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HomeMy WebLinkAbout2020-04-14 - Board of Directors Meeting Agenda Packet (B)AGENDA YORBA LINDA WATER DISTRICT BOARD OF DIRECTORS REGULAR MEETING  Tuesday, April 14, 2020, 6:30 PM 1717 E Miraloma Ave, Placentia CA 92870 1. SPECIAL NOTICE    Telephonic Accessibility In an effort to help mitigate the spread of Coronavirus (COVID­19), the District will be facilitating  participation in its Board meetings via teleconference pursuant to Paragraph 3 of Executive Order N­ 29­20 issued by the Governor of California on March 17, 2020.  Options for participation are provided  below.  Public comment related to items on this agenda or other matters within the District’s jurisdiction  will be facilitated on the teleconference or can be submitted in writing via e­mail to the Board Secretary  at bodsecretary@ylwd.com by 4:00 p.m. on Tuesday, April 14, 2020.  If you choose to submit  comments via e­mail, please identify the agenda item you wish to address (if applicable).  Your  comments will be shared with the Board of Directors prior to the meeting.  For questions regarding  participation please call 714­701­3020. Options for Participation: Computer/Mobile Device:  https://zoom.us/j/5026503802   Telephone:  669­900­6833 or 346­248­7799   Meeting ID:  502 650 3802  (No participant ID is required.)  2. CALL TO ORDER 3. PLEDGE OF ALLEGIANCE 4. ROLL CALL   Phil Hawkins, President Andrew J. Hall, Vice President Brooke Jones, Director J. Wayne Miller, PhD, Director Al Nederhood, Director 5. ADDITIONS/DELETIONS TO THE AGENDA  Items may be added to the agenda upon determination by a two­thirds vote of the Board, or a  unanimous vote if only three Directors are present, that there is a need to take immediate action which  came to the District's attention subsequent to the agenda being posted. (GC 54954.2(b)(2))  6. INTRODUCTIONS AND PRESENTATIONS  6.1. Elected Official Liaison Reports  6.2. Federal and State Legislative Update Page 1 of 84 7. PUBLIC COMMENTS  Any individual wishing to address the Board or Committee is requested to identify themselves and state  the matter on which they wish to comment. If the matter is on the agenda, the Chair will recognize the  individual for their comment when the item is considered. No action will be taken on matters not listed  on the agenda. Comments are limited to three minutes and must be related to matters of public interest  within the jurisdiction of the Water District. (GC 54954.3)  8. CONSENT CALENDAR  All items on the consent calendar are considered routine and may be approved by a single motion.  There will be no discussion of these items unless a member of the Board, staff, or public requests  separate consideration.   8.1.Minutes of the Board of Directors Special Meeting Held March 5, 2020   Recommendation:  That the Board of Directors approve the minutes as  presented.  8.2.Minutes of the Board of Directors Special and Regular Meetings Held March  10, 2020   Recommendation:  That the Board of Directors approve the minutes as  presented.  8.3.Minutes of the Board of Directors Special and Regular Meetings Held March  24, 2020   Recommendation:  That the Board of Directors approve the minutes as  presented.  8.4.Payments of Bills, Refunds, and Wire Transfers   Recommendation:  That the Board of Directors ratify and authorize  disbursements in the amount of $1,588,430.90.  8.5.Terms and Conditions for Sewer Service with El­Yorba Linda, LLC for  Tentative Tract Map 17784, Job No. 201947S   Recommendation:  That the Board of Directors approve the Terms and  Conditions for Sewer Service with El­Yorba Linda, LLC for Tentative Tract Map  17784, Job No. 201947S.  8.6.Task Order for Wastewater Master Plan   Recommendation:  That the Board of Directors approve a Task Order for the  Wastewater Master Plan to Psomas under the Professional Services  Agreement for On­Call Professional Engineering Services awarded on  January 14, 2020. 9. ACTION CALENDAR  This portion of the agenda is for items where staff presentations and Board or Committee discussions  are needed prior to formal action.  Page 2 of 84  9.1.PFAS Treatment Facilities and Program Agreement   Recommendation:  That the Board of Directors consider directing the General  Manager and General Counsel to execute, in its substantial form, the PFAS  Treatment Facilities and Program Agreement among the Orange County  Water District (OCWD), Yorba Linda Water District, and other Groundwater  Producers. 10. DISCUSSION ITEMS  This portion of the agenda is for matters that cannot reasonably be expected to be concluded by action  of the Board or Committee at the meeting, such as technical presentations, drafts of proposed policies,  or similar items for which staff is seeking advice and counsel. Time permitting, it is generally in the  District’s interest to discuss these more complex matters at one meeting and consider formal action at  another meeting. This portion of the agenda may also include items for information only.   10.1. Treatment of Groundwater Supplies to Remove Per­ and Polyfluoroalkyl  Substances (PFAS)  10.2. Status of Engineering Activities 11. REPORTS, INFORMATION ITEMS, AND COMMENTS  11.1. Directors' Reports  11.2. Assistant General Manager's Report  11.3. General Counsel's Report  11.4. Future Agenda Items and Staff Tasks 12. COMMITTEE REPORTS  12.1. Interagency Committee with MWDOC and OCWD (Hawkins/Nederhood)  Next meeting is scheduled Thursday, May 28, 2020 at 4:00 p.m.  12.2. Joint Agency Committee with City of Yorba Linda (Hawkins/Jones)  Next meeting to be scheduled.  12.3. Joint Agency Committee with City of Placentia (Hawkins/Hall)  Next meeting is scheduled Wednesday, April 29, 2020 at 3:00 p.m. 13. BOARD OF DIRECTORS ACTIVITY CALENDAR  13.1. Meetings from April 15 ­ May 31, 2020 14. ADJOURNMENT Page 3 of 84  14.1. The next Regular Board Meeting will be held Tuesday, April 28, 2020.  Closed  Session (if necessary) will begin at 5:30 p.m. and regular business at 6:30  p.m. Items Distributed to the Board Less Than 72 Hours Prior to the Meeting Prior to the Governor’s ‘Stay­at­Home’ Executive Orders regarding COVID­19, non­exempt materials related to  open session agenda items that were distributed to a majority of the Board of Directors or Committee Members  less than seventy­two (72) hours prior to the meeting were made available for public inspection in the lobby of the  District’s Administrative building during regular business hours and posted on the District’s website shortly  thereafter (GC 54957.5).  As the District’s lobby has been closed to the public in accordance with the Governor’s  Executive Orders and to help mitigate the spread of COVID­19, staff will make these materials available on the  District’s website (https://ylwd.com/) as soon as possible following receipt. Accommodations for the Disabled Requests for disability­related modifications or accommodations, including auxiliary aids or services, required for  participation in the above posted meeting should be directed to the Board Secretary at (714) 701­3020 at least 24  hours in advance. (GC 54954.2(a)) Page 4 of 84 ITEM NO. 8.1. AGENDA REPORT MEETING DATE:April 14, 2020 TO:Board of Directors FROM:Brett R. Barbre, Assistant General Manager STAFF CONTACTS:Annie Alexander, Executive Assistant/Board Secretary SUBJECT:Minutes of the Board of Directors Special Meeting Held March 5, 2020 RECOMMENDATION: That the Board of Directors approve the minutes as presented. ATTACHMENTS: 1.Draft Meeting Minutes (Special) Page 5 of 84 Minutes of the YLWD Board of Directors Special Meeting Held March 5, 2020 at 8:30 a.m.1 2020-XXX MINUTES OF THE YORBA LINDA WATER DISTRICT BOARD OF DIRECTORS SPECIAL MEETING Thursday, March 5, 2020, 8:30 a.m. 1717 E Miraloma Ave, Placentia CA 92870 1.CALL TO ORDER The meeting was called to order at 8:30 a.m. 2.PLEDGE OF ALLEGIANCE 3.ROLL CALL DIRECTORS PRESENT STAFF PRESENT Phil Hawkins, President Marc Marcantonio, General Manager Al Nederhood Brett R. Barbre, Assistant General Manager Brooke Jones John DeCriscio, Operations Manager J. Wayne Miller, PhD Gina Knight, Human Resources and Risk Manager Pasquale Talarico, Director of Public Affairs Rosanne Weston, Engineering Manager DIRECTORS ABSENT Divya Agrawalla, Principal Engineer Andrew J. Hall, Vice President Annie Alexander, Executive Asst/Board Secretary Kelly McCann, Senior Accountant Kaden Young, Senior Management Analyst ALSO PRESENT Andrew Gagen, General Counsel, Kidman Gagen Law LLP 4.PUBLIC COMMENTS None. 5.ACTION CALENDAR 5.1.Pre-Purchase of Pre-filters, Vessels and Resin, and Temporary Installation of a Treatment Facility at Well No. 20 to Remove Per- and Polyflouoralkyl Substances (PFAS) from Groundwater Staff explained that the cost and lead-time to procure the equipment and resin for this project were increasing rapidly due to the recently lowered response levels for PFAS. If these materials are not purchased Page 6 of 84 Minutes of the YLWD Board of Directors Special Meeting Held March 5, 2020 at 8:30 a.m.2 2020-XXX immediately, the schedule for completing construction of the District’s PFAS treatment plant will be significantly delayed. As such, staff is requesting the Board authorize the General Manager to execute a contract up to a specified amount once the competitive bid process was complete. Discussion followed regarding the request for bids, status and parameters of the reimbursement agreement with Orange County Water District, requirements associated with the California Environmental Quality Act, and the prerequisite operating permit from the Division of Drinking Water. Director Nederhood made a motion, seconded by Director Jones, to authorize the General Manager to execute a contract, following completion of a competitive bid process, to pre-purchase pre-filters, vessels and resin, and to install a temporary PFAS Treatment Facility at Well No. 20 for an amount not to exceed $10,000,000. Motion carried 4-0-0-1 with Director Hall being absent. 6.DISCUSSION 6.1.Orange County Water District PFAS Treatment Systems Planning Study Jeffery Mosher, Principal Technologist and Vice President for Carollo Engineers, presented an overview of the study including the current status, analysis of five different PFAS treatment alternatives, preliminary cost estimates, and next steps. 6.2.Schedule for Fast-Tracking Construction of PFAS Water Treatment Plant Matthieu Roussillon, Vice President and Client Services Manager for Carollo Engineers, reviewed alternatives for fast-tracking construction of this project and cost savings associated with installing a temporary system as soon as possible (Alternative 4). Staff clarified that the date for completing installation of a temporary system and bringing Well No. 20 online would be sooner than identified on the slide for Alternative 4. Discussion touched on potential incentives for early installation of the temporary system and design-build regulations for public works projects. Page 7 of 84 Minutes of the YLWD Board of Directors Special Meeting Held March 5, 2020 at 8:30 a.m.3 2020-XXX 7.ADJOURNMENT 7.1.The meeting was adjourned at 9:33 a.m. Annie Alexander Board Secretary Page 8 of 84 ITEM NO. 8.2. AGENDA REPORT MEETING DATE:April 14, 2020 TO:Board of Directors FROM:Brett R. Barbre, Assistant General Manager STAFF CONTACTS:Annie Alexander, Executive Assistant/Board Secretary SUBJECT:Minutes of the Board of Directors Special and Regular Meetings Held March 10, 2020 RECOMMENDATION: That the Board of Directors approve the minutes as presented. ATTACHMENTS: 1.Draft Meeting Minutes (Special) 2.Draft Meeting Minutes (Regular) Page 9 of 84 Minutes of the YLWD Board of Directors Special Meeting Held March 10, 2020 at 5:30 p.m.1 2020-XXX MINUTES OF THE YORBA LINDA WATER DISTRICT BOARD OF DIRECTORS SPECIAL MEETING Tuesday, March 10, 2020, 5:30 p.m. 1717 E Miraloma Ave, Placentia CA 92870 1.CALL TO ORDER The meeting was called to order at 5:30 p.m. 2.ROLL CALL DIRECTORS PRESENT STAFF PRESENT Phil Hawkins, President Marc Marcantonio, General Manager Andrew J. Hall, Vice President Brett R. Barbre, Assistant General Manager Al Nederhood Annie Alexander, Executive Asst/Board Secretary Brooke Jones DIRECTORS ABSENT J. Wayne Miller, PhD ALSO PRESENT Andrew Gagen, General Counsel, Kidman Gagen Law LLP 3.PUBLIC COMMENTS None. 4.CLOSED SESSION The Board entered Closed Session at 5:31 p.m. All Directors in attendance were present. Also present was General Manager Marcantonio, Assistant General Manager Barbre, and General Counsel Gagen. 4.1.Conference with Legal Counsel – Existing Litigation Pursuant to Paragraph (1) of Subdivision (d) of Section 54956.9 of the California Government Code Name of Case:Irvine Ranch Water District v. Orange County Water District, et al. (Los Angeles County Superior Court – Case No. BS168278) Page 10 of 84 Minutes of the YLWD Board of Directors Special Meeting Held March 10, 2020 at 5:30 p.m.2 2020-XXX 4.2.Conference with Legal Counsel – Anticipated Litigation Significant Exposure to Litigation Pursuant to Paragraph (2) of Subdivision (d) of Section 54956.9 of the California Government Code Number of Potential Cases:One General Manager Marcantonio and Assistant General Manager Barbre left the Closed Session prior to discussion of the following item. 4.3.Public Employment Pursuant to Section 54957 of the California Government Code Title:General Manager The Board returned from Closed Session at 6:23 p.m. and took a brief recess. At the beginning of the Regular Meeting that followed, General Counsel Gagen announced that the Board took no reportable action during Closed Session. 5.ADJOURNMENT 5.1.The meeting ended at 6:32 p.m. Annie Alexander Board Secretary Page 11 of 84 Minutes of the YLWD Board of Directors Regular Meeting Held March 10, 2020 at 6:30 p.m.1 2020-XXX MINUTES OF THE YORBA LINDA WATER DISTRICT BOARD OF DIRECTORS REGULAR MEETING Tuesday, March 10, 2020, 6:30 p.m. 1717 E Miraloma Ave, Placentia CA 92870 1.CALL TO ORDER The meeting was called to order at 6:31 p.m. 2.PLEDGE OF ALLEGIANCE 3.ROLL CALL DIRECTORS PRESENT STAFF PRESENT Phil Hawkins, President Marc Marcantonio, General Manager Andrew J. Hall, Vice President Brett R. Barbre, Assistant General Manager Brooke Jones John DeCriscio, Operations Manager J. Wayne Miller, PhD Gina Knight, Human Resources and Risk Manager Al Nederhood Delia Lugo, Finance Manager Pasquale Talarico, Director of Public Affairs Rosanne Weston, Engineering Manager Annie Alexander, Executive Asst/Board Secretary Kaden Young, Sr Management Analyst ALSO PRESENT Andrew Gagen, General Counsel, Kidman Gagen Law LLP 4.ADDITIONS/DELETIONS TO THE AGENDA None. General Counsel Gagen announced that the Board took no reportable action in Closed Session during the preceding Special Meeting. 5.INTRODUCTIONS AND PRESENTATIONS 5.1.Special Recognition of Marc Marcantonio, General Manager The Board of Directors presented General Manager Marcantonio with a proclamation in recognition of his service to the District and upcoming retirement. Page 12 of 84 Minutes of the YLWD Board of Directors Regular Meeting Held March 10, 2020 at 6:30 p.m.2 2020-XXX Proclamations from the following elected officials were also presented to General Manager Marcantonio: Representative Gil Cisneros Senator Ling Ling Chang Assemblymember Phillip Chen Orange County Third District Supervisor Donald P. Wagner Yorba Linda City Council Placentia City Council Mesa Water District Board of Directors East Orange County Water District Board of Directors 5.2.Elected Official Liaison Reports Brett R. Barbre, in his capacity as Director for the Metropolitan Water District of Southern California (MWD) and Director for Municipal Water District of Orange County (MWDOC), reported that Jeff Kightlinger, General Manager for MWD, had announced his retirement at the end of the calendar year. 5.3.Federal and State Legislative Update Staff reported that a representative from SoCal Gas recently participated in a tour of the District’s infrastructure. SoCal Gas has requested the District adopt a resolution in support of balanced energy solutions and maintaining local control of energy solutions. This matter will be presented to the Board for consideration at the next regular meeting. Staff noted that a letter in support of Assembly Bill 2182 would be submitted to the California Utilities and Energy Committee the following day. 6.PUBLIC COMMENTS Julia Shultz, resident, thanked General Manager Marcantonio for his service to the District. Pat Nelson, resident, spoke in favor of forming a coalition to address water related regulations and mandates. 7.CONSENT CALENDAR President Hawkins announced he had received a request from one of the Directors to remove Item No. 7.3. from the Consent Calendar for separate action. Director Jones made a motion, seconded by Director Hall, to approve the remainder of the Consent Calendar. Motion carried 5-0-0-0. Page 13 of 84 Minutes of the YLWD Board of Directors Regular Meeting Held March 10, 2020 at 6:30 p.m.3 2020-XXX 7.1.Minutes of the Board of Directors Regular Meeting Held February 11, 2020 Recommendation: That the Board of Directors approve the minutes as presented. 7.2.Minutes of the Board of Directors Special Meeting Held February 18, 2020 Recommendation: That the Board of Directors approve the minutes as presented. 7.4.Budget to Actual Reports for Month Ending January 31, 2020 Recommendation: That the Board of Directors receive and file the Budget to Actual Reports for the month ending January 31, 2020. 7.5.Cash and Investment Report for Period Ending January 31, 2020 Recommendation: That the Board of Directors receive and file the Cash and Investment Report for the period ending January 31, 2020. 7.6.Unaudited Financial Statements for Second Quarter for Fiscal Year 2020 Recommendation: That the Board of Directors receive and file the Unaudited Financial Statements for Second Quarter of FY20. 7.7.Directors’ and General Manager Fees and Expenses Report for the Second Quarter of Fiscal Year 2020 Recommendation: That the Board of Directors receive and file the Directors’ and General Manager Fees and Expenses Report for Second Quarter of FY20. 