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HomeMy WebLinkAbout01-16-2019 Operations Committee Special Meeting Agenda Packet.pdf Orange County Sanitation District Wednesday, January 16, 2019 SPECIAL Meeting of the a 5:00 P.M. OPERATIONS COMMITTEE Administration Building Board Room 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 AGENDA CALL TO ORDER PLEDGE OF ALLEGIANCE DECLARATION OF QUORUM: Clerk of the Board PUBLIC COMMENTS: If you wish to address the Committee on any item, please complete a Speaker's Form(located at the table outside of the Board Room)and submit it to the Clerk of the Board or notify the Clerk of the Board the item number on which you want to speak. Speakers will be recognized by the Chairman and are requested to limit comments to three minutes. REPORTS: The Committee Chair and the General Manager may present verbal reports on miscellaneous matters of general interest to the Committee Members. These reports are for information only and require no action by the Committee. CONSENT CALENDAR: The Consent Calendar Items are considered routine and will be enacted,by the Committee, after one motion, without discussion. Any items withdrawn from the Consent Calendarfor separate discussion will be considered in the regular order of business. 1. APPROVAL OF MINUTES (Clerk of the Board) RECOMMENDATION: Approve Minutes of the Regular meeting of the Operations Committee held on December 5, 2018. 2. PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION, PROJECT NO. FE14-05 (Rob Thompson) RECOMMENDATION: Recommend to the Board of Directors to: A. Receive and file Bid Tabulation and Recommendation for Engineering/Remediation Resources Group, Inc. for the Fleet Services UST Leak Remediation, Project No. FE-14-05; 01/16/2019 Operations Comm@tee Agenda Page 1 of 4 B. Award a Construction Contract to Engineering/Remediation Resources Group, Inc. for the Fleet Services UST Leak Remediation, Project No. FE14-05, for a total amount not to exceed $648,675; and C. Approve a contingency of$129,735 (20%). 3. SEWER RELOCATION AGREEMENT WITH SANTA ANA DEVELOPMENT PARTNERS, LP (Rob Thompson) RECOMMENDATION: Recommend to the Board of Directors to: A. Approve a Sewer Relocation Agreement with Santa Ana Development Partners, LP for the segment relocation of the Orange County Sanitation District West Trunk Bypass Sewer within the property located at 2114 East First Street, Santa Ana; and B. Authorize the General Manager to execute easement documents per the Sewer Relocation Agreement in a form approved by General Counsel. 4. 835 S. BREA DOSING STATION — SITE ACCESS AND LICENSE AGREEMENT, SEWER LICENSE AND MAINTENANCE AGREEMENT, AND ADDENDUM NO. 5 TO FINAL SUPPLEMENTAL ENVIRONMENTAL IMPACT REPORT (SEIR) FOR THE FINAL EFFLUENT PUMP STATION ANNEX AND COLLECTION SYSTEM ODOR & CORROSION CONTROL PROGRAM (Rob Thompson) RECOMMENDATION: Recommend to the Board of Directors to: A. Consider, receive, and file the Orange County Sanitation District's Addendum No. 5 to the Supplemental Environmental Impact Report for the Final Effluent Pump Station Annex and Collection System Odor & Corrosion Control Program, dated December 5, 2018, to add odor and corrosion control chemical facilities in the City of Brea; B. Approve a new Site Access and License agreement with Polfit Wellness, Inc. to lease property for the purpose of installing, maintaining, and operating a chemical dosing station at 835 South Brea Boulevard, in the City of Brea, for a term of 36-months, at the following lease terms, in a form approved by General Counsel: • February 1, 2019 through January 31, 2020, $2,600 per month • February 1, 2020 through January 31, 2021, $2,652 per month • February 1, 2021 through January 31, 2022, $2,705 per month; C. Approve a new Sewer License and Maintenance Agreement with the City of Brea to allow the Orange County Sanitation District to access, install, and operate the Slip Line within the City Sewer; and 01/16/2019 Operations Comm@tee Agenda Page 2 of 4 D. Authorize the General Manager or designee to negotiate beginning June 1, 2021 and subsequently award an option for an additional 36-month lease renewal period. NON-CONSENT: 5. PRIMARY TREATMENT REHABILITATION AT PLANT NO. 2, PROJECT NO. 122-98 (Rob Thompson) RECOMMENDATION: Recommend to the Board of Directors to: A. Approve a Professional Construction Services Agreement with Black&Veatch Corporation to provide construction support services for B/C-Side Primary Clarifiers Interim Repair at Plant No. 2, Contract No. P2-98B,fora total amount not to exceed $549,534; and B. Approve a contingency of$54,953 (10%). 6. PRIMARY TREATMENT REHABILITATION AT PLANT NO. 2, PROJECT NO. P2-98 (Rob Thompson) RECOMMENDATION: Recommend to the Board of Directors to: A. Receive and file Bid Tabulation and Recommendation for B/C-Side Primary Clarifiers Interim Repair at Plant No. 2, Contract No. P2-98B; B. Award a Construction Contract to Myers & Sons Construction, LLC for B/C-Side Primary Clarifiers Interim Repair at Plant No. 2, Contract No. P2-9813, for a total amount not to exceed $8,665,000; and C. Approve a contingency of$866,500 (10%). INFORMATION ITEMS: 7. HEADWORKS REHABILITATION AND EXPANSION AT PLANT NO. 1, PROJECT NO. P1-105 (Rob Thompson) The detailed design process is at 50% completion level, which is a significant milestone. Staff will present information on the scope, schedule, and budget for this project. DEPARTMENT HEAD REPORTS: CLOSED SESSION: None. 01/16/2019 Operations Committee Agenda Page 3 of 4 OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: ADJOURNMENT: The next Regular Meeting of the Operations Committee meeting is scheduled for February 6, 2019 at 5:00 p.m. Accommodations for the Disabled: Meeting Rooms are 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)593-7433 at least 72 hours prior to the scheduled meeting. Requests must specify the nature of the disability and the type of accommodation requested. Agenda Postino: In accordance with the requirements of California Government Code Section 54954.2,this agenda has been posted outside the main gate of the Sanitation District's Administration Building located at 10844 Ellis Avenue, Fountain Valley, California, not less than 72 hours prior to the meeting date and time above. All public records relating to each agenda item, including any public records distributed less than 72 hours prior to the meeting to all,or a majority of the Board of Directors,are available for public inspection in the office of the Clerk of the Board. Aaenda Description: The agenda provides a brief general description of each item of business to be considered or discussed. The recommended action does not indicate what action will be taken. The Board of Directors may take any action which is deemed appropriate. NOTICE TO DIRECTORS: To place items on the agenda for the Committee Meeting, items must be submitted to the Clerk of the Board 14 days before the meeting. Kelly A. Lore, MMC Clerk of the Board (714)593-7433 klore0ocsd.com For any questions on the agenda,Committee members may contact staff at: General Manager Jim Herberg (714)593-7300 iherbem[fDocsd.com Assistant General Manager Rob Thompson (714)593-7310 rthomuson(d)ocsd.com Assistant General Manager Lorenzo Tyner 714 593-7550 I ner ocsd.com 01/16/2019 Operations Committee Agenda Page 4 of 4 ITEM NO. 1 MINUTES OF THE OPERATIONS COMMITTEE Orange County Sanitation District Wednesday, December 5, 2018, 5:00 p.m. A regular meeting of the Operations Committee was called to order by Committee Chair Withers on Wednesday, December 5, 2018 at 5:00 p.m. in the Administration Building. Director Robert Collacott led the Flag Salute. A quorum was declared present, as follows: COMMITTEE MEMBERS PRESENT: STAFF PRESENT: John Withers, Chair Jim Herberg, General Manager Ellery Deaton, Vice-Chair Rob Thompson, Assistant General Manager Denise Barnes Lorenzo Tyner, Assistant General Manager Allan Bernstein Ed Torres, Director of Operations & Maintenance Robert Collacott Jim Colston, Director of Environmental Services Steve Jones Kelly Lore, Clerk of the Board Scott Peotter Bob Bell Tim Shaw Jennifer Cabral Jesus Silva (Alternate) Mike Dorman Fred Smith Natasha Dubrovski Mariellen Yarc Dean Fisher David Shawver, Board Vice-Chair Alfredo Garcia Ted Gerber COMMITTEE MEMBERS ABSENT: Cortney Light Phil Hawkins Kathy Millea Michelle Steel Jeff Mohr Riaz Moinuddin Umesh Murthy Adam Nazaroff Valerie Ratto Larry Roberson Victoria Pilko Roya Sohanaki Thomas Vu OTHERS PRESENT: Brad Hogin, General Counsel PUBLIC COMMENTS: None. REPORT OF COMMITTEE CHAIR: Chair Withers did not provide a report. 12/05/2018 Operations Commktee Minutes Page 1 of 9 REPORT OF GENERAL MANAGER: General Manager Jim Herberg stated that a renewal invoice of$575,000 forthe Sanitation District's Ocean Discharge Permit was received after the publication of tonight's agenda. He stated that because of its approaching due date, the item will be moving directly to the Board for consideration. CONSENT CALENDAR: At the request of Director Peotter, General Counsel affirmed that the document in Item No. 9 was reviewed and approved by his office. 1. APPROVAL OF MINUTES (Clerk of the Board) MOVED. SECONDED. and DULY CARRIED TO: Approve Minutes of the November 7, 2018 Operations Committee Meeting. AYES: Barnes, Bernstein, Collacott, Deaton, S. Jones, Peotter, Shaw, Shawver, Silva (Alternate), F. Smith, Withers, and Yarc NOES: None ABSTENTIONS: None ABSENT: Hawkins and Steel 2. RELOCATION INTO 18350 MT. LANGLEY, PROJECT NO. FE18-01 (Rob Thompson) MOVED. SECONDED. and DULY CARRIED TO: Recommend to the Board of Directors to: Authorize the General Manager to approve a purchase order with GM Business Interiors (GMBI) in an amount not to exceed $250,000 for procurement of furniture for relocation into 18350 Mt. Langley, Project No. FE 18-01. AYES: Barnes, Bernstein, Collacott, Deaton, S. Jones, Peotter, Shaw, Shawver, Silva (Alternate), F. Smith, Withers, and Yarc NOES: None ABSTENTIONS: None ABSENT: Hawkins and Steel 3. PLANT NO. 2 DIGESTER FACILITIES REHABILITATION, PROJECT NO. 132-91-1 (Rob Thompson) MOVED. SECONDED, and DULY CARRIED TO: Approve a task order increase of$68,000 to United Riggers and Erectors Inc. for Digester C Tent Removal, Plant No. 2, Project No. 132-91-1C, for a total task order of$156,239. 12/05/2018 Operations Committee Minutes Page 2 of 9 AYES: Barnes, Bernstein, Collacott, Deaton, S. Jones, Peotter, Shaw, Shawver, Silva (Alternate), F. Smith, Withers, and Yarc NOES: None ABSTENTIONS: None ABSENT: Hawkins and Steel 4. HOSE REEL FRAME WITH 12-INCH LAY FLAT HOSE (Ed Torres) MOVED. SECONDED. and DULY CARRIED TO: Recommend to the Board of Directors to: A. Approve a Sole Source Purchase Order to West Coast Safety Supply Co. for 1,980 feet of 12-inch lay flat sewer hose with mobile hose reel, Specification No. E-2017-910BD for a total cost of$220,383; and B. Approve a contingency of$22,038 (10%) AYES: Barnes, Bernstein, Collacott, Deaton, S. Jones, Peotter, Shaw, Shawver, Silva (Alternate), F. Smith, Withers, and Yarc NOES: None ABSTENTIONS: None ABSENT: Hawkins and Steel 5. ANNUAL SEWER LINE CCTV SERVICE CONTRACT, SPECIFICATION NO. S-2018-1001BD (Ed Torres) MOVED. SECONDED. and DULY CARRIED TO: Recommend to the Board of Directors to: A. Award Service Contracts to two (2)contractors: Houston & Harris PCS, Inc. (Primary) for $352,940 and Performance Pipeline Technologies (Secondary), for $60,000 for Annual CCTV Sewer Inspection Services, Specification No. S-2018-1001BD for a total amount not to exceed $412,940 for the period beginning February 1, 2019 through January 31, 2020, with four (4) one-year renewal options; and B. Approve a contingency of$41,000 (10%). AYES: Barnes, Bernstein, Collacott, Deaton, S. Jones, Peotter, Shaw, Shawver, Silva (Alternate), F. Smith, Withers, and Yarc NOES: None ABSTENTIONS: None ABSENT: Hawkins and Steel 12/05/2018 Operations committee Minutes Page 3 of 9 6. DIGESTER CLEANING CONTRACT (Ed Torres) MOVED. SECONDED. and DULY CARRIED TO: Recommend to the Board of Directors to: Approve Amendment No. 1 for the remaining annual renewals of the service contract with Synagro-WWT for Digester Cleaning and Disposal, Specification No. S-2017-8246D, which adds a provision for a per gallon unit price for processing excess sludge and approve the excess sludge per gallon unit price of$0.13. AYES: Barnes, Bernstein, Collacott, Deaton, S. Jones, Peotter, Shaw, Shawver, Silva (Alternate), F. Smith, Withers, and Yarc NOES: None ABSTENTIONS: None ABSENT: Hawkins and Steel 7. PROCURE REMOTE ACTUATORS (Ed Torres) MOVED. SECONDED. and DULY CARRIED TO: Recommend to the Board of Directors to: A. Approve a sole source purchase order to CBS Aresafe for 204 electrical power switching actuators and associated equipment for Plant No. 1, Plant No. 2, and 15 pump stations for a total amount not to exceed $1,001,985; and B. Approve a contingency of$50,100 (5%). AYES: Barnes, Bernstein, Collacott, Deaton, S. Jones, Peotter, Shaw, Shawver, Silva (Alternate), F. Smith, Withers, and Yarc NOES: None ABSTENTIONS: None ABSENT: Hawkins and Steel 8. INCREASE TO JANITORIAL AND FLOOR MAINTENANCE CONTRACT (Ed Torres) MOVED. SECONDED. and DULY CARRIED TO: Recommend to the Board of Directors to: A. Approve Amendment No. 1 to Service Agreement with Gamboa Services, Inc. DBA Corporate Image Maintenance for Janitorial & Floor Maintenance Service at Plant Nos. 1 and 2, Specification No. S-2015-73013D, for the period February 1, 2019 through January 31, 2020, for an amount not to exceed $399,720, including the one (1)year renewal option; and B. Approve an annual contingency in the amount of $39,972 (10%) aggregately per year. 12/05/2018 Operations Committee Minutes Page 4 of 9 AYES: Barnes, Bernstein, Collacott, Deaton, S. Jones, Peotter, Shaw, Shawver, Silva (Alternate), F. Smith, Withers, and Yarc NOES: None ABSTENTIONS: None ABSENT: Hawkins and Steel 9. PLANT NO. 2 CENTRAL GENERATION STEAM TURBINE REHABILITATION AGREEMENT WITH DRESSER-RAND (Ed Torres) MOVED. SECONDED. and DULY CARRIED TO: Recommend to the Board of Directors to: Approve negotiated Purchase Order Terms & Conditions with Dresser-Rand for the assessment and standard overhaul of the Steam Turbine at Plant No. 2, in a form approved by General Counsel. AYES: Barnes, Bernstein, Collacott, Deaton, S. Jones, Peotter, Shaw, Shawver, Silva (Alternate), F. Smith, Withers, and Yarc NOES: None ABSTENTIONS: None ABSENT: Hawkins and Steel NON-CONSENT: 10. OCEAN OUTFALL SYSTEM REHABILITATION, PROJECT NO. J-117 (Rob Thompson) Assistant General Manager Rob Thompson provided a PowerPoint Presentation regarding Item Nos. 10 and 11 with the following information: J-117B Project Elements including: new outfall low flow pump station, new plant water pump station, Ocean Outfall Booster Station rehabilitation, CenGen switchgear replacement, SCADA System upgrades, construction schedule, bid tabulations, and required Board actions. He stated that two additional items will be coming forward in the future for this project. MOVED. SECONDED. and DULY CARRIED TO: Recommend to the Board of Directors to: A. Approve a Professional Construction Services Agreement with Brown and Caldwell to provide construction support services for Ocean Outfall System Rehabilitation, Project No. J-117, Outfall Low Flow Pump Station, Contract No. J-117B, for a total amount not to exceed $8,563,913; and B. Approve a contingency of$856,391 (10%). AYES: Barnes, Bernstein, Collacott, Deaton, S. Jones, Peotter, Shaw, Shawver, F. Smith, Withers, and Yarc NOES: None 1 2/0 512 01 8 Operations committee Minutes Page 5 of 9 ABSTENTIONS: Silva (Alternate) ABSENT: Hawkins and Steel 11. OCEAN OUTFALL SYSTEM REHABILITATION, PROJECT NO. J-117 (Rob Thompson) MOVED. SECONDED. and DULY CARRIED TO: Recommend to the Board of Directors to: A. Receive and file Bid Tabulation and Recommendation for the Outfall Low Flow Pump Station, Contract No. J-11713; B. Receive and file Orange County Sanitation District's Notice of Intent to Award dated November 20, 2018; C. Award a Construction Contract to Shimmick Construction Company, Inc. for the Outfall Low Flow Pump Station, Contract No. J-117B, for a total amount not to exceed $90,200,000; and D. Approve a construction contract contingency of$7,216,000 (13%). AYES: Barnes, Bernstein, Collacott, Deaton, S. Jones, Peotter, Shaw, Shawver, F. Smith, Withers, and Yarc NOES: None ABSTENTIONS: Silva (Alternate) ABSENT: Hawkins and Steel 12. RETURN ACTIVATED SLUDGE PIPING REPLACEMENT AT PLANT NO. 2, PROJECT NO. 132-123 (Rob Thompson) Mr. Thompson provided an informative PowerPoint Presentation regarding Item No. 12 including: project overlaps with two other projects, P2-118 & FE18-04; project elements; and project objectives. He explained the structural integrity and the extensive spall and crack repair required. Mr. Thompson explained the reasons for combining the three projects: overlapping locations, schedule and risk reduction, and economy of scale; and explained the additional funding required. Mr. Thompson responded to questions regarding cost sharing light purchase and project life expectancy. MOVED. SECONDED. and DULY CARRIED TO: Recommend to the Board of Directors to: Approve a budget increase of$7,250,000 for Return Activated Sludge Piping Replacement at Activated Sludge Plant No. 2, Project No. P2-123, for a total budget of$20,000,000. AYES: Barnes, Bernstein, Collacott, Deaton, S. Jones, Peotter, Shaw, Shawver, Silva (Alternate), F. Smith, Withers, and Yarc NOES: None ABSTENTIONS: None ABSENT: Hawkins and Steel 12/05/2018 Operations Committee Minutes Page 6 of 9 13. SUNFLOWER AND RED HILL INTERCEPTOR REPAIR, PROJECT NO. 7-66 (Rob Thompson) Mr. Thompson provided a brief description and overview of the requested project. MOVED. SECONDED, and DULY CARRIED TO: Recommend to the Board of Directors to: Establish a project for Sunflower and Red Hill Interceptor Repair, Project No. 7-66, with a budget of$5,500,000. AYES: Barnes, Bernstein, Collacott, Deaton, S. Jones, Peotter, Shaw, Shawver, Silva (Alternate), F. Smith, Withers, and Yarc NOES: None ABSTENTIONS: None ABSENT: Hawkins and Steel 14. PLANT NO. 1 RECTANGULAR PRIMARY CLARIFIER OVERHAUL (Ed Torres) Director of Operations and Maintenance Ed Torres introduced Riaz Moinuddin who provided a PowerPoint Presentation regarding Item No. 14 including: project goals, overhaul plan of rectangular clarifiers, key issues and challenges of the project, and coordinated implementation. MOVED. SECONDED. and DULY CARRIED TO: Recommend to the Board of Directors to: A. Approve a Purchase Order contract to Mehta Mechanical Company Inc. for the mechanical rehabilitation and overhaul of twenty-four (24) Primary Clarifier tanks at Plant No. 1, per Specification No. S-2018-98513D, for a total amount not to exceed $1,998,000; and B. Approve a contingency of$199,800 (10%). AYES: Barnes, Bernstein, Collacott, Deaton, S. Jones, Peotter, Shaw, Shawver, Silva (Alternate), F. Smith, Withers, and Yarc NOES: None ABSTENTIONS: None ABSENT: Hawkins and Steel INFORMATION ITEMS: Chair Withers stated that Item No. 16 would be heard out of order. 12/05/2018 Operations Committee Minutes Page 7 of 9 16. HEADQUARTERS COMPLEX AD HOC COMMITTEE UPDATE (Rob Thompson) Mr. Thompson provided the following update regarding the recent meeting of the Ad Hoc Committee held on November 14, 2018: The Committee toured the existing Administration Building and trailers to better understand the needs and deficiencies of the current facilities. In addition, a tour of the newly acquired property and site of the Headquarters Complex was taken. Staff provided building comparisons (cost and size), where OCSD's proposed design falls about average at $550 per square foot, with the top being $655 and the low being $412; shared the preliminary design concepts; and the discussion and considerations leading up to the current layout that was provided. Mr. Thompson stated that based on the Committee's direction, the next steps will include: o Constructability review by a third party, during the preliminary design phase o Consider hiring a third-party construction management firm to oversee the project along with a project organization chart with those on the team o Review of Board Room Concepts and Public Meeting Spaces o Scheduling of the next Ad Hoc Committee (not yet scheduled) 15. ODOR AND CORROSION CONTROL PRESENTATION (Ed Torres) Director of Operations & Maintenance Ed Torres introduced Engineering Supervisor Umesh Murthy who presented an informative PowerPoint Presentation regarding the odor generation at service areas and both plants. He detailed the odorants detected at OCSD and explained the methods used for odor and corrosion control. Mr. Murthy demonstrated several tools used in detecting odors including: Odor Boss Mobile Platform Nasal Ranger, OdaLog camera used for remote monitoring, and Optical gas imaging cameras for the detection of various emissions. He also provided data on the program's success and the Strategic Goals (Levels of Service) for Odor Control in the future. Director Jones departed the meeting at 5:54 p.m. DEPARTMENT HEAD REPORTS: None. CLOSED SESSION: None. 12/05/2018 Operations Committee Minutes Page 8 of 9 OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: Mr. Herberg announced the upcoming retirement of Mr. Torres in January. Chair Withers wished Mr. Torres the best of luck in the future. Board Chairman Shawver thanked Director Peotter for his service on the Operations Committee as this is his last meeting. General Manager Herberg also welcomed Alternate Director Jesus Silva to the Committee. ADJOURNMENT Chair Withers declared the meeting adjourned at 6:00 p.m. to the special meeting to be held on Wednesday, January 16, 2019 at 5:00 p.m. Submitted by, Kelly A. Lore, MMC Clerk of the Board 12/05/2018 Operations Committee Minutes Page 9 of 9 OPERATIONS COMMITTEE Melting D310 TOBE.Of Dir. 01/16/19 O1/23/19 AGENDA REPORT ItemNumber Item Number z Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Assistant General Manager SUBJECT: PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION, PROJECT NO. FE14-05 GENERAL MANAGER'S RECOMMENDATION A. Receive and file Bid Tabulation and Recommendation for Engineering/ Remediation Resources Group, Inc. forthe Fleet Services UST Leak Remediation, Project No. FE-14-05; B. Award a Construction Contract to Engineering/Remediation Resources Group, Inc. for the Fleet Services UST Leak Remediation, Project No. FE14-05, for a total amount not to exceed $648,675; and C. Approve a contingency of$129,735 (20%). BACKGROUND Previously, the Orange County Sanitation District (Sanitation District) stored fuel in an underground storage tank (UST) near the Fleet Services Building at Plant No. 1. After a leak was discovered, the tank was removed from service. An evaluation of the site discovered that the soil was impacted by petroleum fuels and identified the presence of Methyl Tertiary Butyl Ether (MTBE). To mitigate the impacts, a corrective action plan using excavation to approximately 20 feet below grade was submitted to and approved by the Orange County Health Care Agency (OCHCA). RELEVANT STANDARDS • Comply with environmental permit requirements • California Public Contract Code Section 20103.8: Award Construction Contract to lowest responsive, responsible bidder PROBLEM The contaminated soil near the Fleet Services Building at the Sanitation District creates an unsafe environment and will impact groundwater underneath the building. Page 1 of 3 PROPOSED SOLUTION Award a construction contract for Plant No. 1 Fleet Services UST Leak Remediation, Project No. FE14-05,to mitigate the impacts to subsurface soil and groundwater. Despite extensive boring and sampling prior to excavation work, there is potential for additional remediation activities beyond what is currently scoped. Therefore, staff is requesting 20% contingency. TIMING CONCERNS The Sanitation District is legally responsible for mitigation and site remediation per Orange County Health Care Agency requirements. RAMIFICATIONS OF NOT TAKING ACTION Without this project, the contaminant mass will remain, and groundwater will be further impacted. PRIOR COMMITTEE/BOARD ACTIONS June 2018 - Rejected a bid from Engineering/Remediation Resources Group, Inc. as "Non-Responsive" due to its failure to comply with the Invitation for Bids requirements. ADDITIONAL INFORMATION The Sanitation District advertised Project No. FE14-05 for bids on March 20, 2018 and one sealed bid was received from Engineering/Remediation Resources Group, Inc. on May 1, 2018. That bid was rejected as non-responsive to the Invitation for Bids requirements. Staff then revised the bid documents by allowing a different excavation method. The original excavation method was specified to avoid the need for shoring and dewatering, but this method limited the pool of potential bidders. The Sanitation District re-advertised Project No. FE14-05 for bids on October 17, 2018 and three sealed bids were received on December 12, 2018. A summary of the bid opening follows: Engineers Estimate $819,000 Bidder Amount of Bid Engineering/Remediation Resources Group, Inc. $648,675 ODC Engineering & Technology $667,000 OFRS, Inc. $894,766.89 The bids were evaluated in accordance with the Sanitation District's policies and procedures. A notice was sent to all the bidders on December 21, 2018, informing them of the intent of Sanitation District staff to recommend award of the construction contract to Engineering/Remediation Resources Group, Inc. Page 2 d 3 Staff recommends awarding a construction contract to the lowest responsive bidder, Engineering/Remediation Resources Group, Inc., for Fleet Services LIST Leak Remediation, Project No. FE14-05, for a total amount not to exceed $648,675. CEQA A NOE will be filed with the OC Clerk-Recorder office after Board approval of this item. The project is exempt from CEQA under Class 30 categorical exemption set forth in California Code of Regulations, Title 14, section 15330. Section 15330 (Class 30) exempts from CEQA "Class 30 consists of any minor cleanup actions taken to prevent, minimize, stabilize, mitigate, or eliminate the release or threat of release of a hazardous waste or substance which are small or medium removal actions costing$1 million or less". This project remediates soil and groundwater petroleum and diesel contamination at the Sanitation District Plant No. 1 and will cost less than $1 million. Therefore, the project qualifies as a minor cleanup action as defined under section 15330 (Class 30 categorical exemption) and no further action is required. FINANCIAL CONSIDERATIONS This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This item has been budgeted underthe Small Construction Projects Program (M-FE), Fiscal Years 2018-19 and 2019-20 budget, and the budget is sufficient for the recommended action. ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsc.com) with the complete agenda package: Construction Contract GR:dm:gc Page 3 d 3 PART A CONTRACT AGREEMENT C-CA-120518 TABLE OF CONTENTS CONTRACT AGREEMENT SECTION - 1 GENERAL CONDITIONS..................................................................1 SECTION -2 MATERIALS AND LABOR.................................................................4 SECTION -3 PROJECT..........................................................................................4 SECTION -4 PLANS AND SPECIFICATONS ........................................................5 SECTION -5 TIME OF COMMENCEMENT AND COMPLETION ..........................5 SECTION -6 TIME IS OF THE ESSENCE .............................................................5 SECTION -7 EXCUSABLE DELAYS......................................................................6 SECTION -8 EXTRA WORK...................................................................................6 SECTION -9 CHANGES IN PROJECT...................................................................7 SECTION - 10 LIQUIDATED DAMAGES FOR DELAY.............................................7 SECTION - 11 CONTRACT PRICE AND METHOD OF PAYMENT.........................7 SECTION - 12 SUBSTITUTION OF SECURITIES IN LIEU OF RETENTION OF FUNDS ..............................................................................................9 SECTION - 13 COMPLETION...................................................................................9 SECTION - 14 CONTRACTOR'S EMPLOYEES COMPENSATION.......................10 SECTION - 15 SURETY BONDS ............................................................................12 SECTION - 16 INSURANCE....................................................................................13 SECTION - 17 RISK AND INDEMNIFICATION.......................................................22 SECTION - 18 TERMINATION................................................................................22 SECTION - 19 WARRANTY....................................................................................22 SECTION -20 ASSIGNMENT.................................................................................23 SECTION -21 RESOLUTION OF DISPUTES ........................................................23 SECTION -22 SAFETY& HEALTH ........................................................................24 SECTION -23 NOTICES.........................................................................................24 C-CA-120518 CONTRACT AGREEMENT ORANGE COUNTY SANITATION DISTRICT PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION THIS AGREEMENT is made and entered into, to be effective, this January 23, 2019, by and between Engineering/Remediation Resources Group, Inc., hereinafter referred to as "CONTRACTOR" and the Orange County Sanitation District, hereinafter referred to as "OCSD". WITNESSETH That for and in consideration of the promises and agreements hereinafter made and exchanged, OCSD and CONTRACTOR agree as follows: SECTION-1 GENERAL CONDITIONS CONTRACTOR certifies and agrees that all the terms, conditions and obligations of the Contract Documents as hereinafter defined, the location of the job site, and the conditions under which the Work is to be performed have been thoroughly reviewed and enters into this Contract based upon CONTRACTOR's investigation of all such matters and is in no way relying upon any opinions or representations of OCSD. It is agreed that this Contract represents the entire agreement. It is further agreed that the Contract Documents are each incorporated into this Contract by reference, with the same force and effect as if the same were set forth at length herein, and that CONTRACTOR and its Subcontractors, if any, will be and are bound by any and all of said Contract Documents insofar as they relate in any part or in any way, directly or indirectly, to the Work covered by this Contract. A. Contract Documents Order of Precedence "Contract Documents" refers to those documents identified in the definition of"Contract Documents" in the General Conditions—Definitions. CONFORMED C-CA-120518 PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 1 of 25 1. In the event of a conflict between one Contract Document and any of the other Contract Documents, the provisions in the document highest in precedence shall be controlling. The order of precedence of the Contract Documents is as follows: a. Supplemental Agreements—the last in time being the first in precedence b. Addenda issued prior to opening of Bids—the last in time being the first in precedence c. Contract Agreement d. Permits and other regulatory requirements e. Special Provisions f. General Conditions (GC) g. Notice Inviting Bids and Instruction to Bidders h. Geotechnical Baseline Report (GBR), if attached as a Contract Document I. Plans and Specifications—in these documents the order of precedence shall be: i. Specifications (Divisions 01-17) ii. Plans H. General Requirements (GR) iv. Standard Drawings and Typical Details j. CONTRACTOR'S Bid 2. In the event of a conflict between terms within an individual Contract Document, the conflict shall be resolved by applying the following principles as appears applicable: a. Figured dimensions on the Contract Documents shall govern. Dimensions not specified shall be as directed by the ENGINEER. Details not shown or specified shall be the same as similar parts that are shown or specified, or as directed. Full-size details shall take precedence over scale Drawings as to C-CA-120518 CONFORMED PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 2 of 25 shape and details of construction. Specifications shall govern as to material and workmanship. b. The Contract Documents calling for the higher quality material or workmanship shall prevail. Materials or Work described in words, which so applied, have a well known technical or trade meaning shall be deemed to refer to such recognized standards. In the event of any discrepancy between any Drawings and the figures thereon, the figures shall be taken as correct. C. Scale Drawings, full-size details, and Specifications are intended to be fully complementary and to agree. Should any discrepancy between Contract Documents come to the CONTRACTOR's attention, or should an error occur in the efforts of others, which affect the Work, the CONTRACTOR shall notify the ENGINEER, in writing, at once. In the event any doubts or questions arise with respect to the true meaning of the Contract Documents, reference shall be made to the ENGINEER whose written decision shall be final. If the CONTRACTOR proceeds with the Work affected without written instructions from the ENGINEER, the CONTRACTOR shall be fully responsible for any resultant damage or defect. d. Anything mentioned in the Specifications and not indicated in the Plans, or indicated in the Plans and not mentioned in the Specifications, shall be of like effect as if indicated and mentioned in both. In case of discrepancy in the Plans or Specifications, the matter shall be immediately submitted to OCSD's ENGINEER, without whose decision CONTRACTOR shall not adjust said discrepancy save only at CONTRACTOR's own risk and expense. The decision of the ENGINEER shall be final. CONFORMED C-CA-120518 PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 3 of 25 In all matters relating to the acceptability of material, machinery or plant equipment; classifications of material or Work; the proper execution, progress or sequence of the Work; and quantities interpretation of the Contract Documents, the decision of the ENGINEER shall be final and binding, and shall be a condition precedent to any payment under the Contract, unless otherwise ordered by the Board of Directors. B. Definitions Capitalized terms used in this Contract are defined in the General Conditions, Definitions. Additional terms may be defined in the Special Provisions. SECTION—2 MATERIALS AND LABOR CONTRACTOR shall furnish, under the conditions expressed in the Plans and Specifications, at CONTRACTOR'S own expense, all labor and materials necessary, except such as are mentioned in the Specifications to be furnished by OCSD, to construct and complete the Project, in good workmanlike and substantial order. If CONTRACTOR fails to pay for labor or materials when due, OCSD may settle such claims by making demand upon the Surety to this Contract. In the event of the failure or refusal of the Surety to satisfy said claims, OCSD may settle them directly and deduct the amount of payments from the Contract Price and any amounts due to CONTRACTOR. In the event OCSD receives a stop payment notice from any laborer or material supplier alleging non-payment by CONTRACTOR, OCSD shall be entitled to deduct all of its costs and expenses incurred relating thereto, including but not limited to administrative and legal fees. SECTION-3 PROJECT The Project is described as: PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES DST LEAK REMEDIATION C-CA-120518 CONFORMED PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 4 of 25 SECTION -4 PLANS AND SPECIFICATONS The Work to be done is shown in a set of Plans and Specifications entitled: PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Said Plans and Specifications and any revision, amendments and addenda thereto are attached hereto and incorporated herein as part of this Contract and referred to by reference. SECTION—5 TIME OF COMMENCEMENT AND COMPLETION CONTRACTOR agrees to commence the Project within 15 calendar days from the date set forth in the "Notice to Proceed"sent by OCSD, unless otherwise specified therein and shall diligently prosecute the Work to completion within three hundred sixty-five (365)calendar days from the date of the "Notice to Proceed" issued by OCSD, excluding delays caused or authorized by OCSD as set forth in Sections 7, 8, and 9 hereof, and applicable provisions in the General Conditions. The time for completion includes five (5)calendar days determined by OCSD likely to be inclement weather when CONTRACTOR will be unable to work. SECTION—6 TIME IS OF THE ESSENCE Time is of the essence of this Contract. As required by the Contract Documents, CONTRACTOR shall prepare and obtain approval of all shop drawings, details and samples, and do all other things necessary and incidental to the prosecution of CONTRACTOR's Work in conformance with an approved construction progress schedule. CONTRACTOR shall coordinate the Work covered by this Contract with that of all other contractors, subcontractors and of OCSD, in a manner that will facilitate the efficient completion of the entire Work and accomplish the required milestone(s), if any, by the applicable deadline(s) in accordance with Section 5 herein. OCSD shall have the right to assert complete control of the premises on which the Work is to be performed and shall have the right to decide the time or order in which CONFORMED C-CA-120518 PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 5 of 25 the various portions of the Work shall be installed or the priority of the work of subcontractors, and, in general, all matters representing the timely and orderly conduct of the Work of CONTRACTOR on the premises. SECTION—7 EXCUSABLE DELAYS CONTRACTOR shall only be excused for any delay in the prosecution or completion of the Project as specifically provided in General Conditions, "Extensions for Delay", and the General Requirements, "By CONTRACTOR or Others—Unknown Utilities during Contract Work". Extensions of time and extra compensation arising from such excusable delays will be determined in accordance with the General Conditions, "Extension of Time for Delay" and "Contract Price Adjustments and Payments", and extensions of time and extra compensation as a result of incurring undisclosed utilities will be determined in accordance with General Requirements, "By CONTRACTOR or Others— Unknown Utilities during Contract Work". OCSD's decision will be conclusive on all parties to this Contract. SECTION—8 EXTRA WORK The Contract Price as set forth in Section 11, includes compensation for all Work performed by CONTRACTOR, unless CONTRACTOR obtains a Change Order signed by a designated representative of OCSD specifying the exact nature of the Extra Work and the amount of extra compensation to be paid all as more particularly set forth in Section 9 hereof and the General Conditions, "Request for Change (Changes at CONTRACTOR's Request)", "OWNER Initiated Changes", and "Contract Price Adjustments and Payments". In the event a Change Order is issued by OCSD pursuant to the Contract Documents, OCSD shall extend the time fixed in Section 5 for completion of the Project by the number of days, if any, reasonably required for CONTRACTOR to perform the Extra Work, as determined by OCSD's ENGINEER. The decision of the ENGINEER shall be final. C-CA-120518 CONFORMED PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 6 of 25 SECTION-9 CHANGES IN PROJECT OCSD may at any time, without notice to any Surety, by Change Order, make any changes in the Work within the general scope of the Contract Document, including but not limited to changes: 1. In the Specifications (including Drawings and designs); 2. In the time, method or manner of performance of the Work; 3. In OCSD-furnished facilities, equipment, materials, services or site; or 4. Directing acceleration in the performance of the Work. No change of period of performance or Contract Price, or any other change in the Contract Documents, shall be binding until the Contract is modified by a fully executed Change Order. All Change Orders shall be issued in accordance with the requirements set forth in the General Conditions, "Request for Change (Changes at CONTRACTOR's Request)" and "OWNER Initiated Changes'. SECTION — 10 LIQUIDATED DAMAGES FOR DELAY Liquidated Damages shall be payable in the amounts and upon the occurrence of such events or failure to meet such requirements or deadlines as provided in the Special Provisions, "Liquidated Damages and Incentives." SECTION—11 CONTRACT PRICE AND METHOD OF PAYMENT A. OCSD agrees to pay and the CONTRACTOR agrees to accept as full consideration for the faithful performance of this Contract, subject to any additions or deductions as provided in approved Change Orders, the sum of Six Hundred Forty-Eight Thousand Six Hundred Seventy-Five Dollars ($648,675)as itemized on the Attached Exhibit"A". Upon satisfaction of the conditions precedent to payment set forth in the General Requirements, Additional General Requirements and General Conditions (including but not limited to Sections entitled "Mobilization Payment Requirements" and "Payment CONFORMED C-CA-120518 PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 7 of 25 Itemized Breakdown of Contract Lump Sum Prices"), there shall be paid to the CONTRACTOR an initial Net Progress Payment for mobilization. OCSD shall issue at the commencement of the job a schedule which shows: 1. A minimum of one payment to be made to the CONTRACTOR for each successive four(4)week period as the Work progresses, and 2. The due dates for the CONTRACTOR to submit requests for payment to meet the payment schedule. After the initial Net Progress Payment, and provided the CONTRACTOR submits the request for payment prior to the end of the day required to meet the payment schedule, the CONTRACTOR shall be paid a Net Progress Payment on the corresponding monthly payment date set forth in the schedule. Payments shall be made on demands drawn in the manner required by law, accompanied by a certificate signed by the ENGINEER, stating that the Work for which payment is demanded has been performed in accordance with the terms of the Contract Documents, and that the amount stated in the certificate is due under the terms of the Contract. Payment applications shall also be accompanied with all documentation, records, and releases as required by the Contract, Exhibit A, Schedule of Prices, and General Conditions, "Payment for Work—General". The Total amount of Progress Payments shall not exceed the actual value of the Work completed as certified by OCSD's ENGINEER. The processing of payments shall not be considered as an acceptance of any part of the Work. B. As used in this Section, the following defined terms shall have the following meanings: 1. "Net Progress Payment" means a sum equal to the Progress Payment less the Retention Amount and other qualified deductions (Liquidated Damages, stop payment notices, etc.). C-CA-120518 CONFORMED PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 8 of 25 2. "Progress Payment" means a sum equal to: a. the value of the actual Work completed since the commencement of the Work as determined by OCSD; b. plus the value of material suitably stored at the worksite, treatment plant or approved storage yards subject to or under the control of OCSD since the commencement of the Work as determined by OCSD; C. less all previous Net Progress Payments; d. less all amounts of previously qualified deductions; e. less all amounts previously retained as Retention Amounts. 