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HomeMy WebLinkAbout2009-03-25 ORANGE COUNTY SANITATION DISTRICT March 18, 2009 •9 ,yt C' P, P �4p THE M 108"eIle A°enee NOTICE OF MEETING F htzin Whey,CA 9270 7018 Meiling Addreee FgunMn Veileey1 CA BOARD OF DIRECTORS 92728.8127 ORANGE COUNTY SANITATION DISTRICT v .oced.cem Phpne (7141962.2411 WEDNESDAY, MARCH 25, 2009 — 6:30 P.M. Fee (7141992M59 ser�ng ADMINISTRATIVE OFFICES Anehelm 10844 Ellis Avenue Urea Fountain Valley, California 92708 Seen.Perk L}prese Fountain u411ey The Regular Meeting of the Board of Directors of the Orange County Sanitation FullerWn rareen Urea District will be held at the above location, time and date. H"ngmn Beech ine Le Hebre ePa1e Clercofthe Sbard L.AkiTHWs N e"h't 6esch Wenge Plecentip serve Ane Operations Committee - Wednesday,April 1,2009 at 5:00 p.m. Seel 9eeeh Administration Committee - Wednesday, April 8,2009 at 5:00 p.m. Stanton rustle Steering Committee . Wednesday, April 22, 2009 at 5:30 p.m. vale Perk Ymb.unde Lbere Mee. Sena ,Oietritt hl M y crty 9enitery Oiemct Ir rni Punch Water Dsmct Crounry al Orange We pmrec[publK heelN and the enm"ment by pmndng ellecwe wastewater collection, rrestmen[, end recKh,,9. a �m BOARD MEETING DATES March 25, 2009 April 22, 2009 'May 20, 2009 June 24, 2009 July 22, 2009 August 26, 2009 September23, 2009 October 28, 2009 'November 18, 2009 *December 16, 2009 January 27, 2010 February 24, 2010 'Meetings are being held on the third Wednesday of the month H:WWIVmo115011511B$1Agenda12009 Mee9ng No0msWN03.2.do w �+ ROLL CALL BOARD OF DIRECTORS ORANGE COUNTY SANITATION DISTRICT MEETING DATE &TIME: 03/25/09 (WINDER).........................ANDERSON................... � ✓ — (SHANKS) ........................ANTOS ......................... ✓ ✓ (ESPINOZA) ....................BEAMISH. .................... �L ✓ — (HANSEN) ........................BOHR. ......................... k1 (NAGEL) ...........................CRANDALL................... — (JONES)............................DALTON....................... 186:3IRU '� — (NIELSON)........................DAVERT...................... r — (BILODEAU) .....................DUMITRU ................... �/ ✓ — (STEPHENS)....................EDGAR....................... ✓ — (OOTEN)...........................FERRYMAN................... ✓ ✓ — (NARAIN)..........................LUEBBEN..................... ih/4� /F /�i� (SMITH)............................MARSHALL.................. — (GARCIA)..........................MOORE........................ ✓ ✓ — (KRIPPNER).....................NEUGEBAUER.............. (NGUYEN)........................NORBY....................... ✓ — (KELLER) .........................QUIRK ................... �L — (MAC ALONEY)................REESE ......................... — (WARREN) .......................SHAWVER.................. IP(eL'491L�� — (CHOI)...............................SHEA.......................... (KRING)............................SIDHU.......................... — (BENAVIDES)...................TINAJERO.................... ✓ — (AGUIRRE).......................UNDERHILL ................. — (CHAROEN)......................WALDMAN.................... i — (DAIGLE) .........................WEBB .......................... —� — (REINHART).....................WITHERS ...................... ✓ — STAFF: 174t ia, , .,..� Arhontes ✓ GL 4 Ghirelli HerbergKovac ✓ �� Kyle ✓ RYA' " Ruth ✓ Torres ✓ Tyner OTHERS: Ho in 03/25/09 Gl�J ear l' HAdepe dmiMBS\DIRECTOROmime Roll CalLcoc (" o SIGN-IN SHEET ORANGE COUNTY SANITATION DISTRICT BOARD OF DIRECTORS MEETING DATE: [J 3 ,10 NAME ORGANIZATION/FIRM leaseprint) lease print Z�-. 5 cP cs -TE • la Rr v ✓ .r �3 nvrei.vnsmisneswonneacN.wrowncoM.mee ooc STATE OF CALIFORNIA) ) SS. COUNTY OF ORANGE ) Pursuant to California Government Code Section 54954.2, 1 hereby certify that the Notice and Agenda for the Regular Board Meeting of the Orange County Sanitation District to be held on March 25, 2009, was duly posted for public inspection in the main lobby of the District's offices on March 18, 2009. IN WITNESS WHEREOF, I have hereunto set my hand this 18th day of March, 2009. &4/V49 Penny M. KA'Clerk"6fthe Board Board of Directors Orange County Sanitation District H.'DEP'RGM0H50N511BSWORMSIAGENDA CERTIFICA7I0N.DOC March 18, 2009 MEMORANDUM TO: Chair and Members of the Board of Directors Orange County Sanitation District FROM: JameAf Ruth General Manager, Orange County Sanitation District SUBJECT: Blosolids Management The purpose of this memo is to address the comments made at the February 25" Board meeting by Mr. Drew Kolosky from Liberty Composting / McCarthy Family Farms (Liberty). Mr. Kolosky expressed an interest in obtaining a three-year biosolids management contract for$42.00 per ton. Mr. Kolosky claimed that the District could save $2.9M per year by sending Liberty the biosolids which OCSD is currently sending to Synagro's composting facility in south Kern County for$69.00 per ton. Mr. Kolosky also mentioned at this meeting that the contingency provision to purchase the OCSD Kings County property in Liberty's original proposal has been rescinded. The reason why our cost for Synagro is $27.00 per ton higher than Liberty is because the Synagro facility was constructed to comply with strict new Central Valley air quality requirements so that it could operate at full capacity indefinitely. The air quality compliance equipment cost is essentially the reason for the difference in cost between the Synagro and Liberty composting options. The Liberty composting facility can only operate at its existing capacity through September 2012. In September 2012, the Central Valley air board compost rule will reduce their capacity from 780,000 tons per year to 100,000 tons per year, unless they too install expensive air pollution control equipment. As such, there is concern over the sustainability, of a Liberty composting option beyond 2012. Although capacity currently exists, Liberty already has approximately 65 contracts for the composting of roughly 375,000 tons of biosolids per year(2008 data). In order to ensure that OCSD maintains a sustainable biosolids management program, in 2003, OCSD adopted the Long-Range Biosolids Master Plan (Plan). The main policy recommendation from the Plan was to obtain at least three diverse and sustainable long-term biosolids management options, including compost. As a result of the Plan, OCSD entered into long-term contracts with both Synagro, to manage approximately a third of the District's biosolids (250 tons per day) at a state-of-the-art composting facility, and with EnerTech, to manage another third by producing a biosolids-based fuel. OCSO • P.O.Box 8127 4 FOunleln Valley,CA 9272E-8127 • (714)982.2411 Page 2 March 18, 2009 OCSD's remaining biosolids (175 tons per day) is managed through a short-term contract for land application in Arizona with Tule Ranch at a cost of$45.83 per ton. In June 2004, the District entered into a 20-year contract amendment with Synagro to obtain sustainable compost production. If OCSD were to breach the Synagro contract in favor of contracting with Liberty, the OCSD-Synagro contract requires that the damages to Synagro be determined by an arbitrator. The Damages likely would be the full contract price pending Synagro's ability to diligently mitigate by finding replacement tonnage. As such, the cost to OCSD would be well over$6M per year plus the cost for biosolids composting at Liberty. Though the savings would be substantially lower ($250,000 per year) OCSD could re- direct our remaining capacity from Tule Ranch in Arizona to Liberty through 2012. Staff recommends against this action for the following reasons: 1. After three years OCSD would likely not be afforded access to Liberty's composting facility due to the reduction in their permitted composting capacity, or if Liberty elected to install air pollution control equipment their cost would increase similar to what we pay to Synagro. 2. If we pulled out of Tule Ranch in Arizona, our future access to low cost land application in Arizona would likely no longer exist, causing us to pursue a more expensive management option in 2012. 3. We would be in conflict with OCSD's policy to diversify biosolids management technologies and our desire to utilize the competitive Request for Proposal process for the management of the remaining biosolids. JDR:lb H:We0t9\620tbam1diKResponse to Liberty Composting MEMO 3 17 09.eoc i March 18, 2009 it MEMORANDUM TO: Chair and Members of the Board of Directors Oranges County Sanitation District FROM: JameJD. Ruth General Manager, Orange County Sanitation District SUBJECT: March Status Report The following status report is submitted for your review and consideration. 1. Steve Anderson Lift Station Dedication Formal dedication of the new facility is scheduled for Friday, April 17 at 11:00 a.m. Parking lot paving and landscaping are in progress and should be completed early in April. Testing of the Lift Station will begin the first week of April with an ultimate daily flow of 40 million gallons per day being sent to the Orange County Water District for processing at the Groundwater Replenishment System. 2. Secondary Treatment New Grant The President signed the 2009 omnibus appropriation bill. Included in the bill is $300,000 for our secondary treatment CIP. In 2005-2007, OCWD received $1.8 million in federal funding to help support the project. 3. SAWPA Agreement OCSD and SAWPA staffs are scheduled to meet on Thursday, March 19 to resolve issues related to our CIP Long Range Funding Plan and emergency repairs for the SARI Line. 4. IRWD Contract Negotiations Substantive progress has been made on three of the four remaining issues related to our contractual agreement with IRWD. Our staffs are scheduled to meet on Thursday, March 19 to explore our options in an attempt to bring closure Board of Directors Page 2 \ March 18, 2009 �1 to these discussions. A follow up meeting is also scheduled for March 31, after which we hope to begin crafting a new agreement to provide greater clarity to our cooperative operating working relationship. 5. ASCE Award The American Society of Civil Engineers will present the Engineering Achievement Award to OCSD and OCWD for the Groundwater Replenishment System. Chairman Doug Davert and our Director of Engineering, Jim Herberg, and representatives from OCWD will accept the award at the ASCE Conference to be held in Arlington, Virginia on April 23. 6. Ocean Discharge Permit Staff is preparing to submit the application to U. S. EPA and the State Water Quality Control Board, Santa Ana Region, for renewal of our ocean discharge permit. The permit sets requirements for the discharge of our treated effluent into the Pack Ocean. This new 5-year permit will become effective later this year when our current permit, issued in October 2004, expires. Staff will review the permit application with the Operations Committee at the April meeting. 7. Emission Reduction Credits I am pleased to report that, following the Board's direction last year to sell excess air emission credits on the open market, we were able to sell through a broker retained by OCSD five pounds of nitrogen oxide (NOx) credits for $500,000. The proceeds from this sale will go into OCSD's general fund. 8. Time Warner Cable Newscast Chairman Doug Davert was interviewed by Time Warner Cable News on Friday, March 13. The interview covered OCSD's environmental initiatives related to our recycling and conservation efforts, including GWRS, biosolids recycling, energy conversion, urban runoff treatment, and our Fats, Oils, and Grease (FOG), and pharmaceutical campaigns. The interview will start airing in late March. 9. GWRS Agreement OCSD employed the services of KEMA, an outside Engineering consulting firm, to review our contractual agreement with OCWD in relation to the GWRS project. I have appointed an internal review committee to follow up on the consultant's recommendation which will ultimately require a drafting of a new agreement focusing on operations and the potential for a Phase II expansion. The current agreement is construction driven. Board of Directors Page 3 March 18, 2009 10. NACWA Award The National Association of Clean Water Agencies will present the Environmental Excellence Award to OCSD at their annual meeting in July in Milwaukee, Wisconsin. Chairman Doug Davert will accept the award on behalf of OCSD. 11, Training — Labor Relations and Negotiations All members of our EMT attended a training program on Labor Relations & Negotiations conducted by Liebert & Cassidy, Whitmore held at OCSD on Thursday, March 12. The training covered the history and basic fundamentals of labor relations, new laws applying to government employees, and future trends in employer/employee relations. 12. Bond Rating In December of 2008, the Board and the Administration Committee gave staff approval to proceed with a new$200 million debt issuance when the financial markets met OCSD's criteria. Staff has been monitoring the markets and identified March as an appropriate time to proceed. However, while we were prepared to complete bond pricing on Wednesday, March 18, we confirmed during a conference call with our financial advisor that the financial markets had shifted out of our specified range. Therefore, we have decided to delay the issuance for a more advantageous time. At present, our current cash flow projections can support this delay. We will notify the Board when these markets improve and we prepare to complete the transaction. JDR:gg H:)deptVrnot110t110 AdnuntRUTH JAMEStStatus Reports to Boardt2009 GM Status reports12009 03 16 Monthly Status Report.doc AGENDA BOARD OF DIRECTORS ORANGE COUNTY SANITATION DISTRICT ADMINISTRATIVE OFFICE 10844 ELLIS AVENUE FOUNTAIN VALLEY, CA 92708 REGULAR MEETING March 25, 2009 — 6:30 P.M. INVOCATION AND PLEDGE OF ALLEGIANCE (Sharon Quirk— Fullerton) ROLL CALL PUBLIC COMMENTS REPORTS: The Chair, General Manager and General Counsel may present verbal reports on miscellaneous matters of general interest to the Directors. These reports are for information only and require no action by the Directors. 1. Ratifying payment of claims of the District, by roll call vote, as follows: ALL DISTRICTS 02/15/09 02/28/09 Totals $14,730,395.05 $13,823,964.42 DIRECTORS: Pursuant to Government Code Section 84308, you are required to disclose any campaign contribution greater than $250 received in the past twelve months from any party to a contract involving OCSD. This requires that you identify the contributor by name. Further, you may not participate in the decision making process to award a contract to such party. For reference, you are directed to the Register of Warrants as to all current contractors/vendors with OCSD. For the specifics of Government Code Section 84308, please see your Director's Handbook or call the office of General Counsel. 03/25/09 ' Page 2 CONSENT CALENDAR (2) Consideration of motion to approve all agenda items appearing on the Consent Calendar not specifically removed from same, as follows: 2. Approve the minutes for the regular meeting held on February 25, 2009, to be filed and deemed approved, as mailed. STEERING COMMITTEE (3) 3. Order Steering Committee Minutes for the regular meeting held on February 25, 2009 to be fled. OPERATIONS COMMITTEE (4-7) 4. Order Operations Committee Minutes for the meeting held on March 4, 2009 to be filed. 5. a) Approve a contingency increase of$69,885(45%) to the Professional Design Services Agreement with The Austin Company for Laboratory Refurbishment at Plant No. 1, Job No. J-97, for a total contingency of$77,650 (50%); and, b) Approve a budget increase of$70.000 for Laboratory refurbishments at Plant No. 1, Job No. J-97, for a total budget amount of$487,000. 6. a) Approve Plans and Specifications for the P1 P2 In-Plant Public Address System Expansion, Project No. FE07-34, on file at the office of the Clerk of the Board; b) Approve Addendum Nos. 1 through 4 to the plans and spec cations; c) Receive and file bid tabulation and recommendation; d) Award a contract to FEI Enterprises, Inc., for the P1 P2 In-Plant Public Address System Expansion, Project No. FE07-34, for an amount not to exceed $285,000; and, e) Approve a contingency of$57,000 (20%). 7. a) Ratify Amendment No. 1 to Purchase Order No. 102907-OB issued to Hampton-Tedder Technical Services providing Electrical Acceptance Testing Services for Collection System and Treatment Plant Projects, Specification No. PSA-2007-003, for an additional amount of$150,000; and, b) Approve Amendment No. 2 to Purchase Order No. 102907-OB issued to Hampton-Tedder Technical Services providing for Electrical Acceptance Testing Services for Collection System and Treatment Plant Projects, Specification No. PSA-2007-003, for an additional amount of$250,000; and, c) Approve a contingency of$24,000 (3%). 03/25/09 Page 3 ADMINISTRATION COMMITTEE (8 -9) 8. Order Administration Committee Minutes for the meeting held on March 11, 2009 to be filed. 9. a) Adopt Resolution No. OCSD 09-02,Approving the Deferred Compensation Plan with ING Financial Services for Officers and Employees of the District, and Repealing Resolution Nos. OCSD 03-27 and 05-27; and, b) Authorize the General Manager, or his designee,to execute all documents necessary to effect said Deferred Compensation Plan, in a form approved by General Counsel. GWR SYSTEM STEERING COMMITTEE (10) 10. Approve Joint Groundwater Replenishment System Steering Committee Minutes for the meeting held on January 12, 2009, to be filed. NON-CONSENT CALENDAR (11) 11. a. Approve Plans and Specifications for the Replacement of the Bitter Point Pump Station, Contract No. 5-49, on fie at the office of the Clerk of the Board; b. Approve Addendum Nos. 1, 2, 3, 4, 5, and 6 to the plans and specifications; C. Receive and file bid tabulation and recommendation; d. Award a contract to Keiwit/Mass, A Joint Venture, for the Replacement of the Bitter Point Pump Station, Contract No. 5-49, for a total amount not to exceed $19,992.000; and, e. Approve a contingency of$1,599,360 (8%). CLOSED SESSION CLOSED SESSION: During the course of conducting the business set forth on this agenda as a regular meeting of the Board,the Chair may convene the Board in closed session to consider matters of pending real estate negotiations, pending or potential litigation, or personnel matters, pursuant to Government Code Sections 54956.8, 54956.9, 54957 or 54957.6, as noted. Reports relating to(a) purchase and sale of real property; (b) matters of pending or potential litigation; (c) employment actions or negotiations with employee representatives; or which are exempt from public disclosure under the California Public Records Act, may be reviewed by the Board during a permitted closed session and are not available for public inspection. At such time as the Board takes final action on any of these subjects, the minutes will reflect all required disclosures of information. 03/25/09 Page 4 Convene in closed session, if necessary Reconvene in regular session Consideration of action, if any, on matters considered in closed session OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY ADJOURNMENT The next Board of Directors regular meeting is scheduled for April 22, 2009, at 6:30 p.m. 03/25/09 Page 5 Agenda Posting: In accordance with the requirements of California Government Code Section 54954.2,this agenda has been posted in the mein lobby of the District's Administrative offices not less than 72 hours prior to the meeting date and time above. All public records relating to each agenda Rem,including any public records distributed less than 72 hours prior to the meeting to all,or a majority of all,of the members of District's Board,are available for public inspection in the office of the Clerk of the Board located at 10844 Ellis Avenue, Fountain Valley,Califomia. Items Not Posted: In the event any matter not listed on this agenda is proposed to be submitted to the Board for discussion ancVor action,it will be done in compliance with Section 54954.2(b)as an emergency item or because there is a need to take immediate action,which need came to the attention of the Board subsequent to the posting of agenda,or as set forth on a supplemental agenda posted in the manner as above,not less than 72 hours prior to the meeting date. Public Comments: Any member of the public may address the Board of Directors on specific agenda items or matters of general interest. As determined by the Chair,speakers may be deferred until the specific item is taken for discussion and remarks may be limited to three minutes. Matters of interest addressed by a member of the public and not listed on this agenda cannot have action taken by the Board of Directors except as authorized by Section 54954.2(b). If you wish to speak, please complete a Speaker's Form(located at the table outside of the Board Room)and give it to the Clerk of the Board. Consent Calendar.All matters placed on the Consent Calendar are considered as not requiring discussion or further explanation and unless any particular item is requested to be removed from the Consent Calendar by a Director,staff member or member of the public in attendance,there will be no separate discussion of these items. All items on the Consent Calendar will be enacted by one action approving all motions,and casting a unanimous ballot for resolutions included on the consent calendar All items removed from the Consent Calendar shall be considered in the regular order of business. Members of the public who wish to remove an item from the Consent Calendar shall,upon recognition by the Chair, state their name,address and designate by number the item to be removed from the Consent Calendar. The Chair will determine if any items are to be deleted from the Consent Calendar. Items Cominued: Items may be continued from this meeting without further notice to a Committee or Board meefng held within five(5)days of this meeting per Government Code Section 54954.2(b)(3). Meeting Adioumment: This meeting may be adjourned to a later time and items of business from this agenda may be considered at the later meeting by Order of Adjournment and Notice in accordance with Government Code Section W55(posted within 24 hours). Accommodations for the Disabled: The Board of Directors Meeting Room is wheelchair accessible. If you require any special disability related accommodations, please contact the Orange County Sanitation District Clerk of the Board's office at(714)593-7130 at least 72 hours prior to the scheduled meeting. Requests must specify the nature of the tlisabiliN and the type of accommodation requested. r....._..__.........................................................................................................................................................................................................................................._.____....................: 'NOTICE TO DIRECTORS: To place items on the agenda for the Regular Meeting of the Board of Directors, hems shall be submitted to the Clerk of the Board no later than the close of business 14 days ipreceding the Board meeting. The Clerk of the Board shall include on the agenda all items submitted by j Directors,the General Manager and General Counsel and all formal communications. :General Manager James D. Ruth (714)593-7110 Truth®ocsd.com :Assistant General Manager Bob Ghirelli (714)593-7400 rohirelli@ocstl.com ;Clerk of the Board Penny Kyle (714)593-7130 pkvleAocsd.com j Director of Engineering Jim Herberg (714)593-7300 iherbergCZDocsd.com 'Director of Fin. &Admin Services Lorenzo Tyner (714)593-7550 Itvnentfimsd.com j Director of Operations& Nick Amontes (714)593-7210 narhontesll omd.com Maintenance lDirector of Technical Services Ed Torres (714)593-7080 etorres0.ocsd.com !General Counsel _.................._Brad,Hogin .,.,.............. -,(714),415-1006._...bhoging s-law.corn...,._....._.._.,_.....,,,,,,,, H:Wephagenda\Board Agendas@009 Board Agendas\032509.agenda.dwx e Orange County Sanitation District MINUTES BOARD MEETING February 25, 2009 QJN�y SAHITgT�oy o � rFcr'y HE ADMINISTRATIVE OFFICES 10844 ELLIS AVENUE FOUNTAIN VALLEY, CALIFORNIA 92708-7018 1 Minutes of Board Meeting 02/25/09 � Page 2 ROLL CALL A regular meeting of the Board of Directors of the Orange County Sanitation District was held on February 25, 2009 at 6:30 p.m., in the Administrative Offices. Following the Pledge of Allegiance and invocation, the roll was called and the Clerk of the Board reported a quorum present as follows: ACTIVE DIRECTORS ALTERNATE DIRECTORS X Doug Davert, Chair John Nielson X Larry Crandall, Vice Chair Steve Nagel )C John Anderson Jim Winder X Charles Antos Gordon Shanks )F Tom Beamish Rose Espinoza A7 Keith Bohr Don Hansen X Bill Dalton Steven Jones Jon Dumitru X Denis Bilodeau X Troy Edgar Ken Stephens T James M. Ferryman Bob Dolan X Phil Luebben Prakash Narain X Patsy Marshall Fred Smith )F Roy Moore Ron Garda X Joy Neugebauer Al Krippner X Chris Norby Janet Nguyen X Sharon Quirk Pam Keller X Brad Reese Bill MacAloney X David Shawver Carol Warren X Christina Shea Steven Choi 3F Harry Sidhu Lucille Kring X Sal Tinajero David Benavides )F Constance Underhill Joseph Aguirre T Mark Waldman Henry Charoen X Don Webb Leslie Daigle X I John Withers Douglas Reinhart STAFF MEMBERS PRESENT: Jim Ruth, General Manager; Bob Ghirelli, Assistant General Manager; Ulia Kovac, Associate Clerk of the Board; Nick Arhontes; Jim Herberg; Ed Torres; Lorenzo Tyner; Michael Gold; Norbert Gaia; Ryal Wheeler, Paula Zeller OTHERS PRESENT: Brad Hogin, General Counsel; Drew Kolosky, Liberty Composting ' Minutes of Board Meeting y' 02/25/09 Page 5 9. a) MOVED, SECONDED AND DULY CARRIED: Approve a Professional Design Services Agreement with Malcolm Pirnie, Inc. for Newport Force Main Condition Assessment, Project No. 5-60, providing for engineering design services for an amount not to exceed $1.120,418; and, b) Approve a contingency of$112,042 (10%). 10. a) MOVED, SECONDED AND DULY CARRIED: Approve a Professional Design Services Agreement with Malcolm Pirnie, Inc. for CenGen Cooling Water System Replacement, Job No. J-109, providing for engineering design services for an amount not to exceed $1,489,877; and, b) Approve a contingency of$148,988 (10%). 11. Item pulled for discussion. NON-CONSENT CALENDAR 8. Jim Herberg, Director of Engineering, clarified that the funds for this project are being funded from other projects' unspent funds. MOVED, SECONDED AND DULY CARRIED: Establish a budget for Outfall Land Section and COBS Piping Rehabilitation, Project No. J-112, in the amount of $7,858,836. 11. Ed Torres, Director of Technical Services, informed the Board of Directors that biosolids would be sent to Arizona. MOVED, SECONDED AND DULY CARRIED: Approve Amendment No. 3 to the Agreement for the Management of Biosolids, specifying biosolids from Orange County Sanitation District will no longer be transported to or beneficially reused at any sites operated by Tule Ranch/Magan Farms in Kern County, California, in a form approved by General Counsel ADMINISTRATION COMMITTEE 12. MOVED, SECONDED AND DULY CARRIED: Order Administration Committee Minutes for the meeting held on February 11, 2009 to be filed. 13. MOVED, SECONDED AND DULY CARRIED: Approve the FY 2009-10 budget assumptions and direct staff to incorporate these parameters in preparing the FY 2009-10 budget update. Minutes of Board Meeting 02/25/09 b Page 6 NON-CONSENT CALENDAR No items to be considered. CLOSED SESSION CONVENE IN CLOSED SESSION PURSUANT TO GOVERNMENT CODE SECTION 54956.9(c): The Board convened in closed session at 7:00 p.m. pursuant to Government Code Section 54956.9(c)to discuss one matter(Agenda Item No. 14). Confidential minutes of the Closed Session held by the Board of Directors have been prepared in accordance with California Government Code Section 54957.2 and are maintained by the Clerk of the Board in the official Book of Confidential Minutes of Board and Committee Closed Meetings. RECONVENE IN REGULAR SESSION: The Board reconvened in regular session at 7:06 p.m. ADJOURNMENT: The Chair declared the meeting adjourned at 7:08 p.m. Lilia Kovac Associate Clerk of the Board Orange County Sanitation District Clalms Ped From 01101109 to 01/15/09 Warrant N. Vendor Amount Description Accounts Payable•Warne, 17482 Slook 8 Veatch Corporation 5 137,131.18 Profed,saral Services Pt-102 17483 Blue Crosa of California 524,47954 Madical Insurance Premium 17484 Corporate Image Maintenance,Inc. 35,020.00 Custodial Services Spec.No.9899-09 17485 Data Dental 66,091.98 Dental Insurance Plan 174M Iteration Tedder Technical Services 41.418.50 Professional Services-Electrical Acceptance Testing-Various Capital Projects 17487 JCI Janes Chemicals,Inc. 68,427.17 Sodium Hypochlodte 17488 Keiser Foundation Weida Plan BO,ill Medical Insurance Premium 17489 Uberty Mutual lneuarce Company 75,322.42 OCIP Insurance-Usb1111y 8 Workers'Comp 174N Malcolm Plants.Inc. 44.237.45 Professional Services 5508624A 17491 Microsoft Carporetlon 50.859.00 Software Program Consullirq Services 174W Creep County Water District 75,475.91 Green Acres Water Project(GAP) 17493 Peppmdine University 30,624.70 Or-Ste Training-Leadership Academy 17494 Polydyne,Inc. 38,284.33 Catania Polymer MO 3-11-92 17495 RBF Consulting 49,388.37 Engineering Serviced,J-108 8 2-24-1 174% Science Applications International 40.741.00 Ocean Monitoring MO 6-8-94 17497 Themro Electron North America,L.L.C. 74.058.90 Lab Park 8 Supplies and Maintenance Agreement-ICP-ES Instrument 17498 tub Ranch/Megan Fame IN.M.32 Reeldueld Ramaval MO 3-29-95 174% WatioRmuce Association 25p00.00 2009 Subscriber Fees-Strengthen 8 Support Research Program 17500 Hells Electric.Inc. 121.M.57 Construction P1.71 17501 J F Shea Construction,Inc. 1,144,747.02 Construction P2-66 17502 Klewil Pacific Co. 3,349,874.70 Construction P1-102 17503 Maon Electric Construcllon Corp. 218.070.00 Conservation P1-97 17604 Orion Construction Corporation 116,660.00 Conalroctlon Pi-101A 17505 Shimmlck Construction Co..Inc. 1,211,585.41 Construc0on P2�808 P2-91 175M Wells FsW Bank 372,208.W ConstruNon PlAW,Retention 175W J F Shea Construction,Inc. 752.237.38 Canstrucllon 1.106 17508 Union Bank of Canaria Escrow 60.249.84 Construction P248,Retention 17508 Union Bank of Cie fomia 134,820.61 Conservation P2-80 8 P2-91,Retention 17510 Union Bank of Cablome 83.581.93 Construction 1.1M 17511 Orange County Senllatlon Disbict 25,572.W Workers Camp,Reimb, 17512 American Telephone 8 Telegraph Corp. 208.39 Teachers Service 17513 Ago IndustriaeOBA So Cal Sweeping 980.00 Street Sweeping Services 17514 Alrgaa Safety,Inc. 1,186.98 Safely Supplies 17515 Amertcan General Life Insurance Co. 1,380.00 Employee Annual Voluntary Life Insurance Premium 17616 Anscomp,Inc. 699.00 Complier Maintenance 17517 Argent Communications Group 545.00 Seeks 8 Publications 17518 ASSE American Society of Solely Engineers 890.N Training Registration 17519 Msecal of Energy Engineers 65.00 Memaership 175M AT 8 T Mobility 11,L.L.C. 8.609.73 Wireless Telephone Services 17621 BHI Management Consulting 5,135.36 Profesd,anal Serve.-Serategic Planning 8 Facllite0ng Serviced ar EMT Retreat 8 Board Workshops 17522 BotamlinatechmINIes,Inc. 4,240.22 Software License Renewal B Suppod-Opla Dead 17523 Cunninglwm,Maurice 1,634.00 Reconciliation User Fee Refund Program 17524 California Recreation Company 3.020.92 Boat Slip Renal Fees for Cceen Monilarina Vessel Nerlssa 17M Carollo Engineers 11,737.01 Professional Servkes PI 41 175M Circle,Inc. 484.88 Printer Maintenance 17527 Cry of Madeline 4,009.32 Cooperative Projects Reimbursement Program 17528 mm 120.00 Membership(ConsWCSon Management Assoc.of America) M:wePMeE1F%aELAUU3aW8HME1CIume Paid A_01n5meex E%HIBITA fiM10AC Page 1.I8 yjrapB Claims POW From 01/01/09 to 01/15N8 Warrant No. Vendor Amount DeactripD. 17629 CMAA 120.00 Membership 17630 Commissar Components of California 2,495.00 Mechanical Parts B Supplies 17531 CompuCom Systems.Inc. 3,070.27 Shcwara Licenses-Microsoft Enterprise 17532 CWEA Membership 452.00 Training RegishatlonB MembarMip(Celd Water Envhonment Asaw.) 17533 Earth Tech,Inc. 1,737.40 IsWessbnel Services 1-24 17W Environmental Compliance Inspection Svice. 1.400.00 Profesci...I Services-Fab,ON Greece(FOG program)Inspedlonc 175M Ferguson Enterprises,Inc. 164.94 Mechanical Paris a Supplies 17536 Financial Comming Solutions Group,Inc. 7.040.00 Professional Services-Wholesale User Rates Re SARI LNa 17537 Forked Engineering It Surveying,Inc. 600.00 Surveying Servims-Various Caphad Projects 17538 GOldeneest Corp. 900.00 Various Repair Maintenance Services 17539 Govplece 4,417.61 Computer SoftevaralHan!"m-Server 17540 Hill Brothers 15.229.29 Chemicals-Odor B Corrosion Control-Neviporl Trunklirre 17541 Hope HeaIM 564.60 Publication-Waitress Newsletters 17542 Hub Auto Supply 169.99 Vehicle Park 8 Supplies 17543 Jamison Engineering Contractors,Inc. 9.721.00 Installation of Pump Piping&Hot Tap Sludge Lim 17W John C.LjuWnkov 195.00 outside Lab Analyses 17545 M.T.Motor Rapalr 15.848.75 Motor Repairs 17546 MassMUWal Financial Group 7,586.00 Employee Life Insurance Premium 17547 Manley's Boiler,Inc. 1,940.00 Repair B Maintenance Services-Boller 17548 NAGDCA 600.00 Membership 17549 Neutron Products,Inc. 9,413.04 Anionic P.".r 17550 Nickell Metal Spray 960.00 Renter B Maintenance Services-Recond6ion Sleeves 17551 0 C Tanner Recagmit on Company 997.09 Employee Service Awards Program 175U Olin Corporation 3,632.44 Sodium Hydroxide 17553 Oxygen Service Company 1,069.45 Lab Pens&Supplies 175U Pmxair,Inc. 383.12 Lab Parts B Supplies 17655 Prudential Insurance Company ofAmedca 2,480.55 Employee Voluntary Lang-Tenn Care Insurance 17556 Quinn Power System Assoc. 2,135.56 Repair&Maintenance Services-Oran Monitoring Vessal,NWssa 17557 Roberto's Auto Tram Shop 524.65 Upholstery Repair 17558 Rockhurst University Education 179.00 Training Reglehatlon 17569 South Coast Air Quality Management Dist. 2,318.38 Permit Fees-Annual Emission,Operation 8 Misc Fees 175N Southern Celilomm Coastal Water 12,000.00 Regional Ocean Manitodng 17581 Stanley Steamer lnhmemml.Inc. 2,047.00 Carpel Cleaning Services 17562 Time Warner Communicatlan 51.63 Cable Services 17563 T-MONle 105.88 Wireless Airtime 17564 Tortuga Pool Services 310.00 Weakly Cleaning of Atrium Pond 17565 TdCounty Fim 6197.07 Ment.Agree.for Annual InspedlonSerWtlng Fim Extinguishers at Plus.1 8 2,Pump Sles.S Real Vehicles 17666 UC Regents 650.00 Training RegistroWn 17557 United Parcel Service 164.64 Parcel Services 17M Vadmn California 732.92 Telephone Services 17569 Vedmn Wireless 785.18 Whetoss Telephone Services 17670 Vision Service Plan CA 9,699,00 Vision Service Premium 17571 VOgex IndusWes 2,594.95 Dom RBpehMReplecamenls-Various Locations 17572 WakenhW Corporation 74.80 Security Services 17573 WoddalWork 235.00 Membership 17574 Yele/Cheae Materiels Handling,Inc. 130.94 ElecWC Cad Pad. 1757a Yorke EngimeMg,L.L.C. 4,900.00 Professional Services-Air Quality Audit 17676 Association of Energy Engineers 200.00 Membership HMpmMEXCELtlO42MPSIWRflLvbm Polo Repent]WTgalnuPaMigcn'MeNm.mf Ot-re0a.px EXHIBITA Nwtwc Page 2 of 8 vsvaos a Claims Paid From 01101109 to 01115109 Warrant M. Vendor Amount Description 17577 Union Bank of Callkmis 24,230.W Construction PI-97,Retention 17578 VaWed Check - - 17579 Carina M.Chaudhry, 159.60 MeelinfTraining Expense Reimbursemeix 17580 Tod E.Haynes 120.00 Mestinfirrmining Expanse Reimbursement 11681 VoioelCheck - - 17582 Card N.Phillips 125.00 Mearng71 naming Expense Reimbursement 17583 Jana H.Trsn 126.W Meetagaraming Expense Reimbursement 175M Gary J.Tulasosapo-Kemper 2W.W Meelin0/rvining Expense Reimbursement 17585 Union Bank of Caliiomle 13.467.73 Cons1mo90n Pi-71,Retention 175M Ocany or Orange Auditor Controller 49 W Administration Fes-Adjustment to Property Tax Bill 17587 County of Orange Auditor Controller 375.W Administrator;Fee-Adjustment to Propery Tax 6111 17588 County of Orange Auditor Controller 20.00 Administration Fee-Adjustment to Property Tax Bill 17M Oawa d,Nichols 8 Hewitt Packard 1,849.29 Employee Computer Loan Program 17590 Phillip Peacock 4.WD.00 Annexation Fes-Cowan Neighs 17591 Cindy Wallin 5,000.00 Payout Check-Bill Wean 175K American Express 26.38825 Purchasing Card Program.Miec.Supplies 6 Services 17593 Sown 6 Caldwell 134,182.61 Probeeionel Services P2-90 175N Business Objects Americas 40.195.40 Software Maintenance B Support-Business Obiecle 175M Camp Dresser 8 McKee,Inc. 39,559.81 Professional Services J47 175M Cemllo Engineers 111,049.62 Professional Services-PI-77,P2.68 and Repairs io 12P Oceen Oulfall Junction Box Stations 17697 General Manufacturing Co. 29,106.15 Mechanical Paris 6 Supplies 17696 IBM 32.091.5,10 Maintenance Agreement AS400 17599 Jamison Engineering Contractors,Ma 60.649.33 Professional Services-J-77,Chaffer Repairs 8 Scafodag Set-Up 17WD Malcolm Plmle,Inc. 151,032.58 Profeeeiorml Services 1.10 8 P240 17601 NRG Engine Sensors,L.L.C. 136.165.39 Repair 6 Maintenance Services-40,000 His.Cen-Geh/CoGen Ovemsuls at Pit.I A Pit.2 176M Polydyne,Inc. 59,497.55 Catlonle Polymer MO 3-11.92 1760 RBF Consulting 52.673.00 Surveying Sarnces-Various Locations 17600 So Cal Gas Company 29.824.82 Natural Gas 176M Spectrequasl,Inc. 31,875.47 Tum-Key Vibration Training Packets 6 Hands-On Training 176M Synagro weal,Me. W,015.71 Residuals Removal MO 3-29-95 17607 Tate America Iran,Carp dips TCS America 28,441.12 Installation B Implementation of IBM-Maximo Software 17608 Yala Chase Materials Handling.Inc. 40,045.30 Electric Cart Pads 17609 A W Chesterton 11,154.51 Machunlral Pans B Supplies 17610 Able S®Ie Repair 675.00 Loading Scales Quarterly Inspection 8 Corti0ation for Pits.1 8 2 17611 Aerolek 10,88720 Temporary Employment Services 17612 AGX Corporation 2,984.42 Electrical Pain B Supplies 17613 Argas Safely,Inc. 5707.14 Safety Supplies 17614 WIMad,Inc. 335.49 Ergonomio Computer Supplies 17615 Aga-Robbins,Inc. 143.67 Instrument Supplies 17616 American Airlines 306.01) Travel Services 17617 Amtech Elevator Services 1,400.W Monthly Elevator Maintenance at Pita.182 17618 AppleOne Employment Service 9,611.71 Temporary Employment Sensces 17619 Applied Industrial Technology 101.74 Mechanical Paris 6 Supplies 17620 Adenine lmWment 715.75 Instrument Resell 17621 Ashbrook Corporation 699.55 Mechanical Parts 8 Supplies 17622 Askew Industrial Corp. 870.14 HeMwant Fasteners 176M AT B T MDbilfty 11,L.L.C. 1,752.21 Tallman Equipment B Activation 17624 Awards 6 Trophles Company 552.76 Awards 8 Plaques H:Wag OUCN.MTlPAP81MREWL6m fhtl BpMlaOapGVMPYPIvpwl-MM1Miew_A_M-tNB.Yu EXHIBAA loses Page 3 of 8 y54009 Claims Paid From 011111I09 to 0111NN Warned No. Vendor Amount Description 17625 BC Wire Roper&Rigging 200.00 Mechanical Pads&Supplies 17626 Banned Bowan Lighthouse 3.45131 Instrument Paris&Supplies 17627 Bidqulp Products 1,732.68 Lab Pads&Supplies 17628 Blue Diamond Car Wash,Inc. 481 OCSD Vehicle WashlnplWaxbrg Semicas 17629 Buninglee Safety Laboratory,of CA,Inc 496.90 Safety Equipment&Tools 176W Bush&Associates,Inc. 430.00 Survoying Services-Various Localione 17631 C9I1fomis Dept.of Child Support 1,302.45 Wage Gamishment 17632 California Rhoden Sales and Semite 2.073.45 Mechanical Pons&Supplies 17633 Cameron Welding Supply 160.60 Welding Pans&Supplies 17634 Caller Sales&Distribution,L.L.C. 1.620.14 Mechanical Perot&Supplies 17635 CASA 425.00 Meeting Redemption-Division 1ID(Carl.Association of Sanitation Agencies) 17636 Compact Truck Bodies 576.46 Repair&Maintenance Services-Air Compressor 1707 Charles P.Crowley Co. 4.193.89 Pump 176M City of Garden Grove 424.27 Water Use 17639 City of Huntington Beach 150.00 Training Registration 17640 CMAA 300.00 Training Registration(Construction Management Assoc.of America) 17641 Columbia Analytical Services,Inc. 3.1901 Analysis of Wastewater,Industrial Wasewater&Doi 17642 Computer Protected Technology,Inc. 10,848.75 Quarterly Maintenance of Batteries,Rectifiers,and UPS System 17643 Con-Way Western Express 213.97 Freight Services 17W Connell Chevrolei 608.36 Vehlde Pads&Supplies 17M Condlland Technologies,L.L.C. 12.760.00 Computer SogvrerelHeNwan&Installation-(2)Dr w,KiislNeo Series 17M Consumers pipe&Supply Co. 2,145.54 Plumbing Pads&Supplies 17647 Corporate Express 3,467A3 Office Supplies 17US Counterpart Enterprises.Inc. 1.4701 Pump 17649 County of Orange Auditor Controller 280.00 Enaoechmenl Permit 2-24-1 17650 County Wholesale Electric Co. 13,298.70 Electrical Paris&Supphes 17651 Crane Veym Corp. 9.289.81 Repair&Maintenance Smvbes-Creeds 17652 Crump&Co.,Inc. 1,11i Pump Posts&Supplies 17653 Culligan of Orange County Si Maint.Agreement-Can Gen Welds So0ener System 176M CWEA Membership 292A0 Training&MembeMip(Quit..Water Environment Assoc.) 