DOWNRIVER UTILITY WASTEWATER AUTHORITY
JANUARY 16, 2020 MEETING MINUTES
Taylor City Hall City Council Chambers

1. Roll Call and Introductions

DUWA Chair Rick Sollars (Taylor) called the meeting to order at 9:05 AM and asked for roll call to be taken. At the time of roll call, voting representatives were in attendance from 11 communities: Allen Park, Belleville, Dearborn Heights, Ecorse, Lincoln Park, Riverview, Romulus, Southgate, Taylor, Van Buren Township, and Wyandotte. A quorum (at least 7 members) was present.

2. Approval of Agenda
Copies of the Agenda were made available prior to the meeting (Attachment 1). Motion by John Zech (Lincoln Park) and seconded by Roberto Scappaticci (Romulus) to approve the Agenda. Mayor Gail McLeod (Allen Park) noted the meeting year on the agenda required change from 2019 to 2020. Mr. Zech and Mr. Scappaticci supported the revision to the motion. Motion passed unanimously.

3. Approval of Minutes from December 12, 2019 Board Meeting
Copies of the meeting minutes from the December 12, 2019 Board Meeting were distributed by email prior to the meeting (Attachment 2). Motion by Dustin Lent (Southgate) and seconded by Rick Rutherford (Belleville) to approve the minutes. Motion passed unanimously other than John Zech (Lincoln Park) abstaining. Mr. Zech was not at the December 2019 meeting.

4. Election of Officers for 2020

A listing of the existing Officers was distributed prior to the meeting (Attachment 3). DUWA Attorney Andrea Hayden, of Fausone Bohn, presented the process required by the Board to nominate Officers (Attachment 4).

Chairperson Sollars (Taylor) asked for nominations for Officers. Hearing no nominations, Chairperson Sollars recommended the following slate for 2020 Officers.

• Chairperson: Mayor Gail McLeod (Allen Park)
• Vice Chairperson: Dustin Lent (Southgate)
• Secretary: Roberto Scappaticci (Romulus)
• Treasurer: Jason Couture (Taylor; DUWA existing Treasurer)

Mayor McLeod, Mr. Lent, and Mr. Scappaticci accepted their nominations. Mr. Couture was not at the meeting – this was a planned absence. Chairperson Sollars previously spoke with Mr. Couture and understands Mr. Couture would accept a nomination. Motions were made as follows:

• Motion by Rick Sollars (Taylor) and supported by Dustin Lent (Southgate) to elect Mayor McLeod (Allen Park) as DUWA’s Chair. Motion passed unanimously.
• Motion by Rick Sollars (Taylor) and supported by John Zech (Lincoln Park) to elect Dustin Lent (Southgate) as DUWA’s Vice Chair. Motion passed unanimously.
• Motion by Rick Sollars (Taylor) and supported by Dustin Lent (Southgate) to elect Roberto Scappaticci (Romulus) for DUWA’s Secretary. Motion passed unanimously.
• Motion by Rick Sollars (Taylor) and supported by Rick Rutherford (Belleville) to re-elect Jason Couture (Taylor) as DUWA’s Treasurer. Motion passed unanimously.

Mayor McLeod (Allen Park) thanked Mayor Sollars (Taylor) for his time as DUWA’s Chair and seeing the system through the transition from Wayne County, and the many great things it continues to accomplish.

The election of the 2020 Officers went into effect immediately. Chairperson McLeod facilitated the remainder of the meeting.  

5. Legal Update

Attorney Hayden provided the Legal Update. The following items were highlighted:

• DUWA and SWRDDD continue to work on revisions to the SWRDDD Agreement.
• DUWA is working with Wayne County on their request for extension of the Shared Service Agreement for continued electrical power and physical access to the SCADA system.
• Fausone Bohn has reviewed and provided edits to Veolia O&M Agreement Amendments as they come up.

