NOTICE OF COMMISSION MEETING

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1 MADISON METROPOLITAN SEWERAGE DISTRICT 1610 Moorland Road Madison, WI Telephone (608) Fax (608) D. Michael Mucha, P.E. Chief Engineer & Director COMMISSIONERS Caryl E. Terrell President Thomas D. Hovel Vice-President Ezra J. Meyer Secretary John E. Hendrick Commissioner Topf Wells Commissioner NOTICE OF COMMISSION MEETING PLEASE TAKE NOTICE that there will be a public hearing and regular meeting of the Commission of the Madison Metropolitan Sewerage District at 8:00 a.m., on Thursday, September 26, 2013 in the Commission Room of the Operations Building at 1610 Moorland Road, Madison, Wisconsin The Commission will consider and may take action on the matters set forth on the attached Agenda. If any matter on the Agenda is to be considered in closed session of the Commission, please be advised that following the closed session the Commission will reconvene into open session for purposes of concluding its Agenda. Date: September 23, 2013 D. Michael Mucha, P.E. Chief Engineer and Director Any person who has a qualifying disability as defined by the Americans with Disabilities Act that requires the meeting or materials at the meeting to be in an accessible location or format must contact the Director at , 1610 Moorland Road, Madison, Wisconsin, at least twenty-four hours prior to the commencement of the meeting so that any necessary arrangements can be made to accommodate each request. 1. Opening (8:00 AM 8:05 AM) A. Call to Order B. Welcome guests and visitors C. Announcements 2. Appearances by the Public (8:05 AM 8:06 AM) 3. Consent Calendar (8:06 AM 8:10 AM) Approval of Commission Meeting Minutes from Convene Public Hearing on Territory in the Village of Cottage Grove(8:10 AM 8:30 AM) Sauser Click Here: Commission Agenda Report Click Here: Petition & Map for the Interstate Commerce Park Annexation Click Here: MMSD Map for the Interstate Commerce Park Annexation 5. Close Public Hearing (8:30 AM 8:31 AM) 6. Action on Annexation Request to Add Lands in the Village of Cottage Grove (8:31 AM 8:35 AM)

2 7. Review and Approval of Sewer Extension Plans (8:35 AM-8:50 AM) Sauser Click Here: Commission Agenda Report Evco Plastics Building Expansion, Village of DeForest 8. Public Hearing on 2014 Proposed Budget and Discussion (8:50 AM 9:20 AM) Click Here: Commission Agenda Report Click Here: Link to 2014 Proposed Budget: Mucha 9. Review and Approval of Construction Phase Engineering Services-PS18 Force Main Borelli (9:20 AM 9:30 AM) Click Here: Commission Agenda Report 10. Review of Bids and Award of Contract: Pumping Station 18 Force Main Borelli (9:40 AM -9:50 AM) Click Here: Commission Agenda Report Click Here: Bid Tabulation 11. Oral Reports and Updates (9:50 AM 10:05 AM) Staff A. Operations Report-Reusser Click Here: August Plant Performance Data Click Here: August Plant Flow Data B. Update on Toxicity Testing-Anderson C. CARPC Update D. Chief Engineer and Director Report-Mucha Meeting Schedule as of 9/23/ Future Agenda Topics (10:05 AM 10:07 AM) Commission 13. Other Business Allowed by Law (10:07 AM 10:09 AM) Commission 14. Adjournment (10:09 AM 10:10 AM) Commission

3 Meeting of the Commissioners of the Madison Metropolitan Sewerage District Thursday, September 12, :00 a.m. MMSD Commission Board Room, 1610 Moorland Road, Madison, WI Present: Commissioner Tom Hovel Commissioner Caryl Terrell Commissioner John Hendrick Commissioner Ezra Meyer (via conference call) Commissioner Topf Wells (via conference call) Commission Meeting Call to order: Commissioner Terrell called the meeting to order at 8:01 a.m. 1. Opening A. Welcome Guests 1. Mike Dailey, City of Madison B. Announcements None. 2. Appearances by the Public None. 3. Consent Calendar Discussion: The Commission Meeting Minutes of August 29, 2013, the Operating Fund Cash Statement as of September 5, 2013, and the Capital Projects Fund Cash Statement as of September 5, 2013 were reviewed and placed on file. The Operating Fund Account shows an available cash balance through General Account Check No in the amount of $9,829.20; subsequent receipts totaling $7,088,316.95; less disbursements of $7,088, with a resulting cash balance of $9, The Capital Projects Fund Cash Statement shows an available cash balance through Construction Account Check

4 No in the amount of $63,721.47; subsequent receipts totaling $1,308,464.11; less disbursements of $1,368, with a resulting cash balance of $3, Action: Commissioner Hovel moved, seconded by Commissioner Hendrick that the Commission approve the Consent Calendar. Motion carried unanimously. 4. Review & Approval of Sewer Extension Plans Presenter: Curt Sauser, Engineering Technician Description: The following sewer extension plans were reviewed and placed on file: USH 51 Expansion, Village of DeForest McAllen s Business Park, City of Madison Prairie Creek-Phase 2C, Windsor SD No. 1 Action: Commissioner Wells moved, seconded by Commissioner Hendrick that the following resolution be adopted: Attachment: R1 USH 51 Expansion, Village of DeForest Attachment: R2 McAllen s Business Park, City of Madison Attachment: R3 Prairie Creek-Phase 2C, Windsor SD No. 1 Motion carried unanimously. 5. Preliminary Budget Presentation Presenter: Michael Mucha, Chief Engineer & Director Description: 2014 Budget Presentation. Discussion: Mr. Mucha presented the 2014 Proposed Operating and Capital Budget. He highlighted trends, goals and priorities and also summarized major policy decisions to be made. The next step in the budget process is to conduct a public hearing at the next Commission meeting on September 26 th. Action: None.

5 6. Adoption of Resolution Authorizing the Issuance and Sale of up to $2,955,949 General Obligation Sewerage System Promissory Notes, Series 2013B and Providing for Other Details and Covenants with Respect Thereto for the CWF Loan for the Operations Building HVAC Rehabilitation Presenter: Jeff Brochtrup, Director of Administration Description: Approval of Clean Water Fund financing for the Pumping Station 18 project. Discussion: Mr. Brochtrup indicated that the purpose of this agenda item was to enter a contract for Clean Water Fund (CWF) loan financing for the construction of Pumping Station 18. CWF financing of this project was part of the 2013 capital projects budget and capital improvements plan and the Draft 2014 CIP approved for planning purposes in July The maximum amount of the loan would be $14,773,549. The loan interest rate will be 2.643%. Brochtrup indicated that CWF financing was our lowest cost source of debt financing. Action: Commissioner Hovel moved, seconded by Commissioner Wells that the Commission adopt the following resolution: Attachment: R4 Commissioner Terrell, Aye Commissioner Hovel, Aye Commissioner Meyer, Aye Commissioner Hendrick, Aye Commissioner Wells, Aye Nays: None. Motion carried unanimously. 7. Review of West Interceptor MH to MH Liner Project Presenter: Eric Hjellen, Project Engineer Description: Review of Project. Discussion: Mr. Hjellen presented to the Commission that the West Interceptor MH05-112A to MH Liner project is currently out for bid and there are 5 potential bidders. Bid opening is scheduled for Tuesday September 24th and the anticipated award date is October 10th. The project involves lining 2,088 feet of deteriorated pipe, rehabilitation of 7 manholes, and installation of a new manhole to access the pipe for lining. Traffic control and bypass pumping will also be significant aspects of this project. The pipe to be lined includes reinforced concrete pipe installed in 1957 and asbestos-cement pipe that was installed in Action: None.

