request for proposals - cascade...

Request for Proposals

Contract Operation and Maintenance of the

White River–Lake Tapps Reservoir Project

Request Issued Monday, August 1, 2011

Proposals due Monday, September 26, 2011

Cascade Water Alliance 11400 SE 8th Street Suite 440 Bellevue, WA 98004 (425) 453-0930

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White River–Lake Tapps Reservoir Project i RFP – Contract Operation and Maintenance

Table of Contents 1. Introduction .............................................................................................. 1

1.1 Background ......................................................................................................... 1 1.2 Objectives ........................................................................................................... 2 1.3 Overview of Responsibility for Services .............................................................. 3

1.3.1 Cascade’s Responsibilities ...................................................................... 4 1.3.2 Contract Operator Responsibilities .......................................................... 4

1.4 Description of Contract Phases ........................................................................... 5 1.4.1 Phase I – Transition ................................................................................. 6 1.4.2 Phase II – Performance ........................................................................... 6

1.5 Description of Project .......................................................................................... 7

2. Description of Procurement Process ......................................................... 9

2.1 Procurement Process and Schedule ................................................................... 9 2.2 Cascade Rights and Options .............................................................................10 2.3 Expense of Preparation and Submittal of Proposal ............................................10 2.4 Information Disclosure to Third Parties ..............................................................10 2.5 Mandatory Contract Operator Site Visit ..............................................................11 2.6 Proposer Questions and Clarification Requests .................................................11 2.7 Equal Opportunity Requirements/Prevailing Wage .............................................12 2.8 Order of Precedence ..........................................................................................12

3. Submittal of Proposal ............................................................................. 13

3.1 General Instructions and Submittal Deadline .....................................................13 3.2 Format and Quantities .......................................................................................13 3.3 Required Information .........................................................................................14

3.3.1 Letter of Interest .....................................................................................14 3.3.2 Performance History ...............................................................................14 3.3.3 Key Personnel ........................................................................................15 3.3.4 Project Approach ....................................................................................17 3.3.5 O&M Manual ..........................................................................................17 3.3.6 CMMS ....................................................................................................18 3.3.7 Pricing ....................................................................................................19 3.3.8 Potential CO Comments on Draft Agreement .........................................20

4. Evaluation of Proposal ............................................................................ 21

5. Notification of Results of Evaluation ....................................................... 24

White River–Lake Tapps Reservoir Project ii RFP – Contract Operation and Maintenance

List of Tables

Table 1 – White River-Lake Tapps Reservoir Project Operational Parameters Table 2 – Matrix of Project Activities and Responsibilities

List of Figures

Figure 1 – Project Location and Vicinity Map Figure 2 – Principal Project Features Figure 3 – Overall Contract Operator Transition Road Map Figure 4 – Plan of Fill Flowline Figure 5 – Profile of Fill Flowline Figure 6 – Plan of Drawdown Outlet Works Figure 7 – Profile of Drawdown Outlet Works

List of Attachments

Attachment A – Superintendent Functions Attachment B – O&M Manual Requirements Attachment C – CMMS Requirements Attachment D – Draft Agreement

White River–Lake Tapps Reservoir Project iii RFP – Contract Operation and Maintenance

Acronyms and Abbreviations

ac-ft acre-foot

Cascade Cascade Water Alliance

cfs cubic feet per second

CMMS computerized maintenance management system

CO Contract Operator

IRS Internal Revenue Service

NGVD National Geodetic Vertical Datum

O&M operation and maintenance

PLC programmable logic controller

PSE Puget Sound Energy

PST Pacific Standard Time

RFP Request for Proposals

SCADA supervisory control and data acquisition

sfd second foot day

USGS U.S. Geological Survey

White River–Lake Tapps Reservoir Project iv RFP – Contract Operation and Maintenance


White River–Lake Tapps Reservoir Project 1 RFP – Contract Operation and Maintenance

1. Introduction

1.1 Background

Cascade Water Alliance (Cascade) is a nonprofit corporation organized under the authority of the Interlocal Cooperation Act, Chapter 39.34 of the Revised Code of Washington, to provide wholesale water supply to meet the current and future water supply needs of its Members. Cascade was established on April 1, 1999, as a public body and instrumentality of its Members, which include the following:

• City of Bellevue

• City of Issaquah

• City of Kirkland

• City of Redmond

• City of Tukwila

• Covington Water District

• Sammamish Plateau Water and Sewer District

• Skyway Water and Sewer District

Cascade is governed by an eight-member Board of Directors representing each of its eight Members. All Board Members are elected officials of their respective Member organization. Day-to-day management is provided by Chuck Clarke, Cascade’s Chief Executive Officer, supported by other staff.

In 2009, Cascade purchased the White River–Lake Tapps Reservoir Project (Project) from Puget Sound Energy (PSE) along with PSE’s underlying water right claim, several applications for new water appropriations, and PSE’s hydroelectric power facilities. See Figures 1 and 2. Cascade acquired these assets from PSE to facilitate Cascade’s development and operation of Lake Tapps Reservoir for use as a regional source of municipal water supply. At this time, the exact date by which Cascade will start developing the water supply project or putting the water to beneficial use as a municipal water supply is unknown. Under the development schedule in the Water Right Permits issued by the State Department of Ecology in December 2010, Cascade must begin construction of the water supply project no later than December 31, 2040, and achieve full beneficial use by 2060.

Under the Water Right Permits, Cascade will continue to maintain lake levels to allow for recreational use of Lake Tapps Reservoir during the summer and maintenance activities in the fall, subject to maintaining specified minimum flows in the White River. The minimum flow permit conditions stem from an agreement (the White River Management Agreement) with the


Muckleshoot Indian Tribe and the Puyallup Tribe of Indians. Subject to these minimum flows, the diversion flow rates would range from a minimum of 20 cubic feet per second (cfs) (needed for operation of the fish screens and fish bypass pipeline) up to a maximum of 1,000 cfs. Table 1, White River–Lake Tapps Reservoir Project Operational Parameters, presents a summary of the critical operational flow requirements for the Project.

Both in the interim period and after completion of the Water Supply Project, Cascade intends to continue to operate much of the existing infrastructure acquired from PSE. This infrastructure will require ongoing routine maintenance activities.

Concurrent with Cascade’s acquisition of the Project, Cascade entered into an Asset Operation Agreement with PSE, whereby PSE will operate the Project for up to 5 years from the date of the Cascade acquisition, unless the Asset Operation Agreement is terminated earlier by Cascade, at which time Cascade will retain a new Contract Operator (CO) to assume operation and maintenance (O&M) responsibilities for the Project. The Project is currently operated by PSE staff working on-site, combined with PSE staff located at PSE’s corporate offices in Bellevue, Washington, and at PSE’s system-wide Operations Center in Redmond, Washington. Full separation of the Project from the physical, financial, and operational aspects of PSE’s other facilities is anticipated to be complete in the fall of 2011. Cascade anticipates having a new CO under contract by November 18, 2011, with issuance of a formal Notice to Proceed to the CO effective at midnight on January 1, 2012. Cascade anticipates that the new CO’s designated Superintendent and Assistant Superintendent will use the first 1-1/2 months of 2012 to become familiar with the Project. Cascade then anticipates an overlapping training and transition period of approximately 2 months’ duration. Cascade anticipates that the new CO will take over the sole responsibility for O&M of the Project from PSE commencing at midnight on April 15, 2012. Section 2.1 of this Request for Proposals (RFP) contains a Summary Procurement Schedule for the Project.

1.2 Objectives

In issuing this RFP, Cascade is seeking to ensure the overall efficiency of O&M of the Project by contracting with a firm having the technical and financial resources to perform the required O&M services. In this RFP, Cascade is currently seeking to contract O&M of the Project with a CO experienced in full-service O&M of water diversion, transmission (open channel and pressurized), storage, and release projects. The objectives of this potential outsourcing of O&M activities include the following:

1. Assist Cascade in developing a master facilities plan and/or strategic investment strategy for the Project.

2. Use a performance partnership between Cascade and the CO to improve and make more efficient existing processes and systems by building a long-term relationship.


3. Seek pricing model incentives for same or higher quality of O&M of the Project at lower cost.

4. Coordinate with PSE for the cost-effective transition to a new long-term project operator and termination of the existing operating agreement with PSE.

5. Seek appropriate levels of Cascade and CO involvement in planning and oversight while minimizing Cascade’s day-to-day responsibility for O&M.

6. Foster the long-term optimization of the water resource and risk management.

7. Comply with all laws, regulations, and agreements.

1.3 Overview of Responsibility for Services

Cascade is issuing this RFP to solicit responses from potential COs for providing full-service O&M of the Project. This RFP, issued in accordance with the provisions of the laws of the State of Washington, invites interested potential COs to submit their Proposals to Cascade regarding the intended scope of services. Cascade envisions the selected CO providing services to Cascade in two distinct phases. Phase I, Transition Phase, would last for no more than 12 months and would be performed on a time-and-materials basis at rates tendered by the potential CO in its Proposal and negotiated and agreed to in the initial contract execution. To the extent allowed by the Internal Revenue Service (IRS) rules applicable to Qualified Management Contracts1, Phase II, Performance Phase, would have an initial 5-year term, with two optional 5-year renewals, and would be performed on the basis of scope of services and costs negotiated during Phase I of the contract. See Figure 3.

Cascade is seeking qualified potential COs capable of providing operation, maintenance, and other related services for the Project. The potential CO ultimately selected pursuant to Cascade’s comprehensive procurement process will be a full-service CO required to provide all Project O&M staff. Table 2, Matrix of Project Activities and Responsibilities, provides a detailed matrix of Project activities and responsibilities as identified and understood by Cascade at this time. The matrix reflects Cascade’s current thinking regarding the division of responsibilities on the Project between Cascade and a new CO. In general, Cascade’s current thinking assigns responsibilities to Cascade, the CO, or to an independent consultant or contractor under direct contract to Cascade.

1 Proposers are advised that Cascade’s acquisition of the Project utilized proceeds obtained from the issuance of certain tax-exempt government bonds in 2009. The IRS rules applicable to operating contracts for facilities acquired using tax-exempt bond proceeds (IRS Revenue Procedure 97-13) have an impact on certain conditions and the permissible term of the contract/renewals.


1.3.1 Cascade’s Responsibilities

Cascade, either itself or through a third-party consultant or contractor, will have responsibility for the following:

• Directly interfacing with all regulatory agencies (federal, state, county, and local), tribes, community groups, and the press.

• Reporting regulatory compliance to all agencies, tribes, and other parties to which Cascade has an obligation to report.

• Installing, maintaining, and repairing all U.S. Geological Survey (USGS) Project gages.

• Modifying, maintaining, and repairing the Project’s supervisory control and data acquisition (SCADA) system.

• Providing the CO with written guidance regarding Cascade’s desired water surface elevation in Lake Tapps Reservoir and the desired target date for achieving the desired water surface elevation.

• Performing engineering and other technical studies through independent engineering consultants.

• Performing engineering design, procurement, and construction management of capital improvement projects through independent engineering consultants.

• Constructing capital improvement projects through independent construction contractors.

• Notifying the CO well in advance of any and all outages and capital improvement projects planned or required, and then ensuring that appropriate advance planning, coordination, and collaboration efforts are accomplished between Cascade and the CO.

• Paying Project utility bills for electricity, water, sewer, Internet connections, and natural gas.

• Providing the CO with office space in the existing Powerhouse during Phase I.

• Providing the CO with certain equipment for CO use in carrying on the daily O&M activities during Phase I as listed in Table 2, Section 7.

1.3.2 Contract Operator Responsibilities

The selected CO will have responsibility for all O&M except as described in Section 1.3.1, including, but not limited to the following:

• Assisting, supporting and coordinating with Cascade as Cascade carries out its responsibilities (as requested by Cascade).

• Day-to-day O&M of the Project subject to Cascade’s general oversight and general management.


• Developing an O&M Manual.

• Responding to each and every emergency situation that arises on the Project under the direction of Cascade.

