Meeting of the Board of Directors. September 14,2016

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Meeting of the Board of Directors September 14,2016 A meeting of the Board of Directors of the Massachusetts Water Resources Authority was held on September 14, 2016 at the Authority headquarters in Charlestown. Vice-Chair Carroll presided. Present from the Board were Messrs. Blackmon, Cotter, Flanagan, Foti, Pappastergion, Pena, Vitale and Walsh. Ms. Wolowicz and Mr. Beaton were absent. Among those present from the Authority staff were Frederick Laskey, Executive Director, Steven Remsberg, General Counsel, Michael Hornbrook, Chief Operating Officer, Thomas Durkin, Director of Finance, Michele Gillen, Director of Administration, and Bonnie Hale, Assistant Secretary. The meeting was called to order at 1:15p.m. APPROVAL OF MINUTES Voted to approve the minutes of the Board of Directors' meeting of July 13, 2016, as presented and filed with the records of the meeting. REPORT OF THE EXECUTIVE DIRECTOR Mr. Laskey reported on various matters, including the receipt of a letter from the Latham family of Reading thanking MWRA employees for their efforts in clearing construction materials from their street and making a sign for their lawn prior to a party welcoming their son back from a deployment with the U.S. Navy in Afghanistan. He mentioned plans for a "High Five" award ceremony to be held in the Governor's office for those employees and the Latham family. Mr. Laskey also noted that the annual audit

Meeting of the Board of Directors. September 14. 2016 Page 2 report, which had no findings, had been distributed to Board members; and that the off-site meeting to discuss the Metropolitan Tunnel System Redundancy alternatives would be held on October s". BOARD ACTIONS APPROVALS Memorandum of Agreement and Financial Assistance Agreement with the City of Somerville execute a Memorandum of Agreement with the City of Somerville, substantially in the form presented and filed with the records of the meeting, for the cost sharing and coordination of the rehabilitation of a combined sewer utilized by both the City and MWRA, in an amount for MWRA not to exceed $1.4 million. Bond Defeasance of Future Debt Service Voted to authorize the Executive Director or his designee, on behalf of the Authority, to enter into, execute and deliver all necessary agreements and other instruments and to take such other actions necessary to effectuate the redemption and defeasance of an aggregate principal amount of approximately $8,475,000 of outstanding MWRA senior bonds including to cause the escrow of cash and/or securities in an amount necessary to fund such redemption and defeasance, in order to reduce the debt service requirement by approximately $9,746,250 in the FY18 through FY20 timeframe. Approval of New Wastewater Advisory Committee Member

Meeting of the Board of Directors, September 14,2016 Page 3 Voted to approve the addition of one new member, Mr. James Guiod of the MWRA Advisory Board staff, to the Wastewater Advisory Committee. Emergency Water Supply Agreement with the Town of Ashland execute a six-month Emergency Water Supply Agreement with the Town of Ashland, substantially in the form presented and filed with the records of the meeting, and contingent upon the Advisory Board's approval of a six-month Emergency Water Supply withdrawal. PCR Amendments - September 2016 Voted to approve the amendments (with Mr. Foti opposed) to the Position Control Register (PCR) as presented and filed with the records of the meeting. Appointment of Assistant Manager, Employment Voted to approve the Executive Director's recommendation to appoint Ms. Susan Carter to the position of Assistant Manager, Employment, Human Resources (Grade 11 - Unit 6 Confidential) at an annual salary of $89,263.84 to be effective on the date designated by the Executive Director. Appointment of MBEIWBE Program Manager Voted to approve the Executive Director's recommendation to appoint Ms. Sharon Ward to the position of MBEIWBE Program Manager (Grade 12 - Unit 6) at an annual salary of $88,909.75 to be effective on the date designated by the Executive Director.

Meeting of the Board of Directors, September 14,2016 Page 4 Appointment of Warehouse Manager Richard Martino to the position of Warehouse Manager (Unit 6, Grade 12) at an annual salary of $89,367.63 to be effective on the date designated by the Executive Director. Appointment of Systems Administrator III, MIS Andrew Richelieu to the position of Systems Administrator III (Unit 6, Grade 12), in the MIS Department at an annual salary of $106,257.51 to be effective on the date designated by the Executive Director. Appointment of Project Manager, SCADA Technicians Ernest Navarro, to the position of Project Manager, Supervisory Control and Data Acquisition (SCADA) Technicians (Unit 9, Grade 25), at an annual salary of $91,629.49 to be effective on the date designated by the Executive Director. Appointment of Project Manager, SCADA Technicians David Smith to the position of Project Manager, Supervisory Control and Data Acquisition (SCADA) Technicians (Unit 9, Grade 25), at an annual salary of $91,629.49, to be effective on the date designated by the Executive Director.

