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Home My WebLink About04-23-2014 Board Meeting Agenda Packet Orange County Sanitation District SAOR E WUN DRT leer Wednesday, April 23, 2014 Regular Meeting of the 6:30 P.M. Board of Directors 1 Board Room I 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7130 tssa-zeta AGENDA INVOCATION AND PLEDGE OF ALLEGIANCE: (Michael Levitt, City of Seal Beach) ROLL CALL & DECLARATION OF QUORUM: PUBLIC COMMENTS: If you wish to speak, please complete a Speaker's Form (located at the table outside of the Board Room) and give it to the Clerk of the Board. Speakers are requested to limit comments to three minutes. SPECIAL PRESENTATIONS: • Presentation of Certificates of Commendation to: o Santa Ana Watershed Project Authority o Orange County Water District o OC Department of Public Works o OC Health Care Agency • OC Science and Engineering Fair Award Presentation REPORTS: The Chair and the General Manager may present verbal reports on miscellaneous matters of general interest to the Directors. These reports are for information only and require no action by the Directors. 04/23/14 OCSD Board of Directors Agenda Page 1 of 5 CLAIMS: DIRECTORS., Pursuant to Government Code Section 84308, you are required to disclose any campaign contribution greater than $250 received in the past twelve months from any party seeking a contract with OCSD. This requires that you identify the contributor by name. Further, you may not participate in the decision making process to award a contract to such party. For reference, you are directed to the Register of Warrants as to all current contractors vendors with OCSD. For the specifics of Government Code Section 84308,please see your Director's Handbook or call the office of General Counsel. 1. Ratify payment of claims of the District, by roll call vote, as follows: Claims Paid for the Period Ending: 03/15/14 03/31/14 Totals $ 9,292,561.10 $ 12,804,778.93 CONSENT CALENDAR: Consent Calendar Items are considered to be routine and will be enacted, by the Board of Directors, after one motion, without discussion. Any items withdrawn from the Consent Calendar for separate discussion will be considered in the regular order of business. 2. Approve minutes for the Regular Board Meeting held on March 26, 2014. 3. A. Approve Plans and Specifications for CenGen Emissions Control, Project No. J-111; and B. Approve Addendum Nos. 1, 2, 3, 4, 5, and 6 to the plans and specifications; and C. Receive and file bid tabulation and recommendation; and D. Award a construction contract to Shimmick Construction Company, Inc. for CenGen Emissions Control, Project No. J-111, for a total amount not to exceed $14,895,000; and E. Approve a contingency of$1,117,125 (7.5%). 4. A. Authorize the General Manager to award a contract to the lowest responsive and responsible bidder, for the Replacement of Valves at Bay Bridge Valve Vault, Project No. FR10-018, for an amount not to exceed $235,600; and B. Approve a contingency of$47,120 (20%). 04 3/14 OCSD Board of Directors Agenda Page 2 of 5 NON-CONSENT, PUBLIC HEARING: 5. A. Open public hearing for proposed Ordinance No. OCSD45, pertaining to the compensation of the members of the Board of Directors. B. Receive public comment. C. Close hearing. D. Motion to read Ordinance No. OCSD45 by title only and waive reading of said entire Ordinance on April 23, 2014; and E. Adopt Ordinance No. OCSD45, entitled "An Ordinance of the Board of Directors of Orange County Sanitation District Amending Ordinance No. OCSD-34 Pertaining to the Compensation of the Members of the Board of Directors". OPERATIONS COMMITTEE: 6. Approve minutes for the Committee Meeting held on April 2, 2014. 7. A. Approve a Professional Consultant Services Agreement with Black & Veatch Corporation to provide construction support services for CenGen Emissions Control, Project No. J-111, for an amount not to exceed $1,097,212; and B. Approve a contingency of$109,721 (10%). 8. A. Approve a Professional Consultant Services Agreement with Brown & Caldwell to provide construction support services for Newport Force Main Rehabilitation, Project No. 5-60, for an amount not to exceed $2,231,925; and B. Approve a contingency of$178,554 (8%). ADMINISTRATION COMMITTEE: 9. Approve minutes for the Committee Meeting held on April 9, 2014. 10. Authorize the General Manager to issue new fixed rate Certificates of Participation (COP), to be referred to as Wastewater Refunding Revenue Obligations, in an amount sufficient to refund up to $267.3 million of COP Series 2007B. 0412314 OCSD Board of Directors Agenda Page 3 of 5 STEERING COMMITTEE: 11. Approve minutes for the Steering Committee Meeting held on March 26, 2014. LEGISLATIVE AND PUBLIC AFFAIRS SPECIAL COMMITTEE: 12. Receive and file the minutes of the April 16, 2014 meeting of the Legislative and Public Affairs Special Committee. GWRS STEERING COMMITTEE: 13. Receive and file the Groundwater Replenishment System Steering Committee minutes of the January 13, 2014 meeting, and the amended minutes of the January 10, 2011; April 9, 2012; July 9; 2012; April 8, 2013 and July 8, 2013 meetings. AB1234 REPORTS (IF ANY): DIRECTORS: Pursuant to Government Code section 53232.3(d), Directors must provide a brief report on any meetings attended at the District's expense. CLOSED SESSION: During the course of conducting the business set forth on this agenda as a regular meeting of the Board, the Chair may convene the Board in closed session to consider matters of pending real estate negotiations, pending or potential litigation, or personnel matters, pursuant to Government Code Sections 54956.8, 54956.9, 54957 or 54957.6, as noted. Reports relating to (a) purchase and sale of real property; (b) matters of pending or potential litigation; (c) employment actions or negotiations with employee representatives;or which are exempt from public disclosure under the California Public Records Act, may be reviewed by the Board during a permitted closed session and are not available for public inspection. At such time as the Board takes final action on any of these subjects, the minutes will reflect all required disclosures of information. Convene in closed session. (1) CONFER WITH LABOR NEGOTIATORS (Government Code Section 64957.6) Agency Designated Representatives: Steve Filarsky, James Ruth, James Herberg, Robert Ghirelli, Jeff Reed, and Richard Spencer. Employee Organizations: 3 • Orange County Employees Association (OCEA); • International Union of Operating Engineers, Local 501; and • Supervisors and Professionals Group 0412N14 OCSD Board of Directors Agenda Page 4 of 5 Reconvene in regular session. Consideration of action, if any, on matters considered in closed session. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: ADJOURNMENT: Adjourn the Board meeting until the next Regular Board Meeting on May 28, 2014, at 6:30 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. Aoenda 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. Made E.Ayala Clerk of the Board (714)593-7130 mavalaO.ocsd.com For any questions on the agenda,Committee members may contact staff at: General Manager Jim Herberg (714)593-7300 iherberg(rpocsd.com Assistant General Manager Bob Ghirelli (714)593-7400 rohirelli0ocsd.com Director of Engineering Rob Thompson (714)593-7310 rthomoson(Wocsd.com Director of Facility Support Services Nick Arhontes (714)593-7210 namontes(diocsd.com Director of Finance and Lorenzo Tyner (714)593-7550 ItvnentDomd.com Administrative Services Director of Human Resources Jeff Reed (714)593-7144 ireed(&.ocsd.cem Director of Operations&Maintenance Ed Tomes 714 593-7080 etorres ocsd.com q4 WU OCSD Board of Directors Agenda Page 5 of 5 BOARD OF DIRECTORS Meeting Dare I TOBA.Of Dir. — oa/zs/ta AGENDA REPORT Item Number Item Number Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Lorenzo Tyner, Director of Finance and Administrative Services SUBJECT: PAYMENT OF CLAIMS OF THE ORANGE COUNTY SANITATION DISTRICT GENERAL MANAGER'S RECOMMENDATION Ratify Payment of Claims of the District by Roll Call Vote. CONFLICT OF INTEREST NOTIFICATION Pursuant to Government Code Section 84308, you are required to disclose any campaign contribution greater than $250 received in the past twelve months from any party to a contract involving the Orange County Sanitation District. Further, you may not participate in the decision making process to award a contract to such party. For reference, you are directed to the Register of Warrants as to all current contractors/vendors with the District. In general, you must disclose the basis of the conflict by identifying the name of the firm or individual who was the contributor. For the specifics of Government Code Section 84308, please see your Director's Handbook or call the office of General Counsel. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION N/A ATTACHMENTS The following attachment(s) are attached in hard copy and may be viewed on-line at the OCSD website (mi w.ocsd.coml with the complete agenda package and attachments: Copies of Claims Paid reports from 3/1/14— 3/15/14 and 3/16/14 — 3/31/14 Page 1 of 1 Return to Adenine Report Claims Paid From 311/14 to 3115114 Vendor Warrant No. Amount Description Accounts Payable Warrants 1000SULES.COM 63246 217.16 Electrical/Electronic Equipment,Parts&Repairs 1000BULBS.COM 63418 262.97 Electrical/Electronic Equipment,Parts&Repairs 24 Hour Fire Protection,Inc. 63419 4,098.75 Repair&Maintenance Services and/or Supplies AccuStandard 63247 1,445.65 Laboratory Services&Supplies Advanced Cooling Technologies 63420 1,176.00 Repair&Maintenance Services and/or Supplies Aerobes 63248 467.40 Professional Services/rempomry Services Aerotek 63421 337.50 Professional ServicesRemporery$ervices Agilent Technologies,Inc. 63249 280.42 Laboretory Services&Supplies Ago IndustriesDBA So-Cal Sweeping 63533 980.00 Street Sweeping Services Air Liquids America Corp. 63250 1,901.85 Laboretory Services&Supplies Air Liquids America Specialty Gases LLC 63251 176.06 Laboratory Services&Supplies Air Liquids America Specialty Gases LLC 63422 200.62 Laboratory Services&Supplies Air Liquids Industrial U.S.,LP 63252 23,982.68 Laboratory Services&Supplies Air Liquids Industrial U.S.,LP 63423 4,985.82 Laboretory Services&Supplies All Safety,Inc. 1614 1,488.06 Safety,Security,Health Equipment,Supplies.and Services All Safety,Inc. 1624 15,411.39 Safety,Security,Health Equipment,Supplies,and Services All USA,LLC 1615 822.48 Laboratory Services&Supplies All USA,LLC 1625 766.84 Laboretory Services&Supplies Alan D.Ralph 63395 784.30 MeetinglTraining Expense Reimbursement Allied Electronics,Inc. 63253 67.91 Electrical/Electronic Equipment,Parts&Repairs American Chemical Society 63425 154.00 Professional Organizations MeetinglTraining/Membership American Express TVL Related Svcs Co.,I 63255 5,997.60 Purchasing Card Program for Miscellaneous Travel Expenses American Water Works Assoc Meter Qualit 63256 299.00 Professional Organizations Meeting(Training/MembershiplMeeting Registration American Water Works Asao,Mater Qualit 63426 101.00 Professional Organizations Meetng/rreining/Membership/Meeting Registration Amtech Elevator Services 63257 1,035.00 Miscellaneous Services Amtech Elevator Services 63427 B,540.00 Miscellaneous Services Analytical Technology,Inc. 63258 3,304.53 Instrument Supplies Analytical Technology,Inc. 63428 980.25 Instrument Supplies Applied Industrial Technology 63259 733.49 Repair&Maintenance Services and/or Supplies Applied Industrial Technology 63429 526.13 Repair&Maintenance Services and/or Supplies ARS Enterprises,Inc. 63431 400.00 Laboratory Services&Supplies Association of California Chas 63260 500.00 Professional Organizations,MeetinglRaining/Membership Dues AT&T Mobility II,L.L.C. 63432 149.98 Telecommunications AT&T Mobility II,L.L.C. 63433 7,438.11 Telecommunications AT&T Universal Biller 63261 2,973.32 Telecommunications Atkinson,Andelson,Lays,Rudd&Ruud 63262 636.00 Professional Services-Legal ATM AA,Inc. 63263 560.00 Lab Services Austin Building and Design ribs The Austi 63434 18,400.00 Professional Services/Engineering Design Services AW Associates Inc. 63435 1,800.00 Repair&Maintenance Services and/or Supplies Awards&Trophies Company 63264 23.76 Awards and Framing Services Ayala Engineering 63265 S330.00 Repair&Maintenance Services and/or Supplies Battery Speclaltles 63436 485.22 Batteries,Various Beach Wire and Cable 63437 100.59 Telecommunications Bermingham Controls 63438 2,401.08 ElectrlcallElectronic Equipment,Pans&Repairs Black&Veatch Corporation 63233 275,292.99 Professional Services/Engineering Design Services BL%Group 63266 6,750.00 Professional Financial Services BNSF Railwey Company 63267 4,150.00 Professional Services 241-04 Brenner-Fiedler&Assoc.,Inc. 63440 255.11 Laboratory Services&Supplies Brooks Instrument Div.Emerson Electric 63441 2,257.57 Instrument Parts&Supplies FXHIBITA Ndzlalr Page 1 of 8 41=014 Claims Paid From 311114 to 3115114 Vendor Warrant No. Amount Description Bureau Vandal Nonh America,Inc. 1616 4W.00 Industrial Hygiene Services Bureau Veritas North America,Inc. 1626 2,411r.50 Industrial Hygiene Services California Dept.of Child Support 63268 2,455.35 Judgments Payable California Municipal Treasurers Assoc. 63442 305.00 Professional Organizations Meeting/fraininglMembership California Water Technologies 63401 49,339.02 Chemicals CALPELRA 63443 399.00 Professional Organizations Me rt nglTraininglMembershlp Caltrol,Inc. 63444 745.58 Electrical/Electronic Equipment,Parts&Repairs Camali Corp. 63270 161846.06 Repair&Maintenance Services and/or Supplies Career Track 63271 199.00 Professional Organizations Meefing/TraininglMembership Carl Engineers 63402 82,929.53 Professional Services/Engineering Design Services CCWC 63445 450.00 Professional Organizations Meefing/TraininglMembership Chris A.Cervellone 63390 115.00 MeefinglTraining Expense Reimbursement Chns A.Stacklin 63398 1,158.66 Meefing/fraining Expense Reimbursement City Clerk's Association of California 63272 225.00 Professional Organizations MeefinglTraininglMembomhip City of Huntington Beach 63403 28,600.00 Water Use City of Huntington Beach 63488 41.45 Water Use City of Newport Beach 63331 61.36 Water Use Clean Energy 63446 75.75 CNG Fueling Station Servicea/Supplies Clean Harbors Environmental Services 63273 6,463.70 Grit&Screenings;Hazard Waste Disposal CLEAR EDGE FILTRATION,INC. 63447 10,368.34 Miscellaneous Parts and Supplies Coastal Ignition and Controls,Inc. 63448 4,955.11 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Columbia Analytical Services 63254 990.00 Laboratory Services&Supplies Columbia Analytical Services 63424 10,350.00 Laboratory Services&Supplies Compressor Components of California 63274 1,863.00 Repair&Maintenance Services and/or Supplies Connell ChevroleAGEO 63275 411.94 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Connell Chevrolel 63449 237.05 Autos,Trucks&Marina Equipment,Parts,Accessories&Services Consolidated Electrical Distributors 63276 837.55 Electrical/Electronic Equipment,Pads&Repairs Consolidated Electrical Distributors 63450 917.73 Electrical/Electronic Equipment,Pans&Repairs Constructive Community Relations 63451 20,328.96 Construction Outreach Consumers Pipe&Supply Co. 1627 736.73 Repair&Maintenance Services and/or Supplies COORDINATED WIRE ROPE&RIGGING 63452 572.40 Laboratory Services&Supplies Comer Bakery Cars(CBC) 63217 99.72 Catering Services Corporate Image Maintenance,Inc. 63404 38,295.31 Janitor&Household Service&Supplies Conech Engineering 63453 4,885.66 Repair&Maintenance Services and/or Supplies County of Orange 63399 200.00 Governmental Agency Fees&Charges County of Orange Auditor Controller 63278 570.00 Governmental Agency Fees&Charges County of Orange Auditor Controller 63279 765.00 Governmental Agency Fees&Charges County of Orange Auditor Controller 63280 540.00 Governmental Agency Fees&Charges Court Order 63312 2,179.38 Judgments Payable Court Order 63351 108.00 Judgments Payable Court Order 63388 912.50 Judgments Payable CR&R,Inc. 63281 344.09 Waste Disposal Crane Veyor Corp. 63282 376.07 Repair&Maintenance Services and/or Supplies CS-AMSCO 63454 2,783.16 Repair&Maintenance Services and/or Supplies CSI Services,Inc. 63284 6,270.00 Professional S.M. Curley Wholesale Electric 63455 3,349.54 Electrical/Electronic Equipment,Pads&Repairs CWEA Membership 63269 180.00 Professional OManizatlon CWEA Membership 63285 2,207.00 Professional Organizations Meeting/Training/Membership CWEA Membership 63456 283.00 Professional Organizations Meefing/TralninglMembership David Rodriguez 63396 10.00 Meeting/lraining Expanse Reimbursement EXHIBITA Drat u r Page 2 of 8 41=014 Return to Agenda Report Claims Paid From 311/14 to 3115114 Vendor Warrant No. Amount Description David Wheeler Pest Control,Inc. 63457 1,260.00 Pest Control Services ODE Engineering,Inc. 63458 825.00 Professional Services-Advocacy Donald R.Cleveland 63557 169.00 Meeting/fraining Expense Reimbursement Dudek&Associates,Inc. 63459 21,222.18 Professional Services/Engineering Design Services Dunn-Edwards Corporation 63286 102.52 Facilities,Maintenance,Services&Supplies Emagined Security Inc. 63460 61500.00 Professional Services/Security Software Program Consulting Embark Consulting,LLC 63287 6,229.28 Professional Services/SCADA Software Maintenance Support Employee Benefits Specialists,Inc. 63234 825,559.69 Reimbursed Prepaid Employee Metllcal&Dependent Care Employee Benefits Specialists,Inc. 63288 11,075.37 Reimbursed Prepaid Employee Medical&Dependent Care Employee Benefits Specialists,Inc. 63461 641]0 Reimbursed Prepaid Employee Medical&Dependent Care ENFOTECH&CONSULTING,INC. 62462 6,494.89 Software Environmental Resource Associates 63463 987.46 Laboratory Services&Supplies Environmental Resource Center 63289 1,693.00 Safety,Security,Health Equipment,Supplies,and Services Environmental Water Solutions,Inc. 63464 22,809.39 Repair&Maintenance Services and/or Supplies Eving Irrigation 63465 97.93 litigation Repair&Maintenance Services and/or Supplies Fastenal Company 63466 297.19 Janitor&Household Service&Supplies Faviola Miranda 63561 150.35 Meefingaraining Expense Reimbursement Ferguson Enterprises,Inc. 63467 6,120.00 Repair&Maintenance Services and/or Supplies Filarsky&Watt.L.L.P. 63468 2,610.00 Prof.Services-SPMT Labor Negotiation Meetings&Special Services Fisher Scientific 63290 1,679.44 Laboratory Services&Supplies Fisher Scientific 63469 8,388.08 Laboratory Services&Supplies Fountain Valley AAA Auto Spa 63470 533.42 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Franchise Tax Board 63291 100.00 Judgments Payable Franklin Covey 63292 57.72 Office Supplies FUSES UNLIMITED 63293 70.32 Miscellaneous Fuses FUSES UNLIMITED 63471 89.76 Miscellaneous Fuses G&B Creal Soutions LLC 63283 1,987.40 Printing and Publications Ganahl Lumber Company 63472 592.69 Facilities,Maintenance,Services&Supplies Garland Manufacturing Co. 63413 24,151.28 Repair&Maintenance Services and/or Supplies Ganad Callahan Company 63294 2,391 Chemicals,WaterlWastevreter Treatment George L.Robertson 63563 240.44 Meefingaraining Expense Reimbursement George Yardley Co. 63475 1,604.52 Repair&Maintenance Services and/or Supplies Gilbert G.Bel la 63556 1,976.70 Meefingaraining Expense Reimbursement GILLIAN P.LARSON 63476 500.00 Professional Services GMR FIRE PROTECTION,INC. 63417 133.31 Safety Supplies Golden State Ovemight Delivery Service 63478 354.51 Counter Services Golden West Machine,Inc. 63296 1,684.80 Repair&Maintenance Services and/or Supplies Golden West Window Service 63419 1,560.00 Fadlifies,Maintenance,Services&Supplies Govplace 63296 2,806A0 Computer Applications and Services Grainger,Inc. 63297 5,621.08 Repair&Maintenance Services and/or Supplies Grainger,Inc. 61 4,813.98 Repair&Maintenance Services and/or Supplies Graybar Electric Company 63298 266.21 Electrical Electronic Equipment,Parts&Repairs Greater Electric Company 63481 1,688.11 Elechical/Eledranic Equipment,Parts&Repairs GT Hall Company 63414 1,T43.12 Mechanical Parts&Supplies H.H.Framer Archbects,Inc. 61 13,128.48 Construction Hach Company 63483 558.15 Laboratory Services&Supplies Harrington Industrial Plastics,Inc. 61 2,497.42 Repair&Maintenance Services and/or Supplies HDR Engineering,Inc. 63235 66,3P.54 Professional Services/Engineering Design Services Hema Dhodla 63559 116.00 Professional Organioalons Meeting/Training/Membership Hershey Technologies 63298 4,417.50 Professional Servicesnnformation Technology EXHIBITIn0liar Page 3 of 8 p1=014 Claims Paid From 311/14 to 3115114 Vendor Warrant No. Amount Description Hershey Technologies 63485 426.25 Professional Services/Information Technology Hill Brothers 1622 164,527.84 Chemicals,Water/Wastewater Treatment Home Depot 63300 262.57 Miscellaneous Pans and Supplies Home Depot 63486 64.95 Miscellaneous Paris and Supplies Horizon Technology 63301 918.00 Laboratory Services&Supplies Hub Auto Supply 63302 459.95 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Hub Auto Supply 63487 1,270.20 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Hyatt Legal Plans 63489 1,729.00 Professional Sarvices-Legal HYDRAULIC CONTROLS ING 63303 1,164.40 Repair&Maintenance Services and/or Supplies IDS Group 63304 13,162.00 Professional Services/Engineering Design Services Industrial Distribution Group 63305 135.26 Repair&Maintenance Services and/or Supplies Industrial Threaded Products,Inc. 1629 187.54 Repair&Maintenance Services and/or Supplies Insight Public Sector,Inc. 63490 6,295.02 Computere,Softvrare/Hardware INTELLIGENT POWER SOLUTIONS,INC. 63306 7,239.51 Repair&Maintenance Services and/or Supplies International Institute of Municipal Cie 63307 W.00 Professional Organizations Meeting/Raining/Membership International Public Mgmt.Assoc. 