ALAMEDA COUNTY WATER DISTRICT So. Grimmer Boulevard Fremont, CA 94538

Transcription

1 ALAMEDA COUNTY WATER DISTRICT So. Grimmer Boulevard Fremont, CA BOARD OF DIRECTORS A G E N D A December 13, :00 P.M. ACCESSIBLE PUBLIC MEETINGS: Upon request, ACWD will provide written agenda materials in appropriate alternative formats, or disability-related modification or accommodation, including auxiliary aids or services, to enable individuals with disabilities to participate in public meetings. Please send a written request at least 72 hours before the meeting to the District Secretary, ACWD, S. Grimmer Blvd., Fremont, CA 94538, or to gina.markou@acwd.com stating your name, mailing address, phone number, and brief description of the requested materials and preferred alternative format or auxiliary aid or service. 1. ROLL CALL 2. SALUTE TO THE FLAG OATHS OF OFFICE by Re-elected Directors 3. PUBLIC COMMENTS Members of the public may address the Board on any issues not listed on the agenda which are within the purview of the Alameda County Water District. Members of the public who wish to address the Board on a scheduled agenda item should approach the speaker s podium at the time the item is introduced. 4. CONSENT CALENDAR 4.1 Approval of Minutes Regular Meeting of November 8, Ratification of Payment of Audited Demands dated November 2, November 9, November 16, and November 30, Resolution Approving and Authorizing Execution of Contract with UH Downtown Fremont, LLC, Extension of Water Main, ACWD # Resolution Approving and Authorizing Execution of Contract with Robson Homes, LLC, Extension of Water Main, ACWD # A G E N D A DECEMBER 13, 2012 PAGE 1

2 5. ACTION CALENDAR Items recommended for action on the Consent Calendar are noted with an asterisk * 5.1 Reorganization of Board of Directors Resolution Electing President of Board of Directors Resolution Electing Vice President of Board of Directors 5.2 Resolution Honoring Tracey E. Burkholder upon her Retirement from District Service 5.3 Resolution Honoring Eleanor Pimentel upon her Retirement from District Service 5.4 Resolution Honoring Mary Lou Dennis upon her Retirement from District Service 5.5 Resolution Honoring Michael Morton upon his Retirement from District Service 5.6 Resolution Honoring Daniel Rivera upon his Retirement from District Service 5.7* Resolution Honoring Terry J. Lopez upon his Retirement from District Service 5.8* Resolution Honoring Angela W. Koh upon her Retirement from District Service 5.9* Resolution Accepting Completion of the Headquarters Landscape Employee Entry Project 5.10* Authorization of Purchase Order for Vacuum Excavator Truck 5.11* Authorization of Purchase Orders for District Vehicles and Utility Bodies 5.12* Authorization of Purchase Order Amendment for Janitorial Services 5.13* Authorization of Purchase Orders for Negotiated and Bid Water Treatment Chemicals 5.14* Resolution Authorizing the District Secretary and the General Manager, or the General Manager s Designee, to Accept Deeds and Grants Conveying Interests in Real Property to Alameda County Water District 5.15 Adoption of the 2013 Calendar of Regular Board Meetings and Review of Purpose and Function of Board Standing Committees 5.16 Presentation of Alameda County Water District Audit for FY 2011/ Resolution Authorizing Execution of Amendment No. 1 to the Agreement among the Department of Water Resources of the State of California, Alameda County Water District, and Alameda County Flood Control and Water Conservation District, Zone 7 for Use of Lake Del Valle for Storage and Release of Local Inflow 5.18 Resolution Authorizing Participation in BAWSCA s Bond Issuance to Prepay Capital Debt Owed to the City and County of San Francisco 5.19 Resolution Adopting Second Amendment to the Employment Agreement between the Alameda County Water District and Walter L. Wadlow A G E N D A DECEMBER 13, 2012 PAGE 2

3 6. REPORTS The reports provided to the Board under Sections 6.1 and 6.2 will not be routinely reviewed at the Board meeting, unless a request to do so is made by a member of the Board or a member of the public. 6.1 BOARD COMMITTEE REPORTS Operations & Water Quality Meeting of November 7, Engineering & Capital Projects Meeting of November 15, Legal & Legislative Meeting of November 21, Administrative & Finance Meeting of November 27, OPERATIONAL REPORTS Rainfall Report Water Production Report Investment Report Quarterly Budget & Expense Report Distribution System Monthly Hardness Map 6.3 STAFF REPORTS None 6.4 GENERAL MANAGER S REPORTS Update on Proposed Low Income Conservation Program Update on Proposed Rate Increase Public Outreach 7. DIRECTOR S COMMENTS AND/OR AGENDA ITEM REQUEST 8. ADJOURNMENT THE FOLLOWING COMMITTEES WILL MEET PRIOR TO THE NEXT REGULAR BOARD MEETING COMMITTEES BOARD MEMBERS TIME AND PLACE Operations & Water Quality Directors Weed (Chair) and Gunther December Meeting Cancelled. Legal & Legislative Directors Koller (Chair) and Huang December Meeting Cancelled. Engineering & Capital Projects Directors Gunther (Chair) and Koller December Meeting Cancelled. Administrative & Finance Directors Sethy (Chair) and Weed December Meeting Cancelled. Water Resources Planning Directors Huang (Chair) and Sethy December Meeting Cancelled. Committee meetings are open to the public. No Board action will be taken. A G E N D A DECEMBER 13, 2012 PAGE 3

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5 Approved tj. L--- November 8,2012 Fremont, California The regular monthly meeting of the Board of Directors of ALAMEDA COUNTY WATER DISTRICT was held on November 8,2012, at the hour of6:00 P.M. in the Directors' Room of the District Office Building, South Grimmer Boulevard, Fremont, California. Present: Directors Gunther, Huang, Koller, Sethy, and Weed. StafT members present: General Manager Walt Wadlow, Assistant General Manager Engineering Robert Shaver, Manager of Finance Shelley Burgett, Manager of Operations Steve Peterson, Manager of Administrative Services Altarine Vernon, Special Assistant to the General Manager Eric Cartwright, Supervising Public Information Representative Frank Jahn, Community Affairs Specialist Sharene Gonzales, Engineering Supervisor Toni Lyons, Attorney Patrick Miyaki, and District Secretary Gina Markou. President John Weed presided. Director Gunther led in the Salute to the Flag. 3 - PUBLIC COMMENTS - Ms. Wynn Grcich, a resident of Hayward, addressed the Board and again reviewed her concerns regarding fluoridated water. Ms. Grcich informed the Board that the measure to remove fluoride from Crescent City's water system was approved and that Ms. Grcich feels that the individuals who supported the argument for Measure A (fluoridation) in the 1971 local election should have a lawsuit brought against them. 6.3 STAFF REPORTS Presentation on the District's Updated Website and Social Media Sites - Mr. Wadlow reported that based on the recommendation received from Fiona Hutton & Associates in October, 2011, with regard to community outreach, the District has redesigned its website. Mr. Ja11n demonstrated the new functionality of the District's website which will go "live" on November 14, Ms. Gonzales presented the District's Facebook and Twitter sites which will serve as additional tools in providing customers with valuable information. A Press Release will be issued to make customers aware of the improved website and social media tools. 4 - CONSENT CALENDAR A motion was made by Director Huang to add Items 5.1 through 5.2 to the Consent Calendar, seconded by Director Koller. The motion was passed by the following vote: AYES: NOES: ABSENT: Directors Gunther, Huang, Koller, Sethy, and Weed None None Page 1 01'21

6 Minutes November 8, 2012 A motion was made by Director Gunther, seconded by Director Sethy to approve the following items on the Consent Calendar as amended. 4.1 Approval of Minutes Regular Meeting of October 11, Ratification of Payment of Audited Demands dated October 5, October 12, October 19, and October 26, Resolution Amending the FY 2012/13 Personnel Budget Accounting and Treasury Manager; Customer Services and Systems Manager RESOLUTION NO OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT AMENDING FY 2012/13 PERSONNEL BUDGET 4.4 Resolution Amending the FY 2012/13 Personnel Budget Server and Systems Administrator I/II RESOLUTION NO OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT AMENDING FY 2012/13 PERSONNEL BUDGET 5.1 Authorization for Engineering Survey and Report on Groundwater Conditions in Conjunction with Replenishment Assessment 5.2 Authorization of Change Order No. 5 and Resolution Accepting Completion of the Headquarters Renovation Project The motion was passed by the following vote: AYES: NOES: ABSENT: Directors Gunther, Huang, Koller, Sethy, and Weed None None 5 ACTION CALENDAR (Consent Calendar Items are indicated with an asterisk*) 5.1* AUTHORIZATION FOR ENGINEERING SURVEY AND REPORT ON GROUNDWATER CONDITIONS IN CONJUNCTION WITH REPLENISHMENT ASSESSMENT The Replenishment Assessment Act requires the Board to order an Engineering Survey and Report on Groundwater Conditions as the first step in the process to establish a replenishment assessment for next fiscal year. This report must be presented to the Board for consideration in February to meet subsequent deadlines set forth by Proposition 218 and the Replenishment Assessment Act. The Replenishment Assessment Act ( the Act ) of the Alameda County Water District (ACWD) was established by the State of California in Chapter 1942 of the Statutes of 1961, and amended by Chapter 947 of the Statutes of 1970 and Chapter 828 of the Statutes of The Act gives Page 2 of 21

7 Minutes November 8, 2012 ACWD the authority to take measures to ensure the quantity and quality of groundwater for the benefit of all users of the groundwater basin. Such measures include importing supplemental water for groundwater recharge, requiring metering of wells, and levying a replenishment assessment. The Act also requires that ACWD annually prepare an Engineering Survey and Report on Groundwater Conditions. Staff has historically begun collecting information and preparing data for the report during the month of November so it can be completed in time for submittal to the Board in February. A motion was made by Director Gunther, seconded by Director Sethy to order an Engineering Survey and Report on Groundwater Conditions. The motion was passed by the following vote: AYES: NOES: ABSENT: Directors Gunther, Huang, Koller, Sethy, and Weed None None 5.2* AUTHORIZATION OF CHANGE ORDER NO. 5 AND RESOLUTION ACCEPTING COMPLETION OF THE HEADQUARTERS RENOVATION PROJECT The Board previously awarded the Headquarters Renovation Project to James R. Griffin, Inc. Change Order No. 5 in the amount of $15, has been prepared to address additional required work. There is adequate funding in the budget for this expenditure. Staff has taken occupancy of the renovated areas and all work is now complete. On May 19, 2011, the construction contract for the Headquarters Renovation Project was awarded to James R. Griffin, Inc. in the amount of $1,799,693. Change Order Nos. 1 and 2, in the amounts of $16, and $22,663.54, respectively, were previously authorized by the General Manager and Change Order Nos. 3 and 4, in the amounts of $15, and $17,142.74, respectively, were previously authorized by the Board. Change Order No. 5 in the amount of $15, has been prepared to install additional electrical controls, repair and re-route electrical conduit, and install additional soundproofing and structural supports. Staff has reviewed the costs associated with the additional work and has determined that they are fair and reasonable. The total project cost, including all change orders and quantity adjustments for unit price items, is $1,882, A motion was made by Director Gunther, seconded by Director Sethy to: 1) approve Change Order No. 5 in the amount of $15,727.91; and 2) adopt a resolution accepting completion of the Headquarters Renovation Project, Job RESOLUTION NO OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT ACCEPTING COMPLETION OF CONTRACT NO. 3740, JAMES R. GRIFFIN, INC., JOB 6484 The motion was passed by the following vote: Page 3 of 21

8 Minutes November 8, 2012 AYES: NOES: ABSENT: Directors Gunther, Huang, Koller, Sethy, and Weed None None 5.3 RESOLUTION AMENDING CONFLICT OF INTEREST CODE Mr. Wadlow reported that California Government Code Section requires every local agency to review its Conflict of Interest Code in each even-numbered year and to amend the Code if necessary due to changed circumstances or changes in the law. The District last amended its Conflict of Interest Code (Code) in 2010 to update the designated positions in the Code. For the 2012 review, staff and District Counsel have determined that the District's Conflict of Interest Code need not be revised due to changes in the law. However, the Code needs to be revised to update the designated positions to reflect the addition of new employee positions and the change in the titles of certain employee positions since the last review of the Code. In addition, the Code was updated to incorporate recent guidance and recommendations issued by the Fair Political Practices Commission; these updates do not change the substantive disclosure obligations under the Code. After the amended Code is approved, the District must transmit the amended Code to the Alameda County Board of Supervisors. A motion was made by Director Gunther, seconded by Director Koller to adopt a resolution amending the District s Conflict of Interest Code. RESOLUTION NO OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT AMENDING THE DISTRICT S CONFLICT OF INTEREST CODE The motion was passed by the following vote: AYES: NOES: ABSENT: Directors Gunther, Huang, Koller, Sethy, and Weed None None 5.4 AUTHORIZATION OF PURCHASE ORDER FOR PILOTING SERVICES FOR THE MISSION SAN JOSE WATER TREATMENT PLANT Mr. Shaver reported that on June 5, 2012, the Board, District staff, and Harn R/O Systems, Inc. (Harn) conducted a workshop on the ongoing issues associated with the Mission San Jose Water Treatment Plant. Topics covered during the workshop included: 1) an update of the plant s operational issues; 2) a summary of the pilot testing performed and data collection with Toyobo ultrafiltration membranes; and 3) a plan for continued pilot testing with a Pentair X-Flow ultrafiltration membranes. To date, one year of piloting using Toyobo ultrafiltration membranes and four months of piloting using a Pentair X-Flow ultrafiltration membrane have been performed. Although the pilot data using the Pentair X-Flow ultrafiltration membrane has demonstrated improved performance over Page 4 of 21

9 Minutes November 8, 2012 the plant s existing Koch membranes, staff proposes to continue the Pentair X-Flow pilot through one year of operation (June 2013) to ensure that there are no significant seasonal or membrane age-related performance issues. Because this pilot extension is not in the FY 2012/13 budget and is beyond the scope of the existing agreement with Harn, a reserve appropriation and a new agreement with Harn are required. The MSJWTP was identified in the analysis for the 2012 Integrated Resources Plan Update (IRP) and the Engineering Report (Engineering Report) as an important District facility. The IRP analysis indicates that operating the plant is the most efficient way to meet the upper zone demands and the Engineering Report demonstrated that the plant provides production redundancy and reliability (the facility is equipped with a back-up generator and feeds Zones 2 and 3 directly). However, since the 2004 conversion to an ultrafiltration membranes process, production at the plant has been limited to a nominal 3.5 million gallons per day; at higher production rates, the rate of fouling, and the number of membrane fiber breaks becomes problematic and costly due to the significant labor involved repairing the membrane fibers. Although the water production rate at the plant is limited, the quality of water produced by the plant continues to be excellent and consistently meets all State and Federal drinking water requirements. In 2010, the District received an offer from Harn to perform membrane piloting at the MSJWTP with Toyobo membranes with the goal of cost-effectively retrofitting the plant to provide a higher, sustainable production capacity. The results of the first year of pilot testing with Toyobo membranes were promising and were presented to the Board on June 5, However, Toyobo made a business decision to not enter the U.S. market and Toyobo membranes are no longer a viable option for the MSJWTP. Accordingly, Harn proposed continued piloting with a Pentair X-Flow membrane that is similar in chemistry and construction to the Toyobo membrane. Since that time, Harn has continued piloting at the MSJWTP and the Pentair X-Flow membrane has performed favorably. To date, all of the pilot testing performed has been at no cost to the District. The existing Koch membranes are anticipated to approach the end of their useful life in December It may be cost effective to replace the Koch membranes with a membrane that could support a higher production rate with lower maintenance costs. To demonstrate the viability of the Pentair X-Flow membrane, it is imperative that it be tested through the various seasons and source water changes. Harn s estimated total cost to extend the pilot through June 2013 on a time and expense basis is $131,010. Staff has reviewed the proposal and finds the scope of services and estimated cost to be reasonable for the services to be provided. Concurrent with this extended piloting, a second pilot will be installed at MSJWTP by Harn to allow Pentair to perform demonstration testing of the X-Flow membrane in accordance with California Department of Public Health (CDPH) requirements. All costs for the second pilot and CDPH testing will be borne by Pentair. The demonstration testing is expected to begin in February and conclude by May At that time, District staff will return to the Board with an evaluation on the extended pilot, the results of CDPH demonstration testing and staff s assessment of the viability of Pentair X-Flow membranes. Page 5 of 21

10 Minutes November 8, 2012 Ms. Lyons provided a supplemental presentation at the Board Meeting which explained the benefits of the pilot study extension. Discussion ensued and staff responded to inquiries from the Board. A motion was made by Director Huang, seconded by Director Koller to: 1) authorize a reserve appropriation in the amount of $131,010; 2) authorize a purchase order to Harn R/O Systems, Inc. for piloting services in an amount not to exceed $131,010 for the Mission San Jose Water Treatment Plant Ultrafiltration Membrane Investigation; and 3) authorize the General Manager to execute a services agreement with Harn R/O Systems, Inc. for this work, Job The motion was passed by the following vote: AYES: NOES: ABSENT: Directors Gunther, Huang, Koller, Sethy, and Weed None None 5.5 REVIEW OF PROPOSED RATES AND CHARGES FOR CALENDAR YEAR 2013 AND SETTING PUBLIC HEARING Ms. Burgett reported that annually, the District s revenue requirements are determined by updating the Financial Planning Model (FPM). The FPM looks at projected revenues and expenditures over time, which are based on inputs from the District s current budget, Integrated Resources Plan (IRP) and the Capital Improvement Program (CIP). Information from the FPM is primarily utilized to calculate the commodity rate and service charge necessary to operate the District. The District s various other rates and charges are also analyzed periodically and revised to recover the costs of providing the service for which the rate or charge is assessed. The District s rates and charges were last adjusted by the Board of Directors at the January 2012 Board meeting. During the past several months, staff has completed a detailed review of projected revenues, operating expenses and capital expenditures over the next several years. That information has been incorporated into the FPM to determine necessary rate adjustments. The FPM being used for this year is a new one developed in conjunction with Raftelis Consulting that incorporates several new features than the previous model. One of these new features is the capability to model low, average and high cost water supply sequences based on historical hydrologic data, water supply component costs, and a supply prioritization schemata. Another feature is a userfriendly dashboard where inputs can be changed, and a number of graphs report on various aspects of the District s projected finances. The FPM is a comprehensive spreadsheet model of the District s revenues, operating and maintenance expenses, capital expenditures, and reserves over a 25 year period but with a focus on the next several years. These projections are derived from other planning tools and models, including the District s IRP, CIP, and current year budget. The IRP process evaluates a wide range of water supply and water conservation options, as well as land use projections in the District s service area. This information is used to develop the District s long range water supply strategy necessary to meet projected demands. The CIP includes project schedules and projected costs for facilities identified in the IRP, and other projects to support and maintain system reliability, water quality and environmental compliance. All of these financial tools provide the Page 6 of 21

11 Minutes November 8, 2012 basis for developing the budget which implements the necessary projects, programs and activities to achieve the District s goals. The FPM is the tool that provides the information that enables the District to set rates to generate sufficient water revenues to meet the District s short- and long-term obligations in an orderly manner and to minimize significant rate fluctuations from year-to-year. Water revenues (commodity and service charge) are the District s primary source of revenue, comprising more than 80% of the District s total source of revenues. Operating expenses include those programs and activities necessary to support and maintain the District s ongoing daily operations. These include costs associated with fuel and power; purchased water from the State Water Project and San Francisco Regional Water System; operations and maintenance of the groundwater basin, water treatment facilities, water mains, service lines, meters and distribution facilities; water quality analysis; administrative and related expenses, and debt service. Major capital projects include those needed to comply with increasingly stringent public health and environmental standards and to maintain water system reliability. Major projects include treatment plant process improvements and retrofit work, water production and storage facility improvements, water main and service line replacements, Seismic Improvement Program (SIP) Phase 1, and numerous fish passage projects at District facilities along Alameda Creek. Also this year, the highly significant Main Replacement Program was added to the review. Mr. Yee presented his rate analysis to the Board as summarized below: COMMMODITY RATE AND SERVICE CHARGE OVERVIEW This year poses a particularly challenging set of circumstances for the rate review. A number of new costs have been identified and included in the mix in an effort to be more realistic about future requirements. One such cost is the Main Replacement Program (MRP) which is preliminarily being estimated for now at $10 million a year starting in FY 2016/17. The District is nearing its 100 year anniversary and the main infrastructure has aged in general and will need eventual replacement. To ensure that the model reflects for now the resources estimated to be needed for the MRP, and to also successfully implement District strategic initiatives already under way, a placeholder additional preliminary cost of about a 5% increase to the District staff count, or about a dozen new staff members was added to the model within the next few years. This is only a rough estimate and more detailed staffing reviews will be done in the future. This will add some $3 million a year of labor and direct fringe costs. Another cost is the addition of some $10 million over the next few years to cover unanticipated costs related to the fault crossings and fish passage capital projects. A number of measures are being taken by staff to help offset these additional costs. For example, staff continues to pursue new funding sources through grants and other opportunities, and has been actively pursuing alternate revenue sources, cost-saving measures and greater productivity through the Future of ACWD program. Staff has also taken a variety of other actions such as reducing cost wherever practical, and delaying capital projects in response to decreased water demand. Page 7 of 21

12 Minutes November 8, 2012 However, the net cost effect is significant and both staff and the Administrative & Finance Committee members have been meeting on a number of occasions over the last month to try to find workable options. One noteworthy point is that without issuing new debt, the projected rate increase for both the commodity rate and service charge would have to be around 15% for two years, and 8% annually thereafter. This is significant and therefore as one of the base assumptions for the options mentioned below, there is in the model a $25 million new debt issuance in FY 2014/15 to help reduce near term overall rate increases. Another underlying assumption is the use of an average water supply cost scenario. District staff statistically categorized each year of its 83 years of available hydrologic history into whether it was a relatively low, average, or high water supply cost year. Then sequential rolling 10 year sequences were further categorized as to whether they were on average relatively low, average, or high water supply cost sequences. One thing to keep in mind is that if there were to be a high cost year (not currently in the average cost sequence) then it would mean the need for maximum San Francisco Water purchases which could necessitate upwards of roughly $14 million in additional costs in that year. This kind of situation will need to be dealt with from reserves if needed. The other important assumption is that the emergency reserve has been modeled to be 50% of annual O&M expenses rather than the historical 10%. For example, this could mean the difference between having $8 million versus $40 million set aside. This is considered to be a more desirable position given possible costs risks such as a high cost water supply year, or major seismic event. A more comprehensive review of the Board s reserve policy is anticipated for next year. Given all these assumptions, staff has developed three options for the Board s consideration as explained below. Note that the Board typically approves rate changes only for the upcoming year. However, for completeness, the chart shown below indicates what the model is projecting as necessary rate increases in the future for any given 2013 option based on the information at hand, but that will undoubtedly change next Fall when the rates are reviewed again. Proposed Options (commodity rate % / service charge%) on Out Option 1 10% / 10% 10% / 10% 8% / 8% Option 2 8.0% / 20% 8% / 20% 6% / 20%* Option 3 0% / 100% 8% / 8% 8% / 8% *would end FY 2017, with 8%/8% thereafter OPTION 1: +10% Commodity Rate / +10% Service Charge This option smooths out the required increases over time with some frontloading of the rate sequence over time. OPTION 2: +8% Commodity Rate / +20% Service Charge Taking Option 1 a step further, a differential percent increase is being shown between the commodity rate and service charge. There is a more complete discussion below, but the theoretical five year phase-in of about 80% of the annual estimated MRP costs being Page 8 of 21