1760 David's Time Service 1,150.00 Tree Melnt.Servme 17M Deem Pumps&Paris,Inc. 22.657.D3 Pump&Pump Pads&Supplies 17657 DIRECTV 419.00 Subsosiption 176M Di Systems Engineering,Inc. 1.104.99 Professional Services FE07.11 176S Dun&Bradstreet,Inc. 13.095.00 Reporting Services-Capital Improvement Program Bidder Responsinfiy Evalumlon 17660 Dunn Edwards Corporation 49.27 Paint Suppler 17661 Empeyee Benefits Specialists,Inc. 11,981 Reimbursed Pro eld Employee Medical&Dependent Care 176W Employers Group 1,395.00 On-Site Training-Supervisory Trelning 17603 Environmental Resource Assocletes 1.631 Lab Pads&Supplies 17W Emoo mental Sampling Supply 273A0 Lab Pads&Supplies 17665 Environmental Water Solui Inc. 2,778.97 Plumbing Pads&Supplies 17666 Ewing Irrigated Industrial 101.36 Landscape Irrigated Parts&Supplies 17667 FEDEX Corporation 22.31 Freight Servlces 17666 Ferguson Enterprises,Inc. 104.94 Mechanical Pans&Supplies 17M Fater Belo.Ina. 3.410.20 Filler Press Belle 176M Filtadine Commission 259.16 Filters 17671 Firm Science Tools,Inc 479.31 Lab Pans&Supplies 17672 Fishes SdenBi Company.L.L.C. 6,7WAl Lab Pans&Supplies M9n1N'a%ceLa1M230NPerUeElLerm Pala nepmr000moe'..wvsldR.pen-uudimmm A_m.twe.m. P 4of6 EXHIBITA Pop NSde9 m �. Claim.Paid From 01MIM9 to 01115109 Wis and No. Vendor Amount Description 17673 Flo Spleens,Inc. 638.21 Pump Pens&Supplies 17674 Franchise Tex Board 50.00 Wage Garnishment 17675 Franklin Covey 319.18 Office Supplies 17676 From Pievi 543.00 Hume.Resources Background Checks 17677 Frye Electronics M.31 Computer Supplies 17678 Don Grayson 3,SD1.45 Professional Services-Workplace Environmental Consultant 17679 Gallade Clornical.Inc. 3,OD2.90 Hydrochloric Acid 1768D Ganatt Callahan Company 2.524.59 Chemicals 17MI Game Fiberglass Installers 4.741.00 Repair&Maintenance Services-Fiberglass Camphor 17M GeomeMx Camulants,Inc. 13,080.00 Geotechnlcal and Malenal Testing Services for Vinous Capital Projects 17M George T.Hall 110.17 Electron Peas&Supplies 17684 Gilmour Group do Lippincott Co. I'M." Hoses 17685 Glens Alignment&Brake Service 150.73 Vehicle Alignment Sandcas 17M Golden Bell Products 9,843.00 Contractual Services-Insecticltle Coating of Manholes 17587 Goldehiest Corp. 9,MO.00 Repair&Maintenance SeMcas-Tunnel Gaining at Plant No.1 178M Grainger,Inc. 2.940.23 Electrical&Miscellaneous Supplies and Tools 17689 Graybar ElecMC Company 138.67 Electrical Paris&Success 176M Hampton Tedder Technical Services 6,126.75 Probscorud Services-ElecMcal Acceptance Testing-Various Cement Projects 17691 Harrington Industrial Plastids,Inc. 7.543.21 Mechanical Peas&Supplies 17692 Hasty Oil Co.,Inc. 380.54 Gram 17593 Hamlett Packard Company 7,257.41 Computer SoBmareMardmmro-(4)LCD Members,(5)Laptop Docking Stations&Training 17694 Hi Standard Aulourch a 301.59 Automotive Pads&Supplies 17695 MIµ Inc. 1.302.97 Toot 175% Home Depot 1,693.68 Mlse.Repair&Maintenance Material 17697 H opNns Technical Products 2.513.89 Mechanical Pads&Supplies 176M Hub Auto Supply 1,D59.46 Vehicle Pam&Supplies 17M City of Huntington Beach 11.29 Water Um 17700 Indiana Child Support Bureau 29D.00 Wage Garnishment 17701 Industrial Dishl0ution Group 978.58 Mechanical Pane,Supplies&Toole 17702 Internal Revenue Service 125.00 Wage Garnishment 17703 Inarsab Beeedm of CaI Coast 86.15 Batteries for Vehicles&Carts 17M Intl.Union of Other.ling.AFL CIO Loml 601 4,850.99 Dues Domiclion 17705 Who Rench Water Ctsact 7.50 Water Use 17708 Jays Catering 668.19 Meeting Expenses iiw Johnstone Supply 511.07 Elected&Mechanical Supplies 17708 Keiser Sales Corporation 355.58 Meehankal Pam&Supplles 17709 Kissel Emironmenal Lab 50.00 Outside Laboratory Services 17710 L.Johnsen Painting 3.340.00 Painting SeMms 17711 Lee Safety Supply,Inc. 741.73 Safety E4uipmam 17712 Lance Sell and LanghaN 783.00 Professional Services-Internal Auditors 17713 Lleben Cassidy 260.00 Training Registration 17714 Court Order 150.00 Wage Garnishment 17715 Lucclt Biannual Foods.Inc. 182.63 Meeting Expense 17718 Marketing Sery Inc. 24,49 Steel Name Plate for Bailer 17717 Nerved Electronics 24.84 Spray Camper 17718 MassMutual Michel Financial Group 79.1)4 Executive Disability Plan Premium 17719 Materials am Contract Smil ss 10,792.00 Temporary Employment SeMms 17720 McMaster Carr Supply Co. 281.45 Meemnical Paris&Supplies nwa�ema Ldmts]ouFaHMeclnmrneasspoaaamc MPe4Rmm�m. A_0lnsas.nsa EXHIBITA .1.4c Pape 5 or8 2liRde9 Claims Paid From 01/01/09 to 0lRSK19 Warrant Na. Vorelo, Amount Description 17721 Medlin Controls Co. 2,159.46 Instrument Pens&Suppose 17722 Mohler Toledo 366.00 Calibration Services-Balances 17723 Mlele,Inc. 638.67 Liquid Detergent 17724 Court Order 225.00 Wage Gamishmenl 177M Mr.Crone,Inc. 5.011.20 Crane Ramat-Equipment HaulRrznepwl 17726 National Bond&Trust 1.789.95 U.S.Savings Bonds Payroll Deductims 17727 Neal Supply Co. $13.41 Plumbing Supplies 17728 New Brunswick Scientific 385,00 Repair&Maintenance Services-Lob Instrument 17729 Nextel Communications 1,044.44 Cellular Phones&Air Time 17730 Mnyo&Moore 3,161.00 Proressoml Services-Scile.Concrete&Other Materials Testing for Vanous Capital Projala 17731 NaM American Assoc.of Education Nego. 900.00 Computer Sollware/Hardware-Classified Negotiations Coaling Modal 17732 O C Tanner Recognition Company 1,323.56 Employee Service Awards Program 17733 OCB Reprographics 9,770.54 Printing Service 17734 OCEA 605.69 Dues Deduction 17735 Ofitce Depot Business Services Division 4,197.46 Office Supplies 17738 Olin Corporation 3,860.26 Sodium Hydroxide 17737 OMI Industries 3,345.00 ChemicalsGoluWns 17738 Oneeource Distributors.Inc. 9,6510.36 Electrical Paris&Supplies 17739 Orange County United Way 60.00 Employee Contributions 1774D Orange Fluid System Technologies.Inc. 290.04 Plumbing Paris&Supplies 17741 Oxygen Service Company 998.58 Pat Shop Gases&Lab Pant&Supplies 17742 Pock Mechanical Supply 4,456.90 Plumbing Supplies 17743 Parkbouse Tim,Inc. 2,359.68 Tires 17744 PCS Express,Inc. 105.04 Courier Service 17745 Pas.OMcars Council of CA 2,081.50 Dues Deduction,Supenisom&Professionals 17746 PL Hawn Company,Inc. 105.12 Electrical Paris&Supplies 17747 Pbnabtes,Inc. 7.631.25 Software Licensee-BidsOnline 1770 Plumbers Depot Inc. 3,541.74 Mechanical Paris&Supplies 17749 Primrose lea Co.,Inc. 100.00 Ice For Samples 17750 Procare Work injury Center 675.00 Medical Screening. 17751 Process Equipment Company 2,343.75 Pump Supplies 1770 Prudential Overall Supply a.227.92 Uniforms&Related Articles 177M Puhmelsler America,Inc. 115.54 Pump Supplies 17754 R L Abbott&Associates 2.000.00 Kam County Blosolids Consulting Services 17755 Rainbow Disposal Co. 3.376.40 Trent Removal 177M Rellastar 7.909.55 Employee Voluntary Life,Cancer&Supplemenlal Short Term Disability Insurance 17757 Restek Cory. 42,49 Lab Pert&Supplies 17758 Retrofit Paris&Compensate.Inc. 388.03 Mechanical Pam&Supplies 17759 Rob Rooter NOCe11 2,MBA8 Plumbing Services-Water Una Repairs 17M Stowing Bbaet 3,098.41 Pump Paris&Supplies 17761 Scott Specialty Oases,Inc. 4,203.06 Lab Paris&Supplies 17762 Scohal Voice&Dab,Inc. a2.W Telephone System Maintenance 17763 Shamrock Supply Co.,Inc. 876.16 Paint&Mechanical Supplies 17764 Shu cluck Sales&Engineering 2,477.53 Mechanical Pane&Supplies 177M Aldrich Chemical Company 184.62 Lab Pens&Supplies 177B6 Smlb-Emery Company 104.00 6dts,Concrete&Other Materals Testing 17767 Smith Point and Supply 383.21 Paint Supplies 17768 Snap On Tod. 826.63 Small Tool Expanses H WemwseExCEL.Ma\730NPSHPRE1CI vu;Ptl4 RepM1t04a{Ga'vrYwJReporl-ANnmrN_0.0fAaL0.as, FJWIBITA aw9la4 Page 6 of rasa U - Claims Paid Fram 01101119 to 0111 LOB Warrant No. Vendor Amount Description 17769 Southern California Edison 1.683.89 Power 17"0 Trans Company 193.96 MaMenlral Pane&Supplies 17771 Speak TOM 710.00 Temporary Employment Services 17772 SST BeneSte Consutiing&Insurance Services 7,880.00 Professional Services-DoodeE Compensation Programs inn Summit Steel 201.49 Motel 17774 Surged Ford 71.92 Vehicle Paris&Service 17775 Surged Industrial Pens 909.72 Mechanical Part&Supplies 17775 SYMCAS TSG(Technical Service Group,Inc.) 1,598.08 SCADA System VAX Son ok Agreement 177" TekSystems 5,010.00 Temporary Employment Service. 177M Terminix International 60.00 Past CoMml 17779 Testimonies Ontario 3,344.80 Analysis of Bleaches 177M The Orange County Register 2,912.DS Notices,&Ads 17781 no StandaN Insurance Company 2,691.92 Exev.dva Disability Insurance 17M no.Electron Corp. 91.80 Lab Pans&Supplies 17783 no.Electron North Amar.,L.L.C. 414.06 Lab Pens&Supplies 17764 Thompson Industrial Supply.Inc. 13.901.88 Mechanical Paris It Supplies 17785 Two.Construction 1.670.00 Repair&Maintenance Services-Chain Link Fence 177M Townsend Pudic Affairs 7.500.00 Legislative&Executive AOmcete for Grant Funding 17787 Truck&Auto Supply,Inc. 2.384.10 Autumotlye Pane It Supplies 17788 United Pacify Services,Inc. 11.016.99 Landscape Maintenance at Plants 1&2 ant Pump Stations 17789 United Parcel Service 65.77 Parcel Services 17790 United Swiss Plastic Carp. 68.89 Lab Pens It Supplies 17781 US PeroxMe,L.L.C. 21.191.29 Odor&Conceded Control Treatment for Col.Sys,.;Hydrogen Peroxide&Ferrous Chloride 17792 Valley Dared Olesel Alison 30771 Electrical Pens&Supplies 17793 Vapex,Inc. 1,583.00 Sensor 177ce Varian Associates,Inc. 3.571.28 Lab Paris&Supplies 17795 Villega Nursed.. 86.09 Landwpira Supplies 177M Vision Financial Corporation 454.68 Employee Voluntary Insurance Premium-Pe l'"t Insurance 17797 Vortex Industries,Inc. 216.00 Door Repalrs 17798 VWR SCIsntIBC Products 2,343.73 Lab Paris&Supplies 17789 Would,Simony Supply 6D5.97 Jamorial Supplies 17NO WCR Incorporated 6,560.91 Repair&Maintenance-Jacket Water Heat Exchanger 17801 WEF 217.00 Membership-Water Environment Federation 17802 Wes ,Distributed.Inc. 1,019.38 Electrical Paris It Supplies 17803 Golden State Controls 3,111.67 Electrical Pads&Supplies 17804 Wetlpon Apparatus OBA Breaker Supp. 7,M7.83 Elecrcal Pads&Supplies 17805 WiaLabs,Inc. 1,367.00 Repair&Maintenance SeMces-Lab Instrument 17M Xerox Corporation 939.26 Copier Sande.-Equipment Leases,Managed Services,&Metered Copy Usage&Charges 17807 Court Order 912.50 Wage Garnishment 1780E Ma8 Adams 195.00 Msetidgg nnining Expense Reimbursement 17809 Layne T.BaroMl 278.86 Maekngrtrslning Expense Reimbursement 17810 Wesley G.Bauer.ll 1.335.21 MeelingRminln9 Expense Reimbursement fl811 Jon 0.Bradley,Jr. 195.00 Meeting/Troning Expense Reimbursement 17812 James L.Bumn 135.00 Meeting/TrelnM Expense Rehnbure0ment 17813 Vladimir A.Kogan 501.16 MeedngRralnba Expense Retmbursament 17814 Umeah N.MUMy 125.00 Meetirlg77reining Expanse Reimbursement 17815 EdwaN M.Tortes 425.06 Meeting77relning Expense Reimbursement 17816 Mutual Vu.ng 250.00 MeetinglTralnlrlg Expense Reimbursement rtWprYedF%CELCINANP9HMEICIdm Pent nepoTt0pTClamePeMagMrWNmmr A Ot-IS-0ex4x E%HIBITA fiQlm Page 7 d S Mae Claims Paid From 01/01/09 to Dill Warrant No, Vendor Amount Description 17817 John Radaa&Hewlett Packard 2.000.00 Employee Complier Loan Program 17818 Secretary of State 40.00 Training Registration 17819 Janke Broyles �5000, 00 Partial Payment of Final Check for Mike Ductile Total Accounts Payable-Warrants Pal Disbursements 41078 - 41220 Employee Paychecks S 302,825.97 Imedm Payroll-VacatlonlPoraonel Leave call(01817109) 41221 - 41272 Employee Paychecks 101,640.07 Bhveekly Payroll(01/14/09) 41273 - 41275 Employee Paychecks 2762A8 Interim Payroll-Vold..Pat.B Passau.(01/1Sf09) 165989 -10565 Direct Deposit Statements 1 3� 11 O.11 Blvreakly,PayM1101114109) Total Payroll Disbursements Wire Transfer Payments OCSD Peymll Taxos B Contnbulions $ 994,776.46 Sweekly Payroll(01/14109) TOtal Wim Transfer PaymonlsT-994,776.48 Total Claims Paid 01101109-01115109 S 13782.001.B4 M Mop1eME%CELLIUQ20UP5XAXE1Cloirm Isd ftp . 0 VW—PeIERepa1-Ml AU.—IA 01.1 0y. llm EXHIBIT A rmamne Page 8 of 8 atsrzooe Claim.Paid From 01118 to 01MIN9 Warrant No. Vendor Amount Deaerlpdon Amounts Payable-Warrant, 17820 Burke.W911ama aid Sorensen,L.L.P. $ 41,048.69 Legal Services 17821 City d Fountain Valley 32,824.82 Water Use 17822 CORRPRO Companliss,Inc. 34,780.65 Temporary Employment Services 17823 Outlek&Associates,Inc. 69.805.15 Professional Semses 5-61 17824 Earth Tisch,Inc. 25,087.30 Professional Services 3-58 17825 IPMC do Paeans 1,110,74710 Engineering Services-Integrated ProgremlProject Management,Temporary Staffing,Met'I.B Supplies 17826 JCI Jones Chemicals,Inc. 354.551.45 Sodium Hypochlonte 17827 Kendra Water Solutions 648.624.64 Ferric Chloride 17828 Lee&Ro,Inc. 161.532.55 Facilities Engineering Design SeMces 17829 Malcolm Morris.Inc. 65.331.17 Professional Services 5.50 17830 PBS&J 32.354.69 Professional Servkae 3.52 17831 PhuPpe Prolesslanal Pipe Services 57,096.90 Sewedine Cleaning kr City of Tustin&UnirKomowild County Property&Video Inspection 17832 RBF Consulting 39,308.00 Surveying Services-Various Locations 17833 RBF Consulting 109,560.59 Engineering Services 747&241-6 17834 Southend Caiifomia Edison 364,886.99 Power 178M Summit Consulting International 26.614.50 Legal Services 1.24 17836 Tule RanoMMagan Funds 108,034.99 Residuals Removal MO 3-29.0 f1837 J.F.Shea Construction,Inc. 3,231,670.66 Construction P2.90 17838 Ken Thompeon,Inc. 625,558.91 Construction 2.24.1 17839 Urnom Bank d Calllemle M.074.62 Construction P2.90,Retention 17840 Abel Pumps.Inc. 1,472.50 Machanked Pads&Supplies IM41 Absolute Slendard.,In.. 251.00 Lob Paris&Supplies 17842 Acopien Technical Company 1,171.48 Instrument Supplies 17843 Adamson Industries 372.49 Lab Pads&Supplies 17844 Advanced Technology Sautes 453.87 Instrument Repair 8 Maintenance Services 17845 As.Enegy,L.L.C. 22.M.00 Professional Services 2-24-1 17846 Aerotek 9,842.56 Temporary Employment Servkey 17847 Ngas Set Inc. 1,553.98 Safety Supplies 17840 Nryas-Went itA7 Laboratory Supplies 17849 ARM Consulting Engineers 11,142.88 Professional Services-Pad-Time Dig Alen Technician 17850 Applel Employment Service 19.902.35 Temporary Employment Services 17WI Applied Industrial Technology 17.71 Mechanical Parts&Supplies 17M ARBIPERP-Air Reassume Board 1.725.00 Permit Fee 1780 AT&T 7,099.19 Telephone Service 17854 AwaMs&Trophies Company 21.01 Awards&Plagues 1780 Buttery Specialgec 53.88 Bedsides 17856 BC Wire Rape&Rigging 590A7 Mechanical Pads&Supplies 17857 BEC-Bullding Elsouni Consols,Inc 4,710.00 Fire Alarm System Maintenance,Repair&Quarterly Inspection 178M BP Energy Company 21,252.71 Neutral Gas-CenGen Pisan Generation 17859 Broom&CaMwall 13,270.00 Professional Services P2.91 17860 Cmnty dOrange 44.00 Melnt.Agreement-Rapalllnslallation of Bays,Handheld&Vehicle Radios 17061 Califomla Auk Collision 672.95 Truck Body Repair 17a62 Cambridge Iwlopa Lebs 1,116.89 Lab Paris&Supplies 17803 Camp Dwyer&McKee,Inc. 19,939.41 Prousslonal Services J-71-89P1-97 178U Career Management Strategies 2,600.00 OnSila Training-Succession Mind. 17865 Cartier Sales&Distiffit n,L.L.C. 1.249.90 Eladdcol P.O.&Supplies 17865 CDN Isotopes 175.00 Lab Pate&Supplier; 17867 Clean Harbor Enviranmenlal Services 1,437.05 Harandous Waste Management Services HY Wras4@XCELC1a173PYwy MlWmavelaRwnp lumsPaprdpo4-Mawmnanl 901.314am EXHIBITS trotted - - Page 1018 2"Q009 Claims Paid From 01/16109 to 0iniM Warront Ro. Wed., Amount Oaccriptian 17868 Compressor Components of California 5,370A0 Mechanical Paris&Supplies 178M Connell Cheemess" EO 533.16 Vehicle Paris&Supplies 17870 Corporate Express SWISS Office Supplies 17871 County of Orange Auditor Contraller 16.50 Encroachment Permit 5-58 17872 CS-AMSCO 2,442.89 Mechanial Penis&Supplies 17873 Gash Pumps&Pam.Inc. 7.629.87 Pump Pars&Supplies 17874 Dionex Combination 1,271.45 Lab Repairs&Maintenance Service-Repair ASE 200 Unit 17875 Dunn Edwama Cosppretlon 8.47 Paint Supplies 17876 Day.Instrumards,Inc. 633AS Instrument Pam&Supplies 17877 Eagle Proceeded of California 275.00 Bldg.Security Alarm Serdi-W.County Yam 17878 KDEK Corp. 3,043.94 Sandblasting&Corrosion Control Coating SeMas 17879 EMED 735.85 Be"Supplies 17880 Enchanter,Inc. 3,800.00 Ocean Monitoring&Cutfall Inspection&Maintenance&Captain Services 17881 FEDE%Corporation 19.95 Freight SeMces 17882 Ferguson Enterprises,Inc. 403.55 Mechanical Parts&Supplies 17883 FIIbr Belts,Inc. 3.374.73 Filter Prsss Bees 17M Fisher Seien ific Company.L.L.C. 184.46 Lab Paris&Supplies 17885 Fountain Valley Paints,Inc. 586.70 Paint Supplies 178M Franklin Coney 645.47 Once Supplies 17887 Frys Electronics 189.08 Compater Supplies 178M Geary Pacific Supply 2,742.54 At Conditioner 17889 George T.Hall 320.02 Electrical Parts&Supplies 17890 Glens Alignment&Brake Smvice 133.00 Vehicle Alignment Services 17891 Grainger,Inc. 650.24 Electrical Paris&Supplies 17892 Guarantee Records Management 503.47 0111 Records$Wrap&Shredding 17893 Hester Equipment Company 893.74 Misc.Vehicle,Paris,Repairs&Service Inge Hach Company 1,145.64 Lab Parts&Supplies 17895 Hasler,Inc. 89.43 Meter Rental Charges&Misc.Supplies-Intandouch System Complete Mail System 17896 Hi Standard Aulond ine 20.91 AummotNe Pens&Supplies 17897 Hills Brothers Lad&Safe 106.50 Repair Maintenance Services-Gate 17898 Home Depot 1,111.10 Misc.Repair&Maintenance Material 17899 Hub Auto Supply 1.465,65 Vehicle Parts&Supplies 17900 Inland Litho 2,12BA8 Prompt&PubllwGon 179U1 Interstate Batted"of Cal Coast 5.39 Batteries for Vehicias&Cads IM02 Jamison Engineering Contractors,Inc. 500.00 Repair&Maintenance Services-SARI Line 17903 Jobsler,Inc. 395.00 Notices&Ads 17904 Kienow Associates,Inc. 23.228.93 Legal Services 1-24 17905 Lab Safety Supply,Inc. 224.40 Lab Safety Supplies 179M Th.Library Store,Inc. 367.16 Corrugated Magazine Files 17907 Llllestrand arm Associates 3.310.66 Professional Services-Exectal"Nanagement Coaching Services 17908 MAG Systems 542.68 Electrical Paris&Supplies 17M Mandic Motors 9D.OD Tmving SaMces 17910 Marley's Sonar,Inc. 622.50 Repair&Maintenance Services 171111 Materials and Contact Sori 4.696.00 Temporary Employment Services 17912 Mad Chlor,Inc. 1.915.07 Valves 17913 MCINerixon 3.047.05 Wireless Telephone Services 17914 McMaster Can Supply Co. 1,217.33 Mechanical PMta.Supplies.Toot&Lock Supplies 17915 Mid West Associates 1,395.71 Pump&Mechanical Parts&Supplies 17916 MWH Annual line 2,500.00 Pmfasslonal Services-SARI Flow Study HVAIdMe46xaLdW2a SHAROCleims veld RepouKmA(l vWuk Re :n AMNmeMaina1o9.At E%HIBITB 6mQmac Page 2 of 8 2512e40 o .. Clelms Paid From 01118109 W 01131M Warred No. Vendor Amount Daserlofi n 17917 National Instruments 330.48 Cable 17918 Neal Supply Co. MM Plumbing Pads&Supplies 17919 Nickell Metal Spray 589.00 Repair&Maintenance Servkeu-Shaft 17920 Nmcal Contrde Incorporated 660.12 Instrument Supplies 17921 NRG Engirds Services,L.L.C. 17,167.77 Repair&Maintenance Service-CenG9WCoGen 17922 DICE Repnegraphpss 5.261.31 Printing Semite-NO 1126100 1703 O(0cs Depot Business Semies Dinsbn 817.50 Offers Supplies 17924 Oaapume Dlebibulora,Inc. 5,078.86 Electrical Paris&Supplies 17925 Orange County Flours Company 61.87 Hydraulic Hose Supplies&Paris 17928 Orange County Tax Collector 2,861Z Unsecured Property Toes-Rocky Polat Pump Sle. 17927 Orange Fluid System Techrwlogiss,Inc. 0.18 Plumbng Pads&Supplies 17928 Oxygen Service Compemry 1,363.16 Rebuild Shop Gases&Lob Para&Supplies 17929 PL Hawn Company,Ira. 472.0 Electrical Pads&Supplies 17930 Pawn.Inc. WAS Lab Pinta&Supplies 17931 Prudential Overall Supply 1,750.24 Uniforms&Related Adides 17932 Public Resources Addsory Group 706.25 Financial Advisory Services 17933 Putrmeister Amenca,Inc. 4,389.08 Pump Supplies 17934 RNlastar 7,909.55 Employee Voluntary Unkneraal Life,&Cancer Insurance 17935 Royale Cleaners 32.00 Dry Cleaning Services 17936 SARBSCWEA 400.00 Tmining Registration 1707 sea SpWalty Gases,Inc. 94.a Lab Parts&Suppliers 17938 Secant Voice&Dele,Inc. 55.00 Telephone System Maintenance 17939 sl emrock Suppy Co.,Inc. 4,587.43 Smell Toots,Mechrtdrel&Paint Supplies,Looks&Sealants 179/0 Shureluck Sets&Engineering 296.31 Mechanical Pads&Supplies 17941 SUPELCO,Inc. 108.65 Lab Pads&Supplies 17942 SKC West.Inc. 134.09 Lab Pads&Supplies 17943 Stnpth-Emery Company 338.50 Soils,Concrete&Other Materiels Tatting 17944 grain On Tools 18.476.62 Smell Tool Expenses 17945 Soflwara House International 925.00 Softwera Maintenance&Support-Galley 17946 Sound Coast Alr Quality Management DIN. 530.44 Permit Fees-Annual Emission,Operation&Nine.Fees 17947 Trans Company 4.028.18 Mahsnlc0l Pads&Supplies 17948 Southern Counties Lubricants 8.818.53 Motor at 17949 St.Croix Sensory,Inc. 1,180.00 Olfactometry Testing Services 17950 Stets of the Santa Ards Watershed 270.00 Meeting Registration-Division 640 17951 Sunset Industrial Paris 144.55 Mechanical Parts&Supplies 17952 Tarminix Interregional 960.00 Past Control 17953 The Orange County Register 84.80 Notloss&Ads 17954 Capray Marine Management 1,500.00 Lab Anatyses 17955 Thompson Industrial Supply,Inc. 8,093.53 Mechanical Pads&Supplies 17956 Tlano Concoction $50.00 Pandang Services 1707 Todd Painting,Inc. 5,434.00 Painting Services 1708 Tay9 Lock&Safe Service&Sales 264.60 Lake&Keys 17M Tremco Incorporated 1.978.57 Repeira&MNntersnce Services-Rcof Leek&Rod Rapairs 17M Trull&Auto Supply,Inc. 5,779.73 Automotive Pads&Supplies 17961 Underground Service Ned of So.Can 2.845.50 Underground Ulfl ty ICentifioslion8➢g Ned Notification Service 17962 Union Bank of California 18.456.74 Annual Adminderathii Fee for Sales 20078 Certificates of Perpetuation 17M United Parcel Seryke 637.96 Parcel Services in" United slaw Postal Service 5, ixt Portage 17965 Verson California 1,MAl Wireless Sarnces H:Wa~EXCEL dzUyc PSIMReCIwnn Pad ROpOrN0061G0MP0Nfl0pM AksmmBnI-a0131La.0wx EXHIBIT Endlaac - Page 3 of 8 senator Chain,Paid From 01116M W 01/31/09 Warrant No. Vendor Amount DeeCr lgn 18064 Frye Electronics 215.48 Computer Supplies 18065 Garrott Callahan Company 5,386.96 Chemicals 16068 G.F.O.A. 410.00 Meeting Registration-Division 220 18067 Golden State Ovemighl Delivery Serrice 186.26 Courier Service 18068 Golden Sun Marketing 517.20 Mechanical Parts&Supplies 18069 Goldenwest Corp. 961 Maintenance Services-Real.Debris,&Window Cleaning Landscaping;&Furniture Repair i8W0 Greinger.Inc. 6,241.14 Electrical Parts&Supplies 18071 Great Western Similar,Supplier, 21M Janitorial Supplies 18072 Hach can POMon Industries 650.05 Lab Parts If Supplies 18073 Harrington Industrial Plastics,Inc. 2,489.66 MCWniral Parts&Supplies 18074 Hasco Oil Co.,Inc. 399.54 Greece 18075 Hasler.Inn 6.43 year Rental Charges&Misc.Supplies-Intelliloutll System Complete Mail System 18076 Hills Bro0rere Lock&Set 842.83 Gale Repairs 18077 Home Depor 436.85 Misc.Repair If Maintenance Material 18078 Indiana Child Support Bureau 290.00 Wage Garnishment IN79 Industrial Distribution Group 1,243.08 Paint Supplies&Small Tools 1808D Industrial Fabrics Corp. 3.814.35 Mechanical Pads If Supplies 18081 IndusMal Steam 324.00 Mechanical Parts&Supplies 18082 Internal Revenlre Service 125.OD Wage Garnishment 16083 Ind.Union of Oper.Eng.AFL CIO Local 501 4,873.40 Dues Deduction 18084 Irvkre Ranch Water Dlslricl 43.19 Water Use 18065 Jahnstgne Supply 398.61 E!"Incal Pam&supplies la086 Kanawha Insurance Company 10,005.50 Voluntary Shad-Tenn Disabitiy Insurance 18087 L&N Image Apparel 63.56 OCSD SMff Jackets 18088 LECO Corpomdon 468.16 Lab Pmis&Supplies taD89 Court Omer 150.00 Wage Garnishment 18090 Malcolm Punts,Inc. 1,252.90 Professional Services 1-24A 18091 Manleys Boiler,Inc. 468.04 Mechanical Pads&Supplies 18092 Mad Chbr,Inc. 3.612.52 Valves 18D93 MBC Applied Environmental Sciences 2,929M Regional Ocean Monitoring-Aenal Survey of Kelp Beds from Norwood HarEm to Venture Co. INN MCCrometer,Inc. 3,582.00 Instrument Paris&Supplies 18095 McMaster Can Supply Co. 11.745.95 MechanicaVlnsWmenthEleMcal Parts,Supplies,Tools,&Safety Equipment INNS Mesa Consolidated Water District 27.50 Water Use 18097 Mitchell Instrument Co. 2,393.23 Instrument Parts&Supplies 18098 Court Omer 225.00 Wage Garnishment 18D99 MWH Americas,Inc. 7.169.60 Pro(..keral Services,P2-74 18100 National Bond&Trust 1,789.95 U.S.Savings Bonds Payroll Deductions 18101 Neal Supply Co. 6,146.86 Plumbing Paris B Supplies 18102 Neopost.Inc. 2.601.61 Mail Room Equipment Maintenance&So6ware Update 16103 Neutron Pmduds,Inc. 12,522.71 Anionic Polymer 18104 Newark Electronics 587.28 Electrical Paris 8 Supplies 18105 Note",L.L.C. 191.20 Lab Pads&Supplies 18106 Nickell Metal Spray 489.25 Repair&Maintenance Services-Spraying 8 Reconditioning 18107 OCS Reprographics 7.515.69 Printing Service-MO 112MO 18108 OCEA W5.69 Duce Deduction 18109 01 Valve 727.83 Valve Supplies 16110 OEM Console 861.0 Lab Parts&Supplies 18111 ON.Depot 936.85 Office Supplies 18112 OBn Cancellation 3.721.16 Sodium Hydroxide H:WePpeWE%CEL.MNMPSMRMWnn Peb RepoT30091CI b SN�ei>oM1�mml B l4Bxl EXHIBITS ancilMv -�m l Page 6of8 Mass Claims Paid From 01116109 to 01131109 Warrant No. therefor Amount Dedcrlptkm 17917 National Instruments 330.48 Cable 17918 Neel Guppy Co. 38.28 Plumbing Pars&Supplies 17919 Nickell Mekl Spray 589.00 Repair&Maintenance Services-Shaft 17920 No l Controls Incorporated 660.12 Instrument Supplies 17921 NRG Engine Services,L.L.G. 17,157.77 Repair&Maintenance Service-CenGendCoGan 17922 COB Reprographics 5,261.31 Printing Service-M0126MO 17923 Office Depot Business Services Division 817.50 Office Supplied 17924 Onesource Distributors.Inc. 5.078.86 EMWicel Pars B Supplies 17925 Orange County How Company 61.87 Hydraulic Hose Supplies&Pare 17926 Orange Crony Tax Collector 2,65126 Unsecured Property Taxes-Rocky Point Pump Sta. 17927 Orange Flud System Technologies.Inc. 53.18 Plumbing Pars S Supplies 17928 Oxygen Service Company 1,363.16 RBbuiM Shop Gases&Lab Parts B Supplies 17929 PL Hewn Company,had. 472.63 Electrical Pans&Supplies 17930 Prowl',Inc. 97.45 Lab Parts S Supplies 17931 Prudential Overall Supply 1,750.24 Uniforms&Related Anicles 17932 Public Rea0urces Advisory Group 706.25 Financtst MvWxy Services 17933 Puhmeisw medce.Inc. 4,366.06 Pump SuppNes 17034 palladia, 7.909.55 Employed Voluntary Universal Life,&Cancer Insumnm Inn Royale Cleaners 32.00 Dry Cleaning Services 17936 SARBS-CWFA 400.00 Training Registration IM37 Scott Specklly Gases,Ion. 94.28 Lab Paris&Supplied 17938 Scoltel Vole&Dale,Inc. 55.OD Telephone Strum Maintenance 17939 Shamrock Supply Co..Inc. 4,587.43 Small Tools.Mechanical&Paint Supplies,Lacks&Sealants 17940 Shuaeluck Sales&Engineering 296,31 Mechanical Parts&Supplies 17941 SUPELCO,Ix. 108.65 Lab Parts&Supplies 17942 SKC West,Inc. 134.0 Lab Pats&Supplies 17943 Smith-Emery Company 338.50 Sails,Conowne&Other Materiels Testing 179" Snap On Tools 18,475.62 Small Tool Expenses 17945 SoBwa s House International 925.00 Saftware Maintenance&Support-Galaxy 17946 South Coast Air Doi Management Dist. MO." Permit Feea-Annual Emission,Operation&Mad,Fees 17947 Tram Company 4.028.18 Mechanical Para&Supplies 17948 Souther Countled Lubricants 8,818.0 Molw Cil 17949 St.Cabs Sensory,Inc. 1,160.00 OOactametry Testing Services 179M State of the Santa Am Watershed 270.00 Meeting Re0latration-Division 040 17951 Sunset Industrial Pars 144.55 Machamcal Parts&Supplies 17952 Terninix International 960.00 Pest Control 17953 The Orange County Register 84.80 Whose&Me 17964 Osprey Marine Management 1,500.00 Lab Analyses 17955 Thampwn Industrial Supply,Inc. 8,093.53 Mechanical Paris&Supplies 17966 Tam Construction 880.00 Painting Services 17957 Todd Painting.Inc. 5,434.00 Pointing Services 17958 Tonys Look&Safe Service&Sales 264.60 Locks&Keys 17959 Tremor Incomorsled 1,97857 Repairs&Maintenance Services-Roof Leek&Roof Repairs 17960 Truck&Auto Supply,Inc. 5.779.73 AutomotNe Pale&Supplied 17961 Unconfirmed Service Alen of So.Call 2,84550 Underground Utifity toenti0cefto,u0g Alen NotiOcatlon Service 17962 Union Bank of Colibmla 18,456.74 Annual Administrative Fee for Series WD713 Ce OmWs of Participation 1790 United Parcel Service 837.96 Parml Services In" Unlrodstatoa Postalservlce 5,000.00 Postage 17965 Verson California 1,MAl Wireless Services x:Wpn9aCiE%LEL NVANPSINflE1LWml Palo aap0nV Wa1GNm5PBNRa[M�MM 8 e141L Au EXHIBIT 8 dull. - - Page 3of8 Mark Claims Paid From 01116109 to 01/31/09 wamM No. Vandor Amaann Description 17966 Vemes Plumbing 246.00 SeMce Contract-Testing,Repair&Can.BacklbW Devices at PIb.1&2 It Pump Ste. 17987 Vortex Cory. 1,733.62 Door Repaim-Various 17960 MR Sdenfific Products 2.120.75 Lab Pens It Supplies 17969 Wastewater Technology Trainers 4,830.00 Training Registration 17970 Water Emdronment Research Foundalion 4,9%.44 Slowliae Research Collaborative Project-Fats.Roots,Oils&Grease in Sower System 17971 W.A.Sanitary Supply 37.84 Janscrial Supplies 17972 WEF 177.00 Membership-Water Environment Federation 17973 West Life Supply Company,Inc. 817.26 Electrical Pans&Supplies 17974 Wamem States Contrds 3,025.98 Elect cal Parts&Supplies 17975 WisiChase Materiels Handing,Inc. 408.69 Elednc Cart Pans 17876 YSI,Inc. 1,079.57 Lab Parts&Supplies 17977 2lmmednan Yacht Maintenance 302DD Repair&Maintenance Service-Oman Monitoring Vassal Nedsaa 17978 Donato R.Cleveland 137.00 Mee6ngrraining Expense Reimbursement 17979 David D.HaNsrson 30.00 Me singrminng Expanse Reimbursement 17980 James D.Herberg 102.00 Meetingrraining Expense Reimbursement 17901 Hal-Theo T.Huynh 182.32 Meelingrraining Expanse Reimbursement 17882 Cann O.N9uyen 1,024.30 Mea0ngr7ratmng Expense Reimbursement 17983 Edward M.Tortes 270.07 Meeling?relning Expense Reimbursement 17954 Dayal M.Yager 127.00 MeelingfTrameng Expanse Reimbursement 17985 County of Orange Aud&or Controller 285.O1) Admbietrallon Fee-Adjustment to Property Tex Bill 17988 County of Orange Audi.Controller 435.00 Administration Fail-Adjustment 0 Property Tax Bill 17987 County of Orange Audlbr Controller 465.00 Administration Fee-Adjustment to Property Tax Bill 17988 County of Orange Audior Controller Sul Administraton Fee-Adjustment 0 Property Tax Bill 17989 County of Orange Auditor Controlled 480.0D Adminimnalmn Fee-Adjustment to Pmpedy Tax Bill 1nm County of Orange Author Controller 435.00 Administration Fee-Adjustment b Property Tax Bill 17991 County of Orange Auditor Controller 360.00 Administration Fee-Adjustment 0 Property Tax Bill 179B2 Fleets Marketplace Partners 674.88 Reconciliation Law Fee Refund Program 17993 Air Products&Chemicals 2&972.83 O&M Agreement Oxy.Gen.Sys.MO 0-9-89 17994 Blank&Vei Contamination 289.406AS Professional Somicas,F 3,J-77&P1-102 17995 Bulbr Engineering,Inc. 108,540.51 Profeasbnel Services 658 17998 Compucom Systems.Inc. 184,193.E7 Computer Supplies 17997 CSAMSCO 62,002A7 Mechanics)Pans&Supplies 179g8 Dudek&Associates,Inc. 40.038.16 Professlocat Sendcas 2.68 17999 Encroach,Environmental Cagfomb.L.L.C. 991,184.17 BloeolMs Management 180M HOR Engirraenng,Inc 45,505.85 Probssbdel Services PI.82 18001 Hewlett Psckertl Company 45,784.48 SallwarmHardwere&Training-HP Ed ITIL WI;(1)Served for Maximo CIP Prof:(5)Sarver Disks 18002 Hill Brothers 211.640.28 Chamicais-Door B Corrosion Cc"-Nswpmt Tmnkline 18003 Jamison Engineering Contractors,Inc. 90.735.00 Repair&MaintenanceServices-Plant No.1 Nemesis Splifbr Box Channel Repair Ism JCI Jean Chemicals,Inc. 84,076.80 Sodium Hypoclflon e IN06 NM Engine Services,L.L.C. 218,661.15 Repair It Maintenance Services-40,000 Hrs.Can-GerpCoGen Overhauls at 138.1&P&2 18006 Poytlyrl Inc. 78.981.35 Cathodic Polymer M03-11A2 IN07 Southern Catlbmb Edison 178,085.40 Power 18008 Teas Revewal,L.L.C. 35.909.53 Gm&Screenings Removal&digester Drying But Material Removal 1=9 The Bank of Na ,Yank Mellon 25.212.62 Escrow Fee-OCIP OCSO-Liberly Mutual 18010 Turbine Specialties 26,667.29 Repair&TBelirg-Turbo Charger 18011 Woodruff Spradlin&Smart 51.961.68 Legal Services NO 7-26.95 IN12 Norman A.Olson Construction,Inc. 162.936.00 Construction 747 IN13 Agilenf Technologies,Inc. 364.54 Lab Paris&Supplies 18014 Air Liquids Amens Corp. 674.26 Specialty Gases N:Weg1aMFY.GEl41o1730NPSXME1CIeima PoW Anaohmem B at-31A9.x4a EXHIBIT fienunc - - Page 4 of nd^tabk Claims Paid From 01118109 W 01131= Warrant No. Vendor Amount Description 18015 Argas Safety,Inc. 2.569.05 Safely Supplies 18016 American Power 429.17 Electrical Perk&Supplies 15017 Analysts,Inc. 69.22 Vessel Services-Nods"Engine Coolant Testing 18018 Archie Ivy,Inc. 3,218.00 Asphalt Repent 18019 ASTD American Sodey for Trading If Dw 180,00 Toning Regletragw IW20 AT 8 T Long Disterce. 751.34 Telephone Service IW21 AT&T Mobility 11.L.L.C. 427.94 Cellular Equipment 18022 Automation Services 1,519,56 Instrument Parts&Supplies 18023 Baker Tanks 3,638.08 Tank Rentals 18024 Business 21 Publishing,L.L.C. 219.OD Training Regulation 18025 California Chamber of Commerce 232.16 Subscription 10028 California Contract Commerical Designs 2,400A3 Signs 18027 Caifomis Dept,of Child Support 1,722.45 Wage Garnishment 18028 California Flllrellon Sales and Service 1,1142,40 Mechanical Pert&Supplies 18029 California Recreation Company 2,826.66 Boat Slip Rental Fees for Ocean Monitoring Vessel Norm 18030 California Ralocetion Servio s.Inc. 135.00 OBice Files MovinglRelocatlon Services 18031 Merin Boyer Co.,Inc.do Cambridge Integrated 5,250.00 Professional Services-Workers'Conpeneetion Claims 18032 Cameron Compression Systems 918.39 Mechanical Paris&Supplies For LSVB Cooper Engines 18033 Cemne l Truck Bodlsa 2.537.51 Truck Parts&Supplies 18034 Chad.P.Crowley Co. 11,257.84 Pump,Pump Peru&Supplies 18035 Circle,Inc. 8.940.08 Printer Maintenance&Office Supplies-Toner Cartridges 18036 Commutations Supply Corp. 166,90 Electoral Parts&Supplies 18D37 Compliance Services,Inc. 1,200.00 Professional Services J-106 18038 Compressor Components of California 3,040.00 Mechanical Pert It Supplies 18039 Consolidated Electrical Distributors,Inc. 921.52 Electrical Pads&Supplies 18040 Consumers Pipe&Supply Co. 459.19 Plumbing Pads&Supplies 1s041 Corporate Express 2,697.97 Office Supplies 19042 C.P.I.Intemetlonal 90.58 Lab Pert&Supplies 1s043 CR&R,Inc. 315.00 Conleiner Rentals&Waste Disposal Service 1g044 CSMFO 700.00 Meating Regiskatlon-Division 220 18045 CWEA Membership 396.00 MemMmhip(Calif.Water Environment Assoc.) 10046 CWEA Specialty Conference 320.00 Training Registration 18047 CXTEC 289.71 Computer HatwarelSoftware laws Dinners Corporation 409.29 Lab Pens If Supplies 18049 DLT&V Systems Engineering.Inc. 5,269.85 Professonal Design Services&SCADA Sonwew Maintenance. 18050 Dominick Hunter,Inc. 630.04 Lab Pads&Supplies 18051 Double D Painting 3,01100 Painting Services 18052 Earth Tech,Inc. 2.120.96 Professional Services Pi-106 18053 EMEDCO 990.65 Safety Supplies 18054 Employee Benefits Spedallets.Inc. 12.207.49 Reimbursed Prepaid Employes MedWI&Dependant Care 18055 Enchants,,Inc. 3,040A0 Owen Monitoring&Outten Inspection&Maintenance 1s058 ENS Resources,Inc, 10.000,00 Professional Services-Legislative Advocate 1s057 Ewing Inlgetkin Industrial 11672 Lands""Ieigation Pads&Supplies 18058 FEDEX Corporation 28,05 Freight Services 18059 Flllar Bales,Ina. 4,200.29 Filler Prium Belts INN First American Real Ealste Salotimis 1,266.50 On-Line Orange County Property Information 18061 Fisher Scientific Company,L.L.C. 842.61 Lab Paris&Supplies 18062 FranHllea Tex Bwrd 50.00 Wage Garnishment 18063 Franklin Covey 37.84 Office Supplies 1.1dmWWTXCEL.dd1a2PA`SKmE0ime lied nepmV' la,MPWd epanAnlaOIa149.4v EXHIBIT dM1M[ Page 5 of 8 gywm Claims Paid From giti=910 0 V41109 Warrant No. Vendor Amount Description 18084 Fry.Electronics 215.4e Compiler Supplies 18065 Owned Callahan Company 5.385.96 Chemicals 18066 G.F.OA 410.00 Meetri,Registration-OiMion 220 18067 Golden Slate OwMght Delivery SeMce 186.26 Calmer Service 18068 Golden Sun Marketing 517.20 Mechanical Pads&Supplies 18068 Ocldenwest Corp. %D.OD Maintenance Sam..-Roof Debns,&Wind.Clearing:Landscaping:&Fumitere Repair IW70 Grainger.Inc. 6.241.14 Electrical Parts&Supplies 18W1 Great Western Sanitary Supplies 21.M Janitorial Supplies 18072 Hach cho Parson handles 650.05 Lab Pans&Supplies 18073 Haningron Industrial Radice,Inc. 2,489.86 Mechanical Pads&Supplies 18074 H.Oil Co.,Inc. 391 Gim se 18075 Healer.Inc. 6.43 Mier Rental Charges&Misc.Supplies-Intellitouch System Complete Mail System 18076 Hills Brothers Lock&Safe 642.83 Die Repairs 18077 Home Depot 436.85 Misc.Repair&Maintenance Material 18018 Indiana Chad Support Bureau 290.00 INN.Gamishmem 18079 Industral Distribution Group 1.243.08 Paint Supplies&Small Tools 18000 Industrial Faedcs Corp. 3,814.35 Mechanical Parts&Supplies 18001 IndusMal Steam 324.00 Mechanical Parts&Supplies 18082 Internal Revenue Sevico 125.00 Wage Gamishmenl 18083 Intl.Union of Oper.Eng.AFL CIO Local SUt 4,973.40 Dues Deduction In" Irvine Ranch Water District 43.19 Water Use laws Johnslene Supply 398.61 Ekci ical Pans&Supplies 18088 Kanawha Insurance Company 10,005.50 Voluntary Shod-Term Disability Insurance 18087 l&N Image Apparel 63.56 OCSD SisBJackets lights LEM Corporation 468.16 Lab Paris&Supplies 18099 COW Order 150.00 Wage Garnishment 18090 Malcolm Pimie,Inc. 1.252.90 Prol9esigna!Services 1-24A 18081 ManleVs Boiler,Inc. 45e.04 Mechanics!Parts&Supplies 18092 Mail Chler,Inc. 3.612.52 Vahms 18093 MBC Applied Environmental Sciences 2,g29.50 Roglonel Ocean Moniloring-Aedd Survey of Kip Beds from Newport Harbor to Ventura Co. 18094 McCromier,Ina 3.682.00 Instrument Paris&Suppliant 18095 McMaster Cart Supply Co. 11,745.95 MechanicaVlnsirament Electrical Pads,Supplies,Tools,&Safety Equipment 18M Mesa Consolidated Water Didrid 27.50 Wine,Use IN97 MltcWl Instrument Co. 2,39333 Instrument Paris Supplies IW98 Crud Wtli 225.00 Wage Garnishment 18099 MWH Aminicas.Inc. 7,169.60 Professional Services P2-74 18100 Nationel Bond&Trust 1.789.95 U.S.Savings Bonds Payroll Deductions 18101 Neal Supply Co. 6,146.86 Plumbing Parts&Supplies 18102 Neopost,In . 2,501.61 Meg Room Equipment Maintenance&Software Update 18103 Neutron Products,Inc. 12,522.71 Mark,Polymer 18104 Newark Electronics 587.28 Electrical Paris&Supplies 18105 Nexileq,L.L.C. 191.20 Lab Paris&Supplies 18106 Nickell Metal Spray 489.25 Repair&Maintenance Services-Spraying&Reconditioning 18107 OCB Reprographics 7.615.0 Printing Service-M012 0 19108 OCEA 605.69 Dues Deduction 13109 OCV Vive 727.83 Valve Supplies 18110 OEM Controls 881.26 Lab Paris&Supplies 18111 Office Depot 06.85 Office Supplies 10112 Olin Corporation 3721.16 Sodium Hydroxide I:bammdwF%CELaIsV PuIAR Ime Ped ReVpNF WmePetlaq✓N-Nlemrw4_amA149.tl EXHIBITS nrchm pag.6ofe ,Hama Claims Paid From 01116M to 01131/09 Warrant No. Vendor Amount Description 18113 Onesoume DletriWinds.Inc 772.11 Electrical Paris B Suppose 18114 Orange County Chapter-ISCEBS all Meeting Registration DMidon 240 16115 Orange County Hose Company 198.10 Hydraulic Hose Supplies&Pans 18116 Orange County United Way 60.00 Employee CentdWwns 18117 Orange County Vector Control District 55.18 Past Control 18118 Orange Fluid System Technologies,Inc. 427.09 Plumbing Pans&Supplies 18119 Oxygen Service Company 600.03 Rebuild Shop Gases&Lab Pens&Supplies 18120 Pacific Mechanical Supply 287.32 Plumbing Supplies 18121 Paul Rd 2,380.00 Professional Services-Anaerobic Selector Project lain Peace OlBcars Council of CA ZOOM Owes Dnducwn.Supervisors&Professionals 18123 PL Hewn Company,Inc. 69.05 Electrical Parts&Supplies 18124 Ponon Industries,Im 11,406.45 Instrument Part.&Supplin 18125 Primrose ice Co.,Inc 200.00 Ice Service 18126 Prudenfial Moral Supply 1,58,1.99 Uniforms&Related Prices 18127 Pump Engineering 293.88 Pump Pads B Supplies lain Pu2meistar America,Inc. 373.87 Pump Supplies lain RBF Consulting 17,273.00 Engineering Services J-108 loin Roto Rooter N00011 251 Plumbing Smices 18131 RPM Electric Motors 462.02 Motor Pads&Supplies loin ScaBel Voice&Dee.Inc. 2,284.80 Telephone System Maintenance 18133 SCPLRC 280.00 Annual Dues(Soused Caliendo Pubfi<Reis.Council) 18134 CRY of Seal Beach 214.92 Water Use 18135 Shamrock Supply Co..Inc, 10.09 Small Taal Expense lain Shaw Valera,L.L.P. 0. 