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HomeMy WebLinkAbout07-23-2014 Board Meeting Agenda Packet Orange County Sanitation District SAOR E COUN ST DR IC Wednesday, July 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-zata AGENDA INVOCATION AND PLEDGE OF ALLEGIANCE: (Brad Reese, City of Villa Park) 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 California Water Environment Association o California Association of Sanitation Agencies o Southern California Alliance of POTWs 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. 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 contractorsIvendors with OCSD. For the specifics of Government Code Section 84308,please see your Director's Handbook or call the office of General Counsel. 07/23/14 OCSD Board of Directors Agenda Page 1 of 6 1. Ratify payment of claims of the District, by roll call vote, as follows: Claims Paid for the Period Ending: 06/15/14 06/30/14 Totals $ 7,485,674.74 $ 9,221,231.85 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 Any items withdrawn from the Consent Calendar for separate discussion will be considered in the regular order of business. 2. Receive and file the updated Orange County Sanitation District Directors' Committee Assignments for 2014-15. 3. Approve minutes for the Regular Board Meeting held on June 25, 2014. 4. Approve the FY 2014-15 "not-to-exceed" quotes for the following insurances: A. Medical Insurance— Not to Exceed $9,623,361 B. Dental Insurance— Not to Exceed $884,195 C. Vision Insurance— Not to Exceed $92,867 D. Basic Life Insurance— Not to Exceed $65,331 E. Long-Term Disability Insurance— Not to Exceed $285,479 F. Short-Term Disability Insurance— Not to Exceed $141,360 G. Employee Assistance Program — Not to Exceed $11,026 5. A. Authorize the purchase of a new 400-kilowatt trailer-mounted Tier 4 Final compliant mobile generator and related accessories from Multiquip, for a total not to exceed $189,148 in accordance with OCSD's Ordinance No. OCSD-44, Section 2.03, Exceptions, Item B., Cooperative Purchases; and B. Approve a contingency of$18,914 (10%). 6. Authorize the Purchasing Manager to conduct a Negotiated Procurement for a construction contract for SALS PS Vent Piping Modifications, Project No. FE12-09, in accordance with Ordinance No. OCSD-44, Section 5.02.A.1.(d): No bids. 7. A. Receive and file bid tabulation and recommendation; and B. Award a construction contract to K&F Electric, Inc. for Programmable Control Panel Upgrades, Project No. J-125, for a total amount not to exceed $1,067,774; and C. Approve a contingency of$106,777 (10%). 07/2314 OCSD Board of Directors Agenda Page 2 of 6 8. A. Approve Amendment No. 6 to the Professional Design Services Agreement with Brown and Caldwell for Sludge Dewatering and Odor Control at Plant No. 2, Project No. 132-92, for $666,798, increasing the total amount not to exceed $7,485,239; and B. Approve a contingency increase of $66,680 (1.2%) to the Professional Design Services Agreement with Brown and Caldwell for Sludge Dewatering and Odor Control at Plant No. 2, Project No. P2-92. 9. A. Approve a sole source purchase order to Flo Systems Inc. for the purchase of one spare pump for the Steve Anderson Lift Station (SALS) for a total amount of$215,000; and B. Approve a contingency of$6,450 (3%). NON-CONSENT: 10. A. Receive and file bid tabulation and recommendation; B. Find that the lowest bid from Hal Hays Construction, Inc. is non- responsive and reject the lowest bid; C. Receive and file Appeal of Award Recommendation letter dated June 18, 2014 from Hal Hays Construction, Inc. concerning the determination that their bid was Non-Responsive and the Orange County Sanitation District's recommendation to award to the second lowest bidder, Stronghold Engineering, Inc.; D. Receive and file the Orange County Sanitation District Final Disposition letter dated July 10, 2014, to Hal Hays Construction, Inc. responding to the Appeal of Award Recommendation; E. Deny Appeal of Award Recommendation filed by Hal Hays Construction, Inc.; F. Award a construction contract to Stronghold Engineering, Inc. for Maintenance Area Building Improvements and Building H Demolition, Contract No. P1-115A, part of Title 24 Access Compliance and Building Rehabilitation, Project No. 131-115, for a total amount not to exceed $7,323,217; and G. Approve a contingency of$732,322 (10%). OPERATIONS COMMITTEE: 11. Approve minutes for the Committee Meeting held on July 2, 2014. 0712314 OCSD Board of Directors Agenda Page 3 of 6 12. A. Award a contract to the lowest responsive and responsible bidder, ODC Engineering and Technology, for Repairs to Primary Clarifier No. 3 Drive Unit at P1, Project No. FR14-002, for a total amount not to exceed $332,700; and B. Approve a contingency of$66,540 (20%). 13. A. Consider, receive, and file the Final Environmental Impact Report for the Southwest Costa Mesa Trunk, Project No. 6-19, dated July 23, 2014; and B. Adopt Resolution No. OCSD 14-09 entitled; "A Resolution of the Board of Directors of the Orange County Sanitation District, Certifying the Final Environmental Impact Report for implementation of Southwest Costa Mesa Trunk, Project No. 6-19; making certain findings relating to environmental effects identified in the Final Environmental Impact Report; adopting a Mitigation Monitoring and Reporting Program; adopting a Statement of Overriding Considerations; and approving the Southwest Costa Mesa Trunk, Project No. 6-19:' ADMINISTRATION COMMITTEE: 14. Approve minutes for the Committee Meeting held on July 9, 2014. 15. Adopt Resolution No. OCSD 14-10, entitled "A Resolution of the Board of Directors of the Orange County Sanitation District, Authorizing the Orange County Sanitation District's Treasurer to Invest and/or Reinvest District's Funds; Adopting District's Investment Policy Statement and Performance Benchmarks for FY 2014-15; and Repealing Resolution No. OCSD 13-13:' 16. Authorize the General Manager to issue Revenue Refunding Certificate Anticipation Notes, Series 2014B, as two-year fixed-rate obligations, subject to market conditions, in an amount not to exceed $135.0 million to replace the $129.625 million Revenue Refunding Certificate Anticipation Notes, Series 2013A maturing on October 16, 2014. 17. Authorize use of Ordinance No. OCSD-44, Section 2.03:13. Cooperative Purchases for a blanket order agreement to purchase equipment and services for OCSD's Motorola radio systems, for a total amount not to exceed $250,000 to include all tax and freight. 18. Direct staff to pay down on the District's unfunded actuarial accrued liability with the Orange County Employee's Retirement System (OCERS) in the amount of $125 million. STEERING COMMITTEE: 19. Approve minutes for the Steering Committee Meeting held on June 25, 2014 and the Special Steering Committee Meeting held on July 9, 2014. 0712314 OCSD Board of Directors Agenda Page 4 of 6 LEGISLATIVE AND PUBLIC AFFAIRS SPECIAL COMMITTEE: 20. Receive and file the minutes of the July 14, 2014 meeting of the Legislative and Public Affairs Special Committee. GWRS STEERING COMMITTEE: 21. Receive and file the minutes for the GWRS Steering Committee Meeting held on April 14, 2014. 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 54957.6) Agency Designated Representatives: Steve Filarsky, James Ruth, James Herberg, Robert Ghirelli, Jeff Reed, and Richard Spencer. Employee Organizations: 3 • Supervisors and Professionals Group; and • International Union of Operating Engineers, Local 501; and • Orange County Employees Association (OCEA); and Reconvene in regular session. 0712N14 OCSD Board of Directors Agenda Page 5 of 6 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 Regular Board Meeting on August 27, 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. Agenda Posting: In accordance with the requirements of California Government Code Section 54954.2,this agenda has been posted outside the main gate of the Sanitation District's Administration Building located at 10844 Ellis Avenue, Fountain Valley, California, not less than 72 hours prior to the meeting date and time above. All public records relating to each agenda item, including any public records distributed less than 72 hours prior to the meeting to all,or a majority of the Board of Directors,are available for public inspection in the office of the Clerk of the Board. NOTICE TO DIRECTORS: To place items on the agenda for the Committee Meeting, items must be submitted to the Clerk of the Board 14 days before the meeting. Kelly A. Lore Acting Clerk of the Board (714)593-7433 klore[o3ocsd.com For any questions on the agenda,Committee members may contact staff at: General Manager Jim Herberg (714)593-7300 iherberafgiomd.com Assistant General Manager Bob Ghirelli (714)593-7400 rithirelli(glocsd.00m Director of Engineering Rob Thompson (714)593-7310 rihompsoniclocsd.cem Director of Facility Support Services Nick Arhontes (714)593-7210 narhontes0ocsd.mm Director of Finance and Lorenzo Tyner (714)593-7550 Itvner(cDocsd.com Administrative Services Director of Human Resources Jeff Reed (714)593-7144 ireed(cbocsd.com Director of Operations&Maintenance Ed Tortes 714 593-7080 etorres ocsd.com 07@3A4 OCSD Board of Directors Agenda Page 6 of 6 BOARD OF DIRECTORS Meeting Dare I TOBA.Of Dir. — o7/zB/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 $250 received in the past twelve months from any party to a contract involving the Orange County Sanitation District. Further, you may not participate in the decision making process to award a contract to such party. For reference, you are directed to the Register of Warrants as to all current contractors/vendors with the District. In general, you must disclose the basis of the conflict by identifying the name of the firm or individual who was the contributor. For the specifics of Government Code Section 84308, please see your Director's Handbook or call the office of General Counsel. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION N/A ATTACHMENTS The following attachment(s) are attached in hard copy and may be viewed on-line at the OCSD website (mi w.ocsd.coml with the complete agenda package and attachments: 1. Copies of Claims Paid reports from 6/1/14— 6/15/14 and 6/16/14 —6/30/14 Page 1 of 1 Return to Acentla Report Claims Paid From 611114 to W15114 Vendor Warrant No. Amount Description Accounts Payable Warrants 1000BULBS.COM 66413 136.39 ElectricallElectronic Equipment,Parts&Repairs ACCO Engineered Systems Inc. 65563 66,472.00 Repair&Maintenance Services and/or Supplies AccuStandard 65414 452.60 Laboratory Services&Supplies ACS Hydraulics,Inc. 65581 943.1 Motor Repairs Adam P.Newsom 65552 917.89 Meetingamining Expense Reimbursement ADS LLC 65415 4,603.50 Professional Seranad Engine ding Design Services Advanced Micro Instruments,Inc. 6502 300.00 Repair&Maintenance Services and/or Supplies AECOM Technical Services.Inc. 65416 8,855.64 Professional Servisea Engine ding Design Services AECOM Technical Services,Inc. 65564 33,729.41 Professional SemiceslEngine rring Design Services Aerotek 65417 60.00 Professional ServicesfLemporery$ervices Aerotek 6503 47.40 Professional Servicesfrempoorry Services Ago IndustriesOBA So-Cal Sweeping 65707 980.00 Street Sweeping Services Air&Waste Management Assoc. 65418 98.00 Professional Organization&Meeting/rmining Registration Air Liquids America Corp. 65419 1,141.52 Laboratory Services&Supplies Air Liquids America Corp. 65584 831.92 Laboratory Services&Supplies Air Liquids America Specialty Gases LLC 65585 243.56 Laboratory Services&Supplies Air Liquids Industrial U.S.,LP 65420 19,495.18 Laboratory Services&Supplies Air Liquids Industrial U.S.,LP 65586 2,650.38 Laboratory Services&Supplies Airgas Safety,Inc. 1794 7,352.22 Safety,Security,Health Equipment,Supplies,and Services Airgas Safety,Inc. 1807 1,38076 Safety,Security,Health Equipment,Supplies,and Services Airgas USA,LLC 1795 548.21 Laboratory Services&Supplies Airges USA,LLC 1808 119.85 Laboratory Services&Supplies Attend Insurance Services 65421 4,024.00 Insurance American Express TVL Related Svcs Co.,1 65587 3,599.18 Purchasing Card Program for Miscellaneous Travel Expanses American Payroll Association 65422 510.00 Professional Organization&MeetingRosning Registration ANAHEIM CORPORATE OFFICE PLAZA 65559 573.73 Sewer Fee Rebate AppleOne Employment Service 1796 1,839.20 Professional Servicesfremponry Services AppleOne Employment Service 1809 919.60 Professional Servicearremporsry Services Applied Industrial Technology 65588 125.80 Repair&Maintenance Services and/or Supplies Applied Spectrometry Associates,Inc. 65589 1,384.72 Repair&Maintenance Services and/or Supplies ARTESIA SAWDUST PRODUCTS 65424 2,261.36 SaMust ARUN MAHABIRSINGH 65425 350.00 Claim Settlement AT&T Mobility 11,L.L.C. 65427 7,618.89 Telecommunications AT&T Universal Biller 65426 2,715.10 Telecommunications Atkins North America 65591 24,920.16 Professional ServiceslEngineeing Design Services Atkinson,Andelson,Loya,Rudd&Ruud 65428 7,039.50 Professional Services-Legal ATM AA,Inc. 65592 560.00 Lab Services Auto Shop Equipment Co.,Inc. 65593 237.50 Autos,Tucks&Marina Equipment,Parts,Accessories&Services AW Associates Inc. 65429 706.14 Repair&Maintenance Services and/or Supplies Battery Systems,Inc. 65430 757.92 Repair&Maintenance Services and/or Supplies BC Wine Rope&Rigging 65594 4,595.00 Tools&Supplies Beach Wire and Cable 65431 1,151.82 Telecommunications Beach Wire and Cable 65595 5N.44 Telecommunications BOC Etlwards Inc. 65447 2,413.47 Laboratory Services&Supplies Brea 9 Ovmer LLC 65432 2,500.00 Miscellaneous Services Brenntag Pacific,Inc. 65408 52,283.49 Chemicals,Water Wastevreter Treatment Sending Pacific,Inc. 65597 6,352.62 Chemicals,WaterfWasmysater Treatment Burlington Safety Laboratory of CA,Inc. 65433 79.66 Safety,Security,Health Equipment,Supplies,and Services Burlington Safety Laboratory of CA,Inc. 65598 79.66 Safety,Security,Health Equipment,Supplies,and Services California Barricade Rentals 65434 1,3041 Miscellaneous Services EXHIBITA nN210t r Page 1 of a 7IM014 Return to Anemia Report Claims Paid From 611114 to W15/14 Vendor Warrant No. Amount Description California Barricade Rentals 65599 5,105.00 Miscellaneous Services California Dept.of Child Support 65600 2,724.65 Judgments Payable California Water Technologies 65435 9,644.37 Chemicals California Water Technologies 65601 24,064.35 Chemicals Cambridge Isotope Labs 65436 1,164.76 Laboratory Services&Supplies CAPIO 65602 30.00 Professional Organizations MeetingRmining/Membership Carbon Activated Corporation 65437 19,900.00 Repair&Maintenance Services and/or Supplies Cavanaugh Machine Works 65603 895.60 Repair&Maintenance Services and/or Supplies CCP Industries. 65604 5,159.96 Jargon&Household Service&Supplies CHEM SERVICE INC. 65605 69.20 Laboratory Services&SuppliesideetingRrainin9 Registmtion®epair&Maintenance Sets Christopher H.Cole 65546 230.00 Meefingnmining Expense Reimbursement City of Fullerton 65454 138.16 Water Use City of Huntington Beach 65463 10,414.64 Water Use City of Seal Beach 65505 187.71 Water Use Clean Harbors Environmental Services 65438 8,739.70 Grit&Screenings:Ha xucl Waste Disposal Connell Chevrolet\GEO 65606 9.61 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Consolidated Electrical Distributors 65607 1,082.70 ElectricallElectronic Equipment,Pads&Repairs Constellation Newenergy Gas Division LLC 65439 18,620.08 Natural Gas Consumers Pipe&Supply Co. 1797 448.76 Repair&Maintenance Services and/or Supplies Consumers Pipe&Supply Go. 1810 3,649.40 Repair&Maintenance Services and/or Supplies Controlled Motion Solutions 65440 74.01 Repair&Maintenance Services and/or Supplies Cooperative Personnel Services 65609 453.10 Human Resources Services COUNTY OF ORANGE-AUDITOR-CONTROLLER 65565 81,859.89 Professional Service-Biosolids Management County of Orange Auditor Controller 65441 2,085.00 Governmental Agency Fees&Charges County of Orange Auditor Controller 65442 660.00 Governmental Agency Fees&Charges County of Orange Auditor Controller 65443 975.W Governmental Agency Fees&Charges County of Orange Auditor Controller 65608 148.50 Governmental Agency Fees&Changes Court Order 65644 2,179.38 Judgments Payable Court Order 65690 108.00 Judgments Payable Court Order 65731 912.W Judgments Payable CS-AMSCO 65444 2,570.13 Repair&Maintenance Services and/or Supplies Curley Wholesale Electric 65610 1,328.40 Electrical/Electronic Equipment,Parts&Repairs CWEA Membership 65445 148.00 Professional Organizations Meeting(Training/Membership CWEA Membership 65611 148.00 Professional Organizations MeetinglTraining/Membership Dan's Machine Tool,Inc. 65612 759.56 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Dataskill 65566 137,537.99 Computers,Software/Hardware&Managed Services David M.Collett 65547 170.00 Meefing/Training Expense Reimbursement Denise M.Martme2 65551 648.90 Meefinglhaining Expense Reimbursement Desert Pumps&Parts,Inc. 65446 3,834.17 Repair&Maintenance Services and/or Supplies Detection Instruments Corporation 65567 38,358.52 EIecVIcal/Electronic Equipment,Parts&Repairs Dig-Smart.L.L.C. 65613 6,800.00 Computer Applications&Services Dudek&Associates,Inc. 65614 1B,940.58 Professional Services/Engineering Design Services Eleotrabond 65615 4,595.40 Repair&Maintenance Services and/or Supplies Empire Today LLC 65448 5,554.41 Repair&Maintenance Services and/or Supplies Employee Benefits Specialists,Inc. 65MB 827,294.10 Reimbursed Prepaid Employee Medical&Dependent Care Employee Benefits Specialists,Inc. 65616 15,243.86 Reimbursed Prepaid Employee Medical&Dependent Care Engineering News Record-Remit 65617 174.00 Books and Publications ENS Resources,Inc. 65618 5,500.00 Professional Services-Federal Advocacy Environ Strategy Consultants,Inc. 65449 3,350.00 Professional Services-Quartedy Sampling of Groundvaner Monitoring Wells in the Auto Environmental Engineering&Contacting 65619 3,400.00 Professional Services/Specialty Course Audits Eros Yong 65743 234.64 Meefing/Iraining Expense Reimbursement E HIBITA nN21ab Page 2 of 8 7IM014 Return to Anemia Report Claims Paid From 611114 to Will 5/14 Vendor Warrant No. Amount Description Evang Irrigation 65620 291.74 Irrigation Repair&Maintenance Services and/or Supplies Excel Door&Gate Co.,Inc. 66621 M.41 Repair&Maintenance Services and/or Supplies Express Lane Lob 1812 1,524.72 Safety,Security,Health Equipment,Supplies,and Services Facility Process Solutions Consulting 65622 4,612.20 Professional ServiceslBiotrickling Filter Inspection Services Fastenal Company 65450 222.16 Janitor&Household Service&Supplies Fetlex Corporation 65451 85.14 Freight Services Fetlex Corporation 65623 169A9 Freight Services Fernando Pammo 65738 118.80 Meefing/haining Expense Reimbursement Filareky&Waft.L.L.P. 65624 5,945.00 Prof.Services-SPMT Labor Negotiation Meetings is Spacial Services Fisher Scientific 65452 3,511.81 Laboratory Services&Supplies Fisher Scientific 65625 63.51 Laboratory Services Supplies Fishing Boats Unlimited 65453 2,567.52 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Fountain Valley AAA Auto Spa 65626 974.13 Autos,Tucks&Marine Equipment,Parts,Accessories&Services Franchise Tax Board 65627 15,962.68 Judgments Payable Frye Electronics 65628 553.24 Computers,Software/Hardware Ganahl Lumber Company 65629 415.03 Facilities,Maintenance,Services&Supplies Gerchow,Matters N. 65735 1,282.74 Meeting/Training Expanse Reimbursement Geoffrey J.Daly 65548 234.16 Meefinglhaining Expense Reimbursement Gilbert G.Barela 65544 493.69 Meeting/Training Expense Reimbursement Globalstar CO,Custom Cellular 65630 1,367.39 Telecommunications Golden State Overnight Delivery Service 65455 171.23 Courier Services Golden State Overnight Delivery Service 65631 221.92 Courier Services Grainger,Inc. 65456 6,075.87 Repair&Maintenance Services and/or Supplies Grainger,Inc. 65632 884.90 Repair&Maintenance Services and/or Supplies Graybar Electric Company 65633 189.55 ElecbicalbElectronic Equipment,Parts&Repairs Guidance Software,Inc. 65634 14,312.25 Computer Applications&Services Haaker Equipment Company 65457 1,485.01 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Hach Company 65458 1,312.43 Laboratory Services&Supplies Hach Company 65635 11.01 Laboratory Services&Supplies Harlington Industrial Plastics,Inc. 65459 152.22 Repair&Maintenance Services and/or Supplies Harrington Industrial Plastic,Inc. 65636 3,032.23 Repair&Maintenance Services and/or Supplies Henry R.Salgado 65554 279.58 Meetinglhaining Expense Reimbursement Highmark 65460 1,023.53 Safety,Security,Health Equipment,Supplies,and Services Hill Brothers 1791 184,021.26 Chemicals,Water/Wastewater Treatment Hill Brothers 1805 256,644.99 Chemicals,WaterlWastesster Treatment Home Depot 65461 2,649.80 Miscellaneous Parts and Supplies Home Depot 65637 9.35 Miscellaneous Parts and Supplies Hue Y.Yu 65744 1,715.90 Meetinglhaining Expense Reimbursement Hub Auto Supply 65462 146.67 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Hub Auto Supply 65638 553.44 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Hyatt Legal Plans 65639 3,420.00 Professional Services-Legal ICC International Code Council 65464 100.00 Professional Organizatons Meeting/rrelning/Membership IDS Group 65640 4,213.00 Professional Services/Engineering Design Services Industrial Threaded Products,Inc. 1813 3,550.31 Repair&Maintenance Services and/or Supplies INTERNATIONAL METALS 65465 4,503.60 Metal Intl.Union of Oper.Eng.AFL CIO Local 65641 4,589.76 Dues Deductions Invensys Systems,Inc. 1814 6,019.73 ElectricalbElectronic Equipment,Parts&Repairs Ironman Parts&Services 65642 292.70 Repair&Maintenance Services and/or Supplies Irvine Ranch Water District 65466 61.42 Water Use ITT BORNEMANN USA,INC. 66467 4,506.16 Repair&Maintenance Services and/or Supplies James D.Ruth 65561 1,200.00 Professional Services/Consultant EXHIBITA 11 210yb Page 3 of 8 7IM014 Return to Arenas Report Claims Paid From 611114 to Will 5/14 Vendor Warrant No. Amount Description James E.Colston 65734 1,013.61 MeetingRraining Expanse Reimbursement James G.Till 65557 92.00 MeetingRraining Expense Reimbursement James G.Tintle 65741 723.40 Meel ngrimining Expanse Reimbursement Jamison Engineering Contractors,Inc. 65468 4,318.00 Professional Services/Construction Support Services Jays Catering 65643 594.43 Catering Services Jeff W.Woodward 65742 340.00 Mee6ng/rraining Expense Reimbursement Jennifer L.Alexander 65541 340.00 MeefinglTraining Expanse Reimbursement John W.Seini 65556 659.16 Mee6ng/rraining Expense Reimbursement Johnny J.Roche 65740 340.00 MeatingRraining Expense Reimbursement Johnstone Supply 65469 85.60 Repair&Maintenance Services and/or Supplies Kanawha Insurance Company 65645 7,241.73 Voluntary Benefits-SSTD Insurance KELLV PAPER 65470 4I.68 Office Supplies Kemira Water Solutions 1792 35,609.71 Chemicals,WaterlWastevreter Treatment Kemim Water Solutions 1815 23,686.55 Chemicals,WaterlWastewater Treatment KIMCO STAFFING SERVICES 65471 1,611.00 Professional ServicesRemporary$ervices KIMCO STAFFING SERVICES 65646 3,296.50 Professional ServicesRempomry Services Kurt M.Rather, 65553 300.00 Meeting/Training Expense Reimbursement Keen T Tjen 65558 340.00 Meetingaraining Expense Reimbursement LAW OFFICE OF DONNA R.EVANS 65472 10,024.00 Legal Services Laerence R.Bailey 65543 147.56 MeetingRaining Expense Reimbursement LECO Corporation 65473 618.09 Laboratory Services&Supplies Lee&Ro,Inc. 65647 15,253.48 Professional Services/Engineering Design Services Laurie Brisbois Bisgaard&Smith 65648 1,242.00 Professional Services-Legal Lexis-Nexis 65649 84.00 Books&Publications On-Line Liberty Mutual Claims 65474 4,178.00 Insurance Liebert Cassidy 65475 4,055.00 Professional Services/Employee Relations Lionakis 65650 1,565.90 Professional Services/Architectural and Landscaping Consulting Services Lubrication Engincers,Inc. 65651 222.04 Repair&Maintenance Services and/or Supplies Madankumar B.Patel 65739 116.00 Meefingrrraining Expense Reimbursement Mail Dispatch,LLC 65652 330.12 Mail Delivery Service Mane E.Ayala 65542 69.17 MeetingRraining Expense Reimbursement Maria E.Ayala 65560 1,705.30 Meetingaraining Expense Reimbursement Martin Alarcon 65540 152.80 MeatingRraining Expense Reimbursement Maureen Kane&Associates 65653 1,5W.00 Professional Organizations MeetinglTraininglMembership Maxim Security Systems 65476 9,351.56 Safety,Security,Health Equipment,Supplies,and Services MCJunkin Red Man Corporation 65417 58.01 Repair&Maintenance Services and/or Supplies McMaster-Cart Supply Co. 65478 1,829.13 Repair&Maintenance Services and/or Supplies McMaster-Can Supply Co. 65654 106.49 Repair&Maintenance Services and/or Supplies Media Blast and Abrasive,Inc. 65655 7,837.12 Mechanical Equipment Mesa International Technologies,Inc. 65419 460.00 Repair&Maintenance Services and/or Supplies Mesa International Technologies,Inc. 65656 1,344.16 Repair&Maintenance Services and/or Supplies Midway Mfg.&Machining Co. 65480 ],89].50 Repair&Maintenance Services and/or Supplies Mid-West Associates,Inc. 65657 483.39 Repair&Maintenance Services and/or Supplies Mike Bubalo Construction Co.,Inc. 65580 733,112.53 Construction Mission Abrasive&Janitorial Supplies 65481 146.68 Janitorial&Household Services&Supplies MOGULS INSTITUTE NORTH AMERICA 65658 1,450.00 Meeting/baining Registration MSDS Online,Inc. 65659 4,099.00 Computer Applications&Services MTM Recognition Corporation 65660 566.46 Service Awards Multi W Systems,Inc.-Real 65661 10,889.08 Pump Supplies MWH Americas,Inc. 65570 42,922.60 Professional Services/Engineering Design Services NACE International 65482 130.00 Professional Organizations Meeting/TraininglMembership nmzlalr Page 4 of 8 HIM04 Return to Agenda Report Claims Paid From 611114 to W15114 Vendor Warrant No. Amount Description National Water Research Institute 65662 10,000.00 Professional Organizations Meting/Training/Membership Neal Supply Co. 66663 2W.60 Repair&Maintenance Services and/or Supplies Neatest USA Inc. 65664 63.54 Equipment LeaselPostage Meter NetworkFleet,Inc. 65665 3,153.64 Software Maintenance Agreement Newark Electronics 65483 126.68 Electrical/Electronic Equipment,Paris&Repairs Northern Tool&Equipment 65596 196.84 Electrical Paris&Supplies NRG Engine Services,L.L.C. 65484 2,465.58 Repair&Maintenance Services and/or Supplies OCB Reprographics 65423 7,962.92 Printing/Reprographics Services OCB Reprographics 65590 1,366.21 Printing/Reprographics Services OCEA 65666 653.25 Dues Deductible CDC Engineering&Technology 65412 112,547.45 Construction CDC Engineering&Technology 65485 7,690.00 Construction Officer Depot 65486 929.60 Office Supplies Office Depot 65667 678.29 Office Supplies Officer Team 65487 1,878.40 Professional ServiceslTemporary Services Office Team 65668 991.70 Professional Services/temporary Services Oi Corporation 65488 364.54 Laboratory Services&Supplies Olin Corporation 65489 15,431.96 Chemicals,WaterlWastewater Treatment Olin Corporation 65669 11,389.93 Chemicals,Water/Wastewater Treatment OneSouroe Distributors,Inc. 65490 1,542.93 Electrical/Electronic Equipment,Parts&Repairs Onesoume Distributors,Inc. 65670 2,579.82 Elec ricapElectronic Equipment,Paris&Repairs Orange County Auto Parts 65671 4,956.89 Truck Supplies Orange County Sher4f 65673 640.76 Judgments Payable Orange County United Way 65674 40.00 Employee Contributions 01 USA,LLC 65491 3,112.67 Repair&Maintenance Services and/or Supplies Pacific Mechanical Supply 1816 4,033.24 Repair&Maintenance Services and/or Supplies Parker Supply Company 1817 487.25 Miscellaneous Parts and Supplies PCS Express,Inc. 65615 157.88 Courier Services Peace Officers Council of CA 65676 2,104.50 Dues Deductions,Supervisors&Professionals Pencco,Inc. 65492 16,757.18 Chemicals Periodic,Inc. 65677 10,881.06 Chemicals PL Hawn Company,Inc. 65678 545.53 Repair&Maintenance Services and/or Supplies Polydyne,Ind. 1793 81,299.14 Chemicals,Water/Wastewffier Treatment Polydyne,Inc. 1806 52,347.66 Chemicals,WaterMastewater Treatment Postmaster 65679 224.00 Postage Pourer Bros.Machine,Inc. 65680 2,586.81 Repair&Maintenance Services and/or Supplies PR Electronics,Inc. 65681 2,127.33 Electrical/Electronic Equipment,Paris&Repairs Praxair Distributor,Inc. 65493 211.44 Laboratory Services&Supplies Praxair Distribution,Inc. 65682 823.93 Laboratory Services&Supplies PRIME CONTROLS COMPANY,INC. 65883 417.57 Repair&Maintenance Services and/or Supplies Primrose Ice Co.,Inc. 65494 262.50 Water&Ice Services Primrose Ice Co.,Inc. 65884 131.25 Water&Ice Services Project Management Institute 65495 164.00 Professional Oganizations Meeting/Training/Membership Projects Partners 65885 2,900.00 Professional Services/remporery Employment Services Propipe Professional Pipe Services 1823 527.22 Professional ServiceslCCTV Sewatline Inspections Prudential Cleanroom Services 65496 182.74 Uniforms Prudential Cleamoom Services 65686 182.74 Uniforms Prudential Overall Supply 1798 1,468.03 Uniforms Prudential Overall Supply 1818 1,469.59 Uniforms Public Safety Management Assoc.(PASMA) 65687 75.00 Professional Organizations MeetinglTralning/Membership Quinn Power Systems 65688 450.01 Autos,Trucks&Marine Equipment,Parts,Accessories&Services EXHIBITA nN2lalr Page 5 of 8 7IM014 Return to Agenda Report Claims Paid From 611114 to Will 5/14 Vendor Warrant No. Amount Description Rae Systems,Inc. 65497 79].] Instrument Repairs Rainbow Disposal Co. 66691 3,499.00 Waste Disposal Rand McNally 65692 9,210.00 Softeners Maintenance Agreement RANDSTAD TECHNOLOGIES,L.P. 65693 4,000.00 Software Red Wing Shoes 65694 133.92 Safety,Security,Health Equipment,Supplies,and Services Regents of the University of Cali. 65498 24,678.72 Meefing/haining Registration Postek Com, 1799 1,331.76 Laboratory Services&Supplies Postek Corp. 1819 815.01 Laboratory Services&Supplies RF MacDonald Co. 65689 3,379.46 Repair&Maintenance Services and/or Supplies Richard A.Castilian 65732 528.17 Meeting/Training Expense Reimbursement RMC Water and Environment 65572 25,964S4 Professional Services RMS Engineering&Design,Inc. 65695 7,312.50 Professional SomiceslEngineering Design Services Rockwell Engineering&Equipment Co. 65409 92,424.04 Repair&Maintenance Services and/or Supplies Rosemount Analytical Inc.-Remit 65499 1,355.04 EleckicallElectmnic Equipment,Pans&Repairs Royale Cleaners 65500 145.60 Miscellaneous Services Royale Cleaners 65696 6.10 Miscellaneous Services RPM Electric Motors 65501 1,454.80 Repair&Maintenance Services and/or Supplies Ruben L.Struca t 65555 170.00 Meefinglhaining Expense Reimbursement Russell Sigler,Inc.tlbe Sigler W holesal 65502 702.00 ElecbicallElectronic Equipment,Parts&Repairs Safety Max 65697 4T1.12 Safety,Security,Health Equipment,Supplies,and Services Samuel Choi 65545 1,413.36 Meefingrimining Expense Reimbursement San Diego/Orange Fluid System Technologi 65698 1,882.39 Repair&Maintenance Services and/or Supplies Sancon Engineering,Inc. 65573 62,512.50 Repair&Maintenance Services and/or Supplies SARBS 65562 840.00 Professional Organizations MeetingRmininglMembership SARBS 65745 165.00 Professional Organizations Meeting(TraininglMembership SCAMIT 65503 150.00 Professional Services Scheming America,Inc. 65504 939.08 Mechanical Parts&Supplies Scheming Bioset 1800 295.38 Repair&Maintenance Services and/or Supplies Scientific Instrument Services,Inc. 65699 1,238.80 Laboratory Services&Supplies SDT North America,Ltd. 65700 15,975.00 Professional Organizations MeetingRmining/Membership Selwyn D.Mansell II, 65736 440.00 Meefingrrraining Expense Reimbursement Sequoia Consultants,Inc. 65701 10,411.00 Professional ServiceslEnginee ing Design Services SGS Testcem,Inc. 65506 8.27 Computer Ha mare and Services Shamrock Supply Co.,Inc. 65507 842.08 Repair&Maintenance Services and/or Supplies Shamrock Supply Co.,Inc. 65702 5,181.60 Repair&Maintenance Services and/or Supplies Sharesquared,Inc. 65703 7,500.00 Computer Applications&Services Shureluck Sales&Engineering 65704 619.64 Repair&Maintenance Services and/or Supplies SIEMENS INDUSTRY,INC. 65508 1,995.00 Repair&Maintenance Services and/or Supplies SIEMENS INDUSTRY,INC. 65705 21,200.00 Meefingrrraining Registration Siemens Water Teommlogles Corp. 1811 1,523.84 Repair&Maintenance Services and/or Supplies SIERRA TRANSPORT INC. 65574 26,093.32 Professional Service-Biosolids Management Sigma-Aldrich,Inc. 65706 384.44 Laboratory Services&Supplies South Coast Air Quality Management Dist. 65708 10,398.63 Governmental Agency Fees&Charges Southern California Edison 65575 75,204.16 Utilities Southland Envelope Company,Inc. 65509 61 Office Supplies Sparkleft-Dallas 65709 2,023.32 Miscellaneous Services Spading Instruments,Inc. 65710 1,576.91 EleclricallElectronic Equipment,Parts&Repairs SPITZLIFT 65510 3,611.79 Small Tools SST Benefits Consutling&Insurance Sew 65511 1,000.00 Professional Services St.Croix Sensory,Inc. 65512 3,069.00 Olfactometry Testing Services Staples 65513 260.81 Office Supplies EXHIBITA 1N2101lr Page 6 of 8 7IM014 Return to Agenda Report Claims Paid From 611114 to(A 5114 Vendor Warrant No. Amount Description Staples 65711 2,220.46 ORlce Supplies Summit Steel 1801 182.56 Repair&Maintenance Services and/or Supplies Summit Steel 1820 302.40 Repair&Maintenance Services and/or Supplies Synagro West,Inc. 65576 707,332.45 Biosolids Management Terry W.Kne 65550 961.60 Mee0nglTraining Expense Reimbursement TestAmerica Ontario 1802 81.00 Laboratory Services&Supplies TestAmerica Ontario 1821 1,184.00 Laboratory Services Supplies Trani 65577 45,067.24 Professional Services/North Scrubbers Complex Bleach Tank Replacement Thatcher Company Of California 65578 36,491.40 Chemical,Water/Wastesater Treatment The Automotive Training Authority 65514 ➢%.W Professional Organizations MeetingRmining/Membership The Orange County Register 65672 558.00 Notices&Ads The Public Retirement Journal 65712 390.00 Books and Publications Theodore Robins Ford 65515 248.76 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Thennto Products,Inc. 65516 88.29 Laboratory Services&Supplies Thomas A.Hunt 65549 340.00 Meefing/Training Expense Reimbursement Thompson Industrial Supply,Inc. 1803 16,088.83 Repair&Maintenance Services and/or Supplies Thompson Industrial Supply,Inc. 1822 3,232.51 Repair&Maintenance Services and/or Supplies Tiano Construction 65517 4,658.00 Facilities,Maintenance,Services&Supplies Time Warner Communications 65518 61.72 Telecommunications Tony§Lack&Safe Service&Sales 65713 15.12 Repair&Maintenance Services and/or Supplies Toshiba Business Solutions USA Inc. 65714 2,567.21 Computers,Software/Hardware&Managed Services Trans U.S.Inc 65519 9,142.42 Repair&Maintenance Services and/or Supplies Trice Realty Master Account 65520 939.64 Sewer User Refund Trice Realty Master Account 65521 185.28 Sewer User Refund Tropical Plaza Nursery,Inc. 65522 12,M.50 Landscape Maintenance Services Truck&Auto Supply,Inc. 65523 72.98 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Truck&Auto Supply,Inc. 65715 43.61 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Tula RanchlMagan Fall 65410 274,5W.65 Biosolids Management Toe RanchlMagan Farms 65716 2,410.17 Biosolids Management TW Telecom Holdings,Inc. 65717 10,607.91 Telecommunications Ultra Scientific 65524 917.05 Laboratory Services&Supplies United Parcel Service 65526 226.15 Freight Services United Parcel Service 65719 0.52 Freight Services United States Postal Service 65718 5,000.00 Postage US Peroxide,L.L.C. 65526 4,436.02 Chemicals,Water/Wastewster Treatment US Peroxide,L.L.C. 65579 25,793.28 Chemicals,WaterlWasteverter Treatment Utility Systems,Science&Software Inc. 65720 13,470.00 Professional Services/Pharr,Pilot Project Flow Monitoring Valve Automation&Controls 65527 1,902.15 Repair&Maintenance Services and/or Supplies Valve Automation&Controls 65721 3,999.50 Repair&Maintenance Services and/or Supplies Verbal Ink 65528 1,208.25 Human Resources Services Verbal Ink 65722 126.75 Human Resources Services Vatican California 65529 W.02 Telecommunications Vemon Wireless 65530 1414.93 Telecommunications Vertech Industrial Systems,Lie 65531 5,376.60 Professional Services/Construction Consulting Services Village Nurseries 65723 167.36 Repair&Maintenance Services and/or Supplies Vision Internet Providers,Inc 65532 350.00 Professional Senices/Web Design Services Voyager Fleet Systems,Inc. 65724 24,851.03 Autos,Trucks&Marine Equipment,Parts,Accessories&Services MR Scientific Products 65533 1,581 Laboratory Services&Supplies MR Scientific Products 65725 195.39 Laboratory Services&Supplies Water Environment Federation 65726 202.00 Professional Organizations Meeting/rrelning/Membership West Coast Arboreta,Inc. 65534 300.00 Landscape Maintenance Services EXHIBITA nN2lalr Page 7 of 8 7IM014 Return to Aaenda Report Claims Paid From 611114 to W15/14 Vendor Warrant No. Amount Description West Coast Arbodsts,Inc. 65727 2,500.00 Landscape Maintenance Services West Coast Safety Supply Co. 65728 5,322.12 Safety,Security,Health Equipment,Supplies,and Services West Lite Supply Company,Inc. 65535 935.27 Electrical/Electronic Equipment,Pads&Repairs Western Analytical Laboratories,Inc. 65729 7,475.00 Outside Labomtory Services White Star Pools 65730 310.00 Repair&Maintenance Services and/or Supplies Winer Corporation 65536 am Repair&Maintenance Services and/or Supplies Woodruff Spradlin&Smart 65411 55,339.38 Professional Services-Legal Workforce Software,Inc. 65537 2,560.00 Computer Applications and Services Xerox Corporation 1804 11,521.57 Computers,Softeare/Hardware&Managed Services Yale/Chase Materials Handling,Inc. 65538 3,484.r Electrical/Electronic Equipment,&Electric Cart Parts&Repairs Yonne Linda Water District 65539 51.60 Utilities Total Accounts Payable-Warrants $ 5,178,841.96 Payroll Disbursements Employee Paychecks 56310 - M352 $ 78,191.63 Biweekly Payroll(6/11/14) Employee Paychecks 5053 1,640.63 Interim Payroll-Reissue(6111114) Direct Deposit Statements 355679-356268 1,432,003.98 Biweekly Payroll(6/11/14) Total Payroll Disbursements $ 1, 11,5 836.24 Wire Transfer Payments OCSD Paymll Taxes&Contributions $ 794996.54 Biweekly Payroll(6111114) Total Wire Transfer Payments $ 794,996.54 Total Claims Paid 6/1114-6115114 $ 7,485,674.74 EXHIBITA nnrzlonr Page 8 of 8 7IM014 Return to Arenas Report Claims Paid From W16114 to 6130/14 Vendor Warrant No. Amount Description Accounts Payable Warrants Abel Scale,Inc. 65900 9,915.97 Repair&Maintenance Services and/or Supplies Absolute Standards,Inc. 65765 1,295.00 Laboratory Services&Supplies ACCU Sludge 65766 1,073.28 Laboratory Services&Supplies AccuStaadard 65767 223.98 Laboratory Services&Supplies A-Check America,Inc. 1838 365.75 Human Resources Services ACORN MEDIA 65768 443.99 Minor Equipment,Parts,Accessories&Services Agilent Technologies,Inc. 65769 153.35 Laboratory Services&Supplies Air Liquids America Corp. 65770 2,845.87 Laboratory Services&Supplies Air Liquids Industrial U,S.,LP 65111 9,968.15 Labomtory Services&Supplies Air Liquids Industrial U.S.,LP 65901 17,515A3 Laboratory Services&Supplies Airgas Safety,Inc. 1824 3,322.27 Safety,Security,Health Equipment,Supplies,and Services Airgas Safety,Inc. 1839 11,152.33 Safety,Security,Health Equipment,Supplies,and Services Airgas USA,LLC 1825 1,645.33 Labomtory Services&Supplies Airgas USA,LLC 1840 350.53 Laboratory Services&Supplies American Chemical Society 65772 154.00 Professional Organizations MeetingVTmining/Membership American Integrated Services,Inc. 65903 12,630.00 Grit&Screenings Disposal AMERICAN PUBLIC WORKS ASSOCIATION 65904 785.35 Professional Organizations Meeting VTraining/MembemhipPmfssional Services-Legal® American Trainco,Inc. 65113 7,400.00 Training Registration American Tminco,Inc. 65905 8,880.00 Training Registration Amtech Elevator Services 65114 1,035.00 Miscellaneous Services Analytical Technology,Inc. 65775 121.69 Instrument Supplies Andre Miller 66037 1,60853 Meefing/Training Expanse Reimbursement Ann H.Bmndvoid 65875 654.91 Meeting/raining Expense Reimbursement AON Risk Insurance Services West 65746 50,952.83 Insurance(Owner Controlled Insurance Program) AppleOne Employment Service 1826 735.68 Professional Services/rempomry Services Applied Industrial Technology 65116 23.39 Repair&Maintenance Services and/or Supplies Applied Industrial Technology 65906 78.40 Repair&Maintenance Services and/or Supplies Append Biosystems,Inc. 65117 325.00 Laboratory Services&Supplies Association of California Gass 65779 200.00 Professional Organizations,MeetinglRaining/Membership Dues AT&T Teleconference Services 65780 134.22 Telecommunications Awards&Trophies Company 65781 88.36 Awards and Framing Services Awards&Trophies Company 65907 23.76 Awards and Framing Services AWSI 65782 57.00 Professional Services-DOT Program Administration Ayala Engineering 65908 4,545.00 Repair&Maintenance Services and/or Supplies BARBOZA&ASSOCIATES,A LAW CORP. 65783 12,226.94 Professional Services-Legal Barnes&Thornburg 65909 10,500.00 Professional Services-Legal Biospherical Instruments,Inc. 65784 266.72 Repair&Maintenance Services and/or Supplies Black&Veatch Corporation 65747 96,269.07 Professional Servides/Engineering Design Services Spending Pac0lc,Inc. 65748 25,729.98 Chemicals,WaterMastevrater Treatment Burlington Safety Labomtory of CA,Inc. 65785 175.55 Safety,Security,Health Equipment,Supplies,and Services Burlington Safety Laboratory of CA,Inc. 65910 1,543.06 Safety,Security,Health Equipment,Supplies,and Services California Dept.of Child Support 65911 2,632.35 Judgments Payable California Hazardous Services,Inc. 65912 3,862.50 Repair&Maintenance Services and/or Supplies California Relocation Services,Inc. 65786 600.00 Miscellaneous Services-MovingrRelocation California Water Technologies 65787 4,895.20 Chemicals California Water Technologies 65913 4,969.95 Chemicals Caltml,Inc. 65788 2,706.78 EIecVIcallElectmnic Equipment,Parts&Repairs CANADA RESEARCH LABORATORIES,LTD. 65789 105.00 Professional Services Cade D.Dillon 66030 91 Meefinglhalnidg Expense Reimbursement Charles King Company,Inc. 65759 157,855.60 Construction EXHIBIT B IrOHO r Page 1 of 7 7IM014 Return to Acenda Report Claims Paid From W16114 to 6130/14 Vendor Warrant No. Amount Description Chrome Technology,Inc. 65885 2,152.49 Reconciliation User Fee Refund Program Chrome Technology,Inc. 65886 272.01 Reconciliation User Fee Refund Program Chuck M.Forman 66032 667.40 Meetingrimining Expanse Reimbursement City of Huntington Beach 65812 11.82 Water Use City W Westminster 65790 WIN Water Use Coast Cane Company 65889 478,440.00 Repair&Maintenance Services and/or Supplies Connell Chevrole0GEO 65914 412.51 Autos,Trucks&Marina Equipment,Parts,Accessories&Services Consolidated Electrical Distributors 65791 469.56 ElectricalbElectumic Equipment,Parts&Repairs Consumers Pipe&Supply Co. 1841 45.74 Repair&Maintenance Services and/or Supplies Corporate Image Maintenance,Inc. 65749 37,420.00 Janitor&Household Service&Supplies CORRPRO Companies,Inc. 65750 38,769.50 Professional Services/Temporary Services County of Orange Auditor Controller 65792 1,905.00 Governmental Agency Fees&Charges County of Orange Auditor Controller 65793 900.00 Governmental Agency Fees&Charges County of Orange Auditor Controller 65794 101.00 Governmental Agency Fees&Charges County of Orange Auditor Controller 65795 STM Governmental Agency Fees&Changes County of Orange Auditor Controller 65796 82.50 Governmental Agency Fees&Charges County of Orange Auditor Controller 65797 Will Governmental Agency Fees&Charges County of Orange Auditor Controller 65915 810.00 Governmental Agency Fees&Charges County of Orange Auditor Controller 65916 1,500.00 Governmental Agency Fees&Charges County Wholesale Electric Co. 65917 1,300.32 Electrical/Electronic Equipment,Parts&Repairs Court Omer 65960 2,179.38 Judgments Payable Court Order 65995 108.00 Judgments Payable Court Order 66025 912.50 Judgments Payable CR&R,Inc. 65798 688.18 Waste Disposal CS-AMSCO 65800 11,376.26 Repair&Maintenance Services and/or Supplies CS-AMSCO 65918 4,972.53 Repair&Maintenance Services and/or Supplies CSI Services,Inc. 65801 384.56 Professional Services Culligan of Orange County 65919 59.55 Repair&Maintenance Services and/or Supplies Curley Wholesale Electric 65920 874.54 Electrical/Electronic Equipment,Parts&Repairs Curtis Buonacomi Will 440.00 Meetingaraining Expense Reimbursement CWEA Membership 65802 W.00 Professional Organizations Meeting(Training/Membership DAVID A.PEDERSEN 65921 SBW.00 Professional Services-Landscape David Gutoff 65803 225.00 Laboratory Services&Supplies David R.Andrew Will 230.00 Meetingaraining Expense Reimbursement DO SYSTEMS INC.DBA ACE CD INC. 65760 63,114.20 Construction Desert Pumps&Parts,Inc. 65922 6T1.44 Repair&Maintenance Services and/or Supplies Designer Stitch Embroidery 65923 2,664.84 Public Outreach Supplies Donald B.Van Voomt Wl 170.00 Meetingaraining Expense Reimbursement Dudek&Associates,Inc. 65804 5,815.40 Professional ServiceslEngineering Design Services Dudek&Associates,Inc. 65924 21,815.35 Professional Services/Engineering Design Services Dvryer Instruments,Inc. 65925 492.59 Electrical/Electronic Equipment,Parts&Repairs Employee Benefits Specialists,Inc. 65805 2,975.55 Reimbursed Prepaid Employee Medical&Dependent Care Employee Benefits Specialists,Inc. 65926 11,903.54 Reimbursed Prepaid Employee Medical&Dependent Care Enecon USA,Inc. 65806 1,494.80 Repair&Maintenance Services and/or Supplies Entech Instruments,Inc. 65927 3,816.61 Laboratory Services&Supplies Ernest R.Severna 65883 175.00 Meetingaraining Expense Reimbursement Eving Irrigation 65928 312.91 Irrigation Repair&Maintenance Services and/or Supplies Excel Door&Gate Co.,Inc. 65929 1,560.00 Repair&Maintenance Services and/or Supplies Faviola Miranda 65878 638.09 Meeting/Iraining Expense Reimbursement Fool Corporation 65930 146.63 Freight Services Fisher Scientific 65931 409.30 Laboratory Services&Supplies EXHIBIT B nN2lalr Page 2 of 7IM014 Return to Acenda Report Claims Paid From W16114 to 6130/14 Vendor Warrant No. Amount Description Foundation for Cross Connection Control 65807 120.00 Professional Organizations Meeting/Training/Membership Fountain Valley Paints,Inc. 65932 756.W Facilities,Maintenance,Services&Supplies Franklin Covey 65933 71.84 Office Supplies Fresno First Bank-Acct 100013315 65898 35,897.95 Construction,Retention Frys Electronics 65809 247.20 Computers,Software/Hardware G&B Creative Solutions LLC 65799 7,988.00 Printing and Publications Damon Callahan Company 65935 127.56 Chemicals,Water/Wastewater Treatment Gates Fiberglass Installers 65936 5,982.00 Repair&Maintenance Services and/or Supplies Gestic 65937 2,150.28 Repair&Maintenance Services and/or Supplies GHD 65938 13,826.25 Professional Servicchi Engineering Design Services Gina A.Tetsch 66039 143.00 Meeting/training Expense Reimbursement Glens Alignment&Broke Service 65939 110.00 Autos,Tracks&Marine Equipment,Pads,Accessories&Services Global Environmental Natwnrk Inc. 65940 825.00 Safety,Security,Health Equipment,Supplies,and Services Golden State Overnight Delivery Service 65941 46.01 Counter Services Golden West Window Service 65942 432.00 Facilities,Maintenance,Services&Supplies Grainger,Inc. 65943 3,586.61 Repair&Maintenance Services and/or Supplies Goal Electric Company 65810 40.88 Electrical/Electronic Equipment,Pads&Repairs Hacker Equipment Company 65944 16,300.00 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Hardy Diagnostics 65945 148.40 Laboratory Services&Supplies Harrington Industrial Plastics,Inc. 65946 1,783.W Repair&Maintenance Services and/or Supplies HDR Engineering,Inc. 65890 102,382.02 Professional Services/Engineering Design Services Heather Davis 66029 444.69 Meetinglhaining Expense Reimbursement Herrigsted,Cad A. 66033 651.65 Meeting/Training Expense Reimbursement Hill Brothers 1827 2,657.79 Chemicals,Water/Wastewater Treatment Hill Inc. 65947 2,696.20 Repair&Maintenance Services and/or Supplies Home Depot 65811 373.35 Miscellaneous Pads and Supplies Home Depot 65948 450.21 Miscellaneous Pads and Supplies Hub Auto Supply 65949 396.53 Autos,Trucks&Marine Equipment,Parts,Accessories&Services HYDRAULIC CONTROLS 65950 653.18 Repair&Maintenance Services and/or Supplies IDEXX Distribution,Inc. 65951 1,028.16 Laboratory Services&Supplies Industrial Electric Machinery LLC 65952 1,650.24 Repair&Maintenance Services and/or Supplies Insight Public Sector,Inc. 65751 27,439.38 Computers,Software/Hardware INTERNATIONAL METALS 65813 934.20 Metal Intl.Union 0f Oper.Eng.AFL CIO Local 65953 4,614.01 Dues Deductions Invensys Systems,Inc. 1828 4,176.15 Electrical/Electronic Equipment,Pads&Repairs Irvine Ranch Water District 65814 12.39 Water Use Irvine Ranch Water District 65954 64.01 Water Use J R Filers Construction 65761 308,4W.73 Construction JACOBS PROJECT MANAGEMENT CO. 65891 133,450.24 Professional Services/Temporery Services Jamison Engineering Contractors,Inc. 65892 78,345.91 Professional Services/Construction Support Services Jays Catering 65816 626.83 Catering Services Jays Catering 65956 1,171.63 Catering Services JEFFREY B.LOVE,INC. 65957 6,395.00 Professional Services-Legal JG Tucker And Son,Inc. 65815 3,941.46 Safety,Security,Health Equipment,Supplies,and Services JG Tucker And Son,Inc. 65955 480.69 Safety,Security,Health Equipment,Supplies,and Services JM SQUARED ASSOCIATES 65958 15,217.20 Miscellaneous Pads and Supplies Johnstone Supply 65958 109.68 Repair&Maintenance Services and/or Supplies JP Morgan Chase Bank,NA 65752 55,698.83 Purchasing Card Program for Miscellaneous Parts and Supplies Kaman Industrial Technologies 65961 856.48 Repair&Maintenance Services and/or Supplies KELLY PAPER 65817 315.91 Office Supplies Kemim Water Solutions 1829 16,974.41 Chemicals,WaterlWastesaler Treatment EXHIBIT B nN2foN Page 3 of 7 7IM014 Return to Acenda Report Claims Paid From W16114 to 6130/14 Vendor Warrant No. Amount Description Kemira Water Solutions 1837 50,717.74 Chemicals,Water/Wastewater Treatment Koury Engineering and Testing,Inc. 65962 364.25 Professional Services/Engineering Design Services Larry J.Jones 66034 148.00 MeetingRraining Expense Reimbursement Larry S.Andresen 66026 3W.00 Meefing/Training Expense Reimbursement Letner Rni Co. 65818 16,100.00 Repair&Maintenance-Roof Repair and/or Replacement Liberty Mutual Claims 65819 15,656.64 Insurance Liberty Mutual Claims 65963 2,523.50 Insurance Life Technologies-Remit to: 65964 5,291.46 Laboratory Services&Supplies Lytle Screen Printing 65965 454.68 Miscellaneous Services Malcolm Pirnie Inc. 65888 35,456.13 Construction Malcolm Firms,Inc. 65966 906.53 Professional Services/Engineering Design Services Made E.Ayala 66027 388.14 MeetingRraining Expense Reimbursement Mark S.Roberts 65882 159.00 Meeting/raining Expanse Reimbursement Matheson Tri Gas,Inc. 65820 4,357.32 Laboratory Services&Supplies Mathew D.Rebai 65881 300.00 MeetingRraining Expanse Reimbursement Malt Chloe Inc. 65821 1,294.71 Repair&Maintenance Services and/or Supplies MAXIMus INC 65822 6,900.00 Professional Services MCGladrey&Pullen LLP 65823 5,000.00 Professional Services-Financial Auditing MCJunkin Red Man Corporation 65824 2,327.23 Repair&Maintenance Services and/or Supplies McMaster-Cart Supply Co. 65825 458.34 Repair&Maintenance Services and/or Supplies McMaster-Can Supply Co. 65967 1,003.37 Repair&Maintenance Services and/or Supplies McNeill International Inc. 65826 2,333.80 ElectricallElectronic Equipment,Parts&Repairs Mesa Muffler 65827 212.00 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Mesa Mutter 65968 168.80 Autos,Tmcks&Marine Equipment,Parts,Accessories&Services Michael A.Bemis 65874 150.00 MeetingRraining Expanse Reimbursement MICHAEL C.BROWN&ASSOCIATES 65828 1,500.00 Training Registration Michael J.Barrett 66028 340.00 MeetingRraining Expanse Reimbursement Michael Full 65880 172.50 MeetingRraining Expense Reimbursement Mid-West Associates,Inc. 65968 3,033.76 Repair&Maintenance Services and/or Supplies Moore Medical Inc. 1830 289.02 Medical Supplies MSC Industrial Supply Co. 65829 37.94 Repair&Maintenance Services and/or Supplies MTM Recognition Corporation 65970 404.40 Service Awards National Seminars Group 65971 3,400.00 Training Registration NAVIGANT 65972 4,413.39 Professional Services/Engineering Design Services Neal Supply Co. 65973 467.41 Repair&Maintenance Services and/or Supplies New Horizons Computer Learning Center 65974 891.00 Professional Organizations MeetingRmininglivembership Newark Electronics 65830 202.92 ElectricaVElectronic Equipment,Parts&Repairs Newark Electronics 65976 1,219.53 Electrical/Electronic Equipment,Parts&Repairs Norval Controls Incorporated 65976 656.26 Repair&Maintenance Services and/or Supplies NRG Engine Services,L.L.C. 65917 1,353.62 Repair&Maintenance Services and/or Supplies Oau Shave Ice,LLC 65831 700.00 Public Outreach Services and Supplies OCB Reprographics 65778 739.57 PrintinglReprogmphics Services OCFA 65978 653.25 Dues Deductible Office Depot 65832 265.90 Office Supplies Office Depot 65979 1,537.38 Office supplies Office Team 65833 991.70 Professional Services/Tempomry Services Olin Corporation 65834 11,645.31 Chemicals,Water/Wastewater Treatment Olin Corporation 65980 9,024.20 Chemicals,WalerlWastewaler Treatment Olympus America Inc.-Remit to: 65835 2,721.79 Laboratory Services&Supplies OneSource Distributors,Inc. 65836 27.41 Electrical/Electronic Equipment,Parts&Repairs OneSource Distributore,Inc. 65981 1,515.35 Electrical/Electronic Equipment,Parts&Repairs EXHIBIT B nN2lalr Page 4 of 7IM014 Return to Arenda Report Claims Paid From W16114 to 6130/14 Vendor Warrant No. Amount Description Oracle Corporaton 65837 3,466.08 Computer Applications&Services Orange County Auto Parts 65982 237.25 Truck Supplies Orange County Sanitation District 65988 1,433.63 Petty Cash Expense Orange County Sheriff 659U 64016 Judgments Payable Orange County United Way 65985 40.00 Employee Contributions Ovivo USA,LLC 65839 392.59 Repair&Maintenance Services and/or Supplies Parker Hannifin Corporation 65840 500100 Repair&Maintenance Services and/or Supplies Parker Supply Company 1831 4,544.68 Miscellaneous Parts and Supplies Parker Supply Company 1842 562.40 Miscellaneous Parts and Supplies Paula M.Williams 66042 1,611.06 Meefing/haining Expense Reimbursement Peace Officers Council of CA 65986 2,104.50 Dues Deductions,Supervisors&Professionals Peeress Wiping Materials Co. 65841 992.52 Janitor&Household Service&Supplies Persian,Inc. 65842 16,278.89 Chemicals Pencco,Inc. 65987 5,4]].54 Chemicals Performance Pipeline Technologies 65843 14,100.00 Professional ServiceslCCTV lnspactionl5ewerline Cleaning Performance Pipeline Technologies 65893 28,318.W Professional ServlceSICCTV Inspection/Sewerline Cleaning PLC LTD.COM INC 65753 75,600.00 Computer Supplies Polydyne,Inc. 1832 19,316.17 Chemicals,WaterlWastewater Treatment Polydyne,Inc. 1843 8,728.26 Chemicals,Watia-Wastearter Treatment Ponton Industries,Inc. 65844 2,675.82 Laboratory Services&Supplies Primary Source Ofica Furnishings,Inc. 65845 2,297.16 Minor Equipmentlionituro&Fixtures Primrose Ice Co.,Inc. 65846 262.50 Water&Ice Services Primrose Ica Co.,Inc. 65989 131.25 Water&Ice Services Peaces Work Injury Center 65990 290.00 Medical Services Projects Partners 65847 5,452.00 Professional Servicerrempomry Employment Services Prudential Cleamoom Services 65848 182.74 Uniforms Prudential Cleanumom Services 65991 182.74 Uniforms Prudential Overall Supply 1833 1,469.44 Uniforms Pryor Seminara/Camer Track 65808 597.00 Professional Organizations Meeting(Training/Membership Pryor Seminars/Career Track 659U 298.00 Professional Organizations MeotingRmining/Membership Pump Action 65992 3,024.79 Oil Filters O Air-Calif.Div.Pump Engineering 65849 887.76 Repair&Maintenance Services and Supplies D Air-Calif..Div.Pump Engineering 65993 1,425.74 Repair&Maintenance Services and Supplies Quinn Power Systems 65994 36.21 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Rabobank,Escrow Acctk 272295513 65762 114,386.90 Construction Red Wing Shoes 65996 159.84 Safety,Security,Health Equipment,Supplies,and Services Regents of the University of Calif. 65850 21,414.57 MeefinglTraining Registration Riaz K.Moinuddin 65879 115.00 Meefinglhaining Expense Reimbursement RMB Engineering&Sales,Inc. 65997 3,978.72 ElectricallElectronic Equipment,Parts&Repairs Robbie A.Coaxial 658]] 300.00 Meetinglhalning Expense Reimbursement Robert Half International,Inc. 65851 1,872.00 Computer Applications&Services Robyn A.Wilcox 65884 164.00 Meefinglhalning Expense Reimbursement Rockwell Engineering&Equipment Co. 65754 40,914.25 Repair&Maintenance Services and/or Supplies Romac Supply Co. 65852 19,819.50 Instrument Parts&Supplies Royale Cleaners 65853 6.10 Miscellaneous Services RPM Electric Motors 65854 2,653.56 Repair&Maintenance Services and/or Supplies Ruben L Stewart 66038 350.00 Meeting/Iraining Expanse Reimbursement Salads Glass Corp.