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HomeMy WebLinkAbout11-18-2020 Board Meeting Agenda Packet N14 ANli�l� y � 9 � c+ o � Fir/Ms THE ENv\Po� ORANGE COUNTY SANITATION DISTRICT SPECIAL NOTICE REGARDING CORONAVIRUS (COVID-19� AND ATTENDANCE AT PUBLIC MEETINGS On March 4, 2020, Governor Newsom proclaimed a State of Emergency in California as a result of the threat of COVID-19. On March 12, 2020 and March 18, 2020, Governor Newsom issued Executive Order N-25-20 and Executive Order N-29-20, which temporarily suspend portions of the Brown Act which addresses the conduct of public meetings. The General Manager and the Chairman of the Board of Directors have determined that due to the size of the Orange County Sanitation District's Board of Directors (25), and the health and safety of the members, the Board of Directors will be participating in meetings of the Board telephonically and via Internet accessibility. PUBLIC PARTICIPATION Your participation is always welcome. The Board of Directors meeting will be available to the public online at: https://ocsd.legistar.com/Calendar.aspx You may submit your comments and questions in writing for the Board's consideration in advance of the meeting by using the eComment feature available via the webpage above or sending them to OCSDClerk(a-),ocsd.com with the subject line "PUBLIC COMMENT ITEM # (insert the item number relevant to your comment)" or "PUBLIC COMMENT NON-AGENDA ITEM". Submit your written comments bV 6:00 p.m. on Tuesday, November 17, 2020. You may also submit comments and questions for the Board's consideration during the meeting by using the eComment feature that will be available via the webpage above for the duration of the meeting. All public comments will be provided to the Board and may be read into the record or compiled as part of the record. Thank you. Serving: Orange County Sanitation District Anaheim 10844 Ellis Avenue, Fountain Valley,CA 92708 714.962.2411 • www.ocsd.com Brea November 12, 2020 Buena Park Cypress Fountain Valley NOTICE OF REGULAR MEETING Fullerton Garden Grove BOARD OF DIRECTORS Huntington Beach ORANGE COUNTY SANITATION DISTRICT Irvine La Habra La Palma Wednesday, November 18, 2020 — 6:00 P.M. Los Alamitos ACCESSIBILITY FOR THE GENERAL PUBLIC Newport Beach Due to the spread of COVID-19, the Orange County Sanitation District will Orange be holding all upcoming Board and Committee meetings by Placentia teleconferencing and Internet accessibility. This meeting will be available to the public online at: Santa Ana Seal Beach https://ocsd.legistar.com/Calendar.aspx Stanton The Regular Meeting of the Board of Directors of the Orange County Sanitation Tustin District will be held in the manner indicated above on Villa Park Wednesday, November 18, 2020 at 6:00 p.m. County of Orange Costa Mesa Sanitary District Midway City Jerk o e Poard Sanitary District Irvine Ranch Water District Upcoming Meetings: Yorba Linda Water District Steering Committee - Wednesday, December 16, 2020 at 5:00 p.m. Board Meeting - Wednesday, December 16, 2020 at 6:00 p.m. Meeting dates are earlier in the month due to OCSD holidays � o 2 1 9 1 1"E ENv\P Our Mission: To protect public health and the environment by providing effective wastewater collection, treatment, and recycling. BOARD MEETING DATES December 16, 2020 January 27, 2021 February 24, 2021 March 24, 2021 April 28, 2021 May 26, 2021 June 23, 2021 July 28, 2021 August 25, 2021 September 22, 2021 October 27, 2021 November 17, 2021 *Meeting will be held on the third Wednesday of the month ORANGE COUNTY SANITATION DISTRICT Effective 06/16/2020 BOARD OF DIRECTORS Complete Roster ALTERNATE AGENCY/CITIES ACTIVE DIRECTOR DIRECTOR Anaheim Lucille Kring Denise Barnes Brea Glenn Parker Cecilia Hupp Buena Park Fred Smith Connor Traut Cypress Mariellen Yarc Stacy Berry Fountain Valley Steve Nagel Patrick Harper Fullerton Jesus J. Silva Jan Flory Garden Grove Steve Jones John O'Neill Huntington Beach Erik Peterson Lyn Semeta Irvine Christina Shea Anthony Kuo La Habra Tim Shaw Rose Espinoza La Palma Peter Kim Nitesh Patel Los Alamitos Richard Murphy Dean Grose Newport Beach Brad Avery Joy Brenner Orange Mark Murphy Kim Nichols Placentia Chad Wanke Ward Smith Santa Ana Nelida Mendoza David Penaloza Seal Beach Sandra Massa-Lavitt Schelly Sustarsic Stanton David Shawver Carol Warren Tustin Allan Bernstein Chuck Puckett Villa Park Robert Collacott Chad Zimmerman Sanitary/Water Districts Costa Mesa Sanitary District James M. Ferryman Bob Ooten Midway City Sanitary District Andrew Nguyen Margie L. Rice Irvine Ranch Water District John Withers Douglas Reinhart Yorba Linda Water District Brooke Jones Phil Hawkins County Areas Board of Supervisors Doug Chaffee Donald P. Wagner GoJN SANITgT,/0 Q ? r c� o i H� THE ENS Orange County Sanitation District BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, November 18, 2020 - 6:00 PM Board Room Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 AGENDA POSTING: In accordance with the requirements of California Government Code Section 54954.2, this agenda has been posted outside the main gate of the Sanitation District's Administration Building located at 10844 Ellis Avenue, Fountain Valley, California, and on the Sanitation District's website at www.ocsd.com 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. AGENDA DESCRIPTION: The agenda provides a brief general description of each item of business to be considered or discussed. The recommended action does not indicate what action will be taken. The Board of Directors may take any action which is deemed appropriate. MEETING AUDIO: An audio recording of this meeting is available within 24 hours after adjournment of the meeting. Please contact the Clerk of the Board's office at(714) 593-7433 to request the audio file. NOTICE TO DIRECTORS: To place items on the agenda for a Committee or Board Meeting, the item must be submitted in writing to the Clerk of the Board: Kelly A. Lore, MMC, (714) 593-7433/klore@ocsd.com at least 14 days before the meeting. FOR ANY QUESTIONS ON THE AGENDA, BOARD MEMBERS MAY CONTACT STAFF AT: General Manager: Jim Herberg,jherberg@ocsd.com/(714) 593-7300 Asst. General Manager: Lorenzo Tyner, Ityner@ocsd.com/(714)593-7550 Asst. General Manager: Rob Thompson, rthompson@ocsd.com/(714) 593-7310 Director of Human Resources: Celia Chandler, cchandler@ocsd.com/(714)593-7202 Director of Engineering: Kathy Millea, kmillea@ocsd.com/(714) 593-7365 Director of Environmental Services: Lan Wiborg, Iwiborg@ocsd.com/(714) 593-7450 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, November 18, 2020 CALL TO ORDER (Board Chairman David Shawver) INVOCATION AND PLEDGE OF ALLEGIANCE Andrew Nguyen (Midway City Sanitary District) ROLL CALL AND DECLARATION OF QUORUM Clerk of the Board PUBLIC COMMENTS: Your participation is always welcome. The Board of Directors meeting will be available to the public online at: https.-Ilocsd.legistar.com/Ca/endar.aspx. You may submit your comments and questions in writing for the Board of Director's consideration in advance of the meeting by using the eComment feature available via the webpage above or sending them to OCSDClerk@ocsd.com with the subject line "PUBLIC COMMENT ITEM# (insert the item number relevant to your comment)" or "PUBLIC COMMENT NON-AGENDA ITEM". Submit your written comments by 6.00 p.m. on Tuesday, November 17, 2020. You may also submit comments and questions for the Board of Director's consideration during the meeting by using the eComment feature that will be available via the webpage above for the duration of the meeting. All public comments will be provided to the Board of Director's and may be read into the record or compiled as part of the record. SPECIAL PRESENTATIONS: Employee Service Awards for November 2020: 20 Years: Dave Yager, Source Control Inspector II 25 Years: Wanda Hagerty, Contract/Purchasing Assistant Pinky Burke, Data Management Tech II Chung M. Nguyen, Principal Info Tech Analyst 1. COMMENDATIONS TO OUTGOING BOARD MEMBERS 2020-1276 RECOMMENDATION: Special Presentation Outgoing Board Members & Alternate Members CITY DIRECTOR ALTERNATE DIRECTOR Anaheim Lucille Kring Denise Barnes Buena Park Fred Smith Cypress Mariellen Yarc Page 1 of 8 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, November 18, 2020 Fountain Valley Steve Nagel Fullerton Jan Flory Huntington Beach Lyn Semeta La Palma Peter Kim Los Alamitos Richard Murphy Costa Mesa Sanitary District James Ferryman Tustin Allan Bernstein Chuck Puckett Originator: Kelly Lore REPORTS: The Board Chairperson 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. 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. APPROVAL OF MINUTES 2020-1298 RECOMMENDATION: Approve Minutes of the Regular Meeting of the Board of Directors held October 28, 2020 and the Special Meeting of the Board of Directors - State of the District held October 30, 2020. Originator: Kelly Lore Attachments: Agenda Report 10-28-2020 Board Meeting Minutes 10-30-2020 Special Board Meeting Minutes 3. PROPOSED BOARD OF DIRECTORS & COMMITTEE MEETING 2020-1226 DATES FOR CALENDAR YEAR 2021 RECOMMENDATION: Approve the calendar of meeting dates for the 2021 calendar year for the Board of Directors and the following Committees: Administration, Legislative and Public Affairs, Operations, and Steering. Originator: Kelly Lore Attachments: Agenda Report Draft Condensed Calendar 2021 Page 2 of 8 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, November 18, 2020 RECEIVE AND FILE: 4. REPORT OF THE INVESTMENT TRANSACTIONS FOR THE MONTH 2O20-1101 OF OCTOBER 2020 RECOMMENDATION: Receive and file the following: Report of the Investment Transactions for the month of October 2020. Originator: Lorenzo Tyner Attachments: Agenda Report Investment Transactions for the Month of October 2020 5. COMMITTEE MEETING MINUTES 2020-1334 RECOMMENDATION: Receive and file the following: A. Minutes of the Administration Committee Meeting held September 9, 2020 B. Minutes of the Legislative and Public Affairs Committee Meeting held September 14, 2020 C. Minutes of the Steering Committee Meeting held September 23, 2020 D. Minutes of the Operations Committee Meeting held October 7, 2020 Originator: Kelly Lore Attachments: Agenda Report 09-09-2020 Administration Committee Minutes 09-14-2020 Legislative and Public Affairs Minutes 09-23-2020 Steering Committee Minutes 10-07-2020 Operations Committee Minutes OPERATIONS COMMITTEE: 6. BAY BRIDGE PUMP STATION VALVE REPLACEMENT, PROJECT NO. 2020-1335 FRC-0002 RECOMMENDATION: A. Receive and file Bid Tabulation and Recommendation for Bay Bridge Pump Station Valve Replacement, Project No. FRC-0002; B. Award a Service Contract to Innovative Construction Solutions for Bay Bridge Pump Station Valve Replacement, Project No. FRC-0002, Specification No. S-2020-1192BD, for a total amount not to exceed $598,000; and C. Approve a contingency of $59,800 (10%). Originator: Kathy Millea Page 3 of 8 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, November 18, 2020 Attachments: Agenda Report S-2020-1192BD Service Contract 7. ENGINEERING PROGRAM CONTRACT PERFORMANCE REPORT 2020-1336 RECOMMENDATION: Receive and file the Engineering Program Contract Performance Report for the period ending September 30, 2020. Originator: Kathy Millea Attachments: Agenda Report Engineering Program Contract Performance Report 8. INDUSTRIAL CLEANING SERVICES, SPECIFICATION NO. 2020-1337 S-2020-1184BD RECOMMENDATION: A. Award a Service Contract to Performance Pipeline Technologies Inc. dba Sanitation Systems for Industrial Cleaning Service, Specification No. S-2020-118413D, for a total amount not to exceed $694,500 for the period of January 1, 2021 through December 31, 2021, with four one-year renewal options; and B. Approve an annual contingency of $69,450 (10%). Originator: Rob Thompson Attachments: Agenda Report S-2020-1184BD Contract 9. ORANGE-WESTERN SUB-TRUNK REHABILITATION, CONTRACT NO. 2020-1338 3-64A RECOMMENDATION: A. Receive and file Bid Tabulation and Recommendation for Orange-Western Sub-Trunk Rehabilitation, Contract No. 3-64A; and B. Reject all bids and direct staff to combine the work for Orange-Western Sub-Trunk Rehabilitation, Contract No. 3-64A, into a single bid package with Los Alamitos Trunk Sewer Rehabilitation, Contract No. 3-64B. Originator: Kathy Millea Attachments: Agenda Report Presentation - Contract No. 3-64A Page 4 of 8 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, November 18, 2020 10. WAREHOUSE, ELECTRICAL SUBSTATION, AND 12KV SERVICE 2020-1339 CENTER REPLACEMENT AT PLANT NO. 2, PROJECT NO. P2-126 RECOMMENDATION: A. Approve a Professional Design Services Agreement with Stantec Consulting Services, Inc. to provide engineering services for Warehouse, Electrical Substation, and 12kV Service Center Replacement at Plant No. 2, Project No. P2-126, for an amount not to exceed $4,876,455; and B. Approve a contingency of $487,646 (10%). Originator: Kathy Millea Attachments: Agenda Report P2-126 PDSA Presentation ADMINISTRATION COMMITTEE: 11. CONSOLIDATED FINANCIAL REPORT FOR THE FIRST QUARTER 2020-1351 ENDED SEPTEMBER 30, 2020 RECOMMENDATION: Receive and file the Orange County Sanitation District First Quarter Financial Report for the period ended September 30, 2020. Originator: Lorenzo Tyner Attachments: Agenda Report Consolidated Financial Report for the First Quarter Ended September 30, 2020 12. GENERAL MANAGER APPROVED PURCHASES AND ADDITIONS TO 2020-1352 THE PRE-APPROVED OEM SOLE SOURCE LIST RECOMMENDATION: A. Receive and file District purchases made under the General Manager's authority for the period of July 1, 2020 to September 30, 2020; and B. Approve the following additions to the pre-approved OEM Sole Source List for the period of July 1, 2020 to September 30, 2020: • CHEVROLET - Chevrolet Truck Engine Replacements • SANS - Vouchers for Cyber Security Trainings • TOTAL RESOURCE MANAGEMENT - IBM Maximo Level 3 Support • WATSON MARLOW - Pumps Page 5 of 8 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, November 18, 2020 Originator: Lorenzo Tyner Attachments: Agenda Report 13. PFAS INVESTIGATIVE ORDER 2020-1353 RECOMMENDATION: A. Approve a Professional Services Agreement to CDM Smith Inc. (CDM Smith) to provide PFAS Sampling and Analysis Services, Specification No. CS-2020-117813D, for a total amount not to exceed $369,006-1 that will begin upon the effective date of the Notice to Proceed and continue for the period of one year; and B. Approve a contingency in the amount of $55,351 (15%). Originator: Lan Wiborg Attachments: Agenda Report CS-2020-1178BD Professional Services Agreement PPP 11-10-2020 Administration 14. ORANGE COUNTY SANITATION DISTRICT COMPREHENSIVE 2020-1354 ANNUAL FINANCIAL REPORT (CAFR) FOR THE YEAR END JUNE 30, 2020 RECOMMENDATION: Receive and file the Orange County Sanitation District's Comprehensive Annual Financial Report for the year ended June 30, 2020, prepared by staff and audited by Macias Gini & O'Connell LLP (MGO), Certified Public Accountants, along with the following reports prepared by MGO: 1. Report to the Board of Directors; and 2. Independent Accountants' Report on Agreed-Upon Procedures Applied to Appropriations Limit Worksheets. Originator: Lorenzo Tyner Attachments: Agenda Report Report to the Board of Directors Independent Accountant's Report on Applying Agreed-Upon Procedures Related to Appropriations Limit Calculation Comprehensive Annual Financial Report for the Year Ended June 30, 2020 Staff Presentation Auditor's Presentation Page 6 of 8 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, November 18, 2020 LEGISLATIVE AND PUBLIC AFFAIRS COMMITTEE: 15. LEGISLATIVE AFFAIRS UPDATE FOR THE MONTHS OF SEPTEMBER 2020-1349 AND OCTOBER 2020 RECOMMENDATION: Receive and file the Legislative Affairs Update for the months of September and October 2020. Originator: Jim Herberg Attachments: Agenda Report Federal Update - ENS Resources Federal Legislative Matrix - ENS Resources State Update - Townsend State Legislative Matrix - Townsend Grant Tracker 2019-2020 PPP 11-09-2020 LaPA Committee - ENS Federal PPP 11-09-2020 LaPA Committee - TPA State 16. PUBLIC AFFAIRS UPDATE FOR THE MONTHS OF SEPTEMBER AND 2020-1350 OCTOBER 2020 RECOMMENDATION: Receive and file the Public Affairs Update for the months of September and October 2020. Originator: Jim Herberg Attachments: Agenda Report Outreach & Media Summary Report September-October 2020 STEERING COMMITTEE: None. NON-CONSENT: 17. APPROVAL OF FOUNTAIN VALLEY DEVELOPMENT AGREEMENT 2020-1356 RECOMMENDATION: Recommend to the Board of Directors to: Approve the Development Agreement with the City of Fountain Valley and authorize its execution and implementation. Originator: Jim Herberg and Kathy Millea Page 7 of 8 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, November 18, 2020 Attachments: Agenda Report Development Agreement - City of Fountain Valley INFORMATION ITEMS: None. AB 1234 DISCLOSURE REPORTS: This item allows Board members to provide a brief oral report regarding the disclosure of outside committees, conferences, training, seminars, etc. attended at the Agency's expense, per Government Code§53232.3(d). CLOSED SESSION: None. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: BOARD OF DIRECTORS INITIATED ITEMS FOR A FUTURE MEETING: At this time Directors may request staff to place an item on a future agenda. ADJOURNMENT: Adjourn the Board meeting until the Regular Meeting of the Board of Directors on December 16, 2020 at 6:00 p.m. Page 8 of 8 oJ�jV SAN17gTO9 Orange Count Sanitation District Administration Building 5� o, g � 10844 Ellis Avenue 2 9 Fountain Valley, CA 92708 BOARD OF DIRECTORS (714)593 7433 9oTFCTN0 THE ENVQ����2 Agenda Report File #: 2020-1298 Agenda Date: 11/18/2020 Agenda Item No: 2. FROM: James D. Herberg, General Manager Originator: Kelly A. Lore, Clerk of the Board SUBJECT: APPROVAL OF MINUTES GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Approve Minutes of the Regular Meeting of the Board of Directors held October 28, 2020 and the Special Meeting of the Board of Directors - State of the District held October 30, 2020. BACKGROUND In accordance with the Board of Directors Rules of Procedure, an accurate record of each meeting will be provided to the Directors for subsequent approval at the following meeting. RELEVANT STANDARDS • Resolution No. OCSD 19-19 ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Minutes of the Board of Directors meeting held October 28, 2020 • Minutes of the Board of Directors meeting - State of the District held October 30, 2020 Orange County Sanitation District Page 1 of 1 Printed on 11/10/2020 powered by LegistarTM ORANGE COUNTY SANITATION DISTRICT MINUTES BOARD OF DIRECTORS OCTOBER 28, 2020 �y S A N l T G Q � o � THE Board Room Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 BOARD OF DIRECTORS Minutes October 28, 2020 CALL TO ORDER A regular meeting of the Board of Directors of the Orange County Sanitation District was called to order by Board Chairman David Shawver on October 28, 2020 at 6:03 p.m. in the Administration Building. Director Fred Smith led the Pledge of Allegiance and Chair Shawver delivered the invocation. Chair Shawver announced that the meeting was being held telephonically and via audio/video teleconferencing in accordance with the Governor's Executive Order No. N-29-20, due to the Coronavirus Pandemic (COVID-19). ROLL CALL AND DECLARATION OF QUORUM The Clerk of the Board declared a quorum present as follows: PRESENT: Brad Avery, Allan Bernstein, Robert Collacott, Steve Jones, Brooke Jones, Peter Kim, Lucille Kring, Sandra Massa-Lavitt, Nelida Mendoza, Mark Murphy, Richard Murphy, Steve Nagel, Andrew Nguyen, Glenn Parker, Erik Peterson, Tim Shaw, David Shawver, Christina Shea, Jesus Silva, Fred Smith, Chad Wanke, John Withers and Mariellen Yarc ABSENT: Doug Chaffee and James Ferryman STAFF MEMBERS PRESENT: Jim Herberg, General Manager; Kelly Lore, Clerk of the Board; Al Garcia, and Tyler Ramirez were present in the Board Room. Assistant General Manager Lorenzo Tyner, Assistant General Manager Rob Thompson, Director of Engineering Kathy Millea, Director of Environmental Services Lan Wiborg, Director of Human Resources Celia Chandler, Tina Knapp, and Wally Ritchie participated telephonically. OTHERS PRESENT: Brad Hogin (General Counsel) was present in the Board Room. PUBLIC COMMENTS: None. SPECIAL PRESENTATIONS: Director of Engineering Kathy Millea presented a 20-year employee service award to Elizabeth Lapite, Administrative Assistant, Division 770. Assistant General Manager Lorenzo Tyner presented a 30-year employee service award to Clarice Marcin, Senior Contracts Administrator , Division 230. Ken Wong, Operations Supervisor, who could not be in attendance, was also recognized. REPORTS: Chair Shawver stated the OCSD State of the District meeting will be held this Friday from 9 a.m. to 10 a.m.; the November Administration Committee meeting will be held on Tuesday, November 10 as November 11 (Veterans Day) is an observed OCSD holiday; the November Steering and Board Meetings will be held one week early, on November 18th, as November 26th (Thanksgiving) and 27th are observed OCSD holidays; and during the November 18th Page 1 of 7 BOARD OF DIRECTORS Minutes October 28, 2020 Board Meeting several outgoing Board members who term out this year will be recognized. Chair Shawver also reminded the Board that they should receive talking points regarding OCSD activities for use while reporting out to your councils, boards, and community groups by tomorrow. General Manager Jim Herberg provided a COVID-19 update noting that one additional employee tested positive last week, making this the second case at OCSD in the last month and the 12th case in total. He stated that his weekly email providing regular pandemic updates will be sent tomorrow. Mr. Herberg stated that a FEMA funding request had been submitted for $188,000 which includes COVID-19 expenses through the end of July and a subsequent package will be submitted to include expenses for August through September 14, which is the cutoff date established by FEMA. Mr. Herberg reported on status of staff and operations during the current fires in Orange County. Neither OCSD staff or operations have been directly impacted with the expectation of home evacuations, and work stoppage at the Crystal Cove Pump Station due to smoke exposure and air quality concerns. He stated that OCSD reached out to Irvine Ranch Water District and Yorba Linda Water District to offer assistance should it be needed. Mr. Herberg indicated that the National Association of Clean Water Agencies has awarded OCSD the Excellence in Management Gold Recognition because of our commitment to sustainable, successful programs that exemplify the attributes of an effectively managed utility. Mr. Herberg stated that the 2019-2020 OCSD Annual Report is now available electronically and will be shared via email with all the registered attendees for the State of the District event on Friday, October 30th. Please notify the Clerk of the Board if you have any questions. CONSENT CALENDAR: 1. APPROVAL OF MINUTES 2020-1286 Originator: Kelly Lore MOVED, SECONDED, AND DULY CARRIED TO: Approve Minutes of the Regular Meeting of the Board of Directors held September 23, 2020. Page 2 of 7 BOARD OF DIRECTORS Minutes October 28, 2020 AYES: Brad Avery, Allan Bernstein, Robert Collacott, Steve Jones, Brooke Jones, Peter Kim, Lucille Kring, Sandra Massa-Lavitt, Nelida Mendoza, Mark Murphy, Richard Murphy, Steve Nagel, Andrew Nguyen, Glenn Parker, Erik Peterson, Tim Shaw, David Shawver, Christina Shea, Jesus Silva, Fred Smith, Chad Wanke, John Withers and Mariellen Yarc NOES: None ABSENT: Doug Chaffee and James Ferryman ABSTENTIONS: None RECEIVE AND FILE: 2. REPORT OF THE INVESTMENT TRANSACTIONS FOR THE MONTH 2O20-1100 OF SEPTEMBER 2020 Originator: Lorenzo Tyner WITHOUT OBJECTION, ACTION TAKEN TO: Receive and file the following: Report of the Investment Transactions for the month of September 2020. 3. COMMITTEE MEETING MINUTES 2020-1288 Originator: Kelly Lore WITHOUT OBJECTION, ACTION TAKEN TO: Receive and file the following: A. Minutes of the Steering Committee Meeting held August 26, 2020 B. Minutes of the Operations Committee Meeting held September 2, 2020 C. Minutes of the GWRS Steering Committee Meeting held July 13, 2020 OPERATIONS COMMITTEE: 4. COATING INSPECTION AND CORROSION TESTING SERVICES 2020-1280 Originator: Kathy Millea MOVED, SECONDED, AND DULY CARRIED TO: Approve an Amendment to the Professional Services Agreements with On-Site Technical Services, Inc. and CSI Services, Inc. to provide on-call Coating Inspection and other Corrosion Testing Services for Collection System and Treatment Plant projects, PSA2019-001, for an additional amount not to exceed $75,000 each, for a total contract amount of $275,000 each. Page 3 of 7 BOARD OF DIRECTORS Minutes October 28, 2020 AYES: Brad Avery, Allan Bernstein, Robert Collacott, Steve Jones, Brooke Jones, Peter Kim, Lucille Kring, Sandra Massa-Lavitt, Nelida Mendoza, Mark Murphy, Richard Murphy, Steve Nagel, Andrew Nguyen, Glenn Parker, Erik Peterson, Tim Shaw, David Shawver, Christina Shea, Jesus Silva, Fred Smith, Chad Wanke, John Withers and Mariellen Yarc NOES: None ABSENT: Doug Chaffee and James Ferryman ABSTENTIONS: None 5. PROCURE SIX SPIRAL HEAT EXCHANGERS FOR PLANT NO. 2 2020-1281 DIGESTERS C, D, E, F, G & H Originator: Rob Thompson MOVED, SECONDED, AND DULY CARRIED TO: A. Approve a Sole Source Purchase Order to Saddleback Environmental Equipment for the procurement of six Gooch Thermal Spiral Heat Exchangers for Plant No. 2 Digesters C, D, E, F, G, and H for a total amount not to exceed $187,500, plus applicable sales tax and freight; and B. Approve a contingency of $18,750 (10%). AYES: Brad Avery, Allan Bernstein, Robert Collacott, Steve Jones, Brooke Jones, Peter Kim, Lucille Kring, Sandra Massa-Lavitt, Nelida Mendoza, Mark Murphy, Richard Murphy, Steve Nagel, Andrew Nguyen, Glenn Parker, Erik Peterson, Tim Shaw, David Shawver, Christina Shea, Jesus Silva, Fred Smith, Chad Wanke, John Withers and Mariellen Yarc NOES: None ABSENT: Doug Chaffee and James Ferryman ABSTENTIONS: None 6. OPERATIONS AND MAINTENANCE COATING REHABILITATION 2020-1282 PROGRAM ON-CALL SERVICES CONTRACT Originator: Rob Thompson MOVED, SECONDED, AND DULY CARRIED TO: A. Approve an On-Call Service Contract for the Operations and Maintenance Coating Rehabilitation Program with Techno Coatings, Inc., per Specification No. S-2020-1191 BD, for a total amount not to exceed $329,925 per year, for the period of December 1, 2020 through November 30, 2021 , with four optional one-year renewals; and B. Approve an annual contingency of $65,985 (20%). Page 4 of 7 BOARD OF DIRECTORS Minutes October 28, 2020 AYES: Brad Avery, Allan Bernstein, Robert Collacott, Steve Jones, Brooke Jones, Peter Kim, Lucille Kring, Sandra Massa-Lavitt, Nelida Mendoza, Mark Murphy, Richard Murphy, Steve Nagel, Andrew Nguyen, Glenn Parker, Erik Peterson, Tim Shaw, David Shawver, Christina Shea, Jesus Silva, Fred Smith, Chad Wanke, John Withers and Mariellen Yarc NOES: None ABSENT: Doug Chaffee and James Ferryman ABSTENTIONS: None ADMINISTRATION COMMITTEE: None. LEGISLATIVE AND PUBLIC AFFAIRS COMMITTEE: None. STEERING COMMITTEE: 7. UPDATES TO BIOSOLIDS ACCOUNT POOL LANGUAGE 2020-1308 Originator: Lan Wiborg MOVED, SECONDED, AND DULY CARRIED TO: Authorize the General Manager to amend biosolids management contracts in the Biosolids Account Pool (BAP) to move funds from one contract to another within the BAP, as necessary due to anticipated changes in climate, regulations, contractor performance, or to realize operational and financial efficiencies; with the total of all contracts not to exceed the Board authorized annual amount of $19,000,000. AYES: Brad Avery, Allan Bernstein, Robert Collacott, Steve Jones, Brooke Jones, Peter Kim, Lucille Kring, Sandra Massa-Lavitt, Nelida Mendoza, Mark Murphy, Richard Murphy, Steve Nagel, Andrew Nguyen, Glenn Parker, Erik Peterson, Tim Shaw, David Shawver, Christina Shea, Jesus Silva, Fred Smith, Chad Wanke, John Withers and Mariellen Yarc NOES: None ABSENT: Doug Chaffee and James Ferryman ABSTENTIONS: None NON-CONSENT ITEMS: None. Page 5 of 7 BOARD OF DIRECTORS Minutes October 28, 2020 INFORMATION ITEMS: None. AB 1234 DISCLOSURE REPORTS: Board Chair Shawver reported that he attended the GWRS Steering Committee meeting and the BCI Water Summit this month. CLOSED SESSION: It was determined that the Closed Session was not needed so the Board of Directors did not convene in Closed Session. CS-1 CONFERENCE WITH REAL PROPERTY NEGOTIATORS - 2020-1305 GOVERNMENT CODE SECTION 54956.8 Originator: Lorenzo Tyner At the request of staff, Item CS-1 was not heard. Property: 7292 Slater Avenue Huntington Beach, CA - APN No. 110-010-39 Agency negotiators: General Manager, Jim Herberg; Assistant General Manager, Lorenzo Tyner; and Assistant General Manager, Rob Thompson. Negotiating parties: Northington Huntington Beach Investors LLC Under negotiation: Price and terms of payment CONSIDERATION OF ACTION, IF ANY, ON MATTERS CONSIDERED IN CLOSED SESSION: None. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: None. BOARD OF DIRECTORS INITIATED ITEMS FOR A FUTURE MEETING: None. ADJOURNMENT: At 6:29 p.m., Chair Shawver adjourned the meeting until the Special Meeting of the Board of Directors - State of the District to be held on October 30, 2020 at 9:00 a.m. Page 6 of 7 BOARD OF DIRECTORS Minutes October 28, 2020 Submitted by: Kelly A. Lore, MMC Clerk of the Board Page 7 of 7 ORANGE COUNTY SANITATION DISTRICT MINUTES BOARD OF DIRECTORS OCTOBER 30, 2020 �y S A N l T G Q � o � THE Board Room Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 BOARD OF DIRECTORS Minutes October 30, 2020 CALL TO ORDER A special meeting for the purpose of the State of the District of the Board of Directors of the Orange County Sanitation District was called to order by Board Chairman David Shawver on October 30, 2020 at 9:02 a.m. Chair Shawver led the Pledge of Allegiance. The meeting was held virtually in accordance with Governor's Executive Order No. N-29-20, due to the COVID-19 Coronavirus Pandemic. The meeting was recorded and was broadcast live on OCSD.com. ROLL CALL The Clerk of the Board noted a quorum present as follows: PRESENT: Allan Bernstein, Robert Collacott, James Ferryman, Brooke Jones, Peter Kim, Lucille Kring, Sandra Massa-Lavitt, Nelida Mendoza, Mark Murphy, Richard Murphy, Steve Nagel, Andrew Nguyen, Glenn Parker, Erik Peterson, David Shawver, Christina Shea, Jesus Silva, Fred Smith, John Withers and Mariellen Yarc ABSENT: Brad Avery, Doug Chaffee, Steve Jones, Tim Shaw and Chad Wanke ALTERNATE DIRECTORS PRESENT: Denise Barnes; Stacy Berry; Dean Grose; Phil Hawkins; Patrick Harper; Anthony Kuo; John O'Neill; Bob Ooten; Chuck Puckett; Schelly Sustarsic; Carol Warren; and Chad Zimmerman. STAFF MEMBERS PRESENT: Jim Herberg, General Manager; Rob Thompson, Assistant General Manager; Lorenzo Tyner, Assistant General Manager; Celia Chandler, Director of Human Resources; Kathy Millea, Director of Engineering; Lan Wiborg, Director of Environmental Services; Kelly Lore, Clerk of the Board; Jennifer Cabral; Rebecca Long; Belen Carrillo; and Tina Knapp were in attendance telephonically. OTHERS PRESENT: Brad Hogin (General Counsel) was present telephonically. PUBLIC COMMENTS: None. SPECIAL PRESENTATION: 1. STATE OF THE DISTRICT PRESENTATION 2020-1293 Originator: Jim Herberg Board Chair Shawver and General Manager Jim Herberg provided the State of the District presentation which included an overview of the Orange County Sanitation District's achievements over the past year and a review of upcoming milestones and activities. The 2019-2020 Annual Report - Building on the Past Planning for the Future was distributed electronically to all attendees. Page 1 of 2 BOARD OF DIRECTORS Minutes October 30, 2020 ITEM RECEIVED AS AN: Information item only. ADJOURNMENT: Chair Shawver adjourned the Special Board meeting until the Regular Meeting of the Board of Directors on November 18, 2020 at 6.00 p.m. *A Virtual Tour of Orange County Sanitation District Plant No. 1 commenced after meeting adjournment* Submitted by: Kelly A. Lore, MMC Clerk of the Board Page 2 of 2 oJ�jV SAN17gTO9 Orange Count Sanitation District Administration Building 5� o, g � 10844 Ellis Avenue 2 9 Fountain Valley, CA 92708 BOARD OF DIRECTORS (714)593 7433 9oTFCTN0 THE ENVQ����2 Agenda Report File #: 2020-1226 Agenda Date: 11/18/2020 Agenda Item No: 3. FROM: James D. Herberg, General Manager Originator: Kelly A. Lore, Clerk of the Board SUBJECT: PROPOSED BOARD OF DIRECTORS & COMMITTEE MEETING DATES FOR CALENDAR YEAR 2021 GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Approve the calendar of meeting dates for the 2021 calendar year for the Board of Directors and the following Committees: Administration, Legislative and Public Affairs, Operations, and Steering. BACKGROUND According to Resolution No. OCSD 19-19 - Rules of Procedure for the Conduct of Business of the District, Section (1)(a), a regular monthly meeting of the Board of Directors of the Orange County Sanitation District (Sanitation District) will be held on the fourth Wednesday of every month at 6:00 p.m. The four standing committees also meet regularly as follows: • Operations Committee First Wednesday of every month at 5:00 p.m. • Legislative and Public Affairs Second Monday of various months at 12:00 p.m. or Committee as noted below • Administration Committee Second Wednesday of every month at 5:00 p.m. • Steering Committee Fourth Wednesday of every month at 5:00 p.m. Staff is recommending the following dates for the 2021 calendar year. Should the need arise for a change in date or time, advance-notice will be given to the Board of Directors or Committee. The recommended dates for the 2021 calendar year are: OPERATIONS LEGISLATIVE & PUBLIC ADMINISTRATION BOARD &STEERING COMMITTEE AFFAIRS COMMITTEE COMMITTEE COMMITTEE January DARK* January DARK* January DARK* January 27, 2021 February 3, 2021 February 8, 2021 February 10, 2021 February 24, 2021 March 3, 2021 March 8, 2021 March 10, 2021 March 24, 2021 April 7, 2021 April 12, 2021*** April 14, 2021 April 28, 2021 Orange County Sanitation District Page 1 of 2 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1226 Agenda Date: 11/18/2020 Agenda Item No: 3. May 5, 2021 May 10, 2021 May 12, 2021 May 26, 2021 June 2, 2021 June DARK* June 9, 2021 June 23, 2021 July 7, 2021 July 12, 2021*** July 14, 2021 July 28, 2021 August DARK* August DARK* August DARK* August 25, 2021 September 1, 2021 September 13, 2021 September 8 2021 September 22, 2021 October 6, 2021 October DARK* October 13, 2021 October 27, 2021 November 3, 2021 November 8, 2021 November 10, 2021 November 17, 2021** December 1, 2021 December DARK* December 8, 2021 December 15, 2021** *Committee is dark in this month. ** Meeting scheduled to take place the third Wednesday of the month due to a Holiday. **** Meeting begins at 3:30 p.m.for attendance at GWRS Steering Committee meeting following adjournment. ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Draft 2021 Condensed Meeting Calendar Orange County Sanitation District Page 2 of 2 Printed on 11/10/2020 powered by LegistarTM ORANGE COUNTY SANITATION DISTRICT 2021 COMMITTEE/BOARD CALENDAR JANUARY `21 FEBRUARY `21 MARCH `21 S M T W T F S S M T W T F S S M T W T F S i 1 2 1 2 r 3 1 4 1 5 1 6 1 2 3 4 5 6 3 4 5 6 7 8 9 7 8 9 110 11 112 13 7 8 9 10 11 12 13 10 11 12 13 14 15 16 14 15 16 17 18 19 20 14 15 16 17 18 19 20 17 18 19 20 21 22 23 21 22 23 25 26 27 21 22 23 25 26 27 24 25 26 28 29 30 28 28 29 30 31 31 APRIL `21 MAY `21 JUNE `21 S M T W I T F S S M I T I W T I F S S M I T W T F S 1 2 3 1 1 2 3 4 5 14 5 6 I 7 I 8 9 10 2 3 4 I 5 6 7 8 6 7 8 9 10 11 12 111 112 13 14 115 16 17 9 10 11 112 13 14 15 13 14 15 16 17 18 19 118 119 20 21 122 23 24 16 17 18 119 20 21 22 20 21 22 ' 24 25 26 25 26 27 29 30 23 24 25 27 28 29 27 28 29 30 30 31 JULY `21 AUGUST `21 SEPTEMBER `21 S M T I W I T 7F S S M T I W T F S S M I T W 7TF S 1 2 3 1 2 3 4 5 6 7 2 3 4 4 5 6 8 9 10 8 9 10 11 12 13 14 5 6 7 8 9 10 11 11 112 13 114 15 16 17 15 16 17 18 19 20 21 12 13 114 15 16 17 18 18 19 20 21 22 23 24 22 23 24 26 27 28 19 20 21 23 24 25 25 26 27 29 30 31 29 30 31 26 27 28 29 30 OCTOBER `21 I NOVEMBER `21 DECEMBER `21 S M T W T F S I S M I T I W T F S S M T W T F S 1 2 1 2 I 3 4 5 6 1 2 3 4 3 4 5 6 7 8 9 7 8 9 10 11 12 13 5 6 7 8 9 10 11 10 11 12 13 14 15 16 14 15 16 18 19 20 12 13 14 ® 16 17 18 17 18 19 20 21 22 23 21 22 23 24 25 26 27 19 20 21 22 23 24 25 24 25 26 28 29 30 28 29 30 26 27 28 29 30 31 31 -7 Steering/Board (Blue) Operations (Red) Administration (Green) OCSD Holidays (Yellow) H:\dept\gmo\120\BS\Calendars\2020 Condensed Calendar.docx El Legislative & Public Affairs (Lt. Bl) oJ�jV SAN17gTO9 Orange Count Sanitation District Administration Building 5� o, g � 10844 Ellis Avenue 2 9 Fountain Valley, CA 92708 BOARD OF DIRECTORS (714)593 7433 9oTFCTN0 THE ENVQ����2 Agenda Report File #: 2020-1101 Agenda Date: 11/18/2020 Agenda Item No: 4. FROM: James D. Herberg, General Manager Originator: Lorenzo Tyner, Assistant General Manager SUBJECT: REPORT OF THE INVESTMENT TRANSACTIONS FOR THE MONTH OF OCTOBER 2020 GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Receive and file the following: Report of the Investment Transactions for the month of October 2020. BACKGROUND The CA Government Code requires that a monthly report of investment transactions be provided to the legislative body. Attached is the monthly report of investment transactions for the month ended October 31, 2020. RELEVANT STANDARDS • CA Government Code Section 53607 ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Report of the Investment Transactions for the Month of October 2020 Orange County Sanitation District Page 1 of 1 Printed on 11/10/2020 powered by LegistarTM U.S. Bank Transaction History October 2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss ACQUISITIONS 10/01/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 472.2200 1.000000 -472.22 472.22 0.00 10/02/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 240.1000 1.000000 -240.10 240.10 0.00 10/02/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 1,568.5100 1.000000 -1,568.51 1,568.51 0.00 10/02/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 294.6200 1.000000 -294.62 294.62 0.00 10/05/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 46,875.0000 1.000000 -46,875.00 46,875.00 0.00 10/08/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 5,000,000.0000 1.000000 -5,000,000.00 5,000,000.00 0.00 10/13/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 6,500,000.0000 1.000000 -6,500,000.00 6,500,000.00 0.00 10/13/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 59,062.5000 1.000000 -59,062.50 59,062.50 0.00 10/14/2020 912828WR7 PURCHASED PAR VALUE OF U S TREASURY NT 2.125% 6/30/21 /NOMURA 5,000,000.0000 1.014258 -5,071,289.06 5,071,289.06 0.00 SECURITIES INTERNATIONA/5,000,000 PAR VALUE AT 101.4257812% 10/15/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 1,184,650.0000 1.000000 -1,184,650.00 1,184,650.00 0.00 10/15/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 1,627,997.9300 1.000000 -1,627,997.93 1,627,997.93 0.00 10/19/2020 91282CAM3 PURCHASED PAR VALUE OF U S TREASURY NT 0.250% 9/30/25/GOLDMAN 6,500,000.0000 0.996563 -6,477,656.25 6,477,656.25 0.00 SACHS&CO.LLC/6,500,000 PAR VALUE AT 99.65625% 10/19/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 124,664.1600 1.000000 -124,664.16 124,664.16 0.00 10/19/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 6,584.2000 1.000000 -6,584.20 6,584.20 0.00 10/20/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 1,934.1000 1.000000 -1,934.10 1,934.10 0.00 10/21/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 232,267.1200 1.000000 -232,267.12 232,267.12 0.00 10/22/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 5,000,000.0000 1.000000 -5,000,000.00 5,000,000.00 0.00 10/22/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 6,588,050.7500 1.000000 -6,588,050.75 6,588,050.75 0.00 10/22/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 19,546.8500 1.000000 -19,546.85 19,546.85 0.00 10/26/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 28,715.8500 1.000000 -28,715.85 28,715.85 0.00 10/26/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 329,378.5500 1.000000 -329,378.55 329,378.55 0.00 10/27/2020 912828S76 PURCHASED PAR VALUE OF U S TREASURY NT 1.125% 7/31/21 /J.P.MORGAN 5,000,000.0000 1.007578 -5,037,890.63 5,037,890.63 0.00 SECURITIES LLC/5,000,000 PAR VALUE AT 100.7578126% 10/27/2020 9128287A2 PURCHASED PAR VALUE OF U S TREASURY NT 1.625% 6/30/21 /J.P.MORGAN 5,000,000.0000 1.010156 -5,050,781.25 5,050,781.25 0.00 SECURITIES LLC/5,000,000 PAR VALUE AT 101.015625% 10/28/2020 459058JL8 PURCHASED PAR VALUE OF INTL BK M T N 0.500% 10/28/25/MORGAN STANLEY 6,920,000.0000 0.998870 -6,912,180.40 6,912,180.40 0.00 &CO.LLC/6,920,000 PAR VALUE AT 99.887% 10/30/2020 00440EAS6 PURCHASED PAR VALUE OF ACE INA HOLDING 3.150% 3/15/25/WELLS FARGO 2,000,000.0000 1.101870 -2,203,740.00 2,203,740.00 0.00 SECURITIES,LLC/2,000,000 PAR VALUE AT 110.187% 10/30/2020 9128287A2 PURCHASED PAR VALUE OF U S TREASURY NT 1.625% 6/30/21 /J.P.MORGAN 4,000,000.0000 1.010078 -4,040,312.50 4,040,312.50 0.00 SECURITIES LLC/4,000,000 PAR VALUE AT 101.0078125% TOTAL ACQUISITIONS 61,172,302.4600 -61,546,152.55 61,546,152.55 0.00 1 of 7 U.S. Bank Transaction History October 2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss DISPOSITIONS 10/08/2020 912796TN9 MATURED PAR VALUE OF U S TREASURY BILL 10/08/20 5,000,000 PAR VALUE -5,000,000.0000 1.000000 4,997,484.38 -4,997,484.38 0.00 AT 100% 10/13/2020 313384K57 MATURED PAR VALUE OF F H L B DISC NTS 10/13/20 6,500,000 PAR VALUE AT -6,500,000.0000 1.000000 6,496,403.33 -6,496,403.33 0.00 100% 10/14/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -5,101,893.6800 1.000000 5,101,893.68 -5,101,893.68 0.00 10/15/2020 46625HHU7 MATURED PAR VALUE OF JPMORGAN CHASE CO 4.250%10/15/20 1,160,000 PAR -1,160,000.0000 1.000000 1,160,000.00 -1,176,924.40 -16,924.40 VALUE AT 100% 10/15/2020 31348SWZ3 PAID DOWN PAR VALUE OF F H L M C#786064 3.846% 1/01/28 SEPTEMBER -10.8100 0.000000 10.81 -10.55 0.26 FHLMC DUE 10/15/20 10/15/2020 3133TCE95 PAID DOWN PAR VALUE OF F H L M C MLTCL MTG 3.985% 8/15/32 -69.3000 0.000000 69.30 -69.37 -0.07 10/15/2020 43815NABO PAID DOWN PAR VALUE OF HONDA AUTO 1.900% 4/15/22 -292,039.3700 0.000000 292,039.37 -292,018.93 20.44 10/15/2020 47788BAD6 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 1.820% 10/15/21 -18,151.5800 0.000000 18,151.58 -18,150.25 1.33 10/15/2020 477870AB5 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 2.280% 5/16/22 -182,713.9700 0.000000 182,713.97 -182,713.28 0.69 10/15/2020 47788CAC6 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 2.660% 4/18/22 -66,844.7500 0.000000 66,844.75 -66,839.94 4.81 10/15/2020 47789JAB2 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 2.850% 12/15/21 -222,999.4700 0.000000 222,999.47 -222,989.31 10.16 10/15/2020 47788EAC2 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 3.080% 11/15/22 -219,116.3700 0.000000 219,116.37 -219,099.76 16.61 10/15/2020 65478GAD2 PAID DOWN PAR VALUE OF NISSAN AUTO 1.750%10/15/21 -121,975.8200 0.000000 121,975.82 -120,084.24 1,891.58 10/15/2020 65479GAD1 PAID DOWN PAR VALUE OF NISSAN AUTO 3.060% 3/15/23 -213,877.4300 0.000000 213,877.43 -213,870.50 6.93 10/15/2020 89239AAB9 PAID DOWN PAR VALUE OF TOYOTA AUTO 2.830%10/15/21 -254,732.0600 0.000000 254,732.06 -254,708.94 23.12 10/19/2020 43814PAC4 PAID DOWN PAR VALUE OF HONDA AUTO 1.790% 9/20/21 -124,185.4900 0.000000 124,185.49 -122,215.99 1,969.50 10/19/2020 43814WAB1 PAID DOWN PAR VALUE OF HONDA AUTO 2.750% 9/20/21 -332,646.6500 0.000000 332,646.65 -332,625.23 21.42 10/19/2020 43814UAG4 PAID DOWN PAR VALUE OF HONDA AUTO 3.010% 5/18/22 -108,575.5100 0.000000 108,575.51 -108,573.14 2.37 10/19/2020 912828N89 SOLD PAR VALUE OF U S TREASURY NT 1.375% 1/31/21 /GOLDMAN SACHS&CO. -6,000,000.0000 1.003555 6,021,328.13 -5,895,840.41 125,487.72 LLC/6,000,000 PAR VALUE AT 100.35546883% 10/20/2020 36225CAZ9 PAID DOWN PAR VALUE OF G N M A 1 1#080023 3.125%12/20/26 SEPTEMBER GNMA -160.9000 0.000000 160.90 -163.56 -2.66 DUE 10/20/20 10/20/2020 36225CC20 PAID DOWN PAR VALUE OF G N M A 1 1#080088 2.875% 6/20/27 SEPTEMBER GNMA -115.7600 0.000000 115.76 -118.29 -2.53 DUE 10/20/20 10/20/2020 36225CNM4 PAID DOWN PAR VALUE OF G N M A 1 1#080395 2.875% 4/20/30 SEPTEMBER GNMA -161.1700 0.000000 161.17 -159.71 1.46 DUE 10/20/20 10/20/2020 36225CN28 PAID DOWN PAR VALUE OF G N M A 1 1#080408 2.875% 5/20/30 SEPTEMBER GNMA -327.8300 0.000000 327.83 -324.50 3.33 DUE 10/20/20 10/20/2020 36225DCB8 PAID DOWN PAR VALUE OF G N M A 1 1#080965 3.250% 7/20/34 SEPTEMBER GNMA -918.0200 0.000000 918.02 -917.45 0.57 DUE 10/20/20 10/21/2020 43815HAC1 PAID DOWN PAR VALUE OF HONDA AUTO 2.950% 8/22/22 -226,254.6700 0.000000 226,254.67 -226,223.63 31.04 10/22/2020 9127962S7 MATURED PAR VALUE OF U S TREASURY BILL 10/22/20 5,000,000 PAR VALUE -5,000,000.0000 1.000000 4,997,362.85 -4,997,362.85 0.00 AT 100% 2of7 U.S. Bank Transaction History October 2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 10/22/2020 9128281-99 SOLD PAR VALUE OF U S TREASURY NT 1.375% 10/31/20/CITIGROUP GLOBAL -6,500,000.0000 1.000352 6,502,285.16 -6,396,119.99 106,165.17 MARKETS INC./6,500,000 PAR VALUE AT 100.03515631 % 10/26/2020 31394JY35 PAID DOWN PAR VALUE OF F H L M C MLTCL MTG 6.500% 9/25/43 -4,860.0000 0.000000 4,860.00 -5,503.95 -643.95 10/26/2020 31371 NUC7 PAID DOWN PAR VALUE OF F N M A#257179 4.500% 4/01/28 SEPTEMBER FNMA -132.0800 0.000000 132.08 -139.69 -7.61 DUE 10/25/20 10/26/2020 31376KT22 PAID DOWN PAR VALUE OF F N M A#357969 5.000% 9/01/35 SEPTEMBER FNMA -1,125.4900 0.000000 1,125.49 -1,209.90 -84.41 DUE 10/25/20 10/26/2020 31381 PDA3 PAID DOWN PAR VALUE OF F N M A#466397 3.400% 11/01/20 P&I DUE 10/25/20 -328,447.9500 0.000000 328,447.95 -321,340.16 7,107.79 10/26/2020 31403DJZ3 PAID DOWN PAR VALUE OF F N M A#745580 5.000% 6/01/36 SEPTEMBER FNMA -1,659.8300 0.000000 1,659.83 -1,784.32 -124.49 DUE 10/25/20 10/26/2020 31403GXF4 PAID DOWN PAR VALUE OF F N M A#748678 5.000% 10/01/33 SEPTEMBER FNMA -340.6700 0.000000 340.67 -366.22 -25.55 DUE 10/25/20 10/26/2020 31406PQY8 PAID DOWN PAR VALUE OF F N M A#815971 5.000% 3/01/35 SEPTEMBER FNMA -5,542.7200 0.000000 5,542.72 -5,958.42 -415.70 DUE 10/25/20 10/26/2020 31406XWT5 PAID DOWN PAR VALUE OF F N M A#823358 3.674% 2/01/35 SEPTEMBER FNMA -490.0800 0.000000 490.08 -486.25 3.83 DUE 10/25/20 10/26/2020 31407BXH7 PAID DOWN PAR VALUE OF F N M A#826080 5.000% 7/01/35 SEPTEMBER FNMA -739.5100 0.000000 739.51 -794.97 -55.46 DUE 10/25/20 10/26/2020 31410F4V4 PAID DOWN PAR VALUE OF F N M A#888336 5.000% 7/01/36 SEPTEMBER FNMA -3,929.8600 0.000000 3,929.86 -4,224.60 -294.74 DUE 10/25/20 10/26/2020 3138EG6F6 PAID DOWN PAR VALUE OF F N M A#AL0869 4.500% 6/01/29 SEPTEMBER FNMA -167.3800 0.000000 167.38 -177.02 -9.64 DUE 10/25/20 10/26/2020 31417YAY3 PAID DOWN PAR VALUE OF F N M A#MA0022 4.500% 4/01/29 SEPTEMBER FNMA -198.6200 0.000000 198.62 -210.06 -11.44 DUE 10/25/20 10/26/2020 31397QREO PAID DOWN PAR VALUE OF F N M A GTD REMIC 2.472% 2/25/41 -3,453.0100 0.000000 3,453.01 -3,451.93 1.08 10/26/2020 78445JAA5 PAID DOWN PAR VALUE OF S L M A 1.76388% 4/25/23 -409.7700 0.000000 409.77 -408.11 1.66 10/27/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -10,128,396.7500 1.000000 10,128,396.75 -10,128,396.75 0.00 10/28/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -6,912,180.4000 1.000000 6,912,180.40 -6,912,180.40 0.00 10/30/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -4,061,861.4100 1.000000 4,061,861.41 -4,061,861.41 0.00 10/30/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -2,211,615.0000 1.000000 2,211,615.00 -2,211,615.00 0.00 TOTAL DISPOSITIONS -61,313,321.1400 61,328,184.99 -61,104,014.77 224, 770.22 OTHER TRANSACTIONS 10/01/2020 31846V567 INTEREST EARNED ON FIRST AM GOVT OB FD CL Z UNIT ON 0.0000 SHARES DUE 0.0000 0.000000 240.10 0.00 0.00 9/30/2020 INTEREST FROM 9/1/20 TO 9/30/20 10/01/2020 31846V567 INTEREST EARNED ON FIRST AM GOVT OB FD CL Z UNIT ON 0.0000 SHARES DUE 0.0000 0.000000 294.62 0.00 0.00 9/30/2020 INTEREST FROM 9/1/20 TO 9/30/20 10/01/2020 525ESCIB7 Unknown LEHMAN BIRTH MTN ES 0.00001% 1/24/13 PARTIAL LIQUIDATING 0.0000 0.000000 472.22 -472.22 0.00 DISTRIBUTION PAID @ 0.78/SHARE 3of7 U.S. Bank Transaction History October 2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 10/02/2020 525ESCOY6 Unknown LEHMAN BIRTH HLD ESC PARTIAL LIQUIDATING DISTRIBUTION PAID @ 0.0000 0.000000 1,568.51 -1,568.51 0.00 0.78/SHARE 10/05/2020 3135GOT45 INTEREST EARNED ON F N M A 1.875% 4/05/22$1 PV ON 5000000.0000 0.0000 0.000000 46,875.00 0.00 0.00 SHARES DUE 10/5/2020 10/08/2020 912796TN9 INTEREST EARNED ON U S TREASURY BILL 10/08/20$1 PV ON 5000000.0000 0.0000 0.000000 2,515.62 0.00 0.00 SHARES DUE 10/8/2020 5,000,000 PAR VALUE AT 100% 10/13/2020 912828WUO BOOK VALUE OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 17992.00 UNITS 0.0000 0.000000 0.00 0.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 10/13/2020 912828WUO FED BASIS OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 17992.00 UNITS 0.0000 0.000000 0.00 17,992.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 10/13/2020 02665WCQ2 INTEREST EARNED ON AMERICAN HONDA MTN 3.625%10/10/23$1 PV ON 0.0000 0.000000 36,250.00 0.00 0.00 2000000.0000 SHARES DUE 10/13/2020 10/13/2020 313384K57 INTEREST EARNED ON F H L B DISC NTS 10/13/20$1 PV ON 6500000.0000 0.0000 0.000000 3,596.67 0.00 0.00 SHARES DUE 10/13/2020 6,500,000 PAR VALUE AT 100% 10/13/2020 24422EUM9 INTEREST EARNED ON JOHN DEERE MTN 3.650%10/12/23$1 PV ON 1250000.0000 0.0000 0.000000 22,812.50 0.00 0.00 SHARES DUE 10/12/2020 10/13/2020 912828WUO PAR VALUE OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 17992.0000 17,992.0000 0.000000 0.00 0.00 0.00 UNITS INCREASE TO ADJUST FOR CHANGE IN CPI 10/13/2020 912828WUO STATE COST OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 17992.00 UNITS 0.0000 0.000000 0.00 0.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 10/14/2020 912828WR7 PAID ACCRUED INTEREST ON PURCHASE OF U S TREASURY NT 2.125% 6/30/21 0.0000 0.000000 -30,604.62 0.00 0.00 10/15/2020 31348SWZ3 INTEREST EARNED ON F H L M C#786064 3.846% 1/01/28$1 PV ON 5.2100 SHARES 0.0000 0.000000 5.21 0.00 0.00 DUE 10/15/2020 AUGUST FHLMC DUE 10/15/20 10/15/2020 3133TCE95 INTEREST EARNED ON F H L M C MLTCL MTG 3.985% 8/15/32$1 PV ON 15.8100 0.0000 0.000000 15.81 0.00 0.00 SHARES DUE 10/15/2020$0.00332/PV ON 4,760.35 PV DUE 10/15/20 10/15/2020 43815NABO INTEREST EARNED ON HONDA AUTO 1.900% 4/15/22$1 PV ON 3455.0900 0.0000 0.000000 3,455.09 0.00 0.00 SHARES DUE 10/15/2020$0.00158/PV ON 2,182,158.82 PV DUE 10/15/20 10/15/2020 47787NAC3 INTEREST EARNED ON JOHN DEERE OWNER 0.510%11/15/24$1 PV ON 629.0000 0.0000 0.000000 629.00 0.00 0.00 SHARES DUE 10/15/2020$0.00042/PV ON 1,480,000.00 PV DUE 10/15/20 10/15/2020 47788BAD6 INTEREST EARNED ON JOHN DEERE OWNER 1.820%10/15/21 $1 PV ON 29.2700 0.0000 0.000000 29.27 0.00 0.00 SHARES DUE 10/15/2020$0.00152/PV ON 19,300.21 PV DUE 10/15/20 10/15/2020 477870AB5 INTEREST EARNED ON JOHN DEERE OWNER 2.280% 5/16/22$1 PV ON 2360.8100 0.0000 0.000000 2,360.81 0.00 0.00 SHARES DUE 10/15/2020$0.00190/PV ON 1,242,530.55 PV DUE 10/15/20 10/15/2020 47788CAC6 INTEREST EARNED ON JOHN DEERE OWNER 2.660% 4/18/22$1 PV ON 868.2100 0.0000 0.000000 868.21 0.00 0.00 SHARES DUE 10/15/2020$0.00222/PV ON 391,673.18 PV DUE 10/15/20 10/15/2020 47789JAB2 INTEREST EARNED ON JOHN DEERE OWNER 2.850% 12/15/21 $1 PV ON 997.3200 0.0000 0.000000 997.32 0.00 0.00 SHARES DUE 10/15/2020$0.00237/PV ON 419,926.33 PV DUE 10/15/20 10/15/2020 47788EAC2 INTEREST EARNED ON JOHN DEERE OWNER 3.080% 11/15/22$1 PV ON 7447.6000 0.0000 0.000000 7,447.60 0.00 0.00 SHARES DUE 10/15/2020$0.00257/PV ON 2,901,661.29 PV DUE 10/15/20 4 of 7 U.S. Bank Transaction History October 2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 10/15/2020 46625HHU7 INTEREST EARNED ON JPMORGAN CHASE CO 4.250%10/15/20$1 PV ON 0.0000 0.000000 24,650.00 0.00 0.00 1160000.0000 SHARES DUE 10/15/2020 10/15/2020 58770FAC6 INTEREST EARNED ON MERCEDES BENZ AUTO 1.840%12/15/22$1 PV ON 3143.3300 0.0000 0.000000 3,143.33 0.00 0.00 SHARES DUE 10/15/2020$0.00153/PV ON 2,050,000.00 PV DUE 10/15/20 10/15/2020 65478GAD2 INTEREST EARNED ON NISSAN AUTO 1.750%10/15/21 $1 PV ON 426.7800 0.0000 0.000000 426.78 0.00 0.00 SHARES DUE 10/15/2020$0.00146/PV ON 292,650.58 PV DUE 10/15/20 10/15/2020 65479JAD5 INTEREST EARNED ON NISSAN AUTO 1.930% 7/15/24$1 PV ON 6730.8700 0.0000 0.000000 6,730.87 0.00 0.00 SHARES DUE 10/15/2020$0.00161/PV ON 4,185,000.00 PV DUE 10/15/20 10/15/2020 65479GAD1 INTEREST EARNED ON NISSAN AUTO 3.060% 3/15/23$1 PV ON 7256.0700 0.0000 0.000000 7,256.07 0.00 0.00 SHARES DUE 10/15/2020$0.00255/PV ON 2,845,516.98 PV DUE 10/15/20 10/15/2020 89239AAB9 INTEREST EARNED ON TOYOTA AUTO 2.830%10/15/21 $1 PV ON 1016.3000 0.0000 0.000000 1,016.30 0.00 0.00 SHARES DUE 10/15/2020$0.00236/PV ON 430,940.84 PV DUE 10/15/20 10/15/2020 89237VAB5 INTEREST EARNED ON TOYOTA AUTO RECV 0.440%10/15/24$1 PV ON 1085.3300 0.0000 0.000000 1,085.33 0.00 0.00 SHARES DUE 10/15/2020$0.00037/PV ON 2,960,000.00 PV DUE 10/15/20 10/19/2020 43813KAC6 INTEREST EARNED ON HONDA AUTO 0.370% 10/18/24$1 PV ON 631.7200 0.0000 0.000000 631.72 0.00 0.00 SHARES DUE 10/18/2020$0.00020/PV ON 3,235,000.00 PV DUE 10/18/20 10/19/2020 43814PAC4 INTEREST EARNED ON HONDA AUTO 1.790% 9/20/21 $1 PV ON 478.6700 0.0000 0.000000 478.67 0.00 0.00 SHARES DUE 10/18/2020$0.00149/PV ON 320,898.64 PV DUE 10/18/20 10/19/2020 43814WAB1 INTEREST EARNED ON HONDA AUTO 2.750% 9/20/21 $1 PV ON 1619.9200 0.0000 0.000000 1,619.92 0.00 0.00 SHARES DUE 10/18/2020$0.00229/PV ON 706,874.28 PV DUE 10/18/20 10/19/2020 43814UAG4 INTEREST EARNED ON HONDA AUTO 3.010% 5/18/22$1 PV ON 2351.9500 0.0000 0.000000 2,351.95 0.00 0.00 SHARES DUE 10/18/2020$0.00251/PV ON 937,656.48 PV DUE 10/18/20 10/19/2020 91282CAM3 PAID ACCRUED INTEREST ON PURCHASE OF U S TREASURY NT 0.250% 9/30/25 0.0000 0.000000 -848.21 0.00 0.00 10/19/2020 912828N89 RECEIVED ACCRUED INTEREST ON SALE OF U S TREASURY NT 1.375% 1/31/21 0.0000 0.000000 17,934.78 0.00 0.00 10/20/2020 36225CAZ9 INTEREST EARNED ON G N M A 11#080023 3.125%12/20/26$1 PV ON 32.7800 0.0000 0.000000 32.78 0.00 0.00 SHARES DUE 10/20/2020 SEPTEMBER GNMA DUE 10/20/20 10/20/2020 36225CC20 INTEREST EARNED ON G N M A 1 1#080088 2.875% 6/20/27$1 PV ON 22.4100 0.0000 0.000000 22.41 0.00 0.00 SHARES DUE 10/20/2020 SEPTEMBER GNMA DUE 10/20/20 10/20/2020 36225CNM4 INTEREST EARNED ON G N M A 1 1#080395 2.875% 4/20/30$1 PV ON 12.5100 0.0000 0.000000 12.51 0.00 0.00 SHARES DUE 10/20/2020 SEPTEMBER GNMA DUE 10/20/20 10/20/2020 36225CN28 INTEREST EARNED ON G N M A 1 1#080408 2.875% 5/20/30$1 PV ON 90.6700 0.0000 0.000000 90.67 0.00 0.00 SHARES DUE 10/20/2020 SEPTEMBER GNMA DUE 10/20/20 10/20/2020 36225DCB8 INTEREST EARNED ON G N M A 1 1#080965 3.250% 7/20/34$1 PV ON 92.0500 0.0000 0.000000 92.05 0.00 0.00 SHARES DUE 10/20/2020 SEPTEMBER GNMA DUE 10/20/20 10/21/2020 43815HAC1 INTEREST EARNED ON HONDA AUTO 2.950% 8/22/22$1 PV ON 6012.4500 0.0000 0.000000 6,012.45 0.00 0.00 SHARES DUE 10/21/2020$0.00246/PV ON 2,445,741.84 PV DUE 10/21/20 10/22/2020 3135G03U5 INTEREST EARNED ON F N M A DEB 0.625% 4/22/25$1 PV ON 14000000.0000 0.0000 0.000000 43,263.89 0.00 0.00 SHARES DUE 10/22/2020 10/22/2020 459058JBO INTEREST EARNED ON INTL BK M T N 0.625% 4/22/25$1 PV ON 6245000.0000 0.0000 0.000000 19,546.85 0.00 0.00 SHARES DUE 10/22/2020 5of7 U.S. Bank Transaction History October 2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 10/22/2020 9127962S7 INTEREST EARNED ON U S TREASURY BILL 10/22/20$1 PV ON 5000000.0000 0.0000 0.000000 2,637.15 0.00 0.00 SHARES DUE 10/22/2020 5,000,000 PAR VALUE AT 100% 10/22/2020 9128281-99 RECEIVED ACCRUED INTEREST ON SALE OF U S TREASURY NT 1.375% 10/31/20 0.0000 0.000000 42,501.70 0.00 0.00 10/26/2020 03215PFN4 INTEREST EARNED ON AMRESCO 1.12443% 6/25/29$1 PV ON 111.5300 0.0000 0.000000 111.53 0.00 0.00 SHARES DUE 10/25/2020$0.00094/PV ON 119,021.64 PV DUE 10/25/20 10/26/2020 31394JY35 INTEREST EARNED ON F H L M C MLTCL MTG 6.500% 9/25/43$1 PV ON 3172.4200 0.0000 0.000000 3,172.42 0.00 0.00 SHARES DUE 10/25/2020$0.00542/PV ON 585,676.61 PV DUE 10/25/20 10/26/2020 31371 NUC7 INTEREST EARNED ON F N M A#257179 4.500% 4/01/28$1 PV ON 41.6400 SHARES 0.0000 0.000000 41.64 0.00 0.00 DUE 10/25/2020 SEPTEMBER FNMA DUE 10/25/20 10/26/2020 31376KT22 INTEREST EARNED ON F N M A#357969 5.000% 9/01/35$1 PV ON 342.0300 0.0000 0.000000 342.03 0.00 0.00 SHARES DUE 10/25/2020 SEPTEMBER FNMA DUE 10/25/20 10/26/2020 31381PDA3 INTEREST EARNED ON F N M A#466397 3.400% 11/01/20$1 PV ON 930.6000 0.0000 0.000000 930.60 0.00 0.00 SHARES DUE 10/25/2020 P&I DUE 10/25/20 10/26/2020 31403DJZ3 INTEREST EARNED ON F N M A#745580 5.000% 6/01/36$1 PV ON 315.8000 0.0000 0.000000 315.80 0.00 0.00 SHARES DUE 10/25/2020 SEPTEMBER FNMA DUE 10/25/20 10/26/2020 31403GXF4 INTEREST EARNED ON F N M A#748678 5.000% 10/01/33$1 PV ON 6.9600 SHARES 0.0000 0.000000 6.96 0.00 0.00 DUE 10/25/2020 SEPTEMBER FNMA DUE 10/25/20 10/26/2020 31406PQY8 INTEREST EARNED ON F N M A#815971 5.000% 3/01/35$1 PV ON 501.6300 0.0000 0.000000 501.63 0.00 0.00 SHARES DUE 10/25/2020 SEPTEMBER FNMA DUE 10/25/20 10/26/2020 31406XWT5 INTEREST EARNED ON F N M A#823358 3.674% 2/01/35$1 PV ON 283.8000 0.0000 0.000000 283.80 0.00 0.00 SHARES DUE 10/25/2020 SEPTEMBER FNMA DUE 10/25/20 10/26/2020 31407BXH7 INTEREST EARNED ON F N M A#826080 5.000% 7/01/35$1 PV ON 64.1600 SHARES 0.0000 0.000000 64.16 0.00 0.00 DUE 10/25/2020 SEPTEMBER FNMA DUE 10/25/20 10/26/2020 31410F4V4 INTEREST EARNED ON F N M A#888336 5.000% 7/01/36$1 PV ON 600.9200 0.0000 0.000000 600.92 0.00 0.00 SHARES DUE 10/25/2020 SEPTEMBER FNMA DUE 10/25/20 10/26/2020 3138EG6F6 INTEREST EARNED ON F N M A#AL0869 4.500% 6/01/29$1 PV ON 28.8100 0.0000 0.000000 28.81 0.00 0.00 SHARES DUE 10/25/2020 SEPTEMBER FNMA DUE 10/25/20 10/26/2020 31417YAY3 INTEREST EARNED ON F N M A#MA0022 4.500% 4/01/29$1 PV ON 46.7100 0.0000 0.000000 46.71 0.00 0.00 SHARES DUE 10/25/2020 SEPTEMBER FNMA DUE 10/25/20 10/26/2020 31397QREO INTEREST EARNED ON F N M A GTD REMIC 2.472% 2/25/41 $1 PV ON 100.9200 0.0000 0.000000 100.92 0.00 0.00 SHARES DUE 10/25/2020$0.00069/PV ON 146,233.86 PV DUE 10/25/20 10/26/2020 78445JAA5 INTEREST EARNED ON S L M A 1.76388% 4/25/23$1 PV ON 49.5000 SHARES 0.0000 0.000000 49.50 0.00 0.00 DUE 10/25/2020$0.00441/PV ON 11,225.80 PV DUE 10/25/20 10/27/2020 912828S76 PAID ACCRUED INTEREST ON PURCHASE OF U S TREASURY NT 1.125% 7/31/21 0.0000 0.000000 -13,451.09 0.00 0.00 10/27/2020 9128287A2 PAID ACCRUED INTEREST ON PURCHASE OF U S TREASURY NT 1.625% 6/30/21 0.0000 0.000000 -26,273.78 0.00 0.00 10/28/2020 912828WUO BOOK VALUE OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 18512.00 UNITS 0.0000 0.000000 0.00 0.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 10/28/2020 912828WUO FED BASIS OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 18512.00 UNITS 0.0000 0.000000 0.00 18,512.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 6 of 7 U.S. Bank Transaction History October 2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 10/28/2020 912828WUO PAR VALUE OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 18512.0000 18,512.0000 0.000000 0.00 0.00 0.00 UNITS INCREASE TO ADJUST FOR CHANGE IN CPI 10/28/2020 912828WUO STATE COST OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 18512.00 UNITS 0.0000 0.000000 0.00 0.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 10/30/2020 00440EAS6 PAID ACCRUED INTEREST ON PURCHASE OF ACE INA HOLDING 3.150% 3/15/25 0.0000 0.000000 -7,875.00 0.00 0.00 10/30/2020 9128287A2 PAID ACCRUED INTEREST ON PURCHASE OF U S TREASURY NT 1.625% 6/30/21 0.0000 0.000000 -21,548.91 0.00 0.00 TOTAL OTHER TRANSACTIONS 36,504.0000 217,967.56 34,463.27 0.00 7of7 oJ�jV SAN17gTO9 Orange Count Sanitation District Administration Building 5� o, g � 10844 Ellis Avenue 2 9 Fountain Valley, CA 92708 BOARD OF DIRECTORS (714)593 7433 9oTFCTN0 THE ENVQ����2 Agenda Report File #: 2020-1334 Agenda Date: 11/18/2020 Agenda Item No: 5. FROM: James D. Herberg, General Manager Originator: Kelly A. Lore, Clerk of the Board SUBJECT: COMMITTEE MEETING MINUTES GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Receive and file the following: A. Minutes of the Administration Committee Meeting held September 9, 2020 B. Minutes of the Legislative and Public Affairs Committee Meeting held September 14, 2020 C. Minutes of the Steering Committee Meeting held September 23, 2020 D. Minutes of the Operations Committee Meeting held October 7, 2020 BACKGROUND In accordance with the Board of Directors Rules of Procedure, an accurate record of each meeting will be provided to the Directors for subsequent approval at the following meeting. RELEVANT STANDARDS • Resolution No. OCSD 19-19 ADDITIONAL INFORMATION The minutes of the Committee meeting are approved at their respective Committees and brought forth to the Board of Directors for receive and file only. ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Minutes of the Monthly Committee Meetings Orange County Sanitation District Page 1 of 1 Printed on 11/10/2020 powered by LegistarTM Orange County Sanitation District °Nj� sANirgTlo Wednesday, September 9, 2020 Minutes for the °° mo 5:00 PM ADMINISTRATION COMMITTEE 2 �A Board Room o Administration Building 10844 Ellis Avenue 9 2 Fountain Valley, CA 92708 (714) 593-7433 Cl/�G THE CALL TO ORDER A regular meeting of the Administration Committee was called to order by Committee Chair Chad Wanke on Wednesday, September 9, 2020 at 5:02 p.m. in the Administration Building of the Orange County Sanitation District. Chair Wanke stated that the meeting was being held telephonically and via audio/video teleconferencing in accordance with the Governor's Executive Order No. N-29-20, due to the Coronavirus Pandemic (COVID-19). Chair Wanke led the Flag Salute. ROLL CALL AND DECLARATION OF QUORUM: The Clerk of the Board took roll and a quorum was declared present, as follows: PRESENT: Chad Wanke, Richard Murphy, James Ferryman, Peter Kim, Mark Murphy, Steve Nagel, Andrew Nguyen, Glenn Parker, Erik Peterson, Tim Shaw, Christina Shea, David Shawver and John Withers ABSENT: None STAFF PRESENT: Jim Herberg, General Manager; Kelly Lore, Clerk of the Board; and Brian Engeln were present in the Board Room. Lorenzo Tyner, Assistant General Manager; Celia Chandler, Director of Human Resources; Kathy Millea, Director of Engineering; Lan Wiborg, Director of Environmental Services; Jennifer Cabral; Tina Knapp; Joshua Martinez; Don Stokes; and Thomas Vu were in attendance telephonically. OTHERS PRESENT: Brad Hogin, General Counsel was present in the Board Room. PUBLIC COMMENTS: None. REPORTS: Chair Wanke announced that an OCSD virtual tour will be held September 12 at 11 a.m. and a joint tour of OCSD and OCWD will be held on September 16 at 10 a.m. General Manager Herberg stated that a letter was received from Yorba Linda Water District in response to a Draft MSR for OCSD during a Public hearing with OC LAFCO on September 9, 2020 was sent to the Board of Directors and will be placed for discussion at the Steering Committee and Board of Directors this month. Page 1 of 6 ADMINISTRATION Minutes September 9, 2020 COMMITTEE CONSENT CALENDAR: 1. APPROVAL OF MINUTES 2020-1213 Originator: Kelly Lore MOVED, SECONDED, AND DULY CARRIED TO.- Approve Minutes of the Regular Meeting of the Administration Committee held July 8, 2020. AYES: Chad Wanke, Richard Murphy, James Ferryman, Peter Kim, Mark Murphy, Steve Nagel, Andrew Nguyen, Glenn Parker, Erik Peterson, Tim Shaw, Christina Shea, David Shawver and John Withers NOES: None ABSENT: None ABSTENTIONS: None 2. RECORDS MANAGEMENT PROGRAM UPDATE 2020-1076 Originator: Kelly Lore MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Adopt Resolution No. OCSD 20-XX entitled: "A Resolution of the Board of Directors of the Orange County Sanitation District Adopting the Records Management Program Procedures and Records Retention Schedule, Authorizing Destruction of Obsolete Records, and Repealing Resolution No. OCSD 18-22". AYES: Chad Wanke, Richard Murphy, James Ferryman, Peter Kim, Mark Murphy, Steve Nagel, Andrew Nguyen, Glenn Parker, Erik Peterson, Tim Shaw, Christina Shea, David Shawver and John Withers NOES: None ABSENT: None ABSTENTIONS: None 3. HYPER CONVERGED INFRASTRUCTURE IMPLEMENTATION - 2020-1160 PHASE 1 Originator: Lorenzo Tyner MOVED, SECONDED, AND DULY CARRIED TO: Page 2 of 6 ADMINISTRATION Minutes September 9, 2020 COMMITTEE A. Award a Professional Services Agreement to ePlus Technology inc. for the procurement of software, hardware, and services to implement and configure the Hyper Converged Infrastructure, Specification No. CS-2020-1141 BD, for a total amount not to exceed $177,950; and B. Approve a contingency in the amount of $17,795 (10%). AYES: Chad Wanke, Richard Murphy, James Ferryman, Peter Kim, Mark Murphy, Steve Nagel, Andrew Nguyen, Glenn Parker, Erik Peterson, Tim Shaw, Christina Shea, David Shawver and John Withers NOES: None ABSENT: None ABSTENTIONS: None 4. INCIDENT RESPONSE PROGRAM 2020-1207 Originator: Lorenzo Tyner MOVED, SECONDED, AND DULY CARRIED TO: A. Award a Professional Services Agreement to Tevora Business Solutions to provide Cyber Incident Response Consulting Services, Specification No. CS-2020-1160, for a total amount not to exceed $112,700; and B. Approve a contingency in the amount of$16,905 (15%). AYES: Chad Wanke, Richard Murphy, James Ferryman, Peter Kim, Mark Murphy, Steve Nagel, Andrew Nguyen, Glenn Parker, Erik Peterson, Tim Shaw, Christina Shea, David Shawver and John Withers NOES: None ABSENT: None ABSTENTIONS: None 5. GENERAL MANAGER APPROVED PURCHASES AND ADDITIONS 2020-1204 TO THE PRE-APPROVED OEM SOLE SOURCE LIST Originator: Lorenzo Tyner MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Page 3 of 6 ADMINISTRATION Minutes September 9, 2020 COMMITTEE A. Receive and file Orange County Sanitation District purchases made under the General Manager's authority for the period of April 1, 2020 to June 30, 2020; and B. Approve the following additions to the pre-approved OEM Sole Source List for the period of April 1, 2020 to June 30, 2020: • ALHAMBRA FOUNDRY - Manhole Frames and Covers • GARDNER DENVER / HOFFMAN - Blower Equipment, Parts and Service • GEA WESTFALIA - Centrifuge Parts and Service (Replaces OEM Manufacturer WESTFALIA - Name Change) • NUTTAL GEAR - Gear Drive Assembly and Related Parts/Equipment • SCRIPPS INSTITUTION OF OCEANOGRAPHY (SIO) - Ocean Monitoring Program • SPX Flow / LIGHTNIN - Gear Box Repair Parts, Equipment and Service • VAC-CON - Sewer Combo Cleaning Truck Rental AYES: Chad Wanke, Richard Murphy, James Ferryman, Peter Kim, Mark Murphy, Steve Nagel, Andrew Nguyen, Glenn Parker, Erik Peterson, Tim Shaw, Christina Shea, David Shawver and John Withers NOES: None ABSENT: None ABSTENTIONS: None 6. REIMBURSEMENTS TO BOARD MEMBERS AND STAFF 2020-1228 Originator: Lorenzo Tyner MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Receive and file report of reimbursements to Board Members and Staff per Government Code Section 53065.5 for the period July 1, 2019 through June 30, 2020. AYES: Chad Wanke, Richard Murphy, James Ferryman, Peter Kim, Mark Murphy, Steve Nagel, Andrew Nguyen, Glenn Parker, Erik Peterson, Tim Shaw, Christina Shea, David Shawver and John Withers NOES: None ABSENT: None ABSTENTIONS: None 7. TREASURER'S REPORT FOR THE FOURTH QUARTER ENDED 2020-975 JUNE 30, 2020 Originator: Lorenzo Tyner Page 4 of 6 ADMINISTRATION Minutes September 9, 2020 COMMITTEE MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Receive and file the Orange County Sanitation District Fourth Quarter Treasurer's Report for the period ended June 30, 2020. AYES: Chad Wanke, Richard Murphy, James Ferryman, Peter Kim, Mark Murphy, Steve Nagel, Andrew Nguyen, Glenn Parker, Erik Peterson, Tim Shaw, Christina Shea, David Shawver and John Withers NOES: None ABSENT: None ABSTENTIONS: None NON-CONSENT: 8. PENSION COST STRATEGIES 2020-1136 Originator: Lorenzo Tyner Assistant General Manager Lorenzo Tyner provided an informative PowerPoint presentation regarding OCSD Pension Funding including current investment returns and projected annual OCSD contribution to OCERS. Mr. Tyner provided various pension funding options with an initial $20M investment. Mr. Tyner responded to questions from the Committee regarding risks, fee structures, and limitations of the 115 trust. Committee members thanked staff, Mr. Tyner, and Chair Wanke for providing the item for consideration. MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Direct staff to advertise a Request for Proposals (RFP) to select a multiple-employer Internal Revenue Service Code Section 115 Trust Pension Account. AYES: Chad Wanke, Richard Murphy, James Ferryman, Peter Kim, Mark Murphy, Steve Nagel, Andrew Nguyen, Glenn Parker, Erik Peterson, Tim Shaw, Christina Shea, David Shawver and John Withers NOES: None ABSENT: None ABSTENTIONS: None INFORMATION ITEMS: 9. COVID-19 SEWAGE SURVEILLANCE PROJECT UPDATE 2020-1229 Originator: Lan Wiborg Director of Environmental Services Lan Wiborg provided an informative PowerPoint presentation regarding Wastewater Surveillance for COVID-19. The Committee Page 5 of 6 ADMINISTRATION Minutes September 9, 2020 COMMITTEE requested that Ms. Wiborg provide notes to use in reporting this information to their agencies. WITHOUT OBJECTION ITEM RECEIVED AS AN: Information Item. DEPARTMENT HEAD REPORTS: None. CLOSED SESSION: None. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS. IF ANY: None. BOARD OF DIRECTORS INITIATED ITEMS FOR A FUTURE MEETING: None. ADJOURNMENT: Chair Wanke declared the meeting adjourned at 6:00 p.m. to the Regular meeting to be held on Wednesday, October 14, 2020 at 5:00 p.m. Su mitted by: K Ily A. re, MMC C erk of t Board Page 6 of 6 Orange County Sanitation District JNjv SANIN7-1 Monday, September 14, 2020 Minutes for the °° mo 12:00 PM LEGISLATIVE AND PUBLIC z 9 Board Room AFFAIRS COMMITTEE o Administration Building 10844 Ellis Avenue 9 z Fountain Valley, CA 92708 � o (714) 593-7433 Cr/H� THE ENv\P CALL TO ORDER A regular meeting of the Legislative and Public Affairs Committee was called to order by Committee Chair Peter Kim on Monday, September 14, 2020 at 12:07 p.m. in the Administration Building of the Orange County Sanitation District. Chair Kim stated that the meeting was being held telephonically and via audio/video teleconferencing in accordance with the Governor's Executive Order No. N-29-20, due to the Coronavirus Pandemic (COVID-19). Chair Kim led the Flag Salute. The Clerk of the Board announced the teleconference meeting guidelines and stated that votes will be taken by roll call. ROLL CALL AND DECLARATION OF QUORUM: Roll call was taken and a quorum was declared present, as follows: PRESENT: Peter Kim, Allan Bernstein, Lucille Kring, Erik Peterson, Christina Shea, David Shawver and John Withers ABSENT: None STAFF PRESENT: Jim Herberg, General Manager; Kelly Lore, Clerk of the Board; and Brian Engeln were present in the Board Room. Rob Thompson, Assistant General Manager; Lorenzo Tyner, Assistant General Manager; Celia Chandler, Director of Human Resources; Kathy Millea, Director of Engineering; Lan Wiborg, Director of Environmental Services; Daisy Covarrubias; Jennifer Cabral; Belen Carrillo; Tanya Chong; Gregg Deterring; Tina Knapp; and Kelly Newell were in attendance telephonically. OTHERS PRESENT: Brad Hogin, General Counsel was present in the Board Room. Eric Sapirstein, ENS Resources; Eric O'Donnell, Townsend Public Affairs (TPA); and Cori Takkinen, Townsend Public Affairs (TPA) were in attendance telephonically. PUBLIC COMMENTS: None. REPORTS: Chair Kim announced that OCSD and OCWD will host a Virtual Joint Tour on Wednesday, September 16th at 10:00 a.m. Page 1 of 4 LEGISLATIVE AND PUBLIC Minutes September 14, 2020 AFFAIRS COMMITTEE CONSENT CALENDAR: 1. APPROVAL OF MINUTES 2020-1214 Originator: Kelly Lore MOVED, SECONDED, AND DULY CARRIED TO: Approve Minutes of the Regular Meeting of the Legislative and Public Affairs Committee held July 13, 2020. AYES: Peter Kim, Allan Bernstein, Lucille Kring, Christina Shea, David Shawver and John Withers NOES: None ABSENT: Erik Peterson ABSTENTIONS: None NON-CONSENT: 2. PUBLIC AFFAIRS UPDATE FOR THE MONTHS OF JULY THROUGH 2O20-1200 AUGUST 2020 Originator: Jim Herberg Principal Public Affairs Specialist Daisy Covarrubias provided a PowerPoint Presentation describing the outreach and activities of the previous months. MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Receive and file the Public Affairs Update for the months of July through August 2020. AYES: Peter Kim, Allan Bernstein, Lucille Kring, Erik Peterson, Christina Shea, David Shawver and John Withers NOES: None ABSENT: None ABSTENTIONS: None 3. ORANGE COUNTY SANITATION DISTRICT BRANDING 2020-1201 Originator: Jim Herberg Administration Manager Jennifer Cabral provided a PowerPoint presentation regarding the item. MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Page 2 of 4 LEGISLATIVE AND PUBLIC Minutes September 14, 2020 AFFAIRS COMMITTEE Approve the new Orange County Sanitation District Logo. AYES: Peter Kim, Allan Bernstein, Lucille Kring, Erik Peterson, Christina Shea, David Shawver and John Withers NOES: None ABSENT: None ABSTENTIONS: None 4. LEGISLATIVE AFFAIRS UPDATE FOR THE MONTHS OF JULY 2020-1202 THROUGH AUGUST 2020 Originator: Jim Herberg Eric O'Donnell provided a PowerPoint presentation regarding the State Legislative update including an end of session update, recent state actions on COVID-19 response, and Legislative Recap and Priority legislation. Eric Sapirstein provided a PowerPoint presentation regarding the Federal Legislative update including the key issues of the COVID-19 relief (Heroes Act/Heals); Infrastructure Assistance bills; and Fiscal Year 2021 Appropriations. Mr. Sapirstein also announced that Congressman Lou Correa has agreed to make a taped presentation for the OCSD State of the District. MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Receive and file the Legislative Affairs Update for the months of July through August 2020. AYES: Peter Kim, Allan Bernstein, Lucille Kring, Erik Peterson, Christina Shea, David Shawver and John Withers NOES: None ABSENT: None ABSTENTIONS: None DEPARTMENT HEAD REPORTS: None. CLOSED SESSION: None. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: None. Page 3 of 4 LEGISLATIVE AND PUBLIC Minutes September 14, 2020 AFFAIRS COMMITTEE BOARD OF DIRECTORS INITIATED ITEMS FOR A FUTURE MEETING: None. ADJOURNMENT: Committee Chair Kim declared the meeting adjourned at 12:50 p.m. to the next Legislative and Public Affairs Committee meeting, Monday, November 9, 2020 at 12:00 p.m. Sub itted byM : �r Kell A. o e, MC Cle k of t Board Page 4 of 4 Orange County Sanitation District �Ntv snruirgT/o Wednesday, September 23, 2020 Minutes for the °° yo 5:00 PM STEERING COMMITTEE z �Np Board Room Administration Building • 10844 Ellis Avenue 9 z Fountain Valley, CA 92708 (714) 593-7433 THE CALL TO ORDER A regular meeting of the Steering Committee of the Orange County Sanitation District was called to order by Board Chairman David Shawver on Wednesday, September 23, 2020 at 5:01 p.m. in the Administration Building of the Orange County Sanitation District. The meeting was held telephonically in accordance with the Governor's Executive Order No. N-29-20, due to the COVID-19 Coronavirus Pandemic. The meeting was recorded and broadcast live on OCSD.com. ROLL CALL AND DECLARATION OF QUORUM: A quorum was declared present, as follows: PRESENT: David Shawver, John Withers, Robert Collacott, Peter Kim, Glenn Parker, Tim Shaw and Chad Wanke ABSENT: None STAFF MEMBERS PRESENT: Jim Herberg, General Manager; Kelly Lore, Clerk of the Board; and Brian Engeln were present in the Board Room. Assistant General Manager Lorenzo Tyner, Assistant General Manager Rob Thompson, Director of Engineering Kathy Millea, Director of Environmental Services Lan Wiborg, Director of Human Resources Celia Chandler, Jennifer Cabral, Dean Fisher, Tom Grant, Tina Knapp, Jeff Mohr, and Thomas Vu participated telephonically. OTHERS PRESENT: Brad Hogin (General Counsel) was present in the Board Room. PUBLIC COMMENTS: None. REPORTS: Chair Shawver did not provide a report. Mr. Herberg provided a short COVID-19 update stating that one additional positive case had been reported at OCSD. CONSENT CALENDAR: 1. APPROVAL OF MINUTES 2020-1234 Page 1 of 3 STEERING COMMITTEE Minutes September 23, 2020 Originator: Kelly Lore MOVED, SECONDED, AND DULY CARRIED TO: Approve Minutes of the Regular Meeting of the Steering Committee held August 26, 2020. AYES: David Shawver, John Withers, Robert Collacott, Peter Kim, Glenn Parker, Tim Shaw and Chad Wanke NOES: None ABSENT: None ABSTENTIONS: None NON-CONSENT: 2. TUSTIN AVENUE MANHOLE AND PIPE REPAIR, PROJECT NO. 2020-1237 FE17-06 Originator: Kathy Millea Director of Engineering Kathy Millea provided a brief description of the project and contingency increase. MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Approve a contingency increase of$70,000 to the construction contract with Nuline Technologies, LLC for Tustin Avenue Manhole and Pipe Repair, Project No. FE17-06, for a total contingency of$105,000 (30%). AYES: David Shawver, John Withers, Robert Collacott, Peter Kim, Glenn Parker, Tim Shaw and Chad Wanke NOES: None ABSENT: None ABSTENTIONS: None 3. HEADQUARTERS COMPLEX AT PLANT NO. 1, PROJECT NO. 2020-1245 P1-128A Originator: Kathy Millea Ms. Millea provided information regarding the standard fees and the anticipated project approval process with the City of Fountain Valley. MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Page 2 of 3 STEERING COMMITTEE Minutes September 23, 2020 Authorize payment to the City of Fountain Valley for Building Department and Public Works Department standard fees related to the Headquarters Complex at Plant No. 1 , Project No. P1-128A, for an amount not to exceed $900,000. AYES: David Shawver, John Withers, Robert Collacott, Peter Kim, Glenn Parker, Tim Shaw and Chad Wanke NOES: None ABSENT: None ABSTENTIONS: None INFORMATION ITEMS: None. DEPARTMENT HEAD REPORTS: None. CLOSED SESSION: None. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: None. BOARD OF DIRECTORS INITIATED ITEMS FOR A FUTURE MEETING: None. ADJOURNMENT: Chair Shawver declared the meeting adjourned at 5:14 p.m. to the next Steering Committee meeting to be held on Wednesday, October 28, 2020 at 5:00 p.m. Submitted by: *ey L e, N1Gf t Board Page 3 of 3 Orange County Sanitation District °NjV SANIT.4;, Wednesday, October 7, 2020 Minutes for the °° mo 5:00 PM OPERATIONS COMMITTEE z s9 Board Room Administration Building 10844 Ellis Avenue 9 2 Fountain Valley, CA 92708 or�cr/NG ENv\Po��4 (714) 593-7433 THE CALL TO ORDER A regular meeting of the Operations Committee was called to order by Committee Chair Bob Collacott on Wednesday, October 7, 2020 at 5.01 p.m. in the Administration Building of the Orange County Sanitation District. Chair Collacott stated that the meeting was being held telephonically and via audio/video teleconferencing in accordance with the Governor's Executive Order No. N-29-20, due to the Coronavirus Pandemic (COVID-19). Chair Collacott led the Flag Salute. ROLL CALL AND DECLARATION OF QUORUM: Roll call was taken and a quorum was declared present, as follows.- PRESENT: Robert Collacott, Mariellen Yarc, Brad Avery, Allan Bernstein, Doug Chaffee, Brooke Jones, Lucille Kring, Sandra Massa-Lavitt, Nelida Mendoza, Jesus Silva, Fred Smith, David Shawver and John Withers ABSENT: Steve Jones STAFF PRESENT: Jim Herberg, General Manager; Kelly Lore, Clerk of the Board; and Josh Martinez were present in the Board Room. Rob Thompson, Assistant General Manager; Lorenzo Tyner, Assistant General Manager; Celia Chandler, Director of Human Resources; Kathy Millea, Director of Engineering; Lan Wiborg, Director of Environmental Services; Jennifer Cabral; Dean Fisher; Mark Kawamoto; and Tina Knapp were in attendance telephonically. OTHERS PRESENT: Brad Hogin, General Counsel was present in the Board Room. PUBLIC COMMENTS: None. REPORTS: Chair Collacott did not provided a report. General Manager Herberg announced that the State of the District will take place virtually on October 30, 2020 at 9:00 a.m. and to please contact the Clerk for more information. Mr. Herberg also stated that the Orange County Grand Jury was provided a socially distanced tour of Plant No. 1 today. Page 1 of 5 OPERATIONS COMMITTEE Minutes October 7, 2020 CONSENT CALENDAR: Director Kring appeared to be disconnected from the meeting during the Consent Calendar vote. 1. APPROVAL OF MINUTES 2020-1270 Originator: Kelly Lore MOVED, SECONDED, AND DULY CARRIED TO: Approve Minutes of the Regular Meeting of the Operations Committee held September 2, 2020. AYES: Robert Collacott, Mariellen Yarc, Brad Avery, Allan Bernstein, Doug Chaffee, Brooke Jones, Sandra Massa-Lavitt, Nelida Mendoza, Jesus Silva, Fred Smith, David Shawver and John Withers NOES: None ABSENT: Steve Jones and Lucille Kring ABSTENTIONS: None 2. COATING INSPECTION AND CORROSION TESTING SERVICES 2020-1246 Originator: Kathy Millea MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Approve an Amendment to the Professional Services Agreements with On-Site Technical Services, Inc. and CSI Services, Inc. to provide on-call Coating Inspection and other Corrosion Testing Services for Collection System and Treatment Plant projects, PSA2019-001, for an additional amount not to exceed $75,000 each, for a total contract amount of$275,000 each. AYES: Robert Collacott, Mariellen Yarc, Brad Avery, Allan Bernstein, Doug Chaffee, Brooke Jones, Sandra Massa-Lavitt, Nelida Mendoza, Jesus Silva, Fred Smith, David Shawver and John Withers NOES: None ABSENT: Steve Jones and Lucille Kring ABSTENTIONS: None 3. PROCURE SIX SPIRAL HEAT EXCHANGERS FOR PLANT NO. 2 2020-1252 DIGESTERS C, D, E, F, G & H Originator: Rob Thompson MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Page 2 of 5 OPERATIONS COMMITTEE Minutes October 7, 2020 A. Approve a Sole Source Purchase Order to Saddleback Environmental Equipment for the procurement of six Gooch Thermal Spiral Heat Exchangers for Plant No. 2 Digesters C, D, E, F, G, and H for a total amount not to exceed $187,500, plus applicable sales tax and freight; and B. Approve a contingency of $18,750 (10%). AYES: Robert Collacott, Mariellen Yarc, Brad Avery, Allan Bernstein, Doug Chaffee, Brooke Jones, Sandra Massa-Lavitt, Nelida Mendoza, Jesus Silva, Fred Smith, David Shawver and John Withers NOES: None ABSENT: Steve Jones and Lucille Kring ABSTENTIONS: None 4. PURCHASE OF INVENTORY REPLACEMENT PARTS 2020-1253 Originator: Rob Thompson MOVED, SECONDED, AND DULY CARRIED TO: A. Approve a Sole Source Purchase Order to GEA Mechanical Equipment US Inc. for the purchase of inventory spare parts for Thickening and Dewatering centrifuges, for a total amount not to exceed $103,913, plus applicable sales tax and freight; and B. Approve a contingency of $10,392 (10%). AYES: Robert Collacott, Mariellen Yarc, Brad Avery, Allan Bernstein, Doug Chaffee, Brooke Jones, Sandra Massa-Lavitt, Nelida Mendoza, Jesus Silva, Fred Smith, David Shawver and John Withers NOES: None ABSENT: Steve Jones and Lucille Kring ABSTENTIONS: None 5. OPERATIONS AND MAINTENANCE COATING REHABILITATION 2020-1268 PROGRAM ON-CALL SERVICES CONTRACT Originator: Rob Thompson MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Page 3 of 5 OPERATIONS COMMITTEE Minutes October 7, 2020 A. Approve an On-Call Service Contract for the Operations and Maintenance Coating Rehabilitation Program with Techno Coatings, Inc., per Specification No. S-2020-1191 BD, for a total amount not to exceed $329,925 per year, for the period of December 1 , 2020 through November 30, 2021 , with four optional one-year renewals; and B. Approve an annual contingency of$65,985 (20%). AYES: Robert Collacott, Mariellen Yarc, Brad Avery, Allan Bernstein, Doug Chaffee, Brooke Jones, Sandra Massa-Lavitt, Nelida Mendoza, Jesus Silva, Fred Smith, David Shawver and John Withers NOES: None ABSENT: Steve Jones and Lucille Kring ABSTENTIONS: None NON-CONSENT: None. INFORMATION ITEMS: 6. CONSTITUENTS OF EMERGING CONCERN: PFAS 2020-1260 Originator: Lan Wiborg Director of Environmental Services Lan Wiborg and Engineering Supervisor Mark Kawamoto provided a PowerPoint presentation on PFAS, updating the Committee on OCSD's role in the development and identification of constituents of emerging concern such as per- and polyfluoroalkyl substances and microplastics, removal technology, and advocacy. ITEM RECEIVED AS AN: Information Item. 7. CITY WATER USAGE AND REDUCTION PLAN 2020-1269 Originator: Rob Thompson Assistant General Manager Rob Thompson provided a PowerPoint presentation on a City water usage reduction plan. Mr. Thompson discussed the types and sources of water used by OCSD and indicated the areas of opportunity identified for city water reduction at both Plants. In response to questions from the Committee, Mr. Thompson stated that monitoring and alternative processes could be reviewed by the Board of Directors during the upcoming Strategic Plan update. ITEM RECEIVED AS AN: Page 4 of 5 OPERATIONS COMMITTEE Minutes October 7, 2020 Information Item. DEPARTMENT HEAD REPORTS: None. CLOSED SESSION: None. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: None. BOARD OF DIRECTORS INITIATED ITEMS FOR A FUTURE MEETING: None. ADJOURNMENT: Chair Collacott declared the meeting adjourned at 5:42 p.m. to the meeting to be held on Wednesday, November 4, 2020 at 5:00 p.m. Submitted by: l Ke ly A. L MC CI rk of t Board Page 5 of 5 oJ�V SAN17gTO9 Orange Count Sanitation District Administration Building 5� o, g � 10844 Ellis Avenue 2 9 Fountain Valley, CA 92708 OPERATIONS COMMITTEE (714)593 7433 9oTFCTN0 THE ENVQ����2 Agenda Report File #: 2020-1335 Agenda Date: 11/18/2020 Agenda Item No: 6. FROM: James D. Herberg, General Manager Originator: Kathy Millea, Director of Engineering SUBJECT: BAY BRIDGE PUMP STATION VALVE REPLACEMENT, PROJECT NO. FRC-0002 GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: A. Receive and file Bid Tabulation and Recommendation for Bay Bridge Pump Station Valve Replacement, Project No. FRC-0002; B. Award a Service Contract to Innovative Construction Solutions for Bay Bridge Pump Station Valve Replacement, Project No. FRC-0002, Specification No. S-2020-119213D, for a total amount not to exceed $598,000; and C. Approve a contingency of $59,800 (10%). BACKGROUND The Orange County Sanitation District (Sanitation District) owns and operates pump stations and a force main network along Pacific Coast Highway in Newport Beach. The Bay Bridge Pump Station was originally constructed in 1965 and is at the end of its useful life. Bay Bridge Pump Station Replacement, Project No. 5-67, is in design and scheduled to replace the pump station by 2027. Some equipment, such as isolation valves, are in urgent need of replacement and cannot wait until the new pump station is commissioned in 2027. RELEVANT STANDARDS • Comply with California Public Contract Code Section 20103.8: Award service contract to lowest responsive, responsible bidder • Achieve less than 2.1 sewer spills per 100 miles PROBLEM To perform pump maintenance and repairs, maintenance crews rely on isolation valves between the wet well and a pump, and between a pump and the discharge header. These valves are at the end of their useful life and there is an immediate risk that a valve might fail open, which would prevent a pump from being repaired, or fail close, which would prevent a pump from going back into service. Orange County Sanitation District Page 1 of 3 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1335 Agenda Date: 11/18/2020 Agenda Item No: 6. Such a failure in a wet weather event could cause a sewer spill. The poor condition of these valves requires them to be replaced prior to the Bay Bridge Pump Station Replacement Project. PROPOSED SOLUTION Award a Service Contract for Bay Bridge Pump Station Valve Replacement, Project No. FRC-0002. The contract will replace eight gate valves and one flow meter. To perform the work, the contractor will completely bypass the pump station for several weeks using portable pumps and temporary piping. TIMING CONCERNS Due to the fact that the work requires bypass pumping, the specifications do not allow the work to occur during the wet weather period, which ends on April 15, 2021. As the bypass pumping will encroach on the northern-most lane of Pacific Coast Highway, the City of Newport Beach will not allow the work to occur between Memorial Day and Labor Day when traffic is heaviest. With the time required to procure the valves, delaying the award of this contract might require the work to be postponed until September 2021. RAMIFICATIONS OF NOT TAKING ACTION Without replacement of the valves, the pumps may become inoperable or crews may be unable to isolate and repair pumps until the pump station is replaced in 2027. Construction of the replacement station could also be more expensive if crews cannot rely on the existing valves operate correctly. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION The Sanitation District advertised Bay Bridge Pump Station Valve Replacement, Project No. FRC- 0002, for bids on August 14, 2020 and eight bids were received on September 15, 2020. A summary of the bid opening follows: Engineer's Estimate $ 670,000 Bidder Amount of Bid Innovative Construction Solutions $ 598,000 J.R. Filanc Construction Co. Inc. $ 658,000 PCL Construction, Inc. $ 668,499 Teichert Energy & Utilities Group $ 670,000 Performance Mechanical, Inc. $ 712,292 Mehta Mechanical Company, Inc. $ 744,000 Green Building Corporation $ 835,500 Environmental Construction, Inc. $ 897,421 Orange County Sanitation District Page 2 of 3 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1335 Agenda Date: 11/18/2020 Agenda Item No: 6. The bids were evaluated in accordance with the Sanitation District's policies and procedures. A notice was sent to all bidders on September 23, 2020 informing them of the intent of Sanitation District staff to recommend award of the Service Contract to Innovative Construction Solutions. Staff recommends awarding a Service Contract to the lowest responsive bidder, Innovative Construction Solutions, for a total amount not to exceed $598,000. CEQA The project is exempt from CEQA under the Class 1 categorical exemptions set forth in California Code of Regulations Section 15301 because the project involves repairs, replacement, and or minor alteration of existing facilities involving no expansion of use or capacity. A Notice of Exemption will be filed with the OC Clerk-Recorder after the Sanitation District's Board of Directors approval of the service contract. FINANCIAL CONSIDERATIONS This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This recommendation would be funded under the Repairs and Maintenance line item for Division 820 (Fiscal Years FY 2020-2021 and 2021-2022 Budget, Section 6, Page 75), and the available funding is sufficient for this action. ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Service Contract RD:dm:sa:gc Orange County Sanitation District Page 3 of 3 Printed on 11/10/2020 powered by LegistarTM SERVICE CONTRACT Bay Bridge Pump Station Valve Replacements (FRC-0002) Specification No. S-2020-1192BD 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 (hereinafter referred to as "OCSD") and Innovative Construction Solutions with a principal place of business at 575 Anton Blvd #850, Costa Mesa, CA 92626 (hereinafter referred to as "CONTRACTOR") collectively referred to as the "Parties". WITNESSETH WHEREAS, OCSD desires to temporarily retain the services of CONTRACTOR for Bay Bridge Pump Station Valve Replacements (FRC-0002) "Services" as described in Exhibit "A"; and WHEREAS, OCSD has chosen CONTRACTOR to conduct Services in accordance with Ordinance No. OCSD-52; and WHEREAS, on November 18, 2020, 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 expertise to accomplish such Services, NOW, THEREFORE, in consideration of the mutual promises and mutual benefits exchanged between the Parties, the Parties mutually agree as follows: 1. Introduction 1.1 This Contract and all exhibits hereto (called the "Contract") is made by OCSD and the CONTRACTOR. The terms and conditions herein exclusively govern the purchase of Services as described in 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. Exhibit "A" Scope of Work Exhibit "B" Bid Exhibit "C" Acknowledgement of Insurance Requirements Exhibit "D" OCSD Contractor Safety Standards Exhibit "E" Human Resources Policies Exhibit "F" Performance Bond and Payment Bond Exhibit "G" General Conditions 1.3 In the event of any conflict or inconsistency between the provisions of this Contract and any of the provisions of the exhibits hereto, the provisions of this Contract shall in all respects govern and control. 1.4 The provisions of this Contract may be amended or waived only by a writing executed by authorized representatives of both Parties hereto. 1.5 The various headings in this Contract are inserted for convenience only and shall not affect the meaning or interpretation of this Contract or any paragraph or provision hereof. Orange County Sanitation District 1 of 10 Specification No. S-2020-1192BD Version 080919 1.6 The term "days", when used in the Contract, shall mean calendar days, unless otherwise noted as business days. 1.7 OCSD holidays (non-working days) are as follows: New Year's Day, Lincoln's Birthday, Presidents' Day, Memorial Day, Independence Day, Labor Day, Veterans Day, Thanksgiving Day, Day after Thanksgiving, Christmas Eve, and Christmas Day. 1.8 The term "hours", when used in this Contract, shall be as defined in Exhibit "A". 1.9 CONTRACTOR shall provide OCSD with all required premiums and/or overtime work at no charge beyond the price provided under"Compensation" below. 1.10 Except as expressly provided otherwise, OCSD accepts no liability for any expenses, losses, or action incurred or undertaken by CONTRACTOR as a result of work performed in anticipation of purchases of said services by OCSD. 2. Compensation Compensation to be paid by OCSD to CONTRACTOR for the Services provided under this Contract shall be a total amount not exceed Five Hundred Ninety-Eight Thousand Dollars ($598,000.00). 3. California Department of Industrial Relations (DIR) Re_pistration and Record of Wa_aes 3.1 To the extent CONTRACTOR's employees and/or its subcontractors who will perform Work during the design and preconstruction phases of a construction contract or perform work under a maintenance contract for which Prevailing Wage Determinations have been issued by the DIR and as more specifically defined under Labor Code Section 1720 et seq, CONTRACTOR and its subcontractors shall comply with the registration requirements of Labor Code Section 1725.5. Pursuant to Labor Code Section 1771.4, the work is subject to compliance monitoring and enforcement by the DIR. 3.2 The CONTRACTOR and its subcontractors shall maintain accurate payroll records and shall comply with all the provisions of Labor Code Section 1776, and shall submit payroll records to the Labor Commissioner pursuant to Labor Code 1771.4(a)(3). Penalties for non- compliance with the requirements of Section 1776 may be deducted from progress payments per Section 1776. 3.3 Pursuant to Labor Code Section 1776, the CONTRACTOR and its subcontractors shall furnish a copy of all certified payroll records to OCSD and/or general public upon request, provided the public request is made through OCSD, the Division of Apprenticeship Standards or the Division of Labor Standards Enforcement of the Department of Industrial Relations. 3.4 The CONTRACTOR and its subcontractors shall comply with the job site notices posting requirements established by the Labor Commissioner per Title 8, California Code of Regulation Section 16461(e). 4. Payments and Invoicing 4.1 OCSD shall pay, net thirty (30) days, upon receipt and approval, by OCSD's Project Manager or designee, of itemized invoices submitted monthly for Services rendered in accordance with Exhibit "A". OCSD, at its sole discretion, shall be the determining party as to whether the Services have been satisfactorily completed. Orange County Sanitation District 2 of 10 Specification No. S-2020-1192BD Version 080919 4.2 Invoices shall be emailed by CONTRACTOR to OCSD Accounts Payable at APStaff(aD-OCSD.com and "INVOICE" with the Purchase Order Number and S-2020- 1192BD shall be referenced in the subject line. 5. Audit Rights CONTRACTOR agrees that, during the term of this Contract and for a period of three (3) years after its termination, OCSD shall have access to and the right to examine any directly pertinent books, documents, and records of CONTRACTOR relating to the invoices submitted by CONTRACTOR pursuant to this Contract. 6. Scope of Work Subject to the terms of this Contract, CONTRACTOR shall perform the Services identified in Exhibit"A". CONTRACTOR shall perform said Services in accordance with generally accepted industry and professional standards. 7. Modifications to Scope of Work Requests for modifications to the Scope of Work hereunder can be made by OCSD at any time. All modifications must be made in writing and signed by both Parties. 8. Contract Term The Services provided under this Contract shall be completed within Two Hundred Forty (240) calendar days from the effective date of the Notice to Proceed. 9. Renewals— Not Used 10. Extensions The term of this Contract may be extended only by written instrument signed by both Parties. 11. Performance Time is of the essence in the performance of the provisions hereof. 12. Termination 12.1 OCSD reserves the right to terminate this Contract for its convenience, with or without cause, in whole or in part, at any time, by written notice from OCSD of intent to terminate. Upon receipt of a termination notice, CONTRACTOR shall immediately discontinue all work under this Contract(unless the notice directs otherwise). OCSD shall thereafter, within thirty (30) days, pay CONTRACTOR for work performed (cost and fee)to the date of termination. CONTRACTOR expressly waives any claim to receive anticipated profits to be earned during the uncompleted portion of this Contract. Such notice of termination shall terminate this Contract and release OCSD from any further fee, cost or claim hereunder by CONTRACTOR other than for work performed to the date of termination. 12.2 OCSD reserves the right to terminate this Contract immediately upon OCSD's determination that CONTRACTOR is not complying with the Scope of Work requirements, if the level of service is inadequate, or any other default of this Contract. 12.3 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. Orange County Sanitation District 3 of 10 Specification No. S-2020-1192BD Version 080919 12.4 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. 13. Insurance CONTRACTOR and all subcontractors shall purchase and maintain, throughout the life of this Contract and any periods of warranty or extensions, insurance in amounts equal to the requirements set forth in the signed Acknowledgement of Insurance Requirements (attached hereto and incorporated herein as Exhibit "C"). CONTRACTOR shall not commence work under this Contract until all required insurance is obtained in a form acceptable to OCSD, nor shall CONTRACTOR allow any subcontractor to commence service pursuant to a subcontract until all insurance required of the subcontractor has been obtained. Failure to maintain required insurance coverage shall result in termination of this Contract. 14. Bonds CONTRACTOR shall, before entering upon the performance of this Contract, furnish bonds (attached hereto in Exhibit "F") approved by OCSD's General Counsel - one in the amount of one hundred percent (100%) of the total Contract price bid, to guarantee the faithful performance of the work, and the other in the amount of one hundred percent (100%) of the total Contract price bid, to guarantee payment of all claims for labor and materials furnished. This Contract shall not become effective until such bonds are supplied to and accepted by OCSD. Bonds must be issued by a California admitted surety and must be maintained throughout the life of the Contract and during the warranty period. 15. Indemnification and Hold Harmless Provision CONTRACTOR shall assume all responsibility for damages to property and/or injuries to persons, including accidental death, which may arise out of or be caused by CONTRACTOR's services under this Contract, or by its subcontractor(s) or by anyone directly or indirectly employed by CONTRACTOR, and whether such damage or injury shall accrue or be discovered before or after the termination of the Contract. Except as to the sole active negligence of or willful misconduct of OCSD, CONTRACTOR shall indemnify, protect, defend and hold harmless OCSD, its elected and appointed officials, officers, agents and employees, from and against any and all claims, liabilities, damages or expenses of any nature, including attorneys' fees: (a) for injury to or death of any person or damage to property or interference with the use of property, arising out of or in connection with CONTRACTOR's performance under the Contract, and/or (b) on account of use of any copyrighted or uncopyrighted material, composition, or process, or any patented or unpatented invention, article or appliance, furnished or used under the Contract, and/or (c) on account of any goods and services provided under this Contract. This indemnification provision shall apply to any acts or omissions, willful misconduct, or negligent misconduct,whether active or passive, on the part of CONTRACTOR of or anyone employed by or working under CONTRACTOR. To the maximum extent permitted by law, CONTRACTOR's duty to defend shall apply whether or not such claims, allegations, lawsuits, or proceedings have merit or are meritless, or which involve claims or allegations that any of the parties to be defended were actively, passively, or concurrently negligent, or which otherwise assert that the parties to be defended are responsible, in whole or in part, for any loss, damage, or injury. CONTRACTOR agrees to provide this defense immediately upon written notice from OCSD, and with well qualified, adequately insured, and experienced legal counsel acceptable to OCSD. 16. OCSD Contractor Safety Standards OCSD requires CONTRACTOR and its subcontractor(s) to follow and ensure their employees follow all Federal, State, and local regulations as well as OCSD Contractor Safety Standards while working at OCSD locations. If during the course of the Contract it is discovered that OCSD Safety Standards do not comply with Federal, State, or local regulations, then the CONTRACTOR is required to Orange County Sanitation District 4 of 10 Specification No. S-2020-1192BD Version 080919 follow the most stringent regulatory requirement at no additional cost to OCSD. CONTRACTOR and all of its employees and subcontractors, shall adhere to all applicable OCSD Contractor Safety Standards and Safety Standard Operating Procedures (SOP) attached hereto in Exhibit "D" and the Human Resources Policies in Exhibit "E". 17. Warranties In addition to the warranties stated in Exhibit "A", the following shall apply: 17.1 Manufacturer's standard warranty shall apply. All manufacturer warranties shall commence on the date of acceptance by the OCSD Project Manager or designee of the work as complete. 17.2 CONTRACTOR's Warranty (Guarantee): If within a one (1) year period of completion of all work as specified in Exhibit "A", OCSD informs CONTRACTOR that any portion of the Services provided fails to meet the standards required under this Contract, CONTRACTOR shall, within the time agreed to by OCSD and CONTRACTOR, take all such actions as are necessary to correct or complete the noted deficiency(ies) at CONTRACTOR's sole expense. 18. Liquidated Damages In the event the CONTRACTOR fails to achieve completion of the work within the term of this Contract or achievement of any designated Milestones, after due allowance for extensions of time made in accordance with the Contract, if any, OCSD will sustain damage which would be extremely difficult and impracticable to ascertain. The Parties therefore agree that in each such event, CONTRACTOR will pay to OCSD the sum of Five Hundred Dollars ($500) per day, as Liquidated Damages, and not as a penalty, for each and every calendar day during which completion of the work, as required in Exhibit "A", is so delayed. CONTRACTOR agrees to pay such Liquidated Damages and further agrees that OCSD may offset the amount of Liquidated Damages from any monies due or that may become due CONTRACTOR under this Contract. CONTRACTOR also agrees that to the extent the amount of Liquidated Damages exceeds any monies due to the CONTRACTOR under this Contract, CONTRACTOR shall pay all such amounts to OCSD upon demand. If this provision is found for any reason to be void, invalid, or otherwise inoperative so as to disentitle OCSD from claiming Liquidated Damages, OCSD is entitled to claim against the CONTRACTOR damages at law for the CONTRACTOR's failure to complete the work during the term of this Contract. 19. 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. 20. 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. 21. Familiarity with Work By executing this Contract, CONTRACTOR warrants that: 1) it has investigated the work to be performed; and 2) 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. 22. Re_gulatory Requirements CONTRACTOR shall perform all work under this Contract in strict conformance with applicable Federal, State, and local regulatory requirements Orange County Sanitation District 5 of 10 Specification No. S-2020-1192BD Version 080919 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. 23. Environmental Compliance CONTRACTOR shall, at its own cost and expense, comply with all Federal, State, and local environmental laws, regulations, and policies which apply to the CONTRACTOR, its subcontractors, and the Services, including, but not limited to, all applicable Federal, State, and local air pollution control laws and regulations. 24. Licenses, Permits, Ordinances and Regulations CONTRACTOR represents and warrants to OCSD that it has obtained all licenses, permits, qualifications, and approvals of whatever nature that are legally required to engage in this work. Any and all fees required by Federal, State, County, City and/or municipal laws, codes and/or tariffs that pertain to the work performed under the terms of this Contract will be paid by CONTRACTOR. 25. 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. 26. CONTRACTOR's Employees Compensation 26.1 Davis-Bacon Act — CONTRACTOR will pay and will require all subcontractors to pay all employees on said project a salary or wage at least equal to the prevailing rate of per diem wages as determined by the Secretary of Labor in accordance with the Davis-Bacon Act for each craft or type of worker needed to perform the Contract. The provisions of the Davis- Bacon Act shall apply only if the Contract is in excess of two thousand dollars ($2,000.00) and when twenty-five percent (25%) or more of the Contract is funded by Federal assistance. If the aforesaid conditions are met, a copy of the provisions of the Davis-Bacon Act to be complied with are incorporated herein as a part of this Contract and referred to by reference. 26.2 General Prevailing Rate — OCSD has been advised by the State of California Director of Industrial Relations of its determination of the general prevailing rate of per diem wages and the general prevailing rate for legal holiday and overtime work in the locality in which the work is to be performed for each craft or type of work needed to execute this Contract, and copies of same are on file in the Engineering Department. The CONTRACTOR agrees that not less than said prevailing rates shall be paid to workers employed on this Contract as required by Labor Code Section 1774 of the State of California. Per California Labor Code 1773.2, OCSD will have on file copies of the prevailing rate of per diem wages at its principal office and at each project site, which shall be made available to any interested party upon request. 26.3 Forfeiture For Violation — CONTRACTOR shall, as a penalty to OCSD, forfeit fifty dollars ($50.00) for each calendar day or portion thereof for each worker paid (either by the CONTRACTOR or any subcontractor under it) less than the prevailing rate of per diem wages as set by the Director of Industrial Relations, in accordance with Sections 1770-1780 of the California Labor Code for the work provided for in this Contract, all in accordance with Section 1775 of the Labor Code of the State of California. 26.4 Apprentices—Sections 1777.5, 1777.6, 1777.7 of the Labor Code of the State of California, regarding the employment of apprentices are applicable to this Contract and the Orange County Sanitation District 6 of 10 Specification No. S-2020-1192BD Version 080919 CONTRACTOR shall comply therewith if the prime contract involves thirty thousand dollars ($30,000.00) or more or twenty (20) working days or more; or if contracts of specialty contractors not bidding for work through the general or prime CONTRACTOR are two thousand dollars ($2,000.00) or more or five (5) working days or more. 26.5 Workday—In the performance of this Contract, not more than eight(8) hours shall constitute a day's work, and the CONTRACTOR shall not require more than eight (8) hours of labor in a day from any person employed by it hereunder. CONTRACTOR shall conform to Article 3, Chapter 1, Part 7 (Section 1810 et seq.) of the Labor Code of the State of California and shall forfeit to OCSD as a penalty, the sum of twenty-five dollars ($25.00) for each worker employed in the execution of this Contract by CONTRACTOR or any subcontractor for each calendar day during which any worker is required or permitted to labor more than eight (8) hours in any one (1) calendar day and forty (40) hours in any one (1) week in violation of said Article. CONTRACTOR shall keep an accurate record showing the name and actual hours worked each calendar day and each calendar week by each worker employed by CONTRACTOR in connection with the project. 26.6 Record of Wages; Inspection—CONTRACTOR agrees to maintain accurate payroll records showing the name, address, social security number, work classification, straight-time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker or other employee employed by it in connection with the project and agrees to require that each of its subcontractors do the same. All payroll records shall be certified as accurate by the applicable CONTRACTOR or subcontractor or its agent having authority over such matters. CONTRACTOR further agrees that its payroll records and those of its subcontractors shall be available to the employee or employee's representative, the Division of Labor Standards Enforcement, and the Division of Apprenticeship Standards and shall comply with all of the provisions of Labor Code Section 1776, in general. Penalties for non-compliance with the requirements of Section 1776 may be deducted from project payments per the requirements of Section 1776. 27. 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. 28. Governin_a Law This Contract shall be governed by and interpreted under the laws of the State of California and the Parties submit to jurisdiction in the County of Orange, in the event any action is brought in connection with this Contract or the performance thereof. 29. 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. 30. 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 Orange County Sanitation District 7 of 10 Specification No. S-2020-1192BD Version 080919 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. 31. Dispute Resolution 31.1 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. 31.2 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 et 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 (2)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 (3) arbitrators acting as a board, shall take such evidence and make such investigation as deemed appropriate and shall render a written decision on the matter in question. The arbitrator shall decide each and every dispute in accordance with the laws of the State of California. The arbitrator's decision and award shall be subject to review for errors of fact or law in the Superior Court for the County of Orange, with a right of appeal from anyjudgment issued therein. 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. 33. Survival The provisions of this Contract dealing with Payment, Warranty, Indemnity, and Forum for Enforcement, shall survive termination or expiration of this Contract. 34. 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. 35. Dama-ge 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. 36. Disclosure CONTRACTOR agrees not to disclose, to any third party, data or information generated from this project without the prior written consent from OCSD. 37. Independent Contractor The legal relationship between the parties hereto is that of an independent contractor, and nothing herein shall be deemed to make CONTRACTOR an OCSD employee. During the performance of this Contract, CONTRACTOR and its officers, employees, and agents shall act in an independent capacity and shall not act as OCSD's Orange County Sanitation District 8 of 10 Specification No. S-2020-1192BD Version 080919 officers, employees, or agents. CONTRACTOR and its officers, employees, and agents shall obtain no rights to any benefits which accrue to OCSD's employees. 38. Limitations upon Subcontractinq 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. 39. Third Party Rights Nothing in this Contract shall be construed to give any rights or benefits to anyone other than OCSD and CONTRACTOR. 40. Non-Liability of OCSD Officers and Employees No officer or employee of OCSD shall be personally liable to CONTRACTOR, or any successor-in-interest, in the event of any default or breach by OCSD or for any amount which may become due to CONTRACTOR or to its successor, or for breach of any obligation for the terms of this Contract. 41. Read and Understood By signing this Contract, CONTRACTOR represents that he has read and understood the terms and conditions of the Contract. 42. 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. 43. Entire Agreement 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 9 of 10 Specification No. S-2020-1192BD Version 080919 44. Notices All notices under this Contract must be in writing. Written notice shall be delivered by personal service or sent by registered or certified mail, postage prepaid, return receipt requested, or by any other overnight delivery service which delivers to the noticed destination and provides proof of delivery to the sender. Rejection or other refusal to accept or the inability to deliver because of changed address for which no notice was given as provided hereunder shall be deemed to be receipt of the notice, demand or request sent. All notices shall be effective when first received at the following addresses: OCSD: Jackie Lagade, Principal Buyer Orange County Sanitation District 10844 Ellis Avenue Fountain Valley, CA 92708 CONTRACTOR: Telvis Artis, Director Innovative Construction Solutions 575 Anton Blvd #850 Costa Mesa, CA 92626 Each party shall provide the other party written notice of any change in address as soon as practicable. IN WITNESS WHEREOF, intending to be legally bound, the Parties hereto have caused this Contract to be signed by the duly authorized representatives. ORANGE COUNTY SANITATION DISTRICT Dated: By: David John Shawver Chair, Board of Directors Dated: By: Kelly A. Lore Clerk of the Board Dated: By: Ruth Zintzun Purchasing & Contracts Manager INNOVATIVE CONSTRUCTION SOLUTIONS Dated: By: Print Name and Title of Officer IRS Employer's I.D. Number Orange County Sanitation District 10 of 10 Specification No. S-2020-1192BD Version 080919 Exhibit A SCOPE OF WORK For Bay Bridge Pump Station Valve Replacements (FRC-0002) EXHIBIT A Specification No. S-2020-1192BD EXHIBIT A SCOPE OF WORK Bay Bridge Pump Station Valve Replacements (FRC-0002) SPECIFICATION NO. S-2020-1192BD SCOPE OF WORK 1 Location of Work The work covered under this Contract will take place at the Orange County Sanitation District ("OCSD") Bay Bridge Pump Station, located at 209 East Coast Highway, Newport Beach, CA. 2 General The Bay Bridge Pump Station is one of fifteen pump stations owned and operated by OCSD. Located in the City of Newport Beach, the Bay Bridge Pump Station was originally constructed in 1965. The Bay Bridge Pump Station operates five pumps which supply two 24-inch force mains that run westerly along Pacific Coast Highway. 3 Project/Work Elements The CONTRACTOR shall furnish all labor, equipment, materials, machinery, tools, supplies, insurance, bonds, permits, licenses, transportation, and other incidentals necessary to complete all tasks and items of work specified within Appendix A and within other portions of the Contract Documents, and as more specifically described below. A. Project Element 1 — Mobilize and set up traffic control. The Bay Bridge Pump Station will require bypassing to replace said valves and flow meter. Traffic control shall be provided by CONTRACTOR per the OCSD-provided traffic control plan. B. Project Element 2 — Set up bypass pumping equipment. CONTRACTOR shall bypass the pump station per Section 02999, Temporary Handling of Flows (Appendix A). CONTRACTOR shall remove the flow meter and force main vault lids at the pump station. Bypass Flow Requirements - Bypassing will be necessary for this work. The pump station south forcemain will be the point of discharge for the bypass system. The south forcemain will be isolated by OCSD staff. There will be residual sewage flow left in the south forcemain pipeline which will need to be pumped back into the wet well or gravity suction manhole by the CONTRACTOR. The residual volume is estimated to be 10,000 gallons. C. Project Element 3 — Replace suction and discharge gate valves. The work involves replacement of: • Two (2) 20-inch gate valves (J and S, model GV-6720 or equal), • Four (4) 18-inch gate valves (J and S, model GV-6718, or equal), and • Two (2) 16-inch gate valves (J and S, model GV-6716 or equal). Gate valves shall be UL-listed and shall have a minimum design working pressure of 250- psi at 100 degrees F per ASME B16.34. Stem sealing shall be via packing or O-ring stem seals. Stem shall be Type 304 stainless steel, or silicon bronze conforming to ASTM B98, alloy No. C66100. Exterior fasteners shall be Type 316 stainless steel. Valves shall have EXHIBIT A Page 1 of 7 Specification No. S-2020-1192BD flanged ends to match pipe, and a handwheel that shall open counterclockwise. The valve nor handwheel shall not conflict with the existing handrail or railing. All interior surfaces of the valves that will be in contact with process fluid and all exterior shall be epoxy-coated as specified for System 100, per Section 09800, Protective Coating (Appendix A). Exterior valve surfaces shall be top coated with System 1 to match the adjoining piping color. Resilient-Seated Type: Resilient-seated gate valves for water service shall conform to AWWA C509 (cast iron body) or AWWA C515 (ductile iron body). The resilient seat may be bonded or mechanically attached to the body. Resilient plugs shall have the elastomer bonded to the plug. Seat and plug elastomer shall be Nitrile (Buns-N) or EPDM. D. Project Element 4— Replace electromagnetic flow meter. The work involves replacement of one (1) 18-inch magnetic flow meter per Section 17156, Magnetic Flow Meters. E. Project Element 5— Start up pump station and test work. F. Project Element 6 — Demobilize and return Pump Station to normal operation. G. Any of OCSD's property damaged by CONTRACTOR, any subcontractors, or by personnel of either will be subject to repair or replacement by CONTRACTOR at no cost to OCSD. H. CONTRACTOR is responsible for any gaskets (Garlock Bluegard or equal) and new stainless-steel nuts/bolts needed of replacement of valves and flow meter. I. CONTRACTOR is responsible for properly disposing of removed materials unless otherwise noted. J. Protective coatings for replaced internal and external surfaces of pipe, fittings, valves, and meter shall be System 100 and applied as specified in Section 09800, Protective Coating (Appendix A). K. CONTRACTOR is not allowed to use OCSD on site restroom facility. The CONTRACTOR is responsible for its own portable restroom. L. CONTRACTOR shall furnish and install Project information signs and the related framing, supports and foundations at the location(s) acceptable to the ENGINEER within 30 days of the Notice to Proceed. Prior to fabrication of the signs, submit a "mock-up" sample of the proposed signs, information and graphics for review and acceptance by the ENGINEER. Allow no other signs to be displayed. Sign shall conform to OCSD standard S-001, attached as Appendix C to this scope of work. M. CONTRACTOR shall comply with OCSD's Safety Standards and permitted confined space requirements prior to entering any manhole or vault. N. CONTACTOR is to assume the gaskets at the flanged connections are composed of asbestos and shall extract according to instructions herein. In the event any asbestos- related materials are to be physically disturbed or made airborne during the progress of EXHIBIT A Page 2 of 7 Specification No. S-2020-1192BD the Work by activities such as demolition, remodel or remediation, the CONTRACTOR shall provide appropriate worker protection in accordance with applicable OSHA and Cal/OSHA requirements, and shall remove asbestos materials from the construction area in compliance with all applicable rules/regulations as adopted by any legally constituted authority including State and Federal governing agencies. Asbestos materials removal shall be performed by a subcontractor specifically certified and licensed in asbestos abatement and handling per the California Code of Regulations, Title 8, Sections 1529 and 5205. OCSD will provide approved DOT containers for disposal. OCSD will manage transportation and disposal of the asbestos waste. The CONTRACTOR shall comply with the work practice requirements set forth in the latest adopted version of SCAQMD Rule 1403, Asbestos Emissions from Demolition/Renovation Activities, to limit emissions from building demolition and renovation activities, including the removal and associated disturbance of asbestos- containing materials. The requirements for demolition and renovation activities include 24- hour OSHA notification, asbestos-containing materials removal procedures and time schedules, asbestos-containing materials handling and cleanup procedures, and regulated work areas for asbestos-containing waste materials. At a minimum, the CONTRACTOR shall comply with the following requirements as set forth in the latest adopted version of SCAQMD Rule 1403 to prevent emissions of asbestos: • Establishing an asbestos removal schedule, removal procedure, and handling operations. • On-Site representation during all stripping, removal, handling, or disturbing activities of asbestos-containing materials. • On-Site storage in a leak-tight container. • On-Site proof of documentation and compliance. • Proper and compliant container labeling. 3.1 Submittals A. CONTRACTOR shall submit for OCSD's review and acceptance, all required shop drawings, and other Work-related submittals in accordance with the individual Specification sections in Appendix B and as specified herein. B. CONTRACTOR shall submit asbestos handling licenses, training documentation, fit test records, medical clearance record for asbestos work, and procedure with abatement method. C. CONTRACTOR shall submit a Site-Specific Safety Plan per OCSD's latest Safety Standards. D. All submittals by Subcontractor for OCSD's review and acceptance shall be sent directly to the CONTRACTOR for review prior to submittal to OCSD. No submittals shall be forwarded directly to OCSD by Subcontractors and/or manufacturers. The CONTRACTOR shall be responsible for Subcontractor's submissions at the proper time so as to prevent delays in delivery of materials. E. Resubmittals shall be required on all submittals until they are accepted by OCSD. EXHIBIT A Page 3 of 7 Specification No. S-2020-1192BD F. Any need for more than one resubmission, or any other delay in obtaining OCSD's review of submittals will not entitle CONTRACTOR to extension of the contract time. G. CONTRACTOR shall submit all submittals electronically for review. Electronic submittals shall be in PDF format unless otherwise specified under individual specifications with security restrictions set to enable commenting so that OCSD's comments can be added to the document using Adobe Acrobat or Bluebeam Revu. PDF files shall be searchable and include bookmarks/tabs identifying specific sections/sub-sections to separate each product and system. H. Each submittal shall be accompanied by a dedicated transmittal signed by the CONTRACTOR. OCSD will provide CONTRACTOR a sample transmittal following Notice-To-Proceed. If CONTRACTOR propose to provide material equipment or method of Work which deviates from the Contract Documents, the CONTRACTOR shall indicate so under"Deviations" on the Submittal Transmittal Form accompanying the submittal copies. I. Each shop drawing submittal shall include the submitted Specifications section, with addendum updates included, and all referenced and applicable sections, with each paragraph check marked to indicate specification compliance or marked to indicate requested deviations from specification requirements. Check marks shall denote full compliance with a paragraph as a whole. If deviations from the Specifications are indicated, and therefore requested by the CONTRACTOR, each deviation shall be underlined and denoted by a number in the margin to the right of the identified paragraph, referenced to a detailed written explanation of the reasons for requesting the deviation. The ENGINEER shall be the final authority for determining acceptability of requested deviations. The remaining portions of the paragraph not underlined will signify compliance on the part of the CONTRACTOR with the Specifications. Failure to include the marked-up Specifications section, along with justification(s) for any requested deviations to the specification requirements, with the submittal shall be sufficient cause for rejection of the entire submittal with no further consideration. J. All details on shop drawings submitted for review and acceptance shall show clearly the relation of the various parts to the main members and lines of the structure, and, where correct fabrication of the Work depends on field measurements, such measurements shall be made and noted on the drawings before being submitted for ENGINEER's review and acceptance. Shop drawings for all equipment and materials proposed for the Work shall be submitted with a data sheet(s). Specific model numbers of equipment submitted shall be identified on all data sheets. If the data sheet(s) format is not acceptable to the ENGINEER, the ENGINEER will provide the required sheet format to the CONTRACTOR. Data sheet(s) should include as a minimum the following: 1. For Material: a. Brand names b. Manufacturer c. I.D. Plate— Product No., etc. d. Specifications section EXHIBIT A Page 4 of 7 Specification No. S-2020-1192BD e. Intended use of product, locations where the submitted materials will be used, etc. 2. For Equipment: a. Brand name and manufacturer b. I.D. Plate— Product No., etc. c. Packager, assembler, or Supplier d. Specifications section e. Intended use of product, locations where the submitted equipment will be f. Used, OCSD equipment numbers, etc. g. Electrical or fuel-driven equipment: i. Motor or driver nameplate data ii. Equipment designation, size, capacities, etc. Hi. Accessories h. Non-powered equipment: iv. Size v. Special features i. Control, metering and electrical: vi. Material list vii. Special features Refer to the individual Specifications sections regarding applicable licensing, certifications, and/or Professional Engineer's signed stamps to be included with each respective item submittal. K. CONTRACTOR to provide the ENGINEER a detailed plan or sketch showing the removal plan for each of the valves; the methods and means are sole responsibility of the CONTRACTOR. Any temporary or permanent anchoring to the pump station structure or use of any existing structures as support that is needed in the installation of the valves or moving valves in and out of the station must be signed and stamped by a Structural Engineer with a California Structural PE license and provided to the ENGINEER prior to starting any work. L. Warranties: a. The CONTRACTOR shall warrant that the work performed will be free of defects in materials and workmanship for a period of one year from the date of acceptance by OCSD. All warranty periods shall begin after satisfactory installation and testing. b. The CONTRACTOR shall provide an original copy of the warranties in writing to OCSD after completion of installation. c. The CONTRACTOR shall be responsible for removal, installation, and shipping costs of any replacement parts and for correcting any other defective work at no cost to OCSD. 3.2 PMWeb Procedures Meeting and Submittal Review Procedures The project will utilize PMWeb as the web-based Project Control Management System (PCMS). The PCMS shall be utilized for Project communication, tracking, and management. PCMS utilization is to facilitate the electronic exchange of information, EXHIBIT A Page 5 of 7 Specification No. S-2020-1192BD the automation of key processes, and the overall management of the contract. When required by the OCSD, paper documents shall also be provided. In the event of discrepancy between the electronic version and paper documents, the electronic documents within PCMS shall govern. If requested, Contractor may participate in a one-hour PMWeb procedure meeting and Submittal Procedure Meeting with OCSD. The purpose of this meeting is to review the roles and logistics for review and approval of construction contract documents and Submittals. The Contractor's Project Manager and OCSD Project Manager may attend. 3.3 Permits/Licenses CONTRACTOR is responsible for all traffic control and encroachment permits that may be required from the California Department of Transportation and the City of Newport Beach per Section 01150, Permits. CONTRACTOR shall complete all traffic control and bypass Work between April 1, 2021 and May 21, 2021. Traffic control, including temporary striping and restoration, may only be implemented for four continuous weeks from the beginning of its installation. Allowable onsite work hours are 24 hours per day, 7 days per week. 3.4 Temporary Facilities The following temporary facilities and controls are not available at the project site and shall be provided by the Contractor: • Temporary Electrical Power • Temporary Electrical Lighting • Temporary and Construction Water • Temporary Sanitary Facilities 3.5 Work by Others CONTRACTOR shall be aware of on-going work near the area of this Project performed by others under separate contracts. The following operational activities may be conducted simultaneously with this Project: • Typically, four chemical deliveries are made each month to the Bay Bridge Pump Station. These deliveries are made to storage tanks located within the pump station yard on the west side of the pump station, accessible using the west driveway approach. Cooperate and coordinate with others to minimize conflicts and delays including Work by OCSD staff or other OCSD contractors. • Inspect and promptly report discrepancies, defects, and coordination issues where/when proper execution of Work depends upon or impacts work by others. 4 Project Schedule The CONTRACTOR shall submit a project schedule per Section 01300, Contractor's Construction Schedule, and Reports, to the ENGINEER for approval prior to starting any work. All work shall be completed within 240 calendar days. EXHIBIT A Page 6 of 7 Specification No. S-2020-1192BD 5 Project Management All communication shall go through the ENGINEER. All workdays and working hours must be approved by the ENGINEER prior to mobilization. 5.1 Project Kick-Off Meeting A kick-off meeting will be held in person at Plant 1 prior to starting any work and is to be coordinated with the ENGINEER. 6 Staff Assistance The CONTRACTOR will be assigned a single point of contact on this project. Any meetings and/or correspondence related to this project shall be scheduled and approved by OCSD's assigned representative (ENGINEER). EXHIBIT A Page 7 of 7 Specification No. S-2020-1192BD oJ�1V SAN17gTO9 Orange Count Sanitation District Administration Building 5� o, g � 10844 Ellis Avenue 2 9 Fountain Valley, CA 92708 OPERATIONS COMMITTEE (714)593 7433 9oTFCTN0 THE ENVQ����2 Agenda Report File #: 2020-1336 Agenda Date: 11/18/2020 Agenda Item No: 7. FROM: James D. Herberg, General Manager Originator: Kathy Millea, Director of Engineering SUBJECT: ENGINEERING PROGRAM CONTRACT PERFORMANCE REPORT GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Receive and file the Engineering Program Contract Performance Report for the period ending September 30, 2020. BACKGROUND The Engineering Program involves awarding and managing many construction and consulting contracts. In 2008, the Orange County Sanitation District Board of Directors began awarding contingencies along with construction and consulting contracts and amendments for consulting contracts up to the amount of the approved contingency. This practice reduces administrative costs, expedites resolution of project issues that arise, helps avoid contractor delay claims, and facilitates efficient management of many contracts. The Engineering Program Contract Performance Report summarizes construction and consulting contract performance and activities for the quarter ending September 30, 2020. This report is updated quarterly. ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Engineering Program Contract Performance Report for the period ending September 30, 2020 JM:sa Orange County Sanitation District Page 1 of 1 Printed on 11/10/2020 powered by LegistarTM ORANGE COUNTY SANITATION DISTRICT Engineering Program Contract Performance Report For the period ending September 30, 2020 � THE EN DATE: October 19, 2020 TO: Orange County Sanitation District Board of Directors FROM: James D. Herberg, General Manager Through: Kathy Millea, Director of Engineering This report summarizes the status, activities, and performance of public works construction contracts and consultant agreements. This report also identifies the names and status of projects being performed under master budgets for planning studies, research, small construction projects, Operations & Maintnenace capital projects, and information technology projects. Table of Contents Part 1 — Construction Contracts page 2 Active Construction Contracts Construction Contracts Closed in Last Quarter Cumulative Change Order Rates — Closed Construction Contracts Part 2 — Engineering Services Agreements page 7 Active Engineering Services Agreements Active Task Orders by Master Agreement Part 3 - Master Budget Projects page 11 Planning Studies Status Report Research Program Status Report Small Construction Projects Program Status Report Information Technology Capital Program Status Report Operations and Maintenance Capital Program Status Report Part 4 - Supplemental Engineering Services Contract page 17 Supplemental Engineering Services Contract Status Supplemental Engineering Services Contract Labor Summary Page 1 "`" SA"" /°a ORANGE COUNTY SANITATION DISTRICT Engineering Program Contract Performance Report For the period ending September 30, 2020 TM1,s THE E PART 1 - CONSTRUCTION CONTRACTS Table 1 lists the construction contracts active as of September 30, 2020. The graph below shows the number and total value of projects broken down plant and collections. Active Construction Contracts Plant Projects Collections Proiects 20 Contracts 3 Contracts $197 million $88 million Three construction contracts were closed in this quarter, as listed in Table 2. Page 2 Engineering Program Contract Performance Report for Quarter Ending 9/30/2020 Table 1-Active Construction Contracts as of 9/30/2020 Current Award Board Award Contract Original Current Contingency Contingency Project/Contract Contractor Date Amount Change Orders Amount Contingency Contingency Used Remaining 2-72 Newhope-Placentia Trunk Replacement 2-72B Newhope-Placentia Trunk Replacement,Segment B OHL USA,INC. 06/15/2018 $58,242,000 $1,842,951 $59,903,277 6.5% 6.5% 3.2% 3.3% 3-62 Westminster Blvd Force Main Replacement 3-62 Westminster Blvd Force Main Replacement Teichert Energy&Utilities Group, 12/18/2019 $27,743,000 $44,440 $27,787,440 10.0% 10.0% 0.2% 9.8% Inc. J-117 Ocean Outfall System Rehabilitation J-117B Outfall Low Flow Pump Station Shimmick Construction Co.,Inc. 12/19/2018 $90,200,000 $253,665 $90,376,877 8.0% 8.0% 0.3% 7.7% J-126 Safety Improvements Program J-126C NFPA 820 HVAC and Electrical Improvements MMC,Inc. 03/05/2019 $469,000 $0 $469,000 10.0% 10.0% 0.0% 10.0% J-126JK Stairs,Hatches,Walkway Hazards,Ladders,Guardrails, Olsson Construction,Inc. 10/24/2018 $3,637,601 $177,631 $3,638,518 10.0% 10.0% 4.9% 5.1% Roof Fall Protection 1-127 Natural Gas Pipelines Replacement at Plant Nos.1 and 2 J-127 Natural Gas Pipelines Replacement at Plant Nos.1 and Innovative Construction Solutions 07/22/2020 $745,500 $0 $745,500 10.0% 10.0% 0.0% 10.0% 2 M-FE Small Construction Projects Program FE18-11 Headworks Explosive Gas Monitoring Systems at Plant Baker Electric 01/22/2020 $223,984 $0 $223,984 10.0% 10.0% 0.0% 10.0% No.1 and No.2 FE18-17 Trunkline Sampler Power Feed at Plant No 2 M.Brey Electric,Inc. 03/25/2020 $101,050 $0 $101,050 20.0% 20.0% 0.0% 20.0% - FE18-19 12KV Distribution B and East RAS Pump Station Roofing O'Connell Engineering& 05/27/2020 $674,800 $0 $674,800 10.0% 10.0% 0.0% 10.0% (a Replacement Construction,Inc. CD M-FR-820 Master Operationally Funded FE17-06 Tustin Ave Manhole and Pipe Repair Nuline Technologies,LLC 10/24/2019 $350,000 $0 $350,000 10.0% 10.0% 0.0% 10.0% M-FR-880 Master Operationally Funded MP-105 P2 CENGEN Steam Turbine Rehabilitation Dresser-Rand 03/25/2018 **$484,220 $0 $484,220 20.0% 5.0% 0.0% 5.0% MP-248 P2 Secondary Clarifier Repairs(AS Plant) W.M.Lyles Company 06/26/2019 $3,048,000 $42,255 $3,090,255 10.0% 10.0% 1.4% 8.6% MP-509 P2 Headworks Low Voltage Cable Assessment Mass Electric Construction Co. 12/18/2019 $434,327 $55,551 $489,878 20.0% 20.0% 12.8% 7.2% MP-638 Activated Sludge Plant Clarifier Inlet Gate Replacement Innovative Construction Solutions 12/18/2019 $658,300 $0 $658,300 10.0% 10.0% 0.0% 10.0% at Plant No.2 M-SM-CAP Operations&Maintenance Capital Program SC17-03 CenGen Oil Filter Platform Metro Builders&Engineers Group, 12/04/2019 $134,479 $0 $134,479 10.0% 10.0% 0.0% 10.0% Ltd. SC18-05 P1 Laboratory HVAC Boiler Burner Replacement At ODC Engineering&Technology 11/20/2019 $283,000 $0 $283,000 10.0% 10.0% 0.0% 10.0% Plant No.1 P3-128 Headquarters Complex P1-128C Headquarters Complex Site Preparation Resource Environmental,Inc. 07/01/2020 $1,555,000 $0 $1,555,000 10.0% 10.0% 0.0% 10.0% P3-129 Return Activated Sludge Piping Replacement at Activated Sludge Plant No.1 P1-129 Return Activated Sludge Piping Replacement at Abhe&Svoboda,Inc. 07/24/2019 $6,863,092 $0 $6,863,092 10.0% 10.0% 0.0% 10.0% Activated Sludge Plant No.1 P2-122 Headworks Modifications at Plant No.2 for GWRS Final Expansion P2-122 Headworks Modifications at Plant No.2 for GWRS Final Shimmick Construction Co.,Inc. 01/22/2020 $14,487,735 $37,844 $14,487,735 10.0% 10.0% 0.3% 9.7% Expansion P2-123 Return Activated Sludge Piping Replacement at Plant 2 P2-123 Return Activated Sludge Piping Replacement at Plant 2 Shimmick Construction Co.,Inc. 09/25/2019 $6,042,110 $29,143 $6,042,110 10.0% 10.0% 0.5% 9.5% P2-92 Sludge Dewatering and Odor Control at Plant 2 P2-92 Sludge Dewatering and Odor Control at Plant 2 Shimmick Construction Co.,Inc. 01/12/20151 $49,850,000 $2,539,236 $52,389,236 5.0% 6.0% 5.1% 0.9% P2-98 Primary Treatment Rehabilitation at Plant No.2 P2-9813 B/C-Side Primary Clarifiers Interim Repair at Plant 2 Myers&Sons Construction,LLC 01/23/2019 $8,665,000 $287,910 $8,952,910 10.0% 10.0% 3.3% 6.7% Engineering Program Contract Performance Report for Quarter Ending 9/30/2020 Table 1-Active Construction Contracts as of 9/30/2020 Current Award Board Award Contract Original Current Contingency Contingency Project/Contract Contractor Date Amount Change Orders Amount Contingency Contingency Used Remaining Operationally-Funded Projects MP-276 Central Generation Engine Overhauls at Plant No.1 and UPS Midstream Services,Inc. 10/23/2019 $5,636,335 $16,400 $5,652,735 20.0% 20.0% 0.3% 19.7% Plant No.2 Total 1 $280,528,5331 $5,327,0261 $285,353,396 **Original Award was$245,424,and later amended to$484,220 with a contingency reduction by Board Action on 4/22/20 N A Engineering Program Contract Performance Report for Quarter Ending 9/30/2020 Table 2-Construction Contracts Closed in Last Quarter Date Board Award Final Contract Original Current Contingency Unused Project/Contract Contractor Closed Award Date Amount Change Orders Amount Contingency Contingency Used Contingency P1-115 Title 24 Access Compliance and Building Rehabilitation Project P1-115B Rehabilitation of Fleet Services Building, CDC Engineering& 8/4/2020 09/11/2017 $2,235,563 $216,194 $2,451,757 10.0% 10.0% 9.7% 0.3% Building 8 and Paving Area Technology J-126 Safety Improvements Program 1-126PQ Ladders,Hatches,Roof Fall Protection Tharsos,Inc. 8/18/2020 10/24/2018 $786,000 $19,905 $805,905 10.0% 10.0% 2.5% 7.5% M-FE Small Construction Projects Program FE17-01 Carbon Canyon Pipeline Sag Repairs Mike Prlich and Sons,Inc. 1 8/18/2020 10/02/2019 $510,000 ($54,882) $455,118 10.0% 10.0% 1 0.0% Total $3,531,563 $181,217 $3,712,780 N M "`" SA"" /°a ORANGE COUNTY SANITATION DISTRICT Engineering Program Contract Performance Report For the period ending September 30, 2020 TM1,s THE E When the Sanitation District Board awards a construction contract, they also approve a contingency which allows the General Manager to approve contract change orders up to the amount of the contingency. One purpose of this report is to document how much of the contingency is utilized. A contract's change order rate is only meaningful when the work is completed. As such, the change order performance charts in this report are based only on contracts closed since the Board began approving contingencies in 2008. The following chart shows how cumulative change order rates have changed for plant, collections, and all contracts since the contingency system was implemented. Cumulative Change Order Rates Closed Construction Contracts -All Collections Plant 4.00'r6 0.0Mo 00000000000000000000000000 $0 Q1 T O O rl -4 N N M M q* le Ln Ln W W N N 00 00 (n (n O O O O �-1 -1 .4 _4 .