0 Training Registration 18137 ShuefuQ Sales&Engineering 4,441.08 Mechanical Pens B Supplies lain Supeloi Inc. 5,229.50 Lab Paris&Supplies 18139 Smith-Emery company 18,651.00 Soils,Concrete&Other Materials Testing 18140 $OR,Inc,do Paden Systems 1,352.49 Electrical Parts&Supplies 18141 Sounded California Edison 48.61 Power 18142 Southern California Trace Sedate 5,671.76 Electrical Pare&Supplies 18143 Sparkle8s 1,401.00 Odnkiag WatedCODler Rentals 181M Summit Steal 3,939.38 Metal 18145 Sunset lndusMSl Pads 10.02 Mechanical Paris B Supplies 18146 Super Chem Corporation 1.236.97 CNsmoee 18147 Teledyne ISCO do MRC Technologies 1,037.15 Instrument Parts&Supplies 18148 Tetra Tech,Inc. 8.784.75 Professional Services 7.37 18149 The Climate Registry 833.34 Annual Registry Fee 18150 Thompson Industrial Supply.Inc. 3,540.57 Mechanical Parts&Supplies 18151 TWO Warner Communication 51.64 Cable Smew 18152 Tonys Lock&Sao Service&Sales 316.73 Locke&Keys 18153 Una Scientific 285.80 lab Pads&Supplies 18154 Union Bank of Cellomie 4,632.80 Banking Services 10155 Untied Parcel Service 99.06 Parcel Services 18166 UNIVAR USA 871.16 San for Boiled 10157 US Equipment Co.,Inc. 72.86 Air Flows 18158 Vedwn California 155.57 Telephone Services 18159 Viltage Nurseries 604.17 Landsoapog Supplies 18160 Vortex Industries 2,281.90 Door Installation&Secure Administration Bldg.Awning 18161 MR Scientific Products 8,464.03 Lab Parts&Supplies H:kMpl�EL41NMPP.HMP.clam Pw4RepmlxaMlGem PaimgPWNte to 01atae.m. EXHIBITS M41M Page 7 oe 8 MOW Claims Paid From 011IM9 to 01131109 Warrant No. Vendor Amount Description 18162 Wastewater Technology Trains, 1,145.00 Tralnbq Registration 10163 Water Environment Federation 342.00 Membership 18164 WEF 354.00 Membership-Water Environment Federation 18165 Wilson Distribution,Inc. 89.07 Freight Charges-P.O.g69457.OP 1810 Workplace Resource 747.07 Ol6ce Furniture-Chair 18167 Waldetwork 2,160.00 Training Registration 1810 Court Order 91240 Wage Gemihment 10169 Orange Community Bank 18,104.00 Constroc on 747,Retention 16170 Lille Novi 138.84 Meatingaraining Expense Reimbursement 1$171 Wi9lant F.Plana 122.00 Mu9ngntraining Expanse Reimbursement 19172 Clulstts M.Thomas 362.02 Meming?n oning Expense Reimbursement 18173 Um A.goodly 1,272.93 User Fee Refund Regaling Septic Tanks 18174 Pud Burbank 1.091.49 User Fee Refund Regaling Septic Tanks 18175 County of Orange Au0itor Controller 450.00 Administration Fee-Adjustmad t Property Tax Bill 18178 County of Orangs Auditor Controller 510.00 A&I.Waistlon Fee-Adjustment to Property Tex gill 18177 Santiago A.Escobar 752.01) Meedng/Tralning Expense Reimbursement 1B178 Steven 8 Cindy Haslock 2.258.17 Raoondliadon User Fee Refund Program 18179 Michael Bolter 8 Beal Buy 1.843.0 Employee Computer Loan Program 18180 Orange Canyon Plaza 1,038.46 Reconciliation User Foe Refund Program 18181 Cohen Madre Coverings/ford Copy 555.64 Refund of Seaudty,Deposit Lau Utilities 18182 Orange County Sanitation District 1,254.72 Polly Cash ReIn o. 18163 Meat J.Whilehead 2.414,21 User Fee Refund Regaling Septic Tanks Total Accounts Payable-Warrant 811.229.0]5.45 Payroll Dlob9mameme 41276 - 41325 Employee Paychecks $ 102,447.93 Biweekly Payroll(011MADID) 41326 - 41339 Employee Paychecks 24,883.12 Interim Payroll-Regular Pay,Deceased EE,Paycros,Revos.IDEA,8 Retro IIS 1665M 167144 Direct Deposit Statements 1,387,518.57 Biweekly Payroll(OV28109) Total Payroll Disbursements S 1.494.B49.82 Wire Tramfnr Payments OCSD Payroll Taxes a Contributions S 12,382,313.98 Bweekly Payroll(0128109) US Bank 1,189,259.96 Saris MOD A 8 B and 2008A Refunding Commodes of Participations January li tresVPdndptl Payment Union Bank Of California 2.112.391.27 Sense 2007A Certificates of Participation iotrea6Pdedpel Payment Union Bank of Caliomis 4.679.253.24 Sedes MOM CediBcates of Pamdpatlon January Interest Payment Union Bank of California 12,000,985.43 Sodas 200713 Certificate of Participation January IntnswUNIndpel Payment Total Wire Trenelar Payments 532.384.1BB.B8 Total Claims Palo O1H61U9-01131109 S 45066.11393 N:WapINM.F%CEL4ts�L'POW9INREICIslrru Pole gperlV'OO6ldahuPNtlaapwl-NlWimenr a 01.]t-0eWr EXHIBIT B fi,cd. Pepe 8 of 8 bsddda { BOARD OF DIRECTORS Meeting Date To ad.of Dir. oa/zs/og AGENDA REPORT IemNumbe RemNume t Orange County Sanitation District FROM: James D. Ruth, General Manager Originator: Lorenzo Tyner, Director of Finance and Administrative Services SUBJECT: PAYMENT OF CLAIMS OF THE ORANGE COUNTY SANITATION DISTRICT GENERAL MANAGER'S RECOMMENDATION Ratify Payment of Claims of the District by Roll Call Vote. CONFLICT OF INTEREST NOTIFICATION Pursuant to Government Code Section 84308, you are required to disclose any campaign contribution greater than $250 received in the past twelve months from any party to a contract involving the Orange County Sanitation District. Further, you may not participate in the decision making process to award a contract to such party. For reference, you are directed to the Register of Warrants as to all current contractors/vendors with the District. In general, you must disclose the basis of the conflict by identifying the name of the firm or individual who was the contributor. For the specifics of Government Code Section 84308, please see your Director's Handbook or call the office of General Counsel. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION See attached listing. ATTACHMENTS 1. Copies of Claims Paid reports from 02/01/09-02/15/09 and 02/16/09- OZ28/09 Form No.owioaa Agenda Report-Board Rd,ased 121WIW Pagel Claims Pala Prom 02101009 W 02H5109 Warrant No. Vendor Ameant Description Applauds Pavalde-Wamnts 18184 Brown&Caldwell E 111.125,43 Professional Services P2-90 18185 Carries Engineers 28,841.32 PmMssunal SarvkBa P1-71&Research Strategic Plan 18188 Corporate Image MPintendu ce,Inc 48,170.00 Custodial Semicss Spa.No.989&09 18187 JCI Jones Chemicals.Inc. 48,281.04 Sodium Hypochloaa 18188 Malcom Pads,Ina. 28,042.40 Professional ServIc0,1-10 1810 MWLlfe We Insurance Company 42,594.29 Croup Lee,Monagea Addy.Ulu,%an&Larg-Term Dbeslley d Colonel Term LIN Ina. 18190 MWH Amerces,Inc. 81,740A5 Prolessoml Services P249 18191 Orange Downy Samaritan obtrid 31,477.08 Wakafs Camp.Reims. 18192 PtlydyM,In, 44,984.y8 CeoecftlemrMO3.11.92 18193 Scunem CWIWnk Edison 70,645.58 Power 18194 Spmgm Weal,sea. 791,137.73 Roadside Removal MO 34995 18195 Tula RenchBdegan Farms 94,685.12 Residuals Remove NO 329-95 18196 Was Etecpic Inc. 299,081.57 Construction Pl-71 18197 J F Shen Concussion.Inc. 314,321.75 Conemetion P2A8 18198 Nlawll Corpomllon 4.W0,229.10 Construction PIAW 18199 Mimn Electric Construction Cap. 101,019.00 Comsaction Pl-97 18200 Orion COnermlan Comaemn 230,197.50 Consommn P1-101A 18201 Shimmlck Com uceon Cc,Inc. 1,208,844.24 Comlmoeon P290&P2-91 1=2 Union Bank of Cogomis 134,093.80 Commotion P2410&P2-91,FedenWn 18203 Wells Fargo Bank 4M.469.90 Compaction P11-102,Ralantlan 18204 Union Bank of Celeomia 33.229.OS Cpmmuceon Pl-71,RemNnn 18MS ABS Automation,Inc. 2,128.52 Instrument Parts&Supplies 18208 Adamson industries 372.49 Lab Pane B Supplies 18207 Aemtek 8,993.38 Temporary Employment Servmes 18208 AgkuI Teclacroo es,Inc. 2.22&84 Lab Pads&Supplies 1=9 Ago lMuSalelS al Boreap9lg 980.00 Street Bouncing Services 18210 MM Comulling Engineers 12,093.W Prolessloml Services-ParFTimn Dig Abu Tenancies 18211 Anmdcan Seal&Few,q 5.541.W Seafte alke Fear,Malenal 18212 Amencen Weler Worm AseocANanr OualllY Man Membership 18213 Annual Elevaor Services 1,400.00 Monthly Elevator Maintenance at Pill .1&2 18214 Muter,Ix. 250.80 Elecmcol Pans&Supplies 18215 Applel Employment Swop 3.793.08 Tomoaey Emobyned Services 18216 Applied heusaial Tedadogy 437.03 Mechanical Paris&Supplies 18217 AT&T MobIIey IL L.L.C. 8.405.33 Wireless Telepham Services 18218 Autsi etlan Servlcas 1,519.55 Instrument Parts&Supplies 18219 Awads&Trophies Company.Ins, 431.00 Awade&Plaques 182M Shabbir S.Basmi 180.09 MB0,11reinmg Expense Reimbursement 18221 Micheal Bolssr 120.00 MeeamgTmining E4ense Reimbursement 18222 Busler Elecen $P82.45 Electrical Pan&Supplles 18223 Bamry Specnl8es 39.78 Bntnres 18224 Bee Man Fee Centre,lcc. 175.00 Pest Contra IBM Best Conlradog Services,Ix, 4.325.00 Roof Repaha 182M Bead&V.M Capoteeon lt,674.22 Professional Senecas PI-TB 18227 Bush&A540eanA and 5.952.00 Surveyilq Services,-Versus LoceBana 182M Ceefan Barricade Rents 461,43 Barricade RentaleSeey Equipment 18229 Cambridge Isotope Use 4.186.05 Lab Pans&Supplies 182M Carl Fuel Syatema,Inc. 11,069A3 Fuel Cad Program-Direct Vehicles&Monilaring Vessel 18231 Dealer herampment Stralll 2.900aD On-Sin Training-Succession MgmLlCoeching&Medmm9 182V Careen In 00vemmenl Inc. 1,3110.00 Natims&AM 18233 Cad Warren&Co. 300.W Inomme Claims MmissaaWr 182M COS 40D.00 Training Registration ItmapNMpceL.mvAVPBWanElctaanavem epxumenCmoRamessee,naderso aM..w EXHIBIT MRtmc Page 1 e 9 W11. Claims Paid From OdMOIAN to OL18N9 Wandnl No. Vends Amount DONMIbn 18235 Clarke.P.Conley Co. 2,133.13 MetlleNcel Mans&Suppose 182M City of BY.N Park 1,171.50 Inapectla FS an RavMw 18232 aryof Weslmineter 40.M WeMrUw 18238 Cale Partner lnalmmeM Co. 031.62 Lab PeM&Supplies 18239 Columbus Analytical SeMus,Inc 870.00 Amarynla a1 Wooden.,Industrial Wosteweler&BloallMs 18240 Compressor Comaants of California 3.186.19 Martel Pads&S.AnIfirs. 18241 Connell Chevrde0GEO 1.17322 Vehom Pads&Supplles 1B242 Conaalicated Electrical Dlambulam,Inc. 73028 ElecMUllMechardal Pen&Supplies MIS Consumers Pipe B Supply Co. 822.11 Penalty,PeM&SupplMa 18244 Corporate Express 1,001.54 WIN Supplies 18245 COMM Engineered ),8]4.05 Pump Supplies 18N6 C WM.Sanitary Dl.Idp 787.91 EINtMfty-ManMU Pump St . 18247 C.P.I.In emellonel 51.T2 Lab Pads&Supplies 18248 Cora Mmus Corp. 298.36 Realr&Melnrenance Servkae-Overhead Crane 18249 CS-AMSCO 2,200.75 Medm Pane Is Supplies 182M CSMFO 50.00 Treininp RegarrWo. 15251 COUP Foundotion 16,308.00 MOmbemhlp-Center for Demographic Reseamh 1B252 Culligan of Orange County 211.19 McIM.Agreement-Con Gan Water Softener System ISM CummMS Alllean Corp. 552.39 Acceunling Eculpmenl Melts.Agreement 18254 CWEAMmal Conferenc0 125.00 Maegng Frustrated-Ideal 840 18255 CaMRS Tree Bervke 4,6W.00 Tree Maint.Service 182H DB Sudden 6 Sam Glenn Co.,Inc. 1,494.52 Wh ion Glass RdalraatepMcemml 18257 Detepor Tacbpotagy 570.00 Lab Pads&Supplies 182M Ebct Air 3,769.71 Mechanical Peds&Supplies 18259 EMEDCO 2,630.25 Custom Signs 182M Emplgse Bumanta SpeNflue,Inc. ON.% Relmbumd Remain Employee Mansell&Compound Care 18061 EnvWmmeMal DOmpIM..Inspection Svcs. 1,400.00 Porfesknal Services-Fete,Oil Gordon(FOG Pagram)lnapedlona 18202 Ev le agreed Indu Chad 33.03 L.W.,for scion Pens Is Supplies 18263 EN¢I Door&Cale Germany.Inc. 1,Wp.00 Dam Realm 182M FEDEA CaamlMd 223.14 Freight SeMus 18265 Fisher Semitic 6,039.89 Lab Penn&Supplies 18288 Fishing Beata UnurelMd 3,756.06 Rapers&Maintenance Services-Own MonlMring Vessel Norma 16282 Fryer Electronics 2.N6.45 Complier Supplies 182M City of Furnman 39.68 Water Use 10269 Oam9 Crushed Company 3.S90.B7 Chemkels 18220 George T.Hell 1,678.48 MecMnlul Pad.&Supplies 18271 Goodwin Pumper of America.Inc. 14.70.71 Repair&Maintenance Sensors-Pempind 18222 Goddesses[Corp. 2,342.00 Paul&Maintenance Suddenly-Elent Can,Lab Cleaning,SanepingfOlosing.&Misc. 18273 Grainger.IN. 4.444.67 Electresumslremem&MNhanial Supples and Twin 18274 Grayber El.drk Cermny 11,220.01 EINlncel Realr&Melmmnena Services 18275 Great Wealem Sanbary Supplies 47.N JanNda1Supplies 182M G....Records Meapemml 437.11 OIISIM Recards SMorge&Shorddie 10277 Hach Company 899.10 Lob Pan IS Supplies 1021e Harrington lMuatrlal Plntla,Inc 5,9%.42 Mechanical Pads&Sualim 182" HI Standmid Mlamollva 81.12 Automotive Pads&Supplier 18280 Han.Donal 1110.40 Mi .Rears&MainManca Materiel land Harbert TachMMgy NI.49 Lab P.A.&Supplies 18282 Hub Auko Baply 913.n Vehicle Pam&Supplies MOB City of Huntington BaO 11,25538 Water Use 182M Hyatt Leal Plans,Mc. 990.00 Employee VounMry Leal Plan 18285 IpMmlala Ballades of Can Coal 204.82 BaMMs b VehldN&Can 1820 Irvine Rerch Water Diprip 2.50 Water Use N Vaq'urvide. l.mav]m I.Eduama Red R.ponWp..CMpsPopgapw4allxnmeMfldi-Isa9tiv EXHIBITA .aasmc Page 2 W g ale2arq Claims Pam From OW01109 to 0N15109 Warrant No. vendor Amount oeacrlmlon 18282 JG Tucker And Son.ant. 4,565.37 Safety Supplies 18288 Jamlwn Englneedng Central Ill . 9,843.98 Repair&Maintenance Services-Flop Gala:Bad Mechanical Supplies 18289 JMART Group,USA dos annual Card. 3,137.35 Repair&Maintenance Servtres-E oM Can 1829E Jobster.Inc. Sal Nmias&Me 18291 Johnsbna Supply 265.0 M,LanclaVEMClrical Party&Supgies 18292 Kissel Environmental Lab 100.00 Ou15ge Labmalay Services 10293 Lawson Produns.Inc. 2022 Welling$.POW. 102N Man fic Meadow 220.00 Tower,Services IBM Manus Scandal 79.30 Lab Pans&Supplies 102M Wa umal Mlmtel Financial Group 79.04 Eseative Dladody Pten Pmmium IN93 McMaster Can Supply Co. 1,539.28 Machanial Pars&Supplies 18288 Mid West AsaceleWO 1,388.09 Mechanical Parris&Supplies 182M Midway Mfg.&Machining Co. 17xa.16 Mothanial Pals,Supplies&Fluxes 1030E Mitchell Instrument Co. 1,979.50 Tour 18301 MVA Amasses 19,541.9E professional Services 1504 16302 NAB Associates.Inc. 1,425.0E Lee Paris&Supplies 18303 Neal Supply Co. 159.47 Plumbing Supplies ION Nlrcp&Moore 14.547.2E Professional Services-Soils.Concrete&Other Materials Testing for Various Crushed Projects 183U5 The Norco Companies 436.16 Mail Delivery Service lam NRG Engine ServkeR L.L.C. 4.050.76 Mitchell Paris&Supplies 18302 OCB RepromilpMo 9,185.33 Prating Sembe-MO V26100 18308 O1Hce Deem Business Sarvkes Division 343.11 OOla Supplies 1=9 Olin Corporation 3,769.84 Sodium Hydrants 1B310 Orate Coryerl 1.438.14 Software License and Meinlenance Agreement Renewal 18311 Orelge County Pest Cement Inc. 150.00 Pest Calrol 18312 Orange County Water District 10,000.00 Well Reuse a" 18313 Oxygen Service Compomry M423 Real Shop Gam&Lab Paris&Supplies 18314 Parker Supply Compmry 308.0E Lab.Oampound 1831E PCs Exprees.Inc. 92.14 Courier Service 1831E Perormana Pleaded Technologies 12.101.89 Sewedlrm Wee Institnbns-Various 18317 Pmalq Inc. 82.8E Lab Finds&Salutes 1831E Primary Source OMce Furnishings.Inc. 249.90 Mh lan us Calker Equipment 18319 PWmlelslm America,Inc. 2,314.65 Pump Supplies 18320 Relnln Insbumrnl,I.L.C. 2.609.40 Lab&Electrical Pads&Supplies 18321 Rel Corp. $31.43 Lab Farm&Supplier 18322 Road RoeterNOC911 1.020.0E Plumbs,S.M. 1=3 RPM Eli Motors 227.93 Motor 1=4 Saety-Kleen 600.02 Parts,Washer Lava,&Santa 18325 SaMvmrkecam an6A1 Safety Supplies 18328 Spaces Engineemq,Ix. 24,335.00 Fold&Referred PVC Pipe Rehab.Progoam 18322 Smtarlus Corporation 513.6E Repair B MalMenana Servlas 1832E South Coll Ephemeral Co. 00.00 Air Oueiily Monitoring 18329 SCS Engineers 4,000.00 Professional Byre.-CellOmla Climate Avila Re9istryX.ni%l Re Carbon Claude Emission 1833E Sa Coast Dasigm,lac 268.54 OBIa Fumture-Cholga) 18331 Sal 160.00 Membership 18332 SGE.Ins. 255.91 Lab Pads&Suppler lam Siemens tlo Pommn Industries,Inc. 3282.V Insimment Para&Supplies 18334 Simmons Water Technologies Corp. 095.2E Bervl.Agreement-Ul Water SNtems at Plants l&2 16335 Skaim.Inc. 28st Lab Pans&Suppltes 18336 South Coast Air Quality Management Dist. 8438II RegWW Operating Fear 18332 Southern CallfanU Trans Service 4,492.10 Air Condlmder inn Sta Ndd and Pomp Comp. 129.00 COP Cavan Services N:WMrd'>:%LH.meV2eJPSWWFICIenm('40PepardlaRClYnaPaNMemrAMNmm1_lLM-ISW.rba EY.HIBITA .1. Page 3 of 9 Nil. CMhos Pala From 02/01y08 w 0211 Shoe Warrant Ne. Vandor Amount Deaenglon law Shares EmlrommeMM.Inc. 3.9W.00 Prolewbml Servcea Groundwater Monitoring 18340 WI Group 14,420.90 La9el Services 1.24 18341 Summit Siwl 374.28 Metal 18342 SYewt Ford 225.43 VehWW Pena B Service 16343 TCH Avrosmas,Inc. 9,904.39 Lab Parts B Supplies 18344 TekSyalems 4.006.00 Temporary Employment Services 16345 Temnn4lnlernallenal MCI) Peel Cenlrol 18346 Tealemmice 1,028.00 Arnlpie of BlpselMa 18347 no SlmMard Insurance Company 2,01.92 Executive Discount,Insurance 18Sa6 Thomas V.Geninger 550.00 Lab Melysea 18349 Thompson Industrial Supply,Inc. 3,461.12 ElacMtaeTAsohanicel Pens B Suppll.s law Tlam C Mmxllon 9200.00 Painting Services B Calling Tile Replacement 18351 Td4qunty Fire 22.60 Fire Extinguisher Inspecron 18352 Oulu B Auto Supply,ft. 172.81 VBmche Pan.B Support IN53 leg BMn 600.00 amid,Servlcw-Tod Boxes 18354 Tubbs.Inc. 1461.43 Oil Fitter 18355 The Unisoume Cmpmallen 11.763.02 Office Supplies IM50 United Pectic Services,Inc. 610.00 Gmendskeeping 18357 United Parcel Served 80.80 Freight Services 18350 US Equipment C .,Inc. 180.82 At,Fillers 183N Version Wheless Servces,L.L.C. 635.02 Wireless Telephone Services 18380 Vemes Prom0te, 745.00 Servha Donlmct-Testing,Repair 6 Cen.Beckfi w Devices al Pus,l a 2a Pump Sn. 18381 Vleion Financed Corporation 45,10 Employee Voluntary insurance Premium-PelFirst msumnce law Vortex Com. 684.30 Door RepebMReplacemenls-Various Locellm. 18383 VWR Spldmi0c Products 2,649.79 Late Pans B Suppies 18364 WEF 218.00 Memteerehlp-Water Emiromment Federation 183M WEF Registration Depl. 212.00 Membmship 1068 Voided Check - 18367 Wx.on Supply.Inc. 521.58 PlumMng Pens 8 Supplies 18368 Workletwork 1,315.00 Tralnlno Regbintion B Membemhlp 1830 Xerox Cooperation 295.40 Paper 18370 Xyon BUMmw Splutlpm,Inc. 2,640.00 Temporary Employment Services 18321 WlelChaee Materials Handling Inc 2,138.66 Electric Can Pads 18332 Poser H.Brown 151.76 MeeBngRmin4lg Expense Ralmburwmem 18373 Jams E.Colston 327.62 MmungRmim,Exponw RelmUunement 18374 Larry R.Crandall 936.71 MeetingRreining Expense ReMbunemere 18336 Douglasa S.Dawn 718.74 MeotlnglTminln9 Expense Rembereemnd 1076 Cynthia L.Ferry 158.18 Meetingnidnlng Expense Relmbursemerd 18377 Reber M.Gamber 1.700.05 Moethnd.lng Exponce ReMburwment 18378 Mclean I.Gold 1,497.0 McetlngfDrelnleg Expense Reimbursement 18328 Ruben Gomez 572.04 McMingRnlnlng Expense ReimbundmeM 183W John HawMls 218.24 Mulangi nlnag Expense RrumbunemeM 18381 Lauds J.Winger 456.20 MBeBngr?nlnlng Expense Relouunement 18382 Vidal A.Hogan 325.53 MwBngrtroining Expense Reimbursement 10383 Also Lleng 850.00 Meeling?nlning Expense Reimbursement 18384 PhBIp Lu Ibben 951.01 Meelloglsnlning Expense Relmbummosed law Olang T.Ly 132.00 Meaf Traning Expense Relmburchment 183W Mlshddl D.MOom 659A4 MeetlmyTmining Expense Ralmbwcemem 18387 Ddaea Phuone 242.61 MmBegRnlning Exports Relmboowmsel low Jama D.Ruth 699.14 MwBngrrelning Exponsa Reimbursement law Gregg A.Soon 195.00 Mwting?ninblg Expense Relmbursement 18390 CW V.Shelp 188.19 MwWg/freining Ewen..Relmboosement M tlrylYlPE%LEL.LM1i3WP&NREKIenx Ped EXHIBITA inclave - Page 4 of vttams m 4 CNlms Paid From 0210110 W ON15100 WameM No. V9ndsr Amount Oucbplten ,net James Spam,Jr. 248M Mlarden®Tminklg Expense RelmWrruomenl 183N Phillip J.Sull"m SON Meeling/TialnNg Expense RelmbursedmN 183W Edwmd M.Tome 657.97 Mse1inganelnieg Exneae Reimbumement 18394 MlrAeel Von Wlnekalmenn 1,278.53 MeelingRrolnlrg Bxnense Rannamaeenl 1830 Union Brunk of cadvor le 11R24.00 ConsVucllmn Pt-97,Retention 183M Union Beek of Cellbmle Esorow 18,51125 Construction P2,60,Rmeminar 18397 Charles PEdte Seker 2,000.00 MeelbgRreining Esanse Reimbursement IBM BreneL Anged WON Meonng?relnln9 Expense Reimbursement 1B099 ChydBrea 4,681.12 Ramincl0dlon User Fee Refund Platinum 1Be0 Cady d Oren,Audit.,Coolrollra 315.00 Administration Fee-AElusimenl to Property To.Bills 16401 Apple,Fmmay 071.32 Used Fee Refund Regarding Sepllc Tends 1c402 MstMewcmde 24,585.00 Claim Sel9edeal 18403 Myeds Lew Group Prof,Corp. 10.435.W Claim Setemanl INN Cindy Wallin 21,832.27 Porous Check.Bill Wellin 18405 All American Asphalt 33.246.00 Pawing 18406 Atlas UndOlround Inc. 34,126.00 Rapelr&Mdnleanca Services-Manhole Code Replacement 18107 Black B Veatch Corporation 93,011.72 Prolessloal Services J-33.3 18408 Blue Crone of California 621.41".59 Mddiral lnaaenca Premium 1Be9 Cedric Eodinans 416.103.39 Protemtenal Services P24I6&Reaire to 120-Ocean Ourfell Junction Box 18410 Della Dental 64.238.23 Domain Inunme Pen 15411 EaM Tech,Inc. 103.259.35 Professional SaMcas P1-100 18112 HDR EngiaMrg,Inc. 214,825.32 ProMdsional SaMcas P1401&P142 18413 Hill Scandal 116,191DAS Chemicals-Odor B Commercial Cones-Novel Trundle 1&414 JCI Jones Chemicals,Inc. 76,183.50 Sodund HlrpoMIMIa 18415 Kalser Foundetbm Health Plan 93,845.53 Medical Meurana Premium 15416 Kemire Water Solutions 219.372.01 Femc Chloride 18417 Laura Gital 31,933.23 Premed Check-Leary Gibsen 18415 Library Mutual lnsumncs Company 75.3nA2 OCIP Impaunce-Winner&Workers!Comp 18419 Pock lnvalmed Mrnegemenl 91,273.28 InvKlmenl Manepomanl5ervkes 18420 Prople a.331.45 Sewedne Cle*Wg far City d Tudin&Unlxaparemd County Property&Vdeo inspection IM21 R0F Consulting 204,745.90 Englnadng Services 747 1u22 Type America Ind.Corp dha TCS America 62,735.96 Imlellallon 81mplementation of IBM-Muhno Schemes IM23 US PBror1de.L.L.C. 140,11R.78 War&Corrosion Conies Teebmad for Col.Sys.:Hydmpen Pascal&Families Chloride IN24 The Wakodhvl Corporation 53,549.10 Saurlly Swyced 13425 J F She Carewdten,Ion. 462.932.17 Comleclten 1-108 t0428 Union Brunkolcafomle 51,435.91 CommucWn 1.108.Retention 18127 Kndys Bert,Farm Foods 31459.16 RedMclation USW Fee Refund Prodded 1812E Absolute Standard .Inc. 5BO.00 Lab Pa er&Supplant 18029 Alrgas Safely,Ion. 3,888.42 Safety Supplies 18130 Aland Plummer Asadeda 2,284.80 Poteulond Seakes-SuMday,,seaOan PrOcoa FeasbNty Study 18431 Allied Facing&Rubbd,Inc. 130.91 Merhedcal Prude&SupWie 18132 Mi.Pebmmenca Systems 1378.00 Training Re lelretmn 184V American Airlines 1,573.70 TreW!Service 18131 American Power 114A4 Eluldal Parts&Supplles 15135 American Trilning Resources,Inc. 1A76.68 Safety VMods 18438 An rem,Inc. 424.50 Eledrleal Pads&Supplies 18433 Applied Industrial Technology 6.103.65 Medlenkal Pens&Supplies ISM Area Bids,L.L.C. 1,OBO.75 Emegury DrinNddg Water 18439 ARO MIao OplNe 139.50 Lab Pads&Supplies 15140 ArMle ivy,Inc. 2,755.00 Striping Service 18141 Abroad Instrument 4,916.12 Instrument Raaha 15442 Ashbrook Comiallon 1,057.67 Medailtel Pads&Suppha x adpMam9xwL4wzxaAPBHAeeclmmvw 6.pomzarncamevea6mon AMnl�mmAoxnscaw. EXHIWA tN2+me Page 5 of 9 sil+dme Carlos Paid From 0L01109 to 0VISI9 Weapons Be. Vender Ameunl 0...nation 181 AT S T Universal Brier 13X"13 T.1sphomd Sdrvsa 18M4 AT B T CBIifOrmafrlCI 3,422.18 Telephone Servdns 18445 Aurora Pictures,Inc. 1,20.00 Safety V dVsk 18446 Aulodatlon Services 1.519.56 Instrument Ports B Supplies 18447 AWSI 133.00 Department of TmnspoNllon Program Management O Testing 18448 gets,Specialties MA Batted., IM49 Blue Diamond Car Wash.Inc WO.W OCSD Vehicle WashlmgMaxing Services INN Burke Emilineing Co. W2.54 ElecVkal Ports B Sapphire IM51 Business 21 Publishing,L.L.C. 349.W Books B Puhocatsom. 18452 California Cereals Commemial 2.531.W Safety Sign. 18453 Conforms Dept of chair Support 1222.45 Wage Grmisemem INN Calll0mia Relocation Services,Inc. 1,020.00 Once Files MONngMelocaOon Services 18455 Gammon Wdtlla Supply 2.168.0 Welding Machine B Accaaeoles Ifulu Chase,Inc. 2.3911 Prefer Melntemaae B Cow Supplies-Tear Cartridges 10451 Clean H.Tes Environmental Services 1,681.44 Hazardous Waste Management Services 18458 C.P.Component.of Causerie 1,240.W Mechanical Pads B Supplies 18459 Computer Protection Technology,Inc. 12,053.42 Quarterly Maintenance of goddess.R.r9fem,and UPS System 181W Consumers Pipe B Supply Co. 1,530.M Plumbing Pa.B Supplies 18461 Copemid Express 538.05 OBso.Supplies IU62 Countmpad Enarpdses,la. 2,123.23 Mechanics Pads B Supplies 18463 County Wholesale Electric,Co. 12,160.W Electrical Pads B Supplies IN" CR&R.Inc. 1p86.44 Container Rentals B Waste Disposal Service 18465 CWEA Specialty Conference 1W.W Training Registration 18486 Dr.Harvey Gdtlssoe 9W.0 Safety Usual IN67 Dudek B Associates,Inc 10.Q7N professional Servkas-SOP 104W E.Sam Jon.Distribute.,Inc. 235.98 EleUdwl Pads 0 Supplies 1840 EMEDCO 49015 Safety Suppliers 10470 Employee Bankers SpedBllsh,Ice. 11.957.72 Rdrdmrsed Rkpald Employee Medical B Dependent Care 18471 Enchanter,Ice. 2280.00 Ocean Mandate,BOebll Inspection&Maintenance IM72 Entech lnsYumoote.Inc 1b25.W Testing R"Isballon 10473 Ewing Imprison lnduselal 845.23 Landecaoo ingaUw Pod,B Supplies 10474 Express Lens Lab 3.780.19 Safety Glass. 18475 FEDEX Corporation 93.W Freight Services 18476 Rater S.%.Uflc Company,L.L.C. 4385.09 Iab Pads O Suppl. 18477 R.Systems,Inc, 153.49 Pump Pads B Supplely 18478 Fluid Components Intl.,L.L.C. 019.32 Raised,B Maintenance Serveer-Chill. IM79 Franchise Tax Send W.00 Wage Washmenl INN Freddie Covey 153.27 Office Supples fuel Ford,Truck Ausaswles 827.W Truck Pods B Supplies IM82 Gandhi Lumber Company 731.92 Asphalt 18483 Goodwin points of Ardmore,ins. 5b68.81 Repair B Maintenance Standards-Hydmufc Pump. 1N" Golden Sun Marketing 2,5W.W Mechanical Pads 3 Supplies 18485 Dethronement Cory, 8,475.00 Various Repair anchor Landscape Mallimeam SWces 1MSS Grainger,too. 1,SW.16 Small Tool 8 Supplies 18407 Gaynor Electric Company 226.79 EMchtial Repair S Maimeenca Serv4ces 18488 ISMA r.L.L.C.)Vercon Online) 199.9E Windsor Telephone Semses 18489 Cameos Records Menegemmm 1,023.16 Of-See Record,Sharp. Shredding 184W Hach c0 Perron Industries 16.053.99 Lee Fans 0 Supplies 18491 Hader,Inc. WAS Meter Formal Charges B Misc.Supplies-Inelllbuch System Complete Mail System IM92 Home Depot 928.M Mac.Repair S Maintenance Material IM93 City of Humin,hn Search 11.67 Water Use INN IMAC SWems,Inc. 148.W Mechanical Pads B Suppled xalpM41E%CEL4YV9PNSIIa1fflClume P®ampamokmcle'vmmowepa,rasavmm n_kal5ms® EXHIBITA fiMtMz Peak a o19 sdl. Claims Pam From 02M1109 Is 02115M9 Warrant No. Varmor Amount Deecrlotlon 18699 Wambus Corporal 1,104.62 Safety Video 18800 xemx Corporation 18,078.M Copier Services-EquipmentLeases.Managed Services,&Metered Copy Usage&Changes 1B801 Coal OrdW 912.50 Wage Gamishment 18602 Neren I.Bard® 10.27 MeetinglTmining Expense Reimbursement 18803 I,.T.BwMi 451.05 MndrWrrraining Expense Reimbursement 18604 Melcus D.Dubois 732.88 MeetlngrTalning Expense Reinbonsmand 18605 James Ferryman 933.41 Meeting?ralnbg Expense ReMOursement 1080fi Lisa A.Rpmbad 150.00 Mea0ngfTreinirg Expense Rememenent 18607 Philip J.Sullivan 533.10 MeaMgrmaliang Expense Rehnbunement INN Marc Waldman 933.41 MestlngRrailmg Expense ReMbmaemMl flying County of Orange Auditor Conboller 645.00 Melanesian Fee-Adjustment to Properly Tax Bills 18610 Countyof Orange Auditor Controller 615.00 Admiistration Fee-AC)d Ment to Properly Tax Bills 18611 Frederick&Heidi Graces 1,M3.M User Fee Refund Retail Sk,ft Tanks 18812 Douglas&Mo.Hfailen 2,258.17 User Fee Refund Regarding Septic Tanks 10613 Cookie County Sanhadon Claim 1.268.45 Pally Cash Relmb. 18814 Alfred Sulnn 3,104.60 Rewrmilidion User Fee Refund Program 10615 Shea Propedies Management Co. 48.00 Reconclneibn User Fee Refund Program 18616 910 Challenger Street Bass,L.L.C. 2,047.54 Repenciliatipn User Fee Refund Program Total Accoants Payable-Women. S 12.41T. 2.65 Pevroll Dlsbursemants 41340. 41367 Employee PaWhl S 4.038.00 Interim Payroll-AREA Payments(O2M2M9) 41368- 414M Employee Paychecks 114,411l Blweekly Prym11(0l 1M9) 41437- 41443 Employee Paychecks 2552.53 Interco Payroll-IDEA,Adjutlmanl,Retro,&Add1.ARBA-New Ran.(0240999) 167145.1672M Dlred Deposit Statemens 14,283.56 mail Payroll-ARBA Payments(O2102Mg) 1672M-167821 Dlred Deposit Slatements 1356.968.N Byeekly Payroll(02I1 1N9) Total Fall Disillusionment. 1,493,10T.39 Wlm Theater PaemanM OCSD Payroll Taxes&Contributions S 692.2383] Biwsekb Payroll(M 1W) Chase McMlattan Bank 65,776.24 Serbs 2000 Rebuffing Cemfcates of PaMdpMlon Na diby Purchase Against.Commitment Fee(11M1/OB-Niel 9) Bank of America 36.913.11 Serbs 2000 AS B Rehandling CBd0fatsa d Padamtkns Rsmadptirg Fee(IWIM8-IV31M8) JP Morgan Securtles,Inc. 24,709.29 Sexes 2O06 Cenificatss d PedmlimtiOn Remarmdng Fee(IM1M0-12M1M0) Total VRra Transfer Payments 8191M.01 Total Calms Paid 0901Me-02115M9 E 14.T30.395.05 N:NepNsd.E%CELAIeU20W9XMECMms Pao WpOTAW.CYinx PindaxoAkedoel.I... P 9d9 Eld-al RM1MC a99 .11. Claims Paid From 02/16109 to 02128/09 Warrant No. Vend" Ampule Description Accounts Payable-Warren s 18817 Anledcen Express & 25,047.79 Purchasing Card Program,Min.Supplies&Services t8818 AppleOne Employment Service 29,799.99 Temporary Employment Services 18619 Black It Veatch Corporation 68,520.67 Professional Smiles J-77 18820 Canter for Natural Lands Management 37,753.73 Contract Services Agreement FE0&04 18521 CORRPRO Companies,Inc. 37,003.88 Temporary Employment Services 18622 Earth Tisch,Inc. 282,452.33 Professional S.rvlces P1-100&3-58 18823 Hampton Tedder Technical Services 81,081.00 Professional Services-El.clncal Acceptance Testing-Various Capital Projects 18624 JOI Jones Chemical.,Inc. 81,422,41 Sodium BlsulNelHypochlodte 18625 Kamlm Water Salulkh. 344,512.84 Ferric Chloride 18828 Polydyrre,Inc. 29,428.09 Cationic Polymer MO 3.11.92 18627 Tula RancNMagen Forme 121,499.11 Residual.Removal MO 3.29.95 18628 US Peroxide,L.L.C. MA20.98 Odor&Corrosion Control Treatment for Coll.Sys.;Hydrogen Peroxide 8 Famous Chloride 18629 J.F.Shea Construction,Inc. 4,665,372.38 Comin.ptlon P2-90 18630 Ken Thompson,Inc. 1,148,647.411 CeneWctlon 2-24-1 IN31 Union Bank of California 518,374.71 Construction P2-90,Robinson 18632 Aerolek 11,147.M Temporary Employment Services 18633 Airline Safety,Inc. 2,399.69 Safely Supplies 186M Airtime-West 11.47 Laborelmy Supplies 18635 Alan Plummer Associate, 12,908.25 Pmlianional Services-Suparoxygenatlon Process Feasibility Study 18636 Alhambra Foundry Co..Ltd. 11,174.75 Manhole Frames&Coven 18637 Alned Elecironlce,In . 40.72 Lab Pans&Supplies 18638 Anti Inc. 63.40 Electrical Pan.B Supplies 18639 Applied Industrial Technology 120.92 Machenlcal Pane&Supplies 18840 Msons Instrument 461.26 Instrument Supplfea B Smell Tools 18841 BEAC Board of Environmental Health 106.00 Membership 18642 BioMadeux Vita,Inc. 2,415.09 Lab Pads S Supplies IW43 Bieck Box Corporation 738A3 Ieatrument Pens B Suppers low BP Energy Company M,716.48 Natural Gas-CenGan Poser Generelbn 18645 Bman&Caldxell 13,047.59 Profeeabned Services P2-91 10646 Businesis2l Publishing,L.L.C. 297.00 Training Registration 18607 California Baolcade Rentals 708.28 Bouncers Ranlale/Protasll0n 18549 California Municipal Traeaurers Max. 166.00 Membership 16849 California RelocI lon Services.Inc. 295.00 Office File.Mwing it l.b..Service. Iwo Celirol,Inc. 313.11 Mechanical Pads&Supplies 18661 Catilock Fuel Systems,Inc. 14.782,40 Fund Card Program-District Vehicles&Monitoring Vaasal 18652 CAECA-California Stoonealer Duality 125.00 Membership 10663 CCG Systems.Inc. 11,700.00 Maintenance&Support-Faster Fleat Management Softi 10854 Chadea P.Cloven,Co. 4.911.61 Pump 18655 Circle,Inc. 1,274.34 Ponter Maintenance&Office Supplies-Toner Cartridges 18656 Compressor Components of California 1,248.00 Mechanical Pads 8 Supplies 18557 Consumers Rps&Supply Co. 723.75 Plumbing Pan.&Supplies 18658 Carbonate Express 405.09 Office Supplies 18659 CR&R,Inc. 2,275.M Container Rentals&Waste Disposal Service 18860 C&AMSCO 5,064.55 Mechanical Pad.B Supplies 18661 Culligan of Orange County 61.00 Melnt.Agreement-Can Gen Water SaBener System 18662 CWEA Mnuel Conference 950.00 Training B Medanq Registration-Div.NO(California Water Environment Meoichi 18663 CWEA Membership 264.00 Membership(Calif.Witter Envimnmont M,cc.) 18684 D AW.Tree Service 3,900.00 Tres Melnt.Service NU XCELdIa12P0 SMRMIalna PNditPW TCIaIm ldRe{ AUl mant 1102.2609.daa "HISITB nt - Pager 1 of 8 YIMUS Claims Paid From 02H8109 W 02128109 Warrant No. Vendor Amount Dinumption ISBN Call&Aamciates,Inc. 8,236.65 Professional Services 2-66 law Envlronmensl Resource Assudoles 938.40 Lab Parts&Supplies 18567 ErwimurneMel Sampling Supply,Inc. Si Lab Parts&Supplies 18668 Exdng Irrigation Industrial 274.59 Landscape Inigalion Pads&Supplies 18889 Ferguson Enterprises,Inc. 441.02 Mechanical Pads&Supplies 18870 Fisher Scandal.Company,L.L.C. 6,236.55 Lab Party&Supplies 18671 Forkart Engineering&Surveying,Inc. 4,471.25 Surveying Services-Various Capital Projects 18672 Goldenxect Corp. 51 LarrdscepNBUllding Maintenance Services&Electric Cad Detailing 18673 Grainger,Inc. a,400.87 Electrical Pens&Supplies and Small Tact Expanse 18674 Gmybm Electrac,Company 7,079.40 Elsoscel Repair&Maintenance Sarvices&Supplies 18615 Guarintes Records Management 46.22 Off-Site Records Sumgs&Shredding 18676 Harvard Business Review 119.00 Subscription 1a677 Hill Starers 23,W4.88 Chemicals-Odor&Command Coined-Nemant Trunkline 18678 Willi,Inc. 1,012.14 Mechanical Pads&Supplies 15679 Home Depot 248.12 Misc.Repair&Maintenance Material 18880 Hub Auto Supply 491 Vehicles Pars&Supplies 18681 Inorganic Ventures,Inc. 0.74 Lab Parts&Supplies law Interesle Expands of Cal Coast 1,260.14 Batteries for Vehidee&Cede 18603 Jamison Engineering Contractors,Inc. 4,9OD.00 Emergency Pot Hole Rapers 18684 Joys Catering 174.91 Meeting Expenses 18685 Listed Cassidy Whitmore 2,859.00 Annual Membership&Training Workshops-OC Employ.Relslions Consortium 18688 LECO Corporation 13,770.00 Maintenance Agreement-Pegasus Gas Csometagmph Time of Might Macs Spectranreter 18687 Market Lab 337.87 Lab Pans&Supplies 18688 Materiels and Contrail Somicas 5.780.00 Temporary Employment Services 18689 Mayer Holman McCann,PC 4,933.00 Financial Auditing Services 10690 Mesa Mismer 104.90 Maintenance Services-Muflars,Exhausts and Converters 18691 Midvmy Mfg.&Machining Co. 9.977.65 Mahancal Parts&Supplies 18692 MI lien Abrasive&Janllanal Supplies 509.12 Jenihmal Supplies 15693 MW H Annerices,Inc. 2.018.88 Protesct,nal Services P2-74 18894 Neal Supply Co. 960.27 Plumbing Supplies 18895 Newer,Electmnice 331.12 Instrument Pads&Supplies 186% Nil 1.925.00 SoMwre-Server License-Nsles Work Flow 2DO7 18897 Nimp&Moom 16,435.00 Professional Services-Solls,Concrete&Other Mae is Tasting for Various Capital Projects 1889E OCTA 27.13 Claim Settlement 18699 Office Depot Business Services Division 100.88 O10ce Supplies 18700 Onesounce Distributors,Inc. 1,512.56 Electrical Pads&Supplies 18701 Orange County Past Control,Inc. 50A0 Past Control 18702 Orange County Pubic ABahe Association 50.00 Membership 137M Oxygen Servos Company 895.98 Lab Pads&Supplies 187" Pedomunce Pipeline Technologies 11,166.0 Sesumne Yrdeo Inspections-Various 18705 PerkinElmer Labs 21.361 Service Maintenance Contract-Mass Spectrometer 187M PL Hawn Company,Inc. 388.93 Electrical Pads&Supplies 18707 Primrow Ice Co.,Inc. 80.00 Ice Servlce 1B708 Preplps 19,798.30 Simon.Cleaning film City of Tustin&Unincorporated County Property&Must,Inspection 16709 Prodandal Oveull Supply 3,464.69 Uniforms&RNaled Ankles 18710 Quinn Potter System Asset. 281 Eoch cal Paris&Supplies 18711 RBF Consulting 1,0661 Surveying Services-Various Locations 18712 Royale Cleared; 6.00 Dry Cleaning Services 18713 Safety Ms. 590.87 On-Sde Service of First No Kite MSdteXCEL euV20ArSAARM1 ice.R u R,Wito0o9traeLmPaldR.ryes AleMmon s cammnv EXHIBIT B 4c Page 2 of 8 3`116,011e Claims Pad From 02I1 W0910 0212NO Warned No. Vendor Andunl Description 13714 Scott Specialty Gaase,Ine. 93.53 Lab Paris 6 Supplies 18715 Shamrock Supply Co.,Inc. 202.63 Mechanical Supplles 6 Small Toole 18718 So Cal Gas Company 13,438.W Natural Ga. 18717 Square D Co.clear Schrader Elecift 4.721.37 Elecdcal Pans 6 Simpler; 18718 Stale Baal of Equalkalion 5.341.00 Haredau.Waste Fee 18719 Siretus Environmental,Inc. 8,080.00 Prafase.mal Services-Groind"Ier Marinating 18720 Sunset Ford 80.00 Vehicle Pert S Service 18721 Sunset Industrial Pane 431.48 Mechanical Parts 6 Supplies 18722 Systems Solution Company 3,885.79 RepalreB Melnlanance Servces-Aaese ContmIyCCTV Security Syslam 18723 TekSystme 3,34040 Temporary Employment Services 18724 Termnlx international 1.125.00 Pest Control 18725 Thermo Election Corp. 1,018.24 Lob Pan.B Supplies 1a?26 Thompson Industrial Supply,Inc. $7.71 Mechanlcal Pans S Supplies 18727 Made Constrvdkn 3.gW.00 Repair 6 Maintenance Services-InstllaWn of Handrail 10720 Todd Printing,Inc. 4.877.00 Painting Services 1872g Tanya Lack 6 Safe Service 6 Sales 1.030.44 Lacks 6 Kays 10730 Transcat 834.37 Instrument Part S Supplies 16731 Track S Auk Supply,Inc. 613.40 Aulomoll"Pen.S Supplies 16732 Undersea Grephlca Inc. 7,500.00 Contract Service-Outlell Inspection 18733 Untied Parch Smice 70.40 Freight Service, 187M Valley DeUoll Diesel Allied 443.05 Etcli cad Pert 6 Supplies 18735 Vortex Corp. 5,651.63 Dow Repalis Replasements-Various Location. 18736 VWRSdanUBCProduct 1.036.64 Lab Pane S Supplies 10737 WEF 217.00 Membership-Water Environment Federation 18738 West LUe Supply Company,Inc. 34D.55 Saddest Pans 6 Supplies 18739 %yon Business Solution.,Inc. 5.760.00 Temporary Employment Smkas 18740 Chuck M.Farman 146.91 M"Mgrmintng Expense Reimbursement 111741 Robert P.Ghlrelli 687.24 Mse11ng7 mining Expense Reimbursement 18742 Ingrid G.Haltbrand 141.52 MandingrreWng Expense Reimbursement 18743 James D.Herbag 250.00 Mseengrreining Expense Reimbursement 187" Jeffrey Y.Shuck 134.88 Meelinerrelnlrg Expense Reimbursement 15746 Gary J Tularosopo-Kamper 190.00 Mose grreining Expanse Reimbursement 18746 Michael Vueng 190A0 MseUrgrrading Expanse Reimbursement 15747 Allen J.While 6B0.W MeolUprnlning Expense Reimbursement 18748 ASCE,Orange County Branch 81 Meelbg Registration-Dwision 110 19749 County of Orange Auditor Common, 495.01) Acquirement to Propel Tax Bill 18750 County of Orange Auditor Controller 585.00 Adjustment 1.Propel To.Big 18751 County of Orange Aud0or Controller 330,00 Adjustment to Property Tax Bill 107M Bit&8 Veatch Corporation 148,007.83 Professional Sarvicas P1-102 6&68 187M Butler Engineering,Inc. 84,879.65 Professional Services 5-68 167% Camp Dresser 6 McKee,Inc. 33.609.51 Professional Services P7-97 18755 Oudek S Associates,Inc. 61,110.42 Professional Servlcas M1 18756 Hach cm Person Indusdes 28,721.49 Lab Pans S Supplies 18757 HOR Engineering,Inc. 123,836.47 Professional Services 549 A Pt-101 18758 IPMC do Parsons 986.295A0 Engineering Services-Integrated ProgremlProjed Management,T.mpomry Singing,Mail.6 Supplies 18759 JCI Jones Chemicals,Inc. 132.905.33 Sw0um Hypochloct 187M Lee 6 Ro,Inc. 44.351 Professional Service.549 18761 Malcolm Pimle,Inc. 27.157.07 Professional Smkes 1-24A 6 11.28 18762 MISCO 27.971.23 (2)Rakrk Actuators Nbna%CSLA1.�27UAP9nNRFCIPIm Paci R.Pa1@nOGSInuPoIERopin Pileoamenl B U1-Redi.eq EXHIBIT a - - Page 3 of 6 shears Claims Palo From OL76109 to 02J261109 Warrant N. Vendor Amoune Description 18763 Polydyne,Inc. 58,48070 Cosmic Polymer MO 3-11-92 18764 Southern California Edlsan 331,908.33 Poser 1870 Synagm West.Inc. 287,144.53 Residuals Removal MO 3-29-95 187M Welker Centrifuge Services,L.L.C. 368,222.56 Repair&Maintenance Services-Cleaning of(4)Digesters at Plants 1&2 187V Nodded A.Olason ConstmcUon,Inc. 191,763.90 Construction 747 1870 Abel Pump.,Inc. 123.82 Mechanical Pads&Supplies 18769 Absolute Standards,Inc. 342.00 Lab Pads It Supplies 18770 Acmrva 1,Inc. 10,004.08 S011ware Maintenance Agreement-Firewall Configuration&Foadnet Support 16771 Acm Machine,Inc. 17,887.13 Mechanical Pads&Supplies 16772 As.Enegy,L.L.C. 11,016.00 professional Services 2-24-1 18773 Air LNuloe Awarded Corp. 1,152.71 Specially GM05 18774 Alrgas Safety,Inc. 10,275.43 Safely Supplies 18775 Alhambra Foundry Co„Ltd. 5.294.84 Manhole Frames&Covers 187M Altura Performance Systems 300.00 Training Registration 167" AMP Technology,L.L.C. 2,340.OD Maintenance Agreement-Sh..Pomt 18778 ASTD American Society for Tminirlg&Dev 180.00 Membership 18779 AT&T Universal Biller 1,974.29 Telephone Smice 187B0 AT&T Cahfomie/MCI 3,222.21 Telephone Senate 18781 AT B T Mobility 11,L.L.C. 199.01 CNlular Eeuipment 18782 Atkinson,Andelson,Loya,Rudd&Ruud 2,300.00 Legal Services-Employee Relations 18783 Baker Tanks 130.00 Tank Rentals 187M Bakmefeld Pipe&Supply.Inc 2,744.34 Mechanical&Plumbing Pads&Supplies 187M Battery Specialties 718.35 Batteries 18786 Bell Pipe&Supply Co. 1,472.41 Mechanical&Plumbing Paris&Supplies 18787 Bentley Systems,Inc. 5.950.81 SO&warelHerdsare Maintenance Agreement Renewal 18788 Ernesto Cost. 170.00 MeeUngiTralding Expense Reimbursement 1878E County of Orange 17.48 Make.Agreement-Repalr/Instal stion of Base,Handheld&Vehicle Radios 187M California Auto Collision 2.410.02 Track Body Repair 18791 Celifomm Dept.of Child Support 1722.45 Wage Garnishment 187K CMTA Annual Conference 680.00 Meeting Registration-Division 220 18793 California Relocation Services.Inc. 1,948.50 Office Fibs MovinglRalocetilm Services 18794 Callen Associates,Inc. 3.988.68 Investment Advism 1870 Cel off.Inc. 6.404.74 Mechanical Pads&Supplies 18796 CAPPO,Inc. 1.040.00 Membership 18797 CASA 550.00 Meaning Registration-Division 150(Calif.Association of Sanitation Agencies) 18798 CCP Industries. 