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HomeMy WebLinkAbout10-22-2014 Board Meeting Agenda Packet Orange County Sanitation District sw°i"renor00UNnDI�W Wednesday, October 22, 2014 Regular Meeting of the 6:30 P.M. Board of Directors Board Room 10844 Ellis Avenue MAI Fountain Valley, CA 92708 WE (714) 593-7130 1954-2014 AGENDA INVOCATION AND PLEDGE OF ALLEGIANCE: (Tyler Diep, Midway City Sanitary District) 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: • "What Safety Means To Me" - Safety Poster Winners • Presentation of Certificates of Commendation to: o Orange County Coastkeeper o Surfrider Foundation • Presentation by Celeste Cantu, General Manager, Santa Ana Watershed Project Authority (SAWPA) and John Rossi, General Manager, Western Municipal Water District- Chino Basin Desalter 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. 10IM4 OCSD Board of Directors Agenda Page 1 of 6 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 the specifics of Government Code Section 84308, please see your Director's Handbook or call the office of General Counsel. 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 Any items withdrawn from the Consent Calendar for separate discussion will be considered in the regular order of business. 1. Approve minutes for the Regular Board Meeting held on September 24, 2014. 2. A. Receive and file petition from Georgeta Drancea requesting Annexation of 0.51 acres to Orange County Sanitation District, in the vicinity of Via Vista Road, in the City of Anaheim; and B. Adopt Resolution No. OCSD 14-14 entitled "A Resolution of the Board of Directors of the Orange County Sanitation District, authorizing initiation of proceedings and requesting the Orange County Local Agency Formation Commission to take proceedings for the Annexation to the District of territory known as Annexation No. OCSD-64 -Via Vista Annexation." OPERATIONS COMMITTEE: 3. Approve Minutes of October 1, 2014, Operations Committee meeting. 4. Approve Amendment No. 1 to the Tule Ranch Agreement S-2011-5131313, for the Management of Biosolids, providing additional fail-safe contingency options for hauling and processing sub-Class "B" biosolids for land application at a cost range from $13.00 (plus Orange County Waste and Recycling Fees) to $68.00 per wet ton indexed per the original contract terms in accordance to Table 2, which will not exceed the contract total designated in the original Agreement effective January 1, 2013. 5. A. Approve a Professional Design Services Agreement with MWH Americas, Inc. to provide engineering design services for Consolidated Demolition and Utility Improvements at Plant No. 2, Project No. P2-110, for an amount not to exceed $2,443,316; and B. Approve a contingency of$244,332 (10%). 10/22/14 OCSD Board of Directors Agenda Page 2 of 6 6. A. Approve a Service Agreement with Wastewater Solids Management, Inc., the lowest responsive and responsible bidder, for Digester Cleaning and Disposal, Specification No. S-2014-603BD, for period December 1, 2014 through November 30, 2015, for an amount not to exceed $1,161,230; and B. Approve a contingency of$232,246 (20%) 7. A. Award a Service Contract with Trans US, Inc., the lowest responsive and responsible bidder, for the Overhaul of One (1) Trans Absorption Chiller Unit, Specification No. S-2014-614BD, for a total amount not to exceed $233,777.72; and B. Approve a contingency of$23,377.77 (10%). 8. A. Approve a Professional Design Services Agreement with Lee & Ro, Inc. to provide engineering design services for Newhope-Placentia Trunk Replacement, Project No. 2-72, for an amount not to exceed $8,468,232; and B. Approve a contingency of$846,823(10%). 9. Authorize staff to engage in contract negotiations with SCFI Group and other potential partners to design, build, and/or operate an industrial-scale demonstration facility for the AquaCritoe supercritical water oxidation process. Authorize staff to seek grant funds and partnerships to offset the cost of this research project. ADMINISTRATION COMMITTEE: 10. Approve Minutes of October 8, 2014, Administration Committee meeting. 11. Approve the selection of Chandler Asset Management as the District's External Investment Portfolio Manager and authorize staff to negotiate a professional service agreement. 12. Approve a Purchase Order with PLC LTD, the lowest responsive and responsible bidder, for the purchase of Modicon computer equipment, Specification No. E-2014-626, for an amount of$636,579. 10/22/14 OCSD Board of Directors Agenda Page 3 of 6 STEERING COMMITTEE: 13. Approve Minutes of September 24, 2014, Steering Committee meeting. GROUNDWATER REPLENISHMENT STEERING COMMITTEE: 14. Receive and file Minutes of July 14, 2014, GWRS Committee meeting. AB1234 REPORTS (IF ANY): DIRECTORS: Pursuant to Government Code section 53232.3(d), Directors must provide a brief report on any meetings attended at the District's expense. CLOSED SESSION: During the course of conducting the business set forth on this agenda as a regular meeting of the Board, the Chair may convene the Board in closed session to consider matters of pending real estate negotiations, pending or potential litigation, or personnel matters, pursuant to Government Code Sections 54956.8, 54956.9, 54957 or 54957.6, as noted. Reports relating to (a) purchase and sale of real property, (b) matters of pending or potential litigation; (c) employment actions or negotiations with employee representatives;or which are exempt from public disclosure under the California Public Records Act, may be reviewed by the Board during a permitted closed session and are not available for public inspection. At such time as the Board takes final action on any of these subjects, the minutes will reflect all required disclosures of information. Convene in closed session. (1) CONFER WITH LABOR NEGOTIATORS (Government Code Section 64957.6) Agency Designated Representatives: Steve Filarsky, James Ruth, James Herberg, Robert Ghirelli, Jeff Reed, and Richard Spencer. Employee Organizations: 4 • International Union of Operating Engineers, Local 501; and • Orange County Employees Association (OCEA); and • Supervisors and Professionals Group; and • Unrepresented Employees 10/22/14 OCSD Board of Directors Agenda Page 4 of 6 (2) PUBLIC EMPLOYEE PERFORMANCE EVALUATION (Government Code Section 54957(b)(1)) Number of Employees: 1 • General Counsel Reconvene in regular session. CONSIDERATION OF ACTION, IF ANY, ON MATTERS CONSIDERED IN CLOSED SESSION: OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: ADJOURNMENT: Adjourn the Board meeting until the Regular Board Meeting on November 19, 2014 at 6:30 p.m. 1012W14 OCSD Board of Directors Agenda Page 5 of 6 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 iherberafgocsd.com Assistant General Manager Bob Ghirelli (714)593-7400 rohirelli0ocsd.com Director of Engineering Rob Thompson (714)593-7310 rthomosonaocsd.com Director of Facility Support Services Nick Arhontes (714)593-7210 narhontes0ocsd.cem Director of Finance and Lorenzo Tyner (714)593-7550 Itvner(cDocsd.com Administrative Services Director of Human Resources Jeff Reed (714)593-7144 ireed(rpocsd.com Director of Operations&Maintenance Ed Tortes 714 593-7080 etorres ocsd.com 10/22/14 OCSD Board of Directors Agenda Page 6 of 6 ITEM NO. 1 Orange County Sanitation District MINUTES BOARD MEETING September 24, 2014 SANITgTjQy c ? z c+ o � Administration Building 10844 Ellis Avenue Fountain Valley, California 92708-7018 0 912 412 01 4 Minutes of Board Meeting Page 1 of 20 ROLL CALL A regular meeting of the Board of Directors of the Orange County Sanitation District was held on September 24, 2014, at 6:30 p.m., in the Administration Building. Director Scott Nelson delivered the invocation and led the Pledge of Allegiance. The Acting Clerk of the Board declared a quorum present as follows: ACTIVE DIRECTORS ALTERNATE DIRECTORS X Tom Beamish, Chair Rose Espinoza John Nielsen, Vice-Chair Allan Bernstein X David Benavides Sal Tinajero X Joe Carchio Dave Sullivan X Steven Choi Christina Shea Keith Curry Rush Hill X Tyler Diep AI Krippner X James M. Ferryman Bob Ooten X Gene Hernandez John Anderson Steven Jones Kris Beard X Peter Kim Gerard Goedhart Lucille Kring Jordan Brandman X Michael Levitt Gordon Shanks Brett Murdock Roy Moore X Richard Murphy Troy Edgar X Steve Nagel Michael Vo X Prakash Narain Doug Bailey X Scott Nelson Constance Underhill X Janet Nguyen Shawn Nelson X Brad Reese Greg Mills X Gregory Sebourn Jan Flory X David Shawver Carol Warren X Fred Smith Steve Berry Teresa Smith X 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; Jeff Armstrong; Norbert Gaia; Mark Kawamoto; Laurie Klinger; and Kelly Newell; Merrill Seiler; Rich Spencer and John Stephens. 09/24/2014 Minutes of Board Meeting Page 2 of 20 OTHERS PRESENT: Brad Hogin, General Counsel; Bob Ooten (Alternate Director) CMSD; Bob Kiley, Yorba Linda Water District; Marc Marcantonio, Yorba Linda Water District. PUBLIC COMMENTS: Cindy Black, Costa Mesa resident, spoke in opposition to the District 6 Trunk sewer relief Project No. 6-17 due to concerns with sensitive species habitat. She stated her wish is that staff revisit other alternative locations for this project. Kevin Nelson, representing the Nature Commission, provided a brief PowerPoint presentation which showed photos of the area of this project, and spoke in opposition to the District 6 Trunk sewer relief Project No. 6-17. He stated that Talbert Regional Park is a natural habitat containing large trees, raptors, and other live habitat that would be threatened with this project. He encouraged staff to reconsider finding an alternative solution. Director Benavides arrived at 6:37 p.m. SPECIAL PRESENTATIONS: General Manager, Jim Herberg and Vice Chair Beamish presented a Certificate of Commendation to: o Santa Ana Regional Water Quality Control Board — Executive Director Kurt Berchtold and Board Member William von Blasingame in attendance. o South Coast Air Quality Management District - Executive Officer Barry Wallerstein in attendance. o US Environmental Protection Agency Director of Engineering, Rob Thompson presented a 25-year service award to Merrill Seiler, Division 790, Principal Environmental Specialist. Director of Finance and Administrative Services, Lorenzo Tyner presented a 25-year service award to John Stephens, Division 250, Senior Information Technology Analyst. Director of Operations and Maintenance, Ed Torres presented a 20-year service award to Jeff Armstrong, Division 890, Environmental Supervisor. REPORTS: Chair Beamish did not provide a report. General Manager, Jim Herberg reported that the General Manager's Draft Work Plan for FY 2014-15 was reviewed by the Steering Committee last month and the final version in 09/24/2014 Minutes of Board Meeting Page 3 of 20 in the packet tonight for approval. A status update will be provided to the Board in January and at the end of the Fiscal Year. Mr. Herberg reported that OCSD is the recipient of the NACWA Gold Peak Performance Award, presented by the National Association of Clean Water Agencies, for having no ocean discharge violations for our operation in the year 2013. Our goal is to next receive the NACWA Platinum Award, which requires no discharge violations for five consecutive years. He then reported that OCSD has also received the 2014 Achievement of Excellence in Procurement Award, presented by the National Procurement Institute, recognizing organizational excellence in government procurement. OCSD is the only Sanitation District in California to receive the award and one of the 21 out of 35,000 Special Districts in the United States. In answer to a question regarding the previous repairs to Plant No. 1 Splitter Box Channel Emergency Repair, Mr. Herberg stated that the previous work was also done under emergency conditions to repair a leak due to structure settlement. The material did not cure property on the initial repair. A different method was used on this repair. The structure is scheduled for replacement under a capital improvement project. RATIFICATION OF PAYMENT OF CLAIMS: 1. MOVED, SECONDED, AND DULY CARRIED TO: Ratify payment of claims of the District, by roll call vote, as follows: Claims Paid for the Period Ending: 08/15/14 08/31/14 Totals $ 11,323,516.56 $ 8,236,019.92 AYES: Beamish; Carchio; Choi; Ferryman; Hernandez; Kim; Levitt; R. Murphy; Nagel; Narain; Nelson; Reese; F. Smith; and Withers NOES: None ABSTENTIONS: Benavides; Diep; M. Murphy (Alternate) Nguyen; Sebourn and Shawver ABSENT: Curry; Jones; Kring; Murdock and Nielsen Acting Clerk of the Board, Kelly Lore stated a correction would be made to Item 2 - Board Minutes, page 4, Ratification of Payment of Claims, Ayes (Murdock is being changed to Murphy) 09/24/2014 Minutes of Board Meeting Page 4 of 20 CONSENT CALENDAR: 2. MOVED, SECONDED, AND DULY CARRIED TO: Approve minutes for the Regular Board Meeting held on August 27, 2014. AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nguyen; Reese; Sebourn; Shawver, F. Smith; and Withers NOES: None ABSTENTIONS: Nelson ABSENT: Curry; Jones; Kring; Murdock and Nielsen 3. MOVED, SECONDED, AND DULY CARRIED TO: A. Receive and file bid tabulation and recommendation; B. Award a construction contract to Sancon Engineering, Inc. for 84-inch P2 PI Line for Distribution Box B Rehabilitation and Flow Meter Structure Abandonment, Project No. FE12-06, for a total amount not to exceed $377,000; and C. Approve a contingency of$75,400 (20%). AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock and Nielsen 4. MOVED, SECONDED, AND DULY CARRIED TO: A. Receive and file bid tabulation and recommendation; B. Award a construction contract to J.R. Filanc Construction Company for SAILS PS Vent Piping Modifications, Project No. FE12-09, for a total amount not to exceed $119,138; and 09/24/2014 Minutes of Board Meeting Page 5 of 20 C. Approve a contingency of$11,914 (10%). AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock and Nielsen 5. MOVED, SECONDED, AND DULY CARRIED TO: Ratify use of General Manager's emergency purchasing authority, Ordinance OCSD-44, Article 2, Section 2.03E (Critical Time-Sensitive Procurement) and Article 1, Section 1.07B (Emergency Procurement), authorizing the General Manager to issue a change order to the Purchase Order No. 105219-OB with Jamison Engineering Contractors in the amount of $40,000 for a total of $160,000 for Emergency Repair Services for Plant No. 1 Headworks Splitter Box. AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock and Nielsen NON-CONSENT CALENDAR: 6. Director of Facility Support Services, Nick Arhontes provided a revised agenda report and brief explanation to the Board. In response to a question regarding the cost of the project doubling, Mr. Arhontes stated that this issue was unforeseen due to an existing pipe shifting after the valves were removed. Ratify ChaRge QFdeF Pie. 1 tO ReplaGeFneRt of Valves at Bay Ricidge Valve Vault, o.nieGt Nn FRIO 010 with Qnn GGA6t.U.d:9R 1nnemaFated (Bail) authGrhlnn an add'1'n al $190080 and 72 days nereasing the total onLnnl girnruint 1n cone ten, and extending the eentract completion to September Zn 2014 09/24/2014 Minutes of Board Meeting Page 6 of 20 MOVED, SECONDED, AND DULY CARRIED TO: Ratify Change Order No. 1 to Replacement of Valves at Bay Bridge Valve Vault, Project No. FR10-018, with Bali Construction, Incorporated (Bali) authorizing an additional $226,042 and 72 days, increasing the total contract amount to 440131; and extending the contract completion to September 30, 2014. AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock and Nielsen 7. Human Resource Manager, Rich Spencer provided a brief presentation on this item. MOVED, SECONDED, AND DULY CARRIED TO: Authorize the Orange County Sanitation District (OCSD) to contract a senior human resources analyst as the interim human resources manager to the Costa Mesa Sanitary District (CMSD)for up to six (6) months as a workforce development opportunity. AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock and Nielsen OPERATIONS COMMITTEE: 8. MOVED, SECONDED, AND DULY CARRIED TO: Approve minutes for the Committee Meeting held on September 3, 2014. AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nguyen; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None 09/24/2014 Minutes of Board Meeting Page 7 of 20 ABSTENTIONS: Hernandez and Nelson ABSENT: Curry; Jones; Kring; Murdock and Nielsen 9. MOVED, SECONDED, AND DULY CARRIED TO: Adopt Resolution No. OCSD 14-11 entitled; "A Resolution of the Board of Directors of Orange County Sanitation District adopting the "One Water, One Watershed" (OWOW) 2.0 Integrated Regional Water Management Plan." AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock and Nielsen 10. MOVED, SECONDED, AND DULY CARRIED TO: A. Approve a budget increase of$122,838, increasing the total amount not to exceed $522,838; B. Approve a Professional Services Agreement with RBF Consulting to provide engineering design services for Bay Bridge Pump Station and Force Mains Rehabilitation Study, Project No. SP-178, for an amount not to exceed $475,308; and C. Approve a contingency of$47,530 (10%). AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock and Nielsen 09/24/2014 Minutes of Board Meeting Page 8 of 20 12. MOVED, SECONDED, AND DULY CARRIED TO: A. Award a contract to the lowest responsive and responsible bidder, Vaughan's Industrial Repair Company, Inc., for Repairs to RSS Pumps at P2, Project No. FR14-004, for a total amount not to exceed $282,504; and B. Approve a contingency of$84,800 (30%). AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock and Nielsen 13. MOVED, SECONDED, AND DULY CARRIED TO: A. Approve a Service Agreement with Vaughan's Industrial Repair Company, Inc., the lowest responsive and responsible bidder, for the overhaul of two gas compressors located at Plant No. 2, Specification No. S-2014-61513D, for period November 1, 2014 through May 30, 2016 for an amount not to exceed $279,280; and B. Approve a contingency of$27,928 (10%) AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock and Nielsen 14. MOVED, SECONDED, AND DULY CARRIED TO: A. Approve a Service Agreement with NRG Energy, the lowest responsive and responsible bidder, for the Overhaul of Central Generation Engines, Specification No. 5-2014-601 BD, for an amount not to exceed $743,525, for the period of November 1, 2014 through October 31, 2015, with four one-year renewal options; and 09/24/2014 Minutes of Board Meeting Page 9 of 20 B. Approve an annual contingency of$148,705 (20%) AYES: Beamish; Benavides; Carchio; Choi; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: Nguyen ABSTENTIONS: Diep ABSENT: Curry; Jones; Kring; Murdock and Nielsen 15. MOVED, SECONDED, AND DULY CARRIED TO: A. Award a contract to the lowest responsive and responsible bidder, Tharsos Incorporated, for Plant 2 North Scrubber Complex Bleach Pump Base Replacement (Rebid) - Project No. FR12-031-R, for a total amount not to exceed $173,937 and, B. Approve a contingency of$34,788 (20%). AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock and Nielsen 16. MOVED, SECONDED, AND DULY CARRIED TO: Approve a budget increase of $706,000 for Final Effluent Sampler and Building Area Upgrades, Project No. J-110, for a total budget amount of$14,770,000. AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock and Nielsen 09/24/2014 Minutes of Board Meeting Page 10 of 20 11. ITEM PULLED AND HEARD SEPARATELY Director Murphy requested information regarding the policy on contingencies. Mr. Herberg stated that contingencies vary from contract to contract based on the type of contract and work. Larger contingency on design contracts reflect the relative degree of uncertainty. On Capital Improvement Projects in aggregate, the goal is to have no more than a 5% contingency. Director of Engineering, Rob Thompson stated that in the case of this project, the added contingency is due to the challenge of outreach efforts, providing a high level of service to businesses and residents affected by the various projects taking place in Newport Beach and any additional unknown circumstances. Mr. Herberg further stated that Purchasing Ordinance OCSD-44 limits contingency to 50% of the contract amount. MOVED, SECONDED, AND DULY CARRIED TO: A. Approve Amendment No. 1 to Agreement PSA-2013-568 with Constructive Community Relations, providing construction outreach services for the Newport Beach Construction Program for a total two-year period effective August 1, 2013 through July 31, 2015, for an additional $119,991, increasing the total amount not to exceed $419,991, with three one-year renewal options, not to exceed $150,000 per renewal year, and B. Approve a contingency of$57,000 (10%). AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: Nguyen ABSENT: Curry; Jones; Kring; Murdock and Nielsen 09/24/2014 Minutes of Board Meeting Page 11 of 20 ADMINISTRATION COMMITTEE: 17. MOVED, SECONDED, AND DULY CARRIED TO: Approve minutes for the Committee Meeting held on September 10, 2014. AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock and Nielsen 19. MOVED, SECONDED, AND DULY CARRIED TO: Receive and file report of reimbursements to Board Members and Staff per Government Code 53065.5 for the period of July 1, 2013 through June 30, 2014. AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: Nguyen ABSENT: Curry; Jones; Kring; Murdock and Nielsen 21. MOVED, SECONDED, AND DULY CARRIED TO: A. Adopt Resolution No. OCSD 14-12, authorizing the execution and delivery by the Sanitation District of an Installment Purchase Agreement, a Trust Agreement and a Continuing Disclosure Agreement in connection with the execution and delivery of Orange County Sanitation District Revenue Refunding Certificate Anticipation Notes, Series 2014B, authorizing the execution and delivery of such Notes evidencing principal in an aggregate amount of not to exceed $135,000,000, approving a Notice of Intention to Sell, authorizing the distribution of an Official Notice Inviting Bids and an Official Statement in connection with the offering and sale of such Notes and authorizing the execution of necessary documents and related actions; and 09/24/2014 Minutes of Board Meeting Page 12 of 20 B. That the Orange County Sanitation District Financing Corporation approve the documents, supporting and authorizing the Notes in an aggregate amount not to exceed $135,000,000. AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: Nguyen ABSENT: Curry; Jones; Kring; Murdock and Nielsen 23. MOVED, SECONDED, AND DULY CARRIED TO: Adopt Resolution No. OCSD 14-13 entitled; "A Resolution of the Board of Directors of the Orange County Sanitation District Establishing the Policies and Practices for the Payment of Warrants and Demands." AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: Diep Kim and Nguyen ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock and Nielsen 20. ITEM PULLED AND HEARD SEPARATELY Chair Beamish pulled this item and stated the Board would hear Public Comment on this item. Scott Dutton spoke in opposition of this item. He stated his desire to make the Board aware that the Company proposed for award does not have a formal agreement with the manufacturer as required in Item 3.11 of the bid documents. Mr. Dutton summited a letter for the record, which was issued by the manufacturer to the district in this regard and further stated that there will be no warranty or service from the proposed supplier. Concerns were raised by the Directors in regards to: Vendor relationship procedures; testing parts; warranties; quantity purchased vs. purchase on as need basis; obsolete parts; vendor guarantees; bid documents and the right to protest on other bids. 09/24/2014 Minutes of Board Meeting Page 13 of 20 Appicaye a P FGhane QFdeF with CN r LTD, the lewent ...spensiye and resp Rs ble h'dde. fen the purchase of li.4ndinrin n n Inn oqu lament, Qnennat on AT e C_On1A 626 fora amount of$636 579 Y MOVED, SECONDED, AND DULY CARRIED TO: Continue and return the item back to the Administration Committee. AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: M. Murphy (Alternate) ABSENT: Curry; Jones; Kring; Murdock and Nielsen 22. ITEM PULLED AND HEARD SEPARATELY Director Nagel questioned a specific reason as to what has led the District to request armed guards. Concerns were raised regarding: Potential threats vs. immediate threats; increased liability; risk; costs of law enforcement versus private security; consultant's recommendation; charges from local agencies; other sanitation district's security; preparation for disasters; security analysis of Pinkerton; employee safety and the OCSD threat assessment level. MOVED AND SECONDED: A. rAppicave Amendment Ne 1 a to the Cenlnn Agreement with Securitas Securty Services USA, Inc. far Plant I and Plant 2 SeGurity thrnnh Linn 9n On1G fan a Add:tin A.. l a .nt of $399 i nn0 i the tntnl a gi a nt not ton nd $770 759; and reneWal nail ad of lily 1 2015 thraugh Lune 201201 3� and 6` Annraiia a 100/ Bent'nnennii /C77 27C\ 09/24/2014 Minutes of Board Meeting Page 14 of 20 Discussion ensued regarding possibilities vs probabilities; other physical security measures to the Plant; budgeted items; in-house security and the possibility of inclusion of Orange County Water District for shared costs. The Board expressed the need for more information regarding this item and a substitute motion was made: MOVED, SECONDED, AND DULY CARRIED TO: A. Continue item to bring back competitive bids from other firms and agencies; and B. Bring item to the Groundwater Replenishment System Steering Committee for discussion with Orange County Water District for cost sharing; and C. Provide information to the Board regarding other comparable agencies security measures. AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock and Nielsen 18. ITEM PULLED AND HEARD SEPARATELY Director Murphy stated that he had pulled this item inadvertently. MOVED, SECONDED, AND DULY CARRIED TO: Approve payment in an amount up to $579,000 to the State Water Resources Control Board for annual permit fees for the ocean discharge permit. AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Sebourn; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock and Nielsen 09/24/2014 Minutes of Board Meeting Page 15 of 20 Chair Beamish recessed to the OCSD Financing Corporation Meeting at 7:49 p.m. ...................................... ORANGE COUNTY SANITATION DISTRICT FINANCING CORPORATION CALL TO ORDER: Chair Beamish called the Board of Directors, Orange County Sanitation District Financing Corporation meeting to order at 7:50 p.m. Director Seboum left the meeting at 7:50 p.m. ROLL CALL: The Acting Clerk of the Board declared a quorum present as follows: ACTIVE DIRECTORS ALTERNATE DIRECTORS X Tom Beamish, Chair Rose Espinoza John Nielsen, Vice-Chair Allan Bernstein X David Benavides Sal Tinajero X Joe Carchio Dave Sullivan X Steven Choi Christina Shea Keith Curry Rush Hill X Tyler Diep Al Krippner X James M. Ferryman Bob Ooten X Gene Hernandez John Anderson Steven Jones Kris Beard X Peter Kim Gerard Goedhart Lucille Kring Jordan Brandman X Michael Levitt Gordon Shanks Brett Murdock Roy Moore X Richard Murphy Troy Edgar X Steve Nagel Michael Vo X Prakash Narain Doug Bailey X Scott Nelson Constance Underhill X Janet Nguyen Shawn Nelson X Brad Reese Greg Mills Gregory Sebourn Jan Flory X David Shawver Carol Warren X Fred Smith Steve Berry 09/24/2014 Minutes of Board Meeting Page 16 of 20 Teresa Smith X Mark Murphy X I 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. APPROVAL OF MINUTES: 1. MOVED, SECONDED, AND DULY CARRIED TO: If no corrections or amendments are made, the minutes for the meeting held on June 25, 2014, will be deemed approved and be so ordered by the Chair. AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: M. Murphy (Alternate) ABSENT: Curry; Jones; Kring; Murdock; Nielsen and Sebourn ACTION ITEM: 2. MOVED, SECONDED, AND DULY CARRIED TO: Adopt Resolution No. FC-22, 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 Revenue Refunding Certificate Anticipation Notes, Series 2014B, Authorizing the Execution and Delivery of such notes Evidencing Principal in an Aggregate Amount of not to Exceed $135,000,000 and Authorizing the Execution of Necessary Documents and Related Actions." AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock; Nielsen and Sebourn 09/24/2014 Minutes of Board Meeting Page 17 of 20 ADJOURNMENT: The Chair declared the meeting of the Board of Directors, Orange County Sanitation District Financing Corporation adjourned at 7:51 p.m. . . . . . . . . . . . . . . . . . . The Orange County Sanitation District Board of Directors meeting was reconvened at 7:51 p.m. STEERING COMMITTEE: 24. MOVED, SECONDED, AND DULY CARRIED TO: Approve minutes for the Steering Committee Meeting held on August 27, 2014. AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nguyen; Reese; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: Nelson ABSENT: Curry; Jones; Kring; Murdock; Nielsen and Sebourn 25. MOVED, SECONDED, AND DULY CARRIED TO: Approve the General Manager's FY 2014 - 2015 Work Plan. AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Hernandez; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Shawver, F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Jones; Kring; Murdock; Nielsen and Sebourn Director Hemandez left the room at 7:56 p.m. LEGISLATIVE AND PUBLIC AFFAIRS SPECIAL COMMITTEE: 26. MOVED, SECONDED, AND DULY CARRIED TO: Receive and file the minutes of the September 8, 2014 meeting of the Legislative and Public Affairs Special Committee. 