CHADDS FORD TOWNSHIP SEWER AUTHORITY
MINUTES
July 17, 2007
The 213th meeting of the Chadds Ford Township Sewer Authority was held on this date in the Chadds Ford Township building.
Present: Chairman Vincent Del Rossi, Secretary Marc Altman, Treasurer Keith C. Klaver.
Absent: Anthony J. Cutrona, Paul Koch
Also in attendance were J. Michael Sheridan, Esquire, Solicitor; John E. Spitko, Jr., PE, Authority Engineer; and Joseph DiMatteo, Delcora Remote Systems Foreman.
Chairman Del Rossi called the meeting to order at 7:05 p.m.
MINUTES:
Mr. Klaver requested a clarification statement be added to the minutes of the June 19, 2007 meeting. The following clarification was added to paragraph 1, line 4, at the top of page 3: “two interest rates representing those rates actually incurred by the Sewer Authority with financial institutions…”
Item 3, Page 4, Treasurer’s Report: changed from non-operating income of $350,00.00 to non-operating income of $350,000.00.
Item 3, Page 4, Treasurer’s Report: changed from operating loss of $6300.00 to operating loss to $6700.00.
Item 3, Page 4, Treasurer’s Report changed from $300.00 of an unrecorded to $3000.00 of an unrecorded.
Mr. Klaver recommended not including the full street address for property owners who may be in arrears to the Sewer Authority in the minutes. The Board agreed to include account numbers in the minutes in the future.
The minutes were approved as amended on a motion duly made and seconded (Klaver/Altman).
DELCORA REPORT:
Mr. DiMatteo reviewed his written report.
1. Considerably lower daily flows of 37,669 gallons average. The lower flows are partially attributable to dry weather, but also to the I&I improvements made by the Authority and to the identification of two septic systems with flows infiltrating the collection system. Even during periods of high rainfall, Mr. DiMatteo noticed lower flows at the Ridings plant.
2. Two violations all related to total suspended solids were reported to the DEP for the month of June. The fewer violations are attributable to lower flows and to the use of aluminum sulfate to help with solids issues. The sulfate also is positively affecting phosphorus, which is under the 2 mg per liter of phosphorus.
3. Fewer solids are being wasted; the aluminum sulfate is compacting the solids tighter.
4. The “pilot” use of aluminum sulfate will continue into the early winter, when the process of using the aluminum sulfate will be revisited. The DEP is aware of the use of the aluminum sulfate and the positive effect is having on the concentration of solids and decrease in phosphorus.
5. Mr. DiMatteo reported that another high-pressure, air lance system has been hooked up so that the efficiency of the sand filter can be improved. Moving the solids out of the final tank and using the air lance system has improved TSS measurement. However, that process is not a sustainable, long-term solution.
6. The two times per week composite sampling requested by the DEP ended June 30. Mr. DiMatteo reported no discernible difference in readings based on the two times per week sampling protocol.
7. Mr. DiMatteo noted that recently upon the start of a batch there is a short initial discharge in the first 10 seconds. Delcora is working with JetTech to determine the cause and will continue investigating.
ENGINEER’S REPORT:
Mr. Spitko reviewed the proposal from Siemens for the tertiary effluent treatment filter [also see Solicitor’s Report and Old Business 3 below]. Mr. Spitko did not see the bidding documents. He cited three primary points for the Board’s consideration.
1. The manufacturer provided no statement or warranty in writing that the filter could be used successfully under the intermittent operation with a sequencing batch reactor (SBR). Since there are no comparable units operating in the United States, the Board should determine where the units are operating internationally.
2. The manufacturer should provide a two to three year warranty and performance bond because the unit may be the first in the United States and is going to be pre-purchased. Mr. Spitko stated that the warranty provided by the manufacturer with the bid is not truly a performance warranty. It covers only materials and workmanship.
SOLICITOR’S REPORT:
1. Mr. Sheridan reviewed the Siemens proposal as well [also see Engineer’s Report above and Old Business 3 below]. He said that some items in the Siemens standard terms of sale submitted with the contract differ from some of the requirements of the bid proposal contract. Primarily, the standard terms of sale limit Siemens overall liability for the product, its performance, and any related liability.
2. Mr. Sheridan reported that PennVest was not able to consider the Authority’s funding request due to their funding limitations. The application is expected to be considered at the October 23 PennVest meeting. Approval at that meeting would still allow enough time to use any appropriated funds for the Turners Mill project.
3. WD0024 is refinancing their property. The terms for repayment were sent to the title company. When the debt to the CFTSA is paid, the lien will be removed from the property.
4. The Painters Crossing loan agreement is nearly complete. Mr. Sheridan has provided Painters Crossing’s attorney with a list of documents required as a precondition for the loan agreement. Once the documents and executed agreements with their authorized representatives’ signatures are provided, the loan agreement will be forwarded to the Authority. The loan closed July 2, 2007.