6 8. ISI-Envision Evaluation of Pump Station 18 Force Main Presenter: Tim Stieve, Project Engineer Description: Informational presentation on the Envision rating system. Discussion: Mr. Stieve presented on Envision, a rating system which provides a holistic framework for evaluating and rating the community, environmental, and economic benefits of all types and sizes of infrastructure projects. Envision evaluates, grades, and gives recognition to infrastructure projects that use transformational, collaborative approaches to assess the sustainability indicators over the course of the project's life cycle. Recently, the Envision system was used to assess the Pumping Station 18 series of MMSD projects. The system provided insight into improvements that could potentially be made to future MMSD project designs. The system also recognized and reaffirmed the efforts that the District has already made towards sustainability in project design. Action: None. 9. MPower Presentation Presenter: Janelle Werner, Executive Coordinator and Amy Bublitz, Business Analyst Description: Informational presentation on the MPower Business Program at MMSD. Discussion: Janelle Werner and Amy Bublitz gave a presentation about the MPower program that MMSD is involved in for Information was provided about Sustain Dane, the local non-profit that manages the MPower program and why the program is beneficial to MMSD s sustainability initiatives. Also presented were the 6 projects that MMSD s MPower team is working on and the projects being planned for All commissioners were invited to attend the MPower Week activities that are scheduled for the week of September 23 through September 27. Action: None. 10. Oral Reports & Updates A. Capital Projects Update Presenter: Mike Simon, Assistant Chief Engineer and Director of Planning Report/Update: Mr. Simon provided an update on the status of the Eleventh Addition and the Northeast Interceptor FEI to SEI projects focusing on the current project costs and extent towards project completion. He briefly discussed other ongoing projects including Pumping Station 18 and its Force Main, the pending new Maintenance Facility design, the Process Control System Upgrade, Pumping Stations 11 & 12 Rehabs, the Engine Stack Extensions and Oxidation Catalysts, and the upcoming West Interceptor Extension/West Point Extension lining project. Action: None. B. CARPC Update

7 Presenter: Commission & Staff Report/Update: It was mentioned that CARPC was meeting the night of September 12 th and that the revised budget was being brought back for discussion. It was also noted that a work plan would be available for public comment in the near future. Action: None. C. Chief Engineer & Directors Report Presenter: Michael Mucha, Chief Engineer & Director Report/Update: Mr. Mucha mentioned an upcoming CARPC conference he is involved with called From Vision to Prosperity and he also mentioned that the District would be having a ribbon cutting ceremony in the spring of 2014 for the 11 th Addition. Action: None. 11. Future Agendas Action: None. 12. Other Business Allowed by Law Action: None. 13. Adjournment Action: Commissioner Wells moved, seconded by Commissioner Hendrick that the Commission meeting be adjourned. Motion carried unanimously. Regular Meeting of the Commissioners September 12, 2013 Ezra J. Meyer, Secretary Future Meetings: Thursday, September 26, :00 a.m. Regular Commission Meeting & Public Hearing Thursday, October 10, :00 a.m. Regular Commission Meeting Thursday, October 24, :00 a.m. Regular Commission Meeting & Study Session

8 Attachment: R1 RESOLUTION NO: 1 WHEREAS, plans for sanitary sewer extensions were submitted to the Madison Metropolitan Sewerage District (MMSD) for USH 51 Expansion, Village of DeForest, on August 22, 2013 by Craig Mathews, Vierbicher Associates, and WHEREAS, the sewers are being installed in a public right-of-way at this time to coordinate with the reconstruction of USH 51 and construction of North Towne Road, and WHEREAS, the project consists of installing 992 feet of 8-inch sanitary sewer in North Towne Road and future Christopher Street, and WHEREAS, the sewer extension will not connect to the public sanitary sewer system at this time. The extension will ultimately connect to the Village of DeForest s sewerage facilities and Madison Metropolitan Sewerage District s Northeast Interceptor/Waunakee-DeForest Extension, and WHEREAS, interceptor and treatment plant connection charges have not been paid for the lands that the current sewer extension will serve in the future, and WHEREAS, plan review fees are due, and WHEREAS, the District has received a sewer extension review letter # from the Capital Area Regional Planning Commission (CARPC) dated August 30, 2013 stating the CARPC staff has reviewed the proposed extension and determined that it is consistent with the urban service area provisions of the Dane County Water Quality Plan and the Dane County Land Use and Transportation Plan, and noted it is only partially within the MMSD service area, and WHEREAS, the Chief Engineer and Director of the Madison Metropolitan Sewerage District has recommended the approval of said plans, THEREFORE, BE IT RESOLVED, that the plans for sanitary sewer extensions for USH 51 Expansion, Village of DeForest, submitted on August 22, 2013, by Craig Mathews, Vierbicher Associates be approved subject to the following conditions: 1. That the Village of DeForest shall pay the plan review fee of $1, to the MMSD within 30 days of receiving an invoice for the fee. 2. That no lands are to be served by the sanitary sewer extension at this time. The Village of DeForest is responsible for notifying MMSD of future sewer extensions and connections related to this project. The Village of DeForest is also responsible for payments of MMSD interceptor and treatment plant connection charges. All MMSD sewer connection charges are due prior to connection to the public sewerage system.

9 3. That interceptor and treatment plant connection charge rates are adjusted at the beginning of each calendar year and said connection charges will be due based on the rate for the year in which the payment is made. 4. That if said interceptor and treatment plant connection charges for the lands to be served remain unpaid after connection of the said sewer extensions to sewers within the MMSD s system, appropriate interest on the unpaid balance shall be charged to the Village of DeForest by the MMSD. 5. That the Village of DeForest shall require the presence of an engineer or an inspector on the construction of said sewer extensions who shall make a record showing in detail the construction as built and shall furnish the MMSD with as-built plans in the case of any significant deviations from the original design. 6. That the construction, operation, maintenance and use of said sewer and water main extensions shall be in accordance with the lawful rules and regulations of the MMSD and with the applicable State of Wisconsin plumbing and sewerage codes. 7. That if construction of the sewer extensions covered by said plans has not commenced within four years following the approval date of this resolution, this approval shall become void and new plans shall be submitted. If construction has commenced but has not been completed within the four-year approval period, the unbuilt portion must be submitted for reapproval if it is a significant portion of the project and would require DNR approval. The above resolution was adopted by the Commissioners of the Madison Metropolitan Sewerage District at their meeting held in the District office on September 12, 2013.

10 Attachment: R2 RESOLUTION NO: 2 WHEREAS, plans for sanitary sewer extension were submitted to the Madison Metropolitan Sewerage District (MMSD) for the McAllen Business Park, City of Madison, on September 5, 2013 by Corey Stelljes, City Engineering Division, and WHEREAS, the project consists of installing 1,807 feet of 8-inch PVC sanitary sewer on McAllen s Way, Kerry Lane and within a sanitary sewer easement to serve the commercial development, and WHEREAS, MMSD had previously approved similar plans for this to serve this area on September 15, 2008, to serve the McAllen 120 Business Park plat, which were partially installed before the four-year MMSD and DNR approval had expired, and WHEREAS, the immediate service area shown on the current plans did not change from the similar plans approved on September 15, 2008, as MMSD Plan No , and WHEREAS the sewer extension shall connect to the City of Madison s sewerage facilities and MMSD s Southeast Interceptor/Blooming Grove Extension, and WHEREAS, the lands to be served are Lots 3-6 and Outlot 2 of the McAllen 120 Business Park Plat, and WHEREAS, interceptor and treatment plant connection charges for the lands to be served have been paid, and WHEREAS, a variance is being requested from the DNR by the City of Madison for a pipe run in Kerry Lane which is greater than 400 feet, and WHEREAS, the Madison Sewer Utility has the capability to clean sewer runs up to 700 feet in length and believes their maintenance program can satisfactorily accommodate the sewer main at the length proposed, and WHEREAS, plan review fees are due, and WHEREAS, MMSD has received a sewer extension review letter # from the Capital Area Regional Planning Commission dated September 12, 2008 stating the Regional Planning Commission staff has determined that the sewer extension plans are consistent with the urban service area provisions of the Dane County Water Quality Plan and Dane County Land Use and Transportation guide, and WHEREAS, the Chief Engineer and Director of MMSD has recommended the approval of said plans,

11 THEREFORE, BE IT RESOLVED, that the plans for sanitary sewer extensions for McAllen Business Park, City of Madison, submitted on September 5, 2013, by Corey Stelljes, City Engineering Division, be approved subject to the following conditions: 1. That City of Madison shall pay the plan review fee of $1, to the MMSD within 30 days of receiving an invoice for the fee. 2. That the City of Madison shall require the presence of an engineer or an inspector on the construction of said sewer extensions, who shall make a record showing in detail the construction as built, and shall furnish MMSD with as-built plans in the case of any significant deviations from the original design. 3. That the construction, operation, maintenance and use of said sewer extensions shall be in accordance with the lawful rules and regulations of MMSD and with the applicable State of Wisconsin plumbing and sewerage codes. 4. That if construction of the sewer extensions covered by said plans has not commenced within four years following the approval date of this resolution, this approval shall become void and new plans shall be submitted. If construction has commenced but has not been completed within the four-year approval period, the unbuilt portion must be submitted for reapproval if it is a significant portion of the project and would require DNR reapproval. The above resolution was adopted by the Commissioners of the Madison Metropolitan Sewerage District at their meeting held in the District office on September 12, 2013.