Meeting of the Board of Directors. September 14. 2016 Page 5 Appointment of Construction Coordinator, Engineering & Construction Jeffrey Bina to the position of Construction Coordinator in the Engineering & Construction Department (Unit 9, Grade 30) at an annual salary of $111,492.99 to be effective on the date designated by the Executive Director. Appointment of Regional Manager - TRAC Thomas Coffey to the position of Regional Manager, Toxic Reduction and Control (Unit 9, Grade 29) at an annual salary of $106,994.68 to be effective on the date designated by the Executive Director. CONTRACT AWARDS Struvite, Scum, Sludge, and Grit Removal Services at the Deer Island Treatment Clean Harbors Environmental Services, WRA-4257 Plant: Voted to approve the award of a two-year purchase order contract to provide struvite, scum, sludge and grit removal services at the Deer Island Treatment Plant to the lowest eligible and responsible bidder, Clean Harbors Environmental Services, Inc. and to authorize the Executive Director, on behalf of the Authority, to execute said purchase order contract in an amount not to exceed $672,300 for a period of two years. Cambridge Branch Sewer Study: Hazen and Sawyer, P.C., Contract 7511 Voted to approve the recommendation of the Consultant Selection Committee to select Hazen and Sawyer, P.C. to provide consulting services to the

Meeting of the Board of Directors. September 14. 2016 Page 6 Authority for the Cambridge Branch Sewer Study and to authorize the Executive Director, on behalf of the Authority, to execute and deliver Contract 7511 with Hazen and Sawyer, P.C. in an amount not to exceed $686,953.85, for a term of 15 months from the Notice to Proceed. Chelsea Creek Headworks Upgrade: BHD/BEC JV, A Joint Venture, Contract 7161 Voted to approve the award of Contract No. 7161, Chelsea Creek Headworks Upgrade, to the lowest responsible and eligible bidder, BHD/BEC JV 2015, A Joint Venture (a joint venture of Barletta Heavy Division and Barletta Engineering), and to authorize the Executive Director, on behalf of the Authority, to execute and deliver said contract in the bid amount of $72,859,000 for a term of 1,460 calendar days from the Notice to Proceed. CONTRACT AMENDMENTS/CHANGE ORDERS Security Equipment Maintenance and Repair Services: Viscom Systems, Inc., Contract EXE-034, Change Order 2 approve Change Order 2 to increase the price of Contract EXE-034 with Viscom Systems, Inc., Security Equipment Maintenance and Repair Services, in an amount not to exceed $68,657.60, with no increase in contract term. Remote Headworks Upgrades: Arcadis US, Inc., Contract 7206, Amendment 4 approve Amendment 4 to increase the price of Contract 7206 with Arcadis U.S., Inc., Remote Headworks Upgrades, by $897,200 and extending the term by 38 months to October 1, 2021.

Meeting of the Board of Directors. September 14.2016 Page 7 Caruso Pump Station Improvements: Dewberry Engineers Inc.. Contract 7037. Amendment 3 approve Amendment 3 to extend the term of Contract 7037 with Dewberry Engineers Inc., Caruso Pump Station Improvements, by 283 calendar days to June 21, 2017 with no increase in the contract amount. Valve and Piping Replacement: Carlin Contracting Co., Contract 7275. Change Order 5 approve Change Order 5 to increase the price of Contract 7275 with Carlin Contracting Co., Inc., Valve and Piping Replacements Various Facilities, Deer Island Treatment Plant, for a lump sum amount of $136,884.01, with no increase in contract term. It was moved to enter executive session to discuss litigation, collective bargaining, security and real estate., upon a roll call vote in which the members were recorded as follows: Yes No Abstain Blackmon Cotter Flanagan Foti Pappastergion Perla Vitale Walsh Carroll

Meeting of the Board of Directors. September 14. 2016 Page 8 Voted to enter executive session for the purpose of discussing strategy with respect to litigation and collective bargaining and to consider the purchase, exchange, lease or value of real property, in that such discussion in open session may have a detrimental effect on the litigating, bargaining, and negotiating positions of the Authority; and to consider the deployment of security personnel or devices, or strategies with respect to security.. It was stated that the meeting would return to open session solely for the consideration of adjournment. * * * * EXECUTIVE SESSION * * * * Mr. Vitale made the following statement during the collective bargaining discussions in executive session, and requested that it be included in the open session record: "MWRA is extremely fortunate to have Ms. Karen Gay-Valente as Director of Human Resources, as she is the most knowledgeable and qualified person for that position." The meeting returned to open session at 2:20 p.m. and adjourned. Approved: October 12,20 Attest: