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Home My WebLink About09-25-2024 Board Meeting Complete Agenda Packet SPECIAL NOTICE PUBLIC ATTENDANCE & PARTICIPATION AT PUBLIC MEETINGS Board of Directors Meeting Wednesday, September 25, 2024 6:00 p.m. Your participation is always welcome. OC San offers several ways in which to interact during meetings. You will find information as to these opportunities below. IN-PERSON MEETING ATTENDANCE You may attend the meeting in-person at the following location: Orange County Sanitation District Headquarters Building 18480 Bandilier Circle Fountain Valley, CA 92708 ONLINE MEETING PARTICIPATION You may join the meeting live via Teams on your computer or similar device or web browser by using the link below: Click here to join the meeting We suggest testing joining a Teams meeting on your device prior to the commencement of the meeting. For recommendations, general guidance on using Teams, and instructions on joining a Teams meeting, please click here. Please mute yourself upon entry to the meeting. Please raise your hand if you wish to speak during the public comment section of the meeting. The Clerk of the Board will call upon you by using the name you joined with. Meeting attendees are not provided the ability to make a presentation during the meeting. Please contact the Clerk of the Board at least 48 hours prior to the meeting if you wish to present any items. Additionally, camera feeds may be controlled by the meeting moderator to avoid inappropriate content. HOW TO PARTICIPATE IN THE MEETING BY TELEPHONE To join the meeting from your phone: Dial (213) 279-1455 When prompted, enter the Phone Conference ID: 165 608 625# All meeting participants may be muted during the meeting to alleviate background noise. If you are muted, please use *6 to unmute. You may also mute yourself on your device. Please raise your hand to speak by use *5, during the public comment section of the meeting. The Clerk of the Board will call upon you by using the last 4 digits of your phone number as identification. NOTE: All attendees will be disconnected from the meeting at the beginning of Closed Session. If you would like to return to the Open Session portion of the meeting, please login or dial-in to the Teams meeting again and wait in the Lobby for admittance. WATCH THE MEETING ONLINE The meeting will be available for online viewing at: https://ocsd.legistar.com/Calendar.aspx SUBMIT A COMMENT You may submit your comments and questions in writing for consideration in advance of the meeting by using the eComment feature available online at: https://ocsd.legistar.com/Calendar.aspx or sending them to OCSanClerk@ocsan.gov with the subject line “PUBLIC COMMENT ITEM # (insert the item number relevant to your comment)” or “PUBLIC COMMENT NON-AGENDA ITEM”. You may also submit comments and questions for consideration during the meeting by using the eComment feature available online at: https://ocsd.legistar.com/Calendar.aspx. The eComment feature will be available for the duration of the meeting. All written public comments will be provided to the legislative body and may be read into the record or compiled as part of the record. For any questions and/or concerns, please contact the Clerk of the Board’s office at 714-593-7433. Thank you for your interest in OC San! September 18, 2024 NOTICE OF REGULAR MEETING BOARD OF DIRECTORS ORANGE COUNTY SANITATION DISTRICT Wednesday, September 25, 2024 – 6:00 P.M. Headquarters Building 18480 Bandilier Circle Fountain Valley, CA 92708 ACCESSIBILITY FOR THE GENERAL PUBLIC Your participation is always welcome. Specific information as to how to participate in this meeting is detailed on the Special Notice attached to this agenda. In general, OC San offers several ways in which to interact during this meeting: you may participate in person, join the meeting live via Teams on your computer or similar device or web browser, join the meeting live via telephone, view the meeting online, and/or submit comments for consideration before or during the meeting. The Regular Meeting of the Board of Directors of the Orange County Sanitation District will be held at the above location and in the manner indicated on Wednesday, September 25, 2024 at 6:00 p.m. BOARD MEETING DATES October 23, 2024 November 20, 2024 * December 18, 2024 * January 22, 2025 February 26, 2025 March 26, 2025 April 23, 2025 May 28, 2025 June 25, 2025 July 23, 2025 August 27, 2025 September 24, 2025 * Meeting will be held on the third Wednesday of the month ORANGE COUNTY SANITATION DISTRICT Effective 01/23/2024 BOARD OF DIRECTORS Complete Roster AGENCY/CITIES ACTIVE DIRECTOR ALTERNATE DIRECTOR Anaheim Stephen Faessel Carlos A. Leon Brea Christine Marick Cecilia Hupp Buena Park Joyce Ahn Art Brown Cypress Scott Minikus Bonnie Peat Fountain Valley Glenn Grandis Ted Bui Fullerton Bruce Whitaker Nick Dunlap Garden Grove Stephanie Klopfenstein John O’Neill Huntington Beach Pat Burns Gracey Van Der Mark Irvine Farrah N. Khan Kathleen Treseder La Habra Rose Espinoza Jose Medrano La Palma Debbie Baker Mark I. Waldman Los Alamitos Jordan Nefulda Shelley Hasselbrink Newport Beach Brad Avery Erik Weigand Orange Jon Dumitru John Gyllenhammer Placentia Chad Wanke Ward Smith Santa Ana Johnathan Ryan Hernandez Benjamin Vazquez Seal Beach Schelly Sustarsic Lisa Landau Stanton David Shawver Carol Warren Tustin Ryan Gallagher Austin Lumbard Villa Park Robbie Pitts Jordan Wu Sanitary/Water Districts Costa Mesa Sanitary District Bob Ooten Art Perry Midway City Sanitary District Andrew Nguyen Tyler Diep Irvine Ranch Water District John Withers Douglas Reinhart Yorba Linda Water District Phil Hawkins Tom Lindsey County Areas Board of Supervisors Doug Chaffee Donald P. Wagner BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, September 25, 2024 - 6:00 PM Board Room Headquarters Building 18480 Bandilier Circle Fountain Valley, CA 92708 (714) 593-7433 ACCOMMODATIONS FOR THE DISABLED: If you require any special disability related accommodations, please contact the Orange County Sanitation District (OC San) Clerk of the Board’s office at (714) 593-7433 at least 72 hours prior to the scheduled meeting. Requests must specify the nature of the disability and the type of accommodation requested. AGENDA POSTING: In accordance with the requirements of California Government Code Section 54954.2, this agenda has been posted outside OC San's Headquarters Building located at 18480 Bandilier Circle, Fountain Valley, California, and on the OC San’s website at www.ocsan.gov not less than 72 hours prior to the meeting date and time above. All public records relating to each agenda item, including those distributed less than 72 hours prior to the meeting to a majority of the Board of Directors, are available for public inspection with 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 RECORDING: A recording of this meeting is available within 24 hours after adjournment of the meeting at https://ocsd.legistar.com/Calendar.aspx or by contacting the Clerk of the Board. NOTICE TO DIRECTORS: To place items on the agenda for a Committee or Board Meeting, the item must be submitted to the Clerk of the Board: Kelly A. Lore, MMC, (714) 593-7433 / klore@ocsan.gov at least 14 days before the meeting. For any questions on the agenda, Board members may contact staff at: General Manager: Rob Thompson, rthompson@ocsan.gov / (714) 593-7110 Asst. General Manager: Lorenzo Tyner, ltyner@ocsan.gov / (714) 593-7550 Director of Communications: Jennifer Cabral, jcabral@ocsan.gov / (714) 593-7581 Director of Engineering: Mike Dorman, mdorman@ocsan.gov / (714) 593-7014 Director of Environmental Services: Lan Wiborg, lwiborg@ocsan.gov / (714) 593-7450 Director of Finance: Wally Ritchie, writchie@ocsan.gov / (714) 593-7570 Director of Human Resources: Laura Maravilla, lmaravilla@ocsan.gov / (714) 593-7007 Director of Operations & Maintenance: Riaz Moinuddin, rmoinuddin@ocsan.gov / (714) 593-7269 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, September 25, 2024 CALL TO ORDER Board Chairman Ryan Gallagher INVOCATION AND PLEDGE OF ALLEGIANCE Phil Hawkins, Yorba Linda Water District ROLL CALL AND DECLARATION OF QUORUM Clerk of the Board PUBLIC COMMENTS: Your participation is always welcome. Specific information as to how to participate in a meeting is detailed in the Special Notice attached to this agenda. In general, OC San offers several ways in which to interact during meetings: you may participate in person, join the meeting live via Teams on your computer or similar device or web browser, join the meeting live via telephone, view the meeting online, and/or submit comments for consideration before or during the meeting. SPECIAL PRESENTATIONS: 1.2024-3839EMPLOYEE SERVICE AWARDS 30-year Service Award Sergio Chairez, Power Plant Operator II - Division 870 20-year Service Awards Janine Aguilar, Human Resources Supervisor - Division 520 James Cabral, Maintenance Supervisor - Division 820 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. 2.2024-3824APPROVAL OF MINUTES RECOMMENDATION: Page 1 of 9 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, September 25, 2024 Approve minutes of the Regular meeting of the Board of Directors held August 28, 2024. Originator:Kelly Lore Agenda Report 08-28-2024 Board of Directors meeting minutes Attachments: RECEIVE AND FILE: 3.2024-3481COMMITTEE MEETING MINUTES RECOMMENDATION: Receive and file the following: A.Minutes of the Operations Committee Meeting held July 10, 2024 B.Minutes of the Administration Committee Meeting held July 17, 2024 C.Minutes of the Steering Committee Meeting held July 24, 2024 Originator:Kelly Lore Agenda Report 07-10-2024 Operations Committee Minutes 07-17-2024 Administration Committee Minutes 07-24-2024 Steering Committee Minutes Attachments: 4.2024-3722REPORT OF THE INVESTMENT TRANSACTIONS FOR THE MONTH OF AUGUST 2024 RECOMMENDATION: Receive and file the following: Report of the Investment Transactions for the month of August 2024. Originator:Wally Ritchie Agenda Report Report of the Investment Transactions - August 2024 Attachments: 5.2024-3862CAPITAL IMPROVEMENT PROGRAM ANNUAL REPORT RECOMMENDATION: Receive and file the Capital Improvement Program Annual Report for Fiscal Year 2023-2024. Originator:Mike Dorman Agenda Report CIP Annual Report Fiscal Year 2023-2024 Attachments: Page 2 of 9 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, September 25, 2024 OPERATIONS COMMITTEE: 6.2024-3809PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1, PROJECT NO. FE20-05 RECOMMENDATION: A. Receive and file Bid Tabulation and Recommendation for Plant Water Piping Replacement at Secondary Clarifiers 1-26 at Plant No. 1, Project No. FE20-05; B. Award a Construction Contract Agreement to T.E. Roberts, Inc. for Plant Water Piping Replacement at Secondary Clarifiers 1-26 at Plant No. 1, Project No. FE20-05, for a total amount not to exceed $1,375,313; and C. Approve a contingency of $137,531 (10%). Originator:Mike Dorman Agenda Report FE20-05 Construction Contract Agreement Attachments: 7.2024-3810ENGINEERING PROGRAM CONTRACT PERFORMANCE REPORT RECOMMENDATION: Receive and file the Engineering Program Contract Performance Report for the period ending June 30, 2024. Originator:Mike Dorman Agenda Report Engineering Program Contract Performance Report for the period ending June 30, 2024 Attachments: 8.2024-3811CONTROL ROOM RECONFIGURATION AT PLANT NO. 1, CONTRACT NO. J-120A.1 RECOMMENDATION: A. Approve Task Order No. 2 under the Master Services Agreement with ABB, Inc. to provide services and furnish Operator Workstations for Control Room Reconfiguration at Plant No. 1, Contract No. J-120A.1, as part of Process Control Systems Upgrades, Project No. J-120, for a total amount not to exceed $356,623; and B. Approve a contingency of $35,662 (10%). Originator:Mike Dorman Page 3 of 9 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, September 25, 2024 Agenda Report J-120A.1 Task Order No. 2 Attachments: 9.2024-3812AGREEMENT FOR THE PURCHASE OF LIQUID CATIONIC POLYMER, SPECIFICATION NO. SSJ#2808 RECOMMENDATION: A. Approve a Chemical Supplier Agreement for the Purchase of Liquid Cationic Polymer, Specification No. SSJ#2808 with Polydyne, Inc. for a period of one (1) year beginning February 1, 2025, through January 31, 2026; with up to four (4) one-year optional renewal periods; for a total unit price of $3.873 per active pound delivered plus applicable sales tax; and B. Approve an annual unit price contingency increase of 3%. Originator:Riaz Moinuddin Agenda Report Chemical Supplier Agreement Attachments: 10.2024-3813MOBILE TELESCOPIC BOOM CRANE RECOMMENDATION: A. Approve a purchase order to Nixon-Egli Equipment Company for the purchase of one Mobile Telescopic Boom Crane using the Sourcewell Cooperative Contract No. 020923-TER for an amount not to exceed $946,576; and B. Approve a contingency of $47,329 (5%). Originator:Riaz Moinuddin Agenda ReportAttachments: 11.2024-3814FLEET VEHICLE REPLACEMENT PURCHASES RECOMMENDATION: A. Approve the purchase of new and replacement vehicles for Orange County Sanitation District’s fleet as initially approved in the adopted Fiscal Year 2024-25 Budget in the amount of $859,827; and B. Delegate to the General Manager and Purchasing Manager the authority to purchase new and replacement vehicles through cooperative contracts during the fiscal year in the not to exceed amount listed above, during the fiscal year. Originator:Riaz Moinuddin Page 4 of 9 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, September 25, 2024 Agenda ReportAttachments: 12.2024-3816THICKENING AND DEWATERING CENTRIFUGE GEAR UNIT REPLACEMENTS AND SERVICE RECOMMENDATION: A. Approve a General Services Contract to GEA Mechanical Equipment US, Inc. for the thickening and dewatering centrifuge gear unit replacements and service, for a total amount not to exceed $2,912,178 including freight and taxes; and B. Approve a contingency of $582,436 (20%). Originator:Riaz Moinuddin Agenda Report General Services Contract Attachments: 13.2024-3818PRIMARY CLARIFIERS F AND G ROTATING MECHANISM REHABILITATION AT PLANT NO. 2, PROJECT NO. FE23-09, SPECIFICATION NO. S-2024-612BD RECOMMENDATION: A. Approve a Services Contract to Vicon Enterprise, Inc. for Primary Clarifiers F and G Rotating Mechanism Rehabilitation at Plant No. 2, Project No. FE23-09, Specification No. S-2024-612BD, for a total amount not to exceed $3,150,000; and B. Approve a contingency of $472,500 (15%). Originator:Mike Dorman Agenda Report Services Contract Presentation - FE23-09 Services Contract Award Attachments: ADMINISTRATION COMMITTEE: 14.2024-3850UPGRADE AND MIGRATION OF TIMECARD SOFTWARE (WORKFORCE) RECOMMENDATION: A. Approve a Workforce Software SaaS and Professional Services Agreement to WorkForce Software, LLC for the Migration and Upgrade of the WorkForce software, for a five year term commencing October 1, 2024 and ending September 30, 2029, for a total amount not to exceed $628,015; and Page 5 of 9 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, September 25, 2024 B. Approve a contingency in the amount of $62,802 (10%). Originator:Wally Ritchie Agenda Report Workforce Software SaaS and Professional Services Agreement Attachments: 15.2024-3851REIMBURSEMENTS TO BOARD MEMBERS AND STAFF RECOMMENDATION: Receive and file report of reimbursements to Board Members and Staff per Government Code Section 53065.5 for the period July 1, 2023 through June 30, 2024. Originator:Wally Ritchie Agenda Report FY 23-24 Board Members & Staff Reimbursement Report Attachments: 16.2024-3852INVESTMENT OF MONIES IN THE LOCAL AGENCY INVESTMENT FUND RECOMMENDATION: Adopt Resolution No. OC SAN 24-13 entitled: “A Resolution of the Board of Directors of the Orange County Sanitation District Authorizing Investment of Monies in the State of California’s Treasurer’s Office Local Agency Investment Fund; and Repealing Resolution No. 95-15”. Originator:Wally Ritchie Agenda Report Proposed Resolution No. OC SAN 24-13 Attachments: STEERING COMMITTEE: 17.2024-3870LABOR CONTRACT NEGOTIATIONS - CHIEF NEGOTIATOR RECOMMENDATION: Authorize the Board Chairman to execute an agreement for special services with Liebert Cassidy Whitmore and approve Laura Drottz Kalty to serve as Chief Negotiator for labor contract negotiations for an amount not to exceed $100,000. Originator:Laura Maravilla Agenda Report Agreement for Special Services - Liebert Cassidy Whitmore Attachments: Page 6 of 9 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, September 25, 2024 NON-CONSENT: 18.2024-3860SOUTHERN CALIFORNIA EDISON - REPLACEMENT OF THE POWER PURCHASE AGREEMENT AT PLANT NO. 2 RECOMMENDATION: Approve the Net Energy Metering Interconnection Agreement (NST-497000) and Affidavit with Southern California Edison (SCE) Company and Orange County Sanitation District (OC San) to allow service under the Net Energy Metering (NEM-ST) tariff. Originator:Riaz Moinuddin Agenda Report Draft Net Energy Metering Interconnection Agreement Draft NEM Customer-Generator Affidavit Amendment No. 4 Amendment No. 3 Amendment No. 2 Amendment No. 1 Original Agreement Attachments: 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). • Report from Board Delegate - ISDOC • Report from Board Delegate - NWRI • Report from Board Delegate - OCCOG • Report from Board Delegate - SARFPA • Report from GWRS Steering Committee Member(s) • Other CLOSED SESSION: During the course of conducting the business set forth on this agenda as a regular meeting of the Board, the Chairperson may convene the Board in closed session to consider matters of pending real estate negotiations, pending or potential litigation, or personnel matters, pursuant to Government Code Sections 54956.8, 54956.9, 54957 or 54957.6, as noted. Reports relating to (a) purchase and sale of real property; (b) matters of pending or potential litigation; (c) employment actions or negotiations with employee representatives; or which are exempt from public disclosure under the California Public Records Act, may be reviewed by the Board during a permitted closed session and are Page 7 of 9 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, September 25, 2024 not available for public inspection. At such time the Board takes final action on any of these subjects, the minutes will reflect all required disclosures of information. CONVENE IN CLOSED SESSION. CS-1 2024-3864CONFERENCE WITH LEGAL COUNSEL RE EXISTING LITIGATION - GOVERNMENT CODE SECTION 54956.9(d)(1) RECOMMENDATION: Convene in Closed Session: Number of Cases: 1 BKK Working Group, et al. v. Albertsons Companies, Inc., et al., United States District Court Central District of California, Court Case No. 2:18-CV-05836-MWF(PLAx). Agenda Report Board CS Memo re BKK v. Albertsons Attachments: CS-2 2024-3865CONFERENCE WITH LEGAL COUNSEL RE EXISTING LITIGATION - GOVERNMENT CODE SECTION 54956.9(d)(1) RECOMMENDATION: Convene in Closed Session: Number of Cases: 1 Orange County Sanitation District, a public entity v. Bayside Village Marina, LLC, a limited liability company; Laguna Beach County Water District, a public entity; and Does 1-100, inclusive; and all Persons Unknown Claiming an Interest in the Property, Superior Court of California, County of Orange, Case No. 30-2022-01251890. Agenda Report Board CS Memo re Bayside Village Marina Attachments: CS-3 2024-3866CONFERENCE WITH LEGAL COUNSEL RE EXISTING LITIGATION - GOVERNMENT CODE SECTION 54956.9(d)(1) RECOMMENDATION: Convene in Closed Session: Number of Cases: 1 Orange County Sanitation District v. Robert M. Jackson, et al., Orange County Superior Court Case No. 30-2024-01379706-CU-OR-CJC. Agenda Report Board CS Memo re Jackson Attachments: CS-4 2024-3867CONFERENCE WITH LEGAL COUNSEL RE ANTICIPATED LITIGATION - GOVERNMENT CODE SECTION 54956.9(d)(4) RECOMMENDATION: Convene in Closed Session: Page 8 of 9 BOARD OF DIRECTORS Regular Meeting Agenda Wednesday, September 25, 2024 Number of Potential Cases: 1 Potential initiation of litigation. Agenda Report Board CS Memo re Anticipated Litigation Attachments: RECONVENE IN REGULAR SESSION. CONSIDERATION OF ACTION, IF ANY, ON MATTERS CONSIDERED IN CLOSED SESSION: OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: 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 October 23, 2024 at 6:00 p.m. Page 9 of 9 BOARD OF DIRECTORS Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3824 Agenda Date:9/25/2024 Agenda Item No:2. FROM:Robert Thompson, 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 August 28, 2024. 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. OC SAN 24-09 ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·August 28, 2024 Board of Directors meeting minutes Orange County Sanitation District Printed on 9/18/2024Page 1 of 1 powered by Legistar™ ORANGE COUNTY SANITATION DISTRICT MINUTES BOARD OF DIRECTORS AUGUST 28, 2024 Board Room Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 BOARD OF DIRECTORS Minutes August 28, 2024 CALL TO ORDER A regular meeting of the Board of Directors of the Orange County Sanitation District was called to order by Board Chairman Ryan Gallagher on Wednesday, August 28, 2024 at 6:04 p.m. in the Administration Building of the Orange County Sanitation District. Director John Withers delivered the invocation and led the Pledge of Allegiance. ROLL CALL AND DECLARATION OF QUORUM The Clerk of the Board declared a quorum present as follows: PRESENT:Brad Avery, Debbie Baker, Pat Burns, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Johnathan Ryan Hernandez, Stephanie Klopfenstein, Christine Marick, Scott Minikus, Andrew Nguyen, Robert Ooten, Robbie Pitts, David Shawver, Schelly Sustarsic, Chad Wanke, Bruce Whitaker, John Withers, Ted Bui (Alternate) and Tom Lindsey (Alternate) ABSENT:Joyce Ahn, Rose Espinoza, Farrah Khan and Jordan Nefulda STAFF PRESENT: Rob Thompson, General Manager; Lorenzo Tyner, Assistant General Manager; Jennifer Cabral, Director of Communications; Mike Dorman, Director of Engineering; Laura Maravilla, Director of Human Resources; Riaz Moinuddin, Director of Operations and Maintenance; Wally Ritchie, Director of Finance; Lan Wiborg, Director of Environmental Services; Kelly Lore, Clerk of the Board; Cheri Calisang; Phil Cardova; Jackie Castro; Sam Choi; Don Cutler; Thys DeVries; Martin Dix; Dave Haug; Mark Kawamoto; Marianne Kleine; Tom Meregillano; Rob Michaels; Aldwin Ramirez; Perla Rodriguez; Vianey Sorto-Gaona; Kevin Work; and Ruth Zintzun were present in the Board Room. Julie Riddle was present telephonically. OTHERS PRESENT: Scott Smith, General Counsel; Guillermo Frias, Associate Counsel; Shawn Cobb, Special Counsel, Allen Matkins; Mike D'Angelo, Special Counsel, Woodruff & Smart; Steve Delaney and Molly Murphy, Orange County Employees Retirement System (OCERS) were present in the Board Room. Art Perry was present telephonically. PUBLIC COMMENTS: None. SPECIAL PRESENTATIONS: 1.EMPLOYEE SERVICE AWARDS 2024-3743 Originator: Kelly Lore Chair Gallagher introduced Director of Operations and Maintenance Riaz Moinuddin who introduced Maintenance Superintendent David Haug who presented a 35-year service award to Lead Mechanic Phil Cardova. Chair Gallagher also recognized Program Assistant Julie Riddle for her 35-years of service. Page 1 of 11 BOARD OF DIRECTORS Minutes August 28, 2024 35-year Service Awards Julie Riddle, Program Assistant - Division 620 Philip “Phil” Cordova, Lead Mechanic - Division 880 2.ORANGE COUNTY RETIREMENT SYSTEM (OCERS) UPDATE 2024-3770 Originator: Lorenzo Tyner Assistant General Manager Lorenzo Tyner introduced Steve Delaney and Molly Murphy with the Orange County Employees Retirement System (OCERS) who provided a PowerPoint Presentation regarding pension updates. Information Item. REPORTS: Chair Gallagher indicated that the Directors would receive talking points tomorrow regarding OC San activities to assist while reporting out to their councils, boards, and community groups. He reminded the Directors that OC San would be holding the September Committee and Board meetings in the new Headquarters building. He stated that OC San would also capture an annual picture of the Board of Directors in September. Chair Gallagher announced that the front exit gate is currently closed for work related to the Headworks Rehabilitation project and instructed the Directors to exit out of the Purchasing gate. General Manager Rob Thompson reported that he had attended the CASA conference and participated on a PFAS panel where he discussed the SCWO project and introduced OC San’s intent to explore deep well injection. He further reported that he presented at the Fullerton Rotary Club and Sustain SoCal - Water Solutions 9 Conference; and gave tours to the San Diego Public Utilities Department and the Orange County Grand Jury. Mr. Thompson also reported that he attended the State of the County in Newport Beach and visited LA County City’s Terminal Island along with the Board Chair, Vice-Chair, and a team of OC San staff to see a deep well injection demonstration. Mr. Thompson stated that in his absence, Director of Communications Jennifer Cabral provided OC San’s new legal team a facility tour. Mr. Thompson reported that he had attended the CASA Strategic Planning Session, where he encouraged the group to think more broadly. He suggested they expand their focus beyond wastewater to consider the circular impacts on water, air, and land. Page 2 of 11 BOARD OF DIRECTORS Minutes August 28, 2024 PUBLIC HEARING: 3.COLLECTION OF SEWER SERVICE CHARGES VIA THE TAX ROLL 2024-3699 Originator: Wally Ritchie Chair Gallagher opened the public hearing at 6:39 p.m. Director of Finance Wally Ritchie and Finance Manager Ruth Zintzun provided a brief staff report; Clerk of the Board Kelly Lore stated there were no written comment(s) in objection; and with no other comment or objection, Chair Gallagher closed the public hearing at 6:40 p.m. MOVED, SECONDED, AND DULY CARRIED TO: A. Conduct a public hearing to receive input on a report filed with the Clerk of the Board entitled: “Sewer Service Charges for Collection on Tax Rolls for Fiscal Year 2024-25”: 1. Open the Public Hearing 2. Receive staff report and recommendations 3. Report of written communications by Clerk of the Board 4. Public Comment 5. Close Public Hearing 6. Discussion by Board of Directors; B. Unless there is a majority protest, adopt the Report, which has the assessor’s parcel numbers and amount of charges for collection on the tax rolls; C. Adopt Resolution No. OC SAN 24-11 entitled: “A Resolution of the Board of Directors of the Orange County Sanitation District adopting the Report proposing to collect Sewer Service Fees on the Tax Roll for Fiscal Year 2024/2025”; D. Authorize execution of the “Certification of Assessment”; E. Direct staff to file a certified copy of the adopted Resolution, Report, and the Certification of Assessment with the County Auditor-Controller; and F. Direct staff to coordinate collection of sanitary sewer service charges on the general Orange County tax rolls with the County Auditor-Controller, Assessor, and Tax Collector. AYES:Brad Avery, Debbie Baker, Pat Burns, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Johnathan Ryan Hernandez, Stephanie Klopfenstein, Christine Marick, Scott Minikus, Andrew Nguyen, Robert Ooten, Robbie Pitts, David Shawver, Schelly Sustarsic, Chad Wanke, Bruce Whitaker, John Withers, Ted Bui (Alternate) and Tom Lindsey (Alternate) NOES:None ABSENT:Joyce Ahn, Rose Espinoza, Farrah Khan and Jordan Nefulda Page 3 of 11 BOARD OF DIRECTORS Minutes August 28, 2024 ABSTENTIONS:None CONSENT CALENDAR: 4.APPROVAL OF MINUTES 2024-3774 Originator: Kelly Lore MOVED, SECONDED, AND DULY CARRIED TO: Approve minutes of the Regular meeting of the Board of Directors held July 24, 2024. AYES:Brad Avery, Debbie Baker, Pat Burns, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Johnathan Ryan Hernandez, Stephanie Klopfenstein, Christine Marick, Scott Minikus, Andrew Nguyen, Robert Ooten, Robbie Pitts, David Shawver, Schelly Sustarsic, Chad Wanke, Bruce Whitaker, John Withers, Ted Bui (Alternate) and Tom Lindsey (Alternate) NOES:None ABSENT:Joyce Ahn, Rose Espinoza, Farrah Khan and Jordan Nefulda ABSTENTIONS:None 5.2024 CONFLICT OF INTEREST CODE 2024-3549 Originator: Kelly Lore MOVED, SECONDED, AND DULY CARRIED TO: Adopt Resolution No. OC SAN 24-12 entitled: “A Resolution of the Board of Directors of the Orange County Sanitation District adopting a Conflict of Interest Code which supersedes all prior Conflict of Interest Codes and amendments previously adopted”. AYES:Brad Avery, Debbie Baker, Pat Burns, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Johnathan Ryan Hernandez, Stephanie Klopfenstein, Christine Marick, Scott Minikus, Andrew Nguyen, Robert Ooten, Robbie Pitts, David Shawver, Schelly Sustarsic, Chad Wanke, Bruce Whitaker, John Withers, Ted Bui (Alternate) and Tom Lindsey (Alternate) NOES:None ABSENT:Joyce Ahn, Rose Espinoza, Farrah Khan and Jordan Nefulda ABSTENTIONS:None 6.TREASURER’S REPORT FOR THE FOURTH QUARTER ENDED JUNE 30, 2024 2024-3715 Originator: Wally Ritchie MOVED, SECONDED, AND DULY CARRIED TO: Page 4 of 11 BOARD OF DIRECTORS Minutes August 28, 2024 Receive and file the Orange County Sanitation District Fourth Quarter Treasurer’s Report for the period ended June 30, 2024. AYES:Brad Avery, Debbie Baker, Pat Burns, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Johnathan Ryan Hernandez, Stephanie Klopfenstein, Christine Marick, Scott Minikus, Andrew Nguyen, Robert Ooten, Robbie Pitts, David Shawver, Schelly Sustarsic, Chad Wanke, Bruce Whitaker, John Withers, Ted Bui (Alternate) and Tom Lindsey (Alternate) NOES:None ABSENT:Joyce Ahn, Rose Espinoza, Farrah Khan and Jordan Nefulda ABSTENTIONS:None 7.GENERAL MANAGER APPROVED PURCHASES AND ADDITIONS TO THE PRE-APPROVED OEM SOLE SOURCE LIST 2024-3754 Originator: Wally Ritchie MOVED, SECONDED, AND DULY CARRIED TO: A.Receive and file Orange County Sanitation District purchases made under the General Manager’s authority for the period of April 1, 2024 to June 30, 2024; and B.Approve the following additions to the pre-approved Original Equipment Manufacturers (OEM) Sole Source List: ·CALIFORNIA TRUCK EQUIPMENT COMPANY (CTEC) - Service Truck Tool Box Storage Systems ·INTEGRATED TURBO MACHINERY - Maintenance, Repairs, and Service of Steam Turbine Multi-Stage Rotor ·NETZSCH - Pumps, Parts, and Service ·XYLEM (SANITAIRE) - Diffused Aeration Equipment and Parts ·YORKE ENGINEERING, LLC. - Air Quality Consulting Services for Supercritical Water Oxidation (SCWO) Pilot Project AYES:Brad Avery, Debbie Baker, Pat Burns, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Johnathan Ryan Hernandez, Stephanie Klopfenstein, Christine Marick, Scott Minikus, Andrew Nguyen, Robert Ooten, Robbie Pitts, David Shawver, Schelly Sustarsic, Chad Wanke, Bruce Whitaker, John Withers, Ted Bui (Alternate) and Tom Lindsey (Alternate) NOES:None ABSENT:Joyce Ahn, Rose Espinoza, Farrah Khan and Jordan Nefulda ABSTENTIONS:None Page 5 of 11 BOARD OF DIRECTORS Minutes August 28, 2024 RECEIVE AND FILE: 8.COMMITTEE MEETING MINUTES 2024-3480 Originator: Kelly Lore WITHOUT OBJECTION ACTION TAKEN TO RECEIVE AND FILE THE FOLLOWING: Minutes of the Steering Committee Meeting held June 26, 2024. 9.REPORT OF THE INVESTMENT TRANSACTIONS FOR THE MONTH OF JULY 2024 2024-3721 Originator: Wally Ritchie WITHOUT OBJECTION ACTION TAKEN TO RECEIVE AND FILE THE FOLLOWING: Report of the Investment Transactions for the month of July 2024. OPERATIONS COMMITTEE: None. ADMINISTRATION COMMITTEE: None. STEERING COMMITTEE: 10.LEGISLATIVE AFFAIRS UPDATE FOR THE MONTH OF JULY 2024 2024-3779 Originator: Jennifer Cabral MOVED, SECONDED, AND DULY CARRIED TO: Receive and file the Legislative Affairs Update for the month of July 2024. AYES:Brad Avery, Debbie Baker, Pat Burns, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Johnathan Ryan Hernandez, Stephanie Klopfenstein, Christine Marick, Scott Minikus, Andrew Nguyen, Robert Ooten, Robbie Pitts, David Shawver, Schelly Sustarsic, Chad Wanke, Bruce Whitaker, John Withers, Ted Bui (Alternate) and Tom Lindsey (Alternate) NOES:None ABSENT:Joyce Ahn, Rose Espinoza, Farrah Khan and Jordan Nefulda ABSTENTIONS:None Page 6 of 11 BOARD OF DIRECTORS Minutes August 28, 2024 11.PUBLIC AFFAIRS UPDATE FOR THE MONTH OF JULY 2024 2024-3780 Originator: Jennifer Cabral MOVED, SECONDED, AND DULY CARRIED TO: Receive and file the Public Affairs Update for the month of July 2024. AYES:Brad Avery, Debbie Baker, Pat Burns, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Johnathan Ryan Hernandez, Stephanie Klopfenstein, Christine Marick, Scott Minikus, Andrew Nguyen, Robert Ooten, Robbie Pitts, David Shawver, Schelly Sustarsic, Chad Wanke, Bruce Whitaker, John Withers, Ted Bui (Alternate) and Tom Lindsey (Alternate) NOES:None ABSENT:Joyce Ahn, Rose Espinoza, Farrah Khan and Jordan Nefulda ABSTENTIONS:None 12.BAY BRIDGE PUMP STATION REPLACEMENT, PROJECT NO. 5-67 2024-3781 Originator: Mike Dorman MOVED, SECONDED, AND DULY CARRIED TO: Approve a Project Specific Maintenance Agreement with the California Department of Transportation (Caltrans) for the construction and maintenance of force mains, drainage pipes, retaining wall, sidewalk, curb and gutter hardscape, and landscaping within the Caltrans right-of-way for the Bay Bridge Pump Station Replacement, Project No. 5-67. AYES:Brad Avery, Debbie Baker, Pat Burns, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Johnathan Ryan Hernandez, Stephanie Klopfenstein, Christine Marick, Scott Minikus, Andrew Nguyen, Robert Ooten, Robbie Pitts, David Shawver, Schelly Sustarsic, Chad Wanke, Bruce Whitaker, John Withers, Ted Bui (Alternate) and Tom Lindsey (Alternate) NOES:None ABSENT:Joyce Ahn, Rose Espinoza, Farrah Khan and Jordan Nefulda ABSTENTIONS:None 13.BAY BRIDGE PUMP STATION REPLACEMENT, PROJECT NO. 5-67 2024-3782 Originator: Mike Dorman MOVED, SECONDED, AND DULY CARRIED TO: Page 7 of 11 BOARD OF DIRECTORS Minutes August 28, 2024 A. Approve a Utility Permit Agreement with the County of Orange for installing force mains under the Lower Newport Bay Channel for the Bay Bridge Pump Station Replacement, Project No. 5-67; and B. Approve a one-time payment of $5,000 to the County of Orange for fees associated with the Utility Permit Agreement. AYES:Brad Avery, Debbie Baker, Pat Burns, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Johnathan Ryan Hernandez, Stephanie Klopfenstein, Christine Marick, Scott Minikus, Andrew Nguyen, Robert Ooten, Robbie Pitts, David Shawver, Schelly Sustarsic, Chad Wanke, Bruce Whitaker, John Withers, Ted Bui (Alternate) and Tom Lindsey (Alternate) NOES:None ABSENT:Joyce Ahn, Rose Espinoza, Farrah Khan and Jordan Nefulda ABSTENTIONS:None NON-CONSENT: 14.UPDATE TO RULES OF PROCEDURE FOR THE CONDUCT OF BUSINESS OF THE ORANGE COUNTY SANITATION DISTRICT 2024-3783 Originator: Jennifer Cabral Chair Gallagher provided an update regarding the Rules of Procedure for the Conduct of Business. MOVED, SECONDED, AND DULY CARRIED TO: A. Approve moving the consideration of legislative and public affairs matters from the Steering Committee to the Administration Committee; and B. Adopt Resolution No. OC SAN 24-09 entitled: “A Resolution of the Board of Directors of the Orange County Sanitation District establishing Rules of Procedure for the Conduct of Business of the Orange County Sanitation District, and repealing Resolution No. OC SAN 22-37”. AYES:Brad Avery, Debbie Baker, Pat Burns, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Johnathan Ryan Hernandez, Stephanie Klopfenstein, Christine Marick, Scott Minikus, Andrew Nguyen, Robert Ooten, Robbie Pitts, David Shawver, Schelly Sustarsic, Chad Wanke, Bruce Whitaker, John Withers, Ted Bui (Alternate) and Tom Lindsey (Alternate) NOES:None ABSENT:Joyce Ahn, Rose Espinoza, Farrah Khan and Jordan Nefulda ABSTENTIONS:None Page 8 of 11 BOARD OF DIRECTORS Minutes August 28, 2024 General Manager Thompson left the meeting during the discussion and vote on this item . 15.GENERAL MANAGER’S COMPENSATION AND BENEFITS 2024-3784 Originator: Laura Maravilla Director of Human Resources Laura Maravilla provided a brief overview of the item. MOVED, SECONDED, AND DULY CARRIED TO: Adopt Resolution No. OC SAN 24-10 entitled: “A Resolution of the Board of Directors of the Orange County Sanitation District approving a salary increase and salary range adjustment for the General Manager for Fiscal Year 2024/2025.” The increase consists of a salary range adjustment and corresponding salary increase of 7.3%, effective in the first pay period of July 2024. AYES:Brad Avery, Debbie Baker, Pat Burns, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Johnathan Ryan Hernandez, Stephanie Klopfenstein, Christine Marick, Scott Minikus, Andrew Nguyen, Robert Ooten, Robbie Pitts, David Shawver, Schelly Sustarsic, Chad Wanke, Bruce Whitaker, John Withers, Ted Bui (Alternate) and Tom Lindsey (Alternate) NOES:None ABSENT:Joyce Ahn, Rose Espinoza, Farrah Khan and Jordan Nefulda ABSTENTIONS:None INFORMATION ITEMS: None. AB 1234 DISCLOSURE REPORTS: Vice-Chair Jon Dumitru and Directors Pat Burns, Stephen Faessel, and Dave Shawver provided a report on their recent attendance at various Regional Board Meetings. CLOSED SESSION: CONVENED IN CLOSED SESSION PURSUANT TO GOVERNMENT CODE SECTIONS 54956.9(d)(1) & 54957.6. The Board convened in closed session at 6:49 p.m. Confidential minutes of the Closed Sessions have been prepared in accordance with the above Government Code Sections and are maintained by the Clerk of the Board in the Official Book of Confidential Minutes of Board and Committee Closed Session meetings. Page 9 of 11 BOARD OF DIRECTORS Minutes August 28, 2024 CS-1 CONFERENCE WITH LEGAL COUNSEL RE EXISTING LITIGATION - GOVERNMENT CODE SECTION 54956.9(d)(1) 2024-3785 CONVENED IN CLOSED SESSION: Number of Cases: 1 BKK Working Group, et al. v. Albertsons Companies, Inc., et al., United States District Court Central District of California, Court Case No. 2:18-CV-05836-MWF(PLAx). CS-2 CONFERENCE WITH LEGAL COUNSEL RE EXISTING LITIGATION - GOVERNMENT CODE SECTION 54956.9(d)(1) 2024-3786 CONVENED IN CLOSED SESSION: Number of Cases: 1 Orange County Sanitation District, a public entity v. Bayside Village Marina, LLC, a limited liability company; Laguna Beach County Water District, a public entity; and Does 1-100, inclusive; and all Persons Unknown Claiming an Interest in the Property, Superior Court of California, County of Orange, Case No. 30-2022-01251890. CS-3 CONFERENCE WITH LABOR NEGOTIATORS - GOVERNMENT CODE SECTION 54957.6 2024-3787 CONVENED IN CLOSED SESSION: Designated Representatives: General Manager Robert Thompson, Assistant General Manager Lorenzo Tyner, and Director of Human Resources Laura Maravilla. Employee Organizations: (3) International Union of Operating Engineers, Local 501; Orange County Employees Association; and the Supervisory and Professional Management Group. Unrepresented Employees: (3) Confidential Group; Managers Group; and Executive Managers Group RECONVENE IN REGULAR SESSION. The Board reconvened in regular session at 7:30 p.m. CONSIDERATION OF ACTION, IF ANY, ON MATTERS CONSIDERED IN CLOSED SESSION: General Counsel Scott Smith did not provide a report. Page 10 of 11 BOARD OF DIRECTORS Minutes August 28, 2024 OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: None. BOARD OF DIRECTORS INITIATED ITEMS FOR A FUTURE MEETING: None. ADJOURNMENT: At 7:32 p.m., Chair Gallagher adjourned the meeting until the next Regular Meeting of the Board of Directors to be held on Wednesday, September 25, 2024 at 6:00 p.m. Submitted by: __________________ Kelly A. Lore, MMC Clerk of the Board Page 11 of 11 BOARD OF DIRECTORS Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3481 Agenda Date:9/25/2024 Agenda Item No:3. FROM:Robert Thompson, 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 Operations Committee Meeting held July 10, 2024 B.Minutes of the Administration Committee Meeting held July 17, 2024 C.Minutes of the Steering Committee Meeting held July 24, 2024 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. OC SAN 24-09 ADDITIONAL INFORMATION The minutes of the Committee meetings 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 OC San website (www.ocsan.gov)with the complete agenda package: ·Minutes of the Monthly Committee Meetings Orange County Sanitation District Printed on 9/16/2024Page 1 of 1 powered by Legistar™ Orange County Sanitation District Minutes for the OPERATIONS COMMITTEE Wednesday, July 10, 2024 5:00 PM Board Room Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 CALL TO ORDER A regular meeting of the Operations Committee of the Orange County Sanitation District was called to order by Board Chairman Ryan Gallagher on Wednesday, July 10, 2024 at 5:00 p.m. in the Administration Building of the Orange County Sanitation District. Director Stephen Faessel led the pledge of allegiance. ROLL CALL AND DECLARATION OF QUORUM: The Clerk of the Board declared a quorum present as follows: PRESENT:Joyce Ahn, Debbie Baker, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Phil Hawkins, Johnathan Ryan Hernandez, Stephanie Klopfenstein, Scott Minikus, Schelly Sustarsic, Bruce Whitaker and Art Perry (Alternate) ABSENT:Pat Burns STAFF PRESENT: Rob Thompson, General Manager; Jennifer Cabral, Director of Communications; Laura Maravilla, Director of Human Resources; Riaz Moinuddin, Director of Operations and Maintenance; Wally Ritchie, Director of Finance; Lan Wiborg, Director of Environmental Services; Kelly Lore, Clerk of the Board; Mo Abiodun; Lorraine Baltierra; Jon Bradley; Jackie Castro; Samuel Choi; Raul Cuellar; Don Cutler; Rudy Davila; Martin Dix; Brian Engeln; Justin Fenton; Al Garcia; Joshua Hatfield; Mark Kawamoto; Patrick Lynch; Tom Meregillano; Theresa Nguyen; Giti Radvar; Valerie Ratto; Kevin Schuler; Vianey Sorto-Gaona; Don Stokes; and Danny Tang were present in the Board Room. Mike Dorman, Director Engineering, and Yai Phongmekhin were present telephonically. OTHERS PRESENT: Scott Smith, General Counsel was present in the Board Room. Daniel Gary and Ali Naji were present telephonically. PUBLIC COMMENTS: None. REPORTS: Chair Gallagher notified the Committee of the updated emergency contact card provided to them by the Clerk of the Board which contains contact numbers for OC San's Executive Management staff, the new General Counsel, his and the Vice-Chair's, as well as other important contact numbers. Page 1 of 7 OPERATIONS COMMITTEE Minutes July 10, 2024 General Manager Rob Thompson introduced Engineering Manager Martin Dix, General Counsel Scott Smith, and Director of Communications Jennifer Cabral. CONSENT CALENDAR: 1.APPROVAL OF MINUTES 2024-3677 Originator: Kelly Lore MOVED, SECONDED, AND DULY CARRIED TO: Approve minutes of the Regular meeting of the Operations Committee held June 5, 2024. AYES:Joyce Ahn, Debbie Baker, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Phil Hawkins, Stephanie Klopfenstein, Scott Minikus, Schelly Sustarsic, Bruce Whitaker and Art Perry (Alternate) NOES:None ABSENT:Pat Burns and Johnathan Ryan Hernandez ABSTENTIONS:None 2.TRAFFIC SIGNAL INSTALLATION AT ELLIS AVENUE AND MT. LANGLEY STREET INTERSECTION, PROJECT NO. FR1-0020 2023-3248 Originator: Mike Dorman MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: A. Award a Construction Contract Agreement to Asplundh Construction, LLC for Traffic Signal Installation at Ellis Avenue and Mt. Langley Street Intersection, Project No. FR1-0020, for a total amount not to exceed $746,250; and B. Approve a contingency of $74,625 (10%). AYES:Joyce Ahn, Debbie Baker, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Phil Hawkins, Stephanie Klopfenstein, Scott Minikus, Schelly Sustarsic, Bruce Whitaker and Art Perry (Alternate) NOES:None ABSENT:Pat Burns and Johnathan Ryan Hernandez ABSTENTIONS:None 3.HVAC REPLACEMENTS AT PLANT NOS. 1 AND 2, PROJECT NO. FE23-06 2024-3668 Originator: Mike Dorman Page 2 of 7 OPERATIONS COMMITTEE Minutes July 10, 2024 MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: A. Approve a Purchase Order Contract to ACCO Engineered Systems, Inc. for the HVAC Replacements at Plant Nos. 1 and 2, Project No. FE23-06, utilizing the Omnia Cooperative Purchasing Agreement, Contract Number #02-73, for a total amount not to exceed $1,698,204; and B. Approve a contingency of $169,820 (10%). AYES:Joyce Ahn, Debbie Baker, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Phil Hawkins, Stephanie Klopfenstein, Scott Minikus, Schelly Sustarsic, Bruce Whitaker and Art Perry (Alternate) NOES:None ABSENT:Pat Burns and Johnathan Ryan Hernandez ABSTENTIONS:None 4.WARNER AVENUE VAULT COVER IMPROVEMENTS, PROJECT NO. FRC-0010 2023-2958 Originator: Mike Dorman MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: A. Receive and file Bid Tabulation and Recommendation for Warner Avenue Vault Cover Improvements, Project No. FRC-0010; B. Award a Construction Contract Agreement to Minako America Corporation dba Minco Construction for Warner Avenue Vault Cover Improvements, Project No. FRC-0010, for a total amount not to exceed $977,000; and C. Approve a contingency of $97,700 (10%). AYES:Joyce Ahn, Debbie Baker, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Phil Hawkins, Stephanie Klopfenstein, Scott Minikus, Schelly Sustarsic, Bruce Whitaker and Art Perry (Alternate) NOES:None ABSENT:Pat Burns and Johnathan Ryan Hernandez ABSTENTIONS:None 5.INDUSTRIAL CLEANING SERVICES, SPECIFICATION NO. S-2020-1184BD, CONTINGENCY INCREASE 2024-3661 Originator: Riaz Moinuddin Page 3 of 7 OPERATIONS COMMITTEE Minutes July 10, 2024 MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Approve a contingency increase of $216,050 (31%) to the existing Service Contract with Performance Pipeline Technologies Inc., dba Sanitation Systems, for Industrial Cleaning Services, Specification No. S-2020-1184BD, for a total contract amount not to exceed $694,500 and a new total contingency of $285,500 (41%) for the period of January 1, 2024 through December 31, 2024. AYES:Joyce Ahn, Debbie Baker, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Phil Hawkins, Stephanie Klopfenstein, Scott Minikus, Schelly Sustarsic, Bruce Whitaker and Art Perry (Alternate) NOES:None ABSENT:Pat Burns and Johnathan Ryan Hernandez ABSTENTIONS:None NON-CONSENT: 6.DIGESTER P AND R DOME TENDON REPAIR, CONTRACT NO. P2-137A 2024-3410 Originator: Mike Dorman MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: A. Receive and file Bid Tabulation and Recommendation for Digester P and R Dome Tendon Repair, Contract No. P2-137A; B. Award a Construction Contract Agreement to Structural Preservation Systems, LLC for Digester P and R Dome Tendon Repair, Contract No. P2-137A as part of Digesters Rehabilitation at Plant No. 2, Project No. P2-137, for a total amount not to exceed $2,597,864; and C. Approve a contingency of $259,786 (10%). AYES:Joyce Ahn, Debbie Baker, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Phil Hawkins, Stephanie Klopfenstein, Scott Minikus, Schelly Sustarsic, Bruce Whitaker and Art Perry (Alternate) NOES:None ABSENT:Pat Burns and Johnathan Ryan Hernandez ABSTENTIONS:None Page 4 of 7 OPERATIONS COMMITTEE Minutes July 10, 2024 7.DIGESTER P AND R DOME TENDON REPAIR, CONTRACT NO. P2-137A 2024-3411 Originator: Mike Dorman MOVED, SECONDED, AND DULY CARRIED TO: A. Approve a Professional Construction Services Agreement with CDM Smith Inc. to provide construction support services for Digester P and R Dome Tendon Repair, Contract No. P2-137A, as part of Digesters Rehabilitation at Plant No. 2, Project No. P2-137, for a total amount not to exceed $209,000; and B. Approve a contingency of $20,900 (10%). AYES:Joyce Ahn, Debbie Baker, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Phil Hawkins, Stephanie Klopfenstein, Scott Minikus, Schelly Sustarsic, Bruce Whitaker and Art Perry (Alternate) NOES:None ABSENT:Pat Burns and Johnathan Ryan Hernandez ABSTENTIONS:None 8.REDHILL RELIEF SEWER RELOCATION AT STATE ROUTE 55, PROJECT NO. FE18-13 2024-3646 Originator: Mike Dorman MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Approve a construction contingency increase of $464,730 (21%) to the existing construction contract with SRK Engineering, Inc. for Redhill Relief Sewer Relocation at State Route 55, Project FE18-13, for a total contract amount not to exceed $2,213,000 and a total construction contingency of $796,680 (36%), with all costs to be reimbursed by the Orange County Transportation Authority. AYES:Joyce Ahn, Debbie Baker, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Phil Hawkins, Stephanie Klopfenstein, Scott Minikus, Schelly Sustarsic, Bruce Whitaker and Art Perry (Alternate) NOES:None ABSENT:Pat Burns and Johnathan Ryan Hernandez ABSTENTIONS:None Page 5 of 7 OPERATIONS COMMITTEE Minutes July 10, 2024 Director Johnathan Ryan Hernandez arrived at the meeting at 5:15 p.m. 9.ORANGE COUNTY SANITATION DISTRICT NEW OCEAN MONITORING VESSEL 2024-3689 Originator: Lan Wiborg Director of Environmental Services Lan Wiborg introduced the item and introduced Environmental Protection Manager Samuel Choi who provided a PowerPoint presentation regarding the new ocean monitoring vessel. The presentation included an overview of environmental monitoring, the ocean monitoring program, the existing motor vessel, details regarding the replacement vessel including the preliminary rendering and concept, the procurement schedule, the end tie for the replacement vessel, options for retiring the existing motor vessel, and the recommendation. MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: A. Approve an Agreement to Design and Build an Ocean Monitoring Vessel to All American Marine, Inc. (AAM) for the purchase of a 65-foot (overall length) aluminum catamaran design ocean monitoring vessel with a plug-in hybrid propulsion system for a total amount not to exceed $9,206,149; and B. Approve a contingency of $920,615 (10%). AYES:Joyce Ahn, Debbie Baker, Doug Chaffee, Jon Dumitru, Stephen Faessel, Ryan Gallagher, Phil Hawkins, Johnathan Ryan Hernandez, Stephanie Klopfenstein, Scott Minikus, Schelly Sustarsic, Bruce Whitaker and Art Perry (Alternate) NOES:None ABSENT:Pat Burns ABSTENTIONS:None INFORMATION ITEMS: None. DEPARTMENT HEAD REPORTS: None. CLOSED SESSION: None. Page 6 of 7 OPERATIONS COMMITTEE Minutes July 10, 2024 OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: None. BOARD OF DIRECTORS INITIATED ITEMS FOR A FUTURE MEETING: None. ADJOURNMENT: Chair Gallagher declared the meeting adjourned at 5:19 p.m. to the next Regular Operations Committee meeting to be held on Wednesday, September 4, 2024 at 5:00 p.m. Submitted by: __________________ Kelly A. Lore, MMC Clerk of the Board Page 7 of 7 Orange County Sanitation District Minutes for the ADMINISTRATION COMMITTEE Wednesday, July 17, 2024 5:00 PM Board Room Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 CALL TO ORDER A regular meeting of the Administration Committee of the Orange County Sanitation District was called to order by Committee Chairwoman Christine Marick on Wednesday, July 17, 2024 at 5:01 p.m. in the Administration Building of the Orange County Sanitation District. Committee Vice-Chairman Glenn Grandis led the pledge of allegiance. ROLL CALL AND DECLARATION OF QUORUM: Assistant Clerk of the Board Jackie Castro declared a quorum present as follows: PRESENT:Brad Avery, Jon Dumitru, Rose Espinoza, Glenn Grandis, Christine Marick, Jordan Nefulda, Andrew Nguyen, Robbie Pitts, David Shawver and John Withers ABSENT:Ryan Gallagher, Farrah Khan and Chad Wanke STAFF PRESENT: Rob Thompson, General Manager; Lorenzo Tyner, Assistant General Manager; Mike Dorman, Director of Engineering; Laura Maravilla, Director of Human Resources; Riaz Moinuddin, Director of Operations and Maintenance; Wally Ritchie, Director of Finance; Lan Wiborg, Director of Environmental Services; Jackie Castro, Assistant Clerk of the Board; Janine Aguilar; Lorraine Baltierra; Stephanie Barron; Mortimer Caparas; Samuel Choi; Thys DeVries; Al Garcia; Joshua Hatfield; Mark Kawamoto; Tina Knapp; Patrick Lynch; Joseph Manzella; Tom Meregillano; Aldwin Ramirez; Vianey Sorto-Gaona; Danny Tang; and Ruth Zintzun were present in the Board Room. OTHERS PRESENT: Mal Richardson, General Counsel and Brent Graham, Alliant were present in the Board Room. Anna Laliberte, Alliant and Joanne Lee were present telephonically. PUBLIC COMMENTS: None. REPORTS: Chair Marick informed the Committee of the provided emergency contact card, which was updated to include contact numbers for OC San's Executive Management staff, the new General Counsel, the Board Chair and Vice-Chair, and other important contacts. Chair Marick also mentioned that the Administration Committee will be dark next month. Page 1 of 5 ADMINISTRATION COMMITTEE Minutes July 17, 2024 General Manager Rob Thompson introduced General Counsel Mal Richardson. Mr. Thompson also shared that the Coastal Commission recently approved the Bay Bridge Pump Station by a unanimous vote. Additionally, he highlighted the release of the Heal the Bay Report card, noting that Orange County boasts nine of the twelve A+ beaches in California. CONSENT CALENDAR: 1.APPROVAL OF MINUTES 2024-3678 Originator: Kelly Lore MOVED, SECONDED, AND DULY CARRIED TO: Approve minutes of the Regular meeting of the Administration Committee held June 12, 2024. AYES:Brad Avery, Jon Dumitru, Rose Espinoza, Glenn Grandis, Christine Marick, Jordan Nefulda, Andrew Nguyen, Robbie Pitts, David Shawver and John Withers NOES:None ABSENT:Ryan Gallagher, Farrah Khan and Chad Wanke ABSTENTIONS:None 2.ENVIRONMENTAL REGULATORY REPORTS 2024-3674 Originator: Lan Wiborg MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Receive and file the following environmental regulatory reports: Annual Biosolids Management Compliance Report CY 2023, Annual Pretreatment Program Report FY 2023 (July 2022-June 2023), Semi-Annual Pretreatment Program Report (July-December 2023), Annual Mandatory Reporting of Greenhouse Gas Emissions Report CY 2023, Annual Emissions Report CY 2023, and the Marine Monitoring Annual Report FY 2023 (July 2022-June 2023). AYES:Brad Avery, Jon Dumitru, Rose Espinoza, Glenn Grandis, Christine Marick, Jordan Nefulda, Andrew Nguyen, Robbie Pitts, David Shawver and John Withers NOES:None ABSENT:Ryan Gallagher, Farrah Khan and Chad Wanke ABSTENTIONS:None Page 2 of 5 ADMINISTRATION COMMITTEE Minutes July 17, 2024 NON-CONSENT: 3.BENEFITS ADMINISTRATION SERVICE AGREEMENT 2024-3700 Originator: Laura Maravilla Director of Human Resources Laura Maravilla provided a verbal report of the item. MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Approve an Administration Agreement with Benefit Coordinators Corporation for benefits administration services, effective August 1, 2024. AYES:Brad Avery, Jon Dumitru, Rose Espinoza, Glenn Grandis, Christine Marick, Jordan Nefulda, Andrew Nguyen, Robbie Pitts, David Shawver and John Withers NOES:None ABSENT:Ryan Gallagher, Farrah Khan and Chad Wanke ABSTENTIONS:None 4.2025 BENEFITS INSURANCE RENEWAL 2024-3697 Originator: Laura Maravilla Ms. Maravilla provided a verbal report of the item. MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Page 3 of 5 ADMINISTRATION COMMITTEE Minutes July 17, 2024 A. Approve the Orange County Sanitation District 2025 Benefits Insurance Renewal with the carriers listed below for an overall not-to-exceed amount of $15,746,317, as specified below: 1. Benefit Coordinators Company (BCC) (medical, dental, and vision plans, Flexible Spending Accounts, and Employee Assistance Program [EAP]) - Not to Exceed $14,507,996; 2. Lincoln Financial (basic life, short- and long-term disability) - Not to Exceed $537,054; 3. The Standard (EMT & Manager disability) - Not to Exceed $30,000; 4. HealthEquity (Health Savings Accounts [HSA]) - Not to Exceed $50,400; 5. Voya (Health Reimbursement Arrangement [HRA]) - Not to Exceed $189,000; 6. BCC/Workterra (administration/transition costs, includes ACA Fees, Reporting & File Fees) - Not to Exceed $28,267; 7. BCC (retiree-paid health premiums, recouped from retirees through monthly payments) - Not to Exceed $403,600; 8. Approve a contingency of $787,316 (5%); and B. Authorize the General Manager to revise the carriers within the not-to-exceed amounts listed above for operational efficiency and/or to better meet the needs of the Orange County Sanitation District and participants. AYES:Brad Avery, Jon Dumitru, Rose Espinoza, Glenn Grandis, Christine Marick, Jordan Nefulda, Andrew Nguyen, Robbie Pitts, David Shawver and John Withers NOES:None ABSENT:Ryan Gallagher, Farrah Khan and Chad Wanke ABSTENTIONS:None INFORMATION ITEMS: 5.ORANGE COUNTY SANITATION DISTRICT NEW OCEAN MONITORING VESSEL 2024-3698 Originator: Lan Wiborg Director of Environmental Services Lan Wiborg introduced Environmental Protection Manager Samuel Choi who provided a PowerPoint presentation regarding the new ocean monitoring vessel. The presentation included an overview of environmental Page 4 of 5 ADMINISTRATION COMMITTEE Minutes July 17, 2024 monitoring, the ocean monitoring program, the existing motor vessel, details regarding the replacement vessel including the preliminary rendering and concept, the procurement schedule, the end tie for the replacement vessel, and options for retiring the existing motor vessel. 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 Marick declared the meeting adjourned at 5:28 p.m. to the next Regular Administration Committee meeting to be held on Wednesday, September 11, 2024 at 5:00 p.m. Submitted by: _____________________ Jackie Castro, CMC Assistant Clerk of the Board Page 5 of 5 Orange County Sanitation District Minutes for the STEERING COMMITTEE Wednesday, July 24, 2024 5:00 PM Conference Room A Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 CALL TO ORDER A regular meeting of the Steering Committee of the Orange County Sanitation District was called to order by Board Chairman Ryan Gallagher on Wednesday, July 24, 2024 at 5:00 p.m. in the Administration Building of the Orange County Sanitation District. ROLL CALL AND DECLARATION OF QUORUM: Assistant Clerk of the Board Tina Knapp declared a quorum present as follows: PRESENT:Ryan Gallagher, Jon Dumitru, Pat Burns, Christine Marick, Chad Wanke and John Withers ABSENT:Glenn Grandis STAFF PRESENT: Rob Thompson, General Manager; Lorenzo Tyner, Assistant General Manager; Jennifer Cabral, Director of Communications; Mike Dorman, Director of Engineering; Laura Maravilla, Director of Human Resources; Riaz Moinuddin, Director of Operations and Maintenance; Wally Ritchie, Director of Finance; Lan Wiborg, Director of Environmental Services; Tina Knapp, Assistant Clerk of the Board; Mo Abiodun; Jackie Castro; Daisy Covarrubias; Raul Cuellar; Don Cutler; Thys DeVries; Martin Dix; Brian Engeln; Justin Fenton; Al Garcia; Rebecca Long; Rob Michaels; Kevin Work; and Ruth Zintzun were present in Conference Room A. OTHERS PRESENT: Scott Smith, General Counsel; Lindsay Caro and Gary Weisberg, Woodruff & Smart; and Danielle Dychter, Michael Sullivan & Associates, were present in Conference Room A. David French, ENS Resources, and Eric O'Donnell, Townsend Public Affairs, were present telephonically. PUBLIC COMMENTS: None. REPORTS: Chair Gallagher reminded the Committee that the Operations and Administration Committees are dark in August. Chair Gallagher also reported that it is intended to hold the August Steering and Board meetings in the new Headquarters and that the location of the meetings will be highlighted on the public notice and will be included in the agenda packet distribution email approximately a week prior to the meeting. Lastly, Chair Gallagher reported that an annual picture of the Board of Directors will be taken in August, with the picture being taken in-between the Steering Committee and Board meetings. Page 1 of 5 STEERING COMMITTEE Minutes July 24, 2024 General Manager Rob Thompson did not provide a report. CONSENT CALENDAR: 1.APPROVAL OF MINUTES 2024-3701 Originator: Kelly Lore MOVED, SECONDED, AND DULY CARRIED TO: Approve minutes of the Regular meeting of the Steering Committee held June 26, 2024. AYES:Ryan Gallagher, Jon Dumitru, Pat Burns, Christine Marick, Chad Wanke and John Withers NOES:None ABSENT:Glenn Grandis ABSTENTIONS:None 2.LEGISLATIVE AFFAIRS UPDATE FOR THE MONTH OF JUNE 2024 2024-3707 Originator: Jennifer Cabral MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Receive and file the Legislative Affairs Update for the month of June 2024. AYES:Ryan Gallagher, Jon Dumitru, Pat Burns, Christine Marick, Chad Wanke and John Withers NOES:None ABSENT:Glenn Grandis ABSTENTIONS:None 3.PUBLIC AFFAIRS UPDATE FOR THE MONTH OF JUNE 2024 2024-3708 Originator: Jennifer Cabral MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Receive and file the Public Affairs Update for the month of June 2024. AYES:Ryan Gallagher, Jon Dumitru, Pat Burns, Christine Marick, Chad Wanke and John Withers NOES:None ABSENT:Glenn Grandis ABSTENTIONS:None Page 2 of 5 STEERING COMMITTEE Minutes July 24, 2024 NON-CONSENT: 4.BENEFITS FOR UNREPRESENTED EXECUTIVE MANAGEMENT EMPLOYEES 2024-3727 Originator: Laura Maravilla Mr. Thompson provided a verbal report of the item. MOVED, SECONDED, AND DULY CARRIED TO: Recommend to the Board of Directors to: Adopt Resolution No. OC SAN 24-XX entitled: “A Resolution of the Board of Directors of the Orange County Sanitation District Approving Benefit Adjustments for At-Will Executive Management Team Employees Commencing on Fiscal Year 2024-2025”. AYES:Ryan Gallagher, Jon Dumitru, Pat Burns, Christine Marick, Chad Wanke and John Withers NOES:None ABSENT:Glenn Grandis ABSTENTIONS:None INFORMATION ITEMS: None. DEPARTMENT HEAD REPORTS: None. CLOSED SESSION: CONVENED IN CLOSED SESSION PURSUANT TO GOVERNMENT CODE SECTIONS 54956.9(d)(1), 54957(b)(1), & 54957.6. The Committee convened in closed session at 5:02 p.m. Confidential minutes of the Closed Sessions have been prepared in accordance with the above Government Code Sections and are maintained by the Clerk of the Board in the Official Book of Confidential Minutes of Board and Committee Closed Session meetings. CS-1 CONFERENCE WITH LEGAL COUNSEL RE EXISTING LITIGATION - GOVERNMENT CODE SECTION 54956.9(d)(1) 2024-3704 CONVENED IN CLOSED SESSION: Page 3 of 5 STEERING COMMITTEE Minutes July 24, 2024 Number of Cases: 1 Orange County Sanitation District v. Robert M. Jackson, et al., Orange County Superior Court Case No. 30-2024-01379706-CU-OR-CJC. CS-2 CONFERENCE WITH LEGAL COUNSEL RE EXISTING LITIGATION - GOVERNMENT CODE SECTION 54956.9(d)(1) 2024-3709 CONVENED IN CLOSED SESSION: Number of Cases: 1 Jose Salcido, Workers’ Compensation Claim, Workers Compensation Appeals Board, Case No. ADJ14774129. CS-3 CONFERENCE WITH LEGAL COUNSEL RE EXISTING LITIGATION - GOVERNMENT CODE SECTION 54956.9(d)(1) 2024-3705 CONVENED IN CLOSED SESSION: Number of Cases: 1 BKK Working Group, et al. v. Albertsons Companies, Inc., et al., United States District Court Central District of California, Court Case No. 2:18-CV-05836-MWF(PLAx). CS-4 PUBLIC EMPLOYEE PERFORMANCE EVALUATION - GOVERNMENT CODE SECTION 54957(b)(1) 2024-3734 Originator: Laura Maravilla CONVENED IN CLOSED SESSION: Public Employee Performance Evaluation Title: General Manager CS-5 CONFERENCE WITH LABOR NEGOTIATORS - GOVERNMENT CODE SECTION 54957.6 2024-3738 Originator: Laura Maravilla CONVENED IN CLOSED SESSION: Agency Designated Representatives: Board Chairman Ryan Gallagher & Board Vice-Chairman Jon Dumitru Unrepresented Employee: General Manager RECONVENED IN REGULAR SESSION. Page 4 of 5 STEERING COMMITTEE Minutes July 24, 2024 The Committee reconvened in regular session at 5:43 p.m. CONSIDERATION OF ACTION, IF ANY, ON MATTERS CONSIDERED IN CLOSED SESSION: General Counsel Scott Smith stated there was no reportable action. OTHER BUSINESS AND COMMUNICATIONS OR SUPPLEMENTAL AGENDA ITEMS, IF ANY: None. BOARD OF DIRECTORS INITIATED ITEMS FOR A FUTURE MEETING: None. ADJOURNMENT: Chair Gallagher declared the meeting adjourned at 5:44 p.m. to the next Regular Steering Committee meeting to be held on Wednesday, August 28, 2024 at 5:00 p.m. Submitted by: _____________________ Tina Knapp, MMC Assistant Clerk of the Board Page 5 of 5 BOARD OF DIRECTORS Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3722 Agenda Date:9/25/2024 Agenda Item No:4. FROM:Robert Thompson, General Manager Originator: Wally Ritchie, Director of Finance SUBJECT: REPORT OF THE INVESTMENT TRANSACTIONS FOR THE MONTH OF AUGUST 2024 GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Receive and file the following: Report of the Investment Transactions for the month of August 2024. 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 August 31, 2024. RELEVANT STANDARDS ·CA Government Code Section 53607 PRIOR COMMITTEE/BOARD ACTIONS N/A FINANCIAL CONSIDERATIONS N/A ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·Report of the Investment Transactions - August 2024 Orange County Sanitation District Printed on 9/16/2024Page 1 of 1 powered by Legistar™ Post Date Trade Date Settle Date SEDOL Type Explanation Comm Fee Fee Cost Gain/Loss Gain/LossUnitsPriceAmount Long TermShort TermMiscSECTranTicker CUSIP Page: Print Date: 1 of 11 09/04/2024 at 5:45:26 pm Data From: Thru: 08/01/2024 08/31/2024 Net CashPort P/I OCSD LIQUID OPERATING PORTFOLIO6745046600 U.S. Bank Pivot Transaction History Without Totals By Account Id, Settlement Date Account Beginning Cash Total Cash: 0.00Income Cash: 19,797,794.85Principal Cash: -19,797,794.85 08/01/2024 05531FBH5 310 INTEREST EARNED ON BB T CORPORATION MTN 2.500% 8/01/24 $1 PV ON 1000000.0000 SHARES DUE 8/1/2024 INTEREST ON 8/1/24 MATURITY .00 .00 .00 .00 .00 .0000 .000000 12,500.00 .00I 08/01/2024 31846V567 310 INTEREST EARNED ON FIRST AM GOVT OB FD CL Z UNIT ON 0.0000 SHARES DUE 7/31/2024 INTEREST FROM 7/1/24 TO 7/31/24 .00 .00 .00 .00 .00 .0000 .000000 261.47 FGZXX .00I 08/07/2024 6698M4H70 310 INTEREST EARNED ON NOVARTIS FIN CORP C P 8/07/24 $1 PV ON 3000000.0000 SHARES DUE 8/7/2024 3,000,000 PAR VALUE AT 100 % .00 .00 .00 .00 .00 .0000 .000000 17,666.67 .00I 08/16/2024 30231GBC5 310 INTEREST EARNED ON EXXON MOBIL 2.019% 8/16/24 $1 PV ON 3751000.0000 SHARES DUE 8/16/2024 .00 .00 .00 .00 .00 .0000 .000000 37,866.35 .00I 08/23/2024 91058THP4 310 INTEREST EARNED ON UNITEDHEALTH GROUP INC C P 8/23/24 $1 PV ON 3000000.0000 SHARES DUE 8/23/2024 3,000,000 PAR VALUE AT 100 % .00 .00 .00 .00 .00 .0000 .000000 28,426.67 .00I 08/29/2024 313384D89 310 INTEREST EARNED ON F H L B DISC NTS 8/29/24 $1 PV ON 15000000.0000 SHARES DUE 8/29/2024 15,000,000 PAR VALUE AT 100 % .00 .00 .00 .00 .00 .0000 .000000 135,237.50 .00I 08/29/2024 912797KD8 310 INTEREST EARNED ON U S TREASURY BILL 8/29/24 $1 PV ON 2100000.0000 SHARES DUE 8/29/2024 2,100,000 PAR VALUE AT 100 % .00 .00 .00 .00 .00 .0000 .000000 18,971.22 .00I 08/01/2024 08/01/2024 08/01/2024 05531FBH5 20 MATURED PAR VALUE OF BB T CORPORATION MTN 2.500% 8/01/24 1,000,000 PAR VALUE AT 100 % .00 .00 -972,700.00 27,300.00 .00-1,000,000.0000 1.000000 1,000,000.00 .00P 08/01/2024 08/01/2024 08/01/2024 31846V567 10 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 12,500.00 .00 .00 12,500.0000 1.000000 -12,500.00 FGZXX .00P 08/01/2024 08/01/2024 08/01/2024 31846V567 20 SOLD UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 -422.24 .00 .00-422.2400 1.000000 422.24 FGZXX .00P 08/01/2024 07/31/2024 08/01/2024 91282CGF2 10 PURCHASED PAR VALUE OF U S TREASURY NT 5.243% 1/31/25 /IRVTUS3N BK OF NEW YORK/1,000,000 PAR VALUE AT 100.027188 % .00 .00 1,000,271.88 .00 .00 1,000,000.0000 1.000272 -1,000,271.88 UST0025 .00P 08/01/2024 08/01/2024 91282CGF2 300 PAID ACCRUED INTEREST ON PURCHASE OF U S TREASURY NT 5.243% 1/31/25 .00 .00 .00 .00 .00 .0000 .000000 -150.36 UST0025 .00I 08/02/2024 08/02/2024 08/02/2024 31846V567 20 SOLD UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 -124,818.98 .00 .00-124,818.9800 1.000000 124,818.98 FGZXX .00P 08/02/2024 08/01/2024 08/02/2024 91282CGF2 10 PURCHASED PAR VALUE OF U S TREASURY NT 5.243% 1/31/25 /IRVTUS3N BK OF NEW YORK/125,000 PAR VALUE AT 100.034288 % .00 .00 125,042.86 .00 .00 125,000.0000 1.000343 -125,042.86 UST0025 .00P 08/02/2024 08/02/2024 91282CGF2 300 PAID ACCRUED INTEREST ON PURCHASE OF U S TREASURY NT 5.243% 1/31/25 .00 .00 .00 .00 .00 .0000 .000000 -37.59 UST0025 .00I 08/07/2024 08/07/2024 08/07/2024 31846V567 20 SOLD UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 -3,112.18 .00 .00-3,112.1800 1.000000 3,112.18 FGZXX .00P Post Date Trade Date Settle Date SEDOL Type Explanation Comm Fee Fee Cost Gain/Loss Gain/LossUnitsPriceAmount Long TermShort TermMiscSECTranTicker CUSIP Page: Print Date: 2 of 11 09/04/2024 at 5:45:26 pm Data From: Thru: 08/01/2024 08/31/2024 Net CashPort P/I OCSD LIQUID OPERATING PORTFOLIO6745046600 U.S. Bank Pivot Transaction History Without Totals By Account Id, Settlement Date 08/07/2024 08/07/2024 08/07/2024 6698M4H70 20 MATURED PAR VALUE OF NOVARTIS FIN CORP C P 8/07/24 3,000,000 PAR VALUE AT 100 % .00 .00 -2,982,333.33 .00 .00-3,000,000.0000 1.000000 2,982,333.33 .00P 08/07/2024 08/06/2024 08/07/2024 91282CGF2 10 PURCHASED PAR VALUE OF U S TREASURY NT 5.243% 1/31/25 /IRVTUS3N BK OF NEW YORK/3,000,000 PAR VALUE AT 99.99869 % .00 .00 2,999,960.70 .00 .00 3,000,000.0000 .999987 -2,999,960.70 UST0025 .00P 08/07/2024 08/07/2024 91282CGF2 300 PAID ACCRUED INTEREST ON PURCHASE OF U S TREASURY NT 5.243% 1/31/25 .00 .00 .00 .00 .00 .0000 .000000 -3,151.48 UST0025 .00I 08/16/2024 08/16/2024 08/16/2024 30231GBC5 20 MATURED PAR VALUE OF EXXON MOBIL 2.019% 8/16/24 3,751,000 PAR VALUE AT 100 % .00 .00 -3,730,669.58 20,330.42 .00-3,751,000.0000 1.000000 3,751,000.00 .00P 08/16/2024 08/16/2024 08/16/2024 31846V567 10 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 29,500.41 .00 .00 29,500.4100 1.000000 -29,500.41 FGZXX .00P 08/16/2024 08/15/2024 08/16/2024 91282CGF2 10 PURCHASED PAR VALUE OF U S TREASURY NT 5.243% 1/31/25 /NMRIUS33 NOMURA SECS INTL NY/3,750,000 PAR VALUE AT 100.01109973 % .00 .00 3,750,416.24 .00 .00 3,750,000.0000 1.000111 -3,750,416.24 UST0025 .00P 08/16/2024 08/16/2024 91282CGF2 300 PAID ACCRUED INTEREST ON PURCHASE OF U S TREASURY NT 5.243% 1/31/25 .00 .00 .00 .00 .00 .0000 .000000 -8,949.70 UST0025 .00I 08/23/2024 08/23/2024 08/23/2024 31846V567 20 SOLD UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 -10,094.97 .00 .00-10,094.9700 1.000000 10,094.97 FGZXX .00P 08/23/2024 08/23/2024 08/23/2024 91058THP4 20 MATURED PAR VALUE OF UNITEDHEALTH GROUP INC C P 8/23/24 3,000,000 PAR VALUE AT 100 % .00 .00 -2,971,573.33 .00 .00-3,000,000.0000 1.000000 2,971,573.33 .00P 08/23/2024 08/22/2024 08/23/2024 91282CGF2 10 PURCHASED PAR VALUE OF U S TREASURY NT 5.243% 1/31/25 /IRVTUS3N BK OF NEW YORK/3,000,000 PAR VALUE AT 99.994345 % .00 .00 2,999,830.35 .00 .00 3,000,000.0000 .999943 -2,999,830.35 UST0025 .00P 08/23/2024 08/23/2024 91282CGF2 300 PAID ACCRUED INTEREST ON PURCHASE OF U S TREASURY NT 5.243% 1/31/25 .00 .00 .00 .00 .00 .0000 .000000 -10,264.62 UST0025 .00I 08/29/2024 08/28/2024 08/29/2024 24422EWS4 10 PURCHASED PAR VALUE OF DEERE JOHN M T N 5.150% 3/03/25 /STONEX FINANCIAL INC./1,432,000 PAR VALUE AT 100.088 % .00 .00 1,433,260.16 .00 .00 1,432,000.0000 1.000880 -1,433,260.16 .00P 08/29/2024 08/29/2024 24422EWS4 300 PAID ACCRUED INTEREST ON PURCHASE OF DEERE JOHN M T N 5.150% 3/03/25 .00 .00 .00 .00 .00 .0000 .000000 -36,054.58 .00I 08/29/2024 08/29/2024 08/29/2024 313384D89 20 MATURED PAR VALUE OF F H L B DISC NTS 8/29/24 15,000,000 PAR VALUE AT 100 % .00 .00 -14,864,762.50 .00 .00-15,000,000.0000 1.000000 14,864,762.50 .00P 08/29/2024 08/29/2024 08/29/2024 313384H36 10 PURCHASED PAR VALUE OF F H L B DISC NTS 9/25/24 /MORGAN STANLEY & CO. LLC/1,975,000 PAR VALUE AT 99.60774987 % .00 .00 1,967,253.06 .00 .00 1,975,000.0000 .996077 -1,967,253.06 .00P 08/29/2024 08/29/2024 08/29/2024 313588E50 10 PURCHASED PAR VALUE OF F N M A DISC NT 9/03/24 /WELLS FARGO SECURITIES, LLC/XOTC 8,000,000 PAR VALUE AT 99.92763887 % .00 .00 7,994,211.11 .00 .00 8,000,000.0000 .999276 -7,994,211.11 .00P Post Date Trade Date Settle Date SEDOL Type Explanation Comm Fee Fee Cost Gain/Loss Gain/LossUnitsPriceAmount Long TermShort TermMiscSECTranTicker CUSIP Page: Print Date: 3 of 11 09/04/2024 at 5:45:26 pm Data From: Thru: 08/01/2024 08/31/2024 Net CashPort P/I OCSD LIQUID OPERATING PORTFOLIO6745046600 U.S. Bank Pivot Transaction History Without Totals By Account Id, Settlement Date 08/29/2024 08/29/2024 08/29/2024 31846V567 20 SOLD UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 -12,699,276.97 .00 .00-12,699,276.9700 1.000000 12,699,276.97 FGZXX .00P 08/29/2024 08/29/2024 08/29/2024 31846V567 10 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 12,662,019.43 .00 .00 12,662,019.4300 1.000000 -12,662,019.43 FGZXX .00P 08/29/2024 08/29/2024 08/29/2024 53245PJL3 10 PURCHASED PAR VALUE OF LILLY ELI CO DISC COML C P 9/20/24 /BARCLAYS CAPITAL INC. FIXED IN/2,000,000 PAR VALUE AT 99.6785555 % .00 .00 1,993,571.11 .00 .00 2,000,000.0000 .996786 -1,993,571.11 .00P 08/29/2024 08/28/2024 08/29/2024 64952WEK5 10 PURCHASED PAR VALUE OF NEW YORK LIFE MTN 1.450% 1/14/25 /JEFFERIES LLC/1,000,000 PAR VALUE AT 98.612 % .00 .00 986,120.00 .00 .00 1,000,000.0000 .986120 -986,120.00 .00P 08/29/2024 08/29/2024 64952WEK5 300 PAID ACCRUED INTEREST ON PURCHASE OF NEW YORK LIFE MTN 1.450% 1/14/25 .00 .00 .00 .00 .00 .0000 .000000 -1,812.50 .00I 08/29/2024 08/28/2024 08/29/2024 6698M4L59 10 PURCHASED PAR VALUE OF NOVARTIS FIN CORP DISC C P 11/05/24 /J.P. MORGAN SECURITIES LLC/2,000,000 PAR VALUE AT 99.0366665 % .00 .00 1,980,733.33 .00 .00 2,000,000.0000 .990367 -1,980,733.33 .00P 08/29/2024 08/29/2024 08/29/2024 912797KD8 20 MATURED PAR VALUE OF U S TREASURY BILL 8/29/24 2,100,000 PAR VALUE AT 100 % .00 .00 -2,081,028.78 .00 .00-2,100,000.0000 1.000000 2,081,028.78 .00P 08/29/2024 08/29/2024 08/29/2024 912797LU9 10 PURCHASED PAR VALUE OF U S TREASURY BILL 10/22/24 /NMRIUS33 NOMURA SECS INTL NY/BTEC 750,000 PAR VALUE AT 99.23222533 % .00 .00 744,241.69 .00 .00 750,000.0000 .992322 -744,241.69 .00P Account Ending Cash Principal Cash: -19,988,303.90 Income Cash: 19,988,303.90 Total Cash: 0.00 Post Date Trade Date Settle Date SEDOL Type Explanation Comm Fee Fee Cost Gain/Loss Gain/LossUnitsPriceAmount Long TermShort TermMiscSECTranTicker CUSIP Page: Print Date: 4 of 11 09/04/2024 at 5:45:26 pm Data From: Thru: 08/01/2024 08/31/2024 Net CashPort P/I OCSD LONG-TERM PORTFOLIO6745046601 U.S. Bank Pivot Transaction History Without Totals By Account Id, Settlement Date Account Beginning Cash Total Cash: 0.00Income Cash: 83,750,352.14Principal Cash: -83,750,352.14 08/01/2024 31846V567 310 INTEREST EARNED ON FIRST AM GOVT OB FD CL Z UNIT ON 0.0000 SHARES DUE 7/31/2024 INTEREST FROM 7/1/24 TO 7/31/24 .00 .00 .00 .00 .00 .0000 .000000 1,555.80 FGZXX .00I 08/01/2024 78016HZS2 310 INTEREST EARNED ON ROYAL BK CDA MTN 5.200% 8/01/28 $1 PV ON 6500000.0000 SHARES DUE 8/1/2024 .00 .00 .00 .00 .00 .0000 .000000 169,000.00 .00I 08/09/2024 037833AZ3 310 INTEREST EARNED ON APPLE INC 2.500% 2/09/25 $1 PV ON 2000000.0000 SHARES DUE 8/9/2024 .00 .00 .00 .00 .00 .0000 .000000 25,000.00 .00I 08/09/2024 3130ANFC9 310 INTEREST EARNED ON F H L B DEB 0.470% 8/09/24 $1 PV ON 1000000.0000 SHARES DUE 8/9/2024 .00 .00 .00 .00 .00 .0000 .000000 2,350.00 .00I 08/12/2024 14913R3A3 310 INTEREST EARNED ON CATERPILLAR FINL MTN 3.600% 8/12/27 $1 PV ON 3250000.0000 SHARES DUE 8/12/2024 .00 .00 .00 .00 .00 .0000 .000000 58,500.00 .00I 08/12/2024 3137EAEP0 310 INTEREST EARNED ON F H L M C 1.500% 2/12/25 $1 PV ON 7000000.0000 SHARES DUE 8/12/2024 .00 .00 .00 .00 .00 .0000 .000000 52,500.00 .00I 08/13/2024 06051GHY8 310 INTEREST EARNED ON BANK OF AMERICAN MTN 2.015% 2/13/26 $1 PV ON 2500000.0000 SHARES DUE 8/13/2024 .00 .00 .00 .00 .00 .0000 .000000 25,187.50 .00I 08/15/2024 02582JJT8 310 INTEREST EARNED ON AMERICAN EXPRESS 3.390% 5/17/27 $1 PV ON 18701.5000 SHARES DUE 8/15/2024 $0.00283/PV ON 6,620,000.00 PV DUE 8/15/24 .00 .00 .00 .00 .00 .0000 .000000 18,701.50 .00I 08/15/2024 02582JJV3 310 INTEREST EARNED ON AMERICAN EXPRESS 3.750% 8/16/27 $1 PV ON 6250.0000 SHARES DUE 8/15/2024 $0.00313/PV ON 2,000,000.00 PV DUE 8/15/24 .00 .00 .00 .00 .00 .0000 .000000 6,250.00 .00I 08/15/2024 161571HV9 310 INTEREST EARNED ON CHASE ISSUE TR 4.600% 1/16/29 $1 PV ON 30820.0000 SHARES DUE 8/15/2024 $0.00383/PV ON 8,040,000.00 PV DUE 8/15/24 .00 .00 .00 .00 .00 .0000 .000000 30,820.00 .00I 08/15/2024 26884TAY8 310 INTEREST EARNED ON ERAC USA FINANCE 5.000% 2/15/29 $1 PV ON 7250000.0000 SHARES DUE 8/15/2024 .00 .00 .00 .00 .00 .0000 .000000 188,298.61 .00I 08/15/2024 3133TCE95 310 INTEREST EARNED ON F H L M C MLTCL MTG 4.704% 8/15/32 $1 PV ON 7.5800 SHARES DUE 8/15/2024 $0.00392/PV ON 1,932.75 PV DUE 8/15/24 .00 .00 .00 .00 .00 .0000 .000000 7.58 FHL3032 .00I 08/15/2024 31348SWZ3 310 INTEREST EARNED ON F H L M C #786064 6.262% 1/01/28 $1 PV ON 2.8200 SHARES DUE 8/15/2024 JUNE FHLMC DUE 8/15/24 .00 .00 .00 .00 .00 .0000 .000000 2.82 786064F .00I 08/15/2024 43815BAC4 310 INTEREST EARNED ON HONDA AUTO REC OWN 1.880% 5/15/26 $1 PV ON 3488.8200 SHARES DUE 8/15/2024 $0.00157/PV ON 2,226,908.29 PV DUE 8/15/24 .00 .00 .00 .00 .00 .0000 .000000 3,488.82 HAR1826 .00I Post Date Trade Date Settle Date SEDOL Type Explanation Comm Fee Fee Cost Gain/Loss Gain/LossUnitsPriceAmount Long TermShort TermMiscSECTranTicker CUSIP Page: Print Date: 5 of 11 09/04/2024 at 5:45:26 pm Data From: Thru: 08/01/2024 08/31/2024 Net CashPort P/I OCSD LONG-TERM PORTFOLIO6745046601 U.S. Bank Pivot Transaction History Without Totals By Account Id, Settlement Date 08/15/2024 448977AD0 310 INTEREST EARNED ON HYUNDAI AUTO REC 2.220% 10/15/26 $1 PV ON 4583.3800 SHARES DUE 8/15/2024 $0.00185/PV ON 2,477,501.29 PV DUE 8/15/24 .00 .00 .00 .00 .00 .0000 .000000 4,583.38 HAR2226 .00I 08/15/2024 44935FAD6 310 INTEREST EARNED ON HYUNDAI AUTO REC TR 0.740% 5/15/26 $1 PV ON 326.0100 SHARES DUE 8/15/2024 $0.00062/PV ON 528,659.96 PV DUE 8/15/24 .00 .00 .00 .00 .00 .0000 .000000 326.01 HAR0726 .00I 08/15/2024 4581X0EN4 310 INTEREST EARNED ON INTER AMER BK M T N 4.125% 2/15/29 $1 PV ON 7000000.0000 SHARES DUE 8/15/2024 .00 .00 .00 .00 .00 .0000 .000000 156,406.25 .00I 08/15/2024 47787JAC2 310 INTEREST EARNED ON JOHN DEERE OWNER 2.320% 9/15/26 $1 PV ON 2992.7700 SHARES DUE 8/15/2024 $0.00193/PV ON 1,547,983.09 PV DUE 8/15/24 .00 .00 .00 .00 .00 .0000 .000000 2,992.77 JDO2326 .00I 08/15/2024 47789QAC4 310 INTEREST EARNED ON JOHN DEERE OWN 0.520% 3/16/26 $1 PV ON 329.1000 SHARES DUE 8/15/2024 $0.00043/PV ON 759,462.17 PV DUE 8/15/24 .00 .00 .00 .00 .00 .0000 .000000 329.10 JDO0926 .00I 08/15/2024 47800AAC4 310 INTEREST EARNED ON JOHN DEERE OWNR TR 3.740% 2/16/27 $1 PV ON 8213.4700 SHARES DUE 8/15/2024 $0.00312/PV ON 2,635,339.05 PV DUE 8/15/24 .00 .00 .00 .00 .00 .0000 .000000 8,213.47 JDO6827 .00I 08/15/2024 47800BAC2 310 INTEREST EARNED ON JOHN DEERE OWNER 5.090% 6/15/27 $1 PV ON 17136.3300 SHARES DUE 8/15/2024 $0.00424/PV ON 4,040,000.00 PV DUE 8/15/24 .00 .00 .00 .00 .00 .0000 .000000 17,136.33 JDO5027 .00I 08/15/2024 9128286B1 310 INTEREST EARNED ON U S TREASURY NT 2.625% 2/15/29 $1 PV ON 7800000.0000 SHARES DUE 8/15/2024 .00 .00 .00 .00 .00 .0000 .000000 102,375.00 .00I 08/15/2024 91324PEP3 310 INTEREST EARNED ON UNITEDHEALTH 5.250% 2/15/28 $1 PV ON 5000000.0000 SHARES DUE 8/15/2024 .00 .00 .00 .00 .00 .0000 .000000 131,250.00 .00I 08/16/2024 362554AC1 310 INTEREST EARNED ON GM FIN CONS AUTO 0.680% 9/16/26 $1 PV ON 392.9800 SHARES DUE 8/16/2024 $0.00057/PV ON 693,492.84 PV DUE 8/16/24 .00 .00 .00 .00 .00 .0000 .000000 392.98 GFC0626 .00I 08/16/2024 362585AC5 310 INTEREST EARNED ON GM FIN CONS AUT 3.100% 2/16/27 $1 PV ON 4217.3100 SHARES DUE 8/16/2024 $0.00258/PV ON 1,632,505.25 PV DUE 8/16/24 .00 .00 .00 .00 .00 .0000 .000000 4,217.31 GFC3427 .00I 08/16/2024 380146AC4 310 INTEREST EARNED ON GM FIN CONS AUTO 1.260% 11/16/26 $1 PV ON 819.1900 SHARES DUE 8/16/2024 $0.00105/PV ON 780,178.28 PV DUE 8/16/24 .00 .00 .00 .00 .00 .0000 .000000 819.19 GFC1226 .00I 08/20/2024 36225CAZ9 310 INTEREST EARNED ON G N M A I I #080023 3.750% 12/20/26 $1 PV ON 8.4300 SHARES DUE 8/20/2024 JULY GNMA DUE 8/20/24 .00 .00 .00 .00 .00 .0000 .000000 8.43 080023M .00I 08/20/2024 36225CC20 310 INTEREST EARNED ON G N M A I I #080088 5.000% 6/20/27 $1 PV ON 12.6500 SHARES DUE 8/20/2024 P & I DUE 08/20/24 .00 .00 .00 .00 .00 .0000 .000000 12.65 080088M .00I Post Date Trade Date Settle Date SEDOL Type Explanation Comm Fee Fee Cost Gain/Loss Gain/LossUnitsPriceAmount Long TermShort TermMiscSECTranTicker CUSIP Page: Print Date: 6 of 11 09/04/2024 at 5:45:26 pm Data From: Thru: 08/01/2024 08/31/2024 Net CashPort P/I OCSD LONG-TERM PORTFOLIO6745046601 U.S. Bank Pivot Transaction History Without Totals By Account Id, Settlement Date 08/20/2024 36225CN28 310 INTEREST EARNED ON G N M A I I #080408 4.875% 5/20/30 $1 PV ON 70.9700 SHARES DUE 8/20/2024 P & I DUE 08/20/24 .00 .00 .00 .00 .00 .0000 .000000 70.97 080408M .00I 08/20/2024 36225CNM4 310 INTEREST EARNED ON G N M A I I #080395 4.875% 4/20/30 $1 PV ON 8.0600 SHARES DUE 8/20/2024 P & I DUE 08/20/24 .00 .00 .00 .00 .00 .0000 .000000 8.06 080395M .00I 08/20/2024 36225DCB8 310 INTEREST EARNED ON G N M A I I #080965 3.625% 7/20/34 $1 PV ON 46.4500 SHARES DUE 8/20/2024 JULY GNMA DUE 8/20/24 .00 .00 .00 .00 .00 .0000 .000000 46.45 080965M .00I 08/21/2024 43815GAC3 310 INTEREST EARNED ON HONDA AUTO REC 0.880% 1/21/26 $1 PV ON 599.9800 SHARES DUE 8/21/2024 $0.00073/PV ON 818,149.00 PV DUE 8/21/24 .00 .00 .00 .00 .00 .0000 .000000 599.98 HAR0826 .00I 08/26/2024 05592XAD2 310 INTEREST EARNED ON BMW VEH OWNER TR 5.470% 2/25/28 $1 PV ON 6450.0400 SHARES DUE 8/25/2024 $0.00456/PV ON 1,415,000.00 PV DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 6,450.04 BVO5428 .00I 08/26/2024 3135G05X7 310 INTEREST EARNED ON F N M A 0.375% 8/25/25 $1 PV ON 7945000.0000 SHARES DUE 8/25/2024 .00 .00 .00 .00 .00 .0000 .000000 14,896.88 .00I 08/26/2024 3136AJZP4 310 INTEREST EARNED ON F N M A GTD REMIC 1.500% 4/25/29 $1 PV ON 1358.6000 SHARES DUE 8/25/2024 $0.00125/PV ON 1,086,885.12 PV DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 1,358.60 .00I 08/26/2024 31371NUC7 310 INTEREST EARNED ON F N M A #257179 4.500% 4/01/28 $1 PV ON 11.9600 SHARES DUE 8/25/2024 JULY FNMA DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 11.96 257179A .00I 08/26/2024 31376KT22 310 INTEREST EARNED ON F N M A #357969 5.000% 9/01/35 $1 PV ON 136.8400 SHARES DUE 8/25/2024 JULY FNMA DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 136.84 357969A .00I 08/26/2024 3137BFE98 310 INTEREST EARNED ON F H L B GTD REMIC 3.171% 10/25/24 $1 PV ON 12303.7800 SHARES DUE 8/25/2024 $0.00264/PV ON 4,656,111.70 PV DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 12,303.78 .00I 08/26/2024 3137BSRE5 310 INTEREST EARNED ON F H L M C MLTCL MTG 3.120% 9/25/26 $1 PV ON 13000.0000 SHARES DUE 8/25/2024 $0.00260/PV ON 5,000,000.00 PV DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 13,000.00 .00I 08/26/2024 3137FETN0 310 INTEREST EARNED ON F H L M C MLTCL MT 3.350% 1/25/28 $1 PV ON 15186.6600 SHARES DUE 8/25/2024 $0.00279/PV ON 5,440,000.00 PV DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 15,186.66 FHL0428B .00I 08/26/2024 3137FG6X8 310 INTEREST EARNED ON F H L M C MLTCL MT 3.850% 5/25/28 $1 PV ON 23260.4100 SHARES DUE 8/25/2024 $0.00321/PV ON 7,250,000.00 PV DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 23,260.41 FHL3828B .00I 08/26/2024 3138EG6F6 310 INTEREST EARNED ON F N M A #AL0869 4.500% 6/01/29 $1 PV ON 8.8700 SHARES DUE 8/25/2024 JULY FNMA DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 8.87 AL0869A .00I Post Date Trade Date Settle Date SEDOL Type Explanation Comm Fee Fee Cost Gain/Loss Gain/LossUnitsPriceAmount Long TermShort TermMiscSECTranTicker CUSIP Page: Print Date: 7 of 11 09/04/2024 at 5:45:26 pm Data From: Thru: 08/01/2024 08/31/2024 Net CashPort P/I OCSD LONG-TERM PORTFOLIO6745046601 U.S. Bank Pivot Transaction History Without Totals By Account Id, Settlement Date 08/26/2024 31394JY35 310 INTEREST EARNED ON F H L M C MLTCL MT 6.49999% 9/25/43 $1 PV ON 1798.4700 SHARES DUE 8/25/2024 $0.00542/PV ON 332,023.93 PV DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 1,798.47 FHL9543 .00I 08/26/2024 31397QRE0 310 INTEREST EARNED ON F N M A GTD REMIC 2.472% 2/25/41 $1 PV ON 321.1600 SHARES DUE 8/25/2024 $0.00512/PV ON 62,750.42 PV DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 321.16 FNM2841 .00I 08/26/2024 31403DJZ3 310 INTEREST EARNED ON F N M A #745580 5.000% 6/01/36 $1 PV ON 142.4000 SHARES DUE 8/25/2024 JULY FNMA DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 142.40 745580A .00I 08/26/2024 31403GXF4 310 INTEREST EARNED ON F N M A #748678 5.000% 10/01/33 $1 PV ON 1.8300 SHARES DUE 8/25/2024 JULY FNMA DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 1.83 748678A .00I 08/26/2024 31406PQY8 310 INTEREST EARNED ON F N M A #815971 5.000% 3/01/35 $1 PV ON 184.7100 SHARES DUE 8/25/2024 JULY FNMA DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 184.71 815971A .00I 08/26/2024 31406XWT5 310 INTEREST EARNED ON F N M A #823358 5.959% 2/01/35 $1 PV ON 64.2800 SHARES DUE 8/25/2024 JULY FNMA DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 64.28 823358A .00I 08/26/2024 31407BXH7 310 INTEREST EARNED ON F N M A #826080 5.000% 7/01/35 $1 PV ON 27.1000 SHARES DUE 8/25/2024 JULY FNMA DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 27.10 826080A .00I 08/26/2024 31410F4V4 310 INTEREST EARNED ON F N M A #888336 5.000% 7/01/36 $1 PV ON 236.9200 SHARES DUE 8/25/2024 JULY FNMA DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 236.92 888336A .00I 08/26/2024 31417YAY3 310 INTEREST EARNED ON F N M A #MA0022 4.500% 4/01/29 $1 PV ON 14.6300 SHARES DUE 8/25/2024 JULY FNMA DUE 8/25/24 .00 .00 .00 .00 .00 .0000 .000000 14.63 MA0022A .00I 08/01/2024 08/01/2024 08/01/2024 313384E54 10 PURCHASED PAR VALUE OF F H L B DISC NTS 9/03/24 /NMRIUS33 NOMURA SECS INTL NY/135,000 PAR VALUE AT 99.51691852 % .00 .00 134,347.84 .00 .00 135,000.0000 .995169 -134,347.84 .00P 08/01/2024 08/01/2024 08/01/2024 31846V567 20 SOLD UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 -134,347.84 .00 .00-134,347.8400 1.000000 134,347.84 FGZXX .00P 08/01/2024 08/01/2024 08/01/2024 31846V567 10 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 169,000.00 .00 .00 169,000.0000 1.000000 -169,000.00 FGZXX .00P 08/02/2024 08/02/2024 08/02/2024 31846V567 10 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 1,555.80 .00 .00 1,555.8000 1.000000 -1,555.80 FGZXX .00P 08/08/2024 08/08/2024 08/08/2024 31846V567 20 SOLD UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 -24,507.93 .00 .00-24,507.9300 1.000000 24,507.93 FGZXX .00P 08/08/2024 08/07/2024 08/08/2024 90331HPL1 20 SOLD PAR VALUE OF US BANK NA MTN 2.050% 1/21/25 /USBCUS31 US BANCORP INVEST US/7,270,000 PAR VALUE AT 98.571 % .00 .00 -7,254,514.90 .00 -88,403.20-7,270,000.0000 .985710 7,166,111.70 .00P Post Date Trade Date Settle Date SEDOL Type Explanation Comm Fee Fee Cost Gain/Loss Gain/LossUnitsPriceAmount Long TermShort TermMiscSECTranTicker CUSIP Page: Print Date: 8 of 11 09/04/2024 at 5:45:26 pm Data From: Thru: 08/01/2024 08/31/2024 Net CashPort P/I OCSD LONG-TERM PORTFOLIO6745046601 U.S. Bank Pivot Transaction History Without Totals By Account Id, Settlement Date 08/08/2024 08/08/2024 90331HPL1 301 RECEIVED ACCRUED INTEREST ON SALE OF US BANK NA MTN 2.050% 1/21/25 .00 .00 .00 .00 .00 .0000 .000000 7,037.76 .00I 08/08/2024 08/07/2024 08/08/2024 912797LA3 10 PURCHASED PAR VALUE OF U S TREASURY BILL 9/03/24 /RBC CAPITAL MARKETS, LLC/BTEC 7,225,000 PAR VALUE AT 99.62155557 % .00 .00 7,197,657.39 .00 .00 7,225,000.0000 .996216 -7,197,657.39 .00P 08/09/2024 08/09/2024 08/09/2024 3130ANFC9 20 MATURED PAR VALUE OF F H L B DEB 0.470% 8/09/24 1,000,000 PAR VALUE AT 100 % .00 .00 -998,760.00 1,240.00 .00-1,000,000.0000 1.000000 1,000,000.00 .00P 08/09/2024 08/09/2024 08/09/2024 31846V567 20 SOLD UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 -996,319.44 .00 .00-996,319.4400 1.000000 996,319.44 FGZXX .00P 08/09/2024 08/09/2024 08/09/2024 31846V567 10 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 1,027,350.00 .00 .00 1,027,350.0000 1.000000 -1,027,350.00 FGZXX .00P 08/09/2024 08/09/2024 08/09/2024 6698M4J37 10 PURCHASED PAR VALUE OF NOVARTIS FIN CORP DISC C P 9/03/24 /BARCLAYS CAPITAL INC. 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LLC/BTEC 2,200,000 PAR VALUE AT 99.79633909 % .00 .00 2,195,519.46 .00 .00 2,200,000.0000 .997963 -2,195,519.46 .00P 08/21/2024 08/21/2024 08/21/2024 31846V567 10 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 100,934.77 .00 .00 100,934.7700 1.000000 -100,934.77 FGZXX .00P Post Date Trade Date Settle Date SEDOL Type Explanation Comm Fee Fee Cost Gain/Loss Gain/LossUnitsPriceAmount Long TermShort TermMiscSECTranTicker CUSIP Page: Print Date: 10 of 11 09/04/2024 at 5:45:26 pm Data From: Thru: 08/01/2024 08/31/2024 Net CashPort P/I OCSD LONG-TERM PORTFOLIO6745046601 U.S. Bank Pivot Transaction History Without Totals By Account Id, Settlement Date 08/21/2024 08/21/2024 08/21/2024 43815GAC3 20 PAID DOWN PAR VALUE OF HONDA AUTO REC 0.880% 1/21/26 .00 .00 -100,313.64 .00 21.15-100,334.7900 .000000 100,334.79 HAR0826 .00P 08/26/2024 08/25/2024 08/26/2024 3136AJZP4 20 PAID DOWN PAR VALUE OF F N M A GTD REMIC 1.500% 4/25/29 .00 .00 -25,086.34 2,374.22 .00-27,460.5600 .000000 27,460.56 .00P 08/26/2024 08/25/2024 08/26/2024 31371NUC7 20 PAID DOWN PAR VALUE OF F N M A #257179 4.500% 4/01/28 JULY FNMA DUE 8/25/24 .00 .00 -103.24 .00 -5.62-97.6200 .000000 97.62 257179A .00P 08/26/2024 08/25/2024 08/26/2024 31376KT22 20 PAID DOWN PAR VALUE OF F N M A #357969 5.000% 9/01/35 JULY FNMA DUE 8/25/24 .00 .00 -256.48 .00 -17.89-238.5900 .000000 238.59 357969A .00P 08/26/2024 08/25/2024 08/26/2024 3137BFE98 20 PAID DOWN PAR VALUE OF F H L B GTD REMIC 3.171% 10/25/24 .00 .00 -1,349,676.31 .00 -94,984.11-1,254,692.2000 .000000 1,254,692.20 .00P 08/26/2024 08/25/2024 08/26/2024 3138EG6F6 20 PAID DOWN PAR VALUE OF F N M A #AL0869 4.500% 6/01/29 JULY FNMA DUE 8/25/24 .00 .00 -73.51 .00 -4.00-69.5100 .000000 69.51 AL0869A .00P 08/26/2024 08/25/2024 08/26/2024 31394JY35 20 PAID DOWN PAR VALUE OF F H L M C MLTCL MT 6.49999% 9/25/43 .00 .00 -2,541.21 .00 -297.32-2,243.8900 .000004 2,243.89 FHL9543 .00P 08/26/2024 08/25/2024 08/26/2024 31397QRE0 20 PAID DOWN PAR VALUE OF F N M A GTD REMIC 2.472% 2/25/41 .00 .00 -852.87 .00 .27-853.1400 .000000 853.14 FNM2841 .00P 08/26/2024 08/25/2024 08/26/2024 31403DJZ3 20 PAID DOWN PAR VALUE OF F N M A #745580 5.000% 6/01/36 JULY FNMA DUE 8/25/24 .00 .00 -431.28 .00 -30.09-401.1900 .000000 401.19 745580A .00P 08/26/2024 08/25/2024 08/26/2024 31403GXF4 20 PAID DOWN PAR VALUE OF F N M A #748678 5.000% 10/01/33 JULY FNMA DUE 8/25/24 .00 .00 -3.50 .00 -.24-3.2600 .000000 3.26 748678A .00P 08/26/2024 08/25/2024 08/26/2024 31406PQY8 20 PAID DOWN PAR VALUE OF F N M A #815971 5.000% 3/01/35 JULY FNMA DUE 8/25/24 .00 .00 -335.55 .00 -23.41-312.1400 .000000 312.14 815971A .00P 08/26/2024 08/25/2024 08/26/2024 31406XWT5 20 PAID DOWN PAR VALUE OF F N M A #823358 5.959% 2/01/35 JULY FNMA DUE 8/25/24 .00 .00 -80.88 .00 .64-81.5200 .000000 81.52 823358A .00P 08/26/2024 08/25/2024 08/26/2024 31407BXH7 20 PAID DOWN PAR VALUE OF F N M A #826080 5.000% 7/01/35 JULY FNMA DUE 8/25/24 .00 .00 -80.52 .00 -5.62-74.9000 .000000 74.90 826080A .00P 08/26/2024 08/25/2024 08/26/2024 31410F4V4 20 PAID DOWN PAR VALUE OF F N M A #888336 5.000% 7/01/36 JULY FNMA DUE 8/25/24 .00 .00 -925.20 .00 -64.55-860.6500 .000000 860.65 888336A .00P 08/26/2024 08/25/2024 08/26/2024 31417YAY3 20 PAID DOWN PAR VALUE OF F N M A #MA0022 4.500% 4/01/29 JULY FNMA DUE 8/25/24 .00 .00 -153.14 .00 -8.34-144.8000 .000000 144.80 MA0022A .00P 08/26/2024 08/26/2024 08/26/2024 31846V567 10 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 69,640.76 .00 .00 69,640.7600 1.000000 -69,640.76 FGZXX .00P Post Date Trade Date Settle Date SEDOL Type Explanation Comm Fee Fee Cost Gain/Loss Gain/LossUnitsPriceAmount Long TermShort TermMiscSECTranTicker CUSIP Page: Print Date: 11 of 11 09/04/2024 at 5:45:26 pm Data From: Thru: 08/01/2024 08/31/2024 Net CashPort P/I OCSD LONG-TERM PORTFOLIO6745046601 U.S. Bank Pivot Transaction History Without Totals By Account Id, Settlement Date 08/26/2024 08/26/2024 08/26/2024 31846V567 10 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 1,307,298.75 .00 .00 1,307,298.7500 1.000000 -1,307,298.75 FGZXX .00P 08/28/2024 08/28/2024 08/28/2024 31846V567 20 SOLD UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 -1,498,696.13 .00 .00-1,498,696.1300 1.000000 1,498,696.13 FGZXX .00P 08/28/2024 08/28/2024 08/28/2024 912797LA3 10 PURCHASED PAR VALUE OF U S TREASURY BILL 9/03/24 /BMO-CHICAGO BRANCH/BTEC 1,500,000 PAR VALUE AT 99.91307533 % .00 .00 1,498,696.13 .00 .00 1,500,000.0000 .999131 -1,498,696.13 .00P 08/29/2024 08/29/2024 08/29/2024 313588E50 10 PURCHASED PAR VALUE OF F N M A DISC NT 9/03/24 /WELLS FARGO SECURITIES, LLC/XOTC 1,750,000 PAR VALUE AT 99.92763886 % .00 .00 1,748,733.68 .00 .00 1,750,000.0000 .999276 -1,748,733.68 .00P 08/29/2024 08/28/2024 08/29/2024 3137EAEP0 20 SOLD PAR VALUE OF F H L M C 1.500% 2/12/25 /TORONTO DOMINION SECURITIES (U/1,800,000 PAR VALUE AT 98.4585 % .00 .00 -1,823,238.00 .00 -50,985.00-1,800,000.0000 .984585 1,772,253.00 .00P 08/29/2024 08/29/2024 3137EAEP0 301 RECEIVED ACCRUED INTEREST ON SALE OF F H L M C 1.500% 2/12/25 .00 .00 .00 .00 .00 .0000 .000000 1,275.00 .00I 08/29/2024 08/29/2024 08/29/2024 31846V567 10 PURCHASED UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 1,773,528.00 .00 .00 1,773,528.0000 1.000000 -1,773,528.00 FGZXX .00P 08/29/2024 08/29/2024 08/29/2024 31846V567 20 SOLD UNITS OF FIRST AM GOVT OB FD CL Z .00 .00 -1,748,733.68 .00 .00-1,748,733.6800 1.000000 1,748,733.68 FGZXX .00P Account Ending Cash Principal Cash: -84,859,521.40 Income Cash: 84,859,521.40 Total Cash: 0.00 * * * * * E n d O f R e p o r t * * * * * BOARD OF DIRECTORS Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3862 Agenda Date:9/25/2024 Agenda Item No:5. FROM:Robert Thompson, General Manager Originator: Mike Dorman, Director of Engineering SUBJECT: CAPITAL IMPROVEMENT PROGRAM ANNUAL REPORT GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Receive and file the Capital Improvement Program Annual Report for Fiscal Year 2023-2024. BACKGROUND The Capital Improvement Program (CIP)Annual Report summarizes and highlights achievements of active CIP projects,financial data,and contract activities for Fiscal Year 2023-2024.This report is updated annually. RELEVANT STANDARDS ·Ensure the public’s money is wisely spent ·Build brand, trust, and support with policy makers and community leaders ·Make it easy for people to understand OC San’s roles and value to the community ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·CIP Annual Report Fiscal Year 2023-2024 Orange County Sanitation District Printed on 9/17/2024Page 1 of 1 powered by Legistar™ 2023/24 ANNUAL REPORT Orange County Sanitation District Years of Environmental Excellence CAPITAL IMPROVEMENT PROGRAM 04 08 10 54 06 MESSAGE FROM THE DIRECTOR OF ENGINEERING CELEBRATING 70 YEARS CIP OVERVIEW Planning Studies Asset Management Research Program Project Highlights Collection System Projects Plant No. 1 Projects Plant No. 2 Projects Annual Validation CONTRACT ACTIVITY Engineering Projects AGENCY INFORMATION 48 FINANCIAL DATATABLE OF CONTENTS A-Side Clarifiers Replacement at Plant No. 2, Project No. P2-98A, in the City of Huntington Beach. 