12 Attachment: R3 RESOLUTION NO: 3 WHEREAS, plans for sanitary sewer extensions were submitted to the Madison Metropolitan Sewerage District (MMSD) for Prairie Creek Phase 2C, Windsor Sanitary District No. 1 (WSD1) on September 5, 2013, by Timothy Schleeper, Vierbicher Associates, and WHEREAS, the project proposes to install 230 feet of 8-inch sanitary sewer in Snowy Ridge Trail to serve lots 1-3 and of the Prairie Creek Subdivision plat, and WHEREAS, the proposed extension will connect to WSD1 s facilities and MMSD s Northeast Interceptor/Highway 19 Extension, and WHEREAS, plan review fees are due, and WHEREAS, the interceptor and treatment plant connection charges for the lands to be served have not been paid, and WHEREAS, the MMSD has received a sewer extension review letter # from Capital Area Regional Planning Commission (CARPC) dated September 11, 2013 stating the CARPC staff has reviewed the proposed extension and determined that it is consistent with the urban service area provisions of the Dane County Water Quality Plan and the Dane County Land Use and Transportation Plan, and WHEREAS, the Chief Engineer and Director of the MMSD recommended the approval of said plans, THEREFORE, BE IT RESOLVED, that the plans for sanitary sewer extensions for Prairie Creek Phase 2C, WSD1, submitted on September 5, 2013, by Timothy Schleeper, Vierbicher Associates, be approved subject to the following conditions: 1. That WSD1 shall pay the plan review fee of $1, to the MMSD within 30 days of receiving an invoice for the fee. 2. That prior to installation of the proposed sanitary sewer extension and connection to the public sewerage system, the WSD1 shall have paid to the MMSD the sum of $6, for payment of $4, in Northeast Interceptor/Highway 19 Extension connection charges and $1, in treatment plant connection charges for the lands to be served, said lands being lots 1-3 and of the Prairie Creek Subdivision plat. Said lands are located in the SW1/4 of Section 29, T9N, R10E, south of Windsor Road, west of USH 51 in the Town of Windsor. 3. That interceptor and treatment plant connection charge rates are adjusted at the beginning of each calendar year and said connection charges will be due based on the rate for the year in which the payment is made.

13 4. That, if said interceptor and treatment plant connection charges for the lands to be served remain unpaid after connection of the said sewer extensions to sewers within MMSD s system, appropriate interest on the unpaid balance shall be charged to the WSD1 by the MMSD. 5. That the WSD1 shall require the presence of an engineer or an inspector on the construction of said sewer extensions who shall make a record showing in detail the construction as built and shall furnish the MMSD with as-built plans in the case of any significant deviations from the original design. 6. That the construction, operation, maintenance and use of said sewer extensions shall be in accordance with the lawful rules and regulations of the MMSD and with the applicable State of Wisconsin plumbing and sewerage codes. 7. That if construction of the sewer extensions covered by said plans has not commenced within four years following the approval date of this resolution, this approval shall become void and new plans shall be submitted. If construction has commenced but has not been completed within the four-year approval period, the unbuilt portion must be submitted for reapproval if it is a significant portion of the project and would require DNR approval. The above resolution was adopted by the Commissioners of the Madison Metropolitan Sewerage District at their meeting held in the District office on September 12, 2013

14 Attachment: R4 RESOLUTION NO: 4 RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF UP TO $14,773,549 GENERAL OBLIGATION SEWERAGE SYSTEM PROMISSORY NOTES, SERIES 2013B AND PROVIDING FOR OTHER DETAILS AND COVENANTS WITH RESPECT THERETO WHEREAS, the Madison Metropolitan Sewerage District, Dane County, Wisconsin (the "Municipality") owns and operates a sewerage system (the "System") which is operated for a public purpose as a public utility by the Municipality; and WHEREAS, certain improvements to the System are necessary to meet the needs of the Municipality and the residents thereof, consisting of the construction of a project (the "Project") assigned Clean Water Fund Program Project No by the State of Wisconsin Department of Natural Resources (the "Department of Natural Resources"), and as defined in the Department of Natural Resources approval letters for the Plans and Specifications of the Project, or portions thereof, issued under Section of the Wisconsin Statutes, and assigned No. S dated May 28, 2013; and WHEREAS, under the provisions of Chapter 67.12(12) of the Wisconsin Statutes, any Municipality (as defined in Section 67.01(5) of the Statutes) may, by action of its governing body, provide for the acquisition, planning, design, construction, development, extension, enlargement, renovation, rebuilding, repair or improvement of land, water, properties, buildings, equipment or facilities from the proceeds of promissory notes which are general obligations of the Municipality; and WHEREAS, the Municipality deems it to be necessary, desirable and in its best interest to authorize and sell general obligation sewerage system promissory notes of the Municipality pursuant to the provisions of Section 67.12(12) of the Wisconsin Statutes, to pay the cost of the Project; and WHEREAS, other than "preliminary expenditures" as defined in Treas. Reg. 26 CFR in an amount not exceeding 20% of the principal amount of the notes authorized to be issued by this resolution, or other than a "de minimis" amount as defined in Treas. Reg. 26 CFR in an amount not exceeding the lesser of $100,000 or 5% of the principal amount of the notes authorized to be issued by this resolution, all of the proceeds loaned to the Municipality will be used for Project costs paid by the Municipality subsequent to (i) the date which is 60 days prior to the date on which the Municipality adopted a "declaration of intent" pursuant to Treas. Reg. 26 CFR stating its intent to reimburse other funds of the Municipality previously used to finance the Project, or (ii) the date on which the notes authorized herein are issued; and WHEREAS, the Municipality currently has general obligation debt outstanding in the aggregate principal amount of $112,082, as follows:

15 Bond Issue Date of Issue Original Principal Amount Principal Amount Outstanding 1994 Sewerage System Improvement Bonds 11/22/94 $ 1,200, $ 83, Sewerage System Improvement Bonds 10/11/95 2,753, , Sewerage System Improvement Bonds 02/28/96 15,974, ,130, Sewerage System Improvement Bonds 06/11/97 4,992, ,224, Sewerage System Improvement Bonds 11/22/00 1,886, , Sewerage System Improvement Bonds 05/09/01 2,190, , A Sewerage System Promissory Notes 07/23/03 7,674, ,552, B Sewerage System Promissory Notes 08/27/03 35,427, ,046, A Sewerage System Promissory Notes 10/12/05 332, , A Sewerage System Promissory Notes 09/13/06 1,892, ,216, A Sewerage System Promissory Notes 12/12/07 2,826, ,052, A Sewerage System Promissory Notes 11/12/08 9,143, ,238, A Sewerage System Promissory Notes 05/26/10 8,964, ,807, A Sewerage System Promissory Notes 02/22/12 50,362, ,362,380.00** 2012B Sewerage System Promissory Notes 05/23/12 2,955, ,857,427.60*** 2013A Sewerage System Promissory Notes 05/08/13 8,191, ,191,338.00**** Total $156,768, $112,082, ** As of September 1, 2013 $$41,750, has been drawn against the authorized amount. *** As of September 1, 2013 $2,780, has been drawn against the authorized amount and $98, of principal has been repaid. **** As of September 1, 2013 $4,883, has been drawn against the authorized amount. NOW, THEREFORE, be it resolved by the Governing Body of the Municipality that: Section 1. Definitions. The following terms shall have the following meanings in this Resolution unless the text expressly or by implication requires otherwise: (a) "Act" means Chapter 67 of the Wisconsin Statutes; (b) "Closing Date" means the date of closing on the Clean Water Fund Program loan when the Notes are delivered to the State pursuant to the Financial Assistance Agreement; (c) "Debt Service Fund" means the Debt Service Fund of the Municipality, created by this resolution, pursuant to Section of the Act; (d) "Financial Assistance Agreement" means the Financial Assistance Agreement by and between the Municipality and the State of Wisconsin by the Department of Natural Resources and the Department of Administration pursuant to which the Notes are to be issued and sold to the State, dated as of the Closing Date, substantially in the form attached hereto and incorporated herein by reference; (e) "Fiscal Year" means the twelve-month period ending on each December 31; (f) "Governing Body" means the Madison Metropolitan Sewerage District Commission, or such other body as may hereafter be the chief legislative body of the Municipality; (g) "Municipal Treasurer" means the Treasurer of the Municipality, who shall act as Note Registrar and Paying Agent;