13 Minutes November 8, 2012 funded by the service charge would mean about a 20% increase per year. Last year the Board adopted a +19% increase. OPTION 3: +0% Commodity Rate / +100% Service Charge Taking Option 2 a step further, the theoretical phase-in would be accomplished in one year. Again, a more complete discussion is to be found below regarding the bimonthly service charge. BIMONTHLY SERVICE CHARGE Historically at the District the bimonthly service charge was set to recover certain fixed costs, including meter reading and customer service, meter and service line maintenance and replacement, and a certain measure of system capacity historically represented by the District as a portion of the annual debt service on bonds outstanding. However, there is latitude in the industry as to what is defined as a fixed cost and what can be included in the calculation, and other agencies take differing approaches to the methodology. For instance, instead of debt service, another approach is to include the cost of built facilities peaking capacity. Or another may add the cost of that portion of built reservoirs and mains related to fire protection capacity. Still another may consider everything in expense a fixed cost that is not related to power, water supply or chemical costs. But by most measures the District s current service charge is not recovering all of the District s fixed costs. Some agencies take a readiness to serve approach including all costs necessary to have standby water always available at the customer s point of use. As mentioned earlier, the District has an aging water main infrastructure that will need to be begun to be replaced in an accelerated manner within the next number of years. The situation is continuing to be studied and evaluated, but for now the initial estimates are around the order of $10 million a year practically indefinitely. It will essentially become a fixed cost and therefore would have a reasonable nexus to being funded, at least in part, by the service charge. As a more conservative goal, increasing the service charge to fund at least 80% of this annual MRP cost would be $8 million, and this is also about the same amount of money currently received from all service charges. Therefore the goal of funding 80% of MRP annual cost is tied to effectively doubling the current service charge for all customers. Option 2 essentially reflects a phase-in approach to increasing the service charge in terms of this 80% funding of the MRP annual costs. In fact, the MRP program is currently expected to start in about five years. Early funding of a MRP type reserve in the meanwhile will be helpful in starting to address this significant cost. Option 3 reflects a one-year approach to raising the service charge to the estimated 80% level of annual MRP funding. This will begin raising the earmarked funds necessary to start such a large scale capital program as the MRP. In the meanwhile, staff will continue to further research and refine the projected costs of this effort. Even with this kind of increase, the District s service charge will be at the median of the other Bay Area agencies annually surveyed by the District. Increasing the service charge yields a number of benefits for the District such as credit rating maintenance, revenue stability, infrastructure sustainability and reliability, etc. For some context, the District s current 3/4 service charge is currently next to the lowest of all the 30 other agencies annually surveyed that have a service charge, and about half the median charge. Page 9 of 21

14 Minutes November 8, 2012 The same service charge percent increase is being proposed for all meter sizes under each option and would yield the bimonthly service charge for each meter size as show below for both inside and outside District customers. Inside District Customers Current Option 1 Option 2 Option 3 5/8"&3/4" $ $ $ $ / , , , , , , , , , Outside District Customers Current Option 1 Option 2 Option 3 5/8"&3/4" $ $ $ $ / , , , , , , , , , Over the next year, staff in conjunction with Raftelis Consulting, plan to further review the service charge calculation methodology. As part of this review, a study will be made of trueing up the relative bimonthly service charge between the different meter sizes too. Commonly in the industry the service charge for all meter sizes is revised by the same percentage to make it administratively manageable. However every 5 or 10 years a true-up is typically done to adjust the relative service charge between different meter sizes according to the cost of service. It has been approximately 10 years since the District has attempted a true-up between meter sizes. But for this upcoming 2013 year, the proposed service charge increases will apply the same to all meter sizes for all customers on a percentage basis. COMMODITY RATE The commodity rate revenue helps recover the cost of increased operating expenses as well as to help fund capital projects needed to comply with State and federal drinking water regulations and to maintain the reliability of the water system. 8% was the long term average rate used in the financial model last year. Page 10 of 21

15 Minutes November 8, 2012 Staff also proposes the same inside District customer commodity rate percentage increase for those 30 or so customers who are outside the District s boundaries. Also, as mentioned last year, staff is proposing to delete the San Francisco Water Only Customer commodity rate since the only remaining significant customer was Tesla Motors (formerly NUMMI) which has now switched to only normal distribution water. Staff is proposing a February 1, 2013 effective date to allow for adequate time to comply with Proposition 218 notification requirements (discussed below). The current and optional dollar commodity rates are shown below for both inside and outside District customers. Commodity Rate (per HCF) Current Option 1 Option 2 Option 3 Inside District $3.152 $3.467 $3.404 $3.152 Outside District $3.624 $3.987 $3.915 $3.624 For the average residential customer, Option 1 or 2 would place the District just above the median among the 30 other agencies annually surveyed based on commodity cost alone. Option 3 would put the District a few places below the median. Because staff recognizes that Option 3 s proposed 100% increase to the service charge is significant, staff is proposing a 0% increase to the commodity rate for that option. This will also help in restructuring the District s overall revenues to a better variable versus fixed ratio. OPTIONS FOR TOTAL BILL The net effect of the proposed options would impact the total bi-monthly water bill for an average residential customer using 23 units of water (approximately 283 gallons per day) as shown in the summary table below. The current average single family residential bill is $87.43 which is comprised of $72.50 for the commodity portion and $14.93 for the service charge. Options 1 and 2 for Board consideration would place the District s average residential water bill a slot or two above the lowest quartile of the 30 other Bay Area agencies annually surveyed. However, this is comparing the District s proposed 2013 rates with the current 2012 rates of all the other surveyed agencies. Some of these agencies are projecting double-digit increases next year, and by next July, it is anticipated that the District will rank even lower in total cost in the survey. Option 3 would place the District just below the lowest tertile of the agencies surveyed. Proposed 2013 Options Average Single Family Residential Customer Bill Impact (23 units) Option 1 10% / 10% Option 2 8% / 20% Option 3 0% / 100% Commodity Rate Total Service Charge New Total Overall Bill Overall Effective Increase Increase Per Bill Increase Per Month Increase Per Day $79.75 $16.42 $ % $8.74 $4.37 $0.14 $78.30 $17.92 $ % $8.79 $4.40 $0.14 $72.50 $29.86 $ % $14.93 $7.47 $0.25 Page 11 of 21

16 Minutes November 8, 2012 Note that residential customers who use less or more water than the average 23 units of water bimonthly, as well as practically all non-residential customers, will probably be affected in differing dollars amounts and percentages than the examples shown here. PROPOSITION 218 NOTIFICATION A written notification must be mailed to all property owners in the District with the final proposed rate increase option. The mailing will provide the current and proposed commodity rates and bimonthly service charge, the effect on an average residential customer s bill, and reasons for the increase. Staff is requesting authorization from the Board to send out the mailings to give property owners 45 day notice before the January 10, 2013 proposed public hearing, which is the amount of notice required by Proposition 218. A separate mailing is also proposed to be sent to those 30 or so property owners who receive District water service outside the District s service boundaries. DEVELOPMENT-RELATED FEES AND CHARGES In 2011, Bartle Wells Associates conducted a general review of the District s developmentrelated fees and charges. The study resulted in several recommendations related to simplifying the District s schedule of development fees and charges, and ensuring the basis of its fee calculations will continue to be consistent with the types of development within the District s service area. The full Board and the Administrative and Finance Committee have reviewed the numerous proposed changes to the suite of development-related fees and charges at several meetings since August Although the Board has already implemented many of the changes, the recommended changes that are yet to be implemented are discussed below. Bartle Wells Associates recommended that the District discontinue acreage and front footagebased charges and instead collect equivalent revenue from capacity based charges which are assessed based upon service category and meter size, just as is currently done with the District s Facilities Connection Charges (FCCs). Accordingly, staff is recommending that the existing Facilities Acreage Charge, which is an acreage-based charge that funds the Facilities Improvement Fund (FIF), be discontinued and that the existing FCC charges, which also fund the FIF, be adjusted to provide the same overall revenue to the FIF. Bartle Wells Associates also recommended elimination of the District s Standard Acreage Charge and Front Foot Charges. These charges fund the Installer s Reimbursement Fund (IRF) which is used to reimburse developers for the cost of water system improvements they make which benefit others. Accordingly, staff is recommending that these charges be discontinued and replaced by capacity-based charges, based upon service category and meter size, which provide equivalent revenue to the Installer s Reimbursement Fund. These new capacity based charges, called Facilities Reimbursement Charges (FRCs) would replace the existing Standard Acreage Charge and Front Foot Charges, further simplifying the District s development fee schedule and providing a consistent basis for all charges which fund both the FIF and the IRF. In addition, Bartle Wells Associates recommended that the District s FIF revenue requirements be spread across the various meter sizes in accordance with American Water Works Association (AWWA) standards (using AWWA meter ratios ). Although this change would have little impact on overall revenue, the amounts of the FCCs applied to individual meters would change as some of the revenue shifts from smaller meters to larger meters. Therefore, staff recommends that this change be phased in over five years to minimize the impact on any one meter size or Page 12 of 21

17 Minutes November 8, 2012 service category. The specific FCC amounts proposed below include the first year phase-in values. Staff is also recommending the implementation of other Bartle Wells Associates findings including clarifying the definition of multi-family residential to include buildings with two or more dwelling units, and reinforcing the requirement that any new secondary dwelling units must pay connection charges on a per-unit basis. The proposed changes described above have been presented to the Board, developer groups, city councils and city staffs, as well as other stakeholder groups during outreach meetings and presentations earlier this year. If the Board approves these recommended changes at its January 10, 2013 meeting, they will become effective on April 1, 2013, pursuant to Government Code which requires that such development fees and charges do not take effect until at least 60 days following adoption. This April 1 effective date has not been used in the past because the District has traditionally set such development fees and charges one year in advance of their effective date. Meter Size 2012 FCC Amount 2013 FCC Amount 2013 FRC Amount 2013 Total Charges Residential 5/8" (Single Family or Equivalent Dwelling Unit) $ 6,855 $6,388 $401 $6,789 Multi-Family 5,487 5, ,434 Dormitory 4,115 3, ,074 Non-Residential 3/4" 9,671 9, $9,727 1" 14,621 14,094 1,002 15, /2" 21,427 22,362 2,003 24,365 2" 26,176 29,736 3,206 32,942 3" 43,329 54,661 7,012 61,673 Non-Residential 4" 71,963 91,979 12, ,000 6" 105, ,146 27, ,193 8" 161, ,951 32, ,006 FUTURE OF ACWD EFFORTS: CUSTOMER SERVICE FEE and LEAK POLICY As a result of the Future of ACWD (FOA) effort, one new Customer Service fee is being proposed. It is a $30 48 Hour Notice Fee that will be charged when a door hanger is required to be placed prior to shutoff for nonpayment. This 48 Hour Notice Fee amount of $30 is proposed to cover a majority of actual costs incurred by the District for placing the 48 hour notice on the property prior to terminating water service due to nonpayment. A number of other agencies also impose this kind of charge at about the same dollar level. In is anticipated to generate about $210,000 a year in new revenue from about 7,200 hangers. Another FOA suggestion is to revise the District s Leak Adjustment policy to be allowable only every two years instead of the current annual restriction. Also, another revision is to cap the adjustment to $200 for residential, and $500 for non-residential, instead of being currently open Page 13 of 21

18 Minutes November 8, 2012 ended, subject to certain restrictions. The current policy is to allow a leak adjustment every 12 months, and up to one-half of whatever the leak related excessive dollar amount might be. This is a very accommodating policy, and the new proposed limitations would be more in line with other agencies. Savings anticipated are to be in approximately $25,000 a year. OTHER FEES AND CHARGES Staff has reviewed the relevant cost data for other fees and charges for the last fiscal year, as well as various operational and process issues. Based on these items, additional revisions to the Rate and Fee Schedule are proposed. Changes shown below are proposed to become effective February 1, All fees and charges are proposed to cover the cost of service. Proposed Current Eff. 2/1/13 Account Est. Field/Reconnection Charge $ 35 $ 36 After-Hours Connection Charge Annexation Charge 2,007 2,111 Backflow Prevention Device Testing Fee Damaged Angle Stop Charge Hydrant Flow Test Charge (Fire Flow Test Fee) Fire Hydrant Meter Deposit 1,450 1,306 Fire Hydrant Meter Late Return Fire Hydrant Meter Late Reading Meter Installation Charge 3/ Meter Installation Charge Meter Installation Charge 1 1/ Meter Re-Installation Charge Returned Check Charge Substantial Board discussion ensued. The importance of establishing a revenue stream to fund the main replacement and seismic retrofit programs was noted by all Board members. It was pointed out that this will provide the benefits of a more reliable water supply, including a supply for firefighting, to all customers and so it was appropriate to fund this program with revenue from the service charge. It was further pointed out that even a 100% increase in the service charge would only fund about 80% of the planned $10 million/year program. The Board also expressed their concerns regarding the impacts of a 100% increase in the service charge on customers, especially those on fixed incomes. Discussion continued and staff responded to questions from the Board. Concerns were expressed regarding the impact of the 48 Hour Notice Fee during these difficult economic times. Further review of the District s leak adjustment policy and 48 Hour Notice Fee will be conducted at the committee level. Mr. Miyaki confirmed that the leak adjustment policy is not subject to Proposition 218. Mr. Robert Bush, a Fremont resident thanked Mr. Yee for his presentation. Mr. Bush inquired if there is a way to do something with the fixed charge that makes it vary with the amount of water used. Mr. Wadlow responded by saying that the District has been looking into the concept of tiered rates on the commodity side but not on the fixed charge but will look into that aspect as well. Page 14 of 21

19 Minutes November 8, 2012 A motion was made by Director Sethy, seconded by Director Gunther to set January 10, 2013, at 6:00 P.M. as the date and time for a public hearing for consideration and adoption of revisions to the District s rates and charges. The motion was passed by the following vote: AYES: NOES: ABSENT: Directors Gunther, Huang, Koller, Sethy, and Weed None None A motion was made by Director Sethy, seconded by Director Gunther to authorize staff to mail to all property owners in the District notifications of the proposed commodity and bimonthly service charge revisions (Option 3) and public hearing details. The motion was passed by the following vote: AYES: NOES: ABSENT: Directors Gunther, Sethy, and Weed Directors Huang and Koller None President Weed called a recess at 9:20 P.M. and reconvened the meeting from recess at 9:32 P.M. 5.6 BAY AREA WATER SERVICE AND CONSERVATION AGENCY S PROPOSED BOND ISSUANCE TO PREPAY DEBT OWED TO SAN FRANCISCO Mr. Wadlow reported that the Bay Area Water Supply and Conservation Agency (BAWSCA) represents the interests of 24 cities and water districts, and two private utilities, that purchase water wholesale from the San Francisco regional water system. On November 15, 2012, agency representatives to BAWSCA will be asked to vote on adopting a resolution approving the various financial documents associated with BAWSCA's issuance of bonds to raise the capital necessary to prepay the debt owed to San Francisco (approximately $367 million), approving a Prepayment and Collection Agreement with San Francisco, and the Bond Purchase Agreement. The objective of a potential bond issuance to prepay capital debt that BAWSCA agencies owe San Francisco is to save BAWSCA's member agencies money. Since fall 2011, BAWSCA and its advisors have been exploring the possibility of issuing such bonds. To prepare for the possible issuance of bonds, outside firms have been hired by BAWSCA to provide Bond and Disclosure Counsel services (Orrick, Herrington & Sutcliffe LLP), and the services of credit rating agencies (Moody's, and Standard and Poor's) to provide preliminary bond ratings for BAWSCA. Approximately $367 million in capital cost recovery payments remain outstanding and currently are being repaid as a part of San Francisco's wholesale commodity charge. The capital cost recovery payments are being repaid at a fixed interest rate of 5.13% and are a part of the Wholesale Revenue Requirement to the Water Supply Agreement negotiated with San Francisco in At current interest rates, BAWSCA staff and its advisors believe a bond issuance could generate no less than $20 million in present value savings, or approximately 6% of the outstanding capital recovery amount, assuming full participation by member BAWSCA agencies. BAWSCA is proposing the issuance and negotiated sale of revenue bonds secured by a Page 15 of 21

20 Minutes November 8, 2012 surcharge on BAWSCA member agencies. San Francisco would collect the surcharge and send the amount to BAWSCA for payment to bond holders. The surcharge would be in place for the term of the bonds, but not longer than 21 years (assuming a bond issuance in 2013). The 25-year Water Supply Agreement expires in 2034 and BAWSCA does not expect member agencies will need to execute any amendment to the Water Supply Agreement. Additionally, legislation introduced by Jerry Hill (AB 2167) and signed by Governor Brown on September 7, 2012, specifically clarifies BAWSCA's authority to issue bonds and to prepay the debt owed to San Francisco. In August, 2012, the District hired Fulbright & Jaworski LLP (Fulbright), to advise the District on BAWSCA's proposed bond financing and to specifically provide responses to the following questions: Q1) Are there any potential negative impacts of the proposed financing on the District's ability to issue additional bonds? Q2) Does the District have the legal obligation to pay the surcharge imposed by BAWSCA? Q3) Are there any material negative impacts to the District from the proposed financing? Fulbright provided the following responses to these questions: A1) Assuming the District and its auditors treat the bond surcharge as a maintenance and operation cost (the same way as San Francisco's wholesale commodity charge is currently treated), the impact would be positive provided the District realizes a savings from the repayment of BAWSCA's debt financing. A2) If the District participates in BAWSCA's issuance of bonds to prepay the debt owed to San Francisco, then the District will have an obligation to pay its share of the bond surcharge in accordance with Article 5 of the Water Supply Agreement and AB A3) If the District participates in BAWSCA's issuance of bonds to prepay the debt owed to San Francisco, then it appears the District will lose its ability to prepay its share of the existing capital debt (i.e., pay off its share of the remaining principal balance). The uncertainty of this statement lies in the ambiguity of the language in Section 5.03 of the Water Supply Agreement related to prepaying the unpaid principal balance of the capital debt. On November 15, 2012, BAWSCA s Board will be considering the following two recommendations on the method or structure for paying the bond surcharge: 1) The annual surcharge for each agency will be based on the actual wholesale water purchase percentage from the last full year for which data is available with an annual reconciliation based on the actual water purchased. 2) A blended interest rate from the sale of both taxable and tax-exempt bonds will be used in allocating annual debt service. Currently, San Francisco is able to issue tax-exempt bonds for its Water Supply Improvement Program because two non-governmental BAWSCA member agencies (Cal Water and Stanford University), purchase less than 10% of the total San Francisco system water purchases. However, this is not the case for BAWSCA's issuance of bonds and will require the sale of both taxable and tax-exempt bonds. The annual savings for the District is estimated to be between $50,000 and $90,000 depending upon the interest rates at the time of the sale of the revenue bonds and assuming the District's share of the bond surcharge is based on our recent volumetric purchases of approximately 8 MGD. Page 16 of 21

21 Minutes November 8, 2012 If BAWSCA s Board approves the recommended structure for paying the bond surcharge as outlined above on November 15, the District s Board will then be asked at its December 2012 Board meeting to consider adopting a resolution authorizing BAWSCA to issue and sell bonds for the purpose of making the prepayment to San Francisco on behalf of the District. Additionally in December, Moody's and Standard and Poor's are expected to submit the final credit ratings for BAWSCA, and in January 2013, BAWSCA is planning to conduct the sale of the revenue bonds. President Weed, the District s representative on the BAWSCA Board and Policy Committee provided additional information to the Board. Discussion ensued and President Weed and staff responded to inquiries from the Board. No action was taken. 5.7 ADOPT A POLICY SPECIFYING THAT THE DISTRICT WILL COMPLY WITH THE SUSPENDED PROVISIONS OF THE BROWN ACT Mr. Wadlow reported that the Budget Act of 2012 was approved by the Governor on June 27, The Budget Act of 2012 suspended certain provisions of the Ralph M. Brown Act (Brown Act) that pertain to the agenda requirements for regular meetings and disclosure requirements for closed sessions. At the August 9, 2012 Board meeting, the District's Legal Counsel summarized the impact of the Budget Act of 2012 on the Brown Act. The Budget Act suspends a few of the provisions of the Brown Act regarding the agenda requirements for regular meetings and disclosure requirements for closed sessions; all of the other requirements of the Brown Act remain intact. The directors stated that the District should continue to comply with the suspended provisions of the Brown Act and referred this matter to the Legal and Legislative Committee to consider the alternatives for achieving this objective. The District's Rules of the Board address some, but not all, of the suspended provisions of the Brown Act. Therefore, reaffirming the Rules of the Board will not achieve the Board's objective. After evaluating the alternatives with the Legal and Legislative Committee, the General Manager has recommended that the Board adopt a policy statement specifying that the District will comply with all of the suspended provisions of the Brown Act to ensure maximum openness and transparency in the conduct of the District's business. A motion was made by Director Koller, seconded by Director Gunther to adopt a policy specifying that the Alameda County Water District will comply with the provisions of the Brown Act that have been suspended by the Budget Act of 2012 to ensure maximum transparency and openness in the conduct of the District's business. The motion was passed by the following vote: AYES: NOES: ABSENT: Directors Gunther, Huang, Koller, Sethy, and Weed None None Page 17 of 21

22 Minutes November 8, DECEMBER 2012 COMMITTEE MEETINGS Mr. Wadlow reported that the committee meetings for the month of December have been scheduled to accommodate the ACWA Conference which is being held on December 4 through December 7, As a result there are currently 3 committee meetings scheduled for the week of December 17, which will greatly impact staff s workload. A motion was made by Director Gunther, seconded by Director Koller, cancelling all committee meetings currently scheduled for the month of December. The motion was passed by the following vote: AYES: NOES: ABSENT: Directors Gunther, Huang, Koller, Sethy, and Weed None None 5.9 BOARD PRESIDENT AND VICE PRESIDENT POSITIONS Mr. Wadlow reported that the Alameda County Water District Rules of the Board state that the Board shall elect a President and Vice President from among its members by majority vote annually at the regular meeting in December. In preparation for the December selection of officers, staff provides the following record of Board officers from 2004 to present. YEAR PRESIDENT VICE PRESIDENT 2004 Jim Gunther Judy Huang 2005 Marty Koller Judy Huang 2006 Judy Huang Art Lampert 2007 Art Lampert John Weed 2008 John Weed Jim Gunther 2009 Jim Gunther Marty Koller 2010 Marty Koller Judy Huang 2011 Judy Huang John Weed 2012 John Weed Jim Gunther 2013 President Weed suggested Director Sethy s name for nomination at the December Board meeting as Vice President in 2013 with Director Gunther as President. Director Koller indicated his interest in serving as Vice President in 2014 with Director Sethy as President. Discussion ensued and no action was taken. 6 REPORTS 6.1 BOARD COMMITTEE REPORTS Operations & Water Quality Meeting of October 3, 2012: 1) Maintenance of Fire Hydrants; and 2) Changes to the Management of the Headquarters Warehouse Page 18 of 21

