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Home My WebLink About11-20-2013 Board Meeting Agenda Packet Orange County Sanitation District Wednesday, November 20, 2013 Regular Meeting of the 6:30 P.M. Board of Directors Board Room 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7130 AGENDA INVOCATION AND PLEDGE OF ALLEGIANCE: (Theresa Smith, City of Orange) 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. REPORTS: The Chair and the General Manager may present verbal reports on miscellaneous matters of general interest to the Directors. These reports are for information only and require no action by the Directors. CLAIMS: DIRECTORS: Pursuant to Government Code Section 84308, you are required to disclose any campaign contribution greater than $250 received in the past twelve months from any party seeking a contract with OCSD. This requires that you identify the contributor by name. Further, you may not participate in the decision making process to award a contract to such party. For reference, you are directed to the Register of Warrants as to all current contractors/vendom with OCSD. For the specifics of Government Code Section 84308,please see your Director's Handbook or call the office of General Counsel. 1. Ratify payment of claims of the District, by roll call vote, as follows: Claims Paid for the Period Ending: 10/15/13 10/31/13 Totals $17,516,127.77 $10,909,610.64 11/20/13 OCSD Board of Directors Agenda Page 1 of 6 CONSENT CALENDAR: Consent Calendar Items are considered to be routine and will be enacted, by the Board of Directors, after one motion, without discussion. Any items withdrawn from the Consent Calendar for separate discussion will be considered in the regular order of business. 2. A. Approve minutes for the Regular Board Meeting held on October 23, 2013; and B. Approve minutes for the Special Board Meeting held on November 6, 2013. 3. Approve a Quitclaim Sewer Transfer Agreement between Orange County Sanitation District and the City of Huntington Beach transferring ownership of 21.1 linear feet of local sewer and one manhole in Magnolia Street to the City of Huntington Beach at no cost to OCSD, in a form approved by General Counsel. STEERING COMMITTEE: 4. Approve minutes for the Steering Committee Meeting held on October 23, 2013. 5. A. Approve the Five-Year Strategic Plan dated November 2013; and B. Direct staff to implement the goals and levels of service contained in the Plan. OPERATIONS COMMITTEE: 6. Approve Minutes of November 6, 2013, Operations Committee meeting. 7. Authorize the General Manager to negotiate a Professional Consultant Services Agreement with Brown & Caldwell for construction support services for the Newport Force Main Rehabilitation, Project No. 5-60. 8. Authorize the General Manager to negotiate a Professional Consultant Services Agreement with Black & Veatch Corporation (Black & Veatch) for construction support services for CenGen Emissions Control, Project No. J-111. 9. Authorize the General Manager to negotiate a Professional Consultant Services Agreement with HH Fremer Architects, Inc. (HH Framer) for construction support services for the Operations Center Entrance/Building Repairs, Project No. J-122. 10. A. Award a contract to the lowest responsive and responsible bidder, Danny Letner DBA Letner Roofing Company, for Plant 2 Operations Center Roof Replacement Specification No. FR13-006, for a total amount not to exceed $220,000; and B. Approve a contingency of$44,000 (20%). 11/20/13 OCSD Board of Directors Agenda Page 2 of 6 11. A. Approve Amendment No. 2 to the Professional Design Services Agreement with Atkins North America, Inc. for Final Effluent Sampler and Building Upgrades, Project No. J-110, for an additional amount of $163,300, increasing the total amount not to exceed $2,068,891; and B. Approve a contingency increase of $71,865 for a total contingency of $248,267 (12%). 12. A. Approve a Professional Consultant Services Agreement with The Austin Company to provide construction support services for Maintenance Area Building Improvements and Building H Demolition, Contract No. P1-115A, part of Title 24 Access Compliance and Building Rehabilitation Project, Project No. P1-115, for an amount not to exceed $606,622; and, B. Approve a contingency of$60,662 (10%). 13. A. Rescind July 24, 2013 Board Meeting Minute Order#4 awarding a service contract to Specialized Reuse and Recycling for biosolids hauling service bid, Specification No. S-2013-579BD, due to the vendor's failure to comply with insurance requirements; and B. Award a service contract to the second lowest responsive and responsible bidder, Sierra Transport, Inc., for Specification No. S-2013-579BD, to haul the Orange County Sanitation District's biosolids from Reclamation Plant No. 1 and/or Treatment Plant No. 2 to Orange County Waste and Recycling's Prima Deshecha landfill, for the period from December 2, 2013 through December 1, 2014, at the unit price of $12.80 per ton coupled with a fuel surcharge, for an estimated annual contract amount not to exceed $473,000 per year, with four one-year renewal options; and C. Approve hauling to alternative sites at a unit price of $2.75/ton/mile within 50-100 miles and $2.35/ton/mile within 101-200 miles; and D. Approve a (10%) unit price contingency for both primary and alternate unit prices. 14. Ratify the General Manager's Use of Emergency Purchasing Authority Pursuant to Delegation of Authority Resolution 07-04, Section 3.09, approving a contingency increase of $1,237,800 (20%) to the construction contract with Mike Bubalo Construction Co., Inc. for the Dover Drive Trunk Sewer Relief, Contract No. 5-63, for a total contingency of $1,856,700 (30%). 15. A. Approve a budget decrease of $800,000 to Title 24 Access Compliance and Building Rehabilitation Project, Project No. P1-115, for a total budget of$31,982,778. B. Establish a budget for Administrative Facilities Implementation Planning, Project No. SP-194, in the amount of$800,000; and 11/20/13 OCSD Board of Directors Agenda Page 3 of 6 C. Authorize the General Manager to issue a Request for Proposal for architectural and engineering services to prepare an Administrative Facilities Implementation Plan for the replacement of Orange County Sanitation District's existing administration facilities as part of said project; and D. Authorize the General Manager to negotiate a Professional Services Agreement for said project with the most qualified firm to be awarded at a future Board of Director's meeting. ADMINISTRATION COMMITTEE: 16. Approve Minutes of the November 13, 2013 Administration Committee Meeting. 17. Receive and file the Sanitation District's Comprehensive Annual Financial Report for the year ended June 30, 2013, prepared by staff and audited by McGladrey, Certified Public Accountants, along with the following reports prepared by McGladrey: A. Report to the Administration Committee; and B. Report on Internal Controls; and C. Independent Accountants' Report on Agreed-Upon Procedures Applied to Appropriations Limit Worksheets. NON-CONSENT: 18. A. Motion to read Ordinance No. OCSD-44 by title only and waive further reading of said entire Ordinance; and B. Adopt Ordinance No. OCSD44, entitled "An Ordinance of the Board of Directors of Orange County Sanitation District Establishing Requirements and Procedures for the Purchase of Goods, Services, and Public Works Projects'; and C. Direct the Clerk of the Board to publish a summary of the Ordinance as required by law. LEGISLATIVE AND PUBLIC AFFAIRS SPECIAL COMMITTEE: 19. A. Receive and file the minutes of the October 17, 2013 meeting of the Legislative and Public Affairs Special Committee; and B. Receive and file the minutes of the November 12, 2013 meeting of the Legislative and Public Affairs Special Committee. 11/20/13 OCSD Boats of Directors Agenda Page 4 of 6 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) CONFERENCE WITH LEGAL COUNSEL RE EXISTING LITIGATION (1 case) (Government Code Section 54956.9(d)(1)) Santa Ana Watershed Project Authority v. Orange County Sanitation District, Contractual Arbitration — JAMS Reference No. 1210030062 (2) CONFERENCE WITH LABOR NEGOTIATORS (Government Code Section 54957.6) Agency Designated Representatives: James D. Herberg, General Manager, Jeff Reed, Director of Human Resources, and James D. Ruth, Chief Negotiator, Employee Organization: Supervisor and Professional Group Reconvene in regular session. Consideration of action, if any, on matters considered in closed session. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: ADJOURNMENT: Adjourn the Board meeting until the next Regular Board Meeting on December 18, 2013, at 6:30 p.m. 11/20/13 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, Cal'domia, not less than 72 hours prior to the meeting date and time above. All public records relating to each agenda item, including any public records distributed less than 72 hours prior to the meeting to all,or a majority of the Board of Directors,are available for public inspection in the office of the Clerk of the Board. NOTICE TO DIRECTORS: To place items on the agenda for the Committee Meeting, items must be submitted to the Clerk of the Board 14 days before the meeting. Maria E.Ayala Clerk of the Board 1714)593-7130 mavalaO.ocsd.com For any questions on the agenda,Committee members may contact staff at: General Manager Jim Herberg (714)593-7300 iherberg(aocsd.com Assistant General Manager Bob Ghirelli (714)593-7400 ruhirelli[cDocsd.com Director of Engineering Nick Karats (714)593-7310 nkanetis(rpocsd.com Director of Facility Support Services Nick Arhontes (714)593-7210 narhontesColocsd.com Director of Finance and Lorenzo Tyner (714)593-7550 Itvner(rpocsd.com Administrative Services Director of Human Resources Jeff Reed (714)593-7144 ireed(a)ocsd.com Director of Operations&Maintenance Ed Torres 714 593-7080 etomes ocsd.com 11/20/13 OCSD Board of Directors Agenda Page 6 of 6 BOARD OF DIRECTORS Meeting Date To Bd.of Dir. 11/20/13 AGENDA REPORT Item Item Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Lorenzo Tyner, Director of Finance and Administrative Services SUBJECT: PAYMENT OF CLAIMS OF THE ORANGE COUNTY SANITATION DISTRICT GENERAL MANAGER'S RECOMMENDATION Ratify Payment of Claims of the District by Roll Call Vote. CONFLICT OF INTEREST NOTIFICATION Pursuant to Government Code Section 84308, you are required to disclose any campaign contribution greater than $250 received in the past twelve months from any party to a contract involving the Orange County Sanitation District. Further, you may not participate in the decision making process to award a contract to such party. For reference, you are directed to the Register of Warrants as to all current contractors/vendors with the District. In general, you must disclose the basis of the conflict by identifying the name of the firm or individual who was the contributor. For the specifics of Govemment Code Section 84308, please see your Director's Handbook or call the office of General Counsel. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION See attached listing. ATTACHMENTS The following attachment(s) are attached in hard copy and may also be viewed on-line at the OCSD website(www.ocsd.com)with the complete agenda package: 1. Copies ofClaims Paid reportsfrom 10/01/13— 10/15/13 and 10/16/13-10/31/13 Page 1 of 1 Return to Agenda Report Claims Paid From 10/1113 to 10/15/13 Vendor Warrant No. Amount Description Accounts Payable Warrants A P Buck Incorporated 59543 E 718.49 Laboratory Services&Supplies Absolute Standards,Inc. 59695 110.00 Laboratory Services&Supplies ACCU Sludge 59696 1,283.35 Laboratory Services&Supplies AECOM Technical Services,Inc. 59544 20,562.52 Professional Services/Engineering Design Services Aerotek 59545 181.20 Professional ServiceslTemporary Services Aerotek 5%97 527.40 Professional Services/remporary Services Agilenl Technologies,Inc. 59546 1,918.08 Laboratory Services&Supplies Ago Industnei So CalSweeping 59806 980.00 Street Sweeping Services Air Liquids America Specially Gases LLC 59696 215.12 Laboratory Services&Supplies Air Liquids Industrial U,S.,LP 59547 15,300.03 Laboratory Services&Supplies Air Liquids Industrial U.S.,LP 59699 12,759.94 Laboratory Services&Supplies Airgas Safety,Inc. 1319 8,062.74 Safety,Security,Health Equipment,Supplies,and Services Airgas Safety,Inc. 1328 673.04 Safety,Security,Health Equipment,Supplies,and Services Airgas USA,LLC 1320 115.% Laboratory Services&Supplies Airgas USA,LLC 1329 283.39 Laboratory Services&Supplies Alhambra Foundry Co.,Ltd. 59700 8,115.12 Repair&Maintenance Services and/or Supplies All American Sewer Tools 59548 573.49 Repair&Maintenance Services and/or Supplies Allied Packing&Rubber,Inc. 59549 354.45 Repair&Maintenance Services and/or Supplies Allied Packing&,Rubber,Inc. 59701 170.05 Repair&Maintenance Services and/or Supplies Amtech Elevator Services 59703 1,035.00 Miscellaneous Services Applied Industrial Technology 59550 285.51 Repair&Maintenance Services and/or Supplies Applied Industrial Technology 59704 123.92 Repair&Maintenance Services and/or Supplies Aquatic Biosystems,Inc. 59705 439.00 Laboratory Services&Supplies ARB/PERP-Air Resources Board 59551 1,140.00 Governmental Agency Fees&Charges ASCE 59553 590.00 Professional Organizations Meeting/Treining/Memberehip AT&T Mobility II,L.L.C. 59708 399.95 Telecommunications AT&T Mobility II,L.L.C. 59709 7,428.23 Telecommunications AT&T Universal Biller 69706 2,739.04 Telecommunications AT&T 59707 37.36 Telecommunications Awards&Trophies Company 69554 510.64 Awards and Framing Services A.M.&Trophies Company 59710 69.52 Awards and Framing Barrel AWSI 69711 35.00 Professional Services-DOT Program Adminisirotion Ayala Engineering 59555 14,216.00 Repair&Maintenance Bandon,and/or Supplies Ballymore Company Inc. 69712 123.51 Material Handling Tools&Equipment Barrel Corp.International 59713 2,510.00 Professional Organizations Meeting/Training/Membership Battery Specialties 69714 36.72 Batteries,Various Bee Man Pest Control,Inc. 59715 175.00 Pest Control Services Bioexpress Corp 69716 223.86 Repair&Maintenance Services and/or Supplies Bioquip Products 59717 144.30 Laboratory Services&Supplies Black&Veatch Corporal 59529 221,209.96 Professional Services/Engineering Design Services BUX Group 59557 4,500.00 Professional Financial Services Boohvadd 59718 4,108.72 Safety,Security,Health Equipment,Supplies,and Services Brenntag Pacific,Inc. 59530 60,538.20 Chemicals,WaterlWastewaler Treatment Brenntag Pacific,Inc. 59719 14,605.93 Chemicals,Water/Wastewater Treatment Brown&Caldwell 59558 81741 Professional Services/Engineering Design Services Broom&Caldwell 596]] 181,128.47 Professional Services/Engineering Design Services Bureau Veritas North America,Inc. 1321 1,400.00 Industrial Hygiene Services Bureau Veritas North America,Inc. 1330 10,872.43 Industrial Hygiene Services Burke,Williams and Sorensen,L.L.P. 59559 1,032.50 Professional Services-Legal Burlington Safety Laboratory of CA,Inc. 59560 314.23 Safety,Security,Health Equipment,Supplies,and Services C.A.Short Company 59720 44.28 Safety,Security,Health Equipment,Supplies,and Services E HIBITA m0lamm Page 1 of 7 10117n013 Claims Paid From 10/1113 to 10/15/13 Vendor Warrant No. Amount Description CAUOSHA 59721 1,125.00 Professional Organizations Meetingrrmining/Membership Caliber Signs&Imaging,Inc. 59561 1,848.48 Reprographics California Barricade Rentals 69722 5,040.00 Miscellaneous Services California Dept.of Child Support 59562 2,524.58 Judgments Payable California Water Technologies 59678 39,278.02 Chemicals Callan Associates,Inc. 59723 4,358.50 Investment Advisory Services Cal-Therm Inc. 59724 4,680.00 Repair&Maintenance Services and/or Supplies Cameron Compression Systems 59563 21,471.54 Repair&Maintenance Services and/or Supplies Carla D.Dillon 59837 687.22 Meeting/Training Expense Reimbursement Carollo Engineers 59"1 233,016.83 Professional Servicae Engineering Design Services Cavanaugh Machine Works 59725 890.40 Repair&Maintenance Services and/or Supplies Centre for Organization Effectiveness 59564 81300.00 Professional Services Centre for Organisation Effectiveness 59726 3,000.00 Professional Services CEPA Operations,Inc. 59565 1,835.00 Repair&Maintenance Services and/or Supplies Chns A.Stacklin 59844 1,361.93 Meefing/iraining Expense Reimbursement City of Huntington Beach 59759 15,042.76 Water Use City of Newport Beach 59611 338.52 Water Use Clean Energy 59727 253.7 CNG Fueling Station ServiceuSupplies Clean Harbors Environmental Services 1331 2,452.06 Grit&Screenings;Hazard Waste Disposal Columbia Analytical Services 59702 23,176.00 Laboratory Services&Supplies Connell Chevrolet\GEO 59728 1,511.56 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Consolidated Electrical Distributors 59566 157.44 ElecbicallElectronic Equipment,Pans&Repairs Consolidated Electrical Distributors 59729 3,457.22 Electrical/Electronic Equipment,Pans&Repairs Construdive Community Relations 59567 14,716.34 Construction Outreach Consumers Pipe&Supply Co. 1332 137.20 Repair is Maintenance Services and/or Supplies Converse Consultants 59568 365.00 Professional Services/Materials&Geotechnical Testing Cooperative Personnel Services 59731 1,693.35 Human Resources Services Corporate Image Maintenance,Inc. 59679 36,570.00 Janitor&Household Bernice&Supplies Coss,Ronald J. 59636 186.78 Meefing/rraining Expense Reimbursement County of Orange Auditor Controller 59569 270.00 Governmental Agency Fees&Charges County of Orange Auditor Controller 59570 570.00 Governmental Agency Fees&Charges County of Orange Auditor Controller 59571 855.00 Governmental Agency Fees&Charges County of Orange Auditor Controller 59572 1,020.00 Governmental Agency Fees&Gnomes County of Orange Auditor Controller 59730 810.00 Governmental Agency Fees&Charges Court Order 59598 2,179.38 Judgments Payable Court Order 59630 108.00 Judgments Payable Court Order 59661 912.50 Judgments Payable CR&R,Inc. 59573 688.18 Waste Disposal Crane Veyor Corp. 59732 4,760.00 Repair&Maintenance Services and/or Supplies Cud V.Shelp 59843 162.02 Meeting/Training Expense Reimbursement CWEA Membership 59574 584.00 Professional Organizatons Meeting/irelning/Membership David Wheeler Pest Control,Inc. 59733 1,260.00 Pest Control Services Deirdre E.Bingman 59862 430.45 Meetingaralning Expense Reimbursement Delta O,Inc. 59575 419.03 Repair&Maintenance Services and/or Supplies Detection Instruments Corporation 59576 6,630.25 Electrical/Electronic Equipment,Pans&Repairs Drake Controls-West,L.L.C. 59734 4,821.10 Electrical/Electronic Equipment,Pans&Repairs Dudek&Associates,Inc. 59532 46,945.02 Professional Services/Engineering Design Services Dunn-Edwards Corporation 59735 7340 Facilities,Maintenance,Services&Supplies Emerson Process Management,L.L.P. 59736 1,513.48 Repair&Maintenance Services and/or Supplies Employee Benefits Specialists,Inc. 59577 10,757.86 Reimbumed Prepaid Employee Medical&Dependent Care Employee Benefits Specialists,Inc. 59680 828,116.81 Reimbursed Prepald Employee Medical&Dependent Care Employee Benefits Specialists,Inc. 59737 650.70 Reimbursed Prepaid Employee Medical&Dependent Care EXHIBITA nmzlamm Page 2 of 7 tanrnpta Return to Amends Report Claims Paid From 10/1113 to 10/15/13 Vendor Warrant No. Amount Descrip0on Environmental Resource Associates 69738 2,581.52 Laboratory Services&Supplies EppendoH North America,Inc. 59578 488.25 Repair&Maintenance Services stupor Supplies Ewing Irrigation 69579 134.91 Irngation Repair&Maintenance Services and/or Supplies Ewing Irrigation 59739 343.00 litigation Repair&Maintenance Services and/or Supplies Excel Door&Gate Co.,Inc. 59740 1,540.00 Repair&Maintenance Services and/or Supplies Faviola Miranda 59670 759.22 Meefing/Training Expanse Reimbursement Fedex Corporation 59580 64.17 Freight Services Fed.Corporation 59741 8930 Freight Services Fisher Scientific 59581 5,159.72 Laboratory Services&Supplies Fishing Boats Unlimited 59582 3,478.00 Autos,Trucks&Marine Equipment,Parts,Accessories&Services FOPCO Incorporated 59742 4,800.00 Repair&Maintenance Services and/or Supplies Fountain Valley AAA Auto Spa 59743 1,336.30 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Franchise Tax Board 59583 150.00 Judgments Payable G&B Creative Solutions LLC 59745 4,362.50 Printing and Publications Ganahl Lumber Company 59746 638.31 Facilities,Maintenance,Services&Supplies Garman Callahan Company 59584 1,925.59 Chemicals,WatedWastewaler Treatment Gary P.Conklin 59664 115.00 MeetingRraining Expense Reimbursement Geary Pacific Supply 59585 1,678.30 Repair&Maintenance Services and/or Supplies Genesis Technology Solutions Inc. 59586 640.00 Professional Services/CMMS Consultant Genesis Technology Solutions Inc. 59747 16,400.00 Professional Serece5/CMMS Consultant Glen Mills Inc. 59748 1,024.54 Laboratory Services&Supplies Global Environmental Network Inc. 59749 1,475.00 Safety,Security,Health Equipment,Supplies,and Services Golden State Overnight Delivery Service 59750 24.16 Couner Services Golden West Window Service 59751 7,417.70 Facilities,Maintenance,Services&Supplies Goodyear Tire&Rubber Company 59752 3,871.59 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Grainger,Inc. 59587 1,891.48 Repair&Maintenance Services and/or Supplies Grainger,Inc. 59753 11,506.55 Repair&Maintenance Services and/or Supplies Graybar Electric Company 59533 26,976.51 Electrical/Electronic Equipment,Pads&Repairs Graylow Electric Company 59754 693.04 ElecricallElecironic Equipment,Parts&Repairs H.H.Framer Architects,Inc. 59755 1,273.36 Construction Haan And Sawyer,P.C. 695U 37,242.16 Professional Services/Oxygen Plant Demolition HDR Engineering,Inc. 59681 129,059.36 Professional Services/Engine ing Design Services Health Dimensions 69756 525.00 Miscellaneous Services Highmark 59757 821.85 Safety,Security,Health Equipment,Supplies,and Services Hill Brothers 1326 267,288.62 Chemicals,WaterMastaeater Treatment Hilti,Inc. 59588 720.71 Repair&Maintenance Services and/or Supplies Home Depot 69758 331.62 Miscellaneous Parts and Supplies Huan Hoang Nguyen 59672 1,194.10 Meeting/Training Expanse Reimbursement Hyatt Legal Plans 69760 1,748.00 Professional Services-Legal IDEXX Distribution,Inc. 59589 4,149.39 Laboratory Services&Supplies Indiana Child Support Bureau 59590 290.00 Judgments Payable Industrial Distribution Group 59761 52.02 Repair&Maintenance Services and/or Supplies Industrial Electric Machinery LLC 59591 1,026.00 Repair&Maintenance Services and/or Supplies Industrial Safety Shoe Co. 59762 4,190.92 Safety,Security,Health Equipment,Supplies,and Services Integrated Process Technologies,Inc. 59592 1,617.97 Repair&Maintenance Services and/or Supplies Integrated Process Technologies,Inc. 59763 2,906.36 Repair&Maintenance Services and/or Supplies Interstate Batteries of Cal Coast 59593 1,540.65 Repair&Maintenance Services and/or Supplies Intl.Union of Oper.Eng.AFL CIO Local 59594 4,580.23 Dues Deductions IPAC Division Diversified Manufacturing 59595 1,662.88 Electrlcal/Eledmnic Equipment,Parts&Repairs J F Shea Construction,Inc. 59541 677,119.15 Construction J F Shea Construction,Inc. 59690 287,760.18 Construction J R Rare Construction 59691 645,819.93 Construction EXHIBITA nmzlamm Page 3 of 7 1e11712e13 Claims Paid From 10/1113 to 10/15/13 Vendor Warrant No. Amount Description James D.Herberg 59867 360.47 Meedngnrraining Expense Reimbursement James D.Ruth 59846 10,000.00 Professional ServicealConsukant Jamison Engineering Contractors,Inc. 5905 164,756.44 Professional Services/Construction Support Services Jamison Engineering Contractors,Inc. 59764 9,775.00 Professional ServicealConsWction Support Services JAMS/Endispute 59596 19,400.00 Legal Service-United Technologies Jays Catering 59765 700.65 Catering Services Jeanie M.Fields 59838 116.44 Meefingnrraining Expense Reimbursement John Nielson 59673 211.53 Meefingaraining Expense Reimbursement Johnstone Supply 59597 500.14 Repair&Maintenance Services and/or Supplies Kanawha Insurance Company 59599 2,442.91 Voluntary Benefits-SSTD Insurance Kanawha Insurance Company 59766 2,456.21 Voluntary Benefits-SSTD Insurance Keenan&Associates 59767 3,316.66 Professional Services/Workers Compensation Program Kemim Water Solutions 1333 17,539.86 Chemicals,Water/Wastewater Treatment L.Johnson Painting 59600 4,175.00 Facilities,Maintenance.Services&Supplies Lab Support 59768 10,418.06 Professional Servicesnremporary Services Leiner Roofing Co. 59682 77,236.00 Repair&Maintenance-Roof Repair and/or Replacement Lillestrand and Associates 59601 555.22 Professional Services Lionakis 59769 32.00 Professional Services/Architectural and Landscaping Consulting Services Lucci s Gourmet Foods,Inc. 59770 55.07 Catering Services Mail Dispatch,LLC 59771 314.70 Mail Delivery Service Marine Technology Network Association 59773 75.00 Professional Organisations Meefingnrraining/Membership Marovic Family Trust 59602 1,288.86 Sewer User Refund Mary S.Thompson 59845 467.40 Meefingnrraining Expense Reimbursement Matheson TO Gas,Inc. 59603 1,997.59 Laboratory Services&Supplies MCGladrey&Pullen LLP 59683 48,000.00 Professional Services-Financial Auditing MCJunkin Red Man Corporation 59604 1,891.87 Repair&Maintenance Services and/or Supplies McMaster-Can Supply Co. 59605 3,1%.86 Repair&Maintenance Services and/or Supplies McMaster-Can Supply Co. 59774 1,261.85 Repair&Maintenance Services and/or Supplies McNeill International Inc. 59606 2,827.95 Electrical/Electronic Equipment,Parts&Repairs Michele Farmer 59665 150.00 Meefingrrraining Expense Reimbursement Mike Bubalo Construction Co.,Inc. 59542 117,170.80 Construction Molecular Toxiwlog,Inc. 59607 297.64 Laboratory Services&Supplies Moore Medical Inc. 13U 3,982.49 Medical Supplies MSC Industrial Supply Co. 59115 165.55 Repair&Maintenance Services and/or Supplies MTM Recognition Corporation 59776 1,322.44 Service Awards Myers&Sons Hi-Way Safety,Inc. 59177 175.50 Repair&Maintenance Services and/or Supplies NACE International 59778 lw.w Professional Organisations Meeting/Training/Membership Natures Image Inc. 59608 416.30 Landscape Removal Services Neal Supply Co. 59609 39.42 Repair&Maintenance Services and/or Supplies Newark Electronics 59610 2,145.64 Electrical/Electronic Equipment,Parts&Repairs NeMteq,L.L.C. 59612 621.29 Pumps Ninyo&Mwre 59613 7,234.00 Professional Services/Geotech&Material Testing Name Controls Incorporated 59614 111 Repair&Maintenance Services and/or Supplies Northern Tool&Equipment 59556 261 Electrical Pads&Supplies Northwest Blosollds Management Assoc. 59779 2,1)1 Books&Publications NRG Engine Services,L.L.C. 59615 2,813.97 Repair&Maintenance Services anchor Supplies NRG Engine Services,L.L.C. 59780 1,785.29 Repair&Maintenance Services and/or Supplies NTS Mikedon LLC 5%16 493.63 Repair&Maintenance Services anchor Supplies OCB Reprographics 59552 6,413.28 PnntinglReprogiaphics Services OCFA 5%17 692.25 Dues Deductible Office Depot 59818 2,641.18 Office Supplies Office Depot 59781 1,318.93 Office Supplies EXHIBITA nmzrmmm Page 4 of 7 ID11ffip13 Return to Aaenda Report Claims Paid From 10/1113 to 10/15/13 Vendor Warrant No. Amount Description Office Team 59619 912.00 Professional Services/temporary Services Office Team 59782 352.50 Professional Sarvicearrempoiary Services Olin Corporation 59620 9,056.94 Chemicals,WaterlWastember Treatment OMI Induatdes 59783 61960.00 Chemicals,WaterlWastearear Treatment OneSource Distributors,Inc. 59621 4,852.04 Electrical/Electronic Equipment,Parts&Repairs OneSouroe Distributors,Inc. 59784 180.61 Electrical/Electronic Equipment,Pans&Repairs Oracle Corporal 59785 3,466.01 Computer Applications&Services Orange County Auto Parts 59622 29.15 Truck Supplies Orange County Auto Paris 59786 331.79 Truck Supplies Orange County Hose Company 59787 37.80 Miscellaneous Parts and Supplies Orange County Sheriff 59623 1,385.38 Judgments Payable Orange County United Way 59624 40.00 Employee Contributions Orange County Vector Control District 59625 72.69 Pest Control Orange Courier 59626 17.86 Delivery Services Parker Supply Company 1335 272.16 Miscellaneous Parts and Supplies Parkhouse Tire,Inc. 59788 53.44 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Peace Officers Council of CA 59627 2,035.W Dues Deductions,Supervisors&Professionals Pencco,Inc. 59684 26,256.76 Chemicals Performance Pipeline Technologies 59789 18,667.76 Professional Services/CCTV InspeclionfSewerline Cleaning PL Hawn Company,Inc. 59790 428.33 Repair&Maintenance Services and/or Supplies Polydyne,Inc. 1327 42,637.48 Chemicals,WaterlWaslewater Treatment Praxair Distribution,Inc. 59628 15.07 Laboratory Services&Supplies Praxair Distribution,Inc. 59791 898.93 Laboratory Services&Supplies Primrose Ica Co.,Inc. 59792 393.75 Water&Ice Services Professional Services/Com Ocean Monitor 59772 14,050.00 Marne Taxonomic Services,Ltd. Projects Partners 59793 14,375.10 Professional Services/remporery Employment Services Prudential Cleanroom Services 59629 192.70 Uniforms Prudential Cleanroom Services 59794 192.70 Uniforms Prudential Insurance Company of America 59536 48,497.87 Benefits Pryor Seminars/Career Track 59744 198.00 Professional Organizations Meeting(Training/Membership Public Sector Excellence 59795 3,800.00 Professional Organizations Meetingrrroining/Membership Pump Action 59796 2,571.59 Oil Filters O Air-CaI9.Div.Pump Engineering 59797 466.56 Repair&Maintenance Services and Supplies Rabobank,Escrow Accik 272295513 59693 146,265.50 Construction Red Wing Shoes 59685 31,574.12 Safety,Security,Health Equipment,Supplies,and Services Regents of the Univereity of Calif. 59798 14,853.86 MeefinglTraining Registration Reliastar 59799 3,935.75 Voluntary Employee Life&Cancer Insurance Real Corp. 1336 1,10.77 Laboratory Services&Supplies Robert Holtman 59841 633.92 Meefing/rraining Expense Reimbursement Rockwell Engineering&Equipment Co. 59631 10,432.80 Repair&Maintenance Services and/or Supplies Roger B.Herbst 59868 150.00 Meetinglrraining Expense Reimbursement Ronald C.Cortez 59835 781.03 Meebng/rraining Expanse Reimbursement Royale Cleaners 59832 92.30 Miscellaneous Services Royale Cleaners 59800 12.20 Miscellaneous Services RPM Electric Motors 1322 4,999.80 Repair&Maintenance Services and/or Supplies RT Contractor Corp 59633 914.97 Plumbing Services&Supplies San Dlego/Orange Fluid System Technologl 59634 938.00 Repair&Maintenance Services and/or Supplies San DiegolOrange Fluid System Technologi 59801 182.86 Repair&Maintenance Services and/or Supplies SC Fuels 59835 7,557.30 Fuel and Lubricants SCAOMD 59537 28,599.07 Govemmental Agency Fees&Charges Scientific Instrument Services,Inc. 59636 657.82 Laboratory Services&Supplies Scott W.Nelson 59671 573.79 Meeting?raining Expanse Reimbursement EXHIBITA nmzrwmm Page 5 of 7 ID11r2O13 Claims Paid From 10/1113 to 10/15/13 Vendor Warrant No. Amount Description SGS Testcom,Inc. 59802 8.26 Computer Handsome and Services Shamrock Supply Co.,Inc. 59637 28.09 Repair&Maintenance Services and/or Supplies Shamrock Supply Co.,Inc. 59803 747.04 Repair&Maintenance Services and/or Supplies Shostarl 59804 9,455.99 Safety,Security,Hall Equipment,Supplies,and Services Shureluck Sales&Engineering 5%38 516.91 Repair&Maintenance Services and/or Supplies Siemens Technology 59805 1,937.55 Air Condifioner Automation System Sigma-Aldrich,Inc. 5%39 264.85 Laboratory Services&Supplies Skens,Thomas 59640 2,474.32 Sewer User Refund Solana Press Book,Inc. 59641 175.44 Books&Publications South Coast Air Coolly Management Dist 59538 55,505.42 Governmental Agency Fees&Changes South Coast Air Dually Management Dist. 59807 98]]5 Governmental Agency Fees&Changes South Coast Air Dually Management Distr 59847 4,175]6 Governmental Agency Fees&Changes South Coast Shipyard,Inc. 59642 4,973.00 Autos,Trucks&Marine Equipment,Pans,Accessories&Services Southern California Edison 59539 116,062.26 Utilities SPEX Comprep,Inc. 59643 192.74 Laboratory Services&Supplies Somali Trenchless Consultants,Inc. 59644 101044.25 Construction Standard Automation and Control 59645 2,785.00 Computer Applications&Services Standard Automation and Control 59808 2,785.00 Computer Applications&Services Staples 59809 166.21 Office Supplies State Water Resources Control Board 59675 340.00 Governmental Agency Fees&Charges Steve Grande 59839 170.00 Meefinglrraining Expense Reimbursement Stave S.Hsangbo 59669 229.50 Reissue Payroll Disbursement Summit Steel 1337 307.41 Repair&Maintenance Services and/or Supplies Sunset Industrial Parts 59646 196.65 Repair&Maintenance Services and/or Supplies Superior Electric Motor Service 59647 728.22 Electrical/Electronic Equipment,Parts&Repairs Synagrc West,Inc. 59810 1,167.70 Biosolids Management Teresa E.Smith 59674 422.33 Meefinglrraining Expense Reimbursement TestAmerica Ontario 1323 51548.00 Laboratory Services&Supplies TestAmerica Ontario 1338 1,178.00 Laboratory Services&Supplies The Standard Insurance Company 59811 2,456.96 Disability Insurance Theodore Robins Ford 69812 111.05 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Thompson Industrial Supply,Inc. 1324 5,874.66 Repair&Maintenance Services and/or Supplies Tiano Construction 59813 14,362.00 Facili0es,Maintenance,Services&Supplies Time Warner Communications 59648 61.72 Telecommunications Tom B.Meregillano 59842 366.9g Meefing/Training Expense Reimbursement Tony s Lock&Safe Service&Sales 59814 37.80 Repair&Maintenance Services and/or Supplies Townsend Public Affairs 59649 5,000.00 Professional Services-State Legislative Advocacy Townsend Public Affairs 59815 7,500.00 Professional Services-State Legislative Advocacy Trans U.S.Inc 59650 854.59 Repair&Maintenance Services and/or Supplies Trans U.S.Inc 59816 5,401.00 Repair&Maintenance Services and/or Supplies Transcat 1325 758A0 Repair&Maintenance Services and/or Supplies Tropical Plaza Nursery,Inc. 59817 225.00 Landscape Maintenance Services Truck&Auto Supply,Inc. 59818 17.93 Autos,Trucks&Marine Equipment,Paris,Accessories&Services Tule Ranclovagan Faros 59651 3,7 0.17 Biosolids Management Tule Ranch/Magan Farms 59686 320,816.64 Blosolids Management Tyler T.Hoang 59840 493.00 MeeBng?raining Expense Reimbursement Ultra Scientific 59819 214.17 Laboratory Services&Supplies Underground Service All of So.Calif 59652 1,636.50 Professional Services-Dig Alert Notification Service United Parcel Service 59820 325.60 Freight Services United States Department Of The Treasury 59653 399.66 Judgments Payable Driver USA Inc 1340 4,587.00 Chemicals,WatedWastesa[er Treatment UPS Ground Freight,Inc. 59821 137.T Freight Services EXHIBITA In iWmm Page 6 of 1e11712e13 Return to Aaenda Report Claims Paid From 10/1113 to 10/15/13 Vendor Warrant No. Amount Description US Peroxide,L.L.C. 69540 129,756.W Chemicals,WaterMastewater Treatment US Peroxide,L.L.C. 5%87 37,930.38 Chemicals,WatedWastewater Treatment US Postal Service AMS TMS 59654 5,000.00 Postage V&A Consulting Engineers 5%55 9,526.71 Pmfassional Services V&A Consulting Engineers 59688 37,528.47 Professional Services Valve Automafion&Controls 59822 13,302.31 Repair&Maintenance Services antllor Supplies Verizon California 59823 644.07 Telecommunications Verizon Wireless 59656 1,151.03 Telecommunications Vernal Wireless 59824 47.13 Telecommunications Verna L.Goodloe 59666 650.00 Meeting/fraining Expense Reimbursement Verne's Plumbing 59825 666.39 Plumbing Services&Supplies Vertech Industrial Systems,Llc 59826 18,672.32 Professional Services/Construction Consulting Services Village Nurseries 59827 W.78 Repair&Maintenance Services and/or Supplies Voyager Fleet Systems,Inc. 59828 20,452.05 Autos,Trucks&Marine Equipment,Parts,Accessories&Services MR Scientific Products 59657 522.09 Laboratory Services&Supplies MR Scientific Products 59829 3,559.64 Laboratory Services&Supplies Wastewater Technology Trainers 59830 865.00 Professional Organizations Meetingrfmining/Membership Water Environment Federation 59658 415.00 Professional Organization Meeting(Tmining/Membership Water Environment Federation 59831 436.00 Professional Organizations Meetingrrmining/Membership West Coast Life 59659 2,983.00 Employee Life Insurance West Lite Supply Company,Inc. 59832 190.14 ElecVical/Electronic Equipment,Pans&Repairs Western Analytical Laboratories,Inc. 59833 5,985.00 Outside Laboratory Services William D.Cassidy 59663 581.89 Professional Organizations Meetingrfmining/Membership Winer Corporation 59660 1,439.67 Repair&Maintenance Services and/or Supplies Woodruff Spradlin&Smart 59689 155,797.75 Professional Services-Legal Xerox Corporation 1339 10,535.57 Computers,Software/Hardware&Managed Services Yale/Chadds Materials Handling,Inc. 59834 597.79 Electrical/Electinnic Equipment,&Electric Cart Parts&Repairs Total Accounts Payable-Warrants $ 6.178.796.15 Payroll Disbursements Employee Paychecks 51841 - 81880 $ 85,126.46 Biveekly Payroll(10102113)' Employee Paychecks 81817 - 81840 4,056.53 Interim Payroll-AREA(10101113) Employee Paychecks 51886 1,547.31 Interim Payroll-Retirements(10/03113) Employee Paychecks 51887 1,350.32 Interim Payroll-Retirement payout of accrued hours(10/03/13)" Employee Paychecks 51946 2,064.05 Interim Payroll-Termination hours(10/14113) Employee Paychecks 51947 185.42 Interim Payroll-Termination payout of accrued hours(10/14/13) Direct Deposit Statements 343711-M3890 41,637.65 Interim Payroll-AREA(10101113) Dined Deposit Statements 343711-U3710 1,37%U9.45 Bivmekly Payroll(10/0013) Total Payroll Disbursements $ 1,515,496.99 'check numbers 51881-51885 used in prior period "check numbers 51S!3851945 to be used in future period Wire Transfer Payments OCSD Payroll Taxes&Contributions $ 817,276.67 Biweekly Payroll(10/02/13) Union Bank of California 46,063A6 Workers'Compensation Services(10113113) Kiewit Infrastructure West Company 5,084,100.00 Settlement Agreement P1 (10102113) Magnus Pacific Corporation 1,095,350.00 Construction Progress Payment 5S801PP6(10/09/13) W.M.Lyles Company 2,779,044.50 Construction Progress Payment Pl-101IPPB(10/09/13) Total Wire Transfer Payments $ 9,821,834.63 Total Claims Paid 10/01/13-10115113 $ 17,516,127.77 EXHIBITA nrvzlamm Page 7 of 7 1011712013 Claims Paid From 10116113 to 10/31113 Vendor Warrant No. Amount Description Accounts Payable Warrants Andy Dki ilea W200 $ 265.00 Mesbagorraining Expense Reimbursement A&J Sheet Metal,Inc. M15 734A0 Repair&Maintenance Services anchor Supplies Absolute Standards,Inc. Now 1.66800 Labomtory Services&Supplies Amounting Options,Inc. 59865 195,00 Meeting Reglslmbi-Divisional) Accounting Options,Inc. M070 61 Meeting Registration-Division 610 AccuSlandard 60069 12430 Laboratory Become&Supplies A-Check America,Inc. 1345 42000 Human Resources Services Advanced Micro Insaumenls,Inc. 59864 9,952 21 Repair&Maintenance Services and/or Supplies AECOM Technical Services,Inc. 60204 3g833.47 Professional ServiceslEngineering Design Services Aerotek 59865 618,00 Professional Services/Temporary Services Air Liquids Industrial U.S.,LP 59867 12,T48.83 Laboratory Services&Supplies Air Liquids Industrial U.S.,LP wort 9,71187 Laboratory Services&Supplies Air Products&Chemicals,Inc. W216 23,062,17 Chemicals,WaterlWastewater Treatment All Safety,Inc. 1346 3,510 02 Safely,Security,Health Equipment,Supplies,and Sendoes AiMas Safety,Inc. 1361 14,778,25 Safely,Security,Health Equipment,Supplies,and Services All Safety,Inc. 1375 149,91 Safely,Security,Health Equipment,Supplies,and Sendoes Arias USA,LLC 1347 85062 Laboratory Services&Supplies All USA,LLC 1362 1,08658 Laboratory Services&Supplies Arias USA,LLC 1376 1,478 49 laboratory Services&Supplies Alan D.Ralph W390 1,058,11 Meeting?raming Expense Reimbursement Alcoa Global Fasteners W217 10AM 48 Reconciliation User Fee Refund Program Alhambra Factory Co.,Ltd. W218 4,89024 Repair&Maintenance Services anchor Supplies All American Sewer Tools won 37979 Repair&Maintenance Services antllor Supplies All Metals Processing W219 197,97 Reconciliation User Fee Refund Program Anneaing Tents&Events M073 36800 Event Supplies American Express WL Related Svcs Co.,1 59868 1,538 83 Purchasing Card Program for Miscellaneous Travel Expenses American Integrated Services,Inc. 60052 K141A0 Grit&Screenings Disposal American Society for Microbiology 59869 237.00 Professional Organisations Meeting/TralninghMambershlp American Trained,Inc. M074 1,980.00 Training Registration Ansel Elevator Services 60075 1,035.00 Miscellaneous Services Anaheim Memorial Med.Canter 60220 12,099.67 Reconciliation User Fee Refund Program Applied Industrial Technology 59870 70.12 Repair&Maintenance Services anchor Supplies Applied Indushrial Technology M076 61.50 Repair&Maintenance Services and/or Supplies Aquatic Biosysters ,Inc. 60221 307.50 Laboratory Services&Supplies Archie Ivy,Inc. 60223 2,595.00 Repair&Maintenance Services and/or Supplies Argue-Hazco 60078 3,4W.12 Repair&Maintenance Services and/or Supplies AT&T M067 239.59 Telecommunications AT&T Long Distance. 60079 47.50 Telecommunications AT&T Mobility 11,L.L.C. 60080 203.94 Telecommunications AT&T Universal Biller 59872 153.65 Telecommunications AT&T Teleconference Semmes 60081 153.83 Telecommunications ATM AA,Inc. 59873 280.00 Lab Services Auto Chlor System of Washington,Inc. 60224 3703.24 Reconciliation User Fee Refund Program AW Associates Inc. 59874 186.84 Repair&Maintenance Services anchor Supplles Awards&Trophies Company 59875 46.88 Awards and Framing Services Awards&Trophies Company 60082 21.50 Awards and Framing Services B&K Electric W hoo le 59876 1.333.8(1 ElsondallEhimmonic Equipment,Pads&Repairs Battery Bias ties 598T] lull Ba0eries,Vanous Battery Specialties 60225 601 Bananas.Various Battery Systems,Inc. 59878 295.54 Repair&Maintenance Services anchor Supplies Be.Man Pest Central,Inc. 60226 175.00 Past Control Services EXHIBIT flnslemm Pagel of 12 iuv2013 Return to Agenda Report Claims Paid From 10116113 to 10131113 Vendor Warrant No. Jlmopnt Description Balsams Systems of CA 60227 2,W9,79 Repair&Maintenance Services antllor Supplies Bermingham Controls 59879 55899 ElectricallEledronic Equipment,Pads&Parents Bermingham Controls 601 1,466]2 ElxblcallElednums Equipment,Paris&Repairs BHI Management Consulting 59880 4,750.00 Professional ServiclueStrategic Planning BioMeneux Vital Inc. 59881 8,288.71 Laboratory Services&Supplies Bicquip Products 59882 254.59 Laboratory Services&Supplies Black&Veatch Optical wow 54,142.99 Professional ServiceslEngineering Design Services Black&Veatch Corporation M228 1,222.10 Professional SeradealEngineering Design Services Black Oxide Industries,Inc. 60229 719.29 Annual Reconclllatlon Industrial Discharge Program Boeing Company,WA STATUS M231 501.67 Boeing Company,NIA STATUS Brenner-Fiedler&Assoc.,Inc. 59883 254.49 Laboratory Services&Supplies Brannteg Feel Inc. 59848 38,463.31 Chemicals,WaterlWastewater Treatment Bill Pad0c,Inc. 60232 6,238.76 Chemicals,Water/Wastewater Treatment BrindleRhomes M233 1,026.45 Annual Reconciliation Industrial Discharge Program Brown&Caldwell 59849 176,837.47 Professional ServiceslEngineering Design Services Brown&Caldwell M084 3,523.54 Professional ServiceslEngineering Design Services Broker Daltonics Inc 598M 993.00 Laboratory Equipment-Gas Ch arratograph Buchi Corporation 59885 109.09 Repair&Maintenance Services and/or Supplies Bug Central won 285.00 Past Control Services Bureau Mantes North Amerce,Inc. 1377 WOW Industrial Hygiene Services Burlington Safety Laboratory of CA,Inc. 598M 2,218.96 Safety,Security,Health Equipment,Supplies,and Services Burlington Safety Laboratory of CA,Inc. M234 322.00 Safety,Security,Health Equipment,Supplies,and Services C.Eddie Baker 60039 818.89 Meating Training Expense Reimbursement CAIAFCO M302 5.600.00 Governmental Agency Fees&Charges Cal-Aumm Industries 602M 21.55 Reconciliation User Fee Refund Program CalCoest-City of Huntington Beach 59887 1,000.00 Coastal Symposium Professional Organizations Meeting?raininglMemberahip California Bank&Trust#201037519 603N 3,624.04 Construction California Barricade Rentals 59888 9,841.88 Miscellaneous Services California Barricade Rentals wow WOW Miscellaneous Services California Barricade Rentals M236 2,400.00 Miscellaneous Services California Dept.of Child Support 598N 2,524.58 Judgments Payable California Dept.of Child Supped M237 2,196.88 Judgments Payable California Recreation Company 1363 7,101 Boat Sllp Rental-Nerissa Ocean Monitoring Vessel California Relocation Services,Inc. M238 360.00 Miscellaneous Services-Moving/Relocation California Water Technologies 598M 43,317.03 Chemicals California Water Technologies M087 4,782.42 Chemicals Catholic Engineers wow 122,013.47 Professional ServlcearEngineering Design Services CCP Industries. 598W 10,293J7 Janitor&Household Service&Supplies CDN Isotopes wow 1,45500 Laboratory Sonnets&Supplies Carl Environmental,Inc. M089 4,2916) CEMS Maintenance Agreement Centre for Organization Effectiveness 60009 3,801 Professional Services-Cultural Assessment&Organizational Improvement Project Centre for Organization Effectiveness 601 12,100.00 Professional Services-Cultural Assessment&Organizational Improvement Project GERA Operations,Inc. 59891 652.00 Repair&Maintenance Services and/or Supplies Ganglind Laboratories 59892 440.81 Laboratory Services&Supplies Chem Search 59893 795.22 Repair&Maintenance Services and/or Supplies Girdled Inc. M239 839.03 Annual Reconciliation Industrial Grahame Program City of Fountain Valley 60267 840.00 Water Use City of Fullerton M240 12,553J1 Water Use City of Huntington Beach 59944 11.45 Water Use City of Huntington Beech M286 14,167.48 Water Use City of Huntington Beach Fire Department 60241 2,126.08 Reconciliation User Fee Refund Program City of Newport Beach M143 1,562.W Water Use nmztwmm EXHIBIT Page 2of 12 iuv2mg Claims Paid From 10116113 to 10131113 Vendor Warrant No. Amount Description City of Tustin-Maintenance Yard 60242 25120 "of Tustin Maintenance Yard City of Tustin Water Service W243 23,526.97 Reconciliation User Fee Refund Program Clean Hallors Environmental Services 1364 7,815.89 Gnt&Screenings,Hazard Waste Disposal Of...Harbors Environmental Services 1378 16,527.17 Grit&Screenings;Hazard Waste Disposal Coast Rubber Stamp,Mfg. 59894 150.12 Stationery&Office Supplies Coastal Ignition and Contacts,Inc. WNS 3.433.98 Autos,Trucks&Manna Equipment,Parts,Accessories&Services Columbia Analytical Services 60205 53,440.13 laboatory Services&Supplies Columbia Specialty Co W244 58.84 Repair&Maintenance Services anchor Supplies Communications Supply Corp. 598% 122.32 Computer Hardware&Software Compressor and Engine Supply,Inc. 59897 915.07 Repair&Maintenance Services and/or Supplies COMSERCO,Inc. 598% 459.00 Professional Semiceylnfomatlon Technology Carrell Chevrole0GEO W080 1,723.96 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Consolidated Electrical Distributors 60091 870.91 ElectrlcallElectmnic Equipment,Parts&Repairs Canatellation Newenergy Gas Division LLC 59851 31,62671 Normal Gas Constructive Community Relations 60092 15,143.W Construction Outreach Consumers Pipe&Supply Co. 1348 Si Repair&Maintenance Services and/or Supplies Consumers Pipe&Supply Co. 1365 475.32 Repair&Maintenance Services anchor Supplies Consumers Pipe&Supply Co. 1379 676.37 Repair&Maintenance Services and/or Supplies Continuous Coating Cory. 60245 748.56 Reconciliation User Fee Refund Program Controlled Motion Solutions 598" W2.10 Repair&Maintenance Services and/or Supplies Controlled Motion Solutions 60093 490 04 Repair&Maintenance Services anchor Supplies Cook Compression 59900 5.796A6 Repair&Maintenance Services and/or Supplies Comer Bakery Cafe(CBC) 59901 T28W Catering Services Comer Bakery Cafe(CBC) W247 236.22 Catering Services Corporate Image Maintenance,Inc. 59902 30.00 Janitor&Household Serviw&Supplies Carywate Image Maintenance,Inc. W248 125.00 Janitor&Household Serves&Supplies CORRPRO Companies,Inc. 59852 36,W&50 Professional ServicesH erni Services CORRPRO Companies,Inc. W206 37,373,00 Professional ServiceslTemporary Services Counterpart Enterprises,Inc. 60094 2,12095 Repair&Maintenance Services and/or Supplies County of Orange Auditor Controller 59903 101 Governmental Agency Fees&Charges County of Orange Auditor Controller 59904 14OW Governmental Agency Fees&Changes County of Orange Auditor Controller W095 315.00 Govemrrental Agency Fees&Charges County of Orange Auditor Controller W0N WOW Governmental Agency Fees&Charges County of Orange Auditor Controller W202 91172 Governmental Agency Fees&Charges County of Orange Auditor Controller W203 103.72 Governmental Agency Fees&Charges County of Orange Auditor Controller W249 734.W Govemmental Agency Fees&Charges County Wholesale Electric Co. 59905 97.86 Electrical/Electronic Equipment,Parts&Repairs County Wholesale Electric Co. 60250 40.24 ElectricallElectfrnic Equipment,Parts&Repairs Court Order 599W 2,17838 Judgments Payable Court Order 59987 108 W Judgments Payable Court Order W035 912W Judgments Payable Court Order W20 2.17gM Judgments Payable Court Order 603U 108.W Judgments Payable CR&R,Inc. W097 1,376.36 Waste Disposal Crane Veyor Corp. W0N 4,049.83 Repair&Maintenance Services antllor Supplies Criterion Machine Woks W251 3.140.94 Reconciliation User Fee Refund Program CS-AMSCO 59906 9,565.46 Repair&Maintenance Services antllor Supplies CS-AMSCO W252 4.660 V1 Repair&Maintenance Services and/or Supplies Culligan of Orange County 59907 58.55 Raider&Maintenance Services and/or Supplies Cutlet'Wholesale Electric,Inc. WNtl 37,860.03 ElearecallElectronic Equipment,Parts&Repairs Customline Scaenprinting 602W 2,100.65 Annual Reconciliation Industrial Discharge Program CWEA Membership 59908 296.00 Professional Organizations Meeting7raininglMembership EMIBIT nmztpfrm Page 3 of 12 11*20tg Return to Anil Report Claims Paid From 10/16/13 to 10/31/13 Vendor Warrant No. Amount Description CWEA Membership wow 59200 Professional Organizations Meeting/Training/Membership CWEA Membership 601 14500 Professional Organizations Meahng/Fmining/Membership Dan's Machine Tool,Inc. 59909 %500 Autos,Trucks&Marine Equipment,Parts,Accessories&Services David Andrade M038 57520 Meeting?raining Expense Reimbursement David Gutoft 59910 22500 Laboratory Services&Supplies David Wheeler Pest Control,Inc. 59911 1,26900 Pest Control Services David Will Ford Of Orange 0207 66,600.80 Vehicle Purchase Door,LLC M208 40,180.54 Annual Reconciliation Industrial Discharge Program Desert Pumps&Parts,Inc. 0100 9,029,76 Repair&Maintenance Services and/or Supplies Dosed Pumps&Parts,Inc. 60255 94.87 Repair&Maintenance Services and/or Supplies Designer Stitch Embroidery 59912 11995 Public Outreach Supplies Detection Instruments Corporation 60101 1,31540 Electrical/Electronic Equipment,Pads&Repairs Diamond Oil Service 59913 3,T2]03 Autos,Trucks&Marne Equipment,Parts,Accessories&Services Discount Cellular M102 60.37 Cellphone Parts Dr.Smoothie Enterprises 02M 5,239,17 Reconciliation User Fee Refund Program DS Waters M257 6.87133 Reconciliation User Fee Refund Program Dudek&Associates,Inc. 02M 6,19135 Professional ServiceclEngineering Design Services Dunn-Edwards Corporation M259 87.98 Facilities.Maintenance,Services B Supplies DVals Sales Co. 0103 2,39676 Repair&Maintenance Services and/or Supplies Edward M.To. 6011 11500 MeetingJTraining Expense Reimbursement Embark Consultng,LLC 59914 6,176,72 Professional Servlces/SCADA Software Maintenance Support Employee Benefits Specialists,Inc. 59915 12,374.46 Reimbursed Prepaid Employee Medical&Dependent Care Employee Benefits Specialists,Inc. 60260 10,757.86 Reimbursed Prepaid Employee Medical&Dependent Care Enchanter,Inc. M261 2,400.00 Vessel Services-Monitoring Vessel Nerissa ENS Resources,Inc. 59916 5,500.W Professional Services-Federal Advocacy Entecb Instruments,Inc. M262 W.79 Laboratory Services&Supplies Environmental Engineering&Contracting 59917 $000.00 Professional ServiceslSpecialty Course Audits Environmental Engineering&Contracting M104 10,000.00 Professional ServiceslSpecialty Course Audits Environmental Express,Inc. 0105 216.05 Laboratory Services&Supplies Environmental Water Solutions,Inc. M106 184A0 Repair Maintenance Services and/or Supplies Environmental Water Solutions,Inc. 60263 56.42 Repair&Maintenance Services and/or Supplies Erik D.Stratmoen 6011 431 JO MeetinglTogning Expense Reimbursement Ewing Irrigation 59918 434,50 Idigation Repair&Maintenance Services and/or Supplies Ewing Inigetion M108 1,260 92 Irrigation Repair&Maintenance Services antllor Supplies Excel Door&Gate Co.,Inc. 59919 12,236.57 Repair&Maintenance Services and/or Supplies Excel Door&Gate Co.,Inc. M109 2,409 tS Repair&Maintenance Services and/or Supplies Excel Door&Gate Co.,Inc. 60264 ill Repair&Maintenance Services and/or Supplies EXCELLO CIRCUITS MANUFACTURING CORP 60265 525905 Annual Reconciliation Industrial Discharge Program Express Lens Lab 13N 4,9D4 05 Safety,Security,Health Equipment,Supplies,and Services Facility Process Solutions Consulting 59920 4,71220 Professional ServiceslBiotrickling Filter Inspection Services Fraternal Company 59921 12.70 Janitor&Household Service&Supplies Fervid.Miranda M201 11452 Meeting raining Expense Reimbursement Fall Corporation 60110 72.44 Freight Services Ferry,Cynthia L. M383 10987 MeetinglTraining Expense Reimbursement First American Corelogic 60246 104.50 Sofiwam Maintenance Agreement Fisher Scientific 59922 16,244.45 Laboratory Services&Supplies Fisher Scientific will 5,855.12 Laboratory Services&Supplies Fisher Scientific 60266 288.98 Laboratory Services B Supplies Fla Systems,Inc. 59923 38,118 Repair&Maintenance Services and/or Supplies Flomax Products,Inc. 59924 4,459.34 Electrical/Electronic Equipment,Parts&Repairs Forest Wood Fiber Products 59925 2,41920 Miscellaneous Supplies Fountain Valley Paints,Inc. 59926 19]42 Facilities,Maintenance,Services&Supplies EXHIBIT nmzlw— Page 4 of 12 iusl2mg Claims Paid From 10116113 to 10131113 Vendor Warrant No. Amount Description Franchise Tax Board 59927 101 Judgments Payable Franchise Tax Board W268 10000 Judgments Payable Franklin Covey 59928 6450 Office Supplies Fresno First Bank-Accl 1000133W All 2,991.10 Construction,Retention Fresno First Bank-Acct 100013316 W036 20,56545 Construction,Patent Frye Electronics 59929 T7775 Computers SoBwarelHardware Frys Electronics W269 1078 Computers,SoBwarelHardware Fullerton Plating W289 61.01 Reconciliation User Fee Refund Program Gamed Callahan Company 599M 159.43 Chemicals,Walen Wastewaler Treatment Gemini Industries M270 10,492.94 Reconciliation User Fee Refund Program GHD 60112 662.50 Professional ServiceslEngioeering Design Services Gietlich-Mitchell,Inc. 59931 376.83 Repair Maintenance Services and/or Supplies Gietlich-Mitchell,Inc. 60271 3,220.21 Repair&Maintenance Services and/or Supplies Glens Alignment&Brake Service 60113 110.00 Autos,Trucks&Marine Equipment,Parts Accessories B Services Glens Alignment&Brake Service 60272 110.W Autos,Trucks&Marine Equipment,Parts,Accessories&Services Global Environmental Network Inc. 59932 1,60000 Safety,Security,Health Equipment,Supplies,and Services GNB Industrial Power 60114 86094 Repair&Maintenance Services and/or Sufolies Golden State Overnight Delivery Service 59933 27266 Courier Services Golden State Overnight Delivery Service 60115 32.58 Courier Services Golden State Overnight Delivery Service M273 12006 Courier Services Golden West Machine.Inc. 60274 5,9501ID Repair&Maintenance Services anchor Supplies Golden West Wintlow Serncs 59934 10,142.00 Facilities,Maintenance,Services&Supplies Golden West Window Service 60116 3,84000 Facilities,Maintenance,Services&Supplies Golden West Wintlow Serncs M275 2,91000 Facilities,Maintenance,Services&Supplies Godson Electronics 60276 365 66 Reconciliation User Fee Refund Program Goodmin Cpmpar, 60209 48720.05 Reconciliation User Fee Refund Program Government Finance Officers Assodation 601 88&00 Professional Organizations Meeflnon-mainglMembership Gpvemmenl Finance Offices Assodation 60391 1,184D0 Professional Organizations Meeting?raininglMembership Grainger,Inc. 599M 5,286.14 Repair&Maintenance Services and/or Supplies Grainger,Inc. M117 1,45981 Repair Maintenance Services and/or Supplies Grainger,Inc. 60278 3,203 20 Repair&Maintenance Services and/or Supplies Graybar Electric Company 591 29,552.01 Ela hcoallElecVonic Equipment,Parts&Repairs Graybar Electric Company 60118 5,114 25 ElecMcallElechronlc Equipment,Parts&Repairs Graybar Electric Company M279 4,510 49 ElecMcallElectrome Equipment,Parts&Repairs GRM Information Management Services 599W 371,10 Miscellaneous Services&Supplies Guarantee Records Management 60280 1.301 Professional Services-Document Storage B Shredding Hacker Equipment Company 60281 530.13 Autos,Trucks&Marine Equipment,Part,Accessories&Services Hach Company 59937 2,03851 Laboratory Services A Supplies Hardy Diagnostics 599W 95572 Laboratory Services&Supplies Harrington Industrial Plastics,Inc. 59939 18829 Fill&Maintenance Services and/or Supplies Harrington Industrial Plastics,Inc. 60119 268.13 Repair&Maintenance Services and/or Supplies Hasco Oil Ce,Inc. 59940 716 84 Fuel and Lubricants Hasco Oil Co.,Inc. 60120 71584 Fuel and Lubricants Hi Standard Automotive,L.L.C. 59941 4,16587 Autos,Trucks&Manna Equipment,Parts,Accessories&Services Hi Tech Solder 60282 601.93 Reconciliation User Fee Refund Program Highmark 60283 T72.98 Safety,Security,Health Equipment,Supplies,and Services Hill Brothers 1341 139,481.83 Chemicals,WatedWastewater Treatment Hill Brothers 1359 112,089.14 Chemicals,WaterMastewffier Treatment Hill Brothers 1374 86,245.12 Chemicals,WaterlWastewaler Treatment Hill,Inc. 60121 1,01571 Repair&Maintenance Services antllor Supplies Home Depot 59942 653.12 Miscellaneous Pads and Supplies Home Depot 60122 122.64 Miscellaneoue Parts and Supplies EXIAIBIT emzlolmm Page 5 of 12 1*2o1g Return to Asti Report Claims Paid From 10116113 to 10131113 Vendor Warrant No. Amount Description Home Depot 60284 257,87 Miscellaneous Parts and Supplies Hopkins Technical Products,Inc. 60123 954.04 Repair&Maintenance Services and/or Supplies Hub Auto Supply 59943 1,230.54 Autos,Trucks&Marine Equipment,Parts,Accessories&Sense" Hub Auto Supply 60124 947.76 Autos,Trucks&Marine Equipment,Pam,Accessories&Services Hub Auto Supply 602M 467.45 Autos,Trucks&Marine Equipment,Parts,Accessories&Sense" Huntington Beach,City ef-permit fees 60050 68.O0 Permit Fee Hyatt Legal Plans 60287 1,748,W Professional Services-Legal I.A.M.Environmental 60288 4.895 W Repair&Maintenance Services antllor Supplies IDS Group 59945 2,420.00 Professional ServlcestEnglneering Design Services IEEE Institute of Electrical&Electron 60125 208.00 Professional Oganizations MeianglFmininglMembership Industrial Distribution Group 59946 17.03 Repair&Maintenance Services and/or Supplies Industrial Distibuted Group 60126 1,017.71 Repair Maintenance Services and/or Supplies Industrial Fabrics Corp. 602N 09.74 Repair&Maintenance Services and/or Supplies Industrial Threaded Products,Inc. 1366 58055 Repair B Maintenance Services and/or Supplies Ingrid G.HHlebrand 60044 102,73 MeetinglTraming Expense Reimbursement Inorganic Venture,Inc. M127 42099 laboratory Services&Supplies Institute a Cerd0ed Records 60291 50.00 Professional Organizations MeetingRrominglMembershlp Inter Products,Inc. 60292 9.0g 82 Reconciliation User Fee Refund Program Interstate Batteries of Cal Coast 60293 2,933.81 Repair&Maintenance Services and/or Supplies Intl.Union of Oper.Eng.AFL CIO Local 59947 4,62089 Dues Deductions Inlatek Computer,Inc. 60294 66B.92 Nelworkl5erverlPdoter Maintenance Smile" Invensys Systems,Inc. 1381 4,09933 ElachicallElestronic Equipment,Pads&Repairs Ironmam Pads&Services 59948 215,19 Repair&Maintenance Services and/or Supplies Items Ranch Water District 60128 9.85 Water Use Irvine Ranh Water District 60295 55.43 Water Use ISA 59949 72500 Professional Organizatims Mewing?raininglMembership ism 60129 11500 Registration IT Vmon,Inc. 59950 9,42000 Professional ServiceaReports Design Ocean Monitoring Program J R Filanc Construction 60057 192,487.60 Construction Jaime M.Mews 60388 131.76 Meeting raining Expense Reimbursement James Cabral 60042 575.20 MesongRroming Expense Reimbursement James D.Nisvronger 60389 554.01 Meeting?raining Expense Reimbursement Jamison Engineering Contractors,Inc. 59951 2,410.11 Professional ServiceslConstruction Support Services Jamison Engineering Contractors,Inc. 60130 2,140.00 Professional ServiceaConstiuction Support Services Janine M.Aguilar 60037 517.64 Meming"Unning Expense Reimbursement Jays Catering 59952 726.00 Catering Services Jays Caging 60131 668.25 Catering Services Jays Catering 60296 151.60 Catering Services John B.Falkenstein 60043 115.00 Meedray Fraining Expense Reimbursement John Kavoklis 60386 238.09 Mectingfrarring Expense Reimbursement Johnstone Supply 60297 453.18 Repair&Maintenance Services and/or Supplies JP Morgan Chase Bank,NA NOW 61,297.56 Purchasing Card Program for Miscellaneous Parts and Supplies Kemira Water Solutions 1342 93,210.81 Chemicals,WatedWactewater Treatment Kemira Water Solutions 1367 23,309.84 Chemical,WaterMastewater Treatment Kemira Water Solutions 1382 23,703.66 Chemicals,WalerlWastewater Treatment KmII Cyber Security,Inc. 60132 325.28 Human Resource Services Kyocera Tycom Generation 602W 837.96 Annual Reconciliation Industrial Discharge Program L.Johnson Painting 60300 1,450.00 Facilities,Maintenance,Services&Supplies Labelle-Marvin,INC. 60301 2,660.00 Repair&Maintenance Services andlor Supplies Lee&Ro,Inc. 59951. 1,123.37 Professional SemnceslEngineering Design Services Lexis-Nexis 5990 84.00 Books&Publications On-Llne LsxiaNsxis 60133 6.356.00 Books&Publications On-Line E nmarwmm Page 6 of 12 i1uv20tg Claims Paid From 10116113 to 10/31113 Vendor Warrant No. Attempt Description Liberty Mutual Claims 59855 39,547.92 Insurance Liberty Mutual Claims W059 10,967.63 Insurance Lillestrand and Associates 599M 5,473.28 Professional Services Line,Industries,Inc. W303 2,10290 Annual Reconciliation Industrial Discharge Program Lionakis W134 583.60 Professional Servlces/Archaectural and Landscaping Consulting Services Mal Tool,Inc. W135 259.20 ElecMcal Papa&Supplies Malcolm Pirnie Inc. W053 33,945.02 Construction Malcolm Pirnie,Inc. 59957 17,468.19 Professional SemceslEngineering Design Services Malcolm Pirnie,Inc. W304 2,628,10 Professional ServlcesrEnglneering Design Services Mail Boiler,Inc. W305 15,081.00 Repair&Maintenance Services and Supplies Marvac Electronics 599M 17.41 ElecMcal/Eletlmnic Equipment,Parts&Repairs Matheson Tin Gas,Inc. 59959 1,036.26 Laboratory Services&Supplies McMaster-Cap Supply Co. 59960 32823 Repair&Maintenance Services and/or Supplies McMaster-Cap Supply Ce. M136 14.63 Repair&Maintenance Services and/or Supplies McMaster-Cap Supply Co. 60306 88gn Repair&Maintenance Services and/or Supplies MCR Technologies,Inc. M137 Bil Repair&Maintenance Services and/or Supplies Mettler-Toledo 60307 1,37095 Computer Applications&Services Michael Bolster 60041 57520 Meeting?raining Expense Reimbursement Midway Mfg.&Machining Co. 601W 79920 Repair&Maintenance Services and/or Supplies Mike Bubble Construction Co.,Inc. M213 252,455.34 Construction Mine Safety Appliance 1368 4,80]46 ElectricallElectmnic Equipment,Parts&Repairs Moore Medical Inc. 1383 Wan Medical Supplies MWH America;Inc. 60210 39,678,64 Professional ServlcestEngineering Design Services NACE International 59961 13000 Professional Organizations Merangffraining/Membership NACE Interna8onal dolts 191 Professional Organisations Meetng/ralning/Membership National Assoc.of Clean Water Agencies M061 46,850.00 Professional Organization&Mee0ngffraining Registration National Fire Protection Association 59962 165,W Professional Organizations Meeflng/ralning/Membership National Fite Proteclion Association M140 241.66 Professional Organizations Meetingffraining/Membership Neal Supply Co. 59963 251.69 Repair&Maintenance Services and/or Supplies Neopost USA Inc. M141 63.54 Equipment LeaselPostage Meter NetworkFlert,Inc. 60142 3,28929 Software Maintenance Agreement Newark Electronics 599" 32.55 Elecldral/Eleclfonic Equipment,Paris&Repairs Ninyo&Moore 60308 7,101 Professional Servlces/Geotech&Material Testing Noreal Controls Incorporated M309 791 Repair&Maintenance Services and/or Supplies Northern Tool&Equipment 602M 304 89 Electrical Parts&Supplies NRG Engine Services,L.L.C. M062 32,424,74 Repair&Maintenance Services and/or Supplies NRG Engine Services,L.L.C. 60310 25064 Repair&Maintenance Services and/or Supplies COB Reprographics 59871 160.27 Printing/Reprographics Services OCB Reprographics won 2,501 Printing/Reprographics Services COB Reprographics M222 6.449.56 Printing/Reprographics Services OCEA 59965 69225 Dues Deductible OCEA M311 69225 Dues Deductible Office Depot 59966 3,54950 Office Supplies Office Depot M144 625u66 Office Supplies Office Depot 60312 1,138,99 ORme Supplies Office Team 59967 302.55 Professional Servicesffemporary Services Olin Corporation 59968 24,845.29 Chemicals,WaterMastewater Treatment Olin Corporation M145 15,825J7 Chemicals,Water/wastewater Treatment Olin Corporation 60313 2,tt45.15 Chemicals,WaterMastewater Treatment Olympic Coating M314 122.98 Reconciliation User Fee Refund Program Omega Industrial Supply,Inc. 59969 2,397.56 Janitor&Household Service&Supplies OneSource Distributors,Inc. 59970 3.126.00 ElecMcal/Electronic Equipment,Pads&Repairs EMIBIT n,eelei Page]of 12 111WAlg Return to Appends Report Claims Paid From 10/16/13 to 10/31113 Vendor Warrant No. Amount Description OneSource Distributors,Inc. 60146 1,]31 96 ElecMcal/Electronic Equipment,Parts&Repairs OneSource Distributors,Inc. M315 4,85849 Elsonr al/Electronic Equipment,Pads&Repairs Operation Technology,Inc. 0107 4,191 Software Maint. Crude America Inc. 59971 22,581.72 Software Maintenance Agreement Orange County Auto Parts 60147 701 Truck Supplies Orange County Auto Paris M316 12895 Truck Supplies Orange County Sheriff 60049 1,38537 Judgments Payable Orange County Sheriff M051 1,385.38 Judgments Payable Orange County Sheriff 60317 1,312.87 Judgments Payable Orange County United Way 59972 40.00 Employee Contributions Orange County United Way 60318 40.00 Employee Contributions Orange County Water District 598% 50,932.20 GAP Water OSTS Inc. 59973 3,050.00 Professional Organisations Meeting/Falning/Membership ONvo USA,LLC 59857 47,350.00 Repair&Maintenance Services and/or Supplies Pace,Inc. 60148 2,467,48 Professional Services Pacific Mechanical Supply 1349 3.32850 Repair&Maintenance Services and/or Supplies Pacific Mechanical Supply 1369 3,136 Repair&Maintenance Services prober Supplies Pacific Paris and Controls,Inc. 59974 W8 24 Repair&Maintenance Services antllor Supplies Parker Supply Company 13M 1,49873 Miscellaneous Pads and Supplies PedcM1ousa Tire,Inc. 59975 658.33 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Penthouse Tire,Inc. 60149 270.58 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Proconsular W319 451.70 Repair&Maintenance Services and/or Supplies Patriot Video Productions W320 560.37 Miscellaneous Services PBS&J Ali 54,478.50 Professional SemcepEngineering Design Services PCS Express,Inc. 59976 157.W Courier Services PCS Express,Inc. M321 171.33 Courier Services Peace Officers Council of CA 591 2,04TW Dues Deductions,Supervisors&Professionals Peace Officers Council of CA M322 2,03550 Dues Deductions,Supervisors&Professionals Peerless Wiping Materials Co. 60150 992.52 Janitor&Household Service&Supplies Renew,Inc. 59978 e,]82.8] Ch icels Person,Inc. 60151 1,079.02 Chemicals Renew,Inc. M211 MA53.90 Ch icels Performance Pipeline Technologies 598M 45,340.49 Professional SerycestOQV lnspmtlon(Sewerline Cleaning Performance Pipeline Technologies M323 3.77I8.96 Professional SBvirepMCCTV Inspection/Sewerline Cleaning Peter H.Brown 60381 729.04 Meatin9/Training Expense Reimbursement PL Hawn Company,Inc. 59979 2,71855 Repair&Maintenance Services and/or Supplies PL Hawn Company,Inc. 60152 2,114 84 Repair&Maintenance Services prober Supplies PL Hawn Company,Inc. M324 721 23 Repair&Maintenance Services and/or Supplies PMI Industries,Inc. 599N M7,78 Electrical Pads&Supplies Petrel Inc. 1343 3],248.]8 Chemicals,Water/Wastewater Treatment Polyphone,Inc. 1360 55,196.88 Chemicals.Water/Wastewater Treatment Petrel Inc. 1384 23,161,07 Chemicals,Water/Wastewater Treatment Port Supply 60153 ]6].20 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Pont Supply M325 123.68 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Powdercoat Services 60326 1,511,66 Reconciliation User Fee Refund Program Powdemoet Services Ks M327 98 ILM Reconciliation User Fee Refund Program Power Bros.Machine,Inc. 60328 T!A9,96 Repair&Maintenance Services prober Supplies Prexair Distribution,Inc. 59981 491 Laboatory Services&Supplies Prexair Distribution,Inc. 60154 31.31 Iaboatory Services&Supplies Prexair Distribution,Inc. M329 23472 Laboatory Services&Supplies Premn Products 59982 93420 Repair&Maintenance Services and/or Supplies Primrose ice Co.,Inc. 60155 262.50 Water&Ice Services nmztwmm EXHIBIT Page 8 of 12 iuv20tg Claims Paid From 10116113 to 10131113 Vendor Warrant No. Amount Description Primrose Ice Co.,Inc. 603M 131,25 Water&Ice Services Professional ServicealCgra Ocean Monitor NOW 55,300.00 Marine Taxonomic Services,Ltd. Propipe Professional Pipe Services 13M 9,07883 Professional ServiceslCCTV Sewetline Inspections couples Professional Pipe Services 13W 14,163,32 Professional ServiceslCCTV Seel Inspections Phuda ial Clause.Services 59983 192,70 Uniforms consul CManouan Services 60156 19290 Uniforms Prudential Cleascom Services 60331 192,70 Uniforms Prudential Insurance Company of America M212 4&572.59 Benefits Prudential Overall Supply 1351 4,463.46 Uniforms Prudential Overall Supply 1385 4,455.01 Uniforms Psomas 599" 4,622.78 Professional Services-Geographic Information System Pump Action M157 12,846.50 Oil Filters Pump Action 60332 1,566.25 Oil Filters Q Air-Calif Div.Pump Engineering 60158 2.701 Fill&Maintenance Services and Supplies Quality Environmental Containers 59985 182.W Laboratory Services&Supplies Quickslert Intelligence W333 4,192.50 Professional Organizations Merang?raininglMembership Quinn Power Systems 59986 277.03 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Rainbow Disposal Co. 59988 3.718.00 Waste Disposal RBF Consulting W335 6,272.50 Professional ServiceslEngineers,Design Services Raced Engineering&Construction Inc. 59989 4,260.00 Profess0onal Seduces/Scrubber Chemical Feed System Red Wing Shoes 599N 159.84 Safety,Security,Health Equipment,Supplies,and Services Red Wing Shoes W336 639.60 Safety,Security,Health Equipment,Supplies,and Services Regents of Univ.of California 59991 24,833.00 Professional Services Richard A.Castillon W382 591 Mee0ngRraining Expense Reimbursement RMC Water and Environment 59992 20,961,92 Professional Services RMC Water and Environment M159 1,10i Professional Services RMS Engineering&Design,Inc. 59993 1,350 00 Engineering Services Rockwell Engineering&Equipment Ca. W160 340.12 Repair&Maintenance Services and/or Supplies Rockwell Engineering&Equipment Co. W337 19,396.80 Repair&Maintenance Services and/or Supplies Ratak Controls,Inc. W161 529A3 ElecMcallElectr nic Equipment,Pads&Repairs Royale Cleaners W162 6.10 Miscellaneous Services Royale Channels W338 6.10 Miscellaneous Services RPM Electric Motors 59994 5,309.41 Repair&Maintenance Services and/or Supplies FIT Contractor Cap W339 1,045.50 Plumbing Services&Supplies Russell Sigler,Inc.di Sigler W hdesal 60340 6,345.00 Elecblcallidedmnic Equipment,Parts&Repairs S&C Oil Company,Inc. 60341 1,495.01 Annual Reconciliation Industrial Discharge Program Safelite Fulfillment Inc W163 241.41 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Safety Max 59985 184]0 Safety,Security,Health Equipment,Supplies,and Services Sancon Engineering,Inc. 599% 14,831.00 Repair&Maintenance Services and/or Supplies Saturn Engineering,Inc. 60164 15,565.00 Repair&Maintenance Services and/or Supplies Santana Services 60342 81]1 Reconciliation User Fee Refund Program SC Fuels 60165 2,240A3 Fuel and Lubricants SC Fuels 60343 6,178 60 Fuel and Lubricants SCAMIT 60166 60.00 Professional Seoul Stowing Bioset 1344 t8,743.28 Repair&Maintenance Services and/or Supplies Schwing Blgsat 1386 7,751.68 Repair&Maintenance Services and/or Supplies Scientific Services Plus,U-C 60168 350.00 Laboratory Services&Supplies Serrano Water Dinner 60045 111.12 Serrano Water District SETAC 59997 280.00 Professional Organizations MeetinglTudininglMeralmodip Shamrock Supply Co,Inc. 59988 7,033.24 Repair&Maintenance Services and/or Supplies Shamrock Supply Go.,Inc. 60169 5,1 Repair&Maintenance Services and/or Supplies Shamrock Supply Co,Inc. 60346 1,135.09 Repair&Maintenance Services and/or Supplies EXHIBIT mvzrwmm Page 9 of 12 iuv2mg Return to Acienda Report Claims Paid From 10116113 to 10/31113 Vendor Warrant No. Amount Description Shepard Bros.,Inc. 6034T 6,98443 Chemicals,WaterlWastewater Treatment SHI International Carp 601 91 Computer Applications&Services Shoeteria 599% 1,158 41 Safety,Security,Health Equipment,Supplies,and Services Shureluck Sales&Engineering 60000 170.64 Repair&Maintenance Services,and/or Supplies Shureluck Sales&Engineering 601T0 818.98 Repair&Maintenance Services antllor Supplies Shureluck Sales&Engineering 601 1.381 04 Repair&Maintenance Services and/or Supplies Siemens Technology 60001 1,486.67 Air Conditioner Automation System Siemens Technology 601 2,461.54 Air Conditioner Automation System Siemens Water Technologies Cory. 1352 1,479.49 Repair&Maintenance Services and/or Supplies Sioux Honey Assoc.Coop M351 2,754.42 Reconciliation User Fee Refund Program SKC West,Inc. 60352 203.00 Laboatory,Services&Supplies Smith Pips&Supply,Inc. W002 174.96 Facilities,Maintenance,Services&Supplies Smithson Electric,INC. 60171 1,60000 Repair&Maintenance Services and/or Supplies Snap On Industrial M172 23008 Tools So.Cal Gas Company 60003 13,655,30 Utilities Soil&Plant Laboratory Inc M173 341 Outside Laboratory Services South Coast An Quality Management Dist. 60174 70.95 Governmental Agency Fees&Charges South Coast Circuits 42 601 185 92 Reconciliation User Fee Refund Program South Coast Environmental Co. 60344 19,278.29 Professional Services-Air Quality Monitoring South CoeA Oil Corp 601 893.81 Annual Reconciliation Industrial Discharge Program South Coast Shipyard Ina 60175 7,477,53 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Southern CA Edison 60355 woum Utilities Southern California Edison 60004 2,329 81 Utilities Southern California Edison 60063 408,636.10 Utilities Southern Counties Lubricants 60005 696,55 Fuel and Lubricants Sparkle((-Dallas M176 2,56218 Miscellaneous Services Specialized Ceramic&Powder Coating,In 60006 315,0D Autos,Trucks&Marine Equipment,Parts,Accessories&Services SPEX Certiprs ,Inc. M007 58.50 Laboratory Services&Supplies SPEX Gamiest,Ina win 1,531.15 Laboatory Services&Supplies SPS Technologies 60356 558.15 Reconciliation User Fee Refund Program Square D Co.ohs Schneider Electric 60167 1,312.W Elastrlcallidectronic Equipment,Parts&Repairs Stanek Constructors Inc M214 63,856.76 Construction Started Consulting Services,Inc. 60178 11,426.50 Professional ServiceslSurveying Started Consulting Sennces,Inc. M357 6.93000 Professional ServiceaSurveying Staples 60179 693,W Office Supplies Staples 601 T7028 Office Supplies Steve Grande 603" 57520 MeranglTraining Expense Reimbursement Slaver R.Speakman 60045 11500 Meeting raining Expense Reimbursement Summit Steel 13W 64441 Repair&Maintenance Services and/or Supplies Summit Steel 1387 54.59 Repair&Maintenance Services and/or Supplies Sunset Industrial Parts 60008 4,401.19 Repair&Maintenance Services and/or Supplies Sunset Industrial Parts 60180 201 Repair&Maintenance Services and/or Supplies Super Chem Corporation 60181 95634 Repair&Maintenance Services and/or Supplies Superior Plating M359 13]98 Reconciliation User Fee Refund Program Superior Processing 60360 98946 Annual Reconciliation Intlustrial Discharge Program Synagro West,Inc. 59859 733,276.55 Bioselide Management Synagro West,Inc. 60182 7,63023 Blosdlds Management TDI M361 12,650.00 Professional Semcea/information Technology TesWnerica Ontario 13M 994.00 Laboratory Services&Supplies TestAnrencr Ontario 1370 272.00 Laboratory Services&Supplies Thatcher Company Of California 59860 54,596.33 Chemicals,WaterMasleenter Treatment Thatcher Company Of California M183 23,732.65 Chemicals,WaterlWadideater Treatment E nrrz1glmm Page 10 of 12 i1uv20tg Claims Paid From 10116113 to 10/31113 Vendor Warrant No. Amount Description Thatcher Company IN California 60362 18,437,36 Chemicals,WaterlWastewater Treatment The Car Group,Inc. 60363 3.163 33 Repair&Maintenance Services anchor Supplies The Schrader Group of" 63000 MeetinglTraining Expense Reimbursement Thompson Industrial Supply,Inc. 1355 5.78044 Repair&Maintenance Services and/or Supplies Thompson Industrial Supply,Inc. 1371 19,576.20 Repair&Maintenance Services and/or Supplies Thompson Industrial Supply,Inc. 1388 2.491 Repair&Maintenance Services and/or Supplies The=Holdings,LLC win 3,167.28 Repair&Maintenance Services and/or Supplies Time Warner Communications fill 61.72 Telecommunications Timken Beading Inspection,Inc. 60366 3W.61 Reconciliation Usar Fee Refund Program Tony S.Lee M387 340.00 Me dingRraining Expense Reimbursement Toners Lock&Sale Service&Sales 60010 508.56 Repair&Maintenance Services anchor Supplies Tolls Lock&Safe Service&Sales M186 1,231.50 Repair&Maintenance Services and/or Supplies Toshiba Business Soot USA Inc. 60011 907,44 Computers,SofiwerehHardso re&Managed Services Toshiba Business Solutions USA Inc. M187 92.99 Computers,SofiwareMardwam&Managed Services Total-Western,Inc. 60012 10,500.00 Repair&Maintenance Services anchor Supplies Toyota Racing Development M367 670uM Annual Reconciliation Industrial Discharge Program Trans U.S.Inc 60013 2,50993 Repair&Maintenance Services and/or Supplies Trans U.S.Inc M188 2,30472 Repair&Maintenance Services and/or Supplies Transcat 13N 1,789.87 Repair&Maintenance Services and/or Supplies Tropical Plam Nursery,Inc. M014 16,611.W Landscape Maintenance Services Tropical Plan Nursery,Inc. WIN 12,8]].50 Landscape Maintenance Services Tropical Plam Nursery,Inc. 60368 3.40400 Landscape Maintenance Services Tod&Auto Supply,Inc. 60015 43135 Autos,Trucks&Marne Equipment,Parts,Accessones&Services Truck&Auto Supply,Inc. M369 65.43 Autos,Trucks&Marine Equipment,Parts,Accessories&Services Tune RanchhMagan Farms 60064 316,403.57 Blosolids Management TW Telecom Holdings,Inc. 60190 9,391 61 Telecommunications Tyler T.Hoang 603M 34000 MeetinglTraining Expense Reimbursement Ultra Scientific M016 1,87490 Laboratory Services&Supplies Underground Service Ned of So.Calif 60017 1,85250 Professional Services-Dig Alan NMlOration Service Union Bank of California M018 98000 Banking Services United Parcel Service 60019 180 80 Freight Services United Parcel Service M191 29165 Freight Services United Parcel Service 60370 272.W Freight Services United States Department Of The Treasury M020 399.86 Judgments Payable United States Department IN The Treasury 60371 399.86 Judgments Payable Driver USA 603M 1,058.40 Miscellaneous Supplies US Peroxide,L.L.C. N861 53,835,97 Chemicals,WaterlWastewater Treatment US Peroxide,L.L.C. 601 38,6AL80 Chemicals,WaterMastewater Treatment Valin Corporation 1357 4,913,40 Repair&Maintenance Services anchor Supplies Velln Corporation 13M 1.691 35 Repair&Maintenance Services anchor Supplies Valley Poor Systems,Inc. W021 256,59 Repair&Maintenance Services anchor Supplies Valve Automation&Controls WIN 1.801 Repair&Maintenance Services anchor Supplies Vapex Proceeds,Inc. W022 2,52003 ElecUicallElectrona Equipment,Pads&Repairs Maraud California 60373 64251 Telecommunications Veme's Plumbing W023 34&74 Plumbing Services&Supplies Veme's Plumbing W374 2,0]2.90 Plumbing Services&Supplies Veterinary Pet Insurance Company W024 815.73 Employee Monetary Benefits Vibration Institute W025 30.00 Training Registration Village Nurseries W193 21.49 Repair&Maintenance Services anchor Supplies Village Nurseries W375 51.62 Repair&Maintenance Services and/or Supplies Vision Internet Providers,Inc W026 35000 Professional ServiceslWeb Design Services VWR Scientific Products W027 1,861.59 Laboratory Services&Supplies nmzrwmm Page 11 d 12 EXHIBIT B nIBIT 3 Return to Ammi Report Claims Paid From 10116113 to 10/31113 Vendor Warrant No. Amount Description MR Scientific Products 64194 1,155M Laboratory Services&Supplies MR Scientific Produces M376 11,272.39 Laboratory Services&Supplies W.M.Lyles Co. 59862 395,743.55 Construction W.M.Lyles Co. 59863 55,830.90 Construction Wastewater Equipment International,Inc 60028 7,87836 Repair&Maintenance Services and/or Supplies Water Environment Federation M029 74700 Professional Organizations MeeirgRraining/Membership Water Environment Federated 60195 24900 Professional Organizations Meedng TraminglMembershlp Water Environment Federation M377 477M Professional Organizations Meiang?raininglMembership Waters Corporation 601% 1,14000 Laboratory Services&Supplies Waste Sanitary Supply M030 1,42599 Janitor&Household Service&Supplies W axie Sanitary Supply 0197 385.91 Janitor&Household Service&Supplies Wesley G.Bauer,II 60040 360.15 MeetinglTraining Expense Reimbursement West Coast Safely Supply Co. 60031 1,358 93 Safety,Security,Health Equipment,Supplies,and Services West Ute Supply Copperry,Inc. M378 1,267A9 ElemorallElecWnic Equipment,Pads&Repairs White Nelson Diehl Evans LLP 60379 NOW Professional Organization&Mesting(Traming Registration White Star Pods M032 310 M Repair&Maintenance Services and/or Supplies Xerox Corporation 1373 544.33 Computers,SofiwarelHardwa s&Managed Services Xerox Connotation 1389 10,842,98 Computers,SonwarelHarde ns&Managed Services Xpedx,M International Paper Company M033 9,07978 Miscellaneous Supplies Xyon Business Solutions,Inc. MIN 4,252M Professional Serereantemporary Services YalkaChase Materials Handling,Inc. M034 3,423,11 Electrical/Electronic Equipment,&Electric Cad Pads&Repairs Yorbs Linda Water District MIN 51.60 Utilities 24 Hour Fire Protection,Inc. 60066 MOM Repair&Maintenance Services andlor Supplies Total Accounts Payade-Warrants $ 6,242,444.71 Payroll Disbursement Employee Paychecks 5t888 - 51945 $ 98,358.73 Biweekly Payroll(10118/13p Employee Paychecks 51948 2,362.53 Intend,retirement,hours(10/17113) Employee Paychecks 51949 6,287.78 Interim,retirement,hours,payout of seer him(I NX13) Employee Paychecks 519M - 51987 M092.83 Biweekly Payroll(10130113)" Employee Paychecks 52010 - 52011 3,193.02 Terms.hours(10/31113) Employee Paychecks 52012 - 52013 3,435.51 Teim.,payout of accr him(f 0131113) Direct Deposit Statements 344445-345021 1,381,602.86 Biweekly Payroll(1Off 6113) Direct Deposit Statements MW22-M077 1.448.537.88 Biweekly Payroll(10130113) Total Payroll Disbursements $ 3,029,871.14 'Check numbers 51W-51947 used in previous period "Check numbers 51988-52009 to be used in future period Wire Transfer Payment OCSD Payroll Taxes&Contributions $ 1,637,294.79 Biweekly Payroll(1011&13&10130113) Total Wire Transfer Payments $ 1,637,294.79 Total Claims Paid 10116113-10131113 $ 10,909,610.64 EXHIBIT �mmmm Page 12 a 12 B r� nI ITEM NO. 2A Orange County Sanitation District MINUTES BOARD MEETING October 23, 2013 1 SANITgTj�y Q ? ¢ e� o � Fcl�N HE ENv�� Administration Building 10844 Ellis Avenue Fountain Valley, California 92708-7018 10/23/13 Minutes of Board Meeting Page 1 of 7 ROLL CALL A regular meeting of the Board of Directors of the Orange County Sanitation District was held on October 23, 2013, at 6:30 p.m., in the Administration Building. Board Chair Edgar delivered the invocation and led the Pledge of Allegiance. The Clerk of the Board declared a quorum present as follows: ACTIVE DIRECTORS ALTERNATE DIRECTORS X Troy Edgar, Chair Richard Murphy X John Anderson, Vice Chair Gene Hernandez X Tom Beamish Rose Espinoza X David Benavides Sal Tinajero Steven Choi X Christina Shea Keith Curry X Rush Hill X Tyler Diep AI Krippner X James M. Ferryman Bob Ooten X Steven Jones Kris Beard X Peter Kim Gerard Goedhart X Lucille Kring Jordan Brandman X Michael Levitt Gordon Shanks X Brett Murdock Roy Moore X Steve Nagel Mark McCurdy X Prakash Narain Doug Bailey Scott Nelson X Constance Underhill A Janet Nguyen Shawn Nelson X John Nielsen Jerry Amante X Brad Reese Greg Mills X Gregory Sebourn Jan Flory Joe Shaw X Joe Carchio X David Shawver Carol Warren X Fred Smith Steve Berry X Teresa Smith Mark Murphy A John Withers Douglas Reinhart STAFF MEMBERS PRESENT: Jim Herberg, General Manager; Bob Ghirelli, Assistant General Manager; Nick Kanetis, Director of Engineering, Nick Arhontes, Director of Facilities Support Services; Ed Torres, Director of Operations and Maintenance; Lorenzo Tyner, Director of Finance & Administrative Services; Jeff Reed, Director of Human Resources; Maria E. Ayala, Clerk of the Board; Cindi Ambrose; Jennifer Cabral; Norbert Gaia; Kelly Lore; Andrew Nau; Rob Thompson; and Paula Zeller. OTHERS PRESENT: Brad Hogin, General Counsel. 