WANAQUE VALLEY REGIONAL SEWERAGE AUTHORITY

WANAQUE VALLEY
REGIONAL SEWERAGE AUTHORITY MEETING

MINUTES

May 27, 2009

Regular Meeting

The WANAQUE VALLEY REGIONAL SEWERAGE AUTHORITY conducted a Regular Meeting, which commenced 6:14 p.m., in the Wanaque Valley Regional Sewerage Authority Administration Building, Wanaque, New Jersey with Chairman, Frank Covelli presiding.

ANNOUNCEMENT

Mrs. Maas, Recording Secretary read the following announcement:

This is the Regular Meeting of the Wanaque Valley Regional Sewerage Authority. In accordance with the Open Public Meeting Law, notices of the meeting were furnished to the respective Municipal Clerks of Ringwood, Wanaque and West Milford together with a request that an additional copy of the Notice be placed in each Municipal Building. Notices were also sent to the following newspapers: the Herald News, the Trends and the Record. A copy of the Notice will be filed with the minutes of this meeting.

SALUTE TO THE FLAG

The Chairman led the Salute to the Flag.

The Chairman stated for the record that that he would like to apologize for this meeting starting late this evening. He stated that there were some last-minute things that came up that we wanted to include on tonight's agenda.

ROLL CALL

Commissioners present: Harry Clark, Robert Hadley, Robert Moshman and Frank Covelli

Commissioners absent: Andrew Bolduc and Patrick Murray

Also present: Richard Miller, Esq., Williams, Caliri, Miller and Otley

Charles Ferraioli, Jr., Ferraioli Wielkotz, Cerullo & Cuva

James Kelly, P. E., Boswell Engineering

Gregory White, Facilities Manager

Margaret Maas, Recording Secretary

CORRESPONDENCE

The Chairman stated that everyone has in their folder a copy of the Correspondence List for the period of 04-17-09 thru 5-20-09. He asked if anyone had any corrections, comments or questions regarding this list. Upon receiving no response, he stated that the Correspondence List would be placed on file.

MINUTES

REGULAR MEETING MINUTES 04-22-09

MOTION Moved by Robert Hadley, 2nd by Harry Clark to adopt the resolution accepting the April 22, 2009 Regular Meeting Minutes.

The Chairman asked for all those in favor to signify so by saying Aye.

Commissioners Clark, Hadley, Moshman and Covelli all stated Aye

Commissioners Bolduc and Murray were absent.

MOTION CARRIED

CLOSED SESSION MINUTES 03-25-09

MOTION

Moved by Robert Hadley, 2nd by Harry Clark to adopt the resolution accepting the March 25, 2009 Closed Session Minutes. It was stated that due to the nature of these minutes, they will not be released to the public until the reason for the Closed Session has been concluded

The Chairman asked for all those in favor to signify so by saying Aye.

Commissioners Clark, Hadley, Moshman and Covelli all stated Aye

Commissioners Bolduc and Murray were absent.

MOTION CARRIED

CLOSED SESSION MINUTES 04-22-09

MOTION

Moved by Robert Hadley, 2nd by Harry Clark to adopt the resolution accepting the April 22, 2009 Closed Session Minutes. It was stated that due to the nature of these minutes, they will not be released to the public until the reason for the Closed Session has been concluded.

The Chairman asked for all those in favor to signify so by saying Aye.

Commissioners Clark, Hadley, Moshman and Covelli all stated Aye

Commissioners Bolduc and Murray were absent.

MOTION CARRIED

CONSENT AGENDA

Chairman stated that he would like to add Resolution #35-09 to the Consent Agenda. He stated that he would give further explanation and information during Mr. White's report. The Chairman stated that this resolution would authorize us becoming a member of the Sustainable Energy Joint Meeting. Mr. Miller suggested that Resolution # 32-09

be removed from the Consent Agenda and that it be addressed as a separate resolution. The Chairman stated that that resolution will be removed and that it will be addressed during Mr. Miller's Legal Report. The Chairman asked if there are any additions, deletions or comments on the balance of the Consent Agenda. Upon hearing none, He stated that he is going to take the reports out of order this evening, as Mr. Ferraioli has another meeting to attend this evening and he is going to ask him to report first.