5. Mr. Sheridan reported that Dominic Pileggi requested the release of the letter of credit for Parkside Associates. On a motion by Mr. DelRossi and seconded by Mr. Altman, the Board agreed to do so.
6. Mr. Sheridan reported that he received a request from the attorney representing the Southpoint Condominium Association regarding the calculation of their individual tapping fees. The Board agreed to re-direct the matter to the Township Engineer.
TREASURER’S REPORT:
Mr. Klaver reviewed the provided reports.
1. The P&L statement for January through June 2007 shows a net income of $331,500.00. The net income is comprised of non-operating income of $350,000.00, which leaves an operating loss of $18,500.00. In addition there are unrecorded invoices from Delcora of about $4500.00 for the July services, resulting in an operating loss of around $23,000.00. A key to meeting the budget from an operating loss standpoint will be what costs are incurred for Delcora to complete the I&I project.
2. The audited financial statements for 2006 were issued.
3. Bills – Included for approval are ACH payments of $2144.63; bill payments of $20,954.83, debit card payments of $75.68, QB merchant service of $49.29 and payroll liabilities of $951.23. Following further discussion, the treasurer’s report and payments were unanimously approved on a motion made and seconded (Altman/Klaver).
OLD BUSINESS:
1. Representatives of Brandywine Summit Partners II met with the Board to discuss again the calculation of EDUs for the proposed 66,000 square foot office condominium park. Michael Lyons, Esq., explained that BSPII’s understanding was that if the proposed development was one large building owned by one owner, EDUs would be calculated based on gallons per day. If each 1200 square foot unit needs an EDU, then the project becomes less viable.
Mr. Del Rossi stated that it previously had been discussed with BSPII that if each unit has its own water meter and folio number each number would require its own EDU. Mr. Lyons said that those rules of one EDU per unit essentially prohibit the construction of a condominium office park because the costs associated with the sewer are much higher than for a construction of one large building. He noted that the group wants to develop the property as approved in the condo-style buildings rather than one large building due to aesthetic considerations.
Mr. Klaver said that the Longwood Summit Extension provided for 22 EDUs for the BSPII development and that is how that tapping fee was calculated. When those EDUs are ready to be used, the CFTSA is looking for payment for the collection portion of the tapping fee; the predecessor developer already paid the capacity portion of the tapping fee. If the 22 EDUs are not used, there may be a market for those EDUs. Mr. Klaver stated that Township precedent is that non-residential or commercial construction is charged on a fee simple basis: if there are 22 separate condos, there are 22 EDUs because there are no fractional EDUs and the EDUs are based on ownership, not water usage. The Board has followed the practice of not having fractional EDUs. When there was usage that would have supported 1 1/4 EDUs, the EDU was rounded up to 2.
Mr. Del Rossi confirmed that if the building was redesigned for smaller condo units, BSPII may not have enough EDUs for the units. Mr. Klaver noted that he did not believe the CFTSA could grant approval for access for any additional EDUs to the Ridings plant due to the concerns the DEP has at this time.
Mr. Altman noted that the question of the EDUs is separate and distinct from the actual flows being generated. Splitting the units into smaller units using greater than 22 EDUs may still generate more flow than Ridings can accommodate. Based on past history and Township ordinances and resolutions, Mr. Altman reiterated that the CFTSA has operated on the premise that each unit required an EDU without looking at the actual flows coming from each unit.
Mr. Klaver further noted that if Mr. Lyons and the group have a proposal or suggestion to put forth regarding the issue of EDUs versus flows the Board would consider it.
2. Anthony Vervey Esq., representing Ridge Associates/Capano, asked for an update on the status of the planning modules. Mr. Del Rossi responded that, at the direction of Township Solicitor Hugh Donahue, he sent the planning modules to Yerkes Associates for comment on what impact the flows from the project would have on the Ridings plant at present and what impact the flows would have if the sand filter is replaced.
Ridge Associates/Capano is requesting the CFTSA send a letter along with the planning module to the DEP. Mr. Del Rossi reviewed the process for the submission of planning modules. He said that the Township has not signed off on the planning modules because of concerns with the impact on the Ridings plant. Ridge Associates/Capano wants to send the planning modules to the DEP without the Township approval but with a letter from the CFTSA. The Township will provide direction to the CFTSA on whether to send the letter after it shares Yerkes Associates’ comments with the Township. Both Mr. Del Rossi and Mr. Klaver expressed doubt that the DEP would permit the proposed Ridge Associates/Capano flows to be directed to the Ridings Plant.
3. David Linehan of Yerkes Associates participated in the meeting via telephone. The Board reviewed the bid process for the tertiary effluent treatment filter with Mr. Linehan. John Spitko, CFTSA Engineer of Spotts Stevens and McCoy, pointed out to Mr. Linehan that there is no mention of the how the disc filter would function with an intermittent feed from an SBR. Mr. Linehan said that the intent of the bid proposal was that the filter could handle intermittent flows. He was unaware that the filter would be the first installed in the United States. Mr. Spitko said that in previous discussions with a representative of Siemens there was mention of an extended warranty and a performance bond. SSM believes that in the case of a pre-purchase agreement such as this one, a performance bond or letter of credit should be required.