09/24/2014 Minutes of Board Meeting Page 18 of 20 AYES: Beamish; Benavides; Carchio; Choi; Diep; Ferryman; Kim; Levitt; M. Murphy (Alternate); R. Murphy; Nagel; Narain; Nelson; Nguyen; Reese; Shawver; F. Smith; and Withers NOES: None ABSTENTIONS: None ABSENT: Curry; Hernandez; Jones; Kring; Murdock; Nielsen and Sebourn AB 1234 REPORTS: None. Director Hernandez returned to the room at 7:59 p.m. Director Nguyen left the meeting at 8:00 p.m. CLOSED SESSION: CONVENED IN CLOSED SESSION PURSUANT TO GOVERNMENT CODE SECTIONS: 54956.9(d)(1) & 54957.6 The Board convened in closed session at 8:00 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. Director Diep left the meeting at 8:23 p.m. RECONVENED IN REGULAR SESSION: The Board reconvened in regular session at 8:26 p.m. CONSIDERATION OF ACTION, IF ANY, ON MATTERS CONSIDERED IN CLOSED SESSION: General Counsel Brad Hogin reported that the Board voted unanimously in closed session to approve a settlement with Statewide Safety and Signs, Inc. relating to the personal injury suit filed by Jamie Maddux. Under the terms of the settlement, the parties released each other from any and all claims relating to the Maddux lawsuit. 09/24/2014 Minutes of Board Meeting Page 19 of 20 OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: None. ADJOURNMENT: The Chair adjourned the meeting at 8:28 p.m. until the Regular Board Meeting on October 22, 2014 at 6:30 p.m. Kelly A. Lore Acting Clerk of the Board 09/24/2014 Minutes of Board Meeting Page 20 of 20 BOARD OF DIRECTORS Neebng Dare I Toel Dir. — ro/zz/ia AGENDA REPORT em Number Item Numbe 2 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Director of Engineering SUBJECT: VIA VISTA ANNEXATION TO ORANGE COUNTY SANITATION DISTRICT GENERAL MANAGER'S RECOMMENDATION A. Receive and file petition from Georgeta Drancea requesting Annexation of 0.51 acres to Orange County Sanitation District, in the vicinity of Via Vista Road, in the City of Anaheim; and B. Adopt Resolution No. OCSD 14-14 entitled "A Resolution of the Board of Directors of the Orange County Sanitation District, authorizing initiation of proceedings and requesting the Orange County Local Agency Formation Commission to take proceedings for the Annexation to the District of territory known as Annexation No. OCSD-64 - Via Vista Annexation." SUMMARY The Orange County Sanitation District (OCSD) received a request from Georgeta Drancea to annex one parcel which totals 0.51 acres to OCSD service boundary (map and legal description attached). The property is located in the City of Anaheim and the City is the local sewer agency. Per Ordinance OCSD-33, OCSD has collected an annexation fee of $4,235.00. The City of Anaheim will collect the appropriate Capital Facility Capacity Charges prior to the issuance of the building permit allowing the connection to the local sewer. The property owner has submitted an application to the Local Agency Formation Commission, Orange County (LAFCO) for approval and processing. The annexation has been named the Via Vista Annexation to OCSD. A resolution allowing the initiation of the annexation into OCSD service area will complete the application and allow the annexation to proceed. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION N/A Page 1 of 2 CEQA Notice of Exemption was filed on September 23, 2014. BUDGET/PURCHASING ORDINANCE COMPLIANCE N/A ATTACHMENTS The following attachment(s) maybe viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Proposed Resolution No. OCSD 14-14 • Map and Legal Description Page 2 of 2 Return to Mende Report RESOLUTION NO. OCSD 14-14 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE ORANGE COUNTY SANITATION DISTRICT, AUTHORIZING INITIATION OF PROCEEDINGS AND REQUESTING THE ORANGE COUNTY LOCAL AGENCY FORMATION COMMISSION TO TAKE PROCEEDINGS FOR THE ANNEXATION TO THE DISTRICT OF TERRITORY KNOWN AS ANNEXATION NO. OCSD 64 -VIA VISTA ANNEXATION The Board of Directors of the Orange County Sanitation District DOES HEREBY RESOLVE, DETERMINE, and ORDER as follows: Section 1. That proceedings are hereby authorized to be initiated by the District, and the Orange County Local Agency Formation Commission is hereby requested to take proceedings for the annexation of territory designated as "Annexation No. OCSD-64 — Via Vista Annexation to the Orange County Sanitation District," the boundaries of which are more particularly described and delineated on Exhibit "A," attached hereto and by reference made a part of this Resolution ("Annexation Area"). Section 2. That this proposal is made pursuant to the Cortese-Knox- Hertzberg Local Government Reorganization Act of 2000, commencing with Section 56000 of the California Government Code. Section 3. That this proposal is for the purpose of annexing approximately 0.51 acres of territory to the Consolidated Revenue Area of the District in the vicinity of South Fairmont Boulevard, in areas within the City of Anaheim, the boundaries of which are more particularly described and delineated on Exhibit "A" to provide sanitary sewer service to said Annexation Area as requested by Engineering staff of the District, which said service is not now provided by any public agency. Section 4. That the territory to be annexed is inhabited and the application is made at the request of the owners of the property in the Annexation Area. Section 5. That this proposal is consistent with the adopted sphere of influence of the District. Section 6. That proposed Annexation No. OCSD-64 shall be subject to all of the fees required for Annexation. Section 7. That the District hereby agrees, pursuant to Section 99.1 of the Revenue and Taxation Code, to waive its ad valorem property tax allocation exchange with other affected taxing agencies. OCSD 14-14-1 Return to Mende Report PASSED AND ADOPTED at a regular meeting of the Board of Directors held on October 22, 2014. Tom Beamish Chairman of the Board ATTEST: Maria E. Ayala Clerk of the Board OCSD 14-14-2 Return to Mende Report STATE OF CALIFORNIA ) ss COUNTY OF ORANGE ) I, Maria E. Ayala, Acting Clerk of the Board of Directors of the Orange County Sanitation District, do hereby certify that the foregoing Resolution No. OCSD 14-14 was passed and adopted at a regular meeting of said Board on the 22ntl day of October, 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 22ntl day of October, 2014. Maria E. Ayala Clerk of the Board of Directors Orange County Sanitation District OCSD 14-14-3 pp.�� � j},�� Return to Aaenda Re PRELIMINARY �yd po rt P RELI ►ap tl1IN RY EXHIBIT"A" VIA VISTA ANNEXATION TO THE ORANGE COUNTY SANITATION DISTRICT (DA 14-09) 1 THAT PORTION OF SECTION 6,TOWNSHIP 4 SOUTH,RANGE 8 WEST,SAN BERNARDINO 2 MERIDIAN,IN THE CITY OF ANAHEIM,COUNTY OF ORANGE,STATE OF CALIFORNIA,AS SHOWN 3 ON THE MAP FILED IN BOOK 67,PAGE 19 OF RECORD OF SURVEYS(RSB 67/19)IN THE OFFICE 9 OFTHE COUNTY RECORDER OF SAID COUNTY,DESCRIBED AS FOLLOWS: 5 BEGINNING AT AN ANGLE POINT IN THE EXISTING BOUNDARY LINE OF ANNEXATION NO. 17, 6 COUNTRY HILL ROAD ANNEXATION TO COUNTY SANITATION DISTRICT NO.2,BEING AT THE 7 SOUTHWESTERLY TERMINUS OF THATCOURSE DESCRIBED AS"NORTH 49'30'00"EAST 394.19 8 FEET"ON SAID ANNEXATION ATTHE INTERSECTION OF THE SOUTHWESTERLY PROLONGATION 9 OFTHE SOUTHEASTERLY LINE OF PARCEL 2 PER SAID RSB 67/19 WITH THE MOST 10 SOUTHWESTERLY LINE OF SAID RSB 67/19,THENCE,ALONG SAID BOUNDARY,THE 11 SOUTHEASTERLY LINE OF PARCEL 2 OF RSB 67/19 AND PARCEL 1 OF THE MAP FILED IN RECORD 12 OF SURVEY BOOK 71,PAGE 18(RSB 71/18)OF RECORD OF SURVEYS IN THE OFFICE OF THE 13 COUNTY RECORDER OF SAID COUNTY,NORTH 49-30'00" EAST 148.60 FEETTO THE SOUTHERLY 14 CORNER OF PARCEL 2 OF SAID RSB 71/18,BEING THE TRUE POINT OF BEGINNING OF THIS 15 DESCRIPTION;THENCE,CONTINUING ALONG SAID BOUNDARY NORTH 49"30'DO"EAST 113.82 16 FEET TO THE EASTERLY CORNER OF SAID PARCEL 2;THENCE,LEAVING SAID BOUNDARY ALONG 17 THE NORTHEAST LINE OF SAID PARCEL 2 OF RSB 71/18 AND ITS NORTHWESTERLY 18 PROLONGATION, NORTH 40"30'00"WEST 200.94 FEET TO THE CENTERLINE OF VIA VISTA(40' 19 PRIVATE STREET)SHOWN ON SAID RSB 71/18;THENCE,ALONG SAID CENTERLINE SOUTH 20 49"30'00"WEST 24.98 FEET TO THE INTERSECTION OF THE CENTERLINE OF SAID VIA VISTA 21 WITH THE CENTERLINE OF COOKS CORNER(40'PRIVATE STREET)AS SHOWN ON SAID RSB 22 71/18 AND RS867/19,SAID INTERSECTION ALSO BEING THE EASTERLY CORNER OF THE 23 EXISTING BOUNDARY OF ANNEXATION NO.61,HENDESSI ANNEXATION TO COUNTY 24 SANITATION DISTRICT NO. 2;THENCE ALONG SAID CENTERLINE OF SAID VIA VISTA AND SHEET 1 OF 2 SHEETS r:�"n"n"ntxn xu x+x c. .xn u.au,..mxcuxr" xrxxrzui wnn..a". cnvxxu mx n g+�( R rn A n PRELIMINARY EXHIBIT"A" VIA VISTA ANNEXATION TO THE ORANGE COUNTY SANITATION DISTRICT (DA 14-09) 1 BOUNDARY,SOUTH 41"18'50"WEST 89.75 FEET TO THE NORTHWESTERLY PROLONGATION OF 2 THE SOUTHWEST LINE OF SAID PARCEL 2 OF SAID RSB 71/18;THENCE,LEAVING SAID 3 CENTERLINE AND BOUNDARY LINE ALONG SAID PROLONGATION,SOUTH 40"30'00" EAST 4 188.17 FEET TO TH E SOUTH CORN ER OF SAID PARCEL 2 OF RSB 71/18 AND THE TRUE POINT OF 5 BEGINNING. 6 CONTAINING 0.512 ACRES,MORE OR LESS. 7 ALL AS SHOWN ON EXHIBIT"B"ATTACHED HERETO AND BY THIS REFERENCE MADE PART 6 HEREOF. 9 THIS DOCUMENT WAS PREPARED BY ME OR UNDER MY DIRECTION AND SUPERVISION. 10 DATED THIS 2ND DAY OF SEPTEM BER 2014. VAPK 11 12 NO. 5031 13 D. MARK WARE,L.S. 5031 EXPIRATION DATE: 12/31/15 14 15 THIS DESCRIPTION AND MAP OF PROPOSED ANNEXATION DOES MEET THE APPROVAL OF THE 16 ORANGE COUNTY SURVEYOR'S OFFICE. 17 DATEDTHI$4afYOF .- 914. 18 5 0 LAND 19 KEVIN HILLS,COUNTY SURVEYOR .,°��'P'�o$• WG9m 20 L.S.6617, EXPIRATION DATE: 12/31/15 ,F o n 21 U'� Ab.Olaf ,} CALIFOP 23 BY:CRAIG WEHRMAN,CHIEF DEPUTY SURVEYOR 24 L.S.6131 SHEET 2 OF 2 SHEETS rnwnxrw:,ovxcn no ,. .v_ .x."nexoxxxce :.o nxxex.xrx m.e..x.er". NUT 1 OF I EXHIBIT "B" NA META ANNE%A THE ORAGE SANITAIGN DISTRICT 1h08) APN 356-141-31 0.512 ACRES± 0' 40' �® PRELIMINARY PARCH. 3, R513 CA COOKS CORNER DCSD-61 rRtl Ro' (PRIVATE STREET) Cq.WTY SANITATION DISTRICT W. R NAS']0'004 R BB' 10 A 1 t%ISTA �R vwECA NA(PRIVATE ,19 PARCEL i PARCFL 2 K PARCE1. 3 R110 '1/18 RK!3 '+./i8 t P.tiR ;,i/iA 8 AN]EB-NI-]1 ANRFT Rw Cf RSB B1/IYNF VIA NSTA •S'J�Y ,(PRIVATE STREET) R0 rso.M' 2� T.P.O.B. AM DO aot 140.04' N4Y30'CO-E MAE' I pC/. (Na'ao'oo'E ISE4.197 H — I / NAP! u p�0( 9 P.O.B. WNE'AA'TNO s Er:ENn RECORinYT�nmARL msm'cT Lp'JNTY OUSTIN PFR G DODO ANNFxATM1I. ANKRAIVON BOUNDARY TXS OESCRIPTON AND MAP OF PROPOSED MACAROON DOES MEET THE APPROVAL OFA TIE ORINO`E CgNI MRLE 5 O-OR O�.NO gLLq TJJJJ�CO Mtt WIEIGHTFING TATCN DAM THISKE 'DAY:7; R014 9f'O 0.WEN I'f 10STiCT(O.C.B.D.) NEVER BLUM COUNTY WRYEYOR P BOYNDARY L.& p60. EARTRATIXH DAN IR 1/15 A �� W EUNE NDING Ci WAY K EXSTXL IAl NAY BT. S MNRMA . CHIEF DEPUTY EURWWW ���OF CPNf py q.. MS MAP WAS PRFPAABD BY ME OR d MARN W In MPAFLO BY' UNDER MY... DATED THIS END DAY OF SEPTEMBER, EON. WARE gVR/SES INC. RIM NA LA NLAH RAN LIEU ., CA 9181] D. N WARE PLM 1 5!0]1 IWpIE I.-BRI-9150 FM' BBB-RI 4POEkWSETtb RE4-1Q/]1/IB W.- MSSMIMRAFACR ALBELL.NEI ITEM NO. 3 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 October 1, 2014, at 5:00 p.m. at the District's Administrative Office. Chair Beamish called the meeting to order and led the Flag Salute. A quorum was declared present, as follows: Operations Directors Present: Staff Present: Scott Nelson, Vice-Chair Jim Herberg, General Manager Keith Curry Rob Thompson, Director of Engineering Steve Jones Nick Arhontes, Director of Facilities Support Lucille Kring Services Michael Levitt Lorenzo Tyner, Director of Finance & Richard Murphy Administrative Services Steve Nagel Jeff Reed, Director of Human Resources Greg Sebourn Kelly Lore, Acting Clerk of the Board David Shawver Cindi Ambrose Fred Smith Mike Berdis Tom Beamish, Chair Jennifer Cabral John Nielsen, Board Vice-Chair Jim Colston Raul Cuellar Operations Directors Absent: Dean Fisher Brett Murdock, Chair Norbert Gala Al Garcia Kathy Millea Mike Puccio Carlos Quiroz Lisa Rothbart Jim Spears Eros Yong Others Present: Brad Hogin, General Counsel PUBLIC COMMENTS: No public comments. REPORT OF COMMITTEE CHAIR: None. 10/01/2014 Operations Committee Minutes Page 1 d 6 REPORT OF GENERAL MANAGER General Manager, Jim Herberg, notified the Committee that per direction from the Board of Directors, an item has been placed on the Groundwater Replenishment Steering Committee Meeting agenda of Monday, October 13, 2014, regarding cost sharing with Orange County Water District for additional security services. He further stated that any outcome would be brought back for the Board's consideration at a future meeting. CONSENT CALENDAR: 1. MOVED, SECONDED, and DULY CARRIED TO: Approve Minutes of September 3, 2014, Operations Committee meeting. AYES: Beamish; Curry; Levitt; R. Murphy; Nagel; Shawver and F. Smith NOES: None ABSTENTIONS: None. ABSENT: Jones; Kring; Murdock; Nelson; Nielsen and Sebourn 2. MOVED, SECONDED, and DULY CARRIED TO: Recommend to the Board of Directors to: Approve Amendment No. 1 to the Tule Ranch Agreement 5-2011-513BD, for the Management of Biosolids, providing additional fail-safe contingency options for hauling and processing sub-Class "B" biosolids for land application at a cost range from $13.00 (plus Orange County Waste and Recycling Fees) to $68.00 per wet ton indexed per the original contract terms in accordance to Table 2, which will not exceed the contract total designated in the original Agreement effective January 1, 2013. AYES: Beamish; Curry; Levitt; R. Murphy; Nagel; Shawver and F. Smith NOES: None ABSTENTIONS: None. ABSENT: Jones; Kring; Murdock; Nelson; Nielsen and Sebourn 10/01/2014 Operations Committee Minutes Page 2 of 6 3. MOVED, SECONDED, and DULY CARRIED TO: Recommend to the Board of Directors to: A. Approve a Professional Design Services Agreement with MWH Americas, Inc. to provide engineering design services for Consolidated Demolition and Utility Improvements at Plant No. 2, Project No. P2-110, for an amount not to exceed $2,443,316; and B. Approve a contingency of$244,332 (10%). AYES: Beamish; Curry; Levitt; R. Murphy; Nagel; Shawver and F. Smith NOES: None ABSTENTIONS: None. ABSENT: Jones; Kring; Murdock; Nelson; Nielsen and Sebourn 4. MOVED, SECONDED, and DULY CARRIED TO: Recommend to the Board of Directors to: A. Approve a Service Agreement with Wastewater Solids Management, Inc., the lowest responsive and responsible bidder, for Digester Cleaning and Disposal, Specification No. S-2014-60313D, for period December 1, 2014 through November 30, 2015, for an amount not to exceed $1,161,230; and B. Approve a contingency of$232,246 (20%) AYES: Beamish; Curry; Levitt; R. Murphy; Nagel; Shawver and F. Smith NOES: None ABSTENTIONS: None. ABSENT: Jones; Kring; Murdock; Nelson; Nielsen and Sebourn 5. MOVED, SECONDED, and DULY CARRIED TO: Recommend to the Board of Directors to: A. Award a Service Contract with Trane US, Inc., the lowest responsive and responsible bidder, for the Overhaul of One (1) Trane Absorption Chiller Unit, Specification No. S-2014-61413D, for a total amount not to exceed $233,777.72; and B. Approve a contingency of$23,377.77 (10%). 10/01/2014 OPeralions Committee Minutes Page 3 of AYES: Beamish; Curry; Levitt; R. Murphy; Nagel; Shawver and F. Smith NOES: None ABSTENTIONS: None. ABSENT: Jones; Kring; Murdock; Nelson; Nielsen and Sebourn NON-CONSENT CALENDAR: Directors Jones, Kring and Vice Chair Nielsen arrived at 5:03 p.m. Engineering Manager, Mike Puccio presented a PowerPoint and provided a brief history on the Newhope-Placentia Trunk Replacement project, the reasons for the needed replacement and described the phases required for completion. Questions were received and answered by Mr. Puccio and Mr. Thompson regarding costs; in-house engineering; and design-build possibilities. 6. MOVED, SECONDED, and DULY CARRIED TO: Recommend to the Board of Directors to: A. Approve a Professional Design Services Agreement with Lee & Ro, Inc. to provide engineering design services for Newhope-Placentia Trunk Replacement, Project No. 2-72, for an amount not to exceed $8,468,232; and B. Approve a contingency of$846,823(10%). AYES: Beamish; Curry; Jones; Kring; Levitt; R. Murphy; Nagel; Nielsen; Shawver and F. Smith NOES: None ABSTENTIONS: None. ABSENT: Murdock; Nelson and Sebourn Committee Vice-Chair Nelson arrived at 5:15 p.m. Director Sebourn arrived at 5:22 p.m. Rob Thompson provided a PowerPoint presentation regarding the research of a new technology for sludge/organics destruction and energy recovery through advanced oxidation: Aquacritox® supercritical process. Mr. Thompson explained the process of supercritical water oxidation, which would covert organic material to gases and steam/electricity and has many other potential benefits. He further stated there is opportunity for possible grants including a $5 million grant from the California Energy 10/01/2014 OPeralions Committee Minutes Page 4 of 6 Commission and the possible partnering opportunities with other agencies and private firms. Mr. Thompson answered questions from the Committee regarding: Impact to water volumes to GWRS; water cleanliness and recycling; effects on anaerobic digesting; reduction of costs; replacement of digesters; greenhouse gas reduction and percentages of dry biosolids. 7. MOVED, SECONDED, and DULY CARRIED TO: Recommend to the Board of Directors to: Authorize staff to engage in contract negotiations with SCFI Group and other potential partners to design, build, and/or operate an industrial-scale demonstration facility for the AquaCritox® supercritical water oxidation process. Authorize staff to seek grant funds and partnerships to offset the cost of this research project. AYES: Beamish; Curry; Jones; Kring; Levitt; R. Murphy; Nagel; Nelson; Nielsen; Sebourn; Shawver and F. Smith NOES: None ABSTENTIONS: None. ABSENT: Murdock INFORMATION ITEMS: 8. Wastewater Treatment Operations Mike Berdis, Operations Supervisor provided a PowerPoint presentation regarding a broad overview of the treatment operations at Plants 1 & 2 including: water resource recovery processes; secondary treatment; primary clarification process; trickling filter operations; secondary final clarifier; biosolids recycling and recovery processes; anaerobic digesting; belt filter operations; methane gas recovery and uses; odor control issues and levels of service. DEPARTMENT HEAD REPORT: Director of Engineering, Rob Thompson, did not provide a report. Director of Facilities Support Services, Nick Arhontes, reported that OCSD is looking for two chemical dosing station sites in the cities of Brea and Buena Park as there is a possibility of losing the current leases. 10/01/2014 Operations Committee Minutes Page 5 of 6 OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: None. ADJOURNMENT At 5:55 p.m., Chair Beamish declared the meeting adjourned to the next scheduled meeting of Wednesday, November 5, 2014 at 5:00 p.m. Submitted by, Kelly A. Lore Acting Clerk of the Board 10/01/2014 Operations Committee Minutes Page 6 of 6 OPERATIONS COMMITTEE Meeting Date TeBd.01Dlr. 10/01/14 10R21 4 AGENDA REPORT Itern Number Item Numbe z 4 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Director of Engineering SUBJECT: AMENDMENT NO. 1 TO THE AGREEMENT WITH TULE RANCH FOR THE MANAGEMENT OF BIOSOLIDS GENERAL MANAGER'S RECOMMENDATION Approve Amendment No. 1 to the Tule Ranch Agreement S-2011-513BD, for the Management of Biosolids, providing additional fail-safe contingency options for hauling and processing sub-Class "B" biosolids for land application at a cost range from $13.00 (plus Orange County Waste and Recycling Fees) to $68.00 per wet ton indexed per the original contract terms in accordance to Table 2, which will not exceed the contract total designated in the original Agreement effective January 1, 2013. SUMMARY The existing land application contract does not contain a "fail-safe" option in case the Orange County Sanitation District (OCSD) does not meet Class "B" standards (as provided in 40 Code of Federal Regulations Part 503) required to protect the environment before using biosolids on farms. The proposed Amendment will minimize risk, cost, and response time in the event of a Class "B" outage. Without this Amendment, OCSD's other biosolids management contractors would not have enough trucks (20/day needed) to mobilize on short notice (less than 24-hours if digesters produce sub-Class "B" biosolids due to natural disaster or equipment failure). The proposed Amendment would add the following prenegotiated fail-safe management options for use if OCSD biosolids are classified as sub-Class "B": • Tule Ranch treats the sub-Class "B" biosolids in its onsite lime-stabilization plant prior to land application on Tule Ranch's farm in Yuma, Arizona at a total cost of $67.00 per wet ton. • Tule Ranch hauls biosolids to Arizona Soils compost facility (closest to Tula's current hauling route) at a total cost of $68.00 per wet ton. Arizona Soils is a compost facility owned and operated by Synagro, another OCSD biosolids contractor. • Tule Ranch hauls biosolids to the local landfill at a cost of $13.00 per wet ton plus the $40.60 per wet ton tipping fee paid to Orange County Waste and Recycling (OCWR). Page 1 of 4 1033100.1 PRIOR COMMITTEE/BOARD ACTIONS August 2012: Approved an agreement with Tule Ranch to manage OCSD's biosolids from Reclamation Plant No. 1 and Treatment Plant No. 2 for land application and/or landfill disposal (Specification No. S-2011-513BD), for the period commencing on January 1, 2013 through December 31, 2017, with one five-year renewal option, for the unit price of$54.50 per ton for land application, for a total annual amount not to exceed $19,000,000. ADDITIONAL INFORMATION OCSD is currently implementing several significant construction, maintenance, and rehabilitation projects throughout the solids treatment portions of both plants. These projects, along with the start-up of the next phase of Ground Water Replenishment System (GWRS), are periodically impacting the operational parameters and performance of the solids treatment chain. The impacts are mainly affecting Plant No. 1. Either Plants' biosolids loads may be hauled and processed at compost and landfill facilities because they can accept sub-Class "B" biosolids. For example, in July and August 2014, OCSD did not certify Plant No. 1 for meeting Class "B" biosolids requirements, but properly hauled and processed the sub-Class "B" biosolids at contracted compost and landfill facilities. However, the current contracted options cannot accommodate both plants producing sub-Class "B" biosolids. This management flexibility will be critical during an emergency event. A study conducted by Engineering Planning Division has shown seismic risks and vulnerabilities to digesters at Plant No. 2. If one or more of these digesters were severely damaged in an earthquake, OCSD might need to continuously haul and process sub-Class "B" biosolids. Alternatively, from a project management perspective, OCSD will have the flexibility to produce sub-Class "B" biosolids to expedite construction, rehabilitation, or maintenance work on a temporary basis. At the time of the original Tule Ranch agreement adoption, OCSD required a 100% fail- safe back-up at a landfill. That option is still in place; however, depending on the amount of other material the landfill is receiving at any given time, landfill capacity can be unpredictable. The Tule Ranch lime stabilization plant was not available at the time of the 2013 contract signing. Negotiating rates ahead of any problems will keep costs minimized. Therefore, OCSD believes additional diversity in its fail-safe options will add reliability and cost savings to our portfolio of biosolids management options. Class B land application continues to be a cost-effective and flexible management option. Utilizing the same land application contractor during a Class "B" outage will maximize response time (trucks already scheduled), minimize hauling disruptions, and reduce impacts to the biosolids budget. Page 2 of 4 1033100.1 Table 1: Existing Biosolids Management Options, Costs, and Trucking Available for Class B Outage at Plant No. 2 (July2014) Number of Blosolids Monthly Accepts Loads Location 8 % Cost Relative Sub- (given<24 Mge of Facility Ton Cost for Cost% Class has.notice to Contractor Type y s Per Ton tor July 2014 "B?„ mobilize; 20/day needed South Kern Kern Co., CA S na ro Composting 33% $76.64 $601,655 40% Yes 2-4 AZ Soils La Paz Co., AZ S na ro Composting 10% $64.16 $158,746 11% Yes 2-6 Prima Deshecha OCWR/STI Orange Co., CA Landfill 9% $53.40 $112,604 8% Yes 1-5' Yuma—Farm Yuma Co., AZ Tule Ranch Land application 48% $54.66 $626,852 42% No 0 Yuma Co.,AZ Tule Ranch Landfill 0% $69.00 $0 0% Yes 202 ' Daily biosolids landfill loads are already at capacity,so these would be additional"emergency loads"if County has capacity to accept. STI and Tu/e can both haul loads to OCWR landfill,but landfill capacity is the limiting factor, not the number of trucks. The 1-5 loads of landfill capacity is not additive. 3 Sub-Class"B"biosolids disposal at the Arizona landfill is restrictive to a specific amount of municipal solid waste and biosolids ratio which varies daily. Table 2: Tule Ranch Fail-safe Biosolids Management Options, Rates, and Trucking Available for Class B Outa a at Plant No. 2 Estimated Additional additional cost for Accepts Number of loads Tule Ranch Cost per Cost per ton sub- Option & P (compared to 30-day sub-Class han24hrs. ton "g• Class notice to mobilize; Location $54.56/ton land notice"B"? 20/day needed) application) (assuming loads/week; 4 w tons/leeks;25 tons/load Yuma Co.,AZ Landfill $69 $14.34 $157,740 Yes 20' Yuma—Farm Yuma Co.,AZ Lime-stabilized Land application $672 $12.34 $135,740 Yes 20 AZ Soils La Paz Co.,AZ Composting $683 $13.34 $146,740 Yes 20 Prima Deshecha $ 2,650 Orange Co., CA (max of 25loads per week Landfill $53.604 -$1.06 additional capacity) Yes 1-55 'Sub-Class"B"biosolids disposal at the Arizona landfill is restrictive to a specific amount of municipal solid waste and biosolids ratio which varies daily. This option is referenced in the original Tule Ranch Agreement zThe lime�tabilizadon process is new to this site. The Contractor has committed to reopen the contract and provide a lower price if operating costs decrease upon start-up. 3Cost is higher for Tule to haul to Synagro facility because of change in truck route and other factors. 4 Tule hauling to landfill is$13 per ton plus$40.60 per ton tip fee to OCWR. s Daily biosolids landfill loads are already at capacity,so these would be additional"emergency loads"if County has capacity to accept. STI and Tule can both haul loads to OCWR landfill,but landfill capacity is the limiting factor, not the number of trucks. The 15 loads of landfill capacity is not additive. Page 3 of 4 1033100.1 CEQA FINDINGS OCSD filed a Notice of Exemption for the current Tule Ranch agreement on August 23, 2012. This Amendment does not result in any changes. ATTACHMENTS The following attachment(s) may be viewed on-line at the OCSD website (AW..ocsd.com) with the complete agenda package: Amendment No. 1 JC:jb:gc Page 4 d 4 1033100.1 Return to Mende Report AMENDMENT NO. 1 TO AGREEMENT FOR THE MANAGEMENT OF BIOSOLIDS—LAND APPLICATION AND LANDFILL DISPOSAL (5-2011-513BD) THIS AMENDMENT TO THE AGREEMENT FOR THE MANAGEMENT OF BIOSOLIDS—LAND APPLICATION AND LANDFILL DISPOSAL (5-2011-513BD), is made and entered into, to be effective on the date last signed below, by and between the Orange County Sanitation District, hereinafter referred to as "OCSD," with main offices located at 10844 Ellis Avenue, Fountain Valley, California 92708-7018 and Tule Ranch, of Fresno, California, hereinafter referred to as "Contractor,", collectively referred to as the "Parties". WHEREAS, OCSD and Contractor executed, delivered and entered into the Agreement for the Management of Bioloslids—Land Application and Landfill Disposal between OCSD and Contractor, the effective date of which is January 1, 2013("the Agreement"); and WHEREAS, the Parties wish to amend the Agreement to make certain modifications which shall be called Amendment No. 1 ("Amendment"); and WHEREAS, on October 22, 2014, the Board of Directors of OCSD, by minute order, authorized execution of this Amendment between OCSD and Contractor; and WHEREAS, the Parties to the Agreement desire that this Amendment be incorporated into the Agreement and become a part thereof; and WHEREAS, the Parties desire that the Agreement as modified by this Amendment shall constitute the sole and entire Agreement among the Parties; NOW, THEREFORE, in consideration of these premises and the mutual covenants contained herein, the Parties agree to amend the Agreement as follows: 1. In addition to removing, transporting and accepting Class B Biosolids pursuant to Section 5 of the Agreement, Contractor agrees to remove, transport and accept for delivery Sub-Class B Biosolids for treatment at the following facilities at the following compensation: a. $67.00 per wet ton of sub-Class B biosolids to be hauled and processed at a lime- stabilization plant prior to land application on Tule Ranch's fans in Yuma, Arizona; and b. $68.00 per wet ton of sub-Class B biosolids to be hauled and processed at Arizona Soils compost facility owned and operated by Synagro, another DISTRICT biosolids contractor; and C. $13.00 per wet ton of sub-Class B biosolids to be hauled to Orange County Waste and Recycling (OCWR) Landfill, Prima Deshecha Landfill. OCWR tipping fees will be paid directly by OCSD. 2. Except as expressly amended above, all other provisions of the Agreement will remain unchanged and in full force and effect. [SIGNATURE PAGE FOLLOWS] Amendment No. 1 Page 1 5-2011-513BD 1033090.1 Return to Mende Rom IN WITNESS WHEREOF, intending to be legally bound, the Parties hereto have caused this Amendment No. 1 to be signed by the duly authorized representatives as of the day and year last signed below. Orange County Sanitation District Tule Ranch. of Fresno. CA By: Contracts/Purchasing Manager Dale Dale Name: Chairman, Board of Directors Date Title: Clerk of the Board Date 9/23/14 Amendment No. 1 Page 2 5-2011-513BD 1033090.1 OPERATIONS COMMITTEE Meeting Date TOBd.ofDlr. 