REPORTS

Accounting

Federal Stimulus Bill

Mr. Ferraioli distributed copies of a two-page document from the New Jersey Environmental Infrastructure Trust Fund - Fund Programs Financing (NJEIF)

to all the Commissioners. Mr. Ferraioli stated that this is amortization run of the Stimulus money that we are looking to fund. Mr. Ferraioli stated that the documents portray that this is all based upon the assumption that we will receive a Grant of certain dollars and the balance of money that was not forgivable we would borrow 75% of that balance at 0% interest and 25% at market state interest value. Mr. Ferraioli stated our currently planned upgrade, according to N.J.D.E.P., is $2,999,000.00. Mr. Ferraioli pointed out to that this document also shows there is a 2% DEP state fee on these funds, which amounts to $59,800.00. He stated that every grant, every loan that comes through the Infrastructure Trust, DEP takes 2% off the top. Mr. Ferraioli also explained that he has capitalized the Interest of $27,615.57, which gives us time to complete the project before the Debt Service kicks in. He stated that this also puts the debt service payments into our 2011 Budget instead of 2010.

Mr. Ferraioli stated that we have not moved on this yet, as the applications for the Financial Addendum are due in Trenton by Friday – ours has already been submitted.

Mr. Ferraioli stated that the Commissioners at any point have the option of walking away if we do not receive a forgiveness grant or for any other reason

Mr. Ferraioli then went over the amortization figures and what it would cost if we were to borrow the total amount. He stated that he does not believe that we will have to borrow all of the $2,990,000.00 as he believes that we will be funded.

Mr. Ferraioli stated that if we do not get funded and need to borrow the funds it could mean an increase in the 2010 budget of $185,000.00 and then it would be a no go.

REPORTS

Accounting

Federal Stimulus Bill Cont.

There was discussion on some of the ways the Authority could possibly save some money by implementing some of the planned projects immediately.

Mr. Ferraioli stated that at some point in time the Commissioners must decide if we should move forward, if we do not get any funding from the state. He stated that he did not need an answer tonight, but we will need it soon. There was further discussion.

Mr. Ferraioli asked if there were any questions. Upon receiving no response he stated that his report was completed.

Mr. Ferraioli stated that he would like the Commissioners to be advised that the professional staff, including those present and the Bond Counsel, have been working very hard on this project and on getting this funding in place and will continue to do so.

The Chairman thanked Mr. Ferraioli for his report an excused him for the evening.

Facilities Manager

Noise & Odor Control Report – Update

Mr. White stated that everyone should have a copy of the Noise and Odor Control Report in their folders. Mr. White reported that all the odor control units are operating very well. He stated that we have not needed the misters. Mr. White stated that to the best of his knowledge the Authority has not received any odor complaints over the past month.

PMK Energy Consultant - Effluent Reuse Report

Mr. White stated that everyone has received a copy of the Wastewater Reuse Feasibility Report, it was sent to your homes in your packages. Mr. White asked the Commissioners to review the report and it will be discussed at the next meeting. The Chairman asked if Mr. Kelly received a copy also. Mr. White said he did not but that he would see that he gets one before the end of the meeting.

WMMUA – Shared Service Agreement

Mr. White reported that there was a lot back-and-forth between Chris Erd, of Williams, Caliri, Miller & Otley, Mr. Miller and Mr. Baum, the attorney for the West Milford MUA. Mr. White stated that Chairman Covelli did not participate but did make sure everyone was talking. Mr. White stated that we finally came to a consensus on the Agreement and West Milford MUA approved the Agreement last night, however, they did not sign it last night.

Mr. Miller stated that he has signature copies with him this evening, to be signed from our end, if we agree to authorize the agreement and he stated that we would also be authorizing the Vice-Chairman, Mr. Hadley to execute the agreement on our behalf, as the Chairman has recused himself from any consideration in this matter.