7.8.No-Cost Change Order No. 1 for Camino Verde and Mickel Lane Waterline Improvement Project Recommendation: That the Board of Directors approve Change Order No. 1 for the Camino Verde and Mickel Lane Waterline Improvement Project, J2018-03. Page 14 of 84 Minutes of the YLWD Board of Directors Regular Meeting Held March 10, 2020 at 6:30 p.m.4 2020-XXX ITEMS REMOVED FROM THE CONSENT CALENDAR FOR SEPARATE ACTION 7.3.Payments of Bills, Refunds, and Wire Transfers Staff responded to questions from Director Nederhood regarding a few expenditures on the check register. Director Nederhood made a motion, seconded by Director Jones, to ratify and authorize disbursements in the amount of $1,858,019.60. Motion carried 5-0-0-0. 8.ACTION CALENDAR 8.1.Contract Award for Revolving Line of Credit Staff reviewed the results of the Request for Proposal for the acquisition of a $20 million revolving line of credit (LOC). The purpose of the LOC is to help fund projects identified in the District’s Capital Improvement Plan and construction of the groundwater treatment plant to remove per- and polyfluoroalkyl substances (PFAS). Staff recommended awarding the contract to Opus Bank. Anna Sarabian, Principal for Fieldman Rolapp, responded to questions from the Board regarding interest rate options and bank fees. Director Hall made a motion, seconded by Director Jones, to award a contract for a $20 Million Revolving Line of Credit to Opus Bank and accept their listed Terms and Conditions. Motion carried 5-0-0-0. 9.DISCUSSION ITEMS 9.1.Treatment of Groundwater Supplies to Remove Per- and Polyfluoroalkyl Substances (PFAS) Staff briefed the Board on the status of Orange County Water District’s (OCWD) draft reimbursement agreement with groundwater producers and installation of a temporary PFAS groundwater treatment plant at one of the District’s wells. 9.2.Status of Operations Activities Staff provided a presentation on the District’s unidirectional flushing program. Page 15 of 84 Minutes of the YLWD Board of Directors Regular Meeting Held March 10, 2020 at 6:30 p.m.5 2020-XXX Pat Nelson, resident, commented on the “no dumping – drains to ocean” signage painted near some storm drains. 10.REPORTS, INFORMATION ITEMS, AND COMMENTS 10.1.Directors' Reports The Directors noted their attendance at the listed meetings and events. 10.2.General Manager's Report General Manager Marcantonio commented on his service at the District and commended the Board and staff on their work to support the community. The Board thanked General Manager Marcantonio for his service. 10.3.General Counsel’s Report General Counsel Gagen briefed the Board regarding the need for him to enter into a non-disclosure agreement (NDA) to review the draft retainer agreement for shared litigation counsel as identified in OCWD’s draft reimbursement agreement with groundwater producers for construction of PFAS water treatment systems. He also thanked General Manager Marcantonio for his service. 10.4.Future Agenda Items and Staff Tasks None. 11.COMMITTEE REPORTS 11.1.Interagency Committee with MWDOC and OCWD (Hawkins/Nederhood) Meeting scheduled Thursday, March 26, 2020 at 4:00 p.m. was cancelled. 11.2.Joint Agency Committee with City of Yorba Linda (Hawkins/Jones) Next meeting is scheduled Monday, March 23, 2020 at 4:00 p.m. at YL City Hall. (This meeting was subsequently cancelled.) Page 16 of 84 Minutes of the YLWD Board of Directors Regular Meeting Held March 10, 2020 at 6:30 p.m.6 2020-XXX 11.3.Joint Agency Committee with City of Placentia (Jones/Hawkins) Next meeting is scheduled Wednesday, April 29, 2020 at 3:00 p.m. at YLWD. (This meeting will now be held via teleconference.) 12.BOARD OF DIRECTORS ACTIVITY CALENDAR 12.1.Meetings from March 11 – April 30, 2020 The Board made no changes to the activity calendar. 13.ADJOURNMENT 13.1.The meeting was adjourned at 7:44 p.m. Annie Alexander Board Secretary Page 17 of 84 ITEM NO. 8.3. AGENDA REPORT MEETING DATE:April 14, 2020 TO:Board of Directors FROM:Brett R. Barbre, Assistant General Manager STAFF CONTACTS:Annie Alexander, Executive Assistant/Board Secretary SUBJECT:Minutes of the Board of Directors Special and Regular Meetings Held March 24, 2020 RECOMMENDATION: That the Board of Directors approve the minutes as presented. ATTACHMENTS: 1.Draft Meeting Minutes (Special) 2.Draft Meeting Minutes (Regular) Page 18 of 84 Minutes of the YLWD Board of Directors Special Meeting Held March 24, 2020 at 5:30 p.m.1 2020-XXX MINUTES OF THE YORBA LINDA WATER DISTRICT BOARD OF DIRECTORS SPECIAL MEETING (TELECONFERENCE) Tuesday, March 24, 2020, 5:30 p.m. 1717 E Miraloma Ave, Placentia CA 92870 1.SPECIAL NOTICE President Hawkins read a special notice just after calling the meeting to order. 2.CALL TO ORDER The meeting was called to order at 5:30 p.m. President Hawkins explained that in an effort to help mitigate the spread of Coronavirus (COVID-19), the District was facilitating participation in this meeting via teleconference pursuant to Paragraph 3 of Executive Order N-29-20 issued by the Governor of California on March 17, 2020. He further explained that public comments were allowed to be submitted in writing via e-mail to the Board Secretary prior to the meeting and that opportunities for public comment would be provided during the teleconference. 3.ROLL CALL DIRECTORS PRESENT STAFF PRESENT Phil Hawkins, President Brett R. Barbre, Assistant General Manager Andrew J. Hall, Vice President Annie Alexander, Executive Asst/Board Secretary Al Nederhood Brooke Jones DIRECTORS ABSENT J. Wayne Miller, PhD ALSO PRESENT Andrew Gagen, General Counsel, Kidman Gagen Law LLP 4.PUBLIC COMMENTS Board Secretary Alexander confirmed that no written public comments had been received for this meeting and that there were no members of the public on the call desiring to comment. Page 19 of 84 Minutes of the YLWD Board of Directors Special Meeting Held March 24, 2020 at 5:30 p.m.2 2020-XXX 5.ACTION CALENDAR 5.1.Determination of Agency Designated Representative Director Jones made a motion, seconded by Director Hall, to name General Counsel Andrew Gagen as the District’s designated representative to negotiate the proposed terms of an employment agreement with the future candidate(s) for the position of General Manager in accordance with Government Code Section 54957.6(a). Motion carried 4-0-0-1 on a roll call vote with Director Miller being absent. 6.CLOSED SESSION The Board entered Closed Session at 5:38 p.m. on a separate call. All Directors with the exception of Director Miller were present. Also present was Assistant General Manager Barbre and General Counsel Gagen. The following items were taken out of order. 6.2.Conference with Legal Counsel – Existing Litigation Pursuant to Paragraph (1) of Subdivision (d) of Section 54956.9 of the California Government Code Name of Case:Irvine Ranch Water District v. Orange County Water District, et al. (Los Angeles County Superior Court – Case No. BS168278) 6.3.Conference with Legal Counsel – Anticipated Litigation Significant Exposure to Litigation Pursuant to Paragraph (2) of Subdivision (d) of Section 54956.9 of the California Government Code Number of Potential Cases:One Assistant General Manager Barbre disconnected from the call prior to discussion of the following item. 6.1.Conference with Labor Negotiators Pursuant to Section 54957.6 of the California Government Code Agency Designated Representative:Andrew Gagen, General Counsel Unrepresented Employee:General Manager Page 20 of 84 Minutes of the YLWD Board of Directors Special Meeting Held March 24, 2020 at 5:30 p.m.3 2020-XXX The Board returned from Closed Session at 6:32 p.m. At the beginning of the Regular Meeting that followed, General Counsel Gagen announced that the Board took no reportable action during Closed Session. 5.ADJOURNMENT 5.1.The meeting ended at 6:34 p.m. Annie Alexander Board Secretary Page 21 of 84 Minutes of the YLWD Board of Directors Regular Meeting Held March 24, 2020 at 6:30 p.m.1 2020-XXX MINUTES OF THE YORBA LINDA WATER DISTRICT BOARD OF DIRECTORS REGULAR MEETING (TELECONFERENCE) Tuesday, March 24, 2020, 6:30 p.m. 1717 E Miraloma Ave, Placentia CA 92870 1.SPECIAL NOTICE President Hawkins explained that in an effort to help mitigate the spread of Coronavirus (COVID-19), the District was facilitating participation in this meeting via teleconference pursuant to Paragraph 3 of Executive Order N-29-20 issued by the Governor of California on March 17, 2020. He further explained that public comments were allowed to be submitted in writing via e-mail to the Board Secretary prior to the meeting and that opportunities for public comment would be provided during the teleconference. General Counsel Gagen announced that the Board took no reportable action in Closed Session during the preceding Special Meeting. 2.CALL TO ORDER The meeting was called to order at 6:33 p.m. At the request of President Hawkins, Director Nederhood provided an invocation. 3.PLEDGE OF ALLEGIANCE 4.ROLL CALL DIRECTORS PRESENT STAFF PRESENT Phil Hawkins, President Brett R. Barbre, Assistant General Manager Andrew J. Hall, Vice President John DeCriscio, Operations Manager Brooke Jones Gina Knight, Human Resources and Risk Manager J. Wayne Miller, PhD Delia Lugo, Finance Manager Al Nederhood Pasquale Talarico, Director of Public Affairs Rosanne Weston, Engineering Manager Annie Alexander, Executive Asst/Board Secretary Harold Hulbert, Operations Assistant Kaden Young, Sr Management Analyst ALSO PRESENT Andrew Gagen, General Counsel, Kidman Gagen Law LLP Page 22 of 84 Minutes of the YLWD Board of Directors Regular Meeting Held March 24, 2020 at 6:30 p.m.2 2020-XXX The following item was taken out of order. 7.PUBLIC COMMENTS Board Secretary Alexander announced that two written comments had been submitted by the public for this meeting, one for Item No. 9.1. and the other for Item No. 10.1. No members of the public who were participating on the call expressed an interest to provide comment at this time. 5.ADDITIONS/DELETIONS TO THE AGENDA Assistant General Manager Barbre requested that staff’s recommendation for Item No. 9.1. be amended to include ratification of the District’s Infectious Disease Emergency Response (IDER) Plan. Director Nederhood made a motion, seconded by Director Hall, to amend the staff recommendation for Item No. 9.1. to include ratification of the District’s Infectious Disease Emergency Response Plan. Assistant General Manager Barbre briefly reviewed the purpose of and major topics contained in the IDER. General Counsel Gagen explained that as circumstances continue to evolve related to the District’s COVID-19 mitigation efforts, there was an immediate need to take action on this matter and the need came to staff’s attention subsequent to the agenda being posted. Motion carried 5-0-0-0 on a roll call vote. 6.INTRODUCTIONS AND PRESENTATIONS 6.1.Elected Official Liaison Reports Brett R. Barbre, in his capacity as Director for the Metropolitan Water District of Southern California (MWD), reported on MWD’s COVID-19 mitigation efforts to ensure continuity of service. He noted that MWD’s water supply was safe and plentiful and the agency did not anticipate any issues with delivery. 6.2.Federal and State Legislative Update None. PUBLIC COMMENTS CONTINUED Yorba Linda Mayor Pro Tem Gene Hernandez thanked MWD Director Barbre for his update. Page 23 of 84 Minutes of the YLWD Board of Directors Regular Meeting Held March 24, 2020 at 6:30 p.m.3 2020-XXX 8.CONSENT CALENDAR Director Jones and Director Nederhood requested to remove Item Nos. 8.4. and 8.2., respectively, from the Consent Calendar for separate action. Director Hall made a motion, seconded by Director Nederhood, to approve the remainder of the Consent Calendar. Motion carried 5-0-0-0 on a roll call vote. 8.1.Payments of Bills, Refunds, and Wire Transfers Recommendation: That the Board of Directors ratify and authorize disbursements in the amount of $794,589.70. 8.3.Cash and Investment Report for Period Ending February 29, 2020 Recommendation: That the Board of Directors receive and file the Cash and Investment Report for the period ending February 29, 2020. 8.5.Agreement for Managed Information Technology (IT) Services Recommendation: That the Board of Directors authorize the General Manager to execute a Professional Services Agreement with Resource Computer Solutions for Managed IT Services for an amount not to exceed $225,000. 8.6.Task Order for Hydraulic Model Calibration Project Recommendation: That the Board of Directors approve a Task Order for the Hydraulic Model Calibration Project to Carollo Engineers, Inc. under the Professional Services Agreement for On-Call Professional Engineering Services awarded on January 14, 2020. Item No. 8.7. was subsequently removed from the Consent Calendar (see below). 8.7.Support of Balanced Energy Solutions and Maintaining Local Control of Energy Solutions Recommendation: That the Board of Directors adopt Resolution No. 2020-XX in support of balanced energy solutions and maintaining local control of energy solutions. Page 24 of 84 Minutes of the YLWD Board of Directors Regular Meeting Held March 24, 2020 at 6:30 p.m.4 2020-XXX ITEMS REMOVED FROM THE CONSENT CALENDAR FOR SEPARATE ACTION 8.2.Budget to Actual Reports for Month Ending February 29, 2020 Director Nederhood commented on historical water production and consumption, and the cost difference between groundwater and import water. He thanked staff for their efforts to get a water treatment plant to remove per- and polyfluoroalkyl substances (PFAS) online quickly so the District could utilize more cost effective groundwater. Recommendation: That the Board of Directors receive and file the Budget to Actual Reports for the Month Ending February 29, 2020. President Hawkins requested the Board vote on Item Nos. 8.2. and 8.4. at the same time. Director Miller indicated he had wanted to discuss Item No. 8.7. before it was voted on. President Hawkins stated that the Board could discuss Item No. 8.7. following discussion of 8.4. General Counsel Gagen requested the record reflect that Item No. 8.7. was also removed from the Consent Calendar for separate action. President Hawkins stated that for the record, Item Nos. 8.2., 8.4., and 8.7. had been removed from the Consent Calendar for separate action. 8.4.Updated Orange County Local Agency Formation Commission (LAFCO) Dues Structure for Special Districts Director Jones commended Director Nederhood for his work towards achieving a more equitable dues structure. He and Director Nederhood also commented on recent LAFCO employee salary increases. Recommendation: That the Board of Directors approve the updated LAFCO dues structure for Special Districts and instruct staff to complete and return the District’s ballot before April 24, 2020. Page 25 of 84 Minutes of the YLWD Board of Directors Regular Meeting Held March 24, 2020 at 6:30 p.m.5 2020-XXX 8.7.Support of Balanced Energy Solutions and Maintaining Local Control of Energy Solutions Staff provided an overview of the purpose of the resolution and the importance of having alternative fuel sources for powering District facilities during emergencies. Staff listed a few other local agencies who had or would be considering adoption of a similar resolution. Director Miller expressed concern regarding the lack of clarity in the resolution’s language. Staff indicated that the language for the resolution had been provided by a representative from SoCal Gas but the Board could defer action on this matter in order to revise it. Recommendation: That the Board of Directors adopt Resolution No. 2020-XX in support of balanced energy solutions and maintaining local control of energy solutions. Director Jones made a motion, seconded by Director Miller, to approve Item Nos. 8.2., 8.4. and 8.7. Motion carried 5-0-0-0 on a roll call vote. 9.ACTION CALENDAR 9.1.Ratification of Proactive Proclamation of Local Emergency and Update on Coronavirus (COVID-19) Response Staff briefed the Board on the purpose of the proclamation and the District’s Disease Emergency Response Plan (IDER). Staff noted that all disconnections of water service for non-payment were being suspended during the COVID-19 emergency. Staff read aloud a written public comment submitted by Mark Abramowitz, resident, against the District temporarily shutting customers’ water service off for non-emergency construction projects during the COVID-19 emergency. Mr. Abramowitz also provided suggested wording for the District’s proclamation of a local emergency. A copy of these comments in their entirety are on file with the Board Secretary. Staff provided an overview of the construction project of concern. Staff also reviewed the process for customer notification of temporary water service shut offs for this project and efforts made to bypass Mr. Abramowitz’ residence when another temporary water service shutoff was necessary to complete the project. Director Miller made a motion, seconded by Director Jones, to ratify the General Manager’s Proclamation of Local Emergency regarding COVID- 19 and ratify the District’s Infectious Disease Emergency Response Plan. Motion carried 5-0-0-0 on a roll call vote. Page 26 of 84 Minutes of the YLWD Board of Directors Regular Meeting Held March 24, 2020 at 6:30 p.m.6 2020-XXX 10.DISCUSSION ITEMS 10.1.Treatment of Groundwater Supplies to Remove Per- and Polyfluoroalkyl Substances (PFAS) Staff briefed the Board on the status of installing a temporary PFAS groundwater treatment plant at one of the District’s wells. Staff expects installation to be complete by July 23, 2020. Robert Bowcock, a member of public, read aloud a letter expressing concerns with the bid documents for this project. A copy of this letter in its entirety is on file with the Board Secretary. 11.REPORTS, INFORMATION ITEMS, AND COMMENTS 11.1.Directors' Reports The Directors noted their attendance at the listed meetings and events. 