63308 149.00 Professional Organizations Meefing/Treining/Membership Intl.Union of Oper.Eng.AFL CIO Local 63309 4,716.53 Dues Deductions Intratek Computer,Inc. 63310 50.00 NetaxoNSe isdPrinter Maintenance Services Ironman Parts&Services 63491 176.26 Repair&Maintenance Services and/or Supplies J R Filanc Construction 63416 345,558.15 Construction JACOBS PROJECT MANAGEMENT CO. 63236 116,217.16 Professional Semicesfremporary Services James D.Ruth 63492 1,200.00 Professional Services/Consultant James E.Colston 63558 1,307.08 Meeting/Training Expense Reimbursement Jamison Engineering Contractors,Inc. 63237 104,110.56 Professional Services/Construction Support Services JAMS/Endispute 63493 5,750.00 Legal Service-United Technologies Jays Catering 63311 1,421.82 Catering Services Jeffrey D.Mohr 63562 116.00 Meetingfhaining Expense Reimbursement Julian F.Balm 63397 116.00 Meefing/Training Expanse Reimbursement Keenan&Associates-Remit 63494 3,316.66 Professional Semices/WOMei's Compensation Program Kelly Paper 63313 69.06 Office Supplies Kemim Water Solutions 1613 64,729.88 Chemicals,WatenWastewater Treatment Kemire Water Solutions 1630 23,806.40 Chemicals,WaterlWastevrater Treatment Kim A.Boman 63389 589.34 Meetingfhaining Expense Reimbursement Koury Engineering and Testing,Inc. 63314 2,761.00 Professional Services/Engine ding Design Services KSR Associates,LLC 63316 229.36 Repair&Maintenance Services and/or Supplies IA Testing 63316 29.00 Safety,Security,Health Equipment,Supplies,and Services LEGO Corporation 63317 24,803.33 Laboratory Services&Supplies Lee&Ro,Inc. 63405 74,446.02 Professional Services/Engineering Design Services Liberty Mutual Claims 63495 9,280.55 Insurance Lin.Hciao 63393 40.24 Meebng/rrainin9 Expanse Reimbursement Lisa K.Haney 63392 457.50 Meefingfrraining Expense Reimbursement Luccts Gourmet Foods,Inc. 63319 583.04 Catering Services Luccl's Gourmet Foods,Inc. 63496 135.40 Catering Services Lyon Workspace Products 63497 1,195.16 Miscellaneous Supplies Mail Dispatch,LLC 63498 330.12 Mall Delivery Service Malcolm Firms Inc. 63400 43,525,18 Construction Malcolm Firms,Inc. 63238 33,702.17 Professional Services/Engineering Design Services Mannus Scientific 63320 P.76 Laboratory Services&Supplies Mark Melby 63394 340.00 Meetingfrralning Expense Reimbursement Matheson TO Gas,Inc. 63321 1,044.33 Laboratory Services&Supplies EXHIBIT nMPab Page 4 of 8 41=014 Return to Anyone Report Claims Paid From 311/14 to 3115114 Vendor Warrant No. Amount Description Matheson TO Gas,Inc. 63499 687.52 Laboratory Services&Supplies Maxim Security Systems 63500 31060.00 Safety,Security,Health Equipment,Supplies,and Services MBC Applied Environmental Sciences 63322 3,413.75 Professional Services-Regional Ocean Monitoring McCh meter,Inc. 63323 3,239.03 Instrument Parts&Supplies McMaster-Cart Supply Co. 63324 1,570.00 Repair&Maintenance Services and/or Supplies McMaster-Carr Supply Co. 63501 1,30935 Repair&Maintenance Services and/or Supplies MCR Technologies,Inc. 63325 4,675.61 Repair&Maintenance Services and/or Supplies Mesa International Technologies,Inc. 63502 954S8 Repair&Maintenance Services and/or Supplies Michael D.Larkin 63580 192.00 Meeting/Training Expense Reimbursement Mike Bubalo Construction Co.,Inc. 63243 466,254.39 Construction Morgan Company(W RM,Inc) 63326 582.79 Autos,Trucks&Marine Equipment,Parts,Accessories&Services MSC Industrial Supply Co. 63327 3,259.59 Repair&Maintenance Services and/or Supplies MTM Recognition Corporation 63W3 361.65 Service Awards Municipal Water District of O.C. 63328 2,000.00 Governmental Agency Fees&Charges NACE International 63329 640.26 Professional Organizations Meeting/Training/Membership NASSCOIPACP 63504 4,125.00 Professional Organizations Meeting/Training/Membership NetwnrkFleet,Inc. 63330 6,762.95 Software Maintenance Agreement Northern Tool&Equipment 63439 1,333.68 Electrical Pads&Supplies NRG Engine Services,L.L.C. 63332 18,312.78 Repair It Maintenance Services and/or Supplies OCB Reprographics 63430 5,803.04 Printing/Reprograid ice Services OCEA 63333 653.25 Dues Deductible CDC Engineering&Technology 63406 51,700.00 Construction ODC Engineering&Technology 63417 55,424.90 Construction Ofice Depot 63334 424.32 Office Supplies Off.Depot 63505 1,863.37 Office Supplies Office Team 63335 919.20 Professional Services/Temporary Services Office Team 63506 1,411.26 Professional Services(Tempomry Services Olin Corporation 63336 16,180.28 Chemicals,WaterlWastewater Treatment Olin Corporation 63507 4,670.66 Chemicals,Water/Wastewater Treatment OneSoume Distributora,Inc. 63337 3,049.20 Electrical/Electronic Equipment,Parts&Repairs OnoSourco Distributors,Inc. 63508 1,208.26 Electrical/Elecironic Equipment,Parts&Repairs Orange County Auto Parts 63338 73.67 Truck Supplies Orange County Auto Parts 63W9 560.82 Truck Supplies Orange County Sheriff 63340 1,421.00 Judgment,Payable Orange County United Way 63341 40.00 Employee Contributions Orange County Vector Control District 63510 166.02 Pest Control OSTS Inc. 63342 1,900.00 Professional Organizations Meebng/Training/Membership Ovivo USA,LLC 63343 1,292.20 Repair&Maintenance Services and/or Supplies Ovivo USA,LLC 63511 4,242.36 Repair It Maintenance Services and/or Supplies Pacific Mechanical Supply 1631 ],444.1] Repair&Maintenance Services and/or Supplies Parker Supply Company 1632 3,074.81 Miscellaneous Parts and Supplies Patriot Video Productions 63344 119.05 Miscellaneous Services Patriot Video Productions 63512 396.55 Miscellaneous Services Peace Officers Council of CA 63345 2,012.50 Dues Deductions,Supervisors&Professionals Pennon,Inc. 63346 15,886.01 Chemicals Pencco,Inc. 63513 10,522.34 Chemicals Performance Pipeline Technologies 63239 31,851.32 Professional Services/CCTV InspectiorlSeaerline Cleaning Performance Pipeline Technologies 63407 44,319.50 Professional Services/CCTV InspectionfSewerline Cleaning Pheromones 63514 1,608.69 Laboratory Services&Supplies PL Hawn Company,Inc. 63347 346.86 Repair&Maintenance Services and/or Supplies EXHIBIT nnrztab Page 5 of 8 p1=014 Claims Paid From 311114 to 3115114 Vendor Warrant No. Amount Description PL Hawn Company,Inc. 63515 2,110.93 Repair&Maintenance Services and/or Supplies Polydyne,Inc. 1633 8,163.26 Chemicals,WaterlWastewater Treatment Postmaster 63516 1,198.00 Postage Pral Distribution,Inc. 63517 283.93 Laboratory Services&Supplies Precon Products 63518 999.00 Repair&Maintenance Services and/or Supplies Primrose Ice Co., Inc. 63348 131.25 Water&Ice Services Projects Partners 63519 16,944.44 Professional Services/Temporary Employment Services Prudential Cleanmom Services 63349 365.48 Uniforms Prudential Insurance Company of America 63408 48,681.82 Benefits Prudential Overall Supply 1617 1,484.58 Unlfpplls Prudential Overall Supply 16U 6,010.11 Uniforms Pump Action 63409 100,200.00 Oil Filters Pyramid Fence Company,Inc. 63350 91 Facilities,Maintenance,Services&Supplies Quality Environmental Containers 63520 527.52 Laboratory Services&Supplies Quinn Power Systems 63521 1,259.11 Autce,Trucks&Marine Equipment,Parts,Accessories&Services Rabobank,Escrow Acmit272295573 63244 85,892.05 Construction Rainbow Disposal Co. 63522 3,499.00 Waste Disposal Red Wing Shoes 63352 255.74 Safety,Security,Health Equipment,Supplies,and Services Real Corp. 1618 1,222.08 Laboratory Services&Supplies Restek Cop. 1635 1,180.22 Laboratory Services&Supplies RMS Engineering&Design,Inc. 63353 6,090.00 Engineering Services RMS Engineering&Design,Inc. 63523 5,190.00 Professional ServiceslEngineering Design Services Rockwell Engineering&Equipment Co. 63410 33,052.59 Repair&Maintenance Services and/or Supplies Rosemount Analytical Inc.-Remit 63354 975.60 Electrical Electronic Equipment,Parts&Repels Rots Rooter NOCIH I 63524 419.00 Repair&Maintenance Services and/or Supplies Royale Cleaners 63355 6.10 Miscellaneous Services Royale Cleaners 63526 8.60 Miscellaneous Services FIT CONTRACTOR CORP 63526 350.70 Repair&Maintenance Services and/or Supplies Safety-Kleen 63527 1,338.00 Repair&Maintenance Services and/or Supplies SAF-r-DIG UTILITY SURVEYS,INC. 63528 3,500.00 Pothole Services San DiegWOrange Fluid System Technologi 63356 428.79 Repair&Maintenance Services and/or Supplies San DiegolOrange Fluid System Technologi 63529 2,660.74 Repair&Maintenance Services and/or Supplies Sancon Engineering,Inc. 63411 58,456.25 Repair&Maintenance Services and/or Supplies Santiago A.Escobar 63391 100.00 MeefinglTraining Expense Reimbursement Scientific Instrument Services,Inc. 63357 966.38 Laboratory Services&Supplies Sesames Security Services USA,Inc. 63240 31,211.88 Safety,Security,Health Equipment,Supplies,and Services SETAC 63530 200.00 Professional Organisations Meefing/Raining/Membership Shamrock Supply Co.,Inc. 63358 1,809.24 Repair&Maintenance Services antllor Supplies Shlmadzu Scientific Instruments Inc. 63112 40,932.16 Laboratory Services&Supplies Shureluck Sales&Engineering 63359 1,023.84 Repair&Maintenance Services antllor Supplies SIEMENS INDUSTRY,INC. 63531 ],4]3.W Repair&Maintenance Services and/or Supplies Siemens Water Technologies Corp. 1628 1,523.84 Repair&Maintenance Services antllor Supplies SIERRA TRANSPORT INC. 63360 18,265.89 Professional Service-Blosollds Management SIERRA TRANSPORT INC. 63532 8,872.22 Professional Service-Biosolids Management Smardan Supply Company 63361 172.47 Repair&Maintenance Services and/or Supplies Snell Infrared 63362 1,795.00 Professional Organizations Meeting/Training/Membership South Coast Air Quality Management Dish 63230 18,561.04 Governmental Agency Fees&Charges South Coast Air Quality Management Dial 63231 19,735.36 Governmental Agency Fees&Charges Southern California Academy of Sciences 63534 51 Registration Southern California Edison 63413 74,357.59 Utilities E HIBITA nry2 iar Page 6 of 8 aryyup Return to Agenda Report Claims Paid From 311/14 to 3115114 Vendor Warrant No. Amount Description Southern Counties Lubricants 63363 8,014.98 Fuel and Lubricants Spaikleft-Dallas 63364 2,368.80 Miscellaneous Services Sparklett-Dallas 63535 1,142.08 Miscellaneous Services Stamen Trenchless Consultants,Inc. 63365 438.75 Construction Staples 63366 64.80 Office Supplies Staples 63536 145.97 Office Supplies Stale Board of Equalization 63367 1,878.00 Governmental Agency Fees&Charges Summit Steel 1619 871.59 Repair&Maintenance Services and/or Supplies TestAmerica Ontario 1620 81.00 Laboratory Services&Supplies Thatcher Company Of Celifomia 63"7 22,214.45 Chemicals,WaterlWastewater Treatment The Clock Sales and Service Co.,Inc. 63370 291.50 Repair&Maintenance Services and/or Supplies The Orange County Register 63339 61980.00 Notices&Ads The Standard Insurance Company 63538 2,311.07 Disability Insurance Theodore Robins Ford 63368 33.51 Autos,Trucks&Marina Equipment,Parts,Accessories&Services Theodore Robins Ford 63539 10.02 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Thomas Gray&Assoc. 63369 259.00 Professional Services Thompson Industrial Supply,Inc. 1621 739.41 Repair&Maintenance Services and/or Supplies Times Community News 63318 572.00 Books and Publications Toshiba Business Solutions USA Inc. 63241 49,734.13 Computers,SoftwmaHlardware&Managed Services Toshiba Business Solutions USA Inc. 63540 2,010.57 Computers,Softwarefllardyrere&Managed Services TOXGUARD FLUID TECHNOLOGIES 63541 972.00 Professional Services-Legal Trans U.S.Inc 63371 4,451.28 Repair&Maintenance Services and/or Supplies Truck&Auto Supply,Inc. 63372 70.51 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Tule RanchlMagan Fanns 63232 270,325.45 Biosolids Management Tule RanchlMagan Forms 63414 279,401.34 Biosolids Management UC Regents 63373 750.00 Training Registration Underground Service Alen of Be.Calif 63542 1,716.00 Professional Services-Dig Alen Notification Service United Parcel Service 63374 705.07 Freight Services United Parcel Service 63543 1,086.08 Freight Services United States Department Of The Treasury 63375 399.86 Judgments Payable United States Plastic Corp. 63544 31.28 Miscellaneous Pans and Supplies Univar USA Inc 1636 3,582.78 Chemicals,Water/Wastember Treatment US Peroxide,L.L.C. 63416 133,8%.02 Chemicals,Water/Wastewater Treatment Valcom Div.of Tooling Research,Inc. 63376 1,059.93 Miscellaneous Pans and Supplies Vapex Products,Inc. 63546 910.39 ElectricaltElectronic Equipment,Pans&Repairs Verbal Ink 63377 129.50 Human Resources Services Verbal Ink 63546 161 Human Resources Services Venison California 63547 643.17 Telecommunications Venison Wireless 63548 1,289.75 Telecommunications Verne's Plumbing 63378 140.00 Plumbing Services&Supplies Venech Industrial Systems,Lie 63379 9,308.89 Professional Services/Construction Consulting Services VISUAL-CONCEPTS GRAPHICS&PRINTING 63380 493.31 Printing Service Vossler&Company 63549 2,442.51 Repair&Maintenance Services and/or Supplies Voyager Fleet Systems,Inc. 63381 21,280.61 Autos,Trucks&Marine Equipment,Parts.Accessories&Services Water Environment Federation 63382 1,107.00 Professional Organizations MeetingrTraininglivembershlp Water Environment Federation 63550 1,259.00 Professional Organizations MeetingfTraining/Membership WateReuse Assocla6on 63383 425.00 Professional Organizations MeeOng/Frelning/Membership Waxie Sanitary Supply 63551 183.12 Janitor&Household Service&Supplies Week Laboratories,Inc. 63384 348.00 Laboratory Services&Supplies West Lite Supply Company,Inc. 63552 417.85 ElectricallElectronic Equipment,Pans&Repairs EXHIBITA nN2lalr Page 7 of 8 41=014 Claims Paid From 311114 to 3115114 Vendor Warrant No. Amount Description Western Analytical Laboratories,Inc. 63385 5,265.00 Carl Laboratory Services Western Health Services 63553 2,541.19 On-Site Respiratory Physicals White Star Pools 63386 310.00 Repair&Maintenance Services and/or Supplies While She Pools 63554 310.00 Repair&Maintenance Services and/or Supplies Wilmington Instrument Co.,Inc. 63555 2,052.00 Instrument Parts&Supplies Woodruff Spradlin&$mart 63242 130,599.42 Professional Services-Legal Xerox Corporation 1623 44,717.25 Computers,Software/Hardware&Managed Services Vale/Chase Materials Handling,Inc. 63387 481.63 Electrical/Electronic Equipment,&Electric Cart Parts&Repairs Total Accounts Payable-Warrants $ 5.291.082.01 Payroll Disbursements Employee Paychecks 52836 - 52873 $ 88,284.70 Biweekly Payroll(3/5/14) Employee Paychecks '52875 4,865.53 Interim Payroll-Resign-Kanetis(W10/14) Employee Paychecks 52876 11,090.35 Interim Payroll-Resign-Kanetis(3/10/14) Direct Deposit Statements 351050-351623 1,422,437.89 Biweekly Payroll(3/W14) Total Payroll Disbursements $ 1,526,678.47 robem number 528M axe in prier penes. Wire Transfer Payments OCSD Payroll Taxes&Contributions $ 804,556.55 Biweekly Payroll(3/5114) Union Bank of California 38,265.12 Workers Compensation Services(W1W14) W.M.Lyles 1.631.948.95 Construction Pi-1011PP13(3/6,14) Total Win Transfer Payments $ 2,474,800.62 Total Claims Paid 3/1114-3/16114 $ 9,292,561.10 EXHIBITA nrvzlnm Page 8 of 8 41=014 Return to Abaci Report Claims Paid From 3116/14 to 3/31/14 Vendor Warrant No. Amount Description Amounts Payable Warrants 1000BULBS.COM 63578 295.91 Electrical/Electronic Equipment,Parts&Repairs AAE Pacific Park Associates 63579 563.82 Sewer User Fee Rebate Abel Scale,Inc. 63782 2,001.60 Repair&Maintenance Services and/or Supplies Absolute Standards,Inc. 63783 815100 Laboratory Services&Supplies A-Check America,Inc. 1639 1,184.25 Human Resources Services AECOM Technical Services,Inc, 63784 22,321.61 Professional Servides/Engineering Design Services Aerosol, 63580 31.20 Professional Servicesfrempoary Services Aemtek 63785 123.00 Professional Serviceclandporary Services Agilent Technologies,Inc. 63786 2T/.91 Laboratory Services&Supplies Air Liquids America Corp. 63787 1,234.36 Laboratory Services&Supplies Air Liquids Industrial U.S.,LP 63581 16,160.16 Laboratory Services&Supplies Air Liquids Industrial U.S.,LP 63788 11,609.P Laboratory Services&Supplies Airgas Safely, Inc. 1640 26.87 Safety,Security,Health Equipment,Supplies,and Services Airgas Safety,Inc. 1652 2,556.19 Safety,Security,Health Equipment,Supplies,and Services Airgas USA,LLC 1641 1,112.06 Laboratory Services&Supplies Allied Packing&Rubber,Inc. 63582 170.76 Repair&Maintenance Services and/or Supplies American Chemical Society 63789 154.00 Professional Organizations Meetingfrraining/Membership American Express WE Related Svcs Co.,1 63790 4,321.48 Purchasing Card Program for Miscellaneous Travel Expenses American Integrated Services,Inc. 63564 28,875.60 Grit&Screenings Disposal American Integrated Services,Inc. 63761 45,887.50 Grit&Screenings Disposal AppleOne Employment Service 1642 919.60 Professional Servicesfrempomry Services AppleOne Employment Service 1653 919.60 Professional 5ervicesRempoary Services ARB/PERP-At Resources Board 63583 75.00 Governmental Agency Fees&Charges Argus-Hand 63791 49630 Repair&Maintenance Services and/or Supplies Arizona InsWments,L.L.C. 63585 693.01 Electrical/Electronic Equipment,Parts&Repairs Arnold Construction Co.,Trust A. 63586 2,381 Sevrer User Fee Rebate AT&T Teleconference Services 63792 92.46 Telecommunications Atkins North America 63587 9,180.00 Professional Services/Engineering Design Services AUTOMATION DISPLAYS,INC. 63793 395.50 Audible Alarm Board AW Associates Inc. 63794 10,481.20 Repair&Maintenance Services and/or Supplies Awards&Trophies Company 63588 211.32 Awards and Framing Services Awards&Trophies Company 63795 30.16 Awards and Framing Services Ayala Engineering 63589 16,890.00 Repair&Maintenance Services and/or Supplies Battery Systems,Inc. 63590 2,245.59 Repair&Maintenance Services and/or Supplies Baudville 63591 1,634.43 Office Supplies BC Wide Rope&Rigging 63592 2,881 Tools&Supplies Bee Man Pest Control,Inc. 63796 175.00 Pest Control Services Bermingham Controls 63797 2,159.53 Electrical/Electronic Equipment,Parts&Repairs Black&Veatch Corpora0on 63762 182,059.62 Professional Services/Engineering Design Services Borlhwick.Guy,Thibauk,Inc. 63593 630.00 Professional Services Brea 9 Owner LLC 63594 2,500.00 Miscellaneous Services Brenntag Pacific,Inc. 63565 33,802.78 Chemicals,WaterlWastewater Treatment Sending Pacific,Inc. 63798 20,110.75 Chemicals,WaterMastewater Treatment Broom&Caldwell 63566 214,461.20 Professional Services/Engineering Design Services Bureau Verims North America,Inc. 1643 9,975.00 Industrial Hygiene Services Burlington Safety Laboatory,of CA,Inc. 63595 125.93 Safety,Security,Health Equipment,Supplies,and Services California Barricade Rentals 63799 53.74 Miscellaneous Services California Dept.of Child Support 63596 2,296.89 Judgments Payable California Recreation Company 63800 3,571.75 Boat Slip Rental-Nerissa Ocean Monitoring Vessel California Relocation Services,Inc. 63801 135.00 Miscellaneous Services-MovingtRelocation EXHIBIT B nryztalr Page 1 of a 41=014 Claims Paid From 3116/14 to 3/31/14 Vendor Warrant No. Amount Description California Water Technologies 63763 29,476.40 Chemicals CALPELRA 63802 1,647.00 Professional Organizations MeetinglTraining/Membership Cavanaugh Machine Works 63597 1,062.72 Repair&Maintenance Services and/or Supplies Cavanaugh Machine Works 63803 6,938.40 Repair&Maintenance Services and/or Supplies COW Government,Inc. 63804 4,574.88 Computers,SoBvare/Hardware Centre for Organization Effectiveness 63730 8,300.00 Professional Services-Cultural Assessment&Organizational Improvement Project CEPA Operetions,Inc. 63805 245.00 Repair&Maintenance Services and/or Supplies Certified Truck Bodies 63567 27,544.32 Autos,Trocks&Marine Equipment,Parts,Accessories&Services Charles King Company, Inc. 63772 485,994.83 Construction Cheryl Schiefellcom 63911 121.05 Meefinglhaining Expense Reimbursement Children's Education Foundation of OC 63806 2500.00 Donation-CEF0C Gift of History Project Chns A.Stacklin 63912 432.82 Meefinglhaining Expense Reimbursement Chuck M.Forman 63754 215.02 Meefingrrraining Expense Reimbursement CINTAS FIRE PROTECTION 63807 695.00 Fire Extinguisher Supplies&Services City of Fountain Valley 6W28 137.00 Water Use City of Fountain Valley 63764 40,347.38 Water Use City of Fullerton 63827 53.81 Water Use City of Huntington Beach 63639 12,261.05 Water Use City of Newport Beach 63859 172.73 Water Use City of Westminster 63599 25.W Water Use Cla-Val Cc 63600 2,808.33 Valve Repair Clean Harbors Environmental Services 63601 9,651.25 Grit&Screenings;Hazard Waste Disposal Coastal Ignition and Controls,Inc. 6W02 1,395.00 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Compressor Components of California 63808 10,I)WAS Repair&Maintenance Services and/or Supplies Connell ChevmletlGEO 63809 330.62 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Consolidated Electrical Distributors 63603 6,484.44 Electrical/Electronic Equipment,Pans&Repairs Constellation Newenergy Gas Division LLC 63810 16,591.51 Natural Gas Consumers Pipe&Supply Co. 1654 381.60 Repair&Maintenance Services and/or Supplies Controlled Motion Solutions 6W04 1,066.44 Repair&Maintenance Services and/or Supplies Controlled Motion Solutions 63811 2,85,134 Repair&Maintenance Services and/or Supplies Cooperative Personnel Services 63613 600.00 Human Resources Services CoreLagic Commercial 63606 9,304.79 Savior User Refund Com is Commercial 6W06 23,812.99 Sewer User Refund CoreLagic Commercial 63607 9,378.34 Savior User Refund Comer Bakery Cafe(CBC) 6W09 408.97 Catering Services Corporate Image Maintenance,Inc. 63812 1,560.00 Janitor&Household Service&Supplies CORRPRO Companies,Inc. 63765 38,437.00 Professional Services/Temporery Services Coss,Ronald J. 63906 973.08 Meefinglhaining Expense Reimbursement COUNTY OF ORANGE-AUDITOR-CONTROLLER 63766 67,446.80 Professional Service-Biosolids Management County of Orange Auditor Controller 63610 555.00 Governmental Agency Fees&Charges County of Orange Auditor Controller 6W11 855.00 Governmental!Agency Fees&Charges County of Orange Auditor Controller 63612 795.00 Governmental Agency Fees&Charges County of Orange Auditor Controller 6W13 52.50 Governmental Agency Fees&Charges County of Orange Auditor Controller 63614 402.41 Governmental Agency Fees&Charges Court Order 6W52 2,179.38 Judgments Payable Court Order 63697 108.00 Judgments Payable Court Order 63750 912.50 Judgments Payable CR&R,Inc. 63615 1,032.27 Waste Disposal CR&R,Inc. 63814 344.09 Waste Disposal CWEA Membership 63617 1,422.00 Professional Organizations Meeting/rralning/Membership CWEA Membership 63815 981.00 Professional Organizations Meeting/Training/Membership EXHIBIT B InTmi Page 2 of 8 p1=014 Return to Agenda Report Claims Paid From 3116/14 to 3/31/14 Vendor Warrant No. Amount Description Dan%Machine Tool,Inc. 63816 2,600.00 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Del Taco LLC 63817 616.95 Sewer User Refund DEMARIA ELECTRIC MOTOR SERVICES,INC. 63818 12,334.56 Electicali Electronic Equipment,Pans&Repairs Desert Pumps&Parts,Inc. 63618 278.48 Repair&Maintenance Services and/or Supplies Desert Pumps&Parts,Inc. 63819 4,964.42 Repair&Maintenance Services and/or Supplies Diamond Oil Service 63619 4,109.47 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Dindo A.Camillo 63903 148.00 Meetinglfraining Expense Reimbursement DIVERSIFIED LANDSCAPE CO. 63820 213.75 Landscaping Consulting Services Dudek&Associates,Inc. 63620 6,017.25 Professional Services/Engineering Design Services Dunn-Edwards Corporation 63821 76.96 Facilities,Maintenance,Services&Supplies DWG Associates 63621 81909.94 Professional Services Edeard M.Tortes 63760 829.68 Meeting/Training Expense Reimbursement Eleotrabond 63822 81440.20 Repair&Maintenance Services and/or Supplies Emagined Security Inc. 63823 6,500.00 Professional Services/Security Software Program Consulting Embark Consulting,LLC 63622 3,118.43 Professional Ssnum,/SCADA Software Maintenance Support Employee Benefits Specialists,Inc. 63623 14,458.45 Reimbursed Prepaid Employee Medical&Dependent Care ENFOTECH&CONSULTING,INC. 63824 6,494.89 Softwere ENS Resources,Inc. 63624 5,550.16 Professional Services-Federal Advocacy Environmental Engineering&Contacting 6W25 2,000.00 Professional Services/Specialty Course Audis EQUALSEAL.COM 63626 700.93 Repair&Maintenance Services and/or Supplies Excel Door&Gate Co..Inc. 6W27 1,540.00 Repair&Maintenance Services and/or Supplies Express Lens Lab 1656 3,393.75 Safety,Security,Health Equipment,Supplies,and Services Pal Miranda 63755 111.93 Meefing/Training Expanse Reimbursement First American Corelogic 63608 116.00 Software Maintenance Agreement Fisher Scientific 63825 195.92 Laboratory Services&Supplies Frank D.Miser Sr. 63665 217.50 Sewer User Fee Rebate Franklin Covey 63826 106.26 office Supplies Fresno First Bank-Acct 100013316 63179 59,484.05 Construction,Retention G&B Creative Solutions LLC 6W16 3,573.04 Printing and Publications Garratt Callahan Company 63828 3,591.60 Chemicals,Water/Wastewater Treatment Gate Software,LLC 6W29 4,449.60 Computers,Softament ardware&Managed Services George Rivera 63703 1,004.63 Meefing/fraining Expense Reimbursement GHD 6W30 6,858.75 Professional Services/Engineering Design Services Golden State Ovemight Delivery Service 63631 35.96 Courier Services Golden State Water Company 6W32 125.67 Water Use Golden West Window Service 63633 1,752.00 Facilities,Maintenance,Services&Supplies Grainger,Inc. 6W34 3,888.51 Repair&Maintenance Services and/or Supplies Grainger,Inc. 63829 2,874.14 Repair&Maintenance Services and/or Supplies Graybar Electric Company 63568 82,818.% ElectricapElectronic Equipment,Parts&Repairs Graybar Electric Company 61 3,822.27 ElooricallElectronic Equipment,Parts&Repairs Haaker Equipment Company 63631 6,385.89 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Hach Company 61 5,050.63 Laboratory Services&Supplies Handy Have Services 63633 461.07 Repair&Maintenance Services and/or Supplies Harbor Hamilton LLC 63635 109.86 Sewer User Fee Rebate Halls Cafe No.2 6W36 1,31325 Seear User Fee Rebate Haan And Sawyer,P.C. 61 11,062.33 Professional Services/Oxygen Plant Demolition HDR Engineering,Inc. 63559 98,734.52 Professional ServiceslEngineering Design Services HEINRICHS USA,LLC 61 214.95 Repair&Maintenance Services&Supplies Henigstad,Cad A. 63909 562.95 MeatingRraining Expense Reimbursement Hewlett Packard Company 63836 9,276.69 Computers,Software/Hardware Hill Brothers 1637 110,705.10 Chemicals,WaterlWastewater Treatment EXHIBIT B InTI.I r Page 3 of 8 41=014 Claims Paid From 3116/14 to 3/31/14 Vendor Warrant No. Amount Description Hilti,Inc. 63637 2,696.20 Repair&Maintenance Services and/or Supplies Home Depot 63638 305.00 Miscellaneous Parts and Supplies Home Depot 63837 73.52 Miscellaneous Paris and Supplies Hub Auto Supply 63838 236.49 Autos,Trucks&Marine Equipment,Parts,Accessories&Services HYDRAULIC CONTROLS INC 63640 15.11 Repair&Maintenance Services and/or Supplies Industrial Filter Manufacturers,Inc. 63641 64.14 Repair&Maintenance Services and/or Supplies Innovative Net Systems 63642 1,150.09 Laboratory Services&Supplies Interstate Batteries of Cal Coast 63643 3,123.50 Repair&Maintenance Services and/or Supplies Intl.Union of Oper.Eng.AFL CIO Local 6W44 4,714.69 Dues Deductions INX LLC 63571 37,789.87 Computer Hard Ware&Software Irvine Ranch Water District 6W45 19.06 Water Use Irvine Ranch Water District 63839 71.63 Water Use IRWA Chapters 63840 95.00 Professional Organizations MeetingtTraining/Membership IRWIN INDUSTRIES 63773 220,293.60 Construction&Professional Services ISA 63841 9,442.09 Professional Organizations MeetingtTraining/Membership J F Shea Construction,Inc. 63774 192,103.41 Construction James G.Tintle 63759 215.02 Meefing/Training Expanse Reimbursement James Litho 63646 2,741.04 Awards and Framing Services Jamison Engineering Contractors,Inc. 63647 6,264.50 Professional Services/Construction Support Services Jamison Engineering Contractors,Inc. 63842 7,986.08 Professional Services/Construction Support Services Jays Catering 63648 602.79 Catering Services Jays Catering 63843 579.53 Catering Services Jewel Investment Co. 63649 333.23 Sevier User Fee Rebate Jewett Investment Co. 63650 547.92 Sevier User Fee Rebate JLM Systems Limited 63844 469.00 Repair&Maintenance Services and/or Supplies Johnson Madhey Inc 63845 3,600.08 Repair&Maintenance Services and/or Supplies Johnstone Supply 63651 131.24 Repair&Maintenance Services and/or Supplies JP Morgan Chase Bank,NA 63570 91,855.63 Purchasing Card Program for Miscellaneous Parts and Supplies JWC Environmental LLC 63846 8,871.12 Repair&Maintenance Services and/or Supplies Kaveh Engineering&Construction 63767 29,241.40 Repair and Maintenance Services&Supplies Kemine Water Solutions 1638 29,633.86 Chemicals,WaterlWastewster Treatment Kemim Water Solutions 1660 52,504.22 Chemicals,WaterlWastewater Treatment Kimberly C.Christensen 63752 1,366.05 Meeting/Training Expanse Reimbursement KIMCO STAFFING SERVICES 63653 1,707.75 Professional Services/Tempomry Services Koury Engineering and Testing,Inc. 63654 4,791 Professional Services/Engine ding Design Services Ia Marche Manufacturing Co. 63847 1,617.72 Repair&Maintenance Services and/or Supplies Lexis-Nexis 63655 84.00 Books&Publications On-Line Liberty Mutual Claims 63656 5,227.23 Insurance Lionakis 63657 3,171.80 Professional Services/Architectural and Landscaping Consulting Services Lubrication Engineers,Inc. 61 4,905.50 Repair&Maintenance Services and/or Supplies Magnolia Bird Farm 6W58 1,232.51 Sevier User Fee Rebate Magnus Pacific Communion 63775 794580.00 Construction Malcolm Pirnie Inc. 6W59 4,13M.61 Professional Services/Engineering Design Services Malcolm Pirnie,Inc. 61 11,065.88 Professional Services/Engineering Design Services Manlouise Carlisle 63851 2,000.00 Professional Services/Human Resource Services Matheson Tri Gas,Inc. 63660 936.14 Laboratory Services&Supplies Maxim Security Systems 6W61 6,41750 Safety,Security,Health Equipment,Supplies,and Services Maxim Security Systems 61 1,050.00 Safety,Security,Health Equipment,Supplies,and Services McMaster-Can Supply Co. 6W62 96.88 Repair&Maintenance Services and/or Supplies McMaster-Can Supply Co. 63853 852.00 Repair&Maintenance Services and/or Supplies MCR Technologies,Inc. 6W63 781 Repair&Maintenance Services and/or Supplies EXHIBIT B nryztalr Page 4 of 8 41=014 Return to Agenda Report Claims Paid From 3116/14 to 3/31/14 Vendor Warrant No. Amount Description Mesa Consolidated Water Distinct 63664 23.15 Water Use Mine Safety Appliance 1657 3,197.77 ElectricallElectronic Equipment,Parts&Repairs MSC Industrial Supply Co. 63854 481 Repair&Maintenance Services and/or Supplies MWH Americas,Inc. 63768 34,750.93 Professional Services/Engineering Design Services Mythics,Inc. 63855 'Ptim Softwere-Perpetual License for Oracle Data Base-Enterprise Enron,Maint.