• Responding to each and every alarm that sounds on the Project.

• Concurrently notifying Cascade about each emergency situation and about each alarm that arises on the Project that meets or exceeds a predetermined level of alarm for which Cascade desires concurrent notification.

• O&M of all non-USGS Project gages.

• Performing O&M and repair activities on the Project in a safe, secure, effective, and efficient manner at all times.

• Satisfying State of Washington regulatory requirements for O&M and repair of the Project in compliance with all other applicable local, state, and federal laws and regulations and agreements. Please see Table 1, White River–Lake Tapps Reservoir Project Operational Parameters, for a summary of the critical operational flow requirements for the Project.

• Paying all personnel costs, including hiring, training, and administering all personnel-related issues and policies.

• During Phase I, furnishing and maintaining all vehicles and light-duty service trucks and equipment needed for transportation of employees to carry on daily O&M for the Project.

• “Hands on” operation of all operable features of the Project.

• Maintaining all land, buildings, improvements, and permanent Project fixtures.

• Collecting, recording, and transmitting to Cascade all data and monitoring information required on the Project at the specified frequency intervals.

• Performing all required security monitoring activities at the required frequency intervals.

• Collaborating with Cascade to ensure appropriate advance planning, coordination, and accommodation of any and all outages and capital improvement projects planned and/or required by Cascade as further described in Table 2, Section 3.

• Operating/monitoring the SCADA system on a continuous basis.

1.4 Description of Contract Phases

Two distinct phases of services are anticipated for the selected CO:

• Phase I, Transition – Having a duration of 12 months; and

• Phase II, Performance – Having a potential duration of 5 years and subject to Cascade’s renewal rights. Each phase is described in greater detail below.


1.4.1 Phase I – Transition

Phase I, Transition, will begin upon the joint execution of the Agreement between Cascade and the selected CO and Cascade’s issuance of a formal Notice to Proceed to the selected CO, anticipated to occur effective midnight on January 1, 2012; refer to Figure 3. It is anticipated that the Transition Phase will extend through the end of December 2012. The Transition Phase is further subdivided into three periods:

Period 1 – Familiarization; January 1 to February 15 Period 2 – Training; February 16 to April 15 Period 3 – Operation; April 16 to December 31

Period 1 – Familiarization is the period of time when the selected CO will become deeply familiar with the Project site, features, and operation, as well as with Cascade’s staff and PSE’s current operations staff. It is anticipated that the selected CO will have only its Superintendent and Assistant Superintendent on-site for the familiarization period. It is anticipated that the CO will likely initiate planning efforts for development of the O&M Manual during this period.

Period 2 – Training is the period of time when the selected CO and its staff will be trained in Project O&M and will use the SCADA system for the Project. It is anticipated that the CO will likely initiate writing of the O&M Manual during this period.

Period 3 – Operation is the period of time when the CO will be fully responsible for the operation of the Project; PSE staff will no longer be present on-site. PSE staff will be available only on an on-call status and are not expected to have further significant involvement in Project operations, with the sole exception of the barrier dam2 flashboard replacement. The selected CO will need to complete preparation and submit a complete Draft O&M Manual to Cascade by no later than September 1, 2012, with the Final O&M Manual submitted to Cascade by October 15, 2012.

1.4.2 Phase II – Performance

Phase II, Performance, will begin at the conclusion of Phase I, Transition. During Phase II, the CO will be responsible for the comprehensive, ongoing O&M of the Project. The scope and cost of services for Phase II will have been developed and defined in detail during Period 3 of Phase I. Potential COs need to be aware that they must prepare and submit a draft and final budget for Phase II services meeting the compensation requirements of a Qualified Management Contract (in compliance with IRS Revenue Procedure 97-13 as defined in the definition of the

2 The barrier dam on the White River is the structure on the river where a portion of river flow is diverted from the river and into the flowline intake for conveyance to Lake Tapps Reservoir. The barrier dam is referred to as the “diversion dam” in many Project documents.


term “Budget” in the Draft Agreement attached to this RFP as Attachment D). It is anticipated that the contract for Phase II will be executed on or before January 1, 2013.

1.5 Description of Project

The Project is comprised of numerous, significant principal project features that traverse approximately 13 linear miles in Pierce County, Washington, from the point where water is first diverted from the White River at Buckley, to the point of return to the White River at Dieringer. Between these two locations, the diverted water travels through a Lake Fill Flowline, Lake Tapps Reservoir itself, and a Lake Drawdown Outlet Works. The locations and vicinity of the Project Diversion, Lake Tapps Reservoir, and Return to the White River are identified on Figure 1, Project Location and Vicinity Map. Figure 2, Principal Project Features, identifies the various principal project features located between the diversion from and return to the White River. Figures 4 and 5 are a Plan and Profile, respectively, of the Fill Flowline, and Figures 6 and 7 are a Plan and Profile, respectively, of the Drawdown Outlet Works. The following provides more detail on overall Project operations.

Overall Project operations are geared around keeping Lake Tapps Reservoir’s water surface at established target elevations that differ during different seasons of the year. Overall Project operations for Lake Tapps Reservoir on an annual basis follow a simple pattern that is repeated each year. The annual pattern, as defined in general seasonal terms, is as follows:

ANNUAL WATER SURFACE LEVEL PATTERNS

Winter – During the winter months, Lake Tapps Reservoir’s water surface elevation is maintained at a low level. The low level is typically between Elevations 530.0 and 540.0 feet. This lower level is held to prevent shoreline erosion; to allow for maintenance activities on bulkheads, docks, and dikes; and to provide room for storage of water in Lake Tapps Reservoir for heavy winter rainfall events.

Spring – During the spring, Lake Tapps Reservoir is refilled to achieve a full pool elevation for the recreation period. Refill on or before April 15 each year is required. The required full pool elevation ranges between 541.0 and 542.5 feet.

Summer – During summer and for the full recreation season, the Lake Tapps Reservoir is held at as constant an elevation as possible and practical, and is always held within the required upper and lower limits of the full pool elevation range.

Fall – During the fall, after the recreation season, Lake Tapps Reservoir is lowered again to the lower winter water level range, where it is held for the winter.


DAILY OPERATOR INSPECTIONS On a daily basis, the selected The CO should expect to make a complete tour of the Project from the barrier dam to the powerhouse, not necessarily in the same order each day. Daily inspections will include, but are not limited to the following listed items. Please note additional special inspections may be required if and when an issue is discovered.

• Verify operation of each head gate • Verify position of each head gate • Verify position of rock chute gates • Compare USGS and Accusonic flume flows • Visual inspection of wood flume • Driving inspection of dikes 16, 17, 18 and 19. • Visual inspection of the fish screen outfall • Detailed visual inspection of the fish screens • Visual inspection of the twin pipeline intake • Driving inspection of the pipelines • Verify valve positions at the valve house • Detailed inspection of the valve house • Visual inspection of dike 14 • Visual inspection of dike 15 • Visual inspection of backflow preventer • Visual inspection of dike 4 discharge • Visual inspection of dike 3 • Visual inspection of the tunnel intake • Detailed inspection at the powerhouse • Verify USGS and Accusonic tailrace discharge • Periodic inspection of other designated features: i.e. dike 11, BN bridge, forebay,

penstocks 4.1 and 4.2 and the penstock standpipes

Operator needs to verify:

• Target elevations for Lake Tapps Reservoir. • Compliance with minimum flows in the White River • Compliance with ramping rates in the White River • Compliance with minimum flows in the flume • Compliance with minimum flows in the tailrace canal • Compliance with minimum flows in the fish bypass pipeline • Compliance with water surface elevations in the fish screen structure

Operator Report

• Lake Tapps Reservoir water surface elevation


• White River flow at the Buckley Gage downstream of the barrier dam • Flow rate in the flume • Flow in the tailrace canal • Project issues • General weather conditions • Projected or proposed operations

2. Description of Procurement Process

2.1 Procurement Process and Schedule

A summary procurement schedule of the major activities associated with Cascade’s anticipated procurement process is presented below. The site visit on Tuesday, August 16, 2011, is mandatory, whereas the site visit on August 23, 2011, is optional. Any Proposal submitted by a potential CO who fails to attend the mandatory site visit will be rejected as non-responsive. This schedule is based on Cascade’s intent to award and enter into a binding Agreement with the selected CO by November 18, 2011.

Summary Procurement Schedule

Activity Date

Issue RFP August 1, 2011

Mandatory site visit of White River–Lake Tapps Reservoir Project, along with a mandatory formal question and answer session at end of visit August 16, 2011

Optional site visits to specific Project features: 1. Headworks Facilities, 2. Fish Screen Facilities, and 3. Outlet Works Facilities August 23, 2011

Written questions and requests for clarification due to Cascade September 5, 2011

Response to questions and requests for clarification addenda issued September 12, 2011

Proposals received from interested potential COs September 26, 2011

Conduct interviews of one or more potential CO, if Cascade in its sole discretion elects to do so

Week of October 10, 2011

Initiate contract negotiations with highest-ranked potential CO October 31, 2011

Conclude contract negotiations with selected CO November 11, 2011

Award contract to selected CO November 18, 2011

Official Notice to Proceed given to selected CO January 1, 2012


2.2 Cascade Rights and Options

Cascade, at its sole discretion, reserves the following rights:

• To supplement, amend, substitute, or otherwise modify this RFP at any time.

• To cancel this RFP with or without the substitution of another RFP.

• To request additional data or information after the submittal date if such data or information is considered pertinent by Cascade to aid in this process.

• To utilize a Proposal received from potential COs in any manner deemed in the best interest of Cascade.

• To take any action affecting the RFP or the services or Project subject to this RFP that would be in the best interest of Cascade.

• To determine the most qualified Proposal per the evaluation criteria and scoring set forth in this RFP.

• To conduct interviews of one or more potential CO.

2.3 Expense of Preparation and Submittal of Proposal

Cascade accepts no liability for any cost and expense incurred by a potential CO in responding to this RFP including attending site visits, meetings, presentations, or any other activity associated with this procurement process. Each potential CO entering into the procurement process shall prepare the required materials and submittals at its own expense and with the express understanding that the potential CO cannot make any claims whatsoever for reimbursement from Cascade for the costs and expenses associated with this process.

2.4 Information Disclosure to Third Parties

Cascade shall have no obligation to treat any information submitted in connection with the RFP as proprietary or confidential. Cascade’s obligations with respect to protection and disclosure of such information shall at all times be subject to applicable laws. By responding to this RFP, potential COs authorize Cascade’s use of knowledge gained or information provided by potential COs, and recognize that any decisions Cascade may make will be based on knowledge gained or information provided in this regard.

If a potential CO desires to assert that any submittal contains potentially proprietary information, the potential CO must clearly label the specific portions to be kept confidential and specify the statutory exemption that the potential CO is relying upon. If Cascade receives a written public disclosure request that would include the CO’s response to the RFP, Cascade will notify the potential CO of such request so that the potential CO may seek a protective order. It is solely the potential CO’s responsibility to follow applicable laws with respect to public disclosure, and


Cascade shall not be obligated to withhold such information in the absence of a court order. Marking all, or substantially all, of a response as confidential may result in the response being considered non-responsive by Cascade.

Notwithstanding the foregoing, potential COs recognize and agree that Cascade will not be responsible or liable in any way for losses the potential CO may suffer from the disclosure of information or materials to third parties.

2.5 Mandatory Contract Operator Site Visit

A mandatory potential CO site visit will be conducted in accordance with the procurement schedule, Section 2.1. A full day will be needed to conduct a comprehensive visit to all principal project features. At the end of the day, Cascade will conduct a formal question and answer session at the Powerhouse with all potential COs in attendance. Potential COs who want to attend the mandatory site visit must inform Michael Gagliardo at e-mail address [email protected] by no later than 5:00 p.m. PST on Friday, August 12, 2011, to make a reservation. The details of the mandatory site visit will be provided to all potential COs requesting a reservation.