10/01/14 30/22/14 AGENDA REPORT Item Number Item Number 3 B Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Director of Engineering SUBJECT: CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO. 2, PROJECT NO. P2-110 GENERAL MANAGER'S RECOMMENDATION A. Approve a Professional Design Services Agreement with MWH Americas, Inc. to provide engineering design services for Consolidated Demolition and Utility Improvements at Plant No. 2, Project No. 132-110, for an amount not to exceed $2,443,316; and B. Approve a contingency of$244,332 (10%). SUMMARY The Orange County Sanitation District (Sanitation District) began official operation in the 1950s, and the original Plant No. 2 facilities were constructed in the following years. Some of the structures, including Primary Clarifiers A, B, C, and Digesters A and B from those original Plant No. 2 facilities are still standing, although subsequent process upgrades have resulted in their abandonment. Structural evaluations performed on abandoned Digesters A and B indicate they are past their structural design life, and potentially pose a safety risk to staff. This project will demolish these and other facilities that have been abandoned or are beyond their useful life, and will replace critical utilities passing through the area. The Sanitation District advertised a Request for Proposal on June 10, 2014, and four proposals were received on July 17, 2014. Based on the overall qualifications and expertise, staff recommends awarding a Professional Design Services Agreement to MWH Americas, Inc. The evaluation and selection process is based on procedures pursuant to the California Government Code requiring the Sanitation District to select "the best qualified firm" for architectural and engineering services and to negotiate a "fair and reasonable" fee with that firm. PRIOR COMMITTEE/BOARD ACTIONS N/A Page 1 of 4 ADDITIONAL INFORMATION General This project will remove older facilities that are no longer in use, are not structurally sound, or have reached the end of their useful life. This project will also construct a new utility building to house air compressors, data communication systems, relocated programmable logic controller(PLC) panels, and a regional uninterruptible power supply (UPS). Request for Proposal: A Request for Proposal which describes the Consultant's Scope of Work required for this project was advertised on June 10, 2014. As a result, four proposals were received on July 17, 2014. Hazen and Sawyer Environmental Engineers and Scientists; Atkins; MWH Global; and HDR Engineering submitted proposals. A Staff Evaluation Committee consisting of five representatives from Engineering, and Operations and Maintenance Departments reviewed and ranked each of the proposals in accordance with the evaluation process set forth in Sanitation District Board of Directors' Ordinance No. OCSD-44. A representative from the Contracts Administration Division participated in the evaluation process as a non-voting member. The proposals were evaluated according to the following criteria: (1) project understanding and approach; (2) understanding of project risks and risk mitigation plan; (3) applicable related project experience; (4) project team and staff qualifications; and (5) estimated level of effort. After reviewing and scoring the proposals, the four Consultant firms were ranked according to the score achieved. The Evaluation Committee short-listed and interviewed the top two proposing firms to meet the proposed key team members and further evaluate the firms' proposals. Pursuant to the results of the interview, the Evaluation Committee selected MWH Americas, Inc. as the top-ranked firm as shown in Table 1. Page 2 of 4 TABLE 1 PROPOSAL EVALUATION* Consultant Evaluator MWH Atkins Reviewer A 1 2 Reviewer B 2 1 Reviewer C 1 2 Reviewer D 2 1 Reviewer E 1 2 Overall Ranking 1 2 Proposal Fee $2,518,444 NA Negotiated Fee Proposal $2,443,316 NA * Based on scores after interview after interview MWH Americas, Inc. was ranked highest by majority of the Evaluation Committee based on their understanding of the challenges of the project, a clear and efficient approach for risk management that addresses Sanitation District's goals, and a highly qualified project team with previous experience with similar projects. Both proposals were accompanied by a sealed fee proposal estimate. The fee proposal of the highest ranked firm was not opened until the proposals were evaluated and a top- ranked firm was selected in accordance with Sanitation District Ordinance No. OCSD-44. Staff conducted negotiations with MWH Americas, Inc. to clarify the requirements of the Scope of Work and their proposed work effort. During the negotiation meeting, the project Scope of Work, level of effort, and assumptions were discussed and clarified as required for the completion of the Scope of Work for the project. As a result of these negotiations, MWH Americas, Inc. submitted a revised fee proposal. Based on the above, staff determined the final cost proposal to be fair and reasonable for the Scope of Work and recommends awarding the Professional Design Services Agreement to MWH Americas, Inc. CEQA Notice of Exemption was filed on April 30, 2014. BUDGET/PURCHASING ORDINANCE COMPLIANCE This request complies with the authority levels in the Sanitation District's Purchasing Ordinance. This item has been budgeted (Line item: FY 2014-15, Section 8, Page 86) and the project budget is sufficient for the recommended action. Page 3 of 4 ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: Professional Design Services Agreement VP:dm:gc Page 4 of 4 Return to Aaeoda Report PROFESSIONAL DESIGN SERVICES AGREEMENT THIS AGREEMENT, is made and entered into to be effective the 22"a day of October, 2014 by and between the ORANGE COUNTY SANITATION DISTRICT, hereinafter referred to as "SANITATION DISTRICT", and MWH AMERICAS INC., for purposes of this Agreement hereinafter referred to as "CONSULTANT". WITNESSETH: WHEREAS, the SANITATION DISTRICT desires to engage a CONSULTANT for Consolidated Demolition and Utility Improvements at Plant No. 2, Project No. P2-110; and to provide Design services for demolition of the Plant No. 2 Digesters A and B. and, WHEREAS, CONSULTANT is qualified to provide the necessary services in connection with these requirements and has agreed to provide the necessary professional services; and, WHEREAS, the SANITATION DISTRICT has adopted procedures for the selection of professional services and has proceeded in accordance with said procedures to select a CONSULTANT to perform this work; and, WHEREAS, at its regular meeting on October 22, 2014 the Board of Directors, by Minute Order, accepted the recommendation of the Operations Committee to approve this Agreement between the SANITATION DISTRICT and CONSULTANT. NOW, THEREFORE, in consideration of the promises and mutual benefits, which will result to the parties in carrying out the terms of this Agreement, it is mutually agreed as follows: 1. SCOPE OF WORK CONSULTANT agrees to furnish necessary professional and technical services to accomplish those project elements outlined in the Scope of Work attached hereto as Attachment"A", and by this reference made a part of this Agreement. A. The CONSULTANT shall be responsible for the professional quality, technical accuracy, completeness, and coordination of all design, drawings, specifications, and other services furnished by the CONSULTANT under this Agreement, including the work performed by its Subconsultants. Where approval by the SANITATION DISTRICT is indicated, it is understood to be conceptual approval only and does not relieve the CONSULTANT of responsibility for complying with all laws, codes, industry standards and liability for damages caused by errors, omissions, noncompliance with industry standards, and/or negligence on the part of the CONSULTANT or its Subconsultants. B. CONSULTANT is responsible for the quality of work prepared under this Agreement and shall ensure that all work is performed to the standards of best engineering practice for clarity, uniformity, and completeness. CONSULTANT shall respond to all comments, suggestions, and recommendations on the SANITATION DISTRICT's review comment sheets (i.e. DS1, DS2 and DS3). All comments shall be incorporated into the design prior to the next submittal PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 1 of 18 Return to Aaenda Report deadline or addressed, in writing, as to why the comment has not been incorporated. CONSULTANT shall ensure that each submittal is 100% accurate for the level of work submitted (i.e. correct references, terms, capitalization or equal status, spelling, punctuation, etc.) C. In the event that work is not performed to the satisfaction of the SANITATION DISTRICT and does not conform to the requirements of this Agreement or any applicable industry standards, the CONSULTANT shall, without additional compensation, promptly correct or revise any errors or deficiencies in its designs, drawings, specifications, or other services within the timeframe specified by the Project Engineer/Project Manager. The SANITATION DISTRICT may charge to CONSULTANT all costs, expenses and damages associated with any such corrections or revisions. D. All CAD drawings, figures, and other work shall be produced by CONSULTANTS and Subconsultants using the SANITATION DISTRICT CAD Manual. Conversion of CAD work from any other non-standard CAD format to the SANITATION DISTRICT format shall not be acceptable in lieu of this requirement. Electronic files shall conform to the SANITATION DISTRICT specifications. Any changes to these specifications by the CONSULTANT are subject to review and approval of the SANITATION DISTRICT. Electronic files shall be subject to an acceptance period of 30 calendar days during which the SANITATION DISTRICT shall perform appropriate reviews and including CAD Manual compliance. CONSULTANT shall correct any discrepancies or errors detected and reported within the acceptance period at no additional cost to the SANITATION DISTRICT. E. The CONSULTANT shall ensure that all plans and specifications prepared, or recommended under this Agreement allow for competitive bidding. The CONSULTANT shall design such plans or specifications so that procurement of services, labor or materials are not available from only one source, and shall not design plans and specifications around a single or specific product, piece of major equipment or machinery, a specific patented design or a proprietary process, unless required by principles of sound engineering practice and supported by a written justification that has been approved in writing by the SANITATION DISTRICT. The CONSULTANT shall submit this written justification to the SANITATION DISTRICT prior to beginning work on such plans and specifications. Whenever the CONSULTANT recommends a specific product or equipment for competitive procurement, such recommendation shall include at least two brand names of products that are capable of meeting the functional requirements applicable to the project. F. All professional services performed by the CONSULTANT, including but not limited to all drafts, data, correspondence, proposals, reports, and estimates compiled or composed by the CONSULTANT, pursuant to this Agreement, are for the sole use of the SANITATION DISTRICT, its agents and employees. Neither the documents nor their contents shall be released to any third party PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 2 of 18 Return to Aaenda Report without the prior written consent of the SANITATION DISTRICT. This provision does not apply to information that (a)was publicly known, or otherwise known to the CONSULTANT, at the time that it was disclosed to the CONSULTANT by the SANITATION DISTRICT, (b)subsequently becomes publicly known to the CONSULTANT other than through disclosure by the SANITATION DISTRICT. 2. COMPENSATION Total compensation shall be paid to CONSULTANT for services in accordance with the following provisions: A. Total Compensation Total compensation shall be in an amount not to exceed Two Million Four Hundred Forty Three Thousand Three Hundred Sixteen Dollars ($2,443,316). Total compensation to CONSULTANT including burdened labor(salaries plus benefits), overhead, profit, direct costs, and Subconsultant(s)fees and costs shall not exceed the sum set forth in Attachment"E"- Fee Proposal. B. Labor As a portion of the total compensation to be paid to CONSULTANT, the SANITATION DISTRICT shall pay to CONSULTANT a sum equal to the burdened salaries (salaries plus benefits)actually paid by CONSULTANT charged on an hourly-rate basis to this project and paid to the personnel of CONSULTANT. Upon request of the SANITATION DISTRICT, CONSULTANT shall provide the SANITATION DISTRICT with certified payroll records of all employees' work that is charged to this project. C. Overhead As a portion of the total compensation to be paid to CONSULTANT, the SANITATION DISTRICT shall compensate CONSULTANT and Subconsultants for overhead at the rate equal to the percentage of burdened labor as specified in Attachment"E"- Fee Proposal. D. Profit Profit for CONSULTANT and Subconsultants shall be a percentage of consulting services fees (Burdened Labor and Overhead). When the consulting or subconsulting services amount is $250,000 or less, the maximum Profit shall be 10%. Between $250,000 and $2,500,000, the maximum Profit shall be limited by a straight declining percentage between 10% and 5%. For consulting or subconsulting services fees with a value greater than $2,500,000, the maximum Profit shall be 5%. Addenda shall be governed by the same maximum Profit percentage after adding consulting services fees. As a portion of the total compensation to be paid to CONSULTANT and Subconsultants, the SANITATION DISTRICT shall pay profit for all services PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 3 of 18 Return to Aaende Report rendered by CONSULTANT and Subconsultants for this project according to Attachment"E"- Fee Proposal. E. Subconsultants For any Subconsultant whose fees for services are greater than or equal to $100,000 (excluding out-of-pocket costs), CONSULTANT shall pay to Subconsultant total compensation in accordance with the Subconsultant amount specified in Attachment"E"- Fee Proposal. For any Subconsultant whose fees for services are less than $100,000, CONSULTANT may pay to Subconsultant total compensation on an hourly-rate basis per the attached hourly rate Schedule and as specified in the Scope of Work. The SANITATION DISTRICT shall pay to CONSULTANT the actual costs of Subconsultant fees and charges in an amount not to exceed the sum set forth in Attachment"E"- Fee Proposal. F. Direct Costs The SANITATION DISTRICT shall pay to CONSULTANT and Subconsultants the actual costs of permits and associated fees, travel and licenses for an amount not to exceed the sum set forth in Attachment"E"- Fee Proposal. The SANITATION DISTRICT shall also pay to CONSULTANT actual costs for equipment rentals, leases or purchases with prior approval of the SANITATION DISTRICT. Upon request, CONSULTANT shall provide to the SANITATION DISTRICT receipts and other documentary records to support CONSULTANT's request for reimbursement of these amounts, see Attachment"D"-Allowable Direct Costs. All incidental expenses shall be included in overhead pursuant to Section 2 -COMPENSATION above. G. Reimbursable Direct Costs The SANITATION DISTRICT will reimburse the CONSULTANT for reasonable travel and business expenses as described in this section and further described in Attachment"D"-Allowable Direct Costs to this Agreement. The reimbursement of the above mentioned expenses will be based on an "accountable plan' as considered by Internal Revenue Service (IRS). The plan includes a combination of reimbursements based upon receipts and a "per diem" component approved by IRS. The most recent schedule of the per diem rates utilized by the SANITATION DISTRICT can be found on the U.S. General Service Administration website at http://www.gsa.gov/portal/category/l 04711#. The CONSULTANT shall be responsible for the most economical and practical means or management of reimbursable costs inclusive but not limited to travel, lodging and meals arrangements. The SANITATION DISTRICT shall apply the most economic and practical method of reimbursement which may include reimbursements based upon receipts and/or"per diem" as deemed the most practical. PDSA PROJECT NO.P2-110 Revised 660214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 4 of 18 Return to Aaenda Report CONSULTANT shall be responsible for returning to the SANITATION DISTRICT any excess reimbursements after the reimbursement has been paid by the SANITATION DISTRICT. Travel and travel arrangements—Any travel involving airfare, overnight stays or multiple day attendance must be approved by the SANITATION DISTRICT in advance. Local Travel is considered travel by the CONSULTANT within the SANITATION DISTRICT geographical area which includes Orange, Los Angeles, Ventura, San Bernardino, Riverside, San Diego, Imperial and Kern Counties. Automobile mileage is reimbursable if CONSULTANT is required to utilize personal vehicle for local travel. Lodging—Overnight stays will not be approved by the SANITATION DISTRICT for local travel. However, under certain circumstances overnight stay may be allowed at the discretion of the SANITATION DISTRICT based on reasonableness of meeting schedules and the amount of time required for travel by the CONSULTANT. Such determination will be made on a case-by-case basis and at the discretion of the SANITATION DISTRICT. Travel Meals— Per-diem rates as approved by IRS shall be utilized for travel meals reimbursements. Per diem rates shall be applied to meals that are appropriate for travel times. Receipts are not required for the approved meals. Additional details related to the reimbursement of the allowable direct costs are provided in the Attachment"D"-Allowable Direct Costs of this Agreement. H. Limitation of Costs If, at any time, CONSULTANT estimates the cost of performing the services described in CONSULTANT's Proposal will exceed the not-to-exceed amount of the Agreement, including approved additional compensation, CONSULTANT shall notify the SANITATION DISTRICT immediately, and in writing. This written notice shall indicate the additional amount necessary to complete the services. Any cost incurred in excess of the approved not-to-exceed amount, without the express written consent of the SANITATION DISTRICT's authorized representative shall be at CONSULTANT's own risk. This written notice shall be provided separately from, and in addition to any notification requirements contained in the CONSULTANT's invoice and monthly progress report. Failure to notify the SANITATION DISTRICT that the services cannot be completed within the authorized not-to-exceed amount is a material breach of this Agreement. 3. REALLOCATION OF TOTAL COMPENSATION The SANITATION DISTRICT, by its Director of Engineering, shall have the right to approve a reallocation of the incremental amounts constituting the total compensation, provided that the total compensation is not increased. PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 5 of 18 Return to Aaenda Report 4. PAYMENT A. Monthly Invoice: CONSULTANT shall include in its monthly invoice, a detailed breakdown of costs associated with the performance of any corrections or revisions of the work for that invoicing period. CONSULTANT shall allocate costs in the same manner as it would for payment requests as described in this Section of the Agreement. CONSULTANT shall warrant and certify the accuracy of these costs and understand that submitted costs are subject to Section 11 -AUDIT PROVISIONS. B. CONSULTANT may submit monthly or periodic statements requesting payment for those items included in Section 2- COMPENSATION hereof in the format as required by the SANITATION DISTRICT. Such requests shall be based upon the amount and value of the work and services performed by CONSULTANT under this Agreement and shall be prepared by CONSULTANT and accompanied by such supporting data, including a detailed breakdown of all costs incurred and project element work performed during the period covered by the statement, as may be required by the SANITATION DISTRICT. Upon approval of such payment request by the SANITATION DISTRICT, payment shall be made to CONSULTANT as soon as practicable of one hundred percent (100%)of the invoiced amount on a per-project-element basis. If the SANITATION DISTRICT determines that the work under this Agreement or any specified project element hereunder, is incomplete and that the amount of payment is in excess of: i. The amount considered by the SANITATION DISTRICT's Director of Engineering to be adequate for the protection of the SANITATION DISTRICT; or ii. The percentage of the work accomplished for each project element. He may, at his discretion, retain an amount equal to that which insures that the total amount paid to that date does not exceed the percentage of the completed work for each project element or the project in its entirety. C. CONSULTANT may submit periodic payment requests for each 30-day period of this Agreement for the profit as set forth in Section 2 -COMPENSATION above. Said profit payment request shall be proportionate to the work actually accomplished to date on a per-project-element basis. In the event the SANITATION DISTRICT's Director of Engineering determines that no satisfactory progress has been made since the prior payment, or in the event of a delay in the work progress for any reason, the SANITATION DISTRICT shall have the right to withhold any scheduled proportionate profit payment. D. Upon satisfactory completion by CONSULTANT of the work called for under the terms of this Agreement, and upon acceptance of such work by the SANITATION DISTRICT, CONSULTANT will be paid the unpaid balance of any money due for such work, including any retained percentages relating to this portion of the work. PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 6 of 18 Return to Aaence Report E. Upon satisfactory completion of the work performed hereunder and prior to final payment under this Agreement for such work, or prior settlement upon termination of this Agreement, and as a condition precedent thereto, CONSULTANT shall execute and deliver to the SANITATION DISTRICT a release of all claims against the SANITATION DISTRICT arising under or by virtue of this Agreement other than such claims, if any, as may be specifically exempted by CONSULTANT from the operation of the release in stated amounts to be set forth therein. F. Pursuant to the California False Claims Act(Government Code Sections 12650- 12655), any CONSULTANT that knowingly submits a false claim to the SANITATION DISTRICT for compensation under the terms of this Agreement may be held liable for treble damages and up to a ten thousand dollars ($10,000) civil penalty for each false claim submitted. This Section shall also be binding on all Subconsultants. A CONSULTANT or Subconsultant shall be deemed to have submitted a false claim when the CONSULTANT or Subconsultant: a) knowingly presents or causes to be presented to an officer or employee of the SANITATION DISTRICT a false claim or request for payment or approval; b) knowingly makes, uses, or causes to be made or used a false record or statement to get a false claim paid or approved by the SANITATION DISTRICT; c)conspires to defraud the SANITATION DISTRICT by getting a false claim allowed or paid by the SANITATION DISTRICT; d) knowingly makes, uses, or causes to be made or used a false record or statement to conceal, avoid, or decrease an obligation to the SANITATION DISTRICT; or e) is a beneficiary of an inadvertent submission of a false claim to the SANITATION DISTRICT, and fails to disclose the false claim to the SANITATION DISTRICT within a reasonable time after discovery of the false claim. 5. PREVAILING WAGES To the extent CONSULTANT intends to employ employees who will perform work during the design and preconstruction phases of a construction contract, as more specifically defined under Labor Code Section 1720, CONSULTANT shall be subject to prevailing wage requirements with respect to such employees. 6. DOCUMENT OWNERSHIP—SUBSEQUENT CHANGES TO PLANS AND SPECIFICATIONS A. Ownership of Documents for the Professional Services performed. All documents, including but not limited to, original plans, studies, sketches, drawings, computer printouts and disk files, and specifications prepared in connection with or related to the Scope of Work or Professional Services, shall be the property of the SANITATION DISTRICT. The SANITATION DISTRICT's ownership of these documents includes use of, reproduction or reuse of and all incidental rights, whether or not the work for which they were prepared has been performed. The SANITATION DISTRICT ownership entitlement arises upon payment or any partial payment for work performed and includes ownership of any and all work product completed prior to that payment. This Section shall PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 7 of 18 Return to Aaende Report apply whether the CONSULTANT's Professional Services are terminated: a) by the completion of the Agreement, or b) in accordance with other provisions of this Agreement. Notwithstanding any other provision of this paragraph or Agreement, the CONSULTANT shall have the right to make copies of all such plans, studies, sketches, drawings, computer printouts and disk files, and specifications. B. CONSULTANT shall not be responsible for damage caused by subsequent changes to or uses of the plans or specifications, where the subsequent changes or uses are not authorized or approved by CONSULTANT, provided that the service rendered by CONSULTANT was not a proximate cause of the damage. 