3. "Retention Amount"for each Progress Payment means the percentage of each Progress Payment to be retained by OCSD to assure satisfactory completion of the Contract. The amount to be retained from each Progress Payment shall be determined as provided in the General Conditions—"Retained Funds; Substitution of Securities." SECTION—12 SUBSTITUTION OF SECURITIES IN LIEU OF RETENTION OF FUNDS Pursuant to Public Contract Code Section 22300 at seq., the CONTRACTOR may, at its sole expense, substitute securities as provided in General Conditions—"Retained Funds; Substitution of Securities." SECTION-13 COMPLETION Final Completion and Final Acceptance shall occur at the time and in the manner specified in the General Conditions, "Final Acceptance and Final Completion", "Final Payment" and Exhibit A- Schedule of Prices. Upon receipt of all documentation, records, and releases as required by the Contract from the CONTRACTOR, OCSD shall proceed with the Final Acceptance as specified in General Conditions. CONFORMED C-CA-120518 PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 9 of 25 SECTION-14 CONTRACTOR'S EMPLOYEES COMPENSATION A. Davis-Bacon Act: CONTRACTOR will pay and will require all Subcontractors to pay all employees on said Project a salary or wage at least equal to the prevailing rate of per diem wages as determined by the Secretary of Labor in accordance with the Davis-Bacon Act for each craft or type of worker needed to perform the Contract. The provisions of the Davis-Bacon Act shall apply only if the Contract is in excess of Two Thousand Dollars ($2,000.00) and when twenty-five percent (25%)or more of the Contract is funded by federal assistance. If the aforesaid conditions are met, a copy of the provisions of the Davis-Bacon Act to be complied with are incorporated herein as a part of this Contract and referred to by reference. B. General Prevailing Rate: OCSD has been advised by the State of California Director of Industrial Relations of its determination of the general prevailing rate of per diem wages and the general prevailing rate for legal holiday and overtime Work in the locality in which the Work is to be performed for each craft or type of Work needed to execute this Contract, and copies of the same are on file in the Office of the ENGINEER of OCSD. The CONTRACTOR agrees that not less than said prevailing rates shall be paid to workers employed on this public works Contract as required by Labor Code Section 1774 of the State of California. Per California Labor Code 1773.2, OCSD will have on file copies of the prevailing rate of per diem wages at its principal office and at each job site, which shall be made available to any interested party upon request. C. Forfeiture for Violation: CONTRACTOR shall, as a penalty to OCSD, forfeit Two Hundred Dollars ($200.00)for each calendar day or portion thereof for each worker paid (either by the CONTRACTOR or any Subcontractor under it) less than the prevailing rate of per diem wages as set by the C-CA-120518 CONFORMED PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 10 of 25 Director of Industrial Relations, in accordance with Sections 1770-1780 of the California Labor Code for the Work provided for in this Contract, all in accordance with Section 1775 of the Labor Code of the State of California. D. Apprentices: Sections 1777.5, 1777.6, 1777.7 of the Labor Code of the State of California, regarding the employment of apprentices are applicable to this Contract and the CONTRACTOR shall comply therewith if the prime contract involves Thirty Thousand Dollars ($30,000.00)or more. E. Workday: In the performance of this Contract, not more than eight(8) hours shall constitute a day's work, and the CONTRACTOR shall not require more than eight (8) hours of labor in a day from any person employed by him hereunder except as provided in paragraph (B) above. CONTRACTOR shall conform to Article 3, Chapter 1, Part 7 (Section 1810 at sea.)of the Labor Code of the State of California and shall forfeit to OCSD as a penalty, the sum of Twenty-five Dollars ($25.00)for each worker employed in the execution of this Contract by CONTRACTOR or any Subcontractor for each calendar day during which any worker is required or permitted to labor more than eight (8) hours in any one calendar day and forty (40) hours in any one week in violation of said Article. CONTRACTOR shall keep an accurate record showing the name and actual hours worked each calendar day and each calendar week by each worker employed by CONTRACTOR in connection with the Project. F. Registration: Record of Waces: Inspection: CONTRACTOR shall comply with the registration requirements of Labor Code Section 1725.5. Pursuant to Labor Code Section 1771.4, the Work is subject to compliance monitoring by the California Department of Industrial Relations. CONTRACTOR shall maintain accurate payroll records and shall submit payroll records to the Labor Commissioner pursuant to Labor Code Section 1771.4(a)(3). Penalties for non-compliance CONFORMED C-CA-120518 PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 11 of 25 with the requirements of Section 1776 may be deducted from progress payments per Section 1776. CONTRACTOR shall comply with the job site notices posting requirements established by the Labor Commissioner per Title 8, California Code of Regulations Section 16461(e). SECTION-15 SURETYBONDS CONTRACTOR shall, before entering upon the performance of this Contract, furnish Bonds approved by OCSD's General Counsel—one in the amount of one hundred percent(100%)of the Contract amount, to guarantee the faithful performance of the Work, and the other in the amount of one hundred percent (100%)of the Contract amount to guarantee payment of all claims for labor and materials furnished. As changes to the Contract occur via approved Change Orders, the CONTRACTOR shall assure that the amounts of the Bonds are adjusted to maintain 100% of the Contract Price. This Contract shall not become effective until such Bonds are supplied to and approved by OCSD. Bonds must be issued by a Surety authorized by the State Insurance Commissioner to do business in California. The Performance Bond shall remain in full force and effect through the warranty period, as specified in Section 19 below. All Bonds required to be submitted relating to this Contract must comply with California Code of Civil Procedure Section 995.630. Each Bond shall be executed in the name of the Surety insurer under penalty of perjury, or the fact of execution of each Bond shall be duly acknowledged before an officer authorized to take and certify acknowledgments, and either one of the following conditions shall be satisfied: A. A copy of the transcript or record of the unrevoked appointment, power of attorney, by- laws, or other instrument, duly certified by the proper authority and attested by the seal of the insurer entitling or authorizing the person who executed the Bond to do so for and on behalf of the insurer, is on file in the Office of the County Clerk of the County of Orange; or C-CA-120518 CONFORMED PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 12 of 25 B. A copy of a valid power of attorney is attached to the Bond. SECTION— 16 INSURANCE CONTRACTOR shall purchase and maintain, for the duration of the Contract, insurance against claims for injuries to persons, or damages to property which may arise from or in connection with the performance of the Work hereunder, and the results of that Work by CONTRACTOR, its agents, representatives, employees, or Subcontractors, in amounts equal to the requirements set forth below. CONTRACTOR shall not commence Work under this Contract until all insurance required under this Section is obtained in a form acceptable to OCSD, nor shall CONTRACTOR allow any Subcontractor to commence Work on a subcontract until all insurance required of the Subcontractor has been obtained. CONTRACTOR shall maintain all of the foregoing insurance coverages in force through the point at which the Work under this Contract is fully completed and accepted by OCSD pursuant to the provisions of the General Conditions, "Final Acceptance and Final Completion". Furthermore, CONTRACTOR shall maintain all of the foregoing insurance coverages in full force and effect throughout the warranty period, commencing on the date of Final Acceptance. The requirement for carrying the foregoing insurance shall not derogate from the provisions for indemnification of OCSD by CONTRACTOR under Section 17 of this Contract. Notwithstanding nor diminishing the obligations of CONTRACTOR with respect to the foregoing, CONTRACTOR shall subscribe for and maintain in full force and effect during the life of this Contract, inclusive of all changes to the Contract Documents made in accordance with the provisions of the General Conditions, "Request for Change (Changes at CONTRACTOR's Request)" and/or"OWNER Initiated Changes", the following insurance in amounts not less than the amounts specified. OCSD reserves the right to amend the required limits of insurance commensurate with the CONTRACTOR's risk at any time during the course of the Project. No vehicles may enter OCSD Premises/worksite without Possessing the required insurance coverage. CONFORMED C-CA-120518 PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 13 of 25 CONTRACTOR's insurance shall also comply with all insurance requirements prescribed by agencies from whom permits shall be obtained for the Work and any other third parties from whom third party agreements are necessary to perform the Work (collectively, the "Third Parties'), The Special Provisions may list such requirements and sample forms and requirements from such Third Parties may be included in an attachment to the General Requirements. CONTRACTOR bears the responsibility to discover and comply with all requirements of Third Parties, including meeting specific insurance requirements, that are necessary for the complete performance of the Work. To the extent there is a conflict between the Third Parties' insurance requirements and those set forth by OCSD herein, the requirement(s) providing the more protective coverage for both OSCD and the Third Parties shall control and be purchased and maintained by CONTRACTOR. A. Limits of Insurance 1. General Liability: Five Million Dollars ($5,000,000) per occurrence and a general aggregate limit of Five Million Dollars ($5,000,000)for bodily injury, personal injury and property damage. Coverage shall include each of the following: a. Premises-Operations. b. Products and Completed Operations, with limits of at least Five Million Dollars ($5,000,000) per occurrence and a general aggregate limit of Five Million Dollars ($5,000,000)which shall be in effect at all times during the warranty period set forth in the Warranty section herein, and as set forth in the General Conditions, "Warranty(CONTRACTOR's Guarantee)", plus any additional extension or continuation of time to said warranty period that may be required or authorized by said provisions. C. Broad Form Property Damage, expressly including damage arising out of explosion, collapse, or underground damage. C-CA-120518 CONFORMED PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 14 of 25 d. Contractual Liability, expressly including the indemnity provisions assumed under this Contract. e. Separation of Insured Clause, providing that coverage applies separately to each insured, except with respect to the limits of liability. f. Independent CONTRACTOR's Liability. To the extent first dollar coverage, including defense of any claim, is not available to OCSD or any other additional insured because of any SIR, deductible, or any other form of self-insurance, CONTRACTOR is obligated to assume responsibility of insurer until the deductible, SIR or other condition of insurer assuming its defense and/or indemnity has been satisfied. CONTRACTOR shall be responsible to pay any deductible or SIR. g. If a crane will be used, the General Liability insurance will be endorsed to add Riggers Liability coverage or its equivalent to cover the usage of the crane and exposures with regard to the crane operators, riggers and others involved in using the crane. h. If divers will be used, the General Liability insurance will be endorsed to cover marine liability or its equivalent to cover the usage of divers. 2. Automobile Liability: The CONTRACTOR shall maintain a policy of Automobile Liability Insurance on a comprehensive form covering all owned, non-owned, and hired automobiles, trucks, and other vehicles providing the following minimum limits of liability coverage: Either(1)a combined single limit of Five Million Dollars ($5,000,000) and a general aggregate limit of Five Million Dollars ($5,000,000)for bodily injury, personal injury and property damage; CONFORMED C-CA-120518 PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 15 of 25 Or alternatively, (2) Five Million Dollars ($5,000,000) per person for bodily injury and Two Million Dollars ($2,000,000) per accident for property damage. 3. Umbrella Excess Liability: The minimum limits of general liability and automobile liability insurance required, as set forth above, shall be provided for either in a single policy of primary insurance or a combination of policies of primary and umbrella excess coverage. Excess liability coverage shall be issued with limits of liability which, when combined with the primary insurance, will equal the minimum limits for general liability and automobile liability. 4. Drone Liability Insurance: If a drone will be used, drone liability insurance must be maintained by CONTRACTOR in the amount of One Million Dollars ($1,000,000) in a form acceptable by OCSD. Worker's Compensation/Emolover's Liability: CONTRACTOR shall provide such Worker's Compensation Insurance as required by the Labor Code of the State of California, including employer's liability with a minimum limit of One Million Dollars ($1,000,000) per accident for bodily injury or disease. If an exposure to Jones Act liability may exist, the insurance required herein shall include coverage with regard to Jones Act claims. Where permitted by law, CONTRACTOR hereby waives all rights of recovery by subrogation because of deductible clauses, inadequacy of limits of any insurance policy, limitations or exclusions of coverage, or any other reason against OCSD, its or their officers, agents, or employees, and any other contractor or subcontractor performing Work or rendering services on behalf of OCSD in connection with the planning, development and construction of the Project. In all its insurance coverages related to the Work, CONTRACTOR shall include clauses providing that each insurer C-CA-120518 CONFORMED PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 16 of 25 shall waive all of its rights of recovery by subrogation against OCSD, its or their officers, agents, or employees, or any other contractor or subcontractor performing Work or rendering services at the Project. Where permitted by law, CONTRACTOR shall require similar written express waivers and insurance clauses from each of its Subcontractors of every tier. A waiver of subrogation shall be effective as to any individual or entity, even if such individual or entity (a)would otherwise have a duty of indemnification, contractual or otherwise, (b)did not pay the insurance premium, directly or indirectly, and (c)whether or not such individual or entity has an insurable interest in the property damaged. 5. Pollution Liability Insurance: CONTRACTOR shall purchase and maintain insurance for pollution liability covering bodily injury, property damage (including loss of use of damaged property or property that has not been physically injured or destroyed), cleanup costs, and defense costs (including costs and expenses for investigation, defense, or settlement of claims). Coverage shall carry limits of at least One Million Dollars ($1,000,000) and shall apply to sudden and non-sudden pollution conditions (including sewage spills), both at the site or needed due to migration of pollutants from the site, resulting from the escape or release of smoke, vapors, fumes, acids, alkalis, toxic chemicals, liquids or gases, waste materials, or other irritants, contaminants or pollutants. If CONTRACTOR provides coverage written on a claims-made basis, OCSD has the right to approve or reject such coverage in its own discretion. If written on a claims- made basis, the CONTRACTOR warrants that any retroactive date applicable to coverage under the policy precedes the effective date of this Contract, and that continuous coverage will be maintained, or an extended discovery period will be CONFORMED C-CA-120518 PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 17 of 25 exercised, for a period of two years beginning from the time that the Project under this Contract is completed. 6. Limits are Minimums: If CONTRACTOR maintains higher limits than the minimums shown in this Section, OCSD requires and shall be entitled to coverage for the higher limits maintained by the CONTRACTOR. B. Deductibles and Self-Insured Retentions Any deductibles or self-insured retentions must be declared to and approved by OCSD. At the option of OCSD, either: the Insurer shall reduce or eliminate such deductibles or self- insured retentions as respects OCSD, its Directors, officers, agents, CONSULTANTS, and employees; or CONTRACTOR shall provide a financial guarantee satisfactory to OCSD guaranteeing payment of losses and related investigations, claim administration, and defense expenses. C. Other Insurance Provisions 1. Each such policy of General Liability Insurance and Automobile Liability Insurance shall be endorsed to contain, the following provisions: a. OCSD, its Directors, officers, agents, CONSULTANTS, and employees, and all public agencies from whom permits will be obtained, and their Directors, officers, agents, and employees are hereby declared to be additional insureds under the terms of this policy, but only with respect to the operations of CONTRACTOR at or from any of the sites of OCSD in connection with this Contract, or acts and omissions of the additional insured in connection with its general supervision or inspection of said operations related to this Contract. b. Insurance afforded by the additional insured endorsement shall apply as primary insurance, and other insurance maintained by OCSD shall be excess only and not contributing with insurance provided under this policy. C-CA-120518 CONFORMED PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 18 of 25 2. Each insurance policy required herein shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty(30) days prior written notice by certified mail, return receipt requested, and that coverage shall not be cancelled for non-payment of premium except after ten (10)days prior written notice by certified mail, return receipt requested. Should there be changes in coverage or an increase in deductible or SIR amounts, CONTRACTOR undertakes to procure a manuscript endorsement from its insurer giving 30 days prior notice of such an event to OCSD, or to have its insurance broker/agent send to OCSD a certified letter describing the changes in coverage and any increase in deductible or SIR amounts. The certified letter must be sent Attention: Risk Management and shall be received not less than twenty (20)days prior to the effective date of the change(s). The letter must be signed by a Director or Officer of the broker/agent and must be on company letterhead, and may be sent via e-mail in pdf format. 3. Coverage shall not extend to any indemnity coverage for the active negligence of any additional insured in any case where an agreement to indemnify the additional insured would be invalid under California Civil Code Section 2782(b). 4. If required by a public agency from whom permit(s)will be obtained, each policy of General Liability Insurance and Automobile Liability Insurance shall be endorsed to specify by name the public agency and its legislative members, officers, agents, CONSULTANTS, and employees, to be additional insureds. D. Acceptability of Insurers Insurers must have an "A-", or better, Policyholder's Rating, and a Financial Rating of at least Class Vill, or better, in accordance with the most current A.M. Best Rating Guide. OCSD recognizes that State Compensation Insurance Fund has withdrawn from participation in the A.M. Best Rating Guide process. Nevertheless, OCSD will accept CONFORMED C-CA-120518 PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 19 of 25 State Compensation Insurance Fund for the required policy of workers compensation insurance, subject to OCSD's option, at any time during the term of this Contract, to require a change in insurer upon twenty (20)days written notice. Further, OCSD will require CONTRACTOR to substitute any insurer whose rating drops below the levels herein specified. Said substitution shall occur within twenty (20)days of written notice to CONTRACTOR by OCSD or its agent. E. Verification of Coverage CONTRACTOR shall furnish OCSD with original certificates and mandatory endorsements affecting coverage. Said policies and endorsements shall conform to the requirements herein stated. All certificates and endorsements are to be received and approved by OCSD before Work commences. OCSD reserves the right to require complete, certified copies of all required insurance policies, including endorsements, affecting the coverage required by these Specifications at any time. F. Subcontractors CONTRACTOR shall be responsible to establish insurance requirements for any Subcontractors hired by CONTRACTOR. The insurance shall be in amounts and types reasonably sufficient to deal with the risk of loss involving the Subcontractor's operations and work. OCSD and any public agency issuing permits for the Project must be named as "Additional Insured"on any General Liability or Automobile Liability policy obtained by a Subcontractor. The CONTRACTOR must obtain copies and maintain current versions of all Subcontractors' policies, Certificate of Liability and mandatory endorsements effecting coverage. Upon request, CONTRACTOR must furnish OCSD with the above referenced required documents. C-CA-120518 CONFORMED PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 20 of 25 G. Reauired Forms and Endorsements 1. Required ACORD Form a. Certificate of Liability Form 25 2. Required Insurance Services Office, Inc. Endorsements (when alternative forms are shown, they are listed in order of preference) In the event any of the following forms are cancelled by Insurance Services Office, Inc. (ISO), or are updated, the ISO replacement form or equivalent must be supplied. a. Commercial General Liability Form CG-0001 10 01 b. Additional Insured Including Form CG-2010 10 01 and Products-Completed Operations Form CG-2037 10 01 C. Waiver of Transfer of Rights of Form CG-2404 11 85; or Recovery Against Others to Us/ Form CG-2404 10 93 Waiver of Subrogation 3. Required State Compensation Insurance Fund Endorsements a. Waiver of Subrogation Endorsement No. 2570 b. Cancellation Notice Endorsement No. 2065 4. Additional Required Endorsements a. Notice of Policy Termination Manuscript Endorsement 5. Pollution Liability Endorsements There shall be a Separation of Insured Clause or endorsement, providing that coverage applies separately to each insured, except with respect to the limits of liability. There shall also be an endorsement or policy language containing a waiver of subrogation rights on the part of the insurer. OCSD, its directors, officers, agents, CONSULTANTS and employees and all public agencies from whom permits will be obtained as well as their directors, officers, CONFORMED C-CA-120518 PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 21 of 25 agents, and employees shall be included as insureds under the policy. Any additional insured endorsement shall contain language at least as broad as the coverage language contained in ISO form CG 20 10 11 85 or alternatively in both CG 20 10 10 01 and CG 20 37 10 01 together. SECTION—17 RISK AND INDEMNIFICATION All Work covered by this Contract done at the site of construction or in preparing or delivering materials to the site shall be at the risk of CONTRACTOR alone. CONTRACTOR shall save, indemnify, defend, and keep OCSD and others harmless as more specifically set forth in General Conditions, "General Indemnification". SECTION-18 TERMINATION This Contract may be terminated in whole or in part in writing by OCSD in the event of substantial failure by the CONTRACTOR to fulfill its obligations under this Agreement, or it may be terminated by OCSD for its convenience provided that such termination is effectuated in a manner and upon such conditions set forth more particularly in General Conditions, "Termination for Default" and/or"Termination for Convenience", provided that no termination may be effected unless proper notice is provided to CONTRACTOR at the time and in the manner provided in said General Conditions. If termination for default or convenience is effected by OCSD, an equitable adjustment in the price provided for in this Contract shall be made at the time and in the manner provided in the General Conditions, "Termination for Default" and "Termination for Convenience". SECTION—19 WARRANTY The CONTRACTOR agrees to perform all Work under this Contract in accordance with the Contract Documents, including OCSD's designs, Drawings and Specifications. The CONTRACTOR guarantees for a period of at least one (1) year from the date of Final Acceptance of the Work, pursuant to the General Conditions, "Final Acceptance and Final C-CA-120518 CONFORMED PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 22 of 25 Completion' that the completed Work is free from all defects due to faulty materials, equipment or workmanship and that it shall promptly make whatever adjustments or corrections which may be necessary to cure any defects, including repairs of any damage to other parts of the system resulting from such defects. OCSD shall promptly give notice to the CONTRACTOR of observed defects. In the event that the CONTRACTOR fails to make adjustments, repairs, corrections or other work made necessary by such defects, OCSD may do so and charge the CONTRACTOR the cost incurred. The CONTRACTOR's warranty shall continue as to any corrected deficiency until the later of(1)the remainder of the original one-year warranty period; or(2)one year after acceptance by OCSD of the corrected Work. The Performance Bond and the Payment Bond shall remain in full force and effect through the guarantee period. The CONTRACTOR's obligations under this clause are in addition to the CONTRACTOR's other express or implied assurances under this Contract, including but not limited to specific manufacturer or other extended warranties specified in the Plans and Specifications, or state law and in no way diminish any other rights that OCSD may have against the CONTRACTOR for faulty materials, equipment or Work. SECTION-20 ASSIGNMENT No assignment by the CONTRACTOR of this Contract or any part hereof, or of funds to be received hereunder, will be recognized by OCSD unless such assignment has had prior written approval and consent of OCSD and the Surety. SECTION—21 RESOLUTION OF DISPUTES OCSD and the CONTRACTOR shall comply with the provisions of California Public Contract Code Section 20104 at. seq., regarding resolution of construction claims for any Claims which arise between the CONTRACTOR and OCSD, as well as all applicable dispute and Claims provisions as set forth in the General Conditions and as otherwise required by law. CONFORMED C-CA-120518 PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 23 of 25 SECTION—22 SAFETY & HEALTH CONTRACTOR shall comply with all applicable safety and health requirements mandated by federal, state, city and/or public agency codes, permits, ordinances, regulations, and laws, as well as these Contract Documents, including but not limited to the General Requirements, Section entitled "Safety" and Exhibit B OCSD Safety Standards. SECTION-23 NOTICES Any notice required or permitted under this Contract may be given by ordinary mail at the address set forth below. Any party whose address changes shall notify the other party in writing. TO OCSD: Orange County Sanitation District 10844 Ellis Avenue Fountain Valley, California 92708-7018 Attn: Clerk of the Board Copy to: Orange County Sanitation District 10844 Ellis Avenue Fountain Valley, California 92708-7018 Attn: Construction Manager Bradley R. Hogin, Esquire Woodruff, Spradlin & Smart 555 Anton Boulevard, Suite 1200 Costa Mesa, California 92626 TO CONTRACTOR: Engineering/Remediation Resources Group, Inc. 18231 Irvine Boulevard, Suite 200 Tustin, CA 92780 Copy to: Brad Hall, Vice-President Technical Services Engineering/Remediation Resources Group, Inc. 18231 Irvine Boulevard, Suite 200 Tustin, CA 92780 C-CA-120518 CONFORMED PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 24 of 25 IN WITNESS WHEREOF, the parties hereto have executed this Contract Agreement as the date first hereinabove written. CONTRACTOR: Engineering/Remediation Resources Group, Inc. 18231 Irvine Boulevard, Suite 200 Tustin, CA 92780 By Printed Name Its CONTRACTOR's State License No. 743750 (Expiration Date— 12/31/2019) OCSD: Orange County Sanitation District By David John Shawver Board Chairman By Kelly A. Lore Clerk of the Board By Marc Dubois Contracts, Purchasing and Materials Management Manager CONFORMED C-CA-120518 PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 25 of 25 EXHIBIT A SCHEDULE OF PRICES C-EXA-080414 TABLE OF CONTENTS EXHIBIT A SCHEDULE OF PRICES EXA-1 BASIS OF COMPENSATION.............................................................................1 EXA-2 PROGRESS PAYMENTS ..................................................................................1 EXA-3 RETENTION AND ESCROW ACCOUNTS........................................................1 EXA-4 STOP PAYMENT NOTICE.................................................................................3 EXA-5 PAYMENT TO SUBCONTRACTORS................................................................3 EXA-6 PAYMENT OF TAXES .......................................................................................3 EXA-7 FINAL PAYMENT...............................................................................................4 EXA-8 DISCOVERY OF DEFICIENCIES BEFORE AND AFTER FINAL PAYMENT...5 ATTACHMENT 1 -CERTIFICATION FOR REQUEST FOR PAYMENT.........................7 ATTACHMENT 2-SCHEDULE OF PRICES...................................................................8 C-EXA-080414 EXHIBIT A SCHEDULE OF PRICES EXA-1 BASIS OF COMPENSATION CONTRACTOR will be paid the Contract Price according to the Schedule of Prices, and all other applicable terms and conditions of the Contract Documents. EXA-2 PROGRESSPAYMENTS Progress payments will be made in accordance with all applicable terms and conditions of the Contract Documents, including, but not limited to: 1. Contract Agreement—Section 11 —"Contract Price and Method of Payment;" 2. General Conditions—"Payment—General"; 3. General Conditions—"Payment—Applications for Payment"; 4. General Conditions—"Payment— Mobilization Payment Requirements;' 5. General Conditions—"Payment— Itemized Breakdown of Contract Lump Sum Prices"; 6. General Conditions—"Contract Price Adjustments and Payments"; 7. General Conditions—"Suspension of Payments"; 8. General Conditions—"OCSD's Right to Withhold Certain Amounts and Make Application Thereof"; and 9. General Conditions—"Final Payment." EXA-3 RETENTION AND ESCROW ACCOUNTS A. Retention: OCSD shall retain a percentage of each progress payment to assure satisfactory completion of the Work. The amount to be retained from each progress payment shall be determined as provided in General Conditions— "Retained Funds; Substitution of Securities". In all contracts between CONTRACTOR and its Subcontractors and/or Suppliers, the retention may not exceed the percentage specified in the Contract Documents. CONFORMED C-EXA-080414 PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 1 of 8 B. Substitution of Securities: CONTRACTOR may, at its sole expense, substitute securities as provided in General Conditions—"Retained Funds; Substitution of Securities." Payment of Escrow Agent: In lieu of substitution of securities as provided above, the CONTRACTOR may request and OCSD shall make payment of retention earned directly to the escrow agent at the expense of the CONTRACTOR. At the expense of the CONTRACTOR, the CONTRACTOR may direct the investment of the payments into securities consistent with Government Code §16430 and the CONTRACTOR shall receive the interest earned on the investments upon the same terms provided for in this article for securities deposited by the CONTRACTOR. Upon satisfactory completion of the Contract, the CONTRACTOR shall receive from the escrow agent all securities, interest and payments received by the escrow agent from OCSD, pursuant to the terms of this article. The CONTRACTOR shall pay to each Subcontractor, not later than twenty (20)calendar days after receipt of the payment, the respective amount of interest earned, net of costs attributed to retention withheld from each Subcontractor, on the amount of retention withheld to ensure the performance of the Subcontractor. The escrow agreement used by the escrow agent pursuant to this article shall be substantially similar to the form set forth in §22300 of the California Public Contract Code. C. Release of Retention: Upon Final Acceptance of the Work, the CONTRACTOR shall submit an invoice for release of retention in accordance with the terms of the Contract. D. Additional Deductibles: In addition to the retentions described above, OCSD may deduct from each progress payment any or all of the following: 1. Liquidated Damages that have occurred as of the date of the application for progress payment; 2. Deductions from previous progress payments already paid, due to OCSD's discovery of deficiencies in the Work or non-compliance with the Specifications or any other requirement of the Contract; 3. Sums expended by OCSD in performing any of the CONTRACTOR'S obligations under the Contract that the CONTRACTOR has failed to perform, and; 4. Other sums that OCSD is entitled to recover from the CONTRACTOR under the terms of the Contract, including without limitation insurance deductibles and assessments. C-EXA-080414 CONFORMED PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 2 of 8 The failure of OCSD to deduct any of the above-identified sums from a progress payment shall not constitute a waiver of OCSD's right to such sums or to deduct them from a later progress payment. EXA-4 STOP PAYMENT NOTICE In addition to other amounts properly withheld under this article or under other provisions of the Contract, OCSD shall retain from progress payments otherwise due the CONTRACTOR an amount equal to one hundred twenty-five percent (125%)of the amount claimed under any stop payment notice under Civil Code §9350 at. seq. or other lien filed against the CONTRACTOR for labor, materials, supplies, equipment, and any other thing of value claimed to have been furnished to and/or incorporated into the Work; or for any other alleged contribution thereto. In addition to the foregoing and in accordance with Civil Code§9358 OCSD may also satisfy its duty to withhold funds for stop payment notices by refusing to release funds held in escrow pursuant to public receipt of a release of stop payment notice executed by a stop payment notice claimant, a stop payment notice release bond, an order of a court of competent jurisdiction, or other evidence satisfactory to OCSD that the CONTRACTOR has resolved such claim by settlement. EXA-5 PAYMENT TO SUBCONTRACTORS Requirements 1. The CONTRACTOR shall pay all Subcontractors for and on account of Work performed by such Subcontractors, not later than seven (7) days after receipt of each progress payment as required by the California Business and Professions Code §7108.5. Such payments to Subcontractors shall be based on the measurements and estimates made pursuant to article progress payments provided herein. 2. Except as specifically provided by law, the CONTRACTOR shall pay all Subcontractors any and all retention due and owing for and on account of Work performed by such Subcontractors not later than seven (7)days after CONTRACTOR'S receipt of said retention proceeds from OCSD as required by the California Public Contract Code§7107. EXA-6 PAYMENT OF TAXES Unless otherwise specifically provided in this Contract, the Contract Price includes full compensation to the CONTRACTOR for all taxes. The CONTRACTOR shall pay all federal, state, and local taxes, and duties applicable to and assessable against any Work, including but not limited to retail sales and use, transportation, export, import, business, and special taxes. The CONTRACTOR shall ascertain and pay the taxes when due. The CONTRACTOR will maintain auditable records, subject to OCSD reviews, confirming that tax payments are current at all times. CONFORMED C-EXA-080414 PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 3 of 8 EXA-7 FINAL PAYMENT After Final Acceptance of the Work, as more particularly set forth in the General Conditions, "Final Acceptance and Final Completion", and after Resolution of the Board authorizing final payment and satisfaction of the requirements as more particularly set forth in General Conditions—"Final Payment", a final payment will be made as follows: 1. Prior to Final Acceptance, the CONTRACTOR shall prepare and submit an application for Final Payment to OCSD, including: a. The proposed total amount due the CONTRACTOR, segregated by items on the payment schedule, amendments, Change Orders, and other bases for payment; b. Deductions for prior progress payments; c. Amounts retained; d. A conditional waiver and release on final payment for each Subcontractor(per Civil Code Section 8136); e. A conditional waiver and release on final payment on behalf of the CONTRACTOR (per Civil Code Section 8136); f. List of Claims the CONTRACTOR intends to file at that time or a statement that no Claims will be filed, g. List of pending unsettled claims, stating claimed amounts, and copies of any and all complaints and/or demands for arbitration received by the CONTRACTOR; and h. For each and every claim that resulted in litigation or arbitration which the CONTRACTOR has settled, a conformed copy of the Request for Dismissal with prejudice or other satisfactory evidence the arbitration is resolved. 2. The application for Final Payment shall include complete and legally effective releases or waivers of liens and stop payment notices satisfactory to OCSD, arising out of or filed in connection with the Work. Prior progress payments shall be subject to correction in OCSD's review of the application for Final Payment. Claims filed with the application for Final Payment must be otherwise timely under the Contract and applicable law. 3. Within a reasonable time, OCSD will review the CONTRACTOR'S application for Final Payment. Any recommended changes or corrections will then be forwarded to the CONTRACTOR. Within ten (10) calendar days after receipt of recommended changes from OCSD, the CONTRACTOR will make the changes, or list Claims that will be filed as a result of the changes, and shall submit the revised application for Final Payment. Upon C-EXA-080414 CONFORMED PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 4 of 8 acceptance by OCSD, the revised application for Final Payment will become the approved application for Final Payment. 4. If no Claims have been filed with the initial or any revised application for Final Payment, and no Claims remain unsettled within thirty-five (35) calendar days after Final Acceptance of the Work by OCSD, and agreements are reached on all issues regarding the application for Final Payment, OCSD, in exchange for an executed release, satisfactory in form and substance to OCSD, will pay the entire sum found due on the approved application for Final Payment, including the amount, if any, allowed on settled Claims. 5. The release from the CONTRACTOR shall be from any and all Claims arising under the Contract, except for Claims that with the concurrence of OCSD are specifically reserved, and shall release and waive all unreserved Claims against OCSD and its officers, directors, employees and authorized representatives. The release shall be accompanied by a certification by the CONTRACTOR that: a. It has resolved all Subcontractors, Suppliers and other Claims that are related to the settled Claims included in the Final Payment; b. It has no reason to believe that any party has a valid claim against the CONTRACTOR or OCSD which has not been communicated in writing by the CONTRACTOR to OCSD as of the date of the certificate; c. All warranties are in full force and effect, and; d. The releases and the warranties shall survive Final Payment. 