1012N13 Minutes of Board Meeting Page 2 of 7 PUBLIC COMMENTS: None. REPORTS: Ed Torres, Director of Operations and Maintenance, presented a service award to George Robertson, Senior Scientist, for his 25 Years of Service with OCSD. Chair Edgar provided a brief report from the recent Legislative and Public Affairs Special Committee meeting that took place on October 171". He also announced the survey that was distributed to the Board in their meeting folders tonight. The survey is on potential future presentations for the Committees. He asked that they be completed and returned to staff. Jim Herberg, General Manager, gave a summary of his November Monthly Status Report that included: recent audits; OCSD participation in community events; update on plant tours, etc. Mr. Herberg also announced the recent passing of OCSD employee Y.J. Shao on October 19. Mr. Shao had been with the Sanitation District since 2004. Mr. Herberg asked that tonight's meeting be adjourned in Mr. Shao's memory. Chair Edgar provided a brief update from the last GWRS meeting. He also announced the appointment of Director David Benavides to the OCSD Legislative and Public Affairs Special Committee. Alternate Director Carchio asked questions regarding the odor issues in the city of Huntington Beach. Mr. Herberg responded to Alternate Director Carchio. RATIFICATION OF PAYMENT OF CLAIMS: 1. MOVED, SECONDED, AND DULY CARRIED: Ratify payment of claims of the District, by roll call vote, as follows: Claims Paid for the Period Ending: 09/15/13 09/30/13 Totals $6,975,614.42 $11,395,868.49 Directors Diep and Nielsen, and Alternate Directors Hill and Carchio abstained. Director Shawver abstained on Claim No. 59263. 10/23/13 Minutes of Board Meeting Page 3 of 7 CONSENT CALENDAR: Maria Ayala, Clerk of the Board, announced an amendment to Item 2A, where the word "abstained" shall be added after the list of directors that abstained under the claims item. 2. A. MOVED, SECONDED, AND DULY CARRIED: Approve Amended minutes for the Regular Board Meeting held on September 25, 2013; and Alternate Directors Carchio, Hill, Shea, and Underhill abstained. B. Approve minutes for the Special Board Meeting held on October 2, 2013. Director Shawver and Alternate Directors Carchio and Shea abstained. 3. A. MOVED, SECONDED, AND DULY CARRIED: Approve Plans and Specifications for Boiler System Rehabilitation and Scrubbers H & I Demolition at Plant No. 2, Project No. P2-106, on file at the Office of the Clerk of the Board; and B. Approve Addendum Nos. 1 and 2 to the plans and specifications; and C. Award a construction contract to Irwin Industries for the Boiler System Rehabilitation and Scrubbers H & I Demolition at Plant No. 2, Project No. P2-106, for a total amount not to exceed $1,472,993; and D. Approve a contingency of$147,299 (10%). Alternate Directors Carchio and Shea abstained. 4. A. MOVED, SECONDED, AND DULY CARRIED: Authorize staff to detach 171.55 acres from the Orange County Sanitation District in the vicinity of Laguna Canyon Road, within the City of Laguna Woods; and, B. Adopt Resolution No. OCSD 13-15, authorizing initiation of proceedings to detach said territories from the Orange County Sanitation District service area (Proposed Detachment No. DD 13-10 — Laguna Woods Detachment). Alternate Director Carchio abstained. STEERING COMMITTEE: 5. MOVED, SECONDED, AND DULY CARRIED: Approve Minutes for the Steering Committee Meeting held on September 25, 2013. Alternate Directors Carchio and Hill abstained. 1012N13 Minutes of Board Meeting Page 4 of 7 6. A. MOVED, SECONDED, AND DULY CARRIED: Receive and file a letter from the City of Yorba Linda dated October 16, 2013 requesting a transfer of its seat on the OCSD Board of Directors to the Yorba Linda Water District; and B. Direct staff to prepare a legislative proposal to transfer the City of Yorba Linda's seat on the OCSD Board of Directors to the Yorba Linda Water District. OPERATIONS COMMITTEE: Maria Ayala, Clerk of the Board, announced Agenda Item 7, the Minutes from the October 2no Operations Committee Meeting, shall be amended to show Director Shawver was present at the meeting. 7. MOVED, SECONDED, AND DULY CARRIED: Approve Amended Minutes of October 2, 2013, Operations Committee meeting. Alternate Director Shea abstained. 8. MOVED, SECONDED, AND DULY CARRIED: Approve Amendment No. 1 to the Facilities Engineering Task Order No. 12-00-04-01 with Tran Consulting Engineers providing additional design and construction services for Slater Ave Pump Station VFD Replacement, FR12-012, for an additional amount of $26,968, increasing the total not to exceed amount to $66,931. 9. A. MOVED, SECONDED, AND DULY CARRIED: Award a service contract to the lowest responsive and responsible bidder, CDC Engineering & Technology, for P1 Potable Water Valve Replacement, Project No. FR11- 020 for a total amount not to exceed $412,000; and, B. Approve a contingency of$82,400 (20%). 10. A. MOVED, SECONDED, AND DULY CARRIED: Award a service contract to the lowest responsive and responsible bidder, Mode Engineering, for Warner Avenue Relief Sewer Manholes Structural Repairs, Specification No. FR12-003 for a total amount not to exceed $338,000; and, B. Approve a contingency of$67,600 (20%). 11. MOVED, SECONDED, AND DULY CARRIED: Approve Revision No. 1 to the Black & Veatch PLAN2010-01, Task Order 05 (Ocean Outfall Assessments, Project SP-187) in the amount of $19,569 for additional engineering services to develop Ocean Outfall Booster Station refurbishment scope of work items, for a total amount not to exceed $67.593. 1012W13 Minutes of Board Meeting Page 5 of 7 12. A. MOVED, SECONDED, AND DULY CARRIED: Approve a Professional Consultant Services Agreement with Dudek & Associates, Inc. to provide construction support services for Boiler System Rehabilitation and Scrubbers H & I Demolition at Plant No. 2, Project No. P2-106, for an amount not to exceed $222,503; and, B. Approve a contingency of$22,250 (10%). 13. A. MOVED, SECONDED, AND DULY CARRIED: Approve a budget increase of $390,000 for the Bitter Point Force Main Rehabilitation, Project No. 5- 58, for a total project budget of$46,219,000; and, B. Approve an increase in contingency of $89,445 (15%), for a total contingency of $149,075 (25%), to the Professional Consultant Services Agreement with Black & Veatch to provide construction support services for the Bitter Point Force Main Rehabilitation, Project No. 5-58, to support the Santa Ana River Levee and In-Plant Repairs, Phase 2. ADMINISTRATION COMMITTEE: 14. MOVED, SECONDED, AND DULY CARRIED: Approve Minutes of the October 9, 2013 Administration Committee Meeting. Alternate Directors Carchio, Hill, and Shea abstained. NON CONSENT CALENDAR: 15. A. A motion was received by the Board Chair to read Ordinance No. OCSD- XX by title only and waive reading of said entire Ordinance on October 23, 2013; and B. The Clerk of the Board read the following: Introduce Ordinance No. OCSD-XX, entitled "An Ordinance of the Board of Directors of Orange County Sanitation District Establishing Requirements and Procedures for the Purchase of Goods, Services, and Public Works Projects"; and The Board took the following action: MOVED, SECONDED, AND DULY CARRIED: C. Set November 20, 2013, as the date of the second reading and proposed adoption of Ordinance No. OCSD-XX; and D. Direct the Clerk of the Board to publish summaries of the Ordinance as required by law. 10/23/13 Minutes of Board Meeting Page 6 of 7 CLOSED SESSION CONVENED IN CLOSED SESSION PURSUANT TO GOVERNMENT CODE SECTIONS: 54956.9(d)(1), 54956.9(d)(4), and 54957(b)(1). The Board convened in closed session at 7:06 p.m. to discuss five 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. RECONVENE IN REGULAR SESSION: The Board reconvened in regular session at 8:16 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 adjourned the meeting at 8:17 p.m. in memory of Y.J. Shao until the next Regular Board Meeting on November 20, 2013 at 6:30 p.m. Maria E. Ayala, Clerk of the Board 1012313 Minutes of Board Meeting Page 7 of ITEM NO. 2B Orange County Sanitation District MINUTES SPECIAL BOARD MEETING November 6, 2013 �oJNt AN lAr, y ? U ¢ 9 lib TH EN�� Administration Building 10844 Ellis Avenue Fountain Valley, California 92708-7018 1 V06113 Minutes of Special Board Meeting Page 1 of ROLL CALL A special meeting of the Board of Directors of the Orange County Sanitation District was held on November 6, 2013, at 6:30 p.m., in the Administration Building. Chair Edgar led the Pledge of Allegiance. The Clerk of the Board declared a quorum present as follows: ACTIVE DIRECTORS ALTERNATE DIRECTORS X Troy Edgar, Chair Richard Murphy X John Anderson, Vice Chair Gene Hernandez X Tom Beamish Rose Espinoza X David Benavides Sal Tinajero X Steven Choi Christina Shea X Keith Curry Rush Hill X Tyler Diep AI Krippner X James M. Ferryman Bob Ooten X Steven Jones Kris Beard X Peter Kim Gerard Goedhart X Lucille Kring Jordan Brandman A Michael Levitt Gordon Shanks X Brett Murdock Roy Moore X Steve Nagel Mark McCurdy X Prakash Narain Doug Bailey Scott Nelson X Constance Underhill A Janet Nguyen Shawn Nelson A John Nielsen Jerry Amante X Brad Reese Greg Mills X Gregory Sebourn Jan Flory A Joe Shaw Joe Carchio X David Shawver Carol Warren A Fred Smith Steve Berry X Teresa Smith Mark Murphy X John Withers Douglas Reinhart STAFF MEMBERS PRESENT: Jim Herberg, General Manager; Bob Ghirelli, Assistant General Manager; Nick Kanetis, Director of Engineering; Lorenzo Tyner, Director of Finance & Administrative Services; Jeff Reed, Director of Human Resources; Maria E. Ayala, Clerk of the Board; Kelly Lore; and Norbert Gaia. OTHERS PRESENT: Brad Hogin, General Counsel. 11/06/13 Minutes of Special Board Meeting Page 2 of 3 PUBLIC COMMENTS: None. CLOSED SESSION CONVENED IN CLOSED SESSION PURSUANT TO GOVERNMENT CODE SECTIONS: 54956.9(d)(1). The Board convened in closed session at 6:33 p.m. to discuss one item. Confidential Minutes of the Closed Session have been prepared in accordance with the above Government Code Sections and are maintained by the Clerk of the Board in the Official Book of Confidential Minutes of Board and Committee Closed Meetings. RECONVENE IN REGULAR SESSION: The Committee reconvened in regular session at 7:18 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 adjourned the meeting at 7:20 p.m. until the Regular Board Meeting on November 20, 2013 at 6:30 p.m. Maria E. Ayala, Clerk of the Board 11/06/13 Minutes of Special Board Meeting Page 3 of 3 BOARD OF DIRECTORS Meeting Dare I T0.1 Dir. - ri/zo/is AGENDA REPORT em Number Item Numbe s Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Nicholas J. Arhontes, Director of Facilities Support Services SUBJECT: QUITCLAIM AND TRANSFER THE LOCAL SEWER IN MAGNOLIA STREET TO THE CITY OF HUNTINGTON BEACH. GENERAL MANAGER'S RECOMMENDATION Approve a Quitclaim Sewer Transfer Agreement between Orange County Sanitation District and the City of Huntington Beach transferring ownership of 21.1 linear feet of local sewer and one manhole in Magnolia Street to the City of Huntington Beach at no cost to OCSD, in a form approved by General Counsel. SUMMARY OCSD owns an out-of-service manhole and sewer segment which connects to the Magnolia Trunk sewer in Magnolia Street in the City of Huntington Beach. This manhole and line segment was recommended by OCSD's Engineering Department for abandonment. While performing due diligence in the abandonment process, the City asked to acquire the facilities. The sewer serves only a local purpose should be transferred to the City along with all associated property rights. PRIOR COMMITTEE/BOARD ACTIONS December 2009—Five Year Strategic Plan, Business Principles Goal #7 Local Sewer Services - Implement the Board's four recommendations base on the findings of staff's revenue adequacy report. Continue to seek an asset transfer to other agencies. Also transfer other local assets back to cities that are not serving a true regional purpose. ADDITIONAL INFORMATION The City desires to acquire the downstream portion of OCSD's sewer for future projects. City staff requested a Quitclaim Deed to take to their Council for approval. The assets to be transferred consist of one manhole and 21.1 linear feet of gravity sewer pipeline between the manhole proposed for transfer and the Magnolia Trunk sewer. The vitrified clay pipe (VCP) sewer is 36-inches in diameter. Transferring these facilities cancels our need to abandon the facilities. Additionally, the transfer will allow the City to provide local services as supported by their local sewer fees. Transferring local assets to local service providers is an element of OCSD's current Strategic Plan. Page 1 of 2 CEQA N/A BUDGET/DELEGATION OF AUTHORITY COMPLIANCE N/A ATTACHMENT The following attachments) are included in hard copy, and may also be viewed on-line at the OCSD website(www.ocsd.com) with the complete agenda package and attachments: • Quitclaim and Transfer of Local Sewer Page 2 of 2 Return to Mende Report RECORDING REQUESTED BY AND RETURN TO ORANGE COUNTY SANITATION DISTRICT P. O. Box 8127 Fountain Valley, California 92728 Attn: Clerk of the Board (Space Above This Line for Recorder's Use) Exempt from recording fee—California Government Code Section 6103 QUITCLAIM SEWER TRANSFER AGREEMENT BETWEEN ORANGE COUNTY SANITATION DISTRICT AND THE CITY OF HUNTINGTON BEACH THIS AGREEMENT for the transfer of certain sewers and appurtenant facilities (hereafter, "Agreement") is made and entered into this Aljl� day of Q,�C, 2013 by and between Orange County Sanitation District, a public corporation, ("Grantor') and the City of Huntington Beach, a municipal corporation ("Grantee"). Grantor is a regional operator of sewage collection facilities. Grantor also incidentally owns certain local sewers including, but not limited to, the local sewers which are the subject of this Agreement. This Agreement shall document and memorialize a factual understanding of all of the facilities to be transferred to Grantee. Grantee operates a local sewage collection system within its jurisdiction. Grantee will maintain and operate the sewers which are the subject of this Agreement as part of its local sewage collection system. NOW THEREFORE BE IT RESOLVED that the Grantor and Grantee agree as follows: 1. Grant of Sewer Pipelines Grantor does hereby grant, convey and transfer to Grantee all of its interest in all sewer lines and appurtenant sewer facilities covered by this Agreement(collectively, "Facilities") owned by Grantor, which Facilities are described and depicted in Exhibit A, attached hereto. 2. No Warranty of Title or Condition Grantor makes no warranty or representation of any kind regarding its title to the Facilities, the condition of the Facilities or the suitability of the Facilities for any purpose. Grantee has been granted an opportunity to fully inspect the Facilities and has done so. Grantee accepts the Facilities"as is". 3. Assicnment The benefits and burdens of this Agreement shall be binding upon and inure to all successors-in-interests and assigns of the parties. 4. Amendment 714533.1 Return to Aaenda Report CITY OF HUNTINGTON BEACH By: Q.nAA1.t.QJ Printed Name: Connie Boardman Title: Mayor Date: October 21, 2013 CITY OF HUNTINGTON BEACH Printed e: Joan L. Flynn Title: City Clerk Date: October 21. 2013 ORANGE COUNTY SANITATION DISTRICT By: Printed Name: Troy Edgar Title: Chair of the Board of Directors Date: ORANGE COUNTY SANITATION DISTRICT By: Printed Name: Maria Ayala Title: Clerk of the Board Date: [SEWER TRANSFER AGREEMENT BETWEEN ORANGE COUNTY SANITATION DISTRICT AND THE CITY OF HUNTINGTON BEACH] APPROVED AS TO FORM JENNIFER McGRA v Aft ° ' ]14533.1 D.p.iycarAtt—W 41210M Return to Mende Report ACKNOWLEDGMENT STATE OF CALIFORNIA ) ) ss COUNTY OF ORANGE ) On October 23, 2013, before me,A L. Esparza, Notary Public, personally appeared Joan L. Flynn and Connie Boardman who proved to me on the basis of satisfactory evidence to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. P L.ESPMZA WITNESS my hand and official seal. lop Commission•2052750NMry Penh-cs0lomis = oraips coumy ' Comm. -n 4.2017 iax (Seal) (Notary Signature e 1 t 3R002b0005Nit MLR0025-0000 i4+ 36-inch diameter VCPoff 21.1 Linear Feet c BERMUDA <a.. , - k{ JAO Wy a � } �{ 3 ¢ f Exhibit A OCSD Proposed Sewer Transfer to City of Huntington Beach - Magnolia Avenue • wetimmoa,a�m NOT-TO-SCALE 5exvm ee Iranaltl�N • � � ..w.e�wa.�.iaQ.p.eu�au.�wx�emaae way OCSUmeMarmbe remnal ��oes9 vxazmee vemm n w-'bw�mn ITEM NO.4 MINUTES STEERING COMMITTEE MEETING Orange County Sanitation District The Steering Committee meeting convened on Wednesday, October 23, 2013, at 5:36 p.m. in the Administration Building of the Orange County Sanitation District. A quorum was declared present, as follows: COMMITTEE MEMBERS STAFF PRESENT PRESENT: Jim Herberg, General Manager Troy Edgar, Chair Bob Ghirelli, Assistant General John Anderson, Vice-Chair Manager Tom Beamish, Operations Committee Nick Arhontes, Director of Facilities Chair Support Services Brad Reese, Administration Committee Nick Kanetis, Director of Engineering Chair Jeff Reed, Director of Human John Nielsen Resources Ed Torres, Director of Operations & COMMITTEE MEMBERS ABSENT: Maintenance John Withers Lorenzo Tyner, Director of Finance & Administrative Services Maria Ayala, Clerk of the Board Norbert Gaia Andrew Nau OTHERS PRESENT: Brad Hogin, General Counsel PUBLIC COMMENTS: None. COMMITTEE CHAIR REPORT: Chair Edgar provided an update from the last Legislative and Public Affairs Special Committee Meeting that took place on October 17�. He reported on items discussed such as: Yorba Linda legislation and the Sanitation District's public outreach video. Minutes of the Steering Committee October 23, 2013 Page 2 of 3 GENERAL MANAGER REPORT: Mr. Herberg provided a summary of his November Monthly Status Update Report. CONSENT CALENDAR: 1. MOVED, SECONDED, AND DULY CARRIED: Approve Minutes of the September 25, 2013 Steering Committee Meeting. ACTION ITEMS: 2. A. MOVED, SECONDED, AND DULY CARRIED: Receive and file a letter from the City of Yorba Linda dated October 16, 2013 requesting a transfer of its seat on the OCSD Board of Directors to the Yorba Linda Water District; and B. Direct staff to prepare a legislative proposal to transfer the City of Yorba Linda's seat on the COSD Board of Directors to the Yorba Linda Water District. INFORMATION ITEMS: 3. Administrative Facilities Improvements Nick Kanetis provided a PowerPoint presentation on the current status of the OCSD administrative facilities. CLOSED SESSION CONVENED IN CLOSED SESSION PURSUANT TO GOVERNMENT CODE SECTIONS: 54956.9(d)(1), 54956.9(d)(4), and 54957(b)(1). The Committee convened in closed session at 5:59 p.m. to discuss five 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. RECONVENE IN REGULAR SESSION: The Committee reconvened in regular session at 6:28 p.m. Minutes of the Steering Committee October 23, 2013 Page 3 of 3 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 6:28 p.m. Submitted by: Maria E. Ayala Clerk of the Board STEERING COMMITTEE Neeting Dare TOBA.of Dlr. 11/20/13 11/20/13 AGENDA REPORT Item Number Item Number z s Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Robert P. Ghirelli, Assistant General Manager Project Manager: Jennifer Cabral, Principal Staff Analyst SUBJECT: FIVE-YEAR STRATEGIC PLAN GENERAL MANAGER'S RECOMMENDATION A. Approve the Five-Year Strategic Plan dated November 2013: and, B. Direct staff to implement the goals and levels of service contained in the Plan. SUMMARY The Five-Year Strategic Plan, for years 2014 — 2019, contains the Board of Director's new Vision, articulates the values of the organization through a set of core values, outlines the risks facing the Sanitation District, lays out a series of targets that define our Levels of Service, and a number of strategic goals designed to support the service levels. PRIOR COMMITTEE/BOARD ACTIONS September 2013: The Board of Directors participated in a Strategic Planning Workshop to create a new Board Vision and review past strategic goals and progress. October 2013: The Board of Directors participated in a second Strategic Planning Workshop to review recommended strategic goals. ADDITIONAL INFORMATION This year marks the beginning of a new Five-Year Strategic Plan for 2014 through 2019 supported through a newly crafted Vision Statement. Each year, the plan will be reassessed. The updated plan will be submitted for approval to the Board of Directors. As a result of two Strategic Planning workshops, individual Board Member interviews, input from employee and management focus groups, eight strategic goals were identified and modifications to six OCSD's Levels of Service are contained in this new Plan. Page 1 of 3 Based on the outcome of the Strategic Planning Workshops, the following Strategic Goals and Level of Service modifications are proposed: Strategic Goals: • Legislative Advocacy and Public Outreach - Develop a unified legislative advocacy and public outreach program. Target for completion in FY 13-14. • Future Biosolids Management Options - Study biosolids management options including 3rd party contracts and onsite capital facilities. Target for completion in FY 15-16. • Odor Control - Completion of the Odor Control Master Plan. Target for completion in FY 15-16. • Energy Efficiency - The District will research new energy efficiency and energy conversion technologies. Target for completion in FY 17-18. • Future Water Recycling - Determine partnerships, needs, strategies, benefits and costs associated with recycling of Plant No. 2 effluent water. Target for completion in FY 18-19. • Disinfection of Ocean Discharge - Develop an implementation plan including the technical, financial, and societal factors associated with the decision to cease disinfection of the ocean discharge. Target for completion in FY 13-14. • Local Sewer Transfers — Complete transfer of 174 miles of local sewers serving parts of Tustin and unincorporated areas north of Tustin and local sewer transfers in the City of Santa Ana. Target for completion in FY 13-14. • Workforce Planning and Workforce Development - This initiative is ongoing and part of a comprehensive workforce planning and development effort to ensure we have the right people with the right skills and abilities, in the right place, at the right time. Target for completion, ongoing. Modifications to Levels of Service: • Urban Runoff - Establish a new level of service target of up to 10 million gallons per day. • Maximum off-site odor impacts - Treatment Plant No. 1 — Deletion of the dilution To threshold level of service until the scheduled Odor Control Master Plan has been updated. • Maximum off-site odor impacts - Treatment Plant No. 2 - Deletion of the dilution to threshold level of service until the scheduled Odor Control Master Plan has been updated. • Number of odor incidents/events: Collection System - Establish new level or service from 34 to 12 based on historical data. Page 2 of 3 • GWRS - Reword the existing level of service from a specific number of million gallons to meeting 100 percent of the specifications to meet full production requirements of OCWD. • Biosolids - modifications to the following levels of service: o Delete - Maintain National Biosolids Partnership Certification of Biosolids Environmental Management System. This is an operational standard and will continue to take place. o Delete - Percent of biosolids recycled and percent of biosolids to landfill. This performance measure will be replaced with: Percent of biosolids recycled during peak solids production through 2017 to be replaced with: Tons of biosolids to landfill through 2017 Peak Production period. Following Board approval of the Strategic Plan, implementation will occur through a series of recommended actions proposed by staff for Board consideration at future meetings. CEQA Adoption of the Strategic Plan is statutorily exempt from CEQA because it involves only feasibility or planning studies for possible future actions which the Board has not approved, adopted, or funded. The Strategic Plan will not have a legally binding effect on later activities. BUDGET/ DELEGATION OF AUTHORITY COMPLIANCE N/A ATTACHMENT The following attachment(s) are included in hard copy as a separate attachment, and may also be viewed on-line at the OCSD website(m w.ocsd.com) with the complete agenda package and attachments: • November 2013 Strategic Plan (39 pages) Page 3 of 3 � t s -v a s r 14, � r 5 year strategic plan NOVEMBER 2013 ORANGE COUNTY SANITATION DISTRICT Return to Aaenda Repo0 ORANGE COUNTY SANITATION DISTRICT five year strategic plan NOVEMBER 2013 V A tqr� � � o c � 0 ti 90 p � ate? 1"pr'a C_JE ENJ\P t z , Return b ACenda Report table of contents OCSD Board of Directors.........................................................................................ii Message from the General Manager........................................................................iu Executive Summary.....................................................................................................1 The Strategic Planning Framework..........................................................................3 MissionStatement.......................................................................................................4 VisionStatement..........................................................................................................5 CoreValues...................................................................................................................6 RiskRegister.................................................................................................................7 Strategic Goals and Levels of Service......................................................................8 Appendix A: Issue Papers........................................................................................12 Appendix B: Summary of Accomplishments.......................................................23 AppendixC: Glossary...............................................................................................28 ORANGE COUNTY SANITATION DISTRICT—5 YEAR STRATEGIC PLAN (NOVEMBER 2013) board of directors The strategic planning effort starts with the Board of Directors setting overall policy and priorities for the Sanitation District. Based on that policy direction,staff develops the annual operational plan and budget. Anaheim Los Alamitos Lucille Kong Troy Edgar (Board Chair) Brea Brett Murdock Midway City Sanitary District Tyler Diep Buena Park Fred Smith Newport Beach Keith Curry Costa Mesa Sanitary District James M. Ferryman Orange Teresa Smith Cypress Prakash Narain Orange County Board of Supervisors Fountain Valley Janet Nguyen Steve Nagel Placentia Fullerton Scott Nelson Gregory Sebourn Santa Ana Garden Grove David Benavides Steve Jones Seal Beach Huntington Beach Michael Levitt Joe Shaw Stanton Irvine David Shawver Steven Choi Tustin Irvine Ranch Water District John Nielsen John Withers Villa Park La Habra Brad Reese Tom Beamish Yorba Linda La Palma John Anderson Peter Kim (Vice Chair) ■ ORANGE COUNTY SANITATION DISTRICT-5 YEAR STRATEGIC PLAN(NOVEMBER 2013) Return b Aaenda Report message from the general manager In 2014,the Orange County Sanitation District will celebrate 60 years of protecting the public's health and the environment. Over those years,OCSD in partnership with our member cities and agencies has provided reliable and cost effective service to our ratepayers. OCSD's level of service has evolved from the 30 million gallons per day of primary wastewater Treatment in 1954 to the 210 million gallons of secondary Treated wastewater that we produce today. In 2007,the Board of Directors and staff chatted a course for the future through the development of the agency's first Five-Year Strategic Plan.We committed to the execution of that plan and implementation of the goals necessary to achieve success.This year,I am pleased to report that over the past six years,we completed thirty-eight strategic goals and made strides to improve technical operations,biosolids management,odor control,and regulatory compliance. Building on this success,the District's Board of Directors and staff are charting the future through the development and execution of this 2014 Strategic Plan. This Strategic Plan envisions an organizational culture that adheres to our core values and makes efficient and effective use of all available resources.Through a newly developed Vision Statement,I am committed to focusing our efforts on customer service,protecting public health and the environment,fiscal responsibility,communications,partnering with others and creating the best possible workforce.This focus will be achieved through the goals laid out in this plan which focuses our collective efforts and provides alignment from the Board of Directors to our management staff. OCSD is a world-renowned organization,and our team is regarded as leaders in our industry with significant achievements over the years. In the past 10 years alone,we partnered with the Orange County Water District to develop the Groundwater Replenishment System,completed full Secondary Treatment,had fewer sewer spills than in the past, significantly improved our safety record,and received numerous wastewater industry awards in every part of our organization.This success is truly a testament to our Board of Directors'leadership and our workforce. Under the direction of the Board of Directors,I am honored to be leading an agency with a track record of innovation,robust planning,and sound financial management. I look forward to working together to accomplish all of our goals in the years ahead and continuing our successes. Respectfully submitted, /�~ " James D. Herberg,General Manager ORANGE COUNTY SANITATION DISTRICT—5 YEAR STRATEGIC PLAN (NOVEMBER 2013) executive summary Strategic Planning is as much about the process as it is about the outcome. In working together towards achieving the newly developed vision and developing a path forward OCSD staff,senior management, and Board of Directors and Alternates came together in a spirit of partnership.They gained a better understanding of the Agency's opportunities,challenges,and the expertise and commitment of its staff.We are proud of the inclusiveness of our process and the consensus that we achieved.The culture of teamwork and consensus will provide a strong foundation for us to continue to work together,in partnership with our stakeholders,toward realizing our vision and delivering on priorities. This year marks the beginning of a new Five-Year Strategic Plan for 2014 through 2019 supported through a newly crafted Vision Statement. Each year,the plan will be reassessed,updated, and submitted for approval by the Board of Directors. As a result of two Strategic Planning workshops,individual Board interviews,employee and management focus groups, eight new strategic goals were identified and modifications to six of OCSD's service levels are contained in this Plan. Strategic Goals: 1. Odor Control—Completion of the Odor Control Master Plan. 2.Future Biosohds Management Options—Study biosoliids management options including 3rd party contracts and onsite capital facilities. 3.Energy Efficiency—Continue to research new energy efficiency and energy conversion technologies. 4.Disinfection of Ocean Discharge—Develop an implementation plan including the technical, financial and societal factors associated with cessation of disinfection of the ocean discharge. 5.Local Sewer Transfers—Complete the transfer of 174 miles of local sewers serving parts of Tustin and unincorporated areas north of Tustin and local sewer transfers in the City of Santa Ana. 6.Legislative Advocacy and Public Outreach—Develop a unified legislative advocacy and public outreach program. 7.Future Water Recycling—Determine partnerships,needs,strategies,benefits and costs associated with recycling of Plant No. 2 effluent water. 8.Workforce Planning and Workforce Development—This initiative is ongoing and part of a comprehensive workforce planning and development effort to ensure we have the right people with the right skills and abilities,in the right place,at the right time. ORANGE COUNTY SANITATION DISTRICT-5 YEAR STRATEGIC PLAN(NOVEMBER 2013) Return to Alienda Report executive summary Modifications to Levels of Service: • Urban Runoff—Establish a new level of service target of up to 10 million gallons per day. • Magnum offsite odor impacts—Treatment Plant No. 1 —Deletion of the dilution to threshold level of service until the scheduled Odor Control Master Plan has been updated. • Maximum offsite odor impacts—Treatment Plant No. 2-Deletion of the dilution to threshold level of service until the scheduled Odor Control Master Plan has been updated. • Number of odor incidents/events: Collection System—Establish new level or service from 34 to 12 based on historical data. • GWRS—Reword the existing level of service from a specific number of million gallons to,provide 100 percent of the specification effluent available to the Groundwater Replenishment System to maximize full production of purified water. • Biosohds—modifications to the following levels of service: o Delete-Maintain National Biosolids Partnership Certification of Biosolids Environmental Management System.This is an operational standard and will continue to take place. G Delete-Percent of biosolids recycled and percent of biosolids to landfill.This performance measure will be replaced with:Percent of biosolids recycled during peak solids production through 2017 to be replaced with:Tons of biosolids to landfill through 2017 Peak Production period. / al .l: Ir r Wastewateris transpaned through the 570 miles ofsewers throughout service area ofclose to 500 square miles and enters into the hea0works at either Plant No.1In Fountain Valley or Plant No.2In Huntington Beach. ORANGE COUNTY SANITATION DISTRICT—5 YEAR STRATEGIC PLAN (NOVEMBER 2013) strategic planning framework The pl ntung framework illustrated below shows how OCSD staff and the Board of Directors play a critical role in strategic planning and resource allocadon. Monitoring Strategic New or altered and Evaluation Planning Levels of Service Strategic Boara Board Planning Approval of Approval of Process Strategic Plan Budget Budget Operational Goals and Planning Objectives i 1 � ORANGE COUNTY SANITATION DISTRICT-5 YEAR STRATEGIC PLAN(NOVEMBER 2013) Return to Aaenda RepoG our mission statement The Mission Statement is the basic foundation that defines why we exist. protect public 1the environment 1 providing wastewater collection, treatment, and recycling." t } ORANGE COUNTY SANITATION DISTRICT—5 YEAR STRATEGIC PLAN (NOVEMBER 2013) vision statement The Vision Statement supports the Mission Statement by expressing a broad philosophy of what the Orange County Sanitation District strives to achieve in the delivery of services to our customers,vendors, other agencies,the general public,and each other. ORANGE COUNTY SANITATION DISTRICT WILL BE A LEADER IN: ■ Providing reliable, responsive and affordable services in line with customer needs and expectations. ■ Protecting public health and the environment utilizing all practical and effective means for wastewater, energy, and solids resource recovery. ■ Continually seeking efficiencies to ensure that the public's money is wisely spent. ■ Communicating our mission and strategies with those we serve and all other stakeholders. ■ Partnering with others to benefit our customers, this region, and our industry. ■ Creating the best possible workforce in terms of safety, productivity, customer service, and training. ORANGE COUNTY SANITATION DISTRICT-5 YEAR STRATEGIC PLAN(NOVEMBER 2013) Honesty, Trust and Respect We aspire to the highest degree of integrity,honesty,tmst, and respect in our interaction with each other,our suppliers, our customers,and our community. Teamwork and Problem Solving We strive to reach OCSD goals through cooperative efforts and collaboration with each other and our constituencies. We work to solve problems in a creative,cost-effective and safe manner,and we acknowledge team and individual efforts. Leadership and Commitment We lead by example,acknowledging the value of our resources and using them wisely and safely to achieve our objectives and goals.We are committed to act in the best interest of our employee,our organizadoq and our community. Learning/Teaching We continuously develop ourselves,enhancing our talents, skills,and abilities,knowing that only through personal growth and development will we continue to progress as an agency and as individuals. Recognition/Rewards We seek to recognize,acknowledge,and reward contributions to OCSD by our many talented employees. ORANGE COUNTY SANITATION DISTRICT-5 YEAR STRATEGIC PLAN (NOVEMBER 2013) risk register 2013 The Risk Register is an annual compilation of the various risks,opportunities and continuity challenges facing the Orange County Sanitation District determined by our management team.As the world dealt with a variety of crises last year(budding collapses,Hurricane Sandy,drought and wildfires) OCSD management identified a larger number of risks directly related to our infrastructure and ongoing services. However,management did agree on our single biggest risk,earthquake and its associated impacts. The 2013 Risk Register Update identified these as the top risks: • Seismic event damages infrastructure—reflecting the concern that an earthquake,of the sort anticipated to strike Southern California eventually,may have an impact on OCSD facilities. • Interruption of chemical supply in event of disaster—pointing to the need OCSD has for a reliable, continuing supply of chemicals to treat wastewater even in the aftermath of a disaster which might interrupt highways or other modes of transportation. • Electric failures or fire (including after a disaster)interrupt power—underlining the concern that a disaster or event may cause electrical problems which impact the District's ability to neat wastewater continuously. The top opportunities for the 2013 update are: • As employees leave,restructure staffing to become more efficient—referring to the many employees who are eligible for retirement,and the opportunity to look at staffing needs thereafter. • Focus on main mission without other endeavors leading to higher rates—an opportunity to stick to the core purpose so that costs are kept in line. The major underrated continuity challenges Include: • Pipelines damaged or severed after earthquake—focusing on the many hundreds of miles of pipelines that the District has Underground in the county,and the challenge of continuing to serve customers after an earthquake has shaken the pipelines. • Insufficient disaster preparedness—expressing the sense that exercises,although held in the past, should be more frequent and responsive to OCSD's risk and continuity challenges. Staff is developing plans to mitigate the risks and continuity challenges,and to take advantage of the opportunities. OCSD's Risk Management division released a schedule of"table top exercises"designed to respond to the top risks and challenges,and held an exercise focused on the possible interruption of electrical power after a disaster.An exercise is also planned to consider how to respond to the potential disjunction and relocation of pipelines in an earthquake.As for opportunities,OCSD's General Manager has directed,as part of this Strategic Plan,that comprehensive workforce planning activities be designed and implemented. ORANGE COUNTY SANITATION DISTRICT-5 YEAR STRATEGIC PLAN(NOVEMBER 2013) Return b Aconite Report strategic goals and levels of service The Orange County Sanitation District developed eight strategic goals to support the new vision of the 2014 OCSD Board of Directors and Executive Management Team. The levels of service are key performance indicators in achieving the overall vision. Providing Exceptional Customer Service • Providing reliable,responsive and affordable services in line with customer needs and expectations. 1. Odor Control- Completion of the Odor Control Master Plan to make sure the District's investment is current and,if needed, future process systems will produce the benefits intended. Taget completion in FY 15-16. Levels of Service to support Customer Service: ■ Odor complaint response:Treatment Plants within 1 hour ■ Odor complaint response: Collections System within 1 working day ■ Number of odor incidents/events:Reclamation Plant No. 1 —Zero (0) under normal operating conditions ■ Number of odor incidents/events:Treatment Plant No.2—Zero (0) under normal operating conditions ■ Number of odor incidents/events: Collection System (12) ■ Respond to public complaints or inquiries regarding construction projects within 1 working day ■ New connection permits processed within 1 working day ■ Respond to all biosolids contractor violations within a week of violation notice Protecting Public Health • Protecting public health and the environment utilizing all practical and effective means for wastewater, energy,and solids resource recovery. 2. Future Biosollds Management Options -Study biosolids management options including 3rd party contracts and onsite capital facilities for mid-term and long-teem approaches beginning in 2016-2017. Target for completion in FY 15-16. 3. Energy Efficiency-The District will research new energy efficiency and energy conversion technologies to maximize energy efficiency,reduce operating costs,minimize environmental impact, and replace assets that are at the end of their useful lives. Targafor completion in FY 17-18. OCSD awns and operates$6.2 billion In Inhadamature assets.Through these assets OCSD collects,treats,and eltherreuses arsaierydoicharges 210 million gallons parody of wastewater. ORANGE COUNTY SANITATION DISTRICT-5 YEAR STRATEGIC PLAN (NOVEMBER 2013) strategic goals and levels of service Levels of Service In support of Protecting Public Health: ■ Receive and treat,free of fees,up to 10 MGD of dry weather urban runoff diversion flows ■ Air emissions health risk to community and employees,per one million people (for each treatment plant).Target: <10 ■ No Notices of Violation (NOVs) with air,land,and water permits ■ Respond to collection system spills within 1 hour ■ Sanitary sewer spills per 100 miles,less than 2.1 as the industry average ■ Contain sanitary sewer spills within 5 hours ■ Meet secondary treatment standards: 25 BOD-C (mg/L) ■ Meet secondary Treatment standards: 30 TSS (mg/L) ■ Frequency of unplanned use of emergency one-mile (78-inch diameter) outfall(per year during dry weather).Target: 0 times ■ Tons of biosohds to landfill through 2017 Peak Production period Qess than 100 tons) ■ Thirty-day geometric mean of total coliform bacteria in effluent after initial dilution of 250:1 (mpn) ■ Compliance with core industrial pretreatment requirements Managing and Protecting the Public's funds • Continually seeking efficiencies to ensure that the public's money is wisely spent. 4. Disinfection of Ocean Discharge—Continue discussions with the regulatory agencies and the environmental groups to gauge the response and stance related to the cessation of disinfection of the ocean discharge.Bring forward to the Board of Directors an implementation plan including the technical, financial,and societal factors associated with this decision. Target for mmplehon in FY 13-14. 5. Local Sewer Transfers—Complete transfer of 174 miles of local sewers serving parts of Tustin and unincorporated areas north of Tustin and local sewer transfers in the City of Santa Ana to be concluded by December 31,2013. Following those,no further local sewers to be transferred at the Initiation of OCSD. If a local jurisdiction is interested in OCSD transferring sewers,each request will be considered on an individual basis assuming the sewers meet the requirements identified. Target for completion in FY 13-14. Levels of Service to support Managing and Protecting the Public's funds: ■ Annual user fees sufficient to cover all O&M requirements ■ Actual collection, treatment,and disposal costs per million gallons in comparison with budget ■ Maintain AAA Bond Rating ORANGE COUNTY SANITATION DISTRICT-5 YEAR STRATEGIC PLAN(NOVEMBER 2013) Return W Aaerda Report strategic goals and levels of service Comparison of Single-Family Residential Rates S Per Year 700 600 500 400 300 ` 200 100 0 O • 0 Stakeholder Understanding and Support • Communicating our mission and strategies with those we serve and all other stakeholders. 6. Legislative Advocacy and Public Outreach—Develop a unified legislative advocacy and public outreach program to deliver our messages and positioning as a leader in the wastewater industry. Target for eomplefion in FY 13-14. • Partnering with others to benefit our customers,this region and our industry. 7. Future Water Recycling Options—Determine parmerships,needs, strategies,benefits and costs associated with recycling of Plant No. 2 effluent water.Target for completion in FY 18-19. Levels of Service to support Stakeholder Understanding and Support: ■ Meet GWRS specification of less than 5 NTU required for Plant 1 secondary effluent(NTL) ■ Provide 100 percent of specification effluent available to the Groundwater Replenishment System to maxirnize full production of purified water. ORANGE COUNTY SANITATION DISTRICT—5 YEAR STRATEGIC PLAN (NOVEMBER 2013) strategic goals and levels of service Organizational Effectiveness • Creating the best possible workforce in terms of safety,productivity,customer service,and training. 8. Workforce Planning and Workforce Development—Thus initiative is ongoing and part of a comprehensive workforce planning and development effort to ensure we have the right people with the right skills and abilities,in the right place,at the right time.Target for completion,ongoing. Levels of Service to support Organizational Effectiveness: ■ Employee injury incident rate—per 100 employees (<= 4.6) ■ Meet mandatory OSHA training requirements ■ Hours worked since last lost work day(<= 1,000,000) ■ Achieve annual agency target of days away from work,days of restricted work activity,or job transferred as a result of a work-related injury or illness (<=2.5) ■ Training hours per employee (45 per year) ■ r. From March 2010 to date,110 employees left OCSD taking 1,985 years of knowledge and experience with them.Through workforce planning and workforce development OCSD is working to ensure we have the night people with the right skills and abilities in the night place,at the right time. Pictured above Dickie Fernandez,Associate Engineer;Randa AbuShaban,Associate Engineer;and Aharon Rosenhameg Senior Mechanic. 0RANGE COUNTY SANITATION DISTRICT—5 YEAR STRATEGIC PLAN(NOVEM BER 2013) Return to Aaeada Report appendix A: issue papers In preparation for the October 2,2013 Board of Director Strategic Planning Workshop to discuss the proposed goals for 2014, staff prepared eight issue papers related to the new goals.The appendix includes issue papers on the following topics: 1. Odor Control 2.Future Biosoliids Management Options 3.Energy Efficiency 4.Disinfection of OCSD's Ocean Discharge 5.Local Sewer Transfers 6.Legislative Advocacy and Public Outreach 7.Future Water Recycling Options 8.Workforce Planning and Workforce Development �.� .� '► + f The activated.heige secondary beatment facility was Me Anal project to meet the EPA Secondary Treatment Consent Decree.This facility increased secondary bestment capacityat Plant No.1 by 60 million gallons perday. ORANGE COUNTY SANITATION DISTRICT—5 YEAR STRATEGIC PLAN (NOVEMBER 2013) odor control Should OCSD update Its Odor Control Master Plan to validate the District standards for levels of service, scope and priority for facilities Improvements? Why Is this Issue Important to the District? Although odors are inherent to wastewater,OCSD maintains a good neighbor policy and not be a odor nuisance to its neighbors. Controlling nuisance odor represents a significant operational and capital expense to OCSD. In 2007,the Levels of Service (LOS) for Odor Control were adopted by the Board as part of the Five-Year Strategic Plan.The District adopted a dilution to threshold (D/T) measurement system for a level of service goal. The standard was set for 14 D/T at Plant No. I by 2016 and 17 D/T at Plant No. 2 by 2018. This means that no odors leave the plant boundaries and affect surrounding communities. Staff believes that offsite odor impacts have been significantly reduced since the adoption of the 2007 LOS Standards.The District is continuing with its collection system chemical dosing program on four of eleven truaklines.This continuous dosing approach helps reduce corrosion and odors in the collection system and headworks of both treatment plants.Additionally,a significant number of projects have been completed, some including new odor control technologies.Projects completed since the 2007 LOS adoption that reduce offsite odor impacts include: • Steve Anderson lift Station at Plant No. 1 • Trickling Filters at Plant No. 2 • Headworks Replacement at Plant No. 2 • Solids Thickening and Processing Upgrades at Plant No.2 • Conversion of the Plant No. 1 Headworks Scrubbers from hydrogen peroxide to bleach. • Conversion of the Plant No. 2 Primary Scrubbers from hydrogen peroxide to bleach. The following projects are in the design or construction phases that will further reduce offsite odor impacts: • Sludge Thickening/Dewatering and Odor Control at Plant No. 1 • Trunk Line Odor Control Improvements at Plant No. 1 Headworks • Sludge Dewatering and Odor Control at Plant No. 2 Much of the basis for the work originally planned while adopting the current odor control standard was based on engineering studies and assumed process performance for new or altered process technologies. Recent testing of a portion of the installed odor control systems shows their performance differing from planning expectations.Thus,before moving ahead on new odor control projects, further performance assessment of the installed odor systems,including the secondary treatment facilities at both Plants and the new Headworks at Plant No.2,is appropriate.Also,new odor measurement technologies have been developed since 2007, which may provide a better odor-impact measurement than the current D/T based LOS standard. Staff is proposing to invest the time and effort to conduct a performance assessment of the existing odor systems and potentially develop alternatives for the existing D/T based LOS standards. ORANGE COUNTY SANITATION DISTRICT-5 YEAR STRATEGIC PLAN(NOVEMBER 2013) Return to Anemia Report Goals • The performance of completed odor control projects should be thoroughly evaluated to assess the actual performance versus original performance assumptions. (This will be done through an update of the Odor Control Master Plan Project SP-166.) • Future planned odor control projects involving the following Plant 1 processes -Headworks,Trickling Filter and Primary Basins,and Plant 2 Primary Basins should be combined with Asset Management scopes of work to implement comprehensive refurbishment plans that limit offsite odor impacts on a priority basis. • Reassess whether dilution to threshold is the most appropriate measurement system. This may include investigating odorant based measurement systems,or shifting the dilution to threshold system to the Engineering Design Guidelines for future comprehensive Asset Management based project designs,or develop a new level of service recommendation as pact of the odor control Master Plan (SP-166). • Assess retaining the odor complaint level of service measurement and reporting system, modifying our goal to achieve no offsite odor complaints during normal process operations. Desired Outcome • The District remains committed to being a good neighbor and limiting offsite odor impacts in a comprehensive and cost effective manner. Completion of the Odor Control Master Plan is necessary to make sure the District's investment is current and,if needed,future process systems will produce the benefits intended. � Cs n.R 6 • OCSD is committed to being a good neighbor We are committed to a serviw level of no more than 12 odoroomplalnts in the collection System and mro Complaints under nommu operating Condsions,for the plant facilities. ORANGE COUNTY SANITATION DISTRICT—5 YEAR STRATEGIC PU1N (NOVEMBER 2013) future biosolids management options Should OCSD study potential biosolids management options ahead of the 2016 request for proposals? Why is this issue important to the District? OCSD's biosolids management contract with Synagro expires in December 2016. OCSD has sent up to half of its daily biosolids production to Synagm composting facilities in Kern County,California and La Paz County,Arizona since 2002.The last full-scale biosolids management study was completed in 2003. Since that time,new biosolids management options have been developed;the markets for and regulations impacting biosolids management have changed;and the economy has weakened.All of these events have resulted in more biosolids management markets with more competitive pricing. Although there is an option to renew the Synagro contract,staff recommends studying biosohds management options to ensure that OCSD obtains the most cost effective and efficient process for its future biosolids management. Studying the current market for available biosollds management options prior to selecting a new management option or renewing the contract would ensure that OCSD has the necessary information to implement the best strategy,as well as providing OCSD staff with the knowledge on how to improve the purchasing process or develop a capital project. Due to the large costs involved in biosolids management contracts, staff seeks to develop the fairest process with the most beneficial outcome. The 2003 Long-Range Biosohds Management Plan resulted in guidelines for the diversification of biosolids products,contractors,and markets to create a sustainable biosollds program.The updated biosolids policy (2013 Board Resolution No. OCSD 2013-03) commits OCSD to a diverse portfolio of biosolids options and to recycle biosolids,among other requirements. A study of current and available biosolids recycling options will assist OCSD in selecting the right option to ensure conformance with the biosolids policy regarding diversity of management options and other criteria. Ahead of the selection of the next biosolids management option,staff recommends studying mid-term (4-10 years) and long-term (10+years) strategies for biosolids management available after 2016-17 when the Synagro contract expires,IRWD stops sending solids to OCSD,and centrifuges come online thereby reducing our biosolids production by one-third.The study of biosolids management options will include off- site and on-site facilities,new and established technologies,and biosolids markets,as well as ensuring onsite strategies are aligned with any new recommendations and research. Goals • Study available biosolids management options and costs relevant and applicable to OCSD's daily biosolids production; • Verify available biosolids management options align with new capital facilities and meet established levels of service; • Identify practical and reasonable biosolids management options considering OCSD's Biosofids Policy and relevant research information; • Develop a mechanism to allow for short-term demonstrations of viable biosolids management options; • Develop a strategy to select a management contractor or capital project for biosolids management options in the mid-term and long-term dmeframe. ORANGE COUNTY SANITATION DISTRICT-5 YEAR STRATEGIC PLAN(NOVEMBER 2013) Return to ACenda Report Desired Outcome • OCSD will have a clear mid-term and long-term strategy for biosolids management options (beginning after fiscal year 2016-2017)when the existing composting contract expires,centrifuges begin operation,and daily biosolids production is reduced by one-third. Consider on-site options. • Maintain a sustainable biosohds management program in accordance to OCSD's Biosolids Policy that includes diversification of products,markets,and contractors. OCSD takes pritle in our strict oversight of our Biosolitls contractors.Biosolids Inspector,Leyla Perez,interviewing South Rern Compost Manufacturing Faclar,staff dudngregular inspection,about one-third of our biosolids are turned to compost here. I ORANGE COUNTY SANITATION DISTRICT—5 YEAR STRATEGIC PLAN (NOVEMBER 2013) energy efficiency Should OCSD continue to expand the creation and utilization of renewable energy in wastewater management? Why is this issue important to the District? OCSD and its contractors are a significant consumer of energy. Energy is procured in the forms of electricity, natural gas,diesel fuel and gasoline.In addition,the organic sludge recovered in the wastewater treatment process is an energy rich resource which OCSD has been converting into electricity and heat for many years. OCSD seeks to minimize its overall energy usage and maximize the conversion of sludge to energy. Minimizing energy usage is designed into every project constructed by the OCSD. Capital dollars are expended when a fifecycle payback is calculated for energy efficiency.Variable speed pumping systems, ultra efficient electrical motors,and efficient aeration systems for our Activated Sludge Plants are examples of component selection for long term energy efficiency. Energy utilization is a significant factor in process technology selection when unit processes are added or replaced. Examples of this include using Trickling Filters rather than Activated Sludge Plants,and creative designs to replace collection system pump stations with gravity lines.Transportation fuels are also optimized by selection of advanced technology options. OCSD is investing in biosolids dewatering technology to reduce diesel costs and emissions for hauling biosolids. OCSD is also a leader in the conversion of organic sludge to energy. OCSD has operated anaerobic digestion which uses bacteria to convert sludge to methane gas.The methane has been used to fire boilers and generators.The reduction of sludge volume and the use of heat to pasteurize the sludge creates a useful fertilizer product with lower volume and corresponding diesel fuel input to haul the product to farms. Goals • Complete the fuel cell research evaluation and make a recommendation to the Board of Directors. • Continue to design energy efficiency into every project. • Search for new research opportunities to improve conversion of organic sludge to energy. • Search for new research opportunities to optimize processes energy and to minimize hauling energy. Desired Outcome • Reaffirm the OCSD commitment to leadership in energy efficiency and energy conversion from organic sludge to electricity,gas,and useful heat. ORANGE COUNTY SANITATION DISTRICT-5 YEAR STRATEGIC PLAN(NOVEMBER 2013) Return to Aaenda Report disinfection of OCSD's ocean discharge Should OCSD stop the disinfection of effluent? Why is this issue important to the District? During the summer of 1999, stretches of Orange County beaches were dosed due to elevated levels of fecal indicator bacteria. In response,Orange County Sanitation District(OCSD) and numerous other organizations conducted extensive studies to determine the source(s) of this contamination.The outcome of these studies recognized several potential sources,including buds,Talbert Marsh and the Santa Ana River discharge, and groundwater contamination.A trunk line near the coast and the effluent plume discharging from the OCSD's 5 mile outfall were also investigated,but were not found to be contributing sources of bacterial contamination. However,in an effort to be proactive and insure protection of public health,in 2002 OCSD began disinfection of its final effluent using chlorine at both treatment plants as a temporary measure to eliminate any uncertainty. In 2006,OCSD observed degradation of marine fife near the ocean outfall. Staff conducted 10 individual studies targeting potential causes for these observed effects.Results showed that the OCSD's use of chlorine for ocean outfall disinfection was highly correlated with the observed effects and is therefore the likely cause of the decline in biological communities near the outfall. In addition, staff performed a historical analysis using the most recent 14-years of bacterial data from beaches monitored by OCSD in order to assess if public health protection improved since the initiation of OCSD's disinfection of its ocean discharge.The results from this assessment showed that disinfection of OCSD wastewater at an average annual cost of$4.18 million dollars over the 14 year period had no measurable public health benefit. Regardless of disinfection,bacteria concentrations did not change significantly,either temporally or spatially,at Orange County beaches. A 2008 review of OCSD's disinfection practices by a 9 member independent panel of experts organized by the National Water Research Institute produced a recommendation to re-evaluate the need for disinfection once full-secondary treatment was achieved.With full secondary treatment now in place,these studies indicate no public health benefit has been gained;there are negative impacts to the biological community near OCSD's ocean outfall and going forward disinfection costs OCSD's rate payers approximately $500,000 annually. Goal • Cessation of disinfection of OCSD's effluent Desired Outcome • Requirement to disinfect long outfall removed from our ocean discharge permit. • Full recovery of marine life around the ocean outfall. ORANGE COUNTY SANITATION DISTRICT—5 YEAR STRATEGIC PLAN (NOVEMBER 2013) local sewer transfers Should the Sanitation District continue its efforts to transfer local sewers to member cities and sewering agencies? Why is this issue important to the District? The Strategic Plan of November 2007 recommended transferring back to cities local assets that are not serving a true regional purpose. Successor Strategic Plans reaffirmed this initiative.This allows OCSD to focus staffs full attention on the medium and larger diameter regional sewer pipes and pumping facilities that we own and operate,i.e.,our core business. Background Since 1984,we have successfully transferred 61 miles of our sewers and 2 pumping facilities to member cities and sewering agencies. Most recently we Transferred 3 miles of local sewers to the City of Anaheim. We anticipate completing the transfer of an additional 174 miles of local sewers serving parts of Tustin and unincorporated areas north of Tustin by December 31,2013. OCSD Resolution No. 11-11 provides the criteria for classifying a local facility as compared to a regional facility. Regional facilities transport combined flows from two or more jurisdictions.Local facilities are directly connected to the properties they serve and allow the local utility to assess and collect local fees for service including reserves for future replacement. Local facilities also transport flows within the boundaries of the city or sewering agency to the point of connection at the downstream OCSD regional sewer. Discussions are underway with staff in Newport Beach,Huntington Beach, Santa Ana, Orange and Costa Mesa Sanitary District to Transfer about 72 miles of sewers and 6 pumping facilities serving only local purposes. All cities and sewering agencies must establish appropriate local fees for services as mandated by state regulations. The GM's FY 13/14 Proposed Work Plan recommends that we seek the Board's input on whether to continue to pursue transfers of local sewers and pumping facilities to local sewer agencies. Desired Outcome • Gain Board support for the current direction as is or, • Seek Board input and support for desired changes in the current Resolution or program. ORANGE COUNTY SANITATION DISTRICT-5 YEAR STRATEGIC PLAN(NOVEMBER 2013) Return to Aaenda Report legislative advocacy and public outreach Should OCSD expand its legislative advocacy and public outreach efforts? Why is this issue important to the District? As a special district,we owe it to our ratepayers to keep them apprised of our efforts to accomplish our mission of protecting public health and the environment.A mandated Proposition 218 notice is among the only points of communication that we have with our customers. It is far more effective for OCSD to reach out to the communities we serve throughout the year to describe our cost management efforts,our budget process,audits, findings,and capital improvement projects. As the largest regional wastewater utility in Orange County,and the third largest west of the Mississippi River, OCSD recognizes the need for an active state and federal legislative advocacy program to ensure that the interests of the ratepayers and board of directors are protected. Towards that end, staff monitors activities in Sacramento and Washington,D.C., and,with the assistance of our legislative advocates,takes appropriate action to support or oppose legislative initiatives. A unified legislative advocacy and public outreach program is essential in delivering our messages and positioning the District as a leader in our field. Goals • Establish a special comnTiree of the Board of Directors to oversee and guide development of the legislative and public outreach program. • Develop a legislative advocacy strategic plan to set priorities for state and federal elected official outreach. • Track bills and legislative activities. • Identify and pursue grant funding opportunities. • Analyze and lobby on behalf of proposed legislation that may impact the District. • Carry out public outreach and legislative advocacy activities in support of the policy guidance contained in the strategic plan. • Promote What 2 Flush outreach program that educates the public about the importance of infrastructure investment and supports the District's mission to protect the public's health and the environment. Desired Outcome • Position OCSD as a leader in innovative solutions to infrastructure issues. • Secure additional funding for OCSD programs. • Educate the public about OCSD's purpose,mission,and the services we provide. ORANGE COUNTY SANITATION DISTRICT—5 YEAR STRATEGIC PLAN (NOVEMBER 2013) future water recycling options Should OCSD study the possibility of expanding water recycling to Treatment Plant No. 2 in Huntington Beach? Why is this issue important to the District? Water demands are forecasted to increase in north and central Orange County, emphasizing the importance of water recycling to boost local water resources and reduce dependence on imported water. Estimated water demands in the OCSD and Orange County Water District service area are projected to increase from approximately 480,000 acre-feet per year up to 558,000 acre-feet per year in 2035 (OCWD,"Long Term Facilities Plan",2009). Presently,about one-third of the area's water demands are supplied with imported water. To bolster local Supplies, OCSD and OCWD have jointly sponsored renowned water recycling projects such as the Groundwater Replenishment System and the Green Acres Project.Yet,about half of OCSD's treated wastewater is lost to ocean disposal.Treated wastewater from OCSD's Plant No. 2 could be used as source water for water recycling,via groundwater recharge, a purple pipe irrigation system,and/or wedands restoration. This Project will help OCSD, along with its partner OCWD,determine if Plant No. 2 effluent could be used as feedwater to support expansion of the Groundwater Replenishment System or for a new reclamation facility.More water recycling will help serve Orange County's escalating water demands, maximizing local water independence, enhancing supply reliability,restoring and protecting wetlands,and shielding against droughts. Goals • Develop alternative Treatment and utilization alternatives for Plant No. 2 effluent including potential technologies and partnerships; • Create an evaluation methodology to weigh the benefits,costs,and risks of each alternative, • Compaxe alternatives and make recommendations for the best apparent project(s) and parmer(s) to be implemented. Desired Outcome • OCSD will begin to plan for the highest and best utilization of effluent water at Treatment Plant No.2. ORANGE COUNTY SANITATION DISTRICT—5 YEAR STRATEGIC PLAN(NOVEMBER 2013) Return to Aaenda Rom workforce planning and workforce development Should OCSD advance the workforce planning and workforce development Initiative as a means to ensure workforce capabilities match the work required to meet the mission and levels of service? Why Is this Issue Important to the District? OCSD continues to face staffing challenges.Since March 2010 to date, 110 employees have left OCSD taking 1,985 years of knowledge and experience with them.Based on retirement eligibility today,analysis of OCSD core wastewater occupations and management positions indicates potential job replacement rates of over 38%and 57%,respectively.Robust technical skills training and leadership development efforts are in place to deal with the challenges.It is essential that OCSD continues to act on preparing for future staffing needs and ensuring access to qualified applicants while developing the existing workforce. The workforce planning and workforce development (WFPD) programs position organizations for unproved performance by ensuring that workforce capabilities match the work required to meet their mission and levels of service.To that end,it is important to have a diverse,competitive group competing for a position instead of simply hiring the next person in line based on time on the job.This Initiative will continue to help OCSD get the right people with the right skills in the right positions at the right time. Ongoing efforts aimed at District-wide WFPD activities are necessary to ensure the ongoing delivery of efficient and effective levels of service to meet our mission.Workforce planning reinforces authorized staffing levels while addressing future needs and changing work requirements.Workforce development strengthens the workforce by preparing employees for future opportunities and focusing efforts on growth of technical skills to ensure staff is well-trained. It is important that WFPD remains an OCSD Strategic Plan Goal for the Board of Directors to emphasize to District management that rbis issue requires organization-wide attention and resource allocation. Goals • Develop and implement workforce plans that ensure critical work is performed,identify new ways to perform work,and meet future workforce needs. • Enhance OCSD's ability to recruit highly qualified,diverse staff. • Develop employees to meet workforce demands. • Actively manage employee performance to ensure OCSD goals are met. • Create an environment that encourages retention of employees. Desired Outcome • Integrate WFPD efforts to ensure workforce capabilities match work required to meet the mission and levels of service. ORANGE COUNTY SANITATION DISTRICT—5 YEAR STRATEGIC PLAN (NOVEMBER 2013) appendix B summary of accomplishments Goal Completed FY 07-08 FY 08-09 FY 09-10 FY 10-11 FY 11-12 FY 12-13 FY 13-14 SARI Line Relocation-Work in conjunction with the County of Orange and the Federal Government to relocate the SARI Line by December 31, 2013. Management System for Environmental Compliance-Implement a management control system for environmental • compliance information that incorporates a dashboard-style report. Contaminants of Potential Concern (CPC)-Complete three phase testing and analysis of 550+CPC, prepare report on findings and recommendations,develop initial source control strategy if they are Cll identified that require control. Climate Change/Greenhouse Gases Develop an overall strategy for responding to climate change regulations and proactively adapting to the effects of climate change including identification and mitigation of greenhouse gases and adaptingto any impacts to our facilities and operations. Develop models to estimate greenhouse gas and traditional pollutant emissions for determination of our environmental footprint.(Functional predictive greenhouse gas model completed) Engine Emission Compliance Complete study to evaluate alternatives for complying with lower emission limits in the South Coast Air Quality Management's Rule 1110.2. Initiate • planning and design of demonstration testing of most promising technologY(s) identified in the study. Implement capital improvements or operational modifications in order to achieve compliance.. Providing Ongoing Leadership Development-Maximize the development of a pool of dedicated and talented • employees ready to lead OCSD into the future. ORANGE COUNTY SANITATION DISTRICT—5 YEAR STRATEGIC PLAN(NOVEMBER 2013) Return b ACenda Report summary of accomplishments Goal Completed FY 07-08 FY 08-09 FY 09-10 FY 1011 FY 11-12 FY 12-13 FY 13-14 Fuel Cell Evaluation Start up 300kW demonstration unit.. • Evaluate cost feasibility of replacing or supplementing CGS engines with fuel • cell. Reclaiming Santa Ana River Interceptor Line(SARI)Flows-Meet with stakeholders,develop a list of obstacles that need to be overcome to reclaim the • SARI Line and develop a strategy to obtain regulatory approval to reclaim SARI Line flows. This goal was canceled due to inability to obtain regulatory approval. Sewer Rate for Green Development- Submitfor Board approval an amendment • to sewer rate ordinance with incentives for green developments. Complete Facilities Master Plan Update -Complete a comprehensive update of • the Facilities Master Plan and obtain Board approval Enterprise Information Technology Strategic Plan -Complete a District-wide • Information Technology Strategic Plan. Updating OCSD's Risk Register- Review and update OCSD's risk register to include an assessment of technical,regulatory, • financial,and political risks(among others) and possible mitigation strategies Annex Unincorporated Areas-With Board concurrence,annex unincorporated • areas onto OCSD's service area. Review Interagency Agreements- Conduct a comprehensive review of agreements with the Santa Ana Watershed • Project Authority and Irvine Ranch Water District,and, if appropriate, reopen for discussion. Strategic Business Plan -With Board concurrence,annually update and • implementthe Strategic Plan and Business Plan. ORANGE COUNTY SANITATION DISTRICT-5 YEAR STRATEGIC PLAN (NOVEMBER 2013) summary of accomplishments Goal Completed FY 07-08 FY 08-09 FY 09-10 FY 10-11 FY 11-12 FY 12-13 FY 13-14 Business Accountability Charters- Create Business Accountability Charters • for each department consistent with those developed by managers and supervisors. Chemical Supplies- Develop a Chemical Sustainability Plan that provides OCSD with options for obtaining wastewater treatment • Chemicals during chemical shortages, emergencies or complete stoppages. Chemical Sustainability-Ensure a reliable and sustainable chemical supply using multiple vendor contracts to reduce the • risk of supply disruption while benefiting from competitive pricing. Full-Cost Recovery 2010-11-Conduct a comprehensive review of the Sanitation • District's Urban Runoff Program to ensure a fair share recovery of costs for services. Full-Cost Recovery 2012-13-Implement a direct charging mechanism to recover the full cost of urban runoff treatment starting July 1,2013 when the new rate structure • is in place. This gal was canceled in FY 12- 13 to allow additional urban runoff at no cost to the local jurisdiction. Groundwater Replenishment System- Maximize the production of GWR System product water to augment and protect the • Orange County groundwater basin with a goal of 70 mgd. Sustainable Blosolids Program Complete new in-county Compost Take- • Back Program Plan Strategy. Evaluate the feasibility of deep injection/methane recovery including commissioning a study of the geological • formations below Plants 1 and 2,and availability and acceptability of any existing wells Evaluate option of processing some biosolids at the City of Los Angeles • Terminal Island demonstration well. Implement Energy Master Plan -After the completion of the plan,assess final recommendations to ensure • adequate power resources and energy management. ORANGE COUNTY SANITATION DISTRICT-5 YEAR STRATEGIC PLAN(NOVEMBER 2013) Return b Aaenda Report summary of accomplishments Goal Completed FY 07-08 FY 08-09 FY 09-10 FY 1011 FY 11-12 FY 12-13 FY 13-14 Disinfection of Final Effluent-Develop a cost effective program to sustain protection of public health associated with • bacteria in the effluent and incorporate program elements into our NPDES Permit. Ocean Protection - Undertake studies to determine the cause of benthic community Changes near the ocean outfall and take • corrective action to return affected areas to reference conditions. Space Planning Study Recommendations -Complete relocation of staff housed in Information Technology Trailers, • Administration Building,Control Center and Building 6. Improve the Sanitation District Security- Provide long-term security enhancements • at both treatment plants and within OCSD's Collection System. Safety and Health Strategic Plan - Develop and implement a Safety and • Health Strategic Plan for all OCSD activities. Human Resources Strategic Plan- Design,develop and implement human resources policies,practices,systems and • tools to ensure OCSD has a workforce that meets future needs of OCSD and the public it serves. Succession Plan-Implement the Succession Management Plan including • management training and the creation of a Leadership Academy. North County Yard - Open the North County Maintenance Yard and complete the relocation of selected staff and equipment to the facility. Implement flex • space for added agency-wide needs as appropriate. This goal was canceled in FY 10-11 and the facility is currently being leased. Five-Year Rate Plan - Prepare an updated 5-year rate schedule for Board • consideration to go into effect July 1,2013 Sustainable Biosolids Program-Conduct research to reduce the amount of biosolids • produced and increase digester gas production ORANGE COUNTY SANITATION DISTRICT—5 YEAR STRATEGIC PLAN (NOVEMBER 2013) appendix C: glossary Activated-sludge process—A secondary biological wastewater treatment process where bacteria reproduce at a high rate with the introduction of excess air or oxygen,and consume dissolved nutrients in the wastewater. Biochemical Oxygen Demand(BOD)—The amount of oxygen used when organic matter undergoes decomposition by microorganisms.Testing for BOD is done to assess the amount of organic matter in water. Biosolids—Biosolids are nutrient rich organic and highly treated solid materials produced by the wastewater treatment process.This high-quality product can be recycled as a soil amendment on farm land or further processed as an earth-like product for commercial and home gardens to improve and maintain fertile soil and stimulate plant growth. Business Accountability Charters—A business unit strategic plan. 