2.6 Proposer Questions and Clarification Requests

Potential COs must submit all questions and requests for clarification regarding this RFP to Cascade in written form only, with the exception of the question and answer session that occurs at the close of the day of the mandatory site visit. Otherwise, no verbal questions or requests for clarification will be entertained by Cascade, and Cascade will not provide oral responses to questions regarding any part of this RFP, nor oral responses to requests for clarification about the meaning of any part of this RFP. If a potential CO has a question(s) concerning the proposed project, or finds any discrepancy or omission in a solicitation document for this project, or otherwise requires clarification of any aspect of the RFP process, such question, concern, or clarification request must be submitted in writing to Cascade by no later than 4:00 p.m. local time on Friday, September 5, 2011. Address all such to:

Michael Gagliardo Director of Planning Cascade Water Alliance 11400 SE 8th Street Suite 440 Bellevue, WA 98004 Fax: (425) 453-0953 E-mail: [email protected]

Only written, faxed, or e-mailed submittals received by Cascade from a potential CO within the required time frame will be acknowledged and responded to by Cascade.

mailto:[email protected]


Any and all responses to questions, interpretations, and supplemental instructions will be made by Cascade in the form of written addenda that will be posted on Cascade’s website by no later than close of business on September 12, 2011.

With but one exception, contact of any kind with any Cascade Member or official other than Michael Gagliardo is not allowed and will be considered as grounds for disqualification from the selection process. The sole exception to this requirement is as follows. In the event Michael Gagliardo cannot be reached, a potential CO may contact Mr. Jon Shimada, Director of Capital Projects, Cascade Water Alliance. Mr. Shimada’s email address is [email protected] and his mailing address and fax are the same as Mr. Gagliardo’s.

2.7 Equal Opportunity Requirements/Prevailing Wage

The selected CO, in the performance of all services, will not discriminate on grounds of race, color, religious creed, national origin, age, sex, or handicap in employment practices in the selection or retention of subcontractors, or in the procurement of materials and rentals of equipment. The selected CO shall also comply with any applicable prevailing wage rules and regulations.

2.8 Order of Precedence

In the event of any conflict between the terms and conditions of this RFP and the Agreement attached hereto as Attachment D, the terms and conditions of the Agreement shall govern. The project and work descriptions set forth in this RFP, while believed to be reasonably accurate, are subordinate to the terms and conditions of the Agreement in the event of conflict, inconsistency, or ambiguity.

mailto:[email protected]


3. Submittal of Proposal

3.1 General Instructions and Submittal Deadline

Potential COs are required to submit Proposals in writing no later than 4:00 p.m. local time on Monday, September 26, 2011, to:

Michael Gagliardo Director of Planning Cascade Water Alliance 11400 SE 8th Street Suite 440 Bellevue, WA 98004 Fax: (425) 453-0953 E-mail: [email protected]

Cascade will not accept Proposals by facsimile or electronic transmission.

3.2 Format and Quantities

The Proposal shall be sealed and shall be clearly labeled. The label to be used is provided here for potential CO convenience.

11400 SE 8th Street Suite 440

Bellevue, WA 98004 Attn: Michael Gagliardo

Response to Request for Proposals for the Contract Operation of the White River-Lake Tapps Reservoir Project

Date: Proposer:


A total of four hard copies and one disk of Proposals must be received by Cascade prior to the deadline.

The Proposal shall be organized using section headings in accordance with the required information.

3.3 Required Information

3.3.1 Letter of Interest

The Proposal shall include a Letter of Interest that includes the firm’s name, business address and location, business type, phone number, and fax number and the designated contact person for this procurement, including contact’s mailing address, contact’s e-mail address, contact’s direct phone number, and contact’s cell phone number.

In addition, the Letter of Interest shall include the following information:

• The potential CO’s expression of interest in being selected for the Project;

• A statement that the potential CO will comply with all applicable federal, state, and local laws and regulations;

• A summary of the potential CO’s qualifications, why it should be selected, and why it is the best qualified to meet Cascade’s objectives;

• A statement regarding whether the firm is a minority-, woman-, or veteran-owned firm; and

• Attachments with the information requested in the following sections.

3.3.2 Performance History

To demonstrate performance history, the Proposal shall describe five comparable projects for which the potential CO’s firm has provided O&M services over the past 10 years. For the purpose of definition, “comparable projects” that are of the greatest interest to Cascade will include the following:

• Projects having at least three or more complex and/or older open channel and pressurized flow conveyance features, such as:

○ Run-of-the-river barrier dam and intake

○ Source of supply rivers having heavy sediment loads

○ Concrete, wooden, and earthen canals

○ Continuously cleaned fish screen and fish bypass facilities


○ Pipelines and penstocks and appurtenant facilities

○ Open-air energy breaking discharge valves

○ Reservoirs with mandatory seasonal level requirements

○ Dike monitoring and maintenance

○ SCADA system monitoring

The Project does not, and will not include an operating water treatment plant or hydroelectric facility; thus, to demonstrate “comparable project” status, these types of facilities are not required features of projects the potential CO operates and maintains.

• The project descriptions shall describe the following:

○ Project name, location, dates, and client/owner contact information.

○ Narrative description of project background, including size or volume of such work.

○ Narrative of all governmental and/or regulatory agency lawsuits, orders, violations, or enforcement actions brought against the potential CO, how they were resolved, and lessons learned.

○ Narrative of experience with successful compliance with all environmental, permitting, and health and safety requirements.

○ The role performed by the Key Personnel (as defined in Section 3.3.3 of this RFP) on projects listed in this section.

○ Narrative of experience with performance optimization at referenced facilities.

○ Narrative of experience with drafting, revising, and/or updating O&M Manuals and budgets.

○ Narrative of experience with and approaches to information systems, asset management systems, and SCADA.

○ Narrative of experience in public communications and outreach.

3.3.3 Key Personnel

The following are considered the six Key Personnel on the Project:

• Project Superintendent. Under the general direction of Cascade’s Operations Manager, the Superintendent oversees O&M of Cascade’s Project facilities. Attachment A presents a detailed listing of Superintendent functions.


• Assistant Project Superintendent. Same as Project Superintendent. The Assistant Project Superintendent assists the Project Superintendent when the Project Superintendent is present and available, and performs as Project Superintendent when the Project Superintendent is away or unavailable.

• O&M Manual Development Lead. The O&M Manual Development Lead will be responsible for developing and establishing the O&M Manual to be used on the Project. This individual must have demonstrated experience in the preparation of a minimum of five complete O&M Manuals for comparably complex projects.

• CMMS Lead. The CMMS Lead will be the individual responsible for setting up the CMMS for the Project. This individual must have demonstrated experience in the preparation and implementation of multiple CMMSs in his/her recent past experience.

• Contract Manger. The Contract Manager will be the individual who is the selected CO’s direct point of contact with Cascade on a day-to-day basis, who is responsible for knowing and implementing all business aspects of the Agreement entered into between Cascade and the selected CO. This individual will be responsible for communicating with Cascade regarding all contractual matters, invoice content and preparation oversight, change order negotiations, and any and all business aspects of the Agreement.

• Environmental Health & Safety Manager (may be one of the above). The Environmental Health & Safety Manager will be responsible for organizational efforts and procedures for identifying workplace hazards and reducing accidents and exposure to harmful situations and substances. This individual will be responsible for training of personnel in accident prevention and response, in emergency preparedness, in the use of protective clothing and equipment, and in response and reporting of incidents and accidents.

The potential CO’s Proposal shall include an organizational chart that identifies the individuals identified as Key Personnel.

For individuals identified as Key Personnel:

• Include resumes that demonstrate compliance with the background requirements described above.

• List three references from different projects. All references shall identify the owner representative who is most familiar with the Key Personnel, and who could best answer project-specific questions. Provide the owner representative’s name, e-mail address, phone number, and the best times and days to reach him/her.


• Explain how the Key Personnel will be retained for the duration of the contract.

• Identify where Key Personnel will be located/based during their performance of work on the Project.

3.3.4 Project Approach

The Proposal must contain a clear description of how the potential CO plans to prepare for operating the Project during Period 1, Familiarization, and during Period 2, Training, as well as how the potential CO plans to operate the Project during Period 3, Operation. Describe the approach that would be taken to provide the O&M services described in this RFP. The Proposal must also contain the potential CO’s approach to identifying long-term “value added” operation/maintenance processes/procedures to maximize efficiency (including the use of the O&M Manual, CMMS, and SCADA).

Identify any proposed subcontractors that are to be engaged to perform any of the services listed in the Scope of Services (see the Draft Agreement, Attachment D to this RFP). Provide a description of the services proposed to be subcontracted, the qualifications of the subcontractor to perform the services, prior experience working with the subcontractor, and three references who may be contacted to verify the subcontractor’s experience in providing similar services. The Agreement requires that any changes in the subcontractors or key subcontractor personnel proposed for the work be approved by Cascade. Subcontractors will be subject to the same (flow down) terms and conditions contained in the Agreement between Cascade and the selected CO.

3.3.5 O&M Manual

The selected CO shall prepare an O&M Manual for the Project during Phase I. At present, no O&M Manual exists for the Project, either in hard copy or electronic form. A list of reference documents that may prove valuable in preparing an O&M Manual for the Project includes: • White River Management Agreement • 2009 LTCC Agreement • Corps Interim Operating Agreement (with 1948 Agreement) • AECOM documents

o O&M Implementation Report o Asset Inventory o Maintenance Policy Manual

• Washington Dam Safety Office documents o Emergency Action Plan o O&M Manual o DSO Evaluation Report


Cascade’s initial thoughts on a potential Scope of Services for development of an O&M Manual, as well as a sample of the content Cascade would like to see in an O&M Manual for the Project, are described further in Attachment B to this RFP. Cascade will require both hard copy and electronic versions of the O&M Manual for the Project from the selected CO.

In the Proposal, potential COs responding to this RFP shall provide the following items regarding development of an O&M Manual during Phase I:

1. Identify the O&M Manual Development Lead (see Section 3.3.3).

2. Provide a detailed Scope of Services for development of Draft and Final O&M Manuals and a budget for the Project. Identify each task the potential CO will undertake to prepare the Draft and Final O&M Manuals. State all assumptions and deliverables associated with each task. State any efforts the potential CO is assuming Cascade must perform.

3. Provide a simple bar chart schedule for preparation of the O&M Manual.

4. Provide a lump sum cost for development of Draft and Final O&M Manual for the Project.

3.3.6 CMMS

Cascade is aware that potential COs submitting Proposals in response to this RFP may already have their own CMMS, and Cascade assumes that potential COs may then propose to use their CMMS when issuing work orders for performing, tracking, and invoicing for Project services. Based on this understanding, each potential CO shall provide in its Proposal the following specific information regarding its CMMS and the ability of the CMMS to meet the needs of both the potential CO and Cascade, as described further in Attachment C to this RFP.

1. Identify the CMMS Lead (see Section 3.3.3).

2. Identify the CMMS software the potential CO proposes to use on the Project.

3. Provide a detailed approach of the potential CO’s use and implementation of CMMS for the Project.

4. Provide a simple bar chart schedule for the potential CO’s implementation of CMMS for the Project.

5. Provide a summary of how the potential CO’s proposed CMMS will or will not address Cascade’s needs, listed in Attachment B of this RFP.


3.3.7 Pricing

The potential CO’s Proposal shall provide the following pricing information for Cascade’s use in evaluating the Proposal and for subsequent use in negotiating an Agreement for Phase I.

Key Personnel and Subcontractors 1. Raw Labor Rates – Raw labor rates are the unburdened hourly rates of pay of direct

employees of the potential CO that the potential CO plans to have perform work on the Project, including Key Personnel. Provide a table listing any and all personnel that the potential CO plans to use or may use on the Project during Phases I and II. The raw labor rates for CO employees will be fixed for the anticipated 1-year duration of Phase I. Cascade will treat raw labor rate data submitted by the potential CO as confidential information.