6. System Manager Update
System Manager Vyto Kaunelis, of OHM Advisors, provided a verbal summary of activities since the last meeting. A written summary was in the pre-meeting Board packet for the System Manager Report (Attachment 5), as well as a summary on biosolids efforts (Attachment 6).

a. System Manager Report

System Manager Kaunelis noted the following highlights from the System Manager Report:

• The Local Limits within the Sewer Use Ordinance are being revised per EGLE’s approval and having completed a public notice period. No comments were received during the public notice period.
• An Industrial User, Riverview Land Preserve (RLP), had a recent sample present with PCBs. Follow-up with RLP is underway for their remedial action plan. RLP stopped discharging once the event was discovered.
• Design & Construction Projects
  • DUWA awaits SCADA comments from Wayne County for their SWRDDD system needs. SWRDDD has assured DUWA that they are working on comments and promised them in the short term.
  • Alkali Sewer Rehabilitation: A draft design was provided by HRC for OHM’s review. OHM provided comments, and HRC is working on revision. The bid package cannot go out until agreement with SWRDDD is set for acceptance of the dry weather bypass.
• Collection System Issues
  • Van Buren East Huron River Drive project: DUWA is following up with Wayne County on this known project, so DUWA can be included in project reviews to coordinate on protection of DUWA-owned assets.
  • The contract with Veolia for MissDig services was executed.
• Ecorse & US Steel: At the last meeting, it was reported that US Steel had identified a large water main leak, which negated the need for an industrial wastewater exemption by DUWA. It was clarified at the January meeting that US Steel takes in river water and also discharges flows to the river. US Steel recognizes consumptive use of river water. Purchased city water is not expected to have sizable consumptive use at US Steel. The lack of consumption of city water is the reason a wastewater exemption was not proceeded on. Further, it is now understood US Steel will idle their manufacturing in the near future. This will impact Ecorse’s water usage going forward.
• Costs have been incurred by Veolia, on behalf of the system, for PFAS analysis. A request for reimbursement will be provided to the Board in February.
• A small group is working on consistency for non-residential user fees.
• The escrow reconciliation from Wayne County is now complete.

 The most recent rain event caused DWTF to go into a bypass event. Veolia did a great job of communicating the flows observed at DWTF to the communities via BaseCamp. It is understood no extensive backups were recognized, however, there were limited pockets, but nothing in the magnitude of the May 1, 2019 event. The current NPDES permit allows for blending with a future goal of no more than 4-6 events per year. Two bypass events occurred last year due to wet weather, and last year was a wetter year. Improvements are being planned for the DWTF to minimize future blending events. Veolia has had a major focus on operating the plant in a way, with the existing infrastructure, that minimizes the events.

b. Biosolids Update

 System Manager Kaunelis noted the following highlights related to the pending biosolids project:

• Dryer Manufacturer: Received four proposals. Two of the proposals stood out to the Selection Committee. The Committee proceeded with interviews with the manufacturers. Further information was requested by each manufacture to help with DUWA’s financial analysis. Both manufacturers provide good equipment, and thus, it is now more a financial decision. The Selection Committee is in the process of finalizing their decision. A formal recommendation is expected for February.
• Design-Build Entities: Received three proposals. The Selection Committee is in the process of scheduling interviews with all three for January 21 and 22. There was a large spread in cost for the bidders. The interviews will be important to clearly understanding each bidder’s offerings, and make sure they are consistent with DUWA’s desires.
• There is a request later in the agenda for WIFIA Loan assistance by PFM and Dykema.
• The Schedule for the project is expected to include a recommendation for award in February for the Manufacturer and DBE, with requests for authorization in March.
• System Manager Kaunelis thanked the community members for their involvement in the selection process. The process seemed to work well.

c. (As Executed) Veolia O&M Agreement, Amendment No 4 – Annual MissDig

Executed Amendment No 4, for Miss Dig services by Veolia, was provided in the pre-meeting packet (Attachment 7) for the Board’s reference. No action was required.

7. Requests for Authorizations

System Manager Lambrina Tercala, of OHM Advisors, provided the following requests to the Board. 

a. Veolia O&M Agreement, Amendment No 5 – Reconcile Calculation Errors

The intent of Amendment No 5 is to correct a calculation error in Amendment No 3 (Contract Realignment to CY yearend timing) and Consumer Price Indices (CPI) per Appendix J and J-1 of the original Agreement. Proposed Amendment No 5 was provided in the pre-meeting packet (Attachment 8). The main items the Amendment addressed included the following:

•  Amendment No 3 Realignment: The calculation error was associated with the amount due by DUWA for the period from Sept 28 through Dec 31, 2019. The previous calculation was based on a daily cost multiplied by the number of days. Since invoicing is done on a 12-month installment, the calculation resulted in a higher total at the end of year than required. DUWA has been billed for this period, and the billed amounts are in alignment with the corrected calculations (per Amendment No 5 calculations).
•  Appendix J and J-1 Error: The CPI for the Michigan region are reported on a every other month basis. The original Agreement’s Appendix J and J-1 includes reference to the starting month of September, which is an ‘off’ month for the published CPI. The corrected date/month is now August.