-Remit 65998 222.81 Auto Supplies San Diegmamnge Fluid System Technologi 65855 118.99 Repair&Maintenance Services and/or Supplies SC Fuels 65856 B,549.51 Fuel and Lubricants SCAQMD 65857 8,176.67 Governmental Agency Fees&Charges EXHIBIT B nmzlorlr Page 5 of 7 7IM014 Return to Arenas Report Claims Paid From W16114 to 6130/14 Vendor Warrant No. Amount Description SCAOMD 65887 8,176.67 Governmental Agency Fees&Changes Scientific Refrigeration 65999 263.50 Repair&Maintenance Services and/or Supplies SCOTT-MARRIN,INC. 66000 48.00 Repair&Maintenance Services and/or Supplies Securitas Security Services USA,Inc. 65894 31,032.04 Safety,Security,Health Equipment,Supplies,and Services SGE,Inc. 66001 1,363.91 Laboratory Services&Supplies Shamrock Supply Co.,Inc. 66002 661.29 Repair&Maintenance Services and/or Supplies Shimi Scientific Instruments Inc. 66003 5,257.76 Laboratory Services&Supplies Shureluck Sales&Engineering 65858 223.99 Repair&Maintenance Services and/or Supplies Shureluck Sales&Engineering 66004 1,083.30 Repair&Maintenance Services and/or Supplies So.Cal Gas Company 65755 44,932.16 Utilities SOCIETY FOR MINING,METALLURGY 66005 2,520.00 Meeting/Raining Registration Southern California Edison 65756 339,990.28 Utilities Southern California Edison 65859 1'360.54 Utilities Southern Counties Lubricants 66006 1,473.97 Fuel and Lubricants Sparklett-Dallas 66007 1,102.32 Miscellaneous Services St.Croix Sensory,Inc. 66008 1,232.25 Olfactonni Testing Services Stantec Consulting Services,Inc. 65860 7,070.00 Professional Services/Surveying Staples 66009 1,257.14 Office Supplies Summit Steal 1834 731.04 Repair&Maintenance Services and/or Supplies Summit Steel 1844 1,351.73 Repair&Maintenance Services and/or Supplies Sunset Industrial Parts 66010 190.09 Repair&Maintenance Services and/or Supplies Tadao G.Vitko 66041 1,472.48 MeetingRraining Expense Reimbursement TEST AMERICA IABORATORIES 65861 11,736.00 Laboratory Services&Supplies TesVanerica Ontario 1845 1,908.00 Laboratory Services&Supplies Tetra Each,Inc. 65862 2,046.04 Professional Services/Engineering Design Services5 Thatcher Company Of California 65895 38,857.31 Chemicals,WalerMastesater Treatment The Irvine Company 65863 341.80 Reconciliation User Fee Refund Program The Orange County Register 65838 2,399.04 Notices&Ads The Orange County Register 65983 798.00 Notices&Ads The Unisource Corporation 66015 613.66 Paper&Office Supplies Theemco Products,Inc. 66011 W.29 Laboratory Services&Supplies Thomas Cain Inc. 66012 120.00 Laboratory Services&Supplies-Automated Digestion System Thomas D.Dodderer 66031 340.00 MeetingRraining Expense Reimbursement Thompson Industrial Supply,Inc. 1835 2,594.30 Repair&Maintenance Services and/or Supplies Thompson Industrial Supply,Inc. 1846 1,006.03 Repair&Maintenance Services and/or Supplies Tom B.Mem illano 66036 185.00 MeetingRaining Expense Reimbursement Tanya Lack&Safe Service&Sales 66013 1,231.66 Repair&Maintenance Services and/or Supplies Tovmsend Public Affairs 65864 7,500.00 Professional Services-State Legislative Advocacy Trans U.S.Inc 66014 4,039.20 Repair&Maintenance Services and/or Supplies Tremor Incorporated 1847 1,014.54 Repair&Maintenance Services and/or Supplies Tule RanchlMagan Fames 65757 299,601.76 Biosolids Management United Parcel Service 65865 71.85 Freight Services United Parcel Service 66016 82.40 Freight Services US Peroxide,L.L.C. 65758 58,1)1 Chemicals,Water/Wastewater Treatment V&A Consulting Engineers 65866 22,535.00 Professional Services V&A Consulting Engineers 66017 4,944.29 Professional Services Vain Corporation 1848 2,530.70 Repair&Maintenance Services and/or Supplies Village Nurseries 65867 52.01 Repair&Maintenance Services and/or Supplies Vladimir A.Kogan 66035 1,462.13 MeetingRraining Expense Reimbursement MR Scientific Products 65868 580.34 Laboratory Services&Supplies MR Scientific Products 66018 103.87 Laboratory Services&Supplies EXHIBIT B nN21ab Page 6 of 7IM014 Return to Anemia Rom Claims Paid From W16114 to 6130/14 Vendor Warrant No. Amount Description W.M.Lyles Co. 65899 682,061.05 Construction Wastewater Equipment International,Inc 65869 3,142.10 Repair&Maintenance Services and/or Supplies Water Environment Federation 65870 202.00 Professional Organizations Meidng(TraininglMambarship Water Environment Federation 66019 995.00 Professional Organizations Meetingrrmining/Membership Waters Correlated 66020 71050.00 Laboratory Services&Supplies Waxie Sanitary Supply 65871 398.89 Jarilor&Household Service&Supplies WCR Incorporated 65896 25,390.24 Miscellaneous Services West Coast Safety Supply Co. 66021 1,398.47 Safety,Security,Health Equipment,Supplies,and Services West Life Supply Company,Inc. 65872 232.79 Electrical/Electronic Equipment,Palls&Repairs Westrux International 66022 2,126.06 Truck Supplies Woodruff Spradlin&Small 65897 71,140.62 Professional Sarvices-Legal Xerox Corporation 1836 10,929.89 Computers,Software/Hardware&Managed Services Xpedx,An International Paper Company 66023 1,864.52 Miscellaneous Supplies Xylem Water Solutions 66024 1,431.20 Repair&Maintenance Services and/or Supplies Total Accounts Payable-Warrants $ 4,405,461.19 Payroll Disbursements Employee Paychecks 56354 - 636M $ 70,634.66 Biweekly Payroll(6I25114) Employee Paychecks 56385 1,356.66 Interim Payroll-Retirements-Rag Hours(6/19114) Employee Paychecks 5086 2,224.T Interim Payroll-Retirements-Accrual Payout(6119114) Employee Paychecks 56410 2,296.45 Interim Payroll-Retirements-Rag Hours(6/26114) Direct Deposit Statements 356269 -356840 1,396,632.58 BMeekly Payroll(6125114) Total Payroll Disbursements $ 1,473,147.32 `Cri number 56387 nm used 'Check numbers Sfihissin de used In Nlus perii Wire Transfer Payments OCSD Payroll Taxes&Contributors $ 776,733.36 Biweekly Payroll(6/25/14) Union Bank of California 16,210.63 BMeekly Payroll-Retirements(&2&14) 0 2,173,351.10 Construction P1-101/PP17(6119114) 0 376,328.25 Construction Pl-112/P2-101IPP5(6/19/14) Total Wire Transfer Payments $ 3.342.623.34 Total Claims Paid 6/16/1 4-6130114 $ 9,221,231.85 EXHIBIT B bNP10/Ir Page 7 of 7 7IM014 0710712014 RL ORANGE COUNTY SANITATION DISTRICT ITEM NO. 2 CURRENT COMMITTEES STEERING COMMITTEE (7) GWRS JOINT COOPERATIVE STEERING COMMITTEE Tom Beamish, Board Chair John Nielsen, Board Vice-Chair Tom Beamish Brad Reese, Chair, Administration Committee Jim Ferryman Brett Murdock, Chair, Operations Committee John Nielsen Keith Curry, Member-At-Large John Withers, Member-At-Large (At)—Brett Murdock --VACANCY-- (A2)—Greg Sebourn ADMINISTRATION COMMITTEE (14) (A3) —VACANCY-- Brad Reese, Chair(Villa Park) AUDIT AD HOC COMMITTEE (4) John Withers, Vice Chair(IRWD) David Benavides (Santa Ana) Tom Beamish, Board Chair (La Habra) Joe Carchio (Huntington Beach) Steven Choi (Irvine) Richard Murphy (Los Alamitos) Tyler Diep (MCSD) John Nielsen (Tustin) Jim Ferryman (CMSD) John Withers (IRWD) Gene Hernandez (Yorba Linda) Peter Kim (La Palma) LEGISLATIVE AND PUBLIC AFFAIRS Prakash Narain (Cypress) SPECIAL COMMITTEE (7) 8/2812013 Janet Nguyen (Board of Supervisors) Teresa Smith (Orange) Tom Beamish, Board Chair(La Habra) Tom Beamish (La Habra) John Nielsen, Board Vice-Chair(Tustin) David en MCS (Santa Ana) Tyler Diep (MCSD) OPERATIONS COMMITTEE (13) John Nielsen (Tustin) Brad Reese (Villa Park) Brett Murdock, Chair(Brea) Greg Sebourn (Fullerton) Scott Nelson, Vice-Chair(Placentia) John Withers (IRWD) Keith Curry (Newport Beach) Steve Jones (Garden Grove) SAWPA JOINT POLICY COMMITTEE Lucille Kring (Anaheim) Michael Levitt (Seal Beach) Richard Murphy (Los Alamitos) Tom Beamish Habra) Steve Nagel (Fountain Valley) John Nielsen (Tustin) Greg Sebourn, (Fullerton) David Shawver (Stanton) (A)John Withers (IRWD) Fred Smith (Buena Park) Tom Beamish, Board Chair(La Habra) John Nielsen, Board Vice-Chair(Tustin) Board Delegate to Santa Ana River Flood Protection Agency(SARFPA) -Jim Ferryman Board Delegate to Orange County Council of Governments (OCCOG)—Jim Ferryman Board Delegate to National Water Research Institute (NWRI)—Jim Ferryman ITEM NO. 3 Orange County Sanitation District MINUTES BOARD MEETING June 25, 2014 1 SANITgTj�y Q ? ¢ e� o � Fcl�N HE Administration Building 10844 Ellis Avenue Fountain Valley, California 92708-7018 0 612 512 01 4 Minutes of Board Meeting Page 1 of 17 ROLL CALL A regular meeting of the Board of Directors of the Orange County Sanitation District was held on June 25 2014, at 6:32 p.m., in the Administration Building. Director John Nielsen delivered the invocation and led the Pledge of Allegiance. 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 X Joe Carchio Dave Sullivan X Steven Choi Christina Shea X Keith Curry Rush Hill X Tyler Diep AI 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 X Prakash Narain Doug Bailey Scott Nelson X Constance Underhill X Janet Nguyen Shawn Nelson X John Nielsen Allan Bernstein X Brad Reese Greg Mills X Gregory Sebourn Jan Flory X David Shawver Carol Warren X Fred Smith Steve Berry X Teresa Smith Mark Murphy X John Withers Douglas Reinhart STAFF MEMBERS PRESENT: Jim Herberg, General Manager; Bob Ghirelli, Assistant General Manager; Nick Arhontes, Director of Facilities Support Services; Jeff Reed, Director of Human Resources; Rob Thompson, Director of Engineering; Ed Torres, Director of Operations & Maintenance; Lorenzo Tyner, Director of Finance & Administrative Services; Kelly Lore, Acting Clerk of the Board; Jennifer Cabral; Gregg Deterding; Norbert Gaia; Al Garcia; Kelly Newell; and Paula Zeller. 06/25/2014 Minutes of Board Meeting Page 2 of 17 OTHERS PRESENT: Brad Hogin, General Counsel; Art Perry, Costa Mesa Sanitary District; Steve Dicterow, Congressman Rohrabacher's Office; Kelly Daken, Archer Western; and Bob Kiley, Yorba Linda Water District. Director Benevides arrived at 6:35 p.m. PUBLIC COMMENTS: None. SPECIAL PRESENTATIONS: General Manager, Jim Herberg accepted the "Large Plant Safety Award" from Simon Watson, President of the California Water Environment Association. Director Kring and Director Nagel arrived at 6:38 p.m. Jeff Reed, Director of Engineering presented a 25-year service award to Denise Martinez, Senior Human Resources Analyst. Director Theresa Smith arrived at 6:43 p.m. Chair Edgar acknowledged commendations for OCSD's 60" anniversary received from Senator Dianne Feinstein and Congressman Dana Rohrabacher. General Manager, Jim Herberg thanked and commended Chair Troy Edgar for his service on the Board, and as Board Chair. He stated that his level of enthusiasm, energy and dedication are enormous; that his ability to remember everything and juggling his life is truly amazing. He further stated it was an honor to work with Troy, and he is thankful for his help and support personally and professional. Vice Chair Beamish introduced the presenters of commendations presented to Chair Edgar in recognition of his accomplishments as OCSD Board Chair: • Assemblvwoman Sharon Quirk-Silva's office - Presentation of Resolution of Service to District (Michael Quibuyen, presenter) • Congresswoman Loretta Sanchez' office - Presentation of a framed floor speech and video footage of the Congresswoman honoring Troy Edgar on the House Floor (Carlos Urquiza, presenter) • OC Supervisor John Mooriach - Presentation of Proclamation to Troy Edgar for his dedicated service. • Congressman Dana Rohrabacher's office - Presentation of Congressional Certificate (Steve Dicterow, presenter) 06/25/2014 Minutes of Board Meeting Page 3 of 17 • Senator Alan Lowenthall's office - Presentation of Congressional Certificate (Christopher Townsend of Townsend Public Affairs, presenter) Vice Chair Beamish presented Chair Edgar with a plaque & gavel from OCSD for his extraordinary service and thanked him again for his leadership. Chair Edgar stated that he was extremely honored, and thanked the Board for electing him Chair; thanked staff for teaching him about wastewater; recalled various accomplishments, including the Legislative Public Affairs Committee and finally encouraged the entire Board to contribute and get more involved. REPORTS: General Manager Herberg reported on the following information: June status report; Annual Work Plan; adoption of the budget and Heal the Bay beach report card grades Chair Edgar reported on the successful OCSD Honor Walk event today and thanked staff for their hard work. RATIFICATION OF PAYMENT OF CLAIMS: 1. MOVED, SECONDED, AND DULY CARRIED: Ratify payment of claims of the District, by roll call vote, as follows: Claims Paid for the Period Ending: 05/15/14 05/31/14 Totals $ 7,499,200.11 $ 8,246,245.83 AYES: Beamish; Carchio; Choi; Edgar; Ferryman; Hernandez; Jones; Kim; Levitt; Murdock; Nagel; Narain; Reese; F. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: Benavides; Curry; Diep; Kring; Nguyen; Nielsen; Sebourn; Shawver; and T. Smith. ABSENT: None CONSENT CALENDAR: 2. MOVED, SECONDED, AND DULY CARRIED: Approve minutes for the Regular Board Meeting held on May 28, 2014. AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; F. Smith; T. Smith; Underhill (Alternate) and Withers. 06/25/2014 Minutes of Board Meeting Page 4 of 17 NOES: None ABSTENTIONS: Kim; and Shawver ABSENT: None 3. MOVED, SECONDED, AND DULY CARRIED: A. Receive and file Addendum No. 3 to the Collection System Improvement Plan Program Environmental Impact Report for additional project analysis supporting the Santa Ana Trunk Sewer Rehabilitation, Project No. 1-17; and B. Receive and file bid tabulation and recommendation; and C. Award a construction contract to Charles King Company, Inc., Project No. 1-17, for a total amount not to exceed $2,619,188; and D. Approve a contingency of$235,727 (9%). AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: None ABSENT: None 4. MOVED, SECONDED, AND DULY CARRIED: Approve Reimbursement Agreement with the City of Tustin for the construction of a portion of the Orange County Sanitation District's Gisler-Redhill System Improvements, Reach B, Contract No. 7-37, for an amount not to exceed $300,000 to be paid to the City of Tustin, in a form approved by Special Counsel. AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. 06/25/2014 Minutes of Board Meeting Page 5 of 17 NOES: None ABSTENTIONS: None ABSENT: None 5. MOVED, SECONDED, AND DULY CARRIED: A. Receive and file bid tabulation and recommendation; and B. Award a construction contract to Archer Western Construction, Inc. for Plant No. 1 Primary Treatment, Project No. P1-124, for a total amount not to exceed $5,513,891; and C. Approve a contingency of$551,389 (10%). AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: None ABSENT: None NON-CONSENT: 6. MOVED, SECONDED, AND DULY CARRIED: A. Motion to read Ordinance No. OCSD-46, by title only and waive reading of said entire Ordinance. AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: Nguyen ABSTENTIONS: None ABSENT: None 06/ 512014 Minutes of Board Meeting Page 6 of 17 Kelly Lore, Acting Clerk of the Board read aloud the title only of Ordinance OCSD-46. MOVED, SECONDED, AND DULY CARRIED: B. Adopt Ordinance No. OCSD46, entitled "An Ordinance of the Board of Directors of the Orange County Sanitation District amending Section 2.03 of Article II of Ordinance No. OCSD41 concerning rebates and refunds of Sanitary Sewer Service Charges."; and C. Direct the Clerk of the Board to publish a summary of the Ordinance as required by law. AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar, Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: Nguyen ABSTENTIONS: None ABSENT: None OPERATIONS COMMITTEE: 7. MOVED, SECONDED, AND DULY CARRIED: Approve minutes for the Committee Meeting held on June 4, 2014. AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: None ABSENT: None 06/25/2014 Minutes of Board Meeting Page 7 of 17 8. MOVED, SECONDED, AND DULY CARRIED: A. Approve a Professional Consultant Services Agreement with Brown & Caldwell to provide construction support services for Santa Ana Trunk Sewer Rehabilitation, Project No. 1-17, for an amount not to exceed $188,724; and B. Approve a contingency of$18,872 (10%). AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: None ABSENT: None 9. MOVED, SECONDED, AND DULY CARRIED: A. Approve a Professional Consultant Services Agreement with Corrpro Companies, Inc. for Corrosion Management Staffing Support Services, Specification CS-2014-60013D, for the period of July 1, 2014 through June 30, 2015, for a total annual amount not to exceed $541,096, with four one- year renewable options; and B. Approve a contingency of$54,110 (10%). AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: None ABSENT: None 08/25/2014 Minutes of Board Meeting Page 8 of 17 10. MOVED, SECONDED, AND DULY CARRIED: A. Award a contract to the lowest responsive and responsible bidder, Bowcon Company Inc., for Repairs of Dewatering Building at P2, Project No. FR12-001, for a total amount not to exceed $175,280; and B. Approve a contingency of$35,000 (20%). AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: None ABSENT: None 11. MOVED, SECONDED, AND DULY CARRIED: A. Approve a Professional Consultant Services Agreement with Carollo Engineers, Inc. to provide construction support services for Plant No. 1 Primary Treatment, Project No. P1-124, for an amount not to exceed $451,910; and B. Approve a contingency of$45,190 (10%). AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: Sebourn ABSENT: None 06/25/2014 Minutes of Board Meeting Page 9 of 17 12. MOVED, SECONDED, AND DULY CARRIED: A. Approve a Professional Design Services Agreement with HDR to provide engineering design services for Administrative Facilities Implementation Planning, Project No. SP-194, for an amount not to exceed $729,597; and B. Approve a contingency of$36,480 (5%). AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: None ABSENT: None 13. MOVED, SECONDED, AND DULY CARRIED: Approve out-of-country travel for Orange County Sanitation District (Sanitation District) employees (Construction Inspector or Engineer) to witness factory testing of centrifuges in connection with Sludge Dewatering and Odor Control at Plant No. 1, Project P1-101, and all travel, lodging, and per diem costs in accordance with the Sanitation District's travel policy. AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: None ABSENT: None 06/25/2014 Minutes of Board Meeting Page 10 of 17 ADMINISTRATION COMMITTEE: 14. MOVED, SECONDED, AND DULY CARRIED: Approve minutes for the Committee Meeting held on June 11, 2014. AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: None ABSENT: None 15. MOVED, SECONDED, AND DULY CARRIED: Adopt Resolution No. OCSD 14-06, Establishing Use Charges for the FY 2014-15 Pursuant to the Wastewater Treatment and Disposal Agreement with the Santa Ana Watershed Project Authority. AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: Nguyen ABSTENTIONS: None ABSENT: None 16. MOVED, SECONDED, AND DULY CARRIED: Adopt Resolution No. OCSD 14-07, Establishing the Annual Appropriations Limit for Fiscal Year 2014-15, for the District in accordance with the Provisions of Division 9 of Title 1 of the California Government Code. AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar, Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None 06/25/2014 Minutes of Board Meeting Page 11 of 17 ABSTENTIONS: None ABSENT: None 17. MOVED, SECONDED, AND DULY CARRIED: A. Adopt Resolution No. OCSD 14-08, Authorizing the execution and delivery by the District of an Installment Purchase Agreement, a Trust Agreement, an Escrow Agreement and a Continuing Disclosure Agreement in connection with the execution and delivery of Orange County Sanitation District Wastewater Refunding Revenue Obligations, Series 2014A, authorizing the execution and delivery of such Revenue Obligations evidencing principal in an aggregate amount of not to exceed $225,000,000, 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 Revenue Obligations and authorizing the execution of necessary documents and related actions; and B. That the Orange County Sanitation District Financing Corporation approve the documents supporting and authorizing the Revenue Obligations in an aggregate amount not to exceed $225,000,000. AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: None ABSENT: None 18. MOVED, SECONDED, AND DULY CARRIED: A. Reject the apparent low bid submitted by Office Supply Inc. as deemed non-responsive in accordance with specification requirements for Purchase of Cisco Parts, Specification No. E-2014-616BD; and B. Approve a Purchase Order Agreement with Presidio Networked Solutions, the lowest responsive and responsible bidder, for Purchase of Cisco Parts, Specification No. E-2014-616BD, for an amount not to exceed $435,587: and C. Approve a contingency of$21,780 (5%). 06/25/2014 Minutes of Board Meeting Page 12 of 17 AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: None ABSENT: None 19. MOVED, SECONDED, AND DULY CARRIED: Approve proposed Operating, Capital, DebtfCOP Service and Self-Insurance Budgets for FY 2014-15 and 2015-16 as follows: 2014-15 2015-16 Net Operations, Maintenance &Working Capital $152,500,120 $155,004,500 Worker's Compensation Self Insurance 700,000 700,000 General Liability and Property Self-Insurance 1,501,200 1,611,200 Net Capital Improvement Program 186,485,000 206,087,000 Debt/COP Service 86,070,000 86,714,000 Long-Term Debt Reduction 125,000,000 - Intra-District Joint Equity Purchase/Sale(l) 2,152,000 1,115,000 TOTAL E554.408.320 $451.231.700 ('Kash to Revenue Area 14 (RA14) in exchange for capital assets to Consolidated Revenue Area 15 (RA15). AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: None ABSENT: None Director Nguyen stated that while she supports the budget, for the record, she does not support the increase to sewer service fee assumptions that are made in the budget of 2014-15 and 2015-16. Chair Edgar recessed to the OCSD Financing Corporation at 7:08 p.m. 06/25/2014 Minutes of Board Meeting Page 13 of 17 ORANGE COUNTY SANITATION DISTRICT FINANCING CORPORATION CALL TO ORDER: Chair Edgar called the Board of Directors, Orange County Sanitation District Financing Corporation meeting to order at 7:08 p.m. ROLL CALL: The Acting 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 X Joe Carchio 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 X Prakash Narain Doug Bailey Scott Nelson X Constance Underhill X Janet Nguyen Shawn Nelson X John Nielsen Allan Bernstein X Brad Reese Greg Mills X Gregory Sebourn Jan Flory X David Shawver Carol Warren X Fred Smith Steve Berry X Teresa Smith Mark Murphy X John Withers Douglas Reinhart Kelly A. Lore, Acting Clerk of the Board, announced that the members of the Orange County Sanitation District Board of Directors are each being compensated $212.50 for the Board Meeting; there is no additional compensation for the Financing Corporation Meeting. 06/25/2014 Minutes of Board Meeting Page 14 of 17 APPROVAL OF MINUTES: MOVED, SECONDED, AND DULY CARRIED: That the minutes for the meeting held on September 25, 2013, with no corrections or amendments; are deemed and ordered approved by the Chair. AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar, Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; and Withers. NOES: None ABSTENTIONS: Underhill (Alternate) ABSENT: None ACTION ITEM: MOVED, SECONDED, AND DULY CARRIED: Adopt Resolution No. FC-21, entitled "A Resolution of the Board of Directors of the Orange County Sanitation District Financing Corporation Authorizing the Execution and Delivery by the Corporation of an Installment Purchase Agreement and a Trust Agreement in Connection with the Execution and Delivery of Orange County Sanitation District Wastewater Refunding Revenue Obligations, Series 2014A, Authorizing the Execution and Delivery of Such Revenue Obligations Evidencing Principal in an Aggregate Amount of not to Exceed $225,000,000 and Authorizing the Execution of Necessary Documents and Related Actions." (See Agenda Report for Item No. 17) AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: None ABSENT: None ADJOURNMENT: The Chair declared the meeting of the Board of Directors, Orange County Sanitation District Financing Corporation adjourned at 7:12 p.m. 0625/2014 Minutes of Board Meeting Page 15 of 17 The Orange County Sanitation District Board of Directors meeting was reconvened at 7:12 p.m. STEERING COMMITTEE: 20. MOVED, SECONDED, AND DULY CARRIED: Approve minutes for the Steering Committee Meeting held on May 25, 2014. AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: None ABSENT: None LEGISLATIVE AND PUBLIC AFFAIRS SPECIAL COMMITTEE: 18. MOVED, SECONDED, AND DULY CARRIED: Receive and file the minutes of the June 9, 2014 meeting of the Legislative and Public Affairs Special Committee. AYES: Beamish; Benavides; Carchio; Choi; Curry; Diep; Edgar; Ferryman; Hernandez; Jones; Kim; Kring; Levitt; Murdock; Nagel; Narain; Nguyen; Nielsen; Reese; Sebourn; Shawver; F. Smith; T. Smith; Underhill (Alternate) and Withers. NOES: None ABSTENTIONS: None ABSENT: None Director Nguyen and Director Curry left the meeting at 7:15 p.m. AB 1234 REPORTS: Director Ferryman reported on his recent meetings as part of the following Boards: SARFPA; OCCOG; and NWRI. 06/25/2014 Minutes of Board Meeting Page 16 of 17 CLOSED SESSION Chair Edgar announced that the Closed Session item would not be heard tonight. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: None. ADJOURNMENT: The Chair adjourned the meeting at 7:28 p.m., until the Special Board Meeting on June 27, 2014 at 11:00 a.m. to be held at Jurupa Community Services District. Kelly A. Lore Acting Clerk of the Board 06/25/2014 Minutes of Board Meeting Page 17 of 17 BOARD OF DIRECTORS Neebng Dare TOBA.Of Dir. — o7/z3/ia AGENDA REPORT em Number Item Numbe a Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Jeff Reed, Director of Human Resources SUBJECT: 2014-15 BENEFITS PROGRAM RENEWAL GENERAL MANAGER'S RECOMMENDATION Approve the FY 2014-15 "not-to-exceed" quotes for the following insurances: A. Medical Insurance— Not to Exceed $9,623,361 B. Dental Insurance— Not to Exceed $884,195 C. Vision Insurance— Not to Exceed $92,867 D. Basic Life Insurance — Not to Exceed $65,331 E. Long-Term Disability Insurance — Not to Exceed $285,479 F. Short-Term Disability Insurance — Not to Exceed $141,360 G. Employee Assistance Program — Not to Exceed $11,026 SUMMARY The Orange County Sanitation District (OCSD) provides healthcare and welfare insurance benefits as a provision contained in its Memoranda of Understanding (MOUs) and personnel policies. The Human Resources Department and the Orange County Sanitation District's (OCSD) operational insurance broker (Alliant) began the renewal process in January and provided the Administration Committee with an informational item regarding the FY 2014-15 program renewal costs in May. The total cost is $11,103,619, which is budgeted and is proportionally shared as follows: • OCSD cost: $9,002,108 • Employee cost: $2,101,511 The total cost of insurance coverage will increase by 4.5% or $482,067 for the next fiscal year (FY 2014-15). This increase is largely due to mandatory fees placed on employers' healthcare plans by the Affordable Care Act. PRIOR COMMITTEE/BOARD ACTIONS May 2014 — The Administration Committee received an informational benefits program renewal cost update for FY 2014-15. June 2014—The Board unanimously adopted the proposed budget for FY 2014-15. Page 1 of 3 ADDITIONAL INFORMATION Medical Insurance OCSD's medical benefits are designed to help maintain wellness and protect employees and their families from major financial hardship in the event of illness or injury. OCSD offers a choice of medical plans through Anthem Blue Cross and Kaiser Permanente. HMO (Health Maintenance Organization) plans offer comprehensive coverage. Employees have a choice between the Anthem Blue Cross HMO or the Kaiser HMO plan. PPO (Preferred Provider Organization) plan offers a network of doctors and healthcare facilities that provide services to plan members at special discounted rates. The PPO plan is with Anthem Blue Cross. Dental Insurance OCSD provides the Delta Dental plan to all benefit eligible employees. Vision Insurance OCSD provides vision insurance to all benefit eligible employees through Anthem Blue View Vision. Basic Life Insurance Life insurance provides protection for an employee's beneficiary in the event of death. All benefit eligible full-time and part-time employees automatically receive Basic Life and Accidental Death & Dismemberment (AD&D) insurance coverage through Prudential Insurance Company of America. The benefit amount is $50,000 for employees. Long-Term Disability Insurance Long-Term Disability (LTD) insurance plan protects employees when an illness or injury makes it impossible for them to work for an extended period of time. Under the plan, employees who are disabled for more than 90 days are eligible to receive a benefit of 67% of their basic monthly pay. Coverage is offered through Prudential. Short-Term Disability Insurance Short-Term Disability (STD) insurance plan protects employees when non-work related illness or injury makes it impossible for them to work for a short period of time. Under the plan, income may be continued for 90 days. OCSD pays the entire cost of coverage for regular full-time and part-time employees. Coverage is offered through Prudential. Employee Assistance Program Employee Assistance Program (EAP) plan protects employees and family members when they need help with personal problems such as marital and relationship problems; stress, anxiety and depression; grief and loss; or substance abuse. Coverage is offered through ComPsych. CEQA N/A Page 2 d 3 BUDGET/PURCHASING ORDINANCE COMPLIANCE The funds for the renewal of these insurances are derived from the OCSD Operating Budget and have been included in the FY 2014-15 budget. Page 3 d 3 BOARD OF DIRECTORS Meeting Date I TOBd.Of Dir. — m/zB/ra AGENDA REPORT Number Item Item — s Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Nick Arhontes, P.E., Director of Facilities Support Services SUBJECT: APPROVE PURCHASE OF 40OKW MOBILE GENERATOR FROM MULTIQUIP GENERAL MANAGER'S RECOMMENDATION Recommend to the Board of Directors to: A. Authorize the purchase of a new 400-kilowatt trailer-mounted Tier 4 Final compliant mobile generator and related accessories from Multiquip, for a total not to exceed $189,148 in accordance with OCSD's Ordinance No. OCSD-44, Section 2.03, Exceptions, Item B., Cooperative Purchases; and B. Approve a contingency of$18,914 (10%). SUMMARY This trailer-mounted mobile generator is needed to provide emergency standby power for outlying pump stations that do not currently have permanently installed standby generators. The 400 kilowatt generator is sized to provide emergency power for Seal Beach Pump Station should a utility power outage occur. The trailer-mounted mobile generator will be used and stored at the Seal Beach Pump Station. It can also be moved for use at other pump stations as needed for emergency or maintenance related activities. The diesel engine is certified to comply with the U.S. EPA Tier 4 Final emission standards. This purchase is in accordance with the National Joint Powers Alliance (NJPA) agreement contract with Multiquip that OCSD is approved to use. The Contract Number 060311-MTQ Category Heavy Construction Equipment is in effect through July 19, 2015. The cost includes California state sales tax and freight. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION Seeking the lowest price, OCSD is utilizing the National Joint Powers Alliance (NJPA) agreement. The NJPA is a public agency that serves as a member-focused cooperative for over 50,000 member agencies nationally. OCSD is a member of the NJPA at no Page 1 of 2 cost. NJPA offers a multitude of cooperatively contracted products, equipment, and services opportunities to education and government entities throughout the country. All NJPA contracts have been competitively solicited nationally, reviewed, evaluated by committee and recommended to the NJPA Board of Directors for award with the Minnesota public purchasing rules and regulations applicable to NJPA. Each solicitation is issued on behalf of NJPA and current and potential NJPA members nationwide. Each request for proposal (RFP) advises all responders that NJPA desires a vendor whom can sell and service participating members in all fifty states. All RFP respondents understand that these contracts will be under consideration for use by government, education, and non-profit member agencies throughout the United States. The new generator engine is certified to comply with the U.S. EPA Tier 4 Final emission standards for newly manufactured engines of this horsepower rating. The unit will be registered in compliance with the California Air Resources Board (CARB) Off-Road Compression-Ignition (Diesel) Engine Portable Equipment Registration Program, known as PERP. It will also comply with all SCAQMD requirements in the OCSD service area. CEQA N/A BUDGET/PURCHASING ORDINANCE This request complies with authority levels of the Sanitation District's Delegation of Authority (Ordinance No. OCSD-44, Section 2.03, Exceptions, Item B., Cooperative Purchases). This item has been budgeted through the Capital Outlay Revolving Fund (CORF) (Budget Update Fiscal Year 2013-2014 Equipment Budget Details; A-18). Date of Approval Contract Amount Continaencv 07/23/14 $189,148 $18,914(10%) ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package and attachments: National Joint Powers Alliance (NJPA) Awarded Contract Multiquip NA:CF Page 2 of 2 National Joint Powers Alliance :: Multiquip Page 1 of 1 Return to Aaenda Renon wuomi_wa r. Wnrm: r nennommm . n C3angap n Multiquip NjpAAWARDED ONI V(.1 ContracaL M311-Wo Desegory:Heery£s Utility Modern Conduction � ment Sul Atppry:Heavy UnaWtllpn Equipment Description:Light W/Ito MNlum CaMtruglon Equipment Maludty eau:%/1)MI 5 MULTIQUIPKnwm for quality products"Customer conics Muiqulp light to mecium construction equlpmenl Including compecliw equipment lenders 8 masonry pumping,culling,placing 8 MleNng adulterant:deweraMg Pampa: blade,.bits and ceiling equipment.MUAlqulp distributes renovmad brands including Moore.Remmar,Calbmu. gym, and EZ Grout The company manufactures and distribute MO come.Yfureman,Sanders,stayed.and Esslck product.. CmeM Documentable Muhgag he,a lull line of diesel.gasoline,and natural gas pmverd gro ersears ranging from 2.3 key to 2,000 PoNq kW Known for reliability,efficiency and utlrequlet performance,does generators have 30 the.tended In an Museeng Mstttyls enaY of aPDllGetlana. WPAC .Inldmed. The company also has Nmiffive ponble 1pMNg solNpns. HOWTOP0RCHA6r , Ow uePbs sp qu. Vendor Contact Info la'shral CtrM Phone:31O eO0.168E 1Mvld®mu1rmub.wm wmm mulno http://www.nj pacoop.org/national-cooperative-contract-solutionslheavy-utility-equipment/0... 6/2/2014 Return to Agenda Report ANNUAL RENEWAL OF AGREEMENT Made by and Between Multiquip(Vendor) 18910 Wilmington Ave. Carson, CA 90746 and National Joint Powers Alliance®(NJPA) 202 121h Street NE Staples, MN 56479 Phone: (218)894-1930 Whereas: "Vendor"and"NJPA"have entered into an"Acceptance and Award#060311-MTQ"for the procurement of Heavy Construction Equipment Together with Related Accessories,Supplies,and Services,and having a maturity date of July 19,2015,and which are subject to annual renewals at the option of both parties. Now therefore: "Vendor"and"NJPA"hereby desire and agree to extend and renew the above defined contract for the period of July 19,2013 be July 19,2014. National Joint Po ers Alliance®(NJPA) ,^,,,,,g,� By:_j 6l^ 11L .. Its: -O " r Name printed rtyped: Pill �{'GC1L Date multiauio Its: Director of Government Sales Name printed or typed: Larry Savitz Date June 25,2013 ------------ -------- -----_- - If you do not deaue to extend contract, please sign below and return this agreement. Discontinue.: We desire to discontinue the contract. Signanae: Date:.. BOARD OF DIRECTORS Meeting Data TOBA.of Dir. m/zs/ia AGENDA REPORT Item Item 6 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Director of Engineering SUBJECT: SALS PS VENT PIPING MODIFICATIONS, PROJECT NO. FE12-09 GENERAL MANAGER'S RECOMMENDATION Authorize the Purchasing Manager to conduct a Negotiated Procurement for a construction contract for SALS PS Vent Piping Modifications, Project No. FE12-09, in accordance with Ordinance No. OCSD-44, Section 5.02.A.1.(d): No bids. SUMMARY To increase the life of the pumps, this project will upsize the existing pump discharge vent lines to improve air relief during pump start-up at the Steve Anderson Lift Station (SALS). Reliability of the SALS pumps is critical to delivering water to the Orange County Water District for reclamation. The Orange County Sanitation District (Sanitation District) advertised for bids on April 28, 2014. No bids were received on June 17, 2014. Pursuant to Ordinance No. OCSD-44 Section 5.02.A.1.(d), when the Sanitation District does not receive any bids for a particular project, the Sanitation District's Board of Directors may authorize the Purchasing Manager to conduct a Negotiated Procurement and present his or her recommendations to the Board for approval. A Negotiated Procurement is defined as a selection process whereby the Purchasing Manager identifies one or more prospective Contractors of his or her choice, negotiates with one or more of them, and awards the Contract to one of them based on the best interest of the Sanitation District. Based on current on-site work or previous work done at the Sanitation District, staff recommends contacting the following Contractors for potential negotiation: Jamison Engineering Contractors, Inc. J.R. Filanc Construction Company, Inc. S S Mechanical Corp. W.M. Lyles Co. PRIOR COMMITTEE/BOARD ACTIONS N/A Page 1 of 2 ADDITIONAL INFORMATION N/A CEQA A Notice of Exemption was filed and recorded with the County of Orange on March 14, 2014. BUDGET/PURCHASING ORDINANCE COMPLIANCE This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This item has been budgeted (Line item: FY2014-15 Section 8, Page 119). ATTACHMENT N/A MP:dm:gc Page 2 of 2 BOARD OF DIRECTORS Meeting Data TOBA.of Dlr. m/zs/ra AGENDA REPORT Item Item Nu Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Director of Engineering SUBJECT: PROGRAMMABLE CONTROL PANEL UPGRADES, PROJECT NO. J-125 GENERAL MANAGER'S RECOMMENDATION A. Receive and file bid tabulation and recommendation; and B. Award a construction contract to K&F Electric, Inc. for Programmable Control Panel Upgrades, Project No. J-125, for a total amount not to exceed $1,067,774; and C. Approve a contingency of$106,777 (10%). SUMMARY Programmable Control Panel Upgrades, Project No. J-125, upgrades programmable logic controller (PLC) panels at both plants. The project will install new PLC panels, add new equipment to existing PLC panels, and add network components. The upgrades are required so that the PI-Cs will communicate through the new Industrial Control System (ICS) Network and Supervisory Control and Data Acquisition System (SCADA) Security Upgrade project being installed by OCSD's Information Technology (IT) Division. The Orange County Sanitation District (Sanitation District) advertised for bids on April 29, 2014. Three sealed bids were received on June 10, 2014. The bids were evaluated in accordance with the Sanitation District's policies and procedures. K&F Electric, Inc. was deemed the lowest responsive, responsible bidder. Staff recommends awarding a construction contract to K&F Electric, Inc. for Programmable Control Panel Upgrades, Project No. J-125, for a total amount not to exceed $1,067,774. Summary information on the bid opening for Programmable Control Panel Upgrades, Project No. J-125, is as follows: Project Budget $2,942,000 Construction Contract Budget $1,900,000 Engineer's Estimate $1,400,000 Lowest Responsive, Responsible Bid $1,067,774 High Bid $1,347,855 Page 1 of 2 Bidder Amount of Bid K&F Electric, Inc. $1,067,774 Morrow-Meadows Corp. $1,229,000 Neal Electric Corp. $1,347,855 PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION N/A CEQA A Notice of Exemption was filed and recorded with the County of Orange on January 31, 2014. BUDGET/PURCHASING ORDINANCE COMPLIANCE This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This item has been budgeted (Line item: FY2014-15, Section 7, Page 99). Project contingency funds will not be used for this construction contract. Date of ADDroval Contract Amount Continaencv 07/23/14 $1,067,774 $106,777 (10%) ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.coml with the complete agenda package: • Construction Contract WS:dm:gc Page 2 of 2 Return to Aaenda Report PART A CONTRACT AGREEMENT C-CA-021414 TABLE OF CONTENTS CONTRACT AGREEMENT SECTION - 1 GENERAL CONDITIONS..................................................................1 SECTION -2 MATERIALS AND LABOR.................................................................4 SECTION -3 PROJECT..........................................................................................4 SECTION -4 PLANS AND SPECIFICATONS ........................................................5 SECTION -5 TIME OF COMMENCEMENT AND COMPLETION ..........................5 SECTION -6 TIME IS OF THE ESSENCE .............................................................5 SECTION -7 EXCUSABLE DELAYS......................................................................6 SECTION -8 EXTRA WORK...................................................................................6 SECTION -9 CHANGES IN PROJECT...................................................................7 SECTION - 10 LIQUIDATED DAMAGES FOR DELAY.............................................7 SECTION - 11 CONTRACT PRICE AND METHOD OF PAYMENT.........................7 SECTION - 12 SUBSTITUTION OF SECURITIES IN LIEU OF RETENTION OF FUNDS ..............................................................................................9 SECTION - 13 COMPLETION...................................................................................9 SECTION - 14 CONTRACTOR'S EMPLOYEES COMPENSATION.......................10 SECTION - 15 SURETY BONDS ............................................................................12 SECTION - 16 INSURANCE....................................................................................13 SECTION - 17 RISK AND INDEMNIFICATION.......................................................21 SECTION - 18 TERMINATION................................................................................21 SECTION - 19 WARRANTY....................................................................................21 SECTION -20 ASSIGNMENT.................................................................................22 SECTION -21 RESOLUTION OF DISPUTES ........................................................22 SECTION -22 SAFETY& HEALTH........................................................................22 SECTION -23 NOTICES.........................................................................................23 C-CA-021414 Return to Aaende Report CONTRACT AGREEMENT ORANGE COUNTY SANITATION DISTRICT PROJECT NO. J-125 PROGRAMMABLE CONTROL PANEL UPGRADES THIS AGREEMENT is made and entered into, to be effective, this July 23, 2014, by and between K&F Electric, Inc., hereinafter referred to as "CONTRACTOR"and the Orange County Sanitation District, hereinafter referred to as "OCSD". WITNESSETH That for and in consideration of the promises and agreements hereinafter made and exchanged, OCSD and CONTRACTOR agree as follows: SECTION-1 GENERAL CONDITIONS CONTRACTOR certifies and agrees that all the terms, conditions and obligations of the Contract Documents as hereinafter defined, the location of the job site, and the conditions under which the Work is to be performed have been thoroughly reviewed, and enters into this Contract based upon CONTRACTOR's investigation of all such matters and is in no way relying upon any opinions or representations of OCSD. It is agreed that this Contract represents the entire agreement. It is further agreed that the Contract Documents are each incorporated into this Contract by reference, with the same force and effect as if the same were set forth at length herein, and that CONTRACTOR and its Subcontractors, if any, will be and are bound by any and all of said Contract Documents insofar as they relate in any part or in any way, directly or indirectly, to the Work covered by this Contract. A. Contract Documents Order of Precedence "Contract Documents" refers to those documents identified in the definition of"Contract Documents" in the General Conditions—Definitions. CONFORMED C-CA-021414 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 1 of 24 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 iii. 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 C-CA-021414 CONFORMED PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 2 of 24 Return to Aaende Report directed. Full-size details shall take precedence over scale Drawings as to shape and details of construction. Specifications shall govern as to material and workmanship. b. The Contract Documents calling for the higher quality material or workmanship shall prevail. Materials or Work described in words, which so applied, have a well known technical or trade meaning shall be deemed to refer to such recognized standards. In the event of any discrepancy between any Drawings and the figures thereon, the figures shall be taken as correct. C. Scale Drawings, full-size details, and Specifications are intended to be fully complementary and to agree. Should any discrepancy between Contract Documents come to the CONTRACTOR's attention, or should an error occur in the efforts of others, which affect the Work, the CONTRACTOR shall notify the ENGINEER, in writing, at once. In the event any doubts or questions arise with respect to the true meaning of the Contract Documents, reference shall be made to the ENGINEER whose written decision shall be final. If the CONTRACTOR proceeds with the Work affected without written instructions from the ENGINEER, the CONTRACTOR shall be fully responsible for any resultant damage or defect. d. Anything mentioned in the Specifications and not indicated in the Plans, or indicated in the Plans and not mentioned in the Specifications, shall be of like effect as if indicated and mentioned in both. In case of discrepancy in the Plans or Specifications, the matter shall be immediately submitted to OCSD's ENGINEER, without whose decision CONTRACTOR shall not adjust said discrepancy save only at CONTRACTOR's own risk and expense. The decision of the ENGINEER shall be final. CONFORMED C-CA-021414 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 3 of 24 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-125 PROGRAMMABLE CONTROL PANEL UPGRADES C-CA-021414 CONFORMED PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 4 of 24 Return to Aaenda Report SECTION -4 PLANS AND SPECIFICATONS The Work to be done is shown in a set of Plans and Specifications entitled: PROJECT NO. J-125 PROGRAMMABLE CONTROL PANEL UPGRADES 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 550 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 0 calendar days determined by OCSD likely to be inclement weather when CONTRACTOR will be unable to work. SECTION—6 TIME IS OF THE ESSENCE Time is of the essence of this Contract. As required by the Contract Documents, CONTRACTOR shall prepare and obtain approval of all shop drawings, details and samples, and do all other things necessary and incidental to the prosecution of CONTRACTOR's Work in conformance with an approved construction progress schedule. CONTRACTOR shall coordinate the Work covered by this Contract with that of all other contractors, subcontractors and of OCSD, in a manner that will facilitate the efficient completion of the entire Work and accomplish the required milestone(s), if any, by the applicable deadline(s) in accordance with Section 5 herein. OCSD shall have the right to assert complete control of the premises on which the Work is to be performed and shall have the right to decide the time or order in which CONFORMED C-CA-021414 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 5 of 24 the various portions of the Work shall be installed or the priority of the work of subcontractors, and, in general, all matters representing the timely and orderly conduct of the Work of CONTRACTOR on the premises. SECTION—7 EXCUSABLE DELAYS CONTRACTOR shall only be excused for any delay in the prosecution or completion of the Project as specifically provided in General Conditions, "Extensions for Delay", and the General Requirements, "By CONTRACTOR or Others— Unknown Utilities during Contract Work". Extensions of time and extra compensation arising from such excusable delays will be determined in accordance with the General Conditions, "Extension of Time for Delay" and "Contract Price Adjustments and Payments", and extensions of time and extra compensation as a result of incurring undisclosed utilities will be determined in accordance with General Requirements, "By CONTRACTOR or Others— Unknown Utilities during Contract Work". OCSD's decision will be conclusive on all parties to this Contract. SECTION—8 EXTRA WORK The Contract Price as set forth in Section 11, includes compensation for all Work performed by CONTRACTOR, unless CONTRACTOR obtains a Change Order signed by a designated representative of OCSD specifying the exact nature of the Extra Work and the amount of extra compensation to be paid all as more particularly set forth in Section 9 hereof and the General Conditions, "Request for Change (Changes at CONTRACTOR's Request)", "OWNER Initiated Changes", and "Contract Price Adjustments and Payments". In the event a Change Order is issued by OCSD pursuant to the Contract Documents, OCSD shall extend the time fixed in Section 5 for completion of the Project by the number of days, if any, reasonably required for CONTRACTOR to perform the Extra Work, as determined by OCSD's ENGINEER. The decision of the ENGINEER shall be final. C-CA-021414 CONFORMED PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 6 of 24 Return to Aaenda Report 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 One Million Sixty-Seven Thousand Seven Hundred Seventy-Four Dollars ($1,067,774)as itemized on the Attached Exhibit"A". Upon satisfaction of the conditions precedent to payment set forth in the General Requirements, Additional General Requirements and General Conditions (including but not limited to Sections entitled "Mobilization Payment Requirements"and "Payment CONFORMED C-CA-021414 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 7 of 24 Itemized Breakdown of Contract Lump Sum Prices"), there shall be paid to the CONTRACTOR an initial Net Progress Payment for mobilization. OCSD shall issue at the commencement of the job a schedule which shows: 1. A minimum of one payment to be made to the CONTRACTOR for each successive four(4)week period as the Work progresses, and 2. The due dates for the CONTRACTOR to submit requests for payment to meet the payment schedule. After the initial Net Progress Payment, and provided the CONTRACTOR submits the request for payment prior to the end of the day required to meet the payment schedule, the CONTRACTOR shall be paid a Net Progress Payment on the corresponding monthly payment date set forth in the schedule. Payments shall be made on demands drawn in the manner required by law, accompanied by a certificate signed by the ENGINEER, stating that the Work for which payment is demanded has been performed in accordance with the terms of the Contract Documents, and that the amount stated in the certificate is due under the terms of the Contract. Payment applications shall also be accompanied with all documentation, records, and releases as required by the Contract, Exhibit A, Schedule of Prices, and General Conditions, "Payment for Work—General". The Total amount of Progress Payments shall not exceed the actual value of the Work completed as certified by OCSD's ENGINEER. The processing of payments shall not be considered as an acceptance of any part of the Work. B. As used in this Section, the following defined terms shall have the following meanings: 1. "Net Progress Payment" means a sum equal to the Progress Payment less the Retention Amount and other qualified deductions (Liquidated Damages, stop payment notices, etc.). C-CA-021414 CONFORMED PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 8 of 24 Return to Aaenda Report 2. "Progress Payment' means a sum equal to: a. the value of the actual Work completed since the commencement of the Work as determined by OCSD; b. plus the value of material suitably stored at the worksite, treatment plant or approved storage yards subject to or under the control of OCSD since the commencement of the Work as determined by OCSD; C. less all previous Net Progress Payments; d. less all amounts of previously qualified deductions; e. less all amounts previously retained as Retention Amounts. 3. "Retention Amount'for each Progress Payment means the percentage of each Progress Payment to be retained by OCSD to assure satisfactory completion of the Contract. The amount to be retained from each Progress Payment shall be determined as provided in the General Conditions—"Retained Funds; Substitution of Securities." SECTION—12 SUBSTITUTION OF SECURITIES IN LIEU OF RETENTION OF FUNDS Pursuant to Public Contract Code Section 22300 at seq., the CONTRACTOR may, at its sole expense, substitute securities as provided in General Conditions—"Retained Funds; Substitution of Securities." SECTION-13 COMPLETION Final Completion and Final Acceptance shall occur at the time and in the manner specified in the General Conditions, "Final Acceptance and Final Completion", "Final Payment" and Exhibit A- Schedule of Prices. Upon receipt of all documentation, records, and releases as required by the Contract from the CONTRACTOR, OCSD shall proceed with the Final Acceptance as specified in General Conditions. CONFORMED C-CA-021414 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 9 of 24 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 Prevailina Rate: OCSD has been advised by the State of California Director of Industrial Relations of its determination of the general prevailing rate of per diem wages and the general prevailing rate for legal holiday and overtime Work in the locality in which the Work is to be performed for each craft or type of Work needed to execute this Contract, and copies of the same are on file in the Office of the ENGINEER of OCSD. The CONTRACTOR agrees that not less than said prevailing rates shall be paid to workers employed on this public works Contract as required by Labor Code Section 1774 of the State of California. Per California Labor Code 1773.2, OCSD will have on file copies of the prevailing rate of per diem wages at its principal office and at each job site, which shall be made available to any interested party upon request. C. Forfeiture for Violation: CONTRACTOR shall, as a penalty to OCSD, forfeit Two Hundred Dollars ($200.00)for each calendar day or portion thereof for each worker paid (either by the CONTRACTOR or any Subcontractor under it) less than the prevailing rate of per diem wages as set by the C-CA-021414 CONFORMED PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 10 of 24 Return to Aaenda Report Director of Industrial Relations, in accordance with Sections 1770-1780 of the California Labor Code for the Work provided for in this Contract, all in accordance with Section 1775 of the Labor Code of the State of California. D. Apprentices: Sections 1777.5, 1777.6, 1777.7 of the Labor Code of the State of California, regarding the employment of apprentices are applicable to this Contract and the CONTRACTOR shall comply therewith if the prime contract involves Thirty Thousand Dollars ($30,000.00)or more. E. Workday: In the performance of this Contract, not more than eight(8) hours shall constitute a day's work, and the CONTRACTOR shall not require more than eight (8) hours of labor in a day from any person employed by him hereunder except as provided in paragraph (B)above. CONTRACTOR shall conform to Article 3, Chapter 1, Part 7 (Section 1810 at sea.)of the Labor Code of the State of California and shall forfeit to OCSD as a penalty, the sum of Twenty-five Dollars ($25.00)for each worker employed in the execution of this Contract by CONTRACTOR or any Subcontractor for each calendar day during which any worker is required or permitted to labor more than eight(8) hours in any one calendar day and forty (40) hours in any one week in violation of said Article. CONTRACTOR shall keep an accurate record showing the name and actual hours worked each calendar day and each calendar week by each worker employed by CONTRACTOR in connection with the Project. F. 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 CONFORMED C-CA-021414 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 11 of 24 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 claims for labor and materials furnished. As changes to the Contract occur via approved Change Orders, the CONTRACTOR shall assure that the amounts of the Bonds are adjusted to maintain 100% of the Contract Price. This Contract shall not become effective until such Bonds are supplied to and approved by OCSD. Bonds must be issued by a Surety authorized by the State Insurance Commissioner to do business in California. The Performance Bond shall remain in full force and effect through the warranty period, as specified in Section 19 below. All Bonds required to be submitted relating to this Contract must comply with California Code of Civil Procedure Section 995.630. Each Bond shall be executed in the name of the Surety insurer under penalty of perjury, or the fact of execution of each Bond shall be duly acknowledged before an officer authorized to take and certify acknowledgments, and either one of the following conditions shall be satisfied: C-CA-021414 CONFORMED PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 12 of 24 Return to Aaenda Report A. A copy of the transcript or record of the unrevoked appointment, power of attorney, by- laws, or other instrument, duly certified by the proper authority and attested by the seal of the insurer entitling or authorizing the person who executed the Bond to do so for and on behalf of the insurer, is on file in the Office of the County Clerk of the County of Orange; or B. A copy of a valid power of attorney is attached to the Bond. SECTION—16 INSURANCE CONTRACTOR shall purchase and maintain, for the duration of the Contract, insurance against claims for injuries to persons, or damages to property which may arise from or in connection with the performance of the Work hereunder, and the results of that Work by CONTRACTOR, its agents, representatives, employees, or Subcontractors, in amounts equal to the requirements set forth below. CONTRACTOR shall not commence Work under this Contract until all insurance required under this Section is obtained in a form acceptable to OCSD, nor shall CONTRACTOR allow any Subcontractor to commence Work on a subcontract until all insurance required of the Subcontractor has been obtained. CONTRACTOR shall maintain all of the foregoing insurance coverages in force through the point at which the Work under this Contract is fully completed and accepted by OCSD pursuant to the provisions of the General Conditions, "Final Acceptance and Final Completion'. Furthermore, CONTRACTOR shall maintain all of the foregoing insurance coverages in full force and effect throughout the warranty period, commencing on the date of Final Acceptance. The requirement for carrying the foregoing insurance shall not derogate from the provisions for indemnification of OCSD by CONTRACTOR under Section 17 of this Contract. Notwithstanding nor diminishing the obligations of CONTRACTOR with respect to the foregoing, CONTRACTOR shall subscribe for and maintain in full force and effect during the life of this Contract, inclusive of all changes to the Contract Documents made in accordance with the provisions of the General Conditions, "Request for Change (Changes at CONTRACTOR's Request)" and/or"OWNER Initiated CONFORMED C-CA-021414 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 13 of 24 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 requirements) providing the more protective coverage for both OSCD and the Third Parties shall control and be purchased and maintained by CONTRACTOR. A. Limits of Insurance 1. General Liability: Five Million Dollars ($5,000,000) per occurrence and a general aggregate limit of Five Million Dollars ($5,000,000)for bodily injury, personal injury and property damage. Coverage shall include each of the following: a. Premises-Operations. b. Products and Completed Operations, with limits of at least Five Million Dollars ($5,000,000) per occurrence and a general aggregate limit of Five Million Dollars ($5,000,000)which shall be in effect at all times during the warranty period set forth in the Warranty section herein, and as set forth in the General C-CA-021414 CONFORMED PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 14 of 24 Return to Aaenda Report 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 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. CONFORMED C-CA-021414 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 15 of 24 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 One Million Dollars ($1,000,000) per accident for property damage. 