Example: Jane Doe, Operator, Raw Labor Rate = $25.00 per hour

2. Break Even Multiplier – The break even multiplier is the auditable overhead multiplier of the potential CO that is applied to the raw labor rate, and includes the overhead costs of the potential CO, inclusive of any labor burden, Labor & Industries premiums, Federal Insurance Contributions Act tax, other, taxes, etc. The break even multiplier is the amount expressed as a percentage that is applied to the raw labor rate required for the potential CO to break even without making any profit.

Example: Break Even Multiplier = 50 percent

3. Proposed Profit Margin – The profit margin proposed by the potential CO is the profit multiplier that the potential CO desires to have applied to the product of the raw labor rate times the break even multiplier. The profit margin proposed by the selected CO will be negotiable.

Example: Proposed Profit Margin = 8 percent

4. Billing Rate – The billing rate is the product of the raw labor rate times the break even multiplier times the proposed profit margin.

Example: Applied to Jane Doe, Operator, the Billing Rate = Raw Labor Rate * (1 + Break Even Multiplier) * (1 + Proposed Profit Margin) = $25.00/hour * (1 + 0.50) * (1 + 0.08) = $40.50/hour

5. Proposed Mark-Up on Outside Direct Costs – The mark-up on direct costs proposed by the potential CO is the multiplier expressed as a percent on any allowable outside direct cost incurred on the Project by the potential CO. The mark-up on outside direct costs proposed by the selected CO will be negotiable.


Example: Proposed Mark-up on Outside Direct Costs = 3 percent

CO incurs an equipment rental cost (invoice) for the Project in the amount of $1,250.00.

The invoiced amount to Cascade by CO = $1,250.00 * (1 + 0.03) = $1,287.50

6. Proposed Mark-Up on Subcontractors – The mark-up on subcontractors proposed by the potential CO is the multiplier expressed as a percent on any allowable subcontractor cost incurred on the Project by the CO. The mark-up on subcontractors proposed by the selected CO will be negotiable.

Example: Proposed Mark-Up on Outside Direct Costs = 4 percent

CO incurs a subcontractor cost for electrical work (invoice) for the Project in the amount of $500.00.

The invoiced amount to Cascade by CO = $500.00 * (1 + 0.04) = $520.00

Preparation of O&M Manual Provide a lump sum amount for the cost of development of Draft and Final O&M Manuals and budgets in accordance with Section 3.3.5.

3.3.8 Potential CO Comments on Draft Agreement

Attachment D is the form of Agreement Cascade intends to utilize to contract for work or services to be provided by the CO selected through this RFP process. Unless the potential CO notes any objection/suggested modification to this form of Agreement in its Proposal, submission of any such Proposal shall be deemed an acceptance of the terms and conditions set forth in the Draft Agreement.

Any objection/suggested modification noted by the potential CO in its Proposal shall be accompanied by a brief explanation of the reason why the objection/modification is made as well as the potential CO’s suggested new language to address the noted objection. The objections and suggested modifications will not be used in scoring or evaluating any responses.


4. Evaluation of Proposal

Proposals will be evaluated by Cascade to determine which Proposal, if any, should be accepted in the best interest of Cascade.

Cascade will select, if at all, a potential CO whose Proposal, in the sole judgment of Cascade: best meets the requirements set forth in this RFP; is the most advantageous to Cascade based on the evaluation criteria set forth herein; and is in the best interest of Cascade. Assessment of the Proposal and determination of the selected CO will be made on the basis of the content of the Proposal. Cascade may, in its sole discretion, invite potential COs to participate in oral interviews or negotiation following submittal of the Proposal.

Prior to evaluating a Proposal, Cascade will initially determine if the Proposal is complete. In order for a Proposal to be considered complete, the potential CO must have attended the mandatory site visit and question and answer session. The Proposal must:

• Be received by Cascade no later than 4:00 p.m. PST on Monday, September 26, 2011.

• Consist of four hard copies and one electronic copy, each copy containing the following:

○ Letter of Interest

○ Description of five comparable projects

○ Information on all Key Personnel

○ Description of project approach

○ Information regarding preparation of the O&M Manual (as defined in this RFP)

○ Information regarding potential CO’s CMMS (as defined in this RFP)

○ Pricing Proposal

○ Comments on the Draft Agreement

If Cascade determines that a Proposal is not complete, Cascade may, at its own discretion, choose to not evaluate it.

Cascade will use the following evaluation criteria to evaluate complete submittals and will select the CO it determines best meets the stated criteria, taking into account both qualitative and quantitative factors such as depth of the potential CO’s team, amount of experience, and other relevant factors.


Performance History (Maximum 15 points of 100 total points) The potential CO must demonstrate that it has been in business as a professional entity, successfully providing the services required to operate the Project as required in this RFP. The maximum points in this category will be awarded as follows:

• Description of comparable projects – 5 points

• Similarity of services performed – 5 points

• Regulatory compliance – 5 points

Key Personnel (Maximum 40 points of 100 total points) The potential CO must demonstrate that its Key Personnel have successful experience in O&M of similar projects and that the Key Personnel will be retained for the duration of the Project. The maximum points in this category will be awarded as follows:

• Experience, location, and availability of the Superintendent and the Assistant Superintendent in O&M of comparable projects – 20 points

• Experience of the O&M Manual Development Lead and the CMMS Lead with development of O&M manuals and procedures (including CMMS) for comparable projects – 10 points

• Experience in optimizing performance of comparable projects – 5 points

• Regulatory and safety performance of previously-managed projects – 5 points

Pricing (Maximum 10 points of 100 total points) Cascade will consider the reasonableness of the Pricing Proposal (billing rate, proposed mark-up on direct costs and subcontractors), including the Proposal for completion of the O&M Manual. Cascade seeks to obtain high-quality services for a reasonable fee. The highest rating or ranking will not necessarily be given to the potential CO with the lowest pricing. The maximum points in this category will be awarded as follows:

• Billing rate, proposed mark-up on direct costs and subcontractors

• Lump sum price for preparation of the O&M Manual and budget

Project Approach (Maximum 35 points of 100 total points) The Proposal must contain a clear description of how the potential CO plans to prepare for operating the Project during Period 1, Familiarization, and during Period 2, Training, as well as how the potential CO plans to operate the Project during Period 3, Operation. The maximum points in this category will be awarded as follows:


• Approach to working with Cascade and PSE during Period 1, Familiarization, and during Period 2, Training – 10 points

• Approach to cooperating and coordinating with Cascade during Period 3, Operations – 10 points

• Approach to identifying long-term “value added” O&M processes/procedures to maximize efficiency (including use of the O&M Manual, CMMS, SCADA) – 15 points

Evaluation Criteria Scoring System

Scoring Element Maximum Points

Performance History 15

Key Personnel 40

Pricing 10

Project approach 35

TOTAL POINTS 100 possible


5. Notification of Results of Evaluation

The top-ranked potential CO—as determined by Cascade to have submitted the best, responsive Proposal (and interview, if conducted)—will be notified of Cascade’s determination by not later than October 31, 2011. Cascade will then negotiate with the top-ranked potential CO for the purpose of entering into an Agreement. If for some reason Cascade is unable to reach Agreement with the top-ranked potential CO, then Cascade intends to enter into discussions with the second-ranked potential CO for the purpose of entering into an Agreement. It is Cascade’s intent to complete negotiations of the final Agreement with the selected CO by not later than November 11, 2011, for consideration by the Board at its November 18, 2011 meeting.


Tables


Table 1 – White River-Lake Tapps Reservoir Project Operational Parameters

White River Minimum Flow

White River Ramping Rate

Diversion from White River for Lake Tapps

Filling

Diversion from White River for Fish Screen

Operation

Lake Tapps Reservoir Water Level Maintenance

Release to Tailrace Canal

White River Ramping Rate

State Water Rights & WRM Agreement




State Water Right & LTCC

Agreement



As measured at Buckley Gage (12099200) downstream of the

Barrier Dam, Minimum White River Flow is

As measured at Buckley Gage (12099200) downstream of the

Barrier Dam, Ramping Rate must

If Minimum Flow is being met in the White River (see far left Panel),

then Diversion from White River into

Lake Tapps must

When flow in White River is below Minimum Flow (see far left Panel)

due to natural flow conditions, then

Diversion from White River for Fish Screen Operation may

As measured at Lake Tapps near Sumner Gage (12101000) until later

of May 13, 2039 or start of municipal water supply project, Lake Water Surface Level must

As measured at the Tailrace Gage (12101100) in

Tailrace Canal, Releases must

As measured in the White River downstream of the confluence with

the Tailrace Canal, Ramping Rate must

January 1-14 650 cfs

not exceed 1 inch per hour at any time, and

from February 16 to June 15, no down ramping is allowed from

between 1hour before sunrise and

1 hour after sunset.

Until Feb. 15:

not exceed 150 cfs

be up to 20 cfs

be as directed by Cascade, and not be higher than 540.0’

prior to March 1 of each year.

not exceed 50 cfs

except during “Fall Draw Down”

(September 15 or later until February 15)

not exceed 1 inch per hour at any time, and

from February 16 to June 15, no down ramping is allowed from

between 1hour before sunrise and

1 hour after sunset.

January 15-31 525 cfs

February 1-14 550 cfs

February 15-29 500 cfs

Beginning no earlier than February 15 and continuing until

Lake Tapps Reservoir is refilled to Normal Full Pool or until July 1,

whichever is earlier “Refill Date”:

not exceed 1,000 cfs

March 1-14 550 cfs

March 15-31 725 cfs

April 1-14 775 cfs April 15-30 825 cfs

April 15 through September 30: meet “Normal Full Pool”, Reservoir

water level between 541.0’ and 542.5’ NGVD 29;

However, operational variances may

be required due to forecasts or available precipitation, any necessary

milfoil control, or the terms and conditions of this authorization or of

applicable law.

May 1-14 875 cfs

May 15-31 875 cfs

June 1-14 800 cfs

June 15-30 800 cfs

July 1-23 800 cfs Beginning on the “Refill Date” until September 15th or later date,

for “Fall Drawdown Date”:

not exceed 400 cfs

July 24-31 650 cfs

August 1-6 650 cfs

August 7-31 500 cfs

September 1-14 500 cfs

September 15-30 500 cfs

Beginning on the “Fall Drawdown Date”

until February 15:

not exceed 150 cfs

October 1-14 500 cfs October: make reasonable efforts to maintain “Normal Full Pool”. October 15-31 500 cfs

November 1-14 500 cfs be as directed by Cascade, and

not be higher than 540.0’ after November 1 of each year.

November 15-30 550 cfs

December 1-14 550 cfs

December 15-31 600 cfs

a. After the later of May 13, 2039, or the commencement of municipal water supply project, additional conditions of the Water Right apply:

1) During projected minimum instream flow shortfalls at USGS gauge 12101500 (Puyallup River at the Puyallup), Cascade must reduce the quantity of flow diverted from the White River up to the amount of water actually being withdrawn from Lake Tapps Reservoir for municipal water supply purposes; and

2) Lake level restrictions apply April 15 through September 15 with flexibility from September 16 through September 30. Meet “Normal Full Pool” more than 90% of the time, as measured by the number of days (i.e., no more than fifteen (15) days in a rolling ten (10) year period of time) below the lower parameter of the Normal Full Pool, starting with the first calendar year in which lake levels fall below the lower parameter of Normal Full Pool.