-4 e-4 ", .4 v" _, " .-, e4 '4 e-1 e4 r4 rl .-4 Cr Cr Cr Cr Crcr a Cr Cr Cr Cr Cr Cr Cr Cr Cr Cr Cr Cr Cr Cr Cr Cr Cr Cr Cr Page 6 ORANGE COUNTY SANITATION DISTRICT Engineering Program Contract Performance Report For the period ending September 30, 2020 � THE EN PART 2 — ENGINEERING SERVICES AGREEMENTS The Sanitation District engages engineering consultants through Professional Service Agreements (PSAs), Professional Design Services Agreements (PDSAs), Professional Construction Services Agreements (PCSAs), and Master Professional Services Agreements (Master Agreements). PDSAs are used to obtain design engineering services, and PCSAs are a subsequent agreement with the design consultant to provide support services during construction. PSAs are used for planning studies and other consultant assignments. Master Agreements are issued to a pool of pre-qualified consultants for smaller projects. On those smaller projects, the Sanitation District solicits task order proposals from three or four of the firms and awards a task order to the most qualified consultant. There are currently six sets of Master Agreements. • 2012 Master Design Agreements (expired) • 2015 Master Design Agreements (expired) • 2018 Master Design Agreements • 2017 Master Agreements for CEQA Studies • 2017 Master Agreements for Collection Planning Studies • 2017 Master Agreements for Wastewater Treatment Planning Studies • 2020 Master Agreements for Planning Studies The two Master Design Agreements from 2012, and 2015 have expired, meaning no new task orders can be issued under them, but previously-issued task orders remain active until completed. Task Orders are limited by Sanitation District Ordinance No. OCSD-52 $300,000 per task order. The 2020 Master Agreements for Planning Studies were awarded in September to replace the 2017 Master Agreements for Collection and Wastewater Planning Studies that expire in October 2020. A status table for all Active Engineering Services Agreements (PDSAs and PCSAs) is attached under Table 3, and a status table for all Active Task Orders by Master Agreement is attached under Table 4 (Master Agreements). Page 7 Engineering Program Contract Performance Report for Quarter Ending 9/30/2020 Table 3-Active Engineering Services Agreements as of 9/30/2020 Award Board Award Current Contract Original Current Contingency Contingency Project Contract Type Consultant Date Amount Amendments Amount Contingency Contingency Used Remaining 2-41-8 SARI Rock Stabilizers Removal 2-41-8 SARI Rock Stabilizers Removal PCSA Michael Baker International,Inc. 09/26/2018 $215,129 $0 $215,129 10.0% 10.0% 0.0% 10.0% 2-72 Newhope-Placentia Trunk Replacement 2-72 Newhope-Placentia Trunk Replacement PCSA Lee&Ro 03/23/2016 $3,253,946 $0 $3,253,946 10.0% 10.0% 0.0% 10.0% 3-62 Westminster Blvd Force Main Replacement 3-62 Westminster Blvd Force Main Replacement PCSA Stantec Consulting Services,Inc. 12/18/2019 $1,183,000 $0 $1,183,000 10.0% 10.0% 0.0% 10.0% 3-64 Rehabilitation of Western Regional Sewers 3-64 Rehabilitation of Western Regional Sewers PDSA AECOM Technical Services,Inc. 01/27/2016 $17,639,250 $1,088,654 $18,727,904 10.0% 10.0% 6.2% 3.8% 3-67 Seal Beach Pump Station Replacement 3-67 Seal Beach Pump Station Replacement PDSA Lee&Ro 11/20/2019 $5,947,850 $0 $5,947,850 10.0% 10.0% 0.0% 10.0% 5-67 Bay Bridge Pump Station Replacement 5-67 Bay Bridge Pump Station Replacement PDSA Arcadis US Inc. 10/25/2017 $7,137,000 $493,983 $7,630,983 10.0% 85.0% 6.9% 78.1% 7-65 Gisler-Red Hill Interceptor Rehabilitation 7-65 Gisler-Red Hill Interceptor Rehabilitation PDSA CDM Smith Inc. 9/23/2020 $1,754,000 $0 $1,754,000 10.0% 10.0% 0.0% 10.0% 7-66 Sunflower and Red Hill Interceptor Repairs 7-66 Sunflower and Red Hill Interceptor Repairs PDSA GHD 09/25/2019 $308,712 $0 $308,712 10.0% 10.0% 0.0% 10.0% J-117 Ocean Outfall System Rehabilitation 1-117B Outfall Low Flow Pump Station PCSA Brown and Caldwell 12/19/2018 $8,563,913 $346,857 $8,910,770 10.0% 10.0% 4.1% 5.9% J-124 Digester Gas Facilities Replacement J-124 Digester Gas Facilities Replacement PDSA Brown and Caldwell 11/15/2017 $11,770,000 -$36,411 $11,733,589 10.0% 10.0% 0.0% 10.0% J-126 Safety Improvements Program J-126 Safety Improvements Program PDSA Arcadis 08/29/2016 **$3,040,000 $0 $3,040,000 10.0% 10.0% 0.0% 10.0% 1-98 Electrical Power Distribution System Improvements J-98 Electrical Power Distribution System Improvements PDSA Brown and Caldwell 01/29/2020 $2,240,000 $0 $2,240,000 10.0% 10.0% 0.0% 10.0% CD Co M-RESEAR Research Program RE17-02 Biogas Scrubber Evaluation PSA Carollo Engineers,Inc. 04/21/2017 $656,783 $63,097 $719,880 15.0% 15.0% 9.6% 5.4% M-STUDIE!Planning Studies Program P515-02 Edinger Pump Station Rehabilitation Study PSA Lockwood,Andrews&Newman,Inc. 11/09/2017 $505,042 $0 $505,042 10.0% 10.0% 0.0% 10.0% P515-08 Collections Capacity Evaluation Study PSA RMC Water&Environment 08/24/2016 $2,802,675 $19,372 $2,822,047 10.0% 10.0% 0.7% 9.3% P517-03 Active Fault Location Study at Plant No.2 PSA Lettis Consultants International,Inc. 03/06/2019 $868,286 $0 $868,286 10.0% 10.0% 0.0% 10.0% P517-08 CEQA-Facilities Master Plan PSA Dudek 02/27/2019 $812,709 $0 $812,709 10.0% 10.0% 0.0% 10.0% PS18-09 Ocean Outfall Condition Assessment and Scoping PSA Carollo Engineers,Inc. 03/25/2020 $2,744,000 $0 $2,744,000 10.0% 10.0% 0.0% 10.0% Study P1-101 Sludge Dewatering and Odor Control at Plant 1 P1-101 Sludge Dewatering and Odor Control at Plant 1 PCSA HDR Engineering,Inc. 06/28/2012 $7,140,000 $2,453,653 $9,593,653 8.0% 35.0% 34.4% 0.6% P1-105 Headworks Rehabilitation at Plant 1 P1-105 Headworks Rehabilitation at Plant 1 PDSA Carollo Engineers,Inc. 05/27/2015 $17,528,957 $7,902,304 $25,431,261 10.0% 51.0% 45.1% 5.9% P1-115 Title 24 Access Compliance and Building Rehabilitation Project P1-115 Title 24 Access Compliance and Building PCSA Austin Building&Design Inc. 01/02/2014 $606,622 $0 $606,622 10.0% 10.0% 0.0% 10.0% Rehabilitation Project P3-128 Headquarters Complex P1-128 Headquarters Complex PDSA HDR Engineering,Inc. 06/22/2016 $11,785,709 -$752,553 $11,033,156 10.0% 10.0% 0.0% 10.0% P1-128 Headquarters Complex PSA LSA Associates,Inc. 08/11/2016 $420,927 $0 $420,927 10.0% 10.0% 0.0% 10.0% P3-129 Return Activated Sludge Piping Replacement at Activated Sludge Plant No.1 P1-129 Return Activated Sludge Piping Replacement at PCSA AECOM Technical Services,Inc. 07/24/2019 $140,000 $0 $140,000 10.0% 10.0% 0.0% 10.0% Activated Sludge Plant No.1 P1-129 Return Activated Sludge Piping Replacement at PDSA AECOM Technical Services,Inc. 06/20/2017 $523,039 $27,015 $550,054 10.0% 10.0% 5.2% 4.8% Activated Sludge Plant No.1 P3-132 Uninterruptable Power Supply Improvements at Plant 1 P1-132 Uninterruptable Power Supply Improvements at PDSA Tetra Tech,Inc. 10/23/2019 $784,680 $0 $784,680 10.0% 10.0% 0.0% 10.0% Plant 1 P3-133 Primary Sedimentation Basins No.6-31 Reliability Improvements at Plant No.1 P1-133 Primary Sedimentation Basins No.6-31 Reliability I PDSA Carollo Engineers,Inc. 09/25/2019 $1,219,667 $0 $1,219,667 10.0% 10.0% 0.0% 10.0% Improvements at Plant No.1 Engineering Program Contract Performance Report for Quarter Ending 9/30/2020 Table 3-Active Engineering Services Agreements as of 9/30/2020 Award Board Award Current Contract Original Current Contingency Contingency Project Contract Type Consultant Date Amount Amendments Amount Contingency Contingency Used Remaining P2-130 Consolidated Demolition and Utility Improvements at Plant 2 P2-110 Consolidated Demolition and Utility Improvements PCSA Stantec Consulting Services,Inc. 01/25/2017 $1,499,839 $0 $1,499,839 10.0% 10.0% 0.0% 10.0% at Plant 2 P2-122 Headworks Modifications at Plant No.2 for GWRS Final Expansion P2-122 Headworks Modifications at Plant No.2 for GWRS PCSA CDM Smith Inc. 01/15/2020 $2,200,000 $0 $2,200,000 10.0% 10.0% 0.0% 10.0% Final Expansion P2-123 Return Activated Sludge Piping Replacement at Plant 2 P2-123 Return Activated Sludge Piping Replacement at Plant PCSA SPEC Services,Inc. 09/25/2019 $252,329 $0 $252,329 10.0% 10.0% 0.0% 10.0% 2 P2-124 Interim Food Waste Receiving Facility P2-124 Interim Food Waste Receiving Facility PDSA Kennedy/Jenks Consultants 09/05/2018 $695,000 $20,717 $715,717 10.0% 10.0% 3.0% 7.0% P2-92 Sludge Dewatering and Odor Control at Plant 2 P2-92 Sludge Dewatering and Odor Control at Plant 2 PCSA Brown and Caldwell 12/17/2014 $4,798,328 $0 $4,798,328 10.0% 10.0% 0.0% 10.0% P2-98 Primary Treatment Rehabilitation at Plant No.2 P2-98 Primary Treatment Rehabilitation at Plant No.2 PDSA Black&Veatch 07/27/2016 $18,141,423 $1,279,488 $19,420,911 10.0% 10.0% 7.1% 2.9% P2-98B B/C-Side Primary Clarifiers Interim Repair at Plant 2 PCSA Black&Veatch 01/23/2019 $549,534 $0 $549,534 10.0% 10.0% 0.0% 10.0% SP-152 Climate Resiliency Study SP-152 Climate Resiliency Study PSA Hazen and Sawyer 11/28/2018 $697,952 $64,199 $762,151 10.0% 10.0% 9.2% 0.8% SP-196 Process Control Systems Upgrades Study SP-196 Process Control Systems Upgrades Study PSA Stantec Consulting Services,Inc. 03/01/2018 $1,389,866 $9,000 $1,398,866 10.0% 10.0% 0.6% 9.4% 5-68 Newport Beach Pump Station Pressurization Improvements 5-68 Newport Beach Pump Station Pressurization PDSA Dudek 05/06/2020 $542,988 $0 $542,988 10.0% 10.0% 0.0% 10.0% rD Improvements Total $142,359,155 11 $12,979,375 $155,338,530 **Original Award was$1,540,000,and later amended to$3,040,000 by Board Action Engineering Program Contract Performance Report for Quarter Ending 9/30/2020 Table 4-Active Task Orders by Master Agreement as of 9/30/2020 Master Agreement/Project Consultant Award Date Original Task Amendments Current Task Order Value Order Value 2012 Master Professional Design Service Agreements(Expired) FE10-21 Area 02 Craig Regional Park Manhole Improvements GHD 10/8/2012 $58,440 $41,560 $100,000 2015 Master Professional Design Service Agreements(Expired) FE14-05 Plant No.1 Fleet Services UST Leak Remediation Dudek 9/1/2015 $86,116 $73,137 $159,253 2017 Master Agreements for Wastewater Treatment Planning Studies PS17-10 Emergency Overflow Weirs,Wing Wall Structural and Geotechnical Investigations HDR Engineering,Inc. 05/21/2019 $260,415 $0 $260,415 PS18-05 Plant No.2 Future Site Plan Development Brown and Caldwell 05/22/2019 $122,389 $0 $122,389 PS18-11 ETAP Model Updates for Plant Nos 1 and 2 Brown and Caldwell 3/17/2020 $227,412 $0 $227,412 2017 Master Agreements for Collection Planning Studies No Task Orders Issued to Date -- -- -- -- -- 2017 Master Agreements for CECIA Studies No Task Orders Issued to Date -- -- -- -- -- 2018 Master Professional Design Service Agreements ffl FR2-0013 Trickling Filter Sludge Pump Room Exhaust Fan Relocation at Plant No.2 AECOM 11/6/2019 $75,120 $D $75,120 O FE19-02 Cengen Plant Water Pipe Replacement at Plant No.1 AECOM 04/30/2020 $156,498 $D $156,498 FE19-11 Primary Clarifiers Nos.6-31 Lighting and Alarm Improvements at Plant No.1 AECOM 9/15/2020 $226,685 $0 $226,685 J-127 Natural Gas Pipelines Replacement at Plant Nos.1 and 2 Black&Veatch 1/21/2019 $271,964 $0 $271,964 FE19-03 Trickling Filter Sludge and Scum Pumps Replacement at Plant No.1 Black&Veatch 9/1/2020 $244,728 $0 $244,728 FE18-14 Plant Water Pipeline Replacement in Kinnison,Lindstrom,and Scott Tunnels at Plant Dudek 11/6/2019 $108,308 $0 $108,308 No.2 P1-135 Digester Ferric Chloride Piping Replacement at Plant No.1 Dudek 2/19/2020 $127,174 $0 $127,174 FE18-16 Truck Loading Basement Drain Modifications at Plant No.1 GHD,Inc. 12/4/2019 $70,130 $0 $70,130 FE18-13 Redhill Relief Sewer Relocation at State Route 55 GHD,Inc. 3/27/2020 $168,612 $0 $168,612 FE18-19 12KV Distribution Center B and East RAS Pump Station Roof Replacement HDR Engineering,Inc. 09/16/2019 $74,771 $8,672 $83,443 FE18-20 Blower Building No.1 Air Compressors at Plant No.1 HDR Engineering,Inc. 8/18/2020 $243,954 $0 $243,954 FE18-15 Plant Boiler System Relief at Plant No.2 IDS Group,Inc. 10/22/2019 $23,299 $0 $23,299 FE18-06 CenGen Instrument Air Compressors Replacement at Plant No.1 and No.2 IDS Group,Inc. 04/28/2020 $89,876 $0 $89,876 FE19-06 EPSA Motor Cooling Improvements at Plant No.2 IDS Group,Inc. 05/05/2020 $88,206 $D $88,206 Total $2,724,097 $123,369 $2,847,466 "`" SA"" /°a ORANGE COUNTY SANITATION DISTRICT Engineering Program Contract Performance Report For the period ending September 30, 2020 TM1,s THE E PART 3 — MASTER BUDGET PROJECTS The Board-adopted budget for Fiscal Years 2018-19 and 2019-20 includes master program budgets that allow staff to more quickly initiate, execute, and manage smaller projects that fit within the scope of a particular program. The projects chartered under these program budgets are referred to as sub-projects and are managed to the same standards as projects specifically listed in the adopted budget. A status table for each of these programs listing the sub-projects is attached. Master Program Title Status Table Planning Studies Program Table 5 Research Program Table 6 Small Construction Projects Program Table 7 Information Technology Capital Program Table 8 Operations & Maintenance Capital Program Table 9 Page 11 Engineering Program Contract Performance Report for Quarter Ending 9/30/2020 Table 5-Planning Studies Status Report Project Number Project Name Status Allocated Budget PS15-02 Edinger Pump Station Rehabilitation Study Active $ 971,000 PS15-06 Seismic Evaluation of Structures at Plant Nos.1 and 2 Active $ 3,860,000 PS15-08 Collections Capacity Evaluation Study Active $ 3,682,000 PS15-10 2017 Facilities Master Plan Closed $ 3,820,824 PS16-01 Stormwater Master Plan Closed $ 1,046,276 PS16-02 SCE Feed Reliability Improvements Study Active $ 293,000 PS17-03 Active Fault Location Study at Plant No.2 Active $ 1,300,000 PS17-08 CECA-Facilities Master Plan Active $ 1,247,000 PS17-10 Emergency Overflow Weirs,Wing Wall Structural and Geotechnical Investigation! Active $ 465,000 PS18-01 Asset Management Plan Development Closed $ 331,035 PS18-05 Plant No.2 Future Site Plan Development Closed $ 149,648 PS18-06 Go/No-Go Lights and Signage Active $ 495,000 PS18-09 Ocean Outfall Condition Assessment and Scoping Study Active $ 3,340,000 PS18-11 ETAP Model Updates for Plant Nos 1 and 2 Active $ 553,000 PS19-01 Digester 6 Pipe Stress Analysis at Plant No.] Closed $ 13,762 PS19-02 Circular Primary Clarifier Replacement Phasing Study at Plant No] Closed $ 43,269 PS19-03 Laboratory Rehabilitation Feasibility Study Active $ 450,000 PS19-04 Chemical Evaluation Study at Plant No 1 and 2 Closed $ 977 PS20-01 O&M Complex and Collections Yard Relocation at Plant No.2 Active $ 375,000 PS20-02 Collection System Flow Level Monitoring Study Active $ 575,000 Grand Total $ 23,011,791 Number of Chartered Projects 20 Board Approved Program Budget $ 28,652,000 Remaining Unallocated Budget $ 6,215,209 Page 12 Engineering Program Contract Performance Report for Quarter Ending 9/30/2020 Table 6-Research Program Status Report Project Number Project Name Status Allocated Budget RE17-01 Operational Research Technical Support FY18-1S Closed $ 656,506 RE17-02 Biogas Scrubber Evaluation Active $ 865,000 RE17-03 Reliant Wet Well Wizard Test Closed $ 45,013 RE17-04 AquaNereda Aerobic Granular Sludge Process Closed $ 19,628 RE17-05 Organica FCR Process Closed $ 15,564 RE17-06 TWAS Pump Reliability Improvement Trials at Plant No.2 Closed $ 10,159 RE17-07 Super Oxygenation System Research at Seal Beach Pump Statior Closed $ 80,000 RE18-01 Trickling Filter Bleach Test at Plant No.] Closed $ 109,068 RE18-02 Protein Matrix Demonstration Study at Plant No] Active $ 310,000 RE19-01 Primary Scum Equipment Evaluation at Plant No.1 Active $ 31,000 RE20-01 Co-Thickened Sludge Density Meter Trial atl Plant No.] Active $ 121,000 RE20-02 Chemical Resilience Study at Plant No.s 1 and 2 Active $ - RE20-03 Hazardous Gas Area Monitor-Research Project Active $ - RE20-04 Holding Digester 6 Solids Shredder Study at Plant No.] Active $ 95,000 RE20-05 UCI PFAS Study Active $ 50,000 Grand Total $ 2,407,938 Number of Chartered Projects 15 Board Approved Program Budget $ 8,500,000 Remaining Unallocated Budget $ 6,358,062 Page 13 Engineering Program Contract Performance Report for Quarter Ending 9/30/2020 Table 7-Small Construction Projects Program Status Report Project Number Project Name Status Allocated Budget FE10-21 Area 02 Craig Regional Park Manhole Improvements Active $ 1,359,000 FE14-05 Plant No.1 Fleet Services UST Leak Remediatior Active $ 1,487,311 FE15-07 Secondary Treatment and Plant Water VFD Replacement at Plant 1 Active $ 3,319,600 FE15-10 East Lido Force Main Rehabilitation Active $ 2,228,000 FE16-06 Fuel Cell Facilities Demolition Closed $ 977,972 FE16-10 East Basin Distribution Box Repair Closed $ 1,013,850 FE16-11 Lane Channel Crossing Active $ 500,000 FE16-14 Slater Pump Station Valve Replacements Closed $ 946,940 FE17-01 Carbon Canyon Pipeline Sag Repairs Active $ 873,000 FE17-03 Battery Storage System at Plant No.1 Active $ 612,000 FE17-05 Plant 1 ICS Network Extension Active $ 950,000 FE18-06 CenGen Instrument Air Compressors Replacement at Plant No.1 and No.-e Active $ 1,450,000 FE18-08 West Trunk Bypass Sewer Realignment Active $ 158,000 FE18-11 Headworks Explosive Gas Monitoring Systems at Plant No.1 and No. Active $ 470,000 FE18-12 Erosion Control at Santa Ana River and Hamilton Ave Active $ 245,000 FE18-13 Redhill Relief Sewer Relocation at State Route 5E Active $ 1,540,000 FE18-14 Plant Water Pipeline Replacement in Kinnison,Lindstrom,and Scott Tunnels at Plant No.: Active $ 1,895,000 FE18-15 Plant Boiler System Relief at Plant No.2 Active $ 180,000 FE18-16 Truck Loading Basement Drain Modifications at Plant No.1 Active $ 440,000 FE18-17 Trunkline Sampler Power Feed at Plant No 2 Active $ 215,000 FE18-18 Portable Generator Connector at Lido Pump Statior Closed $ 116,166 FE18-19 12KV Distribution B and East RAS Pump Station Roofing Replacement Active $ 988,000 FE18-20 Blower Building No.1 Air Compressors at Plant No.1 Active $ 1,200,000 FE19-01 Pump Station Portable Generator Connectors- Active $ 1,990,000 FE19-02 Cengen Plant Water Pipe Replacement at Plant No.1 Active $ 2,250,000 FE19-03 Trickling Filter Sludge and Scum Pumps Replacement at Plant No.1 Active $ 1,100,000 FE19-04 Sunflower Pump Replacement at Plant No.1 Active $ 6,300,000 FE19-05 Engineering Trailer B Car Chargers at Plant No.1 Active $ 12,000 FE19-06 EPSA Motor Cooling Improvements at Plant No.2 Active $ 550,000 FE19-08 Secondary Treatment VFD Replacements at Plant No.2 Active $ 3,337,000 FE19-09 Newhope-Placentia Trunk Grade Separation Replacement Repairs Active $ 500,000 FE19-10 Digesters C,D,F,G and I Gas Balance Lines Replacement at Plant No.2 Active $ 200,000 FE19-11 Primary Clarifiers Nos.6-31 Lighting and Alarm Improvements at Plant No.1 Active $ 1,250,000 FE19-12 Rebuild Shop Fume Extractor Installation at Plant No 1 Active $ 325,000 FE19-13 VFD Replacements at Seal Beach Pump Station Active $ 690,000 FE20-01 Wastehauler Station Safety and Security Improvements Active $ 830,000 FE20-02 Digester C,D,F,and G Mechanical Rehabilitation at Plant No.2 Active $ 2,800,000 FE20-03 Return Activated Sludge Discharge Piping Replacement at Activated Sludge Plant No.] Active $ 4,250,000 Grand Total $ 49,548,839 Number of Chartered Projects 38 Board Approved Program Budget $ 65,000,000 Remaining Unallocated Budget $ 15,451,161 Page 14 Engineering Program Contract Performance Report for Quarter Ending 9/30/2020 Table 8-Information Technology Capital Program Status Report Project Number Project Name Status Allocated Budget IT16-03 Plant 2 Internet Connection Active $ 50,000 IT16-09 WACS Enhancements Active $ 85,000 IT16-10 LIMS Compliance Improv Project Closed $ 612,650 IT17-10 Electronic Operator Round Form Active $ 45,000 IT17-12 Sever/Network Power Improvements Active $ 90,000 IT17-14 Specialized Application Programing&Support Active $ 600,000 IT18-03 Timecard Systems Upgrade Active $ 150,000 IT18-04 Conference Rooms Audio System Replacement Closed $ 83,852 IT18-06 Server Replacement and Obsolescence FY18/19-19/20 Closed $ 188,913 IT18-07 Network Equipment FY18/19-19/20 Closed $ 314,003 IT18-09 Records Management Information System Active $ 150,000 IT18-10 Board Services Management System Closed $ 60,000 IT18-11 IT Security Budget 2018-2019 Closed $ 58,030 IT19-01 IT Safety VPP Systems Active $ 100,000 IT19-02 IT Enterprise Replication Active $ 90,000 IT19-03 IT HP Plotter Closed $ 7,990 IT19-04 IT HCI for ICS and ICS-DMZ Active $ 200,000 IT19-05 IT P1&P2 Data Refresh Active $ 500,000 IT20-01 IT Server Replacement and Obsolescence FY20-21 Active $ 700,000 IT20-02 IT Network Equipment FY20-21 Active $ 500,000 IT20-03 IT Security Budget FY20-21 Active $ 150,000 IT20-04 Cyber Security Program(IT20-04) Active $ 150,000 Grand Total $ 4,885,438 Number of Chartered Projects 22 Board Approved Program Budget $ 10,000,000 Remaining Unallocated Budget $ 5,114,562 Page 15 Engineering Program Contract Performance Report for Quarter Ending 9/30/2020 Table 9-Operations&Maintenance Capital Program Status Report Project Number Project Name Status Allocated Budget SC16-01 Maint.Storage Area Tool Cage Active $ 12,000 SC17-01 CENGEN#1 Elevator Rehab Active $ 12,000 SC17-02 P1 CenGen Plant Water Piping Rehabilitation Active $ 250,000 SC17-03 CenGen Oil Filter Platform Active $ 260,000 SC17-04 P1 CenGen 12KV Circuit Breaker Replacement Closed $ 220,000 SC17-05 Hidrostal Pump-TEFC Close Coupled Motor#2(Pump for SALS) Active $ 261,260 SC17-06 P1 Lab UPS System Replacement Active $ 290,294 SC18-01 P1 Primary Clarifier Fall Protection Improvements Active $ 50,000 SC18-02 Joint Cen Gen Oil Centrifuge Heater&Controls Rehabilitation(MP-18 Active $ 120,000 SC18-03 P1 SALS Main Duty Pump&Motor and Installation-Remaining 2(MP-524) Active $ 500,000 SC18-04 Edinger UPS Replacement(MP-444) Active $ 15,000 SC18-05 P1 Laboratory HVAC Boiler Burner Replacement At Plant No.] Active $ 400,461 SC18-06 Pump Station Bypass Parts-Procurement(MP-426) Active $ 500,000 SC18-08 MacArthur Pump Station-FM Valve Replacement Active $ 55,109 SC18-09 Admin Bldg UPS System Replacement Active $ 185,000 SC18-10 P2 South Scrubber Complex Bleach Pump Turndown(MP-420) Active $ - SC18-11 Lido PS Camlock Con Panel Inst(SC18-11) Active $ - SC19-02 Truck Loading-Conveyors 3&6(SC19-02) Active $ 359,176 SC19-03 Return Activated Sludge Pump Station Elevator Rehabilitation at Plant No.: Active $ 890,000 SC19-04 Standby Generator Diesel Day Tank Improvements at Plant No.] Active $ 250,000 SC19-06 EPSA Standby Power Generator Control Upgrades at Plant No.2 Active $ 1,251,500 SC19-07 Sunflower Pump Station Gearbox Swing Unit Purchase Active $ - Grand Total $ 5,881,800 Number of Chartered Projects 23 Board Approved Program Budget $ 15,622,000 Remaining Unallocated Budget $ 10,991,700 Page 16 ORANGE COUNTY SANITATION DISTRICT Engineering Program Contract Performance Report For the period ending September 30, 2020 � THE EN PART 4 — SUPPLEMENTAL ENGINEERING SERVICES CONTRACT In May 2016, the Sanitation District Board of Directors approved a $41 million professional services agreement with Jacobs Project Management Co. to provide supplemental engineering and support staff services for a four-year term with the option of three one-year renewals. The benefits of using a supplemental engineering services contract, as opposed to hiring full-time staff or limited-term employees, include rapid mobilization of highly skilled/technical staff, flexibility to change the mix of staff positions on an immediate and as-needed basis, the ability to reduce staff as workloads decrease, access to technical experts to support special tasks, and access to staff with wastewater project experience. A status table for the supplemental engineering services contract summary is attached under Table 10, and the supplemental engineering services labor summary can be found under Table 11 . Table 10—Supplemental Engineering Services Contract Status Total Fees Time Contract $41,000,000 86 months 11) Actuals to Date $22,412,540 55% 53 months 58% Remaining $18,587,460 45% 33 months 42% 111 Assuming three 1-year extensions Table 11 -Supplemental Engineering Services Labor Summary This Quarter Inception to Date Labor Hours 9,290 168,173 Full Time Equivalents 20.6 21.2 Labor Costs (no expenses) $1,177,637 $21,972,903 Average Hourly Rate $127 $131 Page 17 oJ�V SAN17gTO9 Orange Count Sanitation District Administration Building 5� o, g � 10844 Ellis Avenue 2 9 Fountain Valley, CA 92708 OPERATIONS COMMITTEE (714)593 7433 9oTFCTN0 THE ENVQ����2 Agenda Report File #: 2020-1337 Agenda Date: 11/18/2020 Agenda Item No: 8. FROM: James D. Herberg, General Manager Originator: Rob Thompson, Assistant General Manager SUBJECT: INDUSTRIAL CLEANING SERVICES, SPECIFICATION NO. S-2020-1184BD GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: A. Award a Service Contract to Performance Pipeline Technologies Inc. dba Sanitation Systems for Industrial Cleaning Service, Specification No. S-2020-118413D, for a total amount not to exceed $694,500 for the period of January 1, 2021 through December 31, 2021, with four one- year renewal options; and B. Approve an annual contingency of$69,450 (10%). BACKGROUND The purpose of this Service Contract is to provide for industrial cleaning of the Orange County Sanitation District (Sanitation District) treatment facilities and pump station civil infrastructure. The service provider will remove and dispose of debris, grit, and other materials that tend to collect inside process structures, basins, pipes, and facilities using a combination hydro cleaning and industrial vacuuming equipment. These cleaning tasks are part of a planned and scheduled preventative and corrective maintenance approach that will help ensure availability of treatment plant structures. The use of a Service Contract is a more efficient method of procurement, contracting, accounting, and specification development. Significant staff time is saved by not bidding and contracting each individual task. This process efficiently consolidates individual contracts into one contract authorized by the Board of Directors. RELEVANT STANDARDS • Protect Orange County Sanitation District assets • 24/7/365 treatment plant reliability • Maintain a proactive asset management program PROBLEM Without periodic cleaning of process structures, pipes, and wetwells to remove debris, grit, scum, and Orange County Sanitation District Page 1 of 4 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1337 Agenda Date: 11/18/2020 Agenda Item No: 8. other materials, the process capacity and performance of these assets will be compromised. Additionally, the Sanitation District will not have the opportunity to assess the structural and mechanical conditions inside of the structures, pipes, and wetwells without this cleaning. PROPOSED SOLUTION Establish a Service Contract for industrial cleaning services with a qualified firm to facilitate the removal of debris from process structures, pipes, wetwells, and assets to ensure conveyance capacity of treatment processes. TIMING CONCERNS The current Service Contract expires on December 10, 2020. Timely approval of the contract will enable staff to stay on track with the cleaning schedule and maximize process performance. RAMIFICATIONS OF NOT TAKING ACTION Without periodic cleaning, the Sanitation District could experience degraded treatment process performance and higher rehabilitation costs of assets in the future. PRIOR COMMITTEE/BOARD ACTIONS October 2016 - Approve a contingency increase of $110,565 (21%) to the service contract with Performance Pipeline Technologies for Industrial Cleaning Services, Specification No. S-2015- 71413D, for the period December 11, 2015 through December 10, 2016, for a new total contingency amount not to exceed $215,865 (41%); and Approve a contingency of $105,300 (20%) per year for all remaining renewal periods. October 2015 - Award a service contract to Performance Pipeline Technologies for Industrial Cleaning Services, Specification No. S-2015-71413D, for a total amount not to exceed $526,500 for the period December 11, 2015 through December 10, 2016, with four one-year renewal options; and Approve a contingency of $105,300 (20%). ADDITIONAL INFORMATION Staff conducted a Request for Proposals on July 30, 2020. A virtual non-mandatory pre-proposal meeting was conducted on August 18, 2020 via Microsoft Teams. Proposals were due on September 10, 2020. Prior to receipt of proposals, an Evaluation Team was formed consisting of the Sanitation District's staff listed below. The team was chaired by a Purchasing representative as a non-voting member. On September 29, 2020, the evaluation team met to discuss the policies and procedures for the evaluation process. DEPARTMENT TITLE Operations Principal Staff Analyst Operations/Process Engineering Senior Engineer Orange County Sanitation District Page 2 of 4 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1337 Agenda Date: 11/18/2020 Agenda Item No: 8. Maintenance Maintenance Supervisor Collections Maintenance Supervisor Members of the team performed an independent review of the proposals and later met as a group with the Buyer to evaluate and score the firms. Proposals were evaluated based on the following criterion: CRITERION DESCRIPTION WEIGHT 1 Qualifications & Experience of Firm 30% 2 Proposed Staffing & Project Organization 20% 3 Work Plan 20% 4 Presentation/Interview 10% 5 Cost 20% The Sanitation District received three proposals. One proposal was determined to be non-responsive since they did not possess the required C-42 license. The proposals were evaluated in accordance with defined Sanitation District procedures as required by the Sanitation District's Purchasing Ordinance. All proposals were accompanied by a sealed cost proposal. The evaluation team first reviewed and scored the proposals based upon the criterion listed above, excluding presentation/interview and cost. Cost proposals were opened after criterion 1-3 were evaluated. Rank Proposer Criterion Criterion Criterion Criterion Criterion Total 1 (Max 2 (Max 3 (Max 4 (NOT 5 (Max Weighted 30%) 20%) 20%) USED) 20%) Score (Max 90%) 1 Performance 26% 17% 18% N/A 20% 81% Pipeline t chnologies tional Plant 21% 10% 11% N/A 16% 58% rvices COST PROPOSALS TOTAL COST Performance Pipeline Technologies $694,500 National Plant Services $846,500 The cost proposals received are based upon an hourly rate and unit cost per gallon of material dewatered, as well as equipment mobilization and demobilization. Based on these results, staff recommends awarding the Contract to the highest-ranking proposer, Performance Pipeline Technologies. Performance Pipeline Technologies is also the lowest cost proposer. Orange County Sanitation District Page 3 of 4 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1337 Agenda Date: 11/18/2020 Agenda Item No: 8. The proposed agreement is for a one-year period and will begin January 1, 2021 through December 31, 2021 with four optional one-year renewal authorizations based on successful performance by the contractor. Staff will use the service provider on an as-needed basis and does not guarantee work quantities or volumes. Staff recommends awarding a Service Contract to Performance Pipeline Technologies as the highest rated proposer. CEQA Industrial cleaning services is categorically exempt from CEQA under the Class 1 categorical exemptions set forth in California Code of Regulations Section 15301. Section 15301 (Class 1) exempts from CEQA "the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of existing or former use," including "(b) Existing facilities of both investor and publicly-owned utilities used to provide electric power, natural gas, sewerage, or other public utility services". FINANCIAL CONSIDERATIONS This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This recommendation will be funded under the Professional & Contractual Services line item for Plant No. 1 Maintenance and Plant No. 2 Maintenance (Budget Fiscal Year 2020-21, Section 6, Page 92 and Page 96). The available funding is sufficient for this action. Date of Approval Contract Amount Contingency 11/18/2020 $694,500 $69,450 (10%) ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Service Contract RM:mv:ab:ac Orange County Sanitation District Page 4 of 4 Printed on 11/10/2020 powered by LegistarTM SERVICE CONTRACT INDUSTRIAL CLEANING SERVICES SPECIFICATION NO. S-2020-1184BD 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 (hereinafter referred to as "OCSD") and Performance Pipeline Technologies Inc. DBA Sanitation Systems, with a principal place of business at 5292 System Drive, Huntington Beach, CA 92649 (hereinafter referred to as "Contractor") collectively referred to as the "Parties". WITNESSETH WHEREAS, OCSD desires to temporarily retain the services of Contractor for Industrial Cleaning Services "Services" as described in Exhibit "A"; and WHEREAS, OCSD has chosen Contractor to conduct Services in accordance with Ordinance No. OCSD-52; and WHEREAS, on November 18, 2020, 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 expertise to accomplish such Services, NOW, THEREFORE, in consideration of the mutual promises and mutual benefits exchanged between the Parties, the Parties mutually agree as follows: 1. Introduction 1.1 This Contract and all exhibits hereto (called the "Contract") is made by OCSD and the Contractor. The terms and conditions herein exclusively govern the purchase of Services as described in 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. Exhibit "A" Scope of Work Exhibit "B" Proposal dated September 10, 2020 and Cost Proposal dated September 10, 2020 Exhibit "C" Acknowledgement of Insurance Requirements Exhibit "D" Contractor Safety Standards and Safety SOP-102 Personal Protective Equipment (PPE) Safety SOP-604 Confined Space Safety SOP-605 Control of Hazardous Energy (LOTO) Safety SOP-626 Fall Protection Exhibit "E" Human Resources Policies 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. Orange County Sanitation District 1 of 10 Specification No. S-2020-1184BD Version 080919 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. 1.7 OCSD holidays (non-working days) are as follows: New Year's Day, Lincoln's Birthday, Presidents' Day, Memorial Day, Independence Day, Labor Day, Veterans Day, Thanksgiving Day, Day after Thanksgiving, Christmas Eve, and Christmas Day. 1.8 The term "hours", when used in this Contract, shall be as defined in Exhibit "A". 1.9 Contractor shall provide OCSD with all required premiums and/or overtime work at no charge beyond the price provided under"Compensation" below. 1.10 Except as expressly provided otherwise, OCSD accepts no liability for any expenses, losses, or action incurred or undertaken by Contractor as a result of work performed in anticipation of purchases of said services by OCSD. 2. Compensation Compensation to be paid by OCSD to Contractor for the Services provided under this Contract shall be a total amount not exceed Six Hundred Ninety-four Thousand, Five Hundred Dollars ($694,500.00). 3. California Department of Industrial Relations(DIR) Registration and Record of Wages 3.1 To the extent Contractor's employees and/or its subcontractors who will perform Work during the design and preconstruction phases of a construction contract or perform work under a maintenance contract for which Prevailing Wage Determinations have been issued by the DIR and as more specifically defined under Labor Code Section 1720 et seq, Contractor and its subcontractors shall comply with the registration requirements of Labor Code Section 1725.5. Pursuant to Labor Code Section 1771.4, the work is subject to compliance monitoring and enforcement by the DIR. 3.2 The Contractor and its subcontractors shall maintain accurate payroll records and shall comply with all the provisions of Labor Code Section 1776, and shall submit payroll records to the Labor Commissioner pursuant to Labor Code 1771.4(a)(3). Penalties for non- compliance with the requirements of Section 1776 may be deducted from progress payments per Section 1776. 3.3 Pursuant to Labor Code Section 1776, the Contractor and its subcontractors shall furnish a copy of all certified payroll records to OCSD and/or general public upon request, provided the public request is made through OCSD, the Division of Apprenticeship Standards or the Division of Labor Standards Enforcement of the Department of Industrial Relations. 3.4 The Contractor and its subcontractors shall comply with the job site notices posting requirements established by the Labor Commissioner per Title 8, California Code of Regulation Section 16461(e). Orange County Sanitation District 2 of 10 Specification No. S-2020-1184BD Version 080919 4. Payments and Invoicin_g 4.1 OCSD shall pay, net thirty (30) days, upon receipt and approval, by OCSD's Project Manager or designee, of itemized invoices submitted monthly for Services rendered in accordance with Exhibit "A". OCSD, at its sole discretion, shall be the determining party as to whether the Services have been satisfactorily completed. 4.2 Invoices shall be emailed by Contractor to OCSD Accounts Payable at APStaff(a)_OCSD.com and "INVOICE" with the Purchase Order Number and S-2020- 1184BD shall be referenced in the subject line. 5. Audit Rights Contractor agrees that, during the term of this Contract and for a period of three (3) years after its termination, OCSD shall have access to and the right to examine any directly pertinent books, documents, and records of Contractor relating to the invoices submitted by Contractor pursuant to this Contract. 6. Scope of Work Subject to the terms of this Contract, Contractor shall perform the Services identified in Exhibit"A". Contractor shall perform said Services in accordance with generally accepted industry and professional standards. 7. Modifications to Scope of Work Requests for modifications to the Scope of Work hereunder can be made by OCSD at any time. All modifications must be made in writing and signed by both Parties. 8. Contract Term The Services provided under this Contract shall be completed within three hundred sixty-five (365) days from the effective date of the Notice to Proceed. 9. Renewals 9.1 OCSD may exercise the option to renew this Contract for up to four (4) one-year periods, under the terms and conditions contained herein. OCSD shall make no obligation to renew nor give reason if it elects not to renew. 9.2 This Contract may be renewed by OCSD Purchase Order. 10. Extensions The term of this Contract may be extended only by written instrument signed by both Parties. 11. Performance Time is of the essence in the performance of the provisions hereof. 12. Termination 12.1 OCSD reserves the right to terminate this Contract for its convenience, with or without cause, in whole or in part, at any time, by written notice from OCSD of intent to terminate. Upon receipt of a termination notice, Contractor shall immediately discontinue all work under this Contract (unless the notice directs otherwise). OCSD shall thereafter, within thirty (30) days, pay Contractor for work performed (cost and fee)to the date of termination. Contractor expressly waives any claim to receive anticipated profits to be earned during the uncompleted portion of this Contract. Such notice of termination shall terminate this Contract and release OCSD from any further fee, cost or claim hereunder by Contractor other than for work performed to the date of termination. 12.2 OCSD reserves the right to terminate this Contract immediately upon OCSD's determination that Contractor is not complying with the Scope of Work requirements, if the level of service is inadequate, or any other default of this Contract. Orange County Sanitation District 3 of 10 Specification No. S-2020-1184BD Version 080919 12.3 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. 12.4 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. 13. Insurance Contractor and all subcontractors shall purchase and maintain, throughout the life of this Contract and any periods of warranty or extensions, insurance in amounts equal to the requirements set forth in the signed Acknowledgement of Insurance Requirements (attached hereto and incorporated herein as Exhibit "C"). Contractor shall not commence work under this Contract until all required insurance is obtained in a form acceptable to OCSD, nor shall Contractor allow any subcontractor to commence service pursuant to a subcontract until all insurance required of the subcontractor has been obtained. Failure to maintain required insurance coverage shall result in termination of this Contract. 14. Indemnification and Hold Harmless Provision Contractor shall assume all responsibility for damages to property and/or injuries to persons, including accidental death, which may arise out of or be caused by Contractor's services under this Contract, or by its subcontractor(s) or by anyone directly or indirectly employed by Contractor, and whether such damage or injury shall accrue or be discovered before or after the termination of the Contract. Except as to the sole active negligence of or willful misconduct of OCSD, Contractor shall indemnify, protect, defend and hold harmless OCSD, its elected and appointed officials, officers, agents and employees, from and against any and all claims, liabilities, damages or expenses of any nature, including attorneys' fees: (a) for injury to or death of any person or damage to property or interference with the use of property, arising out of or in connection with Contractor's performance under the Contract, and/or (b) on account of use of any copyrighted or uncopyrighted material, composition, or process, or any patented or unpatented invention, article or appliance, furnished or used under the Contract, and/or (c) on account of any goods and services provided under this Contract. This indemnification provision shall apply to any acts or omissions, willful misconduct, or negligent misconduct, whether active or passive, on the part of Contractor of or anyone employed by or working under Contractor. To the maximum extent permitted by law, Contractor's duty to defend shall apply whether or not such claims, allegations, lawsuits, or proceedings have merit or are meritless, or which involve claims or allegations that any of the parties to be defended were actively, passively, or concurrently negligent, or which otherwise assert that the parties to be defended are responsible, in whole or in part, for any loss, damage, or injury. Contractor agrees to provide this defense immediately upon written notice from OCSD, and with well qualified, adequately insured, and experienced legal counsel acceptable to OCSD. 15. Contractor Safety Standards OCSD requires Contractor and its subcontractor(s)to follow and ensure their employees follow all Federal, State, and local regulations as well as Contractor Safety Standards while working at OCSD locations. If during the course of the Contract it is discovered that Contractor Safety Standards do not comply with Federal, State, or local regulations, then the Contractor is required to follow the most stringent regulatory requirement at no additional cost to OCSD. Contractor and all of its employees and subcontractors, shall adhere to all applicable Contractor Safety Standards attached hereto Orange County Sanitation District 4 of 10 Specification No. S-2020-1184BD Version 080919 in Exhibit"D", including Safety SOP-102 Personal Protective Equipment(PPE), Safety SOP- 604 Confined Space, Safety SOP-605 Control of Hazardous Energy (LOTO), Safety SOP- 626 Fall Protection, and the Human Resources Policies in Exhibit "E". 16. Warranties In addition to the warranties stated in Exhibit "A", the following shall apply: 16.1 Manufacturer's standard warranty shall apply. All manufacturer warranties shall commence on the date of acceptance by the OCSD Project Manager or designee of the work as complete. 16.2 Contractor's Warranty (Guarantee): If within a one (1) year period of completion of all work as specified in Exhibit "A", OCSD informs Contractor that any portion of the Services provided fails to meet the standards required under this Contract, Contractor shall, within the time agreed to by OCSD and Contractor, take all such actions as are necessary to correct or complete the noted deficiency(ies) at Contractor's sole expense. 17. Force Maleure 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. 18. Freight (F.O.B. Destination) Contractor assumes full responsibility for all transportation, transportation scheduling, packing, handling, insurance, and other services associated with delivery of all products deemed necessary under this Contract. 19. Familiarity with Work By executing this Contract, Contractor warrants that: 1) it has investigated the work to be performed; and 2) 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. 20. Re_gulatory 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. 21. Environmental Compliance Contractor shall, at its own cost and expense, comply with all Federal, State, and local environmental laws, regulations, and policies which apply to the Contractor, its subcontractors, and the Services, including, but not limited to, all applicable Federal, State, and local air pollution control laws and regulations. 22. Licenses, Permits, Ordinances and Re_gulations Contractor represents and warrants to OCSD that it has obtained all licenses, permits, qualifications, and approvals of whatever nature that are legally required to engage in this work. Any and all fees required by Federal, State, County, City and/or municipal laws, codes and/or tariffs that pertain to the work performed under the terms of this Contract will be paid by Contractor. 23. Applicable Laws and Re_gulations 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 Orange County Sanitation District 5 of 10 Specification No. S-2020-1184BD Version 080919 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. 24. Contractor's Employees Compensation 24.1 Davis-Bacon Act — Contractor will pay and will require all subcontractors to pay all employees on said project a salary or wage at least equal to the prevailing rate of per diem wages as determined by the Secretary of Labor in accordance with the Davis-Bacon Act for each craft or type of worker needed to perform the Contract. The provisions of the Davis- Bacon Act shall apply only if the Contract is in excess of two thousand dollars ($2,000.00) and when twenty-five percent (25%) or more of the Contract is funded by Federal assistance. If the aforesaid conditions are met, a copy of the provisions of the Davis-Bacon Act to be complied with are incorporated herein as a part of this Contract and referred to by reference. 24.2 General Prevailing Rate — OCSD has been advised by the State of California Director of Industrial Relations of its determination of the general prevailing rate of per diem wages and the general prevailing rate for legal holiday and overtime work in the locality in which the work is to be performed for each craft or type of work needed to execute this Contract, and copies of same are on file in the Engineering Department. The Contractor agrees that not less than said prevailing rates shall be paid to workers employed on this Contract as required by Labor Code Section 1774 of the State of California. Per California Labor Code 1773.2, OCSD will have on file copies of the prevailing rate of per diem wages at its principal office and at each project site, which shall be made available to any interested party upon request. 24.3 Forfeiture For Violation—Contractor shall, as a penalty to OCSD, forfeit fifty dollars ($50.00) for each calendar day or portion thereof for each worker paid (either by the Contractor or any subcontractor under it) less than the prevailing rate of per diem wages as set by the Director of Industrial Relations, in accordance with Sections 1770-1780 of the California Labor Code for the work provided for in this Contract, all in accordance with Section 1775 of the Labor Code of the State of California. 24.4 Apprentices—Sections 1777.5, 1777.6, 1777.7 of the Labor Code of the State of California, regarding the employment of apprentices are applicable to this Contract and the Contractor shall comply therewith if the prime contract involves thirty thousand dollars ($30,000.00) or more or twenty(20)working days or more; or if contracts of specialty contractors not bidding for work through the general or prime Contractor are two thousand dollars ($2,000.00) or more or five (5) working days or more. 24.5 Workday—In the performance of this Contract, not more than eight(8) hours shall constitute a day's work, and the Contractor shall not require more than eight (8) hours of labor in a day from any person employed by it hereunder. Contractor shall conform to Article 3, Chapter 1, Part 7 (Section 1810 et seq.) of the Labor Code of the State of California and shall forfeit to OCSD as a penalty, the sum of twenty-five dollars ($25.00)for each worker employed in the execution of this Contract by Contractor or any subcontractor for each calendar day during which any worker is required or permitted to labor more than eight (8) hours in any one (1) calendar day and forty (40) hours in any one (1) week in violation of said Article. Contractor shall keep an accurate record showing the name and actual hours worked each calendar day and each calendar week by each worker employed by Contractor in connection with the project. Orange County Sanitation District 6 of 10 Specification No. S-2020-1184BD Version 080919 24.6 Record of Wages; Inspection — Contractor agrees to maintain accurate payroll records showing the name, address, social security number, work classification, straight-time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker or other employee employed by it in connection with the project and agrees to require that each of its subcontractors do the same. All payroll records shall be certified as accurate by the applicable Contractor or subcontractor or its agent having authority over such matters. Contractor further agrees that its payroll records and those of its subcontractors shall be available to the employee or employee's representative, the Division of Labor Standards Enforcement, and the Division of Apprenticeship Standards and shall comply with all of the provisions of Labor Code Section 1776, in general. Penalties for non-compliance with the requirements of Section 1776 may be deducted from project payments per the requirements of Section 1776. 25. 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. 26. 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 the County of Orange, in the event any action is brought in connection with this Contract or the performance thereof. 27. 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. 28. 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. 29. Dispute Resolution 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 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. 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 et seq. For such purpose, an agreed arbitrator Orange County Sanitation District 7 of 10 Specification No. S-2020-1184BD Version 080919 shall be selected, or in the absence of agreement, each party shall select an arbitrator, and those two (2)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 (3) arbitrators acting as a board, shall take such evidence and make such investigation as deemed appropriate and shall render a written decision on the matter in question. The arbitrator shall decide each and every dispute in accordance with the laws of the State of California. The arbitrator's decision and award shall be subject to review for errors of fact or law in the Superior Court for the County of Orange, with a right of appeal from any judgment issued therein. 30. 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. 31. Survival The provisions of this Contract dealing with Payment, Warranty, Indemnity, and Forum for Enforcement, shall survive termination or expiration of this Contract. 32. 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. 33. 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. 34. Disclosure Contractor agrees not to disclose, to any third party, data or information generated from this project without the prior written consent from OCSD. 35. Independent Contractor The legal relationship between the parties hereto is that of an independent contractor, and nothing herein shall be deemed to make Contractor an OCSD employee. During the performance of this Contract, Contractor and its officers, employees, and agents shall act in an independent capacity and shall not act as OCSD's officers, employees, or agents. Contractor and its officers, employees, and agents shall obtain no rights to any benefits which accrue to OCSD's employees. 36. Limitations upon Subcontracting and Assignment Contractor shall not delegate any duties nor assign any rights under this Contract without the prior written consent of OCSD. Any such attempted delegation or assignment shall be void. 37. Third Party Rights Nothing in this Contract shall be construed to give any rights or benefits to anyone other than OCSD and Contractor. 38. Non-Liability of OCSD Officers and Employees No officer or employee of OCSD shall be personally liable to Contractor, or any successor-in-interest, in the event of any default or breach by OCSD or for any amount which may become due to Contractor or to its successor, or for breach of any obligation for the terms of this Contract. Orange County Sanitation District 8 of 10 Specification No. S-2020-1184BD Version 080919 39. Read and Understood By signing this Contract, Contractor represents that he has read and understood the terms and conditions of the Contract. 40. 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. 41. Entire Agreement 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 9 of 10 Specification No. S-2020-1184BD Version 080919 42. Notices All notices under this Contract must be in writing. Written notice shall be delivered by personal service or sent by registered or certified mail, postage prepaid, return receipt requested, or by any other overnight delivery service which delivers to the noticed destination and provides proof of delivery to the sender. Rejection or other refusal to accept or the inability to deliver because of changed address for which no notice was given as provided hereunder shall be deemed to be receipt of the notice, demand or request sent. All notices shall be effective when first received at the following addresses: OCSD: Jackie Lagade, Principal Buyer Orange County Sanitation District 10844 Ellis Avenue Fountain Valley, CA 92708 Contractor: Gene Glassburner, President Performance Pipeline Technologies Inc. DBA Sanitation Systems 5292 System Drive Huntington Beach, CA 92649 Each party shall provide the other party written notice of any change in address as soon as practicable. IN WITNESS WHEREOF, intending to be legally bound, the Parties hereto have caused this Contract to be signed by the duly authorized representatives. PERFORMANCE PIPELINE TECHNOLOGIES INC. DBA SANITATION SYSTEMS By Date Printed Name & Title of Officer ORANGE COUNTY SANITATION DISTRICT By David John Shawver Date Board Chairman By Kelly A. Lore Date Clerk of the Board By Ruth Zintzun Date Purchasing & Contracts Manager Orange County Sanitation District 10 of 10 Specification No. S-2020-1184BD Version 080919 SCOPE OF WORK INDUSTRIAL CLEANING SERVICES SPECIFICATION NO. S-2020-1184BD 1. PURPOSE This Scope of Work involves the industrial cleaning of Orange County Sanitation District (OCSD) assets. The work is to be performed by the Contractor in accordance with this Scope of Work and all OCSD health, safety, and risk management requirements. 2. GENERAL The Contractor will be tasked with the industrial cleaning of OCSD assets such as the headworks, aeration basins, bar screens, grit chambers, primary clarifiers, chemical storage tanks, storm drains, air jumpers, wet wells, manholes, pipelines and other related assets. 2.1. Background OCSD is a public agency responsible for collecting, treating, and safely disposing of wastewater and its residuals for 2.5 million residents and businesses in Orange County. OCSD operates two (2) treatment plants: Plant 1 located in Fountain Valley and Plant 2 located in Huntington Beach, California. OCSD operates and maintains over 475 miles of interceptor and trunk line gravity sewers from 15" to 120" in diameter. In addition, OCSD operates over 170 miles of small diameter pipelines of 6" to 12" in the City of Tustin and in unincorporated areas north of Tustin. OCSD also operates and maintains seventeen (17) remote pump stations located throughout OCSD's service area. 2.2. Location of Work The work will be performed primarily at OCSD's Plant 1 (10844 Ellis Avenue, Fountain Valley) and Plant 2 (22212 Brookhurst Street, Huntington Beach). Some work may be required outside of the plants, in OCSD's collections network including at pump stations. 2.3. Description of Work 2.3.1. The Contractor will use its resources, including but not limited to dewatering, high-pressure jetting and vacuum to removal and clean debris, grease, fats, oil, greases, roots, rags, grit, sludge, polymers, and other materials from each of the identified assets until the assets, including process structures, sumps, channels, and pipes are deemed to be clean to OCSD's satisfaction. 2.3.2. As part of the dewatering operations related to the industrial cleaning, the contractor is expected to provide suitably sized pumps along with suction and discharge hoses of adequate lengths and support equipment including gear truck and hydraulic crane required to deploy and operate the pumps. 2.3.3. For certain industrial cleaning tasks, upon OCSD's request, the Contractor is expected to provide the labor, material, and equipment for conducting CCTV inspection to support its cleaning activities. Exhibit A Page 1 of 6 Specification No. S-2020-1184BD 2.3.4. Contractor is responsible for decanting liquid and the disposal for all debris collected during the cleaning at locations designated by OCSD staff at Plant 1. 2.3.5. OCSD's drying bed is utilized by the Contractor as a location to decant and unload material in the vactor that is then taken to a landfill. Drying bed maintenance requires the coordination among several OCSD groups including Operations, Fleet, and Compliance. 2.3.6. The Contractor shall agree to and abide by the terms in the OCSD Sewer Debris Drying Bed Use Procedure (see attachment OPS-SOP-15-003). 2.4. Equipment and Work Requirements 2.4.1. The work shall be performed using, at a minimum, 12-yard combination vacuum and jetting industrial cleaning trucks. Trucks shall have a jetting system with a minimum 1,000 feet of jetting hose and capable of outputting 2,500 pounds per square inch of pressure at 80 gallons per minute. The combination industrial cleaning truck shall be no more than five (5) years old and powered by a clean diesel engine. The vacuum drive shall be a positive displacement blower and not a centrifugal compressor. Combination truck minimum carry of 300' of inch hose for cleaning floor drains. 2.4.2. The Contractor shall bring all tools and appurtenances needed to reach and clean the area to be cleaned. The Contractor shall bring all required lifelines, self-contained breathing apparatus, rescue equipment, and all other equipment required to carry out the work in accordance with all applicable health and safety regulations. 2.4.3. All equipment and machinery used in the work shall be in good working condition, free of any leaks, and free of any defect that may jeopardize the quality of the work, the time to perform the work, or the safety of those involved in the work. Equipment shall be certified with California Air Resource Board Clean Diesel (Company Fleet Compliant). Contractor shall verify prior to responding to any work scheduled by OCSD that all vehicles are free of any leaks and all seals are in proper working condition. 2.4.4. The Contractor is expected to use suitable CCTV equipment to conduct video inspection of the process structures and pipelines (ranging from 4"-110") being cleaned. The objective of the CCTV inspection is to document and aide the cleaning process. 2.4.5. A color video recording in mp4 format on a portable hard drive (HD) will be made of the CCTV inspection and submitted to OCSD's representative(s). Each mp4 video file shall be labeled with the date, time, location, and a description of the overall task. The video shall also state the objective of the recording and provide a commentary on the key observation(s). Proper lighting must be kept during the inspection in such a manner that the entire pipeline being inspected is always visible during the inspection. The camera lens shall be kept clear of condensation and debris. Recorded footage showing excessive steam, inadequate lighting, excessive glare, or other poor Exhibit A Page 2 of 6 Specification No. S-2020-1184BD image quality be cause for rejection and non-payment by OCSD. Recordings with excessive distortion or discoloration shall be rejected and subject to re-inspection of the rejected segment(s). 2.4.6. OCSD's drying bed will be utilized by the Contractor as a location to decant and unload material in the vactor truck that is then taken to a landfill. Drying bed maintenance requires the coordination among several OCSD groups including Operations, Fleet, and Compliance. In order to facilitate communications with the drying bed related OCSD groups and in accordance with the procedures above, the Contractor shall email a draft filled form (complete with the exception of approximate volume in cubic yards, the hazardous certification, and driver signature) to DB Notification(c�ocsd.com at least 48 hours in advance so the OCSD staff can ensure that there are no conflicts with the requested delivery time. 2.4.7. Crew and Equipment Availability: Contractor shall be capable of providing cleaning services at two (2) different work locations at the same time. In addition, in case of malfunction of one (1) of the trucks originally dispatched to OCSD, Contractor shall be capable of providing one (1) additional truck within two (2) hours call out time. 2.4.8. Work Plan: when requested, Contractor shall provide a work plan for the prospective work, based on a description and scope of work that will be provided by OCSD. At a minimum a work plan shall include the crew, tools, and equipment proposed as well and an estimate of the time required. A work plan may include alternate approaches for OCSD's consideration. For work projected to involve more than one (1) full crew day, as preparation for the work plan OCSD may require a site consultation at no cost to OCSD. 2.4.9. Contractor will not be paid for time lost because of failure to bring appropriate and working equipment and tools to accomplish the work as described by OCSD when ordering the work. Contractor's minimum available equipment, tools, and resources shall include but not limited to: suitably sized pumps; equipment to deploy and operate the pumps; flex hose; and lateral hose; confined space entry equipment including personal gas monitors and Davit Arm. 2.4.10. Contractor will not be paid for travel time in excess of one (1) hour for Industrial Cleaning ('/2 hour for mobilization and '/z hour for demobilization). If travel time in excess of this requirement is needed to achieve the minimum on-site work time, it must be included in the unit price for the bid item. For example, to be paid the unit price for a full day of cleaning at least seven (7) hours of on-site work time must occur. To be paid the unit price for a half day of cleaning at least three (3) hours of on-site work time must occur unless the entire work assignment is completed in less than three (3) hours. 2.4.11. Contractor will coordinate traffic control with OCSD's traffic control contractor whenever performing work that may require traffic control services. 2.4.12. Contractor shall not incur weekend work, holiday work, or weekday work in excess of eight (8) hours, except when requested in writing by OCSD. Overtime work shall be paid for labor only, not equipment, and shall be based on the multiplier (1.5 or 2.0) actually used when paying the employee for the Exhibit A Page 3 of 6 Specification No. S-2020-1184BD overtime work, by applying the multiplier to the unit price bid for the item of work. Truck operators' rate shall be as negotiated. 2.4.13. 00SD's equipment and labor shall not be utilized at any time, except for OCSD's, representative to monitor the work. 2.5. Permit and Access When necessary, Contractor shall coordinate with OCSD's traffic control contractor whenever performing work that may require traffic control services. This may involve but not limited to attending meetings, phone calls, to provide information about the work plan necessary to successfully complete the industrial cleaning work as outline in this scope of work. 2.6. Water Meter Contractor shall acquire and pay all fees for city required construction water meters. OCSD will not reimburse Contractor for water meter fees. For work performed in the pump stations, Plant 1, and Plant 2 with prior arrangement OCSD will make water available at no cost to the Contractor. 2.7. Easement/ Private Property Where entry must be made onto homeowner's property, notice must be given for permission to enter property, at least seventy-two (72) hours prior to commencing work. Coordination shall be made through the designated OCSD representative and additional planning time for OCSD and Contractor may be needed when private property is involved. The designated OCSD representative will provide assistance with manhole access and make arrangements as needed for entry onto private property. Additional planning time and effort shall be provided by the Contractor at no additional cost to OCSD. 2.8. Spill Reporting and Handling Contractor shall immediately notify OCSD's representative(s) of any sewage overflow or interruption/backup. Contractor shall contain and control all sewage flows and any potential overflows to protect property and storm drainage nearby where any potential spills may end up. The OCSD spill policy is shown in Attachment A-1. Contractor shall be responsible for paying the full amount of any fines levied by others toward OCSD as a result of the Contractor's work where negligence, shoddy work, improper procedures or sewage spills result from any work assigned to the Contractor. Attachment A-1 is the "Sanitary Sewer Overflow Notification Procedures" which includes the telephone numbers of the various agencies. Ultimately, if the Contractor is involved with a spill, he must do the following: 2.9.1. First—Contractor shall immediately notify OCSD P1 Control Center at (714) 593-7025. OCSD will then make the required notifications. 2.9.2. Second - Contractor shall attempt to contain and control the spill, with Exhibit A Page 4 of 6 Specification No. S-2020-1184BD pumping as needed, to isolate it from entry to any waterways including catch basins and storm drains. 2.9.3. Third - Contractor shall attempt to relieve the spill. Once the spill has been contained, controlled, and relieved, the area must be cleaned up to OCSD's satisfaction. 2.9.4. Last— Contractor shall make follow-up reports. Once a spill is reported to the OCSD Control Center, OCSD personnel will be dispatched for response. 2.9.5. Contractor shall be responsible for: any fines levied by others, reimbursement to OCSD or others of any incurred costs, damage, cleanup, restoration of flow, and any disruption of service costs to customers as of a result of Contractor's work. This is in addition to any and all costs incurred by OCSD. 2.9.6. Contractor shall also notify OCSD Control Center immediately of any apparent non-Contractor related spills and/or any abnormal conditions. 3. Confined Space Entry and Safety Some areas of work are defined as Title 8 Permit Required Confined Spaces. The Contractor's attention is directed to the General Industry Safety Orders of the State of California, Article 108, Confined Spaces, Section 5157 (Title 8 of California Code of Regulations, Sections 5167, 5157, 5158). Contractor shall attend a safety meeting at OCSD with the Risk Management Division, prior to the start of work, for the purpose of reviewing the Contractor's safety manuals, its knowledge of Title 8 and to discuss all safety aspects of the job. When so classified, manhole or structure entry shall be conducted in strict accordance with permit required confined space entry regulations. These regulations include, at a minimum: entry permit, trained authorized entrant(s), attendant(s), entry supervisor(s), full body harness (with life line), mechanical retrieval device, fall arrest, continued forced air ventilation, continuous air monitoring, communication system (minimum two types), and all other protective equipment that may be required. The Contractor shall be responsible for supplying all necessary equipment to successfully and safely complete the work. Work shall be conducted in accordance with all Federal, State, and local laws and regulations. The local fire department may be able to offer services for confined space rescue. Contractor shall make any and all arrangements necessary at no additional costs to OCSD 3.1. OCSD Monitoring Contractor shall obtain the signature of the OCSD representative monitoring the work on their job order or daily report for each day of work, confirming that the work listed had been satisfactorily completed. A copy of the signed order or report shall accompany the invoice for the work. 3.2. General Work Hours Normal working hours are Monday through Thrusday between 7:00 a.m. and Exhibit A Page 5 of 6 Specification No. S-2020-1184BD 4:00 p.m. The only exceptions are if the sewage flow or diversion cannot be accommodated during those hours, any city or public agency traffic control (reference Section 2.5) hours prohibit work during those hours. 3.3. Noise Control All equipment used during service shall be muffled and maintained in good operating condition. All internal combustion engine driven equipment shall be fitted with intake and exhaust mufflers that are in good condition. No air compressors or diesel engines will be permitted to operate between the hours of 5:00 PM and 7:00 AM, unless prior approval from OCSD and any authority having jurisdiction over the area of work has been obtained. 3.4. House Keeping and Rubbish Control Contractor shall keep the worksite in a neat and clean condition, and free from any accumulation of rubbish and debris. The Contractor shall dispose of all rubbish and waste materials of any nature occurring at the work site and shall establish regular intervals of collection and disposal of such materials and waste. Disposal of all rubbish and surplus materials shall be off the site of construction, at the Contractor's expense, all in accordance with local, State, and Federal codes and ordinances governing locations and methods of disposal, and in conformance with all applicable safety laws, and the requirements of the Cal/OSHA Safety and Health Standards for Construction. Exhibit A Page 6 of 6 Specification No. S-2020-1184BD oJ�1V SAN17gTO9 Orange Count Sanitation District Administration Building 5� o, g � 10844 Ellis Avenue 2 9 Fountain Valley, CA 92708 OPERATIONS COMMITTEE (714)593 7433 9oTFCTN0 THE ENVQ����2 Agenda Report File #: 2020-1338 Agenda Date: 11/18/2020 Agenda Item No: 9. FROM: James D. Herberg, General Manager Originator: Kathy Millea, Director of Engineering SUBJECT: ORANGE-WESTERN SUB-TRUNK REHABILITATION, CONTRACT NO. 3-64A GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: A. Receive and file Bid Tabulation and Recommendation for Orange-Western Sub-Trunk Rehabilitation, Contract No. 3-64A; and B. Reject all bids and direct staff to combine the work for Orange-Western Sub-Trunk Rehabilitation, Contract No. 3-64A, into a single bid package with Los Alamitos Trunk Sewer Rehabilitation, Contract No. 3-64B. BACKGROUND Rehabilitation of Western Regional Sewers, Project No. 3-64, is a program to replace or rehabilitate regional sewers in the Orange County Sanitation District's (Sanitation District) northwestern service area including the cities of Los Alamitos, Cypress, La Palma, Buena Park, Anaheim, Seal Beach, and Rossmoor, an unincorporated area. These sewers range in age from 40 to 60 years and require mid- life refurbishment to attain their full-service life. To manage public impacts and resource demands, the work has been divided into three construction contracts to be completed on separate schedules. Orange-Western Sub-Trunk Rehabilitation, Contract No. 3-64A, would rehabilitate 2.5 miles of 21- inch pipe along Orange Avenue between Valley View Street and Western Avenue and along Western Avenue between Orange Avenue and Santa Elena Drive in the cities of Anaheim, Cypress, and Buena Park. Los Alamitos Trunk Sewer Rehabilitation, Contract No. 3-64B, will rehabilitate 6 miles of 24-inch through 39-inch pipe sewer in the cities of Seal Beach, Los Alamitos, and Cypress. This contract is scheduled to be advertised for construction in January 2021, with construction starting in May 2021. Cypress Trunk Sewer Rehabilitation, Contract No. 3-64C, will rehabilitate or upsize 36,000 feet of sewers in the cities of Cypress, Los Alamitos, and La Palma. Detailed design of this contract is scheduled to start in January 2021, with construction starting in September 2022. Orange County Sanitation District Page 1 of 3 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1338 Agenda Date: 11/18/2020 Agenda Item No: 9. RELEVANT STANDARDS • Achieve less than 2.1 sewer spills per 100 miles • Comply with California Public Contract Code Section 20103.8: Award contract to lowest responsive, responsible bidder. • Ensure the public's money is wisely spent PROBLEM On August 18, 2020, only two bids were received for Orange-Western Sub-Trunk Rehabilitation, Contract No. 3-64A. The low bid, from Teichert Energy & Utilities Group, Inc., was found to be non- responsive because it did not meet safety submittal requirements as stated in the Invitation for Bid (IFB). The other bid, from Kiewit Infrastructure West Co., was found to be responsive and responsible, but the bid was $4.1 million, or 61 percent, higher than the Engineer's Estimate. The contract could be rebid with some changes made to make it more attractive to bidders. However, the bid period would overlap with Los Alamitos Trunk Sewer Rehabilitation, Contract No. 3- 64B. That contract involves very similar work, and the two contracts would be competing for the same bidders. PROPOSED SOLUTION Reject all bids for Orange-Western Sub-Trunk Rehabilitation, Contract No. 3-64A, and include the work into the same construction contract for Los Alamitos Trunk Sewer Rehabilitation, Contract No. 3 -64B. The larger construction contract should be more attractive to general contractors, and construction management and inspection efforts may be reduced due to economies of scale. The two packages are approximately five miles apart, so there should be no overlapping public impacts. TIMING CONCERNS The Contract No. 3-64A work was originally separated out because it was expected to be started well before the Contract No. 3-64B work. Contract No. 3-64B is scheduled to be advertised for construction in January 2021, with construction starting in May 2021. RAMIFICATIONS OF NOT TAKING ACTION Board action is required by the California Public Contract Code to either award the contract as advertised, or to reject all bids. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION The Sanitation District advertised Orange-Western Sub-Trunk Rehabilitation, Contract No. 3-64A, for bids on June 30, 2020. Two sealed bids were received on August 18, 2020. Orange County Sanitation District Page 2 of 3 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1338 Agenda Date: 11/18/2020 Agenda Item No: 9. Engineer's Estimate $6,775,000 Bidder Amount of Bid Teichert Energy & Utilities Group, Inc. $6,520,000 Kiewit Infrastructure West Co. $10,912,500 The bids were evaluated in accordance with the Sanitation District's policies and procedures and staff consulted with Sanitation District's General Counsel prior to finalizing the evaluation process. Teichert Energy & Utilities Group, Inc. (Teichert), the apparent low bidder, was deemed nonresponsive for the following reasons: - Teichert failed to meet the deadline for submission of safety information as required by the IFB. - Teichert did not notify the Sanitation District of any extension needed prior to the missed deadline. - In later communication with the Sanitation District's procurement staff, Teichert informed the Sanitation District that it did not intend to proceed with its Bid due to issues related to some of its subcontractors. Later, Teichert reconsidered its position and submitted its safety information ten days after the deadline. At that point, considering the IFB requirements, the Sanitation District's evaluation policies and procedures, and General Counsel's input, staff determined that the irregularity was material and could not be waived, which led to a nonresponsive determination. One likely reason for the lack of interest from potential bidders is the difficult nature of the work with traffic control in busy arterial streets and confined-space entries. In addition, chemical injection grouting and cured-in-place lining are a significant part of the work, and that work is typically conducted by a small number of specialty contractors. CEQA The project is included in the "Rehabilitation of Western Regional Sewers Project No. 3-64" Environmental Impact Report (EIR) State Clearinghouse Number 2015111077. This EIR was certified by the Board of Directors and a Notice of Determination was filed on March 22, 2017. FINANCIAL CONSIDERATIONS This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This item has been budgeted (Approved Budget Fiscal Years 2020-2021 and 2021-2022, Section 8, Page 23) and the budget is sufficient for this action. ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Presentation Orange County Sanitation District Page 3 of 3 Printed on 11/10/2020 powered by LegistarT" 0 L - Orange =Western _ Sub-Trunk w W, Rehabilitation Contract No. 3-64A got Kathy Millea, Director of Engineering Operations Committee _s4 005i November 412020 Y 44" _.. mad oC r�sl M - allI - -O h NEIACK I n O��L� MAD TN� THE ENv\e V 3 =64 Rehabilitation of Western Regional Sewers Cerritos La Palma Lakewood IZ Buena Park „,,,,Hawaiian I,r "Gardens CWO" C �;. ypress = Anaheim Long Beach Cl— Stanton — w Los Alamitos Rossmoor „_ 3 c. Gard-en Grope a Westside Pump >.. ... - Station Seal Beach 3 =64A Orange =Western 'I MM WITI Sub =Trunk Rehabilitation Cerritos La Palma Lakewood Buena Park Hawaiian c A Gardens Cypress A n a h e i Long Beach - Cr,id(s Am Stanton Los Alamitos Rossmoor 9 i Garden flr Mitl a,. = Grovel Wesisi le pump Station Seal I� Beach nu Vl;r—A,` N 4 w.. •T'r Z � z cr. 9 � LvwM � rr ipeline Rehabilitation 6=P L: _A • ecialty W • Calcium Deposit Removal � o • Calcium deposits at pipe joints • Removal by water jetting f • Work done at night, low flow ,. .�-- �-- —_ T Calcium deposit at pipe joint Y,. •�r.nt �'Lf Camera-guided water jetting equipment A A Q RAI tw 3 O ca G1 t • -y� Yy- It: -A Bid i • • Amount • i • Engineer's Estimate $6,775,000 Teichert Energy & Utilities Group, Inc. $ 61520,000 Non-Responsive Kiewit Infrastructure West Co. $ 10,912,500 6 Combine 3 =64A 3 =64B Cerritos �z. 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THE oJ�V SAN17gTO9 Orange Count Sanitation District Administration Building 5� o, g � 10844 Ellis Avenue 2 9 Fountain Valley, CA 92708 OPERATIONS COMMITTEE (714)593 7433 9oTFCTN0 THE ENVQ����2 Agenda Report File #: 2020-1339 Agenda Date: 11/18/2020 Agenda Item No: 10. FROM: James D. Herberg, General Manager Originator: Kathy Millea, Director of Engineering SUBJECT: WAREHOUSE, ELECTRICAL SUBSTATION, AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2, PROJECT NO. 132-126 GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: A. Approve a Professional Design Services Agreement with Stantec Consulting Services, Inc. to provide engineering services for Warehouse, Electrical Substation, and 12kV Service Center Replacement at Plant No. 2, Project No. P2-126, for an amount not to exceed $4,876,455; and B. Approve a contingency of $487,646 (10%). BACKGROUND The Orange County Sanitation District (Sanitation District) has an approximately 20,000 square foot warehouse at Plant No. 2 constructed in 1998 and used to support Plant No. 2 operations and maintenance activities. Plant No. 2 receives power from Southern California Edison (SCE) from a single 66kV feed through an on-site SCE substation. The SCE Substation feeds the Sanitation District's 12kV Service Center, which includes electrical equipment to distribute utility power to Plant No. 2 facilities. The 12kV Service Center, built in 1979, is an approximately 5,600 square foot building. RELEVANT STANDARDS • 24/7/365 treatment plant reliability • Protect Orange County Sanitation District assets • Comply with the California Government Code Section 4525: Select the "best qualified" and "negotiate fair and equitable fees" PROBLEM The existing warehouse is located where new process facilities for the new Class A Digester Complex will be constructed under TPAD Digester Facility at Plant No. 2, Project No. P2-128. That specific area is required to accommodate process requirements and the long-term implementation Orange County Sanitation District Page 1 of 4 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1339 Agenda Date: 11/18/2020 Agenda Item No: 10. plan for completely replacing the existing digester complex. To avoid a delay to that project, the demolition of the existing warehouse must be completed by June 2025. The existing SCE substation has one transformer and is fed from a single SCE line. A failure of the incoming SCE feed, or in the substation, could result in an extended SCE power outage. Although Plant No. 2 has a central generation system and standby generators, effluent permit compliance would be difficult to maintain for an extended period. Providing a second SCE feed requires replacement of the existing substation. Seismic Evaluation of Structures at Plant Nos. 1 and 2, Project No. PS15-06, identified seismic issues with the 12kV Service Center and a potential for liquefaction during an earthquake. These issues can be mitigated, but the high cost of the work is not justifiable given the limited remaining life of the facility. PROPOSED SOLUTION Award a Professional Design Services Agreement for Warehouse, Electrical Substation, and 12kV Service Center Replacement at Plant No. 2, Project No. P2-126. This project will replace the Warehouse and 12kV Service Center and improve power reliability at the plant by installing a new SCE substation with redundant transformers and a second 66kV feed. The SCE substation will be designed and constructed by SCE under a separate agreement. TIMING CONCERNS The existing Warehouse must be demolished by June 2025 to avoid delaying TPAD Digester Facility at Plant No 2, Project No. P2-128. Any delay in starting the design could delay demolition of the existing Warehouse. RAMIFICATIONS OF NOT TAKING ACTION The Class A Digester Facilities being constructed under TPAD Digester Facility at Plant No. 2, Project No. P2-128, would have to be reconfigured to avoid impacting the existing Warehouse. There would continue to be risk of an extended power outage if the single SCE feed were to fail. Seismic retrofits would be required for the 12kV Service Center. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION Consultant Selection: The Sanitation District requested and advertised for proposals for Warehouse, Electrical Substation, and 12kV Service Center Replacement at Plant No. 2, Project No. P2-126, on July 14, 2020. The following evaluation criterion were described in the Request for Proposals (RFP) and used to determine the most qualified Consultant. Orange County Sanitation District Page 2 of 4 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1339 Agenda Date: 11/18/2020 Agenda Item No: 10. CRITERION WEIGHT Project Understanding and Approach 40% Related Project Experience 30% Project Team and Staff Qualifications 30% Three proposals were received on August 25, 2020 and evaluated in accordance with the evaluation process set forth in Sanitation District Board of Directors' Purchasing Ordinance No. OCSD-52 (Purchasing Ordinance) by a pre-selected Evaluation Team consisting of Sanitation District staff including a CIP Project Manager, Senior Engineer, two Engineering Managers, and an Engineering Supervisor. A fourth proposal was received after the deadline and was not accepted. The Evaluation Team also included two non-voting representatives from the Contracts Administration Division and two non-voting technical advisors from Sanitation District staff. The Evaluation Team scored the proposal on the established criterion as summarized in the table below: Firm Approach (Max 40) Related Team (Max Total Score Experience 30) (Max 100) (Max 30) 1 Stantec 31 20 21 72 2 FIIUO F2 116 116 F4 3 annett Fleming P1 116 115 2 Based on this scoring, one Consultant was shortlisted for interviews on September 10, 2020. Following the interview, each member of the Evaluation Team scored the Consultant based on both the proposals and interviews using the evaluation criterion and weighting described above. Based on the scoring shown below, Stantec Consulting Services, Inc. was selected as the most qualified Consultant. Firm Approach (Max 40) Related Team (Max Total Score Experience 30) (Max 100) (Max 30) 1 Stantec Consulting 33 20 24 77 Services, Inc. The selected firm presented a clear understanding of the project, the schedule risks, and an innovative approach to the site layout. The proposal also demonstrated an effective plan on how to execute the project and design and construct the new warehouse. The team and previous project experience directly related to replacement of the Warehouse are well-suited to the scope and likely challenges of the project. Review of Fee Proposal and Negotiations: Proposals were accompanied by sealed fee proposals. In accordance with the Purchasing Ordinance, the fee proposal of only the highest-ranked firm was opened after approval by the Orange County Sanitation District Page 3 of 4 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1339 Agenda Date: 11/18/2020 Agenda Item No: 10. Director of Engineering of the Evaluation Committee's recommendation. Staff conducted negotiations with Stantec Consulting Services, Inc. to clarify the requirements of the Scope of Work, the assumptions used for the estimated level of effort, and the proposed approach to meet the goals and objectives for the project. Five negotiation meetings were held with multiple follow up a-mails and calls. The fee decreased due to revisions of the level of effort required by several subconsultants and the reduction in number of project meetings. Original Fee Negotiated Fee Proposal Total Hours 28,048 27,399 Total Fee $4,979,355 $4,876,455 The Consultant's fringe and overhead costs, which factor into the billing rate, have been substantiated. The contract profit is 5.00%, which is based on an established formula based on the Sanitation District's standard design agreements. Based on the above, staff has determined that the final negotiated fee is fair and reasonable for the level of effort required for this project and recommends award of the Professional Design Services Agreement to Stantec Consulting Services, Inc. CEQA The Project is included in the Draft Facilities Master Plan Program Environmental Impact Report (PEIR), State Clearinghouse Number 2019070998. The PEIR is scheduled for certification by the Sanitation District Board of Directors in December 2020. A Notice of Determination will be filed within five working days of certification. FINANCIAL CONSIDERATIONS This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This item has been budgeted, (Adopted Budget, Fiscal Years 2020-2021 and 2021-2022, Section 8, Page 72) and the project budget is sufficient for the recommended action. ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Professional Design Services Agreement • Presentation VP:dm:sa:ac Orange County Sanitation District Page 4 of 4 Printed on 11/10/2020 powered by LegistarTM PROFESSIONAL DESIGN SERVICES AGREEMENT THIS AGREEMENT, is made and entered into to be effective the 18th day of November, 2020 by and between the ORANGE COUNTY SANITATION DISTRICT, hereinafter referred to as "SANITATION DISTRICT", and STANTEC CONSULTING SERVICES, INC., for purposes of this Agreement hereinafter referred to as "CONSULTANT". WITNESSETH: WHEREAS, the SANITATION DISTRICT desires to engage a CONSULTANT for WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2, PROJECT NO. P2-126; and to provide Design services for the construction of the Project, which includes the replacement of the existing Plant 2 Warehouse; the replacement of the existing 12kV Electrical Service Center; the rerouting of the 12kV power and fiber optic duct banks to accommodate a future building project; and site improvements in the area of the new Warehouse, Substation, and 12kV Service Center to provide site grading, storm drain system improvements and relocate existing utilities; and, WHEREAS, CONSULTANT is qualified to provide the necessary services in connection with these requirements and has agreed to provide the necessary professional services; and, WHEREAS, the SANITATION DISTRICT has adopted procedures for the selection of professional services and has proceeded in accordance with said procedures to select a CONSULTANT to perform this work; and, WHEREAS, at its regular meeting on November 18, 2020 the Board of Directors, by Minute Order, accepted the recommendation of Operations Committee pursuant to SANITATION DISTRICT's Purchasing Ordinance to approve this Agreement between the SANITATION DISTRICT and CONSULTANT. NOW, THEREFORE, in consideration of the promises and mutual benefits, which will result to the parties in carrying out the terms of this Agreement, it is mutually agreed as follows: 1. SCOPE OF WORK CONSULTANT agrees to furnish necessary professional and technical services to accomplish those project elements outlined in the Scope of Work attached hereto as Attachment "A", and by this reference made a part of this Agreement. A. The CONSULTANT shall be responsible for the professional quality, technical accuracy, completeness, and coordination of all design, drawings, specifications, and other services furnished by the CONSULTANT under this Agreement, including the work performed by its Subconsultants. Where approval by the SANITATION DISTRICT is indicated, it is understood to be conceptual approval only and does not relieve the CONSULTANT of responsibility for complying with all laws, codes, industry standards and liability for damages caused by errors, omissions, noncompliance with industry standards, and/or negligence on the part of the CONSULTANT or its Subconsultants. PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 1 of 20 B. CONSULTANT is responsible for the quality of work prepared under this Agreement and shall ensure that all work is performed to the standards of best engineering practice for clarity, uniformity, and completeness. CONSULTANT shall respond to all comments, suggestions, and recommendations on the SANITATION DISTRICT's review comment sheets (i.e. DS1, DS2 and DS3). All comments shall be incorporated into the design prior to the next submittal deadline or addressed, in writing, as to why the comment has not been incorporated. CONSULTANT shall ensure that each submittal is 100% accurate for the level of work submitted (i.e. correct references, terms, capitalization or equal status, spelling, punctuation, etc.) C. In the event that work is not performed to the satisfaction of the SANITATION DISTRICT and does not conform to the requirements of this Agreement or any applicable industry standards, the CONSULTANT shall, without additional compensation, promptly correct or revise any errors or deficiencies in its designs, drawings, specifications, or other services within the timeframe specified by the Project Engineer/Project Manager. The SANITATION DISTRICT may charge to CONSULTANT all costs, expenses and damages associated with any such corrections or revisions. D. All CAD drawings, figures, and other work shall be produced by CONSULTANTS and Subconsultants using the SANITATION DISTRICT CAD Manual. Conversion of CAD work from any other non-standard CAD format to the SANITATION DISTRICT format shall not be acceptable in lieu of this requirement. Electronic files shall conform to the SANITATION DISTRICT specifications. Any changes to these specifications by the CONSULTANT are subject to review and approval of the SANITATION DISTRICT. Electronic files shall be subject to an acceptance period of thirty (30) days during which the SANITATION DISTRICT shall perform appropriate reviews and including CAD Manual compliance. CONSULTANT shall correct any discrepancies or errors detected and reported within the acceptance period at no additional cost to the SANITATION DISTRICT. Unless otherwise specifically stated in the Agreement, the term "days" will be understood to mean consecutive calendar days. E. The CONSULTANT shall ensure that all plans and specifications prepared or recommended under this Agreement allow for competitive bidding. The CONSULTANT shall design such plans or specifications so that procurement of services, labor or materials are not available from only one source, and shall not design plans and specifications around a single or specific product, piece of major equipment or machinery, a specific patented design or a proprietary process, unless required by principles of sound engineering practice and supported by a written justification that has been approved in writing by the SANITATION DISTRICT. The CONSULTANT shall submit this written justification to the SANITATION DISTRICT prior to beginning work on such plans and specifications. Whenever the CONSULTANT recommends a specific PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 2 of 20 product or equipment for competitive procurement, such recommendation shall include at least two brand names of products that are capable of meeting the functional requirements applicable to the project. F. All professional services performed by the CONSULTANT, including but not limited to all drafts, data, correspondence, proposals, reports, and estimates compiled or composed by the CONSULTANT, pursuant to this Agreement, are for the sole use of the SANITATION DISTRICT, its agents and employees. Neither the documents nor their contents shall be released to any third party 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 Four Million Eight Hundred Seventy-Six Thousand Four Hundred Fifty-Five Dollars ($4,876,455). Total compensation to CONSULTANT including burdened labor (salaries plus benefits), overhead, profit, direct costs, and Subconsultant(s) fees and costs shall not exceed the sum set forth in Attachment "E" - Fee Proposal. B. Labor As a portion of the total compensation to be paid to CONSULTANT, the SANITATION DISTRICT shall pay to CONSULTANT a sum equal to the burdened salaries (salaries plus benefits) actually paid by CONSULTANT charged on an hourly-rate basis to this project and paid to the personnel of CONSULTANT. Upon request of the SANITATION DISTRICT, CONSULTANT shall provide the SANITATION DISTRICT with certified payroll records of all employees' work that is charged to this project. C. Overhead As a portion of the total compensation to be paid to CONSULTANT, the SANITATION DISTRICT shall compensate CONSULTANT and Subconsultants for overhead at the rate equal to the percentage of burdened labor as specified in Attachment "E" - Fee Proposal. PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 3 of 20 D. Profit Profit for CONSULTANT and Subconsultants shall be a percentage of consulting services fees (Burdened Labor and Overhead). When the consulting or subconsulting services amount is $250,000 or less, the maximum Profit shall be 10%. Between $250,000 and $2,500,000, the maximum Profit shall be limited by a straight declining percentage between 10% and 5%. For consulting or subconsulting services fees with a value greater than $2,500,000, the maximum Profit shall be 5%. Addenda shall be governed by the same maximum Profit percentage after adding consulting services fees. As a portion of the total compensation to be paid to CONSULTANT and Subconsultants, the SANITATION DISTRICT shall pay profit for all services rendered by CONSULTANT and Subconsultants for this project according to Attachment "E" - Fee Proposal. E. Subconsultants For any Subconsultant whose fees for services are greater than or equal to $100,000 (excluding out-of-pocket costs), CONSULTANT shall pay to Subconsultant total compensation in accordance with the Subconsultant amount specified in Attachment "E" - Fee Proposal. For any Subconsultant whose fees for services are less than $100,000, CONSULTANT may pay to Subconsultant total compensation on an hourly-rate basis per the attached hourly rate Schedule and as specified in the Scope of Work. The SANITATION DISTRICT shall pay to CONSULTANT the actual costs of Subconsultant fees and charges in an amount not to exceed the sum set forth in Attachment "E" - Fee Proposal. F. Direct Costs The SANITATION DISTRICT shall pay to CONSULTANT and Subconsultants the actual costs of permits and associated fees, travel and licenses for an amount not to exceed the sum set forth in Attachment "E" - Fee Proposal. The SANITATION DISTRICT shall also pay to CONSULTANT actual costs for equipment rentals, leases or purchases with prior approval of the SANITATION DISTRICT. Upon request, CONSULTANT shall provide to the SANITATION DISTRICT receipts and other documentary records to support CONSULTANT's request for reimbursement of these amounts, see Attachment "D" - Allowable Direct Costs. All incidental expenses shall be included in overhead pursuant to Section 2 - COMPENSATION above. G. Other Direct Costs Other Direct Costs incurred by CONSULTANT and its Contractor due to modifications in scope of work resulting from field investigations and field work required by Contract. These items may include special equipment, test equipment and tooling and other materials and services not previously identified. Refer to attachment "D"Allowable Direct Costs for payment information. PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 4 of 20 H. Reimbursable Direct Costs The SANITATION DISTRICT will reimburse the CONSULTANT for reasonable travel and business expenses as described in this section and further described in Attachment "D" - Allowable Direct Costs to this Agreement. The reimbursement of the above-mentioned expenses will be based on an "accountable plan" as considered by Internal Revenue Service (IRS). The plan includes a combination of reimbursements based upon receipts and a "per diem" component approved by IRS. The most recent schedule of the per diem rates utilized by the SANITATION DISTRICT can be found on the U.S. General Service Administration website at http://www.gsa.gov/portal/category/104711#. The CONSULTANT shall be responsible for the most economical and practical means of management of reimbursable costs inclusive but not limited to travel, lodging and meals arrangements. The SANITATION DISTRICT shall apply the most economic and practical method of reimbursement which may include reimbursements based upon receipts and/or "per diem" as deemed the most practical. CONSULTANT shall be responsible for returning to the SANITATION DISTRICT any excess reimbursements after the reimbursement has been paid by the SANITATION DISTRICT. Travel and travel arrangements —Any travel involving airfare, overnight stays or multiple day attendance must be approved by the SANITATION DISTRICT in advance. Local Travel is considered travel by the CONSULTANT within the SANITATION DISTRICT general geographical area which includes Orange, Los Angeles, Ventura, San Bernardino, Riverside, San Diego, Imperial and Kern Counties. Automobile mileage is reimbursable if CONSULTANT is required to utilize personal vehicle for local travel. Lodging — Overnight stays will not be approved by the SANITATION DISTRICT for local travel. However, under certain circumstances overnight stay may be allowed at the discretion of the SANITATION DISTRICT based on reasonableness of meeting schedules and the amount of time required for travel by the CONSULTANT. Such determination will be made on a case-by-case basis and at the discretion of the SANITATION DISTRICT. Travel Meals— Per-diem rates as approved by IRS shall be utilized for travel meals reimbursements. Per diem rates shall be applied to meals that are appropriate for travel times. Receipts are not required for the approved meals. Additional details related to the reimbursement of the allowable direct costs are provided in the Attachment "D" - Allowable Direct Costs of this Agreement. PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 5 of 20 I. Limitation of Costs If, at any time, CONSULTANT estimates the cost of performing the services described in CONSULTANT's Proposal will exceed seventy-five percent (75%) of the not-to-exceed amount of the Agreement, including approved additional compensation, CONSULTANT shall notify the SANITATION DISTRICT immediately, and in writing. This written notice shall indicate the additional amount necessary to complete the services. Any cost incurred in excess of the approved not-to-exceed amount, without the express written consent of the SANITATION DISTRICT's authorized representative shall be at CONSULTANT's own risk. This written notice shall be provided separately from, and in addition to any notification requirements contained in the CONSULTANT's invoice and monthly progress report. Failure to notify the SANITATION DISTRICT that the services cannot be completed within the authorized not-to-exceed amount is a material breach of this Agreement. 3. REALLOCATION OF TOTAL COMPENSATION The SANITATION DISTRICT, by its Director of Engineering, shall have the right to approve a reallocation of the incremental amounts constituting the total compensation, provided that the total compensation is not increased. 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: PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 6 of 20 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 or she may, at his or her 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 ten thousand dollars ($10,000) civil penalty for each false claim submitted. This Section shall also be binding on all Subconsultants. A CONSULTANT or Subconsultant shall be deemed to have submitted a false claim when the CONSULTANT or Subconsultant: a) knowingly presents or causes to be presented to an officer or employee of the SANITATION DISTRICT a false claim or request for payment or approval; b) knowingly makes, uses, or causes to be made or used a false record or statement to get a false claim paid or approved by the SANITATION DISTRICT; c) conspires to defraud the SANITATION DISTRICT by getting a false claim allowed or paid by the SANITATION DISTRICT; d) knowingly makes, uses, or causes to be made or used a false record or PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 7 of 20 statement to conceal, avoid, or decrease an obligation to the SANITATION DISTRICT; or e) is a beneficiary of an inadvertent submission of a false claim to the SANITATION DISTRICT, and fails to disclose the false claim to the SANITATION DISTRICT within a reasonable time after discovery of the false claim. 5. CALIFORNIA DEPARTMENT OF INDUSTRIAL RELATIONS (DIR) REGISTRATION AND RECORD OF WAGES A. To the extent CONSULTANT's employees and/or Subconsultants who will perform Work during the design and preconstruction phases of a construction contract for which Prevailing Wage Determinations have been issued by the DIR and as more specifically defined under Labor Code Section 1720 et seq, CONSULTANT and Subconsultants shall comply with the registration requirements of Labor Code Section 1725.5. Pursuant to Labor Code Section 1771.4, the Work is subject to compliance monitoring and enforcement by the DIR. B. The CONSULTANT and Subconsultants shall maintain accurate payroll records and shall comply with all the provisions of Labor Code Section 1776, and shall submit payroll records to the Labor Commissioner pursuant to Labor Code Section 1771.4(a)(3). Penalties for non-compliance with the requirements of Section 1776 may be deducted from progress payments per Section 1776. C. Pursuant to Labor Code Section 1776, the CONSULTANT and Subconsultants shall furnish a copy of all certified payroll records to SANITATION DISTRICT and/or general public upon request, provided the public request is made through SANITATION DISTRICT, the Division of Apprenticeship Standards or the Division of Labor Enforcement of the Department of Industrial Relations. D. The CONSULTANT and Subconsultants shall comply with the job site notices posting requirements established by the Labor Commissioner per Title 8, California Code of Regulation Section 16461(e). 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 PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 8 of 20 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 Insurance shall be issued and underwritten by insurance companies acceptable to the SANITATION DISTRICT. Insurers must have an "A-" Policyholder's Rating, or better, and Financial Rating of at least Class Vill, or better, in accordance with the most current A.M. Best's Guide Rating. However, the SANITATION DISTRICT will accept State Compensation Insurance Fund, for the required policy of Worker's Compensation Insurance subject to the SANITATION DISTRICT's option to require a change in insurer in the event the State Fund financial rating is decreased below"B". Further, the SANITATION DISTRICT will require CONSULTANT to substitute any insurer whose rating drops below the levels herein specified. Said substitution shall occur within twenty (20) days of written notice to CONSULTANT, by the SANITATION DISTRICT or its agent. 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: Five Million Dollars ($5,000,000) per occurrence with Ten Million Dollars ($10,000,000) aggregate. Said insurance shall include coverage for the following hazards: Premises-Operations, blanket contractual liability (for this Agreement), products liability/completed operations (including any product manufactured or assembled), broad form property damage, blanket contractual liability, independent contractors liability, personal and advertising injury, mobile equipment, owners and contractors protective liability, and cross liability and severability of interest clauses. A statement on an insurance certificate will not be accepted in lieu of the actual additional insured endorsement(s). If requested by SANITATION DISTRICT and applicable, XCU coverage (Explosion, Collapse and Underground) and Riggers/On Hook Liability must be included in the General Liability policy and coverage must be reflected on the submitted Certificate of Insurance. PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 9 of 20 C. Umbrella Excess Liability The minimum limits of general liability and Automotive Liability Insurance required, as set forth herein, shall be provided for through either a single policy of primary insurance or a combination of policies of primary and umbrella excess coverage. Umbrella excess liability coverage shall be issued with limits of liability which, when combined with the primary insurance, will equal the minimum limits for general liability and automotive liability. D. AutomotiveNehicle liability Insurance The CONSULTANT shall maintain a policy of Automotive Liability Insurance on a comprehensive form covering all owned, non-owned, and hired automobiles, trucks, and other vehicles providing the following minimum limits of liability coverage: Combined single limit of Two Million Dollars ($2,000,000) or alternatively, One Million Dollars ($1,000,000) per person for bodily injury and Two Million Dollars ($2,000,000) per accident for property damage. A statement on an insurance certificate will not be accepted in lieu of the actual additional insured endorsement. E. Drone Liability Insurance If a drone will be used, drone liability insurance must be maintained by CONSULTANT in the amount of one million dollars ($1,000,000) in form acceptable to the SANITATION DISTRICT. F. Worker's Compensation Insurance The CONSULTANT shall provide such Workers' Compensation Insurance as required by the Labor Code of the State of California in the amount of the statutory limit, including Employer's Liability Insurance with a minimum limit of One Million Dollars ($1,000,000) per occurrence. Such Worker's Compensation Insurance shall be endorsed to provide for a waiver of subrogation in favor of the SANITATION DISTRICT. A statement on an insurance certificate will not be accepted in lieu of the actual endorsements unless the insurance carrier is State of California Insurance Fund and the identifier"SCIF" and endorsement numbers 2570 and 2065 are referenced on the certificate of insurance. If an exposure to Jones Act liability may exist, the insurance required herein shall include coverage for Jones Act claims. G. 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 Four Million Dollars ($4,000,000) 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. PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 10 of 20 In the event of termination of said policy during this period, CONSULTANT shall obtain continuing insurance coverage for the prior acts or omissions of CONSULTANT during the course of performing services under the term of this Agreement. Said coverage shall be evidenced by either a new policy evidencing no gap in coverage or by separate extended "tail" coverage with the present or new carrier. In the event the present policy of insurance is written on an "occurrence" basis, said policy shall be continued in full force and effect during the term of this Agreement or until completion of the services provided for in this Agreement, whichever is later. In the event of termination of said policy during this period, new coverage shall be obtained for the required period to insure for the prior acts of CONSULTANT during the course of performing services under the term of this Agreement. CONSULTANT shall provide to the SANITATION DISTRICT a certificate of insurance in a form acceptable to the SANITATION DISTRICT indicating the deductible or self-retention amounts and the expiration date of said policy, and shall provide renewal certificates not less than ten (10) days prior to the expiration of each policy term. H. Proof of Coverage The CONSULTANT shall furnish the SANITATION DISTRICT with original certificates and amendatory endorsements effecting coverage. Said policies and endorsements shall conform to the requirements herein stated. All certificates and endorsements are to be received and approved by the SANITATION DISTRICT before work commences. The SANITATION DISTRICT reserves the right to require complete, certified copies of all required insurance policies, including endorsements, effecting the coverage required, at any time. The following are approved forms that must be submitted as proof of coverage: • Certificate of Insurance ACORD Form 25 (5/2010) or equivalent. • Additional Insurance (ISO Form) CG2010 11 85 or (General Liability) The combination of(ISO Forms) CG 2010 1001 and CG 2037 1001 All other Additional Insured endorsements must be submitted for approval by the SANITATION DISTRICT, and the SANITATION DISTRICT may reject alternatives that provide different or less coverage to the SANITATION DISTRICT. • Additional Insured Submit endorsement provided by carrier for the (Auto Liability) SANITATION DISTRICT approval. PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 11 of 20 • Waiver of Subrogation State Compensation Insurance Fund Endorsement No. 2570 or equivalent. • Cancellation Notice State Compensation Insurance Fund Endorsement No. 2065 or equivalent. I. Cancellation Notice Each insurance policy required herein shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days' prior written notice. The Cancellation Section of ACORD Form 25 (5/2010) shall state the required thirty (30) days' written notification. The policy shall not terminate, nor shall it be cancelled, nor the coverage reduced until thirty (30) days after written notice is given to the SANITATION DISTRICT except for nonpayment of premium, which shall require not less than ten (10) days written notice to the SANITATION DISTRICT. Should there be changes in coverage or an increase in deductible or SIR amounts, the CONSULTANT and its insurance broker/agent shall send to the SANITATION DISTRICT a certified letter which includes a description of the changes in coverage and/or any increase in deductible or SIR amounts. The certified letter must be sent to the attention of Risk Management, 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. J. 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. K. Separation of Insured All liability policies shall contain a "Separation of Insureds" clause. L. 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. M. 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 PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 12 of 20 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. N. 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. O. 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. P. Limits Are Minimums If the CONSULTANT maintains higher limits than any minimums shown above, then SANITATION DISTRICT requires and shall be entitled to coverage for the higher limits maintained by CONSULTANT. 8. SCOPE CHANGES In the event of a change in the Scope of Work, requested by SANITATION DISTRICT, the parties hereto shall execute an amendment to this Agreement setting forth with particularity all terms of the new Agreement, including but not limited to any additional CONSULTANT's fees. 9. PROJECT TEAM AND SUBCONSULTANTS CONSULTANT shall provide to SANITATION DISTRICT, prior to execution of this Agreement, the names and full description of all Subconsultants and CONSULTANT's project team members anticipated to be used on this project by CONSULTANT. CONSULTANT shall include a description of the scope of work to be done by each Subconsultant and each CONSULTANT's project team member. CONSULTANT shall include the respective compensation amounts for CONSULTANT and each Subconsultant on a per-project-element basis, broken down as indicated in Section 2 - COMPENSATION. There shall be no substitution of the listed Subconsultants and CONSULTANT's project team members without prior written approval by the SANITATION DISTRICT. PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 13 of 20 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. 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. PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 14 of 20 Notices shall be mailed to the SANITATION DISTRICT at: ORANGE COUNTY SANITATION DISTRICT 10844 Ellis Avenue, Fountain Valley, CA 92708-7018 Attention: Ludwig Lapus, Senior Contracts Administrator Copy: Victoria Pilko, Project Manager Notices shall be mailed to CONSULTANT at: Stantec Consulting Services, Inc. 38 Technology Drive, Irvine, CA 92618 Attention: Venu Kolli All communication regarding the Scope of Work, will be addressed to the Project Manager. Direction from other SANITATION DISTRICT's staff must be approved in writing by the SANITATION DISTRICT's Project Manager prior to action from the CONSULTANT. 14. TERMINATION The SANITATION DISTRICT may terminate this Agreement at any time, without cause, upon giving thirty (30) days written notice to CONSULTANT. In the event of such termination, CONSULTANT shall be entitled to compensation for work performed on a prorated basis through and including the effective date of termination. CONSULTANT shall be permitted to terminate this Agreement upon thirty (30) days written notice only if CONSULTANT is not compensated for billed amounts in accordance with the provisions of this Agreement, when the same are due. Notice of termination shall be mailed to the SANITATION DISTRICT and/or CONSULTANT in accordance with Section 13 - NOTICES. 15. DOCUMENTS AND STUDY MATERIALS The documents and study materials for this project shall become the property of the SANITATION DISTRICT upon the termination or completion of the work. CONSULTANT agrees to furnish to the SANITATION DISTRICT copies of all memoranda, correspondence, computation and study materials in its files pertaining to the work described in this Agreement, which is requested in writing by the SANITATION DISTRICT. 16. COMPLIANCE A. Labor 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. PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 15 of 20 B. Air Pollution CONSULTANT and its subconsultants and subcontractors shall comply with all applicable federal, state and local air pollution control laws and regulations. 17. AGREEMENT EXECUTION AUTHORIZATION Both the SANITATION DISTRICT and CONSULTANT do covenant that each individual executing this document by and on behalf of each party is a person duly authorized to execute agreements for that party. 18. DISPUTE RESOLUTION In the event of a dispute arising between the parties regarding performance or interpretation of this Agreement, the dispute shall be resolved by binding arbitration under the auspices of the Judicial Arbitration and Mediation Service ("JAMS"), or similar organization or entity conducting alternate dispute resolution services. 19. ATTORNEY'S FEES, COSTS AND NECESSARY DISBURSEMENTS If any action at law or in equity or if any proceeding in the form of an Alternative Dispute Resolution (ADR) is necessary to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, costs and necessary disbursements in addition to any other relief to which it may be entitled. 20. PROGRESS REPORTS Monthly progress reports shall be submitted for review by the tenth day of the following month and must include as a minimum: 1) current activities, 2) future activities, 3) potential items that are not included in the Scope of Work, 4) concerns and possible delays, 5) percentage of completion, and 6) budget status. 21. WARRANTY CONSULTANT shall perform its services in accordance with generally accepted industry and professional standards. If, within the 12-month period following completion of its services, the SANITATION DISTRICT informs CONSULTANT that any part of the services fails to meet those standards, CONSULTANT shall, within the time prescribed by the SANITATION DISTRICT, take all such actions as are necessary to correct or complete the noted deficiency(ies). 22. INDEMNIFICATION To the fullest extent permitted by law, CONSULTANT shall indemnify, defend (at CONSULTANT's sole cost and expense and with legal counsel approved by the SANITATION DISTRICT, which approval shall not be unreasonably withheld), protect and hold harmless the SANITATION DISTRICT and all of SANITATION DISTRICT's officers, directors, employees, consultants, and agents (collectively the "Indemnified PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 16 of 20 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 payment or advance of defense costs by any Indemnified Party shall not be a condition PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 17 of 20 precedent to enforcing such Indemnified Party's rights to indemnification hereunder. In the event a final judgment, arbitration, award, order, settlement, or other final resolution expressly determines that the claim did not arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT, to any extent, then the DISTRICT will reimburse CONSULTANT for the reasonable costs of defending the Indemnified Parties against such claims. CONSULTANT's indemnification obligation hereunder shall survive the expiration or earlier termination of this Agreement until such time as action against the Indemnified Parties for such matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. 24. CONSULTANT PERFORMANCE The CONSULTANT's performance shall be evaluated by the SANITATION DISTRICT. A copy of the evaluation shall be sent to the CONSULTANT for comment. The evaluation, together with the comments, shall be retained by the SANITATION DISTRICT and may be considered in future CONSULTANT selection processes. 25. COMPLIANCE WITH SANITATION DISTRICT POLICIES AND PROCEDURES CONSULTANT shall comply with all SANITATION DISTRICT policies and procedures including the Contractor Safety Standards, as applicable, all of which may be amended from time to time. 26. CLOSEOUT When the SANITATION DISTRICT determines that all Work authorized under the Agreement is fully complete and that the SANITATION DISTRICT requires no further work from CONSULTANT, or the Agreement is otherwise terminated or expires in accordance with the terms of the Agreement, the SANITATION DISTRICT shall give the Consultant written notice that the Agreement will be closed out. CONSULTANT shall submit all outstanding billings, work submittals, deliverables, reports or similarly related documents as required under the Agreement within thirty (30) days of receipt of notice of Agreement closeout. Upon receipt of CONSULTANT's submittals, the SANITATION DISTRICT shall commence a closeout audit of the Agreement and will either: i. Give the CONSULTANT a final Agreement Acceptance: or ii. Advise the CONSULTANT in writing of any outstanding item or items which must be furnished, completed, or corrected at the CONSULTANT's cost. CONSULTANT shall be required to provide adequate resources to fully support any administrative closeout efforts identified in this Agreement. Such support must be provided within the timeframe requested by the SANITATION DISTRICT. PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 18 of 20 Notwithstanding the final Agreement Acceptance the CONSULTANT will not be relieved of its obligations hereunder, nor will the CONSULTANT be relieved of its obligations to complete any portions of the work, the non-completion of which were not disclosed to the SANITATION DISTRICT (regardless of whether such nondisclosures were fraudulent, negligent, or otherwise); and the CONSULTANT shall remain obligated under all those provisions of the Agreement which expressly or by their nature extend beyond and survive final Agreement Acceptance. Any failure by the SANITATION DISTRICT to reject the work or to reject the CONSULTANT's request for final Agreement Acceptance as set forth above shall not be deemed to be acceptance of the work by the SANITATION DISTRICT for any purpose nor imply acceptance of, or agreement with, the CONSULTANT's request for final Agreement Acceptance. 27. ENTIRE AGREEMENT This Agreement constitutes the entire understanding and agreement between the Parties and supersedes all previous negotiations between them pertaining to the subject matter thereof. PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 19 of 20 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: STANTEC CONSULTING SERVICES, INC. By Date Printed Name & Title ORANGE COUNTY SANITATION DISTRICT By David John Shawver Date Board Chairman By Kelly A. Lore Date Clerk of the Board By Ruth Zintzun Date Purchasing & Contracts 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 Used Attachment "G" — Not Attached Attachment "H" — Not Used Attachment "I" — Cost Matrix and Summary Attachment "J" — Not Attached Attachment "K" — Minor Subconsultant Hourly Rate Schedule Attachment "L" — Contractor Safety Standards LL:ms PDSA PROJECT NO. P2-126 Revised 072619 WAREHOUSE, ELECTRICAL SUBSTATION AND 12KV SERVICE CENTER REPLACEMENT AT PLANT NO. 2 Page 20 of 20 0 L - Warehouse, Electrical W _ - Substation and 12kV Service 1, _ Center Replacement at Plant No. 2 Project No. P2-126 4 Ae Kathy Millea, Director of Engineering ► " Operations Committee e November 4, 2020 44" 7r N S A N 1 rq T�o� a7 r�sl ' I - -O h ACK I M,cW� T�N� THE ENv\e V •. i Facilities to be Replaced at Plant No . 2 �—� SCE Substation -Y 12kV Service Center �0 Oro r :�- - ?►' Warehouse ell INk ` r ,p• fir- ti:� "�� .�.. .f', o -`so*— �y- Ab Exmistmiiilrarehouse illzi s�L� r lei - d 'y w _ <= Warehouse I �_ frr •. • � ,� t. INk Mae 3 -`so*— �y- Ab ExElstol arehouse illzi M'AA - d 'y w _ �r ►` , _ `, �.� ft" � 11 ,� �• r Est. __ T -t-•.�, <= Warehouse 1 �_ frr •. � ,� t. INk All C + A;- � � Future `�� t - _3� ,,L•, TPAD Digester �� 'r j}�� — � ;�• ' Facility � � '�• �'; • • • ; '.�'�•�: _ Existing t: -A 41.. `�- wl 12kV Service Center �h - I 4 7z 12W Service Center Aft MR ax SEISMIC EVALUATION OF STRUCTURES 1 r Jt _ air .Y• _ �•i•- �� y, �� I o�x. 1 Jam.. �^t t- LL L Existing 7 SCE Substation P, SCE Substation ,4 Tows is 71 9-, "Alt • `+ l - - 4... HETAOD OF SERVICE J• STUDY REPORT �L Orange County Sanitation Disnitt Y � r • r, Orcogw So6statl°° ,'!r{�• _ !�•.�• -t •r, _ • � ��� `�1�, � ��' � �J��-�1� _..ter',� s ♦ r- �� ` y f -* 1low SCE Feed Reliability Improvements Study Sit Project �z -1r Project Site 9 t►�"'', �� ;Jr .-*^'_�.. _ era r r + - TiF��' L � r � % ��l ."��•� Mown�GWrw11. ' GWRS Final Expansion r r• ,� �� . . - Mj' r r •_ :.. .:.,.. OCWD t r �`� '�. ` ' . r.-^ PS18-05 Plant No.2 r• �i, a �"�' �.• Future Site Plan Development INk 7 Future Site Layout Rendering " Replacement Warehouse 4k K Replacement I \ SCE Substation K Replacement Service Center v- s. �'" Construction Cost t: -A and Duration Construction Start Year Duration Years)ost bm (in Warehouse $8.2M 2023 1.5 12 kV Service Center $14.8M 2024 3.5 SCE Substation $19.5 M * 2024 3 * Work by SCE. Cost includes design and construction. s r Selection Process "!_qj- • Three proposals received • Interviewed the top proposer • Stantec Consulting Services selected • Clear understanding of the project • Approach to schedule risks • Creative approach to site layout • Experienced project team -A Negotiations Original Proposal Negotiated Total Hours 28,048 27,399 Total Fee $47 979,355 $45 876,455 • Five meetings held with Consultant • Clarified project elements and design assumptions • Ensured scope and level of effort are appropriate 11 Aem, 011� Recommendatit .X • Approve a Professional Design Services Agreement with Stantec Consulting Services, Inc. to provide engineering services for Warehouse, Electrical Substation and 12kV Service Center Replacement at Plant No. 2, Project No. P2-126, for an amount not to exceed $4,876,455; and • Approve a contingency of $487,646 (10%). 4JN1 V S A N l � rq Troy m � = 9 Q 2 c O -+ 9or�cr/NG EN`Qo���? THE 12 oJ�jV SAN17gTO9 Orange Count Sanitation District Administration Building 5� o, g � 10844 Ellis Avenue 2 9 Fountain Valley, CA 92708 ADMINISTRATION COMMITTEE (714)5937433 9oTFCTN0 THE ENVQ����2 Agenda Report File #: 2020-1351 Agenda Date: 11/18/2020 Agenda Item No: 11. FROM: James D. Herberg, General Manager Originator: Lorenzo Tyner, Assistant General Manager SUBJECT: CONSOLIDATED FINANCIAL REPORT FOR THE FIRST QUARTER ENDED SEPTEMBER 30, 2020 GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Receive and file the Orange County Sanitation District First Quarter Financial Report for the period ended September 30, 2020. BACKGROUND Included in this consolidated report are the following quarterly financial reports for the period ended September 30, 2020: • First Quarter Budget Review The Budget Review Summary provides the Directors, staff, and general public with a comprehensive overview of the financial results of the Orange County Sanitation District (Sanitation District) through the first quarter ended September 30, 2020. • Quarterly Treasurer's Report This section reports on financial portfolio performance with respect to the Sanitation District's funds. Both Long-Term and Liquid Operating Monies Portfolios are summarized. A performance summary table can be found on page 2 of this agenda report. The report also contains information on the U.S. and global economic outlook from the Sanitation District's investment manager, Chandler Asset Management. • Certificates of Participation Quarterly Report The report includes a summary of each outstanding debt issuance and a comparative chart illustrating the COP rate history. RELEVANT STANDARDS • Quarterly financial reporting Orange County Sanitation District Page 1 of 3 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1351 Agenda Date: 11/18/2020 Agenda Item No: 11. ADDITIONAL INFORMATION The quarterly treasurer's report contained within the Consolidated Financial Reports for the First Quarter Ended September 30, 2020 is being submitted in accordance with the Sanitation District's investment policy that requires the report be submitted to the governing body following the end of each quarter and includes the following information: • Performance results in comparison with the ICE BAML 3-month treasury bill index for the liquid operating portfolio; and the ICE BAML Corp./Govt. 1-5 Year Bond index for the long-term portfolio as identified in the investment policy; and the time-weighted total rate of return for the portfolio for the prior three months, six months, nine months, twelve months, and since inception compared to the Benchmark returns for the same periods: Portfolio Performance Summary As of September 30,2020 Liquid Operating Monies(%) Long-Term Operating Monies(%) Total Rate Benchmark Total Rate Benchmark of Return of Return 3 Months 0.04 0.04 0.29 0.24 6 Months 0.11 0.06 1.62 1.27 9 Months 0.83 0.64 4.16 4.27 12 Months 1.34 1.10 4.67 4.73 Annualized Since Inception 30 Nov 2014 1.16 11.03 2.32 2.29 • A listing of individual securities held at the end of each reporting period (see the detailed listings of each security contained within the report). • Cost and market values of the portfolios: Liquid Operating Long-Term Cost $128.5 M $598.8 M Market Value $128.7 M $625.2 M • Modified duration of the portfolio compared to the Benchmark: Liquid Operating Long-Term District Policy < 0.50 < 5.00 Benchmark 0.16 2.59 Portfolio 0.32 2.52 • Dollar change in value of the portfolio for a one percent (1%) change in interest rates: Liquid Operating - $403,466 Long- Term - $15,827,602 • None of the portfolios are currently invested in reverse repurchase agreements. Orange County Sanitation District Page 2 of 3 Printed on 11/10/2020 powered by LegistarT" File #: 2020-1351 Agenda Date: 11/18/2020 Agenda Item No: 11. • The percent of the Liquid Operating Monies portfolio maturing within 90 days: 25.6% • Average portfolio credit quality: Liquid Operating - AAA/Aaa Long- Term - AA/Aa1 • Percent of portfolio with credit ratings below "A" by any rating agency and a description of such securities: Liquid Operating - no exceptions Long- Term - Percent of portfolio - 1 .0% Cost Maturity Moody S&P Fitch Date SLMA 2008-9 A $11,180.25 4/25/2023 Baa3 B B AMRESCO Residential Securities 1999-1 A $89,377.81 6/25/2029 NR A+ BBB Morgan Stanley Note $3,200,848.00 7/28/2021 A3 BBB+ A Wells Fargo & Company Note $2,954,520.00 7/22/2022 A2 BBB+ A+ • All investments are in compliance with this policy and the California Government Code, except for the following Lehman Brother holdings that the Sanitation District is pursuing collection through the bankruptcy court: Lehman Brothers Note-Defaulted $ 600,000 par value purchased 9/19/2008 Lehman Brothers Note-Defaulted $2,000,000 par value purchased 9/18/2008 • Sufficient funds are available for the Sanitation District to meet its operating expenditure requirements for the next six months. ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Consolidated Financial Report for the First Quarter Ended September 30, 2020 Orange County Sanitation District Page 3 of 3 Printed on 11/10/2020 powered by LegistarTM Orange County Sanitation District -fip-st-Q 71, —0 Fina Pt +. for the a nded September 30, 2020 i IARJ gyp_`` y f I I V IIAW �s a Orange County, California Table of Contents ExecutiveSummary....................................................................................................1 Budget Review Section 1 — Consolidated Financial Reports.........................................................................1 Section 2 —Operating Budget Review Chart of Cost per Million Gallons by Department ....................................................1 Chart of Collection, Treatment, & Disposal Expenses by Major Category...............1 Divisional Contributions to Cost Per Million Gallons................................................2 Comparison of Expenses by Department................................................................3 Summary of Collection, Treatment, & Disposal Expenses by Major Category.........4 Summary of Revenues ...........................................................................................5 Summary of Collection, Treatment, & Disposal Expenses by Line Item ..................6 Summary of Collection, Treatment, & Disposal Expenses by Process....................8 Chart of Staffing Trends..........................................................................................9 Section 3 — Capital Improvement Program Budget Review Chart of Capital Improvement Program By Process Area and Project Driver..........1 Summary of Capital Improvement Construction Requirements— Current Year.......2 Summary of Capital Improvement Construction Requirements— Project Life .........6 Section 4 — Capital Assets Schedule & Debt Service Budget Review Capital Assets Schedule.........................................................................................1 Debt Service Budget Review ..................................................................................1 Section 5 — Self Insurance Budget Review General Liability and Property Fund Budget Review...............................................1 Workers' Compensation Fund Budget Review........................................................2 Quarterly Treasurer's Report........................................................................................1 QuarterlyCOP Report.................................................................................................1 FY 2020-21 First Quarter Financial Report This Page Intentionally Left Blank Table of Contents Executive Summary Consolidated Financial Reports For the First Quarter Ended September 30, 2020 Included in this consolidated report are the following quarterly financial reports for the period ended September 30, 2020: • First Quarter Budget Review: The Consolidated Financial Reports Section provides the Directors, staff, and the general public with a comprehensive overview of the financial results of the Sanitation District through the first quarter ended September 30, 2020. Contained within the Consolidated Financial Reports is the budget-to-actual status of the Collections, Treatment and Disposal Operations, the Capital Improvement Program, the Self-Insurance Program, and Debt Service Outlays. Also included is a Capital Assets Schedule as of September 30, 2020. The chart below provides for a summary of these activities. First Quarter Results as a Percentage of Budget 100% 75% 50% 25% $13.OM $42.7M $27.9M $11.5M $674K 0% ow Operating Operating Capital Debt Self Ins Revenue Expense Outlays Service Outlays Various detail information can be found in this report. Below is a descriptive summary of these activities through September 30, 2020: a) Most major expense categories are anticipated to be at or below budget. b) Total revenues are at 2.7 percent of the $479.2 million budget mainly due to the timing of property tax and sewer fee distribution from the County that occurs mostly after the first quarter. These two revenue sources make up 83.1 percent of the Sanitation District's total budgeted revenue. Most of the other, less material revenue sources are tracking lower than the proportionate budget through September 30, including Permit Fees, Capital Assessments- IRWD, Capital Facilities Capacity Charges, Interest Earnings, CIP Page 1 Table of Contents FY 2020-21 First Quarter Financial Report Reimbursements, CNG Sales, Other Revenues, and Other Sales. Overall, total revenues are projected to approximate budget at year-end. More detailed information on revenues is provided within Section 1 — Pages 4 through 6. c) Collection, Treatment and Disposal Costs: As indicated within the Consolidated Financial Reports Section of this report, the net operating requirements through the first quarter of $42.7 million is currently tracking at 24.5 percent of the $174.3 million budget. In addition, net operating expenses have increased $1.3 million or 3.1 percent in comparison with the same period last year. Overall, staff expects the total operating costs to remain at or slightly below budget throughout the remainder of the year. More detailed information on operating expenses is provided within Section 1 — Pages 1 through 4. The total cost per million gallons is $2,479 based on flows of 187 million gallons per day. This is $61 per million gallons, or 2.4 percent lower than the budgeted cost per million gallons per day. A further description of these costs and benchmarking with other agencies is contained within Section 1 — Pages 7 through 9. d) The total projected capital outlay cash flow of the Capital Improvement Program (CIP) for FY 2020-21 has been revised to $150.9 million, or 102.2 percent of the board approved cash outlay of $147.6 million. The actual cash outlay spending through the first quarter is $27.9 million, or 18.9 percent of the total budgeted outlay. More detailed information on the CIP budget review can be found in Section 1 — Page 10 and Section 3. • First Quarter Treasurer's Report This section reports on financial portfolio performance with respect to the Sanitation District's funds. Both Long-Term and Liquid Operating Monies Portfolios are summarized. A performance summary table can be found on page 2 of this section. The report also contains information on the national economic outlook from the Sanitation District's money manager, Chandler Asset Management (Chandler). Chandler notes the Long-Term Portfolio quarterly return of 29 basis points outperformed the ICE BAML 1-5 Year US Corp/Govt Rated AAA-A Index return of 24 basis points, while the Liquid Operating Monies Portfolio quarterly return of 4 basis points matched the ICE BAML 3-Month US Treasury Bill Index return. Chandler further notes that US equities experienced a moderate selloff in September (with the S&P 500 index down 3.9% month-over-month) and investment grade corporate credit spreads widened modestly (based on the ICE BofA US Corporate Index). In their view, the recent repricing of risk assets has been rational and consistent with the evolving economic and political backdrop. The economy has improved significantly from the depths of the pandemic crisis Page 2 Table of Contents Executive Summary earlier this year, but the recovery is losing steam. Chandler continues to believe the outlook for the economy hinges largely on the course of the pandemic, the timing and amount of additional fiscal relief, and the timeline for a vaccine. While Chandler remains optimistic about the progress toward a vaccine, they are seeing a resurgence of the virus in some locations and negotiations in Congress over a Phase 4 fiscal relief package remain at a stalemate. While Chandler has a high degree of confidence that another round of fiscal stimulus will ultimately be passed, the timeline has been pushed out and the chances of getting something done before the November election have dimmed. This may not bode well for the fourth quarter and Chandler anticipates near-term economic data may soften. Chandler believes financial markets are potentially poised for increased volatility through year-end. Federal Open Market Committee (FOMC) kept monetary policy unchanged in September with the fed funds target rate in a range of 0.0% to 0.25%. Monetary policy remains highly accommodative and policymakers remain dovish. The Fed's balance sheet has grown to over $7.0 trillion from about $4.2 trillion prior to the pandemic, and the Fed has indicated it will continue to use its balance sheet to support smooth financial market functioning, as needed. In the September policy statement, the FOMC noted that inflation continues to run below its 2.0% target, as weaker demand and lower oil prices are holding down consumer prices. Longer- term, the FOMC will allow inflation to run above 2.0% for some period of time before it looks to tighten policy, which implies the fed funds target rate will remain anchored near zero for years. The Fed's summary of economic projections signals that the target fed funds rate will remain unchanged through at least 2023. The Treasury yield curve was little changed in September on a month-over-month basis, following moderate curve steepening in August. In the first week of October, the yield curve has steepened further, driven by an increase in longer-dated Treasury yields. At September month-end, Treasury yields were much lower on a year-over-year basis. The 3-month T-bill yield was down 172 basis points, the 2-year Treasury yield was down 150 basis points, and the 10-Year Treasury yield was down 98 basis points, year-over-year. Yields declined precipitously in March 2020, with the Fed cutting rates by a total of 150 basis points and a flight to safe-haven assets driving down yields across the curve. The Fed has signaled plans to keep the front end of the Treasury yield curve anchored near zero for at least the next few years. In the past few months, the Treasury yield curve has steepened, which Chandler believes has been driven by a flood of new issuance as well as rising inflation expectations. The Consumer Price Index (CPI) was up 1.3% year-over-year in August, versus up 1.0% in July. Core CPI (CPI less food and energy) was up 1.7% year-over-year in August, versus up 1.6% in July. The Personal Consumption Expenditures (PCE) index was up 1.4% year-over-year in August, versus up 1.1% year-over-year in Page 3 Table of Contents FY 2020-21 First Quarter Financial Report July. Core PCE, which is the Fed's primary inflation gauge, was up 1.6% year- over-year in August, versus up 1.4% year-over-year in July. Pricing pressures are increasing but remain below the Fed's inflation target. Economic Outlook The impact of the coronavirus pandemic continues to influence the direction of asset prices and the ultimate trajectory of the recovery. Initially the virus imposed a synchronized hit to the global economy however due to varying policy responses and changes in behavior going forward the Chandler team expects the recovery to be de-synchronized across regions, industries and individuals. The strict lockdowns experienced earlier in the year are very unlikely to be re-instituted on a national level due to both healthcare systems being much better prepared for COVID patients and the widely held acknowledgement lockdowns should be avoided at all costs. The degree of uncertainty related to the coronavirus continues to dissipate. Investment grade and high yield bond spreads tightened, and equity indices posted positive returns, however the rate of change in both broad asset classes slowed in Q3 compared to Q2. Economic growth will remain below pre- pandemic levels until a vaccine for the coronavirus is widely available and consumer behavior evolves. Chandler expects a vaccine to be available in the first half of 2021 and this view is largely reflected in current asset prices in Chandler's judgement. Economic data points improved during the quarter however many metrics remains well short of pre-pandemic valuations. The unemployment rate continued to improve, coming in at 7.9% in September, compared to 11.1% at the end of June however still well above the 3.5% rate at the end of December 2019. The three- month and six-month moving averages on non-farm payrolls are currently 1.30 million and -1.56 million, respectively, highlighting the severe loss of jobs due to the pandemic and the tentative recovery in the job market. Weekly and continuing jobless are trending lower, a positive, but the lack of additional fiscal stimulus has negatively impacted the rate of improvement with both metrics remaining at stressed levels. Risk assets have largely ignored the lack of progress on additional fiscal stimulus to support the recovery as most investors believe the challenging political environment (late in the Presidential election cycle) is a contributing factor to the lack of progress. Post the election results the Chandler team expects additional fiscal stimulus to be implemented to further support the economic recovery. Monetary policy remains highly stimulative, and the Federal Reserve took further actions during the quarter to solidify the view rates will remain low for the foreseeable future. Notably the Federal Reserve will no longer view a low unemployment rate as a harbinger to inflation risks, and is poised to allow inflation to be above the 2% threshold for a period of time before adjusting policy tighter to make up for the periods of inflation being below 2%. The Federal Reserve continues to emphasize they will do whatever it takes to support the recovery and Chandler expects the unconventional policy tools implemented at the height of the Page 4 Table of Contents Executive Summary pandemic to remain in place for an extended time period to support the recovery. In the short-to-intermediate term investment grade spreads will be well supported as investors are comfortable with belief the Federal Reserve will step in to support markets (via asset purchases) if spreads become dislocated. In a welcome development for the Federal Reserve, ten year TIPS spreads moved higher by 29 basis points, closing the quarter at 1.63%, however until the breakeven rate is above 2.3% for an extended period of time the Federal Reserve will remain content to keep front end rates pegged at zero. Treasury yields were stable during the quarter; however, Chandler expects volatility in rates further out the curve in 2021 as the impact of the outsized fiscal and monetary stimulus, as well as the path of the global economic recovery, will influence valuations. • First Quarter Certificates of Participation (COP) Report The report includes a summary of each outstanding debt issuance and a comparative chart illustrating the COP rate history. Page 5 Table of Contents FY 2020-21 First Quarter Financial Report This Page Intentionally Left Blank Page 6 Table of Contents Consolidated Financial Reports First Quarter Financial Report September 30, 2020 Financial Management is pleased to present the FY 2020-21 first quarter financial report. This report provides a comprehensive overview of the financial condition of the Sanitation District and reports on the status of all capital projects in progress. A summary of the sections contained within this report is provided below. Operating Budget Review: This section reports on collection, treatment, and disposal net operating requirements. At September 30, 2020, 24.5 percent, or $42.7 million of the FY 2020-21 net operating budget of $174.3 million has been expended. Net operating expenses increased from the same period last year by $1.3 million, or 3.1 percent, mainly due to an increase of $691,000 in Repairs and Maintenance, $564,000 in Salaries and Benefits, $280,000 in Operating Materials and Supplies, $211,000 in Other Operating Supplies, $190,000 in Utilities, and a decrease of $162,000 in indirect costs allocated out to capital projects, partially offset by a decrease of $330,000 in Contractual Services, $247,000 in Administrative Expenses, $104,000 in Professional Services, and $48,000 in Research and Monitoring. These and other variances that factor into this net increase in expenses are discussed in more detail below. Overall, staff expects the total operating costs to remain at or slightly below budget throughout the remainder of the year. At September 30, 2020, 2.7 percent, or $13.0 million of the FY 2020-21 budgeted total revenues of $479.2 million has been recognized. Revenues decreased from the same period last year by $7.7 million, or 37.1 percent, mainly due to a decrease of $4.0 million in Interest Earnings, $1.9 million in Capital Facilities Capacity Charges, $1.1 million in Permit Fees, $657,000 in CIP Reimbursements, $204,000 in IRWD Intra District Sewer Use, and $86,000 in Property Taxes, offset primarily by an increase of $461,000 in Sludge Disposal-IRWD. These and other variances that factor into this net decrease in revenues are discussed in more detail below. Overall, staff expects the total revenues to remain at or slightly below budget throughout the remainder of the year. Significant operating results as of September 30, 2020 include the following: • Salaries, Wages and Benefits — Personnel costs of $24.8 million are on target at 24.3 percent of the budget through the first quarter of FY 2020-21. The budget is based on a 5 percent vacancy factor, and staffing is 31 full-time equivalents (FTEs), or 4.9 percent below the total 639 FTEs approved in the FY 2020-21 budget. Salary and benefit costs are $564,000 or 2.3 percent higher than the $24.2 million incurred in the same period last year, mainly due to an increase of $592,000 in salaries and wages resulting from cost of living adjustments included in the current Memorandums of Understanding for all employee bargaining units. Net operating Section 1 - Page 1 Table of Contents FY 2020-21 First Quarter Financial Report personnel costs are expected to approximate budget throughout the remainder of the year. • Administrative Expenses — Administrative Expenses totaled $533,000, or 26.2 percent of the $2.0 million budget through September 30. These costs are $247,000 or 31.7 percent lower at September 30 in comparison with the prior year, mainly due to decreases of $161,000 in purchases of small computer items including HP Elitebooks, $43,000 in memberships, and $29,000 in books and publications such as various engineering design standards and manuals of practice. It is anticipated that administrative costs will approximate budget at year-end. • Printing and Publication Expenses — Printing and Publication Expenses totaled $50,000 or 11.9 percent of the $415,000 budget through September 30. These costs are $22,000 or 30.8 percent lower at September 30 in comparison with the prior year, due to the increased incorporation of paperless processes and reports in response to the COVID-19 pandemic. Printing and publication costs are expected to be below budget at year-end. • Training and Meetings — Training and meetings of $97,000 are below target at 9.0 percent of the $1.1 million budget. This account is lower than the proportionate budget due to the timing and need for training throughout the year, and the limiting or canceling of in-person training and meetings in response to the COVID-19 pandemic. These costs have decreased over the same period last year by $32,000 or 25.1 percent. Total training and meeting costs are anticipated to be below budget at year-end. • Operating Materials and Supplies — Operating materials and supplies of $5.1 million is on target at 24.1 percent of the $21.3 million budget through September 30. Operating Materials and Supplies are higher than the prior year by $280,000 or 5.8 percent, primarily due to an increase in Odor Control of $137,000, Disinfection of $110,000, and Tools of $110,000, partially offset by a decrease in Chemical Coagulants of $186,000 due to the increase in operational efficiencies brought about by newly commissioned dewatering centrifuges. Based on current processes, operating materials and supplies are anticipated to approximate budget at year-end. • Contractual Services — Contractual services is below target at $4.2 million or 21.6 percent of the $19.2 million budget through September 30. Solids Removal costs, budgeted at $12.4 million, comprise the majority of this expense category at $2.9 million, or 23.8 percent of its budget at September 30. Contractual Services is lower by $330,000 or 7.4 percent over the same period last year, due to the decrease of $402,000 in Other Contractual Services as the result of a reduction in manhole rehabilitation, industrial cleaning, and digester assessment services, as well as costs reclassified to repairs and maintenance, and $80,000 in Solids Removal costs due to reduced biosolids production attributable to the new dewatering centrifuges. These decreases are partially offset by increases of $82,000 in Janitorial costs attributable to additional cleaning services for COVID-19, $43,000 Section 1 - Page 2 Table of Contents Consolidated Financial Reports in Other Waste Disposal for hazardous waste packing, transportation, and disposal, and $34,000 in Oxygen for liquid oxygen and associated vaporization system maintenance. County Service Fees totaled only $5,000 or 1.1 percent of the $489,000 budget through the first quarter as the preponderance of these fees are billed by the County in the fourth quarter. Total contractual services costs are anticipated to approximate budget at year-end. • Professional Services — Professional services costs totaled $657,000 or 11.4 percent of the $5.7 million budget through September 30. Professional service costs, such as Audit & Accounting, Environmental Scientific Consulting, Industrial Hygiene Services, and Labor Negotiation Services, are proportionately low through September 30 due to a variety of factors such as timing of services and re- evaluation of needs for services. These costs are $104,000 or 13.7 percent lower at September 30 in comparison with the prior year, mainly due to a decrease of $259,000 in Legal Services, offset by increases of $98,000 in Engineering Services and $64,000 in Software Program Consulting. It is anticipated that the costs for this category will be below budget at year-end. • Research and Monitoring — Research and monitoring costs totaled $672,000, or 51.5 percent of the $1.3 million budget through September 30. These costs are $48,000, or 6.6 percent lower at September 30 in comparison with the prior year, due to decreases of $46,000 in Air Quality Monitoring costs for emissions testing and $26,000 in Environmental Monitoring costs for ocean water quality analysis, offset by an increase of $25,000 in Research costs, reflecting the higher annual contribution to Southern California Coastal Water Research Project. Total research and monitoring costs approximate budget at year-end. • Repairs and Maintenance — Repair and maintenance costs totaled $8.2 million, or 28.8 percent of the $28.4 million budget through September 30. These costs are $691,000, or 9.3 percent higher at September 30 in comparison with the prior year, mainly for repair and maintenance services such as digester cleaning, mechanical rehabilitation and overhaul of primary clarifier tanks, as well as information technology software maintenance and support. It is anticipated that the costs for this category will approximate budget at year-end. • Utilities — Utilities costs totaled $2.5 million, or 30.5 percent of the $8.4 million budget through September 30. These costs are $190,000, or 8.1 percent higher at September 30 in comparison with the prior year, primarily due to an increase of $162,000 and $27,000 for Power and Water respectively, because of greater demand on these resources by the new biosolids dewatering centrifuges. In addition, utility costs in the first quarter are typically more than the proportionate budget through September 30 due to increased summer electricity rates administered by Southern California Edison in all three months of the first quarter. It is anticipated that the costs will approximate budget at year-end. • Other Operating Supplies — Other operating supplies costs totaled $896,000, or 24.1 percent of the $3.7 million budget through September 30. Property and Section 1 - Page 3 Table of Contents FY 2020-21 First Quarter Financial Report General Liability Insurance, budgeted at $2.2 million, comprise the majority of this expense category at $551,000. These costs are $121 ,000, or 28.2 percent higher at September 30 in comparison with the prior year, primarily due to an increase in budgeted in-lieu premium charges to maintain recommended reserve balances. In addition, Regulatory Operating Fees is $67,000 higher due to timing of payments for emission, equipment permit, and facility fees. It is anticipated that other operating supplies costs will approximate budget at year-end. • Revenues — Service Fees and Property Taxes — Through September 30, revenues from service fees are at $40,000, or 0.0 percent of the $298.1 million budget and property taxes are at $2.2 million, or 2.2 percent of the $99.9 million budget. These items comprise the majority of the Sanitation District's revenues and are mostly collected by the County through the property tax roll and distributed to the Sanitation District throughout the year based on a set distribution schedule that begins in November of each year. The low sewer service fee revenue is attributable to no sewer service fee apportionments scheduled or received from the County through the first quarter, while sewer service rebates have been issued for overcharges in prior years. The increase in service fee revenue of $33,000 at September 30 in comparison with the prior year is primarily due to a reduction in user fee rebates issued in the current period. The property tax revenue reduction of $86,000, or 3.7 percent over the prior period is the result of timing of property tax collections from the County, offset by the growth in assessed property values. These revenues are expected to approximate budget at year-end. • Revenues — Permittee User Fees — Permittee User Fees are at $2.2 million, or 17.1 percent of the $12.8 million budget. The revenues through the first quarter are lower than the same period last year by $1.1 million due to the actual discharge of industrial users being significantly less than the estimated billings in the prior year, largely in part to the impact COVID-19 had on these users' flow in the last quarter of the prior fiscal year. Additionally, the number of permittees fluctuates from year to year as businesses establish or cease their operations. Permit user fees revenues are expected to be below budget at year-end. • Revenues — Inter District Sewer Use — SAWPA and SBSD — Inter District Sewer revenues-SAWPA and SBSD are at $668,000, or 25.3 percent of the $2.6 million budget. This revenue is derived from charges to the Santa Ana Watershed Protection Agency (SAWPA) and Sunset Beach Sanitary District (SBSD) for treatment of flows. The revenues through the first quarter are lower than the same period last year by $58,000, or 8.1 percent due to a decrease in operation and maintenance charges, based on flows received from these agencies. These revenues are expected to approximate budget at year-end. • Revenues — Intra District Sewer Use — IRWD — Intra District Sewer revenues- IRWD are at $965,000, or 20.7 percent of the $4.7 million budget. This revenue is derived from charges to the Irvine Ranch Water District (IRWD) for treatment of flows. The revenues through the first quarter are lower than the same period last year by $204,000, or 17.5 percent, mainly due to a decrease of $129,000 in Section 1 - Page 4 Table of Contents Consolidated Financial Reports operating and maintenance charges to IRWD and an increase of $82,000 in interest income allocated to IRWD based on higher cash reserves held on behalf of this agency. These revenues are expected to approximate budget at year-end. • Revenues — Sludge Disposal — IRWD — Sludge Disposal-IRWD fees are at $2.7 million, or 44.4 percent of the $6.1 million budget. The revenue is for the handling, treatment, and disposal of solids derived from flows discharged by IRWD to the Sanitation District. The revenues through the first quarter are higher than the same period last year by $461,000, or 20.6 percent, mainly due to increased estimates of solids received from IRWD. The current fiscal year quarterly billing to IRWD is based on estimates. The budget reflects the anticipated completion of IRWD solids processing facilities that would cease solids to the OCSD line by the end of the second quarter. It is anticipated that IRWD sludge disposal revenues will approximate or be below budget at year-end. • Revenues — Capital Assessments — IRWD — Capital Assessments-IRWD are at $520,000, or 10.0 percent of the $5.2 million budget. The revenues through the first quarter are higher than the same period last year by $18,000 or 3.6 percent, mainly due to an increase in joint capital costs allocable to IRWD. It is estimated that IRWD capital assessments revenues will be below budget at year-end. • Revenues — Capital Facilities Capacity Charges (CFCC) — CFCC are at $1.4 million, or 6.9 percent of the $20.1 million budget. The revenues through the first quarter are lower than the same period last year by $1.9 million, or 58.2 percent, due to a substantial decrease in supplemental capital facilities capacity charges assessed to industrial dischargers, accompanied by a moderate decrease in connection fees collected from cities. This is likely due to COVID-19 and the resulting decrease in total building permit valuation as forecasted by Chapman University to be 19.1 percent in 2020. These revenues are expected to be below budget at year-end. • Revenues — Interest Earnings — Interest Earnings are at $1.8 million, or 13.3 percent of the $13.2 million budget. The revenues through the first quarter are lower than the same period last year by $4.0 million, or 69.6 percent due to lower yields earned on securities held in the investment portfolios. It is estimated that interest earnings will be below budget at year-end. • Revenues — CIP Reimbursements — CIP Reimbursements, budgeted at $11.6 million, has not recognized any revenues through September 30. This is $657,000 less than the same period last year and is due to timing of reimbursements for construction projects, such as the budgeted $5.4 million from Orange County Water District (OCWD) for P2-122 Headworks Modifications at Plant 2 for GWRS Final Expansion and $3.4 million from OCWD for J-117B Outfall Low Flow Pump Station. These revenues are expected to approximate or be below budget at year-end. Section 1 - Page 5 Table of Contents FY 2020-21 First Quarter Financial Report • Revenues — Wastehauler — Wastehauler revenues are at $149,000, or 19.8 percent of the $750,000 budget. This revenue is derived from fees charged to wastehaulers, allowing them to dump waste into the Sanitation District's system. The revenues through the first quarter are lower than the same period last year by $46,000, or 23.5 percent due to a decrease in waste dumping. These revenues are expected to approximate or be below budget at year-end. • Revenues — CNG Sales — CNG Sales revenues are at $48,000, or 12.0 percent of the $400,000 budget. This revenue is derived from public sales at the Sanitation District's Compressed Natural Gas (CNG) fueling station. The revenues through the first quarter are lower than the same period last year by $23,000, or 32.3 percent, presumably attributed to the decrease in commuting brought about by COVID-19. These revenues are expected to be below budget at year-end. • Revenues — Rents & Leases — Rents & Leases revenues are at $198,000, or 32.9 percent of the $600,000 budget. The revenues through the first quarter are lower than the same period last year by $29,000, or 12.9 percent due to less rent received as tenants move out of the properties acquired for construction of the new headquarters building. These revenues are expected to approximate budget at year-end. • Revenues — Other — Other revenues are at $98,000, or 3.9 percent of the $2.5 million budget. These revenues are $25,000 or 34.2 percent higher than the same period last year, primarily due to timing of receipts for non-operating revenues such as civil penalties and interest, procurement card rebates and settlements, and investigative cost reimbursements. These revenues are expected to approximate or be below budget at year-end. Section 1 - Page 6 Table of Contents Consolidated Financial Reports Comparison of First Quarter Cost per Million Gallon Results with Budget Last Five Years $2,600 $2,500 v N $2,400 C,.) v 64 0) N � � N Eft $2,300 M- N EA $2,200 LO LO N n N $2,100 N N EA 00 $2,000 o O N $1,900 N rn $1,800 $1,700 $1,600 $1,500 16-17 17-18 18-19 19-20 20-21 111 st Quarter []Fiscal Year Budget As demonstrated in the preceding graph for the current and each of the last four fiscal years, the cost per million gallons at the end of the first quarter has been between 2.2 and 13.7 percent lower than the annual budget. The FY 2020-21 first quarter cost per million gallons of $2,479 is 2.4 percent lower when compared with this year's budget. The increase in cost per million gallons of $83 from the previous year is primarily due to an increase in operating expenses, which are 3.1 percent higher than the same period last year, and a decrease in flows, which are 0.3 percent lower than the same period last year. Staff believes that overall operating costs will be at or slightly below budget at year-end. The total cost per million gallons at September 30 is $2,479 based on flows of 187 million gallons per day. This is $61 per million gallons, or 2.4 percent lower than the budgeted cost per million gallons of $2,540. There is an inverse relationship between the amount of flows and the cost per unit of collection, treatment, and disposal. Consequently, the lower cost per million gallons is due to net expenses being 2.1 percent less than the proportionate budget through September 30, partially offset by flows of 187 million gallons per day being 0.5 percent less than the budgeted flow of 188 million gallons per day. More detailed information on operating revenues, costs, and related information is provided within Section 2. Section 1 - Page 7 Table of Contents FY 2020-21 First Quarter Financial Report Following are data tables showing the last five years of Single Family Residential User Fees (SFR) and the cost per MG to collect, treat, and dispose of wastewater for OCSD and for similar agencies. The agencies used in the tables were determined to be those that most closely resembled OCSD in terms of services provided and treatment levels. The summaries demonstrate that OCSD's SFR and cost per million gallons are each one of the lowest in their respective groups. Benchmark Study Five-Year Single Family Residential Rate Rates as of July 2016 2017 2018 2019 2020 Agency SFR SFR SFR SFR SFR Notes San Francisco $ 842 $ 937 $ 988 $ 1,076 $ 1,169 Vallejo Sanitation/Flood Control District $ 520 $ 520 $ 585 $ 656 $ 715 City of Los Angeles $ 495 $ 527 $ 561 $ 597 $ 636 Note 1 Central Contra Costa Sanitary District $ 503 $ 530 $ 567 $ 598 $ 598 City of San Diego $ 573 $ 573 $ 573 $ 573 $ 573 Note 4 Dublin San Ramon Services District $ 382 $ 397 $ 423 $ 447 $ 469 Sacramento County $ 420 $ 432 $ 444 $ 444 $ 444 East Bay MUD $ 373 $ 391 $ 410 $ 423 $ 439 Union Sanitary District $ 380 $ 393 $ 407 $ 421 $ 455 City of Hayward $ 358 $ 375 $ 394 $ 412 $ 430 Orange County Sanitation District $ 327 $ 331 $ 335 $ 339 $ 339 Irvine Ranch Water District $ 309 $ 309 $ 309 $ 313 $ 313 Note 2 City of Fresno $ 309 $ 309 $ 309 $ 309 $ 309 Note 3 Oro Loma Sanitary District $ 221 $ 238 $ 256 $ 275 $ 296 Los Angeles County $ 182 $ 186 $ 191 $ 196 $ 213 Note 5 Notes: (1) - Data is for the typical SFR customer rate. (2) - Data represents the usage of 10 hundred cubic feet per unit. (3) - Data represents the minimum SFR rate not including flow. (4) - Data represents the base sewer fee plus the average usage of 9 hundred cubic feet per month. (5) - Data represents the Average Service Charge Rates for the prior fiscal year. Section 1 - Page 8 Table of Contents Consolidated Financial Reports Benchmark Study Five-Year Cost per MG FY 14-15 FY 15-16 FY 16-17 FY 17-18 FY 18-19 Agency Svc.Trt. Cost/MG Cost/MG Cost/MG Cost/MG Cost/MG Notes Vallejo Sanitation/Flood Control District B 3 $ 5,590 $ 5,396 $ 4,745 $ 5,393 $ 6,661 San Francisco B 3 $ 5,358 $ 5,268 $ 4,916 $ 5,295 $ 5,995 Union Sanitary District B 3 $ 3,911 $ 3,957 $ 4,039 $ 4,757 $ 4,838 City of San Diego B 4 $ 3,592 $ 3,606 $ 3,834 $ 4,147 $ 4,180 Central Contra Costa Sanitary District B 4 $ 6,281 $ 6,454 $ 6,081 $ 5,588 $ 3,980 Note 4 Dublin San Ramon Services District B 4 $ 2,522 $ 2,896 $ 2,961 $ 3,422 $ 3,692 City of Los Angeles B 4 $ 2,269 $ 2,452 $ 2,487 $ 2,329 $ 3,046 Note 2 Sacramento County T 4 $ 2,494 $ 2,571 $ 2,752 $ 2,831 $ 2,812 East Bay MUD T 3 $ 2,728 $ 2,599 $ 2,353 $ 3,137 $ 2,710 Note 3 Orange County Sanitation District B 3 $ 2,071 $ 2,110 $ 2,055 $ 2,069 $ 2,275 City of Fresno B 4 $ 1,629 $ 1,678 $ 1,796 $ 1,813 $ 1,945 Los Angeles County B 4 $ 1,239 $ 1,371 $ 1,151 $ 1,365 $ 1,506 Note 1 Legend for Service Provided and Treatment Level: B -Agency operates both collection and treatment facilities T-Agency provides treatment services but not collection 2-Advanced primary or primary with some secondary treatment 3-Secondary treatment 4-Advanced secondary or secondary with some tertiary treatment Notes: (1)- Does not include source control or overhead costs. (2)- 2017 Influent flow has not been reduced by the amount of sludge discharged to the sewers from DCTWRP and LAGW RP. (3)- Operating expense decreased $1.1 million. (4)- Operating expense decreased $36.4 million; $30.4 million due to an adjustment to the Sanitation District's Other Post Employment Benefit Plan (OPEB)-Transition to CalPers Health Insurance Section 1 - Page 9 Table of Contents FY 2020-21 First Quarter Financial Report Capital Outlay Review: $200,000,000 $150,000,000 $100,000,000 $50,000,000 $0 09/30/20 Actual Projected 2020-21 2020-21 Capital Outlay Capital Outlay Capital Outlay Cashflow Budget $27,862,355 $150,852,900 $147,562,000 As depicted by the preceding chart, Capital Outlays totaled $27.9 million or 18.9 percent of the capital outlay cash flow budget for FY 2020-21 as of September 30, 2020. Costs are proportionately low through the first quarter as some projects are still in the design phase or have experienced various delays or deferrals. Examples as of September 30 are Headworks Rehabilitation at Plant 1, which has a budget of $9.4 million but actual costs of $300,000, Ocean Outfall System Rehabilitation, which has a budget of $26.1 million but actual costs of $3.2 million, and Headquarters Complex, which has a budget of $6.3 million but actual costs of $115,000. Overall, the capital outlay costs of the capital improvement program are expected to approximate $150.9 million, or 102.2 percent of the capital outlay cash flow budget at year-end. More detailed information on the capital improvement program is provided within Section 3. Capital Assets Schedule and Debt Service Budget Review: Section 4 is the Capital Assets Schedule and Debt Service Section. This section shows the cost value of the Sanitation District's capital facilities at September 30, 2020, as well as the debt service costs resulting from the need to provide funding for the construction of capital facilities. The majority of principal payments on debt issues are due in February during the third quarter of each fiscal year. As of September 30, 2020, no principal payments have been made through the end of the first quarter. Total principal payments are expected to approximate budget at year-end. Interest costs are expensed ratably throughout the fiscal year. Interest expense is anticipated to approximate budget at year-end. Section 1 - Page 10 Table of Contents Consolidated Financial Reports Self-Insurance Budget Reviews: Section 5 is the Self-Insurance Section. Through September 30, the Self-Insurance Fund revenues totaled $705,000, or 33.6 percent of the budget, while expenses were $674,000, or 23.6 percent of the budget. Separate fund accounting is used for recording the revenue and expenses incurred in managing these liability claims. The revenues to these funds represent charges to operating divisions. Expenses to these funds include actual claims paid, claims administration, and excess loss policies. Section 1 - Page 11 Table of Contents FY 2020-21 First Quarter Financial Report This Page Intentionally Left Blank Section 1 - Page 12 Table of Contents Operating Budget Review Cost per Million Gallons by Department Budget and Actual September 30, 2020 $1,800 $1,600 $1,400 $1,200 $1,000 $800 $600 $400 $200 $0 a a�i c v c v c E o 2 a�i o a�i c a s E.0 W (6 E U) >U) w CL g Q w p� 0Budget OActual Collection, Treatment, & Disposal Expenses by Major Category Budget and Actual (in thousands) September 30, 2020 $80,000 $70,000 $60,000 $50,000 $40,000 $30,000 $20,000 $10,000 Lk rTI - $0 U) w to U7 U) U7 W O1 N U) V1 >0) UO1 O C� U) U U C d y > O Q 'U d Q O N C N N 06 a2f m X 4 X (n (n O M U) 45 (6 >' > KS m C 7 C .6 2 N.Q 06 E N _ •� a) O N ;n U) W C O O Q a) a C ~ ) Q OBudget OActual Section 2 - Page 1 Table of Contents FY 2020-21 First Quarter Financial Report Divisional Contributions to Cost Per Million Gallons For the Three Months Ended September 30, 2020 2020-21 09/30/18 09/30/19 Annual 09/30/20 Actual Actual Budget Actual Flow in Million Gallons 17,286.08 17,268.33 68,620.00 17,208.88 Flow in Million Gallons per Day 187.89 187.70 188.00 187.05 Executive Management Department General Management Administration $ 28.94 $ 33.90 $ 27.85 $ 27.48 Board Services 8.50 8.62 17.43 12.13 Public Affairs 13.74 16.84 18.95 15.66 Subtotal 51.18 59.36 64.23 55.27 Human Resources Department Human Resources 51.22 58.62 60.77 44.53 Risk Management/Safety/Security 68.34 77.04 57.23 50.30 Subtotal 119.56 135.66 118.00 94.83 Administrative Services Department Administrative Services 6.78 7.58 3.72 7.45 Consolidated Services - - 110.49 90.21 Financial Management 34.32 38.81 60.44 58.14 Contracts, Purchasing, &Materials Mgmt. 64.97 60.76 67.31 68.44 Information Technology 202.83 243.60 176.24 239.80 Subtotal 308.90 350.75 418.20 464.04 Environmental Services Department Environmental Services Administration 12.88 33.21 13.34 35.19 Resource Protection 83.11 77.56 89.34 81.70 Laboratory, Monitoring and Compliance 149.46 176.72 179.10 167.64 Subtotal 245.45 287.49 281.78 284.53 Engineering Department Engineering Administration 6.99 13.22 18.63 16.89 Planning 50.22 51.38 60.05 46.52 Project Management Office 42.65 65.18 61.17 61.22 Design 120.78 105.39 108.07 86.01 Construction Management 70.98 93.14 96.73 93.03 Subtotal 291.62 328.31 344.65 303.67 Operations&Maintenance Department Operations&Maintenance Administration 8.61 3.86 10.34 1.87 Collections Facilities O&M 194.08 160.12 224.94 182.77 Fleet Services 26.27 25.83 29.73 25.00 Plant No. 1 Operations 402.43 445.91 442.03 479.38 Plant No. 2 Operations 300.46 261.64 272.38 252.10 Plant No. 1 Maintenance 197.38 357.46 340.07 334.45 Maintenance Reliability and Planning 85.40 - - - Plant No. 2 Maintenance 156.85 279.25 295.26 292.54 Subtotal 1,371.48 1,534.07 1,614.75 1,568.11 Total Operating Expenses 2,388.19 2,695.64 2,841.61 2,770.45 Cost Allocation (305.76) (299.74) (301.61) (291.38) Net Operating Requirements $ 2,082.43 $ 2,395.90 $ 2,540.00 $ 2,479.07 Section 2 - Page 2 Table of Contents Operating Budget Review Comparison of Expenses by Department For the Three Months Ended September 30, 2020 2020-21 09/30/18 09/30/19 Year to Date Budget% Department and Division Actual Actual Budget 09/30/20 Realized Executive Management Department General Management Administration $ 500,317 $ 585,471 $ 1,910,830 $ 472,840 24.75% Board Services 146,867 148,781 1,195,850 208,682 17.45% Public Affairs 237,539 290,832 1,300,290 269,532 20.73% Subtotal 884,723 1,025,084 4,406,970 951,054 21.58% Human Resources Department Human Resources 885,374 1,012,301 4,169,885 766,293 18.38% Risk Management/Safety/Security 1,181,374 1,330,391 3,927,283 865,640 22.04% Subtotal 2,066,748 2,342,692 8,097,168 1,631,933 20.15% Administrative Services Department Administrative Services 117,171 130,873 255,180 128,223 50.25% Consolidated Services - - 7,582,154 1,552,414 20.47% Financial Management 593,289 670,249 4,147,493 1,000,514 24.12% Contracts, Purchasing, &Materials Mgmt. 1,123,009 1,049,256 4,619,006 1,177,730 25.50% Information Technology 3,506,102 4,206,492 12,093,310 4,126,727 34.12% Subtotal 5,339,571 6,056,870 28,697,143 7,985,608 27.83% Environmental Services Department Environmental Services Administration 222,718 573,469 915,720 605,630 66.14% Resource Protection 1,436,715 1,339,345 6,130,250 1,406,037 22.94% Laboratory, Monitoring and Compliance 2,583,600 3,051,597 12,289,727 2,884,969 23.47% Subtotal 4,243,033 4,964,411 19,335,697 4,896,636 25.32% Engineering Department Engineering Administration 120,828 228,357 1,278,080 290,687 22.74% Planning 868,073 887,257 4,120,560 800,525 19.43% Project Management Office 737,206 1,125,582 4,197,645 1,053,555 25.10% Design 2,087,898 1,819,922 7,416,060 1,480,157 19.96% Construction Management 1,226,924 1,608,438 6,637,750 1,600,982 24.12% Subtotal 5,040,929 5,669,556 23,650,095 5,225,906 22.10% Operations&Maintenance Department Operations&Maintenance Administration 148,869 66,693 709,620 32,176 4.53% Collections Facilities O&M 3,354,942 2,764,942 15,435,673 3,145,299 20.38% Fleet Services 454,126 446,011 2,040,071 430,164 21.09% Plant No. 1 Operations 6,956,506 7,700,099 30,331,900 8,249,611 27.20% Plant No. 2 Operations 5,193,785 4,518,161 18,690,716 4,338,364 23.21% Plant No. 1 Maintenance 3,411,921 6,172,705 23,335,730 5,755,499 24.66% Maintenance Reliability and Planning 1,476,165 - - - 0.00% Plant No. 2 Maintenance 2,711,247 4,822,142 20,260,443 5,034,229 24.85% Subtotal 23,707,561 26,490,753 110,804,153 26,985,342 24.35% Total Operating Expenses 41,282,565 46,549,366 194,991,226 47,676,479 24.45% Cost Allocation (5,285,554) (5,176,213) (20,825,710) (5,014,470) 24.08% Net Operating Requirements $ 35,997,011 $ 41,373,153 $ 174,165,516 $ 42,662,009 24.50% Section 2 - Page 3 Table of Contents FY 2020-21 First Quarter Financial Report Summary of Collection, Treatment, & Disposal Expenses by Major Category For the Three Months Ended September 30, 2020 Expense Expense Increase Increase Percent Budget Through Through (Decrease) (Decrease) Budget Remaining Description 2020-21 09/30/20 09/30/19 $ % Realized Budget Salary&Wages $ 79,271,100 18,586,099 17,994,172 $ 591,927 3.29% 23.45% $ 60,685,001 Employee Benefits 22,810,700 6,187,934 6,216,211 (28,277) -0.45% 27.13% 16,622,766 Administrative Expenses 2,034,004 532,979 780,131 (247,152) -31.68% 26.20% 1,501,025 Printing&Publication 415,375 49,612 71,705 (22,093) -30.81% 11.94% 365,763 Training&Meetings 1,076,761 97,059 129,506 (32,447) -25.05% 9.01% 979,702 Operating Materials&Supplies 21,460,704 5,129,250 4,848,888 280,362 5.78% 23.90% 16,331,454 Contractual Services 19,235,353 4,150,945 4,480,474 (329,529) -7.35% 21.58% 15,084,408 Professional Services 5,746,479 657,391 761,765 (104,374) -13.70% 11.44% 5,089,088 Research&Monitoring 1,304,700 671,879 719,513 (47,634) -6.62% 51.50% 632,821 Repairs&Maintenance 28,372,645 8,159,770 7,469,206 690,564 9.25% 28.76% 20,212,875 Utilities 8,364,954 2,547,235 2,356,960 190,275 8.07% 30.45% 5,817,719 Other Materials, Supplies, and Services 5,048,451 906,326 720,835 185,491 25.73% 17.95% 4,142,125 Net Cost Allocation (20,825,710) (5,014,470) (5,176,213) 161,743 -3.12% 24.08% (15,811,240) Net Operating Requirements 174,315,516 42,662,009 41,373,153 1,288,856 3.12% 24.47% 131,653,507 Gallonage Flow(MG) 68,620.00 17,208.88 17,268.33 (59.45) -0.34% Gallonage Flow(MGD) 188.00 187.05 187.70 (0.65) -0.35% Gallonage Flow($'s/MG) $2,540.00 $2,479.07 $2,395.90 $83.17 3.47% Section 2 - Page 4 Table of Contents Operating Budget Review Summary of Revenues For the Three Months Ended September 30, 2020 Revenue Percent Revenue Increase Increase Budget Through Budget Remaining Through (Decrease) (Decrease) Description 2020-21 09/30/20 Realized Budget 09/30/19 $ % Service Fees $298,144,470 $ 40,083 0.01% $298,104,387 $ 7,095 $ 32,988 464.95% Permit Fees 12,845,756 2,190,682 17.05% 10,655,074 3,289,220 (1,098,538) -33.40% Inter District Sewer Use-SAWPA&SBSD 2,639,000 667,650 25.30% 1,971,350 726,065 (58,415) -8.05% Intra District Sewer Use-IRWD 4,655,516 964,502 20.72% 3,691,014 1,168,597 (204,095) -17.46% Sludge Disposal-IRWD 6,100,000 2,705,266 44.35% 3,394,734 2,244,149 461,117 20.55% Capital Assessments-IRWD 5,194,000 520,230 10.02% 4,673,770 502,008 18,222 3.63% Capital Facilities Capacity Charges 20,125,170 1,390,677 6.91% 18,734,493 3,324,839 (1,934,162) -58.17% Property Taxes 99,935,520 2,241,318 2.24% 97,694,202 2,326,912 (85,594) -3.68% Interest Earnings 13,177,000 1,757,304 13.34% 11,419,696 5,788,216 (4,030,912) -69.64% CIP Reimbursements 11,643,517 - 0.00% 11,643,517 657,477 (657,477) -100.00% Wastehauler 750,000 148,666 19.82% 601,334 194,244 (45,578) -23.46% Grant Revenue 464,000 - 0.00% 464,000 - - 0.00% CNG Sales 400,000 47,821 11.96% 352,179 70,670 (22,849) -32.33% Rents&Leases 600,000 197,660 32.94% 402,340 226,838 (29,178) -12.86% Other Revenues 2,485,671 98,007 3.94% 2,387,664 73,051 24,956 34.16% Power Sales 25,000 10,477 41.91% 14,523 32,306 (21,829) -67.57% Other Sales 50,000 983 1.97% 49,017 8,867 (7,884) -88.91% Total Revenues $479,234,620 $ 12,981,326 2.71% $466,253,294 $ 20,640,554 $ (7,659,228) -37.11% Section 2 - Page 5 Table of Contents FY 2020-21 First Quarter Financial Report Summary of Collection, Treatment, & Disposal Expenses by Line Item For the Three Months Ended September 30, 2020 Expense Percent Expense Increase Increase Budget Through Budget Remaining Through (Decrease) (Decrease) Description 2020-21 09/30/20 Expensed Budget 09/30/19 $ % Salaries,Wages&Benefits Salaries&Wages $ 79,271,100 $ 18,586,099 23.45% $ 60,685,001 $ 17,994,172 $ 591,927 3.29% Employee Benefits Retirement 11,685,000 3,046,351 26.07% 8,638,649 3,073,082 (26,731) -0.87% Group Insurances 9,705,500 2,721,516 28.04% 6,983,984 2,715,032 6,484 0.24% Tuition&Certification Reimb 138,400 19,216 13.88% 119,184 20,241 (1,025) -5.06% Edu.degrees,Cert.&Lic. 542,600 164,950 30.40% 377,650 157,169 7,781 4.95% Uniform Rental 107,600 26,667 24.78% 80,933 29,322 (2,655) -9.05% Workers'Compensation 518,900 129,703 25.00% 389,197 194,998 (65,295) -33.48% Unemployment Insurance 2,300 51,381 2233.96% (49,081) 328 51,053 15564.94% EMT Supplemental Benefits 110,400 28,150 25.50% 82,250 26,039 2,111 8.11% Total Benefits 22,810,700 6,187,934 27.13% 16,622,766 6,216,211 (28,277) -0.45% Salaries,Wages&Benefits 102,081,800 24,774,033 24.27% 77,307,767 24,210,383 563,650 2.33% Matl,Supply,&Services Administrative Expenses Memberships 598,217 277,300 46.35% 320,917 320,515 (43,215) -13.48% Office Exp-Supplies 64,655 5,845 9.04% 58,810 15,832 (9,987) -63.08% Postage 32,700 11,397 34.85% 21,303 7,097 4,300 60.59% Books&Publications 44,352 7,035 15.86% 37,317 35,617 (28,582) -80.25% Forms 580 - 0.00% 580 - N/A Small Computer Items 925,500 190,140 20.54% 735,360 350,785 (160,645) -45.80% Minor Furniture&Fixtures 368,000 41,262 11.21% 326,738 50,285 (9,023) -17.94% Subtotal 2,034,004 532,979 26.20% 1,501,025 780,131 (247,152) -31.68% Printing&Publication Repro-In-House 230,375 37,622 16.33% 192,753 58,805 (21,183) -36.02% Printing-Outside 47,950 8,154 17.01% 39,796 2,200 5,954 270.64% Notices&Ads 137,000 3,836 2.80% 133,164 10,700 (6,864) -64.15% Photo Processing 50 - 0.00% 50 - N/A Subtotal 415,375 49,612 11.94% 365,763 71,705 (22,093) -30.81% Training&Meetings Meetings 167,796 2,230 1.33% 165,566 23,932 (21,702) -90.68% Training 908,965 94,829 10.43% 814,136 105,574 (10,745) -10.18% Subtotal 1,076,761 97,059 9.01% 979,702 129,506 (32,447) -25.05% Operating Mat'Is&Supplies Chemical Coagulants 10,550,546 2,470,859 23.42% 8,079,687 2,656,756 (185,897) -7.00% Odor Control 6,907,776 1,630,570 23.60% 5,277,206 1,493,511 137,059 9.18% Disinfection 218,000 173,091 79.40% 44,909 63,200 109,891 173.88% Chemicals-Misc&Cogen 418,000 75,097 17.97% 342,903 72,115 2,982 4.14% Gasoline,Diesel&Oil 554,633 135,462 24.42% 419,171 120,227 15,235 12.67% Tools 923,230 213,333 23.11% 709,897 103,645 109,688 105.83% Safety equipment/tools 731,637 156,032 21.33% 575,605 129,730 26,302 20.27% Solv,Paints&Jan.Supplies 111,053 27,602 24.85% 83,451 31,603 (4,001) -12.66% Lab Chemicals&Supplies 652,969 155,402 23.80% 497,567 149,353 6,049 4.05% Misc.Operating Supplies 166,360 87,197 52.41% 79,163 27,703 59,494 214.76% Property Tax Fees 76,500 4,605 6.02% 71,895 1,045 3,560 340.67% Subtotal 21,310,704 5,129,250 24.07% 16,181,454 4,848,888 280,362 5.78% Contractual Services Solids Removal 12,380,000 2,940,211 23.75% 9,439,789 3,019,756 (79,545) -2.63% Other Waste Disposal 899,500 222,783 24.77% 676,717 179,945 42,838 23.81% Groundskeeping 200,000 42,906 21.45% 157,094 49,562 (6,656) -13.43% Janitorial 495,000 211,295 42.69% 283,705 129,636 81,659 62.99% Outside Lab Services 286,750 36,047 12.57% 250,703 35,592 455 1.28% Oxygen 335,000 128,006 38.21% 206,994 93,789 34,217 36.48% County Service Fee 489,003 5,137 1.05% 483,866 4,560 577 12.65% Temporary Services 481,360 82,546 17.15% 398,814 86,676 (4,130) -4.76% Security Services 1,600,000 414,128 25.88% 1,185,872 411,424 2,704 0.66% Other 2,068,740 67,886 3.28% 2,000,854 469,534 (401,648) -85.54% Subtotal 19,235,353 4,150,945 21.58% 15,084,408 4,480,474 (329,529) -7.35% (Continued) Section 2- Page 6 Table of Contents Operating Budget Review Summary of Collection, Treatment, &Disposal Expenses by Line Item For the Three Months Ended September 30, 2020 Expense Percent Expense Increase Increase Budget Through Budget Remaining Through (Decrease) (Decrease) Description 2020-21 09/30/20 Expensed Budget 09/30/19 $ % Continued: Professional Services Legal 1,620,290 44,222 2.73% 1,576,068 303,212 (258,990) -85.42% Audit&Accounting 225,400 28,465 12.63% 196,935 31,925 (3,460) -10.84% Engineering 980,000 167,398 17.08% 812,602 69,894 97,504 139.50% Enviro Scientific Consulting 265,000 4,130 1.56% 260,870 388 3,742 964.43% Software Prgm Consulting 305,000 193,395 63.41% 111,605 129,033 64,362 49.88% Advocacy Efforts 187,685 35,100 18.70% 152,585 42,400 (7,300) -17.22% Industrial Hygiene Services 50,000 - 0.00% 50,000 110 (110) -100.00% Labor Negotiation Services 30,000 - 0.00% 30,000 28,748 (28,748) -100.00% Other 2,083,104 184,681 8.87% 1,898,423 156,055 28,626 18.34% Subtotal 5,746,479 657,391 11.44% 5,089,088 761,765 (104,374) -13.70% Research&Monitoring Environmental Monitoring 654,700 150,018 22.91% 504,682 176,467 (26,449) -14.99% Air Quality Monitoring 150,000 21,861 14.57% 128,139 68,046 (46,185) -67.87% Research 500,000 500,000 100.00% - 475,000 25,000 5.26% Subtotal 1,304,700 671,879 51.50% 632,821 719,513 (47,634) -6.62% Repairs&Maintenance Materials&Services 23,891,620 5,856,209 24.51% 18,035,411 5,409,985 446,224 8.25% Svc.Mtc.Agreements 4,481,025 2,303,561 51.41% 2,177,464 2,059,221 244,340 11.87% Subtotal 28,372,645 8,159,770 28.76% 20,212,875 7,469,206 690,564 9.25% Utilities Telephone 505,971 127,617 25.22% 378,354 127,794 (177) -0.14% Diesel For Generators 42,500 3,165 7.45% 39,335 5,635 (2,470) -43.83% Natural Gas 710,801 247,341 34.80% 463,460 242,957 4,384 1.80% Power 6,064,165 1,899,956 31.33% 4,164,209 1,738,100 161,856 9.31% Water 1,041,517 269,156 25.84% 772,361 242,474 26,682 11.00% Subtotal 8,364,954 2,547,235 30.45% 5,817,719 2,356,960 190,275 8.07% Other Operating Supplies Outside Equip Rental 100,000 8,520 8.52% 91,480 21,766 (13,246) -60.86% Insurance Premiums 30,000 31,451 104.84% (1,451) 28,501 2,950 10.35% Prop&Gen Liab Insurance 2,205,000 551,241 25.00% 1,653,759 429,999 121,242 28.20% Freight 100,000 45,804 45.80% 54,196 22,562 23,242 103.01% Misc.Operating Expense 304,457 73,236 24.05% 231,221 63,728 9,508 14.92% Regulatory Operating Fees 976,600 186,060 19.05% 790,540 118,791 67,269 56.63% Subtotal 3,716,057 896,312 24.12% 2,819,745 685,347 210,965 30.78% General Mgr Contingency &Reappropriations 1,195,574 - 0.00% 1,195,574 - - N/A Other Non-Oper Expense 136,820 10,014 7.32% 126,806 35,488 (25,474) -71.78% Total Materials, Supplies&Services 92,909,426 22,902,446 24.65% 70,006,980 22,338,983 563,463 2.52% Total Expenditures 194,991,226 47,676,479 24.45% 147,314,747 46,549,366 1,127,113 2.42% Cost Allocation (20,825,710) (5,014,470) 24.08% (15,811,240) (5,176,213) 161,743 3.12% Net Operating Requirements $ 174,165,516 $ 42,662,009 24.50% $ 131,503,507 $ 41,373,153 $ 1,288,856 3.12% Section 2- Page 7 Table of Contents FY 2020-21 First Quarter Financial Report Summary of Collection, Treatment, & Disposal Expenses by Process For the Three Months Ended September 30, 2020 Increase Increase Actual Actual (Decrease) (Decrease) 09/30/20 09/30/19 $ % Process: Preliminary Treatment $ 3,036,592 $ 1,729,329 $ 1,307,263 75.59% Primary Treatment 4,691,716 6,252,735 (1,561,019) -24.97% Secondary Treatment 2,810,940 2,738,688 72,252 2.64% Cryogenic Plant (Plant 2) 260,474 190,774 69,700 36.54% Effluent Disposal 293,220 183,311 109,909 59.96% Solids Handling 11,240,485 12,425,127 (1,184,642) -9.53% Cogeneration 5,013,827 4,659,215 354,612 7.61% Utilities 1,292,600 948,216 344,384 36.32% Electrical Distribution 540,508 418,488 122,020 29.16% Miscellaneous Buildings 2,926,468 2,457,228 469,240 19.10% External Location 163,253 87,689 75,564 86.17% Nerissa Vessel 68,865 66,771 2,094 3.14% Laboratory 4,586,642 4,451,240 135,402 3.04% Collections 5,736,419 4,764,342 972,077 20.40% Net Operating Requirements $ 42,662,009 $ 41,373,153 $ 1,288,856 3.12% Section 2 - Page 8 Table of Contents Operating Budget Review Staffing Trends Full Time Equivalents September 30, 2020 700 627 635 636 640 639 650 --- 32 22 34 31 600 49 550 603 614 606 608 578 500 450 / 6/30/17 6/30/18 6/30/19 6/30/20 9/30/20 OActual O Vacant At September 30, 2020, the total head count was 619 employees, or a full time equivalency of 608. Section 2 - Page 9 Table of Contents FY 2020-21 First Quarter Financial Report This Page Intentionally Left Blank Section 2 - Page 10 Table of Contents Capital Improvement Program Budget Review Capital Improvement Program By Process Area and Project Driver For the Three Months Ended September 30, 2020 OCollections Facilities: 40.6% ❑Liquid Treatment: 43.0% ❑Solids Handling &Digestion: 1.3% ❑Utility Systems: 3.5% ❑Support Facilities: 3.9% ❑Other: 7.7% Total Capital Improvement Outlays -$27,862,355 ORehabilitation and Replacement: 61.3% oStrategic Initiatives: 23.5% ❑Additional Capacity: 11.5% ❑Regulatory: 3.7% Total Capital Improvement Outlays -$27,862,355 Section 3 - Page 1 Table of Contents FY 2020-21 First Quarter Financial Report Summary of Capital Improvement Construction Requirements - Current Year For the Three Months Ended September 30, 2020 2020-21 2020-21 2020-21 Cashflow Actual at Projected Budget 9/30/2020 Outlay Collection System Improvement Proiects Collections Facilities Taft Branch Capacity Improvements 314,739 19,052 79,100 Newhope- Placentia Trunk Grade Separation Replacement 92,123 - 1,200 Newhope-Placentia Trunk Replacement 18,441,383 5,730,921 16,761,200 Westminster Blvd Force Main Replacement 11,561,567 4,822,876 19,448,800 Rehabilitation of Western Regional Sewers 5,711,536 145,559 4,429,400 Interstate 405 Widening Project Impacts on OCSD Sewers 35,032 12,771 15,500 Seal Beach Pump Station Replacement 3,427,428 27,525 2,608,400 Bay Bridge Pump Station Replacement 5,684,572 183,004 3,887,200 Newport Beach Pump Station Pressurization Improvements 378,513 41,706 320,800 District 6 Trunk Sewer Relief 30,036 - - Gisler Red-Hill Interceptor& Baker Force Main Rehabilitation 823,405 29,053 870,900 MacArthur Force Main Improvement 45,631 6,415 22,300 Edinger Pump Station Replacement 102,369 - 52,400 Small Construction Projects Program - Collections 1,771,201 171,453 991,400 Operations & Maintenance Capital Program - Collections - - 221,400 Planning Studies Program - Collections - 24,791 204,300 SARI Rock Stabilizers Removal 45,869 11,641 37,200 Sunflower and Red Hill Interceptor Repairs 359,017 79,290 302,000 Total Collection System Improvement Projects 48,824,421 11,306,057 50,253,500 (Continued) Section 3 - Page 2 Table of Contents Capital Improvement Program Budget Review Summary of Capital Improvement Construction Requirements - Current Year For the Three Months Ended September 30, 2020 2020-21 2020-21 2020-21 Cashflow Actual at Projected Budget 9/30/2020 Outlay Treatment& Disposal Projects Headworks Headworks Rehabilitation at Plant 1 9,418,986 300,474 6,268,400 Headworks Modifications at P2 for GW RS Final Expansion 5,413,951 1,872,238 5,853,200 Subtotal - Headworks 14,832,937 2,172,712 12,121,600 Primary Treatment Primary Sedimentation Basins 3-5 Replacement at Plant 1 61,054 - 110,400 Primary Sedimentation Basins 6-31 Reliability Improv at P1 1,291,277 144,256 775,800 Primary Treatment Rehabilitation at Plant 2 8,087,122 1,980,354 6,473,600 Subtotal - Primary Treatment 9,439,453 2,124,610 7,359,800 Secondary Treatment Return Activated Sludge Piping Replacement at Plant 1 5,566,916 3,562,990 5,151,200 Return Activated Sludge Piping Replacement at Plant 2 6,075,061 915,814 6,048,200 Subtotal -Secondary Treatment 11,641,977 4,478,804 11,199,400 Solids Handling & Digestion Sludge Dewatering and Odor Control at Plant 1 896,419 70,923 246,000 Digester Ferric Chloride Piping Replacement at Plant 1 170,893 65,574 173,600 Sludge Dewatering and Odor Control at Plant 2 5,216,415 165,466 1,068,300 Interim Food Waste Receiving Facility 1,058,172 10,307 88,500 TPAD Digester Facility at Plant 2 1,787,669 57,762 2,091,100 Digesters Rehabilitation at Plant No. 2 589,432 - 89,500 Subtotal -Solids Handling & Digestion 9,719,000 370,032 3,757,000 Ocean Outfall Systems Ocean Outfall System Rehabilitation 26,108,350 3,213,645 29,848,500 Sodium Bisulfite Station Rehabilitation at Plant 2 101,848 - 51,900 Subtotal -Ocean Outfall Systems 26,210,198 3,213,645 29,900,400 Utility Systems Electrical Power Distribution System Improvements 1,823,293 209,238 1,630,600 Digester Gas Facilities Rehabilitation 4,282,106 535,304 5,357,100 Natural Gas Pipelines Replacement at Plants 1 and 2 1,038,492 52,930 1,012,000 Central Generation Engine Overhauls at Plants 1 and 2 291,727 - 186,600 Uninterruptable Power Supply Improvements at Plant 1 928,600 97,447 697,600 Consolidated Demolition and Utility Improvements at P2 914,715 11,055 267,600 Warehouse, Electrical, & 12kV Sery Center Replace at P2 717,257 76,409 1,347,600 Subtotal - Utility Systems 9,996,190 982,383 10,499,100 (Continued) Section 3 - Page 3 Table of Contents FY 2020-21 First Quarter Financial Report Summary of Capital Improvement Construction Requirements - Current Year For the Three Months Ended September 30, 2020 2020-21 2020-21 2020-21 Cashflow Actual at Projected Budget 9/30/2020 Outlay Process Related Special Projects Safety Improvements Program 1,326,635 568,919 649,800 Subtotal - Process Related Special Projects 1,326,635 568,919 649,800 Information Management Systems Process Control Systems Upgrades 10,000 - - Project Management Information System 306,250 2,270 217,000 Information Technology Capital Program 3,061,700 154,433 586,100 Geographic Information System 59,707 117,164 149,500 EAM Software and Process Implementation - 154,823 843,000 Process Control Systems Upgrades Study 1,355,751 185,302 1,166,700 Subtotal - Information Management Systems 4,793,408 613,992 2,962,300 Strategic& Master Planning Planning Studies Program 5,818,770 222,941 4,936,000 Subtotal -Strategic & Master Planning 5,818,770 222,941 4,936,000 Water Management Projects GWRS Final Expansion Coordination 243,477 71,506 258,500 Subtotal -Water Management Projects 243,477 71,506 258,500 Research Research Program 931,220 23,118 562,400 Subtotal - Research 931,220 23,118 562,400 Support Facilities Small Construction Projects Program 6,668,877 504,651 3,243,000 Operations & Maintenance Capital Program 1,442,561 366,005 930,500 Fleet Services UST Leak Remediation at Plant 1 - 112 200 Title 24 Access Compliance and Building Rehab Project 575,678 17,477 175,400 Headquarters Complex 6,339,527 115,213 6,156,500 South Perimeter Security& Utility Improvements at Plant 1 680,311 68,648 709,300 Support Buildings Seismic Improvements at Plant 1 259,739 - 89,800 Subtotal -Support Facilities 15,966,693 1,072,106 11,304,700 (Continued) Section 3 - Page 4 Table of Contents Capital Improvement Program Budget Review Summary of Capital Improvement Construction Requirements - Current Year For the Three Months Ended September 30, 2020 2020-21 2020-21 2020-21 Cashflow Actual at Projected Budget 9/30/2020 Outlay Others Capital Improvement Program Management Services 26,901 781 10,800 Subtotal -Others 26,901 781 10,800 Total Treatment and Disposal Projects 110,946,859 15,931,091 95,537,600 Capital Equipment Purchases 5,061,800 625,207 5,061,800 Total Collection, Treatment and Disposal Projects and Capital Equipment Purchases 164,833,080 27,862,355 150,852,900 Less: Savings and Deferrals (17,271,000) - - Net Collection, Treatment and Disposal Projects and Capital Equipment Purchases $147,562,080 $ 27,862,355 $150,852,900 Section 3 - Page 5 Table of Contents FY 2020-21 First Quarter Financial Report Summary of Capital Improvement Construction Requirements - Project Life For the Three Months Ended September 30, 2020 Current Total Approved June 30,2020 Year Projected Remaining Project Accumulated Projected Cost at Future Budget Cost Cost June 30,2021 Budget Collection System Improvement Projects Collections Facilities Santa Ana Trunk Sewer Rehabilitation 54,620,000 54,620,000 Greenville-Sullivan Trunk Improvements 48,600,000 48,600,000 Taft Branch Capacity Improvements 14,000,000 56,207 79,100 135,307 13,864,693 Newhope-Placentia Trunk Grade Separation Replacement 4,300,000 4,201,046 1,200 4,202,246 97,754 Newhope-Place ntia Trunk Replacement 112,000,000 84,639,453 16,761,200 101,400,653 10,599,347 Yorba Linda Dosing Station Installation 14,080,000 - - - 14,080,000 Beach Relief/Knott/Miller Holder Trunk Rehabilitation 35,132,000 - - - 35,132,000 Westminster Blvd Force Main Replacement 44,000,000 11,848,266 19,448,800 31,297,066 12,702,934 Rehabilitation of Western Regional Sewers 70,000,000 18,006,959 4,429,400 22,436,359 47,563,641 Interstate 405 Widening Project Impacts on OCSD Sewers 250,000 120,181 15,500 135,681 114,319 Seal Beach Pump Station Replacement 78,900,000 1,227,409 2,608,400 3,835,809 75,064,191 Los Alamitos Sub-Trunk Extension 84,124,000 - - - 84,124,000 Crystal Cove Pump Station Rehabilitation 13,200,000 - - - 13,200,000 Bay Bridge Pump Station Replacement 74,000,000 1,105,544 3,887,200 4,992,744 69,007,256 Newport Beach Pump Station Pressurization Improvements 4,300,000 118,338 320,800 439,138 3,860,862 District 6 Trunk Sewer Relief 7,250,000 7,154,952 - 7,154,952 95,048 MacArthur Pump Station Rehabilitation 9,800,000 - - 9,800,000 Main Street Pump Station Rehabilitation 39,450,000 - - - 39,450,000 Gisler Red-Hill Interceptor&Baker Force Main Rehabilitation 21,000,000 75,383 870,900 946,283 20,053,717 MacArthur Force Main Improvement 2,468,000 - 22,300 22,300 2,445,700 North Trunk Improvements 9,200,000 - - 9,200,000 Edinger Pump Station Replacement 10,153,000 52,400 52,400 10,100,600 Slater Pump Station Rehabilitation 26,622,000 - - - 26,622,000 Small Construction Projects Program-Collections 10,103,000 4,753,104 991,400 5,744,504 4,358,496 Operations&Maintenance Capital Program-Collections 623,000 153,952 221,400 375,352 247,648 Planning Studies Program-Collections 4,259,000 3,480,009 204,300 3,684,309 574,691 Research Program-Collections 154,000 46,250 - 46,250 107,750 SARI Rock Stabilizers Removal 4,860,000 3,699,556 37,200 3,736,756 1,123,244 Sunflower and Red Hill Interceptor Repairs 4,700,000 218,182 302,000 520,182 4,179,818 Total Collection System Improvement Projects 802,148,000 140,904,791 50,253,500 191,158,291 610,989,709 (Continued) Section 3 - Page 6 Table of Contents Capital Improvement Program Budget Review Summary of Capital Improvement Construction Requirements - Project Life For the Three Months Ended September 30, 2020 Current Total Approved June 30,2020 Year Projected Remaining Project Accumulated Projected Cost at Future Budget Cost Cost June 30,2021 Budget Treatment&Disposal Projects Headworks Headworks Rehabilitation at Plant 1 406,000,000 29,367,809 6,268,400 35,636,209 370,363,791 Headworks Modifications at P2 for GWRS Final Expansion 32,000,000 8,077,454 5,853,200 13,930,654 18,069,346 Subtotal-Headworks 438,000,000 37,445,263 12,121,600 49,566,863 388,433,137 Primary Treatment Primary Sedimentation Basins 3-5 Replacement at Plant 1 117,700,000 523,034 110,400 633,434 117,066,566 Primary Sedimentation Basins 6-31 Reliability Improv at P1 10,100,000 945,035 775,800 1,720,835 8,379,165 Primary Treatment Rehabilitation at Plant 2 237,000,000 28,788,870 6,473,600 35,262,470 201,737,530 B/C-Side Primary Clarifiers Rehabilitation at Plant 2 279,842,000 - - - 279,842,000 Subtotal-Primary Treatment 644,642,000 30,256,939 7,359,800 37,616,739 607,025,261 Secondary Treatment Return Activated Sludge Piping Replacement at Plant 1 10,300,000 4,038,731 5,151,200 9,189,931 1,110,069 Return Activated Sludge Piping Replacement at Plant 2 10,800,000 2,029,755 6,048,200 8,077,955 2,722,045 Activated Sludge Aeration Basin Rehabilitation at Plant 2 65,600,000 - - - 65,600,000 Subtotal-Secondary Treatment 86,700,000 6,068,486 11,199,400 17,267,886 69,432,114 Solids Handling&Digestion Sludge Dewatering and Odor Control at Plant 1 197,000,000 195,780,280 246,000 196,026,280 973,720 Digester Ferric Chloride Piping Replacement at Plant 1 1,360,000 124,687 173,600 298,287 1,061,713 Sludge Dewatering and Odor Control at Plant 2 90,477,000 85,102,044 1,068,300 86,170,344 4,306,656 Interim Food Waste Receiving Facility 6,300,000 1,289,539 88,500 1,378,039 4,921,961 TPAD Digester Facility at Plant 2 455,000,000 503,810 2,091,100 2,594,910 452,405,090 Digester P,Q, R,and S Replacement 165,900,000 - - - 165,900,000 Digesters Rehabilitation at Plant No.2 40,632,000 - 89,500 89,500 40,542,500 Subtotal-Solids Handling&Digestion 956,669,000 282,800,360 3,757,000 286,557,360 670,111,640 Ocean Outfall Systems Ocean Outfall System Rehabilitation 166,000,000 58,201,457 29,848,500 88,049,957 77,950,043 Sodium Bisulfite Station Rehabilitation at Plant 2 3,834,000 - 51,900 51,900 3,782,100 Subtotal-Ocean Outfall Systems 169,834,000 58,201,457 29,900,400 88,101,857 81,732,143 Utility Systems Electrical Power Distribution System Improvements 26,500,000 388,036 1,630,600 2,018,636 24,481,364 Digester Gas Facilities Rehabilitation 173,000,000 8,304,560 5,357,100 13,661,660 159,338,340 Natural Gas Pipelines Replacement at Plants 1 and 2 1,610,000 471,007 1,012,000 1,483,007 126,993 Central Generation Engine Overhauls at Plants 1 and 2 26,000,000 - 186,600 186,600 25,813,400 Power Building Structural Seismic Improv at Plants 1 &2 7,080,000 - - 7,080,000 (Continued) Section 3 - Page 7 Table of Contents FY 2020-21 First Quarter Financial Report Summary of Capital Improvement Construction Requirements - Project Life For the Three Months Ended September 30, 2020 Current Total Approved June 30,2020 Year Projected Remaining Project Accumulated Projected Cost at Future Budget Cost Cost June 30,2021 Budget Utility Systems(continued) Central Generation Rehabilitation at Plant 1 68,452,000 - - - 68,452,000 Uninterruptable Power Supply Improvements at Plant 1 7,000,000 444,334 697,600 1,141,934 5,858,066 12.47 kV Switchgear Replacement at CenGen at Plant 1 14,800,000 - - - 14,800,000 Network and Server Relocation at Plant 1 3,027,000 - - - 3,027,000 Consolidated Demolition and Utility Improvements at P2 30,000,000 29,343,019 267,600 29,610,619 389,381 Central Generation Rehabilitation at Plant 2 108,000,000 - - - 108,000,000 Warehouse, Electrical,&12kV Sery Center Replace at P2 65,000,000 - 1,347,600 1,347,600 63,652,400 Subtotal-Utility Systems 530,469,000 38,950,956 10,499,100 49,450,056 481,018,944 Process Related Special Projects Safety Improvements Program 16,000,000 14,598,193 649,800 15,247,993 752,007 Subtotal-Process Related Special Projects 16,000,000 14,598,193 649,800 15,247,993 752,007 Information Management Systems Process Control Systems Upgrades 33,000,000 - - - 33,000,000 Project Management Information System 2,280,000 1,311,043 217,000 1,528,043 751,957 Information Technology Capital Program 10,000,000 1,265,752 586,100 1,851,852 8,148,148 Geographic Information System 4,700,000 3,370,462 149,500 3,519,962 1,180,038 EAM Software and Process Implementation 7,500,000 5,592,229 843,000 6,435,229 1,064,771 Process Control Systems Upgrades Study 3,400,000 1,810,226 1,166,700 2,976,926 423,074 Subtotal-Information Management Systems 60,880,000 13,349,712 2,962,300 16,312,012 44,567,988 Strategic&Master Planning Planning Studies Program 24,393,000 10,548,748 4,936,000 15,484,748 8,908,252 Subtotal-Strategic&Master Planning 24,393,000 10,548,748 4,936,000 15,484,748 8,908,252 Water Management Projects GWRS Final Expansion Coordination 1,132,000 409,905 258,500 668,405 463,595 Subtotal-Water Management Projects 1,132,000 409,905 258,500 668,405 463,595 Research Research Program 8,346,000 898,471 562,400 1,460,871 6,885,129 Subtotal-Research 8,346,000 898,471 562,400 1,460,871 6,885,129 (Continued) Section 3 - Page 8 Table of Contents Capital Improvement Program Budget Review Summary of Capital Improvement Construction Requirements - Project Life For the Three Months Ended September 30, 2020 Current Total Approved June 30,2020 Year Projected Remaining Project Accumulated Projected Cost at Future Budget Cost Cost June 30,2021 Budget Support Facilities Small Construction Projects Program 39,945,000 14,794,320 3,243,000 18,037,320 21,907,680 Operations&Maintenance Capital Program 14,999,000 2,232,839 930,500 3,163,339 11,835,661 Fleet Services UST Leak Remediation at Plant 1 14,952,000 1,202,456 200 1,202,656 13,749,344 Laboratory Rehabilitation at Plant 1 44,200,000 - - - 44,200,000 Title 24 Access Compliance and Building Rehab Project 18,400,000 17,648,352 175,400 17,823,752 576,248 Headquarters Complex 167,500,000 30,390,098 6,156,500 36,546,598 130,953,402 South Perimeter Security&Utility Improvements at Plant 1 10,000,000 1,171,563 709,300 1,880,863 8,119,137 Support Buildings Seismic Improvements at Plant 1 23,730,000 - 89,800 89,800 23,640,200 Collections Yard Relocation 1,840,000 - - 1,840,000 Operations and Maintenance Complex at Plant 2 95,000,000 - - - 95,000,000 Subtotal-Support Facilities 430,566,000 67,439,628 11,304,700 78,744,328 351,821,672 Others Capital Improvement Program Management Services 700,000 302,928 10,800 313,728 386,272 Subtotal-Others 700,000 302,928 10,800 313,728 386,272 Additional Charges to CIP Completed at 6/30/20 - - 15,800 15,800 (15,800) Total Treatment and Disposal Projects 3,368,331,000 561,271,046 95,537,600 656,808,646 2,711,522,354 Capital Equipment Purchases 9,062,800 - 5,061,800 5,061,800 4,001,000 Total Collection,Treatment and Disposal Projects and Capital Equipment Purchases $4,179,541,800 $702,175,837 $150,852,900 $853,028,737 $3,326,513,063 Section 3 - Page 9 Table of Contents FY 2020-21 First Quarter Financial Report This Page Intentionally Left Blank Section 3 - Page 10 Table of Contents Capital Assets Schedule & Debt Service Budget Review Capital Assets Schedule For the Three Months Ended September 30, 2020 Capital Facilities Budget Review Balance Year-to-Date Balance 07/01/20 Activity 09/30/20 CONSTRUCTION IN PROGRESS: Treatment Plant $ 98,764,377 $ 16,556,298 $ 115,320,675 Collection System 265,166,458 11,306,057 276,472,515 Subtotal 363,930,835 27,862,355 391,793,190 PROPERTY, PLANT&EQUIPMENT(at cost): Land and Property Rights 41,967,355 - 41,967,355 Collection Lines and Pump Stations 892,975,053 - 892,975,053 Treatment Facilities 2,746,327,817 - 2,746,327,817 Effluent disposal facilities 96,972,016 - 96,972,016 Solids disposal facilities 3,463,236 - 3,463,236 General and administrative facilities 259,148,327 - 259,148,327 Excess purchase price over book value on acquired assets 19,979,000 - 19,979,000 Subtotal 4,060,832,804 - 4,060,832,804 Total Property, Plant&Equipment&CIP $ 4,424,763,639 $ 27,862,355 $ 4,452,625,994 Debt Service Budget Review 2020-21 Year-to-Date Remaining Budget Payments %of Budget Budget Principal Payments by Debt Issue: 2010A BABs - - 0.00% - 2010C BABs - - 0.00% - 2011A COP - - 0.00% - 2012A COP - - 0.00% - 2012B COP 17,390,000 - 0.00% 17,390,000 2014A COP 7,850,000 - 0.00% 7,850,000 2015A COP - - 0.00% - 2016A COP 4,635,000 - 0.00% 4,635,000 2017A COP 555,000 - 0.00% 555,000 2018A CANs - - 0.00% - Subtotal Principal Payments 30,430,000 - 0.00% 30,430,000 Interest Expense by Debt Issue: 2010A BABs 2,897,639 992,097 34.24% 1,905,542 2010C BABs 6,523,780 2,233,718 34.24% 4,290,062 2011A COP 3,348,350 837,175 25.00% 2,511,175 2012A COP 3,735,900 934,050 25.00% 2,801,850 2012B COP 1,145,650 286,325 24.99% 859,325 2014A COP 3,196,500 799,150 25.00% 2,397,350 2015A COP 6,375,500 1,593,850 25.00% 4,781,650 2016A COP 6,756,550 1,689,175 25.00% 5,067,375 2017A COP 3,318,500 829,650 25.00% 2,488,850 2018A CANs 5,110,000 1,277,500 25.00% 3,832,500 Subtotal Interest Expense 42,408,369 11,472,690 27.05% 30,935,679 Total Debt Service $ 72,838,369 $ 11,472,690 15.75% $ 61,365,679 Section 4 - Page 1 Table of Contents FY 2020-21 First Quarter Financial Report This Page Intentionally Left Blank Section 4 - Page 2 Table of Contents Self Insurance Budget Review General Liability and Property Fund Budget Review For the Three Months Ended September 30, 2020 Percent Actual of Budget Remaining Actual 2020-21 Through Through 2020-21 Through Increase Budget 09/30/20 09/30/20 Budget 09/30/19 (Decrease) Revenues: In-Lieu Premiums $ 1,471,000 $ 551,241 37.47% $ 919,759 $ 429,999 $ 121,242 Miscellaneous Other Revenue - - N/A - 135,416 (135,416) Service Department Allocations - 1,776 N/A (1,776) (774) 2,550 Total Revenues 1,471,000 553,017 37.59% 917,983 564,641 (11,624) Expenses: Benefits/Claims 40,000 - 0.00% 40,000 - - Legal Services 40,000 - 0.00% 40,000 - - Professional Services 20,000 - 0.00% 20,000 - - Subtotal 100,000 - 0.00% 100,000 - - Policy Premium Expense 1,980,000 485,048 24.50% 1,494,952 354,732 130,316 Total Expenses 2,080,000 485,048 23.32% 1,594,952 354,732 130,316 Excess Revenue(Expense) (609,000) 67,969 $ (676,969) 209,909 (141,940) Beginning Reserves 98,609,000(1) 1 98,648,623 55,389,842 43,258,781 Ending Reserves $ 98,000,000 $ 98,716,592 $ 55,599,751 $43,116,841 1 Beginning reserves were increased by$43 million to align with approved catastrophic loss, or self-insurance criterion for non-reimbursed costs. Section 5 - Page 1 Table of Contents FY 2020-21 First Quarter Financial Report Workers' Compensation Fund Budget Review For the Three Months Ended September 30, 2020 Percent Actual of Budget Remaining Actual 2020-21 Through Through 2020-21 Through Increase Budget 09/30/20 09/30/20 Budget 09/30/19 (Decrease) Revenues: In-Lieu Premiums $ 518,800 $ 129,700 25.00% $ 389,100 $ 195,000 $ (65,300) Service Department Allocations 110,000 22,425 20.39% 87,575 27,174 (4,749) Total Revenues 628,800 152,125 24.19% 476,675 222,174 (70,049) Expenses: Benefits/Claims 420,000 123,769 29.47% 296,231 159,525 (35,756) Legal Services 90,000 13,759 15.29% 76,241 38,978 (25,219) Professional Services 50,000 - 0.00% 50,000 11,417 (11,417) Subtotal 560,000 137,528 24.56% 422,472 209,920 (72,392) Policy Premium Expense 220,000 51,192 23.27% 168,808 54,441 (3,249) Total Expenses 780,000 188,720 24.19% 591,280 264,361 (75,641) Excess Revenue(Expense) (151,200) (36,595) $ (114,605) (42,187) 5,592 Beginning Reserves 2,151,200 2,235,687 2,036,708 198,979 Ending Reserves $ 2,000,000 $ 2,199,092 $ 1,994,521 $ 204,571 Section 5 - Page 2 Table of Contents o�JNSv SAN/r TTy � � O s� _ � 9 ti ForTN0 H E fa'4 0 October 31, 2020 STAFF REPORT Quarterly Treasurer's Report For the Period Ended September 30, 2020 SUMMARY Section 17.0 of the Orange County Sanitation District's (OCSD) Investment Policy includes quarterly reporting requirements for OCSD's two investment portfolios. These two funds, the "Liquid Operating Monies," and the "Long-Term Operating Monies" are managed by Chandler Asset Management, OCSD's external money manager. The ongoing monitoring of OCSD's investment program by staff and Callan Associates, OCSD's independent investment advisor, indicates that OCSD's investments are in compliance with OCSD's adopted Investment Policy and the California Government Code, and that overall performance has tracked with benchmark indices. In addition, sufficient liquidity and anticipated revenues are available for OCSD to meet budgeted expenditures for the next six months. OCSD's portfolios do not include any reverse repurchase agreements or derivative securities. ADDITIONAL INFORMATION Performance Reports The Quarterly Strategy Review, prepared by Chandler Asset Management, and the Investment Measurement Service Quarterly Review, prepared by Callan Associates, is attached for reference. Also attached are Long-Term and Liquid Operating Monies Summary of Performance Data and Portfolio Statistics charts that depict the performance results, estimated yield and duration, credit quality, and sector diversification of OCSD's portfolios, as of September 30, 2020. The Liquid Operating Monies portfolio, with an average maturity of 117 days, consists entirely of high quality fixed income investments consistent with the OCSD's investment policy. Portfolio Performance Summary The following table presents a performance summary of OCSD's portfolios as compared to their benchmarks as of September 30, 2020. OCSD ♦ P.O.Box 8127 ♦ Fountain Valley,CA 92728-8127 ♦ (714)962-2411 Table of Contents Quarterly Treasurer's Report For the Period Ended September 30, 2020 Page 2 of 4 Portfolio Performance Summary As of September 30,2020 Liquid Operating Monies(%) Long-Term Operating Monies(%) Total Rate of Total Rate of Return Benchmark0) Return BenchmarkM 3 Months 0.04 0.04 0.29 0.24 6 Months 0.11 0.06 1.62 1.27 9 Months 0.83 0.64 4.16 4.27 12 Months 1.34 1 1.10 4.67 4.73 Annualized Since inception 30 Nov 2014 1.16 1.03 2.32 2.29 Market Value $128.7 M $625.2 M Average Quality "AAA"/"Aaa" "AA'TAa1" Current Yield(%) 0.5 2.0 Estimated Yield to Maturity(%) 0.2 0.3 Quarterly Deposits(Withdrawals) ($50.0 M) $0.0 M Estimated Annual Income $0.2 M $0.1 M (1) Benchmarks: ■ Liquid Operating Portfolio: ICE BAML 3-Month Treasury Bill Index ■ Long-Term Operating Portfolio: ICE BAML Corp/Govt. 1-5 Year Bond Index Portfolio Market Values Comparative marked-to-market quarter-end portfolio values are shown in the following table, and in the attached bar chart. Liquid Long-Term Quarter Operating Operating Ending Monies($M) Monies($M) 30 Dec 19 175.6 579.9 31 Mar 20 113.5 590.3 30 Jun 20 178.6 623.3 30 Sep 20 128.7 625.2 Table of Contents Quarterly Treasurer's Report For the Period Ended September 30, 2020 Page 3 of 4 Orange County Sanitation District's Investment Account Balances as of September 30, 2020 Book Balances Estimated Investment Accounts September 30, 2020 Yield (%) State of California LAIF $43,123,251 0.69 Banc of California—General 3,000,000 0.55 Banc of California—Sweep 35 0.32 Banc of California—Workers Compensation 86,710 0.55 Banc of California—Property, Liability Claim, Exp 50,000 0.55 Union Bank—Mount Langley 252,186 0.70 Union Bank—Bandilier 536,391 0.70 Chandler/U.S. Bank—Short-Term Portfolio 128,685,054 0.17 Chandler/U.S Bank—Long-Term Portfolio 625,212,761 0.26 Petty Cash 6,500 N/A BNY Mellon OCIP Reserve 500,444 0.00 TOTAL $801,453,332 0.27 Debt Service Reserves w/Trustees 129 0.04 Orange County Sanitation District's Cost of Funds on Debt Issues as of September 30, 2020 Annual Cost of Funds Outstanding Interest Issue Description COP Balance Rate(%) 2010A Fixed 80,000,000 3.68 2010C Fixed 157,000,000 4.11 2011A Fixed 75,370,000 2.61 2012A Fixed 100,645,000 3.54 2012E Fixed 25,560,000 1.50 2014A Fixed 63,930,000 2.34 2015A Fixed 127,510,000 3.30 2016A Fixed 141,465,000 3.02 2017A Fixed 66,370,000 2.55 2018A Fixed 102,200,000 2.02 TOTAL $940,050,000 Weighted Avg. Cost of Funds 3.09 Table of Contents Quarterly Treasurer's Report For the Period Ended September 30, 2020 Page 4 of 4 ATTACHMENTS 1. Chandler Quarterly Report 2. Summary of Performance Data and Portfolio Statistics — Liquid Operating Monies 3. Summary of Performance Data and Portfolio Statistics — Long Term Operating Monies 4. Investment Transactions and Balances in LAIF 5. Asset Summary by Asset Type — Liquid Operating Portfolio 6. Asset Summary by Asset Type — Long Term Portfolio 7. Asset Summary by Asset Type — Owner Controlled Insurance Program Escrow Account 8. Investment Listing (Yield Analysis Report) 9. Asset Detail — Consolidated 10. Custody Transaction History — Consolidated 11. Callan Quarterly Review 12. Chandler Quarterly Review 13. Rating Agency Comparisons Table of Contents CHANDLER ASSET CS11 MANAGEMENT September 30, 2020 Mr. Lorenzo Tyner Assistant General Manager Director of Finance and Administrative Services Orange County Sanitation District 10844 Ellis Avenue Fountain Valley CA 92708-7018 Dear Lorenzo, Bond Market Recap US equities experienced a moderate selloff in September (with the S&P 500 index down 3.9% month-over-month) and investment grade corporate credit spreads widened modestly (based on the ICE BofA US Corporate Index). In our view, the recent repricing of risk assets has been rational and consistent with the evolving economic and political backdrop.The economy has improved significantly from the depths of the pandemic crisis earlier this year, but the recovery is losing steam. We continue to believe the outlook for the economy hinges largely on the course of the pandemic,the timing and amount of additional fiscal relief, and the timeline for a vaccine. While we remain optimistic about the progress toward a vaccine,we are seeing a resurgence of the virus in some locations and negotiations in Congress over a Phase 4 fiscal relief package remain at a stalemate. While we have a high degree of confidence that another round of fiscal stimulus will ultimately be passed,the timeline has been pushed out and the chances of getting something done before the November election have dimmed. This may not bode well for the fourth quarter and we anticipate near-term economic data may soften. We believe financial markets are potentially poised for increased volatility through year-end. The Federal Open Market Committee (FOMC) kept monetary policy unchanged in September with the fed funds target rate in a range of 0.0% to 0.25%. Monetary policy remains highly accommodative and policymakers remain dovish. The Fed's balance sheet has grown to over$7.0 trillion from about$4.2 trillion prior to the pandemic,and the Fed has indicated it will continue to use its balance sheet to support smooth financial market functioning, as needed. In the September policy statement, the FOMC noted that inflation continues to run below its 2.0%target, as weaker demand and lower oil prices are holding down consumer prices. Longer-term, the FOMC will allow inflation to run above 2.0%for some period of time before it looks to tighten policy, which implies the fed funds target rate will remain anchored near zero for years. The Fed's summary of economic projections signals that the target fed funds rate will remain unchanged through at least 2023. The Treasury yield curve was little changed in September on a month-over-month basis, following moderate curve steepening in August. In the first week of October,the yield curve has steepened further, driven by an increase in longer- dated Treasury yields. 1 Table of Contents CHANDLER ASSET CS11 MANAGEMENT At September month-end,Treasury yields were much lower on a year-over-year basis.The 3-month T-bill yield was down 172 basis points, the 2-year Treasury yield was down 150 basis points, and the 10-Year Treasury yield was down 98 basis points,year-over-year.Yields declined precipitously in March 2020,with the Fed cutting rates by a total of 150 basis points and a flight to safe-haven assets driving down yields across the curve.The Fed has signaled plans to keep the front end of the Treasury yield curve anchored near zero for at least the next few years. In the past few months, the Treasury yield curve has steepened, which we believe has been driven by a flood of new issuance as well as rising inflation expectations. Consumer Prices The Consumer Price Index (CPI) was up 1.3%year-over-year in August,versus up 1.0% in July. Core CPI (CPI less food and energy)was up 1.7%year-over-year in August,versus up 1.6%in July.The Personal Consumption Expenditures(PCE) index was up 1.4%year-over-year in August,versus up 1.1%year-over-year in July. Core PCE,which is the Fed's primary inflation gauge, was up 1.6%year-over-year in August, versus up 1.4%year-over-year in July. Pricing pressures are increasing but remain below the Fed's inflation target. Retail Sales Retail sales were softer than expected in August and sales for July were revised down. On a year-over-year basis, retail sales were up 2.6% in August, versus up 2.4% in July. On a month-over-month basis, retail sales were up just 0.6% in August,following a 0.9%increase in July. Control group retail sales fell 0.2%in August, well below expectations for a 0.5% increase. Labor Market U.S. nonfarm payrolls were lower than expected, up 661,000 in September versus expectations of 859,000. The unemployment rate declined to 7.9%in September from 8.4%in August.The decline in the unemployment rate was better than expected, however, it was partially driven by a decline in the labor participation rate to 61.4% in September from 61.7% in August. The labor participation rate improved modestly after plunging to 60.2% in April, but remains near the lowest levels since the 1970's. Nearly 4.5 million people have dropped out of the labor force since January,and 12.6 million people in the labor force were unemployed in September, according to the U.S. Bureau of Labor Statistics household survey. Workers who classified themselves as employed but absent from work in the September survey understated the unemployment rate by about 0.4%.The U-6 underemployment rate,which includes those who are marginally attached to the labor force and employed part time for economic reasons, remained high but eased to 12.8%in September from 14.2% in August. Housing Starts Total housing starts fell 5.1%in August to an annual pace of 1,416,000.Single family starts rose 4.1%to an annualized rate of 1,021,000, while multi-family starts declined 22.7%to an annualized rate of 395,000. On a year-over-year basis, total housing starts were up 2.8% in August. 2 Table of Contents CHANDLER ASSET CAL MANAGEMENT TREASURY YIELDS 9/30/2020 6/30/2020 CHANGE 3 Month 0.09 0.13 (0.04) 2 Year 0.13 0.15 (0.02) 3 Year 0.16 0.17 (0.01) 5 Year 0.28 0.29 (0.01) 7 Year 0.47 0.49 (0.02) 10 Year 0.68 0.66 0.02 30 Year 1.46 1.41 0.05 Economic Recovery Continues But Is Losing Steam ECONOMIC INDICATOR Current Release Prior Release One Year Ago Trade Balance (67.10)$Bln AUG 20 (63.40)$Bln JUL 20 (50.80)$Bln AUG 19 Gross Domestic Product (31.40%)JUN 20 (5.00%)MAR 20 1.50%JUN 19 Unemployment Rate 7.90%SEP 20 8.40%AUG 20 3.SO%SEP 19 Prime Rate 3.2S%SEP 20 3.2S%AUG 20 5.00%SEP 19 Commodity Research Bureau Index 148.51 SEP 20 153.21 AUG 20 173.94 SEP 19 Oil (West Texas Int.) $40.22 SEP 20 $42.61 AUG 20 $54.07 SEP 19 Consumer Price Index(y/o/y) 1.30%AUG 20 1.00%JUL 20 1.70%AUG 19 Producer Price Index(y/o/y) (1.50%)AUG 20 (1.80%)JUL 20 0.30%AUG 19 Dollar/Euro 1.17 SEP 20 1.19 AUG 20 1.09 SEP 19 Source:Bloomberg 3 Table of Contents CHANDLER ASSET CS11 MANAGEMENT Performance Attribution Long-Term Portfolio The portfolio generated a positive absolute and relative total return during the quarter of 0.29% compared to the 0.24% return of the ICE Bank of America Merrill Lynch 1-5 Year US Corporate and Government AAA-A Index. Asset prices improved on a quarter-over-quarter basis as the economy continues to reopen,stimulating growth, despite the reality the overall strength of the economy remains well below pre-pandemic levels. The asset allocation of the portfolio continues to have a higher risk profile than the benchmark, primarily expressed via the above benchmark allocations to the Agency and Corporate sectors of the market. The out of benchmark exposure to the Asset Backed sector was also additive to the relative performance of the portfolio during the quarter. The Chandler team remains comfortable with the mix of securities in the portfolio and will be looking to continue to add attractively priced securities consistent with our asset allocation and term structure objectives in the coming quarters. Several securities were purchased across the Agency, Asset Backed and Corporate sectors of the market to keep the portfolio structure and duration in line with Chandler targets. The purchased securities ranged in maturity from July 2012 to September 2025. Two securities were sold and several matured to facilitate the new holdings in the portfolio. The sector allocation was relatively stable. Some of the notable changes include the 4.2% increase in the Agency sector, to 34.3% of the portfolio, partially offset by the 1.8% decline in the US Treasury allocation, to 32.5% of the portfolio. The duration of the portfolio was close to unchanged, currently 2.52 compared to 2.55 at the end of the prior quarter. Monetary policy is poised to stay highly accommodative over an intermediate time horizon and the Chandler team anticipates keeping the duration close to the benchmark in coming quarters. Liquid Portfolio The Liquidity Portfolio generated a total return of 0.04%during the quarter compared to the 0.04%return of the ICE Bank of America Merrill Lynch 3 Month Treasury Bill Index. Multiple securities were purchased across the Treasury,Commercial Paper and Corporate sectors of the market to keep the portfolio structure consistent with Chandler's objectives for the strategy. The purchased securities ranged in maturity from November 2020 to July 2021. One security was called, many matured and $50 million was withdrawn from the portfolio during the quarter. The sector allocation was stable despite the $50 million withdrawal out of the portfolio. Exposure to the Agency sector remains low with short maturity discount notes not offering much in the way of relative value compared to the Treasury sector. The duration of the portfolio was relatively stable, contracting to 0.32 years compared to 0.35 years at the end of the prior quarter. The Chandler team will continue to invest the portfolio consistent with the forecasted liquidity needs of the district. 4 Table of Contents CHANDLER ASSET CS11 MANAGEMENT Economic Outlook The impact of the coronavirus pandemic continues to influence the direction of asset prices and the ultimate trajectory of the recovery. Initially the virus imposed a synchronized hit to the global economy however due to varying policy responses and changes in behavior going forward the Chandler team expects the recovery to be de-synchronized across regions, industries and individuals. The strict lockdowns experienced earlier in the year are very unlikely to be re-instituted on a national level due to both healthcare systems being much better prepared for COVID patients and the widely held acknowledgement lockdowns should be avoided at all costs. The degree of uncertainty related to the coronavirus continues to dissipate. Investment grade and high yield bond spreads tightened, and equity indices posted positive returns, however the rate of change in both broad asset classes slowed in Q3 compared to Q2. Economic growth will remain below pre-pandemic levels until a vaccine for the coronavirus is widely available and consumer behavior evolves. We expect a vaccine to be available in the first half of 2021 and this view is largely reflected in current asset prices in Chandler's judgement. Economic data points improved during the quarter however many metrics remains well short of pre-pandemic valuations. The unemployment rate continued to improve, coming in at 7.9% in September, compared to 11.1% at the end of June however still well above the 3.5% rate at the end of December 2019. The three-month and six-month moving averages on non-farm payrolls are currently 1.30 million and -1.56 million, respectively, highlighting the severe loss of jobs due to the pandemic and the tentative recovery in the job market. Weekly and continuing jobless are trending lower, a positive, but the lack of additional fiscal stimulus has negatively impacted the rate of improvement with both metrics remaining at stressed levels. Risk assets have largely ignored the lack of progress on additional fiscal stimulus to support the recovery as most investors believe the challenging political environment (late in the Presidential election cycle) is a contributing factor to the lack of progress. Post the election results the Chandler team expects additional fiscal stimulus to be implemented to further support the economic recovery. Monetary policy remains highly stimulative, and the Federal Reserve took further actions during the quarter to solidify the view rates will remain low for the foreseeable future. Notably the Federal Reserve will no longer view a low unemployment rate as a harbinger to inflation risks, and is poised to allow inflation to be above the 2% threshold for a period of time before adjusting policy tighter to make up for the periods of inflation being below 2%. The Federal Reserve continues to emphasize they will do whatever it takes to support the recovery and we expect the unconventional policy tools implemented at the height of the pandemic to remain in place for an extended time period to support the recovery. In the short-to-intermediate term investment grade spreads will be well supported as investors are comfortable with belief the Federal Reserve will step in to support markets(via asset purchases) if spreads become dislocated. In a welcome development for the Federal Reserve,ten year TIPS spreads moved higher by 29 basis points,closing the quarter at 1.63%, however until the breakeven rate is above 2.3%for an extended period of time the Federal Reserve will remain content to keep front end rates pegged at zero. Treasury yields were stable during the quarter; however, we expect volatility in rates further out the curve in 2021 as the impact of the outsized fiscal and monetary stimulus, as well as the path of the global economic recovery, will influence valuations. 5 Table of Contents CHANDLER ASSET CAL MANAGEMENT Strategy Strategy highlights for the Long-Term Portfolio in coming months: • Focus on adding securities with attractive relative value which is becoming challenging in several sectors due to the outsized influence of Federal Reserve actions to stabilize markets earlier in the year. o The banking sector continues to profile as attractive in the Chandler teams view and we will look to continue to optimize the mix of securities in the sub sector. o Look to add select Asset Backed securities in the new issue market provided spreads remain at reasonable valuations. Look to avoid the securities trading at extremely tight valuations. • Although spreads in the Agency sector grinded tighter during the quarter we still find the sector attractive, particularly compared to the highest quality segments of the Corporate market. We will continue to be active in the new issue market provided spreads remain in the current range. • Interest rates are poised to remain low over an intermediate time horizon, particularly within the 1-5 year maturity profile of the strategy, thus the duration of the portfolio will remain consistent with the benchmark in coming quarters. Strategy highlights for the Liquidity Portfolio in coming months: • Continue to ladder the Treasury and Agency exposure to coincide with forecasted liquidity needs. • Opportunistically add Corporate, Negotiable CD and Commercial Paper exposure to the portfolio where the additional spread compensation versus like maturity Treasury notes is attractive. • Maintain a dedicated exposure to the Treasury sector on an ongoing basis to ensure ample liquidity in the portfolio for unexpected cash flow needs. 6 Table of Contents CHANDLER CIN't � ASSET MANAGEMENT Compliance Issues Orange County Sanitation District Long Term Assets managed by Chandler Asset Management are in full compliance with state law and with the investment policy Category Standard Comment Treasury Issues 10%minimum;5 years max maturity Complies* U.S.Agencies 20%max per agency of the U.S.Government,which does not provide the full faith and credit of the U.S.government;5 years max maturity Complies "AA"rated or better by a NRSRO;30%maximum;5 years max maturity; U.S.dollar denominated senior unsecured unsubordinated obligations issued or Supranational Obligations unconditionally guaranteed by the International Bank for Reconstruction and Development("IBRD"),the International Finance Corporation("IFC")orthe Inter-Complies American Development Bank("MOB") "A"rated or better long term debt by a NRSRO;30%maximum;5%max issuer;5 years max maturity; Issued by corporations organized and operating Corporate Medium Term Notes Complies within the U.S.or issued by depository institutions licensed by the U.S.or any state and operating within the U.S. Municipal Securities "A"rated or higher by a NRSRO; Taxable or tax-exempt municipal bonds issued by any of the 50 states;10%maximum;5%max issuer;5 years max Complies maturity Mortgage-Backed Securities/Collateralized Mortgage Obligations/Asset-Backed "AA"rated or better by a NRSRO;20%maximum(combined MBS/CMO/ABS);5%max issuer(except U.S.government or its agencies);5 years max maturity Complies* Securities Negotiable Certificates of Deposit(NCD) "A"rated or better long term debt by a NRSRO;or"A-1"/highest short term rating by a NRSRO;30%maximum;5%max issuer;5 years max maturity Complies Certificates of Deposit 5%max issuer;5 years max maturity;Secured/collateralized Complies Bankers Acceptances A-1 rated or highest short term rating by a NRSRO;40%maximum;5%max issuer;180 days max maturity Complies A-1 rated or better by a NRSRO;"A"rated or better long term debt issuer by a NRSRO; Issuer is a corporation organized and operating in the U.S.with assets Commercial Paper Complies >$500 million;25%maximum;5%max issuer; 10%max of the outstanding commercial paper of any single issuer;270 days max maturity Mutual Fund&Money Market Mutual Highest rating or"AAA"rated by two NRSROs;SEC registered adviser with AUM>$500 million and experience>than 5 years;20%maximum in Mutual Complies Fund Funds; 10%per one Mutual Fund;20%max per issuer on Money Market Mutual Funds;20%max of OCSD's surplus money Repurchase Agreements 102%collateralization Complies Reverse Repurchase Agreements 5%maximum,90 days max maturity Complies No more than the lesser of 15%of the portfolio or the statutory maximum invested in LAIF;Not used by investment adviser,Investment of OCSD funds in Local Agency Investment Fund(LAIF) LAIF shall be subject to investigation and due diligence prior to investing Complies 15%maximum; Not used by investment adviser;Orange County Treasurer's Money Market Commingled Investment Pool; Investment of OCSD funds in OCCIP Complies OCCIP shall be subject to investigation and due diligence prior to investing Prohibited Mortgage Derivatives,which include interest-only payments(10s)and principal-only payments(POs); Inverse floaters,and RE-REMICS(Real Estate Mortgage Complies Investment Conduits) Avg Duration Not to exceed 60 months-(80%to 120%of the benchmark) Complies Max Per Holding 5%max of the total debt outstanding of any issuer per individual holding Complies Max Per Issuer 5%max per issuer(except Supranationals,U.S.Government,Agencies,Mutual Fund) Complies Maximum Maturity 5 years maximum maturity Complies* *The portfolio has twenty(20)securities with maturities greater than 5 years including four(4)CMOs and sixteen(16)MBS.All securities were inherited from the previous manager and complied at time of purchase. Orange County Sanitation District Liquid Assets managed by Chandler Asset Management are in full compliance with state law and with the investment policy Category Standard Comment Treasury Issues 10%minimum;l year max maturity Complies U.S.Agencies 20%max per agency of the U.S.Government,which does not provide the full faith and credit of the U.S.government;1 year max maturity Complies "AA"rated or better by a NRSRO;30%maximum;1 year max maturity;U.S.dollar denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by the Supranational Obligations International Bank for Reconstruction and Development 'IBRD" the International Finance Corporation IFC"or the Inter-American Development Bank IADB" Complies Corporate Medium Term Notes "A"rated or better long term debt by a NRSRO;30%maximum;5%max issuer;1 year max maturity;Issued by corporations organized and operating within the U.S.or issued by depository Complies institutions licensed by the U.S.or any state and operating within the U.S. Municipal Securities "A"rated or higher by a NRSRO; Taxable or tax-exempt municipal bonds issued by any of the 50 states;10%maximum;5%max issuer;1 year max maturity Complies Mortgage-Backed Securities/Collateralized Mortgage Obligations/Asset-Backed "AA"rated or better by a NRSRO;20%maximum(combined MBS/CMO/ABS);5%max issuer(except U.S.government or its agencies);1 year max maturity Complies Securities Negotiable Certificates of Deposit(NCD) "A"rated or better long term debt by a NRSRO;or"A-1"/highest short term rating by a NRSRO;30%maximum;5%max issuer;1 year max maturity Complies Certificates of Deposit 5%max issuer;1 year max maturity;Secured/collateralized Complies Bankers Acceptances A-1 rated or highest short term rating by a NRSRO;40%maximum;5%max issuer;180 days max maturity Complies A-1 rated or better by a NRSRO;"A"rated or better long term debt issuer by a NRSRO;Issuer is a corporation organized and operating in the U.S.with assets>$500 million;25%maximum; Commercial Paper 5%max issuer;10%max of the outstanding commercial paper of any single issuer;270 days max maturity Complies Mutual Fund&Money Market Mutual Highest rating or"AAA"rated by two NRSROs;SEC registered adviser with AUM>$500 million and experience>than 5 years;20%maximum in Mutual Funds;10%per one Mutual Fund;20% Complies Fund max per issuer on Money Market Mutual Funds;20%max of OCSD's surplus money Repurchase Agreements 102%collateralization Complies Reverse Repurchase Agreements 5%maximum,90 days max maturity Complies No more than the lesser of 15%of the portfolio or the statutory maximum invested in LAIF;Not used by investment adviser;Investment of OCSD funds in LAIF shall be subject to investigation Local Agency Investment Fund(LAIF) Complies and due diligence prior to investing OCCIP 15%maximum;Not used by investment adviser;Orange County Treasurer's Money Market Commingled Investment Pool; Investment of OCSD funds in OCCIP shall be subject to investigation Complies and due diligence prior to investing Prohibited Mortgage Derivatives,which include interest-only payments(10s)and principal-only payments(POs);Inverse floaters,and RE-REMICS(Real Estate Mortgage Investment Conduits) Complies Avg Duration Not to exceed 180 days Complies Max Per Holding S%max of the total debt outstanding of any issuer per individual holding Complies Max Per Issuer 5%max per issuer(except Supranationals,U.S.Government,Agencies,Mutual Fund) Complies Maximum Maturity l year maximum maturity Complies 7 Table of Contents CHANDLER cililk ASSET MANAGEMENT OCSD Lehman Exposure Assets managed by Chandler Asset Management are in full compliance with state law and with the investment policy Category Standard Comment Treasury Issues 5 years maximum maturity Complies Supranational "AA"or better by 1 of 3 NRSROs;30%maximum;5%max;5 years maturity;Includes only:IADB,IBRD,and IFC per CGC Complies U.S.Agencies 20%max issuer;5 years maximum maturity Complies U.S.Corporate(MTNs) "A"or better long term rating by 1 of 3 NRSROs;30%maximum;5%max issuer;5 years max maturity Complies* Municipal Securities "A"or higher by 1 of 3 NRSROS;30%maximum;5%max issuer;5 years maximum maturity Complies Asset Backed/CMOs/Mortgage-backed "AA"or better by 1 of 3 NRSROs;"A"or higher issuer rating by 1 of 3 NRSROs;20%maximum;5%max issuer(excluding MBS/govt agency);5 years max maturity Complies Negotiable CDs "A"or better on its long term debt by 1 of 3 NRSROs;"Al/P1"or highest short term ratings by 1 of 3 NRSROs;30%maximum;5%max issuer;5 years max maturity Complies CDs/TDS 5%max issuer;5 years max maturity Complies Banker's Acceptances A-1,or equivalent highest short term rating by 1 of 3 NRSROS;40%maximum;5%max issuer;180 days max maturity Complies Commercial Paper A-1,or equivalent by 1 of 3 NRSROS;"A"or better by 1 of 3 NRSROs,if long term debt issued;25%maximum;5%max issuer;270 days max maturity Complies Money Market Fund Highest rating by 2 of 3 NRSROs;20%maximum;30%max issuer Complies Repurchase Agreements 102%collateralization Complies Reverse Repurchase Agreements 5%maximum,90 days max maturity Complies LAW Not used by investment adviser Complies Avg Duration Not to exceed 60 months-(80%to 120%of the benchmark) Complies Maximum Maturity 15 years maximum maturity IComplies "Account holds$2 million face value(cusip 525ESCOY6)and$600,000 face value(cusip 525ESCIB7)of defaulted Lehman Bros Holdings that were purchased by the previous manager.Complied at time of purchase. Defaulted Bonds OCSD Lehman Exposure-Account#10284 DescriptionCLISIP Security Datde Cost Va MktPrice Ma rket Va lue %of Port. Moody/S&P Maturity Book Yiel Book Va�uu: Mkt YTM Accrued Int. Gain/Loss Fitch Duration Common Stock SLHOPNTA4 Lehman Brothers,Inc Open Position Long Exposure 60,641.49 11/21/2014 57,942.64 0.42 25,621.03 45.09% NR/NR 0.00 0.000% Due O9/30/2020 0.00% 57,842.64 0.00% 0.00 (32,221.61) NR 0.00 57,842.64 25,621.03 45.09% NR/NR 0.00 TOTAL Common Stock 60,641.49 0.00% 57,842.64 0.00% 0.00 (32,221.61) NR 0.00 Corporate 525ESCIB7 Lehman Brothers Note-Defaulted 600,000.00 09/19/2008 318,603.60 1.20 7,200.00 12.67% NR/NR 0.32 0.000% Due 01/24/2021 0.00% 318,603.60 0.00% 0.00 (311,403.60) NR 0.00 525ESCOY6 Lehman Brothers Note-Defaulted 2,000,000.00 09/18/2008 1,026,605.56 1.20 24,DDO.00 42.24% NR/NR 29.08 0.000% Due 10/22/2049 0.00% 1,026,605.56 0.00% 0.00 (1,002,605.56) NR 0.00 1,345,209.16 32,200.00 54.91% NR/NR 22.44 TOTAL Corporate 2,600,000.00 0.00% 1,345,209.16 0.00% 0.00(1,314,009.16) NR 0.00 1,403,05180 56,821.03 100.00% NR/NR 12.32 TOTAL PORTFOLIO 2,660,641A9 0.00% 1,403,05180 0.00% 0.00(1,346,230.77) NR 0.00 TOTAL MARKET VALUE PLUS ACCRUALS 56,821.03 8 Table of Contents CHANDLER c� ASSET MANAGEMENT Ratings Orange County Sanitation District Long Term September 30,2020 vs.June 30,2020 80.0% 70.0% 60.0 50.0% 40.0% 30.0% 20.0% 10.0% . 0.0% _ AAA AA A <A NR ■9/30/2020 ■6/30/2020 09/30/20 7.9% 72.5% 13.0% 1.0% 5.7% 06/30/20 10.1% 68.5% 14.9% 0.5% 6.0% Source:S&P Ratings Orange County Sanitation District Liquid September 30,2020 vs.June 30,2020 90.0% 80.0% 70.0% 60.0% 50.0% - 40.0% - 30.0% 20.0% 10.0% 0.0% AAA AA A <A NR ■9/30/2020 ■6/30/2020 09/30/20 83.9% 11.4% 4.7% 0.0% 0.0% 06/30/20 74.7% 22.6% 2.7% 0.0% 0.0% Source:S&P Ratings 9 Table of Contents CHANDLER cililk � ASSET MANAGEMENT OCSD Investment Program $700,000,000 Quarter End Portfolio Value ■ Liquid Operating Monies $600,000,000 ■ Long-Term Operating Monies $500,000,000 $400,000,000 $300,000,000 $200,000,000 $100,000,000 1� 13 1y tsr Tv 1� 1s 1f TS ds 16 �s d6 d6 lj 1j 1� dj T8 �8 d8 d8 ty 4 4 HISTORICAL YIELD CURVE 4.00% --*—SEP 2020 fAUG 2020 3.00% ----- ---------------------------------------------------------------------- &--SEP 2019 ------------------------------ o n n o n o n 1.00% --------------------------------------------------------------- 0.00% 10 Table of Contents Orange County Sanitation District Liquid Portfolio Summary Account#10282 As of September 30, 2020 C11% PORTFOLIO CHARACTERISTICS ACCOUNT SUMMARY TOP ISSUERS Average Modified Duration 0.32 Beg.Values End Values Government of United States 77.3% as of 8/31/20 as of 9/30/20 Federal Home Loan Bank 9.9% Average Coupon 0.54% Market Value 128,570,084 128,521,870 Accrued Interest 83431 145679 Toyota Motor Corp 2.4% , , Average Purchase YTM 0.17% First American Govt Obligation 2.3% Total Market Value 128,653,515 128,667,549 Average Market YTM 0.17% Income Earned 69,269 17,527 Toronto Dominion Holdings 1.4% Average S&P/Moody Rating AAA/Aaa Cont/WD 0 Royal Bank of Canada 1.2% Average Final Maturity 0.32 yrs par 128,528,157 128,270,536 Charles Schwab Corp/The 1.1% Book Value 128,561,308 128,516,587 Apple Inc 0.9% Average Life 0.10 yrs Cost Value 128,578,226 128,542,215 Total 96.4% SECTOR ALLOCATION MATURITY DISTRIBUTION CREDIT QUALITY(S&P) US Treasury 77.3% 80% 61.7% Agency 0 9.9% 60% Corporate 1 7.4% AAA(83.9%) 40% Money Mkt Fd 12.3% 25.6% A(4.7%) Neg CD 1.2% 20% L12.7% Comm Paper I 1.2% AA(11.4%) Cc 0-.25 .25-.5 .5-1 1-1.5 1.5.2 2.2.5 2.5-3 3a supras 10.8% Maturity(yrs) PERFORMANCE REVIEW Annualized TOTAL RATE OF RETURN 1M 3M YTD 1YR 2YRS 3YRS SYRS 10YRS 11/30/2014 Orange County Sanitation District Liquid 0.01% 0.04% 0.83% 1.34% 1.92% 1.82% 1.32% N/A 1.16% ICE BAML 3-Month US Treasury Bill Index 0.01% 0.04% 0.64% 1.10% 1.74% 1.69% 1.20% N/A 1.03% Chandler Asset Management-CONFIDENTIAL Page 1 Execution Time:10/1/2020 6:48:51 PM Table of Contents Orange County Sanitation District Long Term Portfolio Summary Account#10268 As of September 30, 2020 cill PORTFOLIO CHARACTERISTICS ACCOUNT SUMMARY TOP ISSUERS Average Modified Duration 2.52 Beg.Values End Values Government of United States 32.5% as of 8/31/20 as of 9/30/20 Federal National Mortgage Assoc 15.2% Average Coupon 1.97% Market Value 622,461,668 622,737,098 Accrued Interest 2645806 2480511 Federal Home Loan Bank 9.2% , , , , Average Purchase YTM 1.97% Federal Home Loan Mortgage Corp 8.0% Total Market Value 625,107,474 625,217,609 Average Market YTM 0.26% Income Earned 1,001,510 983,134 Intl Bank Recon and Development 2.7% Average S&P/Moody Rating AA/Aa1 Cont/WD 57,215 Inter-American Dev Bank 2.4% Par 597,424,840 598,650,838 Federal Farm Credit Bank 2.3% Average Final Maturity 2.74 yrs Book Value 598,312,851 599,519,389 Honda ABS 1.6% Average Life 2.60 yrs Cost Value 597,583,821 598,796,201 Total 73.7% SECTOR ALLOCATION MATURITY DISTRIBUTION CREDIT QUALITY(S&P) Agency 34.3% 25% 23.5% 20.9% 21.7% US Treasury 32.5% 20% AA(72.5%) 16.9% corporate 21.8% supras M5.9% 15% ASS E 4.7% 10% B(0.0%) 0% BBB(1.0%) Muni Bonds 0.3% 6. ------NR(5.7%) 5% 3.5% MBS U.2% 0.3' AAA(7.9%) cMo 0.2% % 0-.25 .25•.5 .5-1 1-2 2-3 3-4 •1-5 5. Money Mkt Fd 0.2% Maturity(yrs) A(13.0%) PERFORMANCE REVIEW Annualized TOTAL RATE OF RETURN 1M 3M YTD 1YR 2YRS 3YRS SYRS 10YRS 11/30/2014 Orange County Sanitation District Long Term 0.01% 0.29% 4.16% 4.67% 5.09% 3.35% 2.51% N/A 2.32% ICE BAML 1-5 Yr US Corp/Govt Rated AAA-A Index 0.00% 0.24% 4.27% 4.73% 5.26% 3.34% 2.41% N/A 2.29% ICE BAML US 1-5 Yr US Corp/Govt Rated AAA-BBB Indx 0.00% 0.42% 4.26% 4.82% 5.42% 3.47% 2.60% N/A 2.44% Chandler Asset Management-CONFIDENTIAL Page 1 Execution Time:10/1/2020 6:47:12 PM Table of Contents Orange County Sanitation District Investment Transactions and Balances in the State of California Local Agency Investment Fund September 30, 2020 Par Value Book Value Market Value Rate Yield Balance September 1, 2020 $71,423,251 $71,423,251 $71,423,251 0.69 0.69 Deposits: - - - 0.69 0.69 Total Deposits - - - 0.69 0.69 Quarterly Interest Distribution - - - 0.69 0.69 Withdrawals: 9/2/2020 (4,200,000) (4,200,000) (4,200,000) 0.69 0.69 9/8/2020 (2,200,000) (2,200,000) (2,200,000) 0.69 0.69 9/16/2020 (8,300,000) (8,300,000) (8,300,000) 0.69 0.69 9/22/2020 (4,500,000) (4,500,000) (4,500,000) 0.69 0.69 9/23/2020 (4,600,000) (4,600,000) (4,600,000) 0.69 0.69 9/30/2020 (4,500,000) (4,500,000) (4,500,000) 0.69 0.69 Total Withdrawals (28,300,000) (28,300,000) (28,300,000) 0.69 0.69 Balance September 30, 2020 $43,123,251 $43,123,251 $43,123,251 0.69 0.69 Table of Contents U.S. Bank Asset Summary - Liquid As of 09/30/2020 Industry Name Shares/Units Cost Basis Market Value Percent of Total Unrealized Gain/Loss Cash Equivalents COMMERCIAL PAPER 1,500,000.0000 1,498,721.67 1,499,685.00 1.17 963.33 FIRST AMERICAN SHORT TERM FDS 2,920,536.2900 2,920,536.29 2,920,536.29 2.27 - U. S. GOVERNMENT 88,250,000.0000 88,172,336.26 88,224,727.50 68.64 52,391.24 Cash Equivalents Total 92,670,536.2900 92,591,594.22 92,644,948.79 72.08 53,354.57 Fixed Income CONSUMER DISCRETIONARY 1,500,000.0000 1,523,295.00 1,523,490.00 1.19 195.00 CONSUMER STAPLES 750,000.0000 768,877.50 761,100.00 0.59 (7,777.50) FINANCE 3,545,000.0000 3,600,897.05 3,570,653.75 2.78 (30,243.30) FOREIGN FIXED INCOME 2,750,000.0000 2,785,332.50 2,769,870.00 2.15 (15,462.50) INDUSTRIAL 600,000.0000 607,086.00 606,312.00 0.47 (774.00) INFORMATION TECHNOLOGY 1,155,000.0000 1,182,327.30 1,172,209.50 0.91 (10,117.80) SHORT TERM FUNDS 1,500,000.0000 1,500,000.00 1,504,920.00 1.17 4,920.00 U. S. GOVERNMENT 11,000,000.0000 11,191,406.26 11,186,600.00 8.70 (4,806.26) US AGY- LONG TERM ISSUES 12,800,000.0000 12,791,399.33 12,799,030.00 9.96 7,630.67 Fixed Income Total 35,600,000.0000 35,950,620.94 35,894,185.25 27.92 (56,435.69) Grand Total 128,270,536.2900 128,542,215.16 128,539,134.04 100.00 (3,081.12) 1 of 1 Table of Contents U.S. Bank Asset Summary - Long-Term As of 09/30/2020 Industry Name Shares/Units Cost Basis Market Value Percent of Total Unrealized Gain/Loss Cash Equivalents FIRST AMERICAN SHORT TERM FDS 946,228.2600 946,228.26 946,228.26 0.15 - Cash Equivalents Total 946,228.2600 946,228.26 946,228.26 0.15 - Fixed Income CONSUMER DISCRETIONARY 9,064,000.0000 9,174,701.78 9,534,355.32 1.53 359,653.54 CONSUMER STAPLES 3,880,000.0000 3,878,991.40 4,191,874.40 0.67 312,883.00 ENERGY 9,000,000.0000 8,942,542.40 9,285,555.00 1.49 343,012.60 FINANCE 64,764,000.0000 63,957,544.03 65,499,253.38 10.52 1,541,709.35 FOREIGN CORPORATE 14,500,000.0000 14,676,215.00 15,591,615.00 2.50 915,400.00 HEALTH CARE 2,000,000.0000 1,948,640.00 2,132,460.00 0.34 183,820.00 INDUSTRIAL 4,410,000.0000 4,388,275.50 4,586,341.10 0.74 198,065.60 INFORMATION TECHNOLOGY 23,715,000.0000 23,631,389.55 24,817,032.10 3.99 1,185,642.55 INVESTMENT GRADE-MUNI REVENUE 1,800,000.0000 1,800,000.00 1,815,154.00 0.29 15,154.00 MTG RELATED SECURITY 30,904,780.0900 30,967,547.76 31,377,766.61 5.04 410,218.85 SUPRANATIONAL 36,215,000.0000 35,935,625.05 36,846,449.25 5.92 910,824.20 U. S. GOVERNMENT 182,505,221.9400 181,010,078.18 190,310,265.23 30.56 9,300,187.05 U.S. GOVERNMENT TIPS 11,346,608.0000 11,201,888.09 12,003,917.00 1.93 802,028.91 US AGY- LONG TERM ISSUES 206,200,000.0000 207,649,063.05 213,788,645.85 34.33 6,139,582.80 Fixed Income Total 600,304,610.0300 599,162,501.79 621,780,684.24 99.85 22,618,182.45 Grand Total 601,250,838.2900 600,108,730.05 622,726,912.50 100.00 22,618,182.45 1 of 1 Table of Contents 16- AW BNY MELLON Statement Period 09/01/2020 Through 09/30/2020 Account 300282 Base Currency=USD OCSD LIBERTY MUTUAL Statement of Assets Held by Asset Classification Accrued Estimated Market Shares/Par Value Asset Description Market Price Market Value Cost Average Cost Income Income Yield CASH AND SHORT TERM 499,000.000 UNITED STATES TREASURY BILL 99.94800 498,740.52 498,369.32 99.87361 0.00 0.00 0.00% CUSIP:91279621`5 MATURITY DATE:03/25/2021 RATE:0.000% CASH BALANCE 1,703.59 1,703.59 0.00000 0.00 0.00 0.00% Total CASH AND SHORT TERM 500,444.11 500,072.91 0.00 0.00 0.00% ACCOUNT TOTALS 500,444.11 500,072.91 0.00 0.00 0.00% Total Market Value Plus Total Accrued Income 500,444.11 Statement of Transactions by Transaction Date Realized Transaction Date Transaction Description Income Principal Cost Gains/Losses No Transactions This Period Cumulative realized capital gain and loss position from 12/31/2019 for securities held in principal of account: Short Term: 80,464.87* Long Term: 0.00* *The above gain and loss position does not include transactions where tax cost information is incomplete or unavailable. m 0 m V N W N 7 O O A N O N The Bank of New York Mellon may utilize subsidiaries and affiliates to provide services and certain products to the Account. Subsidiaries and affiliates may be compensated for their services and products. The value of securities set forth on this Account Statement are determined by The Bank of New York Mellon for Corporate Trust on the basis of market prices and information obtained by The Bank of New York Mellon from unaffiliated third parties(including independent pricing vendors)("third party pricing services"). The Bank of New York Mellon has not verified such market values or information and makes no assurances as to the accuracy or 0 correctness of such market values or information or that the market values set forth on this Account Statement reflect the value of the securities that can be realized upon the sale of such securities. In addition,the market values for securities set forth in this Account Statement may differ from the market prices and information for the same securities used by other business units of The Bank of New York Mellon or its subsidiaries or affiliates based upon market prices and information received from other third party pricing services utilized by such other business units. Corporate Trust does not compare its market values with those used by,or reconcile different market values used by,other business units of The Bank of New York Mellon or its subsidiaries or its affiliates. The Bank of New York Mellon shall not be liable for any loss,damage or expense incurred as a result of or arising from or N related to the market values or information provided by third party pricing services or the differences in market prices or information provided by other third party pricing services. w m N Table of Contents U.S. Bank Investment Listing -Yield As of 09/30/2020 Asset Category CUSIP Asset Short Name Yield Shares/Units Moody's S&P Rating Price Cost Basis Market Value Cash Equivalents 31846V567 FIRST AM GOVT OB FD CL Z 0.0360% 2,920,536.2900 1.00 2,920,536.29 2,920,536.29 Cash Equivalents 31846V567 FIRST AM GOVT OB FD CL Z 0.0360% 946,228.2600 1.00 946,228.26 946,228.26 Cash Equivalents 89233GLP9 TOYOTA MOTOR CREDIT CO C P 11/23/20 0.0000% 1,500,000.0000 99.98 1,498,721.67 1,499,685.00 Cash Equivalents 912796UC1 U S TREASURY BILL 1/28/21 0.0938% 58,250,000.0000 N/A N/A 99.97 58,193,363.48 58,230,777.50 Cash Equivalents 912796XE4 U S TREASURY BILL 2/25/21 0.0963% 10,000,000.0000 N/A N/A 99.96 9,991,378.33 9,995,900.00 Cash Equivalents 912796TN9 U S TREASURY BILL 10/08/20 0.0500% 5,000,000.0000 N/A N/A 100.00 4,997,484.38 4,999,950.00 Cash Equivalents 912796257 U S TREASURY BILL 10/22/20 0.0800% 5,000,000.0000 N/A N/A 100.00 4,997,362.85 4,999,750.00 Cash Equivalents 912796TP4 U S TREASURY BILL 11/05/20 0.0813% 5,000,000.0000 N/A N/A 99.99 4,997,375.00 4,999,600.00 Cash Equivalents 912796TY5 U S TREASURY BILL 12/31/20 0.0950% 5,000,000.0000 N/A N/A 99.98 4,995,372.22 4,998,750.00 Fixed Income 00440EAT4 ACE INA HOLDINGS 2.300% 11/03/20 2.2968% 500,000.0000 A3 A 100.14 503,140.00 500,705.00 Fixed Income 00440EAP2 ACE INA HOLDINGS 2.700% 3/13/23 2.5661% 2,000,000.0000 A3 A 105.22 1,937,000.00 2,104,340.00 Fixed Income 00440EAUl ACE INA HOLDINGS 2.875% 11/03/22 2.7485% 4,169,000.0000 A3 A 104.60 4,232,453.17 4,360,857.38 Fixed Income 02665WCZ2 AMERICAN HONDA MTN 2.400% 6/27/24 2.2679% 1,219,000.0000 A3 A- 105.82 1,213,843.63 1,289,982.37 Fixed Income 02665WCJ8 AMERICAN HONDA MTN 3.450% 7/14/23 3.2000% 845,000.0000 A3 A- 107.81 843,538.15 911,002.95 Fixed Income 02665WCQ2 AMERICAN HONDA MTN 3.625% 10/10/23 3.3284% 2,000,000.0000 A3 A- 108.91 1,998,320.00 2,178,220.00 Fixed Income 03215PFN4 AMRESCO 1.12443% 6/25/29 1.2028% 119,021.6400 N/A A+ 93.49 89,377.81 111,269.76 Fixed Income 037833BS8 APPLE INC 2.250% 2/23/21 2.2343% 4,000,000.0000 AA1 AA+ 100.70 4,050,840.00 4,028,160.00 Fixed Income 037833AR1 APPLE INC 2.850% 5/06/21 2.8082% 1,155,000.0000 AA1 AA+ 101.49 1,182,327.30 1,172,209.50 Fixed Income 037833CU2 APPLE INC 2.850% 5/11/24 2.6413% 3,000,000.0000 AA1 AA+ 107.90 3,017,760.00 3,237,090.00 Fixed Income 06051GHF9 BANK OF AMERICA 3.550% 3/05/24 3.3335% 6,675,000.0000 A2 A- 106.50 6,770,625.75 7,108,608.00 Fixed Income 06406RAA5 BANK OF NY MTN 2.600% 2/07/22 2.5268% 2,500,000.0000 Al A 102.90 2,504,475.00 2,572,425.00 Fixed Income 06406RAE7 BANK OF NY MTN 2.950% 1/29/23 2.8005% 2,500,000.0000 Al A 105.34 2,489,555.00 2,633,425.00 Fixed Income 084670BR8 BERKSHIRE HATHAWAY 2.750% 3/15/23 2.6106% 2,500,000.0000 AA2 AA 105.34 2,440,950.00 2,633,475.00 Fixed Income 084664BT7 BERKSHIRE HATHAWAY 3.000% 5/15/22 2.8770% 4,000,000.0000 AA2 AA 104.27 4,131,120.00 4,170,960.00 Fixed Income 09247XAL5 BLACKROCK INC 3.500% 3/18/24 3.1760% 1,000,000.0000 AA3 AA- 110.20 1,036,330.00 1,102,010.00 Fixed Income 808513AT2 CHARLES SCHWAB CORP 2.650% 1/25/23 2.5274% 6,750,000.0000 A2 A 104.85 6,729,480.00 7,077,307.50 Fixed Income 808513AW5 CHARLES SCHWAB CORP 3.250% 5/21/21 3.1987% 1,385,000.0000 A2 A 101.60 1,419,472.65 1,407,201.55 Fixed Income 166764BG4 CHEVRON CORP 2.100% 5/16/21 2.0788% 2,500,000.0000 AA2 AA 101.02 2,485,350.00 2,525,450.00 Fixed Income 166764AH3 CHEVRON CORP 3.191% 6/24/23 2.9860% 3,500,000.0000 AA2 AA 106.87 3,441,095.00 3,740,275.00 Fixed Income 30231GAV4 EXXON MOBIL 2.222% 3/01/21 2.2074% 3,000,000.0000 AA1 AA 100.66 3,016,097.40 3,019,830.00 Fixed Income 3133ELYR9 F F C B DEB 0.250% 5/06/22 0.2496% 8,850,000.0000 AAA AA+ 100.15 8,838,760.50 8,863,629.00 Fixed Income 3133EKWV4 F F C B DEB 1.850% 7/26/24 1.7458% 5,000,000.0000 AAA AA+ 105.97 5,048,280.00 5,298,500.00 Fixed Income 3130A1XJ2 F H L B 2.875% 6/14/24 2.6214% 11,110,000.0000 AAA AA+ 109.68 11,589,031.30 12,185,003.60 Fixed Income 3130A7CV5 F H L B DEB 1.375% 2/18/21 1.3686% 5,365,000.0000 AAA AA+ 100.47 5,343,325.40 5,390,161.85 Fixed Income 313379RB7 F H L B DEB 1.875% 6/11/21 1.8525% 4,000,000.0000 AAA AA+ 101.21 4,030,160.00 4,048,560.00 Fixed Income 3130A4CH3 F H L B DEB 2.375% 3/14/25 2.1882% 5,225,000.0000 AAA AA+ 108.54 5,526,848.25 5,671,162.75 Fixed Income 3130A2UW4 F H L B DEB 2.875% 9/13/24 2.6004% 2,500,000.0000 AAA AA+ 110.56 2,635,950.00 2,763,975.00 Fixed Income 313383QR5 F H L B DEB 3.250% 6/09/23 3.0080% 5,000,000.0000 AAA AA+ 108.05 5,083,350.00 5,402,250.00 Fixed Income 313383YJ4 F H L B DEB 3.375% 9/08/23 3.0921% 10,000,000.0000 AAA AA+ 109.15 10,211,831.00 10,915,000.00 Fixed Income 3130AOF70 F H L B DEB 3.375% 12/08/23 3.0727% 10,000,000.0000 AAA AA+ 109.84 10,269,043.75 10,984,000.00 1of5 Table of Contents U.S. Bank Investment Listing -Yield As of 09/30/2020 Asset Category CUSIP Asset Short Name Yield Shares/Units Moody's S&P Rating Price Cost Basis Market Value Fixed Income 313385AD8 F H L B DISC NTS 1/04/21 0.0000% 1,500,000.0000 N/A N/A 99.98 1,498,340.00 1,499,640.00 Fixed Income 313384K57 F H L B DISC NTS 10/13/20 0.0000% 6,500,000.0000 N/A N/A 100.00 6,496,403.33 6,499,870.00 Fixed Income 313384Q77 F H L B DISC NTS 11/24/20 0.0000% 4,800,000.0000 N/A N/A 99.99 4,796,656.00 4,799,520.00 Fixed Income 3137EAEPO F H L M C 1.500% 2/12/25 1.4291% 12,335,000.0000 AAA N/A 104.96 12,510,182.05 12,946,569.30 Fixed Income 3137EAEN5 F H L M C 2.750% 6/19/23 2.5759% 10,000,000.0000 AAA AA+ 106.76 9,956,500.00 10,676,000.00 Fixed Income 3137EAEU9 F H L M C M T N 0.375% 7/21/25 0.3749% 5,030,000.0000 AAA AA+ 100.02 5,004,950.60 5,030,804.80 Fixed Income 3137EAEX3 F H L M C M T N 0.375% 9/23/25 0.3762% 7,660,000.0000 AAA AA+ 99.67 7,636,943.40 7,634,722.00 Fixed Income 3137EAEK1 F H L M C M T N 1.875% 11/17/20 1.8707% 5,000,000.0000 AAA AA+ 100.23 4,986,225.00 5,011,450.00 Fixed Income 3137EAEL9 F H L M C M T N 2.375% 2/16/21 2.3553% 7,500,000.0000 AAA AA+ 100.84 7,484,475.00 7,562,850.00 Fixed Income 31348SWZ3 F H L M C#786064 3.845% 1/01/28 3.8438% 1,626.7500 N/A N/A 100.03 1,587.14 1,627.24 Fixed Income 3133TCE95 F H L M C MLTCL MTG 3.985% 8/15/32 3.9386% 4,760.3500 N/A N/A 101.18 4,765.34 4,816.37 Fixed Income 31394JY35 F H L M C MLTCL MTG 6.500% 9/25/43 5.5647% 585,676.6100 N/A N/A 116.81 663,278.76 684,111.28 Fixed Income 3135GO5G4 F N M A 0.250% 7/10/23 0.2501% 6,775,000.0000 AAA AA+ 99.98 6,760,433.75 6,773,577.25 Fixed Income 3135GO5X7 F N M A 0.375% 8/25/25 0.3762% 7,945,000.0000 AAA AA+ 99.69 7,907,817.40 7,919,973.25 Fixed Income 3135GO4Z3 F N M A 0.500% 6/17/25 0.4977% 9,905,000.0000 AAA AA+ 100.46 9,884,496.65 9,950,662.05 Fixed Income 3135GOF73 F N M A 1.500% 11/30/20 1.4966% 7,500,000.0000 AAA AA+ 100.23 7,370,726.00 7,517,175.00 Fixed Income 3135GOX24 F N M A 1.625% 1/07/25 1.5421% 10,000,000.0000 AAA AA+ 105.38 10,157,936.40 10,537,700.00 Fixed Income 3135GOT45 F N M A 1.875% 4/05/22 1.8269% 5,000,000.0000 AAA AA+ 102.63 4,972,500.00 5,131,650.00 Fixed Income 3135GOS38 F N M A 2.000% 1/05/22 1.9534% 3,000,000.0000 AAA AA+ 102.38 2,994,570.00 3,071,520.00 Fixed Income 3135GOV34 F N M A 2.500% 2/05/24 2.3255% 5,000,000.0000 AAA AA+ 107.50 4,980,850.00 5,375,200.00 Fixed Income 3135GOU35 F N M A 2.750% 6/22/21 2.6990% 7,500,000.0000 AAA AA+ 101.89 7,515,225.00 7,641,600.00 Fixed Income 31371NUC7 F N M A#257179 4.500% 4/01/28 4.1657% 11,104.3500 N/A N/A 108.03 11,743.94 11,995.59 Fixed Income 31376KT22 F N M A#357969 5.000% 9/01/35 4.3408% 82,086.0900 N/A N/A 115.19 88,242.53 94,550.86 Fixed Income 31381PDA3 F N M A#466397 3.400% 11/01/20 3.4013% 328,447.9500 N/A N/A 99.96 321,340.16 328,323.14 Fixed Income 31403DJZ3 F N M A#745580 5.000% 6/01/36 4.3466% 75,792.8500 N/A N/A 115.03 81,477.30 87,186.79 Fixed Income 31403GXF4 F N M A#748678 5.000% 10/01/33 4.4085% 1,670.9100 N/A N/A 113.42 1,796.23 1,895.08 Fixed Income 31406PQY8 F N M A#815971 5.000% 3/01/35 4.3533% 120,390.9900 N/A N/A 114.86 129,420.33 138,276.28 Fixed Income 31406XWT5 F N M A#823358 3.674% 2/01/35 3.5164% 92,694.1200 N/A N/A 104.48 91,969.95 96,849.60 Fixed Income 31407BXH7 F N M A#826080 5.000% 7/01/35 4.3515% 15,398.4800 N/A N/A 114.90 16,553.35 17,693.32 Fixed Income 3141OF4V4 F N M A#888336 5.000% 7/01/36 4.3447% 144,221.1700 N/A N/A 115.08 155,037.77 165,972.61 Fixed Income 3138EG6F6 F N M A#AL0869 4.500% 6/01/29 4.1315% 7,682.5500 N/A N/A 108.92 8,125.07 8,367.83 Fixed Income 31417YAY3 F N M A#MA0022 4.500% 4/01/29 4.1317% 12,456.7600 N/A N/A 108.91 13,174.25 13,567.16 Fixed Income 3135GO31-15 F N M A DEB 0.625% 4/22/25 0.6166% 14,000,000.0000 AAA AA+ 101.36 13,996,711.60 14,189,700.00 Fixed Income 3135GOJ20 F N M A DEB 1.375% 2/26/21 1.3682% 10,000,000.0000 AAA AA+ 100.50 10,040,950.00 10,050,000.00 Fixed Income 3135GOT94 F N M A DEB 2.375% 1/19/23 2.2640% 5,000,000.0000 AAA AA+ 104.91 4,910,990.00 5,245,250.00 Fixed Income 31397QREO F N M A GTD REMIC 2.472% 2/25/41 0.8171% 146,233.8600 N/A N/A 101.35 146,188.17 148,209.48 Fixed Income 36225CAZ9 G N M A 11#080023 3.125% 12/20/26 3.0120% 12,588.6000 N/A N/A 103.75 12,796.57 13,061.05 Fixed Income 36225CC20 G N M A 1 1#080088 2.875% 6/20/27 2.8169% 9,352.0300 N/A N/A 102.06 9,556.61 9,545.06 Fixed Income 36225CNM4 G N M A 1 1#080395 2.875% 4/20/30 2.7571% 5,221.9400 N/A N/A 104.28 5,174.58 5,445.23 Fixed Income 36225CN28 G N M A 1 1#080408 2.875% 5/20/30 2.7571% 37,845.1900 N/A N/A 104.28 37,460.83 39,464.21 2of5 Table of Contents U.S. Bank Investment Listing -Yield As of 09/30/2020 Asset Category CUSIP Asset Short Name Yield Shares/Units Moody's S&P Rating Price Cost Basis Market Value Fixed Income 36225DCB8 G N M A 1 1#080965 3.250% 7/20/34 3.1078% 33,988.1600 N/A N/A 104.58 33,966.93 35,543.12 Fixed Income 369550BE7 GENERAL DYNAMICS 3.000% 5/11/21 2.9507% 3,160,000.0000 A2 A 101.67 3,138,038.00 3,212,803.60 Fixed Income 43813KAC6 HONDA AUTO 0.370% 10/18/24 0.3700% 3,235,000.0000 N/A AAA 100.01 3,234,524.78 3,235,323.50 Fixed Income 43814PAC4 HONDA AUTO 1.790% 9/20/21 1.7870% 320,898.6400 N/A AAA 100.17 315,809.39 321,437.75 Fixed Income 43815NABO HONDA AUTO 1.900% 4/15/22 1.8893% 2,182,158.8200 AAA AAA 100.57 2,182,006.07 2,194,509.84 Fixed Income 43814WAB1 HONDA AUTO 2.750% 9/20/21 2.7432% 706,874.2800 N/A AAA 100.25 706,828.76 708,620.26 Fixed Income 43815HAC1 HONDA AUTO 2.950% 8/22/22 2.9118% 2,445,741.8400 AAA N/A 101.31 2,445,406.29 2,477,829.97 Fixed Income 43814UAG4 HONDA AUTO 3.010% 5/18/22 2.9760% 937,656.4800 N/A AAA 101.14 937,636.04 948,355.14 Fixed Income 438516CBO HONEYWELL 1.350% 6/01/25 1.3094% 5,000,000.0000 A2 A 103.10 5,119,000.00 5,155,150.00 Fixed Income 44932HAH6 IBM CREDIT CORP 3.000% 2/06/23 2.8227% 5,670,000.0000 A2 A 106.28 5,603,264.40 6,026,246.10 Fixed Income 458140BD1 INTEL CORP 2.875% 5/11/24 2.6596% 5,000,000.0000 Al A+ 108.10 5,025,900.00 5,404,900.00 Fixed Income 4581XOCS5 INTER AMER BK M T N 1.875% 3/15/21 1.8615% 5,000,000.0000 AAA AAA 100.72 5,059,610.00 5,036,150.00 Fixed Income 4581XOCZ9 INTER AMER DEV BK 1.750% 9/14/22 1.6997% 6,500,000.0000 AAA AAA 102.96 6,249,655.00 6,692,530.00 Fixed Income 4581XOCW6 INTER AMER DEV BK 2.125% 1/18/22 2.0745% 3,000,000.0000 AAA N/A 102.44 2,996,310.00 3,073,050.00 Fixed Income 459058FH1 INTL BK 1.375% 5/24/21 1.3653% 1,000,000.0000 AAA AAA 100.71 1,010,570.00 1,007,130.00 Fixed Income 459058FY4 INTL BK 2.000% 1/26/22 1.9542% 10,000,000.0000 AAA N/A 102.34 10,006,350.00 10,234,300.00 Fixed Income 459058JBO INTL BK MTN 0.625% 4/22/25 0.6192% 6,245,000.0000 AAA AAA 100.93 6,220,831.85 6,303,140.95 Fixed Income 45950KCMO INTL BK MTN 2.250% 1/25/21 2.2357% 2,970,000.0000 AAA AAA 100.64 2,961,268.20 2,988,978.30 Fixed Income 45950KCJ7 INTL FINANCE CORP 1.125% 7/20/21 1.1168% 2,500,000.0000 AAA AAA 100.73 2,441,600.00 2,518,300.00 Fixed Income 24422EUM9 JOHN DEERE MTN 3.650% 10/12/23 3.3217% 1,250,000.0000 A2 A 109.88 1,250,237.50 1,373,537.50 Fixed Income 47787NAC3 JOHN DEERE OWNER 0.510% 11/15/24 0.5087% 1,480,000.0000 AAA N/A 100.26 1,479,774.45 1,483,848.00 Fixed Income 47788BAD6 JOHN DEERE OWNER 1.820% 10/15/21 1.8190% 19,300.2100 AAA N/A 100.06 19,298.80 19,310.83 Fixed Income 477870AB5 JOHN DEERE OWNER 2.280% 5/16/22 2.2690% 1,242,530.5500 AAA N/A 100.49 1,242,525.83 1,248,556.82 Fixed Income 47788CAC6 JOHN DEERE OWNER 2.660% 4/18/22 2.6455% 391,673.1800 AAA N/A 100.55 391,645.02 393,815.63 Fixed Income 47789JAB2 JOHN DEERE OWNER 2.850% 12/15/21 2.8445% 419,926.3300 AAA N/A 100.19 419,907.19 420,736.79 Fixed Income 47788EAC2 JOHN DEERE OWNER 3.080% 11/15/22 3.0377% 2,901,661.2900 AAA N/A 101.39 2,901,441.35 2,942,110.45 Fixed Income 46625HRL6 JP MORGAN CHASE CO 2.700% 5/18/23 2.5567% 5,000,000.0000 A2 A- 105.60 4,821,910.00 5,280,150.00 Fixed Income 46647PAUO JPMORGAN CHASE CO 3.797% 7/23/24 3.5051% 2,500,000.0000 A2 A- 108.33 2,632,175.00 2,708,200.00 Fixed Income 46625HHU7 JPMORGAN CHASE CO 4.250% 10/15/20 4.2440% 1,160,000.0000 WR N/R 100.14 1,176,924.40 1,161,647.20 Fixed Income 494368BF9 KIMBERLY CLARK CORP 3.875% 3/01/21 3.8185% 750,000.0000 A2 A 101.48 768,877.50 761,100.00 Fixed Income 525ESCOY6 LEHMAN BRTH HLD ESC 0.0000% 2,000,000.0000 - 1,026,605.56 - Fixed Income 525ESC1B7 LEHMAN BRTH MTN ES 0.00001% 1/24/13 0.0008% 600,000.0000 N/A N/A 1.20 318,603.60 7,200.00 Fixed Income 58770FAC6 MERCEDES BENZ AUTO 1.840% 12/15/22 1.8105% 2,050,000.0000 AAA AAA 101.63 2,049,729.81 2,083,374.00 Fixed Income 58933YAF2 MERCK CO INC 2.800% 5/18/23 2.6261% 2,000,000.0000 Al AA- 106.62 1,948,640.00 2,132,460.00 Fixed Income 594918BP8 MICROSOFT CORP 1.550% 8/08/21 1.5334% 3,045,000.0000 AAA AAA 101.08 3,041,385.15 3,077,886.00 Fixed Income 61747WAL3 MORGAN STANLEY 5.500% 7/28/21 5.2791% 2,800,000.0000 A2 BBB+ 104.19 3,200,848.00 2,917,180.00 Fixed Income 64971M5E8 NEW YORK CITY NY 4.075% 11/01/20 4.0629% 1,400,000.0000 AA1 AAA 100.30 1,400,000.00 1,404,158.00 Fixed Income 65478GAD2 NISSAN AUTO 1.750% 10/15/21 1.7471% 292,650.5800 AAA N/A 100.16 288,112.21 293,130.53 Fixed Income 65479JAD5 NISSAN AUTO 1.930% 7/15/24 1.8835% 4,185,000.0000 AAA AAA 102.47 4,184,779.03 4,288,369.50 Fixed Income 65479GAD1 NISSAN AUTO 3.060% 3/15/23 3.0093% 2,845,516.9800 AAA AAA 101.68 2,845,424.79 2,893,435.49 3of5 Table of Contents U.S. Bank Investment Listing -Yield As of 09/30/2020 Asset Category CUSIP Asset Short Name Yield Shares/Units Moody's S&P Rating Price Cost Basis Market Value Fixed Income 68389XBKO ORACLE CORP 1.900% 9/15/21 1.8733% 3,000,000.0000 A3 A 101.43 2,892,240.00 3,042,750.00 Fixed Income 69371RN93 PACCAR FINANCIAL MTN 2.800% 3/01/21 2.7709% 600,000.0000 Al A+ 101.05 607,086.00 606,312.00 Fixed Income 69353RFB9 PNC BANK NA MTN 2.625% 2/17/22 2.5478% 1,000,000.0000 A2 A 103.03 974,940.00 1,030,290.00 Fixed Income 69353RFL7 PNC BANK NA MTN 3.500% 6/08/23 3.2565% 5,000,000.0000 A2 A 107.48 4,993,318.05 5,373,900.00 Fixed Income 78015K7H1 ROYAL BANK OF MTN 1.150% 6/10/25 1.1342% 1,500,000.0000 A2 A 101.40 1,515,480.00 1,520,955.00 Fixed Income 78013XZU5 ROYAL BANK OF MTN 2.550% 7/16/24 2.3837% 6,500,000.0000 A2 A 106.98 6,581,445.00 6,953,505.00 Fixed Income 78012UVJ1 ROYAL BK OF C D 1.000% 2/19/21 0.9967% 1,500,000.0000 100.33 1,500,000.00 1,504,920.00 Fixed Income 83162CLJO S B A GTD DEV PART 6.340% 3/01/21 6.2712% 2,984.8600 N/A N/A 101.10 2,984.86 3,017.60 Fixed Income 78445JAA5 S L M A 1.76388% 4/25/23 1.7974% 11,225.8000 BAA3 B 98.14 11,180.25 11,016.66 Fixed Income 89114QBX5 TORONTO DOMINION MTN 2.550% 1/25/21 2.5316% 1,750,000.0000 AA1 AA- 100.73 1,774,762.50 1,762,740.00 Fixed Income 89114QCA4 TORONTO DOMINION MTN 2.650% 6/12/24 2.4768% 3,000,000.0000 AA3 A 106.99 3,000,570.00 3,209,760.00 Fixed Income 89114QC48 TORONTO MTN 3.500% 7/19/23 3.2238% 5,000,000.0000 AA1 AA- 108.57 5,094,200.00 5,428,350.00 Fixed Income 89239AAB9 TOYOTA AUTO 2.830% 10/15/21 2.8238% 430,940.8400 AAA AAA 100.22 430,901.72 431,893.22 Fixed Income 89237VAB5 TOYOTA AUTO RECV 0.440% 10/15/24 0.4390% 2,960,000.0000 AAA AAA 100.23 2,959,772.08 2,966,748.80 Fixed Income 89236TBJ3 TOYOTA MOTOR MTN 2.750% 5/17/21 2.7076% 1,500,000.0000 Al A+ 101.57 1,523,295.00 1,523,490.00 Fixed Income 912828WUO U S TREASURY I P S 0.125% 7/15/24 0.1182% 11,346,608.0000 AAA N/A 105.79 11,201,888.09 12,003,917.00 Fixed Income 912828ZL7 U S TREASURY NT 0.375% 4/30/25 0.3728% 12,000,000.0000 AAA N/A 100.59 11,998,515.63 12,070,800.00 Fixed Income 912828T34 U S TREASURY NT 1.125% 9/30/21 1.1141% 7,000,000.0000 AAA N/A 100.98 6,757,914.08 7,068,390.00 Fixed Income 912828T67 U S TREASURY NT 1.250% 10/31/21 1.2350% 6,000,000.0000 AAA N/A 101.21 5,813,691.98 6,072,660.00 Fixed Income 9128281\189 U S TREASURY NT 1.375% 1/31/21 1.3694% 6,000,000.0000 AAA N/A 100.41 5,895,840.41 6,024,600.00 Fixed Income 9128281-99 U S TREASURY NT 1.375% 10/31/20 1.3736% 6,500,000.0000 AAA N/A 100.10 6,396,119.99 6,506,760.00 Fixed Income 912828YH7 U S TREASURY NT 1.500% 9/30/24 1.4267% 14,000,000.0000 AAA N/A 105.14 13,859,296.88 14,719,180.00 Fixed Income 912828R69 U S TREASURY NT 1.625% 5/31/23 1.5633% 5,000,000.0000 AAA N/A 103.95 4,757,226.56 5,197,250.00 Fixed Income 912828J76 U S TREASURY NT 1.750% 3/31/22 1.7085% 5,000,000.0000 AAA N/A 102.43 4,976,383.94 5,121,500.00 Fixed Income 912828XW5 U S TREASURY NT 1.750% 6/30/22 1.7018% 5,000,000.0000 AAA N/A 102.83 4,973,454.25 5,141,600.00 Fixed Income 9128281-57 U S TREASURY NT 1.750% 9/30/22 1.6952% 16,000,000.0000 AAA N/A 103.23 15,829,492.20 16,517,440.00 Fixed Income 912828U65 U S TREASURY NT 1.750% 11/30/21 1.7177% 7,000,000.0000 AAA N/A 101.88 6,900,492.20 7,131,810.00 Fixed Income 912828V72 U S TREASURY NT 1.875% 1/31/22 1.8323% 3,000,000.0000 AAA N/A 102.33 3,004,814.74 3,069,840.00 Fixed Income 9128281-24 U S TREASURY NT 1.875% 8/31/22 1.8145% 6,000,000.0000 AAA N/A 103.33 5,987,832.60 6,199,920.00 Fixed Income 912828XX3 U S TREASURY NT 2.000% 6/30/24 1.8737% 5,000,000.0000 AAA N/A 106.74 5,028,710.94 5,337,100.00 Fixed Income 912828M80 U S TREASURY NT 2.000% 11/30/22 1.9224% 8,000,000.0000 AAA N/A 104.04 7,907,500.00 8,322,800.00 Fixed Income 912828W48 U S TREASURY NT 2.125% 2/29/24 1.9929% 10,000,000.0000 AAA N/A 106.63 9,911,718.75 10,662,900.00 Fixed Income 912828WR7 U S TREASURY NT 2.125% 6/30/21 2.0936% 3,000,000.0000 AAA N/A 101.50 3,047,109.38 3,045,000.00 Fixed Income 9128281.157 U S TREASURY NT 2.125% 11/30/23 2.0012% 15,000,000.0000 AAA N/A 106.18 14,723,632.81 15,927,600.00 Fixed Income 9128283,17 U S TREASURY NT 2.125% 11/30/24 1.9698% 16,500,000.0000 AAA N/A 107.88 16,783,886.72 17,800,035.00 Fixed Income 9128281\130 U S TREASURY NT 2.125% 12/31/22 2.0341% 5,000,000.0000 AAA N/A 104.47 4,926,562.50 5,223,450.00 Fixed Income 912828V80 U S TREASURY NT 2.250% 1/31/24 2.1049% 7,500,000.0000 AAA 106.90 7,491,503.91 8,017,125.00 Fixed Income 912828WY2 U S TREASURY NT 2.250% 7/31/21 2.2109% 8,000,000.0000 AAA N/A 101.77 8,144,296.88 8,141,600.00 Fixed Income 9128284D9 U S TREASURY NT 2.500% 3/31/23 2.3609% 10,000,000.0000 AAA N/A 105.89 9,887,265.63 10,589,100.00 Fixed Income 912828WJ5 U S TREASURY NT 2.500% 5/15/24 2.3078% 7,000,000.0000 AAA N/A 108.33 7,193,046.88 7,582,960.00 4of5 Table of Contents U.S. Bank Investment Listing -Yield As of 09/30/2020 Asset Category CUSIP Asset Short Name Yield Shares/Units Moody's S&P Rating Price Cost Basis Market Value Fixed Income 913366EJ5 UNIV OF CALIFORNIA 5.035% 5/15/21 4.9003% 400,000.0000 AA3 AA- 102.75 400,000.00 410,996.00 Fixed Income 90331 HPL1 US BANK NA MTN 2.050% 1/21/25 1.9410% 7,270,000.0000 Al AA- 105.62 7,254,514.90 7,678,210.50 Fixed Income 90331HNL3 US BANK NA MTN 2.850% 1/23/23 2.7022% 2,000,000.0000 Al AA- 105.47 1,992,640.00 2,109,360.00 Fixed Income 92826CAB8 VISA INC 2.200% 12/14/20 2.1952% 500,000.0000 AA3 AA- 100.22 501,360.00 501,100.00 Fixed Income 931142EK5 WALMART INC 3.400% 6/26/23 3.1470% 3,880,000.0000 AA2 AA 108.04 3,878,991.40 4,191,874.40 Fixed Income 95000U2B8 WELLS FARGO MTN 2.625% 7/22/22 2.5318% 3,000,000.0000 A2 BBB+ 103.68 2,954,520.00 3,110,400.00 Total Consolidated 751,266,046.54 5of5 Table of Contents U.S. Bank Asset Detail -Consolidated As of 09/30/2020 CUSIP Asset Short Name Price Shares/Units Cost Basis Market Value Percent of Total Unrealized Gain/Loss Cash Equivalents 31846V567 FIRST AM GOVT OB FD CL Z 1.00 2,920,536.2900 2,920,536.29 2,920,536.29 0.39 31846V567 FIRST AM GOVT OB FD CL Z 1.00 946,228.2600 946,228.26 946,228.26 0.13 - 89233GLP9 TOYOTA MOTOR CREDIT CO C P 11/23/20 99.98 1,500,000.0000 1,498,721.67 1,499,685.00 0.20 963.33 912796UC1 U S TREASURY BILL 1/28/21 99.97 58,250,000.0000 58,193,363.48 58,230,777.50 7.75 37,414.02 912796XE4 U S TREASURY BILL 2/25/21 99.96 10,000,000.0000 9,991,378.33 9,995,900.00 1.33 4,521.67 912796TN9 U S TREASURY BILL 10/08/20 100.00 5,000,000.0000 4,997,484.38 4,999,950.00 0.67 2,465.62 912796257 U S TREASURY BILL 10/22/20 100.00 5,000,000.0000 4,997,362.85 4,999,750.00 0.67 2,387.15 912796TP4 U S TREASURY BILL 11/05/20 99.99 5,000,000.0000 4,997,375.00 4,999,600.00 0.67 2,225.00 912796TY5 U S TREASURY BILL 12/31/20 99.98 5,000,000.0000 4,995,372.22 4,998,750.00 0.67 3,377.78 Cash Equivalents Total 93,616,764.5500 93,537,822.48 93,591,177.05 12.46 53,354.57 Fixed Income 00440EAT4 ACE INA HOLDINGS 2.300%11/03/20 100.14 500,000.0000 503,140.00 500,705.00 0.07 (2,435.00) 00440EAP2 ACE INA HOLDINGS 2.700% 3/13/23 105.22 2,000,000.0000 1,937,000.00 2,104,340.00 0.28 167,340.00 00440EAUl ACE INA HOLDINGS 2.875%11/03/22 104.60 4,169,000.0000 4,232,453.17 4,360,857.38 0.58 128,404.21 02665WCZ2 AMERICAN HONDA MTN 2.400% 6/27/24 105.82 1,219,000.0000 1,213,843.63 1,289,982.37 0.17 76,138.74 02665WCJ8 AMERICAN HONDA MTN 3.450% 7/14/23 107.81 845,000.0000 843,538.15 911,002.95 0.12 67,464.80 02665WCQ2 AMERICAN HONDA MTN 3.625%10/10/23 108.91 2,000,000.0000 1,998,320.00 2,178,220.00 0.29 179,900.00 03215PFN4 AMRESCO 1.12443% 6/25/29 93.49 119,021.6400 89,377.81 111,269.76 0.01 21,891.95 037833BS8 APPLE INC 2.250% 2/23/21 100.70 4,000,000.0000 4,050,840.00 4,028,160.00 0.54 (22,680.00) 037833AR1 APPLE INC 2.850% 5/06/21 101.49 1,155,000.0000 1,182,327.30 1,172,209.50 0.16 (10,117.80) 037833CU2 APPLE INC 2.850% 5/11/24 107.90 3,000,000.0000 3,017,760.00 3,237,090.00 0.43 219,330.00 06051GHF9 BANK OF AMERICA 3.550% 3/05/24 106.50 6,675,000.0000 6,770,625.75 7,108,608.00 0.95 337,982.25 06406RAA5 BANK OF NY MTN 2.600% 2/07/22 102.90 2,500,000.0000 2,504,475.00 2,572,425.00 0.34 67,950.00 06406RAE7 BANK OF NY MTN 2.950% 1/29/23 105.34 2,500,000.0000 2,489,555.00 2,633,425.00 0.35 143,870.00 084670BR8 BERKSHIRE HATHAWAY 2.750% 3/15/23 105.34 2,500,000.0000 2,440,950.00 2,633,475.00 0.35 192,525.00 084664BT7 BERKSHIRE HATHAWAY 3.000% 5/15/22 104.27 4,000,000.0000 4,131,120.00 4,170,960.00 0.56 39,840.00 09247XAL5 BLACKROCK INC 3.500% 3/18/24 110.20 1,000,000.0000 1,036,330.00 1,102,010.00 0.15 65,680.00 808513AT2 CHARLES SCHWAB CORP 2.650% 1/25/23 104.85 6,750,000.0000 6,729,480.00 7,077,307.50 0.94 347,827.50 808513AW5 CHARLES SCHWAB CORP 3.250% 5/21/21 101.60 1,385,000.0000 1,419,472.65 1,407,201.55 0.19 (12,271.10) 166764BG4 CHEVRON CORP 2.100% 5/16/21 101.02 2,500,000.0000 2,485,350.00 2,525,450.00 0.34 40,100.00 166764AH3 CHEVRON CORP 3.191% 6/24/23 106.87 3,500,000.0000 3,441,095.00 3,740,275.00 0.50 299,180.00 30231GAV4 EXXON MOBIL 2.222% 3/01/21 100.66 3,000,000.0000 3,016,097.40 3,019,830.00 0.40 3,732.60 3133ELYR9 F F C B DEB 0.250% 5/06/22 100.15 8,850,000.0000 8,838,760.50 8,863,629.00 1.18 24,868.50 3133EKWV4 F F C B DEB 1.850% 7/26/24 105.97 5,000,000.0000 5,048,280.00 5,298,500.00 0.71 250,220.00 3130A1XJ2 F H L B 2.875% 6/14/24 109.68 11,110,000.0000 11,589,031.30 12,185,003.60 1.62 595,972.30 3130A7CV5 F H L B DEB 1.375% 2/18/21 100.47 5,365,000.0000 5,343,325.40 5,390,161.85 0.72 46,836.45 313379RB7 F H L B DEB 1.875% 6/11/21 101.21 4,000,000.0000 4,030,160.00 4,048,560.00 0.54 18,400.00 3130A4CH3 F H L B DEB 2.375% 3/14/25 108.54 5,225,000.0000 5,526,848.25 5,671,162.75 0.75 144,314.50 3130A2UW4 F H L B DEB 2.875% 9/13/24 110.56 2,500,000.0000 2,635,950.00 2,763,975.00 0.37 128,025.00 313383QR5 F H L B DEB 3.250% 6/09/23 108.05 5,000,000.0000 5,083,350.00 5,402,250.00 0.72 318,900.00 1of5 Table of Contents U.S. Bank Asset Detail -Consolidated As of 09/30/2020 CUSIP Asset Short Name Price Shares/Units Cost Basis Market Value Percent of Total Unrealized Gain/Loss 313383YJ4 F H L B DEB 3.375% 9/08/23 109.15 10,000,000.0000 10,211,831.00 10,915,000.00 1.45 703,169.00 3130AOF70 F H L B DEB 3.375%12/08/23 109.84 10,000,000.0000 10,269,043.75 10,984,000.00 1.46 714,956.25 313385AD8 F H L B DISC NTS 1/04/21 99.98 1,500,000.0000 1,498,340.00 1,499,640.00 0.20 1,300.00 313384K57 F H L B DISC NTS 10/13/20 100.00 6,500,000.0000 6,496,403.33 6,499,870.00 0.87 3,466.67 313384Q77 F H L B DISC NTS 11/24/20 99.99 4,800,000.0000 4,796,656.00 4,799,520.00 0.64 2,864.00 3137EAEPO F H L M C 1.500% 2/12/25 104.96 12,335,000.0000 12,510,182.05 12,946,569.30 1.72 436,387.25 3137EAEN5 F H L M C 2.750% 6/19/23 106.76 10,000,000.0000 9,956,500.00 10,676,000.00 1.42 719,500.00 3137EAEU9 F H L M C M T N 0.375% 7/21/25 100.02 5,030,000.0000 5,004,950.60 5,030,804.80 0.67 25,854.20 3137EAEX3 F H L M C M T N 0.375% 9/23/25 99.67 7,660,000.0000 7,636,943.40 7,634,722.00 1.02 (2,221.40) 3137EAEK1 F H L M C M T N 1.875%11/17/20 100.23 5,000,000.0000 4,986,225.00 5,011,450.00 0.67 25,225.00 3137EAEL9 F H L M C M T N 2.375% 2/16/21 100.84 7,500,000.0000 7,484,475.00 7,562,850.00 1.01 78,375.00 31348SWZ3 F H L M C#786064 3.845% 1/01/28 100.03 1,626.7500 1,587.14 1,627.24 0.00 40.10 3133TCE95 F H L M C MLTCL MTG 3.985% 8/15/32 101.18 4,760.3500 4,765.34 4,816.37 0.00 51.03 31394JY35 F H L M C MLTCL MTG 6.500% 9/25/43 116.81 585,676.6100 663,278.76 684,111.28 0.09 20,832.52 3135GO5G4 F N M A 0.250% 7/10/23 99.98 6,775,000.0000 6,760,433.75 6,773,577.25 0.90 13,143.50 3135GO5X7 F N M A 0.375% 8/25/25 99.69 7,945,000.0000 7,907,817.40 7,919,973.25 1.05 12,155.85 3135GO4Z3 F N M A 0.500% 6/17/25 100.46 9,905,000.0000 9,884,496.65 9,950,662.05 1.32 66,165.40 3135GOF73 F N M A 1.500%11/30/20 100.23 7,500,000.0000 7,370,726.00 7,517,175.00 1.00 146,449.00 3135GOX24 F N M A 1.625% 1/07/25 105.38 10,000,000.0000 10,157,936.40 10,537,700.00 1.40 379,763.60 3135GOT45 F N M A 1.875% 4/05/22 102.63 5,000,000.0000 4,972,500.00 5,131,650.00 0.68 159,150.00 3135GOS38 F N M A 2.000% 1/05/22 102.38 3,000,000.0000 2,994,570.00 