7. INSURANCE A. General i. Insurance shall be issued and underwritten by insurance companies acceptable to the SANITATION DISTRICT. ii. Insurers must have an "A-" Policyholder's Rating, or better, and Financial Rating of at least Class Vill, or better, in accordance with the most current A.M. Best's Guide Rating. However, the SANITATION DISTRICT will accept State Compensation Insurance Fund, for the required policy of Worker's Compensation Insurance subject to the SANITATION DISTRICT's option to require a change in insurer in the event the State Fund financial rating is decreased below"B". Further, the SANITATION DISTRICT will require CONSULTANT to substitute any insurer whose rating drops below the levels herein specified. Said substitution shall occur within twenty (20)days of written notice to CONSULTANT, by the SANITATION DISTRICT or its agent. iii. Coverage shall be in effect prior to the commencement of any work under this Agreement. B. General Liability The CONSULTANT shall maintain during the life of this Agreement, including the period of warranty, Commercial General Liability Insurance written on an occurrence basis providing the following minimum limits of liability coverage: Two Million Dollars ($2,000,000) per occurrence with Two Million Dollars ($2,000,000) aggregate. Said insurance shall include coverage for the following hazards: Premises-Operations, blanket contractual liability(for this Agreement), products liability/completed operations (including any product manufactured or assembled), broad form property damage, blanket contractual liability, independent contractors liability, personal and advertising injury, mobile equipment, owners and contractors protective liability, and cross liability and severability of interest clauses. A statement on an insurance certificate will not be accepted in lieu of the actual additional insured endorsement(s). If requested by SANITATION DISTRICT and applicable, XCU coverage (Explosion, Collapse and Underground)and Riggers/On Hook Liability must be included in the General Liability policy and coverage must be reflected on the submitted Certificate of Insurance. PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 8 of 18 Return to Aaende Report C. Umbrella Excess Liability The minimum limits of general liability and Automotive Liability Insurance required, as set forth herein, shall be provided for through either a single policy of primary insurance or a combination of policies of primary and umbrella excess coverage. Umbrella excess liability coverage shall be issued with limits of liability which, when combined with the primary insurance, will equal the minimum limits for general liability and automotive liability. D. AutomotiveNehicle liability Insurance The CONSULTANT shall maintain a policy of Automotive Liability Insurance on a comprehensive form covering all owned, non-owned, and hired automobiles, trucks, and other vehicles providing the following minimum limits of liability coverage: Combined single limit of Two Million Dollars ($2,000,000) or alternatively, Two Million Dollars ($2,000,000) per person for bodily injury and One Million Dollars ($1,000,000) per accident for property damage. A statement on an insurance certificate will not be accepted in lieu of the actual additional insured endorsement. E. Worker's Compensation Insurance The CONSULTANT shall provide such Workers' Compensation Insurance as required by the Labor Code of the State of California in the amount of the statutory limit, including Employer's Liability Insurance with a minimum limit of One Million Dollars ($1,000,000) per occurrence. Such Worker's Compensation Insurance shall be endorsed to provide for a waiver of subrogation in favor of the SANITATION DISTRICT. A statement on an insurance certificate will not be accepted in lieu of the actual endorsements unless the insurance carrier is State of California Insurance Fund and the identifier"SCIF" and endorsement numbers 2570 and 2065 are referenced on the certificate of insurance. If an exposure to Jones Act liability may exist, the insurance required herein shall include coverage for Jones Act claims. F. Errors and Omissions/Professional Liability CONSULTANT shall maintain in full force and effect, throughout the term of this Agreement, standard industry form professional negligence errors and omissions insurance coverage in an amount of not less than Five Million Dollars ($5,000,000)with limits in accordance with the provisions of this Paragraph. If the policy of insurance is written on a "claims made" basis, said policy shall be continued in full force and effect at all times during the term of this Agreement, and for a period of five (5) years from the date of the completion of the services hereunder. In the event of termination of said policy during this period, CONSULTANT shall obtain continuing insurance coverage for the prior acts or omissions of CONSULTANT during the course of performing services under the term of this Agreement. Said coverage shall be evidenced by either a new policy evidencing no gap in coverage or by separate extended "tail" coverage with the present or new carrier. PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 9 of 18 Return to Aaende Report In the event the present policy of insurance is written on an "occurrence" basis, said policy shall be continued in full force and effect during the term of this Agreement or until completion of the services provided for in this Agreement, whichever is later. In the event of termination of said policy during this period, new coverage shall be obtained for the required period to insure for the prior acts of CONSULTANT during the course of performing services under the term of this Agreement. CONSULTANT shall provide to the SANITATION DISTRICT a certificate of insurance in a form acceptable to the SANITATION DISTRICT indicating the deductible or self-retention amounts and the expiration date of said policy, and shall provide renewal certificates not less than ten (10)days prior to the expiration of each policy term. G. Proof of Coverage The CONSULTANT shall furnish the SANITATION DISTRICT with original certificates and amendatory endorsements effecting coverage. Said policies and endorsements shall conform to the requirements herein stated. All certificates and endorsements are to be received and approved by the SANITATION DISTRICT before work commences. The SANITATION DISTRICT reserves the right to require complete, certified copies of all required insurance policies, including endorsements, effecting the coverage required, at any time. The following are approved forms that must be submitted as proof of coverage: • Certificate of Insurance ACORD Form 25 (5/2010)or equivalent. • Additional Insurance (ISO Form) CG2010 11 85 or (General Liability) The combination of(ISO Forms) CG 2010 10 01 and CG 2037 10 01 All other Additional Insured endorsements must be submitted for approval by the SANITATION DISTRICT, and the SANITATION DISTRICT may reject alternatives that provide different or less coverage to the SANITATION DISTRICT. • Additional Insured Submit endorsement provided by carrier for the (Auto Liability) SANITATION DISTRICT approval. • Waiver of Subrogation State Compensation Insurance Fund Endorsement No. 2570 or equivalent. • Cancellation Notice State Compensation Insurance Fund Endorsement No. 2065 or equivalent. PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 10 of 18 Return to Aaende Report H. Cancellation Notice Each insurance policy required herein shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30)days' prior written notice. The Cancellation Section of ACORD Form 25 (5/2010) shall state the required thirty (30) days' written notification. The policy shall not terminate, nor shall it be cancelled, nor the coverage reduced until thirty(30) days after written notice is given to the SANITATION DISTRICT except for nonpayment of premium, which shall require not less than ten (10) days written notice to the SANITATION DISTRICT. Should there be changes in coverage or an increase in deductible or SIR amounts, the CONSULTANT and its insurance broker/agent shall send to the SANITATION DISTRICT a certified letter which includes a description of the changes in coverage and/or any increase in deductible or SIR amounts. The certified letter must be sent to the attention of Risk Management, Div. 260, and shall be received by the SANITATION DISTRICT not less than thirty (30)days prior to the effective date of the change(s) if the change would reduce coverage or increase deductibles or SIR amounts or otherwise reduce or limit the scope of insurance coverage provided to the SANITATION DISTRICT. I. Primary Insurance All liability policies shall contain a Primary and Non Contributory Clause. Any other insurance maintained by the SANITATION DISTRICT shall be excess and not contributing with the insurance provided by CONSULTANT. J. Separation of Insured All liability policies shall contain a "Separation of Insureds" clause. K. Non-Limiting (if applicable) Nothing in this document shall be construed as limiting in any way, nor shall it limit the indemnification provision contained in this Agreement, or the extent to which CONSULTANT may be held responsible for payment of damages to persons or property. L. Deductibles and Self-Insured Retentions Any deductible and/or self-insured retention must be declared to the SANITATION DISTRICT on the Certificate of Insurance. All deductibles and/or self-insured retentions require approval by the SANITATION DISTRICT. At the option of the SANITATION DISTRICT, either: the insurer shall reduce or eliminate such deductible or self-insured retention as respects the SANITATION DISTRICT; or the CONSULTANT shall provide a financial guarantee satisfactory to the SANITATION DISTRICT guaranteeing payment of losses and related investigations, claim administration and defense expenses. PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 11 of 18 Return to Aaenda Report M. Defense Costs Liability policies shall have a provision that defense costs for all insureds and additional insureds are paid in addition to and do not deplete any policy limits. N. Subconsultants The CONSULTANT shall be responsible to establish insurance requirements for any Subconsultant hired by the CONSULTANT. The insurance shall be in amounts and types reasonably sufficient to deal with the risk of loss involving the Subconsultant's operations and work. O. Limits Are Minimums If the CONSULTANT maintains higher limits than any minimums shown above, then SANITATION DISTRICT requires and shall be entitled to coverage for the higher limits maintained by CONSULTANT. 8. SCOPE CHANGES In the event of a change in the Scope of Work, requested by SANITATION DISTRICT, the parties hereto shall execute an amendment to this Agreement setting forth with particularity all terms of the new Agreement, including but not limited to any additional CONSULTANT's fees. 9. PROJECT TEAM AND SUBCONSULTANTS CONSULTANT shall provide to SANITATION DISTRICT, prior to execution of this Agreement, the names and full description of all Subconsultants and CONSULTANT's project team members anticipated to be used on this project by CONSULTANT. CONSULTANT shall include a description of the scope of work to be done by each Subconsultant and each CONSULTANT's project team member. CONSULTANT shall include the respective compensation amounts for CONSULTANT and each Subconsultant on a per-project-element basis, broken down as indicated in Section 2- COMPENSATION. There shall be no substitution of the listed Subconsultants and CONSULTANT's project team members without prior written approval by the SANITATION DISTRICT. 10. ENGINEERING REGISTRATION The CONSULTANT's personnel are comprised of registered engineers and a staff of specialists and draftsmen in each department. The firm itself is not a registered engineer but represents and agrees that wherever in the performance of this Agreement requires the services of a registered engineer. Such services hereunder will be performed under the direct supervision of registered engineers. PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 12 of 18 Return to Aaenda Report 12. AUDIT PROVISIONS A. SANITATION DISTRICT retains the reasonable right to access, review, examine, and audit, any and all books, records, documents and any other evidence of procedures and practices that the SANITATION DISTRICT determines are necessary to discover and verify that the CONSULTANT is in compliance with all requirements under this Agreement. The CONSULTANT shall include the SANITATION DISTRICT's right as described above, in any and all of their subcontracts, and shall ensure that these rights are binding upon all Subconsultants. B. SANITATION DISTRICT retains the right to examine CONSULTANT's books, records, documents and any other evidence of procedures and practices that the SANITATION DISTRICT determines are necessary to discover and verify all direct and indirect costs, of whatever nature, which are claimed to have been incurred, or anticipated to be incurred or to ensure CONSULTANT's compliance with all requirements under this Agreement during the term of this Agreement and for a period of three (3)years after its termination. C. CONSULTANT shall maintain complete and accurate records in accordance with generally accepted industry standard practices and the SANITATION DISTRICT's policy. The CONSULTANT shall make available to the SANITATION DISTRICT for review and audit, all project related accounting records and documents, and any other financial data within 15 days after receipt of notice from the SANITATION DISTRICT. Upon SANITATION DISTRICT's request, the CONSULTANT shall submit exact duplicates of originals of all requested records to the SANITATION DISTRICT. If an audit is performed, CONSULTANT shall ensure that a qualified employee of the CONSULTANT will be available to assist SANITATION DISTRICT's auditor in obtaining all project related accounting records and documents, and any other financial data. 13. LEGAL RELATIONSHIP BETWEEN PARTIES The legal relationship between the parties hereto is that of an independent contractor and nothing herein shall be deemed to make CONSULTANT an employee of the SANITATION DISTRICT. 14. NOTICES All notices hereunder and communications regarding the interpretation of the terms of this Agreement, or changes thereto, shall be effected by delivery of said notices in person or by depositing said notices in the U.S. mail, registered or certified mail, return receipt requested, postage prepaid. Notices shall be mailed to the SANITATION DISTRICT at: ORANGE COUNTY SANITATION DISTRICT 10844 Ellis Avenue Fountain Valley, CA 92708-7018 Attention: Natasha Dubrovski, Principal Contracts Administrator Copy: Victoria Pilko, Project Manager PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 13 of 18 Return to Aaence Report Notices shall be mailed to CONSULTANT at: MWH AMERICAS INC. 19900 MacArthur Blvd. Suite 250 Irvine, CA 92612 Attention: Bob Armstrong, Principal in Charge Copy: Vince Faraone, Project Manager All communication regarding the Scope of Work, will be addressed to the Project Manager. Direction from other SANITATION DISTRICT's staff must be approved in writing by the SANITATION DISTRICT's Project Manager prior to action from the CONSULTANT. 15. TERMINATION The SANITATION DISTRICT may terminate this Agreement at any time, without cause, upon giving thirty(30) days written notice to CONSULTANT. In the event of such termination, CONSULTANT shall be entitled to compensation for work performed on a prorated basis through and including the effective date of termination. CONSULTANT shall be permitted to terminate this Agreement upon thirty (30)days written notice only if CONSULTANT is not compensated for billed amounts in accordance with the provisions of this Agreement, when the same are due. Notice of termination shall be mailed to the SANITATION DISTRICT and/or CONSULTANT in accordance with Section 13- NOTICES. 16. DOCUMENTS AND STUDY MATERIALS The documents and study materials for this project shall become the property of the SANITATION DISTRICT upon the termination or completion of the work. CONSULTANT agrees to furnish to the SANITATION DISTRICT copies of all memoranda, correspondence, computation and study materials in its files pertaining to the work described in this Agreement, which is requested in writing by the SANITATION DISTRICT. 17. COMPLIANCE CONSULTANT certifies by the execution of this Agreement that it pays employees not less than the minimum wage as defined by law, and that it does not discriminate in its employment with regard to race, color, religion, sex or national origin; that it is in compliance with all federal, state and local directives and executive orders regarding non-discrimination in employment; and that it agrees to demonstrate positively and aggressively the principle of equal opportunity in employment. 18. AGREEMENT EXECUTION AUTHORIZATION Both the SANITATION DISTRICT and CONSULTANT do covenant that each individual executing this document by and on behalf of each party is a person duly authorized to execute agreements for that party. PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 14 of 18 Return to Aaenda Report 19. DISPUTE RESOLUTION In the event of a dispute arising between the parties regarding performance or interpretation of this Agreement, the dispute shall be resolved by binding arbitration under the auspices of the Judicial Arbitration and Mediation Service ("JAMS"), or similar organization or entity conducting alternate dispute resolution services. 20. ATTORNEY'S FEES, COSTS AND NECESSARY DISBURSEMENTS If any action at law or in equity or if any proceeding in the form of an Alternative Dispute Resolution (ADR) is necessary to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, costs and necessary disbursements in addition to any other relief to which it may be entitled. 21. PROGRESS REPORTS Monthly progress reports shall be submitted for review by the tenth day of the following month and must include as a minimum: 1) current activities, 2)future activities, 3) potential items that are not included in the Scope of Work, 4) concerns and possible delays, 5) percentage of completion, and 6) budget status. 22. WARRANTY CONSULTANT shall perform its services in accordance with generally accepted industry and professional standards. If, within the 12-month period following completion of its services, the SANITATION DISTRICT informs CONSULTANT that any part of the services fails to meet those standards, CONSULTANT shall, within the time prescribed by the SANITATION DISTRICT, take all such actions as are necessary to correct or complete the noted deficiency(ies). 23. INDEMNIFICATION To the fullest extent permitted by law, CONSULTANT shall indemnify, defend (at CONSULTANT's sole cost and expense and with legal counsel approved by the SANITATION DISTRICT, which approval shall not be unreasonably withheld), protect and hold harmless the SANITATION DISTRICT and all of SANITATION DISTRICT's officers, directors, employees, CONSULTANT's, and agents (collectively the "Indemnified Parties"), from and against any and all claims, damages, liabilities, causes of action, suits, arbitration awards, losses,judgments, fines, penalties, costs and expenses (including, without limitation, attorneys' fees, disbursements and court costs, and all other professional, expert or CONSULTANT's fees and costs and the SANITATION DISTRICT's general and administrative expenses; individually, a "Claim"; collectively, "Claims")which may arise from or are in any manner related, directly or indirectly, to any work performed, or any operations, activities, or services provided by CONSULTANT in carrying out its obligations under this Agreement to the extent of the negligent, recklessness and/or willful misconduct of CONSULTANT, its principals, officers, agents, employees, CONSULTANT's suppliers, CONSULTANT, Subconsultants, subcontractors, and/or anyone employed directly or indirectly by any of them, regardless of any contributing negligence or strict liability of an Indemnified Party. Notwithstanding the foregoing, nothing herein shall be construed to require PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 15 of 18 Return to Aaende Report CONSULTANT to indemnify the Indemnified Parties from any Claim arising solely from: (A)the active negligence or willful misconduct of the Indemnified Parties; or (B)a natural disaster or other act of God, such as an earthquake; or (C)the independent action of a third party who is neither one of the Indemnified Parties nor the CONSULTANT, nor its principal, officer, agent, employee, nor CONSULTANT's supplier, CONSULTANT, Subconsultant, subcontractor, nor anyone employed directly or indirectly by any of them. Exceptions (A)through (B) above shall not apply, and CONSULTANT shall, to the fullest extent permitted by law, indemnify the Indemnified Parties, from Claims arising from more than one cause if any such cause taken alone would otherwise result in the obligation to indemnify hereunder. CONSULTANT's liability for indemnification hereunder is in addition to any liability CONSULTANT may have to the SANITATION DISTRICT for a breach by CONSULTANT of any of the provisions of this Agreement. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit CONSULTANT's indemnification obligation or other liability hereunder. The terms of this Agreement are contractual and the result of negotiation between the parties hereto. Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654)that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. 24. DUTY TO DEFEND The duty to defend hereunder is wholly independent of and separate from the duty to indemnify and such duty to defend shall exist regardless of any ultimate liability of CONSULTANT and shall be consistent with Civil Code Section 2782.8. Such defense obligation shall arise immediately upon presentation of a Claim by any person if, without regard to the merit of the Claim, such Claim could potentially result in an obligation to indemnify one or more Indemnified Parties, and upon written notice of such Claim being provided to CONSULTANT. Payment to CONSULTANT by any Indemnified Party or the payment or advance of defense costs by any Indemnified Party shall not be a condition precedent to enforcing such Indemnified Party's rights to indemnification hereunder. In the event a final judgment, arbitration, award, order, settlement, or other final resolution expressly determines that the claim did not arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT, to any extent, then the DISTRICT will reimburse CONSULTANT for the reasonable costs of defending the Indemnified Parties against such claims. CONSULTANT's indemnification obligation hereunder shall survive the expiration or earlier termination of this Agreement until such time as action against the Indemnified Parties for such matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 16 of 18 Return to Aaenda Report 25. CONSULTANT PERFORMANCE The CONSULTANT's performance shall be evaluated by the SANITATION DISTRICT. A copy of the evaluation shall be sent to the CONSULTANT for comment. The evaluation, together with the comments, shall be retained by the SANITATION DISTRICT and may be considered in future CONSULTANT selection processes. 26. CLOSEOUT When the SANITATION DISTRICT determines that all Work authorized under the Agreement is fully complete and that the SANITATION DISTRICT requires no further work from CONSULTANT, or the Agreement is otherwise terminated or expires in accordance with the terms of the Agreement, the SANITATION DISTRICT shall give the Consultant written notice that the Agreement will be closed out. CONSULTANT shall submit all outstanding billings, work submittals, deliverables, reports or similarly related documents as required under the Agreement within thirty (30) days of receipt of notice of Agreement closeout. Upon receipt of CONSULTANT's submittals, the SANITATION DISTRICT shall commence a closeout audit of the Agreement and will either: i. Give the CONSULTANT a final Agreement Acceptance: or ii. Advise the CONSULTANT in writing of any outstanding item or items which must be furnished, completed, or corrected at the CONSULTANT's cost. CONSULTANT shall be required to provide adequate resources to fully support any administrative closeout efforts identified in this Agreement. Such support must be provided within the timeframe requested by the SANITATION DISTRICT. Notwithstanding the final Agreement Acceptance the CONSULTANT will not be relieved of its obligations hereunder, nor will the CONSULTANT be relieved of its obligations to complete any portions of the work, the non-completion of which were not disclosed to the SANITATION DISTRICT (regardless of whether such nondisclosures were fraudulent, negligent, or otherwise); and the CONSULTANT shall remain obligated under all those provisions of the Agreement which expressly or by their nature extend beyond and survive final Agreement Acceptance. Any failure by the SANITATION DISTRICT to reject the work or to reject the CONSULTANT's request for final Agreement Acceptance as set forth above shall not be deemed to be acceptance of the work by the SANITATION DISTRICT for any purpose nor imply acceptance of, or agreement with, the CONSULTANT's request for final Agreement Acceptance. 27. ENTIRE AGREEMENT This Agreement constitutes the entire understanding and agreement between the Parties and supersedes all previous negotiations between them pertaining to the subject matter thereof. PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 17 of 18 Return to Aaende Report IN WITNESS WHEREOF, this Agreement has been executed in the name of the SANITATION DISTRICT, by its officers thereunto duly authorized, and CONSULTANT as of the day and year first above written. CONSULTANT: MWH AMERICAS INC. By Date Printed Name &Title ORANGE COUNTY SANITATION DISTRICT By Chair, Board of Directors Date By Maria E. Ayala Date Clerk of the Board By Marc Dubois Date Contracts, Purchasing and Materials Management Division Manager Attachments: Attachment"A'—Scope of Work Attachment"B"—Labor Hour Matrix Attachment"C"— Not Attached Attachment"D"—Allowable Direct Costs Attachment"E"—Fee Proposal Attachment"F"— Not Attached Attachment"G"— Not Attached Attachment"H"— Not Attached Attachment"I"—Cost Matrix & Summary Attachment"J"— Not Attached Attachment"IC—Hourly Rate Schedule for Minor Subconsultant NKD:yp EDMS:003996995 PDSA PROJECT NO.P2-110 Revised 060214 CONSOLIDATED DEMOLITION AND UTILITY IMPROVEMENTS AT PLANT NO.2 Page 18 of 18 OPERATIONS COMMITTEE Meeting Dare TOBA.Of DIr. 10/01/14 1o22/14 AGENDA REPORT Item Number Item Nu bar 4 6 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Ed Torres, Director of Operations and Maintenance SUBJECT: DIGESTER CLEANING AND DISPOSAL CONTRACT GENERAL MANAGER'S RECOMMENDATION A. Approve a Service Agreement with Wastewater Solids Management, Inc., the lowest responsive and responsible bidder, for Digester Cleaning and Disposal, Specification No. S-2014-603BD, for period December 1, 2014 through November 30, 2015, for an amount not to exceed $1,161,230; and B. Approve a contingency of$232,246 (20%) SUMMARY The Orange County Sanitation District (Sanitation District) performs routine digester cleaning. This is done to remove materials that build up over time and reduce process capacity as well as to assess the structural and mechanical conditions of the digesters after cleaning. PRIOR COMMITTEE/BOARD ACTIONS February - 2011: The Board of Directors approved a service agreement with Synagro West, LLC., the lowest responsive and responsible bidder for Digester Cleaning and Disposal, Specification No. S-2010-467, for period March 17, 2011 through June 30, 2011, for an amount not to exceed $451,653.52 and a contingency of $ 22,583 (5%). The Board also approved four one-year renewal options, which began July 1, 2011 through June 30, 2012 for a total amount not to exceed $1,354,961 including an annual cost escalator of 5% of the renewal base contract. The Sanitation District did not exercise the one-year renewal options with Synagro- WWT Inc. because Capital Improvement Projects (P1-100, P2-91) included the cleaning of the digesters that were scheduled for rehabilitation/upgrades. ADDITIONAL INFORMATION This Contract was competitively bid with 14 prospective bidders with three bid packages being received by the District. The companies that bid (and the bid amounts based on three digesters being cleaned) are listed below. Staff recommends Wastewater Solids Page 1 of 2 Management, Inc., be awarded the Digester Cleaning and Disposal Contract as the lowest responsive and responsible bidder. Bidder Total Cost Wastewater Solids Management, Inc. $1,161,230.00 Synagro-WWT, Inc. $1,193,800.00 American Process Group, Inc. $1,354,492.00 The cleaning and disposal price is a set cost per 10,000 gallons of material removed and disposed of as well as equipment mobilization and demobilization. The volume estimate is made by the Sanitation District staff based on three measurements. Because of the historical variation between the measured and actual amount of solids removed, a 20% contingency is requested. CECA N/A BUDGET/PURCHASING ORDINANCE COMPLIANCE This request complies with authority levels of the Sanitation District's Purchasing Ordinance Authority. This item has been budgeted in Division 850 operating budget line item 54010. Project contingency funds are being requested for this agreement. Date of ADDroval Contract Amount Continnencv 02/23/11 $1,161,230.00 $232,246(20%) ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Service Agreement Page 2 of 2 Return to Mende Report SERVICE CONTRACT Digester Cleaning Specification No.S-2014-603BO 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 Wastewater Solids Management, Inc. with a principal business at 3786 Yachats River Road, Yachats, OR 97498 (hereinalteir rroieirrou to as "Service nuviuei I wneurveiy reiarreu to as the "Parties". WITNESSETH WHEREAS, OCSD desires to retain the services of Service Provider for digester cleaning services "Services"; and WHEREAS, OCSD has chosen Service Provider to conduct Services in accordance with Ordinance No. OCSD-44; and WHEREAS, on October 22, 2014, the Board of Directors of OCSD authorized bidding and execution of this Contract by the General Manager between OCSD and Service Provider; and WHEREAS, Service Provider 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, it is mutually agreed as follows: 1. Introduction 1.1 This Contract and all exhibits hereto (called the "Contract") is made by OCSD and Service Provider. The Terms and Conditions herein exclusively govern the purchase of Services as described in the Scope of Work, attached hereto and incorporated herein by reference as Exhibit"A". 1.2 Exhibits to this Contract are incorporated by reference and made a part of this Contract as though fully set forth at length herein. Exhibits to this Contract are as follows in order of precedence: Exhibit"A" Scope of Work Exhibit"B" Bid Submitted by Service Provider Exhibit"C" Acknowledgement of Insurance Requirements 1.3 In the event of any conflict or inconsistency between the provisions of this Contract and any of the provisions of the exhibits hereto, the provisions of this Contract shall in all respects govern and control. 1.4 The provisions of this Contract may be amended or waived only by a writing executed by authorized representatives of both Parties hereto. 1.5 The various headings in this Contract are inserted for convenience only and shall not affect the meaning or interpretation of this Contract or any Paragraph or provision hereof. 1.6 The term "days", when used in the Contract, shall mean calendar days, unless otherwise noted as business days. Orange County Sanitation District 1 of 9 Specification No. 5-2014-603BD Return to Aaende Report 1.7 The term "hours", when used in this Contract, shall be as defined in Exhibit"A". 1.8 Service Provider shall provide OCSD with all required premiums and/or overtime work at no charge beyond the price provided under"Compensation" below. 1.9 Except as expressly provided otherwise, OCSD accepts no liability for any expenses, losses, or action incurred or undertaken by Service Provider 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 One Million One Hundred Sixty-one Thousand Two Hundred Thirty and 00/00 Dollars ($1,161,230.00). 3. Payments Payments shall be made upon approval by OCSD Project Manager, Roy English or his designee, of invoices submitted for completion of work, as described in Exhibit "A", on each digester. Unit prices shall not exceed those stated in Exhibit "B". OCSD, at its sole discretion, shall be the determining party as to whether the work tha$ 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 Service Provider to OCSD Accounts Payable at APStaff(rDOCSD.com and "INVOICE", the Purchase Order number, and "S-2014-603BD" shall be referenced in the subject line. 5. Audit Rights Service Provider 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 Service Provider relating to the invoices submitted by Service Provider pursuant to this Contract. 6. Scope of Work Subject to the terms of this Contract, Service Provider shall perform the Services identified in Exhibit "A". Service Provider shall perform said Services in accordance with generally accepted industry and professional standards. 7. Modifications to Scope of Work Requests for modifications to the Scope of Work hereunder can be made by OCSD at any time. All modifications must be made in writing and signed by both Parties. 6. Contract Term The Services provided under this Contract shall commence on December 1, 2014 and continue through November 30, 2015. 9. Performance Time is of the essence in the performance of this Contract and the provisions hereof. 10. Termination 10.1 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, Service Provider shall immediately discontinue all work under this Contract (unless the notice directs otherwise). OCSD shall thereafter, within thirty (30) days, pay Service Provider for work performed (cost and fee) to the date of termination. Service Provider expressly waives any claim to receive anticipated profits to be earned during the Orange County Sanitation District 2 of 9 Specification No. S-2014-603BD Return to Mende Rom 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 Service Provider other than for work performed to the date of termination. 