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January 15, 2014 Minutes of the Regular Meeting of the Board of Trustees of the North Shore Sanitary District held Wednesday, January 15, 2014 at 9:30 A.M. at the District Office of the Raymond E. Anderson Complex located in Gurnee, Illinois. The meeting was opened with the Pledge of Allegiance. On roll call, the following Trustees were present: Stephen J. Drew, President Daniel M. Pierce, Vice President Tom Swarthout, Treasurer Preston Carter B. Sugar Young Staff members present were General Manager Brian Dorn, Assistant General Manager Dave Miller, Attorney Greg Jackson, Director of Engineering Services Jai Gupta, Director of Laboratory Services Joe Robinson, Director of Operations Gary Sowma and Director of Technology Services Pete Russo. There were no comments from the Public. President Drew presented the Consent Agenda as follows: A. Approval of the Minutes of the Meeting held on December 11, 2013. B. Approval of the Minutes of the Special Meeting held on December 18, 2013. C. Consideration of Bills. Wastewater Treatment Fund $2,003,304.86 Check Nos. 164173 and 164174, Check Nos. 164234 through 164251, Check Nos. 164253 through 164479, Check Nos. 164482 through 164528. D. Financial Report, November 2013. E. Hearing Summary, December 10, 2013. F. Construction Change Order. 1. C.O. No. 2, Internal Manned Electromagnetic and Visual Inspection 54 PCCP Waukegan Effluent F-3 Forcemain, Pure Technologies US, Inc. G. Recommended Disposal of Inventory Items. H. Authorize Payroll and Finance Department to issue District checks to meet expenses where necessary for payroll and to avoid interest and/or penalties before the next Board Meeting. It was moved by Trustee Young and seconded by Trustee Swarthout, that the items under the Consent Agenda be approved. General Manager Dorn presented the Management Report as follows: A. Presented Aeration System Improvements Planning Report Donohue & Associates, Inc. General Manager Dorn stated that the Aeration System Improvements Project for all three Sewage Treatment Plants was approved by the Board at the September, 2012 meeting. General Manager Dorn stated that electrical consumption at the three plants is a significant part of the O & M Budget. The FY14 Budget for this expense is $3.5 million. Approximately 1/3 of this power consumption is used in the aeration systems. The goal of the project is to perform a comprehensive evaluation of airflow requirements, the air distribution system and air blowers to define cost-effective strategies to reduce electrical consumption for both current and future activated sludge processes considering the impact of biological nutrient removal. The scope of the approved project was defined in three phases. The first phase is the planning stage which has been completed. The second phase of the project is the design phase and the third phase is the bidding phase. General Manager Dorn stated that authorization is required to proceed with the design phase. This is

to ensure that the project goals are achieved in a cost-effective manner. The results of the study confirm this, particularly since there appears to be tremendous grant opportunities available to construct the project. General Manager Dorn introduced Mike Gerbitz and Leon Downing of Donohue & Associates who were present to discuss the results of the planning phase of the project. Mike Gerbitz provided a power point presentation explaining the District s existing aeration systems, the proposed upgrades, and the potential cost savings resulting from the upgrades due to the reduction in electrical consumption and chemical usage resulting from biological nutrient removal. Mr. Gerbitz also discussed the grant opportunities associated with the project and project schedule. Trustee Carter commented that he has reservations regarding the entire project and the equipment that would be installed as part of the project. A discussion ensued. General Manager Dorn requested Board approval of the design phase of this project. It was moved by Trustee Pierce and seconded by Trustee Swarthout to approve the design phase of the Aeration System Improvements Project Donohue & Associates, Inc. B. Presented Engineering Agreement Amendment. 1. Contract Amendment No. 3, ELARA Energy Services, Inc., HVAC Upgrades for Waukegan Base Shop and Gurnee Administration Building Computer Room. General Manager Dorn provided background information for the project. The Contract Amendment is intended to provide commissioning services and to resolve any startup issues associated with the HVAC system. General Manager Dorn requested Board approval. It was moved by Trustee Pierce and seconded by Trustee Swarthout to approve Contract Amendment No. 3, ELARA Energy Services, Inc., HVAC Upgrades for Waukegan Base Shop and Gurnee Administration Building Computer Room. C. Presented Project Manager Position. General Manager Dorn discussed the staffing needs of the Engineering Department and provided a description of the Project Manager Position as outlined in the attachment provided in the Board packet and requested Board approval to create this position. It was moved by Trustee Pierce and seconded by Trustee Swarthout to approve the Project Manager Position. D. Presented FY 2014-2015 Lake County Municipal League Dues. General Manager Dorn reported that the Board approved an associate membership in the Lake County Municipal League in October, 2012 and discussed the benefits that this associate membership provides to the District. General Manager Dorn requested approval of the FY 2014-2015 Dues. It was moved by Trustee Carter and seconded by Trustee Swarthout to approve FY 2014-2015 Lake County Municipal League Associate Member Dues. Assistant General Manager Miller presented the Administration Division Report as follows: A. Presented Personnel Policy Revision. 1. Policy 150.1 Group Insurance Plans.

