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HomeMy WebLinkAbout04-03-2013 Operations Committee Agenda Packet Orange County Sanitation District Wednesday, April 3, 2013 Regular Meeting of the 5:00 P.M. Operations Committee Administration Building Board Room 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7130 AGENDA PLEDGE OF ALLEGIANCE: DECLARATION OF QUORUM: PUBLIC COMMENTS: If you wish to speak, please complete a Speaker's Form and give it to the Clerk of the Board. Speakers 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: 1. Approve Minutes of March 6, 2013, Operations Committee meeting. (Book Page 6) 2. Recommend to the Board of Directors to: A. Award a contract to Brenntag Pacific, Inc. for the Purchase of Sodium Hydroxide (Caustic Soda) 50% solution, Specification No. C-2013-561 BD, for the period July 1, 2013 through June 30, 2014, for a unit price of $524.88 per dry ton delivered, plus applicable sales tax for an estimated annual amount of$322,801 with four one-year renewals; and, B. Approve a (10%) unit price contingency. (Book Page 9) INFORMATION ITEMS: 3. CIP Update for FY 2013/14 (Book Page 11) 04/03/13 Operations Committee Agenda Page 1 of 2 DEPARTMENT HEAD REPORTS: ( SARI Line Update ( SAWPA Remedial Plan Update ( Wastewater 101/Disinfection and Outfall OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: ADJOURNMENT: The next Operations Committee meeting is scheduled for Wednesday, May 1, 2013, 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)593-7130 at least 72 hours prior to the scheduled meeting. Requests must specify the nature of the disability and the type of accommodation requested. Agenda Posting: 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. 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. Maria E.Ayala Clerk of the Board (714)593-7130 mavalaeowd.com For any questions on the agenda,Committee members may contact staff at: General Manager Jim Ruth (714)593-7110 imthfclocsd.com Assistant General Manager Bob Ghirelli (714)593-7400 rohirelli(o ocsd.wm Assistant General Manager Jim Herberg (714)593-7300 iherbemitbomd.com Director of Engineering Nick Kanetis (714)593-7310 nkanetis(accsd.com Director of Facility Support Services Nick Arhontes (714)593-7210 namontes0ocsd.com Director of Operations 8 Maintenance Ed Torres 714 593-7080 etorres oosd.com 04/03/13 Operations Committee Agenda Page 2 of 2 Glossary of Terms and Abbreviations AQMD Air Quality Management District ASCE American Society of Civil Engineers BOO Biochemical Oxygen Demand CARB California Air Resources Board CASA California Association of Sanitation Agencies CCTV Closed Circuit Television CEQA California Environmental Quality Act CRWQCB California Regional Water Quality Control Board CWA Clean Water Act CWEA California Water Environment Association EIR Environmental Impact Report EMT Executive Management Team EPA U.S. Environmental Protection Agency FOG Fats, Oils, and Grease FSSD Facilities Support Services Department gpd Gallons per day GWR System Groundwater Replenishment System (also called GWRS) LOS Level of Service MGD Million gallons per day NACWA National Association of Clean Water Agencies NPDES National Pollutant Discharge Elimination System NWRI National Water Research Institute O&M Operations and Maintenance OCCOG Orange County Council of Governments OCHCA Orange County Health Care Agency OCSD Orange County Sanitation District OCWD Orange County Water District OOBS Ocean Outfall Booster Station OSHA Occupational Safety and Health Administration POTW Publicly Owned Treatment Works ppm Parts per million RFP Request For Proposal RWQCB Regional Water Quality Control Board SARFPA Santa Ana River Flood Protection Agency SARI Santa Ana River Inceptor SARWQCB Santa Ana Regional Water Quality Control Board Glossary of Terms and Abbreviations SAWPA Santa Ana Watershed Project Authority SCADA Supervisory Control and Data Acquisition system SCAP Southern California Alliance of Publicly Owned Treatment Works SCAQMD South Coast Air Quality Management District SOCWA South Orange County Wastewater Authority SSMP Sanitary Sewer Management Plan SSO Sanitary Sewer Overflow SWRCB State Water Resources Control Board TDS Total Dissolved Solids TMDL Total Maximum Daily Load TSS Total Suspended Solids WDR Waste Discharge Requirements WEF Water Environment Federation WERF Water Environment Research Foundation 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. 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. 