2,622.07 Janitorial Supplies 18799 Cate.Inc. 1,437.39 Pdoler Maintenance&Office Supplies-Toner Carriages 18600 Columbia Analytical Services,Inc. 588.00 Analysis of Wastesater,Industrial Wasteoster&Biosolids 18801 Communications Supply Cory. 157.63 Efeclrkal Pads&Supplies 18802 Compressor Components of Califumm 5.430.80 Mschancal Paris B Supplies 18803 Contacted Motion Solutions 89.63 Mechanical Pads&Supplies 18804 Corporate Express 1,346.12 Office,Supplies 18805 County Wholesale Electric Co. 122.42 ElecMcal Pads&Supplies 18806 CR&R,Inc. 316.00 Container Renals&Waste Disposal Service 18807 Dualism of Orange County 2.50 Maim.Agreement-Con Gen Water Schooner System 18808 Cully Wholesale Electric,Inc. 100.04 Electrical Paris&Supplies 18809 CWEA Annual Conference 1.235.00 Training&Meeting Registration-Division 820(Caliform Water Environment Association) 18810 CWEA Membership 346.00 Membership(Calif.Water Environment Assoc.) 18811 CeWBs Tree 5ervlm 5,350.00 Tree Maint.Service NemE%nEL tl4VIDNPSMI100e.Pelf Re;,orMm .lAr ePbcmopnMY..m B oI38-09.tler EXHIBITS nc Page 4 of 8 Mamma Claims Paid From ON16IN to 02128/09 Warrant No. Vendor Amount Ueecoption 18812 Davis Cetiarallon 121.12 Instrument Calibration B Cedlfication IN13 Oepeltment of Consumer Affairs 245.00 Database for Pharmaceutical Program 18614 DLTBV Systems Engineering,Inc. 309.8E Prolmduonel FE Design Services 1881E DWG Associates 4,625.00 Prolanoml Services-Oxygen Plant Rehabilitation 18818 Elecba Bond 4,617.09 Sandblasting 8 Corrosion Control Coating Services 18817 Employee Benefits Speclinals,Inc. 11,987.72 Relmbumed Prepald Employee Metlkal8 Dependant Care 18818 Employment Development Dept. 969.00 Slate Unemployment Tax 18819 ENS Resources,Inc. 10,000.00 Professional Services-Legislative Advocate lam Environme ulel Resource Associates 114.77 Lab Pens 8 Supplies 18821 Beat Irrigation Indunkel 327.93 Landscape branch Pans 8 Supplies filan FEDEX Corpentlon 39.08 Freight Services 18823 Fegueon Enterprises,Inc. 1,884.79 Mechanical Pens 8 Supplies 18824 First American Corelogic 603.00 Annual On-Line Subscription Services 18825 Fisher Sctenufic Company,L.L.C. 5,824.77 Lab Pads 8 Supplies 18826 Franchise Tax Boats 50A0 Wage Garnishment 18827 Frandnse Tax Board 231.00 Wage Gamishmenl 18828 Franklin Covey 70.59 Office Supplies 18829 Franco Prates 3111.50 Human Resources BackgrouM Checks 18830 Frys Electronics 32.30 Computer Supplies 18831 Garree Celiehen Company 533.37 Chemical Supplies 18832 GMRTmnsulption 288.75 Transcriplion Services HIM Goodwin Pumps of Amenee.Inc. 2,333.82 Professional Services-Pump loam Golden State Overnight Delivery Service, 281.15 Courier Semite 1883E Bodement Corp. 880.00 Repair B Manenance Services-Signs B Shelving 188M GoadmII IndusNes of Orange County 203.94 Professional Services-Public Outreach Material Unite to Support F.O.G.(Fats,Oils,8 Grasse)Project 18837 Government Institutes,Inc. 471.40 Books 8 Puacatlons 188M Greybar Electric Company 98.24 Sales Tax 1809 Great Western Sanitary Supplies 435.65 Jabilonal Supplies 18640 Haldeman,Inc. 1,734.78 Mechenicid ElocMcel Pens 8 Supplies 18841 Hardy Diagnostics 1,597.48 Lab Pans 8 Supplies 18842 Herrington Industrial Ph stics,Inc. 12,604.72 Mecesnlcel Pads 8 S MIN 18843 Henry Pratt do Southeast Valve 8 Equip, 4.662.35 Volvo law Hills Beal Serves,Inc. 1.998.12 MCMtenence Agreement-Oceen Monitoring Vessel Nenssa IBM Homo Depot 470.36 Mac.Repair 6 Maintenance textural lam 10 Enhancements,Inc. 1,303.110 Call-Russo I.D.Badges 18847 Ideax Leboralories,Inc. 2,004.15 Lab Pads S Supplies 18648 Indiana Child Support Bureau 290A0 Wage Garnishment 18849 Industrial Disiributlon Group N9.20 Mlec.Repair 8 Mstnkmancs Supplies 18850 Industrial Filter Manufacturers,Inc. 1,917.88 FI9are 18mi Inland Litho 4,500.00 Printing B Publication 18852 Inorganic Ventures,Inc. 101.74 Lab Pane 8 Supplies 18653 Insurance Services OBIcs,Inc. 575.00 Books 8 Publications 18854 Intemel Revenue Smite 125.00 Wage Garnishment 18855 International Electrical Testing Assoc. 1.302,00 Meeting Registration Division 860 18858 Intl.Union of Oper.Eng.AFL CIO Local 501 4.800.65 Dues Deduction 10857 Irvine Ripe 8 Supply 1,519.34 MOChesical Pans 6 Supplies IN58 Irvine Rench Water DisWct 45.33 Water Use 18859 JG Tucker AM Son,Inc. 355.58 Safety Supplies INN Jamison Englneedng Contractors,Inc. 2,595.00 Professional Services-Piping and Support Modifications tvmj%XCEL.EbUbAAPS M1xns Fmi 902.2"adm EXHIBIT sc - Page 5 of 8 ansrzoos Claims Paid From OWIM to 0MIlf09 Warrant No. Vendor Amount Description 18861 JMART Group USA we Barfield Construction 3,891.04 Lendecaping Services 18862 Johnstone Supply 1,488.38 Instrument&Electrical Pens&Supplies 18853 JWC Environments 12,355.02 Repair&Maintenance Servcea-Rebuild Gander 10884 Kbsel Emnormmbl Lab SD.OD Outside Laboratory Seldom loam Lance Sell and Lunghow 10,053.45 Pholoomnal Services-Internal Auditors 10880 Ulleatrand and Assodates 4,774.50 Professional Services-Executive/Management Coaching Services 18807 Court Order 150.00 Wage Geralshmml 18868 McMaster Can Supply Co. 5.343.22 Machanical/InNmmant Supplies,Ladders&Tools 18889 Medlin Controls Co. 470.22 Instrument Pads&Supplies 10870 Mobile How&Hydraulic Supply 4.895.57 Hceea 18871 Court Order 225.00 Wage Garnishment 18872 N.Glanl2&Son,Inc. 211.12 &heating 18873 National Bond&Trust 1,743.79 U.S.Savings Bonds Payroll Deductions IN74 Neal Supply Co. 445.23 Plumbing Supplies 18675 Neutron Products,Inc. 6,237.43 Anionic Polymer 18878 Nadel CmmuniwWne 1,104.92 Cellular Phone;&Air Time IN77 Nickell Metal Spmy 7,315.00 Repair&Maintenance Services-Auger; 18875 NRG Engine Services,L.L.C. 1,279.97 Mechanical Pans&Supplies 18879 NWRI NoWnal Water Research Institute 2.500.00 OCWD's ChildranV Water Education Festival 18880 OCEA 605.69 Dues Deduction 18881 Office Depot Business Services Division 1.116.64 Office Supplies 18882 Onesaurce Dlstabutons Inc. 4,a13.98 Elaculcal Pads&Supplies 18883 Orange Community Bank 21,307.10 Constmlke;747,Retention 18684 Orange County Peat Control.Inc. 150.00 Past Control 10885 Orange County United Way 60.00 Employee Contributions 18886 Orange flute System Technologies,Inc. 104.77 Plumbing Pane&Supplies 18887 Oxygen Service Company 323.87 Rebuild Shop Gems&Lab Pens&Supplies 18888 Pace,Inc. 23,000.00 Podecslonal Services FE07.19 18B89 Pacific Mechanical Supply 12,140.05 Plumbing Supp0m 18890 Parker Supply Company 761.13 Cleaner/Degreaser 18891 PBS&J 18,807.22 Professional Services 3.52 18892 Peace Of0cers Council of CA 2.081.50 Dues Deduction,Supervisors&Professionals 18893 People and Procaseae,Inc. 3,995.00 Training Re0Wortion 15894 Pedecl Turf 1,200.OD Landscaping Services 18895 PL Hunan Company.Inc. 398.83 EtecMcel Pans&Supplies 18898 Penton Induetdes,Inc. 2,005.44 InshadsomMeb Pane&Sapplles IN97 Primrose Ice Co..Inc. 1DD.OD Ica Service 188" Prelecl Management Institute 154.OD Membership 188" Proleclllne Technical Services,Inc. 14,473.60 Professional Sarvicae FE07.26 18900 Prudential Overall Supply 1,752.85 Uniforms&Related Articles 18901 Pump Engineering 2.905.57 Pump Pads&Supplies 18902 Pyramid Fence Company,Inc. 940.00 Gale Repalas 10903 Rae Systems,Inc. 2.743.21 IneWment Rogeirs 18904 RDM The Company North,Inc. 4.256.00 Repair It Maintenance Services-FIo0r Chun 10905 RMS Engineering&Design,Inc. 15,293.13 Facilities Engineering Services FE-06-12 189M Royale Cleaners 6.00 Dry Cleaning Sarvicae 18907 S&L International,Inc. 13.691.60 Solhlere&Maintenance-Websenee&Secmlly Filtering 189M Sancon Engineering,Inc. 14,100.00 Repair&Maintenance Services-Pipe Liner 189M SchWng Bleaet 934.85 Pump Paris&Supplies NeAE%CELEIeVNWP$MggElClalne PeN RepunDWP61e1rraPolERepan+NaNmenl B M-38-0;.Nu EXHIBIT xo - Page 5 of 8 YI&2eo9 Claims Paid From 02118A9 to OV28g9 Warrant No. Vendor Amount Description 18910 SceBel Voice 6 Dela,Inc. 2,284.80 Telephone System Maintenance 18911 SETAC 160.00 Membership 1012 SGE,Inc. 2.138.03 Lab Pads S Supplies 16913 SGS Teslcom,Inc. 15.28 Telephone Line-Dinner Vehicle SMOG Sla9on 18914 Shamrock Supply Co.,Inc. 3,428.68 Paint S Maintenance Supplies 18915 Bimini Instruments.Inc. 1,NSAS Instrument CelOralan B CarUOcetion 18918 Shureluck Sales 5 Engineering 4,501.97 Mechanical Pads B Supplies 18917 Siemens Energy B Automated.Inc. 152.50 Instrument Repairs III Siemens Water Technologies Corp. 127.28 Service Agreement-DI Water Systems at Plants 1 B 2 into Sigma Aldrich,Inc. 274.91 Lab Pala 8 Supplies 18920 SKC West,Inc. 71.26 Lab Pals B Supplies 18821 South Coast Ar Quality Management Dist. 22,816.17 Regulatory Operating Fees 18922 South Mooting Company 334.00 Repair 8 Maintenance Services-IJens d,Mooring 18223 Sediment California Trans Service 1.079.66 Mechanical Pods B Supplies 18924 SparNe te 1.683.90 Drinking WatedOmiler Rentals 18925 SPEX Gladioli,Inc. 116.78 Lab Pads 6 Supplies 18926 Square D Co.dbe Schneider Electric 4.721.37 Electrical Pads 8 Supplies 18927 St.Croix Sensory,Inc. 1,160.01D OKacrometry Testing Services 18928 Sunset Industrial Pads 5.363.40 Mechanical Parts 6 Supplies 18929 Systems Solution Company 698.55 Proposes 8 Maintenance Services-Access Centel Security$plain 189M Target Specialty Products 162.88 Insecticide 18931 Tastemenca Onteno 900.00 Analysis of Blosclids IBM Thompson Industrial Supply,Inc. 1p24A2 Mechanical Pads 8 Supplies 18933 Thomsen Reuters(Scledic,Inc.) 1,904.86 SOM.sere Upgrades-EndNote 189M Tonya Lock 5 Slope Service 6 Sales MS." Lodes 6 Keys 18935 Tovmsend Public Affairs 7,500.00 LeffinatNe S Execution Adegcete for Grant Funding 189M Ultra SciengOc 517.28 lab Parts 8 Supplies 18937 United Parcel Service 1.262.41 Freight Burden 18938 UrUteC Storm Water 9.097.73 Repel,6 Maintenance Bodiless-Vacuum Services 18939 Vedron Celllomia 1,610.69 Wireleea Services iS9A0 Vorlea Corp. 20.95 Gala Maintenance Services 18511 Voselm 6 Company 138.82 Mechanical Pads 8 Supplies law MR Scient6c Products 7,446.87 Lab Pals S Supplies IBM The Wakenhut Corporation 14,224.66 Security Services 18W Wsxle Sanitary Supply 450.66 Jeniterial Supplies 18945 WEF 354.00 Membership-Water Environment Federation 18946 Wesco DlsMbutlon,Inc. 23.42 Electrical Pads B Supplies 18947 West Coast Safety Supply Co. 484.33 Toole 18IMB West Life Supply Company,lnc. 302.13 Electrical Pals S Supplies 18949 Xerox Corporation 20.616.75 Cooler Services-Equipment Leases,Managed Services,B Metered Copy Usage Charges 189M Yele/Chese Materials Handling.Inc. 602.65 Electric Can Pads 18951 Court Order 912.50 Wage Gamishmenl 18952 York International 677.24 Electrical Pale 8 Supplies 1BB53 Demanded Yacht Maintenance 156.00 Repair&Maintenance Service-Ocean Monitoring Vessel Nerissa 18854 Humphrey Constructors 20,872.08 Construction FE0546 18955 James E.Golden 239.20 MwUng?relnirg Expense Reimbursement 18956 Larry R.Crandall 561.55 Meeling/ wining Expanse Reimbursement 18957 Douglass S.Dre e t 692.47 Mastng/7raining Expense Relmbursement 18958 Kimberly A.Erickson 375.00 MeeWy7reining Expease Reimbursement MW1E%CEL.Man3RONP6IWREVAaImr Ped RepeMOWlamPn ldBeponJ26rrenla02.2U9.Yn EXHIBIT nc Page 7 of 8 W1612009 Claims Palo From 02N8m9 to 02J28100 Warrant No. Vendor Amount Descd0tlsle 18959 Michael I.Gold 829.81 Mw0ng/Tralning Expense Relmbursemwt 18960 Tod E.Haynee 1,583.98 MestingfThuning Expense Reimbursement 18961 James D.Hemelg 364.53 MeeBngRralning Expense Reimbursement 18962 Larry E.Laul 61.00 Me dingrimining Expense Ralmbursemem 18963 Ludolph T.Lonimer 135.00 MeetlnORrelnlrp Expense Reimbursement 189" Linde Losurdo 104.12 MeetingRrelning Expense Reimbursement 18985 Laurie Msraallla 1,645.00 Mwting7rdnlrq Expense Reimbursement 18965 Denise M.Medina. 1,240.00 Mee0nglTralrsng Expense Reimbursement 18967 Tracey L.Murphy 66.00 Meeting?ralnirm Expanse Reimbursement 18968 Joseph W.Palk,Jr. 677.22 Msedngrimining Expense Reimbursement 18089 Doug Rulisen 328.63 MwBngiTralning Expanse Reimbursement 18970 OriaMa A.Tolosa 362.59 MeatingRmining Expense Reimbursement IN71 Simon L.Watsw 224.13 MeetingVT aiMm Expense Ralmbureemenl 18972 Burke Edinger El Dorado.L.L.C. 1,468.69 Reconciliation User Film Refund Program 18973 John Racks and Fry's 2,000.0 Employee Computer Loan Program 18974 South Coast Air Quality Management Dist. 53.50 Annual Emissions Remod-Reguietory Fee IN75 Janice Broyles 12,163.71 Payout Check for Mike Broyles Total Accounts Payable-Warrants E 11.423.489.00 Pauroll Disbursements 41444. 414N Employee Paychecks E 106.171.49 BlaseMy Payroll(02125109) 41495. 41503 Employee Paychecks 1,903.27 Interim Payro0-IDEA,Lump Sum,Adjustment 6 Ratm(02Q4109) 41531- 41532 Employee Paychecks 2,341.79 Inlahn Payroll-Final Check E Retirement(02126M)' 167822-168490 Direct Dmlosit Statements 1,384,211.85 BaoeMy Palms(02125109) Total Parrott Disbursements E 1.494.828.40 •Wlolnune4nldneone dut.s ARBA.Mdepltusl WO342RIMPryNI W Ira Transfer Pavmama OCSD Payroll Tens E Conuibulbne E 776,335.93 Bimekly Payroll(02J25m9) US Bank 129.531.09 Series 2000 A 6 B Refunding CaNOcatee of Participations February Interest Payment Total Wire Transfer Payments E 905.86).02 Total Claims Paid 02116100.02/28100 E 13.823.964.42 cs ITXCELEI MOAPSHARECism Poll Rmm NxsxcIxI PadRspoTMam,snl_B_0A2M9tle, EXHIBIT ter Page 8 of 8 vl isel s MINUTES OF STEERING COMMITTEE MEETING Orange County Sanitation District Wednesday, February 25, 2009, at 5:30 p.m. A meeting of the Steering Committee of the Orange County Sanitation District was held on Wednesday, February 25, 2009, at 5:30 p.m., in the District's Administrative Office. A quorum was declared present, as follows: STEERING COMMITTEE MEMBERS: STAFF PRESENT: DIRECTORS PRESENT: Jim Ruth, General Manager Doug Davert, Chair Bob Ghirelli, Assistant General Manager Larry Crandall, Vice Chair Nick Arhontes, Director of Oper. & Maintenance Bill Dalton, Operations Committee Chair Jim Herberg, Director of Engineering Mark Waldman,Administration Committee Ed Torres, Director of Technical Services Chair Lorenzo Tyner, Director of Finance and Jim Ferryman Administrative Services Phil Luebben Michael Gold, Legislative Affairs Liaison David Shawver John Linder, Engineering Manager Jim Burror, Engineering Supervisor DIRECTORS ABSENT: Lilia Kovac, Associate Clerk of the Board NIA Ryal Wheeler OTHERS PRESENT: Brad Hogin, General Counsel Drew Kolosky, Liberty Compost Alex Gima, DWP Charlie Dong, DWP Victor Ybarra, DWP PUBLIC COMMENTS Mr. Drew Kolosky from Liberty Compost, addressed the committee members with reference to an offer to purchase the Sanitation District's Kings County property with the option to receive biosolids at a reduced rate as part of the property sale. Staff answered questions raised by Directors, and outlined the long-term sustainable biosolids program the Sanitation District has in place. REPORT OF THE COMMITTEE CHAIR Board Chair Davert and Vice Chair Crandall reported on the delegation trip to Washington, D.C. to address the FY 2010 appropriation bill. Chair Davert announced the Sanitation District will be receiving a $300,000 grant from the EPA for secondary treatment. The Steve Anderson Lift Station is scheduled to be dedicated Friday, April 17, 2009 from 10:30 a.m. to 1:00 p.m. Minutes of the Steering Committee 1�1 ` February 25, 2009 1 Page 2 REPORT OF GENERAL MANAGER Jim Ruth, General Manager, reported the start of the budget preparation cycle and deferred an overview of proposed budget assumptions to Lorenzo Tyner, Director of Finance and Administrative Services. Mr. Ruth provided a brief monthly report. He also announced that the grand opening of the biosolids processing plant in Rialto is scheduled for early May. REPORT OF GENERAL COUNSEL Brad Hogin, General Counsel, reported there would be a hearing on Kern County's Measure'E', which bans the application of biosolids in the county, scheduled in the Los Angeles Supreme Court on Monday, March 2, 2009, with a decision expected within two months from the date of hearing. ACTION ITEMS (1 -3) 1. MOVED, SECONDED AND DULY CARRIED: Approve minutes of the January 28, 2009 Steering Committee meeting. 2. MOVED, SECONDED AND DULY CARRIED: Recommend to the Board of Directors to adopt the 2009 Legislative Platform and Goals. 3. MOVED, SECONDED AND DULY CARRIED: Direct staff to proceed with recommendations of the Steering Committee in connection with a letter dated December 10, 2008,from the Los Angeles Department of Water and Power, requesting an Out-of-Area Sewer Service Agreement for the Haynes Power Generating Plant. Staff was directed to proceed with LADWP term negotiations for the Out-of-Area Sewer Service working agreements based on recommended business operating procedures, and to bring to the full board for final approval. INFORMATION ITEMS (4) 4. Legislative Affairs Report—Gold Michael Gold reviewed the basic contents of the proposed economic stimulus and recovery package with the water and wastewater related funds; however, details on how to access funds have not been identified. Mr. Gold also reported the contents of the State budget, and due to the alliance with other special districts, funds were not taken away at this time. w Minutes of the Steering Committee I February 25, 2009 Page 3 CLOSED SESSION (5) CONVENE IN CLOSED SESSION TO GOVERNMENT CODE SECTION 54956.9(c): The Steering Committee convened in closed session at 6:22 p.m. to discuss one matter. Confidential Minutes of the Closed Session held by the Steering Committee have been prepared in accordance with Government Code Section 54957.2, and are maintained by the Clerk of the Board in the Official Book of Confidential Minutes of Board and Committee Closed Meetings. The Steering Committee reconvened at 6:26 p.m. in regular session. ADJOURNMENT The next Steering Committee meeting is scheduled for Wednesday, March 25, 2009, at 5:30 p.m. The Chair declared the meeting adjourned at 6:27 p.m. Submitted by: Lille <ovac Associate Clerk of the Board l MINUTES OF THE OPERATIONS COMMITTEE Engineering, Operations & Maintenance, and Technical Services Orange County Sanitation District March 4, 2009—5:00 p.m. A meeting of the Operations Committee of the Orange County Sanitation District was held on March 4, 2009, at 5:00 p.m. in the Sanitation District's Administrative Office. A quorum was declared present, as follows: Operations Directors Present: Staff Present: Bill Dalton, Chair Jim Ruth, General Manager David Shawver, Vice Chair Bob Ghirelli,Assistant General Manager Charles Antos Nick Arhontes, Dir. of Operations& Maintenance Tom Beamish Jim Herberg, Director of Engineering Troy Edgar Ed Torres, Director of Technical Services Patsy Marshall Lilia Kovac, Committee Secretary Roy Moore Mark Esquer Joy Neugebauer Dean Fisher Sharon Quirk Norbert Gaia Constance Underhill Tod Haynes Doug Davert, Board Chair Doug Kanis Larry Crandall, Board Vice Chair John Linder Operations Directors Absent: Harry Sidhu Others: Don Webb Carla Dillon Gino Rampagna Juanita Skillman Simon Watson Alt. Director Bob Ooten PUBLIC COMMENTS There were no public comments. REPORT OF COMMITTEE CHAIR Committee Chair Dalton did not give a report. REPORT OF GENERAL MANAGER General Manager, Jim Ruth, briefly reported that the Sanitation District will be receiving the Environmental Achievement award from NOCWA on July 15 in Milwaukee, Wisconsin, and the American Society Civil Engineers Award for the GWRS project will be presented on April 23, 2009 in Washington, D.C. Minutes of the Operations Committee 6+ 4 March 4, 2009 ' Page 2 CONSENT CALENDAR (1-61 1. MOVED, SECONDED, AND DULY CARRIED: Approve the minutes of the February 4, 2009 Operations Committee meeting. 2. MOVED, SECONDED, AND DULY CARRIED: a)Approve a sole source purchase order contract with Jamison Engineering for Plant 1 Headworks Splitter Box No. 3 Channel Repair Services, for an amount not to exceed $93,800; and, b) Approve a contingency of$9,380(10%). 3. MOVED, SECONDED,AND DULY CARRIED: Recommend to the Board of Directors to: a)Approve a contingency increase of$70,000 (45%)to the Professional Design Services Agreement with The Austin Company for Laboratory Refurbishment at Plant No. 1, Job No. J-97, for a total contingency of$77,650 (50%); and, b) Approve a budget increase of$70,000 for Laboratory refurbishments at Plant No. 1, Job No. J-97, for a total budget amount of$487,000. 4. MOVED, SECONDED, AND DULY CARRIED: Recommend to the Board of Directors to: a)Approve Plans and Specifications for the P1 P2 In-Plant Public Address System Expansion, Project No. FE07-34, on file at the office of the Clerk of the Board; b) Approve Addendum Nos. 1 through 4 to the plans and specifications; c) Receive and file bid tabulation and recommendation; d) Award a contract to FEI Enterprises, Inc.,for the P1 P2 In-Plant Public Address System Expansion, Project No. FE07-34, for an amount not to exceed $285,000; and, e) Approve a contingency of$57,000(20%). 5. MOVED, SECONDED, AND DULY CARRIED: Ratify Change Order No. 1 to Purchase Order No. 64182-OS issued to Jamison Engineering for additional repair work to the Outfall Line for an additional $60,000, increasing the total amount not to exceed from $138,000 to $198,000. 6. MOVED, SECONDED,AND DULY CARRIED: Recommend to the Board of Directors to: a) Ratify Amendment No. 1 to Purchase Order No. 102907-OB issued to Hampton-Tedder Technical Services providing Electrical Acceptance Testing Services for Collection System and Treatment Plant Projects, Specification No. PSA-2007-003, for an additional amount of$150,000; and, b) Approve Amendment No. 2 to Purchase Order No. 102907-OB issued to Hampton-Tedder Technical Services providing for Electrical Acceptance Testing Services for Collection System and Treatment Plant Projects, Specification No. PSA-2007-003,for an additional amount of$250,000; and, c) Approve a contingency of$24,000 (3%). ! Minutes of the Operations Committee March 4, 2009 Page 3 ACTION ITEMS There were none. INFORMATION ITEMS DEPARTMENT HEAD REPORTS Corrosion Management Proaram—Nick Arhontes, Director of Operations and Maintenance recognized Project Manager Doug Kanis who presented a brief overview of the Sanitation District's corrosion management program requiring support from different departments in executing the program (planning, scheduling, confined space entry, crane operators, collections, CCTV and contract bidding). Nick Arhontes also reported that an in-plant 8° line failure had occurred the prior weekend, and a contractor had been brought in to locate the origin of the spill to contain and repair. Repair costs will be submitted to the Board of Directors to ratify the emergency repair costs, which at the time were estimated to reach the amount of$100,000. CIP Status Report -Jim Herberg, Director of Engineering, presented a brief overview of the current CIP construction volume, its financial status, and how the Sanitation District is receiving competitive bids due to the slow economy. CLOSED SESSION There was no closed session. ADJOURNMENT The Chair declared the meeting adjourned at 5:40 p.m. The next Operations Committee meeting will be held on Wednesday, April 1, 2009, at 5:00 p.m. Submitted by: C Lilia Kovac Committee Secretary H:W9pUg9nda10pmtIons Co ftelOperedons 200901109M.030009 Opemtions Minutes.docx OPERATIONS COMMITTEE Meeting Date To ad.or Dr. 03/04/09 03/25/09 AGENDA REPORT Item Number Item Number 3 5 Orange County Sanitation District FROM: James D. Ruth, General Manager Originator: James D. Herberg, Director of Engineering Project Manager: Christopher MacLeod SUBJECT: LABORATORY REFURBISHMENT AT PLANT NO. 1, JOB NO. J-97 GENERAL MANAGER'S RECOMMENDATION 1. Approve a contingency increase of$69,885 (45%) to the Professional Design Services Agreement with The Austin Company for Laboratory Refurbishment at Plant No. 1, Job No. J-97, for a total contingency of$77,650 (50%); and, 2. Approve a budget increase of$70,000 for Laboratory Refurbishments at Plant No. 1, Job No. J-97, for a total budget amount of$487,000. SUMMARY • The purpose of this project is to assess the future needs of the Laboratory along with the cost and effort that will be required to bring it into compliance with building codes. The Laboratory and subsequent modifications were built without a building permit from the City of Fountain Valley. • The City of Fountain Valley Building Department (City) requires the Orange County Sanitation District (Sanitation District)to make modifications to the Lab to correct deficiencies associated with a variety of improvements constructed under Laboratory Rehabilitations at Plant No. 1, Job No. J-88, in 2005. • These deficiencies need to be corrected before the City will allow the Sanitation District to submit projects for a building permit subsequent to Job No. J-88, including Job No. J-97. • Staff recommends this work be added to The Austin Company's (Austin) current Professional Design Services Agreement (PDSA) for Laboratory Refurbishment at Plant No. 1, Job No. J-97, because of Austin's familiarity with the laboratory and future improvements, their local relationship with the City, and their understanding of this particular set of deficiencies. • The contingency increase is needed for the amendment to prepare the plans to correct existing deficiencies mentioned above, and to complete the permit process. A... �M Page 1 PRIOR COMMITTEE/BOARD ACTIONS Laboratory Refurbishment at Plant No. 1, Job No. J-97 July 2007 —Approval of Amendment No. 1 to the PDSA with The Austin Company providing for additional design services for Laboratory Refurbishment at Plant No. 1, Job No. J-97, for an additional amount of$32,900, increasing the total amount not to exceed $155,300. This included a 5% contingency of$7,765. September 2006—Approval of PDSA with The Austin Company to prepare a Feasibility Study to assess the future needs of the Laboratory along with the cost and effort that will be required to bring it into compliance with building codes for an amount not to exceed $122,400. Laboratory Rehabilitation, Job No. J-88 October 2006— Ratify Change Order No. 1 to Laboratory Rehabilitation, Job No. J-88, with Dalke & Sons Construction, Inc., authorizing an additional $28,657 and 214 calendar days, increasing the total contract amount to $671,937; and accept Laboratory Rehabilitation, Job No. J-88, as complete, authorizing execution of the Notice of Completion and approving the Final Closeout Agreement with Dalke & Sons Construction, Inc. July 2005 —Approve Plans, Specifications, and Addendum No. 1 for Laboratory Rehabilitation at Plant No. 1, Job No. J-88, on file at the office of the Clerk of the Board; receive and file Bid Tabulation; and award construction contract to Dalke and Sons Construction, Inc., for an amount not to exceed $643,280. March 2004—Approve Professional Services Agreement with Tetra Design, Inc. providing for engineering services for Laboratory Rehabilitation at Plant No. 1, Job No. J-88, for an amount not to exceed $65,655. ADDITIONAL INFORMATION This authorization complies with authority levels of the Sanitation District's Delegation of Authority. This item has been budgeted, but the budget is insufficient and requires additional funds to cover the increased contingency. (Line item: Section 8, Page 88). Award Date: 09/27106 Contract Amount: $122,400 Contingency: NIA 07118107 $ 32,900(Amend.#1) $ 7,765(5%) 03125109 $69,886(45%) $155,300 $77,650(50%) JDH:DF:CM:eh:gc A--, Ms 1111 Page 2 OPERATIONS COMMITTEE r4eemgDate To ad.ofDlr. 03/04/09 03/25/09 AGENDA REPORT Item Number Item Number 4 6 Orange County Sanitation District FROM: James D. Ruth, General Manager Originator: Jim Herberg, Director of Engineering Project Manager: Derek E. Davis SUBJECT: P1P2 IN-PLANT PUBLIC ADDRESS SYSTEM EXPANSION, PROJECT NO. FE07-34 GENERAL MANAGER'S RECOMMENDATION 1. Approve Plans and Specifications for the P1 P2 In-Plant Public Address System Expansion, Project No. FE07-34, on file at the office of the Clerk of the Board; 2. Approve Addendum Nos. 1 through 4 to the plans and specifications; 3. Receive and file bid tabulation and recommendation; 4. Award a contract to FEI Enterprises, Inc., for the P1 P2 In-Plant Public Address System Expansion, Project No. FE07-34, for an amount not to exceed $285,000; and, 5. Approve a contingency of$57,000 (20%). SUMMARY • This project will provide and install a new in-plant personnel warning and public address system for Plant Nos. 1 and 2 buildings and facilities, and will integrate the new Public Address System with the existing system. • The plans and specifications for P1 P2 In-Plant Public Address System Expansion, Project No. FE07-34, were completed in November 2008. • One sealed bid was received on January 27, 2009. After the evaluation of the bid by the Orange County Sanitation District (Sanitation District) Evaluation Team, the single bid submitted was determined to be "Responsible and Responsive." Summary information on the bid opening for P1 P2 In-Plant Public Address System Expansion, Project No. FE07-34, is as follows: Page 1 Project Budget $ 389,390 Contract Budget $ 300,000 Engineer's Construction Estimate $ 240,000 Lowest Responsive, Responsible Bid $ 285,000 High Bid $ 285,000 PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION The contractor selection was conducted in accordance with the Sanitation District's adopted policies and procedures. Bidder Amount of Bid FEI Enterprises, Inc. $ 285,000 This Capital Improvement Project complies with authority levels of the Sanitation District's Delegation of Authority. This item has been budgeted (2007-2008 Budget Update, Page A-10, Item 86 (FE-J)). Award Date: 03126/09 Contract Amount: $285,000 Contingency: $57,000 (20%) JDH:DD:ct:gc Page 2 OPERATIONS COMMITTEE M%U1n Dae TO 31.Mar. 03/04/09 03/29J09 AGENDA REPORT Item Number Rem Number 6 7 Orange County Sanitation District FROM: James D. Ruth, General Manager Originator: James D. Herberg, Director of Engineering Engineering Manager: Tod Haynes SUBJECT: ELECTRICAL ACCEPTANCE TESTING SERVICES FOR COLLECTION SYSTEM AND TREATMENT PLANT PROJECTS, SPECIFICATION NO. PSA-2007-003 GENERAL MANAGER'S RECOMMENDATION 1. Ratify Amendment No. 1 to Purchase Order No. 102907-OB issued to Hampton- Tedder Technical Services providing Electrical Acceptance Testing Services for Collection System and Treatment Plant Projects, Specification No. PSA-2007-003, for an additional amount of$150,000; and, 2. Approve Amendment No. 2 to Purchase Order No. 102907-OB issued to Hampton- Tedder Technical Services providing for Electrical Acceptance Testing Services for Collection System and Treatment Plant Projects, Specification No. PSA-2007-003, for an additional amount of$250,000; and, 3. Approve a contingency of$24,000 (3%). SUMMARY • The Orange County Sanitation District (Sanitation District) utilizes outside firms for electrical system testing services in support of capital improvement projects during the construction of facilities both inside the plants and for pump stations. • In May 2007, the Board approved Professional Services Agreements with Hampton-Tedder Technical Services (HTTS) and Electrical Reliability Services (ERS) for an amount not to exceed $400,000 for each company, for a total amount of$800,000. • Subsequent to the Board approval, ERS made a corporate decision to not sign the contract as approved by the General Counsel due to the insurance and indemnity required by the Sanitation District for a Professional Services Agreement. The approved agreement was not executed. • As of February 23, 2009, the authorized amount of$400,000 to HTTS had been committed and additional authorization is requested. i • Funding for these testing services are included in the individual CIP project budgets. Sufficient budget for this additional work is contained in this existing CIP budget. PRIOR COMMITTEE/BOARD ACTIONS May 23, 2007 -Approved Professional Services Agreements with Electrical Reliability Services and Hampton-Tedder Technical Services providing for on-call electrical system testing services supporting capital improvement projects, Specification No. PSA-2007- 003, for a three-year period for an amount not to exceed $400,000 for each agreement ($800,000 total). ADDITIONAL INFORMATION An error was made in developing the original contract documents with Hampton-Tedder stating that the amount of the contract was $800,000, not the $400,000 as approved. The error was found during routine review of documents and an amendment will correct this error. The current authorized amount of$400,000 was expended in February 2009 because staff did not anticipate the pace of electrical testing on two large projects, Job Nos. P2-66 and P2-80. Amendment No. 1 is to ratify testing in February and March required to prevent unnecessary delays to projects. Amendment No. 2 is to approve electrical testing needed from March 2009 through the end of the agreement term on June 30, 2010. This item has been budgeted through each individual CIP project that uses these services. They are expensed as the services are used. Award Date: 5123107 Contract Amount: $400,000 *Contingency: NIA 3/26109 Amendment 1 $150,000 NIA 3125109 Amendment 2 $250,000 $24,000(3%) JDH:TK:eh:gc a Y MINUTES OF THE REGULAR MEETING OF THE ADMINISTRATION COMMITTEE Orange County Sanitation District Wednesday, March 11, 2009, at 5:00 P.M. A meeting of the Administration Committee of the Orange County Sanitation District was held on March 11, 2009, at 5:00 p.m., in the Sanitation District's Administrative Office. Following the Pledge of Allegiance, a quorum was declared present, as follows: ADMINISTRATION COMMITTEE STAFF PRESENT: MEMBERS: Jim Ruth, General Manager Bob Ghirelli, Assistant General Manager DIRECTORS PRESENT: Lorenzo Tyner, Director of Finance and Mark Waldman, Chair Administrative Services Phil Luebben, Vice Chair Kim Erickson, Human Resources Analyst John Anderson Lilia Kovac, Committee Secretary Keith Bohr Jeff Reed, Human Resources and Employee Relations Denis Bilodeau Manager Jim Ferryman Rich Spencer, Employee Relations Supervisor Chris Norby Mike White, Controller Brad Reese Christina Shea OTHERS PRESENT: John Withers Norbert Gaia Doug Davert, Board Chair Randy Kleinman Larry Crandall, Board Vice Chair Juanita Skillman Deneb Smith DIRECTORS ABSENT: Ryan Wheeler Sal Tinajero Don McLean Paul Hackelman PUBLIC COMMENTS There were no public comments. REPORT OF THE COMMITTEE CHAIR Chair Waldman did not give a report. REPORT OF THE GENERAL MANAGER General Manager, Jim Ruth, did not give a report. Minutes of the Administration Committee ` March 11, 2009 r Page 2 REPORT OF DIRECTOR OF FINANCE AND ADMINISTRATIVE SERVICES Lorenzo Tyner, Director of Finance and Administrative Services, reported that debt issuance rates are currently favorable, and based on last fall's Board approval, the Sanitation District will be issuing debt in the amount of$200M. REPORT OF GENERAL COUNSEL Brad Hogin, General Counsel, did not give a report. CONSENT CALENDAR ITEMS (1) 1. MOVED, SECONDED, AND DULY CARRIED: Approve minutes of the February 11, 2009, meeting of the Administration Committee. Director Bilodeau abstained. ACTION ITEMS (2) 2. Human Resources and Employee Relations Manager, Jeff Reed, presented the current deferred compensation program status, and introduced Paul Hackleman from SST Benefits who outlined the proposed deferred compensation program recommended for approval. MOVED, SECONDED, AND DULY CARRIED: Recommend to the Board of Directors to: a)Adopt Resolution No. OCSD 09-XX, Approving the Deferred Compensation Plan with ING Financial Services for Officers and Employees of the District, and Repealing Resolution Nos. OCSD 03-27 and 05-27: and, b)Authorize the General Manager, or his designee, to execute all documents necessary to effect said Deferred Compensation Plan, in a form approved by General Counsel. END OF CONSENT CALENDAR INFORMATIONAL ITEMS (3 -4) 3. Status on renewal quotes of the District's major operational insurance programs for FY 2009-10. Risk Management Specialist, Randy Kleinman, presented the insurance program status, and introduced Don McLean of Alliance Insurance further stating the current conditions in the insurance market based on recent elections and economic crisis. Staff will further explore self-funding of unemployment insurance for possible savings. Minutes of the Administration Committee March 11, 2009 Page 3 4. 