Assistant General Manager Miller provided background information regarding the Collective Bargaining Agreement (May 2010 April 2015) and the provisions associated with it as provided in the Board packet. Assistant General Manager Miller stated that one provision of this Contract requires existing employees hired prior to the ratification of the Collective Bargaining Agreement to contribute 5.0% of elected medical and dental cost beginning May 1, 2014. Assistant General Manager Miller stated that during negotiations the Union was assured that this provision would also be implemented for non-bargaining unit employees. Assistant General Manager Miller requested Board approval of this Policy Revision to implement 5% insurance contributions for non-bargaining unit personnel beginning May 1, 2014. It was moved by Trustee Swarthout and seconded by Trustee Pierce to approve Policy 150.1 Group Insurance Plan Revision as presented. B. Presented Board of Trustees Rules of Procedure. Assistant General Manager Miller stated that many Municipalities have developed rules of procedures that govern the conduct of the governing body and its business meetings but that NSSD has never established such a document. Assistant General Manager Miller stated this item was held over from the December meeting to allow Trustee Carter an opportunity to review the rules further. A discussion ensued regarding suspension of a rule, quorums of meetings, items added or deleted from the agenda, reconsideration of motions, Robert s Rule of Order, etc. Trustee Carter stated he was comfortable with the rules with the exception that the President may make a motion or second a motion. A discussion ensued on this item and Trustee Swarthout stated he disagreed and felt the President should be able to make or second a motion. More discussion ensued. It was moved by Trustee Carter and seconded by Trustee Pierce to approve the Board of Trustees Rules of Procedure with a Modification that the President Cannot Make or Second a Motion. On roll call, the vote was 4 1 with Trustees Carter, Young, Pierce and Drew voting "Aye". Trustee Swarthout voted Nay. Motion declared carried. Director of Engineering Services Gupta presented the Engineering Services Division Report as follows: A. Presented Bid Summaries. 1. Gurnee Administration Building Renovations. Director of Engineering Services Gupta gave a brief overview of the project and recommended awarding the bid to Graefen Development of Frankfort, IL being the lowest responsive and responsible bidder qualified and capable of performing the work as specified. It was moved by Trustee Swarthout and seconded by Trustee Carter to award Gurnee Administration Building Renovations to Graefen Development of Frankfort, IL. 2. Thickened Sludge Line Replacement at the Gurnee STP (Rebid). Director of Engineering Services Gupta stated that the Board awarded the bid to Meccon Industries at the October 16, 2013 meeting. Meccon Industries notified the District on November 13, 2013 that they were not in a position to undertake this project and would not be executing the Contract documents. The Board subsequently approved the cancellation of the bid award to Meccon Industries and authorized rebidding the project. Director of Engineering Services Gupta recommends awarding the rebid project to Hayes Mechanical of Chicago, IL being the lowest responsive and responsible bidder qualified and capable of performing the work as specified. It was moved by Trustee Carter and seconded by Trustee Swarthout to award Thickened Sludge Line Replacement at the Gurnee STP (Rebid) to Hayes Mechanical of Chicago, IL.