Table 2 – Matrix of Project Activities and Responsibilities This Matrix is organized under the following major headings:

# TITLE OF MAJOR ACTIVITY HEADINGS PERFORMED BY COORDINATION REQUIRED

1. REGULATORY COMPLIANCE REPORTING CASCADE Cascade alone to interface with and provide reports to agencies, tribes, communities and the press

2. GAGES & POSITION DEVICES CASCADE Data available to both Cascade and Contract Operator via SCADA system

3. CAPITAL IMPROVEMENT PROJECTS CASCADE Cascade plans and implements with advance notice and coordination with Contract Operator

4. DATA COLLECTION & MONITORING CONTRACT OPERATOR Contract Operator secures data, observes condition of facility, and reports to Cascade per Contract

5. OPERATION OF WATER CONTROL FEATURES CONTRACT OPERATOR Cascade specifies Lake level desired. Contract Operator operates to achieve while in compliance

6. ROUTINE MAINTENANCE ACTIVITIES CONTRACT OPERATOR Contract Operator performs per strategy, terms and conditions as defined in Contract

7. FLEET VEHICLES & EQUIPMENT CONTRACT OPERATOR Contract Operator determines what is needed to achieve compliance with the Contract

8. LEAD O&M STAFF CONTRACT OPERATOR Contract Operator determines what is needed to achieve compliance with the Contract

1. REGULATORY COMPLIANCE REPORTING

No. ACTIVITY FREQUENCY PERFORMED FOR PERFORMED BY

DOCUMENTATION NOW FUTURE

1.01 Compliance Summary Report Annually By February 15

Washington State Department of Ecology Water Resources New Requirement Cascade Staff December 2010 Issued

Municipal Water Rights

1.02 Water Use Report Annually By ?

Washington State Department of Ecology Water Resources PSE Office Staff Cascade Staff Dam Safety Office Letter

1.03 Operation & Maintenance Manual Annually By ?

Washington State Department of Ecology Dam Safety Office PSE Office Staff Cascade Staff Lake Tapps Municipal

Water Rights

1.04 Instrumentation Report Annually By ?


Water Rights

1.05 Emergency Action Plan Drill, Review and Update Annually By ?


Water Rights

1.06 Emergency Action Plan Tabletop or Functional Exercise Report Once per 5 years Washington State Department of Ecology

Dam Safety Office PSE Office Staff Cascade Staff Lake Tapps Municipal Water Rights

1.07 Report on Agreement Compliance Annually By ?

The Puyallup Tribe of Indians & The Muckleshoot Indian Tribe Cascade Staff Cascade Staff White River Management

Agreement

1.08 Report on Agreement Compliance Annually By ? The Lake Tapps Community Club Cascade Staff Cascade Staff Lake Tapps Community

Club Agreement


Table 2 (Cont’d)

2. GAGES & POSITION DEVICES

No. NAME OF MONITORING DEVICE & LOCATION MEASURING OR MONITORING STATUS INSTALLED &

MAINTAINED BY MEASURING AND OR

MONITORING PERFORMED BY DOCUMENT NOW FUTURE NOW FUTURE

2.01 WHITE RIVER STAGE, INSIDE CASCADE INTAKE WATER SURFACE ELEVATION (feet)

Active – Automated Reporting USGS USGS PSE staff Contract Operator Cascade Contract

2.02 BARRIER DAM GATE POSITIONS NONE Visual observation only PSE CO PSE staff Contract Operator 2.03 WHITE RIVER FLOW, DOWNSTREAM OF DAM FLOW (cfs), Based on Rating Curve Active – Automated Reporting USGS USGS PSE staff Contract Operator Cascade Contract 2.04 HEAD GATE 1 POSITION, IN CONCRETE FLUME 1 % GATE IS OPEN Active – Automated Reporting PSE CO PSE staff Contract Operator 2.05 HEAD GATE 2 POSITION, IN CONCRETE FLUME 1 % GATE IS OPEN Inactive – Not Reporting??? N/A N/A PSE staff Contract Operator 2.06 ROCK CHUTE # 1, IN CONCRETE FLUME 1 % GATE IS OPEN Active – Automated Reporting PSE CO PSE staff Contract Operator 2.07 STILLWELL #1, IN CONCRETE FLUME 1 WATER SURFACE ELEVATION

(feet) Inactive – Unstable & Not Useable

PSE staff CO PSE staff Contract Operator

2.08 ROCK CHUTE # 2, IN CONCRETE FLUME 1 % GATE IS OPEN Active – Automated Reporting PSE staff CO PSE staff Contract Operator 2.09 ACCUSONIC, IN CONCRETE FLUME 2 FLOW (cfs) Active – Automated Reporting PSE Cascade PSE staff Contract Operator 2.10 STILLWELL # 2, IN CONCRETE FLUME 2 WATER SURFACE ELEVATION

(feet) Active – Automated Reporting PSE CO PSE staff Contract Operator

2.11 6-FOOT VALVE, IN WOLSLAGEL BASIN NONE Visual Estimation Only PSE staff CO PSE staff Contract Operator 2.12 DINGLE BASIN OUTLET STRUCTURE – 4’ GATE NONE Visual Estimation Only PSE staff CO PSE staff Contract Operator 2.13 DINGLE BASIN OUTLET STRUCTURE – 3’ GATE NONE Visual Estimation Only PSE staff CO PSE staff Contract Operator 2.14 FISH SCREENS UPSTREAM SIDE OF SCREENS STAGE (feet) Active – Automated Reporting PSE CO PSE staff Contract Operator 2.15 FISH SCREENS DOWNSTREAM SIDE OF SCREENS STAGE (feet) Active – Automated Reporting PSE CO PSE staff Contract Operator 2.16 OPERABLE WEIR TO FISH BYPASS PIPELINE WEIR POSITION Active – Automated Reporting PSE ? PSE staff Contract Operator 2.17 FISH BYPASS PIPELINE FLOW (cfs) Visual Estimation Only PSE staff CO PSE staff Contract Operator 2.18 PIPELINE INTAKE UPSTREAM OF TRASH RACK STAGE (feet) Active – Automated Reporting PSE CO PSE staff Contract Operator 2.19 PIPELINE INTAKE DOWNSTREAM OF TRASH RACK STAGE (feet) Active – Automated Reporting PSE CO PSE staff Contract Operator 2.20 HOWELL BUNGER VALVE # 1 @ VALVE HOUSE % VALVE IS OPEN Active – Automated Reporting PSE CO PSE staff Contract Operator 2.21 HOWELL BUNGER VALVE # 2 @ VALVE HOUSE % VALVE IS OPEN Active – Automated Reporting PSE CO PSE staff Contract Operator 2.22 BACKFLOW PREVENTION STRUCTURE NONE N/A N/A ? PSE staff Contract Operator 2.23 LAKE TAPPS RESERVOIR STAGE (feet) Active – Automated Reporting USGS USGS PSE staff Contract Operator Cascade Contract 2.24 BOWMAN CREEK RELEASE @ DIKE FLOW (cfs) Visual Estimation Only PSE Staff CO PSE staff Contract Operator 2.25 PENSTOCK 1 FLOW (cfs) Active – Automated Reporting PSE CO PSE staff Contract Operator 2.26 PENSTOCK 2 FLOW (cfs) Active – Automated Reporting PSE CO PSE staff Contract Operator 2.27 PENSTOCK 3 FLOW (cfs) Active – Automated Reporting PSE CO PSE staff Contract Operator 2.28 PENSTOCK 4 FLOW (cfs) Active – Automated Reporting PSE CO PSE staff Contract Operator 2.29 PENSTOCKS TOTAL FLOW (cfs) Active – Automated Reporting PSE CO PSE staff Contract Operator 2.30 TAILRACE CANAL FLOW (cfs), Based on Rating Curve Active – Automated Reporting USGS USGS PSE staff Contract Operator Cascade Contract


Table 2 (Cont’d)

3. STUDIES & CAPITAL IMPROVEMENT PROJECTS STUDIES No. ACTIVITY REQUESTED BY FREQUENCY PERFORMED BY RESPONSIBLE

3.01 PMP/PMF & Dam Break/Inundation Study (Power House Valve need?/size?) Ecology DSO In process at this time Geo-HDR Cascade

3.02 Reconnaissance Study of Low Flow Hydro Unit at Twin Pipelines Cascade Once in next year Consultant Cascade 3.03 Tunnel Intake on Lake Tapps to see if Fish Screens are needed M&I Water Rights Within next 5 years Consultant Cascade 3.04 Condition Assessment of Tunnel, Forebay, and Penstocks Cascade Once in next year Consultant Cascade

3.05 Condition Assessment of Turbine Bypass Pipes and Release Valves @ Power House Cascade Once in next year Consultant Cascade

3.06 If needed, Design of High Flow Energy Dissipation Valve @ Power House Ecology DSO Once in next year Consultant Cascade 3.07 Reconnaissance Study of Low Flow Hydro Unit at Former Power House Cascade Once in next year Consultant Cascade

3.08 Release (Tailrace) Canal to assess Water Quality impacts to White & Puyallup Rivers M&I Water Rights Within next 5 years Consultant Cascade

3.09 Release (Tailrace) Canal to see if a Barrier Dam or other measure is needed (QAPP) M&I Water Rights Within next 5 years Consultant Cascade

3.10 3.11 CAPITAL IMPROVEMENT PROJECTS Size Categories: SMALL = More than $5,000 but Less than $20,000 LARGE = More than $20,000 but Less than $300,000 VERY LARGE = More than $300,000 No. ACTIVITY REQUESTED BY FREQUENCY OUTAGE REQUIRED? RESPONSIBLE

3.20 Replacement Dam, Intake Modification and Head Gate Replacement USACE Once in next 4 to 10 years No. Coordination will be required. USACE

3.21 Wood Flume Replacement Cascade Once in next 5 to 10 years Yes, for Lake Refill using Flowline. Cascade

3.22 Possible Concrete Flume extension under SR410 if bridge replaced Cascade Once in next ? years Yes, for Lake Refill using Flowline. WSDOT

3.23 Wolslagel Basin and Dingle Basin Sediment Removal Cascade Once in next 5 to 10 years Yes. Lake Refill through Flowline. Cascade

3.24 FRF Overflow Channel down access road for plugged intake possibility Cascade Once in next ? years No Cascade 3.25 Possible “Mothballing” of 10’ Dia. Pipeline No. 1 (leaking) Cascade Once in next ? years Yes, for Lake Refill using Flowline. Cascade 3.26 Possible In-Conduit Low Flow Hydro @ DS End of Twin Pipelines Cascade Once in next ? years No Cascade

3.27 Dike # 3 Improvement Project Ecology DSO Once in next 1 to 3 years No Cascade

3.28 Dike # 13 Permanent Repair Ecology DSO Once in next 1 to 3 years No Cascade

3.29 Walkway Replacement at Lake Tapps Tunnel Intake Cascade Once in next 1 to 3 years No Cascade

3.30 Tunnel and Penstock Condition Assessment Cascade Once in next 1 to 3 years Yes. Lake Drawdown through Outlet Works. Cascade

3.31 Forebay Structure Roof Replacement Cascade Once in next 1 to 3 years No Cascade


Table 2 (Cont’d) No. ACTIVITY REQUESTED BY FREQUENCY OUTAGE REQUIRED? RESPONSIBLE

3.32 Possible Plugging and Abandonment in Place Penstocks #1 and #4 Cascade Once in next 1 to 3 years No Cascade

3.33 Wood Deck Replacement over Release Canal @ Former Powerhouse Cascade Once in next 1 to 3 years No Cascade

3.34 Former Powerhouse Roof Replacement Cascade Once in next 1 to 3 years No Cascade

3.35 Possible High Flow Energy Dissipation Valve at Former Powerhouse Ecology DSO Once in next 1 to 3 years

Yes. Lake Drawdown through Outlet Works, if an Energy Dissipation Valve is required Cascade

3.36 Possible In-Conduit Low Flow Hydro @ Former Powerhouse Cascade Once in next ? years No Cascade


Table 2 (Cont’d)

4. DATA COLLECTION AND MONITORING

No. MEASURING OR MONITORING ACTIVITY FREQUENCY PERFORMED BY DATA REPORT TO

4.01 Observation and Monitoring of Overall Project Daily and continuously. Contract Operator Cascade Water Alliance

4.02 Monitoring and Responding to all Alarms. Cascade to hold Contract with Security C

Continuously. Contract Operator Cascade Water Alliance

4.03 White River (Downstream of Barrier Dam) Minimum Flow Monitoring

Continuously, with focused attention when altered by diversion or release changes. Contract Operator Cascade Water