1947 Construction of a 7,000 foot long ocean outfall using 78-inch diameter pipes. 2 3Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence or the past 70 years, the Orange County Sanitation District (OC San) has been successful providing reliable and cost-effective wastewater services for central and northern Orange County. We have been successful through our Board of Director’s vision and support, staff’s hard work and dedication, close collaboration across OC San’s departments and external stakeholders, drive to be a leader in the industry, and commitment to being good stewards of the public’s money. The new Headquarters has brought OC San staff from nine different office locations across Plant No. 1 into one building. In a short time, this has already increased collaboration across the organization and the Engineering Department, especially for those hired during the pandemic. As a director, I really enjoy having my entire Plant No. 1 staff in one location, allowing me to continue to build a strong Engineering Department team. Over this past year, with the continued rising costs, we had to make some important decisions on a few of our Capital Improvement Program (CIP) projects. For the Digester Gas Facilities Rehabilitation, we decided to continue to maintain our gas compressors versus replacing them to maintain the project budget. For the Digester Replacement at Plant No. 2, we decided to execute this project in two phases. The first phase will construct six new digesters that can produce Class B biosolids. The second phase will construct additional facilities to achieve Class A biosolids if the biosolids market drives the need for this product. This will also allow us time to pilot the supercritical water oxidation (SCWO) technology and see if it is a viable technology for OC San. The collaboration across OC San’s Departments has been excellent, allowing projects to be well defined, timely executed, and well coordinated to meet the needs of Operations and Maintenance. We have made the important decision this year to execute select projects using the progressive design-build (PDB) delivery method. We will be using a PDB Owner Advisor to develop the contract documents and scope of work templates and support the execution of the Ocean Outfalls Rehabilitation and upcoming Laboratory Replacement at Plant No. 1 through the PDB process. This delivery method aligns well with OC San’s current collaborative working style. I am excited to have this option as another project delivery method. On behalf of the Engineering Department, I would like to extend our gratitude to the Board of Directors for their continued support of our Capital Improvement Program. F Mike Dorman, PE Director of Engineering MESSAGE FROM THE DIRECTOR OF ENGINEERING 1963 Plant No. 2 in the City of Huntington Beach. 4 5Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence AGENCY INFORMATION The Orange County Sanitation District (OC San) is responsible for collection, treatment, and recycling of wastewater for the northern and central portion of Orange County, California. 479 square miles of service area 2 reclamation facilities; Plant No. 1 in Fountain Valley and Plant No. 2 in Huntington Beach 388 miles of regional sewers 100% of reclaimable flow recycled 192 average daily flow of wastewater received in mgd (million gallons per day) 15 pump stations 2.6 million people served Digesters at Reclamation Plant No. 1 in the City of Fountain Valley. 6 7Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence his year marks 70 years of environmental excellence that has allowed OC San to go beyond its role from just a simple wastewater treatment plant to an essential resource recovery facility that has helped establish our legacy as a leader in the industry. It originally started in 1921 with the formation of the Orange County Joint Outfall Sewer. In 1954, the County Sanitation Districts of Orange County officially took over duties and the responsibility of sewage treatment for the service area. We later became the Orange County Sanitation District in 1998 and rebranded to OC San in 2020. Today we treat wastewater, recycle water, produce energy, and create nutrient-rich organic matter. The traditional gift for the 70th anniversary is the precious metal platinum. It symbolizes durability and longevity which is the very focus of OC San today. OC San will continue to provide wastewater collection, treatment, recycling, infrastructure maintenance, ocean monitoring, and many other services for the next 70 years and more. Our goal is to provide the best quality of service while keeping rates among the lowest in California. T Celebrating 70 Years 1927 Constructing the Joint Outfall Sewer. 8 9Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence Several large multi-year construction projects contribute to the top spending for the fiscal year. Projects include the Headworks Rehabilitation at Plant No. 1, completion of the new Headquarters Building, A-Side Primary Clarifiers Replacement at Plant No. 2, Outfall Low Flow Pump Station, and Gisler-Red Hill Interceptor and Baker Force Main Rehabilitation. These projects, among several other significant CIP projects, are highlighted throughout the report. More information about all active CIP projects is included in tables at the end of the report. For additional information on OC San’s CIP please visit our website at www.ocsan.gov/construction. CAPITAL IMPROVEMENT PROGRAM OVERVIEW OC San’s Capital Improvement Program (CIP) is a long-term plan to rehabilitate, replace, and improve our infrastructure and facilities to provide a reliable, resilient, and safe system for current and future generations. Current CIP projects will rehabilitate or replace aging facilities to maintain reliability, incorporate climate resiliency, mitigate seismic risk, and incorporate improved technologies in the projects we execute. The Engineering Department is responsible for executing the CIP and delivering world class engineering projects through skilled staff, technical excellence, proactive project planning, collaboration with stakeholders, and efficient project delivery. Projects vary in size and scope, and during the Fiscal Year 2023/24, projects worked on had budgets ranging from $64,000 to $555,000,000 with construction durations anywhere between months to upwards of seven years. 102 active projects and studies 33 projects in construction $262.3 million net CIP outlay FISCAL YEAR 2023/24 CIP OVERVIEW 1969 Constructing the long ocean outfall which measures 12 feet in diameter and five miles long. The Engineering Department’s Construction Management Division in front of the new Headquarters. 10 11Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence PLANNING STUDIES The Planning Division within the Engineering Department maintains a long-term Capital Improvement Program to ensure our infrastructure is adequately sized, reliable, and resilient through cost-effective and properly timed projects. Planning studies help to evaluate various areas and topics associated with operating a wastewater treatment plant. Study topics can contrast from flow monitoring, master planning, urban runoff, facility improvements, seismic resiliency, and much more. Results can lead to a pilot project, changes in how we operate our facilities, or scope requirements for future CIP projects. The following active planning studies represent the work typically performed. PROCESS SIMULATION MODEL FOR CENGEN FACILITIES OC San’s two plants have central generation (CenGen) facilities operated and maintained by OC San staff. Plant No. 1 has three gas engines and Plant No. 2 has five. The CenGen facilities use biogas to generate electricity. Heat from the engines is used to heat the digesters and heat and cool occupied buildings at Plant No. 1 and the new Headquarters. This study will prepare a process model for each CenGen facility to support ongoing planning, maintenance, and operations activities for the heating and cooling systems. INTEGRATED NITROGEN MANAGEMENT OC San operates under a National Pollutant Discharge Elimination System (NPDES) permit administered by the Environmental Protection Agency (EPA). While 100 percent of our reclaimable flows are recycled, our non-reclaimable flows are discharged through a five-mile-long ocean outfall pipe. Excess nitrogen can cause algae blooms which are detrimental to various endangered marine species. This study will evaluate the current effluent nitrogen levels discharged to the ocean and evaluate the need and feasibility of performing further nitrogen reduction at the reclamation plants under an integrated nitrogen management plan. URBAN RUNOFF OPTIMIZATION STUDY This is a partnership study between OC San, Orange County Public Works and Orange County Water District. This comprehensive study will identify feasible opportunities where additional dry weather urban runoff may be captured to both increase water recycling and improve downstream water quality throughout the county and at our beaches. The CenGen facilities at Plant No. 2 has five 16-cylinder engines, averaging about 4,000 horse power. 12 13Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence ASSET MANAGEMENT OC San’s infrastructure operates continuously day and night, requiring that we proactively manage the condition of more than $14 billion assets to ensure reliable operation. The Asset Management Program is responsible for assessing and monitoring the condition of existing assets. An annually updated Asset Management Plan includes strategic approaches for addressing asset condition and performance issues. The plan lays out how we will rehabilitate or replace those assets to deliver the required level of service at the lowest life cycle cost with an acceptable level of risk. With close collaboration with Operations and Maintenance, prioritizing critical asset repair or replacement through condition assessment can help prolong existing facilities. During the annual budget validation process, OC San uses this current asset condition information to update the timing of future CIP projects to manage risks with aging facilities. Routine field walk and collaboration between Engineering, Operations and Maintenance staff to review asset conditions and issues. Troubleshooting to improve system operation and facility longevity. Major equipment replacement at Plant No. 2 to maintain reliability. 14 15Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence RESEARCH PROGRAM As a leader in the industry, we continue to explore emerging technologies to find solutions to existing concerns and issues. OC San’s Research Program investigates solutions for current and anticipated regulatory changes. SUPERCRITICAL WATER OXIDATION DEMONSTRATION AT PLANT NO. 1 This research project is a pilot using a new technology for solids treatment called supercritical water oxidation. This treatment method looks to address constituents of emerging concern such as PFAS and microplastics. Partnering with 374Water for this effort, high temperature and pressure will oxidize complex compound materials into more basic and benign compounds. We will be able to look at the results of the demonstration pilot project to see if the technology can open up opportunities to address other challenges such as costs associated with solids processing and finding efficiencies in wastewater treatment. The assembled unit will be housed inside the storage container as part of the demonstration project. 16 17Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence PROJECT HIGHLIGHTS roject design is the phase of a project where technology is evaluated and selected, detailed design decisions are made, and design progresses from concept to final design. The project can take several years to progress from preliminary design through final design before it goes into construction. Projects in construction is when the physical work occurs. When all the physical work has been completed, the facilities are tested and put into service for us to operate and maintain. The following pages highlight just a glimpse of larger CIP projects in our collection system and reclamation plants during Fiscal Year 2023/24. Project details are based on its status at the time of publishing and the current Fiscal Year 2024/25 and 25/26 budget. P A ribbon cutting ceremony for the new Headquarters was held May 2024. 18 19Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence COLLECTION SYSTEM PROJECTS 1950’s Construction of a regional sewer pipeline down the center of a residential street. 20 21Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence Irvine Anaheim Orange Santa Ana Fullerton Brea Tustin Yorba Linda HuntingtonBeach CostaMesa GardenGrove SealBeach BuenaPark NewportBeach La Habra Westminster Cypress Placentia FountainValley Stanton Los Alamitos VillaPark La Palma Santa Ana Trunk Sewer Rehabilitation Taft Branch Improvements Greenville Trunk Improvements Fairview Trunk Rehabilitation Los Alamitos Sub-Trunk and Westside Relief Interceptor Rehabilitation Edinger Pump Station Replacement Bay Bridge Pump Station Replacement Gisler-Red Hill Interceptor and Baker Force Main Rehabilitation MacArthur Force Main Improvements Orange- Western Sub-Trunk Rehabilitation Seal Beach Pump Station Replacement Los Alamitos Trunk Sewer Rehabilitation COLLECTION SYSTEM PROJECTS OC San provides the essential service of wastewater collection for its 2.6 million customers in our 479 square mile service area through 388 miles of regional pipelines. These pipelines, along with 15 pump stations, transport wastewater from residents, businesses, and industrial sources to our treatment plants. COMMUNITY OUTREACH PROGRAM The landscape of what was originally constructed 50 or more years ago is much different today. The population has grown, buildings and utilities have multiplied, roadways have expanded, and traffic has increased. We understand that both large or small construction projects in the collection system have temporary impacts to the community, such as noise, traffic delays, and odors. Being communicative is key. The Community Outreach Program aims to be transparent and to communicate early and often. Projects are not “one size fits all” and community liaisons use a variety of communication methods for the most effective reach to the public. Traditional construction alert flyers, mailers, website updates, text alerts, community meetings, social media posts, surveys, quarterly newsletters, and other tools are used to connect with our community. The program’s intentions are to ensure the community we serve is minimally impacted and well informed. See the map of featured CIP projects in design, in construction, or completed within the collection system. Additional project information is on the following pages. 01 02 03 04 05 08 09 10 11 12 07 06 LEGEND Pump Stations Regional Pipelines Project Location In Design In Construction Construction Completed 22 23Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence Orange-Western Sub-Trunk Rehabilitation (Contract No. 3-64A) Location: Anaheim, Buena Park, Cypress, and Los Alamitos Project Budget: $26.8 million Phase: Construction Completed Construction Schedule: 2021-2024 Construction Contract: $17.9 million Originally constructed in 1959, two miles of pipeline and 35 manholes have been rehabilitated to extend its useful life another 50 years. Portions of the existing pipeline were rehabilitated with cured-in-place-pipe lining to extend the useful life. *This project is combined with the Los Alamitos Trunk Sewer Rehabilitation under one contract. Los Alamitos Sub-Trunk and Westside Relief Interceptor Rehabilitation (Contract No. 3-64C) Location: Cypress, La Palma, and Los Alamitos Project Budget: $50.9 million Phase: Advertising for Construction Construction Schedule: 2025-2028 Construction Budget: $29 million The Los Alamitos Sub-Trunk, constructed in 1959, and the Westside Relief Interceptor, constructed in 1975, make up over seven miles of sewer pipeline in the western region of our service area. The project will upsize portions of the pipeline using open cut and pipe bursting methods and rehabilitate the remaining pipelines with cured-in-place-pipe lining. Pipe joints will be grouted to stop water intrusion in portions of the pipeline not being rehabilitated or upsized. Approximately 100 manholes will also be replaced or rehabilitated. Los Alamitos Trunk Sewer Rehabilitation (Contract No. 3-64B) Location: Los Alamitos, Seal Beach, and unincorporated Rossmoor Phase: Construction Completed Construction Schedule: 2021-2024 Over five miles of pipeline along Katella Avenue, Los Alamitos Boulevard, and Seal Beach Boulevard were recently rehabilitated by removing calcium buildup at various pipe joints and injecting chemical grout to stop water intrusion. Rehabilitation or replacement also occurred on over 70 manholes. Construction was completed February 2024. *This project is combined with the Orange-Western Sub-Trunk Rehabilitation under one contract. Seal Beach Pump Station Replacement (Project No. 3-67) Location: Seal Beach Project Budget: $134 million Phase: Construction Construction Schedule: 2024-2027 Construction Budget: $97 million The pump station was initially constructed in 1970. Construction has commenced to replace the existing pump station. It will have a 50-foot deep wet well to accommodate future construction of a deep gravity sewer and allow us to eliminate an upstream pump station. New odor control facilities and a standby emergency generator will also be constructed. The new structure will have a Spanish mission architectural style to blend with the City of Seal Beach City Hall. CO L L E C T I O N S Y S T E M P R O J E C T D E S C R I P T I O N S 01 02 04 03 From top to bottom: Removing an existing sewer pipeline; Installing a new pipeline; and Street base paving on the Orange-Western Sub-Trunk Rehabilitation, Contract No. 3-64A in the City of Anaheim. 24 25Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence Edinger Pump Station Replacement (Project No. 11-33) Location: Huntington Beach Project Budget: $36.5 million Phase: Preliminary Design Construction Schedule: 2027-2029 Construction Budget: $20.7 million The Edinger Pump Station and associated force mains are critical elements to OC San’s collection system conveying flows from northwest Huntington Beach and Seal Beach. The existing pump station is underground in the public right of way. It was constructed in 1965 and is near the end of its lifespan. It will be replaced with a new pump station in a nearby location adjacent the Westminster Channel. Fairview Sewer Rehabilitation (Project No. 6-20) Location: Costa Mesa Project Budget: $25 million Phase: Design Construction Schedule: 2026-2029 Approximately 1½ miles of the Fairview Trunk Sewer located on Fairview Avenue will be rehabilitated to extend the life of the pipeline by approximately 50 years. The pipeline was originally constructed in 1952. Bay Bridge Pump Station Replacement (Project No. 5-67) Location: Newport Beach Project Budget: $145.4 million Phase: Preliminary Final Design Construction Schedule: 2025-2029 Construction Budget: $90.1 million The existing pump station, constructed in 1966, handles 50 percent of the wastewater flows from the City of Newport Beach. The project will replace the pump station and the dual force mains under Pacific Coast Highway and Newport Channel using microtunneling. The pump station and force main system are critical to ensure the continuous collection of wastewater flow. Taft Branch Improvements (Project No. 2-49) Location: Orange Project Budget: $31.2 million Phase: Construction Construction Schedule: 2024-2026 Construction Budget: $20.5 million The Taft Branch sewer is a vitrified clay gravity sewer varying in size from 12 to 24 inches and was built in 1960. The sewer is located in both residential and commercial areas and crosses Highway 55. The project will add capacity by upsizing the existing pipeline to mitigate risk of a spill under peak wet weather flows. Two miles of pipeline along Taft Avenue will be replaced and upsized to larger diameter pipe. A portion of sewer running along Tustin Street will be relocated down a residential street. A construction contract was awarded, and construction will commence this fall 2024. CO L L E C T I O N S Y S T E M P R O J E C T D E S C R I P T I O N S 05 06 07 08 Architectural rendering of the Bay Bridge Pump Station Replacement, Project No. 5-67. The existing Edinger Pump Station is located completely underground and accessed through a hatch that requires the closure of the sidewalk along a school and park. Preliminary architectural rendering for the Edinger Pump Station Replacement, Project No. 11-33. 26 27Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence Greenville Trunk Improvements (Project No. 1-24) Location: Santa Ana Project Budget: $48.6 million Phase: Design Construction Schedule: 2028-2032 Originally constructed in 1952, this project upsizes the Greenville Trunk Sewer to increase capacity in approximately 3 miles of pipeline. Santa Ana Trunk Sewer Rehabilitation (Project No. 1-23) Location: Costa Mesa and Santa Ana Project Budget: $54.6 million Phase: Design Construction Schedule: 2025-2027 Construction Budget: $31.6 million Located north of the Interstate 405, the Santa Ana Trunk Sewer was originally constructed in the 1950’s. The project will rehabilitate nearly three miles of large diameter sewers ranging from 3 ½ – 4 feet using the cured-in-place-pipe method. Work also includes rehabilitating associated manholes and improving manhole access. Gisler-Red Hill Interceptor and Baker Force Main Rehabilitation (Project No. 7-65) Location: Costa Mesa and Irvine Project Budget: $55.5 million Phase: Construction Construction Schedule: 2023-2026 Construction Budget: $44.7 million The Gisler-Red Hill Interceptor was constructed in the early 1960’s and consists of approximately 3 ½ miles of vitrified clay pipe. It crosses several high-volume roads including Interstate 405, Highway 55, and Highway 73. The Baker Force Mains were constructed in 1991 and consists of one mile of dual force mains. The force mains are used to transport wastewater flows from the Main Street Pump Station. The project also includes replacing valves and piping at the Main Street Pump Station located in the City of Irvine. MacArthur Force Main Improvements (Project No. 7-68) Location: Newport Beach Project Budget: $8.2 million Phase: Construction Construction Schedule: 2023-2024 Construction Budget: $3.9 million The force mains were constructed in the early 1960’s along the west side of MacArthur Boulevard in close proximity to Highway 73 and John Wayne Airport that serves Orange County. Construction is almost complete with replacing a half mile of dual force mains within the street right of way. CO L L E C T I O N S Y S T E M P R O J E C T D E S C R I P T I O N S 09 11 10 12 Most of the construction occurred during the nighttime hours to reduce impacts to the business community and traveling public on the MacArthur Force Main Improvements, Project No. 7-68, in the City of Newport Beach. New dual force mains and access structure on the MacArthur Force Main Improvements, Project No. 7-68. Installing an angled piece of pipeline on the Baker Force Main Rehabilitation, Project No. 7-65, in the City of Costa Mesa. 28 29Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence PLANT NO. 1 PROJECTS 1950’s Construction of a new digester. 30 31Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence PLANT NO. 1 PROJECTS OC San’s Plant No. 1 is located on 100 acres in Fountain Valley. Treating wastewater day in and day out requires upkeep of the facility to ensure the expected levels of service are maintained. Read on to learn about large-scale projects currently in design, construction, or completed. Headworks Rehabilitation 02 Activated Sludge-1 and Secondary Clarifier Rehabilitation04 Primary Sedimentation Basins No. 3-5 Replacement03 01 Headquarters Complex LEGEND In Design In Construction Construction Completed 01 02 03 04 32 33Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence 01 Headquarters Complex (Project No. P1-128A) Construction Schedule: 2021-2024 Project Budget: $167.8 million Phase: Construction Complete Construction Contract: $106.9 million OC San has a new Headquarters building in Fountain Valley. As we celebrate 70 years of history, we have also expanded our footprint in the city with the new Headquarters building across the street from Plant No. 1. This will allow us to preserve Plant No. 1 for future process treatment facilities while still having administrative staff closely connected with a pedestrian skybridge spanning over a heavy traffic road. City residents have adopted the motto “A Nice Place to Live.” Following the city motto, the addition of the Headquarters is “A Nice Place to Work” for the workforce of over 300 professionals who relocated to the new building in June 2024. The remaining workforce are located at the two reclamation facilities. A noticeable design feature is the use of mass timber combined with steel-braced frames. The wood elements provide a natural warmth to the interior of the building while reducing the overall carbon footprint of its construction. Other sustainable design features that target LEED (Leadership in Energy and Environmental Design) Gold certification and net-zero energy certification include photovoltaic panels on the roof and parking lot, sun-shading and building orientation to maximize daylighting while reducing glare and solar heat gain, and as a resource recovery agency, 100 percent of the Headquarters building heat is provided from the plant operations. PL A N T N O . 1 P R O J E C T D E S C R I P T I O N S The New Headquarters Complex, Project No. P1-128A, was completed earlier this year located at 18480 Bandilier Circle in the City of Fountain Valley. 1964 Staff in front of the then new Administration Building. 34 35Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence 02 Headworks Rehabilitation (Project No. P1-105) Construction Schedule: 2021-2028 Project Budget: $340 million Phase: Construction Construction Contract: $226 million This is a comprehensive rehabilitation effort to the headworks facilities, the first point of entry of wastewater into Plant No. 1. The headworks facilities were built in 1989. The work needs to occur all while still treating the average 124 million gallons per day of wastewater received at Plant No. 1. The project includes rehabilitation of the metering and diversion structure, bar screen building, main sewage pumps, and grit handling facility and new grit pump station, power building, electrical building, standby generation facility, and odor control. This complex project requires extensive coordination with plant operations for shutdowns, confined space entries, and working with live flows. 03 Primary Sedimentation Basins No. 3-5 Replacement (Project No. P1-126) Construction Schedule: 2027-2031 Project Budget: $183 million Phase: Design Construction Contract: $114 million The primary treatment facilities were built between 1955 and 1965 and have varying levels of deterioration due to corrosion and wear and tear. This project will replace the existing primary sedimentation basins and all associated facilities, which are responsible for the first step in the wastewater treatment process. 04 Activated Sludge-1 and Secondary Clarifier Rehabilitation (Project No. P1-140) Construction Schedule: 2027-2033 Project Budget: $470 million Phase: Design Construction Budget: $346 million The original Activated Sludge Facility No. 1 was constructed in 1973. Over the years projects have increased capacity and converted biochemical oxygen demand treatment to a nitrification/denitrification treatment. This project will perform a comprehensive rehabilitation of the Activated Sludge-1 Facility. The activated sludge process in wastewater treatment involves the use of microorganisms and oxygen to break down organic matter and remove pollutants. PL A N T N O . 1 P R O J E C T D E S C R I P T I O N S The Headworks Rehabilitation, Project No. P1-105 has been in construction for over three years. 1975 Activated Sludge facility at Plant No. 1. 36 37Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence PLANT NO. 2 PROJECTS 1959 Plant No. 2 in the City of Huntington Beach. 38 39Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence PLANT NO. 2 PROJECTS Located in Huntington Beach, OC San’s Plant No. 2 coastal surroundings bring amazing views atop the 100-foot surge towers. As of last year, the final expansion of the Groundwater Replenishment System allows OC San to recycle 100 percent of reclaimable flows. Non-reclaimable flows are discharged from Plant No. 2 through a five-mile-long ocean outfall pipe into the Huntington Beach coast. Read on to learn about large-scale projects currently in design, construction, or completed. LEGEND In Design In Construction 01 Operations and Maintenance Complex 04 Digester Replacement 07 A-Side Primary Clarifiers Replacement 08 Activated Sludge Aeration Basin Rehabilitation 02 Outfall Low Flow Pump Station 05 Digesters Rehabilitation 03 South Perimeter Wall and Soil Improvements 06 Digester Gas Facilities Rehabilitation 04 0503 01 02 07 08 06 40 41Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence PL A N T N O . 2 P R O J E C T D E S C R I P T I O N S 01 Operations and Maintenance Complex (Project No. P2-138) Construction Schedule: 2027-2030 Project Budget: $126.5 million Phase: Design Construction Budget: $78.3 million Just like process area facilities that need rehabilitation or replacement, occupied spaces like the Operations Center and Maintenance buildings also age and need to be replaced. The complex is designed to house Operations, Maintenance, Collections, and Construction Management staff. 02 Outfall Low Flow Pump Station (Project No. J-117B) Construction Schedule: 2019-2025 Project Budget: $140.4 million Phase: Construction Construction Contract: $86.5 million Currently the longest duration project under construction at Plant No. 2. This project rehabilitates the mechanical, electrical, and instrumentation systems of the ocean outfall pump station that discharges non-reclaimable flows to the ocean outfall system. Because we are now able to recycle 100 percent of reclaimable flows, the flow through the ocean outfall is lower and requires a smaller pump station to handle the lower daily flows. This project also replaces the plant water pump station to allow it to use reclaimable water that can be recycled, replaces the electrical equipment in the CenGen facility, provides a plant-wide electrical power monitoring and control system, provides a new plant-wide fiber optic network, and provides new server rooms for process and IT equipment. 03 South Perimeter Wall and Soil Improvements (Project No. P2-128A) Construction Schedule: 2024-2027 Project Budget: $33 million Phase: Bid and Award Construction Budget: $25.8 million OC San’s Climate Resiliency Study identified 2070 projections of sea level rise. A new wall will be constructed along the Talbert Marsh at the southwest corner of Plant No. 2 replacing the existing chain link fence. It acts in conjunction with the existing levee to protect the Plant from a 100-year flood and is designed to withstand a maximum tsunami event. It will also protect us from lateral spread into the Talbert Marsh, increasing seismic resiliency of our facilities. When completed, the new wall will have a wave- like pattern with stamped concrete artwork. New Low Flow and Plant Water Pump Station as part of the Outfall Low Flow Pump Station, Project No. J-117B. Fastening pieces of the plant water pump station discharge piping on the Outfall Low Flow Pump Station, Project No. J-117B.04 Digester Replacement (Project No. P2-128) Construction Schedule: 2028-2036 Project Budget: $555 million Phase: Design Construction Budget: $408 million This project will build six new anaerobic digesters at Plant No. 2, to be initially operated in mesophilic mode to produce Class B biosolids product and designed for future thermophilic operation to produce Class A product. Supporting facilities and equipment will include sludge pumping, heating, mixing, odor control, power distribution, and instrumentation and controls. Future conversion to the thermophilic process as well as replacement and/or demolition of existing digesters will be part of a future project. 42 43Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence 05 Digesters Rehabilitation (Project No. P2-137) Construction Schedule: 2025-2028 Project Budget: $41.3 million Phase: Design Construction Budget: $17 million Continuing 70 years and beyond of environmental excellence, many projects are driven by rehabilitation and replacement. This project is no different. There are 18 concrete digesters that were built between 1959 and 1979. The rehabilitation includes the repair of the digester exterior concrete and walkway bridges and replacement of digester electrical equipment and associated instruments to extend the life of the existing facilities until future replacement is necessary. 06 Digester Gas Facilities Rehabilitation (Project No. J-124) Construction Schedule: 2027-2032 Project Budget: $190 million Phase: Design Construction Budget: $113 million This project will rehabilitate the existing gas compressor facilities at both plants that were constructed in the early 1990’s. The project originally began as a replacement project, but as the project progressed and after further evaluating the work, schedule, and costs, it was determined that the gas compressors can be rehabilitated and extend the life 25 years with the support of our in-house mechanics group who are skilled to perform gas compressor overhauls. 07 A-Side Primary Clarifiers Replacement (Project No. P2-98A) Construction Schedule: 2021-2027 Project Budget: $165.9 million Phase: Construction Construction Contract: $45.6 million Four primary clarifiers dating back to the 1960’s are being replaced along with the existing odor control facility. Once construction is completed, the existing primary clarifiers will be demolished. The A-Side Primary Clarifiers Replacement at Plant No. 2, Project No. P2-98A, will construct four new primary clarifiers. Construction of exterior concrete walls of a new electrical building for the A-Side Primary Clarifiers Replacement, Project No. P2-98A. 08 Activated Sludge Aeration Basin Rehabilitation (Project No. P2-136) Construction Schedule: 2027-2030 Project Budget: $65.6 million Phase: (Preliminary) Design Construction Budget: $40.6 million This project includes structural rehabilitation of the aeration basin’s deck and adjacent concrete structures. All of the mechanical equipment, components, piping, gates, and valves will be replaced. PL A N T N O . 2 P R O J E C T D E S C R I P T I O N S 44 45Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence 102 active projects and studies 6 construction contracts completed 33 projects in construction 2 planning studies awarded 2 professional design service contracts awarded 9 construction contracts awarded $262.3 million in CIP spending Activated Sludge Secondary Clarifier at Plant No. 1. ANNUAL VALIDATION On an annual basis, OC San staff review the scope, schedule, cost, resources, and risks of current and future CIP projects to validate the budgetary requirements. The CIP is approved annually by the Board of Directors as part of the overall budget process. 46 47Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence FINANCIAL DATA A total of $262.3 million was spent on the CIP for Fiscal Year 2023/24. Of that spending, nearly half of the projects took place at Plant No. 1, including the Headworks Rehabilitation and the completion of the Headquarters. Fiscal Year 2023/24 CIP Expenditures Total $262.3 million 14% $36.7 million Plant No. 2 47% $124 million Plant No. 1 20% $51.9 million Joint Facilities 17% $44.9 million Collection System 2% $4.6 million Non-Engineering 48 49Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence The CIP is a long-term plan that forecasts future cash flows. With each annual validation, all current and future projects are reviewed to determine if any adjustments in budget or timing need to be made. If budgets or project timing are adjusted, the projected spending forecast, or net CIP outlay, is also revised. The Annual Net CIP Outlay chart shows the historical actuals over the past five years and the projected budget for the next ten years. $0 FY19-20 FY20-21 FY21-22 FY22-23 FY23-24 FY24-25 FY25-26 FY26-27 FY27-28 FY28-29 FY29-30 FY30-31 FY31-32 FY32-33 FY33-34 $120 $161 $195 $226 $262 $232 $261 $284 $359 $334 $397 $331 $327 $345 $365 $50 M $10 0 M $150 M $20 0 M $25 0 M $30 0 M $35 0 M $40 0 M $45 0 M Annual Net CIP Outlay FI N A N C I A L D A T A 50 51Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence 10-Year Net CIP Outlay Fiscal Years 2024/25 through 2033/34 By the end of Fiscal Year 2023/24, there were a total of 33 active projects in construction. An increase of spending in the future years is due to more projects transitioning from design into construction. For the next ten years, spending is evenly distributed with projects at both plants and the collection system. 22.5% $729.7 million Plant No. 2 24.3% $789.4 million Plant No. 1 16.1% $522.1 million Joint Facilities 23.2% $753.3 million Collection System 1.4% $46.1 million Non-Engineering 12.5% $406.9 million Future Rehabilitation and Replacement Total $3.25 billion FI N A N C I A L D A T A 52 53Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence Date of Award Project No.Project Name Consultant Contract Amount Location(s) February 2024 PS21-07 Process Simulation Model Development for CenGen Facilities Intelliflux Controls $150,308 Plant Nos. 1 and 2 October 2023 PS21-10 Integrated Nitrogen Management Hazen and Sawyer $247,000 Plant Nos. 1 and 2 $397,308 Planning Studies Contracts Awarded Design Contracts AwardedCONTRACT ACTIVITY These are the contracts awarded for planning studies, design contracts, construction contracts, construction contracts completed, and closed out during Fiscal Year 2023/24. Date of Award Project No.Project Name Consultant Contract Amount Location(s) September 2023 3-60 Knott - Miller Holder Artesia Branch Rehabilitation Dudek $3,125,590 Buena Park, La Palma October 2023 P2-136 Activated Sludge Aeration Basin Rehabilitation at Plant No. 2 Carollo Engineers, Inc.$5,891,599 Plant No. 2 $9,017,189 Manhole rehabilitation work in a diversion channel. 5570 Years of Environmental Excellence54Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 Date of Award Project No.Project Name Contractor Contract Amount Location(s) July 2023 7-68 MacArthur Force Main Improvements SRK Engineering, Inc. $3,897,000 Newport Beach September 2023 P2-127 Collections Yard Relocation Archico Design Build, Inc.$6,500,000 Plant No. 2 December 2023 3-67 Seal Beach Pump Station Replacement Walsh Construction Company II, LLC $97,032,743 Seal Beach February 2024 FE22-02 Liquid Oxygen Tank B Replacement at Plant No. 2 J.R. Filanc Construction Company, Inc. $3,098,000 Plant No. 2 March 2024 FE19-02 CenGen Plant Water Pipe Replacement at Plant No. 1 Innovative Construction Solutions $3,385,000 Plant No. 1 April 2024 FE23-01 Digester Gas Compressor Dryer Replacements at Plant Nos. 1 and 2 Innovative Construction Solutions $5,942,500 Plant Nos. 1 and 2 April 2024 FE23-08 Power Buildings 7 and 8 HVAC Replacement at Plant No. 1 Trane U.S. Inc.$687,708 Plant No. 1 May 2024 2-49 Taft Branch Improvements Big Ben Inc.$20,458,250 Orange June 2024 FE20-02 Digester C,D,F, and G Mechanical Rehabilitation at Plant No. 2 J.F. Shea Construction Inc. $3,694,000 Plant No. 2 $144,695,201 Construction Contracts Awarded Date of Completion Project No.Project Name Contractor Contract Amount Location(s) August 2023 FE19-12 Rebuild Shop Fume Extractor Installation at Plant No. 1 RAN Enterprises, Inc $235,319 Plant No. 1 December 2023 7-66 Sunflower and Red Hill Interceptor Repairs Charles King Company $5,271,952 Costa Mesa, Irvine January 2024 P1-134 South Perimeter Security and Utility Improvements at Plant No. 1 Tovey/Shultz Construction, Inc. $4,848,230 Plant No. 1 February 2024 FE19-06 EPSA Motor Cooling Improvements at Plant No. 2 MMC, Inc.$897,916 Plant No. 2 February 2024 FE21-06 Chemical Dosing Station Installation at Westside Pump Station RP Controls, Inc.$62,565 Unincorporated Orange County April 2024 3-62 Westminster Boulevard Force Main Replacement Teichert Energy - Utilities Group, Inc. $31,618,135 Seal Beach, Westminster $42,934,117 Construction Contracts Completed CO N T R A C T A C T I V I T Y 56 57Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence ENGINEERING CIP PROJECTS Tables of active CIP projects during Fiscal Year 2023/24 are listed on the following pages. The status is at the time of report publishing and project budgets are based on the Fiscal Year 2024/25 and 2025/26 budget book, rounded to the nearest thousand. Non-engineering projects that include Information Technology and Maintenance projects are not detailed in this report or included in the tables. Project No.Project Name Status Project Budget PS18-06 Go/No-Go Lights and Signange Completed $495,000 PS19-03 Laboratory Rehabilitation Feasibility Study Completed $450,000 PS20-02 Collection System Flow Level Monitoring Study Active $743,000 PS20-09 Thickening & Dewatering Plant Water Study at Plant No. 1 Active $400,000 PS21-01 Exterior Lighting Study at Plant Nos. 1 and 2 Active $346,000 PS21-02 Public Announcement and Fire System at Plant Nos. 1 and 2 Active $500,000 PS21-04 Energy and Digester Gas Master Plan Active $1,785,000 PS21-05 CAD Design Manual Update for 3D Design Active $758,000 PS21-06 Urban Runoff Optimization Study Active $1,100,000 PS21-07 Process Simulation Model Development for Cen Gen Facilities Active $211,000 PS21-10 Integrated Nitrogen Management Active $372,000 PS22-02 Onsite Oxygen Generation Feasibility Study at Plant No. 2 Completed $295,000 PS23-01 Fleet Facilities Improvements Study Active $350,000 PS23-02 Staff Parking Study at Plant No. 2 Completed $64,000 PS23-03 2025 Outfall Initial Dilution Model Active $708,000 PS23-04 Digital Asset Management Study Active $630,000 PS23-05 Utility Water Planning Study at Plant Nos. 1 and 2 Active $1,100,000 PS23-06 Seismic Resilience Study at Plant No. 2 Active $946,000 RE20-06 Co-Thickened Sludge Pump Trial at Plant No. 1 Active $160,000 RE21-01 Supercritical Water Oxidation Demonstration at Plant No. 1 Construction $7,941,000 Planning and Research Studies Concrete pour of new primary clarifier in construction on the A-Side Primary Clarifiers Replacement at Plant No. 2 Project P2-98A. 58 59Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence Project No.Project Name Status Project Budget Location(s) 1-23 Santa Ana Trunk Sewer Rehabilitation Design $54,620,000 Costa Mesa, Santa Ana 1-24 Greenville Trunk Improvements Preliminary Design $48,600,000 Santa Ana 2-49 Taft Branch Improvements Construction $31,200,000 Orange 3-60 Knott - Miller Holder Artesia Branch Rehabilitation Preliminary Design $16,500,000 Buena Park, La Palma 3-62 Westminster Blvd Force Main Replacement Close-Out $43,900,000 Seal Beach, Westminster 3-64A & 3-64B Orange-Western Sub-Trunk and Los Alamitos Trunk Sewer Rehabilitation Construction $26,804,000 Anaheim, Buena Park, Cypress, Los Alamitos, Seal Beach 3-64C Los Alamitos Sub-Trunk and Westside Relief Interceptor Rehabilitation Design $50,900,000 Cypress, la Palma, Los Alamitos 3-67 Seal Beach Pump Station Replacement Construction $134,000,000 Seal Beach 5-67 Bay Bridge Pump Station Replacement Design $146,000,000 Newport Beach 5-68 Newport Beach Pump Station Pressurization Improvements Construction $2,700,000 Newport Beach 6-20 Fairview Sewer Rehabilitation Preliminary Design $25,000,000 Costa Mesa 7-65 Gisler-Red Hill Interceptor and Baker Force Main Rehabilitation Construction $55,500,000 Costa Mesa, Irvine 7-66 Sunflower and Red Hill Interceptor Repairs Close-Out $6,750,000 Costa Mesa, Irvine 7-68 MacArthur Force Main Improvements Construction $8,150,000 Newport Beach 7-69 North Tustin-Orange Sewer Improvements Project Development $59,100,000 Orange, Tustin, unincorporated Orange County 11-33 Edinger Pump Station Replacement Preliminary Design $36,500,000 Huntington Beach Collection System Projects Project No.Project Name Status Project Budget P1-105 Headworks Rehabilitation at Plant 1 Construction $340,000,000 P1-126 Primary Sedimentation Basins No. 3-5 Replacement at Plant No. 1 Preliminary Design $183,000,000 P1-128A Headquarters Complex at Plant No. 1 Construction $167,819,000 P1-132 Uninterruptable Power Supply Improvements at Plant 1 Construction $9,600,000 P1-133 Primary Sedimentation Basins No. 6-31 Reliability Improvements at Plant No. 1 Construction $12,100,000 P1-134 South Perimeter Security and Utility Improvements at Plant No. 1 Close-Out $8,150,000 P1-137 Supports Buildings Seismic Improvements at Plant No. 1 Design $27,600,000 P1-138 Industrial Control System and IT Data Center Relocation at Plant No. 1 Project Development $16,500,000 P1-140 Activated Sludge-1 Rehabilitation at Plant No. 1 Preliminary Design $470,000,000 P1-141 Administrative Facilities Demolition Project Development $4,286,000 P1-142 Trickling Filter Media Replacement at Plant No. 1 Project Development $47,000,000 P2-98A A-Side Primary Clarifiers Replacement at Plant 2 Construction $165,894,000 P2-122 Headworks Modifications at Plant No. 2 for GWRS Final Expansion Close-Out $30,400,000 P2-123 Return Activated Sludge Piping Replacement at Plant 2 Close-Out $10,000,000 P2-127 Collections Yard Relocation and Warehouse Demolition at Plant No. 2 Construction $8,800,000 P2-128 Digester Replacement at Plant No. 2 Design $555,000,000 P2-128A South Perimeter Wall and Soil Improvements at Plant No. 2 Design $33,000,000 P2-135 Chemical Systems Rehabilitation at Plant No. 2 Design $9,200,000 Plant No. 1, Plant No. 2, and Joint Projects continued next page EN G I N E E R I N G C I P P R O J E C T S 60 61Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence Project No.Project Name Status Project Budget P2-136 Activated Sludge Aeration Basin Rehabilitation at Plant No. 2 Preliminary Design $65,600,000 P2-137 Digesters Rehabilitation at Plant No. 2 Design $41,320,000 P2-137A Digester P and R Dome Tendon Repair Design $3,680,000 P2-138 Operations and Maintenance Complex at Plant No. 2.Preliminary Design $126,500,000 P2-139 Emergency Overflow Pipes and Wingwalls Rehabilitation at Plant No. 2 Project Development $7,500,000 P2-140 Truck Loading Bay Odor Control Improvements at Plant No. 2 Project Development $8,356,000 J-98 Electrical Power Distribution System Improvements Design $29,000,000 J-117B Outfall Low Flow Pump Station Construction $140,357,000 J-120 Process Control Systems Upgrades Construction $31,700,000 J-120A Control Room Reconfiguration at Plant No.1 Design $3,800,000 J-124 Digester Gas Facilities Replacement Design $190,000,000 J-127 Natural Gas Pipelines Replacement at Plant Nos. 1 and 2 Close-Out $2,177,000 J-128 Project Management Information System Construction $2,280,000 J-135B Engine and Generator Overhauls at Plant No. 1 and 2 Construction $36,638,000 J-137 Ocean Outfalls Rehabilitation Project Development $82,000,000 Plant No. 1, Plant No. 2, and Joint Projects continued continued next page Project No.Project Name Status Project Budget Location(s) FE18-06 CenGen Instrument Air Compressors Replacement at Plant No. 1 Design $1,150,000 Plant No. 1 FE18-13 Redhill Relief Sewer Relocation at State Route 55 Construction $3,550,000 Santa Ana FE18-14 Plant Water Pipeline Replacement in Kinnison, Lindstrom, and Scott Tunnels at Plant No. 2 Close-Out $2,300,000 Plant No. 2 FE18-15 Plant Boiler System Relief at Plant No. 2 Close-Out $675,000 Plant No. 2 FE19-01 Pump Station Portable Generator Connectors Construction $2,570,000 OC San Service Area FE19-02 CenGen Plant Water Pipe Replacement at Plant No. 1 Construction $5,725,000 Plant No. 1 FE19-03 Trickling Filter Sludge and Scum Pumps Replacement at Plant No. 1 Construction $3,200,000 Plant No. 1 FE19-04 Sunflower Pump Replacement at Plant No. 1 Construction $4,300,000 Plant No. 1 FE19-06 EPSA Motor Cooling Improvements at Plant No. 2 Close-Out $1,825,000 Plant No. 2 FE19-08 Secondary Treatment VFD Replacements at Plant No. 2 Construction $2,900,000 Plant No. 2 FE19-10 Digesters C, D, F, G and I Gas Balance Lines Replacement at Plant No. 2 Design $176,000 Plant No. 1 FE19-11 Primary Clarifiers Nos. 6-31 Lighting and Alarm Improvements at Plant No. 1 Construction $1,250,000 Plant No. 1 FE19-12 Rebuild Shop Fume Extractor Installation at Plant No 1 Close-Out $560,000 Plant No. 1 FE20-01 Wastehauler Station Safety and Security Improvements Close-Out $2,923,000 Plant No. 1 FE20-02 Digester C, D, F, and G Mechanical Rehabilitation at Plant No. 2 Construction $6,622,000 Plant No. 2 Small Projects EN G I N E E R I N G C I P P R O J E C T S 62 63Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence Project No.Project Name Status Project Budget Location(s) FE20-03 Return Activated Sludge Discharge Piping Replacement at Activated Sludge Plant No. 1 Construction $6,840,000 Plant No. 1 FE20-04 CenGen Cooling Water Pipe Replacement at Plant No. 2 Construction $5,180,000 Plant No. 2 FE20-05 Plant Water Piping Replacement at Secondary Clarifiers 1-26 at Plant No. 1 Bid and Award $1,545,000 Plant No. 1 FE20-08 Olive Sub-Trunk Siphon Rehabilitation at Santa Ana River Construction $3,500,000 Anaheim, Orange FE20-09 CenGen Smoke Detection Improvements at Plant No. 1 and No. 2 Close-Out $950,000 Plant Nos. 1 and 2 FE21-01 Plasma Cutting Fume Extractor installation at Plant No. 1 Rebuild Shop Design $400,700 Plant No. 1 FE21-04 Thickening and Dewatering Facility Handrail Installation at Plant No. 1 Construction $510,000 Plant No. 1 FE21-06 Chemical Dosing Station Installation at Westside Pump Station Close-Out $560,000 Unincorporated Orange County FE21-07 Liquid Oxygen Tank A Replacement at Plant No. 2 Construction $3,800,000 Plant No. 2 FE21-08 Newhope-Placentia Sewer Manhole Replacements Bid and Award $1,225,000 Fountain Valley, Garden Grove, Orange FE22-01 Platform Modifications for Process Areas at Plant No. 1 and No. 2 Bid and Award $1,300,000 Plant Nos. 1 and 2 FE22-02 Liquid Oxygen Tank B Replacement at Plant No. 2 Construction $4,200,000 Plant No. 2 FE23-01 Digester Gas Compressor Dryer Replacements at Plant Nos. 1 and 2 Construction $8,000,000 Plant Nos. 1 and 2 FE23-03 Wetwell Level Monitoring Upgrade at Collections Pump Stations Preliminary Design $4,005,000 OC San Service Area FE23-04 Truck Loading Scale Replacement at Plant No. 2 Construction $916,000 Plant No. 2 Small Projects continued EN G I N E E R I N G C I P P R O J E C T S Project No.Project Name Status Project Budget Location(s) FE23-05 Primary Clarifier Nos. 6-31 Scum Pump Replacement at Plant No. 1 Project Development $3,789,000 Plant No. 1 FE23-06 HVAC Replacements at Plant Nos. 1 and 2 Design $2,840,000 Plant Nos. 1 and 2 FE23-08 Power Buildings 7 and 8 HVAC Replacement at Plant No. 1 Construction $850,000 Plant No. 1 FE23-09 Primary Clarifiers F and G Rotating Mechanism Rehabilitation at Plant No. 2 Design $3,585,000 Plant No. 2 Small Projects continued Trough grout operation on the Sunflower Pump Replacement at Plant No. 1, Project No. FE19-04. 64 65Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence CITIES ACTIVE DIRECTOR Anaheim Stephen Faessel Brea Christine Marick Buena Park Joyce Ahn Cypress Scott Minikus Fountain Valley Glenn Grandis Fullerton Bruce Whitaker Garden Grove Stephanie Klopfenstein Huntington Beach Pat Burns Irvine Farrah N. Khan La Habra Rose Espinoza La Palma Debbie Baker Los Alamitos Jordan Nefulda Newport Beach Brad Avery Orange Jon Dumitru (Vice Chairman) Placentia Chad Wanke Santa Ana Johnathan Ryan Hernandez Seal Beach Schelly Sustarsic Stanton David Shawver Tustin Ryan Gallagher (Chairman) Villa Park Robbie Pitts AGENCIES Costa Mesa Sanitary District Robert Ooten Midway City Sanitary District Andrew Nguyen Irvine Ranch Water District John Withers Yorba Linda Water District Phil Hawkins Member of the Board of Supervisors Doug Chaffee BOARD OF DIRECTORS 1959 Board of Directors at a new primary clarifier at Plant No. 1. 66 67Orange County Sanitation District | CIP Annual Report - Fiscal Year 2023/24 70 Years of Environmental Excellence OC San Headquarters 18480 Bandilier Circle Fountain Valley, California 92708 Reclamation Plant No. 1 10844 Ellis Avenue Fountain Valley, California 92708 Reclamation Plant No. 2 22212 Brookhurst Street Huntington Beach, California 92646 714.962.2411 forinformation@ocsan.gov www.ocsan.gov @OCSanDistrict OPERATIONS COMMITTEE Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3809 Agenda Date:9/25/2024 Agenda Item No:6. FROM:Robert Thompson, General Manager Originator: Mike Dorman, Director of Engineering SUBJECT: PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO.1, PROJECT NO. FE20-05 GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: A. Receive and file Bid Tabulation and Recommendation for Plant Water Piping Replacement at Secondary Clarifiers 1-26 at Plant No. 1, Project No. FE20-05; B. Award a Construction Contract Agreement to T.E. Roberts, Inc. for Plant Water Piping Replacement at Secondary Clarifiers 1-26 at Plant No. 1, Project No. FE20-05, for a total amount not to exceed $1,375,313; and C. Approve a contingency of $137,531 (10%). BACKGROUND The Orange County Sanitation District (OC San)uses three different types of water in its operations: city water (potable water),reclaimed water (from OCWD),and OC San’s secondary effluent (plant water).Plant water is the least expensive and is recycled within the plant after use.However, because it is the least treated, it is also the most corrosive of the three types of water. Plant water is used in the treatment plants,particularly in secondary treatment areas for scum sprayers and wash-down purposes.Project No.FE20-05 involves replacing some of the piping in the Activated Sludge Facility No.1 at Plant No.1.Ensuring a consistent water supply is crucial for the smooth operation of the secondary treatment system. RELEVANT STANDARDS ·Comply with California Public Contract Code Section 20103.8,award construction contract to lowest responsive, responsible bidder ·24/7/365 treatment plant reliability Orange County Sanitation District Printed on 9/17/2024Page 1 of 3 powered by Legistar™ File #:2024-3809 Agenda Date:9/25/2024 Agenda Item No:6. PROBLEM OC San’s Activated Sludge Facility No.1 at Plant No.1 has been in service since the 1970s.The metal plant water pipes have been subject to corrosion and leakage.These failures are mainly due to the more corrosive chemical composition of the plant water causing portions of the 1,600 feet of buried 6-inch ductile iron pipe to corrode and leak. PROPOSED SOLUTION Award a Construction Contract Agreement for Plant Water Piping Replacement at Secondary Clarifiers 1-26 at Plant No.1,Project No.FE20-05.This project will replace the buried ductile iron pipe with a 6-inch high density polyethylene (HDPE)pipe to restore plant water reliability to the secondary clarifier treatment process. TIMING CONCERNS Failure to replace the existing piping will likely result in continued deterioration and failures in the secondary clarifier plant water system, causing shutdowns and impacts to the treatment process. RAMIFICATIONS OF NOT TAKING ACTION Continued deterioration of the piping system will likely lead to future urgent repairs and shutdowns of the plant water system.These urgent repairs are costly,and the shutdowns place additional stress on the treatment process.If the pipe replacement is deferred,the risk of continued repair costs and reduced reliability of the secondary treatment plant will persist. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION OC San advertised Project No.FE20-05 for bids on May 15,2024,and eight sealed bids were received on July 18, 2024. A summary of the bid opening follows: Engineer’s Estimate $ 1,810,000 Bidder Amount of Bid T.E. Roberts, Inc.$ 1,375,313 Mehta Mechanical Co., Inc.$ 1,676,500 Myers & Sons Construction, LLC $ 1,685,586 Vicon Enterprise $ 1,725,000 W.A. Rasic Construction Company, Inc.$ 1,738,214 J&L Constructors, Inc.$ 1,798,356 Dominguez General Engineering, Inc.$ 2,230,000 Minako America Corporation $ 2,325,800 The bids were evaluated in accordance with OC San’s policies and procedures.A notice was sent to Orange County Sanitation District Printed on 9/17/2024Page 2 of 3 powered by Legistar™ File #:2024-3809 Agenda Date:9/25/2024 Agenda Item No:6. The bids were evaluated in accordance with OC San’s policies and procedures.A notice was sent to all bidders on July 22,2024,informing them of the intent of OC San staff to recommend award of the Construction Contract Agreement to T.E. Roberts, Inc. Staff recommends awarding a Construction Contract Agreement to the lowest responsive and responsible bidder, T.E. Roberts, Inc., for a total amount not to exceed $1,375,313. CEQA The project is exempt from CEQA under the Class 1 categorical exemptions set forth in California Code of Regulations section 15301.A Notice of Exemption will be filed with the OC Clerk-Recorder and posted on the State Clearing House after the OC San's Board of Directors approval of the construction contract agreement. FINANCIAL CONSIDERATIONS This request complies with the authority levels of OC San’s Purchasing Ordinance.This item has been budgeted (Budget FY 2024-25 and 2025-26,Section 8,Page 49,Small Construction Projects Program, Project No. M-FE) and the budget is sufficient for the recommended action. ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·Construction Contract Agreement DB:lb Orange County Sanitation District Printed on 9/17/2024Page 3 of 3 powered by Legistar™ C-CA-071223 PART A CONTRACT AGREEMENT C-CA-071223 TABLE OF CONTENTS CONTRACT AGREEMENT SECTION – 1 GENERAL ....................................................................................... 1 SECTION – 2 MATERIALS AND LABOR ................................................................ 4 SECTION – 3 PROJECT ........................................................................................ 4 SECTION – 4 PLANS AND SPECIFICATIONS ....................................................... 5 SECTION – 5 TIME OF COMMENCEMENT AND COMPLETION .......................... 5 SECTION – 6 TIME IS OF THE ESSENCE ............................................................ 5 SECTION – 7 EXCUSABLE DELAYS ..................................................................... 6 SECTION – 8 EXTRA WORK ................................................................................. 6 SECTION – 9 CHANGES IN PROJECT.................................................................. 7 SECTION – 10 LIQUIDATED DAMAGES FOR DELAY ............................................ 7 SECTION – 11 CONTRACT PRICE AND METHOD OF PAYMENT ......................... 7 SECTION – 12 SUBSTITUTION OF SECURITIES IN LIEU OF RETENTION OF FUNDS ............................................................................................. 9 SECTION – 13 COMPLETION .................................................................................. 9 SECTION – 14 CONTRACTOR’S EMPLOYEES COMPENSATION ....................... 10 SECTION – 15 SURETY BONDS ........................................................................... 12 SECTION – 16 INSURANCE .................................................................................. 13 SECTION – 17 RISK AND INDEMNIFICATION ...................................................... 22 SECTION – 18 TERMINATION ............................................................................... 22 SECTION – 19 WARRANTY ................................................................................... 23 SECTION – 20 ASSIGNMENT ................................................................................ 24 SECTION – 21 RESOLUTION OF DISPUTES........................................................ 24 SECTION – 22 SAFETY & HEALTH ....................................................................... 24 SECTION – 23 NOTICES ....................................................................................... 25 CONFORMED C-CA-071223 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 1 of 26 CONTRACT AGREEMENT ORANGE COUNTY SANITATION DISTRICT PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 THIS AGREEMENT is made and entered into, to be effective, this September 25, 2024, by and between T. E. Roberts, Inc., hereinafter referred to as “CONTRACTOR” and the Orange County Sanitation District, hereinafter referred to as “OC SAN”. WITNESSETH That for and in consideration of the promises and agreements hereinafter made and exchanged, OC SAN and CONTRACTOR agree as follows: SECTION – 1 GENERAL CONTRACTOR certifies and agrees that all the terms, conditions and obligations of the Contract Documents as hereinafter defined, the location of the job site, and the conditions under which the Work is to be performed have been thoroughly reviewed, and enters into this Contract based upon CONTRACTOR’s investigation of all such matters and is in no way relying upon any opinions or representations of OC SAN. It is agreed that this Contract represents the entire agreement. It is further agreed that the Contract Documents are each incorporated into this Contract by reference, with the same force and effect as if the same were set forth at length herein, and that CONTRACTOR and its Subcontractors, if any, will be and are bound by any and all of said Contract Documents insofar as they relate in any part or in any way, directly or indirectly, to the Work covered by this Contract. A. Contract Documents Order of Precedence “Contract Documents” refers to those documents identified in the definition of “Contract Documents” in the General Conditions, “Definitions”. C-CA-071223 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 2 of 26 1. In the event of a conflict between one Contract Document and any of the other Contract Documents, the provisions in the document highest in precedence shall be controlling. The order of precedence of the Contract Documents is as follows: a. Supplemental Agreements – the last in time being the first in precedence b. Addenda issued prior to the date for submittal of Bids – the last in time being the first in precedence c. Contract Agreement d. Permits and other regulatory requirements e. Special Provisions f. General Conditions (GC) g. Notice Inviting Bids and Instruction to Bidders h. Geotechnical Baseline Report (GBR), if attached as a Contract Document i. Plans and Specifications – in these documents the order of precedence shall be: i. Specifications (Divisions 01-17) ii. Plans iii. General Requirements (GR) iv. Standard Drawings and Typical Details j. CONTRACTOR’s Bid 2. In the event of a conflict between terms within an individual Contract Document, the conflict shall be resolved by applying the following principles as appears applicable: a. Figured dimensions on the Contract Documents shall govern. Dimensions not specified shall be as directed by the ENGINEER. Details not shown or specified shall be the same as similar parts that are shown or specified, or as CONFORMED C-CA-071223 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 3 of 26 directed. Full-size details shall take precedence over scale Drawings as to shape and details of construction. Specifications shall govern as to material and workmanship. b. The Contract Documents calling for the higher quality material or workmanship shall prevail. Materials or Work described in words, which so applied, have a well-known technical or trade meaning shall be deemed to refer to such recognized standards. In the event of any discrepancy between any Drawings and the figures thereon, the figures shall be taken as correct. c. Scale Drawings, full-size details, and Specifications are intended to be fully complementary and to agree. Should any discrepancy between Contract Documents come to the CONTRACTOR’s attention, or should an error occur in the efforts of others, which affect the Work, the CONTRACTOR shall notify the ENGINEER, in writing, at once. In the event any doubts or questions arise with respect to the true meaning of the Contract Documents, reference shall be made to the ENGINEER whose written decision shall be final. If the CONTRACTOR proceeds with the Work affected without written instructions from the ENGINEER, the CONTRACTOR shall be fully responsible for any resultant damage or defect. d. Anything mentioned in the Specifications and not indicated in the Plans, or indicated in the Plans and not mentioned in the Specifications, shall be of like effect as if indicated and mentioned in both. In case of discrepancy in the Plans or Specifications, the matter shall be immediately submitted to OC SAN’s ENGINEER, without whose decision CONTRACTOR shall not adjust said discrepancy save only at CONTRACTOR’s own risk and expense. The decision of the ENGINEER shall be final. C-CA-071223 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 4 of 26 In all matters relating to the acceptability of material, machinery or plant equipment; classifications of material or Work; the proper execution, progress or sequence of the Work; and quantities interpretation of the Contract Documents, the decision of the ENGINEER shall be final and binding, and shall be a condition precedent to any payment under the Contract, unless otherwise ordered by the Board of Directors. B. Definitions Capitalized terms used in this Contract are defined in the General Conditions, “Definitions”. Additional terms may be defined in the Special Provisions. SECTION – 2 MATERIALS AND LABOR CONTRACTOR shall furnish, under the conditions expressed in the Plans and Specifications, at CONTRACTOR’S own expense, all labor and materials necessary, except such as are mentioned in the Specifications to be furnished by OC SAN, to construct and complete the Project, in good workmanlike and substantial order. If CONTRACTOR fails to pay for labor or materials when due, OC SAN may settle such claims by making demand upon the Surety to this Contract. In the event of the failure or refusal of the Surety to satisfy said claims, OC SAN may settle them directly and deduct the amount of payments from the Contract Price and any amounts due to CONTRACTOR. In the event OC SAN receives a stop payment notice from any laborer or material supplier alleging non-payment by CONTRACTOR, OC SAN shall be entitled to deduct all of its costs and expenses incurred relating thereto, including but not limited to administrative and legal fees. SECTION – 3 PROJECT The Project is described as: PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 CONFORMED C-CA-071223 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 5 of 26 SECTION – 4 PLANS AND SPECIFICATIONS The Work to be done is shown in a set of Plans and Specifications entitled: PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Said Plans and Specifications and any revision, amendments and addenda thereto are attached hereto and incorporated herein as part of this Contract and referred to by reference. SECTION – 5 TIME OF COMMENCEMENT AND COMPLETION CONTRACTOR agrees to commence the Project within 15 calendar days from the date set forth in the “Notice to Proceed” sent by OC SAN, unless otherwise specified therein and shall diligently prosecute the Work to completion within four hundred fifty-seven (457) calendar days from the date of the “Notice to Proceed” issued by OC SAN, excluding delays caused or authorized by OC SAN as set forth in Sections 7, 8, and 9 hereof, and applicable provisions in the General Conditions. The time for completion includes ten (10) calendar days determined by OC SAN likely to be inclement weather when CONTRACTOR will be unable to work. SECTION – 6 TIME IS OF THE ESSENCE Time is of the essence of this Contract. As required by the Contract Documents, CONTRACTOR shall prepare and obtain approval of all shop drawings, details and samples, and do all other things necessary and incidental to the prosecution of CONTRACTOR’s Work in conformance with an approved construction progress schedule. CONTRACTOR shall coordinate the Work covered by this Contract with that of all other contractors, subcontractors and of OC SAN, in a manner that will facilitate the efficient completion of the entire Work and accomplish the required milestone(s), if any, by the applicable deadline(s) in accordance with Section 5 herein. OC SAN shall have the right to assert complete control of the premises on which the Work is to be performed and shall have the right to decide the time or order in which C-CA-071223 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 6 of 26 the various portions of the Work shall be installed or the priority of the work of subcontractors, and, in general, all matters representing the timely and orderly conduct of the Work of CONTRACTOR on the premises. SECTION – 7 EXCUSABLE DELAYS CONTRACTOR shall only be excused for any delay in the prosecution or completion of the Project as specifically provided in General Conditions, “Extension of Time for Delay”, and the General Requirements, “By CONTRACTOR or Others – Unknown Utilities during Contract Work”. Extensions of time and extra compensation arising from such excusable delays will be determined in accordance with the General Conditions, “Extension of Time for Delay” and “Contract Price Adjustments and Payments”, and extensions of time and extra compensation as a result of incurring undisclosed utilities will be determined in accordance with General Requirements, “By CONTRACTOR or Others – Unknown Utilities during Contract Work”. OC SAN’s decision will be conclusive on all parties to this Contract. SECTION – 8 EXTRA WORK The Contract Price as set forth in Section 11, includes compensation for all Work performed by CONTRACTOR, unless CONTRACTOR obtains a Change Order signed by a designated representative of OC SAN specifying the exact nature of the Extra Work and the amount of extra compensation to be paid all as more particularly set forth in Section 9 hereof and the General Conditions, “Request for Change (Changes at CONTRACTOR’s Request)”, “OWNER Initiated Changes”, and “Contract Price Adjustments and Payments”. In the event a Change Order is issued by OC SAN pursuant to the Contract Documents, OC SAN shall extend the time fixed in Section 5 for completion of the Project by the number of days, if any, reasonably required for CONTRACTOR to perform the Extra Work, as determined by OC SAN’s ENGINEER. The decision of the ENGINEER shall be final. CONFORMED C-CA-071223 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 7 of 26 SECTION – 9 CHANGES IN PROJECT OC SAN may at any time, without notice to any Surety, by Change Order, make any changes in the Work within the general scope of the Contract Document, including but not limited to changes: 1. In the Specifications (including Drawings and designs); 2. In the time, method or manner of performance of the Work; 3. In OC SAN-furnished facilities, equipment, materials, services or site; or 4. Directing acceleration in the performance of the Work. No change of period of performance or Contract Price, or any other change in the Contract Documents, shall be binding until the Contract is modified by a fully executed Change Order. All Change Orders shall be issued in accordance with the requirements set forth in the General Conditions, “Request for Change (Changes at CONTRACTOR’s Request)” and “OWNER Initiated Changes”. SECTION – 10 LIQUIDATED DAMAGES FOR DELAY Liquidated Damages shall be payable in the amounts and upon the occurrence of such events or failure to meet such requirements or deadlines as provided in the Special Provisions, “Liquidated Damages and Incentives.” SECTION – 11 CONTRACT PRICE AND METHOD OF PAYMENT A. OC SAN agrees to pay and the CONTRACTOR agrees to accept as full consideration for the faithful performance of this Contract, subject to any additions or deductions as provided in approved Change Orders, the sum of One Million Three Hundred Seventy-Five Thousand Three Hundred Thirteen Dollars ($1,375,313) as itemized on the attached Exhibit “A”. Upon satisfaction of the conditions precedent to payment set forth in the General Requirements, Additional General Requirements, and General Conditions (including but C-CA-071223 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 8 of 26 not limited to Sections entitled “Mobilization Payment Requirements” and “Payment Itemized Breakdown of Contract Lump Sum Prices”), there shall be paid to the CONTRACTOR an initial Net Progress Payment for mobilization. OC SAN shall issue at the commencement of the job a schedule which shows: 1. A minimum of one payment to be made to the CONTRACTOR for each successive four (4) week period as the Work progresses, and 2. The due dates for the CONTRACTOR to submit requests for payment to meet the payment schedule. After the initial Net Progress Payment, and provided the CONTRACTOR submits the request for payment prior to the end of the day required to meet the payment schedule, the CONTRACTOR shall be paid a Net Progress Payment on the corresponding monthly payment date set forth in the schedule. Payments shall be made on demands drawn in the manner required by law, accompanied by a certificate signed by the ENGINEER, stating that the Work for which payment is demanded has been performed in accordance with the terms of the Contract Documents, and that the amount stated in the certificate is due under the terms of the Contract. Payment applications shall also be accompanied with all documentation, records, and releases as required by the Contract; Exhibit A, Schedule of Prices; and General Conditions, “Payment for Work – General”. The Total amount of Progress Payments shall not exceed the actual value of the Work completed as certified by OC SAN’s ENGINEER. The processing of payments shall not be considered as an acceptance of any part of the Work. B. As used in this Section, the following defined terms shall have the following meanings: CONFORMED C-CA-071223 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 9 of 26 1. “Net Progress Payment” means a sum equal to the Progress Payment less the Retention Amount and other qualified deductions (Liquidated Damages, stop payment notices, etc.). 2. “Progress Payment” means a sum equal to: a. the value of the actual Work completed since the commencement of the Work as determined by OC SAN; b. plus the value of material suitably stored at the worksite, treatment plant or approved storage yards subject to or under the control of OC SAN since the commencement of the Work as determined by OC SAN; c. less all previous Net Progress Payments; d. less all amounts of previously qualified deductions; e. less all amounts previously retained as Retention Amounts. 3. “Retention Amount” for each Progress Payment means the percentage of each Progress Payment to be retained by OC SAN to assure satisfactory completion of the Contract. The amount to be retained from each Progress Payment shall be determined as provided in the General Conditions, “Retained Funds; Substitution of Securities.” SECTION – 12 SUBSTITUTION OF SECURITIES IN LIEU OF RETENTION OF FUNDS Pursuant to Public Contract Code Section 22300 et seq., the CONTRACTOR may, at its sole expense, substitute securities as provided in General Conditions, “Retained Funds; Substitution of Securities.” SECTION – 13 COMPLETION Final Completion and Final Acceptance shall occur at the time and in the manner specified in the General Conditions, “Final Acceptance and Final Completion”, “Final Payment”; and Exhibit A, Schedule of Prices. C-CA-071223 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 10 of 26 Upon receipt of all documentation, records, and releases as required by the Contract from the CONTRACTOR, OC SAN shall proceed with the Final Acceptance as specified in General Conditions. SECTION – 14 CONTRACTOR’S EMPLOYEES COMPENSATION A. Davis-Bacon Act: CONTRACTOR will pay and will require all Subcontractors to pay all employees on said Project a salary or wage at least equal to the prevailing rate of per diem wages as determined by the Secretary of Labor in accordance with the Davis-Bacon Act for each craft or type of worker needed to perform the Contract. The provisions of the Davis-Bacon Act shall apply only if the Contract is in excess of Two Thousand Dollars ($2,000.00) and when twenty-five percent (25%) or more of the Contract is funded by federal assistance. If the aforesaid conditions are met, a copy of the provisions of the Davis-Bacon Act to be complied with are incorporated herein as a part of this Contract and referred to by reference. B. General Prevailing Rate: OC SAN has been advised by the State of California Director of Industrial Relations of its determination of the general prevailing rate of per diem wages and the general prevailing rate for legal holiday and overtime Work in the locality in which the Work is to be performed for each craft or type of Work needed to execute this Contract, and copies of the same are on file in the Office of the ENGINEER of OC SAN. The CONTRACTOR agrees that not less than said prevailing rates shall be paid to workers employed on this public works Contract as required by Labor Code Section 1774 of the State of California. Per California Labor Code 1773.2, OC SAN will have on file copies of the prevailing rate of per diem wages at its principal office and at each job site, which shall be made available to any interested party upon request. CONFORMED C-CA-071223 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 11 of 26 C. Forfeiture for Violation: CONTRACTOR shall, as a penalty to OC SAN, forfeit Two Hundred Dollars ($200.00) for each calendar day or portion thereof for each worker paid (either by the CONTRACTOR or any Subcontractor under it) less than the prevailing rate of per diem wages as set by the Director of Industrial Relations, in accordance with Sections 1770-1780 of the California Labor Code for the Work provided for in this Contract, all in accordance with Section 1775 of the Labor Code of the State of California. D. Apprentices: Sections 1777.5, 1777.6, 1777.7 of the Labor Code of the State of California, regarding the employment of apprentices are applicable to this Contract and the CONTRACTOR shall comply therewith if the prime contract involves Thirty Thousand Dollars ($30,000.00) or more. E. Workday: In the performance of this Contract, not more than eight (8) hours shall constitute a day’s work, and the CONTRACTOR shall not require more than eight (8) hours of labor in a day from any person employed by him hereunder except as provided in paragraph (B) above. CONTRACTOR shall conform to Article 3, Chapter 1, Part 7 (Section 1810 et seq.) of the Labor Code of the State of California and shall forfeit to OC SAN as a penalty, the sum of Twenty-five Dollars ($25.00) for each worker employed in the execution of this Contract by CONTRACTOR or any Subcontractor for each calendar day during which any worker is required or permitted to labor more than eight (8) hours in any one calendar day and forty (40) hours in any one week in violation of said Article. CONTRACTOR shall keep an accurate record showing the name and actual hours worked each calendar day and each calendar week by each worker employed by CONTRACTOR in connection with the Project. C-CA-071223 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 12 of 26 F. Registration; Record of Wages; Inspection: CONTRACTOR 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 by the California Department of Industrial Relations. CONTRACTOR shall maintain accurate payroll records 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. CONTRACTOR shall comply with the job site notices posting requirements established by the Labor Commissioner per Title 8, California Code of Regulations Section 16461(e). SECTION – 15 SURETY BONDS CONTRACTOR shall, before entering upon the performance of this Contract, furnish Bonds approved by OC SAN’s General Counsel – one in the amount of one hundred percent (100%) of the Contract amount, to guarantee the faithful performance of the Work, and the other in the amount of one hundred percent (100%) of the Contract amount to guarantee payment of all claims for labor and materials furnished. As changes to the Contract occur via approved Change Orders, the CONTRACTOR shall assure that the amounts of the Bonds are adjusted to maintain 100% of the Contract Price. This Contract shall not become effective until such Bonds are supplied to and approved by OC SAN. Bonds must be issued by a Surety authorized by the State Insurance Commissioner to do business in California. The Performance Bond shall remain in full force and effect through the warranty period, as specified in Section 19 below. All Bonds required to be submitted relating to this Contract must comply with California Code of Civil Procedure Section 995.630. Each Bond shall be executed in the name of the Surety CONFORMED C-CA-071223 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 13 of 26 insurer under penalty of perjury, or the fact of execution of each Bond shall be duly acknowledged before an officer authorized to take and certify acknowledgments, and either one of the following conditions shall be satisfied: A. A copy of the transcript or record of the unrevoked appointment, power of attorney, by- laws, or other instrument, duly certified by the proper authority and attested by the seal of the insurer entitling or authorizing the person who executed the Bond to do so for and on behalf of the insurer, is on file in the Office of the County Clerk of the County of Orange; or B. A copy of a valid power of attorney is attached to the Bond. SECTION – 16 INSURANCE CONTRACTOR shall purchase and maintain, for the duration of the Contract, insurance against claims for injuries to persons, or damages to property which may arise from or in connection with the performance of the Work hereunder, and the results of that Work by CONTRACTOR, its agents, representatives, employees, or Subcontractors, in amounts equal to the requirements set forth below. CONTRACTOR shall not commence Work under this Contract until all insurance required under this Section is obtained in a form acceptable to OC SAN, nor shall CONTRACTOR allow any Subcontractor to commence Work on a subcontract until all insurance required of the Subcontractor has been obtained. CONTRACTOR shall maintain all of the foregoing insurance coverages in force through the point at which the Work under this Contract is fully completed and accepted by OC SAN pursuant to the provisions of the General Conditions, “Final Acceptance and Final Completion”. Furthermore, CONTRACTOR shall maintain all of the foregoing insurance coverages in full force and effect throughout the warranty period, commencing on the date of Final Acceptance. The requirement for carrying the foregoing insurance shall not derogate from the provisions for indemnification of OC SAN by CONTRACTOR under Section 17 of this Contract. Notwithstanding nor diminishing the obligations of CONTRACTOR with respect to the foregoing, CONTRACTOR shall subscribe for C-CA-071223 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 14 of 26 and maintain in full force and effect during the life of this Contract, inclusive of all changes to the Contract Documents made in accordance with the provisions of the General Conditions, “Request for Change (Changes at CONTRACTOR’s Request)” and/or “OWNER Initiated Changes”, the following insurance in amounts not less than the amounts specified. OC SAN reserves the right to amend the required limits of insurance commensurate with the CONTRACTOR’s risk at any time during the course of the Project. No vehicles may enter OC SAN premises/worksite without possessing the required insurance coverage. CONTRACTOR’s insurance shall also comply with all insurance requirements prescribed by agencies from whom permits shall be obtained for the Work and any other third parties from whom third party agreements are necessary to perform the Work (collectively, the “Third Parties”). The Special Provisions may list such requirements and sample forms and requirements from such Third Parties may be included in an attachment to the General Requirements. CONTRACTOR bears the responsibility to discover and comply with all requirements of Third Parties, including meeting specific insurance requirements, that are necessary for the complete performance of the Work. To the extent there is a conflict between the Third Parties’ insurance requirements and those set forth by OC SAN herein, the requirement(s) providing the more protective coverage for both OC SAN and the Third Parties shall control and be purchased and maintained by CONTRACTOR. If CONTRACTOR maintains higher limits than the minimums shown in this Section, OC SAN requires and shall be entitled to coverage for the higher limits maintained by the CONTRACTOR. Where permitted by law, CONTRACTOR hereby waives all rights of recovery by subrogation because of deductible clauses, inadequacy of limits of any insurance policy, limitations or exclusions of coverage, or any other reason against OC SAN, its or their officers, agents, or employees, and any other contractor or subcontractor performing Work or rendering services on CONFORMED C-CA-071223 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 15 of 26 behalf of OC SAN in connection with the planning, development and construction of the Project. In all its insurance coverages (except for Professional Liability/Errors and Omissions coverages, if applicable) related to the Work, CONTRACTOR shall include clauses providing that each insurer shall waive all of its rights of recovery by subrogation against OC SAN, its or their officers, agents, or employees, or any other contractor or subcontractor performing Work or rendering services at the Project. Where permitted by law, CONTRACTOR shall require similar written express waivers and insurance clauses from each of its Subcontractors of every tier. A waiver of subrogation shall be effective as to any individual or entity, even if such individual or entity (a) would otherwise have a duty of indemnification, contractual or otherwise, (b) did not pay the insurance premium, directly or indirectly, and (c) whether or not such individual or entity has an insurable interest in the property damaged. A. Limits of Insurance 1. General Liability: Five Million Dollars ($5,000,000) per occurrence and a general aggregate limit of Ten Million Dollars ($10,000,000) for bodily injury, personal injury and property damage. If aggregate limits apply separately to this contract (as evidenced by submission of ISO form CG 25 03 or CG 25 04), then the aggregate limit may be equivalent to the per occurrence limit. Coverage shall include each of the following: a. Premises-Operations. b. Products and Completed Operations, with limits of at least Five Million Dollars ($5,000,000) per occurrence and a general aggregate limit of Ten Million Dollars ($10,000,000) which shall be in effect at all times during the warranty period set forth in the Warranty section herein, and as set forth in the General Conditions, “Warranty (CONTRACTOR’s Guarantee)”, plus any additional extension or continuation of time to said warranty period that may be required C-CA-071223 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 16 of 26 or authorized by said provisions. If aggregate limits apply separately to this contract (as evidenced by submission of ISO form CG 25 03 or CG 25 04), then the aggregate limit may be equivalent to the per occurrence limit. c. Broad Form Property Damage, expressly including damage arising out of explosion, collapse, or underground damage. d. Contractual Liability, expressly including the indemnity provisions assumed under this Contract. e. Separation of Insured Clause, providing that coverage applies separately to each insured, except with respect to the limits of liability. f. Independent CONTRACTOR’s Liability. To the extent first dollar coverage, including defense of any claim, is not available to OC SAN or any other additional insured because of any SIR, deductible, or any other form of self insurance, CONTRACTOR is obligated to assume responsibility of insurer until the deductible, SIR or other condition of insurer assuming its defense and/or indemnity has been satisfied. CONTRACTOR shall be responsible to pay any deductible or SIR. g. If a crane will be used, the general liability insurance will be endorsed to add Riggers Liability coverage or its equivalent to cover the usage of the crane and exposures with regard to the crane operators, riggers and others involved in using the crane. h. If divers will be used, the general liability insurance will be endorsed to cover marine liability or its equivalent to cover the usage of divers. 