REPORTS

Facilities Manager

WMMUA – Shared Service Agreement Cont.

NOTE: Chairman Covelli stated that at this time it might be appropriate to address something that occurred at the March meeting relative to this agreement. He stated that he believed that there was some back-and-forth on some minutes from the meeting that was held on March 25, 2009. The Chairman stated that he inadvertently voted on an issue relative to this contract, which he had made known early on, that he did not want to be involved. Therefore, for the record, he would like to change that vote, strike it to vote an Abstention, relative to that issue. The Chairman asked that this be noted in the Minutes. The Chairman stated that it would not change the outcome of that vote. Mr. Miller agreed that it will not be a deciding vote. Mr. White added that we will not actually change the Minutes the March meeting, we will just reflect here what you have said. The Chairman stated that he thinks there should be a notation added to the March Minutes, that there has been a change, otherwise, years from now someone reading those Minutes would not know to look two months later to reflect that a change was made.

Mr. White stated that he had a conversation this afternoon with Miss Kehr, of the MUA, and she has promised that the Chairman of the MUA will sign the Agreement within the next day or two and that she will immediately forward to me the original for Mr. Hadley to sign. Mr. White stated that we will then be in business and ready for a June 1st start. Mr. Miller said that the Agreement is very straight forward and is exactly what we had stated, there were no changes required on either side.

Ringwood Borough - James Drive Agreement

Mr. White reported that this Agreement was executed during the past month and we started working up at the facility at the beginning of May and that everything has been going extremely well. Mr. White stated than normally there is a rocky period of time during a transition, however, this was a splendid transition and we have not had one single problem, things are going well. Mr. White stated that copies, of that Agreement, are available should anyone wished to receive a signed version of it.

Personnel Report – Curt Graves

Mr. White reported that Mr. Graves recently attained his C-3 NJDEP Collection System Operator's license. Mr. White stated that as per the Personnel Policy Manual Mr. Graves is entitled to receive a$ 0.50 per hour wage increase. Mr. White stated that as per Resolution 34-09 on the Consent Agenda his hourly wage will increase from $31.16 to 31.66 per hour and that it is retroactive to May 14, 2009. Mr. White stated that he was sent a congratulatory letter. Mr. White stated that it is an honor for one to get that license.

CPR Class – June 18th

Mr. White stated that the CPR class is scheduled to be held on June 18^th and that anyone wishing to become certified is welcome to attend. Mr. White stated that letters will be sent, inviting the Wanaque Borough and the WBSA employees to attend.

REPORTS

Facilities Manager

CPR Class – June 18^th Cont.

The Chairman asked Mr. White if there was a limit to size of the Class. Mr. White stated that he believed there was a limit but that he feels we are well below that limit. The Chairman stated that West Milford MUA has asked him if we were planning on doing the CPR course this year and if so they would like to attend, if there is space. The Chairman stated that he advised them that should there be openings they would be required to pay their own way and they agreed. The Chairman stated that he felt to it would be the neighborly thing to do and as it will cost us nothing, and that he hoped the other Commissioners would agree with him.

Liquid Waste Acceptance

Mr. White stated that the Liquid Waste acceptance is going extremely well and stated that we have been very busy. Mr. White stated that it looks like the month of May will the first time that we break the $100,000.00 mark for a month. Mr. White stated that he is hoping that we will start to catch up on and recoup some of the lost revenue we experienced during this severe winter. Mr. White reported that everything is running extremely well, not only here but also with the Ringwood Board of Education Plant and Ringwood Borough Plants as well. Mr. White stated that his report was completed.

Engineering

The Chairman asked Mr. Kelly if he would explain the New Jersey Infrastructure Fund Program, as the Pompton Lakes MUA got a front page story in the Suburban Trends, but the West Milford MUA and the Wanaque Valley Regional Sewerage Authority which were also approved but were nowhere to be found. He asked Mr. Kelly to explain for the public that this Authority has not been asleep at the switch, but in fact

worked very hard to apply for the Stimulus and are on list for funding.