16 (h) "Municipality" means Madison Metropolitan Sewerage District; (i) "Notes" mean the $14,773,549 General Obligation Sewerage System Promissory Notes, Series 2013B of the Municipality dated as of the Closing Date, authorized to be issued by this Resolution; (j) the Notes; "Note Registrar" means the Municipal Treasurer who shall act as Paying Agent for (k) "Note Year" means the twelve-month period ending on each May 1; (l) "Project" means the Project described in the preamble to this Resolution. All elements of the Project are to be owned and operated by the Municipality as part of the System as described in the Financial Assistance Agreement; (m) "Record Date" means the close of business on the fifteenth day of the calendar month next preceding any principal or interest payment date; and (n) "System" means the entire sewerage system of the Municipality, specifically including that portion of the Project owned by the Municipality and including all property of every nature now or hereafter owned by the Municipality for the collection, transmission, treatment and disposal of domestic and industrial sewerage and waste, including all improvements and extensions thereto made by the Municipality while any of the Notes remain outstanding, including all real and personal property of every nature comprising part of or used or useful in connection with such sewerage system and including all appurtenances, contracts, leases, franchises, and other intangibles. Section 2. Authorization of the Notes and the Financial Assistance Agreement. For the purpose of paying the cost of the Project (including legal, fiscal, engineering and other expenses), there shall be borrowed on the full faith and credit of the Municipality up to the sum of $14,773,549; and fully registered general obligation sewerage system promissory notes of the Municipality are authorized to be issued in evidence thereof and sold to the State of Wisconsin Clean Water Fund Program in accordance with the terms and conditions of the Financial Assistance Agreement, which is incorporated herein by this reference; and the President (or in his/her absence, the Vice President) and the Secretary (or in his/her absence, the Vice President) of the Municipality are hereby authorized, by and on behalf of the Municipality, to execute the Financial Assistance Agreement. Section 3. Terms of the Notes. The Notes shall be designated "General Obligation Sewerage System Promissory Notes, Series 2013B" (the "Notes"); shall be dated as of the Closing Date; shall be numbered one and upward; shall bear interest at 2.643% per annum, calculated on the basis of a 360-day year made up of twelve 30-day months; shall be issued in denominations of $0.01 or any integral multiple thereof; and shall mature on the dates and in the amounts as set forth in Exhibit B of the Financial Assistance Agreement as it is from time to time adjusted by the State based upon actual draws made by the Municipality. Interest on the Notes shall be payable semiannually on May 1 and November 1 of each year, commencing on May 1, The Notes shall not be subject to redemption prior to maturity except as provided in the Financial Assistance Agreement.

17 Section 4. Form, Execution, Registration and Payment of the Notes. The Notes shall be issued as registered obligations in substantially the form attached hereto as Exhibit A and incorporated herein by this reference. The Notes shall be executed in the name of the Municipality by the manual signatures of the President (or in his/her absence, the Vice President) and the Secretary (or in his/her absence, the Vice President, as Acting Secretary), and shall be sealed with its official or corporate seal, if any. The principal of, premium, if any, and interest on the Notes shall be paid by the Municipal Treasurer, who is hereby appointed as the Municipality's registrar (the "Note Registrar"). Both the principal of and interest on the Notes shall be payable in lawful money of the United States of America by the Note Registrar. Payment of principal of the final maturity on the Note will be payable upon presentation and surrender of the Note to the Note Registrar. Payment of principal on the Note (except the final maturity) and each installment of interest shall be made to the registered owner of each Note who shall appear on the registration books of the Municipality, maintained by the Note Registrar, on the Record Date and shall be paid by electronic transfer or by check or draft of the Municipality and mailed to such registered owner at his or its address as appears on such registration books or at such other address as may be furnished in writing by such registered owner to the Note Registrar. Section 5. Note Proceeds. The sale proceeds of the Notes (exclusive of accrued interest and any premium received) shall, forthwith upon receipt, be placed in and kept by the Treasurer as a separate account of the Municipal Capital Projects Fund to be known as the "General Obligation Sewerage System Promissory Notes, Series 2013B, Borrowed Money Account" (hereinafter referred to as the "Borrowed Money Fund", which shall be the borrowed money fund as such term is defined in the Act). Monies in the "Borrowed Money Fund" shall be used solely for the purposes for which borrowed or for transfer to the Debt Service Fund as provided by law. Section 6. Tax Levy. (a) For the express purpose of paying the interest on the Notes as it falls due and also to pay and discharge the principal thereof at maturity, there is hereby levied upon all of the taxable property in the Municipality, in addition to all other taxes, a non-repealable, direct, annual tax in an amount sufficient for that purpose. This tax shall be for collection in the years 2014 through 2033, inclusive, and shall be in such amounts as are necessary to provide for the payment of the principal and interest on the Notes when due. This tax, based on an interest rate of 2.643%, shall be in the maximum amounts as set forth in Exhibit B to the Financial Assistance Agreement, or such lesser amounts as it is from time-to-time adjusted by the State based upon actual draws made by the Municipality. Said Exhibit B is attached hereto as Exhibit B. The actual tax carried onto the tax rolls each year shall equal the amount necessary to repay the actual principal amount drawn under the Notes, and any interest thereon, when due. The amount of tax carried into the tax roll may be reduced in any year by the amount of revenues of the Municipality's wastewater sewer service charge system which are appropriated and irrevocably deposited in the Debt Service Fund for the Notes.

18 (b) The Municipality shall be and continue without power to repeal such levy or obstruct the collection of said tax until all such payments have been made or provided for. After the issuance of the Notes, said tax shall be, from year to year, carried into the tax rolls of the Municipality and collected as other taxes are collected, provided that the amount of tax carried into said tax rolls may be reduced in any year by the amount of any surplus money in the Debt Service Fund created in Section 7 hereof. (c) If at any time there shall be on hand insufficient funds from the aforesaid tax levy to meet principal and/or interest payments on said Notes when due, the requisite amounts shall be paid from other funds of the Municipality then available, which sums shall be replaced upon the collection of the taxes herein levied. Section 7. Debt Service Fund. The proceeds of the taxes levied pursuant to Section 6 above, when collected by the Municipal Treasurer, shall be placed and kept by the Municipal Treasurer as a separate fund irrevocably pledged for paying the principal of and interest on the Notes so long as any such Notes shall remain outstanding, to be known as the General Obligation Sewerage System Promissory Notes, Series 2013B, Debt Service Fund (hereinafter referred to as "Debt Service Fund"). The accrued interest and any premium received at the time of delivery of the Notes shall be paid over to the Debt Service Fund. Interest on or principal of the Notes falling due at any time when there shall be on hand in the Debt Service Fund insufficient funds for the payment of such principal and interest shall be paid promptly when due from other funds of the Municipality. Section 8. Deposits and Investments. The Debt Service Fund shall be kept apart from monies in the other funds and accounts of the Municipality and the same shall be used for no purpose other than the prompt payment of principal of and interest on the Notes as the same becomes due and payable. All monies therein shall be deposited in special and segregated accounts in a public depository selected under Chapter 34 of the Wisconsin Statutes and may be temporarily invested until needed in legal investments subject to the provisions of Section and 67.10(3) of the Wisconsin Statutes. All income derived from such investments shall be regarded as revenues of the Municipality. No such investment shall be in such a manner as would cause the Notes to be "arbitrage bonds" within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended, or the Regulations of the Commissioner of Internal Revenue thereunder. An officer of the Municipality shall, on the basis of the facts, estimates and circumstances in existence on the date of closing, make such certifications as are necessary to permit the conclusion that the Notes are not "arbitrage bonds" under Section 148 of the Internal Revenue Code of 1986, as amended, or the Regulations of the Commissioner of Internal Revenue thereunder. Section 9. Operation of System; Municipality Covenants. It is covenanted and agreed by the Municipality with the owner or owners of the Notes, and each of them, that the Municipality will perform all of the obligations as set forth in the Financial Assistance Agreement. Section 10. Sale of Notes. The sale of Notes to the State of Wisconsin Clean Water Fund Program for the purchase price of up to $14,773,549, at par, is ratified and confirmed; and the