3. Umbrella Excess Liability: The minimum limits of general liability and automobile liability insurance required, as set forth above, shall be provided for either in a single policy of primary insurance or a combination of policies of primary and umbrella excess coverage. Excess liability coverage shall be issued with limits of liability which, when combined with the primary insurance, will equal the minimum limits for general liability and automobile liability. 4. Worker's Comoensation/Emolover's Liability: CONTRACTOR shall provide such Worker's Compensation Insurance as required by the Labor Code of the State of California, including employer's liability with a minimum limit of One Million Dollars ($1,000,000) per accident for bodily injury or disease. If an exposure to Jones Act liability may exist, the insurance required herein shall include coverage with regard to Jones Act claims. Where permitted by law, CONTRACTOR hereby waives all rights of recovery by subrogation because of deductible clauses, inadequacy of limits of any insurance policy, limitations or exclusions of coverage, or any other reason against OCSD, its or their officers, agents, or employees, and any other contractor or subcontractor C-CA-021414 CONFORMED PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 16 of 24 Return to Aaenda Report 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. 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 CONFORMED C-CA-021414 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 17 of 24 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 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). C-CA-021414 CONFORMED PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 18 of 24 Return to Aaenda Report 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 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 CONFORMED C-CA-021414 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 19 of 24 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. Required Forms and Endorsements 1. Required ACORD Form a. Certificate of Liability Form 25-S (7/97) 2. Required Insurance Services Office, Inc. Endorsements (when alternative forms are shown, they are listed in order of preference) In the event any of the following forms are cancelled by Insurance Services Office, Inc. (ISO), or are updated, the ISO replacement form or equivalent must be supplied. a. Commercial General Liability Form CG-0001 10 01 b. Additional Insured Including Form CG-2010 10 01 and Products-Completed Operations Form CG-2037 10 01 C. Waiver of Transfer of Rights of Form CG-2404 11 85; or Recovery Against Others to Us/ Form CG-2404 10 93 Waiver of Subrogation 3. Required State Compensation Insurance Fund Endorsements a. Waiver of Subrogation Endorsement No. 2570 b. Cancellation Notice Endorsement No. 2065 4. Additional Required Endorsements a. Notice of Policy Termination Manuscript Endorsement C-CA-021414 CONFORMED PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 20 of 24 Return to Aaenda Report SECTION-17 RISK AND INDEMNIFICATION All Work covered by this Contract done at the site of construction or in preparing or delivering materials to the site shall be at the risk of CONTRACTOR alone. CONTRACTOR shall save, indemnify, defend, and keep OCSD and others harmless as more specifically set forth in General Conditions, "General Indemnification". SECTION-18 TERMINATION This Contract may be terminated in whole or in part in writing by OCSD in the event of substantial failure by the CONTRACTOR to fulfill its obligations under this Agreement, or it may be terminated by OCSD for its convenience provided that such termination is effectuated in a manner and upon such conditions set forth more particularly in General Conditions, "Termination for Default" and/or"Termination for Convenience", provided that no termination may be effected unless proper notice is provided to CONTRACTOR at the time and in the manner provided in said General Conditions. If termination for default or convenience is effected by OCSD, an equitable adjustment in the price provided for in this Contract shall be made at the time and in the manner provided in the General Conditions, "Termination for Default" and "Termination for Convenience". SECTION—19 WARRANTY The CONTRACTOR agrees to perform all Work under this Contract in accordance with the Contract Documents, including OCSD's designs, Drawings and Specifications. The CONTRACTOR guarantees for a period of at least one (1) year from the date of Final Acceptance of the Work, pursuant to the General Conditions, "Final Acceptance and Final 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 CONFORMED C-CA-021414 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 21 of 24 observed defects. In the event that the CONTRACTOR fails to make adjustments, repairs, corrections or other work made necessary by such defects, OCSD may do so and charge the CONTRACTOR the cost incurred. The CONTRACTOR's warranty shall continue as to any corrected deficiency until the later of(1)the remainder of the original one-year warranty period; or(2)one year after acceptance by OCSD of the corrected Work. The Performance Bond and the Payment Bond shall remain in full force and effect through the guarantee period. The CONTRACTOR's obligations under this clause are in addition to the CONTRACTOR's other express or implied assurances under this Contract, including but not limited to specific manufacturer or other extended warranties specified in the Plans and Specifications, or state law and in no way diminish any other rights that OCSD may have against the CONTRACTOR for faulty materials, equipment or Work. SECTION-20 ASSIGNMENT No assignment by the CONTRACTOR of this Contract or any part hereof, or of funds to be received hereunder, will be recognized by OCSD unless such assignment has had prior written approval and consent of OCSD and the Surety. SECTION—21 RESOLUTION OF DISPUTES OCSD and the CONTRACTOR shall comply with the provisions of California Public Contract Code Section 20104 at. seq., regarding resolution of construction claims for any Claims which arise between the CONTRACTOR and OCSD, as well as all applicable dispute and Claims provisions as set forth in the General Conditions and as otherwise required by law. 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. C-CA-021414 CONFORMED PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 22 of 24 Return to Aaende Report SECTION-23 NOTICES Any notice required or permitted under this Contract may be given by ordinary mail at the address set forth below. Any parry whose address changes shall notify the other party in writing. TO OCSD: Orange County Sanitation District 10844 Ellis Avenue Fountain Valley, California 92708-7018 Attn: Clerk of the Board Copy to: Orange County Sanitation District 10844 Ellis Avenue Fountain Valley, California 92708-7018 Attn: Construction Manager Bradley R. Hogin, Esquire Woodruff, Spradlin & Smart 555 Anton Boulevard Suite 1200 Costa Mesa, California 92626 TO CONTRACTOR: K&F Electric, Inc. 575 Anton Boulevard, Suite 300 Costa Mesa, CA 92626 Copy to: R. Ben Canfield, III K&F Electric, Inc. 575 Anton Boulevard, Suite 300 Costa Mesa, CA 92626 CONFORMED C-CA-021414 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 23 of 24 IN WITNESS WHEREOF, the parties hereto have executed this Contract Agreement as the date first hereinabove written. CONTRACTOR: K&F Electric, Inc. 575 Anton Boulevard, Suite 300 Costa Mesa, CA 92626 By Printed Name Its CONTRACTOR's State License No. 909531 (Expiration Date— 1/3/2016) OCSD: Orange County Sanitation District By Chair, Board of Directors By Clerk of the Board By Contracts, Purchasing and Materials Management Division Manager C-CA-021414 CONFORMED PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 24 of 24 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. CONFORMED C-EXA-071012 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES 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 CONFORMED PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES 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-6 PAYMENT OF TAXES Unless otherwise specifically provided in this Contract, the Contract Price includes full compensation to the CONTRACTOR for all taxes. The CONTRACTOR shall pay all federal, state, and local taxes, and duties applicable to and assessable against any Work, including but not limited to retail sales and use, transportation, export, import, business, and special taxes. The CONTRACTOR shall ascertain and pay the taxes when due. The CONTRACTOR will maintain auditable records, subject to OCSD reviews, confirming that tax payments are current at all times. CONFORMED C-EXA-071012 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES 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 CONFORMED PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES 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; CONFORMED C-EXA-071012 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES 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 CONFORMED PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES 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 Act 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 CONFORMED C-EXA-071012 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 7 of 8 ATTACHMENT SCHEDULE OF PRICES See next pages from the Bid Submittal Forms (K&F Electric, Inc.): BF-14 Schedule of Prices, Pages 1-2 C-EXA-071012 CONFORMED PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 8 of 8 Return to Aaenda Report K&F Electric, Inc. a Bid Submitted By: (N�nr.af Fkm) ¢ BF-14 SCHEDULE OF PRICES INSTRUCTIONS A. General For Unit Prices,R Is understood that the following quantities are approximate only and are solely for the purpose of estimating the comparison of Bids, and that the actual value of Work will be computed based upon the actual quantities in the completed Work,whether they be more or less than those shown. CONTRACTOR's compensation for the Work under the Contract Documents will be computed based upon the lump sum amount of the Contract at time of award, plus any additional or deleted costs approved by OCSD via approved Change Orders, pursuant to the Contract Documents. Bidder shall separately price and accurately reflect costs associated with each line 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 riohts or novelties 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. BF-14 SCHEDULE OF PRICES C-BF-031014 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Page 1 of 2 Bid Submitted By: K&F Electric, Inc. (Name of Firm) EXHIBIT A SCHEDULE OF PRICES BASE BID ITEMS (Refer to Note 1 in the Instructions): Item Description Unit of Approx. Unit PriceExlonded Prico No. Measurement city. 1. Mobilization: For all fees, labor, materials and equipment necessary for mobilization, in Lump Sum 1 = $ 60,000,00 conformance with Section 01155 Measurement and Payment and the Contract Documents, for a lump sum price of... 2. Plant No. 1 PLC Work: Furnish all labor, materials and equipment necessary for the completion of Lump Sum 1 $ the Plant No. 1 Work, in conformance with Section 01155 Measurement and Payment and the Contract Documents, for a lump sum price of... 3. Plant No. 2 PLC Work: Furnish all labor, materials and equipment necessary for the completion of Lump Sum 1 $ the Plant No. 2 Work, in conformance with Section 01155 Measurement and Payment and the Contract Documents, for a lump sum price of... 4. Demobilization: For all fees, labor, materials and equipment necessary for demobilization, Lump Sum 1 = $ I or o o> In conformance with Section 01155 Measurement and Payment and the Contract Documents, for a lump sum price of... SUBTOTAL OF ITEMS NO. 1 THROUGH NO.4 $ 1, c, TOTAL AMOUNT OF BID (BASIS OF AWARD) $ BF-14 SCHEDULE OF PRICES C-BF-031014 ADDENDUM NO. 1 PROJECT NO.J-125 PROGRAMMABLE CONTROL PANEL UPGRADES Pa9c 2 of 2 BOARD OF DIRECTORS Meeting Date I TOBd.Of Dir. -- o7/z3/i4 AGENDA REPORT IternNumber ItemNumbe B Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Director of Engineering SUBJECT: SLUDGE DEWATERING AND ODOR CONTROL AT PLANT NO. 2, PROJECT NO. P2-92 GENERAL MANAGER'S RECOMMENDATION A. Approve Amendment No. 6 to the Professional Design Services Agreement with Brown and Caldwell for Sludge Dewatering and Odor Control at Plant No. 2, Project No. P2-92, for $666,798, increasing the total amount not to exceed $7,485,239; and B. Approve a contingency increase of $66,680 (1.2%) to the Professional Design Services Agreement with Brown and Caldwell for Sludge Dewatering and Odor Control at Plant No. 2, Project No. P2-92. SUMMARY The Sludge Dewatering and Odor Control at Plant No. 2, Project No. P2-92, will replace dewatering facilities that have reached the end of their service life. Based on the Long Range Biosolids Master Plan, a newer dewatering technology, centrifuges, will be utilized to reduce biosolids disposal costs. The project will also incorporate odor control improvements to contain and treat odors associated with dewatering and truck loading. The project includes two independent odor control systems. Foul air generated from the dewatering process will be treated biologically. Foul air pulled from the Truck Loading Bays was to be treated using activated carbon, which was initially identified as the most cost-effective method of controlling the odors from that source. Recent experiences in a number of Orange County Sanitation District (Sanitation District) facilities have shown that activated carbon does not always perform per expectations. Based on the cumulative evidence, staff concluded that chemical scrubbers should be used instead of activated carbon for this application. In order to avoid expensive delays to the main project, a decision was made to design, bid, and construct the Truck Loading Bay Odor Control system separately from the main P2-92 dewatering project. The truck loading facilities exist and have been in operation for several years. This improvement is separable from the new construction. The project will be built so that it is ready for operation by the time the new centrifuge facility goes into operation. This Amendment, and the additional associated contingency, will authorize the design consultant, Brown and Caldwell, to prepare the preliminary and final design documents for the Truck Loading Bay Odor Control System. Page 1 of 2 PRIOR COMMITTEE/BOARD ACTIONS • December 2012 - Approved a contingency increase of $568,296 (10%) to the Professional Design Services Agreement with Brown and Caldwell for Sludge Dewatering and Odor Control at Plant No. 2, Project No. P2-92, for a total contingency of$1,136,592 (20°/%). • July 2011 - Approved a Professional Design Services Agreement with Brown and Caldwell for Sludge Dewatering and Odor Control at Plant No. 2, Job P2-92, providing for engineering design services for the amount not to exceed $5,682,963 and approved a contingency of$568,296 (10%). ADDITIONAL INFORMATION Negotiations for this proposed work extended beyond the mailing date to the Operations Committee. The item is being brought directly to the Board in July since the Operations Committee is dark in August. CEQA On March 27, 2013, the Board certified the Final Subsequent Environmental Impact Report for implementation of Sludge Dewatering and Odor Control at Plant No. 2, Project No. P2-92; making certain findings relating to environmental effects identified in the Final Subsequent Environmental Impact Report; adopting a Mitigation Monitoring and Reporting Program; adopting a Statement of Overriding Considerations; and approving the Sludge Dewatering and Odor Control at Plant No. 2, Project No. P2-92. BUDGET/DELEGATION OF AUTHORITY COMPLIANCE This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This item has been budgeted (FY2014-15, Section 8, Page 71) and the budget is sufficient for the recommended action. Date of Approval Contract Amount Contingency 07/27/11 $5,682,963 $568,296 (10%) 12/19/12 $568,296 (10%) 07/23/14 $ 666,798 $ 66,680(1.2%) ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.coml with the complete agenda package: • PDSA Amendment No. 6 JM:dm:gc Page 2 of 2 Return to Mende Report AMENDMENT NO. 6 TO AGREEMENT THIS AMENDMENT NO. 6 TO AGREEMENT, is made and entered into to be effective the 2V day of July, 2014 by and between the ORANGE COUNTY SANITATION DISTRICT, hereinafter referred to as "SANITATION DISTRICT', and BROWN & CALDWELL, of Irvine, CA, for purposes of this Agreement hereinafter referred to as "CONSULTANT". WITNESSETH: WHEREAS, the SANITATION DISTRICT and CONSULTANT have previously executed an Agreement dated July 27, 2011, together with Amendment No. 1 dated October 2, 2012, Amendment No. 2 dated May 21, 2013, Amendment No. 3 dated November 19, 2013, Amendment No. 4 dated April 1, 2014, and Amendment No. 5 dated June 17, 2014 for professional design services for SLUDGE DEWATERING AND ODOR CONTROL AT PLANT NO. 2, PROJECT NO. P2-92; and, WHEREAS, the SANITATION DISTRICT has determined that additional engineering services are required; and, WHEREAS, CONSULTANT is qualified to provide the necessary services in connection with these additional requirements based on its demonstrated competence and has agreed to provide the necessary engineering services, and has been selected in accordance with the SANITATION DISTRICT selection policy regarding professional design services; and, Amendment No. 6 -1- Project No. P2-92 Revised 12/01/10 Return to Mende Report WHEREAS, the SANITATION DISTRICT acting through its Director of Engineering, has negotiated with CONSULTANT, and has certified the final negotiated fee for said services as reasonable, and, WHEREAS, the Board of Directors has accepted the recommendation of the General Manager pursuant to the current Ordinance, has approved this Amendment No. 6 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 Amendment No. 6, it is mutually agreed as follows: 1. CONSULTANT agrees to provide additional design services related to the Truck Loading Bay Odor Control System as outlined in the Brown & Caldwell proposal dated June 17, 2014, designated as Exhibit "A", attached hereto and by this reference made a part of this Amendment No. 6 to Agreement. 2. Article 2 of that certain Agreement dated July27, 2011, between the SANITATION DISTRICT and CONSULTANT is hereby amended to increase the total compensation by $666,798 from $6,818,441 to an amount not to exceed $7,485,239, all in accordance with the same terms and conditions as otherwise specified in Article 3 and the other provisions of said Agreement. Amendment No. 6 -2- Project No. P2-92 Revised 12/01/10 Return to Agenda Report 3. The additional compensation authorized hereby and sums paid by the SANITATION DISTRICT to CONSULTANT pursuant hereto shall be based upon and allocated as follows: Contract Alount includes Change per Amendments) Atendment No. 6 Amended Anreement Consultant Burdened Labor(Raw labor+ $ 2,713,954 $ 295,852 $ 3,009,806 Fringe a 40%) Overhead@ 114.65% $ 3,111,548 $ 339,194 $ 3,450,742 Fixed Profit @ 5.00% $ 291,275 $ 31,752 $ 323,027 Direct Costs, NTE $ 118,692 $ - $ 118,692 Subtotal = $ 6,235,469 $ 666,798 $ 6,902,267 Subconsultant- PLATTNIIHITELAW ARCHITECTS Burdened Labor(Raw labor+ $ 43,335 $ - $ 43,335 Fringe g 33%) Overhead @ 120.00% $ 52,002 $ - $ 52,002 Fixed Profit @ 10.00% $ 9,534 $ - $ 9,534 erect Costs, NTE $ 2,195 $ - $ 2,195 Subtotal = $ 107,066 $ - $ 107,066 Subconsultant- ENVIRONMENTAL SCIENCES ASSOCIATES (ESA) Burdened Labor(Raw labor+ $ 40,309 $ - $ 40,309 Fringe g 40%) Overhead @ 123.483% $ 49,775 $ - $ 49,775 Fixed Profit @ 10.00% $ 9,008 $ - $ 9,008 Direct Costs, NTE _ $ 4,190 $ - $ 4,190 Subtotal = $ 103,282 $ - $ 103,282 Subconsultant Fees NTE:_ Kleinfelder $ 87,748 $ - $ 87,748 Forkert $ 38,750 $ - $ 38,750 BGB $ 22,816 $ - $ 22,816 Shannon &Wilson $ 23,320 $ - $ 23,320 Corrosion Probe $ 33,180 $ - $ 33,180 Dynatech $ 57,260 $ - $ 57,260 VSA $ 41,050 $ - $ 41,050 Hughes $ 44,500 $ - $ 44,500 Peter LaMontagne $ 14,000 $ - $ 14,000 Saf-R-Dig $ 10,000 $ - $ 10,000 Subtotal= $ 372,624 $ - $ 372,624 Total Not to Exceed $ 6,818,441 $ 666,798 $ 7,485,239 Amendment No. 6 -3- Project No. P2-92 Revised 12/01/10 Return to Mende Report 4. The SANITATION DISTRICT agrees to pay CONSULTANT on a monthly basis pursuant to invoices submitted to the SANITATION DISTRICT from CONSULTANT and as approved by the SANITATION DISTRICT's Director of Engineering. 5. This modifying Amendment is supplemental to the Agreement dated July 27, 2012, Amendment No. 1 dated October 2, 2012, Amendment No. 2 dated May 21, 2013, Amendment No. 3 dated November 19, 2013, Amendment No. 4 dated April 1, 2014, and Amendment No. 5 dated June 17, 2014, and is by reference made a part of said Agreement. All of the terms, conditions, and provisions thereof, unless specifically modified herein, shall continue in full force and effect. 6. In the event of any conflict or inconsistency between the provisions of this Amendment and any of the provisions of the original Agreement, the provisions of this Amendment No. 6 shall in all respects govern and control. Amendment No. 6 -4- Project No. P2-92 Revised 12/01/10 Return to Mende Report IN WITNESS WHEREOF, this Amendment No. 6 to Agreement has been executed in the name of the SANITATION DISTRICT by its officer's thereunto duly authorized and executed by CONSULTANT as of the day and year first above written. ORANGE COUNTY SANITATION DISTRICT By Tom Beamish Date Chairman of the Board By Kelly A. Lore Date Acting Clerk of the Board BROWN & CALDWELL By Date By Date ORANGE COUNTY SANITATION DISTRICT By Marc Dubois Date Contracts/Purchasing Manager JM:dm EDMS:003993303/5.1.h Amendment No. 6 -5- Project No. 132-92 Rev,setl 12/01/10 BOARD OF DIRECTORS Meeting Dare I TO%30/f Dir. — o7/z /ia AGENDA REPORT Item Number Item Numbe g Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Ed Torres, Director of Operations and Maintenance SUBJECT: SPARE PUMP FOR STEVE ANDERSON LIFT STATION GENERAL MANAGER'S RECOMMENDATION A. Authorize a sole source purchase order to Flo Systems Inc. for the purchase of one spare pump for the Steve Anderson Lift Station (SALS) for a total amount of $215,000; and B. Approve a contingency of$6,450 (3%). SUMMARY Phase II expansion of the Ground Water Replenishment System (GWRS) project is expected to be completed by April 2015. After the completion of the GWRS expansion project, OCSD will be treating more flow at Plant No. 1 in order to provide adequate secondary effluent to GWRS. Average flow at Plant No. 1 is expected to increase from 100 million gallons per day (mgd) to 135 mgd. SALS is one of the pump stations that will be used to bring in more flow to Plant No. 1. Upstream flow diversions to SALS will increase from 30 mgd to 55 mgd requiring a minimum of three of the four pumps to be in continuous operation. The lead time for spare parts and pump repairs at SALS could be as long as 20 weeks. In order to maintain adequate reliability and meet our level of service commitment to GWRS, the proposed spare pump will be used to replace any of the four pumps that may encounter problems or failures. Staff recommends a sole source for this pump for the following reasons: 1. The original installation is a Hidrostal pump and other pumps do not fit in the existing piping configuration. 2. Hidrostal is the pump manufacturer and requires us to purchase the pump from their local distributor Flo Systems Inc. PRIOR COMMITTEE/BOARD ACTIONS N/A Page 1 of 2 ADDITIONAL INFORMATION N/A CEQA N/A BUDGET/PURCHASING ORDINANCE COMPLIANCE This request complies with authority levels of OCSD Purchasing Ordinance OCSD-44. This item has been budgeted for FY 2014-15 and 2015-16 (section 8 page 120 M-FR- PLT). Date of Aooroval Contract Amount Contingency FY2014-15 Budget, $215,000 $6,450(3%) Section 8—Page 120 ET:UM:cf Page 2 of 2 BOARD OF DIRECTORS Meeting Date I TOBd.of Dir. — o7/z3/14 AGENDA REPORT Number 10 Item Number Item Nu Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Director of Engineering SUBJECT: MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION, CONTRACT NO. P1-115A GENERAL MANAGER'S RECOMMENDATION A. Receive and file bid tabulation and recommendation; B. Find that the lowest bid from Hal Hays Construction, Inc. is non-responsive and reject the lowest bid; C. Receive and file Appeal of Award Recommendation letter dated June 18, 2014 from Hal Hays Construction, Inc. concerning the determination that their bid was Non-Responsive and the Orange County Sanitation District's recommendation to award to the second lowest bidder, Stronghold Engineering, Inc.; D. Receive and file the Orange County Sanitation District Final Disposition letter dated July 10, 2014 to Hal Hays Construction, Inc. responding to the Appeal of Award Recommendation; E. Deny Appeal of Award Recommendation filed by Hal Hays Construction, Inc.; F. Award a construction contract to Stronghold Engineering, Inc. for Maintenance Area Building Improvements and Building H Demolition, Contract No. P1-115A, part of Title 24 Access Compliance and Building Rehabilitation, Project No. P1-115, for a total amount not to exceed $7,323,217; and G. Approve a contingency of$732,322 (10%). SUMMARY Maintenance Area Building Improvements and Building H Demolition, Contract No. P1-115A, is part of the larger project Title 24 Access Compliance and Building Rehabilitation, Project No. P1-115, which retrofits existing support buildings and trailers at Plant No. 1 to meet accessibility requirements and other code requirements, and provide maintenance replacements such as roofs and lighting. The Orange County Sanitation District (Sanitation District) advertised for bids on March 25, 2014 and on April 2, 2014. Five sealed bids were received on May 6, 2014. The bids were evaluated in accordance with the Sanitation District's policies and procedures. Hal Hays Construction, Inc. submitted the lowest bid, but this bid was Page 1 of 4 deemed non-responsive due to their Experience Modification Rate (EMR) being higher than the Sanitation District's standard as specified in the Invitation for Bids (IFB). Therefore, the second low Bidder, Stronghold Engineering, Inc. was deemed the lowest responsive, responsible bidder. Hal Hays Construction, Inc., submitted an appeal to the determination that their bid was Non-Responsive and to the award recommendation to Stronghold Engineering, Inc. Staff and General Counsel determined that their appeal does not have merit and therefore a change to the award recommendation is not warranted. Staff recommends awarding a construction contract to Stronghold Engineering, Inc. for Maintenance Area Building Improvements and Building H Demolition, Contract No. P1-115A, for a total amount not to exceed $7,323,217. The bidders were required to include five additive/deductive bid items which are included in the basis for award, but are not included in the Contract award value. Summary information on the bid opening for Maintenance Area Building Improvements and Building H Demolition, Contract No. P1-115A, includes the additive/deductive bid items and the results are as follows: Project Budget $31,982,778 Construction Contract Budget $ 8,000,000 Engineer's Estimate $ 7,500,000 Lowest Responsive, Responsible Bid $ 7,342,217 High Bid $ 7,620,850 Bidder Amount of Bid Hal Hays Construction, Inc. $ 5,612,929 Stronghold Engineering, Inc. $ 7,342,217 2H Construction, Inc. $ 7,431,800 Woodcliff Corporation $ 7,527,450 Sanders Construction Services, Inc. $ 7,620,850 PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION In the bid submittal forms, the bidder is required to indicate if their EMR meets the standard set by the Sanitation District. Hal Hays Construction, Inc., indicated in their bid submittal forms that their workers' compensation EMR was between 1.01 and 1.25. Sanitation District staff verified the EMR rate issued by the WCIRB on the Compline website (an online industry source of actual published EMR rates) and discovered that Page 2 of 4 the Hal Hays Construction, Inc. actual EMIR rate at the time of bid was above 1.25, which exceeds the Sanitation District's acceptable Safety standards as required by the IFB. The WCIRB is California's licensed rating organization for workers' compensation and their safety ratings are commonly used as an industry standard by sureties, bidders and awarding agencies. The Sanitation District staff issued a clarification request to Hal Hays Construction, Inc. requesting to provide clarification of their actual published EMIR rate at the time of bid. The information provided by Hal Hayes Construction, Inc.'s surety in response to the clarification request regarding their actual published EMR at the time of bid demonstrated that it was above 1.25. On this basis, the Sanitation District staff determined the bid submitted by Hal Hays Construction, Inc. to be non-responsive to the IFB requirements. The Sanitation District's General Counsel was consulted and concurred with the Evaluation Team's determination of the bid. Hal Hays Construction, Inc. submitted an appeal to the Sanitations District's determination that their bid was Non-Responsive and to the recommendation to award the contract to the second lowest bidder, Stronghold Engineering. Hal Hays claims that their three-year average Safety Rating based on their calculation meets the Sanitation District's requirement of the IFB and gave further explanation on their safety rating and why they should be considered for the award. Staff reviewed the appeal and consulted with General Counsel. The EMIR reported by the WCIRB is a three-year average. The IFB does not provide any direction to further average this value which was the method used by Hal Hays to calculate their EMIR that they included in the Bid. This calculation method is not supported by IFB requirements and the industry standards and therefore Hal Hays Construction, Inc., bid was deemed non-responsive to the IFB requirements and their appeal denied. Staff responded to the appeal concluding that the appeal does not merit a change to the award recommendation. CEQA A Notice of Exemption was filed and recorded with the County of Orange on January 5, 2011. BUDGET/PURCHASING ORDINANCE COMPLIANCE This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This item has been budgeted (Line item: FY2013-14 Update, Page A-11). The FY2013-14 Update budget for P1-115 was modified twice by Board of Directors' actions during the current fiscal year. An amount of$145,778 was moved into the P1-115 budget for permitting costs associated with an agreement with the City of Fountain Valley that was approved in August 2013. In November 2013, an amount of $800,000 was moved from the P1-115 budget to create Project No. SP-194 for the Administration Facilities Implementation Planning. The current P1-115 Budget is $31,982,778. Project contingency funds will not be used for this construction contract. Page 3 of 4 Date of Approval Contract Amount Contincencv 08/27/14 $7,323,217 $732,322 (10%) ATTACHMENT The following attachment(s) maybe viewed on-line at the OCSD website (Mm w.ocsd.com) with the complete agenda package: • Appeal of Award Recommendation Notice Letter (Attached) • Final Disposition Letter(Attached) • Construction Contract WS:dm:gc Page 4 of 4 P11SA I 2. N, 4t Ern. Return to Agenda Reporl CONSTRUCTION INC. Lirenre#66R60 June 18,2014 Orange County Sanitation District Aun.INfichelle Chewaing,Contracts Administrator 10844 EOis Avenue Fountain Valley,CA 92708 Rc: (:..met No. Ill-115A,\laintenance Area Building Improvements and Building I I Demolition Appeal of Award Recommendation Notice Dear Ms.Chewing: This letter is to appeal the in response to the correspondence we received from),ou,dated June 11,2014,in which the Omngc County Sanitation District determined our bid for the shove mentioned project to be Non-Responsive based on BM Contractors Safety Declaration. Hal I-lays Construction, Inc. (III ICI) strongly disakrtecs with this determination and is requesting a formal appeal. We made the effort prior to the bid and second site visit to personally contact you and discuss this potential issue.We informed you that if this was based on the current year of 2013 then we would not meet this requirement and would not prepare an estimate and submit a bid on this project.You requested that we submit an RFI on this,which we did.The RFI was responded to and was included in a pre-bid addendum.'fhc response confirmed that the EINIR of 1.25 is based on a three year average,not including the currently reported year. Based on your verbal discussions with our staff, and the written response to the RFI, we expended substantial costs and resources to submit a very competitive bid for this project,$1.7 million below the next bidder. We then re-evaluated our bid and dmcmhined that,based on the substantial amount of self-performed work and our substantially better subcontractor base and proposals;we were very comfortable with our bid amount for this project. We have previously provided a detailed explanation of our previous and currently repotted year FINER and demonstrated that our three-year average from 2010—2012 was 122,slightly below the required 125. We also provided substantiation that our 2014 rate that will be reported on or about July 1,2014,has dropped to 0.82. 1-IHCI takes safety very seriously and provided you documentation that clearly explains the spike we had in our rate and what has been done to ensure our safety is above avenge for out industry,as demonstrated by our soon-m-bc reported 2014 EMIT. III1C1 cannot overlook the substantial resources and cost expended to provide the district with a compliant offering which met all requirements outlined by the Orange County Sanitation District at the time of bid. I lad your verbal or written response indicated that you would only look at the currently reported year of 2013,we would not have spent time and effort bidding this project,nor would have passed on other projects bidding in order to focus on this project.We would like the opportunity 10 discuss the costs to prepare this estimate and potential lost profits with you should this project not be awarded to I II ICI. We strongly feel that awarding this project to I lal 1 bats Construction, Inc. is in the best interests of the Orange County Sanimtion District. Ell WI provides a savings of over$1.7 million to the district and has the performance ability,background and experience to successfully complete this project safely. Sincerely, �t Kirby aye President/CEO cc:Rob Thompson,Director of Engineering(rhompsrn@ocsd.com) Wendy Scvenandt,Project Manager(wscvmandt@ocsd.com) Jeff Shubik,Senior Engineer(jshubik@ocsd.mm) Maria Ayala,Clerk of the Board(mayala@oesd.eom) 4181 Latham Soect,Riverside,CA 92501 ♦ (95 1)788-0703 Phone ♦ (951)788-1517 Fox ♦ www.halhay.i.com RECEIVED 2014 JUN 19 AM 10'. 27 OCSD Receptionist Retum to Mende Report Orange County Sanitation District . 10944 Ellis Avenue,Fountain Valley,CA92709 (714)962-2411 vww.ocsexerscom Brea Buena Park July 10, 2014 Via Fax: (951) 275-0752 Fountain Valley Via Email: khaysahalhays.com & Overnight Mail Fullerton & Certified Mail with Delivery Confirmation Kirby Hays Garden Grove, Hal Hays Construction, Inc. Huntinton_ Beach 4181 Latham Street Irvine Riverside, CA 92501 La Habra SUBJECT: OCSD Determination regarding Hal Hays Construction Award Protest Statement Appealing the Award Recommendation Rejecting Hal Hays La Palma Construction's Bid as Nonresponsive LosAlannims RE: PROJECT NO. P1-115A, MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION himport Beach , . •_- The Orange County Sanitation District (OCSD) is in receipt of Hal Hays Construction, Inc.'s (HHCI) Award Protest Statement dated June 18, 2014, Santa Ana appealing OCSD's determination of its Bid for the above reference project as non- SealBeach responsive based on the Bid Submittal Forms, BF-6 Safety Declaration of Contractor. Scanlon OCSD reviewed information provided by HHCI and made its determination to reject Tuahn the above referenced appeal for the following reasons: Villa Park 1. P1-115A Contract Documents clearly identify OCSD safety standards and safety evaluation procedures. IB-13 (B), Bid Evaluation Process expressly requires an Countyofomnge EMIR rate between 1.01-1.25 at the date and time of Bid Opening. Costa District As confirmed by HHCI in its response to OCSD Clarification Request No.1 issued on June 5, 2014, HHCI's actual published EMR rate issued by WCIRB is Mid"y City above 1.25 and therefore exceeds OCSD's safety standard as required by the Sandary District P1-115A Invitation for Bid (IFB). Therefore, HHCI was deemed non-responsive 'Nine�Ranch to the requirements of the IFB. vvoti District 2. In response to HHCI's written question submitted on April 8, 2014, OCSD confirmed the definition of EMR as a computation "over a three year period excluding the most current year". This definition is an accepted industry standard which is based on a three year average excluding the most currently reported year. The IFB documents and OCSD's written response to HHCI's written question referenced above do not provide any direction to HHCI to further average this value to calculate the EMR rate used in it's Bid. Therefore, OCSD disagrees with HHCI's detailed explanation of the EMR stated in it's Bid and it's calculation method as described in it's response to OCSD's Clarification Request No.1. We protect public health and the environment by providing effective wastewater collection, treatment, and recycling. H" SAXIrq J/O N Mal �9 E 'h0 !Xf EN��PO�S K. Hays Page 2 of 2 July 10, 2014 3. Information provided by HHCI regarding its 2014 EMIR available around July 1, 2014 is not applicable, since OCSD's Safety Bid Evaluation is based on the EMIR rate that is current at the date and time of Bid Opening as stated in the IFB. The date and time of Bid Opening was on May 6, 2014 at 11:00 a.m. Therefore, based on the above, OCSD deemed HHCI's Bid non-responsive to the requirements of the IFB. OCSD's position regarding this determination remains without change and based on this determination HHCI's appeal of OCSD Award Recommendation is hereby denied. For the foregoing reasons, OCSD's recommendation that the Board of Directors let the contract to Stronghold Engineering, Inc., stands. Mar DuBois C tracts, Purchasing Manager EMS:003994286 cc: R. Thompson M. Puccio C. Ambrose W. Sevenandt K. Lore O. Sandoval Return to Aaenda Report PART A CONTRACT AGREEMENT C-CA-021414 TABLE OF CONTENTS CONTRACT AGREEMENT SECTION - 1 GENERAL CONDITIONS..................................................................1 SECTION -2 MATERIALS AND LABOR.................................................................4 SECTION -3 PROJECT..........................................................................................5 SECTION -4 PLANS AND SPECIFICATONS ........................................................5 SECTION -5 TIME OF COMMENCEMENT AND COMPLETION ..........................5 SECTION -6 TIME IS OF THE ESSENCE .............................................................6 SECTION -7 EXCUSABLE DELAYS......................................................................7 SECTION -8 EXTRA WORK...................................................................................7 SECTION -9 CHANGES IN PROJECT...................................................................8 SECTION - 10 LIQUIDATED DAMAGES FOR DELAY.............................................8 SECTION - 11 CONTRACT PRICE AND METHOD OF PAYMENT.........................8 SECTION - 12 SUBSTITUTION OF SECURITIES IN LIEU OF RETENTION OF FUNDS ............................................................................................10 SECTION - 13 COMPLETION.................................................................................11 SECTION - 14 CONTRACTOR'S EMPLOYEES COMPENSATION.......................11 SECTION - 15 SURETY BONDS ............................................................................13 SECTION - 16 INSURANCE....................................................................................14 SECTION - 17 RISK AND INDEMNIFICATION.......................................................22 SECTION - 18 TERMINATION................................................................................22 SECTION - 19 WARRANTY....................................................................................23 SECTION -20 ASSIGNMENT.................................................................................24 SECTION -21 RESOLUTION OF DISPUTES ........................................................24 SECTION -22 SAFETY& HEALTH ........................................................................24 SECTION -23 NOTICES.........................................................................................25 C-CA-021414 Return to Aaenda Report CONTRACT AGREEMENT ORANGE COUNTY SANITATION DISTRICT CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Part of PROJECT NO. P1-115 TITLE 24 ACCESS COMPLIANCE AND BUILDING REHABILITATION PROJECT THIS AGREEMENT is made and entered into, to be effective, this July 23, 2014, by and between Stronghold Engineering Incorporated, 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. CONFORMED C-CA-021414 CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 1 of 26 A. Contract Documents Order of Precedence "Contract Documents" refers to those documents identified in the definition of"Contract Documents" in the General Conditions—Definitions. 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: C-CA-021414 CONFORMED CONTRACT NO. Pi-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 2 of 26 Return to Aaenda Rom 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 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 CONFORMED C-CA-021414 CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 3 of 26 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. 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. C-CA-021414 CONFORMED CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 4 of 26 Return to Aaentle Report SECTION-3 PROJECT The Project is described as: CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Part of PROJECT NO. P1-115 TITLE 24 ACCESS COMPLIANCE AND BUILDING REHABILITATION PROJECT SECTION -4 PLANS AND SPECIFICATONS The Work to be done is shown in a set of Plans and Specifications entitled: CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Part of PROJECT NO. P1-115 TITLE 24 ACCESS COMPLIANCE AND BUILDING REHABILITATION PROJECT 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 730 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 15 calendar days determined by OCSD likely to be inclement weather when CONTRACTOR will be unable to work. CONFORMED C-CA-021414 CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 5 of 26 For purposes of granting time extensions pursuant to the Section entitled Extension of Time for Delay of the General Conditions resulting from code corrections arising from city inspection and unknown code variances which were not foreseeable, the CONTRACTOR and OCSD agree that the time for completion includes sixty (60) calendar days of delay, as determined by OCSD to be for code corrections that may delay the CONTRACTOR's plan for completing the Work. In scheduling the Work, the CONTRACTOR shall account for the above referenced number of work days for which the effects of code corrections are expected to impede the Work with a Code Corrections activity preceded by the last construction activity and precedent to the Inclement Weather activity that precedes Substantial completion. The CONTRACTOR shall notify the ENGINEER in writing within seven (7)days of such lost work day(s) and correspondingly reduce the Code Corrections activity duration as such day(s) occur and are recognized and accepted by the ENGINEER. 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 C-CA-021414 CONFORMED CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 6 of 26 Return to Aaenda Report Section 5 herein. OCSD shall have the right to assert complete control of the premises on which the Work is to be performed and shall have the right to decide the time or order in which the various portions of the Work shall be installed or the priority of the work of subcontractors, and, in general, all matters representing the timely and orderly conduct of the Work of CONTRACTOR on the premises. SECTION—7 EXCUSABLE DELAYS CONTRACTOR shall only be excused for any delay in the prosecution or completion of the Project as specifically provided in General Conditions, "Extensions for Delay", and the General Requirements, "By CONTRACTOR or Others— Unknown Utilities during Contract Work". Extensions of time and extra compensation arising from such excusable delays will be determined in accordance with the General Conditions, "Extension of Time for Delay" and "Contract Price Adjustments and Payments", and extensions of time and extra compensation as a result of incurring undisclosed utilities will be determined in accordance with General Requirements, "By CONTRACTOR or Others— Unknown Utilities during Contract Work". OCSD's decision will be conclusive on all parties to this Contract. SECTION—S EXTRA WORK The Contract Price as set forth in Section 11, includes compensation for all Work performed by CONTRACTOR, unless CONTRACTOR obtains a Change Order signed by a designated representative of OCSD specifying the exact nature of the Extra Work and the amount of extra compensation to be paid all as more particularly set forth in Section 9 hereof and the General Conditions, "Request for Change (Changes at CONTRACTOR's Request)", "OWNER Initiated Changes", and "Contract Price Adjustments and Payments". In the event a Change Order is issued by OCSD pursuant to the Contract Documents, OCSD shall extend the time fixed in Section 5 for completion of the Project by the number of days, if CONFORMED C-CA-021414 CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 7 of 26 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 Seven Million Three Hundred Twenty-Three Thousand Two Hundred Seventeen Dollars ($7,323,217) as itemized on the Attached Exhibit W'. C-CA-021414 CONFORMED CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 8 of 26 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. CONFORMED C-CA-021414 CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 9 of 26 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-021414 CONFORMED CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 10 of 26 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 CONFORMED C-CA-021414 CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 11 of 26 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. ADDrentices: 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-021414 CONFORMED CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 12 of 26 Return to Aaende 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 CONFORMED C-CA-021414 CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 13 of 26 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-021414 CONFORMED CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 14 of 26 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 CONFORMED C-CA-021414 CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 15 of 26 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: Six Million Dollars ($6,000,000) per occurrence and a general aggregate limit of Six Million Dollars ($6,000,000)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 Six Million Dollars ($6,000,000) per occurrence and a general aggregate limit of Six Million Dollars ($6,000,000)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 C-CA-021414 CONFORMED CONTRACT NO. Pi-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 16 of 26 Return to Aaende Report assume responsibility of insurer until the deductible, SIR or other condition of insurer assuming its defense and/or indemnity has been satisfied. CONTRACTOR shall be responsible to pay any deductible or SIR. g. If a crane will be used, the General Liability insurance will be endorsed to add Riggers Liability coverage or its equivalent to cover the usage of the crane and exposures with regard to the crane operators, riggers and others involved in using the crane. h. If divers will be used, the General Liability insurance will be endorsed to cover marine liability or its equivalent to cover the usage of divers. 2. Automobile Liability: The CONTRACTOR shall maintain a policy of Automobile Liability Insurance on a comprehensive form covering all owned, non-owned, and hired automobiles, trucks, and other vehicles providing the following minimum limits of liability coverage: Either(1)a combined single limit of 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 One Million Dollars ($1,000,000) 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. CONFORMED C-CA-021414 CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 17 of 26 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-021414 CONFORMED CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 18 of 26 Return to Aaenda Report 5. Limits are Minimums: If CONTRACTOR maintains higher limits than the minimums shown in this Section, OCSD requires and shall be entitled to coverage for the higher limits maintained by the CONTRACTOR. B. Deductibles and Self-Insured Retentions Any deductibles or self-insured retentions must be declared to and approved by OCSD. At the option of OCSD, either: the Insurer shall reduce or eliminate such deductibles or self- insured retentions as respects OCSD, its Directors, officers, agents, CONSULTANTS, and employees; or CONTRACTOR shall provide a financial guarantee satisfactory to OCSD guaranteeing payment of losses and related investigations, claim administration, and defense expenses. C. Other Insurance Provisions 1. Each such policy of General Liability Insurance and Automobile Liability Insurance shall be endorsed to contain, the following provisions: a. OCSD, its Directors, officers, agents, CONSULTANTS, and employees, and all public agencies from whom permits will be obtained, and their Directors, officers, agents, and employees are hereby declared to be additional insureds under the terms of this policy, but only with respect to the operations of CONTRACTOR at or from any of the sites of OCSD in connection with this Contract, or acts and omissions of the additional insured in connection with its general supervision or inspection of said operations related to this Contract. b. Insurance afforded by the additional insured endorsement shall apply as primary insurance, and other insurance maintained by OCSD shall be excess only and not contributing with insurance provided under this policy. CONFORMED C-CA-021414 CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 19 of 26 2. Each insurance policy required herein shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30)days prior written notice by certified mail, return receipt requested, and that coverage shall not be cancelled for non-payment of premium except after ten (10)days prior written notice by certified mail, return receipt requested. Should there be changes in coverage or an increase in deductible or SIR amounts, CONTRACTOR undertakes to procure a manuscript endorsement from its insurer giving 30 days prior notice of such an event to OCSD, or to have its insurance broker/agent send to OCSD a certified letter describing the changes in coverage and any increase in deductible or SIR amounts. The certified letter must be sent Attention: Risk Management and shall be received not less than twenty (20) days prior to the effective date of the change(s). The letter must be signed by a Director or Officer of the broker/agent and must be on company letterhead, and may be sent via e-mail in pdf format. 3. Coverage shall not extend to any indemnity coverage for the active negligence of any additional insured in any case where an agreement to indemnify the additional insured would be invalid under California Civil Code Section 2782(b). 4. If required by a public agency from whom permit(s)will be obtained, each policy of General Liability Insurance and Automobile Liability Insurance shall be endorsed to specify by name the public agency and its legislative members, officers, agents, CONSULTANTS, and employees, to be additional insureds. D. Acceptability of Insurers Insurers must have an "A-", or better, Policyholder's Rating, and a Financial Rating of at least Class Vill, or better, in accordance with the most current A.M. Best Rating Guide. OCSD recognizes that State Compensation Insurance Fund has withdrawn from participation in the A.M. Best Rating Guide process. Nevertheless, OCSD will accept C-CA-021414 CONFORMED CONTRACT NO. Pi-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 20 of 26 Return to Aaentle Report State Compensation Insurance Fund for the required policy of worker's compensation insurance, subject to OCSD's option, at any time during the term of this Contract, to require a change in insurer upon twenty (20)days written notice. Further, OCSD will require CONTRACTOR to substitute any insurer whose rating drops below the levels herein specified. Said substitution shall occur within twenty (20)days of written notice to CONTRACTOR by OCSD or its agent. E. Verification of Coverage CONTRACTOR shall furnish OCSD with original certificates and mandatory endorsements affecting coverage. Said policies and endorsements shall conform to the requirements herein stated. All certificates and endorsements are to be received and approved by OCSD before Work commences. OCSD reserves the right to require complete, certified copies of all required insurance policies, including endorsements, affecting the coverage required by these Specifications at any time. F. Subcontractors CONTRACTOR shall be responsible to establish insurance requirements for any Subcontractors hired by CONTRACTOR. The insurance shall be in amounts and types reasonably sufficient to deal with the risk of loss involving the Subcontractor's operations and work. OCSD and any public agency issuing permits for the Project must be named as "Additional Insured"on any General Liability or Automobile Liability policy obtained by a Subcontractor. The CONTRACTOR must obtain copies and maintain current versions of all Subcontractors' policies, Certificate of Liability and mandatory endorsements effecting coverage. Upon request, CONTRACTOR must furnish OCSD with the above referenced required documents. CONFORMED C-CA-021414 CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 21 of 26 G. Required Forms and Endorsements 1. Required ACORD Form a. Certificate of Liability Form 25-S (7/97) 2. Required Insurance Services Office, Inc. Endorsements (when alternative forms are shown, they are listed in order of preference) In the event any of the following forms are cancelled by Insurance Services Office, Inc. (ISO), or are updated, the ISO replacement form or equivalent must be supplied. a. Commercial General Liability Form CG-0001 10 01 b. Additional Insured Including Form CG-2010 10 01 and Products-Completed Operations Form CG-2037 10 01 C. Waiver of Transfer of Rights of Form CG-2404 11 85; or Recovery Against Others to Us/ Form CG-2404 10 93 Waiver of Subrogation 3. Required State Compensation Insurance Fund Endorsements a. Waiver of Subrogation Endorsement No. 2570 b. Cancellation Notice Endorsement No. 2065 4. Additional Required Endorsements a. Notice of Policy Termination Manuscript Endorsement 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 C-CA-021414 CONFORMED CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 22 of 26 Return to Aaende Report be terminated by OCSD for its convenience provided that such termination is effectuated in a manner and upon such conditions set forth more particularly in General Conditions, "Termination for Default" and/or"Termination for Convenience", provided that no termination may be effected unless proper notice is provided to CONTRACTOR at the time and in the manner provided in said General Conditions. If termination for default or convenience is effected by OCSD, an equitable adjustment in the price provided for in this Contract shall be made at the time and in the manner provided in the General Conditions, "Termination for Default" and "Termination for Convenience". SECTION—19 WARRANTY The CONTRACTOR agrees to perform all Work under this Contract in accordance with the Contract Documents, including OCSD's designs, Drawings and Specifications. The CONTRACTOR guarantees for a period of at least one (1) year from the date of Final Acceptance of the Work, pursuant to the General Conditions, "Final Acceptance and Final 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. CONFORMED C-CA-021414 CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 23 of 26 The CONTRACTOR's obligations under this clause are in addition to the CONTRACTOR's other express or implied assurances under this Contract, including but not limited to specific manufacturer or other extended warranties specified in the Plans and Specifications, or state law and in no way diminish any other rights that OCSD may have against the CONTRACTOR for faulty materials, equipment or Work. SECTION-20 ASSIGNMENT No assignment by the CONTRACTOR of this Contract or any part hereof, or of funds to be received hereunder, will be recognized by OCSD unless such assignment has had prior written approval and consent of OCSD and the Surety. SECTION—21 RESOLUTION OF DISPUTES OCSD and the CONTRACTOR shall comply with the provisions of California Public Contract Code Section 20104 at. seq., regarding resolution of construction claims for any Claims which arise between the CONTRACTOR and OCSD, as well as all applicable dispute and Claims provisions as set forth in the General Conditions and as otherwise required by law. 