2009-10 District Budget Update. Mr. Tyner, presented the FY 2009/10 budget overview, CIP requirements, operational costs, and anticipated revenues. CLOSED SESSION There was no closed session. OTHER BUSINESS, COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS- IF ANY There were none. ADJOURNMENT AND FUTURE MEETING DATES The Chair declared the meeting adjourned at 6:00 p.m. The next regular Administration Committee meeting is scheduled for April 8, 2009, at 5:00 p.m. Submitted by: V fl, Lilid Kovac Committee Secretary KWep9agendaWdmin Commidee@00903091031109 Admin MlnuWs.dom :s ADMINISTRATION COMMITTEE M-'I",Date TO Bd.M Din 0311VO9 o3/zslo9 AGENDA REPORT Item Numbe Item Numbe 2 9 Orange County Sanitation District FROM: James D. Ruth, General Manager Originator: Lorenzo Tyner, Director of Finance&Administrative Services SUBJECT: DEFERRED COMPENSATION PROGRAM GENERAL MANAGER'S RECOMMENDATION (1) Adopt Resolution No. OCSD 09-02, Approving the Deferred Compensation Plan with ING Financial Services for Officers and Employees of the District, and Repealing Resolution Nos. OCSD 08-27 and 05-27; and, (2) Authorize the General Manager, or his designee, to execute all documents necessary to effect said Deferred Compensation Plan, in a form approved by General Counsel. SUMMARY Due to numerous legislative and regulatory changes which significantly changed the way public sector employers must administer deferred compensation plans with regard to fiduciary responsibility as Plan Administrators, OCSD conducted an evaluation of the deferred compensation plan and identified several areas for improvement. In December 2008, staff informed the Administration Committee, and the General Manager reported to the Board OCSD's intent to transfer deferred compensation plan assets from the three incumbent providers(AIG Retirement Company, Lincoln Financial Group, ICMA-RC) to ING Financial Services as a result of the Request for Proposal (RFP) process. The following outlines the plan enhancements available to plan participants immediately upon transition: • A new menu of core investment options with lower average fund expenses; • The ability to select investment options outside of the core menu under a self-directed brokerage account option; • Increased access to a local representative for the Plan available on-site for personal service; • The opportunity to receive online investment advice and managed account services; • A customized educational approach for the Plan; and, • Enhanced technology capabilities available on a new custom Plan website. The Investment Policy Statement and agreement for this plan are available for review by contacting the Clerk of the Board. It is anticipated that this plan will result in annual savings exceeding $700,000 in fees, expenses and charges. Transition to ING Financial Services is expected to be complete in May 2009. Page 1 • 'r PRIOR COMMITTEE/BOARD ACTIONS • 11116/05: Resolution No. 05-27 -Amending the Deferred Compensation Plan to include a mandatory cash-out provision for Officers and Employees of OCSD. • 11/19/03: Resolution No. 03-27-Amending the Deferred Compensation plan to authorize the Plan Administrator, or her designee, to execute, on behalf of the District, any and all documents necessary to effect the District's Deferred Compensation Plan Loan Program. • 05/28/03: Resolution No. 03-10-Amending the Deferred Compensation plan to include a loan provision. • 07/12/02: Resolution No. 02-12-Amending the Deferred Compensation plan to comply with amendments to the Economic Growth and Tax Relief Reconciliation Act of 2001. • 07/01/98: Resolution No. 98-36- Reaffirming Resolutions 94-36, 95-80, 98-07, and 98-20 consolidating County Sanitation Districts Nos. 1, 2, 3, 5, 6, 7, 11, 13, and 14 into a single District; approving and adopting the OCSD Deferred Compensation plan. ADDITIONAL INFORMATION The legislative and regulatory changes that have impacted public sector administration of deferred compensation plans include the Small Business Job Protection Act, the Economic Growth and Tax Relief Reconciliation Act, and the Pension Protection Act. As a result, employers are required to exercise fiduciary"due diligence" to assure that fund options and provider services are competitive and provide optimal investment return to participants. In compliance with these new requirements, OCSD conducted a comprehensive review of its providers, its processes for selecting providers, and its review of specific funds, costs, and services to assure that we adhere to all legislative and regulatory mandates. Evaluation of the OCSD deferred compensation plan showed that investments had grown to over S40M since inception, which was the basis of the request for proposal(RFP) in August 2008. The increased plan size provided the Sanitation District with a better platform from which to negotiate terms of our deferred compensation contract(s). As a result, there will be some improvements to the deferred compensation program. The changes are going to provide substantial benefits to the participants through higher quality investment choices, reduced costs, and improved service and educational offerings. A competitive process was used to evaluate the Plans offered by various companies. A selection committee representing OCSD employees and retirees evaluated those submittals based on the following: historical return on investments and performance; fees/charges/disclosures; educational services; and recordkeeping services. The current three incumbent providers submitted proposals; however, the Committee unanimously determined that other companies offered Plans that were more beneficial to the participants. Three well- established companies, The Hartford, ING Financial Services, and Prudential Life, submitted superior proposals and were selected as finalists. The finalists were subsequently interviewed by the Committee. Page 2 y The evaluation and interview process demonstrated that retaining multiple providers would perpetuate higher administrative fees, increase mutual fund costs, and reduce the proposed credited interest rates that were offered under the sole provider option. A single-provider platform will reduce the Plan's costs and increase the expected net return on participant investments. The Committee recommended, and management supported, moving to a single-provider platform with deferred compensation services provided by ING Financial Services(ING). These decisions were based on the initial primary criteria including: historical return on investments and performance; fees/charges/disclosures; educational services; and recordkeeping services as well as secondary criteria including information and support services; transition support; legal/contract requirements; and standards and performance guarantees. ING also made numerous enhancements as a result of the finalist interviews. ING will offer a variety of core investment choices that are different from the funds offered now, but in the same investment classes. Historically, these have been better-performing funds with lower costs, which would be expected to provide higher total returns than we currently receive. In addition, a Self-Directed Brokerage option will be available for anyone who prefers to invest in specific funds (such as their existing fund choices) outside the new core choices. Specific plan changes offered in ING's proposal and compared to the incumbent providers included the following: Factor ING Financial Services Incumbent Providers Average Fund Performance(Morningstar 4.8 stem 2.8 stars Rating) Overall Furl Expenses 0.980/0 1 74% (Average) $220 000 annual savings) Contingent Deferred Sales Eliminated $500,000(approximate) Charges Fixed Account Crediting 4.25%initial return 3.7%annually Lincoln:87/o of fixed account assets OnSite Customer Service Three da s er week One da month er rovider Managed Account 40 BPS(basis points) Not Included Services Contingent upon approval by the Board of Directors,the assets currently held with the three incumbent providers will be moved to ING Financial Services. Transition to the new provider will be mandatory; however, participants will not be subject to payment of any contingent deferred sales charges (penalties) and asset allocations will remain intact. And, as previously noted, a Self-Directed Brokerage option will be available for participants who prefer to invest in specific funds(such as their existing fund choices) outside the new core choices. ATTACHMENTS 1. Resolution No. OCSD 09-02 JDR:LT:JR:KE Page 3 c RESOLUTION NO. OCSD 09-02 APPROVING A DEFERRED COMPENSATION PLAN WITH ING FINANCIAL SERVICES FOR OFFICERS AND EMPLOYEES OF ORANGE COUNTY SANITATION DISTRICT A RESOLUTION OF THE BOARD OF DIRECTORS OF THE ORANGE COUNTY SANITATION DISTRICT APPROVING A DEFERRED COMPENSATION PLAN WITH ING FINANCIAL SERVICES FOR OFFICERS AND EMPLOYEES OF ORANGE COUNTY SANITATION DISTRICT; AND, REPEALING RESOLUTION NOS. OCSD 03-27 AND 05-27 WHEREAS, the Orange County Sanitation District Deferred Compensation Plan was most recently amended by Resolution Nos. OCSD 03-27 and 05-27, adopted by the District's Board of Directors on November 19, 2003, and November 16, 2005, respectively, WHEREAS, the assets in the Existing Plan, as amended, are currently held with AIG Retirement Company, Lincoln Financial Group, and ICMA-RC; WHEREAS, as the result of numerous legislative and regulatory changes increasing the scope of the District's fiduciary responsibilities as an employer in the administration of deferred compensation plans, OCSD requested proposals to act as agents or advisors for the purpose of implementing and administering the District's Deferred Compensation Plan; WHEREAS, the Board of Directors desire to adopt a new deferred compensation plan; and, WHEREAS, the Board of Directors desire to have ING Financial Services appointed to act as agents or advisors for the purpose of implementing and administering the District's Deferred Compensation Plan. NOW, THEREFORE, the Board of Directors of the Orange County Sanitation District DOES HEREBY RESOLVE, DETERMINE AND ORDER: Section 1. All of the recitals herein contained are true and correct and the Board of Directors of the District so finds. Section 2. The Orange County Sanitation District Deferred Compensation Plan, as set forth in Exhibit "A," attached hereto and incorporated herein by reference as though set forth herein at length, is hereby adopted, as the new Deferred Compensation Plan of the District, superseding all previous plans and amendments of the District, and 6?18A7 1 shall remain in effect until amended or terminated by Resolution of the Board of v Directors. Section 3. The District's General Manager, or his designee, is hereby authorized to appoint or employ the services of ING Financial Services to act as agents or advisors for the purpose of implementing and administering the District's Deferred Compensation Plan. Section 4. The District's General Manager, or his designee, is hereby authorized to execute, on behalf of the District, any and all documents necessary to effect the new Deferred Compensation Plan, with the approval as to form by the District's General Counsel. Section 6. Resolution Nos. OCSD 03-27 and 05-27 are hereby repealed. Section 6. This Resolution shall take effect immediately upon its adoption. PASSED AND ADOPTED at a regular meeting held on March 25, 2009. Chair ATTEST: Clerk of the Board APPROVED: General Counsel, Orange County Sanitation District @188]J ORANGE COUNTY SANITATION DISTRICT 457(b) DEFERRED COMPENSATION PLAN ADMINISTRATIVE SERVICES AGREEMENT Orange County Sanitation District 457(b)Deferred Compensation Plan TABLE OF CONTENTS RECITALS ................................................................................................................ I SECTION 1 SERVICES...................................................................................................2 1.01 Good Order..........................................................................................................2 1.02 Allocation of Contractor Responsibilities...........................................................2 1.03 Scope of Services................................................................................................2 1.04 Administrative Requirements..............................................................................2 1.05 Performance Standards........................................................................................2 1.06 Selection of Investment Options.........................................................................2 1.07 Investment Provider Minimum Standards..........................................................2 1.08 Selection of Investment Options.........................................................................2 1.09 Limits Imposed by the Underlying Funds...........................................................3 1.10 Limits Imposed by the Contractor on Frequent Transfers .................................3 1.11 Access to Investment Advice .............................................................................3 1.12 Access to Self Directed Brokerage Accounts ....................................................4 SECTION 2 PARTICIPANT INFORMATION............................................................4 2.01 Provision of Certain Participant Information......................................................4 2.02 Changes in Deferral or Contribution Information;New Participant Deferral or Contribution Information........................................................................4 SECTION 3 FEES AND REIMBURSEMENTS............................................................4 3.01 Contractor's Compensations................................................................................4 3.02 Reimbursement of Plans Expenses.....................................................................5 3.03 Compensation Paid to Sales Professionals..........................................................5 SECTION4 TERMS........................................................................................................5 4.01 Term ................................................................................................................5 4.02 Termination.........................................................................................................5 SECTION5 GENERAL...................................................................................................6 5.01 Circumstances Excusing Perfomtance................................................................6 5.02 Business Recovery..............................................................................................6 5.03 Ownership of Records.........................................................................................6 5.04 Parties Bound......................................................................................................7 5.05 Applicable Law...................................................................................................7 5.06 Severability.........................................................................................................7 5.07 Acknowledgement...............................................................................................7 5.08 Notices ................................................................................................................7 5.09 Copies of Agreement...........................................................................................8 5.10 Headings..............................................................................................................8 5.11 Independent Contractors.....................................................................................8 5.12 Contractor Primary Contact................................................................................8 5.13 Subcontracting.....................................................................................................9 5.14 Contract Assignability.........................................................................................9 v 5.15 Licenses and Permits...........................................................................................9 5.16 Conflict of Interest..............................................................................................9 5.17 Improper Consideration......................................................................................9 5.18 Indemnification...................................................................................................9 5.19 Insurance........................................................................................................... 10 5.20 Right to Monitor................................................................................................10 5.21 Confidentiality..................................................................................................10 SECTION 6 RFP AND RFP RESPONSE 6.01 RFP and RFP Response................................................................10 SCHEDULE A: SCOPE OF CONTRACTORS SERVICES......................................... 12 APPENDIX 1 TO SCHEDULE A: UNFORESEEABLE EMERGENCY WITHDRAWAL REVIEW AND APPROVAL REQUIREMENTS...........................................................................................16 APPENDIX 2 TO SCHEDULE A: DOMESTIC RELATIONS ORDER REVIEW AND APPROVAL REQUIREMENTS 18 APPENDIX 3 TO SCHEDULE A: CONTRIBUTION RATE SERVICES ...................20 SCHEDULE B: LOAN PROGRAM................................................................................22 SCHEDULE C: ADMINISTRATIVE REQUIREMENTS.............................................27 SCHEDULED: PERFORMANCE STANDARDS........................................................29 SCHEDULE E: PLAN INVESTMENT OPTIONS........................................................34 SCHEDULE F: INVESTMENT PROVIDER MINIMUM STANDARDS DISCLOSURE STATEMENT.............................................................35 SCHEDULE G: ING EXCESSIVE TRADING POLICY................................................37 SCHEDULE H: INVESTMENT ADVISORY ACCESS AGREEMENT......................39 APPENDIX 1 TO SCHEDULE H: DISCLOOURE STATEMENT FOR INVESTMENT ADVISORY SERVICES...........................................45 SCHEDULE I: REIMBURSEMENT OF PLAN EXPENSES........................................57 SCHEDULE J: CONTRACTOR'S PRIMARY CONTACT..........................................58 v ORANGE COUNTY SANITATION DISTRICT ADMINISTRATIVE SERVICES AGREEMENT This Agreement is made and entered into this l st day of May,2009, by and between Orange County Sanitation District(the"Plan Sponsor")on behalf of the Orange County Sanitation District 457(b) Deferred Compensation Plan,(the"457 Plan', (unless specified otherwise,referred to herein as the"Plan"). ING Life Insurance and Annuity Company("ILIAC"),a corporation organized and existing under the laws of the State of Connecticut and ING Financial Advisers,LLC a limited liability company organized and existing under the laws of the State of Delaware and registered as a broker- dealer under the federal securities laws(the"Broker-Dealer"). (ILIAC and the Broker- Dealer are hereinafter collectively called the "Contractor"). This Agreement is separate and apart from any other contract issued to the Plan, including any group annuity contract or funding agreement issued to the Plan Sponsor by ILIAC. RECITALS WHEREAS,the 457 Plan has been established as an"eligible deferred compensation plan"pursuant to Section 457(b)of the Internal Revenue Code(the"Code") and the laws of the State of California;and WHEREAS,the Plan Sponsor has selected certain investment products offered or otherwise made available by or through ILIAC or the Broker-Dealer,respectively, for the investment of the Plan's assets(the"Program");and WHEREAS,the Plan Sponsor further wishes to engage the Contractor as an administrative service provider to facilitate the administration of the Plan by providing services that shall include without limitation,accounting for deferrals or contributions, disbursement of funds,withholding of taxes,investment education,retirement counseling, investment of assets in the appropriate Plan investment options and proper recordkeeping of participant accounts; and WHEREAS,the Contractor wishes to provide such administrative services to the Plan. NOW,THEREFORE, in consideration of the mutual promises contained herein, the parties do hereby agree as follows: 1 a Section 1. Services 1.01 Good Order: The Contractor and the Plan Sponsor acknowledge that for purposes of this Agreement"Good Order"is defined as the receipt at the Contractor's designated location of instructions that are complete,accurate and in an acceptable format,and which do not require the Contractor to apply any research or discretionary judgment. To qualify as current business day instructions, instructions sent by telephone,facsimile or mail must be received by us no later than the close of the New York Stock Exchange(typically 4:00 p.m. ET). 1.02 Allocation of Contractor Responsibilities: The Broker-Dealer or other broker- dealers with which ING Financial Advisers, LLC has a selling agreement shall service or perform all marketing communications,enrollment and securities transactions settlement and processing functions assigned to the Contractor. ILIAC shall perform all other responsibilities assigned to the Contractor,including Plan and participant recordkeeping. 1.03 Scope of Services: The Contractor agrees to provide the Plan with the services listed on Schedule A for the term of this Agreement. Services offered pursuant to the Plan's loan program will be subject to the terms specified in Schedule B. 1.04 Administrative Requirements: The Contractor agrees to comply with the requirements set forth on Schedule C in the performance of this Agreement. The Contractor and the Plan Sponsor will review these administrative requirements periodically and make adjustments as necessary and mutually agreed. 1.05 Performance Standards: The Contractor agrees to comply with the standards set forth on Schedule D in the performance of this Agreement. At the Plan Sponsor's request,the Contractor shall report to the Plan Sponsor how it measures compared to these performance standards. Any non-performance fee payable pursuant to the terms of Schedule D shall be in addition to any damages or other remedies available to the Plan,participants or the Plan Sponsor hereunder. The Contractor and the Plan Sponsor will review these performance standards at the Plan Sponsor's request and make adjustments as necessary and mutually agreed. 1.06 Selection of Investment Options: The Contractor agrees to provide Plan participants with a selection of investment options as specified in Schedule E. 1.07 Investment Provider Minimum Standards: Subject to the minimum standards set forth in Schedule F,the Contractor will provide its administrative services in connection with the Plan Sponsor's selection of investment products to fund the Plan's non-stable value investment options. 1.08 Selection of Investment Options: The addition or removal of any investment option to the Plan must be mutually agreed to by the Contractor and the Plan Sponsor and will be made in accordance with a mutually agreed upon schedule for implementing the change. 2 v (1) Subject to mutual agreement between the parties to add an investment option; (i) The Plan Sponsor may direct the Contractor to add an investment option from the range of investment products the Contract currently offers,and that are currently available in the Program, upon forty- five(45)days written notice of the proposed change. (ii) The Plan Sponsor may direct the Contractor to add an investment option that the Contract does not currently offer or an investment option that the Contractor currently offers but is not currently available in the Program, upon at least ninety(90) days written notice of the proposed change. Any investment option additions made pursuant to this Subsection 1.07(1)(ii)will be made in accordance with the Contractor's scheduled quarterly fund updates. (2) The Contractor reserves the right to reject any new investment option that imposes short-term trading(redemption)fees on participant accounts. (3) To the extent an existing investment option imposes short-term trading (redemption)fees on Participant accounts,the Contractor reserves the right to discontinue offering the investment option or to deduct any such short- term trading(redemption)fees from participant accounts. 1.09 Limits Imposed by Underlvina Funds: The Plan Sponsor understands and acknowledges that orders for the purchase of fund shares may be subject to acceptance by the fund. The Contractor reserves the right to reject, without prior notice,any allocation of payments to the variable investment products, including the NA V Funds, if the Contractor's purchase order for the corresponding fund is not acceptable by the fund for any reason. 1.10 Limits Imposed by Contractor on Frequent Transfers: The Plan Sponsor understands and acknowledges that the investment products offered or otherwise made available by or through the Contractor are not designed to serve as vehicles for frequent trading in response to short-term fluctuations in the market. Such frequent trading can disrupt management of a fund and raise its expenses. This in turn can have an adverse effect on fund performance. Accordingly,the Plan Sponsor agrees to adhere to the Contractor's current Excessive Trading Policy,as set forth in Schedule G(the"Excessive Trading Policy"). The Contractor reserves the right to modify the Excessive Trading Policy in whole or in part at any time and without prior notice,depending on the needs of the underlying fund(s),the best interest of contractowners and fund investors,and/or state or federal regulatory requirements. 1.11 Access to Investment Advice: The Contractor agrees to provide Plan participants access to an independent third party online investment advice provider,as specified in Schedule H. 3 r v 1.12 Access to Self Directed Brokerage Account: The Contractor agrees to make available to Plan participants,a self directed brokerage account option('SDBO"), as specified in a separately signed agreement. Section 2. Participant Information 2.01 Provision of Certain Participant Information: The Plan Sponsor or its authorized representative shall facilitate the transmission to the Contractor of all current Plan participant level records including, but not limited to: name; address; social security number; active or terminated employment status; and deferral amount information. Over the term of this Agreement,the Contractor and the Plan Sponsor will develop procedures for the Plan Sponsor to notify the Contractor of changes in employment status and,to the extent the Plan Sponsor has knowledge of the death of any participant,the Plan Sponsor will notify the Contractor of such death. The Plan Sponsor shall provide such information on a timely basis and use its best efforts to assure the accuracy and completeness of all information provided to the Contractor. 2.02 Changes in Deferral or Contribution hifarmation;New Participant Deferral or Contribution Information: The Contractor and the Plan Sponsor will develop procedures to coordinate the processing of(i)changes in deferral or contribution amount information and(ii) initial deferral or contribution information pertaining to participants joining the Plan on or after the date the Contractor commences the provision of services under this Agreement. Section 3. Fees and Reimbursements 3.01 Contractor's Compensation: The Contractor's services under the Agreement are rendered in connection with the Plan Sponsor's selection of certain investment products offered by or through the Contractor. The revenues paid to the Contractor from such investment products shall constitute the sole source of compensation for the services rendered and expenses incurred under this Agreement. The Contractor shall not assess a daily fee against the value of all participant accounts allocated to Plan investment options made available through direct purchases of registered investment company shares. Any fees, reimbursements,products and services rendered in connection with this Agreement are contingent on the Contractor being the exclusive provider(with the exception of any contractual obligations in existence prior to the transition to the Contractor)of investment products and administrative services to the Plans during the Term of this Agreement and any subsequent renewal periods(as described in Section 4.01). The addition of any other provider or providers to the Plans during the Term of this Agreement and any subsequent renewal periods or changes in the Plan document may impact any fees, reimbursements, products and services under this Agreement. 4 This Agreement and fees are contingent on the Plan provisions in effect on the date of this Agreement. Any amendment to the Plan may impact this Agreement and fees. 3.02 Reimbursement of Plan Expenses:The Contractor shall reimburse the Plan for reasonable administrative expenses as set forth in Schedule 1. 3.03 Compensation Paid to Sales Professionals: The Contractor shall pay sales professionals a Flat salary. The compensation paid to sales professionals will be derived exclusively from the Contractor's revenue. Sales professionals may also be eligible for additional expense reimbursement and bonuses based upon enrollment goals. Compensation may also be paid at the time of participant election of an annuitization distribution option and will be disclosed to the participant at the time the distribution option is elected. Sales professionals are also eligible for compensation derived from the sale of financial products outside of the Plan.The Broker-Dealer will provide an annual report of this ancillary sales and support activity to the Plan Sponsor. Section 4. Term 4.01 Term: This Agreement shall commence on the Effective Date and continue for an initial term of 5 years. Unless either Plan Sponsor or Contractor provides written notice of intent to terminate this Agreement at least sixty(60)calendar days before the end of the initial term,the Agreement shall automatically renew thereafter for subsequent one-year terms;provided,however,that either Plan Sponsor or Contractor may terminate the Agreement as of the last day of any such one-year term by providing written notice of such termination at sixty(60)calendar days prior to the effective date of the termination. The Plan Sponsor and Contractor may mutually agree in writing to an earlier termination. This Agreement may be amended in writing if agreed to by both parties. 4.02 Termination: Notwithstanding Section 4.01,either party may terminate this Agreement at any time upon written notice"for cause". For this purpose,"for cause"shall mean: (1) failure of the other party to comply substantially with this Agreement and attached schedules hereto which,when called to the attention of the other party in writing has not been corrected within thirty(30)days; (2)the fraud or embezzlement on the part of the other party or provider of investment advice;(3)if the other party ceases to conduct business in the normal course, becomes insolvent, makes a general assignment for the benefit of creditors,suffers or permits the appointment of a receiver for its business or assets, or avails itself of,or becomes subject to any proceeding under the Federal Bankruptcy Act or any other statute of any state relating to insolvency or the protection of the rights of creditors; (4) failure of the other party to pay any fees under this Agreement; or(5) if pursuant to Section 1.07 the Plan Sponsor requests the addition or removal of an investment option under the Plans,that is reasonably anticipated by the Contractor to result in a reduction in revenues under the Plans and no mutual agreement is reached between the parties on the recoupment of such lost revenues,the Contractor shall have the right to terminate this Agreement. 5 Section 5. General 5.01 Circumstances Excusing Performance: Neither the Plan Sponsor nor the Contractor shall be liable to the other for any delays or damages or any failure to act due,occasioned, or caused by reason of restrictions imposed by any government or govemment agency,acts of God, strikes, labor disputes, action of the elements,or causes beyond the control of the parties affected thereby. 5.02 Business Recovery Plan: The Contractor acknowledges that it has a Business Recovery Plan in place for its computer environment,specifying steps to be taken in the event of a disaster. The plan is built around a worst-case scenario involving loss of the facility or loss of access to the facility. It is also adaptable to less severe disasters. Generally,there are three phases to the Contractor's Business Recovery Plan: • Immediate response, damage assessment and critical notifications • Environmental and operation restoration • Operational readiness,testing and business resumption. A critical part of this plan is the Contractor's System Recovery Plan,which itself has three components: Hardware: the Contractor maintains a primary data center to support it mainframe applications and a portion of its mid-range and Intel based distributed environment. The Contractor has contracted with an outside vendor to provide hot site recovery capabilities for the primary data center in case of a site level disaster. The vendor maintains equipment that the Contractor will use to restore its applications in case of emergency. In addition,the Contractor has several data centers located throughout the U.S. with mid-range and distributed equipment to lessen the risk from any one site. On-site generators and UPS systems provide continuous power to the Contractor's facilities. A fully redundant wide area network connects all of the data centers in the U.S. as well as to the hot site vendor facility. Application software: the Contractor secures program libraries,to tape cartridges weekly, storing them in both on-site and off-site vaults. Production data: the Contractor's system and database files are backed up periodically, many on a daily basis,to tape cartridges stored in both on-site and off- site vaults. The Contractor's internal auditors have reviewed its disaster recovery procedures. Portions of the plan are tested on an annual basis. 5.03 Ownership of Records: The Contractor agrees that all computer tapes,discs, programs and any records generated by the Contractor under this Agreement shall be the property of the Plan. In the event of the termination of this Agreement,the Contractor shall provide all electronic and/or written data records to the Plan's 6 designated representative or to a new contractor in an agreed upon format at no cost and within 180 days of written notice of intent to terminate this Agreement. 5.04 Parties Bound: This Agreement and the provisions thereof shall be binding upon the respective parties and shall inure to the benefit of the same. 5.05 Applicable Law: This Agreement shall be construed in accordance with the laws of the State of California. The Contractor and the Plan Sponsor shall comply with all state and federal laws and regulations applicable to the services to be performed. 5.06 Severability: If any provision of this Agreement shall be found to be illegal or invalid for any reason,the illegality or invalidity shall not affect the remaining parts of this Agreement and the remainder of this Agreement shall be construed and enforced as if said illegal or invalid provision had never been inserted herein. Neither party shall be required to perform any services under this Agreement which would violate any law, regulation or ruling. 5.07 Acknowledgment: The Plan Sponsor acknowledges that: (a) the Contractor is performing non-discretionary,ministerial administrative services at the direction of the Plan and it's authorized representatives; (b) the Plan Sponsor and its authorized representatives have sole authority for making all benefit determinations. The Plan Sponsor may delegate the day- to-day administration of initial benefit determinations to the Contractor as indicated in Schedule A; (c) the Plan Sponsor and its authorized representative have the sole authority for the review and final disposition of a Plan Participant's appeal of any benefit determination made by the Contractor under the Plan; (d) the Contractor does not directly provide any investment advice to the Plan Sponsor with respect to the Plan's assets,but the Contractor does perform certain functions with respect to the selection of investment options,as outlined in Section 1.08; (e) in performing services under this Agreement,the Contractor is entitled to rely on any information the Plan Sponsor, or it's authorized representatives or the Plan participants provide. The Contractor has a reasonable duty to inquire as to the authenticity or the accuracy of such information or the actual authority of such person to provide it; and (1) The Plan Sponsor will promptly provide to the Contractor any proposed amendments to the Plan for review and comment by the Contractor at least 90 days prior to the proposed amendment effective date. 5.08 Notices: Each party will promptly provide the other with notice and copy of any attempts to levy or attach amounts held under the Plan and/or any litigation 7 v affecting the Plan of which it becomes aware and/or any notices or demands to be given under this Agreement. All such notices,demands or other communications hereunder shall be in writing and duly provided if sent certified mail, return receipt requested,addressed to the party to be notified or upon whom a demand is being made, at the addresses set forth in this Agreement or such other place as either party shall from time to time designate in writing. The date of service of a notice or demand shall be the receipt date on any certified mail receipt Notices to the Contractor shall be sent to: ING Life Insurance and Annuity Company Attn: Associate General Counsel Legal Department, CIS One Orange Way Windsor,CT 06095 Notices to the Plan Sponsor shall be sent to: Kim Erickson Senior Human Resources Analyst Orange County Sanitation District Deferred Compensation Plan 10844 Ellis Avenue Fountain Valley, CA 92708-7018 5.09 Copies of Agreement: This Agreement may be executed in any number of counterpart copies,each of which when fully executed shall be considered as an original. 5.10 Headings: Headings are for convenience of reference only. Headings do not limit or expand the scope of the text and are not intended to emphasize any portion thereof. 5.11 Indenendent Contractor: The Contractor is associated with the Plan Sponsor only for the purposes and to the extent specified in this Agreement,with respect to the performance of the contracted services pursuant to this Agreement,the Contractor shall have the sole right to supervise, manage, operate,control and direct performance of the details incident to its duties under this Agreement. 5.12 Contractor Primary Contact: The Contractor designates certain individual(s)to serve as the primary point of contact for the Agreement. These individuals are identified in Schedule J: The Contractor or designee must confirm to Plan Sponsor its receipt of written inquiries within two(2)business days and provide a full written response within three(3)weeks. The Contractor shall not change the primary contact without prior notice to the Plan Sponsor. 8 5.13 Subcontractin¢: The Contractor agrees not to enter into any subcontracting agreements for work contemplated under the Agreement without first obtaining written approval from the Plan Sponsor. Any subcontractor shall be subject to the same terns and conditions as the Contractor. The Contractor shall be fully responsible for the performance of any subcontractor. 5.14 Contract Assignabilitv: Without the prior written consent of the Plan Sponsor,the Agreement is not assignable by the Contractor either in whole or in part. 5.15 Licenses and Permits: The Contractor shall ensure that it has all necessary licenses and permits required by the laws of federal,state, and municipal laws, ordinances, rules and regulations. The Contractor shall maintain these licenses and permits in effect for the duration of this Agreement. The Contractor will notify the Plan Sponsor immediately of loss or suspension of any such licenses and permits. Failure to maintain a required license or permit may result in immediate termination of this Agreement. 5.16 Conflict of Interest: The Contractor shall make all reasonable efforts to ensure that no conflict of interest exists between its officers,employees,agents or subcontractors and the Plan Sponsor. The Contractor shall make a reasonable effort to prevent employees, consultants,or members of governing bodies from using their positions for purposes that are,or give the appearance of being, motivated by a desire for private gain for themselves or others such as those with whom they have family, business,or other ties. 5.17 Improver Consideration: The Contractor shall not offer or be forced to provide (either directly or through an intermediary)any improper consideration such as,but not limited to,cash,discounts,services,the provision of travel or entertainment, or any items of value to any officer,employee,group of employees,or agent of the Plan Sponsor in an attempt to secure favorable treatment or consideration. 5.18 Indemnification: The Contractor agrees to indemnify and hold the Plan Sponsor, its officers,employees and agents harmless from any loss, liability,claim,suit or judgment resulting from work or acts done or omitted by the Contractor's officers, employees or agents in carrying out the Contractor's responsibilities as set forth in this Agreement to the proportionate extent that it results from the negligence or wrongdoing of the Contractor or any of its officers,employees or agents. The Contractor agreements to indemnify shall not extend to any injury or damage which results from the Contractor's reliance on information transmitted by the Plan Sponsor. The Plan Sponsor agrees to indemnify and hold the Contractor,its officers, employees and agents harmless from any loss, liability,claim, suit or judgment resulting from work or acts done or omitted by the Plan Sponsor's officers, employees or agents in carrying out the Plan Sponsor's responsibilities as set forth in this Agreement to the proportionate extent that it results from the negligence or wrongdoing of the Plan Sponsor or any of its officers,employees or agents. 9 5.19 Insurance: During the term of this Agreement,the Contractor shall maintain Comprehensive General Liability insurance with limits of not less than one million dollars, as well as automotive and Workers'Compensation insurance policies. Also,the Contractor shall maintain Professional Liability in the amount of not less than five million dollars. A Certificate of Insurance evidencing said coverage shall be provided prior to commencement of performance of this Agreement. Throughout the term of this Agreement,the Contractor shall provide upon request an updated Certificate of Insurance upon expiration of the current Certificate. 