19 officers of the Municipality are authorized and directed to do any and all acts, including executing the Financial Assistance Agreement and the Notes as hereinabove provided, necessary to conclude delivery of the Notes to said purchaser, as soon after adoption of this Resolution as is convenient. The purchase price for the Notes shall be paid upon requisition therefor as provided in the Financial Assistance Agreement. Section 11. Application of Note Proceeds. The proceeds of the sale of the Notes shall be deposited by the Municipality into the "Borrowed Money Fund". The Borrowed Money Fund shall be used solely for the purpose of paying the costs of the Project (including capitalized interest, if any, on the Notes) as more fully described in the preamble hereof and in the Financial Assistance Agreement. Moneys in the Borrowed Money Fund shall be disbursed within three (3) business days of their receipt from the State of Wisconsin and shall not be invested in any interest-bearing account. Section 12. Amendment to Resolution. After the issuance of any of the Notes, no change or alteration of any kind in the provisions of this Resolution may be made until all of the Notes have been paid in full as to both principal and interest, or discharged as herein provided, except: (a) the Municipality may, from to time, amend this Resolution without the consent of any of the owners of the Notes, but only to cure any ambiguity, administrative conflict, formal defect, or omission or procedural inconsistency of this Resolution; and (b) this Resolution may be amended, in any respect, with a written consent of the owners of not less than two-thirds (2/3) of the principal amount of the Notes then outstanding, exclusive of Notes held by the Municipality; provided, however, that no amendment shall permit any change in the pledge of tax revenues of the Municipality or the maturity of any Note issued hereunder, or a reduction in the rate of interest on any Note, or in the amount of the principal obligation thereof, or in the amount of the redemption premium payable in the case of redemption thereof, or change the terms upon which the Notes may be redeemed or make any other modification in the terms of the payment of such principal or interest without the written consent of the owner of each such Note to which the change is applicable. Section 13. Defeasance. When all Notes have been discharged, all pledges, covenants and other rights granted to the owners thereof by this Resolution shall cease. The Municipality may discharge all Notes due on any date by irrevocably depositing in escrow with a suitable bank or trust company a sum of cash and/or bonds or securities issued or guaranteed as to principal and interest by the U.S. Government, or by a commission, board or other instrumentality of the U.S. Government, maturing on the dates and bearing interest at the rates required to provide funds sufficient to pay when due the interest to accrue on each of said Notes to its maturity or, at the Municipality's option, if said Note is prepayable to any prior date upon which it may be called for redemption, and to pay and redeem the principal amount of each such Note at maturity, or at the Municipality's option, if said Note is prepayable, at its earliest redemption date, with the premium required for such redemption, if any, provided that notice of the redemption of all prepayable Notes on such date has been duly given or provided for. Section 14. Rebate Fund. Unless the Notes are exempt from the rebate requirements of the Internal Revenue Code of 1986, as amended, the Municipality shall establish and maintain a separate account for the Notes to be known as the Rebate Fund. The sole purpose of the Rebate Fund is to provide for the payment of any rebate liability with respect to the Notes under

20 the relevant provisions of the Internal Revenue Code of 1986, as amended (the Code ), and the Treasury Regulations promulgated thereunder (the Regulations ). The Rebate Fund shall be maintained by the Municipality until all required rebate payments with respect to the Notes have been made in accordance with the relevant provisions of the Code and the Regulations. The Municipality hereby covenants and agrees that it shall pay to the United States from the Rebate Fund, at the times and in the amounts and manner required by the Code and the Regulations, the portion of the rebate amount (as defined in Section (b) of the Regulations) that is due as of each computation date (within the meaning of Section (e) of the Regulations). As of the date of this Resolution, the provisions of the Regulations specifying the required amounts of rebate installment payments and the time and manner of such payments are contained in Sections (f) and (g) of the Regulations, respectively. Amounts held in the Rebate Fund and the investment income therefrom are not pledged as security for the Notes and may only be used for the payment of any rebate liability with respect to the Notes. The Municipality may engage the services of accountants, attorneys or other consultants necessary to assist it in determining the rebate payments, if any, owed to the Unites States with respect to the Notes. The Municipality shall maintain or cause to be maintained records of determinations of rebate liability with respect to the Notes for each computation date until six (6) years after the retirement of the last of the Notes. The Municipality shall make such records available to the State of Wisconsin upon reasonable request therefor. Section 15. Continuing Disclosure. The officers of the Municipality are hereby authorized and directed, if requested by the State, to provide to the State of Wisconsin Clean Water Fund Program (the CWFP ) and to such other persons or entities as directed by the CWFP such ongoing disclosure regarding the Municipality's financial condition and other matters, at such times and in such manner as the CWFP may require, in order that securities issued by the Municipality and the CWFP satisfy rules and regulations promulgated by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended or may be amended from time to time imposed on brokers and dealers of municipal securities before the brokers and dealers may buy, sell, or recommend the purchase of such securities. Section 16. Resolution a Contract. The provisions of this Resolution shall constitute a contract between the Municipality and the owner or owners of the Notes, and after issuance of any of the Notes no change or alteration of any kind in the provisions of this Resolution may be made, except as provided in Section 12, until all of the Notes have been paid in full as to both principal and interest. The owner or owners of any of the Notes shall have the right in addition to all other rights, by mandamus or other suit or action in any court of competent jurisdiction, to enforce such owner's or owners' rights against the Municipality, the Governing Body thereof, and any and all officers and agents thereof including, but without limitation, the right to require the Municipality, its Governing Body and any other authorized body, to take any and all actions necessary to carry out all of the provisions and agreements contained in this Resolution. Section 17. Requirements of Municipality. The officers of the Municipality, staff of the Municipality, attorneys for the Municipality, financial consultants of the Municipality, or other agents or employees of the Municipality are hereby authorized to do all acts and things required of

21 them by this Resolution for the full, punctual and complete performance of all of the provisions of this Resolution. Section 18. Illegal or Invalid Provisions. In case any one or more of the provisions of this Resolution or any of the Notes shall for any reason be held to be illegal or invalid, such illegality or invalidity shall not affect any other provision of this Resolution or of the Notes. Section 19. Conflicting Resolutions. All ordinances, resolutions, or orders, or parts thereof heretofore enacted, adopted or entered, in conflict with the provisions of this Resolution, are hereby repealed, and this Resolution shall be in effect from and after its passage. Passed: September 12, 2013 Approved: September 12, 2013 Attest: Ezra J. Meyer, Secretary Caryl E. Terrell, President

22 EXHIBIT A (Form of Note) REGISTERED UNITED STATES OF AMERICA REGISTERED NO. R-1 STATE OF WISCONSIN $14,773,549 COUNTY OF DANE MADISON METROPOLITAN SEWERAGE DISTRICT GENERAL OBLIGATION SEWERAGE SYSTEM PROMISSORY NOTE, SERIES 2013B Final Maturity Date Date of Original Issue May 1, 2033 September 25, 2013 REGISTERED OWNER: STATE OF WISCONSIN CLEAN WATER FUND PROGRAM KNOW ALL MEN BY THESE PRESENTS that the Madison Metropolitan Sewerage District, Dane County, Wisconsin, (the "Municipality") hereby acknowledges itself to owe and for value received promises to pay to the registered owner shown above, or registered assigns, solely from the fund hereinafter specified, the principal sum of an amount not to exceed FOURTEEN MILLION SEVEN HUNDRED SEVENTY-THREE THOUSAND FIVE HUNDRED FORTY- NINE DOLLARS ($14,773,549) (but only so much as shall have been drawn hereunder, as provided below) on May 1 of each year commencing May 1, 2015 until the final maturity date written above, together with interest thereon (but only on amounts as shall have been drawn hereunder, as provided below) from the dates the amounts are drawn hereunder or the most recent payment date to which interest has been paid, at the rate of 2.643% per annum, calculated on the basis of a 360-day year made up of twelve 30-day months, such interest being payable on the first days of May and November of each year, with the first interest being payable on May 1, The principal amount evidenced by this Note may be drawn upon by the Municipality in accordance with the Financial Assistance Agreement entered by and between the Municipality and the State of Wisconsin by the Department of Natural Resources and the Department of Administration including capitalized interest transferred (if any). The principal amounts so drawn shall be repaid in installments on May 1 of each year commencing on May 1, 2015 in an amount equal to an amount which when amortized over the remaining term of this Note plus current payments of interest (but only on amounts drawn hereunder) at Two and Six Hundred Forty-Three Thousandths percent (2.643%) per annum shall result in equal annual payments of the total of principal and the semiannual payments of interest. The State of Wisconsin Department of Administration shall record such draws and corresponding principal repayment schedule on a cumulative basis in the format shown on the attached Exhibit A. Both principal and interest hereon are hereby made payable to the registered owner in lawful money of the United States of America. On the final maturity date, principal of this Note shall be payable only upon presentation and surrender of this Note at the office of the Municipal Treasurer. Principal hereof (except the final maturity) and interest hereon shall be payable by