2. Automobile Liability: The CONTRACTOR shall maintain a policy of automobile liability insurance on a comprehensive form covering all owned, non-owned, and hired automobiles, trucks, and other vehicles providing the following minimum limit of CONFORMED C-CA-071223 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 17 of 26 liability coverage: combined single limit of One Million Dollars ($1,000,000) for bodily injury, personal injury, and property damage. 3. Umbrella Excess Liability: The minimum limits of general liability and automobile liability insurance required, as set forth above, shall be provided for either in a single policy of primary insurance or a combination of policies of primary and umbrella excess coverage. Excess liability coverage shall be issued with limits of liability which, when combined with the primary insurance, will equal the minimum limits for general liability and automobile liability. 4. Drone Liability Insurance: If a drone will be used, drone liability insurance must be maintained by CONTRACTOR in the amount of One Million Dollars ($1,000,000) in a form acceptable to OC SAN. 5. Workers’ Compensation/Employer’s Liability: CONTRACTOR shall provide such workers’ compensation insurance as required by the Labor Code of the State of California, including employer’s liability with a minimum limit of One Million Dollars ($1,000,000) per accident for bodily injury or disease. If an exposure to Jones Act liability may exist, the insurance required herein shall include coverage with regard to Jones Act claims. 6. Errors and Omissions/Professional Liability Insurance: CONTRACTOR shall maintain in full force and effect, throughout the term of this Contract, standard industry form professional liability / errors and omissions insurance coverage with coverage limits of not less than Two Million Dollars ($2,000,000) 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 Contract, and for a period of five (5) years from the date of the completion of the Work hereunder. C-CA-071223 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 18 of 26 In the event of termination of said policy during this period, CONTRACTOR shall obtain continuing insurance coverage for the prior acts or omissions of CONTRACTOR during the course of performing Work under the terms of this Contract. 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 Contract or until completion of the Work provided for in this Contract, 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 or omissions of CONTRACTOR during the course of performing Work under the terms of this Contract. CONTRACTOR shall provide to the OC SAN a certificate of insurance in a form acceptable to the OC SAN 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. B. Deductibles and Self-Insured Retentions Any deductibles or self-insured retentions must be declared to and approved by OC SAN. At the option of OC SAN, either: the Insurer shall reduce or eliminate such deductibles or self-insured retentions as respects OC SAN, its Directors, officers, agents, consultants, and employees; or CONTRACTOR shall provide a financial guarantee satisfactory to OC SAN guaranteeing payment of losses and related investigations, claim administration, and defense expenses. CONFORMED C-CA-071223 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 19 of 26 C. Other Insurance Provisions 1. Each such policy of general liability insurance and automobile liability insurance shall be endorsed to contain, the following provisions: a. OC SAN, its directors, officers, agents, consultants, and employees, and all public agencies from whom permits will be obtained, and their directors, officers, agents, and employees are hereby declared to be additional insureds under the terms of this policy, but only with respect to the operations of CONTRACTOR at or from any of the sites of OC SAN in connection with this Contract, or acts and omissions of the additional insured in connection with its general supervision or inspection of said operations related to this Contract. b. Insurance afforded by the additional insured endorsement shall apply as primary insurance, and other insurance maintained by OC SAN shall be excess only and not contributing with insurance provided under this policy. 2. Cancellation and Policy Change Notice. The CONTRACTOR is required to notify OC SAN in writing of any insurance cancellation notice it receives or other knowledge of pending or actual insurance policy cancellation within two (2) working days of receipt of such notice or acquisition of such knowledge. Additionally, the CONTRACTOR is required to notify OC SAN in writing of any change in the terms of insurance, including reduction in coverage or increase in deductible/SIR, within two (2) working days of receipt of such notice or knowledge of same. Said notices shall be mailed to OC SAN at: ORANGE COUNTY SANITATION DISTRICT 18480 Bandilier Circle Fountain Valley, CA 92708 Attention: Contracts, Purchasing & Materials Management Division C-CA-071223 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 20 of 26 3. Coverage shall not extend to any indemnity coverage for the active negligence of any additional insured in any case where an agreement to indemnify the additional insured would be invalid under California Civil Code Section 2782(b). 4. If required by a public agency from whom permit(s) will be obtained, each policy of general liability insurance and automobile liability insurance shall be endorsed to specify by name the public agency and its legislative members, officers, agents, consultants, and employees, to be additional insureds. D. Acceptability of Insurers Insurers must have an “A-“, or better, Policyholder’s Rating, and a Financial Rating of at least Class VIII, or better, in accordance with the most current A.M. Best Rating Guide. OC SAN recognizes that State Compensation Insurance Fund has withdrawn from participation in the A.M. Best Rating Guide process. Nevertheless, OC SAN will accept State Compensation Insurance Fund for the required policy of worker’s compensation insurance, subject to OC SAN’s option, at any time during the term of this Contract, to require a change in insurer upon twenty (20) days written notice. Further, OC SAN will require CONTRACTOR to substitute any insurer whose rating drops below the levels herein specified. Said substitution shall occur within twenty (20) days of written notice to CONTRACTOR by OC SAN or its agent. E. Verification of Coverage CONTRACTOR shall furnish OC SAN with original certificates and mandatory endorsements affecting coverage. Said policies and endorsements shall conform to the requirements herein stated. All certificates and endorsements are to be received and approved by OC SAN before Work commences. OC SAN reserves the right to require complete, certified copies of all required insurance policies, including endorsements, affecting the coverage required by these Specifications at any time. CONFORMED C-CA-071223 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 21 of 26 F. Subcontractors CONTRACTOR shall be responsible to establish insurance requirements for any Subcontractors hired by CONTRACTOR. The insurance shall be in amounts and types reasonably sufficient to deal with the risk of loss involving the Subcontractor’s operations and work. OC SAN and any public agency issuing permits for the Project must be named as “Additional Insured” on any general liability or automobile liability policy obtained by a Subcontractor. The CONTRACTOR must obtain copies and maintain current versions of all Subcontractors’ policies, certificate of liability and mandatory endorsements effecting coverage. Upon request, CONTRACTOR must furnish OC SAN with the above referenced required documents. G. Required Forms and Endorsements 1. Required ACORD Form a. Certificate of Liability ACORD Form 25 or other equivalent certificate of insurance form 2. Required Insurance Services Office, Inc. Endorsements (when alternative forms are shown, they are Iisted in order of preference) In the event any of the following forms are cancelled by Insurance Services Office, Inc. (ISO), or are updated, the ISO replacement form or equivalent must be supplied. a. Commercial General Liability Form CG 00 01 b. Additional Insured Including Form CG 20 10 and Products-Completed Operations Form CG 20 37 All other additional insured endorsements must be submitted for approval by OC SAN, and OC SAN may reject alternatives that provide different or less coverage to OC SAN. c. Waiver of Transfer of Rights of Form CG 24 04 Recovery Against Others to Us/ Waiver of Subrogation C-CA-071223 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 22 of 26 3. Required State Compensation Insurance Fund Endorsements a. Waiver of Subrogation Submit workers’ compensation waiver of subrogation endorsement provided by carrier for OC SAN approval. b. Cancellation Notice No endorsement is required. However, CONTRACTOR is responsible for notifying OC SAN of any pending or actual insurance policy cancellation, as described in Article C.2., Cancellation and Policy Change Notice, above. 4. Additional Required Endorsements a. Notice of Policy Termination Manuscript Endorsement SECTION – 17 RISK AND INDEMNIFICATION All Work covered by this Contract done at the site of construction or in preparing or delivering materials to the site shall be at the risk of CONTRACTOR alone. CONTRACTOR shall save, indemnify, defend, and keep OC SAN and others harmless as more specifically set forth in General Conditions, “General Indemnification”. SECTION – 18 TERMINATION This Contract may be terminated in whole or in part in writing by OC SAN in the event of substantial failure by the CONTRACTOR to fulfill its obligations under this Agreement, or it may be terminated by OC SAN for its convenience provided that such termination is effectuated in a manner and upon such conditions set forth more particularly in General Conditions, “Termination for Default” and/or “Termination for Convenience”, provided that no termination may be effected unless proper notice is provided to CONTRACTOR at the time and in the manner provided in said General Conditions. If termination for default or convenience is CONFORMED C-CA-071223 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 23 of 26 effected by OC SAN, an equitable adjustment in the price provided for in this Contract shall be made at the time and in the manner provided in the General Conditions, “Termination for Default” and “Termination for Convenience”. SECTION – 19 WARRANTY The CONTRACTOR agrees to perform all Work under this Contract in accordance with the Contract Documents, including OC SAN’s designs, Drawings and Specifications. The CONTRACTOR guarantees for a period of at least one (1) year from the date of Final Acceptance of the Work, pursuant to the General Conditions, “Final Acceptance and Final Completion” that the completed Work is free from all defects due to faulty materials, equipment or workmanship and that it shall promptly make whatever adjustments or corrections which may be necessary to cure any defects, including repairs of any damage to other parts of the system resulting from such defects. OC SAN shall promptly give notice to the CONTRACTOR of observed defects. In the event that the CONTRACTOR fails to make adjustments, repairs, corrections or other work made necessary by such defects, OC SAN may do so and charge the CONTRACTOR the cost incurred. The CONTRACTOR’s warranty shall continue as to any corrected deficiency until the later of (1) the remainder of the original one-year warranty period; or (2) one year after acceptance by OC SAN of the corrected Work. The Performance Bond and the Payment Bond shall remain in full force and effect through the guarantee period. The CONTRACTOR’s obligations under this clause are in addition to the CONTRACTOR’s other express or implied assurances under this Contract, including but not limited to specific manufacturer or other extended warranties specified in the Plans and Specifications, or state law and in no way diminish any other rights that OC SAN may have against the CONTRACTOR for faulty materials, equipment or Work. C-CA-071223 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 24 of 26 SECTION – 20 ASSIGNMENT No assignment by the CONTRACTOR of this Contract or any part hereof, or of funds to be received hereunder, will be recognized by OC SAN unless such assignment has had prior written approval and consent of OC SAN and the Surety. SECTION – 21 RESOLUTION OF DISPUTES OC SAN and the CONTRACTOR shall comply with the provisions of California Public Contract Code Section 20104 et. seq., regarding resolution of construction claims for any Claims which arise between the CONTRACTOR and OC SAN, as well as all applicable dispute and Claims provisions as set forth in the General Conditions and as otherwise required by law. SECTION – 22 SAFETY & HEALTH CONTRACTOR shall comply with all applicable safety and health requirements mandated by federal, state, city and/or public agency codes, permits, ordinances, regulations, and laws, as well as these Contract Documents, including but not limited to the General Requirements, Section entitled “Safety” and Exhibit B Contractor Safety Standards. OC SAN reserves the right to stop Work for violations of safety and health standards until the hazardous conditions are corrected. The right to stop Work includes the right to remove a contractor or its employees from the worksite. [THIS SECTION INTENTIONALLY LEFT BLANK] CONFORMED C-CA-071223 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 25 of 26 SECTION – 23 NOTICES Any notice required or permitted under this Contract shall be served by personal delivery or by certified mail, return receipt requested, at the address set forth below. Unless specified elsewhere in the Contract Documents or otherwise required by law, any notice may alternatively be given by electronic telecommunication to the email address set forth below. Any party whose address changes shall notify the other party in writing. TO OC SAN: Orange County Sanitation District 18480 Bandilier Circle Fountain Valley, California 92708 Attn: Clerk of the Board ocsanclerk@ocsan.gov Copy to: Orange County Sanitation District 18480 Bandilier Circle Fountain Valley, California 92708 Attn: Construction Manager rcuellar@ocsan.gov Scott C. Smith Best Best & Krieger LLP 18101 Von Karman Avenue, Suite 1000 Irvine, California 92612 scott.smith@bbklaw.com TO CONTRACTOR: Timothy Roberts, President T.E. Roberts, Inc. 17771 Mitchell North Irvine, CA 92614 troberts@teroberts.com estimating@teroberts.com C-CA-071223 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 26 of 26 IN WITNESS WHEREOF, the parties hereto have executed this Contract Agreement as the date first hereinabove written. CONTRACTOR: T.E. Roberts, Inc. 17771 Mitchell North Irvine, CA 92614 By______________________________ Date _________________ ______________________________ Printed Name Its______________________________ CONTRACTOR’s State License No. 603008 (Expiration Date – 10/31/2024) OC SAN: Orange County Sanitation District By______________________________ Date _________________ Ryan P. Gallagher Board Chairman By______________________________ Date _________________ Kelly A. Lore Clerk of the Board By______________________________ Date _________________ Kevin Work Purchasing & Contracts Manager C-EXA-062221 EXHIBIT A SCHEDULE OF PRICES C-EXA-062221 TABLE OF CONTENTS EXHIBIT A SCHEDULE OF PRICES EXA-1 BASIS OF COMPENSATION ........................................................................... 1 EXA-2 PROGRESS PAYMENTS ................................................................................. 1 EXA-3 RETENTION AND ESCROW ACCOUNTS ....................................................... 1 EXA-4 STOP PAYMENT NOTICE ............................................................................... 3 EXA-5 PAYMENT TO SUBCONTRACTORS ............................................................... 3 EXA-6 PAYMENT OF TAXES ...................................................................................... 3 EXA-7 FINAL PAYMENT ............................................................................................. 4 EXA-8 DISCOVERY OF DEFICIENCIES BEFORE AND AFTER FINAL PAYMENT.... 6 ATTACHMENT 1 – CERTIFICATION FOR REQUEST FOR PAYMENT ......................... 7 ATTACHMENT 2 – SCHEDULE OF PRICES .................................................................. 8 CONFORMED C-EXA-062221 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 1 of 8 EXHIBIT A SCHEDULE OF PRICES EXA-1 BASIS OF COMPENSATION CONTRACTOR will be paid the Contract Price according to the Schedule of Prices, and all other applicable terms and conditions of the Contract Documents. EXA-2 PROGRESS PAYMENTS Progress payments will be made in accordance with all applicable terms and conditions of the Contract Documents, including, but not limited to: 1. Contract Agreement – Section 11 – “Contract Price and Method of Payment;” 2. General Conditions – “Payment – General”; 3. General Conditions – “Payment – Applications for Payment”; 4. General Conditions – “Payment – Mobilization Payment Requirements;” 5. General Conditions – “Payment – Itemized Breakdown of Contract Lump Sum Prices”; 6. General Conditions – "Contract Price Adjustments and Payments”; 7. General Conditions – “Suspension of Payments”; 8. General Conditions – “OC SAN’s Right to Withhold Certain Amounts and Make Application Thereof”; and 9. General Conditions – “Final Payment.” EXA-3 RETENTION AND ESCROW ACCOUNTS A. Retention: OC SAN shall retain a percentage of each progress payment to assure satisfactory completion of the Work. The amount to be retained from each progress payment shall be determined as provided in General Conditions – “Retained Funds; Substitution of Securities”. In all contracts between CONTRACTOR and its Subcontractors and/or Suppliers, the retention may not exceed the percentage specified in the Contract Documents. C-EXA-062221 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 2 of 8 B. Substitution of Securities: CONTRACTOR may, at its sole expense, substitute securities as provided in General Conditions – “Retained Funds; Substitution of Securities.” Payment of Escrow Agent: In lieu of substitution of securities as provided above, the CONTRACTOR may request and OC SAN shall make payment of retention earned directly to the escrow agent at the expense of the CONTRACTOR. At the expense of the CONTRACTOR, the CONTRACTOR may direct the investment of the payments into securities consistent with Government Code §16430 and the CONTRACTOR shall receive the interest earned on the investments upon the same terms provided for in this article for securities deposited by the CONTRACTOR. Upon satisfactory completion of the Contract, the CONTRACTOR shall receive from the escrow agent all securities, interest and payments received by the escrow agent from OC SAN, pursuant to the terms of this article. The CONTRACTOR shall pay to each Subcontractor, not later than twenty (20) calendar days after receipt of the payment, the respective amount of interest earned, net of costs attributed to retention withheld from each Subcontractor, on the amount of retention withheld to ensure the performance of the Subcontractor. The escrow agreement used by the escrow agent pursuant to this article shall be substantially similar to the form set forth in §22300 of the California Public Contract Code. C. Release of Retention: Upon Final Acceptance of the Work, the CONTRACTOR shall submit an invoice for release of retention in accordance with the terms of the Contract. D. Additional Deductibles: In addition to the retentions described above, OC SAN may deduct from each progress payment any or all of the following: 1. Liquidated Damages that have occurred as of the date of the application for progress payment; 2. Deductions from previous progress payments already paid, due to OC SAN’s discovery of deficiencies in the Work or non-compliance with the Specifications or any other requirement of the Contract; 3. Sums expended by OC SAN in performing any of the CONTRACTOR’S obligations under the Contract that the CONTRACTOR has failed to perform, and; 4. Other sums that OC SAN is entitled to recover from the CONTRACTOR under the terms of the Contract, including without limitation insurance deductibles and assessments. CONFORMED C-EXA-062221 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 3 of 8 The failure of OC SAN to deduct any of the above-identified sums from a progress payment shall not constitute a waiver of OC SAN’s right to such sums or to deduct them from a later progress payment. EXA-4 STOP PAYMENT NOTICE In addition to other amounts properly withheld under this article or under other provisions of the Contract, OC SAN shall retain from progress payments otherwise due the CONTRACTOR an amount equal to one hundred twenty-five percent (125%) of the amount claimed under any stop payment notice under Civil Code §9350 et. seq. or other lien filed against the CONTRACTOR for labor, materials, supplies, equipment, and any other thing of value claimed to have been furnished to and/or incorporated into the Work; or for any other alleged contribution thereto. In addition to the foregoing and in accordance with Civil Code §9358 OC SAN may also satisfy its duty to withhold funds for stop payment notices by refusing to release funds held in escrow pursuant to public receipt of a release of stop payment notice executed by a stop payment notice claimant, a stop payment notice release bond, an order of a court of competent jurisdiction, or other evidence satisfactory to OC SAN that the CONTRACTOR has resolved such claim by settlement. EXA-5 PAYMENT TO SUBCONTRACTORS Requirements 1. The CONTRACTOR shall pay all Subcontractors for and on account of Work performed by such Subcontractors, not later than seven (7) days after receipt of each progress payment as required by the California Business and Professions Code §7108.5. Such payments to Subcontractors shall be based on the measurements and estimates made pursuant to article progress payments provided herein. 2. Except as specifically provided by law, the CONTRACTOR shall pay all Subcontractors any and all retention due and owing for and on account of Work performed by such Subcontractors not later than seven (7) days after CONTRACTOR’S receipt of said retention proceeds from OC SAN as required by the California Public Contract Code §7107. EXA-6 PAYMENT OF TAXES Unless otherwise specifically provided in this Contract, the Contract Price includes full compensation to the CONTRACTOR for all taxes. The CONTRACTOR shall pay all federal, state, and local taxes, and duties applicable to and assessable against any Work, including but not limited to retail sales and use, transportation, export, import, business, and special taxes. The CONTRACTOR shall ascertain and pay the taxes when due. The CONTRACTOR will maintain auditable records, subject to OC SAN reviews, confirming that tax payments are current at all times. C-EXA-062221 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 4 of 8 EXA-7 FINAL PAYMENT After Final Acceptance of the Work, as more particularly set forth in the General Conditions, “Final Acceptance and Final Completion”, and after Resolution of the Board authorizing final payment and satisfaction of the requirements as more particularly set forth in General Conditions – “Final Payment”, a final payment will be made as follows: 1. Prior to Final Acceptance, the CONTRACTOR shall prepare and submit an application for Final Payment to OC SAN, including: a. The proposed total amount due the CONTRACTOR, segregated by items on the payment schedule, amendments, Change Orders, and other bases for payment; b. Deductions for prior progress payments; c. Amounts retained; d. A conditional waiver and release on final payment for each Subcontractor (per Civil Code Section 8136); e. A conditional waiver and release on final payment on behalf of the CONTRACTOR (per Civil Code Section 8136); f. List of Claims the CONTRACTOR intends to file at that time or a statement that no Claims will be filed, g. List of pending unsettled claims, stating claimed amounts, and copies of any and all complaints and/or demands for arbitration received by the CONTRACTOR; and h. For each and every claim that resulted in litigation or arbitration which the CONTRACTOR has settled, a conformed copy of the Request for Dismissal with prejudice or other satisfactory evidence the arbitration is resolved. 2. The application for Final Payment shall include complete and legally effective releases or waivers of liens and stop payment notices satisfactory to OC SAN, arising out of or filed in connection with the Work. Prior progress payments shall be subject to correction in OC SAN’s review of the application for Final Payment. Claims filed with the application for Final Payment must be otherwise timely under the Contract and applicable law. 3. Within a reasonable time, OC SAN will review the CONTRACTOR’S application for Final Payment. Any recommended changes or corrections will then be forwarded to the CONTRACTOR. Within ten (10) calendar days after receipt of recommended changes from OC SAN, the CONTRACTOR will make the changes, or list Claims that will be filed as a result of the CONFORMED C-EXA-062221 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 5 of 8 changes, and shall submit the revised application for Final Payment. Upon acceptance by OC SAN, the revised application for Final Payment will become the approved application for Final Payment. 4. If no Claims have been filed with the initial or any revised application for Final Payment, and no Claims remain unsettled within thirty-five (35) calendar days after Final Acceptance of the Work by OC SAN, and agreements are reached on all issues regarding the application for Final Payment, OC SAN, in exchange for an executed release, satisfactory in form and substance to OC SAN, will pay the entire sum found due on the approved application for Final Payment, including the amount, if any, allowed on settled Claims. 5. The release from the CONTRACTOR shall be from any and all Claims arising under the Contract, except for Claims that with the concurrence of OC SAN are specifically reserved, and shall release and waive all unreserved Claims against OC SAN and its officers, directors, employees and authorized representatives. The release shall be accompanied by a certification by the CONTRACTOR that: a. It has resolved all Subcontractors, Suppliers and other Claims that are related to the settled Claims included in the Final Payment; b. It has no reason to believe that any party has a valid claim against the CONTRACTOR or OC SAN which has not been communicated in writing by the CONTRACTOR to OC SAN as of the date of the certificate; c. All warranties are in full force and effect, and; d. The releases and the warranties shall survive Final Payment. 6. If any claims remain open, OC SAN may make Final Payment subject to resolution of those claims. OC SAN may withhold from the Final Payment an amount not to exceed one hundred fifty percent (150%) of the sum of the amounts of the open claims, and one hundred twenty-five percent (125%) of the amounts of open stop payment notices referred to in article entitled stop payment notices herein. 7. The CONTRACTOR shall provide an unconditional waiver and release on final payment from each Subcontractor and Supplier providing Work under the Contract (per Civil Code Section 8138) and an unconditional waiver and release on final payment on behalf of the CONTRACTOR (per Civil Code Section 8138) within thirty (30) days of receipt of Final Payment. C-EXA-062221 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 6 of 8 EXA-8 DISCOVERY OF DEFICIENCIES BEFORE AND AFTER FINAL PAYMENT Notwithstanding OC SAN’s acceptance of the application for Final Payment and irrespective of whether it is before or after Final Payment has been made, OC SAN shall not be precluded from subsequently showing that: 1. The true and correct amount payable for the Work is different from that previously accepted; 2. The previously accepted Work did not in fact conform to the Contract requirements, or; 3. A previous payment or portion thereof for Work was improperly made. OC SAN also shall not be stopped from demanding and recovering damages from the CONTRACTOR, as appropriate, under any of the foregoing circumstances as permitted under the Contract or applicable law. CONFORMED C-EXA-062221 PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 7 of 8 ATTACHMENT 1 – CERTIFICATION FOR REQUEST FOR PAYMENT I hereby certify under penalty of perjury as follows: That the claim for payment is in all respects true, correct; that the services mentioned herein were actually rendered and/or supplies delivered to OC SAN in accordance with the Contract. I understand that it is a violation of both the federal and California False Claims Acts to knowingly present or cause to be presented to OC SAN a false claim for payment or approval. A claim includes a demand or request for money. It is also a violation of the False Claims Acts to knowingly make use of a false record or statement to get a false claim paid. The term "knowingly" includes either actual knowledge of the information, deliberate ignorance of the truth or falsity of the information, or reckless disregard for the truth or falsity of the information. Proof of specific intent to defraud is not necessary under the False Claims Acts. I understand that the penalties under the Federal False Claims Act and State of California False Claims Act are non-exclusive, and are in addition to any other remedies which OC SAN may have either under contract or law. I hereby further certify, to the best of my knowledge and belief, that: 1. The amounts requested are only for performance in accordance with the Specifications, terms, and conditions of the Contract; 2. Payments to Subcontractors and Suppliers have been made from previous payments received under the Contract, and timely payments will be made from the proceeds of the payment covered by this certification; 3. This request for progress payments does not include any amounts which the prime CONTRACTOR intends to withhold or retain from a Subcontractor or Supplier in accordance with the terms and conditions of the subcontract; and 4. This certification is not to be construed as Final Acceptance of a Subcontractor’s performance. _________________________________________ Name _________________________________________ Title _________________________________________ Date C-EXA-062221 CONFORMED PROJECT NO. FE20-05 PLANT WATER PIPING REPLACEMENT AT SECONDARY CLARIFIERS 1-26 AT PLANT NO. 1 Page 8 of 8 ATTACHMENT 2 – SCHEDULE OF PRICES See next pages from the Bid Submittal Forms (T.E. Roberts, Inc.) BF-14 Schedule of Prices, Pages 1-2 OPERATIONS COMMITTEE Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3810 Agenda Date:9/25/2024 Agenda Item No:7. FROM:Robert Thompson, General Manager Originator: Mike Dorman, 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 June 30, 2024. BACKGROUND The Engineering Program involves awarding and managing multiple construction and consulting contracts.In 2008,the Orange County Sanitation District (OC San)Board of Directors began authorizing contingencies along with construction and consulting contracts,allowing the General Manager to approve construction change orders and amendments to consulting contracts up to the amount of the authorized 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 June 30,2024.This report is updated quarterly and includes a summary of the General Manager approved contract contingencies among other key performance indicators. ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·Engineering Program Contract Performance Report for the period ending June 30, 2024 MD:lb Orange County Sanitation District Printed on 9/17/2024Page 1 of 1 powered by Legistar™ Engineering Program Contract Performance Report For the Period Ending June 30, 2024 1 DATE: September 04, 2024 TO: Orange County Sanitation District Board of Directors FROM: Rob Thompson, General Manager Through: Mike Dorman, Director of Engineering This report summarizes the status, activities, and performance of 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 & Maintenance capital projects and information technology projects. As of June 30, 2024, Orange County Sanitation District (OC San) Engineering Department manages 137 active projects, with project budgeting totaling close to $3.6 billion. These projects are in various project phases, ranging from Project Development to Closeout. The graphic below shows the number of projects in each of the project phases. This report is organized into six parts, as follows. Detailed tables can be found in the appendix section of the report. Part 1 – Construction Contracts Page 2 Part 2 – Engineering Professional Services Agreements Page 4 Part 3 – Master Budget Projects Page 6 Part 4 – Supplemental Engineering Services Contract Page 7 Part 5 – Programming Professional Services Contract Page 9 Part 6 – On-Call Services Agreements Page 11 Appendix (Tables 1 through 13) Page 13 Closeout 26 Construction 47 Design 34 Preliminary Design 12 Project Development 18 Engineering Program Contract Performance Report For the Period Ending June 30, 2024 2 PART 1 - CONSTRUCTION CONTRACTS Construction Contracts As shown in the graph below, there are currently 47 active construction contracts totaling $834 million. The graph also categorizes the active construction contracts by project type (plant, collections, and other) with the “Other” category capturing research and small capital projects. Table 1 in the appendix lists the Board-awarded construction contracts while Tables 2 and 3 list the Operations Committee and General Manager awarded construction contracts, active as of June 30, 2024. The General Manager may award contracts up to $150,000 and task orders up to $500,000. The table below summarizes the number of active and closed construction contracts and total contract amounts. See Tables 4, 5 and 6 in the appendix for a list of the closed contracts. Type Contracts Total Contract Amount Active Board-Awarded Construction Contracts 43 $830,609,060 Active Ops Committee Awarded Construction Contracts 0 $0 Active GM Awarded Construction Contracts 4 $3,650,465 Closed Board-Awarded Construction Contracts 1 $31,618,135 Closed Committee-Awarded Construction Contracts 0 $0 Closed GM Awarded Construction Contracts 0 $0 Plant Projects 33 Contracts Collection Projects 8 Contracts Other 6 Contracts $168 Million $638 Million $11 Million 32 Unique Contractors Engineering Program Contract Performance Report For the Period Ending June 30, 2024 3 Cumulative Change Order Rates When the OC San Board of Directors 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, this report's change order performance charts 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 over the past 15 years. Change Order Goals Project Type 15-Year Sliding Window Change Order Goal Plant – New 5% Plant – Rehab 8% Collections 10% Engineering Program Contract Performance Report For the Period Ending June 30, 2024 4 PART 2 – ENGINEERING PROFESSIONAL SERVICES AGREEMENTS Professional Design and Related Service Agreements OC San engages engineering consultants through Professional Service Agreements (PSAs), Professional Design Services Agreements (PDSAs), and Professional Construction Services Agreements (PCSAs). 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. There are currently 50 Professional Design and Related Service Agreements (29 individual firms) with total agreement amount of $236,693,371. Table 7 in the appendix provides a detailed list of Professional Design and Related Service Agreements. Master Agreements Master Agreements are issued to a pool of pre-qualified consultants for smaller projects. On those smaller projects, OC San solicits task order proposals from interested firms and awards a task order to the most qualified consultant. The Master Agreements are listed below. • 2017 Master Agreements for Planning Studies (expired) • 2018 Master Professional Design Services Agreements (expired) • 2020 Master Agreements for On-Call Planning Studies (expired) • 2021 Master Professional Design Services Agreements (expired) • Agreement for Design Installation, Implementation and Maintenance of a Process Control System • 2024 Master Agreements for On-Call Planning Studies New task orders cannot be issued under expired agreements, but previously issued task orders remain active until completed. Task Orders are limited by OC San Ordinance No. OC SAN-61 to $500,000 per task order. Below is a summary of the various master agreements with active task orders. See Table 8 in the appendix for a detailed list of task orders. Engineering Program Contract Performance Report For the Period Ending June 30, 2024 5 Task Order Contracts Total Contract Amount 2017 Master Agreements for Planning Studies 1 $274,888 2018 Master Professional Design Service Agreements 19 $3,515,372 2020 Master Agreements for On-Call Planning Studies 5 $1,198,791 2021 Master Professional Design Service Agreements 16 $3,970,603 2024 Master Agreements for On-Call Planning Studies 0 $0 Master Service Agreements Through a competitive procurement process, a Master Services Agreement (MSA) was awarded to ABB Inc. for the design, installation, implementation, and maintenance of a control system for a term of 15 years with renewals up to 25 years under Project SP-196, Process Control Systems Upgrades Study. Specific equipment and services will be procured under task orders associated with each CIP project and operating budget. Task Order Contracts Total Contract Amount Design Installation, Implementation and Maintenance of a Process Control System Master Agreement 1 $11,803,801 Engineering Program Contract Performance Report For the Period Ending June 30, 2024 6 PART 3 – MASTER BUDGET PROJECTS The Board-adopted budget for Fiscal Years 2022-23 and 2023-24 includes master program budgets that allow staff to initiate, execute, and manage smaller projects that fit within the scope of a particular program more quickly. 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 in the appendix. These projects include Planning Studies (PS), Research (RE), Facility Engineering (FE), Information Technology (IT), Maintenance (MP), and Small Capital (SC). Master Program Title Status Table Number of Projects Total Allocated Budget Planning Studies Program Table 9 20 $11,873,943 Research Program Table 10 2 $8,101,029 Small Construction Projects Program Table 11 32 $83,747,700 Information Technology Capital Program Table 12 8 $2,010,076 Operations & Maintenance Capital Program Table 13 8 $15,578,000 Engineering Program Contract Performance Report For the Period Ending June 30, 2024 7 PART 4 – SUPPLEMENTAL ENGINEERING SERVICES CONTRACT In April of 2022, the OC San Board of Directors approved two Professional Service Agreements - one with AECOM Technical Services, Inc. and one with Jacobs Project Management Co. - to provide Supplemental Engineering Services for a three-year period commencing May 1, 2022, through April 30, 2025, with two one-year renewal options. The Board approved the agreements for an amount not to exceed $29,700,000 per individual agreement. 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. Status tables for the supplemental engineering services contract and labor summary for the 2022 Supplemental Engineering Services Contract with AECOM and Jacobs Project Management Co. are included below. 2022 Supplemental Engineering Services Contract Status (AECOM) Total Fees Time Contract $29,700,000 60 Months(1) Actuals to Date $2,026,225 7% 26 Months 43% Remaining $27,673,775 93% 34 Months 57% (1) Assuming two additional 1-year extensions 2022 Supplemental Engineering Services Labor Summary (AECOM) This Quarter Inception to Date Labor Hours 2,001 11,380 Full Time Equivalents 4.45 2.92 Labor Costs (no expenses) $369,766 $1,978,284 Average Hourly Rate $184.79 $173.84 Engineering Program Contract Performance Report For the Period Ending June 30, 2024 8 2022 Supplemental Engineering Services Contract Status (Jacobs) Total Fees Time Contract $29,700,000 60 Months(1) Actuals to Date $11,225,784 38% 26 Months 43% Remaining $18,474,216 62% 34 Months 57% (1) Assuming two additional 1-year extensions 2022 Supplemental Engineering Services Labor Summary (Jacobs) This Quarter Inception to Date Labor Hours 13,798 67,315 Full Time Equivalents 29 26 Labor Costs (no expenses) $2,276,453 $10,707,036 Average Hourly Rate $166 $165 Engineering Program Contract Performance Report For the Period Ending June 30, 2024 9 PART 5 – PROGRAMMING PROFESSIONAL SERVICES CONTRACT In April of 2022, the OC San Board of Directors approved two Professional Service Agreements - one with Enterprise Automation and one with Rockwell Automation, Inc. (formerly Maverick Technologies) - to provide Programming Professional Services for a three-year period commencing May 11, 2022, through May 10, 2025, with two one-year renewal options. The Board approved the agreements for an amount not to exceed $4,900,000 per individual agreement. The programming professional services will program, test, commission, maintain, upgrade, and configure programmable logic controllers, HMI graphics, databases, servers, and networks for select projects. The benefits of using a programming professional services contract, as opposed to hiring full-time staff or limited-term employees, include the ability to provide the needed short-term resources during the execution of Project No. J-120, Process Control Systems Upgrades, rapid mobilization of highly skilled technical resources, flexibility to change the mix of needed resources to match project requirements, and the ability to increase or reduce project resources as workloads change. Status tables for the programming professional services contract and labor summary for the 2022 Programming Professional Services Contract with Enterprise Automation and Rockwell Automation are included below. 2022 Programming Professional Services Contract Status (Enterprise Automation) Total Fees Time Contract $4,900,000 60 Months(1) Actuals to Date $1,777,763 36% 26 Months 43% Remaining $3,122,237 64% 34 Months 57% (1) Assuming two additional 1-year extensions 2022 Programming Professional Services Labor Summary (Enterprise Automation) This Quarter Inception to Date Labor Hours 576 9446 Full Time Equivalents 1.1 2.1 Labor Costs (no expenses) $114,614 $1,777,679 Average Hourly Rate $199 $188 Engineering Program Contract Performance Report For the Period Ending June 30, 2024 10 2022 Programming Professional Services Contract Status (Rockwell Automation) Total Fees Time Contract $4,900,000 60 Months(1) Actuals to Date $1,138,749 23% 26 Months 43% Remaining $3,761,251 77% 34 Months 57% (1) Assuming two additional 1-year extensions 2022 Programming Professional Services Labor Summary (Rockwell Automation) This Quarter Inception to Date Labor Hours 2034 6151 Full Time Equivalents 3.9 1.4 Labor Costs (no expenses) $369,369 $1,138,749 Average Hourly Rate $182 $185 Engineering Program Contract Performance Report For the Period Ending June 30, 2024 11 PART 6 – ON-CALL SERVICES AGREEMENTS OC San uses three sets of on-call services agreements for coating inspection and corrosion testing; materials testing, inspection, and other geotechnical testing; and surveying. Services are typically requested by inspection supervisors as needs arise, and the work is generally spread among the available firms. The table below lists the contract limits and funds expended to date for each of the agreements which became effective on March 23, 2022, and will expire on April 30, 2025. For each of these services, OC San typically uses a single firm for a particular construction contract. Consultant Contract Limit Total Costs Incurred Remaining Coating Inspection Services (PSA2022-001) CSI Services, Inc. $300,000 $36,412 $263,588 Diversified Project Services Int'l (DPSI) $300,000 $134,319 $165,681 Geotechnical Testing Services (PSA2022-003) AESCO $400,000 $291,832 $108,168 Atlas Technical Consultants $400,000 $237,007 $162,993 Koury Engineering and testing, Inc. $400,000 $192,598 $207,402 MTGL, Inc $400,000 $147,522 $252,478 Surveying Services (PSA2022-002) D.Woolley & Associates $200,000 $15,085 $184,915 Michael Baker International, Inc. $200,000 $25,103 $174,898 Psomas $200,000 $20,917 $179,083 Stantec Consulting Services, Inc. $200,000 $45,435 $154,565 OC San uses an on-call corrosion engineering service agreement to perform condition assessments and an on-call corrosion engineering support agreement to support condition assessment and provide confined space entry support. Engineering Program Contract Performance Report For the Period Ending June 30, 2024 12 The table below list the contract limits and funds expended to date for each of the agreements. The Corrosion Management Support Services is a one-year agreement with four one-year renewal options that became effective on February 1, 2020. The Condition Assessment On-Call Contractor Support Services is a one-year agreement with four one- year renewal options that became effective on November 1, 2021. Consultant Contract Limit Total Costs Incurred Remaining Corrosion Management Support Services Corrpro Companies Inc $600,000 $190,427 $409,573 Condition Assessment On-Call Contractor Support Services Jamison Engineering Contractors, Inc $783,470 $500,660 $282,810 Engineering Program Contract Performance Report For the Period Ending June 30, 2024 13 APPENDIX Engineering Program Contract Performance Report For the Period Ending June 30, 2024 14 Table 1 - Active Board-Awarded Construction Contracts Project/Contract Contractor Award Contract Amount Contingency Date Award Change Orders Current % Spent Original Current Used Remaining 2-49 Taft Branch Improvements Big Ben Inc. 05/22/2024 $20,458,250 $0 $20,458,250 0.0% 10.00% 10.00% 0 10.00% 3-64B Los Alamitos Trunk Sewer Rehabilitation Steve P. Rados, Inc. 05/26/2021 $17,775,000 $82,294 $17,857,294 86.6% 10.0% 10.0% 0.5% 9.5% 3-67 Seal Beach Pump Station Replacement Walsh Construction Company II, LLC 12/14/2023 $97,032,743 $0 $97,032,743 2.4% 10.0% 10.0% 0.0% 10.0% 5-68 Newport Beach Pump Station Pressurization Improvements Innovative Construction Solutions 04/25/2023 $937,500 $64,715 $1,002,215 93.5% 10.0% 17.0% 6.9% 10.1% 7-65 Gisler-Red Hill Interceptor and Baker Force Main Rehabilitation Steve P. Rados, Inc. 05/24/2023 $44,706,000 ($1,216,714) $43,489,286 25.1% 10.0% 10.0% -2.7% 12.7% 7-68 MacArthur Force Main Improvements SRK Engineering, Inc. 10/20/2023 $3,897,000 $0 $3,897,000 39.2% 10.0% 10.0% 0.0% 10.0% FE18-13 Redhill Relief Sewer Relocation at State Route 55 SRK Engineering, Inc. 06/22/2022 $2,213,000 $0 $2,213,000 0.0% 15.0% 15.0% 0.0% 15.0% FE18-14 Plant Water Pipeline Replacement in Kinnison, Lindstrom, and Scott Tunnels at Plant No. 2 MMC, Inc. 12/16/2020 $1,134,000 $4,348 $1,138,348 59.3% 15.0% 15.0% 0.4% 14.6% FE19-01 Pump Station Portable Generator Connectors Pacific Industrial Electric 09/29/2021 $1,207,479 $87,020 $1,294,499 83.2% 10.0% 16.0% 7.2% 8.8% FE19-03 Trickling Filter Sludge and Scum Pumps Replacement at Plant No. 1 Garney Pacific, Inc. 02/23/2022 $778,000 $18,317 $796,317 85.7% 10.0% 10.0% 2.4% 7.6% FE19-04 Sunflower Pump Replacement at Plant No. 1 GSE Construction Company, Inc. 10/27/2021 $2,123,200 $0 $2,123,200 50.7% 10.0% 25.0% 0.0% 25.0% FE19-08 Secondary Treatment VFD Replacements at Plant No. 2 ACS Engineering 03/23/2022 $1,433,000 $0 $1,433,000 6.5% 10.0% 10.0% 0.0% 10.0% Engineering Program Contract Performance Report For the Period Ending June 30, 2024 15 Table 1 - Active Board-Awarded Construction Contracts Project/Contract Contractor Award Contract Amount Contingency Date Award Change Orders Current % Spent Original Current Used Remaining FE20-01 Wastehauler Station Safety and Security Improvements Leed Electric 09/28/2022 $1,689,788 $148,992 $1,838,780 99.9% 10.0% 16.0% 8.8% 7.2% FE20-03 Return Activated Sludge Discharge Piping Replacement at Activated Sludge Plant No. 1 GSE Construction Company, Inc. 12/15/2022 $3,985,400 $0 $3,985,400 66.1% 10.0% 10.0% 0.0% 10.0% FE20-04 Cengen Cooling Water Pipe Replacement at Plant No. 2 Innovative Construction Solutions 11/16/2022 $3,487,600 $0 $3,487,600 24.6% 10.0% 10.0% 0.0% 10.0% FE20-08 Olive Sub-Trunk Siphon Rehabilitation at Santa Ana River MMC, Inc. 04/26/2023 $1,944,000 $0 $1,944,000 2.3% 10.0% 10.0% 0.0% 10.0% FE20-09 CenGen Smoke Detection Improvements at Plant No. 1 and No. 2 ADT Commercial, LLC 12/15/2022 $313,000 $0 $313,000 85.6% 10.0% 10.0% 0.0% 10.0% FE21-07 Liquid Oxygen Tank A Replacement at Plant No. 2 J.R. Filanc Construction Company, Inc. 01/18/2023 $2,608,007 $0 $2,608,007 12.0% 10.0% 10.0% 0.0% 10.0% FE23-01 Digester Gas Compressor Dryer Replacements at Plant Nos. 1 and 2 Innovative Construction Solutions 04/24/2024 $5,942,500 $0 $5,942,500 0.0% 10.0% 10.0% 0.0% 10.0% FE23-08 Power Buildings 7 and 8 HVAC Replacement at Plant No. 1 Trane U.S. Inc. 04/24/2024 $0 $0 $0 0.0% 5.00% 5.00% 0.00% 5.00% FR1- 0005 Cengen and 12Kv Service Center Switchgear Battery System Upgrades at Plant No. 1 Mass Electric Construction Co. 11/27/2023 $970,000 $0 $970,000 0.0% 10.0% 10.0% 0.0% 10.0% FR1- 0007R Control Center Offices and Day Training Room A2Z Construct Inc. 02/20/2024 $348,000 $0 $348,000 0.0% 0.0% 10.0% 0.0% 10.0% Engineering Program Contract Performance Report For the Period Ending June 30, 2024 16 Table 1 - Active Board-Awarded Construction Contracts Project/Contract Contractor Award Contract Amount Contingency Date Award Change Orders Current % Spent Original Current Used Remaining FR1- 0011 VFD Replacements at Plant No. 1 ACS Engineering 12/15/2022 $1,214,888 $0 $1,214,888 12.9% 10.2% 10.2% 0.0% 10.2% FR1- 0016 Waste Sidestream Pump Station VFD replacements at Plant No.1 Leed Electric 03/23/2022 $344,889 $0 $344,889 95.7% 15.0% 15.0% 0.0% 15.0% FR1- 0017 Trickling Filter Valve Replacement at Plant No. 1 Vicon Enterprise 02/13/2024 $257,300 $0 $257,300 41.3% 10.0% 10.0% 0.0% 10.0% FR2- 0018 Activated Sludge Clarifier Repairs at Plant No. 2 Garney Pacific, Inc. 07/27/2022 $5,091,686 $39,572 $5,131,258 96.9% 10.0% 10.0% 0.8% 9.2% FR2- 0023 Activated Sludge Clarifier Entry Improvements at Plant No. 2 Tharsos, Inc. 03/21/2024 $1,171,000 $0 $1,171,000 0.0% 10.0% 10.0% 0.0% 10.0% FR2- 0026 Headworks Phase 3 Cable Replacement at Plant No. 2 ACS Engineering 02/22/2023 $575,360 $0 $575,360 29.7% 20.0% 20.0% 0.0% 20.0% FR2- 0027 Heavy Mechanics Group Office Space Upgrade at Plant No. 2 MBE Construction 02/07/2024 $195,676 $0 $195,676 0.0% 10.00% 10.00% 0.0% 10.0% J-117B Outfall Low Flow Pump Station Shimmick Construction 12/19/2018 $90,200,000 $4,593,183 $94,793,183 91.2% 8.0% 8.0% 5.1% 2.9% J-135B Engine and Generator Overhauls at Plant No. 1 and 2 Cooper Machinery Services 07/27/2022 $29,361,029 $2,703,260 $32,064,289 51.1% 10.0% 15.6% 9.2% 6.4% MP-307 Bushard Diversion Structure Repair Abhe - Svoboda, Inc. 06/22/2022 $1,762,545 $0 $1,762,545 98.0% 10.0% 10.0% 0.0% 10.0% P1-105 Headworks Rehabilitation at Plant 1 Kiewit Infrastructure West Co. 03/24/2021 $222,330,000 $3,693,834 $226,023,834 53.5% 4.0% 4.0% 1.7% 2.3% P1-128A Headquarters Complex at Plant No. 1 Swinerton Builders 05/26/2021 $102,544,973 $4,335,920 $106,880,893 99.3% 5.0% 6.5% 4.2% 2.3% P1- 128A.1 Headquarters Complex at Plant No. 1 EIDIM Group, Inc. 09/20/2023 $1,580,000 $66,150 $1,646,150 86.4% 10.0% 10.0% 4.2% 5.8% Engineering Program Contract Performance Report For the Period Ending June 30, 2024 17 Table 1 - Active Board-Awarded Construction Contracts Project/Contract Contractor Award Contract Amount Contingency Date Award Change Orders Current % Spent Original Current Used Remaining P1-132 Uninterruptable Power Supply Improvements at Plant 1 Leed Electric 12/15/2022 $5,765,789 ($3,381) $5,762,408 53.7% 10.0% 10.0% -0.1% 10.1% P1-133 Primary Sedimentation Basins No. 6-31 Reliability Improvements at Plant No. 1 Shimmick Construction 02/23/2022 $6,275,000 $62,389 $6,337,389 91.6% 10.0% 10.0% 1.0% 9.0% P1-134 South Perimeter Security and Utility Improvements at Plant No.1 Tovey-Shultz Construction, Inc. 07/28/2021 $4,396,779 $405,201 $4,801,980 97.7% 10.0% 10.0% 9.2% 0.8% P2-127 Collections Yard Relocation and Warehouse Demolition at Plant No. 2 Archico Design Build, Inc. 09/19/2023 $6,500,000 $21,106 $6,521,106 45.5% 10.0% 10.0% 0.3% 9.7% P2-98A A-Side Primary Clarifiers Replacement at Plant 2 PCL CONSTRUCTION INC. 05/26/2021 $111,405,880 $934,874 $112,340,754 41.7% 6.0% 6.0% 0.8% 5.2% RE21-01 Supercritical Water Oxidation Demonstration at Plant No. 1 Garney Pacific, Inc. 12/15/2022 $1,172,000 $77,719 $1,249,719 100.0% 10.0% 10.0% 6.6% 3.4% SC19-06 EPSA Standby Power Generator Control Upgrades at Plant No. 2 Shimmick Construction 10/17/2023 $3,500,000 $0 $3,500,000 4.3% 10.0% 10.0% 0.0% 10.0% SC22-01 EPSA Electrical Building and Distribution Center H HVAC System Replacement at Plant No. 2 Trane U.S. Inc. 06/28/2023 $3,862,000 $0 $3,862,000 17.5% 10.0% 10.0% 0.0% 10.0% Total $810,791,828 $16,940,048 $830,609,060 Engineering Program Contract Performance Report For the Period Ending June 30, 2024 18 Table 2 - Active Operations Committee Awarded Construction Contracts Project/Contract Contractor Award Date Contract Amount Contingency Award Change Orders Current % Spent Original Current Used Remaining No Active Operations Committee Awarded Construct Contracts this quarte Engineering Program Contract Performance Report For the Period Ending June 30, 2024 19 Table 3 - Active GM Awarded Construction Contracts Project/Contract Contractor Award Date Contract Amount Contingency Award Change Orders Current % Spent Original Current Used Remaining FE19-02 Cengen Plant Water Pipe Replacement at Plant No. 1 Innovative Construction Solutions 05/14/2024 $3,385,000 $0 $3,385,000 0.0% 10.0% 10.0% 0.0% 10.0% FE21-06 Chemical Dosing Station Installation at Westside Pump Station RP Controls, Inc. 05/09/2023 $62,565 $0 $62,565 100.0% 20.0% 20.0% 0.0% 20.0% FR2-0025 Digester O-T and Q-R Bridge Repair at Plant No. 2 O'Connell Engineering & Construction, Inc. 03/14/2022 $115,450 $38,000 $153,450 90.7% 10.0% 32.9% 32.9% 0.0% MP2-002 Ella Tunnel Walkway Replacement at Plant 2 O'Connell Engineering & Construction, Inc. 10/20/2022 $49,450 $0 $49,450 100.0% 10.0% 10.0% 0.0% 10.0% Total $3,612,465 $38,000 $3,650,465 Engineering Program Contract Performance Report For the Period Ending June 30, 2024 20 Table 4 - Closed Board-Awarded Construction Contracts Project/Contract Contractor Award Date Closed Date Contract Amount Contingency Award Change Orders Final Original Final Remaining 3-62 Westminster Blvd Force Main Replacement Teichert Energy - Utilities Group, Inc. 12/18/2019 04/18/2024 $27,743,000 $3,875,135 $31,618,135 10.0% 14.0% 0.0% Total $27,743,000 $3,875,135 $31,618,135 Table 5 - Closed Committee -Awarded Construction Contracts Project/Contract Contractor Award Date Closed Date Contract Amount Contingency Original Award Amount Change Orders Final Contract Amount Original Final Remaining Total No Committee-awarded construction contracts closed this quarter Engineering Program Contract Performance Report For the Period Ending June 30, 2024 21 Table 6 - Closed GM-Awarded Construction Contracts Project/Contract Contractor Award Date Closed Date Contract Amount Contingency Original Award Amount Change Orders Final Contract Amount Original Final Remaining Total No GM-awarded construction contracts closed this quarter Engineering Program Contract Performance Report For the Period Ending June 30, 2024 22 Table 7 - Active Engineering Services Agreements Project/Contract Consultant Type Award Date Contract Amount Contingency Award Amendments Current % Spent Original Current Used Remaining 11-33 Edinger Pump Station Replacement Arcadis U.S., Inc. PDSA 09/27/2023 $3,125,590 $35,180 $3,160,770 38% 10.0% 10.0% 1.1% 8.9% 1-23 Santa Ana Trunk Sewer Rehabilitation Stantec Consulting Services Inc. PDSA 04/27/2022 $3,880,000 $0 $3,880,000 64% 10.0% 10.0% 0.0% 10.0% 1-24 Greenville Trunk Improvements Brown and Caldwell PDSA 10/26/2022 $4,730,000 $0 $4,730,000 35% 10.0% 10.0% 0.0% 10.0% 2-49 Taft Branch Improvements Woodard & Curran, Inc. PDSA 02/24/2021 $2,200,000 $147,062 $2,347,062 98% 10.0% 10.0% 6.7% 3.3% 3-60 Knott - Miller Holder Artesia Branch Rehabilitation Dudek PDSA 10/24/2023 $1,200,000 $0 $1,200,000 21% 10.0% 10.0% 0.0% 10.0% 3-62 Westminster Blvd Force Main Replacement Stantec Consulting Services Inc. PCSA 12/18/2019 $1,183,000 ($400,000) $783,000 75% 10.0% 10.0% - 33.8% 43.8% 3-64 Rehabilitation of Western Regional Sewers AECOM Technical Services, Inc. PDSA 01/27/2016 $17,639,250 $195,850 $17,835,100 63% 10.0% 10.0% 1.1% 8.9% 3-64B Los Alamitos Trunk Sewer Rehabilitation AECOM Technical Services, Inc. PCSA 05/26/2021 $610,000 $0 $610,000 71% 10.0% 10.0% 0.0% 10.0% 3-67 Seal Beach Pump Station Replacement Lee & Ro, Inc. PCSA 12/14/2023 $6,148,000 $0 $6,148,000 4% 10.0% 10.0% 0.0% 10.0% 3-67 Seal Beach Pump Station Replacement Lee & Ro, Inc. PDSA 12/18/2019 $5,947,850 $744,435 $6,692,285 98% 10.0% 12.6% 12.5% 0.1% 5-67 Bay Bridge Pump Station Replacement Arcadis U.S., Inc. PDSA 10/25/2017 $7,137,000 $2,116,140 $9,253,140 86% 10.0% 35.0% 29.7% 5.3% Engineering Program Contract Performance Report For the Period Ending June 30, 2024 23 Table 7 - Active Engineering Services Agreements Project/Contract Consultant Type Award Date Contract Amount Contingency Award Amendments Current % Spent Original Current Used Remaining 5-68 Newport Beach Pump Station Pressurization Improvements Dudek PCSA 02/01/2023 $124,979 $0 $124,979 27% 10.0% 10.0% 0.0% 10.0% 6-20 Fairview Sewer Rehabilitation Dudek PDSA 07/27/2022 $1,200,000 $0 $1,200,000 43% 10.0% 10.0% 0.0% 10.0% 7-65 Gisler-Red Hill Interceptor and Baker Force Main Rehabilitation CDM Smith Inc. PCSA 05/24/2023 $988,460 $0 $988,460 36% 10.0% 10.0% 0.0% 10.0% 7-66 Sunflower and Red Hill Interceptor Repairs GHD, Inc. PCSA 07/28/2021 $166,000 $0 $166,000 48% 10.0% 10.0% 0.0% 10.0% 7-68 MacArthur Force Main Improvements Michael Baker International, Inc. PCSA 09/11/2023 $272,002 $0 $272,002 33% 10.0% 10.0% 0.0% 10.0% 7-68 MacArthur Force Main Improvements Michael Baker International, Inc. PDSA 05/26/2021 $500,000 $0 $500,000 100% 10.0% 10.0% 0.0% 10.0% FR1- 0007 Control Center Offices and Day Training Room Remodeling at Plant No. 1 AECOM Technical Services, Inc. PSA 07/24/2017 $48,000 $33,351 $81,351 11% N/A N/A 69.5% 0.0% J-117B Outfall Low Flow Pump Station SEL Engineering Services Inc. PSA 03/27/2019 $1,096,074 $0 $1,096,074 61% 10.0% 10.0% 0.0% 10.0% J-117B Outfall Low Flow Pump Station Brown and Caldwell PCSA 12/19/2018 $8,563,913 $824,932 $9,388,845 83% 10.0% 18.5% 9.6% 8.9% J-124 Digester Gas Facilities Rehabilitation Brown and Caldwell PDSA 11/15/2017 $11,770,000 $9,760,000 $21,530,000 60% 10.0% 89.9% 82.9% 7.0% Engineering Program Contract Performance Report For the Period Ending June 30, 2024 24 Table 7 - Active Engineering Services Agreements Project/Contract Consultant Type Award Date Contract Amount Contingency Award Amendments Current % Spent Original Current Used Remaining J-128 Project Management Information System PMWeb, Inc. PSA 06/27/2017 $1,022,500 $200,817 $1,223,317 81% 20.0% 20.0% 19.6% 0.4% J-98 Electrical Power Distribution System Improvements Schweitzer Engineering Laboratories, Inc PSA 03/25/2020 $1,296,878 $0 $1,296,878 36% 10.0% 10.0% 0.0% 10.0% J-98 Electrical Power Distribution System Improvements Brown and Caldwell PDSA 02/26/2020 $2,240,000 $147,592 $2,387,592 97% 10.0% 10.0% 6.6% 3.4% P1-105 Headworks Rehabilitation at Plant 1 SEL Engineering Services Inc. PSA 01/30/2024 $137,275 $0 $137,275 20% 9.3% 9.3% 0.0% 9.3% P1-105 Headworks Rehabilitation at Plant 1 Carollo Engineers, Inc PCSA 03/24/2021 $16,500,000 $0 $16,500,000 46% 10.0% 10.0% 0.0% 10.0% P1-126 Primary Sedimentation Basins No. 3-5 Replacement at Plant No. 1 Black & Veatch Corporation PDSA 04/27/2022 $14,163,000 $177,504 $14,340,504 28% 10.0% 10.0% 1.3% 8.7% P1-128A Headquarters Complex at Plant No. 1 AECOM Technical Services, Inc. PSA 04/28/2021 $6,750,000 $0 $6,750,000 87% 10.0% 10.0% 0.0% 10.0% P1-128A Headquarters Complex at Plant No. 1 HDR Engineering, Inc. PCSA 05/26/2021 $4,900,000 $573,794 $5,473,794 93% 10.0% 15.0% 11.7% 3.3% P1-132 Uninterruptable Power Supply Improvements at Plant 1 Tetra Tech, Inc. PCSA 11/09/2023 $217,830 $0 $217,830 39% 10.0% 10.0% 0.0% 10.0% Engineering Program Contract Performance Report For the Period Ending June 30, 2024 25 Table 7 - Active Engineering Services Agreements Project/Contract Consultant Type Award Date Contract Amount Contingency Award Amendments Current % Spent Original Current Used Remaining P1-132 Uninterruptable Power Supply Improvements at Plant 1 Tetra Tech, Inc. PDSA 11/20/2019 $784,630 $62,755 $847,385 97% 10.0% 10.0% 8.0% 2.0% P1-133 Primary Sedimentation Basins No. 6-31 Reliability Improvements at Plant No. 1 Carollo Engineers, Inc PCSA 03/23/2022 $530,000 $0 $530,000 54% 10.0% 10.0% 0.0% 10.0% P1-134 South Perimeter Security and Utility Improvements at Plant No.1 HDR Engineering, Inc. PCSA 07/28/2021 $235,000 $0 $235,000 57% 10.0% 10.0% 0.0% 10.0% P1-137 Support Buildings Seismic Improvements at Plant No. 1 Simpson, Gumpertz, and Heger PDSA 07/27/2022 $1,900,000 $151,537 $2,051,537 62% 10.0% 10.0% 8.0% 2.0% P1-140 Activated Sludge-1 Rehabilitation at Plant No. 1 HDR Engineering, Inc. PDSA 12/15/2022 $18,462,443 $0 $18,462,443 24% 10.0% 10.0% 0.0% 10.0% P2-122 Headworks Modifications at Plant No. 2 for GWRS Final Expansion CDM Smith Inc. PCSA 01/22/2020 $2,200,000 $0 $2,200,000 90% 10.0% 10.0% 0.0% 10.0% P2-123 Return Activated Sludge Piping Replacement at Plant 2 Spec Services, Inc. PCSA 09/25/2019 $252,329 $25,233 $277,562 100% 10.0% 10.0% 10.0% 0.0% P2-124 Interim Food Waste Receiving Facility Kennedy/Jenks Consultants, Inc. PDSA 09/26/2018 $695,000 $31,168 $726,168 100% 10.0% 10.0% 4.5% 5.5% Engineering Program Contract Performance Report For the Period Ending June 30, 2024 26 Table 7 - Active Engineering Services Agreements Project/Contract Consultant Type Award Date Contract Amount Contingency Award Amendments Current % Spent Original Current Used Remaining P2-128 Digester Replacement at Plant No. 2 Brown and Caldwell PDSA 07/22/2020 $39,300,000 $3,845,405 $43,145,405 67% 10.0% 10.0% 9.8% 0.2% P2-135 Chemical Systems Rehabilitation at Plant No. 2 Lee & Ro, Inc. PDSA 03/22/2023 $862,328 $74,963 $937,291 57% 10.0% 10.0% 8.7% 1.3% P2-137 Digesters Rehabilitation at Plant No. 2 CDM Smith Inc. PDSA 03/23/2022 $2,700,000 $270,000 $2,970,000 93% 10.0% 10.0% 10.0% 0.0% P2-138 Operations and Maintenance Complex at Plant No. 2. Stantec Architecture Inc. PDSA 01/25/2023 $7,914,529 $431,414 $8,345,943 18% 10.0% 10.0% 5.5% 4.5% P2-98A A-Side Primary Clarifiers Replacement at Plant 2 SEL Engineering Services Inc. PSA 05/23/2023 $97,399 $0 $97,399 0% 0% 0% 0.0% 0.0% P2-98A A-Side Primary Clarifiers Replacement at Plant 2 Black & Veatch Corporation PCSA 05/26/2021 $8,400,000 $0 $8,400,000 47% 10.0% 10.0% 0.0% 10.0% PS20-02 Collection System Flow Level Monitoring Study Woodard & Curran, Inc. PSA 07/28/2021 $616,562 $0 $616,562 57% 0.0% 10.0% 0.0% 10.0% PS21-01 Exterior Lighting Study at Plant Nos. 1 and 2 IDS Group, Inc. PSA 09/07/2022 $151,660 $0 $151,660 73% 10.0% 10.0% 0.0% 10.0% PS21-04 Energy and Digester Gas Master Plan Brown and Caldwell PSA 06/22/2022 $1,438,036 $0 $1,438,036 79% 10.0% 10.0% 0.0% 10.0% PS21-06 Urban Runoff Optimization Study Michael Baker International, Inc. PSA 03/22/2023 $711,230 $70,700 $781,930 60% 10.0% 10.0% 9.9% 0.1% Engineering Program Contract Performance Report For the Period Ending June 30, 2024 27 Table 7 - Active Engineering Services Agreements Project/Contract Consultant Type Award Date Contract Amount Contingency Award Amendments Current % Spent Original Current Used Remaining PS21-07 Process Simulation Model Development for Cen Gen Facilities Intelliflux Controls PSA 02/05/2024 $150,308 $0 $150,308 0% 10.0% 10.0% 0.0% 10.0% RE21-01 Supercritical Water Oxidation Demonstration at Plant No. 1 374Water Systems, Inc. PSA 12/15/2021 $5,139,000 $96,095 $5,235,095 41% 10.0% 10.0% 1.9% 8.1% Total $218,298,055 $19,615,927 $237,913,982 Engineering Program Contract Performance Report For the Period Ending June 30, 2024 28 Table 8 - Active Task Orders by Master Agreement Agreement/Project Consultant Award Date Original Task Order Value Amendments Current Task Order Value % Spent 2017 Master Agreements for On-Call Planning Studies PS19-03 Laboratory Rehabilitation Feasibility Study HDR Engineering, Inc. 10/20/2020 $274,888 $0 $274,888 81% Subtotal $274,888 $0 $274,888 2018 Master Professional Design Service Agreements FE18-06 CenGen Instrument Air Compressors Replacement at Plant No. 1 IDS Group, Inc. 04/27/2020 $89,876 $0 $89,876 69% FE18-13 Redhill Relief Sewer Relocation at State Route 55 GHD, Inc. 03/27/2020 $168,612 $105,331 $273,943 85% FE18-14 Plant Water Pipeline Replacement in Kinnison, Lindstrom, and Scott Tunnels at Plant No. 2 Dudek 11/06/2019 $108,308 $21,544 $129,852 84% FE18-15 Plant Boiler System Relief at Plant No. 2 IDS Group, Inc. 10/22/2019 $23,299 $0 $23,299 55% FE19-02 Cengen Plant Water Pipe Replacement at Plant No. 1 AECOM Technical Services, Inc. 07/08/2020 $156,498 $143,378 $299,876 73% FE19-03 Trickling Filter Sludge and Scum Pumps Replacement at Plant No. 1 Black & Veatch Corporation 09/02/2020 $244,728 $55,272 $300,000 98% FE19-06 EPSA Motor Cooling Improvements at Plant No. 2 IDS Group, Inc. 05/05/2020 $88,206 $10,541 $98,747 96% FE19-10 Digesters C, D, F, G and I Gas Balance Lines Replacement at Plant No. 2 GHD, Inc. 02/03/2021 $25,000 $65,749 $90,749 78% FE19-11 Primary Clarifiers Nos. 6-31 Lighting and Alarm Improvements at Plant No. 1 AECOM Technical Services, Inc. 09/21/2020 $226,685 $6,137 $232,822 75% FE19-13 VFD Replacements at Seal Beach Pump Station AECOM Technical Services, Inc. 03/24/2021 $78,033 $0 $78,033 60% FE20-01 Wastehauler Station Safety and Security Improvements AECOM Technical Services, Inc. 03/16/2021 $161,012 $16,247 $177,259 91% FE20-02 Digester C, D, F, and G Mechanical Rehabilitation at Plant No. 2 HDR Engineering, Inc. 03/02/2021 $188,212 $34,352 $222,564 85% FE20-03 Return Activated Sludge Discharge Piping Replacement at Activated Sludge Plant No. 1 GHD, Inc. 06/14/2021 $249,000 $0 $249,000 90% FE20-04 Cengen Cooling Water Pipe Replacement at Plant No. 2 Dudek 05/18/2021 $240,000 $60,000 $300,000 99% Engineering Program Contract Performance Report For the Period Ending June 30, 2024 29 Table 8 - Active Task Orders by Master Agreement Agreement/Project Consultant Award Date Original Task Order Value Amendments Current Task Order Value % Spent FE20-05 Plant Water Piping Replacement at Secondary Clarifiers 1-26 at Plant No. 1 IDS Group, Inc. 06/22/2021 $186,626 $0 $186,626 77% FE20-08 Olive Sub-Trunk Siphon Rehabilitation at Santa Ana River Dudek 06/10/2021 $240,000 $0 $240,000 93% FE20-09 CenGen Smoke Detection Improvements at Plant No. 1 and No. 2 IDS Group, Inc. 06/15/2021 $63,275 $0 $63,275 83% FR1-0011 VFD Replacements at Plant No. 1 Black & Veatch Corporation 04/08/2021 $283,000 $17,000 $300,000 83% FRC-0009 Bitter Point Trunk Sewer Repair at Bitter Point Pump Station GHD, Inc. 06/17/2021 $159,451 $0 $159,451 83% Subtotal $2,979,821 $535,551 $3,515,372 2020 Master Agreements for On-Call Planning Studies PS19-03 Laboratory Rehabilitation Feasibility Study Hazen and Sawyer 01/17/2023 $23,825 $0 $23,825 100% PS20-09 Thickening & Dewatering Plant Water Study at Plant No. 1 HDR Engineering, Inc. 04/21/2022 $219,670 $0 $219,670 78% PS21-08 Pure Oxygen Activated Sludge Operations Study at Plant No. 2 Hazen and Sawyer 09/22/2022 $241,791 $55,413 $297,204 100% PS21-10 Integrated Nitrogen Management Hazen and Sawyer 10/19/2023 $247,000 $0 $247,000 18% PS22-02 Onsite Oxygen Generation Feasibility Study at Plant No. 2 Black & Veatch Corporation 02/13/2023 $393,374 $17,718 $411,092 48% Subtotal $1,125,660 $73,131 $1,198,791 2021 Master Professional Design Service Agreements FE21-08 Newhope-Placentia Sewer Manhole Replacements GHD, Inc. 02/28/2023 $235,820 $0 $235,820 89% FE22-01 Platform Modifications for Process Areas at Plant No. 1 and No. 2 ProjectLine Technical Services. Inc. 03/14/2023 $159,296 $0 $159,296 80% FR1-0017 Trickling Filter Valve Replacement at Plant No. 1 Dudek 08/16/2022 $101,108 $0 $101,108 85% FR1-0018 Dewatering Centrifuge Diverter Gate Improvements at Plant No. 1 Dudek 08/16/2022 $140,000 $93,191 $233,191 78% FR1-0023 Secondary Treatment Area Cable Replacement at Plant No. 1 Brown and Caldwell 06/28/2024 $338,943 $0 $338,943 0% Engineering Program Contract Performance Report For the Period Ending June 30, 2024 30 Table 8 - Active Task Orders by Master Agreement Agreement/Project Consultant Award Date Original Task Order Value Amendments Current Task Order Value % Spent FR2-0023 Activated Sludge Clarifier Entry Improvements at Plant No. 2 AECOM Technical Services, Inc. 01/13/2022 $120,030 $79,828 $199,858 62% FR2-0027 Heavy Mechanics Group Office Space Upgrade at Plant No. 2 ProjectLine Technical Services. Inc. 09/13/2022 $126,153 $0 $126,153 91% FR2-0031 Activated Sludge System Scum Rerouting at Plant No. 2 GHD, Inc. 06/14/2024 $369,479 $0 $369,479 0% FRC-0010 Warner Avenue Vault Cover Improvements Kleinfelder, Inc. 11/16/2021 $205,000 $43,128 $248,128 86% FRC-0014 Magnolia Sewer Manhole Abandonment at Interstate-5 Brown and Caldwell 03/15/2023 $195,055 $0 $195,055 40% FRC-0017 Valve Replacements and Wet Well Access Improvements at Slater Pump Station Dudek 06/14/2024 $281,000 $0 $281,000 0% FRJ-0003 Interplant Gas Line Blow Off Vault Repairs Dudek 09/08/2022 $165,000 $55,091 $220,091 89% J-120A Control Room Reconfiguration at Plant No.1 ProjectLine Technical Services. Inc. 12/04/2023 $255,036 $0 $255,036 52% P1-142 Trickling Filter Media Replacement at Plant No. 1 Brown and Caldwell 05/21/2024 $397,030 $0 $397,030 0% P2-127 Collections Yard Relocation and Warehouse Demolition at Plant No. 2 ProjectLine Technical Services. Inc. 08/02/2022 $188,898 $121,517 $310,415 88% SC19-06 EPSA Standby Power Generator Control Upgrades at Plant No. 2 Spec Services, Inc. 11/03/2021 $241,153 $58,847 $300,000 73% Subtotal $3,519,001 $451,602 $3,970,603 2024 Master Agreements for On-Call Planning Studies No agreements issued this quarter Agreement for Design Installation, Implementation and Maintenance of a Process Control System J-120 Process Control Systems Upgrades ABB, Inc. 07/28/2021 $11,818,480 ($14,679) $11,803,801 50% Subtotal $11,818,480 ($14,679) $11,803,801 Total $19,717,850 $1,045,605 $20,763,455 Engineering Program Contract Performance Report For the Period Ending June 30, 2024 31 Table 9 - Planning Studies Status Report Project Number Project Name Status Allocated Budget PS18-06 Go/No-Go Lights and Signage Active $495,000 PS19-03 Laboratory Rehabilitation Feasibility Study Active $450,000 PS20-02 Collection System Flow Level Monitoring Study Active $743,218 PS20-08 Euclid Trunk Sewer Hydraulic Modeling and Odor Control Analyses Active $500,000 PS20-09 Thickening & Dewatering Plant Water Study at Plant No. 1 Active $400,000 PS21-01 Exterior Lighting Study at Plant Nos. 1 and 2 Active $345,533 PS21-02 Public Announcement and Fire System at Plant Nos. 1 and 2 Active $500,000 PS21-04 Energy and Digester Gas Master Plan Active $1,785,000 PS21-05 CAD Design Manual Update for 3D Design Active $758,000 PS21-06 Urban Runoff Optimization Study Active $1,100,000 PS21-07 Process Simulation Model Development for Cen Gen Facilities Active $211,192 PS21-08 Pure Oxygen Activated Sludge Operations Study at Plant No. 2 Active $360,000 PS21-10 Integrated Nitrogen Management Active $372,000 PS22-02 Onsite Oxygen Generation Feasibility Study at Plant No. 2 Active $295,000 PS23-01 Fleet Facilities Improvements Study Active $350,000 PS23-02 Staff Parking Study at Plant No. 2 Active $163,000 PS23-03 2025 Outfall Initial Dilution Model Active $370,000 PS23-04 Digital Asset Management Study Active $630,000 PS23-05 Utility Water Planning Study at Plant Nos. 1 and 2 Active $1,100,000 PS23-06 Seismic Resilience Study at Plant No. 2 Active $946,000 Grand Total $11,873,943 Number of Chartered Projects 20 Board Approved Program Budget $28,652,000 Remaining Unallocated Budget $16,778,057 Engineering Program Contract Performance Report For the Period Ending June 30, 2024 32 Table 10 - Research Program Status Report Project Number Project Name Status Allocated Budget RE20-06 Co-Thickened Sludge Pump Trial at Plant No. 1 Active $160,000 RE21-01 Supercritical Water Oxidation Demonstration at Plant No. 1 Active $7,941,029 Grand Total $8,101,029 Number of Chartered Projects 2 Board Approved Program Budget $10,000,000 Remaining Unallocated Budget $1,898,971 Engineering Program Contract Performance Report For the Period Ending June 30, 2024 33 Table 11 - Small Construction Projects Program Status Report Project Number Project Name Status Allocated Budget FE18-06 CenGen Instrument Air Compressors Replacement at Plant No. 1 Active $1,150,000 FE18-13 Redhill Relief Sewer Relocation at State Route 55 Active $3,550,000 FE18-14 Plant Water Pipeline Replacement in Kinnison, Lindstrom, and Scott Tunnels at Plant No. 2 Active $2,300,000 FE18-15 Plant Boiler System Relief at Plant No. 2 Active $675,000 FE19-01 Pump Station Portable Generator Connectors Active $2,570,000 FE19-02 Cengen Plant Water Pipe Replacement at Plant No. 1 Active $5,725,000 FE19-03 Trickling Filter Sludge and Scum Pumps Replacement at Plant No. 1 Active $3,200,000 FE19-04 Sunflower Pump Replacement at Plant No. 1 Active $4,300,000 FE19-06 EPSA Motor Cooling Improvements at Plant No. 2 Active $1,825,000 FE19-08 Secondary Treatment VFD Replacements at Plant No. 2 Active $2,900,000 FE19-10 Digesters C, D, F, G and I Gas Balance Lines Replacement at Plant No. 2 Active $176,000 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 $560,000 FE19-13 VFD Replacements at Seal Beach Pump Station Active $520,000 FE20-01 Wastehauler Station Safety and Security Improvements Active $2,923,000 FE20-02 Digester C, D, F, and G Mechanical Rehabilitation at Plant No. 2 Active $6,622,000 FE20-03 Return Activated Sludge Discharge Piping Replacement at Activated Sludge Plant No. 1 Active $6,840,000 FE20-04 Cengen Cooling Water Pipe Replacement at Plant No. 2 Active $5,180,000 FE20-05 Plant Water Piping Replacement at Secondary Clarifiers 1-26 at Plant No. 1 Active $1,545,000 FE20-08 Olive Sub-Trunk Siphon Rehabilitation at Santa Ana River Active $3,500,000 FE20-09 CenGen Smoke Detection Improvements at Plant No. 1 and No. 2 Active $950,000 FE21-01 Plasma Cutting Fume Extractor installation at Plant No. 1 Rebuild Shop Active $400,700 FE21-04 Thickening and Dewatering Facility Handrail Installation at Plant No. 1 Active $230,000 FE21-06 Chemical Dosing Station Installation at Westside Pump Station Active $560,000 FE21-07 Liquid Oxygen Tank A Replacement at Plant No. 2 Active $3,800,000 FE21-08 Newhope-Placentia Sewer Manhole Replacements Active $1,225,000 FE22-01 Platform Modifications for Process Areas at Plant No. 1 and No. 2 Active $1,300,000 FE22-02 Liquid Oxygen Tank B Replacement at Plant No. 2 Active $4,200,000 FE23-01 Digester Gas Compressor Dryer Replacements at Plant Nos. 1 and 2 Active $8,000,000 FE23-03 Wetwell Level Monitoring Upgrade at Collections Pump Stations Active $4,005,000 FE23-04 Truck Loading Scale Replacement at Plant No. 2 Active $916,000 FE23-08 Power Buildings 7 and 8 HVAC Replacement at Plant No. 1 Active $850,000 Grand Total $83,747,700 Number of Chartered Projects 32 Board Approved Program Budget $90,000,000 Remaining Unallocated Budget $6,252,300 Engineering Program Contract Performance Report For the Period Ending June 30, 2024 34 Table 12 - Information Technology Capital Program Status Report Project Number Project Name Status Allocated Budget IT19-05 IT P1 & P2 Data Refresh (IT19-05) Active $1,200,000 IT20-05 Client Management Modernization (ICE-69_IT20-05) 6520005 Active $99,000 IT20-08 Field Computer for Nerissa and Interface with LIMS(ICE-68_IT20-07) 6520008 Active $121,000 IT20-10 Digitize Quality Assurance Tracking Processes/TNI/ELAP Standards (ICE- 76_IT20-10) 6520010 Active $145,700 IT21-04 Databridge Scale Management Software (ICE - 84_IT21-04) Active $42,752 IT23-02 RMIS (Laserfische) Implementation - Phase 2 (ICE - 97_IT23-02) Active $204,624 IT23-03 Workforce Timecard Migration (ICE-98_IT23-03) Active $21,000 IT23-04 Evacuation Mustering & Visitor Management System (ICE -99_IT23-04) Active $176,000 Grand Total $2,010,076 Number of Chartered Projects 8 Board Approved Program Budget $10,000,000 Remaining Unallocated Budget $7,989,924 Engineering Program Contract Performance Report For the Period Ending June 30, 2024 35 Table 13 - Operations & Maintenance Capital Program Status Report Project Number Project Name Status Allocated Budget SC19-03 Return Activated Sludge Pump Station Elevator Rehabilitation at Plant No. 2 Active $890,000 SC19-06 EPSA Standby Power Generator Control Upgrades at Plant No. 2 Active $4,800,000 SC20-02 Ocean Outfall Booster Station Elevator Rehabilitation Active $410,000 SC22-01 EPSA Electrical Building and Distribution Center H HVAC System Replacement at Plant No. 2 Active $5,100,000 SC22-02 HVAC Replacement for Plant 2 Centrifuge Buillding, Operations Building, and Bitter Point PS Active $3,712,000 SC23-01 Electric Vehicle Charging Stations and Network Installation Active $391,000 SC23-02 Effluent Junction Box Security Fence Replacement at Plant No. 1 Active $130,000 SC23-03 Collection System Critical Assets Active $145,000 Grand Total $15,578,000 Number of Chartered Projects 8 Board Approved Program Budget $15,622,000 Remaining Unallocated Budget $44,000 OPERATIONS COMMITTEE Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3811 Agenda Date:9/25/2024 Agenda Item No:8. FROM:Robert Thompson, General Manager Originator: Mike Dorman, Director of Engineering SUBJECT: CONTROL ROOM RECONFIGURATION AT PLANT NO. 1, CONTRACT NO. J-120A.1 GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: A. Approve Task Order No. 2 under the Master Services Agreement with ABB, Inc. to provide services and furnish Operator Workstations for Control Room Reconfiguration at Plant No. 1, Contract No. J-120A.1, as part of Process Control Systems Upgrades, Project No. J-120, for a total amount not to exceed $356,623; and B. Approve a contingency of $35,662 (10%). BACKGROUND The Control Room Reconfiguration at Plant No.1,Contract No.J-120A,will reconfigure the existing Plant No.1 Operations Control Room at the Orange County Sanitation District (OC San)to accommodate new workstations for the Distributed Control System to provide plant operations staff a user-friendly,ergonomic workstation configuration.This includes the replacement of the existing consoles,computers,and displays,as well as necessary infrastructure improvements to the existing control room to support the design and functionality of the new workstations.This integration is only feasible through the procurement and installation of the ABB Intelligent Operator Workplace (EOWx3). RELEVANT STANDARDS ·Ensure that investment proposals and decisions are based on clearly defined standards ·Ensure the public’s money is wisely spent ·Commitment to safety & reducing risk in all operations PROBLEM The existing control system furniture and configuration in the Plant No.1 Control Room is outdated with a horse-shoe configuration and large displays on an adjacent wall.A new user-friendly, collaborative,and ergonomic workstation configuration with computers,monitors,and large displays is required to meet plant operation’s needs. Orange County Sanitation District Printed on 9/17/2024Page 1 of 3 powered by Legistar™ File #:2024-3811 Agenda Date:9/25/2024 Agenda Item No:8. PROPOSED SOLUTION Approve Task Order No.2 for Control Room Reconfiguration at Plant No.1,Contract No.J-120A.1, in accordance with the current SP-196 Master Service Agreement for the Design,Installation, Implementation,and Maintenance of Process Control System (MSA Agreement),fully executed between OC San and ABB,Inc.on July 28,2021.This Task Order will furnish and install the ABB EOWx3 as a comprehensive solution that includes consoles,computers,smart keyboards,monitors, and large displays. TIMING CONCERNS Delays in issuing the Task Order and placing the order for the ABB EOWx3 could impact the overall project schedule and delay the timing of having the new control room operational. RAMIFICATIONS OF NOT TAKING ACTION Plant operations staff will need to continue to use the existing furniture and outdated workstation configuration. PRIOR COMMITTEE/BOARD ACTIONS July 2021 -Approved Task Order No.1 under the Master Services Agreement with ABB Inc.to provide services,software,and equipment for Process Control Systems Upgrades,Project No.J- 120, for an amount not to exceed $11,818,480; and approved a contingency of $1,181,848 (10%). July 2021 -Approved Master Services Agreement with ABB Inc.for the design,installation, implementation,and maintenance of a process control system;authorized staff to specify ABB Inc.as the sole source provider for equipment,materials,software,and services for control systems on current and future projects;ratified the addition of ABB Inc.to the list of pre-approved Original Equipment Manufacturers for procurements under $100,000 for equipment,materials,software,and services for control systems;and authorized the General Manager to approve and execute the 3-way Escrow Intellectual Property Agreement (Exhibit “E”to the Master Services Agreement with ABB Inc.) with Escrow Agent NCC Group Software Resilience (NA)LLC,at a cost not to exceed $100,000,in a form approved by General Counsel, for escrow setup and validation. ADDITIONAL INFORMATION The J-120A consultant evaluated ABB,Inc.and other workstation furniture vendors and determined that having ABB,Inc.provide their standard integrated configuration would provide the best overall solution instead of trying to integrate the ABB,Inc.system with another furniture vendor.It was confirmed that the solution provided by ABB,Inc.was competitively priced.OC San staff further negotiated the pricing with ABB,Inc.and secured a $20,000 discount which is reflected in the agreement amount. Orange County Sanitation District Printed on 9/17/2024Page 2 of 3 powered by Legistar™ File #:2024-3811 Agenda Date:9/25/2024 Agenda Item No:8. CEQA The project is exempt from CEQA under the Class 1 categorical exemptions set forth in California Code of Regulations Section 15301.A Notice of Exemption has been filed with the OC Clerk- Recorder (July 2021). FINANCIAL CONSIDERATIONS This request complies with authority levels of OC San’s Purchasing Ordinance.This item has been budgeted (Budget FY 2024-25 and 2025-26,Section 8,Page 38,Process Control System Upgrades, Project No. J-120) and the budget is sufficient for the recommended action. ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·Task Order No. 2 GR:lb Orange County Sanitation District Printed on 9/17/2024Page 3 of 3 powered by Legistar™ Contract No. J-120A.1, Control Room Reconfiguration at Plant No.1 Task Order No. 2 Revision 071421 TASK ORDER NO. 2 Contract No. J-120A.1, Control Room Reconfiguration at Plant No.1 This Contract No. J-120A.1, Control Room Reconfiguration at Plant No.1 (Task Order No. 2), is made and entered into as of the date fully executed below, by and between the ORANGE COUNTY SANITATION DISTRICT (hereinafter referred to as “OC SAN”) and ABB, INC. (hereinafter referred to as "CONTRACTOR"). This Task Order No. 2 is entered into pursuant to the Agreement for the Design, Installation, Implementation, and Maintenance of a Process Control System, dated July 28, 2021, by and between OC SAN and CONTRACTOR for Project No. SP-196 (“Master Services Agreement”). CONTRACTOR agrees to furnish the necessary products and services to accomplish the project elements outlined in the Scope of Work attached hereto as Attachment “A", and by this reference made a part of this Task Order No. 2. The total compensation shall be in an amount not to exceed $356,622.08 and consistent with the Fee Proposal attached hereto as Attachment “B”, and by this reference made a part of this Task Order No. 2. Costs for the work included in this Task Order No. 2 shall be invoiced separately from costs for work included in any other task orders issued to CONTRACTOR. All terms and conditions of the Master Services Agreement shall remain in full force and effect. ORANGE COUNTY SANITATION DISTRICT ABB, INC. __________________________ _________ __________________________ __________ Ryan P. Gallagher Date Signature Date Chair, Board of Directors ____________________________________ Printed Name & Title __________________________ __________ Kelly A. Lore Date Clerk of the Board __________________________ __________ Signature Date __________________________ __________ ____________________________________ Kevin Work Date Printed Name & Title Purchasing & Contracts Manager Attachments: Attachment A – Scope of Work Attachment B – Fee Proposal ATTACHMENT “A” SCOPE OF WORK Attachment A – Scope of Work Contract No. J-120A.1 August 26, 2024 Page 1 of 5 Control Room Reconfiguration at Plant No. 1, Contract No. J-120A.1 ATTACHMENT A – SCOPE OF WORK Attachment A – Scope of Work Contract No. J-120A.1 August 26, 2024 Page 2 of 5 TABLE OF CONTENTS I. SUMMARY .......................................................................................................................... 3 II. PROJECT SCHEDULE ....................................................................................................... 3 III. PROJECT IMPLEMENTATION ........................................................................................... 3 PHASE 4 – CONSTRUCTION ...................................................................................... 3 Task 4.1 – Project Management ........................................................................ 3 Task 4.2 – Procurement Services ...................................................................... 4 Task 4.3 – Installation and Integration Support .................................................. 4 IV. STAFF ASSISTANCE ......................................................................................................... 5 V. EXHIBITS ............................................................................................................................ 5 EXHIBIT 1 – SPECIFICATION SECTION 01701............................................... 5 Attachment A – Scope of Work Contract No. J-120A.1 August 26, 2024 Page 3 of 5 I. SUMMARY Provide professional services for the procurement and installation of the ABB Intelligent Operator Workplace (EOWx3). The professional services shall include the purchase of the products (see Attachment B, Fee Proposal for the list of the products), ocean freight, packing, and inland freight to Orange County Sanitation District (OC SAN), Plant No. 1, located at 10844 Ellis Avenue, Fountain Valley, CA, 92708, installation services, project management services, and product services. The services specified in this Scope of Work (SOW) shall be executed in accordance with the terms and conditions set forth in the current SP-196 Agreement for the Design, Installation, Implementation, and Maintenance of Process Control System, between OC SAN and ABB Inc., fully executed on August 24, 2021 (“Master Services Agreement”). II. PROJECT SCHEDULE ABB, Inc. (ABB) shall request the General Construction Contractor’s schedule from OC SAN to confirm that the ABB work plan aligns with the Contractor’s schedule. ABB shall ensure that the items listed in Attachment B, Fee Proposal are delivered to the OC SAN site prior to the General Construction Contractor’s mobilization. Assuming a lead time of 20 weeks from the time of the order, it is projected that the workstations will be on-site by March 2025. ABB is expected to coordinate with the General Construction Contractor for the assembly and commissioning of the workstations in conjunction with the Contractor’s work. III. PROJECT IMPLEMENTATION All OC SAN projects are divided into six phases. ABB shall provide engineering services for Phase 4 Construction and Phase 5 Commissioning Services. Phase 1 – Project Development – Not in this SOW Phase 2 – Preliminary Design – Not in this SOW Phase 3 – Final Design – Not in this SOW Phase 4 – Construction Phase 5 – Commissioning Services – Not in this SOW Phase 6 – Closeout – Not in this SOW PHASE 4 – CONSTRUCTION ABB shall furnish all products listed in Attachment B, Fee Proposal, and ensure that all components are correctly installed, fully integrated, and thoroughly verified, providing a seamless transition to operational use. ABB 800xA operator workstation software installation, and workstation configuration is not part of this SOW. This includes the following: Task 4.1 – Project Management ABB shall be responsible for the management of the Project and shall keep OC SAN apprised of the status of the Project. ABB shall assume conducting six one-hour Project management meetings with OC SAN’s Project Manager during installation and commissioning of EOWx3s. It is assumed that all the meetings will be attended virtually. These meetings shall be attended by OC SAN’s Project Attachment A – Scope of Work Contract No. J-120A.1 August 26, 2024 Page 4 of 5 Manager and ABB’s Project Manager at a mutually agreeable time. The purpose of the meetings shall be to review the status of the Project scope, budget, and any issues which may affect the completion of the Project. ABB shall prepare and submit invoices to OC SAN no later than the second Wednesday of the month. As part of the summary section of the invoice, ABB shall include the following information: • Budget • Current billing period invoicing • Previous billing period “total invoiced to date” • Budget amount remaining • Current billing period “total percent invoice to date” • Current billing period “total percent completed to date” ABB shall also provide the percent budget spent for each Task. ABB shall also provide a summary of progress and expenditures to date. Project controls. This Project shall utilize PMWeb as the Project Control Management System. ABB shall utilize this system for all aspects of the work for this Project as detailed in Exhibit 1. Task 4.2 – Procurement Services ABB shall supply all components, equipment, and accessories necessary for the full functionality of the products as detailed in Attachment B, Fee Proposal. ABB shall implement rigorous quality control measures throughout the manufacturing and delivery process to ensure all products are free from defects and perform as required. This includes pre-delivery inspections, testing, and certification as necessary. All products shall be properly packaged and labeled to prevent damage during transit and ensure easy identification upon arrival. Packaging must meet industry standards for the protection of electronic and mechanical components. Task 4.3 – Installation and Integration Support ABB shall be responsible for the complete installation and integration of all products listed in Attachment B, Fee Proposal, ensuring they are fully operational. ABB shall coordinate with OC SAN field inspection and General Construction Contractor of the Project to integrate the EOWx3 systems with the existing infrastructure, ensuring optimal performance and functionality. A thorough verification and testing of the installed EOWx3 systems and ancillary equipment is required to ensure all system components operate correctly and efficiently. ABB shall provide maintenance personnel with the necessary knowledge and skills to perform routine maintenance and troubleshooting. ABB shall supply documentation, including installation reports, test results, user manuals, maintenance guides, Certifications of Proper Installation (COPI) and Certification of Proper Operation (COPO). ABB shall also offer post-installation support, including troubleshooting assistance and warranty services. Attachment A – Scope of Work Contract No. J-120A.1 August 26, 2024 Page 5 of 5 IV. STAFF ASSISTANCE The OC SAN staff member or designee assigned to work with ABB on the construction phase of this project is Giti Radvar at (714) 593-7248, e-mail to: gradvar@OCSan.gov. V. EXHIBITS EXHIBIT 1 – SPECIFICATION SECTION 01701 PROJECT CONTROL MANAGEMENT SYSTEM 01701-1 Section 01701 PROJECT CONTROL MANAGEMENT SYSTEM PART 1 - GENERAL 1.1 SUMMARY A.The Project shall utilize PMWeb as the Project Control Management System (PCMS)for Project communication, tracking, automation of key processes, and the overallmanagement of the Contract. B.The PCMS is a cloud-based solution used to facilitate the electronic exchange ofinformation. The PCMS runs inside most internet browsers - see “PCMS OperatingRequirements” described herein. OC SAN will provide CONTRACTOR with user accountand web address. Internet access is required to use the PCMS. C. Use the PCMS for all required documentation and correspondence with theENGINEER as described in article “System Use.” 1.2 SUBMITTALS A.Submit list of personnel that will be utilizing the PCMS to the ENGINEER no later thanfive (5) days from the Notice to Proceed. 