23 Minutes November 8, 2012 Engineering & Capital Projects Meeting of October 16, 2012: 1) Proposed General Waste Discharge Requirement for Aquifer Storage and Recovery Project; 2) Lawrence Livermore National Laboratory Groundwater Tracer Study; 3) Capital Projects Major Equipment Procurement Considerations; and 4) Proposed PG&E Gas Main Project Legal & Legislative Meeting of October 17, 2012: 1) Update on Legal Issues Administrative & Finance Meeting of October 23, 2012: 1) Preliminary Rate Review; 2) BAWSCA Debt Issuance; and 3) Risk Claims Review Water Resources Planning Meeting of October 24, 2012: 1) Water Conservation Program Update Administrative & Finance Special Meeting of October 29, 2012: 1) Preliminary Rate Review 6.2 OPERATIONAL REPORTS Rainfall Report Water Production Report Quarterly Well Level Report Quarterly Projects Review Mr. Shaver updated the Board on how the proceeds from the 2012 Water System Revenue Bonds were being expended in accordance with the plan presented to the Board and public previously. Investment Report Quarterly Personnel Report Distribution System Monthly Hardness Map 6.4 GENERAL MANAGER S REPORTS Update on Lower Alameda Creek Fish Passage Projects Mr. Shaver stated that an e- mail had been sent to the Board informing them of an Outreach Meeting scheduled for 7:00 p.m. on November 13, 2012, at the Niles Elementary School. Mr. Shaver also stated that postcards, which were provided to the Board, were sent to over 1,300 residents in the surrounding area. The outreach will focus on two projects (Shinn Re-diversion Pipeline and the Kaiser Fish Screen Project) that are planned for summer of Directors Sethy and Weed indicated that they planned to attend the meeting. Mr. Cartwright updated the Board on the Fish Ladder Projects and explained the process of obtaining the environmental permits for both projects in the flood control channel in conjunction with the District s project partner Alameda County Flood Control District. Discussion ensued and staff responded to inquiries from the Board. Mr. Shaver reported that SFPUC conducted a public outreach meeting on November 1, 2012 for the Bay Division Pipeline 3 & 4. The District was represented by Ms. Lloyd and Ms. Rotter (project manager). Approximately 20 residents and 25 students from Mission San Jose High School attended. Staff explained how certain District pipelines will be upgraded as part of the overall project. SFPUC maintains a blog regarding that Page 19 of 21

24 Minutes November 8, 2012 project and has posted a brief article with pictures of the event. Mr. Shaver stated that as a result of the District s efforts in CUWA s Financial Sustainability Committee as well as his participation in an ongoing Water Research Foundation project to develop strategies to address revenue gaps, he has been invited to participate in a panel discussion at the upcoming ACWA conference. Mr. Peterson reported that the District has received notification from CDPH that they have reviewed the results from the High Rate Filtration Study and have approved the operation of Water Treatment Plant 2 at filter loading rates above the previous maximum of 6 gpm per sq. ft. up to a maximum rate of 8 gpm per sq. ft. The newly approved maximum filtration rate will allow Water Treatment Plant 2 to operate at 28 mgd with one of its six filters offline. Ms. Vernon reported that, after a 2-year hiatus, the City of Newark reinstated its Corporate Games in which the District has historically participated. This year the District started out in last place and ended up finishing in first place. Human Resources Technician Cristina Ureno who coordinated the effort attended City of Newark s Council Meeting to accept the District s award. To celebrate the success the District is hosting a celebration barbeque on Wednesday, November 28, 2012, from 11:30 to 1:30 p.m. and the Board is invited to attend the celebration. 7 DIRECTOR S COMMENTS AND/OR AGENDA ITEM REQUEST Director Sethy notified the Board that he would need to leave the meeting at the conclusion of open session. Director Sethy reported that he and Director Weed attended the tour of West Valley Watershed Facilities/Rinconada Water Treatment Plant. Director Koller requested an agenda item be added to the upcoming Legal & Legislative Committee Meeting regarding subsidizing a portion of the cost of water bottles that will be handed out to various organizations for distribution. Director Weed proposed appointing alternate Directors for standing committee meeting assignments. Mr. Miyaki stated that he will work with the General Manager to coordinate. Director Weed reported that he attended ACWA s Legal Conference that was held in Napa and attended a 2-day Cal Desal meeting in Sacramento. President Weed adjourned the meeting to Closed Session at 10:38 P.M. to discuss the following item. 8 CLOSED SESSION Conference with Labor Negotiators Pursuant to California Government Code Section Agency Designated Representatives: President Weed and Director Koller Unrepresented Employee: General Manager Page 20 of 21

25 Minutes November 8, 2012 President Weed reconvened the meeting at 10:58 P.M. and District Counsel reported that the Board conferred in Closed Session with its Labor Negotiators pursuant to California Government Code Section Agency Designated Representatives: President Weed and Director Koller, Unrepresented Employee: General Manager. In the Closed Session the Board heard a report from the Agency Designated Representatives and no action was taken. There being no further business to come before the Board, President Weed adjourned the meeting at 10:59 P.M. Attest: Gina Markou, District Secretary John H. Weed, President Page 21 of 21

26 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/2/2012 Check# PO# Classification Description 1 Amount 22~ 395 AbSolute"~i1tratioI1F " 3W , , Check# Acoi'!'iSolutidns """ "2W Printer Maintenance Check# f39.7 Aifgas NCNlnc,L%; 2W Laboratory Gases Check# AltWays TowiIlQ&Transpoit/ " 2W Towing Check# "AUiild WasteSe..vices#916 2W W Trash & Recycling Services Garbage Services 1, , Check# AlwaysllnderPressure 2W Pressure Washer PM Check# '1401 Ambius Inc (37) 2W Indoor Plant Maintenance Check# Page 1 of 12 11/1/ :20:09AM

27 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/2/2012 Check# PO# Classification Description 1 Amount 22114Q2.AppleOneErnployrn'ent'SeJ:i(i.2esi<i... '1W Temp Services 2W Temp Services 2W Temp Services Temporary Services Temporary Services 1, Temporary Services 1, , Check# Applied Jridustrial Technologiesli\c.::\.,,' ';:: ' 3W Inventory ~-;,,', ',' Check# Ararnark Uriif6,ni sen;ices '.' " PV PV PV ASlrepro:2olJ1. 2W Reproduction Services -,< c'x;;;>(\l<,_,~_ , Check# Check# Bay EquipmeiitCo In'c:.:,. '1W Material HandlinR Equipment Merchandise Check# 'BMllmaliing Systems: "" 2W Maintenance Contract 1, , Check# Bru2e's,Tires...- <,;> 2W Tires, Labor, Parts Check# Page 2 of 12 11/1/ :20:09AM

28 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/ Check# PO# Classification Description 1 Amount , Cal Public EmploYee$ ~etiremerifsystem. PV , ,CaiiforrliaGenerator'seiYic.e' 2W Diesel Generators PM 1, , Check# , Check# Call:il:RS Lorig:rel'mCarePro9rani.{;. C).. T PR Deduction or Garnishment Check# , Nl;larrisCompuferCorporMion' 2W Implementation of CIS 54, ,Central Maintenance CompanY 2W Janitorial Services 4, Doiiglas G Chun PV Expense Reimbursement 7/18 SWRCB Wkshp-parking Clean Source 2W Janitorial Supplies Clea.waterHydrology 2W Vargas Creek Fluvial Geo Study 1, , Check# , Check# Check# Check# , Check# Page 3 of 12 11/ :20:09AM

29 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Wee.k Ending Check# PO# Classification Oescription 1 Amount Cllmputerlaol!:ofSiiicon"ali~Y.,. 2W Check# '14'1~ LujsEClIeUar PV Check# '1420 Dale Ha'rdYfa~e. 2W Merchandise Check# '1'42'1 'EandME!ectric&Machine..y. 2W , , Check# '1422EdWardRBacon 2W Check# ~ Ewing.liiigatio nf>iddllcts.!nc, 2W Landscape & Irrigation Products Irrigation Supplies FarWes(Col'rosion. CdnfroYCompa"l1y;'.;.. 3W Inventory , F;astenal CompanY) 3W , Check# , Check# , Check# Page 4 of 12 11/1/ :20:09AM

30 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/2/2012 Check# PO# Classification Description 1 Amount stUl)itedSvsCredifUnlon.. T PR Deduction or Garnishment 2, jFranc::ltiSe"(al(BC)ard?D:,>;;, T PR Deduction or Garnishment , Check# , FremC)l)j Minuteman p..ells 2W Printing Services Reproduction W Printing Services Reproduce Specifications 1, W Printing Services Reproduce ERP Manuals 3, Check# , Check# Cilye>f f"rem6nt~f"inimcia(se..vic:es. PV Jerome Lemarc S 2, , Check# CitY6fFrem6ht 2W ACWD Agreement # , , Check# GolderiGate Truck Center 2W Automotive Repair & Parts Gr6eni!ler 3W Inventory , W Inventory Check# , Check# Page 5 of 12 11/ :20:09AM

31 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/2/2012 Check# PD# Classification Description 1 Amount 22143~. Ii DSuppiylivaterworksLTD 3W Inventory 4, Check# , Check# f4.35. Hal18011 EiflCigiii:ti..i..pI" PV General PV Legal Services Brd of Dir-Mtgs 1, PV Legal Services Real Property PV Legal Services Contracts 23, PV Legal Services Financial Matter PV Legal Services Claims, Litigat PV Legal Services Employee Benefit 6, PV Legal Services Water Main Ext 3, PV Legal Services Solano v DWR PV Legal Services Bio Div Lawsuit PV Legal Services Appian Project 5, , Check# HaYViardj:>ipe&Suppfyci>' 3W Check# Marian AHsu. PV '----:'::;._,;}.:-':"--.,: ::~- -.. Expense Reimbursement J6435B Mtg-8 attendees Check# Page 6 of :2D:D9AM

32 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/2/2012 Check# PO# Classification Description 1 Amount United. states Treasury T PR Deduction or Garnishment Check# Johnsol1 Servi~e Group W Temp Services Temporary Services., '--->'.-.-'.."..-; 1, , Check# Ken Grady Colnc. 2W " Magmeter 3, , Check# KlpcoCorporation 3W Inventory , , Check# liiiartin Koller PV Expense Reimbursement 10/8-11 AWWA Conf-Lunch Check# KOl1ecranes Inc 2W Equipment Maintenance Check# TheLiprnanCompal1y PR Deduction or Garnishment 6, , Check# LSAAss()ciates, Inc 2W Hayward Fault Retro Proj 8, , Check# Page 7 of 12 11/ :20:09AM

33 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/2/2012 Check# PO# Classification Description 1 Amount Macias Gini &'Col1lpanYLLFi', W , Check# Missi~n 'lialle~ Ford... '..... :.. 2W Vehicle Sales & Service Check# ~44~ NilpaAuto Parts..:.". '~' ':.,',;C", 2W Auto Parts 3, Check# Net\'korkfilletln(.'... 2W GPS Monitoring 2, , Check# NORc;ALCommercial:nre 2W Tires, Labor & Parts 1, , Check# dffsiterecords N1anagerTlentLLC 2W Offsite Storage Check# Old Time Coffee Co Illc 2W Coffee Service and Supplies Check# Oracle America Inc 2W ERP Software JD Edwards - Software Updates 15, , Check# Page 8 of 12 11/1/ :20:09AM

34 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending Check# PO# Classification Description PerkinEjinll~tlealthScier1ee$lnc:.. 2W ASS Maintenance Pi=M...a.sserM~n~lierrienl.LLC< 2W Investment Advisory Service 22~4.57'IegliIShield T PR Deduction or Garnishment Amount 12, , Check# , , Check# Check# ~~~.DtectinlC:~ISer\lices 2W Temp Services 2W Temp Services 2W Temp Services Temporary Services Temporary Services Temporary Services 1, , , Check# RedWingShoeStoi'll PV , , Check# San Franeisco PUC~WaterDepartment PV PV PV PV PV PV PV PV , , , ,186, , , , ,214, Check# Page 9 of :20:09AM

35 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/2/2012 Check# PO# Classification Description 1 Amount ;:T~e'ij~ii;j:>jiite;Benta/t:C).. 2W W Trench Plate Rentals W Trench Plate Rentals UniC)n Sanitalyoislrict PV Sewer sic FY Check# Check# us Bank. PV CutlerlHammer 2"21465.US PC)stmaster PV Postage for Post Card Mailer 22146S"WVRlnteina:tiC)nilil..tc. 2W Fluoride Std "Aqua Sol." 2W Precision Balance 2W Flouride Probe Filling Sol JohiiH;Weed i \\,'jf' PV Expense Reimbursement Page 10 of 12 11/1/ :20:09AM

36 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/2/2012 Check# PO# Classification Description 1 Amount Grand Total $1,860, Page / :20:09AM

37 The undersigned affirms that each of the itemized demands set forth above is for materials andlor services rendered to the Alameda County Water District, that no demand has been previously paid in whole or in part, that proper procedures were followed in procurement of the materials and services, and that adequate budgeted funds were available. Date: Shelley Burgelt, Manager of Finane, UJi..1l [J Walter L. Wadiow, General~M~a~n=a=ge=r==== Page 12 of 12 11/1/ :20:09AM

38 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/9/2012 Check# PO# Classification Description 1 Amount Arleen M Abuda PV Expense Reimbursement 10/25 Sympro Wkshp-parking Check# Gloria Acerboni. PV Lawn Be Gone Program Check# ~ AlarneclaCounty Clerk PV Permits and Fees Notice of Determination-J4322B 2, , Check# Alameda County Waste Mgmt Authority PV /2012 Facility Fees 1, , Check# Allied Waste Services #916 2W Garbage Services Check# Anthem BliJe Cross PV Nov 12 EAP Check# Assured Fire Extinguisher Service 2W Fire Extinguisher Service 2, , Check# Avista Technologies 2W RoClean P703 2, , Check# Pagelofl1 11/8/2012 1:27:58PM

39 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/9/2012 Check# PO# Classification Description 1 A'l!2!!.!!! Beck's Shoesfl1c -",<.;\<:,,-. PV Safety Equipment Check# JanlJszS Bialek',-,'-_..;. -< PV Expense Reimbursement 03 License Renewal ,78; Bo..ges&lllhlhoneyCo;;;, c52:,,;';j;j?j 3W Inventory 3W Inventory 1, W Inventory Check# , Check# Burlingarhe Er1gir1eei's 1r1c'. 3W Inventory , , Check# CalifOrnia UST Seryiceii; 2W UST Monitoring System Testing 1, , Check# ' Ctlal'le$I\IIOOs$ 2W ACWO Autumn 2012 Aqueduct 2, W Postcards , Check# Corix Water Prpduct:slnc 3W Inventory Check# Page /8/2012 1:27:58PM

40 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/9/2012 Check# PO# Classification Description 1 Amount CSois Inc 2W Sample Manager L1MS 3, , Check# Dale Hardware 2W Merchandise Check# Dave Kelly TrlJckins{ 2W Truck Hauling Services 9, , Check# Direct Llnel"eleResponse 2W Answering Service 1, , Check# EMAlnc 2W Consulting Services CMMS Requirement Discovery 3, , Check# Eurofins EatonAnalytical, Inc 2W W Commercial Lab Services Commercial Lab Services 2, , Check# Ferguson Enterpriseslni:f423 3W Inventory 8" Check Valve 1, , Check# Ferguson Enterprises Inct423 3W Inventory , , Check# Page 3 of 11 11/8/2012 1:27:58PM

41 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/9/2012 Check# PO# Classification Description 1 Amount , Franchise Tax Board PV Filing Fee-Form Check# Global ContfacfManllfacturil1g, NO Customer Job - Overpayment refund 1, , Check# ,1493 ' Granite Rock Company 2W Backfill Material 3, , Check# "Green ValleyLandsc:ape 2W Headquarters Landscape 31, , Check# Group MobileJnternational 2W Memory - 4GB 1, , Check# , H D Supply Waterworks,L1'0 3W Inventory , W Inventory , , Check# Hach Company 2W Monochlor F Kit Check# "HiIIBJ()thei:l;Ctiemical~o" 2W Ammonium Hydroxide ' Check# Page 4 of 11 11/8/2012 1:27:58PM

42 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/9/2012 Check# PO# Classification DescriDtion 1 Amount John L Horry PV Expense Reimbursement D2 License Renewal Check# IDModeling Inc 2W Hydraulic Model Calibration 14, , Check# fsOf Johnson Serville Group '/IC 2W Tem p SelVices Temporary SelVices 1, W Temp SelVices Temporary SelVices 1, , Check# KBHomeCSouth~Bay:lnc NO Customer Job Overpayment refund 8, NO Customer Job Overpayment refund 6, NO Customer Job Overpayment refund 7, NO Customer Job Overpayment refund 8, NO Customer Job Overpayment refund 7, NO Customer Job Overpayment refund 9, NO Customer Job Overpayment refund 8, NO Customer Job Overpayment refund 8, NO Customer Job Overpayment refund 7, NO Customer Job Overpayment refund , Check# CLandfill Management Inc 2W Disposal Fees 2, , Check# Page / :27:58PM

43 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/9/2012 Check# PO# Classification Description 1 Amount 22~504 I.,llhfghHans,on 2W Backfill Material 12, , Check# MarketSpiiilreCdnsulting (Lie... 2W Travel Expenses 20, , Check# S06Metfoiini]JSA'fIl W Metrohm IC Maintenance 11, , Check# MilpitasMalerialsCd. 2W Backfill Material 4, , Check# MyOfficeproducts;com. 2W Office Supplies Copier Paper 1, W Office Supplies Office Supplies 9, , Check# MaiNguyen NO Overpayment refund NO Customer Job Overpayment refund 1, , Check# brsite.recordsmanagenillhtllc 2W Shredding of Documents Check# Page6of11 11/8/2012 1:27:58PM

44 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 1119/2012 Check# PO# Classification Description 1 Amount Oracle America Inc 2W ERP SoftWare LIMS Software Updates W ERP Software JDE Annual Support 22, , Check# Pacific Bolt Company Inc 3W Inventory Check# Pacific Gas,& Electric PV Reloc/Rearrange Costs 3, , Check# Portola Systems Inc 2W Unitrends Support Check# Praxair Inc PV , , Check# Prologis PV Irrigation Controller Program Check# Prologis. PV Irrigation Controller Program Check# Page7of11 11/8/2012 1:27:58PM

45 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/9/2012 Check# PO# Classification Description 1.Amount Pulte Hornes. ~" ').\. NO Customer Job Overpayment refund NO Customer Job - Overpayment refund NO Customer Job - Overpayment refund NO Customer Job Overpayment refund 6, , , , , Check# PumP RepairS):!l'\Iice CO 2W Pumping Systems Sales & Service Rebuild pump bowl 16, , Check# Pumpworks LeC 3W Inventory , , Check# RosemountJnc 3W Inventory , , Check# Siemens Industry Inc 2W Deionized Water Service Check# Silicon Valley Professional Staffiriglnc:; 2W Temp Services 2W Temp Services Tern poray Services Temporay Services , Check# StevenKSchaffer< 2W Consulting Services 12, , Check# Page8of /2012 1:27:58PM

46 . Check# PO# Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/9/2012 Classification Description 1 Amount Charlene Sullivan NO Customer Job - Overpayment refund Check# SunState Equipment Co 2W Equipment Rental & Merchandise 2, , Check# TechnoFlo Systems 2W FlowCom Digital Register Check# TelSpan PV Oct Check# TLC Administrators 2W Admin Service Flex Spending Check# TLC Administrators 2W Admin Service Flex Spending Check# Univar USA Inc PV W Sodium Hypochlorite 24, , , Check# Vasco~oadLandflll 2W TP2 Solids Reuse 2, , Check# Page 9 of 11 11/8/2012 1:27:58PM

47 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/9/2012 Check# PO# Classification Description 1 Amount 221~34 Verizoil Wireless Y PV equip Casey/Brady 2, , Check# VwRlilternatiollal H.C, 2W W W Phenylarsine Oxide Phenylarsine Oxide ph 7.0 (Green) Check# Z\lnZ\l1I 2W DVD's 3, , Check# Grand Total $389, Page /8/2012 1:27:58PM

48 The undersigned affirms that each of the itemized demands set forth above is for materials and/or services rendered to the Alameda County Water District, that no demand has been previously paid In whole or in part, that proper procedures were followed in procurement of the materials and services, and that adequate budgeted funds were available. Date: 11/9/2012 Shelley Burgelt, Manager of Finance -- ~l1k1. J) =-= Walter L. Wadlow, General Manager reasurer AfJ/f' Page 11 of :27:58PM

49 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/16/2012 Check# PO# Classification Description 1 Amount ACWD Employees Association T PR Deduction or Garnishment 1, , Check# ACWD Petty Cash Fund PV rd Cash Drawer Check# Admail Express Inc PV Rate Inc Flier-postage 11, , Check# Airgas NCN Inc 2W Compressed Air for Lab Test Check# Alameda EleetricalDistriblltors c/o CST PD Check# Allied Waste Services #916 2W Garbage Services Check# Page 1 of 17 11/15/2012 3:38:07PM

50 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/16/2012 Check# f.q!! Classification Description 1 Amount Apple.OneEmployment Services 2W Temp Services Temporary Services 3, W Temp Services Temporary Services 1, W Temp Services Temporary Services 1, W Temp Services Temporary Services 1, W Temp Services Tern porary Services 3, W Temp Services Temporary Services 1, W Temp Services Temporary Services 1, W Temp Services Temporary Services 1, W Temp Services Temporary Services 3, W Temp Services Temporary Services W Temp Services Temporary Services W Temp Services Temporary Services 1, , Check# AT&T PV Telecommunications C , , Check# ACWD PV Acct # Check# ASlrepro.com 2W Reproduction Services Check# The Barricade Company 3W Inventory , , Check# Page /15/2012 3:38:07PM

51 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/16/2012 Check# PO# Classification Description 1 Amount Bay Area Water Supply & Conservation Agy PV FY nd Qtr Assessment 42, , Check# Bennett Marine Utility Inc 2W Chlorination Services 3, , Check# Brenntag Pacific Inc PO , , Check# Bruce's Tires 2W Vehicle Repair 1, , Check# Buckles-Smith Electric 2W Bus Slab Assembly Check# State of California PV PV Contract Customer #67 415, , , Check# CalPERS Long Term Care Program T PR Deduction or Garnishment Check# Center for Ecosystem Mgmt & Restoration 2W Alameda Creek Fishery Study 12, , Check# Page 3 of 17 11/15/2012 3:38:07PM

52 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/16/2012 Check# PO# Classification Description 1 Amount Centerville Saw & Tool 2W Equip Sales and Service Tools & Repairs Check# Clean Source 2W Janitorial Supplies Check# Communication & Control hie.. 2W Rental Antenna 1, , Check# Coniputerland of.siliconvalley. 2W Phaser 7750 Imaging Unit 1, , Check# Crop Production Services 2W Gardening Supplies Check# Dale Hardware 2W Merchandise Check# Dan Chan PV /19 ACWD Children's Party Check# Dave Kelly Trucking. 2W Truck Hauling Services 13, , Check# Page4of17 11/15/2012 3:38:07PM

53 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/16/2012 Check# PO# Classification Description 1 Amount DL:T Solutions LLC 2W Subscription Renewal 1 Year Check# East Bay Regional Park District PV /12 Del Valle program 18, , Check# Edward R Bacon Co Inc 2W Auto Parts 1, , Check# EMA Inc 2W Consulting Services SCADA Master Plan 5, , Check# Eurofins Eaton Analytical, Inc 2W Commercial Lab Services 1, , Check# Ewing Irrigation Products Inc 2W Landscape & Irrigation Products Irrigation Supplies Check# Fastenal Company 2W Construction Supplies Merchandise Check# Ferguson Welding Service Inc 2W Welding Services 6, , Check# Page /15/2012 3:38:07PM

54 Page 6 of 17 11/15/2012 3:38:07PM

55 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/16/2012 Check# PO# Classification Description 1 Amount Frontline Systems Inc 2W Software Support Check# Global Knowledge Training LLC 2W Designing a Microsoft 4, , Check# Granite Rock Company 2W Backfill Material 3, , Check# Laurence T. Herrera PV Expense Reimbursement 10/21 Calpers Conf-toll 1, , Check# Hill. B~others Chemical Co PV , , Check# John H Hill PV Expense Reimbursement 9/29-10/4 NAGDCA Conf-advance PV Expense Reimbursement 12/3-12/6 Calpelra Conf , Check# Hulbert Lumber Co 2W Merchandise Check# Hydro Flow Prodlicts Inc 3W Inventory , , Check# Page 7 of 17 11/15/2012 3:38:07PM