Mr. Kelly stated that the Chairman is correct that this Authority has worked hard and he thinks that this Authority should be commended; as was just reported by Mr. Ferraioli, you have done whatever was necessary and possible to do, in order to complete the application properly, completely and in a timely manner. Mr. Kelly stated that he would be interesting in hearing Mr. Miller’s thoughts on this matter.

Mr. Miller stated that he has never worked so hard on trying to find out what the State wanted in the application. He says it was very confusing and complex and that he believes with the help of all the professionals that this Authority has accomplished the task.

Mr. Kelly stated that this Authority was ahead of the curve by a great deal Mr. Kelly stated he had complemented Mr. Ferraioli beforehand on his submission – the package - that documents what he'd spoken about earlier this evening was so extremely comprehensive that there were no questions to be asked. Mr. Kelly stated that this Authority is on the cutting edge and that he truly expects that we will get the money.

REPORTS

Engineering

Mr. Kelly stated that the Authority just missed the cut off point of projects that are guaranteed. He stated that both he and Mr. Ferraioli agree that there is no reason not to believe that the funding will be granted. Mr. Kelly stated that there are only four projects ahead of us; they are up to #94 and we are #98. Mr. Kelly also stated that he did not believe that the project will cost the entire $2,990,000.00 as projected. Mr. Kelly explained that the DEP in an effort to be conservative, to cover contingencies for all projects came up with these amounts. Mr. Kelly stated that he believes that they want to make sure there's enough for all contingencies; change orders, bidding situations, etc. He stated we're not sure how they came up with this number, but they did.

Mr. Kelly stated that one of the items on your Consent Agenda this evening is Resolution # 33-09 – 2009 NJEIF Recommitment Certification. He stated that this resolution authorizes the submission of the necessary recommitment to the project.

Mr. Kelly stated that there have been several applicants, due to various reasons, that no longer wish to participate. Mr. Kelly stated that the DEP would like a current, as of May 2009, recommitment of your earlier, February 2009, commitment. Mr. Kelly stated that we must move as quickly as we can to be responsive and be ready to go. Mr. Kelly stated that we are optimistic that we will be reached, we're optimistic that we will receive payment around July or August and Mr. White will be able to go out to bid by October. Mr. Kelly stated that we need to be ready when they're ready.

Mr. Kelly reported that we need one additional piece of paper now from the Highlands Commission. He stated that we relocated the Receiving System to the southern portion of the plant and we are going to use the old storage tanks that have never been used. Mr. Kelly stated that in this area that we are going to put the new receiving pit

and we are going to be disturbing grass areas and for that we need the OK from the Highlands Commission. Mr. Kelly does not foresee any problem with this.

Mr. Kelly reported that everything is well along in it’s proper pace. He stated that Bond Counsel has gone overboard in making sure everything is prepared and presented properly.

Commissioner Hadley asked Mr. Kelly what was the estimated time target for completion. Mr. Kelly stated that should take about nine months to complete, but that it depends on what happens with this winter.

The Chairman commented that had it not been for the introduction of this Stimulus Fund, we would have been under way already as we did have the funding in place, but when that offer was presented to have 50% of this project paid for through federal money; we opted to wait and made our application. He stated that this Authority invested $35,000 .00 in an attempt to receive $1,500,000.00 and it appears we are on the right track.

REPORTS

Engineering

Mr. White asked the Chairman if he would like him to look into getting some newspaper coverage for this Authority. The Chairman stated that as we do not have the guaranteed funding in hand as of yet, although we are as close as we could possibly get; once we know, in writing, that we are funded - if the newspapers do not pick it up we will make sure they know about it. Mr. Kelly stated that his report was completed.

Chairman Covelli stated that for the record the PMK has our Carbon Foot Print ready and has completed our energy consumption footprint. The Chairman stated that in accordance with the Governor’s initiative of a year and a half ago we are to mark our Carbon Foot Print and he has charged all entities with reducing that Carbon Foot Print by 20%. He stated that we have been already doing some things, and before we do any more we wanted to mark that point, so that we don't complete the reduction and are then told to measure it and then want us to go another 20%. The Chairman stated that we want to be able to show that we've done what was asked.