1.3 SYSTEM USE A.Utilize the PCMS for the generation, transmission, and distribution of all ENGINEERand CONTRACTOR correspondence, deliverables, and processes associated with Projectelements including, but not limited to: 1. Submittals 2.Request for Information (RFI) 3.Change Management 4.Meeting Minutes 5. Non- Compliance Notices B.Submittals shall be prepared in accordance with the General Requirements. PCMSshall be utilized for processing. C.Existing PCMS forms shall be utilized to the maximum extent possible. If a form doesnot exist within the PCMS, the CONTRACTOR must include a form of its own or utilize oneprovided by the ENGINEER. D.The file naming convention is defined in the General Requirements. 1.4 PCMS OPERATING REQUIREMENTS A.In order to process correspondence via the PCMS as detailed herein, maintain theminimum requirements outlined in this article. 1. Internet service requirements are as follows: a.Provide broadband internet access to Project staff utilizing the PCMS. b.Document upload and download speeds depend on internet speed. A fastinternet service is highly recommended. 2.Provide the computer and networking hardware to access the PCMS. B.Software requirements are as follows: PROJECT CONTROL MANAGEMENT SYSTEM 01701-2 1. Modern internet browser maintained with current versions/security patches such as: a. Internet Explorer (latest released version) b. Mozilla Firefox (latest released version) c. Google Chrome (latest released version) d. iOS Safari (latest released version) 2. Microsoft Office 2016 or newer 3. Adobe Acrobat or BlueBeam Vu/Revu (latest version) 1.5 PCMS ACCESS AND LIMITATIONS A. OC SAN shall maintain the PCMS and serve as the administrator for the duration of this Project. B. OC SAN will provide up to five (5) PCMS license(s) for use on this Project only. C. The ENGINEER will provide the CONTRACTOR with user access for approved personnel as needed for the duration of the Project. OC SAN shall control access to the PCMS by assigning user profiles and login credentials. 1. ENGINEER will create user accounts for CONTRACTOR provided list of personnel that will be utilizing the PCMS. 2. Notify ENGINEER of any changes to personnel. Access modifications shall be coordinated as needed throughout the Project. 3. Subcontractors and/or Suppliers shall not be provided access to the PCMS. Transmittal of information between the CONTRACTOR and its Subcontractors and/or Suppliers is not within the scope of the PCMS and shall be the responsibility of the CONTRACTOR. D. Routine maintenance of the PCMS system may be required during the Project. Access to the PCMS system may be restricted or unavailable at these times and will be scheduled outside of typical working hours whenever possible. E. Should PCMS become unavailable for an unanticipated period of time, the CONTRACTOR shall notify the ENGINEER accordingly. Upon ENGINEER’s direction, correspondence shall proceed via email or other electronic means in accordance with the General Requirements until PCMS access is restored. 1.6 CONNECTIVITY PROBLEMS A. The PCMS is a web-based environment and is therefore subject to the inherent speed and connectivity problems of the Internet. The CONTRACTOR is responsible for its own connectivity to the Internet. PCMS response time is dependent on the CONTRACTOR’s equipment, including processor speed, Internet access speed, Internet traffic, etc. B. OC SAN will not be liable for any delays associated with the utilization of the PCMS including, but not limited to: slow response time, down time periods, connectivity problems, or loss of information. 1.7 CONTRACTOR’S RESPONSIBILITY A. Provide personnel to support PCMS activities. B. Responsible for the validity and accuracy of information placed within PCMS by CONTRACTOR personnel. PROJECT CONTROL MANAGEMENT SYSTEM 01701-3 1. Users shall be proficient in the use of computers, including internet browsers, email programs, Microsoft Word, Microsoft Excel, and Adobe or Bluebeam Portable Document Format (PDF) document distribution program. 2. PDF documents shall be created through electronic conversion rather than being optically scanned whenever possible. 3. PDF documents shall be searchable. Should electronic conversion not be possible, optically scan at a resolution of 200 dots per inch and convert the scanned text using optical character recognition (OCR) capable software prior to uploading. 4. PDF document security restrictions shall be set to enable commenting so that ENGINEER’s comments can be added to the document using Adobe Reader or BlueBeam Vu/Revu. 5. When the PDF document exceeds five (5) pages, organize the document with bookmarks. Similar to an outline, bookmarks provide for the electronic organization and navigation of PDF content. Bookmarks shall have logical descriptions for document organization. Headings such as “Section A” or “Chapter 1” without further description shall not be acceptable. C. Responsible for the training of its personnel in the use of the PCMS (outside what is provided by the ENGINEER) and the other programs indicated above as needed. 1.8 TRAINING A. The ENGINEER will provide a one-time training session of up to two (2) hours to train up to four (5) of the CONTRACTOR’s designated staff on general system requirements, procedures, and methods. 1. CONTRACTOR is responsible for training all other staff not included in ENGINEER’s session including any replacement personnel. 2. The ENGINEER will communicate the locations, date and time of training session. Training will occur within fourteen (14) days after the effective date of the Notice to Proceed (NTP). B. CONTRACTOR shall be required to train their personnel on the principles and operation of all other software utilized for this Contract. 1.9 COMMUNICATION PROCESS A. Most Project communication will take place within the PCMS by creating and distributing documents directly within the system. B. All PCMS related documents requiring formal signatures shall be digital, and all copies digitally distributed. 1. The PCMS conforms to the requirements set forth in California Government Code section 16.5 regarding digital signatures; therefore, digital signatures are in full force and effect and are legally the same as a hand-written signature. 2. At least one PCMS account shall have the authority to approve Change Orders. 3. Take care not to share PCMS account passwords. C. Official Project logs shall be maintained within PCMS. 1.10 AUTOMATED SYSTEM NOTIFICATION A. Automated system notifications generated via PCMS (e.g. in-system notices, system generated email, or email with attachment) shall constitute a formal written notification in compliance with the Contract Documents. PROJECT CONTROL MANAGEMENT SYSTEM 01701-4 PART 2 - PRODUCTS (NOT USED) PART 3 - EXECUTION (NOT USED) * * * * * OPERATIONS COMMITTEE Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3812 Agenda Date:9/25/2024 Agenda Item No:9. FROM:Robert Thompson, General Manager Originator: Riaz Moinuddin, Director of Operations & Maintenance SUBJECT: AGREEMENT FOR THE PURCHASE OF LIQUID CATIONIC POLYMER,SPECIFICATION NO. SSJ#2808 GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: A. Approve a Chemical Supplier Agreement for the Purchase of Liquid Cationic Polymer, Specification No. SSJ#2808 with Polydyne, Inc. for a period of one (1) year beginning February 1, 2025, through January 31, 2026; with up to four (4) one-year optional renewal periods; for a total unit price of $3.873 per active pound delivered plus applicable sales tax; and B. Approve an annual unit price contingency increase of 3%. BACKGROUND Cationic polymer is used as a thickening agent in several Orange County Sanitation District (OC San) processes.It is blended into primary sludge and secondary waste activated sludge (WAS)for the thickening centrifuges at Plant No.1.It is used to thicken WAS and Waste Secondary Sludge for the Dissolved Air Flotation Thickeners at Plant No.2.Cationic polymer is also used to dewater anaerobically digested sludge in dewatering centrifuges at Plant Nos. 1 and 2. RELEVANT STANDARDS ·Use all practical and effective means for resource recovery ·Comply with regulatory requirements PROBLEM The current contract will end on January 31, 2025, with no renewals remaining. PROPOSED SOLUTION Staff recommends the Board of Directors approve a Chemical Supplier Agreement with Polydyne, Inc. for the purchase of cationic polymer with an annual unit price contingency increase. Orange County Sanitation District Printed on 9/17/2024Page 1 of 2 powered by Legistar™ File #:2024-3812 Agenda Date:9/25/2024 Agenda Item No:9. TIMING CONCERNS The current contract expires on January 31, 2025. RAMIFICATIONS OF NOT TAKING ACTION A shortage of cationic polymer would impact OC San's ability to effectively operate the thickening and dewatering processes at both plants.The lack of cationic polymer would reduce the digester operating volumes and increase offsite biosolids hauling volume and cost.Without cationic polymer, OC San will be at risk for violating the digester detention time regulatory requirement to make Class B Biosolids. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION A Request for Information was issued on May 16,2024,to identify available products and services compatible with OC San’s treatment facilities including information on other types and vendors of cationic polymer.Only the incumbent company,Polydyne,Inc.responded with information and chemical specifications that would be compatible with our treatment process.One other company responded with a “No Bid”response.Based on this information staff recommends issuing an agreement to Polydyne,Inc.for a period of five (5)years and re-checking the market for any changes prior to the expiration of this Agreement. The total budgeted annual usage estimate is 1,515,000 active pounds of cationic polymer for a total budgeted amount of $6,639,000. CEQA N/A FINANCIAL CONSIDERATIONS This request complies with authority levels of the OC San’s Purchasing Ordinance.This item has been budgeted (Budget FY 2024-25 and 2025-26,Section 6,Page 100 and 104,Plant Nos.1 and 2 Operations) and the budget is sufficient for the recommended action. ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·Chemical Supplier Agreement Orange County Sanitation District Printed on 9/17/2024Page 2 of 2 powered by Legistar™ ____________________________________ Orange County Sanitation District 1 of 10 Specification No. SSJ#2808 Revision 073024 CHEMICAL SUPPLIER AGREEMENT Purchase of Liquid Cationic Polymer Specification No. SSJ#2808 This CHEMICAL SUPPLIER AGREEMENT (hereinafter referred to as “Agreement”), is made and entered into as of the date fully executed below, by and between Orange County Sanitation District (hereinafter referred to as “OC San”) and Polydyne, Inc. (hereinafter referred to as “Supplier”), and collectively referred to herein as the “Parties.” R E C I T A L S WHEREAS, OC San desires to temporarily engage Supplier to provide Liquid Cationic Polymer as described in Exhibit “A”; and WHEREAS, Supplier submitted its Offer dated April 19, 2024; and WHEREAS, on September 25, 2024 OC San’s Board of Directors, by minute order, authorized execution of this Agreement. WHEREAS, OC San has chosen Supplier to provide Liquid Cationic Polymer in accordance with OC San’s current Purchasing Ordinance; and NOW, THEREFORE, in consideration of the mutual promises and mutual benefits exchanged between the Parties, the Parties mutually agreed as follows: 1. Introduction 1.1 This Agreement and all exhibits hereto is made by OC San and the Supplier. The terms and conditions herein exclusively govern the purchase of Liquid Catinoic Polymer 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” Offer Letter Exhibit “C” Determined Insurance Requirement Form Exhibit “D” OC San Safety Standards 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. 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. ____________________________________ Orange County Sanitation District 2 of 10 Specification No. SSJ#2808 Revision 073024 1.7 The term “workday”. Workdays are defined as all days that are not Saturday, Sunday, or OC San observed holidays. Meetings with OC San staff shall be scheduled from Monday through Thursday between the hours of 8 a.m. and 4 p.m. (exception is Operations staff who maintain plant operations 24 hours per day 7 days per week and work a rotated 12-hour shift) and shall conform to OC San work schedules. 1.8 OC San holidays (non-working days) are as follows: New Year’s Day, Martin Luther King, Jr. Day, Presidents Day, Memorial Day, Independence Day, Labor Day, Veterans Day, Thanksgiving Day, Day after Thanksgiving, Christmas Eve, and Christmas Day. 1.9 Work Hours: The work required under this Agreement may include normal business hours, evenings, and weekends. 1.10 Supplier shall provide OC San 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, OC San accepts no liability for any expenses, losses, or action incurred or undertaken by Supplier as a result of work performed in anticipation of purchases of said services by OC San. 2. Delivery 2.1 LOCATIONS: Deliveries shall be made in accordance with the Scope of Work, Exhibit “A”. 2.2 OC San will pay only for the actual quantity of Liquid Cationic Polymer delivered, based upon certified tare weight and net weight. The quantity invoiced by Supplier and payable by OC San will be for the total net weight of Liquid Cationic Polymer delivered (loaded gross weight minus the tare weight). Tare weight shall be determined immediately after each delivery and prior to cleaning, emptying, or clearing the delivery tank. 2.3 In accordance with Exhibit “A”, a bill of lading shall accompany all shipments. 3. Possession Ownership and control of all Liquid Cationic Polymer delivered pursuant to this Agreement shall remain solely and exclusively with Supplier, until complete transfer of possession by delivery to OC San at the designated locations is made by Supplier. 4. Quantity 4.1 OC San makes no guarantee to actual use or quantity of Liquid Cationic Polymer purchased. Use may be sporadic based on the wastewater treatment requirements unique to each treatment plant. 4.2 OC San will, through the term of this Agreement, purchase Liquid Cationic Polymer from Supplier exclusively, except when OC San determines Supplier cannot make delivery within the time specified, with the quality and quantity specified, at the Agreement price, the level of Service is inadequate, OC San unapproved increase in rate or for any other default or breach of this Agreement. In such event, OC San may purchase Liquid Cationic Polymer and charge Supplier any difference in the delivered price to OC San from that provided in this Agreement, or alternatively, OC San may terminate the Agreement based on said breach or failure to deliver the specified product. Quality control tests will be performed by OC San on the delivered Liquid Cationic Polymer to ensure it is consistent with the requirements specified in Exhibit ”A”. ____________________________________ Orange County Sanitation District 3 of 10 Specification No. SSJ#2808 Revision 073024 5. California Department of Industrial Relations Registration and Record of Wages 5.1 Pursuant to Labor Code sections 1720 et seq., and as specified in Title 8, California Code of Regulations section 16000, prevailing wages are required for all Work under this Agreement. It is Supplier’s responsibility to interpret and implement any prevailing wage requirements and Supplier agrees to pay any penalty or civil damages resulting from a violation of the prevailing wage laws. 5.2 Supplier and its subcontractors shall comply with the registration requirements of Labor Code section 1725.5. Pursuant to Labor Code section 1771.4(a)(1), the Work is subject to compliance monitoring and enforcement by the California Department of Industrial Relations (DIR). 5.3 Pursuant to Labor Code section 1773.2, a copy of the prevailing rate of per diem wages is available upon request at OC San’s principal office. The prevailing rate of per diem wages may also be found at the DIR website for prevailing wage determinations at http://www.dir.ca.gov/DLSR/PWD. 5.4 Supplier and its subcontractors shall comply with the job site notices posting requirements established by the Labor Commissioner per Title 8, California Code of Regulations section 16461(e). Pursuant to Labor Code sections 1773.2 and 1771.4(a)(2), Supplier shall post a copy of the prevailing rate of per diem wages at the job site. 5.5 Supplier and its subcontractors shall maintain accurate payroll records and shall comply with all the provisions of Labor Code section 1776. Supplier and its subcontractors shall submit payroll records to the Labor Commissioner pursuant to Labor Code section 1771.4(a)(3). Pursuant to Labor Code section 1776, the Supplier and its subcontractors shall furnish a copy of all certified payroll records to OC San and/or the general public upon request, provided the public request is made through OC San, the Division of Apprenticeship Standards, or the Division of Labor Standards Enforcement of the Department of Industrial Relations. Pursuant to Labor Code section 1776(h), penalties for non-compliance with a request for payroll records may be deducted from progress payments. 5.5.1 As a condition to receiving payments, Supplier agrees to present to OC San, along with any request for payment, all applicable and necessary certified payrolls and other required documents for the time period covering such payment request. Pursuant to Title 8, California Code of Regulations section 16463, OC San shall withhold any portion of a payment, up to and including the entire payment amount, until certified payroll forms and any other required documents are properly submitted. In the event certified payroll forms do not comply with the requirements of Labor Code section 1776, OC San may continue to withhold sufficient funds to cover estimated wages and penalties under the Agreement. 5.6 The Supplier and any of its subcontractors shall comply with Labor Code section 1774 and section 1775. Pursuant to Labor Code section 1775, the Supplier and any of its subcontractors shall forfeit to OC San a penalty of not more than two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any Work. 5.6.1 In addition to the penalty, and pursuant to Labor Code section 1775, the difference between the prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the prevailing wage rate shall be paid to each worker by the Supplier or its subcontractor. ____________________________________ Orange County Sanitation District 4 of 10 Specification No. SSJ#2808 Revision 073024 5.7 Supplier and its subcontractors shall comply with Labor Code sections 1810 through 1815. Supplier and its subcontractors shall restrict working hours to eight (8) hours per day and forty (40) hours per week, except that Work performed in excess of those limits shall be permitted upon compensation for all excess hours worked at not less than one and one-half (1.5) times the basic rate of pay, as provided in Labor Code section 1815. The Supplier shall forfeit, as a penalty to OC San, twenty-five dollars ($25) per worker per calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of Labor Code sections 1810 through 1815. 5.8 Supplier and its subcontractors shall comply with Labor Code sections 1777.5, 1777.6, and 1777.7 concerning the employment of apprentices by Supplier or any subcontractor. 5.9 Supplier shall include, at a minimum, a copy of the following provisions in any contract it enters into with any subcontractor: Labor Code sections 1771, 1771.1, 1775, 1776, 1777.5, 1810, 1813, 1815, 1860, and 1861. 5.10 Pursuant to Labor Code sections 1860 and 3700, the Supplier and its subcontractors will be required to secure the payment of compensation to employees. Pursuant to Labor Code section 1861, Supplier and its subcontractors, by accepting this Agreement, certify that: “I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this Agreement.” 6. Pricing and Invoicing 6.1 Supplier will invoice for Liquid Cationic Polymer delivered in accordance with Exhibit “A”, and in accordance with the unit price(s) listed in Exhibit “B”. Prices shall include all cartage and taxes except California State Sales Tax. The sales tax will be paid by OC San. 6.2 OC San shall pay, net thirty (30) days, upon receipt and approval by OC San of itemized invoices, submitted in a form acceptable to OC San to enable audit of the charges thereon. Supplier shall email invoices to OC San Accounts Payable at APStaff@ocsan.gov and “INVOICE” with the Purchase Order Number and Liquid Cationic Polymer shall be referenced in the subject line. All invoices shall include a description of the delivery location, the delivery date, and the unit price(s). 7. Modifications 7.1 This Agreement may be modified or changed only by written instrument in the form of an amendment to this Agreement signed by both Parties. 7.2 Pricing modifications: The prices established in this Agreement shall remain firm for the Agreement term. Any adjustments made will allow for increases or decreases in the manufactured cost of Liquid Cationic Polymer and will be based upon OC San validated information furnished by Supplier and OC San sources. Adjustments will only be reviewed on an annual basis. OC San reserves the right to agree with or reject the proposed unit price increase or decrease. 7.3 Price changes may be made through the OC San Purchase Order Process. 8. Agreement Term The Services provided under this Agreement shall be for the period of one (1) year commencing on February 1, 2025 and continuing through January 31, 2026. ____________________________________ Orange County Sanitation District 5 of 10 Specification No. SSJ#2808 Revision 073024 9. Renewals 9.1 OC San may exercise the option to renew the Agreement for up to four (4) one-year periods. OC San shall make no obligation to renew nor give reason if it elects not to renew. The prices established in the original Agreement may be adjusted. The adjustment will allow for any increase or decrease in the manufactured cost of the Liquid Cationic Polymer and will be based upon OC San validated information furnished by Supplier and OC San sources. Adjustments will only be reviewed on an annual basis. OC San reserves the right to agree with or reject the proposed unit price increase or decrease. 9.2 Renewals may be made through the OC San Purchase Order Process. 10. Termination 10.1 OC San 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 OC San. Upon receipt of a termination notice, Supplier shall immediately discontinue all work under this Agreement (unless the notice directs otherwise). OC San shall thereafter, within thirty (30) days, pay Supplier for work performed (cost and fee) to the date of termination. Supplier 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 OC San from any further fee, cost or claim hereunder by Supplier other than for work performed to the date of termination. 10.2 OC San reserves the right to terminate this Agreement immediately upon OC San’s determination that Supplier is not meeting specification requirements for delivery of quantities needed, the level of service is inadequate, for poor quality of product, for OC San unapproved increase in unit price(s), or any other default or breach of this Agreement. 10.3 OC San may also immediately terminate for default of this Agreement in whole or in part by written notice to Supplier: • if Supplier becomes insolvent or files a petition under the Bankruptcy Act; or • if Supplier sells its business; or • if Supplier breaches any of the terms of this Agreement; or • if total amount of compensation exceeds the amount authorized under this Agreement. 10.4 All OC San property in the possession or control of Supplier shall be returned by Supplier to OC San upon demand, or at the termination of this Agreement, whichever occurs first. 11. Indemnification and Hold Harmless Provision Supplier 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 Supplier's services under this Agreement, or by its subcontractor or by anyone directly or indirectly employed by Supplier, and whether such damage or injury shall accrue or be discovered before or after the termination of the Agreement. Except as to the sole active negligence of or willful misconduct of OC San, Supplier shall indemnify, protect, defend and hold harmless OC San, 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 Supplier's performance under this Agreement, and/or (b) on account of any goods and services provided under this Agreement. This indemnification provision shall apply to any acts or omissions, willful misconduct, or negligent misconduct, ____________________________________ Orange County Sanitation District 6 of 10 Specification No. SSJ#2808 Revision 073024 whether active or passive, on the part of Supplier of or anyone employed by or working under Supplier. To the maximum extent permitted by law, Supplier'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. Supplier agrees to provide this defense immediately upon written notice from OC San, and with well qualified, adequately insured, and experienced legal counsel acceptable to OC San. This section shall survive the expiration or early termination of the Agreement. 12. Insurance Supplier 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“. Supplier shall not commence work under this Agreement until all required insurance is obtained in a form acceptable to OC San, nor shall Supplier 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 Agreement. 13. Equipment Loss OC San will be responsible for any loss or damage to Supplier-owned equipment, when OC San determines OC San is at fault, only to the extent of OC San’s fault, and will reimburse Supplier for such loss or damage upon receipt of invoices, minus a deduction for any amount determined to be the fault of Supplier or its subcontractor or a third party. 14. Conflict of Interest and Reporting Supplier shall at all times avoid conflict of interest or appearance of conflict of interest in performance of this Agreement. 15. Supplier’s Relationship to OC San Supplier’s relationship to OC San in the performance of this Agreement is that of an independent contractor. The personnel performing Services under this Agreement shall, at all times, be under Supplier’s exclusive direction and control, and shall be employees of Supplier and not employees of OC San. Supplier shall pay all wages, salaries and other amounts due its employees in connection with this Agreement, and shall be responsible for all legal reports and obligations respecting them, such as social security, income tax withholding, unemployment compensation, worker’s compensation and similar matters. 16. OC San Safety Standards 16.1 In addition to the requirements set forth in Exhibit “A”, Supplier shall meet with personnel from OC San's Risk Management Division prior to providing Services to OC San to review safety and accident prevention policies and procedures. All subcontractors should be present at this meeting. Supplier is responsible to inform all subcontractors of the items discussed at this meeting. Supplier shall not be permitted to provide Services to OC San prior to this meeting. 16.2 OC San requires Supplier and its subcontractor(s) to follow and ensure their employees follow all Federal, State, and local regulations as well as OC San Safety Standards while working at OC San locations. If during the Agreement it is discovered that OC San Safety Standards do not comply with Federal, State, or local regulations, then the Supplier is required to follow the most stringent regulatory requirement at no additional cost to OC San. Supplier and all of its employees and subcontractors shall adhere to all applicable OC San Safety Standards attached hereto in Exhibit “D”. ____________________________________ Orange County Sanitation District 7 of 10 Specification No. SSJ#2808 Revision 073024 17. Drug-Free Workplace All employees of Supplier who will perform work under this Agreement must adhere to the California Drug-Free Workplace Act, Government Code Sections 8350 through 8357. 18. Assignments Neither this Agreement nor any interest herein or any claim hereunder may be assigned by Supplier either voluntarily or by operation of law, nor may all or substantially all of this Agreement be further subcontracted by Supplier without the prior written consent of OC San. 19. Attorney’s Fees If any action at law or in equity 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. Permits, Ordinances and Regulations 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 shall be paid by Supplier. Fees demanded for obtaining certificates, including associated inspection fees and expenses of regulatory inspectors shall be paid by Supplier. 21. Training Certification When required by regulation, certificates of training shall be maintained on-site for the duration of the activity that requires an employee of Supplier to be certified. Certificates shall be current. Lack of certificates when required will be cause for removal of offending personnel from the site, termination of the Agreement, or both. 22. Compliance with Law Supplier warrants that under the performance of this Agreement, it shall comply with all applicable Federal, State and local laws, and all lawful orders rules and regulations thereunder. In connection with the execution of this Agreement, Supplier shall not discriminate against employees or an applicant for employment because of race, religion, color, sex or national origin. Supplier shall take affirmative action to ensure that applicants are employed and employees are treated during their employment without regard to their race, religion, color, sex or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; lay-off or termination; rate of pay, or other forms of compensation; and selection for training, including apprenticeship. 23. Disputes 23.1 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. Pending final resolution of a dispute hereunder, Supplier shall proceed diligently with the performance of this Agreement and in accordance with OC San’s decision. 23.2 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 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. 23.3 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 ____________________________________ Orange County Sanitation District 8 of 10 Specification No. SSJ#2808 Revision 073024 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. 24. Right to Review Services, Facilities, and Records 24.1 OC San reserves the right to review any portion of the Services performed by Supplier under this Agreement, and Supplier agrees to cooperate to the fullest extent possible. Supplier shall furnish to OC San such reports, statistical data, and other information pertaining to Supplier’s Services as shall be reasonably required by OC San to carry out its rights and responsibilities under its agreements with its bondholders or noteholders an in connection with the issuance of its official statements and other prospectuses with respect to the offering, sale, and issuance of its bond and other obligations. 24.2 The right of OC San to review or approve specifications, procedures, instructions, reports, test results, calculations, schedules, or other data that are developed by Supplier shall not relieve Supplier of any obligation set forth herein. 25. Severability Any provision of this Agreement which is found to be invalid or unenforceable shall be ineffective to the extent of such invalidity or unenforceability, and the invalidity or unenforceability of such provision shall not affect the validity or enforceability of the remaining provisions hereof. 26. 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. 27. Breach Any breach by Supplier to which OC San does not object shall not operate as a waiver of OC San to seek remedies available to it for any subsequent breach. 28. South Coast Air Quality Management District’s (SCAQMD) Requirements It is Supplier’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 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. 29. Performance Time is of the essence in the performance of the provisions hereof. 30. Familiarity with Work By executing this Agreement, Supplier warrants that: 1) it has investigated the work to be performed; [and] (b) it understands the facilities, difficulties, and restrictions of the work under this Agreement; and (c) it has examined the site of the work and is aware of all conditions at the site. Should Supplier discover any latent or unknown conditions materially differing from those inherent in the work or as represented by OC San, it shall immediately inform OC San of this and shall not proceed, except at Supplier’s risk, until written instructions are received from OC San. ____________________________________ Orange County Sanitation District 9 of 10 Specification No. SSJ#2808 Revision 073024 31. Damage to OC San’s Property Any OC San property damaged by Supplier, its subcontractor(s), or by the personnel of either will be subject to repair or replacement by Supplier at no cost to OC San. 32. Third Party Rights Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than OC San and Supplier. 33. 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. 34. Read and Understood By signing this Agreement, Supplier represents that it has read and understood the terms and conditions of the Agreement. 35. 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. 36. Notices All notices under this Agreement must be in writing. Written notice shall be sent by registered or certified mail, postage prepaid, return receipt requested, or by any other overnight delivery service which delivers to the noticed destination and provides proof of delivery to the sender. Any facsimile notice must be followed within three (3) days by written notice. All notices shall be effective when first received at the following addresses: OC San: Jackie Lagade Purchasing Supervisor Orange County Sanitation District 18480 Bandilier Circle Fountain Valley, CA 92708 jlagade@ocsan.gov Supplier: Boyd Stanley Vice President Polydyne, Inc. 1 Chemical Plant Road Riceboro, GA 31323 bids@polydyneinc.com [Intentionally left blank. Signatures follow on next page.] ____________________________________ Orange County Sanitation District 10 of 10 Specification No. SSJ#2808 Revision 073024 IN WITNESS WHEREOF, intending to be legally bound, the Parties hereto have caused this Agreement to be signed by their duly authorized representatives. ORANGE COUNTY SANITATION DISTRICT Dated: _________________ By: Ryan P. Gallagher Chair, Board of Directors Dated: _________________ By: Kelly A. Lore Clerk of the Board Dated: _________________ By: Kevin Work Purchasing & Contracts Manager POLYDYNE, INC. Dated: _________________ By: Print Name and Title of Officer JL SCOPE OF WORK Page 1 of 6 SCOPE OF WORK PURCHASE OF LIQUID CATIONIC POLYMER SPECIFICATION NO. SSJ#2808 1 Purpose Orange County Sanitation District (OC SAN) has two treatment plants. Plant 1 is located at 10844 Ellis Avenue, Fountain Valley, CA 92708. Plant 2 is located at 22212 Brookhurst Street, Huntington Beach, CA 92646. Cationic polymer is used at both plants. The scope of work provides background information of the thickening and dewatering processes, and criteria for product and delivery of cationic polymer. 2 Background Information Cationic polymer is used to thicken blended primary sludge and secondary waste activated sludge (WAS) for the thickening centrifuges at Plant 1. It is used to thicken WAS and Waste Secondary Sludge (WSS) for the Dissolved Air Flotation Thickeners (DAFTs) at Plant 2. Cationic polymer is also used to dewater anaerobically digested sludge in dewatering centrifuges at Plants 1 and 2. Plant 1 Thickening Neat emulsion polymer is diluted through a makedown unit to a concentration of 0.5% active polymer and conveyed to an aging tank. After aging, the polymer solution is pumped to the thickening centrifuges. The estimated polymer dosage rate is 6 active pounds of polymer per ton of dry solids (active lb./dt). Plant 2 Thickening Neat emulsion polymer is diluted through a polymer blending unit to a concentration of 0.2% to 0.5% and conveyed to an aging tank. After aging, the polymer solution is pumped to the DAFTs. The estimated polymer dosage rate is 4 active lb./dt. Plant 1 Dewatering Neat emulsion polymer is diluted through a makedown unit to a concentration of 0.5% active polymer and conveyed to an aging tank. After aging, the polymer solution is pumped to the dewatering centrifuges. The estimated polymer dosage rate is 21 active lb./dt. Plant 2 Dewatering Neat emulsion polymer is diluted through a polymer blending unit to a concentration of 0.5% active polymer and conveyed to an aging tank. After aging, the polymer solution is pumped to the dewatering centrifuges. The estimated polymer dosage rate is 16 active lb./dt. 3 Performance Targets and Criteria Tables 1 and 2 identify the criteria, including minimum performance targets, for polymers to meet in thickening and dewatering units. SCOPE OF WORK Page 2 of 6 Table 1. Cationic Polymer for Thickening Processes Unit Thickened %TS TSS % Capture Polymer Type Usage* (active lbs./year) Minimum % Active Plant 1 Thickening Centrifuge 6% 95% Emulsion 391,000 42.0% Plant 2 DAFT 7% 95% Emulsion 32,000 42.0% Table 2. Cationic Polymer for Dewatering Processes Unit Cake %TS TSS % Capture Polymer Type Usage* (active lbs./year) Minimum % Active Plant 1 Dewatering Centrifuge 24% 95% Emulsion 734,000 42.0% Plant 2 Dewatering Centrifuge 28% 95% Emulsion 358,000 42.0% *OC SAN does not guarantee polymer usage or quantity of polymer purchased. Estimate is provided only and is based on 2023 calendar year usages. Use may be sporadic and is based on treatment requirements unique to each plant. 4 Product Certification A Certificate of Analysis must accompany each shipment and be provided to OC SAN Operations staff upon arrival. A certified analysis is defined as a statement signed by the manufacturer or supplier’s representative declaring the product delivered meets the criteria in this scope of work. OC SAN reserves the right to reject deliveries if the stated requirements are not met. Repeated deviations may be used as grounds for terminating the Agreement. 5 Bills of Lading Bills of Lading must be labeled with the following information for the delivery to be accepted: • Product name • Gross, tare, and net weight • Shipping Date • Shipping Location If the above information is not on the Bill of Lading, offloading will not take place without confirmation from OC SAN Operations team member that the shipment is the product ordered. SCOPE OF WORK Page 3 of 6 6 Product Sample Delivery OC SAN reserves the right to randomly test any product load or request a sample separate from product delivery. The sample shall be collected in a clean 500 mL plastic container with leak free lid. The bottle shall have a label with the following information: • Delivery Location • Shipper Number • Delivery Date • Minimum % Total Solids to be Delivered • % Volatile Solids • % Active Polymer • Viscosity (cP) range • Molecular Weight • Charge Density The above analysis information must be accompanied by a reference test procedure. The analysis procedure must be in accordance with Standard Methods and be acceptable to OC SAN. The minimum % total solids, as stated above, will be the minimum specification to be used for billing and product quality determinations. Failure to provide any of the above requested information may cause OC SAN to reject the load. 7 Safety 1. Supplier shall attend a Contractor Safety Orientation (CSO) with OC SAN's Risk Management Division personnel before starting the Agreement period. OC SAN requires personal protective equipment (PPE) to be worn per OC SAN Contractor Safety Standards, which includes safety footwear, hard hats, safety glasses, pants, and sleeved shirts. During chemical delivery process, the Supplier shall adhere to the chemical PPE required by the safety data sheet (SDS) or Supplier safety standards, whichever is more stringent. Supplier must inform the delivery truck drivers of this obligation and train them in these requirements. Whether the truck is owned by the Supplier or subcontracted, for purposes of this Agreement, the trucks are assumed to be and referred to as Supplier's trucks, and the responsibilities herein are held by the Supplier. 2. Supplier shall load, transport, and discharge cationic polymer in full compliance with all applicable Cal-OSHA, Department of Transportation (DOT), California Department of Motor Vehicles (DMV) and the Federal Motor Vehicle Safety Standard codes and regulations. 3. Supplier shall submit a Spill Prevention Plan to OC SAN for review and acceptance, addressing Supplier's standard operating procedures on small and large chemical spill mitigation. Authorization to perform any work under the Agreement is contingent upon OC SAN's approval of the Supplier's Spill Prevention Plan. The Spill Prevention Plan shall be submitted within thirty (30) calendar days of the Agreement commencement. 4. To ensure timely communication during an emergency, each of the Supplier's trucks shall be equipped with a radio capable of communicating with the Supplier's base station or a cellular telephone. 5. The Supplier shall submit a copy of their written, Injury and Illness Prevention Program (IIPP). The IIPP must address responsibility, compliance, communication, hazard SCOPE OF WORK Page 4 of 6 assessment, incident investigation, hazard correction, and training as required by Title 8, California Code of Regulations, Section 3203. 6. All chemicals brought onsite shall be accompanied with a safety data sheet (SDS). The Supplier must store and use those chemicals in accordance with the SDS and manufacturer instructions. The Supplier shall provide a copy of the SDS to OC SAN. The Supplier shall be familiar with the location of the nearest Sanitation District emergency shower/eye wash system. 7. The Supplier shall immediately report any spills, incidents, or emergencies to the Control Center. 8 Deliveries 1. OC SAN Operations Division 830/840 has outlined its standard operating procedure for the designated bulk chemicals delivered to the treatment plants in Appendix A-1, “Bulk Chemical Delivery Procedure for Contract Drivers.” 2. OC SAN staff shall notify Supplier when to provide the delivery. A method of communication for subsequent deliveries shall be clarified. 3. OC SAN reserves the right to request cationic polymer on a schedule convenient to the needs of the treatment plants. Deliveries can be made seven (7) days a week and received between the hours of 7:00 am and 4:00 pm Pacific Standard Time, or as required. Under normal conditions, OC SAN will give the Supplier at least forty-eight (48)-hour notice before all deliveries. OC SAN reserves the right to request twenty- four (24) hour deliveries in case of plant emergencies. Such expedited deliveries will be provided at no additional cost to OC SAN. 4. For special cases, shipment diversion shall occur between both plants on the day of a delivery at no additional cost to OC SAN. For example, 60% of a delivery to Plant 1 and the remainder 40% sent to Plant 2. 5. OC SAN’s plant gates are staffed with security guards on a twenty-four (24)-hour per day basis to check visitors into the plants and for staff protection. The security staff will be opening the gate for the delivery vehicles. Should the security staff be absent, the gates are equipped with intercoms to announce arrivals. Please follow the instructions – DO NOT BLOW HORNS. 6. At the time of all deliveries, the Supplier shall provide all the necessary, fully trained, and qualified personnel to be in continuous attendance during chemical transfer. 7. Supplier shall provide all the necessary equipment required by the Supplier or the contract hauler. 8. Supplier shall provide a twenty-four (24)-hour telephone number where qualified personnel can be contacted in an emergency. The Supplier will be responsible for updating any changes or phone numbers. 9. The driver is responsible for the cleanup of spilled material. Cleanup must conform with OC SAN’s safety procedures, EPA, regional, local regulations and ordinances, and product manufacturers’ recommended cleanup procedures. The Supplier must furnish neutralizing agents, special equipment, or chemicals required for cleanup. OC SAN can only provide plant water for use by the driver. 10. Supplier shall deliver to either Plant 1 or Plant 2 as ordered: SCOPE OF WORK Page 5 of 6 a. Plant 1 is located at 10844 Ellis Avenue, Fountain Valley, CA 92708 b. Plant 2 is located at 22212 Brookhurst Street, Huntington Beach, CA 92646 11. The Supplier shall provide OC SAN with the name of the chemical hauling company and safety-related provisions set forth between the Supplier and the hauling company. 12. Supplier shall allow a two (2) to three (3)-hour unloading time for each delivery. 13. OC SAN reserves the right to reject deliveries if the stated requirements are not met. 9 Kick-Off Meeting Supplier shall attend a kick-off meeting with OC SAN’s Contracts, Purchasing, and Materials Management Division, Risk Management Division, and Operations Division prior to starting the agreement period. 10 Polymer Optimization On-site testing for polymer optimization shall be provided at no cost to OC SAN. OC SAN shall coordinate with Supplier for scheduled dates to perform testing. The Supplier shall bring any required materials and equipment to perform the testing. SCOPE OF WORK Page 6 of 6 Appendix A-1 Bulk Chemical Delivery Procedure for Contract Drivers OPERATIONS COMMITTEE Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3813 Agenda Date:9/25/2024 Agenda Item No:10. FROM:Robert Thompson, General Manager Originator: Riaz Moinuddin, Director of Operations & Maintenance SUBJECT: MOBILE TELESCOPIC BOOM CRANE GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: A. Approve a purchase order to Nixon-Egli Equipment Company for the purchase of one Mobile Telescopic Boom Crane using the Sourcewell Cooperative Contract No. 020923-TER for an amount not to exceed $946,576; and B. Approve a contingency of $47,329 (5%). BACKGROUND Orange County Sanitation District (OC San)utilizes an off-road mobile telescopic boom crane within the treatment plants to support the hoisting and lifting needs of equipment maintenance in all types of terrain.Certified crane operators operate this large off-road specialty equipment to move heavy equipment and parts around the treatment plants where access is required.The unit also provides emergency response support for the lifting and placing of flow management gates within the plants. The unit is transported between plants where needed. RELEVANT STANDARDS ·Participate in local, state, and national cooperative purchasing programs ·Ensure the public’s money is wisely spent ·Commitment to safety & reducing risk in all operations PROBLEM OC San has one off-road mobile telescopic boom crane to serve both treatment plants with competing demands.The unit is large and designed to operate in OC San’s facilities,which require a long reach and heavy loading capacity.Smaller cranes do not meet the loading requirement needs. Additionally,access within the treatment plants is challenging due to ongoing construction. Relocating the crane between treatment plants requires a specialty transport contractor with equipment designed to handle the crane’s weight and transporting permits from the local cities.The lead times to obtain permits,scheduling,and transport costs continue to escalate.The lack of crane availability at either treatment plant causes delays in critical maintenance work and emergencyOrange County Sanitation District Printed on 9/17/2024Page 1 of 3 powered by Legistar™ File #:2024-3813 Agenda Date:9/25/2024 Agenda Item No:10. availability at either treatment plant causes delays in critical maintenance work and emergency response. PROPOSED SOLUTION Purchase one mobile telescopic boom crane to support equipment maintenance needs and emergency response. TIMING CONCERNS The procurement of the boom crane will facilitate more efficient execution of work orders where heavy lifts are required. Work execution will be negatively impacted without the boom crane. RAMIFICATIONS OF NOT TAKING ACTION Operating without an additional crane affects the staff’s ability to complete essential maintenance work,and transportation costs continue to escalate.Staff is constrained in performing time-sensitive equipment repairs that may risk the treatment plant’s performance. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION OC San utilizes a cooperative agreement through Sourcewell (formerly National Joint Powers Alliance),Cooperative Contract No.020923-TER,in accordance with Ordinance No.OCSD-61, Section 2.03 (B), Cooperative Purchases. A 5% contingency is requested to adjust for market volatility price changes. This cooperative agreement was awarded using a competitive bid process like OC San’s and vetted by OC San’s Purchasing Division.The savings under this Cooperative Agreement are $251,704 versus the list pricing. CEQA N/A FINANCIAL CONSIDERATIONS This request complies with the authority levels of OC San’s Purchasing Ordinance.This item has been budgeted (Budget FY 2024-25,Section 8,Page 92,Capital Equipment Budget)and the budget is sufficient for the recommended action. Date of Approval Contract Amount Contingency 09/25/2024 $946,576 $47,329 (5%) Orange County Sanitation District Printed on 9/17/2024Page 2 of 3 powered by Legistar™ File #:2024-3813 Agenda Date:9/25/2024 Agenda Item No:10. ATTACHMENT The following attachment(s)may be viewed online at the OC San website (www.ocsan.gov)with the complete agenda package: N/A DS:sr Orange County Sanitation District Printed on 9/17/2024Page 3 of 3 powered by Legistar™ OPERATIONS COMMITTEE Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3814 Agenda Date:9/25/2024 Agenda Item No:11. FROM:Robert Thompson, General Manager Originator: Riaz Moinuddin, Director of Operations & Maintenance SUBJECT: FLEET VEHICLE REPLACEMENT PURCHASES GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: A. Approve the purchase of new and replacement vehicles for Orange County Sanitation District’s fleet as initially approved in the adopted Fiscal Year 2024-25 Budget in the amount of $859,827; and B. Delegate to the General Manager and Purchasing Manager the authority to purchase new and replacement vehicles through cooperative contracts during the fiscal year in the not to exceed amount listed above, during the fiscal year. BACKGROUND Orange County Sanitation District (OC San)maintains a fleet of vehicles necessary to meet business needs.The fleet comprises 10 heavy-duty equipment trucks,one bus,28 medium-duty trucks,77 light-duty trucks, 20 sedans, 15 SUVs, and 19 vans, totaling 170 vehicles. OC San’s Fleet Services Division replaces vehicles as part of a fleet right-sizing and modernization strategy.The replacement is based on the current vehicle’s ability to meet the assigned departmental needs,vehicle age,maintenance cost,condition,and mileage.All new and replacement proposed vehicles were identified as required for business needs during the fiscal year 2024-25 budget preparation process. The new and replacement vehicles are proposed annually during budget preparation.The Board subsequently approves vehicle procurements under the capital equipment section of the budget in June of each year.OC San enters into a purchase order agreement with entities (cooperatives)that work directly with vehicle manufacturers to capitalize on the most cost-effective means to purchase the vehicles.OC San benefits from eliminating unnecessary options in the retail market through dealer shopping and ensures adherence to internal vehicle specifications. All vehicle purchases are evaluated for “Green”(electric,hybrid,CNG)technology applications to ensure adherence to the appropriate regulations. Orange County Sanitation District Printed on 9/17/2024Page 1 of 3 powered by Legistar™ File #:2024-3814 Agenda Date:9/25/2024 Agenda Item No:11. RELEVANT STANDARDS ·Participate in local, state, and national cooperative purchasing programs ·Ensure the public’s money is wisely spent ·Maintain a proactive asset management program PROBLEM Some models identified for replacement have been affected by premature Original Equipment Manufacturer (OEM)order cutoffs due to industry demand exceeding the available fleet allocation. OC San’s Board approval timelines do not align with OEM order cut-off dates.This has resulted in OC San losing the ability to replace vehicles within its fleet.The disruption to the supply chain continues into this fiscal year and jeopardizes OC San’s ability to procure vehicles. PROPOSED SOLUTION Enter into purchase order agreements with cooperative providers to adapt to unpredictable order deadlines from factory-built systems.Authorize the General Manager and Purchasing Manager to execute purchase orders using cooperative agreements.This will allow staff to meet the manufacturer deadlines when they prematurely close order books for necessary vehicles. TIMING CONCERNS Due to supply chain variability,vehicle manufacturers have been prematurely closing ordering windows due to part shortages and demand which is exceeding supply.Manufacturer order periods for the coming model year are late to open and expected to remain open for 45-90 days,instead of six months.OC San’s internal process requires additional committee and board action time, jeopardizing the ability to replace vehicles with external deadlines beyond OC San’s control. RAMIFICATIONS OF NOT TAKING ACTION The vehicles selected for replacement are costly,unreliable,and lack modern safety features currently required for fleet vehicles.Unscheduled maintenance costs are increasing,and vehicle reliability will compromise staff mobility needs. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION OC San used the same approach to purchase Board-approved replacement vehicles in the fiscal year 2023-24 and successfully secured vehicles in short supply due to its agility in executing the process.This allowed staff to meet the manufacturer deadlines when they prematurely closed and sustained the fleet’s reliability.The requested vehicle type composition is shown in the table below: (next page) Orange County Sanitation District Printed on 9/17/2024Page 2 of 3 powered by Legistar™ File #:2024-3814 Agenda Date:9/25/2024 Agenda Item No:11. Purchase Type Vehicle Type Quantity Est. Cost Replacement PHEV SUV(s)8 $414,827 New PHEV SUV(s)1 $45,000 New Service Body Truck(s)4 $260,000 New Light Duty Pickup Truck 1 $50,000 New Cargo Van(s)2 $90,000 Total $859,827 CEQA N/A FINANCIAL CONSIDERATIONS This request complies with authority levels of OC San’s Purchasing Ordinance.This item has been budgeted (Budget FY 2024-25 and 2025-26,Section 8,Page 92,Capital Equipment Program)and the budget is sufficient for the recommended action. Date of Approval Contract Amount Contingency 09/25/2024 $859,827 0% ATTACHMENT The following attachment(s)may be viewed online at the OC San website (www.ocsan.gov)with the complete agenda package: N/A DS:sr Orange County Sanitation District Printed on 9/17/2024Page 3 of 3 powered by Legistar™ OPERATIONS COMMITTEE Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3816 Agenda Date:9/25/2024 Agenda Item No:12. FROM:Robert Thompson, General Manager Originator: Riaz Moinuddin, Director of Operations & Maintenance SUBJECT: THICKENING AND DEWATERING CENTRIFUGE GEAR UNIT REPLACEMENTS AND SERVICE GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: A. Approve a General Services Contract to GEA Mechanical Equipment US, Inc. for the thickening and dewatering centrifuge gear unit replacements and service, for a total amount not to exceed $2,912,178 including freight and taxes; and B. Approve a contingency of $582,436 (20%). BACKGROUND The Orange County Sanitation District (OC San)operates three GEA-Westfalia Separator Thickening Centrifuges and three GEA-Westfalia Dewatering Centrifuges at Plant No.1.Thickening centrifuges thicken the sludge feed for the digestion process.Dewatering centrifuges increase solid density to efficiently ship biosolids offsite.The sludge thickening and the biosolids dewatering centrifuges are critical assets used in OC San’s biosolids recycling program and are needed to comply with OC San’s operating permits. RELEVANT STANDARDS ·24/7/365 treatment plant reliability ·Maintain a proactive asset management program ·Operate and maintain facilities to minimize impacts on surrounding communities,including odor, noise, and lighting PROBLEM The original equipment manufacturer (OEM),GEA,has identified critical equipment that requires 5- year service.The Thickening Cyclo gear units need to be replaced.The OEM parts are sourced out of Germany with a lead time of about a year. Orange County Sanitation District Printed on 9/17/2024Page 1 of 3 powered by Legistar™ File #:2024-3816 Agenda Date:9/25/2024 Agenda Item No:12. PROPOSED SOLUTION Approve a General Services Contract with GEA Mechanical Equipment US,Inc.(the OEM’s US based service company)to purchase four new Desch gear units for the Thickening centrifuges and to rebuild four existing Desch Dewatering gear units with associated technical services.Using the Desch gears sourced out of Texas will save 24 weeks in delivery time compared to the GEA parts sourced out of Germany. TIMING CONCERNS The centrifuge systems are subject to wear and tear and are at,or near,the recommended service interval.Replacement of the new gear units has a 36-week lead time,plus installation time.This results in significant potential downtime risk for the critical solids treatment process equipment centrifuges. RAMIFICATIONS OF NOT TAKING ACTION Failure to follow the OEM 5-year service schedule risks more costly failure scenarios and significantly reduced dewatering capacity, impacting the ability to process solids and maintain permit compliance. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION GEA Mechanical Equipment US,Inc.is the only authorized distributor for GEA within OC San’s geographical region.GEA is a Board-approved sole source manufacturer for centrifuge parts and service. The centrifuges thicken biosolids and sludge with considerable gritty material that causes a high rate of wear to parts,a 20%contingency is being requested to address potential unknown conditions that may be discovered requiring additional work found during tear-down and rebuild. CEQA Equipment maintenance 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 form 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.” Orange County Sanitation District Printed on 9/17/2024Page 2 of 3 powered by Legistar™ File #:2024-3816 Agenda Date:9/25/2024 Agenda Item No:12. FINANCIAL CONSIDERATIONS This request complies with authority levels of OC San’s Purchasing Ordinance.This item has been budgeted (Budget FY 2024-25 and 2025-26,Section 6,Page 108,Repair &Maintenance)and the budget is sufficient for the recommended action. Date of Approval Contract Amount Contingency 09/25/2024 $2,912,178 $582,436 (20%) ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·General Services Contract RM:ls Orange County Sanitation District Printed on 9/17/2024Page 3 of 3 powered by Legistar™ 38189.00001\42456229.1 General Services Contract 1 of 12 Revision 081823 GENERAL SERVICES CONTRACT THICKENING AND DEWATERING CENTRIFUGE GEAR UNIT REPLACEMENTS AND SERVICE This GENERAL SERVICES CONTRACT (hereinafter referred to as “Contract”), is made and entered into as of the date fully executed below, by and between Orange County Sanitation District (hereinafter referred to as “OC San”) and GEA Mechanical Equipment US, Inc. (hereinafter referred to as “Contractor”), and collectively referred to herein as the “Parties.” R E C I T A L S WHEREAS, OC San desires to retain the services of Contractor for the rebuild of eight (8) gear units (“Services”) as described in Exhibit “A” attached hereto and incorporated herein by this reference; and WHEREAS, Contractor is qualified to perform the Services by virtue of experience, training, education, and expertise; and WHEREAS, OC San desires to engage Contractor to provide the Services; and WHEREAS, OC San selected Contractor to provide the Services in accordance with OC San’s current Purchasing Ordinance; and WHEREAS, on September 25, 2024, OC San’s Board of Directors, by minute order, authorized execution of this Contract. NOW, THEREFORE, in consideration of the above recitals and the mutual promises and benefits specified below, the Parties agree as follows: 1. General.1.1 This Contract and all exhibits hereto are made by OC San and the Contractor. 1.2 The following exhibits, in order of precedence, are incorporated by reference and madepart of this Contract. Exhibit “A” – Service Proposal Exhibit “B” – Special Export Control Regulations Exhibit “C” – Determined Insurance Requirement Form Exhibit “D” – Contractor Safety Standards 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 in the Contract shall control and thereafter the provisions in the document highest in precedence shall be controlling. 1.4 Except as expressly provided otherwise, OC San accepts no liability for any expenses, losses, or actions incurred or undertaken by Contractor as a result of work performed in anticipation of acquisition of the Services by OC San. 38189.00001\42456229.1 General Services Contract 2 of 12 Revision 081823 1.5 Work Hours: All work shall be scheduled Monday through Friday, between the hours of 6:30 a.m. and 4:00 p.m. 1.6 Days: Shall mean calendar days, unless otherwise noted. 1.7 OC San holidays (non-working days) are as follows: New Year’s Day, Martin Luther King, Jr. Day, Presidents’ Day, Memorial Day, Independence Day, Labor Day, Veterans Day, Thanksgiving Day, Day after Thanksgiving, Christmas Eve, and Christmas Day. 1.8 Work: Shall mean all work, labor, and materials necessary to provide the Services. 1.9 The provisions of this Contract may be amended or waived only by an amendment executed by authorized representatives of both Parties. 1.10 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. 2. Scope of Work. 2.1 Contractor shall perform the Services identified in Exhibit “A”, attached hereto and incorporated herein by reference, in accordance with generally accepted industry and professional standards. 2.2 Modifications to Scope of Work. OC San shall have the right to modify the Scope of Work at any time. All modifications must be made by an amendment signed by both Parties. 2.3 Familiarity with Work. By executing this Contract, Contractor warrants that: (a) it has investigated the work to be performed; (b) it understands the facilities, difficulties, and restrictions of the work under this Contract; and (c) it has examined the site of the work and is aware of all conditions at the site. Should Contractor discover any latent or unknown condition materially differing from those inherent in the work or as represented by OC San, it shall immediately inform OC San of this and shall not proceed, except at Contractor’s risk, until written instructions are received from OC San. 2.4 Performance. Time is of the essence in the performance of the provisions hereof. 3. Contract Term. 3.1 The Services shall be completed within Five Hundred Thirty-Six (536) calendar days from the effective date of the Notice to Proceed. 3.2 Extensions. The term of this Contract may be extended only by an amendment signed by both Parties. 4. Compensation. 4.1 As compensation for the Services provided under this Contract, OC San shall pay Contractor a total amount not to exceed Two Million Six Hundred Eighty-One Thousand Seven Hundred Seventy-Three and 63/100 Dollars ($2,681,773.63). Contractor shall provide OC San with all required premiums and/or overtime work at no charge beyond the amount specified above. 38189.00001\42456229.1 General Services Contract 3 of 12 Revision 081823 5. Payments and Invoicing. 5.1 OC San shall pay itemized invoices for work completed in accordance with Exhibit “A” thirty (30) days from receipt of the invoice and OC San shall make payments in accordance with the milestone schedule set forth in Exhibit “A”. 5.2 Contractor shall submit its invoices to OC San Accounts Payable by electronic mail to APStaff@OCSan.gov. In the subject line include “INVOICE” and the Purchase Order Number. 6. California Department of Industrial Relations Registration and Record of Wages. 6.1 To the extent Contractor’s employees and/or its subcontractors perform work related to this Contract for which Prevailing Wage Determinations have been issued by the California Department of Industrial Relations (DIR) as more specifically defined under Labor Code section 1720 et seq., prevailing wages are required to be paid for applicable work under this Contract. It is Contractor’s responsibility to interpret and implement any prevailing wage requirements and Contractor agrees to pay any penalty or civil damages resulting from a violation of the prevailing wage laws. 6.2 Contractor and its subcontractors shall comply with the registration requirements of Labor Code section 1725.5. Pursuant to Labor Code section 1771.4(a)(1), the work is subject to compliance monitoring and enforcement by the California Department of Industrial Relations (DIR). 6.3 Pursuant to Labor Code section 1773.2, a copy of the prevailing rate of per diem wages is available upon request at OC San’s principal office. The prevailing rate of per diem wages may also be found at the DIR website for prevailing wage determinations at http://www.dir.ca.gov/DLSR/PWD. 6.4 Contractor and its subcontractors shall comply with the job site notices posting requirements established by the Labor Commissioner per Title 8, California Code of Regulations section 16461(e). Pursuant to Labor Code sections 1773.2 and 1771.4(a)(2), Contractor shall post a copy of the prevailing rate of per diem wages at the job site. 6.5 Contractor and its subcontractors shall maintain accurate payroll records and shall comply with all the provisions of Labor Code section 1776. Contractor and its subcontractors shall submit payroll records to the Labor Commissioner pursuant to Labor Code section 1771.4(a)(3). Pursuant to Labor Code section 1776, the Contractor and its subcontractors shall furnish a copy of all certified payroll records to OC San and/or the general public upon request, provided the public request is made through OC San, the Division of Apprenticeship Standards, or the Division of Labor Standards Enforcement of the Department of Industrial Relations. Pursuant to Labor Code section 1776(h), penalties for non-compliance with a request for payroll records may be deducted from progress payments. 6.5.1 As a condition to receiving payments, Contractor agrees to present to OC San, along with any request for payment, all applicable and necessary certified payrolls and other required documents for the period covering such payment request. Pursuant to Title 8, California Code of Regulations section 16463, OC San shall 38189.00001\42456229.1 General Services Contract 4 of 12 Revision 081823 withhold any portion of a payment, up to and including the entire payment amount, until certified payroll forms and any other required documents are properly submitted. In the event certified payroll forms do not comply with the requirements of Labor Code section 1776, OC San may continue to withhold sufficient funds to cover estimated wages and penalties under the Contract. 6.6 The Contractor and its subcontractors shall comply with Labor Code section 1774 and section 1775. Pursuant to Labor Code section 1775, the Contractor and any of its subcontractors shall forfeit to OC San a penalty of not more than two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any work. 6.6.1 In addition to the penalty and pursuant to Labor Code section 1775, the difference between the prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the prevailing wage rate shall be paid to each worker by the Contractor or its subcontractor. 6.7 Contractor and its subcontractors shall comply with Labor Code sections 1810 through 1815. Contractor and its subcontractors shall restrict working hours to eight (8) hours per day and forty (40) hours per week, except that work performed in excess of those limits shall be permitted upon compensation for all excess hours worked at not less than one and one-half (1.5) times the basic rate of pay, as provided in Labor Code section 1815. The Contractor shall forfeit, as a penalty to OC San, twenty-five dollars ($25) per worker per calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of Labor Code sections 1810 through 1815. 6.8 Contractor and its subcontractors shall comply with Labor Code sections 1777.5, 1777.6, and 1777.7 concerning the employment of apprentices by Contractor or any subcontractor. 6.9 Contractor shall include, at a minimum, a copy of the following provisions in any contract it enters into with any subcontractor: Labor Code sections 1771, 1771.1, 1775, 1776, 1777.5, 1810, 1813, 1815, 1860, and 1861. 6.10 Pursuant to Labor Code sections 1860 and 3700, the Contractor and its subcontractors will be required to secure the payment of compensation to employees. Pursuant to Labor Code section 1861, Contractor, by accepting this contract, certifies that: “I am aware of the provisions of section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.” Contractor shall ensure that all its contracts with its subcontractors provide the provision above. 38189.00001\42456229.1 General Services Contract 5 of 12 Revision 081823 7. Damage to OC San’s Property. Any of OC San’s property to the extent damaged by the negligence or willful misconduct of Contractor, any subcontractor of Contractor, or by the personnel of either will be subject to repair or replacement by Contractor at no cost to OC San. 8. 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. 9. Audit Rights. Contractor agrees that, during the term of this Contract and for a period of three (3) years after its expiration or termination, OC San 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 provided that the foregoing shall not apply to any review of any firm fixed pricing. 10. Contractor Safety Standards and Human Resources Policies. OC San requires Contractor and its subcontractor(s) to follow and ensure their employees follow all Federal, State, and local regulations as well as the Contractor Safety Standards while working at OC San locations. If, during the course of the Contract, it is discovered that the Contractor Safety Standards do not comply with Federal, State, or local regulations, the Contractor is required to follow the most stringent regulatory requirement at no additional cost to OC San. Contractor, its subcontractors, and all of their employees shall adhere to the safety requirements in Exhibit “A,” all applicable Contractor Safety Standards in Exhibit “D,” and the Human Resources Policies in Exhibit “E” attached hereto and incorporated herein by reference. Notwithstanding the foregoing, OC San must advise Contractor of any local regulations that impact OC San’s operations that may implicate the Services and Contractor does not guarantee any compliance with, nor will Contractor incur any liability for failure of the equipment or work to comply with, any federal, state or local pollution control, effluent or utility control laws, rules, regulations, codes or standards; provided, however, that Contractor will comply with any specific equipment emission guarantees which form part of the scope of work. 11. Insurance. Contractor and all its subcontractors shall purchase and maintain, throughout the term of this Contract and any periods of warranty or extensions, insurance in amounts equal to the requirements set forth in the signed Exhibit “C”– Determined Insurance Requirement Form, attached hereto and incorporated herein by reference . Contractor shall not commence work under this Contract until all required insurance is obtained in a form acceptable to OC San, 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 obtain and maintain the required insurance coverage shall result in termination of this Contract. 12. Bonds. NOT USED 13. Indemnification and Hold Harmless Provision and Limitation of Liability. Except as to the sole negligence of or willful misconduct of OC San, Contractor shall defend OC San, its elected and appointed officials, officers, agents, and employees (the “OC Indemnitees”) from and against any and all third party claims for injury to or death of any person, or damage to property (“Claims”), and to the extent of Contractors negligence or willful misconduct, protect and hold harmless the OC Indemnitees from any liabilities, damages, or expenses of any nature, including attorneys’ fees, resulting from such Claims. 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 38189.00001\42456229.1 General Services Contract 6 of 12 Revision 081823 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 OC San, with Contractor controlling the defense and with well qualified, adequately insured, and experienced legal counsel acceptable to OC San. In addition to the foregoing, Contractor warrants that the Services furnished hereunder and the sale or use thereof will not infringe any United States apparatus patent or misappropriate any third party intellectual property rights. Contractor agrees to defend any suit or proceeding brought against OC San or OC San’s customer for any alleged infringement and to pay all costs, attorney fees, and damages relating thereto. Contractor shall have no obligation hereunder and this provision shall not apply to: (i) any Services which has been modified or combined with other equipment or process not supplied by Contractor; (ii) any Services supplied according to a design, other than an Contractor design, required by OC San; (iii) any products manufactured by the Services; (iv) any patent issued after the date hereof; or (v) any action settled or otherwise terminated without the prior written consent of Contractor. If, in any such action, the Services is held to constitute an infringement, Contractor shall, at its option and its own expense, procure for OC San the right to continue using said Services; or modify or replace it with non-infringing Services or remove it and refund the portion of the price allocable to the infringing Services. OC San shall give Contractor prompt written notice of such action, all necessary assistance in the defense thereof and the right to control all aspects of the defense thereof including the right to settle or otherwise terminate such action in behalf of OC San. This section shall survive the expiration or early termination of the Contract. In no event shall Contractor or its suppliers be liable in contract or in tort or under any other legal context or theory, including negligence and strict liability, for any special, punitive, indirect, incidental or consequential damages of any kind or character, including, but not limited to, loss of use of productive facilities or goods, costs of product recall, plant downtime, damage to or loss of product, chemicals, catalysts, feedstock or other raw materials, loss of revenues or profits or loss under purchases or contracts made in reliance on the performance or non-performance of the Serviced goods, whether suffered by OC San or any third party. Contractor's and its suppliers' aggregate responsibility and liability, whether arising out of contract or tort or any other legal context or theory, including negligence and strict liability, all claims for breach of any warranty or guarantee, failure of performance or delay in performance by Contractor or performance or non-performance of the Serviced goods shall not exceed the Contract price for the Services. 14. Independent Contractor. The relationship between the Parties hereto is that of an independent contractor and nothing herein shall be deemed to make Contractor an OC San 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 OC San’s officers, employees, or agents. Contractor and its officers, employees, and agents shall obtain no rights to any benefits which accrue to OC San’s employees. 15. Subcontracting and Assignment. Contractor shall not delegate any duties nor assign any rights under this Contract without the prior written consent of OC San. Any such attempted delegation or assignment shall be void. 38189.00001\42456229.1 General Services Contract 7 of 12 Revision 081823 16. Disclosure. Contractor agrees not to disclose, to any third party, data or information generated from this Contract without the prior written consent from OC San. 17. Non-Liability of OC San Officers and Employees. No officer or employee of OC San shall be personally liable to Contractor, or any successor-in-interest, in the event of any default or breach by OC San, or for any amount which may become due to Contractor or to its successor, or for breach of any obligation under the terms of this Contract. 18. Third-Party Rights. Nothing in this Contract shall be construed to give any rights or benefits to anyone other than OC San and Contractor. 19. 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 OC San harmless from any and all damages and liabilities assessed against OC San as a result of Contractor’s noncompliance therewith. Any provision required by law to be included herein shall be deemed included as a part of this Contract whether or not specifically included or referenced. 20. Licenses, Permits, Ordinances, and Regulations. Contractor represents and warrants to OC San that it has obtained all licenses, permits, qualifications, and approvals of whatever nature that are legally required to provide the Services. 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 this Contract will be paid by Contractor. 21. Regulatory Requirements. Contractor shall perform all work under this Contract in strict conformance with applicable Federal, State, and local regulatory requirements including, but not limited to, 40 CFR 122, 123, 124, 257, 258, 260, 261, and 503, Title 22, 23, and Water Codes Division 2. 22. 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. 23. South Coast Air Quality Management District’s Requirements. It is Contractor’s responsibility to ensure 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 SCAQMD. 24. Warranties. 24.1 Contractor’s Warranty (Guarantee): If within twelve (12) month period from date of delivery specified in Exhibit “A,”. OC San informs Contractor that any portion of the Services provided fails to meet the standards of material and workmanship required under this Contract, Contractor shall, within the time agreed to by OC San and Contractor, take all such actions as are necessary to correct or complete the noted deficiency(ies) at 38189.00001\42456229.1 General Services Contract 8 of 12 Revision 081823 Contractor's sole expense provided that (a) the Serviced goods are installed in accordance with Contractor's specifications and instructions and is used and maintained normally and properly in accordance with their intended use as provided in this Contract; (b) the Services goods are used for processing product consistent with the characteristics set forth in this Contract; (c) the Serviced goods have not been changed without the prior written approval of Contractor; (d) OC San gives prompt written notice to Contractor before the end of the warranty period specifying all alleged defects in the Serviced goods; and (e) OC San preserves and turns over to Contractor and permits reasonable inspection by Contractor of all allegedly defective Serviced goods, parts or items and access to the Serviced goods. 24.2 Contractor’s responsibility for any defect under warranty is subject to the condition that it is not caused by one or more of the following: (i) normal wear and tear of parts; (ii) use of non-original spare parts; (iii) use of consumables or utilities not in strict conformity with the specifications stated in the Contract or written manuals; (iv) any failure of upstream and/or downstream equipment; (v) modifications without Contractor’s express prior written consent; (vi) use of corrosive or abrasive substances; (vii) the storage, handling, use, operation or maintenance of any goods which is not in strict conformity with good engineering practice, the Contract or any written requirements of Contractor, including any failure to comply with Contractor’s written manuals or instructions and OC San’s own quality assurance requirements; (viii) information, services, personnel, equipment or other items supplied by OC San; (ix) failure to permit Contractor to perform supervision of installation and/or installation; and/or (x) other conditions or circumstances not due to the fault of Contractor (collectively, “Warranty Conditions”). 24.3 THIS WARRANTY IS THE ONLY WARRANTY MADE BY CONTRACTOR AND IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, AND CONTRACTOR DISCLAIMS ON BEHALF OF ITSELF, ITS SUBCONTRACTORS AND SUBSUPPLIERS ANY AND ALL IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A SPECIFIC PURPOSE (OTHER THAN THE PURPOSE STATED IN THE OC SAN'S SPECIFICATIONS SET FORTH IN THE CONTRACT), SUITABILITY OR PERFORMANCE. 24.4 Contractor's obligation under this warranty and any other warranty or guarantee which is part of the Contract is strictly and exclusively limited to furnishing repairs or replacements for Services or parts determined to be defective on inspection by an authorized representative of Contractor. Contractor assumes no responsibility and shall have no liability for any repairs or replacements by OC San without Contractor's prior written authorization. If Contractor did not originally install the Services, Contractor shall have no liability for the costs of removing or segregating any defective Services so that the repairs or replacements can be made. 25. Dispute Resolution. 25.1 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. 38189.00001\42456229.1 General Services Contract 9 of 12 Revision 081823 25.2 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 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 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. 26. Liquidated Damages. NOT USED 27. Remedies. If the Contractor fails to make delivery of the goods and Services or repudiates its obligations under this Contract, or if OC San rejects the goods or Services or revokes acceptance of the goods and Services, OC San may, only after giving Contractor notice of the breach and Contractor either failing to commence to cure the breach within five (5) days or thereafter fails to continue diligent efforts to complete the cure in a reasonable period of time, OC San may, in addition to other remedies available in law or equity, cancel the Contract. 28. Personal Security. If, in Contractor’s reasonable opinion, the working environment, accommodation and transport arrangements create a personal security risk for Contractor’s technician, Contractor shall notify OC San and provide a reasonable period time to cure said risk, as agreed by the Parties. If following the cure period a personal security risk still exists, Contractor has the right to discontinue the Site Services without liability to OC San. 29. Force Majeure. 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 the affected 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 of the Parties. 30. Termination. 30.1 OC San 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 OC San. Upon receipt of a termination notice, Contractor shall immediately discontinue all work under this Contract (unless the notice directs otherwise). OC San shall thereafter, within thirty (30) days, pay Contractor for work performed (cost and fee) through 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 OC San from any further fee, cost, or claim hereunder by Contractor other than for work performed through the date of termination. 30.2 OC San reserves the right to terminate this Contract immediately upon OC San’s determination that Contractor is not complying with the Scope of Work requirements, if the level of service is inadequate, or for any other default of this Contract, except as set forth in Section 24 herein. Further, Contractor may only terminate the Contract pursuant to the terms of Section 24. 38189.00001\42456229.1 General Services Contract 10 of 12 Revision 081823 30.3 OC San may also immediately terminate this Contract for default, 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 the total amount of compensation exceeds the amount authorized under this Contract. 30.4 All OC San’s property in the possession or control of Contractor shall be returned by Contractor to OC San on demand or at the expiration or early termination of this Contract, whichever occurs first. 31. Attorney’s Fees. 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 Contract, the prevailing party shall be entitled to reasonable attorney’s fees, costs, and necessary disbursements in addition to any other relief to which the prevailing party may be entitled. 32. Waiver. The waiver by 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 OC San does not object shall not operate as a waiver of OC San’s rights to seek remedies available to it for any subsequent breach. 33. 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. 34. Survival. The provisions of this Contract dealing with payment, warranty, indemnity, and forum for enforcement shall survive expiration or early termination of this Contract. 35. 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. 36. Notices. 36.1 All notices under this Contract must be in writing. Written notice shall be delivered by personal service, by electronic telecommunication, 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: OC San: Jackie Lagade 38189.00001\42456229.1 General Services Contract 11 of 12 Revision 081823 Purchasing Supervisor Orange County Sanitation District 10844 Ellis Avenue Fountain Valley, CA 92708 jlagade@ocsan.gov Contractor: Evan Walker Vice President GEA Mechanical Equipment US, Inc. 100 Fairway Court Northvale, NJ 07647 Evan.Walker@gea.com 36.2 Each party shall provide the other party written notice of any change in address as soon as practicable. 37. Read and Understood. By signing this Contract, Contractor represents that it has read and understood the terms and conditions of the Contract. 38. Authority to Execute. The persons executing this Contract on behalf of the Parties warrant that they are duly authorized to execute this Contract and that by executing this Contract, the Parties are formally bound. 39. Entire Agreement. This Contract constitutes the entire agreement of the Parties and supersedes all prior written or oral communications and all contemporaneous oral agreements, understandings, and negotiations between the Parties with respect to the subject matter hereof. [Intentionally left blank. Signatures follow on the next page.] 38189.00001\42456229.1 General Services Contract 12 of 12 Revision 081823 IN WITNESS WHEREOF, intending to be legally bound, the Parties hereto have caused this Contract to be signed by their duly authorized representatives. ORANGE COUNTY SANITATION DISTRICT Dated: _________________ By: Ryan P. Gallagher Chair, Board of Directors Dated: _________________ By: Kelly A. Lore Clerk of the Board Dated: _________________ By: Kevin Work Purchasing and Contracts Manager GEA MECHANICAL EQUIPMENT U.S., INC. Dated: _________________ By: Print Name and Title of Officer JL SERVICE PROPOSAL Four new gear units and four gear unit rebuilds. Date: 6/25/2024 Proposal No: 13021140 Plant Location: Fountain Valley, CA GEA Mechanical Equipment US, Inc. 100 Fairway Court Northvale, NJ 07647 Tel. (201) 767-3900 Fax (201) 767-3901 www.gea.com State of Incorporation: Delaware President: Evan Walker Dear Mr. Ryan Myers, We are pleased to submit our proposal for the refurbishment of all eight (8) of the gear units for both the CA 1035 and the CA 1036 decanters. 