10.2 OCSD reserves the right to terminate this Contract immediately upon OCSD's determination that Service Provider is not meeting specification requirements, if the level of service is inadequate, or any other default of this Contract. 10.3 OCSD may also iiiiiiieu'iateiy OaiiOei fur u'efeiiit Of this Cuiitract iii whole or in part by written notice to Service Provider: • if Service Provider becomes insolvent or files a petition under the Bankruptcy Act; or • if Service Provider sells its business; or • if Service Provider breaches any of the terms of this Contract; or • if total amount of compensation exceeds the amount authorized under this Contract. 10.4 All OCSD property in the pussessiun or uuritrui of Service Provider shall be returned by Service Provider to OCSD upon demand, or at the termination of this Contract, whichever occurs first. 11. Insurance Service Provider 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"). Service Provider shall not commence work under this Contract until all required insurance is obtained in a form acceptable to OCSD, nor shall Service Provider 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. 12. Indemnification and Hold Harmless Provision Service Provider 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 Service Provider's services under this Contract, or by its subcontractor or by anyone directly or indirectly employed by Service Provider, 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, Service Provider 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 Service Provider'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 Service Provider of or anyone employed by or working under Service Provider. To the maximum extent permitted by law, Service Provider's duty to defend shall apply whether or not such claims, allegations, lawsuits, or proceedings have merit or are meritless, or which involve claims or allegations that any of the parties to be defended were actively, passively, or concurrently negligent, or which otherwise assert that the parties to be defended are responsible, in whole or in part, for any loss, damage, or injury. Service Provider agrees to provide this defense immediately upon written notice from OCSD, and with well qualified, adequately insured, and experienced legal counsel acceptable to OCSD Orange County Sanitation District 3 of 9 Specification No. S-2014-603BD Return to Mende Report 13. OCSD Safety and Human Resources Policies 13.1 OCSD requires all service providers, contractors and consultants 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 CONSULTANT is required to follow the most stringent regulatory requirement at no cost to OCSD. CONSULTANT and all their employees and subcontractors, shall adhere to all applicable OCSD Safely Standards and Human Resources Policies found at: OCSD.Cuiii, "Doc; Central" (buiiuiii of page), uiiu'er"Safety'". 13.2 In addition to the OCSD Safety Standards and Human Resources Policies, the applicable Standard Operating Procedures are as follows: SOP-102 PPE, SOP-104 Confined Space, SOP-105 LOTO, SOP-106 Hearing Conservation Program, SOP-107 Hazard Communication, SOP-108 Service Provider Safety, SOP-109 Respiratory Protection Program, SOP-113 Bloodbome Pathogen, SOP-118 Hot Work, SOP-206 Fall Protection, and SOP-304 Mobile Equipment. 14. Freight (F.O.B. Destination) Service Provider 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. 15. Warranty Service Provider's warranty: If, within the 12-month period following completion of its Services, OCSD informs Service Provider that any part of the Services fails to meet the standards required under this Contract, Service Provider shall, within the time agreed to by OCSD and Service Provider, take all such actions as are necessary to correct or complete the noted deficiency(ies) at Service Provider's sole expense. 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. Familiarity with Work By executing this Contract, Service Provider 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 Service Provider 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 Service Providers risk, until written instructions are received from OCSD. 16. Regulatory Requirements Service Provider 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. 19. South Coast Air Quality Management District's (SCAQMD) Reauirements It is Service Provider's responsibility that all equipment furnished and installed be in accordance with the latest rules and regulations of the South Coast Air Quality Management District (SCAQMD). All contract work practices, which may have associated emissions such as sandblasting, open field spray painting or demolition of asbestos containing components or structures, shall comply with the appropriate rules and regulations of the SCAQMD. Orange County Sanitation District 4 of 9 Specification No. S-2014-603BD Return to Aaenda Report 20. Applicable Laws and Reaulations Service Provider shall comply with all applicable federal, state, and local laws, rules, and regulations. Service Provider also agrees to indemnify and hold harmless from any and all damages and liabilities assessed against OCSD as a result of Service Provider'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. 21. Licenses. Permits. Ordinances and Regulations Service Provider represents and warrants to OCSD that it iias ubtdlne-d aii iiceiises, periiiita, quaiificatiuii 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 Service Provider. 22. Governina 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. 23. Public Contracts Law Service Provider's Employees Compensation 23.1 Davis-Bacon Act - Service Provider 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. 23.2 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 Service Provider 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. 23.3 Forfeiture For Violation - Service Provider 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 Service Provider or any subcontractor under it) less than the prevailing rate of per diem wages as set by the Director of Industrial Relations, in accordance with Sections 1770-1780 of the California Labor Code for the work provided for in this contract, all in accordance with Section 1775 of the Labor Code of the State of California. 23.4 Apprentices — Sections 1777.5, 1777.6, 1777.7 of the Labor Code of the State of California, regarding the employment of apprentices are applicable to this contract and the Service Provider 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 Service Provider are two thousand dollars ($2,000.00) or more or five (5)working days or more. 23.5 Workday — In the performance of this contract, not more than eight (8) hours shall constitute a day's work, and the Service Provider shall not require more than eight (8) hours of labor in a day from any person employed by him hereunder except as provided under General Orange County Sanitation District 5 of 9 Specification No. S-2014-603BD Return to Agenda Report Prevailing Rate above. Service Provider 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 Service Provider 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. Service Provider shall keep an accurate record showing the name and actual hours worked each calendar day and each calendar week by each worker employed by Service Provider in connection with the project. 23.6 Record of Wages; Inspection - Service Provider 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 Service Provider or subcontractor or its agent having authority over such matters. Service Provider further agrees that its payroll records and those of its subuonirduiors 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. 24. 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 Service Provider 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. 25. Remedies In addition to other remedies available in law or equity, if the Service Provider 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 Service Provider. In the event OCSD elects to "cover" as described in (3), OCSD shall be entitled to recover from Service Provider as damages the difference between the cost of the substitute goods or Services and the contract price, together with any incidental or consequential damages. 26. Dispute Resolution 26.1 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 alternate dispute resolution procedures of Judicial Arbitration through Mediation Services of Orange County ("JAMS"), or any similar organization or entity conducting an alternate dispute resolution process. 26.2 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 parry 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 Orange County Sanitation District 6 of 9 Specification No. S-2014-603BD Return to Aaende Report 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. 27. Survival The provisions of this Contract dealing with Payment, Warranty, Indemnity, and Forum for Enforcement, shall survive termination or expiration of this Contract. 2ti. 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. 29. Aitomev's Fees if any action at iaw 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. 30. Damage to OCSD's Property Any of OCSD's property damaged by Service Provider, any subcontractors or by the personnel of either will be subject to repair or replacement by Service Provider at no cost to OCSD. 31. Disclosure Service Provider agrees not to disclose, to any third party, data or information generated from this project without the prior written consent from OCSD. 32. Independent Contractor The legal relationship between the parties hereto is that of an independent contractor, and nothing herein shall be deemed to make Service Provider an OCSD employee. During the performance of this Agreement, Service Provider and its officers, employees, and agents shall act in an independent capacity and shall not act as OCSD's officers, employees, or agents. Service Provider and its officers, employees, and agents shall obtain no rights to any benefits which accrue to OCSD's employees. 33. Limitations upon Subcontracting and Assignment Service Provider 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. 34. Third Party Rights Nothing in this Contract shall be construed to give any rights or benefits to anyone other than OCSD and Service Provider. 35. Non-Liability of OCSD Officers and Employees No officer or employee of OCSD shall be personally liable to Service Provider, or any successor-in-interest, in the event of any default or breach by OCSD or for any amount which may become due to Service Provider or to its successor, or for breach of any obligation for the terms of this Agreement. 36. Read and Understood By signing this Contract, Service Provider represents that he has read and understood the terms and conditions of the Contract. 37. 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. Orange County Sanitation District 7 of 9 Specification No. 5-2014-603BD Return to Mende Report 38. Entire Contract This Contract constitutes the entire agreement of the Parties and supersedes all prior written or oral and all contemporaneous oral agreements, understandings, and negotiations between the Parties with respect to the subject matter hereof. Orange County Sanitation District 8 of 9 Specification No. 5-2014-603BD Return to Aaenda Report 39. 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. Marciii Senior Contracts Administrator Orange County Sanitation District 10844 Ellis Avenue Fountain Valley, CA 92708-7018 Service Provider: Wastewater Solids Management, Inc. 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 WASTEWATER SOLIDS MANAGEMENT, INC. Dated: By: Print Name and Title of Officer IRS Employer's I.D. Number Orange County Sanitation District 9 of 9 Specification No. S-2014-603BD OPERATIONS COMMITTEE Neetlng Dare TOBA.Of DIr. 10/01/14 10/22/14 AGENDA REPORT Item Number Item Numbs s Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Ed Torres, Director of Operations and Maintenance SUBJECT: OVERHAUL OF ONE (1) TRANE ABSORPTION CHILLER UNIT, S-2014-614B GENERAL MANAGER'S RECOMMENDATION A. Award a Service Contract with Trans US, Inc., the lowest responsive and responsible bidder, for the Overhaul of One (1) Trane Absorption Chiller Unit, Specification No. S-2014-61413D, for a total amount not to exceed $233,777.72; and B. Approve a contingency of$23,377.77 (10%). SUMMARY The Plant 1 Central Generation Building provides the main electrical power source for wastewater treatment at Plant No. 1. There is one (1) absorption chiller, which is located inside of Central Generation Building. This absorption chiller provides cooling for the following areas: Administration Building, Laboratory Building, Central Generation Building, Operations Building. The existing absorption chiller has been in service since the early 1990's and has reached its maximum service life. The absorption chiller will need to be overhauled, which entails rebuilding and retubing the entire unit in place by an outside Contractor. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION This Contract was competitively bid with twelve (12) prospective bidders attending the mandatory job walk, and two (2) bids being received by the District. The companies that bid and the bid amounts, including sales tax, are listed below. Staff recommends Trane US, Inc., be awarded the Overhaul of One (1) Trane Absorption Chiller Unit Contract, as the lowest responsive and responsible bidder. Page 1 of 2 Bidder Amount of Bid Trane US, Inc. $ 233,777.72 EMCOR Services $ 319,779.88 CEQA This is not a project as defined by CEQA and therefore does not require CEQA action. BUDGET/PURCHASING ORDINANCE COMPLIANCE This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This repair will be funded through the Master Small Capital Replacement/Rehabilitation Project M-FR-PLT (Budget for Fiscal Year 2014-2015 and 2015-2016, Section 8, Page 120). This Small Capital fund is used to pay for capital repairs and/or direct replacements. The M-FR-PLT budget is adequate to cover this project. Project contingency funds will be used for this contract. Date of Approval 1 Contract Amount 1 Contin enc 10/24/14 1 $233,777.72 1 $23,777.72 10% ATTACHMENT The following attachment(s) maybe viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: Service Contract ET:DV/jo Page 2 of 2 Return to Mende Report SERVICE CONTRACT OVERHAUL OF ONE (1) TRANE ABSORPTION CHILLER Specification No. S-2014-614BD 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 Trans US, Inc. with a principal business at 17660 Rowland Street, Industry, CA 91748 (hereinafter referred to as "Contractor") collectively referred to as the "Parties". WITNESSETH WHEREAS, OCSD desires to retain the services of Contractor for the overhaul of one (1)Trans Absorption Chiller located at OCSD Plant No.1, "Services"; and WHEREAS, OCSD has chosen Contractor to conduct Services in accordance with Ordinance No. OCSD-44; and WHEREAS, on October 22, 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, it is mutually agreed as follows: 1. Introduction 1.1 This Contract and all exhibits hereto (called the "Contract") is made by OCSD and Contractor. The Terms and Conditions herein exclusively govern the purchase of Services as described in the Scope of Work, attached hereto and incorporated herein by reference as Exhibit"A". 1.2 Exhibits to this Contract are incorporated by reference and made a part of this Contract as though fully set forth at length herein. Exhibits to this Contract are as follows in order of precedence: Exhibit"A" Scope of Work Exhibit"B" Bid Submitted by Contractor Exhibit"C" Acknowledgement of Insurance Requirements Exhibit"D" Faithful Performance and Payment 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. 1.5 The various headings in this Contract are inserted for convenience only and shall not affect the meaning or interpretation of this Contract or any Paragraph or provision hereof. Orange County Sanitation District 1 of 9 Specification No. S-2014-614BD Return to Mende Report 1.6 The term "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 Year's 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 term "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 Two Hundred Thirty-three Thousand Seven Hundred Seventy-seven Dollars and Seventy-two Cents ($233,777.72). Prices shall be as stated in Exhibit "B" plus eight percent (8%) sales tax on Material Costs only. 3. Payments Payments shall be made upon approval by OCSD Project Manager, Dave Rodriguez or his designee, of invoice submitted for Services completed as described in Exhibit "A". OCSD, at its sole discretion, shall be the determining party as to whether the Services have been satisfactorily completed. 4. Invoicina 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. Invoice shall include the Purchase Order Number. 4.2 Invoice shall be emailed by Contractor to OCSD Accounts Payable at APStaff(cDOCSD.com and reference the following in the subject line: "INVOICE", the Purchase Order number, the Project Manager and S-2014-614BD. 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 Term The Services provided under this Contract shall be completed within ten (10 weeks from the date of notice to proceed. 9. Performance Time is of the essence in the performance of this Contract and the provisions hereof. Orange County Sanitation District 2 of 9 Specification No. S-2014-614BD Return to Aaenda Report 10. Termination 10.1 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. 10.2 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. 10.3 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. 10.4 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. 11. 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. 12. Bonds 12.1 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. 12.2 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 Specification No. S-2014-614BD Return to Aaenda Report 13. Indemnification and Hold Harmless Provision Contractor shall assume all responsibility for damages to property and/or injuries to persons, including accidental death, which may arise out of or be caused by Contractor's services under this Contract, or by its subcontractor or by anyone directly or indirectly employed by Contractor, and whether such damage or injury shall accrue or be discovered before or after the termination of the Contract. Except as to the sole active negligence of or willful misconduct of OCSD, Contractor shall indemnify, protect, defend and hold harmless OCSD, its elected and appointed officials, officers, 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 meritless, or which involve claims or allegations that any of the parties to be defended were actively, passively, or concurrently negligent, or which otherwise assert that the parties to be defended are responsible, in whole or in part, for any loss, damage, or injury. Contractor agrees to provide this defense immediately upon written notice from OCSD, and with well qualified, adequately insured, and experienced legal counsel acceptable to OCSD. 14. Safety Standards and Human Resources(HR)Policies 14.1 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'. 14.2 In addition to the requirements stated in 13.1 above, CONTRACTOR shall adhere to the following OCSD Safety requirements: SOP-101 Workplace Inspections, 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 Bloodborne Pathogen, SOP-118 Hot Work, SOP-120 Machine Guarding, SOP-205 Electrical Safety, SOP-206 Fall Protection, SOP-303 Crane Safety Program, and SOP-304 Mobile Equipment. 15. Warranties 15.1 In addition to the Warranties stated in Exhibit"A", the following shall apply: 15.1.1 Manufacturer's standard warranty shall apply. All manufacturer warranties will begin at date of completion of this Contract. 15.1.2 Contractor's warranty: 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. Orange County Sanitation District 4 of 9 Specification No. 5-2014-614BD Return to Agenda Report 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. 16. 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. 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). All contract work practices, which may have associated emissions such as sandblasting, open field spray painting or demolition of asbestos containing components or structures, shall comply with the appropriate rules and regulations of the SCAQMD. 21. Licenses, Permits, Ordinances and Regulations Contractor represents and warrants to OCSD that it has obtained all licenses, permits, qualification and approvals of whatever nature that are legally required to engage in this work. Any and all fees required by State, County, City and/or municipal laws, codes and/or tariffs that pertain to work performed under the terms of this Contract will be paid by Contractor. 22. Applicable Laws and Reoulations Contractor shall comply with all applicable federal, state, and local laws, rules, and regulations. Contractor also agrees to indemnify and hold harmless from any and all damages and liabilities assessed against OCSD as a result of Contractor's noncompliance therewith. Any permission required by law to be included herein shall be deemed included as a part of this Contract whether or not specifically referenced. 23. Contractor's Employees Compensation 23.1 Davis-Bacon Act - Contractor will pay and will require all subcontractors to pay all employees on said project a salary or wage at least equal to the prevailing rate of per diem wages as determined by the Secretary of Labor in accordance with the Davis-Bacon Act for each craft or type of worker needed to perform the Contract. The provisions of the Davis-Bacon 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. Orange County Sanitation District 5 of 9 Specification No. 5-2014-614BD Return to Mende Report 23.2 General Prevailing Rate— OCSD has been advised by the State of California Director of Industrial Relations of its determination of the general prevailing rate of per diem wages and the general prevailing rate for legal holiday and overtime work in the locality in which the work is to be performed for each craft or type of work needed to execute this contract, and copies of the same are on file in the office of the engineer of OCSD. The Contractor agrees that not less than said prevailing rates shall be paid to workers employed on this 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. 23.3 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. 23.4 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. 23.5 Workday — In the performance of this contract, not more than eight (8) hours shall constitute a day's work, and the Contractor shall not require more than eight (8) hours of labor in a day from any person employed by him hereunder except as provided in paragraph 19.2 above. Contractor shall conform to Article 3, Chapter 1, Part 7 (Section 1810 at seq.) of the Labor Code of the State of California and shall forfeit to OCSD as a penalty, the sum of twenty 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. 23.6 Record of Wages: Insoection - 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. 24. Governing 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 Specification No. 5-2014-614BD Return to Aaenda 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 alternate dispute resolution procedures of Judicial Arbitration through Mediation Services of Orange County ("JAMS"), or any similar organization or entity conducting an alternate dispute resolution process. 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. 26. Aftornev'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 Specification No. S-2014-614BD Return to Aaenda Report 31. Damage to OCSD's Property 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 Subcontracting 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 8 of 9 Specification No. S-2014-614BD Return to Mende 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: Trans US, Inc. 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 TRANE US, INC. Dated: By: Print Name and Title of Officer IRS Employer's I.D. Number Orange County Sanitation District 9 of 9 Specification No. S-2014-614BD OPERATIONS COMMITTEE Meeting Date TO11011Dlr. 10/01/14 SO/22/14 AGENDA REPORT Item Number Rem rvumbe 6 8 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Director of Engineering SUBJECT: NEWHOPE-PLACENTIA TRUNK REPLACEMENT, PROJECT NO. 2-72 GENERAL MANAGER'S RECOMMENDATION A. Approve a Professional Design Services Agreement with Lee & Ro, Inc. to provide engineering design services for Newhope-Placentia Trunk Replacement, Project No. 2-72, for an amount not to exceed $8,468,232; and B. Approve a contingency of$846,823(10%). SUMMARY This project will increase the capacity in the upper reach of the existing Newhope- Placentia Trunk Sewer located along State College Blvd., in the City of Fullerton and City of Anaheim, from the Yorba Linda Pump Station (Yorba Linda Blvd.) to Orangewood Ave. (approx. 34,800 feet of pipe), and for a portion of the Rolling Hills Sub-Trunk Sewer (approx. 3,500 feet of pipe) in the City of Fullerton, located north of the Yorba Linda Pump Station. This improvement will accommodate current and future dry and wet weather flows, allow abandonment of the Yorba Linda Pump Station, and add flexibility to the collections system to divert reclaimable Flows to Plant No. 1. Project 2-72 was identified under the Orange County Sanitation District (Sanitation District) 1999 and 2006 OCSD's Strategic Plan Update, and under the 2009 Facilities Master Plan. The existing Newhope-Placentia Trunk Sewer was constructed in 1959 under Contract Nos. 2-3 and 2-4, and the Rolling Hills Sub-Trunk Sewer was constructed in 1966 under Contract No. 2-11-1. The proposed Professional Design Services Agreement consists of the preparation of a Preliminary Design Report and Final Design, which includes all necessary construction documents, plans, and specifications. The Sanitation District advertised a Request for Proposal on June 18, 2014 and six proposals were received on August 5, 2014. Based on the overall qualifications and expertise, staff recommends awarding a Professional Design Services Agreement to Lee & Ro, Inc. The evaluation and selection process is based on procedures pursuant to the California Government Code requiring the Sanitation District to select "the best qualified firm" for architectural and engineering services and to negotiate a "fair and reasonable" fee with that firm. Page 1 of 4 PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION Project Scope of Work: This project will provide an engineered solution to increase the dry and wet weather capacity of the upper reach of the existing Newhope-Placentia Trunk Sewer and for a portion of the Rolling Hills Sub-Trunk Sewer. A hydraulic model using specific site information will be used to determine the proper sizing of the new pipe. Different pipe replacement technologies (open-cut and trenchless) will be evaluated using various criteria such as cost, construction duration, construction impacts to residents and local businesses, permitting, sewer bypass requirements, odor control requirements, geotechnical condition, and existing utilities. Request for Proposal: A Request for Proposal which describes the Consultant's Scope of Work required for this project was advertised on June 18, 2014. As a result, six proposals were received on August 5, 2014. ARCADIS U.S., Inc.; Brown and Caldwell; Lee & Ro, Inc.; Parsons Water and Infrastructure Group; RBF Consulting; and Tetra Tech, Inc. submitted proposals. A Staff Evaluation Committee consisting of six representatives from Engineering and Facilities Support Services Departments reviewed and ranked each of the proposals in accordance with the evaluation process set forth in Sanitation District Ordinance No. OCSD-44. A representative from the Contracts Administration Division participated in the evaluation process as a non-voting member. The proposals were evaluated according to the following six criteria: (1) Understanding of the Scope of Work and management approach; (2) Technical approach, understanding of project risks and risk mitigation plan; (3) Related project experience; (4) Project team and staff qualifications; (5) Estimated level of effort; and (6) Schedule. After reviewing and scoring the proposals, the six Consultant firms were ranked according to the score achieved. The Evaluation Committee short-listed and interviewed the top four proposing firms to meet the proposed key team members and further evaluate the firm's proposals. Pursuant to the results of the interview, the Evaluation Committee selected Lee & Ro, Inc. as the top-ranked firm as shown in Table 1. Page 2 d 4 TABLE 1 PROPOSAL EVALUATION* Consultant Lee & Ro, Tetra Tech, Brown and RBF Evaluator Inc. Inc. Caldwell Consulting Reviewer A 1 4 2 3 Reviewer B 1 2 3 4 Reviewer C 1 2 3 4 Reviewer D 1 2 3 4 Reviewer E 1 2 4 3 Reviewer F 1 2 3 4 Overall Ranking 1 2 3 4 Proposal Fee $9,452,709 N/A N/A N/A Negotiated Fee $8,468,232 N/A N/A N/A Pro osal Based on scores after interview Lee & Ro, Inc. was ranked highest by all members of the Evaluation Committee based on their understanding of the challenges of the project, technical approach, risk mitigation, project team, team experience in similar projects and in trenchless technologies, utility investigation and traffic control, and their approach to expedite completion of final design documents for the northern portion of the project (Construction Contract 2-72A). All proposals were accompanied by a sealed fee proposal estimate. After the top- ranked firm was selected, the fee proposal estimate of the highest ranked firm was opened in accordance with Sanitation District, Ordinance No. OCSD-44. Staff conducted negotiations with Lee & Ro, Inc. to clarify the requirements of the Scope of Work and their proposed work effort. During the negotiation meeting, the project Scope of Work, level of effort, and assumptions were discussed and clarified as required for the completion of the Scope of Work for the project. As a result of these negotiations, Lee & Ro, Inc. submitted a revised fee proposal. Based on the above, staff determined the final cost proposal to be fair and reasonable for the Scope of Work and recommends awarding the Professional Design Services Agreement to Lee & Ro, Inc. CEQA The project was included in the Program Environmental Impact Report (PEIR), Collection System Improvement Plan dated March 2007. An Addendum to the PEIR for Green House Analysis must be conducted to determine if there are any environmental impacts as a result of this project. This work is included in the final negotiated contract. Page 3 of 4 BUDGETIPURCHASING ORDINANCE COMPLIANCE This complies with the authority levels in the Sanitation District's Purchasing Ordinance. This item has been budgeted (FY 2014-15 Section 8 — Page 23) and the project budget is sufficient for the recommended action. ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: Professional Design Services Agreement RC:dm:gc Page 4 of 4 Return to Aaenda Report PROFESSIONAL DESIGN SERVICES AGREEMENT THIS AGREEMENT, is made and entered into to be effective the 22nd day of October, 2014 by and between the ORANGE COUNTY SANITATION DISTRICT, hereinafter referred to as "SANITATION DISTRICT", and LEE & RO, INC., for purposes of this Agreement hereinafter referred to as "CONSULTANT. WITNESSETH: WHEREAS, the SANITATION DISTRICT desires to engage a CONSULTANT for Newhope-Placentia Trunk Sewer Replacement, Project No. 2-72; and to provide Design services for increasing the capacity in the upper reach of the existing Newhope-Placentia Trunk Sewer located along State College Boulevard, in the City of Fullerton and City of Anaheim, CA., from the Yorba Linda Pump Station (Yorba Linda Blvd)to Orangewood Ave, and a segment of Rolling Hills Sub-trunk Sewer located north of the Yorba Linda Pump Station in the City of Fullerton, to provide the required capacity for current and future dry and wet weather flows; and, WHEREAS, CONSULTANT is qualified to provide the necessary services in connection with these requirements and has agreed to provide the necessary professional services; and, WHEREAS, the SANITATION DISTRICT has adopted procedures for the selection of professional services and has proceeded in accordance with said procedures to select a CONSULTANT to perform this work; and, WHEREAS, at its regular meeting on October 22, 2014 the Board of Directors, by Minute Order, accepted the recommendation of the Operations Committee pursuant to SANITATION DISTRICT Board of Directors' Ordinance No. OCSD-44 to approve this Agreement between the SANITATION DISTRICT and CONSULTANT. NOW, THEREFORE, in consideration of the promises and mutual benefits, which will result to the parties in carrying out the terms of this Agreement, it is mutually agreed as follows: 1. SCOPE OF WORK CONSULTANT agrees to furnish necessary professional and technical services to accomplish those project elements outlined in the Scope of Work attached hereto as Attachment"A", and by this reference made a part of this Agreement. A. The CONSULTANT shall be responsible for the professional quality, technical accuracy, completeness, and coordination of all design, drawings, specifications, and other services furnished by the CONSULTANT under this Agreement, including the work performed by its Subconsultants. Where approval by the SANITATION DISTRICT is indicated, it is understood to be conceptual approval only and does not relieve the CONSULTANT of responsibility for complying with all laws, codes, industry standards and liability for damages caused by errors, omissions, noncompliance with industry standards, and/or negligence on the part of the CONSULTANT or its Subconsultants. PDSA PROJECT NO.2.72 Revised 666214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 1 of 19 Return to Aaenda Report B. CONSULTANT is responsible for the quality of work prepared under this Agreement and shall ensure that all work is performed to the standards of best engineering practice for clarity, uniformity, and completeness. CONSULTANT shall respond to all comments, suggestions, and recommendations on the SANITATION DISTRICT's review comment sheets (i.e. DS1, DS2 and DS3). All comments shall be incorporated into the design prior to the next submittal deadline or addressed, in writing, as to why the comment has not been incorporated. CONSULTANT shall ensure that each submittal is 100% accurate for the level of work submitted (i.e. correct references, terms, capitalization or equal status, spelling, punctuation, etc.) C. In the event that work is not performed to the satisfaction of the SANITATION DISTRICT and does not conform to the requirements of this Agreement or any applicable industry standards, the CONSULTANT shall, without additional compensation, promptly correct or revise any errors or deficiencies in its designs, drawings, specifications, or other services within the timeframe specified by the Project Engineer/Project Manager. The SANITATION DISTRICT may charge to CONSULTANT all costs, expenses and damages associated with any such corrections or revisions. D. All CAD drawings, figures, and other work shall be produced by CONSULTANTS and Subconsultants using the SANITATION DISTRICT CAD Manual. Conversion of CAD work from any other non-standard CAD format to the SANITATION DISTRICT format shall not be acceptable in lieu of this requirement. Electronic files shall conform to the SANITATION DISTRICT specifications. Any changes to these specifications by the CONSULTANT are subject to review and approval of the SANITATION DISTRICT. Electronic files shall be subject to an acceptance period of 30 calendar days during which the SANITATION DISTRICT shall perform appropriate reviews and including CAD Manual compliance. CONSULTANT shall correct any discrepancies or errors detected and reported within the acceptance period at no additional cost to the SANITATION DISTRICT. E. The CONSULTANT shall ensure that all plans and specifications prepared, or recommended under this Agreement allow for competitive bidding. The CONSULTANT shall design such plans or specifications so that procurement of services, labor or materials are not available from only one source, and shall not design plans and specifications around a single or specific product, piece of major equipment or machinery, a specific patented design or a proprietary process, unless required by principles of sound engineering practice and supported by a written justification that has been approved in writing by the SANITATION DISTRICT. The CONSULTANT shall submit this written justification to the SANITATION DISTRICT prior to beginning work on such plans and specifications. Whenever the CONSULTANT recommends a specific product or equipment for competitive procurement, such recommendation shall include at least two brand names of products that are capable of meeting the functional requirements applicable to the project. PDSA PROJECT NO.2-72 Revised 060214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 2 of 19 Return to Aaenda Report F. All professional services performed by the CONSULTANT, including but not limited to all drafts, data, correspondence, proposals, reports, and estimates compiled or composed by the CONSULTANT, pursuant to this Agreement, are for the sole use of the SANITATION DISTRICT, its agents and employees. Neither the documents nor their contents shall be released to any third party without the prior written consent of the SANITATION DISTRICT. This provision does not apply to information that (a)was publicly known, or otherwise known to the CONSULTANT, at the time that it was disclosed to the CONSULTANT by the SANITATION DISTRICT, (b)subsequently becomes publicly known to the CONSULTANT other than through disclosure by the SANITATION DISTRICT. 2. COMPENSATION Total compensation shall be paid to CONSULTANT for services in accordance with the following provisions: A. Total Compensation Total compensation shall be in an amount not to exceed Eight Million Four Hundred Sixty Eight Thousand Two Hundred Thirty-Two Dollars ($8,468,232). Total compensation to CONSULTANT including burdened labor(salaries plus benefits), overhead, profit, direct costs, and Subconsultant(s)fees and costs shall not exceed the sum set forth in Attachment"E"- Fee Proposal. B. Labor As a portion of the total compensation to be paid to CONSULTANT, the SANITATION DISTRICT shall pay to CONSULTANT a sum equal to the burdened salaries (salaries plus benefits)actually paid by CONSULTANT charged on an hourly-rate basis to this project and paid to the personnel of CONSULTANT. Upon request of the SANITATION DISTRICT, CONSULTANT shall provide the SANITATION DISTRICT with certified payroll records of all employees' work that is charged to this project. C. Overhead As a portion of the total compensation to be paid to CONSULTANT, the SANITATION DISTRICT shall compensate CONSULTANT and Subconsultants for overhead at the rate equal to the percentage of burdened labor as specified in Attachment"E"- Fee Proposal. D. Profit Profit for CONSULTANT and Subconsultants shall be a percentage of consulting services fees (Burdened Labor and Overhead). When the consulting or subconsulting services amount is $250,000 or less, the maximum Profit shall be 10%. Between $250,000 and $2,500,000, the maximum Profit shall be limited by a straight declining percentage between 10% and 5%. For consulting or subconsulting services fees with a value greater than $2,500,000, the maximum PDSA PROJECT NO.2-72 Revised 666214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 3 of 19 Return to Aaenda Report Profit shall be 5%. Addenda shall be governed by the same maximum Profit percentage after adding consulting services fees. As a portion of the total compensation to be paid to CONSULTANT and Subconsultants, the SANITATION DISTRICT shall pay profit for all services rendered by CONSULTANT and Subconsultants for this project according to Attachment"E"- Fee Proposal. E. Subconsultants For any Subconsultant whose fees for services are greater than or equal to $100,000 (excluding out-of-pocket costs), CONSULTANT shall pay to Subconsultant total compensation in accordance with the Subconsultant amount specified in Attachment"E"- Fee Proposal. For any Subconsultant whose fees for services are less than $100,000, CONSULTANT may pay to Subconsultant total compensation on an hourly-rate basis per the attached hourly rate Schedule and as specified in the Scope of Work. The SANITATION DISTRICT shall pay to CONSULTANT the actual costs of Subconsultant fees and charges in an amount not to exceed the sum set forth in Attachment"E"- Fee Proposal. F. Direct Costs The SANITATION DISTRICT shall pay to CONSULTANT and Subconsultants the actual costs of permits and associated fees, travel and licenses for an amount not to exceed the sum set forth in Attachment"E"- Fee Proposal. The SANITATION DISTRICT shall also pay to CONSULTANT actual costs for equipment rentals, leases or purchases with prior approval of the SANITATION DISTRICT. Upon request, CONSULTANT shall provide to the SANITATION DISTRICT receipts and other documentary records to support CONSULTANT's request for reimbursement of these amounts, see Attachment"D"-Allowable Direct Costs. All incidental expenses shall be included in overhead pursuant to Section 2 -COMPENSATION above. G. Reimbursable Direct Costs The SANITATION DISTRICT will reimburse the CONSULTANT for reasonable travel and business expenses as described in this section and further described in Attachment"D"-Allowable Direct Costs to this Agreement. The reimbursement of the above mentioned expenses will be based on an "accountable plan' as considered by Internal Revenue Service (IRS). The plan includes a combination of reimbursements based upon receipts and a "per diem' component approved by IRS. The most recent schedule of the per diem rates utilized by the SANITATION DISTRICT can be found on the U.S. General Service Administration website at htti)://www.gsa.gov/portal/category/l 04711#. The CONSULTANT shall be responsible for the most economical and practical means or management of reimbursable costs inclusive but not limited to travel, lodging and meals arrangements. The SANITATION DISTRICT shall apply the PDSA PROJECT NO.2-72 Revised 666214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 4 of 19 Return to Aaende Report most economic and practical method of reimbursement which may include reimbursements based upon receipts and/or"per diem' as deemed the most practical. CONSULTANT shall be responsible for returning to the SANITATION DISTRICT any excess reimbursements after the reimbursement has been paid by the SANITATION DISTRICT. Travel and travel arrangements—Any travel involving airfare, overnight stays or multiple day attendance must be approved by the SANITATION DISTRICT in advance. Local Travel is considered travel by the CONSULTANT within the SANITATION DISTRICT geographical area which includes Orange, Los Angeles, Ventura, San Bernardino, Riverside, San Diego, Imperial and Kern Counties. Automobile mileage is reimbursable if CONSULTANT is required to utilize personal vehicle for local travel. Lodging— Overnight stays will not be approved by the SANITATION DISTRICT for local travel. However, under certain circumstances overnight stay may be allowed at the discretion of the SANITATION DISTRICT based on reasonableness of meeting schedules and the amount of time required for travel by the CONSULTANT. Such determination will be made on a case-by-case basis and at the discretion of the SANITATION DISTRICT. Travel Meals— Per-diem rates as approved by IRS shall be utilized for travel meals reimbursements. Per diem rates shall be applied to meals that are appropriate for travel times. Receipts are not required for the approved meals. Additional details related to the reimbursement of the allowable direct costs are provided in the Attachment"D"-Allowable Direct Costs of this Agreement. H. Limitation of Costs If, at any time, CONSULTANT estimates the cost of performing the services described in CONSULTANT's Proposal will exceed the not-to-exceed amount of the Agreement, including approved additional compensation, CONSULTANT shall notify the SANITATION DISTRICT immediately, and in writing. This written notice shall indicate the additional amount necessary to complete the services. Any cost incurred in excess of the approved not-to-exceed amount, without the express written consent of the SANITATION DISTRICT's authorized representative shall be at CONSULTANT's own risk. This written notice shall be provided separately from, and in addition to any notification requirements contained in the CONSULTANT's invoice and monthly progress report. Failure to notify the SANITATION DISTRICT that the services cannot be completed within the authorized not-to-exceed amount is a material breach of this Agreement. PDSA PROJECT NO.2.72 Revised 060214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 5 of 19 Return to Aaenda Report 3. REALLOCATION OF TOTAL COMPENSATION The SANITATION DISTRICT, by its Director of Engineering, shall have the right to approve a reallocation of the incremental amounts constituting the total compensation, provided that the total compensation is not increased. 4. PAYMENT A. Monthly Invoice: CONSULTANT shall include in its monthly invoice, a detailed breakdown of costs associated with the performance of any corrections or revisions of the work for that invoicing period. CONSULTANT shall allocate costs in the same manner as it would for payment requests as described in this Section of the Agreement. CONSULTANT shall warrant and certify the accuracy of these costs and understand that submitted costs are subject to Section 11 -AUDIT PROVISIONS. B. CONSULTANT may submit monthly or periodic statements requesting payment for those items included in Section 2- COMPENSATION hereof in the format as required by the SANITATION DISTRICT. Such requests shall be based upon the amount and value of the work and services performed by CONSULTANT under this Agreement and shall be prepared by CONSULTANT and accompanied by such supporting data, including a detailed breakdown of all costs incurred and project element work performed during the period covered by the statement, as may be required by the SANITATION DISTRICT. Upon approval of such payment request by the SANITATION DISTRICT, payment shall be made to CONSULTANT as soon as practicable of one hundred percent (100%)of the invoiced amount on a per-project-element basis. If the SANITATION DISTRICT determines that the work under this Agreement or any specified project element hereunder, is incomplete and that the amount of payment is in excess of: i. The amount considered by the SANITATION DISTRICT's Director of Engineering to be adequate for the protection of the SANITATION DISTRICT; or ii. The percentage of the work accomplished for each project element. He may, at his discretion, retain an amount equal to that which insures that the total amount paid to that date does not exceed the percentage of the completed work for each project element or the project in its entirety. C. CONSULTANT may submit periodic payment requests for each 30-day period of this Agreement for the profit as set forth in Section 2 -COMPENSATION above. Said profit payment request shall be proportionate to the work actually accomplished to date on a per-project-element basis. In the event the SANITATION DISTRICT's Director of Engineering determines that no satisfactory progress has been made since the prior payment, or in the event of a delay in the PDSA PROJECT NO.2-72 Revised 666214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 6 of 19 Return to Aaenda Report work progress for any reason, the SANITATION DISTRICT shall have the right to withhold any scheduled proportionate profit payment. D. Upon satisfactory completion by CONSULTANT of the work called for under the terms of this Agreement, and upon acceptance of such work by the SANITATION DISTRICT, CONSULTANT will be paid the unpaid balance of any money due for such work, including any retained percentages relating to this portion of the work. E. Upon satisfactory completion of the work performed hereunder and prior to final payment under this Agreement for such work, or prior settlement upon termination of this Agreement, and as a condition precedent thereto, CONSULTANT shall execute and deliver to the SANITATION DISTRICT a release of all claims against the SANITATION DISTRICT arising under or by virtue of this Agreement other than such claims, if any, as may be specifically exempted by CONSULTANT from the operation of the release in stated amounts to be set forth therein. F. Pursuant to the California False Claims Act(Government Code Sections 12650- 12655), any CONSULTANT that knowingly submits a false claim to the SANITATION DISTRICT for compensation under the terms of this Agreement may be held liable for treble damages and up to a ten thousand dollars ($10,000) civil penalty for each false claim submitted. This Section shall also be binding on all Subconsultants. A CONSULTANT or Subconsultant shall be deemed to have submitted a false claim when the CONSULTANT or Subconsultant: a) knowingly presents or causes to be presented to an officer or employee of the SANITATION DISTRICT a false claim or request for payment or approval; b) knowingly makes, uses, or causes to be made or used a false record or statement to get a false claim paid or approved by the SANITATION DISTRICT; c)conspires to defraud the SANITATION DISTRICT by getting a false claim allowed or paid by the SANITATION DISTRICT; d) knowingly makes, uses, or causes to be made or used a false record or statement to conceal, avoid, or decrease an obligation to the SANITATION DISTRICT; or e) is a beneficiary of an inadvertent submission of a false claim to the SANITATION DISTRICT, and fails to disclose the false claim to the SANITATION DISTRICT within a reasonable time after discovery of the false claim. 5. PREVAILING WAGES To the extent CONSULTANT intends to employ employees who will perform work during the design and preconstruction phases of a construction contract, as more specifically defined under Labor Code Section 1720, CONSULTANT shall be subject to prevailing wage requirements with respect to such employees. PDSA PROJECT NO.2.72 Revised 666214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 7 of 19 Return to Aaenda Report 6. DOCUMENT OWNERSHIP—SUBSEQUENT CHANGES TO PLANS AND SPECIFICATIONS A. Ownership of Documents for the Professional Services performed. All documents, including but not limited to, original plans, studies, sketches, drawings, computer printouts and disk files, and specifications prepared in connection with or related to the Scope of Work or Professional Services, shall be the property of the SANITATION DISTRICT. The SANITATION DISTRICT's ownership of these documents includes use of, reproduction or reuse of and all incidental rights, whether or not the work for which they were prepared has been performed. The SANITATION DISTRICT ownership entitlement arises upon payment or any partial payment for work performed and includes ownership of any and all work product completed prior to that payment. This Section shall apply whether the CONSULTANT's Professional Services are terminated: a) by the completion of the Agreement, or b) in accordance with other provisions of this Agreement. Notwithstanding any other provision of this paragraph or Agreement, the CONSULTANT shall have the right to make copies of all such plans, studies, sketches, drawings, computer printouts and disk files, and specifications. B. CONSULTANT shall not be responsible for damage caused by subsequent changes to or uses of the plans or specifications, where the subsequent changes or uses are not authorized or approved by CONSULTANT, provided that the service rendered by CONSULTANT was not a proximate cause of the damage. 7. INSURANCE A. General i. Insurance shall be issued and underwritten by insurance companies acceptable to the SANITATION DISTRICT. ii. Insurers must have an "A-" Policyholder's Rating, or better, and Financial Rating of at least Class Vill, or better, in accordance with the most current A.M. Best's Guide Rating. However, the SANITATION DISTRICT will accept State Compensation Insurance Fund, for the required policy of Worker's Compensation Insurance subject to the SANITATION DISTRICT's option to require a change in insurer in the event the State Fund financial rating is decreased below"B". Further, the SANITATION DISTRICT will require CONSULTANT to substitute any insurer whose rating drops below the levels herein specified. Said substitution shall occur within twenty (20)days of written notice to CONSULTANT, by the SANITATION DISTRICT or its agent. iii. Coverage shall be in effect prior to the commencement of any work under this Agreement. PDSA PROJECT NO.2.72 Revised 666214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 8 of 19 Return to Aaenda Report B. General Liability The CONSULTANT shall maintain during the life of this Agreement, including the period of warranty, Commercial General Liability Insurance written on an occurrence basis providing the following minimum limits of liability coverage: Two Million Dollars ($2,000,000) per occurrence with Two Million Dollars ($2,000,000) aggregate. Said insurance shall include coverage for the following hazards: Premises-Operations, blanket contractual liability(for this Agreement), products liability/completed operations (including any product manufactured or assembled), broad form property damage, blanket contractual liability, independent contractors liability, personal and advertising injury, mobile equipment, owners and contractors protective liability, and cross liability and severability of interest clauses. A statement on an insurance certificate will not be accepted in lieu of the actual additional insured endorsement(s). If requested by SANITATION DISTRICT and applicable, XCU coverage (Explosion, Collapse and Underground) and Riggers/On Hook Liability must be included in the General Liability policy and coverage must be reflected on the submitted Certificate of Insurance. C. Umbrella Excess Liability The minimum limits of general liability and Automotive Liability Insurance required, as set forth herein, shall be provided for through either a single policy of primary insurance or a combination of policies of primary and umbrella excess coverage. Umbrella excess liability coverage shall be issued with limits of liability which, when combined with the primary insurance, will equal the minimum limits for general liability and automotive liability. D. AutomotiveNehicle liability Insurance The CONSULTANT shall maintain a policy of Automotive Liability Insurance on a comprehensive form covering all owned, non-owned, and hired automobiles, trucks, and other vehicles providing the following minimum limits of liability coverage: Combined single limit of Two Million Dollars ($2,000,000) or alternatively, Two Million Dollars ($2,000,000) per person for bodily injury and One Million Dollars ($1,000,000) per accident for property damage. A statement on an insurance certificate will not be accepted in lieu of the actual additional insured endorsement. E. Worker's Compensation Insurance The CONSULTANT shall provide such Workers' Compensation Insurance as required by the Labor Code of the State of California in the amount of the statutory limit, including Employer's Liability Insurance with a minimum limit of One Million Dollars ($1,000,000) per occurrence. Such Worker's Compensation Insurance shall be endorsed to provide for a waiver of subrogation in favor of the SANITATION DISTRICT. A statement on an insurance certificate will not be accepted in lieu of the actual endorsements unless the insurance carrier is State of California Insurance Fund and the identifier"SCIF" and endorsement numbers 2570 and 2065 are referenced on the certificate of insurance. If an exposure to PDSA PROJECT NO.2-72 Revised 666214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 9 of 19 Return to Aaende Report Jones Act liability may exist, the insurance required herein shall include coverage for Jones Act claims. F. Errors and Omissions/Professional Liability CONSULTANT shall maintain in full force and effect, throughout the term of this Agreement, standard industry form professional negligence errors and omissions insurance coverage in an amount of not less than Ten Million Dollars ($10,000,000)with limits in accordance with the provisions of this Paragraph. If the policy of insurance is written on a "claims made" basis, said policy shall be continued in full force and effect at all times during the term of this Agreement, and for a period of five (5) years from the date of the completion of the services hereunder. In the event of termination of said policy during this period, CONSULTANT shall obtain continuing insurance coverage for the prior acts or omissions of CONSULTANT during the course of performing services under the term of this Agreement. Said coverage shall be evidenced by either a new policy evidencing no gap in coverage or by separate extended "tail" coverage with the present or new carrier. In the event the present policy of insurance is written on an "occurrence" basis, said policy shall be continued in full force and effect during the term of this Agreement or until completion of the services provided for in this Agreement, whichever is later. In the event of termination of said policy during this period, new coverage shall be obtained for the required period to insure for the prior acts of CONSULTANT during the course of performing services under the term of this Agreement. CONSULTANT shall provide to the SANITATION DISTRICT a certificate of insurance in a form acceptable to the SANITATION DISTRICT indicating the deductible or self-retention amounts and the expiration date of said policy, and shall provide renewal certificates not less than ten (10)days prior to the expiration of each policy term. G. Proof of Coverage The CONSULTANT shall furnish the SANITATION DISTRICT with original certificates and amendatory endorsements effecting coverage. Said policies and endorsements shall conform to the requirements herein stated. All certificates and endorsements are to be received and approved by the SANITATION DISTRICT before work commences. The SANITATION DISTRICT reserves the right to require complete, certified copies of all required insurance policies, including endorsements, effecting the coverage required, at any time. The following are approved forms that must be submitted as proof of coverage: PDSA PROJECT NO.2.72 Revised 060214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 10 of 19 Return to Aaenda Report • Certificate of Insurance ACORD Form 25 (5/2010)or equivalent. • Additional Insurance (ISO Form) CG2010 11 85 or (General Liability) The combination of(ISO Forms) CG 2010 10 01 and CG 2037 10 01 All other Additional Insured endorsements must be submitted for approval by the SANITATION DISTRICT, and the SANITATION DISTRICT may reject alternatives that provide different or less coverage to the SANITATION DISTRICT. • Additional Insured Submit endorsement provided by carrier for the (Auto Liability) SANITATION DISTRICT approval. • Waiver of Subrogation State Compensation Insurance Fund Endorsement No. 2570 or equivalent. • Cancellation Notice State Compensation Insurance Fund Endorsement No. 2065 or equivalent. H. Cancellation Notice Each insurance policy required herein shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30)days' prior written notice. The Cancellation Section of ACORD Form 25 (5/2010) shall state the required thirty(30) days' written notification. The policy shall not terminate, nor shall it be cancelled, nor the coverage reduced until thirty(30) days after written notice is given to the SANITATION DISTRICT except for nonpayment of premium, which shall require not less than ten (10) days written notice to the SANITATION DISTRICT. Should there be changes in coverage or an increase in deductible or SIR amounts, the CONSULTANT and its insurance broker/agent shall send to the SANITATION DISTRICT a certified letter which includes a description of the changes in coverage and/or any increase in deductible or SIR amounts. The certified letter must be sent to the attention of Risk Management, Div. 260, and shall be received by the SANITATION DISTRICT not less than thirty (30)days prior to the effective date of the change(s) if the change would reduce coverage or increase deductibles or SIR amounts or otherwise reduce or limit the scope of insurance coverage provided to the SANITATION DISTRICT. I. Primary Insurance All liability policies shall contain a Primary and Non Contributory Clause. Any other insurance maintained by the SANITATION DISTRICT shall be excess and not contributing with the insurance provided by CONSULTANT. PDSA PROJECT NO.2.72 Revised 666214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 11 of 19 Return to Aaende Report J. Separation of Insured All liability policies shall contain a "Separation of Insureds" clause. K. Non-Limiting (if applicable) Nothing in this document shall be construed as limiting in any way, nor shall it limit the indemnification provision contained in this Agreement, or the extent to which CONSULTANT may be held responsible for payment of damages to persons or property. L. Deductibles and Self-Insured Retentions Any deductible and/or self-insured retention must be declared to the SANITATION DISTRICT on the Certificate of Insurance. All deductibles and/or self-insured retentions require approval by the SANITATION DISTRICT. At the option of the SANITATION DISTRICT, either: the insurer shall reduce or eliminate such deductible or self-insured retention as respects the SANITATION DISTRICT; or the CONSULTANT shall provide a financial guarantee satisfactory to the SANITATION DISTRICT guaranteeing payment of losses and related investigations, claim administration and defense expenses. M. Defense Costs Liability policies shall have a provision that defense costs for all insureds and additional insureds are paid in addition to and do not deplete any policy limits. N. Subconsultants The CONSULTANT shall be responsible to establish insurance requirements for any Subconsultant hired by the CONSULTANT. The insurance shall be in amounts and types reasonably sufficient to deal with the risk of loss involving the Subconsultant's operations and work. O. Limits Are Minimums If the CONSULTANT maintains higher limits than any minimums shown above, then SANITATION DISTRICT requires and shall be entitled to coverage for the higher limits maintained by CONSULTANT. 