&Support NACE International 63666 350.00 Professional Organizations MeetingRmining/Membership National Seminars Group 63856 139.00 Training Registration Neal Supply Co. 63667 2,295.21 Repair&Maintenance Services and/or Supplies NetwoBFleel,Inc. 63668 3,545.86 Sonsere Maintenance Agreement NetworkFleet,Inc. 63857 8,025.W Software Maintenance Agreement Newark Electronics 63668 1,740.15 ElectricalElectionic Equipment,Pads&Repairs Newark Electronics 63858 126.68 Electrical/Electronic Equipment,Parts&Repairs Nomad Controls Incorporated 63670 4,974.21 Repair&Maintenance Services and/or Supplies Northeast laboratory Services,Inc. 63671 569.00 Laboratory Services&Supplies 01 Reprographics 63584 8,319.01 Printing/Reprographics Services OCEA 63672 653.25 Dues Deductible CDC Engineering&Technology 63176 87,162.50 Construction Office Depot 63673 2,181 Office Supplies Office Depot 63860 1,959.% Office Supplies Office Team 63861 859.20 Professional Services/rempomry Services Olin Corporation 63674 8,892.29 Chemicals,Wated/Wastewster Treatment Olin Corporation 63862 13,721.98 Chemicals,Water/Wastewater Treatment OneSource Distributors,Inc. 63675 3,030.40 Electrical/Electronic Equipment,Pads&Repairs OneSource Distributors,Inc. 63863 3,401.68 Electrical/Electronic Equipment,Parts&Repairs Oracle Corporation 63676 3,466.08 Computer Applications&Services Orange County Auto Parts 63677 516.25 Truck Supplies Orange County Auto Pads 63864 96.34 Truck Supplies Orange County Sheriff 63678 1,353.05 Judgments Payable Orange County United Way 63679 30.00 Employee Contributions PAC 63865 290.96 Laboratory Services&Supplies Pacific Mechanical Supply 1644 574.58 Repair&Maintenance Services and/or Supplies Pacific Mechanical Supply 1658 1,595.72 Repair&Maintenance Services and/or Supplies Parker Supply Company 1659 4,941.20 Miscellartscus Parts and Supplies Parkhouse Tire,Inc. 63680 275.13 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Patriot Video Productions 6W81 369.05 Miscellartscus Services Peace Officers Council of CA 63682 2,001.00 Dues Deductions,Supervisors&Professionals Pencco,Inc. 6W83 5,209.92 Chemicals Pencco,Inc. 63866 15,806.29 Chemicals People and Processes,Inc. 63867 4,995.00 Professional Oganizations MeetinglTraininglMembership Performance Pipeline Technologies 63684 12,430.00 Professional Separn CN lnspectionfSewerline Cleaning Performance Pipeline Technologies 63868 4,200.00 Professional SewiceslCCTV lnspectionfSewerline Cleaning Perry J.Makin 63849 971.29 Sewer User Fee Rebate PIE Hawn Company,Inc. 6W85 3,454.06 Repair&Maintenance Services and/or Supplies Palydyne,Inc. 1651 117,213.72 Chemicals,WaterlWastewater Treatment Portion Industries,Inc. 63869 6,289.39 Laboratory Services&Supplies Port Supply 63686 272.45 Autn,Trucks&Marine Equipment,Parts,Accessories&Services Powar Bros.Machine,Inc. 63870 754.25 Repair&Maintenance Services and/or Supplies Praxair Distribution,Inc. 63687 fli Laboratory Services&Supplies Praxair Distribution,Inc. 63871 447.15 Laboratory Services&Supplies Primrose Ice Co.,Inc. 63688 262.50 Water&Ice Services Process Work Injury Canter 6W89 1,10Q00 Medical Services EXHIBIT B n 0diar Page 5 of 8 41=014 Claims Paid From 3116/14 to 3131114 Vendor Warrant No. Amount Description Project Management In mate 63690 164.00 Professional Om6nizalinns Mee0ng/Training/Membership Frappe Professional Pipe Services 1649 7,448.63 Professional Servicesi Sewerline Inspections Propipe Professional Pipe Services 1662 8,204.01 Professional Servita lCCTV Sewarline Inspections Pruden0al Cleanrocm Services 63691 365.48 Uniforms Pruden0al Overall Supply 1660 3,018.30 Uniform. Psomas 63692 418.10 Professional Services-Geographic Information System Pump Action 63872 2,375.64 Oil Filters Pumping Solutions,Inc. 63693 1,513.23 Repair&Maintenance Services and/or Supplies Q Air-Calif.Div.Pump Engineering 63694 1,066.59 Repair&Maintenance Services and Supplies OB/SCC LLC 63695 994.59 Sewer User Fee Rebate Our litrol Company,L.L.C. 6W96 2,175.83 Repair&Maintenance Services and/or Supplies Quayle Consulting Inc. 63572 59,436.00 Computer Applications&Services Rabobank,Escrow ALCM 272295573 63117 141,4T.W Construction Radwell International Inc. 63873 1,839.84 Repair&Maintenance Services and/or Supplies RANDSTAD TECHNOLOGIES,L P. 6W98 2,400.00 Softwere Raul Olaiz 63756 n.00 Meefinglhaining Expense Reimbursement Raymond Commeme Center 6W99 5,5W.00 Sewer User Fee Rebate RBF Consulting 63700 17,722.75 Professional Services/Engineering Design Services REGION IX CHAPTER OF THE VOLUNTARY 63701 710.00 Meefing/Training Registration pence Consulting Group,Inc. 63702 600.00 Professional Services/Engineering Services Wintersburg Channel Restek Com. 1645 300.20 Laboratory Services&Supplies Restek Corp. 1661 2,053.47 Laboratory Services&Supplies Richard A.Castillon 63904 395.46 Mea6ngRraining Expense Reimbursement Richard L.Spencer 63758 745.91 Meefinglhaining Expense Reimbursement RMS Engineering&Design.Inc. 63874 12,515.00 Engineering Services Rockwell Engineering&Equipment Co. 63704 22,047.56 Repair&Maintenance Services and/or Supplies Rockwall Engineering&Equipment Co. 63769 26,114.00 Repair&Maintenance Services and/or Supplies Rodney L.Collins 63906 175.00 Meetingaraining Expense Reimbursement Royale Cleaners 63875 17.30 Miscellaneous Services RPM Electric Motors 63876 195.00 Repair&Maintenance Services and/or Supplies Ruben Gomez 63908 865.00 Meefing/Training Expense Reimbursement Russell Sigler,Inc.dba Sigler Wholesal 63817 4,043.61 Electrical/Electronic Equipment,Parts&Repairs Safety-Khan 63705 2,636.48 Repair&Maintenance Services and/or Supplies San DiegWOmnge Fluid System Technologi 63706 4,565.30 Repair&Maintenance Services and/or Supplies SARBS-CWFA 63707 W.00 Pmfessional Organizations MeetingRraining/Membership Schi Bioset 1646 6,125.93 Repair&Maintenance Services and/or Supplies Scientific Services Plus,LLC 63708 151.20 Laboratory Services&Supplies SEND WORD NOW 63709 8,226.04 Subscription Sequoia Consultants,Inc. 63710 4,500.00 Pmfassional Services/Engineering Design Services Shamrock Supply Co.,Inc. 63711 4,2T1.61 Repair&Maintenance Spoilers and/or Supplies Shureluck Sales&Engineering 63712 535.98 Repair&Maintenance Services and/or Supplies Siemens Water Technologies Corp. 1655 78.02 Repair&Maintenance Spoilers and/or Supplies SIERRA TRANSPORT INC. 63713 10,434.06 Pmfassional Service-Biosolids Management Sigma-Aldrich,Inc. 63714 6,089.06 Laboratory Services&Supplies Smith Paint and Supply 63715 221.40 Painting Services and Supplies SMRP 63878 310.00 Professional Organizations MertingRrelning/Membership So.Cal Gas Company 63574 34,506.14 Utilities So.Cal Gas Company 63879 1,862.14 Utilities South Coast Air Quality Management Dist. 63880 434.94 Governmental Agency Fees&Charges South Coast Environmental Co. 63573 41,000.00 Professional Services-Air Quality Monitoring Southern California Edison 63575 175,605.15 Utilities EXHIBIT B nryzlair Page 6 of 8 41=014 Return to America Report Claims Paid From 3116/14 to 3/31/14 Vendor Warrant No. Amount Description Southern California Edison 63716 2,258.32 Utilities Southern California Material Handling 63717 953.32 Miscellaneous Services Southern Counties Lubricants 63718 4,268.65 Fuel and Lubricants SPEX Cartoon,Inc. 63719 WAS Laboratory Services&Supplies Stantec Consulting Services,Inc. 63720 4,121.00 Professional Services/Surveying Staples 63721 129.63 Office Supplies State of California 63722 225.00 Governmental Agency Fees&Charges STRAHMAN VALVES,INC. 63723 1,899.07 Repair&Maintenance Services and/or Supplies Sunset Industrial Parts 63881 56,16 Repair&Maintenance Services and/or Supplies SURE FLOW EQUIPMENT 63724 6,072.89 Repair&Maintenance Services and/or Supplies SVF Walnut Avenue 63725 12,660.52 Sewer User Fee Rebate SVF Walnut Avenue 63726 1,414.25 Sewer User Fee Rebate Synagm West,Inc, 63576 656,344.36 Biosolids Management Systea Scientific,L.L.C. 63598 1,138.53 Laboratory Services&Supplies Target Corporation 63727 2,955.35 Reconciliation User Fee Refund Program Target Corporation 63882 3,133.95 Reconciliation User Fee Refund Program Target Corporation 63883 4,270.84 Reconciliation User Fee Refund Program TCH Associates,Inc. 63728 5,804.96 Laboratory Services&Supplies TestAmerica Ontario 1647 1,234.00 Laboratory Services&Supplies Thomas 63577 102,731.76 Professional Services/North Scrubbers Complex Bleach Tank Replacement Thatcher Company Of California 63729 17,072.56 Chemicals,Water/Wasterester Treatment Thermo Electron Corp. 63731 155.80 Laboratory Services&Supplies Thompson Industrial Supply,Inc. 1648 8,055.84 Repair&Maintenance Services and/or Supplies Time Warner Communications 63732 61.72 Telecommunications Time Warner Communications 63884 61.72 Telecommunications Trans U.S.Inc 63733 1,533.76 Repair&Maintenance Services and/or Supplies Trico Realty Master Account 637U 849.75 Sewer User Refund Tropical Plan Nursery,Inc. 63736 12,8n.50 Landscape Maintenance Services Troy D.Edgar 63753 1,283.66 MeatingRraining Expense Reimbursement Troy D.Edgar 63907 123.W Meefinglhaining Expense Reimbursement Tule RanchlMagan Farms 63736 388.26 Biosolids Management Tule RanchlMagan Farms 63770 269,397.32 Biosolids Management U Line 63737 2,796.32 Miscellaneous Parts and Supplies UC Regents CPER 63885 99.24 Books&Publications Umesh N.Mardi 63910 150.00 MeatingRraining Expense Reimbursement Union Bank of California 63738 959.10 Banking Services United Parcel Service 63739 223.37 Freight Services United Parcel Service 63886 898.87 Freight Services United Forest Service,Inc. 63740 i'lor 56 Electrical/Electronic Equipment,Paris&Repairs United Power Service,Inc. 63887 1,465.00 Electrlcal/Elactronic Equipment,Parts&Repairs UNIVERSITY OF IA VERNE 63888 75.00 Professional Organintions MeatingRraining/Membership/Meeting Registration URISA 63889 15.00 Professional Organizations MeetingRrelning/Membership US Peroxide,L.L.C. 63171 73,988.64 Chemicals,Water/Wasteweter Treatment Vanh Phonsirl 63757 931.23 Meeting/raining Expense Reimbursement VERANO INTERIOR GARDENS 63890 1,824.00 Professional Services/Admin Building Plants Verne's Plumbing 63741 1,536.25 Plumbing Services&Supplies Verne's Plumbing 63891 5,6W.00 Plumbing Services&Supplies Veterinary Pet Insurance Company 63892 1,706.24 Employee Voluntary Benefits Village Nurseries 63893 162.77 Repair&Maintenance Services and/or Supplies Vision Internet Providers,Inc 63742 3W.00 Professional Services/Web Design Services MR Scientific Products 63743 134.87 Laboratory Services&Supplies EXHIBIT B nN2lnlb Page 7 of 8 p1=014 Claims Paid From 3116/14 to 3/31/14 Vendor Warrant No. Amount Description MR Scientific Products 63894 5,073.55 Laboratory Services&Supplies Water Environment Federation 63744 949.00 Professional Organizations MeetingRraining/Membership Water Environment Federation 63895 640.00 Meeting Registration Wreck Labomtones,Inc. 63896 585.00 Laboratory Services&Supplies Wesley G.Bauer,II 63751 445.28 Meeting/Training Expanse Reimbursement West Coast Arbonsts,Inc. 63897 4,900.00 Landscape Maintenance Services West Lite Supply Company,Inc. 63898 1,040.85 Electrical/Electronic Equipment,Paris&Repairs Western Health Services 63745 163.05 On-Site Respiratory Physicals WESTMARK SALES,INC. 63746 1,660.40 Repair&Maintenance Services and/or Supplies Wilmington Instrument Co.,Inc. 63747 4,5W.95 Instrument Pans&Supplies Wilmington Instrument Co.,Inc. 63899 845.00 Instrument Paris&Supplies Wincer Corporation 63900 524.27 Repair&Maintenance Services and/or Supplies Workforce Softwsre,Inc. 63901 350.00 Computer Applications and Services Vale/Chase Materials Handling,Inc. 63748 68.82 Electrical/Electronic Equipment,&Electric Can Parts&Repairs YASKAWA AMERICA,INC. 63749 1,346.00 Repair&Maintenance Services and/or Supplies yokogawa Ind Automation GO Run Controls 63902 4,983.84 Electrical/Electronic Equipment,Paris&Repairs Total Accounts Payable•Warrants $ 5,818,156.60 Payroll Disbursements Employee Paychecks 52M - 52921 $ 82,367.58 Biveekly Payroll(3119114) Employee Paychecks 52922 2,373.64 Interim Payroll-Reg PR Ck(3119114) Employee Paychecks 52923 - 52929 20,066.87 Interim Payroll-Retirements-Reg Cis(3/20/14) Employee Paychecks 52930 - 52931 37,011.22 Interim Payroll-Retirements-Accrual Payouts(3120114) Employee Paychecks 52985 - 52988 13,007.49 Interim Payroll-Retirements-Reg Cis(3/27/14) Employee Paychecks 52989 - 52990 11,228.58 Interim Payroll-Retirements-Accrual Payouts(3127114) Direct Deposit Statements 351624 -352213 1,414,341.05 Biverkly Payroll(3119114) Total Payroll Disbursements $ 1,580,396.53 '5ss32-529M=0 be used in mwa prim Wire Transfer Payments OCSD Payroll Taxes&Contributions $ 802,861.67 Biweekly Payroll(3/19/14) OCSD Payroll Taxes&Contributions 162,039.08 Retirements(W31/14) W.M Lyles 2,688,080.10 Construction Pf-101/PP14(3127114) W.M Lyles 1,130,196.95 Construction P2-89IPP15(W27/14) W.M Lyles 623.048.00 Construction Pi-112&P2-1 01/PP2(3/27/14) Total Wire Transfer Payments $ 5,406,225.80 Total Claims Paid 3/16/14-3131/14 $ 12,804,778.93 EXHIBIT B nnreronr Page 8 of 8 4nn014 ITEM NO. 2 Orange County Sanitation District MINUTES BOARD MEETING March 26, 2014 �oJ�t AHITAT� 9 c ? m r�NO THE ENV�Q� Administration Building 10844 Ellis Avenue Fountain Valley, California 92708-7018 03/26/2014 Minutes of Board Meeting Page 1 of 11 ROLL CALL A regular meeting of the Board of Directors of the Orange County Sanitation District was held on March 26, 2014, at 6:30 p.m., in the Administration Building. Director David Benavides delivered the invocation and led the Pledge of Allegiance. 1. MOVED, SECONDED, AND DULY CARRIED: Receive and file Minute Excerpts of member agencies relating to appointments to the Orange County Sanitation District Board as follows: City/Again cv Active Director Alternate Director County Board of Supervisors Janet Nguyen Shawn Nelson AYES: Beamish; Benavides; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt, Murdock; Nagel; Nelson; Nielsen; Reinhart (Alternate); Sebourn; Shawver; F. Smith; and T. Smith. NOES: None ABSTENTIONS: None ABSENT: Carchio; Nguyen; Reese; and Withers. The Clerk of the Board declared a quorum present as follows: ACTIVE DIRECTORS ALTERNATE DIRECTORS X Troy Edgar, Chair Richard Murphy X Tom Beamish, Vice Chair Rose Espinoza X David Benavides Sal Tinajero Joe Carchio X Dave Sullivan X Steven Choi Christina Shea X Keith Curry Rush Hill X Tyler Diep Al Krippner X James M. Ferryman Bob Ooten X Gene Hernandez John Anderson X Steven Jones Kris Beard X Peter Kim Gerard Goedhart X Lucille Kring Jordan Brandman X Michael Levitt Gordon Shanks X Brett Murdock Roy Moore X Steve Nagel Michael Vo A Prakash Narain Doug Bailey X Scott Nelson Constance Underhill X Janet Nguyen Shawn Nelson X John Nielsen Allan Bernstein 03/26/2014 Minutes of Board Meeting Page 2 of 11 A Brad Reese Greg Mills X Gregory Sebourn Jan Flory X David Shawver Carol Warren X Fred Smith Steve Berry X Teresa Smith Mark Murphy John Withers X Douglas Reinhart STAFF MEMBERS PRESENT: Jim Herberg, General Manager; Bob Ghirelli, Assistant General Manager; Rob Thompson, Director of Engineering, Nick Arhontes, Director of Facilities Support Services; Lorenzo Tyner, Director of Finance & Administrative Services; Jeff Reed, Director of Human Resources; Maria E. Ayala, Clerk of the Board; Jean Bettenhausen; Jennifer Cabral; Norbert Gaia; Kelly Lore; and Paula Zellar. OTHERS PRESENT: Brad Hogin, General Counsel; and John Collins (City of Fountain Valley) SPECIAL PRESENTATIONS: Chair Edgar called upon Director Nagel (Fountain Valley) and Fountain Valley Councilmember, John Collins to receive a Certificate of Commendation to the City of Fountain Valley from OCSD. Both, Director Nagel and Councilmember Collins, said a few words and thanked the District. PUBLIC COMMENTS: None. SPECIAL PRESENTATIONS (cont'd): Lorenzo Tyner, Director of Finance and Administrative Services, presented a service award to OCSD employee, Jean Bettenhausen, Data Management Technician, for 25 years of service. Ms. Bettenhausen said a few words and thanked the District. Ed Torres, Director of Operations and Maintenance, presented a service award to OCSD employee, Paula Zellar, Senior Plant Operator, for 25 years of service. Ms. Zellar said a few words and thanked the District. Alternate Director Sullivan arrived at 6:40 p.m. Director Nguyen arrived at 6:45 p.m. 03/2W2014 Minutes of Board Meeting Page 3 of 11 REPORTS: Chair Edgar reported on his trip to Sacramento last week which included various meetings with Senators and Assembly members to provide an update on the District's request to amend the District Act. (He informed the Board that he and the General Manager will be attending the Senate Governance and Finance Committee Hearing on April 9" in Sacramento). The trip to Sacramento also included various meetings to discuss the opportunity of potentially sending the remaining 70mgd from Plant 2 to GWRS, and the Board's decision to pursue a feasibility study to determine if this is a possibility. The trip concluded with a ceremonial event honoring OCSD's 60" Anniversary in both the Assembly and Senate chambers during their floor sessions. He also reported that a trip to Washington DC is planned for he and Mr. Herberg to receive the U.S. Water Prize on behalf of the District, the dates for that trip will be April 6-8. Chair Edgar also reported on General Counsel's performance evaluation as per the last direction of the Board. The Chair and Vice-Chair met with general counsel. A follow-up report will be made in a few months. Chair Edgar thanked Director Choi for Irvine's celebration of Persian New Year. Jim Herberg, General Manager, reported on the following from his General Manager's Monthly Status Report: OCSD employee retirements; OCSD Plant 2 Headworks Replacement Project awards received; update on recent community outreach events; Chair Edgar being a panelist at the Waterreuse Conference in Newport Beach; the District is working on a 2-Year budget plan; upcoming presentations on the District's CIP 5-year plan; and the planned committee meetings as a result of the SAWPA Settlement agreement (Joint Operations Meeting, March 6, and Joint Policy Committee, April 23). At this point, Chair Edgar, called upon Alternate Director Dave Sullivan, to receive a Certificate of Commendation to the City of Huntington Beach from OCSD. Alternate Director Sullivan said a few words and thanked the District. RATIFICATION OF PAYMENT OF CLAIMS: 2. MOVED, SECONDED, AND DULY CARRIED: Ratify payment of claims of the District, by roll call vote, as follows: Claims Paid for the Period Ending: 02/15/14 02/28/14 Totals $ 6,038,612.07 $ 8,267,177.05 03/2W2014 Minutes of Board Meeting Page 4 of 11 AYES: Beamish; Benavides; Choi; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Nelson; Reinhart (Alternate); Shawver*; F. Smith; and T. Smith. NOES: None Curry; Diep; Nguyen; Nielsen; Seboum; Sullivan ABSTENTIONS: (Alternate); and *Shawver abstains on Claim No. 63113. ABSENT: Narain and Reese. CONSENT CALENDAR: 3. MOVED, SECONDED, AND DULY CARRIED: Approve minutes for the Regular Board Meeting held on February 26, 2014. AYES: Beamish; Benavides; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Nelson; Nguyen; Nielsen; Reinhart (Alternate); Seboum; Shawver, F. Smith; T. Smith; and Sullivan (Alternate). NOES: None ABSTENTIONS: None ABSENT: Narain and Reese. NON-CONSENT: Rob Thompson, Director of Engineering, explained the criticality of the work to be performed, the bid results, and the contract being recommended for award. The Board held considerable discussion regarding this item, with staff and general counsel responding to questions. 4. MOVED, SECONDED, AND DULY CARRIED: Items A- H: A. Receive and file Addendum No. 2 to the Collection System Improvement Plan Program Environmental Impact Report for additional project analysis supporting the Newport Force Main Rehabilitation, Project No. 5-60; and B. Approve Plans and Specifications on file at the office of the Clerk of the Board; and 03/26/2014 Minutes of Board Meeting Page 5 of 11 C. Approve Addendum Nos. 1 through 5 to the plans and specifications; and D. Receive and file bid tabulation and recommendation; and E. Ratify withdrawal of low bid from Steve P. Rados, Inc. at their request due to inadvertent calculation error and return of their bid security as allowed under Public Contract Code §5100 at seq.; and F. Approve a budget increase of $5,931,000 for Newport Force Main Rehabilitation, Project No. 5-60, for a total budget amount of $51,719,000; and G. Award a construction contract to Kiewit Infrastructure West Company for Newport Force Main Rehabilitation, Project No. 5-60, for a total amount not to exceed $36,715,000; and H. Approve a contingency of$3,304,350 (9%). AYES: Beamish; Benavides; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Nelson; Nguyen*; Nielsen; Reinhart (Alternate); Seboum; Shawver*; F. Smith; and T. Smith. NOES: *Nguyen on "G'; and Shawver on "G' ABSTENTIONS: Sullivan (Alternate) ABSENT: Narain and Reese. OPERATIONS COMMITTEE: 5. MOVED, SECONDED, AND DULY CARRIED: Approve minutes for the Committee Meeting held on Feb uaFy 5,2014 March 5, 2014. AYES: Beamish; Benavides; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Nelson; Nguyen; Nielsen; Reinhart (Alternate); Seboum; Shawver; F. Smith; T. Smith; and Sullivan (Alternate). NOES: None ABSTENTIONS: None ABSENT: Narain and Reese. 03/26/2014 Minutes of Board Meeting Page 6 of 11 6. Item was pulled from Consent. 7. MOVED, SECONDED, AND DULY CARRIED: A. Approve a budget increase of $100,000 for a total project budget of $300,000, for Project No. SP-186, Plant No. 2 Digesters and Tunnels Seismic Hazard Evaluation, Risk Analysis and Mitigation Study; and B. Approve a Professional Services Agreement with Brown and Caldwell for providing Plant No. 2 Digesters and Tunnels Seismic Hazard Evaluation, Risk Analysis and Mitigation Study, Project No. SP-186, for an amount not to exceed $284,069; and C. Approve a contingency of$9,500 (3.34%). AYES: Beamish; Benavides; Choi; Curry; Diep; Edgar; Ferryman; Hernandez, Jones; Kim; Kring; Levitt; Murdock; Nagel; Nelson; Nguyen; Nielsen; Reinhart (Alternate); Seboum; Shawver; F. Smith; T. Smith; and Sullivan (Alternate). NOES: None ABSTENTIONS: None ABSENT: Narain and Reese. NON-CONSENT: 6. MOVED, SECONDED, AND DULY CARRIED: Approve a contingency increase of $265,048 (8%) to the construction contract with Charles King Company, Inc. for the Balboa Trunk Sewer Rehabilitation, Project No. 5-47, for a total contingency of$662,620 (20%). AYES: Beamish; Benavides; Choi; Curry; Diep; Edgar; Ferryman; Jones; Kim; Kring; Levitt; Murdock; Nagel; Nguyen; Nielsen; Reinhart (Alternate); Sebourn; Shawver; F. Smith; T. Smith; and Sullivan (Alternate). NOES: Hernandez and Nelson ABSTENTIONS: None ABSENT: Narain and Reese. 03/2W2014 Minutes of Board Meeting Page 7 of 11 ADMINISTRATION COMMITTEE: Corrections to the Minutes of March 12, 2014 were made to reflect Vice-Chair Beamish and Director Nelson as being present. 11. MOVED, SECONDED, AND DULY CARRIED: Approve corrected minutes for the Committee Meeting held on F,-wry, 2014 March 12, 2014. AYES: Beamish; Benavides; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Nelson; Nielsen; Reinhart (Alternate); Sebourn; Shawver; F. Smith; T. Smith; and Sullivan (Alternate). NOES: None ABSTENTIONS: Nguyen ABSENT: Narain and Reese. 9. MOVED, SECONDED, AND DULY CARRIED: Adopt Resolution No. OCSD 14- 03, adopting a Conflict of Interest Code which supersedes all prior Conflict of Interest Codes and amendments previously adopted. AYES: Beamish; Benavides; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Nelson; Nguyen; Nielsen; Reinhart (Alternate); Seboum; Shawver, F. Smith; T. Smith; and Sullivan (Alternate). NOES: None ABSTENTIONS: None ABSENT: Narain and Reese. 