3,071,520.00 0.41 76,950.00 3135GOV34 F N M A 2.500% 2/05/24 107.50 5,000,000.0000 4,980,850.00 5,375,200.00 0.72 394,350.00 3135GOU35 F N M A 2.750% 6/22/21 101.89 7,500,000.0000 7,515,225.00 7,641,600.00 1.02 126,375.00 31371NUC7 F N M A#257179 4.500% 4/01/28 108.03 11,104.3500 11,743.94 11,995.59 0.00 251.65 31376KT22 F N M A#357969 5.000% 9/01/35 115.19 82,086.0900 88,242.53 94,550.86 0.01 6,308.33 31381PDA3 F N M A#466397 3.400%11/01/20 99.96 328,447.9500 321,340.16 328,323.14 0.04 6,982.98 31403DJZ3 F N M A#745580 5.000% 6/01/36 115.03 75,792.8500 81,477.30 87,186.79 0.01 5,709.49 31403GXF4 F N M A#748678 5.000%10/01/33 113.42 1,670.9100 1,796.23 1,895.08 0.00 98.85 31406PQY8 F N M A#815971 5.000% 3/01/35 114.86 120,390.9900 129,420.33 138,276.28 0.02 8,855.95 31406XWT5 F N M A#823358 3.674% 2/01/35 104.48 92,694.1200 91,969.95 96,849.60 0.01 4,879.65 31407BXH7 F N M A#826080 5.000% 7/01/35 114.90 15,398.4800 16,553.35 17,693.32 0.00 1,139.97 3141OF4V4 F N M A#888336 5.000% 7/01/36 115.08 144,221.1700 155,037.77 165,972.61 0.02 10,934.84 3138EG6F6 F N M A#AL0869 4.500% 6/01/29 108.92 7,682.5500 8,125.07 8,367.83 0.00 242.76 31417YAY3 F N M A#MA0022 4.500% 4/01/29 108.91 12,456.7600 13,174.25 13,567.16 0.00 392.91 3135GO31-15 F N M A DEB 0.625% 4/22/25 101.36 14,000,000.0000 13,996,711.60 14,189,700.00 1.89 192,988.40 3135GOJ20 F N M A DEB 1.375% 2/26/21 100.50 10,000,000.0000 10,040,950.00 10,050,000.00 1.34 9,050.00 3135GOT94 F N M A DEB 2.375% 1/19/23 104.91 5,000,000.0000 4,910,990.00 5,245,250.00 0.70 334,260.00 31397QREO F N M A GTD REMIC 2.472% 2/25/41 101.35 146,233.8600 146,188.17 148,209.48 0.02 2,021.31 36225CAZ9 G N M A 1 1#080023 3.125%12/20/26 103.75 12,588.6000 12,796.57 13,061.05 0.00 264.48 36225CC20 G N M A 1 1#080088 2.875% 6/20/27 102.06 9,352.0300 9,556.61 9,545.06 0.00 (11.55) 36225CNM4 G N M A 1 1#080395 2.875% 4/20/30 104.28 5,221.9400 5,174.58 5,445.23 0.00 270.65 36225CN28 G N M A 1 1#080408 2.875% 5/20/30 104.28 37,845.1900 37,460.83 39,464.21 0.01 2,003.38 2of5 Table of Contents U.S. Bank Asset Detail -Consolidated As of 09/30/2020 CUSIP Asset Short Name Price Shares/Units Cost Basis Market Value Percent of Total Unrealized Gain/Loss 36225DCB8 G N M A 1 1#080965 3.250% 7/20/34 104.58 33,988.1600 33,966.93 35,543.12 0.00 1,576.19 369550BE7 GENERAL DYNAMICS 3.000% 5/11/21 101.67 3,160,000.0000 3,138,038.00 3,212,803.60 0.43 74,765.60 43813KAC6 HONDA AUTO 0.370%10/18/24 100.01 3,235,000.0000 3,234,524.78 3,235,323.50 0.43 798.72 43814PAC4 HONDA AUTO 1.790% 9/20/21 100.17 320,898.6400 315,809.39 321,437.75 0.04 5,628.36 43815NABO HONDA AUTO 1.900% 4/15/22 100.57 2,182,158.8200 2,182,006.07 2,194,509.84 0.29 12,503.77 43814WAB1 HONDA AUTO 2.750% 9/20/21 100.25 706,874.2800 706,828.76 708,620.26 0.09 1,791.50 43815HAC1 HONDA AUTO 2.950% 8/22/22 101.31 2,445,741.8400 2,445,406.29 2,477,829.97 0.33 32,423.68 43814UAG4 HONDA AUTO 3.010% 5/18/22 101.14 937,656.4800 937,636.04 948,355.14 0.13 10,719.10 438516CBO HONEYWELL 1.350% 6/01/25 103.10 5,000,000.0000 5,119,000.00 5,155,150.00 0.69 36,150.00 44932HAH6 IBM CREDIT CORP 3.000% 2/06/23 106.28 5,670,000.0000 5,603,264.40 6,026,246.10 0.80 422,981.70 45814OBD1 INTEL CORP 2.875% 5/11/24 108.10 5,000,000.0000 5,025,900.00 5,404,900.00 0.72 379,000.00 4581XOCS5 INTER AMER BK M T N 1.875% 3/15/21 100.72 5,000,000.0000 5,059,610.00 5,036,150.00 0.67 (23,460.00) 4581XOCZ9 INTER AMER DEV BK 1.750% 9/14/22 102.96 6,500,000.0000 6,249,655.00 6,692,530.00 0.89 442,875.00 4581XOCW6 INTER AMER DEV BK 2.125% 1/18/22 102.44 3,000,000.0000 2,996,310.00 3,073,050.00 0.41 76,740.00 459058FH1 INTL BK 1.375% 5/24/21 100.71 1,000,000.0000 1,010,570.00 1,007,130.00 0.13 (3,440.00) 459058FY4 INTL BK 2.000% 1/26/22 102.34 10,000,000.0000 10,006,350.00 10,234,300.00 1.36 227,950.00 459058JBO INTL BK MTN 0.625% 4/22/25 100.93 6,245,000.0000 6,220,831.85 6,303,140.95 0.84 82,309.10 45950KCMO INTL BK MTN 2.250% 1/25/21 100.64 2,970,000.0000 2,961,268.20 2,988,978.30 0.40 27,710.10 45950KCJ7 INTL FINANCE CORP 1.125% 7/20/21 100.73 2,500,000.0000 2,441,600.00 2,518,300.00 0.34 76,700.00 24422EUM9 JOHN DEERE MTN 3.650%10/12/23 109.88 1,250,000.0000 1,250,237.50 1,373,537.50 0.18 123,300.00 47787NAC3 JOHN DEERE OWNER 0.510%11/15/24 100.26 1,480,000.0000 1,479,774.45 1,483,848.00 0.20 4,073.55 47788BAD6 JOHN DEERE OWNER 1.820%10/15/21 100.06 19,300.2100 19,298.80 19,310.83 0.00 12.03 477870AB5 JOHN DEERE OWNER 2.280% 5/16/22 100.49 1,242,530.5500 1,242,525.83 1,248,556.82 0.17 6,030.99 47788CAC6 JOHN DEERE OWNER 2.660% 4/18/22 100.55 391,673.1800 391,645.02 393,815.63 0.05 2,170.61 47789JAB2 JOHN DEERE OWNER 2.850%12/15/21 100.19 419,926.3300 419,907.19 420,736.79 0.06 829.60 47788EAC2 JOHN DEERE OWNER 3.080%11/15/22 101.39 2,901,661.2900 2,901,441.35 2,942,110.45 0.39 40,669.10 46625HRL6 JP MORGAN CHASE CO 2.700% 5/18/23 105.60 5,000,000.0000 4,821,910.00 5,280,150.00 0.70 458,240.00 46647PAUO JPMORGAN CHASE CO 3.797% 7/23/24 108.33 2,500,000.0000 2,632,175.00 2,708,200.00 0.36 76,025.00 46625HHU7 JPMORGAN CHASE CO 4.250%10/15/20 100.14 1,160,000.0000 1,176,924.40 1,161,647.20 0.15 (15,277.20) 494368BF9 KIMBERLY CLARK CORP 3.875% 3/01/21 101.48 750,000.0000 768,877.50 761,100.00 0.10 (7,777.50) 525ESCOY6 LEHMAN BIRTH HLD ESC - 2,000,000.0000 1,026,605.56 - - (1,026,605.56) 525ESC1B7 LEHMAN BIRTH MTN ES 0.00001% 1/24/13 1.20 600,000.0000 318,603.60 7,200.00 0.00 (311,403.60) 58770FAC6 MERCEDES BENZ AUTO 1.840%12/15/22 101.63 2,050,000.0000 2,049,729.81 2,083,374.00 0.28 33,644.19 58933YAF2 MERCK CO INC 2.800% 5/18/23 106.62 2,000,000.0000 1,948,640.00 2,132,460.00 0.28 183,820.00 594918BP8 MICROSOFT CORP 1.550% 8/08/21 101.08 3,045,000.0000 3,041,385.15 3,077,886.00 0.41 36,500.85 61747WAL3 MORGAN STANLEY 5.500% 7/28/21 104.19 2,800,000.0000 3,200,848.00 2,917,180.00 0.39 (283,668.00) 64971M5E8 NEW YORK CITY NY 4.075%11/01/20 100.30 1,400,000.0000 1,400,000.00 1,404,158.00 0.19 4,158.00 65478GAD2 NISSAN AUTO 1.750%10/15/21 100.16 292,650.5800 288,112.21 293,130.53 0.04 5,018.32 65479JAD5 NISSAN AUTO 1.930% 7/15/24 102.47 4,185,000.0000 4,184,779.03 4,288,369.50 0.57 103,590.47 65479GAD1 NISSAN AUTO 3.060% 3/15/23 101.68 2,845,516.9800 2,845,424.79 2,893,435.49 0.39 48,010.70 68389XBKO ORACLE CORP 1.900% 9/15/21 101.43 3,000,000.0000 2,892,240.00 3,042,750.00 0.41 150,510.00 69371RN93 PACCAR FINANCIAL MTN 2.800% 3/01/21 101.05 600,000.0000 607,086.00 606,312.00 0.08 (774.00) 3of5 Table of Contents U.S. Bank Asset Detail -Consolidated As of 09/30/2020 CUSIP Asset Short Name Price Shares/Units Cost Basis Market Value Percent of Total Unrealized Gain/Loss 69353RFB9 PNC BANK NA MTN 2.625% 2/17/22 103.03 1,000,000.0000 974,940.00 1,030,290.00 0.14 55,350.00 69353RFL7 PNC BANK NA MTN 3.500% 6/08/23 107.48 5,000,000.0000 4,993,318.05 5,373,900.00 0.72 380,581.95 780151<71-11 ROYAL BANK OF MTN 1.150% 6/10/25 101.40 1,500,000.0000 1,515,480.00 1,520,955.00 0.20 5,475.00 78013XZU5 ROYAL BANK OF MTN 2.550% 7/16/24 106.98 6,500,000.0000 6,581,445.00 6,953,505.00 0.93 372,060.00 78012UVJ1 ROYAL BK OF C D 1.000% 2/19/21 100.33 1,500,000.0000 1,500,000.00 1,504,920.00 0.20 4,920.00 83162CLJO S B A GTD DEV PART 6.340% 3/01/21 101.10 2,984.8600 2,984.86 3,017.60 0.00 32.74 78445JAA5 S L M A 1.76388% 4/25/23 98.14 11,225.8000 11,180.25 11,016.66 0.00 (163.59) 89114QBX5 TORONTO DOMINION MTN 2.550% 1/25/21 100.73 1,750,000.0000 1,774,762.50 1,762,740.00 0.23 (12,022.50) 89114QCA4 TORONTO DOMINION MTN 2.650% 6/12/24 106.99 3,000,000.0000 3,000,570.00 3,209,760.00 0.43 209,190.00 89114QC48 TORONTO MTN 3.500% 7/19/23 108.57 5,000,000.0000 5,094,200.00 5,428,350.00 0.72 334,150.00 89239AAB9 TOYOTA AUTO 2.830%10/15/21 100.22 430,940.8400 430,901.72 431,893.22 0.06 991.50 89237VAB5 TOYOTA AUTO RECV 0.440%10/15/24 100.23 2,960,000.0000 2,959,772.08 2,966,748.80 0.39 6,976.72 89236TBJ3 TOYOTA MOTOR MTN 2.750% 5/17/21 101.57 1,500,000.0000 1,523,295.00 1,523,490.00 0.20 195.00 912828WUO U S TREASURY I P S 0.125% 7/15/24 105.79 11,346,608.0000 11,201,888.09 12,003,917.00 1.60 802,028.91 912828ZL7 U S TREASURY NT 0.375% 4/30/25 100.59 12,000,000.0000 11,998,515.63 12,070,800.00 1.61 72,284.37 912828T34 U S TREASURY NT 1.125% 9/30/21 100.98 7,000,000.0000 6,757,914.08 7,068,390.00 0.94 310,475.92 912828T67 U S TREASURY NT 1.250%10/31/21 101.21 6,000,000.0000 5,813,691.98 6,072,660.00 0.81 258,968.02 912828N89 U S TREASURY NT 1.375% 1/31/21 100.41 6,000,000.0000 5,895,840.41 6,024,600.00 0.80 128,759.59 9128281-99 U S TREASURY NT 1.375%10/31/20 100.10 6,500,000.0000 6,396,119.99 6,506,760.00 0.87 110,640.01 912828YH7 U S TREASURY NT 1.500% 9/30/24 105.14 14,000,000.0000 13,859,296.88 14,719,180.00 1.96 859,883.12 912828R69 U S TREASURY NT 1.625% 5/31/23 103.95 5,000,000.0000 4,757,226.56 5,197,250.00 0.69 440,023.44 912828,176 U S TREASURY NT 1.750% 3/31/22 102.43 5,000,000.0000 4,976,383.94 5,121,500.00 0.68 145,116.06 912828XW5 U S TREASURY NT 1.750% 6/30/22 102.83 5,000,000.0000 4,973,454.25 5,141,600.00 0.68 168,145.75 9128281-57 U S TREASURY NT 1.750% 9/30/22 103.23 16,000,000.0000 15,829,492.20 16,517,440.00 2.20 687,947.80 912828U65 U S TREASURY NT 1.750%11/30/21 101.88 7,000,000.0000 6,900,492.20 7,131,810.00 0.95 231,317.80 912828V72 U S TREASURY NT 1.875% 1/31/22 102.33 3,000,000.0000 3,004,814.74 3,069,840.00 0.41 65,025.26 9128281-24 U S TREASURY NT 1.875% 8/31/22 103.33 6,000,000.0000 5,987,832.60 6,199,920.00 0.83 212,087.40 912828XX3 U S TREASURY NT 2.000% 6/30/24 106.74 5,000,000.0000 5,028,710.94 5,337,100.00 0.71 308,389.06 912828M80 U S TREASURY NT 2.000%11/30/22 104.04 8,000,000.0000 7,907,500.00 8,322,800.00 1.11 415,300.00 912828W48 U S TREASURY NT 2.125% 2/29/24 106.63 10,000,000.0000 9,911,718.75 10,662,900.00 1.42 751,181.25 912828WR7 U S TREASURY NT 2.125% 6/30/21 101.50 3,000,000.0000 3,047,109.38 3,045,000.00 0.41 (2,109.38) 912828U57 U S TREASURY NT 2.125%11/30/23 106.18 15,000,000.0000 14,723,632.81 15,927,600.00 2.12 1,203,967.19 9128283,17 U S TREASURY NT 2.125%11/30/24 107.88 16,500,000.0000 16,783,886.72 17,800,035.00 2.37 1,016,148.28 912828N30 U S TREASURY NT 2.125%12/31/22 104.47 5,000,000.0000 4,926,562.50 5,223,450.00 0.70 296,887.50 912828V80 U S TREASURY NT 2.250% 1/31/24 106.90 7,500,000.0000 7,491,503.91 8,017,125.00 1.07 525,621.09 912828WY2 U S TREASURY NT 2.250% 7/31/21 101.77 8,000,000.0000 8,144,296.88 8,141,600.00 1.08 (2,696.88) 9128284D9 U S TREASURY NT 2.500% 3/31/23 105.89 10,000,000.0000 9,887,265.63 10,589,100.00 1.41 701,834.37 912828WJ5 U S TREASURY NT 2.500% 5/15/24 108.33 7,000,000.0000 7,193,046.88 7,582,960.00 1.01 389,913.12 913366EJ5 UNIV OF CALIFORNIA 5.035% 5/15/21 102.75 400,000.0000 400,000.00 410,996.00 0.05 10,996.00 90331 HPL1 US BANK NA MTN 2.050% 1/21/25 105.62 7,270,000.0000 7,254,514.90 7,678,210.50 1.02 423,695.60 90331 HNL3 US BANK NA MTN 2.850% 1/23/23 105.47 2,000,000.0000 1,992,640.00 2,109,360.00 0.28 116,720.00 92826CAB8 VISA INC 2.200%12/14/20 100.22 500,000.0000 501,360.00 501,100.00 0.07 (260.00) 4of5 Table of Contents U.S. Bank Asset Detail -Consolidated As of 09/30/2020 CUSIP Asset Short Name Price Shares/Units Cost Basis Market Value Percent of Total Unrealized Gain/Loss 931142EK5 WALMART INC 3.400% 6/26/23 108.04 3,880,000.0000 3,878,991.40 4,191,874.40 0.56 312,883.00 95000U268 WELLS FARGO MTN 2.625% 7/22/22 103.68 3,000,000.0000 2,954,520.00 3,110,400.00 0.41 155,880.00 Fixed Income Total 635,904,610.0300 635,113,122.7300 657,674,869.4900 87.54 22,561,746.7600 Grand Total 729,521,374.58 728,650,945.21 751,266,046.54 100.00 22,615,101.33 5of5 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss, ACQUISITIONS 07/02/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 144.6100 1.000000 -144.61 144.61 0.00 07/02/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 464.9300 1.000000 -464.93 464.93 0.00 07/06/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 89,625.0000 1.000000 -89,625.00 89,625.00 0.00 07/07/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 79,895.8300 1.000000 -79,895.83 79,895.83 0.00 07/09/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 999,855.0800 1.000000 -999,855.08 999,855.08 0.00 07/10/2020 3135G05G4 PURCHASED PAR VALUE OF F N M A 0.250% 7/10/23/CITIGROUP GLOBAL 6,775,000.0000 0.997850 -6,760,433.75 6,760,433.75 0.00 MARKETS INC./6,775,000 PAR VALUE AT 99.785% 07/14/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 14,576.2500 1.000000 -14,576.25 14,576.25 0.00 07/15/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 4,398,472.5300 1.000000 -4,398,472.53 4,398,472.53 0.00 07/15/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 266,492.8700 1.000000 -266,492.87 266,492.87 0.00 07/16/2020 780151<71-11 PURCHASED PAR VALUE OF ROYAL BANK OF MTN 1.150% 6/10/25/BMO CAPITAL 1,500,000.0000 1.010320 -1,515,480.00 1,515,480.00 0.00 MARKETS CORP/BONDS/1,500,000 PAR VALUE AT 101.032% 07/20/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 462,924.2000 1.000000 -462,924.20 462,924.20 0.00 07/20/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 355,519.6900 1.000000 -355,519.69 355,519.69 0.00 07/21/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 258,932.4300 1.000000 -258,932.43 258,932.43 0.00 07/21/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 74,517.5000 1.000000 -74,517.50 74,517.50 0.00 07/22/2020 47787NAC3 PURCHASED PAR VALUE OF JOHN DEERE OWNER 0.00001% 11/15/24/RBC CAPITAL 1,480,000.0000 0.999848 -1,479,774.45 1,479,774.45 0.00 MARKETS,LLC/1,480,000 PAR VALUE AT 99.98476014% 07/22/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 65,000.0000 1.000000 -65,000.00 65,000.00 0.00 07/22/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 8,759,158.5500 1.000000 -8,759,158.55 8,759,158.55 0.00 07/23/2020 3137EAEU9 PURCHASED PAR VALUE OF F H L M C M T N 0.375% 7/21/25/WELLS FARGO 5,030,000.0000 0.995020 -5,004,950.60 5,004,950.60 0.00 SECURITIES,LLC/5,030,000 PAR VALUE AT 99.502% 07/27/2020 89237VAB5 PURCHASED PAR VALUE OF TOYOTA AUTO RECV 0.00001% 10/15/24/RBC CAPITAL 2,960,000.0000 0.999923 -2,959,772.08 2,959,772.08 0.00 MARKETS,LLC/2,960,000 PAR VALUE AT 99.9923% 07/27/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 2,522,312.5000 1.000000 -2,522,312.50 2,522,312.50 0.00 07/28/2020 89233GLP9 PURCHASED PAR VALUE OF TOYOTA MOTOR CREDIT CO C P 11/23/20/DBTC 1,500,000.0000 0.999148 -1,498,721.67 1,498,721.67 0.00 AMERICAS/COMMERCIAL PAPER/1,500,000 PAR VALUE AT 99.914778% 07/28/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 77,000.0000 1.000000 -77,000.00 77,000.00 0.00 07/29/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 5,000,000.0000 1.000000 -5,000,000.00 5,000,000.00 0.00 07/29/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 36,875.0000 1.000000 -36,875.00 36,875.00 0.00 07/30/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 3,500,000.0000 1.000000 -3,500,000.00 3,500,000.00 0.00 07/31/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 153,750.0000 1.000000 -153,750.00 153,750.00 0.00 08/04/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 233.6300 1.000000 -233.63 233.63 0.00 08/04/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 299.0400 1.000000 -299.04 299.04 0.00 08/05/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 62,500.0000 1.000000 -62,500.00 62,500.00 0.00 08/06/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 85,050.0000 1.000000 -85,050.00 85,050.00 0.00 1 of 19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 08/07/2020 912796UC1 PURCHASED PAR VALUE OF U S TREASURY BILL 1/28/21 /NOMURA 5,000,000.0000 0.999493 -4,997,462.50 4,997,462.50 0.00 SECURITIES INTERNATIONA/5,000,000 PAR VALUE AT 99.94925% 08/07/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 32,500.0000 1.000000 -32,500.00 32,500.00 0.00 08/10/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 23,598.7500 1.000000 -23,598.75 23,598.75 0.00 08/12/2020 912796UC1 PURCHASED PAR VALUE OF U S TREASURY BILL 1/28/21 /NOMURA 2,750,000.0000 0.999484 -2,748,579.93 2,748,579.93 0.00 SECURITIES INTERNATIONA/2,750,000 PAR VALUE AT 99.94836109% 08/12/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 91,484.5900 1.000000 -91,484.59 91,484.59 0.00 08/17/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 1,930,235.7800 1.000000 -1,930,235.78 1,930,235.78 0.00 08/17/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 788.7100 1.000000 -788.71 788.71 0.00 08/18/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 36,884.3800 1.000000 -36,884.38 36,884.38 0.00 08/18/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 622,943.0200 1.000000 -622,943.02 622,943.02 0.00 08/20/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 1,849.9700 1.000000 -1,849.97 1,849.97 0.00 08/21/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 4,914,180.3100 1.000000 -4,914,180.31 4,914,180.31 0.00 08/24/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 45,000.0000 1.000000 -45,000.00 45,000.00 0.00 08/25/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 14,036.8700 1.000000 -14,036.87 14,036.87 0.00 08/25/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 820,789.3800 1.000000 -820,789.38 820,789.38 0.00 08/26/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 68,750.0000 1.000000 -68,750.00 68,750.00 0.00 08/27/2020 3135G05X7 PURCHASED PAR VALUE OF F N M A 0.375% 8/25/25/BARCLAYS CAPITAL 7,945,000.0000 0.995320 -7,907,817.40 7,907,817.40 0.00 INC.FIXED IN/7,945,000 PAR VALUE AT 99.532% 08/27/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 13,000,000.0000 1.000000 -13,000,000.00 13,000,000.00 0.00 08/31/2020 912796XE4 PURCHASED PAR VALUE OF U S TREASURY BILL 2/25/21 /NOMURA 5,000,000.0000 0.999446 -4,997,231.11 4,997,231.11 0.00 SECURITIES INTERNATIONA/5,000,000 PAR VALUE AT 99.9446222% 08/31/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 37,354,375.0000 1.000000 -37,354,375.00 37,354,375.00 0.00 08/31/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 162,500.0000 1.000000 -162,500.00 162,500.00 0.00 09/01/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 14,531.2500 1.000000 -14,531.25 14,531.25 0.00 09/01/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 3,079.5000 1.000000 -3,079.50 3,079.50 0.00 09/01/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 33,330.0000 1.000000 -33,330.00 33,330.00 0.00 09/02/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 410.1400 1.000000 -410.14 410.14 0.00 09/02/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 408.3700 1.000000 -408.37 408.37 0.00 09/08/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 287,231.2500 1.000000 -287,231.25 287,231.25 0.00 09/14/2020 69371RN93 PURCHASED PAR VALUE OF PACCAR FINANCIAL MTN 2.800% 3/01/21 600,000.0000 1.011810 -607,086.00 607,086.00 0.00 /MARKETAXESS CORP/600,000 PAR VALUE AT 101.181 % 09/14/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 181,859.3800 1.000000 -181,859.38 181,859.38 0.00 09/15/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 7,000,000.0000 1.000000 -7,000,000.00 7,000,000.00 0.00 09/15/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 1,700,251.7300 1.000000 -1,700,251.73 1,700,251.73 0.00 09/15/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 1,291.4600 1.000000 -1,291.46 1,291.46 0.00 2of19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 09/17/2020 912828WR7 PURCHASED PAR VALUE OF U S TREASURY NT 2.125% 6/30/21 /NOMURA 3,000,000.0000 1.015703 -3,047,109.38 3,047,109.38 0.00 SECURITIES INTERNATIONA/3,000,000 PAR VALUE AT 101.57031267% 09/17/2020 912828WY2 PURCHASED PAR VALUE OF U S TREASURY NT 2.250% 7/31/21 /GOLDMAN 3,000,000.0000 1.018477 -3,055,429.69 3,055,429.69 0.00 SACHS&CO.LLC/3,000,000 PAR VALUE AT 101.84765633% 09/18/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 582,513.2100 1.000000 -582,513.21 582,513.21 0.00 09/21/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 245,551.7800 1.000000 -245,551.78 245,551.78 0.00 09/24/2020 92826CAB8 PURCHASED PAR VALUE OF VISA INC 2.200% 12/14/20/MARKETAXESS 500,000.0000 1.002720 -501,360.00 501,360.00 0.00 CORP/500,000 PAR VALUE AT 100.272% 09/24/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 503,429.8500 1.000000 -503,429.85 503,429.85 0.00 09/25/2020 3137EAEX3 PURCHASED PAR VALUE OF F H L M C M T N 0.00001% 9/23/25/CITIGROUP 7,660,000.0000 0.996990 -7,636,943.40 7,636,943.40 0.00 GLOBAL MARKETS INC./7,660,000 PAR VALUE AT 99.699% 09/25/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 28,573.2500 1.000000 -28,573.25 28,573.25 0.00 09/28/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 3,000,000.0000 1.000000 -3,000,000.00 3,000,000.00 0.00 09/29/2020 43813KAC6 PURCHASED PAR VALUE OF HONDA AUTO 0.370%10/18/24/BARCLAYS 3,235,000.0000 0.999853 -3,234,524.78 3,234,524.78 0.00 CAPITAL INC. FIXED IN/3,235,000 PAR VALUE AT 99.98531005% 09/29/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 1,010,625.0000 1.000000 -1,010,625.00 1,010,625.00 0.00 09/30/2020 89236TBJ3 PURCHASED PAR VALUE OF TOYOTA MOTOR MTN 2.750% 5/17/21 1,500,000.0000 1.015530 -1,523,295.00 1,523,295.00 0.00 /MARKETAXESS CORP/1,500,000 PAR VALUE AT 101.553% 09/30/2020 912828WY2 PURCHASED PAR VALUE OF U S TREASURY NT 2.250% 7/31/21 /NOMURA 5,000,000.0000 1.017773 -5,088,867.19 5,088,867.19 0.00 SECURITIES INTERNATIONA/5,000,000 PAR VALUE AT 101.7773438% 09/30/2020 31846V567 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z 453,125.0000 1.000000 -453,125.00 453,125.00 0.00 TOTAL ACQUISITIONS 165,864,727.5700 -165,9945566.50 165,994,566.50 0.00 DISPOSITIONS 07/09/2020 9127963QO SOLD PAR VALUE OF U S TREASURY BILL 8/25/20/NOMURA SECURITIES -1,000,000.0000 0.999855 999,781.44 -999,781.44 0.00 INTERNATIONA/1,000,000 PAR VALUE AT 99.985508% 07/10/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -6,760,433.7500 1.000000 6,760,433.75 -6,760,433.75 0.00 07/15/2020 31348SWZ3 PAID DOWN PAR VALUE OF F H L M C#786064 3.846% 1/01/28 JUNE FHLMC -15.8300 0.000000 15.83 -15.44 0.39 DUE 7/15/20 07/15/2020 3133TCE95 PAID DOWN PAR VALUE OF F H L M C MLTCL MTG 4.020% 8/15/32 -116.8500 0.000000 116.85 -116.97 -0.12 07/15/2020 43815NABO PAID DOWN PAR VALUE OF HONDA AUTO 1.900% 4/15/22 -294,923.1300 0.000000 294,923.13 -294,902.49 20.64 07/15/2020 47788BAD6 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 1.820% 10/15/21 -19,064.2900 0.000000 19,064.29 -19,062.89 1.40 07/15/2020 477870AB5 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 2.280% 5/16/22 -176,903.8000 0.000000 176,903.80 -176,903.13 0.67 07/15/2020 47788CAC6 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 2.660% 4/18/22 -61,704.0100 0.000000 61,704.01 -61,699.57 4.44 07/15/2020 47789JAB2 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 2.850% 12/15/21 -224,254.9300 0.000000 224,254.93 -224,244.70 10.23 07/15/2020 47788EAC2 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 3.080% 11/15/22 -208,450.0500 0.000000 208,450.05 -208,434.25 15.80 07/15/2020 65478GAD2 PAID DOWN PAR VALUE OF NISSAN AUTO 1.750%10/15/21 -141,376.2300 0.000000 141,376.23 -139,183.79 2,192.44 07/15/2020 65479GAD1 PAID DOWN PAR VALUE OF NISSAN AUTO 3.060% 3/15/23 -230,692.9800 0.000000 230,692.98 -230,685.51 7.47 07/15/2020 89239AAB9 PAID DOWN PAR VALUE OF TOYOTA AUTO 2.830%10/15/21 -256,521.2300 0.020811 256,521.23 -256,497.94 23.29 3of19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 07/15/2020 9127963QO SOLD PAR VALUE OF U S TREASURY BILL 8/25/20/WELLS FARGO SECURITIES, -3,000,000.0000 0.999865 2,999,344.33 -2,999,344.33 0.00 LLC/3,000,000 PAR VALUE AT 99.98649267% 07/16/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -1,434,330.0000 1.000000 1,434,330.00 -1,434,330.00 0.00 07/20/2020 36225CAZ9 PAID DOWN PAR VALUE OF G N M A 1 1#080023 3.125%12/20/26 JUNE GNMA DUE -429.6500 0.000000 429.65 -436.75 -7.10 7/20/20 07/20/2020 36225CC20 PAID DOWN PAR VALUE OF G N M A 1 1#080088 3.875% 6/20/27 JUNE GNMA DUE -1,598.8100 0.000000 1,598.81 -1,633.79 -34.98 7/20/20 07/20/2020 36225CNM4 PAID DOWN PAR VALUE OF G N M A 1 1#080395 3.875% 4/20/30 JUNE GNMA DUE -172.5700 0.000000 172.57 -171.01 1.56 7/20/20 07/20/2020 36225CN28 PAID DOWN PAR VALUE OF G N M A 1 1#080408 3.875% 5/20/30 JUNE GNMA DUE -3,707.1700 0.000000 3,707.17 -3,669.52 37.65 7/20/20 07/20/2020 36225DCB8 PAID DOWN PAR VALUE OF G N M A 1 1#080965 3.250% 7/20/34 JUNE GNMA DUE -2,447.3400 0.000000 2,447.34 -2,445.81 1.53 7/20/20 07/20/2020 43814PAC4 PAID DOWN PAR VALUE OF HONDA AUTO 1.790% 9/20/21 -138,891.1400 0.000000 138,891.14 -136,688.41 2,202.73 07/20/2020 43814WAB1 PAID DOWN PAR VALUE OF HONDA AUTO 2.750% 9/20/21 -351,511.3500 0.000000 351,511.35 -351,488.71 22.64 07/20/2020 43814UAG4 PAID DOWN PAR VALUE OF HONDA AUTO 3.010% 5/18/22 -118,241.6600 0.000000 118,241.66 -118,239.08 2.58 07/21/2020 43815HAC1 PAID DOWN PAR VALUE OF HONDA AUTO 2.950% 8/22/22 -251,103.8100 0.000000 251,103.81 -251,069.36 34.45 07/22/2020 94974BGM6 MATURED PAR VALUE OF WELLS FARGO CO MTN 2.600% 7/22/20 5,000,000 PAR -5,000,000.0000 1.000000 5,000,000.00 -5,001,650.00 -1,650.00 VALUE AT 100% 07/22/2020 9127963QO SOLD PAR VALUE OF U S TREASURY BILL 8/25/20/MIZUHO SECURITIES USA -5,200,000.0000 0.999915 5,198,863.51 -5,198,863.51 0.00 FXD INC/5,200,000 PAR VALUE AT 99.9915% 07/23/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -4,928,988.1000 1.000000 4,928,988.10 -4,928,988.10 0.00 07/27/2020 313384ZXO MATURED PAR VALUE OF F H L B DISC NTS 7/27/20 2,500,000 PAR VALUE AT -2,500,000.0000 1.000000 2,498,737.50 -2,498,737.50 0.00 100% 07/27/2020 31394JY35 PAID DOWN PAR VALUE OF F H L M C MLTCL MTG 6.500% 9/25/43 -5,901.5900 0.000000 5,901.59 -6,683.55 -781.96 07/27/2020 31371 NUC7 PAID DOWN PAR VALUE OF F N M A#257179 4.500% 4/01/28 JUNE FNMA DUE -490.0600 0.000000 490.06 -518.29 -28.23 7/25/20 07/27/2020 31376KT22 PAID DOWN PAR VALUE OF F N M A#357969 5.000% 9/01/35 JUNE FNMA DUE -461.7800 0.000000 461.78 -496.41 -34.63 7/25/20 07/27/2020 31381 PDA3 PAID DOWN PAR VALUE OF F N M A#466397 3.400% 11/01/20 JUNE FNMA DUE -775.2100 0.000000 775.21 -758.43 16.78 7/25/20 07/27/2020 31403DJZ3 PAID DOWN PAR VALUE OF F N M A#745580 5.000% 6/01/36 JUNE FNMA DUE -1,396.9600 0.000000 1,396.96 -1,501.73 -104.77 7/25/20 07/27/2020 31403GXF4 PAID DOWN PAR VALUE OF F N M A#748678 5.000% 10/01/33 JUNE FNMA DUE -9.4000 0.000000 9.40 -10.11 -0.71 7/25/20 07/27/2020 31406PQY8 PAID DOWN PAR VALUE OF F N M A#815971 5.000% 3/01/35 JUNE FNMA DUE -654.0300 0.000000 654.03 -703.08 -49.05 7/25/20 07/27/2020 31406XWT5 PAID DOWN PAR VALUE OF F N M A#823358 3.674% 2/01/35 JUNE FNMA DUE -608.2800 0.000000 608.28 -603.53 4.75 7/25/20 4of19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 07/27/2020 31407BXH7 PAID DOWN PAR VALUE OF F N M A#826080 5.000% 7/01/35 JUNE FNMA DUE -75.2800 0.000000 75.28 -80.93 -5.65 7/25/20 07/27/2020 31410F4V4 PAID DOWN PAR VALUE OF F N M A#888336 5.000% 7/01/36 JUNE FNMA DUE -3,512.2900 0.000000 3,512.29 -3,775.71 -263.42 7/25/20 07/27/2020 3138EG6F6 PAID DOWN PAR VALUE OF F N M A#AL0869 4.500% 6/01/29 JUNE FNMA DUE -313.5900 0.000000 313.59 -331.65 -18.06 7/25/20 07/27/2020 31417YAY3 PAID DOWN PAR VALUE OF F N M A#MA0022 4.500% 4/01/29 JUNE FNMA DUE -326.0900 0.000000 326.09 -344.87 -18.78 7/25/20 07/27/2020 31397QREO PAID DOWN PAR VALUE OF F N M A GTD REMIC 2.472% 2/25/41 -4,314.8000 0.000000 4,314.80 -4,313.45 1.35 07/27/2020 78445JAA5 PAID DOWN PAR VALUE OF S L M A 2.51906% 4/25/23 -407.5200 0.000000 407.52 -405.87 1.65 07/27/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -2,664,521.4900 1.000000 2,664,521.49 -2,664,521.49 0.00 07/28/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -1,498,721.6700 1.000000 1,498,721.67 -1,498,721.67 0.00 07/29/2020 313384ZZ5 MATURED PAR VALUE OF F H L B DISC NTS 7/29/20 5,000,000 PAR VALUE AT -5,000,000.0000 1.000000 4,998,750.00 -4,998,750.00 0.00 100% 07/30/2020 912796WY1 MATURED PAR VALUE OF U S TREASURY BILL 7/30/20 3,500,000 PAR VALUE AT -3,500,000.0000 1.000000 3,497,087.22 -3,497,087.22 0.00 100% 08/07/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -4,997,462.5000 1.000000 4,997,462.50 -4,997,462.50 0.00 08/12/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -2,748,579.9300 1.000000 2,748,579.93 -2,748,579.93 0.00 08/17/2020 31348SWZ3 PAID DOWN PAR VALUE OF F H L M C#786064 3.846% 1/01/28 JULY FHLMC -10.7300 0.000000 10.73 -10.47 0.26 DUE 8/15/20 08/17/2020 3133TCE95 PAID DOWN PAR VALUE OF F H L M C MLTCL MTG 4.020% 8/15/32 -120.6000 0.000000 120.60 -120.73 -0.13 08/17/2020 43815NABO PAID DOWN PAR VALUE OF HONDA AUTO 1.900% 4/15/22 -305,359.6800 0.000000 305,359.68 -305,338.30 21.38 08/17/2020 47788BAD6 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 1.820% 10/15/21 -24,281.8000 0.000000 24,281.80 -24,280.02 1.78 08/17/2020 477870AB5 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 2.280% 5/16/22 -234,157.1100 0.000000 234,157.11 -234,156.22 0.89 08/17/2020 47788CAC6 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 2.660% 4/18/22 -77,806.1100 0.000000 77,806.11 -77,800.52 5.59 08/17/2020 47789JAB2 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 2.850% 12/15/21 -271,977.5000 0.000000 271,977.50 -271,965.10 12.40 08/17/2020 47788EAC2 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 3.080% 11/15/22 -249,194.8900 0.000000 249,194.89 -249,176.00 18.89 08/17/2020 65478GAD2 PAID DOWN PAR VALUE OF NISSAN AUTO 1.750%10/15/21 -135,105.6300 0.000000 135,105.63 -133,010.44 2,095.19 08/17/2020 65479GAD1 PAID DOWN PAR VALUE OF NISSAN AUTO 3.060% 3/15/23 -228,272.6800 0.000000 228,272.68 -228,265.28 7.40 08/17/2020 89239AAB9 PAID DOWN PAR VALUE OF TOYOTA AUTO 2.830%10/15/21 -261,006.6500 0.000000 261,006.65 -260,982.95 23.70 08/18/2020 43814PAC4 PAID DOWN PAR VALUE OF HONDA AUTO 1.790% 9/20/21 -140,314.5200 0.000000 140,314.52 -138,089.22 2,225.30 08/18/2020 43814WAB1 PAID DOWN PAR VALUE OF HONDA AUTO 2.750% 9/20/21 -357,366.6800 0.000000 357,366.68 -357,343.67 23.01 08/18/2020 43814UAG4 PAID DOWN PAR VALUE OF HONDA AUTO 3.010% 5/18/22 -118,280.5300 0.000000 118,280.53 -118,277.95 2.58 08/20/2020 36225CAZ9 PAID DOWN PAR VALUE OF G N M A 1 1#080023 3.125%12/20/26 JULY GNMA DUE -168.5000 0.000000 168.50 -171.28 -2.78 8/20/20 08/20/2020 36225CC20 PAID DOWN PAR VALUE OF G N M A 1 1#080088 2.875% 6/20/27 JULY GNMA DUE -137.5600 0.000000 137.56 -140.57 -3.01 8/20/20 5of19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 08/20/2020 36225CNM4 PAID DOWN PAR VALUE OF G N M A 1 1#080395 2.875% 4/20/30 JULY GNMA DUE -40.7500 0.000000 40.75 -40.38 0.37 8/20/20 08/20/2020 36225CN28 PAID DOWN PAR VALUE OF G N M A 1 1#080408 2.875% 5/20/30 JULY GNMA DUE -347.6300 0.000000 347.63 -344.10 3.53 8/20/20 08/20/2020 36225DCB8 PAID DOWN PAR VALUE OF G N M A 1 1#080965 3.250% 7/20/34 JULY GNMA DUE -897.3900 0.000000 897.39 -896.83 0.56 8/20/20 08/21/2020 43815HAC1 PAID DOWN PAR VALUE OF HONDA AUTO 2.950% 8/22/22 -250,431.4900 0.000000 250,431.49 -250,397.13 34.36 08/21/2020 404280BF5 PURCHASE OFFER PAR VALUE OF HSBC HOLDINGS PLC 2.650% 1/05/22 -4,500,000.0000 1.031400 4,641,300.00 -4,429,980.00 211,320.00 /TENDER/PURCHASE OFFER/TENDER OFFER PAID AT$1031.40 PER$1000 08/25/2020 9127963QO MATURED PAR VALUE OF U S TREASURY BILL 8/25/20 800,000 PAR VALUE AT -800,000.0000 1.000000 799,825.16 -799,825.16 0.00 100% 08/25/2020 31394JY35 PAID DOWN PAR VALUE OF F H L M C MLTCL MTG 6.500% 9/25/43 -10,766.0500 0.000000 10,766.05 -12,192.55 -1,426.50 08/25/2020 31371 NUC7 PAID DOWN PAR VALUE OF F N M A#257179 4.500% 4/01/28 JULY FNMA DUE -128.9100 0.000000 128.91 -136.34 -7.43 8/25/20 08/25/2020 31376KT22 PAID DOWN PAR VALUE OF F N M A#357969 5.000% 9/01/35 JULY FNMA DUE -1,365.5600 0.000000 1,365.56 -1,467.98 -102.42 8/25/20 08/25/2020 31381 PDA3 PAID DOWN PAR VALUE OF F N M A#466397 3.400% 11/01/20 JULY FNMA DUE -734.1500 0.000000 734.15 -718.26 15.89 8/25/20 08/25/2020 31403DJZ3 PAID DOWN PAR VALUE OF F N M A#745580 5.000% 6/01/36 JULY FNMA DUE -1,201.1000 0.000000 1,201.10 -1,291.18 -90.08 8/25/20 08/25/2020 31403GXF4 PAID DOWN PAR VALUE OF F N M A#748678 5.000% 10/01/33 JULY FNMA DUE -9.4400 0.000000 9.44 -10.15 -0.71 8/25/20 08/25/2020 31406PQY8 PAID DOWN PAR VALUE OF F N M A#815971 5.000% 3/01/35 JULY FNMA DUE -3,898.3800 0.000000 3,898.38 -4,190.76 -292.38 8/25/20 08/25/2020 31406XWT5 PAID DOWN PAR VALUE OF F N M A#823358 3.674% 2/01/35 JULY FNMA DUE -858.4000 0.000000 858.40 -851.69 6.71 8/25/20 08/25/2020 31407BXH7 PAID DOWN PAR VALUE OF F N M A#826080 5.000% 7/01/35 JULY FNMA DUE -581.4700 0.000000 581.47 -625.08 -43.61 8/25/20 08/25/2020 31410F4V4 PAID DOWN PAR VALUE OF F N M A#888336 5.000% 7/01/36 JULY FNMA DUE -4,900.0400 0.000000 4,900.04 -5,267.54 -367.50 8/25/20 08/25/2020 3138EG6F6 PAID DOWN PAR VALUE OF F N M A#AL0869 4.500% 6/01/29 JULY FNMA DUE -154.6200 0.000000 154.62 -163.53 -8.91 8/25/20 08/25/2020 31417YAY3 PAID DOWN PAR VALUE OF F N M A#MA0022 4.500% 4/01/29 JULY FNMA DUE -292.0300 0.000000 292.03 -308.85 -16.82 8/25/20 08/25/2020 31397QREO PAID DOWN PAR VALUE OF F N M A GTD REMIC 2.472% 2/25/41 -3,157.3500 0.000000 3,157.35 -3,156.36 0.99 08/27/2020 912796XG9 MATURED PAR VALUE OF U S TREASURY BILL 8/27/20 13,000,000 PAR VALUE -13,000,000.0000 1.000000 12,995,164.01 -12,995,164.01 0.00 AT 100% 08/27/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -7,907,817.4000 1.000000 7,907,817.40 -7,907,817.40 0.00 08/31/2020 459052E28 MATURED PAR VALUE OF INTL BK DISC NTS 8/31/20 5,000,000 PAR VALUE AT -5,000,000.0000 1.000000 5,000,000.00 -4,993,483.33 6,516.67 100% 6of19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 08/31/2020 9128281-32 MATURED PAR VALUE OF U S TREASURY NT 1.375% 8/31/20 15,000,000 PAR -15,000,000.0000 1.000000 15,000,000.00 -14,977,929.69 22,070.31 VALUE AT 100% 08/31/2020 912828VV9 MATURED PAR VALUE OF U S TREASURY NT 2.125% 8/31/20 15,000,000 PAR -15,000,000.0000 1.000000 15,000,000.00 -15,049,804.69 -49,804.69 VALUE AT 100% 08/31/2020 9128284Y3 MATURED PAR VALUE OF U S TREASURY NT 2.625% 8/31/20 7,000,000 PAR VALUE -7,000,000.0000 1.000000 7,000,000.00 -7,042,382.81 -42,382.81 AT 100% 08/31/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -49,997,231.1100 1.000000 49,997,231.11 -49,997,231.11 0.00 09/01/2020 83162CLJO PAID DOWN PAR VALUE OF S B A GTD DEV PART 6.340% 3/01/21 -2,893.1700 0.000000 2,893.17 -2,893.17 0.00 09/14/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -607,692.6700 1.000000 607,692.67 -607,692.67 0.00 09/15/2020 9127963Y3 MATURED PAR VALUE OF U S TREASURY BILL 9/15/20 7,000,000 PAR VALUE AT -7,000,000.0000 1.000000 6,997,021.50 -6,997,021.50 0.00 100% 09/15/2020 31348SWZ3 PAID DOWN PAR VALUE OF F H L M C#786064 3.845% 1/01/28 AUGUST FHLMC -21.1000 0.000000 21.10 -20.59 0.51 DUE 9/15/20 09/15/2020 3133TCE95 PAID DOWN PAR VALUE OF F H L M C MLTCL MTG 4.020% 8/15/32 -163.7000 0.000000 163.70 -163.87 -0.17 09/15/2020 43815NABO PAID DOWN PAR VALUE OF HONDA AUTO 1.900% 4/15/22 -286,303.2600 0.000000 286,303.26 -286,283.22 20.04 09/15/2020 47788BAD6 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 1.820% 10/15/21 -18,876.4400 0.000000 18,876.44 -18,875.06 1.38 09/15/2020 477870AB5 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 2.280% 5/16/22 -156,970.1000 0.000000 156,970.10 -156,969.50 0.60 09/15/2020 47788CAC6 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 2.660% 4/18/22 -66,121.2300 0.000000 66,121.23 -66,116.48 4.75 09/15/2020 47789JAB2 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 2.850% 12/15/21 -209,611.5600 0.000000 209,611.56 -209,602.00 9.56 09/15/2020 47788EAC2 PAID DOWN PAR VALUE OF JOHN DEERE OWNER 3.080% 11/15/22 -226,460.2900 0.000000 226,460.29 -226,443.12 17.17 09/15/2020 65478GAD2 PAID DOWN PAR VALUE OF NISSAN AUTO 1.750%10/15/21 -125,754.8000 0.000000 125,754.80 -123,804.62 1,950.18 09/15/2020 65479GAD1 PAID DOWN PAR VALUE OF NISSAN AUTO 3.060% 3/15/23 -215,436.2500 0.000000 215,436.25 -215,429.27 6.98 09/15/2020 89239AAB9 PAID DOWN PAR VALUE OF TOYOTA AUTO 2.830%10/15/21 -246,803.8200 0.000000 246,803.82 -246,781.41 22.41 09/17/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -6,125,028.8800 1.000000 6,125,028.88 -6,125,028.88 0.00 09/18/2020 43814PAC4 PAID DOWN PAR VALUE OF HONDA AUTO 1.790% 9/20/21 -124,157.9600 0.000000 124,157.96 -122,188.89 1,969.07 09/18/2020 43814WAB1 PAID DOWN PAR VALUE OF HONDA AUTO 2.750% 9/20/21 -327,886.2500 0.000000 327,886.25 -327,865.13 21.12 09/18/2020 43814UAG4 PAID DOWN PAR VALUE OF HONDA AUTO 3.010% 5/18/22 -107,312.6600 0.000000 107,312.66 -107,310.32 2.34 09/21/2020 36225CAZ9 PAID DOWN PAR VALUE OF G N M A 1 1#080023 3.125%12/20/26 AUGUST GNMA -192.9500 0.000000 192.95 -196.14 -3.19 DUE 9/20/20 09/21/2020 36225CC20 PAID DOWN PAR VALUE OF G N M A 1 1#080088 2.875% 6/20/27 AUGUST GNMA -112.5100 0.000000 112.51 -114.97 -2.46 DUE 9/20/20 09/21/2020 36225CNM4 PAID DOWN PAR VALUE OF G N M A 1 1#080395 2.875% 4/20/30 AUGUST GNMA -43.0400 0.000000 43.04 -42.65 0.39 DUE 9/20/20 09/21/2020 36225CN28 PAID DOWN PAR VALUE OF G N M A 1 1#080408 2.875% 5/20/30 AUGUST GNMA -925.2900 0.000000 925.29 -915.89 9.40 DUE 9/20/20 09/21/2020 36225DCB8 PAID DOWN PAR VALUE OF G N M A 1 1#080965 3.250% 7/20/34 AUGUST GNMA -182.3200 0.000000 182.32 -182.21 0.11 DUE 9/20/20 09/21/2020 43815HAC1 PAID DOWN PAR VALUE OF HONDA AUTO 2.950% 8/22/22 -237,245.9700 0.000000 237,245.97 -237,213.42 32.55 7of19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 09/24/2020 9128281-99 SOLD PAR VALUE OF U S TREASURY NT 1.375% 10/31/20/J.P.MORGAN -500,000.0000 1.001367 500,683.59 -492,618.86 8,064.73 SECURITIES LLC/500,000 PAR VALUE AT 100.136718% 09/24/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -504,415.5600 1.000000 504,415.56 -504,415.56 0.00 09/25/2020 31394JY35 PAID DOWN PAR VALUE OF F H L M C MLTCL MTG 6.500% 9/25/43 -7,402.5000 0.000000 7,402.50 -8,383.33 -980.83 09/25/2020 31371 NUC7 PAID DOWN PAR VALUE OF F N M A#257179 4.500% 4/01/28 AUGUST FNMA -838.0600 0.000000 838.06 -886.33 -48.27 DUE 9/25/20 09/25/2020 31376KT22 PAID DOWN PAR VALUE OF F N M A#357969 5.000% 9/01/35 AUGUST FNMA -843.0400 0.000000 843.04 -906.27 -63.23 DUE 9/25/20 09/25/2020 31381 PDA3 PAID DOWN PAR VALUE OF F N M A#466397 3.400% 11/01/20 AUGUST FNMA -737.2000 0.000000 737.20 -721.25 15.95 DUE 9/25/20 09/25/2020 31403DJZ3 PAID DOWN PAR VALUE OF F N M A#745580 5.000% 6/01/36 AUGUST FNMA -1,829.2900 0.000000 1,829.29 -1,966.49 -137.20 DUE 9/25/20 09/25/2020 31403GXF4 PAID DOWN PAR VALUE OF F N M A#748678 5.000% 10/01/33 AUGUST FNMA -8.9500 0.000000 8.95 -9.62 -0.67 DUE 9/25/20 09/25/2020 31406PQY8 PAID DOWN PAR VALUE OF F N M A#815971 5.000% 3/01/35 AUGUST FNMA -2,096.9200 0.000000 2,096.92 -2,254.19 -157.27 DUE 9/25/20 09/25/2020 31406XWT5 PAID DOWN PAR VALUE OF F N M A#823358 3.674% 2/01/35 AUGUST FNMA -423.0400 0.000000 423.04 -419.73 3.31 DUE 9/25/20 09/25/2020 31407BXH7 PAID DOWN PAR VALUE OF F N M A#826080 5.000% 7/01/35 AUGUST FNMA -256.7600 0.000000 256.76 -276.02 -19.26 DUE 9/25/20 09/25/2020 31410F4V4 PAID DOWN PAR VALUE OF F N M A#888336 5.000% 7/01/36 AUGUST FNMA -2,920.0400 0.000000 2,920.04 -3,139.04 -219.00 DUE 9/25/20 09/25/2020 3138EG6F6 PAID DOWN PAR VALUE OF F N M A#AL0869 4.500% 6/01/29 AUGUST FNMA -193.0900 0.000000 193.09 -204.21 -11.12 DUE 9/25/20 09/25/2020 31417YAY3 PAID DOWN PAR VALUE OF F N M A#MA0022 4.500% 4/01/29 AUGUST FNMA -304.4600 0.000000 304.46 -322.00 -17.54 DUE 9/25/20 09/25/2020 31397QREO PAID DOWN PAR VALUE OF F N M A GTD REMIC 2.472% 2/25/41 -4,050.3200 0.000000 4,050.32 -4,049.05 1.27 09/25/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -7,636,943.4000 1.000000 7,636,943.40 -7,636,943.40 0.00 09/28/2020 3133121-160 MATURED PAR VALUE OF F F C B DISC NTS 9/28/20 3,000,000 PAR VALUE AT -3,000,000.0000 1.000000 2,998,615.83 -2,998,615.83 0.00 100% 09/29/2020 46625HNX4 FULL CALL PAR VALUE OF JPMORGAN CHASE CO 2.550%10/29/20/CALLS/ -1,000,000.0000 1.000000 1,000,000.00 -1,005,900.00 -5,900.00 09/29/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -3,234,524.7800 1.000000 3,234,524.78 -3,234,524.78 0.00 09/30/2020 31846V567 SOLD UNITS OF FIRST AM GOVT OB FD CL Z -6,646,049.8700 1.000000 6,646,049.87 -6,646,049.87 0.00 TOTAL DISPOSITIONS -212,252,819.0900 212,377,993.18 -212,221,934.61 156,058.57 OTHER TRANSACTIONS 07/01/2020 31846V567 INTEREST EARNED ON FIRST AM GOVT OB FD CL Z UNIT ON 0.0000 SHARES DUE 0.0000 0.000000 144.61 0.00 0.00 6/30/2020 INTEREST FROM 6/1/20 TO 6/30/20 07/01/2020 31846V567 INTEREST EARNED ON FIRST AM GOVT OB FD CL Z UNIT ON 0.0000 SHARES DUE 0.0000 0.000000 464.93 0.00 0.00 6/30/2020 INTEREST FROM 6/1/20 TO 6/30/20 8of19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 07/06/2020 3135GOS38 INTEREST EARNED ON F N M A 2.000% 1/05/22$1 PV ON 3000000.0000 0.0000 0.000000 30,000.00 0.00 0.00 SHARES DUE 7/5/2020 07/06/2020 404280BF5 INTEREST EARNED ON HSBC HOLDINGS PLC 2.650% 1/05/22$1 PV ON 0.0000 0.000000 59,625.00 0.00 0.00 4500000.0000 SHARES DUE 7/5/2020 07/07/2020 3135GOX24 INTEREST EARNED ON F N M A 1.625% 1/07/25$1 PV ON 10000000.0000 0.0000 0.000000 79,895.83 0.00 0.00 SHARES DUE 7/7/2020 07/09/2020 9127963QO INTEREST EARNED ON U S TREASURY BILL 8/25/20$1 PV ON 1000000.0000 0.0000 0.000000 73.64 0.00 0.00 SHARES DUE 7/8/2020 1,000,000 PAR VALUE AT 99.985508% 07/13/2020 912828WUO BOOK VALUE OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY-2392.00 UNITS 0.0000 0.000000 0.00 0.00 0.00 DECREASE TO ADJUST FOR CHANGE IN CPI 07/13/2020 912828WUO FED BASIS OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY-2392.00 UNITS 0.0000 0.000000 0.00 -2,392.00 0.00 DECREASE TO ADJUST FOR CHANGE IN CPI 07/13/2020 912828WUO PAR VALUE OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY-2392.0000 UNITS -2,392.0000 0.000000 0.00 0.00 0.00 DECREASE TO ADJUST FOR CHANGE IN CPI 07/13/2020 912828WUO STATE COST OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY-2392.00 UNITS 0.0000 0.000000 0.00 0.00 0.00 DECREASE TO ADJUST FOR CHANGE IN CPI 07/14/2020 02665WCJ8 INTEREST EARNED ON AMERICAN HONDA MTN 3.450% 7/14/23$1 PV ON 0.0000 0.000000 14,576.25 0.00 0.00 845000.0000 SHARES DUE 7/14/2020 07/15/2020 31348SWZ3 INTEREST EARNED ON F H L M C#786064 3.846% 1/01/28$1 PV ON 5.3700 SHARES 0.0000 0.000000 5.37 0.00 0.00 DUE 7/15/2020 MAY FHLMC DUE 7/15/20 07/15/2020 3133TCE95 INTEREST EARNED ON F H L M C MLTCL MTG 4.020% 8/15/32$1 PV ON 17.3000 0.0000 0.000000 17.30 0.00 0.00 SHARES DUE 7/15/2020$0.00335/PV ON 5,161.50 PV DUE 7/15/20 07/15/2020 43815NABO INTEREST EARNED ON HONDA AUTO 1.900% 4/15/22$1 PV ON 4858.8500 0.0000 0.000000 4,858.85 0.00 0.00 SHARES DUE 7/15/2020$0.00158/PV ON 3,068,744.89 PV DUE 7/15/20 07/15/2020 47788BAD6 INTEREST EARNED ON JOHN DEERE OWNER 1.820%10/15/21 $1 PV ON 123.6400 0.0000 0.000000 123.64 0.00 0.00 SHARES DUE 7/15/2020$0.00152/PV ON 81,522.74 PV DUE 7/15/20 07/15/2020 477870AB5 INTEREST EARNED ON JOHN DEERE OWNER 2.280% 5/16/22$1 PV ON 3440.0700 0.0000 0.000000 3,440.07 0.00 0.00 SHARES DUE 7/15/2020$0.00190/PV ON 1,810,561.56 PV DUE 7/15/20 07/15/2020 47788CAC6 INTEREST EARNED ON JOHN DEERE OWNER 2.660% 4/18/22$1 PV ON 1324.0200 0.0000 0.000000 1,324.02 0.00 0.00 SHARES DUE 7/15/2020$0.00222/PV ON 597,304.53 PV DUE 7/15/20 07/15/2020 47789JAB2 INTEREST EARNED ON JOHN DEERE OWNER 2.850% 12/15/21 $1 PV ON 2673.7100 0.0000 0.000000 2,673.71 0.00 0.00 SHARES DUE 7/15/2020$0.00238/PV ON 1,125,770.32 PV DUE 7/15/20 07/15/2020 47788EAC2 INTEREST EARNED ON JOHN DEERE OWNER 3.080% 11/15/22$1 PV ON 9203.4700 0.0000 0.000000 9,203.47 0.00 0.00 SHARES DUE 7/15/2020$0.00257/PV ON 3,585,766.52 PV DUE 7/15/20 07/15/2020 58770FAC6 INTEREST EARNED ON MERCEDES BENZ AUTO 1.840%12/15/22$1 PV ON 3143.3300 0.0000 0.000000 3,143.33 0.00 0.00 SHARES DUE 7/15/2020$0.00153/PV ON 2,050,000.00 PV DUE 7/15/20 07/15/2020 65478GAD2 INTEREST EARNED ON NISSAN AUTO 1.750%10/15/21 $1 PV ON 1013.3800 0.0000 0.000000 1,013.38 0.00 0.00 SHARES DUE 7/15/2020$0.00146/PV ON 694,887.24 PV DUE 7/15/20 07/15/2020 65479JAD5 INTEREST EARNED ON NISSAN AUTO 1.930% 7/15/24$1 PV ON 6730.8700 0.0000 0.000000 6,730.87 0.00 0.00 SHARES DUE 7/15/2020$0.00161/PV ON 4,185,000.00 PV DUE 7/15/20 9of19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 07/15/2020 65479GAD1 INTEREST EARNED ON NISSAN AUTO 3.060% 3/15/23$1 PV ON 8975.7900 0.0000 0.000000 8,975.79 0.00 0.00 SHARES DUE 7/15/2020$0.00255/PV ON 3,519,918.89 PV DUE 7/15/20 07/15/2020 89239AAB9 INTEREST EARNED ON TOYOTA AUTO 2.830%10/15/21 $1 PV ON 2818.8500 0.0000 0.000000 2,818.85 0.00 0.00 SHARES DUE 7/15/2020$0.00236/PV ON 1,195,272.54 PV DUE 7/15/20 07/15/2020 9127963QO INTEREST EARNED ON U S TREASURY BILL 8/25/20$1 PV ON 3000000.0000 0.0000 0.000000 250.45 0.00 0.00 SHARES DUE 7/14/2020 3,000,000 PAR VALUE AT 99.98649267% 07/15/2020 912828WUO INTEREST EARNED ON U S TREASURY I P S 0.125% 7/15/24$1 PV ON 0.0000 0.000000 7,018.64 0.00 0.00 11229816.0000 SHARES DUE 7/15/2020 07/16/2020 78013XZU5 INTEREST EARNED ON ROYAL BANK OF MTN 2.550% 7/16/24$1 PV ON 0.0000 0.000000 82,875.00 0.00 0.00 6500000.0000 SHARES DUE 7/16/2020 07/16/2020 780151<71-11 PAID ACCRUED INTEREST ON PURCHASE OF ROYAL BANK OF MTN 1.150% 6/10/25 0.0000 0.000000 -1,725.00 0.00 0.00 07/20/2020 3135GOT94 INTEREST EARNED ON F N M A DEB 2.375% 1/19/23$1 PV ON 5000000.0000 0.0000 0.000000 59,375.00 0.00 0.00 SHARES DUE 7/19/2020 07/20/2020 36225CAZ9 INTEREST EARNED ON G N M A 11#080023 3.125%12/20/26$1 PV ON 34.8400 0.0000 0.000000 34.84 0.00 0.00 SHARES DUE 7/20/2020 JUNE GNMA DUE 7/20/20 07/20/2020 36225CC20 INTEREST EARNED ON G N M A 1 1#080088 3.875% 6/20/27$1 PV ON 36.1700 0.0000 0.000000 36.17 0.00 0.00 SHARES DUE 7/20/2020 JUNE GNMA DUE 7/20/20 07/20/2020 36225CNM4 INTEREST EARNED ON G N M A 11#080395 3.875% 4/20/30$1 PV ON 17.6900 0.0000 0.000000 17.69 0.00 0.00 SHARES DUE 7/20/2020 JUNE GNMA DUE 7/20/20 07/20/2020 36225CN28 INTEREST EARNED ON G N M A 1 1#080408 3.875% 5/20/30$1 PV ON 138.2900 0.0000 0.000000 138.29 0.00 0.00 SHARES DUE 7/20/2020 JUNE GNMA DUE 7/20/20 07/20/2020 36225DCB8 INTEREST EARNED ON G N M A 1 1#080965 3.250% 7/20/34$1 PV ON 101.6000 0.0000 0.000000 101.60 0.00 0.00 SHARES DUE 7/20/2020 JUNE GNMA DUE 7/20/20 07/20/2020 43814PAC4 INTEREST EARNED ON HONDA AUTO 1.790% 9/20/21 $1 PV ON 1080.3600 0.0000 0.000000 1,080.36 0.00 0.00 SHARES DUE 7/18/2020$0.00149/PV ON 724,262.26 PV DUE 7/18/20 07/20/2020 43814WAB1 INTEREST EARNED ON HONDA AUTO 2.750% 9/20/21 $1 PV ON 3995.8400 0.0000 0.000000 3,995.84 0.00 0.00 SHARES DUE 7/18/2020$0.00229/PV ON 1,743,638.56 PV DUE 7/18/20 07/20/2020 43814UAG4 INTEREST EARNED ON HONDA AUTO 3.010% 5/18/22$1 PV ON 3214.4100 0.0000 0.000000 3,214.41 0.00 0.00 SHARES DUE 7/18/2020$0.00251/PV ON 1,281,491.33 PV DUE 7/18/20 07/20/2020 4581XOCW6 INTEREST EARNED ON INTER AMER DEV BK 2.125% 1/18/22$1 PV ON 0.0000 0.000000 31,875.00 0.00 0.00 3000000.0000 SHARES DUE 7/18/2020 07/20/2020 45950KCJ7 INTEREST EARNED ON INTL FINANCE CORP 1.125% 7/20/21 $1 PV ON 2500000.0000 0.0000 0.000000 14,075.00 0.00 0.00 SHARES DUE 7/20/2020 07/20/2020 89114QC48 INTEREST EARNED ON TORONTO MTN 3.500% 7/19/23$1 PV ON 5000000.0000 0.0000 0.000000 87,500.00 0.00 0.00 SHARES DUE 7/19/2020 07/21/2020 43815HAC1 INTEREST EARNED ON HONDA AUTO 2.950% 8/22/22$1 PV ON 7828.6200 0.0000 0.000000 7,828.62 0.00 0.00 SHARES DUE 7/21/2020$0.00246/PV ON 3,184,523.11 PV DUE 7/21/20 07/21/2020 90331HPL1 INTEREST EARNED ON US BANK NA MTN 2.050% 1/21/25$1 PV ON 7270000.0000 0.0000 0.000000 74,517.50 0.00 0.00 SHARES DUE 7/21/2020 07/22/2020 9127963QO INTEREST EARNED ON U S TREASURY BILL 8/25/20$1 PV ON 5200000.0000 0.0000 0.000000 694.49 0.00 0.00 SHARES DUE 7/21/2020 5,200,000 PAR VALUE AT 99.9915% 10 of 19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 07/22/2020 94974BGM6 INTEREST EARNED ON WELLS FARGO CO MTN 2.600% 7/22/20$1 PV ON 0.0000 0.000000 65,000.00 0.00 0.00 5000000.0000 SHARES DUE 7/22/2020 INTEREST ON 7/22/20 MATURITY 07/22/2020 95000U2B8 INTEREST EARNED ON WELLS FARGO MTN 2.625% 7/22/22$1 PV ON 0.0000 0.000000 39,375.00 0.00 0.00 3000000.0000 SHARES DUE 7/22/2020 07/23/2020 46647PAUO INTEREST EARNED ON JPMORGAN CHASE CO 3.797% 7/23/24$1 PV ON 0.0000 0.000000 47,462.50 0.00 0.00 2500000.0000 SHARES DUE 7/23/2020 07/23/2020 90331HNL3 INTEREST EARNED ON US BANK NA MTN 2.850% 1/23/23$1 PV ON 2000000.0000 0.0000 0.000000 28,500.00 0.00 0.00 SHARES DUE 7/23/2020 07/27/2020 03215PFN4 INTEREST EARNED ON AMRESCO 1.19948% 6/25/29$1 PV ON 118.9700 0.0000 0.000000 118.97 0.00 0.00 SHARES DUE 7/25/2020$0.00100/PV ON 119,021.64 PV DUE 7/25/20 07/27/2020 808513AT2 INTEREST EARNED ON CHARLES SCHWAB CORP 2.650% 1/25/23$1 PV ON 0.0000 0.000000 89,437.50 0.00 0.00 6750000.0000 SHARES DUE 7/25/2020 07/27/2020 3133EKWV4 INTEREST EARNED ON F F C B DEB 1.850% 7/26/24$1 PV ON 5000000.0000 0.0000 0.000000 46,250.00 0.00 0.00 SHARES DUE 7/26/2020 07/27/2020 313384ZXO INTEREST EARNED ON F H L B DISC NTS 7/27/20$1 PV ON 2500000.0000 0.0000 0.000000 1,262.50 0.00 0.00 SHARES DUE 7/27/2020 2,500,000 PAR VALUE AT 100% 07/27/2020 31394JY35 INTEREST EARNED ON F H L M C MLTCL MTG 6.500% 9/25/43$1 PV ON 3302.7900 0.0000 0.000000 3,302.79 0.00 0.00 SHARES DUE 7/25/2020$0.00542/PV ON 609,746.75 PV DUE 7/25/20 07/27/2020 31371 NUC7 INTEREST EARNED ON F N M A#257179 4.500% 4/01/28$1 PV ON 47.1100 SHARES 0.0000 0.000000 47.11 0.00 0.00 DUE 7/25/2020 JUNE FNMA DUE 7/25/20 07/27/2020 31376KT22 INTEREST EARNED ON F N M A#357969 5.000% 9/01/35$1 PV ON 353.1500 0.0000 0.000000 353.15 0.00 0.00 SHARES DUE 7/25/2020 JUNE FNMA DUE 7/25/20 07/27/2020 31381PDA3 INTEREST EARNED ON F N M A#466397 3.400% 11/01/20$1 PV ON 936.9700 0.0000 0.000000 936.97 0.00 0.00 SHARES DUE 7/25/2020 JUNE FNMA DUE 7/25/20 07/27/2020 31403DJZ3 INTEREST EARNED ON F N M A#745580 5.000% 6/01/36$1 PV ON 334.2500 0.0000 0.000000 334.25 0.00 0.00 SHARES DUE 7/25/2020 JUNE FNMA DUE 7/25/20 07/27/2020 31403GXF4 INTEREST EARNED ON F N M A#748678 5.000% 10/01/33$1 PV ON 7.0800 SHARES 0.0000 0.000000 7.08 0.00 0.00 DUE 7/25/2020 JUNE FNMA DUE 7/25/20 07/27/2020 31406PQY8 INTEREST EARNED ON F N M A#815971 5.000% 3/01/35$1 PV ON 529.3300 0.0000 0.000000 529.33 0.00 0.00 SHARES DUE 7/25/2020 JUNE FNMA DUE 7/25/20 07/27/2020 31406XWT5 INTEREST EARNED ON F N M A#823358 3.674% 2/01/35$1 PV ON 289.5800 0.0000 0.000000 289.58 0.00 0.00 SHARES DUE 7/25/2020 JUNE FNMA DUE 7/25/20 07/27/2020 31407BXH7 INTEREST EARNED ON F N M A#826080 5.000% 7/01/35$1 PV ON 67.9700 SHARES 0.0000 0.000000 67.97 0.00 0.00 DUE 7/25/2020 JUNE FNMA DUE 7/25/20 07/27/2020 31410F4V4 INTEREST EARNED ON F N M A#888336 5.000% 7/01/36$1 PV ON 648.1400 0.0000 0.000000 648.14 0.00 0.00 SHARES DUE 7/25/2020 JUNE FNMA DUE 7/25/20 07/27/2020 3138EG6F6 INTEREST EARNED ON F N M A#AL0869 4.500% 6/01/29$1 PV ON 31.2900 0.0000 0.000000 31.29 0.00 0.00 SHARES DUE 7/25/2020 JUNE FNMA DUE 7/25/20 07/27/2020 31417YAY3 INTEREST EARNED ON F N M A#MA0022 4.500% 4/01/29$1 PV ON 50.1700 0.0000 0.000000 50.17 0.00 0.00 SHARES DUE 7/25/2020 JUNE FNMA DUE 7/25/20 11 of 19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 07/27/2020 31397QREO INTEREST EARNED ON F N M A GTD REMIC 2.472% 2/25/41 $1 PV ON 113.6500 0.0000 0.000000 113.65 0.00 0.00 SHARES DUE 7/25/2020$0.00072/PV ON 157,756.33 PV DUE 7/25/20 07/27/2020 459058FY4 INTEREST EARNED ON INTL BK 2.000% 1/26/22$1 PV ON 10000000.0000 0.0000 0.000000 100,000.00 0.00 0.00 SHARES DUE 7/26/2020 07/27/2020 45950KCMO INTEREST EARNED ON INTL BK M T N 2.250% 1/25/21 $1 PV ON 2970000.0000 0.0000 0.000000 33,412.50 0.00 0.00 SHARES DUE 7/25/2020 07/27/2020 78445JAA5 INTEREST EARNED ON S L M A 2.51906% 4/25/23$1 PV ON 73.2600 SHARES 0.0000 0.000000 73.26 0.00 0.00 DUE 7/25/2020$0.00630/PV ON 11,633.32 PV DUE 7/25/20 07/27/2020 89114QBX5 INTEREST EARNED ON TORONTO DOMINION MTN 2.550% 1/25/21 $1 PV ON 0.0000 0.000000 22,312.50 0.00 0.00 1750000.0000 SHARES DUE 7/25/2020 07/28/2020 61747WAL3 INTEREST EARNED ON MORGAN STANLEY 5.500% 7/28/21 $1 PV ON 0.0000 0.000000 77,000.00 0.00 0.00 2800000.0000 SHARES DUE 7/28/2020 07/29/2020 912828WUO BOOK VALUE OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 104.00 UNITS 0.0000 0.000000 0.00 0.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 07/29/2020 912828WUO FED BASIS OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 104.00 UNITS 0.0000 0.000000 0.00 104.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 07/29/2020 06406RAE7 INTEREST EARNED ON BANK OF NY MTN 2.950% 1/29/23$1 PV ON 2500000.0000 0.0000 0.000000 36,875.00 0.00 0.00 SHARES DUE 7/29/2020 07/29/2020 313384ZZ5 INTEREST EARNED ON F H L B DISC NTS 7/29/20$1 PV ON 5000000.0000 0.0000 0.000000 1,250.00 0.00 0.00 SHARES DUE 7/29/2020 5,000,000 PAR VALUE AT 100% 07/29/2020 912828WUO PAR VALUE OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 104.0000 UNITS 104.0000 0.000000 0.00 0.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 07/29/2020 912828WUO STATE COST OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 104.00 UNITS 0.0000 0.000000 0.00 0.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 07/30/2020 912796WY1 INTEREST EARNED ON U S TREASURY BILL 7/30/20$1 PV ON 3500000.0000 0.0000 0.000000 2,912.78 0.00 0.00 SHARES DUE 7/30/2020 3,500,000 PAR VALUE AT 100% 07/31/2020 912828N89 INTEREST EARNED ON U S TREASURY NT 1.375% 1/31/21 $1 PV ON 6000000.0000 0.0000 0.000000 41,250.00 0.00 0.00 SHARES DUE 7/31/2020 07/31/2020 912828V72 INTEREST EARNED ON U S TREASURY NT 1.875% 1/31/22$1 PV ON 3000000.0000 0.0000 0.000000 28,125.00 0.00 0.00 SHARES DUE 7/31/2020 07/31/2020 912828V80 INTEREST EARNED ON U S TREASURY NT 2.250% 1/31/24$1 PV ON 7500000.0000 0.0000 0.000000 84,375.00 0.00 0.00 SHARES DUE 7/31/2020 08/03/2020 31846V567 INTEREST EARNED ON FIRST AM GOVT OB FD CL Z UNIT ON 0.0000 SHARES DUE 0.0000 0.000000 233.63 0.00 0.00 7/31/2020 INTEREST FROM 7/1/20 TO 7/31/20 08/03/2020 31846V567 INTEREST EARNED ON FIRST AM GOVT OB FD CL Z UNIT ON 0.0000 SHARES DUE 0.0000 0.000000 299.04 0.00 0.00 7/31/2020 INTEREST FROM 7/1/20 TO 7/31/20 08/05/2020 3135GOV34 INTEREST EARNED ON F N M A 2.500% 2/05/24$1 PV ON 5000000.0000 0.0000 0.000000 62,500.00 0.00 0.00 SHARES DUE 8/5/2020 08/06/2020 44932HAH6 INTEREST EARNED ON IBM CREDIT CORP 3.000% 2/06/23$1 PV ON 5670000.0000 0.0000 0.000000 85,050.00 0.00 0.00 SHARES DUE 8/6/2020 12 of 19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 08/07/2020 06406RAA5 INTEREST EARNED ON BANK OF NY MTN 2.600% 2/07/22$1 PV ON 2500000.0000 0.0000 0.000000 32,500.00 0.00 0.00 SHARES DUE 8/7/2020 08/10/2020 594918BP8 INTEREST EARNED ON MICROSOFT CORP 1.550% 8/08/21 $1 PV ON 3045000.0000 0.0000 0.000000 23,598.75 0.00 0.00 SHARES DUE 8/8/2020 08/12/2020 3137EAEPO INTEREST EARNED ON F H L M C 1.500% 2/12/25$1 PV ON 12335000.0000 0.0000 0.000000 91,484.59 0.00 0.00 SHARES DUE 8/12/2020 08/13/2020 912828WUO BOOK VALUE OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 27768.00 UNITS 0.0000 0.000000 0.00 0.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 08/13/2020 912828WUO FED BASIS OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 27768.00 UNITS 0.0000 0.000000 0.00 27,768.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 08/13/2020 912828WUO PAR VALUE OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 27768.0000 27,768.0000 0.000000 0.00 0.00 0.00 UNITS INCREASE TO ADJUST FOR CHANGE IN CPI 08/13/2020 912828WUO STATE COST OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 27768.00 UNITS 0.0000 0.000000 0.00 0.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 08/17/2020 3137EAEL9 INTEREST EARNED ON F H L M C M T N 2.375% 2/16/21 $1 PV ON 7500000.0000 0.0000 0.000000 89,062.50 0.00 0.00 SHARES DUE 8/16/2020 08/17/2020 31348SWZ3 INTEREST EARNED ON F H L M C#786064 3.846% 1/01/28$1 PV ON 5.3200 SHARES 0.0000 0.000000 5.32 0.00 0.00 DUE 8/15/2020 JUNE FHLMC DUE 8/15/20 08/17/2020 3133TCE95 INTEREST EARNED ON F H L M C MLTCL MTG 4.020% 8/15/32$1 PV ON 16.9100 0.0000 0.000000 16.91 0.00 0.00 SHARES DUE 8/15/2020$0.00335/PV ON 5,044.65 PV DUE 8/15/20 08/17/2020 43815NABO INTEREST EARNED ON HONDA AUTO 1.900% 4/15/22$1 PV ON 4391.8900 0.0000 0.000000 4,391.89 0.00 0.00 SHARES DUE 8/15/2020$0.00158/PV ON 2,773,821.76 PV DUE 8/15/20 08/17/2020 47788BAD6 INTEREST EARNED ON JOHN DEERE OWNER 1.820%10/15/21 $1 PV ON 94.7300 0.0000 0.000000 94.73 0.00 0.00 SHARES DUE 8/15/2020$0.00152/PV ON 62,458.45 PV DUE 8/15/20 08/17/2020 477870AB5 INTEREST EARNED ON JOHN DEERE OWNER 2.280% 5/16/22$1 PV ON 3103.9500 0.0000 0.000000 3,103.95 0.00 0.00 SHARES DUE 8/15/2020$0.00190/PV ON 1,633,657.76 PV DUE 8/15/20 08/17/2020 47788CAC6 INTEREST EARNED ON JOHN DEERE OWNER 2.660% 4/18/22$1 PV ON 1187.2500 0.0000 0.000000 1,187.25 0.00 0.00 SHARES DUE 8/15/2020$0.00222/PV ON 535,600.52 PV DUE 8/15/20 08/17/2020 47789JAB2 INTEREST EARNED ON JOHN DEERE OWNER 2.850%12/15/21 $1 PV ON 2141.1000 0.0000 0.000000 2,141.10 0.00 0.00 SHARES DUE 8/15/2020$0.00238/PV ON 901,515.39 PV DUE 8/15/20 08/17/2020 47788EAC2 INTEREST EARNED ON JOHN DEERE OWNER 3.080% 11/15/22$1 PV ON 8668.4400 0.0000 0.000000 8,668.44 0.00 0.00 SHARES DUE 8/15/2020$0.00257/PV ON 3,377,316.47 PV DUE 8/15/20 08/17/2020 58770FAC6 INTEREST EARNED ON MERCEDES BENZ AUTO 1.840%12/15/22$1 PV ON 3143.3300 0.0000 0.000000 3,143.33 0.00 0.00 SHARES DUE 8/15/2020$0.00153/PV ON 2,050,000.00 PV DUE 8/15/20 08/17/2020 65478GAD2 INTEREST EARNED ON NISSAN AUTO 1.750%10/15/21 $1 PV ON 807.2000 0.0000 0.000000 807.20 0.00 0.00 SHARES DUE 8/15/2020$0.00146/PV ON 553,511.01 PV DUE 8/15/20 08/17/2020 65479JAD5 INTEREST EARNED ON NISSAN AUTO 1.930% 7/15/24$1 PV ON 6730.8700 0.0000 0.000000 6,730.87 0.00 0.00 SHARES DUE 8/15/2020$0.00161/PV ON 4,185,000.00 PV DUE 8/15/20 08/17/2020 65479GAD1 INTEREST EARNED ON NISSAN AUTO 3.060% 3/15/23$1 PV ON 8387.5300 0.0000 0.000000 8,387.53 0.00 0.00 SHARES DUE 8/15/2020$0.00255/PV ON 3,289,225.91 PV DUE 8/15/20 13 of 19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 08/17/2020 69353RFB9 INTEREST EARNED ON PNC BANK NA MTN 2.625% 2/17/22$1 PV ON 1000000.0000 0.0000 0.000000 13,125.00 0.00 0.00 SHARES DUE 8/17/2020 08/17/2020 89239AAB9 INTEREST EARNED ON TOYOTA AUTO 2.830%10/15/21 $1 PV ON 2213.8900 0.0000 0.000000 2,213.89 0.00 0.00 SHARES DUE 8/15/2020$0.00236/PV ON 938,751.31 PV DUE 8/15/20 08/17/2020 89237VAB5 INTEREST EARNED ON TOYOTA AUTO RECV 0.264%10/15/24$1 PV ON 651.2000 0.0000 0.000000 651.20 0.00 0.00 SHARES DUE 8/15/2020$0.00022/PV ON 2,960,000.00 PV DUE 8/15/20 08/18/2020 3130A7CV5 INTEREST EARNED ON F H L B DEB 1.375% 2/18/21 $1 PV ON 5365000.0000 0.0000 0.000000 36,884.38 0.00 0.00 SHARES DUE 8/18/2020 08/18/2020 43814PAC4 INTEREST EARNED ON HONDA AUTO 1.790% 9/20/21 $1 PV ON 873.1800 0.0000 0.000000 873.18 0.00 0.00 SHARES DUE 8/18/2020$0.00149/PV ON 585,371.12 PV DUE 8/18/20 08/18/2020 43814WAB1 INTEREST EARNED ON HONDA AUTO 2.750% 9/20/21 $1 PV ON 3190.2900 0.0000 0.000000 3,190.29 0.00 0.00 SHARES DUE 8/18/2020$0.00229/PV ON 1,392,127.21 PV DUE 8/18/20 08/18/2020 43814UAG4 INTEREST EARNED ON HONDA AUTO 3.010% 5/18/22$1 PV ON 2917.8200 0.0000 0.000000 2,917.82 0.00 0.00 SHARES DUE 8/18/2020$0.00251/PV ON 1,163,249.67 PV DUE 8/18/20 08/20/2020 36225CAZ9 INTEREST EARNED ON G N M A 11#080023 3.125%12/20/26$1 PV ON 33.7200 0.0000 0.000000 33.72 0.00 0.00 SHARES DUE 8/20/2020 JULY GNMA DUE 8/20/20 08/20/2020 36225CC20 INTEREST EARNED ON G N M A 1 1#080088 2.875% 6/20/27$1 PV ON 23.0100 0.0000 0.000000 23.01 0.00 0.00 SHARES DUE 8/20/2020 JULY GNMA DUE 8/20/20 08/20/2020 36225CNM4 INTEREST EARNED ON G N M A 11#080395 2.875% 4/20/30$1 PV ON 12.7100 0.0000 0.000000 12.71 0.00 0.00 SHARES DUE 8/20/2020 JULY GNMA DUE 8/20/20 08/20/2020 36225CN28 INTEREST EARNED ON G N M A 1 1#080408 2.875% 5/20/30$1 PV ON 93.7200 0.0000 0.000000 93.72 0.00 0.00 SHARES DUE 8/20/2020 JULY GNMA DUE 8/20/20 08/20/2020 36225DCB8 INTEREST EARNED ON G N M A 1 1#080965 3.250% 7/20/34$1 PV ON 94.9800 0.0000 0.000000 94.98 0.00 0.00 SHARES DUE 8/20/2020 JULY GNMA DUE 8/20/20 08/21/2020 43815HAC1 INTEREST EARNED ON HONDA AUTO 2.950% 8/22/22$1 PV ON 7211.3200 0.0000 0.000000 7,211.32 0.00 0.00 SHARES DUE 8/21/2020$0.00246/PV ON 2,933,419.30 PV DUE 8/21/20 08/21/2020 404280BF5 INTEREST EARNED ON HSBC HOLDINGS PLC 2.650% 1/05/22$1 PV ON 0.0000 0.000000 15,237.50 0.00 0.00 4500000.0000 SHARES DUE 8/18/2020$3.38611 PER$1000 ACCD INT(46 DAYS) 08/24/2020 037833BS8 INTEREST EARNED ON APPLE INC 2.250% 2/23/21 $1 PV ON 4000000.0000 0.0000 0.000000 45,000.00 0.00 0.00 SHARES DUE 8/23/2020 08/25/2020 03215PFN4 INTEREST EARNED ON AMRESCO 1.07458% 6/25/29$1 PV ON 106.5800 0.0000 0.000000 106.58 0.00 0.00 SHARES DUE 8/25/2020$0.00090/PV ON 119,021.64 PV DUE 8/25/20 08/25/2020 31394JY35 INTEREST EARNED ON F H L M C MLTCL MTG 6.500% 9/25/43$1 PV ON 3270.8200 0.0000 0.000000 3,270.82 0.00 0.00 SHARES DUE 8/25/2020$0.00542/PV ON 603,845.16 PV DUE 8/25/20 08/25/2020 31371 NUC7 INTEREST EARNED ON F N M A#257179 4.500% 4/01/28$1 PV ON 45.2700 SHARES 0.0000 0.000000 45.27 0.00 0.00 DUE 8/25/2020 JULY FNMA DUE 8/25/20 08/25/2020 31376KT22 INTEREST EARNED ON F N M A#357969 5.000% 9/01/35$1 PV ON 351.2300 0.0000 0.000000 351.23 0.00 0.00 SHARES DUE 8/25/2020 JULY FNMA DUE 8/25/20 08/25/2020 31381PDA3 INTEREST EARNED ON F N M A#466397 3.400% 11/01/20$1 PV ON 965.9300 0.0000 0.000000 965.93 0.00 0.00 SHARES DUE 8/25/2020 JULY FNMA DUE 8/25/20 14of19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 08/25/2020 31403DJZ3 INTEREST EARNED ON F N M A#745580 5.000% 6/01/36$1 PV ON 328.4300 0.0000 0.000000 328.43 0.00 0.00 SHARES DUE 8/25/2020 JULY FNMA DUE 8/25/20 08/25/2020 31403GXF4 INTEREST EARNED ON F N M A#748678 5.000% 10/01/33$1 PV ON 7.0400 SHARES 0.0000 0.000000 7.04 0.00 0.00 DUE 8/25/2020 JULY FNMA DUE 8/25/20 08/25/2020 31406PQY8 INTEREST EARNED ON F N M A#815971 5.000% 3/01/35$1 PV ON 526.6100 0.0000 0.000000 526.61 0.00 0.00 SHARES DUE 8/25/2020 JULY FNMA DUE 8/25/20 08/25/2020 31406XWT5 INTEREST EARNED ON F N M A#823358 3.674% 2/01/35$1 PV ON 287.7200 0.0000 0.000000 287.72 0.00 0.00 SHARES DUE 8/25/2020 JULY FNMA DUE 8/25/20 08/25/2020 31407BXH7 INTEREST EARNED ON F N M A#826080 5.000% 7/01/35$1 PV ON 67.6500 SHARES 0.0000 0.000000 67.65 0.00 0.00 DUE 8/25/2020 JULY FNMA DUE 8/25/20 08/25/2020 31410F4V4 INTEREST EARNED ON F N M A#888336 5.000% 7/01/36$1 PV ON 633.5100 0.0000 0.000000 633.51 0.00 0.00 SHARES DUE 8/25/2020 JULY FNMA DUE 8/25/20 08/25/2020 3138EG6F6 INTEREST EARNED ON F N M A#AL0869 4.500% 6/01/29$1 PV ON 30.1100 0.0000 0.000000 30.11 0.00 0.00 SHARES DUE 8/25/2020 JULY FNMA DUE 8/25/20 08/25/2020 31417YAY3 INTEREST EARNED ON F N M A#MA0022 4.500% 4/01/29$1 PV ON 48.9500 0.0000 0.000000 48.95 0.00 0.00 SHARES DUE 8/25/2020 JULY FNMA DUE 8/25/20 08/25/2020 31397QREO INTEREST EARNED ON F N M A GTD REMIC 2.472% 2/25/41 $1 PV ON 108.9000 0.0000 0.000000 108.90 0.00 0.00 SHARES DUE 8/25/2020$0.00071/PV ON 153,441.53 PV DUE 8/25/20 08/25/2020 9127963QO INTEREST EARNED ON U S TREASURY BILL 8/25/20$1 PV ON 800000.0000 0.0000 0.000000 174.84 0.00 0.00 SHARES DUE 8/25/2020 800,000 PAR VALUE AT 100% 08/26/2020 3135GOJ20 INTEREST EARNED ON F N M A DEB 1.375% 2/26/21 $1 PV ON 10000000.0000 0.0000 0.000000 68,750.00 0.00 0.00 SHARES DUE 8/26/2020 08/27/2020 912828WUO BOOK VALUE OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 31720.00 UNITS 0.0000 0.000000 0.00 0.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 08/27/2020 912828WUO FED BASIS OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 31720.00 UNITS 0.0000 0.000000 0.00 31,720.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 08/27/2020 912796XG9 INTEREST EARNED ON U S TREASURY BILL 8/27/20$1 PV ON 13000000.0000 0.0000 0.000000 4,835.99 0.00 0.00 SHARES DUE 8/27/2020 13,000,000 PAR VALUE AT 100% 08/27/2020 912828WUO PAR VALUE OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 31720.0000 31,720.0000 0.000000 0.00 0.00 0.00 UNITS INCREASE TO ADJUST FOR CHANGE IN CPI 08/27/2020 912828WUO STATE COST OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 31720.00 UNITS 0.0000 0.000000 0.00 0.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 08/31/2020 CASH DISBURSEMENT PAID TO BANC OF CALIFORNIA OUTGOING DOMESTIC WIRE 0.0000 0.000000 -50,000,000.00 0.00 0.00 PER DIR DTD 8/26/2020 08/31/2020 9128281-32 INTEREST EARNED ON U S TREASURY NT 1.375% 8/31/20$1 PV ON 0.0000 0.000000 103,125.00 0.00 0.00 15000000.0000 SHARES DUE 8/31/2020 08/31/2020 9128281-24 INTEREST EARNED ON U S TREASURY NT 1.875% 8/31/22$1 PV ON 6000000.0000 0.0000 0.000000 56,250.00 0.00 0.00 SHARES DUE 8/31/2020 08/31/2020 912828W48 INTEREST EARNED ON U S TREASURY NT 2.125% 2/29/24$1 PV ON 0.0000 0.000000 106,250.00 0.00 0.00 10000000.0000 SHARES DUE 8/31/2020 15 of 19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 08/31/2020 912828VV9 INTEREST EARNED ON U S TREASURY NT 2.125% 8/31/20$1 PV ON 0.0000 0.000000 159,375.00 0.00 0.00 15000000.0000 SHARES DUE 8/31/2020 08/31/2020 9128284Y3 INTEREST EARNED ON U S TREASURY NT 2.625% 8/31/20$1 PV ON 7000000.0000 0.0000 0.000000 91,875.00 0.00 0.00 SHARES DUE 8/31/2020 09/01/2020 30231GAV4 INTEREST EARNED ON EXXON MOBIL 2.222% 3/01/21 $1 PV ON 3000000.0000 0.0000 0.000000 33,330.00 0.00 0.00 SHARES DUE 9/1/2020 09/01/2020 31846V567 INTEREST EARNED ON FIRST AM GOVT OB FD CL Z UNIT ON 0.0000 SHARES DUE 0.0000 0.000000 410.14 0.00 0.00 8/31/2020 INTEREST FROM 8/1/20 TO 8/31/20 09/01/2020 31846V567 INTEREST EARNED ON FIRST AM GOVT OB FD CL Z UNIT ON 0.0000 SHARES DUE 0.0000 0.000000 408.37 0.00 0.00 8/31/2020 INTEREST FROM 8/1/20 TO 8/31/20 09/01/2020 494368BF9 INTEREST EARNED ON KIMBERLY CLARK CORP 3.875% 3/01/21 $1 PV ON 0.0000 0.000000 14,531.25 0.00 0.00 750000.0000 SHARES DUE 9/1/2020 09/01/2020 83162CLJO INTEREST EARNED ON S B A GTD DEV PART 6.340% 3/01/21 $1 PV ON 186.3300 0.0000 0.000000 186.33 0.00 0.00 SHARES DUE 9/1/2020$0.03170/PV ON 5,878.03 PV DUE 9/1/20 09/08/2020 06051GHF9 INTEREST EARNED ON BANK OF AMERICA 3.550% 3/05/24$1 PV ON 6675000.0000 0.0000 0.000000 118,481.25 0.00 0.00 SHARES DUE 9/5/2020 09/08/2020 313383YJ4 INTEREST EARNED ON F H L B DEB 3.375% 9/08/23$1 PV ON 10000000.0000 0.0000 0.000000 168,750.00 0.00 0.00 SHARES DUE 9/8/2020 09/11/2020 912828WUO BOOK VALUE OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 28600.00 UNITS 0.0000 0.000000 0.00 0.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 09/11/2020 912828WUO FED BASIS OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 28600.00 UNITS 0.0000 0.000000 0.00 28,600.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 09/11/2020 912828WUO PAR VALUE OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 28600.0000 28,600.0000 0.000000 0.00 0.00 0.00 UNITS INCREASE TO ADJUST FOR CHANGE IN CPI 09/11/2020 912828WUO STATE COST OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 28600.00 UNITS 0.0000 0.000000 0.00 0.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 09/14/2020 00440EAP2 INTEREST EARNED ON ACE INA HOLDINGS 2.700% 3/13/23$1 PV ON 2000000.0000 0.0000 0.000000 27,000.00 0.00 0.00 SHARES DUE 9/13/2020 09/14/2020 3130A4CH3 INTEREST EARNED ON F H L B DEB 2.375% 3/14/25$1 PV ON 5225000.0000 0.0000 0.000000 62,046.88 0.00 0.00 SHARES DUE 9/14/2020 09/14/2020 3130A2UW4 INTEREST EARNED ON F H L B DEB 2.875% 9/13/24$1 PV ON 2500000.0000 0.0000 0.000000 35,937.50 0.00 0.00 SHARES DUE 9/13/2020 09/14/2020 4581XOCZ9 INTEREST EARNED ON INTER AMER DEV BK 1.750% 9/14/22$1 PV ON 0.0000 0.000000 56,875.00 0.00 0.00 6500000.0000 SHARES DUE 9/14/2020 09/14/2020 69371RN93 PAID ACCRUED INTEREST ON PURCHASE OF PACCAR FINANCIAL MTN 2.800% 0.0000 0.000000 -606.67 0.00 0.00 3/01/21 09/15/2020 084670BR8 INTEREST EARNED ON BERKSHIRE HATHAWAY 2.750% 3/15/23$1 PV ON 0.0000 0.000000 34,375.00 0.00 0.00 2500000.0000 SHARES DUE 9/15/2020 09/15/2020 31348SWZ3 INTEREST EARNED ON F H L M C#786064 3.845% 1/01/28$1 PV ON 5.2800 SHARES 0.0000 0.000000 5.28 0.00 0.00 DUE 9/15/2020 JULY FHLMC DUE 9/15/20 16 of 19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 09/15/2020 3133TCE95 INTEREST EARNED ON F H L M C MLTCL MTG 4.020% 8/15/32$1 PV ON 16.5300 0.0000 0.000000 16.53 0.00 0.00 SHARES DUE 9/15/2020$0.00335/PV ON 4,924.05 PV DUE 9/15/20 09/15/2020 43815NABO INTEREST EARNED ON HONDA AUTO 1.900% 4/15/22$1 PV ON 3908.4000 0.0000 0.000000 3,908.40 0.00 0.00 SHARES DUE 9/15/2020$0.00158/PV ON 2,468,462.08 PV DUE 9/15/20 09/15/2020 4581XOCS5 INTEREST EARNED ON INTER AMER BK M T N 1.875% 3/15/21 $1 PV ON 0.0000 0.000000 46,875.00 0.00 0.00 5000000.0000 SHARES DUE 9/15/2020 09/15/2020 47787NAC3 INTEREST EARNED ON JOHN DEERE OWNER 0.901%11/15/24$1 PV ON 1111.2300 0.0000 0.000000 1,111.23 0.00 0.00 SHARES DUE 9/15/2020$0.00075/PV ON 1,480,000.00 PV DUE 9/15/20 09/15/2020 47788BAD6 INTEREST EARNED ON JOHN DEERE OWNER 1.820%10/15/21 $1 PV ON 57.9000 0.0000 0.000000 57.90 0.00 0.00 SHARES DUE 9/15/2020$0.00152/PV ON 38,176.65 PV DUE 9/15/20 09/15/2020 477870AB5 INTEREST EARNED ON JOHN DEERE OWNER 2.280% 5/16/22$1 PV ON 2659.0500 0.0000 0.000000 2,659.05 0.00 0.00 SHARES DUE 9/15/2020$0.00190/PV ON 1,399,500.65 PV DUE 9/15/20 09/15/2020 47788CAC6 INTEREST EARNED ON JOHN DEERE OWNER 2.660% 4/18/22$1 PV ON 1014.7800 0.0000 0.000000 1,014.78 0.00 0.00 SHARES DUE 9/15/2020$0.00222/PV ON 457,794.41 PV DUE 9/15/20 09/15/2020 47789JAB2 INTEREST EARNED ON JOHN DEERE OWNER 2.850%12/15/21 $1 PV ON 1495.1500 0.0000 0.000000 1,495.15 0.00 0.00 SHARES DUE 9/15/2020$0.00237/PV ON 629,537.89 PV DUE 9/15/20 09/15/2020 47788EAC2 INTEREST EARNED ON JOHN DEERE OWNER 3.080%11/15/22$1 PV ON 8028.8400 0.0000 0.000000 8,028.84 0.00 0.00 SHARES DUE 9/15/2020$0.00257/PV ON 3,128,121.58 PV DUE 9/15/20 09/15/2020 58770FAC6 INTEREST EARNED ON MERCEDES BENZ AUTO 1.840%12/15/22$1 PV ON 3143.3300 0.0000 0.000000 3,143.33 0.00 0.00 SHARES DUE 9/15/2020$0.00153/PV ON 2,050,000.00 PV DUE 9/15/20 09/15/2020 65478GAD2 INTEREST EARNED ON NISSAN AUTO 1.750%10/15/21 $1 PV ON 610.1700 0.0000 0.000000 610.17 0.00 0.00 SHARES DUE 9/15/2020$0.00146/PV ON 418,405.38 PV DUE 9/15/20 09/15/2020 65479JAD5 INTEREST EARNED ON NISSAN AUTO 1.930% 7/15/24$1 PV ON 6730.8700 0.0000 0.000000 6,730.87 0.00 0.00 SHARES DUE 9/15/2020$0.00161/PV ON 4,185,000.00 PV DUE 9/15/20 09/15/2020 65479GAD1 INTEREST EARNED ON NISSAN AUTO 3.060% 3/15/23$1 PV ON 7805.4300 0.0000 0.000000 7,805.43 0.00 0.00 SHARES DUE 9/15/2020$0.00255/PV ON 3,060,953.23 PV DUE 9/15/20 09/15/2020 68389XBKO INTEREST EARNED ON ORACLE CORP 1.900% 9/15/21 $1 PV ON 3000000.0000 0.0000 0.000000 28,500.00 0.00 0.00 SHARES DUE 9/15/2020 09/15/2020 89239AAB9 INTEREST EARNED ON TOYOTA AUTO 2.830%10/15/21 $1 PV ON 1598.3500 0.0000 0.000000 1,598.35 0.00 0.00 SHARES DUE 9/15/2020$0.00236/PV ON 677,744.66 PV DUE 9/15/20 09/15/2020 89237VAB5 INTEREST EARNED ON TOYOTA AUTO RECV 0.440%10/15/24$1 PV ON 1085.3300 0.0000 0.000000 1,085.33 0.00 0.00 SHARES DUE 9/15/2020$0.00037/PV ON 2,960,000.00 PV DUE 9/15/20 09/15/2020 9127963Y3 INTEREST EARNED ON U S TREASURY BILL 9/15/20$1 PV ON 7000000.0000 0.0000 0.000000 2,978.50 0.00 0.00 SHARES DUE 9/15/2020 7,000,000 PAR VALUE AT 100% 09/17/2020 912828WR7 PAID ACCRUED INTEREST ON PURCHASE OF U S TREASURY NT 2.125% 6/30/21 0.0000 0.000000 -13,685.46 0.00 0.00 09/17/2020 912828WY2 PAID ACCRUED INTEREST ON PURCHASE OF U S TREASURY NT 2.250% 7/31/21 0.0000 0.000000 -8,804.35 0.00 0.00 09/18/2020 09247XAL5 INTEREST EARNED ON BLACKROCK INC 3.500% 3/18/24$1 PV ON 1000000.0000 0.0000 0.000000 17,500.00 0.00 0.00 SHARES DUE 9/18/2020 09/18/2020 43814PAC4 INTEREST EARNED ON HONDA AUTO 1.790% 9/20/21 $1 PV ON 663.8800 0.0000 0.000000 663.88 0.00 0.00 SHARES DUE 9/18/2020$0.00149/PV ON 445,056.60 PV DUE 9/18/20 17 of 19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 09/18/2020 43814WAB1 INTEREST EARNED ON HONDA AUTO 2.750% 9/20/21 $1 PV ON 2371.3300 0.0000 0.000000 2,371.33 0.00 0.00 SHARES DUE 9/18/2020$0.00229/PV ON 1,034,760.53 PV DUE 9/18/20 09/18/2020 43814UAG4 INTEREST EARNED ON HONDA AUTO 3.010% 5/18/22$1 PV ON 2621.1300 0.0000 0.000000 2,621.13 0.00 0.00 SHARES DUE 9/18/2020$0.00251/PV ON 1,044,969.14 PV DUE 9/18/20 09/21/2020 36225CAZ9 INTEREST EARNED ON G N M A 11#080023 3.125%12/20/26$1 PV ON 33.2900 0.0000 0.000000 33.29 0.00 0.00 SHARES DUE 9/20/2020 AUGUST GNMA DUE 9/20/20 09/21/2020 36225CC20 INTEREST EARNED ON G N M A 1 1#080088 2.875% 6/20/27$1 PV ON 22.6800 0.0000 0.000000 22.68 0.00 0.00 SHARES DUE 9/20/2020 AUGUST GNMA DUE 9/20/20 09/21/2020 36225CNM4 INTEREST EARNED ON G N M A 11#080395 2.875% 4/20/30$1 PV ON 12.6100 0.0000 0.000000 12.61 0.00 0.00 SHARES DUE 9/20/2020 AUGUST GNMA DUE 9/20/20 09/21/2020 36225CN28 INTEREST EARNED ON G N M A 1 1#080408 2.875% 5/20/30$1 PV ON 92.8900 0.0000 0.000000 92.89 0.00 0.00 SHARES DUE 9/20/2020 AUGUST GNMA DUE 9/20/20 09/21/2020 36225DCB8 INTEREST EARNED ON G N M A 1 1#080965 3.250% 7/20/34$1 PV ON 92.5500 0.0000 0.000000 92.55 0.00 0.00 SHARES DUE 9/20/2020 AUGUST GNMA DUE 9/20/20 09/21/2020 43815HAC1 INTEREST EARNED ON HONDA AUTO 2.950% 8/22/22$1 PV ON 6595.6800 0.0000 0.000000 6,595.68 0.00 0.00 SHARES DUE 9/21/2020$0.00246/PV ON 2,682,987.81 PV DUE 9/21/20 09/24/2020 92826CAB8 PAID ACCRUED INTEREST ON PURCHASE OF VISA INC 2.200% 12/14/20 0.0000 0.000000 -3,055.56 0.00 0.00 09/24/2020 9128281-99 RECEIVED ACCRUED INTEREST ON SALE OF U S TREASURY NT 1.375% 10/31/20 0.0000 0.000000 2,746.26 0.00 0.00 09/25/2020 03215PFN4 INTEREST EARNED ON AMRESCO 1.15232% 6/25/29$1 PV ON 114.2900 0.0000 0.000000 114.29 0.00 0.00 SHARES DUE 9/25/2020$0.00096/PV ON 119,021.64 PV DUE 9/25/20 09/25/2020 31394JY35 INTEREST EARNED ON F H L M C MLTCL MTG 6.500% 9/25/43$1 PV ON 3212.5100 0.0000 0.000000 3,212.51 0.00 0.00 SHARES DUE 9/25/2020$0.00542/PV ON 593,079.11 PV DUE 9/25/20 09/25/2020 31371 NUC7 INTEREST EARNED ON F N M A#257179 4.500% 4/01/28$1 PV ON 44.7800 SHARES 0.0000 0.000000 44.78 0.00 0.00 DUE 9/25/2020 AUGUST FNMA DUE 9/25/20 09/25/2020 31376KT22 INTEREST EARNED ON F N M A#357969 5.000% 9/01/35$1 PV ON 345.5400 0.0000 0.000000 345.54 0.00 0.00 SHARES DUE 9/25/2020 AUGUST FNMA DUE 9/25/20 09/25/2020 31381PDA3 INTEREST EARNED ON F N M A#466397 3.400% 11/01/20$1 PV ON 963.7800 0.0000 0.000000 963.78 0.00 0.00 SHARES DUE 9/25/2020 AUGUST FNMA DUE 9/25/20 09/25/2020 31403DJZ3 INTEREST EARNED ON F N M A#745580 5.000% 6/01/36$1 PV ON 323.4300 0.0000 0.000000 323.43 0.00 0.00 SHARES DUE 9/25/2020 AUGUST FNMA DUE 9/25/20 09/25/2020 31403GXF4 INTEREST EARNED ON F N M A#748678 5.000% 10/01/33$1 PV ON 7.0000 SHARES 0.0000 0.000000 7.00 0.00 0.00 DUE 9/25/2020 AUGUST FNMA DUE 9/25/20 09/25/2020 31406PQY8 INTEREST EARNED ON F N M A#815971 5.000% 3/01/35$1 PV ON 510.3700 0.0000 0.000000 510.37 0.00 0.00 SHARES DUE 9/25/2020 AUGUST FNMA DUE 9/25/20 09/25/2020 31406XWT5 INTEREST EARNED ON F N M A#823358 3.674% 2/01/35$1 PV ON 285.0900 0.0000 0.000000 285.09 0.00 0.00 SHARES DUE 9/25/2020 AUGUST FNMA DUE 9/25/20 09/25/2020 31407BXH7 INTEREST EARNED ON F N M A#826080 5.000% 7/01/35$1 PV ON 65.2300 SHARES 0.0000 0.000000 65.23 0.00 0.00 DUE 9/25/2020 AUGUST FNMA DUE 9/25/20 09/25/2020 31410F4V4 INTEREST EARNED ON F N M A#888336 5.000% 7/01/36$1 PV ON 613.0900 0.0000 0.000000 613.09 0.00 0.00 SHARES DUE 9/25/2020 AUGUST FNMA DUE 9/25/20 18 of 19 Table of Contents U.S. Bank Transaction History 07/01/2020 Thru 09/30/2020 Entry Date CUSIP Id Explanation Units Price Net Cash Amt Cost Gain/Loss 09/25/2020 3138EG6F6 INTEREST EARNED ON F N M A#AL0869 4.500% 6/01/29$1 PV ON 29.5300 0.0000 0.000000 29.53 0.00 0.00 SHARES DUE 9/25/2020 AUGUST FNMA DUE 9/25/20 09/25/2020 31417YAY3 INTEREST EARNED ON F N M A#MA0022 4.500% 4/01/29$1 PV ON 47.8500 0.0000 0.000000 47.85 0.00 0.00 SHARES DUE 9/25/2020 AUGUST FNMA DUE 9/25/20 09/25/2020 31397QREO INTEREST EARNED ON F N M A GTD REMIC 2.472% 2/25/41 $1 PV ON 107.0900 0.0000 0.000000 107.09 0.00 0.00 SHARES DUE 9/25/2020$0.00071/PV ON 150,284.18 PV DUE 9/25/20 09/28/2020 912828WUO BOOK VALUE OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 28600.00 UNITS 0.0000 0.000000 0.00 0.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 09/28/2020 912828WUO FED BASIS OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 28600.00 UNITS 0.0000 0.000000 0.00 28,600.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 09/28/2020 3133121-160 INTEREST EARNED ON F F C B DISC NTS 9/28/20$1 PV ON 3000000.0000 0.0000 0.000000 1,384.17 0.00 0.00 SHARES DUE 9/28/2020 3,000,000 PAR VALUE AT 100% 09/28/2020 912828WUO PAR VALUE OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 28600.0000 28,600.0000 0.000000 0.00 0.00 0.00 UNITS INCREASE TO ADJUST FOR CHANGE IN CPI 09/28/2020 912828WUO STATE COST OF U S TREASURY I P S 0.125% 7/15/24 ADJUSTED BY 28600.00 UNITS 0.0000 0.000000 0.00 0.00 0.00 INCREASE TO ADJUST FOR CHANGE IN CPI 09/29/2020 46625HNX4 INTEREST EARNED ON JPMORGAN CHASE CO 2.550%10/29/20$1 PV ON 0.0000 0.000000 10,625.00 0.00 0.00 1000000.0000 SHARES DUE 9/29/2020 09/30/2020 912828T34 INTEREST EARNED ON U S TREASURY NT 1.125% 9/30/21 $1 PV ON 7000000.0000 0.0000 0.000000 39,375.00 0.00 0.00 SHARES DUE 9/30/2020 09/30/2020 912828YH7 INTEREST EARNED ON U S TREASURY NT 1.500% 9/30/24$1 PV ON 0.0000 0.000000 105,000.00 0.00 0.00 14000000.0000 SHARES DUE 9/30/2020 09/30/2020 912828,176 INTEREST EARNED ON U S TREASURY NT 1.750% 3/31/22$1 PV ON 5000000.0000 0.0000 0.000000 43,750.00 0.00 0.00 SHARES DUE 9/30/2020 09/30/2020 9128281-57 INTEREST EARNED ON U S TREASURY NT 1.750% 9/30/22$1 PV ON 0.0000 0.000000 140,000.00 0.00 0.00 16000000.0000 SHARES DUE 9/30/2020 09/30/2020 9128284D9 INTEREST EARNED ON U S TREASURY NT 2.500% 3/31/23$1 PV ON 0.0000 0.000000 125,000.00 0.00 0.00 10000000.0000 SHARES DUE 9/30/2020 09/30/2020 89236TBJ3 PAID ACCRUED INTEREST ON PURCHASE OF TOYOTA MOTOR MTN 2.750% 0.0000 0.000000 -15,239.58 0.00 0.00 5/17/21 09/30/2020 912828WY2 PAID ACCRUED INTEREST ON PURCHASE OF U S TREASURY NT 2.250% 7/31/21 0.0000 0.000000 -18,648.10 0.00 0.00 TOTAL OTHER TRANSACTIONS 114,400.0000 -46,383,426.68 114,400.00 0.00 19 of 19 Table of Contents Callan September 30, 2020 Orange County Sanitation District Investment Measurement Service Quarterly Review Information contained herein includes confidential,trade secret and proprietary information.Neither this Report nor any specific information contained herein is to be used other than by the intended recipient for its intended purpose or disseminated to any other person without Callan's permission. Certain information herein has been compiled by Callan and is based on information provided by a variety of sources believed to be reliable for which Callan has not necessarily verified the accuracy or completeness of or updated.This content may consist of statements of opinion,which are made as of the date they are expressed and are not statements of fact.This content is for informational purposes only and should not be construed as legal or tax advice on any matter.Any decision you make on the basis of this content is your sole responsibility.You should consult with legal and tax advisers before applying any of this information to your particular situation.Past performance is no guarantee of future results.For further information,please see Appendix for Important Information and Disclosures. Table of Contents Orange County Sanitation District Executive Summary for Period Ending September 30, 2020 Asset Allocation September 30, 2020 June 30, 2020 Market Value Weight Net New Inv. Inv. Return Market Value Weight Domestic Fixed Income Long Term Operating Fund` 625,212,761 82.93% 0 1,911,165 623,301,596 77.73% Liquid Operating Nbnies* 128,685,054 17 07% (50,000,000) 83,756 178,601,297 22 27% Total Fund $753,897,814 100.0% $(50,000,0001 $1,994,922 $801,902,893 100.0% Performance Last Last Last Last Last 3 5 7 Quarter Year Years Years Years Domestic Fixed Income Long Term Operating Fund 0.31% 4.72% 3.42% 2.57% 2.24% Chandler 0.31% 4.72% 3.42% 2.57% - Blmbg Govt/Cred 1-5 Year Idx 0.37% 4.88% 3.47% 2.59% 2.29% ML 1-5 Govt/Corp 0.42% 4.82% 3.47% 2.60% 2.32% Liquid Operating Monies^ 0.05% 1.32% 1.80% 1.31% 0.97% Chandler 0.05% 1.32% 1.80% 1.31% - Citigroup 3-Month Treasury Bill 0.03% 1.02% 1.65% 1.16% 0.83% Total Fund 0.26% 4.08% 3.13% 2.28% 1.98% Target* 0.34% 4.05% 3.11% 2.31% 2.03% "Current Quarter Target=80.0%ML 1-5 Govt/Corp and 20.0% FTSE 3mo T-Bills. ^Assets were transferred in kind to Chandler on 12/1/2014. Previous performance reflects PIMCO. Recent Developments During the quarter, $50.0 million was withdrawn from the Liquid Operating Monies. Organizational Issues N/A Fixed Income Market Snapshot U.S. Treasury yields held steady over the course of 3Q in spite of strong equity markets and better-than-expected economic data. The 10-year U.S. Treasury yield closed the quarter at 0.69%, up three basis points from June 30 but off far more sharply from the year-end level of 1.92%. The 10-year yield hit an all-time low of 0.52% in August. TIPS (Bloomberg U.S. TIPS: +3.0%) strong outperformed nominal U.S. Treasuries for the quarter as 10-year break even spreads widened from 134 bps to 163 bps. The Bloomberg Barclays Aggregate Index gained 0.6%, with the corporate and commercial mortgage-backed sectors performing the best. Supply Table of Contents CallanOrange County Sanitation District hit record levels as companies rushed to take advantage of ultra-low interest rates. The Bloomberg Barclays High Yield Bond Index was up 4.6% and it now roughly flat year-to-date. Manager Performance The Long Term Operating Fund returned 0.31% in the first quarter, which trailed the 0.42% return of the ML U.S. 1-5 Corp/Gov Index. Over the trailing one-year period, the Long Term Operating Fund gained 4.72%, which trailed the benchmark return of 4.82%. The manager ranked in the bottom quartile among the Callan Short Term Fixed Income peer group in the third quarter, but is still in the top quartile over the trailing year. The fund ranks above median over all trailing periods longer than one year. Risk assets continued to outperform in the third quarter, which led to modest underperformance for Chandler's more conservatively positioned portfolio relative to the benchmark. Positive attribution stemmed from the fund's out-of-benchmark exposure to asset-backed securities, which outperformed the overall index. Sector allocation remained relatively stable during the quarter, with a 4.2% increase to agencies and a 1.8% reduction in U.S. Treasuries. The portfolio had less than 30% invested in credit (22%) and less than the permitted 20% invested in the combination of asset-backed securities (5%), commercial mortgage backed securities (0%), and CMOs (0%) as of September 30, 2020 (see page 20). The Liquid Operating Portfolio appreciated 0.01% (after fees) in the third quarter, trailing the Citigroup 3-Month Treasury Bill Index's return of 0.03% by two basis points. Over the trailing year, the fund gained 1.17%, which outpaced the benchmark by 15 basis points. Cordially, Alex Ford Vice President 2 Table of Contents Table of Contents September 30, 2020 Capital Market Review 1 Active Management Overview Market Overview 7 Domestic Fixed Income 8 Asset Allocation Investment Manager Asset Allocation 10 Investment Manager Returns 11 Asset Class Risk and Return 15 Manager Analysis Chandler-Long Term Operating Fund 17 Chandler-Liquid Operating Money 21 Callan Research/Education 23 Definitions 26 Disclosures 31 Callan Table of Contents Capital Market Review Table of Contents Capital Markets Overview September 30, 2020 U.S. EQUITY U.S. Equity: Quarterly Returns Gains YTD S&P+8.9%for the quarter, bringing YTD to+5.6% Russell 3000 9.2% Consumer Discretionary(+15%)and Industrials(+13%) Russell 1000 9.5% dominated, with Tech (+12%)a close third in risk-on market. S&P 500 YTD would be negative if not for Facebook, Russell 1000 Growth 13.2% Microsoft,Amazon,Alphabet, and Apple, representing 33% of the return. Russell 1000 Value 5.6% YTD, pandemic punished some sectors, rewarded others Tech +29%YTD; Cons. Disc. +23% (online retailers+60%) S&P 500 8.9% Energy-48%amid declining crude and natural gas prices Russell Midcap 7.5% Demand from hotels/cruise lines/airlines down as those industries have dropped 40%+ Russell 2500 5.9% Small cap reverses to trail large cap Russell 2000 4.9% Following a stellar 2Q20 recovery, small cap trailed large. Behind large cap by a wide margin over last 12 months U.S. Equity: One-Year Returns Growth continues to outpace value across market caps Growth, value dispersion near all-time high driven by Tech Russell 3000 15.0% YTD RUS1 G +25%vs. RUS1 V-12% Russell 1000 16.0% Growth stock P/E near 2x historical average across market caps Russell 1000 Growth 37.5% Today's index concentration surpasses levels seen in the late 90's Dot-Com boom. Russell 1000 Value -5.0% , Index concentration of the top five names is at 5 standard deviations above the 30-year average of approximately 13%. S&P 500 15.1% Large and small value indices continue to underperform large and small growth in 3Q20 and YTD. Russell Midcap ' 4.6% Higher interest rates, a steeper yield curve, economic growth, and improving consumer confidence are among the Russell 2500 2.2% catalysts that could result in value outperforming. 1 S&P 500 Index currently delivers a dividend yield well above Russell 2000 0.4% the 10-year Treasury, which can help support current valuation levels. Sources: FTSE Russell,S&P Dow Jones Indices S&P Sector Returns, Quarter Ended September 30, 2020 15.1% 12.5% 12.0% 13.3% 8.9% 10.4% 4.4% 5.90/, � 6.1 19.7% Communication Consumer Consumer Energy Financials Health Care Industrials Information Materials Real Estate Utilities Services Discretionary Staples Technology Source: S&P Dow Jones Indices Callan Table of Contents Capital Markets Overview (continued) September 30, 2020 GLOBAL/GLOBAL EX-U.S. EQUITY Global Equity: Quarterly Returns Continued recovery into 3Q20 MSCI EAFE 4.8% Returns broadly positive across developed and emerging markets but muted YTD MSCI ACWI 8.1% Recent support from ultra-low interest rates and upward MSCI World 7.9% earnings revisions EM recovery driven by global risk-on environment; key MSCI ACWI ex USA 6.3% countries within EM (China and South Korea)have better MSCI World ex USA 4.9% managed the pandemic Small cap continued to outperform large as lockdowns eased MSCI ACWI ex USA SC 10.5% and business confidence improved. MSCI World ex USA SC 10.1% Rebound for cyclicals MSCI Europe ex UK 5.9% Materials, Industrials, and Consumer Discretionary MSCI United Kingdom-0.2% outperformed as consumption and production resumed. Factor performance led by momentum (rebound)and MSCI Pacific ex Japan 2.0% volatility(risk-on market mentality) MSCI Japan 6.9% U.S.dollar vs. other currencies MSCI Emerging Markets 9.6% U.S. dollar lost ground versus every developed market currency on expectation of lower-for-longer U.S. rates due to MSCI China 12.5% Fed's shift in approach toward inflation and employment. MSCI Frontier Markets i 8.3% COVID-19 exacerbated outperformance of growth vs.value Growth outpaced value by 34%year-to-date as of Sept. 30. Global Equity: One-Year Returns Extremely narrow market with performance dominated by Tech MSCI EAFE 0.5% Growth benefited from strong performance by Information Technology(27%),while Financials (-22%)and Energy(- MSCI ACWI 10.4% 46%)weighed on value. MSCI World 10.4% YTD performance gap between growth and value has not been seen over the past 45 years. MSCI ACWI ex USA 3.0% What may stoke value rotation? MSCI World ex USA 0.2% Higher bond yields may be needed to drive value rebound. MSCI ACWI ex USA SC 7.0% Bond yields correlated to value/growth since the GFC MSCI World ex USA SC 6.9% Key drivers: global recovery, U.S. elections MSCI Europe ex UK 4.4% Management of COVID-19 a key variable to recovery MSCI United Kingdom -15.8% Advanced economies have struggled to contain the pandemic relative to emerging markets. MSCI Pacific ex Japan 6.1 Asian currencies have maintained resiliency relative to the MSCI Japan 6.9% U.S. dollar due to better COVID-19 management and MSCI Emerging Markets 10.5% economic outlook. Greater probability of Democratic sweep is expected to MSCI China 33.6% pressure USD to the downside on a medium-term basis. MSCI Frontier Markets -2.7% Potentially easier fiscal policy and a larger budget deficit in the aftermath of a"Blue Wave" may yield lower dollar. Source: MSCI Callan Table of Contents Capital Markets Overview (continued) September 30, 2020 U.S. FIXED INCOME U.S. Fixed Income: Quarterly Returns Treasury yields largely unchanged 10-year UST yield at 0.69% in 3Q20, up 3 bps from 2Q20 Blmberg Barclays Gov/Cr 1-3 Yr 10.2% but off sharply from year-end level of 1.92% Blmberg Barclays Interm Gov/Cr , 0.6% TIPS did well as inflation expectations rose from 1.34%to 1.63%. Blmberg Barclays Aggregate 0.6% No rate hikes expected until at least 2023 ■Bloomberg Barclays Aggregate roughly flat Blmberg Barclays Long Gov/Cr 1.2% Corporate and CMBS the strongest investment grade Blmberg Barclays Universal 1.0% sectors as investors hunted for yield Corporate supply($1 trillion YTD)at a record as companies CS Leveraged Loans 4.1% rushed to take advantage of ultra-low interest rates Blmberg Barclays High Yield 4.6% Risk-on sentiment helped high yield and loans Non-investment grade sectors rallied, but remain roughly Blmberg Barclays TIPS 3.0% flat YTD. The high yield bond market also experienced high levels of net new issuance(over$120 billion YTD). U.S. Fixed Income: One-Year Returns Munis boosted by favorable supply/demand dynamics Blmberg Barclays Gov/Cr 1-3 Yr 3.7% Robust demand and muted supply of tax-exempt municipals Issuance in taxable municipals sharply higher Blmberg Barclays Interm Gov/Cr # 6.3% Tax revenues better than expected, but challenges remain and stimulus uncertain (but needed) Blmberg Barclays Aggregate 7.0% High yield trended higher in quality Blmberg Barclays Long Gov/Cr 12.9% BB/Ba-rated debt, the highest-quality category within high yield, experienced a surge of new issuance as 2020 remains Blmberg Barclays Universal 6.7% a year of record new issuance across corporate debt. Reconstitution of downgraded investment grade debt into CS Leveraged Loans ' 0.8% high yield has also added to the category. BBs now represents over half of the Bloomberg Barclays US Blmberg Barclays High Yield ■ 3.3% High Yield Index. Blmberg Barclays TIPS 10.1% Historically, composition changes have generated market inefficiencies that managers can seek to exploit. Default rate has trended higher, but below GFC levels U.S.Treasury Yield Curves Additionally, spreads at the height of COVID-19 implied a 09/30/20 06/30/20 09/30/19 16.8%default rate, but thus far defaults have been well 3% below market expectations at 5.77%. 2% — High yield spreads have rallied; managers are putting a greater focus on security selection Recovery rates remain low relative to the 30-year average, 1% concentrated within pandemic-sensitive sectors(particularly retail and energy)and subordinated debt. 0% 0 5 10 15 20 25 30 The ratio of downgrades to upgrades is higher than in 2008. Maturity(Years) Sources: Bloomberg, Bloomberg Barclays,Credit Suisse Callan Table of Contents Capital Markets Overview (continued) September 30, 2020 GLOBAL FIXED INCOME Global Fixed Income: Quarterly Returns Global fixed income rose amid rate cuts Blmberg Barclays GI Aggregate _ 2.7% Central banks continued to act aggressively to provide support via rate cuts, asset purchase programs, and other forms of stimulus. Blmberg Barclays GI Agg(hdg) , 0.7% Broad-based U.S. dollar weakness dampened hedged returns as the USD lost 4%versus the euro and the British Blmberg Barclays GI High Yield 4.3% pound, and 2%versus the yen. Over 70%of global sovereign debt has negative real yields, Blmberg Barclays GI Agg ex US 4.1% a record high, according to JP Morgan. JPM EMBI Global Diversified = 2.3% Emerging market debt made up ground Emerging market debt indices gained in 3Q20 but remain JPM GBI-EM Global Diversified ' 0.6% down from year-end. JPM EMBI GI Div/JPM GBI-EM GI Div E 1.5% U.S. dollar-denominated index(EMBI Global Diversified) outperformed local currency as U.S. rates fell; returns were mixed across the 70+constituents, but most were positive. JPM CEMBI 2.7% Local currency index(GBI-EM Global Diversified)was up slightly but returns varied widely among constituents: Russia: Global Fixed Income: One-Year Returns -8%; Brazil: -3%; Mexico and S.Africa: +6% Staggered inclusion of China bonds continued with the weight rising to 7% in the JPM GBI-EM Global Diversified Blmberg Barclays GI Aggregate 6.2% Index. Blmberg Barclays GI Agg(hdg) 4.1% Blmberg Barclays GI High Yield 2.9% Blmberg Barclays GI Agg ex US 5.5% JPM EMBI Global Diversified 1.3% JPM GBI-EM Global Diversified -1.4% JPM EMBI GI Div/JPM GBI-EM GI Div -0.1% JPM CEMBI 5.6% Change in 10-Year Global Government Bond Yields 2Q20 to 3Q20 U.S. Treasury .. Germany .. U.K. . .. Canada .. Japan -1 bps . Sources: Bloomberg, Bloomberg Barclays,JP Morgan Callan Table of Contents Active Management Overview Table of Contents Market Overview Active Management vs Index Returns Market Overview The charts below illustrate the range of returns across managers in Callan's Separate Account database over the most recent one quarter and one year time periods. The database is broken down by asset class to illustrate the difference in returns across those asset classes. An appropriate index is also shown for each asset class for comparison purposes. As an example, the first bar in the upper chart illustrates the range of returns for domestic equity managers over the last quarter. The triangle represents the S&P 500 return. The number next to the triangle represents the ranking of the S&P 500 in the Large Cap Equity manager database. Range of Separate Account Manager Returns by Asset Class One Quarter Ended September 30, 2020 16% 14% 12% 10% (53) C 8% 6% D-' 4% (49) (77) (52) 2% 0% (93) (33) (2%) (4%) Large Cap Small Cap Non-US Domestic Non-US Real Equity Equity Equity Fixed Income Fixed Income Estate vs vs vs vs vs vs S&P 500 Russell 2000 MSCI EAFE Blmbg Aggr Bd Citi Non-US Govt NCREIF Index 10th Percentile 13.00 11.47 11.41 1.50 5.79 2.50 25th Percentile 11.08 8.45 9.38 1.28 5.36 1.20 Median 9.20 4.73 7.18 1.12 4.64 0.35 75th Percentile 5.26 2.64 4.92 0.84 4.24 (0.17) 90th Percentile 3.22 1.05 3.27 0.71 0.12 (1.14) Index ♦ 8.93 4.93 4.80 0.62 4.59 0.74 Range of Separate Account Manager Returns by Asset Class One Year Ended September 30, 2020 50% 40% 30% 20% F- (49) 10% (89) 0% ♦ ♦ (53) 32 (10%) (20%) (30%) Large Cap Small Cap Non-US Domestic Non-US Real Equity Equity Equity Fixed Income Fixed Income Estate vs vs vs vs vs vs S&P 500 Russell 2000 MSCI EAFE Blmbg Aggr Bd Citi Non-US Govt NCREIF Index 10th Percentile 39.33 31.09 21.53 8.87 8.33 6.68 25th Percentile 33.29 14.70 13.42 8.35 7.69 3.08 Median 14.01 (3.24) 4.71 7.88 5.69 0.44 75th Percentile (3.02) (13.45) (1.37) 7.33 4.31 (2.86) 90th Percentile (8.09) (17.49) (6.82) 6.86 (3.36) (5.49) Index ♦ 15.15 0.39 0.49 6.98 5.60 2.00 Callan Orange County Sanitation District 7 Table of Contents Domestic Fixed Income Active Management Overview U.S. Treasury yields were largely unchanged over the course of the third quarter. The 10-year U.S. Treasury yield closed the quarter at 0.69%; up 3 bps from June 30 but off far more sharply from the year-end level of 1.92%. Its yield hit an all-time low of 0.52% in August. TIPS (Bloomberg Barclays US TIPS: +3.0%) strongly outperformed nominal U.S. Treasuries for the quarter as 10-year breakeven spreads widened from 134 bps to 163 bps. The Bloomberg Barclays US Aggregate Bond Index gained 0.6%, with the corporate and commercial mortgage-backed sectors performing the best. Supply hit record levels as companies rushed to take advantage of ultra low interest rates. The Bloomberg Barclays High Yield Bond Index was up 4.6% and is now roughly flat y-t-d. High yield and leveraged loan default rates (5.8% and 4.3% y-o-y as of September)continued to trend higher but remain below levels reached in the GFC. Separate Account Style Group Median Returns for Quarter Ended September 30,2020 Blmbg Aggregate: 0.62% 7% Blmbg High Yield: 4.60% Blmbg Long Gov/Cred: 1.22% 6% 5% ------------------------------------------------------------------------4g1----------- w4% -------------------------------------------------------------------- 3.55 3% ----------------------------------------------------------- ------- 2% --------------------------------------------- ------------- 1.73 1.44 1.12 1% ----------------- -f-.84---- 0.60 0% Defensive Intermed Core Core Plus Extended Bank High Yield Bond Maturity Loans Separate Account Style Group Median Returns for One Year Ended September 30,2020 Blmbg Aggregate: 6.98% 20% Blmbg High Yield: 3.25% Blmbg Long Gov/Cred: 12.92% 15% 13.98 U) E ------------------------------------------------ --------------------------- W ry 7.88 7.69 6.75 5% ---------------- --------------------------- 4.09 3.44 1.10 0% Defensive Intermed Core Core Plus Extended Bank High Yield Bond Maturity Loans Callan Orange County Sanitation District 8 Table of Contents Asset Allocation Table of Contents Investment Manager Asset Allocation The table below contrasts the distribution of assets across the Fund's investment managers as of September 30, 2020, with the distribution as of June 30, 2020. The change in asset distribution is broken down into the dollar change due to Net New Investment and the dollar change due to Investment Return. Asset Distribution Across Investment Managers September 30, 2020 June 30, 2020 Market Value Weight Net New Inv. Inv. Return Market Value Weight Domestic Fixed Income Long Term Operating Fund` 625,212,761 82.93% 0 1,911,165 623,301,596 77.73% Liquid Operating Monies' 128,685,054 17.07% (50,000,000) 83,756 178,601,297 22.27% Total Fund $753,897,814 100.0% $(50,000,000) $1,994,922 $801,902,893 100.0% "Chandler replaced PIMCO during the 4th quarter of 2014.Assets were transferred in-kind as of 12/01/2014. Callan Orange County Sanitation District 10 Table of Contents Investment Manager Returns The table below details the rates of return for the Fund's investment managers over various time periods ended September 30, 2020. Negative returns are shown in red, positive returns in black. Returns for one year or greater are annualized. The first set of returns for each asset class represents the composite returns for all the fund's accounts for that asset class. Returns for Periods Ended September 30, 2020 Last Last Last Last Last 3 5 7 Quarter Year Years Years Years Domestic Fixed Income Long Term Operating Fund 0.31% 4.72% 3.42% 2.57% 2.24% Chandler 0.31% 4.72% 3.42% 2.57% - Blmbg Govt/Cred 1-5 Year Idx 0.37% 4.88% 3.47% 2.59% 2.29% ML 1-5 Govt/Corp 0.42% 4.82% 3.47% 2.60% 2.32% Liquid Operating Monies^ 0.05% 1.32% 1.80% 1.31% 0.97% Chandler 0.05% 1.32% 1.80% 1.31% - Citigroup 3-Month Treasury Bill 0.03% 1.02% 1.65% 1.16% 0.83% Total Fund 0.26% 4.08% 3.13% 2.28% 1.98% Target* 0.34% 4.05% 3.11% 2.31% 2.03% Current Quarter Target= 80.0% ML:Corp/Gov 1-5 Yr and 20.0% FTSE 3 Mo T-Bill. ^Assets were transferred in kind to Chandler on 12/1/2014. Previous performance reflects PIMCO. Callan Orange County Sanitation District 11 Table of Contents Investment Manager Returns The table below details the rates of return for the Fund's investment managers over various time periods ended September 30, 2020. Negative returns are shown in red, positive returns in black. Returns for one year or greater are annualized. The first set of returns for each asset class represents the composite returns for all the fund's accounts for that asset class. Returns for Periods Ended September 30, 2020 Last Last Last 10 15 25 Years Years Years Domestic Fixed Income Long Term Operating Fund 2.10% 3.29% 4.27% Blmbg Govt/Cred 1-5 Year Idx 2.09% 3.15% 4.11% ML 1-5 Govt/Corp 2.14% 3.18% 4.14% Liquid Operating Monies^ 0.74% 1.44% 2.53% Citigroup 3-Month Treasury Bill 0.60% 1.22% 2.23% Total Fund 1.84% 2.94% 3.99% Target' 1.83% 2.79% 3.76% Current Quarter Target= 80.0% ML:Corp/Gov 1-5 Yr and 20.0% FTSE 3 Mo T-Bill. ^Assets were transferred in kind to Chandler on 12/1/2014. Previous performance reflects PIMCO. Callan Orange County Sanitation District 12 Table of Contents Investment Manager Returns The table below details the rates of return for the Fund's investment managers over various time periods. Negative returns are shown in red, positive returns in black. Returns for one year or greater are annualized. The first set of returns for each asset class represents the composite returns for all the fund's accounts for that asset class. 12/2019- 9/2020 2019 2018 2017 2016 Domestic Fixed Income Long Term Operating Fund 4.19% 4.70% 1.60% 1.18% 1.58% Chandler 4.19% 4.70% 1.60% 1.18% 1.58% Blmbg Govt/Cred 1-5 Year Idx 4.36% 5.01% 1.38% 1.27% 1.56% ML 1-5 Govt/Corp 4.26% 5.08% 1.40% 1.28% 1.62% Liquid Operating Monies^ 0.82% 2.39% 1.90% 0.91% 0.47% Chandler 0.82% 2.39% 1.90% 0.91% 0.47% Citigroup 3-Month Treasury Bill 0.56% 2.25% 1.86% 0.84% 0.27% Total Fund 3.56% 4.26% 1.72% 1.02% 1.15% Target* 3.52% 4.51% 1.49% 1.19% 1.35% *Current Quarter Target= 80.0% ML:Corp/Gov 1-5 Yr and 20.0% FTSE 3 Mo T-Bill. ^Assets were transferred in kind to Chandler on 12/1/2014. Previous performance reflects PIMCO. Callan Orange County Sanitation District 13 Table of Contents Investment Manager Returns The table below details the rates of return for the Fund's investment managers over various time periods. Negative returns are shown in red, positive returns in black. Returns for one year or greater are annualized. The first set of returns for each asset class represents the composite returns for all the fund's accounts for that asset class. 2015 2014 2013 2012 2011 Domestic Fixed Income Long Term Operating Fund 0.85% 1.98% (1.77%) 3.06% 4.59% Blmbg Govt/Cred 1-5 Year Idx 0.97% 1.42% 0.28% 2.24% 3.14% ML 1-5 Govt/Corp 1.05% 1.51% 0.32% 2.47% 3.10% Liquid Operating Monies^ 0.22% 0.09% 0.13% 0.17% 0.24% Citigroup 3-Month Treasury Bill 0.03% 0.03% 0.05% 0.07% 0.08% Total Fund 0.80% 1.73% (1.49%) 2.70% 3.70% Target* 0.85% 1.21% 0.26% 1.99% 2.49% Current Quarter Target= 80.0% ML:Corp/Gov 1-5 Yr and 20.0% FTSE 3 Mo T-Bill. ^Assets were transferred in kind to Chandler on 12/1/2014. Previous performance reflects PIMCO. Callan Orange County Sanitation District 14 Table of Contents Asset Class Risk and Return The charts below show the seven year annualized risk and return for each asset class component of the Total Fund. The first graph contrasts these values with those of the appropriate index for each asset class. The second chart contrasts them with the risk and return of the median portfolio in each of the appropriate CAI comparative databases. In each case, the crosshairs on the chart represent the return and risk of the Total Fund. Seven Year Annualized Risk vs Return Asset Classes vs Benchmark Indices 2.6% 2.4% 2.2% 2.0% • • • 1.8% W F- 1.6% N ry 1.4% 1.2% 1.0% 0.8% • 0.6% 0.2% 0.4% 0.6% 0.8% 1.0% 1.2% 1.4% 1.6% 1.8% Standard Deviation Seven Year Annualized Risk vs Return Asset Classes vs Asset Class Median 2.4% 2.2% 2.0% • 1.8% 1.6% F- 1.4% N tY 1.2% 1.0% 0.8% 0.6% 0.4% 0.30% 0.40% 0.50% 0.60% 0.70% 0.80% 0.90% 1.00% 1.10% 1.20% 1.30% 1.40% Standard Deviation Callan Orange County Sanitation District 15 Table of Contents Manager Analysis Table of Contents Chandler-Long Term Operating Fund Period Ended September 30, 2020 Investment Philosophy Chandler Asset Management's Short Term Bond strategy is driven by quantitative models and focuses on active duration management, sector selection and term structure. The strategy seeks to achieve consistent above-benchmark returns with low volatility relative to the style's performance benchmark. The firm has a unique focus on high quality fixed income management, and places risk control as a higher objective than return. Assets were transferred in kind to Chandler on 12/1/2014. Previous performance reflects PIMCO. Quarterly Summary and Highlights Quarterly Asset Growth • Long Term Operating Fund's portfolio posted a 0.31% return Beginning Market Value $623,301,596 for the quarter placing it in the 80 percentile of the Callan Net New Investment $0 Short Term Fixed Income group for the quarter and in the 18 percentile for the last year. Investment Gains/(Losses) $1,911,165 • Long Term Operating Fund's portfolio underperformed the Ending Market Value $625,212,761 ML:Corp/Gov 1-5 Yr by 0.12% for the quarter and underperformed the ML:Corp/Gov 1-5 Yr for the year by 0.10%. Performance vs Callan Short Term Fixed Income(Gross) 6% 5% 16) ♦ A�1 ; 4% (23) B2 3 21) B�2 ; 3% s S 2/0 39) A`4 4)�A`4 4) A 3 1) B o 1% (68) B 7 0% A 8 Last Quarter Last Last 3 Years Last 5 Years Last 5-3/4 Last 7 Years Last 10 Years Last 25 Years Year Years 10th Percentile 1.16 5.06 3.71 3.08 2.94 2.76 2.73 4.40 25th Percentile 0.77 4.57 3.43 2.86 2.69 2.50 2.42 4.12 Median 0.60 4.09 3.15 2.48 2.39 2.17 2.02 3.89 75th Percentile 0.35 3.66 2.98 2.30 2.18 1.97 1.78 3.63 90th Percentile 0.22 2.56 2.54 2.03 1.91 1.72 1.36 3.07 Long Term Operating Fund •A 0.31 4.72 3.42 2.57 2.44 2.24 2.10 4.27 Blmbg Govt/Cred 1-5 Year Idx 0.37 4.88 3.47 2.59 2.52 2.29 2.09 4.11 ML:Corp/Gov 1-5 Yr ♦ 0.42 4.82 3.47 2.60 2.54 2.32 2.14 4.14 Callan Short Term Fixed Income(Gross) Relative Return vs ML:Corp/Gov 1-5 Yr Annualized Seven Year Risk vs Return 0.8%- 4.0% 0.6%-- ----- ----- ----- ----- ------------ --- 3.5% 0.4%-- ----- ----- ----- ----- ------------ F- 3.0% 0.2% ---- ------------ -- N LY 0.0% � = 2.5% >_ • • • (0.2%)- ----- ---- - -- ----- ------------ - a) 2.0% • • �•- (0.4%)- ----- ----- ----- ----- ------------ - 1.5 (0.6%) ---- ------------ --- 13 2014 2015 2016 2017 2018 2019 2020 0 1 2 3 4 5 Standard Deviation - Long Term Operating Fund Callan Orange County Sanitation District 17 Table of Contents Long Term Operating Fund Return Analysis Summary Return Analysis The graphs below analyze the manager's return on both a risk-adjusted and unadjusted basis. The first chart illustrates the manager's ranking over different periods versus the appropriate style group. The second chart shows the historical quarterly and cumulative manager returns versus the appropriate market benchmark. The last chart illustrates the manager's ranking relative to their style using various risk-adjusted return measures. Assets were transferred in kind to Chandler on 12/1/2014. Previous performance reflects PIMCO. Performance vs Callan Short Term Fixed Income(Gross) 7% 3%0 16�AS19®q1 4; S ` • ) •A(1) 2%% ` boll 87WWg1 �'77®A 57®B� B 0®B�17 27�3� 8 �6( ) �2I� •A(100) 30.1 12/19-9120 2019 2018 2017 2016 2015 2014 2013 2012 2011 10th Percentile 4.46 5.47 2.00 2.23 2.82 1.17 1.50 1.20 4.46 2.72 25th Percentile 3.87 4.92 1.82 1.74 2.17 1.01 1.27 0.80 2.60 2.30 Median 3.45 4.52 1.69 1.31 1.56 0.91 1.11 0.65 1.81 1.85 75th Percentile 3.03 4.10 1.54 0.95 1.18 0.76 0.87 0.40 1.45 1.65 90th Percentile 1.83 3.59 1.33 0.66 1.04 0.64 0.73 0.29 0.92 1.44 Long Term Operating Fund •A 4.19 4.70 1.60 1.18 1.58 0.85 1.98 (1.77) 3.06 4.59 Blmbg Govt/Cred 1-5 Year Idx 4.36 5.01 1.38 1.27 1.56 0.97 1.42 0.28 2.24 3.14 ML:Corp/Gov 1-5 Yr ♦ 4.26 5.08 1.40 1.28 1.62 1.05 1.51 0.32 2.47 3.10 Cumulative and Quarterly Relative Return vs ML:Corp/Gov 1-5 Yr 3%- 2%----------- -------- -------- ------- -------- -------- ---------------- -------- ------ W 1% 7 0% (1%)------ ----- -------- -- ---- ------- cC (2%)--- ------- -------- -------- ------- -------- ----- (3%) -- -------- ---------------- --------V__ -- (4%)- 10 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 Long Term Operating Fund Blmbg Govt/Cred 1-5 Year Idx Callan Short Fixed Inc Risk Adjusted Return Measures vs ML:Corp/Gov 1-5 Yr Rankings Against Callan Short Term Fixed Income (Gross) Seven Years Ended September 30, 2020 2.0 1.5 1.0 [�A(67) B 68 0.5 0.0 A 89 (0.5) B 65 (1.0) Alpha Sharpe Excess Return Ratio Ratio 10th Percentile 0.89 1.27 0.42 25th Percentile 0.68 1.14 0.13 Median 0.40 1.02 (0.14) 75th Percentile 0.18 0.83 (0.52) 90th Percentile 0.04 0.69 (0.75) Long Term Operating Fund •A 0.07 0.93 (0.20) Blmbg Govt/Cred 1-5 Year Idx (0.05) 0.91 (0.31) Callan Orange County Sanitation District 18 Table of Contents Long Term Operating Fund Bond Characteristics Analysis Summary Portfolio Characteristics This graph compares the manager's portfolio characteristics with the range of characteristics for the portfolios which make up the manager's style group. This analysis illustrates whether the manager's current holdings are consistent with other managers employing the same style. Fixed Income Portfolio Characteristics Rankings Against Callan Short Term Fixed Income as of September 30, 2020 3.5 3.0 2.5 (9) ♦ (10) (19) ♦ (19) (48) 2.0 (73) 1.5 1.0 0.5 (82)Ll 0.0 (0.5) (1.0) Average Effective Coupon OA Duration Life Yield Rate Convexity 10th Percentile 2.49 3.01 1.88 2.88 0.14 25th Percentile 1.97 2.60 1.13 2.63 0.09 Median 1.87 2.06 0.84 2.27 0.02 75th Percentile 1.73 1.87 0.50 1.92 (0.01) 90th Percentile 1.05 1.28 0.32 1.38 (0.16) Long Term Operating Fund • 2.52 2.74 - 1.97 - ML:Corp/Gov 1-5 Yr ♦ 2.61 2.75 0.43 2.33 0.07 Sector Allocation and Quality Ratings The first graph compares the manager's sector allocation with the average allocation across all the members of the manager's style. The second graph compares the manager's weighted average quality rating with the range of quality ratings for the style. Sector Allocation Quality Ratings September 30, 2020 > vs Callan Short Term Fixed Income 34.3 Trsy Gov Related 2.2 o m 10.6 C 323 AAA US Trsy 16.3 > 63.0 21.8 O m AA+ Corp(incl 144A) 56.2 �� 26.5 5.s AA (g) ♦ (55) Other !!! 4.7 ABS 18.1 AA- 0.3 A+ Tax-Exempt US Muni 0.2 Cash 1.4 A 0.2 CMBs M4.3 A- Weighted Average 02 Quality Rating CMOs 08 10th Percentile AA 25th Percentile AA RMBS 0.9 Median AA 75th Percentile A 90th Percentile A 0% 10% 20% 30% 40% 50% 60% 70% 80% Long Term Operating Fund Callan Short Term Fixed Income Long Term Operating Fund • AA ML:Corp/Gov 1-5 Yr ML:Corp/Gov 1-5 Yr ♦ AA Callan Orange County Sanitation District 19 Table of Contents Long Term Operating Fund Portfolio Characteristics Summary As of September 30, 2020 Portfolio Structure Comparison The charts below compare the structure of the portfolio to that of the index from the three perspectives that have the greatest influence on return. The first chart compares the two portfolios across sectors. The second chart compares the duration distribution. The last chart compares the distribution across quality ratings. Sector Allocation Gov Related US Trsy 34% 63% ABS Cash 5% 0% Tax-Exempt US Muni 0% Other 6% CMOs 0% US Trsy 33% Gov Related Corp(incl 144A) 11% 22% CMBS Corp(inc°I 144A) 0% 26/o Long Term Operating Fund ML:Corp/Gov 1-5 Yr Weighted Average: Duration Duration Distribution Long Term Operating Fund: 2.52 80% ML:Corp/Gov 1-5 Yr: 2.61 0 70% ------------- ------------- ---------------------------- ------------- ------------- - t 60% 60.2 ------------- ------ -------------- ------------- ---------------------------- 00 50% ------------- ------ 41.4 40% ------------- 39.87 9 --------------------------------------------- 0 - -c 30% ------------- - - ------------- ---------------------------- U 20% --18-$-------- - - ------------- - --------------------------- N tL 10% ------ -- - ------------- ---------------------------- 1.9 0% <1 1-3 3-5 5-7 7-10 >10 Years Duration Weighted Average: Quality Quality Distribution Long Term Operating Fund: AA 100% ML:Corp/Gov 1-5 Yr: AA 0 0 80% -------- - 2.5 ---------------- � 69.7 72.5 d 60% O 40% --- L20% --- ------ -------- ------- -------- -------- -7.9 1.0 5.6 0% AAA AA A BBB BB B CCC Cc C N/R Quality Rating Callan Orange County Sanitation District 20 Table of Contents Chandler-Liquid Operating Money Period Ended September 30, 2020 Investment Philosophy Assets were transferred in kind to Chandler on 12/1/2014. Previous performance reflects PIMCO. Quarterly Summary and Highlights Quarterly Asset Growth • Liquid Operating Money Net's portfolio posted a 0.01% Beginning Market Value $178,601,297 return for the quarter placing it in the 36 percentile of the Net New Investment $-50,000,000 Callan Money Market Funds group for the quarter and in the 23 percentile for the last year. Investment Gains/(Losses) $83,756 • Liquid Operating Money Net's portfolio underperformed the Ending Market Value $128,685,054 Citigroup 3-Month Treasury Bill by 0.02%for the quarter and outperformed the Citigroup 3-Month Treasury Bill for the year by 0.15%. Performance vs Callan Money Market Funds(Net) 3.0% 2.5% �(11 22) 2.0% 24) (24 1.5% 1.0% 25) 1 •(23 26) A (26 26) 0(25 24) (25 0.5% 19) • (21 0.0% (0.5%) Last Quarter Last Last 3 Years Last 5 Years Last 5-3/4 Last 7 Years Last 10 Years Last 25 Years Year Years 10th Percentile 0.54 2.07 2.16 1.77 1.59 1.35 1.03 2.45 25th Percentile 0.05 1.02 1.64 1.17 1.02 0.82 0.55 2.21 Median 0.01 0.70 1.33 0.90 0.78 0.64 0.44 2.07 75th Percentile 0.00 0.59 1.18 0.76 0.66 0.54 0.37 1.95 90th Percentile 0.00 0.44 0.95 0.60 0.52 0.43 0.30 1.82 Liquid Operating Money Net • 0.01 1.17 1.65 1.15 1.01 0.82 0.59 2.38 Citigroup 3-Month Treasury Bill ♦ 0.03 1.02 1.65 1.16 1.01 0.83 0.60 2.23 Relative Returns vs Callan Money Market Funds(Net) Citigroup 3-Month Treasury Bill Annualized Seven Year Risk vs Return 0.40%- 2.5% 0.30%-- ----- ----- ----- ----- -------------- 2.0 E 0.20%-- ----- ----- ----- - N � 1.5% LY -- 1.0% LY 0.00% 010 • • Wt . • • 0•(0.10%)-- 0.5% (0.20%)- 0.0% 13 2014 2015 2016 2017 2018 2019 2020 0 1 2 3 4 5 6 Standard Deviation - Liquid Operating Money Net Callan Orange County Sanitation District 21 Table of Contents Liquid Operating Money Net Return Analysis Summary Return Analysis The graphs below analyze the manager's return on both a risk-adjusted and unadjusted basis. The first chart illustrates the manager's ranking over different periods versus the appropriate style group. The second chart shows the historical quarterly and cumulative manager returns versus the appropriate market benchmark. The last chart illustrates the manager's ranking relative to their style using various risk-adjusted return measures. Assets were transferred in kind to Chandler on 12/1/2014. Previous performance reflects PIMCO. Performance vs Callan Money Market Funds(Net) 4.0% 3.5% 3.0% 2.5% 27 28 2.0% 12022 1.5% 1.0% 30 35 0.5% 26 21 33 30 0.0% (0.5%) 12/19-9120 2019 2018 2017 2016 2015 2014 2013 2012 2011 10th Percentile 1.41 3.20 1.89 1.42 1.32 0.28 0.35 0.30 0.85 0.12 25th Percentile 0.56 2.32 1.72 0.91 0.40 0.06 0.03 0.04 0.06 0.04 Median 0.32 1.96 1.53 0.61 0.14 0.01 0.01 0.01 0.01 0.01 75th Percentile 0.25 1.76 1.30 0.42 0.04 0.01 0.01 0.01 0.01 0.01 90th Percentile 0.17 1.50 1.04 0.23 0.01 0.00 0.00 0.00 0.00 0.00 Liquid Operating Money Net • 0.70 2.24 1.75 0.76 0.32 0.07 (0.06) (0.02) 0.02 0.09 Citigroup 3-Month Treasury Bill ♦ 0.56 2.25 1.86 0.84 0.27 0.03 0.03 0.05 0.07 0.08 Cumulative and Quarterly Relative Return vs Citigroup 3-Month Treasury Bill 0.6%- 0.4%----------- -------- -------- ------- - 0.2%--- ------- -------- -------- - 0.0% - J111111111- (0.2%)--- ------- -------- -------- --- (0.4%)--- ------- -------- -------- ------- -------- -------- ---------------- i ----- (0.6%)--- ------- -------- -------- ------- -------- -------- ---------------- ----- 75 (0.8%)--- ------- -------- -------- - (1.2%) -- -------- ----------------(1.4%)- 10 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 Liquid Operating Money Net Callan Money Market Funds Risk Adjusted Return Measures vs Citigroup 3-Month Treasury Bill Rankings Against Callan Money Market Funds(Net) Seven Years Ended September 30, 2020 1.5 1.0 0.5 0.0 (0.5) (1.0) (1.5) (2.0) (2.5) (3.0) (3.5) Alpha Sharpe Excess Return Ratio Ratio 10th Percentile 0.91 0.41 0.49 25th Percentile 0.00 (0.09) (0.10) Median (0.19) (0.59) (2.30) 75th Percentile (0.28) (0.90) (2.63) 90th Percentile (0.39) (1.47) (2.76) Liquid Operating Money Net • (0.06) (0.10) (0.10) Callan Orange County Sanitation District 22 Table of Contents Callan Research/Education Table of Contents NUNOii ......... Callan Institute Education 3rd Quarter 2020 Research and Educational Programs The Callan Institute provides research to update clients on the latest industry trends and carefully structured educational programs to enhance the knowledge of industry professionals.Visit www.callan.com/library to see all of our publications, and www.callan.com/blog to view our blog"Perspectives." For more information contact Barb Gerraty at 415-274-3093/institute@callan.com. New Research from Callan's Experts 2020 ESG Survey I Callan's eighth annual survey assessing the Fine-Tuning Implementation of the CARES Act I Drafting the status of environmental,social,and governance(ESG)investing in CARES Act was expedited, which means there is a limited con- the U.S. institutional investment market. gressional record to clarify provisions. The IRS has issued two notices and a FAQ to clarify how defined contribution (DC) plan Coping with COVID-19: How Work Is Evolving for Investment sponsors should implement the provisions, touching on required Managers-2nd Edition I Following up on our June publication, notices, tax reporting, and recordkeeping. Callan again surveyed investment managers regarding how their firms were responding to the COVID-19 pandemic, focusing on DOL Proposes Tightened Proxy Voting Guidelines I The depart- office closures and reopenings, work-from-home approaches, ment's new proposal dovetails with SEC guidance finalized in 2020 business travel, and meetings. Respondents reflected a variety and would create a refined set of circumstances in which plan fidu- of firms by location, employee size, ownership structure, and as- ciaries may engage in proxy voting. sets under management. Private Equity Fees and Terms Study I To help institutional in- Quarterly Periodicals vestors better evaluate private equity funds, Callan conducted an Private Equity Trends, 2Q20 I A high-level summary of private extensive analysis of the fees and terms for private equity part- equity activity in the quarter through all the investment stages nerships. Using that data, we created this study to help investors evaluate a partnership's terms compared to its peers. Active vs. Passive Charts, 2Q20 I A comparison of active man- agers alongside relevant benchmarks over the long term Real Estate Indicators: Too Hot to Touch or Cool Enough to Handle? I Callan's Real Assets Consulting group identifies seven Market Pulse Flipbook, 2Q20 I A quarterly market reference indicators that,combined with an understanding of prevailing market guide covering trends in the U.S. economy, developments for in- dynamics, have helped signal when the institutional real estate mar- stitutional investors, and the latest data on the capital markets ket is overheated or cooled. Capital Market Review,2Q20 I Analysis and a broad overview of the economy and public and private market activity each quarter Blog Highlights across a wide range of asset classes How Investors Can Address Climate Risk in Real Estate I Hedge Fund Quarterly,2Q20 I Commentary on developments for Climate risk, which refers to the hazards associated with climate hedge funds and multi-asset class(MAC)strategies change,can significantly threaten real estate portfolios. Institutional investors and real estate investment managers must evaluate the Real Assets Reporter, 2Q20 I In this quarter's edition, Barbara increasing significance of climate risk given the material financial Bernard and Sally Haskins discuss how new risk-retention rules impact that climate change can have on real estate portfolios. affect the CMBS market. In addition, it includes analysis of the performance of real estate and other real assets in 2Q20. Research I Education I Dialogue Table of Contents Events Education Miss out on a Callan conference or workshop? Event summa- Founded in 1994,the"Callan College"offers educational sessions ries and speakers' presentations are available on our website: for industry professionals involved in the investment decision-mak- www.callan.com/library/ ing process. Please mark your calendar and look forward to upcoming invitations: Introduction to Investments—Virtual 2021 National Conference This program familiarizes institutional investor trustees and staff June 21-23, 2021 and asset management advisers with basic investment theory, San Francisco I Palace Hotel terminology, and practices. It is held over three days with virtual For more information about events, please contact Barb modules of 2.5-3 hours. This course is designed for individuals with less than two years of experience with asset-management Gerraty: 415-274-3093/gerraty@callan.com oversight and/or support responsibilities. Tuition is $950 per per- son and includes instruction and digital materials. Please look for our updated schedule for 2021 in November Additional information including registration can be found at: www.callan.com/cc-introduction-virtual/ Education: By the Numbers Introduction to Investments—In Person This program familiarizes institutional investor trustees and staff Unique pieces of research the and asset management advisers with basic investment theory, .� - Institute generates each year terminology,and practices. It lasts one-and-a-half days and is de- signed for individuals with less than two years of experience with Attendees(on average)of the asset-management oversight and/or support responsibilities. Tu- 525 Institute's annual National Conference ition is $2,350 per person and includes instruction, all materials, breakfast and lunch on each day, and dinner on the first evening 3 O O Total attendees of the"Callan with the instructors. 7 College"since 1994 Additional information including dates and registration can be found at: www.callan.com/callan-college-intro-2/ "Research is the foundation of all we do at Callan, and sharing our best thinking with the investment community is our way of helping to foster dialogue to raise the bar across the industry." Greg Allen,CEO and Chief Research Officer Callan Institute W @CallanLLC ® Callan Table of Contents Definitions Table of Contents Risk/Reward Statistics The risk statistics used in this report examine performance characteristics of a manager or a portfolio relative to a benchmark (market indicator) which assumes to represent overall movements in the asset class being considered. The main unit of analysis is the excess return, which is the portfolio return minus the return on a risk free asset (3 month T-Bill). Alpha measures a portfolio's return in excess of the market return adjusted for risk. It is a measure of the manager's contribution to performance with reference to security selection. A positive alpha indicates that a portfolio was positively rewarded for the residual risk which was taken for that level of market exposure. Beta measures the sensitivity of rates of portfolio returns to movements in the market index. A portfolio's beta measures the expected change in return per 1% change in the return on the market. If a beta of a portfolio is 1.5, a 1 percent increase in the return on the market will result, on average, in a 1.5 percent increase in the return on the portfolio. The converse would also be true. Downside Risk stems from the desire to differentiate between "good risk" (upside volatility) and "bad risk" (downside volatility). Whereas standard deviation punishes both upside and downside volatility, downside risk measures only the standard deviation of returns below the target. Returns above the target are assigned a deviation of zero. Both the frequency and magnitude of underperformance affect the amount of downside risk. Excess Return Ratio is a measure of risk adjusted relative return. This ratio captures the amount of active management performance (value added relative to an index) per unit of active management risk (tracking error against the index.) It is calculated by dividing the manager's annualized cumulative excess return relative to the index by the standard deviation of the individual quarterly excess returns. The Excess Return Ratio can be interpreted as the manager's active risk/reward tradeoff for diverging from the index when the index is mandated to be the"riskless" market position. Information Ratio measures the manager's market risk-adjusted excess return per unit of residual risk relative to a benchmark. It is computed by dividing alpha by the residual risk over a given time period. Assuming all other factors being equal, managers with lower residual risk achieve higher values in the information ratio. Managers with higher information ratios will add value relative to the benchmark more reliably and consistently. R-Squared indicates the extent to which the variability of the portfolio returns are explained by market action. It can also be thought of as measuring the diversification relative to the appropriate benchmark. An r-squared value of .75 indicates that 75% of the fluctuation in a portfolio return is explained by market action. An r-squared of 1.0 indicates that a portfolio's returns are entirely related to the market and it is not influenced by other factors. An r-squared of zero indicates that no relationship exists between the portfolio's return and the market. Relative Standard Deviation is a simple measure of a manager's risk (volatility) relative to a benchmark. It is calculated by dividing the manager's standard deviation of returns by the benchmark's standard deviation of returns. A relative standard deviation of 1.20, for example, means the manager has exhibited 20% more risk than the benchmark over that time period. A ratio of .80 would imply 20% less risk. This ratio is especially useful when analyzing the risk of investment grade fixed-income products where actual historical durations are not available. By using this relative risk measure over rolling time periods one can illustrate the "implied" historical duration patterns of the portfolio versus the benchmark. Residual Portfolio Risk is the unsystematic risk of a fund, the portion of the total risk unique to the fund (manager) itself and not related to the overall market. This reflects the "bets" which the manager places in that particular asset market. These bets may reflect emphasis in particular sectors, maturities (for bonds), or other issue specific factors which the manager considers a good investment opportunity. Diversification of the portfolio will reduce or eliminate the residual risk of that portfolio. Callan 27 Table of Contents Risk/Reward Statistics Rising Declining Periods refer to the sub-asset class cycles vis-a-vis the broader asset class. This is determined by evaluating the cumulative relative sub-asset class index performance to that of the broader asset class index. For example, to determine the Growth Style cycle, the S&P 500 Growth Index (sub-asset class) performance is compared to that of the S&P 500 Index(broader asset class). Sharpe Ratio is a commonly used measure of risk-adjusted return. It is calculated by subtracting the "risk-free" return (usually 3 Month Treasury Bill) from the portfolio return and dividing the resulting "excess return" by the portfolio's risk level (standard deviation). The result is a measure of return gained per unit of risk taken. Sortino Ratio is a downside risk-adjusted measure of value-added. It measures excess return over a benchmark divided by downside risk. The natural appeal is that it identifies value-added per unit of truly bad risk. The danger of interpretation, however, lies in these two areas: (1)the statistical significance of the denominator, and (2) its reliance on the persistence of skewness in return distributions. Standard Deviation is a statistical measure of portfolio risk. It reflects the average deviation of the observations from their sample mean. Standard deviation is used as an estimate of risk since it measures how wide the range of returns typically is. The wider the typical range of returns, the higher the standard deviation of returns, and the higher the portfolio risk. If returns are normally distributed (ie. has a bell shaped curve distribution) then approximately 2/3 of the returns would occur within plus or minus one standard deviation from the sample mean. Total Portfolio Risk is a measure of the volatility of the quarterly excess returns of an asset. Total risk is composed of two measures of risk: market (non-diversifiable or systematic) risk and residual (diversifiable or unsystematic) risk. The purpose of portfolio diversification is to reduce the residual risk of the portfolio. Tracking Error is a statistical measure of a portfolio's risk relative to an index. It reflects the standard deviation of a portfolio's individual quarterly or monthly returns from the index's returns. Typically, the lower the Tracking Error, the more "index-like"the portfolio. Treynor Ratio represents the portfolio's average excess return over a specified period divided by the beta relative to its benchmark over that same period. This measure reflects the reward over the risk-free rate relative to the systematic risk assumed. Note: Alpha, Total Risk, and Residual Risk are annualized. Callan 28 Table of Contents Fixed Income Portfolio Characteristics All Portfolio Characteristics are derived by first calculating the characteristics for each security, and then calculating the market value weighted average of these values for the portfolio. Allocation by Sector- Sector allocation is one of the tools which managers often use to add value without impacting the duration of the portfolio. The sector weights exhibit can be used to contrast a portfolio's weights with those of the index to identify any significant sector bets. Average Coupon - The average coupon is the market value weighted average coupon of all securities in the portfolio. The total portfolio coupon payments per year are divided by the total portfolio par value. Average Moody's Rating for Total Portfolio- A measure of the credit quality as determined by the individual security ratings. The ratings for each security, from Moody's Investor Service, are compiled into a composite rating for the whole portfolio. Quality symbols range from Aaa+ (highest investment quality- lowest credit risk) to C (lowest investment quality- highest credit risk). Average Option Adjusted (Effective) Convexity- Convexity is a measure of the portfolio's exposure to interest rate risk. It is a measure of how much the duration of the portfolio will change given a change in interest rates. Generally, securities with negative convexities are considered to be risky in that changes in interest rates will result in disadvantageous changes in duration. When a security's duration changes it indicates that the stream of expected future cash-flows has changed, generally having a significant impact on the value of the security. The option adjusted convexity for each security in the portfolio is calculated using models developed by Lehman Brothers and Salomon Brothers which determine the expected stream of cash-flows for the security based on various interest rate scenarios. Expected cash-flows take into account any put or call options embedded in the security, any expected sinking-fund paydowns or any expected mortgage principal prepayments. Average Option Adjusted (Effective) Duration- Duration is one measure of the portfolio's exposure to interest rate risk. Generally, the higher a portfolio's duration, the more that its value will change in response to interest rate changes. The option adjusted duration for each security in the portfolio is calculated using models developed by Lehman Brothers and Salomon Brothers which determine the expected stream of cash-flows for the security based on various interest rate scenarios. Expected cash-flows take into account any put or call options embedded in the security, any expected sinking-fund paydowns or any expected mortgage principal prepayments. Average Price-The average price is equal to the portfolio market value divided by the number of securities in the portfolio. Portfolios with an average price above par will tend to generate more current income than those with an average price below pa r. Average Years to Expected Maturity- This is a measure of the market-value-weighted average of the years to expected maturity across all of the securities in the portfolio. Expected years to maturity takes into account any put or call options embedded in the security, any expected sinking-fund paydowns or any expected mortgage principal prepayments. Average Years to Stated Maturity- The average years to stated maturity is the market value weighted average time to stated maturity for all securities in the portfolio. This measure does not take into account imbedded options, sinking fund paydowns, or prepayments. Current Yield-The current yield is the current annual income generated by the total portfolio market value. It is equal to the total portfolio coupon payments per year divided by the current total portfolio market value. Callan 29 Table of Contents Fixed Income Portfolio Characteristics Duration Dispersion - Duration dispersion is the market-value weighted standard deviation of the portfolio's individual security durations around the total portfolio duration. The higher the dispersion, the more variable the security durations relative to the total portfolio duration ("barbellness"), and the smaller the dispersion, the more concentrated the holdings' durations around the overall portfolio's ("bulletness"). The purpose of this statistic is to gauge the "bulletness" or "barbellness"of a portfolio relative to its total duration and to that of its benchmark index. Effective Yield-The effective yield is the actual total annualized return that would be realized if all securities in the portfolio were held to their expected maturities. Effective yield is calculated as the internal rate of return, using the current market value and all expected future interest and principal cash flows. This measure incorporates sinking fund paydowns, expected mortgage principal prepayments, and the exercise of any"in-the-money" imbedded put or call options. Weighted Average Life- The weighted average life of a security is the weighted average time to payment of all remaining principal. It is calculated by multiplying each expected future principal payment amount by the time left to the payment. This amount is then divided by the total amount of principal remaining. Weighted average life is commonly used as a measure of the investment life for pass-through security types for comparison to non-pass-through securities. Callan 30 Table of Contents Disclosures Table of Contents Callan Quarterly List as of September 30, 2020 List of Callan's Investment Manager Clients Confidential—For Callan Client Use Only Callan takes its fiduciary and disclosure responsibilities to clients very seriously.We recognize that there are numerous potential conflicts of interest encountered in the investment consulting industry, and that it is our responsibility to manage those conflicts effectively and in the best interest of our clients.At Callan, we employ a robust process to identify, manage, monitor, and disclose potential conflicts on an ongoing basis. The list below is an important component of our conflicts management and disclosure process. It identifies those investment managers that pay Callan fees for educational, consulting, software, database, or reporting products and services.We update the list quarterly because we believe that our fund sponsor clients should know the investment managers that do business with Callan, particularly those investment manager clients that the fund sponsor clients may be using or considering using. Please note that if an investment manager receives a product or service on a complimentary basis(e.g., attending an educational event), they are not included in the list below. Callan is committed to ensuring that we do not consider an investment manager's business relationship with Callan, or lack thereof, in performing evaluations for or making suggestions or recommendations to its other clients. Please refer to Callan's ADV Part 2A for a more detailed description of the services and products that Callan makes available to investment manager clients through our Institutional Consulting Group, Independent Adviser Group, and Fund Sponsor Consulting Group. Due to the complex corporate and organizational ownership structures of many investment management firms, parent and affiliate firm relationships are not indicated on our list. Fund sponsor clients may request a copy of the most currently available list at any time. Fund sponsor clients may also request specific information regarding the fees paid to Callan by particular fund manager clients. Per company policy, information requests regarding fees are handled exclusively by Callan's Compliance department. Manager Name Manager Name Aberdeen Standard Investments BlackRock Acadian Asset Management LLC BMO Global Asset Management AEGON USA Investment Management Inc. BNP Paribas Asset Management AllianceBernstein BNY Mellon Asset Management Allianz Boston Partners American Century Investments Brandes Investment Partners, L.P. Amundi Pioneer Asset Management Brandywine Global Investment Management, LLC AQR Capital Management BrightSphere Investment Group Ares Management LLC Brown Brothers Harriman&Company Ariel Investments,LLC Cambiar Investors, LLC Aristotle Capital Management,LLC CapFinancial Partners, LLC Atlanta Capital Management Co., LLC Capital Group Aviva Investors Americas Carillon Tower Advisers AXA Investment Managers CastleArk Management, LLC Baillie Gifford International,LLC Causeway Capital Management LLC Baird Advisors Chartwell Investment Partners Baron Capital Management, Inc. ClearBridge Investments,LLC Barrow, Hanley, Mewhinney&Strauss,LLC Cohen&Steers Capital Management, Inc. Callan Table of Contents Manager Name Manager Name Columbia Management Investments J.P. Morgan Columbus Circle Investors Janus Credit Suisse Asset Management Jennison Associates LLC D.E.Shaw Investment Management, L.L.C. Jobs Peak Advisors DePrince, Race&Zollo, Inc. KeyCorp Dimensional Fund Advisors LP Lazard Asset Management Doubleline Legal&General Investment Management America Duff&Phelps Investment Management Co. Lincoln National Corporation DWS Longview Partners EARNEST Partners, LLC Loomis,Sayles&Company, L.P. Eaton Vance Management Lord Abbett&Company Epoch Investment Partners, Inc. Los Angeles Capital Management Fayez Sarofim&Company LSV Asset Management Federated Hermes, Inc. MacKay Shields LLC Fidelity Institutional Asset Management Macquarie Investment Management(MIM) Fiera Capital Corporation Manulife Investment Management First Hawaiian Bank Wealth Management Division Marathon Asset Management,L.P. First State Investments McKinley Capital Management, LLC Fisher Investments Mellon Franklin Templeton MetLife Investment Management Fred Alger Management, Inc. MFS Investment Management GAM(USA)Inc. MidFirst Bank GCM Grosvenor Mondrian Investment Partners Limited Glenmeade Investment Management, LP Montag&Caldwell,LLC GlobeFlex Capital,L.P. Morgan Stanley Investment Management Goldman Sachs Mountain Pacific Advisors, LLC Green Square Capital Advisors, LLC MUFG Union Bank,N.A. Guggenheim Investments Natixis Investment Managers GW&K Investment Management Neuberger Berman Harbor Capital Group Trust Newton Investment Management Hartford Investment Management Co. Nikko Asset Management Co., Ltd. Heitman LLC Nile Capital Group LLC Hotchkis&Wiley Capital Management, LLC Northern Trust Asset Management Income Research+Management, Inc. Nuveen Insight Investment Management Limited P/E Investments Intech Investment Management, LLC Pacific Investment Management Company Intercontinental Real Estate Corporation Parametric Portfolio Associates LLC Invesco Pathway Capital Management Investec Asset Management North America, Inc. Peregrine Capital Management, LLC Ivy Investments Perkins Investment Management Callan i Table of Contents Manager Name Manager Name PFM Asset Management LLC The TCW Group, Inc. PGIM Fixed Income Thompson,Siegel&Walmsley LLC PineBridge Investments Thornburg Investment Management, Inc. PNC Capital Advisors, LLC Tri-Star Trust Bank Polen Capital Management UBS Asset Management Principal Global Investors USAA Real Estate Putnam Investments,LLC VanEck QMA LLC Versus Capital Group RBC Global Asset Management Victory Capital Management Inc. Regions Financial Corporation Virtus Investment Partners, Inc. Robeco Institutional Asset Management, US Inc. Vontobel Asset Management, Inc. Rothschild&Co.Asset Management US Voya S&P Dow Jones Indices WCM Investment Management Schroder Investment Management North America Inc. WEDGE Capital Management SLC Management Wellington Management Company LLP Smith Graham&Co. Investment Advisors,L.P. Wells Fargo Asset Management State Street Global Advisors Western Asset Management Company LLC Stone Harbor Investment Partners L.P. Westfield Capital Management Company, LP Strategic Global Advisors William Blair&Company LLC T. Rowe Price Associates, Inc. Callan Table of Contents INVES'IMENT REPO RT Cill CHANDLER ASSET MANAGEMENT Orange County Sanitation District Period Ending September 30, 2020 CHANDIERASSETMANAGEMENT, INC. 1 800.317.47471 www.chandlerasset.com _ ♦ 440 IN /.