11.2.Assistant General Manager's Report Assistant General Manager Barbre reported on the District’s COVID-19 mitigation efforts. He also noted that securing the revolving line of credit had been delayed to a merger involving Opus Bank. Staff is in the process of reviewing other financial institutions and will bring this matter back to the Board at the next regular meeting. He then asked each of the managers to report on activities within their respective departments. 11.3.General Counsel’s Report None. 11.4.Future Agenda Items and Staff Tasks Director Jones requested an item on a future agenda to discuss the method for calculating the District’s pass-through expenses. 12.COMMITTEE REPORTS 12.1.Interagency Committee with MWDOC and OCWD (Hawkins/Nederhood) Meeting scheduled Thursday, March 26, 2020 at 4:00 p.m. was cancelled. Page 27 of 84 Minutes of the YLWD Board of Directors Regular Meeting Held March 24, 2020 at 6:30 p.m.7 2020-XXX Next meeting is scheduled Thursday, May 28, 2020 at 4:00 p.m. 12.2.Joint Agency Committee with City of Yorba Linda (Hawkins/Jones) Meeting scheduled Monday, March 23, 2020 at 4:00 p.m. at YL City Hall was cancelled. Next meeting is yet to be scheduled. 12.3.Joint Agency Committee with City of Placentia (Jones/Hawkins) Next meeting is scheduled Wednesday, April 29, 2020 at 3:00 p.m. at YLWD. (This meeting will now be held via teleconference.) 13.BOARD OF DIRECTORS ACTIVITY CALENDAR 13.1.Meetings from March 25 – May 31, 2020 The Board made no changes to the activity calendar. 14.ADJOURNMENT 14.1.The meeting was adjourned at 7:42 p.m. Annie Alexander Board Secretary Page 28 of 84 ITEM NO. 8.4. AGENDA REPORT MEETING DATE:April 14, 2020 TO:Board of Directors FROM:Brett R. Barbre, Assistant General Manager STAFF CONTACTS:Delia Lugo, Finance Manager Paige Appel, Accounting Assistant II SUBJECT:Payments of Bills, Refunds, and Wire Transfers RECOMMENDATION: That the Board of Directors ratify and authorize disbursements in the amount of $1,588,430.90. SUMMARY: Section 31302 of the California Water Code says the District shall pay demands made against it when they have been approved by the Board of Directors. Pursuant to law, staff is hereby submitting the list of disbursements for Board of Directors’ approval. BACKGROUND: The items on this disbursement list include: a wire of $568.00 to Switch for the remote data hosting co-location; a wire of $505.57 to So. California Gas Co. for March 2020 gas charges at multiple locations; a wire of $632,991.39 to U.S. Bank for March 2020 2017A Revenue Bond interest payment; a wire of $131,193.23 to U.S. Bank for March 2020 2012A Revenue Bond interest payment; a check of $65,983.31 to Kidman Gagen Law for legal services; a check of $154,203.24 to Cedro Construction Inc for waterline improvements at Camino Verde and Mickel Job #2018-03. The balance of $316,994.92 are routine invoices. The Accounts Payable check register total is $1,302,439.66 and Payroll No. 6 total is $285,991.24; where disbursements for this agenda report total is $1,588,430.90. A summary of the disbursements is attached. PRIOR RELEVANT BOARD ACTION(S): The Board of Directors approves bills, refunds and wire transfers semi-monthly. Page 29 of 84 ATTACHMENTS: 1.CapSheet 04-14-20 2.Check Register 04-14-20 3.Credit Card 04-14-20 Page 30 of 84 Summary of Disbursements April 14, 2020 CHECK NUMBERS: 04/14/20 Computer Checks 75890 - 76014 $ 537,181.47 $ 537,181.47 WIRES: W041420 Southern Calif Gas Co. $ 505.57 W033020 U S Bank $ 632,991.39 W032420 U S Bank $ 131,193.23 W041520B Switch Ltd $ 568.00 $ 765,258.19 TOTAL OF CHECKS & WIRES $ 1,302,439.66 PAYROLL NO. 6: Direct Deposits $ 173,106.11 Third Party Checks 7343—7351 $ 24,930.24 Payroll Taxes $ 45,139.54 EFT – CalPERS Payroll #6 $ 42,815.35 $ 285,991.24 TOTAL OF PAYROLLS $ 285,991.24 ---------------------------------------------------------------------------------------------------------------------- DISBURSEMENT TOTAL: $ 1,588,430.90 ================================================================== APPROVED BY THE BOARD OF DIRECTORS MINUTE ORDER AT BOARD MEETING OF APRIL 14, 2020 ==================================================================. Page 31 of 84 Check No.Date Vendor Name Amount Description 75890 04/14/2020 YOUN KIM 46.52 CUSTOMER REFUND 75891 04/14/2020 GLENN HELLYER 21.82 CUSTOMER REFUND 75892 04/14/2020 PACIFIC LEGACY REAL ESTATE 388.94 CUSTOMER REFUND 75893 04/14/2020 BRIANNA HUGHES MYERS 107.39 CUSTOMER REFUND 75894 04/14/2020 UNICORN RENTAL PROP MGMT 392.09 CUSTOMER REFUND 75895 04/14/2020 HUNG CAO 15.71 CUSTOMER REFUND 75896 04/14/2020 PHILIP PARKE 78.90 CUSTOMER REFUND 75897 04/14/2020 TONIA LONIGRO 151.55 CUSTOMER REFUND 75898 04/14/2020 RAZIEH MARDEMEM 16.04 CUSTOMER REFUND 75899 04/14/2020 SANDRA PETERSEN 519.91 CUSTOMER REFUND 75900 04/14/2020 CAM TRAN 116.65 CUSTOMER REFUND 75901 04/14/2020 MINERVA 218.05 CUSTOMER REFUND 75902 04/14/2020 JOHN S MEEK CO 77.02 CUSTOMER REFUND 75903 04/14/2020 ADWEST TECHNOLOGIES 74.96 CUSTOMER REFUND 75904 04/14/2020 IC BERKELEY PARTNERS IV HOLDINGS 4 LLC 781.40 CUSTOMER REFUND 75905 04/14/2020 XIAOLING LI 41.26 CUSTOMER REFUND 75906 04/14/2020 CHRISTINE PEERY 20.51 CUSTOMER REFUND 75907 04/14/2020 KARTER KAPLAN 87.59 CUSTOMER REFUND 75908 04/14/2020 KATHLEEN REID 75.00 CUSTOMER REFUND 75909 04/14/2020 CHARLES TEMPLE 62.90 CUSTOMER REFUND 75910 04/14/2020 RDFN VENTURES INC 413.99 CUSTOMER REFUND 75911 04/14/2020 A2Z HOMES INC 244.81 CUSTOMER REFUND 75912 04/14/2020 CHONG YON KIM 83.65 CUSTOMER REFUND 75913 04/14/2020 ANEEL ROMOLIA 124.71 CUSTOMER REFUND 75914 04/14/2020 JIANHAO FENG 47.91 CUSTOMER REFUND 75915 04/14/2020 1150 S LAS BRISAS PLACE LLC 93.33 CUSTOMER REFUND 75916 04/14/2020 OPEN DOOR LABS INC 417.90 CUSTOMER REFUND 75917 04/14/2020 LISA L BRANDSTETTER 106.13 CUSTOMER REFUND 75918 04/14/2020 ROCHELLE LAMM 169.85 CUSTOMER REFUND 75919 04/14/2020 VYAIRE MEDICAL 386.29 CUSTOMER REFUND 75920 04/14/2020 GRIFFITH COMPANY 1,503.74 CUSTOMER REFUND 75921 04/14/2020 MONSERRATE ONE LLC 371.78 CUSTOMER REFUND 75922 04/14/2020 CEDRO CONSTRUCTION 1,970.00 CUSTOMER REFUND 75923 04/14/2020 Advanced Infrastructure 4,149.67 SEWER EQUIPMENT - OPERATIONS 75924 04/14/2020 Air Treatment Corporation 1,788.65 A/C PARTS 75925 04/14/2020 AIRGAS INC 7.48 WELDING SUPPLIES 75926 04/14/2020 Aljon Graphics, Inc 547.09 OFFICE EXPENSE 75927 04/14/2020 Alternative Hose Inc. 220.46 PARTS FOR UNIT# 180 75928 04/14/2020 Annie Alexander 196.60 BOARD MEETING SUPPLIES 75929 04/14/2020 Aqua-Metric Sales Co. 8,145.90 OPERATIONS WORK MATERIAL - METERS 75930 04/14/2020 Aramark 917.34 UNIFORM SERVICES 75931 04/14/2020 ATS Communications 1,720.00 PROFESSIONAL SERVICES FOR ENGINEERING DEPARTMENT - FEBRUARY 2020 75932 04/14/2020 AT & T - Calnet3 2,771.44 ATT CALNET 3 75933 04/14/2020 BASE HILL INC. (JAN POINT) 4,419.40 JANITORIAL SERVICE - MARCH 2020 75934 04/14/2020 Bee Busters, Inc 125.00 COLONY ABATEMENT 75935 04/14/2020 B.L. Wallace Distributor, Inc. 281.94 METER LIDS & BOXES 75936 04/14/2020 BrightView Tree Care Services Inc. 16,374.53 LANDSCAPE SERVICE 75937 04/14/2020 CALIFORNIA PUMP CRETE, INC 455.00 P-GRAVEL PUMP-ENVIRONMENT SURCHARGE 75938 04/14/2020 CalCard US Bank 25,759.57 CREDIT CARD TRANSACTIONS - MARCH 2020 75939 04/14/2020 Cedro Construction Inc 154,203.24 J18-03 CAMINO VERDE & MICKEL WATERLINE 75940 04/14/2020 City Of Anaheim - Anaheim Public Utilities 1,218.92 ELECTRICITY CHARGES FEBRUARY 2020 - VARIOUS LOCATION 75941 04/14/2020 City Of Placentia 540.00 FALSE ALARM FEE & REPAIR ASPHALT WATER LEAK 75943 04/14/2020 Cla-Val Co. (Griswold Industries) 1,484.44 CLA-VAL PARTS 75944 04/14/2020 CLIMATEC, LLC 678.75 FACILITIES - AC REPAIRS 75945 04/14/2020 ARC 22.50 PLANWELL SUBSCRIPTION MARCH 2020 75946 04/14/2020 Danielle Logsdon 170.70 TRAVEL EXPENSE UTILITY & DISASTER MANAGEMENT CONFERENCE - LOGSDON, D 75947 04/14/2020 Dell Marketing L.P. 15,514.10 IT SUPPORT & IT EQUIPMENT 75948 04/14/2020 Delta Wye Electric, Inc. 3,303.00 J19-37 ELECTRICAL WORK - HIGHLAND PRS 75949 04/14/2020 Dick's Lock & Safe Inc. 2,608.74 INSTALL OF NEW DOOR - OPERATIONS WAREHOUSE 75950 04/14/2020 Doane and Hartwig Water Systems, Inc. 165.14 PRODUCTION - CL2 SYSTEM PARTS 75951 04/14/2020 Enthalpy Analytical, Inc. 1,568.00 WATER QUALITY LAB WORK 75952 04/14/2020 Factory Motor Parts 936.58 VEHICLE MAINTENANCE 75953 04/14/2020 EyeMed 1,408.74 EYE MED - APRIL 2020 For Checks Dated: 03/25/2020 thru 04/14/2020 Yorba Linda Water District Check Register Page 32 of 84 75954 04/14/2020 Firemaster 2,393.03 FIRE EXTINGUISHER SERVICE 75955 04/14/2020 Fullerton Paint & Flooring 1,551.00 PAINT SUPPLIES 75956 04/14/2020 Global Environmental Network, Inc. 1,119.00 BACKHOE TRAINING-OPERATIONS 75957 04/14/2020 Grainger 622.10 PRODUCTION PARTS 75958 04/14/2020 Haaker Equipment Co. 23,425.34 REPAIR PART-UNIT#144, 215, 210 75959 04/14/2020 Harrington Industrial 371.68 CL2 SYSTEM PARTS 75960 04/14/2020 Hayes Automation Inc. 2,351.57 GAS DETECTOR SENSORS 75961 04/14/2020 Hushmand Associates Inc 5,400.00 GEOTECH LAB & OBSERVATION TESTING 75962 04/14/2020 Hydrex Pest Control 193.00 PEST CONTROL 75963 04/14/2020 Infosend Inc. 8,264.97 BILLING & POSTAGE CUSTOMER BILL - FEBRUARY & MARCH 2020 75964 04/14/2020 Inland Group 2,197.11 PARTS FOR UNIT# 197 75965 04/14/2020 Insituform Technologies, LLC 9,488.94 J19-39S 2019 SEWER MAIN CIPP REHABILITATION 75966 04/14/2020 Jackson's Auto Supply - Napa 64.63 MECHANIC SHOP SUPPLIES 75967 04/14/2020 Jeff Jenkins Service Technician 1,778.38 CL2 SYSTEM SERVICE 75968 04/14/2020 Jeremy Smith 271.40 CSTI-EOC MANAGEMENT TRAINING-SMITH, J 75969 04/14/2020 John R Brundahl III 105.00 DISTRUBUTION D4 REIMBURSEMENT-BRUNDAHL, J 75970 04/14/2020 JONATHAN PEREZ 86.50 REIMBURSEMENT FOR CLASS A PERMIT - PEREZ, J 75971 04/14/2020 Kidman Gagen Law 65,983.31 LEGAL SERVICES 75972 04/14/2020 Konica Minolta Business 861.51 COPY CHARGES-C258 & C558 75973 04/14/2020 Liebert Cassidy Whitmore 2,100.00 LEGAL SERVICES - FEBRUARY 2020 75974 04/14/2020 MAGNATROL VALVE CORP 1,457.00 STATIONARY ENGINE PART 75975 04/14/2020 Managed Health Network 166.50 EAP - APRIL 2020 75976 04/14/2020 Marcus Millen 615.96 REGISTRATION LASERFICHE EMPOWER CONFERENCE - MILLEN, M 75977 04/14/2020 Mc Fadden-Dale Hardware 445.01 MECHANIC SHOP EQUIPMENT & SUPPLIES 75978 04/14/2020 Mc Master-Carr Supply Co. 193.24 PRODUCTION PARTS 75979 04/14/2020 MCR Technologies Inc. 1,078.88 SCADA MAINTENANCE 75980 04/14/2020 NatPay Online Business Solutions 27.92 DOCULIVERY - FEBRUARY 2020 75981 04/14/2020 Neopost Inc (Now Called: Quadient) 19.36 OFFICE EXPENSE 75982 04/14/2020 Nexus Office Environments 5,615.36 FACILITIES MAINTENANCE 75983 04/14/2020 Nicholas A. Hollon 320.89 TRAVEL EXPENSE CITYWORKS CONFERENCE - HOLLON, N 75984 04/14/2020 Nickey Kard Lock Inc 4,251.67 FUEL 3/1-3/15 75985 04/14/2020 Office Solutions 1,469.15 OFFICE SUPPLIES 75986 04/14/2020 ONFOOT ENTERPRISES INC (PREMIER AUTO EQUIPMENT)1,400.00 MECHANICS SHOP - VEHICLE LIFT 75987 04/14/2020 Pete's Road Service Inc 135.00 TIRE SERVICE FOR UNIT# 196 75988 04/14/2020 Plumbing And Industrial Supply 776.13 FACILITIES - REPAIR PARTS 75989 04/14/2020 P.T.I. Sand & Gravel, Inc. 2,603.98 ROAD MATERIAL 75990 04/14/2020 Quinn Company 101.89 PARTS FOR HIGHLAND BOOSTER#1 75991 04/14/2020 Resource Computer Solutions 19,706.25 NETWORK/HARWARE CONSULTING SERVICES 75992 04/14/2020 Robertson's 2,300.75 J19-41 CONCRETE FOR FIRE HARDENING & REPAIR SANTIAGO 75993 04/14/2020 Rose Paving LLC 16,197.50 OPERATIONS - CONCRETE REPAIR & SERVICE 75994 04/14/2020 R & S Overhead Doors of So-Cal, Inc 331.00 OPERATIONS - REPAIR WORK 75995 04/14/2020 Safety-Kleen Systems Inc 664.42 HAZARDOUS MATERIAL DISPOSAL 75996 04/14/2020 Safelite Autoglass 502.09 REPAIR FOR UNIT#207 75997 04/14/2020 Shred Confidential, Inc. 63.00 SHRED SERVICE 75998 04/14/2020 So Cal Sandbags Inc. 858.88 ROAD MATERIAL 75999 04/14/2020 Solarwinds Inc. 3,344.00 ANNUAL MAINTENANCE RENEWAL 76000 04/14/2020 Source 1 Environmental 3,570.00 SEWER LINE REPAIR PARTS 76001 04/14/2020 SPECTRUM SPECIALTIES & AWARDS 2,024.62 YLWD PROMOTIONAL ITEMS 76002 04/14/2020 Sunrise Medical Group 170.00 EMPLOYEE MEDICAL PHYSICAL 76003 04/14/2020 T-Mobile 0.90 PHONE CHARGES 76004 04/14/2020 Tony Arambarri 151.11 REGISTRATION LASERFICHE EMPOWER CONFERENCE - ARAMBARRI, T 76005 04/14/2020 Trench Shoring 1,199.60 EQUIPMENT RENTAL 76006 04/14/2020 Underground Service Alert 350.20 NEW TICKET CHARGES & CA STATE FEE 76007 04/14/2020 United Industries 1,021.11 SAFETY EQUIPMENT 76008 04/14/2020 UNUM Life Insurance Co. of America 4,325.55 LIFE, AD&D, STD & LTD-APRIL 2020 76009 04/14/2020 U S Postal Service(Hasler) 3,000.00 POSTAGE EXPENSE 76010 04/14/2020 Utility Systems, Science & Software, Inc. 17,649.00 J19-13 SCADA CAPITAL PROJECT 76011 04/14/2020 United Water Works, Inc. 8,183.22 OPERATIONS WORK MATERIAL 76012 04/14/2020 Westside Building Material 583.80 WAREHOUSE MATERIAL 76013 04/14/2020 YO Fire 7,871.47 OPERATIONS WORK MATERIAL 76014 04/14/2020 City Of Anaheim - Anaheim Public Utilities 32,875.37 ELECTRICITY CHARGES FEBRUARY 2020 - VARIOUS LOCATION W041420 04/14/2020 Southern Calif Gas Co. 505.57 GAS CHARGES - MARCH 2020 - VARIOUS LOCATIONS W033020 03/30/2020 U S Bank 632,991.39 2017A REVENUE BOND INTEREST PAYMENT-APRIL 2020 W032420 03/24/2020 U S Bank 131,193.23 2012A REVENUE BOND INTEREST PAYMENT-APRIL 2020 W041520B 04/15/2020 Switch Ltd 568.00 REMOTE DATA HOSTING CO-LOCATION 1,302,439.66 Page 33 of 84 3/19/2020 PAYROLL #6 - EMPLOYEE DIRECT DEPOSIT 173,106.11 3/19/2020 PAYROLL #6 - PAYROLL TAX PAYMENT 45,139.54 3/19/2020 PAYROLL #6 - CALPERS & TASC 42,815.35 7343 3/19/2020 COLONIAL LIFE & ACCIDENT 112.13 7344 3/19/2020 LINCOLN FINANCIAL GROUP 5,665.00 7345 3/19/2020 NATIONWIDE RETIREMENT SOLUTIONS 14,809.91 7346 3/19/2020 CALIFORNIA STATE DISBURSEMENT UNIT 366.92 7347 3/19/2020 CALIFORNIA STATE DISBURSEMENT UNIT 384.92 7348 3/19/2020 ALLSTATE 1,380.07 7349 3/19/2020 MIDLAND LIFE INSURANCE 200.00 7350 3/19/2020 RELIANCE DI 66.61 7351 3/19/2020 AMERITAS 1,944.68 285,991.24 Payroll Checks #6 Page 34 of 84 Vendor Name Amount Description Southwest Airlines 332.30 TRAVEL EXPENSE GFOA CONFERENCE - TALARICO, P Light Bulbs Etc 255.37 SUPPLIES - FACILITIES IN-N-OUT RESTAURANTS 68.80 OPERATING EXPENSE - MAIN BREAK OT MEALS Embassy Suites Hotels 492.08 TRAVEL EXPENSE EOC TRAINING-SMITH, J Calif Water Environ Assn (CWEA)192.00 MEMBERSHIP RENEWAL-CULLAR, R Amazon.com 1,045.09 (3) RIPSAW NOZZLES - PARTS FOR UNIT#215 Orange County Business Council 950.00 REGISTRATION OCBC LEGISLATION-TALARICO, P Amazon.com 10.86 OFFICE SUPPLIES Long Beach Convention Center 15.00 TRAVEL EXPENSE LASERFICHE CONFERENCE-MILLEN CLAY SMITH ENGINEERING 1,019.58 PARTS FOR UNIT#204 Fairway Ford Sales, Inc.94.32 PARTS FOR UNIT#204 EasyKeys.com 155.77 SUPPLIES - FACILITIES Nexus Office Environments 737.00 ROOF REPAIR BUILDING 2 Sprout Social 84.15 SOCIAL MEDIA SCHEDULING California Pizza Kitchen 18.18 TRAVEL EXPENSE LASERFICHE CONFERENCE-MILLEN Long Beach Convention Center 15.00 TRAVEL EXPENSE LASERFICHE CONFERENCE-MILLEN Lamp Post Pizza 87.53 BACKHOE TRAINING SUPPLIES Smart & Final 195.45 SUPPLIES-DISTRICT WATER INFRASTRUCTURE TOUR 2/22/20 Starbucks Store 17.95 BACKHOE TRAINING SUPPLIES Home Depot 82.30 ELECTRICAL SUPPLIES Kristy's Donuts 27.65 SAFETY MEETING SUPPLIES Michaels Arts & Crafts, Brea #2111 25.84 SUPPLIES-DISTRICT WATER INFRASTRUCTURE TOUR 2/22/20 Tlaquepaque Restaurant 165.55 LUNCH MEETING - 8 (ATTENDED) Brown And Caldwell 200.00 ASSISTANT ENGINEER I JOB ADVERTISEMENT Long Beach Convention Center 15.00 TRAVEL EXPENSE LASERFICHE CONFERENCE-MILLEN US POSTAL SERVICE (USPS)58.05 OFFICE EXPENSE Alonti Cafe & Catering 128.60 EMPLOYEE SUPPLIES - EMERGENCY TTX WORKSHOP TAHOE JOES 37.16 TRAVEL EXPENSE EOC TRAINING-SMITH, J KONA CLEANERS 67.05 EMERGENCY QUARTERS MAINENANCE CROWN CLEANERS 20.00 EMERGENCY QUARTERS MAINENANCE RIB LINE BBQ AND GRILL 38.28 TRAVEL EXPENSE EOC TRAINING-SMITH, J EL TIZON 11.58 TRAVEL EXPENSE EOC TRAINING-SMITH, J STARLIFE CLEANERS 20.00 SUPPLIES-DISTRICT WATER INFRASTRUCTURE TOUR 2/22/20 Orange County Water Assn.30.00 OCWA LUNCHEON-MILLER, W CALIFORNIA RETROFIT INC 41.86 SUPPLIES - OPERATIONS Mc Master-Carr Supply Co.173.32 PARTS FOR UNIT#215 Home Depot 16.45 IRRIGATION PARTS Smart & Final 57.86 SUPPLIES-DISTRICT WATER INFRASTRUCTURE TOUR 2/22/20 Amazon.com 107.66 SUPPLIES-DISTRICT WATER INFRASTRUCTURE TOUR 2/22/20 Costco 100.74 SUPPLIES-DISTRICT WATER INFRASTRUCTURE TOUR 2/22/20 Home Depot 36.11 SUPPLIES - OPERATIONS Taco Bell 6.97 TRAVEL EXPENSE UWI CONFERENCE-NEDERHOOD, A Factory Motor Parts 102.82 PARTS FOR UNIT#204 Fitness Grill 89.59 LUNCH MEETING-4 ATTENDEES STATION DONUT 34.50 MEETING SUPPLIES SPLASH CAFE 19.74 TRAVEL EXPENSE EOC TRAINING-SMITH, J Sprouts 20.97 SUPPLIES-DISTRICT WATER INFRASTRUCTURE TOUR 2/22/20 CD PARKING LOT 12.00 TRAVE EXPENSE-MEETING WITH LEGAL PFAS-DECRISCIO, J Amazon.com 70.35 SERVICE RECOGNITION XPRESS SHUTTLE 201.14 CANCELED FLIGHT ACWA DC CONFERENCE - MARCANTONIO, M Adobe 52.99 ADOBE CREATIVE CLOUD - TALARICO, P Hilton Hotels 194.11 TRAVEL EXPENSE UWI SPRING CONFERENCE-NEDERHOOD, A Hilton Hotels 230.11 TRAVEL EXPENSE UWI SPRING CONFERENCE-JONES, B Dunkin Donuts 97.88 SUPPLIES-DISTRICT WATER INFRASTRUCTURE TOUR 2/22/20 XPRESS SHUTTLE (201.14) TRAVEL EXPENSE ACWA DC CONFERENCE - MARCANTONIO, M Amazon.com 8.69 SERVICE RECOGNITION 14-Apr-20 Cal Card Credit Card U S Bank Page 35 of 84 Hyatt Regency Hotels 24.00 TRAVEL EXPENSE UTILITY MGMT CONFERENCE-QUINTERO, F North American Recycling and Crushing, LLC 180.00 DISPOSAL OF ROAD MATERIAL - OPERATIONS North American Recycling and Crushing, LLC 180.00 DISPOSAL OF ROAD MATERIAL - OPERATIONS Staples 49.30 OFFICE SUPPLIES Ferguson Enterprise Inc 32.24 SUPPLIES - OPERATIONS Fixed Income Academy 300.00 BOND ACADEMY REGISTRATION-YOUNG, K Amazon.com 21.70 SERVICE RECOGNITION COUNTY OF ORANGE RECORDER 5.00 OFFICIALLY RECORDED EASEMENT CONTRACTOR RESOURSE 174.38 (10) 2019 TRAFFIC CONTROL HANDBOOKS Factory Motor Parts 18.83 VEHICLE MAINTENANCE BUILDER'S BOOK INC 43.15 CALIFORNIA/OSHA SAFETY BOOK BBQ Galore 1,997.47 TEAM BUILDING SUPPLIES Orange County Business Council 285.00 ELECTION DAY LUNCH TICKET-(3 ATTENDED) Southwest Airlines 242.97 TRAVEL EXPENSE OCBC LEGISLATION - TALARICO, P STEM INC 20.00 BACKUP POWER INCENTIVES SEMINAR-JONES, B STEM INC 20.00 BACKUP POWER INCENTIVES