6. If any claims remain open, OCSD may make Final Payment subject to resolution of those claims. OCSD may withhold from the Final Payment an amount not to exceed one hundred fifty percent (150%) of the sum of the amounts of the open claims, and one hundred twenty-five percent (125%) of the amounts of open stop payment notices referred to in article entitled stop payment notices herein. 7. The CONTRACTOR shall provide an unconditional waiver and release on final payment from each Subcontractor and Supplier providing Work under the Contract(per Civil Code Section 8138) and an unconditional waiver and release on final payment on behalf of the CONTRACTOR (per Civil Code Section 8138)within thirty (30)days of receipt of Final Payment. EXA-8 DISCOVERY OF DEFICIENCIES BEFORE AND AFTER FINAL PAYMENT Notwithstanding OCSD's acceptance of the application for Final Payment and irrespective of whether it is before or after Final Payment has been made, OCSD shall not be precluded from subsequently showing that: 1. The true and correct amount payable for the Work is different from that previously accepted; CONFORMED C-EXA-080414 PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 5 of 8 2. The previously-accepted Work did not in fact conform to the Contract requirements, or; 3. A previous payment or portion thereof for Work was improperly made. OCSD also shall not be stopped from demanding and recovering damages from the CONTRACTOR, as appropriate, under any of the foregoing circumstances as permitted under the Contract or applicable law. C-EXA-080414 CONFORMED PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 6 of 8 ATTACHMENT 1 —CERTIFICATION FOR REQUEST FOR PAYMENT I hereby certify under penalty of perjury as follows: That the claim for payment is in all respects true, correct; that the services mentioned herein were actually rendered and/or supplies delivered to OCSD in accordance with the Contract. I understand that it is a violation of both the federal and California False Claims Ads to knowingly present or cause to be presented to OCSD a false claim for payment or approval. A claim includes a demand or request for money. It is also a violation of the False Claims Acts to knowingly make use of a false record or statement to get a false claim paid. The term "knowingly" includes either actual knowledge of the information, deliberate ignorance of the truth or falsity of the information, or reckless disregard for the truth or falsity of the information. Proof of specific intent to defraud is not necessary under the False Claims Acts. I understand that the penalties under the Federal False Claims Ad and State of California False Claims Act are non-exclusive, and are in addition to any other remedies which OCSD may have either under contract or law. I hereby further certify, to the best of my knowledge and belief, that: 1. The amounts requested are only for performance in accordance with the Specifications, terms, and conditions of the Contract; 2. Payments to Subcontractors and Suppliers have been made from previous payments received under the Contract, and timely payments will be made from the proceeds of the payment covered by this certification; 3. This request for progress payments does not include any amounts which the prime CONTRACTOR intends to withhold or retain from a Subcontractor or Supplier in accordance with the terms and conditions of the subcontract; and 4. This certification is not to be construed as Final Acceptance of a Subcontractors performance. Name Title Dale CONFORMED C-EXA-080414 PROJECT NO. FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 7 of 8 ATTACHMENT 2—SCHEDULE OF PRICES See next pages from the Bid Submittal Forms (Engineering/Remediation Resources Group, Inc.): BF-14 Schedule of Prices, Pages 1-2 C-EXA-080414 CONFORMED PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 8 of 8 Bid Submitted By: Engineerina/Remediation Resources Group, Inc. (Name of Form) BF-14 SCHEDULE OF PRICES INSTRUCTIONS A. General For Unit Prices, it is understood that the following quantities are approximate only and are solely for the purpose of estimating the comparison of Bids, and that the actual value of Work will be computed based upon the actual quantities in the completed Work,whether they be more or less than those shown. CONTRACTOR's compensation for the Work under the Contract Documents will be computed based upon the lump sum amount of the Contract at time of award, plus any additional or deleted costs approved by OCSD via approved Change Orders, pursuant to the Contract Documents. Bidder shall separately price and accurately reflect costs associated with each line item, leaving no blanks. Any and all modifications to the Bid must be initialed by an authorized representative of the Bidder in accordance with the Instructions to Bidders, Preparation of Bid. Bidders are reminded of Instruction to Bidders, Discrepancy in Bid Items,which, in summary, provides that the total price for each item shall be based on the Unit Price listed for each item multiplied by the quantity;and the correct Total Price for each item shall be totaled to determine the Total Amount of Bid. All applicable costs including overhead and profit shall be reflected in the respective unit costs and the TOTAL AMOUNT OF BID. The Bid Price shall include all costs to complete the Work, including profit.overhead, etc., unless otherwise specified in the Contract Documents. All applicable sales taxes, state and/or federal, and any other special taxes, patent rights or royalties shall be included in the prices quoted in this Bid. B. Basis of Award AWARD OF THE CONTRACT WILL BE MADE ON THE BASIS OF THE LOWEST RESPONSIVE AND RESPONSIBLE BID. Note 1: Base Bid. Includes all costs necessary to furnish all labor, materials, equipment and services for the construction of the Project per the Contract Documents. BF-14 SCHEDULE OF PRICES C-BF-121817 PROJECT NO.FE14415R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 1 of 2 Bid Submitted By: Engineering/Remediation Resources Group,Inc. (Name of Firm) EXHIBIT A SCHEDULE OF PRICES BASE BID ITEMS (Refer to Note 1 in the Instmctions): Item Description Unit of Approx Unit Price Extended Price No. Measurement Dry 1. Mobilization, initial progress payment for all fees, labor, materials, and equipment required for mobilization, in accordance with Specifications Lump Sum 1 35,000 Section 01155 Measurement and Payment and in wnfornance with the Contract Documents for the lump sum price of... 2. Furnish all labor, materials, and equipment required for Disposal of Excavated Soil, except for the Work specified in Bid Item No. 1, in accordance with Specifications Section 01155 Measurement and Payment Lump Sum 1 123,994 = $ 123,994 and in conformance with the Contract Documents for the lump sum price of... 3. Furnish all labor, materials,and equipment necessary for sheeting,shoring, and brecing required for the Project,except for Work specified in Bid Item Nos. 1 and 2, in accordance with Specifications Section 01155 Lump Sum 1 2 = E 25,910 Measurement and Payment and in conformance with the Contract Documents for the lump sum price of..." 4. Furnish all labor, materials,and equipment necessary for the completion of I the Contract Work, except for the Work specified in Bid Item Nos. 1, 2,and 3 in accordance with Specifications Section 01155 Measurement and Lump Sum 1 463,771 ' _ $ 463,771 Payment and in conformance with the Contract Documents,for the lump sum price of... TOTAL AMOUNT OF BID (BASIS OF AWARD) $ 648,675 BF-14 SCHEDULE OF PRICES G-BF-121817 ADDENDUM NO.2 PROJECT NO.FE14-05R PLANT NO. 1 FLEET SERVICES UST LEAK REMEDIATION Page 2 of 2 OPERATIONS COMMITTEE Melting D310 TOBE.Of Dir. 01/16/19 O1/23/19 AGENDA REPORT Item Item Number 3 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Assistant General Manager SUBJECT: SEWER RELOCATION AGREEMENT WITH SANTA ANA DEVELOPMENT PARTNERS, LP GENERAL MANAGER'S RECOMMENDATION A. Approve a Sewer Relocation Agreement with Santa Ana Development Partners, LP for the segment relocation of the Orange County Sanitation District West Trunk Bypass Sewer within the property located at 2114 East First Street, Santa Ana; and B. Authorize the General Manager to execute easement documents per the Sewer Relocation Agreement in a form approved by General Counsel. BACKGROUND The Orange County Sanitation District(Sanitation District)owns, operates, and maintains a trunk sewer that is routed through the property located at 2114 East First Street in Santa Ana. This sewer conveys wastewater from the City of Santa Ana to the Sanitation District's West Trunk Bypass Sewer and eventually to Sanitation District Plant No. 1. The West Trunk Bypass Sewer was placed into service in 1965. RELEVANT STANDARDS • Maintain collaborative and cooperative relationships with regulators, stakeholders, and neighboring communities • Protect Orange County Sanitation District assets • Operate and maintain facilities to minimize impacts on surrounding communities, including odor, noise, and lighting PROBLEM Santa Ana Development Partners, LP (Developer), consisting of AMG and Associates as managing member of the development partnership, plans to expand its site and construct 552 affordable residential units and 10,000 square feet of retail space as part of the First Point Project. The new buildings will be directly over the Sanitation District's trunk sewer and easement, making the Sanitation District's facilities inaccessible. Page 1 of 3 PROPOSED SOLUTION Developer will design and construct a new sewer per Sanitation District standards, in a new alignment outside of the proposed building footprint. Developer will abandon the existing sewer and grant new easements that correspond with the new sewer location at no cost to the Sanitation District. The Sanitation District will then accept and record the new easements and quitclaim portions of the existing easement. TIMING CONCERNS Sewer Relocation Agreement must be executed prior to construction. Developer is scheduled to begin construction of sewer relocation in February 2019. RAMIFICATIONS OF NOT TAKING ACTION Delay in Developer's improvement project. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION A portion of the relocated sewer will be located on Developer's westerly neighbor's property. Developer will coordinate and guarantee the coordination and execution of a new easement in favor of the Sanitation District. The Sanitation District established the West Trunk Bypass Sewer Realignment, Project No. FE18-08, to track Sanitation District expenses for reimbursement by Developer. CEQA Sanitation District Project No. FE18-08 and the First Point Project proposed by AMG & Associates are considered part of the same project for CEQA purposes. The Sanitation District is a responsible agency for this project because it has discretionary approval authority over the West Trunk Sewer Relocation and, by extension,the First Point Project. The First Point Project and sewer relocation are located within the City of Santa Ana's Metro East Mixed Use Overlay Zone (MEMU Overlay). The City of Santa Ana previously prepared a Program EIR forthe MEMU Overlay(the"MEMU EIR;' SCH No. 2006031041) that evaluated the environmental effects of future projects occurring in the MEMU Overlay. As the CEQA lead agency for this project, the City of Santa Ana has determined that the environmental effects of the First Point Project and sewer relocation were adequately evaluated in the MEMU EIR and no further environmental documents are required pursuant to CEQA Guidelines Sections 15162 and 15168. Page 2 of 3 Sanitation District staff and General Counsel have reviewed the MEMU EIR and agree with the lead agency's conclusion that the environmental effects of the First Point Project and West Trunk Sewer Bypass Relocation were covered in the MEMU EIR. The Sanitation District may therefore approve the sewer relocation without performing additional environmental review. A Notice of Determination will be filed with the OC Clerk-Recorder office after Board approval of this agenda report. FINANCIAL CONSIDERATIONS Developer is responsible for payment of Sanitation District's standard plan check and inspection fees and all costs to relocate the sewer. ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (wwwocsd.com) with the complete agenda package: • Sewer Relocation Agreement • Draft Easement — Attachment 1 of Agreement (to be executed only after completion and connection of new sewer construction) • Draft Quitclaim—Attachment 2 of Agreement(to be executed only after completion and connection of new sewer construction) • Draft Easement — Attachment 3 of Agreement (to be executed only after completion and connection of new sewer construction) RD:sa:gc Page 3 of 3 SEWER RELOCATION AGREEMENT BETWEEN ORANGE COUNTY SANITATION DISTRICT AND SANTA ANA DEVELOPMENT PARTNERS,LP OCSD Project No. FE18-08 THIS SEWER RELOCATION AGREEMENT("Agreement") is made and entered into as of the day of 2019, by and between ORANGE COUNTY SANITATION DISTRICT, a County Sanitation District("District') and SANTA ANA DEVELOPMENT PARTNERS, LP, a California Limited Partnership ("Developer"). District and Developer are sometimes hereinafter individually referred to as "Party" and collectively referred to as "Parties." RECITALS WHEREAS, District is a duly organized County Sanitation District existing pursuant to the County Sanitation District Act,California Health and Safety Code Sections 4700 et seq.,providing for the ownership, operation and maintenance of wastewater collection,treatment and disposal facilities within Orange County, California; and WHEREAS,Santa Ana Development Partners,LP is a California Limited Partnership duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted;and WHEREAS, District owns, operates and maintains a 12-inch vitrified clay pipe trunk sewer and related appurtenances ("Sewer") beneath property owned by Broomell Commercial Properties, L.P., a California Limited Partnership("Property"); and WHEREAS, Developer is party to that certain Ground Lease Option Agreement and Joint Escrow Instructions dated as of April 7, 2016, by and between Broomell Commercial Properties, L.P, as optionor, and Developer, as optionee. Developer will have executed said Option Agreement on or before November 15, 2018. WHEREAS, Developer has the right to enter, execute and perform the duties required within this Agreement. WHEREAS,District is the grantee of an easement for the Sewer that was recorded as Instrument No. 13558, Book 7597, Page 168 in the Official Records of Orange County, CA on July 16, 1965 ("Existing Easement');and WHEREAS,the Sewer is presently located within the area described in the Existing Easement; and WHEREAS, Developer is planning to construct 552 affordable residential units and 10,000 square feet of retail space within two (2) 6-story Podium Buildings and associated site improvements ("Project") within the Property and in order to carry out such construction as presently designed,an additional portion of the Sewer, identified by the District as sewer segments beginning at manhole #RED0120-0470, as the southern limit, to manhole #RED0120-0480, as the northern limit, will need to be relocated ("Relocated Reach");and WHEREAS, District is willing to have the Sewer relocated provided that Developer constructs a replacement line for the Relocated Reach ("New Reach") to the District's design and construction requirements and standards and the District receives a 23-foot wide permanent easement in the area in which the New Reach is located upon completion of the New Reach; and m370177.m WHEREAS, District is further willing to quitclaim that portion of the Existing Easement covering the Relocated Reach at such time as the New Reach is completed and connected and District has recorded easements for the area of the New Reach; and WHEREAS, Developer has agreed to be responsible for the design and construction of the New Reach, subject to the design and construction standards, approval, and inspection process of the District as hereinafter set forth; and WHEREAS,Developer has agreed to be responsible for the abandonment in place and/or removal of the Relocated Reach and agrees to indemnify,defend,and hold the District harmless for any subsequent injury or damage resulting from the abandonment and/or removal of the Relocated Reach; and WHEREAS,Developer has agreed to reimburse the District for all costs associated with the review and approval by the District of the design and construction of the New Reach in accordance with the District's applicable fully burdened labor rates. AGREEMENT NOW THEREFORE, in consideration of the mutual promises set forth herein, the Parties agree as follows: SECTION 1. RECITALS The Recitals above are deemed true and correct, are hereby incorporated in this Section as though fully set forth herein, and each Parry to this Agreement acknowledges and agrees that they are bound by the same. SECTION 2. ELEMENTS OF AGREEMENT Developer and District shall work cooperatively together so the New Reach may be constructed as efficiently as possible and in compliance with the District's design and construction requirements and standards for sanitary sewers. The specific terms and conditions governing the elements of this Agreement me set forth below. SECTION 3. SPECIFIC OBLIGATIONS OF DEVELOPER A. Developer shall enter into, administer contracts, and assume full responsibility for the design and construction services necessary to design and construct the New Reach. 1. Developer shall pay, and shall require any contractor, subcontractor, or subconsultant hired in connection with this Agreement to pay, all workers employed on the construction of the New Reach the applicable prevailing wage rate,as determined by the California Director of Industrial Relations,of per diem wages and the general prevailing rate,including for legal holiday and overtime work,in the locality in which the work is to be performed for each craft or type of work needed to execute this Agreement. Developer shall maintain accurate payroll records for the duration of construction of the New Reach and shall provide to District upon request. 2. Developer shall select a general contractor("Contractor") that has completed at least two(2) pipeline projects within the last five(5)years with a public owner and involving the construction of vitreous clay pipe(VCP)gravity pipelines of at least 1,000 linear feet for pipe sizes ranging from 12 to 36 inches in diameter. Developer shall submit Contractor's qualifications to the District for District's approval before the Contractor's services are retained. B. Developer shall deliver to District an Easement Deed granting the District a 23-foot-wide permanent easement over and through the New Reach for sanitary sewer use,operation,inspection,maintenance,repair, 1370177.1 and replacement purposes("New Easement"). The Easement Deed shall be signed by the fee simple owner of the property, Broomell Commercial Properties, L.P., and to the satisfaction of OCSD legal counsel. OCSD shall record the Easement Deed following completion of the New Reach as outlined in Section 4 below. A proposed copy of the New Easement is attached to this Agreement as "Attachment 1" and is incorporated herein by reference. Concurrent with the recording of the New Easement following completion of the New Reach, OCSD shall sign, deliver, and record a Quitclaim Deed ("Quitclaim Deed") that extinguishes OCSD's rights to the Existing Easement. A proposed copy of the Quitclaim Deed is attached to this Agreement as"Attachment 2"and is incorporated herein by reference. C. Developer shall submit the New Reach design and construction documents to the District for review and approval by the District's Director of Engineering. The drawings and specifications shall meet District's design standards and technical requirements. District shall complete its review of such drawings and specifications within thirty(30)days of receipt thereof and shall not unreasonably withhold its approval of the design and construction documents. D. Developer shall be responsible for procuring all necessary approvals for construction of the "Project"from the City of Santa Ana("City")and any other governmental agency withjurisdiction over the Project, as well as any other approvals for the New Reach required by the City or any other reviewing agency,if any. E. Construction of the New Reach shall be subject to the District's inspection requirements and Developer shall implement, at no cost to the District, field changes should such inspections reveal any changes that,in the reasonable opinion of the District,are necessary to bring the New Reach to the standards of District. F. A small portion of the New Reach is located on the adjacent westerly neighbor's property located at 2020 East First Street and currently identified as 2020 EAST FIRST ST,LLC. Developer will guarantee coordination and execution of a new easement ("Adjacent Easement") in favor of the District with 2020 EAST FIRST ST,LLC and/or its successors according to the New Reach easement requirements established in this Agreement. Before initiating any construction activities under this Agreement, Developer shall deliver to the District, and the District shall record, a fully executed Easement Deed that conveys the Adjacent Easement to the District. A proposed copy of said Easement Deed is attached to this Agreement as"Attachment 3"and is incorporated herein by reference. G. Following construction of the New Reach and decommissioning of the Relocated Reach,Developer shall abandon in place and/or remove the Relocated Reach in accordance with the requirements of District. H. Developer shall require Contractor to deliver to Developer a one (1) year warranty on the New Reach, including the point of connection from the Relocated Reach to the New Reach. Developer shall assign to the District, and the District shall accept, such warranty upon the completion of the New Reach and after the New Easement and Adjacent Easement have been recorded by the District. Such warranty shall read substantially as follows: Contractor warrants for a period of one(1)year from the date of final acceptance of the work by District that Contractor shall repair or remove and replace any work, together with any other work which may be displaced in so doing,that is found to be defective in workmanship and/or materials without any expense to District or its assigns, ordinary wear and tear excepted. If Contractor fails to initiate repairs or other work covered by this warranty within one(1)week after being notified in writing,District or its assigns are authorized to proceed to have the defects remedied at Contractor's sole expense. Contractor shall pay the cost and charges thereof immediately on demand. If, in the opinion of District or its assigns, 139a O1.1 defective work detected during the warranty period creates a dangerous condition or otherwise requires immediate correction or modification to prevent further loss to District or its assigns or to prevent interruption of District's or its assigns'operations, District or its assigns shall be authorized to repair the condition without prior notice to the Contractor and Contractor shall pay the cost and charges thereof to District immediately upon demand. Contractors obligations under this section are in addition to Contractors other express or implied assurances under any agreement with Developer and/or applicable law, and in no way diminishes any other rights that District or its assigns may have against Contractor for faulty materials, equipment, or work. Contractor agrees that this warranty shall be freely assignable to District without any further notice to or consent from Contractor. I. Developer shall assign the warranty referred to in Section 3.H above to District without recourse within ten(10)days after the issuance of the warranty by Contractor. J. Developer shall furnish and deliver to District all record drawings of the New Reach,within 60 days after District's acceptance of the New Reach,at no cost to District. SECTION 4. SPECIFIC OBLIGATIONS OF DISTRICT A. District shall plan check designs for the New Reach and related work in accordance with its established procedures. B. District shall inspect construction of the New Reach as it deems necessary to ensure compliance with the approved drawings and specifications for the New Reach. District shall promptly notify Developer and Contractor if any portion of the work appears not to conform to the approved construction documents or District standards and shall work with Contractor to ensue construction of the New Reach is brought into compliance with District requirements. C. Once completed, District shall formally accept the New Reach as soon as practicable in accordance with its process for accepting facilities constructed by others, and thereafter maintain and repair the New Reach as more particularly described in the Existing Easement. D. District shall promptly sign and record the Quitclaim Deed after completion and acceptance of the New Reach and concurrently with District's recording of the New Easement and Adjacent Easement SECTION 5. INSURANCE Developer shall require Contractor to maintain insurance of the type and in the amounts set forth below during all times Contractor or its employees, agents and subcontractors are on the Property and/or performing activities under this Agreement. Developer shall require that insurers be authorized to transact business in the State of California and that insurers have an "A-", or better, Policyholder 's Rating, and a Financial Rating of at least Class V1II, or better,in accordance with the most current A.M. Best Rating Guide. Developer shall require Contractor to deliver to District a certificate of insurance evidencing the coverage required hereby. Said policies and endorsements shall conform to the requirements herein stated. Developer shall require that general liability and automobile liability policies be endorsed to name District as additional insured using endorsement forms that are acceptable to District. Developer shall require that the insurance policy required herein be endorsed to state that coverage shall not be cancelled, except after 1370177.1 thirty(30)calendar days'written notice to District. Developer shall require Contractor to carry coverage in at least the following amounts: A. General Liability. $2,000,000 per occurrence for bodily injury, personal injury, and property damage and $4,000,000 aggregate for bodily injury, personal injury, and property damage. B. Automobile Liability. $2,000,000 combined single limit per accident for bodily injury and property damage,including non-owned and hired vehicles. C. Workers'Compensation. Workers Compensation, in accordance with the Workers' Compensation Act of the State of California as required by statute and Employer's Liability for a minimum of$1,000,000 or such minimum limits as the required by the State,whichever is greater. Such Workers'Compensation Insurance shall be endorsed to provide for a waiver of subrogation against District using a form that is acceptable to District. SECTION 6. INDEMNITY Developer hereby agrees to indemnify, defend, save and hold District, and the District's agents, officers, employees, and representatives harmless from, and against, all losses, costs, expenses, claims, causes of action,and damages suffered or incurred by any of them,which may arise from,pertain to,or relate to,the negligent acts or omissions, recklessness, or willful misconduct of Developer or Developer's employees, agents,or representatives in connection with the exercise of the rights granted in this Agreement. Developer further agrees to indemnify, defend, save and hold District, and the District's agents, officers,employees,and representatives harmless from,and against, all losses,costs,expenses,claims, causes of action, and damages which may arise from,pertain to, or relate to, the abandonment in place and/or removal of the Relocated Reach. SECTION 7. TERM This Agreement shall remain in full force and effect for a year after District accepts the New Reach,unless and until sooner terminated in writing by both Parties. SECTION 8. NOTICES All notices or other communications required or permitted hereunder shall be in writing and shall be personally delivered or sent by registered or certified mail, postage prepaid, return receipt requested, delivered or sent by recognized overnight courier and shall be deemed received upon the earlier of (i)the date of delivery to the address of the person to receive such notice if delivered personally or by messenger or overnight courier;or(ii)three(3)business days after the date of posting by the United States Post Office if by mail. Notices or other communications shall be addressed as follows: To District: Orange County Sanitation District 10844 Ellis Avenue Fountain Valley,CA 92708-8127 Attention:James D. Herberg,General Manager 1370177.1 To Developer: Santa Ana Development Partners LP,a California Limited Partnership 430 E State Street, Suite 100 Eagle,ID 83616 Attention: Caleb Roope,General Partner SECTION 9. JURISDICTION In the event of a dispute regarding performance or interpretation of this Agreement,the venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of California for Orange County. SECTION 10. NO THIRD PARTY BENEFICIARIES This Agreement is entered into by and for the District and Developer, and nothing herein is intended to establish rights or interests in individuals or entities not a party hereto. SECTION 11. FORCE MAJEURE Except for the payment of money,neither Party shall be liable for any delays or other non-performance of this Agreement for the period that such delay or non-perfomumce is the result of circumstances or causes beyond its reasonable control, including without limitation,fire,Act of God, strike or labor dispute,war or other violence, acts of third-parties, or any law, order, or requirement of any governmental agency or authority. SECTION 12. GOVERNING LAW This Agreement shall be governed by the laws of the State of California. Venue shall be in Orange County, California. SECTION 13. ENTIRE AGREEMENT This Agreement constitutes the entire understanding and agreement between the Parties and supersedes all previous negotiations and agreements between the Parties pertaining to the subject matter hereof. SECTION 14. WAIVER A waiver of a breach of the covenants,conditions or obligations under this Agreement by either Party shall not be construed as a waiver of any succeeding breach of the same or other covenants, conditions or obligations of this Agreement. SECTION 15. AMENDMENTS This Agreement may be modified or amended only by a written document executed by both District and Developer. SECTION 16. SEVERABILITY If any term or portion of this Agreement is held to be invalid,illegal,or otherwise unenforceable by a court of competentjurisdiction,the remaining provisions of this Agreement shall continue in full force and effect. 1370177.1 SECTION 17. AGREEMENT EXECUTION AND AUTHORIZATION Each of the undersigned represents and warrants that they are duly authorized to execute and deliver this Agreement and that such execution is binding upon the entity on whose behalf they are executing this Agreement. IN WITNESS WHEREOF,the Parties hereto have caused this Agreement to be executed as of the day and year first above written. DEVELOPER: DISTRICT: SANTA ANA DEVELOPMENT ORANGE COUNTY SANITATION PARTNERS, LP, DISTRICT, a California Limited Partnership a public agency By: By: David John Shawver Name: Board Chairman Title: Date: By: Kelly A. Lore, MMC Clerk of the Board Date: APPROVED AS TO FORM: By: Bradley R. Hogin General Counsel Date: 1370177.1 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO, Orange County Sanitation District Attn:Clerk of the Board 10844 Ellis Avenue Fountain Valley,California 92708 SPACE ABOVE THIS LINE FOR RECORDER'S USE Documentary Transfer Tax Exempt Under Revenue And Taxation Code Section 11922 Recording Fee Exempt Under Government Code Section 6103 EASEMENT DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, SANTA ANA DEVELOPMENT PARTNERS, LP, a California Limited Partnership ("Grantor"), does hereby GRANT and CONVEY to the ORANGE COUNTY SANITATION DISTRICT, a public agency ("Grantee"), a perpetual easement and right of way in, over, thr ugh, upon, along, and under that certain real property situated in the City of Santa Ana, Cou Orange, State of Califomia, as described in Instmment No. 200900478066 of the Offici rds of Orange County and in the Legal Description attached hereto and incorporated e' as Ex 1 its"A"and`B "for the purpose of constructing, maintaining, operating, and repla public se or sewers and appurtenances. For the purposes set forth herein, the Grant offi ployees, eats, licensees, successors and assigns (collectively, "Grantee Pon all ' es have the right and privilege of access to the premises hereinabove de The ra o i ffrcers, employees, agents, licensees, successors, and assigns (collec b y, "G for s y agree to place no structures upon, in, under, or above the �se a un sonabl interfere with Grantee's access to the premises or to any pu r ew s w a ces located in,on,along,or under the premises. Grantor Parties further ee tha a e Pant all not be responsible in any way for repairs or replacement of any prop local n premises that may be damaged or destroyed as a result of Grantee Parties' use of t ease t. This grant of easement and It -way shall be binding upon the heirs, successors, administrators and assigns of Grantor. The undersigned represents and warrants that he or she is duly authorized to execute this Easement Deed on behalf of Grantor and that such execution is binding upon Grantor. IN WITNESS WHEREOF, Grantor has executed this Grant Deed as of the date set forth below. Dated: 20 SANTA ANA DEVELOPMENT PARTNERS,LP, a California Limited Partnership ATTEST: By: By: Name: Name: Title: Title: 1 1370183.1 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness,accuracy,or validity of that document. STATE OF CALIFORNIA ) COUNTY OF ORANGE ) 1. On , before me, Notary Public, personally appeared , proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s)on the instrument the pemon(s),or the entity upon behalf of which the person(s)acted, executed the instrument. 2. I certify UNDER PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. 3. WITNESS my hand and official seal. O ota 2 1370183.1 EXHIBITS "A"AND "B" LEGAL DESCRIPTION OF EASEMENT AREA SEE ATTACHED O 3 1370183.1 EXHIBIT 'A* SHEET 1 OF 1 LEGAL DESCRIPTION FOR ORANGE COUNTY SANITATION DISTRICT EASEMENT FIRST POINT TRUNK SEWER REALIGNMENT OCSO PROJECT NO. ___ T-T E T-I -- :EL F L IT. -TE I THE IT F -'.T= - = 'T F ='. .E. 74E 'lF -UF 1- {I'. TH-T TI F L T F THE T-FF T TI T'- T -E - E T I - E F I ELL- E E F L ELE T I'. THE FF1E "F THE -'. E T E E E I E I - T EE T '.'ELL 'E I-L E TIE, L - -LIF I- LI 'ITE - T E HI E E - IL - I T 'E T F FFl 1-1- E . F -1 '.T . E I E - . F LL - EL - E I -T THE THE- T E F -1 L T THE E E TE L -L THE NORTH LINE F -1 L T TH - - I E T - 'I T- E F FEET T - I' T THE THE L L -Tl . F THE .,E. T LI F F -1 1 . T '.E' T ;c0 CF OFFICIAL E F -1 T THE E -L -1 _E T LI E THE L L -TI THE E. F. SOJTH _';9'18" WEST. A I T- E F FEEF T THE T E I T F E I I- THE E -L -1 E T LI E TH E T. - I. T-' E F 15 FEET TO A POINT ON THE THE-L U E F - F T E- E E T {I EL H ON GRANT OF E- E.'E'T E E L TH I'. 1 - E F FFl 1=1_ RECORDS OF SAID T THE . E -L -1 THE L LI E TH "51' 10EST, A -1 _T- :-E OF !2.47 FEET; THE -'-E LE- 1 -1 THE L LI E TH E=ST. A I T-,'.E OF 131.41 FEEL THE E TH - E- T - I T-NCE - F FEET TO _ I T THE THERL, LINE '.F I T E T I 4F OFFI I-L -E _ OF -1 T THE E -L -1 THE L LI E NOR1H 89'41'28" WEST, A I T-' .:E uF 23.0';i FEET TO THE T E I T F E I I .d `.T-1 I' - E FEET 'E OR LESS. Vc E _ TI L- L H E-CHI-1T H ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF. SUBJECT T ALL .ANTS. RIGHTS, RESERVATIDNS, RIGHTS-DF-WAY AN.) EASEMENTS OF RECORD, IF ANY, PREPARED BY ORUNDER THE DIRECTION OF: ` Lµp 92970 2 CJ'i.$ S. 9297 '90 DAME P. UCDOUGALL L.S. 9797 ]ATE 0 4 1370183.1 EXHIBIT "B" SHEET 1 OF 1 SCALE 1" - 40' SKETCH TO ACCOMPANY A LEGAL DESCRIPTION FOR ORANGE COUNTY SANITATION DISTRICT EASEMENT FIRST POINT TRUNK SEWER REALIGNMENT Z L4 OCSD PROJECT NO. =Ij 0 f) 1 ST STREET N'LY PROLONGATION OF THE W. LINE r OF INST. NO. 2009000478066 O.R. ^n NE. CORNER OF :., N89'4"281P 417,75' LOT D T.P.0.8. 6f: 7781 P(= 4& C.P. n i 1489'41'28W 23.DO' i N. LINE OF INST. NO. y 2009000478066 O.R. Z6 O Q ZO W O¢ LLr m o �d PARM m n z -� •A•EIiF LL =m N 9,179 SF. W o 0 I � wo ��p �rou) ,Ag gq ,,ST NO. 2009000,178066 0 R o I'- P :' F E - .i F �n E+ E^E-T E E - E T E R L-ME'. 2 E E - -E 'ET E- E E T - - EL IN E-. E E -.T F F ENW L E 1> �'37. E T -E R.L9uED PER E--TE ^E T 5 1370183.1 CERTIFICATE OF ACCEPTANCE This is to certify that the interest in real property conveyed by the deed or grant dated 20 , from Santa Ana Development Partners, LP, a California Limited Partnership,to Orange County Sanitation District,a public agency, is hereby accepted by order of the Board of Directors of the Orange County Sanitation District,pursuant to the authority conferred by resolution of the Board of Directors of the Orange County Sanitation District adopted on , 20 , and the Orange County Sanitation District consents to recordation thereof by its duly authorized officer. ORANGE COUNTY SANITATION DISTRICT, ATTEST: a public agency B By: y: elly A. Lore,MMC Name: erk of the Board Title: APPR D AS TO FORM: Bradley R. Hogin OGeneral Counsel 6 1370183.1 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO, Santa Ana Development Partners,LP Attn:Caleb Roope 430 E.State St.,Suite 100 Eagle,Idaho 83616 SPACE ABOVE THIS LINE FOR RECORDER'S USE Documentary Transfer Tax Exempt Under Revenue And Taxation Code Section 11922 Recording Fee Exempt Under Government Code Section 6103 QUITCLAIM DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, ORANGE COUNTY SANITATION DISTRICT, a public agency (hereinafter "OCSD"), does hereby REMISE, RELEASE and FOREVER QUITCLAIM to SANTA ANA DEVELOPMENT PARTNERS, LP, a California Limited Partnership, all of OCSD's rights, title and interests in the easement for public sewer purposes obtained by grant of e e or, recorded as Instrument No. 13558 in Book 7597, Page 168 of the Official Records e County on July 16, 1965, and lying within that certain real property situated in the San na, County of Orange, State of California,as described in Instrument No. 200900 6 of the O ial Records of Orange County and in the Legal Description attached hereto d in or herei Exhibits "A"and`B." The undersigned represents and warr is I he my authorized to execute this Easement Deed on behalf of Grantor and t ec n upon Grantor. IN WITNESS WHERE O S as ute is Qui aim Deed as of the date set forth below. Dated: 2 ORANGE COUNTY SANITATION DISTRICT, ATTEST: a public agency B By: y: Kelly A. Lore,MMC Name: Clerk of the Board Title: APPROVED AS TO FORM: By: Bradley R. Begin General Counsel 1370188.1 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness,accuracy,or validity of that document. STATE OF CALIFORNIA ) COUNTY OF ORANGE ) 1. On before me, Notary Public, personally appeared proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s)on the instrument the person(s),or the entity upon behalf of which the person(s)acted, executed the instrument. 2. I certify UNDER PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. 3. WITNESS my hand and official seal. Not c O 1370188.1 EXHIBITS "A"AND "B" LEGAL DESCRIPTION OF EASEMENT AREA SEE ATTACHED O 1370188.1 EXHIBIT 'A' SHEET T OF I LEGAL DESCRIPTION FOR QUITCLAIM OF ORANGE COUNTY SANITATION DISTRICT EASEMENT FIRST POINT TRUNK SEWER REALIGNMENT OCSO PROJECT NO- ___ TH E TI F L T T-FF - T TF T - T I THE TTi OF SANTA ANA. T F E T-TE F -LIF I- E - THE E F E '.ED IN BOOK 2, E - - 'I ELL E E F L - ELE - -.-.10 LOT IS SHOWN ON E E I I - E F E F E P. THE OFFICE OF THE l'E E F -1 E T E I E - F LL THE THE FEET F .E TEL FEET IF THAT CERTAIN 2.915-ACRE �A EL - H -I -E F E - L I AITHP. THAT 'E•T-J'. PARCEL F L E I 1 1 7 E T F FR I-L -E 'F "RANGE T -L ITH - T I F L FEEET I I TH. L I FEET E- H I E F THE :.E'T LIE F TH-T E T-1'. -- E EL - H -1 E F E - T-1'.I +. t: --E FEET. -E LE �.'. H:.;a, ON EXHI"IT � ATT-. HE. HE,E T. - - E A PAT HE-'EOF. PREPARED BY OR UNDER THE DIRECTION OF: IVXA gyp, MC �r DANE P. MCDOUGALL LS. 9297 DATE LS. 9797 g a t s SrR2f q' Ut��� 1370188.1 SCALE: 1" = 40' EXHIBIT "B" SHEET 1 OF 1 SKETCH TO ACCOMPANY A LEGAL DESCRIPTION FOR OUITCLAIM OF ORANGE COUNTY SANITATION DISTRICT EASEMENT FIRST POINT TRUNK SEWER REALIGNMENT Z J OCSD PROJECT NO. Z W ID 1ST STREET n n NE. CORNER OF D N. LINE NO OF 2009 004780 6 O.R. II///JJI r PIAI o� zo zo o W ZO 0ZO pQ W WN �poq pp0 3$ �gpf���p�gpp6q % QCTCLA6MEO ExISTING 20.00' STRIP EASEMENT o60� p.R,�'/� OA PARCEL N0. 