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. C-CA-021414 CONFORMED CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 24 of 26 Return to Aaende Report SECTION-23 NOTICES Any notice required or permitted under this Contract may be given by ordinary mail at the address set forth below. Any parry whose address changes shall notify the other party in writing. TO OCSD: Orange County Sanitation District 10844 Ellis Avenue Fountain Valley, California 92708-7018 Attn: Clerk of the Board Copy to: Orange County Sanitation District 10844 Ellis Avenue Fountain Valley, California 92708-7018 Attn: Construction Manager Bradley R. Hogin, Esquire Woodruff, Spradlin &Smart 555 Anton Boulevard Suite 1200 Costa Mesa, California 92626 TO CONTRACTOR: Stronghold Engineering Incorporated 2000 Market Street Riverside, CA 92501 Copy to: Beverly A. Bailey, President & CEO Stronghold Engineering Incorporated 2000 Market Street Riverside, CA 92501 CONFORMED C-CA-021414 CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 25 of 26 IN WITNESS WHEREOF, the parties hereto have executed this Contract Agreement as the date first hereinabove written. CONTRACTOR: Stronghold Engineering Incorporated 2000 Market Street Riverside, CA 92501 By Printed Name Its CONTRACTOR's State License No. 787490 (Expiration Date— 11/3012014) 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-021414 CONFORMED CONTRACT NO. Pi-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 26 of 26 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. CONFORMED C-EXA-071012 CONTRACT NO.P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION 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 CONFORMED CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION 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. CONFORMED C-EXA-071012 CONTRACT NO.P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION 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 C-EXA-071012 CONFORMED CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 4 of 8 Return to Aaentle Report changes, and shall submit the revised application for Final Payment. Upon acceptance by OCSD, the revised application for Final Payment will become the approved application for Final Payment. 4. If no Claims have been filed with the initial or any revised application for Final Payment, and no Claims remain unsettled within thirty (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%a)of the sum of the amounts of the open claims, and one hundred twenty-five percent (125%) of the amounts of open stop payment notices referred to in article entitled stop payment notices herein. 7. The CONTRACTOR shall provide an unconditional waiver and release on final payment from each Subcontractor and Supplier providing Work under the Contract(per Civil Code Section 8138) and an unconditional waiver and release on final payment on behalf of the CONTRACTOR (per Civil Code Section 8138)within thirty (30)days of receipt of Final Payment. EXA-8 DISCOVERY OF DEFICIENCIES BEFORE AND AFTER FINAL PAYMENT Notwithstanding OCSD's acceptance of the application for Final Payment and irrespective of whether it is before or after Final Payment has been made, OCSD shall not be precluded from subsequently showing that: 1. The true and correct amount payable for the Work is different from that previously accepted; CONFORMED C-EXA-071012 CONTRACT NO.P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 5 of 8 2. The previously-accepted Work did not in fad 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 CONFORMED CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION 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 CONFORMED C-EXA-071012 CONTRACT NO.P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 7 of 8 ATTACHMENT SCHEDULE OF PRICES See next pages from the Bid Submittal Forms (Stronghold Engineering, Inc.) BF-14 Schedule of Prices, Pages 1-8 C-EXA-071012 CONFORMED CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 8 of 8 Return b Anenda Report Bid Submitted By:Stronghold Engineering, 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. Note 2:Additive Bid Items will be used to determine the lowest Responsive, Responsible Bidder. Additive items will not be included as part of the initial award amount. In the event that OCSD elects to add any or all of the Additive Bid Items, it will do so via change order(s). Refer to Part C—SPECIAL PROVISIONS. All Work in the Contract Documents shall be included in Base Bid Items. The Additive Bid Items are for Work either not specifically shown or in excess of quantities shown in the Contract Documents. The Contractor shall provide a unit price and extended total price for each Additive Bid Item. Bidders shall accurately reflect the cost to perform the Work. OCSD may reject unbalanced Bids. Refer to Part 2—INSTRUCTIONS TO BIDDERS. BF-14 SCHEDULE OF PRICES C-BF-031014 CONTRACT NO. P7-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 1 of 8 Bid Submitted By: Stronghold Engineering, Inc. (Name of Finn) EXHIBIT A SCHEDULE OF PRICES BASE BID ITEMS Refer to Note 1 in the Instructions): Kan Description Measurement Unit of pPQ4f a Unit Price Extended Price 1. Mobilization: Initial progress payment for all fees, labor, materials and equipment required for all mobilization items specified, Section 01155 and the General Conditions, including but not limited to the staging area, permits, surety bonds, Lump Sum 1 = $150,000.00 OCSD's acceptance of the Baseline Schedule, and other related activities, in .conformance with the Contract Documents for the lump sum price not to exceed... 2. Building No.1 a. Furnish all labor, materials,equipment and services, necessary for all Work associated with Building 1 excluding hazardous materials abatement in conformance Lump Sum 1 = $510,000.00 with the Contract Documents and all applicable laws for the lump sum price of... b. Furnish all labor, materials, equipment and services, necessary for all Work - associated with Building 1 hazardous materials abatement in conformance with the Lump Sum 1 = $3,000.00 Contract Documents and all applicable laws for the lump sum price of... 3. Building No.2 a. Furnish all labor, materials,equipment and services, necessary for all Work associated with Building 2 excluding hazardous materials abatement in conformance Lump Sum 1 = $450,000.00 with the Contract Documents and all applicable laws for the lump sum price of... b. Furnish all labor, materials,equipment and services, necessary for all Work associated with Building 2 hazardous materials abatement in conformance with the Lump Sum 1 = $3,000.00 Contract Documents and all applicable laws for the lump sum price of... BF-14 SCHEDULE OF PRICES C-BF-031014 CONTRACT NO.P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 2 of 8 Return to Am mda Repoe Bid Submitted By:Stronghold Engineering, Inc. (Name of Firm) EXHIBIT A �. SCHEDULE OF PRICES (continued) ItWn Unit UeacriDkDn —._...... Meacuraaf ment ADpryx UnitPrimExtended Price 4. Building No.3 a. Furnish all labor, materials,equipment and services, necessary for all Work associated with Building 3 excluding hazardous materials abatement in conformance Lump Sum 1 = $230,000.00 with the Contract Documents and all applicable laws for the lump sum price of... b. Furnish all labor, materials,equipment and services, necessary for all Work - associated with Building 3 hazardous materials abatement in conformance with the Lump Sum 1 = $ 3,000.00 Contract Documents and all applicable laws for the lump sum price of... 5. Building No.4 a. Furnish all labor, materials, equipment and services, necessary for all Work associated with Building 4 excluding hazardous materials abatement in conformance Lump Sum 1 = $350,000.00 with the Contract Documents and all applicable laws for the lump sum price of... b. Furnish all labor, materials,equipment and services, necessary for all Work associated with Building 4 hazardous materials abatement in conformance with the Lump Sum 1 = $3,000.00 Contract Documents and all applicable laws for the lump sum price of... 6. Building No.5 - - a. Furnish all labor, materials, equipment and services, necessary for all Work associated with Building 5 excluding hazardous materials abatement in conformance Lump Sum 1 = $428,000.00 with the Contract Documents and all applicable laws for the lump sum price of... b. Furnish all labor, materials, equipment and services, necessary for all Work associated with Building 5 hazardous materials abatement in conformance with the Lump Sum 1 = $3,000.00 Contract Documents and all applicable laws for the lump sum price of... BF-14 SCHEDULE OF PRICES C-BF-031014 CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 3 of 8 Bid submitted By: Stronghold Engineering, Inc. (Name of Firm) EXHIBIT A SCHEDULE OF PRICES (continued) heart naecdptlon Unit Of. Ap - Unit Price Eztentled Price NO. Messu an I Gd 7. Building No.6 a. Furnish all labor, materials, equipment and services, necessary for all Work associated with Building 6 excluding hazardous materials abatement in conformance Lump Sum 1 $1,100,000.00 with the Contract Documents and all applicable laws for the lump sum price of... b. Furnish all labor, materials,equipment and services, necessary for all Work associated with Building 6 hazardous materials abatement in conformance with the Lump Sum 1 = $3,000.00 Contract Documents and all applicable laws for the lump sum price of... 8. Building No.7 a. Furnish all labor, materials,equipment and services, necessary for all Work associated with Building 7 excluding hazardous materials abatement in conformance Lump Sum i = $609,000.00 with the Contract Documents and all applicable laws for the lump sum price of... b. Furnish all labor, materials,equipment and services, necessary for all Work associated with Building 7 hazardous materials abatement in conformance with the Lump Sum 1 = $ 3,000.00 Contract Documents and all applicable laws for the lump sum price of... 9. Shop a. Furnish all labor, materials,equipment and services, necessary for all Work associated with Shop A excluding hazardous materials abatement in conformance Lump Sum 1 = $850,000.00 with the Contract Documents and all applicable laws for the lump sum price of... b. Furnish all labor, materials,equipment and services, necessary for all Work associated with Shop A hazardous materials abatement in conformance with the Lump Sum 1 = $3,000.00 Contract Documents and all applicable laws for the lump sum price of... BF-14 SCHEDULE OF PRICES C-BF-031014 CONTRACT NO. P7-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 4 of 8 Return b Aaende Report Bid Submitted By: Stronghold Engineering, Inc. iNeme of Firm) EXHIBIT A SCHEDULE OF PRICES (continued) Itsm Description Una of Approx Una Price extended Price No. Measurement city 10, Shop B a. Furnish all labor, materials, equipment and services, necessary for all Work associated with Shop B excluding hazardous materials abatement in conformance Lump Sum 1 = $758,000.00 with the Contract Documents and all applicable laws for the lump sum price of... b. Furnish all labor, materials,equipment and services, necessary for all Work associated with Shop B hazardous materials abatement in conformance with the Lump Sum 1 = $ 3,000.00 Contract Documents and all applicable laws for the lump sum price of... 11. Warehouse Building a. Furnish all labor, materials, equipment and services, necessary for all Work associated with Warehouse Building excluding hazardous materials abatement in Lump Sum 1 = $775,000.00 conformance with the Contract Documents and all applicable laws for the lump sum price of... b. Furnish all labor, materials, equipment and services, necessary for all Work associated with Warehouse Building hazardous materials abatement in conformance Lump Sum 1 = $3,000.00 with the Contract Documents and all applicable laws for the lump sum price of.. 12. Purchasing Conference Room a. Furnish all labor, materials,equipment and services, necessary for all Work associated with Purchasing Conference Room excluding hazardous materials Lump Sum 1 = $220,000.00 abatement in conformance with the Contract Documents and all applicable laws for the lump sum price of... b. Furnish all labor, materials,equipment and services, necessary for all Work associated with Purchasing Conference Room hazardous materials abatement in Lump Sum 1 = $3,000.00 conformance with the Contract Documents and all applicable laws for the lump sum price of... BF-14 SCHEDULE OF PRICES C-BF-031014 CONTRACT NO.P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 5 of 8 Bid Submitted By: Stronghold Engineering, Inc. (Noma of Firm( EXHIBIT A SCHEDULE OF PRICES continued itaa n ln Dcrlptlon Ma nit of., f ant Apty prox Unit Prim Extended Price 13. Building H a. Furnish all labor, materials, equipment and services, necessary for all Work 73,000.00 associated with Building H excluding hazardous materiels abatement In conformance lump Sum 1 $ with the Contract Documents and all applicable laws for the lump sum price of... It. Furnish all labor, materials, equipment and services, necessary for all Work associated with Building H hazardous materials abatement in onformance with the Lump Sum 1 $3,000.00 Contract Documents and all applicable laws for the lump sum price of... 14. Pavement Improvements Furnish all labor, materials, equipment and services, necessary for all Work associated with the pavement improvements in the vicinity of the maintenance shops Lump Sum 1 • $630,000 and warehouse and on Streed Parkway in conformance with the Contract Documents and all applicable laws for the lump sum price of... 15. Shoring and Bracing Furnish all labor, equipment and materials required to provide sheeting, shoring and Lump Sum i $15,000.00 bracing for protection of life and limb in trenches, open excavations and confined spaces, in conformance with the Contract Documents for the lump sum price of... 16. All other Project Work, except for Bid Items 1 through 15 and 17 through 21 Furnish all labor, materials and equipment necessary except for the Work specified throughfor Bid Items I Documen s,for the onstruct on of CONTRACT NO. P1 115A, MAIN ENANCE Lump Sum 1 = $ �DJQ 211•0 AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION, for the lump sum price of... /l SUBTOTAL BASE BID ITEMS NO. 1 THROUGH NO. 16 (AWARD AMOUNT) $1r321fZ(� •Ov BF-14 SCHEDULE OF PRICES C-BF-031014 CONTRACT NO.PI-115A MAIN ENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 6 of 8 Return to Agenda Repon Bid Submitted By: Stronghold Engineering, Inc. (Name of Firm) EXHIBIT A SCHEDULE OF PRICES (continued) ADDITIVE BID ITEMS (Refer to Note 2 in the Instructions) unifor' xNeorn Description Measurement Approx�tY Unit Prim Extended Prim 17. Additional or Deductive Removal and Replacement of Plywood Roofing Substrate Square Additional or deleted plywood roofing substrate in conformance with the Contract Foot 100 x $8.00 = $800.00 Documents,for unit price per square foot installed and for the total extended price of... 18. Additional or Deductive Over Excavation Additional or deleted over excavation for paving in conformance with the Contract Cubic Yard - So x $2.00 = $ 100.00 Documents, for the unit price per cubic yard removed and hauled and for the total _ extended price of... 19. Additional or Deductive Removal of Asbestos Containing Roofing Materials Square Additional removal of asbestos materials in conformance with the Contract Foot 100 x $4.00 = $ 400.00 Documents for unit price per square foot and for the total extended price of... 20. Additional Removal of Asbestos Materials other than roofing materials a)Additional removal of asbestos materials in conformance with the Contract Square so x s 4.00 = $ 200.00 Documents for unit price per square foot and for the total extended price of... Foot b)Additional removal of soil containing disturbed asbestos materials in conformance with the Contract Documents for unit price per cubic yard of soil removed and for Cubic Yard 10 x $250.00 = $2,500.00 the total extended price of... BF-14 SCHEDULE OF PRICES C-BF-031014 CONTRACT NO. P1-116A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 7 of 8 Bid Submitted By: Stronghold Engineering, Inc. (Name of Firm) EXHIBIT A SCHEDULE OF PRICES (CONTINUED) unit fthan Description messuremenl APOtys unit Prim FaV°�prke 21. Additional Title 24 ADA Compliant toilet/shower trailer Additional Title 24 ADA compliant toilet/shower trailer including but not limited to Trailer Unit 1 x $15,000.00 = $ 15.000.00 delivery, installation, usage, service, and removal fees and costs, in conformance per month with the Contract Documents, for the unit price and for the total extended price of... SUBTOTAL ADDITIVE BID ITEMS NO. 17 THROUGH NO. 21 $19,000..100 TOTAL AMOUNT OF BID (BASIS OF AWARD) $ I J3`f 1.1,2-l1 ,u U NOTE TO BIDDERS: Bid Items No. 1 through No. 16 together with Additive or Deductive Bid Items No. 17 through No.21 will be used to determine the lowest, responsive, responsible Bidder. Additive Bid Items No. 17 through No. 21 will not be included as part of the award amount. In the event OCSD elects to add of deduct any or ail of the Additive or Deductive Bid Items, it will do so via Change Order(s). Refer to the SPECIAL PROVISIONS Section entitled ADDITIVE OR DEDUCTIVE BID ITEMS. SF-14 SCHEDULE OF PRICES C-BF-031014 CONTRACT NO. P1-115A MAINTENANCE AREA BUILDING IMPROVEMENTS AND BUILDING H DEMOLITION Page 8 of 8 ITEM NO. 11 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 July 9, 2014, at 5:02 p.m. at the District's Administrative Office. Committee Vice-Chair Nelson led the Flag Salute. A quorum was declared present, as follows: Operations Directors Present: Staff Present: Brett Murdock, Chair Jim Herberg, General Manager Scott Nelson, Vice-Chair Bob Ghirelli, Assistant General Manager Keith Curry Rob Thompson, Director of Engineering Steve Jones Nick Arhontes, Director of Facilities Support Lucille Kring Services Michael Levitt Ed Torres, Director of Operations & Maintenance Steve Nagel Lorenzo Tyner, Director of Finance & Greg Sebourn Administrative Services David Shawver Jeff Reed, Director of Human Resources Fred Smith Kelly Lore, Acting Clerk of the Board Tom Beamish, Chair Cindi Ambrose John Nielsen, Board Vice-Chair Jennifer Cabral Marc Dubois Operations Directors Absent: Anne Marie Feery None Dean Fisher Norbert Gala At Garcia Mike Puccio Jackie Santos Others Present: Brad Hogin, General Counsel PUBLIC COMMENTS: No public comments. REPORT OF COMMITTEE CHAIR: Committee Chair Murdock, did not provide a report. 07/02/2014 Opeations Committee Minutes Page 1 of 5 REPORT OF GENERAL MANAGER General Manager, Jim Herberg, did not provide a report. CONSENT CALENDAR: 1. MOVED, SECONDED, and DULY CARRIED: Approve Minutes of June 4, 2014, Operations Committee meeting. AYES: Beamish, Levitt, Murdock, Nelson, Nielsen, Seboum, Si and F. Smith NOES: None ABSTENTIONS: None ABSENT: Curry, Jones, Kring and Nagel 2. MOVED, SECONDED, and DULY CARRIED: Recommend to the Board of Directors to: A. Award a contract to the lowest responsive and responsible bidder, ODC Engineering and Technology, for Repairs to Primary Clarifier No. 3 Drive Unit at P1, Project No. FR14002, for a total amount not to exceed $332,700 and B. Approve a contingency of$66,540 (20%). AYES: Beamish, Levitt, Murdock, Nelson, Nielsen, Seboum, Shawver, and F. Smith NOES: None ABSTENTIONS: None ABSENT: Curry, Jones, Kring and Nagel 07/02/2014 Operations Committee Minutes Page 2&5 3. MOVED, SECONDED, and DULY CARRIED to: Authorize an increase of $60,000 to a sole source Professional Services Agreement with Liberty Pipeline Services, Purchase Order No.104954-OA, for interplant gas line maintenance and extend the contract term for four (4) additional months, July 1, 2014 through October 31, 2014, for a total amount not to exceed $134,690. AYES: Beamish, Levitt, Murdock, Nelson, Nielsen, Seboum, Shawver, and F. Smith NOES: None ABSTENTIONS: None ABSENT: Curry, Jones, Kring and Nagel NON-CONSENT CALENDAR: Director Kring & Nagel arrived at 5:04 p.m. Director Jones arrived at 5:05 p.m. Director Curry arrived at 5:09 p.m. Director of Engineering, Rob Thompson provided an informative PowerPoint presentation regarding the biogas cleaning process, a new alternative to activated carbon scrubbing, focusing on the benefits of scrubbing. He then answered questions from the Committee. 4. MOVED, SECONDED, and DULY CARRIED to: A. Approve a Sole Source Agreement with Carollo Engineers to evaluate the feasibility and cost-effectiveness of a proprietary biogas cleaning process, for a total amount not to exceed $106,075; and B. Approve a contingency of$10,600 (10%) AYES: Beamish, Curry, Jones, Kring, Levitt, Murdock, Nagel, Nelson, Nielsen, Shawver, and F. Smith NOES: None ABSTENTIONS: None ABSENT: Sebourn (recused) 07/02/2014 Operations Committee Minutes Page 3 of 5 Engineering Manager, Mike Puccio provided a PowerPoint presentation regarding the Southwest Costa Mesa Trunk Sewer and certification of the Final Environmental Impact Report (FEIR) including: conclusions of the EIR, significant impacts, gravity alternative, comment letters and responses, and agreements with Costa Mesa Sanitary District and City of Newport Beach. He answered questions from the Committee. 5. MOVED, SECONDED, and DULY CARRIED: Recommend to the Board of Directors to: A. Consider, receive, and file the Final Environmental Impact Report for the Southwest Costa Mesa Trunk, Project No. 6-19, dated July 23, 2014; and B. Adopt Resolution No. OCSD 14-XX entitled; "A Resolution of the Board of Directors of the Orange County Sanitation District Certifying the Final Environmental Impact Report for implementation of Southwest Costa Mesa Trunk, Project No. 6-19; making certain findings relating to environmental effects identified in the Final Environmental Impact Report; adopting a Mitigation Monitoring and Reporting Program; adopting a Statement of Overriding Considerations; and approving the Southwest Costa Mesa Trunk, Project No. 6-19:' AYES: Beamish, Curry, Jones, Kring, Levitt, Murdock, Nagel, Nelson, Nielsen, Sebourn, Shawver, and F. Smith NOES: None ABSTENTIONS: None ABSENT: None INFORMATION ITEMS: 6. Procurement Process Contracts and Purchasing Manager, Marc Dubois presented an informative PowerPoint presentation on Public Procurement including: ethics, types of procurements, Mini-Brooks Act, policies and procedures, sole source contracts, RFP's and Notice Inviting bids, Public Works construction, approval thresholds, low bids and best values. He then answered questions from the Committee. 07/02/2014 Operations Committee Minutes Page 4 of 5 7. Reduction in Long-Term Liabilities Director of Finance and Administrative Services, Lorenzo Tyner, provided a brief presentation on reducing the District's long-term liabilities; providing three options to consider; 1) Do nothing. 2) Pay down current long-term debt. 3) Reduce the unfunded actuarial accrued liability. He stated that the third option results in a six million dollar savings per year to the District and is recommended. Discussion ensued regarding: overpayments, triennial report, assumption rates, interest rates, and payment plans. Mr. Tyner informed the Committee that this would be a future Board item for decision. DEPARTMENT HEAD REPORT: Director of Operations and Maintenance, Ed Torres announced that Nerissa tours for the Board would be available on various dates, to be determined, in July and August. General Manager, Jim Herberg reported the status of SB 946, which was amended in Assembly in June and is now back in the Senate. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: Chair Beamish stated that he had appointed Brett Murdock to Operations Chair, Scott Nelson to Operations Vice-Chair and Greg Sebourn and Tyler Diep to the Legislative and Public Affairs Special Committee. He then asked the Committee to notify either he or Vice-Chair Nielsen if anyone were interested in a specific Committee assignment or change. Chair Beamish also stated that the recent Chino II Basin Desalter Tour was very interesting and informative. ADJOURNMENT At 6:23 p.m., Committee Chair Murdock declared the meeting adjourned to the next scheduled meeting of Wednesday, September 3, 2014 at 5:00 p.m. Submitted by, Kelly A. Lore Acting Clerk of the Board 07/02/2014 Operations Committee Minutes Page 5 of 5 OPERATIONS COMMITTEE Meeting Date TOBd.of Dir. 07/02/14 o7/z3/14 AGENDA REPORT Item Number Item Nu bar 2 12 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Nick Arhontes, P.E., Director of Facilities Support Services SUBJECT: REPAIRS TO PRIMARY CLARIFIER NO. 3 DRIVE UNIT AT P1 PROJECT NO. FR14-002 GENERAL MANAGER'S RECOMMENDATION A. Award a contract to the lowest responsive and responsible bidder, CDC Engineering and Technology, for Repairs to Primary Clarifier No. 3 Drive Unit at P1, Project No. FR14-002, for a total amount not to exceed $332,700; and B. Approve a contingency of$66,540 (20%). SUMMARY This project performs structural repairs to Primary Clarifier No. 3 and replaces damaged components of the center drive unit. It also replaces portions of the heavily corroded steel. A 20% contingency is being proposed due to unforeseen conditions such as additional corroded steel that may be discovered during demolition and coating preparation. The Orange County Sanitation District (OCSD) advertised for bids on April 8, 2014. Three electronic bids were received on May 19, 2014. The bids were evaluated in accordance with OCSD's policies and procedures. ODC Engineering and Technology was deemed the lowest responsive, responsible bidder. Summary information on the bid opening for Repairs to Primary Clarifier No. 3 Drive Unit P1, Project No. FR14-002 is as follows: Engineer's Estimate $252,000 Bidder Amount of Bid ODC Engineering and Technology $332,700 Tharsos Inc. $432,872 Kaveh Engineering and Construction Inc. $443,880 Bid Comparison to Engineer's Estimate The Engineer's estimate did not adequately consider costs associated with the application of the corrosion control coating system (additional $72,700) and the replacement of the mechanical equipment that at connects the drive to the rotating arm Page 1 of 2 (additional $50,700). Had staff considered these two items, the engineer's estimate would be $374,500. Bids are in-line with the work being performed. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION During routine maintenance the central drive assembly was damaged. OCSD Planning staff inspected the steel structure of the feedwell and found heavy corrosion. In some places, corrosion was so significant that gaps and holes were discovered. This amount of corrosion could lead to a failure of the clarifier unit. The feedwell was last replaced in 1995. The central drive unit was last replaced in 1971. CEQA A Notice of Exemption has been filed for this work on June 4, 2014. This project is categorically exempt from CEQA under section 15302 (c) — replacement or reconstruction of existing utility systems and/or facilities involving negligible or no expansion of capacity. BUDGET/PURCHASING ORDINANCE COMPLIANCE This request complies with authority levels of the OCSD's Purchasing Ordinance. 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 Approval Contract Amount Continaencv 07/23/14 $332,700 $66,540 ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.coml with the complete agenda package and attachments: • Service Agreement ME:SS:eh Page 2 of 2 Return to Aaenda Reo., SERVICE CONTRACT Repairs to Primary Clarifier No. 3 Drive Unit at P1 Project No. FR14-002 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 ODC Engineering 8 Technology with a principal business at 5675 Walnut Ridge Drive, Agoura Hills, CA 91301 (hereinafter referred to as "CONTRACTOR") collectively referred to as the"Parties" WITNESSETH WHEREAS, OCSD desires to retain the services of CONTRACTOR to make repairs to the Primary Clarifier No. 3 Drive Unit at P1 "Services"; and WHEREAS, OCSD has chosen CONTRACTOR to conduct Services in accordance with Ordinance No. OCSD-44; and WHEREAS, on July 23, 2014, the Board of Directors of OCSD, by minute order, authorized execution of this Agreement 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 mutual benefits exchanged between the Parties, 0 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 as modified by Addendum No.1 to the Notice Inviting Bids Exhibit"B" Bid from CONTRACTOR Exhibit"C" Acknowledgement of Insurance Requirements Exhibit"D" Payment (Labor and Materials) and Performance Bonds 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. Orange County Sanitation District 1 of 9 Project No. FR14-002 Return to Agenda Report 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. 1.6 The tens "days", when used in the Contract, shall mean calendar days, unless otherwise noted as business days. 1.7 OCSD holidays (non-working days) are as follows: New Years Day, Lincoln's Birthday, Presidents' Day Monday, Memorial Day Monday, Independence Day, Labor Day Monday, Veterans Day, Thanksgiving Day, Day after Thanksgiving, Christmas Eve, and Christmas Day. 1.8 The tens "hours", when used in this Contract, shall be as defined in Exhibit"A". 1.9 CONTRACTOR shall provide OCSD with all required premiums and/or overtime work at no charge beyond the price provided under"Compensation" below. 1.10 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 shall not exceed the total amount of Three Hundred Thirty-two Thousand Seven Hundred and 00/00 Dollars ($332,700.00). 3. Payments Payment shall be made upon approval by OCSD Project Manager, Steve Speakman or his designee, of invoices submitted for Services completed as described in Exhibit "B". OCSD, at its sole discretion, shall be the determining party as to whether the Services have been satisfactorily completed. 4. Invoices 4.1 OCSD shall pay within 30 days of completion and receipt and approval by OCSD Project Manager of an itemized invoice, in a form acceptable to OCSD to enable audit of the charges thereon. Invoices shall include the Purchase Order Number. 4.2 Invoices shall be emailed by CONTRACTOR to OCSD Accounts Payable at APStaff(mOCSD.com and reference the following in the subject line: "INVOICE", the Purchase Order number, the Project Manager, Steve Speakman and FR14-002. 5. 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 CONTRACTOR pursuant to this Contract. 6. Scope of Work Subject to the terms of this Contract, CONTRACTOR shall perform the Services identified in Exhibit "A". 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 Tenn The Services provided under this Contract shall be completed within 168 days from the date of notice to proceed. Orange County Sanitation District 2 of 9 Project No. FR14-002 Return to Aaenda Report 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 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 Contract; or • if total amount of compensation exceeds the amount authorized under this Contract. 9.4 All OCSD property in the possession or control of CONTRACTOR shall be returned by CONTRACTOR to OCSD upon demand, or at the termination of this Contract, whichever occurs first. 10. Insurance CONTRACTOR and all subcontractors shall purchase and maintain, throughout the life of this Contract and any periods of warranty or extensions, insurance in amounts equal to the requirements set forth in the signed Acknowledgement of Insurance Requirements (attached hereto and incorporated herein as Exhibit "C"). CONTRACTOR shall not commence work under this Contract 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. 11. Bonds 11.1 CONTRACTOR shall, before entering upon the performance of this Contract, furnish bonds (attached hereto in Exhibit "D") 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. Orange County Sanitation District 3 of 9 Project No. FRM-002 Return to Aaenda Report 12. IndemnificaBon 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, 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 employed 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 mentless, 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 to provide this defense immediately upon written notice from OCSD, and with well qualified, adequately insured, and experienced legal counsel acceptable to OCSD 13. Safety Standards and Human Resources(HP) Policies 13.1 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 course of a contract It is discovered that OCSD policies, safety manuals, or contracts do not comply with 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 Standards and Human Resources Policies found at: OCSD.com, "Doc Central' (bottom of page), under"Safety". 13.2 In addition to the requirements stated in 13.1 above, CONTRACTOR shall adhere to the following OCSD Safety requirements: SOP-102 PPE, SOP-104 Confined Space, SOP-105 LOTO, SOP-106 Hearing Conservation Program, SOP-107 Hazard Communication, SOP-108 CONTRACTOR Safety, SOP-109 Respiratory Protection Program, SOP-113 Bloodbome Pathogen, SOP-117 Fire Prevention, SOP-118 Hot Work, SOP-206 Fall Protection, and SOP- 304 Mobile Equipment. 14. Warranties In addition to the Warranties and Guarantees required in Exhibit "A°, the following CONTRACTOR's warranty shall apply: If, within the 12-month 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. Orange County Sanitation District 4 of 9 Project No. FR14-002 Return to Aaenda Repotl 16. Force Maieure Neither party 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 Contract. 17. 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. 18. Familiarity with Work By executing this Contract, CONTRACTOR warrants that: 1) it has investigated the work to be performed; 2) it has investigated the site of the work and is aware of all conditions there; and 3) it understands the facilities, difficulties and restrictions of the work under this 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 proceed, except at CONTRACTOR's risk, until written instructions are received from OCSD- 19. Regulatory Requirements CONTRACTOR 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 California Water Codes Division 2. 20. Licenses. Permits. Ordinances and Regulations CONTRACTOR represents and warrants to OCSD that it has obtained all licenses, permits, qualfcation 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. 21. 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. 22. Public Contracts Law CONTRACTOR's Employees Compensation 22.1 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 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. 22.2 General Prevailing Rate—OCSD has been advised by the State of Calrfomia 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 Orange County Sanitation Distnct 5 Of 9 Project No. FR14-002 Return to Mende Report 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. 22.3 Forfeiture For Violation - CONTRACTOR shall, as a penalty to OCSD, forfeit fifty dollars ($50.00) 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. 22.4 Apprentices — Sections 1777.5, 1777.6, 1777.7 of the Labor Code of the State of California, regarding the employment of apprentices are applicable to this contract and the CONTRACTOR shall comply therewith if the prime contract involves thirty thousand dollars ($30,000.00) or more 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. 22.5 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 five dollars ($25.00) for each worker employed in the execution of this contract by CONTRACTOR or any subcontractor for each calendar day during which any worker is required or permitted to labor more than eight (8) hours in any one calendar day and forty (40) hours in any one week in violation of said Article. CONTRACTOR shall keep an accurate record showing the name and actual hours worked each calendar day and each calendar week by each worker employed by CONTRACTOR in connection with the project. 22.6 Record of Waoes: 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. 23. South Coast Air Quality Management 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). Al 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. 24. Govemina Law This Contract shall be governed 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. Orange County Sanitation District 6 of 9 Project No. FR14-002 Return to Mende Report 25. 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. Any breach by CONTRACTOR to which OCSD does not object shall not operate as a waiver of OCSD's rights to seek remedies available to it for any subsequent breach. 26. 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 rejects the goods or Services or revokes acceptance of the goods or Services, OCSD may (1) cancel 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 CONTRACTOR. 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 contract price, together with any incidental or consequential damages. 27. Dispute Resolution 27.1 In the event of a dispute as to the construction 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, through the atemate dispute resolution procedures of Judicial Arbitration through Mediation Services of Orange County ("JAMS"), or any similar organization or entity conducting an alternate dispute resolution process. 27.2 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 arbitrator's decision and award shall be subject to review for errors of fact or law in the Superior Court for the County of Orange, with a right of appeal from any judgment issued therein. 28. 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 necessary disbursements in addition to any other relief to which he may be entitled. 29. Survival The provisions of this Contract dealing with Payment, Warranty, Indemnity, and Forum for Enforcement, shall survive termination or expiration of this Contract. 30. 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. Orange County Sanitation District 7 of 9 Project No. FR14-002 Return to Mende Report 31. Damave to OCSD's Procertv Any of OCSD's property damaged by CONTRACTOR, any subcontractors or by the personnel of either will be subject to repair or replacement by CONTRACTOR at no cost to OCSD. 32. Disclosure CONTRACTOR agrees not to disclose, to any third party, data or information generated from this project without the prior written consent from OCSD. 33. 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. CONTRACTOR and its officers, employees, and agents shall obtain no rights to any benefits which accrue to OCSD's employees. 34. Limitations upon Subcork2ctina and Assignment CONTRACTOR shall not delegate any duties nor assign any rights under this Contract without the prior written consent of OCSD. Any such attempted delegation or assignment shall be void. 35. Third Party Rights Nothing in this Contract shall be construed to give any rights or benefits to anyone other than OCSD and CONTRACTOR. 36. 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. 37. Read and Understood By signing this Contract, CONTRACTOR represents that he has read and understood the terms and conditions of the Contract. 38. 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. 39. 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 6 of 9 Pmject No. FR14-002 Return to Agenda Report 40. 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 Valley, CA 92708-7018 CONTRACTOR: ODC Engineering &Technology Each party shall provide the other party written notice of any change in address as soon as practicable. IN WITNESS WHEREOF, intending to be legally bound, the Parties hereto have caused this Contract to be signed by the duly authorized representatives. ORANGE COUNTY SANITATION DISTRICT Dated: By: Chair Board of Directors Dated: By: Clerk of the Board Dated: By: Contracts/Purchasing Manager ODC ENGINEERING &TECHNOLOGY Dated: By: Print Name and Title of Officer IRS Employer's I.D. Number Orange County Sanitation District 9 of 9 Project No. FR14-OW OPERATIONS COMMITTEE Meath,pate TOBA.Of DIl. 071021 o723/ia AGENDA REPORT Number Item N Item 3m 5 Nu be Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Director of Engineering SUBJECT: SOUTHWEST COSTA MESA TRUNK, PROJECT NO. 6-19 GENERAL MANAGER'S RECOMMENDATION A. Consider, receive, and file the Final Environmental Impact Report for the Southwest Costa Mesa Trunk, Project No. 6-19, dated July 23, 2014; and B. Adopt Resolution No. OCSD 14-09 entitled; "A Resolution of the Board of Directors of the Orange County Sanitation District, Certifying the Final Environmental Impact Report for implementation of Southwest Costa Mesa Trunk, Project No. 6-19; making certain findings relating to environmental effects identified in the Final Environmental Impact Report; adopting a Mitigation Monitoring and Reporting Program; adopting a Statement of Overriding Considerations; and approving the Southwest Costa Mesa Trunk, Project No. 6-19:' SUMMARY The Southwest Costa Mesa Trunk, Project No. 6-19, will construct a new trunk sewer connecting the west side of Costa Mesa to Treatment Plant No. 2 located in Huntington Beach. The purpose of the proposed project is to consolidate facilities and reduce the reliance on pump station infrastructure. This would reduce the overall risks associated with potential facility failure and the long-term operational, maintenance, and replacement costs associated with pump station infrastructure. Specifically, the Costa Mesa Sanitary District and the City of Newport Beach have eight pump stations in this area. These pump stations need to either be completely replaced or abandoned. This project will eliminate a capacity shortage in the Orange County Sanitation District's (Sanitation District) existing Fairview Trunk Sewer and allow the local agencies to abandon eight pump stations. The proposed Southwest Costa Mesa Trunk will also increase overall system reliability. The Final Environmental Impact Report (FEIR) found that while certain impacts can be mitigated to less than significant levels, the project will potentially result in significant and unavoidable impacts including temporary noise impacts during construction activities. For this reason, a Statement of Overriding Considerations identifying the project's expected benefits has been prepared for the Board's consideration. The Draft EIR was circulated for a 45-day public review on November 14, 2013 and ended on December 30, 2013. A public hearing was held on December 3, 2013. Page 1 of 2 Thirteen comment letters were received during the public review period, including comments from numerous public agencies and members of the public. These comments raised issues ranging from the project's potential biological resources impacts to the project's potential traffic impacts. Pursuant to CECIA Guidelines Section 15088(c), the FEIR includes written responses to those comments. Since the publication of the Draft EIR, the Sanitation District has worked extensively with the U.S. Fish & Wildlife Service (USFWS) to address the project's potential biological resources impacts. The Sanitation District met with USFWS staff at Talbert Regional Park to discuss and refine the project's alignment to reduce the project's potential biological resources impacts. These refinements are accepted by the USFWS and are reflected in the Biological Resources analysis in the FEIR, and in the responses to comments. Additional modifications will be addressed during permit process as requested by USFWS. PRIOR COMMITTEE/BOARD ACTIONS November 2011 — Approved a Professional Design Services Agreement with Dudek for Southwest Costa Mesa Trunk, Project No. 6-19, providing for engineering design services for an amount not to exceed $884,025 and approved a contingency of $132,602 (15%). BUDGET/PURCHASING ORDINANCE COMPLIANCE N/A ATTACHMENTS The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.corn with the complete agenda package and attachments: • Exhibit A: Draft Resolution No. OCSD 14-09 (attached) • Attachment A, Findings and Statement of Overriding Considerations (14 Pages) • Attachment B, Mitigation Monitoring and Reporting Program (MMRP) (48 Pages) • Final EIR and Appendices (662 Pages) ON FILE IN THE CLERK OF THE BOARD'S OFFICE VP:dm:gc Page 2 of 2 Return to Mende Report RESOLUTION NO. OCSD 14-09 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE ORANGE COUNTY SANITATION DISTRICT CERTIFYING THE FINAL ENVIRONMENTAL IMPACT REPORT FOR THE SOUTHWEST COSTA MESA TRUNK SEWER, PROJECT NO. 6-19; ADOPTING A STATEMENT OF OVERRIDING CONSIDERATIONS; ADOPTING A MITIGATION MONITORING AND REPORTING PROGRAM; AND APPROVING THE SOUTHWEST COSTA MESA TRUNK SEWER, PROJECT NO. 6-19 WHEREAS, the Orange County Sanitation District (the "District') is presently considering the approval of a project known as the Southwest Costa Mesa Trunk Sewer, Project No. 6-19 (the "Project'); and WHEREAS, pursuant to the California Environmental Quality Act (Public Resources Code Sections 21000 at seq. ("CEQA") and the CEQA Guidelines (California Code of Regulations, Title 14, Sections 15000 at seq., the District as lead agency prepared a Draft Environmental Impact Report (the "Draft EIR") for the Project that analyzes the potential significant impacts of the Project, identifies mitigation measures, and identifies alternatives to the Project; and WHEREAS, the District has consulted with other public agencies and the general public, and provided such agencies and the public with the opportunity to provide written and oral comments on the Project and the Draft EIR as required by CEQA, including a public review period of 45 days which commenced on November 14, 2013 and ended on December 30, 2013; and WHEREAS, on December 3, 2013, OCSD staff held a public hearing to provide a further opportunity for public agencies and the general public to comment on the Draft EIR; and WHEREAS, the District has reviewed the comments received and responded to the significant environmental issues raised during the review and consultation process; and 1001N3.1 WHEREAS, the comments received on the Draft EIR, either in full or in summary, together with the District's responses have been included in the Final EIR for the proposed Project; and WHEREAS, the Final Environmental Impact Report, consisting of the Draft EIR and the Responses to Comments Received on the Draft EIR (the "Final EIR"), has been presented to the District's Board of Directors (the "Board") for review and consideration prior to the approval of, and commitment to, the Project. NOW, THEREFORE, the Board of Directors of the Orange County Sanitation District DOES HEREBY RESOLVE, DETERMINE AND ORDER: 1. The Board has independently reviewed and considered the Final EIR prior to approval of, or commitment to, the Project; 2. The Final EIR reflects the independent judgment and analysis of the Board; 3. The Board makes the findings set forth herein as Attachment A and certifies that such findings are based on the Board's independent review of the information contained in the Final EIR and reflect the independent judgment and analysis of the Board; 4. Changes or alterations have been required in, or incorporated into, the Project which avoid or substantially lessen certain significant effects of the proposed Project; 5. Certain environmental impacts of the Project are significant and unavoidable; 6. The Board adopts the Statement of Overriding Considerations, attached as Attachment A, which identifies the specific benefits of the Project that outweigh the Project's significant and unavoidable impacts which are acceptable in light of the Project's benefits; 7. The Board adopts the Mitigation Monitoring and Reporting Program (the "MMRP"), attached as Attachment B to ensure that all mitigation measures identified in the Final EIR are implemented; 8. The Final EIR has been completed in compliance with the requirements of CEQA and is hereby certified; 9. The Board approves the Southwest Costa Mesa Trunk Sewer, Project No. 6-19. 1001N3.1 Return to Mende Report 10.The documents and other materials that constitute the record of proceedings on which the Board's decision is based, are located at the District Administration Offices, 10844 Ellis Avenue, Fountain Valley, CA 92708 and the custodian for these documents is the Clerk of the Board. 11.District staff is authorized and directed to file the Notice of Determination (NOD) and any other documents in accordance with the requirements of CEQA PASSED AND ADOPTED at a regular meeting held July 23, 2014. Tom Beamish Board Chair ATTEST: Kelly A. Lore Acting Clerk of the Board 1001N3.1 STATE OF CALIFORNIA ) ss COUNTY OF ORANGE ) I, Kelly A. Lore, Acting Clerk of the Board of Directors of the Orange County Sanitation District, do hereby certify that the foregoing Resolution No. OCSD 14-09 was passed and adopted at a regular meeting of said Board on the 23rd day of July, 2014, by the following vote, to wit: AYES: NOES: ABSTENTIONS: ABSENT: IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of Orange County Sanitation District this 23rd day of July, 2014. Kelly A. Lore Acting Clerk of the Board of Directors Orange County Sanitation District 1001N3.1 Return to Mende Report "Attachment N' FINDINGS AND STATEMENT OF OVERRIDING CONSIDERATIONS REGARDING THE ENVIRONMENTAL IMPACT REPORT FOR THE SOUTHWEST COSTA MESA TRUNK SEWER PROJECT NO. 06-19 SCH No. 2013041049 July 2014 SECTION 1 : THE PROJECT I. Project Description The Orange County Sanitation District (OCSD), as CEQA Lead Agency, proposes to implement the Southwest Costa Mesa Trunk Sewer Project No. 6-19 (proposed project), which includes the construction of a new trunk sewer from the existing Newport Beach Pump Station (NBPS) site at the west end of Walkabout Circle (OCSD sewer pipeline) to the OCSD Interplant Line in Brookhurst Street in Huntington Beach. The proposed project also includes the construction of several Costa Mesa Sanitary District (CMSD) and City of Newport Beach pipelines connecting to the proposed OCSD sewer pipeline, and the abandonment of several CMSD and City of Newport Beach pump stations. CMSD and the City of Newport Beach are responsible agencies for these components of the proposed project. The project area is located primarily within Talbert Regional Park, Canyon Park, and OCSD Plant No. 2, in the Cities of Costa Mesa, Newport Beach, and Huntington Beach, California. The project area extends into residential neighborhoods adjacent to Canyon Park in the Cities of Costa Mesa and Newport Beach. The proposed project consists of two main components: the OCSD Sewer Pipeline; and CMSD and City of Newport Beach Facilities. OCSD Sewer Pipeline The OCSD sewer pipeline component of the proposed project will consist of approximately 4,800 feet of pipeline that will be constructed in the following three sequential segments: 1. Approximately 3,500 linear feet of 24-inch-diameter gravity sewer from the NBPS at the west end of Walkabout Circle south along the eastern border of Talbert Regional Park and then west from the western terminus of 19th Street toward the Santa Ana River. 2. Approximately 800 linear feet of a dual 14-inch barrel inverted sewer siphon beneath the Santa Ana River. Pipe diameters may be adjusted during final design to optimize cleaning velocity and maintenance criteria. 3. Approximately 500 linear feet of 24-inch-diameter gravity sewer from the west end of the inverted sewer siphon to the existing OCSD Interplant Line in Brookburst Street. 998600.1 CMSD and City of Newport Beach Facilities The proposed OCSD sewer pipeline would allow for the consolidation of both CMSD and City of Newport Beach sewer pipelines in the area surrounding the existing NBPS. Following construction of the proposed OCSD sewer pipeline, CMSD and the City of Newport Beach will construct new pipelines to connect areas within the cities of Costa Mesa and Newport Beach to the upstream end of the proposed OCSD sewer pipeline. CMSD would also facilitate the abandonment of six CMSD pump stations and one private pump station, and the City of Newport Beach would facilitate the abandonment of the NBPS, located at the end of Walkabout Circle. The proposed pipelines would include the following: • A new 24-inch gravity sewer from the service areas of the Canyon Pump Station (CMSD No. 7)and West Bluff Pump Station(CMSD No. 20)to the existing sewer in Canyon Park. • A new 12-inch gravity sewer from the service areas of the Aviemore Terrace Pump Station (CMSD No. 5)and Sea Bluff Pump Station(CMSD No. 16)to a connection with a new 18- inch sewer carrying flow westerly from an existing gravity sewer in Canyon Park. • A new 18-inch sewer from Canyon Park picking up flows from the service areas of Canyon Pump Station (CMSD No. 7), West Bluff Pump Station (CMSD No. 20), President Pump Station (CMSD No. 14), Aviemore Terrace Pump Station (CMSD No. 5), and Sea Bluff Pump Station (CMSD No. 16) to the new OCSD Sewer Pipeline Project No. 6-19 in the vicinity of the NBPS at the west end of Walkabout Circle • A new 12-inch sewer from the service area of the 19th Street Pump Station (CMSD No. 1) and the West 18th Street Private Pump Station (private) to the new OCSD Sewer Pipeline in the vicinity of the west end of 19th Street. After the proposed CMSD and City of Newport Beach pipelines are completed and the proposed OCSD sewer pipeline is completed, the following existing pump stations, shown in Figure 3-4, would be abandoned by CMSD and the City of Newport Beach: • President Pump Station (CMSD No. 14) • West Bluff Pump Station(CMSD No. 20) • Canyon Pump Station(CMSD No. 7) • Aviemore Terrace Pump Station(CMSD No. 5) • Sea Bluff Pump Station (CMSD No. 16) • 19th Street Pump Station(CMSD No. 1) • West 18th Street Private Pump Station • City of Newport Beach Pump Station at Walkabout Circle. 7193 2 May 2014 Return to Aaenda Report li. Project Purpose and Objectives The purpose of the proposed project is to consolidate facilities and reduce the reliance on pump station infrastructure. This would reduce the overall risks associated with facility failure and the long-term operational, maintenance, and replacement costs associated with pump station infrastructure. In addition, the proposed project would successfully divert flows from the Fairview Road Trunk Sewer, currently planned for upsizing to accommodate ultimate system flows. This diversion is expected to eliminate the need for upsizing of the Fairview Road Trunk Sewer, saving infrastructure replacement costs and impacts to the public during its construction phase. The objectives for the proposed project include the following: • Provide a reliable conveyance system for projected 2030 wastewater flows tributary to each of the existing sewer pump stations proposed to be abandoned. • Provide infrastructure that may be efficiently maintained and easily accessed in the event of an emergency. • Reduce the risk of spills in the local agency wastewater collection system due to system failure. • Avoid operational risks associated with pump stations in the wastewater collection system. • Avoid substantial disruption in the Talbert Nature Preserve for construction and operation. • Avoid the need for new easements from private property owners. • Avoid substantial traffic disruption during the construction phase,particularly on Victoria Street and Hamilton Avenue. • Provide a solution that reduces the potential for chronic noise and odor complaints. SECTION 2: ENVIRONMENTAL REVIEW PROCESS The lead agency approving the project and conducting environmental review under the California Environmental Quality Act (California Public Resources Code Sections 21000, et seq., and the Guidelines promulgated thereunder in California Code of Regulations, Title 14, Sections 15000 et seq (CEQA Guidelines), hereinafter collectively, CEQA) shall be the Orange County Sanitation District (OCSD). OCSD as lead agency shall be primarily responsible for carrying out the project. In compliance with Section 15082 of the CEQA Guidelines, OCSD published a Notice of Preparation on April 16, 2013, which began a 30-day period for comments on the appropriate scope of the project Environmental Impact Report (EIR). Pursuant to the CEQA Guidelines, Section 15083, a public scoping meeting was held at 6:30 p.m. on May 2, 2013, at the OCSD Administrative Office Building in the Board Room. A public notice was placed in the Orange County Register on April 17 and April 21, 2013, informing the public of the availability of the NOP and the scoping meeting. The scoping meeting was held to provide the public an opportunity to voice comments or concerns regarding potential effects of the 7193 3 May 2014 proposed project and the issues to be included in the EIR. With the exception of OCSD, no agency staff,private citizens, or community groups attended the meeting. OCSD published an Environmental Impact Report in November 2013 in compliance with CEQA. Pursuant to CEQA Guidelines section 15085, upon publication of the FIR, OCSD filed a Notice of Completion with the Governor's Office of Planning and Research, State Clearinghouse, indicating that the FIR had been completed and was available for review and comment by the public. OCSD also posted a Notice of Availability of the EIR in the Orange County Register on November 14, 2013, November 17, 2013, and November 20, 2013 pursuant to CEQA Guidelines section 15087. The EIR was circulated for 45 days for public review and comment from November 14, 2013 to December 30, 2013. OCSD also held a public hearing on December 3, 2013,to receive comments on the EIR during the 45-day review period. The final EIR for the project was published on FIBD], 2014. The final EIR includes responses to comments received during the public comment period The final EIR has been prepared in accordance with CEQA Guidelines. Pursuant to CEQA Guidelines section 15084(d)(3), the applicant retained a consultant Dudek,to assist with the preparation of the environmental documents.OCSD, acting as the Lead Agency,has reviewed and edited as necessary the submitted drafts and certified that the final EIR reflects its own independent judgment and analysis under CEQA Guideline Section 15090(a)(3) and Public Resources Code Section 21082.1(a)-(c). The EIR addresses the environmental effects associated with implementation of the project. The EIR is intended to serve as an informational document for public agency decision-makers and the general public regarding the objectives and components of the project. The EIR addresses the potential significant environmental impacts associated with the project, and identifies feasible mitigation measures and alternatives that may be adopted to reduce or eliminate these impacts. The EIR is incorporated by reference into this CEQA findings document. The EIR is the primary reference document for the formulation and implementation of a mitigation monitoring and reporting program (MMRP) for the project Environmental impacts cannot always be mitigated to a level that is considered less than significant In accordance with CEQA, if a lead agency approves a project that has significant unavoidable impacts that cannot be mitigated to a level below significance, the agency must state in writing the specific reasons and overriding considerations for approving the project based on the final CEQA documents and any other information in the public record for the project. (CEQA Guidelines, § 15093). This is called a"statement of overriding considerations."