 

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respect to the subject matter hereof, and all prior understandings or agreements, if any, are 

merged into this Stipulation. 

9. This Stipulation shall be construed and interpreted in accordance with the laws of

Puerto Rico. For purposes of construing this Stipulation, neither of the parties shall be deemed 

to have been the drafter of the Stipulation. 

10. Electronic copies of signatures on this Stipulation are acceptable, and an electronic

copy of a signature on this Stipulation is deemed an original. This Stipulation may be executed 

in counterparts, each of which is deemed an original, but when taken together constitute one and 

the same document. 

11. This Stipulation may not be modified other than by a signed writing executed by

the parties hereto. 

12. The District Court shall retain jurisdiction to hear any matters or disputes arising

from or relating to this Stipulation. 

13. This Stipulation shall be immediately effective and enforceable upon approval by

the District Court. 

Remainder of this Page Intentionally Left Blank 

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IN WITNESS WHEREOF and in agreement herewith, by and through their counsel, the 

parties have executed and delivered this Stipulation as of the date first set forth above. 

/s/ Jesús R. Morales Cordero

JESÚS R. MORALES CORDERO 

USDC-PR 210609 

BUFETE MORALES CORDERO, CSP 

PO Box 363085 

San Juan, Puerto Rico 00936-3085 

Tel. (787) 624-4299/Fax (787) 777-1410 

bufetemoralescordero@gmail.com 

moracor@gmail.com

Attorneys for Movants

/s/ Juan M. Maldonado De Jesús

PUERTO RICO HIGHWAYS AND 

TRANSPORTATION AUTHORITY

Juan M. Maldonado De Jesús

Oficina del Asesor Legal ACT

P.O. Box 42007 

San Juan, Puerto Rico 00940-2007 

jumaldonado@dtop.pr.gov 

Puerto Rico Highways and Transportation 

Authority

SO ORDERED. 

HONORABLE LAURA TAYLOR SWAIN

UNITED STATES DISTRICT JUDGE

/s/ Laura Taylor Swain

April 11, 2018

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