1, BOOK 7597, b8p66 [/ U HERONBE 2p0gp0 I N'LY LINE OF THE 1 I 14.00 EASEMENT 0i PARCEL 2.915-ACRE PARCEL AS NO, 2 ODOR 7597, PAGE 168, SHOWN ON R.S. 74/3 j I O.R. TO BE OUITCLAIMED --- � Z ���� HEREIN II�jK/� J 1370188.1 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO, Orange County Sanitation District Attn:Clerk of the Board 10844 Ellis Avenue Fountain Valley,California 92708 SPACE ABOVE THIS LINE FOR RECORDER'S USE Documentary Transfer Tax Exempt Under Revenue And Taxation Code Section 11922 Recording Fee Exempt Under Government Code Section 6103 EASEMENT DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, 2020 EAST FIRST ST, LLC, a California Limited Liability Company ("Grantor"), does hereby GRANT and CONVEY to the ORANGE COUNTY SANITATION DISTRICT, a public agency("Grantee"), a perpetual easement and right of way in, over, through, upon, Ong, and under that certain real property situated in the City of Santa Ana, County of Oran to of Califomia, as described in Instrument No. 20016000661774 of the Official Recor range County and in the Legal Description attached hereto and incorporated herei xhibi " and "B " for the purpose of constructing,maintaining, operating, and replacin blic sewe sewers and appurtenances. For the purposes set forth herein, the Grant offi ployees, eats, licensees, successors and assigns (collectively, "Grantee Pon all ' es have the right and privilege of access to the premises hereinabove de The ra o i ffrcers, employees, agents, licensees, successors, and assigns (collec b y, "G for S y agree to place no structures upon, in, under, or above the �se a un sonabl interfere with Grantee's access to the premises or to any pu r ew s w a ces located in,on,along,or under the premises. Grantor Parties further ee tha a e Partl all not be responsible in any way for repairs or replacement of any prop local n premises that may be damaged or destroyed as a result of Grantee Parties' use of t ease t. This grant of easement and It -way shall be binding upon the heirs, successors, administrators and assigns of Grantor. The undersigned represents and warrants that he or she is duly authorized to execute this Easement Deed on behalf of Grantor and that such execution is binding upon Grantor. IN WITNESS WHEREOF, Grantor has executed this Grant Deed as of the date set forth below. Dated: 20 2020 EAST FIRST STREET,LLC, a California Limited Liability Company ATTEST: By: By: Name: Name: Title: Title: 1 1370181.1 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness,accuracy,or validity of that document. STATE OF CALIFORNIA ) COUNTY OF ORANGE ) 1. On , before me, Notary Public, personally appeared , proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s)on the instrument the pemon(s),or the entity upon behalf of which the person(s)acted, executed the instrument. 2. I certify UNDER PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. 3. WITNESS my hand and official seal. O ota 2 1370181.1 EXHIBITS "A"AND "B" LEGAL DESCRIPTION OF EASEMENT AREA SEE ATTACHED O 3 1370181.1 EXHIBIT 'A' SHEET 1 OF 1 LEGAL DESCRIPTION FOR ORANGE COUNTY SANITATION DISTRICT EASEMENT FIRST POINT TRUNK SEWER REALIGNMENT OCSD PROJECT NO. ____ TH-T E T-1 - EL F L- IT -TE T THE IT F - T- - T F - E T-TE -F -LIF I- EI TH-T Ti F L.T F THE T-FF - T TI T - T E E.. I`, L. I - E - F "I ELL- E E F L ELF T I THE FFI E F THE - E T E E E I E I - - T EE T -.I - LT E E F E E E - I T E T F FFI I-L E.. F -1 NT", DE I E - F LL fe EL - E . I . -T THE THE- T E F -I L T THE E P+ESTERLY AL- THE NORTH LI' E F -I L T TH '.E T - I T- E F I FEET T'..] = I T THE 1, THE L L ' . -TI F THE :E T U E F THE L- . E I I - - .T EE . T.: " . . . ELL 'E I-.L E TIE L - -UF 1- I-I ITE T .E HI E. E . <IL 9, - 1' T "E T F FFI. I-L E ',1 uF '.al Tr'. THE E -L -I E.T U E THE L L -TL)N THEREOF, - TH O'39'18" WEST, A f:1`T E F FEET TG THE T�uE ' I .T F E I' I .: THE E -L --U: '+TEST LINE S2.;TH - E T. - I.T-","E 'T 1 ?7.98 FEET TO A POINT THE TFERLY LINE OF THE :'1 -- E EL - H r 'E.-ORD OF SURVEY PE E I`. TOOK 74. PAGE 3 '.F -I T E E THE E ALONG SAID NORTHE L U E '.--,NTH 89'41'S1` . El A 51.:T- E OF 9.49 FEET; THEr,LE LEAVING SAID NORTHEkLr LINE NORTH 5'15'00" F''_T, A JISTAr:_E OF 118.42 FEET TO THE TRUE POINT OF BEGINNING. CONTAINING 560 SQUARE FEET, MORE OR LESS. MORE PARTICULARLY SHOWN ON EXHIBR B ATTACHED HERETO AND 3Y THI5 REFERENCE MADE A PART HEREOF. - Ei T TO ALL COVENANTS, RIGHTS, RESERVATIONS, RIGHTS—OF—WAY AND EASEMENTS OF RECORD, IF - E - EI BY OR /U�ND/ERR THHEE DIRECTION OR L �1fUlrJ (r Ll �coo�'r�r� L.S. 9297 I NE P. MCDOUGALL L.S. 9297 DATE or cw� 4 1370181.1 EXHIBIT 'B" SHEET 1 OF 1 SCALE: V' = 40' SKETCH TO ACCOMPANY A LEGAL DESCRIPTION FOR ORANGE COUNTY SANITATION DISTRICT EASEMENT Z FIRST POINT TRUNK SEWER REALIGNMENT OCSD PROJECT NO. Ld > SIR iz 1ST STREET AA WILY PROLONGATION OF NE. CORNER OF THE W. LINE OF INST. 417-75' LOT D NO. 2009000478066 O.R. ,-N89'41'28'w F -ti — - - - - - ; — � I oo =o s TP. �e a 0 w I � Oo z zg o PARCEL •A• m OCSD EASME►rT o 560 S.F. n WILY LINE OF THE z N x' 2.915-ACRE PARCEL AS [: SHOWN ON R.S. 7413 N89'41'51"W 9.49' I "' I I I L'- - - - - - - - - - 3 1370181.1 CERTIFICATE OF ACCEPTANCE This is to certify that the interest in real property conveyed by the deed or grant dated , 20 , from 2020 East First St, LLC,a California Limited Liability Company,to Orange County Sanitation District, a public agency, is hereby accepted by order of the Board of Directors of the Orange County Sanitation District,pursuant to the authority conferred by resolution of the Board of Directors of the Orange County Sanitation District adopted on , 20 , and the Orange County Sanitation District consents to recordation thereof by its duly authorized officer. ORANGE COUNTY SANITATION DISTRICT, ATTEST: a public agency B By: y: elly A. Lore,MMC Name: erk of the Board Title: APPR D AS TO FORM: Bradley R. Hogin OGeneral Counsel 6 1370181.1 OPERATIONS COMMITTEE Melting D310 TOBE.Of Dir. 01/16/19 O1/23/19 AGENDA REPORT ItemNumber Item Number a Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Assistant General Manager SUBJECT: 835 S. BREA DOSING STATION — SITE ACCESS AND LICENSE AGREEMENT, SEWER LICENSE AND MAINTENANCE AGREEMENT, AND ADDENDUM NO. 5 TO FINAL SUPPLEMENTAL ENVIRONMENTAL IMPACT REPORT (SEIR) FOR THE FINAL EFFLUENT PUMP STATION ANNEX AND COLLECTION SYSTEM ODOR & CORROSION CONTROL PROGRAM GENERAL MANAGER'S RECOMMENDATION A. Consider, receive, and file the Orange County Sanitation District's Addendum No. 5 to the Supplemental Environmental Impact Report for the Final Effluent Pump Station Annex and Collection System Odor & Corrosion Control Program, dated December 5, 2018, to add odor and corrosion control chemical facilities in the City of Brea; B. Approve a new Site Access and License agreement with Polfit Wellness, Inc. to lease property for the purpose of installing, maintaining, and operating a chemical dosing station at 835 South Brea Boulevard, in the City of Brea, for a term of 36- months, at the following lease terms, in a form approved by General Counsel: • February 1, 2019 through January 31, 2020, $2,600 per month • February 1, 2020 through January 31, 2021, $2,652 per month • February 1, 2021 through January 31, 2022, $2,705 per month; C. Approve a new Sewer License and Maintenance Agreement with the City of Brea to allow the Orange County Sanitation District to access, install, and operate the Slip Line within the City Sewer; and D. Authorize the General Manager or designee to negotiate beginning June 1, 2021 and subsequently award an option for an additional 36-month lease renewal period. BACKGROUND The Orange County Sanitation District (Sanitation District) currently uses chemicals for corrosion and odor control in its collection system, which also helps reduce the level of odors at the treatment plants. Currently, the Sanitation District intermittently slug doses caustic soda chemical to treat odors in the Euclid Trunk Sewer which is only temporarily effective. A continuous chemical dosing station is being proposed to provide a more effective and consistent odor control program for the Euclid Trunk Sewer. This new Page 1 of 3 location will help reduce the level of odors and odor complaints in the Cities of Brea, Fullerton, Anaheim, Garden Grove, and Fountain Valley. In November 2002, the Sanitation District Board of Directors certified the Final Supplemental Environmental Impact Report (SEIR) for the Final Effluent Pump Station Annex and Collection System Odor&Corrosion Control Program (SCH No. 1997101065). The SEIR analyzed the environmental impacts of numerous chemical dosing stations systems throughout the service area that were part of a pilot program. This Addendum was prepared in accordance with the California Environmental Quality Act (CEQA) and its implementing guidelines. It addresses the addition of a continuous feed chemical dosing station in the City of Brea, as described in the SEIR, to accommodate the addition of odor and corrosion control chemical at a strategic location. RELEVANT STANDARDS • Meet CEQA and NEPA standards • Operate and maintain facilities to minimize impacts on surrounding communities, including odor, noise, and lighting • 12 or fewer odor complaints per year under normal operating conditions in the collections system PROBLEM The Sanitation District's collection system generates odorous gases (primarily hydrogen sulfide) which can be released into the air creating a nuisance to surrounding communities in the Cities of Brea, Fullerton, Anaheim, Garden Grove, and Fountain Valley along the Euclid Trunk Sewer. PROPOSED SOLUTION Staff is recommending the addition of a new continuous feed chemical odor control station in the City of Brea on private property that will be leased from the owner to treat the Euclid Trunk Sewer. Magnesium hydroxide is the chemical of choice; however, calcium nitrate and/or other alkalines may be used in the future. RAMIFICATIONS OF NOT TAKING ACTION Continuing with intermittent slug dosing using caustic soda, which is only partially effective, increases the potential of elevated odors and resulting complaints. PRIOR COMMITTEE/BOARD ACTIONS December 2002 - Adopted Supplemental EIR for the Effluent Pump Station Annex and Collection System Odor and Corrosion Control Program. October 1999 -Adopted Final Environmental Impact Report for the 1999 Strategic Plan. Page 2 of 3 ADDITIONAL INFORMATION As part of the initial pilot program, the Sanitation District conducted research to determine the effectiveness of treating the middle reach of the Euclid Trunk Sewer. The selected location was at 835 South Brea Boulevard, Brea, California. Over the past year, Sanitation District staff has been working collaboratively with the City of Brea Public Works, the City's Director of Community Development,the City's Engineer, and the City's Fire Department to ensure that the location meets safety and building code requirements. The Sanitation District has developed a sewer license and maintenance agreement with the City of Brea to document and allow the Sanitation District to access, install, and operate the Slip Line within the City Sewer. Staff negotiated this 3-year monthly lease fee. This lease fee shall increase by 2% each year the Lease Agreement continues in effect. CEQA Staff prepared an Addendum to the Final Effluent Pump Station Annex and Collection System Odor and Corrosion Control Program Supplemental Environmental Impact Report SCH #1997101065, certified in November 2002 to address the selected location at 835 South Brea Boulevard. The City of Brea staff has been consulted and approve of this project. A Notice of Determination will be filed with the Orange County Clerk- Recorder after Board approval. FINANCIAL CONSIDERATIONS This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This item has been budgeted in the Fiscal Year 2018-19 and 2019-20 operating Budget (Line item: Supplies, Section 6, Page 76). Date of Annroval Contract Amount Continaencv 12/19/18 $31,200(Plus 2%Second and Third Years) ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.coml with the complete agenda package: • Site Access and License Agreement • CEQA SEIR Addendum No. 5 • Sewer License and Maintenance Agreement MPV:sr:gc Page 3 of 3 SITE ACCESS AND LICENSE AGREEMENT THIS SITE ACCESS AND LICENSE AGREEMENT("Agreement") is made and entered into as of 2019 ("Effective Date")between POLFIT WELLNESS, INC., a California corporation ("POLFIT'), and ORANGE COUNTY SANITATION DISTRICT, a county sanitation district organized and existing under the County Sanitation District Act, Health& Safety Code §§ 4700 et seq., ("OCSD"). POLFIT and OCSD are individually or collectively referred to herein as the"Party" or the "Parties." This Agreement is made with reference to the following facts: A. POLFIT is the fee interest owner of in the real property located at 835 South Brea Boulevard, in the City of Brea, State of California 92821 ("Property"); and B. OCSD is responsible for safely collecting,treating and disposing of wastewater generated by more than 2.5 million people living and working within the County of Orange, State of California, including this City of Brea; and C. OCSD desires to operate a chemical dosing site on the Property,which will add magnesium hydroxide to the sewer lines existing adjacent to the Property for delivery within OCSD's facilities downstream of the Property("Dosing Site"); and D. OCSD has identified a City of Brea sewer manhole immediately adjacent to the Property ("Manhole") as an ideal location for dosing into the adjacent sewer lines. E. POLFIT desires to assist OCSD in establishing and operating the Dosing Site by allowing OCSD to access, and enter into and upon the Property. NOW,THEREFORE, in consideration of the mutual obligations,representations, and promises contained in this Agreement,the Parties hereby agree as follows: 1. Grant of Access. POLFIT hereby grants to OCSD, its employees, consultants, representatives,contractors, subcontractors and/or agents ("Authorized Personnel") the right to use, access and enter into and upon the portion of the Property set forth in the Site Plan, attached hereto as Attachment "A" and incorporated herein by reference ("Access Area")for the purpose of establishing and operating the Dosing Site,to access the sewer line through said Manhole, to install conduit through the Manhole and into the sewer line, and to transport magnesium hydroxide for delivery within OCSD's lines downstream of the Property. 2. Dosing Site Improvements. The Dosing Site will consist of no more than two above-ground storage tanks, and a double-wall pipe through which OCSD will transport magnesium hydroxide for delivery to OCSD's lines downstream of the Property. OCSD represents that it will use the sewer lines only as the transportation conduit,that the conduit will be completely enclosed, and that no magnesium hydroxide will be allowed to escape the conduit 1 1355986.2 into the sewer line. The Dosing Site layout is presented in the Plan Views, attached hereto as Attachment "B" and incorporated herein by reference. OCSD may utilize other products, chemicals,or technologies if mutually agreed upon by the Parties. 3. Cooperation. POLFIT will cooperate with OCSD to provide access to the Property and Access Area as may be reasonably necessary to allow OCSD to operate the Dosing Site, so long as the same does not unreasonably interfere with POLFIT's operations, or cause an undue inconvenience to POLFIT's employees, guests, customers,tenants, occupants, and invitees. 4. Term. This Agreement shall expire three (3)years from the Effective Date ("Initial Tenn"),unless terminated sooner by either party in accordance with Section 5 of this Agreement. Upon expiration of the Initial Term, this OCSD shall have the option to extend the Agreement for one additional three (3) year term in accordance with the requirements of this Agreement. 5. Termination. This Agreement may be terminated without cause by either Party upon thirty(30)days written notice to the other Party. 6. Utilities. POLFIT shall be responsible for providing to OCSD a source of electricity and water on the Property. OCSD shall be responsible, at its sole cost, for routing electricity and water to the Dosing Site, and for routing discharge from the Dosing Site. 7. OCSD Promise to Pay—License. POLFIT will bill OCSD on a monthly basis,a monthly license fee in accordance with the following table,which sum shall include compensation for all utilities used by OCSD in connection with the Dosing Site. This monthly sum shall increase by 2%each year the Agreement continues in effect. A eement Year Total Monthly Sum 1 $2,600 2 $2,652 3 $2,705 8. Machinery &Equipment. POLFIT authorizes OCSD, and its Authorized Personnel, to bring onto the Property such equipment and/or machinery as may be reasonably necessary to establish and operate the Dosing Site, so long as such activity is consistent with the terms and conditions stated herein. 9. Unreasonable Interference: Prior Notice. In operating the Dosing Site,OCSD shall not unreasonably interfere with POLFIT's operations. OCSD shall give POLFIT no less than three (3)business days'notice prior to its first entry upon the Access Area and the commencement of Dosing Site activities. POLFIT and its employees and agents shall not interfere with, or obstruct, the Dosing Site or such entry by OCSD's Authorized Personnel,and POLFIT shall not cause, or permit others to cause, any such interference or obstruction. 2 1355986.2 10. Restoring Condition of Access Area and the Property. OCSD agrees: (1)to minimize, to the extent practicable, interference with the activities of POLFIT 's employees, guests, customers,tenants,occupants and invitees on,and ingress to, and egress from, the Access Area; (2)to maintain its machinery,equipment, and other materials in an orderly manner while located on the Property; and(3)within 30 days following the expiration of the term of this Agreement,to remove from the Access Area and the Property all debris,trash,machinery, equipment and other materials and items used by OCSD or caused by it to be on the Access Area or on the Property. Additionally, OCSD agrees that at the completion of each day OCSD utilizes the Access Area, it shall restore the Access Area to as close to the same condition as existed at the commencement of that day,to the maximum extent possible. Following the expiration of the term of this Agreement, at its sole cost OCSD shall restore the Access Area to as close to the same condition as existed before OCSD's first entry upon and use of the Access Area in connection with the Dosing Site,to the maximum extent possible, and to the reasonable satisfaction of POLFIT. At its sole cost,OCSD shall be responsible for the proper lawful disposal of all chemicals, compounds, and other products and materials it brings onto, or causes to be on, the Property. 11. Preparatory Activities. At its sole cost,OCSD agrees to assume full responsibility to perform all relevant preparatory work as it deems necessary to establish and operate the Dosing Site. OCSD also agrees to provide appropriate notification to, and to obtain all required permits from,all applicable regulatory authorities in connection therewith. 12. Property Sewer Connection Inspection Services. For the duration of this Agreement,OCSD will regularly inspect a 4-inch sewer connection annually and will be responsible for any corrective maintenance required during this time. 13. No Nuisance. OCSD agrees that it will not maintain any public or private nuisance on the Property, and will not allow any odors, smoke,noise or objectionable elements to unreasonably affect POLFIT's employees, agents,customers, visitors,or neighboring real property occupants or visitors. 14. Indemni . OCSD hereby agrees to indemnify, defend, save and hold POLFIT, and its owners,partners, agents,officers, members, employees,representatives,and affiliates harmless from, and against, all losses, costs, expenses, claims,causes of action, and damages suffered or incurred by any of them, which may arise from,pertain to, or relate to,the negligent acts or omissions,recklessness, or willful misconduct of OCSD or its Authorized Personnel in connection with the exercise of the rights granted herein. OCSD's obligation to indemnify, defend, save and hold harmless shall not apply to the extent that any such losses, costs, expenses, claims, causes of action or damages are caused by the negligence or willful misconduct of POLFIT, or its owners,partners, agents,officers, members,employees,representatives or affiliates. 15. Safety and Site Condition. OCSD shall conduct its operations in a safe manner in compliance with all laws, including,but not limited to,environmental laws, and shall cooperate in maintaining the site in a safe, clean and orderly condition. 3 1355986.2 16. Sole Cost of OCSD. OCSD agrees that any work or activities conducted by OCSD on or beneath the Access Area and Property shall be at the sole cost and expense of OCSD. OCSD agrees to keep the Property free and clear of all liens by paying off all subcontractors before any debt to the same becomes a matter of a lien of record against the Property. 17. Insurance. During the term of this Agreement, OCSD shall require all contractors or subcontractors, and their employees and agents,to maintain insurance with the following minimum coverage: (i) Workers Compensation with California minimum statutory limits; (ii) Automobile Liability with$1,000,000 single limit,or equivalent; and, (iii) Commercial General Liability,with $2,000,000 single limit, or equivalent During the term of this Agreement, OCSD shall request each such contractor or subcontractor to provide POLFIT with a Certificate(s) of Insurance reflecting that POLFIT is named as an"Additional Insured"on each contractor's and each subcontractor's Commercial General Liability, or similar, liability insurance policy. 18. Limited Access. OCSD agrees that entry upon the Access Area shall be limited to the extent necessary, or desirable, for the establishment and operation of the Dosing Site and/or for the purposes expressed in this Agreement. 19. Temporary Use. The right to use and access granted herein is intended by the Parties, and shall be construed, as a temporary right to use the Access Area to conduct the Dosing Site upon the Property, and not as a grant of an easement or of any other legal or equitable interest in, or to,the Property. Except as expressly set forth herein,no other rights are created in OCSD by this Agreement. 20. Attomevs'Fees. If it becomes necessary for any Party to engage the services of legal counsel to institute any civil action to enforce or confirm, or to defend against,or to interpret or construe, any ofprovision(s) of this Agreement,the prevailing Party shall be entitled to recover from the other Party or Parties therein all of such Party's attorneys' fees, expert witness fees, other expenses and court costs as the prevailing party actually incurs in connection therewith. 21. Binding on Successors. This Agreement shall be binding upon the Parties to this Agreement, and upon their respective successors,representatives, heirs and assignees. 22. No Waiver. It is further understood and agreed that no failure or delay in exercising any right,power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other, or further,exercise thereof, or the exercise of any right,power or privilege hereunder. A waiver of any right by any one of the Parties hereunder must be in writing, and signed by the Party granting the waiver. 4 1355986.2 23. Assignability. OCSD shall not assign, or otherwise transfer, or attempt to transfer,to any other person or entity, any of its rights herein stated, and shall not transfer, or attempt to transfer,to any other person or entity, any of the duties or obligations herein stated, without the prior written consent of POLFIT, which may be given or withheld in POLFIT's sole and absolute discretion, and any other attempt to do so shall be void and of no legal force or effect. 24. Choice of Law. The terms of this Agreement shall be interpreted and construed according to the laws,regulations and ordinances of the United States of America, the State of California, the County of Orange, and the City of Brea, as they may apply, from time to time. 25. Further Acts. For the duration of this Agreement, each Party shall,whenever requested to do so by the other Party or Parties, execute,acknowledge and deliver, or cause to be executed,acknowledged or delivered, any and all such farther instruments and documents, and do any and all other acts as may be reasonably necessary to accomplish the purpose and intent of this Agreement. 26. Entire Agreement. This Agreement constitutes the entire agreement and understanding between the Parties pertaining to the subject matter addressed herein, and supersedes all prior, or contemporaneous, agreements and understandings,both written and oral, pertaining to such subject matter 27. Interpretation. This Agreement will be interpreted according to the fair meaning of its terms and not strictly for,or against, any Party hereto. 28. Modification. The provisions of this Agreement may only be amended or modified by a written agreement executed by the Parties. 29. Authority. Each person executing this Agreement hereby warrants that he/she has legal authority to bind the Party for whom he/she so executes this Agreement. 30. Severability. If any provision of this Agreement is held by any court of law or equity having proper jurisdiction over the matter to be void, invalid or unenforceable for any reason,the remaining provisions of this Agreement overall shall continue in full force and effect without being impaired or invalidated in any way. 31. Notice. All notices or other documents (collectively"notices") given hereunder shall be in writing and shall be addressed to the recipient and sent by personal delivery or by overnight delivery service, such as by United States certified mail,postage prepaid, Federal Express,United Parcel, or the like. Unless and until otherwise notified, the address of each of the Parties for the giving of Notices shall be as follows: 5 1355986.2 If to POLFIT: Polfit Wellness,Inc. Dr. Papua Seth, DC 835 S. Brea Blvd. Brea, CA 92821 If to OCSD: Orange County Sanitation District Attn: Clerk of the Board 10844 Ellis Avenue Fountain Valley, CA 92708 IN WITNESS WHEROF,the parties have executed this Agreement on the date set forth below their respective signatures. ORANGE COUNTY SANITATION DISTRICT POLFIT WELLNESS,INC. By By David John Shawver Name Board Chairman Title Dated: Dated: ATTEST: By Kelly A. Lore,MMC Clerk of the Board APPROVED AS TO FORM By Bradley R. Hogin General Counsel Dated: 6 1355986.2 ADDENDUM NO. 5 TO THE ORANGE COUNTY SANITATION DISTRICT'S SUPPLEMENTAL ENVIRONMENTAL IMPACT REPORT FOR THE FINAL EFFLUENT PUMP STATION ANNEX AND COLLECTION SYSTEM ODOR & CORROSION CONTROL PROGRAM STATE CLEARINGHOUSE NO.: 1997101065 LEAD AGENCY: Orange County Sanitation District DATE: December 5, 2018 PURPOSE OF ADDENDUM: In November 2002,the Orange County Sanitation District (Sanitation District) Board of Directors certified the Final Supplemental Environmental Impact Report (SEIR)for the Final Effluent Pump Station Annex and Collection System Odor&Corrosion Control Program (SCH No. 1997101065). The SEIR supplemented the Program Environmental Impact Report (PEIR)for the Sanitation District's 1999 Strategic Plan, which was certified in October 1999. (SCH No. 97101065). The 1999 Strategic Plan called for the Sanitation District to begin testing various equipment and techniques to control odors in the Sanitation District's service area. This testing and evaluation proved successful and ultimately led the Sanitation District to install several continuous feed systems in certain locations as part of the Odor and Corrosion Control Program ("Odor Control Program'). The SEIR analyzed the environmental impacts of existing continuous feed systems throughout the Sanitation District's service area and predicted that additional feed systems would be built as appropriate locations were identified. This addendum, prepared in accordance with the California Environmental Quality Act (CEQA) (Public Resources Code Section 21000 et seq.) and its implementing Guidelines (California Code of Regulations Title 14, Chapter 3, Section 15000 et seq.), addresses the addition of a continuous feed chemical dosing station as described in the SEIR. PROJECT DESCRIPTION: Sanitation District's collection system generates odorous gases, primarily hydrogen sulfide, which can be released into the air creating a nuisance to surrounding land uses. To reduce the nuisance,Sanitation District conducts an odor and corrosion control program for the collection system that currently consists of applying chemicals in the upper, middle,and lower reaches of the trunk sewer collection system. The application of the various chemicals is applied intermittently to minimize the hydrogen sulfide production as the wastewater is conveyed from the collection system to Sanitation District's treatment plants. The Sanitation District plans to install a chemical dosing station (the Station)to add magnesium hydroxide, with the option to switch to calcium nitrate if necessary for continuous odor treatment to the Euclid trunk line at the City of Brea, located at 835 S. Brea Blvd. 1 The property is bounded by a chiropractic therapyfacility to the south, commercial facilities to the north and east, and a residential apartment building to the west. The property is accessed through a parking lot located on Brea Blvd. The Station will include the installation and operation of two, 2,500-gallon chemical tanks,feed system equipment, and feed controls. The purpose is to control hydrogen sulfide (Hz5) vapor and liquid levels to OCSD's level of service (LOS) standards, mitigate odors, and reduce odor complaints. The chemicals that may be used at this site include, but are not limited to: • Ferrous chloride (non-hazardous formula) • Magnesium hydroxide • Calcium nitrate ENVIRONMENTAL IMPACT ANALYSIS: The Sanitation District intends to construct the Station as part of the Sanitation District's Odor and Corrosion Control Program (Odor Control Program). In 2002,the Sanitation District prepared a SEIR which evaluated many of the impacts associated with the Odor Control Program. The purpose and function of chemical dosing stations are described in Section 2.2 of the SEIR. Environmental impacts associated with the dosing stations are evaluated in Chapter 3 of the SEIR. The SEIR does not include details about this specific station, as at the time of certification of the SEIR,Sanitation District had not yet identified an appropriate location for a chemical dosing station in this area. This addendum describes and evaluates the environmental impacts of installing and operating a chemical feed station at 835 S. Brea Blvd. Provided below is a review of the conclusions included in the SEIR and an evaluation of the environmental impacts as they pertain to this specific location. Aesthetics: The SEIR concluded that the storage tanks could be visible from adjacent land uses. As such, the tanks should be installed within city yards, pump stations or private industrial yards and any additional tank should be installed in a utility yard. The 835 S. Brea Blvd dosing site meets the criteria set forth in the SEIR. The tanks are installed out of public view inside a storage building that is set back over 200 feet from the street. The tanks do not result in new significant environmental effects or a substantial increase in the severity of significant aesthetic effects from those determined in the SEIR. 2 Air Quality: The SEIR concluded that the operation of the continuous feed stations would not have a significant impact to air quality. There will be up to approximately five truck deliveries per week, and these emissions are not significant. In addition,the chemical dosing would reduce objectionable odors generated by the collection system,which results in a beneficial impact. Geology and Soils: The SEIR concluded that the above ground storage tanks may be located in close proximity to fault splays. As such,tank specifications include a single wall tank and a secondary containment system to provide added protection from seismic hazards. The tanks are engineered to include a vacuum breaker/vent to relieve pressure and reduce the likelihood of spills or accidents. The chemical storage tanks are designed to withstand ground shaking and avoid a potential spill during a seismic event. The secondary containment system will include an impermeable liner throughout the storage building where the tank is located. A small catch basin will also be installed onsite to further reduce the likelihood of spills during chemical deliveries. These design and safety features will ensure that impacts to geology and soils remain less than significant. Hazards and Hazardous Materials: The SEIR notes that the Odor Control Program would include the transport, storage and use of diesel fuel and odor reduction chemicals that could pose a spill or leak hazard. However,when handled properly the chemicals do not pose a significant health risk to the surrounding land uses. The Sanitation District has implemented an Integrated Emergency Response Program (IERP)that includes a Spill Prevention Containment and Countermeasure Plan which includes structural specifications for storage tanks, monitoring, secondary containment capacity requirements, leak detection and alarms, emergency response procedures, reporting requirements,etc. The minor changes to this project from the SEIR, which do not create a significant impact, are the type of chemicals that may be stored at the site.The SEIR mentions calcium nitrate,ferric chloride, ferrous chloride, sodium nitrate, and magnesium hydroxide as possible dosing chemicals. Chemicals that may be used at the 835 S. Brea Blvd chemical dosing station include, but are not limited to, ferrous chloride (non-hazardous formula), magnesium hydroxide, and calcium nitrate. Magnesium hydroxide is an odorless white liquid slurry.The product is not flammable or combustible and poses little health risk. It is not listed as a hazardous chemical. Exposure routes are through inhalation, ingestion, and skin and/or eye contact. Calcium nitrate is a clear liquid with no odor.The product is not flammable or combustible. It is not listed as a hazardous chemical. Exposure routes are through inhalation, ingestion and skin and/or eye contact. 3 These chemicals are already used as part of the Odor Control Program. Various chemical dosing stations throughout the Sanitation District service area safely use these chemicals. Strict measures are taken to ensure the instructions listed in the Safety Data Sheets are followed and the chemicals are used as intended. In addition, site access is restricted,the tank is double contained to hold spills, and appropriate personal protective equipment will be used by those at the tank site to reduce the risk of exposure. The minor deviations from the SEIR described in this section would not result in new significant environmental effects or a substantial increase in the severity of significant effects related to hazards and hazardous materials from those identified and evaluated in the SEIR. Hydrology and Water Quality: The SEIR concluded that chemicals used in the Odor Control Program could impact water quality if a spill were to occur. However,the implementation of best management practices (BMPs) and spill prevention, countermeasure, and control measures (SPCC) would reduce the impact to less than significant. Noise: The Odor Control Program requires the installation of an aboveground chemical storage tank; Installation is expected to be completed in five (5) days or less and the sources of noise include truck noise and jackhammering. If chemical suppliers are changed due to periodic re-bidding of the contract, a new tank and associated equipment would be installed. Noise is expected to be minimal and of short duration. Pumps are contained in an enclosure to reduce noise level. Approximately five truck trips per week are required for chemical deliveries.The truck trips would not raise ambient noise in the area significantly and as such would not be considered a significant noise impact. Transportation/Traffic: The chemical deliveries at the 835 S. Brea Blvd dosing site would include approximately five truck trips per week. The storage tank is located within the storage building and the owner will have full access to the building. The delivery of the chemical would not cause traffic, as the delivery truck will be small (50 feet long and 4,000 gallon maximum capacity) enough to turn around within the parking lot. As such,there is less than significant impact. 4 FINDINGS FOR APPROVAL FOR ADDENDUM NO. S TO THE SUPPLEMENTAL ENVIRONMENTAL IMPACT REPORT FOR THE FINAL EFFLUENT PUMP STATION ANNEX AND COLLECTION SYSTEM ODOR&CORROSION CONTROL PROGRAM: 1. Environmental impacts of chemical dosing stations throughout the service area were evaluated in the SEIR certified by the Sanitation District Board of Directors in November 2002. The SEIR envisioned that additional dosing stations would be added in future years and provided a conservative, worst-case analysis of the potential environmental effects of these future stations. The SEIR placed certain restrictions on the location of future dosing stations but otherwise assumed they may be located anywhere within Sanitation District's service territory, including near residential areas and sensitive receptors. 2. The Sanitation District's Odor Control Program assumed that additional dosing stations would be added in future years. As such,the addition of this Dosing Station does not constitute a substantial change in the Odor Control Program. 3. This addendum has been prepared to provide minor additions and technical changes to the SEIR to account for the addition of this Dosing Station 4. The project modifications would not result in new significant environmental effects or an increase in the severity of significant effects from those determined by the SEIR certified by the Sanitation District Board of Directors in 2002. There have also been no substantial changes in the circumstances surrounding the project since the preparation of the SEIR other than the identification of specific locations for dosing stations,which was expected under the SEIR. 5. No new information of substantial importance has become known since the preparation of the SEIR regarding significant effects of the project,the severity of the project's effects, or feasible mitigation measures. New information is now available regarding the efficacy of certain chemicals, but this will not significantly alter the project's effects or the infrastructure required for the dosing station. 5 r � tc .�,ftc. • k .At.�s A swot resr r - - s Ph Pki r - Figurel: View of 835 S. Blvd from Brea Blvd. 1 n Since 1923 � . /A!partment W y \yi '• • waste Fine s. Pa _' .�•- •�� .�•fit i '�� er est B e �. •' _ c m , Video Dollar � Platirum Cleaners ' - / r • APPIe Na Spa .4�� 92821 • r 1 1& Five StarLiquo Mauna LL•o� Garden .• %.: apartments e �1 -'gib A2018 a UMM•;-.- BALDING ACCESS GARAGE DOOR CONTRA WII�ENIE EIIIIt NCMx GL OAY O�O-�TLNLEbBM BOAIEVEIEEWO� O �-L V / \BUILDING ACCESS SELER ACCESS DODR !W 11110:w A➢BImL HILL BR0TIffR5 C16OCALCgNAHY ENGINEERING DRARTMENT 15017 E.Q AW. C N A3DU ,,CA 91745 DHOIE.1(6X)M-7308 llYL2 MA1 Al0 I® THIOGWAD 00 SY51@E BR RAP STATB)NTIDII M CALD'ORMA 9]B2l Ai DEi DIUMO CC93 BREA DETAIL .BE N.SBEE ws 040!-MIB PUMP CONTROL SYSTEM TANRi25[OLMBONLIEEL LECHANICALAGITATOR GECONDMYCONTAINMENT CECONDARYCCNTNWAEMT PJ011E GVAL I NORCEPOWER EPDYUNED WILL BE DESIGNED BASED 3DMIL PE LINER WMIL PE LINER Ttlry Gmaa PERIDTALTIC WMPS Nf"N TAHR ON TANK DESIGN AT TACHEDTOEMSTING ATTACHED TO EISTING C INAMETER W.LLL9 WALL$ YO TTALL DI-11-30U DE HOT TO SCALE 611! OSlI-10L Figure 3: Plan view of 835 S. Brea Blvd. Dosing Site 3 roNMOC Y hl � � � o� Q gpgR c,� `"pMp��FNT cccc q Y r«r log ws no.ouu. 7 MEBUNG E AM MMBR ISM QMK SFT . )u ROE:1(6 3,nffi pyY c�y�Rop �< TtiFRgpy'c �° 9A21 090 Nli 0110291fl0®�RDr CITY SE S M 01-16-M3! NJtt: OS-113018 MJT TO SC/il! Figure 4:Detail plan view of 835 S.Brea Blvd with chemical discharge and slip line 4 hill 1lV6MC� Mpt lIW1 SYSTEM �. CONTROL PWI RYD:m 1VPYB MU.BROi1M CNBRICALCdiWfr IM7 L NG oEP.xTrnwr 1501] EfARR AYE. QIV 6IIIDG)M 73 91745 1(BM)333 VHOEE: -]30B �MIM�TNM TIOOQ1R11D S SYSI@1 BRFA DOMP STATATIfMI BRFA GLL60RNU 9b121 �01m1001R060 BREA 9 AnM RUBM 5N WS 0f-0R-MU WWCONfROLiYSfFM TAVKi3390 CA9BOH BTEEL MfC111NICII AGITATOR LFOJNMRV C01RAI1MfM GfCONDMYfgMAINAEM ®Q DWLINORSE PAVER fPol{Y LINED WIUBEMSGNEDBAS. MMILPELINER 3DMILPELINER TWR'Ge� FEWSTKTC"PS Wffl LTMK IXI T.WNEEBgN AT EDTOMS9 NG ATf HEDTOfMMNG COIM2TE11 VNLL,S 1VALL5 �� TTµL NOTf. 1qT TO5WE CY! OSI1-MIB Figure 5: Detail plan view of chemical dosing tank and equipment 5 ®.o'owi .� EYE WASH SAFETY SHOWER mrrLES ruo w,EO®w.m b Mw iYllld_ rww w d a s =III=III=�=III=III---—1IIIIII--III=IIIII=III=III- - =1=III=111�=III=III - - - 1 j 1=1 L OF 1=' WK ILE h I� 1HIG'iIMO rnluL ws.l s w/IOAa Iwr c aa/la/afl wu aro)u.+o anrx a.srlr '� IaN)C dWX •K. TIpYINY IIflGL Yl V OlYPI1W5WY.G fl)M � VIIpE 1(a3Q JSY)]N 1 61 I. Figure 6: Pump and enclosure details. 6 SEWER LICENSE AND MAINTENANCE AGREEMENT THIS AGREEMENT is made and entered into as of 2019 ("Effective Date") between the CITY OF BREA ("City") and the ORANGE COUNTY SANITATION DISTRICT("OCSD"). City and OCSD are individually or collectively referred to herein as the 'Party" or the 'Parties." RECITALS WHEREAS,OCSD is a duly organized County Sanitation District existing pursuant to the County Sanitation District Act,California Health and Safety Code section 4700,et seq.,providing for the ownership, operation, and maintenance of wastewater collection, treatment, and disposal facilities within Orange County; and WHEREAS, Polfit Wellness, Inc. is a California corporation owning certain real property located at 835 South Brea Blvd. in the City of Brea, State of California 92821 (hereinafter, the "Dosing Site")and depicted on the site map and project area attached hereto as Exhibit"A;" and WHEREAS,OCSD and Polfit Wellness,Inc. intend to enter into a certain Site Access and License Agreement authorizing OCSD to construct and operate an odor control dosing station ("Dosing Station")at the Dosing Site as described in Exhibit`B;"and WHEREAS, City is a municipal corporation that owns, operates, and maintains certain sewer lines located new the Dosing Site(the"City Sewer") as depicted in Exhibit`B;" and WHEREAS, OCSD wishes to install and use a flexible conduit with an approximate one- inch diameter (the "Slip Line') within the City Sewer to ensure that odor control chemicals are applied at a location with sufficient sewer flows; and WHEREAS, the Slip Line will enter the City Sewer via the lateral drain connecting 835 South Brea Blvd. to the City Sewer and extend approximately three hundred and sixty-three(363) feet along South Brea Blvd. to the manhole opening located at the intersection of Juniper St. and North Brea Blvd. (manhole EUB0990-008015 VCP) as depicted in Exhibit`B;"and WHEREAS, City desires to assist OCSD in establishing and operating the Dosing Station and Slip Line by allowing OCSD to access,install,and operate the Slip Line within the City Sewer subject to certain terms and conditions as described herein. NOW, THEREFORE, in consideration of the mutual obligations, representations, and promises contained in this License Agreement,the Parties hereby agree as follows: 1. Grant of License. City hereby grants OCSD, and OCSD hereby accepts, a revocable License to access the City Sewer near the Dosing Site, to install, operate and maintain the Slip Line within the City Sewer,and to transport odor control chemicals through said Slip Line to be deposited in the City Sewer. 