56 Page 8 of :38:07PM

57 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/16/2012 Check# PO# Classification Description 1 Amount MichaelWKleinheinz PV Expense Reimbursement D2 Cert Renewal Check# Knollinc 2W Provide & Install Furniture 2, , Check# Landfill Management Inc 2W Disposal Fees 2, , Check# The Lipman Company T PR Deduction or Garnishment 6, , Check# Lone Tree Trucking Inc 2W Trucking Services Transport WTP Solids 2, , Check# MarketSphere Consulting LLC 2W Consulting Services 75, , Check# MARS Company 2W Maintenance Meter Test Benches 8, , Check# Mcivor's HardY/are 2W Merchandise Check# Page 9 of 17 11/15/2012 3:38:07PM

58 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/16/2012 Check# PO# Classification Description Milpitas Materials Co 2W Backfill Material Amount 1, , Check# MVP Repair Service Co.. 2W Meter RepairlTesting 2, , Check# ;05 Neopost Inc 2W Automatic Mailing System 3, , Check# New Orleans Caterirlg PV Corporate Games BBQ Celebrate 3, , Check# Old Time Coffee Co Inc 2W Coffee Service and Supplies Check# Operating Engineers Local No 3 T PR Deduction or Garnishment 7, , Check# Pacific Gas & Electric Co PV Eng Advance 2, , Check# Pacific Gas & Electric Co PV , , Check# Page 10 of 17 11/15/2012 3:38:07PM

59 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/16/2012,Check# PO# Classification Description 1 Amount Pacific Gas & Electric, Co PV /ARP Lowry Rd7-Alvar 216, , Check# Pape Machinery Inc 2W Automotive Repair Check# William Pereira PV Meter Install Settle Claim Check# Quenvold's Safety Shoemobiles PV , , Check# R&D Technical Services 2W Temp Services Temporary Services 1, W Temp Services Tem porary Services W Temp Services Temporary Services 1, W Temp Services Temporary Services , Check# Reliasyslnc 2W Consulting Services 13, , Check# Ron Davis Advocacy 2W Legislative Representative 3, , Check# Page 11 of 17 11/15/2012 3:38:07PM

60 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11116/2012 Check# PO# Classification Description 1 Amount Schaa's Lawn.mower Sales,&Sl!riticl! 2W Merchandise & Repairs Check# Shape Products 2W Potassium Iodide 1, W Aqueous Ammonia 2% , Check# Sharp'Business Systems 2W W Photocopier Main!. & Toner Copier 1, , , Check# Silicon Valley PrOfessional Staffing Inc 2W Temp Services Temporay Services Check# Specialized Messenger Services PV , , Check# SWRCB PV FY 12/13 TP1 1, , Check# SWRCB PV FY 12/13 TP2 1, , Check# SWRCB PV FY 12/13 Outfall E-1 1, , Check# Page 12 of 17 11/15/2012 3:38:07PM

61 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/16/2012 Check# PO# Classification Description ~ Amount SWRCB PV FY 12/13 Outfall E-2 1, , Check# SWRCB PV FY 12/13 Outfall E-3 1, , Check# SWR.CB PV FY 12/13 Outfall E-4 1, , Check# SWRCB PV FY 12/13 Outfall E-5 1, , Check# SWRCB PV FY 12/13 Outfall E-6 1, , Check# SWRCB PV FY 12/13 Outfall E-7 1, , Check# SWRCB PV FY 12/13 Outfall E-8 1, , Check# SWRCB PV FY 12/13 Outfall E-10 1, , Check# Page 13 of 17 11/ :38:07PM

62 Page 14 of /2012 3:3B:07PM

63 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/16/2012 Check# PO# Classification Description 1 Amount Union Sanitary District 2W Leak Repair Assistance Check# United Parcel Serv.ice PV Check# Univar USA Inc PV PV W Sodium Hypochlorite 3, , , , Check# USA Mobility Wireless Inc 2W Paging Services Check# Valley Oil CO 2W Gasoline & Disel Fuel 24, W Motor Oil W Inventory , , Check# V E M General Engineering PV Acct # , , Check# VWR International LLC 2W W Phenylarsine Oxide Mercuric Nitrate Check# Page 15 of 17 11/15/2012 3:38:07PM

64 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/16/2012 Check# PO# Classification Description 1 Amount John H Weed PV Expense Reimbursement 10/25-26 Cal Desai Conf-Iodging Check# Whipple Auto Body Inc. 2W Generator Repair 3, , Check# XOCommunications. 2W T1 Internet Access 1, , Check# Dpuglas T Young PV Expense Reimbursement 11/7 GRA Dry Cleaner Sem-mlg Check# Grand Total $1,149, Page 16 of 17 11/15/2012 3:38:07PM

65 The undersigned affirms that each of the itemized demands set forth above is for materials and/or services rendered to the Alameda County Water District, that no demand has been previously paid in whole or in part, that proper procedures were followed in procurement of the materials and services, and that adequate budgeted funds were available. Date: 11/16/2012 ~""~""""""~~/ltj1f Shelley Burgett, Manager of Finance / Treasurer /)J4..."llJJ "W"'"a"'"lt"-e-r'""L"'.W"'"adlow, General Manager Page 17 of 17 11/ :38:07PM

66 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/30/2012 Check# PO# Classification Description Abtahi Engineering Mal1agellllll1tCdl1suiting 2W Hayward Fault Retro Proj ' Accurate j.\irel1g1l1eerll1g JI1C;': 3W Inventory Acwa..16jl)t;j:iowei:S'lIis1ii-ii.rceAlith!irity PV Dec 2012 Dental MCP AcWjjCashjer~sF1il1d;. PV IP.SimasIDIPS Ref t AlrgasNCNll1c 2W Laboratory Gases 2W Compressed Air for Lab Test Alameda County Agricl.llture 2W Pest Control ; Alameda ElectricalDistributorsc/o CST.,. 2W PLC Repair Amount 4, , Check# Check# , , Check# Check# Check# , , Check# Check# AllleaWasie$eM~es'#~16'... '2W ' ' Trash & Recycling Services 2W Garbage Services Page 1 of 20 1, , Check# :29:04PM

67 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/30/2012 Check# PO# Classification Description 1 Amount Parts Washer PM Check# , Check# Page 2 of 20 11/29/2012 2:29:04PM

68 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/30/2012

69 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/30/2012 Check# PO# Classification Description 1 Amount Aramarltl.J\1i.orI'l1S~rvices PV PV PV , Check# Check# American Water VVorkSAssociatioh'....""... PV , Check# American WaterWorks Ass'ociation PV , Check# 'ASlrepro.com," 2W Check# Bay Equipment Co Inc. 2W Material Handling Equipment Merchandise Check# Block EnV:ironmental Seryjees 2W ' Bio Toxicity Analysis Check# Bruce's Tires...,..,:. 2W , , Check# Page /29/2012 2:29:04PM

70 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/30/2012 Check# PO# Classification Description Gal pubiicemployeesi Retil'ementSysterTl PV Dec 12 PERS Premium Active Cal-WestGtiricretecuttiii!lln~ 2W AmQ!!!lt 261, , Check# Check# California Generator Service... 2W W W California Sllecia[blstriCfsAssociatlon PV Caltronnc 3W Inventory Clil!"ERS Long Term Care Pl'o!lram T PR Deduction or Garnishment Diesel Generators PM Repair Generator Install Heaters 2013 Membership Dues , , , , Check# , , Check# Check# Check# Arc.l'lie CCan;ico PV Expense Reimbursement CentervinesaYi & Tool.. 2W Equip Sales and Service Page T4 License Renewal Pole Hedge Trimmer Check# , , Check# /29/2012 2:29:04PM

71 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11130/2012 Check# PO# Classification Description 1 Amount , Central Maintenance Company ',,> 2W Janitorial Services Z@hgYlcl\.en; NO , Check# Check# Check# Commahli ~ecurityqorpor;itio'h.. 2W Security Guard Patrol 27, Check# Comlll#erlanaof SilicohVlllley;,.. 2W Phaser Check# KevlnCohahtH 2W Training Classes 4, , Check# CorixWater Proiluct$lhc 3W W Inventory Inventory , , Check# Electronic Software 3, Check# Page 6 of 20 11/29/2012 2:29:04PM

72 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/30/2012 Check# PO# Classification Description 1 Amount Depai'tmentof Wate~R:es()u rce!l PV DSOOAppFee 49, , Check# Oepartmen(bfFish&Game\. PV Permit App Fee 4, , Check# OirectldneTele Respbnse 2W Answering Service Check# E&MElectri~&lIIiachiriery... 2W Motor Repair ~-, 2, , Check# East Bay Restauran($upply Inc 2W PO Ice Maker Ice Bin Return 5, , Check# EC Applicatibl1s PV Security Deposit Refund Check# Ernst&Youllg LLP PV , , Check# Ewing Irrigation Prbdui:~lnc, 2W Landscape & Irrigation Products Irrigation Supplies Check# Page 7of /2012 2:29:04PM

73 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/30/2012 Check# PO# Classification Description 1 Amount ExtraTealTlhjc.. 2W Consulting Services Check# Ez I>romotional ProdUcts. '. ".. '.', PV ;1699 Fasten~Ii::))lj1p any jii:\ 3W , W Inventory , , Check# , Check# F~der.al Express Corp'", PV Check# ,-.-',' ; FergoSOIlEljterprisesinc142:j" 7' 3W Inventory W Inventory , W Inventory 1-1/2" Gasket, Viclaulic, Std. 1, W Inventory , W Inventory , W Inventory W Inventory , W Inventory , , Check# st United ~yscredi(ul)fon PR D~du~tion or Garnishment 2, , Check# Page 8 of 20 11/29/2012 2:29:04PM

74 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/30/2012 Check# PO# Classification Description 1 Amount Franchfs!lTaxBoard: T PR Deduction or Garnishment Freml)nturgeI1Fcarec~.iit~i' 2W Medical Services Exams Pre-Employment Check# Check# KalparlaeGaiic:tiij ';.~"".;; < PV Expense Reimbursement 10/29 Oakland-Park Mtr Fee tol;.. share'rle A:.!Sllnzales PV Expense Reimbursement Govpiac:e 2W McAfee Antivirus Support 2, Check# Check# , Check# Hach Company 2W TNT W Hach FT660 Flat Rate Repair 1, , Check# HaYwardpjpe& SlipplyCo 3W Inventory W Inventory W Inventory , Check# Page 9 of 20 11/29/2012 2:29:04PM

75 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/30/2012 Check# PO# Classification Description 1 Amount ~2171C1 HiliS'rl'itliei$' hemicaico PV W Ammonium Hydroxide , Check# Check# Industrtai.~afetY & HazmatTraining Grp. 2W Hazwop 8 hour class ;.~. 1, Check# '1'13. United sta~es:treasuiy T Check# Offsite Tape Vaulting Check# :H71S.JamesR:'Griffinlnc 2W , Check# '.J()l1rison~eiViceG~()upinc"' '>i.>:. 2W Temp Services Temporary Services 2, W Temp Services Temporary Services 1, W Temp Services Temporary Services 2, W Temp Services Temporary Services , Check# Page 10 of 20 11/29/2012 2:29:04PM

76 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/30/2012 Check# PO# Classification Description 1 Amount Kemira WaterSoliitionslnc.. PV , Kingl;eeTei:hriolQgies.... PV , , Check# , Check# LabSupport PV Tern p Services 10/21 Villalobos 1, PV Temp Services 11/04 Villalobos 1, , Check# LaYtieidGeosyrithetics PV Security Deposit Refund Check# LetligtlHanson 2W Backfill Material 13, , Check# Leighton Storie 2W Electrical Contacts 1, Lewellyn -rechn6logy Inc 2W Elelctrical Training 2, Life 11I6!1rarlce COmpany of North America.. PV Nov 12 Life MCP 16, , Check# , Check# , Check# Page 11 of 20 11/29/2012 2:29:04PM

77 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/30/2012 Check# PO# Classification Description 1 Amount TheLipmanCompany T PR Deduction LitllerMendelson PC' PV , Check# Check# LODe~Treil. TruCidng Inc'. 2W , Check# tni(MaliorySajetY&.&uppIYCCC: '" 3W Inventory Check# Rojje~ BMli"rslllick PV Expense Reimbursement Check# Donald C Marlin PV Expense Reimbursement 01 Renewal Check# Mission\ialleYForll 2W Vehicle Sales & Service Automotive Parts & Repairs 1, W Vehicle Sales & Service Vehicle Repairs 1, , Check# Mobile.MinfU.:c.':.:.' 2W Office Rental TP Check# Page /29/2012 2:29:04PM

78 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11130/2012 Check# PO# Classification Description 1 Amount Mo:Ulltalll cascade Illc PV Security Deposit Refund Check# RegillaNiI)i1rri) NO Customer Job - Overpayment refund Check# NapilA.li~ifparts 2W W Auto Parts Inventory Automotive Parts , , Check# Netwdrkfleetlric 2W GPS Monitoring 2, , Check# CitY Of Newark PV EP Edith St 5, , Check# Newbylsllmd Landfill 2W Soil Disposal Fees 14, , Check# Non andtarrinchitects.i 2W Computer Room Upgrades 1, , Check# Z4ll. NorthArnericani:ltleCompany~ PV Title Report Check# Page 13 of /2012 2:29:04PM

79 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/30/2012 Check# PO# Classification Description 1 Amount 221i41 Oakland Packaging & Supply. ':::.,~.. 3W Inventory Check# Off SiteRe~oi~s Mah'agenientI.LC... :."... ":..;"::: '."...., 2W Offsite Storage 2W Shredding of Documents , Check# Check# Engineering Submittals 1, Check# "145 PaCific Glfs'a.'Eiectric PV Contract 10: Pacific Gas a..electricco'..~ PV , Pacific.Gas & Electric Co PV Check# , Check# , Check# : Pacific Gas,& Electric Co.,. \;,.;.",~ PV , Check# Page 14 of /2012 2:29:04PM

80 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/30/2012 Check# PO# Classification Description 1 Amount ~t1'749 pac'ific lofrastructuieceirp" PV Security Deposit Refund Check# ~1l50 ' Nimish Pat~i NO Customer Job Overpayment refund Check# ,751 Penccoln,c PV , , Check# L S Peterson PV Expense Reil11bursement," D5 Exam Fee Check# Portola Systems lric 2W Unitrends Support 1, , Check# Power Systems Testing Co. 2W Electrical Testing 1, , Check# Praxalrlnc PV , , Check# f756 R&'DTllcHnicaIServices', 2W Temp Services Temporary Services 2, W Temp Services Temporary Services , Check# Page 15 of 20 11/29/2012 2:29:04PM

81 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/30/2012 Check# PO# Classification Description 1 Amount RiiftelisFIna'rij::ia ICol'Isultill'lt!lil'lc0;Z';;C"... 2W Additional Services 2W Professional Services 15, , Check# Reliastiir U(eJ!lsuriinci(Company.' PV PV '";}::':.'i:,,,;ci":, 'c, '; Nov 2012 CI MCP Nov 2012 D1T-MCP , , Check# ' ' Rosemouilfiric.... '.... 3W Inventory 1, Check# iSORosem()\lrii}ric'.' 2W Flow Tube, Rosemount 3, Check# sari'j::tiil'li:lsc()Pu ~WiiietDepiii1:menig;'>.,;.'. PV /20-11/19 PV /20 11/19 PV /20 11/19 PV /20 11/19 PV /20-11/19 PV /20-11/19 PV /20 11/19 PV /20-11/19 i2imsel'lsidyri~.:ei. 3W ~A~ Page 16 of , , , , , , , Check# Check# /29/2012 2:29:04PM

82 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/30/2012 Check# PO# Classification Description 1 Amount RobertTStlaver PV Expense Reimbursement 9/25 Calpelra Mtg-Lodging Check# ti4;SiemeIlS Indul;t..y Inc'... 2W Check# Silicon)ialieY;~r~feSsiOnaIStaffing lllc 2W Temp Services Temporay Services 2, , Check# i6~ SpeCial DistrI!:'tRiilkl\llgllilltAui:tlHriiY. PV Check# St<lndarlil:el NetworksLLC 2W IP Phone Check# State Board of Equalizatioll PV WR EF FY12/13 3, $ State" Board ofequalizatloll PV WR EF FY12/13 2, , Check# , Check# Thermo Fistle"r SCie'ntific Inc 3W Inventory Check# Page /2012 2:29:04PM

83 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11130/2012 Check# PO# Classification Description 1 Amount 2217'71 Diami):ouch.ton. PV Landscape Rebate Program Check# Trench I'lateRental co.:: :: :.". 2W Trench Plate Rentals Check# W Sodium Hypochlorite 7, , Check# i.!~:giyoiogicaisi.jr;,ey PV ~775. US Postmaster '. PV , Check# , Check# Vasco Roa.d L~rltifiil 2W TP2 Solids Reuse 1, rttvWRll1ternatiOnal1.l..C: 2W ph Electrode Storage Sol W Flouride Std. 1ppm 2, W Conductivity Std us/cm , Check# , Check# Page 18 of /2012 2:29:04PM

84 Alameda County Water District Audited Demands Accounts Payable Checks Issued for the Week Ending 11/30/2012 Check# PO# Classification Description 1 Amount Ailao[)Wagller PV Expense Reimburseme~t 03 License Renewal Check# WeSt ValleyCQl1iltIul:tion 2W Excavate, Shore, & Backfill 11, , Check# WeslerI1Exferminator.... 2W Pest Control Check# [)avlcl JYba.rra PV Expense Reimbursement 02 License Renewal Check# Grand Total $1,527, Page 19 of 20 11/29/2012 2:29:04PM

85 The undersigned affirms that each of the itemized demands set forth above is for materials andlor services rendered to the Alameda County Water District, that no demand has been previously paid in whole or in part, that proper procedures were followed in procurement of the materials and services, and that adequate budgeted funds were available. Date: UJk.iiJJ- Walter L. Wadlow, General Manager Page 20 of /2012 2:29:04PM

86 RESOLUTION NO. OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT APPROVING AND AUTHORIZING EXECUTION OF CONTRACT WITH UH DOWNTOWN FREMONT, LLC, FOR EXTENSION OF WATER MAIN, ACWD NO BE IT RESOLVED by the Board of Directors of ALAMEDA COUNTY WATER DISTRICT that the certain contract dated December 13, 2012, covering extension of District's water main, by and between ALAMEDA COUNTY WATER DISTRICT and UH DOWNTOWN FREMONT, LLC, be and the same is hereby approved and entered into. BE IT FURTHER RESOLVED that the President and Secretary of said District be and they hereby are authorized and directed to sign and countersign said contract on behalf of said District. AYES: NOES: ABSENT: PASSED AND ADOPTED THIS 13 th day of December, 2012, by the following vote: John H. Weed, President Board of Directors Alameda County Water District ATTEST: APPROVED AS TO FORM: Gina Markou, District Secretary Alameda County Water District (Seal) Patrick T. Miyaki, Attorney Alameda County Water District

87 ,I ACP 'I II STL -----~\ j acwd TIE-IN ~7'''''8'' PVC~----~ /-- EX. 12" ACP MAIN STL -, \. -41'±~12" ACP MAIN TO BE ti ACWO TIE-IN " "\-..! 'l. REMOVED FROM SERVICE )... EX 8~.?... ~ EX. FH TO BE,,!;:( " EX. 12" MAIN ~, (, ( '± MAIN REPl.JI.CEMENT : ~y ACWD AC'P MAtN-~~... ~~A~~E~ _BY ~/ t; ±... 8~ ACP MAIN TO BE ~, " sn.-, -EX. 12~ REMOVED FROM SERVICE -~. ACND TIE-IN.I ACP MA1N ~ -< ~2. ""'12 STL..._- / I ~ ~ ~ I!" I g ~ ~ I i:, i1l T" -", ~ ADJACENT ''Z 2'1 )~ ~ <:7'/ b S14.j~. ('.S) Legend VICINITY MAP N.T.S. BOUNDARY Of TRACT LOT LINE PROPERTY LINE, "" LIMIT OF ACREAGE CHARGES, ",... g, <.> LIMIT OF ACREAGE CHARGE ACWD lle-~ BOUNDARY "'z"...,, ',, 6 ~ 1 I ~, 5, " b BY ACWD U, NEW WATER MAIN EXISTING WATER MAIN I EX. 12" '' '± 12" MAIN EXISTING WATER MAIN TO BE 1 ACP MAIN REPLACEMENT ABANDONED Notes References " x 1) FRONTFOQTCHARGE: NfA SEE REFERENCE A EXISTING VALVE AlCITY OF FREMONT, LOCAL IMPROVEMENT DISTRICT '119, 2) AREA OF ACREAGE CHARGE: 5.62ACRES NEWPBO 00 ACWO # x (LIMIT OF ACREAGE Ct-!ARGE IN CALIFORNIA STREET, BEACON AVENUE AND EXHIBIT A, T-289, DWG. NO. 274-C 0; WALNUT AVENUE IS ATnlE CENTERUNE OF STREET RIGHT OF WAY PRIORTO o EXISTING PSO DATE: l'lE OEDICATlON OF BEACQNAVENUEAND 1l'lE VACATION OF CALIFORNIA STREET)... NEW FIRE HYDRANT 3) CHARGES BASED ON FRONT FOOTAGE AND ACREAGE SHAlL BE DETERMINED AT Q EXISTING FIRE HYORANT " TIME OF WATER SYSTEM COMPlETION AND CONDITIONAL ACCEPTANCE BY AClND... w-l. NEW FIRE HYDRANT BY ACWD ~ g, ZONE '. 30' MULTIPLE OWELLING UNITS IMPROVEMENT PLANS APPROVED 09/21/11 8 Approved DE$IGH:ED ACWO SCALE 1"=100' 1;:., Rober! T. Shover, Engineering Manager DRAWN - j,td- NA /Hewn (510) NEW VALVE I EXHI BIT "A" SOUIH GRIIoII.IER 8LVD. DATE 1/9l'01' FRD,IOtH, CA DWG NO. ~"j DAT~ RE;~~" -~--~-=+ BTf~ ~~:E~:~~_~ ~ ~~_~JLMTYW~TI,-IlJ:!~~t:;L_ X-12E-01 P.O. BO~ 5110 UH Downtown fremont, LLC 668-HQO Tract 7986 ACWO