SEMINAR-NEDERHOOD, A Dick's Lock & Safe Inc.95.00 DOOR REPAIR ON TRAINING ROOM R.E. Michel Company, LLC 163.74 A/C PARTS Amazon.com 21.85 OFFICE SUPPLIES Amazon.com 36.89 OFFICE SUPPLIES EXECUTIVE SUMMITS 208.95 REGISTRATION WOMEN'S LEADERSHIP SUMMIT - LIM, V EXECUTIVE SUMMITS 208.95 REGISTRATION WOMEN'S LEADERSHIP SUMMIT - KNIGHT, GINA Amazon.com 32.96 OFFICE SUPPLIES Amazon.com 54.36 SERVICE RECOGNITION Amazon.com 31.67 SUPPLIES - OPERATIONS Home Depot 49.50 CLEANING SUPPLIES Home Depot 21.27 LANDSCAPE REPAIR Jersey Mike's 24.88 LUNCH MEETING-MARCANTONIO,BARBRE,HALL Orange County Water Assn.30.00 OCWA TECHNICAL PRESENTATION-WESTON, R Orange County Water Assn.30.00 OCWA LUNCHEON-NEDERHOOD, A Orange County Water Assn.30.00 OCWA LUNCHEON-JONES, B Reel Lumber Service 145.30 SUPPLIES - OPERATIONS Home Depot 42.10 SUPPLIES - OPERATIONS Amazon.com 29.23 MEETING SUPPLIES Orange County Water Assn.45.00 OCWA LUNCHEON-HAWKINS, P GSE 76 17.05 OPERATING EXPENSE - MAIN BREAK OT MEALS Schorr Metals, Inc.406.13 WELDING MATERIAL-EMERGENCY EQUIP Amazon.com 63.34 SUPPLIES - OPERATIONS Home Depot 37.64 PRODUCTION REPAIR PARTS Home Depot 109.16 TOOLS FOR TRUCK #223 Village Nurseries 111.20 LANDSCAPE REPAIR Amazon.com 32.57 OPEN HOUSE SUPPLIES Amazon.com 477.41 TEAM BUILDING SUPPLIES Amazon.com 160.92 TEAM BUILDING SUPPLIES Mc Fadden-Dale Hardware 107.64 MECHANIC SHOP SUPPLIES The Flame Broiler 20.73 LUNCH MEETING PFAS PLANT-(2 ATTENDED) Amazon.com 54.36 SERVICE RECOGNITION SCIE ARMA 20.00 SCIE-ARMA MARCH MEETING-MILLEN Schorr Metals, Inc.279.93 SUPPLIES - FACILITIES KENNYS DONUTS 36.35 MEETING SUPPLIES Doringer Cold Saws, Inc.317.86 MECHANIC SHOP SUPPLIES Amazon.com 326.20 OPEN HOUSE SUPPLIES Costco 31.26 SUPPLIES-RETIREMENT LUNCHEON Smart & Final 159.10 SUPPLIES - RETIREMENT LUNCHEON Amazon.com 6.08 OFFICE SUPPLIES Amazon.com 151.96 OFFICE SUPPLIES North American Recycling and Crushing, LLC 180.00 DISPOSAL OF ROAD MATERIAL - OPERATIONS North American Recycling and Crushing, LLC 180.00 DISPOSAL OF ROAD MATERIAL - OPERATIONS Amazon.com 393.39 OFFICE SUPPLIES AWWA 875.00 REGISTRATION AWWA CONFERENCE-WESTON, R Costco 392.35 SAFETY MEETING SUPPLIES Page 36 of 84 Stater Bros. Markets 73.30 SAFETY MEETING SUPPLIES Costco 259.72 MEETING SUPPLIES Sunstate Equipment Co 32.33 PROPANE REFILL - OPERATIONS Smart & Final 93.58 SAFETY MEETING SUPPLIES CROSS COMPANY 29.78 M22 ADAPTER FOR PRODUCTION VONS 15.16 SUPPLIES FOR ALL HANDS MEETING Dropbox Inc.119.88 ANNUAL SUBSCRIPTION BC Wire Rope & Rigging 902.95 SUPPLIES - OPERATIONS Costco 258.58 SUPPLIES - FACILITIES Fleet Services, Inc 73.74 REPAIR PARTS UNIT#197 HABIT BURGER GRILL 18.47 VOLUNTEER/HISTORIC RESEARCH LUNCH-KNIGHT, G Time Warner Cable 1,063.35 FEBRUARY 2020 INTERNET & DISTRICT TV SERVICES - VARIOUS LOCATIONS Republic Services #676 581.96 DISPOSAL SERVICE Time Warner Cable 2,670.75 JANUARY 2020 INTERNET & DISTRICT TV SERVICES - VARIOUS LOCATIONS TRUSTED TRANSLATIONS 866.80 J19-08 - SB 998 TRANSLATION FEE Home Depot 667.69 SUPPLIES - OPERATIONS 25,759.57 Page 37 of 84 ITEM NO. 8.5. AGENDA REPORT MEETING DATE:April 14, 2020 TO:Board of Directors FROM:Brett R. Barbre, Assistant General Manager STAFF CONTACTS:Rosanne P. Weston, Engineering Manager Ricardo Hipolito Jr., Assistant Engineer II SUBJECT:Terms and Conditions for Sewer Service with El-Yorba Linda, LLC for Tentative Tract Map 17784, Job No. 201947S RECOMMENDATION: That the Board of Directors approve the Terms and Conditions for Sewer Service with El- Yorba Linda, LLC for Tentative Tract Map 17784, Job No. 201947S. SUMMARY: The Developer, El-Yorba Linda, LLC is planning to develop the property located on a 4.92 acre parcel of land at the southeast corner of Mariposa Avenue and Lakeview Avenue. The applicant is planning to construct a senior living community care apartment facility for the elderly, within the City of Yorba Linda. Staff has advised the applicant that in order to provide sewer service to their development, applicant will be required to build a new sewer main in Lakeview Avenue to connect to the District's sewer. An exhibit depicting the location of the project is attached. BACKGROUND: The proposed project is located within Drainage Area "2" of the District's Sewer Service Area. The District has an existing 10-inch sewer main at Lakeview Avenue and Timberlane Drive, that is adequate in size to serve the project. Approximately 900 feet of 8-inch sewer pipe will need to be constructed from the applicant's property to the existing sewer at Lakeview Avenue and Timberlane Drive. The applicant will be required to construct approximately 230 linear feet of 8-inch public sewer main from the applicant's property at Mariposa Avenue and Lakeview Avenue in a northerly direction towards Timberlane Drive. The applicant will also be required to construct three (3) manholes within the public right-of-way in Lakeview Avenue. The applicant's sewer facilities onsite will be privately owned and maintained. Page 38 of 84 Under the Capital Improvement Plan Program, the District will construct the remaining 670 feet of 8-inch sewer from the applicant's terminal manhole in Lakeview Avenue to the point of connection at Lakeview and Timberlane. The Terms and Conditions for Sewer Service with El-Yorba Linda, LLC for Tentative Tract Map 17748 are attached for the Board's Consideration. PRIOR RELEVANT BOARD ACTION: The Board of Directors previously approved the Terms and Conditions for Water Service with El-Yorba Linda, LLC on December 10, 2019 and previously agreed to construct a portion of the sewer main in Lakeview Avenue ATTACHMENTS: 1.Terms and Conditions 2.Exhibit Page 39 of 84 Date: April 14, 2020 YORBA LINDA WATER DISTRICT TERMS AND CONDITIONS FOR SEWER SERVICE NAME OF APPLICANT: EI-Yorba Linda, LLC; Lakeview Senior Living Apartments LOCATION OF PROJECT: 18222 Mariposa Avenue, Yorba Linda TRACT NUMBER: 17784 JOB NUMBER: 201947S LOT(S): 1 The applicant will be required to complete to the satisfaction of the District the following items that have an “X” following the number. 1) ☒ The applicant shall provide the District with a copy of the Grant Deed or Title Report of the property to be served. 2) ☒ The applicant shall include information deemed necessary by the District in the event the applicant is required to file a Department of Real Estate Tax Disclosure statement. 3) ☒ The applicant shall submit two (2) sets of the improvement plans to the District for plan check processing. a) Improvement Plans b) Grading Plans c) Tract, Parcel or Vesting Map d) Landscaping Plans 4) ☒ Improvement Plans submitted for plan check shall comply with the submittal requirements established by the YLWD Engineering Department. 5) ☒ The applicant shall dedicate or obtain all easements deemed necessary by the District in accordance with the Rules and Regulations of the District. All easement documents shall be prepared under the supervision of and stamped by a Professional Land Surveyor or a Registered Civil Engineer (licensed prior to January 1, 1982) licensed to practice in the State of California. 6) ☒ The applicant shall provide the District with a copy of the Recorded Tract/Parcel Map(s) or Easement Documents illustrating all District easements required by Term and Condition No. 7, prior to requesting occupancy releases. 7) ☒ The applicant shall prepare and process all easements to be quitclaimed by the District in accordance with the Rules and Regulations of the District. Page 40 of 84 Page 2 of 6 NAME OF APPLICANT: EI-Yorba Linda, LLC; Lakeview Senior Living Apartments LOCATION OF PROJECT: 18222 Mariposa Avenue, Yorba Linda 8) ☒ The applicant shall furnish the District with a 24-hour emergency telephone number prior to the District’s approval of the construction plans. 9) ☒ The applicant shall notify the District 48 hours prior to initiating any work related to required or proposed improvements. 10) ☒ The applicant shall complete a Temporary Construction Meter Permit application for all water to be used in construction work and all water used under such permit shall be taken from the approved construction meter. 11) ☒ The applicant shall provide, per the District specifications, the "As Built" AutoCAD file (version 2016 or earlier) of the Water and/or Sewer facilities. 12) ☐ The applicant shall complete an Application to and Agreement with the Yorba Linda Water District for Water Service. 13) ☐ The applicant shall pay all of the water fees as required by the Rules and Regulations for Water Service of the District. 14) ☐ The applicant shall pay meter fees associated with the installation of radio read meters for this project. 15) ☐ The applicant shall comply with the Rules and Regulations for Water Service of the Yorba Linda Water District. 16) ☐ The applicant shall provide the District with a set of plans stamped and approved by the Orange County Fire Authority, or fire agency having jurisdiction, that identifies approved fire hydrant locations. Such approved plan must be submitted to the District before staff will initiate a District plan check for water improvements. 17) ☐ The applicant shall have all water facilities designed in accordance with the District's Water Facilities Plan and the Standard Specifications and Drawings for Construction of Domestic Water and Sewer Facilities. All design plans shall be prepared under the supervision of and stamped by a Registered Civil Engineer licensed to practice in the State of California. 18) ☐ The applicant’s engineer shall provide a computer hydraulic analysis report to confirm that the District’s existing water system can accommodate the project. 19) ☐ The applicant’s future water facilities, shall be conveyed to the District as indicated on applicant’s future Water Improvement Plans approved by the District. Page 41 of 84 Page 3 of 6 NAME OF APPLICANT: EI-Yorba Linda, LLC; Lakeview Senior Living Apartments LOCATION OF PROJECT: 18222 Mariposa Avenue, Yorba Linda 20) ☐ The applicant shall be required to conduct flow tests at their cost in the event the Orange County Fire Authority requires a flow test, and provide an approved copy to the District. A District representative shall be present to witness the flow test. 21) ☐ The applicant shall comply with all additional District requirements, relative to the fire protection system, fire hydrant construction and fire hydrant locations. 22) ☐ The applicant shall install water Sampling Station(s) in conformance with the District’s Standard Specifications and Drawings for Construction of Domestic Water and Sewer Facilities. 23) ☐ The applicant shall provide a completed Surety Bond for the water facilities prior to the District signing the Water Improvement Plans. The applicant shall also provide to the District an estimate of the construction costs of the proposed water facilities. 24) ☐ The applicant shall install the curb and gutters a minimum of one week prior to the installation of the water main and services. 25) ☐ All existing water services that are not useable in the new plan shall be cut and plugged at the main line. 26) ☐ The applicant shall coordinate through the District all connections of new water facilities to the existing District facilities. 27) ☐ The applicant shall provide a written copy of the Bacteriological Report prior to occupancy releases certifying that the water meets the Health Department's requirements. 28) ☐ The applicant shall adjust and raise to grade all valve covers within the limits of this project. 29) ☐ The applicant shall install a pressure regulator in all buildings that have over 80 p.s.i. static water pressure in accordance with the appropriate building codes. 30) ☐ The applicant shall install a District approved backflow device in connection with any private fire suppression sprinkler facilities that may be required by the Orange County Fire Authority or fire agency having jurisdiction. 31) ☐ The applicant shall install a reduced pressure principle backflow prevention device on all commercial buildings and landscape services. Page 42 of 84 Page 4 of 6 NAME OF APPLICANT: EI-Yorba Linda, LLC; Lakeview Senior Living Apartments LOCATION OF PROJECT: 18222 Mariposa Avenue, Yorba Linda 32) ☐ The applicant shall install and provide a written test report to the District for each backflow device certifying that the backflow devices are operating properly. 33) ☐ The applicant shall install and provide a written test report to the District certifying that the double check detector assembly is operating properly prior to the double check detector assembly being turned on for service. 34) ☐ The applicant shall provide an annual written test report to the District certifying that the backflow devices and fire detector assemblies are operating properly pursuant to the District’s Backflow Prevention Program and the State of California Administrative Code, Title 17, Public Health Rules and Regulations Relating to Cross-Connections. 35) ☒ For Sewer Service, refer to Project Specific Terms and Conditions. 36) ☒ The applicant shall complete an Application to and Agreement with the Yorba Linda Water District for Sanitary Sewer Service. 37) ☒ The applicant shall comply with the Rules and Regulations for Sewer Service of the Yorba Linda Water District. 38) ☒ The applicant shall pay all of the sewer fees as required by the Rules and Regulations for Sewer Service of the District. 39) ☒ The applicant shall have all sewer facilities designed in accordance with the District's Sewer Master Plan and the Standard Specifications and Drawings for Construction of Domestic Water and Sewer Facilities. All design plans shall be prepared under the supervision of and stamped by a Registered Civil Engineer licensed to practice in the State of California. 40) ☒ The applicant’s engineer shall provide sewer flow calculations to confirm that the District’s existing sewer system can accommodate the peak wastewater generation from the project. 41) ☒ The applicant shall provide a completed Surety Bond for the sewer facilities prior to the District signing the Sewer Improvement Plans. The applicant shall also provide to the District an estimate of the construction costs of the proposed sewer facilities. 42) ☒ The applicant’s sewer facilities (on-site) shall be Privately owned and maintained. 43) ☒ The applicant shall construct a sewer main and appurtenances in conformance with the approved plans and the District’s Standard Specifications and Drawings for Construction of Domestic Water and Sewer Facilities. Page 43 of 84 Page 5 of 6 NAME OF APPLICANT: EI-Yorba Linda, LLC; Lakeview Senior Living Apartments LOCATION OF PROJECT: 18222 Mariposa Avenue, Yorba Linda 44) ☒ The applicant shall adjust and raise to grade all sewer manhole covers within the limits of this project. 45) ☒ The applicant shall install a sewer backflow prevention valve on all sewer service connections in which the pad elevations of the property being served is lower than the rim elevation of the upstream manhole. Installation of the backflow device shall comply with all requirements of the Building and Plumbing Codes of the appropriate agency having jurisdiction. 46) ☒ The applicant shall submit a video inspection report of their sewer project in DVD format. The video of the sewer facilities shall be conducted in the presence of the District inspector, which will include stationing locations of manholes, cleanouts, wyes, laterals, backflow devices and appurtenances. (END OF STANDARD TERMS AND CONDITIONS) PROJECT SPECIFIC TERMS AND CONDITIONS The applicant shall comply with all of the Project Specific Terms and Conditions to the satisfaction of the District: 1) The applicant shall construct approximately 230 linear feet of 8-inch public sewer main with three manholes, per approved plans and District Specifications for construction of Domestic Water and Sewer facilities. I hereby certify that the foregoing Terms and Conditions were approved at the April 14, 2020 Regular Meeting of the Board of Directors of the Yorba Linda Water District. The approved Terms and Conditions shall become void six (6) months from the approval date if a formal Water Service Agreement between Yorba Linda Water District and the applicant is not executed for the project under consideration. Approved by: Brett R. Barbre Assistant General Manager Yorba Linda Water District Reviewed by: Rosanne P. Weston, PMP Engineering Manager Page 44 of 84 � y EXIST.10" SEWER MAIN S EXIST. MANHOLE EXIST.10" _ TIAIBERLANEDf' . SEWER MAIN J — � i t 6000 6006 i i r SHL i SII � I P T ,r, SITE � I � 6032 ! � PROPOSED YLWD SEWER sHL — (APPROX.670 L.F.) !