1365037.1 2. Cooperation. City hereby agrees to cooperate with OCSD to provide OCSD with access to areas of the City Sewer as reasonably necessary to allow OCSD to install,maintain, and operate the Slip Line, so long as the same does not interfere with City's operation or maintenance of the City Sewer. 3. Term. This Agreement shall remain in full force and effect until January 1, 2028, unless terminated sooner by either Party upon thirty (30) days written notice. Upon expiration of the Initial Term, OCSD shall have the option to extend the Agreement for an additional three (3) years subject to the requirements of this Agreement, including the Parties' right to terminate upon notice. 4. Unreasonable Interference: Prior Notice. In installing and operating the Slip Line and Dosing Station,OCSD shall not interfere with City's operation of the City Sewer. OCSD shall notify City no less than five(5)business days prior to installation of the Slip Line or performance of any maintenance activities on those portions of the Slip Line that are located within the City Sewer. City and its employees and agents shall not interfere with,or obstruct, the Dosing Station or Slip Line except as authorized by OCSD personnel or agents,and City shall not cause,or permit others to cause, any such interference or obstruction. 5. Machinery & Equipment. Subject to approval of the owner of the property upon which the Dosing Station and Site are located, City hereby authorizes OCSD, or OCSD's authorized subcontractors or representatives,to bring onto the Dosing Site such equipment and/or machinery as may be reasonably necessary to install,maintain, or operate the Slip Line, so long as such activity is consistent with the terms and conditions stated herein and does not unreasonably interfere with City's operation of the City Sewer. OCSD agrees that delivery of any and all odor control chemicals to the Dosing Station shall occur only between the hours of 9:00 a.m. and 3:00 p.m., Monday through Friday. 6. Restoring Condition of Property. OCSD agrees: (1) to not interfere with City's operation of the City Sewer resulting from installation, maintenance, or operation of the Dosing Station and Slip Line; (2)to maintain its machinery and/or equipment,hazards and other materials in an orderly manner while they are located on the Dosing Site and within the City Sewer; and(3) immediately, upon termination of this Agreement, to remove from the City Sewer any and all debris,equipment and other materials and items used by OCSD for purposes of operating the Slip Line and Dosing Station. Additionally,OCSD agrees that at the completion of each day that OCSD installs,operates,or maintains the Slip Line or Dosing Station,OCSD shall,to the maximum extent possible,restore the City Sewer to as close to the same condition as it existed at the commencement of that day. Upon termination of this Agreement, OCSD shall, at its sole cost and expense and subject to City's reasonable satisfaction,restore the City Sewer and any impacted City property to as close to the same condition as before OCSD's installation and operation of the Slip Line and Dosing Station. At its sole cost, OCSD shall be responsible for the proper lawful disposal of all chemicals, compounds, and other products and materials used at the Dosing Station and transported via the Slip Line. Attached hereto and incorporated herein as Exhibit "C" is a list of observations from a CCTV inspection of the City Sewer conducted in May 2018 that summarizes the condition of the City Sewer prior to OCSD's use thereof. 1365037.1 7. OCSD's Acceptance As-Is: Release. In entering into this Agreement, OCSD accepts the City Sewer and associated City property in the condition as it now exists and as may hereafter exist, from time to time, during the term of this Agreement, and without any representation or warranties by City as to the condition thereof, and without any duty of City to want of,or to correct,any conditions thereon or thereunder. Accordingly,OCSD agrees to assume all risks associated with its entry onto City property, including the City Sewer, for the purposes of installing, maintaining, or operating the Slip Line and Dosing Station as described herein. City shall have no liability for any damage whatsoever occurring to the Slip Line or Dosing Station unless caused by the gross negligence or willful misconduct of the City. OCSD hereby fully, and generally,releases City from any and all legal liability as might,but for this release, legally arise from the condition of the City Sewer, surrounding City property, or the subterranean areas adjoining the City Sewer, resulting from or related to OCSD's activities permitted by this Agreement. 8. Preparatory Activities. At its sole cost,OCSD agrees to assume full responsibility for determining the presence, or absence, of subterranean utilities, structures and improvements, prior to conducting subterranean near the City Sewer,and to perform all other relevant preparatory work OCSD deems necessary to install and operate the Dosing Station and Slip Line. OCSD also agrees to provide appropriate notification to,and to obtain all required permits from,all applicable regulatory authorities, including the City, for the installation and operation of the Dosing Station and Slip Line, including, but not limited to, building permits, engineering permits and fire prevention permits prior to commencing any activities contemplated in this Agreement. OCSD shall not commence operations unless and until the Dosing Site and City Sewer have been inspected and approved by the City Engineer or designee. 9. Environmental Compliance. In accordance with the California Environmental Quality Act ("CEQA"), OCSD has prepared and certified a 2002 Supplemental Environmental Impact Report for the Final Effluent Pump Station Annex and Collection System Odor & Corrosion Control Program (SCH No. 1997101065) ("SEIR"), and the 2018 Addendum to the SEIR ("2018 Addendum") to evaluate the environmental effects of the Dosing Station and associated operations. A copy of the 2018 Addendum is attached hereto as Exhibit"D." OCSD agrees to fully satisfy any CEQA requirements associated with the Dosing Station or this Agreement prior to undertaking any activities pursuant to this Agreement. During the tern of this Agreement, OCSD shall install, maintain and operate the Dosing Station and Slip Line in accordance with all CEQA requirements, including but not limited to all applicable mitigation measures contained in the SEIR and the 2018 Addendum thereto and all other provisions of applicable federal and state law. 10. CCTV Inspections. OCSD agrees to perform annual CCTV inspections of the Slip Line and those portions of the City Sewer in which the Slip Line is located and share the results of these CCTV inspections with the City. 11. Routine Maintenance; Repairs. OCSD agrees to repair and/or maintain the Slip Line as necessary to prevent or repair any harm to, or interference with, City's operation of the City Sewer. OCSD further agrees to repair and/or maintain those portions of the City Sewer that are damaged as a result of OCSD's installation, operation, or maintenance of the Slip Line or 1365037.1 Dosing Station. Notwithstanding the foregoing,OCSD shall have no responsibility to perform,or contribute to, any repairs or maintenance of the City Sewer that is not caused by OCSD's installation, operation, or maintenance of the Slip Line or Dosing Station. 12. Indernm . To the maximum extent permitted by law, OCSD hereby agrees to indemnify, defend and pay reasonable defense attorneys' fees and costs, save and hold City, and City's elected officials, agents, officers, employees, and representatives harmless from, and against, all losses, costs, expenses, claims, liabilities, causes of action, stop notices, and damages suffered or incurred by any of them, which may arise from, pertain to, or relate to, any breach of this Agreement, and/or the acts or omissions, recklessness, or willful misconduct of OCSD or OCSD's employees, contractors, agents, or representatives in connection with the exercise of the rights granted herein. OCSD's obligation to indemnify, defend, save and hold harmless shall not apply to the extent that any such losses, costs, expenses, claims, causes of action or damages are caused by the negligence or willful misconduct of City or City's agents, officers, employees, and representatives. 13. Safety and Site Condition. OCSD shall conduct its operations in a safe manner in compliance with all laws, including,but not limited to,environmental laws, and shall cooperate in maintaining the Dosing Station and Slip Line in a safe, clean and orderly condition. 14. Sole Cost of OCSD. OCSD agrees that any work or activities conducted by OCSD on or beneath the Dosing Site or City Sewer in connection with this Agreement shall be at the sole cost and expense of OCSD. 15. Insurance. During the term of this Agreement, OCSD shall require its contractors to maintain insurance with the following minimum coverage: (i) Workers Compensation with minimum statutory limits as per the California Labor Code; (ii) Automobile Liability in an amount of$2,000,000 combined single limit(any auto) single limit, or equivalent; and, (iii) Commercial General Liability, in an amount of $2,000,000 per occurrence and $2,000,000 general aggregate for on-going and completed operations. The auto and commercial general liability policies shall be endorsed to name the City of Brea, its elected officials,officers,employees,and agents as additional insureds.All required policies shall waive the right of subrogation against the foregoing additional insureds.All required insurers shall be authorized to provide insurance in the State of California and shall have an A.M. Best Guide rating of not less than A:VIII.Each required policy shall provide that it cannot be allowed to expire, canceled or limits of coverage reduced without providing the City of Brea with not less than thirty (30)days prior,written notice,or ten(10)days prior,written notice in the event of cancelation due to non-payment. OCSD shall provide City's City Engineer with all certificates and required endorsements prior to exercising any rights granted hereunder. 1365037.1 16. Limited Access. OCSD agrees that its use of the City Sewer shall be limited to the extent reasonably necessary for the establishment and operation of the Dosing Station and/or for the purposes expressed in this Agreement. 17. Temporary Use. The use and access rights granted herein are intended and shall be construed as a revocable license consisting of the temporary right to access the City Sewer and surrounding City property for the purposes expressed in this Agreement,and shall not grant OCSD an easement or of any other legal or equitable interest in, or to, the City Sewer or any other City property. Except as expressly set forth herein, no other rights are created in OCSD by this Agreement. 18. Attorneys' Fees. If it becomes necessary for any Party to engage the services of legal counsel to institute any civil action to enforce or confirm,or to defend against, or to interpret or construe,any of provision(s)of this Agreement,the prevailing Party shall be entitled to recover from the other Party or Parties therein all of such Party's attorneys' fees,expert witness fees,other expenses and court costs as the prevailing party actually incurs in connection therewith. 19. Binding on Successors. This Agreement shall be binding upon the Parties and their respective successors,representatives,heirs and assignees. 20. No Waiver. It is further understood and agreed that no failure or delay in exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise thereof preclude any other,or further,exercise thereof,or the exercise of any right, power or privilege hereunder. A waiver of any right by any one of the Parties hereunder must be in writing,and signed by the Party granting the waiver. 21. Assignability and Subcontracting. OCSD shall not assign,or otherwise transfer,or attempt to transfer, to any other person or entity, any of its rights herein stated, and shall not transfer,or attempt to transfer,to any other person or entity,any of the duties or obligations herein stated,without the prior written consent of City,which may be given or withheld in City's sole and absolute discretion, and any attempt to do so shall be void and of no legal force or effect. OCSD shall not subcontract any required performance without first providing the City with the name and address of any and all such contractors, and receipt of City's approval thereof. The City shall be deemed to have approved any such contractors unless the City provides written objection to OCSD within thirty(30)days of receipt of the contractor information 22. Choice of Law and Venue. The terms of this Agreement shall be interpreted and construed according to the laws, regulations and ordinances of the United States of America, the State of California, the County of Orange, and the City of Brea, as they may apply, from time to time.Venue for any legal action arising out of this Agreement shall be the Orange County Superior Court, County of Orange, California. 23. Entire Agreement. This Agreement, together with all referenced exhibits, all of which are incorporated by reference herein, constitutes the entire agreement and understanding between the Parties pertaining to the subject matter addressed herein, and supersedes all prior, or contemporaneous, agreements and understandings, both written and oral, pertaining to such 1365037.1 subject matter. No promise or representation by any Party not expressly set forth herein, shall be binding or have any force or effect. 24. Interpretation. This Agreement will be interpreted according to the fair meaning of its terms and not strictly for or against any Party hereto. 25. Modification. The provisions of this Agreement may only be amended or modified by a written agreement executed by the Parties. 26. Authori . Each person executing this Agreement hereby warrants that he/she has legal authority to bind the Party for whom he/she so executes this Agreement 27. Sevembiliri. If any provision of this Agreement is held by any court of law or equity having proper jurisdiction over the matter to be void, invalid or unenforceable for any reason, the remaining provisions of this Agreement overall shall continue in full force and effect without being impaired or invalidated in anyway. 28. Notice. All notices or other documents (collectively "notices') given hereunder shall be in writing and shall be addressed to the recipient and sent by personal delivery or by overnight delivery service, such as by United States certified mail, postage prepaid, Federal Express,United Parcel,or the like. Unless and until otherwise notified,the address of each of the Parties for the giving of Notices shall be as follows: If to City: City of Brea Attn: Michael Ho, City Engineer 1 Civic Center Circle Brea, CA 92821 If to OCSD: Orange County Sanitation District Attn: Clerk of the Board 10844 Ellis Avenue Fountain Valley, CA 92708 29. Execution. This Agreement may be executed by the Parties in counterparts, each of which shall be deemed an original and which together shall constitute a single instrument. IN WITNESS WHEREOF, the parties have executed this Agreement on the date set forth below their respective signatures. [SIGNATURE PAGE FOLLOWS] 1365037.1 CITY OF BREA By: Name: Title: Date: ATTEST: By: Name: Title: Date: APPROVED AS TO FORM: By: Name: Title: Date: ORANGE COUNTY SANITATION DISTRICT By: David John Shawver Board Chairman Date: ATTEST: By: Kelly A. Lore,MMC Clerk of the Board Date: APPROVED AS TO FORM: By: Bradley R. Begin OCSD General Counsel Date: 1365037.1 Wyn ham 0 / -' Breas Smog �J v k 1 .• Cd�/dTy7 <�J ♦ Fxpefe c of Fullerton w w Towny& -ount, Apartmen tryH,o�mess ` r! Brea Family Denta/enter - °i Beverly"s Best E kery Apple NAIS 8 Spa Five Star Liqu® <' �auna Loa Garden Apartments. ' - r FvQ.9rpP , I AL pr View of 835 South Brea Blvd. from South Brea Blvd. 136503].I Exhibit `B" STORAGETANKS INSIDE BUILDING o hill =/ �,, ' DOSING LINE USIN6 E%ISTING O"DRAIN pS / / ILITV SEWER PIPE � �' ,V aa� �;�7�� X E UBoa.,uosolsvcp 10110.01R0.5 pEn1UL CCMPYIY • . e o. eavhsvwc cevnamExr WS Y, • ^�� � / ".. � • � PICtlE�lSI6N]o6)�J�AW 1745 p �mlWusm oos�wsrsm. a � s:ss EVEn elw �,; o•`.o°sisnle�osau uwl M �y1 � urmzl esr°M00 h i I I� % h ca gRry o It � / \\ hyS CAC/H C N .:FRACT� o . (•. ' RAay .... vDw w..v..... m CITY -EIVE'` ':Y`-TEU oQ" ✓UN pF� ��, �o o�4T 1365037.1 N�unN.. srsTBN }T� caN3Ra ww BBn_M Il ❑ I ❑ ❑ oxN.3�3o.rLLw�\� � nccEss sExEP nc@5z OOOP DARAOE DOOR NILL BROME0.5 pEN3CAL CONpnNv I."EEPI KG E.Of MDUDITRY, M M pxoN gB3p non B ae ,xI R BcwEo�BxDu fzazt WEmI— pIW EOMRCL sY53EM TARRD6`D`CMBCN STEEL MEC.N LAGrtATOR SECOM<RV N. DPI XCfl5E.. EPO%Y UNED WILLBEOESIGNEBBRSEB CCMNNWNT GEISISDALTcftmn NCWZgy3q . ONTRKKD6IGN ]O MIL PE LINEN I.x Tx6v RTTACEEOTOE%ISSNG W S NOTE, BS ll3pLB NOSTO SGIE WS]-IDU 1365037.1 Exhibit "C" B of area NS N.9eny Si. Brea,(7 FT 4)9: 4 pUJ� 90J691 n.nr.nhdLma.nR Main Inspections with Flat images +nv�w a re pm,u mn ao�oo-mn NonJ arm rss elm ebe L]>NOLe e R as A*ha r]oNnNrmP N A on OBSERVATIONS 50 No BTMIWTIFLQY 196 No RW-11 l LN 1L.9 No l ier+l L.m Cenxtlm 1 W 6 fb C+aP .o:gNrlml.N.nw IY.1 No ] IaaY fovnctn Ruben rcedion Fbe LMn; Im. No ] WtlNu:W�eE.Vnw4E nle No C. YW04 Niter IM0 No bm OIRH 5me5 NOJ No y,d -zn 15:36 .96 No LpM .XB No RmHMwM LqM M20 No RaN.mJPv LpM .W.S No R¢HMOA Irfl K . No STOP MFIn MpNliML eN FNI FY}L iWNq,LYY 1J,ylIB0.I M1 P.} L a 3 1365031.1 �j N >f� $ >JI !11 v Z O $ plo >I.1 100 8 r $ Y >!> >JI / f1I >I> >v >'f >l / S •i bs � J � 1eb M QW J J .7 t I t' D'>c ., 1365037.1 Exhibit "D" ADDENDUM NO. 5 TO THE ORANGE COUNTY SANITATION DISTRICT'S SUPPLEMENTAL ENVIRONMENTAL IMPACT REPORT FOR THE FINAL EFFLUENT PUMP STATION ANNEX AND COLLECTION SYSTEM ODOR & CORROSION CONTROL PROGRAM STATE CLEARINGHOUSE NO.: 1997101065 LEAD AGENCY: Orange County Sanitation District DATE: December 5, 2018 PURPOSE OF ADDENDUM: In November 2002, the Orange County Sanitation District (Sanitation District) Board of Directors certified the Final Supplemental Environmental Impact Report (SEIR)for the Final Effluent Pump Station Annex and Collection System Odor&Corrosion Control Program (SCH No. 1997101065). The SEIR supplemented the Program Environmental Impact Report (PEIR)for the Sanitation District's 1999 Strategic Plan, which was certified in October 1999. (SCH No. 97101065). The 1999 Strategic Plan called for the Sanitation District to begin testing various equipment and techniques to control odors in the Sanitation District's service area. This testing and evaluation proved successful and ultimately led the Sanitation District to install several continuous feed systems in certain locations as part of the Odor and Corrosion Control Program ("Odor Control Program"). The SEIR analyzed the environmental impacts of existing continuous feed systems throughout the Sanitation District's service area and predicted that additional feed systems would be built as appropriate locations were identified. This addendum, prepared in accordance with the California Environmental Quality Act (CEQA) (Public Resources Code Section 21000 et seq.) and its implementing Guidelines (California Code of Regulations Title 14, Chapter 3, Section 15000 et sec.), addresses the addition of a continuous feed chemical dosing station as described in the SEIR. PROJECT DESCRIPTION: Sanitation District's collection system generates odorous gases, primarily hydrogen sulfide, which can be released into the air creating a nuisance to surrounding land uses. To reduce the nuisance,Sanitation District conducts an odor and corrosion control program for the collection system that currently consists of applying chemicals in the upper, middle,and lower reaches of the trunk sewer collection system. The application of the various chemicals is applied intermittently to minimize the hydrogen sulfide production as the wastewater is conveyed from the collection system to Sanitation District's treatment plants. 1365037.1 The Sanitation District plans to install a chemical dosing station (the Station)to add magnesium hydroxide, with the option to switch to calcium nitrate if necessary for continuous odor treatment to the Euclid trunk line at the City of Brea, located at 835 S. Brea Blvd. The property is bounded by a chiropractic therapy facility to the south, commercial facilities to the north and east, and a residential apartment building to the west. The property is accessed through a parking lot located on Brea Blvd. The Station will include the installation and operation of two, 2,500-gallon chemical tanks,feed system equipment, and feed controls. The purpose is to control hydrogen sulfide (H25)vapor and liquid levels to OCSD's level of service (LOS) standards, mitigate odors, and reduce odor complaints. The chemicals that may be used at this site include, but are not limited to: • Ferrous chloride (non-hazardous formula) • Magnesium hydroxide • Calcium nitrate ENVIRONMENTAL IMPACT ANALYSIS: The Sanitation District intends to construct the Station as part of the Sanitation District's Odor and Corrosion Control Program (Odor Control Program). In 2002,the Sanitation District prepared a SEIR which evaluated many of the impacts associated with the Odor Control Program. The purpose and function of chemical dosing stations are described in Section 2.2 of the SEIR. Environmental impacts associated with the dosing stations are evaluated in Chapter 3 of the SEIR. The SEIR does not include details about this specific station, as at the time of certification of the SEIR,Sanitation District had not yet identified an appropriate location for a chemical dosing station in this area. This addendum describes and evaluates the environmental impacts of installing and operating a chemical feed station at 835 S. Brea Blvd. Provided below is a review of the conclusions included in the SEIR and an evaluation of the environmental impacts as they pertain to this specific location. Aesthetics: The SEIR concluded that the storage tanks could be visible from adjacent land uses. As such, the tanks should be installed within city yards, pump stations or private industrial yards and any additional tank should be installed in a utility yard. The 835 S. Brea Blvd dosing site meets the criteria set forth in the SEIR. The tanks are installed out of public view inside a storage building that is set back over 200 feet from the street. The tanks do not result in new significant environmental effects or a substantial increase in the severity of significant aesthetic effects from those determined in the SEIR. 1365037.1 Air Quality: The SEIR concluded that the operation of the continuous feed stations would not have a significant impact to air quality. There will be up to approximately five truck deliveries per week, and these emissions are not significant. In addition,the chemical dosing would reduce objectionable odors generated by the collection system,which results in a beneficial impact. Geology and Soils: The SEIR concluded that the above ground storage tanks may be located in close proximity to fault splays. As such,tank specifications include a single wall tank and a secondary containment system to provide added protection from seismic hazards. The tanks are engineered to include a vacuum breaker/vent to relieve pressure and reduce the likelihood of spills or accidents. The chemical storage tanks are designed to withstand ground shaking and avoid a potential spill during a seismic event. The secondary containment system will include an impermeable liner throughout the storage building where the tank is located. A small catch basin will also be installed onsite to further reduce the likelihood of spills during chemical deliveries. These design and safety features will ensure that impacts to geology and soils remain less than significant. Hazards and Hazardous Materials: The SEIR notes that the Odor Control Program would include the transport, storage and use of diesel fuel and odor reduction chemicals that could pose a spill or leak hazard. However,when handled properly the chemicals do not pose a significant health risk to the surrounding land uses. The Sanitation District has implemented an Integrated Emergency Response Program (IERP)that includes a Spill Prevention Containment and Countermeasure Plan which includes structural specifications for storage tanks, monitoring, secondary containment capacity requirements, leak detection and alarms, emergency response procedures, reporting requirements,etc. The minor changes to this project from the SEIR, which do not create a significant impact, are the type of chemicals that may be stored at the site.The SEIR mentions calcium nitrate,ferric chloride, ferrous chloride, sodium nitrate, and magnesium hydroxide as possible dosing chemicals. Chemicals that may be used at the 835 S. Brea Blvd chemical dosing station include, but are not limited to, ferrous chloride (non-hazardous formula), magnesium hydroxide, and calcium nitrate. Magnesium hydroxide is an odorless white liquid slurry.The product is not flammable or combustible and poses little health risk. It is not listed as a hazardous chemical. Exposure routes are through inhalation, ingestion, and skin and/or eye contact. Calcium nitrate is a clear liquid with no odor.The product is not flammable or combustible. It is not listed as a hazardous chemical. Exposure routes are through inhalation, ingestion and skin and/or eye contact. 1365037.1 These chemicals are already used as part of the Odor Control Program. Various chemical dosing stations throughout the Sanitation District service area safely use these chemicals. Strict measures are taken to ensure the instructions listed in the Safety Data Sheets are followed and the chemicals are used as intended. In addition, site access is restricted,the tank is double contained to hold spills, and appropriate personal protective equipment will be used by those at the tank site to reduce the risk of exposure. The minor deviations from the SEIR described in this section would not result in new significant environmental effects or a substantial increase in the severity of significant effects related to hazards and hazardous materials from those identified and evaluated in the SEIR. Hydrology and Water Quality: The SEIR concluded that chemicals used in the Odor Control Program could impact water quality if a spill were to occur. However,the implementation of best management practices (BMPs) and spill prevention, countermeasure, and control measures (SPCC) would reduce the impact to less than significant. Noise: The Odor Control Program requires the installation of an aboveground chemical storage tank; Installation is expected to be completed in five (5) days or less and the sources of noise include truck noise and jackhammering. If chemical suppliers are changed due to periodic re-bidding of the contract, a new tank and associated equipment would be installed. Noise is expected to be minimal and of short duration. Pumps are contained in an enclosure to reduce noise level. Approximately five truck trips per week are required for chemical deliveries.The truck trips would not raise ambient noise in the area significantly and as such would not be considered a significant noise impact. Transportation/Traffic: The chemical deliveries at the 835 S. Brea Blvd dosing site would include approximately five truck trips per week. The storage tank is located within the storage building and the owner will have full access to the building. The delivery of the chemical would not cause traffic, as the delivery truck will be small (50 feet long and 4,000 gallon maximum capacity) enough to turn around within the parking lot. As such,there is less than significant impact. FINDINGS FOR APPROVAL FOR ADDENDUM NO. 5 TO THE SUPPLEMENTAL ENVIRONMENTAL IMPACT REPORT FOR THE FINAL EFFLUENT PUMP STATION ANNEX AND COLLECTION SYSTEM ODOR & CORROSION CONTROL PROGRAM: 1. Environmental impacts of chemical dosing stations throughout the service area were evaluated in the SEIR certified by the Sanitation District Board of Directors in November 2002. The SEIR envisioned that additional dosing stations would be added in future years and provided a conservative, worst-case analysis of the potential environmental effects of these future stations. The SEIR placed certain restrictions on the location of 1365037.1 future dosing stations but otherwise assumed they may be located anywhere within Sanitation District's service territory, including near residential areas and sensitive receptors. 2. The Sanitation District's Odor Control Program assumed that additional dosing stations would be added in future years. As such,the addition of this Dosing Station does not constitute a substantial change in the Odor Control Program. 3. This addendum has been prepared to provide minor additions and technical changes to the SEIR to account for the addition of this Dosing Station 4. The project modifications would not result in new significant environmental effects or an increase in the severity of significant effects from those determined by the SEIR certified by the Sanitation District Board of Directors in 2002. There have also been no substantial changes in the circumstances surrounding the project since the preparation of the SEIR other than the identification of specific locations for dosing stations,which was expected under the SEIR. S. No new information of substantial importance has become known since the preparation of the SEIR regarding significant effects of the project,the severity of the project's effects, or feasible mitigation measures. New information is now available regarding the efficacy of certain chemicals, but this will not significantly alter the project's effects or the infrastructure required for the dosing station. 1365031.1 OPERATIONS COMMITTEE Meeting Date TOBE.Or Dir. 01/16/19 O1/23/19 AGENDA REPORT ItemNumber Item Number s Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Assistant General Manager SUBJECT: PRIMARY TREATMENT REHABILITATION AT PLANT NO. 2, PROJECT NO. P2-98 GENERAL MANAGER'S RECOMMENDATION A. Approve a Professional Construction Services Agreement with Black & Veatch Corporation to provide construction support services for B/C-Side Primary Clarifiers Interim Repair at Plant No. 2, Contract No. P2-98B, for a total amount not to exceed $549,534; and B. Approve a contingency of$54,953 (10%). BACKGROUND Primary treatment is used to separate settleable solids from screened water upstream of biological treatment and is an essential portion of the wastewater treatment process. The primary treatment facilities at Plant No. 2 consists of fourteen 140-foot diameter circular clarifiers built between 1960 and 1985 with associated piping, distribution structures, sludge pumping, odor control, and power distribution. The scope of work for Contract No. P2-98B includes rehabilitation of the primary clarifiers, two distribution structures, and appurtenant piping. The construction includes structural steel replacement, concrete repairs, concrete pipe structural repairs and lining, protective coating for clarifier steel mechanisms, installation of cured-in-place pipe lining systems for influent and effluent pipes, and PVC sheet lining installation. The current planned schedule for completion is August 2021. The four oldest clarifiers, referred to as the A-Side Clarifiers, are near the end of their structural life and will be replaced entirely under a separate contract. A-Side structures will have a minimal scope of repair to assure reliable operation until replacement in 2023. RELEVANT STANDARDS Comply with California Government Code Section 4526 to engage the best qualified firm "on the basis of demonstrated competence and qualifications" and "negotiate fair and reasonable fees." Page 1 d 3 PROBLEM The Orange County Sanitation District (Sanitation District) requires the services of a design consultant during construction of B/C-Side Primary Clarifiers Interim Repair at Plant No. 2, Contract No. P2-98B,which is recommended to be awarded in January 2019. PROPOSED SOLUTION Award a Professional Construction Services Agreement to provide engineering support services during construction. The proposed services will be provided on an as-needed basis and includes submittal review, answering Contractor's requests for information, reviewing construction change orders, participating in meetings, site visits, and preparing record drawings. TIMING CONCERNS The construction contract for the B/C-Side Primary Clarifiers Interim Repair at Plant No. 2, Contract No. P2-98B, is recommended to be awarded at the January Board of Directors meeting. The requested engineering support services will be needed at the start of construction. RAMIFICATIONS OF NOT TAKING ACTION Engineering support services needed to facilitate, and review construction activities will not be available, which may negatively impact the contract execution. PRIOR COMMITTEE/BOARD ACTIONS July 2016 - Approved a Professional Design Services Agreement with Black & Veatch Corporation to provide engineering design services for an amount not to exceed $18,141,423 and approved a contingency of $1,814,142 (10%) for Primary Treatment Rehabilitation at Plant No. 2, Project No. P2-98. ADDITIONAL INFORMATION Black & Veatch Corporation has successfully furnished engineering services for the design of this project and their support services during construction will provide continuity through the completion of the project. Staff negotiated with Black and Veatch Corporation for these support services in accordance with the Sanitation District's adopted policies and procedures. A review of the proposed price was conducted using estimated quantities of requests for information, submittals, meetings, site visits, change order review, and design revisions, as well as the level of effort for preparing record drawings. Based on this review, staff determined the negotiated fee to be fair and reasonable for these services. Page 2 of 3 CEQA The work under this Contract is exempt from CEQA under the Class 1 and Class 2 categorical exemptions set forth in CEQA Guidelines (14 California Code of Regulations) sections 15301 and 15302. Section 15301 (Class 1) exempts from CEQA projects involving "the operation, repair, maintenance permitting, leasing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of use beyond that existing at the time of the lead agency's determination'. This exemption includes, but is not limited to, projects involving "[a] existing facilities of both investor and publicly-owned utilities used to provide electric power, natural gas, sewerage, or other public utility services". (CEQA Guidelines § 15301(b)) Section 15302 (Class 2) exempts from CEQA projects involving the ,.replacement or reconstruction of existing structures and facilities where the new structure replaced and will have substantially the same purpose and capacity as the structure replaced:' This exemption includes, but is not limited to, projects involving the "replacement or reconstruction of existing utility systems and/or facilities involving negligible or no expansion of capacity." (CEQA Guidelines § 15302(c)) This Contract will make structural and mechanical repairs to ten existing clarifiers and distribution structures at Plant No. 2. These repairs will not expand the use of these clarifiers beyond their current capacity. The project also involves the removal and replacement of several clarifier scum sweepers. The new scum sweepers will have the same purpose as the old scum sweepers and will not expand the capacity of the clarifiers. The work under this Contract is therefore eligible for an exemption from CEQA under CEQA Guidelines sections 15301 and 15302 and no further action is required. After approval of a design contract, a Notice of Exemption was filed and recorded with the County of Orange on April 26, 2018. FINANCIAL CONSIDERATIONS This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This item has been budgeted as part of Project P2-98 (Budget FY2018-19 & 2019-2020, Section 8, Page 79) and the budget is sufficient for the Engineer's construction cost estimate. ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.coml with the complete agenda package: Professional Construction Services Agreement SN:dm:gc Page 3 of 3 PROFESSIONAL CONSTRUCTION SERVICES AGREEMENT THIS AGREEMENT, is made and entered into to be effective the 23rtl day of January, 2019 by and between the ORANGE COUNTY SANITATION DISTRICT, hereinafter referred to as "SANITATION DISTRICT", and BLACK&VEATCH CORPORATION, for purposes of this Agreement hereinafter referred to as "CONSULTANT". WITNESSETH: WHEREAS, the SANITATION DISTRICT desires to engage a CONSULTANT to provide Construction Support Services for B/C-Side Primary Clarifiers Interim Repair at Plant 2, Contract No. P2-98B; and, WHEREAS, CONSULTANT is qualified to provide the necessary services for Construction Support Services in connection with these requirements; and, WHEREAS, the SANITATION DISTRICT has adopted procedures in accordance with the SANITATION DISTRICT's Purchasing Ordinance Section 4.03(B)for the continuation of services and has proceeded in accordance with said procedures to perform this work; and, WHEREAS, at its regular meeting on January 23, 2019 the Board of Directors, by Minute Order, accepted the recommendation of the Operations Committee to approve this Agreement between the SANITATION DISTRICT and CONSULTANT. NOW, THEREFORE, in consideration of the promises and mutual benefits, which will result to the parties in carrying out the terms of this Agreement, it is mutually agreed as follows: 1. SCOPE OF WORK CONSULTANT agrees to furnish necessary professional and technical services to accomplish those project elements outlined in the Scope of Work attached hereto as "Attachment A", and by this reference made a part of this Agreement. A. The CONSULTANT shall be responsible for the professional quality, technical accuracy, completeness, and coordination of all design, drawings, specifications, and other services furnished by the CONSULTANT under this Agreement, including the work performed by its Subconsultants. Where approval by the SANITATION DISTRICT is indicated, it is understood to be conceptual approval only and does not relieve the CONSULTANT of responsibility for complying with all laws, codes, industry standards and liability for damages caused by errors, omissions, noncompliance with industry standards, and/or negligence on the part of the CONSULTANT or its Subconsultants. B. CONSULTANT is responsible for the quality of work prepared under this Agreement and shall perform its work in accordance with engineering standards in effect for clarity, uniformity, and completeness. PCSA CONTRACT NO.P2-9813 Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 1 of 19 C. In the event that work is not performed to the satisfaction of the SANITATION DISTRICT and does not conform to the requirements of this Agreement or any applicable industry standards, the CONSULTANT shall, without additional compensation, promptly correct or revise any errors or deficiencies in its designs, drawings, specifications, or other services within the timeframe specified by the Project Engineer/Project Manager. The SANITATION DISTRICT may charge to CONSULTANT all costs, expenses and damages associated with any such corrections or revisions. D. All CADD drawings, figures, and other work shall be produced by CONSULTANTS and Subconsultants using the SANITATION DISTRICT standard software. Conversion of CADD work from any other non-standard CADD format to the SANITATION DISTRICT format shall not be acceptable in lieu of this requirement. Electronic files shall be subject to an acceptance period of thirty (30)calendar days during which the SANITATION DISTRICT shall perform appropriate acceptance tests. CONSULTANT shall correct any discrepancies or errors detected and reported within the acceptance period at no additional cost to the SANITATION DISTRICT. E. All professional services performed by the CONSULTANT, including but not limited to all drafts, data, correspondence, proposals, reports, and estimates compiled or composed by the CONSULTANT, pursuant to this Agreement, are for the sole use of the SANITATION DISTRICT, its agents and employees. Neither the documents nor their contents shall be released to any third party without the prior written consent of the SANITATION DISTRICT. This provision does not apply to information that (a)was publicly known, or otherwise known to the CONSULTANT, at the time that it was disclosed to the CONSULTANT by the SANITATION DISTRICT, (b)subsequently becomes publicly known to the CONSULTANT other than through disclosure by the SANITATION DISTRICT. 