(CEQA Guidelines, § 15093). The documents and other materials that constitute the record of proceedings on which OCSD's CEQA findings we based are located at the OCSD Administrative Office Building at 10844 Ellis Avenue, Fountain Valley, CA 92708, and on the OCSD website at www.ocsd.com. This information is provided in compliance with CEQA Guidelines Section 15091(e). 7193 4 May 2014 Return to Aaenda Report SECTION 3: FINDINGS I. Introduction CEQA states that no public agency shall approve or carry out a project which identifies one or more significant environmental impacts of a project unless the public agency makes one or more written findings for each of those significant effects, accompanied by an overriding justification and rationale for each finding in the form of a statement of overriding considerations. The possible findings are: Changes or alterations have been required in, or incorporated into, the project which mitigate or avoid the significant environmental effects on the environment. Those changes or alterations are within the responsibility and jurisdiction of another public agency and have been or can or should be adopted by that other agency and not the agency making the findings. Such changes have been adopted by such other agency or can and should be adopted by such other agency. Specific economic, legal, social, technological, or other considerations, including considerations for the provision of employment opportunities for highly trained workers, make infeasible the mitigation measures or project alternatives identified in the final EIR. (Public Resources Code §§ 21081etseg; CEQA Guidelines §§ 15091 et seq.).) CEQA requires that the lead agency adopt mitigation measures or alternatives where feasible to avoid or mitigate significant environmental impacts that would otherwise occur with the implementation of the project. Project mitigation or alternatives are not required,however, where they are infeasible or where a mitigation measure is within another agency's responsibility and jurisdiction. (CEQA Guidelines § 15091(a)) For those significant impacts that cannot be mitigated to a less than significant level, the lead agency is required to find that specific overriding economic, legal, social, technological, or other benefits of the proposed project outweigh the significant effects on the environment (Public Resources Code § 21081(b) and CEQA Guidelines § 15093) If such findings can be made, the CEQA Guidelines state in Section 15093(a) that "the adverse environmental effects may be considered acceptable." CEQA also requires that the findings made pursuant to Section 15091 be supported by substantial evidence in the record(CEQA Guidelines, § 15091(b)). Under CEQA, substantial evidence means enough relevant information has been provided (reasonable inferences from this information may be made) to support a conclusion, even though other conclusions might also be reached. Substantial evidence includes facts, reasonable assumptions predicated on facts, and expert opinion supported by facts (CEQA Guidelines, § 15384). 7193 5 May 2014 The findings reported in the following pages incorporate the facts and discussions in the FIR for the Project as fully set forth therein. For each of the significant impacts identified in the FIR, the following sections are provided: • Description of Significant Effects: A specific description of the environmental effects identified in the FIR, including a conclusion regarding the significance of the impact. • Finding: One or more of the three specific findings set forth in CEQA Guidelines Section 15091. • Mitigation Measures: Identified feasible mitigation measures or actions, that are required as part of the project, and if mitigation is infeasible, the reasons supporting the finding that the mitigation is infeasible. • Rationale: A summary of the reasons for the finding(s). • Reference: A citation to the specific section in the EIR addressing the identified impact including the evidence supporting the finding. For environmental impacts that are identified in the EIR as less than significant and do not require mitigation,a statement explaining why the impacts me less than significant is provided. II. Environmental Impacts That Are Less Than Significant and Do Not Require Mitigation The District hereby finds that the following environmental impacts will be less than significant. A.Aesthetics 1. Adverse Effect on Scenic Vista: Construction and operation of the proposed sewer pipelines and abandonment of the sewer pump stations would have minimal effects on scenic vistas in the area. Brief views of construction activities occurring in Talbert Regional Park from the short segment of Pacific Coast Highway designated as a scenic vista by the City of Huntington Beach may be available to southbound motorists; however, views would be obscured by distance and would be partially screened by intervening built and natural elements. Also, because aboveground facilities are not proposed (pipelines would be installed underground), the project would not affect views from the roadway during operations. Therefore, the proposed project would have a less than significant impact on designated scenic vistas in the vicinity. Reference.: EIR pp. 4.1-11 to pp. 4.1-12 2. Adverse Effect on a Scenic Resource: There are no officially designated state scenic highways located within the project area. Distant views of Talbert Regional Park and OCSD construction activities in the park may be visible to southbound motorists on a short segment of Pacific Coast Highway (an eligible but not officially designated state 7193 6 May 2014 Return to Aaenda Report scenic highway). However, views would be intermittent, brief, and screened by intervening topography and vegetation. Therefore, because views to Talbert Regional Park would be distant, brief, and partially obstructed, construction activities would not impact the highway or its scenic eligibility status (proposed pipelines would be installed underground would therefore not be visible). Construction and operation would not impact scenic resources within a designated state scenic highway corridor and, overall, impacts would be less than significant. Reference.: EIR pp. 4.1-12 3. Visual Character (Construction): Construction activities would be concentrated within areas of existing disturbance located along the boundaries of parks, and the majority of project impacts would be to developed land and disturbed habitat (within Talbert Regional Park) and ornamental vegetation (within Canyon Park); therefore, the established visual character and quality of Talbert Regional Park and Canyon Park would be largely maintained during construction and impacts would be less than significant. Reference.: EIR pp. 4.1-13 4. Visual Character(Construction): Construction personnel and equipment would visit each pump station site and perform the necessary work within the footprint of the existing pump station. Therefore, construction would not be anticipated to impact surrounding vegetation, and because construction activities would not be stationary at any of the pump stations for a prolonged period of time, they would not substantially degrade the existing visual character of the area. As such, impacts would be less than significant. Reference: EIR pp. 4.1-13 5. Visual Character (Construction): Construction activities associated with the installation of sewer pipelines in existing roads (i.e., Brookhurst Street, Canyon Drive, and 19th Street) would not substantially degrade the existing character of neighborhoods. Residential neighborhoods along Brookhurst Street, Canyon Drive, and 19th Street are supported by overhead electrical and communication utility lines; tall, narrow streetlights; storm drains; and pump stations; and the introduction of new sewerage would not degrade the existing visual character of the area. Therefore, impacts would be less than significant. Reference: EIR pp. 4.1-13 to pp. 4.1-14 6. Visual Character (Operation): During operation, the proposed sewer pipelines would not be visible and would therefore not degrade the visual character of the proposed project area. All disturbed areas would be restored to preconstruction conditions and impacts would be less than significant. Reference: EIR pp. 4.1-12 to pp. 4.1-14 7193 7 May 2014 7. Source of Ligbt/Glare (Construction): Construction activities associated with the proposed project will comply with the permitted hours of construction established by the Cities of Costa Mesa, Huntington Beach, and Newport Beach. Therefore, because nighttime construction would not occur in association with the installation of the proposed sewer pipelines and abandonment of existing pump stations, nighttime lighting would not be required. With regard to glare,the introduction of construction vehicles and equipment to Talbert Regional Park, to Canyon Park, and at staging areas associated with the proposed sewer pipeline would not generate substantial new sources of glare. Impacts would be less than significant. Reference.: EIR pp. 4.1-14 to pp. 4.1-15 8. Source of Light/Glue(Operation): Once the proposed sewer pipelines are installed, open trenches would be backfilled and HDD entry and exit points would be restored (all areas disturbed during construction would be restored to their preconstruction conditions). Because the proposed sewer pipelines would be installed underground and no new aboveground facilities or sources of ligbfing are proposed, the proposed project would not introduce new sources of light or glare and impacts would be less than significant. Reference.' EIR pp. 4.1-15 B.Air Quality 1. Conflict with Applicable Air Quality Plan: The proposed project would not conflict with or propose to change existing land uses or applicable policies as designated in the City of Costa Mesa General Plan Conservation Element, the City of Huntington Beach General Plan Air Quality Element, or the City of Newport Beach General Plan Update EIR Air Quality Assessment. Since growth data from these plans were used as a basis for the SCAQMD 2012 Air Quality Management Plan (AQMP), the proposed project would not conflict with AQMP, which is the current applicable air quality plan. Impacts would be less than significant. Reference: EIR pp. 4.2-13 2. Violate Air Quality Standards (Construction): Construction of the proposed project would result in a temporary addition of pollutants to the local airshed caused by soil disturbance, dust emissions, and combustion pollutants from on-site construction equipment, as well as from personal vehicles, vendor/delivery trucks, and off-site haul trucks. Daily construction emissions would not exceed the thresholds for VOCs,NO., CO, SO„PM lo, or PM2.5. As such, the proposed project would result in a less than significant impact during construction. Reference: EIR pp. 4.2-13 to pp. 4.2-16 3. Violate Air Quality Standards (Operation): Operational vehicle trips associated with inspection, maintenance, and repair of the sewer mains and laterals would periodically 7193 8 May 2014 Return to Aaenda Report occur; however, inspection and maintenance activities are already occurring under existing conditions as performed by existing staff. Operational emissions would be less than significant. Reference: EIR pp. 4.2-16 to pp. 4.2-17 4. Cumulatively Considerable Net Increase: construction emissions from the proposed project would not exceed SCAQMD significance thresholds. The proposed project is not anticipated to generate substantial operational emissions. Furthermore, the project would not conflict with the SCAQMD 2012 AQMP, which addresses the cumulative emissions in the South Coast Air Basin (SCAB). Accordingly, the proposed project would not result in a cumulatively considerable increase in emissions of nonattainment pollutants and impacts would be less than significant. Reference.: EIR pp. 4.2-17 5. Exposure of Sensitive Receptors to Pollutant Concentrations: sensitive receptors are located within the project area (the closest being the residences within approximately 50 feet of the proposed pipelines), operation of equipment would occur for a very short duration (i.e., 1-2 days) in any one area, as approximately 30-60 feet of pipeline would be constructed each day. Construction activities would not generate substantial emissions of TACs, specifically diesel exhaust particulate matter, and impacts to sensitive receptors in the vicinity of project construction would be less than significant. Operation of the proposed sewer mains and laterals would not result in direct emissions (e.g., those from a point source such as stationary boilers or engines). Thus, it would not result in exposure to sensitive receptors in the vicinity of the project, and impacts would be less than significant. Reference: EIR pp. 4.2-18 6. Odors (Construction): Potential sources that may emit odors during construction activities include diesel equipment and gasoline fumes and asphalt paving material. Odors from these sources would be localized and generally confined to the project site. As such, proposed project construction would not cause an odor nuisance, and odor impacts would be less than significant. Reference: EIR pp. 4.2-18 to pp. 4.2-19 7. Odors (Operation): Included in the proposed project's purpose and objectives is avoiding the potential for chronic odor complaints due to force-main air release appurtenances required at high points in the pipeline profile. Emanation of foul odor is not anticipated to be a significant issue. If necessary, foul air generation would be prevented by raising the pH of the wastewater by upstream addition of magnesium hydroxide solution or other odor control method tailored to the resulting conditions. Project operations would result in a less than significant impact. Reference: EIR pp. 4.2-19 7193 9 May 2014 C. Biological Resources 1. Direct Impacts to Special-Status Plant Species: Permanent direct impacts to 47 individual southern tarplant (0.01 acre) represent approximately 1% of the individuals within the study area. These individuals occur within or adjacent to dirt roads and in other disturbed conditions that are present throughout the project area and are subject to impacts for regular park activities (vehicle use, bicycling, trampling, pets, etc.). This level of impact has not precluded the species from persisting within the Talbert Nature Preserve and this permanent impact would not appreciably reduce the population size, affect the status of the species, or the species' ability to persist within this area and is therefore less than significant. Reference.: EIR pp. 4.3-24 2. Direct Impacts to Special-Status Wildlife Species: Permanent and temporary direct impacts to annual grassland, mderal, developed land, disturbed habitat, and ornamental vegetation communities and land cover types are considered less than significant because these areas do not support habitat for special-status species. Reference.: EIR pp. 4.3-25 3. Indirect Impacts to Special-Status Wildlife Species: Potential short-term indirect impacts to special-status wildlife in the project study area would primarily result from construction activities and include impacts related to or resulting from the generation of fugitive dust,noise, chemical pollutants, increased human activity, and non-native animal species. Short-term indirect impacts to annual grassland, ruderal, developed land, disturbed land, and ornamental vegetation communities and land cover types would not be significant because these areas do not support habitat for special-status species. In particular, annual grassland and mderal areas are too small to support significant raptor foraging habitat or use by special-status mammal species. Special-status wildlife species primarily rely upon the wetland/riparian and coastal sage scrub communities within Talbert Nature Preserve and would therefore not be significantly affected by temporary impacts to other communities/land covers. Special-status wildlife species use of areas more than 300 feet north, west, and east of Talbert Regional Park is highly limited. There may be some occasional perching on street trees and other ornamental vegetation within these urbanized areas, but nesting is not expected to occur. The 300-foot distance is a commonly accepted safe distance beyond which indirect impacts are not likely to affect special-status vegetation communities (CBI 2000). Therefore, construction and maintenance in developed streets more than 300 feet from Talbert Regional Park would result in less than significant impacts to special-status wildlife species. Reference.: EIR pp. 4.3-26 7193 10 May 2014 Return to Aaenda Report 4. Indirect Impacts to Special-Status Wildlife Species: Noise generated by future maintenance and repair during the non-breeding season may affect off-site light-footed clapper rail, but these events are expected to be infrequent and short in duration such that impacts would be less than significant. Reference: EIR pp. 4.3-26 5. Direct Impacts to Non-Special-Status Vegetation Communities: Permanent impacts to non-special-status vegetation communities and land cover types (ruderal, developed land, and disturbed land) are considered less than significant as these communities are not rare and do not support special-status species. Reference.: EIR pp. 4.3-28 6. Conflict with Local Policies or Ordinances Protecting Biological Resources: As discussed in Section 4.9, Land Use and Planning, Tables 4.9-4, 4.9-5,4.9-6, and 4.9-7,the proposed project would be in compliance with all local policies and ordinances protecting biological resources. The proposed project would also be in compliance with the City of Costa Mesa General Plan Conservation Element Policies CON-1A.1 and CON-1A.5, with mitigation. In addition, the proposed project would be in compliance with the City of Huntington Beach General Plan Land Use Element Policy LU 5.1.1 and Coastal Element Policies C-6.1.3 and C-7.1.2. Furthermore, the proposed project would be in compliance with the City of Newport Beach General Plan Natural Resources Element Policies 10.5, 10.6, 13.1, and 13.2. Since the proposed project would not conflict with any local policies or ordinances protecting biological resources, impacts would be less than significant. Reference.: EIR pp. 4.3-31 to pp. 4.3-32 7. Conflict with Adopted Habitat Conservation Plan or Natural Community Conservation Plan: Although the proposed project was not an anticipated covered activity under the County of Orange Central/Coastal NCCP/HCP, the project has been designed to comply with the NCCP/HCP siting, construction, and operations and maintenance policies. The proposed project's compliance with the NCCP/HCP is presented in Table 4.3-7. Areas that require particular demonstration of compliance during project construction and ongoing maintenance include preparation of revegetation and monitoring plans, biological monitoring, and ongoing communication and reporting to Orange County Parks (OC Parks) as the reserve owner/manager for this portion of the NCCP/HCP Reserve. Since the proposed project is compliant with the NCCP/HCP, impacts would be less than significant. Reference: EIR pp. 4.3-32 to pp. 4.3-34 7193 11 May 2014 D. Cultural Resources 1. Historical Resources: there are no known historical resources within the Area of Potential Effect (APE). Therefore, implementation of the proposed project would not impact any known, significant historical resources and no impact would occur. Reference: EIR pp. 4.4-11 E. Geology and Soils 1. Alquist-Priolo Earthquake Fault Zone: there are no known active or potentially active faults within the project area. Additionally, the project area is not located within an Alquist-Priolo Special Studies Zone. However, the project area is located within the active Newport—Inglewood fault zone. The proposed project components would be constructed in accordance with the California Building Code (CBC) and applicable design and construction requirements of OCSD, CMSD, and the City of Newport Beach, which would reduce the potential for risks related to seismic events. These include specifications for excavation, composition of fill, and materials to be used to ensure construction worker safety, and to protect proposed sewer lines from damage during seismic events. Therefore, impacts associated with the rupture of a known earthquake fault would be less than significant. Reference: EIR pp. 4.5-9 to pp. 4.5-10 2. Exposure to Seismic Ground Shaking (Construction): there are no known active or potentially active faults within the project area. Additionally, the project area is not located within an Alquist-Priolo Special Studies Zone. However, the project area is located within the active Newport—Inglewood fault zone. The closest active trace of the Newport—Inglewood fault zone, the Newport—Inglewood (Los Angeles Basin) Fault, is approximately 0.4 mile south of the project area. An estimated earthquake magnitude of 7.1 could occur on this fault zone. Based on the existing mapped fault location, the probability of damage due to surface ground rupture is low to moderate. Surface ground cracking related to shaking from distant events is not considered a significant hazard. The proposed project components would be constructed in accordance with applicable design and construction requirements of the CBC, OCSD, CMSD, and the City of Newport Beach,which would reduce the potential for risks associated with seismic ground shaking and seismic-related ground failure. Excavations that appear unstable or are deeper than 4 feet will be shored or the sides of the excavation will be laid back to slope inclinations of approximately 1.5:1 (horizontal to vertical). Therefore, impacts during construction would be less than significant. Reference.: FIR pp. 4.5-10 and FIR Table 3-1 pp. 3-11 to 3-13 7193 12 May 2014 Return to Aaenda Report 3. Exposure to Seismic Ground Shaking (Operation): Once constructed, the proposed project would not include any structures intended for human occupancy and the components of the proposed project would be restricted from public use. The proposed project components would be constructed in accordance with applicable design and construction requirements of the CBC, OCSD, CMSD, and the City of Newport Beach, which would reduce the potential for risks associated with seismic ground shaking. With adherence to all recommendations for the proposed project, operational impacts would be less than significant. Reference.: EIR pp. 4.5-10 and EIR Table 3-1 pp. 3-11 to 3-13 4. Seismic Related Ground Failure: It is anticipated that the sandy alluvial deposits beneath the project area would be susceptible to soil liquefaction during a large earthquake. The proposed project components would be constructed in accordance with applicable design and construction requirements of the CBC, OCSD, CMSD, and the City of Newport Beach, which would reduce the potential for risks associated with seismic ground shaking. With adherence to all recommendations for the proposed project, construction and operational impacts would be less than significant. Reference.: EIR pp. 4.5-11 and EIR Table 3-1 pp. 3-11 to 3-13 5. Exposure of People or Structures to Landslides: Based on the geotechnical report prepared by Ninyo & Moore (Appendix E), there is no evidence of landslides within the project area and the potential for future landslides within the project area is low. The proposed project components would be constructed in accordance with applicable design and construction requirements of the CBC, OCSD, CMSD, and the City of Newport Beach, which would reduce the potential for risks associated with seismic ground shaking. With adherence to all recommendations for the proposed project, construction and operational impacts would be less than significant. Reference: EIR pp. 4.5-11 6. Potential for Soil Erosion (Construction): Excavation and ground-disturbing activities during construction of the proposed project could potentially leave loose soil exposed to the erosive forces of rainfall and high winds, which would increase the potential for soil erosion and loss of topsoil. OCSD, CMSD, and the City of Newport Beach would prepare and implement a SWPPP, which would include construction best management practices (BMPs) to control erosion and sediment during construction activities. Impacts would be less than significant. Reference: EIR pp. 4.5-12 and EIR Table 3-1 pp. 3-11 to 3-13 7. Potential for Soil Erosion (Operation): Upon completion of construction all disturbed surfaces would be stabilized and restored to initial condition. It is therefore not 7193 13 May 2014 anticipated that the proposed project would result in substantial soil erosion or significant losses in topsoil. Impacts would be less than significant. Reference: EIR pp. 4.5-12 8. Site Stability: The proposed project is located on soils susceptible to liquefaction, while the potential for landslides is considered low. The proposed project components would be constructed in accordance with applicable design and construction requirements of the CBC, OCSD, CMSD, and the City of Newport Beach, which would reduce the potential for risks associated with unstable soils. Subsurface evaluations will be performed in order to develop detailed design criteria for the proposed project. With adherence to all recommendations for the proposed project, impacts related to unstable soils would be less than significant. Reference.: EIR pp. 4.5-12 to pp. 4.5-13 and EIR Table 3-1 pp. 3-11 to 3-13 9. Expansive Soils: The project site is underlain by fill and other soils that have the potential for expansion. In order to address potential risks associated with expansive soils, the proposed project would follow the recommendations of the Preliminary Geotechnical Evaluation prepared by Ninyo & Moore (Appendix E). With adberence to all recommendations for the proposed project, impacts related to expansive soils would be less than significant. Reference.: EIR pp.4.5-13 and EIR Table 3-1 pp. 3-11 to 3-13 10. Septic Tanks for Disposal of Wastewater: The proposed project does not involve any septic tanks or alternative wastewater disposal systems.No impacts would result. Reference.: EIR pp.4.5-14 F. Greenhouse Gas Emissions 1. Generation of Greenhouse Gas (GHG) Emissions (Construction): Construction of the proposed project would result in GHG emissions that are primarily associated with use of off-road construction equipment and on-road construction vehicles (e.g., haul trucks and vendor/delivery trucks) and worker vehicles. Construction-related GHG emissions would occur intermittently over a 24-month period and would not represent a long-term source of GHG emissions. Accordingly, the proposed project would not generate an increase in construction GHG emissions that would have a significant impact on the environment; therefore, impacts would be less than significant. Reference.: EIR pp. 4.6-9 to pp. 4.6-10 2. Generation of Greenhouse Gas (GHG) Emissions (Operation): The proposed project would not involve an increase in long-term operational activities. Once the new sewer pipelines are installed, no additional routine daily operational activities that would 7193 14 May 2014 Return to Aaentle Report generate GHG emissions are anticipated to occur. Accordingly, the proposed project would not generate an increase in operational GHG emissions that would have a significant impact on the environment. Impacts would be less than significant. Reference: EIR pp. 4.6-10 to pp. 4.6-11 3. Conflict with GHG Reducing Plan, Policy or Regulation: On December 11, 2008, CARB approved the Climate Change Proposed Scoping Plan: A Framework for Change (Scoping Plan; CARB 2008) to achieve the goals of AB 32. The Scoping Plan establishes an overall framework for the measures that will be adopted to reduce California's GHG emissions. While federal and state legislation will ultimately reduce GHG emissions associated with the project, no specific plan, policy, or regulation would be directly applicable to the project. At this time, the City of Costa Mesa, the City of Huntington Beach, the City of Newport Beach, local jurisdictions, and the SCAQMD have not adopted a GHG reduction plan, as specified in Section 15183.5(b) of the CEQA Guidelines, which would apply to the GHG emissions associated with the proposed project. Accordingly, no mandatory GHG regulations or finalized agency guidelines would apply to implementation of this project, and no conflict would occur. Impacts would be less than significant. Reference: EIR pp. 4.6-3 and pp. 4.6-11 G. Hazards and Hazardous Materials 1. Routine Transport, Use, or Disposal of Hazardous Materials: Construction of the proposed project would involve the use of relatively small amounts of commonly used hazardous substances, such as fossil fuels, lubricants, and solvents. A SWPPP and associated BMPs would be implemented during construction that would minimize the potential for hazardous materials release and ensure prompt cleanup in the event of such a release. Since OCSD, CMSD, and the City of Newport Beach would be required to comply with existing and future hazardous materials laws and regulations for the transport, use, and disposal of hazardous materials, the impacts associated with the potential to create a significant hazard to the public or the environment would be less than significant. Reference: EIR pp. 4.7-11 to pp. 4.7-12 2. Located Within an Airport Land Use Plan: There are no public airports within 2 miles of the project area, nor is the project area within an airport land use plan. The nearest public use airport is John Wayne International Airport, located approximately 7.5 miles northeast of the project area. Therefore, the proposed project would not result in a safety hazard for people residing or working in the project area. Therefore, no impact would occur as a result of the proposed project. 7193 15 May 2014 Reference.: FIR pp. 4.7-14 3. Vicinity of a Private Airstrip: The project area is not within the vicinity of a private airstrip; the nearest public airport is John Wayne International Airport, located approximately 7.5 miles northeast of the project area. Therefore, no impact would occur as a result of the proposed project. Reference.: FIR pp. 4.7-14 4. Interfere with Adopted Emergency Response Plan: Construction of the proposed project is not anticipated to interfere with an adopted emergency response plan or evacuation plan, nor would it substantially impede public access or roadway circulation; however, there may be a temporary increase in traffic on these roadways due to increased track loads or the transport of construction equipment to and from the project area during the construction period. Once completed, the roadways would be restored to their original condition and emergency evacuation would not be affected. Therefore, impacts to an emergency response plan or evacuation plan would be less than significant. Reference: EIR pp. 4.7-14 to pp. 4.7-15 5. Wild land Fire Hazard: The project area is located between a highly urbanized portion of the county and the vast open space in Talbert Regional Park and Banning Ranch. The City of Newport Beach designates Banning Ranch as having moderate fire susceptibility. However, no aboveground structures would be built as part of the proposed project. Therefore, no people or structures would be impacted by wildfires as a result of the proposed project and impacts would be less than significant. Reference: EIR pp. 4.7-15 H. Hydrology and Water Quality 1. Water Quality Standards or Waste Discharge Requirement (Construction): preparation and implementation of a SWPPP is included for general water quality protection and erosion and sedimentation control during construction. With regard to sedimentation, control measures may include perimeter protection, storm drain inlet protection, and/or velocity reduction measures. Construction stormwater BMPs would also be consistent with those described in the Orange County DAMP for construction activities. Therefore, impacts would be less than significant. Reference: EIR pp. 4.8-14 to pp. 4.8-15 2. Water Quality Standards or Waste Discharge Requirement (Operation): The proposed project would not generate significant amounts of non-visible pollutants as the use of colorless sealants, adhesives, cleaning products or other materials during general maintenance activities would be limited. Although urban development projects in Southern California commonly result in the generation of pollutants once they have been 7193 16 May 2014 Return to Aaenda Report constructed, the proposed project consists almost entirely of underground pipeline construction. Once the proposed project is in operation, leak prevention would be provided through OCSD's PMP and emergency response would be provided through OCSD's SSO ERP, as well as participation in the CASC. Therefore, the potential for pollutant generation during operation of the proposed project is negligible; as such, impacts would be less than significant. Reference.: EIR pp. 4.8-15 to pp. 4.8-16 3. Deplete Groundwater Supplies (Construction): During construction of the proposed project, groundwater may be encountered while excavating trenches for pipeline construction or during excavation activities associated with entry and exit pits for trenchless construction. Although groundwater may be encountered, it should be noted that groundwater resources would not be relied upon for water supply for dust suppression or any other construction-related need. Therefore, while construction of the proposed project is not anticipated to deplete groundwater supplies or substantially interfere with groundwater recharge, should dewatering be necessary during construction, the necessary RWQCB permit would be obtained and appropriate control measures and plans would be implemented. Impacts would be less than significant. Reference.: EIR pp. 4.8-16 to pp. 4.8-17 4. Deplete Groundwater Supplies (Operation): Once the proposed sewer pipelines are installed underground, trenches are backfrlled, and pump stations are abandoned, surface disturbances along the proposed alignments would only occur sporadically. Maintenance of sewer facilities would not deplete groundwater supplies and the presence of sewer facilities would not substantially interfere with groundwater recharge. Impacts would be less than significant. Reference.: EIR pp. 4.8-17 5. Alter Existing Drainage Pattern Leading to Erosion (Construction): The existing drainage pattern along the proposed alignments would be temporarily altered as a result of open- cut trenching. While surface disturbances associated with open-cut trenching and installation of the proposed sewer pipelines would alter existing drainage patterns, a SWPPP would be prepared as a project design feature and BMPs would be implemented during project construction to prevent pollutants from contacting stormwater and to reduce the potential for on- and oft-site erosion and sedimentation. No net increase in impervious surface area is proposed for the project, and once the proposed sewer pipelines are installed, the disturbed areas would be returned to pre-project conditions. Impacts would be less than significant. Reference: EIR pp. 4.8-17 to pp. 4.8-18 7193 17 May 2014 6. Alter Existing Drainage Pattern Leading to Erosion (Operation): No net increase in impervious surface area is proposed for the project, and once the proposed sewer pipelines are installed, the disturbed areas would be returned to pre-project conditions. Therefore, the project would have a minimal impact on existing drainage patterns that could potentially result in substantial on- or off-site erosion or siltation. Therefore, impacts would be less than significant. Reference.: EIR pp. 4.8-17 to pp. 4.8-18 7. Alter Existing Drainage Pattern Leading to Surface Runoff (Construction): Open-cut trenching along the proposed sewer pipeline alignments would temporarily alter existing drainage patterns. While surface disturbance associated with construction of the proposed project is not anticipated to increase the rate or amount of surface runoff, a SWPPP would be prepared as a project design feature (see Chapter 3, Project Description, Table 3-1) and erosion- and sedimentation-control BMPs would be implemented that would reduce the potential for on- or off-site flooding. Therefore, impacts would be less than significant. Reference.: EIR pp. 4.8-18 8. Alter Existing Drainage Pattern Leading to Surface Runoff (Operation): Because the proposed sewer pipelines would be installed underground and disturbed areas would be returned to pre-project conditions, no net increase in impervious surface area is anticipated for the proposed project As such, impacts would be less than significant. Reference.: EIR pp. 4.8-18 9. Exceed Capacity of Existing Stormwater Drainage System: No net increase in impervious surface area is planned for the project and the disturbed areas would be returned to pre- project conditions. Therefore, the project will have no impact on existing or proposed stormwater drainage systems. Reference.: EIR pp. 4.8-19 10. Substantially Degrade Water Quality: A SWPPP would be prepared as a required project design feature and BMPs would be implemented during project construction to prevent pollutants from contacting stormwater and to reduce the potential for on- and off-site erosion and sedimentation. The proposed project would not generate significant amounts of non-visible pollutants as the use of colorless sealants, adhesives, cleaning products or other materials during general maintenance activities would be limited. Although urban development projects in Southern California commonly result in the generation of pollutants once they have been constructed, the proposed project consists almost entirely of underground pipeline construction. Once the proposed project is in operation, leak prevention would be provided through OCSD's PMP and emergency response would be 7193 18 May 2014 Return to Aaenda Report provided through OCSD's SSO ERP, as well as participation in the CASC. Impacts would be less than significant. Reference: EIR pp. 4.8-19 11. Housing Within a 100-Year Flood Hazard Area: No housing is proposed as part of the proposed project; therefore, no impact would occur. Reference: EIR pp. 4.8-19 12. Structures Which Would Impede or Redirect Flood Flows: The proposed project is not located within a 100-year floodplain and the proposed sewer pipelines would be installed underground. Since the project does not propose any surface features or facilities, the project would not impede or redirect surface water flows. No impact would occur. Reference.: FIR pp. 4.8-19 13. Loss, Injury, or Death Due to Failure of Dam or Levee: The proposed project is not located within a 100-year floodplain or a known Dam Inundation Zone. Therefore, impacts associated with the exposure of structures to hazards associated with the failure of a levee would be less than significant. Reference.: FIR pp. 4.8-19 14. Inundation by Seiche, Tsunami, or Mudflow: Although the project is located adjacent to the Santa Ana River and near the coastline, the project consists of underground pipeline improvements; therefore, any surface inundation by seiche, tsunami, or mudflow would pose minimal risk to the proposed improvements. Impacts would be less than significant. Reference: FIR pp. 4.8-20 I.Land Use OCSD Sewer Pipeline: 1. Physically Divide an Established Community (Construction): Although construction would result in surface disturbance and increased activity along the proposed OCSD sewer alignment along existing dirt trails within Talbert Regional Park for approximately 24 months, the presence of construction vehicles, equipment, and personnel would not hinder travel between local communities. Access between the Cities of Newport Beach and Huntington Beach along the proposed OCSD sewer alignment (i.e., through Talbert Regional Park) is not currently available as the Santa Ana River effectively limits east— west mobility through the area. Therefore, construction activities would not physically divide an established community and impacts would be less than significant. Reference.' FIR pp. 4.9-14 7193 19 May 2014 2. Physically Divide an Established Community (Operation): Since the proposed project would not introduce any aboveground structures that would physically divide an established community and underground pipelines would not be divisive features in the landscape,there would be no impact during operation of the project. Reference: EIR pp. 4.9-14 CMSD and City of Newport Beach Facilities: 1. Physically Divide an Established Community (Construction): Open-trench construction methods within 19th Street necessary for the installation of the proposed 12-inch gravity sewer may result in temporary and sporadic lane closures that could affect residents of the Newport Terrace condominium development (19th Street is the sole access route for residents into the development); however, with implementation of a standard traffic control plan (see Section 4.12, Traffic and Circulation), impacts to traffic movement through the construction area would remain below a level of significance. Further, as temporary impacts to vehicular movement would not physically divide communities, no impacts to land use would occur. Reference: EIR pp. 4.9-15 2. Physically Divide an Established Community (Construction): Because construction activities would be concentrated within the developed footprints of the individual pump stations and because measures to maintain mobility around construction areas would be provided (see Section 4.12, Traffic and Circulation), the physical division of an established community would not occur. As such,there would be no impact. Reference: EIR pp. 4.9-15 3. Physically Divide an Established Community (Operation): Since the proposed project would not introduce any aboveground structures that would physically divide an established community and underground pipelines would not be divisive features in the landscape,there would be no impact during operation of the project. Reference: EIR pp. 4.9-16 OCSD Sewer Pipeline: 1. Applicable Land Use Plan Consistency (Construction): The various components of the Sewer Pipeline would be either consistent or consistent with mitigation with applicable policies and regulations of the California Coastal Act, City of Costa Mesa, and City of Huntington Beach. Therefore, the construction of the proposed project components would not conflict with any applicable land use plan, policy, or regulation of an agency with jurisdiction over the project. Impacts would be less than significant. Reference: EIR pp. 4.940 7193 20 May 2014 Return to Aaenda Report 2. Applicable Land Use Plan Consistency (Operation): Operation of the proposed OCSD Sewer Pipeline facilities would be located entirely underground and no aboveground structures would be necessary during operation. As such, the proposed sewer facilities would not conflict with applicable land use plan, policy or regulation. Impacts would be less than significant. Reference: EIR pp. 4.940 CMSD and City of Newport Beach Facilities: 1. Applicable Land Use Plan Consistency (Construction): The proposed CMSD and City of Newport Beach facilities analyzed in the EIR would be either consistent or consistent with mitigation with applicable policies and regulations of the California Coastal Act, City of Costa Mesa, and City of Newport Beach. Impacts would be less than significant. Reference: EIR pp. 4.940 2. Applicable Land Use Plan Consistency (Operation): CMSD and City of Newport Beach sewer facilities would be located entirely underground and no aboveground structures would be necessary during operation. Therefore,no impact would occur. Reference: EIR pp. 4.941 All Facilities: 1. Consistency with Habitat Conservation Plan or Natural Community Conservation Plan: compliance with the Orange County Central and Coastal Natural Community Conservation Planning and Habitat Conservation Plan (Central/Coastal NCCP/HCP) requires compliance with several siting, construction, and operations and maintenance policies. The proposed project has been designed to be consistent with applicable criteria and policies of the Central/Coastal NCCP/HCP, and as such, the proposed project would not conflict with an applicable habitat conservation plan or natural community conservation plan. Impacts would be less than significant. Reference.: EIR pp. 4.9-41 J. Noise OCSD Sewer Pipeline: 1. Noise in Excess of Established Standards (Construction): The anticipated construction noise levels in each city are above the thresholds for exterior noise in or near residential development. However, because construction during both open trench and HDD operations would conform to the cities' respective noise ordinances limiting the hours of construction, the impact would be less than significant. 7193 21 May 2014 Reference: EIR pp. 4.10-11 2. Noise in Excess of Established Standards (Operation): Upon completion, the proposed project would not employ pumps, motors, or other noise-generating equipment. Therefore, there would be little or no operational noise generated during project operation. Impacts would be less than significant. Reference.: EIR pp. 4.10-12 CMSD and City of Newport Beach Facilities: 1. Noise in Excess of Established Standards (Construction): The anticipated construction noise levels in each city are above the thresholds for exterior noise in or near residential development. However, because construction during both open trench and HDD operations would conform to the cities' respective noise ordinances limiting the hours of construction, the impact would be less than significant. Reference.: EIR pp. 4.10-12 2. Noise in Excess of Established Standards (Operation): Upon completion, the proposed modifications to the CMSD and City of Newport Beach Facilities would not employ pumps, motors, or other noise-generating equipment. Therefore, there would be little or no operational noise generated during project operation. Reference.: EIR pp. 4.10-13 All Facilities: 1. Generate Excessive Ground-bome Vibration: Vibration levels from heavy construction machinery(such as a loaded truck) would be below both the readily perceptible level and the annoyance and damage level for normal structures. Upon completion, the proposed project would not employ pumps, motors, or other ground-borne noise or vibration- generating equipment. Therefore, the proposed project would not expose persons to or generate excessive ground-bome vibrations or ground-borne noise and would have a less than significant impact. Reference: EIR pp. 4.10-13 to pp. 4.10-14 2. Permanent Increase in Ambient Noise: Upon completion, the proposed project would not employ pumps, motors, or other noise- or vibration-generating equipment. Once the new alignment is operational, a vacuum truck would be used periodically(approximately on a monthly basis)to clean the system's inverted sewer siphon. These maintenance activities, though relatively brief(typically on the order of 4 to 5 hours duration), would result in noise levels well above the 60 dBA Ley threshold for special-status species, depending upon the distance from the work location to the habitat area. In order to ensure that the high levels of noise associated with periodic maintenance do not adversely affect special- 7193 22 May 2014 Return to Aaenda Report status species, during the breeding season, the vacuum truck would be operated from the existing Plant 2, which is not in proximity to special-status species habitat. Operation of the proposed project would not result in permanent increases in ambient noise levels. Reference: EIR pp. 4.10-14 and pp. 4.10-15 3. Expose People to Excessive Noise Levels for a Project Located Within two Miles of Public Airport: The nearest airport to the project area is John Wayne Airport, located approximately 7.5 miles northeast The Airport Land Use Commission (ALUC) has a responsibility to assist local agencies in ensuring compatible land uses in the vicinity of all airports in Orange County. The ALUC has published an Airport Influence Area map for John Wayne Airport (ALUC 2008). The project area is outside the Airport Influence Area. Therefore,no impacts would occur from public airport or public use airport noise. Reference.: EIR pp. 4.10-15 4. Expose People to Excessive Noise Levels for a Project Located in the Vicinity of a Private Airport: The project area is not within the vicinity of a private airstrip. The nearest airport to the project area is John Wayne Airport, located approximately 7.5 miles northeast. Since there are no private airstrips within the vicinity of the project area, no impact would occur as a result of the proposed project Reference.' EIR pp. 4.10-15 K. Recreation OCSD Sewer Pipeline: 1. Increase Use of Existing Parks (Construction): Construction staging areas for open trench work would be located along the proposed sewer facility alignments, primarily along an existing dirt trail (Trail D) along the eastern and southern boundary of Talbert Regional Park. Construction staging for the HDD work associated with the proposed inverted siphon to be installed beneath the Santa Ana River and the adjacent Santa Ana River Trail & Parkway would be located within the fenced boundary of OCSD Plant No. 2 and along the proposed open trench/gravity sewer alignment within Trail D of Talbert Regional Park. Although Trail D would be temporarily closed to park users during construction, interior trails within the park (i.e., Trails B, C, E, and F) will remain open and connectivity to the North Talbert area, Fairview Park, and the Santa Ana River Trail & Parkway will be maintained. In addition, no impacts to the Santa Ana River Trail & Parkway are anticipated to occur in association with HDD activities. Project impacts associated with the physical deterioration of recreational facilities would be less than significant. Reference.: EIR pp. 4.11-8—4.11-9 7193 23 May 2014 2. Increase Use of Existing Parks (Operation): Once constructed, the proposed OCSD and CMSD sewer pipelines would be located underground and would not conflict with recreation use of trails with Talbert Regional Park. Therefore, the operation of proposed sewer facilities would not be anticipated to increase the use of existing regional or neighborhood parks such that substantial physical deterioration of the facility would occur or be accelerated, and impacts would be less than significant. Reference.: EIR pp. 4.11-10 CMSD and City of Newport Beach Facilities: 1. Increase Use of Existing Parks(Construction): The proposed CMSD 12-inch gravity sewer to be installed between the existing Aviemore Terrace Pump Station (CMSD No. 5) and Sea Bluff Pump Station (CMSD No. 16) would be partially located within Trail A of Talbert Regional Park. Therefore, during construction of this sewer facility, Trail A would be closed to recreational usage and construction activities would physically impact the trail via open cut trenching. Project design features have been incorporated to minimize potential confusion regarding the availability of recreational facilities/trails, and ensures that trails temporarily impacted during construction are not farther affected by urpermitted usage and activity (see Chapter 3, Project Description). OCSD and CMSD will provide advance notice, between 2 and 4 weeks prior to construction, of impending closure of trails within Talbert Regional Park. The announcement will state specifically where and when construction will occur in the park and will be posted on the park's informational kiosk as well as on the OC Parks, parks and trails website. In addition, the City of Newport Beach will also post information on their website, stating when and where construction will occur and will work with the City of Costa Mesa to coordinate the posting of trail closure information on recreation website as well. The traffic control plans will include signage and flagmen when necessary, and will be approved by each affected city in advance of construction. Therefore, project impacts during construction would be less than significant. Reference: EIR pp. 4.11-9 to pp. 4.11-10 and pp. 3-13 2. Increase Use of Existing Parks (Operation): Once constructed, the proposed OCSD and CMSD sewer pipelines would be located underground and would not conflict with recreation use of trails with Talbert Regional Park. Impacts would be less than significant. Reference.: EIR pp. 4.11-8 to pp. 4.11-10 7193 24 May 2014 Return to Aaenda Report All Facilities: 1. Construction of Recreational Facilities: The proposed project does not include recreational facilities and would not require the construction or expansion of recreational facilities, and no impact would result. Reference: EIR pp. 4.11-10 to pp. 4.11-11 L.Traffic 1. Conflict with Applicable Plan, Ordinance, or Policy (Construction): Construction of the proposed project would primarily occur within Talbert Regional Park, Canyon Park, and surrounding residential areas. The proposed OCSD components would not involve any construction within roadways, except for the connection to the existing Interplant Line within Brookhurst Street just west of Treatment Plant No. 2. Construction of the CMSD and City of Newport Beach components, however, would involve construction within 19th Street and Canyon Drive. All other facilities would be outside of existing roadways. The proposed project may require temporary lane closures during construction of the proposed City of Newport Beach 12-inch sewer in 19th Street, the proposed CMSD 24- inch sewer in Canyon Drive, and the proposed OCSD connection to the Interplant Line in Brookhurst Street, which may increase congestion on these streets during peak travel times. Traffic-control plans would be prepared to address construction traffic and road closures within the public rights-of-way of the Cities of Costa Mesa, Huntington Beach, and Newport Beach. There would also be provisions for emergency vehicle access, signage, and flagmen to ensure that traffic flow is not substantially impacted. Impacts would be less than significant. Reference: EIR pp. 4.12-7 to pp. 4.12-8 2. Conflict with Applicable Plan, Ordinance, or Policy (Operation): Once constructed, the proposed sewer pipelines would be located below the surface of the roadways and would not obstruct or impede any flow of transportation. Impacts would be less than significant. Reference: EIR pp. 4.12-8 3. Conflict with Applicable Congestion Management Plan (Construction): the proposed project may require temporary lane closures during installation of the proposed OCSD 24-inch gravity sewer west of the Santa Ana River on Brookhurst Street, the proposed CMSD 12-inch sewer on 19th Street, and the proposed CMSD 24-inch gravity sewer on Canyon Drive. None of the impacted streets are listed as CMP-designated highways nor would the proposed project transect any CMP-designated highways. Therefore, the proposed project would not conflict with any standards in the CMP and impacts would be less than significant. Reference.: FIR pp. 4.12-8 7193 25 May 2014 4. Conflict with Applicable Congestion Management Plan (Operation): Once constructed, the proposed project would not generate traffic since only routine maintenance and emergency repairs would require vehicle access to the proposed pipelines. Therefore, operation of the proposed project would not conflict with an applicable congestion management program and impacts would be less than significant. Reference: EIR pp. 4.12-9 5. Result in Change of Air Traffic Patterns: The proposed project does not include any permanent above-ground components. Therefore, it would not result in a change in air traffic patterns or result in substantial safety risks and there would be no impact. Reference.: EIR pp. 4.12-9 6. Substantially Increase Hazards due to a Design Feature: The proposed project does not involve any design features or incompatible uses that would increase hazards within the project area. All construction within existing roadways would be temporary and the roadways would be restored to their existing condition after construction is complete. No impact would result. Reference.' EIR pp. 4.12-9 7. Inadequate Emergency Access: Lane closures could temporarily affect emergency access in these areas; however, as listed in Table 3-1 in Chapter 3, Project Description, traffic- control plans will be prepared to address construction traffic and road closures within the public rights-of-way of the Cities of Costa Mesa, Huntington Beach, and Newport Beach. The traffic-control plans would include provisions to ensure emergency vehicle access, signage, and flagmen to ensure adequate emergency access is maintained throughout construction within public rights-of-way. Once completed, the roadways would be restored to their original condition and emergency access would not be affected. Therefore, impacts