10. MOVED, SECONDED, AND DULY CARRIED: Approve Service Contract to provide services for industrial hygiene, 5-2013-59OBD for a one-year plus four optional renewals effective July 1, 2014, for an amount not to exceed $500,000 with the following firm: Arcadis U.S., Inc. AYES: Beamish; Benavides; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Nelson; Nguyen; Nielsen; Reinhart (Alternate); Seboum; Shawver; F. Smith; T. Smith; and Sullivan (Alternate). NOES: None 03/28/2014 Minutes of Board Meeting Page 8 of 11 ABSTENTIONS: None ABSENT: Narain and Reese. 11. MOVED, SECONDED, AND DULY CARRIED: Adopt Resolution No. OCSD 14- 04, A Resolution of the Board of Directors of the Orange County Sanitation District Adopting a Revised Policy Regarding Board of Directors' Expense Reimbursement and Meeting Attendance and Compensation and Repealing Resolution No. OCSD 06-11. AYES: Beamish; Benavides; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Nelson; Nielsen; Reinhart (Alternate); Sebourn; Shawver; F. Smith; T. Smith; and Sullivan (Alternate). NOES: None ABSTENTIONS: Nguyen ABSENT: Narain and Reese. NON-CONSENT: 12. MOVED, SECONDED, AND DULY CARRIED: A. Introduce Ordinance No. OCSD-45, entitled "An Ordinance of the Board of Directors of Orange County Sanitation District Amending Ordinance No. OCSD-34 Pertaining to the Compensation of the Members of the board of Directors"; and B. Motion to read Ordinance No. OCSD45 by title only and waive reading of said entire Ordinance on March 26, 2014; and C. Set April 23, 2014, as the date of the Public Hearing to hear protests and for the second reading and adoption of Ordinance No. OCSD-45. D. Direct the Clerk of the Board to publish summaries of the Ordinance as required by law. AYES: Beamish; Benavides; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Nelson; Nguyen; Nielsen; Reinhart (Alternate); Seboum; Shawver; F. Smith; T. Smith; and Sullivan (Alternate). 03/26/2014 Minutes of Board Meeting Page 9 of 11 NOES: None ABSTENTIONS: None ABSENT: Narain and Reese. STEERING COMMITTEE: 13. MOVED, SECONDED, AND DULY CARRIED: Approve minutes for the Steering Committee Meeting held on February 26, 2014. AYES: Beamish; Benavides; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Nelson; Nguyen; Nielsen; Reinhart (Alternate); Seboum; Shawver; F. Smith; T. Smith; and Sullivan (Alternate). NOES: None ABSTENTIONS: None ABSENT: Narain and Reese. LEGISLATIVE AND PUBLIC AFFAIRS SPECIAL COMMITTEE: 14. MOVED, SECONDED, AND DULY CARRIED: Receive and file the minutes of the March 10, 2014 meeting of the Legislative and Public Affairs Special Committee. AYES: Beamish; Benavides; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Nelson; Nguyen; Nielsen; Reinhart (Alternate); Seboum; Shawver, F. Smith; T. Smith; and Sullivan (Alternate). NOES: None ABSTENTIONS: None ABSENT: Narain and Reese. 03/2W2014 Minutes of Board Meeting Page 10 of 11 15. MOVED, SECONDED, AND DULY CARRIED: Approve the Orange County Sanitation District 2014 Legislative Platform. AYES: Beamish; Benavides; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Nelson; Nguyen; Nielsen; Reinhart (Alternate); Seboum; Shawver, F. Smith; T. Smith; and Sullivan (Alternate). NOES: None ABSTENTIONS: None ABSENT: Narain and Reese. AB 1234 REPORTS: Director Ferryman reported that OCCOG will not be having a meeting this month, but he will be attending a meeting in San Diego for the Borders Committee. CLOSED SESSION None. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: Director Levitt asked staff to look into how the District may communicate the initiatives from GW RS that help with the water drought. ADJOURNMENT: The Chair adjourned the meeting at 7:40 p.m., until the next Regular Board Meeting on April 23, 2014 at 6:30 p.m. Maria E. Ayala, Clerk of the Board 03/2W2014 Minutes of Board Meeting Page 11 of 11 BOARD OF DIRECTORS Meeting Date I TOBd.Of Dir. D4/zs/14 AGENDA REPORT Item Item B Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Director of Engineering SUBJECT: CENGEN EMISSIONS CONTROL, PROJECT NO. J-111 GENERAL MANAGER'S RECOMMENDATION A. Approve Plans and Specifications for CenGen Emissions Control, Project No. J-111; and B. Approve Addendum Nos. 1, 2, 3, 4, 5, and 6 to the plans and specifications; and C. Receive and file bid tabulation and recommendation; and D. Award a construction contract to Shimmick Construction Company, Inc. for CenGen Emissions Control, Project No. J-111, for a total amount not to exceed $14,895,000; and E. Approve a contingency of$1,117,125 (7.5%). SUMMARY The CenGen Emissions Control Project, Project No. J-111, will install equipment at each plant to control the Central Generation emissions and comply with existing and proposed regulatory limits. The Central Generation System (CGS) engines provide both electricity and heat to our treatment plants and are permitted to operate by the South Coast Air Quality Management District (SCAQMD). The project will also automate the operation of two steam absorption chillers and provide a steam converter at Plant No. 2 to reduce natural gas consumption required for digester heating. The Orange County Sanitation District (Sanitation District) advertised for bids on December 27, 2013. Four sealed bids were received on February 20, 2014. The bids were evaluated in accordance with the Sanitation District policies and procedures. Shimmick Construction Company, Inc. was deemed the lowest responsive, responsible bidder. Staff recommends awarding a construction contract to Shimmick Construction Company, Inc. for CenGen Emissions Control, Project No. J-111, for a total amount not to exceed $14,985,000. Page 1 of 2 Summary information on the bid opening for CenGen Emissions Control, Project No. J-111, is as follows: Project Budget $29,100,000 Construction Contract Budget $18,000,000 Engineer's Estimate $15,417,028 Lowest Responsive, Responsible Bid $14,895,000 High Bid $19,327,000 Bidder Amount of Bid Schimmick Construction Company, Inc. $14,895,000 Environmental Construction, Inc. $15,954,115 J.F. Shea Construction, Inc. $17,564,602 Stronghold Engineering $19,327,000 PRIOR COMMITTEE/BOARD ACTIONS None. ADDITIONAL INFORMATION None. CEQA A Notice of Exemption was filed and recorded on September 24, 2012. BUDGET/PURCHASING ORDINANCE COMPLIANCE This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This item has been budgeted as part of the Plant 1 Facilities Engineering budget (Line item: FY 2013-14 Update, Page A-11) and the budget is sufficient for the recommended action. Date of ADoroval Contract Amount Continaencv 04/23/14 $14,895,000 $1,117,125(7.5%) ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package and attachments: • Construction Contract JM:dm:gc Page 2 of 2 Return to Aaenda Report PART A CONTRACT AGREEMENT C-CA-071913 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.................................................................................10 SECTION - 14 CONTRACTOR'S EMPLOYEES COMPENSATION.......................10 SECTION - 15 SURETY BONDS ............................................................................12 SECTION - 16 INSURANCE....................................................................................13 SECTION - 17 RISK AND INDEMNIFICATION.......................................................21 SECTION - 18 TERMINATION................................................................................21 SECTION - 19 WARRANTY....................................................................................22 SECTION -20 ASSIGNMENT.................................................................................23 SECTION -21 RESOLUTION OF DISPUTES ........................................................23 SECTION -22 SAFETY& HEALTH ........................................................................23 SECTION -23 NOTICES.........................................................................................23 C-CA-071913 Return to Aaenda Report CONTRACT AGREEMENT ORANGE COUNTY SANITATION DISTRICT PROJECT NO. J-111 CENTRAL GENERATION EMISSIONS CONTROL THIS AGREEMENT is made and entered into, to be effective, this April 23, 2014, by and between Shimmick Construction Company. 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. C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 1 of 25 Return to Aaende Report 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-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL 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-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 3 of 25 Return to Aaenda Report 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. J-111 CENTRAL GENERATION EMISSIONS CONTROL C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL 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: PROJECT NO. J-111 CENTRAL GENERATION EMISSIONS CONTROL 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 810 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 12 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-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 5 of 25 Return to Aaende Report 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—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 C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 6 of 25 any, reasonably required for CONTRACTOR to perform the Extra Work, as determined by OCSD's ENGINEER. The decision of the ENGINEER shall be final. 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 Fourteen Million Eight Hundred Ninety Five Thousand Dollars ($14,895,000)as itemized on the Attached Exhibit"A". C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 7 of 25 Return to Aaenda Report 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 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. C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 8 of 25 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.). 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." C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 9 of 25 Return to Aaenda Report 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. 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 C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 10 of 25 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 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. Aoorentices: 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 C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 11 of 25 Return to Aaenda Report required or permitted to labor more than eight(6) 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. Record of Waaes: Inspection: CONTRACTOR agrees to maintain accurate payroll records showing the name, address, social security number, work classification, straight-time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker or other employee employed by it in connection with the Project and agrees to require that each of its Subcontractors do the same. All payroll records shall be certified as accurate by the applicable CONTRACTOR or Subcontractor or its agent having authority over such matters. CONTRACTOR further agrees that its payroll records and those of its Subcontractors shall be available to the employee or employee's representative, the Division of Labor Standards Enforcement, and the Division of Apprenticeship Standards and shall comply with all of the provisions of Labor Code Section 1776, in general. Penalties for non- compliance with the requirements of Section 1776 may be deducted from Project payments per the requirements of Section 1776. SECTION— 15 SURETY BONDS 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 C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 12 of 25 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 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 C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 13 of 25 Return to Aaende Report 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. 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 C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 14 of 25 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: Ten Million Dollars ($10,000,000) per occurrence and a general aggregate limit of Ten Million Dollars ($10,000,000)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 Ten Million Dollars ($10,000,000) per occurrence and a general aggregate limit of Ten Million Dollars ($10,000,000)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. 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 C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 15 of 25 Return to Aaenda Report 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 Two Million Dollars ($2,000,000) and a general aggregate limit of Two Million Dollars ($2,000,000)for bodily injury, personal injury and property damage; Or alternatively, (2) Two Million Dollars ($2,000,000) 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. C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 16 of 25 4. Worker's Compensation/EmDlover'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 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. C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 17 of 25 Return to Aaende Report 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. 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 C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 18 of 25 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 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 C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 19 of 25 Return to Aaenda Report 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. G. Reauired Forms and Endorsements 1. Reauired ACORD Form a. Certificate of Liability Form 25-S (7/97) 2. Reauired Insurance Services Office, Inc. Endorsements (when alternative forms are shown, they are listed in order of preference) C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 20 of 25 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. Reauired State Compensation Insurance Fund Endorsements a. Waiver of Subrogation Endorsement No. 2570 b. Cancellation Notice Endorsement No. 2065 4. Additional Reauired Endorsements a. Notice of Policy Termination Manuscript Endorsement 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 C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 21 of 25 Return to Aaenda Report 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 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. C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 22 of 25 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. 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 C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 23 of 25 Return to Aaende Report Bradley R. Hogin, Esquire Woodruff, Spradlin & Smart 555 Anton Boulevard Suite 1200 Costa Mesa, California 92626 TO CONTRACTOR: Shimmick Construction Company. Inc. 16481 Scientific Way Irvine, CA 92618 Copy to: Paul C. Camaur, Executive Vice President Shimmick Construction Company. Inc. 16481 Scientific Way Irvine, CA 92618 C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 24 of 25 IN WITNESS WHEREOF, the parties hereto have executed this Contract Agreement as the date first hereinabove written. CONTRACTOR: Shimmick Construction Company. Inc. 16481 Scientific Way Irvine, CA 92618 By Printed Name Its CONTRACTOR's State License No. 594575 (Expiration Date 05/31114) OCSD: Orange County Sanitation District By Chair, Board of Directors By Maria Ayala Clerk of the Board By Marc Dubois Contracts, Purchasing and Materials Management Division Manager C-CA-071913 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 25 of 25 Return to Aaenda Report EXHIBIT A SCHEDULE OF PRICES C-EXA-071012 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-071012 Return to Aaenda Report 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 PROGRESS PAYMENTS 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-071012 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL 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-071012 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 2 of 8 Return to Aaenda Report 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 slop 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-5 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-071012 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL 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 fled 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-071012 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 4 of 8 Return to Aaenda Report acceptance by OCSD, the revised application for Final Payment will become the approved application for Final Payment. 4. If no Claims have been fled with the initial or any revised application for Final Payment, and no Claims remain unsettled within thirty (30) 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-071012 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL 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-071012 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 6 of 8 Return to Aaenda Report ATTACHMENTI 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 Ads 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 Subcontractor's performance. Name Title Date C-EXA-071012 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 7 of 8 ATTACHMENT2 SCHEDULE OF PRICES See next pages for Bid Submittal Forms (Shimmick Construction Company, Inc.): BF-14 Schedule of Prices, Page 26 - 28 BF-Equipment C-EXA-071012 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL CONFORMED Page 8 of 8 ReW m to Agenda Repod Bid Submitted By: Shimmick Construction Company,Inc. (Name of Firm) 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. THE LOWEST BID IS DEFINED AS THE"TOTAL AMOUNT OF BID" LISTED IN THIS BID, UNLESS OTHERWISE SPECIFIED BELOW. 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. C-BF-090513 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL Page 26 of 28 Bid Submitted By: Shimmick Conduction Company. Inc. (Name of Firm) EXHIBIT A SCHEDULE OF PRICES BASE BID ITEMS (Refer to Note 1 in the Instructions): Hem Description Unit of APprox Unit Prim Price No. Measurement city 1. Mobilization:The amount for this Bid Item shall not exceed 4% of the Total Amount of Bid and shall be in conformance with the Contract Documents for the lump sum price of... r All amounts included in this Bid Item greater than the allowable maximum Lump Sum 1 = $ J q f 0 00 , 0D payment of 4%of the Total Amount of Bid shall be paid under the Bid Item "Demobilization". 2. Plant 1 Central Generation Catalyst System: This item includes all labor, materials,and equipment necessary for completion of the Plant 1 Central Generation catalyst system, digester gas cleaning system, roof repairs, Lump Sum 1 = $ 5")00 000.0, platforms, piles, replacement of heat recovery steam generator tube bundles, 1 and any other item at Plant 1 not included in Items 1,4,6,7,and 8. 3. Plant 2 Central Generation Catalyst System:This item includes all labor, materials and equipment necessary for completion of the Plant 2 Central Generation catalyst system,digester gas cleaning system, roof repairs, platforms,compaction grouting, replacement of heat recovery steam generator Lump Sum 1 - $ E�1,Ot OG D.'b tube bundles,and any other items at Plant 2 not included in Items 1, 5,6,7, J and 8. 4. Plant 1 Central Generation Chiller Control System: This item included all labor, materials and equipment necessary for the completion of the Contract Work for the completion of the Plant 1 Central Generation chiller control Lump Sum 1 = $ 1 00j 00 0 od system. C-BF-090513 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL Page 27 of 28 Return to Agenda Repori Bid Submitted By: Shimmick Construction Company,Inc. (Name of Firm) EXHIBIT A SCHEDULE OF PRICES (continued) Item Description Unit of Approz Unit Price Price No. Measurement city 5. Plant 2 Steam Converter:This items includes all labor, material and equipment necessary for the completion of the Contract Work for the Lump Sum 1 - $ SD 0 0 a completion of the plant 2 steam converter. - 6. Cemtek Work: This item includes all labor, materials and equipment necessary for the completion of the Contract Work via Subcontracting Cemtek $g15,000. 1 = $415,000 for assistance with commissioning the urea feed control and CEMS emissions sensing equipment in accordance with the Commissioning Section 01810. 7. Demobilization:The amount for this Bid Item shall not be less than 1%of the Total Amount of Bid and shall include but not be limited to the acceptance of Work by OCSD,completion of all items on final punch list,final cleanup and processing of final progress payment request, in conformance with the Contract Lump Sum 1 = $ 46J Doi), r Documents for a lump sum price of... All amounts greater than 5%which were included in Bid Item 1 Mobilization shall be paid under this Demobilization Bid Item. SUBTOTAL BASE BID ITEMS NO. 1 THROUGH NO. 8 (AWARD AMOUNT) s 14fr 0D 'o C-BF-090513 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL Page 28 of 28 Bid Submitted By: Shimmick Construction Company,Inc. (Name or Flee( This Form Must Be Submitted With Bid Submittals Alternative Equipment or Materials EQUIPMENT Equipment Description Specification Section Manufacturer N/A C-BF-122013 PROJECT NO.J-111 CENTRAL GENERATION EMISSIONS CONTROL ADDENDUM NO.2 BOARD OF DIRECTORS Meeting Date I To BA.of Dir. o4,z3 14 AGENDA REPORT Item Item 4 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Nick Arhontes, P.E., Director of Facilities Support Services SUBJECT: REPLACEMENT OF VALVES AT BAY BRIDGE VALVE VAULT, PROJECT NO. FR10-018 GENERAL MANAGER'S RECOMMENDATION A. Authorize the General Manager to award a contract to the lowest responsive and responsible bidder, for the Replacement of Valves at Bay Bridge Valve Vault, Project No. FR10-018, for an amount not to exceed $235,600; and B. Approve a contingency of$47,120 (20%). SUMMARY The Bay Bridge Valve Vault is located on the south side of West Pacific Coast Highway between Bayshore Drive and Newport Bay in the City of Newport Beach. The repair work covered under this contract will replace four 24-inch knife valves within the Bay Bridge Valve Vault. The Board previously approved awarding this work based on the engineer's estimate for an amount not to exceed $170,000 plus a 20% contingency. Bids were received in April and the bids are higher than the engineer's estimate. Per the District's purchasing ordinance, staff is required to obtain Board authorization to award this contract at the increased amount. Staff compared the bids with the engineer's estimate and determined that the estimate did not adequately consider the City of Newport Beach's requirements associated with work-hours, street lane closure restrictions, noise ordinance, and a higher risk associated with the worksite being next to Newport Bay. The bid review for responsiveness is ongoing, however, due to schedule restrictions; staff requests the Board of Directors to authorize the General Manager to award the contract, to the lowest responsible, responsive bidder. The valve replacements must be completed ahead of Contract No. 5-60 (Newport Force Main Rehabilitation Project), which was just awarded in March and is currently scheduled to commence construction in the summer of 2014. Page 1 of 3 PRIOR COMMITTEE/BOARD ACTIONS February, 2014 — The Operations Committee approved the competitive bidding and subsequent awarding to the lowest responsive and responsible bidder, for the Replacement of Valves at Bay Bridge Valve Vault, Project No. FR10-018, for a total amount not to exceed $170,000; and approved a contingency of$34,000 (20%). ADDITIONAL INFORMATION Summary of Bids The bids under review for Replacement of Valves at Bay Bridge Valve Vault, Specification No. FR10-018 areas follows: Engineer's Estimate $170,000 Bidder Amount of Bid I* Bali Construction, Inc. $214,089 Tharsos, Inc. $225,000 Charles King, Inc. $235,600 Bid Comparison to Engineer's Estimate This table summarizes the two items that district staff did not consider: Bid Item Cost Difference Comments/Reasons Traffic Control, Sewage By- $45,000 Engineer's estimate did not pass, Valve Replacement adequately consider costs associated with restricted work hours, additional contingency measures required for working in close proximity to the Newport Bay, and minimizing project noise and odors. Remove sewage from force $10,000 Engineer's estimate was mains and transport to lower than the bid amount. downstream manholes Project Schedule This project is expected to be completed in August 2014. A delay in the Bay Bridge Valve Vault Project would not only delay Contract No. 5-60, expect to go through December, 2015, but would also delay a Caltrans street project that starts in 2016. As a result, it is imperative that the Bay Bridge Valve Vault Project is completed prior to the start of construction of the 5-60 Project. Page 2 of 3 CEQA Notice of Exemption filed with the County of Orange on November 27, 2013. BUDGET/PURCHASING ORDINANCE COMPLIANCE This request complies with authority levels of the Sanitation District's Purchasing Ordinance (Ordinance Article 7, Section 7.01 (B). This repair will be funded through the Small Capital Replacement/Rehabilitation Project - SP-34 (Budget Update Fiscal Year 2012-2013 and 2013-2014 Misc. & Support Projects; Section 8— Page 111). This Small Capital fund is used to pay for capital repairs and/or direct replacements. The SP-34 budget is adequate to cover this project. Date of Agoroval Contract Amount Contingency 04/23/14 $235,600 $47,120 (20%) ATTACHMENTS The following attachment(s) may be viewed on-line at the OCSD webske (www.ocsd.coml with the complete agenda package and attachments: • Draft Contract Page 3 of 3 Return to Mende Report SERVICE CONTRACT Replacement of Valves at the Bay Bridge Valve Vault Project No. FRIO.018 THIS CONTRACT is made and entered into as of the date fully executed below by and between Orange County Sanitation District, with a principal place of business at 10844 Ellis Avenue, Fountain Valley, CA 92708-7018 (hereinafter referred to as "OCSD") and Company Name with a principal business at address _ (hereinafter referred to as "Contractor")collectively referred to as the"Parties". WITNESSETH WHEREAS, OCSD desires to retain the Ovices of C*exen "Services"; a WHEREAS, OCSD has chosen Contractor to condl*Services in accordance No. OCSD-44; and _ WHEREAS, on February 5, 2014, the Operations Committee authorized bidding of this Contract by the General Manager between OCSD and Contractor; and WHEREAS, Contractor is qualified by virtue of experience, training, and education and expertise to accomplish such Services, NOW THEREFORE, in consideration of the promises and rr�tuaTbenefits exchanged between the Parties, it is mutually agreed as follows: 1. Introduction 1.1 This Contract and all exhibits hereto called the "Contract") is made by OCSD and Contractor. The Terms and Conditions herein exclusively govern the purchase of Services as described in the Scope of Work, attached hereto and incorporated herein by reference as Exhibit"A". 