2. COMPENSATION Total compensation shall be paid to CONSULTANT for services in accordance with the following provisions: A. Total Compensation Total compensation shall be in an amount not to exceed Five Hundred Forty- Nine Thousand and Five Hundred Thirty-Four Dollars ($549,534). Total compensation to CONSULTANT including burdened labor(salaries plus benefits), overhead, profit, direct costs, and Subconsultant(s)fees and costs shall not exceed the sum set forth in Attachment"E"- Fee Proposal. PCSA CONTRACT NO.P2-98B Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 2 of 19 B. Labor As a portion of the total compensation to be paid to CONSULTANT, the SANITATION DISTRICT shall pay to CONSULTANT a sum equal to the burdened salaries (salaries plus benefits)actually paid by CONSULTANT charged on an hourly-rate basis to this project and paid to the personnel of CONSULTANT. Upon request of the SANITATION DISTRICT, CONSULTANT shall provide the SANITATION DISTRICT with certified payroll records of all employees' work that is charged to this project. C. Overhead As a portion of the total compensation to be paid to CONSULTANT, the SANITATION DISTRICT shall compensate CONSULTANT and Subconsultants for overhead at the rate equal to the percentage of burdened labor as specified in Attachment"E"- Fee Proposal. D. Profit Profit for CONSULTANT and Subconsultants shall be a percentage of consulting services fees (Burdened Labor and Overhead). When the consulting or subconsulting services amount is $250,000 or less, the maximum Profit shall be 10%. Between $250,000 and $2,500,000, the maximum Profit shall be limited by a straight declining percentage between 10% and 5%. For consulting or subconsulting services fees with a value greater than $2,500,000, the maximum Profit shall be 5%. Addenda shall be governed by the same maximum Profit percentage after adding consulting services fees. As a portion of the total compensation to be paid to CONSULTANT and Subconsultants, the SANITATION DISTRICT shall pay profit for all services rendered by CONSULTANT and Subconsultants for this project according to Attachment"E"- Fee Proposal. E. Subconsultants For any Subconsultant whose fees for services are greater than or equal to $100,000 (excluding out-of-pocket costs), CONSULTANT shall pay to Subconsultant total compensation in accordance with the Subconsultant amount specified in Attachment"E"- Fee Proposal. For any Subconsultant whose fees for services are less than $100,000, CONSULTANT may pay to Suboonsultant total compensation on an hourly-rate basis per the attached hourly rate Schedule and as specified in the Scope of Work. The SANITATION DISTRICT shall pay to CONSULTANT the actual costs of Subconsultant fees and charges in an amount not to exceed the sum set forth in Attachment"E"- Fee Proposal. PCSA CONTRACT NO.P2-98B Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 3 of 19 F. Direct Costs The SANITATION DISTRICT shall pay to CONSULTANT and Subconsultants the actual costs of permits and associated fees, travel and licenses for an amount not to exceed the sum set forth in Attachment"E"- Fee Proposal. The SANITATION DISTRICT shall also pay to CONSULTANT actual costs for equipment rentals, leases or purchases with prior approval of the SANITATION DISTRICT. Upon request, CONSULTANT shall provide to the SANITATION DISTRICT receipts and other documentary records to support CONSULTANT's request for reimbursement of these amounts, see Attachment"D"—Allowable Direct Costs. All incidental expenses shall be included in overhead pursuant to Section 2 -COMPENSATION above. G. Other Direct Costs Other Direct Costs incurred by CONSULTANT and its Contractor due to modifications in scope of work resulting from field investigations and field work required by Contract. These items may include special equipment, test equipment and tooling and other materials and services not previously identified. Refer to attachment"D"Allowable Direct Costs for payment information. H. Reimbursable Direct Costs The SANITATION DISTRICT will reimburse the CONSULTANT for reasonable travel and business expenses as described in this section and further described in Attachment"D"-Allowable Direct Costs to this Agreement. The reimbursement of the above mentioned expenses will be based on an "accountable plan" as considered by Internal Revenue Service (IRS). The plan includes a combination of reimbursements based upon receipts and a "per diem" component approved by IRS. The most recent schedule of the per diem rates utilized by the SANITATION DISTRICT can be found on the U.S. General Service Administration website at http://www.gsa.gov/portal/category/104711#. The CONSULTANT shall be responsible for the most economical and practical means of management of reimbursable costs inclusive but not limited to travel, lodging and meals arrangements. The SANITATION DISTRICT shall apply the most economic and practical method of reimbursement which may include reimbursements based upon receipts and/or"per diem" as deemed the most practical. CONSULTANT shall be responsible for returning to the SANITATION DISTRICT any excess reimbursements after the reimbursement has been paid by the SANITATION DISTRICT. Travel and travel arrangements—Any travel involving airfare, overnight stays or multiple day attendance must be approved by the SANITATION DISTRICT in advance. PCSA CONTRACT NO.P2-9813 Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 4 of 19 Local Travel is considered travel by the CONSULTANT within the SANITATION DISTRICT general geographical area which includes Orange, Los Angeles, Ventura, San Bernardino, Riverside, San Diego, Imperial and Kern Counties. Automobile mileage is reimbursable if CONSULTANT is required to utilize personal vehicle for local travel. Lodging—Overnight stays will not be approved by the SANITATION DISTRICT for local travel. However, under certain circumstances overnight stay may be allowed at the discretion of the SANITATION DISTRICT based on reasonableness of meeting schedules and the amount of time required for travel by the CONSULTANT. Such determination will be made on a case-by-case basis and at the discretion of the SANITATION DISTRICT. Travel Meals— Per-diem rates as approved by IRS shall be utilized for travel meal reimbursements. Per diem rates shall be applied to meals that are appropriate for travel times. Receipts are not required for the approved meals. Additional details related to the reimbursement of the allowable direct costs are provided in the Attachment"D"-Allowable Direct Costs of this Agreement. I. Limitation of Costs If, at any time, CONSULTANT estimates the cost of performing the services described in CONSULTANT's Proposal will exceed the not-to-exceed amount of the Agreement, including approved additional compensation, CONSULTANT shall notify the SANITATION DISTRICT immediately, and in writing. This written notice shall indicate the additional amount necessary to complete the services. Any cost incurred in excess of the approved not-to-exceed amount, without the express written consent of the SANITATION DISTRICT's authorized representative shall be at CONSULTANT's own risk. This written notice shall be provided separately from, and in addition to any notification requirements contained in the CONSULTANT's invoice and monthly progress report. Failure to notify the SANITATION DISTRICT that the services cannot be completed within the authorized not-to-exceed amount is a material breach of this Agreement. 3. REALLOCATION OF TOTAL COMPENSATION The SANITATION DISTRICT, by its Director of Engineering, shall have the right to approve a reallocation of the incremental amounts constituting the total compensation, provided that the total compensation is not increased. 4. PAYMENT A. Monthly Invoice: CONSULTANT shall include in its monthly invoice, a detailed breakdown of costs associated with the performance of any corrections or revisions of the work for that invoicing period. CONSULTANT shall allocate costs in the same manner as it would for payment requests as described in this Section of the Agreement. CONSULTANT shall warrant and certify the accuracy of these costs and understand that submitted costs are subject to Section 11 -AUDIT PROVISIONS. PCSA CONTRACT NO.P2-9813 Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 5 of 19 B. CONSULTANT may submit monthly or periodic statements requesting payment for those items included in Section 2- COMPENSATION hereof in the format as required by the SANITATION DISTRICT. Such requests shall be based upon the amount and value of the work and services performed by CONSULTANT under this Agreement and shall be prepared by CONSULTANT and accompanied by such supporting data, including a detailed breakdown of all costs incurred and project element work performed during the period covered by the statement, as may be required by the SANITATION DISTRICT. Upon approval of such payment request by the SANITATION DISTRICT, payment shall be made to CONSULTANT as soon as practicable of one hundred percent (100%)of the invoiced amount on a per-project-element basis. If the SANITATION DISTRICT determines that the work under this Agreement or any specified project element hereunder, is incomplete and that the amount of payment is in excess of: i. The amount considered by the SANITATION DISTRICT's Director of Engineering to be adequate for the protection of the SANITATION DISTRICT; or ii. The percentage of the work accomplished for each project element. The SANITATION DISTRICT may, at his discretion, retain an amount equal to that which insures that the total amount paid to that date does not exceed the percentage of the completed work for each project element or the project in its entirety. C. CONSULTANT may submit periodic payment requests for each 30-day period of this Agreement for the profit as set forth in Section 2 -COMPENSATION above. Said profit payment request shall be proportionate to the work actually accomplished to date on a per-project-element basis. In the event the SANITATION DISTRICT's Director of Engineering determines that no satisfactory progress has been made since the prior payment, or in the event of a delay in the work progress for any reason, the SANITATION DISTRICT shall have the right to withhold any scheduled proportionate profit payment. D. Upon satisfactory completion by CONSULTANT of the work called for under the terms of this Agreement, and upon acceptance of such work by the SANITATION DISTRICT, CONSULTANT will be paid the unpaid balance of any money due for such work, including any retained percentages relating to this portion of the work. E. Upon satisfactory completion of the work performed hereunder and prior to final payment under this Agreement for such work, or prior settlement upon termination of this Agreement, and as a condition precedent thereto, CONSULTANT shall execute and deliver to the SANITATION DISTRICT a release of all claims against the SANITATION DISTRICT arising under or by virtue of this Agreement other than such claims, if any, as may be specifically exempted by CONSULTANT from the operation of the release in stated amounts to be set forth therein. PCSA CONTRACT NO.P2-98B Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 6 of 19 F. Pursuant to the California False Claims Act (Government Code Sections 12650- 12655), any CONSULTANT that knowingly submits a false claim to the SANITATION DISTRICT for compensation under the terms of this Agreement may be held liable for treble damages and up to a ten thousand dollars ($10,000) civil penalty for each false claim submitted. This Section shall also be binding on all Subconsultants. A CONSULTANT or Subconsultant shall be deemed to have submitted a false claim when the CONSULTANT or Subconsultant: a) knowingly presents or causes to be presented to an officer or employee of the SANITATION DISTRICT a false claim or request for payment or approval; b) knowingly makes, uses, or causes to be made or used a false record or statement to get a false claim paid or approved by the SANITATION DISTRICT; c)conspires to defraud the SANITATION DISTRICT by getting a false claim allowed or paid by the SANITATION DISTRICT; d) knowingly makes, uses, or causes to be made or used a false record or statement to conceal, avoid, or decrease an obligation to the SANITATION DISTRICT; or e) is a beneficiary of an inadvertent submission of a false claim to the SANITATION DISTRICT, and fails to disclose the false claim to the SANITATION DISTRICT within a reasonable time after discovery of the false claim. 5. CALIFORNIA DEPARTMENT OF INDUSTRIAL RELATIONS (DIR) REGISTRATION AND RECORD OF WAGES A. To the extent CONSULTANT's employees and/or Subconsultants who will perform Work during the design and preconstruction phases of a construction contract for which Prevailing Wage Determinations have been issued by the DIR and as more specifically defined under Labor Code Section 1720 at seq, CONSULTANT and Subconsultants shall comply with the registration requirements of Labor Code Section 1725.5. Pursuant to Labor Code Section 1771.4, the Work is subject to compliance monitoring and enforcement by the DIR. B. The CONSULTANT and Subconsultants shall maintain accurate payroll records and shall comply with all the provisions of Labor Code Section 1776, and shall submit payroll records to the Labor Commissioner pursuant to Labor Code Section 1771.4(a) (3). Penalties for non-compliance with the requirements of Section 1776 may be deducted from progress payments per Section 1776. C. Pursuant to Labor Code Section 1776, the CONSULTANT and Subconsultants shall furnish a copy of all certified payroll records to the SANITATION DISTRICT and/or general public upon request, provided the public request is made through the SANITATION DISTRICT, the Division of Apprenticeship Standards or the Division of Labor Enforcement of the Department of Industrial Relations. D. The CONSULTANT and Subconsultants shall comply with the job site notices posting requirements established by the Labor Commissioner per Title 8, California Code of Regulations Section 16461(e). PCSA CONTRACT NO.P2-98B Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 7 of 19 6. DOCUMENT OWNERSHIP—SUBSEQUENT CHANGES TO PLANS AND SPECIFICATIONS A. Ownership of Documents for the Professional Services performed. All documents, including but not limited to, original plans, studies, sketches, drawings, computer printouts and disk files, and specifications prepared in connection with or related to the Scope of Work or Professional Services, shall be the property of the SANITATION DISTRICT. The SANITATION DISTRICT's ownership of these documents includes use of, reproduction or reuse of and all incidental rights, whether or not the work for which they were prepared has been performed. The SANITATION DISTRICT ownership entitlement arises upon payment or any partial payment for work performed and includes ownership of any and all work product completed prior to that payment. This Section shall apply whether the CONSULTANT's Professional Services are terminated: a) by the completion of the Agreement, or b) in accordance with other provisions of this Agreement. Notwithstanding any other provision of this paragraph or Agreement, the CONSULTANT shall have the right to make copies of all such plans, studies, sketches, drawings, computer printouts and disk files, and specifications. B. CONSULTANT shall not be responsible for damage caused by subsequent changes to or uses of the plans or specifications, where the subsequent changes or uses are not authorized or approved by CONSULTANT, provided that the service rendered by CONSULTANT was not a proximate cause of the damage. 7. INSURANCE A. General i. Insurance shall be issued and underwritten by insurance companies acceptable to the SANITATION DISTRICT. ii. Insurers must have an "A-" Policyholder's Rating, or better, and Financial Rating of at least Class Vill, or better, in accordance with the most current A.M. Best's Guide Rating. However, the SANITATION DISTRICT will accept State Compensation Insurance Fund, for the required policy of Worker's Compensation Insurance subject to the SANITATION DISTRICT's option to require a change in insurer in the event the State Fund financial rating is decreased below"B". Further, the SANITATION DISTRICT will require CONSULTANT to substitute any insurer whose rating drops below the levels herein specified. Said substitution shall occur within twenty (20) days of written notice to CONSULTANT, by the SANITATION DISTRICT or its agent. iii. Coverage shall be in effect prior to the commencement of any work under this Agreement. B. General Liability The CONSULTANT shall maintain during the life of this Agreement, including the period of warranty, Commercial General Liability Insurance written on an occurrence basis providing the following minimum limits of liability coverage: PCSA CONTRACT NO.P2-98B Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 8 of 19 Two Million Dollars ($2,000,000) per occurrence with Two Million Dollars ($2,000,000)aggregate. Said insurance shall include coverage for the following hazards: Premises-Operations, blanket contractual liability (for this Agreement), products liability/completed operations (including any product manufactured or assembled), broad form property damage, blanket contractual liability, independent contractors liability, personal and advertising injury, mobile equipment, and cross liability and severability of interest clauses. A statement on an insurance certificate will not be accepted in lieu of the actual additional insured endorsement(s). If requested by SANITATION DISTRICT and applicable, XCU coverage (Explosion, Collapse and Underground) and Riggers/On Hook Liability must be included in the General Liability policy and coverage must be reflected on the submitted Certificate of Insurance. C. Umbrella Excess Liability The minimum limits of general liability and Automotive Liability Insurance required, as set forth herein, shall be provided for through either a single policy of primary insurance or a combination of policies of primary and umbrella excess coverage. Umbrella excess liability coverage shall be issued with limits of liability which, when combined with the primary insurance, will equal the minimum limits for general liability and automotive liability. D. AutomotiveNehicle Liability Insurance The CONSULTANT shall maintain a policy of Automotive Liability Insurance on a comprehensive form covering all owned, non-owned, and hired automobiles, trucks, and other vehicles providing the following minimum limits of liability coverage: Combined single limit of Two Million Dollars ($2,000,000) or alternatively, Two Million Dollars ($2,000,000) per person for bodily injury and One Million Dollars ($1,000,000) per accident for property damage. A statement on an insurance certificate will not be accepted in lieu of the actual additional insured endorsement. E. Drone Liability Insurance If a drone will be used, drone liability insurance must be maintained by CONSULTANT in the amount of One Million Dollars ($1,000,000) in a form acceptable by the SANITATION DISTRICT. F. Worker's Compensation Insurance The CONSULTANT shall provide such Workers' Compensation Insurance as required by the Labor Code of the State of California in the amount of the statutory limit, including Employer's Liability Insurance with a minimum limit of One Million Dollars ($1,000,000) per occurrence. Such Worker's Compensation Insurance shall be endorsed to provide for a waiver of subrogation in favor of the SANITATION DISTRICT. A statement on an insurance certificate will not be accepted in lieu of the actual endorsements unless the insurance carrier is State PCSA CONTRACT NO.P2-9813 Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 9 of 19 of California Insurance Fund and the identifier"SCIF" and endorsement numbers 2570 and 2065 are referenced on the certificate of insurance. If an exposure to Jones Act liability may exist, the insurance required herein shall include coverage for Jones Act claims. G. Errors and Omissions/Professional Liability CONSULTANT shall maintain in full force and effect, throughout the term of this Agreement, standard industry form professional negligence errors and omissions insurance coverage in an amount of not less than Ten Million Dollars ($10,000,000)with limits in accordance with the provisions of this Paragraph. If the policy of insurance is written on a "claims made" basis, said policy shall be continued in full force and effect at all times during the term of this Agreement, and for a period of five (5) years from the date of the completion of the services hereunder. In the event of termination of said policy during this period, CONSULTANT shall obtain continuing insurance coverage for the prior acts or omissions of CONSULTANT during the course of performing services under the term of this Agreement. Said coverage shall be evidenced by either a new policy evidencing no gap in coverage or by separate extended "tail" coverage with the present or new carrier. In the event the present policy of insurance is written on an "occurrence" basis, said policy shall be continued in full force and effect during the term of this Agreement or until completion of the services provided for in this Agreement, whichever is later. In the event of termination of said policy during this period, new coverage shall be obtained for the required period to insure for the prior acts of CONSULTANT during the course of performing services under the term of this Agreement. CONSULTANT shall provide to the SANITATION DISTRICT a certificate of insurance in a form acceptable to the SANITATION DISTRICT indicating the deductible or self-retention amounts and the expiration date of said policy, and shall provide renewal certificates not less than ten (10)days prior to the expiration of each policy term. H. Proof of Coverage The CONSULTANT shall furnish the SANITATION DISTRICT with original certificates and amendatory endorsements effecting coverage. Said policies and endorsements shall conform to the requirements herein stated. All certificates and endorsements are to be received and approved by the SANITATION DISTRICT before work commences. The CONSULTANT shall provide the SANITATION DISTRICT with access to copies of its insurance policies and amendatory endorsements affecting coverage at its regional office in Irvine, California during normal working hours. Confidential information may be redacted from said policies, provided that verification of coverage may not be redacted. PCSA CONTRACT NO.P2-98B Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 10 of 19 The following are approved forms that must be submitted as proof of coverage: • Certificate of Insurance ACORD Form 25 (512010)or equivalent. • Additional Insurance (ISO Form) CG2010 11 85 or (General Liability) The combination of(ISO Forms) CG 2010 10 01 and CG 2037 10 01 All other Additional Insured endorsements must be submitted for approval by the SANITATION DISTRICT, and the SANITATION DISTRICT may reject alternatives that provide different or less coverage to the SANITATION DISTRICT. • Additional Insured Submit endorsement provided by carrier for the (Auto Liability) SANITATION DISTRICT approval. • Waiver of Subrogation State Compensation Insurance Fund Endorsement No. 2570 or equivalent. • Cancellation Notice State Compensation Insurance Fund Endorsement No. 2065 or equivalent. I. Cancellation Notice Each insurance policy required herein shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30)days' prior written notice. The Cancellation Section of ACORD Form 25 (5/2010) shall state the required thirty (30) days' written notification. The policy shall not terminate, nor shall it be cancelled, nor the coverage reduced until thirty(30) days after written notice is given to the SANITATION DISTRICT except for nonpayment of premium, which shall require not less than ten (10) days written notice to the SANITATION DISTRICT. Should there be changes in coverage or an increase in deductible or SIR amounts, the CONSULTANT shall send to the SANITATION DISTRICT a certified letter which includes a description of the changes in coverage and/or any increase in deductible or SIR amounts. The certified letter must be sent to the attention of Risk Management, and shall be received by the SANITATION DISTRICT not less than thirty (30) days prior to the effective date of the change(s) if the change would reduce coverage or increase deductibles or SIR amounts or otherwise reduce or limit the scope of insurance coverage provided to the SANITATION DISTRICT. J. Primary Insurance All liability policies shall contain a Primary and Non Contributory Clause. Any other insurance maintained by the SANITATION DISTRICT shall be excess and not contributing with the insurance provided by CONSULTANT. PCSA CONTRACT NO.P2-9813 Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 11 of 19 K. Separation of Insured All liability policies shall contain a "Separation of Insureds" clause. L. Non-Limiting (if applicable) Nothing in this document shall be construed as limiting in any way, nor shall it limit the indemnification provision contained in this Agreement, or the extent to which CONSULTANT may be held responsible for payment of damages to persons or property. M. Deductibles and Self-Insured Retentions Any deductible and/or self-insured retention must be declared to the SANITATION DISTRICT on the Certificate of Insurance. All deductibles and/or self-insured retentions require approval by the SANITATION DISTRICT. At the option of the SANITATION DISTRICT, either: the insurer shall reduce or eliminate such deductible or self-insured retention as respects the SANITATION DISTRICT; or the CONSULTANT shall provide a financial guarantee satisfactory to the SANITATION DISTRICT guaranteeing payment of losses and related investigations, claim administration and defense expenses. The SANITATION DISTRICT will not invoke the option expressed in this paragraph unless it has reasonable cause to question CONSULTANT's financial strength. N. Defense Costs Liability policies (except Errors and Omissions/Professional Liability)shall have a provision that defense costs for all insureds and additional insureds are paid in addition to and do not deplete any policy limits. O. Subconsultants The CONSULTANT shall be responsible to establish insurance requirements for any Subconsultant hired by the CONSULTANT. The insurance shall be in amounts and types reasonably sufficient to deal with the risk of loss involving the Subconsultant's operations and work. P. Limits Are Minimums If the CONSULTANT maintains higher limits than any minimums shown above, the SANITATION DISTRICT requires and shall be entitled to coverage for the higher limits maintained by CONSULTANT. Nothing in this section, however, requires CONSULTANT in the absence of litigation to reveal its Errors and Omissions/Professional Liability limits beyond that required above in other sections. PCSA CONTRACT NO.P2-9813 Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 12 of 19 8. SCOPECHANGES In the event of a change in the Scope of Work, requested by SANITATION DISTRICT, the parties hereto shall execute an amendment to this Agreement setting forth with particularity all terms of the new Agreement, including but not limited to any additional CONSULTANT's fees. 9. PROJECT TEAM AND SUBCONSULTANTS CONSULTANT shall provide to SANITATION DISTRICT, prior to execution of this Agreement, the names and full description of all Subconsultants and CONSULTANT's project team members anticipated to be used on this project by CONSULTANT. CONSULTANT shall include a description of the scope of work to be done by each Subconsultant and each CONSULTANT's project team member. CONSULTANT shall include the respective compensation amounts for CONSULTANT and each Subconsultant on a per-project-element basis, broken down as indicated in Section 2- COMPENSATION. There shall be no substitution of the listed Subconsultants and CONSULTANT's project team members without prior written approval by the SANITATION DISTRICT. 10. ENGINEERING REGISTRATION The CONSULTANT's personnel are comprised of registered engineers and a staff of specialists and draftsmen in each department. The firm itself is not a registered engineer but represents and agrees that wherever in the performance of this Agreement requires the services of a registered engineer, such services hereunder will be performed under the direct supervision of registered engineers. 11. AUDIT PROVISIONS A. SANITATION DISTRICT retains the reasonable right to access, review, examine, and audit, any and all books, records, documents and any other evidence of procedures and practices that the SANITATION DISTRICT determines are necessary to discover and verify that the CONSULTANT is in compliance with all requirements under this Agreement. The CONSULTANT shall include the SANITATION DISTRICT's right as described above, in any and all of their subcontracts, and shall ensure that these rights are binding upon all Suboonsultants. B. SANITATION DISTRICT retains the right to examine CONSULTANT's books, records, documents and any other evidence of procedures and practices that the SANITATION DISTRICT determines are necessary to discover and verify all direct and indirect costs, of whatever nature, which are claimed to have been incurred, or anticipated to be incurred or to ensure CONSULTANT's compliance with all requirements under this Agreement during the term of this Agreement and for a period of three (3)years after its termination. C. CONSULTANT shall maintain complete and accurate records in accordance with generally accepted industry standard practices and the SANITATION DISTRICT's policy. The CONSULTANT shall make available to the PCSA CONTRACT NO.P2-9813 Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 13 of 19 SANITATION DISTRICT for review and audit, all project related accounting records and documents, and any other financial data within 15 days after receipt of notice from the SANITATION DISTRICT. Upon SANITATION DISTRICT's request, the CONSULTANT shall submit exact duplicates of originals of all requested records to the SANITATION DISTRICT. If an audit is performed, CONSULTANT shall ensure that a qualified employee of the CONSULTANT will be available to assist SANITATION DISTRICT's auditor in obtaining all project related accounting records and documents, and any other financial data. 12. LEGAL RELATIONSHIP BETWEEN PARTIES The legal relationship between the parties hereto is that of an independent contractor and nothing herein shall be deemed to make CONSULTANT an employee of the SANITATION DISTRICT. 13. NOTICES All notices hereunder and communications regarding the interpretation of the terms of this Agreement, or changes thereto, shall be affected by delivery of said notices in person or by depositing said notices in the U.S. mail, registered or certified mail, return receipt requested, postage prepaid. Notices shall be mailed to the SANITATION DISTRICT at: ORANGE COUNTY SANITATION DISTRICT 10844 Ellis Avenue Fountain Valley, CA 92708-7018 Attention: Ludwig Lapus, Senior Contracts Administrator Copy: Shahrzad Namini, Project Manager Notices shall be mailed to CONSULTANT at: BLACK &VEATCH CORPORATION 5 Peters Canyon Suite 300 Irvine, CA 92606 Attention: James H. Clark, PE, Senior Vice President All communication regarding the Scope of Work, will be addressed to the Project Manager. Direction from other SANITATION DISTRICT's staff must be approved in writing by the SANITATION DISTRICT's Project Manager prior to action from the CONSULTANT. 14. TERMINATION The SANITATION DISTRICT may terminate this Agreement at any time, without cause, upon giving thirty(30) days written notice to CONSULTANT. In the event of such termination, CONSULTANT shall be entitled to compensation for work performed on a prorated basis through and including the effective date of termination. PCSA CONTRACT NO.P2-9813 Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 14 of 19 CONSULTANT shall be permitted to terminate this Agreement upon thirty (30)days written notice only if CONSULTANT is not compensated for billed amounts in accordance with the provisions of this Agreement, when the same are due. Notice of termination shall be mailed to the SANITATION DISTRICT and/or CONSULTANT in accordance with Section 13- NOTICES. 15. DOCUMENTS AND STUDY MATERIALS The documents and study materials for this project shall become the property of the SANITATION DISTRICT upon the termination or completion of the work. CONSULTANT agrees to furnish to the SANITATION DISTRICT copies of all memoranda, correspondence, computation and study materials in its files pertaining to the work described in this Agreement, which is requested in writing by the SANITATION DISTRICT. 16. COMPLIANCE CONSULTANT certifies by the execution of this Agreement that it pays employees not less than the minimum wage as defined by law, and that it does not discriminate in its employment with regard to race, color, religion, sex or national origin; that it is in compliance with all federal, state and local directives and executive orders regarding non-discrimination in employment; and that it agrees to demonstrate positively and aggressively the principle of equal opportunity in employment. 17. AGREEMENT EXECUTION AUTHORIZATION Both the SANITATION DISTRICT and CONSULTANT do covenant that each individual executing this document by and on behalf of each party is a person duly authorized to execute agreements for that party. 18. DISPUTE RESOLUTION In the event of a dispute arising between the parties regarding performance or interpretation of this Agreement, the dispute shall be resolved by binding arbitration under the auspices of the Judicial Arbitration and Mediation Service ("JAMS"), or similar organization or entity conducting alternate dispute resolution services. 19. ATTORNEYS FEES, COSTS AND NECESSARY DISBURSEMENTS If any action at law or in equity or if any proceeding in the form of an Alternative Dispute Resolution (ADR) is necessary to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, costs and necessary disbursements in addition to any other relief to which it may be entitled. 20. PROGRESS REPORTS Monthly progress reports shall be submitted for review by the tenth day of the following month and must include as a minimum: 1) current activities, 2)future activities, 3) potential items that are not included in the Scope of Work, 4) concerns and possible delays, 5) percentage of completion, and 6) budget status. PCSA CONTRACT NO.P2-98B Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 15 of 19 21. WARRANTY CONSULTANT shall perform its services in accordance with generally accepted industry and professional standards. If, within the 12-month period following completion of its services, the SANITATION DISTRICT informs CONSULTANT that any part of the services fails to meet those standards, CONSULTANT shall, within the time prescribed by the SANITATION DISTRICT, take all such actions as are necessary to correct or complete the noted deficiency(ies). 22. INDEMNIFICATION To the fullest extent permitted by law, CONSULTANT shall indemnify, defend (at CONSULTANT's sole cost and expense and with legal counsel approved by the SANITATION DISTRICT, which approval shall not be unreasonably withheld), protect and hold harmless the SANITATION DISTRICT and all of SANITATION DISTRICT's officers, directors, employees, consultants, and agents (collectively the"Indemnified Parties"), from and against any and all claims, damages, liabilities, causes of action, suits, arbitration awards, losses,judgments, fines, penalties, costs and expenses including without limitation, attorneys'fees, disbursements and court costs, and all other professional, expert or consultants fees and costs and the SANITATION DISTRICT's general and administrative expenses (individually, a "Claim", or collectively, "Claims") which may arise from or are in any manner related, directly or indirectly, to any work performed, or any operations, activities, or services provided by CONSULTANT in carrying out its obligations under this Agreement to the extent of the negligent, recklessness and/or willful misconduct of CONSULTANT, its principals, officers, agents, employees, CONSULTANT's suppliers, consultants, subconsultants, subcontractors, and/or anyone employed directly or indirectly by any of them, regardless of any contributing negligence or strict liability of an Indemnified Party. Notwithstanding the foregoing, nothing herein shall be construed to require CONSULTANT to indemnify the Indemnified Parties from any Claim arising from: (A)the sole or active negligence or willful misconduct of the Indemnified Parties; or (B)a natural disaster or other act of God, such as an earthquake; or (C)the independent action of a third party who is neither one of the Indemnified Parties nor the CONSULTANT, nor its principal, officer, agent, employee, nor CONSULTANT's supplier, consultant, subconsultant, subcontractor, nor anyone employed directly or indirectly by any of them. Exceptions (A)through (B) above shall not apply, and CONSULTANT shall, to the fullest extent permitted by law, indemnify the Indemnified Parties, from Claims arising from more than one cause if any such cause taken alone would otherwise result in the obligation to indemnify hereunder. CONSULTANT's liability for indemnification hereunder is in addition to any liability CONSULTANT may have to the SANITATION DISTRICT for a breach by CONSULTANT of any of the provisions of this Agreement. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit CONSULTANT's indemnification obligation or other liability hereunder. PCSA CONTRACT NO.P2-98B Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 16 of 19 The terms of this Agreement are contractual and the result of negotiation between the parties hereto. Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654)that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. 23. DUTY TO DEFEND The duty to defend hereunder is wholly independent of and separate from the duty to indemnify and such duty to defend shall exist regardless of any ultimate liability of CONSULTANT and shall be consistent with Civil Code Section 2782.8. Such defense obligation shall arise immediately upon presentation of a Claim by any person if, without regard to the merit of the Claim, such Claim could potentially result in an obligation to indemnify one or more Indemnified Parties, and upon written notice of such Claim being provided to CONSULTANT. Payment to CONSULTANT by any Indemnified Party or the payment or advance of defense costs by any Indemnified Party shall not be a condition precedent to enforcing such Indemnified Party's rights to indemnification hereunder. In the event a final judgment, arbitration, award, order, settlement, or other final resolution expressly determines that the claim did not arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT, to any extent, then the SANITATION DISTRICT will reimburse CONSULTANT for the reasonable costs of defending the Indemnified Parties against such claims. CONSULTANT's indemnification obligation hereunder shall survive the expiration or earlier termination of this Agreement until such time as action against the Indemnified Parties for such matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. 24. CONSULTANT PERFORMANCE The CONSULTANT's performance shall be evaluated by the SANITATION DISTRICT. A copy of the evaluation shall be sent to the CONSULTANT for comment. The evaluation, together with the comments, shall be retained by the SANITATION DISTRICT and may be considered in future CONSULTANT selection processes. 25. COMPLIANCE WITH SANITATION DISTRICT POLICIES AND PROCEDURES CONSULTANT shall be required to comply with all SANITATION DISTRICT policies and procedures including the OCSD Safety Standards, as applicable, all of which may be amended from time to time. 26. CLOSEOUT When the SANITATION DISTRICT determines that all Work authorized under the Agreement is fully complete and that the SANITATION DISTRICT requires no further work from CONSULTANT, or the Agreement is otherwise terminated or expires in accordance with the terms of the Agreement, the SANITATION DISTRICT shall give the Consultant written notice that the Agreement will be closed out. CONSULTANT shall submit all outstanding billings, work submittals, deliverables, reports or similarly related documents as required under the Agreement within thirty (30)days of receipt of notice of Agreement closeout. PCSA CONTRACT NO.P2-9813 Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 17 of 19 Upon receipt of CONSULTANT's submittals, the SANITATION DISTRICT shall commence a closeout audit of the Agreement and will either: i. Give the CONSULTANT a final Agreement Acceptance: or ii. Advise the CONSULTANT in writing of any outstanding item or items which must be furnished, completed, or corrected at the CONSULTANT's cost. CONSULTANT shall be required to provide adequate resources to fully support any administrative closeout efforts identified in this Agreement. Such support must be provided within the timeframe requested by the SANITATION DISTRICT. Notwithstanding the final Agreement Acceptance the CONSULTANT will not be relieved of its obligations hereunder, nor will the CONSULTANT be relieved of its obligations to complete any portions of the work, the non-completion of which were not disclosed to the SANITATION DISTRICT (regardless of whether such nondisclosures were fraudulent, negligent, or otherwise); and the CONSULTANT shall remain obligated under all those provisions of the Agreement which expressly or by their nature extend beyond and survive final Agreement Acceptance. Any failure by the SANITATION DISTRICT to reject the work or to reject the CONSULTANT's request for final Agreement Acceptance as set forth above shall not be deemed to be acceptance of the work by the SANITATION DISTRICT for any purpose nor imply acceptance of, or agreement with, the CONSULTANT's request for final Agreement Acceptance. 