88 ALAMEDA COUNTY WATER DISTRICT EXHIBIT "B" CURRENT COST WORKSHEET TRACT 7986 Mulli-Family Residential 1/4112 DEVELOPMENT TYPE DATE WATER MAIN EXTENSION ENGINEERING FEE For payment ofplan review, contract preparation and construction inspection (date paid) 12116/11 ~ $ PROPERTY RELATED FEES STANDARD ACREAGE CHARGE 5.62 Acres x $1,912 IAcre ~ FACILITIES ACREAGE CHARGE 5.62 Acres x $7.822 IAcre ~ $10, $ FRONT FOOT CHARGE No Front Foot Charges Due x PI. Street Footage *TOTAL PROPERTY RELATED COSTS ~ *Pavrnent is reauired as a condition ofcontract comoletion and is due orior to first meter installation. SERVICE RELATED COSTS CONNECTION CHARGE (per dwelling unit or meter) I.D.' Description ofdwelling Unit (D.U.) or Meter Number Connection Charge FCC Multiple dwelling units 301 x $5.487 I unit = ~ FCC I" non-residential domestic meter I x $ I meter -- FCC 2" non-residential domestic meter I x $ I meter ~ -- $0.00 $54, $ $ $26, CONNECTION CHARG E SUBTOTAL ~ $1,692, ~ Connection charge 1.0.: FCC:: Facilities Conneclion Charge. OLSCC :: Ohlonc Storage Connection Charge, SCSCC = Scott Creek Storage Connection Charge, VHSCC == Vineyard Heights Storage Connection Charge METER INSTALLATION CHARGE 2" I x $ 890 Imeter.... $ Size Number 1 1/2" 2 x $ 880 Imeter.. ~ $ Size Number I" I x $ 660 Imeter.... ~ $ Size Number 3/4" I x $ 600 Imeter.. ~ $ Size Number **TOTAL SERVICE RELATED COSTS ~ $ 1,696, , This is an nppro.\imate CO:>1 for the in:>l<lllation of non~residenlial meiers and is listed hcre ror budgetino purposes on I" QQ 1"\OT PAY TillS A1\IO(1NT. If you have not received a deposit Jetter wilh an (lcillal t:ost eslimate tor meter installation charges, please contael the ACWl) Enginccring Depnrtment 10 havc one prepared. The final cost ofnon-resid..::nlial meier installations will be ACWD's actual cosl of lahor and materials **Pavmenl is rcquired Drior (0 meter installation and can be made on an individual basis. TOTAL OF SERVICE AND PROPERTY RELATED COSTS ~ $1,750, CONSTRUCTION WORK BY DISTRICT Tie-ins, service lines, firelines. tire hydrants. detecror check valves. meters larger than 2", relocation or abandonment ofexisting ACWD facilities and any other work oerfoltned bv ACWD are not included in the above costs. This work will be estimated and billed separatelv, NOTE COSTS ARE SUBJECT TO INCREASE ON OR AFTER FEBRUARY FINAL OLLLlNG WILL REFLECT APPLICABLE R. ATES AT TIME OF WATER SYSTEM COMPLETION AND CONDITIONAL ACCEPTANCE BY ACWD. ANY QUESTIONS REGARDING CHARGES SHOULD BE DIRECTED TO THE ACWD ENGINEERING DEPARTMENT. ACWD# 140 (04/01111)

89 EXHIBIT "C" DEVELOPER: UH Downtown Fremont, LLC WATER SYSTEM TABULATION Development: Tract 7986 Sheet 1 of2 Reference No" "" ACWD # Column 1 WATER MAINS TO BE INSTALLED BY AND CHARGEABLE TO DEVELOPER Item Street Approximate Lenlrth 1) Beacon Avenue (steel) 45 l.f. 2) Beacon Avenue 47 l.f. 3) Beacon Avenue (steel) 24 l.f. 4) Beacon Avenue (steel) 91 l.f. 5) California Street (steel) 52 l.f. 6) California Street 390 l.f. OTHER WORK REQUIRED AND CHARGEABLE TO DEVELOPER TIE-INS BY DISTRICT Install three 12" tie-ins. Install one 8" tie-in. Size 8" 8" 12" 12" 12" 12" TO BE PERFORMED BY DEVELOPER Install three (3) fire hydrants and appwtenances. Install one (1) 6" service line. Installone (1) 8" service line. TO BE PERFORMED BY DISTRICT Replace 30'± 12" ACP with 12" steel pipe witli 12"x12" tee and valves. Install two (2) 1-1/2" irrigation service lines. Install two (2) 8" fire service lines. Install two (2) 6" laterals and #6 fire hydrants. Remove two (2) fire hydrants and abandon laterals. Install one (1) 1" irrigation service line. Install three (3) 6" domestic service lines. Install one (1) reverse anchor on existing 8" ACP water main, remove 8" ACP as needed and install one (1) 2" ~Iowoff assembly. Install one (I) reverse anchor on existing 12" ACP water main, remove 12" ACP as needed and install one (1) 4" blowoffassembly. Abandon one (I) existing 6" service line. Install one (I) 1" domestic service line. Install one (I) 2" domestic service line. Replace 25' ± 12" ACP with steel pipe and relocate 12" gate valve. Remove one (1) 12"x12" tee. C1 (8109)

90 EXHIBIT "C" DEVELOPER: DR Downtown Fremont, LLC WATER SYSTEM TABULATION Development: Tract 7986 Sheet 2 of2 Reference No.: ACWD # Install two (2) 1-1/2" irrigation meters. Install two (2) 6" detector check valves. Install one (I) 3/4" irrigation meter. Install four (4) 4" domestic meters. Remove 12" ACP as needed and install 12" steel connection between existing 12" ACP water main and 12" gate valve on new 12" water main. Install one (I) I" domestic meter. Install one (I) 2" domestic meter. Connect new 8" fire service to existing 6" fire service. C1 (8109)

91 RESOLUTION NO. OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT APPROVING AND AUTHORIZING EXECUTION OF CONTRACT WITH ROBSON HOMES, LLC, FOR EXTENSION OF WATER MAIN, ACWD NO BE IT RESOLVED by the Board of Directors of ALAMEDA COUNTY WATER DISTRICT that the certain contract dated December 13, 2012, covering extension of District's water main, by and between ALAMEDA COUNTY WATER DISTRICT and ROBSON HOMES, LLC, be and the same is hereby approved and entered into. BE IT FURTHER RESOLVED that the President and Secretary of said District be and they hereby are authorized and directed to sign and countersign said contract on behalf of said District. AYES: NOES: ABSENT: PASSED AND ADOPTED THIS 13 th day of December, 2012, by the following vote: John H. Weed, President Board of Directors Alameda County Water District ATTEST: APPROVED AS TO FORM: Gina Markou, District Secretary Alameda County Water District (Seal) Patrick T. Miyaki, Attorney Alameda County Water District

92 ~.. ~ ~ ;1 i r:; " ~ ~ " ~ ~ ~ ~ ~ " ~ & : ~ ~ ~ -1/, : LoU L,\\\'Z", ~ LOT 9 LOT 8 ~ \tr~ ~10: ~~, ~ : / ~ :;:: ~ %l ~ ~ References LOT 7 LOT 6 LOT 5.'arceI1 P.M , '" ~ A) SEVEI/TH DAY ADVEN1lST CHURCH ACWD * ( Lot3 Q; 2:! LOT OJ.l!l,~, _NI ~ ~6 LOT 2 LOT 4 J ~O I ~I --- REMAINDER N ---4.:J f ' ± 4th{ - -- ZONE 1 ;: Approved DESIGNED ~ Robert T. Shaver. Asslstanf G8neral Manager - Engineering DRAWN ~ CHECKED o< LIMIT OF ACREAGE CHARGES PREVIOUSLY PAlO ON REMAINDER LOT. SEE REFERENCE "A" ParcefB P.M '''''8- PVC Harvard Cou:;,;rt'- _ NOT A PART LOT OF Parcell P.M ) AN EASEMENT IS REQUIRED ON ANY PORTION OF THE WATER SYSTEM WHiCH IS CONSTRUCTED ON PRIVATELY OWNED PROPERlY. ACWOTIE-IN I I ----,Jel--r- i ~:: ~ HIS DEVELOPMEN~ -... I j SUPV. ENGINE ~ NO DATE REVISION BY APP EtlGR. MANAGE < 9 SiNGLE FAMILY DWELLING UNITS ACWD J 8 ~ 1 o I 0",... :;;: I h ~ ~~ :'",,0 '" z~ 1'<!ji '" I,. ;< '" 1 0 I.LIm I~ I~ 1> I. 11:\ 1 I 1 1 I 1 I Y.H, \ 1 ~! Legend --- NEW WATER NAlN --- SITE BOLtlDARY ~-- IDT UNE ~~ ~Q:. ~, ADJACENT PROPERlY UNE EXlstlNG WATER l.wn ~ UMIT OF ACREAGE CHARGES " BOUNDARY OF ACREAGE CHARGES NEW V#LYE 1 EXlsnNG V#LYE 1 " 1 NEW P80 I I ~ 0 EXlsnNG P80 NEW ARE HYDRANT q; ~ " A " EXlsnNG ARE HYDRAKT NEW ARE H'r'DRANT BY /lcnd IMPROVEMENT PLANS APPROVED 02 \ -2Ull, SCill '''=60' EXHIBIT "A" DATE DBEs ",,~".6/n SOUTH GRI... ER BLVD. P.O. BOX f Robson Hom, LLC A,111''1''&'WLI DWG NO. FREMONT. CA 9~ HS Al.AME:DACOUHTYWAURplS1lllCT (510) 6&8-"200 Tract ACWD X-12E-02 IS

93 ALAMEDA COUNTY WATER DISTRICT EXHIBIT "B" CURRENT COST WORKSHEET Tract 8052 Single Family Residential 09/12/[2 DEVELOPMENT TYPE DATE WATER MAIN EXTENSION ENGINEERING FEE Initial deposit for actual cost engineering services per Article IV, Section B Initial Deposit Payment Date: 08/14/12 Initial Deposit Amount = $16, PROPERTY RELATED FEES STANDARD ACREAGE CHARGE ~ 2.17 Acres x $1,912 facre $ FACILIT[ES ACREAGE CHARGE ~ 2.17 Acres x $7,822 IAcre $16, FRONT FOOT CHARGE No front foot charges due. *TOTAL PROPERTY RELATED COSTS ~ *Payment is required as a condition ofcontract completion and is due prior to first meter installation. SERVICE RELATED COSTS CONNECTION CHARGE (per dwelling unit or meter) J.D.' Description of Dwelling Unit (D. U.) or Meter Number Connection Charge ~ FCC Single Family Dwelling Unit 9 x $6,855 I D.U. -- ~ FCC 1" Nonresidential Meter (landscape irrigation) 1 x $14,621 I Meter Connection charge 1.0.: FCC = Facilities Connection Charge, OLSCC = Ohlone Storage Connection Charge, SCSCC = Scott Creek Storage Connection Charge, VHSCC = Vineyard Heights Storage Connection Charge $ZI,IZZ,78 $ $[4, CONNECTION CHARGE SUBTOTAL ~ $76,316,00 ~ ~ METER INSTALLATION CHARGE 1~1I2" 9 x $ 424 Imeter Size Number I" 1 x $ 670 Imeter** Size Number $3, $ ** This is an approximate cost for the installation of non-residential meters and is listed here for budgeting purposes Q.!!h:. DO NOT PAY THIS AMOUNT. If you have not received a deposit letter wilh an aetual cost estimate tor metcr installation charges, please eontact the ACWD Engineering Department to have one prepared.the final cost of non-residential meter installations will be ACWD's actual cost oflabor and materials. ** Pavrnent is required orior to meter installation and can be made on an individual basis. **TOTAL SERVICE RELATED COSTS ~ $80,802,00 TOTAL OF SERVICE AND PROPERTY RELATED COSTS ~ $IOI,9Z4.78 CONSTRUCTION WORK BY DISTRICT Tie-ins, service lines, firelines, fire hydrants, detector cheek valves, meters larger than 2", relocation or abandonment ofexisting ACWD facilities and any other work performed by ACWD are not included in the above costs. This work will be estimated and billed seoarateiv. NOTE COSTS ARE SUBJECT TO INCREASE ON OR AFTER FEBRUARY 1,20 [2. FINAL BILLING WILL REFLECT APPLICABLE RATES AT TIME OF WATER SYSTEM COMPLETION AND CONDITIONAL ACCEPTANCE BY ACWD. ANY QUESTIONS REGARDING CHARGES SHOULD BE DIRECTED TO THE ACWD ENGINEERING DEPARTMENT. ACWD #140 (09/12112)

94 EXHIBIT "C" DEVELOPER: Robson Homes, LLC WATER SYSTEM TABULATION Development: Tract 8052 Reference No.: ACWD # Column 1 WATER MAINS TO BE INSTALLED BY AND CHARGEABLE TO DEVELOPER tem Street Approximate Length Size I) Harvard Court f. 8" 2) Harvard Common 106 l.f. 8" 3) Harvard Common (steel) 53 I.f. 8" 4) Harvard Common 219 I.f. 8" Section A OTHER WORK REQUIRED AND CHARGEABLE TO DEVELOPER TIE-INS BY DISTRICT Install one (I) 8" tie-in TO BE PERFORMED BY DEVELOPER Install two (2) fire hydrants and appurtenances Install ten (10) 1-1/2" service lines TO BE PERFORMED BY DISTRICT Install one (I) fire hydrant and appurtenances Install one (I) 1-1/2" service line Relocate one (I) 1-1/2" domestic water meter Remove one (I) fire hydrant and abandon lateral Abandon one (I) 1-1/2" service line Install nine (9) 1-1/2" domestic water meters Install one (I) I" irrigation water meter C1 (8/09)

95

96 Board of Directors Page 2 of 14 December 7, 2012 RECOMMENDATION: By motion, adopt a resolution honoring Eleanor Pimentel and expressing appreciation for her 29 years of dedicated service to the District. DISCUSSION: Eleanor started with the District as a temporary employee in the Data Processing group on March 26, 1979 and was subsequently hired to the permanent full-time Data Machine Operator position on February 7, In this role and the subsequent Computer Operator position, Eleanor was responsible for the operation of the District s IBM mid-range computer systems and associated peripherals. Over the last several years, Eleanor has been diligently operating the District s IBM AS400 system and providing support for all computer operator tasks related to the District s billing system. Eleanor has been an exceptional employee who provided excellent customer service and always performed her duties with a high level of competence, integrity and dedication. She will be greatly missed by her many friends at the District and by her work group. 5.4 RESOLUTION HONORING MARY LOU DENNIS UPON HER RETIREMENT FROM DISTRICT SERVICE SUMMARY: Mary Lou Dennis will be retiring on December 28, 2012, after more than 37 years of service with the District. RECOMMENDATION: By motion, adopt a resolution honoring Mary Lou Dennis and expressing appreciation for her 37 years of dedicated service to the District. DISCUSSION: Mary Lou joined the District as a Work Experience Student in the Finance Department working as a Clerk Trainee on June 18, On September 12, 1975, she was hired as a permanent Customer Service Representative where she quickly excelled and received many compliments from District customers for providing exemplary customer service. After having attained the necessary technical skills, Mary Lou transferred to the Engineering Department in 1989 and assumed her new role as an Engineering Technician in the Groundwater Resources Division. In June 2002, Mary Lou transferred to the Development Services Division in the Engineering Department as a Construction Inspector, ultimately becoming a Construction Inspector 2 on December 12, Her many promotions through the years cited Mary Lou s excellence in planning and organizational skills, and her superior customer service. Mary Lou has significantly contributed to the growth and success of the District. Over the past ten years as Construction Inspector, she has overseen the construction of public water system extensions for numerous development projects. She has also ensured the construction quality of many critical District Capital Improvement Program projects. Mary Lou has consistently performed her duties with the highest level of competence, integrity, and dedication. She will be greatly missed by her many friends at the District. 5.5 RESOLUTION HONORING MICHAEL MORTON UPON HIS RETIREMENT FROM DISTRICT SERVICE SUMMARY: Michael Morton (Mike) will be retiring on December 28, 2012, after more than 29 years of service with the District.

97 Board of Directors Page 3 of 14 December 7, 2012 RECOMMENDATION: By motion, adopt a resolution honoring Michael Morton and expressing appreciation for his 29 years of dedicated service to the District. DISCUSSION: Mike started his professional career with the District on August 31, 1983, as a Utility Worker 1. In 1984, after gaining some experience working in the Operations Department, Mike transferred to the Engineering Department as an Engineering Aide. The following year, Mike was promoted to the Engineering Technician 1 classification and was subsequently promoted to Engineering Technician 2 in In 1995, Mike was promoted to his current position as an Engineering Technician 3, the highest rank in the Engineering Technician series. Mike has performed his duties with the highest level of competence, professionalism, and dedication. Mike has significantly contributed to the protection of the District s groundwater resources, and provided valuable support, knowledge, and field-related expertise throughout his career. He will be greatly missed by his many friends at the District. 5.6 RESOLUTION HONORING DANIEL RIVERA UPON HIS RETIREMENT FROM DISTRICT SERVICE SUMMARY: Daniel R. (Dan) Rivera will be retiring on December 29, 2012 after more than 37 years of service with the District. RECOMMENDATION: By motion, adopt a resolution honoring Daniel R. Rivera and expressing appreciation for his 37 years of dedicated service to the District. DISCUSSION: Dan started his professional career with the District on August 25, 1975 as a Gardener 1 and was quickly promoted to Gardener 2. In 1994, Dan was promoted to the Gardener 3 position, which he held until being promoted to the Water Controller position in He was most recently promoted to the Water Controller 2 classification in In addition to his District service, Dan has concurrently served 18 years on the Union City Parks & Recreation Commission, and has been a regular volunteer with a variety of other public service groups. During his tenure at the District, Dan has always performed his duties with the highest level of competence, integrity and dedication. Dan has held a number of certifications during his years of service, including 12 years as a Certified Arborist and 15 years as a licensed Pest Control Advisor. He was integral in the planning and care for the District s first drought tolerant garden, which we all continue to enjoy today. He also took the lead role in designing, installing and maintaining the landscaping and irrigation systems at Palm Avenue, Vineyard Heights Booster, and Farwell ARP well from the ground up, which have withstood the test of time and remain beautiful to this day for our neighbors and the community to enjoy. As a Water Controller, Dan has continued to share his knowledge and interact with the public regularly while carrying out his duties along Alameda Creek. Dan s creativity, reliability, and dedication to the public have significantly contributed to protecting and preserving the District s local water supply on a daily basis through his work. He will be greatly missed by his many friends at the District.

98 Board of Directors Page 4 of 14 December 7, * RESOLUTION HONORING TERRY J. LOPEZ UPON HIS RETIREMENT FROM DISTRICT SERVICE SUMMARY: Terry J. Lopez will be retiring on December 14, 2012 after 23 years of service with the District. RECOMMENDATION: By motion, adopt a resolution honoring Terry J. Lopez and expressing appreciation for his 23 years of dedicated service to the District. DISCUSSION: Terry started his professional career with the District on December 4, 1989 as the District Services Aide. In 1998, he was promoted to his current position as Customer Account Field Representative. Terry has always performed his duties with a high level of professionalism, integrity and dedication, even in the most demanding and difficult situations. He will be greatly missed by his many friends at the District. 5.8* RESOLUTION HONORING ANGELA W. KOH UPON HER RETIREMENT FROM DISTRICT SERVICE SUMMARY: Angela W. Koh will be retiring on December 28, 2012 after 16 years of service with the District. RECOMMENDATION: By motion, adopt a resolution honoring Angela W. Koh and expressing appreciation for her 16 years of dedicated service to the District. DISCUSSION: Angela started her professional career with the District on November 4, 1996 as an Accountant 1. In 1998, she was promoted to her current position as Accountant 2. Angela has performed her duties with a high level of professionalism, integrity and dedication. She will be greatly missed by her many friends at the District. 5.9* RESOLUTION ACCEPTING COMPLETION OF THE HEADQUARTERS LANDSCAPE EMPLOYEE ENTRY PROJECT SUMMARY: The Board awarded the construction of the Headquarters Landscape Employee Entry Project to Green Valley Group dba Green Valley Landscape on August 9, The project is now complete. RECOMMENDATION: By motion, adopt a resolution accepting completion of the Headquarters Landscape Employee Entry Project, Job DISCUSSION: The Headquarters Landscape Employee Entry Project is the first phase of the Headquarters Landscape Master Plan to be completed. The project included the construction of several small patio areas, a variety of Bay Friendly plant species, and a new water efficient irrigation system. The construction contract for the Headquarters Landscape - Employee Entry Project was awarded in an amount of $82,490. Three change orders with a sum total of $5,281 were previously authorized by the General Manager. The total construction cost, including the three change orders, is $87,771.

99 Board of Directors Page 5 of 14 December 7, * AUTHORIZATION OF PURCHASE ORDER FOR VACUUM EXCAVATOR TRUCK SUMMARY: The current budget includes funding for the purchase of a vacuum excavator truck. On October 15, 2012, the District received bids from two vendors for the purchase of a hydro-vacuum excavator mounted on a Freightliner truck chassis. There are sufficient funds for this item in the budget. RECOMMENDATION: By motion, authorize a purchase order to Municipal Maintenance Equipment in an amount of $322, for one hydro-vacuum excavator mounted on a Freightliner truck chassis. DISCUSSION: The Distribution Maintenance Division (DMD) tested various vacuum excavator trucks to determine which model and manufacturer of vacuum excavators would work best for the type of work performed by DMD. After conducting the field testing, models from two manufacturers were determined to satisfactorily meet the District s requirements. These two manufacturers (Municipal Maintenance Equipment and Owen Equipment), were requested to submit bids and Municipal Maintenance Equipment submitted the lowest bid. A summary of the bids is attached. 5.11* AUTHORIZATION OF PURCHASE ORDERS FOR DISTRICT VEHICLES AND UTILITY BODIES SUMMARY: The current budget includes funding for the purchase of various trucks and vehicles. On October 30, 2012, the District received bids from five dealers for the purchase of three replacement trucks manufactured by Ford Motor Company (one F-650, one F-550 and one F-150) and bids from two manufacturers for the fabrication and installation of two utility bodies. There is sufficient funding for these items in the budget. RECOMMENDATION: By motion, 1) authorize a purchase order to Downtown Ford Sales of Sacramento, California, in an amount of $103, for one F-650XLT Supercab and one F- 550 XL model trucks; 2) authorize a purchase order to Albany Ford of Albany, California, in an amount of $23,052 for one F-150 XL model truck; and 3) authorize a purchase order to Western Truck Fabrication of Hayward, California, in an amount of $130, for the purchase and installation two utility service bodies. DISCUSSION: Requests for quotations for the three vehicles were sent to twelve Ford dealers and five submitted bids. Additionally, requests for quotations for two utility service bodies were sent to nine utility body manufacturers and two of the manufacturers submitted bids. The corresponding bid summaries are attached. All of the vehicles are replacing existing vehicles that meet established District criteria for vehicle replacement (e.g., vehicle age over 10 years, mileage over 100,000 miles or high maintenance costs). 5.12* AUTHORIZATION OF PURCHASE ORDER AMENDMENT FOR JANITORIAL SERVICES SUMMARY: In August 2012, a purchase order for janitorial services at various District facilities was authorized by the General Manager and issued to Central Maintenance Company of Gilroy, California, in the amount of $48,156. District staff has recently identified additional