1.2 Exhibits to this Contract are incorporated by reference and made a part of this Contract as though fully set forth at length herein. Exhibits to this Contract are as follows in order of precedence: Exhibit "A" Scope of Work Exhibit"B" Exhibit"C" Exhibit"D" 1.3 In the event of any conflict or inconsistency between the provisions of this Contract and any of the provisions of the exhibits hereto, the provisions of this Contract shall in all respects govern and control. 1.4 The provisions of this Contract may be amended or waived only by a writing executed by authorized representatives of both Parties hereto. 1.5 The various headings in this Contract are inserted for convenience only and shall not affect the meaning or interpretation of this Contract or any Paragraph or provision hereof. Orange County Sanitation District 1 of 9 Project No. FR10-016 DRAFT CONTRACT-DO NOT SUBMIT Return to Mende Rom 1.6 The term "days", when used in the Contract, shall mean calendar days, unless otherwise noted as business days. 1.7 The term "hours", when used in this Contract, shall be as defined in Exhibit" 1.8 Contractor shall provide OCSD with all required premiums and/or overtime work at no charge beyond the price provided under"Compensation" below. 1.9 Except as expressly provided otherwise, OCSD accepts no liability for any expenses, losses, or action incurred or undertaken by Contractor as a result of work performed in anticipation of purchases of said services by OCSD. 2. Compensation Compensation for this project sh�not exceed the total amount of and 00/00 Dollars ($ ). �& $. Pavmanie Payments shall he made upon annrnval by OCSD Prnjent Manager, Chuck Hodge or his designee, of invoices submitted for milestones completed as described in Exhibit "A". OCSD, at its sole discretion, shall be the determining party as to whether the tasks and deliverables for each Niestone have been satisfactorily completed. A Inn' 4.1 OCSV i 3 days of completion and receipd prov b D Project Manager of n oice, in a form acceptable to OCSD to enable audit of the charges thereon. Involude the Purchase Order N m r. 4.2 Invoices shall be emailed by Contra r �SD Accounts Payable at APStaf`09 c-SD.com and the purchase Order num "FR10-018" shall be referenced in the subject line. � S. Audit Rights Contractor agrees that, during the term of this Contract and for a period of three (3) years after its termination, OCSD shall have access to and the right to examine any directly pertinent books, documents, and records of Contractor relating to the invoices submitted by�ractor pursuant to this Contract. 6. Scope of Work Subject to the terms of this Contract, Contractor shall perform the Services identified in Exhibit "A" and (additional SOW material). Contractor shall perform said Services in accordance with generally accepted industry and professional standards. 7. Modifications to Scope of Work Requests for modifications to the Scope of Work hereunder can be made by OCSD at any time. All modifications must be made in writing and signed by both Parties. 6. Contract Term The Services provided under this Contract shall be completed within 45 days from the date of notice to proceed. 9. Termination 9.1 OCSD reserves the right to terminate this Contract for its convenience, with or without cause, in whole or in part, at any time, by written notice from OCSD of intent to terminate. Upon receipt of a termination notice, Contractor shall immediately discontinue all work under this Contract (unless the notice directs otherwise). OCSD shall thereafter, within thirty (30) days, pay Contractor for work performed (cost and fee) to the date of termination. Contractor expressly waives any claim to receive anticipated profits to be earned during the uncompleted Orange County Sanitation District 2 of 9 Project No. FR10-016 DRAFT CONTRACT-DO NOT SUBMIT Return to Mende Report portion of this Contract. Such notice of termination shall terminate this Contract and release OCSD from any further fee, cost or claim hereunder by Contractor other than for work performed to the date of termination. 9.2 OCSD reserves the right to terminate this Contract immediately upon OCSD's determination that Contractor is not meeting specification requirements, if the level of service is inadequate, or any other default of this Contract. 9.3 OCSD may also immediately cancel for default of this Contract in whole or in part by written notice to Contractor: • if Contractor becomes insolvent or files a petition under the Bankruptcy Act; or • if Contractor sells its business; or • if Contractor breaches any of the terms of this Contrg&or • if total amount of compensation exceeds the amoun orized under this Contract. - 9.4 All OCSD nronarty in thmnolassinn or control of Contractor shall he returned by Contractor to OCSD upon demann ,•or at the terminatioh of this Contract, whichever occurs first. 10. Insurance Contractor and all subcontractors shall purchase and maintain, throughout the life of thise-ontract and any periods of warranty or extensions, insurance in amounts equal to the requirenents set forth in the signed Acknowledgement of Insurance Requirements (attached hereto and incorporated herein as Exhibit " "). Contractor shall not commence work under this Eontract until all required insurance is obtained in a form acceptable to OCSD, nor shall Contractor 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 shall result in termination of this Contract. s 11. Bonds 11.1 Contractor shall, before entering upon the performance of this Contract, furnish bonds (attached hereto in Exhibit ) approved by OCSD's General Counsel - one in the amount of one hundred percent (100%) of the Contract price bid, to guarantee the faithful performance of the work, and the other in the amount of one hundred percent (100%) of the Contract price bid, to guarantee payment of all claims for labor and materials furnished. 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 and must be maintained throughout the life of the project and during the warranty period. Contractor is hereby notified that it is required that the person executing the Bonds must have on file with the County Clerk, County of Orange, a Power of Attorney and authorization to execute said Bonds for and on behalf of the corporate surety. The purpose of this requirement is to insure that the provisions of Code of Civil Procedure Section 995.630 requiring such authority to be on file with the Orange County Clerk are satisfied in order for the OCSD and its officers to approve the bond. 12. Indemnification and Hold Harmless Provision Contractor shall assume all responsibility for damages to property and/or injuries to persons, including accidental death, which may arise out of or be caused by Contractor's services under this Contract, or by its subcontractor or by anyone directly or indirectly employed by Contractor, and whether such damage or injury shall accrue or be discovered before or after the termination of the Contract. Except as to the sole active negligence of or willful misconduct of OCSD, Contractor shall indemnify, protect, defend and hold harmless OCSD, its elected and appointed officials, officers, Orange County Sanitation District 3 of 9 Project No. FR10-016 DRAFT CONTRACT-DO NOT SUBMIT Return to Mende Report agents and employees, from and against any and all claims, liabilities, damages or expenses of any nature, including attorneys' fees: (a) for injury to or death of any person or damage to property or interference with the use of property, arising out of or in connection with Contractor's performance under the Contract, and/or (b) on account of use of any copyrighted or uncopyrighted material, composition, or process, or any patented or unpatented invention, article or appliance, furnished or used under the Contract, and/or (c) on account of any goods and services provided under this Contract. This indemnification provision shall apply to any acts or omissions, willful misconduct, or negligent misconduct, whether active or passive, on the part Of Contractor of or anyone emploved by or working under Contractor. To the maximum extent permitted by law, Contractor's duty to defend shall apply whether or not such claims, allegations, lawsuits, or proceedings have merit or are meritless, or which involve claims or allegations that any of the parties to be defended were actively, passively, or concurrently negligent, or which otherwise assert that the parties to be defended are responsible, in whole or in part, for any loss, damage, or injury. Contractor agrees provide this defense immediately upon written notice from OCSD, and with well qualified, a ately insured, and experienc legal counsel acceptable to OCSD I 13. Safety and Human Resources MR) Poems OCSD requires all contractors and service providers to follow and ensure their employees and all subcontractors follow all State and Federal regulations as well as OCSD requirements while working at OCSD locations. If during the co a of a contract it is discovered that OCSD policies, safety manuals, or contracts do not compl3with State or Federal regulations then the Contractor is required to follow the most stringent regulatory requirement at no cost to OCSD. Contractor and all their employees and subcontractors, shall adhere to all applicable OCSD Safety and Human Resources Policies found at: OCSD.com, "Doc Central" (bottom of page), under"Safety". 14. Warranty 14.1 Manufacturer's standard warranty shall apply. 461panufacturer warranties will begin at date of completion of this Contract. 14.2 Contractor's warranty: If, within the 12-t onth period following completion of its Services, OCSD informs Contractor that any part of the Services fails to meet the standards required under this Contract, Contractor shall, within the time agreed to by OCSD and Contractor, take all such actions as are necessary to correct or complete the noted deficiency(ies) at Contractor's sole expense. 15. Performance Time is of the essence in the performance of this Contract and the provisions hereof. 16. Liquidated Damages In the event the CONTRACTOR fails to achieve Final Completion of the Work within the required period of performance or fails to meet any other time requirements set forth in the Contract Documents, including the timely submittal or update of the Project Schedule or achievement of any designated milestones or deadline as required in the approved Schedule of Values, after due allowance for extensions of time made in accordance with the Contract Documents, if any, OCSD will sustain damage which would be extremely difficult and impracticable to ascertain. The parties therefore agree that in each such event, CONTRACTOR will pay to OCSD the sum of $ per day, as Liquidated Damages, and not as a penalty, for each and every calendar day during which Final Completion of the Project is so delayed, or timely submittal or update of the Project Schedule is so delayed. If deadlines for milestones are identified in the approved Schedule of Values, CONTRACTOR shall pay OCSD the Liquidated Damage amount corresponding to that milestone for each and every day during which the achievement of the milestone is delayed. CONTRACTOR agrees to pay such Orange County Sanitation District 4 of 9 Project No. FR10-016 DRAFT CONTRACT-DO NOT SUBMIT Return to Mends Report Liquidated Damages and further agrees that OCSD may offset the amount of Liquidated Damages from any monies due or that may become due CONTRACTOR under this Contract. CONTRACTOR also agrees that to the extent the amount of Liquidated Damages exceeds any monies due to the CONTRACTOR under this Contract, CONTRACTOR shall pay all such amounts to OCSD upon demand. Liquidated Damages due to delays in achieving a milestone or deadline will not be credited toward Liquidated Damages due to delays in achieving subsequent milestones, deadlines or Final Completion of the Work. If this Special Provision, "Delay and Liquidated Damages," is found for any reason to be void, invalid or otherwise inoperative so as to disentitle OCSD from claiming Liquidated Damages; OCSD is entitled to claim against the CONTRACTOR damages at law for the CONTRACTOR's failure to complete the Project by the Final Completion date. 17. Force Marl Neither parry shall be liable for delays caused by accident, flood, acts of God, fire, labor trouble, war, acts of government or any other cause beyond its control, but said party shall use reasonable efforts to minimize the extent of the delay. Work affected by a Force Majeure condition may be rescheduled by mutual consent or may be eliminated from the Ciorltrat_t_ _ 18. Freight(F.O.B. Destination) Contractor assumes full responsibility for all transportation, transportation scheduling, packing, handling, insurance, and other services associated with delivery of all products deemed necessary under this Contract. ` 19. Familiarity with Work By executing this Contract, Contractor warrantth 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 Contract. Should Contractor 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 this and shall not prood, except at Contractor's risk, until written instructions are received from OCSD. _ 20. Reaulatory Reauirements Contracto#shall perform all work under this Contract in strict conformance with applicable federal, state, and local regulatory requirements including, but not limited to, 40 CFR 122, 123, 124, 257, 258, 260, 261, and 503, Title 22, 23, and Califgrnia Water Codes Division 2. 21^♦ Licenses, Permits. Ordinances and Regulations Contractor represents and warrants to OCSD that it has obtained all licenses, permits, qualification and approvals of whatever nature that are legally required to engage in this work. Any and all fees required by State, County, City and/or municipal laws, codes and/or tariffs that pertain to work performed under the terms of this Contract will be paid by Contractor. 22. Applicable Laws and Regulations Contractor shall comply with all applicable federal, state, and local laws, rules, and regulations. Contractor also agrees to indemnify and hold harmless from any and all damages and liabilities assessed against OCSD as a result of Contractor's noncompliance therewith. Any permission required by law to be included herein shall be deemed included as a part of this Contract whether or not specifically referenced. 23. Public Contracts Law Contractor's Employees Compensation 23.1 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 Orange County Sanitation District 5 of 9 Project No. FR10-016 DRAFT CONTRACT-DO NOT SUBMIT Return to Mende Report 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. 23.2 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 Stale of California. Per California Labor Code 1773.2, OCSD will have on file copies of the prevailing rat of per diem wages at its principal office and at each job site, which shall be made avai�bW intere# party upon request. 23.3 Forfeiture For Violation - Contractor shall, as a penalty to OCSD, forfeit fifty dollars ($500.00) for egrh nalendar day or nnrtinn therenf for eanh wnrker naid (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. _ `� 23.4 Apprentices — Sections 1777.5, 1777.6, 1777.7 of th abor Cod t e 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 or twenty (20) working days or more; or if contracts of specialty contractors not bidding for work through the general or prime Contractor are two thousand dollars ($2,000.00) or more or five (5)working days or more. 23.5 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 19.2 above. Contractor shall conform to Article 3, Chapter 1, Part 7 (Section 1810 at seq.) of the Labor Code of the State of California and shall forfeit to OCSD as a penalty, the sum of twenty fi dollars ($25.00)for each worker employed in the execution of this contract by Contractor or ar$' 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. 23.6 Record of Wages; Inspection - Contractor agrees to maintain accurate payroll records showing the name, address, social security number, work classification, straight-time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker or other employee employed by it in connection with the project and agrees to require that each of its subcontractors do the same. All payroll records shall be certified as accurate by the applicable Contractor or subcontractor or its agent having authority over such matters. Contractor further agrees that its payroll records and those of its subcontractors shall be available to the employee or employee's representative, the Division of Labor Standards Enforcement, and the Division of Apprenticeship Standards and shall comply with all of the provisions of Labor Code Section 1776, in general. Penalties for non-compliance with the requirements of Section 1776 may be deducted from project payments per the requirements of Section 1776. Orange County Sanitation District 6 of 9 Project No. FR10-016 DRAFT CONTRACT-DO NOT SUBMIT Return to Mende Report 24. South Coast Air Quality Mana-gement District's (SCAQMD) Requirements It is Contractor'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. 25. Governing Law This Contract shall he onverned 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 Contract or the performance thereof. 26. Breach The waiver of either party of any breach or violation of, or default under, any provision of this Contract, shall not be deemed a continuing waiver by such party of any other provision or of any subsequent breach or violation of this Contract or default thereunder. breach by Contractor to which OCSD does not object shall not operate as a waiver of OCS� rights to sank remedies Rvgilahle to it fnr any ,ingR.m ient hrearh_ y 27. Remedies In addition to other remedies available in law or equity, if the Contractor fails to make delivery of the goods or Services or repudiates its obligations under this Contract, or if OCSD rejectsdhe goods or Service or revokes acceptance of the goods or Services, OCSD may (1) cancdl the Contract; (2) recover whatever amount of the purchase price OCSD has paid, and/or (3) "cover' by purchasing, or contracting to purchase, substitute goods or Services for those due from Contracto-r. In the event OCSD elects to "cover" as described in (3), OCSD shall be entitled to recover from Contractor as damages the difference between the cost of the substitute goods or Services and the ntract price, togethge with any incidental or consequential damages. 26. Dispute Resolution_ k 28.1 In the event of a dispute as to the co ction or interpretation of this Contract, 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, It ugh the alternate dispute resolution procedures of Judicial Arbitration through Mediation S rvices of Orange County ("JAMS"), or any similar organization or entity conducting an alternate dispute resolution process. 28.2 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. 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 arbitrators 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. 29. Attorney's Fees If any action at law or inequity or if any proceeding in the form of an Alternative Dispute Resolution (ADR) is necessary to enforce or interpret the terms of this Contract, the prevailing party shall be entitled to reasonable attorney's fees, costs and Orange County Sanitation District 7 of 9 Project No. FR10-016 DRAFT CONTRACT-DO NOT SUBMIT Return to Aaentle Report necessary disbursements in addition to any other relief to which he may be entitled. 30. Survival The provisions of this Contract dealing with Payment, Warranty, Indemnity, and Forum for Enforcement, shall survive termination or expiration of this Contract. 31. Severability If any section, subsection, or provision of this Contract, or any agreement or instrument contemplated hereby, or the application of such section, subsection, or provision is held invalid, the remainder of this Contract or instrument in the application of such section, subsection or Provision to persons or circumstances other than those to which it is held invalid, shall not be affected thereby, unless the effect of such invalidity shall be to substantially frustrate the expectations of the Parties. 32. Damage to OCSD's Property Any of O D's property damaged by Contractor, any subcontractors or by the personnel of eith be suet to repair or replacement by Contractor at no cost to OCSD. 33. Disclosure Contractor aoreP_. not to digQl to any third party, data or information generated from this project without the prior written cWent from OCSD. 34. Independent Contractor The legal relationship between the parties hereto is that of an independent contractor, and nothing herein shall be deemed to make Contractor an OCSD employee. During the performance of this Agreement, Contractor and its officers, employees, and agents shall act in an independent capacity and shall not act as OCSD's officers, employees, or agents. Oon?ractor and its officers, employees, and agents shall obtain no rights to any benefits which accrue to OCSD's employees. 35. Limitations upon Subcontracting and Assig* Cctor shall not delegate any duties nor assign any rights under this Contract witho nor written consent of OCSD. Any such attempted delegation or assignment shall be void. 36. Third Party Rights Nothing in this Contract shall be construed to give any rights or benefits to anyone other than OCSD and Contractor. 37. Non-Liability of OCSD Officers and Employees No officer or employee of OCSD shall be personally liable to Contractor, or any successor-in-interest, in the event of any default or breach by OCSD or for any amount which may become due to Contractor or to its successor, or for breach of any obligation for the terms of this Agreement. 36. Read and Understood By signing this Contract, Contractor represents that he has read and understood the terms and conditions of the Contract. 39. Authority to Execute The persons executing this Contract on behalf of the Parties warrant that they are duly authorized to execute this Contract and that by executing this Contract, the Parties are formally bound. 