Alliance

4.04 White River (Downstream of Barrier Dam) Ramping Rate Monitoring

Whenever a Head Gate position is changed to alter the amount of flow diverted from the White River and into the Lake. Tapps. Contract Operator Cascade Water

Alliance

4.05 White River Downstream of Outlet Canal Ramping Rate Monitoring

Whenever a Turbine Bypass Release Valve is operated to alter the amount of flow released from Lake Tapps and back into the White River. Contract Operator Cascade Water

Alliance

4.06 Head Gate Position and Diversion Flow Monitoring Continuously, with focused attention when refilling Lake Tapps. Contract Operator Cascade Water

Alliance

4.07 Flowline Flow Monitoring Continuously, with focused attention when refilling Lake Tapps. Contract Operator Cascade Water Alliance

4.08 Water Levels (upstream and downstream of the fish screens) at the Fish Screen Structure

Continuously, with focused attention when debris load is high in the Flowline such as in the fall when the annual leaf drop is occurring. Contract Operator Cascade Water

Alliance

4.09 Fish Screen Fish Return Pipeline to White River Flow Monitoring

Continuously, with focused attention whenever flow rates are changed in the Flowline. Contract Operator Cascade Water

Alliance

4.10 Water Level Monitoring at Twin Pipeline Intake Continuously, with focused attention whenever flow rates are changed in the Flowline. Contract Operator Cascade Water

Alliance

4.11 ?Gage? at the Backflow Prevention Structure

4.12 Water Level Monitoring in Lake Tapps Continuously, with focused attention when altered by diversion or release changes. Contract Operator Cascade Water

Alliance

4.13 ?Gage? at Forebay Structure

4.14 Dike 17, 18 and 19 Piezometer and Weir Monitoring Look at DSO documents for data needed in this cell Contract Operator Cascade Water

Alliance

4.15 Dike 15 and 16 Piezometer and Weir Monitoring Look at DSO documents for data needed in this cell Contract Operator Cascade Water

Alliance

4.16 Dike 1 thru 14 Piezometer and Weir Monitoring Look at DSO documents for data needed in this cell Contract Operator Cascade Water Alliance

4.17 Flow Rate in the Flow Release Outlet Canal Continuously, with focused attention when the lake is being drawn down in the fall. Contract Operator Cascade Water

Alliance

4.18 Puyallup River (Downstream of White R. Confluence) Minimum Flow Monitoring

Look at water rights for data needed in this cell Contract Operator Cascade Water Alliance


Table 2 (Cont’d)

5. OPERATION OF WATER CONTROL FEATURES

No. ACTIVITY FREQUENCY STATUS PERFORMED BY DOCUMENTATION NOW FUTURE

5.01 BARRIER DAM FLASHBOARDS & STEEL PANELS Periodic as requested by USACE Manual Operation Only.

Dilapidated – Being Redesigned & Rebuilt by USACE

PSE staff Contract Operator LAKE TAPPS WATER SUPPLY SYSTEM OPERATION AND MAINTENANCE MANUAL

5.02 INTAKE HEAD GATES (2) Periodic when performing Spring Refill

Operable – In Service – Must be physically observed PSE staff Contract Operator LAKE TAPPS WATER SUPPLY SYSTEM

OPERATION AND MAINTENANCE MANUAL

5.03 ROCK CHUTE SLIDE GATE # 1 Periodic depending on sediment load present in White River

Operable – In Service– Must be physically observed PSE staff Contract Operator LAKE TAPPS WATER SUPPLY SYSTEM


5.04 ROCK CHUTE SLIDE GATE # 2 WRMA Requires Rock Chute # 2 to be operable

Operable – In Service – Must be physically observed PSE staff Contract Operator LAKE TAPPS WATER SUPPLY SYSTEM


5.05 WOSLAGEL BASIN 6-FOOT VALVE Flowline Outage Only Operable – Not in Service – Must be physically observed PSE staff Contract Operator LAKE TAPPS WATER SUPPLY SYSTEM


5.06 DINGLE BASIN OUTLET STRUCTURE – 4’ GATE Flowline Outage Only Operable – In Service – Must be physically observed PSE staff Contract Operator LAKE TAPPS WATER SUPPLY SYSTEM


5.07 DINGLE BASIN OUTLET STRUCTURE – 3’ GATE Flowline Outage Only Operable – In Service – Must be physically observed PSE staff Contract Operator LAKE TAPPS WATER SUPPLY SYSTEM


5.08 FISH SCREENS & FISH RETURN PIPELINE Daily – Manual Operation Operable – In Service PSE staff Contract Operator LAKE TAPPS WATER SUPPLY SYSTEM OPERATION AND MAINTENANCE MANUAL

5.09 TWIN PIPELINE ENERGY DISSIPATION VALVES (2) Periodic as necessary to control water surface elevation in Flowline

Operable – In Service PSE staff Contract Operator LAKE TAPPS WATER SUPPLY SYSTEM OPERATION AND MAINTENANCE MANUAL

5.10 DIKE WEIRS (how many?) Periodic Adjustment Operable – In Service PSE staff Contract Operator LAKE TAPPS WATER SUPPLY SYSTEM OPERATION AND MAINTENANCE MANUAL

5.11 LAKE OUTLET STRUCTURE ISOLATION GATE (1) Isolation Only Operable – In Service PSE staff Contract Operator LAKE TAPPS WATER SUPPLY SYSTEM OPERATION AND MAINTENANCE MANUAL

5.12 PENSTOCK FOREBAY SLIDE GATES (3) Isolation Only Operable – In Service PSE staff Contract Operator LAKE TAPPS WATER SUPPLY SYSTEM OPERATION AND MAINTENANCE MANUAL

5.13 PENSTOCK ISOLATION VALVES (4) Isolation Only Operable – In Service PSE staff Contract Operator LAKE TAPPS WATER SUPPLY SYSTEM OPERATION AND MAINTENANCE MANUAL

5.14 TURBINE BYPASS VALVES (1 each, Units 2 & 3) Periodic when performing Fall Drawdown Operable – In Service PSE staff Contract Operator LAKE TAPPS WATER SUPPLY SYSTEM



Table 2 (Cont’d)

5. Section 5 (Cont’d) Controlling Inflow to and Outflow from Lake Tapps Reservoir OPERATION OF WATER CONTROL FEATURES

The flume head gates are the only remotely-controlled point for inflow to the flowline that supplies water to Lake Tapps Reservoir. The two rock chutes are the only two remotely-controlled discharge points on the flume. The fish screen discharge within the flowline is controlled by a programmable logic controller (PLC). The Dike 4 discharge and Powerhouse discharge are controlled manually. Unmeasured inflow enters the flowline between the head works and the pipeline intake at several locations, typically local drainage. Local drainage flows into a ditch that is parallel to the pipeline. This ditch discharges into the channel to Lake Tapps Reservoir at the pipeline valve house. These unmeasured inflows can be estimated based on forecasted and measured precipitation, but it may not be worth the effort to develop a formula for calculating these inflows because there are only three control points for remote control of diversion or discharge.

An effort to establish the discharge from Lake Tapps Reservoir through the bottom of Lake Tapps Reservoir, through dikes and evaporation, seems worthwhile. A table based on Lake Tapps Reservoir elevation and daily average temperature can be used to project Lake Tapps Reservoir discharge through the bottom, evaporation, and the dikes. This discharge can be used to establish adjustments of the flume head gates or rock chutes to attain the desired reaction at Lake Tapps Reservoir.

Flume inflow minus rock chute discharge minus fish screen discharge minus powerhouse discharge will determine Lake Tapps Reservoir controlled inflow. All these flows are in second foot day (sfd).

If Lake Tapps Reservoir is holding at the same elevation, then Lake Tapps Reservoir inflow is discharging through the bottom, evaporation, and dikes. If Lake Tapps Reservoir is filling, then Lake Tapps Reservoir inflow is exceeding the discharge through the bottom, evaporation, and dikes. If Lake Tapps Reservoir is drafting, then Lake Tapps Reservoir inflow is less than the discharge through the bottom, evaporation, and dikes.

Change in Lake Tapps Reservoir storage is determined by subtracting the present storage from the storage 24 hours prior. For consistency, the same time should be used for each analysis. The storage is reported in acre-feet (ac-ft), which is changed to sfd by dividing the ac-ft by 1.9835.

To Determine the Need to Change Inflow or Discharge • Utilize the 24-hour change in Lake Tapps Reservoir elevation and storage.

• Utilize the 24-hour average flume inflow.

• Utilize the 24-hour average tailrace discharge.

• Utilize 20 cfs as the fish screen discharge.

• Utilize 1 cfs as the Dike 4 discharge.

• Utilize the 24-hour average rock chute 1 discharge.

• Utilize the 24-hour average rock chute 2 discharge.


Table 2 (Cont’d)

7. FLEET VEHICLES & EQUIPMENT No. EQUIPMENT AVAILABLE FROM CASCADE 7.1 Back Hoe at Headworks 7.2 Fork Lift at Headworks 7.3 Fork Lift at Power House #1 7.4 Fork Lift at Power House #2 7.5 Boat (Flat Bottom) 7.6 Boat (16ft, 35 HP) 7.7 Boat/ Raft (7 x 8 ft) 7.8 Trailer Mower 7.9 Tractor 7.10 PTO Mower 7.11 4x4 Off-Road Quad 7.12 Car Trailer 7.13 Fish Trailer 7.14 Portable Compressor (190 cfs) 7.15 Portable Welder 7.16 Portable Gen Set (3 phase/ Single) 7.17 Pumps (Electric & Gas) EQUIPMENT LIKELY NEEDED 7.51 Mini Excavator 7.52 Excavator (225) w/ Thumb 7.53 Boom Truck 7.54 Bucket Lift 7.55 Boat (?) 7.56 Man-Lift 757 Dump Truck (5 yd) 7.58 Flat Bed w/ Lift 7.59 (2)Axel Trailer w/ Lift 7.60 Small Hand Tools (Jack Hammer, Rock Drill, etc.) 7.61 Pumps (Electric & Gas) 7.62 Discharge Hoses 7.63 Cab-Over Back Hoe w/ Compactor

6. ROUTINE MAINTENANCE

No. ACTIVITY FREQUENCY PERFORMED BY NOW FUTURE

6.1 Outage for Maintenance Purposes Annual PSE Contract Operator 6.2 Computerized Maintenance Management

System (CMMS) Loading Once initially Does not exist Contract Operator

6.3 Continual input of maintenance data into MMS

Ongoing Not performed Contract Operator

6.4 Spill Response As needed PSE Contract Operator 6.5 Emergency Response As needed PSE Contract Operator 6.6 Keys, Locks, and Gates Maintenance Ongoing PSE Contract Operator 6.7 Towing of Unauthorized Vehicles Ongoing ? Contract Operator 6.8 Security Camera System Maintenance Ongoing ? Contract Operator 6.9 Crane Certification and Maintenance Ongoing ? Contract Operator 6.10 Operable Gate Maintenance and Repair Ongoing PSE Contract Operator 6.11 Fish Screen Maintenance and Repair Ongoing NAES Contract Operator 6.12 Flume Maintenance and Repair Ongoing PSE Contract Operator 6.13 Pipeline & Appurtenance Inspection Annual PSE Contract Operator 6.14 Pipeline Cathodic Protection System