1.Equipment Model Serial Number Location CA 1035-00-33 8008-654,-656,-566 & -657 Fountain Valley, CA CA 1036-50-33 8008-658,-659,-660 &-661 Fountain Valley, CA 2.Scope of Supply GEA is pleased to present the following Gear unit repair estimate for your review and approval. All repairs, as detailed below, Please note that all repairs detailed herein will require GEA Board authorization prior to acceptance of your purchase order. In an effort to standardize the gear units and take advantage of US-based service, we propose converting existing Cyclo gears to Desch units. This transition will ensure uniformity of gear units across the site and enable the use of local service options. For the removal and installation of the gear units, the district mechanics will undertake this task. It is important to note that the removal of the scroll from the bowl is necessary during this process to prevent any damage to tiles or seals. Additionally, one ring must be displaced to facilitate the gear unit replacement. GEAR UNIT WORKSCOPE To assist with the first conversion, GEA will provide a factory-trained service technician for 5 days on-site to offer training and support to the plant staff. This will empower your team to perform subsequent gear unit replacements independently. The cost for this initial support is included in our quotation. We will pre-order the new gears to ensure that all four gear units are available when the conversion begins, thereby minimizing operational downtime. All parts necessary for the four rebuilds will also be pre-ordered to secure availability at the shop before the first unit is sent for rebuilding. Scope #1: CA 1036 Thickening Decanters (Serial Numbers 8008-658, -659, -660, & -661) This project involves supplying four new Desch gear units to replace the existing Cyclo units. The procedure will require dismantling the rotating assembly from the frame and separating the scroll from the bowl before the gear unit can be extracted. Conversion parts will be delivered as kits. Given that the removal of the solids end main bearing from the gear unit end shaft is necessary, a secondary kit with all required seals, gaskets, and a new main bearing will be provided and utilized as needed. Following the installation of the new gear, the machinery will be reassembled, and the entire rotating to accommodate the new Desch gear units. Each conversion will necessitate a single 3-days onsite visit, the cost of which is included in our quote. All shipping costs are covered in the quoted price. Scope #2: CA 1035 Dewatering Decanters (Serial Numbers 8008-654, -656, -566, & -657) The four existing Desch gear units on the CA 1035 units will undergo a rebuild. This process mirrors the work described in Scope #1. After dismantling the rotating assembly and separating the scroll from the bowl, the gear unit will be prepared for shipping to the repair shop. The cost of shipping is included in the quoted price. Upon completion of the rebuild, the gear unit will be returned, and the decanter reassembled with new seals, gaskets, and main bearings as necessary. The rotating assembly will then be reinstalled into the frame, ready to be restarted and returned to service without the need for parameter adjustments. Any spare parts not utilized during the rebuild will be added to the Orange County Sanitation District's parts inventory for future needs. Price summary: Description of service Unit sales price Extended price 4x Conversion to Desch Gear Units: This includes the provision of new Desch gearboxes along with the parts needed to do the conversion. Parts needed for conversion includes: - 8399-3400-008 drive shaft for 80.000Nm $341,074.49 $1,364,297.96 4x On-site Visits for Control Adjustments: Conducted over a three-day period for modifying the controls in response to the gear unit swaps. $8,000.00 $32,000.00 4x Desch Gear Units Rebuilds $237,500.00 $950,000.00 8x Bearing, Seal, and Gasket Kits: These kits contain the necessary components for the replacement of the solids end main bearings. $39,861.41 $318,891.28 1x On-site Visit for OCSD Maintenance Training: GEA will provide a factory-trained service technician for 5 days on-site to offer training and support to the plant staff in perform gear unit replacements independently. $16,584.39 $16,584.39 Total $2,681,773.63 3.Specific Terms & Conditions PRICE:Sales price (Excludes taxes). $2,681,773.63 DDP , Fountain Valley, CA. (Incoterms, 2020) Estimated taxes (Subject to change) $ 230,404.06 Total including taxes $ 2,912,177.69 DELIVERY:All four new gear units must be ordered concurrently with an expected delivery timeframe of 28-30 weeks from the approval of the purchase order. The gear unit replacement process is estimated to take between 30-45 days, depending on the availability of the plant staff. Similarly, parts necessary for gear rebuilds should be ordered alongside the gear units, with a lead time of 26-30 weeks and an anticipated repair duration of 30-45 days, subject to shipping schedules. Exact timeframes for both delivery and repairs will be confirmed at the time of the purchase order approval. PAYMENT TERMS: 20% with Submittal on gear parts and new gears 30% with New Desch gear units shipping from factory (Germany) 25% with first New Desch gear unit conversion (at plant site) 20% with first repaired Desch gear unit delivered to site. 5% with completion of project. All invoices excluding down payment are due net 30 days on presentation of invoice. Shipment will be conducted via regular truck; any special shipping requirements must be requested in writing at the time of order placement, subject to additional charges. For the disposal of non-serviceable parts, any component deemed non-serviceable will be listed on our repair estimate. Unless otherwise directed by the purchaser in writing at the time of order, the purchaser grants GEA Mechanical Equipment permission to dispose of these non-serviceable parts. VALIDITY:Prices are firm for acceptance for ninety (90) days from date of proposal WARRANTY:Warranty against faulty workmanship and GEA materials for a period of 12 months after delivery. This quotation is subject to the Terms & Conditions of Sale, including the Limited Equipment Warranty and Disclaimer contained therein, a copy of which can be found in Section II of this proposal. Seller reserves the right to adjust the Contract Price for any escalation in the cost of materials (including without limitation the cost of stainless steel, nickel and other metals) that occurs in the time period from to and including the date Seller (or any affiliate of Seller) orders COVID-19 DISCLAIMER: Due to current developments and measures taken globally, nationally and locally in -19 ffected. Although GEA is taking actions to mitigate potential supply impacts, please be advised that our choice of suppliers / subcontractors, delivery lead- times, engineering and/or site services, quoted prices, etc. may be impacted due to the COVID-19 pandemic. Such adverse effects may, in particular, be caused by or occur in response to actions taken by a government or public authority (including the imposition of embargoes or import or export restrictions, quarantine orders, travel restrictions or any other restrictions or prohibitions and the compliance by GEA or any of its sub-suppliers of any tier with corresponding laws or governmental orders, rules, regulations, directions, recommendations or precautions). The coronavirus pandemic and these effects may inter alia result in excessive illness rates of personnel, difficulties or increased costs in obtaining workers or goods, inability to transport goods or persons across borders, other travel restrictions or mobility impairments, personnel and/or material shortages, delays or other adverse circumstances affecting the supply of goods or services. If you require additional information or any clarification, please do not hesitate to contact us. Sincerely, Brian Lent Service Sales Specialist Pharma and Non-Food Sales Region NAM /North America Email brian.lent@gea.com Mobile 209-895-9267 Web www.gea.com ACCEPTANCE For and on behalf of: For and on behalf of: GEA Mechanical Equipment Orange County Sanitation District Signed: ........................................................Signed: ............................................................ Name: ........................................................ Name:............................................................... Date: ....................................................... Date:.................................................................. For and on behalf of: For and on behalf of: GEA Mechanical Equipment Orange County Sanitation District Signed: ........................................................Signed: ............................................................ Name: ........................................................ Name:............................................................... Date: ....................................................... Date:.................................................................. OPERATIONS COMMITTEE Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3818 Agenda Date:9/25/2024 Agenda Item No:13. FROM:Robert Thompson, General Manager Originator: Mike Dorman, Director of Engineering SUBJECT: PRIMARY CLARIFIERS F AND G ROTATING MECHANISM REHABILITATION AT PLANT NO.2, PROJECT NO. FE23-09, SPECIFICATION NO. S-2024-612BD GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: A. Approve a Services Contract to Vicon Enterprise, Inc. for Primary Clarifiers F and G Rotating Mechanism Rehabilitation at Plant No. 2, Project No. FE23-09, Specification No. S-2024- 612BD, for a total amount not to exceed $3,150,000; and B. Approve a contingency of $472,500 (15%). BACKGROUND The A-side Primary Clarifiers,originally constructed in 1962,consist of four circular clarifiers responsible for treating non-reclaimable flows at Orange County Sanitation District’s (OC San)Plant No.2.Under normal operations,three clarifiers are in service,with the fourth serving as a redundant or backup unit.In February of 2023,Clarifier F failed due to metal loss from corrosion at the connections between the rotating mechanism and center cage structure.An inspection of Clarifier G showed similar levels of corrosion,raising concerns that its rotating mechanism could fail at any time. Consequently,Clarifiers F and G have remained offline since then.The A-Side is currently operating with only Clarifiers D and E in service.A-Side Primary Clarifiers Replacement at Plant No.2, Contract No.P2-98A,is currently constructing four new A-Side clarifiers due to age and condition, which are expected to be completed by late 2027. RELEVANT STANDARDS ·Comply with California Public Contract Code Section 20103.8,award construction contract to lowest responsive, responsible bidder ·24/7/365 treatment plant reliability PROBLEM The A-Side clarifiers are currently running with reduced treatment capacity during dry weather operating conditions due to Clarifiers F and G being out of service.Operating less than three primary basins means that more solids are passed to the following secondary treatment process which Orange County Sanitation District Printed on 9/17/2024Page 1 of 3 powered by Legistar™ File #:2024-3818 Agenda Date:9/25/2024 Agenda Item No:13. basins means that more solids are passed to the following secondary treatment process which impacts secondary effluent quality,consistency,and operating costs when operating in separated mode for GWRS. PROPOSED SOLUTION Approve a Services Contract for Primary Clarifiers F and G Rotating Mechanism Rehabilitation at Plant No.2,Project No.FE23-09.This project will repair and/or replace the corroded metal sections of the rotating mechanisms and extend the operability of Clarifiers F and G for several years until they are replaced by Contract No. P2-98A. Staff recommends approving a contingency of 15%rather than the typical 10%.The first order of work for this project is to sandblast the clarifier mechanism to inspect,identify,and quantify the areas of rehabilitation.Once the mechanisms are sandblasted,there is a concern that the extent of the damage may be greater than initially anticipated. TIMING CONCERNS The A-Side clarifiers are currently operating at a reduced capacity with no available redundancy to maintain plant operations in a separated mode of treatment.The rotating mechanisms for Clarifiers F and G need to be rehabilitated and returned to service as soon as possible to restore redundancy and improve overall plant reliability. RAMIFICATIONS OF NOT TAKING ACTION OC San is currently operating the A-Side with only two clarifiers in service.Losing another A-Side clarifier would force plant operations into a combined mode of treatment,greatly reducing reclaimable flow to GWRS. PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION OC San advertised Project No.FE23-09 for bids on May 9,2024,and two sealed bids were received on July 2, 2024. A summary of the bid opening follows: Engineer’s Estimate $ 2,594,150 Bidder Amount of Bid Vicon Enterprise, Inc.$ 3,150,000 J.R. Filanc Construction Co. Inc.$ 4,110,700 The two bids received were 21%and 58%higher than the engineer’s estimate.Staff has reviewed the bid breakdown provided by Vicon Enterprise,Inc.and J.R.Filanc Construction Co.Inc.The main difference between the estimate and bid cost was attributed to higher labor rates and steel coating costs.The engineer's estimate underestimated the cost to prepare and coat the structural steel for the rotating mechanism and used outdated prevailing wage labor rates that did not account for recent Orange County Sanitation District Printed on 9/17/2024Page 2 of 3 powered by Legistar™ File #:2024-3818 Agenda Date:9/25/2024 Agenda Item No:13. the rotating mechanism and used outdated prevailing wage labor rates that did not account for recent increases.Given the labor-intensive nature of this work,the higher labor rates and steel quantity significantly impacted the overall price. The bids were evaluated in accordance with OC San’s policies and procedures.A notice of intent to award was sent out to the bidders on July 15,2024,informing them of the intent of OC San staff to recommend approval of the Services Contract to Vicon Enterprise, Inc. Staff recommends approving a Services Contract to the lowest responsive and responsible bidder, Vicon Enterprise, Inc. for a total amount not to exceed $3,150,000. CEQA The project is exempt from CEQA under the Class 1 categorical exemptions set forth in California Code of Regulations sections 15301.A Notice of Exemption will be filed with the OC Clerk-Recorder and State Clearing House after the OC San’s Board of Directors approval of the Services Contract. FINANCIAL CONSIDERATIONS This request complies with the authority levels of OC San’s Purchasing Ordinance.This item has been budgeted (Budget FY 2024-2025 and 2025-26,Section 8,Page 49,Small Construction Projects Program, Project No. M-FE) and the budget is sufficient for the recommended action. ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·Services Contract ·Presentation HO:lb Orange County Sanitation District Printed on 9/17/2024Page 3 of 3 powered by Legistar™ Services Contract 1 of 11 Specification No. S-2024-612BD Revision 081823 SERVICES CONTRACT Primary Clarifiers F and G Rotating Mechanism Rehabilitation at Plant No. 2 (FE23-09) Specification No. S-2024-612BD This SERVICES CONTRACT (hereinafter referred to as “Contract”), is made and entered into as of the date fully executed below, by and between Orange County Sanitation District (hereinafter referred to as “OC San”) and Vicon Enterprise, Inc. (hereinafter referred to as “Contractor”), and collectively referred to herein as the “Parties.” R E C I T A L S WHEREAS, OC San desires to obtain the services of Contractor for Primary Clarifiers F and G Rotating Mechanism Rehabilitation at Plant No. 2 (“Services”) as described in Exhibit “A” attached hereto and incorporated herein by this reference; and WHEREAS, Contractor is qualified to perform the Services by virtue of experience, training, education, and expertise; and WHEREAS, OC San desires to engage Contractor to provide the Services; and WHEREAS, OC San selected Contractor to provide the Services in accordance with OC San’s current Purchasing Ordinance; and WHEREAS, on September 25, 2024, OC San’s Board of Directors, by minute order, authorized execution of this Contract. NOW, THEREFORE, in consideration of the above recitals and the mutual promises and benefits specified below, the Parties agree as follows: 1. General. 1.1 This Contract and all exhibits hereto are made by OC San and the Contractor. 1.2 The following exhibits are incorporated by reference and made part of this Contract. Exhibit “A” – Scope of Work Exhibit “B” – Bid Exhibit “C” – Determined Insurance Requirement Form Exhibit “D” – Contractor Safety Standards Exhibit “E” – Human Resources Policies Exhibit “F” – General Conditions Exhibit “G” – Bonds 1.3 In the event of any conflict or inconsistency between the provisions of the Contract and any of the provisions of the exhibits hereto, the provisions in the document highest in precedence shall be controlling. The order of precedence of the applicable documents is set forth below: a. Addenda issued prior to the deadline for submitting the bids – the last addendum issued will have the highest precedence b. Services Contract Services Contract 2 of 11 Specification No. S-2024-612BD Revision 081823 c. Exhibit “A” – Scope of Work d. Permits and other regulatory requirements e. Exhibit “C” – Determined Insurance Requirement Form f. Exhibit “F” – General Conditions g. Exhibit “D” – Contractor Safety Standards h. Notice Inviting Bids i. Exhibit “B” – Bid 1.4 Except as expressly provided otherwise, OC San accepts no liability for any expenses, losses, or actions incurred or undertaken by Contractor as a result of work performed in anticipation of providing the Services to OC San. 1.5 Work Hours: Shall be as specified in Exhibit “A.” 1.6 Days: Shall mean calendar days, unless otherwise noted. 1.7 OC San holidays (non-working days) are as follows: New Year’s Day, Martin Luther King, Jr. Day, Presidents’ Day, Memorial Day, Independence Day, Labor Day, Veterans Day, Thanksgiving Day, Day after Thanksgiving, Christmas Eve, and Christmas Day. 1.8 Work: Shall mean all work, labor, and materials necessary to provide the Services. 1.9 The provisions of this Contract may be amended or waived only by an amendment executed by authorized representatives of both Parties. 1.10 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. 2. Scope of Work. 2.1 Contractor shall provide the Services identified in Exhibit “A” in accordance with generally accepted industry and professional standards. 2.2 Modifications to Scope of Work. OC San shall have the right to modify the Scope of Work at any time. All modifications must be made by an amendment signed by both Parties and consistent with Exhibit “F” - General Conditions (General Conditions), including the sections entitled REQUEST FOR CHANGE (CHANGES AT CONTRACTOR’S REQUEST) and OWNER INITIATED CHANGES. 2.3 Familiarity with Work. By executing this Contract, Contractor warrants that: (a) it has investigated the work to be performed; (b) it understands the facilities, difficulties, and restrictions of the work under this Contract; and (c) it has examined the site of the work and is aware of all conditions at the site. Should Contractor discover any latent or unknown condition materially differing from those inherent in the work or as represented by OC San, it shall immediately inform OC San of this and shall not proceed, except at Contractor’s risk, until written instructions are received from OC San. 2.4 Performance. Time is of the essence in the performance of the provisions hereof. Services Contract 3 of 11 Specification No. S-2024-612BD Revision 081823 3. Contract Term. 3.1 The Services shall be completed within fifty-two (52) weeks from the effective date of the Notice to Proceed. 3.2 Extensions. The term of this Contract may be extended only by an amendment signed by both Parties and consistent with the General Conditions, including the section entitled EXTENSION OF TIME FOR DELAY. 4. Compensation. 4.1 As compensation for the Services provided under this Contract, OC San shall pay Contractor a total amount not to exceed Three Million One Hundred Fifty Thousand Dollars ($3,150,000.00). 4.2 Contractor shall provide OC San with all required premiums and/or overtime work at no charge beyond the amount specified above. 5. Payments and Invoicing. 5.1 OC San shall pay itemized invoices for work completed in accordance with Exhibit “A” thirty (30) days from receipt of the invoice and after approval by OC San’s Project Manager or designee. OC San shall be the determining party, in its sole discretion, as to whether the Services have been satisfactorily completed. 5.2 Contractor shall submit its invoices to OC San Accounts Payable by electronic mail to APStaff@OCSan.gov. In the subject line, include “INVOICE” and the Purchase Order Number. 5.3 The invoices shall be consistent with the General Conditions, including the section entitled PAYMENT FOR WORK. 6. California Department of Industrial Relations Registration and Record of Wages. 6.1 To the extent Contractor’s employees and/or its subcontractors perform work related to this Contract for which Prevailing Wage Determinations have been issued by the California Department of Industrial Relations (DIR) as more specifically defined under Labor Code section 1720 et seq., prevailing wages are required to be paid for applicable work under this Contract. It is Contractor’s responsibility to interpret and implement any prevailing wage requirements and Contractor agrees to pay any penalty or civil damages resulting from a violation of the prevailing wage laws. 6.2 Contractor and its subcontractors shall comply with the registration requirements of Labor Code section 1725.5. Pursuant to Labor Code section 1771.4(a)(1), the work is subject to compliance monitoring and enforcement by the California Department of Industrial Relations (DIR). 6.3 Pursuant to Labor Code section 1773.2, a copy of the prevailing rate of per diem wages is available upon request at OC San’s principal office. The prevailing rate of per diem wages may also be found at the DIR website for prevailing wage determinations at http://www.dir.ca.gov/DLSR/PWD. 6.4 Contractor and its subcontractors shall comply with the job site notices posting requirements established by the Labor Commissioner per Title 8, California Code of Regulations section 16461(e). Pursuant to Labor Code sections 1773.2 and Services Contract 4 of 11 Specification No. S-2024-612BD Revision 081823 1771.4(a)(2), Contractor shall post a copy of the prevailing rate of per diem wages at the job site. 6.5 Contractor and its subcontractors shall maintain accurate payroll records and shall comply with all the provisions of Labor Code section 1776. Contractor and its subcontractors shall submit payroll records to the Labor Commissioner pursuant to Labor Code section 1771.4(a)(3). Pursuant to Labor Code section 1776, the Contractor and its subcontractors shall furnish a copy of all certified payroll records to OC San and/or the general public upon request, provided the public request is made through OC San, the Division of Apprenticeship Standards, or the Division of Labor Standards Enforcement of the Department of Industrial Relations. Pursuant to Labor Code section 1776(h), penalties for non-compliance with a request for payroll records may be deducted from progress payments. 6.5.1 As a condition to receiving payments, Contractor agrees to present to OC San, along with any request for payment, all applicable and necessary certified payrolls and other required documents for the period covering such payment request. Pursuant to Title 8, California Code of Regulations section 16463, OC San shall withhold any portion of a payment, up to and including the entire payment amount, until certified payroll forms and any other required documents are properly submitted. In the event certified payroll forms do not comply with the requirements of Labor Code section 1776, OC San may continue to withhold sufficient funds to cover estimated wages and penalties under the Contract. 6.6 The Contractor and its subcontractors shall comply with Labor Code section 1774 and section 1775. Pursuant to Labor Code section 1775, the Contractor and any of its subcontractors shall forfeit to OC San a penalty of not more than two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any work. 6.6.1 In addition to the penalty and pursuant to Labor Code section 1775, the difference between the prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the prevailing wage rate shall be paid to each worker by the Contractor or its subcontractor. 6.7 Contractor and its subcontractors shall comply with Labor Code sections 1810 through 1815. Contractor and its subcontractors shall restrict working hours to eight (8) hours per day and forty (40) hours per week, except that work performed in excess of those limits shall be permitted upon compensation for all excess hours worked at not less than one and one-half (1.5) times the basic rate of pay, as provided in Labor Code section 1815. The Contractor shall forfeit, as a penalty to OC San, twenty-five dollars ($25) per worker per calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of Labor Code sections 1810 through 1815. 6.8 Contractor and its subcontractors shall comply with Labor Code sections 1777.5, 1777.6, and 1777.7 concerning the employment of apprentices by Contractor or any subcontractor. Services Contract 5 of 11 Specification No. S-2024-612BD Revision 081823 6.9 Contractor shall include, at a minimum, a copy of the following provisions in any contract it enters into with any subcontractor: Labor Code sections 1771, 1771.1, 1775, 1776, 1777.5, 1810, 1813, 1815, 1860, and 1861. 6.10 Pursuant to Labor Code sections 1860 and 3700, the Contractor and its subcontractors will be required to secure the payment of compensation to employees. Pursuant to Labor Code section 1861, Contractor, by accepting this contract, certifies that: “I am aware of the provisions of section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.” Contractor shall ensure that all its contracts with its subcontractors provide the provision above. 6.11 Contractor shall comply with the provisions specified in the General Conditions section entitled LAWS TO BE OBSERVED. 7. Damage to OC San’s Property. Any of OC San’s property damaged by Contractor, any subcontractor, or by the personnel of either will be subject to repair or replacement by Contractor at no cost to OC San and consistent with the General Conditions, including the section entitled PRESERVATION OF PROPERTY. 8. 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. 9. Audit Rights. Contractor agrees that, during the term of this Contract and for a period of three (3) years after its expiration or termination, OC San 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. 10. Contractor Safety Standards and Human Resources Policies. OC San requires Contractor and its subcontractor(s) to follow and ensure their employees follow all Federal, State, and local regulations as well as the Contractor Safety Standards while working at OC San locations. If, during the course of the Contract, it is discovered that the Contractor Safety Standards do not comply with Federal, State, or local regulations, the Contractor is required to follow the most stringent regulatory requirement at no additional cost to OC San. Contractor, its subcontractors, and all of their employees shall adhere to the safety requirements in Exhibit “A,” all applicable Contractor Safety Standards in Exhibit “D,” and the Human Resources Policies in Exhibit “E.” 11. Insurance. Contractor and all its subcontractors shall purchase and maintain, throughout the term of this Contract and any periods of warranty or extensions, insurance in amounts equal to the requirements set forth in the signed Exhibit “C” – Determined Insurance Requirement Form. Contractor shall not commence work under this Contract until all required insurance is obtained in a form acceptable to OC San, nor shall Contractor allow any subcontractor to commence service pursuant to a subcontract until all insurance Services Contract 6 of 11 Specification No. S-2024-612BD Revision 081823 required of the subcontractor has been obtained. Failure to obtain and maintain the required insurance coverage shall result in termination of this Contract. 12. Bonds. Prior to entering into the Contract, Contractor shall furnish bonds (attached hereto in Exhibit “G”), consistent with the requirements specified in the General Conditions, and which shall be approved by OC San’s General Counsel. The bonds shall be 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 OC San. Bonds must be issued by a California admitted surety and must be maintained throughout the life of the Contract and during the warranty period. 13. Indemnification and Hold Harmless Provision. Contractor shall assume all responsibility for damages to property and/or injuries to persons, including accidental death, which may arise out of or may be caused by Contractor’s equipment and/or 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 OC San, Contractor shall indemnify, protect, defend, and hold harmless OC San, 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 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 OC San, and with well qualified, adequately insured, and experienced legal counsel acceptable to OC San. This section shall survive the expiration or early termination of the Contract. 14. Independent Contractor. The relationship between the Parties hereto is that of an independent contractor and nothing herein shall be deemed to make Contractor an OC San 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 OC San’s officers, employees, or agents. Contractor and its officers, employees, and agents shall obtain no rights to any benefits which accrue to OC San’s employees. 15. Subcontracting and Assignment. Any subcontracting or assignment shall be governed by the provisions of the General Conditions including the sections entitled SUBCONTRACTING and ASSIGNMENT. Services Contract 7 of 11 Specification No. S-2024-612BD Revision 081823 16. Disclosure. Contractor agrees not to disclose, to any third party, data or information generated from this Contract without the prior written consent from OC San. 17. Non-Liability of OC San Officers and Employees. No officer or employee of OC San shall be personally liable to Contractor, or any successor-in-interest, in the event of any default or breach by OC San, or for any amount which may become due to Contractor or to its successor, or for breach of any obligation under the terms of this Contract. 18. Third-Party Rights. Nothing in this Contract shall be construed to give any rights or benefits to anyone other than OC San and Contractor. 19. 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 OC San harmless from any and all damages and liabilities assessed against OC San as a result of Contractor’s noncompliance therewith. Any provision required by law to be included herein shall be deemed included as a part of this Contract whether or not specifically included or referenced. 20. Licenses, Permits, Ordinances, and Regulations. Contractor represents and warrants to OC San that it has obtained all licenses, permits, qualifications, and approvals of whatever nature that are legally required to provide the Services. 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 this Contract will be paid by Contractor. 21. Regulatory Requirements. Contractor shall perform all work under this Contract consistent with the General Conditions, including the section entitled STORMWATER REQUIREMENTS, and 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 Water Codes Division 2. 22. 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. 23. South Coast Air Quality Management District’s Requirements. It is Contractor’s responsibility to ensure 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 SCAQMD. 24. Warranties. Contractor shall provide the warranties required in the Scope of Work and in the General Conditions, including the section entitled WARRANTY (CONTRACTOR’S GUARANTEE). 25. Dispute Resolution. Any disputes between the Parties shall be resolved as specified in the General Conditions, including the section entitled DISPUTES. 26. 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 Services Contract 8 of 11 Specification No. S-2024-612BD Revision 081823 allowance for extensions of time made in accordance with the Contract, if any, OC San 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 OC San liquidated damages (Liquidated Damages) as specified in the General Conditions, under the section entitled TIME OF COMPLETION AND LIQUIDATED DAMAGES, in the amount corresponding to the milestone as indicated in the Liquidated Damages Schedule below, as Liquidated Damages, and not as a penalty, for each and every calendar day during which the achievement of the milestone is delayed. Contractor agrees to pay such Liquidated Damages and further agrees that OC San 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 OC San upon demand. Liquidated Damages due to delays in achieving a milestone will not be credited toward Liquidated Damages due to delays in achieving subsequent milestones or Final Completion of the Work. If this provision is found for any reason to be void, invalid, or otherwise inoperative so as to disentitle OC San from claiming Liquidated Damages, OC San 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. 26.1 Liquidated Damages Schedule Contractor shall commence performance of the Work upon the date specified in the Notice to Proceed issued to the Contractor hereunder and shall furnish sufficient forces, facilities and construction, and shall work such hours, including extra shifts and overtime operations, so as to prosecute the Work to completion including all the milestones, according to the Project Schedule as required in Exhibit “A,” and to accomplish each milestone within the periods of performance set forth in the following table: Milestone Description of Milestone Period of Performance Liquidated Damages No. 1 Substantial Completion 48 weeks from the effective date of Notice to Proceed $800 per calendar day No. 2 Final Completion 52 weeks from the effective date of Notice to Proceed $400 per calendar day 27. Remedies. In addition to other remedies available in law or equity, if the Contractor fails to perform the Services or repudiates its obligations under this Contract, or if OC San rejects the goods or Services or revokes acceptance of the Services, OC San may (a) cancel the Contract; (b) recover whatever amount of the purchase price OC San has paid, and/or (c) “cover” by purchasing, or contracting to purchase, substitute equipment and services for those due from Contractor. In the event OC San elects to “cover” as described in (c), OC San shall be entitled to recover from Contractor as damages the difference between the cost of the substitute equipment and services and the Contract price, together with any incidental or consequential damages. 28. Force Majeure. 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 Services Contract 9 of 11 Specification No. S-2024-612BD Revision 081823 the affected 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 of the Parties. 29. Termination. 29.1 OC San 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 OC San. Upon receipt of a termination notice, Contractor shall immediately discontinue all work under this Contract (unless the notice directs otherwise). OC San shall thereafter, within thirty (30) days, pay Contractor for work performed (cost and fee) through 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 OC San from any further fee, cost, or claim hereunder by Contractor other than for work performed through the date of termination. 29.2 OC San reserves the right to terminate this Contract immediately upon OC San’s determination that Contractor is not complying with the Scope of Work requirements, if the level of service is inadequate, or for any other default of this Contract. 29.3 OC San may also immediately terminate this Contract for default, 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 the total amount of compensation exceeds the amount authorized under this Contract. 29.4 All OC San’s property in the possession or control of Contractor shall be returned by Contractor to OC San on demand or at the expiration or early termination of this Contract, whichever occurs first. 30. Attorney’s Fees. 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 Contract, the prevailing party shall be entitled to reasonable attorney’s fees, costs, and necessary disbursements in addition to any other relief to which the prevailing party may be entitled and as specified in the General Conditions, including in the section entitled CLAIMS. 31. Waiver. The waiver by 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 OC San does not object shall not operate as a waiver of OC San’s rights to seek remedies available to it for any subsequent breach. 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. Services Contract 10 of 11 Specification No. S-2024-612BD Revision 081823 33. Survival. The provisions of this Contract dealing with payment, warranty, indemnity, and forum for enforcement shall survive expiration or early termination of this Contract. 34. 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. 35. Notices. 35.1 All notices under this Contract must be in writing. Written notice shall be delivered by personal service, by electronic telecommunication, 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: OC San: Donald Herrera Senior Buyer Orange County Sanitation District 18480 Bandilier Circle Fountain Valley, CA 92708 dherrera@ocsan.gov Contractor: Telvis Artis President Vicon Enterprise, Inc. 11642 Knott Street, Suite E-20 Garden Grove, CA 92841 tartis@vicon.io 35.2 Each party shall provide the other party written notice of any change in address as soon as practicable. 36. Read and Understood. By signing this Contract, Contractor represents that it has read and understood the terms and conditions of the Contract. 37. Authority to Execute. The persons executing this Contract on behalf of the Parties warrant that they are duly authorized to execute this Contract and that by executing this Contract, the Parties are formally bound. 38. Entire Agreement. This Contract constitutes the entire agreement of the Parties and supersedes all prior written or oral communications and all contemporaneous oral agreements, understandings, and negotiations between the Parties with respect to the subject matter hereof. Services Contract 11 of 11 Specification No. S-2024-612BD Revision 081823 IN WITNESS WHEREOF, intending to be legally bound, the Parties hereto have caused this Contract to be signed by their duly authorized representatives. ORANGE COUNTY SANITATION DISTRICT Dated: _________________ By: Ryan P. Gallagher Chair, Board of Directors Dated: _________________ By: Kelly A. Lore Clerk of the Board Dated: _________________ By: Kevin Work Purchasing & Contracts Manager VICON ENTERPRISE, INC. Dated: _________________ By: Print Name and Title of Officer LL EXHIBIT A Page 1 of 7 Specification No. S-2024-612BD EXHIBIT A SCOPE OF WORK Primary Clarifiers F and G Rotating Mechanism Rehabilitation at Plant No. 2 (FE23-09) 1. BACKGROUND The Orange County Sanitation District’s (OC SAN or Sanitation District) Plant 2 Primary Clarifier F and Primary Clarifier G (PC-F and PC-G) were originally constructed under project P2-5 in 1962. Due to age and corrosion, some of the internal mechanisms structural members have failed or are in a condition near failure. The purpose of this project is to provide short term repairs and coatings to rehabilitate the mechanisms and place them in operation until the permanent facility to replace the clarifiers is completed in 2027 under project P2-98A. 2. SCOPE OVERVIEW This project includes in-place repairs, rehabilitation, and replacement of clarifier mechanism parts including but not limited to feed well column piping repairs; center cage structure; feed well trusses replacement, rake arms, scum arms, and various welded and bolted connections. Corrosion repairs and coating of the entire clarifier mechanisms, space humidification, and other incidentals necessary to complete all tasks and items of work described within the Contract Documents to place into operation PC-F and PC-G, as more specifically described below. The scope of work includes surface blasting of mechanism steel, joint inspection, and documentation of repairs with OC SAN, balancing and re-commissioning of PC-F and PC-G. 3. CONTRACTOR RESPONSIBILITY 3.1 GENERAL 3.1.1 All Work shall be performed, and all components and materials shall be provided by the Contractor in accordance with this Scope of Work (SOW), Appendix 1 Specifications and Appendix 2 Drawings. Contractor shall provide all labor, elements, accessories, and appurtenances for a complete and fully operating system. 3.1.2 The Contractor shall be responsible for the removal and disposal of all debris and demolished items from Plant 2 associated with this SOW. 3.1.3 The Contractor shall furnish services and other items of expense that may be necessary and required to perform all activities described herein, including project management, field supervision, home office support, labor, permanent materials, construction equipment and tools, consumable supplies, transportation, testing, safety equipment and personnel protection equipment, temporary and support facilities, bonds, and insurance. 3.1.4 Contractor shall obtain written permission from OC SAN prior to starting physical work at the Project location. 3.1.5 Contractor shall bring all discrepancies between the SOW, Drawings, Field Conditions, and Reference Drawings to the attention of OC SAN for resolution, immediately upon discovery. No extra work shall proceed without prior written authorization of the ENGINEER. 3.1.6 OC SAN may assign inspectors and other staff to witness Contractor’s activities, including, but not limited to; installation, all readings taken, and all tests EXHIBIT A Page 2 of 7 Specification No. S-2024-612BD performed by Contractor. The presence or lack of presence of OC SAN or OC SAN’s representative does not relieve the Contractor from the requirements to perform all testing, all quality control and quality assurance, and other tasks required for the work. 3.1.7 OC SAN has not sampled components of Clarifier F and Clarifier G and is not aware of any surface asbestos or lead. If the Contractor encounters any suspected hazardous waste or substances in the course of the work, Contractor shall notify OC SAN immediately. 3.1.8 The Contractor shall be solely responsible for protecting Clarifier F and Clarifier G components to remaining adjacent tanks and pipes. The Contractor shall coordinate all Work to avoid any interference with normal operations of plant equipment and processes. Contractor shall always maintain access for OC SAN Operations and Maintenance staff. 3.2 PROJECT ELEMENTS Project elements include but not limited to: • Mobilization • Coordination with OC SAN • Support/Protect Drive Equipment and Rake Arms • Isolation, Dewatering and Cleaning • Sandblasting and Brush blasting • Pre-repair Inspection and Documentation of Repairs • Replacement of Bolted Joints • Replacement of Trusses • Steel Repairs and Replacement • Belzona Application to Corroded Areas • Coating of Steel • Miscellaneous Repairs and Other Items • Balancing Testing and Commissioning • Demobilization 3.3 SUBMITTALS Provide the following submittals at minimum: A. Work Plan and Quality Plan B. Construction Schedule C. Submittals Required per Plans and Specifications Contractor shall provide product data sheets and other submittals and procedures for review and approval by OC SAN for all materials, components, and parts prior to procurement. Contractor shall group submittals in sets to maximize efficiency. Provide submittals in digital, PDF format that is high resolution (1200 dpi or higher). Ensure all non-applicable data and optional functions that are not being provided are deleted or clearly crossed out. Provide submittals to OC SAN for review. OC SAN will return submittals to the Contractor within twenty working days. Contractor shall revise submittals as directed and resubmit as necessary. EXHIBIT A Page 3 of 7 Specification No. S-2024-612BD 3.4 WARRANTIES 3.5.1 The Contractor shall warrant that the work performed will be free of defects in materials and workmanship for a period of one (1) year from the date of Final Acceptance by OC SAN and in accordance with Exhibit “F” General Conditions, GC-21 WARRANTY (CONTRACTOR’S GUARANTEE). All warranty periods shall begin after satisfactory completion and testing. 3.5.2 The Contractor shall provide warranties in writing to OC SAN after completion of installation and testing. 3.5.3 The Contractor’s warranty shall include removal, installation, and shipping costs of any replacement parts and for correcting any other defective work at no cost to OC SAN. 3.5 DEMOLITION AND EQUIPMENT REMOVAL All demolished material shall be disposed of by the Contractor off-site in a safe and legal manner. Refer to Drawings in Appendix 2 for demolition work. 3.6 SEQUENCE OF WORK AND EQUIPMENT INSTALLATION The general sequence of work is provided below: • Begin work at clarifier PC-G • Coordinate with OC SAN for isolation of energy sources. • Isolate flow, dewater and cleaning of each clarifier. • Provide humidifiers and sand sandblast clarifier mechanism. • Provide temporary supports if necessary. • Conduct pre-repair inspection and quantification of repairs with OC SAN ENGINEER. • Perform demolition. • Conduct all steel repairs. • Replace trusses. • Perform surface preparation and apply protective coating. • Test, balance, and commission each clarifier into service • Review and verify Drawings and Specifications for additional details. 3.7 PERMITS/LICENSE For the duration of the Work the Contractor and all subcontractors must maintain the appropriate licenses, registrations, and certifications required by existing law to perform the Work within the scope of the Contractor including, without limitation as required herein and in the Drawings and Specifications: • Contractor Class A License (CONTRACTOR) • California State License C-33 (Paintings and Coatings) • SSPC QC1 and SSPC QC2 certified as-needed by the specifications • Emergency escape breathing apparatus (EEBA) certified as required by the specifications • Welders Certifications as required by the specifications • Confined Space Training Certification- the Primary Clarifiers are categorized as a permitted confined space and must provide supporting documentation for training EXHIBIT A Page 4 of 7 Specification No. S-2024-612BD certification and meet requirements as described in the front-end documents and OSHA requirements 3.8 DELIVERABLES/AS BUILT DRAWINGS/MANUFACTURER’S DOCUMENTATION • Record Drawings/As Built Drawings 3.9 QUALITY ASSURANCE AND QUALITY CONTROL The Contractor shall perform all Work in accordance with approved written Quality Control Plan. The Quality Control Plan shall include a description of the Contractor’s procedures for calibrating test equipment, establishing work procedures, maintaining compliance to work procedures, monitoring quality of work, and training of staff. The Contractor’s procedures for taking and recording data, organization and retention of records, and transmittal to OC SAN for review and acceptance shall be included. The Contractor shall submit their Quality Control Plan to OC SAN for approval before the Work begins. 4. RESOURCES AVAILABLE 4.1.1 Laydown and Staging Area: OC SAN will provide limited space at Plant No. 2 for a laydown and staging area as indicated on the Drawings provided in Appendix 2 4.1.2 Temporary Utilities: OC SAN will provide Contractor with power and water for Contractor’s construction operations. Power will be available by connecting to existing source within 300 ft and limited to 100 amps. Non-potable water will be available from location as directed by OC SAN and limited to 25 GPM. Any power or water needed beyond limits of connections provided by OC SAN are Contractor’s responsibility. 4.1.3 Use of Restroom Facilities is not allowed. Contractor shall furnish portable facilities. 5. PROJECT SCHEDULE 5.1.1 Contractor shall provide Project construction schedule within 14 days of the Notice to Proceed (NTP) and provide monthly updates of the Project schedule. Project schedules shall be prepared using schedule software (P6 or MS Project) and shall be a detailed Critical Path Method (CPM) schedule. The purpose of the Project schedule is to; ensure adequate planning and timely execution of the Work by the Contractor, facilitate coordination and interfacing of the Contractor’s work with OC SAN (as needed), and establish a schedule to which subsequent periodic schedule updates will be compared to determine overall progress and performance toward satisfactory completion of the Work. 2.1.2 The schedule shall be detailed and show critical path activities, duration of tasks, predecessors, and successors, and start and finish dates. In addition to the milestone dates listed below the schedule shall include at a minimum the following tasks: mobilization, procurement and delivery, detailed rehabilitating activities for each clarifier, tasks involving existing plant systems including interruptions, shutdowns, and log out tag out (LOTO), and testing and commissioning. The Work activities comprising the Project schedule shall be of sufficient detail to assure adequate planning and execution of the Work such that, in the judgment of OC SAN, it provides an appropriate basis for predicting, monitoring, evaluating, and recording the progress of the Work. EXHIBIT A Page 5 of 7 Specification No. S-2024-612BD Milestones/Timeline Deadline Notice to Proceed (NTP) 0 weeks from NTP Kick-Off Meeting 2 weeks from NTP Submittal of CPM Schedule 2 weeks from NTP All Submittals 14 weeks from NTP Completion of Clarifier G 36 weeks from NTP Completion of Clarifier F (Substantial Completion) 48 weeks from NTP Final Completion 4 weeks from Substantial Completion Total Contract Duration 52 weeks from NTP 5.1.3 Pre-repair inspection by OC SAN and ENGINEER: Schedule shall include activities for a joint inspection with the Contractor following each clarifier mechanism sandblasting for the purpose of inspecting, identifying, and quantifying the areas of repairs and types of repairs required for each clarifier. The Contractor shall provide a 2-week notice to OC SAN to schedule their personnel and shall allow 2 days of inspection and identification/ quantification of repairs on the CPM schedule for each clarifier. 5.1.4 Provide a written narrative of the work plan for the Project that includes all phases of the Work, all milestones shown on the construction schedule, all deliveries, all shutdowns, all field assessments, with detailed description of Work tasks. 6. PROJECT MANAGEMENT Contractor shall provide an experienced project manager (Contractor PM). The Contractor PM assigned to the project shall be on a full-time basis during execution of the Work and shall have the authority to act on behalf of Contractor, including executing the orders or directions of OC SAN without delay. All communication shall go from Contractor PM to the OC SAN PM or OC SAN designated representative. All workdays must be approved by OC SAN prior to construction. 6.1 Project Supervision At all times during the progress of the Work, Contractor shall have assigned a resident- superintendent (Superintendent) who shall be on site during all Work. The Superintendent shall only be replaced with written approval by OC SAN. This Superintendent and/or Contractor PM shall have full authority to promptly supply products, tools, plant equipment, and labor as may be required to diligently prosecute the Work. All communications given to or received from the Superintendent and/or the Contractor PM shall be binding on Contractor. 6.2 Project Kick-Off Meeting Within two (2) weeks of NTP, Contractor shall conduct a meeting with OC SAN PM (or OC SAN designated representative), manufacturers, vendors, and Subcontractors as needed for the meeting agenda to establish appropriate contacts and review the Contractor’s plan to implement this Work. All notes and any decision items shall be captured by the Contractor and reported in electronic format. OC SAN will provide the meeting space. EXHIBIT A Page 6 of 7 Specification No. S-2024-612BD 6.3 Progress Meetings Contractor shall conduct bi-weekly progress meetings until the completion of the Project. Attendees include Contractor, OC SAN (or OC SAN designated representative), manufacturers, vendors, and sub-contractors as needed for the meeting agenda. The Contractor’s PM shall attend every meeting. The formal agenda shall be submitted with the previous meeting notes at least one (1) week prior to each meeting. The Contractor shall provide his updated work schedule, appraise OC SAN of its progress, procurement, submittal, or other issues affecting project progress. All notes and decision items shall be captured by the Contractor and reported in electronic format. OC SAN will provide meeting space. Additional meetings may be required for the progress of the Work. 6.4 PMWEB The Project shall utilize PMWeb as the Project Control Management System (PCMS) for Project communication, submittal generation and tracking, change management, and progress invoicing, construction issue / RFI tracking, automation of key processes, and the overall management of the Contract. The PCMS is a cloud-based solution used to facilitate the electronic exchange of information. The PCMS runs inside most internet browsers. OC SAN will provide Contractor with user account and web address and up to five (5) PCMS licenses. Internet access is required to use the PCMS. The Contractor is responsible for its own connectivity to the Internet. OC SAN will provide a one-time training session of up to two (2) hours to train up to five (5) of the Contractor’s designated staff on general system requirements, procedures, and methods. 7. OC SAN STAFFING The OC SAN PM will be the assigned point of contact for Contractor on this Project. Any meetings and/or correspondence related to this Project shall be and approved by the designated single point of contract. 8. WORK RESTRICTIONS • Workdays and Work hours: Monday to Thursday, 7am – 4pm • Prior to commissioning of Primary Clarifier F, successful rehabilitation and commissioning of Primary Clarifier G shall be completed and approved by OC SAN. 9. REFERENCE DOCUMENTS Some of the listed reference documents are provided with this SOW in Appendix 3 – Reference Documents. 10. APPENDICES The following appendices are part of this Scope of Work. Appendix 1 – Specifications 01155 Measurement and Payment 01800 Balancing, Testing, and Commissioning 05120 Structural Steel 09800 Protective Coating Appendix 2 – Drawings Appendix 3 – Reference Documents EXHIBIT A Page 7 of 7 Specification No. S-2024-612BD Appendix 4 – Safety and Health Requirements 8/27/2024 1 Primary Clarifiers F & G Rotating Mechanism Rehabilitation at Plant No. 2, Project No. FE23-09, Specification No. S-2024-612BD Presented by: Brian Waite, Engineering Supervisor Operations Committee September 4, 2024 Services Contract Approval v Orange CountySanitation District70thAnniversary 2 A-side Primary Clarifiers (Non-reclaimable train) Digesters Primary Clarifiers Aeration Basins D E F G 1 2 8/27/2024 2 v Orange CountySanitation District70thAnniversary •Clarifier F is not operational and Clarifier G was taken offline due to current condition •Plant No. 2 does not have any redundancy for the A-side Primary Clarifiers at this time 3 v Orange CountySanitation District70thAnniversary •Remove unsound corroded metal by blasting both Clarifiers F & G •Replace mechanism pieces with metal loss •Recoat entire mechanism including center column 4 3 4 8/27/2024 3 v Orange CountySanitation District70thAnniversary Difference between engineer’s estimate and lowest bidder is $555,850. •Primary differences include: •Coating ~$570,000 (underestimated labor and materials) •Labor Rate ~$100,000 (used FY 23/24 rates vs 24/25 rates) 5 $2,594,150Engineer’s Estimate AmountBidder $3,150,000Vicon Enterprise Inc. $4,110,700J.R. Filanc Construction Co. Inc. Orange CountySanitation District70thAnniversary Recommend to the Board of Directors to: A. Approve a Services Contract to Vicon Enterprise, Inc. for Primary Clarifiers F andG Rotating Mechanism Rehabilitation at Plant No. 2, Project No. FE23-09,Specification No. S-2024-612BD, for a total amount not to exceed $3,150,000;and B. Approve a contingency of $472,500 (15%). 6 5 6 8/27/2024 4 1954 - 2024 Orange County Sanitation District 70th Anniversary Questions? 7 ADMINISTRATION COMMITTEE Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3850 Agenda Date:9/25/2024 Agenda Item No:14. FROM:Robert Thompson, General Manager Originator: Wally Ritchie, Director of Finance SUBJECT: UPGRADE AND MIGRATION OF TIMECARD SOFTWARE (WORKFORCE) GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: A. Approve a Workforce Software SaaS and Professional Services Agreement to WorkForce Software, LLC for the Migration and Upgrade of the WorkForce software, for a five year term commencing October 1, 2024 and ending September 30, 2029, for a total amount not to exceed $628,015; and B. Approve a contingency in the amount of $62,802 (10%). BACKGROUND WorkForce is a time and attendance application used by all Orange County Sanitation District (OC San)employees.The software was installed in 2006 and has gone through several upgrades.The system provides employees with direct access to their online timesheets and the ability to request time off.The system also reduces payroll errors and improves accuracy,provides attendance tracking,and compliance with labor laws such as the Family and Medical Leave Act.OC San’s current version of the software is near the end of its product life cycle. To properly maintain support and compliance,OC San must upgrade to the latest version.The new version will provide OC San with the following: ·Support the latest browser and database systems for enhanced security ·Migrate to the Cloud eliminating on premise upgrades which will be included with the annual subscription ·Enhance schedules, tracking, and bank balances ·Report enhancements and modifications ·Enable Application Program Interface tools to integrate with other systems (work order management, financials, etc.) Orange County Sanitation District Printed on 9/17/2024Page 1 of 3 powered by Legistar™ File #:2024-3850 Agenda Date:9/25/2024 Agenda Item No:14. The costs to migrate and upgrade are listed below: $ 25,000 Cloud Migration $ 25,000 Cloud Upgrade $186,000 Modifications, Updates, Enhancements $392,015 5-year SaaS Agreement $628,015 Total Cost RELEVANT STANDARDS ·Maintain a culture of improving efficiency to reduce the cost to provide the current service level or standard ·Comply with Resolution No. OCSD 23-09; Policy Section 3.0 - Attendance & Leave Time PROBLEM WorkForce Software,LLC will no longer provide on premise installations of Workforce.Additionally, support of OC San’s current software version expired on December 31,2023;extended support is available for an additional year at a prorated cost. PROPOSED SOLUTION Migrate to the WorkForce Cloud platform and upgrade to the latest version of the software to maintain continued support and software enhancements from WorkForce Software, LLC. TIMING CONCERNS The agreement must be signed prior to October to prevent OC San from utilizing extended support at a significant additional cost.WorkForce Software,LLC has indicated that OC San will no longer receive short-term renewals. RAMIFICATIONS OF NOT TAKING ACTION Not upgrading the software will cause OC San to lose support and software enhancements from WorkForce Software,LLC,putting OC San at risk with labor law compliance.Additionally,OC San will not be able to receive software support and required updates from IBM. PRIOR COMMITTEE/BOARD ACTIONS November 2018 -Authorized a Purchase Order Contract to WorkForce Software for the upgrade of WorkForce,for a total amount not to exceed $119,475;and approved a contingency of $23,895 (20%). December 2016 - Approved Workforce-Time Entry as a pre-approved sole source service provider. November 2005 -Authorized the General Manager to finalize negotiations and subsequently award a Orange County Sanitation District Printed on 9/17/2024Page 2 of 3 powered by Legistar™ File #:2024-3850 Agenda Date:9/25/2024 Agenda Item No:14. November 2005 -Authorized the General Manager to finalize negotiations and subsequently award a contract to WorkForce Software for Time Entry,Specification No.CS-2005-216BD,for technical consulting,implementation support and software purchase in the amount of $146,625,and a contingency of $28,375, for a total amount not to exceed $175,000. ADDITIONAL INFORMATION N/A CEQA N/A FINANCIAL CONSIDERATIONS This request complies with the authority levels of OC San’s Purchasing Ordinance.This item has been budgeted (Budget FY 2024-25 and 2025-26,Section 8,Page 10,Information Technology Capital Program) and the budget is sufficient for the recommended action. ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·Workforce Software SaaS and Professional Services Agreement Orange County Sanitation District Printed on 9/17/2024Page 3 of 3 powered by Legistar™ WorkForce Software, LLC SA-202404 WORKFORCE SOFTWARE SAAS AND PROFESSIONAL SERVICES AGREEMENT This WorkForce Software SaaS and Professional Services Agreement (the “Agreement”) is entered into between WorkForce Software, LLC, 38705 Seven Mile Road, Suite 300, Livonia, Michigan 48152 (“WFS”) and the following customer (“Customer”): Customer Name: Orange County Sanitation District Address: 18480 Bandilier Cir. Fountain Valley, CA 92708-7018 1. Definitions 1.1. “Affiliate” means a legal entity separate from and which controls, is controlled by, or is under common control with, a Party. For purposes of this Section 1.1, the term “control” shall mean ownership of a beneficial controlling interest. 1.2. “Confidential Information” shall mean, with regard to Customer, Customer Data, with regard to WFS, WFS IP, the pricing and terms of this Agreement, benchmarks, statistics or information on the capabilities of the SaaS Service, financial information, business plans, technology, marketing or sales plans that are disclosed to a Party and any other information that is disclosed pursuant to this Agreement and reasonably should have been understood by the receiving Party to be proprietary and confidential to the disclosing Party because of (a) legends or other markings; (b) the circumstances of disclosure; or (c) the nature of the information itself. Notwithstanding the foregoing, “Confidential Information” shall not include any information which (i) is or becomes generally available to the public other than as a result of the improper action of the recipient; (ii) is rightfully known from a source independent of any restrictions imposed by the disclosing Party or becomes rightfully known to the recipient from such a source; (iii) has been independently developed by the recipient, provided such independent development can be substantiated by documentary evidence; or (iv) is generally furnished to others by the disclosing Party without restrictions on the receiving Party's right to disclose. 1.3. “Customer Data” shall mean any content, materials, data, and information provided by the Customer to WFS in the course of using the SaaS Service. 1.4. “Deliverables” means those materials produced or provided to Customer by WFS as identified in a SOW. 1.5. “Documentation” shall mean all written or electronic materials provided to Customer by WFS for facilitating use of the SaaS Service, as applicable, but does not include advertising or similar promotional materials. 1.6. “DPA” means the WFS Data Processing Agreement found at https://workforcesoftware.com/data- processing-agreement/ (the “DPA"), as may be updated from time to time. 1.7. “Effective Date” is the date of the last signature to this Agreement. WorkForce Software SaaS and Professional Services Agreement WorkForce Software, LLC SA-202404 1.8. “e-Learning Courseware” shall mean video or online training content and related materials which may be provided to Customer by WFS under a separate Schedule to this Agreement. 1.9. “Force Majeure” shall mean any event outside of the control of a Party, such as, but not limited to, a natural disaster, fire, extended power, electrical, or Network outage, labor dispute, strike, lockout, denial of service or other malicious attack, telecommunications failure or degradation, pandemic, epidemic, public health emergency, governmental order or act (including government-imposed travel restrictions and quarantines), material change in law, war, terrorism, riot, or other act of God which renders the SaaS Service temporarily unavailable or affects or prevents performance under this Agreement. 1.10. “Intellectual Property Rights” shall mean any and all copyrights, rights in inventions, patents, know- how, trade secrets and trade names, service marks, design rights, rights in get-up, database rights and rights in data, utility models, domain names and all similar rights and, in each case, including: any other intellectual property rights or portion thereof whether registered or not, any applications to protect or register such rights, all renewals and extensions of such rights or applications, whether vested, contingent or future, and wherever existing. 1.11. “Network” means the internet, phone network, cell phone network, and other transmission methods by which the SaaS Service is delivered. 1.12. “Party” or “Parties” shall mean WFS or Customer individually or collectively. 1.13. “Personal Data” shall have the meaning set forth in the DPA. 1.14. “Production Environment” means an environment provided in the SaaS Service which Customer uses for live processing. 1.15. “Professional Services” means all professional services work performed by WFS for Customer pursuant to an applicable SOW. 1.16. “Related Systems” shall mean Customer owned or operated computers, web-browsers, operating systems, firewalls, e-mail servers, LDAP servers, portals, Networks, third party software, internet connection, and any other hardware or software that connects to the SaaS Service or affects the SaaS Service, whether or not provided by or configured by WFS. 1.17. “SaaS Service(s)” means the WFS software-as-a-service platform, together with updates and upgrades thereto, and related services including maintenance and Support Services, to which Customer is provided use and access rights in accordance with this Agreement and the applicable Schedule. 1.18. “Schedule” means one or more written orders setting forth the SaaS Services and Third-Party Services, if any, to be delivered to the Customer, which is signed by both WFS and the Customer and references this Agreement. 1.19. “Service Level and Support Plan” shall mean the descriptions of the SLA and Support Services set forth at https://workforcesoftware.com/service-level-and-support-plan/, as may be updated from time to time. 1.20. “SLA” means the service levels specified in the Service Level and Support Plan. 1.21. “Statement of Work” or “SOW” means one or more written orders setting forth the Professional Services and Deliverables to be provided by WFS to Customer, which is signed by both WFS and Customer and references the Agreement. WorkForce Software SaaS and Professional Services Agreement WorkForce Software, LLC SA-202404 1.22. “Support Services” shall mean the support services specified in the applicable Schedule(s), as described in the Service Level and Support Plan. 1.23. “Third-Party Services” shall mean ancillary services provided by third parties which, if ordered by Customer, will be set forth on an applicable Schedule. 1.24. “Third-Party Services Terms” shall mean those terms and conditions governing Customer’s use of and access to Third-Party Services, as set forth at https://workforcesoftware.com/third-party-services- terms/, as may be updated from time to time. 1.25. “Training Materials” shall mean the instructor guide(s), student guide(s), job aids and/or tutorials developed by WFS for one or more WFS products. 1.26. “WFS IP” shall mean, collectively, the Training Materials, Deliverables, e-Learning Courseware, SaaS Service, Documentation and any other WFS Intellectual Property Rights. 2.Services Delivered 2.1. WFS shall provide the Professional Services, and associated Deliverables, as set forth in each Statement of Work. 2.2. Subject to the terms and conditions of this Agreement, WFS hereby grants Customer a limited, non- exclusive, non-transferable right to access and use the SaaS Service as specified in the applicable Schedule(s), solely for Customer’s internal business purposes. Within the Production Environment, Customer may use only the applications and extensions specified in the Schedule(s), even if other applications and extensions are made available. 2.3. WFS may periodically update (“Update”) the SaaS Service, but makes no representations as to the frequency of new releases or the features, enhancements, or corrections that will be provided in the Updates. 2.4. WFS shall take commercially reasonable measures, consistent with those generally accepted in the industry, to prevent unauthorized parties from gaining (a) physical access to the data centers where the SaaS Service is hosted, and (b) electronic access to the SaaS Service or the Customer Data. WFS shall promptly notify Customer of any unauthorized access to the SaaS Service which WFS detects. 2.5. WFS shall periodically backup the Customer Data (“Backup Services”) as specified in the SLA. WFS will undertake commercially reasonable steps to begin the restoration of Customer Data from the backup as soon as WFS is notified or becomes aware of the need to restore Customer Data. WFS shall not be responsible if Customer Data is lost or corrupted in between scheduled backups or for a reason caused by the acts or omissions of Customer. Customer Data shall not be used by WFS for any other purpose except to provide the SaaS Services or Professional Services. Customer Data shall, during the term of this Agreement, be retained by WFS in accordance with its Data Retention Policy set forth at https://workforcesoftware.com/data-retention-policy/, as may be updated from time to time. 2.6. If a Force Majeure event causes the SaaS Service to become unavailable, WFS shall make commercially reasonable efforts to restore the SaaS Service at an alternate facility as soon as feasible. Until such Force Majeure event shall have passed, the SaaS Service may be provided on a reduced use basis and Customer may be required to make changes to the procedures used to access the SaaS Service. Except for a Party’s payment obligations hereunder, neither Party shall incur any liability to the other Party on account of any loss or damage resulting from any delay or failure to perform all or any part of this Agreement, where such delay or failure is caused, in whole or in part, by a Force Majeure event. If a WorkForce Software SaaS and Professional Services Agreement WorkForce Software, LLC SA-202404 Party asserts a Force Majeure event for failure to perform the Party’s obligations, then the asserting Party shall notify the other Party of the event and take commercially reasonable steps to minimize the delay or damages caused by the Force Majeure event. 2.7. WFS shall provide the Support Services specified in the Schedule. In the event of a conflict, terms of the Service Level and Support Plan supersede the terms in this Agreement. WFS may, in its sole discretion, update its Service Level and Support Plan, but such updates shall not be applicable until the subsequent Renewal Term, if any. 2.8. WFS may provide Customer and its Authorized Users (as defined below) access to certain Third-Party Services through the SaaS Service. Any usage of such Third-Party Services will be governed solely by the Third-Party Services Terms, and Customer will remain responsible for Customer’s access to and use of the Third-Party Services. 2.9. From time-to-time Customer or its Authorized Users may provide WFS with suggestions, comments, feedback, or the like with regard to the SaaS Service (collectively, “Feedback”). Customer hereby grants WFS a perpetual, irrevocable, royalty-free and fully-paid up license to use and exploit all Feedback in connection with WFS’s business purposes, including, without limitation, the testing, development, maintenance and improvement of the SaaS Service. 2.10. Notwithstanding anything to the contrary in this Agreement, if there is a Security Emergency then WFS may automatically suspend use of the SaaS Service and will make commercially reasonable efforts to narrowly tailor the suspension as needed to prevent or terminate the Security Emergency. “Security Emergency” means: (a) use of the SaaS Service that does or could disrupt the SaaS Service, other customers’ use of the SaaS Service, or the infrastructure used to provide the SaaS Service; or (b) unauthorized third-party access to the SaaS Service. 3.Customer Responsibilities 3.1. Customer shall be responsible for entering its Customer Data into the SaaS Service and Customer shall be responsible for the maintenance of the Customer Data supplied by it. Customer hereby represents and warrants to WFS that: (a) the Customer Data is free of all viruses, Trojan horses, and comparable elements which could harm the systems or software used by WFS or its subcontractors to provide the SaaS Service; (b) Customer has collected and shall maintain, during the term of this Agreement, all necessary rights, authority and licenses for the access to and use of the Customer Data; (c) Customer will handle all Customer Data in compliance with all applicable data privacy and protection laws, rules and regulations; and (d) WFS’s use of the Customer Data in accordance with this Agreement will not violate any applicable laws or regulations or cause a breach of any agreement or obligations between Customer and any third party. 3.2. Customer has sole responsibility to (a) check the accuracy of information processed using the SaaS Service; and (b) run all normal processes and procedures within the SaaS Service, such as end of period processing, imports, exports, and file transfers. Customer is responsible for any inputs to the SaaS Service, including data and business rules that are set up for Customer, and any incorrect output that results therefrom. 3.3. Customer assumes all responsibilities, obligations, and expertise with respect to: (a) the selection of the SaaS Service to meet its intended results; (b) any decision it makes based on the results produced by the SaaS Service, Deliverables, and/or Professional Services; and (c) compliance with all laws and regulations applicable to Customer. Customer understands and acknowledges that WFS is not WorkForce Software SaaS and Professional Services Agreement WorkForce Software, LLC SA-202404 engaged in rendering legal, accounting, tax, or other professional advice either as a service or through the SaaS Service, Deliverables, and/or Professional Services and it is not relying on WFS for any advice or guidance regarding laws and regulations. Customer shall review all reports, documents, or information generated by, or calculations and determinations made using, the SaaS Service, Deliverables, and/or Professional Services and satisfy itself as to the accuracy thereof. If legal, accounting, tax or other expert assistance is required, the services of a competent professional will be sought by Customer. To the extent permitted by law, Customer shall indemnify and hold WFS harmless from claims and demands of its employees or former employees arising from the use by Customer of the SaaS Service and/or Deliverables. 3.4. Customer is solely responsible for managing and configuring its Related Systems and ensuring Related Systems operate properly, including maintaining the integrity, confidentiality, and availability of any information stored thereon. The Support Services do not apply to Related Systems or problems in the SaaS Service caused by Related Systems, regardless of who provided, installed, or distributed such. Should WFS identify that the root cause of a problem in the SaaS Service is Customer modifications to the SaaS Service or behavior in Related Systems, any remediation of such problem shall be subject to the Parties' execution of a SOW therefor. 3.5. Customer shall at all times use the SaaS Services in accordance with the Acceptable Use Policy set forth at https://www.workforcesoftware.com/acceptable-use-policy/, as may be updated from time to time. Customer will not at any time, and will not permit any person (including, without limitation, Authorized Users) to, directly or indirectly: (a) use the SaaS Service in any manner beyond the scope of rights expressly granted in this Agreement; (b) modify or create derivative works of the SaaS Service or Documentation, in whole or in part; (c) reverse engineer, disassemble, decompile, decode or otherwise attempt to derive or gain improper access to any software component of the SaaS Service, in whole or in part; (d) except as expressly allowed herein or within a Schedule, frame, mirror, sell, resell, rent, or lease use of the SaaS Service to any other entity, or otherwise allow any entity to use the SaaS Service for any purpose other than for the benefit of Customer in accordance with this Agreement; (e) use the SaaS Service or Documentation in any manner or for any purpose that infringes, misappropriates, or otherwise violates any Intellectual Property Right or other right of any entity, or that violates any applicable law; (f) interfere with, or disrupt the integrity or performance of, the SaaS Service, or any data or content contained therein or transmitted thereby; (g) access or search the SaaS Service (or download any data or content contained therein or transmitted thereby) through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers or any other similar data mining tools) other than software or SaaS Service features provided by WFS for use expressly for such purposes; (h) use the SaaS Service, Documentation or any other WFS Confidential Information for benchmarking or competitive analysis with respect to competitive or related products or services, or to develop, commercialize, license or sell any product, service or technology that could, directly or indirectly, compete with the SaaS Service; or (i) perform any stress test, load test, or security test on the SaaS Service without first obtaining WFS permission and executing a separate agreement for the services required by WFS to support such tests. 3.6. Customer will, and will require all Authorized Users to, use all reasonable means to secure usernames, passwords, and Related Systems used to access the SaaS Service in accordance with customary security protocols. Customer shall change all passwords used to access the SaaS Service at regular intervals. Should Customer learn of an unauthorized third party having obtained knowledge of a WorkForce Software SaaS and Professional Services Agreement WorkForce Software, LLC SA-202404 password, Customer shall inform WFS thereof without undue delay and promptly change the password. Customer shall terminate old users in the SaaS Service. 3.7. Customer is responsible for monitoring user access to the SaaS Service. Customer shall limit access to the SaaS Service to its own employees, consultants, and other authorized users (collectively, “Authorized Users”) and shall not make the SaaS Service available to third parties or make it available on a service bureau basis. Customer shall ensure that each Authorized User complies with all applicable terms and conditions of this Agreement and Customer is responsible for acts or omissions by Authorized Users in connection with their use of the SaaS Service. 3.8. Customer will prevent unauthorized use of the SaaS Service and will terminate any unauthorized use of or access to the SaaS Service. The SaaS Service is not intended for users under the age of 13. Customer will ensure that it does not allow any person under 13 to use the SaaS Service. Customer will promptly notify WFS of any unauthorized use of or access to the SaaS Service, provided, however, that WFS shall be under no obligation to take any action in respect of Customer’s failure to prevent unauthorized access to the SaaS Service. 3.9. If an Authorized User uses the SaaS Service in a manner that (a) violates this Agreement; (b) WFS reasonably believes will cause it liability; or (c) does or could cause a Security Emergency, then WFS may request that Customer suspend service or terminate the applicable Authorized User account. If Customer fails to promptly suspend or terminate the Authorized User account, WFS may do so. 3.10. Customer acknowledges that the SaaS Services are not intended to be used by Customer or its Authorized Users in any country which requires an individual’s personal data to remain on servers located in that country or any country which is subject to comprehensive U.S. sanctions (each, a “Restricted Country”). Customer shall indemnify, defend and hold harmless WFS, its directors, officers, employees, agents, and Affiliates from and against any and all claims to the extent that any such claim is caused by or arises out of Customer’s use of the SaaS Services and/or Third-Party Services within any Restricted Country. 4.Term and Termination 4.1. The term of this Agreement starts on the Effective Date and shall terminate when all Schedules and/or SOWs terminate. 4.2. The initial term of each Schedule shall commence on the date specified therein and shall continue for the Service Term set forth therein (the “Initial Term”). Unless otherwise set forth in the applicable Schedule, Schedules automatically renew for additional one (1) year periods (each, a “Renewal Term”; and, together with the Initial Term, the “SaaS Term”) unless either Party provides a written notice of termination to the other Party at least sixty (60) days prior to the end of the Initial Term or the then- current Renewal Term, as the case may be. The per-unit pricing during any such Renewal Term shall increase by 10% per year over the base prices charged for the applicable SaaS Services in the Initial Term (if the first Renewal Term) or immediately prior Renewal Term, as the case may be. 4.3. The provisions of Sections 2.5, 2.6, 3, 4.3, 4.6, 4.7, 5, 7, 8.3, 8.4, 8.5, 8.6, 8.7, 8.11, and any payment obligations incurred by Customer prior to or upon termination shall survive termination of this Agreement. 4.4. If either Party commits a material breach of this Agreement, a Schedule, or SOW, and should such breach not be corrected within thirty (30) days after receipt of written notice of such breach from the non-breaching Party, this Agreement, or the applicable Schedule or SOW, may be terminated by the WorkForce Software SaaS and Professional Services Agreement WorkForce Software, LLC SA-202404 non-breaching Party upon written notice. Notwithstanding the foregoing, if WFS is in breach and the nature of the breach requires longer than thirty (30) days to cure, and WFS is taking commercially reasonable efforts to cure such breach at the end of the initial thirty (30) day cure period, WFS shall have a reasonable time thereafter to continue to effectuate a cure of such breach. Notwithstanding anything to the contrary herein, a Party’s material breach of a SOW or Schedule does not in and of itself constitute a breach of this Agreement or any other SOW or Schedule, and if any of the reasons for such termination apply only to a particular SOW or Schedule, such termination right shall only apply to that particular SOW or Schedule and will not apply to the Agreement as a whole. Upon Customer’s termination of an applicable Schedule for cause pursuant to this Section 4.4, WFS shall refund the portion of any fees paid under the terminated Schedule attributable to the remainder of the SaaS Term. 4.5. Either Party may terminate this Agreement, and/or any Schedule and/or SOW, upon thirty (30) days written notice in the event that the other Party (i) ceases business operations or (ii) becomes insolvent, generally stops paying its debts as they become due, or becomes the subject of an insolvency or bankruptcy proceeding. 4.6. Customer is responsible for payment for work performed prior to termination, including if applicable, payment on a time and materials basis for any Professional Services or Deliverables for which WFS has not yet been paid. Notwithstanding anything contained herein to the contrary, in the event of the termination of a fixed-fee SOW, Customer shall be billed on a time and materials basis at the then- current rates for Professional Services for unpaid work performed as of the date of termination. 4.7. Upon the effective date of termination or expiration of all Schedules, Customer’s access to the SaaS Service will be terminated. No less than thirty (30) days after the effective date of termination or expiration, WFS shall use commercially reasonable efforts to permanently and irrevocably remove, purge or overwrite all data still remaining on the servers used to host the SaaS Service, including, but not limited to, Customer Data, unless and to the extent applicable laws and regulations require further retention of such data. WFS shall have no obligation to maintain or provide any Customer Data more than thirty (30) days following the effective date of termination. 5.Proprietary Rights, Non-Disclosure 5.1. Each Party shall maintain as confidential and shall not disclose, publish, or use for purposes other than to perform its obligations under this Agreement the other Party’s Confidential Information, except that a Party may disclose the other Party’s Confidential Information to those employees, contractors, legal or financial consultants and auditors of the recipient and its Affiliates who need to know such Confidential Information in connection with the recipient’s performance of its rights and obligations under this Agreement and in the normal course of its business and who are bound by confidentiality obligations no less stringent than those contained herein. Each Party shall protect the Confidential Information of the other Party with reasonable care, but in no event less care than it would exercise to protect its own Confidential Information of a like nature, and prevent the unauthorized, negligent, or inadvertent use, disclosure, or publication thereof. Notwithstanding anything else in this Agreement, either Party may disclose Confidential Information in accordance with a judicial or governmental order, or as otherwise required by law, provided that the recipient either: (i) gives the disclosing Party reasonable notice prior to such disclosure to allow the disclosing Party a reasonable opportunity to seek a protective order or equivalent, or (ii) obtains written assurance from the applicable judicial or governmental entity that it will afford the Confidential Information the highest WorkForce Software SaaS and Professional Services Agreement WorkForce Software, LLC SA-202404 level of protection afforded under applicable law or regulation. Notwithstanding the foregoing, neither Party shall disclose any computer source code that contains Confidential Information in accordance with a judicial or other governmental order unless it complies with the requirement set forth in sub-section (i) of this Section 5.1. 5.2. Either Party may disclose the existence of this Agreement and its terms to the extent required by law, the rules of any applicable regulatory authority or the rules of a stock exchange or other trading system on which that Party's securities are listed, quoted, and/or traded. 5.3. Each Party acknowledges and agrees that a breach of the obligations in Section 5 may cause irreparable damage to the disclosing Party and therefore, in addition to all other remedies available at law or in equity, the disclosing Party shall have the right to seek equitable and injunctive relief for such breach. In the event of any litigation to enforce or construe this Section 5, the prevailing Party shall be entitled to recover, in addition to any charges fixed by the court, its costs and expenses of suit, including reasonable attorneys’ fees, costs and expenses. 5.4. WFS shall retain all rights, title, and interest (including Intellectual Property Rights) in the WFS IP. Customer shall not alter, modify, copy, edit, format, translate, share, or create derivative works of the WFS IP, except as provided herein or when approved in writing by WFS. Upon full payment of all fees and expenses due under the applicable SOW, Customer shall be granted a royalty free, perpetual, worldwide license to use Training Materials and Deliverables solely for the purpose of utilizing, and training Authorized Users on, the SaaS Service. Customer may not copy or reproduce the Training Materials or Documentation except as required for its internal training purposes for Authorized Users. 5.5. As between WFS and Customer, Customer shall own all title, rights, and interest in Customer Data. Customer grants WFS a license to use, store, copy, modify, make available and communicate the Customer Data solely in connection with the exercise of its rights and performance of its obligations under this Agreement. 5.6. Both Parties agree to comply with all applicable privacy and data protection statutes, rules, or regulations governing the respective activities of the Parties. Customer hereby consents to the use, processing, and/or disclosure of Customer Data only for the purposes described herein and to the extent such use or processing is necessary for WFS to carry out its duties and responsibilities under this Agreement or as required by law. 5.7. Each Party hereby agrees to be bound by the terms and conditions of the DPA. 6.Payments and Credits 6.1. Customer shall pay all fees specified in the Schedule(s) and/or SOW(s) to WFS or its designated representative. Unless specified otherwise in the Schedule(s): (i) fees are based on SaaS Services purchased in the Schedule(s) and Overage Fees; (ii) payment obligations for the SaaS Term specified in each Schedule are non-cancelable and fees paid are non-refundable; (iii) the quantities ordered under the Schedule cannot be decreased during the term; and (iv) all fees quoted and payments made hereunder shall be in U.S. Dollars. The Schedule(s) specify how the Customer may use the SaaS Service and how the usage of the SaaS Service will be measured. Any use of the SaaS Service in excess of the amounts specified in the Schedules shall be billed to the Customer monthly in arrears at 125% of the then-current per-unit prices for the particular SaaS Services (“Overage Fees”). Customer may increase its committed Quantity (as defined in the applicable Schedule) during the SaaS Term by executing a WorkForce Software SaaS and Professional Services Agreement WorkForce Software, LLC SA-202404 quote by and between the Parties which details the increased Quantity. Such quote shall be co- terminus with the Schedule which details the previously committed Quantity. 6.2. Customer shall reimburse WFS for reasonable travel expenses (including travel time on a time and materials basis and a per-diem fee for food and miscellaneous items at U.S. General Service Administration standard rates), express delivery, and extraordinary phone expenses, all without markup. 6.3. WFS fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and Customer shall be responsible for payment of all such taxes, levies, or duties, except for taxes on WFS net income (including FCC and related taxes and charges for phone-based systems). If Customer is tax-exempt or self-assesses its own taxes, it shall provide appropriate documentation to demonstrate such to WFS. 6.4. Customers outside of the United States shall pay all invoices via electronic transfer. All invoices submitted to Customer by WFS shall be due Net 30 days from the date of invoice. If Customer reasonably disputes an invoice, Customer must pay the undisputed amount when due and submit written notice of the disputed amount (with details of the nature of the dispute and the invoice(s) disputed) within thirty (30) days of the date of the invoice. WFS may assess interest at the rate of 1.5% per month, or the maximum allowed by law, on balances not paid when due. Customer shall pay all costs incurred in the collection of charges due and payable, including reasonable attorney fees, whether or not a suit is instituted. In the event that Customer is more than sixty (60) days past due and/or after two (2) written notifications of a past due amount, WFS reserves the right to suspend Customer’s access to the SaaS Service and/or pause performance of any Professional Services unless and until Customer makes full payment of all past due fees. 6.5. Upon written notice by Customer to WFS of its failure to satisfy the Uptime Commitment (as defined in the Service Level and Support Plan) within thirty (30) days of the end of a month, WFS shall credit Customer the fees as calculated in the SLA towards the next payment due from Customer. The credits provided to Customer shall be its sole and exclusive remedy for WFS’s failure to comply with the Uptime Commitment. 