` t R, Y Table of Contents ITable of Contents As of September 30, 2020 SECTION 1 Economic Update SECTION 2 Account Profile SECTION 3 Consolidated Information SECTION 4 Portfolio Holdings SECTION 5 Transactions 1 Q1 Table of Contents Section 1 Economic Update C Table of Contents IEconomic Update ■ The US economy continues to experience a somewhat uneven and slowing pace of economic growth, consistent with more of a U-shaped (rather than V-shaped) recovery, following a sharp decline in economic activity in the second quarter. The outlook for the economy remains uncertain and is largely dependent on the course of the pandemic, the amount of additional fiscal relief, and the timeline for a vaccine, in our view. The Fed's highly accommodative monetary policy framework, along with a swift and robust fiscal policy response from the government earlier this year, has provided support for the financial markets amid a challenging economic backdrop. However, we believe financial markets are poised for increased volatility through year-end due to the upcoming election, a resurgence in virus cases, and an unclear outlook for additional fiscal relief. If the expected timeline for a COVID-19 vaccine was pushed into second half of next year or beyond, we believe that would fuel a significant amount of financial market volatility. • The Federal Open Market Committee (FOMC) kept monetary policy unchanged in September with the fed funds target rate in a range of 0.0%to 0.25%. Monetary policy remains highly accommodative and Fed Chair Powell maintained a dovish tone during his press conference. The Fed will continue to use its balance sheet to support smooth financial market functioning by purchasing Treasury and agency mortgage-backed securities and will continue to use its lending facilities to support the flow of credit to businesses and municipalities, as needed. In the September policy statement, the FOMC noted that inflation continues to run below its 2.0%target, as weaker demand and lower oil prices are holding down consumer prices. Longer-term, the FOMC will allow inflation to run above 2.0% for some period of time before it looks to tighten policy, which implies the fed funds target rate will remain anchored near zero for years. The Fed's updated summary of economic projections signals that the target fed funds rate will remain unchanged through at least 2023, as policymakers do not expect inflation to exceed 2.0% during that timeframe. On a year-to-date basis, the yield on 2-year Treasuries was down 144 basis points to 0.13% and the yield on 10-year Treasuries was down about 123 basis points to 0.68% at the end of September. In September, the Treasury yield curve was little changed on a month-over-month basis, following moderate curve steepening in August. We believe a wave of new Treasury issuance in August put increased upward pressure on longer-term rates. 3 �I�� Table of Contents Employment Nonfarm Payroll (000's) Unemployment Rate 10,000 28.0% 6,000 24.0% -- Underemployment Rate(U6) Unemployment Rate (U3) 2,000 20.0% / o / 1 0 -2,000 / 0 16.0% 1 1 ,♦ c -6,000 ; 1 % s °C 12.0% -10,000 1 0 8.0% -- .-------- ---- ,2 -14,000 Non-farm Payroll(000's) -18,000 --•3 month average(000's) 4.0% -22,000 — 0.0% Ip 1SOP S27 ✓4 SO OP 47 ✓4 SO Ip O 2 ✓2, SO O 27 ✓ SO b1 P b"10 _1011� 9 9 � 9 � 1 Source:US Department of Labor Source:US Department of Labor U.S. nonfarm payrolls were lower than expected, up 661,000 in September versus expectations of 859,000.The unemployment rate declined to 7.9% in Septemberfrom 8.4% in August. The decline in the unemployment rate was better than expected, however, it was partially driven by a decline in the labor participation rate to 61.4% in September from 61.7% in August. The labor participation rate improved modestly after plunging to 60.2% in April, but remains near the lowest levels since the 1970's. Nearly 4.5 million people have dropped out of the labor force since January, and 12.6 million people in the labor force were unemployed in September, according to the U.S. Bureau of Labor Statistics household survey. Workers who classified themselves as employed but absent from work in the September survey understated the unemployment rate by about 0.4%. The U-6 underemployment rate, which includes those who are marginally attached to the labor force and employed part time for economic reasons, remained high but eased to 12.8% in September from 14.2°% in August. 4 Q11 Table of Contents Initial Claims for Unemployment Initial Claims For Unemployment July 03, 2020 -October 02, 2020 25,000 �Initial Jobless Claims (Continuing Claims 17,304 20,000 16,151 16,951 16,090 15,480 14,759 14,492 13,292 13,544 12,747 12,747 11,979 y 15,000 10,976 c �a y 3 O r 10,000 C 5,000 1,310 1,308 1,422 1,435 1,191 971 1,104 1,011 884 893 866 873 849 840 _ � � � � lllllll� � lllllll� � llllllllll� w� lllllllllll� lllllllllll� � O) 01> 01> 01> 0) 015, Od, Od, Od, 09 09 09 09 10 /0.? �10 �1) ��st ��'7 /O� /19 /�1 /�8 /0A ��o ��O ��O ��O ��O ��O ��O Source:US Department of Labor In the most recent week, the number of initial jobless claims declined to 840,000 compared to 849,000 in the prior week. The level of continuing unemployment claims (where the data is lagged by one week) declined to about 11.0 million from roughly 12.0 million in the prior week. Continuing jobless claims have declined from the peak of nearly 25 million in early May, but they remain well above the 2019 average of 1.7 million. 5 C11% Table of Contents Inflation Consumer Price Index (CPI) Personal Consumption Expenditures (PCE) 3.0% 3.0% 2.5% 2.5% 2.0% �i �� w �� ♦ 2.0% i as to -N 0 1.5% v 1.5% / o % a 1.0% 1.0% 0.5% CPI YOY%Change 0.5% PCE Price Deflator YOY%Change ——— Core CPI YOY%Change ——— PCE Core Deflator YOY%Change 0.0% — 0.0% s010 �1°c, �di ✓4h s0,0 �0c, �dr, ✓4h SP,o, ��� �°� �P6, �a` 9�a° °� .cPb �a` �4a° lcQ IcQ l9 l9 j9 79 )o -O ,)o l8 l� 19 1,q 79 l,9 '--"o �o �O Source:US Department of Labor Source:US Department of Commerce The Consumer Price Index (CPI) was up 1.4% year-over-year in September, versus up 1.3% in August. Core CPI (CPI less food and energy) was up 1.7°% year-over-year in September, unchanged from August. The Personal Consumption Expenditures (PCE) index was up 1.4% year-over- year in August, versus up 1.1% year-over-year in July. Core PCE, which is the Fed's primary inflation gauge, was up 1.6% year-over-year in August, versus up 1.4%year-over-year in July. Pricing pressures are increasing but remain below the Fed's inflation target. 6 Qj Table of Contents IConsumer Retail Sales YOY % Change Consumer Confidence 10.0% 150 — 5.0% 140 ■■■■■■■■■■■■■ ■r 0.0/ 130 v ao -5.0% a, 120 U > Gl -10.0% 110 o -15.0% — 100 -20.0% 90 -25.0% 80 �4g18 NoG1� �Pb19 �9 9�'19 19 '0 �o ">0 SPa18 oPc18 �dr19 19 SPp l9 4Pc19 o �0 SPp1>0 Source:US Department of Commerce Source:The Conference Board Retail sales were softer than expected in August and sales for July were revised down. On a year-over-year basis, retail sales were up 2.6% in August, versus up 2.4% in July. On a month-over-month basis, retail sales were up just 0.6°% in August, following a 0.9% increase in July. Control group retail sales fell 0.2% in August, well below expectations for a 0.5% increase. The Consumer Confidence index jumped to 101.8 in September from 86.3 in August. The improvement in consumer confidence was much better than expected in September but the index remains well below pre-pandemic levels at the start of this year. 7 CA„ Table of Contents IEconomic Activity Leading Economic Indicators (LEI) Chicago Fed National Activity Index (CFNAI) 6.0% 6.00 4.0% 4.00 2.0% 2.00 M c co u 0.0% 0.00 a s — -2.0% c -2.00 o -4.0% "' -4.00 -6.0% -6.00 -8.0% -8.00 g4g1� /j/0,- 'c"1 /�c, 1- 90g19 /jjpGz9 �P6�O �d��p ��g�0 94g18 /1/pG1cP 'cCob19 2ia`19 9�g 79 �pG19 �Pb�O 27 a`�� Source:The Conference Board Source:Federal Reserve Bank of Chicago The Conference Board's Leading Economic Index (LEI) rose 1.2% in August, following a 2.0% increase in July. On a year-over-year basis, the LEI was down 4.7% in August versus down 6.1% in July. According to the Conference Board, the recovery is losing steam and the US economy will likely head into 2021 under substantially weakened economic conditions. The Chicago Fed National Activity Index (CFNAI) declined to 0.79 in August from 2.54 in July. On a 3-month moving average basis, the CFNAI declined to 3.05 in August from 4.23 in July. Although the CFNAI declined in August on a 3-month moving basis, it is above the -0.7 recessionary level. 8 Q11 Table of Contents IHousing Housing Starts S&P/Case-Shiller 20 City Composite Home Price Index 2000 8.0% 1800 0 Multi Family Housing Starts 4- 1600 ■Single Family Housing Starts 7.0% 0 4A 1400 6.0% 1200 o°Jo 0 s 5.0% 1000 800 4.0% bb 600 } s o 3.0% 400 200 2.0% T. 0 1.0% �4g �0L �0,6 �dy 94e �o� �0,6 �dy 94� ✓4�1 Oe ✓dam 9pr, ✓G�1 �� ✓dam 9pr, ✓4/� 1� 48 19 19 1.9 19 11O 19 I,9 9 1,g Source:US Department of Commerce Source:S&P Total housing starts fell 5.1% in August to an annual pace of 1,416,000. Single family starts rose 4.1%to an annualized rate of 1,021,000, while multi-family starts declined 22.7% to an annualized rate of 395,000. On a year-over-year basis, total housing starts were up 2.8% in August. Meanwhile, permits declined 0.9% in August on a month-over-month basis, to an annualized rate of 1,470,000(flat on a year-over-year basis). According to the Case-Shiller 20-City home price index, home prices were up 3.9%year-over-year in July versus up 3.5%year-over-year in June. The housing market has remained strong during the pandemic. Very low mortgage rates, solid stock market performance, and a meaningful shift toward working from home are providing strong tailwinds forthe housing sector, despite an otherwise challenging economic backdrop. 9 Q1 Table of Contents Manufacturing Institute of Supply Management Purchasing Manager Industrial Production Index 62 8.0% 60 EXPANDING 4.0% 58 56 0.0% v 54 to 52 -4.0% 50 >— -8.0% 48 46 -12.0% 44 CONTRACTING -16.0% 42 40 -20.0% SPa 1cP OPc18 �d�l9 ✓��1g SPa 19 OPc19 2fd~�� ✓���� SPp�O g4g1� �oG1cP �P619 2!a`19 g4g19 �oG19 �Pb�� 2fd`2p '0 Source:Institute for Supply Management Source:Federal Reserve The Institute for Supply Management (ISM) manufacturing index slipped to 55.4 in September from 56.0 in August. New orders remained strong but declined to 60.2 in September from 67.6 in August. Readings above 50.0 are indicative of expansion in the manufacturing sector. The Industrial Production index was down 7.7% year-over-year in August, versus down 7.4% in July. On a month-over-month basis, the Industrial Production index increased just 0.4% in August, missing expectations of 1.2%, following a 3.5% increase in July. Capacity Utilization improved to 71.4% in August from 71.1% in July, but remains well below the long-run average of 79.8%. Overall manufacturing conditions have improved, following a deep contraction, but the pace of improvement is slowing. 10 C1„ Table of Contents IGross Domestic Product (GDP) Gross Domestic Product (GDP) Components10.0% 5.0% Personal Consumption Expenditures 1.8% 1.1% -4.8% -24.0% 0.0% �--� -5.0% Gross Private Domestic Investment 0.3% -0.6% -1.6% -8.8% -10.0% Net Exports and Imports 0.0% 1.5% 1.1% 0.6% -15.0% -20.0% Federal Government Expenditures 0.3% 0.3% 0.1% 1.2% -25.0% GDP QOQ%Change State and Local (Consumption and o 0 0 0 -30.0% GDP YOY%Change 0.1/0 0.2/0 0.1/0 -0.4/0 Gross Investment) -35.0% - Total 2.6% 2.4% -5.0% -31.4% ✓�''2. 6 ✓�''�. 6 ✓�''2. �Pc, ✓�''�. �Pc, ✓�''). �Pc, ✓�''). 1S. 1�. 16 16 1) ,Ij 'ZcQ 'Id' 'l9 '19 �O Source: US Department of Commerce Source: US Department of Commerce According to the third estimate, US gross domestic product (GDP) declined at an annual rate of 31.4% in the second quarter, just slightly less negative than the initial and second estimates but still the largest decline on record. This follows a 5.0% annualized decline in first quarter GDP. Personal consumption expenditures plunged 33.2% in the second quarter, following a 6.9% decline in the first quarter. The consensus forecast calls for a strong rebound in consumer spending and overall economic activity in the third quarter, and a slower pace of improvement in activity thereafter. 11 Q11 Table of Contents Federal Reserve Federal Reserve Balance Sheet Assets Effective Federal Funds Rate 7,500,000 — 3.00% 7,000,000 2.50% — 6,500,000 � 2.00% 6,000,000 0 �% o 'E 5,500,000 1.50% ` 5,000,000 1 1.00% 4,500,000 1 1 4,000,000 0.50% 3,500,000 0.00% 16• Oct I� ✓d�1 9v,1 �4jZ9 0��� ✓d�� qbr� ✓4j�0 0��� pC� ✓°'� q�r ✓�/1 O�� ✓d� qpr ✓��� p�� 9 9 9 O O O 1� l9 l9 9 l9 �O �O O �O Source:Federal Reserve Source:Bloomberg The Fed has taken a wide range of aggressive actions to help stabilize and provide liquidity to the financial markets. The Fed has lowered the fed funds target rate to a range of 0.0%-0.25% and continues to purchase Treasury and agency mortgage-backed securities to support smooth market functioning. Policymakers reinstated the Commercial Paper Funding Facility and Money Market Mutual Fund Liquidity Facility in order to provide liquidity to the commercial paper, money markets, and the municipal bond markets. The Fed has established the Primary Market Corporate Credit Facility and Secondary Market Corporate Credit Facility to support the corporate bond market. The Term Asset-Backed Securities Loan Facility has been established to enable the issuance of asset-backed securities backed by student loans, auto loans, credit card loans, and loans guaranteed by the Small Business Administration. The Fed has established the Paycheck Protection Program Liquidity Facility and Fed's Main Street Lending Facility to support the flow of credit to businesses. The Fed established the Municipal Liquidity Facility to purchase short-term debt directly from US states, counties, and cities. The Fed has also provided short-term funding through large-scale repo operations and lowered the reserve requirement for depository institutions. 12 Q1 Table of Contents Bond Yields US Treasury Note Yields US Treasury Yield Curve 3.5% 3.5% 3.0% 0 ...... 2-Year 3.0% ...... Sep-20 • "�'ti --- 5-Year ——— Jun-20 2.5% 10-Year 2.5% Sep-19 tv� 2.0% 0 2.0% 1.5% Too 2 1.5% 1.0/ 0.5% ? 0.5% OW •'�J 0.0/ ^A o ... .. t�Z^.,� 0.0% SPpZ �00 1 ✓�'>19 SPb19 On �dr,� ✓4��O �O c'�o/ o� S ' 1 r � r 8 9 O yr y� y'` Oy Oy Source:Bloomberg Source:Bloomberg At September month-end, Treasury yields were much lower on a year-over-year basis. The 3-month T-bill yield was down 172 basis points, the 2-year Treasury yield was down 150 basis points, and the 10-Year Treasury yield was down 98 basis points, year-over-year. Yields declined precipitously in March 2020, with the Fed cutting rates by a total of 150 basis points and a flight to safe-haven assets driving down yields across the curve.The Fed has signaled plans to keep the front end of the Treasury yield curve anchored near zero for at least the next few years. 13 C1„ Table of Contents Section 2 Account Profile C Table of Contents IObjectives AS of September 30, 2020 Investment Objectives The investment objectives of the Orange County Sanitation District are first, to provide safety of principal to ensure the preservation of capital in the overall portfolio; second, to provide sufficient liquidity to meet all operating requirements; and third, to earn a commensurate rate of return consistent with the constraints imposed by the safety and liquidity objectives. Chandler Asset Management Performance Objective Liquid Operating Monies — will be compared to the 3-month T-Bill rate and operate with a maximum maturity of one year. Long-Term Operating Monies — will be compared to the ICE BAML 1-5 Year Corporate Government Rated AAA—A Index. Strategy In order to achieve these objectives, the portfolio invests in high quality fixed income securities consistent with the investment policy and California Government Code. 15 cJ„ Table of Contents Icompliance As of September 30, 2020 Orange County Sanitation District Long Term Assets managed by Chandler Asset Management are in full compliance with state law and with the investment policy Category Standard Comment Treasury Issues 10%minimum; 5 years max maturity Complies* U.S.Agencies 20%max per agency of the U.S.Government,which does not provide the full faith and credit of the U.S.government; 5 years max maturity Complies "AA"rated or better by a NRSRO; 30%maximum; 5 years max maturity; U.S.dollar denominated senior unsecured unsubordinated obligations issued or Supranational Obligations unconditionally guaranteed by the International Bank for Reconstruction and Development("IBRD"),the International Finance Corporation("IFC")or the Inter- Complies American Development Bank("IADB") "A"rated or better long term debt by a NRSRO; 30%maximum;5%max issuer; 5 years max maturity; Issued by corporations organized and operating within the Corporate Medium Term Notes Complies U.S.or issued by depository institutions licensed by the U.S.or any state and operating within the U.S. Municipal Securities "A"rated or higher by a NRSRO; Taxable or tax-exempt municipal bonds issued by any of the 50 states;10%maximum; 5%max issuer; 5 years max maturity Complies Mortgage-Backed Securities/Collateralized Mortgage Obligations/Asset-Backed "AA"rated or better by a NRSRO; 20%maximum(combined MBS/CMO/ABS); 5%max issuer(except U.S.government or its agencies);5 years max maturity Complies* Securities Negotiable Certificates of Deposit(NCD) "A"rated or better long term debt by a NRSRO;or"A-1"/highest short term rating by a NRSRO; 30%maximum;5%max issuer;5 years max maturity Complies Certificates of Deposit 5%max issuer; 5 years max maturity; Secured/collateralized Complies Banker's Acceptances A-1 rated or highest short term rating by a NRSRO; 40%maximum; 5%max issuer;180 days max maturity Complies A-1 rated or better by a NRSRO; "A"rated or better long term debt issuer by a NRSRO; Issuer is a corporation organized and operating in the U.S.with assets> Commercial Paper Complies $500 million; 25%maximum; 5%max issuer; 10%max of the outstanding commercial paper of any single issuer;270 days max maturity Mutual Fund&Money Market Mutual Highest rating or"AAA"rated by two NRSROs;SEC registered adviser with AUM>$500 million and experience>than 5 years;20%maximum in Mutual Funds; Fund 10%per one Mutual Fund; 20%max per issuer on Money Market Mutual Funds; 20%max of OCSD's surplus money Complies Repurchase Agreements 102%collateralization Complies Reverse Repurchase Agreements 5%maximum,90 days max maturity Complies No more than the lesser of 15%of the portfolio or the statutory maximum invested in LAIF; Not used by investment adviser;Investment of OCSD funds in LAIF Local Agency Investment Fund(LAIF) Complies shall be subject to investigation and due diligence prior to investing 15%maximum; Not used by investment adviser; Orange County Treasurer's Money Market Commingled Investment Pool; Investment of OCSD funds in OCCIP OCCI P Complies shall be subject to investigation and due diligence prior to investing Prohibited Mortgage Derivatives,which include interest-only payments(IOs)and principal-only payments(POs); Inverse floaters,and RE-REMICS(Real Estate Mortgage Complies Investment Conduits) Avg Duration Not to exceed 60 months - (80%to 120%of the benchmark) Complies Max Per Holding 5%max of the total debt outstanding of any issuer per individual holding Complies Max Per Issuer 5%max per issuer(except Supranationals,U.S.Government,Agencies,Mutual Fund) Complies Maximum Maturity 5 years maximum maturity Complies* *The portfolio has twenty(20)securities with maturities greater than 5 years including four(4)CMOs and sixteen(16)MBS. All securities were inherited from the previous manager and complied at time of purchase. 16 Q1 Table of Contents Portfolio Characteristics As of September 30, 2020 Orange County Sanitation District Long Term Benchmark* Portfolio Portfolio Average Maturity(yrs) 2.69 2.74 2.77 Average Modified Duration 2.59 2.52 2.55 Average Purchase Yield n/a 1.97% 2.04% Average Market Yield 0.28% 0.26% 0.33% Average Quality" AAA AA/Aa1 AA/Aa1 Total Market Value 625,217,609 623,291,089 *ICE BAML 1-5 Yr US Corp/Govt Rated AAA-A Index **Benchmark is a blended rating of S&P,Moody's, and Fitch. Portfolio is S&P and Moody's respectively. Several securities were purchased across the Agency, Asset Backed and Corporate sectors of the market to keep the portfolio structure and duration in line with Chandler targets. The purchased securities ranged in maturity from July 2012 to September 2025. Two securities were sold and several matured to facilitate the new holdings in the portfolio. 17 C�„ Table of Contents ISector Distribution As of September 30, 2020 Orange County Sanitation District Long Term September 30, 2020 June 30, 2020 ABS ABS 4.7 4.7% US Treasury US Treasury 32.5% 34.3% Agency 30.1% Agency 34.3% Supranational Supranational 5.9% 6.0% Municipal Bonds Municipal Bonds 0.3% 0.3 Mortgage Pass Mortgage Pass CIVIC) Thru Thru 0.2% 0.2% Money Market CIVIC) 0.2% Money Market Corporate Fund FI Corporate 0.2% Fund FI 23.3% 0.2% 21.8% 1.0% The sector allocation was relatively stable. Some of the notable changes include the 4.2% increase in the Agency sector, to 34.3% of the portfolio, partially offset by the 1.8% decline in the US Treasury allocation, to 32.5% of the portfolio. 18 C111 Table of Contents issuers As of September 30, 2020 Orange County Sanitation District Long Term -Account #10268 Issue Name Investment Type %Portfolio Government of United States US Treasury 32.46% Federal National Mortgage Association Agency 14.99% Federal Home Loan Bank Agency 9.22% Federal Home Loan Mortgage Corp Agency 7.84% Intl Bank Recon and Development Supranational 2.65% Inter-American Dev Bank Supranational 2.37% Federal Farm Credit Bank Agency 2.27% Honda ABS ABS 1.58% US Bancorp Corporate 1.57% Toronto Dominion Holdings Corporate 1.39% Royal Bank of Canada Corporate 1.36% JP Morgan Chase&Co Corporate 1.29% Nissan ABS ABS 1.20% Apple Inc Corporate 1.17% Bank of America Corp Corporate 1.14% Charles Schwab Corp/The Corporate 1.14% Berkshire Hathaway Corporate 1.10% Chubb Corporation Corporate 1.04% John Deere ABS ABS 1.04% PNC Financial Services Group Corporate 1.03% ChevronTexaco Corp Corporate 1.01% IBM Corp Corporate 0.97% International Finance Corp Supranational 0.88% Intel Corp Corporate 0.87% Bank of New York Corporate 0.84% Honeywell Corp Corporate 0.83% Honda Motor Corporation Corporate 0.71% Wal-Mart Stores Corporate 0.68% Toyota ABS ABS 0.54% General Dynamics Corp Corporate 0.52% Wells Fargo Corp Corporate 0.50% Microsoft Corporate 0.49% Oracle Corp Corporate 0.49% Exxon Mobil Corp Corporate 0.48% Morgan Stanley Corporate 0.47% Merck&Company Corporate 0.34% Mercedes-Benz Auto Lease Trust ABS 0.33% New York City Transitional Finance Authority Municipal Bonds 0.23% 19 Q11 Table of Contents Iissuers As of September 30, 2020 Orange County Sanitation District Long Term —Account #10268 Issue Name Investment Type %Portfolio Deere&Company Corporate 0.22% BlackRock Inc/New York Corporate 0.18% Federal National Mortgage Association Mortgage Pass Thru 0.15% First American Govt Obligation Fund Class-Z Money Market Fund FI 0.15% Federal Home Loan Mortgage Corp CMO 0.11% University of California Municipal Bonds 0.07% Federal National Mortgage Association CMO 0.02% AMRESCO Residental Securities Corp CMO 0.02% GNMA Mortgage Pass Thru 0.02% SLM Corp ABS 0.00% Small Business Administration ABS 0.00% Federal Home Loan Mortgage Corp Mortgage Pass Thru 0.00% TOTAL 100.00% 20 Q1 Table of Contents Quality Distribution As of September 30, 2020 Orange County Sanitation District Long Term September 30, 2020 vs.June 30, 2020 80.0% 70.0% 60.0% 50.0% 40.0% 30.0% 20.0% 10.0% 0.0% ■ AAA AA A <A NR ■9/30/2020 ■6/30/2020 09/30/20 7.9% 72.5% 13.0% 1.0% 5.7% 06/30/20 10.1% 68.5% 14.9% 0.5% 6.0% Source:S&P Ratings 21 C11% Table of Contents Quality Distribution As of September 30, 2020 Orange County Sanitation District Long Term September 30, 2020 vs.June 30, 2020 90.0% 80.0% 70.0% 60.0% 50.0% 40.0% 30.0% 20.0% 10.0% 0.0% AAA AA A <A NR ■9/30/2020 ■6/30/2020 09/30/20 77.5% 6.3% 15.3% 0.0% 0.9% 06/30/20 72.4% 6.3% 16.8% 0.0% 4.5% Source:Moody's Ratings 22 C111 Table of Contents IDuration Distribution As of September 30, 2020 Orange County Sanitation District Long Term Portfolio Compared to the Benchmark as of September 30, 2020 35.0% 30.0% 25.0% 20.0% 15.0% 10.0% 5.0% o 0.0/ 0-0.25 0.25-0.50 0.50- 1 1-2 2-3 3 -4 4-5 5+ ■Orange County Sanitation District Long Term ■ICE BAML 1-5 Yr US Corp/Govt Rated AAA-A Index Portfolio 4.1% 8.0% 6.7% 17.9% 21.9% 24.2% 17.1% 0.0% Benchmark* 0.3% 0.1% 1.7% 32.4% 28.7% 20.0% 16.8% 0.0% `ICE BAML 1-5 Vr US Corp/Govt Rated AAA-A Index The duration of the portfolio was close to unchanged, currently 2.52 compared to 2.55 at the end of the prior quarter. Monetary policy is poised to stay highly accommodative over an intermediate time horizon and the Chandler team anticipates keeping the duration close to the benchmark in coming quarters. 23 C�„ Table of Contents IInvestment Performance As of September 30, 2020 Orange County Sanitation District Long Term Total Rate of Return Annualized Since Inception 11/30/2014 6.00% 5.00% 4.00% 3.00% 2.00% 1.00% 0.00% 12 months 2 years 3 years 5 years 10 years Since Inception ■Orange County Sanitation District Long Term ■ICE BAML 1-5 Yr US Corp/Govt Rated AAA-A Index Annualized TOTAL RATE OF RETURN 3 months 12 months 2 years 3 years 5 years 10 years Since Inception Orange County Sanitation District Long Term 0.29% 4.67% 5.09% 3.35% 2.51% N/A 2.32% ICE BAML 1-5 Yr US Corp/Govt Rated AAA-A Index 0.24% 4.73% 5.26% 3.34% 2.41% N/A 2.29% Total rate of return: A measure of a portfolio's performance over time. It is the internal rate of return, which equates the beginning value of the portfolio with the ending value; it includes interest earnings, realized and unrealized gains and losses in the portfolio. 24 Q1 Table of Contents Icompliance As of September 30, 2020 Orange County Sanitation District Liquid Assets managed by Chandler Asset Management are in full compliance with state law and with the investment policy Category Standard Comment Treasury Issues 10%minimum; 1 year max maturity Complies U.S.Agencies 20%max per agency of the U.S.Government,which does not provide the full faith and credit of the U.S.government;1 year max maturity Complies "AA"rated or better by a NRSRO; 30%maximum; 1 year max maturity;U.S.dollar denominated senior unsecured unsubordinated obligations issued or Supranational Obligations unconditionally guaranteed by the International Bank for Reconstruction and Development("IBRD"),the International Finance Corporation("IFC")or the Inter- Complies American Development Bank("IADB") "A"rated or better long term debt by a NRSRO; 30%maximum;5%max issuer; 1 year max maturity; Issued by corporations organized and operating within the Corporate Medium Term Notes Complies U.S.or issued by depository institutions licensed by the U.S.or any state and operating within the U.S. Municipal Securities "A"rated or higher by a NRSRO; Taxable or tax-exempt municipal bonds issued by any of the 50 states;10%maximum; 5%max issuer; 1 year max maturity Complies Mortgage-Backed Securities/Collateralized Mortgage Obligations/Asset-Backed "AA"rated or better by a NRSRO; 20%maximum(combined MBS/CMO/ABS); 5%max issuer(except U.S.government or its agencies);1 year max maturity Complies Securities Negotiable Certificates of Deposit(NCD) "A"rated or better long term debt by a NRSRO;or"A-1"/highest short term rating by a NRSRO; 30%maximum;5%max issuer;1 year max maturity Complies Certificates of Deposit 5%max issuer;1 year max maturity; Secured/collateralized Complies Banker's Acceptances A-1 rated or highest short term rating by a NRSRO; 40%maximum; 5%max issuer;180 days max maturity Complies Commercial Paper A-1 rated or better by a NRSRO; "A"rated or better long term debt issuer by a NRSRO; Issuer is a corporation organized and operating in the U.S.with assets> Complies $500 million; 25%maximum; 5%max issuer; 10%max of the outstanding commercial paper of any single issuer;270 days max maturity Mutual Fund&Money Market Mutual Highest rating or"AAA"rated by two NRSROs;SEC registered adviser with AUM>$500 million and experience>than 5 years;20%maximum in Mutual Funds; 10% Fund per one Mutual Fund; 20%max per issuer on Money Market Mutual Funds; 20%max of OCSD's surplus money Complies Repurchase Agreements 102%collateralization Complies Reverse Repurchase Agreements 5%maximum,90 days max maturity Complies No more than the lesser of 15%of the portfolio or the statutory maximum invested in LAIF; Not used by investment adviser;Investment of OCSD funds in LAIF shall Local Agency Investment Fund(LAIF) Complies be subject to investigation and due diligence prior to investing 15%maximum; Not used by investment adviser; Orange County Treasurer's Money Market Commingled Investment Pool; Investment of OCSD funds in OCCIP OCCI P Complies shall be subject to investigation and due diligence prior to investing Prohibited Mortgage Derivatives,which include interest-only payments(IOs)and principal-only payments(POs); Inverse floaters,and RE-REMICS(Real Estate Mortgage Complies Investment Conduits) Avg Duration Not to exceed 180 days Complies Max Per Holding 5%max of the total debt outstanding of any issuer per individual holding Complies Max Per Issuer 5%max per issuer(except Supranationals,U.S.Government,Agencies,Mutual Fund) Complies Maximum Maturity 1 year maximum maturity Complies 25 c�„ Table of Contents Portfolio Characteristics As of September 30, 2020 Orange County Sanitation District Liquid Benchmark* Portfolio Portfolio Average Maturity(yrs) 0.16 0.32 0.35 Average Modified Duration 0.16 0.32 0.35 Average Purchase Yield n/a 0.17% 0.48% Average Market Yield 0.10% 0.17% 0.18% Average Quality" AAA AAA/Aaa AAA/Aaa Total Market Value 128,667,549 178,600,244 *ICE BAML 3-Month US Treasury Bill Index **Benchmark is a blended rating of S&P,Moody's, and Fitch. Portfolio is S&P and Moody's respectively. Multiple securities were purchased across the Treasury, Commercial Paper and Corporate sectors of the market to keep the portfolio structure consistent with Chandler's objectives for the strategy. The purchased securities ranged in maturity from November 2020 to July 2021. One security was called, many matured and $50 million was withdrawn from the portfolio during the quarter. 26 C1, Table of Contents ISector Distribution As of September 30, 2020 Orange County Sanitation District Liquid September 30, 2020 June 30, 2020 Commercial Paper 1.2% Agency Agency 9.90° 13.0% Corporate Corporate 7.4% 4.4% Money Market Money Market Fund FI Fund FI 2.0% 2.3 Negotiable CD Negotiable CD 0.8% 1.2 Supranational Supranational 3.4% 0.8 US Treasury 77 3% US Treasury 76.3 The sector allocation was stable despite the $50 million withdrawal out of the portfolio. Exposure to the Agency sector remains low with short maturity discount notes not offering much in the way of relative value compared to the Treasury sector. 27 C111 Table of Contents IIssuers As of September 30, 2020 Orange County Sanitation District Liquid —Account #10282 Issue Name Investment Type %Portfolio Government of United States US Treasury 77.29% Federal Home Loan Bank Agency 9.95% First American Govt Obligation Fund Class-Z Money Market Fund FI 2.27% Toronto Dominion Holdings Corporate 1.38% Toyota Motor Corp Corporate 1.20% Royal Bank of Canada Negotiable CD 1.17% Toyota Motor Corp Commercial Paper 1.17% Charles Schwab Corp/The Corporate 1.11% Apple Inc Corporate 0.92% JP Morgan Chase&Co Corporate 0.92% Intl Bank Recon and Development Supranational 0.79% Kimberly-Clark Corporate 0.59% Paccar Financial Corporate 0.47% Chubb Corporation Corporate 0.39% Visa Inc Corporate 0.39% TOTAL 100.00% 28 Q11 Table of Contents Quality Distribution As of September 30, 2020 Orange County Sanitation District Liquid September 30, 2020 vs.June 30, 2020 90.0% 80.0% 70.0% 60.0% 50.0% 40.0% 30.0% 20.0% 10.0% 0.0% AAA AA A <A NR ■9/30/2020 16/30/2020 09/30/20 83.9% 11.4% 4.7% 0.0% 0.0% 06/30/20 74.7% 22.6% 2.7% 0.0% 0.0% Source:S&P Ratings 29 C11% Table of Contents Quality Distribution As of September 30, 2020 Orange County Sanitation District Liquid September 30, 2020 vs.June 30, 2020 120.0% 100.0% 80.0% 60.0% 40.0% 20.0% 0.0% AAA AA A <A NR ■9/30/2020 16/30/2020 09/30/20 92.6% 2.7% 4.7% 0.0% 0.0% 06/30/20 95.6% 1.7% 2.7% 0.0% 0.0% Source:Moody's Ratings 30 C11% Table of Contents IDuration Distribution As of September 30, 2020 Orange County Sanitation District Liquid Portfolio Compared to the Benchmark as of September 30, 2020 120.0% 100.0% 80.0% 60.0% 40.0% 20.0% 0.0% ■ 0-0.25 0.25-0.50 0.50- 1 1 - 1.5 1.5 - 2 2- 2.5 2.5-3 3+ ■Orange County Sanitation District Liquid ■ICE BAML 3-Month US Treasury Bill Index Portfolio 25.6% 61.7% 12.7% 0.0% 0.0% 0.0% 0.0% 0.0% Benchmark* 100.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% *ICE BAML 3-Month US Treasury Bill Index The duration of the portfolio was relatively stable, contracting to 0.32 years compared to 0.35 years at the end of the prior quarter. The Chandler team will continue to invest the portfolio consistent with the forecasted liquidity needs of the district. 31 C�„ Table of Contents IInvestment Performance As of September 30, 2020 Orange County Sanitation District Liquid Total Rate of Return Annualized Since Inception 11/30/2014 2.50% 2.00% 1.50% 1.00% 0.50% 0.00% 12 months 2 years 3 years 5 years 10 years Since Inception ■Orange County Sanitation District Liquid ■ICE BAML 3-Month US Treasury Bill Index Annualized TOTAL RATE OF RETURN 3 months 12 months 2 years 3 years 5 years 10 years Since Inception Orange County Sanitation District Liquid 0.04% 1.34% 1.92% 1.82% 1.32% N/A 1.16% ICE BAML 3-Month US Treasury Bill Index 0.04% 1.10% 1.74% 1.69% 1.20% N/A 1.03% Total rate of return: A measure of a portfolio's performance over time. It is the internal rate of return, which equates the beginning value of the portfolio with the ending value; it includes interest earnings, realized and unrealized gains and losses in the portfolio. 32 C& Table of Contents Icompliance As of September 30, 2020 OCSD Lehman Exposure Assets managed by Chandler Asset Management are in full compliance with state law and with the investment policy Category Standard Comment Treasury Issues 5 years maximum maturity Complies Supranational "AA"or better by 1 of 3 NRSROs; 30%maximum; 5%max; 5 years maturity; Includes only: IADB,IBRD,and IFC per CGC Complies U.S.Agencies 20%max issuer; 5 years maximum maturity Complies U.S.Corporate(MTNs) "A"or better long term rating by 1 of 3 NRSROs; 30%maximum;5%max issuer; 5 years max maturity Complies* Municipal Securities "A"or higher by 1 of 3 NRSROS;10%maximum; 5%max issuer; 5 years maximum maturity Complies "AA"or better by 1 of 3 NRSROs; "A"or higher issuer rating by 1 of 3 NRSROs; 20%maximum; 5%max issuer(excluding MBS/govt agency);5 years max Asset Backed/CMOs/Mortgage-backed Complies maturity "A"or better on its long term debt by 1 of 3 NRSROs; "A1/P1"or highest short term ratings by 1 of 3 NRSROs; 30%maximum;5%max issuer; 5 years max Negotiable CDs Complies maturity CDs/TDS 5%max issuer; 5 years max maturity Complies Banker's Acceptances A-1,or equivalent highest short term rating by 1 of 3 NRSROS; 40%maximum; 5%max issuer;180 days max maturity Complies Commercial Paper A-1,or equivalent by 1 of 3 NRSROS; "A"or better by 1 of 3 NRSROs,if long term debt issued; 25%maximum; 5%max issuer; 270 days max maturity Complies Money Market Fund Highest rating by 2 of 3 NRSROs; 20%maximum;10%max issuer Complies Repurchase Agreements 102%collateralization Complies Reverse Repurchase Agreements 5%maximum,90 days max maturity Complies LAIF Not used by investment adviser Complies Avg Duration Not to exceed 60 months - (80%to 120%of the benchmark) Complies Maximum Maturity 5 years maximum maturity Complies *Account holds$2 million face value(cusip 525ESCOY6)and$600,000 face value(cusip 525ESC1B7)of defaulted Lehman Bros Holdings that were purchased by the previous manager. Complied at time of purchase. 33 C�„ Table of Contents IPortfolio Characteristics As of September 30, 2020 OCSD Lehman Exposure 6/30/2020 Portfolio Portfolio 9/30/2020 Average Maturity(yrs) 12.32 12.07 Modified Duration 0.00 0.00 Average Purchase Yield 0.00% 0.00% Average Market Yield 0.00% 0.00% Average Quality* NR/NR NR/NR Total Market Value 56,821 54,741 *Portfolio is S&P and Moody's, respectively. 34 Q11 Table of Contents Section 3 Consolidated Information c Table of Contents Portfolio Characteristics As of September 30, 2020 Orange County Sanitation District Consolidated Portfolio Portfolio Average Maturity(yrs) 2.33 2.24 Modified Duration 2.15 2.06 Average Purchase Yield 1.65% 1.68% Average Market Yield 0.24% 0.30% Average Quality* AA+/Aa1 AA+/Aa1 Total Market Value 753,941,979 801,946,074 *Portfolio is S&P and Moody's respectively. 36 C11% Table of Contents ISector Distribution As of September 30, 2020 Orange County Sanitation District Consolidated September 30, 2020 June 30, 2020 Commercial Paper ABS 0.2% 3.9% ABS 3.7% Agency 26.3% US Treasury US Treasury 40.1% Agency 43.6% 30.2% Supranational Supranational 5.4% 5.0% / CIVIC) CIVIC) Negotiable CD 0.1% Negotiable CD 0.1% 0.2% , 0.2% Corporate Corporate 19.4% Municipal Bonds 19.1% Municipal Bonds Mortgage Pass Money Market 0.2% Mortgage Pass Money Market 0.2% Mortgage Fund FI Thru Fund FI 0.1% 0.5% 0.1% 1.3% 37 C11% Table of Contents Section 4 Portfolio Holdings C Table of Contents Holdings Report As of September 30, 2020 Orange County Sanitation District Long Term - Account #10268 CUSIP Security Description Par Value/Units Purchase Date Cost Value Mkt Price Market Value %of Port. Moody/S&P Maturity Book Yield Book Value Mkt YTM Accrued Int. Gain/Loss Fitch Duration ABS 83162CUO Small Business Administration 2001-20C 1 2,984.86 03/06/2001 2,984.86 101.10 3,017.60 0.00% Aaa/AA+ 0.42 6.340% Due 03/01/2021 6.34% 2,984.86 3.39% 15.77 32.74 AAA 0.40 43814PAC4 Honda Auto Receivables Trust 2017-3 A3 320,898.64 06/28/2018 315,809.39 100.17 321,437.69 0.05% NR/AAA 0.97 1.790% Due 09/20/2021 2.78% 319,370.57 0.32% 207.43 2,067.12 AAA 0.11 43814WAB1 Honda Auto Receivables Trust 2019-1 A2 706,874.28 02/19/2019 706,828.76 100.25 708,620.57 0.11% NR/AAA 0.97 2.750% Due 09/20/2021 2.77% 706,857.06 0.10% 701.97 1,763.51 AAA 0.09 47788BAD6 John Deere Owner Trust 2017-B A3 19,300.21 07/11/2017 19,298.80 100.05 19,310.78 0.00% Aaa/NR 1.04 1.820% Due 10/15/2021 1.83% 19,299.87 0.15% 15.61 10.91 AAA 0.03 65478GAD2 Nissan Auto Receivables Trust 2017-B A3 292,650.58 11/06/2018 288,112.21 100.16 293,129.91 0.05% Aaa/NR 1.04 1.750% Due 10/15/2021 3.10% 291,046.06 0.09% 227.62 2,083.85 AAA 0.10 89239AAB9 Toyota Auto Receivables Trust 2019-A A2A 430,940.84 02/05/2019 430,901.72 100.22 431,892.62 0.07% Aaa/AAA 1.04 2.830% Due 10/15/2021 2.85% 430,925.63 0.12% 542.03 966.99 NR 0.08 47789JAB2 John Deere Owner Trust 2019-AA2 419,926.33 03/05/2019 419,907.19 100.19 420,736.78 0.07% Aaa/NR 1.21 2.850% Due 12/15/2021 2.87% 419,917.98 0.10% 531.91 818.80 AAA 0.07 43815NABO Honda Auto Receivables Trust 2019-3 A2 2,182,158.82 08/20/2019 2,182,006.07 100.57 2,194,498.75 0.35% Aaa/AAA 1.54 1.900% Due 04/15/2022 1.92% 2,182,108.67 0.24% 1,842.71 12,390.08 NR 0.34 47788CAC6 John Deere Owner Trust 2018-AA3 391,673.18 02/21/2018 391,645.02 100.55 393,815.84 0.06% Aaa/NR 1.55 2.660% Due 04/18/2022 2.68% 391,662.66 0.35% 463.04 2,153.18 AAA 0.24 477870AB5 John Deere Owner Trust 2019-B A2 1,242,530.55 07/16/2019 1,242,525.83 100.49 1,248,562.69 0.20% Aaa/NR 1.62 2.280% Due 05/16/2022 2.29% 1,242,527.83 0.22% 1,259.10 6,034.86 AAA 0.24 43814LIAG4 Honda Auto Receivables Trust 2018-2 A3 937,656.48 05/22/2018 937,636.04 101.14 948,352.28 0.15% NR/AAA 1.63 3.010% Due 05/18/2022 3.03% 937,648.10 0.28% 1,019.18 10,704.18 AAA 0.42 43815HAC1 Honda Auto Receivables Trust 2018-3 A3 2,445,741.84 08/21/2018 2,445,406.29 101.31 2,477,836.89 0.40% Aaa/NR 1.89 2.950% Due 08/22/2022 2.98% 2,445,582.71 0.39% 2,004.15 32,254.18 AAA 0.51 47788EAC2 John Deere Owner Trust 2018-B A3 2,901,661.29 07/18/2018 2,901,441.35 101.39 2,942,116.14 0.47% Aaa/NR 2.13 3.080% Due 11/15/2022 3.10% 2,901,553.00 0.10% 3,972.05 40,563.14 AAA 0.47 58770FAC6 Mercedes Benz Auto Lease Trust 2020-A A3 2,050,000.00 01/21/2020 2,049,729.81 101.63 2,083,380.15 0.33% Aaa/AAA 2.21 1.840% Due 12/15/2022 1.85% 2,049,793.05 0.54% 1,676.44 33,587.10 NR 1.24 65479GAD1 Nissan Auto Receivables Trust 2018-B A3 2,845,516.98 07/17/2018 2,845,424.79 101.68 2,893,429.65 0.46% Aaa/AAA 2.45 3.060% Due 03/15/2023 3.08% 2,845,481.41 0.40% 3,869.90 47,948.24 NR 0.63 78445JAA5 SLIM Student Loan Trust 2008-9 A 11,225.80 08/22/2008 11,180.25 98.14 11,016.64 0.00% Baa3/B 2.57 1.747% Due 04/25/2023 1.81% 11,217.84 2.44% 37.04 (201.20) B 2.58 65479JAD5 Nissan Auto Receivables Owner 2019-CA3 4,185,000.00 10/16/2019 4,184,779.03 102.47 4,288,356.95 0.69% Aaa/AAA 3.79 1.930% Due 07/15/2024 1.94% 4,184,823.04 0.43% 3,589.80 103,533.91 NR 1.62 39 Q1 Table of Contents Holdings Report As of September 30, 2020 Orange County Sanitation District Long Term - Account #10268 CUSIP Security Description Par Value/Units Purchase Date Cost Value Mkt Price Market Value %of Port. Moody/S&P Maturity Book Yield Book Value Mkt YTM Accrued Int. Gain/Loss Fitch Duration 89237VA135 Toyota Auto Receivables Trust 2020-C A3 2,960,000.00 07/21/2020 2,959,772.08 100.23 2,966,751.76 0.47% Aaa/AAA 4.04 0.440% Due 10/15/2024 0.44% 2,959,781.84 0.32% 578.84 6,969.92 NR 1.89 43813KAC6 Honda Auto Receivables Trust 2020-3 A3 3,235,000.00 09/22/2020 3,234,524.78 100.01 3,235,336.44 0.52% NR/AAA 4.05 0.370% Due 10/18/2024 0.38% 3,234,525.61 0.37% 66.50 810.83 AAA 2.17 47787NAC3 John Deere Owner Trust 2020-B A3 1,480,000.00 07/14/2020 1,479,774.45 100.26 1,483,840.60 0.24% Aaa/NR 4.13 0.510% Due 11/15/2024 0.52% 1,479,787.04 0.39% 335.47 4,053.56 AAA 2.16 29,049,688.72 29,365,440.73 4.70% Aaa/AAA 2.72 TOTAL ABS 29,061,740.68 1.98% 29,056,894.83 0.33% 22,956.56 308,S4S.90 Aaa 1.08 Agency ' 3137EAEK1 FHLMC Note 5,000,000.00 Various 4,986,225.00 100.23 5,011,435.00 0.81% Aaa/AA+ 0.13 1.875% Due 11/17/2020 1.97% 4,999,398.35 0.12% 34,895.83 12,036.65 AAA 0.13 3135GOF73 FNMA Note 7,500,000.00 Various 7,370,726.00 100.23 7,517,145.00 1.21% Aaa/AA+ 0.17 1.500% Due 11/30/2020 1.87% 7,495,716.03 0.13% 37,812.50 21,428.97 AAA 0.17 3137EAEL9 FHLMC Note 7,500,000.00 02/26/2018 7,484,475.00 100.84 7,562,812.50 1.21% Aaa/AA+ 0.38 2.375% Due 02/16/2021 2.45% 7,498,025.39 0.16% 22,265.63 64,787.11 AAA 0.38 313OA7CV5 FHLB Note 5,365,000.00 02/17/2016 5,343,325.40 100.47 5,390,167.22 0.86% Aaa/AA+ 0.39 1.375% Due 02/18/2021 1.46% 5,363,339.11 0.15% 8,811.27 26,828.11 AAA 0.38 3135GOJ20 FNMA Note 10,000,000.00 Various 10,040,950.00 100.50 10,049,960.00 1.61% Aaa/AA+ 0.41 1.375% Due 02/26/2021 1.28% 10,003,616.54 0.14% 13,368.06 46,343.46 AAA 0.41 313379RB7 FHLB Note 4,000,000.00 08/30/2017 4,030,160.00 101.21 4,048,556.00 0.65% Aaa/AA+ 0.70 1.875% Due 06/11/2021 1.67% 4,005,529.33 0.13% 22,916.67 43,026.67 AAA 0.69 3135GOU35 FNMA Note 7,500,000.00 06/28/2018 7,515,225.00 101.89 7,641,577.50 1.23% Aaa/AA+ 0.73 2.750% Due 06/22/2021 2.68% 7,503,690.91 0.15% 56,718.75 137,886.59 AAA 0.72 3135GOS38 FNMA Note 3,000,000.00 01/30/2017 2,994,570.00 102.38 3,071,517.00 0.49% Aaa/AA+ 1.27 2.000% Due 01/05/2022 2.04% 2,998,609.32 0.11% 14,333.33 72,907.68 AAA 1.25 3135GOT45 FNMA Note 5,000,000.00 05/05/2017 4,972,500.00 102.63 5,131,670.00 0.83% Aaa/AA+ 1.51 1.875% Due 04/05/2022 1.99% 4,991,549.08 0.13% 45,833.33 140,120.92 AAA 1.49 3133ELYR9 FFCB Note 8,850,000.00 04/30/2020 8,838,760.50 100.15 8,863,646.70 1.42% Aaa/AA+ 1.60 0.250% Due 05/06/2022 0.31% 8,841,039.19 0.15% 8,911.46 22,607.51 AAA 1.60 3135GOT94 FNMA Note 5,000,000.00 Various 4,910,990.00 104.91 5,245,265.00 0.84% Aaa/AA+ 2.30 2.375% Due 01/19/2023 2.78% 4,957,093.76 0.24% 23,750.00 288,171.24 AAA 2.24 313383QR5 FHLB Note 5,000,000.00 08/28/2018 5,083,350.00 108.05 5,402,260.00 0.87% Aaa/AA+ 2.69 3.250% Due 06/09/2023 2.87% 5,046,857.51 0.25% 50,555.56 355,402.49 NR 2.58 3137EAEN5 FHLMC Note 10,000,000.00 Various 9,956,500.00 106.76 10,676,010.00 1.72% Aaa/AA+ 2.72 2.750% Due 06/19/2023 2.84% 9,976,102.86 0.25% 77,916.66 699,907.14 AAA 2.62 40 Q1 Table of Contents Holdings Report As of September 30, 2020 Orange County Sanitation District Long Term - Account #10268 Purchase Date Cost Value Mkt Price Market Value %of Port. Moody/S&P Maturity CUSIP Security Description Par Value/Units Book Yield Book Value Mkt YTIVI Accrued Int. Gain/Loss Fitch Duration 3135GO5G4 FNMA Note 6,775,000.00 07/08/2020 6,760,433.75 99.98 6,773,604.35 1.08% Aaa/AA+ 2.78 0.250% Due 07/10/2023 0.32% 6,761,537.86 0.26% 3,810.94 12,066.49 AAA 2.76 313383YJ4 FHLB Note 10,000,000.00 Various 10,211,831.00 109.15 10,914,960.00 1.75% Aaa/AA+ 2.94 3.375% Due 09/08/2023 2.88% 10,133,634.21 0.25% 21,562.50 781,325.79 NR 2.82 3130AOF70 FHLB Note 10,000,000.00 Various 10,269,043.75 109.84 10,984,000.00 1.77% Aaa/AA+ 3.19 3.375% Due 12/08/2023 2.79% 10,173,641.79 0.27% 105,937.50 810,358.21 AAA 3.03 3135GOV34 FNMA Note 5,000,000.00 02/27/2019 4,980,850.00 107.50 5,375,215.00 0.86% Aaa/AA+ 3.35 2.500% Due 02/05/2024 2.58% 4,987,020.91 0.25% 19,444.44 388,194.09 AAA 3.22 3130A1XJ2 FHLB Note 11,110,000.00 Various 11,589,031.30 109.68 12,185,003.60 1.96% Aaa/AA+ 3.71 2.875% Due 06/14/2024 1.96% 11,465,261.74 0.25% 94,936.49 719,741.86 NR 3.52 3133EKWV4 FFCB Note 5,000,000.00 08/13/2019 5,048,280.00 105.97 5,298,500.00 0.85% Aaa/AA+ 3.82 1.850% Due 07/26/2024 1.65% 5,037,224.73 0.28% 16,701.39 261,275.27 AAA 3.70 313OA2UW4 FHLB Note 2,500,000.00 09/12/2019 2,635,950.00 110.56 2,763,970.00 0.44% Aaa/AA+ 3.96 2.875% Due 09/13/2024 1.73% 2,607,375.94 0.19% 3,593.75 156,594.06 AAA 3.77 3135GOX24 FNMA Note 10,000,000.00 Various 10,157,936.40 105.38 10,537,730.00 1.69% Aaa/AA+ 4.27 1.625% Due 01/07/2025 1.28% 10,141,286.64 0.35% 37,916.66 396,443.36 AAA 4.12 3137EAEPO FHLMC Note 12,335,000.00 Various 12,510,182.05 104.96 12,946,532.30 2.07% Aaa/NR 4.37 1.500% Due 02/12/2025 1.20% 12,489,848.00 0.35% 25,183.96 456,684.30 AAA 4.23 313OA4CH3 FHLB Note 5,225,000.00 03/19/2020 5,526,848.25 108.54 5,671,162.75 0.91% Aaa/AA+ 4.45 2.375% Due 03/14/2025 1.18% 5,494,507.37 0.44% 5,859.98 176,655.38 AAA 4.25 3135GO3U5 FNMA Note 14,000,000.00 Various 13,996,711.60 101.35 14,189,672.00 2.28% Aaa/AA+ 4.56 0.625% Due 04/22/2025 0.63% 13,997,037.17 0.33% 38,159.72 192,634.83 AAA 4.48 3135GO4Z3 FNMA Note 9,905,000.00 06/17/2020 9,884,496.65 100.46 9,950,671.96 1.59% Aaa/AA+ 4.72 0.500% Due 06/17/2025 0.54% 9,885,665.70 0.40% 14,032.08 65,006.26 AAA 4.65 3137EAEU9 FHLMC Note 5,030,000.00 07/21/2020 5,004,950.60 100.02 5,030,824.92 0.81% Aaa/AA+ 4.81 0.375% Due 07/21/2025 0.48% 5,005,911.93 0.37% 3,562.92 24,912.99 AAA 4.76 3135GO5X7 FNMA Note 7,945,000.00 08/25/2020 7,907,817.40 99.68 7,919,965.31 1.27% Aaa/AA+ 4.90 0.375% Due 08/25/2025 0.47% 7,908,530.88 0.44% 2,813.85 11,434.43 AAA 4.85 3137EAEX3 FHLMC Note 7,660,000.00 09/23/2020 7,636,943.40 99.67 7,634,744.98 1.22% Aaa/AA+ 4.98 0.375% Due 09/23/2025 0.44% 7,637,019.24 0.44% 478.75 (2,274.26) AAA 4.93 207,649,063.05 213,788,579.09 34.32% Aaa/AA+ 2.90 TOTAL Agency 206,200,000.00 1.62% 207,406,071.49 0.26% 812,083.98 6,382,507.60 Aaa 2.82 CMO 03215PFN4 AMRESCO Residential Securities 1999-1 A 119,021.64 05/20/2011 89,377.81 95.53 113,697.80 0.02% NR/A+ 8.74 1.086% Due 06/25/2029 4.55% 104,713.46 1.78% 21.55 8,984.34 BBB 7.22 41 C& Table of Contents Holdings Report As of September 30, 2020 Orange County Sanitation District Long Term - Account #10268 Purchase Date Cost Value Mkt Price Market Value %of Port. Moody/S&P Maturity CUSIP Security Description Par Value/Units Book Yield Book Value Mkt YTM Accrued Int. Gain/Loss Fitch Duration 3133TCE95 FHLMC FSPC E3 A 4,760.35 03/11/1998 4,765.34 100.89 4,802.48 0.00% Aaa/AA+ 11.88 3.985% Due 08/15/2032 3.95% 4,762.08 2.32% 15.81 40.40 AAA 3.13 31397QREO FNMA FNR 2011-3 FA 146,233.86 12/20/2010 146,188.17 101.60 148,576.53 0.02% Aaa/AA+ 20.42 0.826% Due 02/25/2041 0.83% 146,202.87 0.45% 20.13 2,373.66 AAA 4.19 31394JY35 FHLMC FSPC T-58 2A 585,676.61 06/09/2011 663,278.76 119.36 699,057.74 0.11% Aaa/AA+ 23.00 6.500% Due 09/25/2043 5.40% 640,921.50 0.10% 634.48 58,136.24 AAA 1.70 903,610.08 966,134.55 0.15% Aaa/AA+ 20.87 TOTAL CMO 855,692.46 4.59% 896,599.91 0.36% 691.97 69,534.64 Aaa 2.74 Corporate 0378331358 Apple Inc Callable Note Cont 1/23/2021 4,000,000.00 05/23/2016 4,050,840.00 100.70 4,028,140.00 0.65% Aa1/AA+ 0.40 2.250% Due 02/23/2021 1.96% 4,003,403.26 0.01% 9,500.00 24,736.74 NR 0.31 30231GAV4 Exxon Mobil Corp Callable Note Cont 2/1/2021 3,000,000.00 Various 3,016,097.40 100.66 3,019,833.01 0.48% Aa1/AA 0.42 2.222% Due 03/01/2021 2.10% 3,001,397.76 0.64% 5,555.01 18,435.25 NR 0.42 369550BE7 General Dynamics Corp Note 3,160,000.00 05/08/2018 3,138,038.00 101.67 3,212,790.96 0.52% A2/A 0.61 3.000% Due 05/11/2021 3.24% 3,155,551.49 0.27% 36,866.67 57,239.47 NR 0.61 166764BG4 Chevron Corp Callable Note Cont 4/15/2021 2,500,000.00 05/20/2016 2,485,350.00 101.02 2,525,437.50 0.41% Aa2/AA 0.62 2.100% Due 05/16/2021 2.23% 2,498,169.76 0.22% 19,687.50 27,267.74 NR 0.54 61747WAL3 Morgan Stanley Note 2,800,000.00 06/06/2014 3,200,848.00 104.19 2,917,191.20 0.47% A3/BBB+ 0.82 5.500% Due 07/28/2021 3.24% 2,846,180.65 0.43% 26,950.00 71,010.55 A 0.81 594918BP8 Microsoft Callable Note Cont 7/8/2021 3,045,000.00 Various 3,041,385.15 101.08 3,077,879.91 0.49% Aaa/AAA 0.85 1.550% Due 08/08/2021 1.57% 3,044,384.33 0.15% 6,948.52 33,495.58 AA+ 0.77 68389XBKO Oracle Corp Callable Note Cont 8/15/2021 3,000,000.00 06/28/2018 2,892,240.00 101.42 3,042,747.00 0.49% A3/A 0.96 1.900% Due 09/15/2021 3.08% 2,967,965.72 0.27% 2,533.33 74,781.28 A- 0.87 06406RAA5 Bank of NY Mellon Corp Callable Note Cont 1/7/2022 2,500,000.00 02/08/2017 2,504,475.00 102.90 2,572,412.50 0.41% Al/A 1.36 2.600% Due 02/07/2022 2.56% 2,501,158.15 0.31% 9,750.00 71,254.35 AA- 1.25 69353RFB9 PNC Bank Callable Note Cont 1/18/2022 1,000,000.00 03/26/2018 974,940.00 103.03 1,030,288.00 0.17% A2/A 1.38 2.625% Due 02/17/2022 3.32% 991,117.97 0.29% 3,208.33 39,170.03 A+ 1.28 084664BT7 Berkshire Hathaway Note 4,000,000.00 05/23/2017 4,131,120.00 104.27 4,170,968.00 0.67% Aa2/AA 1.62 3.000% Due 05/15/2022 2.30% 4,042,695.27 0.36% 45,333.33 128,272.73 A+ 1.58 95000U2138 Wells Fargo&Company Note 3,000,000.00 Various 2,954,520.00 103.68 3,110,394.00 0.50% A2/BBB+ 1.81 2.625% Due 07/22/2022 2.99% 2,981,719.49 0.58% 15,093.76 128,674.51 A+ 1.77 00440EAUl Chubb INA Holdings Inc Callable Note Cont 9/3/2022 4,169,000.00 Various 4,232,453.17 104.60 4,360,874.06 0.71% A3/A 2.09 2.875% Due 11/03/2022 2.54% 4,194,358.52 0.47% 49,275.26 166,515.54 A 1.86 42 Q1 Table of Contents Holdings Report As of September 30, 2020 Orange County Sanitation District Long Term - Account #10268 CUSIP Security Description Par Value/Units Purchase Date Cost Value Mkt:Price Market Value %of Port. Moody/S&P Maturity Book Yield Book Value Mkt:YTM Accrued Int. Gain/Loss Fitch Duration 90331HNL3 US Bank NA Callable Note Cont 12/23/2022 2,000,000.00 01/29/2018 1,992,640.00 105.47 2,109,356.00 0.34% Al/AA- 2.32 2.850% Due O1/23/2023 2.93% 1,996,583.15 0.39% 10,766.67 112,772.85 AA- 2.16 808513AT2 Charles Schwab Corp Callable Note Cont 12/25/2022 6,750,000.00 05/21/2019 6,729,480.00 104.85 7,077,280.50 1.14% A2/A 2.32 2.650% Due 01/25/2023 2.74% 6,737,073.78 0.47% 32,793.75 340,206.72 A 2.17 06406RAE7 Bank of NY Mellon Corp Callable Note Cont 12/29/2022 2,500,000.00 Various 2,489,555.00 105.34 2,633,425.00 0.42% Al/A 2.33 2.950% Due O1/29/2023 3.03% 2,495,550.81 0.56% 12,701.39 137,874.19 AA- 2.18 44932HAH6 IBM Credit Corp Note 5,670,000.00 Various 5,603,264.40 106.28 6,026,251.78 0.97% A2/A 2.35 3.000% Due 02/06/2023 3.26% 5,637,650.74 0.31% 25,987.50 388,601.04 NR 2.28 00440EAP2 Chubb INA Holdings Inc Note 2,000,000.00 05/24/2018 1,937,000.00 105.22 2,104,348.00 0.34% A3/A 2.45 2.700% Due 03/13/2023 3.42% 1,967,833.62 0.56% 2,700.00 136,514.38 A 2.38 084670BR8 Berkshire Hathaway Callable Note Cont 1/15/2023 2,500,000.00 04/20/2018 2,440,950.00 105.34 2,633,480.00 0.42% Aa2/AA 2.45 2.750% Due 03/15/2023 3.28% 2,470,408.87 0.41% 3,055.56 163,071.13 A+ 2.23 58933YAF2 Merck&Co Note 2,000,000.00 10/26/2018 1,948,640.00 106.62 2,132,452.00 0.34% Al/AA- 2.63 2.800% Due 05/18/2023 3.41% 1,970,346.63 0.27% 20,688.89 162,105.37 A+ 2.53 46625HRL6 JP Morgan Chase Callable Note Cont 3/18/2023 5,000,000.00 Various 4,821,910.00 105.60 5,280,125.00 0.85% A2/A- 2.63 2.700% Due 05/18/2023 3.59% 4,893,083.70 0.41% 49,875.00 387,041.30 AA- 2.38 69353RFL7 PNC Bank Callable Note Cont 5/9/2023 5,000,000.00 Various 4,993,318.05 107.48 5,373,900.00 0.87% A2/A 2.69 3.500% Due 06/08/2023 3.53% 4,996,408.38 0.61% 54,930.56 377,491.62 NR 2.49 166764AH3 Chevron Corp Callable Note Cont 3/24/2023 3,500,000.00 11/08/2018 3,441,095.00 106.86 3,740,261.00 0.60% Aa2/AA 2.73 3.191% Due 06/24/2023 3.59% 3,465,160.70 0.41% 30,092.90 275,100.30 NR 2.39 931142EK5 Wal-Mart Stores Callable Note Cont 5/26/2023 3,880,000.00 Various 3,878,991.40 108.04 4,191,858.88 0.68% Aa2/AA 2.74 3.400% Due 06/26/2023 3.41% 3,879,448.45 0.36% 34,812.22 312,410.43 AA 2.54 02665WCJ8 American Honda Finance Note 845,000.00 07/11/2018 843,538.15 107.81 911,002.95 0.15% A3/A- 2.79 3.450% Due 07/14/2023 3.49% 844,185.72 0.62% 6,235.40 66,817.23 NR 2.66 89114QC48 Toronto Dominion Bank Note 5,000,000.00 02/26/2019 5,094,200.00 108.57 5,428,370.00 0.87% Aa1/AA- 2.80 3.500% Due 07/19/2023 3.04% 5,060,036.33 0.42% 35,000.00 368,333.67 AA 2.68 02665WCQ2 American Honda Finance Note 2,000,000.00 Various 1,998,320.00 108.91 2,178,214.00 0.35% A3/A- 3.03 3.625% Due 10/10/2023 3.64% 1,998,969.64 0.65% 34,437.50 179,244.36 NR 2.85 24422EUM9 John Deere Capital Corp Note 1,250,000.00 11/28/2018 1,250,237.50 109.88 1,373,532.50 0.22% A2/A 3.03 3.650% Due 10/12/2023 3.64% 1,250,147.82 0.37% 21,418.40 123,384.68 A 2.86 06051GHF9 Bank of America Corp Callable Note 1X 3/5/2023 6,675,000.00 Various 6,770,625.75 106.50 7,108,608.00 1.14% A2/A- 3.43 3.550% Due 03/05/2024 2.77% 6,741,666.69 0.84% 17,113.96 366,941.31 A+ 2.34 09247XAL5 Blackrock Inc Note 1,000,000.00 05/09/2019 1,036,330.00 110.20 1,102,010.00 0.18% Aa3/AA- 3.47 3.500% Due 03/18/2024 2.69% 1,025,929.49 0.53% 1,263.89 76,080.51 NR 3.29 43 Q1 Table of Contents Holdings Report As of September 30, 2020 Orange County Sanitation District Long Term - Account #10268 CUSIP Security Description Par Value/Units Purchase Date Cost Value Mkt Price Market Value %of Port. Moody/S&P Maturity Book Yield Book Value Mkt YTM Accrued Int. Gain/Loss Fitch Duration 45814013D1 Intel Corp Callable Note Cont 3/11/2024 5,000,000.00 05/09/2019 5,025,900.00 108.10 5,404,905.00 0.87% Al/A+ 3.61 2.875% Due 05/11/2024 2.76% 5,018,455.95 0.50% 55,902.78 386,449.05 A+ 3.27 037833CU2 Apple Inc Callable Note Cont 3/11/2024 3,000,000.00 05/17/2019 3,017,760.00 107.90 3,237,093.00 0.52% Aal/AA+ 3.61 2.850% Due 05/11/2024 2.72% 3,012,713.17 0.53% 33,250.00 224,379.83 NR 3.27 89114QCA4 Toronto Dominion Bank Note 3,000,000.00 06/12/2019 3,000,570.00 106.99 3,209,772.00 0.52% Aa3/A 3.70 2.650% Due 06/12/2024 2.65% 3,000,421.64 0.73% 24,070.83 209,350.36 AA- 3.52 02665WCZ2 American Honda Finance Note 1,219,000.00 07/10/2019 1,213,843.63 105.82 1,289,976.28 0.21% A3/A- 3.74 2.400% Due 06/27/2024 2.49% 1,215,115.65 0.82% 7,639.07 74,860.63 NR 3.57 78013XZU5 Royal Bank of Canada Note 6,500,000.00 09/10/2019 6,581,445.00 106.98 6,953,531.00 1.12% A2/A 3.79 2.550% Due 07/16/2024 2.28% 6,563,719.55 0.68% 34,531.25 389,811.45 AA 3.62 46647PAUO JP Morgan Chase&Co Callable Note 1X 7/23/2023 2,500,000.00 09/12/2019 2,632,175.00 108.33 2,708,202.50 0.44% A2/A- 3.81 3.797% Due 07/23/2024 2.11% 2,603,755.88 0.80% 17,930.28 104,446.62 AA- 2.91 90331HPL1 US Bank NA Callable Note Cont 12/21/2024 7,270,000.00 01/16/2020 7,254,514.90 105.61 7,678,188.69 1.23% Al/AA- 4.31 2.050% Due 01/21/2025 2.10% 7,256,667.73 0.70% 28,979.03 421,520.96 AA- 4.04 438516CBO Honeywell Intl Callable Note Cont 5/1/2025 5,000,000.00 06/23/2020 5,119,000.00 103.10 5,155,170.00 0.83% A2/A 4.67 1.350% Due 06/01/2025 0.85% 5,112,415.02 0.66% 24,937.50 42,754.98 A 4.43 780151<71-11 Royal Bank of Canada Note 1,500,000.00 07/14/2020 1,515,480.00 101.40 1,520,952.00 0.24% A2/A 4.70 1.150% Due 06/10/2025 0.93% 1,514,814.10 0.85% 5,318.75 6,137.90 AA 4.55 129,253,090.50 135,631,222.22 21.83% Al/A+ 2.62 TOTAL Corporate 128,733,000.00 2.73% 128,956,665.58 0.50% 857,134.79 6,674,556.64 A+ 2.39 Money Market Fund FI 31846V567 First American Govt Obligation MMKT Class-Z 946,228.26 Various 946,228.26 1.00 946,228.26 0.15% Aaa/AAA 0.00 0.05% 946,228.26 0.05% 0.00 0.00 AAA 0.00 946,228.26 946,228.26 0.15% Aaa/AAA 0.00 TOTAL Money Market Fund FI 946,228.26 0.05% 946,228.26 0.05% 0.00 0.00 Aaa 0.00 Mortgage Pass Thru 31381PDA3 FNMA FN 466397 328,447.94 12/01/2010 321,340.15 99.96 328,322.80 0.05% Aaa/AA+ 0.09 3.400% Due 11/01/2020 3.80% 328,387.04 2.09% 217.14 (64.24) AAA 0.13 36225CAZ9 GNMA Pool#G2 80023 12,588.60 08/08/1997 12,797.07 103.75 13,061.10 0.00% Aaa/AA+ 6.22 3.030% Due 12/20/2026 2.92% 12,632.81 1.00% 31.79 428.29 AAA 2.65 36225CC20 GNMA Pool#G2 80088 9,352.02 08/11/1997 9,556.60 102.06 9,545.08 0.00% Aaa/AA+ 6.72 1.670% Due 06/20/2027 1.54% 9,398.10 0.86% 13.01 146.98 AAA 1.87 31348SWZ3 FHLMC FH 786064 1,626.74 02/18/2000 1,587.13 100.03 1,627.23 0.00% Aaa/AA+ 7.26 3.887% Due 01/01/2028 4.09% 1,616.43 1.75% 5.27 10.80 AAA 3.57 44 Q1 Table of Contents Holdings Report As of September 30, 2020 Orange County Sanitation District Long Term - Account #10268 CUSIP Security Description Par Value/Units Purchase Date Cost Value Mkt Price Market Value %of Port. Moody/S&P Maturity Book Yield Book Value Mkt YTM Accrued Int. Gain/Loss Fitch Duration 31371NUC7 FNMA FN 257179 11,104.34 12/05/2011 11,743.93 108.03 11,995.55 0.00% Aaa/AA+ 7.51 4.500% Due 04/01/2028 3.72% 11,398.52 0.74% 41.64 597.03 AAA 2.44 31417YAY3 FNMA Pool#FN MA0022 12,456.75 12/05/2011 13,174.24 108.91 13,567.18 0.00% Aaa/AA+ 8.51 4.500% Due 04/01/2029 3.76% 12,809.14 0.90% 46.71 758.04 AAA 2.67 3138EG6F6 FNMA FN AL0869 7,682.55 12/05/2011 8,125.07 108.92 8,367.81 0.00% Aaa/AA+ 8.67 4.500% Due 06/01/2029 3.77% 7,902.04 0.95% 6.72 465.77 AAA 2.71 36225CNM4 GNMA Pool#G2 80395 5,221.94 03/15/2000 5,174.58 104.28 5,445.22 0.00% Aaa/AA+ 9.56 1.670% Due 04/20/2030 1.73% 5,206.82 0.98% 7.27 238.40 AAA 3.45 36225CN28 GNMA Pool#G2 80408 37,845.23 03/15/2000 37,460.86 104.28 39,464.10 0.01% Aaa/AA+ 9.64 1.670% Due 05/20/2030 1.73% 37,721.77 0.69% 52.67 1,742.33 AAA 2.47 31403GXF4 FNMA Pool#FN 748678 1,670.91 06/10/2013 1,796.23 113.42 1,895.08 0.00% Aaa/AA+ 13.01 5.000% Due 10/01/2033 4.16% 1,751.50 0.75% 6.96 143.58 AAA 3.41 36225DCB8 GNMA Pool#G2 80965 33,988.15 07/19/2004 33,966.92 104.57 35,543.01 0.01% Aaa/AA+ 13.81 3.230% Due 07/20/2034 3.24% 33,978.35 0.63% 91.48 1,564.66 AAA 2.64 31406XWT5 FNMA Pool#FN 823358 92,694.12 01/11/2006 91,969.95 104.48 96,849.88 0.02% Aaa/AA+ 14.35 3.640% Due 02/01/2035 3.71% 92,336.41 1.49% 281.16 4,513.47 AAA 6.31 31406PQY8 FNMA Pool#FN 815971 120,391.00 06/10/2013 129,420.34 114.86 138,276.77 0.02% Aaa/AA+ 14.42 5.000% Due 03/01/2035 4.21% 126,408.27 0.90% 501.63 11,868.50 AAA 3.67 31407BXH7 FNMA Pool#FN 826080 15,398.49 06/10/2013 16,553.37 114.90 17,693.25 0.00% Aaa/AA+ 14.76 5.000% Due 07/01/2035 4.22% 16,173.98 0.91% 64.16 1,519.27 AAA 3.68 31376KT22 FNMA FN 357969 82,086.08 06/10/2013 88,242.52 115.19 94,550.93 0.02% Aaa/AA+ 14.93 5.000% Due 09/01/2035 4.22% 86,235.56 0.94% 79.81 8,315.37 AAA 3.71 31403DJZ3 FNMA Pool#745580 75,792.84 06/10/2013 81,477.29 115.03 87,186.63 0.01% Aaa/AA+ 15.68 5.000% Due 06/01/2036 4.26% 79,684.96 0.96% 315.80 7,501.67 AAA 3.72 31410F4V4 FNMA Pool#FN 888336 144,221.19 06/10/2013 155,037.80 115.08 165,971.91 0.03% Aaa/AA+ 15.76 5.000% Due 07/01/2036 4.25% 151,639.47 0.93% 600.92 14,332.44 AAA 3.70 1,019,424.05 1,069,363.53 0.17% Aaa/AA+ 9.78 TOTAL Mortgage Pass Thru 992,568.89 3.86% 1,015,281.17 1.31% 2,364.14 54,082.36 Aaa 2.69 Municipal Bonds 64971M5E8 New York NY TE-REV 1,400,000.00 10/27/2010 1,400,000.00 100.30 1,404,158.00 0.23% Aal/AAA 0.09 4.075% Due 11/01/2020 4.08% 1,400,000.00 0.61% 23,770.83 4,158.00 AAA 0.09 45 Q1 Table of Contents Holdings Report As of September 30, 2020 Orange County Sanitation District Long Term - Account #10268 CUSIP Security Description Par Value/Units Purchase Date Cost Value Mkt Price Market Value %of Port. Moody/S&P Maturity Book Yield Book Value Mkt YTM Accrued Int. Gain/Loss Fitch Duration 913366EJ5 Univ of California Rgts Med TE-REV 400,000.00 11/09/2010 400,000.00 102.75 410,996.00 0.07% Aa3/AA- 0.62 5.035% Due 05/15/2021 5.04% 400,000.00 0.62% 7,608.44 10,996.00 AA- 0.61 1,800,000.00 1,815,154.00 0.30% Aal/AAA 0.21 TOTAL Municipal Bonds 1,800,000.00 4.29% 1,800,000.00 0.62% 31,379.27 15,154.00 Aaa 0.21 Supranational 45950KCMO International Finance Corp Note 2,970,000.00 01/18/2018 2,961,268.20 100.64 2,988,966.42 0.48% Aaa/AAA 0.32 2.250% Due 01/25/2021 2.35% 2,969,075.83 0.25% 12,251.25 19,890.59 NR 0.32 4581XOCS5 Inter-American Dev Bank Note 5,000,000.00 Various 5,059,610.00 100.72 5,036,145.00 0.81% Aaa/AAA 0.45 1.875% Due 03/15/2021 1.69% 5,004,114.78 0.30% 4,166.67 32,030.22 AAA 0.46 45950KCJ7 International Finance Corp Note 2,500,000.00 11/09/2016 2,441,600.00 100.73 2,518,302.50 0.40% Aaa/AAA 0.80 1.125% Due 07/20/2021 1.64% 2,490,045.07 0.21% 5,546.88 28,257.43 NR 0.80 4581XOCW6 Inter-American Dev Bank Note 3,000,000.00 01/10/2017 2,996,310.00 102.44 3,073,062.00 0.49% Aaa/NR 1.30 2.125% Due 01/18/2022 2.15% 2,999,042.14 0.25% 12,927.08 74,019.86 AAA 1.28 459058FY4 Intl.Bank Recon&Development Note 10,000,000.00 Various 10,006,350.00 102.34 10,234,300.00 1.64% Aaa/NR 1.32 2.000% Due 01/26/2022 1.99% 10,001,266.08 0.22% 36,111.12 233,033.92 AAA 1.31 4581XOCZ9 Inter-American Dev Bank Note 6,500,000.00 Various 6,249,655.00 102.96 6,692,497.50 1.07% Aaa/AAA 1.96 1.750% Due 09/14/2022 2.65% 6,393,048.72 0.23% 5,371.52 299,448.78 AAA 1.93 459058JBO Intl.Bank Recon&Development Note 6,245,000.00 04/15/2020 6,220,831.85 100.93 6,303,147.20 1.01% Aaa/AAA 4.56 0.625% Due 04/22/2025 0.70% 6,222,976.01 0.42% 17,238.80 80,171.19 NR 4.48 35,935,625.05 36,846,420.62 5.91% Aaa/AAA 1.75 TOTAL Supranational 36,215,000.00 1.87% 36,079,568.63 0.27% 93,613.32 766,851.99 Aaa 1.73 US Treasury ' 912828L99 US Treasury Note 6,500,000.00 Various 6,402,702.41 100.10 6,506,753.51 1.05% Aaa/AA+ 0.08 1.375% Due 10/31/2020 1.81% 6,497,782.72 0.14% 37,401.49 8,970.79 AAA 0.08 912828N89 US Treasury Note 6,000,000.00 Various 5,895,840.41 100.41 6,024,612.00 0.97% Aaa/AA+ 0.34 1.375% Due 01/31/2021 1.81% 5,991,604.84 0.15% 13,899.45 33,007.16 AAA 0.33 912828T34 US Treasury Note 7,000,000.00 Various 6,757,914.08 100.98 7,068,362.00 1.13% Aaa/AA+ 1.00 1.125% Due 09/30/2021 1.88% 6,949,777.65 0.15% 216.35 118,584.35 AAA 1.00 912828T67 US Treasury Note 6,000,000.00 12/13/2016 5,813,691.98 101.21 6,072,654.00 0.98% Aaa/AA+ 1.08 1.250% Due 10/31/2021 1.92% 5,958,702.77 0.13% 31,385.87 113,951.23 AAA 1.07 912828U65 US Treasury Note 7,000,000.00 12/28/2016 6,900,492.20 101.88 7,131,796.00 1.15% Aaa/AA+ 1.17 1.750% Due 11/30/2021 2.06% 6,976,465.88 0.13% 41,168.03 155,330.12 AAA 1.15 912828V72 US Treasury Note 3,000,000.00 02/27/2017 3,004,814.74 102.33 3,069,843.00 0.49% Aaa/AA+ 1.34 1.875% Due 01/31/2022 1.84% 3,001,304.10 0.13% 9,476.90 68,538.90 AAA 1.32 46 Q1 Table of Contents Holdings Report As of September 30, 2020 Orange County Sanitation District Long Term - Account #10268 Purchase Date Cost Value Mkt Price Market Value %of Port. Moody/S&P Maturity CUSIP Security Description Par Value/Units Book Yield Book Value Mkt YTM Accrued Int. Gain/Loss Fitch Duration 912828.176 US Treasury Note 5,000,000.00 04/25/2017 4,976,383.94 102.43 5,121,485.00 0.82% Aaa/AA+ 1.50 1.750% Due 03/31/2022 1.85% 4,992,836.46 0.13% 240.38 128,648.54 AAA 1.49 912828XW5 US Treasury Note 5,000,000.00 07/25/2017 4,973,454.25 102.83 5,141,600.00 0.83% Aaa/AA+ 1.75 1.750% Due 06/30/2022 1.86% 4,990,605.75 0.13% 22,112.77 150,994.25 AAA 1.72 9128281-24 US Treasury Note 6,000,000.00 09/27/2017 5,987,832.60 103.33 6,199,920.00 0.99% Aaa/AA+ 1.92 1.875% Due 08/31/2022 1.92% 5,995,269.74 0.13% 9,633.98 204,650.26 AAA 1.89 9128281-57 US Treasury Note 16,000,000.00 Various 15,822,656.25 103.23 16,517,504.00 2.64% Aaa/AA+ 2.00 1.750% Due 09/30/2022 1.98% 15,929,559.31 0.13% 769.23 587,944.69 AAA 1.97 9128281VI80 US Treasury Note 8,000,000.00 12/22/2017 7,907,500.00 104.04 8,322,816.00 1.34% Aaa/AA+ 2.17 2.000% Due 11/30/2022 2.25% 7,959,402.78 0.13% 53,770.49 363,413.22 AAA 2.12 912828N30 US Treasury Note 5,000,000.00 01/24/2018 4,926,562.50 104.47 5,223,440.00 0.84% Aaa/AA+ 2.25 2.125% Due 12/31/2022 2.44% 4,966,522.94 0.14% 26,851.22 256,917.06 AAA 2.20 9128284D9 US Treasury Note 10,000,000.00 Various 9,887,265.63 105.89 10,589,060.00 1.69% Aaa/AA+ 2.50 2.500% Due 03/31/2023 2.75% 9,943,060.92 0.14% 686.82 645,999.08 AAA 2.44 9128281369 US Treasury Note 5,000,000.00 05/30/2018 4,757,226.56 103.95 5,197,265.00 0.84% Aaa/AA+ 2.67 1.625% Due 05/31/2023 2.67% 4,870,769.01 0.14% 27,305.33 326,495.99 AAA 2.61 912828U57 US Treasury Note 15,000,000.00 Various 14,723,632.81 106.18 15,927,540.00 2.56% Aaa/AA+ 3.17 2.125% Due 11/30/2023 2.53% 14,819,045.29 0.17% 107,120.90 1,108,494.71 AAA 3.06 912828V80 US Treasury Note 7,500,000.00 Various 7,491,503.91 106.89 8,017,087.50 1.29% Aaa/AA+ 3.34 2.250% Due O1/31/2024 2.27% 7,494,074.96 0.18% 28,430.70 523,012.54 AAA 3.22 912828W48 US Treasury Note 10,000,000.00 04/24/2019 9,911,718.75 106.63 10,662,890.00 1.71% Aaa/AA+ 3.42 2.125% Due 02/29/2024 2.32% 9,937,889.08 0.18% 18,197.51 725,000.92 AAA 3.31 912828WJ5 US Treasury Note 7,000,000.00 06/10/2019 7,193,046.88 108.33 7,582,967.00 1.22% Aaa/AA+ 3.62 2.500% Due 05/15/2024 1.91% 7,141,782.21 0.19% 66,100.54 441,184.79 AAA 3.46 912828XX3 US Treasury Note 5,000,000.00 07/12/2019 5,028,710.94 106.74 5,337,110.00 0.86% Aaa/AA+ 3.75 2.000% Due 06/30/2024 1.88% 5,021,675.81 0.19% 25,271.74 315,434.19 AAA 3.62 912828WUO US Treasury Inflation Index Note 11,346,608.00 Various 11,234,820.76 105.79 12,003,917.05 1.92% Aaa/AA+ 3.79 0.125% Due 07/15/2024 0.23% 11,304,099.96 (1.36%) 3,006.19 699,817.09 AAA 3.81 912828YH7 US Treasury Note 14,000,000.00 Various 13,859,296.88 105.14 14,719,138.00 2.35% Aaa/AA+ 4.00 1.500% Due 09/30/2024 1.72% 13,882,434.87 0.21% 576.92 836,703.13 AAA 3.90 9128283.17 US Treasury Note 16,500,000.00 Various 16,783,886.72 107.88 17,800,018.50 2.87% Aaa/AA+ 4.17 2.125% Due 11/30/2024 1.76% 16,738,824.22 0.22% 117,832.99 1,061,194.28 AAA 3.99 47 c�„ Table of Contents Holdings Report As of September 30, 2020 Orange County Sanitation District Long Term - Account #10268 Purchase Date Cost Value Mkt Price Market Value %of Port. Moody/S&P Maturity CUSIP Security Description Par Value/Units Book Yield Book Value Mkt YTM Accrued Int. Gain/Loss Fitch Duration 912828ZL7 US Treasury Note 12,000,000.00 Various 11,998,515.63 100.59 12,070,776.00 1.93% Aaa/AA+ 4.58 0.375% Due 04/30/2025 0.38% 11,998,587.62 0.25% 18,831.52 72,188.38 AAA 4.54 192,239,470.83 202,308,554.56 32.46% Aaa/AA+ 2.75 TOTAL US Treasury 193,846,608.00 1.87% 193,362,078.89 0.08% 660,287.32 8,946,475.67 Aaa 2.68 598,796,200.54 622,737,097.56 100.00% Aa1/AA 2.74 TOTAL PORTFOLIO 598,650,838.29 1.99% 599,519,388.76 0.26% 2,480,511.35 23,217,708.80 Aaa 2.52 TOTAL MARKET VALUE PLUS ACCRUALS 625,217,608.91 48 Q1 Table of Contents Holdings Report As of September 30, 2020 Orange County Sanitation District Liquid - Account #10282 CUSIP Security Description Par Value/Units Purchase Date Cost Value Mkt Price Market Value %of Port. Moody/S&P Maturity Book Yield Book Value Mkt YTM Accrued Int. Gain/Loss Fitch Duration Agency 313384K57 FHLB Discount Note 6,500,000.00 04/30/2020 6,496,403.33 100.00 6,499,740.00 5.05% P-1/A-1+ 0.04 0.120% Due 10/13/2020 0.12% 6,499,740.00 0.12% 0.00 0.00 F-1+ 0.04 313384Q77 FHLB Discount Note 4,800,000.00 04/29/2020 4,796,656.00 99.98 4,799,136.00 3.73% P-1/A-1+ 0.15 0.120% Due 11/24/2020 0.12% 4,799,136.00 0.12% 0.00 0.00 F-1+ 0.15 313385AD8 FHLB Discount Note 1,500,000.00 04/30/2020 1,498,340.00 99.96 1,499,366.67 1.17% P-1/A-1+ 0.26 0.160% Due 01/04/2021 0.16% 1,499,366.67 0.16% 0.00 0.00 F-1+ 0.26 12,791,399.33 12,798,242.67 9.95% Aaa/AAA 0.11 TOTAL Agency 12,800,000.00 0.13% 12,798,242.67 0.13% 0.00 0.00 Aaa 0.11 Commercial Paper 89233GLP9 Toyota Motor Credit Discount CP 1,500,000.00 07/28/2020 1,498,721.67 99.96 1,499,425.83 1.17% P-1/A-1+ 0.15 0.260% Due 11/23/2020 0.26% 1,499,425.83 0.26% 0.00 0.00 F-1 0.15 1,498,721.67 1,499,425.83 1.17% P-1/A-1+ 0.15 TOTAL Commercial Paper 1,500,000.00 0.26% 1,499,425.83 0.26% 0.00 0.00 F-1 0.15 Corporate 46625HHU7 JP Morgan Chase Note 1,160,000.00 05/26/2020 1,176,924.40 100.14 1,161,647.20 0.92% A2/A- 0.04 4.250% Due 10/15/2020 0.41% 1,161,692.44 0.82% 22,732.78 (45.24) AA- 0.04 00440EAT4 Chubb INA Holdings Inc Callable Note Cont 10/3/2020 500,000.00 05/26/2020 503,140.00 100.14 500,706.50 0.39% A3/A 0.09 2.300% Due 11/03/2020 0.49% 500,049.06 0.54% 4,727.78 657.44 A 0.01 92826CA138 Visa Inc Callable Note Cont 11/14/2020 500,000.00 09/22/2020 501,360.00 100.22 501,098.50 0.39% Aaa/AA- 0.21 2.200% Due 12/14/2020 0.24% 501,173.33 0.40% 3,269.44 (74.83) NR 0.12 89114QBX5 Toronto Dominion Bank Note 1,750,000.00 05/06/2020 1,774,762.50 100.73 1,762,733.00 1.38% Aa1/AA- 0.32 2.550% Due 01/25/2021 0.56% 1,760,963.55 0.27% 8,181.25 1,769.45 AA 0.32 494368BF9 Kimberly-Clark Note 750,000.00 05/14/2020 768,877.50 101.48 761,098.50 0.59% A2/A 0.42 3.875% Due 03/01/2021 0.66% 759,932.06 0.34% 2,421.88 1,166.44 NR 0.42 69371RN93 Paccar Financial Corp Note 600,000.00 09/08/2020 607,086.00 101.05 606,310.20 0.47% Al/A+ 0.42 2.800% Due 03/01/2021 0.25% 606,368.96 0.29% 1,400.00 (58.76) NR 0.42 037833AR1 Apple Inc Note 1,155,000.00 05/08/2020 1,182,327.30 101.49 1,172,207.19 0.92% Aa1/AA+ 0.60 2.850% Due 05/06/2021 0.44% 1,171,518.17 0.36% 13,258.44 689.02 NR 0.59 89236TBJ3 Toyota Motor Credit Corp Note 1,500,000.00 09/28/2020 1,523,295.00 101.57 1,523,491.50 1.20% Al/A+ 0.63 2.750% Due 05/17/2021 0.28% 1,523,193.28 0.26% 15,354.17 298.22 A+ 0.62 49 Q1 Table of Contents Holdings Report As of September 30, 2020 Orange County Sanitation District Liquid - Account #10282 CUSIP Security Description Par Value/Units Purchase Date Cost Value Mkt Price Market Value %of Port. Moody/S&P Maturity Book Yield Book Value Mkt YTM Accrued Int. Gain/Loss Fitch Duration 808513AW5 Charles Schwab Corp Callable Note Cont 4/21/2021 1,385,000.00 05/26/2020 1,419,472.65 101.60 1,407,196.01 1.11% A2/A 0.64 3.250% Due 05/21/2021 0.47% 1,406,230.11 0.37% 16,254.51 965.90 A 0.55 9,457,245.35 9,396,488.60 7.37% Al/A+ 0.41 TOTAL Corporate 9,300,000.00 0.43% 9,391,120.96 0.39% 87,600.25 5,367.64 A+ 0.39 Money Market Fund FI PE 31846V567 First American Govt Obligation MMKT Class-Z 2,920,536.29 Various 2,920,536.29 1.00 2,920,536.29 2.27% Aaa/AAA 0.00 0.05% 2,920,536.29 0.05% 0.00 0.00 AAA 0.00 2,920,536.29 2,920,536.29 2.27% Aaa/AAA 0.00 TOTAL Money Market Fund FI 2,920,536.29 0.05% 2,920,536.29 0.05% 0.00 0.00 Aaa 0.00 Negotiable CD 78012UVJ1 Royal Bank of Canada Yankee CD 1,500,000.00 04/20/2020 1,500,000.00 100.00 1,500,000.00 1.17% P-1/A-1+ 0.39 1.000% Due 02/19/2021 1.00% 1,500,000.00 1.00% 6,791.67 0.00 F-1+ 0.39 1,500,000.00 1,500,000.00 1.17% Aaa/AAA 0.39 TOTAL Negotiable CD 1,500,000.00 1.00% 1,500,000.00 1.00% 6,791.67 0.00 Aaa 0.39 Supranational 1 tr 459058FH1 Intl.Bank Recon&Development Note 1,000,000.00 06/19/2020 1,010,570.00 100.71 1,007,130.00 0.79% Aaa/AAA 0.65 1.375% Due 05/24/2021 0.22% 1,007,414.78 0.28% 4,850.69 (284.78) AAA 0.65 1,010,570.00 1,007,130.00 0.79% Aaa/AAA 0.65 TOTAL Supranational 1,000,000.00 0.22% 1,007,414.78 0.28% 4,850.69 (284.78) Aaa 0.65 US Treasury 912796TN9 US Treasury Bill 5,000,000.00 04/29/2020 4,997,484.38 100.00 4,999,890.63 3.89% P-1/A-1+ 0.02 0.113% Due 10/08/2020 0.11% 4,999,890.63 0.11% 0.00 0.00 F-1+ 0.02 9127962S7 US Treasury Bill 5,000,000.00 04/30/2020 4,997,362.85 99.99 4,999,683.54 3.89% P-1/A-1+ 0.06 0.109% Due 10/22/2020 0.11% 4,999,683.54 0.11% 0.00 0.00 F-1+ 0.06 912796TP4 US Treasury Bill 5,000,000.00 04/30/2020 4,997,375.00 99.99 4,999,513.89 3.89% P-1/A-1+ 0.10 0.100% Due 11/05/2020 0.10% 4,999,513.89 0.10% 0.00 0.00 F-1+ 0.10 912796TY5 US Treasury Bill 5,000,000.00 04/29/2020 4,995,372.22 99.97 4,998,281.11 3.88% P-1/A-1+ 0.25 0.136% Due 12/31/2020 0.14% 4,998,281.11 0.14% 0.00 0.00 F-1+ 0.25 912796UC1 US Treasury Bill 58,250,000.00 Various 58,193,363.48 99.95 58,221,262.34 45.25% P-1/A-1+ 0.33 0.149% Due 01/28/2021 0.15% 58,221,262.34 0.15% 0.00 0.00 F-1+ 0.33 50 Q1 Table of Contents Holdings Report As of September 30, 2020 Orange County Sanitation District Liquid - Account #10282 CUSIP Security Description Par Value/Units Purchase Date Cost Value Mkt Price Market Value %of Port. Moody/S&P Maturity Book Yield Book Value Mkt YTIVI Accrued Int. Gain/Loss Fitch Duration 912796XE4 US Treasury Bill 10,000,000.00 Various 9,991,378.33 99.95 9,994,855.00 7.77% P-1/A-1+ 0.41 0.126% Due 02/25/2021 0.13% 9,994,855.00 0.13% 0.00 0.00 F-1+ 0.41 912828WR7 US Treasury Note 3,000,000.00 09/16/2020 3,047,109.38 101.50 3,045,000.00 2.38% Aaa/AA+ 0.75 2.125% Due 06/30/2021 0.12% 3,044,803.33 0.12% 16,110.73 196.67 AAA 0.74 912828WY2 US Treasury Note 8,000,000.00 Various 8,144,296.88 101.77 8,141,560.00 6.35% Aaa/AA+ 0.83 2.250% Due 07/31/2021 0.12% 8,141,556.55 0.13% 30,326.08 3.45 AAA 0.83 99,363,742.52 99,400,046.51 77.29% Aaa/AAA 0.35 TOTAL US Treasury 99,250,000.00 0.14% 99,399,846.39 0.14% 46,436.81 200.12 Aaa 0.35 128,542,215.16 128,521,869.90 100.00% Aaa/AAA 0.32 TOTAL PORTFOLIO 128,270,536.29 0.17% 128,516,586.92 0.17% 145,679.42 5,282.98 Aaa 0.32 TOTAL MARKET VALUE PLUS ACCRUALS 128,667,549.32 51 Q11 Table of Contents Holdings Report As of September 30, 2020 OCSD Lehman Exposure - Account#10284 CUSIP Security Description Par Value/Units Purchase Date Cost Value Mkt Price Market Value %of Port. Moody/S&P Maturity Book Yield Book Value Mkt YTM Accrued Int. Gain/Loss Fitch Duration Common Stock SLHOPNTA4 Lehman Brothers,Inc Open Position Long Exposure 60,641.49 11/21/2014 57,842.64 0.42 25,621.03 45.09% NR/NR 0.00 0.000% Due 09/30/2020 0.00% 57,842.64 0.00% 0.00 (32,221.61) NR 0.00 57,842.64 25,621.03 45.09% NR/NR 0.00 TOTAL Common Stock 60,641.49 0.00% 57,842.64 0.00% 0.00 (32,221.61) NR 0.00 Corporate i 525ESCIB7 Lehman Brothers Note-Defaulted 600,000.00 09/19/2008 318,603.60 1.20 7,200.00 12.67% NR/NR 0.32 0.000% Due 01/24/2021 0.00% 318,603.60 0.00% 0.00 (311,403.60) NR 0.00 525ESCOY6 Lehman Brothers Note-Defaulted 2,000,000.00 09/18/2008 1,026,605.56 1.20 24,000.00 42.24% NR/NR 29.08 0.000% Due 10/22/2049 0.00% 1,026,605.56 0.00% 0.00 (1,002,605.56) NR 0.00 1,345,209.16 31,200.00 54.91% NR/NR 22.44 TOTAL Corporate 2,600,000.00 0.00% 1,345,209.16 0.00% 0.00 (1,314,009.16) NR 0.00 1,403,051.80 56,821.03 100.00% NR/NR 12.32 TOTAL PORTFOLIO 2,660,641.49 0.00% 1,403,051.80 0.00% 0.00 (1,346,230.77) NR 0.00 TOTAL MARKET VALUE PLUS ACCRUALS 56,821.03 52 Q1 Table of Contents Section 5 Transactions C Table of Contents ITransaction Ledger As of September 30, 2020 Orange County Sanitation District Long Term - Account #10268 June 30,2020 through September 30,2020 Transaction Settlement CUSIP Quantity Security Description Price Acq/Disp Amount Interest Total Amount Gain/Loss Type Date Yield Pur/Sold ACQUISITIONS Purchase 07/10/2020 3135G05G4 6,775,000.00 FNMA Note 99.785 0.32% 6,760,433.75 0.00 6,760,433.75 0.00 0.25%Due:07/10/2023 Purchase 07/16/2020 780151<71-11 1,500,000.00 Royal Bank of Canada Note 101.032 0.93% 1,515,480.00 1,725.00 1,517,205.00 0.00 1.15%Due:06/10/2025 Purchase 07/22/2020 47787NAC3 1,480,000.00 John Deere Owner Trust 2020-B A3 99.985 0.52% 1,479,774.45 0.00 1,479,774.45 0.00 0.51%Due:11/15/2024 Purchase 07/23/2020 3137EAEU9 5,030,000.00 FHLMC Note 99.502 0.48% 5,004,950.60 0.00 5,004,950.60 0.00 0.375%Due:07/21/2025 Purchase 07/27/2020 89237VAB5 2,960,000.00 Toyota Auto Receivables Trust 2020-C A3 99.992 0.44% 2,959,772.08 0.00 2,959,772.08 0.00 0.44%Due:10/15/2024 Purchase 08/27/2020 3135G05X7 7,945,000.00 FNMA Note 99.532 0.47% 7,907,817.40 0.00 7,907,817.40 0.00 0.375%Due:08/25/2025 Purchase 09/25/2020 3137EAEX3 7,660,000.00 FHLMC Note 99.699 0.44% 7,636,943.40 0.00 7,636,943.40 0.00 0.375%Due:09/23/2025 Purchase 09/29/2020 43813KAC6 3,235,000.00 Honda Auto Receivables Trust 2020-3 A3 99.985 0.38% 3,234,524.78 0.00 3,234,524.78 0.00 0.37%Due:10/18/2024 Subtotal 36,585,000.00 36,499,696.46 1,725.00 36,501,421.46 0.00 Security 08/31/2020 912828WUO 59,488.00 US Treasury Inflation Index Note 100.000 59,488.00 9.50 59,497.50 0.00 Contribution 0.125%Due:07/15/2024 Security 09/30/2020 912828WUO 57,200.00 US Treasury Inflation Index Note 100.000 57,200.00 14.96 57,214.96 0.00 Contribution 0.125%Due:07/15/2024 Subtotal 116,688.00 116,688.00 24.46 116,712.46 0.00 TOTAL ACQUISITIONS 36,701,688.00 36,616,384.46 1,749.46 36,618,133.92 0.00 54 C�„ Table of Contents ITransaction Ledger As of September 30, 2020 Orange County Sanitation District Long Term - Account #10268 June 30,2020 through September 30,2020 Transaction Settlement CUSIP Quantity Security Description Price Acq/Disp Amount Interest Total Amount Gain/Loss Type Date Yield Pur/Sold DISPOSITIONS Sale 07/09/2020 9127963QO 1,000,000.00 US Treasury Bill 99.986 0.14% 999,855.08 0.00 999,855.08 38.51 0.141%Due:08/25/2020 Sale 07/15/2020 9127963QO 3,000,000.00 US Treasury Bill 99.986 0.14% 2,999,594.78 0.00 2,999,594.78 74.82 0.141%Due:08/25/2020 Sale 07/22/2020 9127963QO 5,200,000.00 US Treasury Bill 99.992 0.14% 5,199,558.00 0.00 5,199,558.00 248.01 0.141%Due:08/25/2020 Sale 09/24/2020 9128281-99 500,000.00 US Treasury Note 100.137 1.77% 500,683.59 2,746.26 503,429.85 893.94 1.375%Due:10/31/2020 Subtotal 9,700,000.00 9,699,691.45 2,746.26 9,702,437.71 1,255.28 Redemption 08/21/2020 404280BF5 3,000,000.00 HSBC Holdings PLC Note 103.140 2.89% 3,094,200.00 10,158.33 3,104,358.33 103,678.76 2.65%Due:01/05/2022 Redemption 08/21/2020 404280BF5 1,500,000.00 HSBC Holdings PLC Note 103.140 3.46% 1,547,100.00 5,079.17 1,552,179.17 62,540.03 2.65%Due:01/05/2022 Subtotal 4,500,000.00 4,641,300.00 15,237.50 4,656,537.50 166,218.79 Maturity 07/22/2020 94974BGM6 5,000,000.00 Wells Fargo Corp Note 100.000 5,000,000.00 0.00 5,000,000.00 0.00 2.6%Due:07/22/2020 Maturity 08/25/2020 9127963QO 800,000.00 US Treasury Bill 100.000 800,000.00 0.00 800,000.00 0.00 0.141%Due:08/25/2020 Subtotal 5,800,000.00 5,800,000.00 0.00 5,800,000.00 0.00 Security 07/31/2020 912828WUO 2,288.00 US Treasury Inflation Index Note 99.865 0.14% 2,288.00 0.00 2,288.00 9.04 Withdrawal 0.125%Due:07/15/2024 Subtotal 2,288.00 2,288.00 0.00 2,288.00 9.04 TOTAL DISPOSITIONS 20,002,288.00 20,143,279.45 17,983.76 20,161,263.21 167,483.11 55 Q1 Table of Contents ITransaction Ledger As of September 30, 2020 Orange County Sanitation District Liquid - Account #10282 June 30,2020 through September 30,2020 Transaction Settlement CUSIP Quantity Security Description Price Accl/Disp Amount Interest Total Amount Gain/Loss Type Date Yield Pur/Sold ACQUISITIONS Purchase 07/28/2020 89233GLP9 1,500,000.00 Toyota Motor Credit Discount CP 99.915 0.26% 1,498,721.67 0.00 1,498,721.67 0.00 0.26%Due:11/23/2020 Purchase 08/07/2020 912796UC1 5,000,000.00 US Treasury Bill 99.949 0.11% 4,997,462.50 0.00 4,997,462.50 0.00 0.105%Due:01/28/2021 Purchase 08/12/2020 912796UC1 2,750,000.00 US Treasury Bill 99.948 0.11% 2,748,579.93 0.00 2,748,579.93 0.00 0.11%Due:01/28/2021 Purchase 08/31/2020 912796XE4 5,000,000.00 US Treasury Bill 99.945 0.11% 4,997,231.11 0.00 4,997,231.11 0.00 0.112%Due:02/25/2021 Purchase 09/14/2020 69371RN93 600,000.00 Paccar Financial Corp Note 101.181 0.25% 607,086.00 606.67 607,692.67 0.00 2.8%Due:03/01/2021 Purchase 09/17/2020 912828WR7 3,000,000.00 US Treasury Note 101.570 0.12% 3,047,109.38 13,685.46 3,060,794.84 0.00 2.125%Due:06/30/2021 Purchase 09/17/2020 912828WY2 3,000,000.00 US Treasury Note 101.848 0.12% 3,055,429.69 8,804.35 3,064,234.04 0.00 2.25%Due:07/31/2021 Purchase 09/24/2020 92826CA68 500,000.00 Visa Inc Callable Note Cont 11/14/2020 100.272 0.24% 501,360.00 3,055.56 504,415.56 0.00 2.2%Due:12/14/2020 Purchase 09/30/2020 89236TBJ3 1,500,000.00 Toyota Motor Credit Corp Note 101.553 0.28% 1,523,295.00 15,239.58 1,538,534.58 0.00 2.75%Due:05/17/2021 Purchase 09/30/2020 912828WY2 5,000,000.00 US Treasury Note 101.777 0.12% 5,088,867.19 18,648.10 5,107,515.29 0.00 2.25%Due:07/31/2021 Subtotal 27,850,000.00 28,065,142.47 60,039.72 28,125,182.19 0.00 TOTAL ACQUISITIONS 27,850,000.00 28,065,142.47 60,039.72 28,125,182.19 0.00 56 c11 Table of Contents ITransaction Ledger As of September 30, 2020 Orange County Sanitation District Liquid - Account #10282 June 30,2020 through September 30,2020 Transaction Settlement CUSIP Quantity Security Description Price Accl/Disp Amount Interest Total Amount Gain/Loss Type Date Yield Pur/Sold DISPOSITIONS Call 09/29/2020 46625HNX4 1,000,000.00 JP Morgan Chase Callable Note Cont 09/29/2020 100.000 1.17% 1,000,000.00 10,625.00 1,010,625.00 0.00 2.55%Due:10/29/2020 Subtotal 1,000,000.00 1,000,000.00 10,625.00 1,010,625.00 0.00 Maturity 07/27/2020 313384ZXO 2,500,000.00 FHLB Discount Note 100.000 2,500,000.00 0.00 2,500,000.00 0.00 0.18%Due:07/27/2020 Maturity 07/29/2020 313384ZZ5 5,000,000.00 FHLB Discount Note 100.000 5,000,000.00 0.00 5,000,000.00 0.00 0.1%Due:07/29/2020 Maturity 07/30/2020 912796WY1 3,500,000.00 US Treasury Bill 100.000 3,500,000.00 0.00 3,500,000.00 0.00 0.28%Due:07/30/2020 Maturity 08/27/2020 912796XG9 13,000,000.00 US Treasury Bill 100.000 13,000,000.00 0.00 13,000,000.00 0.00 0.108%Due:08/27/2020 Maturity 08/31/2020 459052E28 5,000,000.00 IBRD Discount Note 100.000 5,000,000.00 0.00 5,000,000.00 0.00 0.34%Due:08/31/2020 Maturity 08/31/2020 9128284Y3 7,000,000.00 US Treasury Note 100.000 7,000,000.00 0.00 7,000,000.00 0.00 2.625%Due:08/31/2020 Maturity 08/31/2020 9128281-32 15,000,000.00 US Treasury Note 100.000 15,000,000.00 0.00 15,000,000.00 0.00 1.375%Due:08/31/2020 Maturity 08/31/2020 912828VV9 15,000,000.00 US Treasury Note 100.000 15,000,000.00 0.00 15,000,000.00 0.00 2.125%Due:08/31/2020 Maturity 09/15/2020 9127963Y3 7,000,000.00 US Treasury Bill 100.000 7,000,000.00 0.00 7,000,000.00 0.00 0.111%Due:09/15/2020 Maturity 09/28/2020 3133121-160 3,000,000.00 FFCB Discount Note 100.000 3,000,000.00 0.00 3,000,000.00 0.00 0.11%Due:09/28/2020 Subtotal 76,000,000.00 76,000,000.00 0.00 76,000,000.00 0.00 TOTAL DISPOSITIONS 77,000,000.00 77,000,000.00 10,625.00 77,010,625.00 0.00 57 c�„ Table of Contents IImportant Disclosures As of September 3O, 2O2O 2020 Chandler Asset Management,Inc,An Independent Registered Investment Adviser. Information contained herein is confidential. Prices are provided by IDC,an independent pricing source. In the event IDC does not provide a price or if the price provided is not reflective of fair market value,Chandler will obtain pricing from an alternative approved third party pricing source in accordance with our written valuation policy and procedures.Our valuation procedures are also disclosed in Item 5 of our Form ADV Part 2A. Performance results are presented gross-of-advisory fees and represent the client's Total Return.The deduction of advisory fees lowers performance results.These results include the reinvestment of dividends and other earnings. Past performance may not be indicative of future results.Therefore,clients should not assume that future performance of any specific investment or investment strategy will be profitable or equal to past performance levels. All investment strategies have the potential for profit or loss. Economic factors, market conditions or changes in investment strategies, contributions or withdrawals may materially alter the performance and results of your portfolio. Index returns assume reinvestment of all distributions. Historical performance results for investment indexes generally do not reflect the deduction of transaction and/or custodial charges or the deduction of an investment management fee,the incurrence of which would have the effect of decreasing historical performance results. It is not possible to invest directly in an index. Source ice Data Indices, LLC("ICE"),used with permission.ICE permits use of the ICE indices and related data on an"as is"basis;ICE,its affiliates and their respective third party suppliers disclaim any and all warranties and representations,express and/or implied, including any warranties of merchantability or fitness for a particular purpose or use, including the indices, index data and any data included in, related to, or derived therefrom. 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This report is provided for informational purposes only and should not be construed as a specific investment or legal advice.The information contained herein was obtained from sources believed to be reliable as of the date of publication, but may become outdated or superseded at any time without notice.Any opinions or views expressed are based on current market conditions and are subject to change.This report may contain forecasts and forward-looking statements which are inherently limited and should not be relied upon as indicator of future results. Past performance is not indicative of future results.This report is not intended to constitute an offer, solicitation, recommendation or advice regarding any securities or investment strategy and should not be regarded by recipients as a substitute for the exercise of their own judgment. Fixed income investments are subject to interest, credit and market risk. Interest rate risk: the value of fixed income investments will decline as interest rates rise. Credit risk:the possibility that the borrower may not be able to repay interest and principal. Low rated bonds generally have to pay higher interest rates to attract investors willing to take on greater risk. Market risk:the bond market in general could decline due to economic conditions,especially during periods of rising interest rates. Ratings information have been provided by Moody's,S&P and Fitch through data feeds we believe to be reliable as of the date of this statement,however we cannot guarantee its accuracy. Security level ratings for U.S.Agency issued mortgage-backed securities("MBS")reflect the issuer rating because the securities themselves are not rated.The issuing U.S.Agency guarantees the full and timely payment of both principal and interest and carries a AA+/Aaa/AAA by S&P,Moody's and Fitch respectively. 58 CJJJ Table of Contents Benchmark Disclosures As of September 30, 2020 ICE BAML 3-Month US Treasury Bill Index The ICE BAML US 3-Month Treasury Bill Index is comprised of a single issue purchased at the beginning of the month and held for a full month.At the end of the month that issue is sold and rolled into a newly selected issue. The issue selected at each month-end rebalancing is the outstanding Treasury Bill that matures closest to, but not beyond, three months from the rebalancing date. (Index:G001. Please visit www.mlindex.ml.com for more information) ICE BAML 1-5 Yr US Corp/Govt Rated AAA-A Index The ICE BAML US Issuers 1-5 Year AAA-A US Corporate& Government Index tracks the performance of US dollar denominated investment grade debt publicly issued in the US domestic market, including US Treasury, US agency,foreign government,supranational and corporate securities. Qualifying securities must issued from US issuers and be rated AAA through A3(based on an average of Moody's,S&P and Fitch). In addition, qualifying securities must have at least one year remaining term to final maturity and less than five years remaining term to final maturity, at least 18 months to final maturity at point of issuance, a fixed coupon schedule and a minimum amount outstanding of$1 billion for US Treasuries and$250 million for all other securities. (Index:BV10. Please visit www.mlindex.mLcom for more information) ICE BAML US 1-5 Yr US Corp/Govt Rated AAA-BBB Indx The ICE BAML 1-5 Year US Corporate& Government Index tracks the performance of US dollar denominated investment grade debt publicly issued in the US domestic market, including US Treasury, US agency,foreign government,supranational and corporate securities. Qualifying securities must have an investment grade rating(based on an average of Moody's,S&P and Fitch). In addition, qualifying securities must have at least one year remaining term to final maturity and less than five years remaining term to final maturity, at least 18 months to final maturity at point of issuance, a fixed coupon schedule and a minimum amount outstanding of$1 billion for US Treasuries and$250 million for all other securities. (Index:BVAO.Please visit www.mlindex.ml.com for more information) 59 Q11 Table of Contents Rating Agency Comparisons A summary of investment grade ratings are listed below. More complete descriptions of Moody's and Standard & Poor's ratings are included in the following pages. Quality/Grade Moody's Standard & Poor's Fitch Best Quality Aaa AAA AAA High Quality Aal AA+ AA+ Aa2 AA AA Aa3 AA- AA- Upper Medium Grade Al A+ A+ A2 A A A3 A- A- Medium Grade Baal BBB+ BBB+ Baa2 BBB BBB Baa3 BBB- BBB1 Moody's - Investment Grade "Aaa" - Bonds rated Aaa are judged to be of the best quality. They carry the smallest degree of investment risk. Interest payments are protected by a large or by an exceptionally stable margin and principal is secure. While the various protective elements are likely to change, such changes as can be visualized are most unlikely to impair the fundamentally strong position of such issues. "Aa" - Bonds which are rated Aa are judged to be of high quality by all standards. Together with the Aaa group they comprise what are generally known as high grade bonds. They are rated lower than the best bonds because margins of protection may not be as large as in Aaa securities or fluctuation of protective elements may be of greater amplitude or there may be other elements present which make the long-term risks appear somewhat larger than in Aaa securities. "A" - Bonds which are rated A possess many favorable investment attributes and are to be considered as upper medium grade obligations. Factors giving security to principal and interest are considered adequate, but elements may be present which suggest a susceptibility to impairment sometime in the future. Table of Contents "Baa" - Bonds which are rated Baa are considered as medium grade obligations; i.e., they are neither highly protected nor poorly secured. Interest payments and principal security appear adequate for the present but certain protective elements may be lacking or may be characteristically unreliable over any great length of time. Such bonds lack outstanding investment characteristics and in fact have speculative characteristics as well. Bonds in the Aa, A, and Baa are also assigned "V, "2", or "Y based on the strength of the issue within each category. Accordingly, "Al" would be the strongest group of A securities and "AY would be the weakest A securities. Ba, B, Caa, Ca, and C - Bonds that possess one of these ratings provide questionable protection of interest and principal ("Ba" indicates some speculative elements; "B" indicates a general lack of characteristics of desirable investment; "Caa" represents a poor standing; "Ca" represents obligations which are speculative in a high degree; and "C" represents the lowest rated class of bonds). "Caa", "Ca" and "C" bonds may be in default. Standard and Poor's-Investment Grade AAA- Debt rated "AAA" has the highest rating assigned by S&P. Capacity to pay interest and repay principal Is extremely strong. AA - Debt rated "AX has a very strong capacity to pay interest and repay principal and differs from the highest rated issues only in small degree. A - Debt rated "A" has a strong capacity to pay interest and repay principal although it is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than debt in higher rated categories. BBB - Debt rated "BBB" is regarded as having an adequate capacity to pay interest and repay principal. Whereas it normally exhibits adequate protection parameters, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity to pay interest and repay principal for debt in this category than in higher rated categories. Standard and Poor's - Speculative Grade Ratinq Debt rated "BB", "B", "CCC", "CC" and "C" is regarded as having predominantly speculative characteristics with respect to capacity to pay interest and repay principal. "BB" indicates the least degree of speculation and "C" the highest. While such debt will likely have some quality and protective characteristics these are outweighed by major uncertainties or major exposures to adverse conditions. BB - Debt rated "BB" has less near-term vulnerability to default than other speculative issues. However, it faces major ongoing uncertainties or exposure to adverse business, financial, or economic conditions which could lead to inadequate capacity to meet timely interest and principal payments. The "BB" rating category is also used for debt subordinated to senior debt that is assigned an actual or implied "BBB" rating. Table of Contents B - Debt rated "B" has a greater vulnerability to default but currently has the capacity to meet interest payments and principal repayments. Adverse business, financial, or economic conditions will likely impair capacity or willingness to pay interest and repay principal. The "B" rating category is also used for debt subordinated to senior debt that is assigned an actual or implied "BB" or "BB" rating. CCC - Debt rated "CCC" has a currently identifiable vulnerability to default, and is dependent upon favorable business, financial, and economic conditions to meet timely payment of interest and repayment of principal. In the event of adverse business, financial, or economic conditions, it is not likely to have the capacity to pay interest and repay principal. The "CCC" rating category is also used for debt subordinated to senior debt that is assigned an actual or implied "B" or "B" rating. CC - The rating "CC" typically is applied to debt subordinated to senior debt that is assigned an actual or implied "CCC' debt rating. C -The rating "C"typically is applied to debt subordinated to senior debt which is assigned an actual or implied "CCC" debt rating. The "C" rating may be used to cover a situation where a bankruptcy petition has been filed, but debt service payments are continued. Cl - The rating "Cl" is reserved for income bonds on which no interest is being paid. D - Debt rated "D" is in payment default. The "D" rating category is used when interest payments or principal payments are not made on the date due even if the applicable grace period has not expired, unless S&P believes that such payments will be made during such grace period. The "D" rating also will be used upon the filing of a bankruptcy petition if debt service payments are jeopardized. Plus (+) or Minus (-) - The ratings from "AX to "CCC" may be modified by the addition of a plus or minus sign to show relative standing within the major rating categories. NR- Indicates no rating has been requested, that there is insufficient information on which to base a rating, or that S&P does not rate a particular type of obligation as a matter of policy. Table of Contents O�JNjv S A N I TgT�2 � � O N� _ � 9 ti �FPTiNG._�E October 31, 2020 STAFF REPORT Certificates of Participation (COP) Quarterly Report for the Period Ended September 30, 2020 Summary The Orange County Sanitation District (OCSD) began issuing Certificates of Participation (COPs) in 1990. These COPs were a part of our long-term financing plan that included both variable interest rate and traditional fixed rate borrowing. Following are the current outstanding debt issues of OCSD: In May 2010, OCSD issued $80 million of fixed rate BABs, Series 2010A at a true interest cost of 3.68 percent for the issue. In December 2010, OCSD issued $157 million of fixed rate BABs, Series 2010C at a true interest cost of 4.11 percent for the issue. In October 2011, OCSD issued $147.595 million of fixed rate COPs, Series 2011A refunding a portion of the Series 2000 variable rate debt and a portion of the Series 2003 fixed rate debt. The true interest cost for the issue is 2.61 percent. In March 2012, OCSD issued $100.645 million of fixed rate COPs, Series 2012A refunding the Series 2003 fixed rate debt. The true interest cost for the issue is 3.54 percent. In August 2012, OCSD issued $66.395 million of fixed rate COPs, Series 2012B refunding the Series 2000 variable rate debt. The true interest cost for the issue is 1.50 percent. With the issuance of Series 201213, there remains no variable interest rate COPs at OCSD. In August 2014, OCSD issued $85.09 million of fixed rate COPs, Series 2014A, refunding a portion of Series 2007B debt. The true interest cost for the issue is 2.34 percent. OCSD ♦ P.O.Box 8127 ♦ Fountain Valley,CA 92728-8127 ♦ (714)962-2411 Table of Contents Quarterly COP Report For the Period Ended September 30, 2020 Page 2 of 2 In February 2015, OCSD issued $127.51 million of fixed rate COPs, Series 2015A, refunding $152.99 million of the Series 2007B debt. The true interest cost for the issue is 3.30 percent. In March 2016, the OCSD issued $145.88 million of fixed rate CANs, Series 2016A, refunding $162.78 million of the Series 2009A fixed rate debt. The true interest cost for the issue is 3.02 percent. In February 2017, OCSD issued $66.37 million of fixed rate COPs, Series 2017A, refunding $91.885 million of the Series 2007A debt. The true interest cost for the issue is 2.55 percent. In November 2018, OCSD issued $102.2 million of fixed rate CANs, Series 2018A, refunding the Series 2016B CANs. The true interest cost for the issue is 2.02 percent. Additional Information The graph entitled, "OCSD COP Rate History Report," shows the various fixed interest rates of the OCSD's ten debt issues. Attachment 1. Graph - OCSD COP Rate History Report Table of Contents OCSD COP RATE HISTORY REPORT SEPTEMBER 2020 5.00 4.00 3.00 w 2.00 1.00 0.00 e N lV N N N N N N N N N N N N N N N N N N a n v u c c a o o m o a. T c c rn rn a a a m d o u v d d m d Q Q y N H w 0 o z z a c a a a a a DATE N M N N N c N N N N � Series 2010A Fixed t Series 2010C Fixed 0 Series 2011 A Fixed Series 2012A Fixed — Series 2012E Fixed t Series 2014A Fixed Series 2015A Fixed — Series 2016A Fixed Series 2017A Fixed f Series 2018A Fixed H:\dept\asd\220\Common\Monthly and Quarterly Treasurer's Report\FY 20-21\COP Rate History Report FY 20-21 Table of Contents FY 2020-21 First Quarter Financial Report This Page Intentionally Left Blank Y . ►A ►i ►4 ORANGE COUNTY SANITATION DISTRICT FINANCIAL MANAGEMENT DIVISION 10844 Ellis Avenue Fountain Valley, California 92708-7018 714.962.2411 www.ocsd.com 09/30/20 oJ�jV SAN17gTO9 Orange Count Sanitation District Administration Building 5� o, g � 10844 Ellis Avenue 2 9 Fountain Valley, CA 92708 ADMINISTRATION COMMITTEE (714)5937433 9oTFCTN0 THE ENVQ����2 Agenda Report File #: 2020-1352 Agenda Date: 11/18/2020 Agenda Item No: 12. FROM: James D. Herberg, General Manager Originator: Lorenzo Tyner, Assistant General Manager SUBJECT: GENERAL MANAGER APPROVED PURCHASES AND ADDITIONS TO THE PRE-APPROVED OEM SOLE SOURCE LIST GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: A. Receive and file District purchases made under the General Manager's authority for the period of July 1, 2020 to September 30, 2020; and B. Approve the following additions to the pre-approved OEM Sole Source List for the period of July 1, 2020 to September 30, 2020: • CHEVROLET - Chevrolet Truck Engine Replacements • SANS - Vouchers for Cyber Security Trainings • TOTAL RESOURCE MANAGEMENT - IBM Maximo Level 3 Support • WATSON MARLOW - Pumps BACKGROUND Staff provides the Administration Committee and the Board of Directors quarterly reports of General Manager approved and executed purchases between $50,000 and $100,000; maintenance and repair Services Task Orders between $50,000 and $300,000; and additions to the pre-approved OEM Sole Source List. The list of additions to the pre-approved OEM Sole Source List displays the original equipment manufacturers (OEM) added this quarter that require sole source procurement to maintain, service, or replace equipment currently in operation at Orange County Sanitation District facilities, because the parts and/or service can only be provided by the OEM or their designated representative. RELEVANT STANDARDS • Quarterly financial reporting • Ensure the public's money is wisely spent Orange County Sanitation District Page 1 of 3 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1352 Agenda Date: 11/18/2020 Agenda Item No: 12. PRIOR COMMITTEE/BOARD ACTIONS December 2016 - Minute Order 12(b) authorized the General Manager to ratify additions or deletions to the OEM Sole Source list on the General Manager's quarterly approved purchases agenda report. ADDITIONAL INFORMATION In accordance with Board purchasing policies, Ordinance No. OCS_D-52, the General Manager has authority to approve and execute purchases between $50,000 and $100,000. Below is a summary of General Manager approved purchases, in amounts exceeding $50,000, for the first quarter of fiscal year 2020-21: Vendor Name Amount Department Description/Discussion ALL AMERICAN $79,756.07 Operations & Manhole and Vault Abandonment near Slater ASPHALT Maintenance Pump Station Sole Source Justification 308 Reason: Unique Product/Service CORTECH $92,290.32 Administrative Stock Item Purchase of a SEEPEX Rotor ENGINEERING Services and Stator for Process Pumps Board Approved OEM Sole Source List M.O. 12/14/16, Item 12 E&M ELECTRIC AND $77,165.00 Administrative Annual Renewal for Wonderware Premium MACHINERY INC. Services First Level Support Service 11/16/20 to 11/15/21 Board Approved OEM Sole Source List M.O. 8/28/19, Item 3 HACH C/O PONTON $69,394.67 Operations & Purchase of Multiple Hach Samplers for INDUSTRIES Maintenance Sampling Activities Board Approved OEM Sole Source List M.O. 12/14/16, Item 12 KPR CONSULTING $77,514.00 Operations & Purchase of Three (3) Each 24-inch INC Maintenance Diameter Metal-Seated Gate Valves (FRC- 004) Specification No. E-2020-1188BD OFS BRANDS $75,258.00 Operations & Purchase of OFS Flexxy Guest/Multi-Use HOLDINGS INC. Maintenance hairs for Board Room Omnia/National IPA ontract# R191813, in Accordance with Ordinance OCSD-52 Section 2.03 (B) Cooperative Purchases PUMPACTION CORP $76,089.87 Operations & Purchase of Putzmeister Hydraulic Pump - SHG USA Maintenance Units for Sludge Transfer Pumps Board Approved OEM Sole Source List M.O. 12/14/16, Item 12 SMS PIPELINE SVCS 72,435.00 Operations & Blanket PO to provide Operator Qualified dba LIBERTY Maintenance Construction Inspector to support the OCWD ENERGY SVC project Sole Source Justification 2302 Reason: Unique Product/Service SOUTHERN $99,000.00 Administrative onvenience Blanket PO for Notices, CALIFORNIA NEWS Services Dlassified, and Legal Advertising 7/1/20 to GROUP /30/21 GM Article 2, Section 2.2 (b) (1) Additionally, in accordance with Board purchasing policies, Ordinance No. OCSD-52, the General Manager has authority to approve and execute maintenance and repair Services Task Orders Orange County Sanitation District Page 2 of 3 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1352 Agenda Date: 11/18/2020 Agenda Item No: 12. between $50,000 and $300,000. Below is a summary of General Manager approved maintenance and repair Services Task Orders, in amounts exceeding $50,000, for the first quarter of fiscal year 2020-21: Vendor Name Amount Department Description/Discussion CHARLES KING CO $197,840.00 Operations & East Coast Highway Trunk Repair(FRC-0005) INC. Maintenance Specification No. TOB-2019-1187 of Master Service Contract S-2018-942BD-2 CHARLES KING CO $298,850.00 Operations & Newhope-Placentia Grade Separation INC. Maintenance Replacement Repair (FE19-09) Specification No. TOB-2019-1173 of Master Service Contract S-2018-942BD-2 J R FILANC $84,175.00 Operations & -Side Primary Basin Launder Cover Repair CONSTRUCTION Maintenance at Plant 2 Specification No. TOB-2019-1166 f Master Service Contract S-2018-942BD-4 J R FILANC $100,775.00 Operations & Effluent Pump Station Annex Discharge Pipe CONSTRUCTION Maintenance Repair at Plant 2 Specification No. TOB- 019-1175 of Master Service Contract S- 018-942BD-4 JAMISON $131,000.00 Operations & Digester O Repairs at Plant 2 (FR2-0019) ENGINEERING Maintenance Specification No. TOB-2019-1190 of Master CONTRACTORS Service Contract S-2018-942BD-5 INC. O'CONNELL $227,775.00 Operations & Plant 2 Digesters P, Q, & T Pump Room ENGINEERING & Maintenance Roof Replacements Specification No. TOB- CONSTRUCTION 019-1174 of Master Service Contract S- INC 018-942BD-6 W.A. RASIC $57,700.00 perations & Plant 1 Ramp Repair Specification No. TOB- CONSTRUCTION Maintenance 019-1179 of Master Service Contract S- CO., INC. 018-942BD-7 ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: N/A Orange County Sanitation District Page 3 of 3 Printed on 11/10/2020 powered by LegistarTM oJ�V SAN17gTO9 Orange Count Sanitation District Administration Building 5� o, g � 10844 Ellis Avenue 2 9 Fountain Valley, CA 92708 ADMINISTRATION COMMITTEE (714)5937433 9oTFCTN0 THE ENVQ����2 Agenda Report File #: 2020-1353 Agenda Date: 11/18/2020 Agenda Item No: 13. FROM: James D. Herberg, General Manager Originator: Lan C. Wiborg, Director of Environmental Services SUBJECT: PFAS INVESTIGATIVE ORDER GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: A. Approve a Professional Services Agreement to CDM Smith Inc. (CDM Smith) to provide PFAS Sampling and Analysis Services, Specification No. CS-2020-117813D, for a total amount not to exceed $369,006; that will begin upon the effective date of the Notice to Proceed and continue for the period of one year; and B. Approve a contingency in the amount of$55,351 (15%). BACKGROUND The Orange County Sanitation District (Sanitation District) received a Per- and Poly-fluoroalkyl Substances (PFAS) Phase III Investigative Order WQ-2020-0015-DWQ (Order) from the State Water Resources Control Board (SWRCB) on July 13, 2020. The SWRCB is authorized by Water Code Sections 13267 and 13383 to require suspected dischargers of PFAS into the environment to furnish technical or monitoring reports of the release or the disposal of waste containing PFAS. The Order requires the Sanitation District to sample and analyze wastewater influent, effluent, and biosolids at both Reclamation Plant No. 1 and Treatment Plant No. 2 quarterly for a period of one year. RELEVANT STANDARDS • Ensure the public's money is wisely spent • Maintain a culture of improving efficiency to reduce the cost to provide the current service level or standard • Protect Orange County Sanitation District assets • Commitment to safety & reducing risk in all operations PROBLEM PFAS are ubiquitous and can be found in many consumer products used daily, including cosmetics, personal care products, clothing, equipment, and materials. Therefore, there are significant challenges associated with sampling and analyzing for PFAS due to high potential for cross- Orange County Sanitation District Page 1 of 4 Printed on 11/12/2020 powered by LegistarTM File #: 2020-1353 Agenda Date: 11/18/2020 Agenda Item No: 13. contamination. In addition, these chemicals are very complex in nature and the Sanitation District has limited experience in sampling and analyzing these chemicals. Therefore, the Sanitation District requires external expert support with the sampling and analysis to ensure the collection, analysis, and reporting are conducted in accordance with the Order. An experienced service provider is also needed to assist the Sanitation District with building internal capacity for PFAS sampling and analysis. PROPOSED SOLUTION The Sanitation District proposes hiring the above-listed qualified consulting firm (Consultant) to assist the Sanitation District with meeting the requirements of the Order, which will require the development of work plans, final reports, and presentations associated with the PFAS sampling and analysis for sites located at Reclamation Plant No. 1 and Treatment Plant No. 2. The Sanitation District will also require PFAS sampling and analysis at twelve (12) additional locations to determine PFAS loading to the Sanitation District's facilities. Lastly, the Consultant will provide written documentation to and training for Sanitation District staff on PFAS sampling at select locations within the Sanitation District's facilities and service area. TIMING CONCERNS As written, the Order requires the first quarterly sampling event to take place during the second quarter of the Sanitation District's Fiscal Year 2020-2021 (October to December 2020). However, the SWRCB postponed the project kickoff to the third quarter of Fiscal Year 2020-2021 (January to March 2021), but is requiring the Sanitation District to conduct two sets of sampling events within this timeframe to retain the original project end date. Board approval of this Professional Service Agreement will enable Sanitation District staff and Consultant to meet the Order's key deadlines. RAMIFICATIONS OF NOT TAKING ACTION If a consultant is not hired to conduct the PFAS sampling and analysis, the lack of internal expertise of Sanitation District staff may result in non-compliance with the Order and/or unreliable data. ADDITIONAL INFORMATION On July 9, 2020, the Sanitation District issued a Request for Proposals (RFP) to hire a Consultant to provide PFAS Sampling and Analysis Services. The following evaluation criterion were described in the RFP and used to determine the most qualified firm. CRITERION WEIGHT 1. Qualifications of the Firm 0% 2. Staffing and Project Organization 0% 3. Work Plan 0% 4. Oral Interviews 10% 5. Cost 0% Orange County Sanitation District Page 2 of 4 Printed on 11/12/2020 powered by LegistarTM File #: 2020-1353 Agenda Date: 11/18/2020 Agenda Item No: 13. The RFP closed on September 1, 2020. The Sanitation District received responses from eight (8) companies. The RFP evaluation team consisted of three (3) Sanitation District staff and included a Resource Protection Division Engineering Supervisor, Laboratory Principal Environmental Specialist, and Environmental Compliance Senior Regulatory Specialist. This RFP used the individual scoring method. The evaluation team first reviewed and scored the proposals based upon the first three criteria listed above. Rank Proposer riterion 1 Criterion 2 riterion 3 Subtotal Score Max 30%) (Max 20%) (Max 20%) (Max 70%) 1 CDM Smith 4 15 17 56 2 AECOM 110 14 14 48 3 TRC Companies, Inc. 19 13 1 44 4 Parsons 18 10 37 5 Geosyntec 17 9 10 36 6 GHD 18 6 7 Wood Environment 16 11 36 8 Trihydro Corp. 115 10 34 The three highest ranking firms, CDM Smith, AECOM, and TRC Companies, Inc. (TRC) were selected for interviews. The interviews were conducted from October 7 to October 8, 2020. Following the interviews, the evaluation team ranked the firms based on both the proposals and interviews using the evaluation criteria and weighting listed above. Rank Proposer Subtotal Score Interview rotal Weighted (Max 70%) (Max 10%) 3core (Max 80%) 1 CDM Smith 56 33 2 AECOM 148 P5 3 �RC Companies, Inc. 4 P0 All proposals were accompanied by a sealed cost proposal. Only the cost proposals for the two highest ranked firms were opened and negotiated. Rank Proposer Subtotal Score Cost (Max Total Weighted (Max 80%) 0%) Score (Max 100%) 1 CDM Smith 63 13 76 2 AECOM 155 120 175 Based on these results, staff recommends awarding the Agreement to CDM Smith. The term of this Agreement will begin upon the effective date of the Notice to Proceed and continue for the period of one year. CEQA N/A Orange County Sanitation District Page 3 of 4 Printed on 11/12/2020 powered by LegistarTM File #: 2020-1353 Agenda Date: 11/18/2020 Agenda Item No: 13. FINANCIAL CONSIDERATIONS This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This item has been budgeted. (FY2020-21 & 2021-22 Budget, Environmental Services Division Program). ATTACHMENT The following attachment(s) may be viewed on-line at the Sanitation District's website (www.ocsd.com) with the complete agenda package: • Professional Services Agreement • PowerPoint Presentation Administration Committee 11/10/2020 Orange County Sanitation District Page 4 of 4 Printed on 11/12/2020 powered by LegistarTM PROFESSIONAL SERVICES AGREEMENT PFAS Sampling and Analysis Plan Specification No. CS-2020-1178BD 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 (hereinafter referred to as "OCSD") and CDM Smith Inc. with a principal place of business at 46 Discovery, Suite 250, Irvine, CA 92618 (hereinafter referred to as "Consultant") collectively referred to as the "Parties". WITNESSETH WHEREAS, based on Consultant's expertise and experience, OCSD desires to temporarily engage Consultant to provide assistance in meeting the anticipated requirements of the State Water Resources Control Board's (SWRCB's) Per- and Poly-fluoroalkyl Substances (PFAS) Phase III Investigative Order (Order) "Services" as described in Exhibit "A"; and WHEREAS, Consultant submitted its Proposal, dated September 1, 2020; and WHEREAS, on November 18, 2020, the Board of Directors of OCSD, by minute order, authorized execution of this Agreement between OCSD and Consultant; and WHEREAS, OCSD has chosen Consultant to conduct Services in accordance with Ordinance No. OCSD-52. NOW, THEREFORE, in consideration of the mutual promises and mutual benefits exchanged between the Parties, the Parties mutually agree as follows: 1. Introduction 1.1 This Agreement and all exhibits hereto (called the "Agreement") is made by OCSD and the Consultant. The terms and conditions herein exclusively govern the purchase of Services as described in Exhibit "A". 1.2 Exhibits to this Agreement are incorporated by reference and made a part of this Agreement as though fully set forth at length herein. Exhibit "A" Scope of Work Exhibit "B" Proposal dated September 1, 2020 and Cost Proposal dated October 23, 2020 Exhibit "C" Acknowledgement of Insurance Requirements Exhibit "D" Contractor Safety Standards and Safety SOP-102 Personal Protective Equipment (PPE) Exhibit "E" Human Resources Policies 1.3 In the event of any conflict or inconsistency between the provisions of this Agreement and any of the provisions of the exhibits hereto, the provisions of this Agreement shall in all respects govern and control. 1.4 This Agreement may not be modified, changed, or supplemented, nor may any obligations hereunder be waived or extensions of time for performance granted, except by written instrument signed by both Parties. Orange County Sanitation District 1 of 11 Specification No. CS-2020-1178BD Version 080919 1.5 The various headings in this Agreement are inserted for convenience only and shall not affect the meaning or interpretation of this Agreement or any section or provision hereof. 1.6 The term "days", when used in the Agreement, shall mean calendar days, unless otherwise noted as workdays. 1.7 The term "workday". Workdays are defined as all days that are not Saturday, Sunday, or OCSD observed holidays. OCSD review periods shall not include OCSD observed holidays. 1.8 OCSD holidays (non-working days) are as follows: New Year's Day, Lincoln's Birthday, Presidents' Day, Memorial Day, Independence Day, Labor Day, Veterans Day, Thanksgiving Day, Day after Thanksgiving, Christmas Eve, and Christmas Day. 1.9 Work Hours: All work with OCSD staff shall be scheduled Monday through Thursday, between the hours of 7:30 a.m. and 4:30 p.m. OCSD will not pay for travel time. 1.10 Consultant shall provide OCSD with all required premiums and/or overtime work at no charge beyond the total amount of the Agreement. 1.11 Except as expressly provided otherwise, OCSD accepts no liability for any expenses, losses, or action incurred or undertaken by Consultant as a result of work performed in anticipation of purchases of said Services by OCSD. 2. Scope of Work 2.1 Consultant agrees to furnish necessary professional Services to accomplish those project elements outlined in the Scope of Work attached hereto as "Exhibit A", and by this reference made a part of this Agreement. 2.2 The Consultant shall be responsible for the professional quality, technical accuracy, and completeness and coordination of the work and Services furnished by the Consultant under this Agreement, including the work performed by its subconsultants and subcontractors. Where approval by OCSD is indicated, it is understood to be conceptual approval only and does not relieve the Consultant of responsibility for complying with all applicable laws, regulations, 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 or subcontractors. 2.3 Consultant is responsible for the quality of work prepared under this Agreement and shall ensure that all work is performed to the prevailing industry standards for clarity, uniformity, and completeness. Consultant shall timely respond to all comments, suggestions, and recommendations from OCSD. All comments from OCSD, or its agent, shall be incorporated into the work prior to the next review deadline or addressed, in writing, as to why the comment(s) has/have not been incorporated. Consultant shall ensure that each submittal is 100% accurate for the level of work submitted (i.e. correct references, terms, capitalization, spelling, punctuation, etc.). 2.4 In the event that Consultant's services and/or work product(s) is not to the satisfaction of the OCSD and/or does not conform to the requirements of this Agreement or the applicable industry standards, the Consultant shall, without additional compensation, promptly correct or revise any errors or deficiencies in its work product(s) within the timeframe specified by the Project Manager. OCSD may charge to Consultant all costs, expenses and damages associated with any such corrections or revisions. Orange County Sanitation District 2 of 11 Specification No. CS-2020-1178BD Version 080919 2.5 All Services performed by the Consultant, including, but not limited to, all drafts, data, correspondence, proposals, and reports compiled or composed by the Consultant, pursuant to this Agreement, are for the sole use of OCSD, its agents and employees. Neither the documents nor their contents shall be released to any third party without the prior written consent of OCSD. 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 OCSD, or (b) subsequently becomes publicly known to the Consultant other than through disclosure by OCSD. 2.6 Consultant warrants that all of its Services shall be performed in a competent, professional, and satisfactory manner. 3. 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. A review of the time required for the modification will be made by OCSD and Consultant and the Agreement period adjusted accordingly. 4. Compensation Compensation to be paid by OCSD to Consultant for the Services provided under this Agreement shall be a total amount not to exceed Three Hundred Sixty-nine Thousand, Six Dollars ($369,006.00). 5. California Department of Industrial Relations (DIR)Re_gistration and Record of Wages 5.1 To the extent Consultant's employees and/or subconsultants who will perform work for which Prevailing Wage Determinations have been issued by the DIR and as more specifically defined under Labor Code Section 1720 et seq, Consultant and subconsultants shall comply with the registration requirements of Labor Code Section 1725.5. Pursuant to Labor Code Section 1771.4, the work is subject to compliance monitoring and enforcement by the DIR. 5.2 The Consultant and subconsultants shall maintain accurate payroll records and shall comply with all the provisions of Labor Code Section 1776, and shall submit payroll records to the Labor Commissioner pursuant to Labor Code 1771.4(a)(3). Penalties for non-compliance with the requirements of Section 1776 may be deducted from progress payments per Section 1776. 5.3 Pursuant to Labor Code Section 1776, the Consultant and subconsultants shall furnish a copy of all certified payroll records to OCSD and/or general public upon request, provided the public request is made through OCSD, the Division of Apprenticeship Standards, or the Division of Labor Standards Enforcement of the Department of Industrial Relations. 5.4 The Consultant and subconsultants shall comply with the job site notices posting requirements established by the Labor Commissioner per Title 8, California Code of Regulation Section 16461(e). 6. Payment and Invoicing 6.1 OCSD shall pay, net thirty (30) days, upon receipt and approval, by OCSD's Project Manager or designee, of itemized invoices submitted for monthly hours invoiced, not to exceed the prices agreed to in Exhibit "B". 6.2 Invoices shall be emailed by Consultant to OCSD Accounts Payable at APStaff(a)OCSD.com and "INVOICE" with the Purchase Order Number and CS-2020- 1178BD shall be referenced in the subject line. Orange County Sanitation District 3 of 11 Specification No. CS-2020-1178BD Version 080919 7. Audit Rights Consultant 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 Consultant relating to the invoices submitted by Consultant pursuant to this Agreement. 8. Commencement and Term The Services provided under this Agreement shall be for the period of one (1) year, commencing on the date of the Notice to Proceed. 9. Extensions The term of this Agreement may be extended only by written instrument signed by both Parties. 10. Performance Time is of the essence in the performance of the provisions hereof. 11. Termination 11.1 OCSD reserves the right to terminate this Agreement for its convenience, with or without cause, in whole or in part, at any time, by written notice from OCSD. Upon receipt of a termination notice, Consultant shall immediately discontinue all work under this Agreement (unless the notice directs otherwise). OCSD shall thereafter, within thirty (30) days, pay Consultant for work performed (cost and fee) to the date of termination. Consultant expressly waives any claim to receive anticipated profits to be earned during the uncompleted portion of this Agreement. Such notice of termination shall terminate this Agreement and release OCSD from any further fee, cost or claim hereunder by Consultant other than for work performed to the date of termination. 11.2 OCSD reserves the right to terminate this Agreement immediately upon OCSD's determination that Consultant is not complying with the Scope of Work requirements, if the level of service is inadequate, or any other default of this Agreement. OCSD shall inform the Consultant of a non-compliance situation and allow the Consultant the opportunity to remedy the situation prior to termination. 11.3 OCSD may also immediately terminate for default of this Agreement in whole or in part by written notice to Consultant: • if Consultant becomes insolvent or files a petition under the Bankruptcy Act; or • if Consultant sells its business; or • if Consultant breaches any of the terms of this Agreement; or • if total amount of compensation exceeds the amount authorized under this Agreement. 11.4 All OCSD property in the possession or control of Consultant shall be returned by Consultant to OCSD on demand, or at the termination of this Agreement, whichever occurs first. 12. Indemnification and Hold Harmless Provision To the fullest extent permitted by law, Consultant shall indemnify, defend, protect and hold harmless the OCSD and all OCSD's officers, directors, employees, consultants, and agents (Collectively the "Indemnified Parties"), from and against any and all claims, damages, liabilities, causes of action, suits, arbitration, awards, basses, judgements, fines, penalties, costs and expenses including without limitation, attorneys' fees and costs and the OCSD's general and administrative expenses (individually, a "Claim", or 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, it principals, officers, agents, employees, Consultant Suppliers, consultants, subconsultants, subcontractors, and/or anyone employed directly or indirectly by any of them, regardless of Orange County Sanitation District 4 of 11 Specification No. CS-2020-1178BD Version 080919 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 from: (A) the sole or 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. 13. Insurance Consultant and all subconsultants shall purchase and maintain, throughout the life of this Agreement and any periods of warranty or extensions, insurance in amounts equal to the requirements set forth in the signed Acknowledgement of Insurance Requirements, Exhibit "C". Consultant shall not commence work under this Agreement until all required insurance is obtained in a form acceptable to OCSD, nor shall Consultant allow any subconsultant to commence service pursuant to a subcontract until all insurance required of the subconsultant has been obtained. Failure to maintain required insurance coverage shall result in termination of this Agreement. 14. Key Personnel Personnel, as provided in Exhibit "B", are considered "key" to the work under this Agreement and will be available for the term of the Agreement. No person designated as key under this Agreement shall be removed or replaced without prior written consent of OCSD. If OCSD asks Consultant to remove a person designated as key under this Agreement, Consultant agrees to do so immediately regardless of the reason, or the lack of reason, for OCSD's request. Consultant shall assign only competent personnel to perform services pursuant to this Agreement. 15. Confidentiality and Non-Disclosure 15.1 Consultant acknowledges that in performing the Services hereunder, OCSD may have to disclose to Consultant orally and in writing certain confidential information that OCSD considers proprietary and has developed at great expense and effort. 15.2 Consultant agrees to maintain in confidence and not disclose to any person, firm, or corporation, without OCSD's prior written consent, any trade secret or confidential information, knowledge or data relating to the products, process, or operation of OCSD. 15.3 Consultant further agrees to maintain in confidence and not to disclose to any person, firm, or corporation any data, information, technology, or material developed or obtained by Consultant during the term of this Agreement. 15.4 Consultant agrees as follows: • To use the confidential information only for the purposes described herein; to not reproduce the confidential information; to hold in confidence and protect the confidential information from dissemination to and use by anyone not a party to this Agreement; and to not use the confidential information to benefit itself or others. • To restrict access to the confidential information to its Consultant or personnel of Consultant who (1) have a need to have such access and (2) have been advised of and have agreed in writing to treat such information in accordance with the terms of this Agreement. Orange County Sanitation District 5 of 11 Specification No. CS-2020-1178BD Version 080919 • To return all confidential information in Consultant's possession upon termination of this Agreement or upon OCSD's request, whichever occurs first. • To hold in confidence information and materials, if any, developed pursuant to the Services hereunder. 15.5 The provisions of this section shall survive termination or expiration of this Agreement and shall continue for so long as the material remains confidential. 16. Ownership of Documents All drawings, specifications, reports, records, documents, memoranda, correspondence, computations, and other materials prepared by Consultant, its employees, subconsultants, and agents in the performance of this Agreement shall be the property of OCSD and shall be promptly delivered to OCSD upon request of OCSD's Project Manager or designee, or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by OCSD of its full rights of ownership of the documents and materials hereunder. Any use of such completed documents for other projects and/or use of incomplete documents without specific written authorization by the Consultant will be at OCSD's sole risk and without liability to Consultant. Consultant shall ensure that all its subconsultants shall provide for assignment to OCSD of any documents or materials prepared by them. 17. Ownership of Intellectual Property 17.1 Consultant agrees that all designs, plans, reports, specifications, drawings, schematics, prototypes, models, inventions, and all other information and items made during the course of this Agreement and arising from the Services (hereinafter referred to as "New Developments") shall be and are assigned to OCSD as its sole and exclusive property. 17.2 Consultant agrees to promptly disclose to OCSD all such New Developments. Upon OCSD's request, Consultant agrees to assist OCSD, at OCSD's expense, to obtain patents or copyrights for such New Developments, including the disclosure of all pertinent information and data with respect thereto, the execution of all applications, specifications, assignments, and all other instruments and papers which OCSD shall deem necessary to apply for and to assign or convey to OCSD, its successors and assigns, the sole and exclusive right, title and interest in such New Developments. Consultant agrees to obtain or has obtained written assurances from its employees and contract personnel of their agreement to the terms hereof with regard to New Developments and confidential information. 17.3 Consultant warrants that Consultant has good title to any New Developments, and the right to assign New Developments to OCSD free of any proprietary rights of any other party or any other encumbrance whatever. 17.4 The originals of all computations, drawings, designs, graphics, studies, reports, manuals, photographs, videotapes, data, computer files, and other documents prepared or caused to be prepared by Consultant or its subconsultants in connection with these Services shall be delivered to and shall become the exclusive property of OCSD. OCSD may utilize these documents for OCSD applications on other projects or extensions of this project, at its own risk. 17.5 Notwithstanding any other provision of this Agreement to the contrary, Consultant shall retain its rights in its pre-existing standard drawing details, designs, specifications, databases, computer software, proprietary information, documents, templates, and any other property owned by Consultant on the date of this Agreement or developed outside of this Agreement. Orange County Sanitation District 6 of 11 Specification No. CS-2020-1178BD Version 080919 18. Independent Contractor Capacity 18.1 The relationship of Consultant to OCSD is that of an independent contractor and nothing herein shall be construed as creating an employment or agency relationship. 18.2 Consultant shall act independently and not as an officer or employee of OCSD. OCSD assumes no liability for Consultant's action and performance, nor assumes responsibility for taxes, funds, payments or other commitments, implied or expressed, by or for Consultant. 18.3 Consultant shall not be considered an agent of OCSD for any purpose whatsoever, nor shall Consultant have the right to, and shall not, commit OCSD to any agreement, contract or undertaking. Consultant shall not use OCSD's name in its promotional material or for any advertising or publicity purposes without expressed written consent. 18.4 Consultant shall not be entitled to any benefits accorded to those individuals listed on OCSD's payroll as regular employees including, without limitation, worker's compensation, disability insurance, vacation, holiday or sick pay. Consultant shall be responsible for providing, at Consultant's expense, disability, worker's compensation or other insurance as well as licenses and permits usual or necessary for conducting the Services hereunder. 18.5 Consultant shall be obligated to pay any and all applicable Federal, State and local payroll and other taxes incurred as a result of fees hereunder. Consultant hereby indemnifies OCSD for any claims, losses, costs,fees, liabilities, damages or penalties suffered by OCSD arising out of Consultant's breach of this provision. 18.6 Consultant shall not be eligible to join or participate in any benefit plans offered to those individuals listed on OCSD's payroll as regular employees. Consultant shall remain ineligible for such benefits or participation in such benefit plans even if a court later decides that OCSD misclassified Consultant for tax purposes. 19. Licenses, Permits Consultant 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 Federal, State, County, City and/or municipal laws, codes and/or tariffs that pertain to work performed under the terms of this Agreement will be paid by Consultant. 20. Consultant's Representations In the performance of duties under this Agreement, Consultant shall adhere to the prevailing ethical practices and standards of care and competence for their trade/profession. 21. Familiarity with Work By executing this Agreement, Consultant warrants that: 1) it has investigated the work to be performed; 2)it has investigated the site of the work and is aware of all conditions there; and 3) it understands the facilities, difficulties and restrictions of the work under this Agreement. Should Consultant 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 Consultant's risk, until written instructions are received from OCSD. 22. Right to Review Services, Facilities, and Records 22.1 OCSD reserves the right to review any portion of the Services performed by Consultant under this Agreement, and Consultant agrees to cooperate to the fullest extent possible. Orange County Sanitation District 7 of 11 Specification No. CS-2020-1178BD Version 080919 22.2 Consultant shall furnish to OCSD such reports, statistical data, and other information pertaining to Consultant's Services as shall be reasonably required by OCSD to carry out its rights and responsibilities under its agreements with its bondholders or noteholders and any other agreement relating to the development of the project(s) and in connection with the issuance of its official statements and other prospectuses with respect to the offering, sale, and issuance of its bonds and other obligations. 22.3 The right of OCSD to review or approve drawings, specifications, procedures, instructions, reports, test results, calculations, schedules, or other data that are developed by Consultant shall not relieve Consultant of any obligation set forth herein. 23. 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 Agreement. 24. Severability If any section, subsection, or provision of this Agreement, or any agreement or instrument contemplated hereby, or the application of such section, subsection, or provision is held invalid, the remainder of this Agreement 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. 25. Waiver The waiver of either party of any breach or violation of, or default under, any provision of this Agreement, shall not be deemed a continuing waiver by such party of any other provision or of any subsequent breach or violation of this Agreement or default thereunder. Any breach by Consultant to which OCSD does not object shall not operate as a waiver of OCSD's rights to seek remedies available to it for any subsequent breach. 26. Remedies In addition to other remedies available in law or equity, if the Consultant fails to make delivery of the goods or Services or repudiates its obligations under this Agreement, or if OCSD rejects the goods or Services or revokes acceptance of the goods or Services, OCSD may (1) terminate the Agreement; and/or(2) "cover" by purchasing, or contracting to purchase, substitute goods or Services for those due from Consultant. In the event OCSD elects to "cover" as described in (2), OCSD shall be entitled to recover from Consultant as damages the difference between the cost of the substitute goods or Services and the Agreement price, together with any incidental or consequential damages. 27. Governing Law This Agreement 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 Agreement or the performance thereof. 28. Environmental Compliance Consultant shall, at its own cost and expense, comply with all Federal, State, and local environmental laws, regulations, and policies which apply to the Consultant, its sub-consultants, and the Services, including, but not limited to, all applicable Federal, State, and local air pollution control laws and regulations. 29. Dispute Resolution 29.1 In the event of a dispute as to the construction or interpretation of this Agreement, or any rights or obligations hereunder, the Parties shall first attempt, in good faith, to resolve the dispute by mediation. The Parties shall mutually select a mediator to facilitate the resolution of the dispute. If the Parties are unable to agree on a mediator, the mediation shall be Orange County Sanitation District 8 of 11 Specification No. CS-2020-1178BD Version 080919 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. 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 et 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 (2) 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 (3) arbitrators acting as a board, shall take such evidence and make such investigation as deemed appropriate and shall render a written decision on the matter in question. The arbitrator shall decide each and every dispute in accordance with the laws of the State of California. The arbitrator's decision and award shall be subject to review for errors of fact or law in the Superior Court for the County of Orange, with a right of appeal from any judgment issued therein. 30. Damage to OCSD's Property Any OCSD property damaged by Consultant will be subject to repair or replacement by Consultant at no cost to OCSD. 31. Contractor Safety Standards OCSD requires Consultant and its subconsultants to follow and ensure their employees follow all Federal, State and local regulations as well as Contractor Safety Standards while working at OCSD locations. If during the course of the Agreement it is discovered that Contractor Safety Standards do not comply with Federal, State or local regulations, then the Consultant is required to follow the most stringent regulatory requirement at no additional cost to OCSD. Consultant and all of its employees and subconsultants, shall adhere to all applicable Contractor Safety Standards attached hereto in Exhibit "D" including Safety SOP-102 Personal Protective Equipment (PPE) and the Human Resources Policies in Exhibit "E". 32. Frei_ght (F.O.B. Destination) Consultant assumes full responsibility for all transportation, transportation scheduling, packing, handling, insurance, and other services associated with delivery of all products deemed necessary under this Agreement. 33. Assignments Consultant shall not delegate any duties nor assign any rights under this Agreement without the prior written consent of OCSD. Any such attempted delegation or assignment shall be void. 34. Conflict of Interest and Reporting 34.1 Consultant shall at all times avoid conflicts of interest or appearance of conflicts of interest in performance of this Agreement. 34.2 Consultant affirms that to the best of its knowledge there exists no actual or potential conflict between Consultant's families, business or financial interest or its Services under this Agreement, and in the event of change in either its private interests or Services under this Agreement, it will raise with OCSD any question regarding possible conflict of interest which may arise as a result of such change. 35. Third Party Rights Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than OCSD and Consultant. Orange County Sanitation District 9 of 11 Specification No. CS-2020-1178BD Version 080919 36. Non-Liability of OCSD Officers and Employees No officer or employee of OCSD shall be personally liable to Consultant, or any successor-in-interest, in the event of any default or breach by OCSD or for any amount which may become due to Consultant or to its successor, or for breach of any obligation of the terms of this Agreement. 37. Authority to Execute The persons executing this Agreement on behalf of the Parties warrant that they are duly authorized to execute this Agreement and that by executing this Agreement, the Parties are formally bound. 38. Read and Understood By signing this Agreement, Consultant represents that it has read and understood the terms and conditions of the Agreement. 