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 farm land 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 (D!T) — the dilution at which the majority of the people detect the odor becomes the D(f for that air sample. Glossary of Terms and Abbreviations Greenhouse gases — 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 effect'). Groundwater Replenishment (GWR) System — A joint 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 a day of drinking quality water to replenish the local groundwater supply. Levels of Service (LOS)—Goals to support environmental and public expectations for performance. NOMA— N-Nitrosodimethylamine is an N-nitrosoamine 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 (NACWA) and Water Environment Federation (WEF), with advisory support from the U.S. Environmental Protection Agency (EPA). NBP is committed to developing and advancing environmentally sound and sustainable biosolids management practices that go beyond regulatory compliance and promote public participation in order 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)— Municipal wastewater treatment plant. Santa Ana River Interceptor (SARI) Line — A regional brine line designed to convey 30 million gallons per day (MGD) 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 run-off. 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. OCSD's service area is in the Santa Ana River Watershed. OPERATIONS COMMITTEE Meeth,Dete TOBd 0111 ,. 04/03/13 04/24/13 AGENDA REPORT Item Number Item Number z Orange County Sanitation District FROM: James D. Ruth, General Manager Originator: Nick Arhontes, P.E., Director of Facility Support Services Engineering Manager: Mark Esquer, P.E., Facilities Support Services Project Manager: MarcoPolo Velasco, PMP, Facilities Support Services SUBJECT: CONTRACT FOR THE PURCHASE OF SODIUM HYDROXIDE, SPECIFICATION NO. C 2013-561 BD FOR ODOR CONTROL IN THE COLLECTION SYSTEM. GENERAL MANAGER'S RECOMMENDATION A. Award a contract to Brenntag Pacific, Inc. for the Purchase of Sodium Hydroxide (Caustic Soda) 50% solution, Specification No. C-2013-5618D, for the period July 1, 2013 through June 30, 2014, for a unit price of $524.88 per dry ton delivered, plus applicable sales tax for an estimated annual amount of $322,801 with four one-year renewals; and, B. Approve a (10%) unit price contingency. SUMMARY The caustic soda chemical contract will expire on June 30, 2013, and there are no renewals. OCSD issued the a-Bid for the purchase of caustic soda 50% solution on February 13, 2013. The bids were received and opened on Friday, March 15, 2013. OCSD started using sodium hydroxide (caustic soda) solution for the sewer trunklines in 1989. Adding caustic soda chemical helps the District to reduce hydrogen sulfide and odor levels in the Newhope, Euclid, North Coast, and Magnolia-Bushard interceptor system during warmer weather periods. Caustic soda chemical is periodically used at Seal Beach and the Westside areas as well. Summary information on the bid opening for the purchase of caustic soda chemical, Specification No. C-2013-561 BD, is as follows: ( Twenty vendors were notified ( Seven vendors downloaded the formal bid package ( Six vendors submitted bids The following is a summary of the bids received. Page 1 of 2 Bidder Amount of Bid Brenntag Pacific, Inc. $322,801 Univar USA, Inc. $337,414 Safe Chem $384,670 JCI Jones Chemicals, Inc. $411,804 PVS Minibulk, Inc. $464,000 Olin Chlor Alkali Products No bid PRIOR COMMITTEE/BOARD ACTIONS May 2008—Operations Committee approved Specification No. C-2008-371 BD, Agenda Report Item number OP08-20, Item number 10(e). ADDITIONAL INFORMATION Caustic soda is traditionally used in trunkline systems that are not treated by the other continuous feed chemical stations. Caustic soda is batch dumped from the supplier's tank truck and this helps minimize hydrogen sulfide levels. OCSD has an established sewage conditioning program that consists of adding several chemicals in the collection system to control hydrogen sulfide formation. Hydrogen sulfide is a common by-product of the wastewater collection and treatment process that causes nuisance rotten-egg type odors. Hydrogen sulfide also leads to sulfuric acid formation, which corrodes concrete and metal structures. CEQA N/A BUDGET/ DELEAGATION OF AUTHORITY COMPLIANCE This complies with authority levels of the Sanitation District's Delegation of Authority. This item has been budgeted (FY2012-13 Budget in Division 342, line item 52031). Date of Approval Contract Amount Contingency 04/24/13 $524.88/dry ton +tax 10%unit price contingency ATTACHMENTS: The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.coml with the complete agenda package and attachments: ( Contract for the Purchase of Sodium Hydroxide Page 2 of 2 Return to Agenda Report AGREEMENT SUPPLY AND DELIVERY OF SODIUM