Motion by Roberto Scappaticci (Romulus) and supported by Greg Mayhew (Wyandotte) to authorize the Chair or Vice Chair to execute Amendment No 5 to Veolia’s O&M Agreement upon final agreement of terms by General Counsel. Motion passed unanimously.

b. Veolia O&M Agreement, Amendment No 6 – Vehicle Transfer

In the current contract between DUWA and Veolia, 14 existing vehicles obtained from Wayne County were provided for Veolia’s use.  It was recognized at that time that the actual fleet needs would be developed during the initial stages of implementation and that alternative approaches for addressing the vehicles would be evaluated. Two alternatives were provided to the Board for consideration for fleet vehicle management moving forward. The alternatives were outlined in a memo provided in the pre-meeting packet (Attachment 9).

•  Alternative 1 consists of transferring the existing vehicles to Veolia and having them take over responsibility for vehicle replacements going forward. This is the alternative that was presented at the December Board meeting. 
•  Alternative 2 is for continuation of DUWA owning the vehicles and periodically providing appropriate replacements.

In comparing the alternatives, it was noted the insurance requirements make Alternative 2 significantly more expensive than Alternative 1. The Board discussed the Alternatives. Subsequent to the discussion, Rick Rutherford (Belleville) requested additional detail on the type of fleet vehicles that would be transferred, their age, and their Kelly Blue Book pricing. System Manager Tercala responded that she will share that with the Board subsequent to the meeting. The Board expressed interest in having this information ahead of making a motion to better understand the fleet value that would be transferred to Veolia. System Manager Tercala noted the vehicle renewal tags will be due in February 2020. The Board expressed the desire avoid renewal of the tags if the vehicles would be transferred to Veolia. After additional discussion, the Board made a motion.

Motion by Rick Rutherford (Belleville) and supported by Jim Taylor (Van Buren Township) to approve turnover of the existing fleet vehicles to Veolia effective February 1, 2020 and authorize the Chair or Vice Chair to execute Attachment 6 to Veolia’s O&M Agreement upon final agreement of terms by General Counsel. Additional discussion proceeded, including a request for Veolia to provide annual accounting of vehicle renewals to DUWA. The accounting would allow the Board to observe Veolia’s continued investment in the fleet over the term of their contract. Mr. Rutherford and Mr. Taylor supported the amendment to the motion. Motion passed with all in favor other than Roberto Scappaticci (Romulus). Fausone Bohn will work with Veolia on the final terms of the Amendment prior to authorization of the Amendment by the Chair or Vice Chair.

c. WIFIA Loan Assistance by PFM (DUWA’s Financial Advisor)

A proposal was provided in the pre-meeting packet (Attachment 10) for PFM to continue their engagement with DUWA as the Authority’s Financial Advisor. As part of the proposed effort, PFM would assist DUWA with the WIFIA Loan application and closing process. PFM has worked with other clients in securing WIFIA loans, and will bring this knowledge to the team as DUWA’s WIFIA application is the first in Michigan. The proposed fee is $75,000.

Motion by Doug Drysdale (Riverview) and supported by John Zech (Southgate) to approve PFM for a fee of $75,000 for WIFIA loan application assistance. A roll call vote was taken. The motion passed unanimously with all those in attendance, which included 8.791% of DUWA’s weighted vote.

d. WIFIA Loan Assistance by Dykema (DUWA’s Bond Counsel)

A proposal was provided in the pre-meeting packet (Attachment 11) for Dykema to continue their engagement with DUWA as the Authority’s Bond Counsel. As part of the proposed effort, Dykema would assist DUWA with the WIFIA Loan transaction process. Dykema has worked most recently with DUWA to secure funds for transition of the system, and is very well aware of DUWA’s Master Bond Ordnance which will be used as part of the transaction process. The proposed fee is expected to not exceed $30k.

Motion by Doug Drysdale (Riverview) and supported by Jim Taylor (Van Buren Township) to approve Dykema for a not-to-exceed fee of $30,000 for WIFIA loan application assistance. A roll call vote was taken. The motion passed unanimously with all those in attendance, which included 87.91% of DUWA’s weighted vote.