27. ENTIRE AGREEMENT This Agreement constitutes the entire understanding and agreement between the Parties and supersedes all previous negotiations between them pertaining to the subject matter thereof. PCSA CONTRACT NO.P2-9813 Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 18 of 19 IN WITNESS WHEREOF, this Agreement has been executed in the name of the SANITATION DISTRICT, by its officers thereunto duly authorized, and CONSULTANT as of the day and year first above written. CONSULTANT: BLACK&VEATCH CORPORATION By Date Printed Name &Title ORANGE COUNTY SANITATION DISTRICT By David John Shawver Date Board Chairman By Kelly A. Lore Date Clerk of the Board By Marc Dubois Date Contracts, Purchasing and Materials Management Manager Attachments: Attachment"A"—Scope of Work Attachment'B"—Not Used Attachment"C"—Not Used Attachment"D"—Allowable Direct Costs Attachment"E"—Fee Proposal Attachment"F"— Not Used Attachment"G"— Not Attached Attachment"H"— Not Used Attachment"I"—Cost Matrix and Summary Attachment"J"— Not Used Attachment"K"—Not Used Attachment"L"—OCSD Safety Standards PCSA CONTRACT NO.P2-9813 Revised 112818 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 19 of 19 OPERATIONS COMMITTEE Melting D310 TOBE.Of Dir. 01/16/19 O1/23/19 AGENDA REPORT Item Item Number 6 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Assistant General Manager SUBJECT: PRIMARY TREATMENT REHABILITATION AT PLANT NO. 2, PROJECT NO. P2-98 GENERAL MANAGER'S RECOMMENDATION A. Receive and file Bid Tabulation and Recommendation for B/C-Side Primary Clarifiers Interim Repair at Plant No. 2, Contract No. P2-98B; B. Award a Construction Contract to Myers & Sons Construction, LLC for B/C-Side Primary Clarifiers Interim Repair at Plant No. 2, Contract No. P2-98B, for a total amount not to exceed $8,665,000; and C. Approve a contingency of$866,500 (10%.). BACKGROUND Primary treatment is used to separate settleable solids from screened water upstream of biological treatment and is an essential portion of the wastewater treatment process. The primary treatment facilities at Plant No. 2 consists of fourteen 140-foot diameter circular clarifiers built between 1960 and 1985 with associated piping, distribution structures, sludge pumping, odor control, and power distribution. The scope of work for Contract No. P2-98B includes rehabilitation of the primary clarifiers, two distribution structures, and appurtenant piping. The construction includes structural steel replacement, concrete repairs, concrete pipe structural repairs and lining, protective coating for clarifier steel mechanisms, installation of cured-in-place pipe lining systems for influent and effluent pipes, and PVC sheet lining installation. The current planned schedule for completion is August 2021. The four oldest clarifiers, referred to as the A-Side Clarifiers, are near the end of their structural life and will be replaced entirely under a separate contract. A-Side structures will have a minimal scope of repair to assure reliable operation until replacement in 2023. RELEVANT STANDARDS Comply with California Public Contract Code Section 20103.8, award construction contract to lowest responsive, responsible bidder 24/7/365 treatment plant reliability Page 1 of 4 PROBLEM All fourteen primary clarifiers and associated facilities at Plant No. 2 are in need of rehabilitation or replacement based on physical condition, level of performance, life cycle costs, and placement on an earthquake fault. Construction should be staged in a way that maintains operations and the ability to handle peak flows during wet-weather periods. PROPOSED SOLUTION Award a Construction Contract for the B/C-Side Primary Clarifiers Interim Repair at Plant No. 2, Contract No. P2-986. To maintain appropriate levels of service for primary treatment, it is necessary that rehabilitation of the clarifiers be phased, starting with a basic rehabilitation of the A-Side and more complete rehabilitation of the B/C-Side clarifiers; and followed by replacement of A-Side clarifiers by a future contract. TIMING CONCERNS A Construction Contract is required to rehabilitate the existing clarifiers to maintain reliability of primary treatment plant within Plant No. 2, which is critical to maintaining water-in/water-out for this facility. Completion of Contract P2-9813 is critical to the start of Contract No. P2-98A to replace the A-Side clarifiers because of several interdependencies between the two projects. RAMIFICATIONS OF NOT TAKING ACTION Delays to the start of Contract P2-9813 can result in subsequent delays to the timely construction start and execution of Contract P2-98A, Replacement of the A-side Clarifiers. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION The Sanitation District advertised Contract No. 132-9813 for bids on October 4, 2018 and five sealed bids were received on December 4, 2018. A summary of the bid opening follows: Engineer's Estimate $ 8,900,000 Bidder Amount of Bid Myers & Sons Construction, LLC $8,665,000 Shimmick Construction Company, Inc. $8,756,500 Stanek Constructors, Inc. $10,055,000 Abhe & Svoboda, Inc. $11,365,426 Tharsos, Inc. $12,151,406 Page 2 of 4 The bids were evaluated in accordance with the Sanitation District's policies and procedures. A notice was sent to all bidders on December 19, 2018 informing them of the intent of Sanitation District staff to recommend award of the Construction Contract to Myers & Sons Construction, LLC. Shimmick Construction Company, Inc. sent a formal protest of the award to the Sanitation District on December 20, 2018 arguing that the bid of Myers & Sons Construction, LLC is non-responsive and should be rejected. Myers & Sons Construction, LLC issued a response on December 26, 2018 to the Sanitation District in defense of their bid. In consultation with Sanitation District General Counsel, the Sanitation District reviewed and responded to this protest. The protest does not merit a change to the award recommendation for the following reasons: • Shimmick's Award Protest alleges that the bid from Myers & Sons Construction, LLC bid is unacceptable due to an alleged failure to comply with specified requirements in the Invitation to Bid documents. • Sanitation District staff, in consultation with Sanitation District General Counsel, reviewed the referenced allegations and deemed them unfounded. Shimmick's protest appears to be based on a misinterpretation of the instructions to Bidders identified in the Bid Form documents. Based on the above, staff, in consultation with Sanitation District's General Counsel, responded to Shimmick's protest and found the protest statement allegations unfounded. Shimmick did not request an appeal of the Sanitation District determination as required by the Sanitation District's procedures before the deadline to file an appeal expired. Staff recommends awarding a Construction Contract to the lowest responsive bidder, Myers & Sons Construction, LLC, for a total amount not to exceed $8,665,000. CEQA The work under this Contract is exempt from CEQA under the Class 1 and Class 2 categorical exemptions set forth in CEQA Guidelines (14 California Code of Regulations) sections 15301 and 15302. Section 15301 (Class 1) exempts from CEQA projects involving "the operation, repair, maintenance permitting, leasing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of use beyond that existing at the time of the lead agency's determination'. This exemption includes, but is not limited to, projects involving "[a] existing facilities of both investor and publicly-owned utilities used to provide electric power, natural gas, sewerage, or other public utility services'. (CEQA Guidelines § 15301(b)) Section 15302 (Class 2) exempts from CEQA projects involving the "replacement or reconstruction of existing structures and facilities where the new structure replaced and will have substantially the same purpose and capacity as the structure Page 3 of 4 replaced". This exemption includes, but is not limited to, projects involving the "replacement or reconstruction of existing utility systems and/or facilities involving negligible or no expansion of capacity". (CEQA Guidelines § 15302(c)) This Contract will make structural and mechanical repairs to ten existing clarifiers and distribution structures at Plant No. 2. These repairs will not expand the use of these clarifiers beyond their current capacity. The project also involves the removal and replacement of several clarifier scum sweepers. The new scum sweepers will have the same purpose as the old scum sweepers and will not expand the capacity of the clarifiers. The work under this Contract is therefore eligible for an exemption from CEQA under CEQA Guidelines sections 15301 and 15302 and no further action is required. After approval of a design contract, a Notice of Exemption was Tiled and recorded with the County of Orange on April 26, 2018. FINANCIAL CONSIDERATIONS This request complies with authority levels of the Sanitation Districfs Purchasing Ordinance. This item has been budgeted as part of Project No. P2-98 (Budget FY2018-19 & 2019-2020, Section 8, Page 79) and the budget is sufficient for the action. ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.coml with the complete agenda package: • Contract Agreement SN:dm:gc Page 4 of 4 PART A CONTRACT AGREEMENT C-CA-090817 TABLE OF CONTENTS CONTRACT AGREEMENT SECTION - 1 GENERAL CONDITIONS..................................................................1 SECTION -2 MATERIALS AND LABOR.................................................................4 SECTION -3 PROJECT..........................................................................................4 SECTION -4 PLANS AND SPECIFICATONS ........................................................5 SECTION -5 TIME OF COMMENCEMENT AND COMPLETION ..........................5 SECTION -6 TIME IS OF THE ESSENCE .............................................................5 SECTION -7 EXCUSABLE DELAYS......................................................................6 SECTION -8 EXTRA WORK...................................................................................6 SECTION -9 CHANGES IN PROJECT...................................................................7 SECTION - 10 LIQUIDATED DAMAGES FOR DELAY.............................................7 SECTION - 11 CONTRACT PRICE AND METHOD OF PAYMENT.........................7 SECTION - 12 SUBSTITUTION OF SECURITIES IN LIEU OF RETENTION OF FUNDS ..............................................................................................9 SECTION - 13 COMPLETION...................................................................................9 SECTION - 14 CONTRACTOR'S EMPLOYEES COMPENSATION.......................10 SECTION - 15 SURETY BONDS ............................................................................12 SECTION - 16 INSURANCE....................................................................................13 SECTION - 17 RISK AND INDEMNIFICATION.......................................................22 SECTION - 18 TERMINATION................................................................................22 SECTION - 19 WARRANTY....................................................................................22 SECTION -20 ASSIGNMENT.................................................................................23 SECTION -21 RESOLUTION OF DISPUTES ........................................................23 SECTION -22 SAFETY& HEALTH ........................................................................24 SECTION -23 NOTICES.........................................................................................24 C-CA-090817 CONTRACT AGREEMENT ORANGE COUNTY SANITATION DISTRICT CONTRACT NO. P2-9813 B/CSIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 THIS AGREEMENT is made and entered into, to be effective, this January 23, 2019, by and between Myers 8 Sons Construction, LLC, hereinafter referred to as "CONTRACTOR" and the Orange County Sanitation District, hereinafter referred to as "OCSD". WITNESSETH That for and in consideration of the promises and agreements hereinafter made and exchanged, OCSD and CONTRACTOR agree as follows: SECTION-1 GENERAL CONDITIONS CONTRACTOR certifies and agrees that all the terms, conditions and obligations of the Contract Documents as hereinafter defined, the location of the job site, and the conditions under which the Work is to be performed have been thoroughly reviewed, and enters into this Contract based upon CONTRACTOR's investigation of all such matters and is in no way relying upon any opinions or representations of OCSD. It is agreed that this Contract represents the entire agreement. It is further agreed that the Contract Documents are each incorporated into this Contract by reference, with the same force and effect as if the same were set forth at length herein, and that CONTRACTOR and its Subcontractors, if any, will be and are bound by any and all of said Contract Documents insofar as they relate in any part or in any way, directly or indirectly, to the Work covered by this Contract. A. Contract Documents Order of Precedence "Contract Documents" refers to those documents identified in the definition of"Contract Documents" in the General Conditions—Definitions. C-CA-090817 CONTRACT NO.P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 1 of 25 1. In the event of a conflict between one Contract Document and any of the other Contract Documents, the provisions in the document highest in precedence shall be controlling. The order of precedence of the Contract Documents is as follows: a. Supplemental Agreements—the last in time being the first in precedence b. Addenda issued prior to opening of Bids—the last in time being the first in precedence c. Contract Agreement d. Permits and other regulatory requirements e. Special Provisions f. General Conditions (GC) g. Notice Inviting Bids and Instruction to Bidders h. Geotechnical Baseline Report (GBR), if attached as a Contract Document I. Plans and Specifications—in these documents the order of precedence shall be: i. Specifications (Divisions 01-17) ii. Plans H. General Requirements (GR) iv. Standard Drawings and Typical Details j. CONTRACTOR'S Bid 2. In the event of a conflict between terms within an individual Contract Document, the conflict shall be resolved by applying the following principles as appears applicable: a. Figured dimensions on the Contract Documents shall govern. Dimensions not specified shall be as directed by the ENGINEER. Details not shown or specified shall be the same as similar parts that are shown or specified, or as directed. Full-size details shall take precedence over scale Drawings as to C-CA-090817 CONTRACT NO. P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 2 of 25 shape and details of construction. Specifications shall govern as to material and workmanship. b. The Contract Documents calling for the higher quality material or workmanship shall prevail. Materials or Work described in words, which so applied, have a well known technical or trade meaning shall be deemed to refer to such recognized standards. In the event of any discrepancy between any Drawings and the figures thereon, the figures shall be taken as correct. C. Scale Drawings, full-size details, and Specifications are intended to be fully complementary and to agree. Should any discrepancy between Contract Documents come to the CONTRACTOR's attention, or should an error occur in the efforts of others, which affect the Work, the CONTRACTOR shall notify the ENGINEER, in writing, at once. In the event any doubts or questions arise with respect to the true meaning of the Contract Documents, reference shall be made to the ENGINEER whose written decision shall be final. If the CONTRACTOR proceeds with the Work affected without written instructions from the ENGINEER, the CONTRACTOR shall be fully responsible for any resultant damage or defect. d. Anything mentioned in the Specifications and not indicated in the Plans, or indicated in the Plans and not mentioned in the Specifications, shall be of like effect as if indicated and mentioned in both. In case of discrepancy in the Plans or Specifications, the matter shall be immediately submitted to OCSD's ENGINEER, without whose decision CONTRACTOR shall not adjust said discrepancy save only at CONTRACTOR's own risk and expense. The decision of the ENGINEER shall be final. C-CA-090817 CONTRACT NO.P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 3 of 25 In all matters relating to the acceptability of material, machinery or plant equipment; classifications of material or Work; the proper execution, progress or sequence of the Work; and quantities interpretation of the Contract Documents, the decision of the ENGINEER shall be final and binding, and shall be a condition precedent to any payment under the Contract, unless otherwise ordered by the Board of Directors. B. Definitions Capitalized terms used in this Contract are defined in the General Conditions, Definitions. Additional terms may be defined in the Special Provisions. SECTION—2 MATERIALS AND LABOR CONTRACTOR shall furnish, under the conditions expressed in the Plans and Specifications, at CONTRACTOR'S own expense, all labor and materials necessary, except such as are mentioned in the Specifications to be furnished by OCSD, to construct and complete the Project, in good workmanlike and substantial order. If CONTRACTOR fails to pay for labor or materials when due, OCSD may settle such claims by making demand upon the Surety to this Contract. In the event of the failure or refusal of the Surety to satisfy said claims, OCSD may settle them directly and deduct the amount of payments from the Contract Price and any amounts due to CONTRACTOR. In the event OCSD receives a stop payment notice from any laborer or material supplier alleging non-payment by CONTRACTOR, OCSD shall be entitled to deduct all of its costs and expenses incurred relating thereto, including but not limited to administrative and legal fees. SECTION-3 PROJECT The Project is described as: CONTRACT NO. P2-98B B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 C-CA-090817 CONTRACT NO. P2-98B B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 4 of 25 SECTION -4 PLANS AND SPECIFICATONS The Work to be done is shown in a set of Plans and Specifications entitled: CONTRACT NO. P2-9813 B/CSIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Said Plans and Specifications and any revision, amendments and addenda thereto are attached hereto and incorporated herein as part of this Contract and referred to by reference. SECTION—5 TIME OF COMMENCEMENT AND COMPLETION CONTRACTOR agrees to commence the Project within 15 calendar days from the date set forth in the "Notice to Proceed"sent by OCSD, unless otherwise specified therein and shall diligently prosecute the Work to completion within eight hundred eighty-nine (889) calendar days from the date of the "Notice to Proceed" issued by OCSD, excluding delays caused or authorized by OCSD as set forth in Sections 7, 8, and 9 hereof, and applicable provisions in the General Conditions. The time for completion includes fifteen (15) calendar days determined by OCSD likely to be inclement weather when CONTRACTOR will be unable to work. In addition, CONTRACTOR shall accomplish such milestones within the periods of performance set forth in Appendix A of the Special Provisions entitled "Work Completion Schedule." SECTION—6 TIME IS OF THE ESSENCE Time is of the essence of this Contract. As required by the Contract Documents, CONTRACTOR shall prepare and obtain approval of all shop drawings, details and samples, and do all other things necessary and incidental to the prosecution of CONTRACTOR's Work in conformance with an approved construction progress schedule. CONTRACTOR shall coordinate the Work covered by this Contract with that of all other contractors, subcontractors and of OCSD, in a manner that will facilitate the efficient completion of the entire Work and accomplish the required milestone(s), if any, by the applicable deadline(s) in accordance with Section 5 herein. OCSD shall have the right to assert complete control of the premises on C-CA-090817 CONTRACT NO.P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 5 of 25 which the Work is to be performed and shall have the right to decide the time or order in which the various portions of the Work shall be installed or the priority of the work of subcontractors, and, in general, all matters representing the timely and orderly conduct of the Work of CONTRACTOR on the premises. SECTION—7 EXCUSABLE DELAYS CONTRACTOR shall only be excused for any delay in the prosecution or completion of the Project as specifically provided in General Conditions, "Extensions for Delay", and the General Requirements, "By CONTRACTOR or Others—Unknown Utilities during Contract Work". Extensions of time and extra compensation arising from such excusable delays will be determined in accordance with the General Conditions, "Extension of Time for Delay" and "Contract Price Adjustments and Payments", and extensions of time and extra compensation as a result of incurring undisclosed utilities will be determined in accordance with General Requirements, "By CONTRACTOR or Others— Unknown Utilities during Contract Work". OCSD's decision will be conclusive on all parties to this Contract. SECTION—S EXTRA WORK The Contract Price as set forth in Section 11, includes compensation for all Work performed by CONTRACTOR, unless CONTRACTOR obtains a Change Order signed by a designated representative of OCSD specifying the exact nature of the Extra Work and the amount of extra compensation to be paid all as more particularly set forth in Section 9 hereof and the General Conditions, "Request for Change (Changes at CONTRACTOR's Request)", "OWNER Initiated Changes", and "Contract Price Adjustments and Payments". In the event a Change Order is issued by OCSD pursuant to the Contract Documents, OCSD shall extend the time fixed in Section 5 for completion of the Project by the number of days, if any, reasonably required for CONTRACTOR to perform the Extra Work, as determined by OCSD's ENGINEER. The decision of the ENGINEER shall be final. C-CA-090817 CONTRACT NO. P2-98B B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 6 of 25 SECTION-9 CHANGES IN PROJECT OCSD may at any time, without notice to any Surety, by Change Order, make any changes in the Work within the general scope of the Contract Document, including but not limited to changes: 1. In the Specifications (including Drawings and designs); 2. In the time, method or manner of performance of the Work; 3. In OCSD-furnished facilities, equipment, materials, services or site; or 4. Directing acceleration in the performance of the Work. No change of period of performance or Contract Price, or any other change in the Contract Documents, shall be binding until the Contract is modified by a fully executed Change Order. All Change Orders shall be issued in accordance with the requirements set forth in the General Conditions, "Request for Change (Changes at CONTRACTOR's Request)" and "OWNER Initiated Changes". SECTION-10 LIQUIDATED DAMAGES FOR DELAY Liquidated Damages shall be payable in the amounts and upon the occurrence of such events or failure to meet such requirements or deadlines as provided in the Special Provisions, "Liquidated Damages and Incentives." SECTION—11 CONTRACT PRICE AND METHOD OF PAYMENT A. OCSD agrees to pay and the CONTRACTOR agrees to accept as full consideration for the faithful performance of this Contract, subject to any additions or deductions as provided in approved Change Orders, the sum of Eight Million Six Hundred Sixty Five Dollars ($8,665,000) as itemized on the Attached Exhibit"A". Upon satisfaction of the conditions precedent to payment set forth in the General Requirements, Additional General Requirements and General Conditions (including but not limited to Sections entitled "Mobilization Payment Requirements" and "Payment C-CA-090817 CONTRACT NO.P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 7 of 25 Itemized Breakdown of Contract Lump Sum Prices"), there shall be paid to the CONTRACTOR an initial Net Progress Payment for mobilization. OCSD shall issue at the commencement of the job a schedule which shows: 1. A minimum of one payment to be made to the CONTRACTOR for each successive four(4)week period as the Work progresses, and 2. The due dates for the CONTRACTOR to submit requests for payment to meet the payment schedule. After the initial Net Progress Payment, and provided the CONTRACTOR submits the request for payment prior to the end of the day required to meet the payment schedule, the CONTRACTOR shall be paid a Net Progress Payment on the corresponding monthly payment date set forth in the schedule. Payments shall be made on demands drawn in the manner required by law, accompanied by a certificate signed by the ENGINEER, stating that the Work for which payment is demanded has been performed in accordance with the terms of the Contract Documents, and that the amount stated in the certificate is due under the terms of the Contract. Payment applications shall also be accompanied with all documentation, records, and releases as required by the Contract, Exhibit A, Schedule of Prices, and General Conditions, "Payment for Work—General". The Total amount of Progress Payments shall not exceed the actual value of the Work completed as certified by OCSD's ENGINEER. The processing of payments shall not be considered as an acceptance of any part of the Work. B. As used in this Section, the following defined terms shall have the following meanings: C-CA-090817 CONTRACT NO. P2-98B B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 8 of 25 1. "Net Progress Payment" means a sum equal to the Progress Payment less the Retention Amount and other qualified deductions (Liquidated Damages, stop payment notices, etc.). 2. "Progress Payment" means a sum equal to: a. the value of the actual Work completed since the commencement of the Work as determined by OCSD; b. plus the value of material suitably stored at the worksite, treatment plant or approved storage yards subject to or under the control of OCSD since the commencement of the Work as determined by OCSD; C. less all previous Net Progress Payments; d. less all amounts of previously qualified deductions; e. less all amounts previously retained as Retention Amounts. 3. "Retention Amount"for each Progress Payment means the percentage of each Progress Payment to be retained by OCSD to assure satisfactory completion of the Contract. The amount to be retained from each Progress Payment shall be determined as provided in the General Conditions—"Retained Funds; Substitution of Securities." SECTION—12 SUBSTITUTION OF SECURITIES IN LIEU OF RETENTION OF FUNDS Pursuant to Public Contract Code Section 22300 at seq., the CONTRACTOR may, at its sole expense, substitute securities as provided in General Conditions—"Retained Funds; Substitution of Securities." SECTION—13 COMPLETION Final Completion and Final Acceptance shall occur at the time and in the manner specified in the General Conditions, "Final Acceptance and Final Completion", "Final Payment" and Exhibit A- Schedule of Prices. C-CA-090817 CONTRACT NO.P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 9 of 25 Upon receipt of all documentation, records, and releases as required by the Contract from the CONTRACTOR, OCSD shall proceed with the Final Acceptance as specified in General Conditions. SECTION—14 CONTRACTOR'S EMPLOYEES COMPENSATION A. Davis-Bacon Act: CONTRACTOR will pay and will require all Subcontractors to pay all employees on said Project a salary or wage at least equal to the prevailing rate of per diem wages as determined by the Secretary of Labor in accordance with the Davis-Bacon Act for each craft or type of worker needed to perform the Contract. The provisions of the Davis-Bacon Act shall apply only if the Contract is in excess of Two Thousand Dollars ($2,000.00) and when twenty-five percent (25%) or more of the Contract is funded by federal assistance. If the aforesaid conditions are met, a copy of the provisions of the Davis-Bacon Act to be complied with are incorporated herein as a part of this Contract and referred to by reference. B. General Prevailing Rate: OCSD has been advised by the State of California Director of Industrial Relations of its determination of the general prevailing rate of per diem wages and the general prevailing rate for legal holiday and overtime Work in the locality in which the Work is to be performed for each craft or type of Work needed to execute this Contract, and copies of the same are on file in the Office of the ENGINEER of OCSD. The CONTRACTOR agrees that not less than said prevailing rates shall be paid to workers employed on this public works Contract as required by Labor Code Section 1774 of the State of California. Per California Labor Code 1773.2, OCSD will have on file copies of the prevailing rate of per diem wages at its principal office and at each job site, which shall be made available to any interested party upon request. C-CA-090817 CONTRACT NO. P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 10 of 25 C. Forfeiture for Violation: CONTRACTOR shall, as a penalty to OCSD, forfeit Two Hundred Dollars ($200.00)for each calendar day or portion thereof for each worker paid (either by the CONTRACTOR or any Subcontractor under it) less than the prevailing rate of per diem wages as set by the Director of Industrial Relations, in accordance with Sections 1770-1780 of the California Labor Code for the Work provided for in this Contract, all in accordance with Section 1775 of the Labor Code of the State of California. D. Apprentices: Sections 1777.5, 1777.6, 1777.7 of the Labor Code of the State of California, regarding the employment of apprentices are applicable to this Contract and the CONTRACTOR shall comply therewith if the prime contract involves Thirty Thousand Dollars ($30,000.00) or more. E. Workday: In the performance of this Contract, not more than eight(8) hours shall constitute a day's work, and the CONTRACTOR shall not require more than eight (8) hours of labor in a day from any person employed by him hereunder except as provided in paragraph (B) above. CONTRACTOR shall conform to Article 3, Chapter 1, Part 7 (Section 1810 at sea.)of the Labor Code of the State of California and shall forfeit to OCSD as a penalty, the sum of Twenty-five Dollars ($25.00)for each worker employed in the execution of this Contract by CONTRACTOR or any Subcontractor for each calendar day during which any worker is required or permitted to labor more than eight (8) hours in any one calendar day and forty (40) hours in any one week in violation of said Article. CONTRACTOR shall keep an accurate record showing the name and actual hours worked each calendar day and each calendar week by each worker employed by CONTRACTOR in connection with the Project. C-CA-090817 CONTRACT NO.P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 11 of 25 F. Registration: Record of Wages: Inspection: CONTRACTOR shall comply with the registration requirements of Labor Code Section 1725.5. Pursuant to Labor Code Section 1771.4, the Work is subject to compliance monitoring by the California Department of Industrial Relations. CONTRACTOR shall maintain accurate payroll records and shall submit payroll records to the Labor Commissioner pursuant to Labor Code Section 1771.4(a)(3). Penalties for non-compliance with the requirements of Section 1776 may be deducted from progress payments per Section 1776. CONTRACTOR shall comply with the job site notices posting requirements established by the Labor Commissioner per Title 8, California Code of Regulations Section 16461(a). SECTION-15 SURETYBONDS CONTRACTOR shall, before entering upon the performance of this Contract, furnish Bonds approved by OCSD's General Counsel—one in the amount of one hundred percent(100%)of the Contract amount, to guarantee the faithful performance of the Work, and the other in the amount of one hundred percent (100%)of the Contract amount to guarantee payment of all claims for labor and materials furnished. As changes to the Contract occur via approved Change Orders, the CONTRACTOR shall assure that the amounts of the Bonds are adjusted to maintain 100% of the Contract Price. This Contract shall not become effective until such Bonds are supplied to and approved by OCSD. Bonds must be issued by a Surety authorized by the State Insurance Commissioner to do business in California. The Performance Bond shall remain in full force and effect through the warranty period, as specified in Section 19 below. All Bonds required to be submitted relating to this Contract must comply with California Code of Civil Procedure Section 995.630. Each Bond shall be executed in the name of the Surety insurer under penalty of perjury, or the fact of execution of each Bond shall be duly acknowledged before an officer authorized to take and certify acknowledgments, and either one of the following conditions shall be satisfied: C-CA-090817 CONTRACT NO. P2-98B B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 12 of 25 A. A copy of the transcript or record of the unrevoked appointment, power of attorney, by- laws, or other instrument, duly certified by the proper authority and attested by the seal of the insurer entitling or authorizing the person who executed the Bond to do so for and on behalf of the insurer, is on file in the Office of the County Clerk of the County of Orange; or B. A copy of a valid power of attorney is attached to the Bond. SECTION— 16 INSURANCE CONTRACTOR shall purchase and maintain, for the duration of the Contract, insurance against claims for injuries to persons, or damages to property which may arise from or in connection with the performance of the Work hereunder, and the results of that Work by CONTRACTOR, its agents, representatives, employees, or Subcontractors, in amounts equal to the requirements set forth below. CONTRACTOR shall not commence Work under this Contract until all insurance required under this Section is obtained in a form acceptable to OCSD, nor shall CONTRACTOR allow any Subcontractor to commence Work on a subcontract until all insurance required of the Subcontractor has been obtained. CONTRACTOR shall maintain all of the foregoing insurance coverages in force through the point at which the Work under this Contract is fully completed and accepted by OCSD pursuant to the provisions of the General Conditions, "Final Acceptance and Final Completion'. Furthermore, CONTRACTOR shall maintain all of the foregoing insurance coverages in full force and effect throughout the warranty period, commencing on the date of Final Acceptance. The requirement for carrying the foregoing insurance shall not derogate from the provisions for indemnification of OCSD by CONTRACTOR under Section 17 of this Contract. Notwithstanding nor diminishing the obligations of CONTRACTOR with respect to the foregoing, CONTRACTOR shall subscribe for and maintain in full force and effect during the life of this Contract, inclusive of all changes to the Contract Documents made in accordance with the provisions of the General Conditions, "Request for Change (Changes at CONTRACTOR's Request)" and/or"OWNER Initiated C-CA-090817 CONTRACT NO.P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 13 of 25 Changes", the following insurance in amounts not less than the amounts specified. OCSD reserves the right to amend the required limits of insurance commensurate with the CONTRACTOR's risk at any time during the course of the Project. No vehicles may enter OCSD premises/worksite without possessing the required insurance coverage. CONTRACTOR's insurance shall also comply with all insurance requirements prescribed by agencies from whom permits shall be obtained for the Work and any other third parties from whom third party agreements are necessary to perform the Work (collectively, the "Third Parties"), The Special Provisions may list such requirements and sample forms and requirements from such Third Parties may be included in an attachment to the General Requirements. CONTRACTOR bears the responsibility to discover and comply with all requirements of Third Parties, including meeting specific insurance requirements, that are necessary for the complete performance of the Work. To the extent there is a conflict between the Third Parties' insurance requirements and those set forth by OCSD herein, the requirement(s) providing the more protective coverage for both OSCD and the Third Parties shall control and be purchased and maintained by CONTRACTOR. A. Limits of Insurance 1. General Liability: Five Million Dollars ($5,000,000) per occurrence and a general aggregate limit of Five Million Dollars ($5,000,000)for bodily injury, personal injury and property damage. Coverage shall include each of the following: a. Premises-Operations. b. Products and Completed Operations, with limits of at least Five Million Dollars ($5,000,000) per occurrence and a general aggregate limit of Five Million Dollars ($5,000,000)which shall be in effect at all times during the warranty period set forth in the Warranty section herein, and as set forth in the General Conditions, "Warranty(CONTRACTOR's Guarantee)", plus any additional C-CA-090817 CONTRACT NO. P2-98B B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 14 of 25 extension or continuation of time to said warranty period that may be required or authorized by said provisions. C. Broad Form Property Damage, expressly including damage arising out of explosion, collapse, or underground damage. d. Contractual Liability, expressly including the indemnity provisions assumed under this Contract. e. Separation of Insured Clause, providing that coverage applies separately to each insured, except with respect to the limits of liability. f. Independent CONTRACTOR's Liability. To the extent first dollar coverage, including defense of any claim, is not available to OCSD or any other additional insured because of any SIR, deductible, or any other form of self insurance, CONTRACTOR is obligated to assume responsibility of insurer until the deductible, SIR or other condition of insurer assuming its defense and/or indemnity has been satisfied. CONTRACTOR shall be responsible to pay any deductible or SIR. g. If a crane will be used, the General Liability insurance will be endorsed to add Riggers Liability coverage or its equivalent to cover the usage of the crane and exposures with regard to the crane operators, riggers and others involved in using the crane. h. If divers will be used, the General Liability insurance will be endorsed to cover marine liability or its equivalent to cover the usage of divers. 2. Automobile Liability: The CONTRACTOR shall maintain a policy of Automobile Liability Insurance on a comprehensive form covering all owned, non-owned, and hired automobiles, trucks, and other vehicles providing the following minimum limits of liability coverage: C-CA-090817 CONTRACT NO.P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 15 of 25 Either(1)a combined single limit of Five Million Dollars ($5,000,000) and a general aggregate limit of Five Million Dollars ($5,000,000)for bodily injury, personal injury and property damage; Or alternatively, (2) Five Million Dollars ($5,000,000) per person for bodily injury and Two Million Dollars ($2,000,000) per accident for property damage. 3. Umbrella Excess Liability: The minimum limits of general liability and automobile liability insurance required, as set forth above, shall be provided for either in a single policy of primary insurance or a combination of policies of primary and umbrella excess coverage. Excess liability coverage shall be issued with limits of liability which, when combined with the primary insurance, will equal the minimum limits for general liability and automobile liability. 4. Drone Liability Insurance: If a drone will be used, drone liability insurance must be maintained by CONTRACTOR in the amount of One Million Dollars ($1,000,000) in a form acceptable by OCSD. 5. Worker's Compensation/Employer's Liability: CONTRACTOR shall provide such Worker's Compensation Insurance as required by the Labor Code of the State of California, including employer's liability with a minimum limit of One Million Dollars ($1,000,000) per accident for bodily injury or disease. If an exposure to Jones Act liability may exist, the insurance required herein shall include coverage with regard to Jones Act claims. Where permitted by law, CONTRACTOR hereby waives all rights of recovery by subrogation because of deductible clauses, inadequacy of limits of any insurance policy, limitations or exclusions of coverage, or any other reason against OCSD, its or their officers, agents, or employees, and any other contractor or subcontractor performing Work or rendering services on behalf of OCSD in connection with the C-CA-090817 CONTRACT NO. P2-98B B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 16 of 25 planning, development and construction of the Project. In all its insurance coverages related to the Work, CONTRACTOR shall include clauses providing that each insurer shall waive all of its rights of recovery by subrogation against OCSD, its or their officers, agents, or employees, or any other contractor or subcontractor performing Work or rendering services at the Project. Where permitted by law, CONTRACTOR shall require similar written express waivers and insurance clauses from each of its Subcontractors of every tier. A waiver of subrogation shall be effective as to any individual or entity, even if such individual or entity (a)would otherwise have a duty of indemnification, contractual or otherwise, (b)did not pay the insurance premium, directly or indirectly, and (c)whether or not such individual or entity has an insurable interest in the property damaged. 6. Pollution Liability Insurance: CONTRACTOR shall purchase and maintain insurance for pollution liability covering bodily injury, property damage (including loss of use of damaged property or property that has not been physically injured or destroyed), cleanup costs, and defense costs (including costs and expenses for investigation, defense, or settlement of claims). Coverage shall carry limits of at least One Million Dollars ($1,000,000) and shall apply to sudden and non-sudden pollution conditions (including sewage spills), both at the site or needed due to migration of pollutants from the site, resulting from the escape or release of smoke, vapors, fumes, acids, alkalis, toxic chemicals, liquids or gases, waste materials, or other irritants, contaminants or pollutants. If CONTRACTOR provides coverage written on a claims-made basis, OCSD has the right to approve or reject such coverage in its own discretion. If written on a claims- made basis, the CONTRACTOR warrants that any retroactive date applicable to coverage under the policy precedes the effective date of this Contract, and that C-CA-090817 CONTRACT NO.P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 17 of 25 continuous coverage will be maintained, or an extended discovery period will be exercised, for a period of two years beginning from the time that the Project under this Contract is completed. 