HYDROXIDE-NaOH 50% SOLUTION TO OCSD WASTEWATER COLLECTION SYSTEM ("SLUG DOSING") Specification No. C-2013-561BD THIS AGREEMENT is made and entered into this day of , 2013 by and between Orange County Sanitation District hereinafter referred to as "OCSD" with main offices located at 10844 Ellis Avenue, Fountain Valley, California 92708-7018 and with main offices located at hereinafter referred to as "Supplier" collectively referred to as "the Parties". WITNESSETH • WHEREAS, OCSD requires Sodium Hydroxide-NaOFio("Sodium Hydroxide" or "Caustic Soda") 50% Solution to be supplied and delivered into sewer manholes (Slug Dosing) at strategic locations and has prepared Specifications including use of processing equipment (attached hereto and in rated herein by reference as Exhibit "A") for the purchase of said Caustic Soda 50% So ion: F # r WHEREAS, bids for purchase and delivery of Caustic Soda 50% Solution Specification No.C- 2013-561 BD were solicited and received on ; and WHEREAS, OCSD has chosen Supplier to provide tiaustic SoaR°0% Solution in accordance with Purchasing Resolution No. OCSD07-04; and I`. NOW, THEREFORE, in consideration of the premises and agreements hereinafter made and exchanged, Supplier and OCSD agree as follows: 1. Delivery 1.1 LOCATIONS: As called for by OCSD including, but not limited to locations as defined in ,dhe Specifications attached hereto and incorporated herein by reference as Exhibit " ". In 'Vases of emergency, as determined by OCSD, Supplier agrees to deliver Caustic Soda 50% 'Solution with twenty-four(24) hour notice seven (7) days per week. 1.2 Surplier shall supply Caustic Soda 50% Solution at the Agreement price, for the Agreement Term. OCSD will buy at said price from Supplier only, except when OCSD determines: Supplier cannot make delivery at the Agreement price, within the time specified, or with the quality and quantity specified, or for an increase in dry ton rate not approved by OCSD, or if the level of Service is inadequate, or for any other default or breach of this Agreement at which time OCSD may purchase Caustic Soda 50% Solution elsewhere and charge Supplier any difference in the delivered price to OCSD, or alternatively, OCSD may terminate the Agreement based on said breach or failure to deliver the specified product. 1.3 CERTIFICATION OF WEIGHT: Delivery weight of material shall be determined by certified scales. Certificates of weight will be furnished by Supplier for all loads of Caustic Soda 50% Solution delivered. Loading, hauling and unloading shall be done at the expense of Supplier. Orange County Sanitation District 1 of 8 Specification No. C-2013-561BD DRAFT CONTRACT—DO NOT SUBMIT Return to Agenda Report 1.4 ANALYSIS CERTIFICATION Each delivery of Caustic Soda 50% Solution requires a written certified analysis of the percent total solids and percent active Caustic Soda 50% Solution for that shipment. A certified analysis is defined as a statement signed by Supplier's representative declaring the analysis information is true and accurate. 1.5 LATE DELIVERIES: Late deliveries will generally be handled as follows, however; repeat instances may result in OCSD, at its sole discretion, purchasing Caustic Soda 50% Solution elsewhere and charging Supplier the difference in the delivered price or, alternatively, termination of the Agreement. Supplier shall reimburse OCSD at an agreed fee of $100.00 per half-hour (YO hour for late deliveries to the sewer system locations. There will be a delivery window of 15 minutes, and late fees will be triggered 30 minutes after the end of the 15-minute window and every half-hour (%) increment thereafter. OCSD will consider waiving the late fee if it can be verified that there was an accident, sig alert, freeway closure, or equivalent condition with delays over 30 minutes. Other scenarios will be considered on a case-by-case basis. If it is known that a delivery will be late, Supplier shall attempt to notify OCSD'S contact of the delay. Supplier may notify OCSD up to 24- hours prior to the scheduled delivery to avoid a late fee. Due to coordination with traffic control and staff, last minute changes are not possible. 1.6 Supplie shall be responsible for any loss or damage to facilities s y negligencgof Supplier's delivery equipment or operators thereof. 2. Possession 1 Ownership and control of all Caustic Soda 50% Sgawdelivered pursuant to this Agreement shall remain solely and exclusively with Supplier, until complete transfer of possession by delivery to OCSD at the designated locations is made from Supplier. 3. Quanti 3.1 OCSD makes no guarantee as to actuqLuse or quantity of Caustic Soda 50% Solution purchased. OCSD estimates the annual LVe of dry tons of Caustic Soda 50% Solution per year based on past and expected usage. 