39. Entire Agreement This Agreement constitutes the entire agreement of the Parties and supersedes all prior written or oral and all contemporaneous oral agreements, understandings, and negotiations between the Parties with respect to the subject matter hereof. Orange County Sanitation District 10 of 11 Specification No. CS-2020-1178BD Version 080919 40. Notices All notices under this Agreement must be in writing. Written notice shall be delivered by personal service or sent by registered or certified mail, postage prepaid, return receipt requested, or by any other overnight delivery service which delivers to the noticed destination and provides proof of delivery to the sender. Any facsimile notice must be followed within three (3) days by written notice. Rejection or other refusal to accept or the inability to deliver because of changed address for which no notice was given as provided hereunder shall be deemed to be receipt of the notice, demand or request sent. All notices shall be effective when first received at the following addresses: OCSD: Jackie Lagade Principal Buyer Orange County Sanitation District 10844 Ellis Avenue Fountain Valley, CA 92708-7018 Consultant: Alberto Acevedo Project Manager CDM Smith Inc. 46 Discovery, Suite 250 Irvine, CA 92618 Each party shall provide the other party written notice of any change in address as soon as practicable. IN WITNESS WHEREOF, intending to be legally bound, the Parties hereto have caused this Agreement to be signed by the duly authorized representatives. ORANGE COUNTY SANITATION DISTRICT Dated: By: David John Shawver Chair, Board of Directors Dated: By: Kelly A. Lore Clerk of the Board Dated: By: Ruth Zintzun Purchasing & Contracts Manager CDM SMITH INC. Dated: By: Print Name and Title of Officer Orange County Sanitation District 11 of 11 Specification No. CS-2020-1178BD Version 080919 Exhibit "A" SCOPE OF WORK EXHIBIT"A" Specification No. CS-2020-1178BD EXHIBIT A SCOPE OF WORK For PFAS Sampling and Analysis Plan EXHIBIT A- Conformed per Addendum 3 Specification No. CS-2020-1178BD EXHIBIT A SCOPE OF WORK PFAS Sampling and Analysis Plan SPECIFICATION NO. CS-2020-1178BD EXECUTIVE SUMMARY/ OVERVIEW The Orange County Sanitation District (OCSD) operates the third largest wastewater agency west of the Mississippi River. Since 1954, we have safely collected, treated, and disposed of and/or reclaimed the wastewater generated by 2.6 million people living and working in central and northwestern Orange County, California. Each day we treat over 185 million gallons of wastewater, enough water to fill Anaheim stadium over two and a quarter times. About 80 percent of the wastewater comes from homes —sinks, toilets, showers, laundry, and dishwashers. The remaining wastewater comes from businesses— retail stores, restaurants, manufacturers, hotels, offices, and other industries. A professional staff of more than 600 employees manages the day-to-day activities of OCSD. Our system includes 396 miles of sewer pipes, located throughout the county, and two treatment plants where wastewater is treated in accordance with strict state and federal standards. OCSD operates the following wastewater plants: • Reclamation Plant No. 1 located at 10844 Ellis Avenue in Fountain Valley with a 182 million gallons per day (mgd) secondary average daily dry weather flow and 274 mgd secondary average daily wet weather flow. • Treatment Plant No. 2 located at 22212 Brookhurst Street in Huntington Beach with a 150 mgd secondary average daily dry weather flow and 317 mgd secondary average daily wet weather flow. 1. Purpose OCSD is seeking a qualified consulting firm (Consultant) to assist OCSD with meeting the requirements of the State Water Resources Control Board's (SWRCB's) Per- and Poly-fluoroalkyl Substances (PFAS) Phase III Investigative Order (Order). The SWRCB is authorized by Water Code Section 13267 to require suspected dischargers of PFAS into the environment to furnish technical or monitoring reports of the release or the disposal of waste containing PFAS. During the first two phases, the SWRCB has directed PFAS testing at airports, landfills, and chrome plating facilities and has targeted wastewater treatment plants (WWTPs) in Phase I11. Based on the Order that OCSD received for each facility on July 13, 2020 (See Appendix A), or as subsequently amended, OCSD is required to sample and analyze the wastewater influent, effluent, and biosolids in accordance with, but not limited to, SWRCB Resolution No. 92-49 and Water Code Sections 13001, 13050(d), 13267, and 13383. OCSD is seeking a qualified Consultant to comply with these requirements. Additionally, as a part of the project, Consultant shall provide written documentation to and training for OCSD staff on PFAS sampling procedures that are applicable at designated OCSD sampling locations. Thus, OCSD requires the development of two separate work plans, final reports, and presentations associated with the following work: 1) PFAS sampling and analysis for sites located at Reclamation Plant No. 1 and Treatment Plant No. 2 as directed by the Order, and 2) PFAS sampling and analysis for twelve (12) additional locations, training of OCSD staff, and documentation on procedures to collect UPDATED EXHIBIT A Per Addendum 3 Page 1 of 16 Specification No. CS-2020-1178BD PFAS samples at OCSD's facilities and designated additional locations (Appendix B and G). Consultant shall also provide project support documentation for the project described herein. Details on the anticipated scope of work associated with the proposed sampling and reporting are discussed in the subsequent sections of this document. 1.1 Qualifications 1.1.1 Consultant Qualifications Consultant shall meet, at a minimum, the requirements of the Order. All proposers must be familiar with the wastewater treatment processes at OCSD. The minimum Consultant requirements are listed in the front half of this Request for Proposal. At a minimum, Consultant shall have a minimum of 3 PFAS-related project experiences within the last 5 years. In addition, bid proposals shall identify a Project Manager who will be responsible for the performance of the work, and a supporting field technician, who is responsible for sample handling and collection. The proposed Project Manager should have a minimum of five (5) years' proven professional experience in the role of project manager leading projects, preferably projects that include sampling wastewater and reporting to the SWRCB and Regional Water Quality Control Board (RWQCB), Santa Ana RWQCB (SARWQCB) preferred. Each proposed field sampling support technician should have no less than three (3) years of proven firsthand direct professional level experience performing wastewater sampling and analysis. For each proposed key person, a resume listing experience and project references which is subject to verification is required and shall be provided in the bid proposal for OCSD review and approval. The work plans and final investigation reports shall be signed and stamped by either a California-licensed Professional Engineer (PE) or Professional Geologist (PG). The final investigation reports associated with the Order requirements shall be submitted to the SWRCB and/or the SARWQCB, by OCSD upon OCSD acceptance of the final deliverables. However, the work plans shall not be provided to the SWRCB nor uploaded to GeoTracker. Substitutions of the Project Manager and Key Personnel are not allowed and will be considered a breach of this Agreement, unless due to force majeure. A force majeure will need to be declared in writing by the Consultant. In the event of a force majeure, the Consultant shall provide detailed qualifications of a proposed substitute. OCSD reserves the right to either accept the substitute or declare the Consultant in breach of the Agreement. Consultant represents and warrants to OCSD that it will obtain all licenses, permits, qualification and approvals of whatever nature that are legally required to engage in this work. Consultant shall comply with all applicable Federal, State, and local laws, rules, and regulations. Any permission required by law to be included herein shall be deemed included as a part of this Agreement whether or not specifically referenced. All subcontractors, experts and other subconsultants retained by Consultant in performance of this Agreement shall be qualified to perform the Services assigned to them and shall be licensed to practice in their respective professions, where required by law. UPDATED EXHIBIT A Per Addendum 3 Page 2 of 16 Specification No. CS-2020-1178BD 1.1.2 Laboratory Minimum Qualifications A. Consultant's laboratory (or laboratories) must meet the minimum qualifications below: 1. Shall hold a California ELAP (Environmental Laboratory Accreditation Program) certification for hazardous waste (soils and non-potable water) for analysis up to using a modified EPA Method 537 with isotope dilution and in compliance with the Department of Defense (DoD) Table B-15 of Quality Systems Manual (QSM) version 5.1 or later (compliance with version 5.3 is preferred, but not required) for the 31 required PFAS constituents and reporting limits specified in the Order. In addition, the moisture content and percent solids shall be provided with the analysis of the biosolids. 2. Shall be approved by the SWRCB to perform PFAS analysis in California. 3. Shall have designated analysts with demonstrated expertise in PFAS analysis and capacity to assist OCSD to comply with the SWRCB Order in a timely fashion. 4. Shall have at least five (5) years of experience in analyzing PFAS constituents in non-potable water and soils using LC/MS/MS. 5. Shall be well versed in troubleshooting and mitigating challenges present by complex matrices such as municipal wastewater (influent and effluent), biosolids, and/or surface water to provide valid and defensible data. 6. Shall have experience working with government agencies and programs, such as, but not limited to, the Department of Defense (DoD), State Departments of Environmental Protection (DEP), Department of Energy (DOE), State Departments of Health (DOH), and the Environmental Protection Agency (EPA) that have a broad range of testing needs. 7. Consultant shall submit a list of at least three (3) potential laboratories intended to be used to provide the sample testing services for the project. B. Consultant's laboratory shall submit the following documentation prior to submittal of the work plan: 1. The standard operating procedures for separation and extraction for determining PFAS compounds. 2. The standard operating procedures for sample analysis for determining PFAS compounds. 3. The method detection limit for each PFAS analyte. 4. The method reporting limit for each PFAS analyte. 5. The method accuracy and precision acceptance limits for each analyte. 6. The Initial Demonstration of Capability (IDC) and ongoing quality control (QC) requirement. UPDATED EXHIBIT A Per Addendum 3 Page 3 of 16 Specification No. CS-2020-1178BD 7. The Laboratory Quality Assurance Manual. 1.1.3 Sample Collector Minimum Qualifications A. Consultant's sample collection firm(s) shall have a minimum of five (5) years of experience in wastewater and/or biosolid sample collection. B. The sample collection firm shall use a sampling protocol that is consistent with and/or more stringent than the SWRCB PFAS Sampling Guidelines presented in Appendix C. C. The sample collection firm shall submit the following: 1. A Sampling and Analysis Plan and Protocols (SAPP) for both field and quality assurance and quality control (QA/QC) samples. 2. List of equipment, materials, and calibration requirements that will be used for sample collection. 2. Description PFAS are a class of over 5,000 man-made and mostly unregulated chemicals that have been used industrially in the manufacturing and processing of consumer goods since the 1940s. These chemicals have raised concerns about the possibility of adverse health impacts, since these chemicals are considered to be mobile, persistent, and bioaccumulative. They are resistant to degradation in the environment, and when degradation occurs, it often results in the formation of other PFAS compounds. Currently the key classes of concern are perfluoroalkyl acids, such as the long-chain perfluorooctanesulfonate (PFOS) and perfluorooctanoic acid (PFOA). PFAS are manufactured globally and have been used in the production of a wide range of industrial and household products. PFAS are found in many products such as dental floss, non-stick cookware, food packaging materials, non-stick products, waterproof and water-repellant textiles, water-repellant furniture, carpet, polishes, waxes, paints, cleaning products, medical garments, and fire-fighting foams (aqueous film-forming foams; AFFF). Wastewater treatment facilities are not "producers" or users of PFAS but are passive recipients of these chemicals used by manufacturers and consumers, and merely convey or manage the traces of PFAS that we encounter in our daily lives. The PFAS Order investigative sampling and reporting will be conducted in accordance with the Order and as described in this Scope of Work. The primary objective in conducting the requested sampling is so that the SWRCB and SARWQCB can evaluate the data collected to make informed decisions in implementing appropriate regulatory actions, in anticipation of emerging regulatory standards for PFAS. At the same time, OCSD requires the Consultant's procedures and training of OCSD staff on how to conduct PFAS sampling. Based on the work conducted, OCSD will learn and practice how to conduct PFAS sampling at various sites at Reclamation Plant No. 1, Treatment Plant No. 2, and twelve (12) additional locations (see Appendix B & G), under Consultant's direction. Consultant shall provide sampling, analytical services, training, preparation of two separate work plans, presentations, and final reports associated with: • PFAS sampling and analysis for sites located at Reclamation Plant No. 1 and Treatment Plant No. 2 UPDATED EXHIBIT A Per Addendum 3 Page 4 of 16 Specification No. CS-2020-1178BD • PFAS sampling and analysis for twelve (12) additional locations and training on how to collect PFAS samples at OCSD's facilities and offsite at twelve (12) additional locations. These work plans shall not be provided to the SWRCB and/or the SARWQCB nor uploaded to GeoTracker. Consultant shall also provide project support documentation for the project described herein. 3. Project/Work Elements 3.1 General The Consultant shall develop and implement a sampling and monitoring work plan to assist OCSD to comply with the SWRCB's Order and to document and provide sufficient time during sampling to provide adequate training to OCSD personnel on the methods and procedures used for conducting the PFAS sampling at OCSD's facilities and additional locations. This includes, but is not limited to, providing all necessary personnel, labor, materials, services, equipment, supplies, time, travel, effort, skill, and supervision, except OCSD staff may bring their own equipment for practicing PFAS sample collection. OCSD requires two separate work plans: (1) A work plan for wastewater and biosolid sample collection, testing, and reporting for Reclamation Plant No. 1 and Treatment Plant No. 2 in compliance with the Order for the 31 required PFAS analytes listed in the Appendix D. Note the Order's list includes up to 42 constituents, but the additional compounds are optional. (2) A work plan for documenting and training OCSD staff on sample collection at onsite and offsite locations. These work plans will be provided only to OCSD for review and acceptance. 3.2 Work Plans Consultant shall prepare two separate work plans. One work plan shall be in accordance with the Order (SWRCB Order Work Plan), and the other work plan shall be for the proposed training onsite and sampling and training at the twelve (12) additional locations (Training Work Plan). In general, each work plan shall include, but is not limited to, the following: A. A site plan and description identifying the proposed monitoring locations for collection of PFAS samples from wastewater and biosolids. B. A SAPP that describes the proposed sampling procedures, analytical methods, and QA/QC protocols that will be used to measure PFAS in wastewater and biosolids. C. A sampling checklist and/or description of materials that are considered PFAS-free and those items that should be avoided which are known or suspected to contain PFAS and might be encountered during the proposed sampling activities. D. A signature and stamp from a California-licensed PE or PG in responsible charge for the content of the work plans. UPDATED EXHIBIT A Per Addendum 3 Page 5 of 16 Specification No. CS-2020-1178BD 3.2.1 Site Information and Background Consultant shall specifically include the following site information and background: A. For the SWRCB Order Work Plan: A site map of sample locations at the Reclamation Plant No. 1 and Treatment Plant No. 2. B. For the Training Work Plan: A site map of sample locations at the Reclamation Plant No. 1, Treatment Plant No. 2, and twelve (12) additional locations. Specify the rationale and sampling methodology and procedures for the twelve (12) additional locations (see Appendix B). 3.2.2 Sample Collection and Training A. For the SWRCB Order Work Plan, Consultant shall specify and provide the sampling equipment, calibrations, containers, and materials required to collect the influent and effluent wastewater and biosolids samples at the Reclamation Plant No. 1 and Treatment Plant No. 2. B. For the Training Work Plan, Consultant shall specify and provide the sampling equipment, calibrations, containers, and materials required to sample at twelve (12) additional locations in accordance with the SWRCB PFAS Sampling Guidelines and the proposed SAPP. The total number and location of the of the individual samples required for each work plan are listed in Appendix E. C. Consultant shall coordinate with OCSD personnel a minimum of two weeks prior to the proposed sampling events. Consultant will also be required to check in at the Control Center at Reclamation Plant No. 1 and Treatment Plant No. 2 and be accompanied by OCSD personnel at each sampling location, including the twelve (12) additional locations. D. Consultant shall collect all wastewater, biosolids, and additional samples while adhering to applicable health and safety protocols. Sampling will be conducted in accordance with the Order, SWRCB PFAS Sampling Guidelines (Appendix C), U.S. EPA's Sampling Procedures and Protocols for the National Sewage Sludge Survey (Appendix F), and the proposed SAPP for PFAS sampling at the two treatment plants and twelve (12) additional locations to the maximum extent practicable. As stated in the Order, the influent and effluent wastewater shall be collected as a 24-hour composite samples. This requirement will also be extended for the twelve (12) additional sampling locations for consistency. Care shall be taken to ensure that the materials and equipment used and other items that are present in the sampling and staging areas during the sampling do not pose a risk for contaminating the samples with other PFAS, such as food packaging papers, insect repellants, sunscreens, and coated notebooks and fabrics, etc. unless listed as an allowable product in the SWRCB PFAS Sampling Guidelines or is deemed necessary for the health and safety of the field sampling personnel. In addition, all applicable monitoring instruments and devices used shall be properly maintained and calibrated prior to each sampling event to ensure their continued accuracy. E. Consultant shall follow precautions to ensure proper sampling procedures during the collection of wastewater and biosolids: UPDATED EXHIBIT A Per Addendum 3 Page 6 of 16 Specification No. CS-2020-1178BD 1. Field personnel shall wear nitrile gloves at all times and will change out gloves frequently, including before handling sample bottles, before handling QA/QC samples, before decontamination of equipment, and after touching contaminated materials or surfaces. Field personnel will wash their hands before and after sampling and as necessary during sampling. 2. Field sampling equipment will be prevented from contacting the ground surface or other contaminated surfaces. Equipment that is not dedicated to a particular sampling location will be decontaminated between uses with one of the following cleaning solutions: Alconox, Liquinox, or Citranox (as recommended by the SWRCB PFAS Sampling Guidelines), and laboratory-supplied PFAS-free water. The decontamination liquids will be collected and properly disposed of and will not be reused after passing over the sampling equipment. F. Consultant shall be accompanied by and provide training for OCSD personnel on the methods and procedures used for conducting the PFAS sampling at Reclamation Plant No. 1, Treatment Plant No. 2, and the twelve (12) additional locations during each quarterly sampling event. G. Consultant shall send all samples (field and QA/QC) to the testing laboratory within 24 hours of sample collection along with the samples' Chain of Custody (COC). H. Consultant shall maintain field notes and a sampling log for all field and QA/QC samples. I. QA/QC samples shall include: 1. Equipment testing — Consultant shall conduct equipment testing for PFAS for any reusable equipment not dedicated to a specific sampling location prior to conducting any field sampling to ensure that the equipment is free of PFAS. 2. Field duplicates — Consultant shall collect field duplicates during each sampling event. Field duplicates will be used to assess the precision of sample collection and laboratory analysis. 3. Field reagent blank— Consultant shall collect one field reagent blank per site and per sampling event. Field reagent blanks will be used to identify contaminants at the field site. Consultant must obtain field reagent blank samples from the laboratory, which must be PFAS-free reagent water in a sample bottle. Field reagent blanks shall be treated as normal samples at the field site: they shall be transported to the site, opened and exposed to field conditions for the duration of sampling, then closed and shipped to the laboratory along with other field samples. 4. Equipment blank— Consultant shall collect an equipment blank sample per site and sampling event. UPDATED EXHIBIT A Per Addendum 3 Page 7 of 16 Specification No. CS-2020-1178BD 3.2.3 Sample Shipment and Storage Samples must be chilled during shipment and must not exceed 10°C during the first 48 hours after collection. Ice used for chilling must be sealed in double Ziploc° (or other sealable) bags such that one bag is filled approximately two-thirds full with ice cubes and sealed, and then the first bag is placed into a second bag so that the sealable portions are on opposite sides of each other. This will prevent the bags from leaking. Samples must be confirmed at or below 100C when samples are received at the laboratory. Samples stored in the lab must be held at or below 6°C until extraction, but they must not be frozen. 3.2.4 Sample Analysis A. Each of Consultant's laboratories shall be able to conduct all PFAS analyses using a modified EPA Method 537 with isotope dilution and in compliance with the Department of Defense (DoD) Quality System Manual (QSM) version 5.1 or later, Table B-15 performance criteria. However, only the 31 required PFAS constituents shall be analyzed and reported (Appendix D). In addition, the moisture content and percent solids shall be provided with the analysis of the biosolids. B. Each of Consultant's laboratories shall conduct sample analysis expeditiously and the samples shall not be allowed to exceed 14 days of holding time. 4. Resources Available OCSD will provide all the necessary power outlets for sampling conducted at Reclamation Plant No. 1 and Treatment Plant No. 2. Consultant is otherwise responsible for all equipment, calibration, instrumentation and supplies (e.g., sampling equipment, containers, ice, laboratory-supplied PFAS-free water, extension cords, etc.) and all associated costs. Consultant is responsible for the collection, analysis and reporting of all 31 required compounds listed within the SWRCB Order. Consultant is responsible for providing personal protective equipment for its work force. The safety equipment shall meet or exceed OCSD's safety standards. Office facilities for Consultant's workforce are the responsibility of Consultant. Conference call meetings involving dial-in services are the responsibility of Consultant. 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 Agreement will be paid by Consultant. 5. Project Schedule The SWRCB issued the PFAS Phase III Investigation Order on July 9, 2020 for wastewater treatment plants, which has a requirement to begin sampling for these constituents during the fourth quarter of 2020 (October to December). However, OCSD is currently negotiating with the SARWQCB and SWRCB on the timing of the first sampling event, so a definitive schedule cannot be determined at this time. OCSD expects that the Consultant is ready and able to work as early as the October to December 2020 quarter. Consultant shall comply with the timelines and milestones outlined below and meet all SWRCB-imposed deadlines: UPDATED EXHIBIT A Per Addendum 3 Page 8 of 16 Specification No. CS-2020-1178BD Milestones/Timeline Deadline (from Notice to Proceed Date) Kick-Off Meeting and Safety Meeting by 5t" business day Draft Implementation Plan with Baseline by end of Week 2 Schedule Final Implementation Plan with Baseline by end of Week 3 Schedule Work Plans Accepted by OCSD, Final within 30 calendar days Schedule, and Presentation First Quarter Progress Report with Updated within 21 days* (3 weeks) of receiving the Schedule, and Presentation laboratory analytical report(s) OCSD to Upload First Quarter within 30 days of receiving the laboratory Analytical Report to GeoTracker analytical report(s) Second Quarter Progress Report with within 21 days* (3 weeks) of receiving the Updated Schedule, and Presentation laboratory analytical OCSD to Upload Second Quarter within 30 days of receiving the laboratory Analytical Report to GeoTracker analytical report(s) Third Quarter Progress Report with within 21 days* (3 weeks) of receiving the Updated Schedule, and Presentation laboratory analytical OCSD to Upload Third Quarter within 30 days of receiving the laboratory Analytical Report to GeoTracker analytical report(s) Fourth Quarter Progress Report/Draft within 21 days* (3 weeks) of receiving the Final Reports and Presentations laboratory analytical OCSD to Upload Fourth Quarter within 30 days of receiving the laboratory Analytical Report to GeoTracker analytical report(s) OCSD to upload Final Sampling within 60 days of receiving the laboratory Reports to GeoTracker analytical report(s) Written results shall be submitted to OCSD within 1 days after receiving the analytical report(s). 6. Project Management Project management includes Consultant's attendance at a kick-off/safety meeting, written monthly updates, and planning for, coordination of, and attendance of quarterly project coordination meetings. Consultant shall be responsible for detailed management of the project and shall keep OCSD apprised of the status of the project. At the kick-off meeting, Consultant shall provide a list of personnel working on the project, including the key management personnel. Consultant shall not reassign the key project personnel without prior approval of OCSD. However, OCSD may request reassignment of any of Consultant's personnel, based on the adequacy of performance. 6.1 Project Kick-Off and Follow-Up Meeting Within five (5) business days of receiving the Notice-to-Proceed, Consultant shall schedule, attend, and lead a project kick-off meeting with OCSD's Environmental Services staff at OCSD's Administrative Office or through an alternative method as directed by OCSD. The Consultant shall be available to attend follow-up meetings and/or conference calls as deemed necessary by OCSD. 6.2 Implementation Plan and Progress Reports Following the notice to proceed, the draft implementation plan review shall take place as outlined UPDATED EXHIBIT A Per Addendum 3 Page 9 of 16 Specification No. CS-2020-1178BD in the Project Schedule in Section 5 above. This draft and final implementation plan shall include a list of activities and a baseline schedule with milestones that are scheduled to be accomplished by each progress report. The work plans shall be submitted to OCSD within 30 calendar days of contract approval to allow adequate review time prior to the initial sampling event. The progress reports shall include at a minimum three draft final reports; three final reports; and three interim progress reports, of which each report will be submitted within 21 days of receiving the laboratory analytical report each quarter. Each progress report shall include an updated schedule and presentation of findings and project progress. Upon OCSD's review and concurrence, Consultant shall revise and submit three draft final reports for 1) the PFAS sampling and analysis for sites located at Reclamation Plant No. 1; and 2) PFAS sampling and analysis for sites located at Treatment Plant No. 2; and 3) sampling and training offsite at twelve (12) additional locations submitted to OCSD. Each draft report shall be delivered within 21 days of receiving the final quarterly laboratory analytical report. Upon OCSD's review and concurrence, Consultant shall revise and submit the final reports within 60 days of receiving the final laboratory analytical report. All work and results that are performed beyond the specific requirement of the Order (i.e., OCSD staff training and practice sampling at the twelve (12) additional locations) shall not be provided to the SWRCB and/or SARWQCB nor uploaded to GeoTracker. 6.3 Project Coordination Conferences Consultant shall provide written monthly updates on the status of the project to OCSD's Project Manager. Furthermore, Consultant shall coordinate meetings with the OCSD's Project Manager as outlined in the Project Schedule in Section 5 above. At a minimum, these meetings shall be attended by OCSD's Project Manager and Consultant's Project Manager. The primary purpose of the meetings shall be to review the Consultant's Project Manager's report regarding completion of milestones and the status of the project scope, schedule, budget, and any issues which may affect completion of the project. However, additional items may be added to the agenda at OCSD's and/or Consultant's request, upon agreement of the respective Project Managers. Progress reports should be submitted to OCSD for review one week prior to the corresponding project status meetings. Additional meetings may be scheduled on an as-needed basis as deemed necessary by OCSD and Consultant's respective Project Managers. Consultant shall schedule, attend, and lead progress meeting at OCSD's Administrative Office or through an alternative method as directed by OCSD. 7. Deliverables 7.1 Work Plans Within 30 days following the contract award, Consultant shall develop and submit for OCSD's review two work plans for 1)the proposed investigation associated with the PFAS sampling and analysis for sites located at Reclamation Plant No. 1 and Treatment Plant No. 2; and 2) training on how to collect PFAS samples at OCSD's facilities and sampling and training offsite at twelve (12) additional locations submitted to OCSD. 7.2 Laboratory Reports The laboratory shall provide total access to data that includes: UPDATED EXHIBIT A Per Addendum 3 Page 10 of 16 Specification No. CS-2020-1178BD A. Customizable, 24-hour real time access, capable of performing data trending, comparing data to industry or project limits, tracking COC(s), and viewing of all laboratory raw data (sample results, standard calibration, and QA/QC data). B. A customizable Electronic Data Deliverable (EDD) in Microsoft Excel capable of being uploaded to GeoTracker and PDF formats capable of being text searchable. 7.3 Quarterly Reports Consultant shall submit quarterly reports for the sampling results from Reclamation Plant No. 1, Treatment Plant No. 2, and twelve (12) additional locations to OCSD no later than 21 calendar days following the receipt of each of the first three quarterly analytical reports. 7.3.1 The Quarterly Reports shall include the following: 1. A brief summary of the field event activities, including the sampling and analysis procedures. 2. A summary of the analytical testing results, which shall include samples, QA/QC performance, and standard calibration results. 3. Site plans with the sampling locations from both Reclamation Plant No. 1 and Treatment Plant No. 2 and from the twelve (12) additional locations. 4. Data tables with the sampling analytical results. 5. A signed statement confirming that the sampling laboratory satisfies all criteria for an independent laboratory, as defined by SARWQCB and/or SWRCB Rule 304(k). A copy of the current California ELAP certification must be included in the final report. 6. Each progress report shall include an updated project schedule and presentation, which shall include the progress, results, and conclusions and be presented by Consultant in a meeting with OCSD's Environmental Services staff at our Administrative Offices in Fountain Valley or at another location or using an alternative method, as directed by OCSD. 7.4 Final Reports Consultant shall submit three comprehensive Final PFAS Reports associated with 1) the PFAS sampling and analysis for sites located at Reclamation Plant No. 1; and 2) PFAS sampling and analysis for sites located at Treatment Plant No. 2 and 3) training on how to collect PFAS samples at OCSD's facilities and sampling and training offsite at twelve (12) additional locations to OCSD for review, comments, and approval no later than 21 calendar days following the receipt of the final quarterly analytical reports. Following receipt and inclusion of OCSD's comments on the draft document, Consultant shall submit two (2) bound originals and an electronic version (in PDF format) of the Final PFAS Reports to OCSD and an electronic version of the Final PFAS Investigation Reports associated with the Order. Once the Final PFAS Investigation Reports have been approved, OCSD will upload the reports associated with the Order via GeoTracker to the SARWQCB and SWRCB no later than sixty (60) calendar days following the receipt of the final analytical results. UPDATED EXHIBIT A Per Addendum 3 Page 11 of 16 Specification No. CS-2020-1178BD 7.4.1 The Final Reports shall include the following: 1. A summary of the analytical testing results, which shall include samples, QA/QC performance, and standard calibration results. 2. The specific sampling and analytical procedures, methods, and analysis conducted. 3. A signed statement confirming that the sampling laboratory satisfies all criteria for an independent laboratory, as defined by SARWQCB and/or SWRCB Rule 304(k). A copy of the current California ELAP certification must be included in the final report. 7.4.2 Final Report Format for the SWRCB Order The Final Report shall include: I. Table of Contents II. Executive Summary III. Background A. PFAS Properties and Uses B. Regulatory Background C. OCSD Background and Description IV. Introduction/Test Description A. Field Observations B. Test Conditions C. Sample Locations D. Flow Measurement Devices V. Equipment/Process and Calibration Description. This section shall include a statement that verifies the required equipment calibration, acceptability of the method test location, and the operating condition during the sampling events. VI. List of Sampling and Analytical Methods Used VI I. Discussion of Results with Analytical Summary Data Table(s) VIII. Data Validation Discussion IX. Conclusions X. Figures A. Site Vicinity Maps B. Site Layout, Sampling, and Flow Measurement Device Location Map(s) XI. Tables A. Summary of Influent and Effluent Wastewater Results for PFAS UPDATED EXHIBIT A Per Addendum 3 Page 12 of 16 Specification No. CS-2020-1178BD B. Summary of Biosolid Results for PFAS XI I. Appendices A. Sampling and Analysis Plan B. Field Data & Equipment Calibration Sheets C. Analytical Method SOPs (sample preparation and instrumental analysis method) D. Laboratory Analytical Reports and Chain of Custody Documentation E. Calibration Data and Calculations F. The sampling checklist and/or description of materials that were used during each of the sampling events that are considered PFAS-free G. A signature and stamp from a California-licensed PE or PG in responsible charge for the content of the report 7.4.3 Final Report Format for Training &Additional Sample Collection The Final Report shall include: I. Table of Contents II. Executive Summary III. Background A. PFAS Properties and Uses B. Regulatory Background C. OCSD Background and Description D. Background of twelve (12) additional sampling locations IV. Introduction/Test Description A. Field Observations B. Test Conditions C. Sample Locations V. Description of the procedures, equipment, calibration, materials, and processes used to sample PFAS from the OCSD's facilities and twelve (12) additional locations VI. List training requirements for OCSD personnel for sampling from the OCSD's facilities and sampling and training offsite at twelve (12) additional locations VI I. Statement that verifies acceptability of the method test location and the operating condition during the sampling events VIII. List of Sampling and Analytical Methods Used IX. Discussion of Results with Analytical Summary Data Table(s) UPDATED EXHIBIT A Per Addendum 3 Page 13 of 16 Specification No. CS-2020-1178BD X. Data Validation Discussion XI. Conclusions XI I. Figures A. Site Vicinity Maps B. Site Layout and Sampling Location Map(s) XIII. Tables A. Summary of Additional PFAS Sampling Results XIV. Appendices A. Sampling and Analysis Plan B. Field Data and Equipment Calibration Sheets C. Analytical Method SOPS (sample preparation and instrumental analysis method) D. Laboratory Analytical Reports and Chain of Custody Documentation E. Calibration Data and Calculations F. The sampling checklist and/or description of materials that were used during each of the sampling events that are considered PFAS-free G. A signature and stamp from a California-licensed PE or PG in responsible charge for the content of the report 7.5 Notice Regarding Late Delivery Consultant shall notify OCSD, as soon as it becomes apparent to Consultant, that a scheduled delivery will be late. Consultant shall include in the notification the rationale for late delivery, the expected date for the delivery, and the project impact of the late delivery. The OCSD Project Manager will review the new schedule and provide guidance to Consultant. Such notification in no way limits OCSD's right to any and all rights and remedies up to and including termination of the Agreement. 8. Safety & Hazardous Materials Although much of the scope of work will consist of reviewing existing documentation, interviews conducted in an office setting, and assembling work plans and reports, a portion of the job will involve field work, such as quarterly sampling activities. Therefore, Consultant is required to receive the appropriate safety instructions from designated OCSD safety staff. Participation in this instruction is mandatory. This instruction does not replace any safety measures described in the Request for Proposals. Consultant shall include in its proposal at least one-hour dedicated to safety training to be held at OCSD prior to conducting any fieldwork. UPDATED EXHIBIT A Per Addendum 3 Page 14 of 16 Specification No. CS-2020-1178BD Consultant will follow all OCSD safety guidelines established for guests, contractors, and vendors at the time this Agreement is executed. In addition, OCSD will have the right to modify the way the training is delivered if it is not able to be done in person due to extraordinary circumstances such as COVID-19, including but not limited to recorded or live virtual training. Please review the latest OCSD, Centers for Disease Control and Prevention (CDC), California Department of Public Health (CDPH), and Orange County Health Care Agency (OCHCA) COVID-19 guidelines in order to be informed on the most current safety requirements. 9. Contract Management Consultant shall abide with the following milestone-based payment schedule. Consultant shall only submit invoices to OCSD for payment once each milestone is achieved, confirmed to be in compliance with the stipulations noted below as complete, and acceptance has been obtained from OCSD Project Manager. • 10% upon submittal of Final Implementation Plan with Baseline Schedule • 10% upon submittal of Final PFAS Work Plans • 60% upon completion and presentation of field sampling activities (15% for each quarterly sampling event) • 20% upon acceptance of the Final PFAS Reports 9.1 Subcontractor Expenses It is anticipated that Consultant will subcontract with suitably qualified and approved specialist companies to provide specific services and/or equipment as needed to augment the directly provided Services. Should Consultant subcontract part of this work, Consultant shall be responsible for the expenses associated with the activities of all subcontractors utilized under this Agreement. 9.2 Quality Assurance All work under this Agreement shall be monitored by the OCSD Project Manager. Final inspection and acceptance of all work performed, reports and other deliverables shall be performed by the OCSD Project Manager. General quality measures as set forth below shall be applied to each work product received from Consultant under this Scope of Work. • Accuracy- Work Products shall be accurate in presentation, technical content, and adherence to accepted elements of style. • Clarity - Work Products shall be clear and concise. Any/All diagrams shall be easy to understand and be relevant to the supporting narrative. • Consistency to Requirements -All work products must satisfy the requirements of this Scope of Work. • File Editing -All text and diagrammatic files shall be editable by OCSD. • Format - Final submittals shall be submitted in both hard copy and electronically in media specified prior to submission of the final reports. • Timeliness - Submittals shall be submitted on or before the due date specified in this Scope of Work or submitted in accordance with a later scheduled date determined by or approved by the OCSD Project Manager. The OCSD Project Manager shall review, for completeness, preliminary or draft documentation that Consultant submits, and may return it to Consultant for correction. Absence of any UPDATED EXHIBIT A Per Addendum 3 Page 15 of 16 Specification No. CS-2020-1178BD comments by the OCSD Project Manager shall not relieve Consultant of the responsibility for complying with the requirements of this Scope of Work. Final approval and acceptance of documentation required herein shall be by letter of approval and acceptance by OCSD. Consultant shall not construe any letter of acknowledgment of receipt material as a waiver of review, or as an acknowledgment that the material is in conformance with this Scope of Work. Any approval given during preparation of the documentation, or approval for shipment shall not guarantee the final acceptance of the completed documentation. 10. Staff Assistance The OCSD Project Manager or a designee of the OCSD Project Manager will be the assigned single point of contact with Consultant on this project ("Project Manager"). Any meetings and/or correspondence related to this project shall be scheduled and approved by the OCSD Project Manager. UPDATED EXHIBIT A Per Addendum 3 Page 16 of 16 Specification No. CS-2020-1178BD k. 1 t PFAS Investigative Order ,� • Presented by Lan Wiborg Director of Environmental Services Administration Committee November 10, 2020 7N, r 4,7 v SANir .lie q T�o�L fa � K M,C D, EWA FAd. EM THE EN J, PFAS (per- and poly-fluoroalkyl substances) Oo (D • Class of over 9,000 man-made chemicals Li PHOTOGRAPHY ❑ 0 SHAMPOO FIREFIGHTING FOAMS F PFAS(D �+ • Extremely stable and persistent SOURCES PESTICIDES STAIN RESISTANT • Upside: Stable, versatile, water/oil resistant PRODUCT • Downside: Persistent in environment and body (D PAINTS FAST FOOD 0 PAC KAG I N G NON-STICK COOKWARE Page 1 Image Source: St. Mary's County Health Department fir.. _s �•T.. .'�.. r. Potential Impact to OCSD SA m • � �G E C OG -10 NMI • State Boar S Investigative Order • One-year duration • Sample and analyze influents , combined effluent, and biosolids • Quarterly frequency • Analysis by accredited lab • 6 in U .S . (4 in CA) • 2 in Canada • OC San developing internal analytical capacity Page 3 RFP Scope of Work 17, ! } Contractor shall : R,?e,\eok ryvL'k \�Se�ti oot� 0 • Sample , analyze , and report Ci • Train staff on sampling protocol _ .h H • Sample additional locations to 1 . . . : . - . Materials . characterize PFAS sources L 0 o / coo \a� Cos�efics )\PSG�ee� Image Source: LimnoTech Page 4 MCI • Eight proposals received • Interviewed top three proposers � • CDM Smith selected J • Experience of project team • Knowledge of PFAS Investigative Order • Familiarity with OC San facilities • Risk analysis and mitigation .� Image Source: US EPA Page 5 Recommendation • Approve a Professional Services Agreement to CIDIVI Smith Inc. to provide PFAS Sampling and Analysis Services for a total not to exceed $369 ,006 ; and • Approve a contingency of $55, 351 ( 15% ) Page 6 x Page 7 oJ�jV SAN17gTO9 Orange Count Sanitation District Administration Building 5� o, g � 10844 Ellis Avenue 2 9 Fountain Valley, CA 92708 ADMINISTRATION COMMITTEE (714)5937433 9oTFCTN0 THE ENVQ����2 Agenda Report File #: 2020-1354 Agenda Date: 11/18/2020 Agenda Item No: 14. FROM: James D. Herberg, General Manager Originator: Lorenzo Tyner, Assistant General Manager SUBJECT: ORANGE COUNTY SANITATION DISTRICT COMPREHENSIVE ANNUAL FINANCIAL REPORT (CAFR) FOR THE YEAR END JUNE 30, 2020 GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Receive and file the Orange County Sanitation District's Comprehensive Annual Financial Report for the year ended June 30, 2020, prepared by staff and audited by Macias Gini & O'Connell LLP (MGO), Certified Public Accountants, along with the following reports prepared by MGO: 1. Report to the Board of Directors; and 2. Independent Accountants' Report on Agreed-Upon Procedures Applied to Appropriations Limit Worksheets. BACKGROUND The CAFR for the year ended June 30, 2020 is enclosed for the Committee's consideration. Included within the report are the Orange County Sanitation District's financial statements for the year ended June 30, 2020, along with the Independent Auditor's Report that includes the unmodified opinion. RELEVANT STANDARDS • Produce appropriate financial reporting - annual financial report & audit letter ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Report to the Board of Directors • Independent Accountant's Report on Applying Agreed-Upon Procedures Related to Appropriations Limit Calculation • Comprehensive Annual Financial Report for the Year Ended June 30, 2020 • OCSD Staff Presentation • Auditor's Presentation Orange County Sanitation District Page 1 of 1 Printed on 11/10/2020 powered by LegistarTM OCertified Public Accountants October 28, 2020 To the Board of Directors Orange County Sanitation District 10844 Ellis Avenue Fountain Valley, California We have audited the financial statements of the Orange County Sanitation District (OCSD) as of and for the year ended June 30, 2020, and have issued our report thereon dated October 28, 2020. Professional standards require that we advise you of the following matters relating to our audit. Our Responsibility in Relation to the Financial Statement Audit As communicated in our auditor and management responsibility letter dated September 16, 2020, our responsibility, as described by professional standards, is to form and express an opinion about whether the financial statements that have been prepared by management with your oversight are presented fairly, in all material respects, in accordance with accounting principles generally accepted in the United States of America. Our audit of the financial statements does not relieve you or management of your respective responsibilities. Our responsibility, as prescribed by professional standards, is to plan and perform our audit to obtain reasonable, rather than absolute, assurance about whether the financial statements are free of material misstatement. An audit of financial statements includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances,but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control over financial reporting. Accordingly, as part of our audit, we considered the internal control of OCSD solely for the purpose of determining our audit procedures and not to provide any assurance concerning such internal control. We are also responsible for communicating significant matters related to the audit that are, in our professional judgment, relevant to your responsibilities in overseeing the financial reporting process. However, we are not required to design procedures for the purpose of identifying other matters to communicate to you. Planned Scope and Timing of the Audit We conducted our audit consistent with the planned scope and timing we previously communicated to you in our auditor and management responsibility letter dated September 16, 2020 and our planning communication letter also dated September 16,2020. Compliance with All Ethics Requirements Regarding Independence The engagement team, others in our firm, as appropriate, and our firm, have complied with all relevant ethical requirements regarding independence. Macias Gini&O'Connell LLP 4675 MacArthur Court,Suite 600 Newport Beach,CA 92660 www.mgocpa.com 1 Qualitative Aspects of the Entity's Significant Accounting Practices Significant Accounting Policies Management has the responsibility to select and use appropriate accounting policies. A summary of significant accounting policies adopted by OCSD is included in Note 1 to the financial statements.OCSD implemented Govermental Accounting Standard Board (GASB) Statement No. 84, Fiduciary Activities, No. 90, Majority Equity Insterests — an amendment of GASB Statement No. 14 and No. 61, and No. 95, Postponement of the Effective Dates of Certain Authoritative Guidance for the year ended June 30, 2020, as described in Note 1. There is no significant impact to OCSD's financial statements due to the implementation of those new pronouncements. No matters have come to our attention that would require us, under professional standards, to inform you about (1) the methods used to account for significant unusual transactions and (2) the effect of significant accounting policies in controversial or emerging areas for which there is a lack of authoritative guidance or consensus. Significant Accounting Estimates Accounting estimates are an integral part of the financial statements prepared by management and are based on management's current judgments. Those judgments are normally based on knowledge and experience about past and current events and assumptions about future events. Certain accounting estimates are particularly sensitive because of their significance to the financial statements and because of the possibility that future events affecting them may differ markedly from management's current judgments. The most sensitive accounting estimates affecting the financial statements are— • Valuations of actuarially determined contributions, deferred outflows of resources, deferred inflows of resources, and net pension liability/asset for OCSD's employee pension plan and additional retiree benefit account plan are based on actuarial calculations, which incorporate actuarial methods and assumptions adopted by the Board of Directors. • Valuations of actuarially determined contributions, deferred outflows of resources, deferred inflows of resources, and net OPEB liability for OCSD's employee OPEB plan are based on actuarial calculations,which incorporate actuarial methods and assumptions adopted by the Board of Directors. • Management's estimates of workers' compensation and general liability are based on reports prepared by third party actuarial valuations. We evaluated the key factors and assumptions used to develop the estimate liability in determining that they are reasonable in relation to the financial statements taken as a whole. • Management's estimate of the allowance for uncollectible accounts is based on evaluating individual customer accounts receivable at least one year past due and considering the customer's financial condition, credit history and current economic conditions. We evaluated the key factors and assumptions used to assess the collectability of the receivables in determining that they are reasonable in relation to the financial statements taken as a whole. • Management's estimate of depreciation is based on the useful-lives of the related capital assets. We evaluated the key factors and assumptions used to develop the useful-lives of the related capital assets in determining that they are reasonable in relation to the financial statements taken as a whole. 2 • Fair values of investments are based on quoted market prices or significant other observable inputs from independent published sources.We evaluated the key factors and assumptions used to develop the fair value of investments in determining that it is reasonable in relation to the financial statements taken as a whole. Financial Statement Disclosures Certain financial statement disclosures involve significant judgment and are particularly sensitive because of their significance to financial statement users. The most sensitive disclosures affecting OCSD's financial statements relate to: • The disclosure of net pension liability and OPEB benefits in Notes 5 and 6 to the financial statements,respectively, are based on actuarial valuations. • Transactions with Irvine Ranch Water District—Revenue Area No. 14 as disclosed in Note 7 to the basic financial statements. • Commitments and contingencies that will impact future resources of OCSD as disclosed in Note 8 to the basic financial statements. • Impact of COVID-19 pandemic to OCSD as disclosed in Note 9 to the basic financial statements. Difficulties Encountered during the Audit We encountered no difficulties in dealing with management relating to the performance of the audit. Uncorrected and Corrected Misstatements For purposes of this communication,professional standards require us to accumulate all known and likely misstatements identified during the audit, other than those that we believe are trivial, and communicate them to the appropriate level of management. Further, professional standards require us to also communicate the effect of uncorrected misstatements related to prior periods on the relevant classes of transactions, account balances or disclosures, and the financial statements as a whole. There were no misstatements detected as a result of audit procedures and corrected by management which were material, either individually or in the aggregate,to the financial statements taken as a whole. In addition,there were no uncorrected misstatements noted as a result of the audit procedures. Disagreements with Management For purposes of this letter, professional standards define a disagreement with management as a matter, whether or not resolved to our satisfaction, concerning a financial accounting, reporting, or auditing matter, which could be significant to OCSD's financial statements or the auditor's report. No such disagreements arose during the course of the audit. Representations Requested from Management We have requested certain written representations from management, which are included in the attached letter dated October 28,2020 (Attachment A). 3 Management's Consultations with Other Accountants In some cases, management may decide to consult with other accountants about auditing and accounting matters. Management informed us that, and to our knowledge, there were no consultations with other accountants regarding auditing and accounting matters. Other Significant Matters,Findings,or Issues In the normal course of our professional association with OCSD, we generally discuss a variety of matters, including the application of accounting principles and auditing standards, operating and regulatory conditions affecting the entity, and operational plans and strategies that may affect the risks of material misstatement. None of the matters discussed resulted in a condition to our retention as OCSD's auditors. This report is intended solely for the information and use of the Board of Directors and management of OCSD and is not intended to be, and should not be,used by anyone other than these specified parties. i (acids 61W ocomdl //�P Newport Beach, California 4 Sing. Orange County Sanitation District Anaheim 10844 Ellis Avenue,Fountain Valley,CA 92708 714.962.2411 a www.ocsd.com area Buena Park October 28, 2020 Cypress Macias Gini& O'Connell LLP Fountain Valley 12264 El Camino Real, Ste. 402 San Diego, CA 92130 Full r This representation letter is provided in connection with your audit of the financial statements of Garden the Orange County Sanitation District(OCSD) as of June 30, 2020, and the respective changes in Huntington Beach financial position and cash flows for the year then ended, and the related notes to the financial statements, for the purpose of expressing an opinion as to whether the financial statements are Irvine presented fairly, in all material respects, in accordance with accounting principles generally accepted in the United States of America(U.S. GAAP). La Habra Certain representations in this letter are described as being limited to matters that are material. La Palma Items are considered material, regardless of size, if they involve an omission or misstatement of Los Alamitos 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 Newport Beach omission or misstatement. An omission or misstatement that is monetarily small in amount could be considered material as a result of qualitative factors. Orange We confirm, to the best of our knowledge and belief, as of October 28, 2020, the following Placentia representations made to you during your audit. Santa Ana Financial Statements Seal Beach 1) We have fulfilled our responsibilities, as set out in the terms of the auditor and management Stanton responsibilities letter dated September 16,2020,including our responsibility for the preparation and fair presentation of the financial statements in accordance with U.S. GAAP and for Tustin preparation of the supplementary information in accordance with the applicable criteria. Villa Park 2) The financial statements referred to above are fairly presented in conformity with U.S. GAAP and include all properly classified funds and other financial information of OCSD. County of Orange , 3) We acknowledge our responsibility for the design, implementation, and maintenance of Costa Mesa internal control relevant to the preparation and fair presentation of financial statements that are Sanitary District free from material misstatement, whether due to fraud or error. Midway City 4) We acknowledge our responsibility for the design, implementation, and maintenance of Sanitary District internal control to prevent and detect fraud. Irvine Ranch 40 5) Significant assumptions we used in making accounting estimates, including those measured at Water District fair value, are reasonable. Yorba Linda 6) Related party relationships and transactions, including revenues, expenses, loans, transfers, Water District leasing arrangements, and guarantees, and amounts receivable from or payable to related parties have been appropriately accounted for and disclosed in accordance with U.S. GAAP. 7) Adjustments or disclosures have been made for all events, including instances of 2s ' noncompliance of which we are not aware of any, subsequent to the date of the financial statements that would require adjustment to or disclosure in the financial statements or in the Y f schedule of finding and questioned costs. Our Mission: To protect public health and the environment by providing effective wastewater collection, treatment, and recycling. SAN(I »• 8) The effects of all known actual or possible litigation, claims, and assessments have been accounted for and disclosed in accordance with U.S. GAAP. 9) Guarantees,whether written or oral, under which OCSD is contingently liable, if any, have been properly recorded or disclosed. Information Provided 10) 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 and all audit or relevant monitoring reports, if any, received from funding sources. b) Additional information that you have requested from us for the purpose of the audit. c) Unrestricted access to persons within OCSD from whom you determined it necessary to obtain audit evidence. d) Minutes of the meetings of the Board of Directors or summaries of actions of recent meetings for which minutes have not yet been prepared 11) All material transactions have been recorded in the accounting records and are reflected in the financial statements and the schedule of expenditures of federal awards. 12) We have disclosed to you the results of our assessment of the risk that the financial statements may be materially misstated as a result of fraud. 13) We have no knowledge of any fraud or suspected fraud that affects OCSD and involves • Management, • Employees who have significant roles in internal control, or • Others where the fraud could have a material effect on the financial statements. 14) We have no knowledge of any allegations of fraud or suspected fraud affecting OCSD's financial statements communicated by employees, former employees, regulators, or others. 15) We have no knowledge of instances of noncompliance or suspected noncompliance with provisions of laws,regulations,contracts,or grant agreements,or abuse,whose effects should be considered when preparing financial statements. 16) We have disclosed to you all known actual or possible litigation, claims, and assessments whose effects should be considered when preparing the financial statements. 17) We have disclosed to you the identity of OCSD's related parties and all the related party relationships and transactions of which we are aware. Government-specific 18) There have been no communications from regulatory agencies concerning noncompliance with, or deficiencies in, financial reporting practices. 19) We have a process to track the status of audit findings and recommendations. 20) We have identified to you any previous audits, attestation engagements,and other studies related to the audit objectives and whether related recommendations have been implemented. r f 21) OCSD has no plans or intentions that may materially affect the carrying value or classification of assets,deferred outflows of resources, liabilities,deferred inflows of resources or net position. 22) We are responsible for compliance with the laws, regulations, and provisions of contracts and grant agreements applicable to us, including tax or debt limits and debt contracts, and legal and contractual provisions for reporting specific activities in separate funds. 23) We are not aware of any instances, which have occurred or are likely to have occurred, of fraud and noncompliance with provisions of laws and regulations that we believe have a material effect on the financial statements or other financial data significant to the audit objectives,and any other instances that warrant the attention of those charged with governance. 24) We are not aware of any instances, which have occurred or are likely to have occurred, of noncompliance with provisions of contracts and grant agreements that we believe have a material effect on the determination of financial statement amounts or other financial data significant to the audit objectives. 25) We are not aware of any instances, which have occurred or are likely to have occurred, of abuse that could be quantitatively or qualitatively material to the financial statements or other financial data significant to the audit objectives. 26) There are no violations or possible violations of budget ordinances, laws and regulations (including those pertaining to adopting, approving, and amending budgets), provisions of contracts and grant agreements, tax or debt limits, and any related debt covenants whose effects should be considered for disclosure in the financial statements, or as a basis for recording a loss contingency, or for reporting on noncompliance. 27) OCSD has satisfactory title to all owned assets, and there are no liens or encumbrances on such assets nor has any asset been pledged as collateral. 28) OCSD has complied with all aspects of contractual agreements that would have a material effect on the financial statements in the event of noncompliance. 29) The financial statements include all component units as well as joint ventures with an equity interest, and properly disclose all other joint ventures and other related organizations. 30) Components of net position (net investment in capital assets; restricted; and unrestricted) are properly classified and, if applicable, approved. 31) Investments are properly valued and recorded at fair value as defined by GASB Statement No. 72,Fair Value Measurement and Application. 32) Investments are properly classified and disclosed within the following fair value hierarchy, except for investments valued at net asset value that are not subject to the fair value hierarchy,as defined by GASB Statement No. 72: a. Level 1: Inputs are quoted prices(unadjusted)for identical assets or liabilities in active markets that a government can access at the measurement date. b. Level 2: Inputs are inputs—other than quoted prices included within Level 1— that are observable for an asset or liability, either directly or indirectly. c. Level 3: Inputs are unobservable inputs for an asset or liability. 33) The valuation techniques used to measure fair value of investments, including non-readily marketable securities, are proper based on the provisions of GASB Statement No. 72. IAll a 9. u� 34) Provisions for uncollectible receivables have been properly identified and recorded. 35) Deposits and investment securities and derivative instruments are properly classified as to risk and are properly disclosed. 36) Capital assets, including infrastructure and intangible assets, are properly capitalized, reported, and, if applicable, depreciated and amortized. 37) We have evaluated the useful lives of OCSD's capital assets and have adjusted the estimated useful life of the assets, and have adjusted all related balances accordingly. 38) OCSD has no: 1) Commitments for the purchase or sale of services or assets at prices involving a material probable loss; 2) Material amounts of obsolete, damaged, or unusable items included in the inventories at greater than salvage value. 39) We believe that all material expenses that have been deferred to future periods will be recoverable. 40) We have evaluated the provisions of GASB Statement No. 84, Fiduciary Activities and GASB Statement No.90,Majority Equity Interests and have determined that the implementation of these Standards did not have a material impact to the financial statements. 41) We expect the principal and interest on the Revenue Refunding Certificate Anticipation Notes, Series 2016B,will be paid from proceeds of the sale, prior to the maturity date,of a future series of certificates of participation, notes or other obligations. We have a non-cancellable agreement with our lender to refinance the notes with future obligations that will not expire until August 2021. 42) We have appropriately disclosed OCSD's policy regarding whether to first apply restricted or unrestricted resources when an expense is incurred for purposes for which both restricted and unrestricted net position is available and have determined that net position is properly recognized under the policy. 43) We acknowledge our responsibility for the required supplementary information (RSI). The RSI is measured and presented within prescribed guidelines and the methods of measurement and presentation have not changed from those used in the prior period. We have disclosed to you any significant assumptions and interpretations underlying the measurement and presentation of the RSI. 44) We acknowledge our responsibility for presenting the supplementary information in accordance with accounting principles generally accepted in the United States of America, and we believe the supplementary information, including its form and content, is fairly presented in accordance with accounting principles generally accepted in the United States of America. The methods of measurement and presentation of the supplementary information have not changed from those used in the prior period, and we have disclosed to you any significant assumptions or interpretations underlying the measurement and presentation of the supplementary information. 45) With respect to the Combining Area financial statements presented as supplementary information: We acknowledge our responsibility for presenting the Combining Area financial statements in accordance with accounting principles generally accepted in the United States of America, and we believe the Combining Area financial statements, including its form and content, is I h ,tea Jcf'•s rN oar fairly presented in accordance with accounting principles generally accepted in the United States of America. The methods of measurement and presentation of the Combining Area financial statements have not changed from those used in the prior period, and we have disclosed to you any significant assumptions or interpretations underlying the measurement and presentation of the supplementary information. ?) If the Combining Area financial statements is not presented with the audited financial statements, we will make the audited financial statements readily available to the intended users of the supplementary information no later than the date we issue the supplementary information and the auditor's report thereon. 46) We have evaluated and classified any subsequent events as recognized or nonrecognized through the date of this letter.No events,including instances of noncompliance,have occurred subsequent to the balance sheet date and through the date of this letter that would require adjustment to or disclosure in the aforementioned financial statements except as disclosed in Note 9 regarding the impacts of COVID-19. Signature: Signature: Jim Herberg Lorenzo Tyner General Manager Assistant General Manager& Director of Finance and Administrative Services ORANGE COUNTY SANITATION DISTRICT Independent Accountant's Report on Applying Agreed-Upon Procedures Related to Appropriations Limit Calculation Year Ended June 30,2020 Certified njw � Public Accountants OCertified Public Accountants Independent Accountant's Report on Applying Agreed-Upon Procedures To the Board of Directors Orange County Sanitation District We have performed the procedures enumerated below to the accompanying Appropriations Limit Worksheet of the Orange County Sanitation District (OCSD) for the year ended June 30, 2020. These procedures, which were agreed to by OCSD and the League of California Cities as presented in the publication titled Agreed-Upon Procedures Applied to the Appropriations Limitation Prescribed by Article MII--B of the California Constitution, were performed solely to assist OCSD in meeting the requirements of Section 1.5 of Article XIII-B of the California Constitution. OCSD's management is responsible for the Appropriations Limit Worksheet. The sufficiency of these procedures is solely the responsibility of the parties specified in this report. Consequently, we make no representation regarding the sufficiency of the procedures enumerated below either for the purpose for which this report has been requested or for any other purpose. The procedures performed and our findings are as follows: 1. We obtained the completed worksheets setting forth the calculations necessary to establish OCSD's appropriations limit and compared the limit and annual adjustment factors included in those worksheets to the limit and annual adjustment factors that were adopted by resolution of OCSD's Board of Directors. We also compared the population and inflation options included in the aforementioned worksheets to those that were selected by a recorded vote of OCSD's 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, current 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 appropriate supporting calculations described in item 1 above. Finding: No exceptions were noted as a result of our procedures. 4. We compared the prior year Appropriations Limit presented in the accompanying Appropriations Limit Calculation to the prior year Appropriations Limit adopted by the Board of Directors for the prior year. Finding: No exceptions were noted as a result of our procedures. Macias Gini&O'Connell LLP 4675 MacArthur Court,Suite 600 Newport Beach,CA 92660 www.mgocpa.com 1 This agreed-upon procedures engagement was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants.We were not engaged to and did not conduct an examination or review, the objective of which would be the expression of an opinion or conclusion, respectively, on the accompanying Appropriations Limit Calculation of OCSD. Accordingly, we do not express such an opinion or conclusion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you.No procedures have been performed with respect to the determination of the appropriations limit for the base year, as defined by Article XIII-B of the California Constitution. This report is intended solely for the information and use of the Board of Directors and management of OCSD, and is not intended to be, and should not be,used by anyone other than these specified parties. 111 i Newport Beach, California October 28, 2020 2 ORANGE COUNTY SANITATION DISTRICT Appropriations Limit Calculation Year Ended June 30,2020 Amount Source A. Last year's limit $ 110,229,598 B. Adjustment factors: 1. Population change 0.99960000 State Finance 2. Per capita change 1.03850000 State Finance Total adjustments [(B.1 x B.2)-1.01 0.03808460 C. Annual adjustment 4,198,050 (BxA) D. Other adjustments: 1. Lost responsibility(-) - 2. Transfer to private (-) - 3. Transfer to fees (-) - 4. Assumed responsibility(+) - Subtotal - E. Total adjustments 4,198,050 (C+D) F. This year's limit $ 114,427,648 (A+E) 3 i ` •-Y,. `; �"- � � IIIIIIIIIIIIIII��IIIIIIII�I�.B ��_`� �, '� �..� E 1- _ ! � �� IIIIIIIIIIIIIIIIIIIIIIIIIII 91111111111111111111111 �.._ 1=•��+i— a�- 'd i'5.��_i)ii��iuul. _ '�Y �.� '�"�7�� ��+ �1•(��■ �i r vL'W-22 RGwu ■��lar .�mr� R =IE.� ..r..�.i - rr l j Y Y , Y - Y i I it Orange County Sanitation District z Comppehensive Annuai Financial Repopt for the year ended June 30, 2020 Orange County,California �1 ORANGE COUNTY SANITATION DISTRICT ORANGE COUNTY, CALIFORNIA COMPREHENSIVE ANNUAL FINANCIAL REPORT FOR THE YEAR ENDED JUNE 30, 2020 Prepared By: Administrative Services Department Financial Management Division Wally Ritchie Controller (THIS PAGE LEFT INTENTIONALLY BLANK) ORANGE COUNTY SANITATION DISTRICT Comprehensive Annual Financial Report Table of Contents For the Year Ended June 30, 2020 Paqe INTRODUCTORY SECTION (Unaudited): Letterof Transmittal..................................................................................................................... i-vii GFOA Certificate of Achievement............................................................................................... viii Boardof Directors........................................................................................................................ ix OrganizationChart....................................................................................................................... x Mapof Service Area.................................................................................................................... xi FINANCIAL SECTION: Independent Auditor's Report...................................................................................................... 1-2 Management Discussion and Analysis—Required Supplementary Information (Unaudited) .... 3-9 Basic Financial Statements: Statement of Net Position................................................................................................... 12 Statement of Revenues, Expenses, and Change in Net Position ...................................... 13 Statementof Cash Flows.................................................................................................... 14 Notes to Basic Financial Statements.................................................................................. 15-48 Required Supplementary Information (Unaudited): Proportionate Share of the Net Pension Liability (Asset)—OCERS Pension Plan............ 50 Schedule of District Contributions—OCERS Pension Plan ............................................... 51 Total Pension Liability—Additional Retiree Benefit Account.............................................. 52 Changes in Total Pension Liability—Additional Retiree Benefit Account........................... 53 Total OPEB Liability—Post-Employment Medical Benefits Plan......................................... 54 Changes in Total OPEB Liability—Post-Employment Medical Benefits Plan ..................... 55 Supplementary Information: Combining Area Schedule of Net Position.......................................................................... 58 Combining Area Schedule of Revenues, Expenses, and Change in Net Position ............ 59 Combining Area Schedule of Cash Flows.......................................................................... 60 STATISTICAL SECTION (Unaudited): Net Position by Component—Last Ten Fiscal Years.................................................................. 62 Revenues and Gross Capital Contributions by Source— Last Ten Fiscal Years........................ 63 Expenses by Type— Last Ten Fiscal Years................................................................................ 64 Change in Net Position— Last Ten Fiscal Years......................................................................... 65 Cash and Investment Reserve Balances— Last Ten Fiscal Years............................................. 66 Sewer Service Fees— Last Nine Fiscal Years and Next Fiscal Year.......................................... 67 Number of Accounts and Revenues by Customer Class—Last Ten Fiscal Years..................... 68 Principal Sewer Service Customers—Current Fiscal Year and Nine Years Ago ....................... 69 Ratio of Annual Debt Service to Total Expenses—Last Ten Fiscal Years ................................. 70 Debt Coverage Ratios— Last Ten Fiscal Years.......................................................................... 71 Ratios of Outstanding Debt— Last Ten Fiscal Years .................................................................. 72 Comparison of the Volume of Wastewater Treated — Last Ten Fiscal Years ............................. 73 Authorized Full-time Equivalents by Function — Last Ten Fiscal Years...................................... 74 Biosolids Produced — Last Ten Fiscal Years............................................................................... 75 Capital Asset Statistics— Last Ten Fiscal Years......................................................................... 76 Demographic Statistics— Last Ten Fiscal Years......................................................................... 77 Estimated Population Served by Orange County Sanitation District .......................................... 78 Principal Orange County Employers—Current Fiscal Year and Nine Years Ago....................... 79 OperatingIndicators .................................................................................................................... 80 OTHER DATA&TRENDS (Unaudited): Cash and Investment Portfolio ................................................................................................... 82 Property Tax Rates— Direct and Overlapping Governments— Last Ten Fiscal Years............... 83 Assessed and Estimated Actual Value of Taxable Property—Last Ten Fiscal Years................ 84 Property Tax and User Fee Levies and Collections— Last Ten Fiscal Years............................. 85 Property Value and Construction — Last Ten Fiscal Years ......................................................... 86 Insurancein Force....................................................................................................................... 87 (THIS PAGE LEFT INTENTIONALLY BLANK) Table of Contents Serving: Orange County Sanitation District Anaheim 10844 Ellis Avenue,Fountain Valley,CA 92708 714.962.2411 e www.ocsd.com Brea Buena Park October 28, 2020 Cypress The Board of Directors of the Fountain Valley Orange County Sanitation District, Fullerton Orange County, California Submitted herewith is the Comprehensive Annual Financial Report of the Orange County Sanitation Garden Grove District(OCSD), Orange County, California for the fiscal year ended June 30, 2020. This report includes the financial position and activity of individual revenue areas, as described within the Governmental Huntington Beach Structure below, as of June 30, 2020 and was prepared by the Financial Management Division of Irvine OCSD's Administrative Services Department. La Habra Responsibility for both the accuracy of the data, and the completeness and fairness of the presentation, including all disclosures, rests with OCSD. To the best of our knowledge and belief, the enclosed data La Palma is accurate in all material respects and is reported in a manner designed to present fairly the financial position and changes in the financial position of OCSD. All disclosures necessary to enable the reader Los Alamitos to gain an understanding of the agency's financial activities have been included. Newport Beach Included within the accompanying financial statements are all of the organizations, activities, and functions controlled by OCSD's Board of Directors in accordance with the Governmental Accounting Orange Standards Board (GASB). 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) Placentia establishment of policies. The reporting entity and its services are described in further detail in Note 1 of the financial statements. Santa Ana An audit of the books, financial records, and transactions of OCSD is conducted annually by Seal Beach independent certified public accountants. OCSD selected the accounting firm of Macias Gini & O'Connell LLP to perform the audit for the year ended June 30, 2020. The auditor's report on OCSD's Stanton basic financial statements and supplementary information is located on page 1 within the financial section of this report. This report renders an unmodified opinion on OCSD's basic financial statements Tustin for the year ended June 30, 2020. Villa Park Management's discussion and analysis (MD&A) immediately follows the independent auditor's report and provides a narrative introduction, overview, and analysis of the basic financial statements. The County of Orange MD&A complements this letter of transmittal and should be read in conjunction with it. Costa Mesa Sanitary District GOVERNMENTAL STRUCTURE Midway City The Orange County Sanitation District encompasses the Northern section of Orange County. OCSD Sanitary District provides wastewater treatment for an area of the County covering 479 square miles and serving a Irvine Ranch population of approximately 2.6 million, or 81 percent of the County's population. OCSD was originally Water District incorporated in 1954 as nine separate public corporations, or districts. In April of 1998, at OCSD's request, the Board of Supervisors of the County of Orange passed Resolution No. 98-140 ordering the Yorba Linda consolidation of these nine County Sanitation Districts into a new, single sanitation district, to be known Water District as the 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, reduce the size of the Board, ease administrative processes, streamline decision-making and consolidate oJ,IN SANjAroH 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 9 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. 9of�cr/N�/THE E Our Mission: To protect public health and the environment b P P Y providing effective wastewater collection, treatment, and recycling. i Table of Contents OCSD is managed by an administrative organization composed of directors appointed by the agencies or cities which are serviced by OCSD. 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, receive 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 OCSD'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 pass on for purification or dispose of the treated wastewater and the separated solids in accordance with Federal, state, and local laws including the Environmental Protection Agency. OCSD sewerage system includes approximately 388 miles of sewers that convey wastewater generated within OCSD's boundaries to OCSD'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 secondary treatment capacities of 182 million gallons per day (mgd) and 150 mgd, respectively. In fiscal year 2020-21, both plants are projected to receive a combined average daily wastewater flow of 188 million gallons per day from residential, commercial, and industrial sources. 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 OCSD, 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 65 million gallons (246,000 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 Before the COVID-19 pandemic and shutdown, California's economy was growing at a relatively low, but steady rate. The stay at home orders effectively shut down large portions of the State and Orange County economies. According to the California Employment Development Department (EDD), Orange County saw a decrease of approximately 10.7 percent in payroll jobs from August 2019 to August 2020. During this same time period, unemployment in Orange County increased to 9.9 percent from 3.0 percent while the unemployment in California as a whole increased to 11.6 percent from 4.2 percent. In June 2020, Chapman University forecasted Orange County's 2020 total payroll employment to decrease 8.1 percent over the prior year, or the subtraction of 135,000 payroll jobs in 2020. Despite the forecasted decrease in the Orange County job market, Chapman University continues to project a residential housing appreciation of 1.4 percent. Short-run increases can occur when inventories remain tight. Longer-run economic and demographic forces will eventually dominate the pricing equation, especially when affordability, as measured by the median home price-to-median income ratio, is projected to continue increasing. ii Table of Contents According to Chapman University, residential permit valuation in the County is forecasted to decrease from an 8.9 percent decline in 2019 to a 15.3 percent decline in 2020. The COVID-19 recession will affect all of California, including Orange County. Orange County is a relatively diverse economy that is not heavily dependent on any one sector,which mitigates the effect when particular sectors of the economy weaken. MAJOR INITIATIVES Following are the Sanitation District's current major initiatives as outlined in the General Manager's work plan for FY 2020-21: 1. Business Principles • Budget Control and Fiscal Discipline — Provide the Administration Committee with an analysis of options, including an IRS Section 115 Trust for funding the Sanitation District's pension obligations by October 31, 2020. • Asset Management—Update the Asset Management Plan by December 31, 2020 including an inventory of critical assets for each process area and the collection system; an evaluation of their condition and performance; and an updated implementation plan to maintain, rehabilitate, and replace these assets to meet the required levels of service at the lowest life cycle cost and at an acceptable level of risk. • Headquarters Project — Complete site preparation for the new Headquarters facility, Project P1-128C, by June 30, 2021. • Cybersecurity/Safety— Develop and conduct two emergency response and recovery drills for the interplant digester gas line and a cybersecurity breach by June 30, 2021. • Property Management — Inspect real property, easements, and rights-of-way for encroachments and encumbrances which limit access or impede proper use of the right by December 31, 2020. Develop action plans by June 30, 2021 that restore long-term use for identified encroachments or encumbrances. 2. Environmental Stewardship • Energy Independence—Overhaul two Central Generation Engines to begin the second 25-year operations cycle for the Central Generation Facilities by June 30, 2021. • Climate and Catastrophic Event Resilience — Execute a contingency biosolids disposal agreement with Orange County Waste and Recycling to formally establish a local emergency failsafe biosolids disposal option by March 31, 2021. • Food Waste Treatment — Complete market assessment for food waste feedstock co- digestion at OCSD. Solicit bids to construct the Interim Food Waste Facility at Plant No. 2, Project P2-124, by December 31, 2020. • Water Reuse — Study alternatives to reduce the use of City Water in its operations by October 31, 2020 and implement water saving measures by June 30, 2021. • Environmental Water Quality, Stormwater Management and Urban Runoff — Complete business process mapping for source control permit management, compliance data management, and Environmental Protection Agency compliant reporting to evaluate the current system and alternatives for enhancing the system. Complete final report and recommendations by March 31, 2021. 3. Wastewater Management • Chemical Sustainability — The Sanitation District will develop a plan to maintain at least two suppliers for Iron based coagulants at all times with a final report out to the Board of Directors by June 30, 2021. iii Table of Contents • Biosolids Management— Conduct an annual review of the regulatory aspects of the OCSD Biosolids Management Plan to adjust for evolving regulations for contaminants of emerging concern and update contingency options as needed. Provide an informational update to the Board of Directors by June 30, 2021. • Constituents of Emerging Concern — Continue OCSD's leadership role in developing analytical capability, advocating for sound science and regulations, and identification of significant sources in constituents of emerging concerns such as per- and polyfluoroalkyl (PFAS) and microplastics. Provide an informational briefing to the Board of Directors by June 30, 2021. Provide preliminary results from the California State Water Resources Control Board investigative order for PFAS by June 30, 2021. 4. Workplace Environment • COVID-19 Pandemic Response and Recovery — Continue to respond to the COVID-19 pandemic with operations remaining in full permit compliance while providing a safe workplace and complying with the Center for Disease Control and Prevention health official guidance, and applicable employment and labor laws. Develop a "reopening plan" and present it to the Board of Directors by September 30, 2020. • Safety and Physical Security — Complete implementation of an Industrial Hygiene Program and a Job Safety Analysis program to meet the Voluntary Protection Program requirements by June 30,2021. • Classification and Compensation Study — Begin preparations for an agency wide Classification and Compensation Study by completing a Request for Proposal for a specialized vendor and accessing, discussing, and meeting and conferring regarding the 17 survey agencies by June 30, 2021. • Succession Planning — Conduct two specialized training classes for supervisors, managers, and executive management team members and provide organizational awareness coursework via OCSD University for all employees with a final report out on June 30, 2021. Strategic Planning In November 2019, the Board of Directors adopted a new comprehensive strategic plan to steer OCSD's efforts. The Strategic Plan developed by the Board of Directors and staff defines the strategic initiatives to be pursued by OCSD and provides a basis for long-term financial, capital, and operational planning. In addition, it provides for long-term continuity of vision as Board and staff members change over the many years it takes to deliver public works infrastructure. Driven by our Mission, Vision and Core Values, this Strategic Plan continues OCSD's aggressive efforts to protect the public health of the more than 2.6 million people we serve while protecting the environment where we live. The Strategic Plan is broken down into four broad categories with fourteen topic areas that define our responsibilities and the services we provide. These areas are: • Business Principles o Budget Control and Fiscal Discipline o Asset Management o Cybersecurity o Property Management • Environmental Stewardship o Energy Independence o Climate and Catastrophic Event Resiliency o Food Waste Treatment o Water Reuse iv Table of Contents o Environmental Water Quality, Stormwater Management and Urban Runoff • Wastewater Management o Chemical Sustainability o Biosolids Management o Constituents of Emerging Concern • Workplace Environment o Resilient Staffing o Safety and Physical Security The Strategic Plan is not a radical departure from the current direction, but rather the well-defined iterative update to the direction of OCSD. With the adoption of the Strategic Plan, staff will be updating the Asset Management Plan, Capital Improvement Plan, and Financial Plan that are the basis of a two-year budget that will be adopted by the Board of Directors. The Budget goals and the General Manager's work plan are the accountability steps that measure achievable progress toward the strategic initiatives listed in the Strategic Plan. SERVICE EFFORTS AND ACCOMPLISHMENTS The following service efforts and accomplishments were achieved by OCSD during the year ended June 30, 2020: • Utility of the Future Award — 2020 Water Environmental Research Foundation, National Association of Clean Water Agencies, Water Environment Federation and Environmental Protection Agency • Platinum Peak Performance Award —2020 National Association of Clean Water Agencies • 2019 Excellence Award in Information Technology Practices from the Municipal Information Systems Association of California (MISAC) • American Inhouse Design Award —Graphic Design USA • Grand Prize—2020 American Academy of Environmental Engineers & Scientists • Turning Red Tape into Red Carpet, Orange County Business Council, Interim Food Waste Receiving Facility • Investment Policy Certification— California Municipal Treasurers Association (CMTA) • Certificate of Achievement for Excellence in Financial Reporting — Government Finance Officers Association (GFOA) • District Transparency Certificate of Excellence—Special District Leadership Foundation • Distinguished Budget Presentation Award —GFOA • Excellence in Procurement—California Association of Public Procurement Officers • SARBS/CWEA 2019 o Quarter Century Award, Tony Lee 0 1st Place Community Engagement and Outreach Project of the Year, Large, State College Sewer Construction Outreach Program (Project Lead Daisy Covarrubias) o Collections System 2"1 Place, Medium o Laboratory Person of the Year 1st Place, Dawn Myers o Laboratory Person of the Year 2"d Place,Arturo Diaz o Operator of the Year 2"d Place, Jennifer Alexander o SARBS Spotlight Award, Cindy Murra 0 2020 PICK Award, Professionalism, Integrity, Contribution, Knowledge v Table of Contents 0 1st Place Winner Community Engagement and Outreach 0 2nd Place Winner Community Engagement and Outreach: Project of the Year ACCOUNTING AND BUDGETARY CONTROLS OCSD's accounting records are maintained on the accrual basis. In developing and evaluating OCSD'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 OCSD's internal accounting controls adequately safeguard assets and provide reasonable assurance of proper recording of financial transactions. Each year OCSD'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 OCSD 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. OCSD 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:A cash flow criterion has been established at a level 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 tax allocation and the sewer service user fees which are collected as a separate line item on the property tax bill. The level of this criterion 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: An operating contingency criterion has been established to provide for non-recurring operating expenditures that were not anticipated when the annual budget was considered and adopted. The level of this criterion will be established at an amount equal to ten percent of the current fiscal year's annual operating budget. Capital Improvement Reserve: A capital improvement criterion has been maintained to fund annual increments of the capital improvement program. The target level of this criterion has been established at one half of the average annual cash outlay of the capital improvement program through the year 2030. 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: A catastrophic loss or self-insurance criterion has been maintained for property damage including fire, flood, and earthquake, for general liability and for workers' compensation. This reserve criterion is intended to work with purchased insurance policies, FEMA, and State disaster reimbursements. Based on the plant infrastructure replacement value, the level of this criterion has been set to fund the Sanitation District's non- reimbursed costs, estimated to be $100 million. Capital Replacement/Renewal Reserve Policy: A capital replacement/renewal criterion policy has been established to provide funding to replace or refurbish the current collection, treatment, and recycling facilities at the end of their useful economic lives. The current replacement value of these facilities is estimated to be$10.8 billion. The reserve criterion level had been established at$75 million. vi Table of Contents Debt Service Reserves: A debt service criterion policy has been established at ten percent of the outstanding certificate of participation (COP) issues. Other debt service reserves are required to be under the control of a Trustee by the provisions of the certificate of participation issues. These funds are not available for the general needs of the Sanitation District and must be maintained at specified levels. Accumulated Funds exceeding the targets specified by OCSD policy will be maintained for Capital Improvements and Rate Stabilization. These funds will be applied to future years' CIP needs due to the timing of the actual CIP outlays, in order to maintain rates or to moderate annual fluctuations. As of June 30, 2020, OCSD was in compliance with the Accumulated Funds and Reserves Policy with designated cash and investments totaling $881 million, and have been earmarked for the following specific purposes in accordance with OCSD's reserve policy: Designated Cash and Investments Designated For Cash Flow Contingency $178 million Designated For Self-Insurance 57 million Designated For Capital Improvements 552 million Designated For Debt Service Requirements 94 million Total Designated Cash and Investments $ 881 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 OCSD's Comprehensive Annual Financial Report for the year ended June 30, 2019. This was the twenty-fifth consecutive year that OCSD 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 continues 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 Kim Cardenas, Accounting Supervisor, who assisted in its preparation. I would also like to thank OCSD's Board of Directors and the General Manager for their interest and support in conducting the financial operations of OCSD in a responsible and progressive manner. Respectfully submitted, Wally Ritchie Controller vii Table of Contents 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, 2019 P- 7f� Executive Director/CEO viii Table of Contents ORANGE COUNTY SANITATION DISTRICT Board of Directors As of June 30, 2020 Agency Active Director Alternate Director Cities: Anaheim Lucille Kring Denise Barnes Brea Glenn Parker Cecilia Hupp Buena Park Fred Smith Connor Traut Cypress Mariellen Yarc Stacy Berry Fountain Valley Steve Nagel Patrick Harper Fullerton Jesus Silva Jan Flory Garden Grove Steve Jones John O'Neill Huntington Beach Erik Peterson Lyn Semeta Irvine Christina Shea Anthony Kuo La Habra Tim Shaw Rose Espinoza La Palma Peter Kim Nitesh Patel Los Alamitos Richard Murphy Dean Grose Newport Beach Brad Avery Joy Brenner Orange Mark Murphy Kim Nichols Placentia Chad Wanke Ward Smith Santa Ana Nelida Mendoza David Penaloza Seal Beach Sandra Massa-Lavitt Schelly Sustarsic Stanton David Shawver Carol Warren Tustin Allan Bernstein Chuck Puckett Villa Park Robert Collacott Chad Zimmerman Sanitary Water Districts: Costa Mesa Sanitary District James M. Ferryman Robert Ooten Midway City Sanitary District Andrew Nguyen Margie Rice Irvine Ranch Water District John Withers Douglas Reinhart Yorba Linda Water District Brooke Jones Phil Hawkins County Areas: Member of the Board Doug Chaffee Donald Wagner of Supervisors ix Table of Contents ORANGE COUNTY SANITATION DISTRICT Organizational Chart As of June 30, 2020 Board of Directors General Counsel Office Assistant General Assistant General Manager Manager Environmental General Manager Administration ._ .> Services M Department 70& Department Administrative Environmental Engineering O&M Administration Board Services Human Resources Services Services Administration Administration Public Affairs Risk Managemen Financial Planning Collection Facilities t Safety Management Resource Protection Ops&Maintenance Contracts,PurchasingProject Management Lab and Ocean Office Fleet Services &Materials Management Monitoring Civil&Mechanical Plant No.1 Information Engineering Operations Technology Electrical&Control Plant No.2 Systems Engineering Operations Plant No.1 Maintenance Plant No.2 Maintenance X Table of Contents ORANGE COUNTY SANITATION DISTRICT Map of Service Area As of June 30, 2020 OCSD Service Area (area enlarged) LA HABRA BREA r Orange County. California Jmaps not to scale FULLER ON LIND A INDA PLACENTIA - BUENA ePA LA PARK 1 LMI / ANAHEIM J TPRESS I VILLA PARK LOS STANTON ALAMITOS I ORANGE GARDEN GROVE SEAL WESTMINS TER eb BEACH e SANTA ANA FOUNTAIN TUSTIN VALLEY HU ITN NGTON BEACH 1„ w yM IRVINE COSTA MESA t— NEWPORT Offshore Pipeline BEACH N 5 miles long n 10-foot diameter N 0 1 2 4 Miles Service area boundary Approximately-Map Not to Scale Sewer pipelines DISCLAIMER:Map prepared by the Orange County Sanitation District his map is intended Reclamation Plant No. 1(P1) for gra ph" representation only.No Imal of P2 accuracy is daimed.Portions of this denied Treatment Plant No.2( ) product contam geographical information mpyrighted by Rand McNally All Rights Reserved. Pump stations Revised December 2019 Unincorporated Orange County(white areas) A Table of Contents (THIS PAGE LEFT INTENTIONALLY BLANK) xii Table of Contents OCertified Public Accountants Independent Auditor's Report To the Board of Directors Orange County Sanitation District Fountain Valley, California We have audited the accompanying financial statements of the Orange County Sanitation District(OCSD) as of and for the year ended June 30, 2020, and the related notes to the financial statements, which collectively comprise OCSD'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;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 auditing standards generally accepted in the United States of America. 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 OCSD'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 OCSD'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. Opinion In our opinion,the financial statements referred to above present fairly,in all material respects,the financial position of the Orange County Sanitation District, as of June 30, 2020, and the changes in its financial position and its cash flows for the year then ended in accordance with accounting principles generally accepted in the United States of America. Macias Gini&O'Connell LLP 4675 MacArthur Court,Suite 600 Newport Beach,CA 92660 1 www.mgocpa.com Table of Contents Other Matters Required Supplementary Information Accounting principles generally accepted in the United States of America require that the Management's Discussion and Analysis, Schedule of Proportionate Share of the Net Pension Liability (Asset)—OCERS Pension Plan, Schedule of District Contributions — OCERS Pension Plan, Schedule of Total Pension Liability—Additional Retiree Benefit Account,Schedule of Changes in Total Pension Liability—Additional Retiree Benefit Account,Schedule of Total OPEB Liability—Post-Employment Medical Benefits Plan,and Schedule of Changes in Total OPEB Liability—Post-Employment Medical Benefits Plan, as listed in the table of contents,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 who 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 auditing standards generally accepted in the United States of America, 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 collectively comprise OCSD'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 underlying 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 auditing standards generally accepted in the United States of America.In our opinion,the"Combining Area" financial statements are fairly stated, in all material respects, in relation to the basic financial statements 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. i Newport Beach, California October 28, 2020 2 Table of Contents ORANGE COUNTY SANITATION DISTRICT Management Discussion and Analysis (Unaudited) June 30, 2020 This section of the financial statements of the Orange County Sanitation District(OCSD) is management's narrative overview and analysis of the financial activities of OCSD for the fiscal year ended June 30, 2020. 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, 2020, OCSD's assets and deferred outflows of resources exceeded its liabilities and deferred inflows of resources by $2,539.0 million (net position). Of this amount, $861.0 million represents unrestricted net position,which may be used to meet OCSD's ongoing obligations to citizens and creditors. ■ Total net position increased $178.5 million, or 7.6 percent over the prior year. ■ Net capital assets, consisting of non-depreciable capital assets and depreciable capital assets net of accumulated depreciation, increased $4.9 million, or 0.2 percent over the prior year. ■ Net investment in capital assets increased $30.3 million, or 1.8 percent over the prior year. ■ Unrestricted net position increased $148.2 million, or 20.8 percent over the prior year. ■ Total outstanding bonded debt decreased by$32.7 million, or 3.4 percent from the prior year,to$940.1 million. Overview of the Basic Financial Statements OCSD 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, OCSD'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 GASB Codification of Governmental Accounting and Financial Reporting Standards, OCSD's financial statements include a Statement of Net Position; Statement of Revenues, Expenses, and Change in Net Position; and a Statement of Cash Flows. The Statement of Net Position includes OCSD's assets, deferred outflows of resources, liabilities, and deferred inflows of resources; and provides information about the nature and amounts of investments in resources (assets) and the obligations to OCSD's creditors (liabilities). It also provides the basis for computing the rate of return, evaluating the capital structure of OCSD, and assessing the liquidity and financial flexibility of OCSD. The Statement of Revenues, Expenses, and Change in Net Position accounts for the current year's revenues and expenses. This Statement measures the success of OCSD's operations over the past year and can be used to determine OCSD's creditworthiness. It also highlights OCSD'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, investments, and financial activities of the reporting period. 3 Table of Contents ORANGE COUNTY SANITATION DISTRICT Management Discussion and Analysis (Unaudited) June 30, 2020 Net Position As previously noted, net position increased $178.5 million, or 7.6 percent over the net position for FY 2018-19, to $2,539.0 million in FY 2019-20. (Dollars in thousands) Percentage June 30, June 30, Increase Increase 2020 2019 (Decrease) (Decrease) Assets Current and other assets $ 964,535 $ 789,769 $ 174,766 22.1% Net capital assets 2,674,201 2,669,309 4,892 0.2% Total assets 3,638,736 3,459,078 179,658 5.2% Deferred outflows of resources 63,213 122,683 (59,470) -48.5% Total assets and deferred outflows of resources 3,701,949 3,581,761 120,188 3.4% Liabilities Current liabilities 138,390 109,982 28,408 25.8% Noncurrent liabilities 991,389 1,065,679 (74,290) -7.0% Total liabilities 1,129,779 1,175,661 (45,882) -3.9% Deferred inflows of resources 33,160 45,598 (12,438) -27.3% Total liabilities and deferred inflows of resources 1,162,939 1,221,259 (58,320) -4.8% Net position Net investment in capital assets 1,678,041 1,647,723 30,318 1.8% Unrestricted 860,969 712,779 148,190 20.8% Total net position $ 2,539,010 $ 2,360,502 $ 178,508 7.6% 4 Table of Contents ORANGE COUNTY SANITATION DISTRICT Management Discussion and Analysis (Unaudited) June 30, 2020 Current and other assets increased $174.8 million, or 22.1 percent, due primarily to net cash provided by operations of$169.0 million, proceeds from property taxes of$104.2 million, OCERS net pension asset of $49.4 million, net investment activities and other items of$21.8 million, receipt of capital facilities capacity charges of $20.1 million, interest received of $17.5 million, and contributions from other governments of $6.5 million, offset by capital outlays of $136.6 million, interest paid of $44.4 million, and bonded debt retirements of$32.7 million. Net capital assets increased $4.9 million, or 0.2 percent, due mostly to the ongoing capital improvement program construction in progress additions of $118.2 million and capital equipment of $1.8 million, offset by depreciation of$113.9 million and $1.2 million of prior capital project expenses that were written off as expense. Included in total capital outlay additions is the Ocean Outfall System Rehabilitation with incurred project costs of $19.8 million FY 2019-20 and a total project budget of $166.0 million. This project will rehabilitate the Ocean Outfall Booster Station at Plant No. 2, construct a new Low Flow Pump Station and a Plant Water Pump Station, and replace existing electrical switchgear at CenGen. Collection system projects include the Newhope-Placentia Trunk Replacement. The Newhope-Placentia Trunk Replacement incurred outlays of $23.0 million in FY 2019-20 with a total project budget of $112.0 million through the projected completion in FY 2021-22. This project will increase the size of approximately 35,000 feet of the trunk line from Yorba Linda Boulevard to Orangewood Avenue. The upsized sewer will accommodate flows from the newly abandoned Yorba Linda Pump Station and the newly interconnected Atwood Sub-trunk. See page 8 for the Schedule of Capital Assets and listing of other major capital additions for FY 2019-20. Deferred outflows of resources decreased $59.5 million, or 48.5 percent from the prior year, primarily due to a $55.7 million decrease in pension deferred outflows attributable to the change in projected and actual earnings on pension plan investments and changes of actuarial assumptions and other inputs, as well as a decrease of$3.8 million for the difference between carrying amount of the retired debt and the acquisition price of COP Series. Deferred inflows of resources decreased $12.4 million, or 27.3 percent under the prior year, primarily as a result of the change in projected and actual earnings on pension plan investments and differences between expected and actual experiences. Net investment in capital assets increased $30.3 million, or 1.8 percent over the prior year, primarily as a result of the net increase in capital assets of$4.9 million coupled with a $25.4 million decrease in related debt. Unrestricted net position increased$148.2 million,or 20.8 percent,due to the overall increase in net position of$178.5 million, offset by the increase in net investment in capital assets of$30.3 million. 5 Table of Contents ORANGE COUNTY SANITATION DISTRICT Management Discussion and Analysis (Unaudited) June 30, 2020 Change in Net Position Net position increased $12.8 million in FY 2019-20, or 7.7 percent over the prior year's increase in net position. (Dollars in thousands) Percentage June 30, June 30, Increase Increase 2020 2019 (Decrease) (Decrease) Revenues: Operating revenues Service charges $ 339,895 $ 317,291 $ 22,604 7.1% Permit and inspection fees 1,169 1,199 (30) -2.5% Total operating revenues 341,064 318,490 22,574 7.1% Non-operating revenues Property taxes 104,492 99,534 4,958 5.0% Investment and interest income 33,669 29,102 4,567 15.7% Contrib. from other governments 10,535 27,800 (17,265) -62.1% Other 2,637 2,162 475 22.0% Total non-operating revenues 151,333 158,598 (7,265) -4.6% Total revenues 492,397 477,088 15,309 3.2% Expenses: Operating expense other than depreciation and amortization 168,333 166,586 1,747 1.0% Depreciation and amortization 113,888 102,239 11,649 11.4% Non-operating expense 54,261 63,582 (9,321) -14.7% Total expenses 336,482 332,407 4,075 1.2% Income before capital contributions 155,915 144,681 11,234 7.8% Capital facilities capacity charges 22,593 21,032 1,561 7.4% Increase in net position 178,508 165,713 12,795 7.7% Beginning net position 2,360,502 2,194,789 165,713 7.6% Ending net position $ 2,539,010 $ 2,360,502 $ 178,508 7.6% As previously stated, an enterprise fund is used to account for the operations of OCSD, which is financed and operated in a manner similar to private business enterprises. This allows OCSD 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 and maintenance expenses and capital outlays for providing wastewater management services. Property tax revenues are dedicated for the payment of debt service. 6 Table of Contents ORANGE COUNTY SANITATION DISTRICT Management Discussion and Analysis (Unaudited) June 30, 2020 Sources of Revenue Functional Expenses June 30, 2020 June 30, 2020 3% 6% 8% ■Collection 10% System ■User Fees ■Treatment& Disposal .W,hhl 21% 7% ■Taxes Levied ■Depreciation & ■Interest Income A1442% Amortization ■Other 69% 34% Interest Expense ■Other Operating revenues increased $22.6 million, or 7.1 percent in FY 2019-20 from the prior year, primarily due to a 1.2 percent increase in the average sewer user fee rate and a decrease in user fee rebates issued over the prior year, as well as an increase in service charges to IRWD. Non-operating revenues decrease of $7.3 million, or 4.6 percent, primarily consists of a $17.3 million or 62.1 percent decrease in contributions from other governments, reflective of the decrease in the integration adjustment of Revenue Area 14's equity share in OCSD's Joint Works Treatment Facilities based on the flows discharged to OCSD. This decrease is offset by a $5.0 million or 5.0 percent increase in property taxes revenue due to the increase in total assessed valuation of 5.8 percent over the prior year, a $4.5 million or 15.7 percent increase in investment and interest income as a result of higher account balances held in the investment portfolios, and a $0.5 million or 22.0 percent increase in other revenues attributable to a retrospective insurance adjustment. Operating expense before depreciation and amortization increased $1.7 million, or 1.0 percent from the prior year. The majority of this increase is from a $12.3 million or 38.7 percent rise in supplies, repairs and maintenance, attributable to delayed rehabilitation projects for primary and secondary clarifiers, increases in basic repairs and maintenance costs, and Central Generation engine overhaul. This increase is offset by a $6.6 million or 69.0 percent decrease in other expenses primarily from a reduction in reserves for claims and judgments and a $1.4 million or 5.6 percent decrease in contractual services resulting from lower biosolids removal costs due to new dewatering centrifuges that replaced aging belt presses. Additionally, salaries and benefits decreased by $2.6 million or 3.0 percent over the prior year. When including the salaries and benefits capitalized within the capital improvement program, total operating salaries and benefits costs were $99.9 million, a $3.0 million or 2.9 percent decrease from the prior year total of$102.9 million. This decrease is reflective of the$5.9 million or 32.5 percent decrease in retirement expenses as a result of the change in projected and actual earnings on pension plan investments and changes of assumptions, somewhat offset by a $2.6 million or 3.6 percent increase in salaries and wages. Non-operating expense decreased$9.3 million, or 14.7 percent, primarily resulting from the prior year$23.2 million transfer of local sewer service fee assets and replacement funds to the City of Santa Ana, a $4.2 million or 76.4 percent decrease in loss on disposal of capital assets, and a decrease in interest expense of$0.6 million or 1.8 percent from the prior year total of$34.5 million.Offsetting this decrease is the increase of$16.4 million in contributions to other governments for the integration adjustment of Revenue Area 14's equity share in OCSD's Joint Works Treatment Facilities based on the flows discharged to OCSD and an increase of$2.3 million in other non-operating expenses due to project 2-41-8 SARI rock removal. 7 Table of Contents ORANGE COUNTY SANITATION DISTRICT Management Discussion and Analysis (Unaudited) June 30, 2020 Capital facility capacity charges increased$1.6 million, or 7.4 percent from the prior year,due to an increase in rates and connection fees collected from cities, offset by less supplemental capital facilities capacity charges assessed to industrial dischargers than last year. Capital Assets At June 30, 2020, OCSD had a net investment of $2.7 billion in capital assets. This represents a net increase (including additions and deletions)of$4.9 million, or 0.2 percent over the prior year. Schedule of Capital Assets (Net of Depreciation and Amortization) (Dollars in thousands) Percentage June 30, June 30, Increase Increase 2020 2019 (Decrease) (Decrease) Land $ 41,967 $ 41,967 $ - 0.0% Construction in progress 363,931 521,832 (157,901) -30.3% Sewage collection facilities 494,680 508,164 (13,484) -2.7% Sewage treatment facilities 1,668,008 1,485,491 182,517 12.3% Effluent disposal facilities 30,240 31,696 (1,456) -4.6% Solids disposal facilities 268 278 (10) -3.6% General and administrative facilities 75,107 79,881 (4,774) -6.0% Capital assets, net $ 2,674,201 $ 2,669,309 $ 4,892 0.2% Major capital asset additions for the current fiscal year included the following: • $23.0 million Newhope-Placentia Trunk Replacement • $19.8 million Ocean Outfall System Rehabilitation • $12.0 million Primary Treatment Rehabilitation at Plant No. 2 • $ 9.8 million Headworks Rehabilitation and Expansion at Plant No. 1 • $ 6.5 million Safety Improvements Program • $ 5.6 million Headquarters Complex and Site Security at Plant No. 1 • $ 5.2 million Westminster Blvd Force Main Replacement • $ 4.5 million Sludge Dewatering and Odor control at Plant 1 • $ 4.4 million Sludge Dewatering and Odor Control at Plant 2 • $ 3.4 million Digester Gas Facilities Rehabilitation More detailed information about OCSD's capital assets is provided in Notes 1 and 3 of the Notes to Basic Financial Statements. 8 Table of Contents ORANGE COUNTY SANITATION DISTRICT Management Discussion and Analysis (Unaudited) June 30, 2020 Debt Administration At June 30, 2020, OCSD had $940.1 million outstanding in bonded debt, a net decrease of$32.7 million, or 3.4 percent from the prior year. This reduction consisted of the accumulation of principal payments made in accordance with the schedule of debt service payments. During OCSD's most recent debt refundings, Moody's, Standard and Poor's, and Fitch Ratings all reaffirmed their AAA rating of the Orange County Sanitation District. OCSD's long-range financing plan is designed to maintain this high rating. Over the next five years, OCSD is projecting over$1.2 billion in future treatment plant and collection system capital improvements. In accordance with OCSD's long-term debt fiscal policy, OCSD will restrict long-term borrowing to capital improvements that cannot be financed from current revenue. No new debt issuances are 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 coronavirus pandemic decimated the U.S, California, and Orange County economies in 2020. There is uncertainty in how quickly California will ease restrictions to reopen the economy and if there will be renewed shutdowns. Orange County tourism and sales tax revenues have been hard hit and are affecting many government entity revenue streams. OCSD does not rely on sales or tourism related taxes for revenue. ■ The unemployment rate within the County of Orange is at 13.6 percent in June 2020, an increase from the rate of 3.0 percent in June 2019. ■ Inflation for the Los Angeles-Long Beach-Anaheim area increased 1.4 percent in June 2020 over the prior year June 2019 based on the actual percentage change in the consumer price index according to the U. S. Department of Labor, Bureau of Labor Statistics. ■ The yield on investments decreased from the 2.0 percent earnings rate in FY 2018-19 to 0.4 percent for FY 2019-20. All of these factors are considered in preparing OCSD's biennium budget. As members of the community, we understand the financial impacts of COVID-19 on Orange County and that many of our ratepayers have incurred great losses. The Board of Directors voted to adopt the two-year budget and not raise the sewer fee for FY 2020-21 as originally approved in OCSD's five-year rate schedule. The Single Family Residential (SFR) fee, which is the underlying rate for all other user rates, is applicable to OCSD's largest customer base: the SFR fee remained at$339.00 instead of increasing by 1.2 percent or$4.00 to $343.00. The rate increase has been eliminated for FY 2020-21 in response to COVID-19 and will resume in FY 2021-22. The revenue from sewer fees is necessary to support OCSD's cash flow needs including $174.3 million in operating costs, $72.8 million in debt service costs and $164.8 million in capital improvement outlays in 2020-21. Capital Improvement costs are projected to total $2.7 billion over the next 10 years in order to rehabilitate and upgrade existing facilities and maintain full secondary treatment standards. Requests for Information The financial report is designed to provide a general overview of OCSD'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. 9 Table of Contents (THIS PAGE LEFT INTENTIONALLY BLANK) 10 Table of Contents ORANGE COUNTY SANITATION DISTRICT BASIC FINANCIAL STATEMENTS 11 Table of Contents ORANGE COUNTY SANITATION DISTRICT Statement of Net Position June 30, 2020 Current assets: Cash and cash equivalents $ 106,562,503 Investments 774,218,874 Accounts receivable, net of allowance for uncollectibles$304,619 15,585,233 Accrued interest receivable 3,261,437 Connection fees receivable 4,276,297 Property tax receivable 1,841,207 Inventories 6,852,604 Prepaid expenses 2,473,418 Total current assets 915,071,573 Noncurrent assets: Restricted: Cash and cash equivalents held by fiscal agents 6,998 Unrestricted: Non-depreciable capital assets 405,898,190 Depreciable capital assets, net of accumulated depreciation 2,268,302,719 Other noncurrent assets, net 10,344 Net pension asset-OCERS 49,446,615 Total noncurrent assets 2,723,664,866 Total assets 3,638,736,439 Deferred outflows of resources: Deferred charges on defeasances 25,162,613 Deferred outflows related to pensions 38,050,031 Total deferred outflows of resources 63,212,644 Total assets and deferred outflows of resources 3,701,949,083 Current liabilities: Accounts payable 16,007,700 Accrued expenses 16,259,932 Retentions payable 4,475,945 Interest payable 17,582,050 Due to other governmental agency 34,613,820 Current portion of long-term obligations 49,450,092 Total current liabilities 138,389,539 Noncurrent liabilities: Noncurrent portion of long-term obligations 967,470,844 Total OPEB liability 2,483,644 Total pension liability-ARBA 21,434,655 Total noncurrent liabilities 991,389,143 Total liabilities 1,129,778,682 Deferred inflows of resources: Deferred inflows related to pensions 33,160,310 Total liabilities and deferred inflows of resources 1,162,938,992 Net position: Net investment in capital assets 1,678,041,015 Unrestricted 860,969,076 Total net position $ 2,539,010,091 See Accompanying Notes to Basic Financial Statements. 12 Table of Contents ORANGE COUNTY SANITATION DISTRICT Statement of Revenues, Expenses, and Change in Net Position For the Year Ended June 30, 2020 Operating revenues: Service charges $ 339,895,508 Permit and inspection fees 1,168,554 Total operating revenues 341,064,062 Operating expenses other than depreciation and amortization: Salaries and benefits 82,916,642 Utilities 8,622,358 Supplies, repairs and maintenance 44,062,629 Contractual services 24,624,668 Feasibility studies 5,113,211 Other 2,993,614 Total operating expenses other than depreciation and amortization 168,333,122 Operating income before depreciation and amortization 172,730,940 Depreciation and amortization 113,887,828 Operating income 58,843,112 Non-operating revenues: Property taxes 104,491,530 Investment and interest income 33,669,185 Contributions from other governments 10,535,138 Other 2,637,274 Total non-operating revenues 151,333,127 Non-operating expenses: Interest 33,832,605 Contributions to other governments 16,408,665 Other 2,725,028 Loss on disposal of assets 1,295,446 Total non-operating expenses 54,261,744 Income before capital contributions 155,914,495 Capital contributions: Capital facilities capacity charges 22,593,121 Change in net position 178,507,616 Total net position - beginning 2,360,502,475 Total net position -ending $ 2,539,010,091 See Accompanying Notes to Basic Financial Statements. 13 Table of Contents ORANGE COUNTY SANITATION DISTRICT Statement of Cash Flows For the Year Ended June 30, 2020 Cash flows from operating activities: Receipts from customers and users $ 374,305,112 Payments to employees (118,367,068) Payments to suppliers (86,927,267) Net cash provided by operating activities 169,010,777 Cash flows from noncapital financing activities: Proceeds from property taxes 104,236,994 Payments for other activities (90,298) Net cash provided by noncapital financing activities 104,146,696 Cash flows from capital and related financing activities: Capital facilities capacity charges 20,051,888 Additions to capital assets (136,578,436) Interest paid (44,351,789) Principal payments on debt obligations (32,730,000) Contributions from other governments 6,533,131 Net cash used in capital and related financing activities (187,075,206) Cash flows from investing activities: Proceeds from the sale of investments 386,346,275 Purchases of investments (459,325,245) Interest received 17,507,225 Net cash used in investing activities (55,471,745) Net increase in cash and cash equivalents 30,610,522 Cash and cash equivalents, beginning of year 75,958,979 Cash and cash equivalents, end of year $ 106,569,501 Reconciliation of operating income to net cash provided by operating activities: Operating income $ 58,843,112 Adjustments to reconcile operating income to net cash provided by operating activities: Depreciation and amortization 113,887,828 Bad debt expense (net recoveries) (45,354) (Increase)/decrease in operating assets: Accounts receivable (1,838,656) Inventories (920,236) Due from other governmental agency 465,886 Prepaid expenses (506,972) Increase/(decrease) in operating liabilities: Accounts payable 3,728,708 Accrued expenses (198,810) Due to other governmental agency 34,613,820 Net pension/OPEB liabilities (36,840,589) Compensated absences 941,645 Claims and judgments (3,119,605) Net cash provided by operating activities $ 169,010,777 Noncash activities: Unrealized gain on the fair value of investments $ 16,701,780 Capital assets acquired through accounts payable (4,171,751) Capital facilities capacity charges acquired 2,541,233 See Accompanying Notes to Basic Financial Statements. 14 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 (1) Summary of Significant Accounting Policies Reportinq 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 2.6 million people in the northern and central portion of the County of Orange, California. OCSD is overseen by a Board 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(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, 2020, 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). 15 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 Measurement Focus and Basis of Accounting 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 OCSD conform to accounting principles generally accepted in the United States of America (GAAP) as applicable to governments. The 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 and money market mutual funds and external investment pools that can be withdrawn on demand are considered to be cash equivalents. Investments Except for certain investments in monies held by fiscal agents as disclosed in Note 2, section "Fair Value of Investments", all other investments are stated at fair value(the price that would be received to sell an asset in an orderly transaction between market participants acting in their economic best interest at the measurement date). 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. Investment and interest income are recorded as revenues and receivables when declared and realized gains or losses are recorded when the investment is sold. Accounts Receivable Accounts receivable is reported net of the allowance for uncollectible receivables. Uncollectible receivables were $304,619 at June 30, 2020. Unbilled sewer services through June 30, 2020 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. 16 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 Inventories Inventories,which are held for consumption and not resale,are stated at cost on a weighted-average basis and are 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 donated capital assets, donated works of art and similar items, and capital assets received in a service concession arrangement, which are recorded at acquisition 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. Interest costs, net of interest earnings, have been capitalized on projects prior to fiscal year 2017-2018. Commencing with fiscal year 2017-2018, OCSD early implemented GASB Statement No. 89, where interest costs incurred before the end of the construction period are no longer 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, General plant and administrative structures — 40 years, and other General plant and administrative facilities and equipment—4 to 25 years. 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. 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). 17 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 Deferred Charges on Defeasances For advance refundings resulting in defeasance of debt, the difference between the reacquisition price and the net carrying amount of the old debt (i.e. deferred charges) is reported as a deferred 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 debt at June 30, 2020 are $25,162,613. Net Position Net position represents the total of assets and deferred outflows of resources less liabilities and deferred inflows of resources, and is classified into two categories: Net Investment in Capital Assets — This amount consists of capital assets, net of accumulated depreciation, reduced by the outstanding balances of any borrowings used for the acquisition, construction or improvement of those assets and excludes unspent debt proceeds. Deferred outflows of resources that are attributable to the acquisition, construction or improvement of those assets or related debt also are included in this component of net position. Unrestricted —This amount represents the residual of amounts not classified in the other category and represents the net position available for OCSD. 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, which can be accumulated up to a maximum of 440 hours. All accrued and unused vacation or personal leave is paid to the employee upon termination or retirement of the employee. Accrued and unused sick leave is paid to the employee at a percentage rate based on years of service, as stated in the Memorandum of Understanding for each bargaining group. 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 Judgments OCSD records estimated losses 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. Pensions OCSD has two defined benefit pension plans for retirees: the plan maintained through and by the Orange County Employees Retirement System(OCERS)and the Additional Retiree Benefit Account (ARBA)administered directly by OCSD. For purposes of measuring the net pension liability,deferred outflows of resources related to pensions, deferred inflows of resources related to pensions, and pension expense, information about the fiduciary net position of OCSD's cost sharing multiple- employer plan with the OCERS plan (Plan)and additions to/deductions from the Plan's fiduciary net position have been determined on the same basis as they are reported by OCERS. Benefit payments (including refunds of employee contributions) are recognized when due and payable in 18 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 accordance with the benefit terms. Investments are reported at fair value. A deferred outflow of resources and deferred inflow of resources related to pensions result from changes in the components of the net pension liability and are applicable to a future reporting period (Note 5). 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 and attached as enforceable liens on real property as of January 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. 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 OCSD's system, directly or indirectly, or an existing structure or category of use is increased. This charge is to pay for OCSD 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. Self-Insurance Plans For the year ended June 30, 2020, 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$1,000,000 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 $500,000 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 $250,000 per occurrence deductible with outside excess property insurance coverage to $300 million. The self-insurance portion of the property damage exposure covering earthquake is the 5% per structure, minimum $5,000,000 deductible with outside excess insurance coverage to $25 million on covered structures. OCSD has insured a number of key structures against the peril of earthquake, all other structures are completely self-insured. 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 $500,000 per occurrence deductible under the outside excess liability coverage to $40 million per occurrence and aggregate. The self-insurance portion of the pollution liability exposure is the $75,000 per loss deductible under the outside pollution liability insurance coverage to $10 million. There were no significant changes in insurance coverage during fiscal year ended June 30, 2020. 19 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 During the past three fiscal years there have been no settlements in excess of covered amounts. Claims against OCSD are processed by General Counsel or an outside claim administrator. These claims are charged to claims expense based on estimated or known amounts which will ultimately be paid. Claims incurred but not yet reported have been considered in determining the accrual for loss contingencies. Workers'compensation reserves are actuarially determined and general liability estimated loss accruals are estimated using past experience adjusted for current trends and any other factors that would modify past experience. The estimate of the claims liability also includes any amounts for incremental and nonincremental claim adjustment expenses. OCSD management believes that there are no unrecorded claims as of June 30, 2020 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. New Accounting Pronouncements OCSD early implemented GASB Statement No. 84, Fiduciary Activities and GASB Statement No. 90, Majority Equity Interests for the fiscal year ended June 30, 2020 by adopting GASB Statement No. 95, Postponement of the Effective Dates of Certain Authoritative Guidance, which postponed various GASB pronouncements by at least one year. Implementation of these Standards did not materially impact OCSD's financial statements. The following GASB Statements have been issued but are not yet effective for the year ended June 30, 2020. OCSD is assessing what financial statement impact, if any, these Statements will have: • GASB Statement No. 87, Leases, effective for the fiscal year ending June 30, 2022. • GASB Statement No. 92, Omnibus 2020, effective upon issuance for the requirements related to the effective date of GASB Statement No. 87 and Implementation Guide 2019-3, reinsurance recoveries, and terminology used to refer to derivative instruments. The other requirements will be effective for the fiscal year ending June 30, 2022. • GASB Statement No. 94,Public-Private and Public-Public Partnerships and Availability Payment Arrangements, effective for the fiscal year ending June 30, 2023. • GASB Statement No. 96, Subscription-Based Information Technology Arrangements, effective for the fiscal year ending June 30, 2023. • GASB Statement No. 97, Certain Component Unit Criteria, and Accounting and Financial Reporting for Internal Revenue Code Section 457 Deferred Compensation Plans—an amendment of GASB Statements No. 14 and No. 84, and a supersession of GASB Statement No. 32, effective for the fiscal year ending June 30, 2022. 20 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 (2) Cash and Investments Cash and investments as of June 30, 2020 are classified within the accompanying Statement of Net Position as follows: Statement of Net Position: Current, Unrestricted: Cash and cash equivalents $106,562,503 Investments 774,218,874 Subtotal -current, unrestricted 880,781,377 Restricted: Cash and cash equivalents 6,998 Total cash and cash equivalents and investments $880,788,375 Cash and investments consist of the following as of June 30, 2020: Cash on hand $ 6,500 Deposits with financial institutions 9,056,262 Managed portfolio-cash and investments 871,718,615 Subtotal - unrestricted cash and investments 880,781,377 Monies held by trustees: Cash and cash equivalents 6,998 Grand total cash and investments $880,788,375 21 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 Investments Authorized by the California Government Code and OCSD's Investment Policy 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 identify 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. Authorized Maximum by OCSD's Maximum Investment Investment Type -Authorized by Investment Maximum Percentage in a Single the California Government Code Policy? Maturity (1)(3) of Portfolio (1) Issuer(1) Local Agency Bonds Yes 5 years 10% (2) 5% (2) 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 20% (2) Banker's Acceptances Yes 180 days 40% 5% (2) Commercial Paper Yes 270 days 25% 5% (2) Negotiable Certificates of Deposit Yes 5 years 30% 5% (2) Repurchase Agreements Yes 1 year 20% (2) 5% (2) Reverse Repurchase Agreements Yes 90 days (2) 5% (2) 5% (2) Corporate Medium-Term Notes Yes 5 years 30% 5% (2) Mutual Funds Yes N/A 20% 10% Money Market Mutual Funds Yes N/A 20% 20% Mortgage Pass-Through Securities/ CMO/Asset-Backed Securities Yes 5 years 20% 5% (2) County Investment Pools Yes N/A 15% (2) 15% (2) Local Agency Investment Fund (LAIF) Yes N/A 15% (2) 15% (2) Supranational Obligations Yes 5 years 30% 30% Notes (1) Restrictions are in accordance with the California Government Code unless indicated otherwise. (2) The restriction is in accordance with OCSD's Investment PoI icy which is more restrictive than the California Government Code. (3) As allowed by California Government Code Section 53601,the Board of Directors has adopted a policy of a maximum mat urityof 5 years for investments purchased by OCSD's external money manager fort he long-term investment portfolio. The duration ofthe long-term investment portfolio can never exceed 60 months. Investments purchased fort he short-term portfolio are subject to the maturity restrictions noted in this table. 22 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 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 identify certain provisions of the debt covenant agreements that address interest rate risk, credit risk, and concentration of credit risk. Maximum Maximum Investment Type-Authorized by the Maximum Percentage In\testment 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% 30% Commercial Paper 270 days 40% 10% Negotiable Certificates of Deposit 5 years 30% 30% Repurchase Agreements 1 year No limit No limit Corporate Medium-Term Notes 5 years 30% 30% Mutual Funds N/A 20% 10% Money Market Mutual Funds N/A 20% 20% 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 First American Government Obligations Fund are daily liquid funds available on demand. 23 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 Following is a table which summarizes OCSD's managed portfolio investments by purpose with the modified duration as of June 30, 2020. Modified Modified Duration Duration Investment Type Fair Value (in years) (in months) Short-Term Portfolio: U.S. Treasury Bills $ 99,428,600 0.441 5.29 Local Agency Investment Fund 72,372,513 0.522 6.26 U.S. Treasury Notes 37,106,350 0.168 2.02 U.S. Agency Securities 23,290,773 0.253 3.03 Corporate Medium-Term Notes 7,817,805 0.556 6.68 Supranationals 6,008,330 0.292 3.50 Money Market Mutual Funds 3,643,086 - - Certificates of Deposit 1,507,395 0.638 7.65 Short-term portfolio subtotal $ 251,174,852 0.401 4.81 Long-Term Portfolio: U.S. Treasury Notes $ 191,364,585 2.840 34.08 U.S. Agency Securities* 187,763,073 2.833 33.99 Corporate Medium-Term Notes 144,063,379 2.483 29.79 Supranationals 36,932,396 1.967 23.61 Asset Backed Securities/CMO* 30,260,229 0.804 9.65 U.S. Treasury Inflation-Protected Securities (TIPS) 11,731,592 4.049 48.59 U.S. Treasury Bills 9,997,900 0.153 1.84 Money Market Mutual Funds 6,486,692 - - Taxable Municipal Bonds 1,829,068 0.453 5.44 U.S. Govt. Backed Mortgage Pools (GNMA)* 114,849 3.281 39.37 Long-term portfolio subtotal $ 620,543,763 2.547 30.56 Total Portfolio $ 871,718,615 * Includes highly sensitive securities. 