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. colt are the most common bacteria in wastewater. Collections system—In wastewater,it is the system of typically underground pipes that receive and convey sanitary wastewater or Storm water. Certificate of Participation (COP)—A type of financing where an investor purchases a share of the lease revenues of a program rather than the bond being secured by those revenues. Contaminants of Potential Concern (CPC)—Pharmaceuticals,hormones,and other organic wastewater contaminants. Dashboard—A computer based business tool used to visually track performance. Dilution to Threshold(D/T)—the dilution at which the majority of the people detect the odor becomes the D/T for that air sample. 1,4-Dioxane—A chemical used in solvents for manufacturing, fumigants and automotive coolant.Like NDMA,it occurs in the Groundwater Replenishment System water and is eliminated with hydrogen peroxide and additional ultra-violet treatment. 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 redamation 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 will provide 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. Million gallons per day(mgd)—A measure of flow used in the water industry. Most Probable Number(MPN)—Number of organisms per 100 ml that would yield a rest result or the observed test result with the greatest frequency. Commonly used for coliform bacteria. 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. ORANGE COUNTY SANITATION DISTRICT-5 YEAR STRATEGIC PLAN(NOVEMBER 2013) Return b Aaeada Report appendix C: glossary National Biosofids 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. O&M—Operations and maintenance of the treatment plants facilities and collections system. Publicly-owned Treatment Works (POTW)—Municipal wastewater treatment plant. Recycling—The conversion of solid and liquid waste into usable materials or energy. Risk Register—An internal document that describes vulnerabilities of the Sanitation District. 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 MS)—The amount of solids floating and in suspension in wastewater. Trickling filter—A biological secondary treatment process in which bacteria and other microorganisms, growing as slime on the surface of rocks or plastic media,consume nutrients in wastewater as it trickles over them. Urban runoff—Water from city streets and domestic properties that carry pollutants into the stone 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. ORANGE COUNTY SANITATION DISTRICT—5 YEAR STRATEGIC PLAN (NOVEMBER 2013) J , . •- ss -T r - 5 J i Strategic Planning Project Team Jennifer Cabral Principal Staff Analyst Barbara Collins Principal Financial Analyst Gregg Deterding Graphics Coordinator Thank you to the entire management team, staff analysts, and support staff for your time and effort on this project. i� p29 Return to Aaerda Report SAMITI T m '5� O m i 9 90l am2 f�l/NI THE EMVVPai Reclamation Plant No. 1 (Administration Offices) 10844 Ellis Avenue • Fountain Valley,California 92708 • 714.962.2411 Treatment Plant No. 2 22212 Brookhurst Street • Huntington Beach,California 92646 www.ocsewers.com ® You m««wp�3 ITEM NO. B 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 November 6, 2013, at 5:00 p.m. at the District's Administrative Office. A quorum was declared present, as follows: Operations Directors Present: Staff Present: Tom Beamish, Chair Jim Herberg, General Manager Keith Curry Nick Kanetis, Director of Engineering Steve Jones Nick Arhontes, Director of Facilities Support Lucille Kring Services Brett Murdock Lorenzo Tyner, Director of Finance & Steve Nagel Administrative Services Greg Sebourn Jeff Reed, Director of Human Resources David Shawver Maria Ayala, Clerk of the Board Constance Underhill (Alternate) Dean Fisher Troy Edgar, Board Chair Todd Haynes John Anderson, Board Vice Chair Jim Spears Rob Thompson Operations Directors Absent: Michael Levitt Others Present: Scott Nelson Brad Hogin, General Counsel John Nielsen Fred Smith PUBLIC COMMENTS: No public comments. REPORT OF COMMITTEE CHAIR: Tom Beamish, Committee Chair, did not provide a report. REPORT OF GENERAL MANAGER: Jim Herberg, General Manager, did not provide a report. DEPARTMENT HEAD REPORT: Nick Kanetis provided an update on the P1-101 project construction contract. 11/06/13 Operations Committee Minutes Page 1 of 5 CONSENT CALENDAR: The Clerk of the Board announced the following two changes: - Correction to Agenda Item 1, Alternate Director Constance Underhill was present at the October 2, 2013 Operations Committee Meeting. - Correct the amount on Agenda Item 7 to reflect the amount in the Agenda Report as: 7A to be $606,622 and 7B to be $60,662. 1. MOVED, SECONDED, and DULY CARRIED: Approve Amended Minutes of October 2, 2013, Operations Committee Meeting. 2. MOVED, SECONDED, and DULY CARRIED: Recommend to the Board of Directors to: Authorize the General Manager to negotiate a Professional Consultant Services Agreement with Brown & Caldwell for construction support services for the Newport Force Main Rehabilitation, Project No. 5-60. 3. MOVED, SECONDED, and DULY CARRIED: Recommend to the Board of Directors to: Authorize the General Manager to negotiate a Professional Consultant Services Agreement with Black & Veatch Corporation (Black & Veatch) for construction support services for CenGen Emissions Control, Project No. J-111. 4. MOVED, SECONDED, and DULY CARRIED: Recommend to the Board of Directors to: Authorize the General Manager to negotiate a Professional Consultant Services Agreement with HH Framer Architects, Inc. (HH Framer) for construction support services for the Operations Center Entrance/Building Repairs, Project No. J-122. 5. MOVED, SECONDED, and DULY CARRIED: Recommend to the Board of Directors to: A. Award a contract to the lowest responsive and responsible bidder, Danny Letner DBA Letner Roofing Company, for Plant 2 Operations Center Roof Replacement Specification No. FR13-006, for a total amount not to exceed $220,000; and B. Approve a contingency of$44,000 (20%). 11/06/13 Operations CommRtee Minutes Page 2 of 5 6. MOVED, SECONDED, and DULY CARRIED: Recommend to the Board of Directors to: A. Approve Amendment No. 2 to the Professional Design Services Agreement with Atkins North America, Inc. for Final Effluent Sampler and Building Upgrades, Project No. J-110, for an additional amount of $163,300, increasing the total amount not to exceed $2,068,891; and B. Approve a contingency increase of $71,865 for a total contingency of $248,267 (12%). 7. MOVED, SECONDED, and DULY CARRIED: Recommend to the Board of Directors to: A. Approve a Professional Consultant Services Agreement with The Austin Company to provide construction support services for Maintenance Area building Improvements and Building H Demolition, Contract No. P1-115A, part of Title 24 Access Compliance and Building Rehabilitation Project, Project No. P1-115, for an amount not to exceed $680,226 $606,622; and B. Approve a contingency of$69,023 $60,662 (10°/%). 8. MOVED, SECONDED, and DULY CARRIED: Recommend to the Board of Directors to: A. Rescind July 24, 2013 Board Meeting Minute Order#4 awarding a service contract to Specialized Reuse and Recycling for biosolids hauling service bid, Specification No. S-2013-579BD, due to the vendor's failure to comply with insurance requirements; and B. Award a service contract to the second lowest responsive and responsible bidder, Sierra Transport, Inc., for Specification No. S-2013-579BD, to haul the Orange County Sanitation District's biosolids from Reclamation Plant No. 1 and/or Treatment Plant No. 2 to Orange County Waste and Recycling's Prima Deshecha landfill, for the period from December 2, 2013 through December 1, 2014, at the unit price of $12.80 per ton coupled with a fuel surcharge, for an estimated annual contract amount not to exceed $473,000 per year, with four one-year renewal options; and C. Approve hauling to alternative sites at a unit price of $2.75/ton/mile within 50-100 miles and $2.35/ton/mile within 101-200 miles; and D. Approve a (10%) unit price contingency for both primary and alternate unit prices. 11/06/13 Operations Committee Minutes Page 3 of 5 NON-CONSENT ITEMS: Nick Kanetis gave a brief report to explain the need for emergency action in this matter and the need for ratification. Director Sebourn arrived at 5:08 p.m. during Mr. Kanetis' report. 9. MOTION, SECONDED, and DULY CARRIED: Recommend to the Board of Directors to: Ratify the General Manager's Use of Emergency Purchasing Authority Pursuant to Delegation of Authority Resolution 07-04, Section 3.09, approving a contingency increase of $1,237,800 (20%) to the construction contract with Mike Bubalo Construction Co., Inc. for the Dover Drive Trunk Sewer Relief, Contract No. 5-63, for a total contingency of$1,856,700 (30%). Director Jones arrived at 5:14 p.m. Nick Kanetis provided a PowerPoint presentation on the current status of the OCSD administrative facilities. 10. MOTION, SECONDED, and DULY CARRIED: Recommend to the Board of Directors to: A. Approve a budget decrease of $800,000 to Title 24 Access Compliance and Building Rehabilitation Project, Project No. P1-115, for a total budget of $31,982,778. B. Establish a budget for Administrative Facilities Implementation Planning, Project No. SP-194, in the amount of$800,000; and C. Authorize the General Manager to issue a Request for Proposal for architectural and engineering services to prepare an Administrative Facilities Implementation Plan for the replacement of Orange County Sanitation District's existing administration facilities as part of said project; and D. Authorize the General Manager to negotiate a Professional Services Agreement for said project with the most qualified firm to be awarded at a future Board of Director's meeting. INFORMATION ITEMS: 11. Quarterly Odor Complaint Report Jim Spears, Operations Manager, provided a quarterly update on Odor Complaints. He provided updated information, the District's response plan, and future action to be taken. 11/06/13 Opemtions CommRtw Minutes Page 4 d 5 12. Southwest Costa Mesa Trunk, Project No. 6-19 Dean Fisher, Engineering Manager, provided a brief report on sewage flows from Costa Mesa and Newport Beach to Plant 2. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: Director Shawver asked that staff give consideration to preserve existing fixtures when contemplating new construction on the administrative offices facilities. ADJOURNMENT: Committee Chair Beamish declared the meeting adjourned at 5:50 p.m. Submitted by: Maria E. Ayala Clerk of the Board 11/06/13 Operations Committee Minutes Page 5 of 5 OPERATIONS COMMITTEE Neeting Dare TOBA.of Dlr. 11/06/13 11/20/13 AGENDA REPORT Item Number Item Numbe z Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Nick Kanetis, Director of Engineering CIP Project Manager: Martin Dix SUBJECT: NEWPORT FORCE MAIN REHABILITATION, PROJECT NO. 5-60 GENERAL MANAGER'S RECOMMENDATION Authorize the General Manager to negotiate a Professional Consultant Services Agreement with Brown & Caldwell for construction support services for the Newport Force Main Rehabilitation, Project No. 5-60. SUMMARY This project will rehabilitate the Newport Force Main system located on Pacific Coast Highway in Newport Beach between Bitter Point Pump Station and Dover Drive. The project will use various rehabilitation methods, including cured-in-place pipe rehabilitation, open cut method replacement, and tunneling for replacement of pipe in difficult to access locations. More than half of the force main system will be rehabilitated rather than replaced to minimize impacts to the community, businesses, tourism, and the environment. Brown & Caldwell has successfully provided Preliminary Design and Final Design services for this project and is in the best position to provide construction support services to maintain design continuity through the completion of the project. The proposed engineering services during construction will include reviewing submittals, responding to Contractor's Requests for Information, reviewing and preparing design changes, preparing record drawings, and assisting in closeout of the project. The construction contract is scheduled to be awarded in March 2014. Staff is requesting authorization to negotiate construction support services with Brown & Caldwell so that the agreement will be approved in conjunction with award of the construction contract. PRIOR COMMITTEE/BOARD ACTIONS December 2011 — Approved a Professional Design Services Agreement with Brown & Caldwell for engineering design services for Newport Force Main Rehabilitation, Project No. 5-60, for an amount not to exceed $1,944,364 and approved a contingency of $388,873 (20%). Page 1 of 2 ADDITIONAL INFORMATION None. CEQA The Newport Force Main Rehabilitation, Project No. 5-60, is within the scope of the Program Environmental Impact Report (PEIR) for the Collection System Improvement Plan, SCH #2006101018, certified in August 2007. Pursuant to CEQA Guidelines section 15168(c)(4), the Orange County Sanitation District (Sanitation District) is preparing an addendum to the PEIR to cover the greenhouse gas emissions section which was not included in the original PEIR. BUDGET/DELEGATION OF AUTHORITY COMPLIANCE This request complies with authority levels of the Sanitation District's Delegation of Authority. This item has been budgeted (FY2013-14 Update, Page A-7, Item 24) and the budget is sufficient for the recommended action. ATTACHMENTS None. NK:MD:dm:gc Page 2 of 2 OPERATIONS COMMITTEE Neeting Dare TOBA.Of DIr. 11/06/13 11/20/13 AGENDA REPORT Item Number Item Number 3 a Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Nick Kanetis, Director of Engineering CIP Project Manager: Jeff Mohr SUBJECT: CENGEN EMISSIONS CONTROL, PROJECT NO. J-111 GENERAL MANAGER'S RECOMMENDATION Authorize the General Manager to negotiate a Professional Consultant Services Agreement with Black & Veatch Corporation (Black & Veatch) for construction support services for CenGen Emissions Control, Project No. J-111. SUMMARY This project will provide new emissions reduction systems for the central generation engines at both plants to comply with new air quality regulations. The project will also include two elements related to heat recovery that will reduce the electrical and natural gas costs. Black & Veatch Corporation has successfully provided Preliminary Design and Final Design services for this project and is in the best position to provide construction support services to maintain design continuity through the completion of the project. The proposed engineering services during construction will include reviewing submittals, responding to Contractor's Requests for Information, reviewing and preparing design changes, preparing record drawings, and assisting in closeout of the project. The construction contract is scheduled to be awarded in April 2014. Staff is requesting authorization to negotiate construction support services with Black & Veatch so that the agreement will be approved in conjunction with award of the construction contract. PRIOR COMMITTEE/BOARD ACTIONS July 2013 — Approved a contingency increase of $59,661 (3%) to the Professional Design Services Agreement with Black & Veatch Corporation for CenGen Emissions Control, Project No. J-111, for a total contingency of$ 258,529 (13%). May 2012 - Approved a Professional Design Services Agreement with the Black & Veatch Corporation for engineering design services for Central Generation Emissions Control at Plant No. 1 and Plant No. 2, Project No. J-111, for an amount not to exceed $1,988,683, and approved a contingency of$198,868 (10%). Page 1 of 2 ADDITIONAL INFORMATION None. CEQA A Notice of Exemption for this project was filed on September 24, 2012. BUDGET/DELEGATION OF AUTHORITY COMPLIANCE This request complies with authority levels of the Orange County Sanitation District's Delegation of Authority. This item has been budgeted (FY2013-14 Update, Page A-10) and the budget is sufficient for the recommended action. ATTACHMENTS None. JM:dm:gc Page 2 of 2 OPERATIONS COMMITTEE Neeting Dare TOBA.of Dlr. 11/06/13 11/20/13 AGENDA REPORT Item Number Item Number 4 9 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Nick Kanetis, Director of Engineering CIP Project Manager: Jeff Mohr SUBJECT: OPERATIONS CENTER ENTRANCE/BUILDING REPAIRS, PROJECT NO. J-122 GENERAL MANAGER'S RECOMMENDATION Authorize the General Manager to negotiate a Professional Consultant Services Agreement with HH Framer Architects, Inc. (HH Framer) for construction support services for the Operations Center Entrance/Building Repairs, Project No. J-122. SUMMARY This project will repair differential settlement issues at the entrance of the Plant No. 2 Operations Center Building (Operations Center) that has sustained damage to the front of the building. The project will mitigate settlement by removing the foyer entrance structure and replacing it with a new front facade and stairway, making soil/foundation improvements, and installing a new at-grade entryway. Additional project elements include modifying the restrooms on the main floor to comply with State-mandated accessibility requirements. HH Framer has successfully provided Preliminary Design and Final Design services for this project and is in the best position to provide construction support services to maintain design continuity through the completion of the project. The proposed engineering services during construction will include reviewing submittals, responding to Contractor's Requests for Information, reviewing and preparing design changes, preparing record drawings, and assisting in closeout of the project. The construction contract is scheduled to be awarded in March 2014. Staff is requesting authorization to negotiate construction support services with HH Framer so that the agreement will be approved in conjunction with award of the construction contract. PRIOR COMMITTEE/BOARD ACTIONS December 2012 — Approved a contingency increase of $32,200 (17%) to the Professional Design Services Agreement with HH Framer Architecture Inc. for Operations Center Entrance and Building Repairs, Project No. J-122, for a total contingency of$60,370 (32%). Page 1 of 2 November 2011 — Approved a Professional Design Services Agreement with HH Framer Architects, Inc. for professional design services for Operations Center Entrance/Building Repairs, Project No. J-122, for an amount not to exceed $187,800 and approved a contingency of$28,170 (15%). ADDITIONAL INFORMATION None. CEQA A Notice of Exemption for this project was filed on July 30, 2012. BUDGET/DELEGATION OF AUTHORITY COMPLIANCE This request complies with authority levels of the Sanitation District's Delegation of Authority. This item has been budgeted (FY2013-14 Update, Page A-11) and the budget is sufficient for the recommended action. ATTACHMENTS None. JM:dm:gc Page 2 of 2 OPERATIONS COMMITTEE Neetlng Dare TOBA.of Dlr. 11/06/13 11/20/13 AGENDA REPORT Item Number Item Numbe 6 30 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Nick Arhontes, P.E., Director of Facilities Support Services Engineering Manager: Mark Esquer, P.E., Facilities Support Services Project Manager: John Falkenstein, P.E. SUBJECT: PLANT 2 OPERATIONS CENTER ROOF REPLACEMENT SPECIFICATION NO. FR13-006 GENERAL MANAGER'S RECOMMENDATION A. Award a contract to the lowest responsive and responsible bidder, Danny Letner DBA Letner Roofing Company, for Plant 2 Operations Center Roof Replacement Specification No. FR13-006, for a total amount not to exceed $220,000; and B. Approve a contingency of$44,000 (20%). SUMMARY This project will replace the Plant 2 Operations Center building roof covering and insulation. This existing roof has many leaks and is at the end of its 20 year useful life. The building houses sensitive electrical equipment, offices, laboratory, and staff associated with plant operations. The Plant 2 Operations Center roof is 11,000 square feet. The new roof will be under warranty by the manufacturer for a period of 20 years. The Orange County Sanitation District (Sanitation District) advertised for bids on August 5, 2013. Eight sealed bids were received on September 12, 2013. The bids were evaluated in accordance with the Sanitation District's policies and procedures. Danny Letner DBA Letner Roofing Company was deemed the lowest responsive, responsible bidder. Staff recommends awarding a contract to Danny Letner DBA Letner Roofing Company for Plant 2 Operations Center Roof Replacement Specification No. FR13-006, for a total amount not to exceed $220,000. The estimated duration of this project is 60 calendar days. The actual work will take approximately one week to complete and will be scheduled during a period when no rain is forecasted. 20% contingency is being proposed due to unforeseen conditions such as damaged steel decking or plywood. Page 1 of 3 Summary information on the bid opening for Plant 2 Roof Replacement Specification No. FR13-006 is as follows: Engineer's Estimate $ 180,000 Bidder Amount of Bid Danny Letner DBA Letner Roofing Company $ 220,000 BEST Contracting Services, Inc. $ 258,900 ADS Inc. dba Superior Roofing $ 260,420 Chapman Coast Roof $ 265,000 Cool Roofing Systems, Inc. $ 283,400 Rite-Way Roof Corporation $ 315,461 FC And Sons Roofing, Inc. $ 319,351 Tecta America $ 346,500 PRIOR COMMITTEE/BOARD ACTIONS None. ADDITIONAL INFORMATION A report prepared by Weatherproofing Technologies Inc. in May 13, 2010 provided a detailed assessment of the condition of the existing roof. The report recommended replacement of the roof covering and insulation due to the deteriorated condition of the roof covering, insulation, and leakage into the interior of the buildings during inclement weather. An asbestos survey report was prepared on July 9, 2002 by Health Science Associates, and listed asbestos containing materials in the existing roof. Removal of asbestos containing material is included in the Letner Roofing Company Bid. CEQA The FE13-006 project has been determined to be categorically exempt in accordance with Section 15302 (c) of the California Environmental Quality Act. A Notice of Exemption was filed on September 13 ,2013. BUDGET/DELEGATION OF AUTHORITY COMPLIANCE This request complies with authority levels of the OCSD's Delegation of Authority. This repair will be funded through the Small Capital Replacement /Rehabilitation Project SP-34 (Budget Update Fiscal Year 2012-2013 and 2013-2014 Misc. & Support Projects; Section 8 — Page 111). This Small Capital fund is used to pay for capital repairs and/or direct replacements. The SP-34 budget is adequate to cover this project. Date of Approval Contract Amount Continnencv 11/20/13 $220,000 $44,000 Page 2 of 3 ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.coml with the complete agenda package and attachments: • Service Agreement (7 pages) ME:JF:eh Page 3 of 3 Return to Mende Report SERVICE CONTRACT Plant 2 Operations Center Roof Replacement Specification No. FR13-006 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 Danny Letner, Inc. (dba: Leiner Roofing Co.) with a principal business at 1490 North Glassell Street, Orange, CA 92867 (hereinafter referred to as "Contractor") collectively referred to as the "Parties". WITNESSETH WHEREAS, OCSD desires to retain the services of Contractor for replacement of the Operations Center Roof and OCSD Plant No.2"Services"; and WHEREAS, OCSD has chosen Contractor to conduct Services in accordance with Purchasing Resolution No. OCSD07-04; and WHEREAS, on November 20, 2013, the Board of Directors of OCSD, by minute order, authorized execution of this Contract 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 as modified by Addenda Nos. 3, 2 and 1 to the Notice Inviting Bids Exhibit"B" Online Bid from Contractor Exhibit"C" OCSD Safety and Human Resources Policies Exhibit"D" 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 "hours", when used in this Contract, shall be as defined in Exhibit"A". Orange County Sanitation District 1 of 7 Specification No. FR13-006 Return b Mends Report 1.7 The term "days", when used in the Contract, shall mean calendar days, unless otherwise noted as business days. 1.8 Contractor shall provide OCSD with all required premiums and/or overtime work at no charge beyond the price provided under"Compensation" below. 1.9 Except as expressly provided otherwise, OCSD accepts no liability for any expenses, losses, or action incurred or undertaken by Contractor as a result of work performed in anticipation of purchases of said services by OCSD. 2. Compensation Compensation for this project shall not exceed the total amount of Two Hundred Twenty Thousand and 00/00 Dollars ($220,000.00)as stated in Exhibit"B". 3. Payments Payments shall be made upon approval by OCSD Engineer, John Falkenstein or his designee, of invoices submitted for work completed as described in Exhibit "A". OCSD, at its sole discretion, shall be the determining party as to whether the tasks and deliverables have been satisfactorily completed. 4. Invoices 4.1 OCSD shall pay within 30 days of completion and receipt and approval by OCSD Engineer of an itemized invoice, in a form acceptable to OCSD to enable audit of the charges thereon. Contractor shall not pay less than the prevailing wage, if applicable. Invoices shall include the Purchase Order Number. 4.2 Invoices shall be emailed by Contractor to OCSD at the following email address and the Purchase Order number shall be referenced in the subject line: APStaff(a)OCSD.com. S. Audit Rights Contractor agrees that, during the tens 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 Exhibits "A" and "B". Contractor shall perform said Services in accordance with generally accepted industry and professional standards. 7. Modifications to Scope of Work Requests for modifications to the Scope of Work hereunder can be made by OCSD at any time. All modifications must be made in writing and signed by both Parties. 6. Contract Tenn The Services provided under this Contract shall be completed within 60 days from the date of notice to proceed. 9. Termination 9.1 OCSD reserves the right to terminate this Contract for its convenience, with or without cause, in whole or in part, at any time, by written notice from OCSD, (delivered by certified mail, return receipt requested) 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. Orange County Sanitation District 2 of 7 Specification No. FR13-006 Return b Mende Report 9.2 OCSD reserves the right to terminate this Contract immediately upon OCSD's determination that Contractor is not meeting specification requirements, if the level of service is inadequate, or any other default of this Contract. 9.3 OCSD may also immediately cancel for default of this Contract in whole or in part by written notice to Contractor: • if Contractor becomes insolvent or files a petition under the Bankruptcy Act; or • if Contractor sells its business; or • if Contractor breaches any of the terms of this Contract; or • if total amount of compensation exceeds the amount authorized under this Contract. 9.4 All OCSD property in the possession or control of Contractor shall be returned by Contractor to OCSD upon demand, or at the termination of this Contract, whichever occurs first. 10. Insurance Contractor and all subcontractors shall purchase and maintain, throughout the life of this Contract and any periods of warranty or extensions, insurance in amounts equal to the requirements set forth in the signed Acknowledgement of Insurance Requirements (attached hereto and incorporated herein as Exhibit "D"). Contractor shall not commence work under this Contract until all required insurance is obtained in a form acceptable to OCSD, nor shall Contractor allow any subcontractor to commence service pursuant to a subcontract until all insurance required of the subcontractor has been obtained. Failure to maintain required insurance coverage shall result in termination of this Contract. 11. Indemnification and Hold Harmless Provision Contractor agrees to save, indemnify, defend and hold harmless OCSD against any and all liability, claims, judgments, cost and demands, including demands arising from injuries or death of persons and damage to property, arising directly or indirectly out of the negligence or willful misconduct of Contractor, its employees or agents, in relation to the rendition of services pursuant to this Contract, except claims or litigations arising through the sole negligence or willful misconduct of OCSD. Contractor agrees to reimburse OCSD for any expenditure, including reasonable attorney's fees, OCSD may incur by reason of such matters, and, K requested by OCSD, will defend any such suits at the cost and expense of Contractor. 12. Safety and Human Resources MR) Policies 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 and Human Resources Policies under Exhibit "C" and found at: OCSD.com, "Doc Central" (bottom of page), under"Safety'. 13_ Warranty 13.1 Manufacturer's standard warranty shall apply. All manufacturer warranties will begin at date of completion of this Contract. 13.2 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). 14. Performance Time is of the essence in the performance of this Contract and the provisions hereof. Orange County Sanitation District 3 of 7 Specification No. FR13-006 Return to Mende Report 15. 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. 16. 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. 17. 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. 18. 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. 19. 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. 20. Applicable Laws and Regulations Contractor shall comply with all applicable federal, state, and local laws, rules, and regulations. Contractor also agrees to indemnify and hold harmless from any and all damages and liabilities assessed against OCSD as a result of Contractor's noncompliance therewith. Any permission required by law to be included herein shall be deemed included as a part of this Contract whether or not specifically referenced. 21. Public Contracts Law 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. 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. 22. 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. 23. 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. Orange County Sanitation District 4 of 7 Specification No. FR13-006 Return to Mends Report 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 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. 25. 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. 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 party shall select an arbitrator, and those two arbitrators shall select a third. Discovery may be conducted in connection with the arbitration proceeding pursuant to California Code of Civil Procedure Section 1283.05. The arbitrator, or three arbitrators acting as a board, shall take such evidence and make such investigation as deemed appropriate and shall render a written decision on the matter in question. The arbitrator shall decide each and every dispute in accordance with the laws of the State of California. The arbitrators decision and award shall be subject to review for errors of fact or law in the Superior Court for the County of Orange, with a right of appeal from any judgment issued therein. 27. Attomev'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. 28. 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. 29. 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 5 of 7 Specification No. FR13-006 Return to Mends Report 30. Survival The provisions of this Contract dealing with Payment, Warranty, and Forum for Enforcement, shall survive termination or expiration of this Contract. 31. Disclosure Contractor agrees not to disclose, to any third party, data or information generated from this project without the prior written consent from OCSD. 3Z Limitations upon Subcontractina 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. 33. Third Party Rights Nothing in this Contract shall be construed to give any rights or benefits to anyone other than OCSD and Contractor. 34. Read and Understood By signing this Contract, Contractor represents that he has read and understood the terms and conditions of the Contract. 35. 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. 36. Entire Contract This Contract constitutes the entire agreement of the Parties and supersedes all prior written or oral and all contemporaneous oral agreements, understandings, and negotiations between the Parties with respect to the subject matter hereof. Orange County Sanitation District 6 of 7 Specification No. FR13-006 Return to Mende Report 37. Notices All notices under this Contract must be in writing. Written notice shall be sent by registered or certified mail, postage prepaid, return receipt requested, or by any other overnight delivery service which delivers to the noticed destination and provides proof of delivery to the sender. Any facsimile notice must be followed within three (3) days by written notice. All notices shall be effective when first received at the following addresses: OCSD: Clarice M. Marcin Senior Contracts Administrator Orange County Sanitation District 10844 Ellis Avenue Fountain Valley, CA 92708-7018 Contractor: Danny Letner, Inc. (dba: Letner Roofing Co.) IN WITNESS WHEREOF, the Parties hereto have hereunto set their hands the day and year indicated below. ORANGE COUNTY SANITATION DISTRICT Dated: By: Chair Board of Directors Dated: By: Clerk of the Board Dated: By: Contracts/Purchasing Manager DANNY LETNER, INC. (DBA: LETNER ROOFING CO.) Dated: By: Print Name and Title of Officer IRS Employer's I.D. Number Orange County Sanitation District 7 of 7 Specification No. FR13-006 OPERATIONS COMMITTEE Neeting Dare TOBA.Of DIr. 11/06/13 11/20/13 AGENDA REPORT Item Number Item Number 6 11 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Nick Kanetis, Director of Engineering Project Manager: Umesh Murthy SUBJECT: FINAL EFFLUENT SAMPLER AND BUILDING UPGRADES, PROJECT NO. J-110 GENERAL MANAGER'S RECOMMENDATION A. Approve Amendment No. 2 to the Professional Design Services Agreement with Atkins North America, Inc. for Final Effluent Sampler and Building Upgrades, Project No. J-110, for an additional amount of $163,300, increasing the total amount not to exceed $2,068,891; and B. Approve a contingency increase of $71,865 for a total contingency of $248,267 (12%). SUMMARY Project No. J-110 originally included the following work: 1. Replace the existing final effluent sampler trailer with a new building. 2. Rehabilitate corroded portions of the short outfall, pipelines, associated junction boxes, and surge tower. 3. Replace pavement and improve drainage around these areas. The Professional Design Services Agreement (PDSA) approved by the Board in May 2012 includes a Preliminary Design Report (PDR), Final Design, and construction documents (plans and specifications) for the work items listed above. The majority of the initial 10% contingency approved for the PDSA in May 2012, was expended for additional efforts to complete conditional assessment and corrosion evaluation of pipelines. During the PDR phase, the project team identified additional work within the physical boundaries of this project. The project team also reviewed scopes of work of other projects within the near physical vicinity of this project and concluded that the J-110 project would provide the most cost-effective and best fit for the additional scope of work. Page 1 of 3 Additional work includes: 1. Abandon Valve Box #3 and 30 feet of 72-inch pipeline that connects the valve box to the short ouffall. This structure is a part of the previously demolished Foster Pump Station and was not properly abandoned. Structural modifications are also required for the transition section to the120-inch pipeline to render a smooth bend after abandonment. 2. Detailed analysis of drainage at the south eastern part of the plant to design appropriate sub-surface drainage systems prior to paving. The south end of the plant gets flooded during heavy rains and appropriate drainage is needed in these areas. 3. Removal and replacement of 4-inch and 6-inch gas lines from the gas metering vault to Operations Building and Cogeneration Facility. These gas lines have been in service since 1974 and are corroded in several areas and in need of replacement. PRIOR COMMITTEE/BOARD ACTIONS May 2012 — Approved a Professional Design Services Agreement with Atkins North America, Inc. for engineering design services for Final Effluent Sampler and Building Area Upgrades, Project No. J-110, for an amount not to exceed $1,764,022, and approved a contingency of$176,402 (10%). ADDITIONAL INFORMATION The Orange County Sanitation District's (Sanitation District) Asset Management Group has spent considerable efforts to identify outfall assets that should receive condition assessment and potential rehabilitation. It is suggested that the assets posing higher risk to operations be addressed first. Based on this viewpoint, staff recommends adding the proposed additional scope of work to the J-110 project. Staff believes that including the proposed additional work is logical and a cost-effective extension for this project. Staff has reviewed additional costs proposed by Atkins North America, Inc. for this additional work and found it to be acceptable. An additional contingency of 3.5% is being requested for unexpected changes prior to completion of the design. Atkins North America, Inc. has done a good job in executing the J-110 project to date. They have a good understanding of the additional work that needs to be done and are in the best position to execute this work in a timely fashion. CEQA Notice of Exemption was filed on May 5, 2008. Page 2 of 3 BUDGET/DELEGATION OF AUTHORITY COMPLIANCE This request complies with authority levels of the Sanitation District's Delegation of Authority. This item has been budgeted (FY 2013-14 Budget Update, Page A-9) and will be funded from the current project budget. Date of Approval Contract Amount Contincencv 05/23/12 $1,764,022 $176,402(10%) 02/05/13(GM) $ 141,569 $ 0 11/20/13 163,300 71,865 $2,068,891 $248,267(12%) ATTACHMENT The following attachment(s) maybe viewed on-line at the OCSD website (wwwocsd.com) with the complete agenda package: Amendment No. 2 to Professional Design Services Agreement NK:UM:dm:gc Page 3 of 3 Return b Mends Report AMENDMENT NO. 2 TO AGREEMENT THIS AMENDMENT NO. 2 TO AGREEMENT, is made and entered into to be effective the 201" day of November, 2013, by and between the ORANGE COUNTY SANITATION DISTRICT, hereinafter referred to as "SANITATION DISTRICT', and ATKINS NORTH AMERICA INC., of Orange, for purposes of this Agreement hereinafter referred to as "CONSULTANT'. WITNESSETH: WHEREAS, the SANITATION DISTRICT and CONSULTANT have previously executed an Agreement dated May 23, 2012, together with Amendment No. 1 dated February 5, 2013 for professional design services for Project No. J-110, Final Effluent Sampler and Building Area Upgrades; and, WHEREAS, the SANITATION DISTRICT has determined that additional engineering services are necessary beyond that proposed in the original Scope of Work; and, WHEREAS, CONSULTANT is qualified to provide the necessary services in connection with these additional requirements based on its demonstrated competence and has agreed to provide the necessary engineering services, and has been selected in accordance with the SANITATION DISTRICT selection policy regarding professional design services; and, WHEREAS, the SANITATION DISTRICT acting through its General Manager has negotiated with CONSULTANT, and has certified the final negotiated fee for said services as reasonable, and, Amendment No. 2 -1- Project No. J-110 Return to Mende Report WHEREAS, the Board of Directors has accepted the recommendation of the Operations Committee pursuant to the current Resolution, has approved this Amendment No. 2 between the SANITATION DISTRICT and CONSULTANT. NOW, THEREFORE, in consideration of the promises and mutual benefits, which will result to the parties in carrying out the terms of this Amendment No. 2, it is mutually agreed as follows: 1. CONSULTANT agrees to provide services necessary for additional engineering services as outlined in Consultant's letter dated October 2, 2013, designated as Exhibit "A", attached hereto and by this reference made a part of this Amendment No. 2 to Agreement. 2. Article 2 of that certain Agreement dated May 23, 2012, between the SANITATION DISTRICT and CONSULTANT is hereby amended to increase the total compensation by $163,300 from $1,905,591 to an amount not to exceed $2,068,891, all in accordance with the same terms and conditions as otherwise specified in Article 3 and the other provisions of said Agreement. 3. The additional compensation authorized hereby and sums paid by the SANITATION DISTRICT to CONSULTANT pursuant hereto shall be based upon and allocated as follows: Amendment No. 2 -2- Project No. J-110 Return W Mends Report Change Amended Aoreem Current Contract Amount per Amendment ant No. 2 ATKINS NORTH AMERICA, INC Burdened Labor(Raw labor+Fringe @145%) $ 331,279 $ 96,043 $ 427,322 Overhead at 90% $ 298,151 $ 86,438 $ 384,589 Fixed Profit at 8% $ 50,354 $ 14,598 $ 64,952 Direct Cost, NTE $ 16,000 $ 0 $ 16,000 Subconsultant A: AECOM Burdened Labor(Raw labor+Fringe @140%) $ 299,275 $ (9,340) $ 289,935 Overhead at 96% $ 287,304 $ (8,967) $ 278,337 Fixed Profit at 9.25% $ 54,259 $ (1,693) $ 52,566 Direct Cost, NTE $ 9,400 $ 0 $ 9,400 Subconsultant B: JAMISON ENG. Burdened Labor(Rew labor+Fringe @140%) $ 40,800 $ (4,545) $ 36,255 Overhead at 100% $ 40,800 $ (4,545) $ 36,255 Fixed Profit at 10% $ 8,160 $ (909) $ 7,251 Direct Cost, NTE $ 298,526 $ - $ 298,526 Subconsultant under 100K fees NTE Bush and Associates $ 23,998 $ $ 23,998 V&A Engineering $ 75,000 $ 75,000 Ninyo and Moore $ 33,540 $ $ 33,540 Kane Pipeline $ 14,965 $ - $ 14,965 CCR $ 23,780 $ (3,780) $ 20,000 Allowance $ - $ - $ - Total Not To Exceed $ 1,905,591 $ 163,300 $ 2,068,891 4. The SANITATION DISTRICT agrees to pay CONSULTANT on a monthly basis pursuant to invoices submitted to the SANITATION DISTRICT from CONSULTANT and as approved by the SANITATION DISTRICT's Director of Engineering. 5. This modifying Amendment is supplemental to the Agreement dated May 23, 2012 and Amendment No. 1 dated February 5, 2013, and is by reference made a part of said Agreement. All of the terms, conditions, and provisions thereof, unless specifically modified herein, shall continue in full force and effect. 6. In the event of any conflict or inconsistency between the provisions of this Amendment and any of the provisions of the original Agreement and Amendment No. 1, the provisions of this Amendment No. 2 shall in all respects govern and control. Amendment No. 2 -3- Project No. J-110 Return to Mende Report IN WITNESS WHEREOF, this Amendment No. 2 to Agreement has been executed in the name of the SANITATION DISTRICT by its officers' thereunto duly authorized and executed by CONSULTANT as of the day and year first above written. ORANGE COUNTY SANITATION DISTRICT By Troy Edgar Chairman of the Board Date By Maria E. Ayala Clerk of the Board Date ATKINS NORTH AMERICA, INC. By Date By Date ORANGE COUNTY SANITATION DISTRICT By Marc Dubois Date Contracts/Purchasing Manager UM:dm EDMS:00397985715.1h Amendment No. 2 4- Project No. J-110 Exhibit"A" AT K I N S 625AdkinsThe North America,Inc. 62e City Drive South,Suite 200 Orange, Thnge,California 92866-0946 Telephone:+1.714.750.7275 Fax:+1.714.750.25D1 October 2,2013 wwwaddrnglobal.camfnorthamerica Mr. Nick Kanetis, P.E. Director of Engineering Orange County Sanitation District 1D844 Ellis Avenue Fountain Valley,CA 92708 Subject: Final Effluent Sampler and Building Area Upgrades,Project No.J-110 Reference: Proposal for Amendment No.2 Dear Mr.Kanetis: Thank you for your Request for a Fee Proposal(RFP)for Amendment No.2 to the Professional Design Services Agreement(PDSA)for the subject project. The fee for the additional services is based on the Scope of Work provided in your RFP letter dated August 15,2013,discussions with project manager and staff,and the negotiations meeting held on September 26,2013. The Scope of Work includes miscellaneous structural modifications to the existing Short Ocean Outfall pipeline, detailed hydrology and hydraulics analysis for a limited area within the project area and for the removal and replacement of the High Pressure Natural Gas pipeline from the gas service meter vault to the Ribal and Hunt tunnels. Our proposed fee for the services requested is for$177,079 and is based on the level of effort and cost matrix presented in Attachment No.1.As requested,Atkins North America,Inc.is providing the fee proposal in the format described in the RFP(see Attachment No.2),this attachment presents the total amount of$163,300 to be considered under Amendment No.2 after the adjustment to some of the subconsultants fees. In addition we are formally requesting the adjustment to the budget for the Work Packages in accordance to Attachment No.3,to account for the additional design services and to the level of effort on each work package. If you have any questions or require any additional information please cull me or Mr.Cenk Yavas at(714)750-7275 at your convenience. Slnc A ins rt America,Inc Alb v o, E, PMP,BCEE diem a Manager Senior ngineer,Water Infrastructure Cc: File Cenk Yaws Attachments: Attachment No.1-Fee Proposal Summary Table Attachment No.2-Level of Effort&Cost Matrix Attachment No.3-POSA Amendment No.2 Fee Allocation Return to Aaentla Report wa erw erwr wab+rs w rvr- TWk WIN 01 cc u�nne r�anauo iwn Yav Me Wv dbrMtl�lbbb\VYUYI S W a r.�...r MrW rwa iWtle.T rr r.00ee.bwirr r r er.rrrri `�e _ MM.• trim unuv W ez'.iarre.arnvr W — a.Wrrrnar/r r — Ywnav a — �W _ WWOTWTrf n __ i tWm _ r r reWWIr - esw /rnM>81Y ne.err�r.re arnr — erY - Wlertl it Is - i-m.aaaaTsWesiYiw.tlo.rwr r .rrrrTrratlsr ..a rw.er.r rr+W..aaiY.n ar.awuwerwrrwwrarrr.reb ryrrnrr .—. .WWnI\errrerwltleMeYetleYlrrrvsYlrr w bbrrabr.r.�tl..yr tlrra.rarrr.brrbrrrrtlrrr.a r er .waplwe W bMRWa Nraisrr W atlmrer YeiaYrarbrrertleYlW ws\rr ww r.Yr r bbYew n r M.o.r.irrarnrrr .wm�p�YWwbyr...wtl�u.tlWeiwenrrrwrwera.w+rpuWr.rm��etlr .r.rr.Y.tlawnrrrrrr rY rrerbeWrbrrrWe\am+ryrirtltlararrrrr rw. m wmir..eW i.�ni.iYr.wrYrrrr w.YYr rrerrrrrar .ra..rb br..rrrrr.rrrrw rY W yYrT r m.e..\tlrr W rbrr W arr pvreM�rYynbasowTbr W rnMYlYrwYiel�lfYYyr[YYrerYbrfYbrrsrr retlT riM IYYIIarL Cwr\Yr IM1w r wamrrlW YYwrrrrmYinbw YnM WrbYrtlur WOYerrrYWwwYawlY �apywsawTYrewW IleerrbrW Y W rq'aNrrYbY�Yereb�YrbrY MWb.Yrqs u�Ypwnbr WM1rrsairnlYrtlYYWMiyw YrrY Mirrerrr wmgM W Mrrr,MY�br W aYYbw rMrurbYrtlrul W rrrY W MraawfY iiro®.emi.+�mmnw—retlwwr.n.rwtlr�.v...rrreiwaswr.rvp�aYim.enrnrrb vy+IfrutlYYL pgBlfwYr w�YrrrbWr.,rar�rrrarW rwrM WrurarrrrerrTmwrtleraaar yM�ua�®YV�^�uN!�IY�.rgYUYra1WY1M✓rWWNmm��eJaIUMIM�elur r s Yq Return to Mende Rom Attachment No.2 Final Effluent Sampler and Building Area Upgrades Project J-110 Amendment No.2-Additional Professional Design Services Current Change per Amended Contract Amount Amendment No.2 Agreement ATKINS NORTH AMERICA, INC Burdened labor (Raw labor+Fringe @145%) $ 331,279 $ 96,043 $ 427,322 Overhead at 90% $ 298,151 $ 86,438 $ 384,589 Fixed Profit at 8% $ 50,354 $ 14,598 $ 64,952 Direct Cost, NTE $ 16,000 $ - $ 16,000 Subconsultant A:AECOM Burdened labor (Raw labor+Fringe @140%) $ 299.275 $ (9,340) $ 289,935 Overhead at 96% $ 287,304 $ (8,967) $ 278,337 Fixed Profit at 9.25% $ 54,259 $ (1,693) $ 52,566 Direct Cost, NTE $ 9,400 $ - $ 9,400 Subconsultant B:JAMISON ENGINEERING Burdened labor (Raw labor+Fringe @100%) $ 40,800 $ (4,545) $ 36,255 Overhead at 100% $ 40,800 $ (4,545) $ 36,255 Fixed Profit at 10% $ 8,160 $ (909) $ 7,251 Direct Cost,NTE $ 298,526 $ - $ 298,526 Subconsultant under 100K fees NTE Bush and Associates $ 23,998 $ - $ 23,998 V&A Engineering $ 75,000 $ - $ 75,000 Ninyo and Moore $ 33,540 $ - $ 33,540 Kana Pipeline $ 14,965 $ - $ 14,965 CCR $ 23,780 $ (3,7801 $ 20,000 Allowance $ $ $ 0 Total Not to Exceed $ 1,905,591 $ 163,300 $ 2,068,891 Return to Aaenda Report Attachment No.3 Final Ef0uent Sampler and Building Area Upgrades Project J-110 Amendment No.2-PDSA Fee Allocation PDSA Fee Allocation Request Phase Work Package ATKINS AECOM Sub-Total 3146 $376,064 $159,770 $535,834 Direct Cost $3,000 $1,000 $4,000 Subconsultants: Bush&Associates $23,998 $0 $23,998 2 V&A Engineering $75,000 $0 $75,000 Nino 8,Moore $33,540 $0 $33,540 Kana Pipeline $14,965 $0 $14,965 Jamison Engineering $378,287 $0 $378,287 Sub-Consultants Total= $525,7901 $0 $525,790 Phase 2$ub- 0 $160,770 "$1065,624 3250 $155,963 $101,196 $257,059 3252 $134,070 $140,667 $274,737 3253 $196,627 $196,998 $393,625 3 3254 $14,239 $22,207 $36,446 Direct Cost $13,000 $8,400 $21,400 Subconsultants: CCR Ill $20,000 $0 $20,000 Sub-Consultants Total= $20,000 $0 $20,000 ph-M-Tgwrotals: _ - '�r$533,799 $469,466 $1,003,267 TOTAL PROPOSED PDSA:J $1,438,6531 $630,2381 $2,068,891 (1)To be allocated to Work Package 3258 OPERATIONS COMMITTEE Neeting Dare TOBA.of Dlr. 11/06/13 11/z0/13 AGENDA REPORT Item Number Item Nu bar 2 7 1 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Nick Kanetis, Director of Engineering CIP Project Manager: Wendy Sevenandt SUBJECT: TITLE 24 ACCESS COMPLIANCE AND BUILDING REHABILITATION PROJECT, PROJECT NO. P1-115 GENERAL MANAGER'S RECOMMENDATION A. Approve a Professional Consultant Services Agreement with The Austin Company to provide construction support services for Maintenance Area Building Improvements and Building H Demolition, Contract No. P1-115A, part of Title 24 Access Compliance and Building Rehabilitation Project, Project No. P1-115, for an amount not to exceed $606,622; and, B. Approve a contingency of$60,662 (10%). SUMMARY Title 24 Access Compliance and Building Rehabilitation Project, Project No. P1-115 will retrofit existing support buildings and trailers at Plant No. 1 to meet accessibility requirements and other code requirements, and provide maintenance replacements such as roofs and lighting. The Austin Company (Austin) is providing architectural and engineering services for this project. Austin has satisfactorily furnished engineering services for the design of Contract No. P1-115A which is a portion of the total project. Project P1-115A renovates eleven buildings (Buildings 1, 2, 3, 4, 5, 6, 7, Shop A, Shop B, Warehouse, and Purchasing Conference Room), demolishes Building H and makes paving and drainage improvements in the vicinity of the renovated buildings and Building H at the Orange County Sanitation District's (Sanitation District)Wastewater Reclamation Plant No. 1. Austin's engineering support services are needed during the bid and award period and the construction phase to provide continuity through the completion of the project. The proposed services will include attending pre-bid meeting, reviewing and responding to bidder questions and preparing addenda during bid. During construction the proposed services will include reviewing submittals, answering Contractor's requests for information, reviewing design changes, supporting the Sanitation District with City inspections, providing special inspections, preparing record drawings, and assisting in closeout of the project. Page 1 of 2 Staff negotiated with Austin for these support services in accordance with the Sanitation District's adopted policies and procedures. A review of the proposed price was conducted using estimated quantities of requests for information, submittals, meetings, site visits, change order review, and design revisions, as well as the level of effort to prepare record drawings. Based on this review, staff determined the negotiated fee to be fair and reasonable for these services. Staff recommends awarding a Professional Consultant Services Agreement with Austin for an amount not to exceed $606,622 and approving a contingency of$60,662 (10%). PRIOR COMMITTEE/BOARD ACTIONS June 2013 — Authorized staff to enter into negotiations with The Austin Company for construction support services for Title 24 Access Compliance and Building Rehabilitation, Project No. P1-115. ADDITIONAL INFORMATION None. CEQA A Notice of Exemption was filed and recorded on January 5, 2011. BUDGET/DELEGATION OF AUTHORITY COMPLIANCE This request complies with authority levels of the Sanitation District's Delegation of Authority. This item has been budgeted (Line item: FY 2013-14 Update, Page A-11) and the budget is sufficient for the recommended action. Date of Approval Contract Amount Contingency 11/20/13 $606,622 $60,662 (10%) ATTACHMENT The following attachment(s) maybe viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: Professional Consultant Services Agreement NK:DF:WS:dm:gc Page 2 of 2 Return to Aaenda Report PROFESSIONAL CONSULTANT SERVICES AGREEMENT THIS AGREEMENT, is made and entered into to be effective the 20' day of November, 2013 by and between the ORANGE COUNTY SANITATION DISTRICT, hereinafter referred to as "SANITATION DISTRICT, and THE AUSTIN COMPANY, for purposes of this Agreement hereinafter referred to as "CONSULTANT. WITNESSETH: WHEREAS, the SANITATION DISTRICT desires to engage a CONSULTANT to provide Construction Support Services for Maintenance Area Building Improvements and Building H Demolition, Contract No. PI.115A part of Title 24 Access Compliance and Building Rehabilitation Project, Project No. P1-115; and, WHEREAS, CONSULTANT is qualified to provide the necessary services for Construction Support Services in connection with these requirements; and, WHEREAS, the SANITATION DISTRICT has adopted procedures in accordance with the Delegation of Authority(DOA) Section 5.7 (f)and (g)for the selection of Construction Support Services and has proceeded in accordance with said procedures to perform this work; and, WHEREAS, at its regular meeting on November 20, 2013 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. PCSA CONTRACT NO.Pi-115A Revised 0729/13 Maintenance Area Building Improvements and Building H Demolition Page 1 of 17 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. 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 standard software. Conversion of CADD 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 be subject to an acceptance period of thirty (30)calendar days during which the SANITATION DISTRICT shall perform appropriate acceptance tests. CONSULTANT shall correct any discrepancies or errors detected and reported within the acceptance period at no additional cost to the SANITATION DISTRICT. E. All professional services performed by the CONSULTANT, including but not limited to all drafts, data, correspondence, proposals, reports, and estimates compiled or composed by the CONSULTANT, pursuant to this Agreement, are for the sole use of the SANITATION DISTRICT, its agents and employees. Neither the documents nor their contents shall be released to any third party without the prior written consent of the SANITATION DISTRICT. This provision does not apply to information that (a)was publicly known, or otherwise known to the CONSULTANT, at the time that it was disclosed to the CONSULTANT by the SANITATION DISTRICT, (b)subsequently becomes publicly known to the CONSULTANT other than through disclosure by the SANITATION DISTRICT. 2. COMPENSATION Total compensation shall be paid to CONSULTANT for services in accordance with the following provisions: A. Total Compensation Total compensation shall be in an amount not to exceed Six Hundred Six Thousand Six Hundred Twenty-Two Dollars ($606,622.00). Total compensation to CONSULTANT including burdened labor(salaries plus benefits), overhead, profit, direct costs, and Subconsultant(s)fees and costs shall not exceed the sum set forth in Attachment"E" - Fee Proposal. PCSA CONTRACT NO.Pi-115A Revised 0729/13 Maintenance Area Building Improvements and Building H Demolition Page 2 of 17 Return to Aaenda Report B. Labor As a portion of the total compensation to be paid to CONSULTANT, the SANITATION DISTRICT shall pay to CONSULTANT a sum equal to the burdened salaries (salaries plus benefits)actually paid by CONSULTANT charged on an hourly-rate basis to this project and paid to the personnel of CONSULTANT. Upon request of the SANITATION DISTRICT, CONSULTANT shall provide the SANITATION DISTRICT with certified payroll records of all employees' work that is charged to this project. C. Overhead As a portion of the total compensation to be paid to CONSULTANT, the SANITATION DISTRICT shall compensate CONSULTANT and Subconsultants for overhead at the rate equal to the percentage of burdened labor as specified in Attachment"E"- Fee Proposal. D. Profit Profit for CONSULTANT and Subconsultants shall be a percentage of consulting services fees (Burdened Labor and Overhead). When the consulting or subconsulting services amount is $250,000 or less, the maximum Profit shall be 10%. Between $250,000 and $2,500,000, the maximum Profit shall be limited by a straight declining percentage between 10% and 5%. For consulting or subconsulting services fees with a value greater than $2,500,000, the maximum Profit shall be 5%. Addenda shall be governed by the same maximum Profit percentage after adding consulting services fees. As a portion of the total compensation to be paid to CONSULTANT and Subconsultants, the SANITATION DISTRICT shall pay profit for all services rendered by CONSULTANT and Subconsultants for this project according to Attachment"E"- Fee Proposal. E. Subconsultants For any Subconsultant whose fees for services are greater than or equal to $100,000 (excluding out-of-pocket costs), CONSULTANT shall pay to Subconsultant total compensation in accordance with the Subconsultant amount specified in Attachment"E"- Fee Proposal. For any Subconsultant whose fees for services are less than $100,000, CONSULTANT may pay to 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. PCSA CONTRACT NO.Pi-115A Revised 0729/13 Maintenance Area Building Improvements and Building H Demolition Page 3 of 17 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. 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: PCSA CONTRACT NO.Pi-115A Revised 0729/13 Maintenance Area Building Improvements and Building H Demolition Page 4 of 17 Return to Aaenda Report 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. E. Upon satisfactory completion of the work performed hereunder and prior to final payment under this Agreement for such work, or prior settlement upon termination of this Agreement, and as a condition precedent thereto, CONSULTANT shall execute and deliver to the SANITATION DISTRICT a release of all claims against the SANITATION DISTRICT arising under or by virtue of this Agreement other than such claims, if any, as may be specifically exempted by CONSULTANT from the operation of the release in stated amounts to be set forth therein. F. Pursuant to the California False Claims Act (Government Code Sections 12650- 12655), any CONSULTANT that knowingly submits a false claim to the SANITATION DISTRICT for compensation under the terms of this Agreement may be held liable for treble damages and up to a $10,000 civil penalty for each false claim submitted. This Section shall also be binding on all Subconsultants. A CONSULTANT or Subconsultant shall be deemed to have submitted a false claim when the CONSULTANT or Subconsultant: a) knowingly presents or causes to be presented to an officer or employee of the SANITATION DISTRICT a false claim or request for payment or approval; b) knowingly makes, uses, or causes to be made or used a false record or statement to get a false claim paid or approved by the SANITATION DISTRICT; c)conspires to defraud the SANITATION DISTRICT by getting a false claim allowed or paid by the SANITATION DISTRICT; d) knowingly makes, uses, or causes to be made or used a false record or statement to conceal, avoid, or decrease an obligation to the SANITATION DISTRICT; or e) is a beneficiary of an inadvertent submission of a false claim to the SANITATION DISTRICT, and fails to disclose the false PCSA CONTRACT NO.Pi-115A Revised 0729/13 Maintenance Area Building Improvements and Building H Demolition Page 5 of 17 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 apply whether the CONSULTANT's Professional Services are terminated: a) by the completion of the Agreement, or b) in accordance with other provisions of this Agreement. Notwithstanding any other provision of this paragraph or Agreement, the CONSULTANT shall have the right to make copies of all such plans, studies, sketches, drawings, computer printouts and disk files, and specifications. B. CONSULTANT shall not be responsible for damage caused by subsequent changes to or uses of the plans or specifications, where the subsequent changes or uses are not authorized or approved by CONSULTANT, provided that the service rendered by CONSULTANT was not a proximate cause of the damage. 7. INSURANCE A. General i. Insurance shall be issued and underwritten by insurance companies acceptable to the SANITATION DISTRICT. ii. Insurers must have an "A-" Policyholder's Rating, or better, and Financial Rating of at least Class Vill, or better, in accordance with the most current A.M. Best's Guide Rating. However, the SANITATION DISTRICT will accept State Compensation Insurance Fund, for the required policy of Worker's Compensation Insurance subject to the SANITATION DISTRICT's option to require a change in insurer in the event the State Fund financial rating is decreased below"B". Further, the SANITATION DISTRICT will require Contractor to substitute any insurer whose rating drops below the levels PCSA CONTRACT NO.Pi-115A Revised 0729/13 Maintenance Area Building Improvements and Building H Demolition Page 6 of 17 Return to Anemia Report herein specified. Said substitution shall occur within 20 days of written notice to Contractor, by the SANITATION DISTRICT or its agent. iii. Coverage shall be in effect prior to the commencement of any work under this Agreement. B. General Liability The CONSULTANT shall maintain during the life of this agreement, including the period of warranty, Commercial General Liability Insurance written on an occurrence basis providing the following minimum limits of liability coverage: Two Million Dollars ($2,000,000) per occurrence with Two Million Dollars ($2,000,000) aggregate. Said insurance shall include coverage for the following hazards: Premises-Operations, blanket contractual liability(for this Agreement), products liability/completed operations (including any product manufactured or assembled), broad form property damage, blanket contractual liability, independent contractors liability, personal and advertising injury, mobile equipment, owners and contractors protective liability, and cross liability and severability of interest clauses. A statement on an insurance certificate will not be accepted in lieu of the actual additional insured endorsement(s). If requested by SANITATION DISTRICT and applicable, XCU coverage (Explosion, Collapse and Underground) must be included in the General Liability policy and coverage must be reflected on the submitted Certificate of Insurance. C. Umbrella Excess Liability The minimum limits of general liability and automotive liability insurance required, as set forth herein, shall be provided for through either a single policy of primary insurance or a combination of policies of primary and umbrella excess coverage. Umbrella excess liability coverage shall be issued with limits of liability which, when combined with the primary insurance, will equal the minimum limits for general liability and automotive liability. D. AutomotiveNehicle liability Insurance The CONSULTANT shall maintain a policy of Automotive Liability insurance on a comprehensive form covering all owned, non-owned, and hired automobiles, trucks, and other vehicles providing the following minimum limits of liability coverage: Combined single limit of One Million Dollars ($1,000,000) or alternatively, One Million Dollars ($1,000,000) per person for bodily injury and One Million Dollars ($1,000,000) per accident for property damage. A statement on an insurance certificate will not be accepted in lieu of the actual additional insured endorsement. E. Worker's Compensation Insurance The CONSULTANT shall provide such Workers' Compensation Insurance as required by the Labor Code of the State of California in the amount of the statutory limit, including Employer's Liability Insurance with a minimum limit of One Million Dollars ($1,000,000) per occurrence. Such Worker's Compensation PCSA CONTRACT NO.Pi-115A Revised 07/29/13 Maintenance Area Building Improvements and Building H Demolition Page 7 of 17 Insurance shall be endorsed to provide for a waiver of subrogation in favor of the SANITATION DISTRICT. A statement on an insurance certificate will not be accepted in lieu of the actual endorsements unless the insurance carrier is State of California Insurance Fund and the identifier"SCIF" and endorsement numbers 2570 and 2065 are referenced on the certificate of insurance. F. Errors and Omissions/Professional Liability CONSULTANT shall maintain in full force and effect, throughout the term of this Agreement, standard industry form professional negligence errors and omissions insurance coverage in an amount of not less than Three Million Dollars ($3,000,000)with limits in accordance with the provisions of this Paragraph. If the policy of insurance is written on a "claims made" basis, said policy shall be continued in full force and effect at all times during the term of this Agreement, and for a period of five (5) years from the date of the completion of the services hereunder. In the event of termination of said policy during this period, CONSULTANT shall obtain continuing insurance coverage for the prior ads 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 ads 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: PCSA CONTRACT NO.Pi-115A Revised 0729/13 Maintenance Area Building Improvements and Building H Demolition Page 8 of 17 Return to Aaende Report • Certificate of Insurance ACORD Form 25-S(7/97)or equivalent. • Additional Insurance (ISO Form) CG2010 11 85 or (General Liability) The combination of(ISO Forms) CG 2010 10 01 and CG 2037 10 01 All other Additional Insured endorsements must be submitted for approval by the SANITATION DISTRICT, and the SANITATION DISTRICT may reject alternatives that provide different or less coverage to the SANITATION DISTRICT. • Additional Insured Submit endorsement provided by carrier for the (Auto Liability) SANITATION DISTRICT approval. • Waiver of Subrogation State Compensation Insurance Fund Endorsement No. 2570 or equivalent. • Cancellation Notice State Compensation Insurance Fund Endorsement No. 2065 or equivalent. H. Cancellation Notice Each insurance policy required herein shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30)days' prior written notice. The Cancellation Section of ACORD Form 25-S (7/97)shall state the required thirty(30) days' written notification. The policy shall not terminate, nor shall it be cancelled, nor the coverage reduced until thirty(30) days after written notice is given to the SANITATION DISTRICT except for nonpayment of premium, which shall require not less than ten (10) days written notice to the SANITATION DISTRICT. Should there be changes in coverage or an increase in deductible or SIR amounts, the CONSULTANT 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 Contracts Administration, Div. 230, and shall be received by the SANITATION DISTRICT not less than thirty (30) days prior to the effective date of the change(s) if the change would reduce coverage or increase deductibles or SIR amounts or otherwise reduce or limit the scope of insurance coverage provided to the SANITATION DISTRICT. I. Primary Insurance All liability policies shall contain a Primary and Non Contributory Clause. Any other insurance maintained by the SANITATION DISTRICT shall be excess and not contributing with the insurance provided by CONSULTANT. PCSA CONTRACT NO.Pi-115A Revised 0729/13 Maintenance Area Building Improvements and Building H Demolition Page 9 of 17 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. 8. SCOPECHANGES In the event of a change in the scope of the proposed project, requested by SANITATION DISTRICT, the parties hereto shall execute an addendum to this Agreement setting forth with particularity all terms of the new Agreement, including but not limited to any additional CONSULTANT's fees. 9. PROJECT TEAM AND SUBCONSULTANTS CONSULTANT shall provide to SANITATION DISTRICT, prior to execution of this Agreement, the names and full description of all Subconsultants and CONSULTANT's project team members anticipated to be used on this project by CONSULTANT. CONSULTANT shall include a description of the scope of work to be done by each Subconsultant and each CONSULTANT's project team member. CONSULTANT shall include the respective compensation amounts for CONSULTANT and each PCSA CONTRACT NO.Pi-115A Revised 0729/13 Maintenance Area Building Improvements and Building H Demolition Page 10 of 17 Return to Aaenda Report 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 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. PCSA CONTRACT NO.Pi-115A Revised 07/29/13 Maintenance Area Building Improvements and Building H Demolition Page 11 of 17 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: Natasha K. Dubrovski, Principal Contracts Administrator Copy: Wendy Sevenandt, Project Manager Notices shall be mailed to CONSULTANT at: The Austin Company 6410 Oak Canyon, Suite 150 Irvine, CA 92618 Attention: Jim Robinson All communication regarding the Scope of Work, will be addressed to the Project Manager. Direction from other SANITATION DISTRICT's staff must be approved in writing by the SANITATION DISTRICT's Project Manager prior to action from the CONSULTANT. 14. TERMINATION The SANITATION DISTRICT may terminate this Agreement at any time, without cause, upon giving thirty(30) days written notice to CONSULTANT. In the event of such termination, CONSULTANT shall be entitled to compensation for work performed on a prorated basis through and including the effective date of termination. CONSULTANT shall be permitted to terminate this Agreement upon thirty (30)days written notice only if CONSULTANT is not compensated for billed amounts in accordance with the provisions of this Agreement, when the same are due. Notice of termination shall be mailed to the SANITATION DISTRICT and/or CONSULTANT in accordance with Section 13- NOTICES. 15. DOCUMENTS AND STUDY MATERIALS The documents and study materials for this project shall become the property of the SANITATION DISTRICT upon the termination or completion of the work. CONSULTANT agrees to furnish to the SANITATION DISTRICT copies of all memoranda, correspondence, computation and study materials in its files pertaining to the work described in this Agreement, which is requested in writing by the SANITATION DISTRICT. PCSA CONTRACT NO.Pi-115A Revised 0729/13 Maintenance Area Building Improvements and Building H Demolition Page 12 of 17 Return to Aaenda Report 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 he may be entitled. 20. PROGRESS REPORTS Monthly progress reports shall be submitted for review by the tenth day of the following month and must include as a minimum: 1) current activities, 2)future activities, 3) potential items that are not included in the Scope of Work, 4) concerns and possible delays, 5) percentage of completion, and 6) budget status. 21. WARRANTY CONSULTANT shall perform its services in accordance with generally accepted industry and professional standards. If, within the 12-month period following completion of its services, the SANITATION DISTRICT informs CONSULTANT that any part of the services fails to meet those standards, CONSULTANT shall, within the time prescribed by the SANITATION DISTRICT, take all such actions as are necessary to correct or complete the noted deficiency(ies). 22. INDEMNIFICATION To the fullest extent permitted by law, CONSULTANT shall indemnify, defend (at CONSULTANT'S sole cost and expense and with legal counsel approved by the SANITATION DISTRICT, which approval shall not be unreasonably withheld), protect PCSA CONTRACT NO.Pi-115A Revised 07/29/13 Maintenance Area Building Improvements and Building H Demolition Page 13 of 17 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. 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 PCSA CONTRACT NO.Pi-115A Revised 0729/13 Maintenance Area Building Improvements and Building H Demolition Page 14 of 17 Return to Aaenda Report payment or advance of defense costs by any Indemnified Party shall not be a condition precedent to enforcing such Indemnified Party's rights to indemnification hereunder. In the event a final judgment, arbitration, award, order, settlement, or other final resolution expressly determines that the claim did not arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT, to any extent, then the DISTRICT will reimburse CONSULTANT for the reasonable costs of defending the Indemnified Parties against such claims. CONSULTANT'S indemnification obligation hereunder shall survive the expiration or earlier termination of this Agreement until such time as action against the Indemnified Parties for such matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. 24. CONSULTANT PERFORMANCE The CONSULTANT's performance shall be evaluated by the SANITATION DISTRICT. A copy of the evaluation shall be sent to the CONSULTANT for comment. The evaluation, together with the comments, shall be retained by the Department and may be considered in future CONSULTANT selection processes. 25. CLOSEOUT When the SANITATION DISTRICT determines that all Work authorized under the Agreement is fully complete and that the SANITATION DISTRICT requires no further work from CONSULTANT, or the Agreement is otherwise terminated or expires in accordance with the terms of the Agreement, the SANITATION DISTRICT shall give the Consultant written notice that the Agreement will be closed out. CONSULTANT shall submit all outstanding billings, Work submittals, deliverables, reports or similarly related documents as required under the Agreement within thirty (30)days of receipt of notice of Agreement closeout. Upon receipt of CONSULTANT'S submittals, the SANITATION DISTRICT shall commence a closeout audit of the Agreement and will either: i. Give the CONSULTANT a final Agreement Acceptance: or ii. Advise the CONSULTANT in writing of any outstanding item or items which must be furnished, completed, or corrected at the CONSULTANT'S cost. CONSULTANT shall be required to provide adequate resources to fully support any administrative Closeout efforts identified in this Agreement. Such support must be provided within the timeframe requested by the SANITATION DISTRICT. Notwithstanding the final Agreement Acceptance the CONSULTANT will not be relieved of its obligations hereunder, nor will the CONSULTANT be relieved of its obligations to complete any portions of the Work, the non-completion of which were not disclosed to the SANITATION DISTRICT (regardless of whether such nondisclosures were fraudulent, negligent, or otherwise); and the CONSULTANT shall remain obligated under all those provisions of the Agreement which expressly or by their nature extend beyond and survive final Agreement Acceptance. PCSA CONTRACT NO.Pi-115A Revised 0729/13 Maintenance Area Building Improvements and Building H Demolition Page 15 of 17 Any failure by the SANITATION DISTRICT to reject the work or to reject the CONSULTANT'S request for final Agreement Acceptance as set forth above shall not be deemed to be Acceptance of the Work by the SANITATION DISTRICT for any purpose nor imply Acceptance of, or agreement with, the Consultant's request for final Agreement Acceptance. 