— — SHL 6050 �rr YLWD SEWER PROJECT "------ DEVELOPER PROJECT PROP. MANHOLE VICINITY MAP PROPOSED PUBLIC OFFSITE SEWER N.T.S. PROP. (APPROX.230 L.F.)BY DEVELOPER MANHOLE . MARIPOSA AVE. PROP. MANHOLE J� o fit~ F Q ma a.i V•1 PROP.PRIVATE ONSITE SEWER o r oa�:y pia i 4 l_ m �� ' y 4 / � y/ ! pRpHpRo U LOCATION MAP i PREPARED BY: EXHIBIT SCALE: N.T.S. YORBA LINDA WATER DISTRICT SEWER SERVICE DATE: 1717 E. MIRALOMA AVENUE FOR 04-14-2020 EL-YORBA LINDA, LLC FILENAME: PLACENTIA, CALIFORNIA 92870 LAKEVIEW SENIOR LIVING (714)701-3000 J-201947S P&AC 1E J04 ITEM NO. 8.6. AGENDA REPORT MEETING DATE:April 14, 2020 TO:Board of Directors FROM:Brett R. Barbre, Assistant General Manager STAFF CONTACTS:Rosanne Weston, Engineering Manager Danielle Logsdon, Senior Engineer SUBJECT:Task Order for Wastewater Master Plan RECOMMENDATION: That the Board of Directors approve a Task Order for the Wastewater Master Plan to Psomas under the Professional Services Agreement for On-Call Professional Engineering Services awarded on January 14, 2020. SUMMARY: The District's current wastewater master plan is ten years old and is missing a significant portion (50%) of the District's wastewater system on the east side that was acquired from the City of Yorba Linda. The wastewater master plan needs to be updated in order to plan for future development, including the future connection of parcels that have septic systems, to identify and resolve any deficiencies that may exist in the wastewater system, and to comply with state and federal regulatory requirements. Staff estimates that approximately 15% of the project costs will occur in FY20 and the remaining will occur in FY21. FISCAL IMPACT: Budgeted: Yes Total Budget: $360,360 Cost Estimate: $360,360 Job No: 2020-16S BACKGROUND: On January 14, 2020, the Board of Directors authorized the General Manager to execute five Professional Services Agreements for Professional Engineering Services with Krieger & Stewart, Inc., Carollo Engineers, Inc., Tetra Tech, Psomas and AECOM for an initial period of Page 46 of 84 three (3) years and with a cumulative total not to exceed $1,500,000. Staff has identified Psomas to have the most experience and knowledge of the District's wastewater system. They also played a significant role in preparing the District's previous master plan. Staff prepared the attached Wastewater Master Plan Task Proposal Request, and Psomas submitted a comprehensive task proposal that complies with the District's request. The project will take approximately 10 months to complete and the total cost will be a not-to-exceed amount of $360,360. PRIOR RELEVANT BOARD ACTION: Board of Directors authorized Professional Services Agreement with Psomas during the Regular Board Meeting on January 14, 2020. STRATEGIC PLAN INITIATIVE: G1 2B - Evaluate feasibility of providing additional wastewater services within the region; SR G1 4B Address infrastructure needs by updating/implementing the Capital Improvement Plan; and SR G3 2B Address the District's future infrastructure needs. ATTACHMENTS: 1.Wastewater Master Plan Task Proposal Request Page 47 of 84 Task Proposal Request – YLWD On-Call Professional Engineering Services Page 1 of 2 Wastewater Master Plan TASK PROPOSAL REQUEST FOR WASTEWATER MASTER PLAN ON-CALL PROFESSIONAL ENGINEERING SERVICES YORBA LINDA WATER DISTRICT February 5, 2020 1. INTRODUCTION Pursuant to the Professional Services Agreement for On-Call Professional Engineering Services executed between the Yorba Linda Water District (District) and Consultant on January 21, 2020, please provide a Task Proposal for the Wastewater Master Plan by February 12, 2020 based on the scope stated below. 2. SCOPE OF WORK The District’s Wastewater Master Plan was last updated in 2010. Since that time, the District has acquired the City of Yorba Linda’s collection system on the east end of the City and there has been new development in the District’s service area. There are approximately 266 miles of sewer pipelines, 6,100 manholes, and one lift station that are owned and maintained by the District. Wastewater collected within the District’s service area gravity flows to Orange County Sani tation District (OCSD) trunk sewers and ultimately, to OCSD’s treatment plants. The District has the wastewater collection system mapped in a Geographic Information System (GIS) geodatabase and pdfs of as-built sewer pipelines. The District’s maintenance department utilizes Cityworks and Wincan to track asset data (e.g. pipe material, age, historical data, CCTV). All data will be made available to Consultant for development of the Wastewater Master Plan, as requested. Within the District’s service area, there are approximately 600 homes on septic systems. The State of California has been more stringent in the City of Yorba Linda the past few years and is requiring more homeowners to move off of septic systems than what the current codes and regulations state. In order to provide better service to the community, the District is moving forward with a Community Facilities District Program to assist parcel owners in transitioning from septic systems to the District’s sewer system. During Phase One of this project, Consultant shall develop, implement, contract and manage a temporary flow monitoring program to determine the capacity of the sewer system and identify sewer system deficiencies. Consultant shall determine the ideal locations and receive final approval on those locations from the District. Phase Two of this project shall include an update of the 2010 Wastewater Master Plan. Consultant shall not proceed on Phase Two until authorized by the District. The Wastewater Master Plan shall include recommendations regarding the District’s current and future wastewater collection system for upsizing, repair, replacement, rehabilitation, and new construction. Consultant shall review the cities’ most current General Plans for future development, full-build out, and that all parcels that utilize septic systems are transitioned to the District’s sewer system. Page 48 of 84 Task Proposal Request – YLWD On-Call Professional Engineering Services Page 2 of 2 Wastewater Master Plan Project Management The Consultant shall be responsible for overall project management, including but not limited to the following:  Schedule and facilitate project kickoff meeting and progress meetings with District staff. Progress meetings shall be held to discuss and review findings at decision-making junctures. Meeting agendas and minutes shall be prepared by the Consultant.  Provide and maintain the project schedule, including deliverable dates, decision-making milestones, and progress meeting dates. Revised schedules shall include reason for schedule changes.  Optimize workflow assignments to ensure successful project delivery.  Manage sub-Consultants, if applicable.  Monitor work progress and keep the District informed. 3. GENERAL INSTRUCTIONS a. Include project approach, schedule, and cost. Time is of the essence for Phase One of this project. Consultant shall provide a Task Proposal in a timely manner and include a reasonable schedule for the flow monitoring and for Phase Two for the preparation of the Wastewater Master Plan. b. Identify the Consultant’s Project Manager for this Project, and key personnel by name, title, role, company, and work office location. c. If the Consultant chooses to contract with Sub-Consultants other than those originally proposed, provide Sub-Consultant qualifications for approval by the District. d. Email a digital copy of the Task Proposal to Danielle Logsdon at dlogsdon@ylwd.com no later than February 12, 2020. e. Consultants shall not proceed with the Task until the District issues a Task Order. f. The District reserves the right to negotiate the schedule and t otal cost for each Task Order with the Consultant. g. Any questions regarding the On-Call Professional Services Agreement shall be directed to Divya Agrawalla at dagrawalla@ylwd.com. Enclosures: Cost Proposal Template Consultant Personnel and Sub-Consultants List Template 2018 Wastewater System Map 2010 Sewer Master Plan Update Page 49 of 84 YLWD On-Call Professional Engineering Services Page 1 of 1 Exhibit B – Consultant Cost Proposal Template January 20, 2020 EXHIBIT B CONSULTANT COST PROPOSAL TEMPLATE REQUIRED FORMAT* Name of Consultant: Address of Consultant: Date: BILLABLE HOURLY RATES Position Billable Hourly Rate Total Hours Total Cost x = x = x = x = x = Subtotal = REIMBURSABLE EXPENSES** Category Billable Rate Quantity Total Cost x = x = x = x = Subtotal = TOTAL = Annual Increase Percentage = * Use the same format for sub-consultant costs. Include proposed markups. ** Reimbursable expenses include, but are not limited to: copying, printing, postage, local mileage, out of town travel and living expenses, and courier expenses. List all categories of reimbursable expenses for which Consultant will expect compensation. Categories of expenses not listed shall not be reimbursed separately and shall be considered to be included in Consultant's personnel billable hourly rates. Listed expenses incurred by Consultant from outside vendors such as printers or courier services will be reimbursed at cost. Detailed documentation (vendor invoices) must be supplied for an outside expense to be eligible for reimbursement. Expenses incurred by Consultant from in-house operations, such as in-house printing, copying, etc., will be reimbursed at the rates listed herein. Provide detailed unit prices for all in- house expenses for which Consultant will expect compensation. Vehicle mileage in connection with the performance of the Services will be reimbursed at the rate currently allowable under IRS rules for passenger vehicles, and at rates listed for specialty vehicles, such as survey trucks. Page 50 of 84 YLWD On-Call Professional Engineering Services Page 1 of 1 Exhibit C – Consultant Personnel and Sub-Consultant List Template January 20, 2020 EXHIBIT C CONSULTANT PERSONNEL AND SUB-CONSULTANT LIST TEMPLATE Name Company Name Email and Phone Number Position/ Title Responsibility on Project Page 51 of 84 "=)"=)£¤91£¤142£¤90£¤241£¤91la Palma AveRose Dr S Weir Canyon Rd S Lakeview AveSanta Ana Canyon RdS Imperial HwyYorba Linda BlvdYorba Linda Blvd2018 ASSET MANAGEMENT PLAN UPDATE | YORBA LINDA WATER DISTRICT Figure 2.4 Wastewater System MapLast Revised: March 27, 2018 O00.650.325MilesLegend Gravity MainForce Main"=)Lift StationSewer System BoundaryHighwayPrincipal ArterialMajor ArterialRailroadPage 52 of 84 ITEM NO. 9.1. AGENDA REPORT MEETING DATE:April 14, 2020 TO:Board of Directors FROM:Brett R. Barbre, Assistant General Manager STAFF CONTACTS:Rosanne Weston, Engineering Manager SUBJECT:PFAS Treatment Facilities and Program Agreement RECOMMENDATION: That the Board of Directors consider directing the General Manager and General Counsel to execute, in its substantial form, the PFAS Treatment Facilities and Program Agreement among the Orange County Water District (OCWD), Yorba Linda Water District, and other Groundwater Producers. SUMMARY: Together with other Groundwater Producers, the District negotiated the PFAS Treatment Facilities and Program Agreement with OCWD (Agreement). With funding from OCWD, the program (Program) memorialized in this Agreement will enable the District to design, construct, and operate treatment facilities to treat perfluorooctanoic acid (PFOA) and perfluorooctane sulfonate (PFOS), two types of per- and polyfluoroalkyl substances (PFAS). Once these treatment facilities are in operation, the District will be able to utilize its eleven (11) groundwater wells for drinking water and reduce its reliance on imported water, which is significantly more expensive than groundwater. BACKGROUND: OCWD and certain member Producers in the Orange County Basin intend to facilitate treatment of Basin groundwater impacted by PFAS (not just PFOS and PFOA). OCWD will coordinate and fund planning, design, and construction costs of treatment facilities for PFOS and PFOA in the Basin subject to the provisions of this Agreement. OCWD will also fund a portion of the operation and maintenance costs of these facilities. In exchange for OCWD's management of, and funding for, this Program, each Producer will, among other obligations, (1) indemnify OCWD from any claims or damages that may be asserted by a third party arising out of the District’s negligent performance or implementation Page 53 of 84 of this Agreement , and (2) release OCWD from any liability related to PFAS (not just PFOS and PFOA) in the Basin before, during or after treatment. ATTACHMENTS: 1.Agreement Page 54 of 84 PFAS TREATMENT FACILITIES AND PROGRAM AGREEMENT This PFAS TREATMENT FACILITIES AGREEMENT (the "Agreement") is effective on the date identified in Section _______("Effective Date") of the Agreement, and is between the ORANGE COUNTY WATER DISTRICT, a special governmental district organized and existing pursuant to the Orange County Water District Act, Chapter 924, Statutes of 1933, as amended ("OCWD") on the one hand, and the Cities of Anaheim, Fullerton, Garden Grove, Orange, Santa Ana and Tustin; and the East Orange County Water District, Irvine Ranch Water District, Serrano Water District, Yorba Linda Water District, and Golden State Water Company (each a “Producer,” and collectively "Producers" ) on the other. OCWD and the Producers are each a "Party" and collectively "Parties" to this Agreement. A. OCWD manages the Orange County Groundwater Basin ("Basin") in northern and central Orange County in order to support a variety of beneficial uses, including potable and non- potable water supply. Much of the potable water supply currently used within northern and central Orange County is pumped groundwater for use by persons and Producers 1 within OCWD’s service area. Section 2, subdivision 6 (j.) of the Orange County Water District Act (“OCWD Act”) authorizes OCWD to “transport, reclaim, purify, treat, inject, extract, or otherwise manage and control water for the beneficial use of persons or property within the district and to improve and protect the quality of the groundwater supplies within the district.” Inasmuch as Orange County is located in a semi-arid area, it is essential that all reasonable efforts be put forth by OCWD, in cooperation with the Producers, to protect the quality and quantity of groundwater supplies within OCWD’s boundaries. B. A group of man-made substances known as per- and polyfluoroalkyl substances ("PFAS") has been used in numerous consumer and industrial products since the 1940s. Recent testing in the Basin has revealed that as of the Effective Date, at least eleven producers and at least 71 groundwater wells that are sources of drinking water in the Basin are impacted by PFAS. C. Producers are governmental agencies (or a regulated public utility) that operate public water systems for the purpose of delivering potable water. They obtain a portion of their water supply by pumping groundwater from Water Producing Facilities within the Basin. D. In July 2018, the State of California Division of Drinking Water ("DDW") established a Response Level ("RL") of 70 parts per trillion ("ppt") for perfluorooctanoic acid ("PFOA") and 70 ppt perfluorooctane sulfonate ("PFOS"), two types of PFAS. In February 2020, DDW established revised RLs of 10 parts ppt for PFOA and 40 ppt for PFOS. Assembly Bill 756, codified at Health and Safety Code Section 116378, and effective January 1, 2020, requires that community water systems, including Producers, either notify their customers of PFAS detections 1 “Producers,” for purposes of this Agreement, means public agencies (or a regulated public utility) that extract groundwater from the Basin via “Water Producing Facilities” (as that term is defined in Section 24 of the OCWD Act), and who are adversely impacted by PFAS in one or more Water Producing Facility/Facilities they own or operate. Page 55 of 84 exceeding RLs or remove from service drinking water sources with PFAS exceeding RLs.2 The revised RLs are perceived as a de facto regulation by some Producers. E. In November 2019, the State of California Office of Environmental Health Hazard Assessment began the process of developing drinking water Public Health Goals ("PHGs") for PFOA and PFOS, the first step in the regulatory process leading to DDW setting enforceable Maximum Contaminant Levels ("MCLs"). As of the Effective Date, DDW projected establishing MCLs for PFOA and PFOS by the Fall of 2023, with PHGs projected to be established by the Summer of 2021. F. PFAS compounds create a unique groundwater contamination issue that impacts many Producers. Without any action, PFAS impacted groundwater may migrate affecting other Water Producing Facilities and larger portions of the Basin. G. The Parties desire that the Basin continue to provide a groundwater supply of suitable quality to allow for the continuation of all existing and potential beneficial uses, and that is in compliance with all state and federal standards and relevant advisory levels. Quick and effective actions by OCWD, in concert with the Producers, are needed to remove, treat and control PFAS down to established regulatory limits while also removing them to prevent their contamination of other portions of the Basin. H. The Parties recognize the necessity and commit to a high level of coordination to expeditiously design, construct and operate PFAS treatment systems (“Treatment Systems”) to remove PFAS from the Basin where PFAS is detected in Water Producing Facilities. I. Until Treatment Systems are constructed, the impacted Producers will be purchasing greater amounts of more expensive imported water, and water in the Basin containing PFAS will not be treated so as to prevent its spread to other portions of the Basin. J. As a result of DDW issuing revised RLs for PFOA and PFOS, and anticipated issuance of RLs and state or federal MCLs for other PFAS, Producers, have lost, or are anticipated to lose upon finalization of the RLs and/or MCLs for one or more PFAS, pumping capacity in one or more Water Producing Facilities due to the presence of PFAS. Given the magnitude of the PFAS problem within the Basin, and OCWD’s desire to improve and protect the quality of the groundwater supplies within the District so that groundwater from the Basin may be beneficially used, OCWD has developed, and is implementing through this Agreement and other actions, a new program that will allow OCWD to purify and treat groundwater containing PFAS by substantially funding, contracting and cooperating with the Producers to develop, construct, operate, and maintain Treatment Systems such that water quality within the OCWD will be purified and improved 2 DDW's February 2020 guidance directs community water systems to test for PFAS using EPA Method 537.1 and notes that DDW defines PFAS "as those analytes included in EPA Method 537.1." Page 56 of 84 (“Program”), and such that Producers can continue to beneficially use groundwater from the Basin after treatment for drinking water purposes. Producers desire to participate in the Program. K. OCWD has the authority to "construct, purchase, lease, or otherwise acquire, and to operate and maintain necessary waterworks and other works, machinery, [and] facilities ... useful or necessary to … protect the quality of the common water supplies of [OCWD] and purposes incidental thereto."3 OCWD may also perform groundwater cleanup, abatement, or remedial work in cooperation with any other governmental agency, and may initiate cost recovery actions against persons responsible for causing contamination of the Basin, and for its costs in cleaning up or containing contamination or pollution of the Basin.4 OCWD is also authorized under Section 2(6)(l.) of the OCWD Act to protect and improve water quality within the Basin by entering into contracts with Producers to produce more groundwater from the Basin, while taking less water from alternative non-tributary sources, where OCWD determines that such increased production of groundwater will result in removal of contaminants or pollutants from the Basin that otherwise would not be removed. Specifically, OCWD has authority, “for the common benefit of the district and for the purpose of managing the groundwater basin and managing, replenishing, regulating, and protecting the groundwater supplies within the district” to enter into an agreement with Producers to increase the production of groundwater in lieu of water from an alternative non-tributary source for the purpose of removing contaminants or pollutants from the Basin. OCWD may also “pay from district funds that portion of the cost of the groundwater production as will encourage the production for beneficial use of polluted or contaminated groundwater, as long as that pollution or contamination is impairing the quality of the water supplies within the district and the quality of the water supplies within the district will be improved by that production.” L. OCWD has determined that certain portions of the Basin in the vicinity of Producers’ Water Producing Facilities are polluted by PFAS, and that entering into this Agreement with Producers will encourage beneficial use of groundwater polluted by PFAS that would otherwise not be used while improving the quality of water supplies within the District. M. OCWD and the Producers mutually desire to enter into this Agreement pursuant to the OCWD Act to document the Program responsibilities of the Parties in the construction and operation of PFAS Treatment Systems, systems that the Parties will use to treat PFAS pollution and contamination, thereby improving the quality of groundwater supplies within OCWD. The Parties therefore agree as follows: 1. The Recitals above are deemed true and correct and are hereby incorporated in this Agreement as though fully set forth herein. The Parties agree that the actions that will be taken 3 OCWD Act, Section 2, Subd. 5. 