3.2 OCSD will pay only for the actual dry tons of Caustic Soda 50% Solution delivered. Certified weight scale tickets shall be provided to OCSD for every delivery and shall contain the tare weight, loaded gross weight and net weight. Dry tons invoiced will be the total net dry tons of Caustic Soda 50% Solution delivered (loaded gross weight minus the tare weight). Tare weight shall be determined immediately after each delivery and prior to cleaning, emptying or clearing the delivery tank. 3.3 Quality control tests will be performed by OCSD on the delivered Caustic Soda 50% Solution to ensure that Agreement specifications are attained. 4. Pricing and Invoicing 4.1 Supplier will invoice monthly for Caustic Soda 50% Solution per the Technical Specifications, Exhibit "A', at a price of$_ per dry ton delivered which will remain firm during the Agreement Term. Price shall include all cartage and taxes per dry ton except California State Sales Tax. The sales tax will be paid by OCSD. The sales tax shall not apply to freight charges. 4.2 A Delivery statement shall accompany all shipments and state the delivered weight and/or delivered dry tons, actual specific gravity and/or density of the product being shipped, and the actual percent of the delivered product. Payment shall be based on the actual Orange County Sanitation District 2 of 8 Specification No. C-2013-561BD DRAFT CONTRACT—DO NOT SUBMIT Return to Agenda Report volume of product delivered. At a minimum, the invoice shall include a description of the delivery location, the delivery date, the unit price, the volume of product delivered, and any other parameters used to determine the cost for the shipment. Supplier shall submit a duplicate copy of all invoices labeled for Division 4.3 OCSD shall pay, Net 30 days, upon receipt and approval by the OCSD Project Manager, MarcoPolo Velasco, or his designee of itemized invoices, submitted in duplicate, in a form acceptable to OCSD to enable audit of the charges thereon. All invoices must reference the Purchase Order Number. Supplier will mail the invoices to Orange County Sanitation District, P.O. Box 8127, Fountain Valley, CA 92728-8127, attention Accounts Payable. 5. A-greement Term The Services provided under this Agreement a for o� (1) year commencing and continuing through • 6. Renewals 6.1 OCSD may exercise the option to renew Agreement for up to four (4) one-year periods if mutually acceptable contract terms can be negotiated. OCSD shall make no obligation to renew nor give reason if it elects not to renew. The prices established in the original A ement may be adjusted. The adjustment will allow for any increase or decrease 111, the manufactured cost of the purchase of Caustic Soda 50% Solution and will be based upon OCSD validated information furnished by Supplier and OCSD sources. OCSD reserves the right to agree with or reject t pg&d price increase or decrease. 6.2 Renewals maybe made throughh thSD urchase Order Process. 7. Termination 7.1 OCSD reserves the right to terminate this Agreement for its convenience, with or without cause, in whole or in part, at any time, by written notice from OCSD (delivered by certified mail, return receipt requested) of intent to terminate. Upon receipt of a termination notice, Supplier shall immediately discontinue all work under this Agreement (unless the notice directs otherwise). OCSD shall thereafter, within thirty (30) days, pay Supplier for work performed (cost and fee) to the date of termination. Supplier expressly waives any claim to receive anticipated profits to be earned during the uncompleted portion of the Agreement. Such notice of termination shall terminate this Agreement and release OCSD from any further fee, cost or claim hereunder by Supplier other than for work performed to the date of termination. 7.2 OCSD reserves the right to terminate this Agreement immediately upon OCSD'S determination that Supplier is not meeting specification requirements for delivery of quantities needed, the level of service is inadequate, for poor quality of product, for OCSD unapproved increase in rate, or any other default or breach of this Agreement. 7.3 OCSD may also immediately cancel for default of this Agreement in whole or in part by written notice to Supplier: ( if Supplier becomes insolvent or files a petition under the Bankruptcy Act; ( if Supplier sells its business; or ( if Supplier breaches any of the terms of this Agreement. 