7. Limits are Minimums: If CONTRACTOR maintains higher limits than the minimums shown in this Section, OCSD requires and shall be entitled to coverage for the higher limits maintained by the CONTRACTOR. B. Deductibles and Self-Insured Retentions Any deductibles or self-insured retentions must be declared to and approved by OCSD. At the option of OCSD, either: the Insurer shall reduce or eliminate such deductibles or self- insured retentions as respects OCSD, its Directors, officers, agents, CONSULTANTS, and employees; or CONTRACTOR shall provide a financial guarantee satisfactory to OCSD guaranteeing payment of losses and related investigations, claim administration, and defense expenses. C. Other Insurance Provisions 1. Each such policy of General Liability Insurance and Automobile Liability Insurance shall be endorsed to contain, the following provisions: a. OCSD, its Directors, officers, agents, CONSULTANTS, and employees, and all public agencies from whom permits will be obtained, and their Directors, officers, agents, and employees are hereby declared to be additional insureds under the terms of this policy, but only with respect to the operations of CONTRACTOR at or from any of the sites of OCSD in connection with this Contract, or acts and omissions of the additional insured in connection with its general supervision or inspection of said operations related to this Contract. C-CA-090817 CONTRACT NO. P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 18 of 25 b. Insurance afforded by the additional insured endorsement shall apply as primary insurance, and other insurance maintained by OCSD shall be excess only and not contributing with insurance provided under this policy. 2. Each insurance policy required herein shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty(30) days prior written notice by certified mail, return receipt requested, and that coverage shall not be cancelled for non-payment of premium except after ten (10)days prior written notice by certified mail, return receipt requested. Should there be changes in coverage or an increase in deductible or SIR amounts, CONTRACTOR undertakes to procure a manuscript endorsement from its insurer giving 30 days prior notice of such an event to OCSD, or to have its insurance broker/agent send to OCSD a certified letter describing the changes in coverage and any increase in deductible or SIR amounts. The certified letter must be sent Attention: Risk Management and shall be received not less than twenty (20)days prior to the effective date of the change(s). The letter must be signed by a Director or Officer of the broker/agent and must be on company letterhead, and may be sent via e-mail in pdf format. 3. Coverage shall not extend to any indemnity coverage for the active negligence of any additional insured in any case where an agreement to indemnify the additional insured would be invalid under California Civil Code Section 2782(b). 4. If required by a public agency from whom permit(s)will be obtained, each policy of General Liability Insurance and Automobile Liability Insurance shall be endorsed to specify by name the public agency and its legislative members, officers, agents, CONSULTANTS, and employees, to be additional insureds. C-CA-090817 CONTRACT NO.P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 19 of 25 D. Acceptability of Insurers Insurers must have an "A-", or better, Policyholder's Rating, and a Financial Rating of at least Class Vill, or better, in accordance with the most current A.M. Best Rating Guide. OCSD recognizes that State Compensation Insurance Fund has withdrawn from participation in the A.M. Best Rating Guide process. Nevertheless, OCSD will accept State Compensation Insurance Fund for the required policy of workers compensation insurance, subject to OCSD's option, at any time during the term of this Contract, to require a change in insurer upon twenty (20)days written notice. Further, OCSD will require CONTRACTOR to substitute any insurer whose rating drops below the levels herein specified. Said substitution shall occur within twenty (20)days of written notice to CONTRACTOR by OCSD or its agent. E. Verification of Coverage CONTRACTOR shall furnish OCSD with original certificates and mandatory endorsements affecting coverage. Said policies and endorsements shall conform to the requirements herein stated. All certificates and endorsements are to be received and approved by OCSD before Work commences. OCSD reserves the right to require complete, certified copies of all required insurance policies, including endorsements, affecting the coverage required by these Specifications at any time. F. Subcontractors CONTRACTOR shall be responsible to establish insurance requirements for any Subcontractors hired by CONTRACTOR. The insurance shall be in amounts and types reasonably sufficient to deal with the risk of loss involving the Subcontractor's operations and work. OCSD and any public agency issuing permits for the Project must be named as "Additional Insured"on any General Liability or Automobile Liability policy obtained by a Subcontractor. The CONTRACTOR must obtain copies and maintain current versions of C-CA-090817 CONTRACT NO. P2-98B B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 20 of 25 all Subcontractors' policies, Certificate of Liability and mandatory endorsements effecting coverage. Upon request, CONTRACTOR must furnish OCSD with the above referenced required documents. G. Required Forms and Endorsements 1. Required ACORD Form a. Certificate of Liability Form 25 2. Required Insurance Services Office, Inc. Endorsements (when alternative forms are shown, they are listed in order of preference) In the event any of the following forms are cancelled by Insurance Services Office, Inc. (ISO), or are updated, the ISO replacement form or equivalent must be supplied. a. Commercial General Liability Form CG-0001 10 01 b. Additional Insured Including Form CG-2010 10 01 and Products-Completed Operations Form CG-2037 10 01 C. Waiver of Transfer of Rights of Form CG-2404 11 85; or Recovery Against Others to Us/ Form CG-2404 10 93 Waiver of Subrogation 3. Required State Compensation Insurance Fund Endorsements a. Waiver of Subrogation Endorsement No. 2570 b. Cancellation Notice Endorsement No. 2065 4. Additional Required Endorsements a. Notice of Policy Termination Manuscript Endorsement 5. Pollution Liability Endorsements There shall be a Separation of Insured Clause or endorsement, providing that coverage applies separately to each insured, except with respect to the limits of liability. There shall also be an endorsement or policy language containing a waiver of subrogation rights on the part of the insurer. C-CA-090817 CONTRACT NO.P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 21 of 25 OCSD, its directors, officers, agents, CONSULTANTS and employees and all public agencies from whom permits will be obtained as well as their directors, officers, agents, and employees shall be included as insureds under the policy. Any additional insured endorsement shall contain language at least as broad as the coverage language contained in ISO form CG 20 10 11 85 or alternatively in both CG 20 10 10 01 and CG 20 37 10 01 together. SECTION—17 RISK AND INDEMNIFICATION All Work covered by this Contract done at the site of construction or in preparing or delivering materials to the site shall be at the risk of CONTRACTOR alone. CONTRACTOR shall save, indemnify, defend, and keep OCSD and others harmless as more specifically set forth in General Conditions, "General Indemnification". SECTION-18 TERMINATION This Contract may be terminated in whole or in part in writing by OCSD in the event of substantial failure by the CONTRACTOR to fulfill its obligations under this Agreement, or it may be terminated by OCSD for its convenience provided that such termination is effectuated in a manner and upon such conditions set forth more particularly in General Conditions, "Termination for Default" and/or"Termination for Convenience", provided that no termination may be effected unless proper notice is provided to CONTRACTOR at the time and in the manner provided in said General Conditions. If termination for default or convenience is effected by OCSD, an equitable adjustment in the price provided for in this Contract shall be made at the time and in the manner provided in the General Conditions, "Termination for Default" and "Termination for Convenience". SECTION—19 WARRANTY The CONTRACTOR agrees to perform all Work under this Contract in accordance with the Contract Documents, including OCSD's designs, Drawings and Specifications. C-CA-090817 CONTRACT NO. P2-98B B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 22 of 25 The CONTRACTOR guarantees for a period of at least one (1) year from the date of Final Acceptance of the Work, pursuant to the General Conditions, "Final Acceptance and Final Completion' that the completed Work is free from all defects due to faulty materials, equipment or workmanship and that it shall promptly make whatever adjustments or corrections which may be necessary to cure any defects, including repairs of any damage to other parts of the system resulting from such defects. OCSD shall promptly give notice to the CONTRACTOR of observed defects. In the event that the CONTRACTOR fails to make adjustments, repairs, corrections or other work made necessary by such defects, OCSD may do so and charge the CONTRACTOR the cost incurred. The CONTRACTOR's warranty shall continue as to any corrected deficiency until the later of(1)the remainder of the original one-year warranty period; or(2)one year after acceptance by OCSD of the corrected Work. The Performance Bond and the Payment Bond shall remain in full force and effect through the guarantee period. The CONTRACTOR's obligations under this clause are in addition to the CONTRACTOR's other express or implied assurances under this Contract, including but not limited to specific manufacturer or other extended warranties specified in the Plans and Specifications, or state law and in no way diminish any other rights that OCSD may have against the CONTRACTOR for faulty materials, equipment or Work. SECTION-20 ASSIGNMENT No assignment by the CONTRACTOR of this Contract or any part hereof, or of funds to be received hereunder, will be recognized by OCSD unless such assignment has had prior written approval and consent of OCSD and the Surety. SECTION—21 RESOLUTION OF DISPUTES OCSD and the CONTRACTOR shall comply with the provisions of California Public Contract Code Section 20104 at. seq., regarding resolution of construction claims for any Claims which C-CA-090817 CONTRACT NO.P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 23 of 25 arise between the CONTRACTOR and OCSD, as well as all applicable dispute and Claims provisions as set forth in the General Conditions and as otherwise required by law. SECTION—22 SAFETY & HEALTH CONTRACTOR shall comply with all applicable safety and health requirements mandated by federal, state, city and/or public agency codes, permits, ordinances, regulations, and laws, as well as these Contract Documents, including but not limited to the General Requirements, Section entitled "Safety" and Exhibit B OCSD Safety Standards. SECTION-23 NOTICES Any notice required or permitted under this Contract may be given by ordinary mail at the address set forth below. Any parry whose address changes shall notify the other party in writing. TO OCSD: Orange County Sanitation District 10844 Ellis Avenue Fountain Valley, California 92708-7018 Attn: Clerk of the Board Copy to: Orange County Sanitation District 10844 Ellis Avenue Fountain Valley, California 92708-7018 Attn: Construction Manager Bradley R. Hogin, Esquire Woodruff, Spradlin & Smart 555 Anton Boulevard Suite 1200 Costa Mesa, California 92626 TO CONTRACTOR: Myers & Sons Construction, LLC 4600 Northgate Blvd., Suite 100 Sacramento, CA 95834 Copy to: Clinton W. Myers, Vice President Myers & Sons Construction, LLC 4600 Northgate Blvd., Suite 100 Sacramento, CA 95834 C-CA-090817 CONTRACT NO. P2-98B B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 24 of 25 IN WITNESS WHEREOF, the parties hereto have executed this Contract Agreement as the date first hereinabove written. CONTRACTOR: Myers &Sons Construction, LLC 4600 Northgate Blvd., Suite 100 Sacramento, CA 95834 By Printed Name Its CONTRACTOR's State License No. 1033752 (Expiration Date— 12/31/2019) OCSD: Orange County Sanitation District By David John Shawver Board Chairman By Kelly A. Lore Clerk of the Board By Marc Dubois Contracts, Purchasing and Materials Management Manager C-CA-090817 CONTRACT NO.P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 25 of 25 EXHIBIT A SCHEDULE OF PRICES C-EXA-080414 TABLE OF CONTENTS EXHIBIT A SCHEDULE OF PRICES EXA-1 BASIS OF COMPENSATION.............................................................................1 EXA-2 PROGRESS PAYMENTS ..................................................................................1 EXA-3 RETENTION AND ESCROW ACCOUNTS........................................................1 EXA-4 STOP PAYMENT NOTICE.................................................................................3 EXA-5 PAYMENT TO SUBCONTRACTORS................................................................3 EXA-6 PAYMENT OF TAXES .......................................................................................3 EXA-7 FINAL PAYMENT...............................................................................................4 EXA-8 DISCOVERY OF DEFICIENCIES BEFORE AND AFTER FINAL PAYMENT...5 ATTACHMENT 1 -CERTIFICATION FOR REQUEST FOR PAYMENT.........................7 ATTACHMENT 2-SCHEDULE OF PRICES...................................................................8 C-EXA-080414 EXHIBIT A SCHEDULE OF PRICES EXA-1 BASIS OF COMPENSATION CONTRACTOR will be paid the Contract Price according to the Schedule of Prices, and all other applicable terms and conditions of the Contract Documents. EXA-2 PROGRESSPAYMENTS Progress payments will be made in accordance with all applicable terms and conditions of the Contract Documents, including, but not limited to: 1. Contract Agreement—Section 11 —"Contract Price and Method of Payment;" 2. General Conditions—"Payment—General"; 3. General Conditions—"Payment—Applications for Payment'; 4. General Conditions—"Payment— Mobilization Payment Requirements;' 5. General Conditions—"Payment— Itemized Breakdown of Contract Lump Sum Prices"; 6. General Conditions—"Contract Price Adjustments and Payments"; 7. General Conditions—"Suspension of Payments"; 8. General Conditions—"OCSD's Right to Withhold Certain Amounts and Make Application Thereof"; and 9. General Conditions—"Final Payment." EXA-3 RETENTION AND ESCROW ACCOUNTS A. Retention: OCSD shall retain a percentage of each progress payment to assure satisfactory completion of the Work. The amount to be retained from each progress payment shall be determined as provided in General Conditions— "Retained Funds; Substitution of Securities". In all contracts between CONTRACTOR and its Subcontractors and/or Suppliers, the retention may not exceed the percentage specified in the Contract Documents. C-EXA-080414 CONTRACT NO. P2-98B B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 1 of 8 B. Substitution of Securities: CONTRACTOR may, at its sole expense, substitute securities as provided in General Conditions—"Retained Funds; Substitution of Securities." Payment of Escrow Agent: In lieu of substitution of securities as provided above, the CONTRACTOR may request and OCSD shall make payment of retention earned directly to the escrow agent at the expense of the CONTRACTOR. At the expense of the CONTRACTOR, the CONTRACTOR may direct the investment of the payments into securities consistent with Government Code §16430 and the CONTRACTOR shall receive the interest earned on the investments upon the same terms provided for in this article for securities deposited by the CONTRACTOR. Upon satisfactory completion of the Contract, the CONTRACTOR shall receive from the escrow agent all securities, interest and payments received by the escrow agent from OCSD, pursuant to the terms of this article. The CONTRACTOR shall pay to each Subcontractor, not later than twenty (20)calendar days after receipt of the payment, the respective amount of interest earned, net of costs attributed to retention withheld from each Subcontractor, on the amount of retention withheld to ensure the performance of the Subcontractor. The escrow agreement used by the escrow agent pursuant to this article shall be substantially similar to the form set forth in §22300 of the California Public Contract Code. C. Release of Retention: Upon Final Acceptance of the Work, the CONTRACTOR shall submit an invoice for release of retention in accordance with the terms of the Contract. D. Additional Deductibles: In addition to the retentions described above, OCSD may deduct from each progress payment any or all of the following: 1. Liquidated Damages that have occurred as of the date of the application for progress payment; 2. Deductions from previous progress payments already paid, due to OCSD's discovery of deficiencies in the Work or non-compliance with the Specifications or any other requirement of the Contract; 3. Sums expended by OCSD in performing any of the CONTRACTOR'S obligations under the Contract that the CONTRACTOR has failed to perform, and; 4. Other sums that OCSD is entitled to recover from the CONTRACTOR under the terms of the Contract, including without limitation insurance deductibles and assessments. C-EXA-080414 CONTRACT NO. P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 2 of 8 The failure of OCSD to deduct any of the above-identified sums from a progress payment shall not constitute a waiver of OCSD's right to such sums or to deduct them from a later progress payment. EXA-4 STOP PAYMENT NOTICE In addition to other amounts properly withheld under this article or under other provisions of the Contract, OCSD shall retain from progress payments otherwise due the CONTRACTOR an amount equal to one hundred twenty-five percent (125%)of the amount claimed under any stop payment notice under Civil Code §9350 at. seq. or other lien filed against the CONTRACTOR for labor, materials, supplies, equipment, and any other thing of value claimed to have been furnished to and/or incorporated into the Work; or for any other alleged contribution thereto. In addition to the foregoing and in accordance with Civil Code§9358 OCSD may also satisfy its duty to withhold funds for stop payment notices by refusing to release funds held in escrow pursuant to public receipt of a release of stop payment notice executed by a stop payment notice claimant, a stop payment notice release bond, an order of a court of competent jurisdiction, or other evidence satisfactory to OCSD that the CONTRACTOR has resolved such claim by settlement. EXA-5 PAYMENT TO SUBCONTRACTORS Requirements 1. The CONTRACTOR shall pay all Subcontractors for and on account of Work performed by such Subcontractors, not later than seven (7) days after receipt of each progress payment as required by the California Business and Professions Code §7108.5. Such payments to Subcontractors shall be based on the measurements and estimates made pursuant to article progress payments provided herein. 2. Except as specifically provided by law, the CONTRACTOR shall pay all Subcontractors any and all retention due and owing for and on account of Work performed by such Subcontractors not later than seven (7)days after CONTRACTOR'S receipt of said retention proceeds from OCSD as required by the California Public Contract Code§7107. EXA-6 PAYMENT OF TAXES Unless otherwise specifically provided in this Contract, the Contract Price includes full compensation to the CONTRACTOR for all taxes. The CONTRACTOR shall pay all federal, state, and local taxes, and duties applicable to and assessable against any Work, including but not limited to retail sales and use, transportation, export, import, business, and special taxes. The CONTRACTOR shall ascertain and pay the taxes when due. The CONTRACTOR will maintain auditable records, subject to OCSD reviews, confirming that tax payments are current at all times. C-EXA-080414 CONTRACT NO. P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 3 of 8 EXA-7 FINAL PAYMENT After Final Acceptance of the Work, as more particularly set forth in the General Conditions, "Final Acceptance and Final Completion", and after Resolution of the Board authorizing final payment and satisfaction of the requirements as more particularly set forth in General Conditions—"Final Payment", a final payment will be made as follows: 1. Prior to Final Acceptance, the CONTRACTOR shall prepare and submit an application for Final Payment to OCSD, including: a. The proposed total amount due the CONTRACTOR, segregated by items on the payment schedule, amendments, Change Orders, and other bases for payment; b. Deductions for prior progress payments; c. Amounts retained; d. A conditional waiver and release on final payment for each Subcontractor(per Civil Code Section 8136); e. A conditional waiver and release on final payment on behalf of the CONTRACTOR (per Civil Code Section 8136); f. List of Claims the CONTRACTOR intends to file at that time or a statement that no Claims will be filed, g. List of pending unsettled claims, stating claimed amounts, and copies of any and all complaints and/or demands for arbitration received by the CONTRACTOR; and h. For each and every claim that resulted in litigation or arbitration which the CONTRACTOR has settled, a conformed copy of the Request for Dismissal with prejudice or other satisfactory evidence the arbitration is resolved. 2. The application for Final Payment shall include complete and legally effective releases or waivers of liens and stop payment notices satisfactory to OCSD, arising out of or filed in connection with the Work. Prior progress payments shall be subject to correction in OCSD's review of the application for Final Payment. Claims filed with the application for Final Payment must be otherwise timely under the Contract and applicable law. 3. Within a reasonable time, OCSD will review the CONTRACTOR'S application for Final Payment. Any recommended changes or corrections will then be forwarded to the CONTRACTOR. Within ten (10) calendar days after receipt of recommended changes from OCSD, the CONTRACTOR will make the changes, or list Claims that will be filed as a result of the changes, and shall submit the revised application for Final Payment. Upon C-EXA-080414 CONTRACT NO. P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 4 of 8 acceptance by OCSD, the revised application for Final Payment will become the approved application for Final Payment. 4. If no Claims have been filed with the initial or any revised application for Final Payment, and no Claims remain unsettled within thirty-five (35) calendar days after Final Acceptance of the Work by OCSD, and agreements are reached on all issues regarding the application for Final Payment, OCSD, in exchange for an executed release, satisfactory in form and substance to OCSD, will pay the entire sum found due on the approved application for Final Payment, including the amount, if any, allowed on settled Claims. 5. The release from the CONTRACTOR shall be from any and all Claims arising under the Contract, except for Claims that with the concurrence of OCSD are specifically reserved, and shall release and waive all unreserved Claims against OCSD and its officers, directors, employees and authorized representatives. The release shall be accompanied by a certification by the CONTRACTOR that: a. It has resolved all Subcontractors, Suppliers and other Claims that are related to the settled Claims included in the Final Payment; b. It has no reason to believe that any party has a valid claim against the CONTRACTOR or OCSD which has not been communicated in writing by the CONTRACTOR to OCSD as of the date of the certificate; c. All warranties are in full force and effect, and; d. The releases and the warranties shall survive Final Payment. 6. If any claims remain open, OCSD may make Final Payment subject to resolution of those claims. OCSD may withhold from the Final Payment an amount not to exceed one hundred fifty percent (150%) of the sum of the amounts of the open claims, and one hundred twenty-five percent (125%) of the amounts of open stop payment notices referred to in article entitled stop payment notices herein. 7. The CONTRACTOR shall provide an unconditional waiver and release on final payment from each Subcontractor and Supplier providing Work under the Contract(per Civil Code Section 8138) and an unconditional waiver and release on final payment on behalf of the CONTRACTOR (per Civil Code Section 8138)within thirty (30)days of receipt of Final Payment. EXA-8 DISCOVERY OF DEFICIENCIES BEFORE AND AFTER FINAL PAYMENT Notwithstanding OCSD's acceptance of the application for Final Payment and irrespective of whether it is before or after Final Payment has been made, OCSD shall not be precluded from subsequently showing that: 1. The true and correct amount payable for the Work is different from that previously accepted; C-EXA-080414 CONTRACT NO. P2-98B B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 5 of 8 2. The previously-accepted Work did not in fact conform to the Contract requirements, or; 3. A previous payment or portion thereof for Work was improperly made. OCSD also shall not be stopped from demanding and recovering damages from the CONTRACTOR, as appropriate, under any of the foregoing circumstances as permitted under the Contract or applicable law. C-EXA-080414 CONTRACT NO. P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 6 of 8 ATTACHMENT 1 —CERTIFICATION FOR REQUEST FOR PAYMENT I hereby certify under penalty of perjury as follows: That the claim for payment is in all respects true, correct; that the services mentioned herein were actually rendered and/or supplies delivered to OCSD in accordance with the Contract. I understand that it is a violation of both the federal and California False Claims Ads to knowingly present or cause to be presented to OCSD a false claim for payment or approval. A claim includes a demand or request for money. It is also a violation of the False Claims Acts to knowingly make use of a false record or statement to get a false claim paid. The term "knowingly" includes either actual knowledge of the information, deliberate ignorance of the truth or falsity of the information, or reckless disregard for the truth or falsity of the information. Proof of specific intent to defraud is not necessary under the False Claims Acts. I understand that the penalties under the Federal False Claims Ad and State of California False Claims Act are non-exclusive, and are in addition to any other remedies which OCSD may have either under contract or law. I hereby further certify, to the best of my knowledge and belief, that: 1. The amounts requested are only for performance in accordance with the Specifications, terms, and conditions of the Contract; 2. Payments to Subcontractors and Suppliers have been made from previous payments received under the Contract, and timely payments will be made from the proceeds of the payment covered by this certification; 3. This request for progress payments does not include any amounts which the prime CONTRACTOR intends to withhold or retain from a Subcontractor or Supplier in accordance with the terms and conditions of the subcontract; and 4. This certification is not to be construed as Final Acceptance of a Subcontractors performance. Name Title Dale C-EXA-080414 CONTRACT NO. P2-98B B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 7 of 8 ATTACHMENT 2—SCHEDULE OF PRICES See next pages for Bid Submittal Forms (Myers &Sons Construction, LLC) BF-14 SCHEDULE OF PRICES, Page 1-3 C-EXA-080414 CONTRACT NO. P2-9813 B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 CONFORMED Page 8 of 8 Bid Submitted By: Myers&Sons Construction,LLC (Name W Firm) BF44 SCHEDULE OF PRICES INSTRUCTIONS A. General For Unit Prices,R is understood that the following quantities are approximate only and are solely for the purpose of estimating the comparison of Bids, and that the actual value of Work will be computed based upon the actual quantities in the completed Work, whether they be more or less than those shown. CONTRACTOR'S compensation for the Work under the Contract Documents will be computed based upon the lump sum amount of the Contract at time of award, plus any additional or deleted costs approved by OCSD via approved Change Orders,pursuant to the Contract Documents. Bidder shall separately price and accurately reflect costs associated with each line Rem, leaving no blanks. Any and all modifications to the Bid must be initialed by an authorized representative of the Bidder in accordance with the Instructions to Bidders, Preparation of Bid. Bidders are reminded of Instruction to Bidders, Discrepancy in Bid Items,which, in summary, provides that the total price for each item shall be based on the Unit Price listed for each Rem multiplied by the quantity: and the correct Total Price for each Rem shall be totaled to determine the Total Amount of Bid. All applicable costs including overhead and profit shell be reflected in the respective unit costs and the TOTAL AMOUNT OF BID. The Bid price shall include all costs to complete the Work including profit overhead etc unless otherwise specified in the Contract Documents All applicable sales taxes state and/or federal and any other special taxes Patent rights or royalties shall be included in the Prices quoted in this Bid B. Basis of Award AWARD OF THE CONTRACT WILL BE MADE ON THE BASIS OF THE LOWEST RESPONSIVE AND RESPONSIBLE BID. Note 1: Base Bid. Includes all costs necessary to furnish all labor, materials, equipment and services for the construction of the Project per the Contract Documents, BF-14 SCHEDULE OF PRICES C-SF-121817 CONTRACT NO, P2.888 B/CSME PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Pepe 1 of 3 Bid Submitted By: Myers&Sons Construction,LLC (Name of Firm) EXHIBIT A SCHEDULE OF PRICES All Work in the Contract Documents shall be included in Base Bid Items. Bidders shall accurately reflect the cost to perform the Work. OCSD may reject unbalanced Bids. Refer to Part 2—INSTRUCTIONS TO BIDDERS. BASE BID ITEMS (Refer to Note 1 in the Instructions): It.. Unit APProx Unit Price Extended Price No. Description Measurement ent oty 1. Mobilization as described in Section 01115, Section 01155 and in Lump Sum $ 270,000.00 conformance with the Contract Documents for the lump sum price of... 2. Concrete Crack Repair—Epoxy Injection Adhesive as described in r Division 01, Section 01155 and in conformance with the Contract Linear 1,500 x Documents for the unit price of... Feet 3. Spelled and Fractured Concrete Repair as described in Division 01, Square qr1f�/� Section 01155 and in conformance with the Contract Documents for the unit Feet 100 x price of... 4. All other portions of the Work set forth in the Contract Documents except for the Work performed in Items No.1 through 3, inclusive and Items No.5 through 9, inclusive as described in Division 01, Section Lump Sum �M- 01155 and in conformance with the Contract Documents for the lump sum price of... 5. Additional Reinforcing Steel for Structural Rehabilitation of 96"Influent Piping as described t Division Section and in Steel 150 x $ _ conformance with the Contract Documentsis for the unitt price Pounds of price of... 6. Additional Replacement of Interior Steel Mechanism Steel Members as directed by the ENGINEER, and as described in Division 01, Section Pound of 5,000 x $I I _ $ r 01155 and in conformance with the Contract Documents for the unit rice of Steel / BF-14 SCHEDULE OF PRICES C-BF-121817 CONTRACT NO. P2-98B B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 2 of 3 BidSubmitted By: Myers&Sons Construction,LLC (Name of Firm) EXHIBIT A SCHEDULE OF PRICES (continued) ItemUnit of No. Description Measurement city x Unit Price ExlenEed Price 7. Additional Welding of Additional Interior Steel Mechanism Steel Members as directed by the ENGINEER, and as described in Division 01, Linear Section 01155 and in conformance with the Contract Documents for the unit Feet 300 x �F price of... 1�� _ $T�r� 8. Metal Filler Repair of Interior Steel Mechanisms as directed by the ENGINEER, and as described in Division 01, Section 01155 and in Kilograms 250 x $L _ conformance with the Contract Documents for the unit price of.. 9. Demobilization including completion of all items on final punch list, final cleanup and processing of final progress payment request, in Lump Sum $ 180,000.00 conformance with the Contract Documents for a lump sum price of... TOTAL AMOUNT OF BID (BASIS OF AWARD) IMPORTANT NOTICE TO BIDDERS: Bid Items No. 1 through No.9 will be used to determine the lowest, responsive, responsible Bidder. All Work in the Contract Documents shall be included in Bid Items No. 1 through No. 9 above. BF-14 SCHEDULE OF PRICES C-BF-121817 CONTRACT NO. P2-98B B/C-SIDE PRIMARY CLARIFIERS INTERIM REPAIR AT PLANT 2 Page 3 of 3 OPERATIONS COMMITTEE Meating Date To ad.of Dir. 01/16,19 — AGENDA REPORTItem Number Item Number Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Assistant General Manager SUBJECT: HEADWORKS REHABILITATION AND EXPANSION AT PLANT NO. 1, PROJECT NO. P1-105 GENERAL MANAGER'S RECOMMENDATION Information Only. BACKGROUND The Headworks facilities at the Orange County Sanitation District (Sanitation District) Plant No. 1 include the original facilities built and modified between the 1950s and 1960s (used for emergencies), and the normally operated facilities which entered service in 1989. Headworks Rehabilitation and Expansion at Plant No. 1, Project No. P1-105, is a complete renovation of the existing headworks, including demolition of obsolete portions. Headworks Rehabilitation and Expansion at Plant No. 1, Project No. P1-105, is a significant project that will address electrical system deficiencies and obsolescence, mechanically worn systems, structural corrosion and deficiencies in pipes, tunnels, and buildings. It is a mid-life renewal of a 320 million gallon per day metering, lift station, and preliminary treatment system that must operate throughout the construction process. The detailed design process is approximately 50% complete, which is a significant milestone. Staff will present information on the scope, schedule, and budget for this project. RELEVANT STANDARDS • Ensure the public's money is wisely spent • 24/7/365 treatment plant reliability ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.coml with the complete agenda package: • N/A RT:gc Page 1 of 1 ORANGE COUNTY SANITATION DISTRICT COMMON ACRONYMS ACWA Association of California LAFCO Local Agency Formation RWQCB Regional Water Quality Water Agencies Commission Control Board APWA American Public Works LOS Level Of Service SARFPA Santa Ana River Flood Association Protection Agency AQMD Air Quality Management MGD Million Gallons Per Day SARI Santa Ana River District Interceptor ASCE American Society of Civil MOU Memorandum of SARWQCB Santa Ana Regional Water Engineers Understanding Quality Control Board BOD Biochemical Oxygen Demand NACWA National Association of Clean SAWPA Santa Ana Watershed Water Agencies Project Authority California Air Resources National Environmental Supervisory Control And CARB Board NEPA Policy Act SCADA Data Acquisition California Association of Non-Governmental Southern California CASA Sanitation Agencies NGOs Organizations SCAP Alliance of Publicly Owned Treatment Works CCTV Closed Circuit Television NPDES National Pollutant Discharge SCAQMD South Coast Air Quality Elimination System Management District CEQA California Environmental NWRI National Water Research SOCWA South Orange County Quality Act Institute Wastewater Authority CIP Capital Improvement O&M Operations&Maintenance SRF Clean Water State Program Revolving Fund California Regional Water Orange County Council of Sewer System CRWQCe Quality Control Board OCCOG Governments SSMP Management Plan CWA Clean Water Act OCHCA Orange County Health Care SSO Sanitary Sewer Overflow Agency California Water Environment Orange County Sanitation State Water Resources CWEA Association OCSD District SWRCe Control Board EIR Environmental Impact Report OCWD Orange County Water District TDS Total Dissolved Solids EMT Executive Management Team COBS Ocean Outfall Booster Station TMDL Total Maximum Daily Load EPA US Environmental Protection OSHA Occupational Safety and 7S5 Total Suspended Solids Agency Health Administration Professional Waste Discharge FOG Fats,Oils,and Grease PCSA Consultant/Construction WDR Wastee Discharge Services Agreement gpd gallons per day PDSA Professional Design Services WEE Water Environment Agreement Federation GWRS Groundwater Replenishment POTW Publicly Owned Treatment WERE Water Environment& System Works Reuse Foundation ICS Incident Command System ppm pans per million WIFIA Water Infrastructure Finance and Innovation Act Integrated Emergency Professional Services Water Infrastructure IERP Response Plan PSA Agreement WIIN Improvements for the Nation Act JPA Joint Powers Authority REP Request For Proposal WRDA Water Resources Develo ment Act ORANGE COUNTY SANITATION DISTRICT GLOSSARY OF TERMS ACTIVATED SLUDGE PROCESS—A secondary biological wastewater treatment process where bacteria reproduce at a high rate with the introduction of excess air or oxygen and consume dissolved nutrients in the wastewater. BENTHOS —The community of organisms, such as sea stars, worms, and shrimp, which live on, in, or near the seabed, also known as the benthic zone. BIOCHEMICAL OXYGEN DEMAND (BOD)—The amount of oxygen used when organic matter undergoes decomposition by microorganisms.Testing for BOD is done to assess the amount of organic matter in water. BIOGAS—A gas that is produced by the action of anaerobic bacteria on organic waste matter in a digester tank that can be used as a fuel. BIOSOLIDS—Biosolids are nutrient rich organic and highly treated solid materials produced by the wastewater treatment process. This high-quality product can be recycled as a soil amendment on farmland or further processed as an earth-like product for commercial and home gardens to improve and maintain fertile soil and stimulate plant growth. CAPITAL IMPROVEMENT PROGRAM (CIP) — Projects for repair, rehabilitation, and replacement of assets. Also includes treatment improvements,additional capacity, and projects for the support facilities. COLIFORM BACTERIA—A group of bacteria found in the intestines of humans and other animals, but also occasionally found elsewhere,used as indicators of sewage pollution. E.coli are the most common bacteria in wastewater. COLLECTIONS SYSTEM — In wastewater, it is the system of typically underground pipes that receive and convey sanitary wastewater or storm water. CERTIFICATE OF PARTICIPATION (COP)—A type of financing where an investor purchases a share of the lease revenues of a program rather than the bond being secured by those revenues. CONTAMINANTS OF POTENTIAL CONCERN (CPC) — Pharmaceuticals, hormones, and other organic wastewater contaminants. DILUTION TO THRESHOLD (Dfr)—The dilution at which the majority of people detect the odor becomes the D/T for that air sample. GREENHOUSE GASES (GHG)— In the order of relative abundance water vapor, carbon dioxide, methane, nitrous oxide, and ozone gases that are considered the cause of global warming("greenhouse stil . GROUNDWATER REPLENISHMENT SYSTEM(GWRS)—Ajoint water reclamation project that proactively responds to Southern California's current and future water needs.This joint project between the Orange County Water District and the Orange County Sanitation District provides 70 million gallons per day of drinking quality water to replenish the local groundwater supply. LEVEL OF SERVICE(LOS)—Goals to support environmental and public expectations for performance. N-NITROSODIMETHYLAMINE (NDMA) — A N-nitrosamine suspected cancer causing agent. It has been found in the Groundwater Replenishment System process and is eliminated using hydrogen peroxide with extra ultra-violet treatment. NATIONAL BIOSOLIDS PARTNERSHIP (NBP)—An alliance of the National Association of Clean Water Agencies and Water Environment Federation, with advisory support from the US Environmental Protection Agency. NBP is committed to developing and advancing environmentally sound and sustainable biosolids management practices that go beyond regulatory compliance and promote public participation to enhance the credibility of local agency biosolids programs and improved communications that lead to public acceptance. PLUME—A visible or measurable concentration of discharge from a stationary source or fixed facility. PUBLICLY OWNED TREATMENT WORKS(POTW)—A municipal wastewater treatment plant. SANTA ANA RIVER INTERCEPTOR(SARI) LINE—A regional brine line designed to convey 30 million gallons per day of non- reclaimable wastewater from the upper Santa Ana River basin to the ocean for disposal,after treatment. SANITARY SEWER— Separate sewer systems specifically for the carrying of domestic and industrial wastewater. Combined sewers carry both wastewater and urban runoff. SOUTH COAST AIR QUALITY MANAGEMENT DISTRICT (SCAQMD)—Regional regulatory agency that develops plans and regulations designed to achieve public health standards by reducing emissions from business and industry. SECONDARY TREATMENT— Biological wastewater treatment, particularly the activated sludge process, where bacteria and other microorganisms consume dissolved nutrients in wastewater. SLUDGE—Untreated solid material created by the treatment of wastewater. TOTAL SUSPENDED SOLIDS(TSS)—The amount of solids floating and in suspension in wastewater. TRICKLING FILTER—A biological secondary treatment process in which bacteria and other microorganisms,growing as slime on the surface of rocks or plastic media,consume nutrients in wastewater as it trickles over them. URBAN RUNOFF—Water from city streets and domestic properties that carry pollutants into the storm drains, rivers, lakes, and oceans. WASTEWATER—Any water that enters the sanitary sewer. WATERSHED—A land area from which water drains to a particular water body.The Orange County Sanitation District's service area is in the Santa Ana River Watershed.