100 Board of Directors Page 6 of 14 December 7, 2012 janitorial work that needs to be performed and estimates the increase in the scope of janitorial services will cost an additional $18,844. The new total for the purchase order would be $67,000 and the purchase order amendment requires Board approval since the total would exceed $50,000. There are adequate funds in the FY 2012/13 budget for this expenditure. RECOMMENDATION: By motion, authorize a purchase order amendment in an amount not to exceed $18,844, to Central Maintenance Company for additional janitorial services at various District facilities. DISCUSSION: The additional janitorial work will be performed on a time and material basis as requested by the District. The additional scope of work includes: 1) cleaning of floors at the Newark Desalination facility in preparation for an AWWA tour - $800; 2) initial deep cleaning at Headquarters - $2,400; 3) windows and glass partitions cleaning $2,370; 4) monthly (instead of quarterly) carpet and floor cleaning in high traffic areas - $7,080; 5) cleaning approximately 400 cloth chairs and a contingency amount for unplanned additional janitorial services - $6,194. The additional cost of these tasks is $18,844. District staff has determined the additional janitorial work would most efficiently and cost effectively be performed by Central Maintenance Company. The janitorial services provided by Central Maintenance Company have been satisfactory and the firm has been responsive to requests made by the District. 5.13* AUTHORIZATION OF PURCHASE ORDERS FOR NEGOTIATED AND BID WATER TREATMENT CHEMICALS SUMMARY: Funds are authorized each year for the purchase of chemicals used for water treatment. The District s current agreements for ten water treatment chemicals will expire at the end of December Staff received bids for two water treatment plant chemicals (aqua ammonia and non-ionic polymer) and is proposing to enter into new agreements for these two chemicals for the 2013 calendar year. Additionally, staff is proposing to extend existing contracts for eight water treatment chemicals as follows: three through the end of June 2013 (ferric chloride, sodium hydroxide at 25% concentration, and sodium hydroxide at 50% concentration), and five through the end of December 2013 (anti-scalant, carbon dioxide, hydrofluosilicic acid, liquid citric acid, and calcium hypochlorite). Each of the eight agreements considered for extension contain provisions for contact extensions. There is adequate funding in the budget to cover the costs of water treatment chemicals for the balance of the current fiscal year. RECOMMENDATION: By motion, authorize the purchase orders to furnish and deliver the 10 water treatment chemicals identified above for an estimated cost of $813,982. DISCUSSION: Operations staff evaluated ten water treatment chemical agreements for renewal or rebidding taking into account the terms of the agreement, proposed and potential price decreases, level of service provided (supply reliability and dependable delivery), and compliance with contract documents (product meets chemical specifications). Additionally in 2013, the District plans on increasing the number of chemicals that it collectively bids through the Bay Area Chemical Consortium (BACC) to increase the potential savings in purchasing bulk chemicals in larger collective quantities. The BACC is an informal collective that is comprised of 35 Bay Area member agencies and the BACC solicits competitive bids for certain chemicals used by water and wastewater agencies on a fiscal year basis. Currently, the District is

101 Board of Directors Page 7 of 14 December 7, 2012 purchasing only sodium hypochlorite through BACC and plans on increasing that number to four beginning in FY 2013/14. Extending the existing contracts for three chemicals (ferric chloride, sodium hydroxide at 25% concentration, and sodium hydroxide at 50% concentration), through the end of June 2013, will allow the District to participate in the collective bidding of four chemicals through BACC. The District was an original member of BACC, but previously purchased only sodium hypochlorite, due to the limited number of chemicals that the BACC solicited bids for and to the different chemical purity specifications used by BACC. However, these issues were resolved to the satisfaction of the District for these three additional chemicals for FY 2013/14. Consortium members have saved between 20 and 30 percent on bulk chemical purchases since participating in BACC s bidding process. In FY 2012/13, staff estimates the District will save an estimated 30% on the cost of sodium hypochlorite by participating in BACC which will correspond to an annual savings of about $52,000. For the three chemical contracts proposed to be extended for six months, District staff negotiated a no change in unit price with Kemira Water Solutions for ferric chloride, and negotiated with Basic Chemicals, Inc., a 9.9% increase in the unit price for sodium hydroxide at 25% concentration and a 10% increase for sodium hydroxide at 50% concentration. The total cost of these three chemicals over the next six months is $508,846 based on an estimated average usage rate. For the remaining five chemical contracts proposed to be extended through the end of December 2013, District staff negotiated no changes in the unit prices with the following four suppliers: King Lee Technologies for anti-scalant; Praxair, Inc., for carbon dioxide; Pencco, Inc., for hydrofluosilicic acid; and Brenntag Pacific for liquid citric acid totes. A 5% increase in the unit price for calcium hypochlorite tablets was negotiated with Chem Quip, Inc. The total cost of these five chemicals over the next twelve months is $237,531 based on an estimated annual average usage rate. Staff is proposing to extend existing contracts for eight water treatment chemicals totaling $746,377 as shown in the table below. Item No Supplier Kemira Water Solutions Univar USA Univar USA Chem Quip Inc Brenntag Pacific King Lee Technolo - gies Chemical *Ferric Chloride *Sodium Hydroxide at 25% *Sodium Hydroxide at 50% Calcium Hypochlorite Liquid Citric Acid Anti-scalant Estimated Quantity dry tons 13.5 dry tons dry tons Unit Price Previous Unit Price Total Estimated Cost $ $ $244,287 1 $ $ $8,742 1 $ $ $255, lbs $2.28 $2.17 $4, gals $6.30 $6.30 $8, ,320 lbs $1.12 $1.12 $47,103 1

102 Board of Directors Page 8 of 14 December 7, 2012 Carbon 7. Praxair 177 tons $140 $140 $24,780 Dioxide Hydrofluo silicic Pennco $2, $2, $152,943 dry tons Acid Note: * Chemicals with six month contract extensions. 1 - Includes 9.75% taxes For the two contracts that are not being extended, the District received and opened four bids on November 15, 2012 for aqua ammonia and non-ionic polymer. All bids were checked arithmetically and for compliance with the bidding requirements. There were no irregularities to the bids. The lowest bids for each chemical are shown in the table below and are based on a 12- month period. The total estimated cost for the two chemicals bid for the 12-month period between January 1, 2013 and December 31, 2013 is $67,605. Item No. 1. Supplier Hills Brother Chemical Chemical Aqua Ammonia Estimated Quantity Unit Price Previous Unit Price Total Estimated Cost 45 dry tons $1, $1, $65, Hercules Inc. Non-ionic Polymer 4 drums $ $1, $1,998 The total estimated cost to furnish and deliver the ten water treatment chemicals identified above is $813, * RESOLUTION AUTHORIZING THE DISTRICT SECRETARY AND THE GENERAL MANAGER, OR THE GENERAL MANAGER S DESIGNEE TO ACCEPT DEEDS AND GRANTS CONVEYING INTERESTS IN REAL PROPERTY TO ALAMEDA COUNTY WATER DISTRICT SUMMARY: A resolution is recommended to clarify the Board of Directors intent to authorize the District Secretary to accept deeds or grants conveying an interest in or easement upon real property to the District and consent to their recordation, and to also extend this same authority to the General Manager. RECOMMENDATION: By motion, adopt a resolution authorizing the District Secretary and the General Manager, or the General Manager s designee, to accept deeds or grants conveying an interest in or easement upon real property to the District, to execute certificates of acceptance, and to consent to the recordation of the deed or grant. DISCUSSION: It is routinely necessary to obtain easement dedications from property owners in order to make extensions to the public water distribution system, extend water services to new and existing customers, and to construct and maintain capital improvements. Such easements typically allow the District to access, own, operate, and maintain public water facilities and their related systems and appurtenances on and across property not owned by the District. It is also occasionally necessary to accept deeds or grants conveying fee title and other interests in real

103 Board of Directors Page 9 of 14 December 7, 2012 property and to record all such documents with the County Recorder. Government Code Section requires that deeds or grants conveying an interest in or easement upon real estate to a governmental agency shall not be accepted for recordation without the consent of the grantee as evidenced by a resolution or certificate of acceptance attached to the deed or grant. Section allows the legislative body of a governmental agency to authorize, by resolution, one or more of its officers or agents to accept and consent to such deeds or grants on behalf of the agency. The Board of Directors has traditionally conferred the authority to accept deeds or grants conveying interest in or easement upon real estate to the General Manager or District Secretary. On June 23, 2005, the Board authorized Gina Markou to accept and consent to such deeds and grants when it appointed her as the Deputy District Secretary. Staff and District Counsel recommend that this authority be assigned to officers of the District by position title rather than by name. It is further recommended that such authority also be granted to the General Manager so as to provide redundancy in this authority. Accordingly, Staff and District Counsel have prepared a new resolution that authorizes both the District Secretary and the General Manager, or the General Manager s designee, to accept and consent to grants of easements, deeds and other interests in real property, to execute certificates of acceptance, and to consent to their recordation ADOPTION OF THE 2013 CALENDAR OF REGULAR BOARD MEETINGS AND REVIEW OF PURPOSE AND FUNCTION OF BOARD STANDING COMMITTEES SUMMARY: The Alameda County Water District Rules of the Board state that regular meetings of the Board shall be held on the second Thursday of each month at the hour of 6:00 pm. In a couple of instances each year, scheduled external events or other District requirements create conflicts which can most easily be resolved by rescheduling the Board meeting to an alternate date. In order to provide advance notice to the public and allow Board members and staff to plan their annual schedules, staff is proposing the attached schedule for Board discussion and adoption. The Rules of the Board also state that the Board will review the purpose and function of each standing committee at least once a year. Attached for the Board s use in this discussion is a list of the current standing committees and their membership. Staff has also included a possible rearrangement of the membership of each committee for the coming year. The potential rearrangement is designed to allow Directors to become familiar with a particular area of District operations in greater depth. This potential rearrangement would also provide an opportunity for the Board President and Vice President to serve together on the same committee, a long-standing practice of the Board. Appointment to Committee membership is at the discretion of the Board President and does not require Board action. RECOMMENDATION: Review the purpose and function of the standing committees. By motion, adopt the proposed 2013 calendar of regular meetings of the Board of Directors.

104 Board of Directors Page 10 of 14 December 7, PRESENTATION OF ALAMEDA COUNTY WATER DISTRICT AUDIT FOR FY 2011/12 SUMMARY: The Board of Directors, on March 11, 2010, authorized execution of a three-year agreement with an option for a two-year extension for annual financial audit services with the firm of Macias Gini & O Connell. RECOMMENDATION: By motion, accept the Audited Financial Statements and accompanying reports for the fiscal year ended June 30, DISCUSSION: Macias Gini & O Connell recently completed its audit of the District s financial records for the fiscal year ended June 30, This audit, which was conducted in accordance with generally accepted auditing standards, included a review of the accounting principles used by the District, as well as a review of various financial transactions and the District s system of internal controls. The auditors have issued a clean, unqualified opinion in regards to the financial statements being reported fairly in all material respects and according to generally accepted accounting principles. The following documents have been submitted for the Board s review: - Comprehensive Annual Financial Report This report provides information on the District s operating and financial activities for the fiscal year ended June 30, The Introductory Section provides an overview of the District and describes significant events and accomplishments for the last fiscal year. The Financial Section of the report provides an analysis of the District s financial performance during the previous two fiscal years and presents the District s audited financial statements, including a Statement of Net Assets (balance sheet), Statement of Revenues, Expenses and Changes in Net Assets (income statement) and a Statement of Cash Flows for the fiscal year ended June 30, Finally, the Statistical Section of the report provides key historical financial and demographic data. - Independent Auditor s Report This letter is included in the Comprehensive Annual Financial Report on page 1 and communicates the auditor s unqualified opinion. - Debt Compliance Report This report indicates that the District is in compliance with the financial agreements and financial covenants contained in the 2009 Water System Refunding Revenue Bonds and the 2012 Water System Refunding Revenue Bonds Official Statements related to the audited financial statements. - Independent Accountant s Report on Applying Agreed-Upon Procedures Related to the Article XIII-B Appropriations Limit Calculation (Gann Report) This report indicates that no discrepancies were found in the performance of a set of agreed upon procedures in order for the District to be in compliance with the requirements of the California Constitution in regards to Appropriations Limits.

105 Board of Directors Page 11 of 14 December 7, Report to the Board of Directors This is an internal report for the Board of Directors and is required by auditing standards generally accepted in the United States. It indicates that internal controls were considered as a part of designing audit procedures for this engagement. There are a couple of items in this letter for internal controls including booking expense accruals and unbilled revenue at year end, and a few outstanding information technology controls that are on a timeline for completion. Staff is committed to making the suggested improvements. - Report on Internal Control over Financial Reporting and on Compliance and Other Matters This is a required report that auditors provide for audits performed under Government Auditing Standards (standards in addition to generally accepted auditing standards (GAAS)). It includes the observations in regard to internal controls from the Report to the Board of Directors. The auditor reviewed the results of the above reports with the Administrative & Finance Committee on November 27, RESOLUTION AUTHORIZING EXECUTION OF AMENDMENT NO. 1 TO THE AGREEMENT AMONG THE DEPARTMENT OF WATER RESOURCES OF THE STATE OF CALIFORNIA, ALAMEDA COUNTY WATER DISTRICT, AND ALAMEDA COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, ZONE 7 FOR USE OF LAKE DEL VALLE FOR STORAGE AND RELEASE OF LOCAL INFLOW SUMMARY: In 1997, Alameda County Water District entered into an agreement with the California Department of Water Resources (DWR) and the Alameda County Flood Control and Water Conservation District, Zone 7 (Zone 7), for use of Lake del Valle for storage and release of local inflow water. This agreement expires at the end of DWR has provided a proposed Amendment No. 1 to the 1997 agreement that would extend the term of the agreement to the end of 2027, with the option for any of the parties to terminate the agreement after January 1, 2023, and would incorporate DWR s current standard contract language regarding liability and uncontrollable forces. RECOMMENDATION: By motion, adopt a resolution authorizing the General Manager to execute an amendment to the agreement with DWR and Zone 7 for the use of Lake del Valle for storage and release of local inflow. DISCUSSION: On March 27, 1997, ACWD, Zone 7 and DWR entered into an agreement between the three parties for the use of Lake de Valle for storage and release of local inflow water. Since that time, the agreement has provided for DWR s operation of Lake del Valle in coordination with the South Bay Aqueduct and for accounting of local inflow under ACWD and Zone 7 s joint water rights permits on Arroyo Valle. The term of the agreement will expire on December 31, 2012.

106 Board of Directors Page 12 of 14 December 7, 2012 DWR has provided a proposed Amendment No. 1 to the 1997 agreement that would extend the term of the agreement to the end of 2027, with the option for any of the parties to terminate the agreement after January 1, The proposed amendment would also incorporate DWR s current standard contract language regarding liability and uncontrollable forces into the agreement. The proposed amendment would not result in any changes to the operations of Lake del Valle or the accounting for local inflow into the reservoir. In the last 15 years since the 1997 agreement was put in place, the terms of the existing agreement have been acceptable to ACWD and will continue to provide acceptable terms for the proposed extension period. ACWD and Zone 7 staff have reviewed the amendment proposed by DWR and have found it acceptable RESOLUTION AUTHORIZING PARTICIPATION IN BAWSCA S BOND ISSUANCE TO PREPAY CAPITAL DEBT OWED TO THE CITY AND COUNTY OF SAN FRANCISCO SUMMARY: The Bay Area Water Supply and Conservation Agency (BAWSCA) represents the interests of 24 cities and water districts, and two private utilities, that purchase water wholesale from the San Francisco regional water system. On November 15, 2012, BAWSCA's Board of Directors approved BAWSCA's issuance of revenue bonds to raise the capital necessary to prepay capital debt owed to San Francisco (approximately $367 million), and the structure for participating agencies to pay for the BAWSCA issued debt through a bond surcharge. District staff recommends adoption of a resolution authorizing BAWSCA to prepay the capital debt owed to San Francisco and participating in the BAWSCA bond issuance to finance the prepayment of this debt. BAWSCA is planning to conduct the sale of revenue bonds in January District Legal Counsel has reviewed the resolution and finds it acceptable. RECOMMENDATION: By motion, adopt a resolution authorizing participation in BAWSCA's bond issuance to prepay capital debt owed to the City and County of San Francisco. DISCUSSION: The objective of the bond issuance to prepay capital debt that BAWSCA agencies owe San Francisco is to save BAWSCA's member agencies money. At the District's Board meeting on November 8, 2012, District staff provided the background on the history of the capital debt owed to San Francisco and BAWSCA's approach for issuing the revenue bonds. Currently, the capital debt (approximately $367 million) is being repaid at a fixed interest rate of 5.13% and is included as a part of San Francisco's wholesale commodity charge. At current interest rates, BAWSCA staff and its advisors believe a bond issuance could generate no less than $20 million in present value savings, or approximately 6% of the outstanding capital recovery amount, assuming full participation by BAWSCA member agencies. The annual savings for the District is estimated to be between $50,000 and $90,000 over the bond term of 21.5 years depending upon the interest rates at the time of the sale of the revenue bonds and assuming the District's volumetric purchase is approximately 8 MGD. The District's FY2012/13 budget for purchasing water from San Francisco is approximately $11.8 million. On November 15, 2012, BAWSCA's Board approved BAWSCA s policy decisions for paying the bond surcharge and the financing structure and documents associated with BAWSCA's plans on issuing debt. The policy decisions and financing documents include the following:

107 Board of Directors Page 13 of 14 December 7, ) The annual surcharge for each agency will be based on the actual wholesale water purchase percentage from the last full year for which data is available with an annual reconciliation based on the actual water purchased. 2) The bond surcharges from each participating BAWSCA member agency will be collected by San Francisco as part of their monthly water bills. The bond surcharges will then be forwarded to a bond trustee that will use this revenue to pay debt service on the BAWSCA issued bonds. 3) A blended interest rate from the sale of both taxable and tax-exempt bonds will be used in allocating annual debt service. 4) BAWSCA revenue bonds will be secured solely by the bond surcharges and a stabilization fund initially funded by bond proceeds. The amount of money in the stabilization fund (estimated to be approximately $13 million) will be based on 50% of the annual maximum debt surcharge. 5) Should any BAWSCA member agency fail to pay its bond surcharge, BAWSCA will rely on the stabilization fund that will serve as a debt service reserve fund and will be used to make debt service payments in the year of the shortfall. BAWSCA will then collect the shortfall in the subsequent year from member agencies by adjusting the bond surcharge on a pro rata basis based on water consumption. Simultaneously, BAWSCA and San Francisco, as appropriate, would be pursuing legal remedies against the defaulting BAWSCA member agency to enforce its financial obligations. 6) BAWSCA issued revenue bonds will not be debt obligations of any BAWSCA member agency. Each participating BAWSCA member agency must certify that it will treat the payment of the bond surcharge as an operation and maintenance expense just as each agency has historically done by recording payments to San Francisco for water consumed as operating expenditures under the 2009 Master Water Sales Agreement with San Francisco. 7) BAWSCA must realize a net present value debt service savings of at least 3% compared to the current repayment method with a fixed rate of 5.13% of the outstanding capital debt owed to San Francisco in order to implement the process of prepaying the capital debt owed to San Francisco and begin charging the bond surcharge to BAWSCA's member agency participants. Adopting the resolution authorizing participation in BAWSCA's bond issuance to prepay capital debt owed to the City and County of San Francisco does the following: 1) Authorizes BAWSCA to prepay the District's share of its capital debt owed to San Francisco. 2) Authorizes and directs the General Manager and Manager of Finance to take all actions on behalf of the District to enable BAWSCA to issue and sell bonds and to make the prepayment, including to: a) Certify that it is not violating any laws or agreements associated with any of the District's previously issued debt secured by District revenues. b) Certify that it will treat the payment of the BAWSCA bond surcharge as an operation and maintenance expense and be payable from District revenues. c) Certify that the financial and operating data provided to BAWSCA for inclusion in

108 Board of Directors Page 14 of 14 December 7, 2012 BAWSCA's official statement in connection with the issuance of BAWSCA revenue bonds is true and correct. d) Execute and deliver any continuing disclosure undertaking or agreement to assist BAWSCA in connection with the sale of BAWSCA revenue bonds. 3) Authorizes the District's General Manager or Manager of Finance to act for and in the name of and on behalf of the District, and to take any and all actions necessary or desirable to carry out the terms and intent of the resolution RESOLUTION ADOPTING SECOND AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN THE ALAMEDA COUNTY WATER DISTRICT AND WALTER L. WADLOW SUMMARY: In September 2012, the Governor signed legislation that made substantial changes to public employee pension laws in California ("Pension Reform Laws"). The District reviewed the General Manager's Employment Agreement in light of the Pension Reform Laws and determined that it would be prudent, given the uncertainties in the Pension Reform Laws, to reopen negotiations of certain provisions of the Employment Agreement. At the October 4, 2012 Board of Directors meeting, the Board designated President Weed and Director Koller as the District's labor negotiators, and the labor negotiators met with the General Manager to negotiate a proposed amendment to the Employment Agreement. District Counsel prepared a Second Amendment to Employment Agreement to document the results of the negotiations between the District's designated representatives and the General Manager. RECOMMENDATION: By motion, adopt a resolution approving the Second Amendment to Employment Agreement between the Alameda County Water District and Walter L. Wadlow and authorizing the President of the Board to execute the Second Amendment. DISCUSSION: On September 10, 2009, the District entered into an Employment Agreement employing Walter L. Wadlow as the General Manager of the District. On December 8, 2011, District and the General Manager entered into the First Amendment to Employment Agreement to modify the compensation package provided to the General Manager. The Pension Reform Laws that were enacted in September 2012 become effective on January 1, There are many uncertainties regarding the Pension Reform Laws, particularly relating to the impact on current public employees. The District, the District's Legal Counsel, and the General Manager have evaluated the Pension Reform Laws based on information available at this time and believe that the terms and conditions of the Employment Agreement, as amended, comply with a reasonable interpretation of the Pension Reform Laws. The District and General Manager desire to modify several provisions of the Employment Agreement to acknowledge the enactment of the Pension Reform Laws and to account for the potential future interpretation of the Pension Reform Laws in a way that is different from how the District and General Manager interpret the Pension Reform Laws at this time. All other terms and conditions of the Employment Agreement remain unchanged. Attachments cc: Executive Staff

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113 RESOLUTION NO. OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT ELECTING DIRECTOR PRESIDENT OF THE BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT BE IT RESOLVED by the Board of Directors of ALAMEDA COUNTY WATER DISTRICT that DIRECTOR be and is hereby elected as President of said Board, to become effective at the close of this meeting. AYES: NOES: ABSENT: PASSED AND ADOPTED THIS 13 th day of December, 2012, by the following vote: John H. Weed, President Board of Directors Alameda County Water District ATTEST: APPROVED AS TO FORM: Gina Markou, District Secretary Alameda County Water District (Seal) Patrick T. Miyaki, Attorney Alameda County Water District

114 RESOLUTION NO. OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT ELECTING DIRECTOR VICE PRESIDENT OF THE BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT BE IT RESOLVED by the Board of Directors of ALAMEDA COUNTY WATER DISTRICT that DIRECTOR be and is hereby elected as Vice President of said Board, to become effective at the close of this meeting. AYES: NOES: ABSENT: PASSED AND ADOPTED THIS 13 th day of December, 2012, by the following vote: John H. Weed, President Board of Directors Alameda County Water District ATTEST: APPROVED AS TO FORM: Gina Markou, District Secretary Alameda County Water District (Seal) Patrick T. Miyaki, Attorney Alameda County Water District

115 RESOLUTION NO. OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT HONORING TRACEY E. BURKHOLDER UPON HER RETIREMENT FROM DISTRICT SERVICE WHEREAS, the BOARD OF DIRECTORS of ALAMEDA COUNTY WATER DISTRICT desires to officially express the District s appreciation for the services so ably rendered by TRACEY E. BURKHOLDER for serving continuously as an employee from September 1, 1970 to her retirement on December 28, 2012; and WHEREAS, during these 42 years she consistently demonstrated a high degree of dedication and loyalty to the District and to her fellow employees. NOW, THEREFORE, BE IT RESOLVED that the BOARD OF DIRECTORS of ALAMEDA COUNTY WATER DISTRICT that there be and hereby is proclaimed, individually and on behalf of the people of this District, an expression of appreciation for the distinguished service of TRACEY E. BURKHOLDER in her official duties as an employee of this District. BE IT FURTHER RESOLVED that this Resolution of official recognition and appreciation be spread upon the official records of the District. AYES: NOES: ABSENT: PASSED AND ADOPTED THIS 13 th day of December 2012, by the following vote: ATTEST: John H. Weed, President Board of Directors Alameda County Water District Gina Markou, District Secretary Alameda County Water District (Seal)