7.Warranties, Indemnifications, and Limitations of Liability 7.1. WFS shall, at its expense, indemnify, defend, and hold Customer harmless from and against any third- party claim that the SaaS Service and/or any Deliverable infringes on such third party’s Intellectual Property Rights; provided, however, that Customer (a) promptly notifies WFS of any such claim; (b) permits WFS to defend such claim with counsel of its own choice; and (c) gives WFS all information and/or assistance in the defense thereof as WFS may reasonably request. In no event shall Customer settle any such claim without the written consent of WFS. At any time after notice of an indemnifiable claim hereunder, or if WFS believes there is a basis for such a claim, WFS may, at its expense and election either: (i) procure the right for Customer to continue using the infringing items; (ii) replace the infringing items with a functionally equivalent non-infringing product; (iii) modify the infringing items so that they are non-infringing; or (iv) terminate the affected Schedule and/or Statement of Work and refund the unexpired portion of any fees paid. This Section 7.1 will not apply to, and in no event shall WFS, its employees, agents and sub-contractors be liable to the Customer for, any alleged infringement to the extent it arises or results from: (1) a modification of the SaaS Services or Deliverables by anyone other than WFS; (2) the Customer's use of the SaaS Services or Deliverables in a manner contrary to the instructions given to the Customer by WFS; (3) Customer’s breach of this Agreement, negligence, willful misconduct or fraud; (4) any Customer Data; (5) combinations of the WorkForce Software SaaS and Professional Services Agreement WorkForce Software, LLC SA-202404 SaaS Service or Deliverables with software, data or materials not provided by WFS; or (6) the Customer's use of the SaaS Services or Deliverables after notice of the alleged or actual infringement from WFS or any appropriate authority. To the extent permitted by applicable law, the provisions of this Section 7.1 constitute the entire liability of WFS and sole remedy of Customer with respect to any claims or actions based in whole or in part upon infringement or violation of an Intellectual Property Right of any third party. 7.2. WFS represents and warrants: (a) it has the right to grant the rights specified herein; and (b) the SaaS Service will not contain any viruses or Trojan horses. 7.3. THE WARRANTIES AND REMEDIES SET FORTH HEREIN ARE EXCLUSIVE AND IN LIEU OF ALL OTHERS, WHETHER ORAL OR WRITTEN, EXPRESSED OR IMPLIED. EXCEPT AS SPECIFICALLY SET FORTH IN THIS SECTION 7, WFS SPECIFICALLY DISCLAIMS, TO THE MAXIMUM EXTENT PERMITTED BY LAW ANY AND ALL IMPLIED WARRANTIES TO THE SAAS SERVICES, PROFESSIONAL SERVICES, DELIVERABLES, AND ANY OTHER MATTER WHATSOEVER. IN PARTICULAR, BUT WITHOUT LIMITATION, WFS SPECIFICALLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS OR ANY OTHER WARRANTY ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE. NO WFS AGENT, CONTRACTOR OR EMPLOYEE IS AUTHORIZED TO MAKE ANY MODIFICATION TO THIS WARRANTY, UNLESS AGREED UPON IN A WRITING AND SIGNED BY A WFS EMPLOYEE WITH ACTUAL AUTHORIZATION TO BIND WFS. WFS DOES NOT WARRANT THAT THE SAAS SERVICE, PROFESSIONAL SERVICES, SUPPORT SERVICES, DELIVERABLES, DOCUMENTATION OR ANY PORTION THEREOF WILL OPERATE UNINTERRUPTED, WILL BE ERROR FREE OR THAT WFS WILL CORRECT ALL NON-MATERIAL ERRORS. 7.4. In no event shall either Party be liable for any loss of revenue or profits, loss of goodwill, loss of opportunity, loss of use, loss of data, interruption of business or indirect, special, incidental, punitive or consequential loss, damages, or expense of any kind in connection with or arising out of this Agreement, whether alleged as a breach of contract or tortious conduct. The limitation of liability specified in this paragraph applies to the maximum extent permitted by law, regardless of the cause or circumstances giving rise to such losses, damages, or expenses, including without limitation, whether the other Party has been advised of the possibility of damages, the damages are foreseeable, or the alleged breach or default is a fundamental breach or breach of a fundamental term. 7.5. WFS’s liability hereunder shall not, to the maximum event permitted by law, in any event, exceed the fees paid by Customer in the twelve (12) month period preceding which the claim arose. Such fees shall be limited to the particular Schedule or SOW from which the liability arose. The limitations specified in this Section 7.5 shall not apply to a breach of the non-disclosure provisions of Section 5 (except with regard to Personal Data), the indemnification provisions of Sections 7.1, or to any death, bodily injury, or damage to tangible property caused solely by the negligence or willful misconduct of WFS’s staff while on-site at Customer’s locations. 8.General Provisions 8.1. Each Party may include the other Party’s name or logo in a list of its clients, vendors, or service providers. Each Party may make reference to the other in an initial press release, provided that any use of the other Party’s trademarks retain proprietary notices and/or are properly attributed to their owner and also provided that any such press release will require the review and prior written consent of both Parties, which shall not be unreasonably withheld, conditioned, or delayed. WorkForce Software SaaS and Professional Services Agreement WorkForce Software, LLC SA-202404 8.2. In recognition of the pricing provided under this Agreement, Customer shall (subject to its reasonable right to review and approve): (a) allow WFS to include a brief description of the SaaS Service and Professional Services furnished to Customer in WFS promotional materials; (b) allow WFS to make reference to Customer in case studies, ROI analyses, white papers and related marketing materials; (c)serve as a reference for WFS potential clients; (d) provide interviews to the news media and provide quotes for press releases; (e) organize mutually convenient site visits for WFS potential clients; and (f) make presentations at conferences, upon WFS reasonable request and at WFS’s cost. 8.3. The Parties shall, for all purposes hereunder, be considered independent contractors. This Agreement is not intended in any manner to create the relationship of principal and agent between the Parties, nor shall this Agreement be deemed to establish a partnership, employer / employee relationship, or joint venture. Neither Party shall have the power, expressed or implied, to obligate or bind the other in any manner whatsoever. Each Party shall be solely responsible for compensating its own employees, including the payment of employment related taxes, and shall maintain its own worker’s compensation and general liability insurance. 8.4. To the extent permitted by applicable law, during the term of this Agreement and for twelve (12) months thereafter, neither Party shall hire (either as an employee, an independent contractor, or contractor through a third party) or solicit for hire any current employee or contractor of the other Party, or any former employee of the other Party who had been employed by the other Party in the preceding twelve (12) months. If a Party should breach this Section 8.4, it shall be liable to the non- breaching Party for an amount equal to the annualized salary paid or payable by the non-breaching Party to the employee, independent contractor, or contractor in the year in which the breach took place. This prohibition will not apply to job opportunities posted on recruiting websites or in other publications in which one Party seeks to find candidates for open positions (absent direct solicitation and/or recruitment). 8.5. Any notice to be sent relating to this Agreement shall be in writing and mailed to the other Party at the addresses set forth herein addressed to “Legal Department,” by certified mail, return receipt requested. For notices from Customer to WFS, a digital copy shall be sent to legal@workforcesoftware.com. This Agreement, including all Schedules and/or SOWs, contains the entire agreement of the Parties with respect to its subject matter, and there are no promises, conditions, representations or warranties except as expressly set forth herein. This Agreement may be modified or amended only by written instrument executed by the Parties. This Agreement has been the subject of arm’s length negotiations and shall be construed as though drafted equally by both Parties. No terms, provisions or conditions of any purchase order or other document that Customer may use in connection with this Agreement shall have any effect on the rights, duties, or obligations of either Party. Unless expressly stated to the contrary in any Schedule and/or SOW or herein, any terms or conditions specified in the Agreement shall prevail over terms and conditions in the Schedules and/or SOW. Silence shall not constitute a conflict. 8.6. No term or provision of this Agreement shall be deemed waived, and no breach excused, unless such waiver or consent shall be in writing and signed by the Party claimed to have waived or consented. Any consent by any Party to, or waiver of, a breach by the other Party of this Agreement, whether express or implied, shall not constitute a consent to or waiver of any different or subsequent breach. If a court of competent jurisdiction holds any provision of this Agreement to be illegal, unenforceable, or invalid in whole or in part for any reason, such provision shall be severed from this Agreement and the validity and enforceability of the remaining provisions, or portions of them, will not be affected. WorkForce Software SaaS and Professional Services Agreement WorkForce Software, LLC SA-202404 The headings and titles provided in this Agreement are for convenience only and shall have no effect on the construction or interpretation of this Agreement. Consent is not required for an assignment of this Agreement to an Affiliate or in connection with a sale or disposition of a majority of all the assets, voting securities or equity interests of WFS, or a reorganization, merger, or similar transaction of WFS. WFS may subcontract any of its rights and obligations under this Agreement to a third-party subcontractor. Customer may, upon notice to WFS, assign or otherwise transfer this Agreement if done in its entirety and in conjunction with a merger, consolidation, or reorganization of the Customer. For all other assignments by Customer, the prior, written consent of WFS shall be required, such consent not to unreasonably withheld, conditioned, or delayed. This Agreement binds and inures to the benefit of the Parties hereto and their respective successors and permitted assigns. The Parties agree that reliable copies such as scanned, electronic, or facsimile counterpart signatures are acceptable. 8.7. No action arising out of any claimed breach of this Agreement may be brought by either Party more than one (1) year after the cause of action has accrued. Each Party shall be liable for breaches of its Affiliates and contractors under this Agreement. Any dispute under or in connection with this Agreement or related to any matter which is the subject matter of this Agreement shall be subject to the exclusive jurisdiction of the courts of California and shall be governed by and interpreted in accordance with Californian law, without regard to choice of law provisions. 8.7.1. Except in the event of a party’s breach of confidentiality or a party’s wilful misconduct, in the event of any dispute or difference arising out of or in connection with or in relation to this Agreement, including any question regarding the existence, validity, termination, application, or interpretation of this Agreement or any of its provisions, both Parties shall use all reasonable endeavours to settle the dispute informally by agreement between the Parties. The matter shall promptly be referred by each Party to its chief executive officer (or equivalent officer). Both Parties shall act in good faith and co-operate with each other to resolve any dispute. 8.7.2. If a dispute is not settled within twenty-one (21) days of the dispute or difference being notified by one Party to the other Party in writing, the dispute shall be first referred to mediation in California in accordance with the mediation rules of the American Arbitration Association (“AAA”). Either Party may submit a request to mediate to AAA upon which the other Party will be bound to participate in the mediation within twenty-one (21) days thereof. Each Party must be represented in mediation by its chief executive officer (or equivalent officer), with authority to negotiate and settle the dispute. Unless otherwise agreed by the Parties, the mediator(s) shall be appointed by AAA. 8.7.3. In the event that a dispute cannot be resolved in mediation in accordance with Section 8.7.2 above, the dispute shall be resolved by court proceedings. EACH PARTY EXPRESSLY WAIVES ITS RIGHT TO A TRIAL BY JURY. Nothing in this Section 8.7 shall prevent any Party from commencing court proceedings for the purposes of seeking urgent injunctive relief. 8.8. Customer will comply with all federal and state laws, regulations, and rules applicable to Customer’s use of the SaaS Services, including without limitation those that prohibit or restrict the export or re- export of the SaaS Services or any Customer Data outside the United States (“Export Rules”), and will complete all undertakings required by Export Rules, including obtaining any necessary export license or other governmental approval. WorkForce Software SaaS and Professional Services Agreement WorkForce Software, LLC SA-202404 8.9. Each Party shall comply with all applicable anti-bribery and anti-corruption laws in connection with this Agreement, including without limitation the United States Foreign Corrupt Practices Act of 1977, as amended, the UK Bribery Act 2010, and any laws intended to implement the OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions. Each Party agrees that it will not ask for, receive, authorize, offer, promise, solicit, or give—directly or indirectly—any money or any other thing of value to anyone, including foreign governmental officials or related persons or entities on either Party’s behalf, for the purpose of improperly influencing any action or decision of the recipient, inducing the recipient to do anything in violation of his or her duties, or to obtain or provide any kind of improper advantage. Each Party further agrees to notify the other Party in the event it becomes aware of any act which would constitute a violation of this Section 8.9. Each Party further agrees to cooperate with the other Party in any anti-corruption investigation in relation to this Agreement. 8.10. The SaaS Service and Documentation are “commercial computer software” and “commercial computer software documentation,” respectively, as such terms are used in FAR 12.212 and other relevant government procurement regulations. Any use, duplication, or disclosure of the SaaS Service or its Documentation by or on behalf of the U.S. government is subject to restrictions as set forth in this Agreement. 8.11. EACH PARTY ACKNOWLEDGES THAT THE WARRANTY DISCLAIMERS, LIABILITY AND REMEDY LIMITATIONS, AND SERVICE LEVELS IN THIS AGREEMENT ARE MATERIAL BARGAINED FOR BASES OF THIS AGREEMENT AND THEY HAVE BEEN TAKEN INTO ACCOUNT AND REFLECTED IN DETERMINING THE CONSIDERATION TO BE GIVEN BY EACH PARTY UNDER THIS AGREEMENT AND IN THE DECISION BY EACH PARTY TO ENTER INTO THIS AGREEMENT. 8.12. The following Exhibits are attached to and governed by this Agreement. •Exhibit A – SaaS Services Schedule •Exhibit B – Time & Attendance Conversion Statement of Work (SAAS) •Exhibit C – Time & Attendance Upgrade Statement of Work (SAAS) •Exhibit D – Statement of Work SOW Number 0186.007 •Exhibit E – Statement of Work SOW Number 0186.008 •Exhibit F – Suite Enablement Statement of Work •Exhibit G – Statement of Work SOW Number 0186.009 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date. CUSTOMER WORKFORCE SOFTWARE, LLC Date: Ryan P. Gallagher, Board Chair Signature: Printed Name: Kevin Work, Contracts & Purchasing Manager Title: WorkForce Software, LLC SA-202404 Pricing Summary Description Document Quantity/Hours Extension Total SaaS Subscription Year 1 Exhibit A - Sass Service Schedule 650 78,403.00$ SaaS Subscription Year 2 Exhibit A - Sass Service Schedule 650 78,403.00$ SaaS Subscription Year 3 Exhibit A - Sass Service Schedule 650 78,403.00$ SaaS Subscription Year 4 Exhibit A - Sass Service Schedule 650 78,403.00$ SaaS Subscription Year 5 Exhibit A - Sass Service Schedule 650 78,403.00$ 392,015.00$ Description Document Quantity/Hours Extension Total Phase 1 SOW 0186.05 SaaS Migration Exhibit B - Time & Attendance Conversion 25,000.00$ 25,000.00$ Description Document Quantity/Hours Extension Total Phase 2 SOW 0186.04 Saas Upgrade Exhibit C - Time & Attendance Upgrade 25,000.00$ 25,000.00$ Description Document Quantity/Hours Extension Total Phase 3 SOW 0186.007 - Schedules/Tracking/Bank Balance Exhibit D - SOW Number 0186.007 424 Hours 106,000.00$ SOW 0186.008 Reporting Modifications - Optional Exhibit E - SOW Number 0186.008 180 Hours 45,000.00$ SOW 0186010 - Suite Enablement Exhibit F - Suite Enablement SOW Fixed Fee 30,000.00$ SOW 0186.009 - Enablement of GET REST API's - Optional Exhibit G - SOW Number 0186.010 Fixed Fee 5,000.00$ 186,000.00$ Total 5 Year Cost 628,015.00$ WorkForce Software, LLC SSS-202311 EXHIBIT A - SAAS SERVICES SCHEDULE This schedule (“Schedule”) is made a part of the WorkForce Software SaaS and Professional Services Agreement (the “Agreement”) between WorkForce Software, LLC (“WFS”) and the “Customer” as defined herein. Customer: Orange County Sanitation District Schedule Effective Date: Effective Date of Agreement Address: Commencement Date: Service Term: October 1, 2024 5 year(s) from Commencement Date Suite Component Service/Item Ordered Description Quantity Customer Discounted Unit Price Extended Amount WFS SaaS Products Time & Absence WorkForce T&A WorkForce Time and Attendance - Base Time and Attendance – Timesheets, Basic Schedules, Absences, Calculations, Period Processing. 650 $120.62 $78,403.00 Environment / Setup / Miscellaneous Fees Time & Absence Standard Software Support Standard Software Support 1 Included Included Amount Due – First Year $78,403.00 Total Amount Due Plus Overage Fees, if any Currency: USD $392,015.00 18480 Bandilier Circle Fountain Valley, CA 92708-7018 United States WorkForce Software, LLC SSS-202311 Payment Terms WFS SaaS Products: Minimum Amount Due - $78,403.00/yr. times 5 annual payments = $392,015.00 Payments are due annually in advance, with the first payment invoiced on the Commencement Date. Customer shall be charged Overage Fees for any excess usage over the committed quantities herein, which shall be invoiced monthly in arrears. Definitions PM = Per Month | PEPY = Per Employee Per Year | PIPY = Per Item Per Year | PNUPY = Per Named User Per Year | PMIN = Per Minute PSEC = Per Second | PSPY = Per Store Per Year Terms and Conditions The following Terms and Conditions shall apply to the services and items ordered on this Schedule and are included by reference herein. 1.Usage of the applications and extensions herein shall be measured by Active Employee unless specified otherwise. “Active Employee” or “Employee” means an employee, leased employee, contractor, or sub-contractor, or equipment that has employee records with an active status within the SaaS Service. All employees terminated within the Customer HRIS system shall retain an active status within the SaaS Service for a period of thirty (30) days or as otherwise set forth in the applicable Statement of Work. Such post-termination active status within the SaaS Service shall be for a period sufficient to account for the final, post- termination processing of employee data. 2.“Named User” is an individual authorized by Customer to use the particular application or service regardless of whether the individual is actively using the program or service at any given time. 3.The Report Authoring Seat and associated ability to view reports may only be used if the reports created or viewed contain data generated by the SaaS Service. WorkForce Software, LLC SSS-202311 4.Although WFS may provide access to Customer to modules other than those subscribed to above, Customer may use only the modules of the SaaS Service specified in this Schedule. 5.One (1) Production Environment, one (1) Test Environment, and one (1) Development Environment shall be provided in addition to any other environments specified in this Schedule. 6.Customer shall be entitled to one (1) Environmental Refresh per year at no additional charge. An Environmental Refresh shall be the duplication of data between any of the aforementioned environments. 7.Customer hereby agrees to use the SaaS Service in compliance with the Acceptable Use Policy located at https://www.workforcesoftware.com/acceptable-use-policy/, as may be modified from time-to-time. 8.Customer Data will be hosted within the following region: United States All capitalized terms used in this Schedule have the meanings set forth herein or as specified in the Agreement. Except as expressly set forth or modified herein, all terms of the Agreement shall remain in full force and effect. In the event of any conflict between the terms of this Schedule and of the Agreement, the terms of the Agreement shall control. END OF EXHIBIT A WorkForce Software, LLC SSS-202311 EXHIBIT B - TIME & ATTENDANCE CONVERSION STATEMENT OF WORK (SAAS) Prepared for: Orange County Sanitation District Submitted on: 23 July 2024 Submitted by: Robert Glatt WorkForce Account Relationship Manager WorkForce SOW Project ID: 0186.05 WorkForce Software | info@WorkForcesoftware.com | WorkForcesoftware.com CONFIDENTIAL INFORMATION This document contains confidential and proprietary information belonging to WorkForce Software, LLC (“WorkForce”) and is intended only for the parties involved. Any reproduction of this document in whole or in part, or the divulgence of any of the information contained herein without the prior written consent of WorkForce is prohibited. WorkForce reserves any and all rights to the information contained in this document. VERSION HISTORY Revision SOW Effective Date Validity 1 10.24.2023 This Statement of Work (“SOW”) expires ninety (90) days from the SOW effective date if not fully executed. 2 11.21.2023 This SOW expires ninety (90) days from the SOW effective date if not fully executed. 3 12.05.2023 This SOW increased project Stabilization to two payroll cycles and definitions of each Service being provided under this SOW. 4 06.06.2024 This SOW expires ninety (90) days from the SOW effective date if not fully executed. 5 07.23.2024 This SOW expires ninety (90) days from the SOW effective date if not fully executed. SUMMARY This Statement of Work (“SOW”) specifies the services that WorkForce will perform for Orange County Sanitation District (“Customer”). This SOW is governed by the terms of the SaaS and Professional Services Agreement (the “Agreement”) by and between WorkForce and Customer. All capitalized terms that are not defined in this SOW shall have the meaning ascribed to it in the Agreement. SERVICES WorkForce will perform the following “Services” under this SOW: Service Category Included Project Management X Requirements Analysis X Software Configuration X Testing Assistance X Environment Migration X Technical Assistance (SaaS Conversion) X Custom Report Development Custom Documentation Training Other (Please Specify) Project Management: The project will have a project manager assigned to manage project deadlines and milestones, team structure, and invoicing. This will provide the Customer with a single point-of-contact for project questions and/or needs. WorkForce Software | info@WorkForcesoftware.com | WorkForcesoftware.com Requirements Analysis: WorkForce consultants will review the unique requirements of this project and its needs before beginning project configuration. This ensures consultants understand the scope and Deliverables of the project before starting any tasks. Software Configuration: The technical work undertaken during the project to build needed system components and changes to meet the technical scope outlined in this SOW. Testing Assistance: WorkForce will support the Customer during testing of the built configuration through regular meetings, correspondence, investigation of identified testing issues and resolution of those issues. Environment Migration: WorkForce will migrate related project configuration through the environments identified, and in the order noted, in this SOW. Technical Assistance (SaaS Conversion): WorkForce Support teams will be available as needed to assist with complex and/or specialized tasks that are required as part of a SaaS Conversion project, including building new SaaS environments, refreshing database backups into the environment, assisting with technical needs during testing and supporting Production cutover activities. Patching Assistance: WorkForce will assist Customer with patching both non-production and production environments to the latest patch version prior to engaging with the SaaS conversion. The Customer’s configuration will not be modified to include any new functionality available in the identified new release. If desired, the Customer can address this new functionality as a separate SOW after completion of the upgrade. TECHNICAL SCOPE Technical Scope Details Create the following SaaS environments: Development, Test, and Production WorkForce will refresh non-Production environments post SaaS Conversion Go Live Modify all existing interfaces to update the file path to be consistent with the WorkForce SaaS SFTP site Scope Assumptions Customer must be patched to latest release prior to SaaS Conversion kick-off Data transfers from Customer to WorkForce data center will be sent via established SFTP. WorkForce Software | info@WorkForcesoftware.com | WorkForcesoftware.com ADDITIONAL CONDITIONS The following conditions were used in developing the project scope identified in this SOW. Any deviation may cause a change in project scope, project plan, and costs. 1.WorkForce Deliverables are based on WorkForce’s templates and documentation standards. 2.WorkForce personnel will use WorkForce laptops, tools, and e-mail addresses to perform work and communicate with Customer. 3.All communication with WorkForce consultants will be conducted in English. Documentation produced by WorkForce or to be reviewed by WorkForce will be in English. 4.The fees herein assume that Customer will roll out the Deliverables in one phase. One phase is defined as all employees live in Production through first end of period processing. 5.All Services will be performed remotely from WorkForce locations. Limited Services can be performed on- site if mutually agreed upon, in which case all travel expenses and additional consulting hours will be invoiced to Customer as incurred. 6.“Test” is defined as any non-Production environment. 7.Customer will not perform any stress testing, load testing, or security audits without consulting with WorkForce technical staff. 8.Given the nature of the work, weekly status meetings with the Customer are included. KEY MILESTONES & EXAMPLE TIMELINE Estimated project duration is 16 weeks from kick-off to deployment in Production. WorkForce is typically able to assign consultants to begin initial meetings with Customer within thirty (30) days of the execution of a SOW. Actual scheduling of WorkForce consultants and project dates are dependent upon the date this SOW is executed and consultant availability. Upon execution, the WorkForce Project Manager will provide actual dates. Customer Acceptance Testing shall complete within 3 calendar weeks from the delivery of the system into the Customer’s Test environment. Customer should expect 2-3 days Production downtime during Go Live procedures. Once Customer’s Production Instance is converted, the engagement will move to a Stabilization period and will complete within two payroll cycles. Customer is responsible to apply appropriate resources to meet this timeframe and WorkForce shall provide appropriate remote assistance during this timeframe. Customer is solely responsible for the rollout of the WT&A solution to employees. WorkForce Software | info@WorkForcesoftware.com | WorkForcesoftware.com CUSTOMER ACCEPTANCE This section defines the Acceptance process that will be followed throughout the project. Acceptance of a Deliverable by Customer indicates that WorkForce has provided the Deliverable per the agreed-upon acceptance criteria. “Acceptance” shall occur upon any of the following: • Customer’s written sign-off acceptance via email to WorkForce Project Manager • Customer successfully uses the modified WT&A configuration in Production at the completion of the Stabilization period. • Customer has not acknowledged receipt of Services during the five (5) day period after WorkForce delivery. CUSTOMER RESPONSIBILITIES Customer responsibilities are the following: Customer Task Required Provide WorkForce remote VPN access X Develop Test Plan X Provide additional requirements Provide sample data files X Provide WorkForce database or policy extract X Test delivered system X Migrate from Test to Production Deploy WT&A and changes to end users X Other (specify) Discrepancies that Customer encounters during User Acceptance Testing timeframe shall be promptly reported to WorkForce within WorkForce’s SharePoint CS Portal and include the following information: • Detailed description of the problem. • Steps to reproduce the problem. • Screen capture of the problem, if possible. • Other information to help WorkForce troubleshoot the problem. WorkForce shall then correct any defects in the modified configuration and resubmit them to Customer for Acceptance, with the process repeating as necessary. Customer will deploy adequate staff to perform and complete their assigned activities within the timeframes specified in the project timeline, including, but not limited to, requirements definition, review and approval of project documents, testing, and end-user training. Customer is responsible for any additional WorkForce effort due to delays, unavailability of Customer systems, data issues, resource issues, or any other project issues that increase WorkForce effort required. Customer is responsible for developing a plan for testing and accepting the Deliverables (the “Test Plan”) for use during Customer’s testing of the Deliverables (“User Acceptance Testing”). Customer will deliver a draft of the Test Plan for WorkForce feedback and comments. Customer will incorporate comments and deliver a final Test Plan to WorkForce. Customer is required to provide test plans before WorkForce will deliver Services for User Acceptance Testing. WorkForce Software | info@WorkForcesoftware.com | WorkForcesoftware.com Customer will provide Purchase Order number (if necessary) within two (2) calendar weeks of the SOW execution date. FEES WorkForce will provide the services specified in this SOW for a fixed-fee of $25,000 (“Total Professional Services Fees Due”), not including travel time and expenses, and not including training, which is priced separately below if applicable. The Total Professional Services Fees Due is based on the services and scope described herein. Fees will be billed on a milestone basis as specified below and payments due will be in accordance with the payment terms listed in the Agreement. Pricing is based on performing Services during normal business hours and represented in USD. Payment Milestone Description Percentage of Total Professional Services Fees Due Amount Due M1 Project Kick-off 15% $3,750 M2 Customer Testing Start 30% $7,500 M3 Deployment/ Go-Live 25% $6,250 M4 Hypercare/ Stabilization Complete 30% $7,500 Total 100% $25,000 Fees will be billed on a milestone basis as specified above. Changes to any of the terms of this SOW or Customer delays will be handled through a Project Change Order (“PCO”) and may involve an adjustment to the schedule and/or Total Professional Services Fees Due. A description of the PCO process is provided in Appendix A. AFFILIATES AND SUB-PROCESSORS Notwithstanding anything to the contrary, WorkForce may engage its affiliates and additional third-parties to perform professional services as assigned by WorkForce under this SOW. Customer expressly approves the use of such affiliates and/or third-parties. Please refer to Appendix B for affiliate and sub-processor information. ATTACHMENTS [X] Appendix A: Project Change Order (PCO) Process [X] Appendix B: Affiliates and Sub-Processors WorkForce Software | info@WorkForcesoftware.com | WorkForcesoftware.com APPENDIX A: PROJECT CHANGE ORDER (PCO) PROCESS If not provided for in the Agreement, the following Project Change Order process will be followed: The Project Change Order (PCO) processes are identified to address any deviation or change in the terms of this SOW, scope of the consulting and implementation services or costs and must be approved by an authorized designee of the Customer and the WorkForce Project Manager. The WorkForce Project Manager has overall responsibility for the change process. When a change is desired, the requestor (WorkForce or Customer) notifies the Workforce Project Manager who performs the following: • Acknowledges receipt of the Change Request. • Prepares a preliminary Project Change Order Form to identify the nature of the requested change • Performs an initial impact assessment to determine the effect, if any, on the consulting and implementation service’s schedule and the costs associated utilizing resources to perform a full Change Request analysis. If the impact assessment indicates using resources to analyze the Change Request affects the consulting and implementation services schedule or costs, the WorkForce Project Manager shall obtain Customer approval before performing the Change Request analysis. • Reports the Change Request status in the progress reports. • If Customer approves a full Change Request analysis, the WorkForce Project Manager shall prepare a Project Change Order Form detailing the change and its justification for the change, directing the analysis effort to the appropriate resources. This analysis shall result in a final Project Change Order Form containing estimated cost, schedule and resource requirements, technical feasibility, and recommended disposition such as: o Implement without adjusting current cost or delivery schedule. o Implement with impact to Customer’s cost or delivery schedule. o Recommended as a follow-on project. • If WorkForce finds the project not technically or economically feasible, an explanation will be provided detailing the reason. • The WorkForce Project Manager reviews the Project Change Order Form with the Customer and it is marked as “accepted” or “withdrawn,” and signed by both parties. If “accepted”, consulting and implementation services are revised to include the agreed change(s) and invoicing will be on a T&M basis in accordance with the provisions of the PCO. WorkForce Software | info@WorkForcesoftware.com | WorkForcesoftware.com APPENDIX B: AFFILIATES AND SUB-PROCESSORS Affiliates   Country   WorkForce Software, Ltd   United Kingdom   WFS Australia Pty Limited   Australia   WorkForce Software Limited   England   WorkForce Software Limited   New Zealand   Third Parties  Country  Digital Intelligence Systems, LLC (DISYS)  India, United States  Neoris de Mexico S.A. Mexico  TimeXperts Pvt. Ltd. Pakistan  END OF EXHIBIT B WorkForce Software | info@WorkForcesoftware.com | WorkForcesoftware.com EXHIBIT C - TIME & ATTENDANCE UPGRADE STATEMENT OF WORK (SAAS) Prepared for: Orange County Sanitation District Submitted on: 23 July 2024 Submitted by: Robert Glatt WorkForce Account Relationship Manager WorkForce SOW Project ID: 0186.04 WorkForce Software | info@WorkForcesoftware.com | WorkForcesoftware.com CONFIDENTIAL INFORMATION This document contains confidential and proprietary information belonging to WorkForce Software, LLC (“WorkForce”) and is intended only for the parties involved. Any reproduction of this document in whole or in part, or the divulgence of any of the information contained herein without the prior written consent of WorkForce is prohibited. WorkForce reserves any and all rights to the information contained in this document. VERSION HISTORY Revision SOW Effective Date Validity 1 07.06.2021 This Statement of Work (“SOW”) expires sixty (60) days from the SOW effective date if not fully executed. 2 05.02.2022 This SOW expires ninety (90) days from the SOW effective date if not fully executed. 3 10.24.2023 This SOW expires ninety (90) days from the SOW effective date if not fully executed. 4 11.21.2023 This SOW expires ninety (90) days from the SOW effective date if not fully executed. 5 12.05.2023 This SOW has been updated to reflect a Stabilization period of two payroll cycles. 6 06.06.2024 This SOW expires ninety (90) days from the SOW effective date if not fully executed. 7 07.23.2024 This SOW expires ninety (90) days from the SOW effective date if not fully executed. SUMMARY This Statement of Work (“SOW”) specifies the services that WorkForce will perform for Orange County Sanitation District (“Customer”). This SOW is governed by the terms of the SaaS and Professional Services Agreement (the “Agreement”) by and between WorkForce and Customer. All capitalized terms that are not defined in this SOW shall have the meaning ascribed to it in the Agreement. SCOPE WorkForce will perform an upgrade of the Customer’s current Production configuration and associated functionality of the WorkForce Time and Attendance (“WT&A”) system as shown in the table below: Customer Current Version Upgrade Version WFS Time and Attendance 19.3 20.2.0.x The Customer’s configuration will not be modified to include any new functionality available in the identified new release. If desired, the Customer can address this new functionality as a separate SOW after completion of the upgrade. The following Custom Reports have been identified as part of this upgrade project: 1. OCSD_AWL, OCSD_AWL.rpt 2. OCSD_MEMO_TIME, OCSD_MemoTime.rpt 3. OCSD_OPEN_PROJECT_PHASE, OCSD_OpenProjectPhase.rpt 4. OCSD_OT_ES, OCSD_OT_ES.rpt WorkForce Software | info@WorkForcesoftware.com | WorkForcesoftware.com 5. OCSD_SUBLEDGER, OCSD_Subledger.rpt 6. OCSD_TOTAL_TIME_WORK, OCSD_TotalTimeWork.rpt 7. OCSD_TS_AUDIT_BY_WHO, OCSD_TS_Audit_ByWho.rpt 8. OCSD_UNAPPROVED_ADMIN, cr1OCSDUnapprovedTimeSheetsAdmin.rpt KEY MILESTONES & EXAMPLE TIMELINE The duration of the upgrade is estimated to last 20 weeks. Customer Acceptance Testing shall take place within 4 calendar weeks from the delivery of the services into the Test instance configuration. Once Customer’s Production instance is upgraded, the engagement will move to milestone 6 – “Stabilization” and will complete within two payroll cycles. Customer is responsible to apply appropriate resources to meet this timeframe and WorkForce shall provide appropriate remote assistance during this timeframe. Customer is solely responsible for the rollout of the WT&A solution to employees. CUSTOMER ACCEPTANCE Upgrade acceptance by the Customer shall occur upon any of the following: 1. Customer’s written sign-off acceptance via email to WorkForce Project Manager 2. Customer uses the modified WT&A configuration in Production at the completion of the Stabilization period. 3. Customer has not acknowledged receipt of Services during the five (5) day period after WorkForce delivery WorkForce Software | info@WorkForcesoftware.com | WorkForcesoftware.com FEES WorkForce will provide the upgrade services specified in this SOW for a fixed-fee of $25,000 (“Total Professional Services Fees Due”), not including travel expenses, and not including training, which is priced separately below if applicable. The Total Professional Services Fees Due is based on the services and scope described herein. Fees will be billed on a milestone basis as specified below and payments due will be in accordance with the payment terms listed in the Agreement. Pricing is based on performing Services during normal business hours and represented in USD. Payment Milestone Description Percentage of Total Professional Services Fees Due Amount Due M1 Project Kick-off 15% $3,750 M2 Customer Testing Start 30% $7,500 M3 Deployment/ Go-Live 25% $6,250 M4 Hypercare/ Stabilization Complete 30% $7,500 Total 100% $25,000 Fees will be billed on a milestone basis as specified above. Changes to any of the terms of this SOW or Customer delays will be handled through a Project Change Order (“PCO”) and may involve an adjustment to the schedule and/or Total Professional Services Fees Due. A description of the PCO process is provided in Appendix A. AFFILIATES AND SUB-PROCESSORS Notwithstanding anything to the contrary, WorkForce may engage its affiliates and additional third-parties to perform professional services as assigned by WorkForce under this SOW. Customer expressly approves the use of such affiliates and/or third-parties. Please refer to Appendix B for affiliate and sub-processor information. ASSUMPTIONS The scope and fees associated with this SOW are based on the following: • Customer is responsible for developing a plan for testing and accepting the Deliverables (the “Acceptance Test Plan”) for use during Customer’s testing of the Deliverables (“Customer Acceptance Testing”). WorkForce will provide samples upon request and will review Customer’s Acceptance Test Plan providing guidance if needed. However final responsibility for the completeness and suitability for purpose of the Acceptance Test Plan, including execution of same, remains with the Customer. • Customer will deploy adequate staff to perform and complete their assigned activities within the timeframes specified in the project timeline, including, but not limited to, requirements definition, review and approval of project documents, testing, and end-user testing. • Customer is responsible for any additional WorkForce effort due to delays, unavailability of Customer systems, data issues, resource issues, or any other project issues that increase WorkForce effort required. • Customer will not perform any stress testing, load testing, or security audits without consulting with WorkForce technical staff. WorkForce Software | info@WorkForcesoftware.com | WorkForcesoftware.com • Customer will meet all hardware/software pre-requisites prior to the upgrade. • Upgrades are performed Tuesday – Thursday outside of typical payroll windows. Upgrades are not available on Company Holidays. Additional fees apply to all upgrades scheduled outside this window. • All communication with WorkForce consultants will be conducted in English. Documentation produced by WorkForce to be reviewed by WorkForce will be in English. • Any deviations from these assumptions will require the execution of a PCO and a possible increase in fees. OTHER TERMS AND CONDITIONS • WorkForce may make reasonable adjustments to the fees if through no fault of WorkForce, Customer delays the upgrade which causes WorkForce to extend the project timeline or suspend and later restart the implementation. • Signature of the Agreement provides approval for WorkForce to extract a copy of the Customer’s Production Environment database for use in modifying and testing the Customer’s configuration for purposes of completing the upgrade. The Customer’s data will only be used for this purpose and will be maintained on a WorkForce internal instance setup in its secure SaaS facilities. Without such approval, the upgrade cannot proceed. Note: There will be NO downtime while obtaining the copy of Customer’s Production Environment. ATTACHMENTS [X] Appendix A: Project Change Order (PCO) Process [X] Appendix B: Affiliates and Sub-Processors APPENDIX A: PROJECT CHANGE ORDER (PCO) PROCESS If not provided for in the Agreement, the following Project Change Order process will be followed: The Project Change Order (PCO) processes are identified to address any deviation or change in the terms of this SOW, scope of the consulting and implementation services or costs and must be approved by an authorized designee of the Customer and the WorkForce Project Manager. The WorkForce Project Manager has overall responsibility for the change process. When a change is desired, the requestor (WorkForce or Customer) notifies the Workforce Project Manager who performs the following: • Acknowledges receipt of the Change Request. • Prepares a preliminary Project Change Order Form to identify the nature of the requested change. • Performs an initial impact assessment to determine the effect, if any, on the consulting and implementation service’s schedule and the costs associated utilizing resources to perform a full Change Request analysis. If the impact assessment indicates using resources to analyze the Change Request affects the consulting and implementation services schedule or costs, the WorkForce Project Manager shall obtain Customer approval before performing the Change Request analysis. • Reports the Change Request status in the progress reports. • If Customer approves a full Change Request analysis, the WorkForce Project Manager shall prepare a Project Change Order Form detailing the change and its justification for the change, directing the analysis effort to the appropriate resources. This analysis shall result in a final Project Change Order Form containing estimated cost, schedule and resource requirements, technical feasibility, and recommended disposition such as: o Implement without adjusting current cost or delivery schedule. o Implement with impact to Customer’s cost or delivery schedule. o Recommended as a follow-on project. • If WorkForce finds the project not technically or economically feasible, an explanation will be provided detailing the reason. • The WorkForce Project Manager reviews the Project Change Order Form with the Customer and it is marked as “accepted” or “withdrawn,” and signed by both parties. If “accepted”, consulting and implementation services are revised to include the agreed change(s) and invoicing will be on a T&M basis in accordance with the provisions of the PCO. APPENDIX B: AFFILIATES AND SUB-PROCESSORS Affiliates   Country   WorkForce Software, Ltd   United Kingdom   WFS Australia Pty Limited   Australia   WorkForce Software Limited   England   WorkForce Software Limited   New Zealand       Third Parties  Country  Digital Intelligence Systems, LLC (DISYS)  India, United States  Neoris de Mexico S.A. Mexico  TimeXperts Pvt. Ltd. Pakistan  END OF EXHIBIT C EXHIBIT D – STATEMENT OF WORK 1. Summary 1.1. This Statement of Work (“SOW”) specifies the agreement between WorkForce Software, LLC (“WorkForce”) and Orange County Sanitation District (“Customer”). Customer has selected WorkForce Time to support the following workforce management initiatives: 1.1.1. Configuration for Schedules and Tracking unscheduled time off. 1.1.2. Interface changes and new Bank Balance Import. 1.1.3. Created from original requirements SOW 0186.006. 2. Services WorkForce will provide the following “Services” under this SOW: Service Category Included Project Management X Requirements Analysis X Software Configuration X Testing Assistance X Environment Migration X Custom Report Development X Technical Scope 2.1. Adjustments to allow for delegation of TOR’s in-additional to timesheet approval for temporary delegation. 2.2. Adjust descriptions on approximately 65 existing schedules. 2.2.1. Create versions of each schedule to have .5, .75 and 1 hour lunch options. 2.3. Update the Employee Import interface to account for new fields that will be added to the import. Customer Orange County Sanitation District Date 23 July 2024 SOW Number 0186.007 Version 3 2.4. Configuration to add new field data elements to contain the new information provided. 2.5. Create a new Bank Balance Import to allow for adjusting bank balances as needed. 2.6. Configuration needed to account for Tracking unscheduled time off. 2.6.1. Create Employee Attribute to track the number of occurrences of unscheduled time off. 2.6.1.1. Pay Codes 'SU - Sick-Unscheduled’ and ‘US - P/L Unscheduled' count. 2.6.1.2. Consecutive unscheduled leave days are considered one occurrence. 2.6.2. Create Pay Codes 'SU - Sick-Unscheduled’ and ‘US - P/L Unscheduled', if needed. 2.6.3. Create Email messages - Reminder emails to employee and supervisor from 5th occurrence onward. 2.6.3.1. Continue to send Email message to approver once a week. 2.6.4. Create Exceptions to trigger to allow for Email reminder messages. 2.6.5. Create Exceptions to help facilitate this tracking process. Exceptions to be determined. 2.7. Review Subledger Import – Currently there are concerns about how long the job takes to run. This might not be an issue after moving to the SaaS Environment. Accounting for time to review. 2.8. Scope Assumptions 2.8.1. The details in the SOW are based on Customer being in a WorkForce SaaS Environment and no longer On-Premise. 2.8.2. This SOW will be handled following the upgrade to 20.2X and before any Suite enablement project. 2.8.3. Sample files to be provided for the Employee Import with updated fields and values. 2.8.4. Email message details to be provided. 2.8.5. Schedules will still need to be assigned, there are no options for auto adjusting schedules daily. 2.8.6. One report requested is not possible and configuration to handle the requested functionality is included. 2.8.7. No adjustments are available to allow for adjusting valid date ranges when assigning schedules. 2.9. Deployment Environments WorkForce will deploy the configured changes to the WorkForce Time and Attendance (“WT&A”) environment(s) below, in the order specified, upon Customer approval which may be provided via electronic email. Environment Deploy Dev 1st Test 2nd Production 3rd 3. Additional Conditions 3.1. The following conditions were used in developing the project scope identified in this SOW. Any deviation may cause a change in project scope, project plan, and costs. 3.1.1. WorkForce Deliverables are based on WorkForce’s templates and documentation standards. 3.1.2. WorkForce personnel will use WorkForce laptops, tools, and e-mail addresses to perform work and communicate with Customer. 3.1.3. Notwithstanding anything to the contrary in the Agreement, Customer expressly acknowledges and agrees that WorkForce may utilize the following non-U.S. based resources and WorkForce certified partners, to provide the Services. Responsibility for protecting the Customer’s data resides with WorkForce as detailed in the Agreement. 3.1.3.1. WorkForce Software, LLC (United States) 3.1.3.2. WorkForce Software, Inc. (Canada) 3.1.3.3. WorkForce Software, Ltd. (United Kingdom) 3.1.3.4. WFS Australia Pty. Ltd. (Australia) 3.1.3.5. Digital Intelligence Systems LLC 3.1.3.6. 3.1.3.6. Accenture International Limited 3.1.3.7. TimeXperts Pvt. Ltd. 3.1.4. All communication with WorkForce consultants will be conducted in English. Documentation produced by WorkForce or to be reviewed by WorkForce will be in English. 3.1.5. The fees herein assume that Customer will roll out the Deliverables in one phase. One phase is defined as all employees live in Production through first end of period processing. 3.1.6. All Services shall be performed off-site from Customer location(s). Limited Services can be performed on-site if mutually agreed upon, in which case all travel expenses and additional consulting hours will be invoiced to Customer as incurred. 3.1.7. “Test” is defined as any non-Production environment. 3.1.8. Customer will not perform any stress testing, load testing, or security audits without consulting with WorkForce technical staff. 3.1.9. Given the nature of the work, weekly status meetings with the Customer are included. 4. Timeline 4.1. WorkForce is typically able to assign consultants to begin initial meetings with Customer within thirty (30) days of the execution of a SOW. 4.1.1. Actual scheduling of WorkForce consultants and project dates are dependent upon the date this SOW is executed and consultant availability. Upon execution, the WorkForce Project Manager will provide actual dates. 4.2. User Acceptance Testing period shall complete within 3 calendar weeks from the delivery of the system into the Customer’s Test environment. 4.3. Estimated project duration is 13 - 15 weeks from kick-off to deployment in Production. 4.4. Once all the deliverables are provided in the Production environment the engagement will shift to the stabilization period and will complete within 14 calendar days. 5. Acceptance 5.1. This section defines the Acceptance process that will be followed throughout the project. Acceptance of a deliverable by Customer indicates that WorkForce has provided the deliverable per the agreed-upon acceptance criteria. “Acceptance” shall occur upon any of the following: 5.1.1. Customer’s written sign-off acceptance via email to WorkForce’s Project Manager 5.1.2. Customer uses the modified WT&A configuration in Production. 5.1.3. Customer has not acknowledged receipt of Services during the five (5) day period after WorkForce delivery. 6. Customer Responsibilities 6.1. Customer responsibilities are the following: Customer Task Required Develop Test Plan X Provide additional requirements X Provide sample data files X Test delivered system X Deploy WT&A and changes to end users X 6.2. Discrepancies that Customer encounters during User Acceptance Testing timeframe shall be promptly reported to WorkForce within WorkForce’s SharePoint CS Portal and include the following information: • Detailed description of the problem • Steps to reproduce the problem • Screen capture of the problem, if possible • Other information to help WorkForce troubleshoot the problem WorkForce shall then correct any defects in the modified configuration and resubmit them to Customer for Acceptance, with the process repeating as necessary. 6.3. Customer will deploy adequate staff to perform and complete their assigned activities within the timeframes specified in the project timeline, including, but not limited to, requirements definition, review and approval of project documents, testing, and end-user training. 6.4. Customer is responsible for any additional WorkForce effort due to delays, unavailability of Customer systems, data issues, resource issues, or any other project issues that increase WorkForce effort required. 6.5. Customer is responsible for developing a plan for testing and accepting the Deliverables (the “Test Plan”) for use during Customer’s testing of the Deliverables (“User Acceptance Testing”). Customer will deliver a draft of the Test Plan for WorkForce feedback and comments. Customer will incorporate comments and deliver a final Test Plan to WorkForce. Customer is required to provide test plans before WorkForce will deliver Services for User Acceptance Testing. 6.6. Customer will provide Purchase Order number (if necessary) within two (2) calendar weeks of the SOW execution date. 7. Fees The following information defines the estimated costs to complete the Services defined in this SOW. Services are provided on a time and materials basis, invoices and payments due will be in accordance with the payment terms listed in the Agreement. Any modifications to the project scope, costs, or timing of this project will be detailed in a Project Change Order (“PCO”). Pricing is based on performing Services during normal business hours. A good faith estimate of the work effort and fees are presented below. Fees will be based on the actual number of hours required to complete the work described herein and may be higher or lower than estimated. WorkForce will notify Customer when the project cost reaches within 10% of the overall budget, prompting a PCO. Upon reaching 100% of the budget, all work will cease until the PCO is signed. The costs below do not include training or travel time and travel expenses. The amounts in the following tables are represented in USD. Category Estimated Hours Hourly Rate Estimated Cost Requirements Analysis/ Weekly Status Calls 22 $250 $5,500.00 Software Configuration & Internal QA 197 $250 $49,250.00 Testing & Deployment Assistance 95 $250 $23,750.00 Project Management 110 $250 $27,500.00 Total 424 $106,000.00 Payment Milestone Description Percentage of Total Professional Services Fees Due Amount Due M1 Project Kick-off 15% $15,900.00 M2 Customer Testing Start 30% $31,800.00 M3 Deployment/ Go-Live 25% $26,500.00 M4 Hypercare/ Stabilization Complete 30% $31,800.00 Total 100% $106,000.00 Fees will be billed on a milestone basis as specified above. 8. Terms and Conditions 8.1. This SOW is governed by the terms of the SaaS and Professional Services Agreement (the “Agreement”) by and between WorkForce and Customer. 8.2. The pricing, information and timeline contained within this SOW is valid for sixty (60) days from the date of this document. If the Agreement is not signed within said 60-day period, it is subject to change by WorkForce at its sole discretion. END OF EXHIBIT D EXHIBIT E – STATEMENT OF WORK 1. Summary 1.1. This Statement of Work (“SOW”) specifies the agreement between WorkForce Software, LLC (“WorkForce”) and Orange County Sanitation District (“Customer”). Customer has selected WorkForce Time to support the following workforce management initiatives: 1.1.1. Customer is requesting additional hours to be utilized for reporting modifications or creation of new custom reports. 2. Services WorkForce will provide the following “Services” under this SOW: Service Category Included Project Management X Requirements Analysis X Software Configuration X Testing Assistance X Environment Migration X Custom Report Development X Technical Scope 2.1. This project will be used for modifying existing reports or creating new custom reports. 2.1.1. All estimates for report work will be determined based on individual requests and final requirements. 2.1.2. If additional hours are needed beyond what is stated in the SOW, based on final requirements and requests, a PCO will be required. 2.2. Scope Assumptions 2.2.1. This SOW is a placeholder for possible future use toward completion of reporting work. Customer Orange County Sanitation District Date 23 July 2024 SOW Number 0186.008 Version 2 2.2.1.1. If Customer does not need this project in the future, Customer will let WorkForce know to cancel the project. 2.2.2. The details in the SOW are based on Customer being in a WorkForce SaaS Environment and no longer On-Premise. 2.2.3. This SOW will be handled following the upgrade to 20.2X 2.2.4. This SOW must be handled prior too or after the Suite enablement project. 2.2.5. Customer will need to provide detailed Custom Report Request forms, per report modification or new custom report request. 2.2.6. Estimation of report requests will be billable under this scope of work. 2.3. Deployment Environments WorkForce will deploy the configured changes to the WorkForce Time and Attendance (“WT&A”) environment(s) below, in the order specified, upon Customer approval which may be provided via electronic email. Environment Deploy Dev 1st Test 2nd Production 3rd 3. Additional Conditions 3.1. The following conditions were used in developing the project scope identified in this SOW. Any deviation may cause a change in project scope, project plan, and costs. 3.1.1. WorkForce Deliverables are based on WorkForce’s templates and documentation standards. 3.1.2. WorkForce personnel will use WorkForce laptops, tools, and e-mail addresses to perform work and communicate with Customer. 3.1.3. Notwithstanding anything to the contrary in the Agreement, Customer expressly acknowledges and agrees that WorkForce may utilize the following non-U.S. based resources and WorkForce certified partners, to provide the Services. Responsibility for protecting the Customer’s data resides with WorkForce as detailed in the Agreement. 3.1.3.1. WorkForce Software, LLC (United States) 3.1.3.2. WorkForce Software, Inc. (Canada) 3.1.3.3. WorkForce Software, Ltd. (United Kingdom) 3.1.3.4. WFS Australia Pty. Ltd. (Australia) 3.1.3.5. Digital Intelligence Systems LLC 3.1.3.6. 3.1.3.6. Accenture International Limited 3.1.3.7. TimeXperts Pvt. Ltd. 3.1.4. All communication with WorkForce consultants will be conducted in English. Documentation produced by WorkForce or to be reviewed by WorkForce will be in English. 3.1.5. The fees herein assume that Customer will roll out the Deliverables in one phase. One phase is defined as all employees live in Production through first end of period processing. 3.1.6. All Services shall be performed off-site from Customer location(s). Limited Services can be performed on-site if mutually agreed upon, in which case all travel expenses and additional consulting hours will be invoiced to Customer as incurred. 3.1.7. “Test” is defined as any non-Production environment. 3.1.8. Customer will not perform any stress testing, load testing, or security audits without consulting with WorkForce technical staff. 3.1.9. Given the nature of the work, weekly status meetings with the Customer are included. 4. Timeline 4.1. WorkForce is typically able to assign consultants to begin initial meetings with Customer within thirty (30) days of the execution of a SOW. 4.1.1. Actual scheduling of WorkForce consultants and project dates are dependent upon the date this SOW is executed and consultant availability. Upon execution, the WorkForce Project Manager will provide actual dates. 4.2. User Acceptance Testing period shall complete within 3 calendar weeks from the delivery of the system into the Customer’s Test environment. 4.3. Estimated project duration is 10 - 12 weeks from kick-off to deployment in Production. 4.4. Once all the deliverables are provided in the Production environment the engagement will shift to the stabilization period and will complete within 14 calendar days. 5. Acceptance 5.1. This section defines the Acceptance process that will be followed throughout the project. Acceptance of a deliverable by Customer indicates that WorkForce has provided the deliverable per the agreed-upon acceptance criteria. “Acceptance” shall occur upon any of the following: 5.1.1. Customer’s written sign-off acceptance via email to WorkForce’s Project Manager 5.1.2. Customer uses the modified WT&A configuration in Production at the completion of the Stabilization period. 5.1.3. Customer has not acknowledged receipt of Services during the five (5) day period after WorkForce delivery 6. Customer Responsibilities 6.1. Customer responsibilities are the following: Customer Task Required Develop Test Plan X Provide additional requirements X Provide sample data files X Test delivered system X Deploy WT&A and changes to end users X 6.2. Discrepancies that Customer encounters during User Acceptance Testing timeframe shall be promptly reported to WorkForce within WorkForce’s SharePoint CS Portal and include the following information: • Detailed description of the problem • Steps to reproduce the problem • Screen capture of the problem, if possible • Other information to help WorkForce troubleshoot the problem WorkForce shall then correct any defects in the modified configuration and resubmit them to Customer for Acceptance, with the process repeating as necessary. 6.3. Customer will deploy adequate staff to perform and complete their assigned activities within the timeframes specified in the project timeline, including, but not limited to, requirements definition, review and approval of project documents, testing, and end-user training. 6.4. Customer is responsible for any additional WorkForce effort due to delays, unavailability of Customer systems, data issues, resource issues, or any other project issues that increase WorkForce effort required. 6.5. Customer is responsible for developing a plan for testing and accepting the Deliverables (the “Test Plan”) for use during Customer’s testing of the Deliverables (“User Acceptance Testing”). Customer will deliver a draft of the Test Plan for WorkForce feedback and comments. Customer will incorporate comments and deliver a final Test Plan to WorkForce. Customer is required to provide test plans before WorkForce will deliver Services for User Acceptance Testing. 6.6. Customer will provide Purchase Order number (if necessary) within two (2) calendar weeks of the SOW execution date. 7. Fees The following information defines the estimated costs to complete the Services defined in this SOW. Services are provided on a time and materials basis, invoices and payments due will be in accordance with the payment terms listed in the Agreement. Any modifications to the project scope, costs, or timing of this project will be detailed in a Project Change Order (“PCO”). Pricing is based on performing Services during normal business hours. A good faith estimate of the work effort and fees are presented below. Fees will be based on the actual number of hours required to complete the work described herein and may be higher or lower than estimated. WorkForce will notify Customer when the project cost reaches within 10% of the overall budget, prompting a PCO. Upon reaching 100% of the budget, all work will cease until the PCO is signed. The costs below do not include training or travel time and travel expenses. The amounts in the following tables are represented in USD. Category Estimated Hours Hourly Rate Estimated Cost Requirements Analysis/ Weekly Status Calls 24 $250 $6,000.00 Software Configuration & Internal QA 80 $250 $20,000.00 Testing & Deployment Assistance 46 $250 $11,500.00 Project Management 30 $250 $7,500.00 Total 180 $45,000.00 Payment Milestone Description Percentage of Total Professional Services Fees Due Amount Due M1 Project Kick-off 15% $6,750 M2 Customer Testing Start 30% $13,500 M3 Deployment/ Go-Live 25% $11,250 M4 Hypercare/ Stabilization Complete 30% $13,500 Total 100% $45,000 Fees will be billed on a milestone basis as specified above. 8. Terms and Conditions 8.1. This SOW is governed by the terms of the SaaS and Professional Services Agreement (the “Agreement”) by and between WorkForce and Customer. 8.2. The pricing, information and timeline contained within this SOW is valid for sixty (60) days from the date of this document. If the Agreement is not signed within said 60-day period, it is subject to change by WorkForce at its sole discretion. END OF EXHIBIT E EXHIBIT F - SUITE ENABLEMENT STATEMENT OF WORK Prepared for: Orange County Sanitation District Submitted on: 23 July 2024 Submitted by: Robert Glatt WorkForce Account Relationship Manager WorkForce SOW Project ID: 0186.010 CONFIDENTIAL INFORMATION This document contains confidential and proprietary information belonging to WorkForce Software, LLC (“WorkForce”) and is intended only for the parties involved. Any reproduction of this document in whole or in part, or the divulgence of any of the information contained herein without the prior written consent of WorkForce is prohibited. WorkForce reserves any and all rights to the information contained in this document. VERSION HISTORY Revision SOW Effective Date Validity 1 07.23.2024 This Statement of Work (“SOW”) expires sixty (60) days from the SOW effective date if not fully executed. SUMMARY This Statement of Work (“SOW”) specifies the agreement between WorkForce and Orange County Sanitation District (“Customer”). Customer has selected WorkForce to support the following WorkForce management initiatives: • Enable the WorkForce Suite UI Hub/ Assistant SERVICES WorkForce will provide the following “Services” under this SOW: Service Category Included Project Management X Requirements Analysis X Software Configuration X Testing Assistance X Environment Migration X SCOPE WorkForce will enable the WorkForce Suite, which will be inclusive of the following: • Authentication o Reimplementation of SSO, to ensure appropriate authentication into the new UI. • Time Zone mapping o New IANA time zone formats will be utilized. WorkForce will work with the customer if needed to update import scripts. • Cleanup of historical effective dated rows, to ensure they are in chronological order. • Hub Cards • Assistant Cards • Customer can identify up to five (5) specific exceptions per policy profile, to be displayed within the Assistant. • Customer will provide exceptions to WorkForce upon kick-off of project. • Unified Navigation • New Suite User Interface SCOPE ASSUMPTIONS • Customer understands only WorkForce Suite features, related to existing functionality, will be enabled as a part of this engagement. • This SOW does not include new WorkForce Time and Attendance (“WT&A”) configuration and will require a separate engagement. DEPLOYMENT ENVIRONMENTS WorkForce will deploy the configured changes to the WT&A environment(s) below, in the order specified, upon Customer approval which may be provided via electronic email. Environment Deployment Test 1st Production 2nd Non-Production(s) 3rd OTHER TERMS AND CONDITIONS The following conditions were used in developing the project scope identified in this SOW. Any deviation may cause a change in project scope, project plan, and costs. • WorkForce Deliverables are based on WorkForce’s templates and documentation standards. • WorkForce personnel will use WorkForce laptops, tools, and e-mail addresses to perform work and communicate with Customer. • All communication with WorkForce consultants will be conducted in English. Documentation produced by WorkForce or to be reviewed by WorkForce will be in English. • The fees herein assume that Customer will roll out the Deliverables in one phase. One phase is defined as all employees live in Production through first end of period processing. • All Services will be performed remotely from WorkForce locations. Limited Services can be performed on- site if mutually agreed upon, in which case all travel expenses and additional consulting hours will be invoiced to Customer as incurred. • Customer will not perform any stress testing, load testing, or security audits without consulting with WorkForce technical staff. KEY MILESTONES & EXAMPLE TIMELINE WorkForce is typically able to assign consultants to begin initial meetings with Customer within thirty (30) days of the execution of a SOW. Actual scheduling of WorkForce consultants and project dates are dependent upon the date this SOW is executed and consultant availability. Upon execution, the WorkForce Program Manager will provide actual dates. User Acceptance Testing period shall complete within 3 calendar weeks from the delivery of the system into the Customer’s Test environment. Estimated project duration is 10 weeks from kick-off to deployment in Production. Once all the Deliverables are provided in the Production environment the engagement will shift to the stabilization period and will complete within 14 calendar days. CUSTOMER ACCEPTANCE This section defines the Acceptance process that will be followed throughout the project. Acceptance of a Deliverable by Customer indicates that WorkForce has provided the Deliverable per the agreed-upon acceptance criteria. “Acceptance” shall occur upon any of the following: • Customer’s written sign-off acceptance via email to WorkForce Project Manager • Customer uses the modified WT&A configuration in Production at the completion of the Stabilization period. • Customer has not acknowledged receipt of Services during the five (5) day period after WorkForce delivery CUSTOMER RESPONSIBILITIES Customer responsibilities are the following: Customer Task Required Develop Test Plan X Provide additional requirements X Test delivered system X Deploy WT&A and changes to end users X WorkForce shall then correct any defects in the modified configuration and resubmit them to Customer for Acceptance, with the process repeating as necessary. • Customer will deploy adequate staff to perform and complete their assigned activities within the timeframes specified in the project timeline, including, but not limited to, requirements definition, review and approval of project documents, testing, and end-user training. • Customer is responsible for any additional WorkForce effort due to delays, unavailability of Customer systems, data issues, resource issues, or any other project issues that increase WorkForce effort required. • Customer is responsible for developing a plan for testing and accepting the Deliverables (the “Test Plan”) for use during Customer’s testing of the Deliverables (“User Acceptance Testing”). Customer will deliver a draft of the Test Plan for WorkForce feedback and comments. Customer will incorporate comments and deliver a final Test Plan to WorkForce. Customer is required to provide Test Plans before WorkForce will deliver Services for User Acceptance Testing. • Customer will provide Purchase Order number (if necessary) within two (2) calendar weeks of the Statement of Work execution date. FEES WorkForce will provide the Services specified in this SOW for a fixed-fee of $30,000 (“Professional Services Fees”), not including travel time and expenses, and not including training, which is priced separately below if applicable. The Total Professional Services Fees Due is based on the services and scope described herein. Fees will be billed on a milestone basis as specified below and payments due will be in accordance with the payment terms listed in the Agreement. Pricing is based on performing Services during normal business hours and represented in USD. Payment Milestone Description Percentage of Total Professional Services Fees Due Amount Due M1 Project Kick-off 15% $3,750 M2 Customer Testing Start 30% $7,500 M3 Deployment/ Go-Live 25% $6,250 M4 Hypercare/ Stabilization Complete 30% $7,500 Total 100% $25,000 Fees will be billed on a milestone basis as specified above. Changes to any of the terms of this SOW or Customer delays will be handled through a Project Change Order (“PCO”) and may involve an adjustment to the schedule and/or Total Professional Services Fees Due. A description of the PCO process is provided in Appendix A. AFFILIATES AND SUB-PROCESSORS Notwithstanding anything to the contrary, WorkForce may engage its affiliates and additional third-parties to perform Services as assigned by WorkForce under this SOW. Customer expressly approves the use of such affiliates and/or third-parties. Please refer to Appendix B for affiliate and sub-processor information. TERMS AND CONDITIONS This SOW is governed by the terms of the SaaS and Professional Services Agreement (the “Agreement”) by and between WorkForce and Customer. All capitalized terms that are not defined in this SOW shall have the meaning ascribed to it in the Agreement. The pricing, information and timeline contained within this SOW is valid for sixty (60) days from the date of this document. If the Agreement is not signed within said 60-day period, it is subject to change by WorkForce at its sole discretion. ATTACHMENTS [X] Appendix A: Project Change Order (PCO) Process [X] Appendix B: Affiliates and Sub-Processors APPENDIX A: PROJECT CHANGE ORDER (PCO) PROCESS If not provided for in the Agreement, the following Project Change Order process will be followed: The Project Change Order (PCO) processes are identified to address any deviation or change in the terms of this SOW, scope of the consulting and implementation services or costs and must be approved by an authorized designee of the Customer and the WorkForce Project Manager. The WorkForce Project Manager has overall responsibility for the change process. When a change is desired, the requestor (WorkForce or Customer) notifies the Workforce Project Manager who performs the following: • Acknowledges receipt of the Change Request. • Prepares a preliminary Project Change Order Form to identify the nature of the requested change • Performs an initial impact assessment to determine the effect, if any, on the consulting and implementation service’s schedule and the costs associated utilizing resources to perform a full Change Request analysis. If the impact assessment indicates using resources to analyze the Change Request affects the consulting and implementation services schedule or costs, the WorkForce Project Manager shall obtain Customer approval before performing the Change Request analysis. • Reports the Change Request status in the progress reports. • If Customer approves a full Change Request analysis, the WorkForce Project Manager shall prepare a Project Change Order Form detailing the change and its justification for the change, directing the analysis effort to the appropriate resources. This analysis shall result in a final Project Change Order Form containing estimated cost, schedule and resource requirements, technical feasibility, and recommended disposition such as: o Implement without adjusting current cost or delivery schedule. o Implement with impact to Customer’s cost or delivery schedule. o Recommended as a follow-on project. • If WorkForce finds the project not technically or economically feasible, an explanation will be provided detailing the reason. • The WorkForce Project Manager reviews the Project Change Order Form with the Customer and it is marked as “accepted” or “withdrawn,” and signed by both parties. If “accepted”, consulting and implementation services are revised to include the agreed change(s) and invoicing will be on a T&M basis in accordance with the provisions of the PCO. APPENDIX B: AFFILIATES AND SUB-PROCESSORS Affiliates Country WorkForce Software, Ltd United Kingdom WFS Australia Pty Limited Australia WorkForce Software Limited England WorkForce Software Limited New Zealand Third Parties Country Digital Intelligence Systems, LLC (DISYS) India, United States Neoris de Mexico S.A. Mexico TimeXperts Pvt. Ltd. Pakistan END OF EXHIBIT F EXHIBIT G – STATEMENT OF WORK Customer Orange County Sanitation District Date 23 July 2024 SOW Number 0186.009 Version 3 1. Summary 1.1. This Statement of Work (“SOW”) specifies the agreement between WorkForce Software, LLC (“WorkForce”) and Orange County Sanitation District (“Customer”). Customer has selected WorkForce Time to support the following workforce management initiatives: 1.1.1. Enablement of GET REST APIs 2. Services WorkForce will provide the following “Services” under this SOW: Service Category Included Project Management X Testing Assistance X Environment Migration X Technical Scope 2.1. Enable Customer’s environments to access REST APIs 2.2. Customer will determine which Data feed (GET) APIs they would like enabled 2.2.1. This project includes all Data feed (GET) APIs available 2.3. Project does contain up to 5 hours of consulting/ troubleshooting 2.4. Scope Assumptions 2.4.1. The details in the SOW are based on Customer being in a WorkForce SaaS Environment and no longer On-Premise, being on version 20.2X and being Suite enabled. 2.4.2. Estimation of report requests will be billable under this scope of work 2.4.3. No PUT APIs will be enabled during this project 2.4.4. No new configuration will be completed during this project 2.4.5. Data analysis or documentation is not included 2.5. Deployment Environments WorkForce will deploy the configured changes to the WorkForce Time and Attendance (“WT&A”) environment(s) below, in the order specified, upon Customer approval which may be provided via electronic email. Environment Deploy Dev 1st Test 2nd Production 3rd 3. Additional Conditions 3.1. The following conditions were used in developing the project scope identified in this SOW. Any deviation may cause a change in project scope, project plan, and costs. 3.1.1. WorkForce Deliverables are based on WorkForce’s templates and documentation standards. 3.1.2. WorkForce personnel will use WorkForce laptops, tools, and e-mail addresses to perform work and communicate with Customer. 3.1.3. Notwithstanding anything to the contrary in the Agreement, Customer expressly acknowledges and agrees that WorkForce may utilize the following non-U.S. based resources and WorkForce certified partners, to provide the Services. Responsibility for protecting the Customer’s data resides with WorkForce as detailed in the Agreement. 3.1.3.1. WorkForce Software, LLC (United States) 3.1.3.2. WorkForce Software, Inc. (Canada) 3.1.3.3. WorkForce Software, Ltd. (United Kingdom) 3.1.3.4. WFS Australia Pty. Ltd. (Australia) 3.1.3.5. Digital Intelligence Systems LLC 3.1.3.6. 3.1.3.6. Accenture International Limited 3.1.3.7. TimeXperts Pvt. Ltd. 3.1.4. All communication with WorkForce consultants will be conducted in English. Documentation produced by WorkForce or to be reviewed by WorkForce will be in English. 3.1.5. The fees herein assume that Customer will roll out the Deliverables in one phase. One phase is defined as all employees live in Production through first end of period processing. 3.1.6. All Services shall be performed off-site from Customer location(s). Limited Services can be performed on-site if mutually agreed upon, in which case all travel expenses and additional consulting hours will be invoiced to Customer as incurred. 3.1.7. “Test” is defined as any non-Production environment. 3.1.8. Customer will not perform any stress testing, load testing, or security audits without consulting with WorkForce technical staff. 3.1.9. Given the nature of the work, weekly status meetings with the Customer are included. 4. Timeline 4.1. WorkForce is typically able to assign consultants to begin initial meetings with Customer within thirty (30) days of the execution of a SOW. 4.1.1. Actual scheduling of WorkForce consultants and project dates are dependent upon the date this SOW is executed and consultant availability. Upon execution, the WorkForce Project Manager will provide actual dates. 4.2. User Acceptance Testing period shall complete within 2 calendar weeks from the delivery of the system into the Customer’s Test environment. 4.3. Estimated project duration is – 6 weeks from kick-off to deployment in Production. 4.4. Once all the deliverables are provided in the Production environment the engagement will shift to the stabilization period and will complete within 14 calendar days. 5. Acceptance 5.1. This section defines the Acceptance process that will be followed throughout the project. Acceptance of a deliverable by Customer indicates that WorkForce has provided the deliverable per the agreed-upon acceptance criteria. “Acceptance” shall occur upon any of the following: 5.1.1. Customer’s written sign-off acceptance via email to WorkForce’s Project Manager 5.1.2. Customer uses the modified WT&A configuration in Production at the completion of the Stabilization period. 5.1.3. Customer has not acknowledged receipt of Services during the five (5) day period after WorkForce delivery 6. Customer Responsibilities 6.1. Customer responsibilities are the following: Customer Task Required Develop Test Plan X Provide additional requirements X Test delivered system X Deploy WT&A and changes to end users X 6.2. Discrepancies that Customer encounters during User Acceptance Testing timeframe shall be promptly reported to WorkForce within WorkForce’s SharePoint CS Portal and include the following information: • Detailed description of the problem • Steps to reproduce the problem • Screen capture of the problem, if possible • Other information to help WorkForce troubleshoot the problem WorkForce shall then correct any defects in the modified configuration and resubmit them to Customer for Acceptance, with the process repeating as necessary. 6.3. Customer will deploy adequate staff to perform and complete their assigned activities within the timeframes specified in the project timeline, including, but not limited to, requirements definition, review and approval of project documents, testing, and end-user training. 6.4. Customer is responsible for any additional WorkForce effort due to delays, unavailability of Customer systems, data issues, resource issues, or any other project issues that increase WorkForce effort required. 6.5. Customer is responsible for developing a plan for testing and accepting the Deliverables (the “Test Plan”) for use during Customer’s testing of the Deliverables (“User Acceptance Testing”). Customer will deliver a draft of the Test Plan for WorkForce feedback and comments. Customer will incorporate comments and deliver a final Test Plan to WorkForce. Customer is required to provide test plans before WorkForce will deliver Services for User Acceptance Testing. 6.6. Customer will provide Purchase Order number (if necessary) within two (2) calendar weeks of the SOW execution date. 7. Fees WorkForce will provide the Services specified in this SOW for a fixed-fee of $5,000.00 (“Professional Services Fees”), not including travel time and expenses, and not including training, which is priced separately below if applicable. Any modifications to the project scope, costs, or timing of this project will be detailed in a Project Change Order (“PCO”). Pricing is based on performing Services during normal business hours and represented in USD. Payment Milestone Description Percentage of Total Professional Services Fees Due Amount Due M1 Project Kick-off 15% $750 M2 Customer Testing Start 30% $1,500 M3 Deployment/ Go-Live 25% $1,250 M4 Hypercare/ Stabilization Complete 30% $1,500 Total 100% $5,000 Fees will be billed on a milestone basis as specified above. 8. Terms and Conditions 8.1. This SOW is governed by the terms of the SaaS and Professional Services Agreement (the “Agreement”) by and between WorkForce and Customer. 8.2. The pricing, information and timeline contained within this SOW is valid for sixty (60) days from the date of this document. If the Agreement is not signed within said 60-day period, it is subject to change by WorkForce at its sole discretion. WorkForce Software 38705 Seven Mile Road Livonia, MI 48152 +1 877 493 6723 info@workforcesoftware.com workforcesoftware.com September 6, 2024 Orange County Sanitation District 18480 Bandilier Circle Fountain Valley, CA 92708-7018 RE: Consent to disclose Confidential Information To Whom it May Concern: WorkForce Software, LLC (“WFS”) hereby provides its consent for Orange County Sanitation District (“OCSD”) to publish the contents of the SaaS and Professional Services Agreement between WFS and OCSD dated on or about the date of this letter, including the Exhibits thereto (the “Agreement”), as part of OCSD’s public record, in accordance with OCSD’s standard processes. The foregoing does not constitute consent for the disclosure of any other Confidential Information (as defined in the Agreement) nor does it constitute consent for the disclosure of the Agreement in any other manner. Sincerely, Jeff Moses Chief Executive Officer WorkForce Software Docusign Envelope ID: C8627FCD-DE56-43B1-B317-12D61DAB754E ADMINISTRATION COMMITTEE Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3851 Agenda Date:9/25/2024 Agenda Item No:15. FROM:Robert Thompson, General Manager Originator: Wally Ritchie, Director of Finance SUBJECT: REIMBURSEMENTS TO BOARD MEMBERS AND STAFF GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Receive and file report of reimbursements to Board Members and Staff per Government Code Section 53065.5 for the period July 1, 2023 through June 30, 2024. BACKGROUND Government Code Section 53065.5 requires all Special Districts to disclose any reimbursements paid by the District within the immediately preceding fiscal year of at least one hundred dollars ($100)or more for each individual charge for services or product received.The individual charge includes,but is not limited to,tuition reimbursement;certificate or license reimbursement;or meals,lodging, transportation,or registration fee reimbursed to any employee or member of the governing body of the District.The disclosure requirement shall be fulfilled by including the reimbursement information in a document published or printed at least annually by a date determined by the District and shall be made available for public inspection.Attached is the report of these reimbursements for the fiscal year ended June 30, 2024. RELEVANT STANDARDS ·Government Code Section 53065.5 PROBLEM N/A PROPOSED SOLUTION N/A Orange County Sanitation District Printed on 9/17/2024Page 1 of 2 powered by Legistar™ File #:2024-3851 Agenda Date:9/25/2024 Agenda Item No:15. TIMING CONCERNS Disclosure of reimbursements must be made at least annually for costs incurred the immediately preceding fiscal year. RAMIFICATIONS OF NOT TAKING ACTION N/A PRIOR COMMITTEE/BOARD ACTIONS N/A ADDITIONAL INFORMATION N/A CEQA N/A FINANCIAL CONSIDERATIONS All listed reimbursements have already been paid. ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·FY 23-24 Board Members & Staff Reimbursement Report Orange County Sanitation District Printed on 9/17/2024Page 2 of 2 powered by Legistar™ Orange County Sanitation District Reimbursements to Board Members and Staff - July 1, 2023 through June 30, 2024 Division Emp. #Name Title Amount Description Site Location Duration 630 133276 Abushaban, Randa Senior Regulatory Specialist 150.00 Certification/License Reimbursement 250 689961 Adamson, Dustin J.Data Management Technician I 1,231.96 Autodesk University Las Vegas, NV 11/12 - 11/15/23 750 681782 Ahn, Scott S.Senior Engineer 180.00 Certification/License Reimbursement 750 681782 Ahn, Scott S.Senior Engineer 2,849.16 Tuition Reimbursement 161 811217 Aleman, Krystal L.Security/Emergency Planning Specialist 1,026.35 CESA Conference Palm Springs, CA 5/6 - 5/9/24 880 817408 Alvarado, Andrea M.Administrative Assistant 423.69 Staff Appreciation Reimbursement 870 515477 Amin, Anantkumar R.Electrical Technician II 103.00 Certification/License Reimbursement 110 111587 Andrade, David Lead Mechanic 716.20 Tri-State Seminar Las Vegas, NV 8/7 - 8/10/23 820 111587 Andrade, David Lead Mechanic 105.00 Certification/License Reimbursement 820 111587 Andrade, David Lead Mechanic 108.00 Certification/License Reimbursement 820 111587 Andrade, David Lead Mechanic 108.00 Certification/License Reimbursement 830 448876 Andresen, Larry S.Senior Plant Operator 150.00 Certification/License Reimbursement 4011702 671461 Andrews, Dana V.Senior Construction Inspector 460.38 Equipment Testing Mebane, NC 10/23 - 10/25/23 4011702 671461 Andrews, Dana V.Senior Construction Inspector 889.37 Equipment Testing Mebane, NC 9/18 - 9/22/23 4011702 671461 Andrews, Dana V.Senior Construction Inspector 920.03 Equipment Testing Raleigh, NC 7/1 - 7/14/23 161 698381 Angel, Sheri Lynn V.Senior Safety and Health Specialist 135.00 Certification/License Reimbursement 161 698381 Angel, Sheri Lynn V.Senior Safety and Health Specialist 170.00 Certification/License Reimbursement 840 688407 Arce, Aaron Senior Plant Operator 110.00 Certification/License Reimbursement 870 679560 Arias, Emmanuel Reliability Maintenance Technician 1,451.30 PDMA Training Tampa, FL 6/24 - 6/28/24 870 679560 Arias, Emmanuel Reliability Maintenance Technician 450.00 Certification/License Reimbursement 822 757484 Armas-Lopez, Jorge L.Automotive/Heavy Equipment Techician 966.02 Vactor Machinery Training Streator, IL 11/6 - 11/10/23 822 757484 Armas-Lopez, Jorge L.Automotive/Heavy Equipment Techician 185.50 Certification/License Reimbursement 760 723508 Arshi, Aryan Engineer 180.00 Certification/License Reimbursement 220 267151 Ayers, Angela A.Principal Accountant 1,509.73 Payroll Congress Nashville, TN 5/6 - 5/11/24 880 74472 Baez, Jesus Senior Mechanic 100.00 Certification/License Reimbursement 880 74472 Baez, Jesus Senior Mechanic 103.00 Certification/License Reimbursement 880 690671 Barents, Brandon J.Facilities Worker 185.00 Membership 4011702 678111 Bassett, Natalia A.Senior Engineer 915.98 Equipment Testing Mebane, NC 10/22 - 10/25/23 4011702 678111 Bassett, Natalia A.Senior Engineer 976.23 Equipment Testing Mebane, NC 7/10 - 7/14/23 4011702 678111 Bassett, Natalia A.Senior Engineer 1,008.19 Equipment Testing Mebane, NC 9/18 - 9/22/23 110 688538 Bedard, Brian C.Senior Mechanic 772.45 Tri-State Seminar Las Vegas, NV 8/7 - 8/10/23 880 688538 Bedard, Brian C.Senior Mechanic 113.00 Certification/License Reimbursement 760 681791 Behravan, Pegah Senior Engineer 890.12 DBIA Water Conference Cincinatti, OH 4/14 - 4/17/24 760 681791 Behravan, Pegah Senior Engineer 1,554.00 Certification/License Reimbursement 822 7835 Bell, Robert M.Maintenance Supervisor 100.00 Staff Appreciation Reimbursement 822 7835 Bell, Robert M.Maintenance Supervisor 115.68 Staff Appreciation Reimbursement 822 7835 Bell, Robert M.Maintenance Supervisor 143.40 Smog Ck Expense Reimb. 