8. SCOPECHANGES In the event of a change in the Scope of Work, requested by SANITATION DISTRICT, the parties hereto shall execute an amendment to this Agreement setting forth with particularity all terms of the new Agreement, including but not limited to any additional CONSULTANT's fees. PDSA PROJECT NO.2.72 Revised 060214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 12 of 19 Return to Mends Report 9. PROJECT TEAM AND SUBCONSULTANTS CONSULTANT shall provide to SANITATION DISTRICT, prior to execution of this Agreement, the names and full description of all Subconsultants and CONSULTANT's project team members anticipated to be used on this project by CONSULTANT. CONSULTANT shall include a description of the scope of work to be done by each Subconsultant and each CONSULTANT's project team member. CONSULTANT shall include the respective compensation amounts for CONSULTANT and each Subconsultant on a per-project-element basis, broken down as indicated in Section 2- COMPENSATION. There shall be no substitution of the listed Subconsultants and CONSULTANT's project team members without prior written approval by the SANITATION DISTRICT. 10. ENGINEERING REGISTRATION The CONSULTANT's personnel are comprised of registered engineers and a staff of specialists and draftsmen in each department. The firm itself is not a registered engineer but represents and agrees that wherever in the performance of this Agreement requires the services of a registered engineer. Such services hereunder will be performed under the direct supervision of registered engineers. 11. AUDIT PROVISIONS A. SANITATION DISTRICT retains the reasonable right to access, review, examine, and audit, any and all books, records, documents and any other evidence of procedures and practices that the SANITATION DISTRICT determines are necessary to discover and verify that the CONSULTANT is in compliance with all requirements under this Agreement. The CONSULTANT shall include the SANITATION DISTRICT's right as described above, in any and all of their subcontracts, and shall ensure that these rights are binding upon all Subconsultants. B. SANITATION DISTRICT retains the right to examine CONSULTANT's books, records, documents and any other evidence of procedures and practices that the SANITATION DISTRICT determines are necessary to discover and verify all direct and indirect costs, of whatever nature, which are claimed to have been incurred, or anticipated to be incurred or to ensure CONSULTANT's compliance with all requirements under this Agreement during the term of this Agreement and for a period of three (3)years after its termination. C. CONSULTANT shall maintain complete and accurate records in accordance with generally accepted industry standard practices and the SANITATION DISTRICT's policy. The CONSULTANT shall make available to the SANITATION DISTRICT for review and audit, all project related accounting records and documents, and any other financial data within 15 days after receipt of notice from the SANITATION DISTRICT. Upon SANITATION DISTRICT's request, the CONSULTANT shall submit exact duplicates of originals of all requested records to the SANITATION DISTRICT. If an audit is performed, CONSULTANT shall ensure that a qualified employee of the CONSULTANT will PDSA PROJECT NO.2-72 Revised 666214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 13 of 19 Return to Aaende Report be available to assist SANITATION DISTRICT's auditor in obtaining all project related accounting records and documents, and any other financial data. 12. LEGAL RELATIONSHIP BETWEEN PARTIES The legal relationship between the parties hereto is that of an independent contractor and nothing herein shall be deemed to make CONSULTANT an employee of the SANITATION DISTRICT. 13. NOTICES All notices hereunder and communications regarding the interpretation of the terms of this Agreement, or changes thereto, shall be effected by delivery of said notices in person or by depositing said notices in the U.S. mail, registered or certified mail, return receipt requested, postage prepaid. Notices shall be mailed to the SANITATION DISTRICT at: ORANGE COUNTY SANITATION DISTRICT 10844 Ellis Avenue Fountain Valley, CA 92708-7018 Attention: Gary V. Prater, Principal Contracts Administrator Copy: Raul Cuellar, Project Manager Notices shall be mailed to CONSULTANT at: LEE & RO, INC. 1199 South Fullerton Road City of Industry, CA 91748 Attention: Dhiru Patel, P.E. Copy: Sal Calderon All communication regarding the Scope of Work, will be addressed to the Project Manager. Direction from other SANITATION DISTRICT's staff must be approved in writing by the SANITATION DISTRICT's Project Manager prior to action from the CONSULTANT. 14. TERMINATION The SANITATION DISTRICT may terminate this Agreement at any time, without cause, upon giving thirty(30) days written notice to CONSULTANT. In the event of such termination, CONSULTANT shall be entitled to compensation for work performed on a prorated basis through and including the effective date of termination. CONSULTANT shall be permitted to terminate this Agreement upon thirty (30)days written notice only if CONSULTANT is not compensated for billed amounts in accordance with the provisions of this Agreement, when the same are due. Notice of termination shall be mailed to the SANITATION DISTRICT and/or CONSULTANT in accordance with Section 13- NOTICES. PDSA PROJECT NO.2.72 Revised 666214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 14 of 19 Return to Aaenda Report 15. DOCUMENTS AND STUDY MATERIALS The documents and study materials for this project shall become the property of the SANITATION DISTRICT upon the termination or completion of the work. CONSULTANT agrees to furnish to the SANITATION DISTRICT copies of all memoranda, correspondence, computation and study materials in its files pertaining to the work described in this Agreement, which is requested in writing by the SANITATION DISTRICT. 16. COMPLIANCE CONSULTANT certifies by the execution of this Agreement that it pays employees not less than the minimum wage as defined by law, and that it does not discriminate in its employment with regard to race, color, religion, sex or national origin; that it is in compliance with all federal, state and local directives and executive orders regarding non-discrimination in employment; and that it agrees to demonstrate positively and aggressively the principle of equal opportunity in employment. 17. AGREEMENT EXECUTION AUTHORIZATION Both the SANITATION DISTRICT and CONSULTANT do covenant that each individual executing this document by and on behalf of each party is a person duly authorized to execute agreements for that party. 18. DISPUTE RESOLUTION In the event of a dispute arising between the parties regarding performance or interpretation of this Agreement, the dispute shall be resolved by binding arbitration under the auspices of the Judicial Arbitration and Mediation Service ("JAMS"), or similar organization or entity conducting alternate dispute resolution services. 19. ATTORNEY'S FEES, COSTS AND NECESSARY DISBURSEMENTS If any action at law or in equity or if any proceeding in the form of an Alternative Dispute Resolution (ADR) is necessary to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, costs and necessary disbursements in addition to any other relief to which it may be entitled. 20. PROGRESS REPORTS Monthly progress reports shall be submitted for review by the tenth day of the following month and must include as a minimum: 1) current activities, 2)future activities, 3) potential items that are not included in the Scope of Work, 4) concerns and possible delays, 5) percentage of completion, and 6) budget status. 21. WARRANTY CONSULTANT shall perform its services in accordance with generally accepted industry and professional standards. If, within the 12-month period following completion of its services, the SANITATION DISTRICT informs CONSULTANT that any part of the PDSA PROJECT NO.2-72 Revised 666214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 15 of 19 Return to Aaende Report services fails to meet those standards, CONSULTANT shall, within the time prescribed by the SANITATION DISTRICT, take all such actions as are necessary to correct or complete the noted deficiency(ies). 22. INDEMNIFICATION To the fullest extent permitted by law, CONSULTANT shall indemnify, defend (at CONSULTANT's sole cost and expense and with legal counsel approved by the SANITATION DISTRICT, which approval shall not be unreasonably withheld), protect and hold harmless the SANITATION DISTRICT and all of SANITATION DISTRICT's officers, directors, employees, CONSULTANT's, and agents (collectively the "Indemnified Parties"), from and against any and all claims, damages, liabilities, causes of action, suits, arbitration awards, losses,judgments, fines, penalties, costs and expenses (including, without limitation, attorneys' fees, disbursements and court costs, and all other professional, expert or CONSULTANT's fees and costs and the SANITATION DISTRICT's general and administrative expenses; individually, a "Claim"; collectively, "Claims")which may arise from or are in any manner related, directly or indirectly, to any work performed, or any operations, activities, or services provided by CONSULTANT in carrying out its obligations under this Agreement to the extent of the negligent, recklessness and/or willful misconduct of CONSULTANT, its principals, officers, agents, employees, CONSULTANT's suppliers, CONSULTANT, Subconsultants, subcontractors, and/or anyone employed directly or indirectly by any of them, regardless of any contributing negligence or strict liability of an Indemnified Party. Notwithstanding the foregoing, nothing herein shall be construed to require CONSULTANT to indemnify the Indemnified Parties from any Claim arising solely from: (A)the active negligence or willful misconduct of the Indemnified Parties; or (B)a natural disaster or other act of God, such as an earthquake; or (C)the independent action of a third party who is neither one of the Indemnified Parties nor the CONSULTANT, nor its principal, officer, agent, employee, nor CONSULTANT's supplier, CONSULTANT, Subconsultant, subcontractor, nor anyone employed directly or indirectly by any of them. Exceptions (A)through (B) above shall not apply, and CONSULTANT shall, to the fullest extent permitted by law, indemnify the Indemnified Parties, from Claims arising from more than one cause if any such cause taken alone would otherwise result in the obligation to indemnify hereunder. CONSULTANT's liability for indemnification hereunder is in addition to any liability CONSULTANT may have to the SANITATION DISTRICT for a breach by CONSULTANT of any of the provisions of this Agreement. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit CONSULTANT's indemnification obligation or other liability hereunder. The terms of this Agreement are contractual and the result of negotiation between the parties hereto. Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654)that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. PDSA PROJECT NO.2-72 Revised 060214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 16 of 19 Return to Aaende Report 23. DUTY TO DEFEND The duty to defend hereunder is wholly independent of and separate from the duty to indemnify and such duty to defend shall exist regardless of any ultimate liability of CONSULTANT and shall be consistent with Civil Code Section 2782.8. Such defense obligation shall arise immediately upon presentation of a Claim by any person if, without regard to the merit of the Claim, such Claim could potentially result in an obligation to indemnify one or more Indemnified Parties, and upon written notice of such Claim being provided to CONSULTANT. Payment to CONSULTANT by any Indemnified Party or the payment or advance of defense costs by any Indemnified Party shall not be a condition precedent to enforcing such Indemnified Party's rights to indemnification hereunder. In the event a final judgment, arbitration, award, order, settlement, or other final resolution expressly determines that the claim did not arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT, to any extent, then the DISTRICT will reimburse CONSULTANT for the reasonable costs of defending the Indemnified Parties against such claims. CONSULTANT's indemnification obligation hereunder shall survive the expiration or earlier termination of this Agreement until such time as action against the Indemnified Parties for such matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. 24. CONSULTANT PERFORMANCE The CONSULTANT's performance shall be evaluated by the SANITATION DISTRICT. A copy of the evaluation shall be sent to the CONSULTANT for comment. The evaluation, together with the comments, shall be retained by the SANITATION DISTRICT and may be considered in future CONSULTANT selection processes. 25. CLOSEOUT When the SANITATION DISTRICT determines that all Work authorized under the Agreement is fully complete and that the SANITATION DISTRICT requires no further work from CONSULTANT, or the Agreement is otherwise terminated or expires in accordance with the terms of the Agreement, the SANITATION DISTRICT shall give the Consultant written notice that the Agreement will be closed out. CONSULTANT shall submit all outstanding billings, work submittals, deliverables, reports or similarly related documents as required under the Agreement within thirty (30)days of receipt of notice of Agreement closeout. Upon receipt of CONSULTANT's submittals, the SANITATION DISTRICT shall commence a closeout audit of the Agreement and will either: i. Give the CONSULTANT a final Agreement Acceptance: or ii. Advise the CONSULTANT in writing of any outstanding item or items which must be furnished, completed, or corrected at the CONSULTANT's cost. PDSA PROJECT NO.2.72 Revised 666214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 17 of 19 Return to Aaende Report CONSULTANT shall be required to provide adequate resources to fully support any administrative closeout efforts identified in this Agreement. Such support must be provided within the timeframe requested by the SANITATION DISTRICT. Notwithstanding the final Agreement Acceptance the CONSULTANT will not be relieved of its obligations hereunder, nor will the CONSULTANT be relieved of its obligations to complete any portions of the work, the non-completion of which were not disclosed to the SANITATION DISTRICT (regardless of whether such nondisclosures were fraudulent, negligent, or otherwise); and the CONSULTANT shall remain obligated under all those provisions of the Agreement which expressly or by their nature extend beyond and survive final Agreement Acceptance. Any failure by the SANITATION DISTRICT to reject the work or to reject the CONSULTANT's request for final Agreement Acceptance as set forth above shall not be deemed to be acceptance of the work by the SANITATION DISTRICT for any purpose nor imply acceptance of, or agreement with, the CONSULTANT's request for final Agreement Acceptance. 26. ENTIRE AGREEMENT This Agreement constitutes the entire understanding and agreement between the Parties and supersedes all previous negotiations between them pertaining to the subject matter thereof. PDSA PROJECT NO.2.72 Revised 060214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 18 of 19 Return to Aaende Report IN WITNESS WHEREOF, this Agreement has been executed in the name of the SANITATION DISTRICT, by its officers thereunto duly authorized, and CONSULTANT as of the day and year first above written. CONSULTANT: LEE & RO, INC. By Date Printed Name &Title ORANGE COUNTY SANITATION DISTRICT By Chair, Board of Directors Date By Maria E. Ayala Clerk of the Board Date By Marc Dubois Date Contracts, Purchasing and Materials Management Division Manager Attachments: Attachment"A'—Scope of Work Attachment"B"—Labor Hour Matrix Attachment"C"— Not Attached Attachment"D"—Allowable Direct Costs Attachment"E"—Fee Proposal Attachment"F"— Not Attached Attachment"G"— Not Attached Attachment"H"— Not Attached Attachment"I"—Cost Matrix & Summary Attachment"J"— Not Attached Attachment"IC—Hourly Rate Schedule for Minor Subconsultant GVP:yp EDMS:003996212 PDSA PROJECT NO.2.72 Revised 060214 NEWHOPE-PLACENTIA TRUNK SEWER REPLACEMENT Page 19 of 19 OPERATIONS COMMITTEE Meeting Dare TOBA.Of DIr. 10/01/14 10/22/14 AGENDA REPORT Item Number Item Number 7 9 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Rob Thompson, Director of Engineering SUBJECT: RESEARCH A NEW TECHNOLOGY FOR SLUDGE/ORGANICS DESTRUCTION AND ENERGY RECOVERY THROUGH ADVANCED OXIDATION: AQUACRITOX® SUPERCRITICAL PROCESS GENERAL MANAGER'S RECOMMENDATION Authorize staff to engage in contract negotiations with SCFI Group and other potential partners to design, build, and/or operate an industrial-scale demonstration facility for the AquaCritox® supercritical water oxidation process. Authorize staff to seek grant funds and partnerships to offset the cost of this research project. SUMMARY Much of conventional wastewater treatment is aimed at removing organic contaminants from water. Through various operations of screening, gravity settling, biological cleaning, anaerobic digestion, and solids dewatering, the organic materials are removed and concentrated into sludges or converted to gases such as methane and carbon dioxide. Each step introduces inefficiencies and additional costs (for power, chemicals, equipment, and manpower) into the treatment process. Supercritical water oxidation (SCWO) is a process that was developed in the U.S. in the 1980s, has been used extensively in other industries, but is just now being applied to wastewater treatment as the AquaCritox® process. Using unique properties of water at "supercritical" conditions of elevated temperature and pressure, SCWO is a single-step process to achieve virtually complete destruction of any organic material, while also recovering 90% of the material's inherent fuel value as usable energy. Compared to conventional digestion-based treatment, SCWO is less expensive, more efficient, and more environmentally beneficial. AquaCritox® has been demonstrated extensively by its owners, the SCFI Group, at their test facility in Ireland, but no full-size installation at a wastewater treatment plant has yet to be built. This project would involve building and operating a small, but fully industrial- scale AquaCritox® facility at the Orange County Sanitation District (OCSD) to investigate the possible replacement of substantial parts of the standard treatment process with SCWO. If the Board of Directors approve this recommendation, staff will bring an item to a future Board meeting seeking approval of any agreements, contracts, or funding that are negotiated as a result of this approval. Page 1 of 2 PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION Staff believes this research opportunity represents a potential leap forward in how solids are handled at OCSD. The potential exists to increase net energy conversion up to four times, do away with biosolids, improve air quality, eliminate solids odors, reduce operating costs, and provide a pathogen-free phosphate-rich byproduct. This chemistry-based approach to solids handling isn't yet proven. There are many issues in sludge handling and thickening which must be proven in addition to the continuous process controls in sludge oxidation, ash handling, and steam production. Reliability of the system must be demonstrated. Staff believes the research risks are worth the large potential rewards. Especially if potential future licensing fees are shared between OCSD and SCFI. OCSD's approach to use this process to bypass digestion, gas handling, biosolids dewatering, and biosolids application will be unique and innovative if proven. CEQA This is not a project. Therefore, CEQA does not apply. BUDGET/PURCHASING ORDINANCE COMPLIANCE Any contract ultimately will comply with authority levels of the Sanitation District's Purchasing Ordinance. The majority of the funding is likely to come from the operational research program (FY 2014-15 Section 8 - Page 129). ATTACHMENT N/A JB:sa:gc Page 2 of 2 ITEM NO. 10 MINUTES OF THE REGULAR MEETING OF THE ADMINISTRATION COMMITTEE Orange County Sanitation District Wednesday, October 8, 2014, at 5:30 P.M. A regular meeting of the Administration Committee of the Orange County Sanitation District was held on September 10, 2014, at 5:32 p.m., in the Sanitation District's Administration Building. Director Carchio led the Flag Salute. A quorum was declared present, as follows: COMMITTEE MEMBERS PRESENT: STAFF PRESENT: Brad Reese, Chair Jim Herberg, General Manager John Withers, Vice-Chair Bob Ghirelli, Assistant General Manager David Benavides Lorenzo Tyner, Director of Finance Joe Carchio &Administrative Services Tyler Diep Jeff Reed, Director of Human Resources Gene Hernandez Ed Torres, Director of Operations and Peter Kim Maintenance Prakash Narain Kelly Lore, Acting Clerk of the Board Teresa Smith Mike White Tom Beamish, Board Chair Mike Berdis John Nielsen, Board Vice-Chair Rich Castillon Marc Dubois COMMITTEE MEMBERS ABSENT: Norbert Gaia Steven Choi Al Garcia James Ferryman Dave Halversen Janet Nguyen Kathy Millea Carlos Quiroz Jim Spears OTHERS PRESENT: Brad Hogin, General Counsel Steven Center, Callan Investments PUBLIC COMMENTS: None. REPORT OF COMMITTEE CHAIR: Committee Chair Reese did not provide a report. 10/08/2014 Administration Committee Minutes Page 1 of4 REPORT OF GENERAL MANAGER: General Manager, Jim Herberg, notified the Committee that per direction from the Board of Directors, an item has been placed on the Groundwater Replenishment Steering Committee Meeting agenda of Monday, October 13, 2014, regarding cost sharing with Orange County Water District for additional security services. He further stated that any outcome would be brought back for the Board's consideration at a future meeting. REPORT OF DIRECTOR OF FINANCE AND ADMINISTRATIVE SERVICES: Director of Finance and Administrative Services, Lorenzo Tyner did not provide a report. CONSENT CALENDAR: 1. MOVED, SECONDED, AND DULY CARRIED to: Approve Minutes of the September 10, 2014 Administration Committee Meeting. AYES: Beamish, Carchio, Diep, Hernandez, Kim, Narain, Nielsen, Reese and T. Smith NOES: None ABSTENTIONS: None ABSENT: Choi, Benavides, Ferryman, Nguyen and Withers NON-CONSENT CALENDAR: Director Benavides arrived at 6.37 p.m. Director of Finance and Administrative Services, Lorenzo Tyner stated that this item was continued from last month with a request for further information. Mr. Tyner provided a PowerPoint presentation and informed the Committee of current developments concerning our current Investment Portfolio Manager. He then responded to questions regarding: fees, final returns, PIMCO management structure, stability and performance of alternate managers and negotiation criteria. 2. MOVED, SECONDED, AND DULY CARRIED to: Recommend to the Board of Directors to: Approve the selection of Chandler Asset Management as the District's External Investment Portfolio Manager and authorize staff to negotiate a professional service agreement. 10/08/2014 Administration Committee Minutes Page 2 of 4 AYES: Beamish, Benavides, Carchio, Diep, Hernandez, Kim, Narain, Nielsen, Reese and T. Smith NOES: None ABSTENTIONS: None ABSENT: Choi, Ferryman, Nguyen and Withers Mr. Tyner informed the Committee that Item No. 3 was continued from the Board of Directors meeting and returned to this meeting for additional information and clarification. He provided a brief presentation regarding the quantities being purchased, warranties and the procurement process. Mr. Tyner, Engineering Manager, Dave Halversen and Engineering Supervisor, Riaz Moinuddin responded to questions regarding: plans to move to the next version of these controllers, transitioning periods and new programming standards. 3. MOVED, SECONDED, AND DULY CARRIED to: Recommend to the Board of Directors to: Approve a Purchase Order with PLC LTD, the lowest responsive and responsible bidder, for the purchase of Modicon computer equipment, Specification No. E- 2014-626, for an amount of$636,579. AYES: Beamish, Benavides, Carchio, Diep, Hernandez, Kim, Narain, Nielsen, Reese and T. Smith NOES: None ABSTENTIONS: None ABSENT: Choi, Ferryman, Nguyen and Withers Committee Vice-Chair Withers arrived at 5:48 p.m. INFORMATION ITEMS: 4. Informational Presentation on Wastewater Treatment Operations: Mike Berdis, Operations Supervisor provided a PowerPoint presentation regarding a broad overview of the treatment operations at Plants 1 & 2 including: water resource recovery processes; secondary treatment; primary clarification process; trickling filter operations; secondary final clarifier; biosolids recycling and recovery processes; anaerobic digesting; belt filter operations; methane gas recovery and uses; odor control issues and levels of service. 