40. Entire Contract This Contract 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 8 of 9 Project No. FR10-016 DRAFT CONTRACT-DO NOT SUBMIT Return b Aaenda Report 41. Notices All notices under this Contract must be in writing. Written notice shall be delivered by personal service or 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. Rejection or other refusal to accept or the inability to deliver because of changed address or which no notice was given as provided hereunder shall be deemed to be receipt of the notice, demand or request sent. All notices shall be effective when first received at the following addresses: OCSD: Clarice M. Marcin Senior Contracts Administrator Orange County Sanitation District 10844 Ellis Avenue Fountain Vall , CA 92708-7018 Contractor: Company Each party shall provide the other art written notice of any4e� s as practicable. �- IN WITNESS WHEREOF, irr��en ing to be legally bound,lAe aused this Contract to be signed by th�duly authorized representatives. ORANGE COUNTY SANITATION DISTRICT Dated: General Manager By: Contracts/Purchasing Manager COMPANY Dated: By: Print Name and Title of Officer IRS Employer's I.D. Number Orange County Sanitation District 9 of 9 Project No. FR10-016 DRAFT CONTRACT-DO NOT SUBMIT BOARD OF DIRECTORS Neebng Dare I TOBA.Of Dir. o4/zs/ 4 AGENDA REPORT Item Number Item Number s Orange County Sanitation District FROM: James D. Herberg, General Manager SUBJECT: ORDINANCE NO. OCSD45, AMENDING ORDINANCE NO. OCSD-34 TO REDUCE THE MAXIMUM NUMBER OF COMPENSABLE DAYS OF SERVICE PER MONTH, FROM TEN TO SIX, FOR THE BOARD CHAIRPERSON GENERAL MANAGER'S RECOMMENDATION A. Open public hearing for proposed Ordinance No. OCSD-45, pertaining to the compensation of the members of the Board of Directors. B. Receive public comment. C. Close hearing. D. Motion to read Ordinance No. OCSD45 by title only and waive reading of said entire Ordinance on April 23, 2014; and D. Adopt Ordinance No. OCSD45, entitled "An Ordinance of the Board of Directors of Orange County Sanitation District Amending Ordinance No. OCSD-34 Pertaining to the Compensation of the Members of the Board of Directors". SUMMARY Ordinance No. OCSD-34 establishes the compensation of the Board of Directors and authorizes compensation for attendance at each meeting of the Board of Directors, or for each day's service rendered as a Member of the Board, by request of the Board; for no more than a total of six meetings per month. The Board Chairperson is authorized to receive compensation for up to ten meetings per month. The proposed ordinance revises the compensation so that the Chairperson receive compensation for up to six meetings per month, equal to the maximum compensation authorized for the rest of the Board. PRIOR COMMITTEE/BOARD ACTIONS November 2007 — Board adopted Ordinance No. OCSD-34, Establishing Board of Directors Compensation Page 1 of 2 987428.1 ADDITIONAL INFORMATION The District has been working to reduce costs reducing the maximum compensation for the Board Chairperson is consistent with the District's cost reduction measures. CEQA N/A BUDGET/PURCHASING ORDINANCE COMPLIANCE N/A ATTACHMENT The following attachment(s) are included in hard copy and may also be viewed on-line at the OCSD website(www.ocsd.coml with the complete agenda package: • Proposed Ordinance No. OCSD-45 • Ordinance No. OCSD-34 Page 2 of 2 987428.1 Return to Mende Report ORDINANCE NO.00SD-45 AN ORDINANCE OF THE BOARD OF DIRECTORS OF ORANGE COUNTY SANITATION DISTRICT, AMENDING ORDINANCE NO. OCSD-34 PERTAINING TO THE COMPENSATION OF THE MEMBERS OF THE BOARD OF DIRECTORS. WHEREAS, Members of the Board of Directors are entitled, by the provisions of State law, to receive compensation for attendance at meetings, or for each day's service rendered as a Member of the Board, nd, WHEREAS, Ordinance No. OCSD-34 establis a compensation of the Board of Directors and authorizes additional ation for the Board Chairperson; and, WHEREAS, the Board wishes to a Ordinance No. SD-34 to set the compensation of the Board Chairpe o be the s me as t the rest of the Board Members. NOW, THEREFORE, the Board of Directors of the Orange County Sanitation District does hereby ORDAIN: Section 1: Section 1 of Ordinance No. OCSD-34 is hereby amended to read: "That each Director shall receive the sum of Two Hundred Twelve Dollars and Fifty-Cents ($212.50) for attendance at eaclT meeting of the Board of Directors, or for each day's service rendered as a Member of the Board, by request of the Board; provided that each Director shall receive compensation for not more than a total of six (6) meetings or six (6) days' service per month." Section 2: Section 2 of Ordind+ No. OCSD-34 is hereby repealed. Section 3: If any provision of this Ordinance is adjudged by a Court of proper jurisdiction to be invalid, or unenforceable, it is the intention of the governing body adopting this Ordinance, that all other provisions shall be valid and enforceable. Section 4: This Ordinance shall be effective sixty (60) days after adoption. Section 5: The Clerk of the Board shall Certify to the adoption of this Ordinance, and shall cause a summary to be published in a newspaper of general circulation as required by law. OCSD-45-1 Return to Mende Report PASSED AND ADOPTED at a regular meeting of the Board of Directors of the Orange County Sanitation District held on April 23, 2014. Chair of the Board of Directors Orange County Sanitation District ATTEST: Clerk of the Board Orange County Sanitation District Bradley R. Hogin, General Coun Orange County Sanitation Distri OCSD-45-2 Return to Mende Report STATE OF CALIFORNIA) )SS. COUNTY OF ORANGE ) I, Maria E. Ayala, Clerk of the Board of Directors of Orange County Sanitation District, do hereby certify that the above and foregoing Ordinance No. OCSD-45 was introduced for first reading at a regular eating of said Board on the 261" day of March, 2014, by the following vote, t AYES: Beamish, Benavides, Choi, Diep, Edgar, Ferryman, Hernandez, Jones, Kring, Levitt, Murdock, Nagel, Nelson, Nguyen, en, Reinhart (Alternate), Seabourn, Shawver, Smith, Smith, T., and Sullivan (Alternate). NOES: None. ABSTENTIONS: Nor ABSENT: Nar and Reese. Passed and adopted at a regular meeting of said Board on the 23rtl day of April, 2014, by the following vote, to wit: AYES: ' NOES: _ ABSTENTIONS: ABSENT: IN WITNESS WHEREOF, I have hereunto set my hand this 23rtl day of April, 2014. v Maria E. Ayala Clerk of the Board Orange County Sanitation District OCSD-45-3 Return to Mende Report ORDINANCE NO.00SD-34 AN ORDINANCE OF THE BOARD OF DIRECTORS OF ORANGE COUNTY SANITATION DISTRICT, ESTABLISHING BOARD OF DIRECTORS' COMPENSATION, AND REPEALING ORDINANCE NO. OCSD-14 AND ORDINANCE NO. OCSD-23 WHEREAS, Members of the Board of Directors are entitled, by the provisions of State law, to receive compensation for attendance at meetings, or for each day's service rendered as a Member of the Board; and, WHEREAS, the last adjustment in the per diem compensation for Directors was effective in 2001; and, WHEREAS, the State Legislature, during the regular Session of Year 2000, adopted legislation (Senate Bill 1559), Chaptered in law (Ch. 86, Stats. 2000), effective January 1, 2001, authorizing the adoption of an Ordinance pursuant to California Water Code Sections 20200 through 20207, including an increase of the per diem compensation in an amount not to exceed five (5%) percent for each calendar year following the operative date of the last adjustment; and, WHEREAS, a policy has been established in Resolution No. OCSD 04-16 regarding Board of Directors' business and travel expense reimbursement, and meeting attendance and compensation; and, WHEREAS, the Board of Directors determines that the proposed increase is reflective of increases in the cost of living related to the performance of service. NOW, THEREFORE, the Board of Directors of the Orange County Sanitation District does hereby ORDAIN: Section 1: That each Director shall receive the sum of Two Hundred Twelve Dollars and Fifty-Cents ($212.50) for attendance at each meeting of the Board of Directors, or for each day's service rendered as a Member of the Board, by request of the Board; provided that each Director, other than the Chair of the Board, shall receive compensation for not more than a total of six (6) meetings or six (6) days' service per month. Section 2: The Chair of the Board shall receive compensation for not more than a total of ten (10) meetings, or ten (10) days' service per month. Section 3: If any provision of this Ordinance is adjudged by a Court of proper jurisdiction to be invalid, or unenforceable, it is the intention of the Return to Mende Report governing body adopting this Ordinance, that all other provisions shall be valid and enforceable. Section 4: Ordinance Nos. OCSD-14 and OCSD-23 are hereby repealed. Section 5: This Ordinance shall be effective sixty (60) days after adoption. PASSED AND ADOPTED at a regular meeting of the Board of Directors of the Orange County Sanitation District held November 28, 200T Chi of the Board of ectors O e County Sanita ion District ATTEST: �� Clerk of of t Orange County Sanitation District r Bradley R. H gin, Gener;ArC946s61 Orange County Sanitation Di trict ' Return b Aaenda Report STATE OF CALIFORNIA ) )SS. COUNTY OF ORANGE ) I, PENNY M. KYLE, Clerk of the Board of Orange County Sanitation District, do hereby certify that the above and foregoing Ordinance No. OCSD-34 was passed and adopted at a regular meeting of said Board on the 28th day of November, 2007, by the following vote, to wit: AYES: Steven Choi; Larry Crandall; Doug Davert; Jim Ferryman; Rich Freschi; Cathy Green; Phil Luebben; Roy Moore; Joy Neugebauer; Chris Norby; Ken Parker; Constance Underhill; Mark Waldman; Don Webb NOES: Charles Antos; Don Bankhead; Tom Beamish; Bill Dalton; Patsy Marshall; Dave Shawver; Harry Sidhu; Jim Winder; ABSENT: Jon Dumitru; Darryl Miller; Sal Tinajero IN WITNESS WHEREOF, I have hereunto set my hand this 28th day of November, 2007. Penny M. We Clerk of the Board Orange County Sanitation District H:OEPT MO\IM1510SAROINTNCESVMMCSD. LOROIMNCE CERTIFICNMMWC ITEM NO. 6 MINUTES OF THE OPERATIONS COMMITTEE Engineering, Operations & Maintenance, and Facilities Support Services Orange County Sanitation District A regular meeting of the Operations Committee of the Orange County Sanitation District was held on April 2, 2014, at 5:05 p.m. at the District's Administrative Office. Director Shawver led the Flag Salute. A quorum was declared present, as follows: Operations Directors Present: Staff Present: John Nielsen, Chair Jim Herberg, General Manager Brett Murdock, Vice-Chair Bob Ghirelli, Assistant General Manager Rush Hill (Alternate) Rob Thompson, Director of Engineering Lucille Kring Nick Arhontes, Director of Facilities Support Michael Levitt Services Steve Nagel Ed Torres, Director of Operations & Maintenance Greg Sebourn Lorenzo Tyner, Director of Finance & David Shawver Administrative Services Fred Smith Jeff Reed, Director of Human Resources Constance Underhill (Alternate) Kelly Lore, Secretary Pro Tern Troy Edgar, Board Chair Cindi Ambrose Jennifer Cabral Operations Directors Absent: Jim Colston Steve Jones Dean Fisher Tom Beamish, Board Vice-Chair Norbert Gala At Garcia Dave Halverson Kathy Millea Faviola Miranda Others Present: Brad Hogin, General Counsel Bob Ooten (Alternate Director) PUBLIC COMMENTS: No public comments. REPORT OF COMMITTEE CHAIR: Committee Chair, John Nielsen did not provide a report. 04/02/2014 Operations Committee Minutes Page 1 of 5 REPORT OF GENERAL MANAGER: General Manager, Jim Herberg introduced newly appointed Director of Engineering, Rob Thompson. CONSENT CALENDAR: 1. MOVED, SECONDED, and DULY CARRIED: Approve Minutes of March 5, 2014, Operations Committee meeting. AYES: Edgar, Kring, Levitt, Murdock, Nagel, Nielsen, Sebourn, Shawver and Smith NOES: None ABSTENTIONS: Hill (Alternate) and Underhill (Alternate) ABSENT: Beamish and Jones 2. MOVED, SECONDED, and DULY CARRIED: Recommend to the Board of Directors to: A. Approve a Professional Consultant Services Agreement with Black & Veatch Corporation to provide construction support services for CenGen Emissions Control, Project No. J-111, for an amount not to exceed $1,097,212; and B. Approve a contingency of$109,721 (10%). AYES: Edgar, Hill (Alternate), Kring, Levitt, Murdock, Nagel, Nielsen, Sebourn, Shawver, Smith and Underhill (Alternate) NOES: None ABSTENTIONS: None ABSENT: Beamish and Jones 3. MOVED, SECONDED, and DULY CARRIED: Recommend to the Board of Directors to: A. Approve a Professional Consultant Services Agreement with Brown & Caldwell to provide construction support services for Newport Force Main Rehabilitation, Project No. 5-60, for an amount not to exceed $2,231,925; and 04/02114 Operations Committee Minutes Page 2 of 5 B. Approve a contingency of$178,554 (8%). AYES: Edgar, Hill (Alternate), Kring, Levitt, Murdock, Nagel, Nielsen, Sebourn, Shawver, Smith and Underhill (Alternate) NOES: None ABSTENTIONS: None ABSENT: Beamish and Jones NON-CONSENT: Dave Halverson, Engineering Manager, gave a brief presentation of the item. 4. MOVED, SECONDED AND DULY CARRIED: A. Award a Change Order to P.O. # 104926-OB to Jamison Engineering Contractors, Inc. for the Rehabilitation of Two (2) Final Basins at Plant No. 2, Specification No. S-2013-585BD for an additional amount not to exceed $62,500.00 for a total amount not to exceed $124,993; and B. Approve a contingency of$12,500 (10%) AYES: Edgar, Hill (Alternate), Kring, Levitt, Murdock, Nagel, Nielsen, Sebourn, Shawver, Smith and Underhill (Alternate) NOES: None ABSTENTIONS: None ABSENT: Beamish and Jones INFORMATION ITEMS: 5. Capital Improvement Program Update Dean Fisher, Engineering Manager, provided an informational PowerPoint presentation and update on the status of the current Capital Improvement Program (CIP). He shared cumulative data for major construction projects completed and program accomplishments for FY 2013-14. 04/02J74 Operations Committee Minutes Page 3 of 5 Rob Thompson, Director of Engineering, provided information on the plan and budget for the new CIP that will be proposed for approval in June. He informed the Committee of the enhanced planning methodology, the top revised CIP projects, proposed new project and studies, the five-year rate increase cash Flow impact and the CIP budget forecast and answered questions from the Committee. The Committee members requested that staff coordinate additional information regarding the future CIP cash flow with the upcoming budget book presentation. Director Shawver left the meeting at 6:05 p.m. 6. Community Outreach Assistant General Manager Bob Ghirelli introduced Senior Public Affairs Specialist Faviola Miranda, who provided an informative PowerPoint presentation regarding OCSD's Public Outreach Program. She informed the Committee of community and media relations, public education, special events, and explained the use of social media. Ms. Miranda also displayed various informational and promotional items. Director Seabourn requested a presentation from Public Affairs at an upcoming City of Fullerton Council meeting and the possibility of a booth at the city's Farmers Market. DEPARTMENT HEAD REPORT: Ed Torres, Director of Operations and Maintenance reported he had met with the expert panel organized by the National Water Research Institute on March 26th, to review our effluent disinfection strategy. He stated that overall the panel was very complimentary of the District's proactive efforts in protecting public health; impressed with our Urban Water runoff program; supportive of discontinuing chlorination and offered suggestions for positive public outreach. Mr. Torres went on to state that there were no damages to the treatment plant or the collection facilities from the recent earthquake. Director Levitt suggested that the District have some type of policy for media coverage, after a natural disaster or emergency, to better inform the public of the status of the OCSD plant/sewer infrastructure. Mr. Torres stated that staff is working on that issue. Mr. Herberg stated that the District has an excellent plan in the event of a disaster, including an incident command system, communication protocol, and a Public Affairs representative available during a disaster, but that we are not currently positioned for positive notifications. Chair Edgar asked that an agenda item be placed on the next Operations Committee Meeting regarding an overall incident report of the earthquake. 04/02/14 Operations Committee Minutes Page 4 of 5 Director Seaboum reported the status of his city after the earthquake of March 28th. stating the city of Fullerton is estimating upwards of $5 million in damages. He further stated that there were 12 water main breaks and that at approximately ''/4 mile from the pump station at Cal State Fullerton, two buildings were red tagged. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: None. ADJOURNMENT At 6:40 p.m., Committee Chair Nielsen declared the meeting adjourned to the next scheduled meeting of Wednesday, May 7, 2014 at 5:00 p.m. Submitted by, Kelly A. Lore, Secretary Pro Tem 04/02l74 Operations Committee Minutes Page 5 of 5 OPERATIONS COMMITTEE Meeting Date TOBA.Of Dir. 04/02/14 oa/zs/ia AGENDA REPORT Item Number Item Numbe z Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Director of Engineering SUBJECT: CENGEN EMISSIONS CONTROL, PROJECT NO. J-111 GENERAL MANAGER'S RECOMMENDATION A. Approve a Professional Consultant Services Agreement with Black & Veatch Corporation to provide construction support services for CenGen Emissions Control, Project No. J-111, for an amount not to exceed $1,097,212; and B. Approve a contingency of$109,721 (10%). SUMMARY The CenGen Emissions Control Project, Project No. J-111, will install equipment at each plant to control the Central Generation emissions and comply with existing and proposed regulatory limits. The Central Generation System (CGS) engines provide both electricity and heat to our treatment plants and are permitted to operate by the South Coast Air Quality Management District (SCAQMD). The project will also automate the operation of two steam absorption chillers and provide a steam converter at Plant No. 2 to reduce natural gas consumption required for digester heating. Black & Veatch Corporation (Black & Veatch) has satisfactorily provided engineering services for this project. Black & Veatch's engineering support services are needed during the construction phase to provide continuity through the completion of the project. The proposed services will be provided on an as-needed basis and will include reviewing submittals, answering Contractor's requests for information, reviewing design changes, providing training and Operations Manual and Procedures content, preparing record drawings, and assisting in closeout of the project. Staff negotiated with Black & Veatch for these support services in accordance with the Orange County Sanitation District's (Sanitation District) 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 to prepare record drawings. Based on this review, staff determined the negotiated fee to be fair and reasonable for these services. Staff recommends awarding a Professional Consultant Services Agreement with Black & Veatch for an amount not to exceed $1,097,212, and approving a contingency of $109,721 (10%). Page 1 of 2 PRIOR COMMITTEE/BOARD ACTIONS November 2013 — Authorized staff to enter into negotiations with Black & Veatch Corporation for construction support services for CenGen Emission Control, Project No. J-111. ADDITIONAL INFORMATION None. CEQA A Notice of Exemption was filed and recorded on September 24, 2012. BUDGET/PURCHASING ORDINANCE COMPLIANCE This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This item has been budgeted (Line item: FY 2013-14 Update, Page A-10) and the budget is sufficient for the recommended action. Date of ADDroval Contract Amount Contingency 04/23/14 $1,097,212 $109,721 (10%) ATTACHMENT The following attachment(s) maybe viewed on-line at the OCSD website (w ..ocsd.com) with the complete agenda package: Professional Consultant Services Agreement RT:JM:dm:gc Page 2 of 2 Return to Aaenda Report PROFESSIONAL CONSULTANT SERVICES AGREEMENT THIS AGREEMENT, is made and entered into to be effective the 23rd day of April, 2014, 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 Central Generation Emissions Control, Project No. J-111; 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 Delegation of Authority (DOA) Section 5.7 (f)and (g)for the selection of Construction Support Services and has proceeded in accordance with said procedures to perform this work; and, WHEREAS, at its regular meeting on April 23, 2014, the Board of Directors, by Minute Order, accepted the recommendation of the Operations Committee pursuant to SANITATION DISTRICT Board of Directors' Ordinance No. OCSD-44 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 ensure that all work is performed to the standards of professional engineering practice for clarity, uniformity, and completeness. PCSA PROJECT NO.J-111 Rwsed 123113 CENTRAL GENERATION EMISSIONS CONTROL Page 1 of 16 Return to Aaenda Report 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 formal to the SANITATION DISTRICT format shall not be acceptable in lieu of this requirement. Electronic files shall be subject to an acceptance period of fifteen (15) 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 One Million, Ninety- Seven Thousand, Two Hundred Twelve Dollars ($1,097,212). 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. 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 PCSA PROJECT NO.J-111 Rwsed 123113 CENTRAL GENERATION EMISSIONS CONTROL Page 2 of 16 Return to Aaenda Report 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 Subconsultant 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. 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 PCSA PROJECT NO.J-111 Revised 123113 CENTRAL GENERATION EMISSIONS CONTROL Page 3 of 16 Return to Aaenda Report 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. 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. 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. He 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 PCSA PROJECT NO.J-111 Rwsed 123113 CENTRAL GENERATION EMISSIONS CONTROL Page 4 of 16 Return to Aaenda Report 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. 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 $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. PREVAILING WAGES To the extent CONSULTANT intends to employ employees who will perform work during the design and preconstruction phases of a construction contract, as more specifically defined under Labor Code Section 1720, CONSULTANT shall be subject to prevailing wage requirements with respect to such employees. PCSA PROJECT NO.J-111 Rwsed 123113 CENTRAL GENERATION EMISSIONS CONTROL Page 5 of 16 Return to Aaenda Report 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 Contractor to substitute any insurer whose rating drops below the levels herein specified. Said substitution shall occur within 20 days of written notice to Contractor, 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: One PCSA PROJECT NO.J-111 Rwsed 123113 CENTRAL GENERATION EMISSIONS CONTROL Page 6 of 16 Return to Aaentle Report Million Dollars ($ 1,000,000) per occurrence with One Million Dollars ($1,000,000)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) 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 One Million Dollars ($1,000,000) or alternatively, One Million Dollars ($1,000,000) 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. 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 of California Insurance Fund and the identifier"SCIF" and endorsement numbers 2570 and 2065 are referenced on the certificate of insurance. F. 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 Three Million Dollars PCSA PROJECT NO.J-111 Rwsed 123113 CENTRAL GENERATION EMISSIONS CONTROL Page 7 of 16 Return to Aaende Report ($3.000,000)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. G. 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 SANITATION DISTRICT reserves the right to require complete, certified copies of all required insurance policies, including endorsements, effecting the coverage required, at any time at the CONSULTANT's main office. The following are approved forms that must be submitted as proof of coverage: • Certificate of Insurance ACORD Form 25-S(7/97)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. PCSA PROJECT NO.J-111 Revised 123113 CENTRAL GENERATION EMISSIONS CONTROL Page 8 of 16 Return to Aaenda Report • 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. H. 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-S (7/97)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 Contracts Administration, Div. 230, 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. I. 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. J. Separation of Insured All liability policies shall contain a "Separation of Insureds" clause. K. 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. L. 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 PCSA PROJECT NO.J-111 Rwsed 123113 CENTRAL GENERATION EMISSIONS CONTROL Page 9 of 16 Return to Aaenda Report 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. M. Defense Costs Liability policies 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. N. 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. 8. SCOPE CHANGES In the event of a change in the scope of the proposed project, requested by SANITATION DISTRICT, the parties hereto shall execute an addendum 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. PCSA PROJECT NO.J-111 Revised 123113 CENTRAL GENERATION EMISSIONS CONTROL Page 10 of 16 Return to Aaenda Report 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 Subconsultants. 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 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 effected 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: Sarah L. Strader, Senior Contracts Administrator Copy: Jeff Mohr, Project Manager PCSA PROJECT NO.J-111 Rwsed 123113 CENTRAL GENERATION EMISSIONS CONTROL Page 11 of 16 Return to Aaenda Report Notices shall be mailed to CONSULTANT at: Black &Veatch Corporation 800 Wilshire Blvd., Suite 600 Los Angeles, CA 90017 Attention: Andrew Stanton, P.E. 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. 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. PCSA PROJECT NO.J-111 Revised 123113 CENTRAL GENERATION EMISSIONS CONTROL Page 12 of 16 Return to Aaenda Report 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. ATTORNEY'S 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 he 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. 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 (al 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, CONSULTANT'S, 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 CONSULTANT'S fees and costs and the SANITATION DISTRICT'S general and administrative expenses; individually, a "Claim"; 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, CONSULTANT, 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 PCSA PROJECT NO.J-111 Revised 123113 CENTRAL GENERATION EMISSIONS CONTROL Page 13 of 16 Return to Aaenda Report CONSULTANT to indemnify the Indemnified Parties from any Claim arising solely from: (A)the 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. 