24 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 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, 2020. Fair Value Maturities Cash equivalents held by fiscal agents: Money Market Mutual Funds: First American Government Obligations Fund $ 5,456 43 days BlackRock Institutional Funds 1,542 42 days Total fair value of investments held by fiscal agents $ 6,998 Investments with Fair Values Highly 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 $2,099,218 including $981,882 of mortgage pass-through securities, $1,002,487 of U.S. agency securities, and $114,849 of U.S. government backed mortgage pools. Fair Value of Investments OCSD measures and records its investments using fair value measurement guidelines established by generally accepted accounting principles. These guidelines recognize a three-tiered fair value hierarchy, as follows: Level 1: Quoted prices for identical investments in active markets; Level 2: Observable inputs other than quoted market prices; and Level 3: Unobservable inputs. 25 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 At June 30, 2020, OCSD had the following fair value measurements for its managed investment portfolio: Quoted Prices in Active Significant Other Markets for Observable Unobservable Identical Assets Inputs Inputs Investment Type Fair Value Level 1 Level 2 Level 3 Investments in Short-Term Portfolio: U.S. Treasury Bills $ 99,428,600 $ - $ 99,428,600 $ - U.S. Treasury Notes 37,106,350 37,106,350 - U.S. Agency Securities 23,290,773 - 23,290,773 - Corporate Medium-term Notes 7,817,805 - 7,817,805 - Supranationals 6,008,330 - 6,008,330 - Certificates of Deposits 1,507,395 - 1,507,395 - Investments in Long-Term Portfolio: U.S. Treasury Notes 191,364,585 - 191,364,585 - U.S. Agency Securities 187,763,073 - 187,763,073 - Corporate Medium-term Notes 144,063,379 - 144,063,379 - Supranationals 36,932,396 - 36,932,396 - Asset Backed Securities/CMO 30,260,229 - 30,260,229 - US Treasury Inflation Protected Securities (TIPS) 11,731,592 - 11,731,592 - U.S. Treasury Bills 9,997,900 - 9,997,900 - Taxable Municipal Bonds 1,829,068 - 1,829,068 - U.S. Government Backed Mortgage Pools 114,849 - 114,849 - Fair Value Hierarchy Totals $ - $ 789,216,324 $ - Investments Not Subject To Fair Value Hierarchy: Local Agency Investment Fund (LAIF)* 72,372,513 Money Market Mutual Funds* 3,643,086 Money Market Mutual Funds' 6,486,692 Total Portfolio $ 871,718,615 Invested in Short-Term Portfolio *Invested in Long-Term Portfolio US Bank is the custodial bank for all of OCSD's investments shown above in the managed portfolio, except for LAIF. Investments classified as Level 2 are valued using US Bank's fair value hierarchy matrix based on the asset type classification. The fair value hierarchy level matrix is based on discussions with (1) pricing vendors, (2) broker/dealers, (3) investment managers, (4) industry groups, and (5) independent accounting firms. Monies held by trustees (fiscal agents)that are invested in money market mutual funds are reported at carrying cost. Disclosures Relating 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. 26 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 Investment Type and the Lowest Rating Reported at Year End Fair Value Investments with no legal minimum rating &no required disclosure: U.S.Treasury Obligations $349,629,027 U.S.Agency Securities -GNMA 114,849 Subtotal $349,743,876 Investments with no legal minimum rating: U.S.Agency Securities (other than GNMA): Rating ofAaa (Moodys) 12,924,736 Rating of AA+(Standard &Poor's) 174,838,337 Rating ofP-1 (Moodys) 23,290,773 Municipal Bonds: Rating ofAa1 (Moodys) 1,415,764 Rating ofAa3(Moodys) 413,304 Certificates of Deposits; Rating ofP-1 (Moodys) 1,507,395 Local Agency Investment Fund (LAIF): Not rated 72,372,513 Subtotal 286,762,822 Investments with a legal minimum rating (or its equivalent)of Corporate Medium-Term Notes: Rating ofAa1 (Moodys) 8,454,859 Rating of AA+(Fitch) 3,086,686 Rating ofAa2 (Moodys) 10,511,356 Rating of AA(Standard &Poor's) 3,034,470 Rating of AA(Standard &Poor's) 7,238,623 Rating ofAa3(Moodys) 1,107,750 Rating of Al (Moodys) 17,339,227 Rating of A+(Fitch) 6,843,320 Rating ofA2 (Moodys) 38,386,511 Rating ofA(Standard &Poor's) 8,450,765 Rating of A-(Standard &Poor's)* 30,064,684 Rating ofA3 (Moodys) 14,407,785 Rating of BBB+(Standard &Poor's)* 2,948,428 Not rated 6,720 Subtotal 151,881,184 Investments with a legal minimum rating (or its equivalent)of AA: Asset Backed Securities/CMO: Rating ofAaa (Moodys) 25,482,093 Rating of AAA(Standard &Poor's) 3,778,933 Rating of AA+(Standard and Poor's) 880,203 Rating of BBB(Fitch)* 107,618 Rating of B(Standard &Poor's)* 11,382 Supranational Obligations: Rating ofAaa (Moodys) 37,941,976 Rating of P-1 (Moodys) 4,998,750 Subtotal 73,200,955 Investments with a legal minimum rating (or its equivalent)of AAA- Money Market Mutual Funds: Rating ofAaa (Moodys) 10,129,778 Invested with fiscal agents: Rating ofAaa-mf(Moodys) 6,998 Subtotal 10,136,776 Total $871,725,613 * Investmentwas in compliance with legal requirements atthe time itwas purchased. 27 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 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 Agreements." OCSD follows whichever guideline is the most restrictive. As of June 30, 2020, OCSD had the following investments representing five percent or more of total investments: Name of Issuer Fair Value % of Total Federal Home Loan Bank System (FHLB) $ 77,837,049 8.93% Federal National Mortgage Association (FNMA) $ 79,922,212 9.17% 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 fair 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, 2020, 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 OCSD. OCSD uses US Bank 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-rata 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 cash and cash equivalents at June 30, 2020. 28 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 (3) Capital Assets Capital asset activity for the year ended June 30, 2020 is as follows: Beginning Ending Balance at Additions/ Deletions / Balance at July 1,2019 Transfers Transfers June 30,2020 Capital assets not depreciated: Cost: Land $ 41,967,355 $ - $ - $ 41,967,355 Construction in progress 521,831,634 118,173,084 (276,073,883) 363,930,835 Total nondepreciable assets 563,798,989 118,173,084 (276,073,883) 405,898,190 Depreciable capital assets: Cost: Sewage collection facilities 886,790,503 6,184,550 - 892,975,053 Sewage treatment facilities 2,478,726,934 267,623,249 (22,366) 2,746,327,817 Effluent disposal facilities 96,972,016 - - 96,972,016 Solids disposal facilities 3,463,236 - - 3,463,236 General and administrative facilities 257,168,345 2,872,831 (892,849) 259,148,327 Excess purchase price over book value on acquired assets 19,979,000 - - 19,979,000 Subtotal 31743,100,034 276,680,630 (915,215) 4,018,865,449 Accumulated depreciation: Sewage collection facilities (378,625,640) (19,669,198) - (398,294,838) Sewage treatment facilities (993,236,473) (85,105,837) 22,366 (1,078,319,944) Effluent disposal facilities (65,276,356) (1,456,254) - (66,732,610) Solids disposal facilities (3,185,408) (9,718) - (3,195,126) General and administrative facilities (177,287,240) (7,646,821) 892,849 (184,041,212) Excess purchase price over book value on acquired assets (19,979,000) - - (19,979,000) Subtotal (1,637,590,117) (113,887,828) 915,215 (1,750,562,730) Net depreciable assets 2,105,509,917 162,792,802 - 2,268,302,719 Net capital assets $2,669,308,906 $280,965,886 $(276,073,883) $2,674,200,909 For the fiscal year ended June 30, 2020, capital asset additions of$276.7 million in depreciable capital assets are$0.6 million more than the$276.1 million transferred from Construction in Progress due to capital equipment purchases of$1.8 million,partially offset by$1.2 million of prior capital project expenses that were written off as expense. 29 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 (4) Long-Term Liabilities The following is a summary of the changes in long-term liabilities for the year ended June 30, 2020: Beginning Ending Due w ithin Long-term Balance,July 1 Additions Deletions Balance,June 30 one year amount Compensated absences $ 8,022,669 $7,620,959 $ (6,679,314) $ 8,964,314 $ 7,749,164 $ 1,215,150 Claims and judgments 6,860,326 405,346 (3,524,951) 3,740,721 600,560 3,140,161 Certificates of participation, revenue obligations&notes 972,780,000 - (32,730,000) 940,050,000 30,430,000 909,620,000 Unamortized premium 77,722,373 - (13,556,472) 64,165,901 10,670,368 53,495,533 Totals $1,065,385,368 $8,026,305 $(56,490,737) $1,016,920,936 $49,450,092 $967,470,844 Compensated Absences OCSD's policies related to compensated absences are described in Note 1. OCSD's liability at June 30, 2020 is $8,964,314 with an estimated $7,749,164 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, 2020 and 2019: 2019-20 2018-19 Claims and judgments payable at July 1 $6,860,326 $4,436,087 Claims incurred during the fiscal year 405,346 2,820,028 Changes in estimates for claims of prior years (3,122,401) - Payments on claims during the fiscal year (402,550) (395,789) Claims and judgments payable at June 30 3,740,721 6,860,326 Less: current portion (600,560) (673,070) Total long-term claims and judgments payable $3,140,161 $6,187,256 30 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 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, 2020 are summarized as follows: Amount 2010A wastewater revenue obligations $ 80,000,000 2010C wastewater revenue obligations 157,000,000 2011A wastewater refunding revenue obligations 75,370,000 2012A wastewater refunding revenue obligations 100,645,000 2012B wastewater refunding revenue obligations 25,560,000 2014A wastewater refunding revenue obligations 63,930,000 2015A wastewater refunding revenue obligations 127,510,000 2016A wastewater refunding revenue obligations 141,465,000 2017A wastewater refunding revenue obligations 66,370,000 2018A revenue refunding certificate anticipation notes 102,200,000 Total certificates of participation, revenue obligations, and notes $ 940,050,000 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, 2020, the coverage ratio for senior lien debt was 4.24. 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 will range 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. The expected net interest rate on the obligations is fixed and will range from 3.614 percent to 3.627 percent.Annual principal payments are due on February 1, beginning February 1, 2034 through February 1, 2040. The trust agreement for the revenue obligations does not require the establishment of a reserve. 31 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 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 will range 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. The expected net interest rate on the obligations is fixed and will range from 4.1275 percent to 4.16 percent. Annual principal payments are due on February 1, beginning February 1, 2031 through February 1, 2044. 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 will range from 3 percent to 5 percent.Annual principal payments are due on August 1 and February 1, beginning August 1, 2012 through February 1, 2026. 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 will range from 3 percent to 4 percent. Annual principal payments are due on February 1, beginning February 1, 2031 through February 1, 2033. The trust agreement for the revenue obligations does not require the establishment of a reserve. August 2012 Wastewater Refunding 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 2000B refunding certificates of participation. The stated interest rate on the obligations is fixed and will range from 3 to 5 percent.Annual principal payments are due on February 1, beginning February 1, 2019 through February 1, 2026. The trust agreement for the revenue obligations does not require the establishment of a reserve. 32 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 August 2014 Wastewater Refunding Revenue Obligations, Series 2014A On August 7, 2014, OCSD completed the sale of$85,090,000 of wastewater refunding revenue obligations. The obligations were issued to partially refund an amount of $93,930,000 of the outstanding principal balance of 2007 Series B certificates of participation. The stated interest rate on the obligations is fixed at 5 percent. Annual principal payments are due on February 1, beginning February 1, 2018 through February 1, 2027. The trust agreement for the revenue obligations does not require the establishment of a reserve. February 2015 Wastewater Refunding Revenue Obligations, Series 2015A On February 12, 2015, OCSD completed the sale of $127,510,000 of wastewater refunding revenue obligations. The obligations were issued to partially refund an amount of$152,990,000 of the outstanding principal balance of 2007 Series B certificates of participation. The stated interest rate on the obligations is fixed at 5 percent. Annual principal payments are due on February 1, beginning February 1, 2028 through February 1, 2037. The trust agreement for the revenue obligations does not require the establishment of a reserve. March 2016 Wastewater Refunding Revenue Obligations, Series 2016A On March 30, 2016, OCSD completed the sale of $145,880,000 of wastewater refunding revenue obligations. The obligations were issued to partially refund an amount of$162,780,000 of the outstanding principal balance of 2009 Series A certificates of participation. The stated interest rate on the obligations is fixed and will range from 4 to 5 percent. Annual principal payments are due on February 1, beginning February 1, 2020 through February 1, 2039. The trust agreement for the revenue obligations does not require the establishment of a reserve. February 2017 Wastewater Refunding Revenue Obligations, Series 2017A On February 1, 2017, OCSD completed the sale of $66,370,000 of wastewater refunding revenue obligations. The obligations were issued to refund $91,620,000 of the outstanding principal balance of 2007 Series A certificates of participation. The stated interest rate on the obligations is fixed at 5 percent. Annual principal payments are due on February 1, beginning February 1, 2021 through February 1, 2030. The trust agreement for the revenue obligations does not require the establishment of a reserve. 33 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 November 2018 Revenue Refunding Certificate Anticipation Notes, Series 2018A On November 1, 2018, OCSD completed the sale of $102,200,000 of revenue refunding certificate anticipation notes. The notes were issued to fully refund the $109,875,000 outstanding principal balance of the 2016 Series B revenue refunding certificate anticipation notes. The interest rate on the notes is fixed at 5 percent. The notes will mature on August 15, 2021. 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 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, 2020, including the Revenue Refunding Certificate Anticipation Notes, Series 2018A that currently matures in August 2021, are as follows: Year Ending June 30, Principal Estimated Interest Total 2021 $ 30,430,000 $ 42,408,369 $ 72,838,369 2022 130,605,000 38,331,869 168,936,869 2023 29,805,000 34,371,619 64,176,619 2024 31,140,000 33,041,769 64,181,769 2025 32,655,000 31,517,369 64,172,369 2026-2030 184,345,000 133,803,696 318,148,696 2031-2035 262,945,000 83,325,554 346,270,554 2036-2040 192,615,000 30,174,855 222,789,855 2041-2044 45,510,000 3,534,752 49,044,752 Total $ 940,050,000 $ 430,509,852 $ 1,370,559,852 34 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 (5) Pension Benefits OCSD has two defined benefit pension plans for retirees: the plan maintained through and by the Orange County Employees Retirement System(OCERS)and the Additional Retiree Benefit Account (ARBA) administered directly by OCSD. A summary of pension amounts for OCSD's plans at June 30, 2020 is presented below: OCERS ARBA Total Net pension asset -OCERS $ 49,446,615 $ - $ 49,446,615 Deferred outflows - pensions 34,617,009 3,433,022 38,050,031 Total pension liability -ARBA - 21,434,655 21,434,655 Deferred inflows - pensions 31,219,913 1,940,397 33,160,310 Pension expenses 11,505,954 1,583,988 13,089,942 A. Orange County Employees Retirement System (OCERS) Plan Description: All qualified permanent and probationary employees are eligible to participate in OCSD's Employee Pension Plan (Plan), which is a cost-sharing multiple employer defined benefit pension plan administered by the Orange County Employees Retirement System(OCERS).OCERS was established in 1945 under the provisions of the County Employees Retirement Law of 1937 (CERL). The Plan operates under the provisions of the CERL, the California Public Employees' Pension Reform Act of 2013 (PEPRA), and the regulations, procedures and policies adopted by OCERS' Board of Retirement. The Plan's authority to establish and amend the benefit terms are set by the CERL and PEPRA and may be amended by the California state legislature. The Plan is a tax qualified plan under Section 401(a) of the Internal Revenue Code. Benefits Provided: OCERS provides service retirement, disability, death and survivor benefits to plan members who may be public employees or beneficiaries. The CERL and PEPRA establish benefit terms. Benefits are based on years of credited service equal to one year of full time employment. Members of plans B, G and H with ten years of service credit are entitled to receive a retirement allowance beginning at age 50; members of plan U with 5 years of service are eligible to receive a retirement allowance at age 52. Members attaining age 70 are eligible to retire regardless of credited service. 35 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 Benefits are determined by plan formula, age, years of service and final average salary (FAS) as follows: Plan G Plan H Plan B Plan U After 9/21/79 Prof/Sup: After 10/1/10 Hire Date Prior to 9/21/79 Prof/Sup': Before 10/1/10 OCEA: After 8/1/11 On or after 1/1/2013 OCEA*: Before 8/1/11 501: After 7/1/11 501*: Before 7/1/11 All: Before 1/1/2013 Final Average Compensation (FAS) Highest 12 months Highest 36 months Highest 36 months Highest 36 months Normal Retirement Age Age 55 Age 55 Age 57.5 Age 67 Service Requirement Age 70, any years Age 70, any years Age 70, any years Age 70, any years Eligibility Age 50, 10 years Age 50, 10 years Age 50, 10 years Age 52, 5 years Benefit percent per 2.5% per year of FAS 2.5% per year of 1.667% per year of 2.5% per year of year of service for for every year of FAS for every year of FAS for emery year of FAS for every year normal retirement age service credit service credit service credit of service credit Benefit Adjustments Reduced before age Reduced before age Reduced before age Reduced before age 55 55 57.5 67 Public Employees Internal Revenue Code Internal Revenue Code Internal Revenue Code Pension Reform Act FAS Limitation Section 401(a)(17) Section 401(a)(17) Section 401(a)(17) (PEPRA): 120% of Social Security wage base per year .Prof/Sup:Professional and Supervisor employee groups,bargaining unit SPMG. OCEA:Administrative,Clerical,Engineering,and Technical Services employee groups,bargaining unit OCEA. 501:Operations and Maintenance employee groups,bargaining unit International Union of Operating Engineers Local 501. A cost of living adjustment is provided to benefit recipients based on changes in the Consumer Price Index (CPI) up to a maximum of 3% per year. Any increase greater than 3% is banked and may be used in years when the CPI is less than 3%. The increase is established and approved annually by the Board of Retirement. The Plan also provides disability and death benefits to eligible members and their beneficiaries, respectively. For retirees the death benefit is determined by the retirement benefit option chosen. For all other members the beneficiary is entitled to benefits based on the member's years of service and whether or not the cause of death is service related. At the December 31, 2019 measurement date, the following employees were covered by the benefit terms: Inactive employees or beneficiaries currently receiving benefits 508 Inactive employees entitled to but not yet receiving benefits 135 Active employees 608 Total 1,251 36 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 Contributions: Participating employers and active members are required by statute to contribute a percentage of covered salary to the Plan. CERL requires that the employer contribution rates for all public employers be determined on an annual basis by the actuary and be effective on the July 1 following notice of a change in rate. Funding contributions are determined annually on an actuarial basis as of December 31 by OCERS. The actuarially determined rate is the estimated amount necessary to finance the costs of benefits earned by employees during the year, with an additional amount to finance any unfunded accrued liability. Contributions to the Plan from OCSD were $8,739,661 for the year ended June 30, 2020. An additional $38,000,000 was contributed to pay down OCSD's Net Pension Liability. Contribution rates in effect for the fiscal year ended June 30, 2020 are as follows: Plan G Plan H Plan B Plan U Employer Contribution Rate, 7/1/19-6/30/20 13.30% 13.30% 11.25% 10.37% Employee Contribution Rate, 7/1/19-6/30/20(2) 7.14-12.79%(1) 6.69-12.79% (1) 7.52-13.02% 7.28-14.49% Paid by Employer for Employee 3.50% 3.50% 0.00% 0.00% (1)Net of employer paid portion of 3.5%. (2)Employee rates are determined bythe age ofentryinto the retirement system. For the year ended June 30, 2020, the contributions and average employer's contribution rate as a percentage of covered payroll were as follows: Average Employee (Paid Employer Employer by Employer) Contribution Plans Contributions Contributions Rate (%) Plan G $ 14,314 $ 3,767 0.03% Plan H 5,413,897 1,410,906 9.79% Plan B 758,267 - 1.09% Plan U 2,553,183 - 3.66% Total $ 8,739,661 $ 1,414,673 Pension Assets/Liabilities: As of June 30,2020, OCSD reported a net pension asset of$49,446,615 for its proportionate share of OCERS' net pension liability. The net pension asset was measured as of December 31, 2019 and the total pension asset used to calculate the net pension asset was determined by an actuarial valuation as of that date. OCSD's proportion of the net pension asset was based on a projection of OCSD's long-term share of contributions to the pension plan relative to the projected contribution of all participating employers, actuarially determined. At December 31, 2019, OCSD's proportion of the net pension liability was (0.974%), which was a decrease of 1.442%from its proportion measured as of December 31, 2018.The change in OCSD's proportion of the net pension liability during the fiscal year ended June 30, 2020 was caused by additional contributions made in September and November 2019 and projections noted above. 37 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 Pension Expense and Deferred Outflows/Inflows of Resources Related to Pensions: For the year ended June 30,2020, OCSD recognized pension expense of$11,505,954 for its proportionate share of the pension expense.At June 30, 2020 OCSD reported its share of deferred outflows of resources and deferred inflows of resources related to pensions from the following sources: Deferred Outflows Deferred Inflows of of Resources Resources Difference between expected and actual experience $ 9,606,499 $ 5,416,832 Net difference between projected and actual investment earnings on pension plan investments - 25,420,889 Changes of assumptions (1) 12,311,067 372,978 Changes in proportion and differences between employer contributions and proportionate share of contributions 449,137 9,214 Employer contributions paid to OCERS subsequent to the measurement date 12,250,306 - Total $ 34,617,009 $ 31,219,913 (1) The monetary effects of changes in actuarial assumptions and method totals$12,311,067 for deferred outflows and$372,978 for deferred inflows of resources. These changes include: • adjustments to the mortality tables, • retirement assumptions for deferred vested members(age at retirement 59,increase of 4.25% in reciprocity, and an increase in compensation increases), • %in the rate of marriage for male and female members at retirement or pre-retirement death, • an increase in the Consumer Price Index of 2.75% per year,maximum increase is 3%, • and a slight increase of.50%in salaries per year. Detail for these changes is available in the Segal Actuarial Valuation for December 31,2019,Section 3.This report is available on the OCERS website at www.ocers.org. The $12,250,306 reported as deferred outflows of resources related to pensions resulting from OCSD's contributions to OCERS subsequent to the measurement date will be recognized as a reduction of the net pension liability in the year ended June 30, 2021. Other amounts reported as deferred outflows of resources and deferred inflows of resources related to OCERS pensions will be recognized in pension expense as follows: Year ended June 30 Amount 2021 $ (5,922,898) 2022 (2,855,374) 2023 7,473,909 2024 (8,862,635) 2025 1,313,788 Total $ (8,853,210) 38 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 Actuarial Assumptions and Methods: The total pension liability in the December 31, 2019 actuarial valuation was determined using the following actuarial assumptions, applied to all periods included in the measurement: Investment rate of return 7.00% of net pension plan investment expenses, including inflation Discount rate 7.00% Inflation rate 2.75% Projected salary increases 4.25% to 12.25% Cost of living adjustment 2.75% of retirement income OCERS Economic and Demographic Assumptions: On October 16, 2017, the OCERS Board adopted the following significant changes to the economic and demographic actuarial assumptions, used to establish retirement contribution rates effective July 1, 2019: • Reduced the assumed investment rate of return from 7.25% to 7.00% • Reduced the assumed rate of price inflation from 3.00% to 2.75% • Adopted the use of generational tables, which have identified reduced rates of mortality for members Additionally, the OCERS Board adopted a three-year phase-in of the impact to the contribution rates associated with the Unfunded Actuarially Accrued Liability. The cumulative effect of these changes will have the impact of increasing contribution rates for members and plan sponsors. The mortality assumptions used in the total pension liability at December 31, 2019 were based on the Headcount-Weighted RP-2014 Healthy Annuitant Mortality Table as a starting point, projected generationally using the two-dimensional Scale MP-2016, with age adjustments, and adjusted separately for healthy and disabled members. The basis for determining the mortality assumptions used were based on the results of the actuarial experience study for the period January 1, 2014 through December 31, 2016. Further details of the experience study can be found in the OCERS CAFR, available on their website at www.ocers.org. Long-Term Expected Real Rate of Return: The long-term expected rate of return on pension plan investments was determined using a building-block method in which expected future real rates of return (expected returns, net of inflation) are developed for each major asset class. These returns are combined to produce the long-term expected rate of return by weighting the expected future real rates of return by the target asset allocation percentage and by adding expected inflation and deducting expected investment expenses. 39 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 The target allocation and projected arithmetic real rates of return for each major asset class, after deducting inflation, but before investment expenses, used in the derivation of the long-term expected investment rate of return assumption are summarized in the following table for the calendar year ended December 31, 2019: Target Long-Term Expected Real Asset Class Allocation Rate of Return (Arithmetic) Global Equity 35.00% 6.38% Core Bonds 13.00% 1.03% High Yield Bonds 4.00% 3.52% Bank Loan 2.00% 2.86% TIPS 4.00% 0.96% Emerging Markets Debt 4.00% 3.78% Real Estate 10.00% 4.33% Core Infrastructure 2.00% 5.48% Natural Resources 10.00% 7.86% Risk Mitigation 5.00% 4.66% Mezzanine/Distressed Debts 3.00% 6.53% Private Equity 8.00% 9.48% Total 100.00% Discount Rate: The discount rate used to measure the total pension liability was 7.00%for the year ended December 31, 2019. The projection of cash flows used to determine the discount rate assumed that plan member contributions will be made at the current contribution rate and that employer contributions will be made at rates equal to the actuarially determined contribution rates. For this purpose, only employer contributions that are intended to fund benefits for current plan members and their beneficiaries are included. Projected employer contributions that are intended to fund the service costs for future plan members and their beneficiaries, as well as projected contributions from future plan members, are not included. Based on those assumptions,the pension plan's fiduciary net position was projected to be available to make all projected future benefit payments for current plan members. Therefore, the long-term expected rate of return on pension plan investments was applied to all periods of projected benefit payments to determine the total pension liability as of December 31, 2019. Sensitivity of the Proportionate Share of Net Pension Liability to Changes in the Discount Rate: The following table represents OCSD's proportionate share of the net pension liability calculated using the discount rate of 7.00%, as well as what OCSD's proportionate share of the net pension liability would be if it were calculated using a discount rate that is 1 percentage point lower (6.00%) or 1 percentage point higher(8.00%)than the current rate: 1% Decrease Current Discount Rate 1% Increase Net Pension Asset (Liability) (6.00%) (7.00%) (8.00%) December 31, 2019 $ (58,125,867) $ 49,446,615 $ 136,946,632 40 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 Pension Plan Fiduciary Net Position: Detailed information about OCERS' fiduciary net position is available in a separately issued OCERS comprehensive annual financial report. That report may be obtained from OCERS at 2223 Wellington Avenue, Santa Ana, California 92708 or at their web site (www.ocers.org). B. Additional Retiree Benefit Account (ARBA) Plan Description: The OCSD ARBA 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 OCSD medical plan. The plan is currently paying benefits to 384 retirees. The ARBA plan is not subject to the reporting requirements of GASB 68 and 71 because a trust has not been set up for the plan. However, GASB 73 has been implemented for the ARBA plan in the fiscal year ended June 30, 2016.The plan is a funded on a pay-as-you-go plan from general funds and is administered by OCSD. Stand-alone financial statements are not issued for the plan. Benefits Provided: 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 OCSD cannot ensure the use of the benefit for payment of eligible health insurance expenses, 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'h months per year of service (see Note 6—Other Post-Employment 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. Benefits are determined by hire date, bargaining unit and years of service as follows: Hire date All: Prior to 7/1/88 All: After 7/1/88 OCEAN: Before 8/1/11 Benefit amount per year of service for $10 per month x years of service up to $10 per month x years of service up to normal retirement age a maximum of 25 years a maximum of 25 years Age 50 or over with 10 or more years Age 50 or over with 10 or more years Service requirement Any age with 30 or more years Any age with 30 or more years eligibility Age 70 or over, any years Age 70 or over, any years Benefit payments Monthly for life Monthly for life Immediately after retiree health Benefit schedule Immediately upon retirement insurance coverage ends *OCEA: Administrative,Clerical,Engineering,and Technical Services employee groups,bargaining unit OCEA. No cost of living adjustment is provided to benefit recipients. 41 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 At June 30, 2020, the following employees were covered by the benefit terms: Inacti\te employees or beneficiaries currently receiving benefits 384 Inactive employees entitled to but not yet receiving benefits 36 Active employees 548 Total 968 Contributions: There are no employee contributions for this plan; OCSD covers 100% of the cost. OCSD utilizes a pay-as-you-go method for funding the plan. Contributions to the plan from OCSD were $888,120 for the year ended June 30, 2020. Pension Liabilities: As of June 30, 2020, OCSD reported total pension liability of$21,434,655 for its ARBA plan. The total pension liability was determined by an actuarial valuation as of July 1, 2019. OCSD funds benefits on a "pay as you go" basis and elected not to pre-fund its pension obligation. As a result, there are no plan assets and the total pension liability is equal to the net pension liability. Standard actuarial update procedures were used to project/discount from July 1, 2019 to the measurement date of June 30, 2020. The actuarial valuation performed as of July 1, 2019, used the entry age, level percent of pay cost method. This method represents the present value of all benefits accrued through the valuation date assuming that each employee's liability is expensed from hire date until retirement date as a level percentage of pay. The following table shows the changes in the total pension liability: Total Pension Liability Increase (Decrease) Beginning balance at July 1, 2019 $ 21,577,464 Changes in the year: Service cost 576,661 Interest on total pension liability 608,775 Difference between expected and actual experience (2,263,797) Changes of assumptions 1,823,672 Benefit payments (888,120) Net changes (142,809) Ending balance at June 30, 2020 $ 21,434,655 42 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 Pension Expense and Deferred Outflows/Inflows of Resources Related to Pension: For the year ended June 30, 2020, OCSD recognized pension expense of$1,583,988 for its ARBA plan. At June 30, 2020 OCSD reported its share of deferred outflows of resources and deferred inflows of resources related to pensions from the following sources: Deferred Outflows Deferred Inflows of Resources of Resources Difference between expected and actual experience $ 1,030,512 $ 1,940,397 Changes of assumptions (1) 2,402,510 - Total $ 3,433,022 $ 1,940,397 (1)The monetary effects of changes in actuarial assumptions and method totals$2,402,510.These changes include passage of time,a change in the discount rate from 3.13%to 2.45%,change in actuarial system, census and other losses. Amounts reported as deferred outflows of resources related to ARBA pensions will be recognized in pension expense as follows: Year ended June 30 Amount 2021 $ 398,552 2022 398,552 2023 398,552 2024 284,048 2025 75,796 2026 (62,875) Total $ 1,492,625 Actuarial Assumptions and Methods: The total pension liability in the July 1, 2019 actuarial valuation was determined using the following actuarial assumptions, applied to all periods included in the measurement: Investment rate of return 3.75% per annum Discount rate 3.13% per annum as of July 1, 2019 (valuation date) 2.45% per annum as of June 30, 2020 (measurement date) Inflation rate 3.00% per annum Projected salary increases 3.00% per annum (for service cost only; benefits not pay-related) The mortality assumptions used in the total pension liability at July 1, 2019 were based on the RP- 2014 Employee Mortality and Health Annuitant Mortality Tables for Males or Females, as appropriate, without projection. 43 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 Discount Rate: The discount rate used to measure the total pension liability was 3.13% as of the valuation date, July 1, 2019, and 2.45% as of the measurement date, June 30, 2020. Because there are no assets held in a trust that meets GASB 68 or 71, the discount rate is based on the 20-year, tax exempt general obligation municipal bonds with an average rating of AA or higher. Sensitivity of the Total Pension Liability to Changes in the Discount Rate: The following table represents the total pension liability calculated using the discount rate of 2.45% as of the measurement date, as well as what total pension liability would be if it were calculated using a discount rate that is 1 percentage point lower(1.45%)or 1 percentage point higher(3.45%)than the current rate: 1% Decrease Current Discount Rate 1% Increase Total Pension Liability (1.45%) (2.45%) (3.45%) June 30, 2020 $ 24,603,943 $ 21,434,655 $ 18,831,919 (6) Other Post-Employment Benefits (OPEB) Plan Description: The post-employment medical benefits plan is a single-employer defined benefit plan administered by OCSD. This plan was established and may be modified only by action of the OCSD Board of Directors. Stand-alone financial statements are not issued. Benefits Provided: OCSD offers medical insurance to active and retired employees, as well as their qualified dependents. 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. For the fiscal year ended June 30, 2020, premiums ranged between $227 and $4,078 per month, depending on the plan and number of dependents covered. At June 30, 2020, the following employees were covered by the benefit terms: Inactive employees or beneficiaries currently receiving benefits (includes 115 paying premiums and 36 with premiums paid by OCSD) 151 Inactive employees entitled to but not yet receiving benefits 0 Active employees (includes 4 eligible for premiums paid by OCSD) 597 Total 748 Contributions: There are no employee contributions to this plan; OCSD covers 100% of the cost for qualifying employees as stated above. Retirees opting to remain with the plan after employment pay 100% of the premium cost, except for those for whom OCSD pays for a period (see above). OCSD utilizes a pay-as-you-go method for funding the plan. Contributions to the plan from OCSD were $739,045 and the estimated implicit subsidy was $865,348, resulting in total payments of $1,604,393, and retirees contributed $1,148,038 for the year ended June 30, 2020. 44 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 OPEB Liabilities: As of June 30, 2020, OCSD reported total OPEB liability of$2,483,644 for its post- employment retiree medical benefits plan. The total OPEB liability was determined by an actuarial valuation as of July 1, 2019. OCSD funds benefits on a"pay as you go"basis and elected not to pre- fund its OPEB obligation. As a result, there are no plan assets and the total OPEB liability is equal to the net OPEB liability. Standard actuarial update procedures were used to project/discount from July 1, 2019 to the measurement date of June 30, 2020. The actuarial valuation performed as of July 1, 2019 used the entry age, level percent of pay cost method. This method represents the present value of benefits accrued through the valuation date, assuming that each employee's liability is expensed from hire date until retirement date as a level percentage of pay. The following table shows the changes in the total OPEB liability: Total OPEB Liability Increase (Decrease) Beginning balance at July 1, 2019 $ 4,013,291 Changes in the year: Service cost 4,334 Interest on total OPEB liability 98,047 Difference between expected and actual experience (115,924) Changes of assumptions 88,289 Benefit payments (1) (1,604,393) Net changes (1,529,647) Ending balance at June 30, 2020 $ 2,483,644 (1)As part of the July 1,2019 actuarial valuation report,Demsey, Filliger&Associates prepared a projection of the expected annual cost to the District to pay OPEB benefits. OPEB Expense and Deferred Outflows/Inflows of Resources Related to OPEB: For the year ended June 30, 2020,OCSD recognized OPEB expense of$74,746 for its post-employment retiree medical benefits plan. At June 30, 2020 OCSD reported $0 for its share of deferred outflows/inflows of resources related to OPEB. Actuarial Assumptions and Methods: The total OPEB liability in the July 1, 2019 actuarial valuation was determined using the following actuarial assumptions, applied to all periods included in the measurement: Investment rate of return 4.00% per annum Discount rate 2.45% per annum Inflation rate 3.00% per annum Healthcare cost trend rate 5.90% for 2020; 5.80% for 2021, 5.70% for 2022; and decreasing 0.10% per year to an ultimate rate of 5.00% for 2029 and later years Projected salary increases 3.00% per annum 45 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 The mortality assumptions used in the total OPEB liability at July 1, 2019 were based on the RP- 2014 Employee Mortality Table for Males or Females, as appropriate, without projection for pre- retirement mortality rates and RP-2014 Health Annuitant Mortality Table for Males or Females, as appropriate, without projection for post-retirement mortality rates. Actuarial assumptions used in the July 1, 2019 valuation were based on a review of plan experience during the period July 1, 2017 through June 30, 2019. Discount Rate: The discount rate used to measure the total OPEB liability was 3.13% as of the valuation date, July 1, 2019, and 2.45% as of the measurement date, June 30, 2020. Because there are no assets held in a trust, for GASB 75 reporting purposes, the discount rate is based on a yield or index rate for 20-year, tax-exempt general obligation municipal bonds with an average rating of AA/Aa or higher. Sensitivity of the Total OPEB Liability to Changes in the Discount Rate: The following table represents the total OPEB liability calculated using the discount rate of 2.45%as of the measurement date, as well as what total OPEB liability would be if it were calculated using a discount rate that is 1 percentage point lower(1.45%)or 1 percentage point higher(3.45%)than the current rate: 1% Decrease Current Discount Rate 1% Increase Total OPEB Liability (1.45%) (2.45%) (3.45%) June 30, 2020 $ 2,577,818 $ 2,483,644 $ 2,393,930 Sensitivity of the Total OPEB Liability to Changes in the Healthcare Cost Trend Rates: The following table represents the total OPEB liability calculated using the healthcare cost trend rate of 5.90% decreasing to 5.00% as of the measurement date, as well as what total OPEB liability would be if it were calculated using a healthcare cost trend rate that is 1 percentage point lower (4.90% decreasing to 4.00%) or 1 percentage point higher (6.90% decreasing to 6.00%) than the current rate: 1% Decrease Current Trend Rate 1% Increase (4.90% decreasing (5.90% decreasing (6.90% decreasing Total OPEB Liability to 4.00%) to 5.00%) to 6.00%) June 30, 2020 $ 2,379,523 $ 2,483,644 $ 2,592,795 (7) 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 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 46 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 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 was amortized over useful lives of the original assets acquired. The excess of purchase price over the assets' book value was fully amortized as of June 30, 2017. 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, for which contributions of $4,002,007 were recorded as contribution from other government during the fiscal year ended June 30, 2020. 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. Integration contributions credited to IRWD of $16,408,665 from Revenue Area 14 were recognized and reported as contributions to other governments during the fiscal year ended June 30, 2020. These contributions 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 for an interim solids handling charge which includes 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, $2,353,370 in annual solids capital handling charges were reported as operating revenue in Consolidated Revenue Area, and $10,312,529 in quarterly solids operating and maintenance charges were reported as operating revenue in Revenue Area No. 14 during the fiscal year ended June 30, 2020. Any amounts credited to IRWD are not refunded in cash but are held as a credit to satisfy future contributions required of IRWD. Amounts owed from IRWD are invoiced on a quarterly or annual basis. As a result, a balance of$34,613,820 was reported in due to other governmental agency as of June 30, 2020. Annual Cash Reserve Requirement The cash reserve contribution requirement from IRWD at June 30, 2020; in accordance with Amendment No. 2 to the Agreement between IRWD and OCSD Acquiring Ownership Interests, Assigning Rights, and Establishing Obligations; is $14.2 million. This cash reserve requirement is recognized as a liability to IRWD. (8) Commitments and Contingencies Pollution Remediation: An Underground Storage Tank (UST) at Plant No. 1 failed the pressure test to ensure its tank integrity. As a result of the test failure, OCSD voluntarily took this UST out of service and tested the immediate surrounding area and determined that both gasoline and diesel were present. During the fiscal year ended June 30, 2017, OCSD completed an analysis of remediation alternatives resulting in a less costly remediation plan for the contaminated soil than the plan developed during the previous fiscal year. The new remediation plan received approval from the Orange County Health Care Agency, and based upon their feedback a final design was completed. The new remediation plan called for removal and disposal of approximately 2,200 tons of contaminated soil, and some limited groundwater treatment. This work was issued a construction 47 Table of Contents ORANGE COUNTY SANITATION DISTRICT Notes to Basic Financial Statements For the Year Ended June 30, 2020 contract in March 2019 and has been substantially completed as of June 30, 2020. As of June 30, 2020, actual costs of$1,202,457 were incurred. Total remaining costs are estimated not to exceed $500,000, including a contingency for the remediation effort. This does not include operating costs for post-remediation monitoring over a five-year period. Construction Commitments: OCSD has active construction projects to add additional capacity, improve treatment, or replace/ rehabilitate existing assets. At June 30, 2020, the outstanding commitments with contractors totaled $145,213,107. Litigation: Certain claims involving disputed construction costs have arisen in the ordinary course of business. Additionally, OCSD 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 OCSD. (9) COVID-19 Pandemic The spread of the novel strain of coronavirus and the disease it causes(now known as"COVID-19") is having significant negative impacts throughout the world, including in Southern California. The World Health Organization declared the COVID-19 outbreak to be a pandemic, and states of emergency were declared by the United States, the State of California, and numerous counties throughout the State, including Orange County of which, comprises the service area of OCSD. On March 17, 2020, OCSD's General Manager declared a state of emergency at OCSD. The purposes behind these declarations were to initiate emergency response protocols, coordinate and formalize emergency actions across federal, state and local governmental agencies, and to proactively prepare for a wider spread of the virus. OCSD is assessing the effects the ongoing COVID-19 outbreak will have on OCSD and its business and operations, as well as in the region, including the adverse financial impacts likely to be experienced by its member agencies. The degree of impact to OCSD's finances and operations is difficult to predict due to the evolving nature of the COVID-19 pandemic, including uncertainties relating to (i)the ultimate extent of the geographic spread of the virus; (ii) the duration and severity of the outbreak; (iii)the extent of the disruption to or decline in the local and global economies and financial markets; (iv) the degree to which business closures, increased unemployment, housing foreclosures and/or other economic consequences may reduce water and sewer demands in the region and OCSD's wastewater transactions, or negatively affect future property values in OCSD's service area and/or OCSD's property tax levy receipts, and reduce OCSD's revenues; (v)the extent to which a protracted disruption in the manufacturing or construction industry may affect supply chains or further delay construction schedules for, or the implementation of, OCSD's capital improvement programs and projects, or the costs of such programs or projects or OCSD's sewer system operations; and (vi) what additional actions may be taken or required by governmental authorities to contain and respond to the outbreak and what costs or impacts of such actions may be. The restrictions and limitations instituted related to COVID-19 will likely remain in place for some period and may increase, that the ongoing economic downturn may continue for many months and an economic recession has been projected as likely to occur, and that the recovery may be prolonged. As a result, OCSD's finances and operations may be adversely impacted by COVID-19. 48 Table of Contents ORANGE COUNTY SANITATION DISTRICT REQUIRED SUPPLEMENTARY INFORMATION 49 Table of Contents ORANGE COUNTY SANITATION DISTRICT Proportionate Share of the Net Pension Liability(Asset) Orange County Employees Retirement System(OCERS)Pension Plan Last 10 Fiscal Years(1) Fiscal Year Ended June 30, 2015 2016 2017 2018 2019 2020 OCSD's proportion of the net pension liability(asset) 1.13% 0.74% (0.20%) (0.80%) 0.47% (0.97%) OCSD's proportionate share of the net pension liability(asset) $ 57,418,760 $ 42,439,759 $ (10,384,508) $ (39,571,100) $ 29,029,147 $ (49,446,615) OCSD's covered payroll(2) $ 58,641,163 $ 59,789,927 $ 60,000,017 $ 62,341,796 $ 66,475,479 $ 71,395,906 OCSD's proportionate share of the net pension liability(asset)as a percentage of covered payroll 97.92% 70.98% (17.31%) (63.47%) 43.67% (69.26%) OCERS'fiduciary net position as a percentage of the total pension liability 89.61% 92.74% 101.70% 105.96% 95.86% 106.64% (1) The amounts presented were determined as of the measurement date December 31. Data for fiscal years ended June 30,2011 through 2014 is not available in a comparable format. (2) Covered payroll represents compensation earnable and pensionable compensation for the measurement period ended December 31.Only compensation earnable and pensionable compensation that would possibly go into the determination of retirement benefits are included. 50 Table of Contents ORANGE COUNTY SANITATION DISTRICT Schedule of District Contributions Orange County Employees Retirement System (OCERS)Pension Plan Last 10 Fiscal Years(1) Fiscal Year Ended June 30, 2015 2016 2017 2018 2019 2020 Contractually required contribution $ 17,201,569 $ 12,222,849 $ 7,709,734 $ 7,525,655 $ 7,769,431 $ 8,739,661 Contributions in relation to the contractually required contribution (17,201,569) (12,222,849) (7,709,734) (7,525,655) (7,769,431) (8,739,661) Contribution deficiency(excess) $ - $ - $ - $ - $ - $ - Covered payroll(2) $ 60,025,942 $ 60,595,474 $ 62,266,907 $ 65,390,144 $ 69,101,109 $ 69,688,759 Contributions as a percentage of covered payroll 28.66% 20.17% 12.38% 11.51% 11.24% 12.54% (1) The amounts presented for each fiscal year were determined as of June 30. Data for fiscal years ended June 30,2011 through 2014 is not available in a comparable format. (2) Covered payroll represents compensation earnable and pensionable compensation for the fiscal year ended June 30.Only compensation earnable and pensionable compensation that would possibly go into the determination of retirement benefits are included. 51 Table of Contents ORANGE COUNTY SANITATION DISTRICT Total Pension Liability(3) Additional Retiree Benefit Account(ARBA) Last 10 Fiscal Years(1) Fiscal Year Ended June 30, 2015 2016 2017 2018 2019 2020 Total pension liability $ 16,680,614 $ 18,313,122 $ 18,467,361 $ 20,831,172 $ 21,577,464 $ 21,434,655 Covered-employee payroll (2) $ 62,139,375 $ 62,977,577 $ 65,120,945 $ 68,126,103 $ 71,948,599 $ 74,602,862 Total pension liability as a percentage of covered- employee payroll 26.84% 29.08% 28.36% 30.58% 29.99% 28.73% (1) The amounts presented for each fiscal year were determined as of June 30. Data for fiscal years ended June 30, 2011 through 2014 is not available in a comparable format. (2) This plan is not administered through a trust or equivalent arrangement, thus covered-employee payroll is used. Covered- employee payroll represents total payroll of employees that are provided benefits through the pension plan for the fiscal year ended June 30. (3) There are no assets in a trust compliant with GASB codification P22.101. OCSD funds benefits on a"pay as you go"basis and elected not to pre-fund its pension obligation.As a result,there are no plan assets and the total pension liability is equal to the net pension liability. 52 Table of Contents ORANGE COUNTY SANITATION DISTRICT Changes in Total Pension Liability(2) Additional Retiree Benefit Account(ARBA) Last 10 Fiscal Years (1) Fiscal Year Ended June 30, 2016 2017 2018 2019 2020 Beginning balance at July 1 $ 16,680,614 $ 18,313,122 $ 18,467,361 $ 20,831,172 $ 21,577,464 Changes in the year: Service cost 270,223 278,330 553,795 570,409 576,661 Interest on total pension liability 626,386 593,711 649,192 663,852 608,775 Difference between expected and actual experience - - - - (2,263,797) Changes of assumptions 1,230,327 (70,952) 1,889,274 328,481 1,823,672 Benefit payments (494,428) (646,850) (728,450) (816,450) (888,120) Net changes 1,632,508 154,239 2,363,811 746,292 (142,809) Ending balance at June 30 $ 18,313,122 $ 18,467,361 $ 20,831,172 $ 21,577,464 $ 21,434,655 (1) The amounts presented for each fiscal year were determined as of June 30. Data for fiscal years ended June 30, 2011 through 2015 is not available in a comparable format. (2) OCSD funds benefits on a "pay as you go" basis and elected not to pre-fund its pension obligation. As a result, there are no plan assets and the total pension liability is equal to the net pension liability. 53 Table of Contents ORANGE COUNTY SANITATION DISTRICT Total OPEB Liability(3) Post-Employment Medical Benefits Plan Last 10 Fiscal Years (1) Fiscal Year Ended June 30, 2017 2018 2019 2020 Total OPEB liability $ 6,398,694 $ 5,025,395 $ 4,013,291 $ 2,483,644 Covered-employee payroll (2) $ 65,120,945 $ 68,126,103 $ 71,948,599 $ 74,602,862 Total OPEB liability as a percentage of covered-employee payroll 9.83% 7.38% 5.58% 3.33% (1) The amounts presented for each fiscal year were determined as of June 30. Data for fiscal years ended June 30, 2011 through 2016 is not available in a comparable format. (2) This plan is not administered through a trust or equivalent arrangement, thus covered-employee payroll is used. Covered-employee payroll represents total payroll of employees that are provided benefits through the OPEB plan for the fiscal year ended June 30. (3) There are no assets in a trust compliant with GASB codification P52.101. OCSD funds benefits on a "pay as you go" basis and elected not to pre-fund its OPEB obligation. As a result, there are no plan assets and the total OPEB liability is equal to the net OPEB liability. 54 Table of Contents ORANGE COUNTY SANITATION DISTRICT Changes in Total OPEB Liability(3) Post-Employment Medical Benefits Plan Last 10 Fiscal Years (1) Fiscal Year Ended June 30, 2018 2019 2020 Beginning balance at July 1 $ 6,398,694 $ 5,025,395 $ 4,013,291 Changes in the year: Service cost 18,182 16,489 4,334 Interest on total OPEB liability 177,395 159,195 98,047 Difference between expected and actual experience - - (115,924) Changes of assumptions (95,279) 78,935 88,289 Benefit payments (2) (1,473,597) (1,266,723) (1,604,393) Net changes (1,373,299) (1,012,104) (1,529,647) Ending balance at June 30 $ 5,025,395 $ 4,013,291 $ 2,483,644 (1) The amounts presented for each fiscal year were determined as of June 30. Data for fiscal years ended June 30, 2011 through 2017 is not available in a comparable format. (2) Benefit payments include implicit subsidy associated with benefits paid. (3) OCSD funds benefits on a "pay as you go" basis and elected not to pre-fund its OPEB obligation. As a result, there are no plan assets and the total OPEB liability is equal to the net OPEB liability. 55 Table of Contents (THIS PAGE INTENTIONALLY LEFT BLANK) 56 Table of Contents ORANGE COUNTY SANITATION DISTRICT SUPPLEMENTARY INFORMATION 57 Table of Contents ORANGE COUNTY SANITATION DISTRICT Combining Area Schedule of Net Position June 30, 2020 Revenue Consolidated Area No. 14 Revenue Area Totals Current assets: Cash and cash equivalents $ 4,187,799 $ 102,374,704 $ 106,562,503 Investments 30,426,021 743,792,853 774,218,874 Accounts receivable, net of allowance for uncollectibles$304,619 - 15,585,233 15,585,233 Accrued interest receivable 3,261,437 3,261,437 Connection fees receivable 4,276,297 4,276,297 Property tax receivable 1,841,207 1,841,207 Inventories 6,852,604 6,852,604 Prepaid expenses - 2,473,418 2,473,418 Total current assets 34,613,820 880,457,753 915,071,573 Noncurrent assets: Restricted: Cash and cash equivalents held by fiscal agents - 6,998 6,998 Unrestricted: Non-depreciable capital assets 11,668,481 394,229,709 405,898,190 Depreciable capital assets,net of accumulated depreciation 83,272,424 2,185,030,295 2,268,302,719 Other noncurrent assets, net - 10,344 10,344 Net pension asset-OCERS - 49,446,615 49,446,615 Total noncurrent assets 94,940,905 2,628,723,961 2,723,664,866 Total assets 129,554,725 3,509,181,714 3,638,736,439 Deferred outflows of resources: Deferred charges on defeasances - 25,162,613 25,162,613 Deferred outflows related to pensions 38,050,031 38,050,031 Total deferred outflows of resources - 63,212,644 63,212,644 Total assets and deferred outflows of resources 129,554,725 3,572,394,358 3,701,949,083 Current liabilities: Accounts payable - 16,007,700 16,007,700 Accrued expenses 16,259,932 16,259,932 Retentions payable 4,475,945 4,475,945 Interest payable - 17,582,050 17,582,050 Due to other governmental agency 34,613,820 - 34,613,820 Current portion of long-term obligations - 49,450,092 49,450,092 Total current liabilities 34,613,820 103,775,719 138,389,539 Noncurrent liabilities: Noncurrent portion of long-term obligations - 967,470,844 967,470,844 Total OPEB liability 2,483,644 2,483,644 Total pension liability-ARBA - 21,434,655 21,434,655 Total noncurrent liabilities - 991,389,143 991,389,143 Total liabilities 34,613,820 1,095,164,862 1,129,778,682 Deferred inflows of resources: Deferred inflows related to pensions - 33,160,310 33,160,310 Total liabilities and deferred inflows of resources 34,613,820 1,128,325,172 1,162,938,992 Net position: Net investment in capital assets: Collection system 14,195,529 522,884,262 537,079,791 Treatment and disposal land 1,671,705 36,354,693 38,026,398 Treatment and disposal system 79,073,671 2,020,021,049 2,099,094,720 Capital-related liabilities - (996,159,894) (996,159,894) Subtotal 94,940,905 1,583,100,110 1,678,041,015 Unrestricted - 860,969,076 860,969,076 Total net position $ 94,940,905 $ 2,444,069,186 $ 2,539,010,091 58 Table of Contents ORANGE COUNTY SANITATION DISTRICT Combining Area Schedule of Revenues, Expenses, and Change in Net Position For the Year Ended June 30, 2020 Revenue Consolidated Area No. 14 Revenue Area Totals Operating revenues: Service charges $ 14,264,898 $ 325,630,610 $ 339,895,508 Permit and inspection fees 9,822 1,158,732 1,168,554 Total operating revenues 14,274,720 326,789,342 341,064,062 Operating expenses other than depreciation and amortization: Salaries and benefits 4,997,317 77,919,325 82,916,642 Utilities 263,593 8,358,765 8,622,358 Supplies, repairs and maintenance 1,577,732 42,484,897 44,062,629 Contractual services 10,743,592 13,881,076 24,624,668 Feasibility studies 121,461 4,991,750 5,113,211 Other 335,628 2,657,986 2,993,614 Total operating expenses other than depreciation and amortization 18,039,323 150,293,799 168,333,122 Operating income (loss) before depreciation and amortization (3,764,603) 176,495,543 172,730,940 Depreciation and amortization 5,018,569 108,869,259 113,887,828 Operating income (loss) (8,783,172) 67,626,284 58,843,112 Non-operating revenues: Property taxes 3,207,030 101,284,500 104,491,530 Investment and interest income 390,838 33,278,347 33,669,185 Contributions from other governments 4,118,251 6,416,887 10,535,138 Other 55,180 2,582,094 2,637,274 Total non-operating revenues 7,771,299 143,561,828 151,333,127 Non-operating expenses: Interest - 33,832,605 33,832,605 Contributions to other governments 16,408,665 - 16,408,665 Other 2,145 2,722,883 2,725,028 Loss on disposal of assets 21,515 1,273,931 1,295,446 Total non-operating expenses 16,432,325 37,829,419 54,261,744 Income (loss) before capital contributions (17,444,198) 173,358,693 155,914,495 Capital contributions: Capital facilities capacity charges - 22,593,121 22,593,121 Change in net position (17,444,198) 195,951,814 178,507,616 Total net position -beginning 112,385,103 2,248,117,372 2,360,502,475 Total net position -ending $ 94,940,905 $ 2,444,069,186 $ 2,539,010,091 59 Table of Contents ORANGE COUNTY SANITATION DISTRICT Combining Area Schedule of Cash Flows For the Year Ended June 30, 2020 Revenue Consolidated Area No. 14 Revenue Area Eliminations Totals Cash flows from operating activities: Receipts from customers and users $ 48,888,540 $ 325,416,572 $ - $ 374,305,112 Payments to employees (4,997,317) (113,369,751) - (118,367,068) Payments to suppliers (13,042,006) (73,885,261) - (86,927,267) Net cash provided by operating activities 30,849,217 138,161,560 - 169,010,777 Cash flows from noncapital financing activities: Proceeds from property taxes 3,207,030 101,029,964 - 104,236,994 Receipts(payments)for other activities 50,491 (140,789) - (90,298) Net cash provided by noncapital financing activities 3,257,521 100,889,175 - 104,146,696 Cash flows from capital and related financing activities: Capital facilities capacity charges - 20,051,888 - 20,051,888 Additions to capital assets (4,002,007) (136,578,436) 4,002,007 (136,578,436) Disposal of capital assets 16,408,665 - (16,408,665) - Interest paid - (44,351,789) - (44,351,789) Principal payments on debt obligations - (32,730,000) - (32,730,000) Contributions from(to)other governments (12,290,414) 6,416,887 12,406,658 6,533,131 Net cash provided by(used in)capital and related financing activities 116,244 (187,191,450) - (187,075,206) Cash flows from investing activities: Proceeds from the sale of investments 9,774,252 376,572,023 - 386,346,275 Purchases of investments (40,006,396) (419,318,849) - (459,325,245) Interest received 196,961 17,310,264 - 17,507,225 Net cash used in investing activities (30,035,183) (25,436,562) - (55,471,745) Net increase in cash and cash equivalents 4,187,799 26,422,723 - 30,610,522 Cash and cash equivalents, beginning of year - 75,958,979 - 75,958,979 Cash and cash equivalents, end of year $ 4,187,799 $ 102,381,702 $ - $ 106,569,501 Reconciliation of operating income(loss)to net cash provided by operating activities: Operating income(loss) $ (8,783,172) $ 67,626,284 $ - $ 58,843,112 Adjustments to reconcile operating income(loss) to net cash provided by operating activities: Depreciation and amortization 5,018,569 108,869,259 - 113,887,828 Bad debt expense(net recoveries) - (45,354) - (45,354) (Increase)/decrease in operating assets: Accounts receivable - (1,838,656) - (1,838,656) Inventories - (920,236) - (920,236) Due from other governmental agency - 465,886 - 465,886 Prepaid expenses - (506,972) - (506,972) Increase/(decrease)in operating liabilities: Accounts payable - 3,728,708 - 3,728,708 Accrued expenses - (198,810) - (198,810) Due to other governmental agency 34,613,820 - 34,613,820 Net pension/OPEB liabilities - (36,840,589) - (36,840,589) Compensated absences - 941,645 - 941,645 Claims and judgments - (3,119,605) - (3,119,605) Net cash provided by operating activities $ 30,849,217 $ 138,161,560 $ - $ 169,010,777 Noncash activities: Unrealized gain on the fair value of investments $ 193,877 $ 16,507,903 $ 16,701,780 Capital assets acquired through accounts payable - (4,171,751) (4,171,751) Capital facilities capacity charges acquired - 2,541,233 2,541,233 60 Table of Contents 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 context 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. 62 - 66 Revenue Capacity These schedules contain information to help the reader assess OCSD's most significant revenue source of sewer service fees. 67 -69 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, 70 - 72 many 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 73 - 76 Demographic and Economic Factors These schedules offer demographic information to help the reader understand the environment within which OCSD's financial activities take place. 77 - 80 61 Table of Contents ORANGE COUNTY SANITATION DISTRICT Net Position by Component (Dollars in Thousands) Last Ten Fiscal Years $3,000,000 $2,500,000 $2,000,000 $1,500,000 $1,000,000 fill $500,000 $0 2010-11 2011-12 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 oNet Investment in Capital Assets oUnrestricted Net Investment in Fiscal Year Capital Assets Unrestricted Total Net Position 2010-11 $1,131,063 $ 379,423 $1,510,486 2011-12 1,125,966 471,652 1,597,618 11) 2012-13 1,180,298 520,427 1,700,725 2013-14 1,204,706 617,589 1,822,295 2014-15 1,327,384 434,460 1,761,844 (2) 2015-16 1,429,269 489,303 1,918,572 (3) 2016-17 1,504,898 536,327 2,041,225 2017-18 1,568,118 626,671 2,194,789 14) 2018-19 1,647,723 712,779 2,360,502 2019-20 1,678,041 860,969 2,539,010 (1) Beginning net position restated due to implementation of GASB 65. (2) Beginning net position restated due to implementation of GASB 68. (3) Beginning net position restated due to implementation of GASB 73. (4) Beginning net position restated due to implementation of GASB 75. Source: Orange County Sanitation District's Financial Management Division. 62 Table of Contents ORANGE COUNTY SANITATION DISTRICT Revenues and Gross Capital Contributions by Source (Dollars in Thousands) Last Ten Fiscal Years $350,000 $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 ML 2010-11 2011-12 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 00perating Revenue ONon-Operating Revenue OCapital Contributions Operating Revenue Non-Operating Revenue Permit& Total Fiscal Service Inspection Total Property Non- Capital Year Charges Fees Operating Taxes Interest Other Operating Contributions 2010-11 $ 244,465 $ 784 $ 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 2013-14 300,611 848 301,459 74,944 6,498 12,595 94,037 14,093 2014-15 301,548 902 302,450 79,835 4,806 9,996 94,637 17,656 2015-16 314,477 951 315,428 84,407 9,183 14,658 108,248 17,974 2016-17 312,237 1,045 313,282 88,284 3,081 27,146 118,511 16,351 2017-18 316,329 1,170 317,499 94,188 3,230 7,611 105,029 18,077 2018-19 317,291 1,199 318,490 99,534 29,102 29,962 158,598 21,032 2019-20 339,895 1,169 341,064 104,492 33,669 13,172 151,333 22,593 Source: Orange County Sanitation District's Financial Management Division. 63 Table of Contents ORANGE COUNTY SANITATION DISTRICT Expenses by Type (Dollars in Thousands) Last Ten Fiscal Years $300,000 $275,000 $250,000 $225,000 $200,000 $175,000 $150,000 $125,000 $100,000 $75,000 $50,000 $25,000 1 $0 2010-11 2011-12 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 o0perating Expense oNon-Operating Expense Operating Expense Non-Operating Expense Fiscal Salaries& Maint& Depr& Total Interest Total Non- Year Benefits Utilities Other Amort Operating Expense Other Operating 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 2013-14 79,179 6,381 60,887 99,805 246,252 40,450 1,317 41,767 2014-15 79,657 7,246 62,323 94,186 243,412 34,112 3,168 37,280 2015-16 75,576 7,246 70,679 90,502 244,003 27,597 6,482 34,079 2016-17 74,291 6,119 69,843 96,320 246,573 25,648 53,270 78,918 2017-18 67,418 7,298 70,840 97,399 242,955 35,011 1,483 36,494 2018-19 85,506 7,733 73,347 102,239 268,825 34,466 29,116 63,582 2019-20 82,917 8,622 76,794 113,888 282,221 33,833 20,428 54,261 Source: Orange County Sanitation District's Financial Management Division. 64 Table of Contents ORANGE COUNTY SANITATION DISTRICT Change in Net Position (Dollars in Thousands) Last Ten Fiscal Years $3,000,000 $2,500,000 $2,000,000 $1,500,000 $1,000,000 $500,000 $0 2010-11 2011-12 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 Ending Net Position by Fiscal Year Fiscal Total Total Change in Beginning Ending Year Revenues Expenses Net Position Net Position Net Position 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 (11 1,597,618 2012-13 396,481 293,374 103,107 1,597,618 1,700,725 2013-14 409,589 288,019 121,570 1,700,725 1,822,295 2014-15 414,743 280,692 134,051 1,627,793 (2, 1,761,844 2015-16 441,650 278,082 163,568 1,755,004 (3) 1,918,572 2016-17 448,144 325,491 122,653 1,918,572 2,041,225 2017-18 440,605 279,449 161,156 2,033,633 (4) 2,194,789 2018-19 498,120 332,407 165,713 2,194,789 2,360,502 2019-20 514,990 336,482 178,508 2,360,502 2,539,010 (1) Beginning net position restated due to implementation of GASB 65. (2) Beginning net position restated due to implementation of GASB 68. (3) Beginning net position restated due to implementation of GASB 73. (4) Beginning net position restated due to implementation of GASB 75. Source: Orange County Sanitation District's Financial Management Division. 65 Table of Contents 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 2010-11 $ 187 $ 57 $ 176 $141 $ 561 2011-12 196 57 186 138 577 2012-13 174 57 234 135 600 2013-14 189 57 296 131 673 2014-15 177 57 194 129 557 2015-16 181 57 190 117 545 2016-17 174 57 173 107 511 2017-18 173 57 350 100 680 2018-19 177 57 429 97 760 2019-20 178 57 552 94 881 Notes: The Board of Directors of the Orange County Sanitation District has established the criteria below to determine the total funds required as listed in the Accumulated Funds and Reserves Policy: 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 over the next 10 years. The Debt Service Requirements Reserve is held 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. 66 Table of Contents 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 2011-12 $ 267.00 2012-13 294.00 2013-14 308.00 2014-15 316.00 2015-16 322.00 2016-17 327.00 2017-18 331.00 2018-19 335.00 2019-20 339.00 2020-21 339.00 Annual Sewer Service Fees Single Family Residence 400 350 LL ■ ■ c 300 ■ ■ c a ■ LL 250 N 200 150 2011-12 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 Fiscal Year Source: Orange County Sanitation District's Financial Management Division. 67 Table of Contents 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 Fiscal Single-Family Charge Service Charge Customer Charge Service Charge Year Dwellings Revenue Revenues Accounts Revenue Revenues 2010-11 878,408 $ 214.3 95% 479 $ 10.1 5% 2011-12 874,008 233.4 96% 516 9.5 4% 2012-13 883,477 259.8 96% 527 10.8 4% 2013-14 873,308 269.0 95% 489 14.4 5% 2014-15 824,465 260.5 95% 467 14.2 5% 2015-16 863,317 278.0 96% 450 12.6 4% 2016-17 859,869 281.2 95% 466 13.8 5% 2017-18 871,338 288.4 94% 473 17.9 6% 2018-19 871,312 291.9 97% 476 9.4 3% 2019-20 904,886 306.8 96% 473 12.8 4% $350,000,000 $300,000,000 $250,000,000 $200,000,000 $150,000,000 $100,000,000 $50,000,000 L� LIJ LtJ L� L� $0 2010-11 2011-12 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 ❑Res idential/Commercial Users ❑Industrial Users Source: Orange County Sanitation District's Financial Management Division. 68 Table of Contents ORANGE COUNTY SANITATION DISTRICT Principal Sewer Service Customers For the Current Fiscal Year and Nine Years Ago Fiscal Year Ended 6/30/20 Fiscal Year Ended 6/30/11 Industrial %to Total Industrial %to Total Permittee Service Permittee Service Service Charge Service Charge Customer Charges Rank Revenue Charges Rank Revenue House Foods America Corp. (West) $ 1,595,677 1 0.47% $ 588,739 5 0.24% Stremicks Heritage Foods, LLC 782,334 2 0.23% 756,778 4 0.31% Pulmuone Wildwood, Inc. 778,107 3 0.23% 293,669 10 0.12% Newport Fab, LLC(TowerJazz Semiconductor) 589,702 4 0.17% 344,671 7 0.14% House Foods America Corp. (East) 415,677 5 0.12% MCP Foods, Inc. 408,862 6 0.12% 1,036,648 2 0.42% Nor-Cal Beverage Co. Inc. (Main) 396,810 7 0.12% California State University-Fullerton 332,746 8 0.10% Patriot Wastewater, LLC(Freedom CWT) 313,793 9 0.09% Van Law Food Products, Inc. 306,275 10 0.09% Kimberly-Clark Worldwide, Inc. 1,533,243 1 0.63% Alstyle Apparel-A&G Inc. 909,188 3 0.37% Pepsi-Cola Bottling Group 440,707 6 0.18% Dean Foods Co. of CA Inc. 316,641 8 0.13% Schreiber Foods Inc. 298,157 9 0.12% $ 5,919,983 1.74% $ 6,518,441 2.66% 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. 69 Table of Contents ORANGE COUNTY SANITATION DISTRICT Ratio of Annual Debt Service to Total Expenses (Dollars in Thousands) Last Ten Fiscal Years 70% 60% 50% 40% 30% 20% 10% 0% 2010-11 2011-12 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 Ratio of Debt Total Service to Total Fiscal Principal Total Debt Operating Operating Year (1) Interest(4) Service(3) Expenses (2) Expenses 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 2013-14 39,590 53,163 92,753 146,447 63.34 2014-15 27,875 53,586 81,461 149,226 54.59 2015-16 29,405 50,301 79,706 153,501 51.93 2016-17 35,575 47,143 82,718 150,253 55.05 2017-18 32,140 43,466 75,606 145,555 51.94 2018-19 31,655 44,481 76,136 166,586 45.70 2019-20 32,730 43,664 76,394 168,333 45.38 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. (4) - Excludes amortization of premium/discount and deferred amount. Source: Orange County Sanitation District's Financial Management Division. 70 Table of Contents 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 ratios 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. 4.50 4.00 3.50 3.00 2.50 2.00 1.50 1.00 0.50 Llj- 2007-08 2011-12 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 Fiscal Year Ending June 30, 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 Operating&Non-operating Revenues: Service Charges,Net of Refunds-Regional $ 214.3 $ 233.4 $ 259.8 $ 269.0 $ 260.5 $ 278.0 $281.2 $ 288.4 $ 291.9 $ 306.8 Service Charges,Net of Refunds-Local(3) 5.7 5.7 5.8 5.7 5.5 5.7 1.3 (0.1) - - Industrial Sewer Service Charges 10.1 9.5 10.8 14.4 14.2 12.6 13.8 17.9 9.4 12.8 SAWPA Assessment 4.9 3.6 2.7 2.4 2.7 3.2 3.3 2.7 2.9 2.6 IRWD Assessment 18.2 14.2 25.6 19.6 26.4 26.6 36.0 9.9 36.3 20.8 Ad Valorem Taxes 64.3 67.9 79.2 74.9 79.8 84.4 88.3 94.2 99.5 104.5 Interest Earnings 10.1 15.7 (3.9) 6.5 4.8 9.2 3.1 3.2 29.1 33.7 Other Revenues 3.0 2.5 3.7 3.0 3.2 4.0 5.0 6.4 8.0 11.2 Total Revenues 330.6 352.5 383.7 395.5 397.1 423.7 432.0 422.6 477.1 492.4 Operating Expenses(1) 143.4 172.3 149.8 146.4 149.2 153.5 150.3 145.6 166.6 168.3 Net Revenues $ 187.2 $ 180.2 $ 233.9 $ 249.1 $ 247.9 $ 270.2 $281.7 $ 277.0 $ 310.5 $ 324.1 Debt Service Requirements Principal Payments 25.9 14.4 24.0 39.6 27.9 29.4 35.6 32.1 31.7 32.7 Interest Payments 46.5 51.0 53.6 53.2 53.6 50.3 47.1 43.5 44.4 43.7 Total Debt Service Requirements $ 72.4 $ 65.4 $ 77.6 $ 92.8 $ 81.5 $ 79.7 $ 82.7 $ 75.6 $ 76.1 $ 76.4 Coverage Ratios 2.59 2.76 3.01 2.68 3.04 3.39 3.41 3.66 4.08 4.24 Ending Reserves(2) $ 420.0 $ 439.0 $ 465.0 $ 542.0 $ 428.0 $ 428.0 $404.0 $ 580.0 $ 663.0 $ 787.0 Notes (1)-Operating expenses exclude depreciation and amortization expenses. (2)-Excludes debt service reserves in accordance with the District's reserve policy. (3)-Local Sewer transferred to East Orange County Water District in FY2016-17. Source:Orange County Sanitation District's Financial Management Division. 71 Table of Contents 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 2010-11 $ 1,427,792,453 $ 84,200 0.006% 2,563,170 557.04 2011-12 1,376,404,782 85,300 0.006% 2,457,571 560.07 2012-13 1,325,928,512 84,100 0.006% 2,472,122 536.35 2013-14 1,278,998,124 84,900 0.007% 2,491,268 513.39 2014-15 1,241,140,357 85,900 0.007% 2,521,803 492.16 2015-16 1,206,722,347 85,000 0.007% 2,548,745 473.46 2016-17 1,140,679,773 88,000 0.008% 2,578,681 442.35 2017-18 1,095,737,610 92,700 0.008% 2,609,419 419.92 2018-19 1,050,502,373 97,900 0.009% 2,607,092 402.94 2019-20 1,004,215,901 103,000 0.010% 2,589,011 387.88 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 premiums. 72 Table of Contents 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) 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 2013-14 198 1,936.64 246,252 41,767 301,459 94,037 2014-15 187 2,070.97 243,412 37,280 302,450 94,637 2015-16 183 2,110.43 244,003 34,079 315,428 108,248 2016-17 188 2,054.56 246,573 78,918 313,282 118,511 2017-18 185 2,069.30 242,955 36,494 317,499 105,029 2018-19 191 2,274.73 268,825 63,582 318,490 158,598 2019-20 188 2,421.83 282,221 54,261 341,064 151,333 Total expenses in FY 2019-20 increased $75 million, or 28.9 percent since FY 2010-11, primarily as a result of expansion of the Capital Improvement Program (CIP) and increase in operational services levels with 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. Depreciation expense represents 85.6 percent of the increase as a result of the expansion in capital facilities and the financing associated with the expansion. Increases were also realized in maintenance, chemicals, utilities, and other operating costs, primarily due to the increase in the levels of treatment referred to above. These increases are offset by a decrease in other non-operating expense due to a decrease in integration contributions credited to IRWD. In FY 2019-20, personnel expenses decreased 3.0 percent over the prior year. This decrease is mainly caused by a reduction in the OCERS retirement contribution rate as a result of paying down the unfunded actuarial accrued liability in September and November 2019. The full-time equivalent positions authorized increased by 4 in FY 2019- 20. As depicted from the chart above, actual wastewater treatment flows were 207 mgd in FY 2010-11. The last several years of California's record-breaking drought and water conservation efforts have resulted in FY 2019-20 flows of only 188 mgd, a decrease of 19 mgd or 9.18 percent since FY 2010-11. Source: Orange County Sanitation District. 73 Table of Contents ORANGE COUNTY SANITATION DISTRICT Authorized Full-time Equivalents by Function Last Ten Fiscal Years 700 600 500 400 300 200 100 wo 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 ❑General Management(1) ❑Human Resources(2) ❑Administrative Services(2) ❑Environmental Services(3) ❑Facilities Support Services(3) ■Technical Services ❑Engineering ❑Operations and Maintenance Fiscal Year Ending June 30, 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 General Management (1) 13 13 12 12 14 15 15 15 14 15 Human Resources (2) 27 17 16 18 16 27 27 27 27 27 Administrative Services (2) 85 111 111 110 111 98 99 99 100 101 Environmental Services (3) - - - - - - 91 91 91 92 Facilities Support Services (3) 70 84 81 78 76 63 - - - - Technical Services 102 - - - - - - - - - Engineering 112 128 125 123 123 127 116 116 116 121 Operations and Maintenance 230 281 281 283 284 294 279 287 288 284 Total FTEs 639 634 626 624 624 624 627 635 636 640 Notes (1) - Management Discretion positions used on a temporary basis have been excluded from FTE count. (2) - In 2016, Risk Management moved from Administrative Services to Human Resources Department. (3) - In 2017, District reorganization created Environmental Services and eliminated Facilities Support Services. Source: Orange County Sanitation District's Financial Management Division. 74 Table of Contents ORANGE COUNTY SANITATION DISTRICT Biosolids Produced Last Ten Fiscal Years Wet Tonnage by Fiscal Year 300,000 280,000 260,000 240,000 220,000 200,000 180,000 2010-11 2011-12 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 Fiscal Year Wet Tonnage 2010-11 253,557 2011-12 280,572 2012-13 274,957 2013-14 279,362 2014-15 275,943 2015-16 283,052 2016-17 288,771 2017-18 284,039 2018-19 254,616 2019-20 209,000 Beginning in Fiscal Year 2018-19, biosolids produced were reduced due to the commissioning of dewatering centrifuges at both treatment plants. Source: Orange County Sanitation District's Environmental Compliance Division. 75 Table of Contents ORANGE COUNTY SANITATION DISTRICT Capital Asset Statistics Last Ten Fiscal Years Miles of Trunk& Number Primary Secondary Fiscal Subtrunk of Pump Treatment Treatment Year Sewers Stations Capacity(1) Capacity(1) 2010-11 587 17 376 212 2011-12 572 17 376 332 2012-13 572 17 376 332 2013-14 580 17 376 332 2014-15 580 17 376 332 2015-16 570 17 376 332 2016-17 396 (2) 17 376 332 2017-18 396 17 376 332 2018-19 389 17 376 332 2019-20 388 17 376 332 Notes (1) - Capacity is presented as million gallons treated per day. (2) - In FY 2016-17, local sewers were transferred to East Orange County Water District. Source: Orange County Sanitation District 76 Table of Contents 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 2010-11 3,030,000 $ 154,131,535 (3) $ 50,868 $ 84,200 502,903 9.2% 2011-12 3,056,000 169,584,000 (4) 55,492 85,300 502,195 7.9% 2012-13 3,082,000 166,370,000 (4) 53,981 84,100 501,801 6.1% 2013-14 3,114,000 179,141,000 (4) 57,528 84,900 500,487 5.2% 2014-15 3,148,000 193,359,000 (4) 61,423 85,900 497,116 4.3% 2015-16 3,183,000 199,442,000 (4) 62,658 85,000 493,030 4.4% 2016-17 3,194,000 208,653,000 (4) 65,327 88,000 490,430 3.8% 2017-18 3,221,000 220,368,000 (4) 68,416 92,700 485,835 3.3% 2018-19 3,222,000 230,180,000 (4) 71,440 97,900 478,823 3.0% 2019-20 3,194,000 226,531,000 (a),(a) 70,924 103,000 473,612 13.6% 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. 77 Table of Contents ORANGE COUNTY SANITATION DISTRICT Estimated Population Served by the Orange County Sanitation District June 30, 2020 Population as of January 1, 2020 Anaheim 357,325 Brea 45,629 Buena Park 81,998 Costa Mesa 114,778 Cypress 49,272 Fountain Valley 55,878 Fullerton 141,863 Garden Grove 174,801 Huntington Beach 201,281 Irvine 281,707 La Habra 63,371 La Palma 15,492 Los Alamitos 11,567 Newport Beach 85,780 Orange 140,065 Placentia 51,494 Santa Ana 335,052 Seal Beach 24,992 Stanton 39,077 Tustin 80,382 Villa Park 5,766 Westminster 92,421 Yorba Linda 68,650 Subtotal Cities 2,518,641 Estimated Population Served in Unincorporated Areas (2) 70,370 2,589,011 Data Sources: (1) Demographic Research Unit, State of California Department of Finance (2) Center for Demographic Research, California State University, Fullerton. 78 Table of Contents ORANGE COUNTY SANITATION DISTRICT Principal Orange County Employers(1) For the Current Fiscal Year and Nine Years Ago Fiscal Year Ended 6/30/20 Fiscal Year Ended 6/30/11 Percentage of Percentage of Number of Total County Number of Total County Employers Employees (2) Rank Employment(3) Employees (4) Rank Employment(5) Walt Disney Co. 32,000 1 2.32% 20,000 2 1.40% University of California, Irvine 24,714 2 1.79% 20,650 1 1.45% County of Orange 17,365 3 1.26% 17,655 3 1.24% St. Joseph Health 14,000 4 1.02% 11,965 4 0.84% Kaiser Permanente 8,200 5 0.60% 5,397 9 0.38% Albertsons Southern California 7,535 6 0.55% Boeing Co. 6,600 7 0.48% 8,060 5 0.57% Hoag Memorial Hospital 6,500 8 0.47% Wal-Mart Stores Inc. 6,200 9 0.45% Target Corp. 6,000 10 0.44% 5,325 10 0.37% BankAmerica Corp. 6,500 6 0.46% Yum! Brands Inc 6,500 7 0.46% SuperValu, Inc. 5,900 8 0.41% Total 129,114 9.38% 107,952 7.58% Notes&Data Sources (1) - Data is for the entire County of Orange. (2) - Data Source: Orange County Business Journal Book of Lists published November 2019 (3) - Data Source: State of California, Employment Development Department. - Percentage is calculated by dividing employees by total employment of 1,377,000 as of June 2020. (4) - Data Sources: Orange County Business Journal Book of Lists published November 2010; County of Orange (5) - Data Source: State of California, Employment Development Department. - Percentage is calculated by dividing employees by total employment of 1,423,600 as of June 2011. 79 Table of Contents ORANGE COUNTY SANITATION DISTRICT Operating Indicators June 30, 2020 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: Costa Mesa Sanitary District Midway City Sanitary District Yorba Linda Water 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: 640 Operational Date: July 1, 1954 Authority: California Health & Safety Code Section 4700 et. seq. Services: Wastewater collection, treatment, and disposal Service Area: 479 square miles Population Served: 2.6 million Total Miles of Sewers (including force mains): 388 miles Number of Pumping Stations: 17 Wastewater System Treatment Capacities (Million Gallons per Day) Actual Flows Existing Primary Existing Secondary FY19-20 Treatment Capacity Treatment Capacity Plant 1 119 208 182 Plant 2 69 168 150 Total 10 37C 332 Source: Orange County Sanitation District's Financial Management Division. 80 Table of Contents 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. 81 Table of Contents ORANGE COUNTY SANITATION DISTRICT Cash and Investment Portfolio As of June 30, 2020 Net Unrealized Cost Market Value Gain/(Loss) Shares Par Base Base %of Total Base INVESTMENT PORTFOLIO: CASH &CASH EQUIVALENTS(U.S. DOLLAR): FIRST AMERICAN SHORT TERM FDS $ 10,129,778 $ 10,129,778 $ 10,129,778 1.27% $ - COMMERCIAL PAPER 10,000,000 4,998,750 9,997,900 1.25% 4,999,150 US AGENCY 5,000,000 9,997,815 4,999,550 0.62% (4,998,265) SUBTOTAL-CASH &CASH EQUIVALENTS 25,129,778 25,126,343 25,127,228 3.14% 885 FIXED INCOME SECURITIES (U.S. DOLLAR): CONSUMER DISCRETIONARY 9,064,000 9,174,702 9,483,848 1.19% 309,146 CONSUMER STAPLES 4,630,000 4,647,869 4,994,583 0.62% 346,714 ENERGY 9,000,000 8,942,542 9,319,070 1.17% 376,528 FINANCE 91,059,000 91,403,503 95,303,699 11.92% 3,900,196 HEALTH CARE 2,000,000 1,948,640 2,131,080 0.27% 182,440 INDUSTRIAL 4,410,000 4,388,275 4,607,339 0.58% 219,064 INFORMATION TECHNOLOGY 24,870,000 24,813,717 26,041,565 3.26% 1,227,848 INVESTMENT GRADE-MUNI REVENUE 1,800,000 1,800,000 1,829,068 0.23% 29,068 MTG RELATED SECURITY 30,789,602 30,845,476 31,371,850 3.92% 526,374 SHORT TERM FUNDS 1,500,000 1,500,000 1,507,395 0.19% 7,395 SUPRANATIONAL 42,215,000 41,939,678 42,940,726 5.37% 1,001,048 U.S.AGENCY 197,090,000 198,627,671 205,051,809 25.65% 6,424,138 U.S. GOVERNMENT 319,504,478 317,991,120 327,905,250 41.02% 9,914,130 U.S. GOVERNMENT TIPS 11,232,208 11,087,488 11,731,592 1.47% 644,104 SUBTOTAL- FIXED INCOME SECURITIES 749,164,288 749,110,681 774,218,874 96.86% 25,108,193 TOTAL INVESTMENT PORTFOLIO $ 774,294,066 774,237,024 799,346,102 100.00% $ 25,109,078 DEMAND DEPOSITS AND CASH ON HAND 9,062,762 9,062,762 MONIES HELD WITH FISCAL AGENTS 6,998 6,998 MONIES WITH THE LOCAL AGENCY INVESTMENT FUND 72,018,699 72,372,513 TOTAL CASH AND INVESTMENTS $ 855,325,483 $ 880,788,375 Source: US Bank and Orange County Sanitation District's Financial Management Division. 82 Table of Contents 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 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% 2013-14 1.00% 0.00% 1.00% 1.65% 2014-15 1.00% 0.00% 1.00% 1.63% 2015-16 1.00% 0.00% 1.00% 1.62% 2016-17 1.00% 0.00% 1.00% 1.61% 2017-18 1.00% 0.00% 1.00% 1.59% 2018-19 1.00% 0.00% 1.00% 1.59% 2019-20 1.00% 0.00% 1.00% 1.58% 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: Orange County Auditor-Controller's Office. 83 Table of Contents ORANGE COUNTY SANITATION DISTRICT Assessed and Estimated Actual Value of Taxable Property (Dollars In Thousands) Last Ten Fiscal Years $500,000,000 $450,000,000 $400,000,000 $350,000,000 $300,000,000 $250,000,000 $200,000,000 $150,000,000 $100,000,000 $50,000,000 $0 2010-11 2011-12 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 ❑Secured ❑Unsecured Percent Change in Fiscal Assessed Year Secured Unsecured Total Value 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% 2013-14 323,064,994 6,220,505 329,285,499 4.09% 2014-15 343,102,030 7,378,643 350,480,673 6.44% 2015-16 365,267,850 6,936,768 372,204,618 6.20% 2016-17 385,137,024 6,642,312 391,779,336 5.26% 2017-18 409,310,248 6,990,609 416,300,857 6.26% 2018-19 435,911,818 7,213,037 443,124,855 6.44% 2019-20 461,217,033 7,489,937 468,706,970 5.77% In 1978, the voters of the State 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 a few exceptions, property is only reassessed at the time that it is sold to a new owner. At 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-Controller's Office. 84 Table of Contents ORANGE COUNTY SANITATION DISTRICT Property Tax and User Fee Levies and Collections (Dollars in Thousands) Last Ten Fiscal Years $410,000 $390,000 $370,000 $350,000 $330,000 $310,000 $290,000 $270,000 J1 H I L I 1 1, 1 1 K I L'i 1 11 2010-11 2011-12 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 oTotal Tax and User Fee Levy OTotal Tax and User Fee Collection (1) Total Tax Current Tax Percent Total Tax %of Total %of Pass- Fiscal and User and User Fee of Levy Delinquent and User Fee Collection Outstanding Delinquencies Through Year Fee Levy Collection Collected Collection Collection to Levy Delinquencies to Levy Payments 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 99.98 142 0.04 14,687 2013-14 356,607 356,108 99.86 76 356,184 99.88 499 0.14 7,274 2014-15 362,978 362,927 99.99 108 363,035 100.02 51 0.01 8,447 (2) 2015-16 371,502 370,170 99.64 637 370,807 99.81 1,332 0.36 9,199 (2) 2016-17 381,226 380,078 99.70 608 380,686 99.86 1,148 0.30 9,751 2017-18 386,538 385,673 99.78 741 386,414 99.97 865 0.22 11,353 2018-19 394,641 393,809 99.79 786 394,595 99.99 832 0.21 12,524 2019-20 401,604 400,865 99.82 931 401,796 100.05 739 0.18 13,469 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. There is no tax levy associated with these collections; thus, they have been excluded from the "% of Total Collection to Levy" calculation. (2) In fiscal year 2014-15 and 2015-16, the County did not bill user fees for wholly exempt agencies not subject to property taxes. In fiscal year 2014-15 and 2015-16, OCSD internally billed user fees of $5 million and $4.5 million, respectively, to wholly exempt agencies. These amounts have been excluded from the levy and collection amounts above,as only tax and user fees included on County property tax billings are shown in this schedule. Source: Orange County Auditor-Controller's Office. 85 Table of Contents 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) 2010-11 $ 420,751,575 2011 $ 1,300,019 4,807 $ 1,236,973 $ 2,536,992 2011-12 424,769,642 2012 1,265,430 6,163 1,560,509 2,825,939 2012-13 432,902,274 2013 1,521,280 10,453 2,653,728 4,175,008 2013-14 447,749,156 2014 1,993,154 10,636 2,640,484 4,633,638 2014-15 476,303,290 2015 2,196,000 10,897 2,834,000 5,030,000 2015-16 504,650,360 2016 2,487,000 12,134 3,160,000 5,647,000 2016-17 531,052,158 2017 2,062,000 10,294 3,217,000 5,279,000 2017-18 563,662,044 2018 3,507,000 8,105 2,776,000 6,283,000 2018-19 598,901,016 2019 3,097,000 9,816 2,528,000 5,625,000 2019-20 632,758,256 2020 2,408,000 8,313 2,140,000 4,548,000 (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. 86 Table of Contents ORANGE COUNTY SANITATION DISTRICT Insurance in Force As of June 30, 2020 Type Insurer Deductible Limit All-Risk Property Fire and Other Perils Public Entity Property $500,000 per $1 billion/occurrence Insurance Program occurrence (multiple insurers) Flood Public Entity Property $2500,000 per $300 million/occurrence Insurance Program occurrence Earthquake Two insurers 5% per structure, $25 million (certain structures only) min. $5,000,000 Boiler& Machinery Public Entity Property $25,000 to $100 million/occurrence Insurance Program $350,000 (multiple insurers) Crime Insurance Alliant Crime Insurance Program $25,000 $5 million Cyber Insurance Lloyd's of London (Beazley) $100,000 $2 million $500,000 for Breach Response Excess Great American $500,000 $40 million/occurrence General Liability (first$10 million layer); and annual aggregate Berkley National ($20 million layer excess$10 million) Great American ($10 million layer excess$30 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 $1,000,000 Unlimited statutory coverage Compensation Authority Program Each Accident each accident, each employee $4 million employer's liability Pollution Liability CSAC Excess Insurance $75,000 $10,000,000 per loss Authority Program Watercraft Liability Atlantic Specialty $2,500 BI / $10 million $10,000 All other Hull &Machinery Atlantic Specialty $10,000 $600,000 Pollution Liability Great American Ins. Co, $25,000 $5 million Source: Orange County Sanitation District's Risk Management Office. 87 (THIS PAGE INTENTIONALLY LEFT BLANK) 88 ORANGE COUNTY SANITATION DISTRICT FINANCIAL MANAGEMENT DIVISION 10844 Ellis Avenue Fountain Valley, California 92708-7018 714.962.2411 • www.ocsd.com 06/30/20 k. 1 Comprehensive Annual - - Financial Report - -} For the Year Ended June 30, 2020 NCO y1� AV - .--REP Administration Committee kA.r , November 10, 2020 Fir— Presenter: Wally Ritchie, Controller I a� I •� '7N, i lie A N 1 Tq T�o/L Iii. � THE M,f D EN J. / _ 1 RO ve ry i er� 0 J01" Meet criteria for GFOA Award - 25 Consecutive Awards Present OCSD 's Financial Information 3 Areas of Review • Financial Position • Available Resources • Financial Performance Independent Auditor — Macias Gini & O'Connell , LLP 2 Foinancial Positio dinMEL • Net Position - $2 . 5 billion • Change in Net Position - $ 178.5 million (Dollars in thousands) $3.000,000 June 30, June 30, Increase % Increase 2020 2019 (Decrease) (Decrease) $2.500,000 Total Revenues 492,397 477,088 15,309 3.2% $2,000,000 Total Expenses (336,482) (332,407) 4,075 1.2% $1,500,000 Income before capital contributions 155,915 144,681 11,234 7.8% $1,000,000 Capital facilities capacity charges 22,593 21,032 1,561 7.4% s500,000 Increase in net position 178,508 165,713 12,795 7.7% s0 Beginning net position 2,360,502 2,194,789 165,713 7.6% 2010-11 2011-12 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 Ending net position $ 2,539,010 $ 2,360,502 $ 178,508 7.6% Ending Net Position by Fiscal Year CAFR pg. 6 CAFR pg. 65 3 a Capital Assets } Major capital asset additions for the current fiscal year included the following_ • $23.0 million Newhope-Placentia Trunk Replacement • $1 9.8 million Ocean Outfall System Rehabilitation • $12.0 million Primary Treatment Rehabilitation at Plant No_ 2 • $ 9.8 million Headworks Rehabilitation and Expansion at Plant No. 1 • $ 6.5 million Safety Improvements Program • $ 5.6 million Headquarters Complex and Site Security at Plant No. 1 • $ 5.2 million Westminster Blvd Force Main Replacement • $ 4.5 million Sludge Dewatering and Odor control at Plant 1 • $ 4.4 million Sludge Dewatering and Odor Control at Plant 2 • $ 3.4 million Digester Gas Facilities Rehabilitation CAFR pg. 8 4 EP Available Resou x • Cash & Investments - $880 . 8 million • Increase of $ 120 . 3 million Cash and investments consist of the following as of June 30, 2020: Cash on hand $ 61500 Deposits with financial institutions 910561262 Managed portfolio - cash and investments 87117181615 Subtotal - unrestricted cash and investments 88017811377 Monies held by trustees: Cash and cash equivalents 6,998 Grand total cash and investments $ 880,7881375 CAFR pg. 21 5 �-- ` I C- Financ 'ial Perf%"af Operatiorl Category 6/30/2020 6/30/2019 Change Salaries and benefits $ 82.9 M $ 85.5 M $ (2.6 M) -3.0% Utilities 8.6 M 7.7 M 0.9 M 11 .7% Supplies, repairs and maintenance 44.1 M 31 .8 M 12.3 M 38.7% Contractual services 24.6 M 26.1 M (1 .5 M) -5.8% Feasibility studies 5.1 M 5.9 M (0.8 M) -13.6% Other 3.0 M 9.6 M (6.6 M) 68.8% Total $ 168.3M $ 166.6M $ 1 .7M 1 .0% • $12.3 million increase in supplies, repairs and maintenance due to $9.9 million increase in repairs and maintenance services and materials Information from CAFR pg. 13 6 and FY 2019 CAFR pg. 13 November 10 , 2020 Administration _ Committee �y�p rT .e 1 - i�f Gram �• f -- Sanitation Mtict : �'` •', g "• � ems: �... PRESENTED BY ,' _ S •� - Peter S. George, CPA Partner _ 1 T: (949) 296-4303 E: pgeorge@mgocpa.com �„ s __, • —� } � ,� �� - 4675 MacArthur Court, Suite 600 r Newport Beach, CA 92660 Certified - nvo Public - _ _ Accountants Anew breed A endarim of professional services firm TKPE�rKn� � • Introductions • Our Audit Responsibilities • Audit Focus Areas • Deliverables • Required Communications to the Administration Committee • Questions? 1 Anew breed Our Res onsibiIstiesrim of professional services firm "�KPE AT%feLCA� • Perform an audit of OCSD's financial statements as of and for the year ended June 30, 2020. • The objective of an audit of financial statements is to express an opinion that the financial statements are in accordance with Accounting Principles Generally Accepted in the United States of America (GAAP). • The audit is performed in accordance with auditing standards generally accepted in the United States of America. • Those standards require that we plan and perform the audit to obtain reasonable, rather than absolute, assurance about whether OCSD's financial statements are free of material misstatement whether caused by fraud or error. 2 Audit Focus Areas O Anew breed of professional services firm TKnE�-rKn�� • Cash and cash equivalents • Investments • Accounts and other receivables • Capital assets • Net pension asset - OCERS • Accounts payable and accrued liabilities • Debt and related accounts • Pension and OPEB liabilities and related accounts • Net position classifications • Proper revenue recognition and expense cutoff testing • Adequacy and completeness of footnote disclosures 3 � Anew breed DeIiverabIesrim se professional services firm TKPE�rKn� � • Unmodified opinion on OCSD's basic financial statements included in the Comprehensive Annual Financial Report — GFOA submission • U.S. Bank debt covenant compliance opinion • Union Bank debt covenant compliance opinion • Southern California Edison tangible net worth calculation agreed-upon procedures report • GANN Limit Calculation agreed-upon procedures report • Communications to the Administration Committee including summary of audit results for OCSD 4 • , • Anew breed Auditors Communication with therim of professional services firm TKnE'-rKntCAL, Administration Committee • Auditor's responsibility under professional standards. • We affirm our compliance with all ethical requirements regarding independence. • Accounting practices — adoption of or changes in accounting policies, alternative treatments — GASB Statement No. 95, Postponement of the Effective Dates of Certain Authoritative Guidance and GASB Statement No. 84, Fiduciary Activities and GASB Statement No. 90 Majority Equity Interests — an amendment of GASB Statements No. 14 & No. 61. • There were no auditor or management proposed adjustments or reclassifications made to the financial statements. • There were no uncorrected misstatements related to current year. • There were no difficulties encountered in performing our audit. • There were no disagreements with management. • Management representations were provided to us. • There were no consultations with other accountants. • There were no major issues encountered during the fiscal year that were a condition to our retention as auditors. • There were no material weaknesses or significant deficiencies noted for FY 19/20. 5 Quest*ions".' 10 Anew breed of professional 'rKPE�T {ptcAl, services firm oJ�V SAN17gTO9 Orange Count Sanitation District Administration Building 5� o, g � 10844 Ellis Avenue 2 9 Fountain Valley, CA 92708 LEGISLATIVE AND PUBLIC AFFAIRS (714)5937433 COMMITTEE 9oTFCTN0 THE Agenda Report File #: 2020-1349 Agenda Date: 11/18/2020 Agenda Item No: 15. FROM: James D. Herberg, General Manager SUBJECT: LEGISLATIVE AFFAIRS UPDATE FOR THE MONTHS OF SEPTEMBER AND OCTOBER 2020 GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Receive and file the Legislative Affairs Update for the months of September and October 2020. BACKGROUND The Orange County Sanitation District's (Sanitation District) legislative affairs program includes advocating the Sanitation District's legislative interests; sponsoring legislation (where appropriate); and seeking Local, State, and Federal funding for projects and programs. Staff will provide an update on recent legislative and grant activities. RELEVANT STANDARDS • Maintain influential legislative advocacy and a public outreach program • Build brand, trust, and support with policy makers and community leaders • Maintain collaborative and cooperative relationships with regulators, stakeholders, and neighboring communities PROBLEM Without a strong advocacy program, elected officials may not be aware of the Sanitation District's mission, programs, and projects and how they could be impacted by proposed legislation. PROPOSED SOLUTION Continue to work with Local, State, and Federal officials to advocate the Sanitation District's legislative interests. Help to create/monitor legislation and grants that would benefit the Sanitation District, the wastewater industry, and the community as a whole. To assist in our relationship building activities, we will continue to reach out to our elected officials providing facility tours, one-on-one meetings, and trips to D.C. and Sacramento. Orange County Sanitation District Page 1 of 2 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1349 Agenda Date: 11/18/2020 Agenda Item No: 15. TIMING CONCERNS N/A RAMIFICATIONS OF NOT TAKING ACTION If we do not work with Local, State, and Federal elected officials, legislation could be passed that negatively affects the Sanitation District and the wastewater industry as a whole. Additionally, a lack of engagement may result in missed funding opportunities. ADDITIONAL INFORMATION The Sanitation District State of the District was held on Friday, October 30 from 9-10 a.m. For the first -time ever, the event was held virtually, allowing for a variety of participants to attend including local associations, members of the community, State and Federal elected officials, and area businesses. Additionally, the event showcased a video from Congressman Correa as well as a virtual tour of Plant No. 1 in Fountain Valley for which Assistant General Manager Rob Thompson served as the tour guide. In total, we had over 100 attendees log on for the virtual State of the District. We appreciate everyone's attendance and look forward to next year's event. FINANCIAL CONSIDERATIONS N/A ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Federal Update - ENS Resources • Federal Legislative Matrix - ENS Resources • State Update - Townsend Public Affairs • State Legislative Matrix - Townsend Public Affairs • Grant Matrix • PowerPoint Presentations 11/9/2020 Committee Meeting Orange County Sanitation District Page 2 of 2 Printed on 11/10/2020 powered by LegistarTM Ll �V RESOURCES TO: Rebecca Long FROM: Eric Sapirstein DATE: October 19, 2020 SUBJECT: Washington Update Congress has been in pro forma session, recessing for the November elections. Prior to recessing, another effort to pass COVID-19 relief legislation occurred when the House passed a scaled back HEROES Act, paring back proposed spending from $3 trillion to $2.2 trillion. The White House, acting through Secretary of Treasury Mnuchin offered a $1.8 trillion alternative, but the absence of extending increased unemployment benefits by$600 per week and limited state and local governmental assistance doomed progress. At the same time,the Senate appears fractured over any package of assistance with a core group of Republican Senators opposing any assistance package beyond airline assistance and small business support. As a result, final passage of a compromise looks increasingly unlikely before the November election. Despite the recess, a handful of policy matters continued to progress and are summarized below. MODERNIZING AMERICA'S WATER RESOURCE MANAGEMENT AND WATER INFRASTRUCTURE PRESIDENTIAL EXECUTIVE ORDER On October 13, President Trump signed an Executive Order (EO) on Modernizing America's Water Resource Management and Water Infrastructure. Despite the lofty provisions of the EO, it is essentially a campaign tool as its focus is on existing programs that primarily address geographic water programs. Where the EO addresses generic issues related to water infrastructure, it is simply a restatement of prior efforts that are ongoing. The one element of this EO that could remain in play regardless of the congressional elections and the race for President is the Water Subcabinet. This subcabinet could form the core approach to a more unified federal approach to address the multitude of water quality and water supply issues as part of any national infrastructure initiative. The EO formalizes federal policy to improve coordination of water resources and infrastructure policy, reduce program duplication, promote water infrastructure resilience, and support water-related workforce training. The EO also formally establishes a "Water Subcabinet"that has operated over the past few years as an informal group. The subcabinet will facilitate management of water supplies and systems and promote increased coordination among departments and agencies. The EO essentially brings together the numerous existing programs such as water quality pollution trading,water recycling, flood control, reservoir forecasting, and seeks to memorialize many of the actions carried out by the Trump Administration to address water infrastructure and water resource management. There is no additional commitment of resources. However, the EO lays out a priority to report on how to integrate the various infrastructure programs at the federal level to support modernization of the nation's water infrastructure. The EO addresses the following water resources matters: • Establishes a Water Subcabinet to be co-chaired by Interior Secretary Bernhardt and U.S. Environmental Protection Agency Administrator Andrew Wheeler. The Water Subcabinet would consist of senior officials from the U.S. Department of Agriculture,the Department of Commerce,the Department of Energy, and the Department of the Army Corps of Engineers. The Water Subcabinet would coordinate with the White House Council on Environmental Quality,the Office of Management and Budget, and the Office of Science and Technology Policy, and other federal agencies. • Within 90 days of the date of this order, the Water Subcabinet shall identify all existing federal entities currently addressing water-related issues and make recommendations to consolidate and coordinate these entities to the Chairman of the Council on Environmental Quality, the Director of the Office of Management and Budget, and the Director of the Office of Science and Technology Policy. • Within 120 days of the date of this order,the Water Subcabinet shall submit a report that recommends actions to address water resources management. The report will identify a lead agency, other relevant agencies, and agency milestones for fiscal years 2021 through 2025. • The EO identifies the following actions to increase water storage,water supply reliability, and drought resiliency and coordinate multiagency permitting and regulatory actions: ■ Coordinate with State, local, tribal partners and rural stakeholders to implement the following regional initiatives/projects: Colorado River Operations, Mississippi River/Gulf of Mexico Watershed Nutrient Task Force; Great Lakes Restoration Initiative Action Plan III; and, Comprehensive Everglades Restoration Plan. ■ Implement the "Priority Actions Supporting Long-Term Drought Resilience" document issued on July 31, 2019, by the National Drought Resilience Partnership. ■ Finalize and implement the following drinking water, desalination,water reuse, wastewater, and flood control initiatives/policies: National Primary Drinking Water Regulations: Proposed Lead and Copper Rule Revisions; National Water Reuse Action Plan; and, Department of Energy's Water Security Grand Challenge. 2 Page ■ Support efforts to improve water data management, research, modeling, and forecasting including actions identified in the Federal Action Plan for Improving Water Prediction for Western U.S. ■ Within 150 days of the date of this order,the Water Subcabinet shall identify and recommend actions and priorities to the Director of OMB,the Chairman of CEQ, and the Assistant to the President for Economic Policy to support integrated planning and coordination. ■ Within 150 days of the date of this order,the Water Subcabinet, shall identify actions and develop recommendations to enhance the recruitment,training, and retention of water professionals within drinking water, desalination,water reuse, wastewater, flood control, hydropower, and delivery and storage sectors. WRDA Reauthorization Discussions Continue with Goal of Final Passage by December The House and Senate Water Resources Development Act (WRDA) committee staff continued to hold limited discussions on a compromise bill that could include funding of core clean water and safe drinking water programs including the State Revolving Fund (SRF). Central to the effort is whether a bill would address more than funding the SRF. Proposals to address permitting mandates, extension of the CSO/stormwater grants program, and addressing resiliency needs of the wastewater industry, including planning for sea level rise remain points of discussion. Whether any of these issues will be adopted as part of any final agreement could rest on whether the elections result in a flipping of the Senate's control. Such a switch might lead to a decision to approve a simple U.S.Army Corps of Engineers flood and navigation reauthorization bill and address the broader water infrastructure policy and funding matters in the next Congress. Fiscal Year 2021 Appropriations Unsurprisingly, Congress and the White House agreed to avoid a shutdown of the government and approved a "clean" continuing resolution. The enactment of the measure simply funds existing federal programs through December 12, 2020. When Congress returns to work on or around November 16, its top priority will involve finalizing spending for the remaining months of Fiscal Year 2021. How this unfolds will depend on the election outcome, based on the experiences of past election years. If a switch does not occur in control of the Senate and White House, it is highly conceivable that a final spending agreement will be acted on and enacted by December 12. Additionally, the potential exists that a COVID-19 relief package would be included in the measure. Subsequent to this, Congress and the White House will then prepare for budget actions related to the Fiscal Year 2022 budget process that would kick-off in February. Transition Issues Likely Dominate Lame Duck Session 3 1 P a g e Regardless of the outcome of the elections, transition issues will dominate the Lame Duck Session. First, a number of House Members are retiring. This includes a number of House Republicans that are term limited in their roles as Ranking Committee members. This means that committee assignments will see new Members appointed, as well as a realignment of membership ratios of the two parties on each committee to reflect any new majority/minority numbers. Perhaps even more dramatic changes could be in the Senate. If Senate control flips to the Democrats, then wholesale changes would occur as chairmanships of committee and subcommittees would switch. For California, Senator Feinstein would be expected to return to her senior role on the Committee on Appropriations. If she decided to retain her position on the key Subcommittees on Energy and Water and Interior and Environment that fund water quality and water supply programs, support for clean water and water recycling programs that address OCSD interests would be expected to secure additional funding. One of the most intriguing transition matters involves whom Governor Newsom would appoint to be Senator should the Biden ticket win election. The decision could be consequential to OCSD since the appointment could result in any appointee seeking appointment to the crucial Committee on Environment and Public Works that develops clean water policy. Last, it now seems all but certain that the next Congress will restore the ability to legislate earmarks, directing spending to specific public purpose projects or programs. The House will decide in December on the rules governing the next Congress and recent hearings into the development of such rules illustrated strong, bipartisan support to allow for earmarks as part of any rules package. In the Senate, the key issue that will likely dominate debate is a strong push by a number of Senators to eliminate the filibuster. The elimination or modification of the filibuster is not a given as some of the chamber's most senior Senators, including Senator Feinstein, have suggested that the filibuster is a necessary evil to ensure that the Senate can consider policy in a deliberative manner. 4 1 P a g e o�JNSV SANir Oy = 9 h 9oT�cr,NN THE t,NV\Po���? Federal Legislative Update - October 2020 Last Updated:October 15,2020 Bills by Issue Priority: High(6) State Bill Number Last Action Status Position Priority US HR 8217 Referred To The Subcommittee On Water In House Monitor High Resources And Environment 2020 09 14 Title Bill Summary:Last edited by Sarah Sapirstein at Sep 24,2020,4:33 PM WIFIA Improvement Act of 2020 To amend the Water Infrastructure Finance and Innovation Act of 2014 with respect to the final maturity date of certain loans,and for other Primary Sponsors purposes. John Garamendi Introduction Date:2020-09-11 Labels: Infrastructure Water Finance Organizational Notes Last edited by Sarah Sapirstein at Oct 15,2020,2:29 PM Amends WIFIA's 35-year loan terms to 55-years,allowing water projects with longer useful lifecycles to receive federal WIFIA financing.The bill would further provide that federal projects that are managed and operated by nonfederal interests would be eligible for WIFIA assistance.This provision could create increased competition for funding beyond the original intent of the WIFIA program(water and wastewater projects)by allowing assistance to be provided to irrigation projects and other non-municipal needs.#OCSD Last edited by Sarah Sapirstein at Oct 15,2020,2:29 PM American Society of Civil Engineers,American Public Works Association,National Water Resources Association,Sites Project Joint Powers Authority,Friant Water Authority,San Joaquin River Exchange Contractors Water Authority,Family Farm Alliance-SUPPORT H.R.8217#OCSD State Bill Number Last Action Status Position Priority us HR 1497 Reported Amended By The Committee On In House Monitor High Transportation And Infrastructure H Rept 116 484 2020 09 04 Title Bill Summary:Last edited by Eric Sapirstein at Sep 23,2020,8:16 PM Water Quality Protection and job Creation Act of 2019 To amend the Federal Water Pollution Control Act to reauthorize certain water pollution control programs,and for other purposes.Includes Description reauthorization of CWSRF,grants to municipalities to capture,treat,or Water Quality Protection and job Creation Act of 2019 This bill reuse combined and sanitary sewer overflows or stormwater,clean reauthorizes funding for several grants programs that address water pilot programs,and grants for alternative water source projects. water pollution,such as wastewater and stormwater.Specifically, the bill reauthorizes through FY2024*grants to states for water Introduction Date:2019-03-05 pollution control programs;*grants to municipalities for watershed pilot projects,such as projects that manage wet Labels: Infrastructure Permits weather discharges(e.g.,sewer overflows and sanitary sewer State Revolving Loan Fund Water Quality overflows)or control pollutants from municipal separate storm sewer systems;*grants to states,local governments,private utilities,and nonprofit entities for alternative water source projects to meet critical water supply needs;*grants to states for the purpose of providing grants to municipalities for controlling, treating,reducing,or reusing municipal combined sewer overflows, sanitary sewer overflows,or stormwater;and*grants to states for clean water state revolving funds. Primary Sponsors Peter DeFazio Organizational Notes Last edited by Sarah Sapirstein at Oct 7,2020,12:51 PM CASA Supports#OCSD Last edited by Sarah Sapirstein at Oct 7,2020,12:33 PM H.R.1497 serves as the House Committee on Transportation&Infrastructure approach to address renewal of key elements of the Clean Water Act.Selected provisions of the measure may become part of a final WRDA bill during the Lame Duck Session.Among the key provisions that could be included are:1)spending authorization of the Clean Water SRF with an average of$3 billion per year over five years,2)providing$110 million for research and planning to address resiliency impacts to wastewater treatment systems(including manmade,natural and sea level rise),3) renews alternative water sources program with$150 million in authorized grants assistance,4)extends CSO/Stormwater grants program through 2025,5)reserving up to 30%of SRF allocation to a state to provide increased subsidies for DACs,and 5)reserving up to 1%of SRF state allocation of SRF assistance to develop workforce training.#OCSD State Bill Number Last Action Status Position Priority US HR 2 Received In The Senate 2020 07 20 In Senate Monitor High Title Bill Summary:Last edited by Sarah Sapirstein at Sep 30,2020,5:45 PM Moving Forward Act Moving Forward Act is the House Democratic infrastructure policy.H.R.2 authorizes$60 billion for SRF program,$1 billion for water recycling and Description $500 million in grants to municipalities to adopt smart water Investing in a New Vision for the Environment and Surface technologies to modernize wastwater treatment systems.H.R.2 also Transportation in America Act or the INVEST in America Act This bill provides for tax policy changes to provide:unrestricted use of private addresses provisions related to federal-aid highway,transit, activity bonds to finance water and wastwater projects,restoration of highway safety,motor carrier,research,hazardous materials,and advanced refundings of municipal obligations and restoration of Build rail programs of the Department of Transportation(DOT).Among America Bonds.Expands the application of Buy America mandates to other provisions,the bill*extends FY2020 enacted levels through include manufactured products. FY2021 for federal-aid highway,transit,and safety programs;* reauthorizes for FY2022-FY2025 several surface transportation Introduction Date:2020-06-11 programs,including the federal-aid highway program,transit programs,highway safety,motor carrier safety,and rail programs; Labels: Infrastructure PFAS Water Finance *addresses climate change,including strategies to reduce the Water Quality climate change impacts of the surface transportation system and conduct a vulnerability assessment to identify opportunities to enhance the resilience of the surface transportation system and ensure the efficient use of federal resources;*revises Buy America procurement requirements for highways,mass transit,and rail; establishes a rebuild rural grant program to improve the safety, state of good repair,and connectivity of transportation infrastructure in rural communities;*implements new safety requirements across all transportation modes;and*directs DOT to establish a pilot program to demonstrate a national motor vehicle per-mile user fee to restore and maintain the long-term solvency of the Highway Trust Fund and achieve and maintain a state of good repair in the surface transportation system. Primary Sponsors Peter DeFazio Organizational Notes Last edited by Sarah Sapirstein at Oct 15,2020,2:58 PM -Invests$40 billion in new wastewater infrastructure to encourage efficiency and affordability,and helps communities address stormwater needs,preventing pollution in local rivers-Invests in clean water and wastewater infrastructure to meet the federal government's trust obligations to Indian Country and making responsible investments to repair severely damaged federal canals,leveraging taxpayer dollars to maximize public benefits.-Unlocks more tax-exempt bond financing for water infrastructure projects by exempting bonds funding these projects from State allocation caps for Private Activity Bonds.-Protects access to safe drinking water by investing over$25 billion in the Drinking Water State Revolving Fund and other programs to ensure all communities have clean drinking water and to help remove dangerous contaminants like PFAS from local water systems.H.R.2 passed House this summer on vote of 233-188 and received in Senate.Senate Republican majority are not going to take up the bill.The bill's clean water provisions could be used as policy markers for Senate Committee on Environment and Public Works Democrat staff during WRDA 2020 negotiations.#OCSD State Bill Number Last Action Status Position Priority US S 3944 Read Twice And Referred To The Committee In Senate None High On Environment And Public Works 2020 06 11 Title Bill Summary:Last edited by Sarah Sapirstein at Oct 7,2020,1:29 PM Break Free From Plastic Pollution Act of 2020 H.R.5845 is a comprehensive and expansive package that addresses wide-ranging issues dealing with plastic pollution in the U.S.Overall,the Primary Sponsors bill does the following:-Require big corporations take responsibility for Tom Udall their pollution,requiring producers of plastic products to design, manage,and finance waste and recycling programs.-Spur innovation, incentivizing big corporations to make reusable products and items that can actually be recycled.-Create a nationwide beverage container refund program,which is successful at the state level.-Reduce and ban certain single-use plastic products that are not recyclable.-Establish minimum recycled content requirements for beverage containers, packaging,and food-service products,while standardizing recycling and composting labeling.-Spur massive investments in U.S.domestic recycling and composting infrastructure,while pressing pause on new plastic facilities until critical environment and health protections are put in place.-Require manufacturers and producers of single-use wet wipes to print a"Do Not Flush"label on packaging. Introduction Date:2020-06-11 Labels: Plastic and Wipes Organizational Notes Last edited by Sarah Sapirstein at Oct 7,2020,1:14 PM CASA Supports#OCSD Last edited by Sarah Sapirstein at Oct 15,2020,2:59 PM S.3944 is a expansive and comprehensive bill that addresses issues related to single-use plastics,plastic pollution,fixing the broken recycling system in the U.S.,and having manufacturers and producers of plastics be responsible for paying for the solutions to the pollution problems.S. 3944 includes a provision that would require manufacturers of single-use synthetic wet wipes to print a"Do Not Flush"label on the product packaging that is in accordance with the voluntary guidelines for labeling practices contained in the Code of Practice of the Association of the Nonwoven Fabrics Industry and the European Disposables and Nonwovens Association,entitled'Communicating Appropriate Disposal Pathways for Nonwoven Wipes to Protect Wastewater Systems'.For single-use wet wipes that are flushable,bill requires the product meets performance standards for dispersibility in a sewer or septic system established by the International Water Services Flushability Group and the wipes product do not contain chemicals harmful to public wastewater infrastructure.#OCSD State Bill Number Last Action Status Position Priority US HR 5845 Referred To The Subcommittee On Water In House Support High Resources And Environment 2020 02 12 Title Bill Summary:Last edited by Sarah Sapirstein at Oct 7,2020,1:29 PM Break Free From Plastic Pollution Act of 2020 H.R.5845 is a comprehensive and expansive package that addresses wide-ranging issues dealing with plastic pollution in the U.S.Overall,the Description bill does the following:-Require big corporations take responsibility for Break Free From Plastic Pollution Act of 2020 This bill sets forth their pollution,requiring producers of plastic products to design, requirements related to waste and recycling collection systems for manage,and finance waste and recycling programs.-Spur innovation, a variety of products and materials,including plastics.The bill incentivizing big corporations to make reusable products and items that makes certain producers of products(e.g.,packaging,paper,single- can actually be recycled.-Create a nationwide beverage container use products,beverage containers,or food service products) refund program,which is successful at the state level.-Reduce and ban fiscally responsible for collecting,managing,and recycling or certain single-use plastic products that are not recyclable.-Establish composting the products after consumer use.In addition,the bill minimum recycled content requirements for beverage containers, establishes(1)minimum percentages of products that must be packaging,and food-service products,while standardizing recycling and reused,recycled,or composted;and(2)an increasing percentage composting labeling.-Spur massive investments in U.S.domestic of recycled content that must be contained in beverage containers. recycling and composting infrastructure,while pressing pause on new Beginning on January 1,2022,the bill phases out a variety of single- plastic facilities until critical environment and health protections are put use products,such as plastic utensils.The bill also sets forth in place.-Require manufacturers and producers of single-use wet wipes provisions to encourage the reduction of single-use products, to print a"Do Not Flush"label on packaging. including by establishing programs to refund consumers for returning beverage containers and by establishing a tax on Introduction Date:2020-02-11 carryout bags.The bill creates a temporary moratorium on new or expanded permits for facilities that manufacture plastics until Labels: Plastic and Wipes regulations are updated to address pollution from the facilities.The Environmental Protection Agency must publish guidelines for a national standardized labeling system for recycling and composting receptacles.Producers must include labels on their products that are easy to read and indicate whether the products are recyclable, compostable,or reusable.Finally,the bill establishes limitations on the export of plastic waste to other countries. Primary Sponsors Alan Lowenthal Private Notes Last edited by Sarah Sapirstein at Sep 9,2020,6:52 PM CASA Supports#OCSD Organizational Notes Last edited by Sarah Sapirstein at Oct 7,2020,1:26 PM H.R.5845 is a expansive and comprehensive bill that addresses issues related to single-use plastics,plastic pollution,fixing the broken recycling system in the U.S.,and having manufacturers and producers of plastics be responsible for paying for the solutions to the pollution problems. #OCSD H.R.5845 includes a provision that would require manufacturers of single-use synthetic wet wipes to print a"Do Not Flush"label on the product packaging that is in accordance with the voluntary guidelines for labeling practices contained in the Code of Practice of the Association of the Nonwoven Fabrics Industry and the European Disposables and Nonwovens Association,entitled'Communicating Appropriate Disposal Pathways for Nonwoven Wipes to Protect Wastewater Systems'.For single-use wet wipes that are flushable,bill requires the product meets performance standards for dispersibility in a sewer or septic system established by the International Water Services Flushability Group and the wipes product do not contain chemicals harmful to public wastewater infrastructure.#OCSD Last edited by Sarah Sapirstein at Sep 11,2020,9:27 PM Includes language that would establish"Do Not Flush"labeling requirements for synthetic wet wipes and requiring that non-synthetic wet wipes meet dispersibility performance standards outlined by the International Water Services Flushability Group.#OCSD State Bill Number Last Action Status Position Priority us HR 1764 Referred To The Subcommittee On Water In House Support High Resources And Environment 2019 03 15 Title Introduction Date:2019-03-14 To amend the Federal Water Pollution Control Act with respect to permitting terms,and for other purposes. Labels: Infrastructure Primary Sponsors John Garamendi Organizational Notes Last edited by Sarah Sapirstein at Sep 10,2020,4:12 PM To amend the Federal Water Pollution Control Act with respect to permitting terms,and for other purposes.Extends NPDES term from 5 to 10 years for municipalities.#OCSD Priority: Medium(6) State Bill Number Last Action Status Position Priority US HR 7617 Received In The Senate And Read Twice And In Senate Monitor Medium Referred To The Committee On Appropriations 2020 08 12 Title Bill Summary:Last edited by David French at Oct 8,2020,7:42 PM Defense,Commerce,justice,Science,Energy and Water HR 7617 is a FY 21 omnibus spending bill that includes funding for: Development,Financial Services and General Government,Labor, Defense,Commerce,justice,Science,Energy and Water Development, Health and Human Services,Education,Transportation,Housing, Financial Services and General Government,Labor,Health and Human and Urban Development Appropriations Act,2021 Services,Education,Transportation,Housing,and Urban Development Description Introduction Date:2020-07-16 Department of Defense Appropriations Act,2021 This bill provides FY2021 appropriations to the Department of Defense(DOD)for Labels: Appropriations military activities.(The bill excludes military construction,military family housing,civil works projects of the Army Corps of Engineers, and nuclear warheads,which are all considered in other appropriations bills.)Within the DOD budget,the bill provides appropriations for*Military Personnel;*Operation and Maintenance;*Procurement;*Research,Development,Test and Evaluation;and*Revolving and Management Funds.The bill provides appropriations for Other Department of Defense Programs,including*the Defense Health Program,*Chemical Agents and Munitions Destruction,*Drug Interdiction and Counter-Drug Activities,and*the Office of the Inspector General. The bill provides appropriations for(1)Related Agencies,including the Central Intelligence Agency Retirement and Disability System Fund and the Intelligence Community Management Account;and (2)Overseas Contingency Operations/Global War on Terrorism.The bill also sets forth requirements and restrictions for using funds provided by this and other appropriations Acts. Primary Sponsors Pete Visclosky Organizational Notes Last edited by Sarah Sapirstein at Oct 15,2020,7:38 PM Responsible for funding U.S.Bureau of Reclamation(USER)water infrastructure programs and U.S.Army Corps of Engineers.USER is funded at $4.487 billion for management,development,and restoration of water and related natural resources,of which:-$50 million to be used for water reclamation and reuse projects(Title XVI Program)-Not less than$300 million will be used for WaterSMART.-$50 million to be used for water reclamation and reuse projects(Title XVI Program)#OCSD State Bill Number Last Action Status Position Priority US HR 7575 Received In The Senate 2020 07 30 In Senate Monitor Medium Title Bill Summary:Last edited by Sarah Sapirstein at Sep 30,2020,5:36 PM Water Resources Development Act of 2020 House Water Resources Development Act that provides base language for conference with Senate on expanded water resources legislation that Primary Sponsors could included clean water and drinking water SRF funding Peter DeFazio authorizations.Approved on bipartisan vote in committee.Passed House on bipartisan vote and referred to Senate. Introduction Date:2020-07-13 Labels: Infrastructure Water Finance Wetlands WRDA Private Notes Last edited by Sarah Sapirstein at Sep 9,2020,6:54 PM CASA Supports#OCSD Organizational Notes Last edited by Sarah Sapirstein at Oct 7,2020,12:41 PM Bill's provisions are limited to addressing U.S.Army Corps of Engineers water resources development projects mainly.H.R.7575 was passed by House earlier this summer on bipartisan voice vote.House Committee on Transportation and Infrastructure staff and Senate Committee on Environment and Public Works staff currently engaging in conference negotiations to reach final compromise WRDA 2020 bill.Compromise bill expected to be released during Lame Duck Session.#OCSD State Bill Number Last Action Status Position Priority u5 HR 7608 Received In The Senate And Read Twice And In Senate Monitor Medium Referred To The Committee On Appropriations 2020 07 30 Title Bill Summary:Last edited by Sarah Sapirstein at Oct 15,2020,2:54 PM State,Foreign Operations,Agriculture,Rural Development,Interior, H.R.7608 is a FY 2021 omnibus spending bill containing funding for: Environment,Military Construction,and Veterans Affairs State,Foreign Operations,Agriculture,Rural Development,Interior, Appropriations Act,2021 Environment,Military Construction,and Veterans Affairs Description Introduction Date:2020-07-13 Department of State,Foreign Operations,and Related Programs Appropriations Act,2021 This bill provides FY2021 appropriations Labels: Appropriations for the Department of State,foreign operations,and related programs.The bill provides appropriations to the State Department for*Administration of Foreign Affairs,*International Organizations,and*International Commissions.The bill provides appropriations for Related Agencies and Related Programs, including*the U.S.Agency for Global Media,*the Asia Foundation, *the U.S.Institute of Peace,*the Center for Middle Eastern- Western Dialogue Trust Fund,*the Eisenhower Exchange Fellowship Program,*the Israeli Arab Scholarship Program,*the East-West Center,and*the National Endowment for Democracy. The bill provides appropriations for Other Commissions,including *the Commission for the Preservation of America's Heritage Abroad,*the U.S.Commission on International Religious Freedom, *the Commission on Security and Cooperation in Europe,*the Congressional-Executive Commission on the People's Republic of China,and*the U.S.-China Economic and Security Review Commission.The bill provides appropriations to*the U.S.Agency for International Development(USAID),*the State Department and the President for International Security Assistance,and*the President and International Financial Institutions for Multilateral Assistance.The bill provides appropriations for Bilateral Economic Assistance to*the President;*the State Department;* Independent Agencies,including the Peace Corps,the Millennium Challenge Corporation,the Inter-American Foundation,and the U.S.African Development Foundation;and*the Department of the Treasury.The bill provides appropriations for Export and Investment Assistance to*the Export-Import Bank of the United States,*the U.S.International Development Finance Corporation, and*the U.S.Trade and Development Agency.The bill also includes provisions that*provide emergency funding for expenses to prevent,prepare for,and respond to the coronavirus(i.e.,the virus that causes COVID-19);*establish the People-to-People Partnership for Peace Fund to fund projects that help build the foundation for a peaceful coexistence between Israelis and Palestinians and a sustainable two-state solution;and*establish the Joint Investment of Peace Initiative to support the development of the Palestinian private sector economy and increased economic cooperation between Israelis and Palestinians.The bill sets forth requirements and restrictions for using funds provided by this and other appropriations Ac...(click bill link to see more). Primary Sponsors Nita Lowey Organizational Notes Last edited by Sarah Sapirstein at Oct 15,2020,7:44 PM Responsible for funding U.S.Environmental Protection Agency(USEPA)water infrastructure assistance programs.USEPA would be funded at $9.37 billion,of which Clean Water SRF receives$1.6 billion(additional$6.3 billion provided in emergency spending),of which$2 million is reserved for technical assistance and training grants.The Interior-Environment FY2021 spending bill's WIFIA Program language rescinds unobligated program appropriations from FY2017-FY2019 to fund the program in FY2021 rather than appropriating a new tranche of funding.If enacted this could cause those currently working through the WIFIA application process for loans from these prior fiscal year appropriations would lose that funding source and restart the application process in FY2021.Upon House passage of the minibus,an amendment from Rep. Jackie Speier(D-CA)was adopted that protects such WIFIA applicants from having to start the process over again if the rescission language is enacted.Stakeholder groups have articulated to Congress the concerns regarding the language and are advocating for the House and Senate appropriators to fix the language when during conference negotiations.#OCSD State Bill Number Last Action Status Position Priority us S 4188 Committee On Energy And Natural Resources In Senate Monitor Medium Subcommittee On Water And Power Hearings Held 2020 07 22 Title Bill Summary:Last edited by Sarah Sapirstein at Oct 7,2020,12:58 PM Water for Tomorrow Act of 2020 Comprehensive bill that combines policy provisions and initiatives contained in Moving Forward Act(H.R.2),Rep.Jared Huffman's(D-CA) Description FUTURE Drought Resiliency Act Discussion Draft,and Sen.Kamala Harris' Water for Tomorrow Act of 2020 This bill provides assistance for Water For Tomorrow Act(S.2466).S.4188 makes an overall$3 billion water resources development and ecosystem protection and investment in water infrastructure and sustainability,ecosystem restoration projects in western states.Specifically,among other restoration and protection activities,and improved technology and data things,the bill requires the Department of the Interior to provide collection. assistance to water supply projects that would contribute to a safe, adequate water supply for domestic,agricultural,environmental, Introduction Date:2020-07-02 municipal,or industrial use.Interior must also award grants to help disadvantaged communities with populations of 60,000 or Labels: Infrastructure less meet specified drinking water standards or address a significant decline in quantity or quality of drinking water.Further, the bill reauthorizes through FY2026 the rural water supply program,reauthorizes through FY2025 the cooperative watershed management program,permanently reauthorizes certain water management improvement grants,and modifies provisions related to funding for water recycling and reuse projects.Additionally,the bill requires Interior to award grants for habitat restoration projects that improve watershed health to entities with water or power delivery authority.Interior may also enter into agreements to fund aquatic ecosystem restoration and protection projects if they are likely to improve the quality of the environment by improving fish passage.Further,the bill requires the U.S. Fish and Wildlife Service to develop,and update every three years,a plan to sustain the survival of critically important fisheries within western states during future periods of extended drought.The bill also requires Interior to incorporate information from emerging technologies for snowpack measurement when determining water supply allocations and to study the projected impact of climate change on the safety of Bureau of Reclamation dams. Primary Sponsors Kamala Harris Organizational Notes Last edited by Sarah Sapirstein at Oct 7,2020,12:54 PM Authorizes$3 billion to invest in 3 areas:(1)Water infrastructure and sustainability(e.g.strage,transport,stormwater capture,desalination,etc.); incorporates House water bills'provisions,including H.R.1162 Title XVI investment(see report)and H.R.5347 investment in drinking water access for disadvantaged communities.(2)Ecosystem protection and restoration.(3)Improved technology and data,including utilization of data from technologies like LIDAR to measure water availability in snowpack,and studies to examine the climate change vulnerabilities of Federal dams. #OCSD State Bill Number Last Action Status Position Priority us S 3591 S Arndt 1593 Senate Amendment Submitted In Senate Support Medium 2020 06 08 Title Bill Summary:Last edited by Eric Sapirstein at Sep 11,2020,3:44 PM America's Water Infrastructure Act of 2020 To provide for improvements to the rivers and harbors of the United States,to provide for the conservation and development of water and Primary Sponsors related resources,to provide for water pollution control activities,and John Barrasso for other purposes. Introduction Date:2020-05-04 Labels: Infrastructure Organizational Notes Last edited by Sarah Sapirstein at Oct 15,2020,3:04 PM It provides for reauthorization of Clean Water SRF Program at$3 billion annually(rolling average)over five years,authorizes funding for Workforce Training Assistance,establishes funding priorities for coastal water needs and resiliency projects.Senate Committee on Environment and Public Works passed S.3591 on bipartisan vote in May and committee staff are currently engaging in conference negotiations with House Committee on Transportation and Infrastructure staff to reach a compromise final bill.Final WRDA 2020 bill expected to be released during Lame Duck Session.