116 RESOLUTION NO. OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT HONORING ELEANOR PIMENTEL UPON HER RETIREMENT FROM DISTRICT SERVICE WHEREAS, the BOARD OF DIRECTORS of ALAMEDA COUNTY WATER DISTRICT desires to officially express the District s appreciation for the services so ably rendered by ELEANOR PIMENTEL for serving continuously as an employee from February 7, 1983 to her retirement on December 28, 2012; and WHEREAS, during these more than 29 years she consistently demonstrated a high degree of dedication and loyalty to the District and to her fellow employees. NOW, THEREFORE, BE IT RESOLVED that the BOARD OF DIRECTORS of ALAMEDA COUNTY WATER DISTRICT that there be and hereby is proclaimed, individually and on behalf of the people of this District, an expression of appreciation for the distinguished service of ELEANOR PIMENTEL in her official duties as an employee of this District. BE IT FURTHER RESOLVED that this Resolution of official recognition and appreciation be spread upon the official records of the District. AYES: NOES: ABSENT: PASSED AND ADOPTED THIS 13 th day of December 2012, by the following vote: ATTEST: John H. Weed, President Board of Directors Alameda County Water District Gina Markou, District Secretary Alameda County Water District (Seal)

117 RESOLUTION NO. OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT HONORING MARY LOU DENNIS UPON HER RETIREMENT FROM DISTRICT SERVICE WHEREAS, the BOARD OF DIRECTORS of ALAMEDA COUNTY WATER DISTRICT desires to officially express the District s appreciation for the services so ably rendered by MARY LOU DENNIS for serving continuously as an employee from September 12, 1975 to her retirement on December 28, 2012; and WHEREAS, during these 37 years she consistently demonstrated a high degree of dedication and loyalty to the District and to her fellow employees. NOW, THEREFORE, BE IT RESOLVED that the BOARD OF DIRECTORS of ALAMEDA COUNTY WATER DISTRICT that there be and hereby is proclaimed, individually and on behalf of the people of this District, an expression of appreciation for the distinguished service of MARY LOU DENNIS in her official duties as an employee of this District. BE IT FURTHER RESOLVED that this Resolution of official recognition and appreciation be spread upon the official records of the District. AYES: NOES: ABSENT: PASSED AND ADOPTED THIS 13 th day of December 2012, by the following vote: ATTEST: John H. Weed, President Board of Directors Alameda County Water District Gina Markou, District Secretary Alameda County Water District (Seal)

118 RESOLUTION NO. OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT HONORING MICHAEL MORTON UPON HIS RETIREMENT FROM DISTRICT SERVICE WHEREAS, the BOARD OF DIRECTORS of ALAMEDA COUNTY WATER DISTRICT desires to officially express the District s appreciation for the services so ably rendered by MICHAEL MORTON for serving continuously as an employee from August 31, 1983 to his retirement on December 28, 2012; and WHEREAS, during these more than 29 years he consistently demonstrated a high degree of dedication and loyalty to the District and to his fellow employees. NOW, THEREFORE, BE IT RESOLVED that the BOARD OF DIRECTORS of ALAMEDA COUNTY WATER DISTRICT that there be and hereby is proclaimed, individually and on behalf of the people of this District, an expression of appreciation for the distinguished service of MICHAEL MORTON in his official duties as an employee of this District. BE IT FURTHER RESOLVED that this Resolution of official recognition and appreciation be spread upon the official records of the District. AYES: NOES: ABSENT: PASSED AND ADOPTED THIS 13 th day of December 2012, by the following vote: ATTEST: John H. Weed, President Board of Directors Alameda County Water District Gina Markou, District Secretary Alameda County Water District (Seal)

119 RESOLUTION NO. OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT HONORING DANIEL RIVERA UPON HIS RETIREMENT FROM DISTRICT SERVICE WHEREAS, the BOARD OF DIRECTORS of ALAMEDA COUNTY WATER DISTRICT desires to officially express the District s appreciation for the services so ably rendered by DANIEL RIVERA for serving continuously as an employee from August 25, 1975 to his retirement on December 28, 2012; and WHEREAS, during these more than 37 years he consistently demonstrated a high degree of dedication and loyalty to the District and to his fellow employees. NOW, THEREFORE, BE IT RESOLVED that the BOARD OF DIRECTORS of ALAMEDA COUNTY WATER DISTRICT that there be and hereby is proclaimed, individually and on behalf of the people of this District, an expression of appreciation for the distinguished service of DANIEL RIVERA in his official duties as an employee of this District. BE IT FURTHER RESOLVED that this Resolution of official recognition and appreciation be spread upon the official records of the District. AYES: NOES: ABSENT: PASSED AND ADOPTED THIS 13 th day of December 2012, by the following vote: ATTEST: John H. Weed, President Board of Directors Alameda County Water District Gina Markou, District Secretary Alameda County Water District (Seal)

120 RESOLUTION NO. OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT HONORING TERRY J. LOPEZ UPON HIS RETIREMENT FROM DISTRICT SERVICE WHEREAS, the BOARD OF DIRECTORS of ALAMEDA COUNTY WATER DISTRICT desires to officially express the District s appreciation for the services so ably rendered by TERRY J. LOPEZ for serving continuously as an employee from December 4, 1989 to his retirement on December 14, 2012; and WHEREAS, during these 23 years he consistently demonstrated a high degree of dedication and loyalty to the District and to his fellow employees. NOW, THEREFORE, BE IT RESOLVED that the BOARD OF DIRECTORS of ALAMEDA COUNTY WATER DISTRICT that there be and hereby is proclaimed, individually and on behalf of the people of this District, an expression of appreciation for the distinguished service of TERRY J. LOPEZ in his official duties as an employee of this District. BE IT FURTHER RESOLVED that this Resolution of official recognition and appreciation be spread upon the official records of the District. AYES: NOES: ABSENT: PASSED AND ADOPTED THIS 13 th day of December 2012, by the following vote: ATTEST: John H. Weed, President Board of Directors Alameda County Water District Gina Markou, District Secretary Alameda County Water District (Seal)

121 RESOLUTION NO. OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT HONORING ANGELA W. KOH UPON HER RETIREMENT FROM DISTRICT SERVICE WHEREAS, the BOARD OF DIRECTORS of ALAMEDA COUNTY WATER DISTRICT desires to officially express the District s appreciation for the services so ably rendered by ANGELA W. KOH for serving continuously as an employee from November 4, 1996 to her retirement on December 28, 2012; and WHEREAS, during these 16 years she consistently demonstrated a high degree of dedication and loyalty to the District and to her fellow employees. NOW, THEREFORE, BE IT RESOLVED that the BOARD OF DIRECTORS of ALAMEDA COUNTY WATER DISTRICT that there be and hereby is proclaimed, individually and on behalf of the people of this District, an expression of appreciation for the distinguished service of ANGELA W. KOH in her official duties as an employee of this District. BE IT FURTHER RESOLVED that this Resolution of official recognition and appreciation be spread upon the official records of the District. AYES: NOES: ABSENT: PASSED AND ADOPTED THIS 13 th day of December 2012, by the following vote: ATTEST: John H. Weed, President Board of Directors Alameda County Water District Gina Markou, District Secretary Alameda County Water District (Seal)

122 RESOLUTION NO. OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT ACCEPTING COMPLETION OF CONTRACT NO. 3818, GREEN VALLEY GROUP dba GREEN VALLEY LANDSCAPE, JOB 6544 WHEREAS, the BOARD OF DIRECTORS of ALAMEDA COUNTY WATER DISTRICT by and through its Resolution No entered into a contract with GREEN VALLEY GROUP dba GREEN VALLEY LANDSCAPE for the Headquarters Landscape Employee Entry Project, Job 6544; and WHEREAS, the Board of Directors of said DISTRICT has been advised by its General Manager that said contract has been substantially performed. NOW, THEREFORE, BE IT RESOLVED that said Board does hereby accept completion of said work under said contract. BE IT FURTHER RESOLVED that District staff be and is hereby authorized and directed to file a Notice of Completion covering acceptance of the work performed under the aforesaid contract. AYES: NOES: ABSENT: PASSED AND ADOPTED THIS 13 th day of December, 2012, by the following vote: John H. Weed, President Board of Directors Alameda County Water District ATTEST: APPROVED AS TO FORM: Gina Markou, District Secretary Alameda County Water District (Seal) Patrick T. Miyaki, Attorney Alameda County Water District

123 RESOLUTION NO. OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT AUTHORIZING THE DISTRICT SECRETARY AND THE GENERAL MANAGER, OR THE GENERAL MANAGER S DESIGNEE, TO ACCEPT DEEDS AND GRANTS CONVEYING INTERESTS IN REAL PROPERTY TO ALAMEDA COUNTY WATER DISTRICT WHEREAS, it is frequently necessary to obtain easements and other interests in real property from property owners in order to access, construct, operate, and maintain the facilities of the Alameda County Water District; and WHEREAS, Government Code Section requires that deeds or grants conveying an interest in or easement upon real estate to a governmental agency shall not be accepted for recordation without the consent of the grantee as evidenced by a resolution or certificate of acceptance attached to the deed or grant; and WHEREAS, Government Code Section allows the legislative body of a governmental agency to authorize, by resolution, one or more of its officers or agents to accept and consent to such deeds or grants on behalf of the agency; and WHEREAS, on June 23, 2005, the Board, when appointing Gina Markou as the Deputy District Secretary, authorized Ms. Markou to accept and consent to deeds and grants conveying any interest in or easement upon real estate to the District; and WHEREAS, staff recommends that the Board grant this authority to accept and consent to grants and deeds of real property to the District Secretary and expand this authority to the General Manager, or the General Manager s designee. NOW, THEREFORE, BE IT RESOLVED, by the Board of Directors of Alameda County Water District that the District Secretary and the General Manager, or the General Manager s 1

124 designee, are authorized to accept and consent to grants of easements, deeds, and other interests in real property from property owners to the Alameda County Water District. PASSED AND ADOPTED THIS 13 th day of December 2012, by the following vote: AYES: NOES: ABSENT: John H. Weed, President Board of Directors Alameda County Water District ATTEST: APPROVED AS TO FORM: Gina Markou, District Secretary Alameda County Water District (Seal) Patrick T. Miyaki, Attorney Alameda County Water District 2

125 2013 Board Meeting Calendar January 2013 Su Mo Tu We Th Fr Sa February 2013 Su Mo Tu We Th Fr Sa March 2013 Su Mo Tu We Th Fr Sa April 2013 Su Mo Tu We Th Fr Sa May 2013 Su Mo Tu We Th Fr Sa June 2013 Su Mo Tu We Th Fr Sa July 2013 Su Mo Tu We Th Fr Sa August 2013 Su Mo Tu We Th Fr Sa September 2013 Su Mo Tu We Th Fr Sa October 2013 Su Mo Tu We Th Fr Sa November 2013 Su Mo Tu We Th Fr Sa December 2013 Su Mo Tu We Th Fr Sa Board Meeting Holiday ACWA Conf: May 7 10 Sacramento, Dec 3 6 Los Angeles

126 2013 Board & Committee Meeting Calendar January 2013 Su Mo Tu We Th Fr Sa February 2013 Su Mo Tu We Th Fr Sa March 2013 Su Mo Tu We Th Fr Sa April 2013 Su Mo Tu We Th Fr Sa May 2013 Su Mo Tu We Th Fr Sa June 2013 Su Mo Tu We Th Fr Sa July 2013 Su Mo Tu We Th Fr Sa August 2013 Su Mo Tu We Th Fr Sa September 2013 Su Mo Tu We Th Fr Sa October 2013 Su Mo Tu We Th Fr Sa November 2013 Su Mo Tu We Th Fr Sa December 2013 Su Mo Tu We Th Fr Sa Board Meeting Holiday ACWA Conf: May 7 10 Sacramento, Dec 3 6 Los Angeles A & F Committee Meeting E & CP Committee Meeting L & L Committee Meeting O & WQ Committee Meeting WRP Committee Meeting

127 Board ofdirectors - Committee Meetings 2012 Committee Board Members Date and Time Administrative & Finance Paul Sethy (Chair) 4' Tuesday ofthe John Weed 3:00 P.M. Judy Huang (Chair) Paul Sethy Wednesday ofthe month@ 3:00P.M. Board of Directors - Committee Meetings 2013 (Proposed) Committee Board Members Date and Time Administrative & Finance Paul Sethy (Chair) 4 ' Tuesday ofthe John Weed 3:00 P.M. John Weed (Chair) JudyHuan Wednesday ofthe 3:00 P.M.

128 RESOLUTION NO. OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT AUTHORIZING THE GENERAL MANAGER TO AUTHORIZE EXECUTION OF AMENDMENT NO. 1 TO THE AGREEMENT AMONG THE DEPARTMENT OF WATER RESOURCES OF THE STATE OF CALIFORNIA, ALAMEDA COUNTY WATER DISTRICT, AND ALAMEDA COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, ZONE 7 FOR USE OF LAKE DEL VALLE FOR STORAGE AND RELEASE OF LOCAL INFLOW BE IT RESOLVED by the Board of Directors of ALAMEDA COUNTY WATER DISTRICT that the General Manager is authorized to execute Amendment No. 1 to the Agreement among the Department of Water Resources of the State of California, Alameda County Water District, and Alameda County Flood Control and Water Conservation District, Zone 7 for Use of Lake Del Valle for Storage and Release of Local Inflow. PASSED AND ADOPTED THIS 13 th day of December 2012, by the following vote: AYES: NOES: ABSENT: John H. Weed, President Board of Directors Alameda County Water District ATTEST: APPROVED AS TO FORM: Gina Markou, District Secretary Alameda County Water District (Seal) Patrick T. Miyaki, Attorney Alameda County Water District

129 RESOLUTION NO. RESOLUTION AUTHORIZING PARTICIPATION IN BAWSCA S BOND ISSUANCE TO PREPAY CAPITAL DEBT OWED TO THE CITY AND COUNTY OF SAN FRANCISCO WHEREAS, the City and County of San Francisco ( San Francisco ) and wholesale water customers of San Francisco in Alameda County, San Mateo County and Santa Clara County (the Wholesale Customers ), including the Alameda County Water District (the District ), have entered into a Water Supply Agreement, dated July 2009 (the WSA ), providing for the sale of water by San Francisco to the Wholesale Customers; WHEREAS, the District and other Wholesale Customers are members of the Bay Area Water Supply and Conservation Agency ( BAWSCA ); WHEREAS, pursuant to the terms of the WSA, the cost of water paid by the Wholesale Customers (including the District) includes a component designed to provide San Francisco capital cost recovery for existing regional assets ( ERA Payments ); WHEREAS, the WSA provides that the Wholesale Customers, acting through BAWSCA, may prepay the remaining principal balance of the ERA Payments, in whole or in part; WHEREAS, substantial savings over the term of the WSA may be achievable through the prepayment through BAWSCA (the Prepayment ) of the ERA Payments to be made by Wholesale Customers participating in such Prepayment (the Prepayment Participants ); WHEREAS, BAWSCA proposes to finance the Prepayment through an issuance of revenue bonds (the Bonds ) by BAWSCA; WHEREAS, to pay debt service on the Bonds, to maintain required reserves and to satisfy BAWSCA s other obligations related to the Bonds, BAWSCA will impose charges on Prepayment Participants, which may be in the form of surcharges on water sold by San Francisco to Prepayment Participants under the WSA (the Surcharge ); WHEREAS, the Surcharge is expected to be payable by the Prepayment Participants to San Francisco (for delivery to BAWSCA) together with the Prepayment Participants other payments to San Francisco under the WSA; WHEREAS, the issuance of the Bonds and the making of the Prepayment are subject to a variety of conditions, including a determination by BAWSCA that savings for Prepayment Participants can be achieved thereby; WHEREAS, this Board of Directors has determined that it is in the best interests of the District for the District to be a Prepayment Participant; OHSUSA:

130 NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE ALAMEDA COUNTY WATER DISTRICT AS FOLLOWS: Section 1. The District hereby elects to be a Prepayment Participant and hereby authorizes BAWSCA to make the Prepayment on behalf of the District. Section 2. The General Manager and the Manager of Finance, of the District are each, acting individually, hereby authorized and directed to take, for and on behalf of the District, all such actions by the District as shall be necessary to enable BAWSCA to issue and sell the Bonds and make the Prepayment, including, without limitation, the following: (A) (B) (C) (D) Certify that the Prepayment has been duly authorized by the District and will not violate any law or agreement (including agreements respecting obligations providing for the issuance of debt secured by the revenues of the District s water enterprise); Certify that payment of the Surcharge by the District will constitute an operation and maintenance expense of the District s water enterprise payable from the gross revenues of the District s water enterprise prior to the payment of District obligations payable from the net revenues of the District s water enterprise; Certify that any information respecting the District and the District s water enterprise and the financial and operating data respecting the District s water enterprise included or incorporated by reference in the Official Statement delivered by BAWSCA in connection with the sale and issuance of the Bonds is true and correct; and Execute and deliver any continuing disclosure undertaking, or agreement to assist BAWSCA in connection with any BAWSCA continuing disclosure undertaking, required in connection with the sale of the Bonds. Section 3. All actions heretofore taken by any officers, employees, or agents of the District with respect to the Prepayment and the Bonds are hereby approved, confirmed and ratified; the General Manager and the Manager of Finance, and any such other officers, employees, or agents of the District as may be authorized by the General Manager are hereby authorized and directed, for and in the name of and on behalf of the District, to do any and all things and take any and all actions, which they, or any of them, may deem necessary or desirable to carry out, give effect to and comply with the terms and intent of this Resolution. Section 4. This Resolution shall take effect immediately upon its adoption. OHSUSA:

131 PASSED AND ADOPTED THIS 13 th day of December 2012, by the following vote: AYES: NOES: ABSENT: John H. Weed, President Board of Directors Alameda County Water District ATTEST: APPROVED AS TO FORM: Gina Markou, District Secretary Alameda County Water District (Seal) Patrick T. Miyaki, Attorney Alameda County Water District OHSUSA:

132 RESOLUTION NO. OF BOARD OF DIRECTORS OF ALAMEDA COUNTY WATER DISTRICT APPROVING SECOND AMENDMENT TO EMPLOYMENT AGREEMENT BETWEEN DISTRICT AND WALTER L. WADLOW WHEREAS, on September 10, 2009, the Alameda County Water District (District) entered into an Employment Agreement with Walter L. Wadlow (Employee) to employ Employee as the General Manager of the District; and WHEREAS, on December 8, 2011, District and Employee entered into the First Amendment to Employment Agreement; and WHEREAS, the District and Employee desire to amend the Employment Agreement. NOW, THEREFORE, BE IT RESOLVED that the Board of Directors of the Alameda County Water District approves the Second Amendment to Employment Agreement and authorizes the President of the Board to execute the Second Amendment. A copy of the Second Amendment to Employment Agreement is attached to this Resolution. AYES: NOES: ABSENT: PASSED AND ADOPTED THIS 13 th day of December, 2012, by the following vote: John H. Weed, President Board of Directors Alameda County Water District ATTEST: APPROVED AS TO FORM: Gina Markou, District Secretary Alameda County Water District (Seal) Patrick T. Miyaki, Attorney Alameda County Water District

133 SECOND AMENDMENT TO EMPLOYMENT AGREEMENT THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT ("Second Amendment") is entered into this day of, 2012, by and between the Alameda County Water District ("District") and Walter L. Wadlow ("Employee"). WHEREAS, on September 10, 2009, District and Employee entered into an Employment Agreement employing Employee as General Manager of the District ("Employment Agreement"). WHEREAS, on December 8, 2011, District and Employee entered into the First Amendment to Employment Agreement to modify the compensation package provided to Employee ("First Amendment"). WHEREAS, on September 12, 2012, Assembly Bill 340, which makes substantial changes to public employee pension laws in California, was signed by the Governor and became law. In addition, Assembly Bill 197, which makes technical cleanup changes to Assembly Bill 340, also was enacted. Assembly Bills 340 and 197 are referred to herein as the "Pension Reform Laws." The Pension Reform Laws become effective on January 1, WHEREAS, there are many uncertainties regarding the Pension Reform Laws, particularly relating to the impact of the Pension Reform Laws on current public employees. The District, the District's Legal Counsel, and the Employee have evaluated the Pension Reform Laws based on the information available at the time this Second Amendment was entered into and believe that the terms and conditions of the Employment Agreement, as amended, comply with a reasonable interpretation of the Pension Reform Laws. WHEREAS, District and Employee desire to modify several provisions of the Employment Agreement, as amended, to acknowledge the enactment of the Pension Reform Laws, to account for the potential future interpretation of the Pension Reform Laws that is different from how the District and Employee interpret the Pension Reform Laws at this time, and to remove a provision with a condition that has already been satisfied. NOW, THEREFORE, District and Employee agree as follows: A. Other Supplemental Benefits. Section 7, "Other Supplemental Benefits," of the Employment Agreement is amended by deleting the entire section and replacing it with the following:

134 7. OTHER SUPPLEMENTAL BENEFITS (a) Deferred Compensation; 401(a) Plan. [Section ]. On each July 1, the District shall make a contribution of five percent (5%) of Employee's annual base salary to Employee's IRS 401(a) Plan Account, subject to two conditions. First, the Employee must be employed by the District on each such July 1. Second, each annual total contribution may not exceed $10,000. The District's annual contribution to the Employee's IRS 401(a) Plan is in addition to the amount the District pays to Employee as a monthly salary. (b) Retiree Dental and Vision Insurance [Section 14.8]. District provides retiree dental and vision insurance under the terms and conditions described in section 14.8 of the MCP Schedule. Employee will be entitled to retiree dental insurance and vision insurance under the same terms and conditions as employees hired on or after August 1, 2002, as described in section 14.8 of the MCP Schedule as in effect of the date of this Employment Agreement; however, notwithstanding section 14.8's terms to the contrary, Employee will be provided with retiree dental insurance and vision insurance regardless of Employee's years of service with the District. Under the current tax laws, the retiree dental insurance, which is a District self-funded benefit, will be subject to taxation if Employee retires before completing 15 years of service with the District as set forth in the MCP Schedule. Employee acknowledges that District must comply with any and all tax reporting requirements with regard to the retiree dental insurance benefit. (c) Survivors' Dental and Vision Benefits [Section 14.11]. District provides survivors' dental and vision benefits under the terms and conditions described in section of the MCP Schedule. Employee's eligible survivors and dependents will be entitled to dental and vision care coverage under the same terms and conditions as employees hired before April 1, 2009, as described in section of the MCP Schedule as in effect of the date of this Employment Agreement; however, notwithstanding section 14.11's terms to the contrary, Employee's eligible survivors and dependents will be provided with dental and vision care coverage regardless of Employee's years of service with the District. All section references in the titles of this Other Supplemental Benefits provision are to the Management/Confidential/Professional Employees Compensation Schedule, which is attached to this Second Amendment

135 Under the current tax laws, the survivors' dental care coverage, which is a District self-funded benefit, will be subject to taxation if Employee retires before completing 15 years of service with the District as set forth in the MCP Schedule. Employee acknowledges that District must comply with any and all tax reporting requirements with regard to the retiree dental insurance benefit. (d) Vacations [Section 5.0]. In addition to the vacation accrual set forth in Section 5.0, Employee shall receive an additional forty (40) hours of vacation leave over and above Employee's accrual rate. This additional amount will be accrued on a fiscal year basis. Employee intends to use these additional forty (40) hours of vacation accrual as paid vacation leave within the fiscal year accrued. This additional accrual amount will cease in the fiscal year in which Employee begins accruing vacation leave at the maximum accrual rate set forth in Section 5.0(f) of the Management/Confidential/Professional Employees Compensation Schedule. (e) All Other Benefits. Except as set forth in Sections 7(a)-(d) above of this Second Amendment, District also shall provide Employee the same benefits as provided to management employees as they may be amended from time to time, and all actions taken by the District relating to benefits for management employees shall be considered actions granting the same benefits to Employee. As used herein, benefits include but are not limited to vacation, management leave, sick leave, holidays, deferred compensation, retirement benefits and payments, health insurance, dental insurance, life insurance, accidental death and long term disability insurance. B. Severability. Section 14, "Severability," of the Employment Agreement is amended by deleting the entire section and replacing it with the following: 14. SEVERABILITY In the event that any provision of this Employment Agreement, as amended, is held or determined to be illegal, void, or contrary to applicable law, the remainder of the Employment Agreement shall remain in full force and effect unless the parts found to be illegal, void, or contrary to applicable law are wholly inseparable from the remaining portion of the Employment Agreement. However, if a provision of the Employment Agreement is later determined to be contrary to the Pension Reform Laws and therefore illegal or void, and it results in the loss of a previously bargained for benefit to the Employee, the District will provide the Employee with the financial equivalent of the lost previously bargained for benefit in a manner that complies with the then-existing law