5.20 Right to Monitor: The Plan Sponsor or any appointee thereof,shall have the right to review and audit all records,books,documents, and other pertinent items as requested,and shall have the right to monitor the performance of the Contractor in the delivery of services provided under this Agreement. Full cooperation shall be given by the Contractor in the implementation,and in any auditing or monitoring conducted. 5.21 Confidentiality: The Contractor acknowledges that all information made available by the Plan Sponsor about its employees shall be considered confidential. The Contractor agrees that it will not distribute,disclose or release to any third party any such confidential information except as may be necessary to the performance of services hereunder either during or at any time after the term of the Agreement, upon the prior written approval of the Plan Sponsor or as otherwise required by law. Section 6. RFP and RFP Response 6.01 RFP and RFP Response: Incorporation by Reference: Orange County Sanitation District Request for Proposal dated August 4,2008 and ILIAC's responsive proposal date September 10, 2008,as supplemented by ILIAC's response to the Finanalist Interview: Issues and Questions dated October 24, 2008,as subsequently signed by all parties,(collectively the"RFP Response")are hereby incorporated by reference and made a part of this Agreement. ILIAC agrees that it will comply with all obligations undertaken in the RFP Response. 10 IN WITNESS WHEREOF,the parties hereto have caused this Agreement(including all referenced and attached Schedules and Appendices)to be executed by their respective officers thereunto duly authorized as of the day and year first above written. ORANGE COUNTY SANITATION ING LIFE INSURANCE AND DISTRICT ANNUITY COMPANY By: By: Printed Name: Printed Name: Title: Title: ING FINANCIAL ADVISERS,LLC By: Printed Name: Title: 11 Orange County Sanitation District 457(b) Deferred Compensation Plan Schedule A: Scope of Contractor Services For purposes of this Schedule,all references to"participant"are intended to apply equally to all account holders under the Plan. This includes participants, beneficiaries and alternate payees. 1. The one-time preparation and implementation of a Plan-specific product and service conversion or transition schedule which shall include notice to all Plan participants. 2. The initial installation of overall Plan records and individual Plan participant records. 3. The development of Plan enrollment materials. 4. Conducting introductory on-site education and enrollment meetings for employees. 5. Ongoing allocation of Plan contributions to individual participant accounts, and reconciliation of Plan and participant activity on a daily basis. 6. Ongoing maintenance of participant beneficiary designations, including a solicitation of current participant beneficiary designations, unless otherwise mutually agreed to. 7. Ongoing maintenance, recordkeeping of individual participant account records and processing in a timely manner of all transactions permitted under the Plan as authorized or approved by the Plan Sponsor. Any delegation of the Plan Sponsor's role of authorizing or approving transactions under the Plan to the Contractor will be as directed later within this Schedule or other written instrument between the parties. 8. Ongoing provision to the Plan Sponsor of periodic Plan reports,as mutually agreed to. 9. Ongoing provision of necessary tax forms on a timely basis to participants who received taxable distributions during the previous year. 10. Ongoing provision of licensed representatives to perform enrollment and education services, and to assist participants with account balance inquiries, investment selection changes, interfund transfers or exchanges, and transaction initiation. 11. Ongoing provision of employee enrollment and education services, including the provision of communication packages which includes the necessary information for employees to enroll and make investment choices. Establish and maintain an electronic interface with the Plan Sponsor for changes to the participant's contribution amount or rate,as proved in Appendix III to Schedule A. 12. Access to customer service representatives via a toll free telephone line to respond to Plan participant inquiries,provide information about participants' accounts and investment options and to distribute administrative forms. 12 13. Access to an automated voice response system via toll free telephone lines,through which participants may obtain updated account and investment information and initiate transactions permitted under the Plan. 14. Access to a customized internet site,through which participants may obtain updated account and investment information, and initiate transactions permitted under the Plan including electing a new contribution amount or rate and designating a beneficiary(ies)under the Plan. 15. Incoming Rollovers/Transfers Ongoing review and processing of participant-initiated incoming rollover or transfer requests,on behalf of the Plan Sponsor,shall be based on mutually acceptable procedures for the review,and processing of these types of requests. Incoming rollover and transfer requests determined to be in Good Order will be processed on the same business day as the assets are received by the Contractor. At the Plan Sponsor's direction,participants who have had a request denied shall be given the opportunity to appeal to the Plan Sponsor for review and final disposition of the determination. 16. Unforeseeable Emergency Withdrawal Ongoing review and processing of participant unforeseeable emergency withdrawal requests on behalf of the Plan Sponsor, based on the standard for the review, qualification and processing of these withdrawals as provided in Appendix I to Schedule A. The Contractor will make a determination(approval /denial)within 5 business days of receipt of the request, and supporting documentation, in Good Order. If the request is approved,the request will be processed as of the date of favorable determination; with payment being mailed or made available electronically through ACH no later than 3 calendar days following the date of favorable determination. The Contractor is responsible for IRS penalties associated with the improper administration of Unforeseeable Emergency withdrawals. 17. Domestic Relations Order Administration Ongoing review and processing of Domestic Relations Orders(DRO)on behalf of the Plan Sponsor,based on the standard for the review, qualification and processing of DROs as provided in Appendix II to Schedule A. The Contractor will make a determination within 5 business days of receipt of the domestic relations order in Good Order. If the request is approved,the request will be processed as of the date of favorable determination. If the domestic relations order is not received in good order,the Contractor will work with the respective parties until the order is presented in Good Order. 18. Benefit Payment Authorization 13 Ongoing review and processing of participant-initiated benefit payment requests (including annuity payments and death benefits)due to participant's separation from service or death,on behalf of the Plan Sponsor, based on mutually acceptable procedures for the review, qualification and processing of these requests. The Plan Sponsor is responsible for providing the Contractor with any and all participant termination data in the mutually agreed upon electronic format, within a reasonable time period following the participant's separation from service or death. The Contractor may not make the applicable benefit payment request paperwork available to the participant until the termination data is received from the Plan Sponsor in Good Order. Benefit payment requests are processed as of the date received in Good Order;with payment being mailed or made available electronically through ACH. At the Plan Sponsor's direction,participants who have had a withdrawal request denied shall be given the opportunity to appeal to the Plan Sponsor for a review and final disposition of the benefit determination. 19. Access to counseling by licensed agents or representatives for Plan participants, who are retiring or otherwise requesting a benefit payment from the Plan, based on mutually acceptable standards. 20. Ongoing processing of Required Minimum Distributions("RMD") in accordance with the rules of Code Section 401(a)(9)for eligible Plan participants and their beneficiaries as follows: (a)Participants: In the absence of an affirmative election or instructions received in Good Order from the Participant on an annual basis for receiving the RMD, the Contractor is directed by the Plan Sponsor,to calculate the RMD amount. The Contractor shall calculate the RMD in the following manner. i. For Participants with either(1)no beneficiary, (2)a non-spouse beneficiary, (3)a spouse beneficiary without a date of birth,or(4)a non-individual beneficiary (e.g.,charitable organization),calculate the current year RMD by dividing the account balance on 12/31 of the prior year by the distribution period under the Uniform Lifetime Table using the Participant's age on 12/31 of the current year. ii. For Participants with a spouse beneficiary more than 10 years younger than the Participant,calculate the current year RMD by dividing the account balance on 12/31 of the prior year by the combined life expectancy factor under the Joint and Last Survivor Table using the ages of the Participant and the spouse beneficiary on 12/31 of the current year. (b)Beneficiary(ies): In the absence of an affirmative election or instructions received in Good Order from the beneficiary(ies),the Plan Sponsor directs the Contractor to calculate the RMD amount in accordance with Code Section 401(a)(9) provided the Contractor has received in Good Order proper 14 notification of the Participant's death and complete beneficiary(ies) information(including the complete name and address of the beneficiary(ies)). In situations where the life expectancy rules are not available for the calculation of the RMD either because the Contractor has not received the requisite information by the date for issuing RMD payments or the beneficiary is not entitled to receive RMD under the life expectancy rules,the Plan Sponsor directs the Contractor to apply the five-year payout rule and force out a lump sum by December 3 1"of the fifth year following the year of the Participant's death. The Plan Sponsor acknowledges that the Contractor shall not be responsible for any tax penalties or excise taxes the Plan Sponsor, Plan Participants,or beneficiaries may incur as a result of the Contractor's failure to calculate the RMD amount where the failure is due to the Plan Sponsor's,the Plan Participant's or the beneficiaries' failure to provide the required information in a timely manner. 21. Ongoing facilitation of communications between the Contractor,the Plan Sponsor and the Plan participants based on mutually acceptable guidelines. 15 Orange County Sanitation District 457(b)Deferred Compensation Plan Appendix 1 to Schedule A: Unforeseeable Emergency Withdrawal Review and Approval Requirements The Contractor is responsible for the ongoing review and processing of participant unforeseeable emergency withdrawal requests on behalf of the Plan Sponsor. The Contractor's process is based on the following procedures for the review, qualification and processing of these withdrawals under 457(b)deferred compensation plans. To request an unforeseeable emergency withdrawal, a participant must complete the relevant paperwork and provide the appropriate documentation to support the request. The Contractor will review the request to determine whether it satisfies the IRS and Plan requirements for an unforeseeable emergency. Specifically, an unforeseeable emergency means extraordinary and unforeseeable circumstances arising as a result of events beyond the control of the participant including: • severe financial hardship of the participant resulting from an illness or accident of a participant, the participant's spouse or of a participant's dependent(as defined in Code Section 152(a))"; • loss of the participant's property due to casualty(including the need to rebuild a home following damage to a home not otherwise covered by homeowner's insurance); or • other similar extraordinary and unforeseeable circumstances arising as a result of events beyond the control of the participant. "Efledive in 2007,the Pension Protection Act of 2006 expanded this definition to include the participant's designated pnmary bene0dary. In its evaluation,The Contractor will limit the withdrawal to the amount reasonably necessary to satisfy the emergency need, which may include any amounts necessary to pay Federal, state, or local income taxes or penalties reasonably anticipated to result from the distribution. In addition, a withdrawal shall be allowed only to the extent that such emergency is or may not be relieved through: 1) reimbursement or compensation from insurance or otherwise; 2) liquidation of the participant's assets, to the extent the liquidation of such assets would not itself cause severe financial hardship; or 3) cessation of the participant's deferrals under the Plan. The determination of whether a request qualifies as an unforeseeable emergency will be based on all the facts and circumstances of the participant's specific situation. While it is a subjective decision, the Contractor's process incorporates three underlying principles: consistent application of the IRS rules to similar situations; decisions must be reasonable and not arbitrary; and when there is a close call, we err on the conservative side. The Contractor takes this review process very seriously and understands the importance of consistently administering the IRS and Plan requirements. The Contractor recognizes that failure to do so, and thus treating the Plan like a savings account, can result in adverse tax consequences to the participant and to the Plan. Withdrawal requests will be reviewed in a timely manner. For requests which are approved, The Contractor will process the withdrawal as of the date of the approval. A 16 participant, who has had a withdrawal request denied because of insufficient documentation, can resubmit his or her request to the Contractor for re-review with all applicable documentation. A participant whose request has been denied after submission of all relevant documentation has the opportunity to appeal the decision to the Plan Sponsor. Appeals of Denied Requests The Plan Sponsor is the final authority for review of any withdrawal requests which have been denied by the Contractor. • A participant desiring to appeal the Contractor's decision must submit the appeal to the Plan Sponsor or Its designee within 30 days of receipt of the denied request. The participant must document in a letter the reason he or she feels the request should be reevaluated and why the circumstances quality as an unforeseeable emergency. • Appeals must include all documentation submitted with the original request to the Contractor; the Contractor's determination letter and any additional supporting documentation not previously submitted. • The Plan Sponsor will review a participant's request within 30 business days of the date of receipt of an appeal request. • In reviewing the original decision, the Plan Sponsor will review the specific facts and circumstances of the participant's situation, the Contractor's analysis and the applicable IRS and Plan requirements. The Plan Sponsor's focus is on ensuring that the Contractor's decision was made in accordance with all of the IRS and Plan guidelines, as summarized above. In its appeal review, the intent of the Plan Sponsor is not to be more lenient than the law requires as this would jeopardize the favorable tax treatment for the participant and the Plan. • The Plan Sponsor or its designee shall provide written notification to the participant, with a copy to the Contractor, as to whether its decision is to affirm the Contractor's original decision to deny the request, or reverse that decision and approve the participant's request. • The Plan Sponsor's decision shall be binding on the participant, and he or she shall have no further ability to have the Plan Sponsor's decision overturned. 17 Orange County Sanitation District 457(b)Deferred Compensation Plan Appendix II to Schedule A: Domestic Relation Order Review and Approval Requirements For a domestic relations order to meet the Contractor's good order processing standards, the order must meet the following requirements regardless of the type of plan. Certain governmental plans are subject to less stringent requirements in the determination of whether a domestic relations order is considered"qualified." In addition, certain state rules may be imposed on domestic relations orders by statute. I. The order must be an original or a court-certified copy of the original, signed by the judge or clerk of the court. A fax or a photocopy cannot be accepted in order to meet Contractor's good order standards. 2. The order must create or recognize the existence of an alternate payee's right to,or assigns to an alternate payee the right to,receive all or a portion of the benefits payable with respect to a participant under the plan. 3. The order must constitute a judgment,decree or order(including approval of a property settlement agreement)that relates to provisions of child support,alimony payments or property rights to a spouse, former spouse,child or other dependent of a participant,made pursuant to a state domestic relations law(including a community property law). 4. The order must clearly and unambiguously name each plan to which the order applies. 5. The order must clearly specify the name and last known mailing address of the participant and each alternate payee covered by the order. (If the alternate payee is a minor or is legally incompetent,the order must include the name and address of the alternate payee's legal representative.) The order should identify the social security number and date of birth of the participant and each alternate payee covered by the order. If State or local law prevent the inclusion of such information in the court order,this data must be provided to ING, in writing, by the party that drafts the court order, in order for good order processing standards to be met. 6. The order must include the amount or percentage,or the manner in which the amount or percentage is to be determined, of the participant's benefits to be paid by the plan to each alternate payee. The calculation of this amount must be very clear and not subject to interpretation. If the amount ordered to be paid to the alternate payee's account is at all ambiguous,then the order cannot be accepted. 7. The order must be specific with respect to the dollar amount or percentage of the participant's benefit to which the alternate payee is entitled. The order must specify the exact date as of which the account should be valued. Participant accounts are 18 valued each day the New York Stock Exchange is open under Contractor's processing standards. 8. The order must provide that the calculation of the amount of the participant's benefit to which the alternate payee is entitled to be readily calculable and according to records currently available to the Contractor. Pursuant to this requirement,the Contractor will not accept any order that requires calculations prior to the time the Contractor began providing services to the plan, unless the actual financial records necessary to make such calculation are provided to the Contractor. 9. If the order specifies a dollar amount to be paid to the alternate payee, such amount may not exceed the participant's vested balance in the plan. Amounts payable to an alternate payee shall be distributed proportionately from the participant's account with the Contractor. Account values fluctuate with market conditions, if the dollar amount specified is above the current balance,the request may be rejected. 10. A plan may specify a date as of which QDROs are allowed under the plan (such as orders dated after a specified date,e.g.,January 1, 2002). Court orders which pre- date the allowance of QDROs under the plan may not be accepted. 11. The order must not require the plan to provide any type or form of benefit,or any option,not otherwise provided under the plan. 12. The order must not require the plan to provide increased benefits(determined on the basis of actuarial value). 13. The order must not require any payment of benefits to an alternate payee that is required to be paid to another person under any court order. 14. The order must not provide for tax treatment of the account other than as required under federal law and regulations. 15. If earnings prior to the effective date are also to be segregated on behalf of the alternate payee,the attorney representing the participant must provide the actual financial records necessary to make such calculation, if such records are not available to the Contractor. When the Contractor receives a signed Domestic Relations Order(DRO), or is notified that a legal action is pending in which a DRO will be sought,the Contractor will place an administrative hold on the participant's account. During this period,the participant will be restricted from taking a distribution or loan until the QDRO has been processed. 19 Orange County Sanitation District 457(b) Deferred Compensation Plan Appendix III to Schedule A: Contribution Rate Change Service This service allows participants to make contribution rate changes via the Contractor's Participant intemet site. Please note it is your responsibility to notify ING of terminated employees. Contribution rate changes are allowed in fractional percentages greater than I percent. ® The Plan Sponsor elects to utilize the Contactor's Contribution Rate Change service in accordance with the following criteria (please check). Minimum and Maximum Contribution Amount/Rate: Pursuant to the Plan document, indicate the minimum and maximum contribution amount or rate a participant can elect. Employee elective deferral contributions Minimum N/A $ Maximum N/A $ Minimum N/A % Maximum N/A % If applicable, indicate the maximum total contribution percentage allowed % If you have elected the Contribution Rate Change service feature,please provide the minimum and maximum percentages in your plan: Electronic File Delivery: The Contractor will provide contribution rate reporting data through an automated process. Please select one of the following delivery types (required): ❑ Email: Contractor will send files to a specified recipient in an encrypted format and access information will be provided Please provide the email address: ❑ FTP(File Transfer Protocol): Contractor will send files via FTP. Please provide the FTP delivery address, ID and password: FTP Delivery Address: ftp:// FTP ID: FTP Password: ® Sponsor Web/Archive: Plan Sponsor will obtain reporting data though the Contractor's plan sponsor intemet site. The Contractor will send electronic contribution rate reporting data based on the information selected above until a change is provided, in writing,by the Plan Sponsor. Reporting Frequency: The Contractor will provide the automated contribution rate reporting data on the frequency that best meets the needs of the Plan Sponsor. Please select one of the following delivery types(required): 20 ❑ Monthly(indicate preferred day): ❑ Semi-Monthly (indicate preferred days): ® Bi-weekly ❑ Quarterly ❑ Weekly ❑ Semi-Annually Please provide the first date the report is required. Future reports will be based on this date and the frequency selected above (mm/dd/yyyy): 06/08/2009 21 Orange County Sanitation District 457(b) Deferred Compensation Plan Schedule B: Loan Program Terms of Contractor's Loan Program("Loan Program"): • Types of Loans Permitted—select all that apply. ® General Purpose ® Residential • Maximum number of loans that may be outstanding at any time. 2 General Purpose I Residential • Minimum Loan Amount- Indicate the minimum loan amount pursuant to this Loan Program$1,000.00. • Maximum Loan Amount-the maximum amount of a loan made pursuant to this Loan Program shall be an amount which, when added to the outstanding balance of any other loans to the participant from the Plan and any other qualified plan of the Employer,does not exceed the lesser of: (i) $50,000 reduced by the excess(if any) of a) the highest outstanding balance of loans from the Plan to the participant during the one year period ending on the day before the date on which such loan is made, less b) the outstanding balance of loans from the Plan to the participant on the date on which such loan was made,or (ii) one-half(1/2)of the present value of the non-forfeitable accrued benefit of the participant under the Plan. • For purposes of this limit, all plans of the Employer shall be considered one plan,to the extent required by Section 72 of the Internal Revenue Code, and the balance of all loans under any plan of the Employer under which the individual participates must be aggregated in determining the maximum loan available from the Plan. The Employer will be responsible for confirming the accuracy of the loan amount available for participant and has an outstanding loan balance with an Employer sponsored plan that is not administered by ING. • All assets under the participant's Account with the Contractor will be considered in determining the maximum loan amount available. • Loan fee shall be deducted from the participant's total account balance before determining the maximum loan amount available. • Loan Interest Rate—the interest rate used for loans from your Plan must be commensurate with interest rates currently charged by persons in the business of lending money for loans which would be made under similar circumstances. Select one of the following options: ® The Contractor will set the loan interest rate on the first business day of each calendar month following the month in which a change in the loan interest rate index occurs. Changes to the loan rate will be applicable to loans issued on or after the first business day of the month following the month in which the rate is 22 changed. The index for establishing the loan interest rate for the Plan is as follows. Select one of the following options: ® The Prime Interest Rate published in the Wall Street Journal on the last business day of any month. ❑ Moody's Corporate Bond Yield Average—Monthly Average Corporates,as published by Moody's Investors Service, Inc. on the last business day of any month. The following adjustment factor is to be added to the indexed interest rate for loans issued under the Plan. Select one of the following options. ❑ No adjustment ❑ 0.5%(one-half percent) N 1.0%(one percent) ❑ 1.5%(one and one-half percent) ❑ 2%(two percent) ❑ 2.5%(two and one-half percent) ❑ Other(specify)* * Subject to the Contractor's underwriting review and approval. ❑ Plan Sponsor will set,and provide the Contractor with,the loan interest rate. If the Plan Sponsor fails to submit an update,the Contractor will administer loans in accordance with the latest interest rate provided by the Plan Sponsor. Select one frequency. ❑ Monthly ❑ Quarterly ❑ Semi-Annually ❑ Annually • Loan Repayment Frequency-The loan repayment frequency will be used to amortize the loan and calculate loan repayments. Select only one frequency. N Monthly ❑ Semimonthly ❑ Biweekly ❑ Weekly—Additional fees mat,apply • Prepayment-Prepayment of the full loan amount will be allowed at any time,without penalty. One partial loan prepayment is permitted for each outstanding loan. • Maximum loan repayment period General Purpose 60 months (maximum of 60 months.) Residential 240 months (maximum of 240 months.) • Investment of Loao Repayments- Loan repayments will be allocated in accordance with the participant's current contribution investment allocation instructions on the date a loan repayment is received in good order. • Loan Default Restrictions-If the participant defaults on any loan under the Plan,the participant shall not be allowed to initiate another loan of that type under the Plan until the defaulted amount is repaid. • Loan Fee-The Contractor shall charge a one-time fee to the Participant at the time of loan for services rendered under this Loan Program, in the amount of$100 per loan. 23 • Money Source Withdrawal Sequence—A withdrawal or liquidation sequence for money sources available to fund a loan must be identified. Omit from the sequence the money-sources that are not available to fund a loan. The default sequence for a governmental 457(b)plan is shown below—if no changes are made, this is the ivithdraival sequence that will apply to loans issued under the Plan. —1st Employee Elective Deferrals 2nd Rollovers from another 457 Plan 3rd Rollovers from a 401 or 403(b) Plan or IRA Other(Please specify) Other(Please specify) • Fund Withdrawal Sequence—money will be withdrawn from participant investment options on a pro-rata basis. • Spousal Consent—indicate if spousal consent is required for loans from the Plan ❑ Yes ® No • Loan Authorization— indicate who will be responsible for authorizing loan disbursements. Select one of the following options: ❑ Authorized Plan Sponsor representative ® the Contractor,based on the loan provisions of the Internal Revenue Code Section 72(p), corresponding regulations and terms of the Loan Program as identified in this Schedule. • Paperless Loan Processing—This is an optional service that allows Plan participants to initiate general purpose loans through a toll-free customer service line and receive a check directly from the Contractor without completing loan request paperwork. The loan provisions(Promissory Note and Truth and Lending Disclosure)are included on the check remittance. By endorsing the check,the participant accepts the terms of the loan. Paperless loan processing service is not available if the Plan requires additional qualifying criteria for loans(e.g., hardships or unforeseeable emergency)or if the Plan requires spousal consent for loan requests. This service is not available for residential loan requests. Select one of the following options: ❑ Not applicable ® Applicable • Loan Request Notification—The Contractor will provide the Plan Sponsor with a daily report,accessible from the internet,of those Plan participants that have request a loan package from the Contractor within the previous 90 days. Loan Monitoring—select one of the following options: ® Quarterly loan monitoring by the Contractor—the loan default process will occur only on four specific days per year, i.e.,the last business days of each calendar quarter.This schedule allows us to more effectively monitor and take action on loans that risk default. If you elect this option,you agree that the grace period on all existing and future loans will be the last business day of the calendar quarter following the calendar quarter in which the loan repayment was due. You also 24 agree to have the Contractor actively monitor and alert participants of potential loan defaults and defaulted loans. ❑ Ongoing loan monitoring by the Plan Sponsor— If you elect this option, you agree to monitor loans and direct the Contractor on actions to be taken regarding missed loan payments. It is your responsibility to notify the Contractor when a loan is to be defaulted. It is your responsibility to alert participants of potential loan defaults and defaulted loans. The grace period to be used to administer all existing and future loans will be as noted below. Select one of the following options. ❑ months(cannot extend beyond the end of the quarter following the quarter the loan payment was missed.) ❑ The end of the quarter following the quarter the loan payment was missed. Trust Requirement-Loans extended under this Loan Program will be held intrust by ING National Trust. Plan Sponsor Responsibilities: • Ensure the Plan document and any applicable state/local law allows for loans to be administered in accordance with the terms of this Loan Program. • The Plan Sponsor will inform the Contractor of the any change to the provisions of the Loan Program (and thus the criteria for approving loans under the Plan)as identified in this Schedule. • Notify the Contractor of any participant with an outstanding loan who begins a leave of absence,either bona fide (for a period of not more than one year)or due to uniformed service(military duty) and for whom suspension of loan repayments will apply. Contractor Responsibilities: • The Contractor will set the interest rate to apply to loans issued under the Plan. Such rate will be determined monthly for new loans. A loan will be processed using the rate in effect when the loan request package is sent to the Participant. The loan request package and interest rate will be valid for a maximum of 30 days. The Contractor will reset the loan interest rate as indicated in the Loan Interest Rate section above. The rate will apply for the duration of the loan. • Process loans from a participant's account in accordance with the terns of the Loan Program and the loan request package. • Deduct the loan amount from the participant's account based on the Money Source Withdrawal Sequence selected above, on a pro-rata basis across all current investment options within the participants account or such other method as agreed upon between Contractor and the participant. • Furnish quarterly reports to the Plan Sponsor showing participant loan activity. • Furnish participants with quarterly account statements,reflecting loan activity since the prior statement date. • Process loan repayments made by directly by participants to the Contractor. Contractor will accept checks and, upon completion of the Contractor's scheduled development, payments via Automated Clearing House(ACH). 25 • Upon notice from Plan Sponsor that a participant with an outstanding loan is on a qualifying leave of absence, loan repayments may be suspended for the maximum period permitted under IRS rules. Currently, IRS rules permit loan repayments to be suspended in the following circumstances: • A participant on a bona fide leave may suspend payments for up to one year if the pay received by the participant during this period is less than the amount of the installment payments required under the terms of the loan. However,the loan must still be repaid by the end of the loan term (i.e.,the period of suspension will be less than one year if the loan was within one year of the final payment due date when the leave began). • A participant on a leave of absence due to performance of the uniformed services (as described under Internal Revenue Code Section 414(u)),may elect to suspend loan repayments for the period of uniformed service. In this situation, upon the participant's return from uniformed service, the loan repayment period will be extended by a period equal to the length of the uniformed service. • The Contractor will monitor loan repayments and perform default processing if a scheduled loan repayment is not received by the end of the grace period allowed for payment as defined in the Promissory Note and Security Agreement. Should this occur, the entire loan will be in default. At the beginning of each calendar quarter,we will generate a warning letter to any participant who has missed a loan repayment in the previous quarter. The letter will describe the implications of missing a loan repayment and the date on which the loan will be defaulted unless a repayment prior to the end of the grace period. At the same time, we will generate loan reports noted below and include them in the package of sponsor reports mailed on a quarterly basis. • Report of all loans and loan repayments during the previous quarter. • Report of all defaulted loans during the previous quarter. • Report of all loans for which a repayment was missed during the previous calendar quarter.These loans are potential defaults for the end of the upcoming calendar quarter. The report would represent a list of all the letters sent to participants who missed a loan repayment during the previous quarter. One month prior to the end of each calendar quarter, we will mail warning letters to participants who have missed a loan repayment in the preceding calendar quarter. The letter would again explain the implications of a missed loan repayment. On the last business day of the calendar quarter we will default any loan in which the grace period expires that day. A confirmation letter will be sent to participants for whom a loan default is processed. • Compute and withhold federal and state income taxes,as required by law, for loan defaults or withdrawals from the Plan in order to repay outstanding loan amounts in full, in accordance with the Internal Revenue Code and applicable guidance. The Contractor will forward, within the applicable time limit,the appropriate information return reflecting the amount of the defaulted loan disbursement and taxes withheld to the appropriate taxing authority and to the participant. 26 Orange County Sanitation District 457(b)Deferred Compensation Plan Schedule C: Administrative Requirements For purposes of this Schedule,all references to"participant"are intended to apply equally to all account holders under the Plan. This includes participants, beneficiaries and alternate payees. 1. Participant account statements and Plan Sponsor reports shall reflect accurate information with regard to contributions,allocations,earnings and withdrawals. 2. Under normal circumstances and unless otherwise authorized by the Plan Sponsor; participant quarterly statements shall be mailed within 10 business days of the end of a calendar quarter. 3. Information on payout options, including a notice which satisfies the requirements of Internal Revenue Code Section 402(t),will be made available to participants through the internet or a toll free telephone number. Additionally, upon a terminated Participant's request,a licensed representative will provide to the Participant education and assistance on the available payout options. 4. Contributions determined to be in Good Order on any day that the New York Stock Exchange is open (a "Business Day"),and prior to the close of the exchange, shall be applied to the appropriate account on that day's close of business of the New York Stock Exchange. Contributions received at any other time will be applied to the appropriate account on the next succeeding Business Day. Written confirmation of receipt and deposit will be provided to the Plan Sponsor or its designee by mail. The Contractor shall notify the Plan Sponsor or its designee by telephone within two business days of discovery of transactions received not in Good Order. If after 5 business days,transactions remain not in Good Order,the Contractor will require the Plan Sponsor to provide written consent for the Contractor to continue holding the amount of the contributions related to the not in Good Order transactions in a non- interest bearing suspense account. If after 14 business days,the transactions remain not in Good Order,the amount of the contributions received not in Good Order will be refunded to the Plan Sponsor. 5. All correspondence and marketing materials written specifically for the Plan Sponsor,the Plan participants and the Plan Sponsor's employees shall be provided to the Plan Sponsor or its designee for approval prior to the scheduled date of publication or distribution. 