23 electronic transfer or by check or draft dated on or before the applicable payment date and mailed from the office of the Municipal Treasurer to the person in whose name this Note is registered at the close of business on the fifteenth day of the calendar month next preceding such interest payment date. The Notes shall not be redeemable prior to their maturity, except with the consent of the registered owner. This Note is transferable only upon the books of the Municipality kept for that purpose at the office of the Municipal Treasurer, by the registered owner in person or its duly authorized attorney, upon surrender of this Note, together with a written instrument of transfer (which may be endorsed hereon) satisfactory to the Municipal Treasurer, duly executed by the registered owner or its duly authorized attorney. Thereupon a replacement Note shall be issued to the transferee in exchange therefor. The Municipality may deem and treat the person in whose name this Note is registered as the absolute owner hereof for the purpose of receiving payment of or on account of the principal or interest hereof and for all other purposes. This Note is issuable solely as a negotiable, fully-registered note, without coupons, and in denominations of $0.01 or any integral multiple thereof. This Note is issued for the purpose of providing for the payment of the cost of constructing improvements to the Sewerage System of the Municipality, pursuant to Article XI, Section 3 of the Wisconsin Constitution, Chapter 67, Wisconsin Statutes, and a resolution adopted on September 12, 2013, and entitled: "RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF UP TO $14,773,549 GENERAL OBLIGATION SEWERAGE SYSTEM PROMISSORY NOTES, SERIES 2013B AND PROVIDING FOR OTHER DETAILS AND COVENANTS WITH RESPECT THERETO." The principal of and interest on this Note is payable in lawful money of the United States of America as aforesaid, and for the prompt payment of the principal and interest on this Note, and for the levy of taxes sufficient for that purpose, the full faith, credit and resources of the Municipality are hereby irrevocably pledged. It is hereby certified, recited and declared that all acts, conditions and things required to exist, happen and be performed precedent to and in the issuance of this Note have existed, have happened, and have been performed in due time, form and manner as required by law; that the indebtedness of the Municipality, including this Note and the issue of which it is a part, does not exceed any limitation, general or special, imposed by law; and that a valid, direct, annual irrepealable tax has been levied by the Municipality sufficient to pay the interest on this Note when it falls due and also to pay and discharge the principal hereof at maturity.

24 IN WITNESS WHEREOF, the Municipality has caused this Note to be signed by the signatures of its President (or in his/her absence, the Vice President) and Secretary (or in his/her absence, the Vice President, as Acting Secretary), and its corporate seal (or a true facsimile thereof) to be impressed (or imprinted) hereon, all as of the date of original issue specified above. MADISON METROPOLITAN SEWERAGE DISTRICT DANE COUNTY, WISCONSIN (SEAL) By: FORM OF NOTE Caryl E. Terrell, President By: FORM OF NOTE Ezra J. Meyer, Secretary

25 (Form of Assignment) FOR VALUE RECEIVED the undersigned hereby sells, assigns and transfers unto. (Please print or typewrite name and address, including zip code, of Assignee) Please insert Social Security or other identifying number of Assignee the within Note, and all rights thereunder, hereby irrevocably constituting and appointing Attorney to transfer said Note on the books kept for the registration thereof with full power of substitution in the premises. Dated: NOTICE: The signature to this assignment must correspond with the name as it appears upon the face of the within Note in every particular, without alteration or enlargement or any change whatever. Signature(s) guaranteed by:

26 EXHIBIT A TO NOTE $14,773,549 MADISON METROPOLITAN SEWERAGE DISTRICT DANE COUNTY, WISCONSIN GENERAL OBLIGATION SEWERAGE SYSTEM PROMISSORY NOTES, SERIES 2013B Amount of Date of Series of Principal Principal Disbursement Disbursement Bonds Repaid Balance $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $

27 EXHIBIT A TO NOTE (continued) PRINCIPAL REPAYMENT SCHEDULE Date Principal Amount May 1, 2015 $608, May 1, , May 1, , May 1, , May 1, , May 1, , May 1, , May 1, , May 1, , May 1, , May 1, , May 1, , May 1, , May 1, , May 1, , May 1, , May1, , May 1, , May 1, ,354.74

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29 MADISON METROPOLITAN SEWERAGE DISTRICT 1610 Moorland Road Madison, WI Telephone (608) Fax (608) D. Michael Mucha, P.E. Chief Engineer & Director COMMISSIONERS Caryl E. Terrell President Thomas D. Hovel Vice-President Ezra J. Meyer Secretary John E. Hendrick Commissioner Topf Wells Commissioner Lead Staff: Curt Sauser Commission Agenda Report Meeting of September 26, 2013 MMSD Boundary Annexation Requested Action: Request that commissioners convene a public hearing to hear testimony regarding the annexation of one parcel situated in the Village of Cottage Grove. The annexation was advertised on September 10, 2013 and September 17, 2013, in accordance with the statutory requirements of a class 1 notification. Attachments: o Petition and exhibit for Interstate Commerce Park annexation, submitted by the Village of Cottage Grove. o CARPC letter regarding current annexation. o Annexation map prepared by MMSD. Financial Impact: Staff recommends that the 2013 Annexation Charge of $1,800 be waived due to MMSD approving a 2003 sewer extension to install sewers in this development. Interceptor and Treatment Plant Connection Charges have been paid for the lands to be annexed. Background: o The Interstate Commerce Park annexation will add approximately 25.9 acres to the District and allow sanitary sewer service to the commercial development.

30 Analysis and Options MMSD Annexation Matrix Annexation Name: Interstate Commerce Park Annexation No.: YES GENERALLY NO Comments Contiguous to MMSD Boundaries X Prevents gaps (islands) in MMSD Boundaries X Includes nearby lands within USA X Lands to be immediately served are included Regular boundaries (follows section lines) X Adjacent parklands included (if possible) N/A Not applicable The proposed annexation is contiguous with the current District boundary. The adjacent North Business Park annexation was approved by Commissioners in The annexation lands were adopted by CARPC on September 12, 2002 for addition to the Cottage Grove Urban Service Area (RPC Resolution 967). Wisconsin DNR subsequently approved the amendment to the Cottage Grove Urban Service Area on October 16, Option 1: Upon closure of the public hearing, the Commission would then instruct counsel to prepare an order of annexation. Option 2: Other options brought forward by the Commission Next Steps The Commission would vote to approve the annexation at a subsequent Commission meeting (anticipate vote during the meeting of October 10, 2013).

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36 Interstate 94 Gaston Rd Cottage Grove Interstate Commerce Park Annexation 25.9 Ac. +/- CTH "N" (N Main St) Legend MMSD Boundary Proposed Annexation Urban Service Area CTH "BB" Madison Metropolitan Sewerage District MMSD Annexation Village of Cottage Grove Interstate Commerce Park Prepared by: CAS Date: 8/26/2013

37 MADISON METROPOLITAN SEWERAGE DISTRICT 1610 Moorland Road Madison, WI Telephone (608) Fax (608) D. Michael Mucha, P.E. Chief Engineer & Director COMMISSIONERS Caryl E. Terrell President Thomas D. Hovel Vice-President Ezra J. Meyer Secretary John E. Hendrick Commissioner Topf Wells Commissioner Lead Staff: Curt Sauser, Engineering Technician Commission Agenda Report Meeting of September 26, 2013 Sewer Extensions Requested Action: Request a motion to approve 1 sewer extension: A. Evco Plastics Building Expansion, Village of DeForest Financial Impact, Background, Analysis and Options: To be presented at commission meeting Next Steps Upon commission approval, MMSD will forward plans to DNR for consideration of approval.