26. ENTIRE AGREEMENT This Agreement constitutes the entire understanding and agreement between the Parties and supersedes all previous negotiations between them pertaining to the subject matter thereof. PCSA CONTRACT NO.Pi-115A Revised 0729/13 Maintenance Area Building Improvements and Building H Demolition Page 16 of 17 Return to Aaence 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: THE AUSTIN COMPANY By Date Printed Name &Title ORANGE COUNTY SANITATION DISTRICT By Chair, Board of Directors Date By Maria 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"—Not attached NKD:ms:yp EDMS: 003980187 PCSA CONTRACT NO.Pi-115A Revised 0729/13 Maintenance Area Building Improvements and Building H Demolition Page 17 of 17 P1 -115A PCSA ATTACHMENT "A" SCOPE OF WORK FOR CONSTRUCTION SUPPORT SERVICES ATTACHMENT "A" SCOPE OF WORK FOR CONSTRUCTION SUPPORT SERVICES Maintenance Area Building Improvements and Building H Demolition, Contract No. P1-115A Part of Title 24 Access Compliance and Building Rehabilitation Project Project No. P1-115 TABLE OF CONTENTS I. SUMMARY......................................................................................................................2 It. PROJECT ELEMENTS...................................................................................................2 III. PROJECT SCHEDULE...................................................................................................3 IV. PROJECT IMPLEMENTATION ......................................................................................3 PHASE 3-DESIGN, BID AND AWARD.........................................................................3 PHASE 4-CONSTRUCTION AND INSTALLATION SERVICES ..................................4 PHASE 5-NOT USED...................................................................................................8 PHASE6-CLOSEOUT..................................................................................................8 V. STAFF ASSISTANCE...................................................................................................10 VI. ATTACHMENTS ...........................................................................................................10 October 2013 Contract No. P1-115A Page 1 of 10 I. SUMMARY Provide construction support services for the construction and installation and closeout of the project described herein. Contract No. P1-115A is a portion of Project No. P1-115. This original PCSA is for P1-115A, which renovates eleven buildings (Buildings 1, 2, 3, 4, 5, 6, 7, Shop A, Shop B, Warehouse, and Purchasing Conference Room), demolishes Building H and makes paving and drainage improvements in the vicinity of the renovated buildings and Building H at the Orange County Sanitation District's (Sanitation District)Wastewater Reclamation Plant No. 1 (Plant 1). Areas of work include bathroom and shower/locker room remodels; fall protection installation and retrofits, building modifications for accessibility clearances, braille signage, relocation of light switches and receptacles, reconstruction of stairs, elevator improvements, retrofit of sinks and counters, electrical work, seismic anchorage of shelving, roof replacements and roof improvements, HVAC, lighting replacements, paint removal and painting of interior walls and impacted piping, replacement of acoustical ceiling systems, constructing a new office space within the warehouse, area drainage improvements, paving replacements, and other minor items. This project also demolishes Building H. Items to accomplish the demolition include fiber and telephone wire reconnection, area lighting installation, grading, paving and striping, and electrical work. Austin shall support the activities associated with City of Fountain Valley inspections. Austin shall meet with the inspector and Contractor as requested by Sanitation District and provide design clarifications, interpretations, and guidance to assist the Contractor in remedying correction notices associated with the building permits. This project includes abatement of asbestos in building materials and abatement of lead containing paint. Austin will not provide services in connection with the abatement of hazardous materials. II. PROJECT ELEMENTS Austin prepared the final design for the Maintenance Area Building Improvements and Building H Demolition to include rehabilitation of buildings in the maintenance area, demolition of Building H, and drainage and pavement improvements. October 2013 Contract No. P1-115A Page 2 of 10 III. PROJECT SCHEDULE Major Milestones Estimated Schedule Provide Construction Support May 2014 to May 2016 Project Closeout May 2016 to July 2016 TOTAL SCHEDULE TIME 27 Months IV. PROJECT IMPLEMENTATION All Sanitation District projects are divided into six (6) phases. Under this Agreement, Austin shall provide engineering support services for Phase 3— Design, Bid and Award, Phase 4—Construction, and Phase 6—Closeout. Phase 5—This project is a building rehabilitation and commissioning services are not applicable. Phase 3— Design, Bid and Award Phase 4— Construction and Installation Services Phase 5— Not Used Phase 6— Closeout PHASE 3—DESIGN, BID AND AWARD SERVICES The design phase Scope of Work in the Professional Design Services Agreement for this project referenced the design guidelines for services to be rendered during bid and award phase. The only requirement in the design guidelines is to prepare the conformed documents. This scope provides for additional bid and award phase services and also adds scope to address unanticipated plan check comments from the City of Fountain Valley, such as energy standards. Task 3.1 — NOT USED Task 3.2— Bid and Award During bid and award, Austin shall provide additional professional services to respond to bidder's questions and prepare verbiage and drawings for addenda. The Sanitation District shall prepare the formal addenda. An addendum item shall be prepared to provide an additional roof curb for a second HVAC unit for installation at a later date. The roof curb shall be installed under P1-115A during the roof rework. Prepare addendum materials to place junction boxes in the ceiling for Ethernet and power for a reconfiguration of the upstairs office area of Building 6. Two circuits will be required, one for normal power and one for UPS power. October 2013 Contract No. P1-115A Page 3 of 10 Austin shall attend the pre-bid conference. The Project Manager and Lead Architect shall attend. The Sanitation District will prepare the agenda and minutes, and run the meeting. Austin shall describe the project technical aspects in the pre-bid conference and lead the site tour. Austin shall support the bid evaluation phase as requested by the Sanitation District. PHASE 4—CONSTRUCTION AND INSTALLATION SERVICES The Sanitation District shall administer and provide field inspection for construction contracts. Construction and installation support services shall be provided by Austin as requested by the Sanitation District. Austin shall refer to the Engineering Design Guidelines, Chapter 01 as a reference for the specific requirements herein. Austin shall provide the key management personnel as described in their proposal on this project. Austin shall not reassign the key project personnel without prior approval of the Sanitation District. The Sanitation District may request reassignment of any of Austin's or their subconsultants personnel, based on that individual's performance. For purposes of the proposal, Austin shall include hours and fees in their proposal for appropriate personnel classifications to perform the tasks described below. Hours and/or hours per task provided in the proposal are for estimating purposes only. Hours invoiced shall be based on actual hours to complete the task and not based on the assumptions made in the proposal. All tasks and services are to be provided at the request of OCSD and shall be billed based on actual hours worked. Task 4.1 — Preconstruction Conference Austin shall participate in a Preconstruction Conference attended by Sanitation District staff, Austin, the Contractor, subcontractors, and vendors. This meeting will be scheduled and presided over by the Sanitation District. In this meeting, the Sanitation District Engineer shall introduce Austin and describe their role in the project as the Design Engineer and the services Austin will provide during construction. Austin's Construction Services Project Manager and Lead Architect shall attend. The Sanitation District will prepare the meeting agenda and meeting minutes. Task 4.2—Submittals The Sanitation District will receive and log in all submittals from the Contractor. The Sanitation District will forward the electronic version of all shop drawings, data, and submittals requiring Design Consultant review. Austin will review and provide comments (electronically)to (or take other appropriate action in respect of)the shop drawings and other data which the Contractor is required to submit for conformance with the information given in the contract documents and compatibility with the design concept of the completed project as a functioning whole as indicated in the contract documents. Such reviews and approvals or other action will not extend to means, methods, techniques, sequences, or procedures of construction or to safety precautions and programs. Austin shall review physical samples at the Sanitation District site. October 2013 Contract No. P1-115A Page 4 of 10 Austin shall return the submittal review comments to the Sanitation District within the time frame that allows the Sanitation District to meet the specification requirements for review. Austin shall return comments to the Sanitation District allowing sufficient time for the Sanitation District to incorporate all comments into a combined review comment set that the Sanitation District will return to the Contractor. Austin's estimate for this task shall be based on the Contractor providing an acceptable submittal as either the original submittal or the first resubmittal. Austin shall accommodate occasional expedited reviews for time sensitive submittals. Submittals shall include but not be limited to shop drawings, commissioning plan, vendor tests, certifications, and test reports. Pre-Submittal Meeting: Austin shall attend a two-hour pre-submittal meeting with the Sanitation District and Contractor staff to coordinate the submittal effort. For the purpose of this proposal, Austin shall assume 75 Contractor submittals/shop drawings and 50 resubmittals shall be reviewed by Austin. Task 4.3— Request for Information (RFIs) The Sanitation District will log in and forward to Austin, RFIs generated by the Contractor or the Sanitation District. Austin shall return written responses to the Sanitation District clarifying the requirements of the contract documents. Austin shall generate necessary sketches for the clarification which can be created as CAD or hand sketches. Austin shall occasionally expedite the review of time sensitive RFIs. Austin will issue necessary clarifications, interpretations, and redesign of the contract documents requested by the Contractor through the Sanitation District, as appropriate for the orderly completion of the work. Such clarifications and interpretations will be consistent with the intent of and reasonably inferable from the contract documents. For the purpose of estimating the effort for this task, assume that 100 RFIs shall be reviewed and responded to by Austin. Task 4.4—Contract Modifications, Design Changes, and Change Orders If the contract documents require modifications, due to changed conditions, the Sanitation District requested changes, omissions or design errors; Austin shall prepare preliminary change order documents and forward them to the Sanitation District. The Sanitation District shall review the proposed change and request Austin to incorporate any changes. The Sanitation District will issue the change order documents in a formal Request for Proposal (RFP)or Field Change Order(FCO)to the Contractor. Austin shall forward design calculations and other design backup documents as necessary to the Sanitation District. Austin shall prepare cost estimates for the changes when requested by the Sanitation District. For the purpose of this proposal, Austin shall assume 160 hours for actual designer time plus appropriate hours for investigative work, planning the change, communication, design reviews, and other necessary tasks to support the actual design effort. OCSD will prepare cost estimate and random order of magnitude estimates for the purpose of negotiating change orders with the Contractor. October 2013 Contract No. P1-115A Page 5 of 10 Any contract document that requires changes shall be identified with date of change and reference (RFI number, RFP number, FCO number, etc.) shown on the document. Changes shown on drawings shall be clearly marked and "clouded"for accurate identification of the scope of change by the Contractor and inspection staff. Austin shall maintain up-to-date contract documents. When a change is required on a contract drawing that has previously undergone a change, the updated drawing showing the previous change shall be used as the base document to identify new changes. Austin shall submit complete change documentation to the Sanitation District for use in RFls, RFPs, and FCOs. This change documentation shall include plan drawings, schematics, details, schedules, and specifications, as required. Task 4.5—Site Visits, Weekly Progress Meetings, and As-Built Review Meetings Twice a month, Austin shall have their Construction Project Manager and Lead Architect or Project Engineer attend the weekly progress meetings. Austin shall bring other design engineers or subconsultants to the weekly progress meetings as requested by the Sanitation District. The Sanitation District will generate meeting minutes. When requested by the Sanitation District, Austin shall inspect the Contractor's as-built drawings at the 50 and 100 percent of project completion to verify that the Contractor has included all relevant information from approved change orders and RFls. Austin shall prepare a summary of the findings for each of these inspections and forward it to the Sanitation District. Austin shall make field site visits or attend job site meetings to assist in field problem resolution and design clarification/verification to help resolve construction issues as they arise and as requested by the Sanitation District. Austin shall report the nature of the field site visits, the problem resolved, and identify staff conducting the site visit in Austin's monthly project report. The Sanitation District will provide project inspection. Austin shall attend the job walk for beneficial occupancy. Austin shall assume 24 site visits for the Project Manager and 60 site visits for the Project Engineer which includes attendance at progress meetings, as-built drawing checks, site visits to resolve construction issues, and attendance at the job walk for beneficial occupancy. Each meeting shall be estimated at 4 hours each. Task 4.6—Structural and Roof Inspections, Assistance with City Inspection Austin shall provide structural observations as noted in the General Notes on the structural drawings. Austin shall supplement the Sanitation District staff in making determinations on roofing substrate damage and recommending necessary corrections in association with the Sanitation District staff. Austin shall support the activities associated with City of Fountain Valley inspections. Austin shall meet with the inspector and Contractor as requested by Sanitation District and provide design clarifications, interpretations, and guidance to assist the Contractor in remedying correction notices associated with the building permits. October 2013 Contract No. P1-115A Page 6 of 10 Task 4.7—Claim Avoidance and Dispute Resolution Assistance - Not Used. Task 4.8— Project Management for Phase 4 Task 4.8.1 General Management Austin shall be responsible for management of their staff and subconsultants and shall keep the Sanitation District appraised of the status of their work on the project. Austin shall provide the key management personnel as described in their proposal on this project. Austin shall not reassign the key project personnel without prior approval of the Sanitation District per Section 9 of the Professional Consultant Services Agreement. The Sanitation District may request reassignment of any of Austin's or their subconsultants personnel, based on that individual's poor performance. Austin's Project Manager shall conduct monthly project meetings via telephone with the Sanitation District's Project Manager. These meetings shall be at a mutually agreeable time, generally around the second week of the month. The purpose of the meetings shall be to review the Austin Project Manager's report and the status of the project scope and budget. Meetings should be arranged so that the progress report can be discussed at each meeting. Other meetings shall be scheduled on an as needed basis or conducted when Austin's Project Manager plans to be at the Sanitation District for other site visits. Task 4.8.2 Progress Report Regardless of when the monthly Project Manager's meetings occur, Austin shall submit a monthly progress report that will include the following: • Work completed to in the past month • Work anticipated for the upcoming month • Outstanding project issues • Status and issues impacting project scope and budget • Construction contract changes • Percent complete, tabulated on a per task basis • Overall project budget, tabulated on a per task basis • Travel and site visit summary Task 4.8.3 - Invoices Austin shall prepare and submit monthly invoices to the Sanitation District. The invoices shall document the resource hours and billing rate for each person that works on the project for each task. Overhead, profit, and any direct costs shall also be shown for each task. As part of the summary section of the invoice, Austin shall also include the following information: • Budget • Previous billing period total invoiced to date • Current billing period invoicing • Current billing period total invoice to date October 2013 Contract No. P1-115A Page 7 of 10 • Budget Amount Remaining • Current billing period total percent completed to date A Excel file workbook shall be provided by the Sanitation District that contains the required data entry cells. This workbook shall be filled out by Austin and transmitted electronically to the Sanitation District Project Manager for each invoice. The cost component breakdown for each element above shall match that of the PCSA. The monthly progress report shall be submitted with the project invoice as part of the monthly request for payment. Austin shall also provide percent budget spent for each of the Sanitation District's cost codes (i.e. by work package and phase). The list of cost codes by phase is included with the Request for Proposal and included in the invoice workbook. The workbook shall be originally filled out as the proposal matrix. The workbook is included as Exhibit 1 for the proposal and for the invoices. This workbook will be subsequently modified by Sanitation District and used as the invoice structure to track resource hours and expenditures against the work breakdown structure. Austin shall include hours for project management services including tasks that will be performed by Austin throughout the construction and closeout phases of the project. These tasks are included in a separate section to facilitate tracking of resource hours and fees by both Austin and the Sanitation District. These services include coordination of staff and subconsultants, and project status tracking and reporting. PHASE 5—NOT USED PHASE 6—CLOSEOUT Closeout tasks include completion of punchlist work by the Contractor, final inspection, completion of record drawings, and finalizing electronic data. Austin shall submit a final invoice at the completion of the project. Task 6.1 — Final Inspection - Not Used. Task 6.2— Record Drawings With resource hours accounted for under Site Visit Task 4.5, Austin shall inspect the field markup set maintained by the Contractor and inspected by the Sanitation District staff at the 50 and 100 percent completion points of construction. As part of the review process, Austin shall verify that the Contractor's As-Built set correctly reflects the information included in the approved shop drawings, approved field change orders, plan clarifications, plan changes and other deviations from the conformed drawings, and that the information in the set is complete. Based on the findings, Austin shall prepare a written report on the completeness of the field markup set. Austin shall attend periodic workshops with the Inspector, Resident Engineer, and Enterprise Information Management to ensure Contractor's As-Built set contains all relevant material. Discipline engineers shall meet with the Contractor and inspector to reconcile conflicting information and ensure all contract changes have been incorporated. October 2013 Contract No. P1-115A Page 8 of 10 Under this task 6.2, Austin shall prepare draft record drawings from the approved Contractor's As-Built set for all drawings in accordance with the requirements in the CAD Manual. The Austin shall submit the draft record drawings to the Sanitation District Project Resident Engineer. The draft record drawings will be reviewed for content and CAD Compliance by the Sanitation District staff. A comment log will be returned to Austin and, if any comments are generated, Austin shall revise the record drawings and resubmit to the Resident Engineer for review of the changes and acceptance of the record drawings. When no additional comments are identified, Austin shall prepare the final record drawings and submit them along with the Contractor's field markup set to the Project Manager. All record drawings shall contain a stamp indicating: "Record Drawings These Record Drawings have been prepared based on information provided by others. The Engineer has not verified the accuracy of this information and shall not be responsible for any errors or omissions which may be herein as a result." The stamp shall optimally be placed in the bottom right hand corner of the border and may be included via x-ref. If importing the stamp via x-ref interferes with content in the bottom right hand comer, the stamp may also be placed in other open space along the bottom of the border. In addition, a note shall be placed over the engineer's seal stating that"This drawing was originally approved for construction by [name of engineer] on [date] and sealed by [name of engineer] a licensed professional engineer in the State of California No. [License number]". Austin shall submit an electronic copy of the record drawings to the Sanitation District for review and approval. The acceptance of the record drawings shall be deemed a condition for completion of work. The Contractor generated drawings described in the Design Guidelines and the shop drawings will not be updated by Austin. The format for delivery of the submittals shall be as specified in the Design Guidelines section titled "Software and Electronic File Format Requirements". Native electronic CAD files and PDF electronic files shall be submitted. One set of hard copy on bond shall be submitted. Austin shall prepare the electronic file of the Final Conduit, Tray and Cable Schedule updated to reflect the as-built conditions based on the Contractor's and the Sanitation District's "red-line" drawings, and ready to merge to Facility Model documentation (electronic media submittal is required). Task 6.3— Lessons Learned - Not Used. Task 6.4— Project Management Austin shall also include project management support resource hours related to Closeout under this Phase for the subtasks described in Task 4.9 above. Monthly progress meeting may be via telephone call. October 2013 Contract No. P1-115A Page 9 of 10 V. STAFF ASSISTANCE The Sanitation District staff member or designee assigned to work with Austin on the construction phase of this project is Wendy Sevenandt at(714) 593-7392 or email at wsevenandt2Docsd.com. VI. ATTACHMENTS Exhibit 1 —Proposal/Invoice Workbook WS:dm EDMS:003977809/5.1. October 2013 Contract No. P1-115A Page 10 of 10 P1 -115A PCSA EXHIBIT 1 INVOICE WORKBOOK EXHIBIT 1-INVOICE WORKBOOK The Austin Company Invoice Address to send checks to Invoice Date: Period Ending: Invoice No.: Invoice Total $ Orange County Sanitation District P.O.Box 8127 Fountain Valley,CA 92728-8127 ATTN: Lisa Rogers,Accounts Payable cc:Wendy Sevenandt.CIP Project Manager Contract P1-115A-Maintenance Area Building Rehabilitation and Building H Demolition Part of Project P7-115-Title 24 Access Compliance and Building Rehabilitation Project OCSD Purchase Order No. TIED SUMMARY CONTRACT STA TUB Budget Amount Previously This Period TO Dale Remaining Budget % Billed Com leh Lom,OH $ 555,888 $ $ $ $ 555,888 0 Prof, $ 27,794 $ $ $ 1 $ 27,794 0 Direct Costs $ 2.940 1 $ 1$ 1$ 1 $ 2,940 0 SubconsultaMs I a 20,000 1 $ 1$ 1 $ 1 $ 20,000 0 Totall is 606,622 $ $ $ ERemaining 606,622 D Work Package Doserlptlon Budget Amount Previously This Period To Out. % Billed ud N Com late 325415,214 $ $ $ 15,214 0 3350 Conseudionllnstalla0on $ 498,902 $ $ $ 498,902 0 Closeout 92,506 $ $ $ 92,506 0 $ 808,622 0 AMOUNT DUE THIS INVOICE $ - The Austin Company Page 1 of 17 Invoice Invoice Date: 11011900 Period Ending, 11011900 Contract P1-115A-Maintenance Area Building Rehabilitation and Building H Demolitior TASK-BY-TASK INVOICE SUMMARY Work Package 33H-Combustion and Installation Services Budget Previously Remaining This Periotl To Data °/.Complete Task No. Oespli n Amount Billed Butl et 24 3.1 TOe 81ate EnergyCompliance(NOT USED) 3.2 8itl antl FwarE $ 15214 S - S - $ - $ 15214 0 Total $ 15,214 1 $ $ $ $ 15,214 $ Work Package 3350-Construction and Installation Services Bud,. Previously Remaining Task No. Description Amount Billed This Period To Data Budget %Complete 4.1 Preconsim jon Commerce S 1,748 $ - $ - $ - $ 1,748 9 4.2 SUtmi $ 134924 S - $ - $ - $ 134,924 0 43 Renuestv for lrrforma6on S 119439 S - $ - $ - $ 119439 0 4.A Compact Mods and Change Ordere $ 57,117 S - S - $ - $ 57,117 0 4.5 She Vlsils and Weekly Mee0ns $ 50451 $ - $ - $ - $ 58451 0 d 4.6 Structural and Roof Inspections $ 30.307 S - $ - $ - $ 30,307 0 4.7 Claims AvatlancelDisule Resolution S - E - E - $ - S pDIVl01 43 pro'ant Manaemera ]691] ]691] 0 Tell $ 478,903 $ $ $ $ 478,903 0 Work Packa e35H-Creel ButlgN Previously Remaining Task No. Description AmouM Billetl This Periotl TO DataButl so %Cwnpled 6.1 Final Inspection $ - $ $ $ - $ MDIVI01 6.2 Record Drewi s $ ]6,96] f f 8 - $ ]6,96] 0 6.3 Final Decumentatbn I S - 1 IF I s $ - $ dOIVl0! 6.4 Lessons Learned 1$ 15,539 1$ $ $ - $ 15,539 0 Total E 92,%6 1 E E $ $ 92,506 0 Phase Subs 33W PENCO $ 20,000 1$ - S $ - $ 20,000 0 Page 2 of 17 Role Name Rate Principal 122.30 Senior Promect M r 97.55 Promect Manager 60.46 Promect Coordiantor 68.43 Managing Architect 101.92 Lead Architect 78.62 Senior Architect 59.70 Architect/Lead Desi ner 46.59 Designer/Drafter 34.94 Managing Engineer 106.29 Lead Engineer 90.27 Senior Engineer 78.62 Engineer/Lead Designer 62.61 Designer/Drafter 34.94 M r of Const/Acct/Purch 101.92 Pro ect Accountant 62.61 Estimator 101.92 Administrative 45.14 Clerical/Re ro ra hits 29 12 FRINGE AT% 45.60% OVERHEAD AT% 65.00% PROFIT AT % 5.00% Page 3 of 17 in Contract P1-115A-Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3254-DESIGN,BID AND AWARD SERVICES TASK 3.1 -TITLE 24 STATE ENERGY STANDARDS COMPLIANCE(NOT USED PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Pnnci al $ 122.30 $ Senior Project M r $ 9T 55 $ Project Manager $ 60.46 $ Poled Coordiantor $ WAS $ Mena In be Arohd $ 101.92 $ Lead Architect $ 78.62 $ Senior Architect $ 59.70 $ AmhitecVLead Designer Deeigner $ 46.59 $ Desl nedDrafter $ 34.94 $ Mana in En inee $ 106.29 $ Leatl En ineer $ W.27 1 $ Senior Engineer $ 78.62 1 $ En IneenLead Designer $ 62.61 1 $ Desi nerlDrefter $ 34.96 1 $ Mgr of ConsVAocVPumh $ 101.92 $ Project A urdant $ 62.61 $ Estimator $ 1M.92 $ Atlminisbarve $ 45.14 $ ClencaVRe re him $ 29.12 $ $ $ Total ManhourslBurdened Labor Cosh O.aO E OVERHEAD AT% 65.00% $ - PROFIT AT% 5.00% S TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPEN CHARGED RATE QUANTITY TOTAL ORcelMaillOther Dmd Actual NIA $ Printing8 Photo Direct Actual NIA $ Travel O,renl Actual NIA $ Telephone Direotl Actual I NIA $ Total Direct Expanses S SUMMARY TASK STATUS Previously TM1ie Period TO Date Remaining %Complete allied Budget Labor+OH $ Profit $ Direct Costa $ Total Page 4 of 17 Invoice Invoice Dale: 11011900 Period Ending: 1/0/1900 Contract P1-115A-Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3254-DESIGN,BID AND AWARD SERVICE: TASK 3.2-BID AND AWARD PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Principal $ 122.30 $ Senior Project M r $ 97 55 $ Project Manager $ 60.46 $ Project Coordiantor $ WAS $ Mena In Amhtect $ 101.92 $ Lead Architect $ 78.62 $ Senior Architect $ 59.70 $ ArchitecVLead Designer $ 46.59 $ Desl nedDrefter $ 34.94 $ ManaL E 106.29 $!neer $ W.27 1 $ Senior Engineer $ 78.62 1 $ En IneenLead Designer $ 62.61 1 $ Designer/Drafter $ 34.94 1 $ Mgr of Const(Accl/Pumh $ 101.92 $ Project Accountant $ 62.61 $ Estimator $ 101.92 $ Atlminisba5ve $ 45.14 $ ClericallRepregraphior $ 29.12 $ $ $ $ Total ManhourslBurdened Labor Gosh 0.00 E OVERHEAD AT% 65.00% $ - PROFIT AT% 5.00% E TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPEN CHARGED RATE QUANTITY TOTAL OficelMail/Other DraGt Actual NIA $ Printing8 Photo Direct Actual NIA $ Travel I Direct I Actual NIA $ Telephone Direct I Actual NIA $ Total Direet Expenses S SUMMARY TASK STATUS Budget Previously Tbia Period TO Date Remaining %Complete Aount Billed Boa al Labor+OH $ 14,261 I $ $ $ $ 14,261.00 0 Pro0t $ 713 $ $ 1$ $ 713.00 0 Direct Costa 1 $ 240 1 $ $ $ $ 240.00 0 Tolaill E 15,214 E is 15,214.00 0 Page 5 of 17 Invoice Invoice Dale: 11011900 Period Ending: 1/0/1900 Contract P1-115A-Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3350-CONSTRUCTION AND INSTALLATION SERVICE: TASK 4.1 -PRECONSTRUCTION CONFERENCE PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Principal $ 122.30 $ Senior Project M r $ 97 55 $ Project Manager $ 60.46 $ Project Coordiantor $ WAS $ Mena In Arohtect $ 101.92 $ Lead Architect $ 78.62 $ Senior Architect $ 59.70 $ ArchitecVLead Designer $ 46.59 $ Desl nedDrefter $ 34.94 $ ManaL E 106.29 $!neer $ W.27 1 $ Senior Engineer $ 78.62 1 $ En IneenLead Designer $ 62.61 1 $ Designer/Drafter $ 34.94 1 $ Mgr of ConsVAcct/Pumh $ 101.92 $ Project Accountant $ 62.61 $ Estlmetor $ 101.92 $ Atlminisba5ve $ 45.14 $ ClericalfRepregraphior $ 29.12 $ $ $ $ Total ManhourslBurdened Labor Gosh 0.00 E OVERHEAD AT% 65.00% $ - PROFIT AT% 5.00% E TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPEN CHARGED RATE QUANTITY TOTAL OficelMail/Other DraGt Actual NIA $ Printing8 Photo Dlrect Actual NIA $ Travel I Direct I Actual NIA $ Telephone Direct I Actual NIA $ Total Direct Ec anses E SUMMARY TASK STATUS Budget Previously This Period TO Date Remaining %Complete Aount Billed Boa al Labor+OH $ 1,646 1 $ $ $ $ 1,646.00 0 Profit $ 82 $ $ 1$ $ 82.00 0 Direct Costs 1 $ 20 $ $ $ 1 $ 20.00 0 Tolaill $ 1,748 is is is 1,746.0U 0 Page 6 of 17 Invoice Date: 1/0/1900 Periotl Ending: 1/0/1900 Contract P1.115A-Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3360-CONSTRUCTION AND INSTALLATION SERVICE£ TASK 4.2-SUBMITTALS PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Principal $ 122.30 $ Senior Project Mgr $ 97,55 $ Project Manager $ 60.46 $ Project CooNiantor $ 68.43 $ Mana In Architect $ 101A2 $ Lead Architect $ 7862 $ Senior Architect $ 5970 $ ArchltecVLead Designer $ 46.59 $ Desi ner/Dmfter $ 34.94 $ Mang in En inee $ 106.29 $ Lead En Veer $ W.27 $ Senior Engineer $ 78.62 1 $ En ineeni-end Designer $ 62.61 1 $ Desi nerlDmfier $ MS4 $ Mgr of Const/Acciii $ 101.92 $ Pro ect Accountant $ 62.61 $ Estimator $ 101.92 $ Aachroustrw $ 45.14 $ CledcaVRe m hics $ 29.12 $ $ $ $ $ $ Total Manhoum/Burdened Labor Costa 0.00 $ OVERHEAD AT% 6500% $ - PROFITAT% 5.00% $ TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL Once/Mail/Other Direct Actual N/A $ Printing 8 Photo Direct Actual N/A $ Travel Direct Actual NIA $ Telephone Direct I Actual N/A 1 $ Total Direct Expenses $ SUMMARY TASK STATUS Butlget Prevlously This Period To Date Remaining % Amount Billed Budget Complete Labor+OH $ 127,928 $ $ $ $ 127,928.00 0 Profit $ 6,396 $ $ $ $ 6,39600 0 Direct Costs 1 $ 600 $ $ $ $ 600.00 0 Total $ 134,924 Is $ $ 134,924.00 0 Page 7 of 17 FM Invoice Invoice Date: 11011900 Period Ending, 1/0/1900 Contract PI-115A-Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3350-CONSTRUCTION AND INSTALLATION SERVICES TASK 4.3-REQUESTS FOR INFORMATION PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Principal $ 122.30 $ Senior Project Mgr $ 97,55 $ Project Manager $ 6046 $ Project Coordiantor $ 6843 $ Mena In Architect $ 101.92 $ Lead Architect $ ]8.62 $ Senior Architect $ 59.70 $ Architact/Lead Desi ner $ 46.59 $ Designer/Drafter $ 34.94 $ Mane in Engineer $ 106.29 $ Lead En ineer $ 90.27 1 $ Senior Engineer $ 78,62 $ En IneanLead Designer $ 62.61 1 $ Desi nedDrafter $ 34.94 1 $ M rof Const/Ax Pumh $ 101.92 $ Project Accountant $ 62.61 $ Estimator $ 101.92 $ Administrative $ 45.14 $ Cledca102e ro raphi. $ 29.12 $ $ $ $ $ $ TOM ManhourslBurdened Labor Cosh 0.00 Ili Eller% OVERHEAD AT% 65.00% $ - PROFRAT% 500% $ TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL OffcelMel/Other Dined Actual N/A $ Printing 8 Photo Direct Actual N/A $ Travel I Direct Actual NIA $ Telephone Direct I A al N/A 1 $ Total Direct Expenses $ SUMMARY TASK STATUS Budget Previously THIS Period To Data Remaining % Amount Billed Budget Com hh Labor+OH $ 113,561 $ $ $ $ 113,561.00 0 ProfitI $ 5,678 $ $ $ $ 5,678.00 0 Direct Costs1 $ 200 1 $ 1 $ 1 $ 1 $ 200.00 0 Total $ 119,439 $ is $ $ 119,439.00 a Page 8 of 17 Invoice Date: 1/0/1900 Period Ending; 1/0/1900 Contract P14I SA-Maintenance Area Building Rehabilitation and Building H Demolitior WORK PACKAGE 3350-CONSTRUCTION AND INSTALLATION SERVICES TASK 4.4-CONTRACT MODIFICATIONS,DESIGN CHANGES,AND CHANGE ORDERS PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Principal $ 122.30 $ Senior ProedMgr $ 97.55 $ Pmjed Manager $ 60.46 $ Pro'ed Coordiantcr $ 68A3 $ Mana In Architect $ 101.92 $ Lead Architect $ 78.62 $ Senior Architect $ 59.70 $ Architect/Lead Designer $ 46.59 $ Desi ner0rafter $ 34.94 $ Mana in En ineer $ 108.29 $ Lead En ineer $ 90.27 $ Senior Engineer $ 78.62 $ En InaerlLead Desl ner $ 62el $ Desi ner0rafter $ 34.94 $ Mgr of Const/AcWPurch $ 101.92 $ noun Pro'ed Ac Ecou sfi nt $ 62.6 $1 $ mator $ 101.92 $ Administrative $ 45A4 $ Clencall/Reprollrephlts $ 29.12 $ $ $ E $ 8 Total ManhourslBurdanatl Labor Costs 0.00 $ OVERHEAD AT% 65.00% $ - PROFITAT% 5.00% $ TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL o0icrimAlloft, Direct Actual N/A S Printing 8 Photo Direct Actual N/A $ Travel I Direct Actual I WA $ Telephone Direct I Actual N/A $ Total Direct Expenses f SUMMARY TASK STATUS Budget Prevlously This Period TO Dab Remaining % Amount Billed Bud at complete LaborvOH $ 54,111 $ $ $ $ 54111.00 0 profit $ 2,706 1 $ $ $ 1 $ 2,706.00 0 Direct Costs1 $ 300 1 $ $ 1 $ 1 $ 300.00 0 Totill $ 57,117 $ Is is $ 57,117.00 0 Page 9 of 17 Invoice Invoice Dale: 110/1900 Period Ending: 1/0/1900 Contract P1-115A-Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3350-CONSTRUCTION AND INSTALLATION SERVICE: TASK 4.5-SITE VISITS AND WEEKLY PROGRESS MEETINGS AND AS-BUILT REVIEW MEETING: PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Principal $ 122.30 $ Senior Project M r $ 97 55 $ Project Manager $ 60.46 $ Project Coordiantor $ WAS $ Mena In Amhtect $ 101.92 $ Lead Architect $ 78.62 $ Senior Architect $ 59.70 $ ArchitectlLead Designer $ 46.59 $ Desl nedDrefter $ 34.94 $ ManaL E 106.29 $!neer $ W.2]1 $ Senior Engineer $ 78.62 1 $ En IneenLead Designer $ 62.61 1 $ Designer/Drafter $ 34.94 1 $ Mgr of Const/AcctPumh $ 101.92 $ Project Accountant $ 62.61 $ Estimator $ 101.92 $ Atlminisba5ve $ 45.14 $ ClencallRe ra him $ 29.12 $ $ $ $ $ Total ManhourslBurdened Labor Cosh 0.00 E OVERHEAD AT% 65.00% $ - PROFIT AT% 5.00% E TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPEN CHARGED RATE QUANTITY TOTAL ORcelMaillOther DraGt Actual NIA $ Printing8 Photo Direct Acli NIA $ Travel I Direct I Actual NIA $ Telephone Direct I Actual I NIA $ Total Direct Ex asses E SUMMARY TASK STATUS Budget Previously 1 This Period To Date Remaining % Amount Billed Buda Com lete Labor+OH $ 54,506 $ $ $ $ 54,506.00 0 PmOt $ 2,725 $ $ $ $ 2,]25.00 0 Direct Coats 1 $ 11220 1 $ $ $ Is 1,220.00 0 Tolall $ 58,451 is is $ Sil,d51.00 0 Page 10 of 17 FM Invoice Invoice Date: 11011900 Period Ending, 1/0/1900 Contract PI-115A-Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3350-CONSTRUCTION AND INSTALLATION SERVICES TASK 4.6-STRUCTURAL AND ROOF INSPECTIONS PROPOSAL DETAIL LABOR COSTS THIS PERI00 TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Pnncipal $ 122.30 $ Senior ProjectM r $ 97,55 $ Project Manager $ 6046 $ Project Coordiantor $ 6843 $ Mena In Architect $ 101.92 $ Lead Architect $ ]8.62 $ Senior Architect $ 59.70 $ Architact/Lead Desi ner $ 46.59 $ Designer/Drafter $ 34.94 $ Mane in Engineer $ 106.29 $ Lead En ineer $ 90.27 $ Senior Engineer $ 78,62 $ En Inert-ead Designer $ 62.61 1 $ Designer/Drafter $ 34.94 1 $ M rof Const/Ax Pumh $ 101.92 $ Project Accountant $ 62.61 $ Estimator $ 101.92 $ Administrative $ 45.14 $ ClencallRe ro raphi. $ 29.12 $ $ $ $ $ Total ManhounlBurdaned Labor Cosh 0.00 E OVERHEAD AT% 65.00% $ - PROFRAT% 500% $ TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL OfflcelMel/Other Direct Actual N/A $ Printing 8 Photo Direct Actual N/A $ Travel I Direct Actual NIA $ Telephone Direct I A al N/A 1 $ Total Direct Expenses $ SUMMARY TASK STATUS Budget Previously Thls Period To Data Ramalning % Amount Billed Budge Com late Labor+OH $ 28,521 $ $ $ $28,52L29 0 Profit $ 1,426 $ $ $ $ 1,426.06 0 Direct Costs $ 360 $ $ $ $ 360,00 0 Total $ 30,307 $ is $ $30,301.3E 0 Page 11 of 17 Invoice Invoice Date: 1/0/1900 Period Ending: 1/0/1900 Contract P1-115A-Maintenance Area Building Rehabilitation and Building K Demolklor WORK PACKAGE 3350-CONSTRUCTION AND INSTALLATION SERMCEE TASK 4.7-CLAIMS AVOIDANCE AND DISPUTE RESOLUTION ASSISTANCE PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Pnnci al $ 122.30 $ Senior Pro ed M r $ 97.55 $ Project Man.mrr $ 6046 $ Project Coordantor $ 68.43 $ Mena In 101.92 $ Leaf AmhlAmMted $ .t $ 78.62 $ Senior Architect $ 59,70 $ Archilect&ea,Designer $ 46.59 $ Designer/Drafter $ 34.94 $ Mana in En inee $ 108.29 $ Lea,En inear $ W27 $ Senior Engineer $ 78.62 $ En i...r/Leed Desi ne $ 62.61 $ Designer/Drafter $ 34.94 $ M rof ConsVAccWumh $ 101S2 $ Project Accountant $ 62.61 $ Estimator $ 101.92 $ A,ministrative $ 45.14 $ Clencal/Ra re Eics $ 29.12 $ $ $ Total ManM1ouraglurtlenatl Labor Coss 0.00 is OVERHEAD AT X 65.00% $ - PROFIT AT% 5.00% $ TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL IN cs/MaiVDlhsr Dired Adual NIA $ Punting SPholo Direct Adual NIA $ Trevel I Direct I Adual NIA $ Telephone I Direct I Aclual WA $ Total Direct Expenses $ SUMMARY TASK STATUS Budget PreYlously This Peftd TO Dale Remaining Budget % Amount Billed Cam Ieb Labor*OH $ $ $ $ $ #DIVIO! P ro 0t 1 $ $ $ $ $ #DIVI01 Dired Costs1 $ $ $ Is Is Total $ $ is MDIVmI Page 12 of 17 FM Invoice Invoice Date: 1/0/1900 Period Ending, 1/0/1900 Contract P7-115A-Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3350-CONSTRUCTION AND INSTALLATION SERVICES PROJECT MANAGEMENT FOR PHASE 4 PROPOSAL DETAIL LABOR COSTS THIS PERI00 TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Principal $ 122.30 $ Senior Project Mgr $ 97,55 $ Project Manager $ 6046 $ Project Coordimarr $ 6843 $ Mena In Architect $ 101.92 $ Lead Architect $ 78.62 $ Senior Architect $ 59.70 $ Architact/Lead Desi ner $ 46.59 $ Designer/Drafter $ 34.94 $ Mane in Engineer $ 106.29 $ Lead Engineer $ 90.27 1 $ Senior Engineer $ 78,62 $ En Ineerl-ead Designer $ 62.61 1 $ Desi nedDrafter $ 34.94 1 $ lv rof Const/Ax Pumh $ 101.92 $ Project Accountant $ 62.61 $ Estimator $ 101.92 $ Administrative $ 45.14 $ Cledca102e ro raphi. $ 29.12 $ $ $ $ $ Total ManhourelBurdaned Labor Cosh 0.00 E OVERHEAD AT% 65.00% $ - PROFRAT% 500% $ TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL OffcelMel/Other Dined Actual N/A $ Printing 8 Photo Direct Actual N/A $ Travel I Direct Actual NIA $ Telephone Direct I A ai N/A $ Total Direct Expenses $ SUMMARY TASK STATUS Budget Previously This Period To Data Remaining % Amount Blllad Budget Complete Labor+OH $ 73,254 $ $ $ $ 73,254.00 0 Profit $ 3,663 $ $ $ $ 3,663.00 0 Direct Costs $ $ $ $ $ Total $ 76,917 $ $ $ $ 76,917.00 0 Page 13 of 17 Invoice Invoice Date: 1l0/1800 Period Ending: 11.:00 Contract Pi-115A-Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3550-CLOSE-OUT TASK 6.1 -FINAL INSPECTION PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Princi al $ 122.30 $ Senior Pme Mgr $ 97.55 $ Proed Mana er $ 60.46 $ P.'ect CooMi.mr $ 6843 $ Mane in Archict $ 101.92 $ Laatl Architteect $ 78.62 $ Senior Archlted $ 59.70 $ Arohiv,W-ead Designer $ 4659 $ Deai nerlOreger $ 34.94 $ Mane In En inear $ 106.29 $ Lead En Ineer $ 90.2] $ Senior En ineer $ 7862 $ En ineera-ead Designer $ 62.61 $ Desi ner/Drager $ 34.94 $ M r W ConsVAccVPurch $ 101.92 $ Proed Acwuntenl $ 6261 $ EataMn $ 101.92 $ Atlministresve $ 45.14 $ Clerical/Re r ra hits $ 29.12 $ Is TWel ManhourelBUNenetl Labor Coah I 1 0.00 $ OVERHEAD AT% 65.00% 2 - PROFIT AT% 5.00% $ TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL Ogme/Mail/Other Dired Actual NIA $ Prinling SPhoW Dired Actual NIA $ Travel I Dired I Actual I NIA $ Telephone Direct I Actual NIA $ TWel Direct Expenses S SUMMARY TASK STATUS Budget Previously This Period TO Data Remaining %ComPlsh Amount Billed Bud et Labor+OH $ $ $ $ $ IFDIVIO! Profit1 $ $ $ $ $ #DIVIO! Direct Costs I $ Is $ 1$ Is #DIVIOI Total $ S S $ $ #DWA01 Page 14 of 17 Invoice Invoice Date: 1/0/1900 Period Ending: 1/0/1900 Contract P1-115A-Maintenance Area Building Rehabilitation and Building K Demolklor WORK PACKAGE 3550-CLOSE-0UT TASK 6.2- RECORD DRAWINGS PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Principal $ 122.30 $ Senior Feted Mgr $ 97,55 $ Project Mena gar $ W.46 $ Project CmrLiantor $ M.43 $ Mana in Archited $ 101 92 $ Leatl A, W.t $ 76.62 $ Senior Amhitact $ 5970 $ ArchitecVLead Designer $ 46,59 $ Desi ner/DraMr $ 34.94 $ Man In er 0 .29 etlEEO, $ Le n $ W.2] $ Senior Engineer $ 78,62 1 $ Engineer/Lead Desi ne $ 62.61 1 $ Desi ner/DmRer $ 34,94 1 $ M rd Const/Acet Purch $ 101.92 $ Project Acmuntant $ 62,61 $ Estimator $ 101.92 $ Atlministra0ve $ 45,14 $ Cledcal/RopMraphics $ 29.12 $ $ $ Total Manhours/Burdened Labor Coab 0.00 1 $ OVERHEAD AT% 65.00% $ - PROFIT AT% 5.00% $ TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE 1 CHARGED RATE QUANTITY TOTAL Office/MalltOther Dired Actual NIA $ Printing&PM1oto I Direct Acual I NIA $ Travel Dired Actual NIA $ Telephone Direct I Actual NIA $ Total Dired Ex en $ SUMMARY TASK STATUS Budget Previously This Period TO Date Remaining %Complete Am BIINd Bud et Labor+OH $ ]3,W2.302 $ $ $ $ ]3,302.00 0 Preflt $ 3,865 $ $ $ $ 3,685.00 0 Direct Collis 1 $ $ $ Is $ Tatall S ]6,96] $ Is Is $ 76,967.00 0 Page 15 of 17 Invoice Invoice Date: 1/0/1900 Period Ending: 1/0/1900 Contrect P1-115A-Maintenance Area Building Rehabilitation and Building K Demolklor WORK PACKAGE 3550-CLOSE-OUT TASK 6.3-LESSONS LEARNED PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Pnnci al $ 122.30 $ Senior Pro ed M r $ 97.55 $ Project Man.mrr $ 6046 $ Project Coodiantor $ 68.43 $ Mena In 101.92 $ Leaf AmhlAmMted $ .t $ 78.62 $ Senior Architect $ 59,70 $ Archilect&ea,Designer $ 46.59 $ Designer/Drafter $ 34.94 $ Mana in En inee $ 108.29 $ Lea,En inear $ W27 $ Senior Engineer $ 78.62 $ En i...r/Leed Desi ne $ 62.61 $ Designer/Drafter $ 34.94 $ M rof ConsVAccWumh $ 101S2 $ Project Accountant $ 62.61 $ Estimator $ 101.92 $ A,ministrative $ 45.14 $ Clencal/Ra re Eics $ 29.12 $ $ $ Total ManM1ouraglurtlenatl Labor Coss 0.00 1 E OVERHEAD AT X 65.00% $ - PROFIT AT% 5.00% $ TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL Office/MaiVOlher Dired Adual NIA $ Punting a Pholo Direct Actual NIA $ Trevel I Direct I Adual NIA $ Telephone I Direct I Aclual WA is Total Direct Expenses $ SUMMARY TASK STATUS Budget PreYlously This Peftd TO Date Remalning Y.Compl0b Amount Billed Butl at Labor*OH $ $ $ $ $ #DIVIO! Pro0t1 $ 1 $ $ $ $ #DIV/01 Dired Costs1 $ 1 $ $ 1 $ $ #DIVI01 Total $ $ #DIVIaI Page 16 of 17 Invoice Invoice Date: 1/0/1900 Period Ending: 1/0/1900 Contract P1-115A-Maintenance Area Building Rehabilitation and Building K Demolklor WORK PACKAGE 3550-CLOSE-OUT TASK 6.4-(PM CloseOut) PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS IABOR COST Pnnci al $ 122.30 $ Senior Pro ed Mgr $ 97.55 $ Project Man.mrr $ 6046 $ Project Coodiamor $ 68.43 $ Mena I?A mMled $ 101.92 $ Le Amhl.t $ ]8.62 $ Senior Architect $ 59,70 $ ArchilrrrM-ea,Designer $ 46.59 $ Designer/Drafter $ 34,94 $ Mana in En inee $ f08.29 $ Lea,En ineer $ 90.2]I $ Senior Engineer $ 78.62 1 $ En i...r/Leed Designer $ 62.61 1 $ Designer/Drafter $ 34.94 1 $ M rof ConsVAccWumh $ 101S2 $ Project Accountant $ 62.61 $ Estimator $ 101.92 $ A,ministrative $ 45.14 $ Clerical/Ra re him $ 29,12 $ $ $ $ $ Total ManM1oursLened Labor costs 0.00 $ Enter% OVERHEAD AT X 65.00% $ - PROFIT AT% 5.00% $ TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL Office/MaNClher Dired Acual NIA $ PnMing a Photo Direct Actual NIA $ Trevel I Direct I Actual NIA $ Telephone I Direct I Actual WA I $ Tolal Direct Expenses $ SUMMARY TASK STATUS Sudget Previously Remaining Amount Billed This Perbtl To DaU Butl at %Complete Labor*OH $ 14,799 $ $ $ $ 14,79900 0 ProOt1$ 740 1 $ $ $ $ 74000 0 Direct Coate $ $ $ $ $ Total 15.509 $ 15,539.00 0 Page 17 of 17 P1 -115A PCSA ATTACHMENT " B" LABOR HOUR MATRIX PROPOSAL WORKBOOK The Austin Company Proposed Budget Address to send checks to $ 606,622 Orange County Sanitation District P.O.Box 8127 Fountain Valley,CA 92728-8127 ATTN: Lisa Rogers,Accounts Payable cc:Wendy Sevenandt.CIP Project Manager Contract Pi-115A-Maintenance Area Building Rehabilitation and Building H Demolition Part of Project P7-115-Title 24 Access Compliance and Building Rehabilitation Project OCSD Purchase Order No. TBD SUMMARY CONTRACT STA TUS Budget Amount Previously This Period To Date Remaining Budge Dom Into Lom,OH $ 555,a88 Prof, $ 2],]94 Direct Costs $ 2.940 Suboonsu8ants 20,009 Total $ aga,al2 Work Package Daserlptlon Budget Amount Previously This Period To Date Remaining Budget Billed Co. lots 3254 Desi n Bid and AWard $ 15,214 3350 Consbudionllnstalladon $ 498,903 3550 Closeout 92,506 Total $ 6g8,822 The Austin Company Page 1 of 18 Proposed Budget Contract PI-115A-Maintenance Area Building Rehabilitation and Building H Demolition TASK-BY-TASK INVOICE SUMMARY Work Package 3330-Construction and Installation Services Budget Previously Remaining This Perlotl To Date %Complete Task No. Oescri i Amoun[ Billetl Butl et 3.1 TOe 24 Sons EnergyCompliance n $ 3T 8itl antl FwarE 1$ 15214 Total S 15,214 Work Package 3350-Construction and Installation Services Bud'et Previously Remaining Teak No. Oescrl Ion Amount Billetl This Periotl TO Da. gutl e[ Y.Complete 4.1 PreconsWrAon Conhrence S 1748 4.2 SUImi $ 134,924 4.3 Real for lnfwme6on S 119"a 4.A Contract Mods and Change Orders $ 57,117 4.5 Sea Vice;and Weekly Mmun s .$ 58451 4.6 Structural and Roof Inspections $ 30.307 41 Claims AvddarroMiNule Revolution S 48 Pixrect Management 96917 Total $ 478,904 Work Packa e35N-Clewed Bud," Previously Ran aining Took No. Oevori a Amount Biletl This Padotl To Dab B. at X Cwnplak 6.1 Final Insliection S 6.2 Remand Deal $ 76.967 6.3 Final Documentation $ 6.4 Lessons Learned $ 15,539 Total S Sense PM1mse Surd 3254 $ - 33W $ 20,000 36W $ - subtolal $ 20,000 Page 2 of 18 Role Name Rate Principal 122.30 Senior Promect M r 97.55 Promect Manager 60.46 Promect Coordiantor 68.43 Managing Architect 101.92 Lead Architect 78.62 Senior Architect 59.70 Architect/Lead Desi ner 46.59 Designer/Drafter 34.94 Managing Engineer 106.29 Lead Engineer 90.27 Senior Engineer 78.62 Engineer/Lead Designer 62.61 Designer/Drafter 34.94 M r of Const/Acct/Purch 101.92 Pro ect Accountant 62.61 Estimator 101.92 Administrative 45.14 Clerical/Re ro ra hits 29 12 FRINGE AT% 45.60% OVERHEAD AT% 65.00% PROFIT AT % 5.00% Page 3 of 18 Proposed Budget Contract P1-115A-Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3254-DESIGN,BID AND AWARD SERVICES TASK 3.1 -TITLE 24 STATE ENERGY STANDARDS COMPLIANCE(OPTIONAL PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Pnnci al $ 122.30 $ Senior Project M r $ 97 55 $ Project Manager $ 60.46 $ Project Coordiantor $ WAS $ Mana In Arohbed $ 101.92 $ Lead Architect $ 78.62 $ Senior Architect $ 59.70 $ Amhitec ead Designer $ 46.59 $ Desl nerlDrafter $ 34.94 $ Manaoino Enaineer $ 106.29 $ Lead Engineer $ 90.27 $ Senior Engineer $ 78.62 $ En IneerlLead Designer $ 62.61 $ Designer/Drafter $ 34.94 $ Mgr of COns6AocVPumh $ 101.92 $ Project A urdant $ 62.61 $ Estimator $ 101.92 $ Administrative $ 45.14 $ Clerical/Re ra him $ 29.12 $ $ $ $ $ Total ManhourslBurdened Labor Cosh O.aO E OVERHEAD AT% 65.00% $ - PROFIT AT% 5.00% E TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPEN CHARGED RATE QUANTITY TOTAL ORcelMaillOther Dmd Actual NIA $ Printing8 Photo Direct Actual NIA $ Travel O,rectl Actual NIA $ Telephone Directl Actual I NIA $ Total Direct Es anses S SUMMARY TASK STATUS Previously TM1is Period TO Data Remaining %Complete Billea Budget Labor OH $ Profit $ Direct Costa $ Total Page 4 of 18 Proposed Budget Contract P1-115A-Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3254-DESIGN,BID AND AWARD SERVICE: TASK 3.2-BID AND AWARD PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Pnnci al $ 122.30 4.00 $ 489.22 Senior Project M r $ 97 55 24.00 $ 2341.25 Project Manager $ 60.46 $ Project Coordiantor $ WAS $ Mena In ArcM1fect $ 101.92 20.00 $ 2,038.40 Lead Architect $ 78.62 8.00 $ 628.99 Senior Architect $ 59.70 $ AmhitecVLead Designer $ 46.59 $ Desl ner/Draft, $ 34.94 $ Manaoino Enaineer $ 106.29 16.00 $ 1,700.61 Lead Engineer $ 90.27 $ Senior Engineer $ 78.62 8,00 $ 628.99 En IneenLaad Designer $ 62.61 $ Desi nerlDmfer $ 34.94 $ Mgr of COns(Mol/Pumh $ 101.92 $ Project A ur9ant $ 62.61 $ Estimator $ 101.92 8.00 $ 815.38 Administrative $ 45.14 $ ClencafRe ra him $ 29.12 $ $ $ $ $ Total ManhourelBurdaned Labor C I 1 88.00 E 8,842.82 OVERHEAD AT% 65.00% $ 5,617.83 PROFIT AT% 5.00% $ 713.03 TOTAL LABOR COST $ 14,973.68 DIRECT EXPENSES THIS PERIOD DIRECT EXPEN CHARGED RATE QUANTITY TOTAL ORceIMail/Other Diroct Actual NIA $ Printing 3 Photo Direct AC al NIA $ 200.00 Travel I Direct I Actual NIA $ 40.00 Telephone Direct I Actual NIA $ Total Direct a... $ 240.00 SUMMARY TASK STATUS PreviouslyjThi.Period TO Data Remaining %Complete Billetl Budget Labor+OH $ 14,261 NJ Profit $ T13 Direct Costs $ 261 Total E 15,214 Page 5 of 18 Proposed Budget Contract P1-115A-Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3350-CONSTRUCTION AND INSTALLATION SERVICE: TASK 4.1 -PRECONSTRUCTION CONFERENCE PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Pnnci al $ 122.30 $ Senior Project M r $ 97 55 5.00 $ 487.76 Project Manager $ 60.46 $ Project Coordiantor $ WAS $ Mena In Arohbect $ 101.92 5.00 $ 509.60 Lead Architect $ 78.62 $ Senior Architect $ 59.70 $ AmhitecVLead Dewiner $ 46.59 $ Desl nerlDrafter $ 34.94 $ ManaL E 106.29 $!neer $ W.2T 1 $ Senior Engineer $ 78.62 1 $ En IneenLead Designer $ 62.61 1 $ Desi nerlDrefter $ 34.94 1 $ Mgr of ConsVAccVPamh $ 101.92 $ Project A uMant $ 62.61 $ Estimator $ 101.92 $ Atlminisbarve $ 45.14 $ ClencaVRe ra him $ 29.12 $ $ $ HE I Total ManhourslBurdaned Labor Costs 10.00 $ 997.36 OVERHEAD AT% 65.00% $ 645.28 PROFIT AT% 5.00% $ 82.28 TOTAL LABOR COST $ 1,727.93 DIRECT EXPENSES THIS PERIOD DIRECT EXPENSIIIIIIIIIIIIIIIIIIIi 1 CHARGED RATE QUANTITY TOTAL ORcelMail/Other Diroct Actual NIA $ Printing 8 Photo Direct AC NIA $ Travel Direct I Actual I NIA $ 20.00 Telephone Direct I Actual I NIA $ Total Direct apron. $ 20.00 SUMMARY TASK STATUS PrevloeslyjThi.Period TO Data Remaining %Complete allied Budget Labor+OH $ 1,648 NJ Profit $ 82 Direct Costs 8 20 Total 1,T48 Page 6 of 18 Proposed Budget Contract Pl-11SA.Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3360-CONSTRUCTION AND INSTALLATION SERVICE£ TASK 4.2-SUBMITTALS PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Principal $ 122.30 $ Senior Project Mgr $ 97,55 125.00 $ 12,19400 Project Manager $ 60.46 $ Proect Coordiantor $ 68.43 $ Mana in ArcM1Rect $ 101.92 100.00 $ 10.182.00 Lead Architect $ ]8.62 10U.00 $ 7,862.40 Senior Architect $ 59.70 $ Amhlte .ml Duragras $ 46.59 $ Designer/Drafter $ 34.94 $ Mang 10,628.80 a 6 LeE nee 90.27 I 100.00 $ 9,027.20 Senior Engineer $ 78.62 1 200.00 $ 15,724.80 Engineer/Lead Designer $ 62.61 1 100.00 $ 6,260.80 Desi nerlDrefter $ 34.94 $ Mgr of ConstlAcct/Pumh $ 101.92 $ Pro ad Accountsnt $ 62.61 $ Estimator $ 101.92 $ Adminisaa0ve $ 45.14 125.00 $ 5,642.00 ClencallRe ra hits $ 29.12 $ $ $ $ $ Total ManhaumlBurtlenetl Labor Costs 950.00 E ]],532.00 OVERHEAD AT% 6500% $ 50,395.80 PROFIT AT% 5.00% $ 6,396.39 TOTAL LABOR COST $ 134,324.19 DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL Once/MaillOther Direct Actual N/A $ Printing 8 Photo Direct Actual N/A $ 600.00 Travel Direct Actual NIA $ Telephone Direct I Actual N/A $ Total Direct Expenses $ 600.00 SUMMARY TASK STATUS RAmounti.villed ly This Period TO Date Remaining % Bud et Com leteLabor+OH fitDiredCosts Total $ 13d,92d Page 7 of 18 Proposed Budget Contract PI-115A-Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3350-CONSTRUCTION AND INSTALLATION SERVICES TASK 4.3-REQUESTS FOR INFORMATION PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Principal $ 122.30 $ Senior Project Mgr $ 97,55 80.00 $ 7,804.16 Project Manager $ 60.46 $ Project Coordiantor $ 68.43 $ Mena In Architect $ 101.92 120.00 $ 12,230.40 Lead Architect $ 78.62 200.00 $ 15,724.80 Senior Architect $ 59.70 $ ArchiWWLead Desi ner $ 46.59 $ Designer/Drafter $ 34.94 $ Mane in Engineer $ 106.29 120.00 $ 12,754.56 Lead En ineer $ 90.27 1 200.00 $ 18,054.40 Senior Engineer $ 78,62 $ En InesoLead Designer $ 62.61 1 $ Designer/Drafter $ 34.94 1 $ M rof Consb)%x Pumh $ 101.92 $ Pled Accountant $ 62.61 $ Esdmetor $ 101.92 $ Administrative $ 45.14 50.00 $ 2,256.80 CledsallRe ro raphi. $ 29.12 $ $ $ $ $ �T.,ManhounlBur Labor Cosh 770.00 E 88,825.12 Enter E 4er% OVERHEAD ATX 65.00% 4 , . PROFIT AT 5 ATX 500% ,6786]B.070] TOTAL LABOR COST $ 119,239.52 DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL OffcelMel/Other Direct Actual N/A $ Printing 8 Photo Direct Actual N/A $ 200,00 Travel I Dired Acual NIA $ Telephone Dired I A al N/A $ Total Direct Expenses $ 200.00 SUMMARY TASK STATUS Budget Previously This Period To Date Remaining % Amounl Billed Bud et Corn lete Labor+OH $ 115,678 Profit $ 3,561 Direct Costs $ 200 Total $ 119,MO Page 8 of 18 Proposed Budget Contract P1415A-Maintenance Area Building Rehabilitation and Building H Demolitior WORK PACKAGE 3350-CONSTRUCTION AND INSTALLATION SERVICES TASK 4.4-CONTRACT MODIFICATIONS,DESIGN CHANGES,AND CHANGE ORDERS PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Principal $ 122.30 16.00 $ 1,956.86 Senior Project Mgr $ 97.55 80.00 $ 7,804.16 Project Manager $ 60.46 $ Project Coordiantor $ 68.43 $ Mena In Architect $ 101.92 60.00 $ 6,078.80 Lead Architect $ ]8.62 80.00 $ 6,289.92 Senior Architect $ 59.70 $ Architecl/Lead Designer $ 46.59 $ Desl ner0rafter $ 36.94 $ Mane in En ineer $ 108.29 80.00 $ 8,3T/.28 La d Engineer $ 90.27 $ Senior Engineer $ 78.62 80.00 $ 6,289.92 En In.adl-eid Deal ner $ 62.61 $ Desi nerMadler $ 34.94 $ Mgr of Const/AccUPurch $ 101.92 $ Project Accountant $ 62.61 $ hstmator $ 101.92 $ Administrative $ 45A4 $ CledcaIIRe ra hits $ 29.12 $ E $ 8 Total ManhourslBurdanatl Labor Costs 1 1 358.00 E 32]94.96 OVERHEAD AT% 65.00% $ 21,316.71 PROFITAT% 5.00% $ 2,705.0 TOTAL LABOR COST $ 56,817.24 DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL OOicelMailloft, Direct Actual N/A $ Printing 8 Photo Direct Actual N/A $ 200.00 Travel I Direct Actual I WA $ 100.00 Telephone Direct I Actual I N/A $ Total Direct Expenses $ 300.00 SUMMARY TASK STATUS Budget Previously This Period To Dale Ramalning Amount Billed Bud et Co. late LaborvOH $ 54,112 profit $ 2,706 Direct Costs1 $ 300 Total $ 51,117 Page 9 of 18 Proposed Budget Contract P1-115A-Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3350-CONSTRUCTION AND INSTALLATION SERVICE: TASK 4.5-SITE VISITS AND WEEKLY PROGRESS MEETINGS AND AS-BUILT REVIEW MEETING: PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Pnnci al $ 122.30 24.00 $ 2,935.30 Senior Project M r $ 97 55 W.00 $ 9,364.99 Project Manager $ 60.46 $ Project Coordiantor $ WAS $ Mena In Amhbect $ 101.92 $ Lead Architect $ 78.62 W.00 $ 6,289.92 Senior Architect $ 59.70 $ Amhiteot Lead Designer $ 46.59 $ Desl nerlDrafter $ 34.94 $ Mana in En !nee $ 106.29 $ Leatl En,!near $ W.2]I 16U.00 $ 14,443.52 Senior Engineer $ 78.62 1 $ En IneenLead Designer $ 62.61 1 $ Desi nerlDrefter $ 34.96 1 $ Mgr of ConsbAccOPumh $ 101.92 $ Project A urdant $ 62.61 $ Estimator $ 101.92 $ Atlminisba5ve $ 45.14 $ Clencal/Re ra him $ 29.12 $ $ $ $ Total ManhourslBurdened Labor Cosh 360.00 E 33,033.73 OVERHEAD AT% 65.00% $ 21,471.92 PROFIT AT% 5.00% $ 2,725.28 TOTAL LABOR COST $ 57,230.93 DIRECT EXPENSES THIS PERIOD DIRECT EXPEN CHARGED RATE 1 QUANTITY TOTAL ORcelMaillOther Direct Actual NIA $ Printing 8 Photo I Direct I AC al I NIA $ Travel I Direct I Actual I NIA $ L220.00 Telephone I Direct I Actual I NIA $ Total Direct Ex sews $ 1,220.00 SUMMARY TASK STATUS Budget Previously This Period To Date jB WC.. Amount Billed Labor+OH $ 54,506 PmBt $ 2,]25 Direct Coats $ 1,220 Total 58,451 Page 10 of 18 Proposed Budget Contract PI-115A-Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3350-CONSTRUCTION AND INSTALLATION SERVICES TASK 4.6-STRUCTURAL AND ROOF INSPECTIONS PROPOSAL DETAIL LABOR COSTS THIS PERIOD EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Pnncipal $ 122.30 6.00 $ 733.82 Senior Project Mgr $ 97,55 16.00 $ 1,560.83 Project Manager $ 60.46 $ Project Coordiantor $ 68.43 $ Mena In Architect $ f01.92 ]2.00 $ 7,338.24 Lead Architect $ 78.62 $ Senior Architect $ 59.70 $ Architect/Lead Desi ner $ 46.59 $ Designer/Drafter $ 34.94 $ Mane in Engineer $ 106.29 72.00 $ 7,66274 Lead En ineer $ 90.27 1 $ Senior Engineer $ 78,62 $ En Inearl-eed Designer $ 62.61 1 $ Designer/Drafter $ 34.94 1 $ M rof Const/Ax Pumh $ 101.92 $ Project Accountant $ 62.61 $ Esdmetor $ 101.92 $ Administrative $ 45.14 $ ClensallRe ro raphi. $ 29.12 $ $ $ $ �,.,manhounlBurdaned Labor Cosh 188.00 E 1T,285.83 OVERHEAD AT% 65.00% $ 11,235.66 PROFIT AT% 500% $ 1,426.06 TOTAL LABOR COST $ 29,947.36 DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL OffcelMel/Other Direct Actual N/A $ Printing 8 Photo Direct Actual N/A $ Travel I DireG Actual NIA $ 360.00 Telephone I Direct I A al N/A 1 $ Total Direct Expenses $ 360.00 SUMMARY TASK STATUS Budget Previously This Period To Dale Remaining % Amount Billed Bud et C. late Labor+OH $ 28,521 Profit $ 1,426 Direct Costs $ 360 Total $ 30,307 Page 11 of 18 Proposed Budget Contract P1-115A-Maintenance Area Building Rehabilitation and Building K Demolklor WORK PACKAGE 3350-CONSTRUCTION AND INSTALLATION SERMCEE TASK 4.7-CLAIMS AVOIDANCE AND DISPUTE RESOLUTION ASSISTANCE PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Principal $ 122.30 $ Senior Pro ed M r $ 97.55 $ Project Man.mr $ 6046 $ Project Coor,iamor $ 69.43 $ Mane In 101.92 $ Leaf AmhlAmMted $ .t $ ]8.62 $ Senior Architect $ 59]0 $ Archilect&ea,Designer $ 46.59 $ Designer/Drafter $ 34.94 $ Mane in En inee $ f08.29 $ Lea,En ineer $ 90.2]I $ Senior Engineer $ 79.62 1 $ En i...rlLead Desi ne $ 62.61 1 $ Designer/Drafter $ 34.94 $ M rof ComVAccWumh $ 101S2 $ Plea Accountant $ 62.61 $ Estimator $ 101.92 $ A,ministra0ve $ 45.14 $ Claneal/Repnewsphics $ 29.12 $ $ $ $ $ Total ManM1ouraBurtlenatl Labor Coss 0.00 E OVERHEAD AT X 65.00% $ - PROFIT AT% 5.00% $ TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL OfficelMaiVOlher Dired Adual NIA $ Punning S Photo Direct Adual NIA $ Travel I Direct I Adual NIA $ Telephone I Direct I Actual WA is Total Direct Expenses $ SUMMARY TASK STATUS Budget Previously This Perlml To Data Remaining Budget Amount Billatl Com late abor*OH $ P ro0t $ Dired Costs $ Total $ Page 12 of 18 Proposed Budget Contact PI-11 SA-Maintenance Area Building Rehabilitation and Building H Demolition WORK PACKAGE 3350-CONSTRUCTION AND INSTALLATION SERVICES PROJECT MANAGEMENT FOR PHASE 4 PROPOSAL DETAIL LABOR COSTS THIS PERIOD EMPLOYEE BURDENED PERSONNEL CATEGORY RATE HOURS Pdncipal $ 122.30 50.00 $ 6,115.20 Senior Project Mgr $ 97.55 300.00 $ 29,265.60 Project Manager $ 60.46 $ Project Coordiantor $ 68.43 $ Mena In Architect $ 101.92 $ Lead Architect $ 78.62 $ Senior Archited $ 59.70 $ ArchiWWLead Desi ner $ 46.59 $ Desi ner/Drafter $ 34.94 $ Mane in Engineer $ 106.29 $ Lead Engineer $ 90.27 $ Senior Engineer $ 78.62 $ En Ineerl-ead Deal ner $ 62.61 $ Designer/Drafter $ 34.94 $ M rof ConstAoWPureh $ 101.92 $ Project Accountant $ 62.61 144.00 $ 9,015.55 Estimator $ 101.92 $ Administrative $ 45.14 $ Cledsald2e ro ra im $ 29.12 $ $ $ $ $ �T.,ManhounlBurdaned Labor Cosh 696.00 E 46,398.35 OVERHEAD ATX 65.00% $ 28,857.63 PROFIT ATX 500% $ 3,662.70 TOTAL LABOR COST $ 76,916.68 DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL Of6celMail/Other Direct Actual N/A $ Printing 8 Photo Direct Actual N/A $ Travel I Direct A .l NIA $ Telephone Direct I A al N/A 1 $ Total Direct Expenses $ SUMMARY TASK STATUS Budget Previously This Period TODate Remaining k Amount Billed Budget Complete LaborNOH $ 73,254 Profit $ 3,663 Direct Costs $ Total $ 76,917 Page 13 of 18 Proposed Budget Contract P1-115A-Maintenance Area Building Rehabilitation and Building H Demolklor WORK PACKAGE 3550-CLOSE-OUT TASK 6.1 -FINAL INSPECTION PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Principal $ 122.30 $ Senior ProedMgr $ 97,55 $ Prow Mena go, $ WAS $ Project CmrLiamor $ 66.43 $ Mana in Archited $ 101 92 $ Leatl A, W.t $ 76.62 $ Senior Amhitact $ 5970 $ ArchiteWLead Designer $ 46.59 $ Designer/Drafter $ 34.94 $ Man 06.29 etlEEO, $ Le n In er $ 90.27 $ Senior Engineer $ 78.62 $ Engineer/Lead Desi ne $ 62.61 $ Designer/Drafter $ 34.94 $ M rMConst/ m urch $ 101.92 $ Project Acmummnt $ 62,61 $ Edimator $ 101.92 $ Administra6ve $ 45.14 $ Clerical/Roprographics $ 29.12 $ $ $ $ $ $ Total ManhouratBurdened Labor Cosb 0.00 $ OVERHEAD AT% 65.00% $ - PROFIT AT% 5.00% $ TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE 1 QUANTITY TOTAL Office/MalllOther Dired Actual NIA $ Printing&PM1oto Direct Actual I NIA $ Travel Dired Adual NIA $ Telephone Direct Actual NIA $ Total Direct Ex en $ SUMMARY TASK STATUS Budget Previously This Period TO Date Remaining %Complete Amount Billed Bud at Labor+OH $ Profit $ Direct Caere $ Total $ Page 14 of 18 Proposed Budget Contmet P1-115A-Maintenance Area Building Rehabilitation and Building K Demolklor WORK PACKAGE 3550-CLOSE-0UT TASK 6.2- RECORD DRAWINGS PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Principal $ 122.30 8,00 $ 978.43 Senior Poled Mgr $ 97.55 40,00 $ 3,902.08 Pitied Mena go, $ 60.46 $ Project CmrLiantor $ 68.43 $ Mana in Archited $ 101.92 8.00 $ 815.36 Leatl Archited $ 78.62 $ SeniorAmhitect $ 59.70 $ ArchiteWLead Designer $ 46,59 140.00 $ 6,52 Afl Designer/Drafter $ 34.94 140.00 $ 4,892.16 Mana 2.55091 E Lead nee $ W.2] $ Senior Engineer $ 78,62 1 $ Engineer/Lead Desi ne $ 62.61 1 256.00 $ 16,021.65 Designer/Drafter $ 34,94 1 250.00 $ 8,7WD0 M rMConst/ c umh $ 101.92 $ Prtied Acmuntant $ 62,61 $ Ediramor $ 101.92 $ Administrative $ 45,14 $ Clerwi/Roprographim $ 29.12 $ Total ManM1ouratBurtlenetl Labor Costsfi6fi.0o $ 44p25.4T OVERHEADAT% 65.00% $ 20,87656 PROFIT AT% 5.00% $ 3,665JI) TOTAL LABOR COST $ 76,967.13 DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL Office/MawOthcr Dired Adual NIA $ Printing 8 Photo Dired Actual NIA $ Travel Dired Adual NIA $ Telephone Direct I Actual NIA $ Total Dired Ex en $ SUMMARY TASK STATUS Budget Previously This Period TO Date Remaining %Complete Amount Billed Bud at or+OH Lab $ 73.302 PmBt $ 3,865 Dired Costs $ Totall 76,96T Page 15 of 18 Proposed Budget Contreet P1-115A-Maintenance Area Building Rehabilitation and Building K Demolklor WORK PACKAGE 3550-CLOSE-OUT TASK 6.3-LESSONS LEARNED PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST Pnnci al $ 122.30 $ Senior Pro ed M r $ 97.55 $ Project Man.mrr $ 6046 $ Project Coodiamor $ 68.43 $ Mena In 101.92 $ Leaf AmhlAmMted $ .t $ T8.62 $ Senior Architect $ 59]0 $ Archilect&ea,Designer $ 46.59 $ Designer/Drafter $ 34.94 $ Mana in En inee $ 108.29 $ Lea,En inear $ W27 $ Senior Engineer $ 78.62 $ En i...rlLeed Desi ne $ 62.61 $ Designer/Drafter $ 34.94 $ M rof ConsVAccWumh $ 101S2 $ Project Accountant $ 62.61 $ Estimator $ 101.92 $ A,ministrative $ 45.14 $ ClencallRa re Eics $ 29.12 $ $ $ Total ManM1ouraBurtlenatl Labor Coss 0.00 1 E OVERHEAD AT X 65.00% $ - PROFIT AT% 5.00% $ TOTAL LABOR COST $ - DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL OfficelMaiVOlher Dired Adual NIA $ Punting a Photo Direct Actual NIA $ Trevel I Direct I Adual NIA $ Telephone I Direct I Aclual WA is Total Direct Expenses $ SUMMARY TASK STATUS Budget Previously This Perl.d TO Date Remalning %Complete Amount Billed Bud et abor*OH $ WoOt $ Dired Costs $ Total $ Page 16 of 18 Proposed Budget Contract P1-115A-Maintenance Area Building Rehabilitation and Building K Demolklor WORK PACKAGE 3550-CLOSE-OUT TASK 6.4-(PM Closeout) PROPOSAL DETAIL LABOR COSTS THIS PERIOD TOTAL EMPLOYEE BURDENED BURDENED PERSONNEL CATEGORY RATE HOURS LABOR COST P,nci al $ 122.30 5,00 $ 611,52 Senior PmedMgr $ 97.55 60.00 $ 5,853.12 Project Man.mrr $ 6046 $ Project Coordiamor $ 68.43 $ Mena In 101.92 $ Leaf AmhlAmMted $ .t $ ]862 $ Senior Architect $ 59,70 $ Architec -ea,Designer $ 46.59 $ Designer/Drafter $ 34,94 $ Mana in En Inca $ 108.29 $ Lea,En ineer $ 90.2]1 $ Senior Engineer $ 78.62 1 $ En i...rlLeed Desi ne $ 62.61 Designer/Drafter $ 34.94 $ M rof ConsVAccWumh $ 101S2 $ Project Accountant $ 62.61 40.00 $ 2,504.32 Estimator $ 101.92 $ A,ministrative $ 45.14 $ Clerical/Reprographics $ 29,12 $ $ $ $ $ Total ManM1ouraBurEnter Labor Coss 105.00 $ 8,968.98 Enter OVERHEAD AT X 65.00% $ 5,829.82 PROFPROFIT73 AT% 5.00% $ ]39.949d TOTAL LABOR COST $ 15,538.72 DIRECT EXPENSES THIS PERIOD DIRECT EXPENSE CHARGED RATE QUANTITY TOTAL OfficelMaiVO4her Dined Acual NIA $ PrMing a Photo Direct Actual NIA $ Trevel I Direct I Actual NIA $ Telephone I Direct I Acual NIA $ Total Direct Expenses $ SUMMARY TASK STATUS Budget I Previously Remalning Amount Billed This Perlotl TO Date Butl et %Complete Labor*OH $ 14,]99 ProOt $ 0 Direct Coate $ TMaI 15.539 Page 17 of 18 Orange County Sanitation District Contract Pl-115A - Maintenance Area Building Rehabilitation and Building H Demolition Subconsultants PHASE 3 4 6 Total Cost Subconsultants Penco $ 20,000 $ 20,000 TOTAL 1 $ 20,000 1 $ - I $ 20,000 Page 18 of 18 ATTACHMENT "D" ALLOWABLE DIRECT COSTS ATTACHMENT "D" ALLOWABLE DIRECT COSTS LONG DISTANCE TOLL All long distance toll charges incurred will be reimbursed as direct costs. Toll CHARGES charges to area codes serving Los Angeles, Orange, Riverside, and San Bernardino Counties will not be reimbursed. FACSIMILE TRANSMISSION Facsimile transmission charges will not be reimbursed, except the long distance toll CHARGES charges, as described above. In-house reproduction of records and documents will not be reimbursed by the REPRODUCTION AND OCSD. Use of an outside copy service for specialty items and volume reproduction PRINTING CHARGES will be reimbursed at direct cost. Use of a professional printing service will be reimbursed at actual cost. OVERNIGHT MAIL DELIVER Use of Federal Express, Express Mail, UPS, or such similarly-related service,as AND MESSENGER SERVICE well as a messenger service,will be reimbursed at direct cost only when necessary. POSTAGE Incidental postage will not be reimbursed by OCSD. FILM PROCESSING Film processing will be reimbursed at actual cost. COMPUTER USAGE Computer use by Consultant and/or support staff will not be reimbursed. MILEAGE AND TOLL FEES Per mile reimbursement will be at the current rate set by the Internal Revenue Service. Toll fees will be reimbursed. TEMPORARY STAFF The use of outside temporary support staff will be reimbursed at direct cost with prior approval of OCSD. OFFICE SUPPLIES The purchase of office supplies by Consultant will not be reimbursed. The cost of lodging including room and all applicable taxes will be reimbursed. LODGING Lodging incidentals including movies, Internet, laundry service, valet service, room service, etc,will not be reimbursed. GROUND TRANSPORTATION The cost of ground transportation for taxi, shuttle, train, etc.,will be reimbursed. Limousine service will not be reimbursed. Aldine ticket cost including one bag will be reimbursed only if pre-approved by AIRFARE OCSD. First class tickets will not be reimbursed unless pre-approved by OCSD. Membership dues for corporate card frequent user programs or the cost of airline club membership will not be reimbursed. AUTO RENTAL Rental car cost and rental car gas will be reimbursed. PARKING FEE Parking fees for hotel, airport, rail station, etc will be reimbursed. Meals including tip for traveler will be reimbursed. Meals for non-traveler included on traveler receipt will not be reimbursed. Cost of alcoholic beverages will not be TRAVEL MEALS reimbursed. Multiple travelers must get individual receipts. All receipts must be itemized; credit card receipts without an itemized receipt will not be reimbursed. The daily total reimbursement for meals shall not exceed the OCSD per diem rate which is available upon request. Cost of miscellaneous personal items such as, but not limited to newspapers, toiletries, shoeshine, tobacco products, pay TV, movies,valet services, health club MISCELLANEOUS charges, in-room mini bars, clothing and footwear will not be reimbursed. ATM/bank fees incurred by professional while traveling will not be reimbursed. Costs for project team lunches will not be reimbursed unless pre-approved by OCSD. RENTAL EQUIPMENT Consultant will be reimbursed at actual cost, no mark-up. PCSA-ATTACHMENT D CONTRACT NO P11-115A Revision 081613 Maintenance Area Building Rehabilitation and Building H Demolition P1 -115A PCSA ATTACHMENT " E" FEE PROPOSAL Fee Proposal Letter Form Contract Pl-115A-Maintenance Area Building Rehabilitation and Building H Demolition Part of Project P1-115-Title 24 Access Compliance and Building Rehabilitation Project Consultant Services Including: rounded per OCSD method Austin Raw Labor $ 231,389.00 $ 231,389.00 Fringe Rate% (Raw Labor x%) 45.6% $ 105,513.38 $ 105,513.00 Burdened Labor(Raw Labor+ Fringe Rate) $ 336,902.38 $ 336,902.00 Overhead (%x Burden Labor) 65.00% $ 218,986.55 $ 218,986.00 Subtotal $ 555,888.93 $ 555,888.00 Profit(Overhead + Burdened Labor) 5% $ 27,794.45 $ 27,794.00 Total Direct Cost, not to exceed $ 2,940.00 $ 2,940.00 Subotal-Austin Consulting Services, not to exceed $ 586,623.38 $ 586,622.00 Subconsultant Services: (Section used for Subconsultant fees greater than $100,000) Not Applicable $ - (Section used for Subconsultants under$100,000) Pence Engineering (Civil Consultant) $ 20,000.00 $ 20,000.00 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ Subtotal Subconsultant fees at hourly rates, not to exceed $ 20,000.00 $ 20,000.00 GRAND TOTAL for Consultant Services, not to exceed: $ 606,623.38 $ 606,622.00 Page 1 of 2 "bg,L. �rn,v_ 25� FEE SCHEDULE Effective January 1,21113 through December 31,2013 PERSONNEL HOURLYRATE Pdnapal $195.00 Engineeing Manager $170.00 Senior Project Manager $1R1.0o Projed Manager $155.00 Survey Mapping Manager $155.00 Senior Project Engineer $143.00 Projed Engineer $135.00 Senior Design Engineer $120.00 Design Engineer $ 110A0 Associate Engineer $ 95.00 Engineering Techrdaan $ 80.00 Projed Assistant $ 85.m Processor $ %.m Senior Project Surveyor $143.00 Projed Surveyor $120.00 Senior Survey Technician $loam Survey Technician $ non 3-Mon Survey Crew $240.00 2.Man Survey Crew $200.00 2-Man Svrvey Crew w/CPS $235.00 1-Man Survey Crew $165.00 Any work performed afpr above effn8ve date shall be billed under new fee whednie rates to be issued on or before Dnembn3lu of ewhyen. RELMBLBSABLE COSTS Reproduc0ons;delivnies;travel;meals soul lodging fscasniles;models,renderings and phows;Mylars;anot CDs,not included in scope of work • Msccounts are one,not 30 days from the date of invoice • Outslandingacountesha0bechmm,,11.0%pxmonth • A] qutredoverOmeworkaha bffledatl50%oftbehourlyrato EDMS:003980188 PCSA—Attachment E CONTRACT NO. PI.115A Maintenance Area Building Rehabilitation and Building H Demolition Page 2 of 2 OPERATIONS COMMITTEE Neeting Dare TOBA.of Dlr. 11/06/13 11/20/13 AGENDA REPORT Item Number Item Nu bar 8 13 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Nick Kanetis, Director of Engineering SUBJECT: RE-AWARDING BIOSOLIDS HAULING SERVICE CONTRACT GENERAL MANAGER'S RECOMMENDATION A. Rescind July 24, 2013 Board Meeting Minute Order #4 awarding a service contract to Specialized Reuse and Recycling for biosolids hauling service bid, Specification No. S-2013-579BD, due to the vendor's failure to comply with insurance requirements; and B. Award a service contract to the second lowest responsive and responsible bidder, Sierra Transport, Inc., for Specification No. S-2013-57913D, to haul the Orange County Sanitation District's biosolids from Reclamation Plant No. 1 and/or Treatment Plant No. 2 to Orange County Waste and Recycling's Prima Deshecha landfill, for the period from December 2, 2013 through December 1, 2014, at the unit price of $12.80 per ton coupled with a fuel surcharge, for an estimated annual contract amount not to exceed $473,000 per year, with four one-year renewal options; and C. Approve hauling to alternative sites at a unit price of $2.75/ton/mile within 50-100 miles and $2.35/ton/mile within 101-200 miles; and D. Approve a (10%) unit price contingency for both primary and alternate unit prices. SUMMARY OCSD received four bids in response to this competitive bid process, Specification No. S-2013-579131), of which 74 prospective vendors were notified. The bids were evaluated based on pre-defined minimum qualifications and cost in accordance with the Orange County Sanitation District's (OCSD) policies and procedures. Following the evaluation, Specialized Reuse and Recycling (SRR) met the minimum qualifications and were deemed the lowest responsive and responsible bidder. No protests or challenges were received. However, due to SRR failure to provide insurance requirements, as stipulated in Specification No. S-2013-579BD, staff recommends awarding the contract to Sierra Transport, Inc. (STI), the second lowest responsive and responsible bidder for an estimated annual amount not to exceed $473,000. Page 1 of 3 OCSD was diligent and responsive in reviewing SRR's insurance submittals, providing them a reasonable time of three months to submit insurance requirements and certification of ability to provide and maintain coverage specified; however, the vendor had not been timely or responsive to cure critical insurance deficiencies including: (1) failure to identify insurance companies; (2) failure to submit a MCS-90 document (Endorsement for Motor Carrier Policies of Insurances), which guarantees that the federal government will back up any losses; (3) failure to submit a pollution liability insurance, and (4) failure to submit "additional insured" documents, which would guarantee that OCSD will be defended by the insurance company if OCSD is sued alongside the vendor or subcontractor. The original annual contract amount of $290,000 awarded to SRR was based on the lowest bid offer and fuel surcharge compared to $473,000 with Sierra Transport Inc., which is the next lowest bid offer. The cost for contracting with STI is approximately 63% higher than SRR. The contract allows for a term of one-year with an option to renew for four additional one-year periods, which mutually acceptable contract terms can be negotiated. This contract, if awarded, will fall into the biosolids management pool, Blanket Purchase Order No. 104696-OB as approved by the Board (Minute Order#14) dated February 27, 2013. PRIOR COMMITTEE/BOARD ACTIONS July 24, 2013 - Approved a contract with Specialized Reuse and Recycling to haul biosolids to Prima Deshecha Landfill. February 27, 2013 - Approved to re-establish a Biosolids Account Pool utilizing a Blanket Purchase Order for the efficient management of all biosolids contracts in one account. August 1, 2012 - Approved a contract with Tule Ranch to manage OCSD's biosolids for land application and/or landfill disposal. November 7, 2012 - Approved a Waste Disposal Agreement with OCWR to receive and dispose of OCSD's biosolids at the Prima Deshecha Landfill. November 2011 - Approved 2011 Strategic Plan. ADDITIONAL INFORMATION Summary information on the bids received for biosolids hauling service, Specification No. 5-2013-579BD is as follows: Page 2 of 3 Unit Price $/ton of biosolids (excludes Bidder fuel surcharge) Specialized Reuse and Recycling $7.49 Sierra Transport Inc. $12.80 GIC Corporation $12.95 Shaen Magan $13.00 Fuel Surcharge Explanation: Vendor was required to provide a "Multiplier,"which is a value that takes into account variables such as the total miles round trip to landfill (60 miles), Fuel Efficiency trucks (5mpg), and load (25 tons) and other variables. The Multiplier is multiplied by the difference of diesel cost of the average diesel fuel price for California based on the U.S. Energy Information Administration for the billing month minus the base diesel fuel price per gallon in California for April 2013, which is $4.134. These average monthly diesel fuel price for California is based on data from the U.S. Energy Information Administration, which is found by going to www.eia.gov/petroleum/gasdiesel. The addition of a fuel surcharge will only apply if the average monthly diesel fuel price is greater than $0.25 above the base price for diesel fuel (CA) for April 2013, which is $4.134. CEQA CEQA Analysis: Reference November 7, 2012 Agenda Report - Waste Disposal Agreement with Orange County Waste and Recycling. BUDGET/DELEGATION OF AUTHORITY COMPLIANCE This request complies with authority levels of the Sanitation District's Delegation of Authority. This item has been budgeted. (Line item: Section 5, Page 11). Project contingency funds (will or will not) be used for this (type of document, i.e. amendment). Date of ADDroval Contract Amount Continaencv 11/20/13 $473,000 10% ATTACHMENT The following attachment(s) maybe viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Service Contract JC:jb:gc Page 3 of 3 Return to Aaenda Reoorl SERVICE CONTRACT Biosolids Hauling Specification No. S-2013579BD THIS AGREEMENT 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 Sierra Transport, Inc. with a principal business at 12856 Old river Road, Bakersfield, CA 93311 (hereinafter referred to as "Service Provider') collectively referred to as the "Parties". WITNESSETH WHEREAS, OCSD desires to retain the services of Service Provider for biosolids hauling "Services" to Orange County Waste and Recycling's Prima Deshecha Landfill located in the City of San Juan Capistrano, Califomia and to alternative sites; and WHEREAS. OCSD has chosen Service Provider to conduct Services in accordance with Purchasing Resolution No. OCSD07-04; and WHEREAS, on November 20, 2013, the Board of Directors of OCSD, by minute order, authorized execution of this Agreement 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 (Including all Appendices) Exhibit"B" Safety and Human Resources Policies 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 8 Specification No. S-2013-579BD Return to Agenda 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. z Compensation 2A Compensation for this project shall not exceed the total amount of Four Hundred Seventy-three Thousand and 00/100 Dollars ($473,000). 2.2 OCSD shall pay Service Provider $12.80 per wet ton of biosolids hauled to the Prima Deshecha Landfill. For hauling to alternative sites other than Prima Deshecha Landfill, unit prices are$2.75tton/mile within 50-100 miles and $2.35/ton/mile within 101-200 miles. 2.3 Parties have agreed to a fuel surcharge rate calculation and agreed that no Consumer Price Index (CPI) adjustment is applicable to this Contract. The addition of a fuel surcharge will only apply if the average monthly diesel fuel price (X) is greater than $0.25 above the contract base price (Y)for diesel fuel (CA)for October 2013, which is $4.134. Fuel Surcharge Calculation =A (X-Y). See Section 2.4 below for example. A is 0.40 the Service Providers designated Multiplier. X is the average monthly diesel fuel price per gallon for California used for the speck billing month. Average diesel fuel price for California is based on U.S. Energy Information Administration (EIA) (www.eia.covipetroleum/aasdiesel). Y is the contract base price for diesel fuel (CA) for October 2013 ($4.134)(w .eia.gov/petroleum/-qasdiesel). 2.4 Fuel Surcharge"Example Calculation": Fuel Surcharge Calculation =A(X-Y) • A= Service Provider's Multiplier is 0.40 • X = $4.40 (Only Example) is the average monthly diesel price per gallon for the billing month. The fuel surcharge will only apply if the average monthly diesel fuel price is greater than $0.25 above the contract base price for diesel fuel (CA) for October 2013, which is $4.134. • Y= $4A 34 is the base price for the average monthly diesel fuel (CA) for October 2013. • Example Calculation: Fuel Surcharge = 0.40 ($4.400 - $4.134) = $0.11. This fuel surcharge is added to the $12.80 hauling cost per ton. Thus, the total cost per ton is $12.91 for this example billing month. Orange County Sanitation Distnct 2 of 9 Specification No. S-2013-579B5 Return to Aaenda Repotl 3. Payments Payments shall be made monthly upon approval by OCSD Operations and Environmental Compliance Managers or their designees, of invoices submitted for Services performed as described in Exhibit "A". OCSD, at its sole discretion, shall be the determining party as to whether Services have been satisfactorily performed. 4. Audit Rights Service Provider agrees that, during the term of this Agreement 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 Agreement. 5. Invoices 5.1 OCSD shall pay within 30 days of completion and receipt and approval by OCSD Operations and Environmental Compliance Managers of an itemized invoice, in a form acceptable to OCSD to enable audit of the charges thereon. Service Provider shall not pay less than the prevailing wage, if applicable. Invoices shall include the Purchase Order Number. 5.2 Invoices shall be emailed by Service Provider to OCSD at the following email address and the Purchase Order number shall be referenced in the subject line:APStafKrDOCSD.com. 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 Tenn The Services provided under this Contract shall commence on December 2, 2013 and continue through December 1, 2014. 9. Renewals 9.1 OCSD may exercise the option to renew the Agreement for up to four (4) one-year periods based upon the criteria set forth in the specifications, Exhibit 'A , if mutually acceptable contract terms can be negotiated. OCSD shall make no obligation to renew nor give reason if it elects not to renew. 9.2 Renewals may be made through the OCSD Purchase Order Process. 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, (delivered by certified mail, return receipt requested) 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 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. Orange County Sandaffon Disoict 3 of 8 Specification No. S-2013-579BD Return to Aaenda RepoN 10.3 OCSD may also immediately cancel for default of this Contract in whole or in part by written notice to Service Provider. • I 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 possession or control 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 agrees to save, indemnify, defend and hold harmless OCSD against any and all liability, claims,judgments, cost and demands, including demands arising from injuries or death of persons and damage to property, arising directly or indirectly out of the negligence or willful misconduct of Service Provider, 'its employees or agents, in relation to the rendition of services pursuant to this Contract, except claims or litigations arising through the sole negligence or willful misconduct of OCSD. Service Provider agrees to reimburse OCSD for any expenditure, including reasonable attorney's fees, OCSD may incur by reason of such matters, and, if requested by OCSD, will defend any such suits at the cost and expense of Service Provider. 13. Damaae to OCSD's Prooertv 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. 14. Safety and Human Resources (HR) Policies 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 recu^rement at no cost to OCSD. Contractor and all their employees and subcontractors, shall adhe-e to all applicable OCSD Safety and Human Resources Policies found in Exhibit"B" hereto and a:. OCSD.com, "Doc Central" (bottom of page), under"Safety'. 15. Force Majeure Neither party shall be liable for delays caused by accident,flood, acts of God, fire. labor trouble wa-. ac:s 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. 