136 C. Effective Date. This Second Amendment shall be effective immediately upon execution of this Second Amendment by both Employee and District. D. Effect. Except for the modifications to the Employment Agreement expressly set forth in this Second Amendment, the terms and conditions of the Employment Agreement, as amended by the First Amendment, remain in full force and effect. IN WITNESS WHEREOF, the parties have executed this Second Amendment to Employment Agreement as of the day and year first written above. ALAMEDA COUNTY WATER DISTRICT EMPLOYEE John H. Weed, President, Board of Directors Walter L. Wadlow Attest: Gina Markou, District Secretary APPROVED AS TO FORM: Patrick T. Miyaki, District Counsel

137 OPERATIONS & WATER QUALITY COMMITTEE SUMMARY MINUTES November 7, :15 p.m. ATTENDANCE Directors: John Weed (Chair) and Jim Gunther Staff: Walt Wadlow, Steve Peterson, Doug Chun, Greg Buncab W{I..L- DISCUSSION TOPICS Lead and Copper Rule (LCR) Monitoring Program: Greg Buncab presented an update on the District's compliance with the Lead and Copper Rule (LCR). He gave a brief background about the LCR and highlighted that the purpose of the rule is to protect public health by minimizing lead and copper exposure in drinking water, primarily by reducing water corrosivity. Mr. Buncab pointed out that: 1) sampling takes place every 3 years at customers' internal taps, 2) participating homes must meet certain criteria established by the EPA and approved by CDPH, and 3) compliance is based on the 90 th percentile values for Pb & Cu. Mr. Buncab outlined the compliance steps taken in He pointed out that due to customers renovating their homes, the sample pool is becoming more difficult to maintain above the minimum required number of 50 samples. Mr. Buncab shared the 2012 results, highlighting that 100% of the 73 Pb & Cu results were below the respective action levels of 15 IlgIL and 1,300 IlgIL. He also reported that ACWD continues to meet the optimal water quality monitoring parameters for finished water at the treatment plants and in the distribution system. Mr. Buncab shared a map which indicated the geographic distribution of the 73 participants in the 2012 LCR monitoring program. Director Weed asked if there was any trend in LCR results between samples taken in Fremont and Union City. Staff said that there is no differences in results between the two cities but will plot the data to verify. Mr. Buncab also shared a graph of the 90 th percentile Pb & Cu data from 2003 to Directors Weed and Gunther both noted the downward trend in the 90 th percentile values and asked if this was related to source water quality such as hardness levels. Mr. Chun explained that the maintenance of a positive calcium carbonate precipitation potential (CCPP) produces a protective layer on the interior of pipes to minimize Pb & Cu levels. Moreover, Mr. Chun explained that as pipes age and become passivated, they are less prone to leach out Pb & Cu. Staff will follow up on a request by Directors Weed and Gunther to further investigate the downward trend in the 90 th percentile values that will include contacting other water agencies to see if they are seeing a similar trend Greenhouse Gas Reduction Report: Greg Buncab presented information on the current efforts being undertaken to inventory the District's greenhouse gas (GHG) emissions. Mr. Buncab explained that in 2010, an internal group was formed called the Climate Action Team (CAT) to help inventory the District's GHG emissions. The District's emissions for 2007 serve as a baseline year and efforts were initiated to inventory subsequent years. In the form of charts and graphs, Mr. Buncab showed that the major GHG emissions are due to electrical consumption and fuel consumed in operating the vehicle fleet. Mr. Buncab I

138 highlighted that from 2007 to 2011 there has been a 32% decrease in overall GHG emissions from the District. Data indicates that there is less electrical consumption from the pumping of production wells and booster stations. The electric power reductions are primarily a result of reduced water demands (less pumping required) and recent efforts to minimize SFPUC purchases used at the PT Blending Facility which has, in tum, reduced pumping from the PT and Mowry production wells. Mr. Buncab concluded the presentation by saying that the next steps are to conduct inventories on an annual basis and make recommendations for operational and engineering changes to minimize GHG emissions. Director Weed inquired about the power use purchases that affect GHG emissions. Mr. Buncab pointed out that GHG emissions from electrical consumption are based on the District's gas & electric billings. Mr. Peterson added that we do not consider the source of the electricity we consume, i.e., whether it is from hydropower, wind turbine or fossil fuels. Director Gunther asked about the basis for mobile emissions determination. Mr. Buncab explained that vehicle engine year, fuel type, annual mileage and fuel consumption are the factors used to calculate these emissions. Director Weed requested that we compare our emissions with that of other utilities. Staff will work to address this request by taking a look at GHG inventories of other utilities and attempt to develop a basis for comparison. 3. Public Comments: There were no public comments received. RECOMMENDATIONS Topics discussed by the Committee were information only, and no recommendations are being made. 2

139 ENGINEERING AND CAPITAL PROJECTS COMMITTEE MEETING SUMMARY MINUTES THURSDAY, NOVEMBER 15, :15p.m. ATTENDANCE Directors: Jim Gunther (Chair), Marty Koller Staff: Anna Lloyd, Shane O'Nesky \);{...-- DISCUSSION TOPICS I. Capital Projects-Major Equipment Procurement Consideration: Capital Improvement contracts often require the installation of specialized equipment. Staff explained that it considers several factors when evaluating whether to include this equipment within the scope of construction contracts or recommending that the District prepurchase and furnish the equipment or materials to the contractor. Potential Advantages of District-Fumished Equipment: Cost savings: By furnishing the equipment to the contractor, the District theoretically is avoiding the contractor's customary mark-up. Control over equipment or materials selection: Because the District is directly and contractually involved in the procurement process, staff can potentially exert more control over the vendor. This is especially significant when the design of the facility needs to incorporate specific provisions for the equipment being selected. Relationship with the vendor: By developing a relationship with the vendor early in the procurement process, long term maintenance issues may be comprehensively addressed early in the process. Schedule: It is sometimes appropriate for the District to purchase equipment because of the expected long lead time required for delivery. Potential Disadvantages of District-Fumished Equipment: Coordination effort: Staff assumes the role of ensuring that the equipment will be delivered on time and to the correct location. Staff also must expeditiously address any equipment installation or start-up issues. District assumes additional risk: Unforeseen conflicts between the overall design and the District-furnished equipment and/or faulty equipment often results in contractor claims and contract change orders. Complexity of the construction contract: In order to avoid previously listed issues, the construction contract must include contingencies for unplanned circumstances. Staff cited several examples of both of the approaches being employed successfully by the District in the past. Additionally, staff indicated that the District has also successfully used hybrid versions of the above approaches. Staff responded to several questions from the Directors.

140 2. Update on Rubber Dam No.1 Replacement, Kaiser Fish Screen, and Shinn Pond Rediversion Projects: Staff reported on the November 13, 2012, public information meeting and the status of the Progressive Design-Build (DB) contract negotiations for the Kaiser Pond Fish Screen and the Shinn Gravity Rediversion No.2 Projects (scheduled to be completed during Summer 2013.) Approximately 34 members of the public attended the public information meeting. Although the meeting attendees were generally supportive of the fish passage projects and staffs efforts to keep the public informed, staff did receive feedback and suggestions as follows: The District should consider posting signs along the trails to invite the public to future informational meetings. The District should further evaluate the feasibility of allowing continuous pedestrian access between Rancho Arroyo Park and Alameda Creek during construction. Several attendees were appreciative of staffs efforts to reduce the projects' impacts to dog-related recreation. Staff plans to hold a second public informational meeting on December 18, The objectives of the meeting are to engage with additional people in the community about the projects and to follow-up on the input that staff received during the November 13 meeting. Staff also reported on the status of DB contract negotiations for the Kaiser Pond Fish Screen and the Shinn Gravity Rediversion No.2 projects with CH2M HILL. Using a DB approach, in lieu of the traditional design-bid-build approach, on these two projects allows all of the Alameda Creek-related projects to remain on schedule. The Shinn Gravity Rediversion pipeline is a critical component in the planning efforts to facilitate the District's ability to supply water to Quarry Lakes during the subsequent fish passage projects. Staff explained that the DB approach requires a shared allocation of risks and special contract allowances to cover unforeseen conditions, permitting requirements, and potential dewatering. Staff and legal counsel are working with CH2M HILL to develop the DB contract. Assuming that satisfactory terms can be developed, staff will request award of the DB contract at the January 2013 Board meeting. Staff responded to several questions from the Directors. 2. Public Comments: There was no public comment. RECOMMENDATION Topics discussed by the Committee were informational only and no recommendations are being made.

141 LEGAL & LEGISLATIVE COMMITTEE SUMMARY MINUTES Wednesday, November 21, :00 p.m. ATTENDANCE Directors: Marty Koller (Chair), Judy Huang Staff: Walt WadlowW-<-t---- Counsel: Pat Miyaki (by phone) Legislative Representative: Ron Davis (by phone) DISCUSSION TOPICS 1. Review of 2012 General Election Results: Using the attached memo, Sacramento Legislative Representative Ron Davis reviewed the results of the November General Election and potential implications for the California legislative delegation in the upcoming legislative session. 2. Legal Considerations for Potential Water Bottle Subsidy: Director Koller provided an overview of the current efforts in multiple communities to establish water bottle filling stations in East Bay communities. Director Koller identified an associated effort to provide refillable water bottles to the community at a reduced price, and a proposal the ACWD join with other water agencies in providing funding, at an initial level of about $15,OOO/year per agency to support providing these bottles. District Counsel Pat Miyaki reviewed the law with regard to the expenditure of ACWD funds for such a purpose and whether such funding would comply with the constitutional prohibition against a gift of public funds. Mr. Miyaki's analysis is instructive in general and is included here. ANALYSIS The gift of public funds analysis includes two key components. The first is whether the expenditure is for a public purpose. The answer to this part is yes, the proposed program is to further the goals of minimizing waste (plastic bottles) and of promoting health by drinking water (among other goals). The second component is whether the expenditure furthers the specific purpose of the agency spending the money. This is the more challenging component of the gift of public funds analysis for ACWD, a county water district. When spending public money, counties and cities, and more general purpose special districts such as community services districts, have broader purposes to promote the health, safety, and well-being of the community it serves at large. However, ACWD, as a county water district, has a more narrow purpose of providing water service. In evaluating the expenditure of ACWD funds, it is necessary to determine if 1

142 spending the money furthers an ACWD specific purpose, as opposed to generally benefiting the community. Preliminarily, it seems to me that at this relatively modest proposed expenditure level for this reusable water bottle program, that we can establish that the goals of the program to further specific purposes of ACWD. For example, it seems that the reusable water bottle program furthers the following ACWD goals; Promoting the safety of drinking tap water that is of high quality while at home and when out and about. Encouraging drinking tap water and emphasizing the value of high quality tap water and the need not to waste it. Limiting plastic water bottle waste (which seems to be the primary goal of the program) benefits the efforts of ACWD to limit that waste from getting into the watershed and creeks, and furthers the efforts ACWD has spent in protecting the watershed and enhancing fish passage in the creeks. SUMMARY If all agree that the expenditure of this level of money furthers specific purposes of ACWD, then the expenditure does not violate the prohibition against the gift of public funds, and there would be no legal reason not to proceed with the program as proposed. There may be other policy, managerial, and financial factors to consider. Based on discussion by the committee, staff will bring this item to the Board in January, Public Comments; There was no public comment. RECOMMENDATIONS Topics discussed by the Committee were informational only, and no recommendations are being made. 2

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176 ADMINISTRATIVE & FINANCE COMMITTEE SUMMARY MINUTES November 27, :00 P.M. ATTENDANCE Directors: Paul Sethy (Chair), John Weed Staff: Walt Wadlow, Altarine Vernon, Shelley Burgett (via phone), Nancy Wong, Julia Liang and Michael Yee \.-I-t.v- Others: Cindy Pon (MGO Auditors), Nancy Jones (PFM Investments) DISCUSSION TOPICS 1. Financial Audit Overview: Cindy Pan from Macias Gini & O'Connell (MGO) reviewed the financial audit reports for FY 2011/12. The Independent Auditor's Report indicates that the District has received a clean and unqualified opinion from the auditors that the financial statements were reported fairly in all material respects and according to generally accepted accounting principles. The Comprehensive Annual Financial Report (CAFR) which contains the Statement of Revenues, Expenses and Changes in Net Assets (income statement) and the Statement of Net Assets (balance sheet) was reviewed by the auditors. There was also some discussion in regards to miscellaneous benefits, and rates. The Report to the Board of Directors which contains a review of internal controls was also presented. Comments about internal controls can be categorized as a material weakness, a significant deficiency, a deficiency, or a comment depending on severity. There were no material weaknesses or significant deficiencies. The items covered were expense accruals, recognition of unbilled water revenues, and information technology controls. Significant progress was made during FY 2011/12 to implement the auditor's suggestions from FY 2010/11, and the one outstanding item on the list is in process. The financial audit reports will be presented at the Board meeting on December 13, Ouarterly Investment Performance Review: PFM consultant Nancy Jones, presented the first quarterly investment performance review since PFM assumed the investment advisor role in June She reviewed the advantages and progress made in extending maturities, improving diversification, utilizing active management, and employing competitive shopping with brokers. Overall this translates into less risk, higher average returns, and greater access to the financial markets. 3. Proposed Rates: Miscellaneous follow-up issues were discussed in regards to the proposed rates and charges for 2013 such as about the Returned Check Charge, CUWA Best Management Practice (BMP) #11, "Lifeline" like programs, service charge, and rates presentation. 4. Public Comments: There was no public comment. RECOMMENDATIONS Topics discussed by the Committee were informational only, and no recommendations are being made.

177 ACCUMULATED RAINFALL IN INCHES ALAMEDA COUNTY WATER DISTRICT RAINFALL REPORT FISCAL YEAR WETTEST YEAR ( ) in. AVERAGE YEAR in. DRIEST YEAR ( ) 7.72 in. ACTUAL RAINFALL CURRENT YEAR AVERAGE YEAR LAST YEAR MONTH Period Accum. Period Accum. Period Accum. JUL AUG SEP OCT NOV DEC JAN FEB MAR APR MAY JUN December 6, 2012

178 AVERAGE DAY MGD ALAMEDA COUNTY WATER DISTRICT 2012 AVERAGE DAY WATER PRODUCTION Desal Actual Desal Forecast Wells Actual Wells Forecast SFPUC Actual SFPUC Forecast WTP Actual WTP Forecast

179 ALAMEDA COUNTY WATER DISTRICT Portfolio Management Portfolio Summary October 31, 2012 Investments Certificates 01 Deposit Bank LAIF/CAMP Passbook/Checking Medium Term Notes Federal Agency Coupon Securities Treasury Securities Negotiable CDs Municipal Bonds Investments Par Value 9,085, ,093, ,842, ,150, ,435, ,520, ,500, , Markel Value 9,085, ,143, ,842, ,443, ,890, ,124, ,501, , Book Value 9,085, ,093, ,842, ,422, ,836, ,168, ,500, , %of Portfolio Term ,011 1,325 1, ,526 Days to Maturity BB 1,074 1, ,491 YTM 360 Equiv YTM 365 Equiv ,925, ,330, ,248, % Total Earnings October 31 Month Ending Fiscal Year To Date Current Year 61, , Average Daily Balance 101,687, ,307, "THE ABOVE INVESTMENTS ARE CONSISTENT WITH THOSE PERMITIED BY CALIFORNIA GOVERNMENT CODE SECTION 53651, AND ARE IN CONFORMANCE WITH THE STATED INVESTMENT POLICY OF THE ALAMEDA COUNTY WATER DISTRICT TREASURER/AUDITOR AS SUBMITIED TO SAID DISTRICTS BOARD OF DIRECTORS. THERE ARE SUFFICIENT FUNDS AVAILABLE IN THE LOCAL AGENCY INVESTMENT FUND AND/OR MATURING WITHIN THE NEXT SIX MONTHS TO SATISFY ALL DISTRICT BOARD APPROVED EXPENDITURES.' NOTE 1: THE SOURCES OF MARKET VALUATION FOR THE SECURITIES ARE BANK OF THE WEST AND US BANK. -,/'P-~~~2...-L) 12- '7- --r 2... MICHAEL D. YEE, FINANCIAL SERVICES'M'ANAGER ~~ff SHELLEY BURGETI, MANAGER INANCE /'2-6~/"'Z- Reporting period 10101/ / Portfolio PROD AC Run Pale: :47 PM (PRF_PM,) SymRept 5.4'.202b Report Vel. 5.00

180 ALAMEDA COUNTY WATER DISTRICT Portfolio Management Page 2 Portfolio Details Investments October 31, 2012 Purchase Stated YTM Days to Maturity CUSIP Investment It Issuer Date Par Value Market Value Book Value Rate 365 Maturity Dale Certificates of Deposit - Bank GIF-CD/BANK OF THE WEST 04/ ,000, ,000, ,000, /13/ GlF-GD/JP MORGAN CHASE 04/08/2011 1,000, ,000, ,000, / GlF-CD/JP MORGAN CHASE 04/ ,000, ,000, ,000, / G/F CD/JP MORGAN CHASE 11/16/2011 1,000, ,000, ,000, /18/ GlF-CD/JP MORGAN CHASE 11/16/ , ,000, ,000, / GlF-GD/US BANK 11/ ,000, ,000, ,000, / GlF-CD/US BANK 11/29/2011 1,000, ,000, ,000, /27/ INSTALLERS RE\MB. FD-CD/FREMNT 01/ ,085, ,085, ,085, /23/2013 LAIF/CAMP Subtotal and Average 9,085, ,085, ,085, D GlF-CAMP 10, , ,338, OO-D1 001-A A GIF-LAIF 38,014, , ,014, CONSUMER GUAA. FD-LAIF 68, , , Passbook/Checking Subtotal and Average 38,093, ,143, ,OQ3, G1F-BANK OF WEST CHECKING 07/01/2012 2,162, ,162, ,182, G1F-BANK OF WEST CUSTOMER REFU 07/01/2012-2, , , GlF-BANK OF WEST EFT CKING 07/01/ , , , GlF-BANK OF WEST INV TRADE , , , G/F-BANK OF WEST PAYROLL n405 G/F-BANK OF WEST SP HR ACCT 08101/ GlF-BANK OF WEST WARRANTS 07/01/ , , , GlF-UNION 8ANK CHECKING 07/01/ , , BRF-MMFD 09BAF-MMFD 09 BOND REDEMPTION FUND RSV-MMFD 09RSV-MMFD 09 BOND RESERVE FUND 49, , , AEV MMFD 12REV MMFD 12 REVENUE BONDS FUND 07/01/ INSTALLERS REIMB. FD-BOW PSS 52, , , STORAGE CONNNH SOW CKING 07101/ , , , CONSUMER GUAR. FD BOW CKING 07/01/ , , , Subtotal and Average 2,842, ,842, ,842,528, Run Dale: 12104/ :48 Portfolio PROD AC PM (PRF_PM2) SymRepI6,41.202b Report Ver. 5.00

181 ALAMEDA COUNTY WATER DISTRICT Portfolio Management Portfolio Details - Investments October 31, 2012 Page 3 CUSIP Invs8tment It Issuer Medium Term Notes 06406HCD9 0B4664AZ BG5A AY G2G EJRl 06406HCD AZ D84664BG5A AY G2G EJRl Federal Agency Coupon Securities G/F BANK OF NEW YORK MELLON CO G1F-BERKSHIRE HATHAWAY FIN GlF-BERKSHIRE HATHAWAY FIN G1F-BERKSHJRE HATHAWAY FIN GlF GENERAL ELECTRIC CAPTL CRP GlF-GENERAL ELECTRIC CAPTL CRP GlF-JPMORGAN CHASE & CO Purchase Date Par Value Market Value Book Value 10/25/ / / /06/ / / , ,375, ,000, ,400, ,600, ,250, ,250, , ,386, ,022, , ,618, ,441, ,248, , ,381, ,017, ,440, ,616, ,441, ,249, Stated Rate YTM Days to 365 Malurity Subtotal and Average 8,150, ,443, ,422, Maturity Date 1, /15/ /15/ / /01/2013 1,567 02/ ,078 10/ J2Z JY "XXVn 3137EACW7 3137EADJ5 3135GOBAO 3135GOES8 3135GOJA2 3135GONG LMB 31331J2Z JY XXVTl 3137EACW7 3137EADJ5 3135GOBAO 3135GOES8 3135GOJA2 3135GONG LM8 GlF-FED FARM CREDIT BANK G/F FED FARM CREDIT BANK G1F-FEO HOME LOAN BANK GlF~FEO HOME LOAN MORTG CORP G1F-FED HOME LOAN MORTG CORP GlF-FED NATIONAL MTG ASSO GlF FED NATIONAL MTG ASSO GlF FED NATIONAL MTG ASSO GlF FED NATIONAL MTG ASSO 09 BONO RESERVE FUND - FHLB 12110/ / / / /30/ /30/ /07/ /2011 2,000, ,000, , ,000, ,500, ,'/50, ,050, ,500, ,500, ,750, ,014, ,009, , ,103, ,526, ,924, ,110, ,542, ,497, ,773, ,997, ,993, , ,105, ,519, ,917, ,114, ,531, ,499, ,768, /26/ /04/ /30/2013 1, /2016 1,730 07/ ,257 04/11/2016 1,475 11/15/2016 1,638 04/27/2017 1, / / Subtotal and Average 21,435, ,890, ,836, ,074 Treasury Securities 91282&.1T MR NF NPl 912B28NP1A PE PE4A PS PS3A RM BRXO TG &.1T MR Nf3 912B28NPl NP1A PE PE4A PS PS3A RM RXO 91282BTG5 G1F-US TREASURY NOTES G1F-US TREASURY NOTES GlF US TREASURY NOTES GlF-US TREASURY NOTES GlF-US TREASURY NOTES G1F-US TREASURY NOTES GlF-US TREASURY NOTES GIF-US TREASURY NOTES G/F-US TREASURY NOTES G1F-US TREASURY NOTES GlF-US TREASURY NOTES GlF US TREASURY NOTES 10/23/ / / / /07/2012 OB/13/ /24/ / / /24/ / / ,425, ,875, , ,025, ,500, ,975, ,000, ,750, , ,500, ,000, ,025, ,490, ,963, ,613, ,063, ,556, ,025, ,025, ,838,042,50 572, ,544, ,024, ,008, ,517, ,965, ,631, ,065, ,560,4n.27 2,025, ,026,161_59 1,836, , ,547, ,017, ,003, / / /31/2015 1,002 07/31/2015 1,002 07/31/2015 1, /2015 1, ,186 01/31/2016 1,166 01/31/2016 1, /2016 1,521 12/31/2016 1,733 07/31/2017 Run Daft!: :48 Portfolio PROD AC PM (PAF_PM2) SymRept b