38 MADISON METROPOLITAN SEWERAGE DISTRICT 1610 Moorland Road Madison, WI Telephone (608) Fax (608) D. Michael Mucha, P.E. Chief Engineer & Director COMMISSIONERS Caryl E. Terrell President Thomas D. Hovel Vice-President Ezra J. Meyer Secretary John E. Hendrick Commissioner Topf Wells Commissioner Lead Staff: D. Michael Mucha, Chief Engineer and Director Commission Agenda Report Meeting of September 26, 2014 Public Hearing 2014 Operating and Capital Budgets Requested Action: Commission to hold a Public Hearing on the 2014 Operating and Capital Budgets. Attachments: None. Financial Impact: The total 2014 operating and capital revenue requirement is $29, 087,000. This will require a 6.4% increase in service charges. Background: The Commission provides an opportunity for the public to provide input on the operating and capital budgets for the District. The District posted the budget and advertised the public hearing. Analysis and Options State law requires to Commission to hold a public hearing prior to adopting a budget. The public hearing complies with state law. Next Steps Commission will consider public comments during final deliberations on October 10 th, 2013, and final approval on October 24 th, 2013.

39 MADISON METROPOLITAN SEWERAGE DISTRICT 1610 Moorland Road Madison, WI Telephone (608) Fax (608) D. Michael Mucha, P.E. Chief Engineer & Director COMMISSIONERS Caryl E. Terrell President Thomas D. Hovel Vice-President Ezra J. Meyer Secretary John E. Hendrick Commissioner Topf Wells Commissioner Commission Agenda Report Meeting of September 26, 2013 Review & Approval of Construction-Phase Engineering Services: Pumping Station 18 Forcemain Lead Staff: Bruce Borelli; Director of Engineering Requested Action: Move approval to award Pumping Station 18 Forcemain construction-phase engineering services to AECOM, Inc., and that the Chief Engineer and Director be authorized to execute an agreement and/or purchase order with AECOM, Inc., at a cost not to exceed $151,600. Attachments: None. Financial Impact: The anticipated cost for construction-related engineering services for the Pumping Station 18 Forcemain is $151,600. This is a budgeted expense that is included in the overall capital budget item for the Pumping Station 18 Forcemain project. The costs will be funded as part of Clean Water Fund Loan the District anticipates to receive for this project. Background: This is a continuation of the work AECOM has performed for the Pumping Station 18 Forcemain project. Their previous work included planning and design of the project, which began in May of AECOM planning and design costs for the Pumping Station 18 Forcemain totaled $389,200. The current request is for engineering services related to construction of the project. The scope of work includes the following: Review and track shop drawings/submittals Attend meetings (stakeholder meetings, pre-construction meeting, job progress meetings)

40 Prepare public outreach materials/newsletters Distribute addenda-conformed contract documents Complete flood plain mapping revisions Provide contract clarifications and engineering associated with change orders Document as-built survey information and prepare record drawings Visit site as required during construction Provide surveying & staking for forcemain construction The total cost for this work is estimated at $151,600 and includes 1,300 hours of labor over a period of approximately one year. Note that this does not include any services for the City of Monona, which will be performing water main work (at their cost) as part of the project. Construction engineering services for this work will be provided by the City of Monona. MMSD personnel will perform overall contract administration, including issuing change orders, processing pay requests, and performing day-to-day inspection and on-site resident engineering. Analysis and Options Option 1: Award the work to AECOM. This is the recommended option. The proposed cost (1.3% of the estimated construction cost) is reasonable and compares well with past experience (Northeast Interceptor-PS10 to Lien Road construction engineering services were 1.1% of the construction cost and Northeast Interceptor-FEI to SEI services were 1.1% of the construction cost). AECOM is the engineer of record for this project and formally approved the plans/specifications during design. They know the details associated with the work and are best-suited to perform the engineering services required. They have performed well during planning and design, and District staff recommends that they continue to provide engineering-related services during construction. Option 2: Award the work to a different consultant. This is not recommended. Bringing a new consultant on-board at this time is not practical. A new consultant would need to become familiar with the project and approve work designed by a different firm, which is not preferred. This would cost more and could lead to additional disputes during construction. Option 3: Do not award the services and perform the work in-house. This is not recommended. The District does not have the required staff resources or expertise to perform the work required. Next Steps If approved, a construction-phase engineering services agreement will be executed and AECOM will begin their scope of work immediately, with completion estimated in late 2014.

41 MADISON METROPOLITAN SEWERAGE DISTRICT 1610 Moorland Road Madison, WI Telephone (608) Fax (608) D. Michael Mucha, P.E. Chief Engineer & Director COMMISSIONERS Caryl E. Terrell President Thomas D. Hovel Vice-President Ezra J. Meyer Secretary John E. Hendrick Commissioner Topf Wells Commissioner Lead Staff: Bruce Borelli, Director of Engineering Commission Agenda Report Meeting of September 26, 2013 Review of Bids and Award of Contract: Pumping Station 18 Forcemain Requested Action: Move to accept bids and award the contract for the Pumping Station 18 Forcemain to the low bidder, S.J. Louis Construction, Inc. Attachments: Attachment 1: Bid Tabulation. Financial Impact: The overall bid amount of $11,414,000 includes $10,917,200 for MMSD's portion of work and $496,800 for the City of Monona's portion. The overall bid total of $11,414,000 is 2.5% below the most recent engineering estimate of $11.7M. MMSD's portion of the total ($10,917,200) is within the Capital Improvement Plan overall project budget estimate of $13.5M. The project will be funded through the WDNR Clean Water Fund Loan program. Background: In 2011, the District embarked on improving its Eastside Collection System by providing additional capacity and redundancy to the system. Improvements included the following major projects: 1) Northeast Interceptor-SEI to FEI Relief/Replacement 2) Pumping Station No. 18 3) Pumping Station No. 18 Forcemain. When complete, these facilities will work in tandem with Pumping Station No. 7 and eliminate the need to add capacity to the Southeast Interceptor, Pumping Station No. 7, and the Pumping Station No. 7 Forcemains. Planning and design for the Pumping Station 18 Forcemain were completed in July. Design features include the following:

42 Approximately 14,250 feet of 48-inch diameter pipe, including: 5,600 feet of open-cut in the westbound lanes of Broadway 950 feet of tunneling at 5 locations (Monona Drive, Yahara River, Beltline, RR tracks, South Towne Drive) 7,700 feet of open cut in off-road areas (wetlands and MMSD property) 5 air release manholes A drinking water fountain at the Capital City Bike Trail crossing ($6K). The project includes replacement of City of Monona water main, water services, and appurtenances, in numerous locations in Broadway Avenue. An intergovernmental agreement is in place for these, which will be reimbursed by the City of Monona. The project was advertised in mid-august. Approximately 55 companies obtained plans for the project, with fourteen companies pre-qualified to bid as a prime contractor. On Tuesday, September 17, 2013, the District opened bids for the project. The District received bids from seven prime contractors (see Attachment 1: Bid Tabulation). Overall, the bids were competitive, and no major bid informalities were noted. Analysis and Options: 1) Option 1: Award the Contract to the low bidder, S.J. Louis Construction, Inc, of Rockville, MN, at their low bid price of $11,414,000. This is the preferred option. The cost is within the overall CIP budget and S.J. Louis Construction: Is qualified to perform the work. They have completed numerous large piping projects throughout the Midwest and the United States. Is financially stable, has the required equipment, and has an acceptable track-record. Submitted the lowest-cost competitive bid. Included the necessary documentation with their bid (bid bond, DBE solicitation, addenda acknowledgement, etc.). 2) Option 2: Award the Contract to a higher bidder. This is not recommended. Selecting the second lowest bid price of $12,193, (Advance Construction), would result in a 6.8% ($779,610.75) increase to the project cost. Selecting the third lowest bid price of $12,566, (PTS Contractors), would result in a 10.1% ($1,152,949.80) increase to the project cost. 3) Option 3: Delay the project and do not award the contract at this time. This is not recommended by staff. The bids received were responsive, competitive, and met the requirements of the District. Staff did not observe any major bid abnormalities and the cost is within the overall CIP budget. Delaying the project could result in increased risk of future sanitary sewer overflows and would incur additional administrative and bidding costs. Next Steps: Staff recommends award of the contract at this time. Following award of the contract, the contractor will finalize bonding and insurance requirements, and the District and contractor will execute the contract. Staff anticipates that construction will begin in late 2013 and continue throughout 2014.