4 OCWD Act, Section 8. Page 57 of 84 pursuant to this Agreement are reasonable and necessary to accomplish the goals and objectives of the OCWD Act. 2. PURPOSE 2.1 Facilitation of Basin-wide Treatment. OCWD and the Producers intend to facilitate treatment of Basin groundwater impacted by PFAS. OCWD will coordinate and fund planning and treatment pilot studies and design efforts, and fund the construction costs of PFAS Treatment Systems in the Basin subject to the provisions of this Agreement. OCWD will also fund a portion of the operation and maintenance costs of those facilities. 2.2 PFAS Compounds & Reopener. The Parties recognize the necessity of and commit to a high level of coordination to expeditiously design, construct and operate PFAS Treatment Systems to remove PFAS from the Basin where PFAS is detected in a Producer’s (existing or anticipated) Water Producing Facilities at or above 80% of an applicable RL or MCL. The Parties acknowledge that additional compounds within the PFAS family may become regulated during the term of this Agreement. To the extent the Treatment Systems developed under this Agreement requires modification to treat PFAS that becomes regulated after the Effective Date, the Parties will, where necessary and mutually agreed upon, amend this Agreement to provide for treatment of additional compounds in the PFAS family. 3. PLANNING 3.1 Planning Study. OCWD has retained a consultant to prepare a "Planning Study" to evaluate the Producers’ water systems, any of their Water Producing Facilities impacted by PFAS ("Impacted Wells"), and potential locations for construction of PFAS Treatment Systems for Impacted Wells. OCWD shall cause the consultant to actively consult with Producers in connection with preparation of the Planning Study. OCWD shall cause the consultant to provide a final Planning Study report to OCWD and Producers concurrently. 3.2 Pilot Study. OCWD shall perform a PFAS treatment "Pilot Study" to evaluate different treatment technologies to remove PFAS from groundwater. 3.3 Treatment Systems. OCWD shall use the results of the Planning Study and the Pilot Study to reasonably determine the type and final design of the Treatment Systems to treat PFAS contamination in the groundwater produced by Impacted Wells to levels below the RL or MCL. Development of the final design of Treatment Systems will consider 30-year lifecycle costs, including but not limited to Treatment System footprint and physical setting, relative land values, the proximity to existing water infrastructure and energy sources, operational costs and limitations, and any PFAS treatment studies conducted by Producers. The Treatment Systems will be designed for a 30-year useful life. If OCWD and a Producer mutually agree, a Treatment System that can remove PFAS contamination down to non-detect concentrations, depending upon site specific circumstances, may be designed and constructed. Page 58 of 84 3.4 Enhancements/Additions to Treatment System. If Producer desires to construct additions or enhancements to the PFAS Treatment System beyond what OCWD determines is the appropriate Treatment System, then OCWD will reasonably estimate the cost of those additions or enhancements (including planning costs, design costs, capital costs and operation and maintenance ["O&M"] costs) with assistance and input from Producer(s). For OCWD-Built facilities (defined below), OCWD shall include the additions or enhancements in the design and construction of the treatment facilities upon OCWD determination of feasibility of efficiently operating the Treatment Systems with the requested additions or enhancements. Producer shall reimburse OCWD for all costs associated with the OCWD-Built addition or enhancement constructed by OCWD. For Producer Built Treatment Systems that contain additions or enhancements beyond what OCWD determines to be an appropriate Treatment System, Producers shall have no right of reimbursement from OCWD for Producers’ costs attributable to such additions or enhancements. 3.5 Producer Assistance. Producers shall support and assist OCWD in connection with the Planning Study, Pilot Study, and development of what constitutes an appropriate Treatment System design. "Support and assist," as used in this Agreement means timely providing reasonable staff time and available data/technical information where requested by OCWD to ensure OCWD has sufficient information to timely complete its obligations under this Agreement. 3.6 Untested Water Producing Facilities. OCWD reserves the discretion to delay the design and to not construct Treatment Facilities at Water Producing Facilities that have not been individually tested for PFAS, or which have not demonstrated consistent exceedance of an applicable PFAS RL or MCL. 4. DESIGN & CONSTRUCTION OF PFAS TREATMENT FACILITIES 4.1 Funding. OCWD shall fund the reasonable cost to design and construct the Treatment System, except for necessary real property and entitlements for siting the Treatment System as described in Section 4.4. OCWD's funding obligations apply both to OCWD-Built or Producer-Built Treatment Systems, as defined below. OCWD's funding obligations include planning, design, and construction of the Treatment Systems whether OCWD-Built or Producer- Built. 4.2 OCWD Construction or Reimbursement. The Producer shall elect either: A. to have the Treatment System designed and built by OCWD ("OCWD-Built"), or Page 59 of 84 B. to be reimbursed for having the Treatment System designed and built by the Producer ("Producer-Built"). 4.3 CEQA. In connection with the proposed Treatment System for Impacted Wells, the Parties shall work together to determine the best plan for and the lead agency for the purpose of complying with the California Environmental Quality Act ("CEQA"). Where a Producer serves as lead agency for a CEQA project, OCWD shall serve as a Responsible Agency and approve the portions of the CEQA project that OCWD will carry out. OCWD shall fund CEQA expenses incurred in connection with the Treatment System whether it is a Lead Agency or a Responsible Agency. Upon a Producer's request, OCWD shall prepare necessary CEQA documents for the Treatment System. OCWD shall fund any reasonable CEQA mitigation cost excluding land acquisition expenses. 4.4 Property Acquisition, Entitlements. A. Land & Rights of Way. Each Producer shall secure at its expense any land and/or right of way necessary to construct the Treatment System(s). B. Entitlements. Each Producer shall obtain at its expense all land use entitlements necessary to construct the Treatment System(s). C. Property Conditions for OCWD-Built Treatment System. If a Producer chooses an OCWD-Built Treatment System, then OCWD will have no obligation to design or construct the Treatment System until a Producer has demonstrated it has obtained lands and land use entitlements sufficient to permit construction of the Treatment System. OCWD may begin final design work for facilities where land use entitlements are in the process of being obtained. If a Producer is unable to obtain the necessary entitlements within twelve months after the completion of the preliminary design for an Impacted Well, then Producer shall reimburse OCWD for reasonable design costs associated with that location unless the twelve month deadline is extended by mutual agreement of the Parties. 4.5 OCWD-Built Facilities. The provisions of this Section 4.5 apply to PFAS treatment facilities that a Producer elects to have OCWD design and build. A. Design. OCWD will consult with and seek input from the Producer on the design and construction of the Treatment System, including the need for any extended manufacturer's warranties on Treatment System components. Producer shall support and assist OCWD in hiring design consultants and designing the Treatment System, but OCWD will have the reasonable authority and discretion in determining the Treatment System final design. The level of treatment selected by OCWD must allow the Producer to treat regulated PFAS to comply with RLs or MCLs, unless special circumstances dictate an alternative approach. Additions or enhancements to the Treatment System are subject to section 3.4. Page 60 of 84 B. Property Rights. A Producer shall provide OCWD with temporary property rights over any site necessary for construction, staging, and laydown for the Treatment System project. These temporary property rights will be in the form of a license or temporary construction easement, or other property right sufficient to provide for OCWD's control of the site during construction. C. Advertising and Award of Construction Contracts. OCWD shall advertise, where required by the OCWD Act, and award construction contracts for construction of the Treatment System. A Producer shall support and assist OCWD in these efforts, and shall expeditiously provide any documents necessary for construction at no charge to OCWD. D. Administration & Inspection. OCWD will administer the necessary contracts to construct the Treatment System, including reviewing and responding to contractor requests for information or requests for clarification, reviewing and approving shop drawings, and filing a Notice of Completion. OCWD shall provide all construction and inspection for the Treatment System. E. Transfer of Treatment System. Upon filing the Notice of Completion for the Treatment System, OCWD will transfer the constructed and operating Treatment System to the Producer with an appropriate legal instrument and a quitclaim of any property rights obtained under Section 4.4. OCWD shall provide the Producer with copies of all applicable O&M manuals and record drawings for the Treatment System in OCWD’s possession. Upon the Producer's receipt of the legal instrument and quitclaim of property rights, Producer shall be solely responsible for ensuring the proper operation, maintenance and repair of the Treatment System. The Parties may arrange for extended warranties on any component of the Treatment System, which additional cost may be paid for by the Producer, and which extended warranty will be transferred to the Producer together with the transfer documents. F. Warranty, Post-Construction Remedies. OCWD will make construction warranty repairs and modifications not attributable to the negligence or willful misconduct of Producer for one year after the date of filing of the Treatment System Notice of Completion. The Parties will also, to the extent they deem prudent, jointly pursue any statutory construction defect remedies against third-party designers and contractors. G. DDW Permit Assistance. OCWD will support and assist the Producer with technical information in modifying the Producer's DDW operating permit to account for and authorize the new Treatment System as part of the Producer's public water system. 4.6 Construction by Producer. The provisions of this Section 4.6 apply to PFAS treatment facilities that a Producer elects to design and build. A. OCWD Approval of Design. The Producer shall prepare and submit to OCWD for approval a conceptual design for the Treatment System. OCWD shall review and Page 61 of 84 approve the design in writing within 30 days, which approval will not be unreasonably withheld. Once conceptual design for a Producer's proposed Treatment System is approved by OCWD, the Producer will coordinate with OCWD in the planning and final design of the Treatment System. The Producer shall then prepare and submit the final design to OCWD for approval. OCWD shall participate in the Producer's project meetings as necessary to obtain OCWD's final approval of the Treatment System in an expeditious manner so as not to delay the Producer's design and construction of the Treatment System. OCWD shall review and approve the final design, if deemed reasonable and effective, in writing, within 30 days. Such approval will not be unreasonably delayed or withheld, though OCWD shall have the right to place reasonable conditions on the final design approval. B. Construction. Upon OCWD's approval of the final design, the Producer shall advertise, award, and ensure timely completion of all necessary contracts to construct the Treatment System. The Producer shall notify OCWD upon the award of the construction contract and upon recording the Notice of Completion. 5. OPERATIONS, MAINTENANCE AND REPLACEMENT 5.1 30-Year Term. Each Producer shall operate, maintain, and repair a Treatment System, and any related Impacted Well, for the earlier of: A. 30 years following the filing of the Notice of Completion; or B. Until water produced from the Impacted Wells meets RLs or MCLs for PFAS. 5.2 Operating Standards. OCWD recognizes in the normal course of operating a water system, the Treatment System and Impacted Wells may need to be turned off for routine maintenance, seasonal demands, emergencies, accommodating in-lieu imported water deliveries, and major repairs. Each Producer agrees to operate the Treatment System in a manner consistent with industry standards and take actions in the same manner as a reasonably prudent water system operator, with the understanding that the Treatment System funded by OCWD is intended to be regularly used for daily treatment of groundwater as long as PFAS exceeds an RL or MCL in the Basin in the vicinity of the well. The Parties understand and agree that Treatment Systems constructed or funded by OCWD are not intended to be used as “stand by” treatment system. 5.3 Compliance, Permits, Testing, Reporting. Each Producer shall obtain and comply with any and all regulatory permits, permissions or approvals necessary to operate and maintain the Treatment System. Producer shall operate and maintain the Treatment System in accordance with state and federal regulatory requirements, prevailing industry standards, good housekeeping practices, and equipment manufacturer recommendations and requirements. Producer shall perform required water quality testing and reporting to verify the successful operation of the Treatment System to comply with regulatory requirements. If a Producer fails to Page 62 of 84 timely perform testing and/or reporting in the future, then OCWD may in its reasonable discretion assume responsibility from a Producer for required water quality testing and/or reporting and that Producer shall timely pay OCWD all reasonable and necessary costs for that testing and reporting or such costs shall be deducted from OCWD's reimbursement payments to the Producer per Section 5.4. 