3. Clavey Road STP 1 st Stage Clarifier Structures 161-164 Weir Plate Replacement. Director of Engineering Services Gupta gave a brief overview of the project and recommended awarding the bid to Chicagoland Construction, Inc. of Bartlett, IL being the lowest responsive and responsible bidder qualified and capable of performing the work as specified. It was moved by Trustee Pierce and seconded by Trustee Swarthout to award Clavey Road STP 1 st Stage Clarifier Structures 161-164 Weir Plate Replacement to Chicagoland Construction, Inc. of Bartlett, IL. B. Presented Contract Extension. 1. Transport and Disposal of Granulate from Zion Sludge Recycling Facility, Advanced Disposal (formerly Veolia Environmental Services Solid Waste Midwest, LLC of Waukegan, IL). Director of Engineering Services Gupta stated that the current three year contract for granulate disposal expired at the beginning of 2013. Because of the uncertainty of the decision regarding the future operation of the SRF, the District did not want to rebid this contract. Director of Engineering Services Gupta stated that Advanced Disposal has agreed to extend the contract for four months at the 2013 rate contained in the expired contract and requested Board approval of this extension. Trustee Carter asked what is the current rate being charged. Director of Engineering Services Gupta stated the rate is approximately $50.00 per ton. It was moved by Trustee Carter and seconded by Trustee Young to approve a four month Contract Extension at the 2013 rate for the Transport and Disposal of Granulate from Zion Sludge Recycling Facility, Advanced Disposal (formerly Veolia Environmental Services Solid Waste Midwest, LLC of Waukegan, IL). Director of Laboratory Services Robinson presented the Laboratory Division Report as follows: A. Presented Current Status of Significant Industrial Wastewater Violation(s) in the Service Area of the NSSD. Director of Laboratory Services Robinson reported that all industries were in compliance at this time. Director of Laboratory Services Robinson then updated the Board on both the Commercial and the Industrial User Population Equivalent (PE) Audits. Trustee Pierce commented that the City of Highland Park Aqua Park listed on the report under the Commercial category is actually under the jurisdiction of the Park District of Highland Park. Director of Laboratory Services Robinson stated he would have this oversight corrected on future reports. This item did not require any action. There was no report by the Operations Division. Director of Technology Services Russo presented the Technology Services Division Report as follows: A. Network T-1 Line Contract, AT & T. Director of Technology Services Russo gave a brief description of the District Network T-1 Line Contract as provided in the attachment included in the Board packet and recommended renewal of the contract. It was moved by Trustee Carter and seconded by Trustee Young to approve Renewal of Network T-1 Line Contract, AT& T. On roll call, the vote was 4 0 with Trustees Carter, Young, Swarthout and Drew present voting "Aye". Trustee Pierce voted Pass. Motion declared carried. There was no report requiring Board action by Attorney Gregory Jackson.

President Drew presented Other Business as follows: A. Presented NSSD Centennial Progress Update. Chris Ganschow, representing Cagwood Consulting, provided a brief update on the NSSD Centennial Progress as provided in the attachment included in the Board packet. Mr. Ganschow stated that he has contacted high schools throughout the District regarding the possibility of producing a short video highlighting the NSSD s mission and a bit of it s history, and indicated that Lake Forest High School has expressed an interest. Trustee Pierce suggested utilizing the local cable network to televise the video. A discussion followed regarding a possible date for a centennial reception and the preference to host an early evening (approximately 4 7 p.m.) event. It was suggested to host the reception on April 9 th, the same day as the April Board meeting and to possibly reschedule the meeting time later in the day just prior to the reception. Mr. Ganschow discussed the list of suggested invitees. Mr. Ganschow reiterated that any comments or input from the Board is welcomed. It was agreed to finalize the celebration date at the February meeting. Mr. Ganschow next directed attention to the display of proposed logos which had been narrowed down to four previously chosen logo designs and two newly designed logos. Trustee Pierce pointed out Logo No. 7c_2ndr- C8 font, which is one of the newly designed logos on display. Trustee Pierce thought this logo was good with an exception in the tagline. Trustee Pierce felt the wording should read Protecting Lake Michigan & Our Waterways. This logo was passed around to the Trustees for approval with the recommendation to use the thicker font for all signs and vehicles and the lighter font for business cards and stationary, and modifying the tagline as recommended by Trustee Pierce. It was moved by Trustee Pierce and seconded by Trustee Carter to select Logo 7c_2ndr-C8 font as the new logo design to be associated with the District s proposed name change along with the tagline, Protecting Lake Michigan & Our Waterways. General Manager Dorn requested approval of payment to Sharon Hotton of Visionaire in the amount of $3,500 for the design of the new logo. It was moved by Trustee Swarthout and seconded by Trustee Carter to approve payment for the design of the new logo to Visionaire, Inc., in the amount of $3,500. B. Presented Evaluation of O&M Alternatives for Sludge Recycling Facility. General Manager Dorn stated that a special meeting was held on December 18, 2013 to discuss the District s alternatives regarding the operation and maintenance of the Sludge Recycling Facility (SRF) when the current contract with Donohue & Associates, Inc. expires on March 25, 2014. With respect to a third party operating the SRF, General Manager Dorn stated that Veolia Water North America and Synagro, Inc. both gave presentations of their company s proposal to operate the SRF and answered questions at the December 11 th Board meeting. Steve Waters and Tim Muirhead were present representing Veolia, and Andrew Bosinger was present representing Synagro. The District s other alternative is to operate the SRF with its own staff and contract with a third party vendor to dispose of the granulate. With in-house operation, the District would also need to develop a sustainable long-term contingency plan for disposal of its sludge in the event of a prolonged Dryer outage. General Manager Dorn stated pursuant to the Board s directive at the December 18 th meeting, both Synagro and Veolia were asked to submit firm pricing proposals for 5 and 10 year contract terms. General Manager Dorn noted that both companies were also asked to include the cost of a performance bond in their firm price proposals. They were also asked to present proposals for a contingency plan to dispose of unprocessed sludge in the event of a Dryer outage should the District decide to operate the facility inhouse. General Manager Dorn mentioned that District Staff met with Staff of the Metropolitan Water Reclamation District of Greater Chicago to discuss its experience in working with Veolia, Synagro and Stewart Spreading.