7.4 All OCSD property in the possession or control of Supplier shall be returned by Supplier to OCSD upon demand, or at the termination of this Agreement, whichever occurs first. Orange County Sanitation District 3 of 8 Specification No. C-2013-561BD DRAFT CONTRACT-DO NOT SUBMIT Return to Agenda Report 8. Indemnification and Hold Harmless Supplier agrees to save, indemnify, defend and hold harmless OCSD against any and all liability, claims, judgments, cost and demands, including demands arising from injuries or death of persons and damage to property, arising directly or indirectly out of the negligence or willful misconduct of Supplier, its employees, subcontractors or its suppliers, in relation to the rendition of services pursuant to this Agreement, except claims or litigations arising through the sole negligence or willful misconduct of OCSD. Supplier agrees to reimburse OCSD for any expenditure, including reasonable attorney's fees, OCSD may incur by reason of such matters, and, if requested by OCSD, will defend any such suits at the cost and expense of Supplier. 9. Insurance Supplier shall purchase and maintain, throughout the life of ylis Agreement and any periods of warranty or extensions, insurance in amounts equal to theVulrements set forth in the signttJ Acknowledgement of Insurance Requirements (attached hereto and incorporated herein as Exhibit "_"). Supplier shall not commence work under this Agreement until all required insurance is obtained in a form acceptable to OCSD, nor shall Supplier allow any subcontractor to commence service pursuant to a subcontract until all insurance required of the subcontractor has been obtained. Failure to maintain required insurance coverage s all result in termination of this Agree n s - � - 10. E to men s OCSD will be re a any loss or damage to Supplier-owned equipmen , when OCSD determines OCS cult, and will reimburse Supplier for such loss or damage upon receipt of invoices. 11. Conflict of Interest and Reportin Supplier shall at all times avoid conflict of interest or appearance of conflict of interest in performance of this Agreement. 12. Supplier's Relationship to OCSD Supplier's relationship to OCSD in the performance of this Agreement is that of an independent contractor. The personnel performing Services under this Agreement shall, at all times, be under Supplier's exclusive direction and control, and shall be employees of Supplier and not employees of OCSD. Supplier shall pay all wages, salaries and other amounts due its employees in connection with this Agreement, and shall be responsible for all legal reports and obligations respecting them, such as social security, income tax withholding, unemployment compensation, worker's compensation and similar matters. 13. Safety and Accident Prevention In addition to the requirements set forth in Exhibit' ', Supplier shall meet with personnel from OCSD'S Safety and Emergency Health Department before the start of Agreement. All subcontractors should be present at this meeting. Supplier is responsible to inform all personnel and subcontractors of the items discussed at this meeting. This meeting shall occur within 5 working days of the Notice to proceed. 14.Assignments Neither this Agreement nor any interest herein or any claim hereunder may be assigned by Supplier either voluntarily or by operation of law, nor may all or substantially all of this Agreement be further subcontracted by Supplier without the prior written consent of OCSD. 15.Attorney's Fees Orange County Sanitation District 4 of 8 Specification No. C-2013-561BD DRAFT CONTRACT-DO NOT SUBMIT Return to Agenda Report If any action at law or in equity 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. 16. Permits. Ordinances and Regulations Any and all fees required by Federal, State, County, City and/or municipal laws, codes and/or tariffs that pertain to work performed under the terms of this Agreement shall be paid by Supplier. Fees demanded for obtaining certificates, including associated inspection fees and expenses of regulatory body inspectors shall be paid by Supplier. 17. Training Certification When required by regulation, certificates of training shall be maintained on-site for the duration of the activity that requires an employee of Supplier to be certified. Certificates shall be current. Lack of certificates when required will be cause for removal of offending personnel from the sit termination of the Agreement, or both. 18. Compliance With Law 18.1 Supplier warrants that under the p�mance of this Agreement, it shall comply with all applicable federal, state and loc14 and all lawful orders rules and regulations thereunder 18.2 In con 'on 't a ecution of this Agreement, Supplier shall not discriminate against emp applicant for employment because of race, religion, color, sex