10/08/2014 Administration Committee Minutes Page 3 of 4 OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: None. ADJOURNMENT: Committee Chair Reese declared the meeting adjourned at 6:00 p.m., to the next regularly scheduled meeting of November 12, 2014. Submitted by: Kelly A. Lore Acting Clerk of the Board 10/08/2014 Administration Committee Minutes Page 4 of 4 ADMINISTRATION COMMITTEE Meeting Dare TOBA.Of Dir. 1 0 /0 e/14 to/zz/t4 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: SELECTION OF DISTRICT'S EXTERNAL INVESTMENT PORTFOLIO MANAGER GENERAL MANAGER'S RECOMMENDATION Approve the selection of Chandler Asset Management as the District's External Investment Portfolio Manager and authorize staff to negotiate a professional service agreement. SUMMARY The District has completed a search for an investment manager to manage the District's short-term and long-term investment portfolios with a combined total of approximately $520 million as of August 1, 2014. A panel consisting of three staff members and the District's investment advisor, Callan Associates evaluated candidates that were screened from a pool of 300 firms providing investment services. Six firms received more detailed analysis with the four top-rated firms receiving interviews. Staff had previously narrowed the field to two firms from which to choose, Pacific Investment Management Company (PIMCO) and Chandler Asset Management. Staff initially recommended PIMCO as they exceeded the benchmarks the last three, five, and ten year periods, and outperformed representative retums that the other candidates provided. However, PIMCO's most recent two-year performance has declined. Also, significant management reorganizations have occurred resulting in the appearance of firm instability and negative publicity, criteria noted in the selection process. Conversely, Chandler's recent performance has been good and the firm continues to demonstrate stability. Given these factors, staff recommends the selection of Chandler as its investment manager. With the Board's approval, staff will proceed with the transfer of investment authority of District assets from PIMCO to Chandler Asset Management. Page 1 of 5 PRIOR COMMITTEE/BOARD ACTIONS September 2014 - The Administration Committee continued the selection of the District's Investment Manager February 2014 - The Administration Committee approved a Request for Proposal for Investment Management. June 1995 - The Joint Board of Directors selected PIMCO as the District's external investment portfolio manager. ADDITIONAL INFORMATION The District has utilized PIMCO to manage the District's investment portfolio since June 1995. Services include making investment decisions, completing investment transactions, and reporting investment results in accordance with the California State Government Code and the District's Investment Policy. As the Sanitation District has used the same investment manager for several years, the Administration Committee deemed it prudent to re-evaluate the availability of these services in today's open market, from both a cost and a performance basis, and to conduct a competitive proposal process for these services. The District selected the investment management search services of its current investment advisor, Callan Associates, to assist with the search and selection of the District's investment manager. Over the past five years ending calendar year 2013, Callan has conducted over 1,400 searches representing more than $200 billion. Callan's standard search process uses their proprietary investment manager database as the starting universe, which includes over 300 firms that manage fixed income products and over 1,400 fixed income products. They believe their database is very robust and includes nearly every institutionally viable investment manager and their products. The process began with the creation and approval of a candidate profile. The candidate profile is essentially a job description that lists the preferred and required attributes of the "ideal" manager for each assignment and provides written documentation of the District's fiduciary manager selection process. Callan's Global Manager Research group ("GMR") uses the candidate profile to screen their manager database and identify investment firms that meet the District's stated priorities and objectives. These screens take into consideration numerous quantitative factors that include performance, volatility, assets under management, and risk adjusted returns. Screens for performance are conducted using multiple time period and statistical analysis to identify those managers with good, consistent historical performance. Multiple time periods and market cycles are used to identify consistency of returns and avoid performance bias. Page 2 of 5 Qualitative screening further reduces the initial list of candidates that pass the quantitative screens. Several of the qualitative factors considered include manager type, organizational history, depth and experience of investment personnel, investment process and style, client servicing capabilities, and resource allocation. Based upon approximately 1,500 manager visits conducted annually within Callan offices and approximately 150 on-site visits every 12 months in the managers' offices, Callan applied in-depth research to formulate a unique list of investment managers specifically selected for the District. The result of this step was to narrow the universe to 10 — 12 qualified semi-finalists for further review by Callan. The next step in the search was a fiduciary review of the search process and semi- finalist candidates by Callan's Manager Search Committee ("Committee'), an oversight body that is comprised of senior consultants within the firm. The consultants that sit on the Committee are responsible for approximately 100 of their ongoing clients and bring seasoned consulting experience and knowledge of the investment managers to the discussion. The Committee meets weekly via conference call to review every search that is undertaken. The Committee is responsible for ensuring that each search meets the specified criteria outlined by the client and for collectively selecting the most appropriate candidates to be presented to the client. Following the Committee meeting, a formal "Client Book" was created. The Client Book contains detailed information on six candidates. District financial management staff and Callan Associates narrowed this list and interviewed the following four firms: Firm Annual All-in Fees (assuming $490M Portfolio) Chandler Asset Management 04.8 basis points or$235,200 J.P. Morgan Asset Management 11.0 basis points or$539,000 PFM Asset Management 07.0 basis points or$343,000 PIMCO 15.0 basis points or$735,000 (when producing +15.0 basis points above the index); 10.0 basis points or$490,000 when producing less than +15 basis pts above the index. Additionally, the Board requested information regarding proposed fees if the District's portfolio was bifurcated, as shown below. However, the staff recommendation is to select Chandler to manage all of the District's investments. SCENARIO 1: $250 million in Gov/Credit Assets Under Management Annual Asset Management Fee Chandler Assets PIMCO First$100 M 6 basis points 15 basis points Next$150 M 5 basis points 15 basis points Page 3 of 5 SCENARIO 2: $100 million in the Cash Strategy Assets Under Management Annual Asset Management Fee Chandler Assets PIMCO All Assets 8 basis points 15 basis points SCENARIO 3: $350 million Mandate with $250 million in Gov/Credit and $100 million in the Cash Strategy Assets Under Management Annual Asset Management Fee Chandler Assets PIMCO First$100 M 6 basis points 15 basis points Next$150 M 5 basis points 15 basis points Next$100 M 4 basis points 15 basis points SCENARIO 4: $600 million Mandate with $500 million in Gov/Credit and $100 million in the Cash Strategy Assets Under Management Annual Asset Management Fee Chandler Assets PIMCO First$100 M (Chandler); First $400 M (PIMCO) 6 basis points 14.5 basis points Next$150 M (Chandler) 5 basis points Next$250 M (Chandler); Next$300 M (PIMCO) 4 basis points 12.5 basis points Assets in Excess of$500 M (Chandler) 3 basis points Assets in Excess of$700 M (PIMCO) 10.0 basis points Note that PIMCO has offered an overall temporary reduction in their fees until (1) their performance improves and (2)the Fed Funds rate reaches 2.0 percent, as follows: 1. Fees will be reduced to 10 bps flat until performance recovers as defined in PIMCO'S original proposal, and will apply at any asset level. 2. Once performance recovers as described in PIMCO'S original proposal, a second temporary fee reduction is being offered, in recognition of the current low-yield environment, that would remain in place until the Fed Funds rate reaches 2.00%: 1'$200mm @ 12.5 bps Thereafter @ 10 bps This schedule would apply regardless of the choice between the two current strategies — 1-5 yr Gov/Corp or 3m TBill — and all OCSD assets would be aggregated in applying to the scaled schedule in the event assets are split among these two strategies. Page 4 of 5 BUDGET/PURCHASING ORDINANCE COMPLIANCE N/A ATTACHMENTS The following attachment(s) are included in hard copy and may be viewed on-line at the OCSD website (www.ocsd.coml with the complete agenda package: • Orange County Sanitation District Fixed Income Interview Finalists Summary Report from the District's Investment Advisor, Callan Associates • Investment Manager Candidate Profile Page 5 of 5 Return to Agenda Report Callan Associates Inc. Callan 1880 Wynkoop Btraet suite 950 Main 303.861.1900 Denver,CO 80202 Fex 303.832.8230 wrvw.cellan.com Memorandum To: Mike White, Bob Gaggle&Lorenzo Tyner From: Gordis Weightman Date: August 14,2014 Subject: Orange County Sanitation District Fixed Income Interview Finalists Summary On August 12, 2014 four investment managers presented to District Staff for a 1-5 Year Government/Corporate Mandate and short term cash portfolio. The four finalist candidates were the result of an extensive evaluation of viable investment managers and products believed to be suitable to manage assets for the District. After the interview process, two investment managers are being advanced to the Board for consideration. The two managers have different philosophies on how to run money for the District and include the incumbent manager, Pacific Investment Management Company, and Chandler Asset Management. The primary investment objective stated in the District's investment policy statement is capital preservation and both PIMCO and Chandler propose strategies to meet this goal. Pacific Investment Management Company PIMCO is a large investment management firm with nearly $2.0 trillion in assets under management. They have managed assets for the District since September of 1995 and over that period exceeded the return of their respective benchmarks. PIMCO uses a total return approach to investment management with the objective of beating their benchmark with a reasonable amount of volatility. Their greater emphasis on adding alpha can result in periods of relative underpertormance similar to what was seen in 2013. PIMCO's time horizon to preserve capital for the District is longer-term in nature and due to this the possibility of underperforming their stated objectives during a shorter, 12-month period is higher than the other finalist candidates interviewed. PIMCO has an annual secular and cyclical forum where they determine broad outlooks on macro indicators and fixed income markets. This forum is particularly important because it drives the underlying positioning of the District's portfolio. The result is, based on the outcome of the forum and subject to the District's investment guidelines, the sector exposure of the District's portfolio may change meaningfully. PIMCO makes these sector changes based on their total return philosophy and realizes that in any one year period the portfolio may trail the benchmark because they have a longer time horizon. Chandler Asset Management Chandler is a boutique investment management firm that has $7.9 billion in assets under management with a large focus on short duration fixed income strategies. Their investment strategy is focused on four key elements: 1. Portfolio duration—drives the majority of return overtime.Tends to be similar to the benchmark 2. Sector Allocation—determine relative attractiveness of sectors to help position client portfolios Return to Aaenda Report Callan 3. Term structure—determine attractive points on the yield curve 4. Security selection—buying undervalued high quality bonds Chandler has several Committees that oversee their four elements and have experienced portfolio managers who have been working at Chandler within the context of this investment management process. The result is a high quality, diversified portfolio that seeks to outperform the index in negative or low returning fixed income markets. One could argue that Chandler needs down markets in order to outperform the index due to their focus on protecting capital. In a strong fixed income market, Chandler is often challenged to keep up with the benchmark. Chandler Asset Management is 100% employee-owned. The following five employees are owners of the firm: Kay Chandler, President and Founder-68% Martin Cassell, CEO and Chief Investment Officer-25% Jayson Schmitt, Senior Vice President, Portfolio Manager-3% Ted Piorkowski, Senior Vice President, Portfolio Manager-2% Nicole Dragoo, COO and Chief Compliance Officer-2% Kay Chandler, Founder and primary shareholder, continues to be actively involved in firm management and strategic planning. Investment management has been transitioned to Martin Cassell, CEO and Chief Investment Officer, and his team. Mr. Cassell took over the role of CEO in 2008. So far, ownership has been offered to select key employees, a process Chandler stated they fully expect to continue and expand in the future. They are currently exploring means of transitioning Ms. Chandler's ownership to a minority position and increase employee ownership throughout the firm over the next few years. Callan is comfortable with Chandlers ownership structure and importantly their stated goal to remain employee owned and transition ownership to other key employees at the firm. Conclusion The decision to select PIMCO or Chandler is based upon the time horizon to protect capital. PIMCO focuses on longer term results and Chandler wants to protect capital from year-to-year. To protect capital over 12-month periods, Chandler will sacrifice upside potential over the longer term and it is expected that PIMCO would outperform Chandler over longer time periods. Investment management fees are a consideration with Chandler offering a 4.8 bps asset based fee, the lowest of finalist candidates. PIMCO has also offered a reduced fee schedule of 10 bps, which is lower than the 15 bps currently paid to PIMCO. The 10 bps has a finite fife though and will increase closer to the 15 bps range as performance improves. Performance track records of both fines have exceeded the stated benchmark after fees. 2 Return to Mende Report Orange County Sanitation District Callan U.S. 1.5 Year Government/Credit & Short Term Money Market Candidate Profile June 2014 Manager Orientation: The Orange County Sanitation District ("OCSD") is seeking one manager to run two strategies: a "Long Tenn Operating Fund" benchmarked to the Merrill Lynch 1-5 year Government/Corporate index and a "Liquid Operating Money" portfolio investing in cash and cash like securities. Manager Type: Only qualified investment counselors or organizations registered under the Investment Advisors Act of 1940 will be considered. This includes investment counselors and investment counseling subsidiaries of banks, brokerage houses and insurance companies. The prospective manager shall be deemed a fiduciary by OCSD with respect to services rendered. Investment Vehicle: Separate Account Investment Style: Candidate firms should have expertise in managing portfolios in short duration U.S. fixed income. The benchmark will be the Merrill Lynch 1-5 year GovernmenUCorporate Index for the Long Term Operating Fund and the Citigroup 3-month Treasury Bill for the Liquid Operating Money. The proposed portfolio will have risk and return characteristics similar to the benchmark. Each portfolio will be governed by the investment guidelines in OCSD's investment policy statement. In-house Research In-house research capability is preferred although limited outsourcing is Capability: acceptable. Track Record: Candidate firms must have a minimum five-year track record in subject product. Assets Under Firms must have a minimum of $3 billion under management in fixed income Management: assets and at least $1.5 billion in the strategies considered, including separate accounts, commingled funds and mutual funds. Size of Professional Firm must have a minimum of three investment professionals dedicated to the Staff: management of fixed income portfolios. Years Experience in It is essential that candidates exhibit organizational stability and have Managing: compensation and ownership programs that provide reasonable assurance of their ability to retain key investment professionals. Key members of the team should have been managing portfolios in this style for at least five years and have at least three years tenure at the candidate firm. Experience gained at another firm is permissible as long as the track record is directly attributable to the investment team. Geographic Location: No restrictions. Page 1 of 3 Return to Mende Report Orange County Sanitation District Callan U.S. 1-5 Year Government/Credit& Short Term Money Market Candidate Profile June 2014 Involvement with Each case will be judged on its individual merits, but obvious conflicts of other businesses: interest must be avoided. The organization must have a focus on investment management. Full disclosure of any other business is required. Historic Performance Historical performance criteria will be scored based on the following: Criteria: Long-Term Operating Fund • Cumulative 4, 5, and 7 year data relative to the Merrill Lynch 1-5 Government/Corporate index and the Callan Defensive Fixed Income Style Group. • Rolling three-year periods based on quarterly data compared to the Merrill Lynch 1-5 Government/Corporate index and the Callan Defensive Fixed Income Style Group. Liquid Operating Money • Cumulative 4, 5, and 7 year data relative to the Citigroup 3-month Treasury Bill index and the Callan Money Market Funds Database Group. • Rolling three-year periods based on quarterly data compared to the Citigroup 3-month Treasury Bill index and the Callan Money Market Funds Database Group. Performance will be evaluated relative to each criterion for each period. There will be a maximum of 40 data points possible (17 rolling three-year periods and 3 other cumulative periods and two benchmarks for each period). Risk: Returns generated by the portfolio will be evaluated in light of the portfolio risk. Risk will be evaluated relative to the benchmark and peer group through quantitative measures such as Sharpe Ratio, Information Ratio, Standard Deviation, Tracking Error, Correlation, and R-Squared. Page 2 of 3 Return to Mende Report Orange County Sanitation District Callan U.S. 1-5 Year Government/Credit& Short Term Money Market Candidate Profile June 2014 Qualities specifically Positive risk-adjusted returns sought: Low turnover of personnel Well diversified portfolios Attentive, investment-knowledgeable client service personnel Ability to build, implement, and monitor a portfolio within client guidelines Qualities to be Firms with current negative publicity avoided: Significant performance attributable to short periods of excess return Excessive recent growth in assets Concentrated portfolio structures Investment Mgmt Should be competitive. Fees: Client Request: OCSD has asked that PIMCO be considered in this search. PREPARED JUNE 18, 2014 GORDON WEIGHTMAN Page 3 of 3 ADMINISTRATION COMMITTEE Meeting Dare TOBA.Of Dir. 1 0 /0 8114 to22/t4 AGENDA REPORT Number Item N Item 2m 3 Nu be Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Lorenzo Tyner, Director of Finance and Administrative Services SUBJECT: PURCHASE OF COMPUTER EQUIPMENT GENERAL MANAGER'S RECOMMENDATION Approve a Purchase Order with PLC LTD, the lowest responsive and responsible bidder, for the purchase of Modicon computer equipment, Specification No. E-2014-626, for an amount of$636,579. SUMMARY Since 1994, the Orange County Sanitation District (OCSD), as part of an effort to automate and efficiently operate the treatment and collection processes, has standardized the use of Modicon Quantum programmable logic controllers (controllers) as an integral part of the supervisory control and data acquisition systems. These controllers are used throughout the facilities to control and monitor treatment systems, pumps, valves and process equipment within the treatment plants and outlying pump stations. Approximately 180 controller modules are installed throughout the facilities. Schneider Electric, the parent company of the Modicon Quantum line of controllers, has recently announced an end of life date for these controllers, tentatively scheduled for mid-2015. Given the criticality of these controllers and the large quantities of software developed on these controllers for all the CIP projects over the last eighteen years, staff will increase the current warehouse inventory by purchasing additional Modicon Quantum controllers to stock and serve as replacements to ensure reliability of the treatment processes are always running. The controllers will also be used for Project No. P2-92-Sludge Dewatering and Odor Control at Plant 2. Staff has started the process of researching and developing standards and a several year migration path forward to service and replace these controllers with newer models. Two types of components are impacted by the recently announced end of life date by Schneider Electric, the programmable logic controller and associated hot stand by module. Page 1 of 3 This procurement was competitively bid with six bid packages received. PLC provided the lowest responsive and responsible bid, approximately $85K less than the next lowest bid. The responsive bids and the bid amounts are listed below. Purchase of Modican Computer Equipment Bid Date —August 14, 2014 @ 2:00 PM (Pacific) E-2014-626 Bidder Amount of Bid Curley Wholesale Electric, Inc. $736,631.77 Graybar Electric Company Inc. $720,991.80 Royal Wholesale Santa Ana $728,751.60 B&K Electric Wholesale $730,727.95 George T. Hall Co., Inc. $755,390.22 PLC LTD $636,579.00 PRIOR COMMITTEE/BOARD ACTIONS September - 1994: All Districts approved the acquisition and use of standardized Programmable Logic Computers manufactured by Modicon, for use throughout the treatment plant and collection system facilities for computerized automation. ADDITIONAL INFORMATION During the September Board meeting, the Board had questions regarding this procurement and requested additional information regarding the need for the components and any warranty requirements. See below: 1) Rationale for purchasing components and the quantities Currently, there are 180 controllers installed within the treatment plants and pump stations that control critical treatment plant processes and equipment. Some near-term CIP projects will add to this count. These controllers are crucial to keeping the plant processes up and online with as little as down-time as possible. Currently, the District maintains small quantities of spare controllers. However, as a result of the controller product line being discontinued in early 2015, it is necessary to maintain a larger number of spares to mitigate the risk of the product availability in and installations in new projects. Maintaining spare controller modules will, allow staff to mitigate any future risk and allow for the expeditious replacement (less than an hour). Normally, these components have been very robust but do fail due mostly to unanticipated electrical system power blips and transients that damage the modules. Based on past experience staff is anticipating a two percent failure rate on these components. The increased warehoused quantities will accommodate approximately 7-8 years of spare capacity. Staff has started the process of researching and developing new software for the replacement of these components and a several year migration path forward to replace these controllers with newer models. Page 2 of 3 Additionally, a number of these components (50%) will be slated for use by the P2-92 project (Sludge Dewatering and Odor Control at Plant 2) as the design for this project has been completed based on these controllers and contractor bids are scheduled to be received in October 2014. 2) Warranty Requirements As stated in the Notice Inviting Bids, the District requires that the parts be warranted. Bidders may include a warranty by which any defective part could be returned during the warranty period and directly replaced. The successful bidder provided a warranty whereby any defective part could be directly replaced, repaired or returned to the manufacturer. These are not gray market parts, but component directly from the manufacturers supply chain. Staff will test all the components upon receipt to ensure that the devices are functioning properly prior to warehousing the components. If any are found to be defective during the warranty period, they will be returned and replaced by the vendor prior to warehousing. As all bidders provided a mechanism for warranting the parts, all were considered responsive and eligible for consideration. The successful low bidder's warranty has been reviewed by staff and appears to be in accordance to specification requirements. 3) Bidder Protests Although a representative from the unsuccessful bidders spoke at the Board meeting and distributing a letter of concern, there were no protests filed during the prescribed protest period. There was a representation that the successful bidder was not a real company and could not guarantee its components. However, the District has purchased parts from this bidder in the past without issue. Additionally, the District has vetted this procurement and the bidder and found no irregularities or advantages given to any bidder. Staff believes that, as stated in their bid, any part that does not meet OCSD specification or does not pass initial tests will be replaced by the successful bidder. CEQA N/A BUDGET/PURCHASING ORDINANCE COMPLIANCE This request complies with authority levels of the Sanitation District's Purchasing Ordinance. About 48 percent of the budget will be charged to P2-92 (Sludge Dewatering and Odor Control at Plant 2) and the remainder identified as inventory items. ATTACHMENT N/A Page 3 of 3 ITEM NO. 13 MINUTES STEERING COMMITTEE MEETING Orange County Sanitation District The Steering Committee meeting convened on Wednesday, September 24, 2014, at 5:39 p.m. in the Administration Building of the Orange County Sanitation District. A quorum was declared present, as follows: COMMITTEE MEMBERS PRESENT: STAFF PRESENT Tom Beamish, Chair Jim Herberg, General Manager Brad Reese, Administration Bob Ghirelli, Assistant General Committee Chair Manager Scott Nelson, Member-At-Large Nick Arhontes, Director of Facilities John Withers, Member-At-Large Support Services Jeff Reed, Director of Human Resources COMMITTEE MEMBERS ABSENT: Rob Thompson, Director of John Nielsen, Vice-Chair Engineering Brett Murdock, Operations Committee Ed Torres, Director of Operations & Chair Maintenance Keith Curry, Member-At-Large Lorenzo Tyner, Director of Finance & Administrative Services Kelly Lore, Acting Clerk of the Board Norbert Gaia Al Garcia Laurie Klinger Richard Spencer OTHERS PRESENT: Brad Hogin, General Counsel PUBLIC COMMENTS: None. REPORTS: Chair Beamish informed the committee that the Legislative & Public Affairs Special Committee meeting and the Groundwater Replenishment Steering Committee Meeting will both fall on October 13, 2014. Chair Beamish suggested, with concurrence from the committee, that the date of the Legislative & Public Affairs Minutes of the Steering Committee September 24,2014 Page 2 of 3 Special Committee meeting be rescheduled to October 20, 2014 at 8:00 a.m. due to this and other conflicts. General Manager Jim Herberg reported on the following within his status report for September 2014: General Manager's Work Plan for FY 2014-15; community outreach efforts; Plant No. 1 Splitter Box Channel Emergency Repair; NACWA Gold Award; the Excellence in Procurement Award and the Green Acres Project Water Savings. Director of Engineering, Rob Thompson provided an update on the Hydrogen Fuel Cell project, which due to the high cost and lack of funding, may not be continuing. CONSENT CALENDAR: 1. MOVED, SECONDED, AND DULY CARRIED TO: Approve Minutes of the August 27, 2014 Steering Committee Meeting. AYES: Beamish, Nelson, Reese and Withers NOES: None ABSTENTIONS: None ABSENT: Curry, Murdock and Nielsen 2. MOVED, SECONDED, AND DULY CARRIED TO: Approve the General Manager's FY 2014 - 2015 Work Plan. AYES: Beamish, Nelson, Reese and Withers NOES: None ABSTENTIONS: None ABSENT: Curry, Murdock and Nielsen Minutes of the Steering Committee September 24,2014 Page 3 of 3 CLOSED SESSION CONVENED IN CLOSED SESSION PURSUANT TO GOVERNMENT CODE SECTIONS: 54956.9(d)(1) & 54957.6 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. RECONVENED IN REGULAR SESSION: The Committee reconvened in regular session at 6:11 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 6:11 p.m. Submitted by: Kelly A. Lore Acting Clerk of the Board ITEM NO. 14 MINUTES GROUNDWATER REPLENISHMENT SYSTEM STEERING COMMITTEE STEERING COMMITTEE Monday, July 14, 2014 @ 5:00 p.m. ROLL CALL 2014 Committee Members Roger Yoh OCWD Director, Chair ......................................... Present Tom Beamish OCSD Director,Vice Chair.................................. Present Philip Anthony OCWD Director ................................................... Present John Nielsen OCSD Director.................................................... Present Kathryn Barr OCWD Director..................................................... Present Jim Ferryman OCSD Director .................................................... Present Alternates Cathy Green OCWD Director(No. 1)...............(ardved @ 6:30 pm) Present Brett Murdock OCSD Director (No. 1)......................................... Not Present Harry Sidhu OCWD Director(No. 2) ... ............................... Not Present Greg Seboum OCSD Director (No. 2)......................................... Present Jan Flory OCWD Director(No. 3)......................................... Not Present (vacant) OCSD Director (No. 3)........................................ ................. Staff/Consultants Present Mike Markus, General Manager Jim Herberg, General Manager, OCSD Mike Wehner, OCWD Kathleen Millea, OCSD Jason Dadakis, OCWD Cindy Murra, OCSD Bill Dunivin, OCWD Rich ten Bosch, Black&Veatch Judy-Rae Kadsen, OCWD Randy Bryan, Parsons Mehul Patel, OCWD Debbie Burris, DDB Engineering Sandy Scott-Roberts, OCWD Curt Homer, McCarthy Building Companies Damon Yates, McCarthy Building Companies John Earl, Surf City Voice Action Vote Welcome OCSD Director John Nielsen to Committee OCWD Directors OCSD Directors Roger Yoh Tom Beamish Kathryn Barr John Nielsen Philip Anthony Jim Ferryman Alternates Alternates Cathy Green(1) Brett Murdock (1) Harry Sidhu (2) Greg Sebourn (2) Jan Flo 3 John Nielsen 3 1. MINUTES OF PREVIOUS MEETING Approved 5-0 RECOMMENDATION:Approve Minutes of the Yes- Yoh April 14,2014 GWRS Groundwater Replenishment System Motion -Barr Beamish Steering Committee meeting as presented Second- Beamish Anthony Ferryman Barr No-0 Abstain—Nielsen INFORMATIONAL ITEMS 2. GWRS INITIAL EXPANSION CONSTRUCTION UPDATE Informational 3. GWRS OPERATIONS UPDATE Informational 4. GWRS FINAL EXPANSION UPDATE Informational 5. UPDATE ON THE OCSD P1-101 SLUDGE DEWATERING AND ODOR CONTROL PROJECT Informational 6. QUARTERLY OUTREACH REPORT Informational Public information and Education update Green-GWRS is DIRECTORS COMMENTS receiving international attention and cooperation Markus-GWRS tour GENERAL MANAGER COMMENTS will commence after the meeting ADJOURNMENT 6:20 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 (D!f) — 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.