Maintenance Annual Contract Operator

6.15 Penstock Cathodic Protection System Maintenance

Annual Contract Operator

6.16 Pressure Vessel Inspection Annual State of Washington Contract Operator 6.17 Dike Inspection Ongoing PSE Contract Operator 6.18 Tunnel Inspection Annual PSE Contract Operator 6.19 Penstock Inspection Annual PSE Contract Operator 6.20 Mowing Maintenance Ongoing PSE & Kemp West Contract Operator 6.21 Noxious Weed Maintenance Ongoing PSE & Whitworth Contract Operator 6.22 Rodent Elimination Maintenance Ongoing Whitworth Contract Operator 6.23 Mosquito Spraying ? ? Contract Operator 6.24 Fence Maintenance As needed ? Contract Operator 6.25 Tree Maintenance As needed PSE Contract Operator 6.26 Ditch Maintenance As needed PSE Contract Operator 6.27 Janitorial Service Maintenance ? Erin Hookere Contract Operator 6.28 Door and Window Maintenance and Repair As needed PSE Contract Operator 6.29 Roof Gutter Maintenance and Repair As needed ? Contract Operator 6.30 Storm Water System Maintenance Annual ? Contract Operator 6.31 Septic System Maintenance Every 5 years Flow Hawks Contract Operator 6.32 Emergency Generator Maintenance Ongoing ? Contract Operator 6.33 Fire Protection Systems Maintenance Ongoing PSE Contract Operator 6.34 Heating System Maintenance Annual WA Energy Services Contract Operator 6.35 Window Washing Maintenance ? ? Contract Operator 6.36 Graffiti Removal Maintenance As needed ? Contract Operator 6.37 Building Painting Maintenance ? ? Contract Operator 6.38 Fleet Operating Equipment Maintenance As needed ? Contract Operator 6.40 Grader Operator/Grading As needed ? Contract Operator 6.41 Small Machine (mower) Repair As needed Sumner Tractor Contract Operator 6.42 Small Tool Repair As needed ? Contract Operator


Table 2 (Cont’d)

8. LEAD O&M STAFF No.

Mechanic/Machinist 1 Hydraulics to 3,000 psi (3,000 psi is rating of ED valve hydraulic cylinders). Accumulators, control valves, backflow valves, pressure regulators. 2 Welding (Certification). Fish screens have stainless steel; structural capable of supporting man; cast steel; check grade of steel in the concrete flume. 3 Plumbing (Up to a certain size of pipe). Stainless, black iron, galvanized, tubing. 4 Lathe (Need to think of parts that might be turned.) 5 Mill (Need to think of parts that might be fabricated.) 6 Coupling alignment 7 Lubrication 8 Torque specs 9 Valves Check, control, gate, ball, energy dissipating. 10 Cooling water 11 Carpentry General 12 Print/sketch reading and correction 13 Fabrication 14 Pumps (Need to think about types and sizes.) 15 Compressors 16 Writing 17 Verbal 18 CDL 19 Equipment operations Back hoe, boom truck, riding mowers, excavator 20 Computer skills Electrician

21 AC to 600 V – Single and 3-phase (Downstream of the meter) 22 DC to 150 V 23 Test equipment Volt/ohm meter, meggar, phase rotation, ground, current 24 Splicing 25 Conduit bending 26 Motors – single and 3-phase 27 Motor starters Fuses, overloads 28 Transducers Position, level, temperature, pressure, voltage, current, etc. 29 Equipment operations 30 CDL 31 PLC 32 Fiber optics

33 Electrical prints/sketches reading and correcting

34 Controls 35 SCADA – Wonderware 36 Licensed


Table 2 (Cont’d) No.

Electrician (cont’d) 37 Computer skills 38 Writing 39 Verbal Operator

40 Analytical skills 41 Water theory ac-ft, sfd, cfs, stage 42 Mechanical knowledge 43 Electrical knowledge 44 Computer skills 45 Lock-out tag-out 46 CDL 47 Writing 48 Verbal All Disciplines

49 WAC Safety 50 Lock-out tag-out 51 Confined space 52 Ladder 53 Lead 54 Asbestos 55 Breathing air 56 Work on/over water 57 Manlift truck 58 Forklift 59 Hardhat 60 Eye protection 61 Hearing protection 62 Footwear 63 Fall protection 64 Boom truck 65 Backhoe


Figures

BellevueTacoma

Bellevue

LakeTapps

Tacoma

512

0 1 2 30.5

Miles

Vicinity Map

Lake DrawdownOutlet WorksLake Tapps ReservoirLake Fill Flowline

Lake DrawdownOutlet WorksLake Tapps ReservoirLake Fill Flowline

Location Map

Figure 1

Location and Vicinity MapsWhite River – Lake Tapps Reservoir Project

D:\GISDATA\projects\wash\CWA_LakeTappsEIS\map_docs\mxd\vicinity_map.mxd - 1/19/2010 @ 3:40:17 PM

Low

erW

hite

Riv

er(3

.6 M

iles)

Reservation Reach (20.7 M

iles)

CommencementBay

MuckleshootIndian TribeReservation

See Inset Below

Fish Screen Structure

Barrier Dam & Intake

Lake TappsReservoir

Lake TappsReservoir

TACOMA

Upper

White River (5.2 Miles)

Fish Bypass Pipeline

Twin 10'Ø Pipelines

Howell Bunger Valves (2)

Mud Mountain Dam(USACE) WR RM 29.5

CONFLUENCEWHITE RIVER &TAILRACE CANALWR RM 3.6

PR RM 1.0

WR RM 24.3

Boise Creek

Upstream EndLake Fill Flowline

Downstream EndLake Fill Flowline

PR RM 0.0

CONFLUENCEPUYALLUP RIVER &WHITE RIVERPR RM 10.4 / WR RM 0.0

NNo Scale

Tailrace Canal

Powerhouse

Penstocks (4)

12'Ø Tunnel

Intake

30'Ø Forebay

White River

Legend

Existing White & Puyallup Rivers

= Puyallup River= White River= River Mile= Flow Direction

PRWRRM

12

34

Inset

Figure 2

Overall Principle Project FeaturesWhite River – Lake Tapps Reservoir Project

DRAFTNEW CONTRACT OPERATOR PERFORMING O&M

AND PREPARING DELIVERABLES

PHASE I (TRANSITION PHASE) OF NEW CONTRACT OPERATOR CONTRACT

CASCADE & NEW CONTRACT OPERATOR NEGOTIATE

PHASE II SCOPE AND COST

NEW CONTRACT OPERATOR DEVELOPS DRAFT & FINAL O&M MANUALAND PREPARES DRAFT & FINAL PHASE II

SCOPE OF SERVICES AND COST

October 15, 2012

December 31, 2012

...to be followed by Phase II (Performance Phase)

MAR APR MAY JUN JUL AUG SEP OCT NOV DEC JAN

2011 2012 2012FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC

De�nition of New Operator Services and Cascade transition to performing all non-new operator activities by

means of Cascade sta�, consultants and/or contractors

FallDrawdown

SpringRe�ll

CONTINUOUS, ONGOING PSE OPERATIONS AND MAINTENANCE ACTIVITIES DURING THIS PERIOD

CASCADE, PSE, AND NEW CONTRACTOPERATION DISCUSS AND DEFINE

TRANSITION TO NEW CONTRACT OPERATOR

LIMITED PSE ON-CALL ROLE ANTICIPATED DURING THIS PERIOD

PSE OPERATION, MAINTENANCE, REPAIR, AND MONITORING & REPORTING ACTIVITIES FOR PROJECT UNDER EXISTING CASCADE/PSE ASSET OPERATING AGREEMENT

DEFINITION OF ALL SEPARATION ACTIONS

DEVELOPMENT AND IMPLEMENTATION OF NEW CONTRACT OPERATOR SELECTION STRATEGY

TOGGLEPERIOD

PERIOD 1 PERIOD 2 PERIOD 3

FIRST TRIALSEPARATION

FULL PROJECT SEPARATION FROMPSE SCADA SYSTEM & OPERATION

ACCOMPLISH ALL FACILITY SEPARATION ACTIVITIES NEEDED TO DISENTANGLE LAKE TAPPS PROJECT FROM PSE’S OPERATING SYSTEM

NEW OPERATOR SELECTION PROCESS

Anticipated termination of Cascade/PSE Asset Operating Agreement

January 1, 2012Begin new Contract Operator Contract

April 15, 2012

RFP Issue DateAugust 1, 2011

NEW CONTRACT OPERATOR TRAINED IN SCADA SYSTEM,

WONDERWARE, AND PROJECT OPERATION AND

MAINTENANCE

NEW CONTRACTOPERATOR BECOMES

FAMILIAR WITHPROJECT

NEW CONTRACT OPERATOR, PSE & CASCADE ROLES & RESPONSIBILITIESOVERALL ROADMAP SHOWING ANTICIPATED 2011 & 2012 SCHEDULE

Figure 3

White River – Lake Tapps Reservoir RoadmapWhite River – Lake Tapps Reservoir Project

July 28 , 2011

See Inset Below

N

Inset

White River – Lake Tapps Reservoir Project

Plan of Lake Fill FlowlineFigure 4

BarrierDam

Intake

6-Foot Valve

Headgates

Concrete Flume 1(1,780’)

Wooden Flume(2,315’)

Concrete Flume 2(853’)

RockChute #1

WolslagelBasin

WickershamBasin

McHughBasin

DingleBasinFish Screen

Structure

Rock Chute #2 and Discharge PoolLocal Stream and

FRP Drainage Channel

Dingle BasinOutlet Structure

Fish Recovery Pond (FRP)

Twin 10’ØPipelines(approx. 10,600’)

Twin 10’ØPipelinesIntake

HowellBungerValves (2)

Fish BypassPipeline

WhWW iti et River

Upstream EndLake Fill Flowline

Downstream EndLake Fill Flowline

WhWW itii ett River

Local StreamEnergy Disipation

Structure

CulvertHeadwall

Fish Bypass Pipeline

FRP Drainage Pipe

White River

Fish Bypass PipelineOutlet Structure

Local Stream andFRP Drainage Channel

No Scale

10+0020+0030+0040+0050+0060+0070+0080+0090+00100+00110+00120+00130+00140+00150+00160+00170+00180+00190+00200+00210+00220+00230+00240+00250+00260+00270+00280+00290+00300+00310+00320+00330+00340+00350+00 0+00

630

640

650

660

670

620

610

600

590

580

570

560

550

630

640

650

660

670

620

610

600

590

580

570

560

550

***

El. 637.0

Head Gates El. 662 671.0

ConcreteFlume 1

(1,780’)ConcreteFlume 2

(853’)

Wolslagel Basin(2,900’)

WoodenFlume(2,315’)

El. 654.84

El. 649.84

6-FootValveInvert El.638.0

Rock Chute 1 El. 660.85

Rock Chute 2 El. 658.906-Foot Valve

Invert El. 630.4

Invert El. 608

Invert El. 572Invert El. 570.5

Invert El. 566

“B” Line Dips Under “A” Line

Invert El. 554

Invert El. 549

Invert El. 598Invert El. 599.5

Invert El. 598.5

Invert El. 606.8

Wickersham Basin(2,800’)

McHugh Basin(2,100’)

Dingle Basin(2,500’)

Canal(350’)

Approach Channel

Pipe

line

Inta

ke S

truc

ture

Dingle Basin Outlet Structure

El. 650.0

El. 6

42.0

El. 643.6

El. 635.5

Invert El. 642.5

El. 638.0

Fish Screens

Fish BypassPipelineInvert El. 654.5


Profile of Lake Fill FlowlineFigure 5

Twin 10’Ø Pipelines

Dow

nstr

eam

End

of L

ake

Fill

Flow

line U

pstr

eam

End

of L

ake

Fill

Flow

line

* = Hold Water Surface Elevation at Fish Screens @ 659.0 if Q > 200 CFS.