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 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. PCSA PROJECT NO.J-111 Revised 123113 CENTRAL GENERATION EMISSIONS CONTROL Page 14 of 16 Return to Aaenda Report 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 Department and may be considered in future CONSULTANT selection processes. 25. 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. 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. 26. 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 PROJECT NO.J-111 Revised 123113 CENTRAL GENERATION EMISSIONS CONTROL Page 15 of 16 Return to Aaenda Report 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 Chair, Board of Directors Date By Maria Ayala Date Clerk of the Board By Marc Dubois Date Contracts, Purchasing and Materials Management Division 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'—Cost Matrix& Cost Summary Attachment"H"—Not Used Attachment"I"— Not Used SLS:yp EDMS:003986387 PCSA PROJECT NO.J-111 Rwsed 123113 CENTRAL GENERATION EMISSIONS CONTROL Page 16 of 16 OPERATIONS COMMITTEE Meeting Date TOBA.Of Dir. 04/02/14 oats/i4 AGENDA REPORT Item Number Item Number 3 a Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Director of Engineering SUBJECT: NEWPORT FORCE MAIN REHABILITATION, PROJECT NO. 5-60 GENERAL MANAGER'S RECOMMENDATION A. Approve a Professional Consultant Services Agreement with Brown & Caldwell to provide construction support services for Newport Force Main Rehabilitation, Project No. 5-60, for an amount not to exceed $2,231,925; and B. Approve a contingency of$178,554 (8%). SUMMARY The purpose of this project is to rehabilitate the Newport Force Main system located on Pacific Coast Highway in Newport Beach between the Bitter Point Pump Station and Dover Drive. Brown & Caldwell has satisfactorily furnished engineering services for the design of Project No. 5-60, and their engineering support services during construction will provide continuity through the completion of the project. The proposed engineering services during construction will be provided on an as-needed basis and will include reviewing submittals, responding to Contractor's requests for information, reviewing and preparing design changes, providing micro-tunneling inspection, preparing record drawings, and assisting in the closeout of the project. Staff negotiated with Brown & Caldwell for these support services in accordance with the Orange County Sanitation District's (Sanitation District) 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 and considering the complexity of construction, staff determined the negotiated fee to be fair and reasonable for these services. Staff recommends awarding a Professional Consultant Services Agreement with Brown & Caldwell for an amount not to exceed $2,231,925, and approving a contingency of$178,554 (8%) PRIOR COMMITTEE/BOARD ACTIONS December 2011 — Approved a Professional Design Services Agreement with Brown & Caldwell for engineering design services for Newport Force Main Rehabilitation, Project No. 5-60, for an amount not to exceed $1,944,364; and, approve a contingency of $388,873 (20%). Page 1 of 2 ADDITIONAL INFORMATION This construction support services contract contains engineering support that goes beyond what is typical for this type of contract to better respond to potential construction issues during this particular project. The tunneling work being performed under Newport Boulevard and Dover Drive is high risk work and a special tunneling sub- consultant is included as part of this contract to observe all Contractor tunneling operations. The special tunneling consultant will report on tunnel line and grade, slurry face pressure, slurry flow rates, and other key metrics for the purpose of seeing problems sooner. Metrics will be trended, monitored and reported daily to alert Sanitation District project staff and Contractor of potential problems in tunneling operations. The tunneling observation will be full-time and performed with a partnering attitude to encourage teamwork and cooperation. The special tunneling consultant will also review tunneling submittals and help develop the risk plan. CEQA Newport Force Main Rehabilitation, Project No. 5-60, is within the scope of the Program Environmental Impact Report (PEIR) for the Collection System Improvement Plan, SCH# 2006101018, certified in June 2007. Pursuant to CEQA Guidelines section 15168(c)(4), the Sanitation District prepared an addendum to the PEIR to cover sections that needed further analyzes; air quality and greenhouse gas emissions which was not included in the original PEIR. The Board adopted Addendum No. 2 to the Collections PEIR on March 26, 2014. After reviewing the facts and analyzing the circumstances, staff has determined that these issue areas are of no substantial changes since the certification of the Final PEIR for the Collection System Improvement Plan. BUDGET/PURCHASING ORDINANCE COMPLIANCE This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This item has been budgeted (FY2013-14 Update, Page A-7, Item 24) and the budget is sufficient for the recommended action. Date of Augroyal Contract Amount contingency 04/23/14 $2,231,925 $178,554 (8%) ATTACHMENT The following attachment(s) maybe viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: Professional Consultant Services Agreement RT:MD:dm:gc Page 2 of 2 Return to Aaenda Report PROFESSIONAL CONSULTANT SERVICES AGREEMENT THIS AGREEMENT, is made and entered into to be effective the 23rd day of April, 2014 by and between the ORANGE COUNTY SANITATION DISTRICT, hereinafter referred to as "SANITATION DISTRICT", and BROWN AND CALDWELL, 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 Newport Force Main Rehabilitation, Project No. 5-60; 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 Board of Directors' Ordinance No. OCSD-44 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 April 23, 2014, the Board of Directors, by Minute Order, accepted the recommendation of the Operations Committee pursuant to SANITATION DISTRICT Board of Directors' Ordinance No. OCSD-44 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 PROJECT NO. 5.60 Revised 123113 NEWPORT FORCE MAIN REHABILITATION Page 1 of 16 Return to Aaence Report 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 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 parry 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 Two Million Two Hundred Thirty One Thousand Nine Hundred Twenty Five Dollars ($2,231,925). 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'B"- Fee Proposal Form & Labor Hour/Cost Matrix, and Attachment"C" -Subconsultant Proposals. 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 PCSA PROJECT NO.5-60 Revised 123113 NEWPORT FORCE MAIN REHABILITATION Page 2 of 16 Return b Aaenda Report 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'B"- Fee Proposal Form & Labor Hour/Cost Matrix, and Attachment "C"- Subconsultant Proposals. 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'B"- Fee Proposal Form & Labor Hour/Cost Matrix, and Attachment "C"- Subconsultant Proposals. 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"B" - Fee Proposal Form & Labor Hour/Cost Matrix, and Attachment"C"—Subconsultant Proposals. For any Subconsultant whose fees for services are less than $100,000, CONSULTANT may pay to Subconsultant 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"C"—Subconsultant Proposals. 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 PCSA PROJECT NO.5-60 Revised 123113 NEWPORT FORCE MAIN REHABILITATION Page 3 of 16 Return to Aaenda Report amount not to exceed the sum set forth in Attachment"B" - Fee Proposal Form & Labor Hour/Cost Matrix, and Attachment"C" -Subconsultant Proposals. 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. 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. 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. He 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. PCSA PROJECT NO.5-60 Revised 123113 NEWPORT FORCE MAIN REHABILITATION Page 4 of 16 Return to Aaenda Report 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. 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 $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; ore) 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. PREVAILING WAGES To the extent CONSULTANT intends to employ employees who will perform work during the design and preconstruction phases of a construction contract, as more specifically defined under Labor Code Section 1720, CONSULTANT shall be subject to prevailing wage requirements with respect to such employees. PCSA PROJECT NO. 5.60 Revised 123113 NEWPORT FORCE MAIN REHABILITATION Page 5 of 16 Return to Aaenda Report 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 Contractor to substitute any insurer whose rating drops below the levels herein specified. Said substitution shall occur within 20 days of written notice to Contractor, 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 PROJECT NO.5-60 Revised 123113 NEWPORT FORCE MAIN REHABILITATION Page 6 of 16 Return to Aaende Report 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, owners and contractors protective liability, 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) 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 One Million Dollars ($1,000,000) or alternatively, One Million Dollars ($1,000,000) 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. 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 of California Insurance Fund and the identifier"SCIF" and endorsement numbers 2570 and 2065 are referenced on the certificate of insurance. F. 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 Two Million Dollars PCSA PROJECT NO.5-60 Revised 123113 NEWPORT FORCE MAIN REHABILITATION Page 7 of 16 Return to Aaende Report ($2,000,000)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. G. 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 SANITATION DISTRICT reserves the right to require complete, certified copies of all required insurance policies, including endorsements, effecting the coverage required, at any time. The following are approved forms that must be submitted as proof of coverage: • Certificate of Insurance ACORD Form 25-S(7/97)or equivalent. • Additional Insurance (ISO Form) CG2010 11 85 or (General Liability) The combination of(ISO Forms) CG 2010 1001 and CG 2037 1001 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. PCSA PROJECT NO.5-60 Revised 123113 NEWPORT FORCE MAIN REHABILITATION Page 8 of 16 Return to Aaeoda Report • 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. H. 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-S (7/97)shall state the required thirty (30) days' written notification. The policy shall not terminate, nor shall it be cancelled 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 If 0) days written notice to the SANITATION DISTRICT. I. 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. J. Separation of Insured All liability policies shall contain a "Separation of Insureds" clause. K. 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. L. 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. PCSA PROJECT NO. 5.60 Revised 123113 NEWPORT FORCE MAIN REHABILITATION Page 9 of 16 Return to Aaenda Report M. Defense Costs Liability policies 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. N. 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. 8. SCOPE CHANGES In the event of a change in the scope of the proposed project, requested by SANITATION DISTRICT, the parties hereto shall execute an addendum 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 PCSA PROJECT NO.5-60 Revised 123113 NEWPORT FORCE MAIN REHABILITATION Page 10 of 16 Return to Aaenda Report subcontracts, and shall ensure that these rights are binding upon all Subconsultants. 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 SANITATION DISTRICT for review and audit, all Project related accounting records and documents, and any other financial data within 16 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 effected 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: Gary V. Prater, Principal Contracts Administrator Copy: Martin A. Dix, Project Manager Notices shall be mailed to CONSULTANT at: Brown and Caldwell 18200 Von Kerman Avenue Suite 400 Irvine, CA 92612 Attention: Daniel A. Bunce, PE, PMP PCSA PROJECT NO. 5.60 Revised 123113 NEWPORT FORCE MAIN REHABILITATION Page 11 of 16 Return to Aaenda Report 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. 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. PCSA PROJECT NO. 5.60 Revised 123113 NEWPORT FORCE MAIN REHABILITATION Page 12 of 16 Return to Aaende Report 19. ATTORNEY'S 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 he 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. 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, CONSULTANT'S, 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 CONSULTANT'S fees and costs and the SANITATION DISTRICT'S general and administrative expenses; individually, a "Claim"; 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, CONSULTANT, 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 solely from: (A)the active negligence or willful misconduct of the Indemnified Parties; or (B)a natural disaster or other act of God, such as an earthquake; or PCSA PROJECT NO. 5.60 Revised 123113 NEWPORT FORCE MAIN REHABILITATION Page 13 of 16 Return to Aaenda Report (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 (13) 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. 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 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 Department and may be considered in future CONSULTANT selection processes. PCSA PROJECT NO. 5.60 Revised 123113 NEWPORT FORCE MAIN REHABILITATION Page 14 of 16 Return to Aaenda Report 25. 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. 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. 26. 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 PROJECT NO. 5.60 Revised 123113 NEWPORT FORCE MAIN REHABILITATION Page 15 of 16 Return to Aaende Report 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: Brown and Caldwell By Date Printed Name &Title ORANGE COUNTY SANITATION DISTRICT By Chair, Board of Directors Date By Maria E. Ayala Clerk of the Board Date By Marc Dubois Date Contracts, Purchasing and Materials Management Division Manager Attachments: Attachment"A"—Scope of Work Attachment"B"—Fee Proposal Form & Labor Hour/Cost Matrix Attachment"C"—Subconsultant Proposals Attachment"D"—Allowable Direct Costs GVP:yp EDMB:003986344 PCSA PROJECT NO. 5.60 Revised 123113 NEWPORT FORCE MAIN REHABILITATION Page 16 of 16 ITEM NO. 9 MINUTES OF THE REGULAR MEETING OF THE ADMINISTRATION COMMITTEE Orange County Sanitation District Wednesday, April 9, 2014, at 5:30 P.M. A regular meeting of the Administration Committee of the Orange County Sanitation District was held on April 9, 2014, at 5:40 p.m., in the Sanitation District's Administration Building. Committee Chair Reese led the Flag Salute. A quorum was declared present, as follows: COMMITTEE MEMBERS PRESENT: STAFF PRESENT: Brad Reese, Chair Jim Herberg, General Manager John Withers, Vice-Chair Bob Ghirelli, Assistant General Manager David Benavides Lorenzo Tyner, Director of Finance Joe Carchio & Administrative Services Steven Choi Jeff Reed, Director of Human Resources Tyler Diep Nick Arhontes, Director of Facilities James Ferryman Support Services Gene Hernandez Rob Thompson, Director of Engineering Peter Kim Ed Torres, Director of Operations and Prakash Narain Maintenance Janet Nguyen Maria Ayala, Clerk of the Board Teresa Smith Jennifer Cabral Troy Edgar, Board Chair Dean Fisher Tom Beamish, Board Vice-Chair Norbert Gaia Al Garcia COMMITTEE MEMBERS ABSENT: Randy Kleinman Faviola Miranda Mike White OTHERS PRESENT: Brad Hogin, General Counsel Mike Simmons, Alliance Insurance Services PUBLIC COMMENTS: None. 04109i2014 Administration Committee Minutes Page 1 of4 REPORT OF COMMITTEE CHAIR: Committee Chair Reese did not provide a report. REPORT OF GENERAL MANAGER: General Manager, Jim Herberg, briefly reported on the two recent trips by him and Board Chair, Troy Edgar. They traveled to Washington DC to receive the US Water Prize, and they traveled to Sacramento to testify at the Committee Hearing on SB 946. A more detailed report will follow at the next Board meeting. REPORT OF DIRECTOR OF FINANCE AND ADMINISTRATIVE SERVICES: Mr. Tyner did not provide a report. CONSENT CALENDAR: 1. MOVED, SECONDED, AND DULY CARRIED: Approve Minutes of the March 12, 2014 Administration Committee Meeting. AYES: Beamish, Benavides, Carchio, Choi, Diep, Edgar, Ferryman, Hernandez, Kim, Narain, Nguyen, Reese, Smith and Withers NOES: None ABSTENTIONS: None ABSENT: None NON-CONSENT: Mr. Tyner gave a brief report on the current impact the current interest rates or market will have on possible refinance. 2. MOVED, SECONDED, AND DULY CARRIED: Recommend to the Board of Directors to: Authorize the General Manager to issue new fixed rate Certificates of Participation (COP), to be referred to as Wastewater Refunding Revenue Obligations, in an amount sufficient to refund up to $267.3 million of COP Series 2007B. 04/09/2014 Administration Committee Minutes Page 2 of 4 AYES: Beamish, Benavides, Carchio, Choi, Diep, Edgar, Ferryman, Hernandez, Kim, Narain, Nguyen, Reese, Smith and Withers NOES: None ABSTENTIONS: None ABSENT: None INFORMATION ITEMS: Chair Reese announced that Agenda Item No. 5 would be heard first. 5. Community Outreach Program Update Faviola Miranda, Sr. Public Affairs Specialist, gave a report on the District's Outreach Program. Points covered in the presentation were: a display of the District's What2Flush campaign and other information materials, social media outreach, community outreach events, etc. The Committee had questions and feedback regarding: translation of materials into different languages; possible use of Huntington Beach's public channel; construction outreach; possible partnership with education sector; etc. 3. Status of 2014-15 Insurance Renewals Mike Simmons, Alliance Insurance Services, provided a brief report on the current insurance rates and their impact on the District's insurance plans. 4. FY 2014-15 Capital Improvement Program Update Dean Fisher, Engineering Manager, and Rob Thompson, Director of Engineering, gave a PowerPoint presentation on the District's Capital Improvement Program. The presentation included information on: current projects; budget; accomplishments; revised projects; enhanced planning; proposed new projects; etc. (Directors Nguyen and Withers left the meeting at 6:21 p.m. during the presentation.) The Committee held considerable discussion regarding the CIP budget forecast. Staff responded to questions from the Committee. (Director Diep left the meeting at 6:30 p.m. during the discussion.) 04/09/2014 Administration Committee Minutes Page 3 of 6. FY 2014-15 and 2015-16 Budget Mike White, Controller, gave a PowerPoint presentation on the District's budget planning process, and what the new budget plan (for the new 2-year budget) is projected to look like. The Committee had questions regarding: chemical purchases; biosolids management; energy production; etc. Staff responded accordingly. CLOSED SESSION: None. Director Kim asked for a simple update on when a report might be forthcoming on labor negotiations. Jeff Reed, Director of Human Resources, responded that a meet and confer with the Supervisors and Professionals group was requested and they are currently awaiting a response. He hopes to bring a closed session item for discussion for the next Administration Committee Meeting in May. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: None. ADJOURNMENT: Committee Chair Reese declared the meeting adjourned at 7:01 p.m., to the next regularly scheduled meeting of May 14, 2014. Submitted by: Maria E. Ayala Clerk of the Board 04/09/2014 Administration Committee Minutes Page 4 of 4 ADMINISTRATION COMMITTEE "I'm,Date T1.1 IDir. 04/09/14 4/23/14 AGENDA REPORT Item Number Item Nu bar 2 10 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Lorenzo Tyner, Director of Finance and Administrative Services SUBJECT: WASTEWATER REFUNDING REVENUE OBLIGATIONS, SERIES 2014A GENERAL MANAGER'S RECOMMENDATION Authorize the General Manager to issue new fixed rate Certificates of Participation (COP), to be referred to as Wastewater Refunding Revenue Obligations, in an amount sufficient to refund up to $267.3 million of COP Series 2007B. SUMMARY Tax-exempt interest rates increased significantly from May 2013 through September 2013 due to market concems that the Federal Reserve would start to taper their $85 billion of monthly bond purchases in the coming months. However, due to the lack of municipal new issuance volume this year, tax-exempt yields have dropped in 2014 as shown in the recent rate history for the AAA GO Municipal Market Data Index for 10- year maturities below: 10-Year Maturities AAA MMD January 1, 2013 to Present 3.5% 3.0% 2.5% 2.0% 1.5% Date With the decline in interest rates, there is the potential opportunity to refinance a portion of the outstanding COP Series 2007B to reduce interest costs for the Sanitation District. Page 1 of 4 Under current market conditions, nine maturities of the COP Series 2007B, equal to $82.3 million, may be advance refunded generating 7% present value savings, or $6 million (the minimum percentage required by the Sanitation District's debt policy is 3%). The savings are contingent on market conditions at the time of the refunding sale; however, if interest rates decline even further, additional maturities could also be refunded and produce the requisite savings targets. The outstanding amount of COP Series 2007B is currently $267.3 million. Approval of the recommended actions above will direct staff to begin the process of refunding a portion of the outstanding $267.3 million COP Series 2007B debt utilizing the assistance of Public Resources Advisory Group (PRAG), as financial advisor, and the bond counsel fine of Fulbright & Jaworski. PRIOR COMMITTEE/BOARD ACTIONS September 20, 2012: Adopt Resolution No. OCSD 12-12, authorizing the execution and delivery by the District of an Installment Purchase Agreement, a Trust Agreement and a Continuing Disclosure Agreement in connection with the execution and delivery of Orange County Sanitation District Revenue Refunding Certificate Anticipation Notes, Series 2012C, such Notes evidencing principal in an aggregate amount of not to exceed $145,000,000, approving a Notice of Intention to Sell, authorizing the distribution of an Official Notice Inviting Bids and an Official Statement in connection with the offering and sale of such Notes and authorizing the execution of other necessary documents and related actions. September 25, 2013: Adopt Resolution No. OCSD 13-14, authorizing the execution and delivery by the Orange County Sanitation District of an Installment Purchase Agreement, a Trust Agreement and a Continuing Disclosure Agreement in connection with the execution and delivery of Orange County Sanitation District Revenue Refunding Certificate Anticipation Notes, Series 2013A, authorizing the execution and delivery of such Notes evidencing principal in an aggregate amount of not to exceed $135,000,000, approving a Notice of Intention to Sell, authorizing the distribution of an Official Notice Inviting Bids and an Official Statement in connection with the offering and sale of such Notes and authorizing the execution of necessary documents and related actions. Page 2 of 4 ADDITIONAL INFORMATION The Sanitation District currently has ten series of debt issuances outstanding in the par amount of $1.23 billion. The table on the following page lists each issuance, the outstanding amount, and the interest rate mode. Outstandin Interest Rate m Par Aountjl Mode eries 2013A CANS(4) $ 129,625,000 Fixed Rate (one-year) eries 2012B Refunding(2) 66,395,000 Fixed Rate eries 2012A Refunding(3) 100,645,000 Fixed Rate eries 2011A Refunding(2x3) 130,345,000 Fixed Rate eries 20100) 157,000,000 Fixed Rate eries 2010A(a) 80,000,000 Fixed Rate eries 2009A Refunding(3) 184,090,000 Fixed Rate eries 2008B Refunding(6) 25,585,000 Fixed Rate eries 200713(a) 267,255,000 Fixed Rate eries 2007A Refunding(3) 92,385,000 Fixed Rate Total : $1,233,325,000 (1) As of March 1,2014 (2) Refunded a portion of Series 2000 (3) Refunded a portion of Series 2003 (4) Series 2013A are fixed one-year certificate of anticipation notes(CANS), that refunded the Series 2012C CANS, that refunded the Series 2011E CANS, that refunded the 2010E CANS, that refunded the Series 2009E CANS, that refunded the 2008C CANS that were issued to refund the Series 20M Daily Variable Rate that were supported by a weak liquidity facility bank. (5) New money debt issue (6) Series 2008E refunded the Series 1993 Synthetic Varable-to-Fixed Rate Debt issues that were supported by a failing insurance provider. Series 1993 and 1992 refunded the Series 1986 and a portion of the Series W COPs. Refunding Strateav Under current market conditions, staff is proposing to refund $82.3 million of COP Series 2007E maturing in years 2018 through 2026 with annual coupon rates of 4.00% and 5.00%, as shown in the chart below. A refunding of these maturities