A spreadsheet prepared by staff comparing the pricing of Veolia s and Synagro s proposals for the 5 and 10 year contract terms was distributed to the Trustees prior to the meeting. Questions were raised by the Trustees regarding the dust/odor system required in Veolia s proposal. Mr. Muirhead indicated that Veolia estimated a 3 ½ year payback on the system. Mr. Bosinger indicated that Synagro would pay for the cost of such a system if they felt it was necessary to market the granulate. Trustee Carter asked both companies if they would be willing to contract with the District for the disposal of the unprocessed sludge and granulate should the District choose to operate the SRF in-house. Both Veolia and Synagro responded that they would be willing to help the District out but that their core business structure is such that they prefer to operate the SRF and dispose of the sludge and granulate. Both Trustees Swarthout and Pierce asked what staff s recommendation is on the operation of the SRF. General Manager Dorn stated that staff s recommendation is to outsource the operation of the SRF to a third party vendor due to the significant risk associated with sludge disposal in the event of a prolonged Dryer outage. The District also lacks the resources to market or solicit other sources for the end use of it s granulate. Trustee Swarthout stated he feels that though staff has the capability to operate the SRF, as General Manager Dorn pointed out, the District lacks the staffing and expertise to commercially market a potentially beneficial product produced from the sludge that is generated by the District s three treatment plants and stated he concurs with staff s recommendation to outsource the operation. It was moved by Trustee Swarthout and seconded by Trustee Young to select a third party vendor to operate the SRF upon the expiration of Donohue s contract at the end of March. Trustee Swarthout commented that based on the evaluation of the costs proposed by Veolia Water North America and Synagro, Inc. his recommendation would be to go with the lowest cost proposal, which was submitted by Veolia Water North America. A discussion ensued regarding the financial capabilities of the two vendors. Trustee Swarthout stated he felt both vendors are qualified and capable of doing the job and that the representatives of both companies both presented their proposals well, but financially it makes sense to go with the lowest cost vendor. He also noted that Veolia operates a dryer locally in Chicago. Trustee Swarthout asked the other Board members what their thoughts were. All Trustees agreed that based on financial considerations Veolia Water North America is the preferred vendor although Trustee Young stated she preferred Synagro, Inc. Trustee Swarthout asked staff their recommendation regarding a 5 year or 10 year contract term. General Manager Dorn stated that staff s recommendation would be to execute a 10 year contract, as long as the District retains the right to terminate the contract prior to its expiration date. It was moved by Trustee Swarthout and seconded by Trustee Carter to approve Veolia Water North America for the operation of the SRF, with a ten year term. On roll call, the vote was 4 1 with Trustees Carter, Swarthout, Pierce and Drew voting "Aye". Trustee Young voted Nay. Motion declared carried. General Manager Dorn indicated that a contract with Veolia Water North America would be negotiated based upon their 10 year firm price proposal and brought to the Board for execution in February. There being no further business to come before the Board, on motion duly made, seconded and unanimously passed, the meeting was then and there adjourned until the next regular meeting to be held on Monday, February 10, 2014 at 9:30 A.M. at the District Office of the Raymond E. Anderson Complex in Gurnee. SECRETARY PRESIDENT