16. Freiaht (F.O.B. Destination l 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. Orange County Sanitation District 4 of 8 Specification No. S-2013-579BD Return to Aaerda Repotl 17. Independent Contractor It is agreed that Service Provider shall act and be an independent contractor and not an agent or employee of OCSD, and shall obtain no rights to any benefits which accrue to OCSD's employees. 18. 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. 19. Licenses, Permits. Ordinances and Regulations Service Provider 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 Cooiract will be paid by Service Provider. 20. South Coast Air Quality Management District's (SCAQMD) Requirements It is Service Providers responsibility that all equipment furnished and installed be in accordance with the latest rules and -egg atioos of ;he 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. Applicable Laws and Regulations 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. 22. Familiarity with Work By executing this Contract, Service Provider warrants that: 1) it has investigated the work to 6e 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 sha immediately inform OCSD of this and shall not proceed, except at Service Provider's risk, unt written instructions are received from OCSD. 23. Public Contracts Law OCSD has been advised by the State of Callomia Director of Igdus:rial Relations of its determination of the general prevailing rate of per diem wages and the general preva'. ng 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. Service Provider agrees that not less than said prevailing rates shall be paid to workers employed on this project as required by Labor Code Section 1774 of the State of California. 24. Goveming 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. 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 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. Orange County Sanitation Distract 5 of 8 Specification No. S-2013-579BD Return to Aaenda Repotl 26. 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. 27. Performance Time is of the essence in the performance of this Contract and the provisions hereof. 26. Survival The provisions of this Contract dealing with Payment, Warranty, and Forum for Enforcement, shall survive termination or expiration of this Contract. 29. Dispute Reso/u11on 29.1 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 aitemate dispute resolution procedures of Judicial Arbitration through Mediation Services of Orange County ("JAMS"), or any similar organization or entity conducting an aitemate dispute resolution process. 29.2 In the event the Parties are unable to timely resolve the dispute through mediation, the issues in dispute shall be submitted to arbitration pursuant to California Code of Civil Procedure, Part 3, Title 9, Sections 1280 at seq. For such purpose, an agreed arbitrator shall be selected, or in the absence of agreement, each party shall select an arbitrator, and those two arbitrators shall select a third. Discovery may be conducted in connection with the arbitration proceeding pursuant to California Code of Civil Procedure Section 1283.05. The arbitrator, or three arbitrators acting as a board, shall take such evidence and make such investigation as deemed appropriate and shall render a written decision on the matter in question. The arbitrator shall decide each and every dispute in accordance with the laws of the State of California. The arbitrators decision and award shall be subject to review for errors of fact or law in the Superior Court for the County of Orange, with a right of appeal from any judgment issued therein. 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. 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. Attorney's Fees If any action at law or inequity or if any proceeding in the form of an Alternative Dispute Resolution (ADR) is necessary to enforce or interpret the terms of this Contract, the prevailing party shall be entitled to reasonable attorney's fees, costs and necessary disbursements in addition to any other relief to which he may be entitled. ^ra,r eCcu^ry Sanratio Disgct 6of6 Specification No. S-2013-579BD Return to Mende Rom 33. Third Party Rights Nothing in this Contract shall be construed to give any rights or benefits to anyone other than OCSD and Service Provider. 34. Reoulatory 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. 35. Read and Understood By signing this Contract, Service Provider represents that he has read and understood the terms and conditions of the Contract. 36. 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. 37. 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 Distnct 7 of 8 Specification No. S-2013-579BD Return to Aaenda Repotl 38. Notices All notices under this Contract must be in writing. Written notice shall be sent by registered or certified mail, postage prepaid, return receipt requested, or by any other overnight delivery service which delivers to the noticed destination and provides proof of delivery to the sender. 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 Service Provider: Sierra Transport, Inc. IN WITNESS WHEREOF, the Parties hereto have hereunto set their hands the day and year indicated below. ORANGE COUNTY SANITATION DISTRICT Dated By: Chair Board of Directors Dated: By: Clerk of the Board Dated: By: Contracts/Purchasing Manager SIERRA TRANSPORT, INC. Dated: By: Print Name and Title of Officer IRS Employer's I.D. Number Orange County Sanitation Dzinct 8 of 8 Specification No. S-2013-579BD OPERATIONS COMMITTEE Meeting Date TOBd.of Dir. 11/06/13 11/20/13 Item AGENDA REPORT 1Number Item Nu 9 Nu Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Nick Kanetis, Director of Engineering CIP Project Manager: Martin Dix SUBJECT: DOVER DRIVE TRUNK SEWER RELIEF, CONTRACT NO. 5-63 GENERAL MANAGER'S RECOMMENDATION Ratify the General Manager's Use of Emergency Purchasing Authority Pursuant to Delegation of Authority Resolution 07-04, Section 3.09, approving a contingency increase of $1,237,800 (20%) to the construction contract with Mike Bubalo Construction Co., Inc. for the Dover Drive Trunk Sewer Relief, Contract No. 5-63, for a total contingency of$1,856,700 (30%). SUMMARY The Dover Drive Trunk Sewer Relief, Contract No. 5-63, provides for the increase in the hydraulic capacity of approximately 7,300 feet of existing sewer lines located along Dover Drive, between Irvine Avenue and Pacific Coast Highway, in the City of Newport Beach. The project was designed by Atkins North America, Inc. and the construction contract was competitively bid and awarded to Mike Bubalo Construction Co., Inc. in March 2013. Progress in the lower reaches of the pipe replacement has been impeded by the condition of the existing pipeline which appears to be in worse condition than previously known. The existing pipe is severely deteriorated and significantly cracked to a point it is not structurally sound. This is creating issues with isolating sewage flow and excavating near the pipe alignment, both of which are needed during the installation of the new replacement pipeline. Bypassing the Flows in locations where the new pipe alignment is very close to or ties into the damaged pipe will reduce the risk of spills or a blowout of the existing pipeline along a very busy and steeply sloped street. In order to proceed with construction and avoid a sewer spill risk, approximately 3,200 feet of the pipeline will require the installation of a separate bypass pipeline. This is a significant change in the scope of work and associated cost. Extensive field verification has been done to ascertain the condition of the pipeline from both the interior and exterior of the pipe and several options have been considered to reduce or defer this added expense. Due to risks associated with the alternatives, this bypass is considered to be the best option to continue with the project. To further mitigate risks, emergency purchasing authority was sought to provide the appropriate authorization for proceeding with the additional work without delay. At this time, this is the best estimate based on all known information, however, there is potential this could change based on field conditions and potential project delay. Page 1 of 2 PRIOR COMMITTEE/BOARD ACTIONS March 2013 — Approved plans and specifications, approved Addendum Nos. 1 through 4 to the plans and specifications, awarded a construction contract to Mike Bubalo Construction Co., Inc., for a total amount not to exceed $6,189,000, and approved a contingency of$618,900 (10%). ADDITIONAL INFORMATION During the initial critical work in the intersection of Pacific Coast Highway and Dover Drive, the first section of pipe could not be isolated properly due to damage in the existing pipeline. An alternate bypass roughly 500 feet long was installed to allow the work to continue. Once out of this area, further investigation of the existing pipe condition in areas where work is required very close to this pipe have revealed that additional sections of this pipe are also at risk. The construction team concludes from this investigation that a much greater length of pipeline will also require bypassing to remove the risk of a spill or pipe collapse. The preliminary estimated cost for the entire bypassed length, approximately 3,200 feet, is estimated at$1.2 million. The budget for the construction on this project was estimated at $7.5 million and the construction contract was awarded for $6.19 million based upon the bid results. The budget has not yet been adjusted to reflect the new construction value so the project budget contains sufficient funding for this expanded bypassing effort. CEQA This project was included in the June 2007 Collections, Programmatic Environmental Impact Report, was certified on August 22, 2007, and a Notice of Determination was filed on August 23, 2007. BUDGET/DELEGATION OF AUTHORITY COMPLIANCE This request complies with authority levels of the Sanitation District's Delegation of Authority. This item has been budgeted (FY2013-14 Update, Page A-7) and the budget is sufficient for the recommended action. Date of ADDroval Contract Amount Continaencv 03/27/13 $6,189,000 $618,900 (10%) 11/20/13 $1,237,800 (20%1 $1,856,700 (30%) NK:DF:MD:dm:gc Page 2 of 2 OPERATIONS COMMITTEE Meeti/OBng/1 D3ale Tu11@9E.01Oir.0/13 11 AGENDA REPORT emNumber Item Number 0 s Orange County Sanitation District FROM: James D Herberg, General Manager Originator: Nick Kanetis, Director of Engineering Project Manager: Wendy Sevenandt SUBJECT: ADMINISTRATIVE FACILITIES IMPLEMENTATION PLANNING GENERAL MANAGER'S RECOMMENDATION A. Approve a budget decrease of $800,000 to Title 24 Access Compliance and Building Rehabilitation Project, Project No. P1-115, for a total budget of $31,982,778. B. Establish a budget for Administrative Facilities Implementation Planning, Project No. SP-194, in the amount of$800,000; and C. Authorize the General Manager to issue a Request for Proposal for architectural and engineering services to prepare an Administrative Facilities Implementation Plan for the replacement of Orange County Sanitation District's existing administration facilities as part of said project; and D. Authorize the General Manager to negotiate a Professional Services Agreement for said project with the most qualified firm to be awarded at a future Board of Director's meeting. SUMMARY In June 2012, the Board of Director's authorized an Administrative Facilities Master Plan to be developed by the Austin Company. The Administrative Facilities Master Plan was a planning study to develop various rehabilitation and replacement options to provide safe, building code compliant facilities for the next 30 years. This study highlighted that the continued rehabilitation of the aging administrative facilities is not the most economical long-term solution nor does it provide an efficient grouping of staff, many of which are spread across the treatment plant in temporary trailer offices. Creating an effective replacement strategy appears to be the most efficient and cost-effective long-term strategy to manage the administrative facility assets. While the Administrative Facilities Master Plan focused on comparing the life cycle costs of many varied alternatives ranging from rehabilitation only options through complete replacement, the proposed Implementation Plan will focus on options for replacement of the facilities and determining the most efficient and cost-effective plan. Page 1 of 3 The scope for this study will include services to prepare a concept design and phasing plan, recommend a contracting strategy, provide a cost analysis and determine permit requirements including California Environmental Quality Act (CEQA) compliance. This implementation plan will also review space utilization in greater detail to provide an outline for effective layout of the facilities. PRIOR COMMITTEE/BOARD ACTIONS October 2012 — Staff presented an overview of the administrative facilities and their need for rehabilitation or replacement. June 2012 —Approved a Professional Services Agreement with The Austin Company to provide engineering services to prepare an Administrative Facilities Master Plan for the Title 24 Access Compliance and Building Rehabilitation Project, Project No. P1-115, for an amount not to exceed $175,000. ADDITIONAL INFORMATION The Administration Building, Human Resources Building, Laboratory Building, Purchasing Building, Fleet Services Building, and several temporary trailer complexes are in need of refurbishment and code upgrades. The buildings have had significant deferred maintenance pending the resolution of permitting issues with the City of Fountain Valley. In addition, the Orange County Sanitation District (Sanitation District) signed an agreement with the City of Fountain Valley to upgrade these buildings to be compliant with the City's Construction Code and Americans with Disabilities Act requirements. New compliance dates need to be negotiated. As part of the Title 24 Access Compliance and Building Rehabilitation Project, staff has performed a preliminary assessment of these buildings and temporary trailers. Significant work has been identified as being necessary. Due to the age and type of construction, significant additional risk exists and would require a very detailed design effort to create constructible plans and specifications with an acceptable level of construction risk. At the completion of this work, the buildings and temporary trailers are projected to need replacement within ten years of project completion. The Administrative Facilities Master Plan studied several project implementation strategies, including maintaining the existing buildings, repurposing and refurbishing buildings, and complete replacement. The replacement option has advantages over refurbishment because it represents the lowest Iifecycle cost, least construction risk and operational disruption, best energy efficiency, improved public access and security, and improves the work environment and efficiency by co-locating staff into one area. Based on these advantages, our study has concluded that replacement of non-compliant administrative buildings and offices is the best long-term business decision for the Sanitation District. Page 2 of 3 CEQA This project is statutorily exempt under CEQA Section 15262. This project involves only feasibility or planning studies for possible future actions which the Board of Directors has not approved, adopted, or funded. BUDGET/DELEGATION OF AUTHORITY COMPLIANCE This request complies with authority levels of the Sanitation District's Delegation of Authority and the budgeted funds (FY2013-14 Update, Project No. P1-115, Page A-11) are sufficient for the recommended actions. The budget reduction in Project No. P1-115 will offset the budget for the new study project. ATTACHMENT None. NK:DF:WS:dm:gc Page 3 of 3 ITEM NO. 16 MINUTES OF THE REGULAR MEETING OF THE ADMINISTRATION COMMITTEE Orange County Sanitation District Wednesday, November 13, 2013, at 5:30 P.M. A regular meeting of the Administration Committee of the Orange County Sanitation District was held on November 13, 2013, at 5:30 p.m., in the Sanitation District's Administration Building. Following the Pledge of Allegiance, a quorum was declared present, as follows: COMMITTEE MEMBERS PRESENT: STAFF PRESENT: Brad Reese, Chair Jim Herberg, General Manager John Withers, Vice-Chair Lorenzo Tyner, Director of Finance David Benavides & Administrative Services Tyler Diep Jeff Reed, Director of Human Resources Jim Ferryman Ed Torres, Director of Operations & Peter Kim Maintenance Prakash Narain Nick Kanetis, Director of Engineering Christina Shea (Alternate) Kelly Lore, Administrative Assistant Teresa Smith Jennifer Cabral Troy Edgar, Board Chair Norbert Gaia Al Garcia COMMITTEE MEMBERS ABSENT: Laurie Klinger Steven Choi Mike White Janet Nguyen Joe Shaw John Anderson, Board Vice Chair OTHERS PRESENT: Brad Hogin, General Counsel Kristin Almendarez, McGladrey Jeff Altshuler, McGladrey PUBLIC COMMENTS: None. REPORT OF COMMITTEE CHAIR: Committee Chair Reese did not give a report. REPORT OF DIRECTOR OF FINANCE AND ADMINISTRATIVE SERVICES: Lorenzo Tyner did not give a report. General Manager Jim Herberg did not give a report. CONSENT: 1. MOVED, SECONDED, AND DULY CARRIED: Approve Minutes of the October 9, 2013 Administration Committee Meeting. Alternate Director Christina Shea abstained. NON-CONSENT: Chair Reese stated that Item 3 would be heard out of order. Controller Mike White provided a PowerPoint presentation and answered questions from the Committee regarding: Net position source and use of funds; unrealized loss on investments and unmodified opinion in the audit rating. Director Diep arrived at 5:52 p.m. Jeff Altshuler, Audit Partner, and Kristin Almendarez, Audit Manager, representing McGladrey LLP, communicated information regarding the Independent Auditor's Report, overall audit approach & procedures, and a summary of the audit results. They then responded to various questions from the Committee regarding the results and the internal controls audit. 3. MOVED, SECONDED, AND DULY CARRIED: Recommend to the Board of Directors to: Receive and file the Sanitation District's Comprehensive Annual Financial Report for the year ended June 30, 2013, prepared by staff and audited by McGladrey, Certified Public Accountants, along with the following reports prepared by McGladrey: A. Report to the Administration Committee; and B. Report on Internal Controls; and C. Independent Accountants' Report on Agreed-Upon Procedures Applied to Appropriations Limit Worksheets. 11/13/13 Administration Committee Minutes Page 2 of 3 Director of Human Resources Jeff Reed and Human Resources Supervisor Rich Spencer made a brief presentation to the Committee regarding the objective of the classification and compensation studies. After questions and comments from the Committee, an alternate motion was made. 2. MOVED SEGGA DULY IDED AND n V GARRIED RAnnmirnnnd 4n the Qnn.A ni Direeterste 44I14`hn 4Mn (]nnnnal Manage. to nnll n:4 picapasals and mA A !`nnn..I4nM MOVED, SECONDED, and DULY CARRIED to continue this item to the next Administration Committee meeting. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: None. ADJOURNMENT: Committee Chair Reese declared the meeting adjourned at 6:56. Submitted by: Kelly A. Lore Administrative Assistant 11/13/13 Administration Committee Minutes Page 3 of 3 ADMINISTRATION COMMITTEE Meeting Date TOBA.of Dir. 11/13/13 I1/2o/13 AGENDA REPORT IemNumbe Item Nu vmbe 3 Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Lorenzo Tyner, Director of Finance and Administrative Services SUBJECT: ORANGE COUNTY SANITATION DISTRICT COMPREHENSIVE ANNUAL FINANCIAL REPORT (CAFR) FOR THE YEAR END JUNE 30, 2013. GENERAL MANAGER'S RECOMMENDATION Receive and file the Sanitation District's Comprehensive Annual Financial Report for the year ended June 30, 2013, prepared by staff and audited by McGladrey, Certified Public Accountants, along with the following reports prepared by McGladrey: A. Report to the Administration Committee; and B. Report on Internal Controls; and C. Independent Accountants' Report on Agreed-Upon Procedures Applied to Appropriations Limit Worksheets. SUMMARY The Sanitation District's independent auditors, McGladrey, have completed their examination of the Sanitation District's financial statements for the year ended June 30, 2013, and have issued an unmodified opinion. Each year, the Administration Committee reviews the results of the audit and the corresponding Auditor's report. During their audit, McGladrey, noted no matters involving the internal control over financial reporting and its operations that they consider to be material weakness. McGladrey will attend the meeting to respond to any questions of Directors. Staff has prepared the Comprehensive Annual Financial Report, including the audited financial statements. As the Sanitation District has consistently earned the Certificate of Achievement for Excellence in Financial Reporting from the Government Finance Officers Association (GFOA), this year's report will be submitted to GFOA for their review. Page 1 of 2 PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION None. ATTACHMENTS The following attachment(s) are included in hard copy, and may also be viewed on-line at the OCSD website(www.ocsd.com) with the complete agenda package and attachments: 1. Report to the Administration Committee (19 pages) 2. Report on Internal Controls (2 pages) 3. Independent Accountants' Report on Agreed-Upon Procedures Applied to Appropriations Limit Worksheets (3 pages) 4. Comprehensive Annual Financial Report for the Year Ended June 30, 2013. (Separately bound document) (93 pages) JDR:LT:MW:jmf Page 2 of 2 Return to Aaenda Reoorl Orange County Sanitation District Report to the Administration Committee November 13, 2013 McGladrey Assurance-Tax•Consulting McGladrey LLP McGladrey November 13, 2013 Members of the Administration Committee Orange County Sanitation District Fountain Valley, CA We are pleased to present this report related to our audit of the financial statements of the Orange County Sanitation District(the District)as of and for the year ended June 30,2013. This report summarizes certain matters required by professional standards to be communicated to you in your oversight responsibility for the District's financial reporting process. This report is intended solely for the information and use of the Administration Committee, the Board of Directors and management, and is not intended to be, and should not be, used by anyone other than these specified parties. It will be our pleasure to respond to any questions you have about this report.We appreciate the opportunity to continue to be of service to the District. 44-P Member ofMo Ram Imema[Iond network of ln4peNent a¢ountlnry tax and mmuNrg firm, Return to Aaenda Report Contents Recu rec CcTm..n'cate-s 1-2 S.;m Tary o`Slg-i`cant Accou-t❑g Est mates 34 Exhibit—Certain Written Communications Between Management and Our Firm Representation Letter Required Communications Generally accepted auditing standards(AU-C 260, The Auditors Communication With Those Charged With Governance) require the auditor to promote effective two-way communication between the auditor and those charged with govemance. Consistent with this requirement,the following summarizes our responsibilities regarding the financial statement audit as well as observations arising from our audit that are significant and relevant to your responsibility to oversee the financial reporting process: Area Comments Our Responsibilities With Regard to the Our responsibilities under auditing standards generally Financial Statement Audit accepted in the United States of America and Government Auditing Standards, issued by the Comptroller General of the United States, have been described to you in our arrangement letter dated June 20,2013. Overview of the Planned Scope and We have issued a separate communication dated Timing of the Financial Statement Audit June 20, 2013 regarding the planned scope and timing of our audit and have discussed with your our identification of,and planned audit response to, significant risks of material misstatement Accounting Policies and Practices Preferability of Accounting Policies and Practices Under generally accepted accounting principles, in certain circumstances, management may select among alternative accounting practices. In our view, in such circumstances, management has selected the preferable accounting practice. Adoption of,or Change in,Accounting Policies Management has the ultimate responsibility for the appropriateness of the accounting policies used by the District.The District adopted Governmental Accounting Standards Board(GASB)Statement No. 62, Codification of Accounting and Financial Reporting Guidance Contained in Pre-November 30, 1989 FASB and AICPA Pronouncements;GASB Statement No. 63, The Financial Reporting of Deferred Outflows of Resources, Deferred Inflows of Resources, and Net Position;and GASB Statement No. 65, Items Previously Reported as Assets and Liabilities. The implementation of GASB Statement Nos.62 and 63 impacted certain terminology used, but did not have an impact on the net position at June 30, 2013 or the change in net position during the year then ended.The implementation of GASS Statement No. 65 resulted in a restatement of the prior year net position of approrimately$8.2 million related to the writeoff of debt issuance costs. 1 Return to Aaenda Report Area Comments Accounting Policies and Practices Significant or Unusual Transactions (Continued) We did not identify any significant or unusual transactions or significant accounting policies in controversial or emerging areas for which there is a lack of authoritative guidance or consensus. Management's Judgments and Accounting Estimates Summary information about the process used by management in formulating particularly sensitive accounting estimates and about our conclusions regarding the reasonableness of those estimates is in the attached Summary of Significant Accounting Estimates. Audit Adjustments There were no audit adjustments proposed by us and recorded to the original trial balance presented to us to begin our audit. Uncorrected Misstatements Uncorrected misstatements are summarized in the attached Summary of Uncorrected Misstatements, which is included within the Exhibit. Disagreements With Management We encountered no disagreements with management over the application of significant amounting principles, the basis for management's judgments on any significant matters, the scope of the audit, or significant disclosures to be included in the financial statements. Consultations With Other Accountants We are not aware of any consultations management had with other accountants about amounting or auditing matters. Significant Issues Discussed With No significant issues arising from the audit were Management discussed or were the subject of correspondence with management. Significant Difficulties Encountered in We did not encounter any significant difficulties in Performing the Audit dealing with management during the audit. Certain Written Communications Between Copies of a certain written communication between Management and Our Firm our Firm and the management of the District,the representation letter provided to us by management, is attached as the Exhibit. 2 Orange County Sanitation District Summary of Significant Accounting Estimates Year Ended June 30, 2013 Accounting estimates are an integral part of the preparation of financial statements and are based upon management's current judgment. The process used by management encompasses its knowledge and experience about past and current events and certain assumptions about future events.You may wish to monitor throughout the year the process used to determine and record these accounting estimates. The following describes the significant accounting estimates reflected in the Districts June 30,2013 financial statements: Basis for Our Conclusions on Managements Reasonableness of Estimate Accounting Policy Estimation Process Estimate Useful Lives of Long- The estimated useful Management reviews We tested the Lived Assets lives of assets for changes in the reasonableness of generally have the useful lives of long- information underlying following ranges: lived assets by management's estimate. sewage collection evaluating prominent Based on our procedures, facilities 50 years; events or changes in we concluded that the sewage treatment circumstances assigned useful lives of facilities 40 years; affecting capital assets capital assets are sewage disposal to determine whether reasonable. facilities 40 years and impairment or change general plant and in the useful life of a administrative facilities capital asset has 11.5 years. These occurred.A capital assets are depreciated asset is considered using the straight-line impaired if both the method. Construction decline in the service in process is not utility of the capital depreciated until ready asset is large in for intended use. magnitude and the event or change in circumstances is outside the normal life cycle of the capital asset Pension Obligations A pension or OPEB For OPEB, We tested the and Postemployment asset is recorded if management utilizes reasonableness of the Benefits Other Than contributions exceed an actuarial consulting information underlying the Pensions (OPES) the annual required firm to perform an actuarial evaluations. contribution.A pension evaluation using the Based on our procedures, or OPEB liability is entry age actuarial cost we concluded that the recorded if the method. Management pension and OPEB costs contributions are less reviewed and approved recorded are reasonable. than the annual the actuarial required contribution. assumptions and calculations used to determine the postemployment benefit costs. 3 Return to Aaenda Report Basis for Our Conclusions on Management's Reasonableness of Estimate Accounting Policy Estimation Process Estimate Pension Obligations For pension obligation, and Postemployment management utilizes Benefits Other Than Orange County Pensions (OPEB) Employees Retirement (Continued) System's(OCERS) actuaries for its defined benefit plan. Management reviewed and approved the actuarial assumptions and calculations used to determine the pension costs. For the Additional Retiree Benefit Account(ARBA) defined benefit plan obligation, management utilizes an actuarial consulting fine to perfomt an evaluation using the projected unit credit cost method. Management reviewed and approved the actuarial assumptions and calculations used to determine the ARBA costs. 4 Exhibit—Certain Written Communications Between Management and Our Firm Orange County Sanitation District Servini 10844 Bill Avenue,Foumain Valley,rA92708 Ana heir, (714)962-2411 wwwocse.�ers.cam Brea Buena Pare October 30, 2013 Fountain Vallcv Garden Grtu� McGladrey LLP 18401 Von Kalman Avenue, 5t" Floor Huntington Beach Irvine, CA 92612 This representation letter is provided in connection with your audit of the to Palma financial statements of the Orange County Sanitation District (the District) as Los Alarnitips of and for the year ended June 30, 2013 for the purpose of expressing opinions on whether the financial statements are presented fairly, in all Newport Beach material respects, in accordance with accounting principles generally accepted in the United States of Amercia (U.S. GAAP). Placenta We confirm, to the best of our knowledge and belief as of October 30, 2013, Santa Ana the following representations made to you during your audit: Seal Beach Financial Statements Stanton Tustin 1.We have fulfilled our responsibilities, as set out in the terms of the audit arrangement letter dated June 20, 2013 and the Professional Consultant Villa Park Services Agreement for Audit of Financial Statements Services Yams Linda (Specification No. CS-2011-473BD), for the preparation and fair County of Orange presentation of the financial statements referred to above in accordance with U.S. GAAP. Costa Mesa Sanitary District 2.We acknowledge our responsibility for the design, implementation and Midway City maintenance of internal control relevant to the preparation and fair Sanitary District presentation of financial statements that are free from material misstatement, whether due to fraud or error. Water District 3.We acknowledge our responsibility for the design, implementation and maintenance of internal control to prevent and detect fraud. Significant assumptions used by us in making accounting estimates, including those measured at fair value, are reasonable. We have identified for you all organizations that are a part of our reporting entity or with which we have a relationship, as these organizations are r defined in Section 2100 of the Governmental Accounting Standards s p P Board's (GASB) Codification of Governmental Accounting and Financial nr We protect public health and the environment by providing effective wastewater collection, treatment,and recycling. X XE McGladrey LLP October 30, 2013 Page 2 Reporting Standards that are component units in which we participated. In that regard, the Orange County Sanitation District Financing Corporation is a blended component unit of the District. There are no other organizations for which the nature and significance of their relationship with the District are such that exclusion would cause the District's financial statements to be misleading or incomplete or jointly organized organizations in which we participated. 6.All events subsequent to the date of the financial statements and for which U.S. GAAP requires adjustment or disclosure have been adjusted or disclosed. 7.The effects of all known actual or possible litigation and claims have been accounted for and disclosed in accordance with U.S. GAAP. 8.The following have been properly recorded and/or disclosed in the financial statements: a. Net position classifications. b. Arrangements with financial institutions involving restrictions on cash balances. c. Security agreements in effect under the Uniform Commercial Code. d. Any other liens or encumbrances on assets or revenues or any assets or revenues that were pledged as collateral for any liability or that were subordinated in any way. e. The fair value of investments. f. Amounts of contractual obligations for construction and purchase of real property or equipment not included in the liabilities or encumbrances recorded on the books. g. Debt issue repurchase options or agreements, or sinking fund debt repurchase ordinance requirements. � 5.1YII�II J RdIO(O to Agenda RdflOfl f 6 IRE FM McGladrey LLP October 30, 2013 Page 3 h. Debt issue provisions. i. All significant estimates and material concentrations known to management that are required to be disclosed. j. Risk financing activities. k. Deposit and investment security categories of risk. I. Arbitrage rebate liabilities. m. Defined pension plan disclosures. 9.We have no plans or intentions that may materially affect the carrying value or classification of assets or liabilities. 10.We are responsible for making the accounting estimates included in the financial statements. Those estimates reflect our judgment based on our knowledge and experience about past and current events and our assumptions about conditions we expect to exist and courses of action we expect to take. In that regard, adequate provisions have been made: a. To reduce receivables to their estimated net collectible amounts. b. For risk retention, including uninsured losses or loss retentions (deductibles) attributable to events occurring through June 30, 2013, and/or for expected retroactive insurance premium adjustments applicable to periods through June 30, 2013. c. For pension obligations, post-retirement benefits other than pensions, and deferred compensation agreements attributable to employee services rendered through June 30, 2013. 11.There are no: a. Material transactions that have not been properly recorded in the accounting records underlying the financial statements. b. Violations or possible violations of laws or regulations whose effects should be considered for disclosure in the financial statements or as a basis for recording a loss contingency. In that regard, we specifically tv snx,rx r a xe me e� McGladrey LLP October 30, 2013 Page 4 c. represent that we have not been designated as, or alleged to be, a .'potentially responsible party" by the Environmental Protection Agency in connection with any environmental contamination. d Other material liabilities or gain or loss contingencies that are required to be accrued or disclosed by the Contingencies Topic of the GASS Codification of Governmental Accounting and Financial Reporting Standards. d. Related-party transactions as defined in Section 2100 of the GASB's Codification of Governmental Accounting and Financial Reporting Standards. e. Arrangements with financial institutions involving compensating balances. f. Lines of credit or similar arrangements. g. Authorized but unissued bonds and/or notes. h. Derivative financial instruments. I. Agreements to repurchase assets previously sold. j. Guarantees, whether written or oral, under which the District is contingently liable. k. Significant leases or material amounts of rental obligations under long- term leases. I. Liabilities that are subordinated in any way to any other actual or possible liabilities. m. Special and extraordinary items. n. Obsolete, damaged or excess inventories. o. Investments, intangibles or other assets that have permanently declined in value. XI) ♦ Fz�'" �p Return to Aaentla Report z rME McGladrey LLP October 30, 2013 Page 5 p. Material losses to be sustained in the fulfillment of, or from the inability to fulfill, service commitments. q. Material losses to be sustained as a result of purchase commitments. r. Environmental cleanup obligations. 12.There are no unasserted claims or assessments that our lawyer has advised us are probable of assertion and must be disclosed in accordance with GASB Statement No.10. 13.We have no direct or indirect, legal or moral obligation for any debt of any organization, public or private, that is not disclosed in the financial statements. 14.The District has satisfactory title to all owned assets. 15.We have complied with all aspects of contractual agreements that would have a material effect on the financial statements in the event of noncompliance. In connection therewith, we specifically represent that we are responsible for determining that we are not subject to the requirements of the Single Audit Act and Office of Management and Budget Circular No. A-133, because we have not received, expended or otherwise been the beneficiary of the required amount of federal awards during the period of this audit. 16.Net positions (invested in capital assets, net of related debt; restricted; and unrestricted) are properly classified and, if applicable, approved. 17.Capital assets, including infrastructure assets, are properly capitalized, reported and depreciated. 18.The District incurs certain costs that relate to the construction of capital assets. The District capitalizes only those costs that are incremental to the construction of capital assets. 19.Net interest costs of approximately $7.6 million were properly capitalized on projects of the District. All projects included in construction in progress SAM$ X McGladrey LLP October 30, 2013 Page 6 for which interest is not being capitalized is due to the assets being ready for their intended use in accordance with U.S. GAAP. 20.In considering the disclosures that should be made about risks and uncertainties, we have concluded that the following are required: All significant estimates and material concentrations known to management, which are required to be disclosed in accordance with the American Institute of Certified Public Accountants' (AICPA) Statement of Position No. 94-6, Disclosure of Certain Significant Risks and Uncertainties. Significant estimates are estimates at the statement of net position date that could change materially within the next year. Concentrations refer to volume of business, revenues, available sources of supply or markets for which events could occur that would significantly disrupt normal finances within the next year. 21.We believe that implementing GASB Statement No. 65 one year early is preferable to continuing to capitalize debt origination costs because the District was already implementing GASB Statement No. 63 this year, and GASB Statement No. 65 seemed to fit in with the changes of GASB Statement No. 63. 22.We agree with the restatement of the previously issued financial statements discussed in Note 10 to the financial statements. In that regard, the restatement accounts for the implementation of GASB Statement No. 65. This restatement was the result of a change from one acceptable accounting principle to another acceptable accounting principle, and was not the result of an error. 23.We are aware of and acknowledge the effect on the financial statements of GASB Statement No. 66, Accounting and Financial Reporting for Pensions—An Amendment of GASB Statement No. 27, which has been issued, but which we have not yet adopted. We have elected to not disclose this in the notes to the financial statements as of June 30, 2013. SV 5.1 HIIgII PAP q Return to Aaentla Report 53 9 � J ? P � 1MF F VS McGladrey LLP October 30, 2013 Page 7 24.We have informed you of all uncorrected misstatements. As of and for the year ended June 30, 2013, management believes that the effects of the uncorrected misstatements aggregated by you and summarized below are immaterial, both individually and in the aggregate, to the financial statements. For purposes of this representation, we consider items to be material, regardless of their size, if they involve the misstatement or omission of accounting information that, in light of surrounding circumstances, makes it probable that the judgment of a reasonable person relying on the information would be changed or influenced by the omission or misstatement. eN1V aEXlr�rr E 0 tw iNE EMV McGladrey LLP October 30, 2013 Page 8 EBea--Dabil(Credi$ Descripbon Assets Liabilities Equity Revenue EhMenses Prior Year Misstatements • To adjust COP premiums far Me difference between straighHine and of cMe interest arehod $ - $ 1810.145 $(1,810,145) $ - $ - • To adjust COP discounts and deferred charges for Me difference between straighHine and effecdw interest in elhod (2.885.420) - 2.885.420 - - • To adjust Cols for the difference between straight-fine and eflaciw interest method - - 613,728 - (613.728) • To adjust for Me understatement of Owstment values based on the learcnd statements recover!by OCSO - - (247288) 247.288 - •To adjust for Me ownstatement of inws"enl values based on fair marrat values - - 641.344 (641,344) - •To adjust for Me unam mlim d goodwill amoNntion related to Me IRM transacton (2,878,566) - 2,878,566 - - •To adjust for Me effects of additnal rapildised interest from Me pnorwar 655.0M) - (655800) - - Current Year Misstatements •To depredate Me effects of additional capitali nd interest from the pnor fear (16,375) - - - 16.325 •To redassity BPB subsidy rebate receivad from interest aVense to otherincome - - - (5,070.644) 5,070,644 • To adjust COP premiums far the difference between straight-line and effect w interestmeMod - 162,329 - - (162.329) •To adjust COP discounts and deferred charges for Me di6erence between sbaight- line and effective interest method 1,106841 - - - (1106,841) •To adjust for Me current war unamoltimd goodwill am ororation related to the IRM transaction 667,709 (657,709) Total~ $(3.380,811) $ 1.972,474 4,306.625 S(5.464.700) $ 2.546.412 Curentwer effect ofcharga in net position (2,918288) ll ect on ending net posits n $ 1.388.337 Information Provided 25.We have provided you with: a. Access to all information of which we are aware that is relevant to the preparation and fair presentation of the financial statements such as records, documentation and other matters. o xp sWi, , Return to Mende Report MS s o� e IMF Exd� McGladrey LLP October 30, 2013 Page 9 b. Additional information that you have requested from us for the purpose of the audit. c. Unrestricted access to persons within the District from whom you determined it necessary to obtain audit evidence. d. Minutes of the meetings of the governing board and committees, or summaries of actions of recent meetings for which minutes have not yet been prepared. 26.All transactions have been recorded in the accounting records and are reflected in the financial statements. 27.We have no knowledge of allegations of fraud or suspected fraud affecting the District's financial statements involving: a. Management. b. Employees who have significant roles in internal control. c. Others where the fraud could have a material effect on the financial statements. 28.We have no knowledge of any allegations of fraud or suspected fraud affecting the District's financial statements received in communications from employees, former employees, analysts, regulators or others. 29.We have no knowledge of noncompliance or suspected noncompliance with laws and regulations whose effects were considered when preparing financial statements. 30.We have disclosed to you all known actual or possible litigation and claims whose effects should be considered when preparing the financial statements. 31.We are aware of no significant deficiencies, including material weaknesses, in the design or operation of internal controls that could adversely affect the District's ability to record, process, summarize and report financial data. 9 INF EX McGladrey LLP October 30, 2013 Page 10 32.We are aware of no communications from regulatory agencies concerning noncompliance with, or deficiencies in, financial reporting practices. Supplementary Information 33.With respect to supplementary information presented in relation to the financial statements as a whole: a. We acknowledge our responsibility for the presentation of such information. b. We believe such information, including its form and content, is fairly presented in accordance U.S. GAAP. c. The methods of measurement or presentation have not changed from those used in the prior period. d. There are no underlying significant assumptions or interpretations regarding the measurement or presentation of such information. In connection with your engagements to perform, in accordance with attestation standards established by the AICPA, specified agreed-upon procedures with respect to certain records and transactions of the District for the year ended June 30, 2013 for the purpose of determining as to whether the District's appropriation limitation calculation was computed in accordance with Article XIII B of the Constitution of the State of California and whether the District's net tangible worth is in compliance with the Interconnection Facilities Agreement between the Southern California Edison Company and the District, we confirm, to the best of our knowledge and belief, the following representations made to you during the course of your engagement: 34.We are responsible for compliance with the appropriation limitation calculation and the tangible net worth calculation. 35.We are responsible for establishing and maintaining effective internal control over our compliance with the appropriation limitation calculation and the tangible net worth calculation. ep xx,qr o � Return to Aaentla Report W •9 i P �M TMF N\O McGladrey LLP October 30, 2013 Page 11 36.There has been no known noncompliance with the appropriation limitation calculation and the tangible net worth calculation during the year ended June 30. 2013 or through the date of this letter. 37.There are no known matters contradicting the calculations or any communication from regulatory agencies affecting the calculations. 38.We have made available to you all records and related data relevant to the subject matter and the agreed-upon procedures. 39.We have responded fully to all inquiries made to us by you during your engagement. 40.During the course of your audit, you may have accumulated records containing data that should be reflected in our books and records. All such data have been so reflected. Accordingly, copies of such records in your possession are no longer needed by us. ORANGE COUNTY SANITATION DISTRICT z m4dk4 Jams Herberg, General M ger Loreyrzo Tyne , Director of Finance ana Administrative Services (&/V A41Y Mike White, Controller H:WepttesdX210\fie1dMMcG1adrey Letter OCSD 13 rep(10-30-13).doax 1 M01 Von Warman,9 Floor Innne,CA 92612A531 McGladrey 0 ,. cg 5.69Wd00 F969256.5091 wewmc y.wm Independent Auditor's Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements performed in Accordance With Government Auditing Standards Board of Directors Orange County Sanitation District Fountain Valley, CA We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the financial statements of the Orange County Sanitation District (the District), as of and for the year ended June 30, 2013, and the related notes to the financial statements, which collectively comprise the District's basic financial statements, and have issued our report thereon dated October 30, 2013. Internal Control Over Financial Reporting In planning and performing our audit of the financial statements, we considered the District's internal control over financial reporting (internal control) to determine the audit procedures that are appropriate in the circumstances for the purpose of expressing our opinions on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the District's internal control.Accordingly,we do not express an opinion on the effectiveness of the District's internal control. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in intemal control, such that there is a reasonable possibility that a material misstatement of the District's financial statements will not be prevented, or detected and corrected, on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with govemance. Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies. Given these limitations, during our audit we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified. Compliance and Other Matters As part of obtaining reasonable assurance about whether the District's financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. �ameawi�ww mre narmen wemaaou�nsmandmmubmfimn Return to Aaenda Report Purpose of this Report The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the District's internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the Districts internal control and compliance. Accordingly, this communication is not suitable for any other purpose. /ITscGrlyII t Gz�- Irvine, CA October 30,2013 Illlo!S��UP 18401 Von Kannan,5"Floor Irvine,CA 92612-8531 44 255.650 McGladrey 09 ladrey F949.255.5091 0 949 .wm Independent Accountant's Report on Applying Agreed-Upon Procedures Board of Directors Orange County Sanitation District Fountain Valley, CA We have performed the procedures enumerated below to the accompanying Appropriations Limit Calculation of the Orange County Sanitation District (the District) for the year ended June 30, 2013. These procedures, which were agreed to by the District and the League of California Cities (as presented in the publication entitled Agreed-Upon Procedures Applied to the Appropriations Limitation Prescribed by Article XIII-B of the California Constitution), were performed solely to assist the District in meeting the requirements of Section 1.5 of Article XIII-B of the California Constitution. The District's management is responsible for the Appropriations Limit Calculation. This agreed-upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants. The sufficiency of these procedures is solely the responsibility of those parties specified in this report. Consequently, we make no representation regarding the sufficiency of the procedures described below, either for the purpose for which this report has been requested or for any other purpose. The procedures performed and our findings were as follows: 1. We obtained the completed internal calculations from management and compared the limit and annual adjustment factors included in those calculations to the limit and annual adjustment factors that were adopted by a resolution of the Board of Directors. We also compared the population and inflation options included in the aforementioned calculations to those that were selected by a recorded vote of the Board of Directors. Finding: No exceptions were noted as a result of our procedures. 2. For the accompanying Appropriations Limit Calculation, we added line A, last year's limit, to line E, total adjustments, and compared the resulting amount to line F, this year's limit. Finding: No exceptions were noted as a result of our procedures. 3. We compared the current year information presented in the accompanying Appropriations Limit Calculation to the supporting calculations described in item 1 above. Finding: No exceptions were noted as a result of our procedures. Membrofthe PSMlnRmatlonal network of loE ,,ert aIXo,ar% xandoonsumr,fir— Return to Agenda Report 4. Ne ccm cared the prior year Aopcp,abons Limit presented in the accompanying Appropriations Limit 'Is c.Ja:ion to the prior year Accropriations Limit adopted by the Board of Directors during the prior yea' Finding: No exceptions wee noted as a result of our procedures. 'Ne were no: engaged to anc C d -a: conduct an audit, the objective of which would be the expression of a-. oc No or the accompany nc Appropriations Limit Calculation of the DistricL Accordingly, we do not excress such ac oC n',oc. rise we performed additional procedures, other matters might have come to our attention tnat wouid nave beer. redo ted to you. No procedures have been performed with respect to the determination of the apprcpria:icns imit for the base year, as defined by Article XIII-B of the California Cc-stitution. This report is intended so e y for the information and use of the Board of Directors and management of the District, and is not intended to be, and should not be, used by anyone other than these specified parties. However,this report is a matter of public record and its distribution is not limited. 4 Irvine, CA October 30,2013 Orange County Sanitation District Appropriations Limit Calculation Year Ended June 30, 2013 Amount Source A. Last year's limit $ 81,888,473 B. Adjustment factors: 1. Population change 1.0101 State Finance 2. Per capita change 1.0377 State Finance Total adjustments [(B.1 x B.2)-1.0] 0.0482 C. Annual adjustment 3,945,450 (BxA) D. Other adjustments: 1. Lost responsibility(-) - 2. Transfer to private(-) - 3. Transfer to fees(-) - 4. Assumed responsibility(+) - Subtotal E. Total adjustments 3,945,450 (C+D) F. This years limit $ 85,833,923 (A+E) I� t s x OrangfCounty Sanit tion Distric Y. omprehensiye Annual financial Reprt . or the period ended June 0, 2013 6a with comparative totals for June 3Q, 2012 Y We're here for you. Orange County,California ORANGE COUNTY SANITATION DISTRICT ORANGE COUNTY, CALIFORNIA COMPREHENSIVE ANNUAL FINANCIAL REPORT FOR THE YEAR ENDED JUNE 30, 2013 WITH COMPARATIVE TOTALS FOR JUNE 30, 2012 Prepared By: Administrative Services Department Financial Management Division Michael D.White, CPA Controller (THIS PAGE LEFT INTENTIONALLY BLANK) ORANGE COUNTY SANITATION DISTRICT Comprehensive Annual Financial Report Table of Contents For the Year Ended June 30, 2013 With Comparative Totals for the Year Ended June 30,2012 Paoe INTRODUCTORY SECTION: Letterof Transmittal..................................................................................................................... i-vii GFOA Certificate of Achievement............................................................................................... vill Boardof Directors........................................................................................................................ ix OrganizationChart...................................................................................................................... x Mapof Service Area.................................................................................................................... A FINANCIAL SECTION: Independent Auditor's Report...................................................................................................... 1-2 Management Discussion and Analysis-Required Supplementary Information........................ 3-8 Basic Financial Statements: Statement of Net Position................................................................................................... 10 Statement of Revenues, Expenses, and Changes in Net Position .................................... 11 Statementof Cash Flows.................................................................................................... 12 Notes to Basic Financial Statements.................................................................................. 13-38 Supplementary Information: Combining Area Schedule of Net Position.......................................................................... 40 Combining Area Schedule of Revenues, Expenses, and Changes in Net Position .......... 41 Combining Area Schedule of Cash Flows.......................................................................... 42 STATISTICAL SECTION: Net Position by Component-Last Ten Fiscal Years.................................................................. 44 Revenues and Gross Capital Contributions by Source-Last Ten Fiscal Years........................ 45 Expenses by Type-Last Ten Fiscal Years................................................................................ 46 Change in Net Position-Last Ten Fiscal Years......................................................................... 47 Cash and Investment Reserve Balances-Last Ten Fiscal Years............................................. 48 Sewer Service Fees-Last Nine Fiscal Years & Next Fiscal Year............................................. 49 Number of Accounts and Revenues by Customer Class-Last Ten Fiscal Years..................... 50 Principal Sewer Service Customers-Current Fiscal Year and Nine Years Ago....................... 51 Ratio of Annual Debt Service to Total Expenses-Last Ten Fiscal Years................................. 52 Debt Coverage Ratios-Last Ten Fiscal Years.......................................................................... 53 Computation of Direct and Overlapping Debt-Current Fiscal Year. 54 Ratios of Outstanding Debt-Last Ten Fiscal Years. 55 Comparison of the Volume of Wastewater Treated-Last Ten Fiscal Years. 56 Authorized Full-time Equivalents by Function-Last Ten Fiscal Years...................................... 57 Biosolids Produced-Last Ten Fiscal Years............................................................................... 58 Capital Asset Statistics-Last Ten Fiscal Years......................................................................... 59 Demographic Statistics-Last Ten Fiscal Years......................................................................... 60 Estimated Population Served by Orange County Sanitation District-Current Fiscal Year....... 61 Principal Orange County Employers-Current Fiscal Year and Nine Years Ago....................... 62 OperatingIndicators.................................................................................................................... 63 OTHER DATA&TRENDS: Cash and Investment Portfolio-As of June 30, 2013................................................................ 66 Property Tax Rates-Direct and Overlapping Governments-Last Ten Fiscal Years............... 67 Assessed and Estimated Actual Value of Taxable Property-Last Ten Fiscal Years................ 68 Property Tax and User Fee Levies and Collections-Last Ten Fiscal Years............................. 69 Property Value and Construction-Last Ten Fiscal Years ......................................................... 70 Insurancein Force....................................................................................................................... 71 (THIS PAGE LEFT INTENTIONALLY BLANK) Orange County Sanitation District 10844 BIG Axrxia.Fixntari Valley.G192708 7149622411Cypress . wwwo6ewascom Brea piece Park October 30, 2013 Foumain Valley Fullerton The Board of Directors of the Garden Grove Orange County Sanitation District, Orange County, California Hkintiagon Beach Submitted herewith is the Comprehensive Annual Financial Report of the Orange County Sanitation District, Orange County, California for the fiscal year ended June 30, 2013. This report includes the La Habra financial position and activity of individual revenue areas, as described within the Governmental Structure below, as of June 30, 2013 and was prepared by the Financial Management Division of La Palm the Sanitation District's Administrative Services Department. LosAiamitris Responsibility for both the accuracy of the data, and the completeness and fairness of the Newport Beach presentation, including all disclosures, rests with the Sanitation District. To the best of our knowledge and belief, the enclosed data is accurate in all material respects and is reported in a Orange manner designed to present fairly the financial position and results of operations of the Sanitation Placental District. All disclosures necessary to enable the reader to gain an understanding of the agency's financial activities have been included. Santa Ana Included within the accompanying financial statements are all of the organizations, activities, and Seal Beach functions controlled by the Sanitation District's Board of Directors in accordance with the Stanton Governmental Accounting Standards Board (GASB) Codification of Governmental Accounting and Financial Reporting. For the purpose of this evaluation, control was determined by the Board's responsibility for: (1) adoption of the budget and user charges, (2) taxing authority, and (3) establishment of policies. The reporting entity and its services are described in further detail in Note Villa Park 1 of the financial statements. Yortia Linda An audit of the books, financial records and transactions of the Sanitation District is conducted Countyciforarge annually by independent certified public accountants. The Sanitation District selected the accounting firm of McGladrey LLP to perform the audit for the year ended June 30, 2013. The '- a• auditors'report on the Sanitation District's basic financial statements and supplementary information Sanitary istrict is located on page 1 within the financial section of this report. This report renders an unmodified Midway City opinion on the Sanitation District's basic financial statements for the year ended June 30, 2013. DistrictSanitary Management's discussion and analysis (MD&A) immediately follows the independent auditor's Intme Ranch report and provides a narrative introduction, overview, and analysis of the basic financial Water District statements. The MD&A complements this letter of transmittal and should be read in conjunction with it. GOVERNMENTALSTRUCTURE The Orange County Sanitation District encompasses the Northern section of Orange County. The Sanitation District provides wastewater treatment for an area of the County covering 479 square h miles and serving a population of approximately 2.5 million, or 81 percent of the County's population. The Sanitation District was originally incorporated in 1954 as nine separate public corporations, or districts. In April of 1998, at the Sanitation District's request, the Board of Supervisors of the County of Orange passed Resolution No. 98-140 ordering the consolidation of these nine County Sanitation Districts into a new, single sanitation district, to be known as the ,E Orange County Sanitation District, effective July 1, 1998. This action was recommended to the Board by the Local Agency Formation Commission in order to simplify governance structures, i We protect public health and the environment by providing effective wastewater collection, treatment,and recycling reduce the size of the Board, ease administrative processes, streamline decision-making and consolidate accounting and auditing processes. The boundaries of the nine previous districts had remained intact for the purpose of collecting sewer user fees at the previously established rate schedules, and were referred to as nine individual revenue areas through June 30, 2000. Effective July 1,2003, all Revenue Areas, except Revenue Area 14, consolidated user fee rates and all enterprise fund accounting and budgeting activities and are now known as the Consolidated Revenue Area. The Sanitation District is managed by an administrative organization composed of directors appointed by the agencies or cities which are serviced by the Sanitation District. Each of the two remaining Revenue Areas, the Consolidated Revenue Area and Revenue Area 14, has its own budget and is responsible for the construction and maintenance of its own collection system. All Revenue Areas, except Revenue Area 14 and the portion of the Consolidated Revenue Area previously known as Revenue Area 13, receive their own share of the one-percent ad valorem property tax levy. In addition, all Revenue Areas except Revenue Area 14, collect user fees from property owners. Revenue Area 14 receives all of its revenues from service charges to the Irvine Ranch Water District. The purpose of the Sanitation District's wastewater management program is to protect the public's health, preserve the beneficial uses of the coastal waters, and maintain air quality. The objectives of operating the treatment plants are to process and dispose of the treated wastewater and the separated solids in accordance with Federal, state, and local laws including the Environmental Protection Agency. The Sanitation District sewerage system includes approximately 572 miles of sewers that convey wastewater generated within the Sanitation District's boundaries to the Sanitation District's two wastewater treatment plants, Reclamation Plant No. 1 located in the City of Fountain Valley, and Treatment Plant No. 2 located in the City of Huntington Beach. Plants No. 1 and No. 2 have primary treatment capacities, including standby, of 204 million gallons per day (mgd) and 168 mgd, respectively. In fiscal year 2012-13, greater than 98.8 percent of all advanced primary effluent also received secondary treatment. Both plants are master-planned for a future primary and secondary treatment capacity of 235 mgd for a combined total of 470 mgd by the year 2070. After wastewater receives secondary treatment at Plant No. 1, it flows to the Groundwater Water Replenishment System (GWRS) at the Orange County Water District, located adjacent to the Sanitation District, where it undergoes a state-of-the-art purification process consisting of microfiltration, reverse osmosis, and ultraviolet light with hydrogen peroxide. The product water is near-distilled-quality. Approximately 35 million gallons (132,500 cubic meters) per day of the GWRS water are pumped into injection wells to create a seawater intrusion barrier.Another 35 million gallons (132,500 cubic meters)are pumped daily to Orange County Water District's percolation basins in Anaheim where the GWRS water naturally filters through sand and gravel to the deep aquifers of the groundwater basin. Remaining outflows of treated wastewater from Plants 1 and 2 are combined and discharged to the ocean off the Huntington Beach coast through an outfall pipe that is 120 inches in diameter and approximately five miles long. The last mile of the outfall pipe is a diffuser that dilutes the wastewater with seawater in a ratio of 148 parts seawater to one part treated wastewater at an average depth of 185 feet. ECONOMIC CONDITIONS AND OUTLOOK In October 2013, the Institute for Economic and Environmental Studies at the California State University Fullerton Mihaylo College of Business and Economics (CSUF) forecasts that the U.S. gross domestic product (GDP) will grow an average of 1.7 percent this year given the weak first half and the potential damage in the fourth quarter from the government shutdown, and then rise to 2.5 percent in 2014 and 2.9 percent in 2015. The CSUF forecast reported that the construction activity in the Southern California region has continued to improve markedly after a precipitous fall during the recession. Housing starts have grown and permits have risen from a low of 2,200 in 2009 to 6,900 in 2012 in Orange County. However, the first half of 2013 has shown a much slower pace of increase in permits in all areas of the regions as uncertainty over interests rates and the overall economy appears to have caused builders to become more cautious, especially for the balance of 2013 and early into next year. CSUF is forecasting 2013 to fall to 4,300 but rebound to 7,000 in 2014. Weakened by a sluggish national economy, Orange Countys job growth has slowed this year, but is expected to pick up gradually in 2014 and 2015. Although the"healing process"from the Great Recession has continued, the CSUF forecast concludes that 2013 has faced an unusual array of issues such as political gridlock, geopolitical turbulence, monetary policy uncertainty and fiscal tightening, culminating in the government shutdown. The CSUF forecast predicts an average Orange County payroll job growth of 2.0 percent this year, a drop from last year's 2.3 percent. However by 2015,job growth is expected to rise to 2.8 percent. The unemployment rate in Orange County is steadily declining. The CSUF forecast predicts a drop this year to an average of 6.1 percent from 7.6 percent last year. By 2015, unemployment in the county should dip to 5.1 percent. From 2010 through August of this year, Orange County gained 80,200 payroll jobs, a rise of 6.0 percent. The growth, however, has been "uneven across the industry segments" as construction employment is building momentum with a 15.9 percent rise over the last four years while professional and business services added only 3,100 jobs in the last 12 months, compared to a gain of 11,400 over the previous 12 months. Retail trade actually showed a loss of 1,500 jobs compared to a gain of 1,100 jobs in 2012. Many Orange County businesses are delaying hiring and investment because of concerns about whether Congress and the White House can agree on a budget and how long the Federal Reserve will continue its bond-buying stimulus. Orange Countys median single-family home price remains at least 15 percent below its 2006 peak, at the height of the real estate bubble. But the forecast concludes that a rapid price rise over the past year bodes well for future consumer spending. The CSUF forecast predicts a tempering in housing price appreciation due to uncertainty over interest rates and the overall economy. MAJOR INITIATIVES Meeting Full Secondary Treatment Standards The Sanitation District's Board of Directors decided in July 2002 to voluntarily give up its modified ocean discharge permit, issued under section 301(h) of the Federal Clean Water Act, which allowed the Sanitation District to discharge a higher level of Suspended Solids and Biochemical Oxygen Demand than otherwise required by the Act if adequate environmental and public health protection was demonstrated. To obtain a renewal of its ocean discharge permit at secondary treatment standards without the modification (often referred to as a "waiver") and , the Sanitation District undertook a massive capital improvement program ("CIP")of building new, and rehabilitating existing, facilities in order for the Sanitation District to operate its facilities in a manner that will allow it to achieve secondary treatment standards as defined by the Act. Permits are issued for a five (5) year duration, and the U.S. Environmental Protection Agency (EPA) has no authority to waive the discharge limits requirements or grant a longer permit (except per Sec. 301(h)). In November 2004, a consent decree was signed by EPA and filed with the U.S. District Court that approved the construction schedule and decrees that no penalties will be imposed for discharges that exceed the secondary treatment limits during the period of construction. Seven milestones towards achieving secondary treatment standards were identified within the consent decree along with due dates, as follows: • March 15, 2006—Completion of the new$44.4 million "Trickling Filter Facility'at Plant 1. • November 15, 2006 — Completion of the design and advertising for construction of the "New Activated Sludge System"at Plant 1. iii • January 15,2007—Completion of the design and advertising for construction of Trickling Filters at P2. • March 28, 2008—Completion of construction for Rehabilitation of Activated Sludge Plant at Plant 2. • February 15,2011 —Complete construction of Plant No. 2 secondary treatment expansion. • July 10,2012—Complete construction of Plant No. 1 secondary treatment expansion. • December 31, 2012—Compliance with Code of Federal Regulations secondary treatment requirement. The District is in compliance with the Consent Decree and has successfully completed all seven milestones within the specified deadlines as required. The District completed the final milestone on December 29, 2012. Strategic Planning In November 2007, the Board of Directors adopted a new comprehensive strategic plan to steer OCSD's efforts and engage the organization to envision service levels and operational needs for the next five years. In continuing to look at the five-year horizon, the Strategic Plan has been updated on an annual basis. Each of these strategic plan annual updates has followed a similar process that had been established when the original November 2007 had been adopted with the General Managers Office initiated the planning effort with the Executive Management Team, and then soliciting input and ideas from managers and supervisors. In October 2013, the staff-generated ideas were presented to the Board of Directors during a workshop, where Board Members discussed and deliberated changes and additions to the plan. Driven by the Sanitation District's mission, vision and core values, the 2013 Strategic Plan update maintains an aggressive effort to meet the sanitation, health, and safety needs of the 2.5 million people being served in a cost effective manner,while protecting the environment where we live. Since 2007, 90 percent of the strategic goals identified have been completed. Eleven new goals were added in the 2013 update and the continuation of four previous goal was included in the plan. The New Goals include: • Legislative Advocacy and Public Outreach Efforts — Position the District as a leader in innovative solutions to infrastructure issues, pursue available government subsidies for funding District programs, and educate the public as to the District's purpose, mission, and services provided. • Identify Potential Biosolids Management Options—The District will have a clear mid-term and long-term strategy for biosolids management following FY 2016-17 when the existing composting contract expires and biosolids production will be reduced by one-third. (The reduction in biosolids will occur when centrifuges are constructed and placed into service that will reduce the volume of water in the biosolids production). • Odor Control—Completion of an Odor Control Master Plan to ensure that the District is limiting offsite odor impacts in a comprehensive and cost effective manner and to ensure that the District's investment in current and potentially future process systems will produce the benefits intended. • Energy Efficiency -Reaffirm the District's commitment to leadership in energy efficiency and energy conservation from organic sludge to electricity,gas, and useful heat. • Future Water Recycling Options—The District will begin to plan for the highest and best utilization of effluent water at Treatment Plant No. 2. • Cessation of Disinfection of the District's Ocean Discharge—Seek to remove the requirement to disinfect the outfall effluent from the ocean discharge permit and to recover full marine life around the ocean outfall. v • Transfer of Local Sewers—Obtain Board's direction as to whether local sewers(as opposed to regional sewer) should be maintained by member cities and local sewer agencies. • Workforce Planning &Workforce Development(WFPD)— Integrate WFPD efforts to ensure workforce capabilities match work required to meet the District's mission and levels of service. • Asset Management Update and Action Plan—Maintain resilient, cost effective infrastructure which protects public health and the environment. • Business Risk Management and Safety and Security—The District is in a continually state of readiness and is always in a position to provide its critical services to the public. • Operational Efficiencies—Safe and cost-effective operation and maintenance of District facilities while meeting all levels of service expectations. Continuation of previous Goal: • SARI Line Relocation — Work in conjunction with the County of Orange and the Federal Government to relocate the Santa Ana River Interceptor Line from the flood plain of the Santa Ana River by December 31,2013. • Engine Emission Compliance — Implement capital improvements or operational modifications to achieve engine emission compliance of the District's cogeneration engines. • Fuel Cell Evaluation — Evaluate the cost feasibility of replacing or supplementing cogeneration engines with fuel cell technology. • Odor Control — Implement odor control projects at Plant No. 1 (trickling filters) and Plant No. 2 (solids loading facility)by 2018. This strategic plan continues to chart a focused roadmap of success for the future of the Orange County Sanitation District. It addresses critical issues and challenges,and communicates clear and concise future direction to Sanitation District staff. SERVICE EFFORTS AND ACCOMPLISHMENTS In July 2012, the Sanitation District received the Gold Peak Performance Award from the National Association of Clean Water Agencies covering Reclamation Plant No. 1 and Treatment Plant No. 2 for outstanding compliance with the National Pollutant Discharge Elimination System (NPDES) permit limits for 2011-12. In September 2012, the Sanitation District received the National Water Research Institute Award of Excellence for the successful completion of its full secondary treatment program. In November 2012, the Sanitation District received the Engineering News-Record California Best Civil Works/Infrastructure Project Award of Merit for the Bitter Point Pump Station Project. In December 2012, the Sanitation District was awarded the National Water Research Institute's Award of Excellence for leadership and commitment in completing the ten-year secondary treatment program and ensuring that only the highest quality water is released into the ocean and recycled by the Groundwater Replenishment System. In January 2013, the Sanitation District received the California Water Environment Association Engineering Achievement Award for the Ocean Ouffall and Ocean Outfall Booster Station Piping Rehabilitation. v ACCOUNTING AND BUDGETARY CONTROLS The Sanitation District's accounting records are maintained on the accrual basis. In developing and evaluating the Sanitation District's accounting system, consideration is given to the adequacy of internal accounting controls. Internal accounting controls are designed to provide reasonable, but not absolute, assurance regarding: (1) the safeguarding of assets against loss from unauthorized use or disposition; and (2) the reliability of financial records for preparing financial statements and maintaining accountability for assets. The concept of reasonable assurance recognizes that: (1) the cost of a control should not exceed the benefits likely to be derived; and (2) the evaluation of costs and benefits requires estimates and judgments by management. We believe that the Sanitation District's internal accounting controls adequately safeguard assets and provide reasonable assurance of proper recording of financial transactions. Each year the Sanitation District's Board of Directors adopts an annual operating plan. A joint works budget is first prepared that identifies the specific capital projects and operating activities to be undertaken by the Sanitation District during the year. The budgetary level of control, the level at which expenses cannot exceed budget, is exercised at the individual district, or fund level. The Sanitation District has adopted a Uniform Purchasing Policy that identifies the agreed upon purchasing standards. ACCUMULATED FUNDS AND RESERVES POLICY The Board of Directors of the Orange County Sanitation District has established the following Accumulated Funds and Reserves Policy: Cash Flow Reserve: is established to fund operations, maintenance and certificates of participation expenses for the first half of the fiscal year, prior to the receipt of the first installment of the property lax allocation and the sewer service user fees which are collected as a separate line item on the property tax bill. The level of this reserve will be established as the sum of an amount equal to six months operations and maintenance expenses and the total of the annual debt(COP) service payments due in August each year. Operating Contingency Reserve: is established to provide for non-recurring expenditures that were not anticipated when the annual budget and sewer service fees were considered and adopted. The level of this reserve will be established at an amount equal to ten percent of the annual operating budget. Capital Improvement Reserve: is established to fund annual increments of the capital improvement program. The long-term target is for one half of the capital improvement program to be funded from borrowing and for one half to be funded from current revenues and reserves. With this program in mind, the target level of this reserve has been established at one half of the average annual capital improvement program through the year 2020. Levels higher and lower than the target can be expected while the long- term financing and capital improvement programs are being finalized. Catastrophic Loss or Self-Insurance Reserves: are established for property damage including fire, flood and earthquake; for general liability; and for workers'compensation. These reserves are intended to work with purchased insurance policies, FEMA disaster reimbursements and State disaster reimbursements. Based on the current infrastructure replacement value of$6.26 billion, the reserve level has been set to fund the District's non-reimbursed costs, estimated to be$57 million. Capital Replacement/Renewal Reserve Policy: is established to provide thirty percent of the funding to replace or refurbish the current collection and treatment and disposal facilities at the end of their useful economic lives. The current replacement value of these facilities is estimated to be $3.14 billion for the collection facilities and $3.12 billion for the treatment and disposal facilities. The initial reserve level was established at $50 million, which will be augmented by interest earnings and a small portion of the annual sewer user fees in order to meet projected needs through the year 2030. vi Debt Service Reserves: Provisions of the various Certificate of Participation (COP) issues require debt service reserves to be under the control of the Trustee for that issue. These reserve funds are not available for the general needs of the District and must be maintained at specified levels. The level of required COP service reserves at June 30, 2013 was$45.2 million. In addition, the District's Debt Service Reserve policy requires total debt service reserves to be ten percent of the total outstanding COP debt, or $135 million at June 30, 2011 Accumulated funds exceeding the levels specified by Dismct policy will be maintained in a rate stabilization fund. These funds will be applied to future years' needs in order to maintain rates or to moderate annual fluctuations. There is no established target for this reserve. As of June 30, 2013, the Sanitation District was in compliance with the Accumulated Funds and Reserves Policy with designated cash and investments totaling $500 million, and have been earmarked for the following specific purposes in accordance with the Sanitation District's reserve policy. Designated Cash and Investments Designated For Cash Flow Contingency $174 million Designated For Self-Insurance 57 million Designated For Capital Improvements 234 million Designated For Debt Service Requirements 135 million Total Designated Cash and Investments 8 500 million CERTIFICATE OF ACHIEVEMENT FOR EXCELLENCE IN FINANCIAL REPORTING The Government Finance Officers' Association of the United States and Canada (GFOA) awarded a Certificate of Achievement for Excellence in Financial Reporting to the Orange County Sanitation District for the Sanitation District's comprehensive annual financial report for the year ended June 30, 2012. This was the nineteenth consecutive year that the Sanitation District has received this award. In order to be awarded a Certificate of Achievement, a governmental unit must publish an easily readable and efficiently organized comprehensive annual financial report, whose contents conform to program standards. Such reports must satisfy both generally accepted accounting principles and applicable legal requirements. A Certificate of Achievement is valid for a period of one year only. We believe that our current comprehensive annual financial report confinues to meet the Certificate of Achievement Program requirements and we are submitting it to GFOA to determine its eligibility for another certificate. ACKNOWLEDGMENTS This report could not have been accomplished without the dedicated services of the Financial Management Division staff, and I would like to especially express my appreciation to Line Hsiao, Accounting Supervisor, who assisted in its preparation. I would also like to thank the Sanitation District's Board of Directors, the General Manager, and the Director of Finance and Administrative Services for their interest and support in conducting the financial operations of the Sanitation District in a responsible and progressive manner. Respectfully submitted, Michael D. White, CPA Controller vii G�9 Government Finance Officers Association Certificate of Achievement for Excellence in Financial Reporting Presented to Orange County Sanitation District, California For its Comprehensive Annual Financial Report for the Fiscal Year Ended June 30, 2012 Executive Director/CEO viii ORANGE COUNTY SANITATION DISTRICT Board of Directors As of June 30, 2013 Aoencv Active Director Alternate Director Cities: Anaheim Lucille Kring Jordan Brandman Brea Brett Murdock Roy Moore Buena Park Fred Smith Steve Berry Cypress Prakash Narain Doug Bailey Fountain Valley Steve Nagel Mark McCurdy Fullerton Gregory Seboum Jan Flory Garden Grove Steve Jones Kris Beard Huntington Beach Joe Shaw Joe Carchio Irvine Steven Choi Christina Shea La Habra Tom Beamish Rose Espinoza La Palma Peter Kim Gerard Goedhart Los Alamitos Troy Edgar Richard Murphy Newport Beach Keith Curry Rush Hill Orange Teresa Smith Mark Murphy Placentia Scott Nelson Constance Underhill Santa Ana David Benavides Sal Tinajero Seal Beach Michael Levitt Gordon Shanks Stanton David Shawver Carol Warren Tustin John Nielsen Allan Bernstein Villa Park Brad Reese Greg Mills Yorba Linda John Anderson Gene Hernandez Sanitary Water Districts: Costa Mesa Sanitary District James M. Ferryman Robert Ooten Midway City Sanitary District Tyler Diep Allan P. Krippner Irvine Ranch Water District John Withers Douglas Reinhart County Areas: Member of the Board Janet Nguyen Shawn Nelson of Supervisors ix ORANGE COUNTY SANITATION DISTRICT Organizational Chart As of June 30,2013 General Cwnsel Olfi slim ...... ... . ... Mminisbeure FM Ecol SSN SeMue SaM'ns Adiet OSMMmn Main Iii Mi FetlPoea Support O�pemratl�owt nMbi10 Public Aflaio Conbeee. Epulpteti- PMM 2 A" A Puchlxli ReOUM Operamn MwOerretA Meb�lels ORm MareEemant li MSum. Me1M.Malnt. 