to emergency access would be less than significant. Reference.: EIR pp. 4.12-9 to pp 4.12-10 8. Public Transit, Bicycle, or Pedestrian Safety and Performance: The proposed project would not result in any conflicts with adopted policies, plans, or programs that support alternative transportation,as all proposed pipelines would be located underground and the ground surface would be returned to current conditions following construction. However, during construction within Canyon Drive, 19th Street, and Brookhurst Street,bus service, bicycle lanes, and pedestrian sidewalks within these roadways may be temporarily impacted. As listed in Table 3-1 in Chapter 3, Project Description, traffic-control plans will be prepared to address construction traffic and road closures within the public rights- of-way of the Cities of Costa Mesa, Huntington Beach, and Newport Beach. The traffic- control plans will include provisions for the allowance of bicyclist, pedestrian, and bus 7193 26 May 2014 Return to Aaenda Report access throughout construction. Therefore, with implementation of the traffic-control plans, impacts would be less than significant. Reference: EIR pp. 4.12-10 M. Utilities,Service Systems, and Energy 1. Exceed Wastewater Treatment Requirements: the proposed project would continue to comply with all applicable permits and would not exceed wastewater treatment requirements. Impacts would be less than significant. Reference: EIR pp. 4.13-16 2. Construction of New Water or Wastewater Treatment Facilities: implementation of the proposed project would not require or result in the construction of new water or wastewater treatment facilities which could cause significant environmental impact, impacts would be less than significant. Reference: EIR pp. 4.13-16 3. Construction of Storm Water Drainage Facilities: The proposed project would result in no net increase in impervious surface area since all disturbed areas would be returned to pre- project conditions upon completion of construction and the 20-foot-wide access road would be permeable. Construction of the proposed project would not require new stormwater drainage facilities or the expansion of existing facilities since construction best management practices (BMPs)would be implemented. As a result, impacts would be less than significant. Reference: EIR pp. 4.13-17 4. Sufficient Water Supplies: The proposed project may require water for construction- related activities, including watering dirt or dusty materials, and washing down streets or paved areas. OCSD, CMSD, and the City of Newport Beach's existing water entitlements and resources would be adequate to support the proposed project's needs. No water would be used during the operational stage of the proposed project. Therefore, the proposed project would have sufficient water supplies and no new or expanded entitlements would be needed, and impacts would be less than significant. Reference: EIR pp. 4.13-17 5. Adequate Wastewater Treatment Capacity: The project would not increase the total amount of wastewater to be treated at OCSD Plant No. 2, nor does it involve the development of any land uses that would result in increased demand for wastewater treatment. Therefore, impacts would be less than significant. Reference.' FIR pp. 4.13-17 to pp. 4.13-18 7193 27 May 2014 6. Sufficient Landfill Capacity: Solid waste generated from the proposed project would include debris from pump station abandonment and trash accumulated by the construction crew. Impacts to surrounding landfills would be temporary during the construction phase, and impacts associated with sufficient landfill capacity to accommodate the proposed project's solid waste disposal needs would be less than significant. Reference: EIR pp. 4.13-18 7. Comply with Solid Waste Regulations: All trash produced by contractors and equipment operators would be removed from the project area daily and disposed of properly in accordance with federal, state, and local statutes and regulations related to solid waste. Efforts will be made to recycle all reusable materials in cooperation with local agencies and businesses. Impacts would be less than significant. Reference: EIR pp. 4.13-18 8. Exceed Available Energy Supply (Construction): Construction of the proposed project would result in a temporary increase in energy consumption. The current supply of energy resources would be sufficient to serve construction activities and impacts would be considered less than significant. Reference: EIR pp. 4.13-18 to pp. 4.13-19 9. Exceed Available Energy Supply (Operation): Operation of the proposed project would result in minimal energy consumption due to vehicle trips to and from the project area during operation and maintenance activities. However, the proposed project would not require any energy resources to operate efficiently. Impacts would be less than significant. Reference.: EIR pp. 4.13-19 10. Wasteful or Inefficient Energy Consumption (Construction): Construction of the proposed project would result in a temporary increase in energy consumption due to the use of construction equipment and vehicles. The proposed project would integrate design features and construction measures that would help to reduce the energy use associated with construction equipment and vehicles. As a result, construction of the proposed project would not result in wasteful, inefficient, or unnecessary use of energy, and impacts would be less than significant. Reference.: EIR pp. 4.13-19 11. Wasteful or Inefficient Energy Consumption (Operation): The proposed project would allow for the abandonment of eight pump stations (six CMSD pump stations, one City of Newport Beach pump station, and one private pump station), which would dramatically reduce the amount of energy resources consumed by the existing wastewater infrastructure. As a result, operation of the proposed project would not result in wasteful, inefficient, or unnecessary use of energy, and impacts would be less than significant. Reference: EIR pp. 4.13-19 to pp. 4.13-20 7193 28 May 2014 Return to Aaenda Report III. Environmental Impacts Found To Be Less Than Significant After Mitigation The EIR identifies significant impacts that are reduced to a "less-than-significant' level provided that the mitigation measures identified in the EIR are incorporated into the project. These measures avoid, minimize, rectify, or reduce significant effects identified in the EIR to a less than significant level. OCSD, having reviewed and considered the information contained in the EIR, finds pursuant to Public Resources Code Section 21081(a)(1) and Guidelines Section 15091(a)(1) that the following potentially significant impacts will be less than significant after implementation of the specified mitigation measures. These mitigation measures are presented in the Mitigation Monitoring and Reporting Program, which the Board is adopting concurrently with these findings. A. Biological Resources 1. Direct or Indirect Impacts on Special-Status Species: Impact BIO-1 Description of Significant Effects: Temporary direct impacts to 621 individual southern tarplants are considered significant due to the relative rarity of this species, as indicated by its CRPR of 1B.1. In addition, impacts may occur outside the proposed impact area and may occur in the future during maintenance/repair; these impacts would be significant. Reference: EIR pp. 4.3-2 Impact BIO-2 Description of Significant Effects: The proposed project would also have potentially significant short- and long-term indirect impacts to special-status plant species. Potential short- and long-term indirect impacts to southern tarplant in the project study area would primarily result from the generation of fugitive dust, chemical pollutants, altered hydrology, increased human activity, and other adverse effects that may be associated with construction and future maintenance activities within and adjacent to Talbert Regional Park. Indirect impacts to special-status plant species would be significant. Reference: EIR pp. 4.3-24 and 4.3-25 Impact BIO-3 Description of Significant Effects: The permanent direct impact of 0.01 acre of wetlands/riparian habitat and 0.02 acre of coastal sage scrub due to new manholes has the potential to adversely affect special-status wildlife species. Three manholes would partially encroach within adjacent southern willow scrub and mule fat scrub habitat and two manholes would remove coastal sage scrub habitat within and immediately adjacent 7193 29 May 2014 to existing dirt roads. These habitats potentially support several special-status upland and riparian bird species. Specific impacts include the permanent loss of suitable breeding habitat and/or foraging habitat for special-status wildlife species. Therefore, these potential permanent direct impacts are considered significant. Reference: EIR pp. 4.3-25 Impact BIO-4 Description of Significant Effects: Temporary direct impacts to 1.06 acres of wetlands/riparian habitat and 0.19 acre of coastal sage scrub habitat associated with construction of the proposed project could adversely affect special-status wildlife species that use these habitats. In particular,the one observed territory of least Bell's vireo within Talbert Regional Park would be temporarily impacted during construction. Specific impacts include the temporary loss of suitable breeding habitat and/or foraging habitat for special-status wildlife species, including least Bell's vireo. Therefore, these potential temporary direct impacts are considered significant. Reference: EIR pp. 4.3-25 Impact BIO-5 Description of Significant Effects: Noise generated during construction may significantly affect off-site light-footed clapper rail (within the Santa Ana River Marsh)throughout the year and special-status wildlife during the breeding season due to disruption of reproduction potential, resulting in population declines. Noise generated by future maintenance and repair during the breeding season of special-status wildlife has the potential to significantly impact special-status wildlife. Therefore, short- and long-term indirect impacts associated with the proposed project would be significant. Reference.: EIR pp. 4.3-26 2. Direct or Indirect Impacts to Non-Special-Status Vegetation Communities: Impact BIO-6 Description of Significant Effects.: Due to the rarity of wetland/riparian communities, and the fact that portions of these areas were revegetated as mitigation for other projects and are regulated jurisdictional communities, the proposed project's permanent direct impacts to wetlands/riparian vegetation communities are considered significant. Reference.' EIR pp. 4.3-28 Impact BIO-7 Description of Significant Effects: Due to the rarity of wetland/riparian communities, and the fact that portions of these area were revegetated as mitigation for other projects and we regulated jurisdictional communities, the proposed project's temporary direct impacts 7193 30 May 2014 Return to Aaenda Report to special-status vegetation communities (wetlands/riparian and coastal sage scrub) are considered significant. Reference: EIR pp. 4.3-28 Impact BIO-8 Description of Significant Effects: Given the rarity of wetland/riparian and coastal sage scrub vegetation communities and special-status species supported by these communities in this area, long-term direct temporary impacts we considered significant. Reference: EIR pp. 4.3-28 Impact BIO-9 Description of Significant Effects: Potential short- and long-term indirect impacts to special-status vegetation communities in the project study area would primarily result from the generation of fugitive dust, chemical pollutants, altered hydrology, increased human activity, and other adverse effects that may be associated with construction and future maintenance activities of the proposed project within and adjacent to Talbert Regional Park. The proposed project's potential short- and long-term indirect impacts to special-status vegetation communities are considered significant. Reference.: EIR pp. 4.3-28 3. Direct or Indirect Impacts to Federally Protected Wetlands: Impact BIO-10 Description of Significant Effects: The proposed project would result in temporary and permanent direct impacts to several jurisdictional waters, including wetlands. The identified direct permanent impacts to jurisdictional waters of 0.01 acre of new manholes are considered significant absent mitigation. Reference: EIR pp. 4.3-29 Impact BIO-11 Description of Significant Effects: Temporary construction activities and long-term maintenance and repairs within jurisdictional waters would require review and approval by wetlands resources agencies and these impacts are also considered significant. Reference: EIR pp. 4.3-29 Impact BIO-12 Description of Significant Effects: The potential for frac-out (as well as associated cleanup activities) would have temporary direct impacts on an undetermined area of perennial unvegetated waters (the Santa Ana River). Temporary direct impacts may include mortality of benthic macroinvertebrates, fish, and aquatic plants. Therefore, 7193 31 May 2014 temporary direct impacts to jurisdictional waters as a result of HDD operations would be significant. Reference: EIR pp. 4.3-30 Impact BIO-13 Description of Significant Effects: Potential short- and long-term indirect impacts to jurisdictional waters in the project study area would primarily result from the generation of fugitive dust, chemical pollutants, altered hydrology, increased human activity, and other adverse effects that may be associated with construction and future maintenance activities of the proposed project. Potential short- and long-term indirect impacts to jurisdictional waters, including wetlands, in the project study area are considered significant as well. Reference: EIR pp. 4.3-30 4. Direct or Indirect Impacts to Wildlife Corridors: Impact BIO-14 Description of Significant Effects: Temporary direct impacts to 1.06 acres of wetlands/riparian habitat and 0.19 acre of coastal sage scrub habitats associated with the proposed project could adversely affect special-status wildlife species behavior, and therefore temporarily impact wildlife movement/habitat linkage functions. These impacts are considered significant. Reference: EIR pp. 4.3-31 Impact BIO-15 Description of Significant Effects: Potential short- and long-term indirect impacts on wildlife movement/habitat linkage functions in the project study area would primarily result from potential additional fugitive dust, noise, chemical pollutants, human activity, non-native animal species, and other adverse effects that may be associated with construction and future maintenance activities of the proposed project within and adjacent to Talbert Regional Park. These potential short- and long-term indirect impacts due to construction and future maintenance and repair are considered significant. Reference: EIR pp. 4.3-31 Mitigation Measures: Mitigation Measure BIO-1: Mitigation for direct permanent and temporary impacts shall be implemented through on-site restoration and enhancement/restoration of coastal sage scrub and riparian/wetland communities. In accordance with the mitigation ratios presented in Table 4.3-8. All temporary impacts to vegetated areas within Talbert Nature Reserve will be restored with appropriate native vegetation (including impacts to 7193 32 May 2014 Return to Aaenda Report disturbed vegetation, such as ruderal, ornamental, and annual grassland). A total of 1.79 acres are expected to be restored, offsetting all permanent and temporary significant impacts to vegetation communities and existing mitigation areas. These mitigation areas have been identified and determined to feasibly support the proposed native revegetation to adequately mitigate project impacts. Feasibility of native revegetation is primarily based on suitable soils, slopes, and aspect as well as the presence of similar native vegetation adjacent to the proposed mitigation areas. See page 4.3-35 — 4.3-36 for additional detail. Mitigation Measure BIO-2: Project construction shall be completed by each agency (OCSD, CMSD, and the City of Newport Beach) in conformance with the County of Orange Central and Coastal Subregion Natural Community Conservation Planning and Habitat Conservation Plan (NCCP/HCP),which provides for avoidance of impacts during the breeding season of most special-status wildlife species as well as minimization of impacts to biological resources. See page 4.3-37—4.3-39 for specific procedures. Mitigation Measure BIO-3: OCSD, CMSD, and the City of Newport Beach shall each develop an operations and maintenance manual for the project components within each agency's service area. The operations and maintenance manuals, to be developed in coordination with Orange County Parks (OC Parks), shall outline the restrictions and best practices related to conducting operations, maintenance, and potential repair activities within Talbert Regional Park. A draft Operations & Maintenance Manual is included as Appendix J of the Biological Technical Report (Appendix Q. See page 4.3-39 for additional detail. Mitigation Measure BIO-4: OCSD, CMSD, and the City of Newport Beach shall each be responsible for monitoring noise impacts to sensitive wildlife species. Regardless of the time of year,during construction of the OCSD trunk sewer, a noise barrier shall be placed along the southern edge of the alignment adjacent to the Santa Ana River Marsh to minimize adverse noise impacts to the light-footed clapper rail. Construction activities in this vicinity will be also minimized to extent feasible to reduce the potential for disturbance to light-footed clapper rail (e.g., prior to utilizing this area for staging or storage, OCSD or the Contractor shall document the need for construction activities to occur in this area and the lack of suitable alternative sites). During the bird breeding season (February 15—July 15), construction activities associated with the OCSD, CMSD, and City of Newport Beach components that have the potential to generate greater than 60 A-weigbted decibels (dBA) hourly equivalent level (Ley) shall be monitored by a qualified biologist to confirm that construction-generated noise is less than 60 dBA hourly Ley at the location of any coastal California gnatcatcher, least Bell's vireo, light- footed clapper rail, and/or raptor nests. Nest locations shall be determined by conducting focused surveys weekly during the bird breeding season within 300 feet of any current or planned construction. See page 4.3-39—4.3-40 for specific procedures. 7193 33 May 2014 Mitigation Measure B/0-5: OCSD shall prepare and implement a frac-out contingency plan. The plan shall be approved by the ACOE, CDFW, RWQCB, CCC, and USFWS. The contingency plan is intended to minimize the potential for a frac-out associated with tunneling activities; provide for the timely detection of frac-outs; and ensure an organized, timely, and "minimum-impact' response in the event of an unlikely frac-out and release of drilling lubricant(i.e.,bentonite). See page 4.3-40 for specific procedures. Finding: The Board finds that the recommended mitigation measures in the EIR, MM-BIO-I through MM-BIO-S,will reduce identified impacts to biological resources (Impact BIO-1 through BIO-15) to less than significant levels. Mitigation measures MM-BIO-1 through MM-BIO-S are adopted. B. Cultural Resources 1. Impacts to Archaeological Resources: Impact CUL-1 Description of Significant Effects.: Given the characteristics of the project area as a low- lying floodplain that was periodically inundated, the potential for intact, unknown, subsurface prehistoric archaeological materials to be present in the project area is considered very low. However, in the unexpected event that grading and excavation activities during construction of the proposed project unearth intact archaeological materials, impacts would be potentially significant. Reference.: EIR pp. 4.4-11 to pp. 4.4-12 2. Impacts to Paleontological Resources: Impact CUL-2 Description of Significant Effects: Since the exact location and depth of sensitive paleontological resources are unknown, in the event that unexpected, intact paleontological resources are unearthed during construction, impacts would be potentially significant. Reference: EIR pp. 4.4-12 3. Impacts to Human Remains: Impact CUL-3 Description of Significant Effects: The project area is not currently, nor has it historically, been used as a cemetery. It is highly unlikely that the low-lying Santa Ana River floodplain was used for human inhabitants and there is a low probability of encountering human remains. However, in the unexpected event that human remains are unearthed during construction activities, impacts would be potentially significant. Reference: EIR pp. 4.4-12 7193 34 May 2014 Return to Aaenda Report Mitigation Measures: Mitigation Measures CUL-1: Prior to the start of any earthmoving activity within the OCSD, CMSD, or City of Newport Beach service areas of the proposed project, an archaeological monitor and Native American representative shall be retained by the agency conducting earthmoving activity to monitor ground-disturbing activities associated with their respective components of the proposed project. See page 4.4-13 for specific procedures. Mitigation Measures CUL-2: Based on geotechnical findings and the construction design plans for the proposed OCSD, CMSD, and City of Newport Beach pipelines, an Orange County-certified (OCC) paleontologist shall be retained by the agency conducting earthmoving activity. Based on geotechnical findings and the final construction design plans for the proposed OCSD, CMSD, and City of Newport Beach pipelines, the OCC paleontologist shall develop a paleontological resources mitigation and monitoring plan for each agency's respective components of the proposed project, prior to construction. See page 4.4-14 for specific procedures. Mitigation Measures CUL-3: In the event of accidental discovery of any human remains during construction of the proposed project, the agency responsible for the discovery shall contact the county coroner immediately and construction activities shall be halted in accordance with Section 15064.5(e)(1) of the CEQA Guidelines and California Health and Safety Code Section 7050.5. See page 4.4-14 for specific procedures. Finding: The Board finds that the recommended mitigation measures in the EIR, MM-CUL-1 through MM-CUL-3, will reduce identified impacts to cultural resources (Impact CUL-1 through CUL-3) to less than significant levels. Mitigation measures MM-CUL-1 through MM-CUL-3 are adopted. Reference: EIR pp. 4.4-13 to pp. 4.4-14 C. Hazards and Hazardous Materials 1. Accidental Release of Hazardous Materials: Impact HAZ-1 Description of Significant Effects: The project area includes a number of areas with (mown hazardous materials and areas with the potential to contain hazardous materials in the surrounding area. Of the 49 sites identified in the Environmental Data Resources (EDR) report, the former Newport Terrace Landfill was the only identified open release site that may have impacted the environmental conditions in the project area. Due to the potential to encounter refuse and other hazardous materials during installation of the three pipelines listed above, impacts would be significant. 7193 35 May 2014 Reference: EIR pp. 4.7-12 2. Hazardous Materials Release within One-quarter Mile of a School: Impact HAZ-2 Description of Significant Effects: Due to the proximity to the former Newport Terrace Landfill and potential to encounter refuse and other hazardous materials during installation of the three pipelines listed above, impacts due to potential releases within one-quarter mile of an existing school would be significant. Reference: EIR pp. 4.7-13 3. Hazardous Materials Site Pursuant to Government Code Section 65962.5: Impact HAZ-3 Description of Significant Effects: The EDR report revealed one open release site, the former Newport Terrace Landfill, which has the potential to result in significant hazards to the public or the environment during excavation for the proposed pipelines. During excavation for the proposed CMSD 12-inch sewer(19th Street), the proposed OCSD 24- inch gravity sewer (eastern border of Talbert Regional Park), and the proposed City of Newport Beach 18-inch sewer (northwest comer of the City of Newport Beach jurisdiction),potential impacts would be significant. Reference: EIR pp. 4.7-13 to pp. 4.7-14 Mitigation Measures: Mitigation Measure HAZ-1: OCSD, CMSD, and the City of Newport Beach shall each be responsible for all aspects of mobilization, set-up, operation, testing, and management; providing 24-hour trained personnel for monitoring and operation; pressure testing; spill containment at all points of suction, discharge, and ramp crossing connections; and spill management, including cleanup and replacement of damaged property and fines. See page 4.7-15 for additional information. Mitigation Measure HAZ-2: Prior to performing work within or adjacent of the former landfill, contractors for OCSD, CMSD, and City of Newport Beach shall contact Orange County Health Care Agency (OCHCA), the Lead Enforcement Agency (LEA) for the landfill as well as monitor construction and excavation activities. See Page 4.7-15 to 4.7- 16 for additional information. Mitigation Measures HAZ-3: During construction within 100 feet of the identified Department of Conservation, Division of Oil, Gas, and Geothermal Resources (DOGGR) wells, OCSD shall conduct air monitoring every 15 minutes and visual observation. If contamination is encountered, the contractors shall follow the Hazardous Materials Contingency Plan(see MM-HAZ-4). 7193 36 May 2014 Return to Aaenda Report Mitigation Measure HAZ-4: OCSD, CMSD, and the City of Newport Beach shall each prepare a hazardous materials contingency plan for their respective portions of the proposed project that will incorporate the appropriate procedures for the handling and disposal of potentially hazardous materials in accordance with local, State and Federal Regulations See page 4.7-16 for specific procedures. Finding: The Board finds that the recommended mitigation measures in the EIR, MM-HAZ-1 through MM-HAZ4, will reduce identified hazards and hazardous materials impacts (Impact HAZ-2 through HAZ-4)to less than significant levels. Mitigation measures MM- HAZ-1 through MM-HAZ4 are adopted. Reference.: FIR pp. 4.7-15 to pp. 4.7-16 D. Hydrology and Water Quality 1. Water Quality Standards or Waste Discharge Requirement (Construction): Description of Significant Effects: Horizontal directional drilling (HDD) construction methods would be used to install an inverted gravity sewer siphon beneath the Santa Ana River and to install a 24-inch sewer in Canyon Drive. To reduce potential impacts associated with frac-out, Mitigation Measure BIO-5 has been provided (see Section 4.3, Biological Resources) and would require OCSD and/or project contractors to prepare a frac-out contingency plan for distribution and approval by the ACOE, CDFW, RWQCB, CCC, and USFWS. Therefore, with implementation of an approved frac-out contingency plan, potential impacts associated with HDD construction methods would be less than significant. Reference: EIR pp. 4.8-15 Mitigation Measures: Mitigation Measure BI0-5: See Mitigation Measure BIO-5 above. Finding: The Board finds that the recommended mitigation measures in the EIR, MM-BIO-S, will reduce identified hydrology and water quality impacts to less than significant levels. As previously stated,mitigation measures MM-BIO-S is adopted. Reference.: EIR pp. 4.8-15 and pp. 4.3-40 E.Noise 1. Temporary or Periodic Increase in Ambient Noise (Construction): Description of Significant Effects: At locations that are more remote and not currently influenced by regular human activity, construction noise would be considerably louder 7193 37 May 2014 than the low existing ambient levels. To avoid a significant impact, Mitigation Measure MM-BIO-4 would limit construction in areas where gnatcatcher habitat occurs within 500 feet of the construction area to the period between September 1 and March 1, the non-breeding season. Therefore, noise impacts to special-status species during construction would be less than significant. Reference: EIR pp. 4.10-14 to pp. 4.10-15 2. Temporary or Periodic Increase in Ambient Noise (Operation): Impact N0I-2 Description of Significant Effects: Once the new alignment is operational, a vacuum truck would be used periodically (approximately on a monthly basis) to clean the system's inverted sewer siphon. These maintenance activities, though relatively brief (typically on the order of 4 to 5 hours duration), would result in noise levels well above the 60 dBA Ley threshold for special-status species, depending upon the distance from the work location to the habitat area. A noise barrier (soundwall) would not provide sufficient reduction, and truck enclosures or other technologies would not be practical to implement for this type of periodic work. In order to ensure that the high levels of noise associated with periodic maintenance do not adversely affect special-status species, during the breeding season, the vacuum truck would be operated from the existing Plant 2, which is not in proximity to special-status species habitat. Additionally, mitigation has been provided in the Biological Resources section of the EIR (MM-BIO-4 in Section 4.3.5) and OCSD will continue to conduct bird surveys annually. Noise impacts to special-status species during periodic maintenance associated with operation would be significant absent mitigation. Reference: EIR pp. 4.10-15 Mitigation Measures: Mitigation Measure BLO-4: See Mitigation Measure BIO-4. Findine: Mitigation provided in the Biological Resources section of the EIR (MM-BIO-4 in Section 4.3.5) would reduce potentially significant impacts related to temporary or periodic increase in noise to less than significant levels. Additionally, OCSD will continue to conduct bird surveys annually. The Board finds that the recommended mitigation measures in the EIR, MM-BIO-4, will reduce identified impacts. As previously stated,mitigation measure MM-BIO-4 is adopted. Reference.: EIR pp. 4.10-15 and pp. 4.3-38 7193 38 May 2014 Return to Aaenda Report IV. Findings Regarding Impacts That Are Found To Be Significant and Unavoidable OCSD hereby finds that the following environmental impacts are significant and unavoidable. These findings are based on the discussion of impacts in Chapter 4 of the EIR. A.Noise 1. Temporary or Periodic Increase in Ambient Noise (Construction): Impact NOI-1 Description of Significant Effects: Construction of the proposed project would temporarily increase ambient noise levels by more than 5 dB, and therefore construction noise impacts with respect to a temporary or periodic increase in ambient noise levels in the project area would be potentially significant. Reference.: FIR pp. 4.10-14 Mitigation Measures: Mitigation Measure NOLI: The Orange County Sanitation District (OCSD), Costa Mesa Sanitary District (CMSD), and City of Newport Beach shall each require their respective contractors to implement the following measures during construction of the proposed project,to the extent feasible: • Construction shall not occur between the hours of 6:30 p.m. and 7:00 a.m. Monday through Friday, between 6:00 p.m. and 9:00 a.m. on Saturday, or at any time on Sundays or federal holidays. The hours of construction, including noisy maintenance activities and all material transport, shall be restricted to the periods and days permitted by the local noise or other applicable ordinance. • All noise-producing project equipment and vehicles using internal-combustion engines shall be equipped with mufflers, air-inlet silencers where appropriate, and any other shrouds, shields,or other noise-reducing features in good operating condition that meet or exceed original factory specifications. Mobile or fixed "package" equipment (e.g., are welders, air compressors) shall be equipped with shrouds and noise-control features that are readily available for that type of equipment. • All mobile or fixed noise-producing equipment used on the project that are regulated for noise output by a local, state, or federal agency shall comply with such regulations while in the course of project activity. • Electrically powered equipment shall be used instead of pneumatic or internal- combustion-powered equipment, where feasible. 7193 39 May 2014 • Material stockpiles and mobile equipment staging, parking, and maintenance areas shall be located as far as practicable from noise-sensitive receptors. • Construction site and access road speed limits shall be established and enforced during the construction period. • The use of noise-producing signals, including homs, whistles, alarms, and bells, shall be for safety warning purposes only. • No project-related public address or music system shall be audible at any adjacent receptor. Finding: The Board finds that noise impacts during construction activities would be significant and unavoidable; Mitigation Measure MM-NOI-1 is adopted and will reduce this impact, but not to a level of insignificance. This impact is overridden by project benefits as set forth in the statement of overriding considerations adopted concurrently herewith. Rationale: Implementation of the mitigation measure outlined above would reduce the noise levels associated with construction of the proposed project to the maximum extent practicable. However, even with implementation of the mitigation measure MM-NCI-1, the daytime noise levels from construction of the proposed project, especially the proposed CMSD and City of Newport Beach facilities, are expected to substantially exceed the existing daytime ambient noise levels at the nearest residential uses and thus could result in a substantial disturbance to these sensitive receptors. Therefore, because construction activities associated with the proposed project would generate a substantial temporary or periodic increase in ambient noise levels in the project area, this impact would remain significant and unavoidable. Reference: EIR pp. 4.10-16 to pp.4.10-17 V. Findings Regarding Project Alternatives Project Objectives 1. Provide a reliable conveyance system for projected 2030 wastewater flows tributary to each of the existing sewer pump stations proposed to be abandoned. 2. Provide infrastructure that may be efficiently maintained and easily accessed in the event of an emergency. 3. Reduce the risk of spills in the local agency wastewater collection system due to system failure. 4. Avoid operational risks associated with pump stations in the wastewater collection system. 7193 40 May 2014 Return to Aaenda Report 5. Avoid substantial disruption in the Talbert Nature Preserve for construction and operation. 6. Avoid the need for new easements from private property owners. 7. Avoid substantial traffic disruption during the construction phase, particularly on Victoria Street and Hamilton Avenue. 8. Provide a solution that reduces the potential for chronic noise and odor complaints. Project Alternatives This section discusses four alternatives to the proposed project, including the No Project Alternative. The No Project Alternative is a required element of an EIR pursuant to Section 15126.6(e) of the CEQA Guidelines that examines the environmental effects that would occur if the project were not approved. The other alternatives are discussed as part of the "range of reasonable alternatives" selected by OCSD. The alternatives addressed in this section are listed below, followed by a more detailed discussion of each: • No Project Alternative • Plant No. 2 Pump Station Alternative • Victoria Street Force Main Alternative • Victoria Street Gravity Alternative 1. No Project Alternative (EIR, section 7.5.1 pp. 7-4 to pp. 7-10) Alternative Description: Under the No Project Alternative, a new OCSD sewer pipeline connecting the City of Newport Beach Pump Station at Walkabout Circle (Newport Beach Pump Station) to OCSD Wastewater Treatment Plant No. 2 (Plant No. 2) would not be constructed, nor would it include the construction of the Costa Mesa Sanitary District (CMSD) and City of Newport Beach pipelines, or abandonment of associated pump stations. The project area would not be impacted by construction of the pipelines, or abandonment of the pump stations (all eight pump stations would remain in service). Without a new OCSD sewer pipeline, there would continue to be risks associated with facility failure of the eight existing pump stations. As such, the existing 9,800-foot Fairview Road Trunk Sewer, which extends along Fairview Avenue between Newport Boulevard and West Baker Street northeast of the project site, would require upsizing with a parallel or replacement sewer to accommodate higher future projected wet- weather flows. Finding: The Board rejects this alternative for the following reasons: The No Project Alternative would require upsizing of the Fairview Road Trunk Sewer with a parallel or replacement sewer. This upsizing would meet the project objectives of providing a reliable conveyance system for future projected flows, reducing the risk of system failure, 7193 41 May 2014 and avoiding substantial disruption in Talbert Regional Park. The No Project Alternative would also meet the project objectives of avoiding the need for new easements from private property owners, avoiding traffic on Victoria Street/Hamilton Avenue, and avoiding the potential for chronic noise and odor complaints at high points in the pipeline profile. However, the No Project Alternative would not meet the project objective of providing infrastructure that may be easily accessed in the event of an emergency, since the Fairview Road Trunk Sewer runs beneath Fairview Road(a major arterial roadway in the City of Costa Mesa). Nor would the No Project Alternative meet the project objective of avoiding operational risks associated with pump stations, since none of the pump stations would be abandoned under this alternative. The No Project Alternative would meet some,but not all,project objectives. Rationale: This alternative does not meet all project alternatives. This alternative would not provide infrastructure that can be easily accessed in the event of an emergency. Nor would this alternative avoid operational risks associated with pump stations, since none of the pump stations would be abandoned under this alternative. Additionally as set forth in detail in the EIR, this alternative would result in greater impacts to GHG emissions, traffic and circulation, and utilities, service systems, and energy than the proposed Project. 2. Plant No. 2 Pump Station Alternative(EIR section 7.5.2 pp. 7-10 to pp. 7-16) Alternative Description: Under the Plant No. 2 Pump Station Alternative, the OCSD sewer pipeline would have a similar alignment to the proposed project, and would include the construction of approximately 3,400 linear feet of 24-inch-diameter gravity sewer from the existing Newport Beach Pump Station site. The OCSD sewer pipeline would extend south along the eastern border of Talbert Regional Park and then west from the terminus of 19th Street toward the Santa Ana River. Construction of the CMSD and City of Newport Beach pipelines and abandonment of associated pump stations would occur under this alternative. Construction of the CMSD and City of Newport Beach pipelines and abandonment of associated pump stations would occur under this alternative. The vertical shaft on the east side of the Santa Ana River would be converted to a drop manhole to transition the flow from the 24-inch upstream gravity sewer to the 24-inch downstream gravity sewer installed within the jacked casing. The vertical shaft on the west side of the Santa Ana River would be within the OCSD Plant No. 2 and would be converted to a wet well for a submersible pump station or a conventional wet-pit/dry-pit pump station. The new pump station located in OCSD Plant No. 2 would convey flows with approximately 350 linear feet of 14-inch-diameter force main to the existing Interplant Line in Brookburst Street Finding: The Board rejects this alternative for the following reasons: The Plant No. 2 Pump Station Alternative would meet the project objectives of providing a reliable conveyance system for future projected wastewater flows, providing for efficient 7193 42 May 2014 Return to Aaenda Report maintenance and ease of access during a spill or emergency, and reducing the risk of spills due to system failure. This alternative would also meet the project objectives of avoiding the need for a new regional pump station in Talbert Regional Park as well as avoiding the need for new easements from private property owners. In addition, the Plant No. 2 Pump Station Alternative would meet the project objective of avoiding substantial traffic disruption on Victoria Street and Hamilton Avenue because construction would not take place on these streets. Furthermore, this alternative would meet the objective of avoiding the potential for chronic noise and odor complaints due to force main air-release appurtenances required at high points in the pipeline profile. The Plant No. 2 Pump Station Alternative would meet all of the project objectives. Rationale: Although this alternative would meet all of the project objectives, this alternative would have greater impacts on air quality, biological resources, GHG emissions, and utilities, service systems, and energy compared to the proposed project. Additionally, this alternative would not avoid the project's significant and unavoidable construction noise impacts. 3. Victoria Street Force Main Alternative (EIR section 7.5.3 pp. 7-16 to pp. 7-22) Alternative Description: Under the Victoria Street Force Main Alternative, the OCSD sewer pipeline would be constructed as approximately 3,200 linear feet of 14-inch- diameter trunk sewer force main from a new pump station adjacent to the existing Newport Beach Pump Station site. The trunk sewer force main would extend northwest along the northern border of Talbert Regional Park in the existing dirt trail. From there the trunk sewer force main would continue west on Victoria Street, which turns into Hamilton Avenue on the west side of the Santa Ana River. The pipeline would be installed within the existing bridge deck crossing the Santa Ana River. From the bridge, the pipeline would remain on Hamilton Avenue until the intersection at Brookhurst Street, where it would connect to the existing OCSD Interplant Line through a new drop manhole. Construction of the CMSD and City of Newport Beach pipelines and abandonment of associated pump stations would occur under this alternative. All pipelines would be installed by open trench construction methods, except for the portion installed within the existing bridge deck. This bridge deck section would be installed by sliding and supporting pipe segments into an existing empty bridge cell by use of spacers/rollers. Finding: The Board rejects this alternative for the following reasons: The Victoria Street Force Main Alternative would meet the project objectives of providing a reliable conveyance system for future projected wastewater flows, providing for efficient maintenance and ease of access during a spill or emergency, and reducing the risk of spills due to system failure. This alternative would also meet the project objective of avoiding the potential for chronic noise and odor complaints due to force main air-release 7193 43 May 2014 appurtenances required at high points in the pipeline profile. This alternative would not, however, meet the project objective of avoiding the need for new easements from private property owners, since easements would be required along Hamilton Avenue. Nor would this alternative meet the project objectives of avoiding substantial traffic disruption on Victoria Street/Hamilton Avenue or avoiding the need for a new regional pump station in Talbert Regional Park. Rationale: The Victoria Street Force Main Alternative would meet some, but not all of the project objectives. Additionally, as set forth in detail in the FIR, this alternative would have greater impacts associated with GHG emissions, and utilities, service systems, and energy than the proposed project. 4. Victoria Street Gravity Alternative(EIR section 7.5.4 pp. 7-22 to pp. 7-28) Alternative Description: Under the Victoria Street Gravity Alternative, the OCSD sewer pipeline would be constructed as approximately 1,500 linear feet of 24-inch-diameter gravity sewer from the existing Newport Beach Pump Station site. Construction of the CMSD and City of Newport Beach pipelines and abandonment of associated pump stations would occur under this alternative. The OCSD sewer pipeline would extend northwest along the northern border of Talbert Regional Park within the wide dirt trail (Trail A) toward Victoria Street. A 1,235-linear-foot-long inverted sewer siphon segment under the Santa Ana River would be installed by the HDD method. Once past the Santa Ana River, the pilot bore would curve upward and exit the ground beyond the easterly levee in Hamilton Avenue. Inverted sewer siphon inlet and outlet structures (manholes) would be installed at both ends of the HDD-installed pipeline and would serve as the transition points between the twin 14-inch inverted siphon segment of the pipeline and the 24-inch-diameter pipelines on either side. After the siphon, the flows would be conveyed by approximately 300 linear feet of 24- inch-diameter gravity sewer in Hamilton Avenue to the existing OCSD Interplant Line in Brookhurst Street. This segment of pipeline would be installed by open trench construction methods. Finding: The Board rejects this alternative for the following reasons. The Victoria Street Gravity Alternative would meet the project objectives of providing a reliable conveyance system for future projected wastewater flows, providing for efficient maintenance and ease of access during a spill or emergency, and reducing the risk of spills due to system failure. This alternative would also meet the project objectives of avoiding the potential for chronic noise and odor complaints due to force main air-release appurtenances required at high points in the pipeline profile, avoiding the need for new easements from private property owners, and avoiding the need for a new regional pump station in Talbert Regional Park. However, the Victoria Street Gravity Alternative would not meet 7193 44 May 2014 Return to Aaenda Report the project objective of avoiding substantial traffic disruption on Victoria Street/Hamilton Avenue. Therefore, this alternative would meet most of the project objectives. Rationale: The Victoria Street Gravity Alternative would meet some but not all of the project objectives. Additionally, as set forth in detail in the EIR, this alternative would have greater impacts associated with geologic hazards than the proposed Project VI. Findings Regarding Other CEQA Considerations Significant Irreversible Environmental Effects (EIR section 6.3 pp.6-3) The California Environmental Quality Act (CEQA) Guidelines (Section 15126.2(c)) require that an EIR identify significant and irreversible environmental changes that would be caused by the proposed project. Construction of the proposed project would consume fossil fuels, a non- renewable resource, to power construction vehicles and equipment. The proposed project would also require materials, including steel and concrete, to build the trunk sewer and other pipelines, and to fill the abandoned pump stations. Operation of the proposed project would not increase the use of fossil fuels. Therefore, the Board finds that the proposed project would not have significant irreversible environmental effects. Growth Inducing Impacts(EIR section 6.4 pp. 6-3) Implementation of the proposed project would not potentially or directly result in population growth or in the construction of additional housing in the project area. Construction of the proposed project would continue for approximately 2 years, although it is not anticipated to create employment opportunities beyond the levels normally available to construction workers in the area. While additional workers would be required during construction of the proposed project, it is anticipated that most of these workers would commute to the project area from surrounding communities. In addition, once constructed,the proposed project components would not require additional employees to maintain them. Therefore, the Board finds that the proposed project would not induce growth in the project area. VII. Findings Regarding Responses to Comments and Revisions in the Final EIR The final EIR includes the comments received on the EIR and responses to those comments. The focus of the responses to comments is on the disposition of significant environmental issues raised in the comments, as specified by CEQA Guidelines § 15088(b). Finding/Rationale: Responses to comments made on the EIR and revisions to the final EIR merely clarify and amplify the analysis presented in the document and do not trigger the need to recirculate per CEQA Guidelines § 15088.5(b). 7193 45 May 2014 Vill. Statement of Overriding Considerations As set forth in the preceding sections, OCSD's approval of the Southwest Costa Mesa Trunk Sewer Project No. 6-19 will result in a significant environmental impact that cannot be avoided even with the adoption of all feasible mitigation measures. Whenever a lead agency adopts a project which will result in a significant and unavoidable impact, the agency must, pursuant to Public Resources Code sections 21002 and 21081(b) and State CEQA Guidelines section 15093, state in writing the specific reasons to support its action based on the final EIR and/or other information in the administrative record. As documented in the EIR and as explained in the Findings, the Project will potentially result in one significant and unavoidable impact to the environment as follows: IMPACT NOI-1: Construction of the proposed project would temporarily increase ambient noise levels by more than 5 dB and therefore result in a temporary or periodic increase in ambient noise levels in the project area above levels existing without the project. The Board has balanced the Project's benefits against the Project's significant unavoidable noise impacts. The Board finds that the Project's benefits outweigh the Project's significant unavoidable impacts, and therefore finds that the Project's significant unavoidable impacts are acceptable. The Board finds that each of the following benefits is an overriding consideration, independent of the other benefits, that warrants approval of the Project notwithstanding the Project's significant and unavoidable impacts: 1. The proposed project would consolidate facilities and reduce the reliance on pump station infrastructure. This would reduce the overall risks associated with facility failure and the long-term operational, maintenance, and replacement costs associated with pump station infrastructure. 2. The proposed project would successfully divert flows from the Fairview Road Trunk Sewer, currently planned for upsizing to accommodate ultimate system flows. This diversion is expected to eliminate the need for upsizing of the Fairview Road Trunk Sewer, saving infrastructure replacement costs and impacts to the public during its construction phase. 3. The proposed project would improve reliability and longevity of the wastewater collection system,which would reduce the risk of spills and overflows due to system failure. 4. The demolition and removal of eight pump stations would reduce energy consumption and greenhouse gas emissions. 5. Without construction of the proposed project (No Project Alternative), pump station infrastructure would continue to be unreliable and infrastructure would not be put in place that allows for efficient maintenance and easy access in the event of an emergency. 7193 46 May 2014 Return to Aaenda Report Significant impacts resulting from inaction include GHG emissions, traffic and circulation, and utilities, service systems, and energy. 6. The proposed project would avoid substantial traffic and circulation disruption on Victoria Street/Hamilton Avenue, as well as, increased geologic hazards that would result under the Victoria Street Gravity Alternative. 7. The proposed project would avoid substantial impacts on air quality,biological resources, GHG emissions, and utilities, service systems, and energy that would result under the Plant No. 2 Pump Station Alternative. X. Adoption of Mitigation Monitoring And Reporting Program Pursuant to Public Resources Code Section 21081.6, a public agency making findings required by subdivision (a) of Section 21081 must adopt a reporting and monitoring program for the changes to the Project which have been adopted or made a condition of project approval in order to mitigate or avoid significant effects on the environment. The Board hereby adopts the Mitigation Monitoring and Reporting Program. The Board further finds that said program meets the requirements of Public Resources Code Section 21081.6 by ensuring compliance during project implementation with the mitigation measures identified in the EIR. The Mitigation Monitoring and Reporting Program is attached to these Findings as Exhibit "A." CONCLUSION For the foregoing reasons, OCSD finds that the project's significant, unavoidable environmental impacts associated with construction-related noise are outweighed by the above-referenced benefits, any one of which individually would be sufficient to outweigh the significant, unavoidable environmental effects of the proposed project. Therefore, the Board adopts these Findings and Statement of Overriding Considerations. 7193 47 May 2014 INTENTIONALLY LEFT BLANK 7193 48 May 2014 "Attachment B" Return to nnenda Report CHAPTER 11 MITIGATION MONITORING AND REPORTING PROGRAM 11.1 BACKGROUND Public Resources Code Section 21081.6 requires the Lead Agency to adopt a reporting or monitoring program for changes made to the project, or conditions of approval, adopted in order to mitigate or avoid significant effects on the environment and to monitor performance of the mitigation measures included in any environmental document to ensure that implementation takes place. The reporting or monitoring program must be designed to ensure compliance during project implementation. This Mitigation Monitoring and Reporting Program (MMRP) has been prepared by the Orange County Sanitation District (OCSD) to ensure that the proposed Southwest Costa Mesa Trunk Sewer Project No. 6-19 (proposed project) implements the environmental mitigation identified by the Final Environmental Impact Report (EIR) for the proposed project. The MMRP provides a mechanism for monitoring and reporting compliance with the mitigation measures identified in the EIR during project implementation. 11.2 RESPONSIBILITY OCSD is the designated Lead Agency for the EIR, and the Costa Mesa Sanitary District (CMSD) and City of Newport Beach are both responsible agencies for their components of the proposed project. OCSD, CMSD, and the City of Newport Beach are each responsible for review of their respective monitoring reports, enforcement actions, and document disposition. OCSD, CMSD, and the City of Newport Beach will rely on information provided by a monitor as accurate and up to date and will field check mitigation measure status as required. 11.3 ORGANIZATION This MMRP is organized in table format, by each mitigation measure(s). The mitigation measures in the table we identified by the alphanumeric code used in the Final EIR. The following items are identified for each mitigation measure: • Responsibility:This column assigns responsibility for the monitoring and reporting activities. • Mitigation Tindng: This column includes the general schedule for conducting monitoring and reporting activities and identifies both the timing and frequency of the action. • Monitoring and Reporting Procedure. This column outlines the appropriate monitoring and reporting procedures required to verify implementation of the mitigation measure. Southwest Costa Mesa Trunk Sewer Project No.6-19 7193 June 2014 11-1 CHAPTER 11—MITIGATION MONITORING AND REPORTING PROGRAM Table 11-1 Mitigation Monitoring and Reporting Program Proposed MRigag Responsibility Mitigation Timing Monitoring and Reporting Procedure Biological Resources MM-BIO-1-Mitigation for direct permanent and temporary impacts shall be OCSD,CMSD,City of The restoration plans OCSD,CMSD,and City of Newport implemented through on-site restoration of coastal sage scrub and Newport Beach shall be approved by the Beach to each document:(1)approval riparian/wetland communities within and adjacent to the alignment in ACOE,CDFW,RWCQB, of the applicable restoration plan;(2) accordance with the mitigation ratios presented in Table 4.3-8.All and CCC prior to implementation of the applicable temporary impacts to vegetated areas within Talbert Nature Reserve will be commencement of restoration plan during construction;and restored with appropriate native vegetation(including impacts to disturbed construction.The (3)implementation of restoration vegetation,such as ruderal,ornamental,and annual grassland).A total of restoration plans shall be requirements during project operation. 