or national origin. tier shall take affirmative action to ensure that applicants are employed and employees are treated during their employment without regard to their race, religion, color, sex or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; lay-off or termination; rate of pay, or other forms of com7ensation; and selection for training, including apprenticeshi 19. Disputes 19.1 This Agreement o ed by and interpreted under the laws of the State of California and the Parties submit to jurisdiction in Orange County, in the event any action is brought in connection with this Agreement or the performance thereof. Pending final resolution of a dispute hereunder, Supplier shall proceed diligently with the performance of this Agreement and in accordance with OCSD'S decision. 19.2 In the event of a dispute as to the construction or interpretation of this Agreement, or any rights or obligations hereunder, the Parties shall first attempt, in good faith, to resolve the dispute by mediation. The Parties shall mutually select a mediator to facilitate the resolution of the dispute. If the Parties are unable to agree on a mediator, the mediation shall be conducted in accordance with the Commercial Mediation Rules of the American Arbitration Agreement, through the alternate dispute resolution procedures of Judicial Arbitration through Mediation Services of Orange County("JAMS"), or any similar organization or entity conducting an alternate dispute resolution process. 19.3 In the event the Parties are unable to timely resolve the dispute through mediation, the issues in dispute shall be submitted to arbitration pursuant to California Code of Civil Procedure, Part 3, Title 9, Sections 1280 at seq. For such purpose, an agreed arbitrator shall be selected, or in the absence of Agreement, each Party shall select an arbitrator, and those two arbitrators shall select a third. Discovery may be conducted in connection with the arbitration proceeding pursuant to California Code of Civil Procedure Section 1283.05. Orange County Sanitation District 5 of 8 Specification No. C-2013-561BD DRAFT CONTRACT-DO NOT SUBMIT Return to Agenda Report The arbitrator, or three arbitrators acting as a board, shall take such evidence and make such investigation as deemed appropriate and shall render a written decision on the matter in question. The arbitrator shall decide each and every dispute in accordance with the laws of the State of California. The arbitrator's decision and award shall be subject to review for errors of fact or law in the Superior Court for the County of Orange, with a right of appeal from any judgment issued therein. 20. Riuht to Review Services. Facilities. and Records 20.1 OCSD reserves the right to review any portion of the Services performed by Supplier under this Agreement, and Supplier agrees to cooperate to the fullest extent possible. Supplier shall furnish to OCSD such reports, statistical data, and other information pertaining to Suppliers Services as shall be reasonably required by OCSD to carry out its rights and responsibilities under its agreements with its bondholders or noteholders and any other agreement relating to the development of the project(s) and in connection with th issuance of its official statements and other prospectuses with respect to the offerin and issuance of its bond and other obligations. _ - 20.2 The right of OCSD to review or approve drawings, specifications, procedures, instructions, reports, test results, calculations, schedules, or other data that are developed by Supplier shall not relieve Supplier of any obligation set forth herein. # 21. Incorporated Documents " 21.1 The Specifications, Bid and Notices from OCSD are hereby incorporated Into and made a part of this Agreement as though fully set forth hereat, and unless modified or changed hereinabove, are controlling for all matters pertaining to the supply of Caustic Soda and the manner of performance thereof. 21.2 In the event of any conflict or inconsistency between the provisions of this Agreement and any of the provisions of the other incorporated documents, the provisions of this Agreement shall in all respects govern and cdntrol. 22. Severability Any provision of this Agreement which is found to be invalid or unenforceable shall be ineffective to the extent of such invalidity or unenforceability, and the invalidity or unenforceability oJrch provision shall not affect the validity or enforceability of the remaining provisions hereof 23. Waiver The waiver of either Parry of any breach or violation of, or default under, any provision of this Agreement, shall not be deemed a continuing waiver by such Party of any other provision or of any subsequent breach or violation of this Agreement or default thereunder. 