6'G�teerb➢fl Corewmn IMalmYon Txnroloar FetiHles NstrurenleEmB EmlmtlalW En9beetln8 FJeMuIAIVm C pYarc4 FisF M3ugem nu Sakry Sluice Enmm�mnMl InpeMlm MLwetoryfl omnMWhnnp DWII ubn GYYmme X ORANGE COUNTY SANITATION DISTRICT Map of Service Area As of June 30, 2013 ArM LA HA BRA BREA ` YORBA cawmrry FULLER UNDA mo n� PUKE IA LA B K P RE ANAIll VILLA PA LOS ORANGE �--� A M?OS AROE ROV SEAL :BEACH /N fR i a _ N ANA UMA (ALLEY HUNTI TO B 'a^ IRVINE COSTA MESA �NEWPORT BEACH N Seryiee area hountlary 1 2 a Sewer pipelines SReclamation Plant No.S(PI) Treatment Plant No.2(P2) rye. m,•.m mM«.•.•enm.� •m.sua:,we..e,m m,•., (gvyiml Hvnvnnmp„/id q roN / Pump and lift stations am+imn awn•w>eme- 1-1 Unincorporated Orange County(white areas) a"wurz°vm xi (THIS PAGE LEFT INTENTIONALLY BLANK) A �liodrin,11.1.1if 18,401 Von Karman,5"Floor Irvi CA 92612-8531 0919.2556500 F9,19.255.5091 M cG l a d rey www mcgladmymm Independent Auditor's Report Board of Directors Orange County Sanitation District Fountain Valley, CA Report on the Financial Statements We have audited the accompanying financial statements of the Orange County Sanitation District (the District) as of and for the year ended June 30, 2013, and the related notes to the financial statements, which collectively comprise the District's basic financial statements,as listed in the table of contents. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP); this includes the design, implementation and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with sodding standards generally accepted in the United States of America (U.S. GAAS). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the District's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the District's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinions In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the District as of June 30, 2013, and the changes in its financial position and its cash flows for the year then ended in accordance with U.S. GAAP. 1 meoo .lafm.RMimemnw"a mrvrk of lnp f,ma¢ouRunquaandBoniumrgfi— Other Matters Required Supplementary Information U.S. GAAP requires that the management's discussion and analysis be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, which considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic or historical context. We have applied certain limited procedures to the required supplementary information in accordance with U.S. GARS, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management's responses to our inquiries, the basic financial statements and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance. Other Information Our audit was conducted for the purpose of forming an opinion on the financial statements that comprise the District's basic financial statements. The separate'Combining Area'financial statements, introductory section, statistical section, and other data and trends are presented for purposes of additional analysis and are not a required part of the basic financial statements. The "Combining Area' financial statements are the responsibility of management and were derived from and relate directly to the undedying accounting and other records used to prepare the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with U.S. GARS. In our opinion, the'Combining Area'financial statements are fairly staled in all material respects in relation to the basic financial statements taken as a whole. The introductory and statistical sections and other data and trends have not been subjected to the auditing procedures applied in the audit of the basic financial statements, and accordingly, we do not express an opinion or provide any assurance on them. Pnor-Year Comparative Information We have previously audited the District's June 30, 2012 financial statements, and we expressed an unmodified audit opinion on the respective financial statements in our report dated November 5, 2012. In our opinion, the summarized comparative information presented herein as of and for the year ended June 30, 2012 is consistent, in all material respects, with the audited financial statements from which it has been derived. Irvine, CA / October 30,2013 2 Management Discussion and Analysis June 30, 2013 This section of the financial statements of the Orange County Sanitation District (District) is management's narrative overview and analysis of the financial activities of the District for the fiscal year ended June 30, 2013. The information presented here is to be considered in conjunction with additional information provided within the letter of transmittal located in the Introductory Section of this report. Financial Highlights • As of June 30, 2013, the assets and deferred outflows of the District exceeded its liabilities by $1,700.7 million (net position). Of this amount, $520.4 million represents unrestricted net position, which may be used to meet the District's ongoing obligations to citizens and creditors. • The District's total net position increased$103.1 million,or 6.5 percent over the prior year. • Net Capital Assets, consisting of non-depreciable capital assets and depreciable capital assets net of accumulated depreciation, increased$17.9 million, or 0.7 percent over the prior year. • Net investment in capital assets increased$54.3 million, or 4.8 percent. • Unrestricted Net Assets increased$48.8 million, or 10.3 percent from the prior year. • The District's total outstanding bonded debt decreased by$61.0 million over the prior year to $1.275 billion. Overview of the Basic Financial Statements The District operates as a utility enterprise and presents its financial statements using the economic resources measurement focus and the full accrual basis of accounting. As an enterprise fund, the District's basic financial statements are comprised of two components: financial statements and notes to the financial statements. This report also contains other supplementary information in addition to the basic financial statements themselves. In accordance with the Governmental Accounting Standards Board (GASB) Codification of Governmental Accounting and Financial Reporting Standards and the current years implementation of GASB Statement No. 63, "Financial Reporting of Deferred Outflows of Resources, Deferred Inflows of Resources, and Net Position", the District's financial statements include a Statement of Net Position; Statement of Revenues, Expenses and Changes in Net Position; and a Statement of Cash Flows. The Statement of Net Position includes all of the District's assets and liabilities and provides information about the nature and amounts of investments in resources (assets) and the obligations to District creditors (liabilities). It also provides the basis for computing the rate of return, evaluating the capital structure of the District, and assessing the liquidity and financial flexibility of the District. The Statement of Revenues, Expenses, and Changes in Net Position accounts for the current year's revenues and expenses. This statement measures the success of the District's operations over the past year and can be used to determine the District's creditworthiness. It also highlights the District's dependency on property tax revenues in supplementing user fees and other charges for recovering total cost. The final required financial statement, the Statement of Cash Flows, reports cash receipts, cash payments, and net changes in cash resulting from operations and investments of the reporting period. Net Position As previously noted, net position increased $103.1 million, or 6.5 percent over the net position for FY 2011-12 (restated due to the impacts from the implementation of GASB Statement No. 65 — 'Items Previously Reported as Assets and Liabilities'), to $1,700.7 million in Fiscal Year 2012-13. In comparison, net position increased $96.1 million, or 6.4 percent in FY 2011-12 over Fiscal Year 2010-11, to$1,597.6 million. 3 (Dollars in thousands) June 30, Percentage June 30, 2012 Increase Increase 2013 (as restated) (Decrease) (Decrease) Assets Current and other assets $ 691,853 $ 644,771 $ 47,082 7.3% Capital assets, net 2,432,214 2,414,269 17,945 0.7% Deferred outflow of resources 20,723 24,492 (3,769) -15.4% Total assets 3,144,790 3,083,532 61,258 2.0% Liabilities Current liabilities 278,265 276,972 1,293 0.5% Noncurrent liabilities 1,165,800 1,208,942 (43,142) -3.6% Total liabilities 1,444,065 1,485,914 (41,849) -2.8% Net position: Net investment in capital assets 1,180,298 1,125,967 54,331 4.8% Unrestricted 520,427 471,651 48,776 10.3% Total net position $ 1,700,725 $ 1,597,618 $ 103,107 6.5% Current and other assets increased $47.1 million, or 7.3 percent, due primarily to net rash provided by operations of$165.5 million, proceeds from property taxes of$79.4 million, and receipt of capital facilities capacity charges of $12.8 million offset by capital outlays of $97.6 million, interest expense of $42.3 million, certificates of participation (COP) principal payments of $42.6 million, and contributions to other governments of$26.6 million representing a return of part of the equity share ownership of Irvine Ranch Water District(IRWD) based on decreased flows discharged to the District. Capital assets, net increased $17.9 million, or 0.7 percent, due mostly to the ongoing capital improvement program capital additions of$97.6 million in FY 2012-13 less depreciation of$63.9 million, the write down of discontinued capital projects of $8.9 million, and the expensing of $5.1 million of feasibility studies previously recorded as capital assets. Included in total capital outlays was the New Secondary Treatment System at Plant No. 1. This project was one of several capital improvements that were necessary to achieve secondary treatment standards by December 31, 2012 in accordance with a consent decree signed by EPA and filed with the U.S. District Court. This project included construction of aeration basins, clarifiers, a blower building, and waste sludge pumping stations, that now provide additional secondary treatment capacity of 60 million gallons per day(MGD)at Plant No. 1. Capital outlays of$1.4 million were incurred in FY 2012-13 bringing total project outlays to$254.0 million. Another completed secondary treatment construction project was the Trickling Filters at Plant No. 2. This project included the construction of three trickling filters, a solids contact basin, and six clarifiers for additional secondary treatment capacity of 60 MGD at Plant No. 2. Final capital outlays of $0.3 million were incurred in FY 2012-13 bringing total project outlays to$220.0 million. The completion of the Headworks Improvements at Plant No. 2 in FY 2012-13 was another project with significant outlays. This project has replaced the existing headworks due to failing gates and the ineffectiveness of the bar screens and grit chambers that are allowing grit screenings to pass through into the downstream processes causing increased operating costs. This project includes an influent diversion and metering structure, bar screens, influent pump station, vortex grit chambers, primary influent splitter and metering structure, ferric chloride feed facilities, headworks and trunk line odor control facilities, screenings handling building including a washer/compactor, grit handling building, and an electrical building that includes standby power. In FY 2012-13, $6.1 million of the total $257.3 million in capital outlays was incurred. 4 See page 7 for the Schedule of Capital Assets and a listing of the other major capital additions for FY 2012-13. Net Investment in capital assets increased $54.3 million, or 4.8 percent over the prior year primarily as a result of the $17.9 million increase in net capital assets coupled with a decrease of $36.4 million in net related debt. Unrestricted net assets increased S48.8 million, or 10.3 percent over the prior year, due to the overall increase in net position of $103.1 offset by the increase in net investment in capital assets of $54.3 million. Changes in Net Position Net position increased $103.1 million in FY 2012-13, a 6.5 percent increase over the prior year. (Dollars in thousands) June 30, Percentage June 30, 2012 Increase Increase 2013 (as restated) (Decrease) (Decrease) Revenues: Operating revenues Service Charges $ 303,400 $ 259,491 $ 43,909 16.9% Permit and inspection fees 1,176 1,030 146 14.2% Total operating revenues 304,576 260,521 44,055 16.9% Non-operating revenues Property taxes 79,240 67,882 11,358 16.7% Investment and interest income (3,913) 15,747 (19,660) -124.8% Contrib.from other government 2,054 7,723 (5,669) -73.4% Other 1,727 763 964 126.3% Total non-operating revenues 79,108 92,115 (13,007) -14.1% Total revenues 383,684 352,636 31,048 8.8% Expenses: Operating expense other than depreciation and amortization 149,817 172,319 (22,502) -13.1% Depreciation and amortization 63,907 56,051 7,856 14.0% Non-operating expense 79,650 37,133 42,517 114.5% Total expenses 293,374 265,503 27,871 10.5% Income before capital contributions 90,310 87,133 3,177 3.6% Capital facilitites capacity charges 12,797 8,936 3,861 43.2% Increase in net position 103,107 96,069 7,038 7.3% Beginning net position 1,597,618 1,501,549 96,069 6.4% Ending net position $ 1,700,725 $ 1,597,618 $ 103,107 6.5% 5 Sources of Revenue Functional Expenses June 30,2013 June 30,1013 ■Collections 1% 21% 13% 9% -1% ■Treatment& M Interest Disposal ■User Fees is% ❑Depreciation& ❑Other Amortization ❑Taxes Levied 40% ❑Interest Expense 23% ■Other As previously slated, an enterprise fund is used to account for the operations of the District, which is financed and operated in a manner similar to private business enterprises. This allows the District to determine that the costs (expenses, including depreciation and amortization) of providing wastewater management services on a continuing basis are financed or recovered primarily through user charges. Sewer service user fees are evaluated annually based primarily on budget requirements for total operation, maintenance and capital expenditures for providing wastewater management services. Property tax revenues are dedicated for the payment of debt service. In FY 2012-13, operating revenues increased $44.1 million, or 16.9 percent over the prior year that is predominately reflective of the$27.2 million, or 11.7 percent increase in service charges and $14.7 million recognized in solids capital lease revenue from IRWD under a newly established agreement. The increase in service charges is primarily due to the 10.1 percent increase in the average sewer user fee rate over the prior year. The$13.0 million, or 14.1 percent decrease in non-operating revenues primarily consists of a $19.7 million, or 124.8 percent decrease in investment and interest income,a$5.7 million, or 73.4 percent decrease in contributions from other governments that is partially offset by a$11.4 million, or 16.7 percent increase in property tax revenues, and a$1.0 million, or 126.3 percent increase in other non-operating revenues. The decrease in investment and interest income is attributable to lower yields earned on investments as cash and investments balances grew. The total return earned on investments decreased from 2.8 percent in FY 2011-12 to-0.6 percent in FY 2012-13 as an unrealized loss of$14.4 million was recorded in FY 2012-13 due to declines in the bond market at year-end. However,this unrealized loss reflects mark-to-market price declines and not the permanent impairment of bond investments. The District is sufficiently liquid within its short-term portfolio to meet its obligations without having to force a sale of the underperforming bonds at a loss. The District's investment portfolio balance increased during this same time period from$577 million to$600 million. The decrease in contributions from other governments is reflective of the decrease in capital contributions from IRW D. This decrease is reflective of decline in IRWD's equity share ownership based on decreased flows discharged to the District. The increase in property lax revenue is primarily the result of the increase in total assessed valuation of 1.9 percent over the prior year and one-time redevelopment dissolution proceeds. The increase in other non- operating revenues is mostly reflective of the$800,000 received on a settlement claim resulting from equipment failure and $500,000 earned in federal grants from the U.S. Bureau of Reclamation. Operating expense before depreciation and amortization decreased $22.5 million or 13.1 percent over the prior year. The majority of this decrease is attributable to the $23.6 million decrease in feasibility studies, of which $27.4 million was incurred prior to FY 2011-12 but expensed in FY 2011-12. Previously, feasibility studies had been recorded as construction in progress, a Non-depreciable Capital Asset on the Statement of Net Position. Although not deemed material in prior years, management made the decision 6 to expense the costs in FY 2011-12 to conform to generally accepted accounting principles in regards to the accounting for feasibility studies. Excluding feasibility studies, operating expense before depreciation and amortization increased $1.0 million or 0.8 percent over the prior year. Operating salaries and benefits totaling $76.9 million increased $1.2 million, or 1.6 percent over the prior year. The operating salaries and benefits costs are part of the overall increase of $0.4 million in total salaries and benefits when including the salaries and benefits capitalized within the capital improvement program. Overall, total District salaries and benefits were $90.7 million, a 0.1 percent increase over the prior year total of $90.6 million. This increase is mostly attributable to the $0.8 million, or 2.9 percent increase in benefits, as salaries and wages alone decreased $0.7 million, or 1.2 percent. Legal services increased $1.1 million, or 194.3 percent over the prior year primarily due to increased costs for arbitration, contracts and employee relation services. Somewhat offsetting the increased cost in personnel services and legal services was the decreases of $1.0 million, or 13.5 percent in utilities and $0.9 million, or 5.2 percent in biosolids disposal. The major decrease in utilities was in power that decreased $0.8 million from the prior year due to rate increases being less than what was anticipated. The biosolids disposal cost decrease was primarily due to the termination of an agreement with a private company contracted to process biosolids into an energy fuel. Non-operating expense increased $42.5 million, or 114.5 percent and is primarily reflective of the increase in capital distribution back to the Irvine Ranch Water District (IRWD) in FY 2012-13 of $22.0 million over the prior year, as $26.6 million of capital distribution was owed back to IRWD in FY 2012-13, as opposed to $4.6 million in FY 2011-12. The decline in the reduction is reflective of IRWD's volume of sewage flow contributions coming into alignment with their corresponding equity share in the District's treatment plant. In addition, debt service interest payments totaling $42.3 million increased $13.6 million, or 47.4 percent over the prior year Capital Facility Capacity Charges increased $3.9 million, or 43.2 percent over the prior year due to the rebound in the economy and the increase activity in construction as total the total building permit valuation in Orange County increased 16.9 percent in Fiscal Year 2012-13 over the prior year. Capital Assets At June 30, 2013, the District had a net investment of$2.432 billion in capital assets. This represents a net increase(including additions and deletions)of$17.9 million or 0.7 percent over the prior year. (Dollars in thousands) Percentage June 30, June 30, Increase Increase 2013 2012 (Decrease) (Decrease) Land $ 15,960 $ 15,960 $ - 0.0% Construction in Progress 1,197,777 1,271,217 (73,440) -5.8% Sewage collection facilities 351,731 337,561 14,170 4.2% Sewage treatment facilities 738,893 660,728 78,165 11.8% Effluent disposal facilities 40,902 42,490 (1,588) -3.7% Solids disposal facilities 336 346 (10) -2.9% General and administrative facilities 84,394 83,088 1,306 1.6% Assets acquired in excess of book value 2,221 2,879 (658) -22.9% Capital assets, net $ 2,432,214 $ 2,414,269 $ 17,945 0.7% Major capital asset additions for the current fiscal year included the following: 7 • $10.9 million—Sludge Digester Rehabilitation at Plant No. 1 • $ 9.3 million—Outfall Land Pipe and Outfall Overflow Booster Station Pipe Rehabilitation • $ 7.3 million—Rehabilitation of Solids Storage Silos A&B at Plant No. 2 • $ 6.5 million—Sludge Dewatering and Odor Control at Plant No. 1 • $ 6.4 million—Central Generation Engines Cooling Water System Replacement More detailed information about the District's capital assets is provided in Notes 1 and 3 of Notes to the Financial Statements. Debt Administration At June 30, 2013,the District had $1.275 billion outstanding in COP debt, a net decrease of$61.0 million, or 4.6 percent over the prior year. Other than the schedule of debt service payments, this decrease is due to the refunding of$91.9 million of Series 2000 A and B variable rate debt with the issuance of$66.9 million in fixed rate debt, Series 2012B Wastewater Refunding Revenue Obligations. In addition, Revenue Refunding Certificate Anticipation Notes, Series 2012C Certificates of Anticipation Notes (CANS) fixed rate debt was issued in the amount of$131.7 million in October 2012 to refund the $143.2 million outstanding principal balance of the CANS Series 2011 B fixed rate debt. Both Standard and Poor's Corporation and Fitch Ratings reaffirmed their AAA rating of the Orange County District in the past fiscal year. The District's long-range financing plan is designed to maintain this high rating. Over the next five years, the District is projecting an additional$1.0 billion in future treatment plant and collection system capital improvements. In accordance with the District's long-term debt fiscal policy, the District will restrict long-term borrowing to capital improvements that cannot be financed from current revenue. However, no new debt issuances is being proposed over the next five years to assist with the funding of the system improvements scheduled over this time period. For more information on long-term debt activities, see Note 4 of the Notes to Basic Financial Statements. Economic Factors and Next Year's Budgets and Rates • The unemployment rate within the County of Orange is currently 6.1 percent, a decrease from the rate of 7.9 percent a year ago. • Inflation for Orange County in FY 2012-13 increased 2.0 percent based on the actual percentage change in the consumer price index according to the June 2013 Economic and Business Review report prepared by Chapman University. • The actual rate of return on investments decreased from the 2.8 percent earnings rate in FY 2011-12 to-0.6 percent for FY 2012-13. All of these factors were considered in preparing the District's biennium budget beginning July 1,2013. The District's user fee schedule was increased by 4.8 percent for FY 2013-14 over the prior year. The annual fee applicable to the District's largest customer base and the underlying basis for all other user rates: the single-family residential fee, increased by$14.00, from $294.00 to $308.00. This rate increase was necessary to finance the District's cash flow needs as capital improvement outlays alone are projected to be$141.6 million in FY 2013-14 and are projected to total $2.1 billion over the next 10 years in order to rehabilitate and upgrade existing facilities and provide for full secondary treatment standards. Requests for Information The financial report is designed to provide a general overview of the District's finances. Questions concerning any of the information provided in this report or requests for additional financial information should be addressed to the Financial Management Division, Orange County Sanitation District, 10844 Ellis Avenue, Fountain Valley, CA 92708-7018. 8 ORANGE COUNTY SANITATION DISTRICT BASIC FINANCIAL STATEMENTS 9 ORANGE COUNTY SANITATION DISTRICT Statement of Net Position June 30, 2013 (With Comparative Data for June 30, 2012) 2013 2012(as restated) Current assets: Cash and cash equivalents $ 208,278,072 $ 135,014,420 Investments 339,152.573 378,937,214 Accounts receivable,net of allowance for uncollectibles$19,091 9,757.514 9,452,589 Accrued interest receivable 1,596.362 1,576,247 Connection fees receivable 1,565,534 647,485 Property tax receivable 1,363,536 1,542,223 Inventories 5,689,074 5,696,197 Prepaid expenses 600.214 858,826 Prepaid retirement 17,555,710 14,937,778 Total current assets 585,558.589 548,562,979 Noncurrent assets: Restricted: Cash and cash equivalents 36,118,018 36,541,736 Investments 16,940,965 26,829,427 Accrued interest receivable 230,648 239.070 Unrestricted: Non-depreciable capital assets 1,213,736,882 1,287,176,876 Depreciable capital assets, net of accumulated depreciation 1,218,477,069 1,127.092,227 Prepaid insurance on outstanding debt payable 1,658,521 1.734.762 Due from other governmental agency 51,336,000 30,852,290 Other noncurrent assets, net 10,344 10,344 Total noncurrent assets 2,538,508,447 2,510,476,732 Total assets 3,124,067,036 3.059,039,711 Deferred outflow of resources: Deferred charges on refunding debt 20,722,872 24.491.763 Total assets and deferred outflow,of resources 3,144,789,908 3.083.531.474 Current liabilities: Accounts payable 11,485,962 12.232.536 Accrued expenses 8,123,120 7,410,100 Retentions payable 8,286,811 2,045,987 Interest payable 23,153,100 21,839.400 Due to other governmental agency 48,700,573 47,659,381 Current portion of long-term obligations 178,515,737 185,784,283 Total current liabilities 278,265,303 276,971,687 Noncurrent liabilities: Noncurrent portion of long-term obligations 1,166,799,690 1,208,942,170 Total liabilities 1,444.064,993 1,485,913,857 Net position: Net investment in capital assets: Collection system 608,994,825 517,578,982 Treatment and disposal-Land 4,475.751 4,475,761 Treatment and disposal system 1.918.743,375 1,892,214,370 Capital assets related debt (1,251,916,008) (1,288,302,786) Subtotal 1,180,297,943 1,125,955,317 Unrestricted 520,426,972 471,661,300 Total net position $ 1,700,724,915 $ 1,597,617.617 See Accompanying Notes to Basic Financial Statements. 10 ORANGE COUNTY SANITATION DISTRICT Statement of Revenues, Expenses, and Changes in Net Position For the Year Ended June 30, 2013 (With Comparative Data for the Year Ended June 30, 2012) 2013 2012(as restated) Operating revenues: Service charges $ 303,399.529 $ 259.490,532 Permit and inspection fees 1,176,106 1,030,329 Total operating revenues 304,575,635 260,520,861 Operating expenses other than depreciation and amortization: Salaries and benefits 76,878,551 75,641,767 Utilities 6,403.013 7,405,843 Supplies, repairs and maintenance 24,093,927 24,254,601 Contractual services 26,791.095 26,698,372 Directors'fees 144,713 145,562 Meetings and training 719,521 742,765 Feasibility studies 10.646.100 34,198,026 Other 4,140,333 3,232,535 Total operating expenses other than depreciation and amortization 149,817,253 172,319,471 Operating income before depreciation and amortization 154,758,382 88,201,390 Depreciation and amortization 63,906,848 56.051,029 Operating income 90.851.534 32,150,361 Non-operating revenues: Property taxes 79,239,497 67.882,072 Investment and interest income (3,912,925) 15,747,493 Contributions from other government 2.054.154 7,722,571 Other 1.727,320 763,161 Total non-operating revenues 79,108,046 92,115,297 Non-operating expenses: Interest 42.314,928 28,700,431 Contributions to other government 26,590,533 4,615,468 Other 54,549 58,701 Loss on disposal of assets 10,689,755 3,758,398 Total non-operating expenses 79,649,765 37,132.998 Income before capital contributions 90,309,815 87,132,660 Capital Contributions; Capital facilities capacity charges 12,797,483 8,936,033 Change in net position 103,107,298 96,068,693 Total net position-beginning,as restated 1,597,617,617 1,501,548,924 Total net position-ending $ 1,700,724.915 $ 1,597,617,617 See Accompanying Notes to Basic Financial Statements. 11 ORANGE COUNTY SANITATION DISTRICT Statement of Cash Flows For the Year Ended June 30,2013 (With Comparative Data for the Year Ended June 30.2012) 2013 2012(as restated) Cash flows from operating activities: Receipts from customers and users $ 305,300,505 $ 251,972.581 Payments to employees (77,697,268) (73,257.661) Payments to suppliers (68.387.501) (72,465,597) Net cash provided by operations 159,215.736 106.249,323 Cash flows from nuncepital financing activities: Proceeds from property taxes 79,418,183 67,748,326 Proceeds from various resources 1,674,942 729,471 Net cash provided by nonwpital financing activities 81,093,125 68,477,797 Cash flows from capital and related financing activities: Capital facilities capacity charges 11,879,435 8,674,313 Additions to property,plant and equipment (109,353,843) (73,861,468) Interest paid (51,970,472) (51,661,572) Principal payments on debt obligation (259.070,000) (462,635.000) Proceeds from debt issuances 216.506,206 401,099,196 Debt issuance costs (838,884) (824,812) Net cash used in capital and related financing activities (192,847,558) (179,209.343) Cash flaws from investing activities: Proceeds from the sale of investments 8,932,206,118 8,625,518,492 Purchases of investments (8,896,971,673) (8,710,267,505) SARI project(advance)/payments (20,483.710) 5,147,710 Interest received 10.627,896 7,646,487 Net cash provided by(used in)investing activities 25,378,831 (71,954,816) Net increase(decrease)in cash and cash equivalents 72,839,934 (76,437,039) Cash and cash equivalents,beginning of year 171,556,156 247,993,195 Cash and cash equivalents,end of year $ 244,396.090 $ 171,556,156 Reconciliation of operating income to net cash provided by operating activities: Operating income $ 90,851,534 $ 32,150.361 Adjustments to reconcile operating income to net cash provided by operations: Depreciation and amortization 63,906.848 56,051.029 Bad debt expense(Net recoveries) 11.398 (29.691) Feasibility studies 6,058,284 28,979.182 (Increase)/tlecrease in operating assets: Accounts receivable (316,323) 988,449 Inventories (30,340) 992.447 Prepaid and other assets (2,359,320) (709.697) Increase/(decrease)in operating liabilities: Accounts payable (746,578) (2,490,064) Accrued expenses 733,795 499.985 Retentions payable - (214.439) Due to other governmental agency 1,041,192 (9,536,729) Pension/OPEB/Catastrophe leave payable 347,732 360,710 Compensated absences (136,296) (212.750) Other payable (277,285) 116,907 Claims and judgments 131,095 (696.377) Net cash provided by operations $ 159.215.736 $ 106.249,323 Noncesh Activities: Unrealized gain(loss)on the fair value of investments $ (14,438,658) $ 8,236,187 Contributions from(to)other government (24,536,380) 3,107,103 Capital facilities capacity contribution 7,450,400 2,184,800 Feasibility studies with no cash effect 6,032,722 21,909,604 See Accompanying Notes to Basic Financial Statements. 12 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 (11 Summary of Sionificant Accounting Policies Reporting Entity The Orange County Sanitation District(OCSD)is a public agency which owns and operates certain wastewater facilities in order to provide regional wastewater collection, treatment, and disposal services to approximately 2.5 million people in the northern and central portion of the County of Orange, California. OCSD is managed by an administrative organization comprised of directors appointed by the agencies and cities which are serviced by OCSD. OCSD's service area was originally formed in 1954 pursuant to the County Sanitation District Act and consisted of seven independent special districts. Two additional districts were formed and additional service areas were added in 1985 and 1986. These special districts were jointly responsible for the treatment and disposal facilities which they each used. In April of 1998, the Board of Supervisors of Orange County passed Resolution 98-140 approving the consolidation of the existing nine special districts into a new, single sanitation district. This action was taken in order to simplify the governance structures, reduce the size of OCSD's Board of Directors, ease administrative processes, streamline decision-making and consolidate accounting and auditing processes. Pursuant to the Resolution and Government Code Section 57500, the predecessor special districts transferred and assigned all of their powers, rights, duties, obligations, functions and properties to OCSD, including all assets, liabilities, and equity. Effective July 1, 1998, the organization became known as the Orange County Sanitation District. The boundaries of one of the previous districts, now known as Revenue Area No. 14, have been maintained separately because their use of OCSD's collection, treatment, and disposal system is funded by the Irvine Ranch Water District(IRWD). The boundaries of the other eight districts have been consolidated and are collectively referred to as the Consolidated Revenue Area. OCSD utilizes joint operating and capital outlay accounts to pay joint treatment, disposal, and construction costs. These joint costs are allocated to each revenue area based on gallons of sewage flow. The supplemental schedules and statements show internal segregations and are not intended to represent separate funds for presentation as major or non-major funds in the basic financial statements. The accompanying financial statements present OCSD and its blended component unit, the Orange County Sanitation District Financing Corporation. The Corporation is a legally separate entity although in substance it is considered to be part of OCSD's operations. OCSD is considered to be financially accountable for the Corporation which is governed by a board comprised entirely of OCSD's board members. There is no requirement for separate financial statements of the Corporation; consequently, separate financial statements for the Corporation are not prepared. The Corporation had no financial activity during the fiscal year ended June 30, 2013, other than principal and interest payments on outstanding certificates of participation/revenue obligations and notes (see Note 4). OCSD is independent of and overlaps other formal political jurisdictions. There are many governmental entities, including the County of Orange, that operate within OCSD's jurisdiction; however, financial information for these entities is not included in the accompanying financial statements in accordance with the Governmental Accounting Standards Board (GASB) Codification of Governmental Accounting and Financial Reporting Standards. Comparative Information The financial statements include partial prior-year comparative information which has been restated for the adoption of GASB Statement No. 65. Such information does not include all of the 13 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 information required for a presentation in conformity with accounting principles generally accepted in the United States of America. Accordingly, such information should be read in conjunction with the government's financial statements for the year ended June 30, 2012, from which such partial information was derived. Measurement Focus and Basis of Accountino OCSD operates as an enterprise activity. Enterprise funds account for operations that are financed and operated in a manner similar to private business enterprises, where the intent of the Board of Directors is that the costs (expenses, including depreciation and amortization) of providing services to the general public on a continuing basis be financed or recovered primarily through user charges. Basis of accounting refers to when revenues and expenses are recognized in the accounts and reported in the financial statements. Enterprise funds are accounted for on the flow of economic resources measurement focus and use the accrual basis of accounting, whereby revenues are recognized when earned and expenses are recognized when incurred, regardless of the timing of related cash flows. The accounting policies of the District conform to accounting principles generally accepted in the United States of America (GAAP) as applicable to governments. The Governmental Accounting Standards Board (GASB) is the accepted standard-setting body for establishing governmental accounting and financial reporting principles in the United States. Operating Plans Each year, OCSD staff prepares an annual operating plan which is adopted by the Board of Directors. The annual operating plan is used to serve as a basis for monitoring financial progress, estimating the levy and collection of taxes, and determining future service charge rates. During the year,these plans may be amended as circumstances or levels of operation dictate. Cash and Cash Equivalents Investments with original maturities of three months or less when purchased are considered to be cash equivalents. Investments All investments are stated at fair value (the value at which a financial instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale). Changes in fair value that occur during the fiscal year are reported as part of investment and interest income. Investment and interest income includes interest earnings and realized and unrealized gains or losses in fair value. Accounts Receivable Accounts receivable is shown net of the allowance for uncollectible receivables. Uncollectible receivables were $19,091 at June 30, 2013. Unbilled sewer services through June 30, 2013 are recorded as revenue and receivables. Management determines the allowance for uncollectible receivables by evaluating individual accounts receivable at least one year past due and considering a customer's financial condition, credit history and current economic conditions. Accounts receivables are written off when deemed uncollectible. Recoveries of accounts receivables previously written off are recorded when received. 14 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 Inventory Inventory, which is held for consumption and not resale, is stated at cost on a weighted-average basis, and then is expensed when used. Capital Assets Outlays for property, plant, equipment, and construction in progress are recorded in the revenue area which will use the asset. Such outlays may be for individual revenue area assets or for a revenue area's share of joint assets. Capital assets of property, plant, and equipment are defined as assets with an initial, individual cost of more than $5,000 and an estimated useful life of at least three years. Such assets are recorded at cost, except for assets acquired by contribution, which are recorded at fair market value at the time received. Cost includes labor; materials; outside services;vehicle and equipment usage; other ancillary costs consisting of direct charges such as engineering, purchasing, supervision, or fringe benefits. Net interest costs are capitalized on projects. During the fiscal year ended June 30,2013, net interest costs of$7.6 million were capitalized. Depreciation of plant and equipment is provided for over the estimated useful lives of the assets using the straight-line method in accordance with generally accepted accounting principles. OCSD also considers the guidelines of estimated useful lives as recommended in the State of California Controller's Uniform System of Accounts for Waste Disposal Districts, which range from 3 to 75 years. The following are estimated useful lives for major classes of depreciable assets: Sewage collection facilities — 50 years, Sewage treatment facilities — 40 years, Sewage disposal facilities—40 years,and General plant and administrative facilities—11.5 years. Amortization Amortization of the excess purchase price over the book value of assets acquired is provided using the straight-line method over an estimated useful life of 30 years. Premiums and discounts on certificate anticipation notes and wastewater refunding revenue obligations are amortized to interest expense over the respective terms of the installment obligations based on the effective interest method (note 4). Restricted Assets Certain assets are classified as restricted because their use is limited by applicable debt covenants. Specifically, the assets are restricted for installment payments due on certificates of participation and revenue obligations or are maintained by a trustee as a reserve requirement for the certificates of participation and revenue obligations. When both restricted and unrestricted resources are available for use, it is OCSD's policy to use restricted resources first, then unrestricted resources as they are needed. Deferred Outflows of Resources For advance refundings resulting in defeasance of debt, the difference between the reacquisitions price and the net carrying amount of the old debts (i.e. defamed charges) is reported as a defamed outflow of resources and amortized to interest expense based on the effective interest method over the remaining life of the old debt or the life of the new debt,whichever is shorter. OCSD's deferred charges on the refunding debts at June 30, 2013 are$20,722,872. 15 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 Compensated Absences OCSD's employees, other than operations and maintenance personnel, are granted vacation and sick leave in varying amounts with maximum accumulations of 200 hours and 560 hours for vacation and sick days earned but unused, respectively. Operations and maintenance personnel accrue between 80 and 250 personal leave hours per year depending on years of service. Personal leave can be accumulated up to a maximum of 440 hours. Vacation and sick leave benefits and personal days are recorded as an expense and liability when earned by eligible employees. The distribution between current and long-term portions of the liability is based on historical trends. Claims and Judaments OCSD records estimated losses, net of any insurance coverage under its self-insurance program when it is probable that a claim liability has been incurred and when the amount of the loss can be reasonably estimated. Claims payable includes an estimate for incurred but unreported claims. The distribution between current and long-term portions of the liability is based on historical trends. Property Taxes The County is permitted by State law (Proposition 13) to levy taxes at one percent of full market value (at time of purchase) and can increase the assessed value no more than two percent per year. OCSD receives a share of this basic levy, proportionate to what was received in the 1976 to 1978 period. Property taxes are determined annually as of January 1 and attached as enforceable liens on real property as of July 1 and are payable in two installments which become delinquent after December 10 and April 10. The County bills and collects the property taxes and remits them to OCSD in installments during the year. Property tax revenues are recognized when levied for. The Board of Directors has designated property tax revenue to be used for the annual debt service requirements prior to being used as funding for current operations. Capital Facilities Capacity Charges Capital facilities capacity charges represent fees imposed at the time a structure is newly connected to the District's system, directly or indirectly, or an existing structure or category of use is increased. This charge is to pay for District facilities in existence at the time the charge is imposed or to pay for new facilities to be constructed that are of benefit to the property being charged. Operating and Non-operating Revenues and Expenses Operating revenues and expenses result from collecting, treating, and disposing of wastewater and inspection and permitting services. OCSD's operating revenues consist of charges to customers for the services provided. Operating expenses include the cost of providing these services, administrative expenses, and depreciation and amortization expenses. All revenues and expenses not meeting these definitions and which are not capital in nature are reported as non-operating revenues and expenses. Construction Commitments OCSD has active construction projects to add additional capacity, improve treatment, or replace/rehabilitate existing assets. At June 30, 2013, the outstanding commitments with contractors totaled$176.0 million. 16 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 Self-Insurance Plans For the year ended June 30, 2013, OCSD was self-insured for portions of workers' compensation, property damage, and general liability. The self-insurance portion of the workers' compensation exposure is the $750,000 deductible per occurrence under the outside excess insurance coverage to statutory levels. The self-insurance portion of the property damage exposure covering fire and other perils is the $250,000 per occurrence deductible (for most perils) under the outside excess property insurance coverage to $1 billion. The self-insurance portion of the property damage exposure covering Flood is the $100,000 per occurrence deductible with outside excess property insurance coverage to $300 million. OCSD is self-insured for virtually all property damage from the peril of earthquake. The self-insurance portion of the boiler & machinery exposure is the deductible ranging from $25,000 to $350,000 under the outside excess boiler & machinery insurance coverage to $100 million per occurrence combined limit. The self-insurance portion of the general liability exposure is the $250,000 per occurrence deductible ($500,000 for employment practices liability) under the outside excess liability coverage to $30 million per occurrence and aggregate. The self-insurance portion of the pollution liability exposure is the $100,000 per loss deductible under the outside pollution liability insurance coverage to $10 million. There are no significant changes in insurance coverage during the fiscal year ended June 30, 2013. During the past three fiscal years there have been no settlements in excess of covered amounts. Claims against OCSD are processed by outside insurance administrators. These claims are charged to claims expense based on amounts which will ultimately be paid. Claims incurred but not yet reported have been considered in determining the accrual for loss contingencies. OCSD management believes that there are no unrecorded claims as of June 30, 2013 that would materially affect the financial position of OCSD. Deferred Compensation Plan OCSD offers its employees a deferred compensation plan established in accordance with Internal Revenue Code Section 457. The plan permits all employees of OCSD to defer a portion of their salary until future years. The amount deferred is not available to employees until termination, retirement, death or for unforeseeable emergency. The assets of the plan are held in trust for the exclusive benefit of the participants and their beneficiaries. Since the plan assets are administered by an outside party and are not subject to the claims of OCSD's general creditors, in accordance with GASB Statement 32, the plan's assets and liabilities are not included within OCSD's financial statements. Accounting Changes The accompanying financial statements reflect the implementation of GASS Statements Nos. 63 and 65. Significant impacts of GASB Statement No. 63 include changing the title of the statement of net assets to the statement of net position and reformatting the statement of net position to add separate sections for deferred inflows of resources and deferred outflows of resources. Significant impacts of GASB Statement No. 65 include reclassifying as deferred inflows of resources and deferred outflows of resources certain balances that were previously reported as assets and liabilities. GASB Statement No. 65 also required that debt issuance costs (other than prepaid debt insurance) be reported as expense when incurred. The retroactive effect of implementing this change in reporting debt issuance costs resulted in a restatement of the beginning net position as described further in note 10. The effect on the previously issued financial statement as of June 30, 2011 resulted in an adjustment to ending net position from $1,510,486,121 to$1,501,548,924. 17 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 (2) Cash and Investments Cash and investments as of June 30, 2013 are classified within the accompanying Statement of Net Position as follows: Statement of Net Position: Current, Unrestricted: Cash and cash equivalents $208,278,072 Investments 339,152,573 Subtotal -current, unrestricted 547,430,645 Restricted: Cash and cash equivalents 36,118,018 Investments 16,940.965 Subtotal -restricted 53,058,983 Total cash and cash equivalents and investments $600,489,628 Cash and investments consist of the following as of June 30, 2013: Cash on hand $ 3,000 Deposits with financial institutions 6,049,686 Managed portfolio-cash and investments 541,377,959 Subtotal -unrestricted cash and investments 547,430,645 Monies held by trustees: Cash and cash equivalents $ 36,118,018 Investment contracts 16,940,965 Subtotal - monies held by trustees 53,058,983 Grand total cash and investments $600,489,628 Investments Authorized by the California Government Code and OCSD's Investment Policv The following table identifies the investment types that are authorized by the California Government Code and OCSD's investment policy. This table, and the subsequent tables on pages 19-22 also identifies certain provisions of either the California Government Code or OCSD's investment policy (whichever is more restrictive) that address interest rate risk, credit risk, and concentration of credit risk. 18 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 Authorized Maximum by OCSD's Maximum Investment Investment Type-Authorized by the Investment Maximum Percentage in a Single California Government Code Policy? Maturity (1)(3) of Portfolio(1) Issuer 1 Local Agency Bonds Yes 5 years No limit No limit U.S. Treasury Obligations Yes 5 years No limit No limit California State Treasury Obligations Yes 5 years No limit No limit U.S. Agency Securities Yes 5 years No limit No limit Banker's Acceptances Yes 180 days 40% 30% Commercial Paper Yes 270 days/31 days 15% / 25% 10% Negotiable Certificates of Deposit Yes 5 years 30% No limit Repurchase Agreements Yes 1 year No limit No limit Reverse Repurchase Agreements Yes 90 days (2) No limit No limit Corporate Medium-Tenn Notes Yes 5 years No limit No limit Mutual Funds Yes N/A No limit 10% Money Market Mutual Funds Yes N/A 15% (2) No limit Mortgage Pass-Through Securities/CMO Yes 5 years 20% No limit County Investment Pools Yes N/A No limit No limit Local Agency Investment Fund (LAIF) Yes N/A No limit No limit Not,, (1) Restrictions are in acmrdancs with the California Government Code unless indicated otherwise. (2) The restriction is in accordance with OCfiD's Investment Policy which is more restrictive than the California Government Code. (3) As allowed by Call(omia Government Code section 53601.the Board of Directors has adopted a policy of no maximum maturity for investments purchased by OCSD's external money manager for the long-teem investment portfolio. However,the duration of the long-term investment portfolio can never exceed 60 months. Investments purchased for the short-term portfolio are subject to the maturity restrictions noted in this table. Investments Authorized by Debt Agreements The investment of debt proceeds held by trustees is governed by provisions of the debt covenant agreements, rather than the general provisions of the California Government Code or OCSD's investment policy. The following table identifies the investment types that are authorized for investments held by OCSD's debt trustees. This table, and the subsequent tables on pages 20-23 also identifies certain provisions of the debt covenant agreements that address interest rate risk, credit risk, and concentration of credit risk. 19 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 Maximum Maximum Investment Type -Authorized by the Maximum Percentage Investment in a Debt Covenant Agreement Maturity of Portfolio Single Issuer State and Local Agency Bonds 5 years No limit No limit U.S. Treasury Obligations 5 years No limit No limit U.S. Agency Securities 5 years No limit No limit Banker's Acceptances 180 days 40% 10% Commercial Paper 270 days 131 days 15% / 30% 10% Negotiable Certificates of Deposit 5 years 30% 10% Repurchase Agreements 1 year No limit No limit Corporate Medium-Tenn Notes 5 years 30% No limit Mutual Funds N/A 20% 10% Money Market Mutual Funds N/A 20% No limit Local Agency Investment Fund (LAIF) N/A No limit No limit Guaranteed Investment Contracts N/A No limit No limit Disclosures Relating to Interest Rate Risk Interest rate risk is the risk that changes in market interest rates will adversely affect the fair value of an investment. Generally, the longer an investment has before maturity, the greater the sensitivity of its fair value to changes in market interest rates. One of the ways that OCSD manages its exposure to interest rate risk is by purchasing a combination of shorter term and longer term investments and by timing cash flows from maturities so that a portion of the portfolio is maturing or coming close to maturity evenly over time, as necessary to provide the cash flow and liquidity needed for operations. OCSD monitors the interest rate risk inherent in its managed portfolio by measuring the modified duration of its portfolio. The duration of monies held for shorter term purposes is recommended by OCSD's Treasurer and is based on OCSD's cash flow requirements in meeting current operating and capital needs. The average duration of monies invested for shorter term purposes may never exceed 180 days. The duration of monies held for longer term purposes is recommended annually by OCSD's Treasurer and is based on OCSD's five-year cash flow forecast. The average duration may not exceed 120 percent nor be less than 80 percent of the recommended duration. The average duration of monies invested for longer term purposes may never exceed 60 months. There is no stated maximum maturity for the Money Market Mutual Funds. The money market mutual funds for Blackrock Institutional Fund and the US Bank Money Market Fund are daily liquid funds available on demand. Following is a table which summarizes OCSD's managed portfolio investments by purpose with the modified duration as of June 30, 2013. 20 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 Modified Modified Duration Duration Investment Type Fair Value in ears in months Short-Term Portfolio: U.S. Treasury Bills $ 36,537,817 0.230 2.76 U.S. Agency Securities 16,790,972 0.260 3.12 U.S. Treasury Notes 16,105,676 0.510 6.12 Repurchase Agreements 900,000 0.010 0.12 Local Agency Investment Fund (LAIF) 27,156,672 0.760 9.26 Money Market Mutual Funds 612,616 0.070 0.84 Short-term portfolio subtotal $ 98,103,753 0.430 5.16 Long-Term Portfolio: U.S. Treasury Bills $ 91,872,291 0.180 2.16 U.S. Treasury Notes 178,738,469 3.432 41.18 U.S. Treasury Inflation-Protected Securities (TIPS) 26,086,223 12.460 149.52 U.S. Agency Securities 70,489,383 0.400 4.80 U.S. GoA. Backed Mortgage Pools 414,131 3.640 43.68 Taxable Municipal Bonds 19,128,800 9.220 110.64 Tax-Exempt Municipal Bonds 570,525 13.270 159.24 Corporate Medium-Term Notes 38,350,969 3.230 38.76 Repurchase Agreements 8,800,000 0.010 0.12 Money Market Mutual Funds 601,502 0.080 0.96 Mortgage Pass-Through Securities1CM0 8,221,913 3.440 41.28 Long-term portfolio subtotal $443,274,206 2.980 35.76 Total Portfolio $541,377,959 OCSD monitors the interest rate risk inherent in its other investments using specific identification of the investments. Following is a table of these investments all held by trustees, as of June 30,2013. Fair Value Maturities Cash equivalents held by fiscal agents: Money Market Mutual Funds: Blackrock Institutional Funds $ 32,271 56 days US Bank Cash 23 NIA US Bank Commercial Paper 31,632 WA US Bank Money Markel Fund 75,039 NIA Local Agency Investment Fund (LAIF) 35,979,053 278 day average Investments held by fiscal agents: Guaranteed Investment Agreements: FSA Capital Management Services LLC-2007A COP 9,518,000 January 29, 2030 Bayerische Landesbank Girozentrale-2009A COP 7,422,965 August 1, 2016 Fair Value of Investments Held by Fiscal Agents $ 53,058,983 21 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 Investments with Fair Values Hiahly Sensitive to Interest Rate Fluctuations OCSD's investments (including investments held by trustees) include the following investments that are highly sensitive to interest rate fluctuations (to a greater degree than already indicated in the information provided above): Mortgage-backed securities: These securities are subject to early payment in a period of declining interest rates. The resulting reduction in expected total cash flows affects the fair value of these securities, making them highly sensitive to change in interest rates. At fiscal year end, the fair value of investments in mortgage-backed securities totaled $8,432,892 including $4,765,783 of mortgage pass-through securities and $3,667,109 of U.S. agency securities. Disclosures Relatina to Credit Risk Generally, credit risk is the risk that an issuer of an investment will not fulfill its obligation to the holder of the investment. This is measured by the assignment of a rating by a nationally recognized statistical rating organization. The following table presents the minimum rating as required by the California Government Code, OCSD's investment policy, or debt agreements, and the actual rating as of year-end for each investment type: 22 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 Investment Type and the Low est Rating Reported at Year End Fair Value Investments w ith no legal Minimum rating&no required disclosure: U.S.Treasury Obligations $ 349,340,476 U.S.Agency Securities-GNMA 414,131 Subtotal $ 349,754,607 Investments with no legal Minimum rating: U.S.Agency Securities(other than GNMA): Rating of AA-(Standard&Poor's) 87,662,294 Not rated at fiscal year end (281,939) Minicipal Bonds: Rating of Aaa(Moody's) 1,358,868 Rating of Aal (Moody's) 1,482,362 Rating of Aa2(Moody's) 1.508,312 Rating of Aaa(Moody's) 6.065,251 Rating of AA-(Standard&Poor's) 440,504 Rating of Al (Moody's) 1,570,231 Rating of A2(bbody's) 361,752 Rating of A3(Moody's) 4.965,060 Rating of A-(Fitch) 1,946,985 Repurchase Agreements: Not rated at fiscal year end 9,700,000 Local Agency Investment Fund(LAIF): Not rated at fiscal year end 63.135,725 Investments w ith fiscal agents-Guaranteed investment Contracts: Not rated at fiscal year end 16,940,965 Subtotal 196,756,370 Investments w ith a legal Minimum rating(or its equivalent)of A: Corporate klediumTerm Notes: Rating of A(Fitch) 6,444,107 Rating of A2(Moody's) 5,642,996 Rating of A3(hbody's)` 7.080,056 Rating of Baal (Moody's)' 1.780,522 Rating of BBB+(Filch)' 3,488,932 Rating of Baal(Moody's)' 8,698,869 Rating of BBB(Fitch)' 2,443,010 Rating of Baal(Moody's)" 1,402,961 Not rated at fiscal year end 1,369,516 Conmercial Paper: Rating of P-1 (Moody's) 31,655 Money Markel Mitual Funds: Rating of Aaa(Moody's) 1.087,615 Rating of P-1 (Moody's) 80,910 Not rated at fiscal year end 45,593 Invested w ith fiscal agents: Rating of Aaa-mf(Mbody's) 32,271 Rating of R1 (kbody's) 75,039 Subtotal 39,704,052 Investments w ith a legal Mnimom rating(or its equivalent)of AA: Mortgage Pass-Through Securities/CMG: Rating of Aaa(Moody's) 243,707 Rating of AA+(Standard&Poor's) 7,412,034 Rating of BBB(Fitch)' 120,205 Rating of BB(Fitch)' 445,967 Subtotal 8,221,913 Total $ 594,436,942 'Investment w as In compliance w ith legal requirements at Me time it w as purchased. 23 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 Concentration of Credit Risk Limitations on the amount that OCSD is allowed to invest in any one issuer have been identified previously in the section "Investments Authorized by the California Government Code and OCSD's Investment Policy" and in the section "Investments Authorized by Debt Covenant Agreements" OCSD follows whichever guideline is the most restrictive. Custodial Credit Risk Custodial credit risk for deposits is the risk that in the event of the failure of a depository financial institution, a government will not be able to recover its deposits or will not be able to recover collateral securities that are in the possession of an outside party. The California Government Code and OCSD's investment policy contain legal requirements that limit the exposure to custodial credit risk for deposits as follows: a financial institution must secure deposits made by state or local governmental units by pledging securities in an undivided collateral pool held by a depository regulated under state law (unless so waived by the governmental unit). The market value of the pledged securities in the collateral pool must equal at least 110% of the total amount deposited by the public agencies. California law also allows financial institutions to secure deposits by pledging first trust deed mortgage notes having a value of 150% of the secured public deposits. Custodial credit risk for investments is the risk that in the event of the failure of the counterparty (e.g., broker-dealer) to a transaction, a government will not be able to recover the value of its investment or collateral securities that are in the possession of another party. The California Government Code and OCSD's investment policy do not contain legal or policy requirements that would limit the exposure to custodial credit risk for investments. As of June 30, 2013, in accordance with OCSD's investment policy, none of OCSD's investments were held with a counterparty. All of OCSD's investments were held with an independent third party custodian bank registered in the name of the District. OCSD uses Bank of New York (BNY) Mellon as a third party custody and safekeeping service for its investment securities. Investment in State Investment Pool OCSD is a voluntary participant in the Local Agency Investment Fund (LAIF) that is regulated by California Government Code Section 16429 under the oversight of the Treasurer of the State of California. The fair value of OCSD's investment in this pool is reported in the accompanying financial statements at amounts based upon OCSD's pro-rats share of the fair value provided by LAIF for the entire LAIF portfolio (in relation to the amortized cost of that portfolio). The balance available for withdrawal is based on the accounting records maintained by LAIF, which are recorded on an amortized cost basis. Included in LAIF's investment portfolio are mortgage-backed securities, other asset-backed securities, loans to certain state funds, securities with interest rates that vary according to changes in rates greater than a one-for-one basis, and structured notes. The amounts invested in LAIF are recorded as rash and cash equivalents at June 30, 2013. 24 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 (3) Capital Assets Capital asset activity for the year ended June 30,2013 is as follows: Balance at Balance at June 30,2012 Additions Deletions June 30,2013 Capital assets not depreciated: Cost Land $ 15,959,559 $ - $ - $ 15,959,559 Construction in progress 1,271,217,317 97,589,532 (171,029,526) 1,197,777,323 Total nondepreciable assets 1,287,176,876 97,589,532 (171,029,526) 1,213,736,882 Depreciable capital assets: Cost Sewage collection facilities 604,574,936 30,229,828 (256,629) 634,548,135 Sewage treatment facilities 1,198,682,634 116,537,480 - 1,315,220,114 Effluent disposal facilities 97,014,820 - - 97,014,820 Solids disposal facilities 3,463,236 - - 3,463,236 General and administrative facilities 211,535,601 8,549,941 (284,302) 219,801,240 Excess purchase price over book value on acquired assets 19,979,000 19,979,000 Subtotal 2,135,250,227 155,317,249 (540,931) 2,290,026,545 Accumulated depreciation: Sewage collection facilities (267,013,496) (16,034,892) 231,070 (282,817,318) Sewage treatment facilities (537,954,196) (38,372,708) - (576,326,904) Effluent disposal facilities (54,524,921) (1,588,010) - (56,112,931) Solids disposal facilities (3,117,378) (9,719) - (3,127,097) General and administrative facilities (128,447,575) (7,243,810) 284,302 (135,407,083) Excess purchase price over book value on acquired assets (17,100,434) (657,709) 17,758,143 Subtotal (1,008,158,000) (63,906,848) 515,372 1,071,549,476 Net depreciable assets 1,127,092,227 91,410,401 (25,559) 1,218,477,069 Net capital assets $2,414,269,103 $188,999,933 $(171,055.085) $2,432,213,951 Capital asset additions for the fiscal year ended June 30, 2013 are $15.7 million less than the amount deleted from Construction in Progress primarily due to $8.9 million of accumulated costs for canceled projects and $5.1 million for feasibility studies that were removed from Construction in Progress and recorded as expense in accordance with generally accepted accounting principles. 25 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 (4) Lono-Term Liabilities The following is a summary of the changes in long-term liabilities for the year ended June 30,2013: Certificates of Participation/ Arbitrage Conpensated pains and Revenue Obligations Net Pension Net OP® Payable Absences Judgrrents and Notes Obligation Obligation Totals Balance,July 1 $407,272 $7,599,881 $1,446,941 $1,335,965,000 $8,082,368 $ 785,207 $1,354,286,669 Additions 181,144 6,543.632 298.026 198,095,000 969,200 888,217 206.975,219 Deletions (458,429) (6,678,447) (166,931) (259,070,000) (421,650) (1,089,516) (267,884,973) Balance,June 30 129,987 7,465.066 1,578,036 1.274,990,000 8,629,918 583,908 1.293,376,915 Due within one year - (6,809,017) (416.720) (171.290,000) - - (178.515,737) Unam Oized (discount)/prenium - - - 50,938,512 - - 50,938,512 Long-lermamount $129,987 $ 656,049 $1,161,316 $1,154,638,512 $8,629,918 $ 583,908 $1,165,799.690 Arbitrage Payable The Tax Reform Act of 1986 (the Act) requires OCSD to calculate and remit rebatable arbitrage earnings to the Internal Revenue Service. Certain of OCSD's debt and interest earnings on the proceeds thereof are subject to the requirements of the Act. OCSD's liability at June 30, 2013 is $129,987. Compensated Absences OCSD's policies related to compensated absences are described in Note 1. OCSD's liability at June 30, 2013 is$7,465,066 with an estimated $6,809,017 to be paid or used within the next fiscal year. Claims and Judgments Payable OCSD is self-insured in a number of areas as described in Note 1. The following is a summary of the change in claims and judgments payable for the years ended June 30, 2013 and 2012: 2012-13 2011-12 Claims and judgments payable at July 1 $1,446,941 $2,143,318 Claims incurred during the fiscal year 298,026 (297,894) Payments on claims during the fiscal year (166,931) 398,483 Claims and judgments payable at June 30 1,578,036 1,446,941 Less: current portion (416,720) 491,870 Total long-teml claims and judgments payable $1,161,316 $ 955,071 Certificates of Participation/ Revenue Obligations and Notes OCSD issues certificates of participation, revenue obligations and notes in order to finance construction of the treatment facilities. Each issuance represents a direct and proportionate interest in the semi-annual interest payments. Installment payments for the issues are payable from any source of lawfully available funds of OCSD. Certificates of participation, revenue obligations, and notes at June 30, 2013 are summarized as follows: 26 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 Amount 2007A refunding certificates of participation $ 92,620,000 2007E certificates of participation 273,400,000 2008A refunding certificates of participation 19,195,000 2008B refunding certificates of participation 26,075,000 2009A certificates of participation 187,765,000 2010A wastewater revenue obligations 80,000,000 2010C wastewater revenue obligations 157,000,000 2011A wastewater refunding revenue obligations 140,195,000 2012A wastewater refunding revenue obligations 100,645,000 2012E wastewater refunding revenue obligations 66,395,000 2012C revenue refunding certificate anticipation notes 131,700,000 Total certificates of participation, revenue obligations and notes $ 1,274,990,000 Outstanding Certificates of Participation/Revenue Obligations and Notes All of the outstanding debt of OCSD is senior lien debt with rate covenants that require a minimum coverage ratio of 1.25. The minimum coverage ratio is the ratio of net annual revenues available for debt service requirements to total annual debt service requirements. As of June 30, 2013, the coverage ratio for senior lien debt was 3.01. August 2000 Refunding Certificates of Participation. Series 2000 On August 31, 2000, OCSD completed the sale of $218,600,000 of refunding certificates of participation. The certificates were issued to refund the remaining outstanding principal balance of the 1990-92 Series A, B, and C certificates of participation and to reimburse OCSD for improvements made to the wastewater system. On October 3, 2011, $89,800,000 of the outstanding principal balance of the 2000 series A and B certificates was advance-refunded with the proceeds of the October 3, 2011 wastewater refunding revenue obligations series 2011A (see below) in a transaction accounted for as an in-substance defeasance. All of the $89.8 million is held in an escrow account that is not reflected on OCSD's financial statements because it has been legally defeased. At June 30, 2013, this $89,800,000 represents the amount still outstanding on certificates of participation considered defeased. On August 16, 2012, $91,900,000 of the outstanding principal balance of the 2000 series A and B certificates was advance-refunded with the proceeds of the August 16, 2012 wastewater refunding revenue obligations series 2012B (see below) in a transaction accounted for as an in-substance defeasance. All of the $91.9 million is held in an escrow account that is not reflected on OCSD's financial statements because it has been legally defeased. At June 30, 2013, this $91,900,000 represents the amount still outstanding on certificates of participation considered defeased. May 2007 Refunding Certificates of Participation. Series 2007A On May 22, 2007, OCSD completed the sale of $95,180,000 of refunding certificates of participation. The certificates were issued to refund $88,500,000 of the outstanding principal balance of the 2003 Series certificates of participation. The interest rate on the refunding certificates is fixed and ranges from 4.00 percent to 4.5 percent. Annual principal payments are due on February 1, beginning February 1, 2008. 27 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 The trust agreement for the certificates requires the establishment of a reserve which was funded from certificate proceeds. The June 30, 2013 reserve of $9,518,000 is held by Union Bank,the trustee, and meets the reserve requirement. December 2007 Certificates of Participation. Series 2007B On December 20, 2007, OCSD completed the sale of $300,000,000 of certificates of participation. The certificates were issued to finance and to reimburse OCSD for the acquisition, construction, and installation of additional improvements made to the wastewater system. The interest rate on the refunding certificates is fixed and ranges from 4.00 percent to 5.25 percent. Annual principal payments are due on February 1, beginning February 1, 2008. The trust agreement for the certificates requires the establishment of a reserve which was funded from certificate proceeds. The June 30, 2013 reserve of$19,845,935 is held by Union Bank,the trustee, and meets the reserve requirement. May 2008 Refunding Certificates of Participation. Series 2008A On May 29, 2008, OCSD completed the sale of $77,165,000 of refunding certificates of participation. The certificates were issued to refund the $85,505,000 outstanding principal balance of the 1992 Series certificates of participation. The interest rate on the refunding certificates is fixed and ranges from 2.95 percent to 4.0 percent. Annual principal payments are due on February 1, beginning February 1, 2009. The trust agreement for the certificates requires the establishment of a reserve which was funded from certificate proceeds. The June 30, 2013 reserve of $7,728,142 is held by US Bank,the trustee, and meets the reserve requirement. September 2008 Refunding Certificates of Participation. Series 2008B On September 11, 2008, OCSD completed the sale of$27,800,000 of refunding certificates of participation. The certificates were issued to refund the $26,900,000 outstanding principal balance of the 1993 Series certificates of participation. The interest rate on the refunding certificates is fixed and ranges from 2.80 percent to 3.0 percent. Annual principal payments are due on August 1, beginning August 1,2009. The trust agreement for the certificates requires the establishment of a reserve which was funded from certificate proceeds. The June 30, 2013 reserve of $2,784,195 is held by US Bank,the trustee, and meets the reserve requirement. May 2009 Certificates of Participation. Series 2009A On May 7, 2009, OCSD completed the sale of $200,000,000 of certificates of participation. The certificates were issued to finance and to reimburse OCSD for the acquisition, construction, and installation of additional improvements made to the wastewater system. The interest rate on the certificates is fixed and ranges from 3.00 percent to 5.00 percent. Annual principal payments are due on February 1, beginning February 1, 2010. The trust agreement for the certificates requires the establishment of a reserve which was funded from certificate proceeds. The June 30, 2013 reserve of $13,134,823 is held by US Bank,the trustee, and meets the reserve requirement. 