5.4 Post-Completion Inspection; Cost Recoupment. A. OCWD will periodically inspect the Treatment System after the filing of the Notice of Completion, to review the adequacy of Producer O&M activities. Producer shall provide access to the Treatment System after receiving reasonable notice from OCWD. B. To the extent OCWD finds that Producer is not adequately operating and maintaining the Treatment System in accordance with industry standards and the manufacturer's directions, OCWD will, in the following order: (1) meet with the Producer in attempt to resolve the inadequate operation or maintenance; (2) formally notify the Producer of its obligation to properly maintain and operate the treatment system and give the Producer up to 120 days to remedy any OCWD finding of inadequate maintenance and/or improper operational protocols; (3) after 120 days, suspend O&M payments described in Section 6.2 until such time as the Producer demonstrates to OCWD that it is properly operating and maintaining the treatment system; (4) no sooner than 270 days from the initial formal notice, terminate this Agreement and seek to recoup, where applicable, the cost of constructing the Treatment System and/or other applicable damages.5 5 Any action by OCWD to recoup its, or the Producer's, OCWD funded costs for construction of the PFAS treatment system would be prorated based upon the length of time the treatment facilities has been in operation, and by any percentage of third-party cost recovery OCWD has obtained. For example, a breach by Producer in year twenty-five (25) of the thirty (30) year term of this Agreement would result in OCWD recouping significantly less than if the breach occurred in year five since twenty five years of useful life of the facility would have occurred, and would be further offset by any third-party cost recovery obtained by OCWD during that time. Page 63 of 84 6. FINANCIAL 6.1 Capital Costs—Payment and Reimbursement. A. OCWD-Built Facilities—Upfront Payment. For OCWD-Built Treatment System, OCWD will pay as up-front costs all planning, design, construction, and start- up costs as described above, except for the costs for property rights, land use entitlements, additions or enhancements, or as otherwise described in this Agreement. B. Producer-Built Facilities—Reimbursement. OCWD shall reimburse the Producer for all of the Producer's reasonable expenses for the planning, design, construction, and start-up of Treatment System on a monthly basis. OCWD shall pay reimbursements to the Producer within 30 days of receiving adequate documentation from the Producer. C. Prior Expenditures. Within 60 days after the Effective Date, OCWD will reimburse the Producer for any previous reasonable and authorized expenses incurred by the Producer prior to the Effective Date in evaluating or developing the design for or constructing the Treatment System for the Producer's Impacted Wells. (1) Authorized expenses include, but may not be limited to: (1) design type costs, consultants and contractor; (2) pre- purchase of equipment and media for Treatment System; (3) equipment installed to temporarily treat for PFAS compounds which can be repurposed by the Producer into the Producer’s final Treatment System; (4) permitting cost; and (5) CEQA type expenses. These same expenses incurred by Producer going forward are also eligible for reimbursement. Design, engineering, or evaluative type expenses incurred by a Producer that may be eligible for reimbursement, as reasonably determined by OCWD in its sole discretion (with input from the Producer) could include: (1) outside consultant costs and studies incurred by the Producer and related to the development and design of the Treatment System; (2) equipment installed to temporarily treat for PFAS compounds which can be repurposed by OCWD into a final treatment system; (3) permitting cost; and (4) CEQA type expenses. (2) Unauthorized expenses for reimbursement shall include: (1) the Producer’s staff time; (2) direct or indirect overhead type expenses for staff; and (3) costs not primarily attributable to Treatment System design, construction and O&M. Page 64 of 84 6.2 O&M Reimbursement. A. Reimbursement Rate. OCWD shall reimburse each Producer for 50% of allowable O&M costs, up to $75/acre-foot of water treated by the Treatment System. B. O&M Unit Cost. Each Producer shall annually calculate the O&M unit cost of the Treatment System on a July 1st to June 30th fiscal year basis and submit this information by October 1st of the following fiscal year to OCWD for review and reimbursement. The unit cost shall be calculated by dividing all appropriate and allowable O&M expenses by the Treatment System total water treated. The annual submittal by the Producer shall include all documentation and backup information necessary to support the unit cost calculation. Each Producer shall provide any reasonable information requested by OCWD in verifying the Producer’s unit cost or other expenses for which the Producer seeks reimbursement per this Agreement. After execution of the agreement, at the request of the Producer after the Treatment System(s) are fully operational, OCWD will make a six month progress payment by January 30th of each fiscal year based upon no more than 50% of the estimated eligible total O&M cost OCWD would normally reimburse at the end of the fiscal year as determined by OCWD with input from the Producer. C. Reimbursable/Allowable Costs. Allowable O&M costs are the costs to the Producer necessarily incurred for the regular operation and maintenance of the Treatment System, as reasonably determined by OCWD after good faith consultation with Producer. Allowable O&M cost shall consider the specific site issues of each Treatment System. Examples of allowable O&M costs may include, but are not limited to: (1) periodically replacing carbon, resin, or other adsorption media; (2) necessary power and chemical cost to operate the Treatment System; (3) routine maintenance of the Treatment System; (4) periodic repair and replacement type cost items; (5) cost of additional staff time to operate the Treatment System; (6) required water quality sampling and testing for compliance monitoring; (7) determining and implementing compliance with new or revised PFAS regulations; Page 65 of 84 (8) additional pumping cost caused by the Treatment System; (9) disposal of waste materials generated by the Treatment System, including landfill costs and incineration, and costs of hazardous waste disposal (if applicable); (10) sewerage costs associated with maintenance/backwash of the Treatment System; and (11) such other reasonable maintenance costs as are necessary to ensure the Treatment System continues to operate properly consistent with its design. D. Non-reimbursable costs include: (1) existing Producer staff time costs not attributable to the PFAS Treatment Facilities; (2) direct or indirect overhead type expenses for staff; and (3) cost resulting from a Producer's inadequate operation and maintenance of the Treatment System. E. Reimbursement Rate Adjustment. The $75/acre foot rate will be automatically adjusted annually each July 1 (beginning July 1, 2021) by the percentage differential based on the last two annual indices set forth in the Bureau of Labor Statistics Consumer Price Index for All Urban Consumers - Los Angeles-Long Beach-Anaheim. The maximum O&M reimbursement rate may be increased by OCWD if there are unforeseen, unique or specific circumstances of the Treatment System that, through no fault of a Producer, result in a higher cost of treatment at a Producer's treatment system, including increased costs attributable to new statutes, regulations or regulatory interpretations. F. Submittals; Reimbursement Timing. OCWD shall reimburse each Producer its allowable O&M costs incurred by a Producer within 60 days of receiving the Producer's annual O&M unit cost calculation and supporting information as described in Section 6.2.B. via direct payment. G. Treatment Media. OCWD may solicit and enter into a future contract with the appropriate activated carbon, resin, and/or other adsorption media manufacturers to obtain a lower price for this material than could be obtained by the individual Producer. Unless a Producer opts out in writing of this Section within 30 days of the Effective Date, Producer will support and participate in OCWD efforts to obtain a lower cost for activated carbon and/or resin. Page 66 of 84 6.3 Grants. A. OCWD-Sought. OCWD may seek federal, state, or other grant funding to offset costs of the PFAS program contemplated by this Agreement. Each Producer shall support and assist OCWD, as may be reasonably requested by OCWD, to obtain any grants that may be used by OCWD to fund construction and/or future O&M of Treatment Systems. Grant funds received by OCWD will be used to fund OCWD’s costs of planning, design and construction of Treatment systems, unless otherwise required by the terms of that grant. B. Producer Support to OCWD-Sought Grants. Each Producer shall support and assist OCWD in preparing any annual reports or documents necessary for OCWD to comply with grants received for the PFAS program. Subject to the requirements of this Section 5.3, no provisions in this Agreement will prevent a Producer from applying for grants or loans, from any source, for PFAS treatment projects in its service territory. C. Producer-Sought Funding. A Producer may also seek third-party funding for Treatment System-related expenses. Any outside development and design type grants or funding initiated and received by a Producer will be utilized to offset OCWD's PFAS design or construction costs for the Producer. If a Producer receives any grants or other third-party funding for operational expenses of the Treatment System, that Producer shall share those proceeds with OCWD in proportion to the percentage of O&M funded by OCWD if allowed by the grant or other third-party funding instrument. 6.4 Records Retention, Audit. The Parties shall keep and maintain all records, accounts and reports relating to this Agreement for a period of at least ten years after the date of a final judgment or final settlement resolving any and all litigation related to PFAS cost recovery initiated per Section 7.4 of this Agreement. The Parties will have access to these records at any time during normal business hours upon 10 calendar days' notice. At its cost, any Party may audit the books, records and accounts of the Party relating to its performance of this Agreement, and the audited Party shall provide reasonable cooperation to the auditing Party in this regard. 7. RISK ALLOCATION 7.1 Insurance A. Construction Activities. In the hiring of consultants and contractors to design and build the Treatment System, the hiring or contracting Party will have the other Party included as an additional indemnitee and additional insured on the same basis and with the same limits in all contracts. The hiring Party will use the higher of the two Parties' standard limits for the purpose of coverage requirements. For example, in connection with an OCWD-Built Treatment System , OCWD shall have Producer named as an additional indemnitee and an additional insured in all consulting and construction contracts related to the Producer’s Treatment System(s). In connection with a Producer-Built Treatment System, Producer shall have OCWD named as an Page 67 of 84 additional indemnitee and an additional insured in all consulting and construction contracts. The hiring or contracting Party shall provide the other Party with proof of insurance, including additional insured endorsements. B. Parties' Coverage. Each Producer shall take out and maintain in effect at all times during the term of this Agreement comprehensive general liability insurance in an amount not less than $2 million per occurrence, for bodily injury, death and property damage associated with the operation and maintenance of the Treatment Facilities and Impacted Wells, naming OCWD as an additional insured under such policy. An endorsement evidencing this insurance coverage shall be furnished to OCWD prior to OCWD or Producer commencing construction on a Treatment System. If the Producer is, or becomes, partially or fully self-insured for its public liabilities, a letter executed by the Producer’s General Manager or City Manager stating the Producer’s self-insured status and acknowledging its responsibility to indemnify OCWD as required in this Agreement, may be furnished in lieu of the insurance endorsement otherwise required herein. The Producer shall provide written notice to OCWD of any change in the Producer’s insured or self-insured status within 30 days of the date of such change. 7.2 Indemnity. A. By Producer: (1) Each Producer shall defend, indemnify and hold OCWD, harmless from and against any and all actions, suits, claims, demands, judgments, attorney's fees, costs, damages to person or property, losses, penalties, obligations, expenses or liabilities (collectively, "Claims") that may be asserted or claimed by any third party arising out of the negligent or reckless performance or implementation of this Agreement by Producer except for Claims arising out of or relating to the design or construction of a Treatment System where OCWD designed or constructed the Treatment System . (2) Producer shall indemnify, defend and hold OCWD harmless from any liability, or regulatory enforcement attributable, in whole or in part, to Producer's failure to properly operate and maintain the Treatment System and Impacted Wells. B. By OCWD: Page 68 of 84 (1) OCWD shall defend, indemnify and hold each Producer harmless from and against any and all Claims that may be asserted or claimed by any third party arising out of the negligent or reckless performance or implementation of this Agreement by OCWD, except for Claims arising out of or relating to the design or construction of a Treatment System where the Producer designed or constructed the Treatment System. 7.3 Release & Hold Harmless. A. Producers’ Release of OCWD. (1) Producers, and each of them, hereby release OCWD, its officers, directors, employees, agents and representatives, from any and all liability, known or unknown, arising out of, or otherwise attributable to the discovery and/or presence of PFAS in the Santa Ana River, the Basin, Producer’s Water Producing Facilities, and Producer’s potable or non-potable water system, before, during or after treatment. Such release shall include, but is not limited to, claims or litigation initiated by third parties against Producer or OCWD, and any other legal, administrative, or regulatory actions associated with OCWD’s performance of its obligations under this Agreement (unless attributable to OCWD’s sole active negligence or willful misconduct during such performance). B. OCWD's Release of Producers. (1) OCWD hereby releases each Producer, their officers, directors, employees, agents and representatives, from any and all liability, known or unknown, arising out of, or otherwise attributable to the discovery and/or presence of PFAS in the Santa Ana River, the Basin, Producers’ Water Producing Facilities, and each Producers’ potable or non-potable water system, before, during or after treatment. Such release shall include, but is not limited to, claims or litigation initiated by third parties against a Producer or OCWD, and any other legal, administrative, or regulatory actions associated with a Producer’s performance of obligations under this Agreement (unless attributable to Producer’s sole active negligence or willful misconduct during such performance). (2) This release by OCWD does not pertain in circumstances where liability results, or is alleged to result, from the failure of a Page 69 of 84 Producer to properly operate and maintain the Treatment System constructed per this Agreement. C. Producer's Release of other Producers. (1) Each Producer hereby releases and shall hold the other Producers harmless from liability associated with the presence of PFAS in the Basin. (2) However, this release by each Producer does not pertain to circumstances where liability results, or is alleged to result, from the failure of the other Producer(s) to properly operate and maintain the Treatment System(s) constructed per this Agreement. D. No Admission of Liability. Nothing contained herein shall be deemed an admission of liability. by any Party to this Agreement. 7.4 Legal Cost Recovery Efforts. A. OCWD anticipates commencing litigation against responsible parties, including chemical manufacturers of PFAS, in order to recover costs from persons responsible for placing PFAS into the stream of commerce and/or the environment where it could make its way into the Basin (“Damages”). The Producers shall support, coordinate, assist and comply with all reasonable OCWD requests regarding OCWD’s cost recovery litigation related to pursuit of Damages associated with PFAS. B. OCWD will request each Producer that has sustained Damages to determine if intends to jointly retain counsel (“Shared Litigation Counsel”) with OCWD in litigation to recover Damages. Producers who join as co-plaintiffs are “Participating Producers” in OCWD’s cost recovery efforts. C. OCWD and Participating Producers will establish a Steering Committee and Executive Committee to direct Shared Litigation Counsel and make litigation decisions. D. OCWD and Participating Producers will enter into an appropriate joint prosecution/common interest agreement to hire Shared Litigation Counsel and establish confidentiality and privilege concerning communications and work product of the Steering Committee and Executive Committee. E. OCWD and Participating Producer agree that any Damages obtained in the PFAS litigation will be pooled and distributed to OCWD and Participating Producers proportionally to their respective claimed damages, such that each Participating Producer and Page 70 of 84 OCWD will recover the same percentage of their overall claimed damages in the manner shown on Exhibit A. F. Participating Producers can decide at any time to discontinue participation in the litigation initiated by OCWD, but agree, if applicable, to pay to Shared Litigation Counsel, in accordance with any retainer agreement negotiated with Shared Litigation Counsel, for the withdrawing Producers share of Shared Litigation Counsel’s reasonable attorneys’ fees and cost incurred prior to the date of withdrawal (if any). Further, per the terms of any retainer agreement with Shared Litigation Counsel, the Participating Producers agree to maintain as confidential, and where applicable, to return, any communications and work product obtained via the litigation. G. OCWD believes that it is in the best interest of OCWD and Producers impacted by PFAS to jointly initiate litigation as co-plaintiffs with Shared Litigation Counsel. However, if a Producer decides to pursue or initiate separate PFAS litigation (“Separate Litigation”), Producer shall notify OCWD of such intent thirty (30) days prior to formally filing the Separate Litigation. Producer in the Separate Litigation must comply with the following: 1. The Producer shall give OCWD the opportunity to review and comment on Separate Litigation documents (e.g., pleadings) prior to any Separate Litigation filing. 2. No PFAS related cost incurred by OCWD, or likely to be incurred by OCWD, and related to the Producers treatment system(s) (construction and/or O&M), will be asserted in a Producer’s Separate Litigation. 