870 681539 Benson, Keith C.Senior Mechanic 697.56 Schwing Training Ft. Myer, FL 8/14 - 8/18/23 770 659833 Berokoff, Daniel D.Engineering Supervisor 1,520.66 NASTT No-Dig Conference Edmonton Canada 10/21 - 10/25/23 770 659833 Berokoff, Daniel D.Engineering Supervisor 180.00 Certification/License Reimbursement 830 674507 Beutler, Brett L.Lead Plant Operator 150.00 Certification/License Reimbursement 870 515434 Bewley, Benjamin W.Maintenance Supervisor 113.00 Certification/License Reimbursement 830 334537 Bradley, Jon O.Operations Manager 150.00 Certification/License Reimbursement 870 431708 Brandt, Robert D.Reliability Maintenance Technician 1,423.81 Noria Oil Analysis Training Tulsa, OK 6/16 - 6/21/24 870 431708 Brandt, Robert D.Reliability Maintenance Technician 165.00 Certification/License Reimbursement 870 431708 Brandt, Robert D.Reliability Maintenance Technician 165.00 Certification/License Reimbursement 830 9110 Brown, Jeffrey Senior Engineer 225.00 Certification/License Reimbursement 250 86254 Brown, Marc A.Principal Information Technology Analyst 2,269.76 PMWeb Conference Orlando, FL 1/7 - 1/11/24 250 86254 Brown, Marc A.Principal Information Technology Analyst 150.00 Certification/License Reimbursement 1 of 11 Prepared By: Lisa Henshaw 8/20/2024 Orange County Sanitation District Reimbursements to Board Members and Staff - July 1, 2023 through June 30, 2024 Division Emp. #Name Title Amount Description Site Location Duration 870 733731 Brown, Mitchell A.Lead Instrumentation Technician 206.00 Certification/License Reimbursement 880 682953 Caballero, Steven Electrical Technician II 108.00 Certification/License Reimbursement 110 164718 Cabral, James Maintenance Supervisor 1,344.34 CWEA Conference Sacramento, CA 4/9 - 4/12/24 820 164718 Cabral, James Maintenance Supervisor 113.00 Certification/License Reimbursement 110 111202 Cabral, Jennifer M.Director of Communications 709.33 CASA Winter Conference Palm Springs, CA 1/24-1/26/24 140 111202 Cabral, Jennifer M.Director of Communications 198.00 Supplies Reimbursement 230 805061 Cabral, Jordan J.Buyer 2,174.50 Tuition Reimbursement 250 698453 Campbell, Matthew E.Information Technology Analyst III 1,069.61 Black Hat Training Las Vegas, NV 8/8 - 8/10/23 250 698453 Campbell, Matthew E.Information Technology Analyst III 5,250.00 Tuition Reimbursement 770 772810 Canlas, Erwin F.Construction Inspector 400.29 Tri-State Seminar Las Vegas, NV 8/6 - 8/8/23 630 701069 Cao, Yiping Environmental Supervisor 430.52 Lab Design Conference Phoenix, AZ 5/19 - 5/21/24 110 701069 Cao, Yiping Environmental Supervisor 1,370.81 CWEA Annual Conference Sacramento, CA 4/8 - 4/12/24 250 698445 Caparas, Mortimer M.Information Technology Analyst II 1,554.56 Knowledge Conference Las Vegas, NV 5/6 - 5/9/24 220 640542 Cardenas, Kim A.Accounting Supervisor 2,048.41 GFOA Conference Orlando, FL 6/8 - 6/13/24 220 640542 Cardenas, Kim A.Accounting Supervisor 280.00 Certification/License Reimbursement 220 640542 Cardenas, Kim A.Accounting Supervisor 1,200.00 Certification/License Reimbursement 630 700285 Cardoza, Rose C.Senior Environmental Specialist 829.23 So Cal Costal Ocean Observing System Conference San Diego, CA 5/14 - 5/16/24 770 701157 Carman, Robert L.Construction Inspector 140.00 Certification/License Reimbursement 140 674929 Carrillo, Belen A.Senior Public Affairs Specialist 852.34 CAPIO Conference Indian Wells, CA 5/13 - 5/16/24 140 674929 Carrillo, Belen A.Senior Public Affairs Specialist 479.40 CWEA Conference Sacramento, CA 4/11 - 4/14/24 140 674929 Carrillo, Belen A.Senior Public Affairs Specialist 750.00 Tuition Reimbursement 140 674929 Carrillo, Belen A.Senior Public Affairs Specialist 1,500.00 Tuition Reimbursement 140 674929 Carrillo, Belen A.Senior Public Affairs Specialist 1,500.00 Tuition Reimbursement 140 674929 Carrillo, Belen A.Senior Public Affairs Specialist 1,500.00 Tuition Reimbursement 610 104512 Carrillo, Dindo A.Regulatory Specialist 1,192.53 CWEA Annual Conference Sacramento, CA 4/9 - 4/12/24 840 662531 Casanova, Clifford E.Operations Supervisor 150.00 Certification/License Reimbursement 870 747286 Castaneda, Anthony M.Senior Mechanic 750.00 Certification/License Reimbursement 830 345148 Castro, Ernesto Operations Supervisor 150.00 Certification/License Reimbursement 120 690970 Castro, Jacqueline Assistant Clerk of the Board 882.54 Clerks Training Riverside, CA 9/12 - 9/15/23 630 703056 Chan, Cara L.Environmental Specialist 211.25 Certification/License Reimbursement 830 514087 Chang, Esther H.Lead Plant Operator 110.00 Certification/License Reimbursement 820 8766 Cheffs, Peter Lead Mechanic 103.00 Certification/License Reimbursement 820 8766 Cheffs, Peter Lead Mechanic 205.00 Certification/License Reimbursement 820 8766 Cheffs, Peter Lead Mechanic 211.00 Certification/License Reimbursement 630 558901 Choi, Samuel Environmental Protection Manager 566.87 Lab Design Conference Phoenix, AZ 5/19 - 5/21/24 140 265501 Chong, Tatiana Principal Staff Analyst 296.00 Refreshment Reimbursement 820 650521 Clark, Tyler T.Mechanic 103.00 Certification/License Reimbursement 110 584616 Coghill, Adam D.Senior Engineer 1,424.21 WEFTEC Conference Chicago, IL 10/1 - 10/4/23 630 799001 Cohn, Brian C.Senior Environmental Specialist 778.98 So Cal Costal Ocean Observing System Conference San Diego, CA 5/14 - 5/16/24 630 799001 Cohn, Brian C.Senior Environmental Specialist 1,071.75 Buoy Workshop Training Sequim, WA 5/19 - 5/24/24 760 763358 Cole, Andrew Engineer 180.00 Certification/License Reimbursement 840 549765 Cole, Christopher H.Plant Operator 110.00 Certification/License Reimbursement 930 8109 Cortez, Ronald C.Operations Supervisor 150.00 Certification/License Reimbursement 110 554548 Crider, Suzanne A.Principal Staff Analyst 165.00 Certification/License Reimbursement 250 654573 Crow, Chad C.Senior Information Technology Analyst 1,135.20 Laserfiche Conference Las Vegas, NV 4/22 - 4/25/24 250 654573 Crow, Chad C.Senior Information Technology Analyst 716.07 Tuition Reimbursement 770 405868 Cuellar, Raul Engineering Manager 180.00 Certification/License Reimbursement 110 150981 Dalgoff, Jacob Senior Engineer 1,190.10 CWEA Conference Sacramento, CA 4/9 - 4/13/24 620 673256 Daniel, Jason A.Engineering Manager 294.00 Certification/License Reimbursement 110 288075 DaSilva, Andy Engineer 1,155.55 CWEA Annual Conference Sacramento, CA 4/9 - 4/12/24 2 of 11 Prepared By: Lisa Henshaw 8/20/2024 Orange County Sanitation District Reimbursements to Board Members and Staff - July 1, 2023 through June 30, 2024 Division Emp. #Name Title Amount Description Site Location Duration 760 288075 DaSilva, Andy Engineer 180.00 Certification/License Reimbursement 760 651461 Davies, Cyril Engineering Supervisor 180.00 Certification/License Reimbursement 750 655322 Davila, Rudy Engineer 1,061.64 Tuition Reimbursement 750 655322 Davila, Rudy Engineer 1,130.24 Tuition Reimbursement 110 275039 Deas, Dion Maintenance Supervisor 1,043.07 Tri-State Seminar Las Vegas, NV 8/7 - 8/10/23 880 275039 Deas, Dion Maintenance Supervisor 210.00 Certification/License Reimbursement 140 637669 Deterding, Gregg J.Graphics Designer 983.79 CAPIO Conference Indian Wells, CA 5/13 - 5/16/24 140 637669 Deterding, Gregg J.Graphics Designer 135.13 Adobe Conference Los Angeles, CA 10/10 - 10/12/23 822 689442 DeVoe, Derek Mobile Crane Oerator 895.00 Certification/License Reimbursement 1010500 696482 Dey, Jesse D.Senior Construction Inspector 388.76 Equipment Testing Milwaukee, WI 12/1 - 12/3/23 770 696482 Dey, Jesse D.Senior Construction Inspector 305.00 Certification/License Reimbursement 770 696482 Dey, Jesse D.Senior Construction Inspector 384.00 Certification/License Reimbursement 770 696482 Dey, Jesse D.Senior Construction Inspector 891.00 Tuition Reimbursement 770 696482 Dey, Jesse D.Senior Construction Inspector 1,683.00 Tuition Reimbursement 4011702 697442 Dheda, Sherjeel S.Senior Engineer 424.12 Equipment Testing Mebane, NC 7/10 - 7/14/23 4011702 697442 Dheda, Sherjeel S.Senior Engineer 1,274.06 Equipment Testing Mebane, NC 9/18 - 9/22/23 760 323256 Dhodia, Hemal Principal Information Technology Analyst 180.00 Certification/License Reimbursement 630 96903 Diaz, Arturo Principal Environmental Specialist 2,127.26 ASM Microbe Conference Atlanta, GA 6/12 - 6/17/24 620 682401 Dilliner, Dennis L.Source Control Inspector II 103.00 Certification/License Reimbursement 620 682401 Dilliner, Dennis L.Source Control Inspector II 200.00 Certification/License Reimbursement 830 635743 Downer, Sid M.Operations Supervisor 150.00 Certification/License Reimbursement 230 265498 Dubrovski, Natasha Contracts Supervisor 1,136.25 DBIA Water Conference Cincinatti, OH 4/14 - 4/17/24 630 669581 Dudek, Marta A.Senior Environmental Specialist 1,003.31 Instrument Technique Training Wilmington, DE 5/20 - 5/24/24 110 322991 Dumitru, Jonathan A.Board of Directors 587.85 CASA Winter Conference Palm Springs, CA 1/23 - 1/26/24 740 698541 Edwards, Troy J.Engineer 180.00 Certification/License Reimbursement 740 772861 Encina, Beverly S.Engineer 180.00 Certification/License Reimbursement 620 681256 Escobar, Kevin A.Source Control Inspector II 100.00 Certification/License Reimbursement 620 681256 Escobar, Kevin A.Source Control Inspector II 1,220.00 Tuition Reimbursement 620 681256 Escobar, Kevin A.Source Control Inspector II 1,220.00 Tuition Reimbursement 620 681256 Escobar, Kevin A.Source Control Inspector II 1,220.00 Tuition Reimbursement 620 681256 Escobar, Kevin A.Source Control Inspector II 1,220.00 Tuition Reimbursement 620 681256 Escobar, Kevin A.Source Control Inspector II 1,220.00 Tuition Reimbursement 870 293819 Escobar, Santiago A.Associate Engineer 165.00 Certification/License Reimbursement 870 293819 Escobar, Santiago A.Associate Engineer 250.00 Certification/License Reimbursement 110 735357 Espinosa, Hector A.Instrumentation Techician II 778.69 Tri-State Seminar Las Vegas, NV 8/7 - 8/10/23 760 691796 Falzone, Charles Engineering Supervisor 436.14 Equipment Site Visit San Jose, CA 1/17 - 1/18/24 760 691796 Falzone, Charles Engineering Supervisor 180.00 Certification/License Reimbursement 760 691796 Falzone, Charles Engineering Supervisor 225.00 Certification/License Reimbursement 830 690021 Feld, Kathryn Plant Operator 150.00 Certification/License Reimbursement 740 660287 Fenton, Justin M.Engineering Manager 180.00 Certification/License Reimbursement 0306400 573221 Fernandez, Birger L.Senior Engineer 116.85 Site Visit Anaheim, CA 7/24 - 8/1/23 0306400 573221 Fernandez, Birger L.Senior Engineer 172.13 Site Visits Various 7/10 - 7/20/23 770 573221 Fernandez, Birger L.Engineer 225.00 Certification/License Reimbursement 770 573221 Fernandez, Birger L.Engineer 288.00 Certification/License Reimbursement 770 573221 Fernandez, Birger L.Engineer 675.00 Certification/License Reimbursement 630 417172 Ferraro, Benjamin J.Principal Environmental Specialist 2,052.15 Bethnic Eco Meeting Charleston, SC 4/9 - 4/14/24 840 2015 Ferry, Cynthia L.Administrative Assistant 184.61 Supplies Reimbursement 840 2015 Ferry, Cynthia L.Administrative Assistant 148.82 Supplies Reimbursement 840 2015 Ferry, Cynthia L.Administrative Assistant 166.63 Supplies Reimbursement 840 2015 Ferry, Cynthia L.Administrative Assistant 218.50 Supplies Reimbursement 3 of 11 Prepared By: Lisa Henshaw 8/20/2024 Orange County Sanitation District Reimbursements to Board Members and Staff - July 1, 2023 through June 30, 2024 Division Emp. #Name Title Amount Description Site Location Duration 840 2015 Ferry, Cynthia L.Administrative Assistant 253.62 Supplies Reimbursement 110 683796 Finkelstein, Brian P.Engineer 736.41 Tri-State Seminar Las Vegas, NV 8/7 - 8/10/23 110 683796 Finkelstein, Brian P.Engineer 1,592.05 CWEA Annual Conference Sacramento, CA 4/9 - 4/12/24 620 683796 Finkelstein, Brian P.Engineer 180.00 Certification/License Reimbursement 110 787042 Firouzian, Mani Engineer 1,435.69 WEFTEC Conference Chicago, IL 10/1 - 10/4/23 760 787042 Firouzian, Mani Engineer 180.00 Certification/License Reimbursement 770 697653 Forrest, Christopher Construction Inspector 803.52 NFPA Conference Orlando, FL 6/17 - 6/20/24 2009801 697653 Forrest, Christopher Construction Inspector 883.37 P2-98A EQUIP TEST 050624 Queretaro Mexico 5/6 - 5/9/24 770 697653 Forrest, Christopher Construction Inspector 1,500.00 Tuition Reimbursement 161 681088 Frattali, John M.Safety and Health Supervisor 170.00 Certification/License Reimbursement 161 681088 Frattali, John M.Safety and Health Supervisor 270.00 Certification/License Reimbursement 161 681088 Frattali, John M.Safety and Health Supervisor 350.00 Certification/License Reimbursement 161 681088 Frattali, John M.Safety and Health Supervisor 1,075.00 Tuition Reimbursement 161 681088 Frattali, John M.Safety and Health Supervisor 1,092.00 Tuition Reimbursement 161 681088 Frattali, John M.Safety and Health Supervisor 1,092.00 Tuition Reimbursement 161 681088 Frattali, John M.Safety and Health Supervisor 1,092.00 Tuition Reimbursement 161 681088 Frattali, John M.Safety and Health Supervisor 1,092.00 Tuition Reimbursement 820 672392 Fuchs, Shannon D.Senior Mechanic 108.00 Certification/License Reimbursement 120 698699 Gallagher, Ryan P.Board of Directors 129.00 Executive Portrait Reimb 250 540111 Garchow, Matthew N.Principal Information Technology Analyst 946.80 Labware Conference Las Vegas, NV 4/14 - 4/19/24 120 118498 Garcia, Alfredo Program Assistant 674.51 Admin Committee Dinners 120 118498 Garcia, Alfredo Program Assistant 800.00 PO Box Fee Reimbursement 230 698912 Garcia, Elsa M.Contract/Purchasing Technician 1,249.00 Tuition Reimbursement 230 698912 Garcia, Elsa M.Contract/Purchasing Technician 1,292.00 Tuition Reimbursement 230 698912 Garcia, Elsa M.Contract/Purchasing Technician 1,312.00 Tuition Reimbursement 230 698912 Garcia, Elsa M.Contract/Purchasing Technician 2,498.00 Tuition Reimbursement 820 681248 Garcia, Manuel E.Senior Mechanic 103.00 Certification/License Reimbursement 110 678575 Gass, Beck T.Maintenance Supervisor 735.24 Tri-State Seminar Las Vegas, NV 8/7 - 8/9/23 880 678575 Gass, Beck T.Maintenance Supervisor 1,336.88 GMRC Conference Phoenix, AZ 10/1 - 10/4/23 880 678575 Gass, Beck T.Maintenance Supervisor 113.00 Certification/License Reimbursement 760 771622 Geel, Stephen A.Principal Information Technology Analyst 907.80 Cisco Live Conference Las Vegas, NV 6/5 - 6/8/23 870 682030 Geraldo, Rogelio Maintenance Specialist 150.00 Certification/License Reimbursement 760 681045 Gholamrezaei, Reza Information Technology Analyst III 180.00 Certification/License Reimbursement 161 698023 Gilbrook, Ryan P.Safety Inspector 290.00 Certification/License Reimbursement 161 698023 Gilbrook, Ryan P.Safety Inspector 540.00 Tuition Reimbursement 161 698023 Gilbrook, Ryan P.Safety Inspector 810.00 Tuition Reimbursement 161 698023 Gilbrook, Ryan P.Safety Inspector 810.00 Tuition Reimbursement 161 698023 Gilbrook, Ryan P.Safety Inspector 1,620.00 Tuition Reimbursement 161 698023 Gilbrook, Ryan P.Safety Inspector 1,620.00 Tuition Reimbursement 161 698023 Gilbrook, Ryan P.Safety Inspector 1,620.00 Tuition Reimbursement 770 668772 Goldsmith, Matthew G.Senior Construction Inspector 525.00 Certification/License Reimbursement 610 653757 Gomez, Charmayne B.Administrative Assistant 134.70 Staff Appreciation Reimbursement 610 653757 Gomez, Charmayne B.Administrative Assistant 160.00 Tuition Reimbursement 610 653757 Gomez, Charmayne B.Administrative Assistant 1,275.00 Tuition Reimbursement 610 653757 Gomez, Charmayne B.Administrative Assistant 1,275.00 Tuition Reimbursement 610 653757 Gomez, Charmayne B.Administrative Assistant 1,275.00 Tuition Reimbursement 610 653757 Gomez, Charmayne B.Administrative Assistant 1,275.00 Tuition Reimbursement 110 745336 Gomez, Jennifer R.Senior Environmental Specialist 1,721.03 CWEA Conference Sacramento, CA 4/8 - 4/12/24 610 745336 Gomez, Jennifer R.Senior Environmental Specialist 714.08 CASQA Conference San Diego, CA 9/11 - 9/13/23 610 745336 Gomez, Jennifer R.Senior Environmental Specialist 715.00 Certification/License Reimbursement 4 of 11 Prepared By: Lisa Henshaw 8/20/2024 Orange County Sanitation District Reimbursements to Board Members and Staff - July 1, 2023 through June 30, 2024 Division Emp. #Name Title Amount Description Site Location Duration 110 674689 Gonzales, Jed C.Maintenance Superintendent 2,182.52 WEFTEC Conference Chicago, IL 10/1 - 10/5/23 110 679041 Gonzalez, Victor Maintenance Supervisor 2,133.85 WEFTEC Conference Chicago, IL 10/1 - 10/5/23 880 679041 Gonzalez, Victor Maintenance Supervisor 113.00 Certification/License Reimbursement 880 679041 Gonzalez, Victor Maintenance Supervisor 165.00 Certification/License Reimbursement 870 681740 Gozon, Arlan I.Maintenance Specialist 210.00 Certification/License Reimbursement 110 294491 Grande, Steve Lead Mechanic 1,047.03 Tri-State Seminar Las Vegas, NV 8/6 - 8/11/23 820 294491 Grande, Steve Lead Mechanic 108.00 Certification/License Reimbursement 840 495218 Green, Scott A.Lead Plant Operator 150.00 Certification/License Reimbursement 110 688790 Gregory, Ryan G.Source Control Inspector I 666.84 Tri-State Seminar Las Vegas, NV 8/8 - 8/10/23 620 688790 Gregory, Ryan G.Source Control Inspector I 200.00 Certification/License Reimbursement 110 663381 Ha, Julia L.Associate Engineer 699.79 Tri-State Seminar Las Vegas, NV 8/7 - 8/10/23 250 614897 Hamilton, Bradley A.Information Technology Supervisor 657.50 Gartner Summit Conference Grapevine, TX 3/17 - 3/19/24 250 614897 Hamilton, Bradley A.Information Technology Supervisor 1,371.50 Knowledge Conference Las Vegas, NV 5/6 - 5/9/24 250 614897 Hamilton, Bradley A.Information Technology Supervisor 746.42 MISAC Conference Rancho Mirage,CA 9/24 - 9/27/23 760 673601 Harris, Sterling W.Senior Engineer 180.00 Certification/License Reimbursement 760 673601 Harris, Sterling W.Senior Engineer 180.00 Certification/License Reimbursement 870 692684 Haug, David Maintenance Superintendent 1,542.00 Tuition Reimbursement 880 492666 Herbst, Roger B.Senior Mechanic 103.00 Certification/License Reimbursement 880 675251 Hernandez, Angel J.Lead Instrumentation Technician 103.00 Certification/License Reimbursement 880 675251 Hernandez, Angel J.Lead Instrumentation Technician 170.00 Membership 880 675251 Hernandez, Angel J.Lead Instrumentation Technician 2,543.17 Tuition Reimbursement 880 675251 Hernandez, Angel J.Lead Instrumentation Technician 3,539.16 Tuition Reimbursement 830 690013 Hilleboe, Tyler Plant Operator 150.00 Certification/License Reimbursement 110 678399 Hino, Michael R.Information Technology Supervisor 2,815.50 ERSI Conference San Diego, CA 7/10 - 7/13/23 630 732607 Hoang, Thanh K.Regulatory Specialist 150.00 Certification/License Reimbursement 630 732607 Hoang, Thanh K.Regulatory Specialist 197.55 Certification/License Reimbursement 630 732607 Hoang, Thanh K.Regulatory Specialist 208.61 Certification/License Reimbursement 840 759893 Holden, Todd A.Senior Plant Operator 110.00 Certification/License Reimbursement 840 759893 Holden, Todd A.Senior Plant Operator 201.00 Certification/License Reimbursement 840 759893 Holden, Todd A.Senior Plant Operator 221.00 Membership 2009801 185885 Holdman, Robert Construction Insp Supervisor 514.52 Equipment Testing Ashland, OH 11/6 - 11/8/23 1010500 185885 Holdman, Robert Construction Insp Supervisor 503.25 Equipment Testing Dallas, TX 2/19 - 2/21/24 1010500 185885 Holdman, Robert Construction Insp Supervisor 941.44 Witness Testing Dallas, TX 12/13 - 12/16/23 1010500 185885 Holdman, Robert Construction Insp Supervisor 804.65 Equipment Testing Minneapolis, MN 4/1- 4/4/24 1010500 185885 Holdman, Robert Construction Insp Supervisor 867.65 Witness Testing Queretaro Mexico 8/28 - 8/31/23 1010500 185885 Holdman, Robert Construction Insp Supervisor 495.56 Witness Testing Waukesha, WI 3/27 - 3/29/24 880 4510 Hopkins, Tim H.Senior Mechanic 103.00 Certification/License Reimbursement 161 683948 Huynh, Brian Senior Safety and Health Specialist 170.00 Certification/License Reimbursement 820 298273 Jaime, Aurelio Senior Mechanic 113.00 Certification/License Reimbursement 820 693530 Jaime, Edgar Mechanic 207.00 Certification/License Reimbursement 630 158975 Jimenez, Margil Scientist 2,040.18 ASM Microbe Conference Atlanta, GA 6/12 - 6/17/24 250 34593 Jones, Larry J.Data Management Technician II 792.47 Commercial UAV Expo Las Vegas, NV 9/5 - 9/7/23 250 34593 Jones, Larry J.Data Management Technician II 105.00 Certification/License Reimbursement 620 683294 Jovenal, Jerome F.Lead Source Control Inspector 950.51 Environmental Training Symposium & Conference San Diego, CA 5/12 - 5/14/24 620 683294 Jovenal, Jerome F.Lead Source Control Inspector 103.00 Certification/License Reimbursement 620 683294 Jovenal, Jerome F.Lead Source Control Inspector 237.00 Certification/License Reimbursement 620 9523 Kawamoto, Mark H.Environmental Protection Manager 994.48 NACWA Training Pittsburgh, PA 5/14 - 5/16/24 750 121355 Khublall, Hardat S.Senior Engineer 180.00 Certification/License Reimbursement 750 121355 Khublall, Hardat S.Senior Engineer 225.00 Certification/License Reimbursement 750 121355 Khublall, Hardat S.Senior Engineer 195.00 CMAA Membership Reimbursement 5 of 11 Prepared By: Lisa Henshaw 8/20/2024 Orange County Sanitation District Reimbursements to Board Members and Staff - July 1, 2023 through June 30, 2024 Division Emp. #Name Title Amount Description Site Location Duration 750 121355 Khublall, Hardat S.Senior Engineer 174.00 Membership 630 670936 Kiang, Yen-Po Principal Environmental Specialist 1,115.16 Instrument Technique Training Wilmington, DE 5/20 - 5/24/24 760 681555 Kleine, Marianne J.Engineering Supervisor 922.41 NASTT No-Dig Conference Providence, RI 4/14 - 4/18/24 160 131983 Klinger, Laurie J.Principal Human Resources Analyst 200.00 Certification/License Reimbursement 110 577782 Kyi, May T.Senior Engineer 1,190.14 CWEA Conference Sacramento, CA 4/8 - 4/11/24 2012800 577782 Kyi, May T.Senior Engineer 128.22 Equipment Site Visit San Jose, CA 1/17/2024 230 563671 Lagade, Jackie M Purchasing Supervisor 618.36 CAPPO Conference Palm Springs, CA 1/22 - 1/24/24 230 563671 Lagade, Jackie M Purchasing Supervisor 280.00 Certification/License Reimbursement 161 695279 Lam, Brian D.Safety and Health Supervisor 1,040.00 Tuition Reimbursement 161 695279 Lam, Brian D.Safety and Health Supervisor 1,092.00 Tuition Reimbursement 161 695279 Lam, Brian D.Safety and Health Supervisor 1,092.00 Tuition Reimbursement 161 695279 Lam, Brian D.Safety and Health Supervisor 2,184.00 Tuition Reimbursement 770 671488 Lam, Thomas J.Engineering Supervisor 123.29 Staff Appreciation Reimbursement 880 307774 Lambertz, Marcus G.Maintenance Supervisor 1,368.39 SMRP Conference Orlando, FL 10/15 - 10/19/23 880 307774 Lambertz, Marcus G.Maintenance Supervisor 100.00 Certification/License Reimbursement 880 307774 Lambertz, Marcus G.Maintenance Supervisor 103.00 Certification/License Reimbursement 840 664691 Lay, Jonathan M.Plant Operator 150.00 Certification/License Reimbursement 630 689434 Le, Christopher M.Environmental Specialist 200.00 Vehicle Wash/Detail 610 699413 Lee, Sai L.Principal Environmental Specialist 195.00 Membership 620 701907 Leenstra, Ryan C.Source Control Inspector I 192.00 Certification/License Reimbursement 750 592237 Leon, Richard N.Senior Engineer 125.00 Certification/License Reimbursement 1012600 592237 Leon, Richard N.Senior Engineer 223.41 Workshop Food Reimbursement 110 699827 Lerma, Jacqueline R.Associate Engineer 1,372.22 CWEA Conference Sacramento, CA 4/9 - 4/12/24 830 676123 Light, Cortney A.Staff Analyst 413.49 Tuition Reimbursement 830 676123 Light, Cortney A.Staff Analyst 535.27 Tuition Reimbursement 830 676123 Light, Cortney A.Staff Analyst 570.26 Tuition Reimbursement 830 676123 Light, Cortney A.Staff Analyst 619.67 Tuition Reimbursement 760 771631 Liu, Warren Y.Engineer 180.00 Certification/License Reimbursement 630 702838 Lo, David L.Principal Environmental Specialist 1,038.15 NELAC Institute Training Columbus, OH 1/21 - 1/26/24 140 130227 Loaiza, Daisy G.Public Affairs Supervisor 1,037.66 CAPIO Conference Indian Wells, CA 5/13 - 5/16/24 140 130227 Loaiza, Daisy G.Public Affairs Supervisor 132.25 Conference Supplies 140 130227 Loaiza, Daisy G.Public Affairs Supervisor 130.50 Supplies Reimbursement 140 655461 Long, Rebecca Senior Public Affairs Specialist 989.42 CAPIO Conference Indian Wells, CA 5/13 - 5/16/24 110 655461 Long, Rebecca Senior Public Affairs Specialist 758.86 CWEA Conference Sacramento, CA 4/10 - 4/12/24 140 655461 Long, Rebecca Senior Public Affairs Specialist 965.70 CASA Conference San Diego, CA 8/9 - 8/11/23 140 655461 Long, Rebecca Senior Public Affairs Specialist 1,514.69 CASA DC Forum Washington DC 2/25 - 2/28/24 140 655461 Long, Rebecca Senior Public Affairs Specialist 135.94 Dollar Tree cleaning supplies 840 397280 Lopez, John M.Plant Operator 150.00 Certification/License Reimbursement 870 697493 Lowe, Lance Maintenance Specialist 868.29 Maximo Conference Rochester, NY 9/25 - 9/28/23 630 683614 Luong, Tony N.Senior Environmental Specialist 186.00 ASMA Conference Anaheim, CA 6/2 - 6/6/24 630 683614 Luong, Tony N.Senior Environmental Specialist 132.16 Pittcon Conference San Diego, CA 2/26/2024 880 370845 Ly, Giang T.Instrumentation Techician II 108.00 Certification/License Reimbursement 630 643971 Mai, Thang D.Principal Environmental Specialist 1,425.22 Instrument Technique Training Wilmington, DE 5/20 - 5/24/24 830 682945 Manson, Alla Senior Plant Operator 150.00 Certification/License Reimbursement 161 682945 Manson, Alla Senior Plant Operator 152.73 Safety Boot Reimbursement 630 282589 Manzella, Joseph Environmental Supervisor 1,183.06 Environmental Measurement Symposium Minneapolis, MN 7/30 - 8/4/23 630 282589 Manzella, Joseph Environmental Supervisor 760.20 Lab Design Conference Phoenix, AZ 5/19 - 5/22/24 830 487621 Markus, Stephen M.Operations Supervisor 150.00 Certification/License Reimbursement 870 676713 Mayne, Cory J.Maintenance Specialist 909.34 Maximo Conference Rochester, NY 9/24 - 9/30/23 870 694794 McGraw, Duncan I.Maintenance Supervisor 1,513.84 Maximo Conference Rochester, NY 9/25 - 9/28/23 6 of 11 Prepared By: Lisa Henshaw 8/20/2024 Orange County Sanitation District Reimbursements to Board Members and Staff - July 1, 2023 through June 30, 2024 Division Emp. #Name Title Amount Description Site Location Duration 630 190641 McMullin, Ryan Scientist 1,056.14 NELAC Institute Training Columbus, OH 1/21 - 1/26/24 630 190641 McMullin, Ryan Scientist 1,411.33 Environmental Measurement Symposium Minneapolis, MN 7/30 - 8/4/23 870 697346 McWilliams, Christopher M.Maintenance Specialist 1,039.15 Maximo Conference Rochester, NY 9/24 - 9/28/23 840 528825 Melby, Mark Operations Supervisor 150.00 Certification/License Reimbursement 110 624016 Mendez-Watkins, Marcos D.Information Technology Analyst III 1,132.92 ERSI Conference San Diego, CA 7/10 - 7/12/23 610 73445 Meregillano, Tom B.Environmental Protection Manager 118.86 CASA Meeting Sacramento, CA 3/12 - 3/13/24 250 149155 Michaels, Robert Information Technology Manager 807.49 MISAC Conference Rancho Mirage,CA 9/24 - 9/27/23 110 149155 Michaels, Robert Information Technology Manager 1,532.24 ERSI Conference San Diego, CA 7/11 - 7/13/23 110 149155 Michaels, Robert Information Technology Manager 1,505.69 ERSI Conference San Diego, CA 7/15 - 7/17/24 110 702678 Minson, Emily D.Source Control Inspector II 519.00 Tri-State Seminar Las Vegas, NV 8/8 - 8/10/23 620 702678 Minson, Emily D.Source Control Inspector II 103.00 Certification/License Reimbursement 110 488755 Mirolla, Rick M.Lead Instrumentation Technician 554.15 Tri-State Seminar Las Vegas, NV 8/7 - 8/10/23 770 664843 Moore, Brad A.Engineering Supervisor 1,361.25 NASTT No-Dig Conference Edmonton Canada 10/21 - 10/29/23 840 690056 Moore, Paul Plant Operator 150.00 Certification/License Reimbursement 610 807517 Morris, Angie L.Administrative Assistant 134.79 Open House SuppliesReimb 110 157139 Murra, Cindy K.Senior Engineer 1,371.60 WEFTEC Conference Chicago, IL 10/1 - 10/4/23 750 157139 Murra, Cindy K.Senior Engineer 677.52 CWEA Conference Sacramento, CA 4/8 - 4/10/24 630 64362 Myers, Dawn K.Senior Environmental Specialist 1,336.00 Certification/License Reimbursement 610 698331 Myrter, Christopher W.Senior Environmental Specialist 236.06 BioSolids Site Visit Yuma, AZ 6/19 - 6/20/24 110 671891 Namini, Shahrzad F.Senior Engineer 1,368.77 WEFTEC Conference Chicago, IL 9/30 - 10/4/23 110 671891 Namini, Shahrzad F.Senior Engineer 1,102.20 CWEA Conference Sacramento, CA 4/9 - 4/14/24 2012800 671891 Namini, Shahrzad F.Senior Engineer 427.10 Equipment Site Visit San Jose, CA 1/17 - 1/18/24 750 671891 Namini, Shahrzad F.Senior Engineer 100.00 Certification/License Reimbursement 740 653749 Nasrollahi, Nasrin Senior Engineer 1,097.49 CWEA Conference Sacramento, CA 4/9 - 4/12/24 740 653749 Nasrollahi, Nasrin Senior Engineer 148.42 Supplies Reimbursement 770 4501 Nazaroff, Adam A.Engineering Supervisor 336.75 Staff Appreciation Reimbursement 140 646303 Newell, Kelly C.Public Affairs Specialist 959.27 CAPIO Conference Indian Wells, CA 5/13 - 5/16/24 870 325956 Newsom, Adam P.Reliability Maintenance Technician 1,339.26 Marcon Conference Knoxville, TN 3/3 - 3/7/24 870 325956 Newsom, Adam P.Reliability Maintenance Technician 930.56 GMRC Conference Phoenix, AZ 10/1 - 10/4/23 250 698963 Ngo, David Principal Information Technology Analyst 1,402.61 VM Ware Explore Conference Las Vegas, NV 8/20 - 8/24/23 250 671171 Nguyen, Man D.Senior Information Technology Analyst 150.00 Certification/License Reimbursement 250 671171 Nguyen, Man D.Senior Information Technology Analyst 239.00 Certification/License Reimbursement 620 699860 Nguyen, Mi T.Engineer 1,299.74 NACWA Training Pittsburgh, PA 5/13 - 5/17/24 110 699860 Nguyen, Mi T.Engineer 1,037.97 ERSI Conference San Diego, CA 7/10 - 7/13/23 620 699860 Nguyen, Mi T.Engineer 361.00 Membership 880 675770 Nguyen, Paul H.Electrical Technician I 100.00 Certification/License Reimbursement 160 647154 Nguyen, Tiffany H.Senior Human Resources Analyst 169.00 Certification/License Reimbursement 770 803701 Niknejad, Mohsen Senior Cost Estimator 1,496.31 DBIA Water Conference Cincinatti, OH 4/14 - 5/17/24 110 693290 Nugent, Kevin Associate Engineer 1,294.53 Tri-State Seminar Las Vegas, NV 8/7 - 8/11/23 110 693290 Nugent, Kevin Associate Engineer 798.38 NACWA Training Pittsburgh, PA 5/14 - 5/17/24 870 588318 Oberly, Michael A.Maintenance Specialist 211.00 Certification/License Reimbursement 870 672747 Ongkingco, Arthur Maintenance Supervisor 152.00 AWWA Conference Anaheim, CA 6/10 - 6/13/24 110 672747 Ongkingco, Arthur Maintenance Supervisor 2,136.30 WEFTEC Conference Chicago, IL 10/1 - 10/8/23 870 672747 Ongkingco, Arthur Maintenance Supervisor 361.00 Membership 770 691471 O'Reilly, Michael P.Senior Construction Inspector 1,257.19 Tunneling Training Boulder, CO 10/15 - 10/19/23 110 750830 Orndorff, Jonathan T.Information Technology Analyst III 2,256.74 ERSI Conference San Diego, CA 7/10 - 7/13/23 110 686233 Ortiz, Andrew D.Lead Mechanic 802.53 Tri-State Seminar Las Vegas, NV 8/7 - 8/10/23 870 686233 Ortiz, Andrew D.Lead Mechanic 484.60 Equipment Site Visit Wichita, KS 5/13 - 5/15/24 870 686233 Ortiz, Andrew D.Lead Mechanic 365.00 Certification/License Reimbursement 840 684051 Oruna, Michael A.Senior Plant Operator 120.00 Certification/License Reimbursement 7 of 11 Prepared By: Lisa Henshaw 8/20/2024 Orange County Sanitation District Reimbursements to Board Members and Staff - July 1, 2023 through June 30, 2024 Division Emp. #Name Title Amount Description Site Location Duration 840 684051 Oruna, Michael A.Senior Plant Operator 149.95 Certification/License Reimbursement 840 684051 Oruna, Michael A.Senior Plant Operator 150.00 Certification/License Reimbursement 770 679316 Oseguera, Vincent Engineer 1,306.23 Tunneling Training Boulder, CO 10/15 - 10/19/23 770 679316 Oseguera, Vincent Engineer 180.00 Certification/License Reimbursement 870 280145 Oswald, Nicholas Maintenance Superintendent 113.00 Certification/License Reimbursement 880 168381 Padilla, Gilbert Senior Mechanic 637.56 Schwing Training Ft. Myer, FL 8/14 - 8/18/23 880 168381 Padilla, Gilbert Senior Mechanic 103.00 Certification/License Reimbursement 880 168381 Padilla, Gilbert Senior Mechanic 165.00 Certification/License Reimbursement 250 662063 Paik, Sang Principal Information Technology Analyst 1,348.12 Fortinet Accelerate Conference Las Vegas, NV 4/1 - 4/5/24 250 662063 Paik, Sang Principal Information Technology Analyst 1,640.42 InfoTech Live Conference Las Vegas, NV 9/18 - 9/21/23 250 662063 Paik, Sang Principal Information Technology Analyst 269.00 Certification/License Reimbursement 250 662063 Paik, Sang Principal Information Technology Analyst 479.00 Certification/License Reimbursement 830 684511 Park, Hongkeun Associate Engineer 180.00 Certification/License Reimbursement 250 165315 Patel, Samir Senior Information Technology Analyst 1,708.45 PMWeb Conference Orlando, FL 1/7 - 1/10/24 880 693628 Peek, Kevin Maintenance Supervisor 1,103.42 GMRC Conference Phoenix, AZ 10/1 - 10/4/23 880 693628 Peek, Kevin Maintenance Supervisor 100.00 Certification/License Reimbursement 820 698322 Perez, Benjamin Mechanic 103.00 Certification/License Reimbursement 770 687375 Phan, Anthony P.Engineer 180.00 Certification/License Reimbursement 880 773994 Pho, Dara Senior Mechanic 365.00 Certification/License Reimbursement 750 277093 Pilko, Victoria Construction in Progress Project Manager 1,068.83 DBIA Water Conference Cincinatti, OH 4/14 - 4/17/24 750 277093 Pilko, Victoria Construction in Progress Project Manager 225.00 Certification/License Reimbursement 870 693142 Pok, Sambourn C.Maintenance Supervisor 811.57 Tri-State Seminar Las Vegas, NV 8/7 - 8/10/23 880 693142 Pok, Sambourn C.Maintenance Supervisor 384.86 Equipment Site Visit Wichita, KS 5/13 - 5/15/24 110 674523 Polk, Larry K.Environmental Specialist 1,468.60 CWEA Annual Conference Sacramento, CA 4/8 - 4/12/24 630 674523 Polk, Larry K.Environmental Specialist 110.00 Certification/License Reimbursement 620 667956 Powell, Jonathon E.Environmental Supervisor 982.92 Environmental Training Symposium & Conference San Diego, CA 5/12 - 5/14/24 620 667956 Powell, Jonathon E.Environmental Supervisor 211.00 Membership 620 667956 Powell, Jonathon E.Environmental Supervisor 306.65 Supplies Reimbursement 740 757548 Prado, Olga M.Administrative Assistant 201.02 Staff Appreciation Reimbursement 760 757548 Prado, Olga M.Administrative Assistant 200.28 Staff Appreciation Reimbursement 750 675673 Radvar, Giti Senior Engineer 839.33 DBIA Water Conference Cincinatti, OH 4/14 - 4/17/24 840 648069 Ramirez Jr., Javier Plant Operator 150.00 Certification/License Reimbursement 840 119255 Rathert, Kurt M.Plant Operator 150.00 Certification/License Reimbursement 750 664851 Ratto, Valerie I.Engineering Supervisor 180.00 Certification/License Reimbursement 750 664851 Ratto, Valerie I.Engineering Supervisor 221.00 Membership 630 682785 Raya, Paul A.Environmental Specialist 221.00 CWEA Membership Reimbursement 840 296761 Rebai, Mathew D.Senior Plant Operator 150.00 Certification/License Reimbursement 870 131692 Rech, Doug E.Senior Mechanic 667.56 Schwing Training Ft. Myer, FL 8/14 - 8/18/23 820 3558 Reed, Brian K.Principal Environmental Specialist 200.00 Certification/License Reimbursement 820 3558 Reed, Brian K.Principal Environmental Specialist 206.00 Certification/License Reimbursement 830 701481 Richardson, Christiana M.Administrative Assistant 120.41 Supplies Reimbursement 830 633457 Riley, Cory J.Plant Operator 150.00 Certification/License Reimbursement 161 691438 Rizk, Erika L.Plant Operator 225.00 Safety Boot Reimbursement 770 772844 Roberts, Robert L.Construction Inspector 135.00 Certification/License Reimbursement 830 149631 Rocha, Johnny J.Operations Supervisor 150.00 Certification/License Reimbursement 830 149631 Rocha, Johnny J.Operations Supervisor 111.60 Staff Appreciation Reimbursement 840 255775 Rocha, Milton Operations Supervisor 150.00 Certification/License Reimbursement 840 255775 Rocha, Milton Operations Supervisor 111.98 Staff Appreciation Reimbursement 840 255775 Rocha, Milton Operations Supervisor 116.33 Staff Appreciation Reimbursement 880 695068 Rodriguez, Manases Senior Mechanic 300.00 Certification/License Reimbursement 8 of 11 Prepared By: Lisa Henshaw 8/20/2024 Orange County Sanitation District Reimbursements to Board Members and Staff - July 1, 2023 through June 30, 2024 Division Emp. #Name Title Amount Description Site Location Duration 870 326318 Rosenhamer, Aharon M.Senior Mechanic 450.00 Certification/License Reimbursement 820 672368 Rudnick, Taylor D.Mechanic 103.00 Certification/License Reimbursement 630 644957 Ruiz, Luis M.Senior Environmental Specialist 186.00 ASMA Conference Anaheim, CA 6/2 - 6/6/24 820 129285 Ruiz, Stefanie R.Administrative Assistant 3,761.40 Tuition Reimbursement 630 4085 Sakamoto, Ken A.Principal Environmental Specialist 168.36 Food Reimbursement 630 4085 Sakamoto, Ken A.Principal Environmental Specialist 258.38 Nerissa Trawl Food 630 4085 Sakamoto, Ken A.Principal Environmental Specialist 159.43 Trawl Food Reimbursement 630 4085 Sakamoto, Ken A.Principal Environmental Specialist 488.74 Trawl Food Reimbursement 161 748043 Salguero, Hector G.Safety and Health Specialist 1,092.00 Tuition Reimbursement 161 748043 Salguero, Hector G.Safety and Health Specialist 1,092.00 Tuition Reimbursement 161 748043 Salguero, Hector G.Safety and Health Specialist 2,132.00 Tuition Reimbursement 830 690030 Sanchez, Alex Plant Operator 150.00 Certification/License Reimbursement 870 787958 Saucedo, Omar Senior Mechanic 450.00 Certification/License Reimbursement 110 107553 Savedra, Ernest R.Lead Mechanic 1,391.94 CWEA Conference Sacramento, CA 4/9 - 4/12/24 820 107553 Savedra, Ernest R.Lead Mechanic 113.00 Certification/License Reimbursement 620 694444 Scavone, Brittany M.Source Control Inspector II 404.86 EPA Training Camp San Luis Obispo, CA 9/11 - 9/22/23 211 177501 Schiefelbein, Cheryl Administrative Assistant 576.84 Supplies Reimbursement 140 177501 Schiefelbein, Cheryl Administrative Assistant 224.75 WW-101Tour Lunch 870 681766 Schuler, Dan H.Senior Mechanic 450.00 Certification/License Reimbursement 820 118033 Schuler, Darren J.Senior Mechanic 108.00 Certification/License Reimbursement 870 501059 Schuler, Kevin A.Maintenance Manager 110.00 Certification/License Reimbursement 870 501059 Schuler, Kevin A.Maintenance Manager 113.00 Certification/License Reimbursement 870 501059 Schuler, Kevin A.Maintenance Manager 113.00 Certification/License Reimbursement 610 690435 Smith, Matthew B.Senior Regulatory Specialist 892.81 WEF Biosolids Conference Oklahoma City, OK 6/17 - 6/21/24 610 690435 Smith, Matthew B.Senior Regulatory Specialist 642.49 Midwest Biosolids Conference West Lafayette IN 3/24 - 3/27/24 620 702782 Soils, Kevin L.Environmental Technician 192.00 Certification/License Reimbursement 820 497512 Solis, Robert C.Senior Mechanic 108.00 Certification/License Reimbursement 750 351425 Speakman, Steven R.Senior Engineer 180.00 Certification/License Reimbursement 161 694081 Spencer, Case Principal Safety and Health Specialist 180.00 Certification/License Reimbursement 161 694081 Spencer, Case Principal Safety and Health Specialist 180.00 Certification/License Reimbursement 760 680472 Stewart, James W.Senior Engineer 180.00 Certification/License Reimbursement 820 336276 Stokes, Don F.Maintenance Manager 113.00 Certification/License Reimbursement 820 336276 Stokes, Don F.Maintenance Manager 113.00 Certification/License Reimbursement 161 680659 Stone, Jereme J.Principal Safety and Health Specialist 460.00 Certification/License Reimbursement 820 253649 Stratmoen, Erik D.Lead Mechanic 113.00 Certification/License Reimbursement 250 670653 Suan, Allan Data Management Technician II 640.38 Commercial UAV Expo Las Vegas, NV 9/5 - 9/7/23 870 275581 Suarez, Aaron M.Maintenance Supervisor 1,787.50 Tuition Reimbursement 4013502 109997 Sullivan, Phillip J.Construction Inspector 289.00 Equipment Testing Mansfield, OH 4/29 - 5/1/24 620 724404 Swenson, Brian S.Engineer 180.00 Certification/License Reimbursement 870 132530 Tafolla, Brian J.Reliability Maintenance Technician 1,073.85 Noria Oil Analysis Training Tulsa, OK 6/16 - 6/21/24 870 132530 Tafolla, Brian J.Reliability Maintenance Technician 165.00 Certification/License Reimbursement 870 132530 Tafolla, Brian J.Reliability Maintenance Technician 165.00 Certification/License Reimbursement 870 132530 Tafolla, Brian J.Reliability Maintenance Technician 250.00 Certification/License Reimbursement 250 639103 Tagumasi, Romeo V.Data Management Technician II 1,182.50 Autodesk University Las Vegas, NV 11/12 - 11/15/23 630 638531 Tang, Danny Environmental Supervisor 216.86 Food for Nerissa trip 870 366352 Tang, Luc H.Senior Mechanic 113.00 Certification/License Reimbursement 110 672827 Taula, Eti Maintenance Supervisor 768.78 Tri-State Seminar Las Vegas, NV 8/7 - 8/10/23 880 672827 Taula, Eti Maintenance Supervisor 113.00 Certification/License Reimbursement 880 799027 Taylor, Andrew J.Maintenance Supervisor 300.00 Certification/License Reimbursement 760 668810 Terrell, Brian D.Engineer 165.00 Certification/License Reimbursement 9 of 11 Prepared By: Lisa Henshaw 8/20/2024 Orange County Sanitation District Reimbursements to Board Members and Staff - July 1, 2023 through June 30, 2024 Division Emp. #Name Title Amount Description Site Location Duration 760 668810 Terrell, Brian D.Engineer 399.99 Certification/License Reimbursement 630 130850 Terriquez, Laura A.Scientist 794.22 So Cal Costal Ocean Observing System Conference San Diego, CA 5/14 - 5/16/24 630 130850 Terriquez, Laura A.Scientist 1,589.78 Buoy Workshop Training Sequim, WA 5/19 - 5/24/24 110 2547 Thompson, Robert C.General Manager 963.98 NACWA Winter conference Austin, TX 2/14 - 2/16/24 110 2547 Thompson, Robert C.General Manager 1,244.65 WEFTEC Conference Chicago, IL 10/1 - 10/4/23 110 2547 Thompson, Robert C.General Manager 427.79 Water Reuse Conference Indian Wells, CA 11/6 - 11/7/23 110 2547 Thompson, Robert C.General Manager 163.67 CSDA Conference Monterey, CA 8/30 - 8/31/23 110 2547 Thompson, Robert C.General Manager 402.66 CWEA Seminar Oakland, CA 11/28 - 11/29/23 110 2547 Thompson, Robert C.General Manager 622.86 CASA Winter Conference Palm Springs, CA 1/24 - 1/26/24 110 2547 Thompson, Robert C.General Manager 937.13 CASA Conference San Diego, CA 8/9 - 8/11/23 110 2547 Thompson, Robert C.General Manager 370.72 One Water Summit Tucson, AZ 11/14 - 11/15/23 110 2547 Thompson, Robert C.General Manager 180.00 Membership 840 295347 Tjen, Kwen T.Plant Operator 150.00 Certification/License Reimbursement 820 664755 Togia, Liamatua M.Senior Mechanic 108.00 Certification/License Reimbursement 770 719832 Torres, Jenna L.Senior Engineer 1,162.55 Tunneling Training Boulder, CO 10/15 - 10/19/23 2012800 682718 Tran, Bao Q.Senior Engineer 439.03 Equipment Site Visit San Jose, CA 1/17 - 1/18/24 760 682718 Tran, Bao Q.Senior Engineer 180.00 Certification/License Reimbursement 161 731575 Tran, Minh Q.Plant Operator 225.00 Safety Boot Reimbursement 250 664763 Trang, Loc T.Information Technology Supervisor 1,059.50 Gartner IT Conference Las Vegas, NV 12/4 - 12/7/23 822 477693 Villalobos, Ginetto Lead Mechanic 100.00 Supplies Reimbursement 230 273447 Voss, Betty J.Senior Buyer 265.00 Certification/License Reimbursement 760 678971 Wable, Milind V.Senior Engineer 180.00 Certification/License Reimbursement 760 678971 Wable, Milind V.Senior Engineer 225.00 Certification/License Reimbursement 740 693281 Waite, Brian Engineering Supervisor 770.06 CWEA Conference Sacramento, CA 4/9 - 4/11/24 740 693281 Waite, Brian Engineering Supervisor 180.00 Certification/License Reimbursement 870 661491 Walker, Christopher B.Senior Mechanic 548.00 Certification/License Reimbursement 870 750670 Weaver, Aaron J.Lead Mechanic 450.00 Certification/License Reimbursement 1010500 569686 Whitney, Robert M.Senior Construction Inspector 997.21 Equipment Testing Atlanta, GA 3/11 - 3/14/24 4013502 569686 Whitney, Robert M.Senior Construction Inspector 605.78 Witness Testing Columbus, OH 8/8 - 8/10/23 1010500 569686 Whitney, Robert M.Senior Construction Inspector 438.14 Equipment Testing Dallas, TX 1/9 - 1/11/24 820 569686 Whitney, Robert M.Senior Construction Inspector 744.15 Witness Testing Mamaroneck, NY 2/26 - 2/28/24 1010500 569686 Whitney, Robert M.Senior Construction Inspector 659.48 Equipment Testing Milwaukee, WI 11/14 - 11/17/23 1010500 569686 Whitney, Robert M.Senior Construction Inspector 779.61 Equipment Testing Milwaukee, WI 11/8 - 11/11/23 770 569686 Whitney, Robert M.Senior Construction Inspector 436.08 Witness Testing Pittsburgh, PA 7/5 - 7/7/23 1010500 569686 Whitney, Robert M.Senior Construction Inspector 823.35 Equipment Testing Queretaro Mexico 4/1 - 4/4/24 1010500 569686 Whitney, Robert M.Senior Construction Inspector 827.39 Equipment Testing Queretaro Mexico 9/18 - 9/21/23 1010500 569686 Whitney, Robert M.Senior Construction Inspector 1,036.70 Equipment Testing Queretaro Mexico 4/8 - 4/12/24 1010500 569686 Whitney, Robert M.Senior Construction Inspector 884.65 Witness Testing Queretaro Mexico 8/28 - 8/31/23 6119004 569686 Whitney, Robert M.Senior Construction Inspector 385.40 Equipment Testing Reno, NV 7/24 - 7/25/23 770 569686 Whitney, Robert M.Senior Construction Inspector 100.00 Certification/License Reimbursement 770 569686 Whitney, Robert M.Senior Construction Inspector 279.00 Certification/License Reimbursement 770 569686 Whitney, Robert M.Senior Construction Inspector 204.00 Membership 610 688773 Wiborg, Lan C.Director of Environmental Services 631.52 Water Reuse Conference Indian Wells, CA 11/5 - 11/7/23 822 193869 Willis, Bryan Automotive/Heavy Equipment Techician 1,108.40 Vactor Machinery Training Streator, IL 11/6 - 11/10/23 880 683121 Wong, David Maintenance Specialist 934.28 Maximo Conference Rochester, NY 9/25 - 9/28/23 620 90413 Yager, David M.Source Control Inspector II 201.00 Certification/License Reimbursement 110 652295 Yamout, Mazen Maintenance Supervisor 674.45 Tri-State Seminar Las Vegas, NV 8/7 - 8/10/23 880 652295 Yamout, Mazen Maintenance Supervisor 113.00 Certification/License Reimbursement 740 351409 Yin, Shuang Senior Engineer 405.00 Certification/License Reimbursement 750 573247 Yong, Eros Engineering Manager 225.00 Certification/License Reimbursement 10 of 11 Prepared By: Lisa Henshaw 8/20/2024 Orange County Sanitation District Reimbursements to Board Members and Staff - July 1, 2023 through June 30, 2024 Division Emp. #Name Title Amount Description Site Location Duration 620 8230 Zedek, Michael I.Engineering Supervisor 180.00 Certification/License Reimbursement 230 689830 Zintzun, Ruth C.Finance Manager 493.30 CAPPO Conference Palm Springs, CA 1/22 - 1/23/24 250 689830 Zintzun, Ruth C.Finance Manager 404.95 Staff Appreciation Reimbursement 220 689830 Zintzun, Ruth C.Finance Manager 495.62 Staff Appreciation Reimbursement 250 689830 Zintzun, Ruth C.Finance Manager 543.81 Staff Appreciation Reimbursement 230 689830 Zintzun, Ruth C.Finance Manager 635.62 Staff Appreciation Reimbursement $320,661.42 11 of 11 Prepared By: Lisa Henshaw 8/20/2024 ADMINISTRATION COMMITTEE Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3852 Agenda Date:9/25/2024 Agenda Item No:16. FROM:Robert Thompson, General Manager Originator: Wally Ritchie, Director of Finance SUBJECT: INVESTMENT OF MONIES IN THE LOCAL AGENCY INVESTMENT FUND GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Adopt Resolution No.OC SAN 24-13 entitled:“A Resolution of the Board of Directors of the Orange County Sanitation District Authorizing Investment of Monies in the State of California’s Treasurer’s Office Local Agency Investment Fund; and Repealing Resolution No. 95-15”. BACKGROUND California Government Code created a Local Agency Investment Fund (LAIF)in the State Treasury for the deposit of money of a local agency for purposes of investment by the State Treasurer.The Board of Directors adopted a resolution authorizing the deposit and withdrawal of money in LAIF for the purposes of investment.LAIF requires a Board-approved resolution authorizing the individuals who are entitled to make deposits and withdrawals from the LAIF accounts. RELEVANT STANDARDS ·Ensure the public’s money is wisely spent PROBLEM Resolution No.95-15 is the current Resolution on file with the State Treasurer’s Office,which is outdated due to name changes and titles that no longer exist. PROPOSED SOLUTION Update the names and titles of persons authorized to make deposits and withdrawals on the Orange County Sanitation District’s (OC San) LAIF account. Orange County Sanitation District Printed on 9/17/2024Page 1 of 2 powered by Legistar™ File #:2024-3852 Agenda Date:9/25/2024 Agenda Item No:16. TIMING CONCERNS At this time,OC San cannot add additional authorized persons to make deposits and withdrawals on OC San’s LAIF account because the appropriate names and titles are not listed on OC San’s LAIF Resolution. RAMIFICATIONS OF NOT TAKING ACTION OC San’s Investment Policy lists LAIF investment pool as a suitable investment instrument.Not updating the names and titles of persons authorized to make deposits and withdrawals on OC San’s LAIF account may affect OC San’s ability to invest in LAIF. PRIOR COMMITTEE/BOARD ACTIONS February 1995 -Adopted Resolution No.95-15,Authorizing Investment of Monies into the Local Agency Investment Fund. ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·Proposed Resolution No. OC SAN 24-13 Orange County Sanitation District Printed on 9/17/2024Page 2 of 2 powered by Legistar™ OC SAN 24-13-1 RESOLUTION NO. OC SAN 24-13 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE ORANGE COUNTY SANITATION DISTRICT AUTHORIZING INVESTMENT OF MONIES IN THE STATE OF CALIFORNIA’S TREASURER’S OFFICE LOCAL AGENCY INVESTMENT FUND; AND REPEALING RESOLUTION NO. 95-15 WHEREAS, the Local Agency Investment Fund is established in the State Treasury under Government Code Section 16429.1 et. seq. for the deposit of money of a local agency for purposes of investment by the State Treasurer; and WHEREAS, the Orange County Sanitation District Board of Directors hereby finds that the deposit and withdrawal of money in the Local Agency Investment Fund in accordance with Government Code section 16429.1 et. seq. for the purpose of investment as provided therein is in the best interests of the Orange County Sanitation District; NOW, THEREFORE, the Board of Directors of the Orange County Sanitation District DOES HEREBY RESOLVE, DETERMINE AND ORDER: Section 1. That the Board of Directors do hereby authorize the Orange County Sanitation District to make deposits and withdrawals of the Orange County Sanitation District monies in the Local Agency Investment Fund in the State Treasury in accordance with Government Code section 16429.1 et. seq. for the purpose of investment as provided therein. Section 2. That the following Orange County Sanitation District representatives holding the titles specified hereinbelow or their successors in office are each hereby authorized to order the deposit or withdrawal of monies in the Local Agency Investment Fund and may execute and deliver any and all documents necessary or advisable in order to effectuate the purposes of this resolution and the transactions contemplated hereby: OC SAN 24-13-2 TITLE NAME Director of Finance Wally Ritchie Finance Manager Ruth Zintzun Principal Accountant Rhea de Guzman Section 3. This resolution shall take effect immediately upon its adoption and shall remain in full force and effect until rescinded by the Orange County Sanitation District‘s Board of Directors by resolution and a copy of the resolution rescinding this resolution is filed with the State Treasurer’s Office. PASSED AND ADOPTED at a regular meeting of the Board of Directors of the Orange County Sanitation District held on September 25, 2024. _______________________________ Ryan P. Gallagher Board Chairman ATTEST: Kelly A. Lore, MMC Clerk of the Board OC SAN 24-13-3 STATE OF CALIFORNIA ) ) ss COUNTY OF ORANGE ) I, Kelly A. Lore, Clerk of the Board of Directors of the Orange County Sanitation District, do hereby certify that the foregoing Resolution No. OC SAN 24-13 was passed and adopted at a regular meeting of said Board on the 25th day of September, 2024, by the following vote, to wit: AYES: NOES: ABSTENTIONS: ABSENT: IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of Orange County Sanitation District this 25th day of September, 2024. Kelly A. Lore, MMC Clerk of the Board of Directors Orange County Sanitation District STEERING COMMITTEE Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3870 Agenda Date:9/25/2024 Agenda Item No:17. FROM:Ryan Gallagher, Board Chairman Originator: Laura Maravilla, Director of Human Resources SUBJECT: LABOR CONTRACT NEGOTIATIONS - CHIEF NEGOTIATOR GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Authorize the Board Chairman to execute an agreement for special services with Liebert Cassidy Whitmore and approve Laura Drottz Kalty to serve as Chief Negotiator for labor contract negotiations for an amount not to exceed $100,000. BACKGROUND The Orange County Sanitation District (OC San)is preparing for labor contract negotiations with all three recognized employee organizations which include the Supervisor and Professional Management Group (SPMG)comprised of two bargaining units,the Orange County Employees Association (OCEA)comprised of three bargaining units,and the International Union of Operating Engineers Local 501 (Local 501). In October 2023,the Board of Directors approved a professional services agreement with Liebert Cassidy Whitmore (LCW)for Human Resources legal services for the period of November 1,2023 through October 31,2026 with renewal options.The selection was made following a Request for Qualifications (RFQ)process,through which OC San sought qualified employment legal firms to serve as OC San’s outside counsel for legal advice and defense on human resources matters. Contract labor negotiations was not included as part of the RFQ process based on the nature and scope of the work requiring specialized knowledge and experience in public sector labor contract negotiations. In accordance with OC San’s Purchasing Ordinance No.OC SAN-61,professional services agreements are subject to a specified procurement process such as an RFQ or Request for Proposal process,except for firms or individuals that are selected by and report directly to the Board.For such contracts,the Board shall determine the method of selection,consistent with the requirements of applicable law.Based on this ordinance exception,staff is recommending an agreement for special services with LCW and specifically Laura Drottz Kalty,to serve as Chief Negotiator for OC San in the upcoming labor negotiations.Ms.Drottz Kalty has extensive experience with public sector labor contract negotiations and possesses the institutional knowledge with OC San as she successfully negotiated three-year agreements with all three bargaining groups in 2016,2019,and more recently Orange County Sanitation District Printed on 9/18/2024Page 1 of 3 powered by Legistar™ File #:2024-3870 Agenda Date:9/25/2024 Agenda Item No:17. negotiated three-year agreements with all three bargaining groups in 2016,2019,and more recently in 2022. Once a Chief Negotiator is approved,the OC San labor negotiations team will seek authority and direction from the Steering Committee on negotiation parameters ahead of the expiration of the current MOUs. RELEVANT STANDARDS ·Ensure the public’s money is wisely spent ·Cultivate a highly qualified, well-trained, and diverse workforce ·Offer competitive compensation and benefits ·Negotiate fair and equitable labor agreements ·Maintain positive employer-employee relations PROBLEM The MOUs for all bargaining groups expire on June 30,2025.Preparations for contract negotiations are anticipated to begin October 2024 to ensure successor agreements are in place prior to the expiration of the contracts. PROPOSED SOLUTION Authorize staff to execute an agreement for special services with LCW/Laura Drottz Kalty to serve as Chief Negotiator in accordance with OC San’s Purchasing Ordinance No. OC SAN-61. TIMING CONCERNS On June 30,2025,the MOUs with all bargaining groups will expire with demand letters from the bargaining groups generally received by OC San six months prior to contract expiration.The approval of a Chief Negotiator at the September 2024 meeting will allow time to identify Board priorities and negotiating parameters. RAMIFICATIONS OF NOT TAKING ACTION Delays in the appointment of a Chief Negotiator would delay preparations for labor contract negotiations and may impact OC San’s ability to finalize successor agreements before the expiration of the current MOUs. PRIOR COMMITTEE/BOARD ACTIONS October 2021 -Board authorized the Board Chair to execute an agreement with Liebert Cassidy Whitmore,for Laura Drottz Kalty to serve as the external Chief Negotiator for labor contract negotiations and related items, for an amount not to exceed $150,000. December 2018 -Board authorized the Board Chair to execute an agreement with Liebert Cassidy Orange County Sanitation District Printed on 9/18/2024Page 2 of 3 powered by Legistar™ File #:2024-3870 Agenda Date:9/25/2024 Agenda Item No:17. December 2018 -Board authorized the Board Chair to execute an agreement with Liebert Cassidy Whitmore,the external Chief Negotiator selected by the Ad Hoc Committee for an amount not to exceed $120,000. February 2016 -Board approved the execution of an agreement with Liebert,Cassidy &Whitmore,at a cost not to exceed $100,000,to serve as OCSD’s Chief Negotiator as selected by the Ad Hoc Committee. ADDITIONAL INFORMATION OCEA represents 100 OC San employees,who perform para-professional,technical,and administrative jobs.Local 501 represents 193 OC San employees,who perform operations, maintenance,and other trade-related jobs.SPMG is affiliated with American Federation of State, County and Municipal Employees (AFSCME).SPMT/AFSCME represent 64 OC San employees that are responsible for supervisory duties across all divisions.In addition,SPMT/AFSCME represents 227 OC San employees holding professional, exempt-level positions who perform analytical work. CEQA N/A FINANCIAL CONSIDERATIONS This request complies with authority levels of OC San’s Purchasing Ordinance.This item has been budgeted and the budget is sufficient for this action. ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·Agreement for Special Services - Liebert Cassidy Whitmore Orange County Sanitation District Printed on 9/18/2024Page 3 of 3 powered by Legistar™ AGREEMENT FOR SPECIAL SERVICES This Agreement is entered into between the law firm of LIEBERT CASSIDY WHITMORE, A Professional Corporation (“Attorney”), and the ORANGE COUNTY SANITATION DISTRICT (“District”). 1. Conditions This Agreement will not take effect, and Attorney will have no obligation to provide services, until District returns a properly signed and executed copy of this Agreement. 2. Attorney’s Services Attorney agrees to provide District with consulting, representational and legal services pertaining to the employment relations matter, including representation in negotiations and in administrative and court proceedings, as requested by District or otherwise required by law. 3. Fees, Costs, Expenses District agrees to pay Attorney the sums billed monthly for time spent by Attorney in providing the services, including reasonable travel time, and not to exceed 180 hours unless approved by the District. The current range of hourly rates for Attorney time is from Two Hundred Seventy to Four Hundred Fifty Dollars ($270.00 - $450.00). See Schedule I for a full hourly rates on an annual basis and, if appropriate, adjusts them effectively July 1. Attorney will provide the Client with written notification of any adjustment in the range of rates. Attorney bills its time in minimum units of one-tenth of an hour. Fee Schedule. The current hourly rate for Laura Kalty is $450.00. Attorney reviews its Other Expenses District agrees to reimburse Attorney for necessary costs and expenses incurred by Attorney on behalf of District. Attorney bills photocopying charges at Fifteen Cents ($0.15) per page. See Schedule I attached. Payment by District against monthly billings is due upon receipt of statements, and is considered delinquent if payment is not received within thirty (30) days of the date of the invoice. 4. Artificial Intelligence ATTORNEY policy permits attorneys to utilize generative artificial intelligence (“AI”) tools, e.g. Lexis+ AI, in the performance of their work, but only in compliance with the firm’s Use of Artificial Intelligence Tools policy. Attorneys may use AI tools to assist in researching and preparing initial drafts. Attorneys may not use AI work product without applying their own independent legal judgment. They may not disclose confidential information to unsecure AI tools, and carefully check all AI-generated results for both accuracy and bias. 5. Professional Liability Insurance The California Business & Professions Code requires us to inform you whether we maintain errors and omissions insurance coverage applicable to the services to be rendered to you. We hereby confirm that the firm does maintain such insurance coverage. 3 9906566.5 LC001-009 6. Arbitration of Professional Liability or Other Claims Disputes. If a dispute between District and Attorney arises over fees charged for services, the controversy will be submitted to binding arbitration in accordance with the rules of the California State Bar Fee Arbitration Program, set forth in California Business and Professions Code, sections 6200 through 6206. The arbitrator or arbitration panel shall have the authority to award to the prevailing party attorneys’ fees, costs and interest incurred. Any arbitration award may be served by mail upon either side and personal service shall not be required. 7. File Retention After our services conclude, Attorney will, upon District’s request, deliver the file for the matter to District, along with any funds or property of District’s in our possession. If District requests the file for the matter, Attorney will retain a copy of the file at the District’s expense. If District does not request the file for this matter, we will retain it for a period of seven (7) years after this matter is closed. If District does not request delivery of the file for this matter before the end of the seven (7) year period, we will have no further obligation to retain the file and may, at our discretion, destroy it without further notice to District. At any point during the seven (7) year period, District may request delivery of the file. 8. Assignment This Agreement is not assignable without the written consent of District. 4 9906566.5 LC001-009 9. Independent Contractor It is understood and agreed that Attorney, while engaged in performing the terms of this Agreement, is an independent contractor and not an employee of District. 10. Authority The signators to this Agreement represent that they hold the positions set forth below their signatures, and that they are authorized to execute this Agreement on behalf of their respective parties and to bind their respective parties hereto. 11. Term thirty (30) days written notice. by mutual agreement of the parties. This agreement shall be terminable by either party upon This Agreement is effective September 12, 2024, ongoing and may be modified LIEBERT CASSIDY WHITMORE, ORANGE COUNTY A Professional Corporation SANITATION DISTRICT By: ________________________ By: _______________________ Name: ______________________ Name: _____________________ Title: _______________________ Title: ______________________ Date: _______________________ Date: ______________________ 5 9906566.5 LC001-009 SCHEDULE I – FEES & COSTS 1. Hourly Rates (As of Agreement Effective Date) Partners $450.00 Senior Counsel $375.00 Associates $270.00 - $355.00 Labor Relations/HR Consultant $290.00 Compensation/Classification Consultant $210.00 Paralegals $145.00 E- Discovery Specialists $175.00 Law Clerks $145.00 - $185.00 2. COSTS 1. Photocopies $0.15 per copy STEERING COMMITTEE Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3860 Agenda Date:9/25/2024 Agenda Item No:18. FROM:Robert Thompson, General Manager Originator: Riaz Moinuddin, Director of Operations & Maintenance SUBJECT: SOUTHERN CALIFORNIA EDISON -REPLACEMENT OF THE POWER PURCHASE AGREEMENT AT PLANT NO. 2 GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Approve the Net Energy Metering Interconnection Agreement (NST-497000)and Affidavit with Southern California Edison (SCE)Company and Orange County Sanitation District (OC San)to allow service under the Net Energy Metering (NEM-ST) tariff. BACKGROUND OC San operates five Central Generation engines and a steam turbine at Plant No.2.The engines and steam turbine normally generate 100%of the power demand at Plant No.2 and a nominal amount that is exported. OC San and SCE entered into a Power Purchase Agreement (PPA)on September 9,1991.This agreement has had four amendments,most recently in July 2023 while SCE was processing OC San’s application for service under the NEM-ST tariff. That application has been approved. 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 PROBLEM The original PPA extension is set to expire on November 30,2024.The NEM-ST tariff agreement will incorporate a new PPA and allow OC San to continue exporting power to SCE. PROPOSED SOLUTION Approve the Net Energy Metering Interconnection Agreement and Affidavit to allow power export with a new PPA through the NEM-ST tariff. Orange County Sanitation District Printed on 9/18/2024Page 1 of 3 powered by Legistar™ File #:2024-3860 Agenda Date:9/25/2024 Agenda Item No:18. TIMING CONCERNS Not approving the NEM-ST arrangement would leave OC San without a PPA after November 2024. RAMIFICATIONS OF NOT TAKING ACTION Without this agreement, OC San will not be able to export power at Plant No. 2. PRIOR COMMITTEE/BOARD ACTIONS July 2023 -Approved and Authorized the Board Chairman to execute Amendment No.4 to the Power Purchase Agreement (QFID-04)with Southern California Edison (SCE)Company and Orange County Sanitation District,to allow for the extension of the term and to adjust the price for all energy delivered to SCE during the extension period. November 2018 -Approved Amendment No.3 to the As-Available Capacity and Energy Power Purchase Agreement with Southern California Edison Company,to allow the Orange County Sanitation District to receive monthly sale statements from Southern California Edison Company through the electronic mail system. September 2005 -Authorized the General Manager to approve Amendment No.2 to the Power Purchase Agreement (QF 1098)with Southern California Edison Company,changing the type of the Plant 2 power generating facility from small power producer to co-generator facility. February 2002 -Authorized the General Manager to execute contract amendments to the existing “As Available Capacity and Energy Power Purchase Agreements”with Southern California Edison,as follows,providing for the method of payment by Edison of money owed to the District for power sold to Edison from November 2000 through March 2001,in a form approved by General Counsel: Amendment No.1 to Agreement Implementing Section 4.4 of Amendment No.1 to Power Purchase Agreement -QFID 2640 (for Plant 1),including Conditional Release and Waiver.Amendment No.1 to Agreement Implementing Section 4.4 of Amendment No.1 to Power Purchase Agreement -QFID 1098 (for Plant 2), including Conditional Release and Waiver. August 2001 -Authorized the General Manager to execute contract amendments to the existing “As Available Capacity and Energy Power Purchase Agreements”with Southern California Edison,as follows,in a form approved by General Counsel:Amendment No.1 To Power Purchase Agreement - QFID 2640 (for Plant 1).Agreement Amending Amendment No.1 To Power Purchase Agreement - QFID 2640 (for Plant 1).Amendment No.1 To Power Purchase Agreement -QFID 1098 (for Plant 2). Agreement Amending Amendment No. 1 To Power Purchase Agreement - QFID 1098 (for Plant 2). May 1991 -Approved documents relative to arrangements with Southern California Edison Company for parallel operation of power generating facilities and for purchase and sale of excess power in connection with the new Central Treatment Plant No. 2. ADDITIONAL INFORMATION N/A Orange County Sanitation District Printed on 9/18/2024Page 2 of 3 powered by Legistar™ File #:2024-3860 Agenda Date:9/25/2024 Agenda Item No:18. CEQA N/A FINANCIAL CONSIDERATIONS This request complies with authority levels of OC San’s Purchasing Ordinance.This item has been budgeted (Budget FY 2024-25 and 2025-26,Section 5,Page 7,Net Operating Expense)and the budget is sufficient for the recommended action. ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·Draft Net Energy Metering Interconnection Agreement ·Draft NEM Customer-Generator Affidavit ·Amendment No. 4 ·Amendment No. 3 ·Amendment No. 2 ·Amendment No. 1 ·Original Agreement Orange County Sanitation District Printed on 9/18/2024Page 3 of 3 powered by Legistar™ SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 1 of 23 12/2023 This Net Billing Tariff (NBT) or Net Energy Metering and Generating Facility Interconnection Agreement (“Agreement”) is entered into by and between Orange County Sanitation District (“Customer”), and Southern California Edison Company (“SCE”), sometimes also referred to herein jointly as “Parties” or individually as “Party.” 1. APPLICABILITY This Agreement is applicable only to Customers who satisfy all requirements of the definition of a Renewable Electrical Generating Facility (“Generating Facility”) sized greater than one megawatt (“MW”) as set forth in paragraph 1 of subdivision (a) of Section 25741 of the California Public Resources Code and who will be served according to the provisions of Schedule NBT or Schedule NEM-ST. 2. SUMMARY OF GENERATING FACILITY AND CUSTOMER ACCOUNT 2.1 Generating Facility Identification Number: NST-497000 2.2 Customer Meter Number: X345P-006016 2.3 Customer Service Account Number: 8015695676 2.4 Applicable Rate Schedule: TOU-8 Option D, Standby 2.5 Generating Facility Location: 22212 Brookhurst St, Huntington Beach, CA, 92646 2.5.1 This agreement is applicable only to the Generating Facility described below and installed at the above location. The Generating Facility may not be relocated or connected to SCE’s system at any other location without SCE’s express written permission. 2.5.2 This Agreement is applicable only to Renewable Electrical Generating Facilities, which includes biomass, solar thermal, photovoltaic, wind, geothermal, fuel cells (using renewable fuel), small hydroelectric generation, digester gas, municipal solid waste conversion, landfill gas, ocean wave, ocean thermal, or tidal current, and any additions or enhancements using such technology. 2.5.3 Renewable Electrical Generating Facilities using fuel cells, municipal solid waste conversion, and small hydroelectric generating will be required to sign an affidavit (Form 14-912) certifying the following criteria have been met: a) For purposes of this Agreement, qualifying “solid waste conversion” is defined pursuant to Public Resources Code Section 25741(b)(3). b) For purposes of qualifying under “fuel cell” using renewable fuels, the Generating Facility must use technology the California Public Utilities Commission (“Commission”) determines will achieve reductions in emissions of greenhouse gases and meet emissions requirements for eligibility for funding pursuant to the Self-Generation Incentive Programs. Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 2 of 23 12/2023 c) A “small hydroelectric” generating facility is not an eligible Generating Facility if it will cause an adverse impact on instream beneficial uses or cause a change in the volume or timing of streamflow. 2.6 Generating Facility Technology (technologies using the renewable resources reflected above): Digester gas fueled cogeneration. 2.7 Generating Facility Nameplate Rating (kW): 16,000 kW 2.8 Generating Facility CEC-AC Rating or Equivalent (kW): 16,000 kW 2.9 Estimated annual energy production of the Generating Facility (kWh): 110,160,000 kWh 2.10 Existing Service: Total annual usage (kWh): 2,582,772 kWh 3. NBT Generating Facility Size Attestation for Existing Service 3.1 The Generating Facility should be sized such that the total annual output in kWh is primarily used to offset the customer’s own annual electrical requirements. For a customer with a SCE account that has 12 or more months of billing history, the most recent 12 months usage is used to determine the estimated size of the Generating Facility. Should the customer elect to oversize their Generating Facility (as compared to the 12-month usage history), the following attestation is required when seeking service under Schedule NBT: 3.2 By initialing each line in the section below, I attest to the following: _______ The Generating Facility is oversized to meet my expected increased future electrical usage (i.e., increased usage resulting from an electric vehicle or other electrical appliances to support electrification). _______ The Generating Facility’s estimated annual production in kWh is no larger than 150 percent of my most recent 12 months of total usage. _______ I expect to increase my electrical usage to correspond with the size of my Generating Facility within the next year (12 months after receiving Permission to Operate (PTO)). _______ I have recently increased my electrical usage and my Generating Facility’s estimated annual production in kWh is no larger than 150 percent of my current projected electrical usage over 12 months. This means that additional electrical usage is planned so that my Generating Facility’s annual kWh production is not expected to exceed 150 percent of my current usage projected over the first 12 months after PTO. _______ I understand that SCE reserves the right to further validate that the Generating Facility is sized in accordance with Schedule NBT. 4. NBT Generating Facility Size Attestation for New service or Customers with Less than 12- Month of Usage History Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 3 of 23 12/2023 4.1 The Generating Facility should be sized such that the total annual output in kWh is primarily used to offset the customer’s own annual electrical requirements. For a new customer, or a customer with less than 12 months of billing history, the following attestation is required when seeking service under Schedule NBT: 4.2 By initialing each line in the section below, I attest to the following: _______ The Generating Facility is sized to meet expected my future electrical usage. _______ I expect that my electrical usage will correspond to the size of the Generating Facility within the next year (12 months after receiving Permission to Operate (PTO)). _______ I understand that SCE reserves the right to further validate that the Generating Facility is sized in accordance with Schedule NBT. 5. GENERATING FACILITY INTERCONNECTION AND DESIGN REQUIREMENTS: 5.1 Customer shall be responsible for the design, installation, operation, and maintenance of the Generating Facility and shall obtain and maintain any required governmental authorizations and/or permits. 5.2 Customer shall be responsible for all applicable study costs as outlined in SCE’s Electric Tariff Rule 21 – Generating Facility Interconnections (“Rule 21”). 5.3 If the studies conducted pursuant to the applicable provisions of Rule 21 result in the need for upgrades to SCE’s Distribution and/or Transmission System, SCE shall be afforded the time necessary to complete those upgrades before issuing written approval allowing the Customer to operate the Generating Facility. Costs for those upgrades and any necessary Interconnection Facilities shall be borne by the Customer, pursuant to the terms and conditions outlined in Attachments A and B of this Agreement. 5.4 The Generating Facility shall meet all applicable safety and performance standards established by the National Electrical Code, the Institute of Electrical and Electronics Engineers (“IEEE”), and accredited testing laboratories such as Underwriters Laboratories (“UL”), and, where applicable, rules of the Commission regarding safety and reliability. This requirement shall include, but not be limited to, the provisions of IEEE Standard 929, UL Standard 1741 and SCE’s Electric Rule 21 – Generating Facility Interconnections. 5.5 The Generating Facility must have a warranty of at least 10 years for all equipment and the associated installation from the system provider. Warranties or service agreements conforming to requirements applicable to the Self-Generation Incentive Program (“SGIP”) may be used for technologies eligible for the SGIP. In appropriate circumstances conforming to industry practice, this requirement may also rely on and be satisfied by manufacturers’ warranties for equipment and separate contractors’ warranties for workmanship (i.e., installation). 5.6 All major solar system components (including PV panels and other generation equipment, inverters and meters) must be on the verified equipment list maintained by the California Energy Commission (“CEC”). Any other equipment, as determined by SCE, must be Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 4 of 23 12/2023 verified as having safety certification from a Nationally Recognized Testing Laboratory (“NRTL”). 5.7 Customer shall not commence parallel operation of the Generating Facility until written approval has been provided to it by SCE. 5.8 SCE shall have the right to have its representatives present at the final inspection made by the local authority having jurisdiction to inspect and approve the installation of the Generating Facility. 5.9 Customer shall not add generation capacity in excess of the ratings set forth in Sections 2.7 and 2.8 of this Agreement, or otherwise modify the Generating Facility without the prior written permission of SCE. 6. METERING AND BILLING: Metering requirements and billing procedures shall be set forth in the SCE, Electric Service Provider’s, Community Choice Aggregator’s and/or Community Aggregator’s rate schedule(s) applicable to the electric service account assigned to the location where the Generating Facility is connected. 7. DISCONNECTION, INTERRUPTION OR REDUCTION OF DELIVERIES: 7.1 SCE may require Customer to interrupt or reduce the output of its Generating Facility under the following circumstances: (a) Whenever SCE deems it necessary in its sole judgment, to construct, install, maintain, repair, replace, remove, investigate, or inspect any of its equipment or any part of its electric system; or (b) Whenever SCE determines in its sole judgment, that curtailment, interruption, or reduction of Customer’s electrical generation is otherwise necessary due to emergencies, forced outages, force majeure, or compliance with prudent electrical practices. 7.2 Notwithstanding any other provision of this Agreement, upon termination of this Agreement or at any time SCE determines the continued parallel operation of the Generating Facility may endanger the public or SCE personnel, or affect the integrity of SCE’s electric system or the quality of electric service provided to other customers, SCE shall have the right to require the Generating Facility to be immediately disconnected from SCE’s electric system. The Generating Facility shall remain disconnected until such time as SCE is satisfied, in its sole judgment that the condition(s) causing such disconnection have ended or have been corrected. 7.3 Whenever feasible, SCE shall give Customer reasonable notice of the possibility that interruption or reduction of deliveries may be required. 7.4 Electrical energy and capacity provided to Customer during periods of curtailment or interruption of the output of the Generating Facility shall be provided pursuant to the terms Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 5 of 23 12/2023 of the rate schedule(s) applicable to the electric service account to which the Generating Facility is connected. 8. ACCESS TO PREMISES: SCE may enter Customer’s premises at all times, without notice to Customer for emergency purposes only. (a) To inspect Customer’s protective devices or check meter(s); to ascertain there is no power flow; or (b) To disconnect the Generating Facility and/or service to Customer, whenever in SCE’s discretion, a hazardous condition exists and such immediate action is necessary to protect persons, SCE’s facilities, or property of others from damage or interference caused by the Generating Facility, or the failure of properly operating protective devices. SCE will make prior arrangements with the Customer for gaining emergency access to Customer’s premises by obtaining keys to a lock box or a padlock or by making other mutually agreeable arrangements. 9. INSURANCE 9.1 In connection with Customer’s performance of its duties and obligations under this Agreement, Customer shall maintain, during the term of this Agreement, commercial general liability insurance with a limit of two million dollars ($2,000,000) for each occurrence. Such commercial general liability insurance shall include coverage for Premises- Operations and Contractual Liability. 9.2 The commercial general liability insurance required in Section 9.1 shall, by endorsement to the policy or within the policy general condition itself, (a) include SCE as an additional insured; (b) contain a severability of interest clause or cross-liability clause; (c) provide that SCE shall not by reason of its inclusion as an additional insured incur liability to the insurance carrier for payment of premium for such insurance; (d) that coverage provided is primary and not in excess to or contributing with any insurance or self-insurance maintained by SCE; (e) waiver of subrogation shall be granted to SCE; and (f) provide for thirty (30) calendar days’ written notice to SCE prior to cancellation, termination, alteration, or material change of such insurance. 9.3 [Intentionally Blank] 9.4 Customer agrees to furnish evidence of insurance (certificates of insurance and endorsements as appropriate) to SCE prior to Parallel Operation, and thereafter for each insurance policy renewal during the term of this Agreement. SCE shall have the right to inspect or obtain a copy of the original policy or policies of insurance. 9.5 If Customer is self-insured with an established record of self-insurance, Customer may comply with the following in lieu of Sections 9.1 through 9.2: Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 6 of 23 12/2023 (a) Customer shall provide to SCE, at least thirty (30) calendar days prior to the date of Parallel Operation, evidence of an acceptable plan to self-insure to a level of coverage equivalent to that required under Section 9.1. (b) If Customer ceases to self-insure to the level required hereunder, or if Customer is unable to provide continuing evidence of Producer’s ability to self-insure, Customer agrees to immediately obtain the insurance coverage required under Section 9.1 and 9.2 above. 9.6 All insurance policies, certificates of insurance, statements of self-insurance, endorsements, cancellations, terminations, alterations, and material changes of such insurance shall be issued and submitted to the following: Southern California Edison Company Attention: NBT Program Administrator SCE Customer Solar & Self Generation P.O. Box 800 Rosemead, CA 91770 10. LIABILITY: 10.1 Each Party as indemnitor shall defend, hold harmless, and indemnify the other Party and the directors, officers, employees, and agents of the other Party against and from any and all loss, liability, damage, claim, cost, charge, demand, or expense (including any direct, indirect or consequential loss, liability, damage, claim, cost, charge, demand, or expense, including attorneys’ fees) for injury or death to persons, including employees of either Party, and damage to property, including property of either Party, arising out of or in connection with (a) the engineering, design, construction, maintenance, repair, operation, supervision, inspection, testing, protection or ownership of the indemnitor’s facilities, or (b) the making of replacements, additions, betterments to, or reconstruction of the indemnitor’s facilities. This indemnity shall apply notwithstanding the active or passive negligence of the indemnitee. However, neither Party shall be indemnified hereunder for its loss, liability, damage, claim, cost, charge, demand, or expense resulting from its sole negligence or willful misconduct. 10.2 The indemnitor shall, on the other Party’s request, defend any suit asserting a claim covered by this indemnity and shall pay for all costs, including reasonable attorney fees, that may be incurred by the other Party in enforcing this indemnity. 10.3 The provisions of this Section shall not be construed to relieve any insurer of its obligations to pay any insurance claims in accordance with the provisions of any valid insurance policy. 10.4 Except as otherwise provided in Section 10.1, neither Party shall be liable to the other Party for consequential damages incurred by that Party. 10.5 Nothing in this Agreement shall create any duty to, any standard of care with reference to, or any liability to any person who is not a Party to it. Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 7 of 23 12/2023 10.6 Notwithstanding the provisions of Section 10.1, Customer shall be responsible for protecting its Generating Facility from damage by reason of the electrical disturbances or faults caused by the operation, faulty operation, or non-operation of SCE’s facilities, and SCE shall not be liable for any such damage so caused. 11. GOVERNING LAW: This Agreement shall be interpreted, governed, and construed under the laws of the State of California as if executed and to be performed wholly within the State of California. 12. CALIFORNIA PUBLIC UTILITIES COMMISSION: 12.1 This Agreement shall at all times be subject to such changes or modifications by the Commission as the Commission may, from time to time, direct in the exercise of its jurisdiction. 12.2 Notwithstanding any other provisions of this Agreement, SCE has the right to unilaterally file with the Commission, pursuant to the Commission’s rules and regulations, an application for change in rates, charges, classification, service, or rule or any agreement relating thereto. 13. AMENDMENT, MODIFICATIONS, WAIVER OR ASSIGNMENT: 13.1 This Agreement may not be altered or modified by either of the Parties, except by an instrument in writing executed by each of them. 13.2 None of the provisions of this Agreement shall be considered waived by a Party unless such waiver is given in writing. The failure of a Party to insist in any one or more instances upon strict performance of any of the provisions of this Agreement or to take advantage of any of its rights hereunder shall not be construed as a waiver of any such provisions or the relinquishment of any such rights for the future, but the same shall continue and remain in full force and effect. 13.3 This Agreement shall supersede any existing agreement under which Customer is currently operating the Generating Facility identified in Section 2, herein, and any such agreement shall be deemed terminated as of the date this Agreement becomes effective. 13.4 This Agreement contains the entire agreement and understanding between the Parties, their agents, and employees as to the subject matter of this Agreement. Each party also represents that in entering into this Agreement, it has not relied on any promise, inducement, representation, warranty, agreement or other statement not set forth in this Agreement. 13.5 This Agreement shall not be assigned if such assignment would cause the Generating Facility to not comply with the provisions of Public Utilities Code Section 2827.1. The Customer shall not voluntarily assign its rights or delegate its duties under this Agreement without SCE’s written consent. Any assignment or delegation Customer makes without SCE’s written consent shall not be valid. SCE shall not unreasonably withhold its consent to Customer’s assignment of this Agreement. Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 8 of 23 12/2023 14. NOTICES: 14.1 Any notice required under this Agreement shall be in writing and mailed at any United States Post Office with postage prepaid and addressed to the Party, or personally delivered to the Party, at the address below. Changes in such designation may be made by notice similarly given. All written notices shall be directed as follows: SOUTHERN CALIFORNIA EDISON COMPANY: Attn: NBT Program Administrator SCE Customer Solar & Self Generation P.O. Box 800 Rosemead, CA 91770 CUSTOMER: Account Name: Orange County Sanitation District Mailing Address 18480 Bandilier Cir Mailing City: Fountain Valley Mailing State: CA Mailing Zip Code: 92708 14.2 Customer’s notices to SCE pursuant to this Section shall refer to the Generating Facility Identification Number that is set forth in Section 2.1 15. TERM AND TERMINATION OF AGREEMENT: 15.1 This Agreement shall become effective when SCE issues written authorization to interconnect the Generating Facility after receipt of all required documents and payments, and this completed Agreement is signed by the Customer and SCE, and shall remain in effect thereafter from month to month unless terminated by either Party on thirty (30) days’ prior written notice in accordance with Section 14. 15.2 This Agreement shall terminate, without notice, upon: (a) termination of the electric distribution service provided to Customer by SCE; or (b) changes to Customer’s electric load which cause the Customer to no longer satisfy all requirements of the definition of an Eligible Customer-Generator, as set forth in Section 2827.1(a) of the California Public Utilities Code; or (c) termination of Customer’s Net Billing Tariff or Net Energy Metering arrangements with its Electric Service Provider, Community Choice Aggregator and/or Community Aggregator. 15.3 Pursuant to Public Utilities (PU) Code Section 769.2 and California Public Utilities Commission (CPUC or Commission) Decision 23-11-068, if the Customer-Generator’s contractor is found to have willfully violated Section 769.2 of the PU Code by failing to pay its workers a prevailing wage, the Renewable Electrical Generating Facility is ineligible to participate on a tariff developed pursuant to PU Code Sections 2827 or 2827.1. Upon notice of a determination of a willful violation of Section 769.2 by the Department of Industrial Relations or a court, SCE shall transition the Renewable Electrical Generating Facility (after the required 30/60-day notification)1 to the Public Utility Regulatory Policies Act of 1978 1 Pursuant to Decision 23-11-068, Customers with single generating account with no benefitting/aggregated account will get a 30-day notice. Customers with single generating account with benefitting/aggregated accounts will get a 60-day notice Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 9 of 23 12/2023 (PURPA) compliant tariff. All the terms and conditions of this agreement will remain in effect except that the Customer will not receive billing under tariffs developed pursuant to 2827 or 2827.1, including but not limited to NEM or NBT. The Customer has the right to choose an alternate applicable tariff before or after the transition. If the Customer does not choose another applicable tariff in advance of the next billing cycle, the billing will transition to the PURPA compliant tariff to avoid any delay in billing. Customer will remain on the PURPA compliant tariff (or other applicable tariff if available and chosen by the Customer unless the willful wage violation is reversed or nullified by the determining body. This provision does not apply to the following Customers that are being served by tariffs pursuant to PU Code 2827 and 2827.1: (1) Residential Renewable Electrical Generating Facilities that have a maximum generating capacity of 15 kilowatts or less of electricity; (2) Residential Renewable Electrical Generating Facilities installed on a single-family home; (3) Public Work projects that are subject to Article 2 of Chapter 1 of Part 7 of Division 2 of the Labor Code; (4) Renewable Electrical Generating Facilities that serve only a modular home, a modular home community, or multi-unit housing that has two or fewer stories. 16. TRANSITION PROVISIONS: 16.1 Customers receiving service on Schedule NEM-ST, or who have submitted all documentation necessary for receiving service on Schedule NEM-ST, are subject to the transition provisions as outlined therein. 16.2 Customers receiving service on Schedule NBT, or who submit application on or after April 15, 2023 are subject to the transition provisions as outlined therein. 