Mr. White added that the power factor is being investigated by JCP &.L, but it needs more evaluation. Mr. White reported that we are replacing all the lights fixtures in the facility and the cost of replacing the light bulbs and the fixtures will be coming out of the project money.

Legal

West Milford MUA Sludge Disposal Agreement

Mr. Miller stated the best of his recollection we do not have a formal motion on the West Milford MUA Sludge Disposal Agreement on record.

The Chairman asked Mr. Miller to recap the Agreement for the public. Mr. Miller stated that this Agreement deals with the treatment of the West Milford MUA Sludge, which is to be trucked here and that they are going to pay us $45.00 per thousand gallons delivered. In addition we are going to get the use of their truck, with a driver, to do a grease transfer for us once a month. Mr. Miller stated that according to Mr. White the use of their truck will save us $18,000.00 over the course of the year. Mr. Miller stated that the agreement will contain all of the indemnification and insurance clauses that we had asked for. Mr. Miller stated that it is a nineteen-month contract, which will run from June 1, 2009 through December 31, 2010, which coincides with our contract with Passaic Valley Sewerage Commissioners, with respect to our current disposal rate. Mr. Miller stated that he would like a formal motion approving this agreement and authorizing Robert Hadley, Vice-Chairman to execute the same on behalf of this Authority. Mr. White reported that according to our requirements they have secured a secondary disposal site for their sludge should they not be able to bring it here for whatever reason. The Chairman stated that he wished to have it noted that this contract form is consistent with what we did for the James Drive Plant and which has become our standard format.

REPORTS

Legal Cont.

MOTION Moved by Robert Hadley, 2^nd by Robert Moshman to adopt Resolution #32-09, approving the West Milford MUA Sludge Disposal Agreement

and authorizing Robert Hadley, Vice- Chairman to execute the document on behalf of the Wanaque Valley Regional Sewerage Authority

. On Roll Call Commissioners Clark, Hadley, and Moshman all voted yes.

Commissioner Covelli abstained. Commissioners Bolduc and Murray were absent.

MOTION CARRIED

Records Request

Mr. White reported that the Authority received a subpoena for records from the law firm of Hetchka, Bachmaa & Figundo, regarding our Risk Management Consultant, Virginia Forde of McCarthy Forde, LLC. Mr. White stated that there was a thorough search of our files, and we were not able to locate what they were requesting. Mr. White stated that he notified them in writing of the same. Mr. Miller added that he also searched for these documents they were requesting and was equally unable locate any such documents.

WVRSA By-Law Amendment

Mr. Miller stated that he would like to apologize that he did not have the proposed By-Laws amendment ready. He stated that he had wanted to have it completed and be able to have it circulated for at least five business days before the meeting. He stated hopefully he will have it ready for the next meeting. Mr. Miller stated that the bulk of his time was taken up with the Engineer and the Bond Counsel and the preparation of the Stimulus Fund application.

Mr. Miller stated that his report was completed.

OLD BUSINESS

The Chairman asked there was any Old Business to be discussed this evening. Upon receiving no response he stated that he would move onto New Business.

NEW BUSINESS

The Chairman asked if there was any new business to be discussed this evening,

Sustainable Joint Meeting

The Chairman stated that the NJUA-JIF, of which we are a member and which is part of the statewide Municipal Excess Liability Fund (MEL), has taken on an initiative to form a joint meeting for the purposes of Sustainable Energy. He stated that this group will be called the Sustainable Energy Joint Meeting (SEM).

NEW BUSI NESS

Sustainable Joint Meeting (SEM) Cont.

The Chairman stated that a joint meeting is a public entity. He stated that the public entities around the state will join this SEM for the purposes of securing and acquiring electricity and natural gas . The Chairman reminded everyone that PMK had attempted to do this but was only able to get approximately one dozen other entities to join. He stated that it was decided the joint meeting effort going statewide, considering the MEL has 500 plus members state wide and that there is power in numbers, the more attractive the rates will look .