8. Contract Operator Update

Kelly Irving, Veolia’s Program Manager, and Jason Tapp, Veolia’s Assistant Project Manager, provided the Contract Operator update.

a. Staff Spotlight: Travis Tuma, Operation Supervisor

Veolia’s Operation Supervisor, Travis Tuma, greeted the Board. Mr. Tuma is a former Wayne County employee, who worked at the plant for 6 years, left to work at another facility for 1 year, and then came back to DWTF. Mr. Tuma is excited to work with Veolia and DUWA. Jason Tapp (Veolia Assistant Project Manager) congratulated Mr. Tuma for recently passing an operator’s license exam. Mr. Tuma now has three certifications, and is able to operate any WWTP.

b. November 2019 MOR

A November 2019 Monthly Operating Report (MOR) was provided in the Board’s pre-meeting packet (Attachment 12). Highlights from the summary and other updates included the following:

The DWTF is running well and in compliance.

• The airport is discharging glycol to the DWTF. The loading dropped off due to warmer weather, but is now increasing flows again. With the new phosphorus limits, Veolia wants to be extra prepared to handle the flows to achieve permit limits. The team is using chemicals to assist with achieving phos permit limits.
• The Warehouse team continues to transfer parts from the leased stock room space to the DWTF.
• The Collection team recently completed dye testing of flow meters. The results will be provided in future Flow Metering reports.

Program Manager Irving commented on the most recent rain event and provided an account of flows achieved by the DWTF at various dates and times.

Assistant Project Manager Tapp provided an update on maintenance activities, including:

• Rehabilitation of primary and secondary clarifiers.
• Replacement of magnetic flow meters for six influent pumps. This was a large job, as each meter weights ~1000 lb. It was also noted that integrity of the existing pipe looks good.
• Oxygen and LEL sensors arrived at the DWTF. The staff is currently installing the meters, and will commission in the coming weeks.

Veolia made note that one laborer position remains open.

9. Treasurer’s Report
Treasurer Jason Couture (Taylor) provided the Treasurer’s Report.

As previously mentioned, Treasurer Jason Couture (Taylor) was not at the meeting. As such, Doug Drysdale (Riverview; DUWA Accountant via DNS Financial Services) provided the Treasurer’s Report.

a. 2020 Financial Calendar

The proposed meeting calendar was provided in the pre-meeting packet (Attachment 13). Accountant Drysdale presented the financial calendar and noted the meeting times for the Financial Committees. There were no comments or questions to the calendar.

b. Pending Invoices

Accountant Drysdale presented the invoice register for a request for payment. The invoice register was provided in the pre-meeting packet (Attachment 14). The invoice register included 29 invoices with 28 invoices due for a total of $1,567,445.03. Motion by Dustin Lent (Southgate) and supported by Roberto Scappaticci (Romulus) to pay the invoices. Motion passed unanimously.

10. Public Comment

There was no public comment.

11. Other Business

There were no items brought forth for consideration as “Other Business” items.

12. Next Meeting Date: Thursday, February 13, 2020 (9:00 AM; Taylor City Hall)

Chairperson McLeod (Allen Park) reminded the Board that the next meeting would be the Board Meeting on Thursday, February 13, 2020 (9:00 a.m. Taylor City Hall).

13. Adjournment

There being no other business, Chairperson McLeod (Allen Park) announced that a motion to adjourn would be in order. Motion by Jim Taylor (Van Buren Township) and supported by Dustin Lent (Southgate) to adjourn the meeting. Motion passed unanimously at 10:19 AM. 

Meeting Minutes Prepared by:
Lambrina Tercala, OHM Advisors, DUWA System Manager

Attachments

1. Meeting Agenda
2. December 12, 2019 DUWA Board Meeting Minutes
3. Existing Slate of Board Officers
4. Process to Nominate New Board Officers (by Fausone Bohn)
5. System Manager Report for December 2019 Board Meeting (by OHM Advisors)
6. Biosolids Project Update (by OHM Advisors)
7. Executed Amendment No 4 to Veolia O&M Contract, Miss Dig Services
8. Request to Approve Amendment No 5 to Veolia O&M Contract, Reconcile Calculations
9. Request to Approve Amendment No 6 to Veolia O&M Contract, Vehicle Transfer
10. Request to Approve PFM for WIFIA Loan Assistance
11. Request to Approve Dykema for WIFIA Loan Assistance
12. Monthly Operating Report for November 2019 (by Veolia)
13. Proposed 2020 Financial Calendar (by Plante Moran)
14. Invoice Register, dated January 10, 2020 (by DNS Financial Services)