28 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 May 2010 Wastewater Revenue Obligations. Series 2010A On May 18, 2010, OCSD completed the sale of $80,000,000 of wastewater revenue obligations under the federally taxable Build America Bonds program. The obligations were issued to finance and to reimburse OCSD for the acquisition, construction, and installation of additional improvements made to the wastewater system. The stated interest rate on the obligations is fixed and ranges from 5.56 percent to 5.58 percent, however, in accordance with their designation as Build America Bonds, OCSD expects to receive a cash subsidy from the United States Treasury equal to 35 percent of the interest payable with respect to these revenue obligations. Thus, the net interest rate on the obligations is fixed and ranges from 3.614 percent to 3.627 percent. Annual principal payments are due on February 1, beginning February 1, 2034. The trust agreement for the revenue obligations does not require the establishment of a reserve. December 2010 Wastewater Revenue Obligations. Series 2010C On December 8, 2010, OCSD completed the sale of $157,000,000 of wastewater revenue obligations under the federally taxable Build America Bonds program. The obligations were issued to finance and to reimburse OCSD for the acquisition, construction, and installation of additional improvements made to the wastewater system. The stated interest rate on the obligations is fixed and ranges from 6.35 percent to 6.40 percent, however, in accordance with their designation as Build America Bonds, OCSD expects to receive a cash subsidy from the United States Treasury equal to 35 percent of the interest payable with respect to these revenue obligations. Thus, the net interest rate on the obligations is fixed and ranges from 4.1275 percent to 4.16 percent. Annual principal payments are due on February 1, beginning February 1, 2031. The trust agreement for the revenue obligations does not require the establishment of a reserve. October 2011 Wastewater Refunding Revenue Obligations, Series 2011A On October 3, 2011, OCSD completed the sale of $147,595,000 of wastewater refunding revenue obligations. The obligations were issued to refund $89,800,000 of the outstanding principal balance of 2000 Series A and B refunding certificates of participation, and $83,320,000 of the outstanding principal balance of 2003 certificates of participation. The stated interest rate on the obligations is fixed and ranges from 3 percent to 5 percent. Annual principal payments are due on August 1 and February 1, beginning August 1, 2012. The trust agreement for the revenue obligations does not require the establishment of a reserve. March 2012 Wastewater Refunding Revenue Obligations, Series 2012A On March 22, 2012, OCSD completed the sale of $100,645,000 of wastewater refunding revenue obligations. The obligations were issued to refund the $108,180,000 outstanding principal balance of the 2003 certificates of participation. The stated interest rate on the obligations is fixed and ranges from 3 percent to 4 percent. Annual principal payments are due on February 1, beginning February 1, 2031. The trust agreement for the certificates does not require the establishment of a reserve. 29 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 Auaust 2012 Wastewater Refundina Revenue Obligations, Series 2012B On August 16, 2012, OCSD completed the sale of $66,395,000 of wastewater refunding revenue obligations. The obligations were issued to refund the remaining $91,900,000 outstanding principal balance of the Series 2000A and 2000E refunding certificates of participation. The stated interest rate on the obligations is fixed and ranges from 3 to 5 percent. Annual principal payments are due on February 1, beginning February 1,2019. The aggregate difference in debt service between the refunding debt and the refunded debt is a positive amount of approximately $1.3 million. The total future payments for the new debt provide a net present value gain of approximately $1.4 million to refund the old debt in payments. The trust agreement for the certificates does not require the establishment of a reserve. October 2012 Revenue Refunding Certificate Anticipation Notes, Series 2012C On October 30, 2012, OCSD completed the sale of $131,700,000 of revenue refunding certificate anticipation notes. The notes were issued to refund the $143,205,000 outstanding principal balance of the 2011 Series B revenue refunding certificate anticipation notes. The interest rate on the notes is fixed at 2.0 percent. The notes will mature on October 30, 2013. OCSD expects the principal and interest on the notes to be paid from proceeds of the sale, prior to the maturity date, of a future series of certificates of participation, notes or other obligations. The aggregate difference in debt service between the refunding debt and the refunded debt is a negative amount of approximately $31,000. The total future payments for the new debt provide a net present value loss of approximately $274,000 to refund the old debt in payments. The trust agreement for the certificates does not require the establishment of a reserve. Annual Amortization Requirements The annual requirements to amortize all debt related to certificates of participation, revenue obligations, and anticipation notes as of June 30, 2013, including the Revenue Refunding Certificate Anticipation Notes, Series 2012C that currently matures in October 2013,are as follows: There is no future revenue pledged to make the debt service payments. Year Ending June 30, Principal Estimated Interest Total 2014 $ 171,290,000 $ 52,856,296 $ 224,146,296 2015 27,875,000 48,998,310 76,873,310 2016 29,405,000 47,833,915 77,238,915 2017 35,575,000 46,463,482 82,038,482 2018 33,170,000 44,865,681 78,035,681 2019-2023 164,725,000 201,988,082 366,713,082 2024-2028 181,515,000 161,657,089 343,172,089 2029-2033 298,610,000 112,243,731 410,853,731 2034-2038 226,820,000 47,119,421 273,939,421 2039-2043 103,525,000 8,812,095 112,337,095 2044 2,480,000 59,711 2,539,711 Total $ 1,274,990,000 $ 772,897,813 $ 2,047,887,813 30 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 Certificates of Participation Defeasance for Fiduciary Activities In prior years, various certificates of participation were defeased by placing the proceeds of revenue refunding obligations in an escrow account to provide for all future debt service payments on the old debts. Accordingly, the escrow account assets and the related liabilities for these defeased debts are not reflected in the Sanitation District's financial statements. At June 30, 2013, the following represents the amounts still outstanding on debt obligations considered defeased: $280,000,000 August 2003 Certificates of Participation, Series 2003 (5) Net Position The difference between assets and deferred outflows and liabilities and deferred inflows is reported as net position. Net position is classified as restricted, unrestricted, or net investment in capital assets. Net position at June 30,2013 consisted of the following: June 30, 2013 Net investment in capital assets: Capital assets, net of accumulated depreciation $2,432,213,951 Outstanding debt issued to acquire capital assets, net of. unamortized bond discount, deferred amount on refundings, and unspent proceeds (1,251,916,008) Subtotal 1,180,297,943 Unrestricted: All other unrestricted 520,426,972 Total net position $ 1 700 724 915 (6) Pension Benefits OCSD has two pension plans for retirees: a defined benefit pension plan maintained through and by the Orange County Employees' Retirement System (OCERS)and the Additional Retiree Benefit Account(ARBA)administered directly by OCSD. Pension Plan OCSD participates in the Orange County Employee's Retirement System (OCERS), a cost-sharing multiple-employer, defined benefit pension plan which is governed and administered by a nine member Board of Retirement. OCERS was established in 1945 under the provisions of the County Employees Retirement Law of 1937, and provides members with retirement, death, disability, and cost-of-living benefits. OCERS issues a stand-alone comprehensive annual financial report which can be obtained from OCERS at 2223 Wellington Avenue, Santa Ana, California 92701. Benefits: All OCSD employees except for interns and the Board of Directors participate in OCERS. Employees who retire at or after age 50 with five or more years of service are entitled to an annual retirement allowance. The amount of the retirement allowance is based upon the member's age at retirement, the member's"final compensation"as defined in Section 31462 of the Retirement Law of 1937, the total years of service under OCERS, and the Plan under which the employee is covered. OCERS also provides death and disability benefits. 31 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 Eligible employees are covered under one of four plans, depending on their entry date into the plan. Plans G and H provide 2.5% of final average compensation per year of service at age 55; Plan B provides 1.667% per year of service at age 57.5; Plan U provides 2.5% per year of service at age 67. Plan G members' retirement benefit are calculated using the highest single year of compensation, while Plans B and H are based on the average of the highest three consecutive years of compensation. Plan U retirement benefits are based on the highest three consecutive years of compensation, with a cap for each year equal to 120% of the maximum wages subject to Social Security Tax for that calendar year. Contributions: As a condition of participation under the provisions of the County Employees Retirement Law of 1937, members are required to contribute a percentage of their annual compensation to OCERS. Employees covered by Plans B, G, H, and U are required to contribute 5.76% - 11.58%, 8.28% - 14.51%, 7.92% - 14.51%, and 5.50% - 12.25%, respectively, of their annual compensation to OCERS. OCSD is required to make periodic contributions to OCERS in amounts that are estimated to remain a constant percentage of covered employees' compensation such that, when combined with covered employees' contributions, will fully provide for all covered employees' benefits by the time they retire. For the fiscal years ended June 30, 2013, 2012, and 2011, the "Annual Required Contribution" equaled the contributions actually made. Required contributions,which are actuarially determined, are set by OCERS. The following table provides salary and contributions requirements for the two previous fiscal years and the current year. For the Fiscal Year Ending June 30,2011 June 30,2012 June 30 2013 Total payroll costs $62,107,324 $62,603,878 $61,878,748 Payroll costs of employees covered by OCERS 59,787,560 60,419,910 59,832,408 Contribution requirements: Contributed by employees 4,422,908 4,566,386 4,462,869 Contributed bythe Districton behalf of employees 2,078,679 2,089,868 1,923,875 Total employee required contribution 6,501,587 6,656,254 6,386,744 District required contribution 14,370,158 15,767.050 16,363,917 Total contribution $20,871,745 $22,423,304 $22,750,661 Total actual contribution as a percentof the "Annual Required Contribution (ARC)" 100.00% 100.00% 100.00% Employee required contribution as a percent of covered payroll 10.87% 11.02% 10.67% District required contribution as a percent of covered payroll 24.04% 26.10% 27.35% Total contribution as a percent of all participating entities'confributions 3.66% 3.60% 3.90% Additional Retiree Benefit Account(ARBA) The OCSD AREA plan is a single-employer defined benefit plan which was administered by OCERS until February 29, 2008, when OCSD began direct administration. This benefit was established by the OCSD Board of Directors on October 25, 1992. It provides a monthly payment to retirees towards the premium costs of health insurance for the retiree and eligible dependents. The retiree is not required to use this amount for health insurance premium or to remain on the 32 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 OCSD medical plan. The plan is currently paying benefits to 188 retirees. The plan is included in OCSD's financial statements; stand-alone financial statements are not issued for the plan. Benefits: Employees who retire receive$10 per month for every year of service up to a maximum of 25 years, or $250 per month. This amount is independent of salary and is fixed at retirement. Because the District cannot ensure the use of the benefit for payment of eligible health insurance expenditures, the benefit is taxable to the retiree. Survivor benefits are provided in the event that a retiree pre-deceases his/her spouse. For retirees hired prior to July 1, 1988, OCSD provides health insurance coverage for 2%months per year of service (see Note 7—Other Postemployment Benefits). ARBA benefits begin immediately after this benefit ends. For those hired on or after July 1, 1988, ARBA benefits begin immediately upon retirement and continue for life. Employees hired into the OCEA bargaining group after August 1, 2011 are ineligible for this benefit. Funding: There are no employee contributions for this plan; OCSD covers 100% of the cost. An actuarial evaluation was performed as of July 1, 2011, using the Projected Unit Credit Cost method. This method represents the present value of benefits earned to date assuming that an employee earns benefits ratably over his/her career. An investment rate of return of 5.0% per year and an inflation rate of 2.5% were used; no salary adjustment was used due to the flat dollar nature of the benefit. The unfunded actuarial liability was amortized on a level dollar basis over an open period of 30 years. OCSD utilizes a pay-as-you-go method for funding the plan. Trend Information and Funding Progress: Trend information gives an indication of the progress made in accumulating sufficient assets to pay benefits when due. The District's trend information follows. Annual Pension Cost Annual Pension Percentage of Net Pension Fiscal Year Cost (APC) APC Contributed Obligation 6/30111 842,288 39.0% 7,471,180 6/30112 978,398 37.5% 8,082,368 6/30113 969,200 43.5% 8,629.918 The Schedule of Funding Progress shows the recent history of the actuarial value of assets, actuarial accrued liability, their relationship, and the relationship of the unfunded actuarial accrued liability to payroll. This schedule presents multiyear trend information about whether the actuarial value of plan assets is increasing or decreasing over time relative to the actuarial accrued liability for benefits. Entry Age UAAL as a Actuarial Actuarial Actuarial Percentage Valuation Accrued Value of Unfunded Funded Covered of Covered Date Liability (AAL) Assets AAL (UAAL) Ratio Payroll Payroll 6/30/2005 ' N/A NIA NIA NIA NIA N/A 6/30/2007 7,395,472 - 7,395,472 - 49,788,835 14.9% 6/30/2009 8,904,499 - 8,904,499 - 57.681,058 15.4% 6/30/2011 10,753,718 10,753,718 60,419,910 17.8% 'Actuarial valuation not performed for this year. 33 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 The annual pension cost and net pension obligation for the year ended June 30, 2011, 2012 and 2013 were as follows: For the Fiscal Year Ending June 30, 2011 June 30, 2012 June 30, 2013 Annual required contribution $ 946,999 $ 1,090,849 $ 1,090,849 Interest on net pension obligation 347,849 373,559 404,118 Adjustment to annual required contribution (452,560) (486,010) 525,767 Annual pension cost 842,288 978,398 969,200 Contributions made (328,083) (367,210) 421,650 Increase in net pension obligation 514,205 611,188 547,550 Net pension obligation, beginning of year 6,956,975 7,471,180 8,082,368 Net pension obligation, end of year $ 7,471,180 $ 8,082,368 $ 8,629,918 The net pension obligation is reported in the noncurrent portion of long-term obligations on the Statement of Net Position. (7) Other Postemolovment Benefits OCSD offers medical insurance to active and retired employees, as well as their qualified dependents. This is a single-employer defined benefit plan administered by OCSD. All retirees may choose coverage in an OCSD medical plan, with retirees paying the full premium. However, for employees hired prior to July 1, 1988, medical benefits begin immediately at retirement with OCSD paying 2.5 months of premium for each year of continuous service toward the cost of coverage under OCSD medical plans. At the termination of this period the retiree may elect to continue coverage at his/her own expense. This plan was established and may be modified only by action of the OCSD Board of Directors. The plan is included in the OCSD financial statements; stand-alone financial statements are not issued. As of the date of the latest actuarial valuation (7/1111), there were 593 active employees, 72 retirees paying premiums, and 64 retirees whose premium is fully paid by OCSD. Premiums ranged between $171 and $3,368 per month, depending on the plan and number of dependents covered. Funding Policy: There are no employee contributions to this plan; OCSD covers 100% of the cost. Retirees opting to remain with the plan after employment pay 100% of the premium cost, except for those for whom the District pays for a period (see above). An actuarial evaluation was performed as of July 1, 2011, using the Projected Unit Credit Cost method. This method represents the present value of benefits earned to date, assuming that an employee earns benefits ratably over his/her career. An investment rate of return of 5.0% per year was used. The rate of increase for healthcare premium was set as 7.0% for the 2012-13 fiscal year, and 7.0% for years thereafter. The unfunded actuarial liability was amortized on a level dollar basis over an open period of 30 years. OCSD utilizes a pay-as-you-go method for funding the plan. For fiscal year 2012-13, OCSD contributed $1,089,516 and retirees contributed $506,749 to cover current year expenditures. Annual OPEB Cost and Net OPEB Obligation: The annual OPEB cost is calculated based on the annual required contribution of the employer (ARC), an amount actuarially determined in accordance with the parameters of GASS Statement 45. The ARC represents a level of funding that, if paid on an ongoing basis, is projected to cover normal cost each year and amortize the unfunded actuarial liabilities over 30 years. 34 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 The following OPEB cost and net OPEB obligation was determined for the years ended June 30,2013,2012, and 2011: June 30, 2011 June 30, 2012 June 30, 2013 Annual required contribution $ 819,692 $ 900,035 $ 900,035 Interest on net OPEB obligation 41,579 51,784 39,260 Adjustment to annual required contribution 54,096 67,373 51,078 Annual OPEB cost 807,175 8B4,446 888,217 Contributions made 603,074 1,134,925 1,089,516 Increase(decrease) in net OPEB obligation 204,101 (250,479) (201,299) Net OPEB obligation, beginning ofyear 831,585 1,035,686 785,207 Net OPEB obligation, end of year $ 1,035,686 $ 785,207 $ 583,908 The District's annual OPEB cost contributed and the net OPEB obligation for the years ended 2013, 2012, and 2011 are shown in the following table. Annual OPEB Cost Percentage Annual of OPEB Fiscal OPEB Actual Cost Net OPEB Year Cost Contributions Contributed Obligation 6130/11 807,175 603,074 74.7% 1,035,686 6130112 884,446 1,134,925 128.3% 785,207 6130/13 888,217 1,089,516 122.7% 583,908 The net OPEB obligation is reported in the noncurrent portion of long-term obligations on the Statement of Net Position. Funded Status and Progress: The funding status of the plan as of the most recent actuarial valuation dates are as follows: Unfunded AAL Actuarial as a Actuarial Actuarial Accrued Unfunded Percentage of Valuation Value of Liability AAL Funded Covered Covered Date Assets (AAL) (UAAL) Ratio Payroll Payroll 7/1/2005* N/A N/A N/A N/A N/A N/A 7/1/2007 - 9,949,638 9,949,638 0% 49,788,835 19.98% 7/1/2009 - 8,799,624 8,799,624 0% 57,684,058 15.25% 7/1/2011 10,706,789 10,706,789 0% 60,419,910 17.72% *GASB Statement 45 Accounting and Financial Reporting by Employers for Postemployment Benefits Other Than Pensions was implemented on June 30, 2008 and thus earlier valuations were not done. Actuarial valuations of an ongoing plan involve estimates of the value of reported amounts and assumptions about the probability of occurrence of events far into the future. Examples include assumptions about future employment, mortality, and the healthcare cost trend. Actuarially 35 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 determined amounts are subject to continual revision as actual results are compared with past expectations and new estimates are made about the future. The schedule of funding progress, presented above, compares whether the actuarial values of plan assets are increasing or decreasing over time relative to the actuarial liabilities for benefits. Actuarial methods and assumptions: Projections of benefits for financial reporting purposes are based on the substantive plan (the plan as understood by the employer and plan members) and include the types of benefits provided at the time of each valuation and the historical pattern of sharing the benefit costs between the employer and plan members to that point. The actuarial methods and assumptions used include techniques that are designed to reduce the effects of short-term volatility in actuarial accrued liabilities and the actuarial value of assets, consistent with the long-term perspective of the calculations. The ARC for the current year was determined as part of the 7/1111 actuarial valuation using the Projected Unit Credit cost method. The actuarial assumptions include a 5% investment rate of return (changed from 6% for the 7/1107 valuation), an annual rate of inflation of 2.5%, and an annual healthcare cost trend rate of 7%. The UAAL is being amortized ratably over 30 years. Inflation assumptions are included as part of the healthcare cost trend. No benefit increase is anticipated and the benefit is unaffected by changes in salary. (8) Transactions with Irvine Ranch Water District—Revenue Area No. 14 Formation of Revenue Area No. 14&Excess Purchase Price Over Book Value of Acquired Assets On July 1, 1985, Revenue Area No. 14 was formed as an independent special district as a result of a negotiated agreement between OCSD and Irvine Ranch Water District (IRWD). At the time of Revenue Area 14's creation, OCSD consisted of eight independent special districts (see Note 1 — Reporting Entity). The eight existing districts sold a portion of the joint treatment facilities and land to the newly created district and recorded capacity rights revenue at the time of the sale. In accordance with the negotiated agreement between OCSD and IRWD, IRWD paid OCSD $34,532,000 for an initial 15,000,000 gallons per day capacity in OCSD's joint treatment facilities (with an ultimate collection capacity of 32,000,000 gallons per day) and for a pro-rata interest in real property (based on flow of 32,000,000 gallons per day). The book value of the assets acquired was determined to be $14,553,000 as of June 30, 1986; these assets were recorded at book value in Revenue Area 14. The excess of the purchase price over the assets' book value was $19,979,000 and was recorded as an intangible asset in Revenue Area 14. The excess of the purchase price over the assets' book value is being amortized over the remainder of the useful lives of the original assets acquired. As of June 30, 2013, after recognizing current year amortization of$657,709,the unamortized amount of the excess of purchase price over the assets' book value was$2,220,857. Annual Transactions IRWD entered into a separate agreement with Revenue Area 14 on January 1, 1986 whereby IRWD agreed to fund quarterly payments of Revenue Area 14's proportionate share of OCSD's joint capital outlay revolving fund budget requirements and certain capital improvements during the term of the agreement, which contribution of$2,054,153 was recorded in 2013. IRWD also agreed to fund the annual integration adjustment of Revenue Area 14's equity share in OCSD's Joint Works Treatment Facilities based on the flows discharged to OCSD. As the flows decreased during the year, a return of capital contributions of $26,590,533 to Revenue Area 14 was recognized and reported as contributions to other government in 2013. These capital contributions 36 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 received from or credited to IRWD for their agreed-upon share of capital assets and equity share in OCSD's Joint Works Treatment Facilities are calculated as prescribed in the agreements. In addition, a separate agreement for transfer of IRWD's wastewater solids residuals to OCSD was entered on April 28, 2010. IRWD agreed to pay OCSD a charge for interim solids handling charge which include annual capital and quarterly operating expense components designed to compensate OCSD for IRWD's share of the cost of operating and maintaining the existing facilities for the treatment of solids. As a result, a total of $14,764,044 in solids handling charges was reported as operating revenue in Consolidated Revenue Area in 2013. Any amounts credited to IRWD are not refunded in cash but are held as a credit to satisfy future contributions required of IRWD resulting in a balance due to other governmental agency of $48,700,573 as of June 30, 2013. Annual Cash Reserve Requirement The cash reserve contribution requirement from IRWD at June 30, 2013; in accordance with Amendment No. 2 to the Agreement between IRWD and OCSD Acquiring Ownership Interests, Assigning Rights, and Establishing Obligations; is $8.8 million. This cash reserve requirement is recognized as a liability to IRWD. (9) Commitments. Due From Other Governmental Agency. and Contingencies Relocation of the Santa Ana Regional Interceptor: On June 29, 2010, the District entered into an agreement to lend the Orange County Flood Control District (OCFCD) 60 percent of the amount of the contract awarded to design and construct the relocation of the Santa Ana Regional Interceptor, but not to exceed $72 million. On December 18, 2012, a new agreement was executed that superseded the prior agreement and reduced the District's maximum loan obligation to $59,036,400 based on lower than expected construction costs. OCFCD agrees to repay the loan from any subvention funds received by OCFCD, with the total balance repaid by no later than July 1, 2022. Repayment installments will be made within 30 days equal to 60 percent of any subvention funds received by OCFCD. Interest shall accrue on the unpaid balance from July 1, 2018 at an annual interest rate of two percent until the unpaid balance has been repaid. As of June 30, 2013, $51,336,000 has been loaned to OCFCD, leaving the District with an outstanding obligation to loan an additional amount not to exceed$7,700,400. Litigation: Certain claims involving disputed construction costs have arisen in the ordinary course of business. Additionally, the District is a defendant in lawsuits. Although the outcome of these matters is not presently determinable, management does not expect that the resolution of these matters will have a material adverse impact on the financial condition of the District. 37 ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2013 (10) Restatement-adoption of new accountina standard During the year ended June 30, 2013, OCSD implemented GASB Statement No. 65. The implementation of GASB Statement No. 65 required that debt issuance costs (other than prepaid bond insurance) be reported as expense when incurred. The retroactive effect of implementing this change in reporting debt issuance costs resulted in a restatement of the beginning net position. The following is a summary of the effect of this adjustment: For the Fiscal Year Ended June 30, 2012 Deferred charges -beginning, as previously reported $ 9,934,078 Debt issuance costs adjustment (8,199,316) Defamed charges -beginning, as restated $ 1,734,762 Interest expenses, as previously reported $ 29,438,312 Debt issuance costs amortization (737,881) Interest expenses, as restated $ 28,700,431 Total net position - beginning, as previously reported $1,605,816,933 Debt issuance costs adjustment (8,199,316) Total net position - beginning, as restated $1,597,617,617 (11) Subsequent Events On October 16, 2013, the District issued Revenue Refunding Certificate Anticipation Notes (CANS) Series 2013A, in the amount of $129,625,000. The notes were issued to pay off all of the CANS Series 2012C. The true interest cost on the CANS Series 2013A, maturing on October 16, 2014, is 0.173756%. 38 ORANGE COUNTY SANITATION DISTRICT SUPPLEMENTARY INFORMATION 39 ORANGE COUNTY SANITATION DISTRICT Combining Area Schedule of Net Position June 30,2013 With Comparative Totals for June 30,2012 Revenue Consolidated Totals Area No. 14 Revenue Area 2013 2012(as restated) Current assets: Cash and cash equivalents $ 18,528,852 $ 189.749.220 $ 208,278,072 $ 135,014,420 Investments 30,171,721 308,980,852 339,152,573 378,937,214 Accounts receivable,net of allowance for uncollectibles$19,091 - 9,757,514 9,757,514 9,452,589 Accrued interest receivable - 1.596,362 1,596,362 1,576,247 Connection fees receivable - 1,565,534 1,565,534 647,485 Property tax receivable - 1,363,536 1,363,536 1,542,223 Inventories - 5,689,074 5,689,074 5,596,197 Prepaid expenses - 600,214 600,214 858,826 Prepaid retirement 17,555,710 17,555,710 14,937,778 Total current assets 48,700,573 536,858,016 585,558,589 548,562,979 Noncurrent assets: Restricted: Cash and cash equivalents - 36,118,018 36,118,018 36,541,736 Investments - 16,940,965 16,940,965 26,829,427 Accrued interest receivable - 230,648 230,648 239,070 Unrestricted: Non-depreciable capital assets 19,101,581 1,194,635,301 1,213,736,882 1,287,176,876 Depreciable capital assets, net of accumulated depreciation 28,617,766 1,189,859,303 1,218,477,069 1,127,092,227 Prepaid insurance on outstanding debt payable - 1,658,521 1,658,521 1,734,762 Due from other governmental agency - 51,336,000 51,336,000 30,852,290 Other noncurrent assets,net 10,344 10,344 10,344 Total noncurrent assets 47,719,347 2,490,789,100 2,538,508,447 2,510,476,732 Total assets 96,419,920 3,027,647,116 3,124,067,036 3,059,039,711 Deferred outflow of resources: Deferred charges on refunding debt 20,722,872 20,722,872 24,491,763 Total assets and deferred outflow of resources 96,419,920 3,048,369,988 3,144,789,908 3,083,531,474 Current liabilities: Accounts payable - 11.485,962 11,485,962 12,232,536 Accrued expenses - 8,123,120 8,123,120 7,410,100 Retentions payable - 8.286.811 8,286,811 2,045,987 Interest payable - 23,153,100 23,153,100 21,839,400 Due to other governmental agency 48,700,573 - 48,700,573 47,659,381 Current portion of long-term obligations 178.515,737 178,515,737 185,784,283 Total current liabilities 48,700,573 229,564,730 278,265,303 276,971,687 Noncurrent liabilities: - Noncurrent portion of long-term obligations 1,165,799,690 1,165,799,690 1,208,942,170 Total liabilities 48,700,573 1,395,364,420 1,444,064,993 1,485,913,857 Net position: Net investment in capital assets: Collection system 17,791,272 491,203,553 508,994,825 517,578,982 Treatment and disposal-Land 406,846 4,068,905 4,475,751 4,475,751 Treatment and disposal system 29,521,229 1,889,222,146 1,918,743,375 1,892,214,370 Capital assets related debt (1,251,916,008) (1,251,916,008) (1,288,302,786) Subtotal 47,719,347 1,132,578,596 1,180,297,943 1,125,966,317 Unrestricted 520,426,972 520,426,972 471,651,300 Total net position $47,719.347 $1,653,005,568 $1,700,724,915 $1,597,617,617 40 ORANGE COUNTY SANITATION DISTRICT Combining Area Schedule of Revenues, Expenses,and Changes in Net Position For the Year Ended June 30,2013 With Comparative Totals for June 30,2012 Revenue Consolidated Totals Area No. 14 Revenue Area 2013 2012(as restated) Operating revenues: Service charges $ 8,772,327 $ 294,627,202 $ 303,399,529 $ 259,490,532 Permit and inspection fees 8,106 1,168,000 1,176,106 1,030,329 Total operating revenues 8,780,433 295,795,202 304,575,635 260,520,861 Operating expenses other than depreciation and amortization: Salaries and benefits 1,035,499 75,843,052 76,878,551 75,641,767 Utilities 125,837 6,277,176 6,403,013 7,405,843 Supplies,repairs and maintenance 716,679 23,377,248 24,093,927 24,254,601 Contractual services 7,399,831 19,391,264 26,791,095 26,698,372 Direclors'fees 16,163 128,550 144,713 145,562 Meetings and training 10,312 709,209 719,521 742,765 Feasibility studies 105,596 10,540,504 10,646,100 34,198,026 Other 50,804 4,089,529 4,140,333 3,232,535 Total operating expenses other than depreciation and amortization 9,460,721 140,356,532 149,817,253 172,319,471 Operating income(loss)before depreciation and amortization (680,288) 155,438,670 154,758,382 88,201,390 Depreciation and amortization 2,567,791 61,339,057 63,906,848 56,051,029 Operating income(loss) (3,248,079) 94,099,613 90,851,534 32,150,361 Non-operating revenues: Property taxes 1,977,025 77,262,472 79,239,497 67,882,072 Investment and interest income (355,267) (3,557,658) (3,912,925) 15,747,493 Contributions from other government 2,054,154 - 2,054,154 7,722,571 Other 13,161 1,714,159 1,727,320 763,161 Total nonopereting revenues 3,689,073 75,418,973 79,108,046 92,115,297 Non-operating expenses: Interest - 42,314,928 42,314,928 28,700,431 Contributions to other government 26,590,533 - 26,590,533 4,615,468 Other 698 53,851 54,549 58,701 Loss on disposal of assets 208,392 10,481,363 10,689,755 3,758,398 Total non-operating expenses 26,799,623 52,850,142 79,649,765 37,132,998 Income(loss)before transfer and capital contributions (26,358,629) 116,668,444 90,309,815 87,132,660 Capital Contributions: Capital facilities capacity charges - 12,797,483 12,797,483 8,936,033 Change in net position (26,358,629) 129,465,927 103,107,298 96,068,693 Total net position-beginning,as restated 74,077,976 1,523,539,641 1,597,617,617 1,501,548,924 Total net position-ending $ 47,719,347 $1.653,005,568 $1,700,724,915 $1,597,617,617 41 ORANGE COUNTY SANITATION DISTRICT Combining Area Schedule of Cash Flows For the Year Ended June 30,2013 With Comparative Totals for June 30,2012 Revenue Consolidated Totals Area No.14 Revenue Area Eliminations 2013 2012(as restated) Cash Bows from operating activities: Receipts from customere and users $ 9.821,625 $ 295.478,880 $ - $ 305,300,505 $ 251.972,581 Payments to employees (1,051,662) (76,645,606) - (77,697,268) (73,257,661) Payments to suppliers (8,362,571) (60,024,930) (68,38],501) (72,465,597) Net cash provided by operations 407,392 15$808,344 159,215,736 106,249,323 Cash Bows from noncapital financing actvites: Proceeds from properly taxes 1.977,025 77,441,158 - 79.418.183 67,748,326 Proceeds from various resources 14,633 1,660,309 1,674,942 729,471 Net cash provided by noncapital financing activities 1,991,658 79.101,467 81,093,125 68.477.797 Cash Bows from capital and related financing activities: Capital facilities capacity charges - 11,879,435 - 11,879,435 8,674,313 Additions to properly,plant and equipment 23.533789 (87.370.048) (45.517.583) (109.353.843) (73,861,468) Disposal of property,plant,and equipment - (20.981,203) 20,1 -Interest paid - (51,970,472) - (51,970,472) (51,661,572) Principal payments on debt obligation - (259,070,000) - (259,070,000) (462,635,000) Proceeds from debt issuances - 216,506.206 - 216,506,206 401,099,196 Debt issuance costs - (838,884) - (838,884) (824.812) Contribution to other government (24,536,380) 24,536,380 Net cash used in capital and related finanang activities (1,002,591) (191,844,961) (19$84],558) (179,209,343) Cash Bows from Investing aclivitles: Proceeds from the sale of investments 804,410,561 8,127,795,657 - 8,932,206,118 8,625,518,492 Purchases of investments (800,727,451) (8,01 - (8,896.971,673) (8,710,267,505) SARI project(advanceypsyments - (20.483710) - (20483710) 5.147,710 Interest received 929,226 9,698,670 10,627,896 ],646,48] Net cash provided by(used in)investng activities 4,612,336 20766,295 25,378,631 (71.954,816) Net increase(decrease)in cash and cash equivalents 6,008,795 66,831,139 - 72,839,934 (76,437,039) Cash and cash equivalents,beginning of year 12,520,057 159,036,099 171,556,156 247,993,195 Cash and cash equivalents,and of year $ 18,528,852 $ 225,867,238 $ $ 244,396,090 $ 171,556,156 Reconciliation 0f operating income(loss)t0 net cash provided by operating waviness: Operating income(loss) $ (3,248,079) $ 94,099,613 $ - $ 90,851,534 $ 32,150,361 Adjustments to reconcile operating income(loss) to net cash provided by Dperafi0ns: Depreciation and amortiza8on 2,567,791 61,339,057 - 63,901 56,051,029 Bad debt expense(Net recoveries) - 11,398 - 11,398 (29,691) Feasibility studies 46,488 6,011,796 6,058,284 28,979,182 (Increase idecrease in operating assets: Accounts receivable - (316,323) - (316,323) 1 Inventories - (31 - (30,340) 992,447 Prepaid and other assets - (2,359,320) - (2,359,320) (709,697) Incressel(decrease)in operating liabilities: Accounts payable - (746,578) - (746,578) (2,490,064) Accrued expenses - 733,795 - 733,795 499,986 Retentions Payable - - - - (214,439) Due to other governmental agency 1,041,192 - - 1,041,192 (9,536729) PenslonlOPEBICatestrophe leave payable - 34],]32 - 34],]32 360,710 Compensated absences - (136,296) - (136,296) (212750) Other payable - (277,285) - (277,285) 116,907 Claims and judgments 131,095 131.095 (696,3]T1 Net cash provided by operations $ 407392 $ 158,801 $ $ 159,215736 $ 106,249,323 Nonswin Activities: unrealized gain(loss)on the fair value of investments $ (1,284,493) $ (13,154,165) $ (14,438,658) $ 8,236,187 Contributions from(to)other government (24,536,380) - (24,536,380) 3,107,103 Capital facilities contribution - 7,450,400 7,450,400 2,184,800 Feasibility studies with no cash effect 46,486 5,986,236 6,032722 21,909,604 42 ORANGE COUNTY SANITATION DISTRICT STATISTICAL SECTION This part of the comprehensive annual financial report of the Orange County Sanitation District (OCSD) presents detailed information as a content for understanding what the information in the financial statements, note disclosures, and required supplementary information says about OCSD's overall financial health. Contents Pages Financial Position and Trends These schedules contain current and trend information to help the reader understand OCSD's financial position and how OCSD's financial performance and well-being have changed over time. 44-48 Revenue Capacity These schedules contain information to help the reader assess OCSD's most significant revenue source of sewer service fees. 49-51 Debt Capacity These schedules present information to help the reader assess the affordability of OCSD's current levels of outstanding debt and OCSD's ability to issue additional debt in the future. All of OCSD's debt is recorded in a proprietary fund; consequently,many 52-55 of the schedules which are applicable to governmental funds are not presented. Operating Information These schedules contain data to help the reader understand how the information in OCSD's financial report relates to the services it provides and the activities it performs. 56-59 Demographic and Economic Factors These schedules offer demographic information to help the reader understand the environment within which OCSD's financial activities take place. 60-63 43 ORANGE COUNTY SANITATION DISTRICT Net Position by Component (Dollars in Thousands) Last Ten Fiscal Years $1,800,000 $1,600,000 $1,400,000 $1,200,000 $1,000,000 $800,000 $600,000 $400,000 $200,000 $0 2003-04 2004-05 2005-06 2006-07 2007-08 2008-09 2009-10 2010-11 2011-12 2012-13 ONet investment in Capital Assets ■Restricted for Debt Service&Capital Acquisition OUnrestricted Restricted for Debt Service Net Investment in &Capital Fiscal Year Capital Assets Acquisition Unrestricted Total Net Position 2003-04 $ 418,267 $88,519 $ 517,346 $1,024,132 2004-05 558,391 64,514 418,342 1,041,247 2005-06 664,060 3,003 422,036 1,089,099 2006-07 886,463 3,904 299,370 1,189,737 2007-08 847,426 - 428,561 1,275,987 2008-09 948,869 - 399,452 1,348,321 2009-10 1,121,057 - 310,016 1,431,073 2010-11 1,131,063 - 379,423 1,510,486 2011-12 1,125,966 - 471,651 1,597,617 2012-13 1,180,298 - 520,427 1,700,725 (1) Beginning net position restated due to implementation of GASS 65. Source: Orange County Sanitation DistricCs Financial Management Division. 44 ORANGE COUNTY SANITATION DISTRICT Revenues and Gross Capital Contributions by Source (Dollars in Thousands) Last Ten Fiscal Years $325,000 $300,000 $275,000 $250,000 $225,000 $200,000 $175,000 $150,000 $125,000 $100,000 $75,000 $50,000 $25,000 $0 -$25,000 2003-04 2004-05 2005-06 2006-07 2007-08 2008-09 2009-10 2010-11 2011-12 2012-13 GOpemting Revenue ■Non-Operating Revenue ■Capital Contnbutions Operating Revenue Non-Operating Revenue Permit& Total Fiscal Service Inspection Total Property Non- Capital Year Charges Fees Operating Taxes Interest Other Operating Contributions 2003-04 $ 101,995 $ 332 $ 102,327 $ 46,943 $ 6,786 $ 928 $ 54,657 $18,243 2004-05 120,917 498 121,415 35,764 15,118 1,051 51,933 19,350 2005-06 154,291 874 155,165 39,958 10,426 3,477 53,861 32,990 2006-07 167,790 1,866 169,656 60,565 22,243 1,068 83,876 50,207 2007-08 184,180 1,196 185,376 65,210 20,235 13 85,458 35,408 2008-09 206,422 895 207,317 66,427 14,836 1,634 82,897 17,937 2009-10 225,059 629 225,688 64,759 19,166 6,939 90,864 (2,406) 2010-11 244,465 794 245,249 64,307 10,092 11,015 85,414 9,800 2011-12 259,491 1,030 260,521 67,882 15,747 8,486 92,115 8,936 2012-13 303,400 1,176 304,576 79,240 (3,913) 3,781 79,108 12,797 Source: Orange County Sanitation District's Financial Management Division. 45 ORANGE COUNTY SANITATION DISTRICT Expenses by Type (Dollars in Thousands) Last Ten Fiscal Years $2s0,000 $225,000 $200,000 $175,000 $150,000 $125,000 $100,000 $75,000 $50,000 $25,000 $0 - 2003-0 20 05 2005.06 2006-07 2007- 2008-09 2009-10 2010-11 2011-12 2012-13 NOperating Expense ■Non-0perating Expense Operating Expense Non-Operating Expense Fiscal Salaries& Maint& Depr& Total Interest Total Non. Year Benefits Utilities Other Amort Operating Expense Other Operating 2003-04 $ 48,711 $ 5,408 $ 41,284 $ 44,412 $ 139,815 $ 15,524 $ 6,102 $ 21,626 2004-05 53,048 6,473 42,325 48,095 149,941 17,470 8,172 25,642 2005-06 53,246 7,563 44,823 49,887 155,519 20,078 18,567 38,645 2006-07 57,802 8,072 46,281 53,111 165,266 21,747 16,089 37,836 2007-08 67,629 8.092 56,169 47,767 179,657 22,517 17,818 40,335 2008-09 67.498 7,242 89,816 32,520 197,076 24,899 13,942 38,741 2009-10 69,652 6,934 61,499 52,036 190,121 27,537 13,736 41,273 2010-11 73,112 6.948 63,328 49,288 192,676 29,129 39,245 68,374 2011-12 75,642 7.405 89,272 56,051 228,370 28,700 8,433 37,133 2012-13 76.878 6,403 66,536 63,907 213,724 42,315 37,335 79,650 Source: Orange County Sanitation Districts Financial Management Division. 46 ORANGE COUNTY SANITATION DISTRICT Change in Net Position (Dollars in Thousands) Last Ten Fiscal Years $1,800,000 $1,600,000 $1,400,000 $1,200,000 $1,000,000 $800,000 $600,000 $400,000 $200,000 $0 2003-04 2004-05 2005-06 2006-07 2007-08 2008-09 2009-10 2010-11 2011-12 2012-13 Ending Net Position by Fiscal Year Fiscal Total Total Change in Beginning Ending Year Revenues Expenses Net Position Net Position Net Position 2003-04 $175,227 $ 161,441 $ 13,786 $1,010,347 $ 1,024,133 2004-05 192,698 175,583 17,115 1,024,133 1,041,248 2005-06 242,016 194,164 47,852 1,041,248 1,089,100 2006-07 303,739 203,102 100,637 1,089,100 1,189,737 2007-08 306,242 219,992 86,250 1,189,737 1,275,987 2008-09 308,151 235,817 72,334 1,275,987 1,348,321 2009-10 314,146 231,394 82,752 1,348,321 1,431,073 2010-11 340,463 261,050 79,413 1,431,073 1,510,486 2011-12 361,572 265,503 96,069 1,501,549 (1) 1,597,618 2012-13 396,481 293,374 103,107 1,597,618 (1) 1,700,725 I1) Beginning net position restated due to implementation of GASS 65. Source: Orange County Sanitation District's Financial Management Division. 47 ORANGE COUNTY SANITATION DISTRICT Cash and Investment Reserve Balances (Dollars in Millions) Last Ten Fiscal Years Capital Debt Cash Flow Self- Improvement Service Fiscal Year Contingency Insurance Program Requirements Total 2003-04 $ 71 $ 57 $ 390 $ 88 $ 606 2004-05 71 57 242 65 472 2005-06 132 57 196 105 490 2006-07 132 57 104 79 372 2007-08 149 57 219 108 533 2008-09 172 57 172 133 534 2009-10 185 57 102 129 473 2010-11 187 57 176 141 561 2011-12 196 57 186 138 577 2012-13 174 57 234 135 600 Notes: The Cash Flow Contingency Reserve is to fund operations, maintenance, and certificates of participation debt service expenses for the first half of the fiscal year, prior to the receipt of the first installment of the property tax allocation and sewer service user fees. The Self-Insurance Reserve is to provide requirements for property damage including fire,flood and earthquake,general liability and workers'compensation. The Capital Improvement Program Reserve is to fund annual increments of the capital improvement program with a target level at one half of the average annual capital improvement program through the year 2020. The Debt Service Required Reserves are monies held and controlled by a trustee pursuant to the provisions of certificates of participation issues, and the monies are not available for the general needs of the District. Source: Orange County Sanitation District's Financial Management Division. 48 ORANGE COUNTY SANITATION DISTRICT Sewer Service Fees Single Family Residence Rate Last Nine Fiscal Years and Next Fiscal Year Sewer service fees are comprised of three categories: residential customers, commercial customers, and industrial customers. Although the majority of sewer service fee revenues are from residential and commercial customers (see the schedule of Number of Accounts and Revenues by Customer Class), the fee paid by each residential and commercial customer is less than the individual fees paid by industrial customers. The rates for commercial and industrial customers are derived from the base sewer service fee charged for a single-family residence and are based on the type of business and the strength and volume of waste that is discharged into the sewer system. Due to the complexity of the rate structure for commercial and industrial customers and since the rates are derivatives of the single-family residence rate, only the single-family residence rate is presented within the statistical section. Sewer Service Fiscal Year Charge 2004-05 $ 115.00 2005-06 151.00 2006-07 165.80 2007-08 182.00 2008-09 201.00 2009-10 221.00 2010-11 244.00 2011-12 267.00 2012-13 294.00 2013-14 308.00 Annual Sewer Service Fees Single Family Residence 350 300 LL 250 200 W 150 m 00 50 0 2004-05 2005-06 2006-07 2007-08 2008-09 2OW10 2010-11 2011-12 2012-13 2013-14 Fiacal Year Source: Orange County Sanitation Districfs Financial Management Division. 49 ORANGE COUNTY SANITATION DISTRICT Number of Accounts and Revenues by Customer Class (Dollars in Millions) Last Ten Fiscal Years Residential/Commercial Industrial Number of Total Percentage Total Percentage Equivalent Sewer Svc. of Sewer Number of Sewer Svc. of Sewer Single-Family Charge Service Charge Customer Charge Service Charge Fiscal Dwellings Revenue Revenues Accounts Revenue Revenues 2003-04 860,156 86.0 92% 530 7.5 8% 2004-05 860,634 99.0 90% 568 10.5 10% 2005-06 872,859 132.0 92% 557 12.2 8% 2006-07 867,035 143.8 91% 531 13.4 9% 2007-08 875,739 159.4 93% 520 12.1 7% 2008-09 882,747 177.4 95% 515 9.9 5% 2009-10 875,442 193.5 95% 487 10.8 5% 2010-11 874,130 213.3 95% 479 10.1 5% 2011-12 869,709 232.2 96% 516 9.5 4% 2012-13 879,443 258.6 96% 527 10.8 4% $300,000,000 $250,000,000 $200,000,000 $150,000,000 $100,000,000 $50,000,000 $0 2003-04 2004-05 2005-06 2006-07 2007-08 2008-09 2009-10 2010-11 2011-12 2012-13 ■Residential/Commercial Users ■Industrial Users Source: Orange County Sanitation Districts Financial Management Division. 50 ORANGE COUNTY SANITATION DISTRICT Principal Sewer Service Customers For the Current Fiscal Year and Nine Years Ago Fiscal Year Ended 6130/13 Fiscal Year Ended 6130104 Industrial Industrial Permittee %to Total Permittee %to Total Service Service Charge Service Service Charge User Charges Rank Revenue Charges Rank Revenue Stremicks Heritage Foods, LLC $ 986,405 1 0.33% $ 510,594 2 0.50% House Foods America Corp. 953,542 2 0.31% 385,662 5 0.38% Kimberly-Clark Worldwide, Inc. 903,947 3 0.30% 368,243 6 0.36% Dean Foods Co. of CA Inc. 890,943 4 0.29% MCP Foods, Inc. 870,130 5 0.29% 454,965 4 0.45% Pulmuone Wildwood, Inc. 574,797 6 0.19% Schreiber Foods Inc. 473,289 7 0.16% Jazz Semiconductor 446,894 8 0.15% Nor-Cal Beverage Co. Inc(NCB) 416,000 9 0.14% Pepsi-Cola Bottling Group 394,930 10 0.13% Alstyle Apparel-Activewear Mfg. 583,330 1 0.57% Disneyland Resort&Park 458,792 3 0.45% U.S. Dyeing&Finishing, Inc. 290,228 7 0.28% Disneyland Resort—DCA 252,466 8 0.25% Van Law Food Products, Inc. 237,297 9 0.23% Knotts Berry Farm Foods 189,281 10 0.19% $ 6,910,877 2.29% $ 3,730,858 3.66% Although the majority of sewer service fee revenues are from residential and commercial customers (see the schedule of Number of Accounts and Revenues by Customer Class), the fee paid by each residential and commercial customer is less than the individual fees paid by industrial customers. Consequently, this schedule shows the largest sewer service fee customers. Source: Orange County Sanitation District's Financial Management Division. 51 ORANGE COUNTY SANITATION DISTRICT Ratio of Annual Debt Service to Total Expenses (Dollars in Thousands) Last Ten Fiscal Years 60% 50% 40% 30% 20% 10% 0% 2003-04 20N 05 2905-06 2006-07 2007-08 2000-09 2009-10 2010-11 2011-12 2012-13 Ratio of Debt Total Service to Total Fiscal Principal Total Debt Operating Operating Year (1) Interest Service(3) Expenses(2) Expenses 2003-04 $ 11,610 $ 22,508 $ 34,118 $ 95,403 35.76% 2004-05 12,040 25,871 37,911 101,846 37.22 2005-06 12,755 29,563 42,318 105,632 40.06 2006-07 13,465 32,673 46,138 112,155 41.14 2007-08 11,025 36,484 47,509 131,890 36.02 2008-09 21,305 40,840 62,145 164,556 37.77 2009-10 24,030 46,052 70,082 138,085 50.75 2010-11 25,895 49,426 75,321 143,388 52.53 2011-12 14,370 50,975 65,345 172,319 37.92 2012-13 23,965 53,640 77,605 149,817 51.80 Notes (1)-Excludes principal reductions due to advanced refunding. (2)-Excludes depreciation and amortization expense. (3)-Debt consists of certificates of participation, revenue obligations, and anticipation notes. Source: Orange County Sanitation District's Financial Management Division. 52 ORANGE COUNTY SANITATION DISTRICT Debt Coverage Ratios (Dollars in Millions) Last Ten Fiscal Years The Orange County Sanitation District has no legal debt limits as imposed by State legislation. The District does have contractual covenants within the existing Certificates of Participation indenture agreements which require minimum coverage patios of 1.25. The coverage ratio is calculated as the ratio of net annual revenues available for debt service payments to total annual debt service requirements. 3,50 3.00 2 50 2 00 1 50 1 00 0.50 2003-04 2004-05 2005-06 2006-07 200708 200809 2009-10 2010-11 2011-12 2012 13 Fiscal Year Ending June 30, 20N 2005 2006 2007 20M 2009 2010 2011 2012 2013 Operating&Non-operating Revenues: Service Charges,Net of Refunds-Regional $ 86.0 $ 99.0 $ 132.0 $ 143.8 $ 159.4 $ 177.4 E193.5 $ 213.3 $ 232.2 E 258.6 Service Charges,Netof Refunds-Loral - - - - - 5.6 5.6 5.7 5] 5.8 Industrial Sewer Service Charges TS 10.5 12.2 13.4 12A 9.9 10.8 10.1 9.5 10.8 Revenue Area No.14 Fees 5.8 6.9 5.3 5.2 7.1 10.3 10.2 21.4 18.0 12.5 Ad Valorem Taxes 46.9 35 8 40.0 Wa 65.E 66.4 64.8 64.3 67.9 77.3 Interest Earnings 6.8 15.1 10.4 22.2 20.2 14.8 19.2 10.1 15.7 (3.6) Other Revenues 13.0 6.1 9.2 8.3 6.9 5.8 12.5 5.7 3.6 22.3 Total Revenues 166.0 173.4 209.1 253.E 270.9 290.2 316.6 330.E 352.6 383.7 Operating Expenses(1) 954 1018 105.6 112.2 131A 1646 138.1 1434 1723 149.8 Net Revenues $ 70S $ 718 $ 103S $ 141.3 $ 139.0 $ 1258 $ 178.5 $ 187.2 $ 1803 $ 233.9 Debt Service Requirements Pnncipal Payments 116 120 12.8 13.6 11.0 21.3 24.0 25.9 144 24.0 Interest Payments 16S 25.9 29.1 35.3 31.8 36.3 43.1 46.5 51.0 53.6 Total Debt Service Requirements $ 28.4 It 37.9 E 41.9 $ t8.8 $ 42.8 It 5T6 $ 67.1 $ n.4 It 65A $ 77.6 Coverage Ratios 2.49 1.89 2.47 2.90 3.25 2.18 2.66 2.69 2.76 3.01 Ending Reserves(2) $ 518.0 $ 407.0 $ 385.0 $ 293.0 $ 425.0 $ 401.0 $344.0 $ 420.0 $ 439.0 $ 465.0 Notes (1)-Operating expenses exclude depreciation and amodization expenses. (2)-Excludes debt serace reserves In accordance with the Districts reserve policy. Source:Orange County Sanitation District's Financial Management Division. 53 ORANGE COUNTY SANITATION DISTRICT Computation of Direct and Overlapping Debt June 30,2013 2012-13Aaasad ValuafionlLand&Imor dnsOuly)'. S3163e3.025.518 OVERLAPPLG TAX AND ASSESSMENT DEBT(Bash no all neouerry a onaed%nlmfion d5321.2)).0i9.2291: Trial Delta Olarld's Blaineof &MM %Amv11nb4(1) DWg NI0eg3 Metrgditm Rater Di acid of Sn6 mCalifduia S165,085,0W 15188% S 25,238,195 ana cmmumn'cal',,Disnid 648,598,698 99359 644,411,180 North Geroge ComnJdo,C®moat,Cdlege Diarid 213,3M,001 9]46) 207,999,731 Ramto Saufitt,Cmnmow tv College Diaid 293,2Q944 98999 290,282,217 Brea-Misda and Lagona Beanh Unified Stool Dianids 49,844,029 99.997&15008 24,7558,213 Gmden Grme Unified Sd,od DiaMd I27,OW,IW IN, 127,WO,160 Los Mamitm Unified Srbod EKS0 t Stall Facihties lmprdemem Dinned No.1 68,521,137 %331 66,178,390 Veapmt Men Unified Sdwal Diarid 241,]]9,150 IN 241,))9,150 Reerotis-t'mba Linda Unified Schad Diaid 263,061.9% 99979 %0,376,133 Saddeback Vallev Unified Schad DlsMct 121,645,OW 121" 14,918,543 Sand Ana Unified Srtool Distiid 2%,779,272 IN. 296,]]9,272 Tannin Unified Stud Diarid Sdmd Fadhfiea Ite,a.eni Dialrid No,2W2-1 55,441.785 99.961 55,420,163 Town Unified Sd,od Diarid Srbod Facilities lmlrmemm[Diarid No 2M-I ]2,)25,0W 99960 72,05,910 Taatin Unified Sdto Diarid Sdand Facilities Ize a emem Diarid No.2012-1 33,000,OW 99974 34,"0."0 Anaheim Unim High Sehml Diarid 105,123,955 IN 105,183,%5 Fullerton Rant Unim High Schad Dishid 52,312,910 91374 47,%5,024 Huntington Beast Com High Stlmd Diarid 210,5M,9ft 99.015 208,M5,785 Schad Diahida 429.195,970 97.430-IW. 428,497,707 Qu,efAmham 2,605,OW 99117 2,584,603 ]nine Raud,water District Izew mem Dinrida 323,674,320 vmiona 325,673,054 Hosmox cmmudnSenices Diana Spedal Tax Oweation, 355,00) IN 355,W0 Bonin Cans. Commudty Fatalities Diadd No.98-1 3),]35,OW IN. 3),]35,WO Inia Unified Stud Dlahlct Cammunin'Facilifin Distrida 391,373,130 IN. 391,373,130 Tannin Unified Sdrod Diarid C®unit,Fadfifiea Diattida 249,552,675 IN. 248,552,675 Q!,ofTuaiv Ce®t®n Fadines Districts 77,570,OW IN, 77,570,WO othn community Fannitiea Distrida 335,761,820 W993-IW- 333,)62,N) Omvee Comn Aafemmevt 2Gneina 88,7082% IN 99,709,296 Qn of1t,ine 1915 Ad Bonds 810,693.OW IN. 810,693,W0 Olhn 191 a Ad bonds 17,558,436 IN. 17,558.436 TOTAL Oi'ERLAPRNG TAX AND ASSESSMFNTDEBT S5,689,4)5,4)9 DIXECT AND OVERLAPPING GEVF.HAI.FUNT)DEBT_ Cartes Cmvn cannel Fund odipfim, siw smi3OW MCM415 S 143,098,613 Orange Conan Pmvm Odieadms 306,287,2N )S.W4 230,W3,343 Orange Comt,Bond ofEddan.Certificates aPmtidPad. 15,))0,OW )5.091 11,1112,324 Brea-0inda Unified Sidd Uisaid Certificates ofl3rt.,Iuo 24,285,OW 99.9)) 24,279,414 Omvge Unified Srbod Diserid Ceetificates of Peniapatidi andeeafit ow,,diom 123,333,644 9]H3) 121,215,741 Pladatia-Dada Linda Unified Shoal District Certificates of Panidpmim 107.915,670 98979 106,833,N7 9enm Ave Unified Shoo)District Certificate ofP dadim 78,885,880 IN 78,885,880 Cher Unified Stool Diarid Certificates of1tadidpatim 57,9%,650 vine. 56,419,472 union High Sehod Dlanld Cetificates of Parfiapatim 119,201,185 vafdu 116,736,%3 Shod Disfild Certificates of Partidlmtton U,IW,320 Vmidm 67,650,266 a1v ofAmbam GmeN Fund Wligatims 539.0)]465 "217 534,856,488 Cin ofeoaa Mesa General Fund Obligations 30,435,0W IN 30,411,00 ON aGerden Grd'e General Fund Obligations 18,410,OW IN 18,410,WO Qnd'Hmtivnon Beady Gevml Fund and ludamevt Oblieatioas 50,1%,OW 98769 49,576,112 Qt,of La Hach Geaeml Fund Obligations 19,035,OW IN. 19,035,W0 Qn d'Santa Am Geaeml Fund Obligations 88,BW,OW IN. 88,%O,WO Other Cip'Ge.)Fund obligetiovs 239,IW,034 Vannes 219,429,274 orangee96an sanitation Dined 0 1W- 0 (2) Munidpal Watin District aOnnae Covvty Rater FaaGties Cd oratim 10,035,01M) 70,195 7 044Wg TOTAL GROSS OVERLAPPING GENERAL FUND DEBT $1,923,590,625 Lea: Qtrof Anahennsefsuppochngodiganions 524,914,%5 Meer Qtr self-apyortiug obliganions 28,507,522 M%T20e Rain F.dh,in empmatim(1 W%self-wppot ine ]W4 OS8 TOTAL NET O%'E FPINI-G cii E F MDFBT $1363,124,00 OVERLAPRING TAX INCREMENT DEBT. S1,223,3N,604 58.173-100. % SL216,282,420 GROSS COMBINID TOTAL DEBT S8,829,348,524 (3) NET OOMBINED TOTAL DEBT S8,268,881,989 (1) the pernnye oFvyMappwg 6ebt aDg4eatluv M1e6mria is ntimee6vs6pmtle nsnae6pgerty rake. Appliclle pertemµn won esumue6 by Mmm'ry M1e pxcvddtheewature, uecu cesdpr echariswiJ msLvdwsiea cceh aavnofp6iauinochwbyshedlwiaedw&sWeaaea rave. (3) Eackdnwmewan rcrmuecnu6ceeeb,potene.m. An'imaly dmade6 n2ficnn of puudptivehn'e bem rnlmaifiedm&auin m'evve mpvtM issues and ue vvlonger=ande, uenuctuthehb[sent®eat. (3) based at mrm6mxvue mturity vvtn,ntm3dse m'mue,mmppem muse m6 my-Mvded capNleme vtligativva.QuaifiM 2me AnhmyHmda me uckhd boned m pnvcryi rive n maveiry. Ration tot Taal Oaedapping Tad and Asnesnuent lndemenl Debt Gres Combined Trial lad Net C®tined Total Debt Land and lmfroemmt Aaeaed Valteanion IW. 2.79% 261% All Property Asavd Valuation NSA 175% 2.57% Rede,elaFmeol NaemmW Veluatim(54003),068}21) 304°a MA NIA Sdasa:California Mmiapni Sacafica 54 ORANGE COUNTY SANITATION DISTRICT Ratios of Outstanding Debt Last Ten Fiscal Years Debt as a (5) (3) Percentage Total Median of Median (4) Debt Fiscal Outstanding Family Family Population per Year Debt Income(1) Income Estimate(2) Capita 2003-04 $ 632,515,587 $ 74,200 0.012% 2,441,350 259,08 2004-05 620,520,145 75,700 0.012% 2,467,850 251.44 2005-06 807,809,704 78,300 0.010% 2,481,540 325.53 2006-07 801,389,769 78,700 0.010% 2,505,180 319.89 2007-08 1,096,049,542 84,100 0.008% 2,522,820 434.45 2008-09 1,262,936,747 86,100 0.007% 2,539,990 497.22 2009-10 1,306,255,753 87,200 0.007% 2,563,170 509.63 2010-11 1,427,792,453 84,200 0.006% 2,457,571 580.98 2011-12 1,376,404,782 85,300 0.006% 2,472,122 556.77 2012-13 1,325,928,512 84,100 0.006% 2,491,268 532.23 Notes & Data Sources (1)- Data is for the entire County of Orange. (2)- Data is for the estimated population served by the Orange County Sanitation District. (3)- Data Source: U.S. Department of Housing and Urban Development. (4)- Data Source: Demographic Research Unit, California Department of Finance. (5)- Data Source: Orange County Sanitation District. Debt includes certificates of participation, revenue obligations, and anticipation notes and is presented net of original issuance discounts and premiums. 55 ORANGE COUNTY SANITATION DISTRICT Comparison of the Volume of Wastewater Treated With Revenues and Expenses Last Ten Fiscal Years Millions of Gallons of Collection, Waste- Treatment water &Disposal Total Total Total Total Treated Cost per Operating Non-Operating Operating Non-Operating Fiscal Per Million Costs Costs Revenues Revenues Year Day Gallons (In Thousands) (In Thousands) (In Thousands) (In Thousands) 2003-04 238 1,068.43 $ 139,815 $ 21,626 $ 102,327 $ 54,657 2004-05 243 1,095.79 149,941 25,642 121,415 51,933 2005-06 235 1,216.77 155,519 38,645 155,165 53,861 2006-07 229 1,268.38 165,266 37,836 169,656 83,876 2007-08 221 1,541.18 179,657 40,335 185,376 85,458 2008-09 211 1,576.67 197,076 38,741 207,317 82,897 2009-10 196 1,588.72 190,121 41,273 225,688 90,864 2010-11 207 1,816.62 192,676 68,374 245,249 85,414 2011-12 201 1,871.47 228,370 37,133 260,521 92,115 2012-13 200 1,906.01 213,724 79,650 304,576 79,108 A Facilities Master Plan to the year 2030 was completed in December 2009 that projects wastewater treatment flows to increase to 279 millions of gallons per day(mgd) in 2020,to 286 mgd in 2025, and to 294 mgd in the year 2030. The anticipated need to meet the projected flows is included in the overall CIP program of$2.0 billion out to 2021-22. Total expenses in FY 2012-13 increased$131.9 million,or 81.7 percent since FY 2003-04, primarily as a result of(1) OCSD's decision beginning in FY 2002-03 to maximize existing secondary treatment facilities as OCSD moved from a 50/50 mix of primary and secondary effluent treatment to meeting secondary treatment standards as of December 31, 2012,and(2)OCSD's decision to eliminate most bacteria from the ocean outfall discharge by disinfecting the effluent beginning in FY 2002-03 at an additional cost in chemicals of$7 million annually. Maintenance, chemicals, utilities,and other operating costs represent 20 percent of the increase,primarily due to the increase in the levels of treatment referred to above and an increase of feasibility studies in FY 2012-13. Depreciation expense represents another 15 percent of the increase as a result of the previous expansion in capital facilities and the financing associated with the expansion. In FY 2012-13, personnel expenses rose 1.6 percent over the prior year. This increase is mainly due to increases in health insurance and retirement premiums. The full-time equivalent positions authorized decreased by 9 in FY 2012-13. As depicted from the chart above, actual wastewater treatment flows have generally remained between 221 mgd and 243 mgd in the past. Due to unusually dry weather conditions during the last five years, FY 2008-09, FY 2009-10, FY 2010-11 FY 2011-12, and FY 2012-13 had flows of only 211 mgd, 196 mgd, 207 mgd, 201 mgd and 200 mgd respectively. Source:Orange County Sanitation District. 56 ORANGE COUNTY SANITATION DISTRICT Authorized Full-lime Equivalents by Function Last Ten Fiscal Years 300 250 200 150 100 50 yy 1 0 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 GGeneral Management ■Human Resources oAdministrdlive Services GFacilities Support Services wTechnical Services •Engineering •Operations and Maintenance Fiscal Year Ending June 30, 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 General Management 17 17 2 25 30 30 15 15 13 14 Human Resources 25 27 28 19 16 16 17 27 20 16 Administrative Services 91 96 117 83 82 81 92 85 111 111 Facilities Support Services 61 62 62 51 57 68 71 70 84 81 Technical Services 100 112 114 119 109 107 105 102 - - Engineering 80 95 99 98 93 98 96 112 128 125 Operations and Maintenance 224 220 222 249 247 241 245 230 281 281 Total FTE's 598 629 644 644 634 641 641 641 637 628 Source: Orange County Sanitation District's Financial Management Division. 57 ORANGE COUNTY SANITATION DISTRICT Biosolids Produced Last Ten Fiscal Years 300,000 250,000 200,000 150,000 100,000 50,000 2003-04 2004-05 2005-06 2006-07 2007-08 2008-09 2009-10 2010-11 2011-12 2012-13 OWet Tonnage ■Dry Tonnage Fiscal Year Wet Tonnage Dry Tonnage 2003-04 239,426 50,519 2004-05 246,194 51,700 2005-06 233,996 49,554 2006-07 236,460 49,184 2007-08 248,717 50,884 2008-09 249,202 51,342 2009-10 245,668 50,799 2010-11 253,557 49,133 2011-12 280,572 47,556 2012-13 274,957 43,365 Source:Orange County Sanitation Distriefs Environmental Compliance&Regulatory Affairs Division. 58 ORANGE COUNTY SANITATION DISTRICT Capital Asset Statistics Last Ten Fiscal Years Miles of Number Primary Secondary Trunk& of Treatment Treatment Fiscal Subtrunk Pump Capacity Capacity Year Sewers Stations (1) (1) 2003-04 650 20 276 170 2004-05 620 18 306 170 2005-06 584 16 366 200 2006-07 581 16 372 200 2007-08 568 17 372 200 2008-09 582 17 372 212 2009-10 579 17 372 212 2010-11 587 17 372 212 2011-12 572 17 372 332 2012-13 572 17 372 332 Notes (1) -Capacity is presented as million gallons treated per day. Source: Orange County Sanitation District 59 ORANGE COUNTY SANITATION DISTRICT Demographic Statistics Covering The Entire County of Orange(1) Last Ten Fiscal Years Total (5) (6) (2) Personal Per Capita Median Public (7) Fiscal Population Income Personal Family School Unemployment Year Estimates (in thousands) Income Income Enrollment Rate 2003-04 3,017,000 $ 130,621,396 (3) $ 43,295 $ 74,200 517,000 3.6% 2004-05 3,047,000 139,408,948 (3) 45,753 75,700 514,000 3.9% 2005-06 3,072,000 150,598,354 (3) 49,023 78,300 510,114 3.7% 2006-07 3,090,000 153,446,641 (3) 49,659 78,700 503,955 3.9% 2007-08 3,108,000 155,925,156 (3) 50,169 84,100 503,492 5.3% 2008-09 3,135,000 145,247,447 (3) 46,331 86,100 504,136 9.3% 2009-10 3,166,000 147,138,449 (3) 46,475 87,200 502,239 9.5% 2010-11 3,030,000 154,131,535 (3) 50,868 84,200 502,903 9.2% 2011-12 3,056,000 160,482,000 (4) 52,514 85,300 502,195 7.9% 2012-13 3,082,000 168,966,400 (4) 54,824 84,100 501,801 6.1% Notes and Data Sources (1) - The Orange County Sanitation District services 479 square miles or 60% of the total 799 square miles that make up the boundaries of the County of Orange. (2)-Data Source: Demographic Research Unit, California Department of Finance. (3)-Data Source: Bureau of Economic Analysis, U.S. Department of Commerce. (4)-Data Source:A. Gary Anderson Center for Economic Research, Chapman University. (5)-Data Source: U.S. Department of Housing and Urban Development. (6)-Data Source: California Department of Education, Educational Demographics Unit. (7)-Data Source: State of California, Employment Development Department as of June 30 of each fiscal year. (8)-Forecasted number 60 ORANGE COUNTY SANITATION DISTRICT Estimated Population Served by the Orange County Sanitation District June 30, 2013 Population as of January 1,2013 Anaheim 345,432 Brea 41,319 Buena Park 82,034 Costa Mesa 111,335 Cypress 48,571 Fountain Valley 56,182 Fullerton 138,283 Garden Grove 173,081 Huntington Beach 192,672 Irvine 230,647 La Habra 61,174 La Palma 15,825 Los Alamitos 11,526 Newport Beach 86,436 Orange 139,049 Placentia 51,910 Santa Ana 330,004 Seal Beach 23,961 Stanton 38,428 Tustin 77,951 Villa Park 5,899 Westminster 90,931 Yorba Linda 66,523 Subtotal Cities 2,419,173 Estimated Population Served in Unincorporated Areas 72,095 2,491,268 Source: Center for Demographic Research, California State University, Fullerton. 61 ORANGE COUNTY SANITATION DISTRICT Principal Orange County Employers(1) Forthe Current Fiscal Year and Nine Years Ago Fiscal Year Ended 6130/13 Fiscal Year Ended 6/30/04 Percentage of Percentage of Number of Total County Number of Total County Employers Employees(2) Rank Employment(3) Employees(2) Rank Employment(4) Walt Disney Co. 25,000 1 1.63% 21,000 1 1.40% University of California, Irvine 21,800 2 1.42% 15,500 3 1.03% County of Orange 17,257 3 1.13% 17,597 2 1.17% St.Joseph Health System 11,679 4 0.76% 8,975 5 0.60% Boeing Co. 6,873 5 0.45% 11,160 4 0.74% Kaiser Permanents 6,300 6 0.41% Bank of America Corp. 6,000 7 0.39% Memorial Care Health System 5,545 8 0.36% Target Corp. 5,400 9 0.35% 5,436 10 0.36% Cedar Fair LP 5,200 10 0.34% Albertsons Inc. 8,700 6 0.58% Tenet Healthcare Corp. 8,389 7 0.56% YUMI Brands Inc. 6,500 8 0.43% SBC Communications, Inc. 5,658 9 0.38% Total 111,054 7.24% 108,915 7.25% Notes&Data Sources (1)-Data is for the entire County of Orange. (2)-Data Sources: Orange County Business Journal Book of Lists,County of Orange (3)-Data Source:State of California,Employment Development Department. -Percentage is calculated by dividing employees by total employment of 1,533,100 as of June 2013. (4)-Data Source: State of California, Employment Development Department. -Percentage is calculated by dividing employees by total employment of 1,498,600 as of June 2004. 62 ORANGE COUNTY SANITATION DISTRICT Operating Indicators June 30, 2013 District Organization: The Orange County Sanitation District is one consolidated district made up of two revenue areas which service unincorporated county areas and twenty-three cities and related special districts, as follows: Consolidated Revenue Area County of Orange(unincorporated areas) Cities: Anaheim Huntington Beach Santa Ana Brea Irvine Seal Beach Buena Park La Habra Stanton Costa Mesa La Palma Tustin Cypress Los Alamitos Villa Park Fountain Valley Newport Beach Westminster Fullerton Orange Yorba Linda Garden Grove Placentia Special Districts: Midway City Sanitary Districl Costa Mesa Sanitary District Revenue Area No. 14 County of Orange(unincorporated areas) Cities: Irvine Orange Tustin Special District: Irvine Ranch Water District Governing Body: 25-member Board of Directors Authorized Full-Time Equivalent Employees: 628 Operational Date: July 1, 1954 Authority: Califomia Health & Safety Code Section 4700 at. seq. Services: Wastewater collection,treatment,and disposal Service Area: 479 square miles Population Served: 2.5 million Total Miles of Sewers (including force mains): 572 miles Number of Pumping Stations: 17 Wastewater System Treatment Capacities (Million Gallons per Day) Existing Primary Existing Secondary Actual Flows Treatment Capacity Treatment Capacity Plant 1 97 204 182 Plant 2 103 168 150 Total ZQQ ,M Source: Orange County Sanitation District's Financial Management Division. 63 (THIS PAGE INTENTIONALLY LEFT BLANK) 64 ORANGE COUNTY SANITATION DISTRICT OTHER DATA &TRENDS Information within this section consists of other data and trends including additional annual disclosures as required by the Sanitation District's debt covenants beyond what is allowed to be reported in the Statistical Section. 65 ORANGE COUNTY SANITATION DISTRICI Cash and Investment Portfolio As of June 30,2013 Net UmealizeE Cost Mallet Value Gainl(Loss) Shares Par Base Base %of Total Base INVESTMENT PORTFOLIO: CASH&CASH EQUIVALENTS(U.S.DOLLAR): CASH EQUIVALENTS $ 104,812.50 $ 104,812.50 $ 45,593.44 0.01% $ (59,219.06) FEDERAL HOME LOAN BANK-1 VR OR LESS 27,000,000.00 26,997,978.75 26,997,978]5 6.25% - FEDERAL HOME LOAN MORTGAGES-1 YR OR LESS 6,122,000.00 6.116,097.37 6,116,097.37 1.19% - FNMA ISSUES-1YR OR LESS 50,200,000.00 50,181,546.50 50,181,546.50 9.76% - REPURCHASE AGREEMENTS 18,300,000.00 18,300,000.W 18,300,000.00 3.56% - SHORT TERM INVESTMEN T FUNDS(US REGU IATED) 1,087,614.64 1,087,614.64 1,087,614.64 0.21% - TREASURY BILLS-1YR OR LESS 130,531,000.00 130,509,993.61 130,509,993.61 25.38% - CASH - 80,909.74 80,909.74 0.02%PENDING TRADES (28,653,458.77) (28,653.458.77) 5.57% SUBTOTAL-CASH&CASH EQUIVALENTS 233,345,427.14 204,T25,494.34 204,666,275.28 39.80% (69,219.06) FIXED INCOME SECURITIES(U.S.DOLLAR): ASS-HOME EQUITY 825,321.91 737,083.91 809,878.42 0.16% 7E,794.51 ASS-SMALL BUSINESS ADMINISTRATION 412,610.32 412,610.32 451,0,19.10 O.N% 38,438.78 ASS-STUDENT LOANS 281,566.57 280,881.03 282,504.16 0.05% 1.623.13 AUTOMOBILES &COMPONENTS 1,545,000.00 1,763,478.45 1,577,321.40 0.31% (186,157.05) BANKING&FINANCE 27,300,000.00 28,119,783.26 26,995,1TT.93 5.25% (1,124,605.33) CMO-US AGENCIES 89,873.85 89,873.85 90,777.08 0.02% 903.23 COLLATERALIZED MORTGAGE OBLIGATION COMM 626,050.80 627,664.83 634,014.17 0.12% 6,349.34 COMMIT TO PURCHASE FNMA POOLS 18,400,000.00 18,712,812.50 18,430,874.00 3.58% (281,938.60) FHLMC MULTICLASS 2,534,428.62 2,782,944.12 2,810,384.04 0.55% 27,439.92 FHLMC POOLS 4,806.54 4,689.39 6,123.00 0.00% 433.61 FNMA POOLS 4,083,272.07 4,080,452.86 4,261,525.44 0.83% 181,072.58 FNMAREMIC 2,165,008.47 2,192,277.85 2,217,904.46 0.43% 25,626.61 FOOD BEVERAGE&TOBACCO 11600,000.00 1,854,144.00 1,844,528.00 0.36% (9,616.W) GNMA MULTI FAMILY POOLS 397,037]6 396,949.81 414,131.16 0.08% 17,181.34 HEALTH CARE 11300,000.00 1.318,052.00 1,326,884.00 0.26% 8,832.00 INSURANCE 1,400,000.00 1,655,274.W 1,641,801.00 0.32% (13,473,W) MUNI•MEDICAL 500,000.00 508,595.W 570,525.00 0.11% 61,930.00 OIL&GAS 100,000.00 100,000.00 100,356.00 0.02% 356.00 TAXABLE MUNICIPALS 16,440,000.00 16,738,875.89 19,128,799.80 3.72% 2.389,923.91 U.S.TIPS 22,394,914.50 29,588,673.87 26,086,223.37 6.07% (3,502,450.50) US GOVERNMENTS 196,610.000.00 198,766,956.80 194,844,144.60 3T.89% (3,922,812.20) UTILITY•ELECTRIC 2,697,000.00 2,983,751.61 2,956,105.00 0.67% (27,646.61) UTILITY•TELEPHONE 11000,000.00 1.077,847.33 1,170,530.00 0.23% 92,682.67 WHOLE LOAN-CMO-COLLATERAUZED MTG OBLIG 904,595.11 904,591.01 904,4W.37 0.18% (140.64) SUBTOTAL-FIXED INCOME SECURITIES 303,611.486.52 315,698,263.69 309,555,011.49 60.20% (6,143,252.20) TOTAL INVESTMENT PORTFOLIO $538.956.913.66 520,423,758.03 614,221,286.77 100.00% $(6.2024]1.261 DEMAND DEPOSITS AND CASH ON HAND 6,052,686.44 6,052,686.44 MONIES HELD WITH FISCAL AGENTS 53,058,983.21 53,058,983.21 MONIES WITH THE LOCAL AGENCY INVESTMENT FUND 27,149,254,88 27,156,672.24 TOTAL CASH AND INVESTMENTS $606,684,682.56 $600 489.628 66 Sourv, BNYMelloa Tmg and OrongeConnry Sanitation Dislrio[s Financial Management Division. 66 ORANGE COUNTY SANITATION DISTRICT Property Tax Rates-Direct and Overlapping Governments Last Ten Fiscal Years Tax Rate OCSD 1958 OCSD's General Average Fiscal Basic Obligation Total Share of Year Levy Bonds Tax Rate Basic Levy 2003-04 1.00% 0.00% 1.00% 1.68% 2004-05 1.00% 0.00% 1.00% 1.67% 2005-06 1.00% 0.00% 1.00% 1.65% 2006-07 1.00% 0.00% 1.00% 1.65% 2007-08 1.00% 0.00% 1.00% 1.63% 2008-09 1.00% 0.00% 1.00% 1.64% 2009-10 1.00% 0.00% 1.00% 1.63% 2010-11 1.00% 0.00% 1.00% 1.64% 2011-12 1.00% 0.00% 1.00% 1.64% 2012-13 1.00% 0.00% 1.00% 1.64% Notes In 1978, California voters passed Proposition 13 which set the property tax rate at a 1.00% fixed amount of assessed value. This 1.00% is shared by all taxing agencies within which the subject property resides. In addition to the 1.00% fixed amount, property owners were charged taxes as a percentage of assessed property values for the payment of OCSD general obligation bonds (which were paid in full in fiscal year 1998-99). Source:County of Orange Auditor-Controller's Office. 67 ORANGE COUNTY SANITATION DISTRICT Assessed and Estimated Actual Value of Taxable Property (Dollars In Thousands) Last Ten Fiscal Years asso,mo,000 Esw,mo.o� Exw,mo.000 Exoo,moAoo E�w,mo.000 Sr��O 000 lsos,om 2003-04 2006-06 2006-06 2006-07 2007-08 2001 2009-10 201041 2011-12 201243 oSecured o0nsecured Percent Changein Fiscal Assessed Year Secured Unsecured Total Value 2003-04 197,143,000 4,309,000 201,452,000 6.66% 2004-05 214,529,000 4,743,000 219,272,000 8.85% 2005-06 236,826,573 5,023,423 241,849,9% 10.30% 2006-07 264,241,033 6,452,111 270,693,144 11.93% 2007-08 288,051,467 4,681,838 292,733,305 8.14% 2008-09 301,717,479 5,894,003 307,611,482 5.08% 2009-10 299,038,654 6,116,530 305,155,184 -0.80% 2010-11 298,099,034 6,238,834 304,337,868 -0.27% 2011-12 302,526,970 6,163,979 308,690,949 1.43% 2012-13 310,451,986 5,901,040 316,353,026 2.48% In 1978,the voters of the Stale of California passed Proposition 13 which limited property taxes to a total maximum rate of 1% based upon the assessed value of the property being taxed. Each year, the assessed value of property may be increased by an inflation factor which is limited to a maximum increase of 2%. With few exceptions, property is only reassessed at the time that it is sold to a new owner. Al that point, the new assessed value is reassessed at the purchase price of the property sold. The assessed valuation data shown above represents the only data currently available with respect to the actual market value of taxable property and is subject to the limitations described above. Consequently,the assessed and estimated values are the same. Source: Orange County Auditor-Controllers Office. 68 ORANGE COUNTY SANITATION DISTRICT Property Tax and User Fee Levies and Collections (Dollars in Thousands) Last Ten Fiscal Years $350,000 $300,000 $250,000 $200,000 $150,000 $100,000 $50,000 8- 2008-04 2004-05 2005-06 2006-07 2007-08 2008-09 2009-10 2010-11 2011-12 2012-13 crrowl Tax antl USer Fee L.W ETOtal Tex antl USer Fee C011.00 (1) Total Tax Current Tax Percent Total Tax %of Total %of RDA Pass. Fiscal and User ERAF III and User Fee of Levy Delinquent and User Fee Collodion 01S Dellquencies Through Year Fee Levy Deduction Collodion Collected Collection Collection to Lovy Delinquencies to Tax Levy Payments 2003-04 $134,389 $ - $ 134,132 99.81 $ 94 $ 134,226 99.88 $ 241 0.18 $ - 2004-05 153,187 (16,198) 152.745 99.71 92 152,837 99.77 257 0.17 - 2005-06 191,711 (16,198) 191,290 99.78 122 191,412 99.84 421 0.22 - 2006-07 209,766 - 209,206 99.73 215 209,421 99.84 No 0.27 - 2007-08 228,622 - 228,635 100.01 329 228,964 100.15 (13) (0.01) - 2008-09 254,092 - 254,106 100.01 395 254,501 100.16 (14) (0.01) - 2009-10 272,050 - 272,110 100.02 226 272,336 100.11 (60) (0.02) - 2010-11 292,646 - 292,689 100.01 120 292,809 100.06 (43) (0.01) - 2011-12 314,077 - 314,133 100.02 121 314,254 100.06 (56) (0.02) 3,116 2012-13 340,298 - 340,156 99.96 64 340,220 Was 142 0.04 14,687 Notes (1)Upon dissolution of California redevelopment agencies during fiscal year 2011-12,property tax increment formerly remitted to OCSD by its member city redevelopment agencies was instead deposited into the newly formed Redevelopment Property Tax Trust Fund(RPTTF) from which the Auditor/Controller makes disbursements on behalf of the successor agencies. Source:Orange County Auditor-Controller's Office. 69 ORANGE COUNTY SANITATION DISTRICT Property Value and Construction Covering The Entire County of Orange(1) (Dollars In Thousands) Last Ten Fiscal Years Non- Assessed Residential Residential Property Value(2) Construction (3) Construction(3) Total Fiscal Calendar No.of Construction Year Value Year Value Units Value Value(3) 2003-04 $ 287,923,828 2004 $ 1,132,848 9,322 $ 2,243,642 $ 3,376,490 2004-05 311,802,395 2005 1,494,759 7,206 2,100,436 3,595,195 2005-06 342,576,859 2006 2,400,569 8,371 2,316,948 4,717,517 2006-07 381,007,391 2007 2,005,198 7,072 1,792,270 3,797,468 2007-08 412,669,779 2008 1,439,120 3,159 1,037,713 2,476,833 2008-09 428,809,224 2009 952,480 2,200 855,193 1,807,673 2009-10 422,965,596 2010 1,151,929 3,091 1,029,407 2,181,336 2010-11 420,751,575 2011 1,300,019 4,807 1,236,973 2,536,992 2011-12 424,769,642 2012 1,269,448 6,862 1,627,262 2,896,710 2012-13 432,902,274 2013 1,351,842 8,931 1,949,511 3,301,353 (4) Notes and Data Sources (1) -The Orange County Sanitation District services 479 square miles or 60% of the total 799 square miles that make up the boundaries of the County of Orange. (2)-Data Source: Orange County Auditor-Controller's Office. (3)-Data Source: A. Gary Anderson Center for Economic Research, Chapman University. (4)-Forecasted numbers. 70 ORANGE COUNTY SANITATION DISTRICT Insurance in Force As of June 30, 2013 Type Insurer Deductible Limit All-Risk Property Fire and Other Perils Public Entity Property $250,000 per $1 billion/occurrence Insurance Program occurrence (Lexington and others) Flood Public Entity Property $100,000 per $300 million/occurrence Insurance Program occurrence Earthquake Not Applicable Not Applicable Self-insured Boller&Machine ry Public Entity Property $25,000 to $100 million/occurrence Insurance Program $350,000 (Lexington and others) Crime Insurance National Union Fire $25,000 $5 million Excess Security National Insurance $250,000 $30 million/occurrence General Liability (first$10 million layer); $500,000 for and annual aggregate Starr Indemnity&Liability EPLI ($20 million layer excess$10 million) Travel&Accident Chubb Group of Insurance None Accidental Death&Dismemberment: Companies Class 1: Elected Officials, $500,000 per occurrence Class 2: Employees, 10X annual salary, up to$500,000 per occur. Excess Workers' CSAC Excess Insurance $750,000 Unlimited statutory coverage Compensation Authority Program Each Accident each accident,each employee $5 million employer's liability Pollution Liability CSAC Excess Insurance $100,000 $10,000,000 per loss Authority Program Watercraft Liability Northern Assurance Co. of Am. $15,000 $10 million Hull&Machinery Northern Assurance Co. of Am. $15,000 $1.3 million Pollution Liability Great American Ins. Co, None $5 million OCIP Main Basket("OCIP"=Owner Controlled Ins. Program for Construction) Workers Comp. Liberty Mutual $250,000/occur. Unlimited statutory coverage General Liability Liberty Mutual $250,000/occur. $2 million/occurrence;$4 million agg. OCIP Excess Liability AIG $10,000 $100 million OCIP Pollution Liability Liberty Surplus $250,000 $10 million Source: Orange County Sanitation Districfs Risk Management Office. 71 (THIS PAGE INTENTIONALLY LEFT BLANK) 72 ORANGE COUNTY SANITATION DISTRICT FINANCIAL MANAGEMENT DIVISION 10844 Ellis Avenue Fountain Valley, California 92708-7018 714.962.2411 www.oGsewers.com 06/30/13 BOARD OF DIRECTORS Meeting Date I To Bl Dir. - zons AGENDA REPORT Nu Item Item Nu Orange County Sanitation District FROM: James D. Herberg, General Manager Originator: Lorenzo Tyner, Director of Finance &Administrative Services SUBJECT: PURCHASING ORDINANCE GENERAL MANAGER'S RECOMMENDATION A. Motion to read Ordinance No. OCSD-44 by title only and waive further reading of said entire Ordinance; and B. Adopt Ordinance No. OCSD-44, entitled "An Ordinance of the Board of Directors of Orange County Sanitation District Establishing Requirements and Procedures for the Purchase of Goods, Services, and Public Works Projects'; and C. Direct the Clerk of the Board to publish a summary of the Ordinance as required by law. SUMMARY The proposed Purchasing Ordinance sets forth the requirements that apply to the District's purchase of goods and services. These requirements are currently set forth in Resolution No. OCSD 07-04, and subsequent amending Resolution No. OCSD 07-13 and Resolution No. OCSD 12-17. The proposed Ordinance updates and reorganizes the requirements set forth in all three resolutions, clarifies a number of individual requirements, and makes some substantive changes. The Ordinance, for example, adds new procedures whereby an aggrieved bidder or proposer may protest the solicitation process and/or the award of a contract. Purpose. The Ordinance is designed to ensure that (1) the District complies with state law requirements governing procurement; (2) the District obtains quality goods and services at the lowest price and/or the best overall value; (3) purchasing decisions are transparent for the public; and (4) the procurement process is fair to prospective contractors while serving the interests of the District's ratepayers. The Ordinance also delegates spending authority to the Standing Committees and the General Manager within specified limits. Competitive Selection in General. Depending on the nature of the procurement, the Ordinance generally requires the District to select contractors based on either competitive bids or competitive proposals. Under a competitive bid process, the District issues a notice inviting bids. Prospective contractors then submit sealed bids, and the District awards the contract to the lowest responsive, responsible bidder. Under a competitive proposal process, the District issues a request for proposals. Prospective contractors then submit sealed proposals, and the District awards the contract to the Page 1 of 4 proposal that best meets the criteria specified in the request for proposals. The winning proposal may or may not be the proposal that offered the lowest price. Exceptions to Competitive Selection. In exceptional circumstances, the Ordinance allows the District to select contractors without any competitive process. The Ordinance allows the District, for example, to award a contract on a "sole source" basis when the goods or services in question are unique or only available from one source. The Ordinance also allows the District to award contracts without any competitive process as may be necessary to respond to an emergency. Tvoes of Procurements. The Ordinance sets forth different requirements for four types of procurements: (1) goods and services (other than professional services); (2) professional services (other than professional design services); (3) professional design services; and (4) public works construction. The Ordinance generally requires the District to purchase goods and services, other than professional services, based on the lowest price. In contrast, however, the Ordinance generally requires the District to award professional service contracts to the most qualified firm, as long as the proposed price is fair and reasonable. Finally, pursuant to State law, the Ordinance generally requires the District to award contracts for public works construction to the lowest responsive, responsible bidder. Bid Protests. For the first time, the Ordinance requires procedures whereby a bidder or proposer may challenge the District's solicitation process and/or the proposed award of a contract. A bidder or proposer may challenge the solicitation process on the ground that a free and open competition has not taken place, or cannot take place, and/or that a particular specification or requirement is impractical, unduly restrictive, or ambiguous. A bidder or proposer may also challenge the proposed award of a contract on the grounds that a free and open competition has not taken place. Delegation of Spending Authority. In the interest of efficiency, the Ordinance delegates specified spending authority to the Standing Committees and the General Manager. Standing Committees may approve purchases over $100,000 up to $200,000, plus a contingency of up to 50%, for a total spending authority of up to $300,000. The General Manager may approve purchases up to $100,000, and approve amendments and change orders within established contingencies. These are the same limits set forth in the current Resolution No. OCSD 07-04. General Manager Policies and Procedures. Under the proposed Ordinance, the General Manager will adopt detailed policies and procedures governing procurement in order to implement the requirements of the Ordinance. PRIOR COMMITTEE/BOARD ACTIONS October 2013 - Board of Directors waived reading of the full text of Ordinance No. OCSD-44, introduced it and read it a first time by title only, approved bringing it back for second reading and adoption at its November 2013 meeting, and directed the Clerk to publish summaries as required by law. Page 2 of 4 October 2013 - Operations Committee and Administration Committee both approved the purchasing ordinance, Ordinance No. OCSD-44 entitled "Establishing Requirements and Procedures for the Purchase of Goods, Services, and Public Works Projects" for first reading at the October 2013 Board meeting. December 2012 - Board of Directors adopted Resolution No. OCSD 12-17, A Resolution of the Board of Directors of the Orange County Sanitation District Amending Section 4.09 Request for Proposal Procedure of Resolution No. OCSD 07-04 to Expand the Request for Proposal Procedure to Include the Purchase of Critical, Routine, or Recurring Goods or Services and to Define Best Value. June 2007 - Board of Directors adopted Resolution No. OCSD 07-13, A Resolution of the Board of Directors of the Orange County Sanitation District Establishing Policy for the Payment of Mandatory and Statutory Fees Greater than the Limits Established in Resolution No. OCSD 07-04 and Future Updates to the Delegation of Authority. February 2007 - Board of Directors adopted Resolution No. OCSD 07-04 Establishing Policies and Procedures for: The Award of Purchase Orders and Contracts; Public Works Project Contracts; Professional Services Contracts; And Delegation of Authority to Implement Said Policies and Procedures. ADDITIONAL INFORMATION Under Government Code Section 54202, the District must adopt policies and procedures governing the purchase of supplies and equipment. Government Code Section 4526 applies to the purchase of professional services from private architects, landscape architects, engineers, environmental professionals, land surveyors, and construction managers. Under Section 4526, the District must select the specified professionals based on demonstrated competence and the professional qualifications necessary for the satisfactory performance of the services required. Section 4526 allows the District to adopt by ordinance procedures ensuring that the specified services are engaged on the basis of demonstrated competence and professional qualifications at fair and reasonable prices. Under Public Contract Code Section 20783, the District must award contracts for public works construction worth more than $35,000 to the lowest responsive, responsible bidder. The Public Contract Code otherwise imposes a variety of requirements on the award of public works construction contracts. CEQA Adoption of the Ordinance is not a "project' subject to CEQA because it constitutes general policy and procedure making that will not result in any physical impact on the environment. Public Resources Code Section 15378. BUDGET/DELEGATION OF AUTHORITY COMPLIANCE N/A Page 3 of 4 ATTACHMENT The following attachment(s)are provided in hard copy and maybe viewed on-line at the OCSD website(wwwocsd.com) with the complete agenda package: • DRAFT Ordinance No. OCSD-44 Establishing Requirements and Procedures for the Purchase of Goods, Services, and Public Works Projects. Page 4 of 4 ORDINANCE NO. OCSD-44 AN ORDINANCE OF THE BOARD OF DIRECTORS OF ORANGE COUNTY SANITATION DISTRICT ESTABLISHING REQUIREMENTS AND PROCEDURES FOR THE PURCHASE OF GOODS, SERVICES, AND PUBLIC WORKS PROJECTS OCSD-44-1 Return to Mende Report Contents Article 1. General Provisions .......................................................................................4 Section 1.01. Purpose and Scope. ...................................................................... 4 Section1.02. Title................................................................................................4 Section 1.03. Definitions......................................................................................4 Section 1.04. Rules and Guidelines.....................................................................4 Section 1.05. Budgeted Funds ............................................................................5 Section 1.06. The Purchasing Manager ..............................................................5 Section 1.07. Exceptions to Competitive Selection.............................................. 5 Section 1.08. Evaluation Committees..................................................................6 Section 1.09. Severability....................................................................................6 Article 2. Goods and Services .....................................................................................6 Section 2.01. Purpose and Scope .......................................................................6 Section 2.02. Selection Process..........................................................................7 Section2.03. Exceptions.....................................................................................7 Article 3. Professional Services...................................................................................9 Section 3.01. Purpose and Scope .......................................................................9 Section 3.02. Selection Process........................................................................ 10 Section 3.03. Exceptions................................................................................... 11 Article 4. Professional Design Services..................................................................... 11 Section 4.01. Purpose and Scope ......................................................................11 Section 4.02. Selection Process........................................................................ 11 Section4.03. Exceptions................................................................................... 15 Article 5. Public Works Projects................................................................................ 15 Section 5.01. Purpose and Scope..................................................................... 15 Section 5.02. Selection Process........................................................................ 16 Section 5.03. Exceptions................................................................................... 19 OCSD-44-2 Article6. Protests ......................................................................................................20 Section 6.01. Solicitation Protests .....................................................................20 Section 6.02. Award Protests ............................................................................21 Section 6.03. Delay in Award.............................................................................21 Section 6.04. Remedies.....................................................................................22 Section 6.05. Public Documents........................................................................22 Article 7. Delegation of Authority to Award Contracts................................................23 Section 7.01. Award Authorization.....................................................................23 Section 7.02. Task Orders.................................................................................24 Section 7.03. Time Extensions to Public Works Projects. .................................24 Article8. Ethics..........................................................................................................24 Section 8.01. Unlawful Consideration Prohibited............................................... 24 Section 8.02. Conflicts of Interest......................................................................25 Article 9. Miscellaneous.............................................................................................25 Section 9.01. Noncompliance............................................................................25 Section 9.02. Effective Date. .............................................................................25 Section 9.03. Repeal of Resolutios No. OCSD 07-04........................................25 Section 10.01. Certification and Publication.............................................. 26 AppendixA Definitions.................................................................................................. 32 OCSD-44-3 Return to Mende Report NOW, THEREFORE, the Board of Directors of the Orange County Sanitation District does hereby ORDAIN: Article 1. General Provisions Section 1.01. Purpose and Scope A. Purpose. This Ordinance is intended to: (1) Comply with certain provisions of state law requiring the District to adopt written purchasing procedures; (2) Ensure that the District complies with state law governing the award of Contracts for Goods, Services, and Public Works Projects; (3) Establish procedures to ensure that the District obtains quality goods and competent services at the best price and/or the best value; (4) Delegate certain spending authority to District employees in the interest of efficient administration; (5) Ensure that purchasing decisions are transparent for the public; and (6) Ensure that Contracts are awarded through a process that is fair to prospective Contractors and in the best interests of the District. B. Scope. This Ordinance governs the purchase of Goods, Services and the award of Contracts for Public Works Projects. Section 1.02. Title This Ordinance may be referred to as the DistricPs "Purchasing Ordinance." Section 1.03. Definitions As used throughout this Ordinance, the terms set forth in Appendix A shall have the meanings as defined therein, unless the context in which they are used clearly requires a different meaning, or a different definition is prescribed for a particular Article or provision. Section 1.04. Rules and Guidelines The General Manager shall implement the requirements of this Ordinance through policies, rules, and guidelines governing the purchase of Goods and Services, and the award of Contracts for Public Works Projects. OCSD-44-4 Section 1.05. Budgeted Funds No Contract for the purchase of Goods, Services, or Public Works Projects shall be awarded unless and until the General Manager identifies funds in the current budget that are allocated to the purchase. Section 1.06. The Purchasing Manager A. Duties. Consistent with the provisions of this Ordinance, the Purchasing Manager shall: (1) Procure, or supervise the procurement of, all Goods, Services, and Public Works Projects purchased by the District; and (2) Supervise and control inventories of supplies and materials. B. Requests for Procurement. When a Department desires to procure Goods and/or Services, the Department Director shall file a written Requisition, in advance, with the Purchasing Manager. The Requisition shall describe the Goods and/or Services to be acquired. Section 1.07. Exceptions to Competitive Selection Depending on the nature of the Contract and/or the circumstances, certain provisions of this Ordinance require that Contracts for Goods and/or Services be awarded based on Competitive Sealed Bids or Competitive Sealed Proposals. This Section 1.07 establishes certain general exceptions to competitive selection requirements for the procurement of Goods and Services. The exceptions set forth in this Section 1.07 do not apply to the award of Contracts for the construction of Public Works Projects. A. Sole Source Procurement. Notwithstanding any other provision of this Ordinance, a Contract for Goods and/or Services may be awarded based on Sole Source Procurement, without soliciting bids or proposals as might otherwise be required, if the General Manager or his designee determines in writing that it is in the best interest of the District to award the Contract because the Goods and/or Services are (1) of a unique nature based on their quality, durability, availability, fitness or qualifications for a particular use; or (2) only available from one source. B. Emergency Procurement. Notwithstanding any other provision of this Ordinance, a Contract for Goods and/or Services may be awarded through Negotiated Procurement, without soliciting bids or proposals as might otherwise be required, if the General Manager or his designee determines in writing that OCSD-44-5 Return to Mende Report the District urgently needs the Goods and/or Services in order to respond effectively to an emergency. For purposes of this Section, emergency procurements are those purchases that are required to prevent immediate interruption or cessation of necessary services or to safeguard life, property, or the public health and welfare. In addition, emergency procurements as used in this Section also include critical time sensitive purchases where time is of the essence, and the District does not have sufficient time to solicit bids or proposals. For emergency procurements greater than $100,000, the General Manager shall obtain the concurrence of the Chair of the District's Board of Directors or, if the Chair is unavailable, the Vice Chair, and such action shall be ratified by the Board of Directors at its next regular meeting. Section 1.08. Evaluation Committees Evaluation committees convened in connection with procurements under this Ordinance shall generally be composed of District employees. In exceptional circumstances, however, the General Manager may appoint one or more persons not employed by the District to an evaluation committee if the General Manager determines that (1) evaluating proposals in connection with a particular procurement requires specialized expertise not available among District employees; (2) the procurement will impact another agency, and that agency desires to place a representative on the evaluation committee; or (3) it is otherwise in the District's interest to do so. Section 1.09. Severability If any provision of this Ordinance or any application thereof to any person or circumstance, is held invalid, such invalidity shall not affect any other provision of this Ordinance or application to any person or circumstance which can be given effect without the invalid provision or application. The provisions of this Ordinance are declared to be severable. Article 2. Goods and Services Section 2.01. Purpose and Scope A. Purpose. California Government Code Sections 54202 et seq. requires the District to adopt written policies and procedures, including bidding requirements, governing the purchase of Goods and Services. This Article is intended to comply with Section 54202. OCSD-44-6 B. Scope. The provisions of this Article 2 apply to Contracts for the purchase of Goods and Services other than Contracts for Professional Services (governed by Article 3), Professional Design Services (governed by Article 4), and Contracts for Public Works Projects (governed by Article 5). Section 2.02. Selection Process A. Subject to the exceptions set forth in Section 2.03, the award of Contracts for the purchase of Goods and Services shall be shall be based on Competitive Sealed Bids. For each procurement, the Purchasing Manager shall: (1) Publish a Notice Inviting Bids that contains (a) a description of the Goods and/or Services required, (b) a description of the selection process, (c) bidder's security requirement, if applicable, (d) performance bond requirements, if applicable, and (a) such provisions, terms, and conditions, consistent with this Ordinance, that the Purchasing Manager determines are necessary, desirable, and/or advantageous to the District; (2) Open the bids publicly at the time and place designated in the Notice Inviting Bids, and record the amount of each bid; and (3) Determine whether the bids are responsive to the Notice Inviting Bids. B. After the bids are opened, one of the following actions may be taken: (1)Award the Contract to the lowest Responsive and Responsible Bidder; (2) Reject any and all bids presented and/or re-advertise the bid; or (3) Declare that the Goods and/or Services may be acquired at a lower cost by negotiation in the open market and authorize the procurement in that manner. C. If two or more Responsible Bidders submit the same lowest bid, the District may, in its discretion, accept either bid or a lower bid, if any, as may be obtained from one of the bidders through negotiation. Section 2.03. Exceptions A. Small Procurements. (1) Procurements of $5,000 or Less. Contracts subject to this Article 2 with an estimated value of $5,000 or less may be awarded without Competitive Sealed Bids if the Purchasing Manager determines that a OCSD-44-7 Return to Mende Report Competitive Sealed Bids process would not result in a lower overall cost to the District. (2) Procurements of$50,000 or Less. Contracts subject to this Article 2 with an estimated value of $50,000 or less may be awarded by (a) soliciting at least three bids from identified vendors, and (b) awarding the Contract to the lowest Responsive and Responsible Bidder. If the Purchasing Manager cannot obtain at least three bids, the Contract may be awarded to the lowest Responsive and Responsible Bidder as long as the Purchasing Manager determines that the bid amount is fair and reasonable. (3) Piecemealing Prohibited. Procurements shall not be artificially divided into different individual Contracts so as to keep each Contract amount below one of the monetary thresholds set forth in this Part A. B. Cooperative Purchases. When another public agency or government purchasing cooperative organization has awarded a Contract for Goods and/or Services based on Competitive Sealed Bids or Competitive Sealed Proposals, and the agency or organization followed a process substantially similar to the process described in Section 2.02, the District may acquire Goods and/or Services under that Contract without obtaining Competitive Sealed Bids or Competitive Sealed Proposals. The District may enter into Contracts with other public agencies, government purchasing cooperative organizations within the United States, and/or Contractors for this purpose. C. Multi-Step Sealed Bidding. If the Purchasing Manager determines that it is impractical to initially prepare a description to support an award based on price, a process involving multi-step sealed bids may be utilized. The multi-step sealed bidding process involves (1) issuing an Invitation for Bids requesting the submission of un-priced offers; and (2) issuing a subsequent Invitation for Bids for priced offers from those vendors whose initial un-priced offers were deemed qualified under the criteria set forth in the initial Invitation for Bids. Award under this process shall be based on the lowest Responsive and Responsible Bidder. D. Competitive Sealed Proposals. If the Purchasing Manager determines in writing that the Competitive Sealed Bids procedure is not practical and/or not advantageous for the District in a particular case, one or more Contracts subject to this Article may be awarded based on Competitive Sealed Proposals. The Competitive Sealed Proposals process may be used (1) for Goods and/or Services that prove difficult to quantify or describe, where proposers are provided the opportunity to offer different approaches or solutions; and/or(2)for critical, routine or recurring goods or services that require consideration of the OCSD-44-8 broadest possible range of competing services, products and materials available, fitness of purpose, performance reliability, standardization, life cycle costs, delivery timetables, reliable supply, support logistics, diversification of available sources and/or other similar factors in addition to the price in the award of these contracts. Award under this process shall be based upon criteria that provide the best value for the District, wherein best value is not solely determined by price. E. Critical Time-Sensitive Procurements. The Purchasing Manager may purchase Goods and/or Services through Negotiated Procurement if the Purchasing Manager determines in writing that time is of the essence in the purchase of the Goods and/or Services. For critical time-sensitive procurements valued at more than $100,000, the General Manager shall obtain the concurrence of the Chair of the District's Board of Directors or, if the Chair is unavailable, the Vice Chair. F. Renewals. The Purchasing Manager may exercise any options to renew as may be included in existing Contracts without observing the bidding procedures prescribed in Section 2.02. G. Sole Source and Emergency Procurements. A Contract for the purchase of Goods and/or Services may be awarded without soliciting competitive bids if any of the exceptions set forth in Section 1.07 apply. Article 3. Professional Services Section 3.01. Purpose and Scope A. Purpose. This Article 3 is intended to ensure that the District retains Professional Services at fair and reasonable prices based on demonstrated competence and the professional qualifications necessary for the satisfactory performance of the services required. B. Scope. The provisions of this Article 3 apply to the award of Contracts for Professional Services and incidental services that members of a Professional Service firm, and those in their employ, may logically perform. The provisions of this Article 3 do not apply to the award of Contracts for Professional Design Services (governed by Article 4). OCSD-44-9 Return to Mende Report Section 3.02. Selection Process Contracts for Professional Services shall be awarded pursuant to the following procedures: A. Reauest for Proposals. The Purchasing Manager shall prepare a Request for Proposals in consultation with the Director of the Department requesting the Procurement. The Purchasing Manager, with the concurrence of the Director of the Department requesting the Procurement, may select a limited number of Professional Service firms to receive the Request for Proposals. The Purchasing Manager may issue a Request for Qualifications to prospective Contractors as a means of identifying prospective recipients. The Purchasing Manager may publish notice of the Request for Proposals or Request for Qualifications. B. Evaluation and Ranking of Proposals. All responsive proposals shall be evaluated and ranked, from most qualified to least qualified, based on each firm's demonstrated competence and professional qualifications necessary for the satisfactory performance of the services required. The Purchasing Manager may establish a committee to conduct the evaluation. The Purchasing Manager or evaluation committee, if any, may discuss each proposal with its author to seek clarification or otherwise obtain relevant information. C. Negotiation of Contract. The Purchasing Manager shall negotiate a Contract with the firm deemed to be most qualified at a price that the Purchasing Manager, with the concurrence of the Director of the Department requesting the Procurement, deems to be fair and reasonable. If the Purchasing Manager is unable to negotiate a satisfactory Contract with the firm deemed to be most qualified, the Purchasing Manager shall terminate negotiations with that firm and negotiate with the firm deemed to be second most qualified. If those negotiations fail, the Purchasing Manager shall negotiate with the third most qualified firm, and so on, until an agreement is reached. If the Purchasing Manager determines that it is in the best interest of the District to enter into Contracts with two or more firms, the Purchasing Manager shall negotiate with the desired number of firms starting with the most qualified. The Purchasing Manager shall proceed down the list from most to least qualified until he or she has concluded negotiations with the desired number of firms at fair and reasonable prices. D. The District may, in its sole discretion, reject all proposals. OCSD-44-10 Section 3.03. Exceptions A. Sole Source and Emergency Procurements. A Contract for Professional Services may be awarded without soliciting Competitive Sealed Proposals if the Purchasing Manager makes one of the determinations set forth in Section 1.07. B. Contractors Reporting to the Board. The provisions of this Article 3 shall not apply to the retention of Professional Service firms or individuals that are selected by the Board and report directly to the Board. For such Contracts, the Board shall determine the method of selection, consistent with the requirements of applicable law. Article 4. Professional Design Services Section 4.01. Purpose and Scope A. Purpose. This Article 4 is intended to ensure that the District retains Professional Design Services at fair and reasonable prices based on demonstrated competence and the professional qualifications necessary for the satisfactory performance of the services required. B. Scope. This Article 4 applies to the selection of Contractors for Professional Design Services. Section 4.02. Selection Process A. Competitive Selection. All Contracts estimated to be greater than $100,000 shall be awarded based on Competitive Sealed Proposals. All Professional Design Services with an estimated value of $100,000 or less shall have a separate selection process based upon a master contract procedure whereby the District shall solicit Competitive Sealed Proposals and award one or more master contracts not to exceed $250,000 per year. B. Contracts Greater Than $100,000 The requirements set forth in this Section 4.02, subsection B shall apply to the purchase of Professional Design Services estimated to cost more than $100,000. (1) Each Director of a Department that utilizes Professional Design Services shall file annually with the Purchasing Manager a list of specific OCSD-44-11 Return to Mende Report disciplines for which Professional Design Service may be required. The Purchasing Manager may from time to time prepare and distribute a Request for Qualifications for each professional discipline or project design service required by the District subject to this Part B. For each Request for Qualifications issued, the Purchasing Manager shall evaluate the responses, identify qualified firms, and maintain the responses of the qualified firms on file to be used in the Request for Proposals process described below. (2) Reguest for Proposals. The Purchasing Manager, in consultation with the Director of Engineering, shall issue a Request for Proposals for each Professional Design Service requested. (3) Content of Request for Proposals. Each Request for Proposals shall describe the Professional Design Services required and the selection process. Each Request for Proposals shall also set forth such provisions, terms, and conditions, consistent with this Ordinance, that the Purchasing Manager, in consultation with the Director of Engineering, determines are necessary, desirable, and/or advantageous to the District. Each Request for Proposals shall require that proposals contain, at a minimum, the following information: (a)The firm's qualifications for performing the proposed work. (b)The firm's relevant experience and performance on similar projects. (c) A fee proposal, based on the method of compensation specified in the Request for Proposal, and an estimate of total fees. Commonly used methods of compensation for Professional Design Service Contracts include (i) cost plus fixed fee with a maximum amount; (ii) per diem rate(s) with a maximum amount; (iii) a lump sum (fixed) fee; and (iv) cost of time and materials. (d)The firm's ability to complete the work within the time allotted. (a)The personnel that will be assigned to the project. (f) The estimated number of hours that each member of the team will spend on the project. (g) A statement that the firm's engagement for the project would not create a conflict of interest. (h)Any other information required to properly evaluate the firm's qualifications and experience with similar projects. OCSD-44-12 (i) Proposals for construction management services shall demonstrate that the designated personnel have expertise and experience in construction project design review and evaluation, construction mobilization and supervision, bid evaluation, project scheduling, cost- benefit analysis, claims review and negotiation, and general management and administration of a construction project. (4) Publication of Request for Proposals. The District shall publicize each Request for Proposals by two or more of the following methods: (a)Advertising in print or electronic media; and/or (b) Mailing the Request for Proposals to each Contractor who has submitted a Statement of Qualifications; and/or (c) Mailing the Request for Proposals to each vendor registered in the applicable category, based on the services identified in the Request for Proposals, in the District's on-line vendor database; and/or Multiple projects may be bundled into one Request for Proposals such that multiple Contract awards may result from one Request for Proposals and selection may be based upon specialized services. (5) Staff Evaluation Committee. The Purchasing Manager shall convene an evaluation committee to evaluate the proposals. (a) Management and Composition. The Purchasing Manager shall serve as chair of the evaluation committee. The Director of Engineering shall appoint the other members of the committee. (b) Ranking of Firms. All proposals shall be evaluated and ranked, from most qualified to least qualified, based on each firm's demonstrated competence and professional qualifications necessary for the satisfactory performance of the services required. (c) Interviews. At its discretion, the evaluation committee may interview one or more of the firms that have submitted proposals. (d) Report. The evaluation committee shall prepare a written report for the Purchasing Manager and the Director of Engineering setting forth, at a minimum, the ranking of firms from most qualified to least qualified. (6) Negotiations. The Purchasing Manager and the Director of Engineering shall negotiate a Contract with the firm that the evaluation committee deems to be most qualified, and otherwise follow the process set forth in Section 3.02.C. The Director of Engineering shall make a written determination that the negotiated fee is fair and reasonable. OCSD44-13 Return to Mende Report C. Contracts Less Than or Equal to $100,000. The requirements set forth in this Section 4.02, subsection C, shall apply to the purchase of Professional Design Services estimated to cost less than or equal to $100,000 for each individual project. (1) Reguest for Qualifications. At least once every three years, the Purchasing Manager shall prepare and distribute a Request for Qualifications for each professional discipline or project design service required by the District subject to this Part C. Each Request for Qualifications shall describe the selection criteria that will be used to determine whether firms are eligible for the prequalified list. The Request for Qualifications shall require the following information, at a minimum, from proposers: (a)The firm's demonstrated competence and specialized expertise necessary to perform the type of services needed; (b)The education, experience, training, and skills of the key personnel that will perform and manage the work for the District; (c) The firm's capacity and resources to deliver the services required within the specified period of time, including but not limited to a sufficient number of qualified staff, computer hardware, computer software, special equipment and facilities as applicable; and (d)The proximity of the firm's office(s) to the District, the specific location of key personnel, and the firm's experience and familiarity with the operation of local government. (2) Evaluation Committee. The Purchasing Manager shall convene an evaluation committee to evaluate the responses to each Request for Qualifications. The Purchasing Manager shall chair the committee, and the Director of Engineering shall appoint the remaining members. Each evaluation committee shall determine whether each fine has the demonstrated competence and professional qualifications necessary for the satisfactory performance of the services required. (3) Lists. Based on the recommendations of the evaluation committee, with the concurrence of the Director of Engineering, the Purchasing Manager shall establish a list of at least five prequalified Contractors within each discipline. Each list shall be used for a maximum of three years. No later than three years after establishing a prequalified list for each discipline, the Purchasing Manager shall issue a new Request for Qualifications and establish a new list. OCSD44-14 (4) Master Contract. Master Contracts with firms on the prequalified list shall be awarded by the Board of Directors in an amount not to exceed $250,000 per year. The original term of such Contracts shall be for one (1) year, with an option to extend each Contract for up to two (2) additional one (1) year renewal periods. (5) Task Orders. The Director of Engineering shall notify the Purchasing Manager when Professional Design Services subject to this Part C are required for a project. Proposals shall be solicited from at least two firms on the prequalified list and one of the firms shall be selected pursuant to the process set forth in Section 3.02. In determining which firms will be invited to submit proposals, the Purchasing Manager shall follow the selection or rotation process, if any, set forth in the Request for Qualifications, subject to the best interests of the District in any particular case. Individual Task Orders in an amount not to exceed $100,000 will be awarded for each project. Section 4.03. Exceptions A. Sole Source and Emergency Procurements. Contracts for Professional Design Services may be awarded without soliciting Competitive Sealed Proposals if the Purchasing Manager makes one of the determinations set forth in Section 1.07. B. Continuation of Services. A new contract for additional services related to work already performed under an existing Contract for Professional Design Services may be awarded without observing the bidding procedures prescribed in Section 4.02.13 or Section 4.02.C, as applicable. In connection with any such new contract, the Director of Engineering shall determine in writing that (1) it is in the District's best interests to have the original firm perform additional, related services, and (2) the negotiated price is fair and reasonable. Article 5. Public Works Projects Section 5.01. Purpose and Scope A. Purpose. This Article 5 is intended to implement state statutes that govern the District's award of construction Contracts for Public Works Projects. B. Scope. This Article 5 applies to the District's award of Contracts for the construction of Public Works Projects exceeding thirty-five thousand dollars ($35,000) pursuant to Public Contract Code section 20783. OCSD-44-15 Return to Mende Report Section 5.02. Selection Process A. Design-Bid-Build (1) Competitive Sealed Bids. For projects subject to Public Contracts Code section 20783, the District shall select firms for Public Works Projects pursuant to the process described in this Section 5.02A. (a) Notice Inviting Bids. For each prospective Contract, the Purchasing Manager shall publish a Notice Inviting Bids as required by Public Contract Code Section 20783. (i) Manner of Publication. Each Notice Inviting Bids shall be published in a newspaper of general circulation, on industry bulletin boards, and/or on the District's website at least ten (10) days before the date for the opening of bids consistent with the requirements set forth in Public Contracts Code section 20783. (ii) Contents. Each Notice Inviting Bids shall: 1. Establish a deadline for the receipt of bids that is at least ten (10) calendar days after the first publication of the Notice Inviting Bids; 2. Provide that the District, in its sole discretion, may reject any and all bids; 3. Set forth a procedure that shall be followed in the event of a tie between the lowest Responsive and Responsible bidders; 4. Require bidders to post a bidder's security; 5. State that if a Contract is awarded to the bidder, a payment bond is required pursuant to Civil Code section 9550; 6. Contain detailed plans and specifications for the project. Subject to the exceptions set forth in Section 5.03.6, the specifications shall not call for a designated material, product, thing, or service by specific brand or trade name unless the District complies with the requirements under California Public Contract Code section 3400 at seq.; and OCSD44-16 7. Contain whatever provisions, consistent with this Ordinance, the Purchasing Manager determines are necessary, desirable, and/or advantageous to the District. (b) Bid Opening. The Purchasing Manager shall open the bids publicly in the presence of one or more witnesses at the time and place designated in the Notice Inviting Bids. The Purchasing Manager shall record the amount of each bid together with the name of each bidder. This record, and each bid, shall be considered public records and shall be available to the public at the point in time specified in the Notice Inviting Bids and consistent with the Public Records Act. (c) Refection of Bids. The District may reject all bids received for a particular project and: (1) Re-advertise for bids; or (ii) Authorize construction of the project through a Negotiated Procurement of day labor and/or materials or supplies, if the Board adopts a resolution by a four-fifths vote declaring that (i) the work can be performed more economically by day labor, and/or (ii) the materials or supplies can be obtained at a lower price in the open market. (d) No Bids. If the District does not receive any bids for a particular project, the District's Board of Directors may authorize the Purchasing Manager to conduct a Negotiated Procurement, and present his or her recommendation to the Board for approval. (a)Award to Lowest Responsive and Responsible Bidder. Unless the District rejects all bids, the Contract shall be awarded to the lowest Responsive and Responsible Bidder. If two or more Responsible Bidders submit the same lowest bid, the District may, in its discretion, accept either bid or a lower bid, if any, as may be obtained from one of the lowest bidders through negotiation. If the lowest Responsive and Responsible Bidder refuses to enter into a Contract, then the lowest Responsive and Responsible Bidder shall forfeit its bidder's security, and the Contract shall be awarded to the next lowest Responsive and Responsible Bidder. B. Design-Build. As may be authorized by the Public Contract Code or other statute, the District may utilize a design-build selection process for the award of Public Works Contracts. OCSD-44-17 Return to Mende Report C. Pregualification. The Purchasing Manager may limit the field of prospective bidders for Public Works Contracts by prequalifying Contractors pursuant to California Public Contract Code Section 20101 and the requirements of this Subsection C. Prequalification shall only be required when the Purchasing Manager or the Director of Engineering determines that prequalification is necessary or desirable. The Purchasing Manager may (i) prequalify a list of Contractors for the right to bid on any specific Public Works Project, and/or (ii) prequalify lists of Contractors for the right to bid on unspecified projects of a certain type or size pursuant to Public Contracts Code Section 20101(c). If the Purchasing Manager elects to prequalify lists of Contractors for the right to bid on unspecified projects of a certain type or size, he or she shall conduct a prequalification process quarterly, and all qualifications shall be valid for one year. For each prequalified list of either type, the Purchasing Manager shall evaluate and prequalify Contractors pursuant to the following procedures: (1) Questionnaires and Rating Criteria. The Purchasing Manager shall develop a questionnaire and rating criteria for each prequalification. All criteria shall be relevant and objective. The Purchasing Manager may rely on the Department of Industrial Relations model guidelines, questionnaires, and forms, and/or establish additional or modified criteria. (2) Statements of Qualifications. The Purchasing Manager shall solicit Statements of Qualifications from prospective bidders. (3) Evaluation Committee. The Purchasing Manager shall convene an evaluation committee to evaluate each Statement of Qualifications. The Purchasing Manager shall chair the committee, and the Director of Engineering shall appoint the remaining committee members. The evaluation committee shall review each Statement of Qualifications, rate the Contractors according to their qualifications and objective criteria, and determine which Contractors are qualified and which Contractors are not qualified. (4) Notice of Determination. When the evaluation committee completes its review, the Purchasing Manager shall send each Contractor written notice of the committee's determinations regarding that Contractor. If the evaluation committee determines that a Contractor is not qualified, the written notice shall also set forth the basis for that determination and any relevant supporting evidence that the evaluation committee considered. OCSD-44-18 (5)Appeal Process. (a) Notice of Appeal. Any Contractor may appeal to the General Manager any determination of the evaluation committee, including any rating assigned to the Contractor and any decision to disqualify the Contractor, by filing a written notice of appeal within seven (7) working days after the Purchasing Manager mails the notice described in Section 5.02, subsection C (4). (b) Hearing. Within five working days of the receipt of an appeal, the General Manager, or a designee of the General Manager who has not been involved in the evaluation of qualifications of Contractors for the project, shall conduct a hearing on the appeal. During the hearing, the affected Contractor or subcontractor shall have the opportunity to rebut any evidence used as a basis for disqualification and to present evidence to the General Manager or the General Manager's designee as to why the prospective bidder should be found qualified. (c) Decision. Within five working days of the conclusion of the hearing, the General Manager or the General Manager's designee shall issue a written decision on the appeal. The decision of the General Manager or the General Manager's designee shall be final. Section 5.03. Exceptions A. Emergencies and Calamities. (1) The provisions of this Section A apply in the event of an emergency or calamity involving a sudden, unexpected occurrence that poses a clear and imminent danger requiring immediate action to prevent or mitigate the loss or impairment of life, health, property, or essential public services. In the event of such an emergency or calamity, the District may, through Negotiated Procurement, award Contracts to repair or replace facilities, take any directly related and immediate action required by the emergency or calamity, and procure the necessary equipment, services, and supplies for those purposes. (2) The General Manager may take the actions described in (1), with the concurrence of the Chair of the Board of Directors and/or the Vice Chair, without obtaining prior approval of the District's Board of Directors. In taking any such action, the General Manager shall follow the procedures set forth in Public Contracts Code Section 22050. (3) In the alternative, the District's Board of Directors may, by resolution adopted by a four-fifths vote, take the actions described in Subsection OCSD-44-19 Return to Mende Report (1). In taking any such action, the District shall follow the procedures set forth in Public Contracts Code 22050. B. Specification of Brand or Trade Name. Notwithstanding Section 5.02.A(1)(a)(ii)6, the specifications for a Public Works Contract may call for a designated material, product, thing, or service by specific brand or trade name without inserting the words "or equal" if the District complies with the requirements of the California Public Contract Code section 3400 et seq. The General Manager is authorized to make the findings required under California Public Contract Code section 3400 et seq. The Notice Inviting Bids or Request for Proposals shall state that a particular material, product, thing, or service is necessary or desirable for any of the following purposes: (1) In order that a field test or experiment may be made to determine the product's suitability for future use; (2) In order to match other products in use on a particular public improvement either completed or in the course of completion; (3) In order to obtain a necessary item that is only available from one source; (4) In order to respond to an emergency declared by the District, but only if the declaration is approved by a four-fifths vote of the District's Board of Directors; or (5) In order to respond to an emergency declared by the state, a state agency, or political subdivision of the state, but only if the facts setting forth the reasons for the finding of the emergency are contained in the public records of the District. Article 6. Protests The District shall afford Interested Parties an opportunity to protest the solicitation of bids and proposals and the award of contracts as set forth in this Article 6. The General Manager shall adopt detailed protest procedures consistent with this Article 6. The protest procedures governing any particular procurement shall be set forth in the Notice Inviting Bids or the Request for Proposals, as applicable. Section 6.01. Solicitation Protests A. Interested Parties may file a Solicitation Protest Statement with the Purchasing Manager on the grounds that a free and open competition has not taken place, or cannot take place, and/or that a particular specification or requirement is impractical, unduly restrictive, or ambiguous. Each Notice Inviting Bids and OCSD-44-20 Request for Proposals shall identify the date and time that the Solicitation Protest Statement is due, the information required to be included in the Solicitation Protest Statement, the evaluation process, and the types of remedies available. B. The Purchasing Manager shall evaluate each Solicitation Protest Statement and determine what actions, if any, will be taken to remedy any deficiency. The decision of the Purchasing Manager shall be final. Section 6.02. Award Protests A. In connection with any competitive selection process, any Interested Party may file an Award Protest Statement with the Purchasing Manager on the ground that a free and open competition has not taken place in connection with the award recommendation. The Purchasing Manager shall not, however, consider any protest based on a finding that a bid or proposal is not responsive. B. Each Notice Inviting Bids and Request for Proposals shall identify the deadline for Award Protest Statements and describe the information required to be included in any Award Protest Statement, the evaluation process, the appeal process, and the types of remedies available. C. The Purchasing Manager shall evaluate each Award Protest Statement and determine what actions, if any, will be taken to remedy any deficiency. D. The Purchasing Manager's decision on an Award Protest Statement may be appealed to the Director of Finance and Administrative Services and the Director of the Department requesting the Goods or Services. The Director of Finance and Administrative Services and the Director of the Department requesting the Goods or Services shall evaluate each Award Protest Statement and determine whether to uphold or reject the Purchasing Manager's determination. For Contracts to be awarded by District staff, the decision of the Director of Finance and the Director of the Department requesting the Goods or Services shall be final. For Contracts to be awarded by the Board of Directors, the Board may consider any Award Protest Statements in connection with its consideration of the Contract. Section 6.03. Delay in Award A. Execution of any proposed contract shall be delayed pending resolution of any protests unless one or more of the following conditions is present: (1) The items or services being procured are urgently required; OCSD-44-21 Return to Mende Report (2) Delivery or performance will be unduly delayed by failure to make an award promptly; or (3) Failure to make prompt award will otherwise cause undue harm to the District. Section 6.04. Remedies A. If the final decision maker determines that the award or proposed award was not made in accordance with applicable statutes, regulations, policies and/or procedure, the District, in its sole discretion, may grant any of the following remedies or any other remedy it deems appropriate: (1) Prior to award, the District may issue a new solicitation, make a new selection/award recommendation, or award a contract consistent with applicable statutes, regulations, policies and procedures; (2) Take no further action; or (3) Take any other action that is permitted by law to promote compliance with applicable statutes, regulations, policies and/or procedure. B. In determining the appropriate remedy, if any, the District shall consider all the circumstances surrounding the Notice Inviting Bids or Requests for Proposal and/or award, including, but not limited to: (1) The seriousness of any deficiency found to exist in the contracting process; (2) The effect of the action on the competitive process; (3)Any urgency surrounding the contract requirement; and (4) The effect that implementing the remedy will have on the District. C. Nothing contained herein shall be construed to act as a limitation on the Districts choice of remedies or confer any right upon any Interested Party or affected party to a remedy. Section 6.05. Public Documents Solicitation Protest Statements and Award Protest Statements are public documents. The District will notify the affected parties when a protest has been submitted, and will provide copies of the Protest Statements to the affected parties upon written request. OCSD-44-22 Article 7. Delegation of Authority to Award Contracts This Article 7 applies to all Contracts for Goods, Services, and Public Works Projects entered into by the District. Section 7.01. Award Authorization A. Delegation by General Manager. The General Manager shall establish written procedures governing the delegation of authority to award and execute Contracts consistent with this Ordinance. Upon delegation of authority by the General Manager, each Department Head may further delegate authority to initiate a written Requisition consistent with the General Manager's written procedures. B. Original Contracts and Contingencies. The Board of Directors hereby delegates the authority to award Contracts within specified limits as follows: Delegated Authority Authorized Action General Manager/ Authorization to approve and execute Contracts for Assistant General budgeted procurements up to $100,000, including any Manager contingency. All procurements over $50,000 are to be reported to the Board of Directors on a quarterly basis. Standing Committees Authorization to approve procurements over $100,000 up to $200,000, plus a contingency of up to 50%, for a total spending authority of up to $300,000 for each Contract. All original Contracts for procurements that exceed these limits shall be approved by the Board of Directors. C. Amendments and Change Orders. The Board of Directors hereby delegates the authority to approve of Amendments and Change Orders in any amount as follows: Delegated Authority Authorized Action General Manager/ Authorization to approve and execute Amendments Assistant General and Change Orders as long as (1) the Amendment or Manager Change Order is recommended by the applicable Department Director, and (2) the Amendment or OCSD-44-23 Return to Mende Report Change Order amount is within the approved contingency. Authorization to approve and execute Amendments to chemical Contracts, unless the Contract unit price has been changed from the original amount approved by the Districfs Board of Directors. Unit price increases in chemical Contracts require Board of Directors approval. Section 7.02. Task Orders The Board of Directors hereby delegates the authority to award Task Orders within specified limits as follows: Delegated Authority Authorized Action General Manager/ Authorization to approve, upon the recommendation of Assistant General the Department Director, and execute Task Orders Manager and/or Amendments to the Task Orders provided the cumulative total of the Task Order and Amendments thereto do not exceed $100,000. Standing Committees Authorization to approve, upon the recommendation of the General Manager/Assistant General Manager, Task Orders and/or Amendments to the Task Orders provided the cumulative total of the Task Order and Amendments do not exceed $200,000 All Task Orders that exceed these limits shall be approved by the Board of Directors. Section 7.03. Time Extensions to Public Works Projects The General Manager may approve and execute Change Orders for Public Works Project Contract time extensions that do not involve any increase in compensation over the approved Contingency. Article 8. Ethics Section 8.01. Unlawful Consideration Prohibited District Officials shall neither solicit nor receive bribes, rebates, kickbacks, and/or any other unlawful consideration from any contracting party, or any party seeking a Contract with the District, in exchange for favorable treatment or any other action. OCSD-44-24 Section 8.02. Conflicts of Interest A. Compliance with the Political Reform Act. District Officials shall not make any Contracts, participate in the making of any Contracts, or in any way attempt to use their official positions to influence any decision on any Contracts, in violation of Government Code Sections 87100 et seq. B. Compliance with Government Code S 1090. Without limiting the requirements of Part A above, no District Official shall make any Contract, participate in the making of any Contract, or in any way attempt to use his or her official position to influence any decision on a Contract, in violation of California Government Code Section 1090. C. Requirements Applicable to Consultants. Consultants designated by the District's Conflict of Interest Code shall comply in all respects with Government Code Section 87100 at seq., and it's implementing regulations. Article 9. Miscellaneous Section 9.01. Noncompliance Any Contract entered into which fails in any respect to comply with the provisions of this Ordinance may be voided by the Board of Directors in its sole and absolute discretion. Any employee who willfully and knowingly violates any provision of this Ordinance may be subject to disciplinary action. Section 9.02. Effective Date This Ordinance No. OCSD-44 shall take effect January 1, 2014, upon adoption by the Board of Directors. Section 9.03. Repeal of Resolution No. OCSD 07-04, OCSD 07-13 & OCSD 12-17 Resolution No. OCSD 07-04, entitled "A Resolution of the Board of Directors of the Orange County Sanitation Establishing policies and procedures for: The award of purchase orders and contracts; public works project contracts; professional services contracts; and delegation of authority to implement said policies and procedures" is hereby repealed in its entirety. Resolution No. OCSD 07-13, entitled "A Resolution of the Board of Directors of the Orange County Sanitation District Establishing Policy OCSD-44-25 Return to Mende Report for the payment of mandatory and statutory fees greater than the limits established in Resolution No. OCSD 07-04 and future updates to the Delegation of Authority' is hereby repealed in its entirety. Resolution No. OCSD 12-17, entitled "A Resolution of the Board of Directors of the Orange County Sanitation District amending Section 4.09 request for proposal procedure of Resolution No. OCSD 07-04 to expand the request for proposal procedure to include the purchase of critical, routine, or recurring goods or services and to define best value" is hereby repealed in its entirety. Section 10.01. Certification and Publication. The Clerk of the Board shall certify to the adoption of this Ordinance, and shall cause a summary to be published in a newspaper of general circulation within 15 days as required by law. OCSD-44-26 Appendix A Definitions A. Amendment means a properly executed written agreement entered into and between the District and the Contractor, or issued by the District, covering modifications to the original Contract and which may result in adjustments to provisions of the Contract, including, but not limited to, terms, scope of work, compensation, and/or period of performance. B. Award Protest Statement shall mean a written objection to the award recommendation prior to final action to award the contract, which shall be submitted after receipt of bids, but before award of a contract, as specified herein. C. Best value means the overall combination of quality, price, and other elements of a proposal/bid (or combination of several proposals/bids) that, when considered together, provide the greatest overall benefit in response to the requirements described in the solicitation documents. D. Change Order means a properly executed written agreement entered into and between the District and the Contractor, or unilaterally issued by the District, covering modifications to the original Contract, and which may result in adjustments to the provisions of the Contract, including, but not limited to, terms, scope of work, cost and/or period of performance. E. Competitive Sealed Bids means a selection process whereby prospective Contractors submit sealed bids and the Contract is awarded to the lowest Responsive and Responsible Bidder. F. Competitive Sealed Proposals means a selection process whereby prospective Contractors submit sealed proposals and the Contract is awarded to the proposal that best meets the criteria specified in the Request for Proposals. G. Contingency means an amount above the original Contract price, as awarded by the delegated authority, established at the time of Contract award, as may be amended thereafter, to be used for Contract changes. H. Contract means any type of agreement for the purchase of Goods, Services, and/or Public Works Projects. Contracts may be labeled in various different ways, including, but not limited to, 'contract," "agreement," "purchase order," and "task order." OCSD-44-27 Return to Mende Report I. Contractor means any person or entity that has a Contract with the District. J. Department means one of the District's designated departments. K. Design-Bid-Build means a selection process for the award of Public Works Contracts involving three basic steps: (1) the District hires a design professional to prepare detailed plans and specifications or the District prepares detailed plans and specifications; (2) the District solicits bids from construction firms based on the detailed plans and specifications; and (3) the District awards the Contract to the lowest Responsive and Responsible Bidder. L. Design-Build means a selection process for the award of Public Works Contracts involving two basic steps: (1) the agency solicits proposals from pre-qualified firms to design and construct a project; and (2) depending on the award criteria set forth in the Request for Proposals, the agency awards the Contract to either (a) the lowest Responsive and Responsible Bidder, or(b) the proposal that presents the "best value" M. Director means a director of one of the District's designated departments, or his or her designee(s). N. Director of Engineering means the District's Director of Engineering or his or her designee(s). O. District means the Orange County Sanitation District. P. District Board or Board means the Board of Directors of the Orange County Sanitation District. Q. District Official means any member of the District's Board of Directors, any District employee, and any District consultant that is designated under the District's Conflict of Interest Code. R. General Manager means the General Manager of the District, or his or her designee(s). S. Goods means fixed, movable, disposable, and/or reusable products, commodities, equipment, materials, supplies or items used by the District, and excludes land or any interest in real property. OCSD-44-28 T. Interested Pa rtv shall mean all bidders or proposers, and prospective bidders or proposers, on procurement. U. Mailing means transmission by United States Postal Service, electronic mail, or facsimile. V. Negotiated Procurement means a selection process whereby the Purchasing Manager identifies one or more prospective Contractors of his or her choice, negotiates with one or more of them, and awards the Contract to one of them based on the best interest of the District. W. Notice Inviting Bids/Invitation for Bids means all documents, whether attached or incorporated by reference, utilized for soliciting bids. X. Procurement means buying, purchasing, renting, leasing, or otherwise acquiring any goods, services, construction, construction services, or professional services. It also includes all functions that pertain to the obtaining of any goods, services, or construction, including description of requirements, election and solicitation of sources, preparation and award of contract, and all phases of contract administration. Y. Professional Services means (i) services provided by professionals that involve specialized judgment, skill, and expertise, and (ii) incidental services that professionals, and those in their employ, may logically or justifiably perform. Professional Services include, but are not limited to, services provided by engineering, architectural, environmental, land surveying, construction management, accounting, financial, information technology, human resources consultation and advocacy, legislative advocacy, and scientific research/consulting firms. Z. Professional Design Services means engineering, architectural, environmental, land surveying, construction management, and similar Professional Services retained by the District in connection with, but not limited to, construction, alteration, and/or repair projects. AA. Public Works/Public Works Project means a project involving the construction, erection, or alteration of any type of structure, building, or improvement other than sewerage maintenance or repair projects. BB. Purchasing Manager means the District's Contracts, Purchasing and Materials Management Manager, or his or her designee(s). OCSD-44-29 CC. Reguest for Proposals means all documents, whether attached or incorporated by reference, utilized for soliciting proposals. DD. Reguest for Qualifications means a request for detailed information concerning the qualifications of prospective Contractors. EE. Reauisition means an approved written document making a request for Goods and Services FF. Responsible Bidder means a bidder who has demonstrated the attribute of trustworthiness, as well as quality, fitness, capacity, and experience to satisfactorily perform the requested services or project. GG. Responsive Bidder/Proposer means a bidder/proposer who has submitted a bid/proposal which conforms in all material respects to the Notice Inviting Bids/Invitation for Bids/Request for Proposals. HH. Services means the furnishing of labor, time, or effort by a Contractor. Services include both general services Qanitorial, landscape, repair, maintenance, etc.) and professional services, unless otherwise specified. II. Sealed (Bids or Proposals) means the submittal of bids or proposals, either in paper or electronic format, whereby the bid or proposal documents are opened at a specific time and not before. JJ. Sole Source Procurement means the acquisition of Goods and/or Services from a single source. KK. Solicitation Protest Statement shall mean a written objection during the solicitation phase of the procurement, which shall be submitted prior to the bid due date as specified herein. LL. Standing Committee means one of the permanent committees designated by the Board of Directors as "Standing Committees." MM. Task Order means a written document pursuant to a Contract issued by the Purchasing Manager which provides for the issuance of orders, containing a defined budget, scope of services, and schedule, and authorizes a Contractor to incur a specified amount for the performance of tasks. OCSD-44-30 PASSED AND ADOPTED by a majority of the Board of Directors of the Orange County Sanitation District at a Regular Meeting held November 20, 2013. Troy Edgar Chairman of the Board of Directors Orange County Sanitation District ATTEST: Maria E. Ayala Clerk of the Board Orange County Sanitation District APPROVED AS TO FORM: Bradley R. Hogin, General Counsel OCSD-44-31 STATE OF CALIFORNIA) )SS. COUNTY OF ORANGE ) I, MARIA E. AYALA, Clerk of the Board of Directors of Orange County Sanitation District, do hereby certify that the above and foregoing Ordinance No. OCSD-44 was introduced for first reading at a regular meeting of said Board on the 23r° day of October, 2013, and passed and adopted at a regular meeting of said Board on the 2& day of November, 2013, by the following vote, to wit: AYES: NOES: ABSTENTIONS: ABSENT: IN WITNESS WHEREOF, I have hereunto set my hand this 20� day of November, 2013. Maria E. Ayala Clerk of the Board Orange County Sanitation District OCSD-44-32 ITEM NO. 19A MINUTES LEGISLATIVE AND PUBLIC AFFAIRS SPECIAL COMMITTEE MEETING Orange County Sanitation District The Legislative and Public Affairs Special Committee meeting convened on Tuesday, October 17, 2013, at 8:17 a.m. in the Administration Building of the Orange County Sanitation District. A quorum was declared present, as follows: COMMITTEE MEMBERS STAFF PRESENT PRESENT: Jim Herberg, General Manager Troy Edgar, Board Chair Bob Ghirelli, Assistant General John Anderson, Board Vice-Chair Manager Brad Reese, Administration Committee Nick Kanetis, Director of Engineering Chair Jeff Reed, Director of Human John Nielsen, Operations Committee Resources Vice-Chair Maria Ayala, Clerk of the Board Joe Shaw, Director Jim Colston Faviola Miranda COMMITTEE MEMBERS ABSENT: John Withers, Administration OTHERS PRESENT: Committee Vice-Chair Brad Hogin, General Counsel Heather Stratman, Townsend Public Affairs Eric Sapirstein, ENS Resources (via teleconference) PUBLIC COMMENTS: None. COMMITTEE REPORTS: Jim Herberg, General Manager, reported on the recently received letter from the City of Yorba Linda regarding legislation for the city's seat on the OCSD Board of Directors. Director Anderson offered a short background of the issue and the need for change in legislation. A copy of the letter was distributed. Minutes of the Legislative and Public Affairs Special Committee October 17,2013 Page 2 of 3 INFORMATIONAL ITEMS: Due to a conflict in schedule, Mr. Sapirstein presented Agenda Item No. 5 at the beginning of the meeting. 5. Monthly Legislative Update - Eric Sapirstein, ENS Resources. Eric Sapirstein joined the meeting via teleconference. Mr. Sapirstein provided a federal legislative update on the following: federal government shutdown; water resources policy advances; infrastructure financing; Sunshine On Conflicts Act; and Municipal Bonds and Budget Sequester. CONSENT ITEMS 1. MOVED, SECONDED, AND DULY CARRIED: Approve minutes for the Committee meeting held on September 9, 2013. ACTION ITEMS: 2. MOVED, SECONDED, AND DULY CARRIED: Establish a calendar of Committee Meeting Dates for the remainder of fiscal year 2013-2014. 3. MOVED, SECONDED, AND DULY CARRIED: Receive and file the Government Affairs and Legislative Outreach Plan. 4. MOVED, SECONDED, AND DULY CARRIED: Receive and file the report on State and Federal Advocacy Best Practices. Director Edgar requested that a future agenda item be presented to address the OCSD membership in other organziations. INFORMATIONAL ITEMS: 6. OCSD "Wastewater 101" Video. Faviola Miranda, Senior Public Affairs Specialist, played the current OCSD informational video. The Committee took time to discuss options and suggestions for a new video. Minutes of the Legislative and Public Affairs Special Committee October 17, 2013 Page 3 of 3 ADJOURNMENT: The Chair declared the meeting adjourned at 9:01 a.m. Submitted by: Maria E. Ayala Clerk of the Board ITEM NO. '19B MINUTES LEGISLATIVE AND PUBLIC AFFAIRS SPECIAL COMMITTEE MEETING Orange County Sanitation District The Legislative and Public Affairs Special Committee meeting convened on Tuesday, November 12, 2013, at 8:00 a.m. in the Administration Building of the Orange County Sanitation District. A quorum was declared present, as follows: COMMITTEE MEMBERS STAFF PRESENT PRESENT: Jim Herberg, General Manager Troy Edgar, Board Chair Bob Ghirelli, Assistant General Brad Reese, Administration Committee Manager Chair Nick Arhontes, Director of Facilities John Nielsen, Operations Committee Support Services Vice-Chair Nick Kanetis, Director of Engineering John Withers, Administration Jeff Reed, Director of Human Committee Vice-Chair Resources David Benavides, Director Lorenzo Tyner, Director of Finance & Joe Shaw, Director Administrative Services Maria Ayala, Clerk of the Board Jim Colston COMMITTEE MEMBERS ABSENT: Faviola Miranda John Anderson, Board Vice-Chair OTHERS PRESENT: Heather Stratman, Townsend Public Affairs Eric Sapirstein, ENS Resources (via teleconference) PUBLIC COMMENTS: None. COMMITTEE REPORTS: Board Chair Edgar reported that there will be an upcoming meeting with Senator Huff regarding the Sanitation District's Yorba Linda legislation. Chair Edgar also reported that draft legislation language was reviewed by various parties prior to being submitted to legislature. Minutes of the Legislative and Public Affairs Special Committee November 12,2013 Page 2 of 3 General Manager, Jim Herberg, reported on the success of the Huntington Beach community meeting. He apprised the Committee of the recent presentation on the status of the Sanitation District administrative buildings. The presentation was given at both the last Steering Committee and Operations Committee meetings by Nick Kanetis. Faviola Miranda, Sr. Public Affairs Specialist, provided an update on recent public outreach that included information about Huntington Beach Community Meeting and OCSD's participation in: a Joint Drug Takeback event with the DEA and Kaiser Permanente; the 5k/10k Run in the City of Huntington Beach to support U.S. Veterans; and attending the Gift of History event in Anaheim. CONSENT ITEMS: 1. MOVED, SECONDED, and DULY CARRIED: Approve minutes for the Committee meeting held on October 17, 2013. ACTION ITEMS: 2. MOVED, SECONDED, and DULY CARRIED: Receive and file a list of the membership pricing options for the Orange County Business Council and Association of California Cities, Orange County. Ms. Stratman presented information on the various memberships that are available to the Sanitation District, and which associations the Sanitation District is currently a member of. After careful consideration and discussion, the Committee agreed to maintain the current level of memberships already in place. INFORMATIONAL ITEMS: 3. Monthly Legislative Update— State Legislative Affairs Ms. Stratman provided an update on the legislative language submitted regarding the Yorba Linda seat. She explained the process that the language would go through in order to be approved. 4. Monthly Legislative Update— Federal Legislative Affairs Mr. Sapirstein joined the meeting via teleconference. He provided a federal update on: alternative fuel; HR3080; WRDA; Infrastructure Financing; Sunshine on Conflicts Acts; etc. Minutes of the Legislative and Public Affairs Special Committee November 12,2013 Page 3 of 3 OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: None. ADJOURNMENT: The Chair declared the meeting adjourned at 8:43 a.m. Submitted by: Maria E. Ayala Clerk of the Board ORANGE COUNTY SANITATION DISTRICT Agenda Terminology Glossary AQMD Air Quality Management District ASCE American Society of Civil Engineers BOO Biochemical Oxygen Demand CARB California Air Resources Board CASA California Association of Sanitation Agencies CCTV Closed Circuit Television CEQA California Environmental Quality Act CRWQCB California Regional Water Quality Control Board CWA Clean Water Act CWEA California Water Environment Association EIR Environmental Impact Report EMT Executive Management Team EPA U.S. Environmental Protection Agency FOG Fats, Oils, and Grease FSSD Facilities Support Services Department gpd Gallons per day GWR System Groundwater Replenishment System (also called GWRS) LOS Level of Service MGD Million gallons per day NACWA National Association of Clean Water Agencies NPDES National Pollutant Discharge Elimination System NWRI National Water Research Institute O&M Operations and Maintenance OCCOG Orange County Council of Governments OCHCA Orange County Health Care Agency OCSD Orange County Sanitation District OCWD Orange County Water District OOBS Ocean Outfall Booster Station OSHA Occupational Safety and Health Administration POTW Publicly Owned Treatment Works ppm Parts per million RFP Request For Proposal RWQCB Regional Water Quality Control Board SARFPA Santa Ana River Flood Protection Agency SARI Santa Ana River Inceptor SARWQCB Santa Ana Regional Water Quality Control Board SAWPA Santa Ana Watershed Project Authority SCADA Supervisory Control and Data Acquisition system SCAP Southern California Alliance of Publicly Owned Treatment Works SCAQMD South Coast Air Quality Management District SOCWA South Orange County Wastewater Authority SSMP Sanitary Sewer Management Plan SSO Sanitary Sewer Overflow SWRCB State Water Resources Control Board TDS Total Dissolved Solids TMDL Total Maximum Daily Load TSS Total Suspended Solids WDR Waste Discharge Requirements WEF Water Environment Federation WERF Water Environment Research Foundation Activated-sludge process — A secondary biological wastewater treatment process where bacteria reproduce at a high rate with the introduction of excess air or oxygen, and consume dissolved nutrients in the wastewater. Biochemical Oxygen Demand (BOD)—The amount of oxygen used when organic matter undergoes decomposition by microorganisms. Testing for BOD is done to assess the amount of organic matter in water. Biosolids — Biosolids are nutrient rich organic and highly treated solid materials produced by the wastewater treatment process. This high-quality product can be recycled as a soil amendment on farm land or further processed as an earth-like product for commercial and home gardens to improve and maintain fertile soil and stimulate plant growth. Capital Improvement Program (CIP) — Projects for repair, rehabilitation, and replacement of assets. Also includes treatment improvements, additional capacity, and projects for the support facilities. Coliform bacteria—A group of bacteria found in the intestines of humans and other animals, but also occasionally found elsewhere used as indicators of sewage pollution. E. coli are the most common bacteria in wastewater. Collections system — In wastewater, it is the system of typically underground pipes that receive and convey sanitary wastewater or storm water. Certificate of Participation (COP) — A type of financing where an investor purchases a share of the lease revenues of a program rather than the bond being secured by those revenues. Contaminants of Potential Concern (CPC) — Pharmaceuticals, hormones, and other organic wastewater contaminants. Dilution to Threshold (DR) — the dilution at which the majority of the people detect the odor becomes the D(f 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. NOMA— N-Nitrosodimethylamine is an N-nitrosoamine suspected cancer-causing agent. It has been found in the Groundwater Replenishment System process and is eliminated using hydrogen peroxide with extra ultra-violet treatment. National Biosolids Partnership (NBP) — An alliance of the National Association of Clean Water Agencies (NACWA) and Water Environment Federation (WEF), with advisory support from the U.S. Environmental Protection Agency (EPA). NBP is committed to developing and advancing environmentally sound and sustainable biosolids management practices that go beyond regulatory compliance and promote public participation in order to enhance the credibility of local agency biosolids programs and improved communications that lead to public acceptance. Plume—A visible or measurable concentration of discharge from a stationary source or fixed facility. Publicly-owned Treatment Works (POTW)— Municipal wastewater treatment plant. Santa Ana River Interceptor (SARI) Line — A regional brine line designed to convey 30 million gallons per day (MGD) of non-reclaimable wastewater from the upper Santa Ana River basin to the ocean for disposal, after treatment. Sanitary sewer — Separate sewer systems specifically for the carrying of domestic and industrial wastewater. Combined sewers carry both wastewater and urban run-off. South Coast Air Quality Management District (SCAQMD) — Regional regulatory agency that develops plans and regulations designed to achieve public health standards by reducing emissions from business and industry. Secondary treatment — Biological wastewater treatment, particularly the activated-sludge process, where bacteria and other microorganisms consume dissolved nutrients in wastewater. Sludge—Untreated solid material created by the treatment of wastewater. Total suspended solids (TSS)—The amount of solids floating and in suspension in wastewater. Trickling filter — A biological secondary treatment process in which bacteria and other microorganisms, growing as slime on the surface of rocks or plastic media, consume nutrients in wastewater as it trickles over them. Urban runoff — Water from city streets and domestic properties that carry pollutants into the storm drains, rivers, lakes, and oceans. Wastewater—Any water that enters the sanitary sewer. Watershed —A land area from which water drains to a particular water body. OCSD's service area is in the Santa Ana River Watershed.