1.79 acres are expected to be restored,offsetting all permanent and implemented during temporary significant impacts to vegetation communities and existing construction.Restoration mitigation areas. These mitigation areas have been identified and required by maintenance detemlined to feasibly support the proposed native revegetation to and Ior repair activities adequately mitigate project impacts. Feasibility of native revegetation is shall be implemented primarily based on suitable soils,slopes,and aspect as well as the during project operation presence of similar native vegetation adjacent to the proposed mitigation in accordance with the areas. Operations& OCSD,CMSD,and the City of Newport Beach shall each develop and Maintenance Manual. implement a conceptual restoration plan for direct permanent and temporary impacts within each agency's service area as identified in Table 4.3-8(see Figures 3-3 and 3-4 for identification of service areas). The conceptual restoration plans shall provide for restoration of permanent and temporary impacts of construction and implementation of required additional enhancement(or other restoration)activities either on site,at an acceptable off-site location,or through acquisition of approved mitigation credits.Mitigation silelcredit acceptability will be determined by the ACOE, CDFW,RWQCB,and CCC.The conceptual restoration plans shall,at a minimum,include an implementation plan,plantinglseeding plan,invasive species eradication methods,interim and final success criteria/performance standards,estimated costs,and identification of responsible entities.The conceptual restoration plans shall be approved by the ACOE,CDFW, RWQCB,and CCC prior to construction of the proposed project. Temporary impacts that occur during construction,outside the approved Southwest Costa Mesa Trunk Sewer Project No.6-19 7193 June 2014 11-2 Return to Acenda Report CHAPTER 11—MITIGATION MONITORING AND REPORTING PROGRAM Table 11-1 Mitigation Monitoring and Reporting Program In Proposed Mitigation Responsibility Mitigation Timing Monitoring and Reporting Procedure limits,will require mitigation at a 1:1 ratio(1:1 in situ revegetation only). Future temporary impacts within the proposed utility easements due to maintenance andlor repair shall require restoration at a 1:1 ratio(in situ restoration only)in accordance with the approved Operations& Maintenance Manual. MM-BIO-&Project construction shall be completed by each agency(OCSD, OCSD,CMSD,City of During construction OCSD,CMSD,and City of Newport CMSD,and the City of Newport Beach)in conformance with the County of Newport Beach Beach to each document Orange Central and Coastal Subregion Natural Community Conservation implementation of measures in a Planning and Habitat Conservation Plan(NCCPIHCP),which provides for biological compliance report completed avoidance of impacts during the breeding season of most special-status by a designated,qualified project wildlife species as well as minimization of impacts to biological resources. biologist. Implementation of the following measures(text in italics is language directly taken from the Central/coastal NCCPIHCP)shall be documented in a biological compliance report completed by a designated,qualified project biologist.Whereas the conditions below reference coastal sage scrub(CSS), these measures will also apply to other native habitats within the project study area(i.e., riparian/wetland communities). 1)To the maximum extent practicable,no grading of CSS habitat that is occupied by nesting gnafcafchers will occur during the breeding season(February 15 through July 15).It is expressly understood that this provision and the remaining provisions of these"construction-related minimization measures,"are subject to public health and safety considerations. These considerations include unexpected slope stabilization,erosion control measure and emergency facility repairs.In the event of such public health and safety cimumstances,landowners or public agenciesruldiftes will provide USFWSICDFW with the maximum practicable notice (or such notice as is specified in the NCCPIHCP)to allow for capture of gnafcatchers,cactus wrens and any other CSS Identified Species that are not otherwise flushed and will carry out the following measures only to the extent as practicable in the context of the public health and safety considerations. Southwest Costa Mesa Trunk Sewer Project No.6-19 7193 June 2014 11-3 CHAPTER 11—MITIGATION MONITORING AND REPORTING PROGRAM Table 11-1 Mitigation Monitoring and Reporting Program Proposed Mitigation Responsibility Mitigation Timing Monitoring and Reporting Procedure 2)Prior to the commencement of grading operations or other activities involving significant soil disturbance,all areas of CSS habitat to be avoided under the previsions of the NCCPMCP,shall be identified with temporary fencing or other markers clearly visible to construction personnel.Additionally,prior to the commencement of grading operations or other activities involving disturbance of CSS, a survey[using USFWS-protocol survey methods]will be conducted to focal@ gnatcatchers and cactus wrens within 100 feet of the outer extent of projected soil disturbance activities and the locations of any such species shall be clearly marked and identified on the construction/grading plans. 3)A monitoring biologist,acceptable to USFWWDFW will be on site during any clearing of CSS.The landownerorrdevant public agency/utility will advise USFWSICDFW at least seven(7)calendar days(andproherably fourteen(14)calendar days)prior to the clearing ofany habitat occupied by Identified Species to allow USFWSrCDFW to work with the monitoring biologist in connection with bird flushinglicapture activities. The monitoring biologist will flush Identified Species(avian or other mobile Identified Species) from occupied habitat areas immediately prior to brush-cloadng and earth-moving activities.If birds cannot be flushed,they will be captured in mist nets,if feasible,and relocated to areas of the site to be protected or to the NCCPMCP Reserve System[mist net rapture and relocation is required for this project but may be conducted by the NCCPIHCP reserve ownerfmanager(s)j.it will be the responsibility of the monitoring biologist to assure that Identified bird species will not be directly impacted by brush-clearing and earth-moving equipment in a manner that also allows for construction activities on a finely basis. 4)Following the completion of initial gradingrearth movement activities, all areas of CSS habitat to be avoided by construction equipment and personnel will be marked with temporary fencing and other Southwest Costa Mesa Trunk Sewer Project No.6-19 7193 June 2014 114 Return In Aaerda Report CHAPTER 11—MITIGATION MONITORING AND REPORTING PROGRAM Table 11-1 Mitigation Monitoring and Reporting Program Proposed Mitigation Responsibility Mitigation Timing Monitoring and Reporting Procedure appropriate markers clearly visible to construction personnel.No construction access,parking or storage of equipment or materials will be permitted within such marked areas. 5)In areas bordering the NCCP Reserve System or Special U'nkage/Special Management areas containing significant CSS identified in the NCCPMCP for protection, vehicle transportation routes between cut-and-fill locations will be restricted to a minimum number during construction,consistent with project construction requirements. Waste dirt or rubble will not be deposited on adjacent CSS identified in the NCCPMCP for protection.Preconstmcthm meetings involving the monitoring biologist,construction supervisors and equipment operators will be conducted and documented to ensure maximum practicable adherence to these measures. 6)CSS identified in the NCCPMCP for protection and located within the likely dust drift radius of construction areas shall be periodically sprayed with water to reduce accumulated dust on the leaves as recommended by the monitoring biologist. In addition,the following measures not listed in the NCCPIHCP shall be implemented by OCSD,CMSD,and the City of Newport Beach under the direction of the project biologist: 1. At the end of each workday,the project biologist(or contractor under the direction of the project biologist)will check that all potential wildlife pitfalls(trenches,bores,and other excavations) have been backfilled,covered,or sloped to allow wildlife egress. Should wildlife individuals become trapped,a qualified biologist shall remove and relocate them. 2. All pipes or other construction materials or supplies will be covered or capped in storage or Iaydown areas at the end of each workday. No pipes or tubing of sizes or inside diameters ranging from 1 to 10 Southwest Costa Mesa Trunk Sewer Project No.6-19 7193 June 2014 11-5 CHAPTER 11—MITIGATION MONITORING AND REPORTING PROGRAM Table 11-1 Mitigation Monitoring and Reporting Program Proposed Mitigation Responsibility Mitigation Timing Monitoring and Reporting Procedure inches will be left open either temporarily or permanently. 3. No equipment maintenance will be performed within 100 feet of coastal sage scrub and/or wetland/riparian communities and jurisdictional waters,where petroleum products or other pollutants from the equipment may enter these areas. 4. All applicable measures of the current National Pollutant Discharge Elimination System(NPDES)permit for construction activities shall be implemented. MM•BIO.3-OCSD,CMSD,and the City of Newport Beach shall each develop OCSD,CMSD,City of Prior to commencement OCSD,CMSD,and City of Newport an operations and maintenance manual for the project components within each Newport Beach of construction Beach to each develop operations and agencys service area(see Figures 33 and 3-4for identification of service maintenance manuals in coordination areas). with OC Parks. The operations and maintenance manuals,to be developed in coordination with Orange County Parks(OC Parks),shall outline the restrictions and best practices related to conducting operations,maintenance,and potential repair activities within Talbert Regional Park.A draft Operations&Maintenance Manual is included as Appendix J of the Biological Technical Report (Appendix C).At a minimum,the manuals shall include:identification of designated access roads and gates; expected patrol and maintenance time intervals;routine repairlmaintenance activities and locations,areas and procedures to be used for routine weed abatement and clearing;procedures for notification of OC Parks regarding operations and maintenance activAies; measures to minimize dust,runoff,tmstddebds,chemical pollutant spills,and introduction of non-native invasive species;and any other anticipated operational activities.The manuals shall also provide for avoidance and minimization of maintenance activities during the bird breeding season (February 15-July 15)and restoration of temporary impacts at a 1:1 ratio(iry situ)where feasible. Southwest Costa Mesa Trunk Sewer Project No.6-19 7193 June 2014 11-6 Return bAaence Report CHAPTER 11-MITIGATION MONITORING AND REPORTING PROGRAM Table 11-1 Mitigation Monitoring and Reporting Program Proposed Mitigation Responsibility Mitigation Timing Monitoring and Reporting Procedure MM-13I04-OCSD,CMSD,and the City of Newport Beach shall each be OCSD,CMSD,City of During construction and Contractors to report to OCSD,CMSD, responsible for monitoring noise impacts to sensitive wildlife species. Newport Beach future maintenance andlor the City of Newport Beach that Regardless of the time of year,during construction of the OCSD trunk sewer, activities construction on behalf of each agency a noise barrier shall be placed along the southern edge of the alignment was completed outside of breeding adjacent to the Santa Ana River Marsh to minimize adverse noise impacts to season. the light-footed clapper rail.Construction activities in this vicinity will be also OR minimized to extent feasible to reduce the potential for disturbance to light- If any construction cannot be avoided footed clapper rail(e.g.,prior to utilizing this area for staging or storage, during the breeding season,the OCSD or the Contractor shall document the need for construction activities to contractor will report to OCSD,CMSD, occur in this area and the lack of suitable alternative sites)During the bird and/or the City of Newport Beach the breeding season(February 15-July 15),construction activities that have the results of the weekly biological survey potential to generate greater than 60 A-weighted decibels(dBA)hourly for nesting bird species. equivalent level(Leq)shall be monitored by a qualified biologist to confirm that construction-generated noise is less than 60 dBA hourly Leq at the location of any coastal California gnatcatcher,least Bell's vireo,light-footed clapper rail,and/or raptor nests.Nest locations shall be determined by conducting focused surveys weekly during the bird breeding season within 300 feet of any current or planned construction. If construction occurs within 300 feet of any active nests of these species,noise attenuation(e.g.,sound walls,limitatons on the duration/frequency of noise-generating activities) shall be implemented as necessary to reduce noise levels below the 60 dBA hourly Leq threshold.Additionally,after construction has been completed nest locations shall be detennined by conducting focused surveys annually during the bird breeding season within 300 feet of any current or planned operations or maintenance activities.This measure shall be incorporated into the operations and maintenance manual to be prepared by each agency(OCSD, CMSD,and City of Newport Beach)and shall apply to each agency's future operations and maintenance activities,such that routine maintenance near wildlife habitat areas is scheduled outside of the breeding season(to the extent practicable)and noise/activity limitations(as discussed above)are employed when maintenance and operations during the breeding season are unavoidable. Southwest Costa Mesa Trunk Sewer Project No.6-19 7193 June 2014 11-7 CHAPTER 11—MITIGATION MONITORING AND REPORTING PROGRAM Table 11-1 Mitigation Monitoring and Reporting Program Proposed III ilifligation Timing Monitoring and Reporting Procedure MM-Eill OCSD shall prepare and implement a frao-out contingency plan. OCSD Prior to commencement OCSD to prepare and submit frao-out The plan shall he approved by the ACOE,CDFW,RWOCB,CCC,and of construction plan for approval by the ACOE,CDFW, USFWS.The contingency plan is intended to minimize the potential fora fraG RWOCB,CCC,and USFWS. out associated with tunneling activities;provide for the timely detection of fracouts;and ensure an organized,timely,and"minimum-impact"response in the event of an unlikely frac-out and release of drilling lubricant(i.e., bentonite).The contingency plan all require,at a minimum,the following measures: • A full-time monitor will attend all drilling to look for observable free- out conditions or lowered pressure readings on drilling equipment. • Maintenance of a 25-fool minimum depth below the bottom of the Santa Ana River. • Use of lower pressure and nontoxic leak sealants in substrates where frai are more likely to occur. • If a frac-out is identified,all work will stop,including the recycling of drilling lubricant. In the event of a frac-out into water,the pressure of water above the tunnel will keep excess mud from escaping through the fracture.The location and extent of the frac-out will be determined,and the frac-out will be monitored for 4 hours to determine whether the drilling lubricant congeals(bentonite will usually harden,effectively sealing the frac-out location). • If the drilling lubricant congeals,no other actions will be taken that would potentially suspend sediments in the water column. • Surface Releases of bentonite will be allowed to harden and then will be removed. • The contingency plan will identify additional measures to be taken to contain or remove the drilling lubricant if it does not congeal. • Notification procedures,including immediate notification of resource agencies,in the event of a fraaoul. Southwest Costa Mesa Trunk Sewer Project No.6-19 7193 June 2014 11-8 Return b Arenda Report CHAPTER 11—MITIGATION MONITORING AND REPORTING PROGRAM Table 11-1 Mitigation Monitoring and Reporting Program Proposed MRigag Responsibility Mitigation Timing Monitoring and Reporting Procedure Cultural Resources MM-CU41-Prior to the start of any earthmoving activity within the 01 OCSD,CMSD,City of Prior to and during The archaeological monitor shall CMSD,or City of Newport Beach service areas of the proposed project,an Newport Beach construction conduct preconstruction wltural archaeological monitor and Native American representative shall be retained resources worker sensitivity training. by the agency conducting earthmoving activity to monitor ground-disturbing The duration and timing of monitoring activities associated with their respective components of the proposed shall be determined by the qualified project,including but not limited to grading,excavation,brush clearance,and archaeologist in consultation with grubbing.The archaeological monitor and Native American representative OCSD,CMSD,and the City of Newport shall conduct preconstmction cultural resources worker sensitivity training to Beach. bring awareness to personnel of actions to be taken in the event of a cultural resources discovery.The archaeological monitor shall be,or shall work under In the event that cultural resources are the supervision of,a qualified archaeologist,defined as an archaeologist unearthed during ground-disturbing meeting the Secretary of the Interior's Standards for professional archaeology activities,the archaeological monitor (U.S.Department of the Interior 2010).The duration and timing of monitoring shall have the authority to halt or shall be determined by the qualified archaeologist and Native American redirect ground-disturbing activities representative in consultation with OCSD,CMSD,and the City of Newport away from the vicinity of the find so that Beach.Initially,all ground-disturbing activities associated with the proposed the find can be evaluated. project shall be monitored.However,the qualified archaeologist and Native American representative,based on observations of soil stratigraphy or other factors,and in consultation with OCSD,CMSD,and the City of Newport Beach,may reduce the level of monitoring as warranted.In the event that cultural resources are unearthed during ground-disturbing activities,the archaeological monitor and Native American representative shall have the authority to halt or redirect ground-disturbing activities away from the vicinity of the find so that the find can be evaluated. If a cultural resource is encountered during constructor,construction activities shall be redirected away from the immediate vicinity of the find until it can be evaluated by a qualified archaeologist and Native American representative. If the find is determined to be potentially significant,the archaeologist,in consultation with OCSD,CMSD,or the City of Newport Beach and appropriate Native American group(s)(if the find is a prehistoric or Native American resource),shall develop a treatment plan that will identify how such impacts can be avoided and I or mitigated.Construction activities Southwest Costa Mesa Trunk Sewer Project No.6-19 7193 June 2014 11-9 CHAPTER 11—MITIGATION MONITORING AND REPORTING PROGRAM Table 11-1 Mitigation Monitoring and Reporting Program IN Proposed Mitigation Responsibility Mitigation Timing Monitoring and Reporting Procedure shall be redirected to other work areas until the treatment plan has been implemented or the qualified archaeologist and Native American representative determines that work can resume in the vicinity of the find. MM-CUL-2-Prior to the start of any earthmwving activities within the 01 OCSD,CMSD,City of Prior to and during OCC paleontologist to prepare and CMSD,or City of Newport Beach service areas of the proposed project an Newport Beach construction submit paleontological resources Orange County-certified(OCC)paleontologist shall be retained by the agency mitigation and monitoring plan to the conducting earthmoving activity.Based on geotechnical findings and the final County for approval. construction design plans for the proposed OCSD,CMSD,and City of Newport Beach pipelines,the OCC paleontologist shall develop a paleontological In the event that paleontological resources mitigation and monitoring plan for each agency's respective resources are unearthed during ground- components of the proposed project,prior to construction.The mitigation and disturbing activities,excavations within monitoring plans shall address preconstruction salvage and reporting; 50 feet of the find shall be temporarily premnstmction contractor sensitivity training;procedures for paleontological halted until the find is examined by a resources monitoring;microscopic examination of samples where applicable;the qualified paleontologist. evaluation,recovery,identification,and coration of fossils;and the preparation of a final mitigation report.The plan shall be consistent with the Society for Vertebrate Paleontology Standard Guidelines for the mitigation of constructlonrelated adverse impacts to paleontological resources. In the event that paleontological resources are discovered during construction, excavations within 50 feet of the find shall be temporarily halted or diverted until the discovery is examined by the qualified paleontologist.The paleontologist shall notify,the appropriate agencies to determine procedures that should be followed before construction is allowed to resume at the location of the find.If the lead agencies determine that avoidance is not feasible,the paleontologist shall prepare an excavation plan for mitigating the effect of the proposed project on the qualities that make the resource important.The plan shall be submitted to the County for review and approval prior to implementation. MIA-Ci In the event of accidental discovery of any human remains OCSD,CMSD,City of During construction OCSD,CMSD,and/or City of Newport during construction of the OCSD,CMSD,or City of Newport Beach Newport Beach Beach to notify county coroner and halt components of the proposed project,the agency responsible for the discovery construction in the event of accidental shall contact the county coroner shall be notified immediately and discovery of human remains. construction activities shall be halted in accordance with Section 15064.5 e 1 of the CEQA Guidelines and California Health and Safety Code Southwest Costa Mesa Trunk Sewer Project No.6-19 7193 June 2014 11-10 Return b Acenda Report CHAPTER 11—MITIGATION MONITORING AND REPORTING PROGRAM Table 11-1 Mitigation Monitoring and Reporting Program Proposed Mitigation Responsibility Mitigation Timinut Momitorinut and Reportinq Procedure Section 7050.5.If the remains are found to be Native American,Health and Safety Cade Section 7050.5,Subdivision(c),and Public Resources Code 5097.98(as amended by Assembly Bill 2641)shall be followed by the appropriate agency. Hazards and Hazardous Materials MM-HAZ-1-The contractors for OCSD,CMSD,and the City of Newport OCSD,CMSD,City of During construction Contractors to report to OCSD,CMSD, Beach shall each be responsible for all aspects of mobilization,setup, Newport Beach andlor the City of Newport Beach that all operation,testing,and management;providing 24-hour trained personnel for preventative measures have been monitoring and operation;pressure testing;spill containment at all points of adhered to during construction. suction,discharge,and ramp crossing connections,and spill management, including cleanup and replacement of damaged property and fines.In the event of an unauthorized spill associated with the routine transport,use,or disposal of hazardous materials,the contractors shall contact the California Emergency Management Agency and the National Response Center. MM-HAZ•2-Prior to performing work within or adjacent of the former landfill, OCSD,CMSD,City of Prior to and during Contractors to contact OCHCA prior to contractors for OCSD,CMSD,and City of Newport Beach shall contact Newport Beach construction construction within or adjacent to former Orange County Health Care Agency(OCHCA),the Lead Enforcement landfill,and report the results of Agency(LEA)for the landfill.A geophysical survey will be performed in the geophysical survey to OCSD,CMSD, southwestern potion of the landfill to evaluate the subsurface conditions and and City of Newport Beach. determine the waste fill extents to ensure that excavation will be not located within the waste fill areas of the landfill. Contractors to monitor construction During construction of the proposed pipelines within or adjacent to the former activities within or adjacent to former Newport Terrace Landfill,the contractors for OCSD,CMSD,and City of landfill and report findings to OCSD, Newport Beach shall monitor construction and excavation activities within CMSD,and City of Newport Beach. their respective service areas,including air monitoring for dust,volatile organic compound(VOC)vapors,methane,and oxygen,and oversight to determine presence of potentially hazardous materials. If impacts are encountered,the contractors will fallow the Hazardous Materials Contingency Plan(See MM-HAZ-0). MM-HAZ-3-During construction within 100 feel of the identified Department OCSD During construction Contractor for OCSD to conduct and of Conservation,Division of Oil,Gas,and Geothermal Resources(DOGGR) report findings of air monitoring and wells,OCSD shall conduct air monitoring and visual observation. If visual observation during construction contamination is encountered,the contractors shall follow the Hazardous within 100 feet of DOGGR wells. Southwest Costa Mesa Trunk Sewer Project No.6-19 7193 June 2014 11-11 CHAPTER 11—MITIGATION MONITORING AND REPORTING PROGRAM Table 11-1 Mitigation Monitoring and Reporting Program Proposed M@igati Responsibility Mitigation Timing Monitoring and Reporting Procedure Materials Contingency Plan(See MM-HAZ-0). Milli OCSD,CMSD,and the City of Newport Beach shall each OCSD,CMSD,City of Prior to commencement OCSD,CMSD,and City of Newport prepare a hazardous materials contingency plan for their respective portions Newport Beach of construction Beach to each prepare hazardous of the proposed project(see Figures 3-3 and 34)that will incorporate the materials contingency plans to keep on appropriate procedures for the handling and disposal of potentially hazardous file. Each agency will comply with the materials in accordance with local,State and Federal Regulations,including plans during construction. the following: • Specific measures taken to protect worker and public health and safety(e.g.Personal protective equipment and monitoring air for dust,VOC vapors,methane and oxygen) • Specific measures to be taken to manage refuse(d encountered) (e.g.Contact LEA;stop work) • Procedures for limiting access to the contaminated area to properly trained personnel(e.g.Set-up traffic cones and caution tape) • Procedures for notification and reporting,including internal management and local agencies(as needed)(e.g.Reference threshold quantities and contact LEA and National Response Center) • A worker health and safety plan for excavation of potentially contaminated soil and/or refuse • Procedures for characterization and management of excavated soils (e.g.,Soil sampling and stockpile soil management) • Procedures for certification and completion of remediation.(e.g. Collection of confirmation samples) Noise N01-1-The Orange County Sanitation District(OCSD),Costa Mesa Sanitary OCSD,CMSD,City of During construction Contractors to report to OCSD,CMSD, District(CMSD),and City of Newport Beach shall each require their Newport Beach and/or the City of Newport Beach that all respective contractors to implement the following measures during feasible noise reduction measures construction of the proposed project,to the extent feasible: followed during construction. • Construction shall not occur between the hours of 6:30 p.m.and 7:00 a.m.Monday through Friday,between 6:00 p.m.and 9:00 a.m. Southwest Costa Mesa Trunk Sewer Project No.6-19 7193 June 2014 11-12 Return b Acenda Report CHAPTER 11—MITIGATION MONITORING AND REPORTING PROGRAM Table 11-1 Mitigation Monitoring and Reporting Program Proposed Mitigatio Responsibility Mitigation Timing Monitoring and Reporting Procedure on Saturday,or at any time on Sundays or federal holidays.The hours of construction,including noisy maintenance activities and all material transport,shall be restricted to the periods and days permitted by the local noise or other applicable ordinance. • All noise-producing project equipment and vehicles using internal- combustion engines shall be equipped with mufflers,air-inlet silencers where appropriate,and any other shrouds,shields,or other noise-reducing features in good operating condition that meet or exceed anginal factory specifications.Mobile or fixed"package' equipment(e.g.,arc welders,air compressors)shall be equipped with shrouds and noise-control features that are readily available for that type of equipment. • All mobile or fixed noise-producing equipment used on the project that are regulated for noise output by a local,state,or federal agency shall comply with such regulations while in the course of project activity. • Electrically powered equipment shall be used instead of pneumatic or internal-combustion-powered equipment,where feasible. • Material stockpiles and mobile equipment staging,parking,and maintenance areas shall be located as far as practicable from noise- sensitive receptors. • Construction site and access road speed limits shall be established and enforced during the construction period. • The use of noise-producing signals,including horns,whistles, alarms,and bells,shall be for safety warning purposes only. • No project-related public address or music system shall be audible at any adjacent receptor. Southwest Costa Mesa Trunk Sewer Project No.6-19 7193 June 2014 11-13 CHAPTER 11-MITIGATION MONITORING AND REPORTING PROGRAM INTENTIONALLY LEFT BLANK So.M.st Costa Mesa Trunk Sewer Project No.6-19 7193 June 2014 11-14 ITEM NO. 14 MINUTES OF THE REGULAR MEETING OF THE ADMINISTRATION COMMITTEE Orange County Sanitation District Wednesday, July 9, 2014, at 5:30 P.M. A regular meeting of the Administration Committee of the Orange County Sanitation District was held on July 9, 2014, at 5:40 p.m., in the Sanitation District's Administration Building. Director Teresa Smith led the Flag Salute. A quorum was declared present, as follows: COMMITTEE MEMBERS PRESENT: STAFF PRESENT: Brad Reese, Chair Jim Herberg, General Manager David Benavides Bob Ghirelli, Assistant General Manager Joe Carchio Lorenzo Tyner, Director of Finance Steven Choi & Administrative Services Tyler Diep Jeff Reed, Director of Human Resources James Ferryman Rob Thompson, Director of Engineering Peter Kim Ed Torres, Director of Operations and Prakash Narain Maintenance Teresa Smith Kelly Lore, Acting Clerk of the Board Troy Edgar, Board Chair Jennifer Cabral Tom Beamish, Board Vice-Chair Rich Castillon John Withers, Vice-Chair Marc Dubois Norbert Gaia COMMITTEE MEMBERS ABSENT: Al Garcia Rich Spencer Gene Hernandez Christine Stanford Janet Nguyen Cory Voss Mike White OTHERS PRESENT: Brad Hogin, General Counsel Bob Ooten, Alternate Director Ed Soong, Public Resources Advisory Group PUBLIC COMMENTS: None. REPORT OF COMMITTEE CHAIR: Committee Chair Reese did not provide a report. 07/09/2014 Administration Committee Minutes Page 1 of 5 REPORT OF GENERAL MANAGER: General Manager, Jim Herberg, announced that the OCSD sponsored legislation, SB 946 (Huff), was unanimously passed by the Senate on special consent on July 3, 2014. The Governor will have 12 days to act on the measure, once he receives the bill. This bill will change the membership on the District Board from the City of Yorba Linda to Yorba Linda Water District. REPORT OF DIRECTOR OF FINANCE AND ADMINISTRATIVE SERVICES: Director of Finance and Administrative Services, Lorenzo Tyner provided the Committee copies of Standard & Poor's and Fitch ratings published July 1, 2014, which both assigned OCSD with a AAA bond rating. He gave a brief statement regarding our recent $90 million refunding and to Item 3 on the agenda, which is for two-year fixed- rate obligations. CONSENT CALENDAR: 1. MOVED, SECONDED, AND DULY CARRIED: Approve Minutes of the June 11, 2014 Administration Committee Meeting. AYES: Beamish, Benavides, Carchio, Choi, Diep, Edgar, Ferryman, Kim, Narain, Reese, Smith and Withers NOES: None ABSTENTIONS: None ABSENT: Hernandez and Nguyen 2. MOVED, SECONDED, AND DULY CARRIED: Recommend to the Board of Directors to: Adopt Resolution No. OCSD 14-XX, entitled "A Resolution of the Board of Directors of the Orange County Sanitation District Authorizing the Orange County Sanitation District's Treasurer to Invest and/or Reinvest District's Funds; Adopting District's Investment Policy Statement and Performance Benchmarks for FY 2014-15; and Repealing Resolution No. OCSD 13-13" AYES: Beamish, Benavides, Carchio, Choi, Diep, Edgar, Ferryman, Kim, Narain, Reese, Smith and Withers 07/09/2014 Administration Committee Minutes Page 2 of 5 NOES: None ABSTENTIONS: None ABSENT: Hernandez and Nguyen 3. MOVED, SECONDED, AND DULY CARRIED: Recommend to the Board of Directors to: Authorize the General Manager to issue Revenue Refunding Certificate Anticipation Notes, Series 2014B, as two-year fixed-rate obligations, subject to market conditions, in an amount not to exceed $135.0 million to replace the $129.625 million Revenue Refunding Certificate Anticipation Notes, Series 2013A maturing on October 16, 2014. AYES: Beamish, Benavides, Carchio, Choi, Diep, Edgar, Ferryman, Kim, Narain, Reese, Smith and Withers NOES: None ABSTENTIONS: None ABSENT: Hernandez and Nguyen 4. MOVED, SECONDED, AND DULY CARRIED: Authorize use of Ordinance No. OCSD-44, Section 2.03:13. Cooperative Purchases for a blanket order agreement to purchase equipment and services for OCSD's Motorola radio systems, for a total amount not to exceed $250,000 to include all tax and freight. AYES: Beamish, Benavides, Carchio, Choi, Diep, Edgar, Ferryman, Kim, Narain, Reese, Smith and Withers NOES: None ABSTENTIONS: None ABSENT: Hernandez and Nguyen 5. MOVED, SECONDED, AND DULY CARRIED: A. Approve a Purchase Order Agreement with New Tech Solutions, the lowest responsive and responsible bidder, for Purchase of Wireless Cisco Parts, Specification No. FE-12-03, for an amount not to exceed $106,142.49, delivered plus tax; and 07/09/2014 Administration Committee Minutes Page 3 of 5 B. Approve a contingency of$5,307.12 (5%). AYES: Beamish, Benavides, Carchio, Choi, Diep, Edgar, Ferryman, Kim, Narain, Reese, Smith and Withers NOES: None ABSTENTIONS: None ABSENT: Hernandez and Nguyen Committee Chair Reese stated that Item 7 would be heard out of order. INFORMATION ITEMS: 7. Informational Presentation on Procurement Process Contracts and Purchasing Manager, Marc Dubois presented an informative PowerPoint presentation on Public Procurement including: ethics, types of procurements, Mini-Brooks Act, policies and procedures, sole source contracts, RFP's and Notice Inviting bids, Public Works construction, approval thresholds, low bids and best values. He then answered questions from the Committee. Director Teresa Smith left the meeting at 6:13 p.m. NON-CONSENT CALENDAR: 6. Lorenzo Tyner, Director of Finance and Administrative Services presented a brief PowerPoint regarding this item. MOVED, SECONDED, AND DULY CARRIED: Recommend to the Board of Directors to: Direct staff to pay down on the District's unfunded actuarial accrued liability with the Orange County Employee's Retirement System (OCERS) in the amount of $125 million. AYES: Beamish, Benavides, Carchio, Choi, Diep, Edgar, Ferryman, Kim, Narain, Reese, and Withers NOES: None ABSTENTIONS: None ABSENT: Hernandez, Nguyen, Smith 07/09/2014 Administration Committee Minutes Page 4 of 5 OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: ADJOURNMENT: Committee Chair Reese declared the meeting adjourned at 6:15 p.m., to the next regularly scheduled meeting of September 10, 2014. Submitted by: Kelly A. Lore Acting Clerk of the Board 07/09/2014 Administration Committee Minutes Page 5 of 5 ADMINISTRATION COMMITTEE Meeting Date TOBA.of Dlr. 07/09/14 07/23/14 Item AGENDA REPORT Number Item Number 2 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Lorenzo Tyner, Director of Finance and Administrative Services SUBJECT: INVEST AND/OR REINVEST DISTRICT'S FUNDS GENERAL MANAGER'S RECOMMENDATION Adopt Resolution No. OCSD 14-10, entitled "A Resolution of the Board of Directors of the Orange County Sanitation District, Authorizing the Orange County Sanitation District's Treasurer to Invest and/or Reinvest District's Funds; Adopting District's Investment Policy Statement and Performance Benchmarks for FY 2014-15; and Repealing Resolution No. OCSD 13-13." SUMMARY This agenda item presents the annual review of the Orange County Sanitation District's Investment Policy Statement to the Administration Committee for consideration in the Committee's capacity as the oversight committee for the Investment Policy (Section 16.2). With adoption of the Resolution, the Board of Directors would readopt the Sanitation District's current Investment Policy Statement, portfolio performance benchmarks, and monitoring and reporting requirements for FY 2014-15. The Sanitation District's Investment Policy Statement is recommended for adoption for FY 2014-15 with no changes made to the State Government Code relevant to the District's investment program since the adoption of the FY 2013-14 Investment Policy. Staff will continue to monitor pending legislative and regulatory proposals in the public finance area for their potential impact on the Sanitation District's existing financial programs. Also, the District has engaged its investment advisor to conduct an investment management search for the day-to-day management of the investments included in its investment portfolios. Based on the ultimate selection, the future investment management firm may have recommendations on changes to the investment policy for Board consideration prior to the next investment policy update a year from now. The Sanitation District's Investment Policy Statement has received the Investment Policy Certification of Excellence Award from the Califomia Municipal Treasurer's Association. Page 1 of 3 PRIOR COMMITTEE/BOARD ACTIONS July 2013 — Board adopted Resolution No. OCSD 13-13, Authorizing the Orange County Sanitation District's Treasurer to Invest and/or Reinvest District's Funds; Adopting District's Investment Policy Statement and Performance Benchmarks for FY 2013-14; and, Repealing Resolution No. OCSD 12-11. ADDITIONAL INFORMATION Background The Investment Policy governs the investment activities of Pacific Investment Management Company (PIMCO), the Sanitation District's external money manager, on behalf of the District. On December 11, 2012, the Sanitation District's Investment Policy Statement received the Investment Policy Certification of Excellence Award from the California Municipal Treasurer's Association. A copy of the letter of certification is included each year in the annual Investment Policy document. The Sanitation District received its first Award of Excellence for the Investment Policy Statement in December 1996. The Investment Policy document itself consists of the Investment Policy Statement and the following eight appendices: A. Summary of Investment Authorization B. Treasury Management Procedures C. Investment Manager Certification D. Investment Pool Questionnaire (IAIF) E. Board Resolution No. OCSD-13-13 F. Sample Monthly & Quarterly Investment Program Monitoring Reports G. Sections of the California Government Code Pertinent to Investing Public Funds H. Glossary of Investment Terms This document will be updated and delivered to Administration Committee members following the adoption of the Sanitation District's investment policy statement. Annual Review of Investment Pollcv The Investment Policy includes the requirement that the Sanitation District shall review its Investment Policy annually (Sections 1.2 and 16.1). Annual Delegation of Investment Authority Effective January 1, 1997, Section 53607 of the Code states that governing boards of local agencies may only delegate authority to invest and/or reinvest agency funds to the agency's Treasurer for a one-year period. With adoption of the Resolution, the Board of Directors would renew its delegation of investment authority to the Director of Finance/Treasurer for a one-year period in Page 2 of 3 compliance with the requirements of Section 53607. Each year, the Board of Directors will consider similar actions along with the annual reconsideration of the Sanitation District's Investment Policy. CEQA N/A BUDGET/ PURCHASING ORDINANCE COMPLIANCE N/A ATTACHMENTS • Exhibit A - OCSD FY 2014-15 Investment Policy Statement • Exhibit B - Performance Monitoring & Reporting Summary • Proposed Resolution No. OCSD 14-10 Page 3 of 3 Return to Mende Rom ORANGE COUNTY SANITATION DISTRICT INVESTMENT POLICY STATEMENT Proposed for Review and Approval By Administration Committee On July 9, 2014 And for Adoption By Board of Directors On July 23, 2014 Return to Mende Report TABLE OF CONTENTS Section TfpplC Pan 1.0 Policy ......................................................................................1 2.0 Scope......................................................................................1 3.0 Standard of Prudence .............................................................1 4.0 Investment Objectives.............................................................2 5.0 Delegation of Authority............................................................2 6.0 Ethics and Conflicts of Interest................................................3 7.0 Authorized Financial Dealers and Institutions .........................4 8.0 Authorized and Suitable Investments......................................5 9.0 Collateralization.......................................................................9 10.0 Safekeeping and Custody.......................................................9 11.0 Diversification..........................................................................9 12.0 Maximum Maturities.............................................................. 11 13.0 Internal Control...................................................................... 12 14.0 Performance Objectives and Benchmarks............................ 12 15.0 Reporting .............................................................................. 12 16.0 Investment Policy Adoption and Revision ............................. 13 Appendix A. Summary of Investment Authorization B. Treasury Management Procedures C. Investment Manager Certification D. Investment Pool Questionnaire (LAIF) E. Board Resolution No. OCSD-I4-XX, Authorizing the District's Treasurer to Invest and/or Reinvest District Funds, and Adopting Investment Policy and Performance Benchmarks F. Quarterly Investment Program Monitoring Reports G. Sections of the California Government Code Pertinent to Investing Public Funds H. Glossary of Investment Terms Return to Mende Report ORANGE COUNTY SANITATION DISTRICT INVESTMENT POLICY STATEMENT 1.0 Policy: It is the policy of the Orange County Sanitation District (OCSD) to invest public funds in a manner which ensures the safety and preservation of capital while meeting reasonably anticipated operating expenditure needs, achieving a reasonable rate of return and conforming to all state and local statutes governing the investment of public funds. 1.1. This Investment Policy is set forth by OCSD for the following purposes: 1.1.1. To establish a clear understanding for the Board of Directors, OCSD management, responsible employees and third parties of the objectives, policies and guidelines for the investment of the OCSD's idle and surplus funds. 1.1.2. To offer guidance to investment staff and any external investment advisors on the investment of OCSD funds (see Appendix "A"). 1.1.3. To establish a basis for evaluating investment results. 1.2. OCSD establishes investment policies which meet its current investment goals. OCSD shall review this policy annually, and may change its policies as its investment objectives change. 2.0 Scope: This Investment Policy applies to all financial assets of OCSD; except for the proceeds of OCSD's capital projects financing program, which are invested in accordance with provisions of their specific bond indentures; and such other funds excluded by law or other Board-approved covenant or agreement. These funds are accounted for by OCSD as Enterprise Funds as represented in OCSD's Comprehensive Annual Financial Report. 3.0 Standard of Prudence: The standard of prudence to be used by OCSD internal staff, and any authorized investment advisor(s), shall be as described in Section 53600.3 of the California Government Code as follows: Except as provided in subdivision (a) of Section 27000.3, all governing bodies of local agencies or persons authorized to make investment decisions on behalf of those local agencies investing public funds Page 1 of 13 Return to Mende Report pursuant to this chapter are trustees and therefore fiduciaries subject to the prudent investor standard. When investing, reinvesting, purchasing, acquiring, exchanging, selling, or managing public funds, a trustee shall act with care, skill, prudence, and diligence under the circumstances then prevailing, including, but not limited to, the general economic conditions and the anticipated needs of the agency, that a prudent person acting in a like capacity and familiarity with those matters would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the agency. Within the limitations of this section and considering individual investments as part of an overall strategy, investments may be acquired as authorized by law. 4.0 Investment Objectives: The primary objectives of OCSDs investment activities, in priority order, and as described in Section 53600.5 of the California Government Code, shall be: 4.1 Safety: The safety and preservation of principal is the foremost objective of the investment program of OCSD. Investments shall be selected in a manner that seeks to ensure the preservation of capital in OCSD's overall portfolio. This will be accomplished through a program of diversification, more fully described in Section 11.0, and maturity limitations, more fully described in Section 12.0, in order that potential losses on individual securities do not exceed the income generated from the remainder of the portfolio. 4.2 Liquidity: The investment program will be administered in a manner that will ensure that sufficient funds are available for OCSD to meet its reasonably anticipated operating expenditure needs. 4.3 Return on Investments: The OCSD investment portfolio will be structured and managed with the objective of achieving a rate of return throughout budgetary and economic cycles, commensurate with legal, safety, and liquidity considerations. 5.0 Delegation of Authority: 5.1 Authority to manage OCSD's investment program is derived from the California Government Code Sections 53600 et seq, and Sections 53635 et seq. The Board of Directors hereby delegates management responsibility for the OCSD investment program to its Director of Finance and Administrative Services/Treasurer, who shall establish written procedures for the operation of the investment program, consistent with this Policy. The Controller/Assistant Treasurer shall be responsible for day-to-day administration, monitoring, and the development of written administrative procedures for the operation of the investment program, consistent with this Policy. The current treasury management procedures Page 2 of 13 Return to Mende Report are presented in Appendix "B." No person may engage in an investment transaction except as provided under the terms of this Policy and the procedures established by the Treasurer. The Treasurer shall be responsible for all transactions undertaken by OCSD internal staff, and shall establish a system of controls to regulate the activities of internal staff and external investment advisors engaged in accordance with Section 5.3. 5.2 The administrative procedures for the operation of OCSD's investment program will provide for, but not be limited to, the following: 5.2.1 Formats for monthly and quarterly reports to the Administration Committee, and the Board of Directors. 5.2.2 Compliance with generally accepted accounting principles of the Government Accounting Standards Board. 5.2.3 Establishment of benchmarks for performance measurement. 5.2.4 Establishment of a system of written internal controls. 5.2.5 Establishment of written procedures for competitive bids and offerings of securities that may be purchased or sold by internal OCSD staff. 5.2.6 Establishment of a Desk Procedures Manual for treasury operations and management. 5.3 The Board of Directors of OCSD may, in its discretion, engage the services of one or more registered investment advisors to assist in the management of OCSD's investment portfolio in a manner consistent with OCSD's objectives. Such external investment advisors, which shall be selected through a competitive process, shall be granted discretion to purchase and sell investment securities in accordance with this Investment Policy. Such advisors must be registered under the Investment Advisers Act of 1940, or be exempt from such registration. 6.0 Ethics and Conflicts of Interest: 6.1 Officers and employees of OCSD involved in the investment process shall refrain from personal business activities that could conflict with proper execution of OCSD's investment program, or which could impair their ability to make impartial investment decisions. Employees and investment officials shall disclose to the General Manager any material financial interests in financial institutions that conduct business within OCSD's boundaries, and they shall further disclose any large personal financial/investment positions, the performance of which could be related to the performance of positions in OCSD's portfolio. Page 3 of 13 Return to Mende Report Page 4 of 13 Return to Mende Report 7.0 Authorized Financial Dealers and Institutions: 7.1 For investment transactions conducted by OCSD internal staff, the Treasurer will maintain a list of financial institutions authorized to provide investment services to OCSD, including "primary" or regional dealers that qualify under Securities and Exchange Commission Rule 15C3-1 (Uniform Net Capital rule), and Federal or State of California chartered banks. No public deposit shall be made except in a qualified public depository as established by State law. All financial institutions which desire to become qualified bidders for investment transactions with OCSD must supply the following for evaluation by the Treasurer: 7.1.1. Audited financial statements for the institution's three (3) most recent fiscal years. 7.1.2. A statement, in the format prescribed by the Government Finance Officers Association (GFOA), certifying that the institution has reviewed OCSD's Investment Policy and that all securities offered to the Districts shall comply fully and in every instance with all provisions of the California Government Code and with this Investment Policy. The current statement is presented in Appendix "C." 7.1.3. A statement describing the regulatory status of the dealer, and the background and expertise of the dealer's representatives. Selection of financial institutions, broker/dealers, and banks authorized to engage in transactions with OCSD shall be made through a competitive process. An annual review of the financial condition of qualified institutions will be conducted by the Treasurer. 7.2 Selection of broker/dealers used by external investment advisors retained by OCSD, shall be in compliance with contract provisions between OCSD and any external investment advisors, and shall be in substantially the following form: Use of Securities Brokers: Neither the Investment Advisor nor any parent, subsidiary or related firm shall act as a securities broker with respect to any purchases or sales of securities which may be made on behalf of OCSD, provided that this limitation shall not prevent the Investment Advisor from utilizing the services of a securities broker which is a parent, subsidiary or related firm, provided such broker effects transactions on a "cost only" or"nonprofit" basis to itself and provides competitive execution. The Investment Advisor shall provide the Districts with a list of suitable independent brokerage firms (including names and addresses) meeting the requirements of Government Code Section 53601.5, and, unless otherwise directed by OCSD, the Investment Advisor may utilize the Page 5 of 13 Return to Mende Report service of any of such independent securities brokerage firms it deems appropriate to the extent that such fines are competitive with respect to price of services and execution. 8.0 Authorized and Suitable Investments: All investments shall be made in accordance with the California Government Code including Sections 16429.1 at seq., 53600 at seq., and 53684, and as described within this Investment Policy. Permitted investments under this Policy shall include: 8.1 Securities, obligations, participations, or other instruments of, or issued by, or fully guaranteed as to principal and interest by the US Government, a federal agency, or a US Government-sponsored enterprise pursuant to Section 53601 (a) of the California Government Code. Investment in mortgage-backed bonds and CMOs is not governed by this Section 8.1, even if such bonds are issued by agencies of the US Government. See Section 8.2 for conditions of purchase of mortgage- backed securities. See Section 8.12 for conditions of purchase of CMOs. 8.2 Mortgage-backed securities issued by an agency of the US Government, which are backed by pools of mortgages guaranteed by the full faith and credit of the U.S. Government, or an agency thereof. Purchase of mortgage derivatives, which include interest-only payments (IOs) and principal-only payments (POs); inverse floaters, and RE- REMICs (Real Estate Mortgage Investment Conduits), is hereby prohibited. 8.3 Commercial paper of"prime" quality and rated TV by Moody's Investor Services (Moody's), and rated "At" by Standard & Poor's Corporation (S&P), and issued by a domestic corporation organized and operating in the United States with assets in excess of$500 million and having a rating of"A" or better on its long-term debt as provided by Moody's or S&P. Purchases of eligible commercial paper may not exceed 270 days to maturity from the date of purchase. Purchases of commercial paper shall not exceed 15% of the market value of the portfolio, except that a maximum of 25% of the market value of the portfolio may be invested in commercial paper, so long as the average maturity of all commercial paper in the portfolio does not exceed 31 days. No more than 5% of the market value of the portfolio, or 10% of the issuer's outstanding paper, may be invested in commercial paper issued by any one (1) eligible corporation. 8.4 Banker's acceptances issued by institutions, the short-term obligations of which are rated a minimum of"P1" by Moody's, or"A1" by S&P provided that: (a) the acceptance is eligible for purchase by the Federal Reserve System; (b) the maturity does not exceed 180 days; (c) no more than 40% of the total portfolio may be invested in banker's acceptances; and (d) no more than 30% of the total portfolio may be invested in the banker's acceptances of any one (1) commercial bank. Page 6 of 13 Return b Mende Report 8.5 Medium term (or corporate) notes of a maximum of five (5) years maturity issued by corporations organized and operating within the United States, or issued by depository institutions licensed by the United States, or any state, and operating within the United States with assets in excess of$500 million, and which is rated in a rating category of`A" or better on its long-term debt as provided by Moody's or S&P. Notes eligible for investment under this section shall be rated at least "A3" or better by Moody's, or"A-"or better by S&P. If, at the time of purchase, an eligible note is rated in a rating category of"A" or better by only one rating agency, the note shall also be rated at least"BBB" by the other rating agency. If, after purchase, the rating of an eligible note in a rating category of"A" or better, is downgraded to "BBB," the external investment advisor shall notify the District of the downgrade, and shall present an analysis and recommendations as to the disposition of the note consistent with the investment objectives of this Investment Policy. The above restrictions pertain to the "direct issuer' and do not extend to the parent corporation of the direct issuer. No more than 35% of the portfolio may be invested in both medium term notes, as described here in 8.5, and notes, bonds, or other obligations, as described in 8.6. 8.6 Notes, bonds, or other obligations that are at all times secured by a valid first priority security interest in securities of the types listed by Californiaf Government Code Section 53651 as eligible securities for the purpose of securing local agency deposits having a market value at least equal to that required by California Government Code Section 53652 for the purpose of securing local agency deposits. The securities serving as collateral shall be placed by delivery or book entry into the custody of a trust company or the trust department of a bank that is not affiliated with the issuer of the secured obligation, and the security interest shall be perfected in accordance with the requirements of the Uniform Commercial Code or federal regulations applicable to the types of securities in which the security interest is granted. No more than 35% of the portfolio may be invested in securities described in 8.5 and 8.6. 8.7 Shares of mutual funds investing in securities permitted under this policy and under Section 53601 (k) of the California Government Code. Such funds must either: (1) attain the highest ranking, or the highest letter and numerical rating, provided by not less than two of the three largest nationally recognized rating services; or (2) have an Investment Advisor registered with the Securities and Exchange Commission with not less than five (5) years of experience investing in the securities and obligations authorized under this Policy and under California Government Code Section 53601, and with assets under management in excess of$500 million. The purchase price of shares of beneficial interest purchased pursuant to this policy, and the California Government Code may not include any commission that the companies may charge, and shall not exceed 15% of the District's surplus money that may be invested pursuant Page 7 of 13 Return to Mende Report to this section. However, no more than 10% of the District's surplus funds may be invested in shares of beneficial interest of any one (1) mutual fund pursuant to this section. 