6. A calendar year-end report shall be delivered to the Plan Sponsor,by March 31' of the following year. Such report shall be prepared for the Plan and shall include: Investment Performance; ° Asset Allocation by Investment Option; • Investment Option Summary by Asset Class; 27 ° Asset Distribution by Participants Age; Historical Assets; Contributions/Deferrals by Asset Class; Contributions/Deferrals by Investment Option; ° Historical Comributions/Deferrals; ° Investment Diversification; ° Participant Demographics(Age &Gender); ° Participation Levels; ° Participant Service Utilization; ° Communication Update 28 Orange County Sanitation District 457(b) Deferred Compensation Plan Schedule D: Performance Standards 10.1.Transition Services(period from formal approval to fund transition A. Pre Transition Services Standard: Assure attendance at Will meet finalist meetings by representatives who will provide ❑ Unable to meet direct transition and ongoing services. ❑ Will exceed Date: Finalist Meeting Guarantee:N/A B. standard:Answer phone calls from employer contact Will meet designee within 24 hours and propose method of ❑ Unable to meet measuring standard. ❑ Will exceed Date:Transition Period. Guarantee:$100 per incident for failure to return phone calls from employer contact designee within 24 hours. C. Standard: Provide draft, customized contract Will meet (incorporating agreed-upon, proposed services). ❑ Unable to meet Date: 30 Days after formal approval by OCSD. ❑Will exceed Guarantee: $1,000. D. Standard: Respond, in writing with a copy to the Will meet employer,to phone or in-person complaints within 5 ❑ Unable to meet business days. ❑Will exceed Date: Transition Period. Guarantee: $100 per incident of failure to respond to complaint within specified time. E. Standard: Comply with Sarbanes-Oxley Act Will meet requirements regarding notification of blackout period. ❑ Unable to meet Date:Transition period. ❑ Will exceed Guarantee: $1,000 plus the equivalent of any penalties that would be assessed. F. Standard: Finalize and publish performance standards Will meet and guarantees. ❑ Unable to meet Date: Provide final copy to employer within 30 days of being ❑Will exceed selected by employer. Guarantee: 500 G. standard: Provided agreed upon training to employees Pg Will meet and retirees within transition period. ❑Unable to meet Date:Transition period. ❑Will exceed Guarantee: $1,000 10.2.Transition Exit(period from notification of non-renewal to fund transition A. Standard: Upon termination, provide: 1)last four N Will meet quarters of transaction reports, 2)current account ❑ Unable to meet balances, 3) past 12 months distribution and deferral ❑Will exceed information and 4) loan or other outstanding payment amounts. Date: Within 30 business days after termination, provide report on disk, tape or Internet. Guarantee: $1,000 for Initial failure to provide and $500 per day thereafter. B. Standard: Upon termination, provide information as Will meet described in Section 8 on disk,tape or Internet ❑ Unable to meet Date:Within 30 days of request. ❑ Will exceed 29 Guarantee: $1,000 on failure to provide Information within timeframe. 10.3. Customer Services A. Standard:Telephone calls to service center(s)will be will meet answered within 90 seconds 90%of the time.(Propose ❑ Unable to meet method of measuring standard). ❑ Will exceed Date:Transition Period. Date: Quarterly summary/ review due before the end of the month following the quarter. Guarantee: $1,000 per year for failure to meet annual, calendar year average. B. Standard: Participant statements will be mailed within OWill meet 10 business days after quarter-end. ❑ Unable to meet Date: Quarterly. ❑Will exceed Guarantee: $5 per participant per quarter for each statement postmarked after 10 business days. C. Standard: Finalize customized web within parameters ID Will meet specified in 5.2B site providing hot link between ❑ Unable to meet employer and provider websites and draft participant ❑ Will exceed communication advertising site content and way to access. Date: Due 60 days after Implementation. Guarantee: $500 for failure to provide live web site and participant announcement by end of 3rd month after implementation. D. Standard: Process investment fund transfers, Will meet contribution reconciliation and posting within one ❑ Unable to meet business day and propose method of measuring ❑ WIII exceed standard. Date: Annual report due 31 days after each 12 month period from fund transition. Guarantee: Maximum $1,000 for failure to meet agreed upon standard. E. Standard: Process hardship distributions, rollover Will meet requests, in-service distributions, retiree distribution ❑Unable to meet requests within 5 working days of acceptable ❑WIII exceed documentation and propose method of measuring standard. Date: Annual summary of performance by provider. Guarantee: $1,000 annually for failure to meet standard in 90%of actions. F. Standard: Review plan documents for legal, legislative Will meet compliance, Identify policy issues between employer ❑ Unable to meet and provider and summarize, in writing, any ❑Will exceed recommended changes to documents. Date: Within 180 days of fund transition and annually thereafter. Guarantee: 500 for failure to provide each written summary. G. Standard: Review Investment policy and summarize, in WIII meet writing,any recommended changes. ❑ Unable to meet Date: Annually with fund evaluation results. ❑Will exceed Guarantee: $500 for failure to provide review/ summary within spedfled timeframe. _ H. Standard: Provide written proposal of services and draft WIII meet plan for ongoing participant communication utilizing ❑Unable to meet 30 internet educational resources(e.g. internet or El Will exceed computer based training). Date: Within 180 days of fund transition. Guarantee: $500 for failure to provide proposal within timeframe. 10.4 Reports A. Standard: Provide written summary of Quarterly Will meet Reports(as described in Section 7.2)to employer. ❑ Unable to meet Date: Mailed within 30 days of quarter-end. ❑Will exceed Guarantee:$500 per failure to provide reports by specified date. B. Standard: Provide written draft proposal for Will meet recommended reports that will be available to employer ❑ Unable to meet online (internet) including proposed access protocols. ❑Will exceed Date: Within 90 days of fund transition. Guarantee: $500 for failure to provide written draft proposal within specified time. C. Standard: Provide written Plan / Participant DQ Will meet Enhancement Services (as described in Section 7.5)to ❑ Unable to meet employer. ❑Will exceed Date: Annual Summary at time of Investment Review. Guarantee: $1,000 per month for failure to provide written report within specified time. D. Standard: Conduct training of employer-designated Will meet personnel on access to online reports and use of ❑ Unable to meet reporting capability. ❑Will exceed Date:Within 120 days of fund transition Guarantee: $500 for failure to provide training within specified time. 10.5.Surveys A. Standard: Draft survey. Will meet Date: Draft due by end of 4th month after Implementation. ❑ Unable to meet Guarantee: 500 if failure to provide draft survey. ❑Will exceed B. Standard: Distribute survey to all plan participants. Will meet Date: Distribution by end of 6th month after implementation. ❑ Unable to meet Guarantee:$500 If failure to mall 30 days from date of final ❑Will exceed agreed upon survey content. C. Standard: Analyze survey results, provide executive Will meet summary and recommended actions. ❑ Unable to meet Date:Complete by end of 8th month after Implementation. ❑Will exceed Guarantee: $1,000 If Executive Summary and Recommended Actions is not provided within timefreme. D. Standard: Repeat survey process steps described above Z Will meet for surveys at 24 and 36 months after implementation. ❑ Unable to meet Date: Executive Summary and Recommended Actions due by ❑Will exceed end of 24th and 36th month after Implementation. Guarantee: $1,000 for failure to provide Executive Summary and Recommended Actions by 24th and 36th month. E. Standard: Survey results will average Satisfactory or N Will meet Above and will be incorporated into Executive Summary ❑ Unable to meet and Recommended Actions document. ❑Will exceed Date: Due by 8th, 24th and 36th month after implementation Guarantee: $1,000 for any survey results that fail to meet Satisfactory or Above 31 10.6. Educational Services A. Standard: Provide training to all decision-makers and Z Will meet administrative staff on 404(c) requirements. ❑ Unable to meet Date: 90 after fund transition. ❑Will exceed Guarantee: $500 for failure to provide on-site training within timeframe. B. Standard: Propose and schedule first year on-site Will meet training sessions and content of training for decision- ❑ Unable to meet makers and administrative personnel. ❑Will exceed Date: Proposal within 90 after fund transition and educational programs quarterly thereafter. Guarantee: $500 for failure to provide proposed training and $500 for failure to provide four training sessions in any year of contract. C. Standard: Develop and schedule new decision-maker Z Will meet training for employer identified new Committee ❑ Unable to meet members or administrative staff. ❑Will exceed Date: Provide half-day on-site training for identified new personnel within 30 days of notification by OCSD. Guarantee: $500 for failure to provide training within specked timeframe. D. Standard:After implementation, provide mutually ® Will meet agreeable number of educational seminars annually to ❑ Unable to meet participants. ❑ Will exceed Date: Within 90 days after fund transition. Guarantee:$1,000 for failure to provide agreed-upon number of onsite group seminars. E. Standard: After implementation, provide newsletters to Will meet plan participants regarding plan benefits / issues. ❑ Unable to meet Date: Quarterly. ❑Will exceed Guarantee:Annual $500 penalty for failure to provider quarterly newsletters F. Standard: Provide representative on site for mutually Will meet agreeable number of days per month to meet with plan ❑ unable to meet participants. ❑Will exceed Date: Monthly. Guarantee: $1,000 per year in agreed-upon number of days Is not provided for 3 or more months. G. Standard: Provide draft PowerPoint and / or other Will meet communication material for transition specifically ❑ Unable to meet proposed for group meetings separated for employees/ ❑ WIII exceed retirees. Date: 30 Days after formal approval. Guarantee: $500 for initial failure to provide within 30 days after formal approval and 500 per day thereafter. H. Standard: Draft communication to plan participants Will meet describing investment advice services and access. ❑ Unable to meet Date: Within 60 days of fund transition. ❑ Will exceed Guarantee: $500 for initial failure to provide within 60 days after formal approval and 500 per day thereafter. I. Standard: Recommend, in writing, steps provider and WIII meet employer may take to communicate and coordinate ❑ Unable to meet information regarding defined benefits offered through Will exceed the employer and available fund options. Date: Within 180 days of fund transition. 32 Guarantee: s1,000 for failure to provide within specified time. J. Standard: Provide one half-day session per quarter to Will meet employer decision-making and administrative ❑ Unable to meet personnel on mutually agreeable topics. ❑ Will exceed Date: Quarterly. Guarantee: $250 per quarter if education sessions are not provided. 10.7. Miscellaneous Performance Standards Guarantees A. Standard: Provide web site copy listing final agreed- Will meet upon Performance Standards/ Guarantees. ❑ Unable to meet Date: Implementation Date and 30 days after any mutually ❑Will exceed agreed-upon revisions. Guarantee: $500 for each failure to provide web-ready document to employer. B. Standard: Provide agreed upon number of written 7z Will meet copies of final agreed-upon Performance Standards / ❑ Unable to meet Guarantees to employer for distribution. ❑Will exceed Date: Implementation Date and 30 days after any mutually agreed-upon revisions. Guarantee: $500 for each failure to provide specified number of copies of final agreed-upon Performance Standards/ Guarantees. C. Standard: Provide annual written summary of all Will meet Performance Standards / Guarantees categories and ❑ Unable to meet results to employer and as a web document for ❑Will exceed communication to plan participants. Date: 30 days after annual anniversary of implementation. Guarantee:$1,000 for failure to provide web-ready document within specified timeframe. D. Standard: Recommend, In writing,to employer any Will meet modifications/ enhancements to Performance ❑ Unable to meet Standards / Guarantees. ❑ Will exceed Date: 30 days after annual anniversary of Implementation. Guarantee: $1,000 for failure to provide written recommendations. E. Standard: Encrypt all laptops and remote computers Will meet carrying District participant information and provide ❑ Unable to meet written quarterly reports on any compromise of data ❑Will exceed that occurs. Date: Immediate notification of any data compromise (within 24 hours of provider knowledge of compromise) and quarterly written reports. Guarantee: $100 for each participant Information compromised and/or$1,000 for each quarter in which report not pmvided. 33 Orange County Sanitation District 457(b) Deferred Compensation Plan Schedule E: Plan Investment Options Stability of Principal 9958 ING Stable Value Option 0167 ING Money Market Fund-Class I Bond 2540 Loomis Sayles Investment Grade Bond Fund- Class A 1500 Pioneer Global High Yield Fund- Class Y 1451 Oppenheimer International Bond Fond- Class Y Asset Allocation/Target Date 2199 LIVESTRONG 2015 Portfolio from American Century Investments®- Inv Class 2200 LIVESTRONG 2025 Portfolio from American Century Investments- Inv Class 2201 LIVESTRONG 2035 Portfolio from American Century Investments®- Inv Class 2202 LIVESTRONG 2045 Portfolio from American Century Investments- Inv Class 2203 LIVESTRONG Income Portfolio from American Century Investments- Inv Cl Balanced 0788 ING T. Rowe Price Capital Appreciation Portfolio- Service Class Large Blend/Value/Growth 2539 Eaton Vance Dividend Builder-Class A 1404 Vanguard® 500 Index Fund-SignalTM Shares 2534 Blackrock Equity Dividend-Class A 1355 Allianz NFJ Dividend Value Fund - Class A 0215 Janus Adviser Series Forty Fund-Class S 0572 The Growth Fund of America®-Class R-4 Mid-Cap Blend/Growth/Value 1599 Fidelity® Advisor Leveraged Company Stock Fund- Institutional Class 1576 Vanguard®Mid-Cap Index Fund- Investor Shares 1607 Fidelity®VIP Mid Cap Portfolio- Service Class 2 2028 RiverSource Mid Cap Value Fund- Class R4 Small Blend/Growth/Value 1312 Keeley Small Cap Value Fund 1519 Vanguard®Small-Cap Index Fund- Investor Shares 1571 Royce Value Plus Fund- Investment Class 0275 Allianz NFJ Small-Cap Value Fund -Class A Global /International 1308 ING Global Real Estate Fund-Class 1 1004 Capital World Growth and Income FundSM-Class R-4 2538 Allianz NFJ International Value Fund-Class A 0936 Lazard Emerging Markets Equity Portfolio -Open Shares 34 Orange County Sanitation District 457(b) Deferred Compensation Plan Schedule F: Investment Provider Minimum Standards Disclosure Statement The following items summarize the minimum administrative requirements required in order for the Contractor to transact with an investment provider on the Plan's behalf: I. Pricing Deadlines: The investment provider must furnish the Contractor with confirmed net asset value information as of the close of trading (generally 4:00 p.m., Eastern Time) on the New York Stock Exchange ("Close of Trading") on each business day that the New York Stock Exchange is open for business("Business Day")or at such other time as the net asset value of the fund is calculated as disclosed in the relevant then current prospectus(es) in a format that includes(i)the fund's name and the change from the last calculated net asset value, (ii)dividend and capital gains information as it arises,and (iii) in the case of a fixed income fund,the daily accrual or the distribution rate factor. Such information shall be provided to the Contractor by 6:30 p.m. Eastern Time. "Net' means after all management, service and administrative expenses are deducted. 2. Pricing Error Reimbursements: The investment provider shall agree to hold the Plan harmless for any amounts erroneously credited to participant accounts due to(i)an incorrect calculation of the fund's daily net asset value ("NAV"), dividend rate,or capital gains distribution rate or(ii)incorrect or late reporting of the daily net asset value, dividend rate,or capital gains distribution rate of a fund,by reimbursing the Contractor,on the Plan's behalf. In addition,the fund shall be liable to the Contractor for systems and out of pocket costs incurred by the Contractor in making the Plan's or the participant's account whole, if such costs or expenses are a result of the fund's failure to provide timely or correct net asset values,dividend and capital gains or financial information and if such information is not corrected by 4:00 p.m. Eastern Time of the next Business Day after releasing such incorrect information provided the incorrect NAV as well as the correct NAV for each day that the error occurred is provided. If a mistake is caused in supplying such information,which results in a reconciliation with incorrect information,the amount required to make a Plan's or a Participant's account whole shall be home by the investment provider providing the incorrect information, regardless of when the error is corrected. 3. Sales Literature: The investment provider will provide to the Contractor at least one complete copy of all prospectuses, statements of additional information,annual and semiannual reports and proxy statements, other related documents,and all amendments or supplements to any of the above documents that relate to the fund promptly after the filing of such document with the SEC or other regulatory authorities. The investment 35 provider agrees to provide to the Contractor, in electronic format, performance updates and portfolio updates for the fund within 10 business days after the end of each calendar quarter. 4. Advertising: Advertising and literature with respect to the fund prepared by the Contractor for use in marketing shares of the fund to the Plan shall be submitted to the investment provider for review and approval before such material is used with the Plan. The investment provider shall advise the Contractor in writing within three(3)Business Days of receipt of such materials of its approval or disapproval of such materials. 5. Expense Reimbursement: The investment provider shall make available for reimbursement certain out-of-pocket expenses the Contractor incurs in connection with providing shareholder services to the Plan. These expenses include actual postage paid by the Contractor in connection with mailing updated prospectuses, supplements and financial reports to participants,and all costs incurred by the Contractor associated with proxies for the fund, including proxy preparation,group authorization letters,programming for tabulation and necessary materials(including postage). 6. Excessive Trading: The investment provider shall use its best efforts and shall reasonably cooperate with the Contractor to generally prevent any market timing and frequent trading activity under the Plan. See the ING"Excessive Trading"Policy,Attachment I. 36 Orange County Sanitation District 457(b) Deferred Compensation Plan Schedule G: ING Excessive Trading Policy The ING family of insurance companies("ING"),as providers of multi-fund variable insurance and retirement products, has adopted this Excessive Trading Policy to respond to the demands of the various fund families which make their funds available through our variable insurance and retirement products to restrict excessive fund trading activity and to ensure compliance with Section 22c-2 of the Investment Company Act of 1940,as amended. ING's current definition of Excessive Trading and our policy with respect to such trading activity is outlined below. I. ING actively monitors fund transfer and reallocation activity within its variable insurance and retirement products to identify Excessive Trading. ING currently defines Excessive Trading as: a. More than one purchase and sale of the same fund(including money market funds)within a 60 calendar day period(hereinafter,a purchase and sale of the same fund is referred to as a"round-trip"). This means two or more round-trips involving the same fund within a 60 calendar day period would meet ING's definition of Excessive Trading; or b. Six round-trips within a twelve month period. The following transactions are excluded when determining whether trading activity is excessive: a. Purchases or sales of shares related to non-fund transfers(for example,new purchase payments, withdrawals and loans); b. Transfers associated with scheduled dollar cost averaging, scheduled rebalancing or scheduled asset allocation programs; c. Purchases and sales of fund shares in the amount of$5,000 or less; d. Purchases and sales of funds that affirmatively permit short-term trading in their fund shares, and movement between such funds and a money market fund; and e. Transactions initiated by a member of the ING family of insurance companies. 2. If ING determines that an individual has made a purchase of a fund within 60 days of a prior round-trip involving the same fund, ING will send them a letter warning that another sale of that same fund within 60 days of the beginning of the prior round-trip will be deemed to be Excessive Trading and result in a six month suspension of their ability to initiate fund transfers or reallocations through the Internet, facsimile,Voice Response Unit (VRU),telephone calls to the ING Customer Service Center,or other electronic trading medium that ING may make available from time to time ("Electronic Trading Privileges"). Likewise, if ING determines that an individual has made five round-trips within a twelve month period, ING will send them a letter warning that another purchase and sale of that same fund within twelve months of the initial purchase in the first round-trip in the prior twelve month period will be deemed to be Excessive Trading and result in a six month suspension of their Electronic Trading Privileges. According to the needs of the various business units,a copy of the warning letters may also be sent,as applicable,to the person(s)or entity authorized to initiate 37 fund transfers or reallocations,the agent/registered representative or investment adviser for that individual. A copy of the warning letters and details of the individual's trading activity may also be sent to the fund whose shares were involved in the trading activity. 3. If ING determines that an individual has used one or more of its products to engage in Excessive Trading, ING will send a second letter to the individual. This letter will state that the individual's Electronic Trading Privileges have been suspended for a period of six months. Consequently,all fund transfers or reallocations,not just those which involve the fund whose shares were involved in the Excessive Trading activity,will then have to be initiated by providing written instructions to ING via regular U.S. mail. During the six month suspension period,electronic"inquiry only"privileges will be permitted where and when possible. A copy of the letter restricting future transfer and reallocation activity to regular U.S. mail and details of the individual's trading activity may also be sent to the fund whose shares were involved in the Excessive Trading activity. 4. Following the six month suspension period during which no additional Excessive Trading is identified,Electronic Trading Privileges may again be restored. ING will continue to monitor the fund transfer and reallocation activity, and any future Excessive Trading will result in an indefinite suspension of the Electronic Trading Privileges. Excessive Trading activity during the six month suspension period will also result in an indefinite suspension of the Electronic Trading Privileges. S. ING reserves the right to limit fund trading or reallocation privileges with respect to any individual,with or without prior notice, if ING determines that the individual's trading activity is disruptive,regardless of whether the individual's trading activity falls within the definition of Excessive Trading set forth above. Also,ING's failure to send or an individual's failure to receive any warning letter or other notice contemplated under this Policy will not prevent ING from suspending that individual's Electronic Trading Privileges or taking any other action provided for in this Policy. 6. Each fund available through ING's variable insurance and retirement products,either by prospectus or stated policy,has adopted or may adopt its own excessive/frequent trading policy. ING reserves the right,without prior notice,to implement restrictions and/or block future purchases of a fund by an individual who the fund has identified as violating its excessive/frequent trading policy. All such restrictions and/or blocking of future fund purchases will be done in accordance with the directions ING receives from the fund. 38 Orange County Sanitation District 457(b)Deferred Compensation Plan Schedule H: Investment Advisory Access Agreement ING LIFE INSURANCE AND ANNUITY COMPANY PLAN SPONSOR INVESTMENT ADVISORY ACCESS AGREEMENT This Agreement("Agreement")effective May 1st,2009 is between ING Life Insurance and Annuity Company("ILIAC")and Oranae County Sanitation District("Sponsor"),the Sponsor of the Orange County Sanitation District 457(b)Deferred Compensation Plan (the"Plan"),ING Plan/Contract No.666889, located at 10944 Ellis Avenue.Fountain Valley.CA 92708-7018. BACKGROUND A. Sponsor maintains the Plan,and has entered into a separate written agreement with ILIAC to provide investment options,recordkeeping and/or other administrative service to the Plan (the"Plan Services Agreement");and B. Morningstar Associates,LLC("Momingnar")has developed proprietary,independent investment advice("Managed by You")and managed account("Managed by Morningstar") services,provided over the Internet through the Morningstar Retirement Managers"' platform("Retirement Manager");and C. ILIAC has entered into agreements with Morningstar to allow ILIAC to provide access to Retirement Manager services for participants of plans in which ILIAC acts as investment product provider and/or reeordkeeper(the"Morningstar Agreements"):and D. Sponsor desires to make available Retirement Manager services to participants in connection with the Plan;and E. Sponsor and Morningstar have entered into a separate agreement,the Plan Sponsor Investment Advisory Services Agreement,to provide Retirement Manager services to the Plan(the"Advisory Services Agreement");and F Pursuant to the Advisory Services Agreement,Morningstar will enter into an agreement (the"Participant Advisory Services Agreement')with Plan participants to provide them with investment advisory services through Retirement Manager. Sponsor and ILIAC,in consideration of their mutual promises and covenants contained herein,and of other good consideration duly received,hereby agree as follows: ILIAC SERVICES 1.1 Set-up and Maintenance (a) Set up services with Morningstar. (b) Maintenance services:refresh Plan business rules,participant information and profiles with Morningstar. (c) Standard reporting on participant activity. (d) Sponsor and participant customer service support services. 1.2 Retirement Manager Services Access.ILIAC hereby agrees to facilitate Sponsor's participants'access to Retirement Manager services provided by Morningstar.Only participants for whom ILIAC maintains account records shall be entitled to access Retirement Manager. 39 IJ Limited Duties.ILIAC's duties under this Agreement are limited to facilitating access to Retirement Manager services and providing related administration and recordkeeping services. Sponsor agrees and acknowledges that ILIAC is not providing any investment advice under this Agreement,and that ILIAC is not responsible for any losses or claims arising or alleged to have arisen from the provision of investment advice by Morningstar. 2. SPONSOR RESPONSIBILITIES 2.1 Provision of Data.Sponsor agrees to provide accurate and timely data and understands that ILIAC will.transmit such data to Morningstar.ILIAC shall not have any liability for Sponsor's failure to timely inform ILIAC or Morningstar,as applicable,of any changes to the Plan or participant data. Specifically,Sponsor shall: (a) Provide Plan information and rules to ILIAC and Morningstar that are necessary for set- up and promptly update this information if changes are made;and (b) Promptly provide to ILIAC any changes to Plan investment options or transaction rules. 2.2 Independent Decision. Sponsor has made its own determination to enter into this Agreement and to utilize Retirement Manager services from Morningstar. Sponsor is solely responsible choosing to make Retirement Manager services available to its participants and has not relied upon ILIAC or any of its affiliates or its or their employees or representatives in making that decision. 2.3 Provision of Data to Morningstar. In connection with making Retirement Manager available to panicipants.Sponsor acknowledges and agrees that: (a) ILIAC will provide Plan and participant data to Morningstar for its use in providing Retirement Manager services;and (b) Morningstar is not required to continue to provide Retirement Manager if ILIAC terminates its relationship with Morningstar. 2.4 Sponsor Representations and Acknowledgments. In connection with making Retirement Manager available to participants,Sponsor hereby represents that it has entered into an Advisory Services Agreement directly with Morningstar,pursuant to which Sponsor acknowledged and,where necessary,consented to the following: (a) The data and advice are produced solely on the Plan and participant data provided to Morningstar by ILIAC and Morningstar is not responsible for any errors or omissions or incomplete data provided by ILIAC. (b) Retirement Manager services and the analysis,opinions and other information produced by Morningstar may only be used for purposes of assisting participants in making their retirement planning decisions and not for any other purposes. (c) Morningstar is not required to continue to provide Retirement Manager services if the Plan Sponsor terminates its relationship with ILIAC. (d) Morningstar will be a fiduciary to the Plan,as defined under ERISA(where applicable), with respect to the provision of investment advice and discretionary asset management under the Advisory Services Agreement and Participant Advisory Services Agreements, but Morningstar is not thereby a fiduciary to the Plan for any other purposes. In addition,Morningstar has no responsibility for any benefits due or claimed to be due under the Plan,for administering the Plan or determining whether the Plan is operated or administered in accordance with ERISA or other applicable laws,including(but not by way of limitation)any requirements governing delivery of information to participants under ERISA,regulations and interpretations under ERISA,or under any other applicable law or regulation. (a) Morningstar uses commercially reasonable efforts to ensure that data,analysis,opinion or other information provided within Retirement Manager is correct. Data and other information are gathered from sources that Morningstar believes to be reliable. Timeliness of data is dependent on Morningstar schedule for collecting the data and cooperation of the sources,which is outside Momingstar's control.Morningstar does 40 not represent or warrant the accuracy,correctness,completeness,or timeliness of Retirement Manager. (f) Use of Retirement Manager is contingent on the Plan's investment options satisfying Morningstar's compatibility requirements. Only funds included in Momingstar's dambase are covered by the Morningstar Retirement Manager service. (g) If the Plan Sponsor wishes to make a change to the investment options available for the Managed by Morningstar Service,it shall provide ILIAC with forty five(45)days' prior written notice thereof If custom data collection is required,an additional ten(10) weeks prior notice is required to provide data collection and maintenance of such funds. 3. FEES There is no fee due from the Plan,the Plan Sponsor or Plan participants to either ING or Momingstur in connection with the use of Retirement Manager. For the Managed by Momingsm services,the following fee schedule,set forth below,shall apply. ILIAC is hereby authorized to deduct fees from participant accounts in accordance with the following schedule: Basis points payable Administrative and recordkeeping to Morningstar: fee payable to ILIAC: 25 by per annum 15 by per annum The fees will automatically be deducted from participant accounts on a periodic basis. The fees paid to Morningstar Associates and ILIAC we reviewed annually at the plan's contract anniversary and are subject to change(up or down)based on the overall level of assets in the plan at that time. While the fee paid to Morningstar is subject to change up or down,the administrative fee payable in ILIAC may be lowered,but will not be raised. 4. TERM AND TERMINATION 4.1 Term.Except as otherwise provided herein,the term of this Agreement shall begin on the effective date and continue for an initial term of one(1)year unless terminated as forth in this Section.Upon expiration of the initial term,the Agreement will automatically renew for successive one(1)year terms unless otherwise terminated by either party pursuant to this Section,or unless one party notifies the other party in writing of their intent not to renew this Agreement within 90 days of the and of a term. 4.2 Breach.If either party materially breaches in the performance of any provision of this Agreement or the Plan Service Agreement,or is otherwise in noncompliance with any provision of this Agreement,and such breach is not cured within thirty(30)days of written notice of breach to the breaching party,the parry giving such notice may terminate this Agreement by providing the breaching parry with written notice of such termination. 4.3 Automatic Termination.The Agreement will automatically terminate upon written notice if (a)either party files a petition in bankruptcy,is adjudged bankmpt,or ceases to do business in the ordinary course;(b)Momingsmr's registration as an investment adviser terminates,or is terminated,suspended,withdrawn or restricted so as to substantially impede performance of Retirement Manager hereunder: (c)this Agreement is assigned in violation of Section 7.7 or (d)the Agreement between ILIAC and Morningstar expires or is terminated for any reason. 4.4 Termination of Morningstar Agreement or Plan Services Agreement.In addition to any other termination,this Agreement will terminate automatically upon the termination of the Morningstar Agreement between ILIAC and Momingsm or the Plan Services Agreement between ILIAC and Sponsor,or the full withdrawal/case surrender of all amounts invested with ING under the Plan. 4.5 Effect of Termination.Upon termination of this Agreement for any reason,Sponsor and participants shall no longer have to access to the Retirement Manager services. The Plan and 41 Plan Participants'obligations to pay any fees accruing under this agreement before the effective date of termination,if applicable,will survive termination of this Agreement. Sections 5 and 6 hereof also shall survive the termination of this Agreement. S. LIMITATION OF LIABILITY SPONSOR WILL NOT BE LIABLE TO ILIAC FOR ANY INDIRECT,INCIDENTAL,SPECIAL. OR CONSEQUENTIAL DAMAGES,OR DAMAGES FOR LOSS OF PROFITS INCURRED BY ILIAC OR ANY THIRD PARTY,ARISING FROM OR RELATED TO THIS AGREEMENT OR RETIREMENT MANAGER.HOWEVER CAUSED AND WHETHER BASED IN CONTRACT, TORT(INCLUDING NEGLIGENCE)OR ANY OTHER THEORY OF LIABILITY.ILIAC'S LIABILITY WILL IN NO EVENT EXCEED THE AMOUNT OF FEES PAID BY SPONSOR UNDER THIS AGREEMENT.THE PARTIES ACKNOWLEDGE AND AGREE THAT THIS IS A REASONABLE ALLOCATION OF RISK AND THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.FEDERAL AND STATE SECURITIES LAWS IMPOSE LIABILITIES UNDER CERTAIN CIRCUMSTANCES ON PERSONS WHO ACT IN GOOD FAITH,AND THEREFORE NOTHING IN THIS AGREEMENT ACTS TO WAIVE OR LIMIT ANY OF THESE RIGHTS. 6. SPONSOR INDEMNIFICATION (a)ILIAC Indemnification.ILIAC agrees to hold harmless and indemnify Sponsor.Sponsor's agents,officers and employees when acting on Sponsor's behalf,from every claim and demand to the proportionate extent that it results from ILIAC's negligence or wrongdoing or the negligence or wrongdoing of its representatives acting in that capacity in connection with this Agreement. (b)Indemnification. Sponsor agrees to hold harmless and indemnify ILIAC.ILIAC's agents, officers and employees when acting on ILIAC's behalf,from every claim and demand to the proportionate extent that it results from Sponsor's negligence or wrongdoing or the negligence or wrongdoing of its representatives acting in that capacity in connection with this Agreement. 7. MISCELLANEOUS 7.1 Disclaimer.Sponsor agrees that ILIAC makes no warranties or guaranties of any kind regarding Retirement Manager,including access to Morningstar's web site.Sponsor shall not make any warranties or guarantees to participants with respect to Retirement Manager. 7.2 Notice.Each parry will promptly provide the other with notice and copy of any litigation of which it becomes aware of involving the terms or Retirement Manager under this Agreement and/or any other notices or demands to be given under this Agreement.All such notices, demands or other communications hereunder shall be in writing and duly provided if sent certified mail,return receipt requested,addressed to the party to be notified or upon whom a demand is being made,at the addresses set forth in this Agreement or such other place as either party shall from time to time designate in writing.The date of service of a notice or demand shall be the receipt date on any certified mail receipt. 42 Notices to ILIAC shall be sent to: ING Life Insurance and Annuity Company One Orange Way Attention Legal Department-CI S Windsor,CT 06095 Notices to Sponsor shall be sent to: Kim Erickson Senior Human Resources Analyst Orange County Sanitation District Deferred Compensation Plan 10844 Ellis Avenue Fountain Valley,CA 92708-7018 7.3 Governing Law;Jurisdiction.This Agreement shall be governed by the laws of the State of California,without regard to its conflicts of law provisions.The parties agree that any and all actions relating to this Agreement will be brought exclusively in the state and/or federal courts located in Orange County,California,and that each party is subject to the personal jurisdiction of those courts. 7.4 Force Majeure.Neither party shall be liable to the other for any delays or damage or any failure to act due,occasioned,or caused by reason of restrictions imposed by any government or government agency,acts of God,strikes,labor disputes,action of the elements,or causes beyond the control of the party affected thereby. 7.5 Severability.If any provision of this Agreement shall be found to be illegal or invalid for any reason,the illegality of invalidity shall not affect the remaining parts of this Agreement and the remainder of the Agreement shall be construed and enforced as if said illegal or invalid provision had never been inserted herein.No parry shall be required to perform any services under this Agreement that would violate any law,regulation or rating. 7.6 Waiver;Amendment.A waiver or amendment of any provision of this Agreement or of a parry's rights or remedies under this Agreement must be in writing and signed by an authorized representative of both parties to be effective.Any waiver of the terms of this Agreement shall be effective only in the specific instance and for the specific purpose. 7.7 Assignment.This Agreement may not be assigned by either parry without the prior written consent of the other party;provided that ILIAC may assign the agreement to an affiliate.Any assignment or attempted assignment of this Agreement in violation of this section is void.This Agreement shall be binding upon and inure to the benefit of the parties' permitted successors and assigns. 