#OCSD State Bill Number Last Action Status Position Priority u5 HR 1162 Subcommittee On Water Oceans And Wildlife In House Monitor Medium Discharged 2020 03 11 Title Bill Summary:Last edited by Sarah Sapirstein at Oct 7,2020,1:31 PM Water Recycling Investment and Improvement Act H.R.1162 would increase the funding authorization for the Bureau of Reclamation's Title XVI water recycling competitive grant program from Description $50 million to$500 million,giving local water agencies the necessary Water Recycling Investment and Improvement Act This bill makes funding to increase capacities for existing recycling plants or create new permanent,and otherwise revises,the Bureau of cost-effective projects to boost water supplies.The bill has been placed Reclamation's grant program for the funding of water recycling and on the House Calendar for consideration for the full House of reuse projects.The bill removes priority under the program for Representatives. projects in areas that,in the preceding four-year period,have been (1)identified as experiencing severe,extreme,or exceptional Introduction Date:2019-02-13 drought;or(2)designated as a disaster area by a state. Additionally,the bill increases the authorization of appropriations Labels: Water Finance for the program and otherwise revises provisions related to program funding. Primary Sponsors Grace Napolitano Organizational Notes Last edited by Sarah Sapirstein at Oct 7,2020,1:31 PM CASA Supports#OCSD Last edited by Sarah Sapirstein at Oct 7,2020,1:31 PM H.R.1162 would increase the funding authorization for the Bureau of Reclamation's Title XVI water recycling competitive grant program from$50 million to$500 million,giving local water agencies the necessary funding to increase capacities for existing recycling plants or create new cost- effective projects to boost water supplies.#OCSD Priority: None(4) State Bill Number Last Action Status Position Priority US HR 2473 Subcommittee On Water Oceans And Wildlife In House Monitor None Discharged 2020 03 11 Title Bill Summary:Last edited by Sarah Sapirstein at Sep 11,2020,9:16 PM Securing Access for the central Valley and Enhancing(SAVE)Water To promote water supply reliability and improved water management Resources Act for rural communities,the State of California,and the Nation,and for other purposes. Primary Sponsors josh Harder Introduction Date:2019-05-02 Labels: Infrastructure Organizational Notes Last edited by Sarah Sapirstein at Oct 15,2020,2:46 PM H.R.2473 increases Title XVI funding to$500 million and creates a prize program authorizing$2 million per year to incentivize development of innovative water technologies that support increased water security,supply,and quality outcomes.It also establishes a water infrastructure and drought solutions fund to provide total of$300 million for water surface and groundwater storage,water reclamation and reuse,and WaterSMART program projects,of which:-$100 million for new U.S.Bureau of Reclamation surface or ground water storage projects(RIFIA)- $100 million for water reclamation and reuse projects authorized under Title XVI-$100 million for WaterSMART grants#OCSD State Bill Number Last Action Status Position Priority US S 2466 Introduced In Senate 2019 09 11 In Senate Monitor None Title Bill Summary:Last edited by Eric Sapirstein at Sep 30,2020,2:25 PM Water Justice Act S.2466 would provide federal assistance to support safe and reliable water supplies for disadvantaged communities.Federal authorization of Description $50 billion provided. Water Justice Act This bill addresses affordable access to clean water by establishing,expanding,or extending various programs Introduction Date:2019-09-11 or requirements related to drinking water infrastructure,water pollution control,water supply,water recycling,water efficiency,or Labels: ENVIRONMENTAL JUSTICE XWater Finance conservation programs.Specifically,the bill provides$50 billion in FY2020 supplemental appropriations to the Environmental Protection Agency(EPA)for programs that reduce contaminants of concern in drinking water,such as grant programs for lead testing or remediation efforts in schools,child care programs,or high-risk communities.The funds are designated as an emergency requirement,which exempts the funds from discretionary spending limits and other budget enforcement rules.Each year,the EPA must obligate specified amounts of funding for several water infrastructure programs,including state revolving fund programs and grant programs for managing or controlling water pollution. The EPA must also establish a grant program to help communities that serve environmentally at-risk households and low-income households afford the costs for remediating contaminated drinking water.Further,the Department of Health and Human Services may make grants to states to assist low-income households in meeting their needs for drinking water,wastewater,and stormwater services.In addition,the EPA must promulgate an interim national primary drinking water regulation for perfluoroalkyl or polyfluoroalkyl substances,commonly referred to as PFAS,which may have adverse human health effects. Finally,the bill establishes or reauthorizes a variety of programs that provide financial support for water supply projects,water recycling or reuse projects,rural water systems,water efficiency improvements,or conservation programs. Primary Sponsors Kamala Harris Organizational Notes Last edited by Sarah Sapirstein at Oct 15,2020,2:17 PM Sponsored by Senator Harris,it authorizes$50 billion in emergency funds to address communities and schools dealing with contaminated water sources through testing and replacing toxic infrastructure,establishes$10 billion grant program to allow states to offset water bills in low-income communities at risk,invest$20 billion in diverse portfolio of sustainable water supplies,recycling,and conservation programs,invest$170 billion in Safe Drinking Water and Clean Water Acts'programs.Legislation is companion bill to H.R.4033.#OCSD State Bill Number Last Action Status Position Priority us HR 1317 Referred To The Subcommittee On Water In House Support None Oceans And Wildlife 2019 03 06 Title Bill Summary:Last edited by Sarah Sapirstein at Oct 7,2020,1:40 PM Coastal Communities Adaptation Act Jumpstarts research at the National Science Foundation(NSF)and the National Institute for Standards and Technology(NIST)into improved Primary Sponsors buildings and structures that account for extreme weather.The bill will Harley Rouda also provide grant funding for coastal communities that need to adapt to a changing climate. Introduction Date:2019-02-22 Labels: Water Quality Organizational Notes Last edited by Sarah Sapirstein at Oct 15,2020,2:57 PM H.R.1317 would direct Administrator of the National Oceanic and Atmospheric Administration to award capitalization grants to coastal States for the purpose of establishing a community resilience revolving fund.To receive funding,the awardee must enter into an agreement with the State to follow criteria and procedures established by State.Awarded funding may be used for the following activities:for the completion of a vulnerability assessment;for the protection of natural flood risk mitigation features,including land acquisition from willing sellers;for the construction of natural features or nature-based features,including beach nourishment and dune restoration;for the implementation of a regional sediment management program;for other measures to prevent,manage,mitigate,or adapt to shoreline erosion,saltwater intrusion, nuisance flooding,sea level rise,and other coastal hazards related to climate change;to carry out nonstructural measures to mitigate flood risk; and to plan,develop,and obtain financing for eligible projects under this subsection,including planning,design,and associated preconstruction activities.#OCSD State Bill Number Last Action Status Position Priority US HR 763 Referred To The Subcommittee On Energy In House None None 201901 25 Title Bill Summary:Last edited by Sarah Sapirstein at Oct 7,2020,1:33 PM Energy Innovation and Carbon Dividend Act of 2019 The Energy Innovation and Carbon Dividend Act will help reduce U.S. carbon pollution by 90%by 2050 compared to 2016 levels.This would be Description achieved by pricing carbon at$15 per metric ton of CO2e and increasing Energy Innovation and Carbon Dividend Act of 2019 This bill the price by$10 every year.The Treasury Department would return imposes a fee on the carbon content of fuels,including crude oil, 100%of the net revenue back to the American people,a policy natural gas,coal,or any other product derived from those fuels highlighted by a Treasury Department report as helping lower-and that will be used so as to emit greenhouse gases into the middle-income families. atmosphere.The fee is imposed on the producers or importers of the fuels and is equal to the greenhouse gas content of the fuel Introduction Date:2019-01-24 multiplied by the carbon fee rate.The rate begins at$15 in 2019, increases by$10 each year,and is subject to further adjustments based on the progress in meeting specified emissions reduction targets.The bill also imposes a specified fee on fluorinated greenhouse gases.The bill includes*exemptions for fuels used for agricultural or nonemitting purposes,*exemptions for fuels used by the Armed Forces,*rebates for facilities that capture and sequester carbon dioxide,and*border adjustment provisions that require certain fees or refunds for carbon-intensive products that are exported or imported.The fees must be deposited into a Carbon Dividend Trust Fund and used for administrative expenses and dividend payments to U.S.citizens or lawful residents.The fees must be decommissioned when emissions levels and monthly dividend payments fall below specified levels.The bill also suspends certain regulations that limit greenhouse gas emissions. The suspensions expire if the emissions targets established by this bill are not reached after a specified time period. Primary Sponsors Ted Deutch Organizational Notes Last edited by Sarah Sapirstein at Sep 29,2020,1:00 PM Overview of Bill Provisions:Carbon Fee-A gradually-rising upstream fee on the carbon content of fuels:--Creates market-driven demand for cleaner energy technologies.--Corrects market distortions by reflecting externalities of pollution costs--Starts at$15 per metric ton of CO2e, increases$1 Oeach year.Exemption for agricultural fuels and non-emissive uses. Rebate for CCS. -HFCs:Fee also assessed at 10%of GWP of fluorinated gases.Carbon Dividend-Rebates 100%of net revenues to the American people.--Protects consumers and the economy.Maintains revenue neutrality.--Rebate offsets cost increases for most Americans.--Equal share to adults with SSN or TIN,half share to minors. Administered by Treasury.Admin costs not to exceed 2%.1-month advance payment.Carbon Equalization Tariff-Carbon intensive imported goods pay equalization tariff if country of origin does not price carbon.Exported goods receive refund.--Purpose:Removes incentive for dirty production for all manufacturers from all countries.Creates economic incentive for all nations to price carbon.--Designed for WTO compliance. Tariff on fossil fuels and carbon intensive goods only.Regulatory Adjustment-Adjusts certain GHG regulations which would become duplicative with enactment of this policy.--To avoid double jeopardy of both fee and regulation on certain GHGs. -Affects only certain GHG regulatory authority.--CAFE vehicle efficiency standards,methane,mercury,particulate,regulations remain in place.If cumulatively emissions targets aren't hit after 10 years regulatory authority restored.#OCSD Last edited by Sarah Sapirstein at Sep 29,2020,12:56 PM Citizen's Climate Lobby supports#OCSD Last edited by Sarah Sapirstein at Sep 29,2020,12:55 PM Quick link to breakout of supporting/endorsing organizations:https://energyinnovationact.org/supporters-overview/#OCSD T 0 W N S E N D TPA To: Orange County Sanitation District From: Townsend Public Affairs, Inc. Date: October 19, 2020 Subject: Legislative and Public Affairs Agenda Report State Legislative Update Since the Legislature adjourned on August 31, lawmakers have returned to their respective districts to focus on the upcoming November 3 General Election. Much of the legislative focus in Sacramento was on the Governor as he considered legislation that required a veto or signature by the September 30 deadline. Bills that were signed into law will take effect starting January 1 unless the bill included an urgency clause that would allow the bill to take effect immediately after it was signed. The Governor signed multiple bill packages on a variety of issues, including racial justice, healthcare, employee protections during COVID-19, and sexual assault victims. In September and into October, Governor Newsom continued his daily press conferences to update the public on the State's efforts to combat COVID-19, including the State's new county tier system that moves counties between varying levels of re-opening phases based on local COVID-19 cases and testing data. The Governor has also been encouraging all Californians to receive their flu shot. During a recent press briefing, Governor Newsom received his annual flu shot to show Californians the importance of maintaining public health and avoiding a "twindemic", or two health pandemics occurring at the same time. Additionally, in response to the growing number of wildfires throughout the State, the Governor issued several executive orders that call for all new cars and passenger trucks sold in California to be emission free by 2035. The executive orders estimate that this action will result in a 35 percent reduction in greenhouse gas emissions from vehicles. The California Air Resources Board (CARB) will be responsible for developing the State regulations, and the Administration stated that it will work with the private sector to accelerate the deployment of additional electric vehicle charging stations throughout the State. Below are the upcoming relevant dates for the Legislature: November 3— General Election December 7— Legislature officially sworn in for the 2021-2022 Regular Session January 1 — Most statutes passed in 2020 take effect January 4— Legislature reconvenes to begin legislative business Governor's COVID-19 Action Summary Below is a summary of the major COVID-19 actions taken by the State Administration in September and October: • October 9, 2020 — Project Homekey Round 4: Governor Newsom announced a fourth round of awards for Homekey, totaling $147 million for 20 projects that will provide an additional 1,109 units of housing. Included in this funding round is $23 million for projects in Orange County that will result in 132 units of permanent supportive housing. • September 28 — Project Homekey Round 3: Governor Newsom announced the third round of awards for Homekey, California's $600 million program to purchase and rehabilitate hotels, motels, vacant apartment buildings and other properties and convert them into permanent, long-term housing for people experiencing or at risk of experiencing homelessness. The Governor also announced he has asked the Joint Legislative Budget Committee (JLBC) to approve his request for an additional $200 million in Coronavirus Relief Funding for Homekey. • September 23 — COVID-19 Executive Order: Governor Newsom signed an executive order to extend authorization for local governments to halt evictions for commercial renters impacted by the COVID-19 pandemic through March 31, 2021, and address a variety of issues in response to the pandemic. Additionally, the order extends provisions allowing certain posting, filing and notice requirements under the California Environmental Quality Act (CEQA) to be fulfilled electronically. • September 17 — COVID-19 Legislation: The Governor signed two bills into law related to COVID-19. AB 685 (Reyes) would require a public or private employer to provide specified notifications to its employees, the Division of Occupational Safety and Health, and the State Department of Public Health, relating to the exposure of its employees to COVID-19 that the employer knew of or should have reasonably have known of. SB 1159 (Hill) codifies the Governor's Executive Order that created a rebuttable presumption that essential employees who contracted COVID-19 were infected on the job, and establishes the scope and terms of a similar presumption for infected employees outside of the Executive Order. • September 3 — COVID-19 Executive Order: Governor Gavin Newsom today signed an executive order extending consumer protections against price gouging through March 4, 2021 as California continues to respond to the COVID-19 pandemic. The protections generally prohibit sellers of any kind from increasing prices on food, consumer goods, medical or emergency supplies, and certain other items by more than 10 percent. �� October 2020 Report 2 Housing On September 28, Governor Newsom signed 15 housing related bills aimed at addressing the state's affordability crisis and building on the eviction moratorium legislation that was signed into law on August 31. While the Legislature and Governor were able to come to a compromise on AB 3088 (Chiu, D—San Francisco), the eviction moratorium bill, the Legislature failed to pass several housing bills that would have impacted local communities. Those bills included addressing issues such as CEQA review procedures, short-term rental ordinances, the state density bonus law, and local subdivision maps. Nonetheless, the Governor and housing advocates are touting the 15-bill package as a positive step forward in housing production reforms in the midst of a pandemic. The more significant bills that were signed includes AB 725 (Wicks, D — Oakland) which would require metropolitan and suburban jurisdictions, through their housing element process, to ensure that more land is zoned for medium-density housing projects. AB 1561 (Garcia, D—Bell Gardens) will require cities and counties to evaluate the impact of government actions on the cost of housing and associated impacts to minority communities. The Governor also signed AB 2345 (Gonzalez, D — San Diego) which would amend the state Density Bonus Law to increase the maximum allowable density and the number of concessions and incentives a developer can seek. Lastly, the Governor signed SB 1190 (Durazo, D — Los Angeles) which extends existing law authorizing a tenant to terminate a tenancy when the tenant suffered from a crime that caused bodily injury or death, use of a firearm or other deadly weapon, or that included the use of force or threat of force against the victim while expanding these provisions to apply to family members. Wildfires The 2020 West Coast wildfire season has proven to be the most destructive on record to date. According to CaIFIRE, approximately 3.7 million acres have burned with more than 8,000 incidents of fire this year. 29 individuals have lost their lives and more than 8,000 structures have been damaged or destroyed. CalFIRE has also stated that the length of the fire season is estimated to have increased by 75 days across the Sierras and appears to correspond with an increase in the extent of forest fires across the State. In September, the Governor declared a State of Emergency in Napa, Sonoma, Shasta, Del Norte, Los Angeles, Mendocino, and Siskiyou counites. The Governor also declared a statewide emergency and secured a Presidential Major Disaster Declaration to bolster the State's response to the fires. State of emergency declarations allow for federal disaster funding to be issued to the State, and the federal government has approved FEMA funds to assist the State. Governor Newsom also signed multiple bills into law to address the State's wildfire crisis. AB 3074 (Friedman, D — Burbank) enhances the defensible space requirements for structures in high fire hazard areas. Additionally, AB 2421 (Quirk, D — Haywood) would streamline the permitting process for emergency standby generators for macro cell towers. The Governor also signed multiple bills to boost homeowner insurance protections to help safeguard communities in high fire hazard areas. Additional legislation that was signed includes efforts to reform CalOES to work with local communities when updating the State Emergency Plan as well as encouraging CalOES to work closely with FEMA to update local emergency plans. C) October 2020 Report 3 The State is also hiring an additional 858 firefighters and six California Conservation Corps crews to help support the State's firefighting efforts. The State has also made investments in its firefighting air fleet with new Firehawk S-70 helicopters and C-130 planes to help with fire surge capacity and pre-positioning capabilities to mitigate the impact of wildfires. TPA will continue to provide timely updates regarding the State's efforts to address wildfires and advocate for a collaborative approach that includes the input of local communities and cities. New Water Year California's "Water Year" officially ended on September 30. The Water Year is a unit of time that is used by water professionals to compare water supply conditions year to year, taking into account the typical differences in weather between seasons and how California's hydrology works into our water system. While California's water supply outlook is better than it has been at the end of some Water Years, most major water reservoirs are at below average storage. Furthermore, 2019-2020 was unusually dry given the lack of statewide rainfall, which directly contributes to a longer and more dangerous wildfire season. An additional dry year in 2021 would almost certainly propel California into drought territory and would stress the already inundated water system to allow for more groundwater pumping and draw-down of critical reservoirs. It is unclear if the Legislature will take action this year after just one year of dry conditions, but it is likely that drought and water conditions will be taken into account when considering any wildfire legislation in 2021. C) October 2020 Report 4 Orange County Sanitation District Legislative Positions The following table represents the legislative positions that the Orange County Sanitation District adopted in 2020 and the corresponding status of those bills. Bill Description OCSD Status Position AB 685 (Quirk) Require employers to provide certain Oppose Signed disclosures related to COVID-19 exposure to employees AB 1672 (Bloom) Requires non-flushable products (wipes) to Support Dead be labeled clearly and conspicuously to communicate that they should not be flushed AB 2762 Prohibits the sale, delivery, or production of Support Signed (Muratsuchi) cosmetic products that contain intentionally added ingredients including PFAS AB 3163 (Salas) Redefines biomethane for the purposes of Support Signed anaerobic digestion of organic materials. SB 667 (Hueso) Require CalRecycle to provide additional Support Dead resources and need assessments to help the State meet its organics goals SB 931 Require local agencies to email electronic Oppose Dead (Wieckowski) copies of Board agenda packets to constituents requesting �� October 2020 Report 5 OCSD State Bills of Interest D k WOSITION POSITIONS Proposed Legislation 2020-2021 AB 69 Ting [D] Help Homeowners Add New Housing Program: accessory dwelling Vetoed Watch Legislative and Regulatory ACCOC - NYC unit financing. Current law provides for the creation by local ordinance, Policies: Special Districts - LOCC - NYC or by ministerial approval if a local agency has not adopted an ordinance, Oppose further state CASA- NYC of accessory dwelling units to allow single-family or multifamily dwelling regulations that adversely ACWA- NYC residential use in accordance with specified standards and conditions. impact special district CSDA- NYC This bill would require the Treasurer, within 6 months of the effective financing, operations, and date of these provisions, to develop the Help Homeowners Add New administration. Housing Program with the purpose of assisting homeowners, as defined, in qualifying for loans to construct additional housing units on their property, including accessory dwelling units and junior accessory dwelling units. The bill would, with regard to the development of the program, require the Treasurer to consult with the California Housing Financing Agency and the Department of Housing and Community Development and would authorize the Treasurer to consult with private lenders. AB 134 Bloom [D] Safe Drinking Water Restoration Would require the State Water Dead Watch State Priorities: Support ACCOC - NYC Resources Control Board to report to the Legislature by July 1, 2025, on legislation or regulations that LOCC -Watch its progress in restoring safe drinking water to all California communities restrict the use of CASA- NYC and to create an internet website that provides data transparency for all microplastics in any product ACWA- NYC of the board's activities described in this measure. The bill would require that is disposed of through CSDA-Watch the board to develop metrics to measure the efficacy of the fund in the sewer system. ensuring safe and affordable drinking water for all Californians. AB 291 Chu Emergency preparedness Would establish a Local Emergency Dead Watch State Priorities: Secure ACCOC - NYC Preparedness and Hazard Mitigation Fund to support staffing, planning, funding through grants and LOCC -Watch and other emergency mitigation priorities to help local governments meet legislation for infrastructure, CASA- NYC emergency management, preparedness, readiness, and resilience goals. collection improvements and ACWA- NYC The bill would, upon appropriation by the Legislature, require the alternative renewable energy CSDA-Watch Controller to transfer$500,000,000 to the fund. The bill would require the at the Fountain Valley, Plant Office of Emergency Services to establish the Local Emergency No. 1 and Huntington Beach, Preparedness and Hazard Mitigation Fund Committee under the Plant No. 2. Standardized Emergency Management System Advisory Board. AB 292 Quirk [D] Recycled water: raw water and groundwater augmentation Current Dead Watch Legislative and Regulatory ACCOC - NYC law requires the State Water Resources Control Board, on or before Policies: Water Quality and LOCC -Watch December 31, 2023, to adopt uniform water recycling criteria for direct Supply- Support measures CASA- NYC potable reuse through raw water augmentation, as specified. This bill that promote and provide for ACWA- NYC would eliminate the definition of"direct potable reuse" and instead would the use of reclaimed water CSDA-Support substitute the term "groundwater augmentation"for"indirect potable reuse for groundwater recharge" in these definitions. The bill would require, on or before December 31, 2023, the state board to adopt uniform water recycling criteria for raw water augmentation. OCSD State Bills of Interest BILL AUTHOR SUMMARY LATEST ACTION OCSD • . OTHER . POSITIONS AB 352 E. Garcia [D] Wildfire Prevention, Safe Drinking Water, Drought Preparation, and Dead Watch Legislative and Regulatory ACCOC- NYC Flood Protection Bond Act of 2020. Would enact the Wildfire Policies: Grant Funding - LOCC - NYC Prevention, Safe Drinking Water, Drought Preparation, and Flood Support legislation, bonds, CASA- NYC Protection Bond Act of 2020, which, if approved by the voters, would programs and projects that ACWA- NYC authorize the issuance of bonds in the amount of$3,920,000,000 provide funding for: CSDA- NYC pursuant to the State General Obligation Bond Law to finance a wildlife infrastructure construction prevention, safe drinking water, drought preparation, and flood protection and rehabilitation, special program. The bill would provide for the submission of these provisions to studies and research or the voters at the November 3, 2020, statewide general election. projects relating to security, environmental education, water quality, wastewater processing, urban runoff, wastewater recycling, biosolids and organics management, water quality improvement, resource recovery, or alternative energy. AB 685 Quirk [D] Occupational safety: COVID-19 exposure: notification. Would require Signed into law by the Oppose Legislative and Regulatory ACCOC - NYC a public or private employer to provide specified notifications to its Governor Policies: Human Resources LOCC - Oppose employees, the Division of Occupational Safety and Health, and the - Support measures to reform CASA- Oppose State Department of Public Health, relating to the exposure of its current workers ACWA- Oppose employees to COVID-19 in the workplace, when the employer has been compensation formulas that CSDA-Watch notified of the exposure, as specified. The bill would provide for a rely on a proportionate specified civil penalty for an employer that violates the notification exposure formula. requirements of these provisions. AB 992 Mullin [D] Open meetings: local agencies: social media Would provide that the Signed into law by the Watch Legislative and Regulatory ACCOC - NYC Ralph M. Brown Act does not apply to the posting, commenting, liking, Governor Policies: Special Districts - LOCC -Watch interaction with, or participation in, internet-based social media platforms Oppose further state CASA-Approve that are ephemeral, live, or static, by a majority of the members of a regulations that adversely ACWA- NYC legislative body, provided that a majority of the members do not discuss impact special district CSDA-Support among themselves business of a specific nature that is within the subject financing, operations, and matter jurisdiction of the legislative body of the local agency. administration. AB 1080 Gonzalez [D] California Circular Economy and Plastic Pollution Reduction Act Dead Watch State Priorities: Support ACCOC - NYC Would establish the California Circular Economy and Plastic Pollution legislation or regulations that LOCC - Support Reduction Act, which would require the Department of Resources restrict the use of CASA- NYC Recycling and Recovery, in consultation with the State Water Resources microplastics in any product ACWA- NYC Control Board and the Ocean Protection Council, to adopt, on or before that is disposed of through CSDA- NYC January 1, 2023, regulations to achieve, by 2030, a 75% reduction by the sewer system.❑ manufacturers and retailers of the waste generated from single-use packaging and products offered for sale or sold in the state through source reduction, recycling, or composting. OCSD State Bills of Interest AB 1484 Grayson [D] Mitigation Fee Act: housing developments. This bill would prohibit a Dead rWatcLegislative and Regulatory ACCOC - NYC local agency from imposing a housing impact requirement adopted by Policies: Special Districts - LOCC -Watch the local agency on a housing development project, as defined, unless Oppose further state CASA-Watch specified requirements are satisfied by the local agency, including that regulations that adversely ACWA-Watch the housing impact requirement be roughly proportional in both nature impact special district CSDA-Oppose and extent to the impact created by the housing development project. financing, operations, and administration. AB 1672 Bloom [D] Solid waste: flushable products The California Integrated Waste Dead Support Legislative and Regulatory ACCOC - NYC Management Act of 1989, administered by the Department of Resources Policies: Source Control - LOCC -Watch Recycling and Recovery, generally regulates the disposal, management, Support legislation that CASA-Sponsor and recycling of solid waste. This bill would, among other things, on or regulates the disposal of ACWA- Support after January 1, 2021, prohibit a covered entity, as defined, from labeling flushable wipes. CSDA-Support a covered product as safe to flush, safe for sewer systems, or safe for septic systems, unless the product is a flushable wipe that meets certain performance standards. The bill would require nonflushable products to be labeled clearly and conspicuously to communicate that they should not be flushed, as specified. AB 1751 Chiu [D] Water and sewer system corporations: consolidation of service. Dead Watch Legislative and Regulatory ACCOC - NYC This bill, the Consolidation for Safe Drinking Water Act of 2019, would Policies: Special Districts - LOCC - NYC authorize a water or sewer system corporation to file an application and Oppose further state CASA- NYC obtain approval from the commission through an order authorizing the regulations that adversely ACWA- NYC water or sewer system corporation to consolidate with a public water impact special district CSDA- NYC system or state small water system that has fewer than 3,300 service financing, operations, and connections and serves a disadvantaged community, or to implement administration. rates for the subsumed water system. AB 1924 Grayson [D] Housing development: fees Would require that a fee levied or imposed Dead Watch Legislative and Regulatory ACCOC - NYC on a housing development project by a local agency be proportionate to Policies: Special Districts - LOCC - NYC the square footage of the proposed unit or units. Oppose further state CASA- NYC regulations that adversely ACWA- NYC impact special district CSDA- NYC financing, operations, and administration. AB 1945 Salas [D] Emergency services: first responders Would, for purposes of the Signed into law by the Watch Legislative and Regulatory ACCOC - NYC California Emergency Services Act, define "first responder" as an Governor Policies: Special Districts - LOCC -Watch employee of the state or a local public agency who provides emergency Oppose further state CASA-Watch response services, including a peace officer, firefighter, paramedic, regulations that adversely ACWA-Watch emergency medical technician, public safety dispatcher, public safety impact special district CSDA-Watch telecommunicator, emergency response communication employee, financing, operations, and rescue service personnel, or emergency manager. Does not explicitly administration. include water or wastewater personnel. OCSD State Bills of Interest BILL AUTHOR SUMMAR LATEST ACTION OCSD Y • . OTHER���Kiiiii"""" . POSITIONS AB 2093 Gloria [D] Public records: writing transmitted by electronic mail: retention Dead Watch Legislative and Regulatory ACCOC- NYC Would, unless a longer retention period is required by statute or Policies: Special Districts - LOCC - Oppose regulation, require a public agency for purposes of the California Public Oppose further state CASA-Watch Records Act to retain and preserve for at least 2 years every writing regulations that adversely ACWA- NYC containing information relating to the conduct of the public's business impact special district CSDA-Oppose prepared, owned, or used by any public agency that is transmitted by financing, operations, and electronic mail. administration. AB 2107 Rodriguez [D] Local government: securitized limited obligation notes Current law, Signed into law by the Watch Legislative and Regulatory ACCOC - NYC until December 31, 2019, authorizes a special district to issue, as Governor Policies: Special Districts - LOCC -Watch specified, securitized limited obligation notes for the acquisition or Oppose further state CASA- NYC improvement of land, facilities, or equipment. This bill would extend that regulations that adversely ACWA- NYC authorization to December 31, 2024. impact special district CSDA-Support financing, operations, and administration. AB 2182 Rubio [D] Emergency backup generators: water and wastewater facilities: Dead Watch Guiding Principles: Oppose ACCOC - NYC exemption Would exempt the operation of an alternative power source, redundant regulatory and LOCC -Watch as defined, to provide power to a critical facility, as defined, from any legislative requirements that CASA-Watch local, regional, or state regulation regarding the operation of that source. cause undue constraints on ACWA-Watch The bill would authorize providers of essential public services, in lieu of efficient operations CSDA-Support compliance with applicable legal requirements, to comply with the maintenance and testing procedure set forth in the National Fire Protection Association Standard for Emergency and Standby Power System, NFPA 110, for alternative power sources designated by the providers for the support of critical facilities. AB 2364 Rubio [D] Municipal separate storm sewer systems: financial capability Dead Watch Legislative and Regulatory ACCOC - NYC analysis Would require the State Water Resources Control Board, by Policies: Water Quality and LOCC -Watch July 1, 2021, to establish financial capability assessment guidelines for Supply-Support measures CASA-Watch municipal separate storm sewer system permittees that are adequate that promote and provide for ACWA-Watch and consistent when considering the costs to local jurisdictions. The bill the use of reclaimed water CSDA-Watch would require the state board and the regional boards to continue using available regulatory tools and other approaches to foster collaboration with permittees to implement permit requirements in light of the costs of implementation. OCSD State Bills of Interest BILL AUTHOR SUMMARY LATEST ACTION OCSD LEGISLATIVE PLAN OTHER POSITION POSITIONS AB 2560 Quirk [D] Water quality: notification and response levels: procedures The Signed into law by the Watch State Priorities: Monitor ACCOC - NYC California Safe Drinking Water Act requires the State Water Resources Governor state legislation as well as LOCC -Watch Control Board to adopt drinking water standards for contaminants in State Water Resources CASA-Watch drinking water based upon specified criteria and requires any person who Control Board (SWRCB) ACWA-Watch owns a public water system to ensure that the system, among other regulatory activity related to CSDA-Watch things, complies with those drinking water standards. The act requires a PFAS. public water system to provide prescribed notices within 30 days after it is first informed of a confirmed detection of a contaminant found in drinking water delivered by the public water system for human consumption that is in excess of a maximum contaminant level, a notification level, or a response level established by the state board. This bill would require the state board to comply with specified public notice and comment procedures when establishing or revising notification or response levels. AB 2612 Maienschein [D] Greenhouse Gas Reduction Fund: recycling: appropriation Would, Dead Watch Guiding Principles: Seek ACCOC - NYC beginning in the 2020-21 fiscal year, would continuously appropriate funds for OCSD projects LOCC - Support $100,000,000 from the Greenhouse Gas Reduction Fund annually to the through grants, CASA- Support Department of Resources Recycling and Recovery for in-state organic appropriations, or other ACWA-Watch waste recycling projects that reduce greenhouse gas emissions and means CSDA-Watch achieve certain organic waste disposal goals, as specified. The bill, beginning in the 2020-21 fiscal year, would also continuously appropriate $100,000,000 from the fund annually to the department for in- state recycling projects that reduce greenhouse gas emissions and help achieve a specified state policy relating to solid waste, as specified. AB 2762 Muratsuchi [D] Cosmetics: safety. The Sherman Food, Drug, and Cosmetic Law Signed into law by the Support State Priorities: Monitor ACCOC - NYC prohibits the manufacture, sale, delivery, holding, or offer for sale of Governor state legislation as well as LOCC - NYC adulterated cosmetics, and prescribes when a cosmetic is adulterated, State Water Resources CASA- Support including when it bears or contains a poisonous or deleterious substance Control Board (SWRCB) ACWA- NYC that may render it injurious to users when used as directed in the regulatory activity related to CSDA- NYC cosmetic's labeling or advertising or under customary or usual PFAS. conditions. Provisions of this law are enforced by the State Department of Public Health. This bill would, commencing January 1, 2025, prohibit a person or entity from manufacturing, selling, delivering, holding, or offering for sale, in commerce any cosmetic product that contains any of several specified intentionally added ingredients, except under specified circumstances. AB 2943 Ting [D] Surplus property: disposal Current law prescribes requirements for the Dead Watch Legislative and Regulatory ACCOC - NYC disposal of surplus land, as defined, by a local agency, as defined. Policies: Special Districts - LOCC -Watch Current law requires land to be declared surplus land or exempt surplus Oppose further state CASA-Watch land, as supported by written findings, before a local agency takes any regulations that adversely ACWA-Watch action to dispose of it consistent with the agency's policies or impact special district CSDA-Watch procedures. This bill would provide that the provisions regulating the financing, operations, and disposal of surplus land shall not be construed to require a local agency administration. to dispose of land that is determined to be surplus. OCSD State Bills of Interest BILL AUTHOR SUMMARY LATEST ACTION OCSD OTHER L ad • . . POSITIONS AB 3147 Gabriel [D] Fees for development projects Would require a judicial action or Dead Watch Legislative and Regulatory ACCOC- NYC proceeding to be conducted in accordance with other procedures that, Policies: Special Districts - LOCC -Watch among other things, require a protest to be filed within 90 days after the Oppose further state CASA-Watch imposition of the fees and an action to attack, review, set aside, void, or regulations that adversely ACWA-Watch annul the imposition of the fees to be filed within 180 days after delivery impact special district CSDA-Oppose of a specified notice by the local agency. The bill would require revenues financing, operations, and in excess of actual cost to be used to reimburse the payor of the fee or administration. service charge. AB 3163 Salas [D] Energy: biomethane: procurement. Current law requires the Public Signed into law by the Support Legislative and Regulatory ACCOC - NYC Utilities Commission, in consultation with the State Air Resources Board, Governor Policies: Biosolids and LOCC -Watch to consider adopting specific biomethane procurement targets or goals Biogas -Support streamlined CASA- Support for each gas corporation so that each gas corporation procures a legislation, regulations and ACWA- NYC proportionate share, as determined by the commission, of biomethane policies that encourage the CSDA-Watch annually, as specified. Current law defines "biomethane"for that purpose procurement of biogas, as biogas that meets specified standards adopted by the commission for biosolids, and compost injection into a common carrier pipeline. This bill would instead define "biomethane"for that purpose as methane produced from an organic waste feedstock, rather than biogas, that meets those specified standards and is either produced from the anaerobic decomposition of organic material or produced from the noncombustion thermal conversion of specified materials. AB 3256 Garcia [D] Climate risks: bond measure The California Drought, Water, Parks, Dead Watch Guiding Principles: Seek ACCOC - NYC Climate, Coastal Protection, and Outdoor Access For All Act of 2018, funds for OCSD projects LOCC -Watch approved by the voters as Proposition 68 at the June 5, 2018, statewide through grants, CASA-Watch direct primary election, authorizes the issuance of bonds in the amount appropriations, or other ACWA-Watch of$4,000,000,000 pursuant to the State General Obligation Bond Law to means CSDA-Watch finance a drought, water, parks, climate, coastal protection, and outdoor access for all program. This bill would state the intent of the Legislature to enact a bond measure that would address climate risks to the State of California. ACA 1 Aguiar-Curry[D] Local government financing: affordable housing and public Dead Watch Guiding Principles: Seek ACCOC - NYC infrastructure: voter approval. The California Constitution prohibits the funds for OCSD projects LOCC - Support ad valorem tax rate on real property from exceeding 1% of the full cash through grants, CASA- Support value of the property, subject to certain exceptions. This measure would appropriations, or other ACWA- NYC create an additional exception to the 1% limit that would authorize a city, means; CSDA-Support county, city and county, or special district to levy an ad valorem tax to service bonded indebtedness incurred to fund the construction, reconstruction, rehabilitation, or replacement of public infrastructure, affordable housing, or permanent supportive housing, or the acquisition or lease of real property for those purposes, if the proposition proposing that tax is approved by 55% of the voters of the city, county, or city and county, as applicable, and the proposition includes specified accountability requirements. OCSD State Bills of Interest BILL AUTHOR SUMMARY LATEST ACTION OCSD OTHER • . . POSITIONS SB 667 Hueso [D] Greenhouse gases: recycling infrastructure and facilities. Would Dead Support Legislative and Regulatory ACCOC- NYC require the Department of Resources Recycling and Recovery to Policies: Biosolids and LOCC - Support develop, on or before January 1, 2021, and would authorize the Biogas -Support the CASA- Support department to amend, a 5-year needs assessment to support innovation promotion and funding of ACWA- NYC and technological and infrastructure development, in order to meet local pilot programs, studies, CSDA- NYC specified organic waste reduction and recycling targets, as provided. The and research for the bill would require, on or before June 1, 2021, the department, in beneficial use of biosolids. coordination with the Treasurer and the California Pollution Control Financing Authority, to develop financial incentive mechanisms, including, among other mechanisms, loans and incentive payments, to fund and accelerate public and private capital towards organic waste diversion and recycling infrastructure. SB 931 Wieckowski [D] Local government meetings: agenda and documents This bill would Dead Oppose Legislative and Regulatory ACCOC - NYC require, if the local agency has an internet website, a legislative body or Policies: Special Districts - LOCC - Oppose its designee to email a copy of, or website link to, the agenda or a copy Oppose further state CASA- Oppose of all the documents constituting the agenda packet if the person regulations that adversely ACWA- Oppose requests that the items be delivered by email. The bill would require, impact special district CSDA-Oppose where the local agency determines it is technologically infeasible to send financing, operations, and a copy of all documents constituting the agenda packet or a website link administration. containing the documents by electronic mail or by other electronic means, the legislative body or its designee to send by electronic mail a copy of the agenda or a website link to the agenda and mail a copy of all other documents constituting the agenda packet in accordance with the mailing requirements. SB 996 Portantino [D] State Water Resources Control Board: Constituents of Emerging Dead Watch State Priorities: Monitor ACCOC - NYC Concern Program Would require the State Water Resources Control state legislation as well as LOCC -Watch Board to establish, maintain, and direct an ongoing, dedicated program State Water Resources CASA-Watch called the Constituents of Emerging Concern Program to assess the Control Board (SWRCB) ACWA-Watch state of information and recommend areas for further study on regulatory activity related to CSDA-Watch constituents of emerging concern in drinking water that may pose risks to PFAS. public health. The bill would require the state board to establish the Stakeholder Advisory Group and, by an unspecified date, the Science Advisory Panel, both as prescribed, to assist in the gathering and development of information for the program, among other functions. The bill would require the program to provide opportunities for public participation, including conducting stakeholder meetings and workshops to solicit relevant information and feedback for development and implementation of the program. OCSD State Bills of Interest BILL AUTHOR SUMMARY LATEST ACTION OCSD LEGISLATIVE PLAN OTHER POSITION POSITIONS SB 1044 Allen [D] Firefighting equipment and foam: PFAS chemicals. Would, Signed into law by the Watch State Priorities: Monitor ACCOC - NYC commencing January 1, 2022, require any person, including a Governor state legislation as well as LOCC -Watch manufacturer, as defined, that sells firefighter personal protective State Water Resources CASA-Watch equipment to any person or public entity to provide a written notice to the Control Board (SWRCB) ACWA-Watch purchaser at the time of sale if the firefighter personal protective regulatory activity related to CSDA-Support equipment contains perfluoroalkyl and polyfluoroalkyl substances PFAS. (PFAS), and would provide that a violation of this requirement is punishable by a specified civil penalty. The bill would require the seller and the purchaser to retain the notice on file for at least 3 years and to furnish the notice and associated sales documentation to the State Fire Marshal within 60 days upon request, as provided. SB 1052 Hertzberg [D] Water quality: municipal wastewater agencies Would establish Dead Watch Legislative and Regulatory ACCOC - NYC municipal wastewater agencies and would authorize a municipal Policies: Water Quality and LOCC - NYC wastewater agency, among other things, to enter into agreements with Supply- Support measures CASA- Sponsor entities responsible for stormwater management for the purpose of that promote and provide for ACWA-Watch managing stormwater and dry weather runoff, to acquire, construct, the use of reclaimed water CSDA-Support expand, operate, maintain, and provide facilities for specified purposes relating to managing stormwater and dry weather runoff, and to levy taxes, fees, and charges consistent with the municipal wastewater agency's existing authority in order to fund projects undertaken pursuant to the bill. SB 1056 Portantino [D] Drinking water: testing: perfluoroalkyl and polyfluoroalkyl Dead Watch State Priorities: Monitor ACCOC - NYC substances. Would require the State Water Resources Control Board, state legislation as well as LOCC -Watch on or before January 1, 2022, to certify a methodology or methodologies State Water Resources CASA-Watch for testing drinking water, groundwater, and surface water for Control Board (SWRCB) ACWA-Watch perfluoroalkyl and polyfluoroalkyl substances, as provided, and to regulatory activity related to CSDA-Watch accredit qualified laboratories in California to analyze perfluoroalkyl and PFAS. polyfluoroalkyl substances pursuant to the adopted methodology or methodologies. SB 1099 Dodd [D] Emergency backup generators: critical facilities: exemption Would, Dead Watch Guiding Principles: Oppose ACCOC - NYC consistent with federal law, require air districts to adopt a rule, or revise redundant regulatory and LOCC -Watch its existing rules, to allow critical facilities with a permitted emergency legislative requirements that CASA-Watch backup generator to use that emergency backup generator during a cause undue constraints on ACWA-Watch deenergization event or other loss of power, and to test and maintain that efficient operations CSDA-Support emergency backup generator, as specified, without having that usage, testing, or maintenance count toward that emergency backup generator's time limitation on actual usage and routine testing and maintenance. The bill would prohibit air districts from imposing a fee on the issuance or renewal of a permit issued for those critical facility emergency backup generators. OCSD State Bills of Interest POSITIONSBILL AUTHOR SUMMARY LATEST ACTION OCSI) LEGISLATIVE PLAN OTHER POSITION SB 1159 Hill [D] Workers' compensation: COVID-19: critical workers. Would, until an Signed into law by the Watch Legislative and Regulatory ACCOC- NYC unspecified date, define "injury"for a critical worker, as specified, to Governor Policies: Human Resources LOCC -Watch include illness or death that results from exposure to coronavirus disease -Support measures to reform CASA-Watch 2019 (COVID-19) under specified circumstances. The bill would create a current workers ACWA-Watch disputable presumption, as specified, that an injury that develops or compensation formulas that CSDA-Watch manifests itself while a critical worker is employed arose out of and in the rely on a proportionate course of the employment. exposure formula. SB 1352 Hueso [D] Gas corporations: renewable gas procurement Would require the Dead Watch Legislative and Regulatory ACCOC - NYC Public Utilities Commission to establish a renewable gas, as defined, Policies: Biosolids and LOCC -Watch procurement program that requires each gas corporation to procure Biogas -Support streamlined CASA-Watch renewable gas in an amount so that, by January 1, 2030, at least 20 legislation, regulations and ACWA- NYC percent of the total volume of gas delivered to core customers in policies that encourage the CSDA- NYC California by that gas corporation is renewable gas. The bill would procurement of biogas, require the commission, in designing and implementing the program, to biosolids, and compost ensure that the renewable gas procurement program is a cost-effective means to achieve forecast reductions in emissions of short-lived climate pollutants pursuant to specified laws and that the program complies with all applicable state and federal laws. SB 1383 Jackson [D] Unlawful employment practice: family leave Would revise and recast Signed into law by the Watch Legislative and Regulatory ACCOC - NYC specified provisions to make it an unlawful employment practice for any Governor Policies: Public Health - LOCC -Watch employer to refuse to grant a request by an employee to take up to 12 Monitor legislation that CASA-Watch workweeks of unpaid protected leave during any 12-month period to provides additional ACWA-Watch bond with a new child of the employee or to care for themselves or a occupational safety and CSDA-Oppose child, parent, grandparent, grandchild, sibling, spouse, or domestic health standard requirements partner, as specified. The bill would require an employer who employees' for employees, contractors, both parents of a child to grant leave to each employee. or subcontractors. Legend: ACC-OC -Association of California Cities, Orange County LOCC - League of California Cities NYC- Not Yet Considered CASA- California Association of Sanitation Agencies ACWA-Association of California Water Agencies CSDA- California Special Districts Association OCSD's Grant and Loan Funding Tracker 2019-2020 Name of Grant/Loan Synopsis of Grant/Loan Amount of Grant/Loan Amount Applying Y/N Project/Pro ram Reason Match Deadline Category Rcvd Grant/ Applying for j g g y Financing YIN STATE The Organics Grant Program is part of California Climate Investments,a statewide program that puts billions of cap-and-trade dollars to work reducing greenhouse gas emissions,strengthening the economy,and improving public health and the Food-Waste Co-Digestion facility environment-particularly in disadvantaged and/or low-income communities. The Cap- at Plant No.2 in Huntington We will review the possible funding Organics Grant Program and-Trade program also creates a financial incentive for industries to invest in clean Application materials for FY 2020-21 will TBD Yes Beach to accept up to 150 wet opportunity to determine if it is a fit for TBD TBD Energy/Recycling No technologies and develop innovative ways to reduce pollution. California Climate tentatively be available summer 2020. tons per day(wtpd)of pre- the Sanitation District. Investments projects include affordable housing,renewable energy,public processed source separated transportation,zero-emission vehicles,environmental restoration,more sustainable organics. agriculture,recycling,and much more. At least 35 percent of these investments are made in disadvantaged and low-income communities. The purpose of the Community Power Resiliency Allocation to Special Districts CalOES Grant-Community Power Program is to support California special districts with additional preparedness We did not meet the requirements of Resiliency Allocation to Special measures in response to power outage events.Of the$50 million overall appropriation $300,000 $300,000 No Portable Generators the grant. NA 10/30/2020 Renewable energy No Districts Program for Community Power Resiliency funding,$20 million has been reserved for special district needs. The Proposition 1 IRWM Grant Program,administered by DWR,provides funding for TPA and OCSD are monitoring the projects that help meet the long term water needs of the state,including: grant program development from the Santa Ana Watershed Project Authority Integrated Regional Water TBD NA No NA (SAWPA).Currently,Round 2 has yet 50% NA.Will return in 2021 Water No Management(IRWM)Grant Program Assisting water infrastructure systems adapt to climate change; for Round 2 Providing incentives throughout each watershed to collaborate in managing the to be announced.TPA and OCSD will region's water resources and setting regional priorities for water infrastructure continue to watch this and other matches. FEDERAL TBD We are waiting to hear back on this grant and anticipate The Title XVI Water Reclamation and Reuse Projects funding opportunity allows for to receive notice by sponsors of water reclamation and reuse projects that are congressionally authorized Summer 2020 The Water Infrastructure Improvements or are eligible under section 4009(c)of the WIIN Act to request cost-shared funding for Reclamation is making up to$20 million Final Expansion of GW IRSThe Sanitation District applied for $20mm or 25%of (Congress has available for those projects authorized under the $3 million Yes Headworks Segregation project that will project costs 6/2 812 0 1 9 Water/Infrastructure demanded that Act(WIIN) planning,design and construction of those Projects.Water reclamation and reuse WIIN Act. Headworks(P2-122) help to bring more water to the GWRS. whichever is less. project projects provide improved ed efficiency,flexibility during water shortages and diversifies the water supply. recommendations be transmitted to without delay as part of USBR FY 2021 Spending Bill) USEPA published allocation formula with deadline for USEPA is authorized to provide grants assistance of public agencies to control TBD.We will monitor for possible public comments Stormwater and CSO Grant Program stormwater flows and CSO's.Funding through state awards. Funding cost-share is not identified in the law TBD funding opportunities/A TBD FY 2020-$28 million Yes Anticipate by July 2020 Water/Infrastructure 9/3/2020.Expect formal allocation to State as early as 45 days after 9/3/2020 Updated 10/19/2020 OCSD's Grant and Loan Funding Tracker 2019-2020 Name of Grant/Loan Synopsis of Grant/Loan Amount of Grant/Loan Amount Applying Y/N Project/Pro ram Reason Match Deadline Category Rcvd Grant/ Applying for g g y Financing YIN Project Funding Opportunity: Energy production to reduce Through the WaterSmart program,USBR will costs of recycled water through innovative technologies. ssue solicitations for innovative approaches to We will review the possible funding The Department of Energy(DOE), The DOE's Office of Energy Efficiency is likely to continue to be funded by Congress to TBD.We will monitor for possible Innovative water monitoring USBR and USEPA support such efforts as bio as,biosolids and green ener managing water and water treatment through TBD funding opportunities technology that can produce opportunity to determine if it is a fit for N/A TBD Energy/Water/Infrastructure TBD pp g g gy' technology and processes for FY 2020-$60 g pp re p the Sanitation District. million efficient real time monitoring and data analysis,Biogas Management and Use Improvements. The goal of this funding opportunity is to increase use of AD to manage food waste. We will not be applying for this grant as The Environmental Protection Agency Another goal is to support the after further research we do not feel we (EPA) Supporting Anerobic Digestion in Communities. $300,000 $300,000 No development of new AD will be qualified as there is an No 7/14/2020 Energy/Recycling No infrastructure in the U.S.EPA is educational component that we do not interested in funding projects that meet increase anaerobic digestion capacity in the United States. Other The primary focus of the Community Partnering Program(CPP)is sponsorship of water conservation and water-use efficiency programs and activities.Applications must be submitted 30 days prior to the start date of the event or program. Community Partnering Program Grant Metropolitan Water District Requests for a maximum$2,000 award will be $2,000 Yes For Plant No.1 Signage Applied Match ongoing Education Yes reviewed year-round and funds are awarded throughout the year.Funds are limited, however,and may be depleted prior to the ending of this fiscal year(June 30). The California Government Operations Agency (GovOps)will award$500,000 in grants as part of the statewide California Mass Timber Building Competition.Grants will be awarded to selected proponent teams presenting viable and Mass Timber Competition CalGovOps repeatable mass timber solutions for $40,000 Yes Headquarters Building Applied No 03/18/19 Environment Yes commercial and multi-family projects in California.The competition is being hosted by GovOps and administered by WoodWorks— Wood Products Council. Updated 10/19/2020 SAN1TgT�O Q � o � Presented B Eric Sapirstein ENS Resources, Inc . November 9 , 2020 • • Key Activeities :�AND I M PACTS • House Majority Increases • Senate Majority Remains Open Question • Key Issues and Impacts for Lame Duck Session • FY 21 Spending Package • Covid-19 Relief Assistance • Transition—Executive Orders Infrastructure Policymaking • Drafting Legislation Begins In Earnest • Priorities to Include Environmental Justice • Re-invigorated Commitment to SRF, WIFIA and Grants • Buy America • Budget and Deficit Control Act FiscaIY6 iL2022Appropriations • Expired Deficit Reduction Act Mandates • Budget Submission February • Revised FY 21 Spending Request Page 2 Questions � � T WNSEND PUBLIC AFFAIRS EST T PA 1998 SANir CD THE TPA Presentation to: WWW.TOWNSENDPA.COM Orange County Sanitation SACRAMENTO • WASHINGTON, DC SOUTHERN CALIFORNIA • NORTHERN CALIFORNIA November Agenda lb- Legislative Update Election Results Political Implications Slide 2 Legislative Update End of Session Update • New Legislature expected to re-convene on January 4, 2021 • Start of a new two-year legislative session • Both Senate and Assembly are expected to begin the year in a limited in-person format • Potential for reduced number of committee hearings to reduce in- person interactions SACR ENTO -- 1Qi1 Weir Election Results Election Results (As of November 5) • Eight new State Senators (All Democrat) • Ten Assembly Members (5 Republican, 5 Democrat) Newly Elected Members of the Legislatugre.-mmmm" Assembly ,I District Senate District Kathy Miller — D AD-13 Susan Talamantes Eggman — D SD-5 Alex Lee — D AD-25 Josh Becker — D SD-13 Thurston "Smitty" Smith — R AD-33 Dave Cortese — D SD-15 Steve Bennett — D AD-37 John Laird — D SD-17 Suzette Martinez Valladares — R AD-38 Monique Limon — D SD-19 Lisa Calderon — D AD-57 Abigail Medina — D SD-23 Kelly Seyarto — R AD-67 Josh Newman — D SD-29 Janet Nguyen — R AD-72 Dave Min — D SD-37 Laurie Davies — R AD-73 Chris Ward — D AD-78 Political Implications Political Implications (As of November 5) kh- Assembly (1 ) KEY: Democrats Democrats are six votes over the two-thirds threshold. Republicans Senate Independents Democrats are two votes over the two-thirds threshold. Democrats will not need Republican votes to pass tax measures, urgency clauses, or ballot measures. o JNj S A N I Tq T2 � � O cc CDp Tf" W N S E N D PUBL , AF , AIR _. 9oT� THE EST TPA 1998 cr/N EN` PO Thank Cori Williams Eric O'Donnell Southern California Senior Director Senior Associate CWilliams@townsendpa.com EODonnell@townsendpa.com www.townsendQa.com www.townsendQa.com oJ�V SAN17gTO9 Orange Count Sanitation District Administration Building 5� o, g � 10844 Ellis Avenue 2 9 Fountain Valley, CA 92708 LEGISLATIVE AND PUBLIC AFFAIRS (714)5937433 COMMITTEE 9oTFCTN0 THE Agenda Report File #: 2020-1350 Agenda Date: 11/18/2020 Agenda Item No: 16. FROM: James D. Herberg, General Manager SUBJECT: PUBLIC AFFAIRS UPDATE FOR THE MONTHS OF SEPTEMBER AND OCTOBER 2020 GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Receive and file the Public Affairs Update for the months of September and October 2020. BACKGROUND Staff will provide an update on recent public affairs activities. RELEVANT STANDARDS • Maintain influential legislative advocacy and a public outreach program • Build brand, trust, and support with policy makers and community leaders • Maintain collaborative and cooperative relationships with regulators, stakeholders, and neighboring communities • Listen to and seriously consider community input on environmental concerns PROBLEM The Orange County Sanitation District (Sanitation District) is well-recognized within the water/wastewater industry; however, within our service area there is limited knowledge by our customers of the important work we do to protect public health and the environment. In general, the customers we serve do not realize that when they improperly dispose of waste into the sanitation system, it can negatively affect our sewer lines, our treatment plants, and the quality of water we supply for the Groundwater Replenishment System. PROPOSED SOLUTION By providing tours, community outreach, education, and general communication via the Sanitation District's website, social media outlets, and direct mailings, we have the ability to educate the community, local agencies, and businesses on our messaging such as the What2Flush program, energy production, water recycling, biosolids, and our source control program. This, in turn, helps improve the quality of wastewater that is recycled or released to the ocean. Orange County Sanitation District Page 1 of 3 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1350 Agenda Date: 11/18/2020 Agenda Item No: 16. TIMING CONCERNS N/A RAMIFICATIONS OF NOT TAKING ACTION If we do not educate the community, local agencies, and area businesses about the Sanitation District, we may not have the support necessary to deliver our mission. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION Current activities for the months of September and October Outreach Report Staff has created a new outreach report that includes tours, website postings, social media postings, construction notifications, speaker engagements, and more. This report is included as an attachment to this Agenda Report. Virtual Tours Due to the COVID-19 pandemic, our Plant tours have been temporarily suspended. To continue engaging with the community and our stakeholders, staff has developed virtual tours of the Plant which has allowed participants an opportunity to remotely visit the Sanitation District and learn how we protect public health and the environment. Over the last two months, nine virtual tours have taken place reaching 368 people with more coming in the future. OC Polling As a follow-up to the poll conducted in March 2020 to determine the service area's awareness of the Sanitation District, a new poll took place to identify any changes or improvements in the awareness level. The polling was conducted via social media and direct phone calls, and a verbal report will be given at the Committee meeting. Inside the Outdoors Inside the Outdoors has continued to reach out to our community to help spread the Sanitation District's messaging. Over the 2019-2020 school year a total of 2,550 students were reached: 944 elementary students for our Scientist of the Sewers program and 1,606 high school students for our Drip Drop program. Most of the participating schools are in Anaheim, Buena Park, Garden Grove, Newport-Mesa, Orange, Santa Ana, and Westminster. Volunteer Incentive Program Virtual Event In September we celebrated our employees who volunteer their time and effort to support the Sanitation District's educational mission through the Volunteer Incentive Program (VIP). Due to COVID-19 restrictions, we were unable to gather in person as we typically do for the annual luncheon, however, we held a virtual celebration to recognize our VIPs. The Board Chair and Vice Orange County Sanitation District Page 2 of 3 Printed on 11/10/2020 powered by LegistarTM File #: 2020-1350 Agenda Date: 11/18/2020 Agenda Item No: 16. Chair participated in the celebration to help recognize our staff. We had over 800 hours of volunteer time dedicated to support 112 tours, eight community events, and 20 speaking engagements. Through these efforts, it is estimated that the Sanitation District reached 3,690 people in fiscal year 2019/20. The Sanitation District Has a New Logo In September, the Board of Directors approved a new logo and name for the Sanitation District. We will officially be referred to as OC San and discontinue using OCSD. The new logo and name will be more reflective of the modern agency that we are and allow us to continue to stand out from the crowd. The new logo is easy to recognize and the revised branding and imaging will slowly be rolled out over the next two years. Member Agency Outreach Toolkit To continue spreading our messaging, the third outreach toolkit was distributed to our member agencies to use in their communication platforms. This toolkit highlights the Sanitation District's general focus on FOG (Fats, Oils and Grease). A series of videos, graphics, and fact sheet were provided that can be used on social media, websites, and local cable channels. Awards: • Excellence in Management Award The Sanitation District was recently given the Excellence in Management Gold Recognition which acknowledges the significant achievements of agencies in the utility management arena. The program honors member agencies that are implementing management practices that address a range of challenges. • Utility of the Future The Sanitation District has once again been recognized by various national water sector organizations including the Water Environment Federation (WEF) and the National Association of Clean Water Agencies (NACWA) as a "Utility of the Future Today". The Utility of the Future award highlights the progress and exceptional performance of achievements of water utilities that transform from the traditional wastewater treatment system to a resource recovery center and leader in the overall sustainability and resilience of the communities they serve. • Excellence in Procurement Award The Sanitation District has received the 2020 Achievement of Excellence in Procurement (AEP) Award from the National Procurement Institute. The AEP Award is earned by public and non- profit agencies that demonstrate a commitment to procurement excellence and recognizes organizations that embrace innovation, professionalism, productivity, leadership, and e- procurement. ATTACHMENTS The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Outreach and Media Summary Report September-October 2020 Orange County Sanitation District Page 3 of 3 Printed on 11/10/2020 powered by LegistarTM Outreach and Media Summary �NIN SANlTq��o o THE EN September = October 2020 OCSD Public Affairs Office Table of Contents OUTREACH REPORT..................................................................PAGE 1 FACEBOOK POSTINGS ..................................................................PAGE 3 TWITTER POSTINGS ..................................................................PAGE 11 INSTAGRAM POSTINGS...............................................................PAGE 13 ARTICLE SUMMARY...................................................................PAGE 15 Outreach Report September-October 2020 Date Tours Attendees Tour Guide 9/12/2020 OCSD Virtual Tour 52 Cortney Light 9/16//2020 OCSD /OCWD Virtual Tour 36 Jim Herberg/Mike Markus 9/30/2020 OCSD/OCWD Nursing Virtual Tour 75 Cortney Light 10/5//2020 Boy Scouts Virtual Tour 33 Belen Carrillo 10/7/2020 Grand Jury Tour 6 Jim Herberg/Rob Thompson 10/13//2020 OCSD Virtual Tour 55 Dickie Fernandez 10/14/2020 UCI Virtual Tour 46 Dickie Fernandez *10/30/2020 State of the District Virtual Tour 15 Jim Herberg/Rob Thompson *10/31/2020 OCSD Virtual Tour 50 Cortney Light Date Speaking Engagements Attendees Presenter 9/2/2020 SCAP- Effluent Limit Impacts When 30 George Robertson/ Moving to 100% Reuse Jim Herber 9/12/2020 Citizens Climate Lobby 10 Director Glenn Parke 9/21/2020 University of Mass.Amherst 20 Violet Renick 10/1/2020 North American Society for Trenchless 200 Raul Cuellar/Brad Technology presentation Moore 10/13/2020 Rossmoor Community Services District 15 Kathy Millea Board presentation 10/15/2020 Orange Coast College Marine Policy 37 Jeff Armstrong and Conservation. *10/21/2020 UCI-Wastewater Treatment and 20 Tom Meregillano Challenges *10/23/2020 Society of Women's Engineers: 100 Valerie Ratto Evening with the Industry *10/27/2020 OCWD Webinar: Careers in 100 Mary Farazmehr Water/Wastewater Industry *10/29/2020 CASQA Quarterly Meeting on Urban 40 Lan Wiborg Runoff Program *10/30/2020 OCSD State of the District 150 Jim Herberg/Chair Shawver *These events have not occurred at time of this report, therefore #of attendees is estimated. Construction Outreach Notifications Project Area Number of Construction Notices #of People Website Posts and Reached Text Alerts Newport Beach 1 notification 15 Westminster Electronic Communication 2 website posts/ 2 text alerts Huntington 1 notification 200 Beach Anaheim 4 notifications 2260 4 website posts/ 4 text alerts Seal Beach 1 notification 9,000 External #of People Communications Distribution Reached 5 Minutes Per Four 1,276 Month Board Member Two 50 Talking Points Member One 25 Outreach Toolkit Website Posts 12 posts 129 views Facebook 46 posts 5k people Twitter 40 tweets 15k people Instagram 40 posts 7k people Facebook Posts Sept-Oct 2020 Page Summary Last 28 days c Export Data b Results fro;i Sep 21,2020-Oct 18,2020 Note-Does not include today's data.Insights activity is reported in the Pacific time zone.Ads activity is reported in the 0 Organic Paid time zone of your ad account Actions on Page i Page views + Page Previews r September 21-October 18 September 21-October 18 September 21-October 18 1 258 3 Total Actions on Page &100% Total Fage'•:'je:;-.289u Page Previews &0% n Page Likes + Post Reach Story Reach September 21-October 18 September 21-October 18 September 21-October 18 3 17426 Get Story Insights See stats on how your Page's recent Page Likes v 50% People Reached.109 stories have performed. Recommendations + Post Engagement Videos J September 21 -October 18 September 2 i -uc.00er 13 September 21-October 18 KhEN 458 721 M::: Post Engagement.27% 3-Second Video Views v 22% MEMO We have insufficient data to show for the selected time period Page Followers September 21-October 18 2 Page Followers.67% A A Page Summary Last 28 days -- Results from Sep 17,2020-Oct 14, 2020 Note_ Does not include today's data Insights activity is reported in the Pacific time zone.Ads activity is reported it time zone of your ad account. Actions on Page Page Views + September 17-October 14 September 17-October 14 1 270 Total Actions on Page.100% Total Page Views v 24% Page Previews Page Likes September 17-October 14 September 17-October 14 3 2 Page Previews v 40% Page Likes v 67% n Post Reach Story Reach September 17-October 14 Septemoer 17-October 14 1 ,634 Get Story Insights See stats on how your Page's recent Feople Reached .20% stories have performed Recommendations Post Engagement l September 17-October 14 September 17-October 14 497 ■��� Post Engagement v 14% mass We have insufficient data to show for the selected time period Actions on Page + Page Yews + Page Previews + August 20-September 16 August 20-September 16 August 20-September 16 354 5 Total Paqe Views.30% Page Previews v 28% We have insufficient data to show for the selected time period. Page Likes + Post Reach Story Reach r August 20-September 16 cs �,Dfember 16 6 1 ,366 Get Story Insights See scats on how your Page's recent Page Like= .20% People Reached.90/6 stories have performed J� Recommendations Post Engagement + Videos + August 20-September 16 August 20-September 16 August 20-September 16 575 859 ■eu Post Emagement.281/, .deo Views.66% We have insufficient data to show for the selected time period_ Page Followers if Orders August 20-September 16 N,_r,:_; September 16 7 0 Page Followers.40% Number of Orders.0% n A A J EEaarnings from Orders.0% All Posts Published E Reach-Organic I Paid Post Clicks ■ Reactions.Comments& Published Post Type Targeting Reach Engagement 10/19/2020 It's#MemberMonday!Our member r 44 2:12 PM this week is Tustin.in 2016 OCSD 10/18/2020 ® Join us for our live virtual State of the r 80 11:51 AM District event- Everyone is 10/17/2020 The sun goes down and the ghouls r 216 13 11: ��. come out to play.Can you find the 18 1 0/1 512 0 2 0 Construction Alert for the City of Anaheim-Municipal Government- r 117 5 10/14/2020 Hoot Hoot. Hooray!OCSD received 103 9 a c the 2020 Achievement of Excellence 8 . 1011212020 #MemberMonday Connected r 127 4 1 47 4-.+ through pipes!Did you know that 2 10/11/2020 We would like to invite you to our r 106 3 '- =%1 first-ever live virtual State of the 4 10/09/2020 Hours'worth of work squeezed into 04 366 43 — 30 seconds of video.These are 34 101108/2020 You've heard of the Cha Cha slide. 111114 210 31 - the Nae Nae,and maybe even the 8 ■ 10/07/2020 It's the little things like clean fresh air 04 101 - 2 that many of us look forward to at the 3 10/-0612020 They clean,they treat,they work in a r 343 20 team.Those are just some of the 18 10/05.12020 "_�_ Did you know OCSD owns and r tpi 138 2 maintains approximately 54 miles of 6 10/02/2020 No job is too big for OCSD!Our 04 164 — 13 Headworks.the first stop for the 120 5 09130.12020 ® #OCSDJobs are the best jobs,but 04 62 - 3 that's jut our opinion Check out 1 09/28/2020 Another#MemberMonday with the r 136 5 3-07 PM #CityOfBuenaPark Did you know 6 09/27/2020 Ever wondered why you can only Will 117 5 1_ rll mb, flush Toilet Paper and not other kinds 5 09/25/2020 JiMp OCSD Enhances the Local Economy r 144 12 a_- als and Captures it all in Capital 7 09123/2020 Traffic impacts at State Blvd and r 133 4 Lincoln Ave in City of Anaheim- 3 09/23/2020 IL Always remember the 3 Ps when r 331 40 P at flushing your toilet. It keeps that to, 30 09121/2020 This week.for our#MemberMonday r � 130 6 _- -% ;,,e are highlighting the City of Milli 5 09119?2020 What time is it?#CoastalCleanup r 153 9 I, --- Time!There's still time to head on 6 09/18/2020 Do you know how the regional sewer 390 25 system is maintained?OCSD has 20 09/16/2020 Back to back!The Steering 88 1 ii - committee(5 p.m.)and Board J ' 1 09/15/2020 Its that time again_ 296 31 #NationallTProfessionalsDay.00SD 15 09/14/2020 City of Newport Beach-City Hall has r 164 13 s I one of our favorites. Balboa Island 11 09/14/2020 ■ It's all virtual now. Register and join r � 99 1 the meeting here: 3i 1 09/1312020 a Construction Alert in City of Anaheim- r 117 t 7 - 1_ ��` Municipal Government. Restricted 2 0911312020 The time has come. Nightwork on the r 123 3 _3 Westminster Blvd. Sewer Project 1 09/11/2020 #NeverForget 0 r 153 8 ,- ,- ., 11 09109I2020 In exactly 1 week! OCSD and OCWD 7 will be doing a LIVE Joint Virtual r � 191 11 � 09/09/2020 ZZZ6 September 14 at noon is the next 31 J ,� 113 5 _= Legislative and Public Affairs 1 09?07+2020 Ak Stay Safe. Stay Healthy this Labor 128 — 3 __ Day Here's a quick message from 3 09/05/2020 10 You have 1 week left until the Live �� 362 29 _ __ -• OCSD Virtual Tour on Sat. Sept. 12 21 09/04/2020 When we say were prepared,we fp `� 255 22 � mean it!The New York Times 24 09/03/2020 Watch the Meeting the Moment video �� 172 24 � put together by California Association 8 09/03/2020 AL"-1 The Administration Committee — 2 7 Meeting is happening next week on `� 110 1 09/03/2020 -or Join virtually! Learn more and ask r �� 113 — 2 - .. questions regarding the Bay Bridge 1 09/01/2020 ''ou ve been behind the scenes 35 r efore, but have you been"above �� 177 18 08/31/2020 Cityof Fullerton,home of r ,� 179 — 26 __ #CalStateFullerton AND an OCSD 7 08/29/2020 Did someone say Tour Time?We're 157 — 6 I F,.%l in!Are you?Join Cortney_a Tour 3 08127/2020 Can you say`I applied at OCSD in 208 — 24 _,GV 20207'Because all our new hires 11 08126/2020 Join in on our Operations Committee 76 - 1 Meeting on Wednesday. Sept_2 at 5 J 1 08126/2020 And the CWEA Presidents Award fp � 551 36 — _ __-• J, goes too. .Source Control 42 08/25/2020 —9. On Wednesdays we watch Webinars. 11-3 � 130 12 � '� 5 Register now!Join our very own 081214/2020 City of Huntington Beach- 9 _ " Government is known as#SurtCity r 149 5 , 08/22/2020 We can basically smell M Can you? 11 _ _ -. Coffee in the morning is like a dream �� 145 6 , Graphs of Page Likes, Post Reach and Total Views for Sept-Oct 2020 Total Page Likes: 964 Total Page Likes goo 23 25 27 29 11 02 04 08 08 10 12 14 18 1S 20 22 24 28 2E 30:02 04 06 08 10 12 OCT Page Likes The number of organic Page likes, paid Page likes and unlikes Unlikes i,, Organic Likes 0 Paid Likes 23 25 27 29 31 02 04 08 08 10 12 14 18 18 20 22 24 28 28 30 02 04 06 08 10 12 14 18 18 Post Reach The number of people who saw any of your posts at least once.This metric is estimated. Organic Paid E G t 300 F 200 100 0, 23 25 Z7 29 31 ;Q2 04 06 08 10 12 14 16 18 20 22 24 26 28 30:02 04 08 08 10 12 14 18 18 AUG SEP OCT Total Views By Section Total Views 31 21 1n n mug=3 g Sep: Sep 11 Sep 1- Sep__ Sep 29 Crt n ri 12 ort 1: Twitter Posts Sept-Oct 2020 Account1� Orange County Sanitation District a>ys 28 day summary eo ch—geove-prew 5peMd T,.e - TA V.IryeEegn6 Prolee low MenM FOecYv_'6 21 &22.2% 7,860 tts.3% 72 t2o o% 6 433.3% 1,667 t3 Oct 2020•18 days so tar_. 7 1=HGHJGr S Top Tweet earned 813 impress Top mention=:-ea'3 engagerr,ent Get your Tweets in front of Youve heard of the Cha Cha slide.the Nae Districts Make the Difference more people Nae and maybe even the famous TikTok - =romcte:Twee:s a•,content oper up yolr Renegade.but have you heard of the churn •eacn or Twiner tc more people Jain:--OC Sewers for its first-ever live virtual and turn move?That s the latest rage at State of the District event on Friday.October OCSD See it here first #WaterprofessionalsWeek 30 The event will e exciting #WeAreCAWater#CAWaterWeek advances and includeude a a special presentation �� from�RepLouCorrea. SLAAMITY #WorkforWater Ta pic twitter comfOzelGOB5w7 ''•2 626�me r Registe conta cd vr 30ENUA 1 4,626 #DisVictsMaketheDifference amN ae rerdore #OrangeCounty 51 4 pic hvitter comrySGawE8Jwd rew orawra 1 State ilo. View Tweet activity `Jew all Tweet wtvrr, District Top Follower followed oy 10.4K people ® Top media Tweet #MemberMonday.Connected through pipes!Did you know that OCSD owns a Rebuild So Cal sewer line on Brea Boulevard in the City of Brea that continues into Fullerton.Anaheim. Garden Grove and ends at our Plant No.I in °c.,tre 4.fornaa. .. a. n Fountain Valley.This sewer line is called the Vew profile Euclid Seaver Trunk.#CityofBrea pic hvitter comlxznBtdspCRG .1 View Tweet activity Vew all Tweet aurvny Sep 2020•: days Wr==T H=--_-'S Se-2020 SLMAAW Top Tweet earrve3 558 impressvxrs Top mention ears. e—,ager-ents TseM TAe-wr ipeeB17fB We•our GWRS water. Orange County Water District 28 10.5K twitter.com;OCWDWaterNewsL. 3 "C''Wte Jrrs ate IMI MM r terb3f% Ci2 96 OCWD General Manager Mike Markus and 62 10 @.00Sewers General Manager Jim Herberg View Tweet activity Vew all Tweet actviry quench their thirst with a delicious sip of vew barnve� GWRS water during today's joint virtual tour 3 Top Follower f_Ilowed vy 12h peoc- #gwrs#ocwd#ocsewers#waterreuse #drinkingwater#virtualtour r, #ocwdeducation pic twitter com.Imfr'641Pj55 Dan Albano O.C.Register sgcrtswritet Tnntg Football Poo i 8 201 tttps:GYcodgghONwylN IG ocvarsityg y View profile q2 •1r Mew'weet Top media Tweet ^ed 483 #Award Season we received the Platinum Peak Performance Award which recognizes member agencies for achieving-%water discharge permit compliance over 5 years.& the Utility of the Future Award which highlights the exceptional performance of water utilities,from f�!NACWA @wef_org pic taittercomrshAHCP9i9_ s � � M View Tweet activity '.Few all Tweet actvty Instagram Posts Sept-Oct 2020 11tstn NEE G� 0 m C� • ocse. e.s ...P... 458 pL ,DM tL4— GS wky nq r OC S�DfevKt rt.DC SaN•1.]Iv D—ii Fa o..wlxc.wgovAux-dig—ncxm-nt.zti tcrrd.rj kY . a.:-e—= —w 01-9.1--rl buemk_mW~—h pc%3A%2FaaFcorwacc`w-FWEM._ VIRTUAL EVEN Y I1 rict BREA 2029 Award Winner ' A[T.V.vrw.�F.p11rK. 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Article Date Resource Link https://www.nytimes.com/2020/09/03/business/energy- environment/california-electricity-blackout- Its Electric Grid Under Strain, California Turns to Batteries 3-Sep-20 New York Times battery.html?searchResultPosition=l Orange County saves ratepayers money with WIFIA loan https://waterfm.com/orange-county-saves-ratepayer- update 8-Sep-20 Water Finance Management money-with-wifia-loan-update/ https://www.waterworld.com/wastewater/treatment/ RO Provides Promising Win in Battle against Water article/14182398/ro-provides-promising-win-in- Scarcity 14-Sep-20 Water World battle-against-water-scarcity https://smartwatermagazine.com/news/brown-and- Brown &Caldwell, Black&Veatch team up for next- caldwell/brown-caldwell-black-veatch-team-next- generation Class A wastewater digester facility 23-Sep-20 Smart Water Magazine generation-class-a-wastewater-digester Brown and Caldwell/OCSD Press Release: Brown & https://www.ocsd.com/Home/ShowDocument? id=29997 Caldwell, Black&Veatch team up for next-generation Class A wastewater digester facility 21-Sep-20 Press Release https://canada.constructconnect.com/dcn/news/ Brown and Caldwell, Black&Veatch team up for Orange projects/2020/09/brown-and-caldwell-black-veatch- County digester facility 24-Sep-20 Daily Commericial News team-up-for-orange-county-digester-facility https://www.waterworld.com/wastewater/treatment/ Brown and Caldwell, Black&Veatch to develop next- press-release/14184110/brown-and-caldwell-black- veatch-to-develop-nextgeneration-class-a- generation Class A wastewater digester facility wastewater-digester-facility 24-Sep-20 Water World Temperature-phased AD project gets underway at https://www.bioenergy-news.com/news/temperature- California wastewater plant 1-Oct-20 Bioenergy Insight wastewater-plant/ https://waterfm.com/brown-and-caldwell-black- Brown and Caldwell, Black&Veatch team up for 'next- veatch-team-up-for-next-generation-wastewater- generation' wastewater digester facility 5-Oct-20 Water Finance Management digester-facility/ oJ�1V SAN17gTO9 Orange Count Sanitation District Administration Building 5� o, g � 10844 Ellis Avenue 2 9 Fountain Valley, CA 92708 STEERING COMMITTEE (714)5937433 9oTFCTN0 THE ENVQ����2 Agenda Report File #: 2020-1356 Agenda Date: 11/18/2020 Agenda Item No: 17. FROM: James D. Herberg, General Manager Originator: Kathy Millea, Director of Engineering SUBJECT: APPROVAL OF FOUNTAIN VALLEY DEVELOPMENT AGREEMENT GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Recommend to the Board of Directors to: Approve the Development Agreement with the City of Fountain Valley and authorize its execution and implementation. BACKGROUND Between October 2016 and August of 2018, the Orange County Sanitation District (Sanitation District) acquired five properties across Ellis Avenue from Plant No. 1 . The Sanitation District plans to construct a new headquarters complex on the properties (Project). The Project will replace the existing administration building at Plant No. 1. The properties are located within the City of Fountain Valley (City). The Sanitation District must obtain certain land use approvals from the City in order to construct the Project. Over the last few months, the City and the Sanitation District have negotiated the terms of a development agreement (Development Agreement). The Development Agreement contains the following material terms: • Subject to a limited reservation of authority, the Sanitation District has the right to develop the Project in accordance with the City's approvals and the land use regulations in effect on the date when the City Council approves the Development Agreement. This right shall continue in effect for 30 years. • In consideration of these vested rights, the Sanitation District shall pay the City a one-time monetary contribution of two million nine hundred thousand dollars ($2,900,000) to compensate the City for property tax revenue lost as a result of the Project. On October 28, 2020, the City's Planning Commission approved the Project as designed, including a pedestrian bridge across Ellis Avenue, reduced requirements for parking and open space, and certain variances. This approval was and remains subject to the Sanitation District's approval and execution of the Development Agreement. The City Council is scheduled to consider the Project and the Development Agreement on November 17, 2020. If the City Council approves the Project, the Orange County Sanitation District Page 1 of 3 Printed on 11/12/2020 powered by LegistarTM File #: 2020-1356 Agenda Date: 11/18/2020 Agenda Item No: 17. approval will be contingent on the Sanitation District's approval and execution of the Development Agreement. RELEVANT STANDARDS • Protect Orange County Sanitation District assets • Maintain collaborative and cooperative relationships with regulators, stakeholders, and neighboring communities PROBLEM Currently, the Sanitation District does not have vested rights to construct the Project. This lack of certainty places the Project at risk of substantial cost escalation and/or delays to the Project. PROPOSED SOLUTION Implement a Development Agreement providing vested rights to the Sanitation District to develop the Project. TIMING CONCERNS The City Council is scheduled to consider the Development Agreement at its meeting of November 17, 2020. RAMIFICATIONS OF NOT TAKING ACTION Absent the Development Agreement, the Sanitation District would not have vested rights to construct the Project unless and until the Sanitation District expends substantial funds in reliance on building permits, and the Project would be at risk of cost escalation and/or delays. PRIOR COMMITTEE/BOARD ACTIONS June 2020 - Sanitation District Board of Directors approved award of a demolition contract for the Project. ADDITIONAL INFORMATION N/A CEQA At the Sanitation District Board meeting on June 24, 2020 the Sanitation District Board of Directors considered, received, and filed an Addendum to the City of Fountain Valley's Program Environmental Impact Report for the Fountain Valley Crossings Specific Plan. The Addendum considered whether the Project would result in any new significant impacts, or any substantial increase in the severity of identified significant impacts, as compared to the Fountain Valley Crossings Specific Plan Environmental Impact Report certified by the City Council on January 23, 2018. Orange County Sanitation District Page 2 of 3 Printed on 11/12/2020 powered by LegistarTM File #: 2020-1356 Agenda Date: 11/18/2020 Agenda Item No: 17. FINANCIAL CONSIDERATIONS This request complies with authority levels of the Sanitation District's Purchasing Ordinance. This item has been budgeted (Adopted Budget, Fiscal Years 2020-2021 and 2021-22, Section 8, Page 58, Headquarters Complex, Project No. P1-128) and the budget is sufficient for the recommended action. ATTACHMENT The following attachment(s) may be viewed on-line at the OCSD website (www.ocsd.com) with the complete agenda package: • Development Agreement Orange County Sanitation District Page 3 of 3 Printed on 11/12/2020 powered by LegistarTM EXHIBIT A DRAFT DEVELOPMENT AGREEMENT Recording Requested by and When Recorded Return to: City Clerk City of Fountain Valley 10200 Slater Avenue Fountain Valley,CA 92653 Attn: City Clerk With Copy to: Clerk of the Board Orange County Sanitation OCSD 10844 Ellis Ave. Fountain Valley,CA 92708 [Exempt from Recording Fee Per Gov. Code § 27383)] DEVELOPMENT AGREEMENT This Development Agreement("Agreement") is entered into by and between the ORANGE COUNTY SANITATION DISTRICT, a county sanitation district (OCSD), and the CITY OF FOUNTAIN VALLEY, a California general law city and municipal corporation (CITY). OCSD and the CITY are sometimes collectively referred to herein as the"Parties"and individually referred to as each"Party." RECITALS AND INTENT OF PARTIES This Agreement is made with respect to the following facts: A. OCSD owns the following parcels of real property in the CITY: Street Address(es) Parcel Number(s) 18475 Pacific Street & 18484 Bandilier Circle 156-163-06; 156-163-08 18410, 18430 & 18436 Bandilier Circle 156-163-10 18429 Pacific Street 156-163-09 18368, 18375, 18381 & 18384 Bandilier Circle 156-163-11 18350 Mt. Langley 156-163-17; 156-154-08 Collectively,these properties are referred to herein as the"OCSD Properties." The OCSD Properties are described more specifically in the legal descriptions attached hereto as Exhibit"A." Notwithstanding the defined term of OCSD Properties, or any other term of this Agreement, the Mt. Langley property will, at the time of development or redevelopment, be required to pay, in full, all then applicable City or third party fees for development, including but not limited to permit processing fees, plan check fees, business license fees, traffic impact and/or mitigation fees, park fees, subdivision fees, water/sewer connection fees, WQMP fees or inspection fees. 1 EXHIBIT A DRAFT DEVELOPMENT AGREEMENT B. OCSD applied to the CITY for permits to develop (i) an administration headquarters building and surface parking lot on the OCSD Properties, and (ii) a pedestrian bridge across Ellis Avenue connecting the new administration headquarters building with the OCSD's Reclamation Plant No. 1. In addition, the OCSD may in the future redevelop the property located at 18350 Mt. Langley for office and/or laboratory uses. Collectively, these improvements are referred to herein as the "Project." C. The OCSD Properties are within the Fountain Valley Crossings Specific Plan (FVCSP) area. On January 23, 2018, the CITY adopted the FVCSP and certified the Revised Final Environmental Impact Report, SCH No. 2015101042 for the FVCSP (FVCSP EIR). OCSD later prepared an Addendum to evaluate any Project impacts not analyzed in the FVCSP EIR. OCSD's governing board considered the Addendum when it approved the Project. This FVCSP area is intended to maximize the economic benefit from land use to the CITY and the Parties hereto desire to mutually ensure and protect the economic benefit of the FVCSP area. D. Government Code Section 65865 and Chapter 21.38 of the Fountain Valley Municipal Code authorize the CITY to enter into development agreements with property owners. By providing certainty to property owners, development agreements strengthen the public planning process, encourage private participation in comprehensive planning, provide needed public facilities, ensure community economic health, make maximum efficient utilization of resources at the least economic cost to the public, and reduce the economic costs of development. E. Without this Agreement, the CITY could change the policies, ordinances, rules, and regulations applicable to the Project after the Project is approved but before OCSD obtains a common law vested right to construct the Project as approved. Any such change could increase OCSD's costs of development and/or delay construction of the Project. OCSD desires to eliminate this risk. To that end, this Agreement includes the CITY's binding assurance that the OCSD may develop the Project in accordance with the CITY policies,ordinances,rules,and regulations in effect as of the date the City Council adopts an ordinance approving this Agreement, all as subject to the specific terms and conditions in this Agreement. F. The CITY provides a variety of services to existing land uses within the CITY,including but not limited to police, fire protection, water, and sewer collection services. New development in the CITY often increases the need for, and the cost of, these services. Without this Agreement, the Project would not contribute to any costs associated with the services provided to the OCSD Properties, including police, fire protection, water, and sewer collection services. G. This Agreement will further the comprehensive planning objectives in the CITY's General Plan and the FVCSP and result in substantial public benefits including, among others, the following: (i) as the first site in the Specific Plan area to redevelop under the FVCSCP, the Project will help stimulate the revitalization envisioned in the Specific Plan and thereby further all of the Community Objectives identified in Section 1.1 of the Specific Plan; (ii) by relocating OCSD's administrative offices from Reclamation Plant No. 1 to the Project site, the Project will allow the OCSD to use additional acreage at the Plant 1 site for development of wastewater treatment facilities; 2 EXHIBIT A DRAFT DEVELOPMENT AGREEMENT and (iii) OCSD's payment of the monetary contribution pursuant to Section 5 below will help the CITY maintain and enhance existing levels of service for police, fire protection, water, and collection of sewage throughout the CITY that might otherwise be lost as a result of the public agency ownership of the Project, the land and the improvements, thereon, whether current or in the future. The Parties agree that the payment to the CITY of Two Million Nine Hundred Thousand Dollars ($2.9 million) makes the CITY whole for all community impacts arising from the Project. H. The City Council concurrently approved the Project and this Agreement in accordance with all applicable legal requirements including, but not limited to, requirements for notice, public hearings, findings,votes, and other procedural matters. The CITY took the following actions on the specified dates: i. On September 12,2019,the City of Fountain Valley Subdivision Review Committee approved Lot Line Adjustment No. 19-01 pursuant to FVMC 21.76.040. ii. On November 21,2019,the City of Fountain Valley Subdivision Review Committee approved Lot Line Adjustment No. 19-02—Per FVMC 21.76.040. iii. On October 14,2020,the Planning Director conducted a duly noticed public hearing and approved Development Plan Review No. 20-1 and Deviations for the maximum building length, street fagade composition,parking requirements, and an Addendum to the FVCSP EIR covering the Project. These actions were contingent upon Planning Commission and City Council approval of the Project and Entitlements. iv. On October 28, 2020, the Fountain Valley Planning Commission conducted a duly noticed public hearing and approved Resolution NO.20- approving Variance 332 and recommending that the City Council approve Code Amendment No. 20-09, the vacation of an easement, a Development Agreement. a pedestrian bridge, and the Addendum to the FVCSP EIR covering the Project. The Planning Commission actions are contingent upon City Council actions on Code Amendment No. 20-09, the vacation of an easement, and a Development Agreement and pedestrian bridge. V. On October 28, 2020,the Planning Commission considered this Agreement and the pedestrian bridge at its public hearing, and approved Resolution No. recommending the City Council approve the Development Agreement, pedestrian bridge, and the Addendum. vi. On November 17, 2020, after a duly noticed public hearing, the City Council introduced Ordinance No. approving and authorizing the execution of this Agreement. vii. On December 1, 2020, after a duly noticed public hearing, the City Council determined that the provisions of this Agreement are consistent with the General Plan of the CITY, adopted Ordinance No. and made findings of fact set forth therein, and approving the Addendum to the FVCSP EIR; and 3 EXHIBIT A DRAFT DEVELOPMENT AGREEMENT viii. On December 1,2020,the City Council adopted Ordinance No. , a copy of which is on file with the City Clerk of the CITY, and the findings and conditions pertaining thereto. I. The CITY hereby gives OCSD the assurance that OCSD can proceed with the development of the Project for the term of this Agreement pursuant to the terms and conditions of this Agreement and in accordance with the Existing Regulations. The CITY's assurance is made in consideration of the economic payment to pay in full the impacts to the CITY and substantial public improvements and benefits that will arise from the Project, the reduced costs of development, and the benefits to the CITY planning process. In reliance on the CITY's covenants set forth in this Agreement, OCSD (i) has made the covenants set forth herein and (ii) will continue to incur costs in planning, designing, and constructing the Project. K. Upon execution, this Agreement shall bind future City Councils to the obligations set forth herein and thereby limit the CITY's ability to exercise certain governmental powers to the extent specified herein. Likewise, OCSD shall be bound by the terms of this Agreement as to the use and improvement of the OCSD properties. M. The Parties agree that the consideration to be exchanged in this Agreement is fair,just, and reasonable. NOW, THEREFORE, in consideration of the mutual covenants and conditions hereinafter set forth,the receipt and sufficiency of which are hereby acknowledged, and the intent of the Parties as set forth above, the Parties hereto agree as follows: Section 1 Definitions. Unless the context requires a different meaning, any term or phrase used in this Agreement that has its first letter capitalized shall have the meaning given to it by this Agreement. Certain terms and phrases are referenced below;others are defined where they appear in the text of this Agreement, including the Exhibits. (a) "Agreement" means this Development Agreement, including the exhibits hereto, as the same may be amended from time to time. (b) "City Council"means the CITY's city council. (c) "Development," "development," and "develop" mean the improvement, maintenance, and use of the OCSD Properties for the purposes of completing and occupying the structures,improvements,and facilities comprising the Project including,but not limited to: grading; the construction of infrastructure and public facilities related to the Project whether located within or outside the Property;the construction,demolition,reconstruction,and redevelopment of buildings and structures; the installation of landscaping, and the use and maintenance of such buildings, structures, and landscaping. 4 EXHIBIT A DRAFT DEVELOPMENT AGREEMENT (d) "Development Approvals"means all land use and building permits and entitlements subject to approval or issuance by CITY in connection with development of the Project including, but not limited to: i. Parcel maps and/or lot line adjustments. ii. Development review permits and variances. iii. Specific Plan approvals or amendments. iv. Grading and building permits; and V. Occupancy permits. (e) "Development Exaction" means any requirement of CITY in connection with or pursuant to any land use regulation or Development Approval for the dedication of land, the construction of public improvements or public facilities, or the payment of fees in order to lessen, offset, mitigate or compensate for the impacts of development on the environment or other public interests. (f) "Effective Date" means the date the CITY Ordinance approving this Agreement becomes effective, or the date upon which this Agreement is executed by OCSD and the CITY, whichever is later. (g) "Existing Regulations" means: i. The CITY's General Plan and the Specific Plan as they exist on the Vesting Date. ii. The CITY's Municipal Code, including those sections of the Zoning Code which are applicable to the development of the Property, as the Municipal Code exists on the Vesting Date; and iii. Such other laws, ordinances, rules, regulations, and official policies governing permitted uses of the Property, density, design, improvement, and construction standards and specifications applicable to the development of the Property in force at the time of the Vesting Date. (h) "OCSD" means the Orange County Sanitation District, a county sanitation district organized and existing under the laws of the State of California. (i) "OCSD Properties or Property" means the real property described above in Recital A and more particularly described in Exhibit A attached hereto. 5 EXHIBIT A DRAFT DEVELOPMENT AGREEMENT 0) "Project Approvals" means all CITY approvals that OCSD has obtained, and must obtain in the future, in order to construct the Project, including approval required for plans,permits, and other entitlements for use of every kind and nature, whether discretionary or ministerial. (k) "Subsequent Land Use Regulations" means any land use regulations adopted and effective after the Effective Date of this Agreement (1) "Vesting Date"means the date that the City Council approves the ordinance enacting this Agreement. Section 2 Duration. The term of this Agreement(Term) shall commence upon the Effective Date and continue for a period of thirty(30) years unless terminated earlier pursuant to the terms of this Agreement. Section 3 Vesting-General. (a) Project. CITY covenants that OCSD has, and OCSD shall have, the right to implement the Development pursuant to the Development Plan Approvals and the Existing Regulations, including, without limitation, specific uses, the intensities identified in Attachment building heights, building sizes, lot sizes, infrastructure standards and specifications, densities and types of development provided for in the Specific Plan, and the CITY shall have the right to control the Development in accordance with the Existing Regulations and the Development Plan Approval(s) ("vested right"). By way of enumeration, and not limitation, the vested rights afforded by this Agreement include those identified in this Agreement. Except as otherwise expressly specified in this Agreement, the Development Approval(s) shall control the design and development, and review and approval of all Future Development Approvals and all Off-Site Improvements and appurtenances in connection therewith. Except to the extent it has been amended, canceled, modified, or suspended in accordance with the terms of this Agreement, this Agreement shall be enforceable by OCSD or its assignees notwithstanding any change in any Existing Regulation. (b) Development Exactions. The CITY shall impose no Development Exactions on the Project or the OCSD Properties other than those established by the Existing Regulations, the Project Approvals, and this Agreement. (c) Conditions. The conditions set forth in Exhibit D shall apply to Development of the Project. No other conditions shall apply to Development of the Project. (d) Limits on Development. The California Supreme Court held in Pardee Construction Company v. City of Camarillo, 37 Cal.3d 465 (1984), that the failure of the Parties to address certain limits on a CITY's ability to condition, restrict or regulate a development allowed a later adopted initiative to restrict the development. This Agreement cures that deficiency by expressly addressing the timing for the Development, the vested rights afforded by this Agreement and the scope of the CITY's Reserved Authority. Except as expressly set forth in the Development Plan Approval(s), regardless of any future enactment, by initiative, or otherwise, OCSD shall have 6 EXHIBIT A DRAFT DEVELOPMENT AGREEMENT the discretion to develop the Development in such order, and at such rate,in one phase or in multiple phases, at such times as OCSD deems appropriate within the exercise of its subjective business judgment. Specifically, the CITY agrees that OCSD shall be entitled to apply for and receive necessary entitlements and to develop and use the Property at any time, provided that such application is made and such development occurs in accordance with this Agreement, the other Development Plan Approval(s) and the Existing Regulations. The CITY covenants that no Existing Regulation purports to limit the scope, rate or timing of Development or alter the sequencing of Development in a manner inconsistent with the Development Plan Approval(s). No future amendment of any CITY law, or future adoption of any CITY law or other action, that purports to limit the scope, rate or timing of Development on the Property or alter the sequencing of the Development,in a manner inconsistent with the Development Plan Approval(s),whether adopted or imposed by the City Council or through the initiative or referendum process, shall apply to tie Property. In particular, but without limiting any of the foregoing, no numerical restriction shall be placed by CITY on the amount of compliant development that may be built in any particular year on any portion of the Property other than as expressly permitted by this Agreement. Section 4 Reserved Authority. (a) Uniform Codes. This Agreement and especially Section 3 shall not prevent the CITY from applying new uniform construction standards adopted by the State of California as State Codes, such as the Uniform Building Code,National Electrical Code,Uniform Mechanical Code or Uniform Fire Code, as modified by CITY, to the Development, provided those same standards are applied to all other development within the CITY. (b) State and Federal Laws and Regulations. Subject to compliance with the requirements of this Section 4, the Property may be subject to subsequently enacted state or federal laws or regulations which preempt local regulations, or mandate the adoption of local regulations and are in conflict with the Development Plan Approval(s). Upon discovery of a subsequently enacted federal or state law meeting the requirements of this Section, CITY or OCSD shall provide the other Parties with written notice of the state or federal law or regulation, provide a copy of the law or regulation, and a written statement of conflicts with the provisions of this Agreement. Promptly thereafter CITY and OCSD shall meet and confer in good faith in a reasonable attempt to determine whether a modification or suspension of this Agreement, in whole or in part, is necessary to comply with such federal or state law or regulation. In such negotiations, CITY and OCSD agree to preserve the terms of this Agreement and the rights of OCSD as derived from this Agreement to the maximum feasible extent while resolving the conflict. CITY agrees to cooperate with OCSD in resolving the conflict in a manner which minimizes any financial impact of the conflict upon OCSD without materially increasing the financial obligations of CITY (from staff, consultants, or any reason) under this Agreement. CITY also agrees to process in a prompt manner OCSD's proposed changes to the Project as may be necessary to comply with such Federal or State law; provided, however, that the approval of such changes by CITY shall be subject to the discretion of CITY, consistent with this Agreement. Section 5. Consistent and Inconsistent Enactments. 5.1 Assurances to OCSD. The Parties further acknowledge that the public benefits to be 7 EXHIBIT A DRAFT DEVELOPMENT AGREEMENT provided by OCSD to the CITY pursuant to this Agreement are in consideration for and reliance upon assurances that the Property can be developed in accordance with the Development Plan Approval(s) and the Existing Regulations. Accordingly,while recognizing that the Development of the Property may be affected by the exercise of the authority and rights reserved and excepted as provided in Sections 3 ("Vesting")and 4 ("Reserved Authority"), OCSD is concerned that normally the judiciary extends to local agencies significant deference in the adoption of rules,regulations and policies which might otherwise permit the CITY, in violation of the Reserved Authority, to attempt to apply rules,regulations and policies that are inconsistent with the Development Plan Approval(s). Accordingly, OCSD desires assurances that the CITY shall not, and the CITY agrees that it shall not, further restrict or limit the development of the Property in violation of this Agreement except in strict accordance with the Reserved Authority, which exercising of the Reserved Authority as defined herein shall not be considered to be a violation of this Agreement. CITY agrees that CITY will issue grading, building and occupancy permits if the Development contemplated in the requested permit substantially conforms to the Developing Plan Approval(s), including all relevant conditions of approval, and the Existing Regulations. 5.2 Inconsistent Enactment. By way of enumeration and not limitation, the following types of enactments shall be considered inconsistent with this Agreement and Existing Regulations and in conflict: a. Restricts the vested rights described in the Agreement or in any way limits or reduces the rate, timing, scope, intensity, use, density, manner, or sequencing of the Development or otherwise requires any reduction or increase in the number, size, height or square footage of lot(s), structures, buildings or other improvements, modifies the standards and specifications applicable to the infrastructure required for the Development or requires additional dedications, exactions, fees or mitigation other than that provided for in the Agreement; b. Is consistent with Section 3.2 hereof,but is not uniformly applied by the CITY to all substantially similar development within the CITY; or C. Imposes a new permit requirement or procedure not already part of the Existing Regulations. 5.3 Consistent Enactments. By way of enumeration and not limitation, the following types of enactments shall be considered consistent with this Agreement and Existing Regulations and not in conflict: a. Transfers of permitted uses within the Property; b. Changes in the phasing of the Development pursuant to an application from OCSD and as approved by the CITY; and C. Any enactment authorized by this Agreement. 8 EXHIBIT A DRAFT DEVELOPMENT AGREEMENT Section 6. Consistency Between This Agreement, the Development Approval(s), and Existing Regulations. To the extent a conflict exists or develops between the Existing Regulations and the Development Approval(s), the Development Approval(s) shall be controlling. To the extent a conflict exists or develops between the combination of this Agreement and the Existing Regulations and any other Development Approval(s), this Agreement shall be controlling. Notwithstanding anything to the contrary in this Agreement, current health, safety, and welfare provisions of the Fire safety laws shall be required for all activity under this Agreement. Section 7. Procedure. Except as set forth in Section 8 below, the procedure for proposing and adopting an amendment to this Agreement shall be the same as the procedure required for entering into this Agreement in the first instance. Section 8. OCSD's Written Consent. It is contemplated by the Parties that mutually agreed upon amendments to the Development Plan Approval(s)may be necessary. Any amendments to the Development Plan Approval(s) to which OCSD does not agree in writing shall not apply to the Property or the Project while this Agreement is in effect. Section 9. Concurrent Development Agreement Amendment. Any other Development Plan amendment requiring amendment of this Agreement, as provided for in Section 10 hereof, shall be processed concurrently with an amendment to this Agreement in the manner required by law. Section 10. Effect of Amendment. Except as expressly set forth within this Agreement, an amendment of the other Development Plan Approval(s) will not alter, affect, impair, or otherwise impact the rights, duties, and obligations of the Parties under this Agreement. To the extent an amendment to the Development Plan Approval(s) is approved in accordance with Section 9, the amendment shall constitute for all purposes a Development Plan Approval and shall be treated as if it were in existence on the Agreement Date. Section 11. Future Development Approvals. a. Exercise of CITY Discretion. In connection with Future Development Approval or any other actions which the CITY is expressly permitted to make under this Agreement relating to the Project, the CITY shall exercise its discretion or take action in a manner which complies and is consistent with the Development Plan Approval(s) and the Existing Regulations. b. Concurrent Development Agreement Amendment. Any Future Development Approval requiring amendment of this Agreement,as provided for in Section 9 hereof, shall be processed concurrently with an amendment to this Agreement. C. Effect of Future Development Approvals. Except as expressly set forth within this Section 11c, a Future Development Approval will not alter, affect, impair, or otherwise impact the rights, duties, and obligations of the Parties under this Agreement. To the extent a Future Development Approval is approved in accordance with Sections 9 and 11, the Future Development 9 EXHIBIT A DRAFT DEVELOPMENT AGREEMENT Approval shall constitute for all purposes a Development Plan Approval and shall be treated as if it were in existence on the Agreement Date. Section 12. Failure to Conduct Annual Review. The failure of the CITY to conduct the annual review shall not constitute or be asserted by OCSD or CITY as a breach of this Agreement. Section 13. Initiation of Review by City Council. In addition to the annual review, the City Council may at any time initiate a review of this Agreement by giving written notice to OCSD. The Notice must describe in detail the specific issues which caused the CITY to question OCSD'S good faith compliance and the evidence the CITY believes is necessary for the review. Within thirty(30) days following receipt of such notice, OCSD shall submit evidence to the CITY Council of OCSD's good faith compliance with this Agreement and such review and determination shall proceed in the same manner as provided for the annual review. The City Council shall initiate its review pursuant to this Section 13 only if it has probable cause to believe the CITY's general health, safety or welfare is at risk as a result of specific acts or failures to act by OCSD in violation of this Agreement. Section 14. Administration of Agreement.Any final decision by the CITY staff concerning the interpretation and administration of this Agreement and Development of the Property in accordance herewith may be appealed by OCSD first to the Planning Commission and thereafter to the City Council,provided that any such appeal shall be filed with the City Clerk within thirty(30)days after OCSD receives written notice that the staff decision is final all as pursuant to routine planning appeal procedures. The City Council shall render, at a noticed public hearing, its decision to affirm,reverse or modify the staff decision within thirty(30) days after the appeal was filed. Section 15. Availability of Documents. If requested and reimbursed for all costs,by OCSD, the CITY agrees to provide to OCSD copies of any documents, reports or other items reviewed, accumulated or prepared by or for the CITY in connection with any periodic compliance review by the CITY,provided OCSD reimburses the CITY for all reasonable and direct costs and fees incurred by the CITY in copying the same. The CITY shall respond to OCSD's request on or before ten (10) business days have elapsed from the CITY's receipt of such request. Section 16. Effect of Noncompliance. Notwithstanding the foregoing, to the extent the Development Approval(s) expressly provide(s)that Development of the Project or a portion thereof is directly dependent upon the performance of material obligations assumed by a and/or OCSD, which material obligations have not been performed, the CITY may, in its reasonable discretion, withhold any approvals, including, without limitation, certificates of occupancy, with respect to those directly dependent portions of the Project from OCSD until such obligations have been substantially performed. CITY agrees that CITY will not withhold approvals if the OCSD provides security for the OCSD request. Section 17. Estoppel Certificates. A party may at any time deliver written notice to the other party requesting an estoppel certificate (the "Estoppel Certificate"). A party receiving a request for an Estoppel Certificate shall provide a signed certificate to the requesting party within thirty (30) days after receipt of the request. The City Manager or any person designated by the City Manager 10 EXHIBIT A DRAFT DEVELOPMENT AGREEMENT may sign Estoppel Certificates on behalf of the CITY. Any officer or member of OCSD may sign on behalf of that Party. An Estoppel Certificate is intended to be relied on by assignees and mortgagees. If that one party requests an Estoppel Certificate from the other, the requesting party shall reimburse the other party for all reasonable and direct costs and fees incurred by such party with respect thereto. Section 18. Force Ma_jeure. A Party shall not be deemed to be in default where failure or delay in performance of any of its obligations under this Agreement is caused by pandemics, floods, earthquakes, other Acts of God, fires, wars, riots or similar hostilities, strikes and other labor difficulties beyond that Party's control, action or inaction by the CITY, other governmental bodies or public utilities other than those related to the normal and customary processing of Future Development Approvals or any modifications to the Development Approval(s),judicial decisions, litigation regarding the Development Approval(s)or Future Development Approvals or other similar events. To the extent applicable to the Project and Property pursuant to Section 3 hereof,government regulations(including,without limitation,local,state and federal environmental and natural resource regulations), voter initiative or referenda or moratoria (including, without limitation, any "development moratorium"as that term is applied in Government Code Section 66452.6) constitute force majeure events. Section 19. Interpretation and Governing Law. The language in all parts of this Agreement shall, in all cases,be construed as a whole and in accordance with its fair meaning. This Agreement and any dispute arising hereunder shall be governed and interpreted in accordance with the laws of the State of California. The Parties understand and agree that this Agreement is not intended to constitute, nor shall be construed to constitute, an impermissible attempt to contract away the legislative and governmental functions of the CITY, and in particular,the CITY's police powers. In this regard, the Parties understand and agree that this Agreement shall not be deemed to constitute the impermissible surrender or abnegation of the CITY's governmental powers over the Property or any decision arising from the Agreement, directly or indirectly. Section 20. Section Headings. All section headings and subheadings are inserted for convenience only and shall not affect any construction or interpretation of this Agreement. Section 21. Gender. The singular includes the plural; the masculine gender includes the feminine; "shall" is mandatory, "may" is permissive. Section 22. No Joint and Several Liability.No breach hereof by a Party shall constitute a breach by the non-breaching party. Any remedy, obligation, or liability, including but not limited to the obligations to defend and indemnify the CITY, arising by reason of such breach shall be applicable solely to the party that committed the breach. However,the CITY shall send a copy of any notice of violation to all OCSD, including those not in breach. Section 23. The intent of the Parties: The intent of the Parties Section is incorporated in this Agreement as though fully set forth herein. 11 EXHIBIT A DRAFT DEVELOPMENT AGREEMENT Section 24. Not for Benefit of Third Parties. This Agreement and all provisions hereof are for the exclusive benefit of the CITY and OCSD and its assignees pursuant to this Section 24 and shall not be construed to benefit or be enforceable by any third party. Section 25. Permitted Uses of the Property. a. Permitted Uses. The Project's permitted uses include an administrative headquarters building, surface parking, and a pedestrian bridge across Ellis Avenue connecting the headquarters building to the OCSD's Reclamation Plant No. 1, as approved by the Planning Director (October 14, 2020), the Planning Commission (October 28, 2020), and the City Council (December 1, 2020). b. Building Height and Size. The maximum height of the administrative headquarters building is three (3) stories. The building will be approximately 110,000 square feet in size, as approved by the Planning Director(October 14,2020), the Planning Commission (October 28, 2020), and the City Council (December 1, 2020). Section 26. Notwithstanding this Section 26 the Mt. Langley property is obligated to submit to all then applicable development processes and fees which are then applicable to all properties in CITY. Section 27. Monetary Contribution to the City. Payment. Within ten(10)business days after the Effective Date, OCSD shall pay the CITY a monetary contribution of two million nine hundred thousand dollars ($2,900,000) as identified in this Agreement as the monies necessary to make the CITY whole as a result of this Agreement. Section 28. Subsequent Discretionary Actions. a. Expedited Processing. The CITY shall expedite the processing of all permits and approvals needed for the Project at OCSD's expense including, but not limited to, excavation, grading, building, encroachment and street improvement permits, certificates of occupancy,utility connection authorizations,plan check approval, and other permits or approvals necessary, convenient or appropriate for the grading, excavation, construction, development, improvement, use, and occupancy of the Project. Without limiting the foregoing, if requested by OCSD, the CITY agrees to utilize contract planners and plan checkers (at OCSD's sole cost to be paid to CITY prior to the commencement of the contract employees) and any other reasonably available means, to reasonably expedite the processing of Project applications and approvals, including concurrent processing applications by various CITY departments, all as subject to all legal requirements. 12 EXHIBIT A DRAFT DEVELOPMENT AGREEMENT b. Plan Review. The CITY's Planning and Building Director may review and approve plans binding for signage,trash enclosures, screening, and landscaping prior to issuance of a building permit; provided, however, that the sole purpose of such review shall be to verify consistency with the Existing Regulations and the Project Approvals. C. Issuance of Ministerial Permits. The CITY shall not unreasonably withhold or condition any building permits or other ministerial permits provided the OCSD has satisfied all requirements for such permits. Section 29. Termination. This Agreement shall be deemed terminated and of no further effect upon the occurrence of any of the following events: i. Expiration of the stated term of this Agreement. ii. Entry of a final judgment after appeals are concluded setting aside, voiding or annulling the adoption of the ordinance approving this Agreement. iii. The adoption of a referendum measure overriding or repealing the ordinance approving this Agreement and the conclusion of any litigation, including appeal, upholding the measure overriding or repealing the ordinance that approved this Agreement. iv. Acts by either Party that are in violation of the terms of this Agreement and which are a non-cured default. Section 30. Default and Remedies. a. Default. If either Party fails to perform any obligation under this Agreement, the aggrieved Party may send the defaulting Party a Notice of Default. b. Right to Cure. A Party who receives a Notice of Default has thirty(30) days from the date of receipt to cure the default. If the default is not cured by expiration of the thirty (30) day period, the defaulting Party will be deemed in breach of the Agreement. C. Specific Performance. The Parties acknowledge that this Agreement involves the development of the OCSD Properties, which are unique. If the CITY breaches this Agreement, the OCSD shall have the right, in addition to any other remedy available, to specific performance of the CITY's obligations set forth herein. Section 31. Indemnity. 13 EXHIBIT A DRAFT DEVELOPMENT AGREEMENT OCSD agrees to defend the CITY from and against any claims or proceedings against the CITY to set aside, void, or annul the approval of this Agreement, except for claims or proceedings arising out of the negligence or willful misconduct of the CITY, its agents, officers, contractors, and/or employees. Section 32 Miscellaneous. a. Timing of Development. The OCSD shall have the right to develop the Property in such order and such rate and times as the OCSD deems appropriate solely within the exercise of its subjective business judgment. Without limiting the foregoing, but OCSD shall have no obligation to develop the Project or the OCSD Properties. b. Appeals. OCSD may appeal any final decision by the CITY staff concerning the interpretation and administration of this Agreement and development of the Project first to the Planning Commission and thereafter to the City Council. Any such appeal shall be filed with the City Clerk within thirty (30) days after OCSD receives written notice that the staff decision is final. The City Council shall render, at a noticed public hearing, its decision to affirm,reverse or modify the staff decision within thirty(30) days after the appeal is filed. C. Covenants Run with the Land. Except as otherwise provided for in this Agreement, the provisions of this Agreement, to the extent permitted by law, constitute covenants which shall run with the Property for the benefit thereof, and the benefits and burdens of this Agreement shall bind and inure to the benefit of the Parties,all successors in interest to the Parties hereto to the extent provided for in this Agreement. d. No Waiver. Failure by a Party to insist upon the strict performance of any of the provisions of this Agreement by the other Party, and failure by a Party to exercise its rights upon a default by the other Party hereto, shall not constitute a waiver of such Party's right to demand strict compliance by such other Party in the future. e. Recording. This Agreement shall be recorded, at no cost to the CITY, in the Official Records of Orange County by the City Clerk within the period required by Section 65868.5 of the Government Code. f. Severability of Terms. If any term, provision, covenant, or condition of this Agreement shall be determined invalid, void, or unenforceable, the remainder of this Agreement shall not be affected thereby. g. Entire Agreement. This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof, and the Agreement supersedes all previous negotiations, discussion and agreements between the Parties, and no 14 EXHIBIT A DRAFT DEVELOPMENT AGREEMENT parole evidence of any prior or other agreement shall be permitted to contradict or vary the terms hereof. h. Notices. As used in this Agreement, "notice" includes, but is not limited to, the communication of notice, request, demand, approval, statement, report, acceptance, consent, waiver, appointment, or other communication required or permitted hereunder. All notices shall be in writing and shall be given by personal delivery, by deposit in the U.S. mail first class with postage prepaid, or by sending the same by overnight delivery service, or, registered or certified mail with return receipt requested, with postage. and postal charges prepaid, or by facsimile, as follows: If to the CITY: City Clerk City of Fountain Valley 10200 Slater Avenue Fountain Valley, California 92708 with a copy to the Attorney for the City: Colin R. Burns, Esq. Harper& Burns 453 S. Glassell Street Orange, California 92866 If to the OCSD: Clerk of the Board Orange County Sanitation OCSD 10844 Ellis Avenue Fountain Valley, California 92708 with a copy to the OCSD's General Counsel: Bradley R. Hogin, Esq. Woodruff, Spradlin& Smart 555 Anton Blvd. Suite 1200 Costa Mesa, CA 92626 Section 33.Exhibits. The following documents are attached to, and by this reference made a part of, this Agreement: Exhibit"A" - Legal Description of the OCSD Properties 15 EXHIBIT A DRAFT DEVELOPMENT AGREEMENT Exhibit`B" - Map showing Property and its location Exhibit"C" -Existing Development Approvals Exhibit"D" - Project Conditions Exhibit"E" -Future Development Approvals IN WITNESS WHEREOF, the Parties have executed this Development Agreement on this day of , ORANGE COUNTY SANITATION DISTRICT a county sanitation district By David Shawver Chair, Board of Directors APPROVED AS TO FORM: Bradley R. Hogin OCSD General Counsel CITY OF FOUNTAIN VALLEY A municipal corporation By Cheryl Brothers Mayor APPROVED AS TO FORM: Colin R. Burns Attorney for the City 16 ORANGE COUNTY SANITATION DISTRICT COMMON ACRONYMS ACWA Association of California LOS Level Of Service RFP Request For Proposal Water Agencies APWA American Public Works MGD Million Gallons Per Day RWQCB Regional Water Quality Association Control Board AQMD Air Quality Management MOU Memorandum of SARFPA Santa Ana River Flood District Understanding Protection Agency ASCE American Society of Civil NACWA National Association of Clean SARI Santa Ana River Engineers Water Agencies Interceptor BOD Biochemical Oxygen Demand NEPA National Environmental Policy SARWQCB Santa Ana Regional Water Act Quality Control Board California Air Resources Non-Governmental Santa Ana Watershed CARB Board NGOs Organizations SAWPA Project Authority CASA California Association of NPDES National Pollutant Discharge SCADA Supervisory Control And Sanitation Agencies Elimination System Data Acquisition National Water Research Southern California CCTV Closed Circuit Television NWRI Institute SCAP Alliance of Publicly Owned Treatment Works CEQA California Environmental O& M Operations&Maintenance SCAQMD South Coast Air Quality Quality Act Management District Capital Improvement Orange County Council of SOCWA South Orange County CIP Program OCCOG Governments Wastewater Authority CRWQCB California Regional Water OCHCA Orange County Health Care SRF Clean Water State Quality Control Board Agency Revolving Fund CWA Clean Water Act OCSD Orange County Sanitation SSMP Sewer System District Management Plan CWEA California Water Environment OCWD Orange County Water District SSO Sanitary Sewer Overflow Association EIR Environmental Impact Report OOBS Ocean Outfall Booster Station SWRCB State Water Resources Control Board EMT Executive Management Team OSHA Occupational Safety and TDS Total Dissolved Solids Health Administration US Environmental Protection Professional EPA Agency PCSA Consultant/Construction TMDL Total Maximum Daily Load Services Agreement FOG Fats, Oils, and Grease PDSA Professional Design Services TSS Total Suspended Solids Agreement Per-and Polyfluoroalkyl Waste Discharge gpd gallons per day PFAS Substances WDR Requirements GWRS Groundwater Replenishment PFOA Perfluorooctanoic Acid WEF Water Environment System Federation Water Environment& ICS Incident Command System PFOS Perfluorooctanesulfonic Acid WERF Reuse Foundation IERP Integrated Emergency POTW Publicly Owned Treatment WIFIA Water Infrastructure Response Plan Works Finance and Innovation Act Water Infrastructure JPA Joint Powers Authority ppm parts per million WIIN Improvements for the Nation Act Local Agency Formation PSA Professional Services WRDA Water Resources LAFCO Commission I Agreement I Development Act ORANGE COUNTY SANITATION DISTRICT GLOSSARY OF TERMS ACTIVATED SLUDGE PROCESS—A secondary biological wastewater treatment process where bacteria reproduce at a high rate with the introduction of excess air or oxygen and consume dissolved nutrients in the wastewater. BENTHOS —The community of organisms, such as sea stars, worms, and shrimp, which live on, in, or near the seabed, also known as the benthic zone. BIOCHEMICAL OXYGEN DEMAND (BOD) — The amount of oxygen used when organic matter undergoes decomposition by microorganisms.Testing for BOD is done to assess the amount of organic matter in water. BIOGAS—A gas that is produced by the action of anaerobic bacteria on organic waste matter in a digester tank that can be used as a fuel. 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 farmland or further processed as an earth-like product for commercial and home gardens to improve and maintain fertile soil and stimulate plant growth. CAPITAL IMPROVEMENT PROGRAM (CIP) — Projects for repair, rehabilitation, and replacement of assets. Also includes treatment improvements, additional capacity, and projects for the support facilities. COLIFORM BACTERIA—A group of bacteria found in the intestines of humans and other animals, but also occasionally found elsewhere, used as indicators of sewage pollution. E. coli are the most common bacteria in wastewater. COLLECTIONS SYSTEM — In wastewater, it is the system of typically underground pipes that receive and convey sanitary wastewater or storm water. CERTIFICATE OF PARTICIPATION (COP)—A type of financing where an investor purchases a share of the lease revenues of a program rather than the bond being secured by those revenues. CONTAMINANTS OF POTENTIAL CONCERN (CPC) — Pharmaceuticals, hormones, and other organic wastewater contaminants. DILUTION TO THRESHOLD (D/T) —The dilution at which the majority of people detect the odor becomes the D/T for that air sample. GREENHOUSE GASES (GHG) — 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 SYSTEM(GWRS)—Ajoint 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 OCSD provides 70 million gallons per day of drinking quality water to replenish the local groundwater supply. LEVEL OF SERVICE (LOS)—Goals to support environmental and public expectations for performance. N-NITROSODIMETHYLAMINE (NDMA) — A N-nitrosamine suspected cancer-causing agent. It has been found in the GWRS process and is eliminated using hydrogen peroxide with extra ultra-violet treatment. NATIONAL BIOSOLIDS PARTNERSHIP(NBP)—An alliance of the NACWA and WEF,with advisory support from the EPA. NBP is committed to developing and advancing environmentally sound and sustainable biosolids management practices that go beyond regulatory compliance and promote public participation to enhance the credibility of local agency biosolids programs and improved communications that lead to public acceptance. PER-AND POLYFLUOROALKYL SUBSTANCES (PFAS) — A large group (over 6,000) of human-made compounds that are resistant to heat,water,and oil and used for a variety of applications including firefighting foam,stain and water-resistant clothing, cosmetics, and food packaging. Two PFAS compounds, perfluorooctanesulfonic acid (PFOS)and perfluorooctanoic acid (PFOA) have been the focus of increasing regulatory scrutiny in drinking water and may result in adverse health effects including developmental effects to fetuses during pregnancy, cancer, liver damage, immunosuppression,thyroid effects, and other effects. PERFLUOROOCTANOIC ACID (PFOA) — An ingredient for several industrial applications including carpeting, upholstery, apparel, floor wax, textiles, sealants,food packaging, and cookware(Teflon). PERFLUOROOCTANESULFONIC ACID (PFOS)—A key ingredient in Scotchgard, a fabric protector made by 3M, and used in numerous stain repellents. PLUME—A visible or measurable concentration of discharge from a stationary source or fixed facility. PUBLICLY OWNED TREATMENT WORKS (POTW)—A municipal wastewater treatment plant. SANTA ANA RIVER INTERCEPTOR (SARI) LINE—A regional brine line designed to convey 30 million gallons per day 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. 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. ORANGE COUNTY SANITATION DISTRICT GLOSSARY OF TERMS 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.