would produce $6.01 million in present value savings (7.3% of refunded par) in the current market. Additional bond maturities may be refunded depending on the market rates at the time of issuance. Maturity Principal Amo 02/01/18 $ 7,470,000 5.00% 02/01/17 02/01/19 7,840,000 5.00% 02/01/17 02/01/20 8,235,000 4.00% 02/01/17 02/01/21 8,645,000 5.00% 02/01/17 02/01/22 9,075,000 5.00% 02/01/17 Page 3 of 4 Principal AMo 02/01/23 9,530,000 5.00% 02/01/17 02/01/24 10,005,000 5.00% 02/01/17 02/01/26 10,510,000 5.00% 02/01/17 02/01/26 11,035,000 5.00% 02/01/17 Total : $ 82,345,000 Timeline Since the proposed refunding is a fixed-rate debt issuance, staff is proposing to issue the refunding through a competitive sale because it is the most expeditious way to access the market and it is expected to provide the lowest interest cost for this given structure. ➢ Board approval of legal and disclosure documents ➢ Financing Corporation approval of legal and June disclosure documents ➢ Rating Agency discussions ➢ Publish Notice of Intention to Sell July ➢ Marketing and Sale through a Competitive Sale Process August ➢ Closing ➢ Begin debt administration All costs involved with the refunding, including costs for PRAG and Fulbright & Jaworski will be paid from the proceeds of the new refunding issue. CEQA N/A BUDGET/PURCHASING ORDINANCE COMPLIANCE N/A Page 4 of 4 ITEM NO. 11 MINUTES STEERING COMMITTEE MEETING Orange County Sanitation District The Steering Committee meeting convened on Wednesday, March 26, 2014, at 5:35 p.m. in the Administration Building of the Orange County Sanitation District. A quorum was declared present, as follows: COMMITTEE MEMBERS STAFF PRESENT PRESENT: Jim Herberg, General Manager Troy Edgar, Chair Bob Ghirelli, Assistant General Tom Beamish, Vice-Chair Manager Brad Reese, Administration Committee Nick Arhontes, Director of Facilities Chair Support Services John Nielsen, Operations Committee Jeff Reed, Director of Human Chair Resources Keith Curry, Member-At-Large Rob Thompson, Director of Brett Murdock, Member-At-Large Engineering Ed Torres, Director of Operations & Maintenance COMMITTEE MEMBERS ABSENT: Lorenzo Tyner, Director of Finance & John Withers, Member-At-Large Administrative Services Maria Ayala, Clerk of the Board Jim Colston Norbert Gaia Mark Kawamoto Rich Spencer OTHERS PRESENT: Brad Hogin, General Counsel Celeste Cantu, SAWPA Rich Haller, SAWPA Ron Sullivan, SAWPA Craig Proctor, IEUA Martyn Draper-WMWD Najib Saadeh EEC John Shaffer- EEC Minutes of the Steering Committee March 26,2014 Page 2 of 4 PUBLIC COMMENTS: SAWPA representatives, Celeste Cantu and Ron Sullivan, presented Chair Troy Edgar, and former OCSD Vice-Chair John Anderson, with Certificates of Appreciation for their collaborative working relationships with SAWPA. Ms. Cantu and Mr. Sullivan each briefly commented on the positive developing working relationship between the two agencies, and that they look forward to commencing the Joint Policy Committee. Each also thanked General Manager Jim Herberg for his professionalism in working with SAWPA. Chair Edgar announced that the Committee would hear Agenda Item No. 2 at this time. Rich Haller, from SAWPA, gave a brief PowerPoint presentation on the improvements SAWPA has made and what they are still working on, in reference to the Remedial Plan. Mark Kawamoto, Engineer, reported on the significant improvements SAWPA has made over the past year. ACTION ITEMS: 2. Receive and file the 2014 SAWPA Remedial Plan Report AYES: Beamish, Curry, Edgar, Reese, Murdock, and Nielsen NOES: None ABSTENTIONS: None ABSENT: Withers COMMITTEE CHAIR REPORT: Bradley Hogin, General Counsel, informed the Committee about the new legal compliance requirements from AB 1825 regarding Board Members receiving training on Sexual Harassment. Chair Edgar reported on his trip to Sacramento last week which included various meetings with Senators and Assembly members to provide an update on the District's request to amend the District Act. (He informed the Committee that he and the General Manager will be attending the Senate Governance and Finance Committee Hearing on April grh in Sacramento). Minutes of the Steering Committee March 26,2014 Page 3 of 4 The trip to Sacramento also included various meetings to discuss the opportunity of potentially sending the remaining 70mgd from Plant 2 to GWRS, and the Board's decision to pursue a feasibility study to determine if this is a possibility. The trip concluded with a ceremonial event honoring OCSD's 60th Anniversary in both the Assembly and Senate chambers during their Floor sessions. Chair Edgar announced that the District will begin recognizing various agencies and/or cities over the next few Board meetings as part of the 60t" Anniversary commemoration. He also reported that a trip to Washington DC is planned for he and Mr. Herberg to receive the U.S. Water Prize on behalf of the District, the dates for that meeting will be April 6-8. Lastly, Chair Edgar informed the Committee that the new OCSD-SAWPA Joint Policy Committee is scheduled to meet for the first time on April 23. GENERAL MANAGER REPORT: Mr. Herberg reported on the following from his General Manager's Monthly Status Report: OCSD employee retirements; OCSD Plant 2 Headworks receiving awards; update on recent community outreach; the District is working on a 2-Year budget plan; upcoming presentations on the District's CIP 5-year plan; and Chair Edgar being a panelist at the WateReuse Conference in Newport Beach. Mr. Herberg also announced that although there is a closed session item regarding labor negotiations, there is nothing to report. Ed Torres, Director of Operations and Maintenance, gave a brief report on the Disinfection Panel held at the District today. Mr. Torres informed the Committee that this was an expert panel tasked with looking at the District's disinfection program and the impact on the marine environment. Lorenzo Tyner, Director of Finance and Administrative Services, gave a brief report on the recent news articles on PIMCO as they pertain to OCSD. CONSENT CALENDAR: 1. MOVED, SECONDED, AND DULY CARRIED: Approve Minutes of the February 26, 2014 Steering Committee Meeting. AYES: Beamish, Curry, Edgar, Reese, Murdock, Nielsen NOES: None Minutes of the Steering Committee March 26, 2014 Page 4 of 4 ABSTENTIONS: None ABSENT: Withers CLOSED SESSION None. CONSIDERATION OF ACTION, IF ANY, ON MATTERS CONSIDERED IN CLOSED SESSION: None. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: None. ADJOURNMENT: The Chair declared the meeting adjourned at 6:17 p.m. Submitted by: Maria E. Ayala Clerk of the Board ITEM NO. 12 MINUTES LEGISLATIVE AND PUBLIC AFFAIRS SPECIAL COMMITTEE MEETING Orange County Sanitation District The Legislative and Public Affairs Special Committee meeting convened on Monday, April 16, 2014, at 8:06 a.m. in the Administration Building of the Orange County Sanitation District. Vice-Chair Beamish led the Flag Salute. A quorum was declared present, as follows: COMMITTEE MEMBERS STAFF PRESENT PRESENT: Jim Herberg, General Manager Troy Edgar, Board Chair Bob Ghirelli, Assistant General Tom Beamish, Board Vice-Chair Manager Brad Reese, Administration Committee Nick Arhontes, Director of Facilities Chair Support Services John Withers, Administration Jeff Reed, Director of Human Committee Vice-Chair Resources David Benavides, Director Rob Thompson, Director of Engineering Ed Torres, Director of Operations and Maintenance COMMITTEE MEMBERS ABSENT: Lorenzo Tyner, Director of Finance & John Nielsen, Operations Committee Administrative Services Chair Maria Ayala, Clerk of the Board Jim Colston Faviola Miranda Kelly Newell OTHERS PRESENT: Eric Saperstein, ENS PUBLIC COMMENTS: None. Minutes of the Legislative and Public Affairs Special Committee April 16, 2014 Page 2 of 4 REPORTS: Jim Herberg, General Manager, reported on the following: • Recent trip to Washington DC, with Chair Edgar, where they accepted the U.S. Water Prize and held various congressional office meetings regarding: SARI Line; funding opportunities; other possible District initiatives, etc.; • Grant Program application, and possible trip or teleconference to Denver, to discuss with the U.S. Bureau of Reclamation the possibility of the District proceeding with a grant application; • Recent trip to Sacramento, with Chair Edgar, to attend the Committee Hearing on SB 946; and • With respect to federal funding, there may be an issue with the District's engine emissions control project (Project No. J-111), as any possible federal funding for this project can only be granted if the project has not started yet. At present, however, the District must move forward with beginning the project to it order to meet its regulatory deadline. Chair Edgar reported on the following: • Thanked Mr. Sapirstein for being present at today's Committee meeting. Commended Mr. Sapirstein on his work with the District in federal legislation; and • Requested that PAO staff look into preparing reference material for all Board members to have regarding top 6 federal and state legislative focus points and how that may be communicated to the public. (Director Benavides arrived at 8:15 a.m.) • The District is considering having to restructure the rates, bonds, debt; and having more discussion on financial policies. CONSENT ITEMS: 1. MOVED, SECONDED, and DULY CARRIED: Approve the minutes for the Committee meeting held on March 10, 2014. AYES: Beamish; Benavides; Edgar; Reese; and Withers NOES: None ABSTENTIONS: None ABSENT: Nielsen Minutes of the Legislative and Public Affairs Special Committee April 16, 2014 Page 3 of 4 INFORMATIONAL ITEMS: 2. Federal Legislative Update Mr. Sapirstein reported on Mr. Herberg's and Chair Edgar's trip to Washington DC and Chair Edgar's speech when receiving the Water Prize; the office visits held in Washington D.C.; and the impact to the District from the Buy American Mandate. 3. State Legislative Update Jim Colston, Environmental Compliance and Regulatory Affairs Manager, reported on the current bill AB 371 that regulates biosolids land application; and SB 1014 on pharmaceutical waste. 5. OCSD Public Affairs Update Faviola Miranda, Sr. Public Affairs Specialist, gave a report that included the following: What 2 Flush campaign's recent award; various recent and upcoming community outreach events attended by OCSD; upcoming W Anniversary celebratory events (Nacho Average Day, Employee Luncheon, VIP Breakfast, etc.); PAO presentations at April Committee Meetings; working on possible translation of OCSD information material into various languages; etc. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: Chair Edgar inquired as to an update on the local sewer service issue involving Tustin, LAFCO, and EOCWD. Mr. Herberg responded that a letter from OCLAFCO was recently received and he would distribute that to the Committee. Director Benavides inquired as to a possible Community Outreach Strategic Plan. Ms. Miranda responded that the District does have one in place and she would share it with the Committee. Director Withers announced he will be attending a meeting with OCLAFCO, and talked about the importance of a good working relationship between the two agencies. Chair Edgar, in light of the recent earthquakes that have been occurring, requested a staff update on the District's emergency response plan and/or process, and how that is communicated. Minutes of the Legislative and Public Affairs Special Committee April 16, 2014 Page 4 of 4 ADJOURNMENT: Chair Edgar declared the meeting adjoumed at 8:59 a.m. Submitted by: Maria E. Ayala Clerk of the Board ITEM NO. 13 MINUTES GROUNDWATER REPLENISHMENT SYSTEM STEERING COMMITTEE STEERING COMMITTEE Monday, January 13, 2014, 5:00 p.m. ROLL CALL 2014 Committee Members Philip L. Anthony OCWD Director, Interim Chair ............... Present Tom Beamish OCSD Director,Vice Chairman..............Present Troy Edgar OCSD Director. ......................................Present Roger Yoh OCWD Director. ..............................Not Present Jim Ferryman OCSD Director .......................................Present Kathryn Barr OCWD Director.................................Not Present Alternates Cathy Green OCWD Director(No. 1).......................... Present Brett Murdock OCSD Director(No. 1).................... Not Present Steve Sheldon OCWD Director(No. 2) ... ..............Not Present John Nielsen OCSD Director(No. 2).................... Not Present Henry Sidhu OCWD Director(No. 3).................... Not Present Greg Sebourn OCSD Director(No. 3).......................... Present Other Directors Present Bruce Whitaker OCWD ....................................................Present Staff/Consultants Present Mehul Patel, OCWD Bill Hunt, OCWD Jim Herberg, OCSD Judy-Rae Karlsen, OCWD Luke Wendel, Parsons Curt Horner, McCarthy Building Companies Rich ten Bosch, Black&Veatch Damon Yates, McCarthy Building Companies Nick Kanetis, OCSD Debbie Burris, DDB Engineering Linda Whitaker ITEMS ACTION VOTE REORGANIZATION OF COMMITTEE FOR 2014 OCWD-Chair Anthony- Interim Chair 5-0 OCSD -Vice Chair Beamish-Vice Chair Yes-Edgar Beamish OCWD Directors OCSD Directors Ferryman Philip L.Anthony Tom Beamish Anthony Roger Yoh Troy Edgar Green Kathryn Barr Jim Ferryman No-0 Alternates Alternates Cathy Green (1) Brett Murdock(1) Steve Sheldon(2) John Nielsen(2) HenrySidhu 3 Greg Sebourn 3 1. MINUTES OF PREVIOUS MEETING Approved 5-0 Yes-Edgar RECOMMENDATION:Approve Minutes of the Beamish October 14, 2013 GWRS Groundwater Replenishment Ferryman System Steering Committee meeting as presented Anthony Green No-0 2. AMENDMENT OF MINUTES OF GWRS STEERING COMMITTEE I Approved 5-0 Yes-Edgar Amended GWRS minutes for the following meetings: Beamish • January 10,2011 Ferryman • April 8,2012 Anthony • July 9, 2012 Green • April 9,2013 No-0 • July 8, 2013 3. GWRS INITIAL EXPANSION CONSTRUCTION UPDATE Informational 4. GWRS OPERATIONS UPDATE Informational 5. UPDATE ON OCWD P7-101 SOLIDS HANDLING Informational PROJECT 6. OUTREACH STATUS REPORT Informational Public information and Education update GENERAL MANAGERS'REPORT OCSD-Leg update • 2014 Schedule of meetings: • Monday,January 13, 2014 @ 5:00 p.m. • Monday,April 14, 2014 @ 5:00 p.m. • Monday, July 14, 2014 @ 5:00 p.m. • Monday, October 13, 2014 @ 5:00 p.m. ADJOURNMENT 6:05 P.M. -REVISED- MINUTES GROUNDWATER REPLENISHMENT SYSTEM STEERING COMMITTEE STEERING COMMITTEE Monday, January 10, 2011, 5:00 p.m. ROLL CALL Committee Members Larry Crandall OCSD Director, Chairman......................Present Philip L.Anthony OCWD Director,Vice Chairman .............Present Kathryn Barr OCWD Director.......................................Present Jim Ferryman OCSD Director.......................................Present Roger Yoh OCWD Director....................................... Present Mark Waldman OCSD Director Present Alternates Vacant OCWD Director(No. 1)..................... Not Present Sharon Quirk-Silva OCSD Director(No. 1)..................... Not Present Denis Bilodeau OCWD Director(No. 2)........................... Present Tom Beamish OCSD Director(No. 2)..................... Not Present Don Bankhead OCWD Director(No. 3)........................... Present Connie Underhill OCSD Director(No. 3)............................Present Other Directors Present Claudia Alvarez OCWD Present Shawn Dewane OCWD ....................................................Present Cathy Green OCWD ....................................................Present Iry Pickier OCWD Present Staff/Consultants Present Mike Markus, OCWD Jim Ruth, OCSD Bill Hunt, OCWD Jim Herberg, OCSD William Dunivin, OCWD Debbie Burris, DOB Eleanor Torres, OCWD John Collins, City of Fountain Valley REORGANIZATION OF COMMITTEE LARRY CRANDALL,CHAR ANTHONY- MOTION FERRYMAN- SECOND PHIL ANTHONY,VICE CHAR APPROVED BANKHEAD-MOTION YOH - SECOND 1. MINUTES OF PREVIOUS MEETING RECOMMENDATION:Approve Minutes of the ANTHONY- MOTION,AYE APPROVED September 13,2010 Groundwater Replenishment WALDMAN- SECOND,AYE System Steering Committee Meeting as mailed CRANDALL- AYE BARR - AYE FERRYMAN- AYE YOH- AYE - 1 - MATTER FOR CONSIDERATION 2. JOINT PROJECT TO INCREASE NIGHTTIME FLOW TO GWRS AND REDIRECT MICROFILTRATION ANTHONY- MOTION,AYE APPROVED BACKWASH FLOWS TO OCSD PLANT NO.1 WALDMAN- SECOND,AYE CRANDAu-AYE RECOMMENDATION: BARR - AYE FERRYMAN- AYE Agendize for January 19 OCWD Board meeting and YOH- AYE January 29 OCSD Board meeting:Approve and Authorize budget of$2,122,000 for the design and construction of project that provides GWRS with additional nighttime flow and redirect microfiltration backwash waste flows at OCSD Plant No.1 with cost sharing between both agencies INFORMATIONAL ITEMS 3. GWR SYSTEM MONTHLY OPERATIONS UPDATE INFORMATIONAL 4. GWRS WEBSITE AND COLLATERAL PROJECT INFORMATIONAL UPDATE 5. STATUS REPORT • Grants and Loans Update INFORMATIONAL • Public information and education update GENERAL MANAGERS'REPORTS ADJOURNMENT 5:40 PM - 2 - -REVISED- MINUTES GROUNDWATER REPLENISHMENT SYSTEM STEERING COMMITTEE STEERING COMMITTEE Monday, April 9, 2012, 5:00 p.m. ROLL CALL Committee Members Roger Yoh OCWD Director, Chairman.....................Present Larry Crandall OCSD Director, Vice Chairman ..............Present Philip L.Anthony OCWD Director .......................................Present Jim Ferryman OCSD Director.......................................Present Claudia Alvarez OCWD Director....................................... Present Mark Waldman OCSD Director Not Present Alternates Denis Bilodeau OCWD Director(No. 1).................... Not Present Tom Beamish OCSD Director(No. 1).................... Not Present Stephen Sheldon OCWD Director(No. 2) ... ............. Not Present Troy Edgar OCSD Director(No. 2)..................... Not Present Don Bankhead OCWD Director(No. 3)............................Present Vacant OCSD Director(No. 3).................... Not Present Other Directors Present Kay Bart OCWD Present Harry Sidhu OCWD ....................................................Present Cathy Green OCWD ....................................................Present Shawn Dewane OCWD .......................................Not Present StafflConsultants Present Mehul Patel, OCWD James Ruth, OCSD William Hunt, OCWD Jim Herberg, OCSD Debbie Bums, DDB 1. MINUTES OF PREVIOUS MEETING CRANDALL- SECOND,AYE ANTHONY- MOTION,AYE RECOMMENDATION:Approve Minutes of the ALVAREZ - AYE APPROVED January 9, 2012 Groundwater Replenishment System YOH- AYE Steering Committee meeting as presented BANKHEAD- AYE FERRYMAN-AYE INFORMATIONAL ITEMS 2. GWRS OPERATIONS UPDATE INFORMATIONAL 3. GWRS OPERATING BUDGET SUMMARY INFORMATIONAL 4. GWRS INITIAL EXPANSION CONSTRUCTION INFORMATIONAL UPDATE 5. CONTRACT NO. GWRS-2011-2: JOINT INFORMATIONAL MICROFILTRATION BACKWASH REDIRECTION PROJECT UPDATE 6. OUTREACH STATUS REPORT INFORMATIONAL Public information and Education update - 1 - GENERAL MANAGERS'REPORTS ADJOURNMENT 6:00 PM _ p _ -REVISED- MINUTES GROUNDWATER REPLENISHMENT SYSTEM STEERING COMMITTEE STEERING COMMITTEE Monday, July 9, 2012, 5:00 p.m. ROLL CALL Committee Members Roger Yoh OCWD Director, Chairman.....................Present Larry Crandall OCSD Director, Vice Chairman ..............Present Philip L.Anthony OCWD Director .......................................Present Jim Ferryman OCSD Director................................Not Present Claudia Alvarez OCWD Director....................................... Present Troy Edgar OCSD Director Not Present Altemates Denis Bilodeau OCWD Director(No. 1).................... Not Present John Anderson OCSD Director(No. 1).................... Not Present Stephen Sheldon OCWD Director(No. 2) ... ............. Not Present Tom Beamish OCSD Director(No. 2)..................... Not Present Don Bankhead OCWD Director(No. 3)............................Present Mark Waldman OCSD Director(No. 3)........................... Present Other Directors Present Kay Barr OCWD Present Cathy Green OCWD ....................................................Present Staff/Consultants Present Michael Markus, OCWD Mehul Patel, OCWD James Ruth, OCSD William Hunt, OCWD Jim Herberg, OCSD Debbie Bums, DDB 1. MINUTES OF PREVIOUS MEETING CRANDALL- MOTION,AYE ANTHONY- SECOND,AYE RECOMMENDATION:Approve Minutes of the April 9, ALVAREZ -AYE APPROVED 2012 Groundwater Replenishment System Steering YOH- AYE Committee meeting as presented INFORMATIONAL ITEMS 2. CONTRACT NO. GWRS-2011-2: JOINT INFORMATIONAL MICROFILTRATION BACKWASH REDIRECTION PROJECT UPDATE 3. GWRS INITIAL EXPANSION CONSTRUCTION INFORMATIONAL UPDATE 4. GWRS OPERATIONS UPDATE INFORMATIONAL 5. OUTREACH STATUS REPORT INFORMATIONAL • Public information and Education update GENERAL MANAGERS'REPORTS - 1 - ADJOURNMENT 5:45 vm - 2 - -REVISED- MINUTES GROUNDWATER REPLENISHMENT SYSTEM STEERING COMMITTEE STEERING COMMITTEE Monday, April 8, 2013, 5:00 p.m. ROLL CALL Committee Members Troy Edgar OCSD Director, Chairman......................Present Roger Yoh OCWD Director,Vice Chairman .............Present Philip L.Anthony OCWD Director .......................................Present Jim Ferryman OCSD Director...................................... Present Kathryn Ban OCWD Director....................................... Present John Anderson OCSD Director Not Present Alternates Cathy Green OCWD Director(No. 1).......................... Present Brett Murdock OCSD Director(No. 1).................... Not Present Steve Sheldon OCWD Director(No. 2) ... ..............Not Present Tom Beamish OCSD Director(No. 2)..................... Not Present Henry Sidu OCWD Director(No. 3).................... Not Present Greg Sebourn OCSD Director(No. 3)................... Not Present Other Directors Present Bruce Whitaker OCWD Present Staff/Consultants Present Michael Markus, OCWD William Dunivin, OCWD Mehul Patel, OCWD Robert Ghirelli, OCSD Debbie Bums, DDB Randy Bryan, Parsons Rich Ten Bosch, Black&Veatch Damon Yates, McCarthy Building Companies 1. MINUTES OF PREVIOUS MEETING ANTHONY- MOTION,AYE FERRYMAN- SECOND,AYE RECOMMENDATION:Approve Minutes of the EDGAR - AYE APPROVED January 14,2013 Groundwater Replenishment BARR- AYE System Steering Committee meeting as presented YOH-AYE INFORMATIONAL ITEMS 2. GWRS INITIAL EXPANSION CONSTRUCTION INFORMATIONAL UPDATE 3. GWRS OPERATIONS UPDATE INFORMATIONAL 4. GWRS OPERATING BUDGET SUMMARY INFORMATIONAL 5. OUTREACH STATUS REPORT INFORMATIONAL Public information and Education update GENERAL MANAGERS'REPORTS ADJOURNMENT 5:55 PM - 1 - -REVISED- MINUTES GROUNDWATER REPLENISHMENT SYSTEM STEERING COMMITTEE STEERING COMMITTEE Monday, July 8, 2013, 5:00 p.m. ROLL CALL Committee Members Troy Edgar OCSD Director, Chairman......................Present Roger Yoh OCWD Director,Vice Chairman ......Not Present Philip L.Anthony OCWD Director .......................................Present Jim Ferryman OCSD Director.......................................Present Kathryn Barr OCWD Director................................. Not Present John Anderson OCSD Director .......................................Present Alternates Cathy Green OCWD Director(No. 1).......................... Present Brett Murdock OCSD Director(No. 1).................... Not Present Steve Sheldon OCWD Director(No. 2) ... ..............Not Present Tom Beamish OCSD Director(No. 2)..................... Not Present Henry Sidhu OCWD Director(No. 3).................... Not Present Greg Seboum OCSD Director(No. 3)............................Present Other Directors Present Bruce Whitaker OCWD ....................................................Present Denis Bilodeau OCWD.....................................................Present Staff/Consultants Present Michael Markus, OCWD William Dunivin, OCWD Bill Hunt, OCWD Jim Herberg, OCSD Debbie Bums, DDB Randy Bryan, Parsons Rich Ten Bosch, Black&Veatch Damon Yates, McCarthy Building Companies Sandy Scott Roberts, OCWD Curt Homer, McCarthy Building Companies John Collins, City of Fountain Valley 1. MINUTES OF PREVIOUS MEETING ANTHONY- MOTION,AYE RECOMMENDATION:Approve Minutes of the April 8, FERRYMAN- SECOND,AYE PP in EDGARGREEN- AYE APPROVED 2013 Groundwater Replenishment System Steering GREEN- AVE Committee meeting as presented SEBORN-AYE INFORMATIONAL ITEMS 2. GWRS INITIAL EXPANSION CONSTRUCTION INFORMATIONAL UPDATE 3. GWRS OPERATIONS UPDATE INFORMATIONAL 4. OUTREACH STATUS REPORT INFORMATIONAL . Public information and Education update GENERAL MANAGERS'REPORTS ADJOURNMENT 5:48 PM ORANGE COUNTY SANITATION DISTRICT Agenda Terminology Glossary Glossary of Terms and Abbreviations AQMD Air Quality Management District ASCE American Society of Civil Engineers BOD 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 COBS 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. Benthos — The community of organisms, such as sea stars, worms and shrimp, which live on, in, or near the seabed, also know 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. 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. Collform 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. Glossary of Terms and Abbreviations Dilution to Threshold (D/T) - the dilution at which the majority of the people detect the odor becomes the D/T for that air sample. 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. NDMA- 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. Glossary of Terms and Abbreviations Watershed —A land area from which water drains to a particular water body. OCSD's service area is in the Santa Ana River Watershed.