43 Bid Tabulation Pumping Station 18 Forcemain Bid Opening: Tuesday, September 17, 2013, at 2:00 p.m. Bidder Total Amount MMSD Amount Monona Amount S.J. Louis Construction $11,414, $10,917, $496, Advance Construction $12,193, $11,659, $534, PTS Contractors $12,566, $12,133, $433, Merryman Excavation $12,959, $12,299, $660, R.G. Huston $14,391, $13,964, $427, Super Excavators $14,605, $14,057, $547, Speedway Sand & Gravel $16,150, $15,526, $623,720.00

44 Madison Metropolitan Sewerage District Nine Springs Wastewater Treatment Plant Performance Data (Data from Flows&Performance&AerationQuery) Raw Wastewater (mg/l) Final Effluent (mg/l) Percent Removal Digester/Methane Gas Data (MCF/day) Process Air Usage (cubic feet) per per Pound per Pound Month BOD TSS TKN TP BOD TSS NH4 TP BOD TSS NH4 TP Produced Purchased Used Wasted Gallon BOD Removed TOD Removed May % 98.7% 99.8% 95.7% , Jun % 98.0% 99.7% 92.0% Jul % 97.9% 99.5% 93.4% , Aug % 97.8% 99.7% 91.8% , Sep % 97.3% 99.8% 93.6% , Oct % 98.1% 99.7% 93.8% , Nov % 98.1% 99.7% 95.6% , Dec % 97.9% 99.8% 95.2% , Avg % 98.1% 99.7% 94.9% , Jan % 97.5% 99.6% 95.0% , Feb % 97.9% 99.6% 95.4% , Mar % 98.0% 99.8% 96.6% Apr % 98.4% 99.8% 96.2% , May % 98.1% 99.8% 96.2% Jun % 98.4% 99.2% 94.9% Jul % 98.2% 99.7% 93.4% , Aug % 97.4% 99.7% 90.2% , Sep % 97.6% 99.8% 93.6% , Oct % 97.8% 99.8% 94.5% , Nov % 97.4% 99.7% 94.2% , Dec % 98.3% 99.7% 95.3% , Avg % 97.9% 99.7% 94.6% , Jan % 98.6% 99.7% 96.9% , Feb % 98.6% 99.7% 97.3% Mar % 98.5% 99.6% 96.9% Apr % 98.5% 99.3% 96.6% May % 98.2% 99.4% 96.0% Jun % 97.6% 99.6% 93.9% Jul % 97.7% 99.6% 90.9% , Aug % 98.1% 99.5% 95.2% , Sep % 98.2% 99.5% 95.8% , Oct % 98.4% 99.6% 95.6% Nov % 98.0% 99.7% 96.2% , Dec % 98.5% 99.7% 96.8% Avg % 98.2% 99.6% 95.7% , Jan % 97.9% 99.5% 96.6% Feb % 98.0% 98.8% 96.9% Mar % 98.2% 99.4% 97.2% Apr % 97.9% 99.6% 96.5% May % 97.9% 99.6% 96.0% Jun % 98.4% 99.7% 95.9% Jul % 98.1% 99.5% 95.0% , Aug % 98.3% 99.5% 94.6% , Avg % 98.1% 99.4% 96.1%

45 Madison Metropolitan Sewerage District Nine Springs Wastewater Treatment Plant Flow Data (Data from Flows&Performance&AerationQuery) Septage (gallons per day) Lagoon Flows To UV Final Effluent (mgd) Biosolids Raw Septic Holding Landfill POTW To From Units W4 Badfish Badger Mill By-passed to to Storage to Land Month (mgd) Tanks Tanks Leachate Sludge Other Total (mgd) (mgd) (mgd) Recycle Creek Creek Lake Waubesa (mgd) (mgd) May ,763 38,478 1,776 3,419 2,860 68, Jun ,446 48,061 2, ,863 82, Jul ,071 45,455 1, ,577 72, Aug ,754 39,556 1, ,879 65, Sep ,705 38,803 1,109 1,333 2,973 63, Oct ,545 37,690 1,114 2,484 2,697 65, Nov ,114 38,480 1, ,446 64, Dec ,114 38,480 1, ,446 64, Avg ,326 39,530 1,566 1,125 2,902 65, Jan ,944 36,984 1,791 1,774 2,424 50, Feb ,257 37,838 1,876 2,143 2,395 54, Mar ,345 45,544 1,380 2,290 3,546 75, Apr ,539 41,367 3,277 1,667 1,873 71, May ,868 42,480 3, ,781 71, Jun ,221 46,420 2, ,715 79, Jul ,739 38,179 2, ,124 64, Aug ,612 41,147 1, ,184 70, Sep ,758 43,170 1,060 2,500 3,140 72, Oct ,710 38, ,097 62, Nov ,140 39,702-3,333 2,360 61, Dec ,436 38, ,613 2,588 56, Avg ,214 40,817 1,702 1,317 2,852 65, Jan ,831 36, ,290 2,258 51, Feb ,271 36,084 1,666 2,069 2,402 54, Mar ,785 36, ,452 2,355 59, Apr ,422 37, ,989 58, May ,010 44,114 1,628-2,660 71, Jun ,608 36,915 1,310-2,842 58, Jul ,662 36, ,985 57, Aug ,338 36, ,967 58, Sep ,336 31, ,382 55, Oct ,452 40, ,742 3,433 69, Nov ,480 33, ,783 55, Dec ,848 30, ,968 2,632 50, Avg ,087 36, ,167 2,891 58, Jan ,156 35, ,290 2,445 49, Feb ,439 34, ,071 1,619 46, Mar ,331 36, ,290 3,186 56, Apr ,738 47,314 2,486 2,667 3,575 87, May ,853 39,450 1,789-3,641 71, Jun ,417 41,439 1,178-2,781 66, Jul ,702 37,990 1,433-3,672 66, Aug ,806 34,743 1,179-3,444 64, Avg ,430 38,440 1, ,045 63,

46 MADISON METROPOLITAN SEWERAGE DISTRICT 1610 Moorland Road Madison, WI Telephone (608) Fax (608) D. Michael Mucha, P.E. Chief Engineer & Director Upcoming Agenda Items Commission Meeting Date Note: All dates are tentative and subject to change Meeting Finalized Meeting/Event 9/26/2013 X Commission Meeting Potential Agenda Items Convene Public Hearing on Territory in Village of Cottage Grove- Interstate Commerce Park Annexation- Sauser o Review and Approval of Sewer Extension Plans-Sauser Public Hearing and Budget Discussion-Mucha Review and Approval of Construction Phase Engineering Services-PS18 Forcemain-Borelli Review of Bids and Award of Contract: Pumping Station 18 Forcemain-Borelli COMMISSIONERS Caryl E. Terrell President Thomas D. Hovel Vice-President Ezra J. Meyer Secretary John E. Hendrick Commissioner Topf Wells Commissioner (Note: routine business is shown in smaller font) 10/10/2013 X Commission Meeting Note: Commissioner Meyer will attend via conference call. Cash Statements Review and Approval of Sewer Extension Plans-Sauser Approval of 3 rd Quarter 2013 Sewer Service Bills-Gebert 2013 GFOA Budget Award Presentation-Staff Review of Bids and Award of Contract: West Interceptor MH05-112A to MH Liner-Hjellen Follow up Discussion on the Preliminary Budget-Mucha Water Conservation/Water Reuse-Taylor ***Reminder: Commission Photos to follow the meeting. 10/24/2013 X Commission Meeting & Study Session o Review and Approval of Sewer Extension Plans-Sauser Review and Adoption of the Updated 2014 Preliminary Budget-Mucha Review and Adoption of the 2014 Proposed Sewer Service Charge Rates and Septage Disposal Rates- Brochtrup Review and Adoption of the 2014 Proposed Application Fees for Wastewater Generated Outside the District- Taylor Note: Commissioner Terrell will attend via conference call. 10/24/2013 STUDY SESSION Topic: Connection Charge Policies 11/14/2013 X Commission Cash Statements including sinking funds o Review and Approval of Sewer Extension Plans-Sauser