24. Breach Any breach by Supplier to which OCSD does not object shall not operate as a waiver of OCSD'S to seek remedies available to it for any subsequent breach. 25. Public Contracts Law OCSD is subject to the provisions listed in the prevailing wage determination made by the Director of Industrial Relations pursuant to California Labor Code part 7, Chapter 1, Article 2, Sections 1770, 1773 and 1773.1. It is agreed that all provisions of law applicable to public contracts are part of this Agreement to the same extent as though set forth herein and will be complied with by Supplier. Supplier shall not pay less than the prevailing wage. Orange County Sanitation District 6 of 8 Specification No. C-2013-561BD DRAFT CONTRACT-DO NOT SUBMIT Return to Agenda Report 26. South Coast Air Quality Management District's (SCAQMD) Requirements It is Supplier's responsibility that all equipment furnished and installed be in accordance with the latest rules and regulations of the South Coast Air Quality Management District (SCAQMD). All contract work practices, which may have associated emissions such as sandblasting, open field spray painting or demolition of asbestos containing components or structures, shall comply with the appropriate rules and regulations of the SCAQMD. 27. Performance Time is of the essence in the performance of the provisions hereof. 2ti. Familiarity with Work By executing this Agreement, Supplier warrants that: 1) it has investigated the work to be performed; 2) it has investigated the site of the work and is aware of all conditions there; and 3)it understands the facilities, difficulties and restrictions of the work under this Agreement. Should Supplier discover any latent or unknown conditions materially differing from those inherent in the work or as represented by OCSD, it shall immediately inform OCSD of thisad shall not proceed, except at Supplier's risk, unf ritten instructions are received from 29. Damage to OCSD'S Property Any OCSD'S property damaged by Supplier, any subcontractor, or by the personnel of either will be subject to repair or replacement by Supplier at no cp�to l � 30. Third Party Rights 0 - Nothing in this Agreement shall be con is sVu o giv�ll�rights or benefits to anyone other than OCSD and Supplier. 31.Authority to Execute The persons executing this Agreement Xnalf of the Parties warrant that they are duly authorized to execute this Agreementany executing this Agreement, the Parties are formally bound. 32. Read and Understood i By signing this Agreement, Contractor represents that he has read and understood the terms and conditions of the Agreement. 33. Entire Agreement This Agreement constitutes the entire agreement of the Parties and supersedes all prior written or oral and all contemporaneous oral agreements, understandings, and negotiations between the Parties with respect to the subject matter hereof. Orange County Sanitation District 7 of 8 Specification No. C-2013-561BD DRAFT CONTRACT-DO NOT SUBMIT Return to Agenda Report 34. Notices All notices under this Agreement must be in writing. Written notice shall be sent by registered or certified mail, postage prepaid, return receipt requested, or by any other overnight delivery service which delivers to the noticed destination and provides proof of delivery to the sender. Any facsimile notice must be followed within three (3) days by written notice. All notices shall be effective when first received at the following addresses: OCSD: Marc Dubois Contracts/Purchasing Manager Orange County Sanitation District P.O. Box 8127 Fountain Valley, CA 92728-8127 Supplier: Name of Supplier IN WITNESS WHEREOF, the Parties hereto have hereunto set their n ear indicated belo �•RANGE COUNTY I I of Orange Cou a is Dated: B air Be rectors Dated: B Cl C of the Board Dated: ontracts/Purchasing Manager VNP NAME OF SUPPLIER Dated: By Print Name and Title IRS Employer's I.D. Number Orange County Sanitation District 8 of 8 Specification No. C-2013-561BD DRAFT CONTRACT-DO NOT SUBMIT OPERATIONS COMMITTEE Needng Dare TO Bd.of Dir. 04,03,13 -- AGENDA REPORT Item Number Item Number 3 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Nick Kanetis, Director of Engineering Project Manager: Rob Thompson, Engineering Manager SUBJECT: CIP UPDATE FOR FY2013/14 GENERAL MANAGER'S RECOMMENDATION Information Only Item SUMMARY Staff will present the Capital Improvement Program validation results to be included in the upcoming FY2013/14 Budget Update. PRIOR COMMITTEE/BOARD ACTIONS None ADDITIONAL INFORMATION None CEQA N/A BUDGET/DELEGATION OF AUTHORITY COMPLIANCE N/A RT:sa:gc