17. REQUIRED DISCLOSURE: This Agreement is subject to SCE’s Rule 21 protocols, including the Confidentiality provisions (Section D.7) and the Required Disclosure (Section D.7.d). As a condition of interconnection, pursuant to the California Public Utilities Commission (CPUC) Decisions (D).14-11-001 and D.21- 06-026, SCE is required to provide certain data, including, but not limited to, confidential customer information, to the CPUC, its contractors, the California Department of Consumer Affairs Contractors State License Board, the California Department of Financial Protection & Innovation and the Department of Industrial Relations. Customer authorizes SCE to release any and all information contained in the application for interconnection to the entities identified above without further notification or consent. 18. SIGNATURES: This Agreement may be executed in counterparts, and by Electronic Signature on the part of SCE and/or the Customer, and copies of a Party’s signed signature page may be transmitted to the other Party by facsimile or other electronic means. Copies of the signature page so transmitted may be used for the purpose of enforcing the terms of this Agreement as though they were originals and Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 10 of 23 12/2023 will not be made inadmissible in any legal or regulatory proceeding concerning this Agreement on the basis of the Best Evidence Rule or similar rule of admissibility. IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed by their duly authorized representatives. This Agreement is effective as provided in Section 15.1 above. ORANGE COUNTY SANITATION DISTRICT SOUTHERN CALIFORNIA EDISON COMPANY By: By: Name: Ryan P. Gallagher Name: Marcus Lotto Title: Board Chairman Title: Senior Manager, Grid Interconnection & Contract Development Date: Date: ATTEST: By: Name: Kelly A. Lore, MMC Title: Clerk of the Board Date: APPROVED AS TO FORM: By: Name: Scott C. Smith Title: General Counsel Date: Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 11 of 23 12/2023 ATTACHMENT A Additional Terms and Conditions for Projects Requiring Interconnection Facilities and/or Upgrades to SCE’s Distribution and/or Transmission System Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 12 of 23 12/2023 Section 1. Cost Responsibility for Interconnection Facilities and Distribution Upgrades 1.1 Interconnection Facilities 1.1.1 The Customer shall pay for the cost of the Interconnection Facilities itemized in Attachment A-1 below and as provided, where applicable, in the Facilities Financing and Ownership Agreement (“FFOA”) incorporated as Attachment B below. SCE shall provide a best estimate cost, including a cost estimate pursuant to the Cost Envelope Option provisions of Rule 21, Section F.7, if applicable, including overheads any applicable Income Tax Component of Contribution (ITCC), for the purchase and construction of its Interconnection Facilities and provide a detailed itemization of such costs. Costs associated with Interconnection Facilities may be shared with other entities that may benefit from such facilities by agreement of the Customer, such other entities, and SCE. Customers who elected the Cost Envelope Option will be subject to the provisions of Rule 21, Section F.7, as applicable, for the determination of actual costs 1.1.2 The Customer shall be responsible for its share of all reasonable expenses, including overheads and any applicable ITCC, associated with (1) owning, operating, maintaining, repairing, and replacing its own Interconnection Facilities, and (2) operating, maintaining, repairing, and replacing SCE's Interconnection Facilities. 1.2 Distribution Upgrades 1.2.1 No portion of this Section 1.2 shall apply unless the interconnection of the Generating Facility requires Distribution Upgrades. 1.2.2 SCE shall design, procure, construct, install, and own the Distribution Upgrades described in Attachment A-2 below and as provided, where applicable, in the FFOA incorporated as Attachment B below. If SCE and the Customer agree, the Customer may construct Distribution Upgrades that are located on land owned by the Customer. The actual cost of the Distribution Upgrades, including overheads and any applicable IITCC, shall be directly assigned to the Customer. Customers who elected the Cost Envelope Option will be subject to the provisions of Rule 21, Section F.7, as applicable, for the determination of actual costs. Section 2. Cost Responsibility for Network Upgrades 2.1 Applicability No portion of this Section 2 shall apply unless the interconnection of the Generating Facility requires Network Upgrades. 2.2 Network Upgrades SCE shall design, procure, construct, install, and own the Network Upgrades described in Attachment A-2 below and as provided, where applicable, in the FFOA incorporated as Attachment B below. If SCE and the Customer agree, the Customer may construct Network Upgrades that are located on land owned by the Customer. Unless SCE elects to pay for Network Upgrades, the actual cost of the Network Upgrades, including overheads, shall be borne by the Customer unless Section 2.2.1 directs otherwise. Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 13 of 23 12/2023 2.2.1 Repayment of Amounts Advanced for Network Upgrades To the extent that the CAISO Tariff, currently Section 14.3.2 of Appendix DD, provides for cash repayment to interconnection customers for contribution to the cost of Network Upgrades, the Customer shall be entitled to a cash repayment, equal to the total amount paid to SCE and Affected System operator, if any, for Network Upgrades, including any tax gross-up or other tax-related payments associated with the Network Upgrades, and not otherwise refunded to the Customer, to be paid to the Customer on a dollar-for-dollar basis for the non-usage sensitive portion of transmission charges, as payments are made under SCE's tariff and Affected System's tariff for transmission services with respect to the Generating Facility. Any repayment shall include interest calculated in accordance with the methodology set forth in FERC’s regulations at 18 C.F.R. §35.19a(a)(2)(iii) from the date of any payment for Network Upgrades through the date on which the Customer receives a repayment of such payment pursuant to this subparagraph. The Customer may assign such repayment rights to any person. To the extent that the CAISO Tariff does not provide for cash repayment to interconnection customers for contribution to the cost of Network Upgrades, Customer is not entitled to a cash repayment for amounts paid to SCE and Affected System operator for Network Upgrades, and no cash repayment shall be made pursuant to this Agreement. 2.2.1.1 If the Customer is entitled to a cash repayment pursuant to Section 2.2.1, the Customer, SCE, and any applicable Affected System operators may adopt any alternative payment schedule that is mutually agreeable so long as SCE and said Affected System operators take one of the following actions no later than five years from the Commercial Operation Date: (1) return to the Customer any amounts advanced for Network Upgrades not previously repaid, or (2) declare in writing that SCE or any applicable Affected System operators will continue to provide payments to the Customer on a dollar-for-dollar basis for the non-usage sensitive portion of transmission charges, or develop an alternative schedule that is mutually agreeable and provides for the return of all amounts advanced for Network Upgrades not previously repaid; however, full reimbursement shall not extend beyond twenty (20) years from the Commercial Operation Date. 2.2.1.2 If the Generating Facility fails to achieve commercial operation, but it or another generating facility is later constructed and requires use of the Network Upgrades, SCE and Affected System operator shall at that time reimburse the Customer for the amounts advanced for the Network Upgrades if the Customer is entitled to a cash repayment pursuant to Section 2.2.1. Before any such reimbursement can occur, the Customer, or the entity that ultimately constructs the generating facility, if different, is responsible for identifying the entity to which reimbursement must be made. 2.3 Rights Under Other Agreements Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 14 of 23 12/2023 Notwithstanding any other provision of this Agreement, nothing herein shall be construed as relinquishing or foreclosing any rights, including but not limited to firm transmission rights, capacity rights, transmission congestion rights, or transmission credits, that the Customer shall be entitled to, now or in the future, under any other agreement or tariff as a result of, or otherwise associated with, the transmission capacity, if any, created by the Network Upgrades, including the right to obtain cash reimbursements or transmission credits for transmission service that is not associated with the Generating Facility. Section 3. Billing, Payment, Milestones, and Financial Security 3.1 Billing and Payment Procedures and Final Accounting SCE shall bill the Customer for the design, engineering, construction, and procurement costs, including any applicable ITCC and/or other taxes, of Interconnection Facilities and Distribution and/or Network Upgrades contemplated by this Agreement pursuant to the FFOA, or as otherwise agreed by the Parties. 3.2 Milestones The Parties shall agree on milestones for which each Party is responsible and list them in Attachment A-3 below. A Party's obligations under this provision may be extended by agreement. If a Party anticipates that it will be unable to meet a milestone for any reason other than a Uncontrollable Force Event, it shall immediately notify the other Party of the reason(s) for not meeting the milestone and (1) propose the earliest reasonable alternate date by which it can attain this and future milestones, and (2) requesting appropriate amendments to Attachment A-3 below. The Party affected by the failure to meet a milestone shall not unreasonably withhold agreement to such an amendment unless it will suffer significant uncompensated economic or operational harm from the delay, (2) attainment of the same milestone has previously been delayed, or (3) it has reason to believe that the delay in meeting the milestone is intentional or unwarranted notwithstanding the circumstances explained by the Party proposing the amendment. 3.3 Financial Security Arrangements At least 20 Business Days prior to the commencement of the design, procurement, installation, or construction of a discrete portion of SCE’s Interconnection Facilities and Distribution and/or Network Upgrades, the Customer shall provide SCE, at the Customer's option, a guarantee, a surety bond, letter of credit or other form of security that is reasonably acceptable to SCE and is consistent with the Uniform Commercial Code of the jurisdiction where the Point of Interconnection is located. Such security for payment shall be in an amount sufficient to cover the costs for constructing, designing, procuring, and installing the applicable portion of the SCE’s Interconnection Facilities and Distribution and/or Network Upgrades and shall be reduced on a dollar-for-dollar basis for payments made to SCE under this Agreement during its term. In addition: 3.3.1 The guarantee must be made by an entity that meets the creditworthiness requirements of SCE, and contain terms and conditions that guarantee payment of any amount that may be due from the Customer, up to an agreed-to maximum amount. 3.3.2 The letter of credit or surety bond must be issued by a financial institution or insurer reasonably acceptable to SCE and must specify a reasonable expiration date. Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 15 of 23 12/2023 Section 4. Taxes 4.1 Applicable Tax Laws and Regulation The Parties agree to follow all applicable tax laws and regulations, consistent with Commission policy and Internal Revenue Service requirements. 4.2 Maintenance of Tax Status Each Party shall cooperate with the other to maintain the other Party's tax status. Nothing in this Agreement is intended to adversely affect SCE’s tax exempt status with respect to the issuance of bonds including, but not limited to, local furnishing bonds. Section 5. Environmental Releases Each Party shall notify the other Party, first orally and then in writing, of the release of any hazardous substances, any asbestos or lead abatement activities, or any type of remediation activities related to the Generating Facility or the Interconnection Facilities, each of which may reasonably be expected to affect the other Party. The notifying Party shall (1) provide the notice as soon as practicable, provided such Party makes a good faith effort to provide the notice no later than 24 hours after such Party becomes aware of the occurrence, and (2) promptly furnish to the other Party copies of any publicly available reports filed with any governmental authorities addressing such events. Section 6. Subcontractors Nothing in this Agreement shall prevent a Party from utilizing the services of any subcontractor as it deems appropriate to perform its obligations under this Agreement; provided, however, that each Party shall require its subcontractors to comply with all applicable terms and conditions of this Agreement in providing such services and each Party shall remain primarily liable to the other Party for the performance of such subcontractor. 6.1 The creation of any subcontract relationship shall not relieve the hiring Party of any of its obligations under this Agreement. The hiring Party shall be fully responsible to the other Party for the acts or omissions of any subcontractor the hiring Party hires as if no subcontract had been made; provided, however, that in no event shall SCE be liable for the actions or inactions of the Customer or its subcontractors with respect to obligations of the Customer under this Agreement. Any applicable obligation imposed by this Agreement upon the hiring Party shall be equally binding upon, and shall be construed as having application to, any subcontractor of such Party. 6.2 The obligations under this article will not be limited in any way by any limitation of subcontractor’s insurance. Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 16 of 23 12/2023 Attachment A-1 Description and Costs of the Generating Facility, Interconnection Facilities, and Metering Equipment Recitals This Agreement is made with reference to the following facts, among others: WHEREAS, the Customer owns and operates the Generating Facility that is described below in Section 1 of this Attachment A-1 to this Agreement. WHEREAS, Customer (as successor-in-interest to County Sanitation Districts of Orange County) and SCE are parties to a Power Purchase Agreement, dated July 2, 1992 as amended (“Existing PPA”), which includes, as an Appendix thereto, an Interconnection Facilities Agreement (the “IFA”), pursuant to which, among other things, the Customer and SCE established interconnection arrangements between the Generating Facility and the Distribution System. WHEREAS, Customer and SCE have agreed to enter into this Agreement for the purpose of (i) replacing the existing IFA which is under the jurisdiction of the CPUC, and (ii) establishing interconnection arrangements pursuant to Rule 21. WHEREAS, Generating Facility is described below in Section 1 of this Attachment A-1 to this Agreement and includes: (i) an existing 12,000 kW interconnected generation resource which was not required to submit an Interconnection Request pursuant to Rule 21 and did not participate in the Fast Track Process, Independent Study Process, Cluster Study Process or Transmission Cluster Process and was not subject to the related Interconnection Studies, and (ii) a new 4,000 kW generation resource which submitted a new Interconnection Request pursuant to Rule 21 and participated in the Fast Track Process to complete the related Interconnection Studies. WHEREAS, the existing PPA, including the IFA will terminate upon the effective date of this Agreement. WHEREAS, in the FFOA included as Attachment B to this Agreement, Existing Interconnection Facilities (“Existing”) installed pursuant to the IFA are identified as well as the Customer’s related cost responsibility. New Interconnection Facilities, Distribution Upgrades, and Network Upgrades, as applicable, (“New”) have also been identified in the FFOA included as Attachment B to this Agreement consistent with current interconnection standards pursuant to the requirements of this Agreement. WHEREAS, New Interconnection Facilities described in the FFOA included as Attachment B to this Agreement are based on SCE’s preliminary engineering and design. Such descriptions are subject to modification to reflect the actual facilities constructed and installed following SCE’s final engineering and design, identification of field conditions, and compliance with applicable environmental and permitting requirements. NOW THEREFORE, the Parties agree to the additional terms of this Agreement as follows: Equipment, including the Generating Facility, Interconnection Facilities, and metering equipment, shall be itemized and identified as being owned by the Customer or SCE. SCE will provide a best estimate itemized cost, including a cost estimate pursuant to the Cost Envelope Option provisions of Rule 21, Section F.7, if applicable, including overheads and any applicable ITCC, of its Interconnection Facilities Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 17 of 23 12/2023 and metering equipment, and a best estimate itemized cost of the annual operation and maintenance expenses associated with its Interconnection Facilities and metering equipment. 1. Description of Generating Facility: All equipment and facilities comprising the Customer’s 16,000 kW (16,000 kW CEC-AC) digester gas fueled cogeneration generating facility located at 22212 Brookhurst St, Huntington Beach, CA, 92646, as disclosed by the Customer in its Application, which includes: a. Existing Generators: a 12,000 net kW (12,000 gross kW) digester gas fueled cogeneration system which consists of (i) four (4) Ideal Electric Company SAMB Frame M-9-33 internal combustion engine each rated at 3,000 net kW (3,000 gross kW) for a total maximum output of 12,000 kW, (ii) the associated infrastructure, (iii) power factor correction equipment, as necessary, (iv) meters and metering equipment, and (v) appurtenant equipment. b. New Generators: a 4,000 net kW (4,000 gross kW) digester gas fueled cogeneration system which consists of (i) one (1) Ideal Electric Company SAMB Frame M-9-33 internal combustion engine rated at 3,000 net kW (3,000 gross kW), one (1) Kato Engineering A251460000 steam turbine synchronous generator rated at 1,000 net kW (1,000 gross kW) for a total maximum output of 4,000 kW, (ii) the associated infrastructure, (iii) power factor correction equipment, as necessary, (iv) meters and metering equipment, and (v) appurtenant equipment. 2. Description and Costs of Interconnection Facilities and Metering Equipment: See FFOA included as Attachment B to this Agreement. 3. Single-Line Diagram: See FFOA included as Attachment B to this Agreement. Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 18 of 23 12/2023 Attachment A-2 Description of Distribution and/or Network Upgrades and Cost Responsibility SCE shall describe the Distribution and/or Network Upgrades and provide an itemized best estimate of the cost, including a cost estimate pursuant to the Cost Envelope Option provisions of Rule 21, Section F.7, if applicable, including overheads and any applicable ITCC, of the Distribution and/or Network Upgrades and annual operation and maintenance expenses associated with such Distribution and/or Network Upgrades. SCE shall functionalize the upgrade costs and annual expenses as either transmission or distribution related. 1. Description of Distribution Upgrades and Network Upgrades and Cost Responsibility: See FFOA included as Attachment B to this Agreement. Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 19 of 23 12/2023 Attachment A-3 Milestones In-Service Date: See Milestone 10 below Critical milestones and responsibility as agreed to by the Parties: Milestone Date Responsible Party (1) Provide project payment(s) to SCE in accordance with Section 3.1 of Attachment A of this Agreement Existing Deemed to have been completed under the IFA New Within twenty (20) Business Days of the effective date of this Agreement Customer (2) Submit complete design package2 as requested by SCE Existing Deemed to have been completed under the IFA New Within twenty (20) Business Days of the effective date of this Agreement Customer (3) Review and approval of Customer’s design package3 Existing Deemed to have been completed under the IFA New Within five (5) Business Days of completion of Milestone (2) SCE (4) Draft of SCE’s preliminary design for Interconnection Facilities and Distribution Upgrades Existing Deemed to have been completed under the IFA New Within sixty (60) Business Days from approval of Milestone (3) SCE 2 See the Generating Facility’s interconnection study report dated April 3, 2024 for design package requirements. 3 Additional time will be required between Milestone (2) and (3) if the design package is not deemed complete and requires additional information. Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 20 of 23 12/2023 Milestone Date Responsible Party (5) Approve preliminary design for Interconnection Facilities Existing Deemed to have been completed under the IFA New Within five (5) Business Days of completion of Milestone (4) Customer (6) Complete final design for Interconnection Facilities Existing Deemed to have been completed under the IFA New Within thirty (30) Business Days of completion of Milestone (5) SCE (7) Complete below grade civil work4 (“Civil Construction” as defined in Section 2 of Attachment A of the FFOA) with SCE oversight and receive SCE inspector release Existing Deemed to have been completed under the IFA New Within forty (40)5 Business Days following completion of Milestone (6) Customer (8) Completion of the construction of the Interconnection Facilities Existing Deemed to have been completed under the IFA New Within ninety (90) Business Days following completion of Milestone (7) SCE (9) Submit proof of insurance coverage in accordance with Section 9 of this Agreement At least ten (10) Business Days prior to the date of Parallel Operation Customer 4 Delays in obtaining requisite easements and/or permits and customer delays in constructing all civil work for the underground scope in accordance with SCE Electrical Design Standards will result in additional time required to complete Milestone (8) as completion of this milestone is dependent on completion of all civil work. 5 Timeline is only an estimate and is dependent upon project design specifications and Customer’s ability to complete. Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 21 of 23 12/2023 Milestone Date Responsible Party (10) In-Service Date6 and schedule commissioning testing Existing Deemed to have been completed under the IFA New Following completion of Milestone (8) (estimated In-Service Date by 9/19/2025)6 Customer (11) Testing of SCE’s Interconnection Facilities and testing of the Customer’s Interconnection Facilities and Generating Facility in accordance with Rule 21 Sections F.5 and L.5 Existing Deemed to have been completed under the IFA New Within ten (10) Business Days following completion of Milestone 10. Customer and SCE (12) SCE’s written authorization for Parallel Operation of the Generating Facility in compliance with Rule 21 Section F.5 (b) Within five (5) Business Days after the provision of any required documentation and satisfaction of any inspections and testing requirements in Rule 21 and compliance with the terms of this Agreement SCE Agreed to by: For SCE: __________________________ Date: ______________ Marcus Lotto For the Customer: ________________________ Date: ______________ Ryan P. Gallagher 6 Customer understands and acknowledges that such timeline is only an estimate and that equipment and material lead times, labor availability, outage coordination, regulatory approvals, right-of-way negotiations, or other unforeseen events, or ESR violations could delay the actual in-service dates of SCE’s Interconnection Facilities and Distribution Upgrades beyond those specified. SCE shall use Reasonable Efforts to complete engineering, procurement and installation of the Distribution Provider’s Interconnection Facilities and Distribution Upgrades by the dates set forth above. Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 22 of 23 12/2023 For the Customer (ATTEST): ________________________ Date: ______________ Kelly A. Lore, MMC For the Customer (APPROVED AS TO FORM): ________________________ Date: ______________ Scott C. Smith Re f e r e n c e Co p y SOUTHERN CALIFORNIA EDISON COMPANY NET BILLING TARIFF OR NET ENERGY METERING AND RENEWABLE ELECTRICAL GENERATING FACILITY SIZED GREATER THAN ONE MEGAWATT INTERCONNECTION AGREEMENT ORANGE COUNTY SANITATION DISTRICT NST-497000 Form 14-974 23 of 23 12/2023 Attachment B (If Applicable) FACILITIES FINANCING AND OWNERSHIP AGREEMENT (Provided by SCE) Re f e r e n c e Co p y ATTACHMENT B FACILITIES FINANCING AND OWNERSHIP AGREEMENT SOUTHERN CALIFORNIA EDISON COMPANY ORANGE COUNTY SANITATION DISTRICT NST-497000 B-1 1. PARTIES: The Parties to this Facilities Financing and Ownership Agreement (FFOA) are, Orange County Sanitation District (Customer), and Southern California Edison Company, (SCE). Customer and SCE are sometimes referred to herein individually as "Party," and collectively as "Parties." 2. RECITALS: 2.1 Customer has applied to interconnect a 16,000 kW (Gross Nameplate capacity) Generating Facility that will be operated in parallel with SCE's Distribution System. Said Generating Facility is described in Section 2 and Attachment A-1 of the Generating Facility Interconnection Agreement (“GFIA”) between the Parties to which this FFOA is attached. SCE has assigned the Generating Facility identification number NST-497000 to this facility. 2.2 The electrical facilities installed, owned, operated and maintained by SCE described in Attachment A, attached hereto, are required to interconnect Customer’s Generating Facility to the SCE Distribution System pursuant to SCE's Rule 21. Such electrical facilities may include Interconnection Facilities, Distribution Upgrades and Network Upgrades. 2.3 Pursuant to SCE's Rule 21 all or a portion of the Interconnection Facilities, Distribution Upgrades and Network Upgrades are provided at the Customer’s expense by SCE as "Added Facilities" as defined in SCE's Rule 2.H. 3. AGREEMENT: The Parties agree as follows: 3.1 Unless otherwise defined herein, initially capitalized terms shall have the same meanings as defined in the GFIA or Section C of SCE’s Rule 21. If any term is defined in both the GFIA and Rule 21, the definition in Rule 21 shall prevail. 3.2 The Parties agree to the arrangements as indicated in this Section 3.2 for the financing, design, installation, operation, maintenance, and ownership of the Interconnection Facilities, Distribution Upgrades and Network Upgrades described in Attachment A, attached hereto. 3.2.1 SCE, at Customer’s expense, shall install, own, operate, and maintain the Interconnection Facilities, Distribution Upgrades and Network Upgrades described as "Customer-Financed Added Facilities" in Attachment A, attached hereto. 3.2.2 Customer shall finance, install, own, operate, and maintain the Interconnection Facilities described as "Customer-Constructed and Owned Interconnection Facilities" in Attachment A, attached hereto. 4. TERM AND TERMINATION: 4.1 This FFOA shall become effective as of the last date entered in Section 11 below. The FFOA shall continue in full force and effect until terminated by (1) either Party on at least thirty (30) days advance written notice or (2) the end of the 20-year term provided under Section 6.3(b) herein or (3) termination of the GFIA to which this FFOA is attached. Upon termination, Customer shall pay all costs and charges incurred to the date of termination pursuant to Section 8.9 herein, including but not limited to charges for engineering, surveying, right-of-way and easement acquisition expenses or any other expense incurred by SCE for the Customer, even if the Interconnection Facilities, Distribution Upgrades and Network Upgrades have not been installed. Re f e r e n c e Co p y ATTACHMENT B FACILITIES FINANCING AND OWNERSHIP AGREEMENT SOUTHERN CALIFORNIA EDISON COMPANY ORANGE COUNTY SANITATION DISTRICT NST-497000 B-2 4.2 Customer agrees to utilize the Interconnection Facilities, Distribution Upgrades and Network Upgrades described in Attachment A, attached hereto, in accordance with Prudent Electrical Practices. If Customer fails to so utilize said Interconnection Facilities, Distribution Upgrades and Network Upgrades, SCE may terminate this FFOA, remove the Interconnection Facilities, Distribution Upgrades and Network Upgrades, and Customer shall be subject to the Termination Charge pursuant to Section 8.9 herein. 5. PROJECT DEVELOPMENT MILESTONES: Project development milestones, if applicable, are identified in Attachment A-3 of the GFIA. 6. INTERCONNECTION FACILITIES, DISTRIBUTION UPGRADES AND NETWORK UPGRADES PROVIDED AS CUSTOMER-FINANCED ADDED FACILITIES: The following shall apply for that portion of the Interconnection Facilities, Distribution Upgrades and Network Upgrades specified in Attachment A, attached hereto, as "Customer-Financed Added Facilities." 6.1 SCE shall, pursuant to SCE's Rule 21, engineer, design, procure equipment and materials, construct, install, own, operate, and maintain the Customer-Financed Added Facilities. 6.2 Customer shall pay to SCE in advance of construction, the estimated total Added Facilities Investment of said Customer-Financed Added Facilities, as set forth in Attachment A, attached hereto, as may be revised pursuant to Sections 8.2 and/or 8.3, herein. If applicable, said cost shall include the estimated Income Tax Component of Contributions (ITCC), pursuant to SCE's Preliminary Statement Part M as filed with the Commission and as may be revised from time to time. 6.3 In addition to the payment required under Section 6.2 herein, Customer shall pay to SCE an ownership charge determined as the product of (1) the total Added Facilities Investment in Customer-Financed Added Facilities as set forth in Attachment A, attached hereto, as may be revised pursuant to Sections 8.2 and/or 8.3 herein, and (2) the rate established for the replacement coverage option for "Customer-Financed Added Facilities" agreed to by the Parties as reflected in this Section 6.3 as set forth in SCE's Rule 2.H as filed with the Commission and as may be revised from time to time. Whenever Added Facilities are replaced, the Added Facilities Investment amount used as the basis for determining the ownership charge Customer pays SCE shall be subject to the conditions set forth in Section 8.6 or 8.7 herein. The replacement coverage option for Customer-Financed Added Facilities is as follows: Existing: ☒ (a) Replacement Coverage into Perpetuity Under this option, Customer shall pay to SCE, at SCE's sole option, either: ☒ (1) A Monthly Charge determined by SCE based upon an initial monthly rate of 0.39 % times the total Added Facilities Investment amount; or, N/A (2) A One-Time Payment determined by SCE representing the present value of the sum of the Monthly Charges for the total Added Facilities Investment amount. N/A (b) Replacement Coverage with 20-Year Term Under this Option, for a term of 20 years beginning with the date said Added Facilities are first made available for Customer’s use, Customer shall pay to SCE a Monthly Charge determined by SCE based upon an initial monthly rate Re f e r e n c e Co p y ATTACHMENT B FACILITIES FINANCING AND OWNERSHIP AGREEMENT SOUTHERN CALIFORNIA EDISON COMPANY ORANGE COUNTY SANITATION DISTRICT NST-497000 B-3 of 0.32 % times the total Added Facilities Investment amount. At the end of the 20-year term, this FFOA shall terminate. If the Customer elects to continue to utilize the Added Facilities past the term of this FFOA, Customer and SCE must execute a new Added Facilities agreement without replacement coverage or with replacement coverage in perpetuity pursuant to the provision in SCE’s Rule 2 Section H.2.f.(3). N/A (c) Without Replacement Coverage Under this option, Customer shall pay SCE a Monthly Charge determined by SCE based upon an initial monthly rate of 0.29 % times the total Added Facilities Investment amount. New: N/A (a) Replacement Coverage into Perpetuity Under this option, Customer shall pay to SCE, at SCE's sole option, either: N/A (1) A Monthly Charge determined by SCE based upon an initial monthly rate of 0.39 % times the total Added Facilities Investment amount; or, N/A (2) A One-Time Payment determined by SCE representing the present value of the sum of the Monthly Charges for the total Added Facilities Investment amount. N/A (b) Replacement Coverage with 20-Year Term Under this Option, for a term of 20 years beginning with the date said Added Facilities are first made available for Customer’s use, Customer shall pay to SCE a Monthly Charge determined by SCE based upon an initial monthly rate of 0.32 % times the total Added Facilities Investment amount. At the end of the 20-year term, this FFOA shall terminate. If the Customer elects to continue to utilize the Added Facilities past the term of this FFOA, Customer and SCE must execute a new Added Facilities agreement without replacement coverage or with replacement coverage in perpetuity pursuant to the provision in SCE’s Rule 2 Section H.2.f.(3). N/A (c) Without Replacement Coverage Under this option, Customer shall pay SCE a Monthly Charge determined by SCE based upon an initial monthly rate of 0.29 % times the total Added Facilities Investment amount. 7. INTERCONNECTION FACILITIES PROVIDED AS CUSTOMER-CONSTRUCTED AND OWNED INTERCONNECTION FACILITIES: For that portion of the Interconnection Facilities specified in Attachment A, attached hereto, as "Customer-Constructed and Owned Interconnection Facilities", the Customer is subject to the following: 7.1 At Customer’s expense, Customer shall finance, engineer, design, acquire equipment and materials, construct, obtain rights-of-way as necessary, install, own, lease or rent, operate, and maintain the Customer-Constructed and Owned Interconnection Facilities. The Customer-Constructed and Owned Interconnection Facilities shall be engineered, designed and constructed to be compatible with SCE's Interconnection Facilities, Distribution Upgrades and Network Upgrades, and in accordance with SCE's Rule 21, as applicable. Re f e r e n c e Co p y ATTACHMENT B FACILITIES FINANCING AND OWNERSHIP AGREEMENT SOUTHERN CALIFORNIA EDISON COMPANY ORANGE COUNTY SANITATION DISTRICT NST-497000 B-4 7.2 SCE shall, at Customer’s expense, review Customer’s design and require modifications that SCE reasonably determines necessary to assure compatibility with SCE's electrical system and assure SCE system integrity. 7.3 Customer shall notify SCE at least thirty (30) days prior to the Parallel Operation of Customer’s Generating Facility and SCE shall have the right to inspect the Customer-Constructed and Owned Interconnection Facilities and shall notify Customer of any deficiencies within five (5) days after inspection. Customer must correct any deficiencies prior to Parallel Operation of the Generating Facility. 8. INTERCONNECTION FACILITIES, DISTRIBUTION UPGRADES AND NETWORK UPGRADES BILLING: 8.1 Customer shall pay to SCE in advance of any construction by SCE, any one-time costs (including, when applicable, the ITCC) to rearrange existing facilities and/or to provide facilities normally installed by the Customer as set forth in Attachment A, attached hereto, as "One-Time Costs." 8.2 Unless otherwise agreed in writing, the costs and charges paid by Customer pursuant to Sections 6.2, 6.3, 7.2, 8.1, and 8.9 herein shall initially be based upon estimated costs. When the recorded book costs have been determined by SCE, the costs and charges paid by Customer under this FFOA shall be revised to be based upon such recorded costs and adjusted retroactively to the date when service was first available by means of such Added Facilities. By executing this FFOA, Customer has been informed and understands SCE's determination of recorded book cost may be delayed and that unless otherwise agreed, retroactive adjustments resulting from such determination may occur at anytime during the term of this FFOA. All amounts billed under this FFOA, unless other terms are mutually agreed upon, shall be payable to SCE within thirty (30) days from the date of presentation of a bill. Any credits resulting from such adjustments will, unless other terms are mutually agreed upon, be refunded to Customer. 8.3 SCE shall have the right to revise the initial estimated costs and bill Customer using such revised estimated costs during the period preceding determination of the recorded book costs. SCE shall indicate such revisions on Attachment A, attached hereto, or a superseding Attachment A and provide a copy to Customer. SCE shall commence billing the costs and charges paid by Customer pursuant to this FFOA using such revised estimate not earlier than thirty (30) days from the date the revised estimate is provided to Customer. 8.4 Whenever the ownership charge is to be paid by Customer as a Monthly Charge pursuant to Section 6.3 herein, the Monthly Charge shall automatically increase or decrease without formal amendment to this FFOA if the Commission subsequently authorizes a higher or lower percentage rate in the calculation of the costs of ownership for Added Facilities as stated in SCE’s Rule 2.H, effective with the date of such authorization. 8.5 If it becomes necessary for SCE to alter or rearrange the Added Facilities including, but not limited to, the conversion of overhead facilities to underground, Customer shall be notified of such necessity and shall be given the option to either terminate this FFOA in accordance with Sections 4 and 8.9 herein, or to pay to SCE additional amounts consisting of: (a) Revised costs and charges based on the total net additional installed cost of all new and remaining Added Facilities. Such revised costs and charges shall be determined, as applicable, in the same manner as described in Sections 6.2 and 6.3 herein; plus Re f e r e n c e Co p y ATTACHMENT B FACILITIES FINANCING AND OWNERSHIP AGREEMENT SOUTHERN CALIFORNIA EDISON COMPANY ORANGE COUNTY SANITATION DISTRICT NST-497000 B-5 (b) An additional payment of ITCC, and/or one-time cost, if any, for any new Added Facilities which shall be determined in the same manner as described in Sections 6.2 and 8.1 herein; plus (c) The cost to remove any portion of the Added Facilities that are no longer necessary because of alteration or rearrangement, such charge is to be determined by SCE in the same manner as described in Section 8.9 herein. 8.6 Whenever Added Facilities are replaced due to damage (caused by other than the Customer’s intentional or negligent conduct) or equipment failure and replacement coverage is provided pursuant to Sections 6.3(a) or (b) herein, such replacement will be at SCE's expense with no change in the Added Facilities Investment amount. 8.7 Whenever Added Facilities are replaced (1) due to damage or equipment failure and replacement coverage is not provided pursuant to Section 6.3(c) herein, or (2) due to Customer’s increased load or generation levels, as determined by SCE, or (3) Customer’s intentional or negligent conduct, such replacement will be made by SCE at the Customer’s expense, including any applicable ITCC. Any additional amounts due to SCE as a result of such replacement shall be payable by the Customer to SCE within thirty (30) days from the date of presentation of a bill. If such replacement results in a change in the Added Facilities Investment, the Monthly Charge will be adjusted based on the revised added investment amount effective with the date the replaced Added Facilities are first available for Customer’s use. Except that, where the replacement of Added Facilities is solely required for SCE's operating convenience or necessity or because of damage caused by the sole negligence or willful act of SCE, no increase shall be made in the Added Facilities Investment amount or the Monthly Charge. 8.8 Except as otherwise provided in this FFOA, SCE shall have the right to charge Customer under the terms and conditions of this FFOA commencing with the date SCE, in its sole opinion, determines the Added Facilities are available for Customer’s use. 8.9 Upon discontinuance of the use of any Added Facilities due to termination of service, termination of this FFOA, or otherwise: (a) Customer shall pay to SCE on demand (in addition to all other moneys to which SCE may be legally entitled by virtue of such termination) a Termination Charge defined as the removal cost less the salvage value of the Added Facilities to be removed. Commencing in the sixteenth (16) year after the date service is first rendered by means of said Added Facilities, 20 percent of the Termination Charge shall be subtracted from that charge each year until the total charge is zero. (b) SCE shall be entitled to remove and shall have a reasonable time in which to remove any portion of the Added Facilities located on the Customer’s property. (c) SCE may, at its option, alter, rearrange, convey, or retain in place any portion of the Added Facilities located on property other than Customer’s property. Where all or any portion of the Added Facilities located on property other than Customer’s property are retained in place and used by SCE to provide permanent service to other customers, the facility Termination Charge described in Section 8.9(a), herein, shall be reduced by the recorded installed cost of the retained facilities. 8.10 Customer shall not be required to pay the Termination Charge specified in Section 8.9, herein if termination of the use of the Added Facilities is caused solely by SCE. Termination pursuant to Section 4.2 herein or Section 15.2 of the GFIA shall be deemed not to have been caused solely by SCE. Re f e r e n c e Co p y ATTACHMENT B FACILITIES FINANCING AND OWNERSHIP AGREEMENT SOUTHERN CALIFORNIA EDISON COMPANY ORANGE COUNTY SANITATION DISTRICT NST-497000 B-6 8.11 Should any amount billed pursuant to this FFOA not be paid by Customer, SCE shall at any time be entitled to collect such amounts through an offset against any amount SCE may owe to Customer. 9. GENERAL PROVISIONS: 9.1 Unless otherwise provided for in this FFOA, Interconnection Facilities connected to SCE’s side of the Point of Common Coupling, Distribution Upgrades and Network Upgrades shall be provided, installed, owned, and maintained by SCE at Customer’s expense in accordance with SCE's Rule 21. 9.2 SCE shall not be obligated to begin construction of Added Facilities prior to Customer’s payment of all moneys due as described in Sections 6.2, 6.3, 8.1, and 8.9 herein. 9.3 Where it is necessary to install Added Facilities on Customer’s property, Customer hereby grants to SCE (a) the right to make such installation on Customer’s property including installation of a line extension along the shortest practical route thereon and (b) the right of ingress to and egress from Customer’s property as determined by SCE in its sole discretion for any purpose connected with the operation and maintenance of the Added Facilities. Customer shall provide rights-of-way or easements of sufficient space to provide legal clearance from all structures now or hereafter erected on Customer’s property for any facilities of SCE. 9.4 Where formal rights-of-way or easements are required in, on, under, or over Customer’s property or the property of others for the installation of the Added Facilities, SCE shall not be obligated to install the Added Facilities unless and until any necessary permanent rights-of-way or easements, satisfactory to SCE, are granted without cost to SCE. Upon termination of this FFOA in accordance with Section 4, SCE shall quitclaim all easements and rights of way in, on, under, and over Customer’s property, which are, as determined by SCE in its sole discretion, no longer required by SCE due to the removal of its Added Facilities. 9.5 SCE shall not be responsible for any delay in completion of the installation of the Added Facilities including, but not limited to, delays resulting from shortage of labor or materials, strike, labor disturbances, war, riot, weather conditions, governmental rule, regulation, or order, including orders or judgments of any court or commission, delay in obtaining necessary rights-of-way and easements, act of God, or any other cause or condition beyond control of SCE. SCE shall have the right in the event it is unable to obtain materials or labor for all of its construction requirements, to allocate materials and labor to construction projects which it deems, in its sole discretion, most important to serve the needs of its customers, and any delay in construction hereunder resulting from such allocation shall be deemed to be a cause beyond SCE's control. 9.6 SCE shall not be liable for any loss, damage, or injury arising from SCE’s installation, operation, maintenance, or control of the Added Facilities, unless such loss, damage, or injury results from SCE’s sole negligence, and, in no event, shall SCE be liable for loss of profits, revenues, or other consequential damages. No adjustment shall be made to reduce billings if damages to, or malfunction of the Added Facilities results from any cause other than the negligence or willful act of SCE. 9.7 Added Facilities provided hereunder shall at all times remain the property of SCE. 9.8 This FFOA supplements the appropriate application and contract(s) for electric service presently in effect between the Parties. 9.9 Customer may assign this FFOA only with SCE's written consent. Such consent shall not be unreasonably withheld. Such assignment shall be deemed to include, unless Re f e r e n c e Co p y ATTACHMENT B FACILITIES FINANCING AND OWNERSHIP AGREEMENT SOUTHERN CALIFORNIA EDISON COMPANY ORANGE COUNTY SANITATION DISTRICT NST-497000 B-7 otherwise specified therein, all of Customer’s rights to any refunds, which might become due upon discontinuance of the use of any Added Facilities. 10. GOVERNING LAW This FFOA shall be interpreted, governed, and construed under the laws of the State of California as if executed and to be performed wholly within the State of California and shall, to the extent provided by law, at all times be subject to applicable tariff rules and modification of such rules as directed by the Commission in the exercise of its jurisdiction. 11. SIGNATURES This FFOA may be executed in counterparts, and by Electronic Signature on the part of SCE and/or the Customer, and copies of a Party’s signed signature page may be transmitted to the other Party by facsimile or other electronic means. Copies of the signature page so transmitted may be used for the purpose of enforcing the terms of this FFOA as though they were originals and will not be made inadmissible in any legal or regulatory proceeding concerning this FFOA on the basis of the Best Evidence Rule or similar rule of admissibility. IN WITNESS WHEREOF, the Parties hereto have caused this FFOA to be executed by their duly authorized representatives. This FFOA is effective as provided in Section 4.1 above. ORANGE COUNTY SANITATION DISTRICT SOUTHERN CALIFORNIA EDISON COMPANY By: By: Name: Ryan P. Gallagher Name: Marcus Lotto Title: Board Chairman Title: Senior Manager, Grid Interconnection & Contract Development Date: Date: ATTEST: By: Name: Kelly A. Lore, MMC Title: Clerk of the Board Date: Re f e r e n c e Co p y ATTACHMENT B FACILITIES FINANCING AND OWNERSHIP AGREEMENT SOUTHERN CALIFORNIA EDISON COMPANY ORANGE COUNTY SANITATION DISTRICT NST-497000 B-8 APPROVED AS TO FORM: By: Name: Scott C. Smith Title: General Counsel Date: Re f e r e n c e Co p y ATTACHMENT A TO ATTACHMENT B FACILITIES FINANCING AND OWNERSHIP AGREEMENT SOUTHERN CALIFORNIA EDISON COMPANY ORANGE COUNTY SANITATION DISTRICT NST-497000 B-A-1 1. Added Facilities Investment for Customer- Financed Facilities (Existing – Installed Pursuant to the IFA) (Provided per Section 3.2.1) Component Original Estimate Revised Estimate Recorded Cost A. Interconnection Facilities* - Huntington Beach Generating Station – Install telesync circuit equipment $11,486.84 - Huntington Beach-La Fayette-Plant 66 kV transmission line – Install three spans of 954 KCMIL SAC conductor and two KPF switches $50,205.47 - Ellis Substation – Install telesync circuit equipment $9,809.84 - Ellis Substation – Engineer and install a telesync transmitter $36,583.92 Orcogen Substation – Install telesync circuit equipment $6,589.01 Orcogen Substation – Construct a 22.4 MVA 66/12 kV customer substation with 66 kV circuit breaker, HCB pilot wire protection and metering $613,048.06 Orcogen Substation – Engineer and construct the required additions to equip the substation as a cogen interface facility $558,814.75 Orcogen Substation – Install terminal blocks in communication terminal pole to provide pilot wire circuits $3,352.01 Huntington Beach Generating Station – Install 12,000 feet of 12/19 cable on existing route and on 5,000 feet of new messenger $19,347.13 B. Total Added Facilities Investment $1,309,237.03 C. Income Tax Component of Contribution (ITCC) (B x 24%) (eff. 1/1/2018) Not Applicable. D. One-Time Costs - None. $0.00 E. Customer shall pay to SCE a Monthly Charge determined by SCE based upon an initial monthly rate of 0.39% times the Added Facilities Investment amount shown in Row B. above pursuant to Section 6.3 of this FFOA. (($1,309,237.03) x 0.39%) $5,106.02** Re f e r e n c e Co p y ATTACHMENT A TO ATTACHMENT B FACILITIES FINANCING AND OWNERSHIP AGREEMENT SOUTHERN CALIFORNIA EDISON COMPANY ORANGE COUNTY SANITATION DISTRICT NST-497000 B-A-2 F. Total Amount to be Advanced by Customer (B.+ C.+ D.) Not Applicable. *Note: The Interconnection Facilities described in Item A above were installed pursuant to the IFA. **Note: The Monthly Charge of $5,106.02 will commence upon the effective date of this Agreement and FFOA. 1.a. Added Facilities Investment for Customer- Financed Facilities (New – Installed Pursuant to this Agreement, FFOA) (Provided per Section 3.2.1) Component Original Estimate Revised Estimate Recorded Cost A. Interconnection Facilities - None. $0.00 B. Total Added Facilities Investment $0.00 C. Income Tax Component of Contribution (ITCC) (B x 24%) (eff. 1/1/2018) $0.00 D. One-Time Costs - Protection Coordination $3,500.00 E. Customer shall pay to SCE a Monthly Charge determined by SCE based upon an initial monthly rate of N/A% times the Added Facilities Investment amount shown in Row B. above pursuant to Section 6.3 of this FFOA. (($0.00) x N/A%) $0.00 F. Total Amount to be Advanced by Customer (B.+ C.+ D.) $3,500.00 2. Description of Customer - Constructed and Owned Facilities (Provided per Section 3.2.2) Interconnection Facilities Component a. All generating unit protective relays, controls and switchgear in compliance with SCE’s Rule 21 and Electrical Service Requirements (ESR). b. If applicable, Customer is responsible to procure and construct underground duct banks and related structures required for the Customer-Financed Added Facilities (“Civil Construction”) in accordance with specifications and designs provided by SCE. SCE may subsequently determine that the Civil Construction, or a portion thereof, may need to be Re f e r e n c e Co p y ATTACHMENT A TO ATTACHMENT B FACILITIES FINANCING AND OWNERSHIP AGREEMENT SOUTHERN CALIFORNIA EDISON COMPANY ORANGE COUNTY SANITATION DISTRICT NST-497000 B-A-3 owned by SCE. Upon such determination, the Civil Construction, or a portion thereof, will be reclassified as Customer-Financed Added Facilities, and Customer shall be required to transfer ownership to SCE. Customer understands and acknowledges that upon such transfer, it shall provide to SCE the final costs of the Civil Construction actually transferred in a form acceptable to SCE, and Customer shall be responsible for the ITCC and Monthly Charge, for the portion of the Civil Construction transferred to SCE. Note: Cost information need not be provided for Customer-Constructed and Owned Facilities. 3. Financial Security (Provided per Section 3.3 of Attachment A of the GFIA) Not applicable. Customer will provide full payment for the amounts identified in Section 1 of this Attachment A in accordance with Section 6.2 of the FFOA. 4. Single Line Diagrams a. Single Line Diagram (provided by Customer): See Attachment 1 to this FFOA Attachment A. b. Single Line Diagram (method of service provided by SCE): Re f e r e n c e Co p y MCC-BSNO1 MCC-PQS MCC-DT MCC-PQ MCC-RSS MCC-RS BUS G PNL SC SWBD-MSB MCC-BSNO2 480V STANDBY SWGR-SB SCE ORCO-GEN 66KV POWER BUILDING C ELECTRIC SERVICE CENTER BUS A - 12.47KV ELECTRIC SERVICE CENTER BUS B - 12.47KV CENTRAL GENERATION BUS A - 12.47KV CENTRAL GENERATION BUS B - 12.47KV SWGR-BUS-BSWGR-BUS-A SWGR-HA-A SWGR-HA-B BUS AA SWGR-H-A BUS AB SWGR-H-B BUS BABUS BB MCC-PTA MCC-PTB SWGR-HB-A SWGR-HB-B MCC-PTG MCC-PTDMCC-PTC MCC-PTH SWGR-HC-A SWGR-HC-B MCC-PTJ MCC-PTFMCC-PTE MCC-PTK HEADWORKS STANDBY POWER BUILDING 12.47KV SWGR DISTRIBUTION CENTER H 12.47KV SWGR-H SWGR-HWC SWGR-HWD SWGR-SSA SWGR-DCD-A SWGR-DCD-B MCC-MBC HVAC-OBF MCC-HVAC SWBD-OCSB SWBD-OBSWBD-OBC SWGR-OBB MCC-CWBMCC-CWA SWGR-CWS MCC-V MCC-SMA MCC-SMB SWB-MBB SWGR-SSB DISTRIBUTION CENTER D 12.47KV SWGR-DCD SWGR-JA-B SWGR-J-A SWGR-J-B SWGR-JA-A MCC-STA MCC-STB SWGR-JB-A SWGR-JB-B MCC-STC SWGR-JC-A SWGR-JC-B MCC-STH MCC-STGMCC-STE MCC-STF DISTRIBUTION CENTER J 12.47KV SWGR-J MCC-FA MCC-G POWER BUILDING D 12.47KV MCC-UTA SWGR-DCA-A SWGR-DCA-B MCC-PBB TO PGB CRITICAL LOADS TO PGA CRITICAL LOADS MCC-PW MCC-RSPB2 DISTRIBUTION CENTER A 12.47KV SWGR-DCA SWGR-PWPS-A SWGR-PWPS-B PLANT WATER 480V SWGR-PWPS MCC-W MCC-E MCC-U MCC-DC MCC-T2 MCC-SL MCC-RC SWGR-RC SWGR-DCSL-A SWGR-DCSL-B MCC-H2 MCC-BSPQ2MCC-BSPQ1 MCC-H1 MCC-T1 MCC-P1 MCC-P2 POWER BUILDING B 480V SWGR-DCSL MCC-SHC MCC-SHD MCC-S MCC-D1MCC-SSC MCC-I1 MCC-F MCC-I2MCC-D2 SWGR-EPSAA SWGR-EPSAB MCC-EPSAA MCC-EPSAB MCC-SBA MCC-SBB SWBD-DS-EPSAA SWBD-DS-EPSAB SWGR-GEPSA-A SWGR-GEPSA-B EPSA ELECTRICAL BUILDING 12.47KV SWGR-EPSA SWGR-DCC-B DISTRIBUTION CENTER C 12.47KV SWGR-DCC MCC-CAMCC-BB MCC-SHB SWGR-BC-B MCC-STN MCC-CG SWGR-RASW-B MCC-RAS-W2MCC-RAS-W1 MCC-RAS-W3 MCC-DBS SWGR-DSS SWGR-DS MCC-DB MCC-RAS-E3MCC-RAS-E1 MCC-RAS-E2 SWGR-RASE-B MCC-PEPA SWBD-PEPC BUS A BUS B SWGR-RASW-A SWGR-RASE-A SWGR-BC-A MCC-SHA GAS COMPRESSOR BLDG 4.16KV MCC-GCA THICKENER BUILDING 480V SWGR-BC SWGR-DCB-A SWGR-DCB-B MCC-RAS-W4 MCC-RAS-E4 DISTRIBUTION CENTER B 12.47KV SWGR-DCB MCC-STL MCC-STJ MCC-STKMCC-STM SWGR-K-A SWGR-K-B DISTRIBUTION CENTER K 12.47KV SWGR-K SWGR-KB-A SWGR-KB-B SWGR-KA-A SWGR-KA-B MCC-SHM PNL-KB2 SWBD-SHJ SWBD-SHH MCC-SHL MCC-SHK PNL-SHM1 PNL-SHM2 PNL-SHK1 PNL-SHL1 MCC-CGB MCC-PGB FROM MCC-UTA UTA-403 MCC-CGA SWBD-CG MCC-PGA FROM MCC-UTA UTA-402 480V SWGR-CPB SBF ELECTRICAL BUILDING 480V SWGR-KB 480V SWGR-KA SWBD-SHFSWBD-SHG SWBD-SHE PNL-TDP 480V DPN-SBA 12.47KV SWGR-GA12.47KV SWGR-GEPSA EPSA STANDBY POWER FACILITY DPN-SBA SWGR-SB SWGR-CPB POWER BLDG D PNL-UPSBB1 PNL-STL1 DAFT REGIONAL UPS EPSA STBY REGIONAL UPS TEMPORARY CONDITION PER J-117B PHASED CONSTRUCTION. PLEASE CONFIRM ACTUAL CONFIGURATION STATE. TEMP PWR FOR CONTRACTOR'S TRAILER PER P2-110. PLEASE CONFIRM ACTUAL CONFIGURATION STATE. TEMPORARY CONDITION PER J-117B PHASED CONSTRUCTION. PLEASE CONFIRM ACTUAL CONFIGURATION STATE. TO GWRS PS SWGR-DCCA-A MCC-BA P2-98A CONTRACTOR POWER TO NEW TFR-CGB DW G : J : \ F a c i l i t y M o d e l s \ S L D s \ P l a n t 2 \ P 2 - O V E R A L L S L D . d w g DA T E : M a r 2 8 , 2 0 2 3 2 : 2 2 p m U S E R : d i a z j P L A N T 2 - O V E R A L L S L D - 0 3 / 2 0 2 3 LOCATION: Orange Co. Sanitation Dist. 22212 Brookhurst St., Huntington Beach, CA 92646 Generators: 5 Ideal Electric Co. SAMB Frame M-9-33, 3000 kW rating each, connected to IC engines. 1 Kato Engineering A251460000, 1000 kW, connected to steam turbine. 16.8 MVA16.8 MVA----- Attachment 1 to FFOA Attachment A (Provided by Customer - NST-497000) Re f e r e n c e Co p y Page 1 of 3 Form 14-912 01/2023 NBT OR NEM CUSTOMER-GENERATOR WARRANTY THAT IT MEETS THE REQUIREMENTS FOR AN ELIGIBLE CUSTOMER-GENERATOR AND IS AN ELIGIBLE RENEWABLE ELECTRICAL GENERATION FACILITY PURSUANT TO SECTION 2827 OR SECTION 2827.1 OF THE CALIFORNIA PUBLIC UTILITIES CODE (This Affidavit needs to be completed and submitted to SCE by the Customer-Generator every time a new NEM/NBT interconnection agreement for a Renewable Electrical Generation Facility is executed or whenever there is a change in ownership of the Generating Facility) Interconnection Customer Information (T) (T) Interconnection Customer: Attention: Address: City, State, zip code: Phone: Fax: Location of Generator Address: City, State, zip code: Utility Log# (from SCE) SCE SA-ID Circle Type of Renewable Electrical Generation Facility biomass geothermal municipal solid waste solar thermal fuel cell landfill gas photovoltaic small hydroelectric generation ocean wave wind digester gas ocean thermal tidal current NEM or NBT Customer-Generator (Customer) declares that it meets the requirements for an “Eligible Customer-Generator” and the Generating Facility meets the requirements of an “Renewable Electrical Generation Facility”, as defined Sections 2827(b)(5) and 2827.1(a) of the California Public Utilities Code and satisfies the definitions of the renewable resource for the Renewable Electrical Generation Facility in the latest version of the California Energy Commission’s (CEC’s) Renewables Portfolio Standard (RPS) Eligibility Guidebook and the Overall Program Guidebook1 (Eligibility Requirements). Included in these eligibility requirements (check as applicable) pursuant to Public Utilities Code Sections 2827(b)(5) and 2827.1(a), and Public Resource Code Section 25741 paragraph (a) 1: If the Renewable Electrical Generation Facility uses "municipal solid waste conversion" customer warrants that the “municipal solid waste is as defined in PR Code Section 25741(b). (T) (T) 1 The RPS Guidebooks can be found at: http://www.energy.ca.gov/renewables/documents/index.html#rps Orange County Sanitation District 18480 Bandilier Cir Fountain Valley CA 92708 Robert Thompson / Jeff Brown (714) 593-7083 N/A / Email: jbrown@ocsan.gov 22212 Brookhurst St Huntington Beach, CA, 92646 NST-497000 8015695676 X Page 2 of 3 Form 14-912 01/2023 If the Renewable Electrical Generation Facility uses fuel cell, Eligible Customer-Generator warrants that the fuel cell is powered solely with renewable fuel. If the Renewable Electrical Generation Facility is a Small hydroelectric generating facility, customer warrants that it will not cause an adverse impact on instream beneficial uses, nor cause a change in the volume or timing of streamflow. Eligible Customer-Generator warrants that, beginning on the date of Initial Operation and continuing for as long the Customer-Generator is taking service on an applicable NEM or NBT rate schedule (term of this Agreement), Eligible Customer-Generator and the Generating Facility shall continue to meet the Eligibility Requirements. If Eligible Customer-Generator or the Generating Facility ceases to meet the Eligibility Requirements, Eligible Customer-Generator shall promptly provide SCE with Notice of such change pursuant to the Notification of this Agreement. If at any time during the term of this Agreement SCE determines, at its reasonable discretion, that Eligible Customer-Generator or Generating Facility may no longer meet the Eligibility Requirements, SCE may require Eligible Customer-Generator to provide evidence, that Eligible Customer-Generator and/or Generating Facility continues to meet the Eligibility Requirements, within 20 business days of SCE’s request for such evidence. Additionally, SCE may periodically (typically, once per year) inspect Producer’s Generating Facility and/or require documentation from Eligible Customer- Generator to monitor the Generating Facility’s compliance with the Eligibility Requirements. SCE will provide a minimum of 10 business days notice to the Eligible Customer Generator should SCE decide an inspection is required. If SCE determines in its reasonable judgment that Eligible Customer-Generator either failed to provide evidence in a timely manner or that it provided insufficient evidence that its Generating Facility continues to meet the Eligibility Requirements, then the Eligibility Status shall be deemed ineffective until such time as Eligible Customer-Generator again demonstrates to SCE’s reasonable satisfaction that Eligible Customer-Generator meets the requirements for an Eligible Customer–Generator and/or the Generating Facility meets the requirements for a Eligible electrical generating facility (the Eligibility Status Change). SCE shall revise its records and the administration of this Agreement to reflect the Eligibility Status Change and provide Notice to Eligible Customer-Generator of the Eligibility Status Change pursuant to the Notification Section of this Agreement. Such Notice shall specify the effective date of the Eligibility Status Change. This date shall be the first day of the calendar year for which SCE determines in its reasonable discretion that the Eligible Customer-Generator and/or Generating Facility first ceased to meet the Eligibility Requirements. SCE shall invoice the Eligible Customer-Generator for any tariff charges that were not previously billed during the period between the effective date of the Eligibility Status Change and the date of the Notice in reliance upon Eligible Customer-Generator’s representations that Eligible Customer-Generator and/or Generating Facility complied with the Eligibility Requirements and therefore was eligible for the rate treatment available under the Net Energy Metering provisions of SCE’s applicable Net Energy Metering rate schedules for Eligible Customer-Generators. Any amounts to be paid or refunded by Eligible Customer-Generator, as may be invoiced by SCE pursuant to the terms of this warranty, shall be paid to SCE within 30 days of Eligible Customer-Generator’s receipt of such invoice. Unless otherwise ordered by the CPUC, this Agreement at all times shall be subject to such modifications as the CPUC may direct from time to time in the exercise of its jurisdiction. (T) (T) (T) (T) Page 3 of 3 Form 14-912 01/2023 Notification Unless otherwise provided in this Agreement, any written notice, demand, or request required or authorized in connection with this Agreement (Notice) shall be deemed properly given if delivered in person, delivered by recognized national currier service, or sent by first class mail, postage prepaid, to the person specified below: If to the Eligible Customer-Generator: (T) Interconnection Customer: Attention: Address: City, State, zip code: Phone: Fax: If to SCE: U.S. Mail Courier Southern California Edison Company Southern California Edison Company Attention: - Net Metering Program Administrator Attention: Net Metering Program Administrator P.O. Box 800 2244 Walnut Grove Ave Rosemead, CA 91770 Rosemead, CA 91770 Scott C. Smith (866) 600-6290 (T) (D) Email: customer.generation@sce.com Signatures Customer-Generator Signature: Name: Title: Date: Orange County Sanitation District Robert Thompson / Jeff Brown 18480 Bandilier Cir Fountain Valley CA 92708 (714) 593-7083 N/A / Email: jbrown@ocsan.gov Attest: By: Name: Title: Date: Approved as to form: By: Name: Title: Date: Ryan P. Gallagher Board Chairman Kelly A. Lore, MMC Clerk of the Board Telephone: General Counsel Southern California Edison i ORIGINAL QFID.\'o.2!:i04,Orange County Saniiaiion Disiricl AMENDMENT NO.4 To the POWER PURCHASE AGREEMENT Between SOUTHERN CALIFORNIA EDISON COMPANY ORANGE COUNTY SANITATION DISTRICT QFID No.2804 This Amendment No. 4 ("Amendment No.4")to the Agreement (as that term is defined below)is entered into between Southern California Edison Company,a California corporation ("SCE")and Orange County Sanitation District,a special district organized and existing under the County Sanitation District Act,Health and Safety Code Section 4700 et seq.("Seller").SCE and Seller are hereinafter sometimes referred to individually as a "Party"and jointly as the ''Parties". Capitalized terms used and not otherwise defined in this Amendment No. 4 shall have the meanings ascribed to such terms in the Agreement. RECITALS The Parties enter into this Amendment No.4 with reference to the following facts: A. SCE and Seller are parties to that certain Power Purchase Agreement,dated as of September 9,1991.as amended by that certain Amendment No. 1 to the Power Purchase Contract dated August 22.2001.that certain Amendment No. 2 to the Power Purchase Contract,dated June 16,2006 and that certain Amendment No.3 to the Power Purchase Contract,dated December 6.2018 (as amended from time to Ume,the "Agreement"). B. The term ofthe Agreement is to end on July 26, 2023. which date is thirty (30) years from Initial Operation. C. The Parties desire to amend the Agreement to allow for the extension of the term and to adjust the price for all energy delivered by Seller to SCE during the extension period, subject to the terms and conditions described herein. The contents ofthis dnciment are subject to restrictions on disclosure as set forth in the A^eement. Amendment No. 4 to the Power Purchase Agreement Southern California Edison QFID No. 2804,Orange County Sanitation District AGREEMENT NOW THEREFORE,in consideration ofthe promises,mutual covenants and agreements set forth in this Amendment,and for other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged,the Parties hereby agree as follows: 1.Section 3 ofthe Agreement is deleted in its entirety and replaced with the following: "This Agreement shall be binding upon execution by the Parties and shall remain effective until 11:59 P.M.Pacific Time on the earliest to occur of: (a)November 30,2024,(b) the date ofthe Permission to Operate letter issued from Edison to the Seller for the Generating Facility to allow for net metering,or (c) the fourteenth (14^)day after Edison receives written notice oftermination via overnight mail at 2244 Walnut Grove Avenue,Rosemead, California 91770,Attention: Energy Contract Management, or electronic mail at EnergyContracts@sce.com (the earliest ofthe date in (a), (b) or (c) the "Term End Date"). Upon the Term End Date, this Agreement will expire without any further action by the Parties and be of no further force and effect,except as to obligations that survive such expiration as provided for herein." 2. Section 13.2 ofthe Agreement is amended to add the following sentence at the end of the paragraph: "Notwithstanding the foregoing,for all electricity delivered by Seller beginning 12:01 A.M.Pacific Time on July 27, 2023 until the Term End Date,Edison shall pay Seller zero dollars ($0) per kilowatt-hour for energy." 3.MISCELLANEOUS (a)Reservation of Rights.Each of the Parties expressly reserves all of its respective rights and remedies under the Agreement. (b) Legal Effect.Except as expressly modified as set forth herein,the Agreement remains unchanged and, as so modified,the Agreement shall remain in full force and effect. (c)Governing Law.THIS AMENDMENT NO. 4 AND THE RIGHTS AND DUTIES OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY AND CONSTRUED,ENFORCED AND PERFORMED IN ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA,WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAW.TO THE EXTENT ENFORCEABLE AT SUCH TIME,EACH PARTY WAIVES ITS RESPECTIVE RIGHT TO ANY The contents ofthisdocument are subject torestrictions on disclosure assetforth intheAgreement. Amendment No. 4 to the Power Purchase Agreement Southern California Edison QFID No. 2804,Orange County Sanitation District JURY TRIAL WITH RESPECT TO ANY LITIGATION ARISING UNDER OR IN CONNECTION WITH THIS AMENDMENT NO.4. (d) Successors and Assigns. This Amendment No. 4 shall be binding upon and inure to the benefit ofthe Parties hereto and their respective successors and assigns. (e) Authorized Signatures: Notices. Each Party represents and warrants that the person who signs below on behalfof that Party has authority to execute this Amendment No. 4 on behalf of such Party and to bind such Party to this Amendment No. 4. Any written notice required to be given under the terms ofthis Amendment No. 4 shall be given in accordance with the terms ofthe Agreement. (f)Effective Date.This Amendment No. 4 shall be deemed effective as ofthe date the last Party hereto executes this Amendment No. 4 (the "Effective Date''). (g)Further Agreements.This Amendment No. 4 shall not be amended,changed, modified,abrogated or superseded by a subsequent agreement unless such subsequent agreement is in the form ofa written instrument signed by the Parties. (h)Counterparts:Electronic Signatures.This Amendment No. 4 may be executed in one or more counterparts,each of which will be deemed to be an original of this Amendment No. 4 and all of which,when taken together,will be deemed to constitute one and the same agreement.The exchange ofcopies ofthis Amendment No. 3 and ofsignature pages by facsimile transmission.Portable Document Format (i.e.,PDF),or by other electronic means shall constitute effective execution and delivery of this Amendment No. 4 as to the Parties and may be used in lieu ofthe original Amendment No. 4 for all purposes. [Signature pagefollows] The contents ofthis document are subject to restrictions ondisclosure assetforth intheAgreement. Amendment No. 4 to the Power Purchase Agreement DocuSign Envelope ID:D9538638-3AA5-489F-9062-ACA1E6ACFA27 Southern California Edison OFID No. 2804,Orange County Sanilalion District IN WITNESS WHEREOF,the Parties hereto have caused this Amendment No. 4 to be executed by their duly authorized representatives on the dates indicated below their respective signatures. ORANGE COUNTY SANITATION SOUTHERN CALIFORNIA EDISON COMPANY, a California corporation.g —uocusignea by: Wanke Board Chairman Date: T,,C62SDEA6B24E427...MarK irwin Director ofEnergy Contract Management 7/22/2023 Date: Attest: KelWA.IMre,MMC Clei^of the Board Orange County Sanitation District ^7 /^/Date: The contcuts ofthis cJocument are subjecl tnrestrictions ondisclosure assetforth inthe Agrecmenf. Amendment No. 4 to the Power Purchase Agreement OC6SAN ORANGE COUNTY SANITATION DISTRICT MINUTE EXCERPT MEMORANDUM REGULAR MEETING OF THE BOARD OF DIRECTORS OF ORANGE COUNTY SANITATION DISTRICT Wednesday,July 26,2023 at 6:00 p.m. Administration Building 10844 Ellis Avenue, Fountain Valley,California. Chairman Chad Wanke of the Orange County Sanitation District called the meeting to order at 6:01 p.m. The Clerk of the Board of Directors reported a quorum present. STEERING COMMITTEE: 15.SOUTHERN CALIFORNIA EDISON -AMENDMENT NO.4 TO 2023-3110 THE POWER PURCHASE AGREEMENT AT PLANT NO.2 MOVED.SECONDED.AND DULY CARRIED TO: Approve and Authorize the Board Chairman to execute Amendment No. 4 to the Power Purchase Agreement (QFID-04)with Southern California Edison Company and Orange County Sanitation District, to allow for the extension of the term and to adjust the price for all energy delivered to SCE during the extension period. AYES:Brad Avery,Pat Bums,Doug Chaffee,Jon Dumitru,Rose Espinoza,Stephen Faessel,Ryan Gallagher,Marshall Goodman,Glenn Grandis,Johnathan Ryan Hernandez, Farrah Khan,Christine Marick,Scott Minikus,Jordan Nefulda, Andrew Nguyen,Robert Ooten,David Shawver,Schelly Sustarsic,Chad Wanke,Bruce Whitaker,John Withers and Jordan Wu (Alternate) NOES:None ABSENT:Phil Hawkins,Steve Jones,and Susan Sonne ABSTENTIONS:None ADJOURNMENT:The Chair declared the meeting adjourned at 6:43 p.m. STATE OF CALIFORNIA) )SS. COUNW OF ORANGE ) I,Kelly A. Lore, Clerk of the Board of the Board of Directors of Orange County Sanitation District, do hereby certify that the above and foregoing to be a full,true,and correct copy of a minute excerpt of the meeting of said Board of Directors on the 26^^^ day of July 2023. 2023. IN WITNESS WHEREOF,I have hereunto set my hand this 26thth day of July Kelly A.LotferMM. Clerk of thoBoard, Orange County Sanitation District .USA Airbill Express FedExTricUng Numb*'fl45E MIED SDMD From fiKMpm«n(f 'wii Date 7 Sender'sFedEx AccountNumber 1076-7574-5 Senders Name Phone'714)965-2411 Company ORANGE CQUNTY SANITATION DIST Address 10844 ELLIS AVE O«ct;!%oi/Suiu/Tlooni City FOUNTAIN VALLEY State CA ZIP 95708-7018 Your InternalBilling Reference Rn21 wflefveV octftvoice. 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Questions?VisitourWeb siteatfedex.com or call 1.800.6o.FedB(®600.4633339.0272582303 ByZoningyausuttiorireustodeliverthisshlpmantwithoutobtaining asignatureandagreetoindemn^and1^usharmlessfmnanyresuBing claim SAF'AnDateS/1l3*Pin<1S7eil!«OI»4-2ga3FHEi>mNIE0INUSA Southern California Edison ~ORIGINAL ID #2804, Orange County Sanitation District AMENDMENT NO. 3 to the AS-AVAILABLE CAPACITY AND ENERGY POWER PURCHASE AGREEMENT between SOUTHERN CALIFORNIA EDISON COMP ANY and ORANGE COUNTY SANITATION DISTRICT (RAP ID #2804) This Amendment No. 3 ("Amendment No. 3") to the Agreement (as that term is defined below) is entered into between Southern California Edison Company, a California corporation ("SCE"), and Orange County Sanitation District, a special district organized and existing under the County Sanitation District Act, Health and Safety Code Section 4700 et seq. ("Seller"). SCE and Seller are hereinafter sometimes referred to individually as a "Party" and jointly as the "Parties". Capitalized terms used and not otherwise defined in thi s Amendment o. 3 shall have the meanings ascribed to such ter~s in the Agreement. RECITALS The Parties enter into this Amendment o. 3 with reference to the following facts: A. SCE and Sell er are Parties to that certain As-Available Capacity and Energy Power Purchase Agreement, dated as of September 9, 1991 (as amended, supplemented or otherwise modified from time to time, the "Agreement"), which provides for the sale to Edison of electrical power from Seller's Generating Facility (as that term is defined in the Agreement). B. The Parties wish to amend the Agreement in order to update the payment provisions set forth in Section 17.1 of the Agreement. The contents of this document are subject to restrictions on disclosure as set forth in the Agreement. Amendment No. 3 to the As-Available Capacity and Energy Power Purchase Agreement Southern California Edison ID #2804, Orange County Sanitation District AGREEMENT In consideration of the promises, mutual covenants and agreements hereinafter set forth, and for other good and valuable consideration, as set forth herein, the Parties agree as follows: I. Section 17.1 of the Agreement is deleted in its entirety and replaced with the following: "Edison shall deliver via electronic mail to Seller's email address (SCESale@ocsd.com) not later than thirty (30) calendar days after the end of each monthly billing period (a) a statement showing the energy and capacity delivered to Edison during on-peak, mid-peak, off-peak, and super-off-peak periods during the monthly billing period, and (b) Edison's computation of the amount due Seller. Edison shall make payment to Seller in said amount not later than thirty (30) calendar days after the end of each monthl y billing period. Edison may make payments to Seller via check mailed to Seller's designated address (I 0844 Ellis Avenue, Fountain Valley, CA 92708) or by Automated C learing House ("ACH") transaction." 2. MISCELLANEOUS (a) Reservation of Rights. Each of the Parties expressly reserves all of its respective rights and remedies under the Agreement. (b) Legal Effect. Except as expressly modified as set forth herein, the Agreement remains unchanged and, as so modified, the Agreement shall remain in full force and effect. (c) Governing Law. THIS AMENDMENT NO. 3 AND THE RIGHTS AND DUTIES OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY AND CONSTRUED, ENFORCED AND PERFORMED IN ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA, WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAW. TO THE EXTENT ENFORCEABLE AT SUCH TIME, EACH PARTY WAIVES ITS RESPECTIVE RIGHT TO ANY JURY TRIAL WITH RESPECT TO ANY LITIGATION ARISING UNDER OR IN CONNECTION WITH THIS AMENDMENT NO. 3. (d) Successors and Assigns. This Amendment No. 3 shall be binding upon and inure to the benefit of the Parties hereto and their respective successors and assigns. (e) Authorized Signatures; Notices. Each Party represents and warrants that the person who signs below on behalf of that Party has authority to execute this Amendment No. 3 on behalf of such Party and to bind such Party to this Amendment No. 3. The contents of this document are subject to restrictions on disclosure as set forth in the Agreement. Amendment No. 3 to the As-Available Capacity and Energy Power Purchase Agreement 2 Southern California Edison ID #2804, Orange County Sanitation District Any written notice required to be given under the terms of this Amendment o. 3 shall be given in accordance with the terms of the Agreement. (f) Further Agreements. This Amendment No. 3 shall not be amended, changed, modified, abrogated or superseded by a subsequent agreement unless such subsequent agreement is in the form of a written instrument signed by the Parties. (g) Counterparts; Electronic Signatures. This Amendment No. 3 may be executed in one or more counterparts, each of which will be deemed to be an original of this Amendment No. 3 and all of which, when taken together, will be deemed to constitute one and the same agreement. The exchange of copies of this Amendment No. 3 and of signature pages by facsim ile transmission, Portable Document Format (i.e., PDF), or by other electronic means shal l constitute effective execution and delivery of this Amendment No. 3 as to the Parties and may be used in lieu of the original Amendment No. 3 for all purposes. [Remainder of Page Left Intentionally Blank.] The contents of this document are subject to restrictions on disclosure as set f orth in the Agreement. Amendment No. 3 to the As-Available Capacity and Energy Power Purchase Agreement 3 Southern California Edison ID #2804, Orange County Sanitation District IN WITNESS WHEREOF, the Parties hereto have caused this Amendment No. 3 to be executed by their duly authorized representatives on the dates indicated below their respective signatures. ORANGE COUNTY SANITATION DISTRICT a special district organized and existing under the County Sanitation District Act, Health and Safety Code Section 4 700 et seq. Board Chairman Date: __ 11_._)--'--z.-=-8_,_/w_1-=-g __ _ Date: _I J_/:;__g_Jt?-D~f 8' __ SOUTHERN CALIFORNIA EDISON COMPANY, a California corporation. Director, Energy Contracts Management /i Date: / 2-ft IM/8 I I The contents of this document are subject to restrictions on disclosure as set forth in the Agreement. Amendment No. 3 lo the As-Available Capacity and Energy Power Purchase Agreement 4 BOARD OF DIRECTORS Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3864 Agenda Date:9/25/2024 Agenda Item No:CS-1 FROM:Robert Thompson, General Manager SUBJECT: CONFERENCE WITH LEGAL COUNSEL RE EXISTING LITIGATION - GOVERNMENT CODE SECTION 54956.9(d)(1) GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Convene in Closed Session: Number of Cases: 1 BKK Working Group, et al. v. Albertsons Companies, Inc., et al., United States District Court Central District of California, Court Case No.2:18-CV-05836-MWF(PLAx). BACKGROUND During the course of conducting the business set forth on this agenda as a regular meeting of the Board,the Chairperson may convene the Board in closed session to consider matters of pending real estate negotiations, pending or potential litigation, or personnel matters. Reports relating to (a)purchase and sale of real property;(b)matters of pending or potential litigation;(c)employment actions or negotiations with employee representatives;or which are exempt from public disclosure under the California Public Records Act,may be reviewed by the Board during a permitted closed session and are not available for public inspection.At such time the Board takes final action on any of these subjects, the minutes will reflect all required disclosures of information. RELEVANT STANDARDS ·Government Code Sections 54956.8, 54956.9, 54957, or 54957.6, as noted ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·Memorandum from General Counsel Orange County Sanitation District Printed on 9/18/2024Page 1 of 1 powered by Legistar™ Scott C. Smith (949) 263-6561 scott.smith@bbklaw.com 18101 Von Karman Avenue.Suite 1000.Irvine, CA 92612 Phone: (949) 263-2600 | Fax: (949) 260-0972 bbklaw.com Memorandum To: Honorable Chair and Members of the Orange County Sanitation District Board of Directors From: General Counsel Date: September 25, 2024 Re: Closed Session Items The Board will hold a closed session on September 25, 2024, for the purpose of conferring with its legal counsel regarding existing litigation to which the Orange County Sanitation District is a party. The title of the case is: BKK Working Group, et al. v. Albertsons Companies, Inc., et al., United States District Court Central District of California, Court Case No. 2:18-CV-05836-MWF(PLAx). The closed session will be held pursuant to the authority of California Government Code Section 54956.9(d)(1). Respectfully submitted, SCOTT C. SMITH BOARD OF DIRECTORS Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3865 Agenda Date:9/25/2024 Agenda Item No:CS-2 FROM:Robert Thompson, General Manager SUBJECT: CONFERENCE WITH LEGAL COUNSEL RE EXISTING LITIGATION - GOVERNMENT CODE SECTION 54956.9(D)(1) RECOMMENDATION: Convene in Closed Session: Number of Cases: 1 Orange County Sanitation District,a public entity v.Bayside Village Marina,LLC,a limited liability company;Laguna Beach County Water District,a public entity;and Does 1-100,inclusive;and all Persons Unknown Claiming an Interest in the Property,Superior Court of California,County of Orange, Case No. 30-2022-01251890. BACKGROUND During the course of conducting the business set forth on this agenda as a regular meeting of the Board,the Chairperson may convene the Board in closed session to consider matters of pending real estate negotiations, pending or potential litigation, or personnel matters. Reports relating to (a)purchase and sale of real property;(b)matters of pending or potential litigation;(c)employment actions or negotiations with employee representatives;or which are exempt from public disclosure under the California Public Records Act,may be reviewed by the Board during a permitted closed session and are not available for public inspection.At such time the Board takes final action on any of these subjects, the minutes will reflect all required disclosures of information. RELEVANT STANDARDS ·Government Code Sections 54956.8, 54956.9, 54957, or 54957.6, as noted ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·Memorandum from General Counsel Orange County Sanitation District Printed on 9/18/2024Page 1 of 1 powered by Legistar™ Scott C. Smith (949) 263-6561 scott.smith@bbklaw.com 18101 Von Karman Avenue.Suite 1000.Irvine, CA 92612 Phone: (949) 263-2600 | Fax: (949) 260-0972 bbklaw.com Memorandum To: Honorable Chair and Members of the Orange County Sanitation District Board of Directors From: General Counsel Date: September 25, 2024 Re: Closed Session Items The Board will hold a closed session on September 25, 2024, for the purpose of conferring with its legal counsel regarding existing litigation to which the Orange County Sanitation District is a party. The title of the case is: Orange County Sanitation District, a public entity v. Bayside Village Marina, LLC, a limited liability company; Laguna Beach County Water District, a public entity; and Does 1-100, inclusive; and all Persons Unknown Claiming an Interest in the Property, Superior Court of California, County of Orange, Case No. 30-2022-01251890. The closed session will be held pursuant to the authority of California Government Code Section 54956.9(d)(1). Respectfully submitted, SCOTT C. SMITH BOARD OF DIRECTORS Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3866 Agenda Date:9/25/2024 Agenda Item No:CS-3 FROM:Robert Thompson, General Manager SUBJECT: CONFERENCE WITH LEGAL COUNSEL RE EXISTING LITIGATION - GOVERNMENT CODE SECTION 54956.9(d)(1) GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Convene in Closed Session: Number of Cases: 1 Orange County Sanitation District v. Robert M. Jackson, et al., Orange County Superior Court Case No.30-2024-01379706-CU-OR-CJC. BACKGROUND During the course of conducting the business set forth on this agenda as a regular meeting of the Board,the Chairperson may convene the Board in closed session to consider matters of pending real estate negotiations, pending or potential litigation, or personnel matters. Reports relating to (a)purchase and sale of real property;(b)matters of pending or potential litigation;(c)employment actions or negotiations with employee representatives;or which are exempt from public disclosure under the California Public Records Act,may be reviewed by the Board during a permitted closed session and are not available for public inspection.At such time the Board takes final action on any of these subjects, the minutes will reflect all required disclosures of information. RELEVANT STANDARDS ·Government Code Sections 54956.8, 54956.9, 54957, or 54957.6, as noted ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·Memorandum from General Counsel Orange County Sanitation District Printed on 9/18/2024Page 1 of 1 powered by Legistar™ Scott C. Smith (949) 263-6561 scott.smith@bbklaw.com 18101 Von Karman Avenue.Suite 1000.Irvine, CA 92612 Phone: (949) 263-2600 | Fax: (949) 260-0972 bbklaw.com Memorandum To: Honorable Chair and Members of the Orange County Sanitation District Board of Directors From: General Counsel Date: September 25, 2024 Re: Closed Session Items The Board will hold a closed session on September 25, 2024, for the purpose of conferring with its legal counsel regarding existing litigation to which the Orange County Sanitation District is a party. The title of the case is: Orange County Sanitation District v. Robert M. Jackson, et al., Orange County Superior Court Case No. 30-2024-01379706-CU-OR-CJC. The closed session will be held pursuant to the authority of California Government Code Section 54956.9(d)(1). Respectfully submitted, SCOTT C. SMITH BOARD OF DIRECTORS Agenda Report Administration Building 10844 Ellis Avenue Fountain Valley, CA 92708 (714) 593-7433 File #:2024-3867 Agenda Date:9/25/2024 Agenda Item No:CS-4 FROM:Robert Thompson, General Manager SUBJECT: CONFERENCE WITH LEGAL COUNSEL RE ANTICIPATED LITIGATION - GOVERNMENT CODE SECTION 54956.9(d)(4) GENERAL MANAGER'S RECOMMENDATION RECOMMENDATION: Convene in Closed Session: Number of Potential Cases: 1 Potential initiation of litigation. BACKGROUND During the course of conducting the business set forth on this agenda as a regular meeting of the Board,the Chairperson may convene the Board in closed session to consider matters of pending real estate negotiations, pending or potential litigation, or personnel matters. Reports relating to (a)purchase and sale of real property;(b)matters of pending or potential litigation;(c)employment actions or negotiations with employee representatives;or which are exempt from public disclosure under the California Public Records Act,may be reviewed by the Board during a permitted closed session and are not available for public inspection.At such time the Board takes final action on any of these subjects, the minutes will reflect all required disclosures of information. RELEVANT STANDARDS ·Government Code Sections 54956.8, 54956.9, 54957, or 54957.6, as noted ATTACHMENT The following attachment(s)may be viewed on-line at the OC San website (www.ocsan.gov)with the complete agenda package: ·Memorandum from General Counsel Orange County Sanitation District Printed on 9/18/2024Page 1 of 1 powered by Legistar™ Scott C. Smith (949) 263-6561 scott.smith@bbklaw.com 18101 Von Karman Avenue.Suite 1000.Irvine, CA 92612 Phone: (949) 263-2600 | Fax: (949) 260-0972 bbklaw.com Memorandum To: Honorable Chair and Members of the Orange County Sanitation District Board of Directors From: General Counsel Date: September 25, 2024 Re: Closed Session Items The Board will hold a closed session on September 25, 2024, for the purpose of conferring with its legal counsel regarding potential litigation. Based on existing facts and circumstances, the Board of the Orange County Sanitation District has decided to initiate or is deciding whether to initiate litigation for one potential case. The closed session will be held pursuant to the authority of California Government Code Section 54956.9(d)(4). Respectfully submitted, SCOTT C. SMITH ORANGE COUNTY SANITATION DISTRICT COMMON ACRONYMS ACWA Association of California Water Agencies LOS Level Of Service RFP Request For Proposal APWA American Public Works Association MGD Million Gallons Per Day RWQCB Regional Water Quality Control Board AQMD Air Quality Management District MOU Memorandum of Understanding SARFPA Santa Ana River Flood Protection Agency ASCE American Society of Civil Engineers NACWA National Association of Clean Water Agencies SARI Santa Ana River Interceptor BOD Biochemical Oxygen Demand NEPA National Environmental Policy Act SARWQCB Santa Ana Regional Water Quality Control Board CARB California Air Resources Board NGOs Non-Governmental Organizations SAWPA Santa Ana Watershed Project Authority CASA California Association of Sanitation Agencies NPDES National Pollutant Discharge Elimination System SCADA Supervisory Control And Data Acquisition CCTV Closed Circuit Television NWRI National Water Research Institute SCAP Southern California Alliance of Publicly Owned Treatment Works CEQA California Environmental Quality Act O & M Operations & Maintenance SCAQMD South Coast Air Quality Management District CIP Capital Improvement Program OCCOG Orange County Council of Governments SOCWA South Orange County Wastewater Authority CRWQCB California Regional Water Quality Control Board OCHCA Orange County Health Care Agency SRF Clean Water State Revolving Fund CWA Clean Water Act OCSD Orange County Sanitation District SSMP Sewer System Management Plan CWEA California Water Environment Association OCWD Orange County Water District SSO Sanitary Sewer Overflow EIR Environmental Impact Report OOBS Ocean Outfall Booster Station SWRCB State Water Resources Control Board EMT Executive Management Team OSHA Occupational Safety and Health Administration TDS Total Dissolved Solids EPA US Environmental Protection Agency PCSA Professional Consultant/Construction Services Agreement TMDL Total Maximum Daily Load FOG Fats, Oils, and Grease PDSA Professional Design Services Agreement TSS Total Suspended Solids gpd gallons per day PFAS Per- and Polyfluoroalkyl Substances WDR Waste Discharge Requirements GWRS Groundwater Replenishment System PFOA Perfluorooctanoic Acid WEF Water Environment Federation ICS Incident Command System PFOS Perfluorooctanesulfonic Acid WERF Water Environment & Reuse Foundation IERP Integrated Emergency Response Plan POTW Publicly Owned Treatment Works WIFIA Water Infrastructure Finance and Innovation Act JPA Joint Powers Authority ppm parts per million WIIN Water Infrastructure Improvements for the Nation Act LAFCO Local Agency Formation Commission PSA Professional Services Agreement WRDA Water Resources 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) – A joint water reclamation project that proactively responds to Southern California’s current and future water needs. This joint project between the Orange County Water District and 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.