3. In order to prevent duplicative claims for the same damages in separate lawsuits, assertion of which without OCWD’s consent shall constitute a violation of this Agreement, OCWD must approve any PFAS related cost a Producer is seeking to recover prior to its assertion in Separate Litigation. However, OCWD shall not unreasonably withhold such approval, and shall consult in good faith with counsel for a Producer that wishes to initiate Separate Litigation in order to seek ways to accommodate the interests of both Parties, prior to disapproving any cost. 4. A Producer shall closely coordinate its separate legal action with OCWD, and, where requested in good faith by OCWD, support the positions taken by OCWD related to PFAS in court and in political, community and business forums. 5. A Producer shall not assert claims against OCWD in any litigation related to PFAS, or otherwise knowingly take positions that could result in OCWD or other Producers incurring liability related to PFAS as a result of the position asserted by the Producer in the Separate Litigation. Page 71 of 84 8. EXPIRATION & TERMINATION. This Agreement expires 30 years from the filing of the Notice of Completion. A Producer may terminate this Agreement upon providing 90 days written notice to OCWD. However, if a Producer terminates this Agreement prior to the 30 year date of expiration, the Producer shall reimburse OCWD for all of OCWD's unrecovered costs in constructing the Treatment System using the methodology described in footnote 5, plus any other reasonable expenses incurred by OCWD as a result of the early termination. 9. NOTICE. Any notice, instrument, payment or document required to be given or delivered under this Agreement shall be given or delivered by personal delivery or by depositing the same in a United States Mail depository, first class postage prepaid, and addressed as set forth in Exhibit B. Notice under this Agreement may also be provided to such other address as any Party may direct in writing to the other. Service of any instrument or document given by mail will be deemed complete upon receipt if delivered personally, or forty eight (48) hours after deposit of such instrument or document in a United States mail depository, first class postage prepaid, and addressed as set forth above. 10. MISCELLANEOUS 10.1 Further Assurances. The Parties shall execute and deliver any documents and cooperate in performing any acts necessary to further the intent of this Agreement. 10.2 Time is of the Essence. Time is of the essence in performing all obligations under this Agreement. 10.3 Counterparts. This Agreement may be executed in multiple counterparts, each of which is an original. All signatures taken together will be considered as one and the same agreement. 10.4 Force Majeure. Upon written notice by a Party, the respective duties and obligations of the Parties will be suspended for the time period that performance by the Party is prevented or substantially impeded by: workforce strikes; riots; fire; flood; federal, state or county regulatory action; pandemics, war; or terrorism. 10.5 Dispute Resolution. If a dispute arises between the Parties in connection with this Agreement, the Parties shall engage in a mediation before a third-party neutral. 10.6 Successors and Assigns. All of the terms, conditions and provisions of this Agreement inure to the benefit of and will be binding upon OCWD, the Producer, and their respective successors and assigns. 10.7 No Implied Waivers. If any term, condition or provision of this Agreement is breached by either Party and thereafter waived by the other Party, that waiver will be limited to Page 72 of 84 the specific breach so waived, and will not be deemed either to be a continual waiver or to waive any other breach under this Agreement. 10.8 No Obligation to Third Parties. The approval, execution and performance of this Agreement does not confer any rights upon any person or entity other than OCWD and the Producers. There are no third-party beneficiaries to this Agreement. Each Producer’s obligations under this Agreement are to OCWD only, unless otherwise specifically stated herein (e.g., requirement to release or provide notice to other Producers). 10.9 Nature of Relationship. This Agreement does not create, and will not be construed or deemed to create, any agency, partnership, joint venture, landlord-tenant or other relationship between OCWD and any Producer except as specified in this Agreement. 10.10 Integration, Construction and Amendment. This Agreement represents the entire understanding of OCWD and each Producer as to the design and construction of PFAS treatment facilities for the Impacted Wells. No prior oral or written understanding will be of any force or effect with respect to those matters covered by this Agreement. This Agreement will be construed as if drafted by both OCWD and each Producer. 10.11 Modification, Variance and Most Favored Nation Provisions. Unless specifically authorized herein, this Agreement may not be modified, altered or amended unless in writing signed by authorized representatives of both OCWD and all Participating Producers, except that OCWD and any individual Producer may enter into a Producer-specific "Variance" that will be applicable only with respect to OCWD and that specific Producer. Except for where site- specific circumstances require unique considerations, OCWD shall interpret and administer this Agreement in a similar manner with each Producer. At least 30 days prior to approving any proposed Variance, OCWD will provide written notice of the proposed Variance to the other Producers and provide each with an opportunity to opt in to the same terms of that Variance. Upon approval of any Variance, OCWD shall provide a fully-executed version of the Variance to each Producer that has opted in under the Variance.. 10.12 Severability. Each provision of this Agreement is severable from the whole. If any provision of this Agreement is found contrary to law, the remainder of this Agreement will continue in full force. 10.13 Authority. A. Producer hereby agrees that funding provided by OCWD per this Agreement is in furtherance of OCWD’s purpose of treating/purifying water in the Basin to facilitate beneficial use of locally produced groundwater water in order to increase production of groundwater containing PFAS from the Basin—to levels typical prior to setting of RLs for PFAS, and that Producer’s production of water from the Basin is in lieu of Producer taking water from an Page 73 of 84 alternative non-tributary source, thereby furthering OCWD’s efforts to remove or eliminate PFAS contaminants from the Basin. B. By entering into this Agreement, each Party represents that it, and the other Parties to this Agreement, have proper legal authority to enter into this Agreement and to fund the work described herein. Each person executing this Agreement on behalf of a Party warrants that they are: (1) duly authorized to execute and deliver this Agreement on behalf of that Party, (2) by executing this Agreement, that Party is formally bound to the provisions of this Agreement, and (3) entering into this Agreement does not violate any provision of any other Agreement to which that Party is bound. No individual signing this Agreement shall have individual liability under this Agreement. As a condition of entering this Agreement, all Parties expressly waive any future challenge to the legal authority of the other Parties to enter into this Agreement, or to the authority of any other Party to fund the programs described in this Agreement. 10.14 Construction and Amendment. The terms of this Agreement will be construed in accordance with the plain meaning of the language used and will not be construed for or against either Party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply. The headings of sections and paragraphs of this Agreement are for convenience or reference only and will not be construed to limit or extend the meaning of the terms, covenants and conditions of this Agreement. This Agreement may only be amended by the mutual consent of the Parties by an instrument in writing. 10.15 No Admissions. Nothing in this Agreement may be deemed an admission. Moreover, no language that may have previously been circulated in prior drafts of this Agreement, but subsequently removed at the request of a Producer, shall be used by either Party as evidence, or in any other manner, in litigation currently pending in Los Angeles Superior Court between OCWD and the Cities of Anaheim, Yorba Linda, Golden State Water Company, Mesa Water District, and East Orange County Water District on the one hand, and Irvine Ranch Water District (IRWD) on the other, Case No. BS168278 [Lead Case] Case No. BS175192 [Consolidated Case] (the “Litigation”), as such Litigation may be amended from time to time. 10.16 Additional Parties. Notwithstanding any other provision of this Agreement, OCWD is authorized to allow other Producers adversely impacted by PFAS but not named in this Agreement to become Parties to and execute this Agreement without obtaining the concurrence of the other Parties to this Agreement or otherwise modifying this Agreement (except to add an additional signature block). 10.17 Effective Date and Binding Effect. The date OCWD executes this Agreement shall be the Effective Date of this Agreement. Each Party executing the Agreement thereafter shall be bound by, and benefit from, the terms of this Agreement on the date that Party executes the Agreement, notwithstanding that other Parties have not yet executed the Agreement. Page 74 of 84 No Party shall be bound by this Agreement until such Party has executed this Agreement, nor shall any Party th at has executed this Agreement owe any contractual duty to any Party that has not yet executed this Agreement until such other Party executes this Agreement. The timelines referenced in Sections 6.1(C) and 6.2 (G) of this Agreement shall begin to run on the date a Producer executes this Agreement if such date is after the Effective Date. 10.18 Electronic Signatures. Any Party may execute this Agreement using an "electronic signature," as that term is defined in California Civil Code Section 1633.2, or a "digital signature," as defined by California Government Code Section 16.5. An electronic or digital signature will have full legal effect and enforceability. Nothing in this Agreement requires any Party to use or accept the submission of any subsequent or related document containing an electronic or digital signature where written notice is otherwise required by this Agreement. APPROVED AS TO FORM: RUTAN & TUCKER, LLP By: Jeremy Jungreis General Counsel, OCWD ORANGE COUNTY WATER DISTRICT By: Vicente Sarmiento, President By: Michael R. Markus, General Manager APPROVED AS TO FORM: By: ________________________ City Attorney CITY OF ANAHEIM By: APPROVED AS TO FORM: By: ________________________ City Attorney CITY OF FULLERTON By: Page 75 of 84 APPROVED AS TO FORM: By: ________________________ City Attorney CITY OF GARDEN GROVE By: APPROVED AS TO FORM: By: ________________________ City Attorney CITY OF ORANGE By: APPROVED AS TO FORM: WOODRUFF, SPRADLIN & SMART, APC By: ________________________ David E. Kendig, City Attorney, City of Tustin CITY OF TUSTIN By: Dr. Allan Bernstein, Mayor Page 76 of 84 ATTEST CITY OF SANTA ANA _______________________________ ______________________________ Daisy Gomez Kristine Ridge Clerk of the Council City Manager APPROVED AS TO FORM RECOMMENDED FOR APPROVAL SONIA R. CARVALHO, City Attorney By:___________________________ _______________________________ John M. Funk Nabil Saba Assistant City Attorney Acting Executive Director Public Works Agency APPROVED AS TO FORM: ATKINSON, ANDELSON, LOYA, RUUD & ROMO By:_____________________________ Jeffrey A. Hoskinson EAST ORANGE COUNTY WATER DISTRICT By: Lisa Ohlund, General Manager APPROVED AS TO FORM: HANSON BRIDGETT, LLP By: ________________________ Claire H. Collins IRVINE RANCH WATER DISTRICT By: Paul A. Cook, General Manager Page 77 of 84 APPROVED AS TO FORM: By: ________________________ S. Wayne Rosenbaum SERRANO WATER DISTRICT By: Jerry A. Vilander APPROVED AS TO FORM: By: ________________________ Andrew B. Gagen YORBA LINDA WATER DISTRICT By: Page 78 of 84 Exhibit A Allocation of Recovery Example of proportionally dividing damages assuming litigation, after paying Shared Litigation Counsel, results in a total damage pool of 75% of all damages ($630M) claimed by all Participating Producers (total claims of $839M). The column to the far right reflects each co- plaintiff’s hypothetical recovery. (Total Amount Claimed in Litigation by each co-plaintiff x .75) (Dollar amounts shown are for illustrative purposes only and are not related to actual PFAS cost that may be incurred or damages recovered) Page 79 of 84 Exhibit B Notice Addresses Orange County Water District PO Box 8300 18700 Ward Street Fountain Valley, CA 92708 Attn: General Manager City of Anaheim Anaheim, CA ______ Attn: ______________ City of Fullerton Fullerton, CA ______ Attn: ______________ City of Orange Orange, CA ______ Attn: ______________ City of Tustin Tustin, CA ______ Attn: ______________ City of Santa Ana Santa Ana, CA ______ Attn: ______________ East Orange County Water District 185 N. McPherson Road Page 80 of 84 Orange, CA 92869-3720 Attn: Irvine Ranch Water District 15600 Sand Canyon Avenue Irvine, CA 92618 Attn: General Manager Serrano Water District 18021 Lincoln Street Villa Park, CA 92861-6446 Attn: Yorba Linda Water District PO Box 309 Yorba Linda, CA 92885-0309 Attn: Page 81 of 84 ITEM NO. 11.1. AGENDA REPORT MEETING DATE:April 14, 2020 TO:Board of Directors FROM:Brett R. Barbre, Assistant General Manager STAFF CONTACTS:Annie Alexander, Executive Asst/Board Secretary SUBJECT:Directors' Reports The Directors will report on their attendance at the following events: 1.OCSD Board - March 25, 2020 (Jones) 2.YL Planning Commission - March 25, 2020 (Hawkins - As Needed) 3.MWDOC Board - April 1, 2020 (Nederhood/Miller) 4.OCSD Operations Committee - April 1, 2020 (Jones) 5.OCWD Board - April 1, 2020 (Jones) 6.ISDOC Executive Committee - April 7, 2020 (Nederhood) 7.SAWPA Commission - April 7, 2020 8.YL City Council - April 7, 2020 (Jones) 9.OC LAFCO - April 8, 2020 Page 82 of 84 ITEM NO. 13.1. AGENDA REPORT MEETING DATE:April 14, 2020 TO:Board of Directors FROM:Brett R. Barbre, Assistant General Manager STAFF CONTACTS:Annie Alexander, Executive Asst/Board Secretary SUBJECT:Meetings from April 15 - May 31, 2020 ATTACHMENTS: 1.Board of Directors' Activities Calendar Page 83 of 84 Board of Directors Activity Calendar Event Date Time Attendees April MWDOC Board Wed, Apr 15 8:30 AM Nederhood/Miller OCWD Board Wed, Apr 15 5:30 PM Jones YL Planning Commission Wed, Apr 15 6:30 PM Hawkins (As Needed) WACO Planning Committee Tue, Apr 21 7:30 AM SAWPA Commission Tue, Apr 21 9:30 AM YL City Council Tue, Apr 21 6:30 PM Hawkins MWDOC/OCWD Joint Planning Committee Wed, Apr 22 8:30 AM OCSD Board Wed, Apr 22 6:00 PM Jones Board of Directors Regular Meeting Tue, Apr 28 6:30 PM Joint Committee Meeting with City of Placentia Wed, Apr 29 3:00 PM Jones YL Planning Commission Wed, Apr 29 6:30 PM Hawkins (As Needed) ISDOC Thu, Apr 30 11:30 AM May WACO Fri, May 1 7:30 AM ISDOC Executive Committee Tue, May 5 7:30 AM Nederhood SAWPA Commission Tue, May 5 9:30 AM YL City Council Tue, May 5 6:30 PM Hall MWDOC Board Wed, May 6 8:30 AM Nederhood/Miller OCSD Operations Committee Wed, May 6 5:00 PM Jones OCWD Board Wed, May 6 5:30 PM Jones Board of Directors Regular Meeting Tue, May 12 6:30 PM OC LAFCO Wed, May 13 8:15 AM YL Planning Commission Wed, May 13 6:30 PM Hawkins (As Needed) WACO Planning Committee Tue, May 19 7:30 AM TENTATIVE - Board of Directors Workshop Meeting Tue, May 19 8:30 AM SAWPA Commission Tue, May 19 9:30 AM YL City Council Tue, May 19 6:30 PM Miller MWDOC Board Wed, May 20 8:30 AM Nederhood/Miller OCWA Luncheon Wed, May 20 11:30 AM OCWD Board Wed, May 20 5:30 PM Jones Board of Directors Regular Meeting Tue, May 26 6:30 PM OCSD Board Wed, May 27 6:00 PM Jones YL Planning Commission Wed, May 27 6:30 PM Hawkins (As Needed) Interagency Committee Meeting with MWDOC and OCWD Thu, May 28 4:00 PM Hawkins/Nederhood OC Water Summit Fri, May 29 7:30 AM As of April 10, 2020 Page 84 of 84 BACKUP MATERIALS DISTRIBUTED LESS THAN 72 HOURS PRIOR TO THE MEETING ITEM NO. 10.2. Yorba Linda Water District Status of Engineering Activities 4/14/2020 Presented by: Rosanne Weston Engineering Manager 4 MATERIALS SUBMITTED BY: Rosanne Weston MEETING DATE: April 14, 2020 ITEM • 10.2. Camino Verde and Mickel Waterline Improvements K. 4/14/2020 iorDa Linda Water District RosanneMATERIALS SUBMITTED BY: • MEETING DATE: April 14, 2020 ITEM NO. 10.2. Highland Pressure Regulating Station I s i 4/14/2020 ~'"'� > __Srba-inc♦ft-dV4 fr MATERIALS SUBMITTED BY: Rosanne Weston MEETING DATE: April 14, 2020 ITEM NO. 10.2. CIPP (Sewer Lining) EFM 1 1t ■ PYA GINEE.'+ 4/14/2020 Yorba Linda Water District 4 MATERIALS SUBMITTED BY: Rosanne Weston MEETING DATE: April 14, 2020 ITEM NO. 10.2. Hidden Hills BPS Upgrade Project Tl . - ah I• 4/14/2020 ~. > barba-61dit-VV : fr MATERIALS SUBMITTED BY: Rosanne Weston MEETING DATE: April 14, 2020 ITEM NO. 10.2. ■ y L J. - 1 4 4� 4/14/2020 > --Srba finc♦ft-dVat fr MATERIALS SUBMITTED BY: Rosanne Weston MEETING DATE: April 14, 2020 ITEM NO. 10.2. la - 1 SEVER MAIN 1 MAMOLE EICST.10' — SEWER MAIN PROP. I E I rt am 0006 rN PROP06ED 503 t YLWO SEWER (APPROX 670 L.F.) - K 1 eol90 J YLWD,SEWER PROJECT ^-- i DEVELOPER PROJECT PROP. MANHOLE PROPOSED PLUJC OFFSITE SEWER PROP , JAPPROX.230 L.F_)BY DEVELOPER VANHOLE J I MUIN°i MAYLL PROP. —— — — — mw-K LE Lakeview Senior Center 4/14/2020 Yorba Linda Water District 7 MATERIALS SUBMITTED BY: Rosanne Weston MEETING DATE: April 14, 2020 ITEM NO. 10.2. EL A ~1i7 ,; .- 4/14/2020 Yorba Linda Water District 8 MATERIALS SUBMITTED BY: Rosanne Weston MEETING DATE: April 14, 2020 ITEM NO. 10.2. !:!,:Jr. Richfield Improvements and Elk Moun • Richfield Staircase _-- - I - f7t[ J T • Elk Mountain Generator 1 7- 4/14/2020 f� MATERIALS SUBMITTED BY: Rosanne Weston MEETING DATE: April 14, 2020