43 WHEREFORE,the parties have signed below to indicate their acceptance of the terms and conditions of this Agreement. INC Life Insurance and Annuity Company Orange County Sanitation District Signature: Signature: Name: Name: Title: Title: Date: Date: 44 Orange County Sanitation District 457(b)Deferred Compensation Plan Appendix 1 to Schedule H PLAN SPONSOR INVESTMENT ADVISORY SERVICES AGREEMENT This investment advisory services agreement and the exhibit(s) hereto(the"Agreement")is entered into as of May 1,2009("Effective Date")by and between Morningstar Associates, LLC, a Delaware limited liability company and an investment adviser registered under the Investment Advisers Act of 1940,with its principal place of business at 225 West Wacker Drive, Chicago, Illinois 60606("Momingstar"), and Orange County Sanitation District, ("Plan Sponsor")with its principal place of business at 10844 Ellis Avenue,Fountain Valley,CA 92708-7018. WHEREAS Plan Sponsor maintains the Orange County Sanitation District 457(b) Deferred Compensation Plan(the"Plan"), a defined contribution plan that is intended to comply with certain provisions of the Internal Revenue Code; and WHEREAS Plan Sponsor has entered into a separate written agreement with ING Life Insurance and Annuity Company and/or an affiliate(the"Service Provider")to provide daily valuation, recordkeeping and other administrative services to the Plan, including access to Morningstar's investment advisory services,if Plan Sponsor so elects; and WHEREAS Plan Sponsor wishes to have Morningstar provide certain investment advisory services to and for the benefit of the Participants in Plan Sponsor's Plan, and Morningstar is willing to provide Plan Sponsor with such investment advisory services,subject to the terms and conditions of this Agreement; NOW, THEREFORE, in consideration of the mutual promises set forth herein, Morningstar and Plan Sponsor hereby agree as follows: 1. DEFINITIONS The fallowing definitions shall apply to this Agreement and to any exhib@(s) attached hereto. • Advice Service shall mean Fund specific non-discretionary investment advisory service provided to a Participant by Morningstar. Advisory Services shall mean individually or collectively the Advice Service and the Managed Accounts Service,provided, however,that the Plan and Participants shall only receive those Advisory Services specifically selected by Plan Sponsor pursuant to this Agreement. The Advisory Services specifically exclude analysis of or advice regarding the potential local, stale or federal tax consequences resulting from any investment advice or recommendation provided by Morningstar. • Initial Delivery Date shall mean that dale on which the Advisory Services are made available to the Plan and its Participants pursuant to the terms of this Agreement. • Managed Accounts Service shall mean Fund specific discretionary investment advisory service provided to a Participant by Morningstar. • Morningstar Services shall mean the services to be performed or delivered by Morningstar along with the Advisory Services, including the various modules described in this Agreement. Morningstar Services shall not include Advice Service or Managed Accounts Service. 45 Participant shall mean an individual who is enrolled or is eligible to enroll in any Plan offering the Advisory Services. The parties acknowledge and agree that Morningstar reserves the right to exclude any Participant whose current age is greater than his or her retirement age. 2. MORNINGSTAR OBLIGATIONS a. Morningstar shall: (i) Provide the Advisory Services and the Morningstar Services to the Plan and its Participants pursuant to the terms and provisions of this Agreement; (ii) Act as a fiduciary to the Plan only to the extent of its provision of Advice Service or Managed Accounts Service to Participants,and not as a plan administrator or in any other capacity; and (iii) Retain final control and authority over the Advisory Services and Morningstar Services provided to the Participants. b. No Liability for Plan Benefits. In providing the Advisory Services,Morningstar shall not be liable for any benefits due,or claimed to be due, under the Plan. C. Standard of Care. Morningstar will provide the Advisory Services at all times in good faith, and will use reasonable care,consistent with industry practices of similarly situated advisors,in providing the Advisory Services. Morningstar does not guarantee that the Advisory Services will be delivered without interruption,timely, error-free,or secure. Errors may occur in the software-based Advisory Services as a result of programming errors,database errors, or other causes. Morningstar will provide the Advisory Services with that degree of prudence,diligence,rare, and skill which a prudent person rendering similar services as an investment advisor would exercise under similar circumstances.The provisions of this Agreement shall not be interpreted to imply any other obligation on the part of Morningstar to observe any other standard of rare. Under certain circumstances,the federal and state securities laws impose liabilities on persons who act in good faith and nothing contained in this Agreement should be construed as a waiver or limitation of your rights under such laws. 3. PLAN SPONSOR OBLIGATIONS a. Provision of Data Plan Sponsor agrees to provide or cause Service Provider to provide accurate and timely data and understands that Morningstar will rely on such data to provide the Advisory Services. Morningstar shall not have any liability for Service Provider's or Plan Sponsor's failure to timely inform Morningstar or Service Provider, as applicable,of any changes to the Plan or Participant data. Therefore, Plan Sponsor shall or shall cause Service Provider to: (i) Provide all necessary Participant census data and updates as requested by Morningstar or Service Provider in order for Morningstar to provide the services described in this Agreement; 46 (ii) Provide Plan information and rules to Service Provider that are necessary for set-up services and promptly notify Service Provider with any updates to this information if changes are made;and (III) Promptly provide to Service Provider any changes to Plan investment options or transaction rules. b. Selection of Plan Investment Options Plan Sponsor shall: (i) Select investment options offered under the Plan; (ii) Monitor and periodically review Plan investment options;and (III) Determine if changes to Plan investment options are necessary. C. Cooperation Plan Sponsor shall fully cooperate with Morningstar in Momingstar's provision of the Advisory Services and Morningstar Services, in such manner as Morningstar may from time to time reasonably request. Such cooperation shall include accurately communicating to Participants the scope of the Advisory Services and Morningstar Services, and, in certain instances, the Participants' ultimate responsibility for investment decisions. d. Disclosure to Participants In addition to any disclosure required of Plan Sponsor in the applicable exhibit(s), Plan Sponsor shall disclose,or will cause Service Provider to disclose,to Participants in the Plan (a)the amount of any charges to the Participant's Plan account,(b)whether or not such charges will be imposed if the Participant does not use the Advisory Services,and(c) that any such charges may be allocated among various service providers to the Plan, including but not limited to Morningstar,to compensate them for the services they provide to the Plan. Upon Morningstar's request, Plan Sponsor shall provide Morningstar with copies of such disclosure,or shall direct Service Provider to provide such copies. e. Errors Plan Sponsor shall promptly notify Service Provider of any errors, incompleteness or untimeliness In any of the data,analyses,opinions or other information contained In the Advisory Services or the Morningstar Services about which Plan Sponsor becomes aware. f. Fund Universe The initial universe of funds for the Plan (the'Fund Universe") must be provided (or have previously been provided)to Morningstar by the Service Provider, no later than twelve(12)weeks prior to the Initial Delivery Dale. Plan Sponsor agrees and acknowledges that any funds not included in the Fund Universe shall not be included in the recommendation given by Momingstar,and that any funds added to the Fund Universe after such date may not be included within the Morningstar Services on the Initial Delivery Date. If,after the Initial Delivery Date, Plan Sponsor intends to add funds to the Fund Universe or make a change to the investment options available for the Managed Accounts Service,it shall cause Service Provider to give Momingstarfourteen(14)days' prior written notice thereof,which notice shall include the name of the fund,the fund type(i.e.open-end fund or custom fund)and the fund identifier, such as the ticker symbol,cusip,or external fund identification number,as may be applicable. If custom data collection is required, Morningstar requires twelve(12)weeks prior notice. 47 A plan has a sufficient set of funds if all of the following conditions are met: 1. There is at least one Core Blend fund OR(There is at least one Core Value fund and at least one Core Growth fund) 2. There is at least one Core Stable Value fund OR(There is at least one Cash fund AND at least one Core Bond) Plan Sponsor acknowledges that all funds within a Plan's Fund Universe must be covered in Morningstar Inc.'s database in order for such Fund to be included in the Advisory Services. The Plan Sponsor acknowledges that the Service Provider may require additional time to complete the Fund Set Up. g. Proxy Voting Plan Sponsor represents that with respect to proxies attributable to securities held In Plan accounts,the Plan provides that the Plan Sponsor,the Plan trustee or the Participants shall be responsible for voting such proxies. Plan Sponsor agrees that Morningstar shall have no responsibility or liability for such proxy voting. 4. USE AND PROMOTION a. The Advisory Services shall be made available only to retirement plans duly established under the laws of the United Stales of America and to Participants that are citizens and/or legal residents of United States of America or its territories. b. The Advisory Services,or any portion thereof, may be used by Plan Sponsor and its Participants only for effecting retirement planning for Participants that elect to receive the Advisory Services. Any other use by the Plan Sponsor, including commercial use for the benefit of another person, is prohibited under this Agreement and shall be a material breach of this Agreement. Plan Sponsor shall take all commercially reasonable actions to ensure that there is no unauthorized use by its employees,agents,independent contractors, vendors or other third parties. Plan Sponsor shall immediately notify Morningstar of any actual or potential unauthorized use of which Plan Sponsor becomes aware. Plan Sponsor agrees to cooperate and provide reasonable assistance to Morningstar in connection with preventing and stopping any unauthorized use, of the data, analyses, opinions and other information contained in the Advisory Services or the Morningstar Services. C. Plan Sponsor may not mention or refer to Morningstar, the Advisory Services,the Morningstar Services,any of Momingstars Intellectual Property or any of Morningsta's web sites in any public announcements,advertising, marketing or promotional materials(collectively, the "Promotion Material")without Momingstar's prior written approval,except if such material was provided to Plan Sponsor by Morningstar or the Service Provider. This provision shall not be construed to prohibit Plan Sponsor from referring to Morningstar or the Advisory Services in any announcements or correspondence made directly to Participants. S. CONFIDENTIALITY The parties acknowledge that in the course of their dealings hereunder, each may acquire information about the other, its business activities and operations, its technical information and its trade secrets,all of which are proprietary and confidential(the"Confidential Information"). Each party hereby agrees that: (a)all Confidential Information(including, but not 48 limited to the terms of this Agreement) remains the exclusive property of the disclosing party; (b)it shall maintain,and shall use prudent methods to cause its employees and agents to maintain (and not to otherwise copy, publish,disclose or use other than as contemplated under this Agreement), the confidentiality and secrecy of the disclosing partys Confidential Information;and (c) it shall return or destroy all copies of the disclosing party's Confidential Information upon request of the disclosing party. Notwithstanding the foregoing,Confidential Information shall not include any information to the extent It: (i)is or becomes a part of the public domain through no act or omission on the part of the receiving party; (ii) is disclosed to third parties by the disclosing party without restriction on such third parties; (Ili)is in the receiving party's possession,without actual or constructive knowledge of an obligation of confidentiality with respect thereto, at or prior to the time of disclosure under this Agreement; (iv)is independently developed by the receiving party without reference to the disclosing party's Confidential Information;(v)is released from confidential treatment by written consent of the disclosing party;or(vi) is required to be disclosed by court of competent jurisdiction; provided the receiving party gives the disclosing party prior written notice of such proposed disclosure sufficient to enable the disclosing party to obtain an appropriate protective order, if it so desires. 6. OWNERSHIP Notwithstanding the rights granted under this Agreement, Plan Sponsor acknowledges and agrees that: (i)Morningstar retains sole and exclusive ownership over and all data,analyses,opinions,software, developments, inventions, processes,formulas,technology, designs,drawings,engineering, hardware configuration information or other information contained in the Advisory Services and the Morningstar Services("Intellectual Property"),except the data referred to in(ii)below, and that the Advisory Services and the Morningstar Services and all data,analyses, opinions and other information contained in It Include valuable copyrighted and proprietary material of Morningstar; (ii) Morningstar, Inc. retains sole and exclusive ownership rights in certain data contained within each the Morningstar Services and the Advisory Services(the"Morningstar Data") and that the Morningstar Data contain the valuable copyrighted and proprietary material of Morningstar, Inc. (Ili) Morningstar or Morningstar, Inc, as applicable, retains sole and exclusive ownership over the Intellectual Property; (iv) the Morningstar Services and Intellectual Property are being made available to the Plan Sponsor for the express purposes and use set forth herein and nothing contained herein transfers to Plan Sponsor any ownership interest in the Intellectual Property or the Morningstar Services and any software, pictures, images, materials,changes, materials,or other works of authorship provided contained therein or Intellectual Property;and(v) Plan Sponsor shall not have any fights in and to the Morningstar Services and Intellectual Property, except as specifically granted by this Agreement. Plan Sponsor has no right to make derivative works of the Morningstar Services, the Morningstar Data or the Intellectual Property in any forth for use in any medium currently in existence or under development, now or in the future. Plan Sponsor shall not,at any time during or after the term of this Agreement:(i)contest or assist any third party in contesting the validity or enforceability of Morningstar's ownership of all right,title and interest in and to the Morningstar Services and all corresponding intellectual property rights,or in Morningstar, Inc.'s ownership of all right,title and interest in and to the Morningstar Data and all corresponding intellectual property rights thereto; (it)use the Intellectual Property,except as specifically authorized by this Agreement;(Ili) use any trademark, service mark, trade name or corporate name that is a colorable imitation or confusingly similar to any of the Intellectual Property, except as expressly authorized by Morningstar in writing in advance;or(iv)contest or assist any third party In contesting the validity or enforceability of the Intellectual Property or the ownership of all right,title and interest in and to the Intellectual Property. To the extent Plan Sponsor is authorized to use any of the Intellectual Property,such use shall inure to the benefit of Morningstar 49 or Morningstar, Inc.,as appropriate. Plan Sponsor shall, at all times during or after the term of this Agreement,execute any documents and take such other actions reasonably requested by Morningstar to confirm or protect Momingstars and Morningstar, Inc.'s right,fitle and interest in and to the Morningstar Data or the Intellectual Property, as applicable, and any corresponding intellectual property rights. 7. TERM AND TERMINATION a. Tenn The tern of this Agreement("Initial Term")shall begin on the Effective Date and shall continue for one (1) year from the Initial Delivery Date unless the tern ends earlier as otherwise provided for under this Section 7. This Agreement shall automatically renew for successive periods of one(1) year each ("Renewal Term")after the Initial Term and each Renewal Term unless either party provides written notice of non-renewal to the other party no later than ninety (90)days prior to the expiration of the Initial Term or any Renewal Tern,as the case may be. b. Termination Upon Default or Insolvency If either party defaults in the performance of,or is in noncompliance with,any provision contained in this Agreement(including,but not limited to, any uncured insolvency or the like),and such default is not cured within thirty(30)days after written notice thereof is given to the defaulting party,the party giving such notice may then give further written notice which shall terminate this Agreement as of the date spectied in such notice. C. Termination upon Termination of Agreement between Morningstar and Service Provider or Plan Sponsor and Service Provider This Agreement will terminate automatically upon (1) the termination of the agreement between Morningstar and the Service Provider under which Morningstar provides the Service Provider with certain retirement services, including, but not limited to, any of the Advisory Services or Morningstar Services described herein, or(ii)the termination of the agreement between Plan Sponsor and Service Provider under which Service Provider provides certain reoordkeeping and administrative services to the Plan. d. Effect of Termination Upon expiration or termination of this Agreement for any reason,all rights granted to Plan Sponsor hereunder shall terminate immediately and all Participants shall no longer have access to the Advisory Services or the Morningstar Services. Expiration or termination of this Agreement for any reason shall not affect Plan Sponsors or their Participants' obligation to pay any and all fees and other amounts due and payable or relieve Plan Sponsor of any liability for breach of this Agreement. 8. FEES AND BILLING a. Fees During the tern of this Agreement(including any Renewal Term),the Participants and/or the Plan Sponsor, as the case may be,shall pay the applicable fees that are set forth on Exhibit A attached hereto and made part hereof. b. Collection Authorization and Payment Terms The parties hereby agree that Service Provider shall deduct all applicable fees from the Participant accounts and is hereby authorized to remit such fees to Morningstar. The parties agree and acknowledge that Service Provider shall deduct and remit the applicable Managed Accounts Fees in periodic installments in arrears. 9. REPRESENTATIONS AND WARRANTIES 50 a. Representations of Momingstar Morningstar represents and warrants to Plan Sponsor that it is an investment adviser registered with the Securities and Exchange Commission under the Investment Advisers Act of 1940 and,to Momingstars knowledge(a) it has all rights in and to all the Intellectual Property necessary to market,distribute the Advisory Services and the Momingstar Services in accordance with the terms of this Agreement; (b)this Agreement is binding on Morningstar,,and (c) Momingstars entry into this Agreement does not violate any prior obligation or agreement of Morningstar. b. Representations of Plan Sponsor Plan Sponsor represents and warrants to Morningstar that(a)Plan Sponsor has the authority and power to enter into and comply with its obligations under this Agreement and the rights and licenses necessary to enter into and perform its obligations under this Agreement;(b)this Agreement is binding on Plan Sponsor;(c) Plan Sponsors entry into this Agreement does not violate any prior obligation or agreement of Plan Sponsor;(d)the individual signing this Agreement and any exhibit(s)thereto on behalf of Plan Sponsor is a named fiduciary of Plan or is authorized to sign on behalf of the Plan Sponsor in its capacity as a named fiduciary of Plan and is authorized to sign on behalf of the Plan Sponsor;(a)consistent with the terms and conditions contained in all governing documents of Plan Sponsors Plan with respect to the voting of proxies, Plan Sponsor,the Plan Trustee or the Participants will vote proxies for securities held in any investment account for which Morningstar may provide advice hereunder,and (I)the instruments under which the Plan is maintained authorize the use of Plan assets to pay any fees for which the Participant is responsible as provided in this Agreement. 10. DISCLAIMERS a. Data Disclaimer Morningstar will use commercially reasonable efforts to ensure that the data, analysis, opinion, and other information contained in the Advisory Services or the Momingstar Services are correct. Although gathered from sources believed to be reliable, Plan Sponsor acknowledges that Morningstar cannot guarantee the accuracy of the data or information used to provide the Services. The completeness and timeliness of all data and information used to provide the Services is dependent upon the sources of such data and information,which are outside of Morningstar's control. b. Disclaimer of Warranties EXCEPT AS EXPRESSLY SET FORTH IN SECTION 9 ABOVE, MORNINGSTAR PROVIDES NO WARRANTIES, EITHER EXPRESS, IMPLIED OR OTHERWISE WITH RESPECT TO THE SERVICES DELIVERED PURSUANT TO THIS AGREEMENT,OR THE SOFTWARE COMPRISING THE SERVICES,AND TO THE EXTENT PERMITTED BY LAW, MORNINGSTAR DISCLAIMS THE IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE AND MERCHANTABILITY WITH RESPECT TO SUCH SERVICES. C. Acknowledgement of Limitations on Recommendations Plan Sponsor acknowledges and agrees that in formulating recommendations through the Advisory Services, Momingstar will only consider investment options offered by the Plan Sponsors Plan. Asa result, the Advisory Services may not be comprehensive because it may not recommend use of investment options that otherwise might be appropriate investments but that are not offered through Plan Sponsors Plan. 11. LIMITATION OF LIABILITY The following Limitations of Liability shall be applicable: 51 a. Limitation of Damages EXCEPT AS OTHERWISE PROVIDED BY LAW,AND EXCEPT FOR DAMAGES ARISING AS A RESULT OF A PARTY'S WILLFUL MISCONDUCT OR BREACH OF FIDUCIARY DUTY, EACH PARTY'S AGGREGATE LIABILITY FOR ANY DIRECT DAMAGES ARISING UNDER OR IN ANY WAY RELATING TO THIS AGREEMENT,THE ADVISORY SERVICES,AND MORNINGSTAR SERVICES PROVIDED HEREUNDER(WHETHER ARISING IN CONTRACT,TORT, OR ANY OTHER LEGAL THEORY)SHALL BE LIMITED TO ONE MILLION DOLLARS($1,000,000). EXCEPT AS OTHERWISE PROVIDED BY LAW,AND FOR DAMAGES ARISING FROM A PARTY'S WILLFUL MISCONDUCT, IN NO EVENT WILL THAT PARTY BE LIABLE TO THE OTHER FOR ANY PUNITIVE, INCIDENTAL,CONSEQUENTIAL, SPECIAL OR SIMILAR DAMAGES,EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. b. Plan Sponsors Rights Under Securities Laws Nothing in this Agreement is intended to or shall waive any rights to which Plan Sponsor is specifically entitled under the securities laws of the United States. 12. ENHANCEMENTS AND MODIFICATIONS Momingstar reserves the fight in its sole discretion to enhance,modify,or provide upgrades(collectively"Changes")of the Momingstar Services or Advisory Services from time to time. 13. ACCESS AND TECHNICAL REQUIREMENTS Method of Access Momingstar shall provide Participants with access to Momingstar Retirement Manager via Service Providers call center or via the Internet through an HTTP connection, which connection shall be established and maintained by Service Provider for Plan Sponsor's benefit. Technical Requirements for access to Momingstar Retirement Manager: Browsers: • Microsoft@ Internet Explorer 6.0 and above • America Online 9.0 and above • Apple Macintosh Safari • Firefox 1.5 and above System Requirements: • Windows@ • Mao@ OS X@ with Safari browser • JavaScript and Cookies must be enabled • Adobe Acrobat(for printing reports from the Retirement Manager Web site) • Sun's Java Plug-in-J2SE Java Runtime Environment(JRE)version 1.4.2 or higher Security: • 128 bit encryption Pop-ups: • In order to view certain pages in the Retirement Manager site, pop-ups much be enabled. 52 Morningstar reserves the right to change the above-referenced technical requirements as certain browser versions become obsolete or outdated or as new versions are released. 14. RESEARCH, EDUCATION,AND MEASUREMENT MODULES Plan Sponsor will be provided access to Morningstar's Research Module, Education Module and Measurement Module. The Research Module will consist of reports and information concerning Funds within the Fund Universe. The Education Module will consist of articles, information and interactive planning tools. The Research Module and the Education Module will be made available to the Plan Sponsor and Participants that have agreed to receive the Advisory Services,and may not be offered outside of this Agreement. The Measurement Module will be made available to the Service Provider who may then provide access to the Plan Sponsor. Licensor reserves the right in its sole discretion to modify,add,or delete data points in the Research Module,the Education Module, and the Measurement Module. 15. INVESTMENT PROCESS AND RESTRICTIONS a. Investment Process Upon receipt from the Service Provider of personal and financial data for a Participant ("Participant Data"), if a Participant has selected the Advisory Services, Morningstar will use the Funds made available by the Plan Sponsor to create a portfolio with an asset allocation composition (each a"Participant Portfolio"). Morningstar will analyze the Funds to determine which particular Funds will be assigned to a Participant Portfolio. If the Participant has indicated an instruction that his or her Participant Portfolio not include a particular Fund("Restriction")which Morningstar deems unreasonable, Morningstar shall not be required to deliver a Participant Portfolio for that Participant. b. Self-directed Brokerage Accounts Morningstar shall have no duty to provide the Advisory Services with respect to assets held within a Self-directed Brokerage Account. 16. PROPOSAL LETTER Morningstar will provide information about the Advisory Services to the Participants though a Proposal Letter in its standard design with current supported plan types and functionality and any subsequent global modifications,enhancements, or upgrades. Plan Sponsor has authorized Service Provider to deliver to Morningstar such Participant data as is required to create and deliver the Proposal Letter to Participants. Morningstar agrees that it shall not use any such Participant data for any purpose other than providing the services expressly described herein. 17. MISCELLANEOUS a. Notices All notices or other communications shall be in writing and be delivered in person,or sent by certified mail,return receipt requested,overnight courier service,facsimile or e- mail to such addresses or numbers as may be stipulated in writing by the parties pursuant hereto. Unless otherwise provided,notice will be effective on the date it is officially recorded as delivered by return receipt or equivalent or by facsimile confirmation date. 53 I Entire Understanding: Partial Invalidity This Agreement,along with any exhibit(s)or other attachments hereto,sets forth the entire understanding between the parties and supersedes any and all oral or written agreements between the parties as to the subject matter of this Agreement. If any provision of this Agreement shall to any extent be held to be invalid or unenforceable,the remainder of the Agreement,or the application of such provisions as to which it is not held to be invalid or unenforceable,shall not be affected thereby,and each provision shall be valid and be enforced to the fullest extent permitted by law. C. Modficat on This Agreement may be modified only in a document signed by both parties. d. Assignment The parties' benefits and obligations in this Agreement shall not be assigned without the prior written consent of the other party.This Agreement shall apply to, inure to the benefit of, and be binding upon the parties hereto and upon their permitted successors in interest and assigns.The parties acknowledge that there are no intended third party beneficiaries of this Agreement. e. No Waiver: Force Maieure The failure of one party to require the other to perform hereunder shall in no way affect the first party's right to require such performance thereafter,nor shall the waiver by either party of a breach of any Agreement provision be deemed a waiver of any succeeding breach of that provision or a waiver of the provision itself. In no event shall one party be liable to the other for any delay or failure to perform hereunder if the delay or failure is due to causes beyond the reasonable control of that party. f. Iniunctive Relief Each party acknowledges that the others legal remedies(including the payment of damages)would not adequately compensate the non-breaching party for the other's breach of this Agreement regarding ownership,use,copying,distribution,confidentiality or nondisclosure, as applicable,of the Morningstar Services or the Advisory Services(or any part thereof),the Intellectual Property,or Confidential Information and that it would suffer continuing, irreparable injury as a direct result of such breach. Therefore,in the event of any such breach or threatened breach,the non-breaching party may seek entry of any injunctive relief necessary to prevent or cure such breach(including temporary and preliminary relief, and relief by order of specific performance),without posting of bond or other security or proof of irreparable harm. g. Arbitration Any dispute under this Agreement shall be settled by binding arbitration in Los Angeles,California before a panel of three impartial arbitrators under the rules of the American Arbitration Association. Such panel shall consist of an actuary,an attorney and an employee benefit consultant,each of whom shall have had at least ten(10)years of professional experience in the administration of participant-directed defined contribution plans similar to the Plan. In any such arbitration,each party shall bear its own costs,expenses and aftomeys'fees. The arbitration award may be enforced in any court having jurisdiction over the parties and the subject matter of the arbitration,and the parties irrevocably submit to the nonexclusive jurisdiction of the Superior Court of the State of Illinois,and the United States District Court for the Northern District of Illinois,in any action to enforce an arbitration award. h. Choice of Law and Venue Except as provided in Section 14(g),all disputes arising under this Agreement or its performance shall be determined exclusively under the laws of the State of California without regard to its conflict of laws provisions. 54 i Acknowledgment of Receipt of Mominastar's Disclosure Statement Plan Sponsor acknowledges that it has received Part II of Morningstar's Form ADV at least 48 hours prior to entering into this Agreement. j. Survival of Rights Termination or cancellation of this Agreement for any reason shall not relieve either party of obligations that accrued prior to termination or cancellation,or of obligations that by their nature are intended to survive this Agreement,including but not limited to obligations in connection with warranties,confidential information and indemnification. k. Counterparts This Agreement may be signed in two counterparts,which together shall forth a single agreement as if both parties had executed the same document. IN WITNESS WHEREOF,the parties have entered into this Agreement as of the date set forth above. Orange County Sanitation District Morningstar Associates,LLC (Plan Sponsor) By: By: Name: Name:Patrick Reinkemeyer Title: Title:President Date: Date: 55 EXHIBIT A There is no fee due from the Plan,the Plan Sponsor or Participants to either the Service Provider or Morningstar in connection with the use of Morningstar Retirement Manager. For the Managed Accounts Service,the following fee schedule,set forth below, shall apply. ILIAC is hereby authorized to deduct fees from participant accounts in accordance with the following schedule: Select one(A? Plan Asset Range Basis points payable to Morningstar: Less than$3 million 30 by per aanum $3 million to$10 million 28 by per annum X_ Over$10 million 25 by per annum In addition to the fees set forth above,the Plan,Plan Sponsor or Participants may also pay an administrative and recordiseeping fee to the Service Provider.The fees are reviewed annually at the Plan's contract anniversary and are subject to change(fees may be lowered but will not be raised)based on the overall level of assets in the plan at that time. 56 Orange County Sanitation District 457(b)Deferred Compensation Plan Schedule 1: Reimbursement of Plan Expenses The Contractor shall reimburse the Plan Sponsor annually for the Plan's reasonable and necessary administrative expenses as set forth below. The annual reimbursement will be paid by the Contractor no later than December 3 1"of each contract year. 2009 $43,470 20I0 $46,360 2011 $48,210 2012 $48,860 2013 $45,910 The Plan Sponsor represents that any amounts reimbursed to the Plan pursuant to this Agreement shall be for expenses that are both reasonable and necessary to the administration of the Plan. 57 1 l Orange County Sanitation District 457(b)Deferred Compensation Plan Schedule J: Contractor's Primary Contact The Contractor designates the following individual(s)to serve as its primary point of contact to the Plan Sponsor with respect to this Agreement. Susan ("Sue") Silva Plan Manager ING Life Insurance and Annuity Company One Orange Way Windsor,CT 06095 Phone: 860.580.3277 Email: Susan.Silva@us.ing.com 58 I MINUTES GROUNDWATER REPLENISHMENT SYSTEM STEERING COMMITTEE STEERING COMMITTEE Monday, January 12, 2009, 5:30 p.m. Committee Members Philip L.Anthony OCWD Director,Chairman .....................Present Jim Ferryman OCSD Director,Vice Chairmen...............Present Kathryn Barr OCWD Director.......................................Present Larry Crandall OCSD Director........................................Present Roger Yoh OCWD Director....................................... Present Alternates Mark Waldman OCSD Director.................................Not Present Jan Debay OCWD Director(No. 1)............................Present Don Webb OCSD Director (No. 1).....................Not Present Denis Bilodeau OCWD Director(No.2)........................... Present Don Bankhead OCWD Director(No.3)........................... Present Other Directors Present OCWD-Iry Pickier Staff/Consultants Present Michael R. Markus, OCWD Jim Ruth,OCSD Bill Dunivin, OCWD John Kennedy,OCWD David Youngblood, OCWD Wendy Sevenand4 OCSD Ingrid Hellebrand,OCSD Eleanor Torres,OCWD Gina DePinto, OCWD Debbie Bulls, DDB Engineering, Inc. Graham Juby,Carollo CONSENT CALENDAR(ITEM NO.1) MOTIONNOTE ACTION TARN 1. MINUTES OF PREVIOUS MEETING ANTHONY- AYE RECOMMENDATION:Approve Minutes of the December 8,2008 FERRYMAN-MOTION,AYE APPROVED Groundwater Replenishment System BARR - AYE Steering Committee Meeting as mailed CRANDALL- SECOND,AYE YOH- AYE MATTERS FOR CONSIDERATION 2. AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT ANTHONY- AYE WITH TASHIRO CHOI&ASSOCIATES FOR THE MULTI- FERRYMAN-AYE APPROVED CULTURAL OUTREACH SERVICES BARR - SECOND,AYE RECOMMENDATION:Agendize for January 21 OCWD Board CRANDALL- MOTION,AYE meeting: Authorize amendment to YOH- AYE Professional Services Agreement No.226 with Tashiro Choi&Associates for$15,000 for ongoing GWR System multicultural outreach services _ 1 _ 3. PROFESSIONAL SERVICES AGREEMENT TO DGWB FOR ITEM REMOVED GWR SYSTEM BRANDING PACKAGE RECOMMENDATION:Agendize for January 21 OCWD Board meeting: Authorize Issuance of Professional Services Agreement to DGWB In the amount of$70,000 for GWR System Branding Package INFORMATIONAL ITEMS 4. GWR SYSTEM WESSITE PRODUCTION AND INTEGRATION ITEM REMOVED WITH DESIGN 5. GWR SYSTEM EXPANSION INFORMATIONAL 6. OCSD STEVE ANDERSON LIFT STATION UPDATE INFORMATIONAL 7. GWR SYSTEM OPERATIONAL PROGRESS INFORMATIONAL 8. STATUS REPORT INFORMATIONAL • Grants and Loans Update • Public information and education update DIRECTORS'ANNOUNCEMENTSIREPORTS GENERAL MANAGERS'REPORTS ADJOURNMENT 8:10 _Z _ BOARD OF DIRECTORS Meeting Date TOBd /f Dir. o3/xa9 AGENDA REPORT Item Number Item Numt It Orange County Sanitation District FROM: James D. Ruth, General Manager Originator: James D. Herberg, Director of Engineering Project Manager: Martin Dix SUBJECT: REPLACEMENT OF THE BITTER POINT PUMP STATION, CONTRACT NO. 549 GENERAL MANAGER'S RECOMMENDATION 1. Approve Plans and Specifications for the Replacement of the Bitter Point Pump Station, Contract No. 549, on file at the office of the Clerk of the Board; 2. Approve Addendum Nos. 1, 2, 3, 4, 5, and 6 to the plans and specifications; 3. Receive and file bid tabulation and recommendation; 4. Award a contract with Keiwit/Mass,A Joint Venture, for the Replacement of the Bitter Point Pump Station, Contract No. 549, for a total amount not to exceed $19,992,000; and 5. Approve a contingency of$1,599,360 (8%). SUMMARY • This project will replace the existing 70-year-old Bitter Point Pump Station. The new pump station will be built next to the exiting station on land purchased in 2006 from Aera Energy. The land has historically supported oil-drilling operations by both the City of Newport Beach and West Newport Oil Company. • The project includes relocation of the existing oil operations and electrical equipment, construction of the new pump station, re-configuration of the forcemains and tie-in of the sewer system, and demolition of the existing Bitter Point Pump Station. • Lee & Ro, Inc. completed the plans and specifications for Contract No. 549 on September 2008. Ten sealed bids were received on January 27, 2009. Summary information on the bid opening for Contract No. 549 is as follows: Page 1 Project Budget $ 36,547,000 Construction Contract Budget $ 26,900,000 Engineer's Estimate: $ 26,900,000 Lowest Responsive, Responsible Bid: $ 19,992,000 High Bid: $ 28,027,000 PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION The contractor selection was conducted in accordance with the Orange County Sanitation District's adopted policies and procedures. The ten bids received were: Bidder Amount of Bid Kiewit/Mass, A Joint Venture $19,992,000 Stanek Constructors $21,040,000 Griffith Company $21,124,600 J.R. Filanc $21,948,782 Gateway Pacific Contractors $21,989,738 J.F. Shea Construction $22,999,112 Brutoco Eng. & Construction, Inc. $24,423,100 Diablo Contractors, Inc. $26,470,400 Balfour Beatty Infrastructure $27,963,000 S.J. Amoroso Construction Co. $28,027,000 A contingency of 8% for construction change orders on this project is due to the higher than normal risk associated with the relocation of oil operations electrical equipment and utilities in soils with high petroleum content. This item has been budgeted (Section 8— Page 25). Award Date: 03125109 Contract Amount: $19,992,000 Contingency: $1,599,360 (8%( JH:MD:eh Page 2