The Board discussed that several of the Siemens standard terms of sale attached to the contract differ from the contract, specifically warranty, liability, payment for taxes and shipping, Mr. Linehan said that if Siemens standard terms are different than what is in the contract and bid proposal, generally what is specific into the contract is what is required, not the Siemens standard terms of sale. Mr. Sheridan further noted that it could be argued that the standard terms of sale attached to the bid proposal and contract could be interpreted to be binding. Mr. Linehan looked only at Siemens bid proposal; anything else attached to the bid proposal he interpreted as information only. Mr. Sheridan said that arguably there is no reason for the standard terms of sale to be attached unless it was intended to be effective. If the bid is to be accepted, it must be accepted based on the contract that was prepared and exclusive of the standard terms of sale that is attached to the bid proposal, Mr. Sheridan said; he believes that Siemens has inserted material terms inconsistent with the specifications prepared. He noted that it needs to be determined whether the attachments to the contract are for information only. If they are not, they must be excluded.
The Board discussed what options are available to address the contract concerns with Siemens since there is a time factor involved. Mr. Spitko and Mr. Sheridan are to provide Mr. Linehan with a summary of their concerns. The five major concerns are: a full performance bond for the disc filter when it is used with the intermittent discharge of an SBR; an extended warranty; indemnification; seller’s sole discretion to determine whether a repair was covered under warranty; and deletion of the standard terms of sale attached to the contract.
Mr. Altman summarized that the standard terms of sale attached is very “Siemens oriented” and are not those the Board is willing to accept as written. From a legal perspective, Mr. Sheridan said the Board must be careful not to make significant changes or the bid process is compromised. Mr. Klaver asked Mr. Sheridan if the Board can ask Siemens to expand upon and clarify the warranty and indemnification language so that the Board is clear on its intended meaning without violating the bid process. Mr. Sheridan agreed that legally he believed that would be supportable.
Mr. Del Rossi noted that if the Board does not approve the contract tonight, the DEP will enforce the consent order. Jesse Goldberg of the DEP verbally agreed to delay the consent order by 60 days to give the Board an opportunity to take steps to rectify the problems at the plant. If the disc filter is ordered, the Authority will be in compliance. Mr. Goldberg also agreed to waive the Part II permit if the Authority is making progress to solving the issues at the Ridings Plant.
On a motion from Mr. Del Rossi and seconded by Mr. Altman, the Board approved the following motion: to accept the bid proposal of Siemens Water Technologies Corporation as submitted on July 12, 2007, conditioned upon Siemens’ 1) excluding all documents attached that were not part of the original bid, contract, and specifications documents; 2) providing as part of the warranty a performance bond or its equivalent to support the filter’s performing pursuant to specifications, including intermittent treatment of sequencing batch reactor (SBR) intermittent discharge; 3) clarifying the language in the warranty to warrant the successful treatment of intermittent flow discharged from an SBR; 4) clarifying in the contract the Siemens’ indemnification provision, as satisfactory to the Board Chairman and legal counsel.
In response to an inquiry, Mr. Sheridan and Mr. Linehan indicated that the bid process met the requirements of the Pennsylvania Municipal Authorities Act.
Mr. Klaver requested the Board ask Yerkes and Delcora for an estimate of the total costs for the installation of the filter, including construction, disposal of the old filter, etc. Mr. DiMatteo noted that the current sand filter can continue to be used until the new filter is ready to run.
4. The letters for the informational meetings have been sent to all Chadds Ford residents whose properties will be connected to the Turners Mill plant.
5. Mr. Klaver reported that the Township received the $25,000.00 Safe Water grant. It will be applied to the Turners Mill project.
6. Mr. Del Rossi reported that the Board of Supervisors did not consider at its July meeting the sewer ordinance that the Sewer Authority Board discussed at its May meeting.
NEW BUSINESS:
1. Karen Grim of 3 Upper Bank Drive addressed the Board about problems at her home with water runoff, erosion, and sinkage since the sewer lines have been installed. She is concerned about severe icing in the winter. Mr. Del Rossi assured her that an inspection walkthrough will be held in 60 to 90 days with a Wexcon supervisor. He referred her to the Township engineer because the Township is overseeing the Turners Mill project.
2. Mr. Del Rossi noted that RR0190 has not yet paid $216.14 for the 100-foot cable that was needed to connect his grinder pump during the RREII project. The standard cable provided was 50 feet. Mr. Del Rossi moved and Mr. Altman seconded that the Board waive the fee solely in this instance, solely for this 100-foot cable and that the Board is not setting precedent with the waiver of this charge. Motion carried.
PUBLIC COMMENT:
None
ADJOURNMENT
The meeting was adjourned at 9:30 p.m. (Del Rossi/Altman)
Respectfully submitted,
Mary J. Walter, asst. secretary/asst. treasurer