8.8 Certificates of deposit: 8.8.1 Secured (collateralized) time deposits issued by a nationally or state-chartered bank or state or federal savings and loan association, as defined by Section 5102 of the California Financial Code, and having a net operating profit in the two (2) most recently completed fiscal years. Collateral must comply with Chapter 4, Bank Deposit Law, Section 16500 at seq., and Chapter 4.5, Savings and Loan Association and Credit Union Deposit Law, Section 16600 at seq., of the California Government Code. 8.8.2 Negotiable certificates of deposit (NCDs) issued by a nationally or state-chartered bank or state of federal savings and loan association, as defined by Section 5102 of the California Financial Code; and which shall have a rating of"A" or better on its long-term debt as provided by Moody's or S&P; or which shall have the following minimum short-term ratings by at least two (2) rating services: "P1" for deposits by Moody's, "At" for deposits by S&P, or comparably rated by a nationally recognized rating agency which rates such securities; or as otherwise approved by the District's Board of Directors. 8.8.3 To be eligible to receive local agency money, a bank, savings association, federal association, or federally insured individual loan company shall have received an overall rating of not less than "satisfactory" in its most recent evaluation by the appropriate federal financial supervisorial agency of its record of meeting the credit needs of California's communities, including low and moderate income neighborhoods, pursuant to Section 2906 of Title 12 of the United States Code. 8.9 Taxable or tax-exempt municipal bonds issued by any of the 50 United States. Such securities must be rated "AY or higher by Moody's, or"A-" or higher by S&P; or as otherwise approved by the Districts' Board of Directors. 8.10 The State of California Local Agency Investment Fund (LAIF). The LAW is an investment alternative for California's local governments and special districts managed by the State Treasurer's Office. LAW is more fully described in the Glossary (See Appendix "H.") The District shall use LAW as a short-term cash management facility. Investment of District funds in LAW shall be subject to investigation and due diligence prior to investing, and on a continual basis to a level of review pursuant to Section 3.0, Standard of Prudence, of this Policy. See Appendix "D" for investment pool questionnaire. Page 8 of 13 Return to Mende Report 8.11 The Orange County Treasurer's Money Market Commingled Investment Pool (OCCIP). The OCCIP is a money market investment pool managed by the Orange County Treasurer's Office. OCCIP is more fully described in the Glossary. (See Appendix "H.") The District has no funds invested in OCCIP at this time. Investment of District funds in OCCIP would be subject to investigation and due diligence prior to investing, and on a continual basis to a level of review pursuant to Section 3.0, Standard of Prudence, of this Policy. 8.12 Collateralized mortgage obligations (CMOs) issued by agencies of the US Government which are backed by pools of mortgages guaranteed by the full faith and credit of the U.S. Government, or an agency thereof, and asset-backed securities rated "Aaa" by Moody's and "AAA" by S&P. Selection of mortgage derivatives, which include interest-only payments (1Os) and principal-only payments (POs); inverse floaters, and RE- REMICS (Real Estate Mortgage Investment Conduits), is hereby prohibited. Securities eligible for purchase under this Section 8.11 shall be issued by an issuer having a rating on its unsecured long-term debt of "A" or higher. Combined purchases of mortgage-backed securities, CMOs and asset-backed securities as authorized under within Section 8.0, may not exceed 20% of the total Long-Term Operating Monies portfolio. 8.13 Repurchase agreements provided that: 8.13.1 All repurchase agreements shall be collateralized with securities eligible for purchase under this Policy. In order to anticipate market changes and to provide a level of security for all repurchase agreement transactions, collateralization shall be maintained at a level of at least 102% of the market value of the repurchase agreements, and shall be adjusted no less than weekly. 8.13.2 All repurchase agreements must be the subject of a Master Repurchase Agreement between OCSD and the provider of the repurchase agreement. The Master Repurchase Agreement shall be substantially in the form developed by The Bond Market Association. 8.14 Reverse repurchase agreements provided that: 8.14.1 No more than five percent (5%)of OCSD's portfolio shall be invested in reverse repurchase agreements, and there shall be no long- term reverse repurchase agreements unless otherwise authorized by the Districts' Board of Directors. 8.14.2 The maximum maturity of reverse repurchase agreements shall be ninety (90) days. 8.14.3 Reverse repurchase agreements shall mature on the exact date of a known cash flow which will be unconditionally available to repay the maturing reverse repurchase agreement. Page 9 of 13 Return b Mende Report 8.14.4 Proceeds of reverse repurchase agreements shall be used solely to supplement portfolio income or to provide portfolio liquidity, and shall not be used to speculate on market movements. 8.14.5 All reverse repurchase agreements must be the subject of a Master Repurchase Agreement between OCSD and the provider of the reverse repurchase agreement. The Master Repurchase Agreement shall be substantially in the form developed by The Bond Market Association. 8.15 Sales of OCSD-owned securities in the secondary market may incur losses in order to improve the risk or return characteristics of the portfolio, to prevent anticipated further erosion of principal, or when trading for securities that result in an expected net economic gain to OCSD. 8.16 If securities owned by the OCSD are downgraded by either Moody's or S&P to a level below the quality required by this Investment Policy, it shall be OCSD's policy to review the credit situation and make a determination as to whether to sell or retain such securities in the portfolio. If a decision is made to retain the downgraded securities in the portfolio, their presence in the portfolio will be monitored and reported monthly to the OCSD General Manager, the Administration Committee and Board of Directors. 9.0 Collateralization: Generally, the value to secure deposits under this Policy shall comply with Section 53652 of the California Government Code. Collateralization will be required for secured time deposits, as more fully described in Section 8.8.1; and repurchase agreements, as more fully described in Section 8.13.1. Collateral will always be held by an independent third-party, as more fully described in Section 10.1. The right of collateral substitution is granted. 10.0 Safekeeping and Custody: 10.1 All securities transactions, including collateral for repurchase agreements, entered into by, or on behalf of OCSD, shall be conducted on a delivery-versus-payment (DVP) basis. Securities will be held by OCSD's third-party custodian bank, which shall be selected through a competitive process, or that agent's representative, or in the agent's account at the Federal Reserve Bank, or within clearing corporations in the U.S., and evidenced by book entry statements. 11.0 Diversification: OCSD will diversify its investments by security type, issuer, and financial institution in accordance with the following: Page 10 of 13 Return to Mende Rom 11.1 There is no limit on investment in securities issued by or guaranteed by the full faith and credit of the U.S. government. 11.2 No more than 20% of the portfolio may be invested in securities of a single agency of the U.S. government, which does not provide the full faith and credit of the U.S. government. 11.3 No more than 5% of the portfolio may be invested in securities of any one issuer, other than the U.S. government or its agencies. Investment in mutual funds is not governed by this Section 11.3. See Section 11.8 for conditions of purchase of mutual funds. 11.4 No individual holding shall constitute more than 5% of the total debt outstanding of any issuer. 11.5 No more than 40% of the portfolio may be invested in banker's acceptances. 11.6 No more than 15% of the portfolio may be invested in commercial paper, except that 25% of the portfolio may be so invested so long as the average maturity of all commercial paper in the portfolio does not exceed 31 days. 11.7 No more than 30% of the portfolio may be invested in medium-term (corporate) notes. 11.8 No more than 15% of the portfolio may be invested in mutual funds. However, no more than 10% of the District's portfolio may be invested in shares of beneficial interest of any one (1) mutual fund. 11.9 No more than 30% of the portfolio may be invested in negotiable certificates of deposit. 11.10 No more than 10% of the portfolio may be invested in eligible municipal bonds. 11.11 No more than 20% of the Long Term Operating Monies portfolio may be invested in a combination of mortgage-backed securities, CMOs and asset-backed securities. Mortgage-backed securities, CMOs and asset- backed securities may only be purchased by the Districts' external money managers, Pacific Investment Management Company (PIMCO), with prior Board approval (authorized by Board Minute Order, January 22, 1997), and may not be purchased by the District's staff. 11.12 No more than the lesser of 15% of the portfolio or the statutory maximum may be invested in LAIF. 11.13 No more than 15% of the portfolio may be invested in the Orange County Investment Pool. Page 11 of 13 Return to Mende Report 11.14 No more than 20% of the portfolio may be invested in repurchase agreements. 11.15 No more than 5% of the portfolio may be invested in reverse repurchase agreements. 12.0 Maximum Maturities: To the extent possible, OCSD will attempt to match its investments with reasonably anticipated cash flow requirements. The Treasurer shall develop a five-year cash flow forecast, which shall be updated quarterly. Based on this forecast, the Treasurer shall designate, from time-to-time, the amounts to be allocated to the investment portfolio. OCSD monies invested in accordance with this Policy are divided into two (2) categories: 12.1 Liquid Operating Monies. Funds needed for current operating and capital expenditures are known as Liquid Operating Monies. 12.1.1 The maximum final stated maturity of individual securities in the Liquid Operating Monies account portfolio shall be one (1) year from the date of purchase. 12.1.2 The average duration of the Liquid Operating Monies account portfolio shall be recommended by the Treasurer based on the Districts' cash flow requirements, but may never exceed 180 days. 12.2 Long Term Operating Monies. Funds needed for longer term purposes are known as the Long Term Operating Monies. 12.2.1 Except for the purchase of securities by the District's external money manager, PIMCO, the maximum final stated maturity of individual securities in the Long Term Operating Monies account portfolio shall be five (5)years from the date of purchase. PIMCO may purchase any security that is permitted under Section 8.0 of this policy, including those which may have a stated maturity of more than five (5) years from the date of purchase when, in the opinion of PIMCO, such an investment meets the investment objectives of this portfolio and the duration requirements are met below. 12.2.2 The duration of the Long Term Operating Monies account portfolio shall be recommended by the Treasurer based on the Districts' five-year rash flow forecast, but may never exceed 60 months. 12.2.3 The duration of the Long Term Operating Monies account portfolio shall never exceed 120% of the duration as established in accordance with Section 12.2.2. 12.2.4 The duration of the Long Term Operating Monies account portfolio shall never be less than 80% of the duration as established in accordance with Section 12.2.2 Page 12 of 13 Return to Mende Report 13.0 Internal Control: 13.1 The Treasurer shall establish an annual process of independent review by an external auditor. This review will provide internal control by assuring compliance with policies and procedures. The current treasury management procedures are presented in Appendix "B." 14.0 Performance Objectives and Benchmarks: 14.1 Overall objective. The investment portfolio of OCSD shall be designed with the overall objective of obtaining a rate of return throughout budgetary and economic cycles, commensurate with investment risk constraints and reasonably anticipated cash Flow needs. 14.2 The Liquid Operating Monies. The investment performance objective for the Liquid Operating Monies shall be to earn a total rate of return over a market cycle which exceeds the return on a market index approved by the Administration Committee, and by the District's Board of Directors, when the duration of the portfolio is established. This market index is more fully described in Board Resolution No. OCSD-00-16 (see Appendix "E"). 14.3 The Long Term Operating Monies. The investment performance objective for the Long Term Operating Monies shall be to earn a total rate of return over a market cycle which exceeds the return on a market index selected by the Administration Committee and approved by the Districts' Board of Directors, when the duration of the portfolio is established. This market index is more fully described in Board Resolution No. OCSD-00-16 (See Appendix"E"). 15.0 Reporting: 15.1 Quarterly investment reports shall be submitted by the Treasurer to the Administration Committee which shall forward the reports to the District's Board of Directors. The quarterly reports shall be submitted to the Administration Committee within 30 days of the end of the month in accordance with California Government Code Sections 53607, 53646, and this Investment Policy. The quarterly reports shall provide clear and concise status information on the District's portfolios at the end of each reporting period, including performance measures using the benchmarks described in Section 14.0 of this Investment Policy. Sample quarterly reports are presented in Appendix "F." These reports shall contain listings of individual securities held at the end of each reporting period, and shall disclose, at a minimum, the following information about the risk characteristics of OCSD's portfolio: 15.1.1 Cost and accurate and complete market value of the portfolio. 15.1.2 Modified duration of the portfolio compared to Benchmark. Page 13 of 13 Return to Mende Report 15.1.3 Dollar change in value of the portfolio for a one-percent (1%) change in interest rates. 15.1.4 Percent of portfolio invested in reverse repurchase agreements, and a schedule which matches the maturity of such reverse repurchase agreements with the cash flows which are available to repay them at maturity. 15.1.5 For the Liquid Operating Monies account only, the percent of portfolio maturing within 90 days. 15.1.6 Average portfolio credit quality. 15.1.7 Percent of portfolio with credit ratings below "A" by any rating agency, and a description of such securities. 15.1.8 State that all investments are in compliance with this policy and the California Government Code, or provide a listing of any transactions or holdings which do not comply with this policy or with the California Government Code. 15.1.9 Time-weighted total rate of return for the portfolio for the prior three months, twelve months, year to date, and since inception compared to the Benchmark returns for the same periods. 15.1.10 State that sufficient funds are available for OCSD to meet its operating expenditure requirements for the next six months, or if not, state the reasons for the shortfall. 15.2 OCSD's Treasurer shall meet quarterly with the Administration Committee to review investment performance, proposed strategies and compliance with this Investment Policy. External investment advisors may be required to attend said meetings at the discretion of the Chairman of the Administration Committee. 16.0 Investment Policy Adoption and Revision: 16.1 The Investment Policy of OCSD shall be reviewed by the Administration Committee and shall be adopted by resolution of the Board of Directors of OCSD. The Policy shall be reviewed on an annual basis in accordance with California Government Code Section 53646, and this Investment Policy, by the Administration Committee, which shall recommend revisions, as appropriate, to the Board of Directors. Any modifications made thereto shall be approved by the Board of Directors. 16.2 The Administration Committee shall serve as the oversight committee for the District's Investment program and shall adopt guidelines for the ongoing review of duration, quality and liquidity of the District's portfolio. Page 14 of 13 Return to Mende Report APPENDIX "A" SUMMARY OF INVESTMENT AUTHORIZATION INTERNAL AND EXTERNAL MANAGERS SHORT TERM OPERATING FUND INVESTMENT INTERNAL EXTERNAL U.S. Treasuries OK OK Federal Agencies Fixed coupon, fixed mat. OK Mortgage-backed NO NO Commercial paper OK OK Banker's Accept. OK OK Medium Term Notes Fixed coupon, fixed mat.* OK Mutual Funds Money Market Only** Money Market Only Negotiable CDs Fixed coupon, fixed mat.* OK Municipal Bonds OK* NO LAIF OK NO OCIP OK NO CMOs NO NO Asset-backed NO NO Repurchase Agree. OK OK Reverse Repos OK* OK LONG TERM OPERATING PORTFOLIO INVESTMENT INTERNAL EXTERNAL U.S. Treasuries OK OK Federal Agencies Fixed coupon, fixed mat. OK Mortgage-backed NO OK Mutual Funds Money Market Only** OK Negotiable CDs Fixed coupon, fixed mat.* OK Municipal Bonds OK* OK LAIF OK NO OCIP OK NO CMOs NO With Board Approval Asset-backed NO With Board Approval Repurchase Agree. OK OK Reverse Repos OK* OK *With prior approval of the Administration Committee. **Using financial institutions approved by the Administration Committee. NWepOaeC� lf neWminCommUMIN1014WULWnv.et.n Pdiry_BOD7MI4. ou Return to Mende Report EXHIBIT "B" FY 2014-15 Performance Monitoring & Reporting Schedule For the Administration Committee The Quarterly Investment and Board of Directors meetings of: Management Program Report to be resented for the period of: July 2014 August Board only) September Aril —June 2014 October November Jul — Sept 2014 December January '15 Board only) February Oct— Dec 2014 March April May Jan — March 2015 June EXHIBIT "B" Return to Aaenda Reoori ORANGE COUNTY SANTIATION DISTRICT PERFORMANCE MONITORING & REPORTING SUMMARY FOR THE DISTRICT'S INVESTMENT PROGRAM POLICY REFERENCE PERFORMANCE CHARACTERISTIC REPORTING PARTY* PIMCO MELLON CALLAN 15.1.1 Cost and market value of the portfolio(monthly mark-to-market). M, Q M, Q Q 15.1.2 Modified duration of the portfolio compared to benchmark. M, Q Q 15.1.3 Dollar change in value of the portfolio for a 1%change in interest rate. M, Q Q 15.1.4 Percent of portfolio invested in reverse repurchase agreements, and a schedule which M, Q matches the maturity of such reverse repurchase agreements with the cash flows which are available to repay them at maturity. 15.1.5 For the Liquid Operating Monies account only,the percent of portfolio maturing within 90 M, Q Q days. 15.1.6 Average portfolio credit quality. M, Q Q 15.1.7 Percent of portfolio with credit ratings below"A" by any rating agency, and a description M, Q Q of such securities. 15.1.8 Listing of any transaction or holdings which do not comply with this policy or with the M, Q California Government Code. 15.1.9 Time-weighted total rate of return for the portfolio forthe priorthree months,twelve M, Q Q months, year-to-date, and since inception compared to the benchmark returns for the same periods. ADDL** Comparison of portfolio performance to market index benchmark. M, Q Q ADDL** Comparison of Manager's performance to peer group benchmark. Q ADDL** Monitoring of organizational and structural changes of investment management firm. Q ADDL** Audit portfolios for compliance with investment policy guidelines. Q 15.1.10 OCSD will report if sufficient funds are available for it to meet operating expenditure requirements for the next six months, or if not, state the reason for the shortfall. Notes *M = Monthly *Q =Quarterly **ADDL= Monitoring of Additional Performance Characteristics Return to Mende Report RESOLUTION NO. OCSD 14-10 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE ORANGE COUNTY SANITATION DISTRICT, AUTHORIZING THE DISTRICT'S TREASURER TO INVEST AND/OR REINVEST DISTRICT'S FUNDS, AND ADOPTING DISTRICT'S INVESTMENT POLICY STATEMENT AND PERFORMANCE BENCHMARKS; AND REPEALING RESOLUTION NO. OCSD 13-13 WHEREAS, on July 24, 2013, the Board of Directors adopted Resolution No. 13-13, readopting the District's Investment Policy Statement, and establishing specific performance benchmarks and objectives, together with a schedule of frequency of investment performance reports; and WHEREAS, pursuant to California Government Code Section 53607, the Board of Directors may delegate authority to invest and/or reinvest District's funds to the Treasurer for a one-year period; and WHEREAS, pursuant to California Government Code Section 53646, the District is required to review its Investment Policy annually and readopt its Policy at a public meeting, which Policy will establish specific performance benchmarks and objectives, and specific monitoring and reports. NOW, THEREFORE, the Board of Directors of the Orange County Sanitation District, DOES HEREBY RESOLVE, DETERMINE AND ORDER: Section 1: That the authority of the Board of Directors to invest or reinvest District's surplus funds, or to sell or exchange securities so purchased, or to deposit for safekeeping the funds and investments of the Districts with depositories, as provided for in California Government Code Sections 53608 and 53630, is hereby delegated to the District's Treasurer for a one-year period commencing on the date this Resolution is adopted, as authorized by California Government Code Section 53607. OCSD 14-10-1 Return to Mende Report Section 2: That the Board of Directors hereby adopts the Investment Policy Statement of the Orange County Sanitation District, as set forth in Exhibit "A", attached hereto and incorporated herein by reference. Section 3: That the Board of Directors hereby adopts the following specific performance benchmarks for their two investment funds in accordance with Section 14.0 of the District's Investment Policy: LIQUID OPERATING MONIES: The Short-Terre Operating Fund will be compared to the three-month T-Bill rate, and the Callan Active Cash Flow Income Style Group. The Callan Active Cash Flow Income Style Group represents a peer group of managers who operate with a maximum maturity of one year. LONG-TERM OPERATING MONIES: The Long-Term Operating Fund will be compared to the Merrill Lynch Government and Corporate One-to-Five Year Maturity Index and to the Callan Defensive Fixed Income Style Group. Section 4: That the Board of Directors hereby adopts a performance monitoring and reporting schedule, as required by Section 15.0 of the District's Investment Policy, which schedule is attached hereto as Exhibit "B", and incorporated herein by reference. OCSD 14-10-2 Return to Mende Report Section 5: That Resolution No. OCSD 13-13 is hereby repealed. PASSED AND ADOPTED at regular meeting of the Board of Directors, Orange County Sanitation District held July 23, 2014. Tom Beamish Board Chair ATTEST: Kelly A. Lore Acting Clerk of the Board OCSD 14-10-3 STATE OF CALIFORNIA ) ss COUNTY OF ORANGE ) I, Kelly A. Lore, Acting Clerk of the Board of Directors of the Orange County Sanitation District, do hereby certify that the foregoing Resolution No. OCSD 14-10 was passed and adopted at a regular meeting of said Board on the 23rd day of July, 2014, by the following vote, to wit: AYES: NOES: ABSTENTIONS: ABSENT: IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of Orange County Sanitation District this 23rd day of July, 2014. Kelly A. Lore Acting Clerk of the Board of Directors Orange County Sanitation District OCSD 14-10-4 ADMINISTRATION COMMITTEE Meeting Date TOBA.Of Dir. 07/09/14 07/23/14 AGENDA REPORT Item Number Item Nu bar 3 16 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Lorenzo Tyner, Director of Finance and Administrative Services SUBJECT: REVENUE REFUNDING CERTIFICATE ANTICIPATION NOTES, SERIES 2014B GENERAL MANAGER'S RECOMMENDATION Authorize the General Manager to issue Revenue Refunding Certificate Anticipation Notes, Series 2014B, as two-year fixed-rate obligations, subject to market conditions, in an amount not to exceed $135.0 million to replace the $129.625 million Revenue Refunding Certificate Anticipation Notes, Series 2013A maturing on October 16, 2014. SUMMARY In March 2006, the Sanitation District issued $200 million of variable rate Certificates of Participation (COP), Series 2006 (2006 COPS). Alternatively, the Sanitation District could have issued debt at an estimated cost of 4.54% on a fixed rate basis in 2006. From inception through August 2008, the average variable rate on the 2006 COPs was 2.95% or 0.22% less than the SIFMA index (weekly market index of tax-exempt variable rate obligations). As the global financial crisis took hold in the late summer of 2008, there was a significant increase in the variable rate borrowing cost of the Sanitation District, including all municipal borrowers, as the 2006 COPS averaged 4.29% (or 1.56% above the SIFMA index) for the period between September 2008 and December 2008. The amount of the increase in variable rate cost above the SIFMA index can be attributed to the weakened financial strength of the bank, DEPFA Bank plc, that was providing liquidity support on the 2006 COPs. In December 2008, the Sanitation District proactively refunded the 2006 COPS with the Refunding COP Series 2008C Certificate Anticipation Notes (2008C CANS)to reduce its exposure to then higher and more volatile variable rate costs. The yield on the 2008C CANS was 0.98% for a one-year period. The issuance of the 2008C CANS allowed the Sanitation District to redeem the 2006 COPs at an all-in cost of less than 1.25% and avoid paying a bank rate of 4.75% which would have been effective starting a month later. Since the 2008C CANS issuance, the Sanitation District completed five additional one-year refinancings at yields at progressively lower yields as summarized below: Principal Amount 2009E $ 165,865,000 0.370% 0.559% 2010E 154,665,000 0.360 0.525 2011E 143,205,000 0.225 0.399 2012C 131,700,000 0.210 0.410 2013A 129,625,000 0.170 0.390 Page 1 of 6 The interest rate on the currently outstanding Revenue Refunding Certificate Anticipation Notes Series 2013A (2013A CANs) was fixed for only one year and the entire $129.625 million plus interest becomes due and payable on October 16, 2014. The Sanitation District is responsible for the total repayment, including interest, of $132.218 million or the Sanitation District could choose to refinance the 2013A CANS. Due to the expected low tax-exempt cost of refinancing CANs and the ability to generate higher taxable earnings on reserves, staff does not recommend the use of $130 million of reserves to repay the 2013A CANS; therefore, there are a number of refinancing options for consideration of the Sanitation District. PRIOR COMMITTEE/BOARD ACTIONS June 2014 — The Board adopted Resolution No. OCSD14-xx, authorizing the execution and delivery by the District of an Installment Purchase Agreement, a Trust Agreement, an Escrow Agreement and a Continuing Disclosure Agreement in connection with the execution and delivery of Orange County Sanitation District Wastewater Refunding Revenue Obligations, Series 2014A, authorizing the execution and delivery of such Revenue Obligations, evidencing principal in an aggregate amount of not to exceed $225,000,000, 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 Revenue Obligations and authorizing the execution of other necessary documents and related actions. ADDITIONAL INFORMATION Financing Options Available to the Sanitation District 1. Refund the Maturing 2013A CANS with Fixed Rate Debt The issuance of long-term fixed rate debt to refund the 2013A CANs will eliminate any future market access risks (ability to issue debt to refinance maturing debt) and interest rate risk (additional costs if rates reset higher or are higher upon a future refinancing). After the issuance of fixed rate debt, the Sanitation District will no longer be exposed to changing market conditions. The issuance of long-term fixed rate debt in the current market would result in an average borrowing yield of approximately 3.70%. Fixed rate debt would also remove the interest rate hedge originally desired by the Sanitation District (in 2006) which was intended to insulate the District from changes in the District's fluctuating investment portfolio earnings as the variable rates on the 2006 COPS were expected to move in tandem with changes in short-term interest rates. The following is a current market cost summary (subject to changing market conditions) of Option 1. (Fixed Rate Debt) over the next year. 3.650% Assumed Average Fixed Rate 0.021 Costs of Issuance (amortized over life of COPS) 0.031 Underwriter Costs (amortized over life of COPs) 3.701% Fixed Rate Cost Page 2 of 6 2. Refund the Maturing 2013A CANs with Variable Rate Debt Current variable rates for highly-rated California municipal borrowers (such as the District) are extremely low at approximately 0.05% for traditional variable rate debt supported by a commercial bank. However, the availability of bank support continues to be relatively expensive at approximately seven times the cost of current variable rates. The terms and conditions currently demanded by banks are also more onerous than during the period prior to the global financial crisis. Recently, alternative variable rate products have been developed that do not require bank support, but these products are generally used by issuers to diversify among a portfolio containing many different variable rate products, unlike the Sanitation District's single issuance of short-term interest rate exposure (2013A CANS). In addition, there are limited investors for these alternative products. The following is a current market cost comparison (subject to changing market conditions) of traditional variable rate debt versus Option 1. (Fixed Rate Debt) over the next year. Variable% Average Variable Rate 0.354 Bank Liquidity Fee 0.075 Remarketing Fee 0.026 Costs of Issuance (amortized over life of COPS) 0.037 Annual Variable Rate fees (ratings and bank renewal) 0.006 Underwriter Costs (amortized over life of COPs) 0.495% + Variable% (current total of approximately 0.55%) or If compared to Option 1, average break-even variable rate of 3.15% 3. Refund the Maturing 2013A CANs with a New One-Year CANS issue Since the issuance of the 2013A CANS, short-term interest rates have continue to remain low as the current market yield for a one-year CANS is slightly lower than last year's levels and presently about 0.12%. The issuance of refunding CANS will continue to allow the Sanitation District to accrue savings at a rate that is fixed while insulating the District from the possibility of short-term rates increasing over the fixed rate period. The CANs structure will avoid the payment of high fees to liquidity banks and eliminate the risk of interest rates resetting higher from historic low levels during the course of the next year. Although current variable rates are low at 0.05% (see Option 2. above), there is almost no room for rates to go lower. Page 3 of 6 The following is a current market cost summary (subject to changing market conditions) of Option 3. (one-year CANS) over the next year. 0.120% Assumed One-Year Rate 0.220 Costs of Issuance (amortized over one year) 0.008 Underwriter Costs (amortized over one year) 0.347% or 3.35% less than Option 1. (equal to $3.1 million of cash flow savings) A comparison of the one-year CANS refinancing structure to Option 2. above (Variable Rate Debt) shows that future unknown variable rates must be less than zero for variable rate debt to generate a better economic result. 4. Refund the Maturing 2013A CANS with a New Two-Year CANS issue In the current market, the difference between a one-year CAN and a two-year CAN is smaller than in previous years. Last year, when the Sanitation District was considering the refinancing options of the then outstanding Series 2012C CANS, the difference in all-in-costs between one-year CANS and two-year CANS was approximately 0.33% (33 bps (or basis points)). The following is a current market cost summary (subject to changing market conditions) of Option 4. (two-year CANS) over the next year. 0.260% Assumed Two-Year Rate 0.110 Costs of Issuance 0.025 Underwriter Costs 0.395% or 3.31% less than Option 1. (equal to $3.1 million of cash flow savings) A comparison of a two-year CANS refinancing structure to Option 3. above (one-year CANS) shows only a five bps difference in the all-in costs which is much lower than the 33 bps differential last year. A two-year CANS issuance will allow the Sanitation District to lock-in a two-year fixed rate at a cost that is only slightly greater than a one-year CAN. The major risk with any CANS structure occurs if the Sanitation District does not have market access to remarket the CANS at maturity (in 2016 for two-year CANS). However, the Sanitation District (1) has successfully issued one-year CANS in each of the last six years, (2) is a AAA/AAA-rated entity, and (3) holds a substantial amount of reserves that could (if the Board chooses) be used to redeem CANS if market access is not available. Staff intends to build in safeguards to avoid the use of Sanitation District reserves unless absolutely necessary: for example, beginning the process of refinancing well in advance of the maturity date of the CANS [and structuring the two-year CANS with a short optional call right which will allow the Sanitation District to redeem the CANS in advance of the maturity date]. Page 4 of 6 To further reduce interest rate risk (additional costs if rates reset higher or are higher upon a future refinancing) the Sanitation District could reinstate the Accelerated Rate Management (ARM) program with a CANs refinancing debt issuance. Between 2006 and 2012, the ARM program used accrued savings (e.g., 0.41% cost on 2012C CANS) compared to a fixed rate assumption (e.g., fixed rate of 4.54% available in 2006) to reduce the outstanding amount of debt on a yearly basis. As less debt is outstanding, the Sanitation District significantly reduces its interest rate risk (if higher interest rates occur, the negative effect is mitigated as the higher interest cost is calculated on a smaller principal amount). The implementation of the ARM program since the issuance of the 2006 COPs has (1) reduced the outstanding principal by over$70 million and (2) decreased the interest rate risk to the Sanitation District as the break-even rate (the average future interest rate for the remaining debt from the 2006 COPS issuance) is now over 10.8%. The original variable rate structure of the 2006 COPS and the six past CANS refinancings have already saved the District over $35.7 million compared to the alternative of the District issuing fixed rate debt in 2006. However, staff does not believe it is the appropriate time to reinstate the ARM program as the break-even rate is so high that it is extremely unlikely that any future debt costs will negate the already accrued savings. If the Sanitation District refinances the 2013A CANs with two-year CANs at current market conditions and does not reinstate the ARM Program, the break-even rate will still increase to over 12.70% (in 2016). In addition, the Sanitation District is currently earning xx% on its investment portfolio which hedges the short-term rate of the CANs; therefore, the Sanitation District benefits from not using its higher yielding cash to repay principal on lower costing debt. In addition, the ARM program has already reduced the outstanding prinicipal amount by $39 million more than the amount that would have been amortized if the bonds were originally issued as fixed rate bonds. The Sanitation District could also extend beyond two years with a CANs refunding issuance to lock in rates for a longer period of time; however the costs of extending each additional year of 29-37 bps is much greater than the five bps for extending from one to two years. The following table presents the current market results for 3- 5 year CANS periods: e Years Rate 0.580% 0.96% 1.300% Costs of Issuance 0.073 0.063 0.050 Underwriter Costs 0.033 0.038 0.040 Total over next ear 0.687% 1.060% 1.390% Even as long-term interest rates have been volatile, short-term debt continues to remain low and attractive, especially rates within one and two years. In addition, short-term rates act as a hedge on the Sanitation District's cash reserves. Therefore, staff is recommending Option 4., the refunding of the 2013A CANS with a new two-year CAN that will enable the Sanitation District to lock-in a low rate for two years without (a) encumbering cash reserves; (b) exposing the District to relatively high bank liquidity costs associated with variable rate debt; and, (c) avoiding higher fixed rates which would increase near-term debt costs by approximately $3.1 million per year. Page 5 of 6 Assuming that the staff receives approval to pursue a refinancing, staff will return to the Administration Committee in September with financing documents to complete the refinancing. There is the possibility that interest rates may change before September and, at the time of approval of the financing documents and based on market conditions at that time, staff may recommend a different refinancing term (e.g. one-year CANs). If the Sanitation District pursues Options 1., 3., or 4. (fixed rate options), the refunding CANS can be sold on a competitive basis in order to obtain the lowest financing cost possible. [Staff and consultants will be available to make a brief presentation and provide an overview of the financing schedule at the Administration Committee meeting.] Following is a chart listing the remaining steps to be completed for the issuance of the Revenue Refunding Certificate Anticipation Notes, Series 2014B debt issuance: ➢ Board approval of legal and disclosure documents September ➢ Financing Corporation approval of legal and disclosure documents ➢ Receive ratings from Bond Rating Agencies October ➢ Receive competitive bids ➢ Closing CEQA N/A BUDGET/ PURCHASING ORDINANCE COMPLIANCE N/A Page 6 of 6 ADMINISTRATION COMMITTEE NeedngDate TOBd 011Dir. 07/09/14 07/23/14 AGENDA REPORT Item Number Item Nu bar 7 4 1 Orange County Sanitation District FROM: James Herberg, General Manager Originator: Lorenzo Tyner, Director, Finance and Administrative Services SUBJECT: COMMUNICATION RADIO SYSTEM REPLACEMENT AND UPDATE GENERAL MANAGER'S RECOMMENDATION Authorize use of Ordinance No. OCSD-44, Section 2.03:13. Cooperative Purchases for a blanket order agreement to purchase equipment and services for OCSD's Motorola radio systems, for a total amount not to exceed $250,000 to include all tax and freight. SUMMARY OCSD currently operates a Motorola two-way radio system to communicate with staff in support of the normal and emergency operations of the treatment plants and collection system. The existing Motorola radio system was updated in December 2011 however, and is capable of operating in a digital mode provided all of the handsets are digital capable. Existing "digital-ready" handheld, vehicle radios, and two transmitters operating in analog mode will be programed to digital and approximately 100 handheld radios will be purchased to replace existing analog handheld radios that are not digital capable. After the conversion, current radio reception will be evaluated to address and increase coverage at critical areas of both plants and to mitigate low-to-no reception issues as identified in the SP-145 Facility-wide Safety Assessment study. This authorization will allow OCSD to utilize the County of Orange Cooperative Agreement, No. MA-060-10012594 and procure from accredited vendors and service providers for Motorola. OCSD will use this agreement to procure parts and services. This capital requirement is included as SP-165, Communication Radio System Replacement. PRIOR COMMITTEE/BOARD ACTIONS December—2010: Authorized the General Manager to permanently establish Motorola radio system equipment as OCSD's standard for the licensed, privately operated, mobile radio system; and, Page 1 of 2 Authorized use of Resolution No. OCSD 07-04, Section 3.08: Cooperative Procurement, for purchases of equipment and services of Motorola radio systems, for a total amount not to exceed $250,000, to include all tax and freight. ADDITIONAL INFORMATION In 2010, the Federal Communications Commission (FCC) mandated the conversion of existing systems to technology that will allow more channels to operate in the existing licensed frequency spectrum, otherwise known as "narrowbanding." The previous Motorola radio system was replaced and upgraded by 2012 to comply with this FCC mandate. The majority of the existing components can be reprogrammed to meet the new standards. CEQA N/A BUDGET / PURCHASING ORDINANCE COMPLIANCE This request complies with authority levels of OCSD Ordinance No. OCSD-44. This item has been budgeted under the Capital Improvement Project SP-165. Project contingency funds will not be used for this project. Page 2 of 2 ADMINISTRATION COMMITTEE "I'm,Date T1.1 IM. 07/09/14 7/23/14 Item AGENDA REPORT N Number Item Nu bar 6 Nu Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Lorenzo Tyner, Director of Finance and Administrative Services SUBJECT: REDUCTION IN LONG-TERM LIABILITIES GENERAL MANAGER'S RECOMMENDATION Direct staff to pay down on the District's unfunded actuarial accrued liability with the Orange County Employee's Retirement System (OCERS) in the amount of $125 million. SUMMARY During the budget development process, staff informed the Board that projected reserves would exceed the amount required by fiscal policy. Additionally, it was determined that the District could prudently use these excess funds to reduce the District's long-term liabilities. As a result, the Adopted FY 2014-15 Budget includes $125 million to reduce its long-term liabilities. The two available options to reduce long-term liabilities include paying down a portion of the District's $195 million unfunded actuarial accrued liability (UAAL) administered by OCERS or paying down the District's $1.2 billion outstanding bonded debt. The District requested OCERS to provide a UAAL contribution rate for every 1 million of additional contributions made against the UAAL. Last month, OCERS informed staff that their actuary had determined that the UAAL rate would be reduced by 0.11% for each $1 million of additional contributions made by the District towards the UAAL. A $125 million pay down on the UAAL would result in a decline of the current UAAL rate by 13.75% (125 X .11%), or from 25.60% to 11.85%. The following compares the two options of reducing long-term liabilities: $125 MILLION EARLY PAYMENT OPTIONS(in millions) Current Status Option 1 Option 2 Payment Categories (No Payment) Pay Down Pay Down OCERS UAAL Debt Debt Service (5%) ($ 6.25) ($ 6.25) $ 0.00 Interest Revenue (2%) $ 2.50 $ 0.00 $ 0.00 Normal (OCERS Non-UML) ($ 6.43) ($ 6.43) ($ 6.43) UAAL Paid to OCERS ($15.85) ($ 7.34) ($15.85) Total Annual Payment ($26.03) ($20.02) ($22.28) Annual Savings I (Current vs option) 1 $ 6.01 $ 3.75 Page t of 2 Based on the comparison above, paying down the OCERS UAAL by $125 million would yield an annual savings of $6.01 million ($26.03 - $20.02) as opposed to paying down on bonded debt which would yield an annual savings of $3.75 million ($26.03 - $22.28). Therefore, staff recommends making a $125 million payment to OCERS paying and reducing the UAAL. PRIOR COMMITTEE/BOARD ACTIONS N/A BUDGET/PURCHASING ORDINANCE COMPLIANCE This item has been budgeted. ATTACHMENT N/A Page 2 of 2 ITEM No. 19 (a) MINUTES STEERING COMMITTEE MEETING Orange County Sanitation District The Steering Committee meeting convened on Wednesday, June 25, 2014, at 5:33 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 Rob Thompson, Director of Chair Engineering Keith Curry, Member-At-Large Ed Torres, Director of Operations & Brett Murdock, Member-At-Large Maintenance John Withers, Member-At-Large Lorenzo Tyner, Director of Finance & Administrative Services Kelly Lore, Acting Clerk of the Board COMMITTEE MEMBERS ABSENT: Janine Aguilar Jennifer Cabral None. Norbert Gaia Stephanie Good Laurie Klinger Andrew Nau Rich Spencer OTHERS PRESENT: Brad Hogin, General Counsel Jim Ruth, Consultant Steve Filarsky, Consultant PUBLIC COMMENTS: None. REPORTS: Chair Edgar gave a brief report regarding the Honor Walk and thanked staff for a great job. He further reported that SB 946 (Huff) was approved unanimously in the Minutes of the Steering Committee June 25,2014 Page 2 of 3 Assembly and is back in the Senate pending concurrence in Assembly amendments. The amendments are not substantive and relate to inserting the name Orange County Sanitation District into the bill. Final Senate approval is expected before the summer recess begins July 8th. General Manager Jim Herberg reported on the following: Monthly report — Annual Work Plan; Outreach efforts; Grant application to the US Bureau of Reclamation for the Water Smart Program to partially fund our water recycling study; Newport Beach activities update; OCSD FY 2014-16 Budget; hydrogen fuel cell project; Heal the Bay beaches report card; and the "Quadrennial Energy Review Public Meeting — The Water-Energy Nexus" in San Francisco, hosted by the U.S. Department of Energy. CONSENT CALENDAR: 1. MOVED, SECONDED, AND DULY CARRIED: Approve Minutes of the May 28, 2014 Steering Committee Meeting. AYES: Beamish, Curry, Edgar, Reese, Murdock, Nielsen and Withers NOES: None ABSTENTIONS: None ABSENT: None Before going to closed session, Chair Edgar thanked the Committee and the staff for their support during his time on the Board. CLOSED SESSION CONVENED IN CLOSED SESSION PURSUANT TO GOVERNMENT CODE SECTIONS: 54957.6, 54957(b)(1) The Committee convened in closed session at 5:48 p.m. to discuss two items. Confidential minutes of the Closed Session have been prepared in accordance with the above Government Code Sections and are maintained by the Clerk of the Board in the Official Book of Confidential Minutes of Board and Committee Closed Meetings. Minutes of the Steering Committee June 25,2014 Page 3 of 3 RECONVENED IN REGULAR SESSION: The Committee reconvened in regular session at 6:25 p.m. 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 6:25 p.m. Submitted by: Kelly A. Lore Acting Clerk of the Board ITEM NO. 19 (b) MINUTES SPECIAL STEERING COMMITTEE MEETING Orange County Sanitation District The Special Steering Committee meeting convened on Wednesday, July 9, 2014, at 4:30 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 Tom Beamish, Chair Bob Ghirelli, Assistant General John Nielsen, Vice-Chair Manager Brett Murdock, Operations Committee Lorenzo Tyner, Director of Finance & Chair Administrative Services Brad Reese, Administration Committee Jeff Reed, Director of Human Chair Resources John Withers, Member-At-Large Kelly Lore, Acting Clerk of the Board Keith Curry, Member-At-Large Janine Aguilar Norbert Gaia Stephanie Good COMMITTEE MEMBERS ABSENT: Laurie Klinger Andrew Nau None. Rich Spencer OTHERS PRESENT: Brad Hogin, General Counsel Jim Ruth, Consultant Steve Filarsky, Consultant PUBLIC COMMENTS: Mark Mutz, OCSD Employee, spoke to the Committee regarding previous negotiations, stating that the employees have been Flexible in the past regarding wages and insurance, paying for portions of their retirement and medical insurance. REPORTS: Chair Beamish did not provide a report. Minutes of the Steering Committee-SPECIAL Meeting July 9, 2014 Page 2 of 2 General Manager Jim Herberg did not provide a report. CLOSED SESSION CONVENED IN CLOSED SESSION PURSUANT TO GOVERNMENT CODE SECTIONS: 54957.6 The Committee convened in closed session at 4:34 p.m. to discuss one item. Confidential minutes of the Closed Session have been prepared in accordance with the above Government Code Sections and are maintained by the Clerk of the Board in the Official Book of Confidential Minutes of Board and Committee Closed Meetings. Director Murdock arrived at 4:40 p.m. RECONVENED IN REGULAR SESSION: The Committee reconvened in regular session at 5:30 p.m. 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 5:32 p.m. Submitted by: Kelly A. Lore Acting Clerk of the Board ITEM NO. 20 MINUTES LEGISLATIVE AND PUBLIC AFFAIRS SPECIAL COMMITTEE MEETING Orange County Sanitation District The Legislative and Public Affairs Special Committee meeting convened on Monday, July 14, 2014, at 8:00 a.m. in the Administration Building of the Orange County Sanitation District. Director John Withers led the Flag Salute. A quorum was declared present, as follows: COMMITTEE MEMBERS STAFF PRESENT PRESENT: Jim Herberg, General Manager Tom Beamish, Board Chair Bob Ghirelli, Assistant General David Benavides, Director Manager Tyler Diep, Director Nick Arhontes, Director of Facilities John Nielsen, Board Vice-Chair Support Services Brad Reese, Administration Committee Jeff Reed, Director of Human Chair Resources Greg Sebourn, Director Rob Thompson, Director of John Withers, Administration Engineering Committee Vice-Chair Lorenzo Tyner, Director of Finance & Administrative Services Kelly Lore, Acting Clerk of the Board Jim Colston, Environmental Compliance Regulatory Affairs COMMITTEE MEMBERS ABSENT: Manager Kelly Newell, Public Affairs Specialist None. Jennifer Cabral, Principal Staff Analyst OTHERS PRESENT: Brad Hogin, General Counsel Heather Stratman, Townsend Public Affairs Ian Delzer, Townsend Public Affairs Eric Sapirstein, ENS (via teleconference) PUBLIC COMMENTS: None. Minutes of the Legislative and Public Affairs Special Committee July 14, 2014 Page 2 of 4 REPORTS: Mr. Herberg, General Manager, mentioned the process for the Professional Services Agreements for Consent Calendar Agenda Item 2. Chair Beamish acknowledged and welcomed new Committee members Greg Sebourn and Tyler Diep. CONSENT ITEMS: 1. MOVED, SECONDED, and DULY CARRIED to: Approve the minutes for the Committee meeting held on June 9, 2014. AYES: Beamish; Benavides; Reese and Withers. NOES: None ABSTENTIONS: Diep and Sebourn ABSENT: Nielsen 2. MOVED, SECONDED, and DULY CARRIED to: Recommend to Steering Committee to: A. Extend a Professional Services Agreement with Townsend Public Affairs for State Legislative Services for the period of July 1, 2014 through December 31, 2014 at a monthly rate of $7,500 per month for an annual not to exceed amount of$45,000; and B. Extend a Professional Services Agreement with ENS Resources for Federal Legislative Services for the period of July 1, 2014 through December 31, 2014 at a monthly rate of $5,500 per month for an annual not to exceed amount of$33,000. AYES: Beamish; Benavides; Diep; Reese; Sebourn and Withers. NOES: None ABSTENTIONS: None ABSENT: Nielsen Minutes of the Legislative and Public Affairs Special Committee July 14,2014 Page 3 of 4 Vice-Chair Nielsen arrived at the meeting at 8:04 a.m. INFORMATIONAL ITEMS: 3. Federal Legislative Update Mr. Sapirstein reported on the following: appropriation efforts for State Revolving Fund Program (SRF); EPA "Waters of the U.S." rulemaking and concerns to OCSD; water recycling and drought relief; challenges of the drought bills H.R. 3964 and S. 2198; state financed water recycling loans; Department of Energy's "Quadrennial Energy Review", reporting a successful presentation from OCSD; Rip Rap removal for the Santa Ana river; and staff changes in the Corps of Engineers. General Manager Jim Herberg notified the Committee that the application OCSD submitted for the 2014 Title XVI Feasibility program was not funded for a feasibility study. He discussed possibilities of future funding. Mr. Herberg further reported on his attendance at the "Quadrennial Energy Review Public Meeting - The Water-Energy Nexus" on June 19`" and upcoming meetings with SAWPA and Corps of Engineers regarding Rip Rap removal. Mr. Sapirstein stated that the EPA is planning a meeting in Los Angeles (date to be determined) regarding Water Infrastructure Finance and Innovation Authority (WIFIA), to discuss their intent for implementing funding for low interest loans for water infrastructure. He will inform staff when the date has been set and urged staff to attend this meeting. 4. State Legislative Update Ms. Stratman provided an update on the status of SB 946, which is now on the Governor's desk for signing. A letter of support from OCSD, Yorba Linda Water District (YLWD) and City of Yorba Linda urging the Governor to sign was also sent. She further reported on water bond issues; Emergency Drought Relief funding; 2014 Water Use and Energy Efficiency Projects; Department of Water Resources (DWR) draft guidelines, eligible programs and projects, and the schedule of hearings and possible appropriations. She then answered questions from the Committee. 5. OCSD Public Affairs Update Bob Ghirelli, Assistant General Manager, announced that Faviola Miranda had accepted a position with Southern California Gas Co. and that OCSD is Minutes of the Legislative and Public Affairs Special Committee July 14,2014 Page 4 of 4 currently recruiting for the position. He further reported on OCSD's recent Public Affairs outreach efforts including: Fountain Valley Summerfest, Westminster Safety Day, Honor Walk Ceremony, electronic budget message on website; speaking engagements including: the OCSD Disinfection Study, presented by Director of Operation and Maintenance Ed Torres to the City Council of Huntington Beach and a presentation by Director of Engineering, Rob Thompson regarding information and updates to Newport Beach projects to their City Council; Career Day event at Village View Elementary School; website updates; installation of a dedicated rate phone line; possible partnership with the Discovery Science Center and plant tours given. Director Sebourn suggested the possibility of the District providing an exhibit booth at the OC Fair. Chair Beamish stated that the Science station at the La Habra Children's Museum has a great water display. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: Director Sebourn inquired about the recruitment of the Senior Public Affairs Specialist; staff confirmed that the process was well underway and that other dedicated staff will keep business as usual. He also requested a future presentation for the City Council of Fullerton. ADJOURNMENT: Chair Beamish declared the meeting adjourned at 8:30 a.m. Submitted by: Kelly A. Lore Acting Clerk of the Board ITEM NO. 21 MINUTES GROUNDWATER REPLENISHMENT SYSTEM STEERING COMMITTEE STEERING COMMITTEE Monday, April 14, 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....................................................Not Present Roger Yoh OCWD Director ...................................................Not Present Jim Ferryman OCSD Director.................................................... Present Kathryn Bar OCWD Director..................................................... Present Alternates Cathy Green OCWD Director(No. 1)...............(amved 5:30 pm)... Present Brett Murdock OCSD Director(No. 1)......................................... Not Present Harry Sidhu OCWD Director(No. 2) ... ............................... Not Present John Nielsen OCSD Director(No. 2)......................................... Not Present Jan Flory OCWD Director(No. 3)......................................... Not Present Greg Sebourn OCSD Director(No. 3)......................................... Present Other Directors Present Staff/Consultants Present Mehul Patel, OCWD Bill Hunt, OCWD Mike Markus, General Manager Rich ten Bosch, Black&Veatch Jim Herberg, OCSD Judy-Rae Karlsen, OCWD Luke Wendel, Parsons Curt Homer, McCarthy Building Companies Debbie Bums, DDB Engineering Damon Yates, McCarthy Building Companies Jim Clark, Black&Veatch ACTION VOTE • Appoint OCWD Director Roger Yoh as Chairman Motion - Beamish 5-0 OCWD Directors OCSD Directors Second-Anthony Yes—Beamish Roger Yoh Tom Beamish Anthony Kathryn Barr Troy Edgar Ferryman Philip L.Anthony Jim Ferryman Barr Alternates Alternates Sebourn Cathy Green(1) Brett Murdock (1) Harry Sidhu (2) John Nielsen (2) No-0 Jan Flo 3 Greg Sebourn 3 1. MINUTES OF PREVIOUS MEETING Approved 5-0 Yes—Beamish RECOMMENDATION:Approve Minutes of the Anthony January 13, 2014 GWRS Groundwater Replenishment System Ferryman Steering Committee meeting as presented Barr Sebourn No-0 INFORMATIONAL ITEMS 2. GWRS INITIAL EXPANSION CONSTRUCTION UPDATE Informational 3. GWRS OPERATIONS UPDATE Informational 4. GWRS OPERATING BUDGET SUMMARY Informational 5. QUARTERLY OUTREACH REPORT Informational Public information and Education update DIRECTORS GENERAL MANAGER ADJOURNMENT 6:15 p.m. 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) ICS Incident Command System IERP Integrated Emergency Control Plan 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 GOBS 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 Glossary of Terms and Abbreviations SARI Santa Ana River Inceptor SARWQCB Santa Ana Regional Water Quality Control Board 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. Coliform bacteria—A group of bacteria found in the intestines of humans and other animals, but also occasionally found elsewhere used as indicators of sewage pollution. E. coli are the most common bacteria in wastewater. Collections system — In wastewater, it is the system of typically underground pipes that receive and convey sanitary wastewater or storm water. Certificate of Participation (COP) —A type of financing where an investor purchases a share of the lease revenues of a program rather than the bond being secured by those revenues. Glossary of Terms and Abbreviations Contaminants of Potential Concern (CPC) — Pharmaceuticals, hormones, and other organic wastewater contaminants. Dilution to Threshold (D1T) — the dilution at which the majority of the people detect the odor becomes the DrT 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. Glossary of Terms and Abbreviations Urban runoff — Water from city streets and domestic properties that carry pollutants into the storm drains, rivers, lakes, and oceans. Wastewater—Any water that enters the sanitary sewer. Watershed —A land area from which water drains to a particular water body. OCSD's service area is in the Santa Ana River Watershed.