** = Hold Water Surface Elevation at Fish Screens @ 657.25 if Q ≤ 200 CFS.

Tailrace Canal

1234

White River

White River

Lake TappsReservoir

Lake TappsReservoir

Penstocks

Retired Powerhouse

12'Ø Tunnel

30'Ø Forebay

Intake

Confluence with White River


Plan of Drawdown Outlet WorksFigure 6

400

450

500

550

600

350

300

250

200

150

100

50

0

400

450

500

550

600

350

300

250

200

150

100

50

0

*


Profile of Drawdown Outlet WorksFigure 7

Tailrace Canal(3,250′)

Lake TappsReservoir

Lake TappsReservoir

* = Normal Full Pool Water Surface Elevation During Recreation Season = 541.0 to 542.5 (NGVD 1929)

Normal Drawdown Pool Water Surface Elevation During Winter Season = 530.0 to 537.0 (NGVD 1929)

Penstocks(3,000′)

12'Ø Tunnel(4,200′)

30'Ø Forebay

Retired Powerhouse

Confluence with White River

White River

Surge Tanks

Intake

A-1

Attachment A – Superintendent Functions

A-2


A-3

ATTACHMENT A SUPERINTENDENT FUNCTIONS

• Coordinates work through Cascade’s Operations Manager with various entities, including

the U.S. Army Corps of Engineers, the Muckleshoot Indian Tribe, Puyallup Tribe of Indians, the National Marine Fisheries Service, the Lake Tapps Community Council, etc.

• Ensures that all appropriate agencies are coordinated with and approvals are received prior to performing the work.

• Ensures that all work is performed safely, meeting all safety requirements.

• Evaluates and makes recommendations for the repair and replacement of Project facilities, including, but not limited to, dams, dikes, and weirs.

• Ensures that lake levels and flow requirements stipulated in Collateral Agreements (see Draft Agreement, Attachment D) are met.

• Responds to off-hour emergency situations. Emergencies arise that require work during nights, evenings, weekends and holidays. Currently, this project is 24 hours a day, 7 days a week, and 365 days a year.

• Knowledge of applicable regulatory requirements.

• Current State of Washington driver’s license.

• Directs field staff, including union and non-union members and contractors, to accomplish facilities and assess O&M activities.

• Plans, schedules, and oversees Project facility O&M activities.

• Documents all work orders, maintenance records, equipment and supply requests, etc. and ensures that the data are entered into the CMMS when implemented.

• Works with the Operations Manager to recommend resourcing needs for Project facilities.

• Develops O&M budgets.

• Makes recommendations to optimize current O&M practices.

A-4


B-1

Attachment B – O&M Manual Requirements

B-2


B-3

ATTACHMENT B O&M MANUAL REQUIREMENTS

1. Prepare a draft and final O&M MANUAL for the Project. Provide drafts of the O&M MANUAL to Cascade for Cascade review and comment until Cascade approves of the O&M Manual. Cascade approval of the draft is requisite before finalizing and implementing the O&M MANUAL.

2. Prepare the O&M MANUAL in any electronic format that is electronically accessible by Cascade. A website is preferred, but a PDF file with embedded hyperlinks is acceptable.

3. Include the following in the O&M MANUAL:

a. For each unit process, sub-system, and component, describe the design intent, function, operating characteristics, and limiting operating conditions.

b. For each unit process, sub-system, and component, describe the local manual and remote automatic (SCADA) controls.

c. For each unit process, sub-system, and component, provide detailed operation instructions to include target values for all control parameters, emergency control provisions, and recovery procedures during system upsets or abnormal conditions.

d. Provide a system control management plan that describes control activities and compliance monitoring, and establishes goals for efficient Project operation. The plan shall address the following topics:

1) Control strategies

2) CO management responsibilities

3) Communications

4) Records and reports

e. In the system control management plan, identify persons and their responsibilities for system control management, system analysis, QA/QC, reporting, communication, and other tasks. The plan shall describe the type and frequency of system control and monitoring reports. The plan will describe the communication protocols that will be used to communicate system control information to appropriate staff, including the use of weekly or more frequent meetings, distribution of reports, posting of directives, and use of a daily log book. The communication protocols shall also address the communication with Cascade on the operation of the Project.

An O&M Manual example showing level of detail and format (including appropriate photographs) for “Lake Tapps Reservoir Dewatering Procedure” follows. Cascade likes this example.

B-4


Lake Tapps Reservoir Dewatering Procedure

Number:

LTP-01 Subject:

Dewatering Approved for Use by:

Current Issue:

REV 0

Issue Date:

24 Nov 08

Page 1 of 8 Prepared by North American Energy Services

TABLE OF CONTENTS

SECTION TITLE PAGE

1. Discussion ................................................................................................................ 2

2. General Precautions and Limitations ........................................................................ 2

3. Procedure ................................................................................................................ 3 A. Preparation ..................................................................................................... 3 B. Open Head Gate and Fill Pen Stocks .............................................................. 4 C. Open the Butterfly Valve ................................................................................. 5 D. Dewatering with a Relief Valve ........................................................................ 6 E. Secure Dewatering ......................................................................................... 7

TABLES

None

ATTACHMENT

LAKE TAPPS PROJECT SURVEILLANCE MONITORING PROCEDURES

PROCEDURE LTP-01

Dewatering

2 of 8

1. DISCUSSION

This facility represents a significant investment in equipment, technology and personnel. Proper maintenance of this equipment is mandatory to prevent later damage to the equipment and to ensure the components may be operated for many years to come.

The precautions listed in this procedure are of a general nature and are intended to support any other safety precautions listed in the company safety and equipment manuals. The Precautions and Limitations of a skid or equipment operating manual should be utilized and followed when operating the special pieces of equipment designed to perform certain tasks in this procedure.

PSE currently owns and maintains the Lake Tapps Project and maintains the lake level as part of its “Good Neighbor” policy.

Dewatering is used to control the lake level to reduce milfoil growth, conduct repairs, and monitor the dikes. The Lake Tapps powerhouse does not generate power.

2. GENERAL PRECAUTIONS AND LIMITATIONS

NOTE

In support of both equipment cleanliness/long term reliability and the health of the workers, all plant buildings are a NO SMOKING area. Smoke breaks must be taken outside the dam in the designated smoking areas.

A. Never smoke or use fire producing equipment in the vicinity of a volatile fuel. Ensure the system containing such a fuel is properly drained (including vapors) or purged (and tested) before commencing work on such a system. The maintenance area should thereafter remain adequately ventilated.

B. Personnel need to be aware and knowledgeable about the use of the proper terms for the different pieces of equipment.

C. Hearing/eye protections shall always be used when working with high noise and high velocity equipment or possibility of eye injuries.

D. Hardhats, Eye Protection, and Safety Shoes shall be worn whenever moving about the powerhouse.

E. Carry appropriate rain gear when ever doing work on a potentially rainy day.

F. Do not wear loose clothing in areas of rotating equipment.

G. If any abnormal indications occur, stop work, investigate and contact the Maintenance Lead or Supervisor prior to continuing.


PROCEDURE LTP-01

Dewatering

3 of 8

CAUTION

Never open more than two relief valves to dewater Lake Tapps without PSE management’s permission. Fire, Police, and Aid agencies must be made aware of an evolution requiring more than two relief valves to be opened. When more than two relief valves are opened, water will spill across East Valley Hwy.

H. When relief valves are used to dewater Lake Tapps, the water passing through the valve may damage the relief valve seating surface. Do not dewater in this manner often and without prior approval of PSE management.

I. Bypass valves dewater at a rate of 50 cfs.

J. Relief valves dewater at a rate of about 400-500 cfs.

3. PROCEDURE

A. PREPARATION

1. Determine the rate of dewatering needed to lower lake level.

a. The Snoqualmie Operator will decide the rate needed.

b. Contact the Snoqualmie Operator to determine how many bypass valves to open. The rate of dewatering will depend on lake elevation, Snoqualmie spill rate, weather (snow melt, rain), etc.

2. CHECK Turbine Pressure Gage to determine which Pen Stocks are full. The picture below shows the pressure of a full pen stock (approx. 200 psig).


PROCEDURE LTP-01

Dewatering

4 of 8

a. During winter, all four penstocks are normally full.

b. During Spring/Summer usually 1-3 penstocks are full.

3. CHECK CLOSED Bypass, Drain, and Butterfly valve in empty pen stocks.

B. OPEN HEAD GATE AND FILL PEN STOCKS

You may omit this section if a pen stock is already full and available for dewatering.

1. Drive to the Forebay

a. TAKE East Valley Highway North to Lake Tapps Parkway E and go Right.

b. FOLLOW the road to the top of the hill and take a Right at the first Traffic Light: Lakeland Hills Way SE

c. About ½ mile on Lakeland Hills Way, on the right you will see a grey gate and gravel road.

d. TAKE the gravel road to the head gates.

2. OPEN the appropriate head gate 7 turns

NOTE

Do not open the head gate more than this as it may cause wear to valves and piping downstream.

a. TAKE the selector switch to OPEN

b. OPEN to the mark on the head gate

c. LISTEN for flow noise

d. ALLOW pen stock to fill all the way to the head gate

(1) This takes about 45 minutes to an hour

e. FULLY OPEN the headgate

3. If one of pen stocks 1 or 2 is to remain empty and the other filled and pen stock 4 is filled, check closed 4-1 (if 2 is filled and 1 is empty) or 4-2 (if 1 is filled and 2 is empty) to prevent back filling the empty pen stock. See the diagram below.


PROCEDURE LTP-01

Dewatering

5 of 8

4. RETURN to the Powerhouse.

C. OPEN THE BUTTERFLY VALVE

Do this in a full pen stock only.

1. OPEN the 8” bypass valve by lifting the red lever on the bypass valve

2. OPEN the butterfly valve

a. TURN ON the power to the butterfly controller

1 2 3

4-1 4-2

HEAD GATES

PEN STOCKS1 2 3 4


PROCEDURE LTP-01

Dewatering

6 of 8

(1) The controllers are along the south wall

b. TAKE the selector switch to open

c. WAIT for the open indicator light to come on

d. SHUT off the power to the controller

3. SHUT the bypass valve

4. CALL the Snoqualmie Operator to report which pen stocks are dewatering.

D. DEWATERING WITH A RELIEF VALVE

This is normally not done. Flow through a relief valve causes wear on the valve seating surfaces and will shorten the valve’s life span considerably with each use.

Contact must be made with PSE management prior to performing this procedure. The contacts are:

• Gene Galloway - ___________________

And

• Dave Magnusson - ____________________

Or

• Ed Schild - __________________

Or


PROCEDURE LTP-01

Dewatering

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• Joel Molander - ____________________

1. REMOVE the T-handle from the south wall next to the relief valve. The picture below shows the relief valve with the T-handle attached to the actuating stem.

2. ROTATE the T-handle counter clock wise to open the actuator inlet valve. This allows the pen stock pressure to act on the relief valve actuator and open the relief valve.

a. When the relief valve opens, the yellow pot will rise and cause the linkage to push an indicator downward. This indicates valve position.

3. REPORT to the Snoqualmie Operator that the relief valve is OPEN.

4. REPORT to Gene Galloway that the relief valve is OPEN.

5. If more than two relief valves are to be opened, contact the Auburn Police, Fire, and Aid agencies to let them know there will be water flowing over East Valley Highway next to the powerhouse.

E. SECURE DEWATERING

1. When dewatering is complete SHUT the butterfly valve.

a. OPEN the bypass.

b. SHUT the butterfly valve.

c. SHUT the bypass.

d. OPEN drain valve on penstock


PROCEDURE LTP-01

Dewatering

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e. REPORT to the Snoqualmie Operator when done.

2. To close a relief valve, ROTATE the T-handle clockwise to shut the actuator valve and observe the position indicator shows the valve closes.

a. REPORT to Gene Galloway and the Snoqualmie Operator when complete.

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Attachment C – CMMS Requirements

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ATTACHMENT C

CMMS REQUIREMENTS

Cascade’s goals include identifying and collecting facility maintenance and asset management data and implementing a CMMS (see Attachment B). This system will be made available to Cascade’s staff 24 hours a day/7 days a week for analysis and reporting of asset performance. The data collected and information contained within the CMMS will be the property of Cascade and will remain the property of Cascade beyond the contract with the selected CO. The tasks to be performed for the development and management of the CMMS are divided into the following major areas:

• Develop detailed inventory and asset numbering for all assets to be maintained by the CO.

• Use vendor operations and maintenance manuals, or industry best practices if manuals are not available, to develop a list of spare parts associated with each asset to be maintained.

• Perform field visits to collect asset attribute information and any nameplate data associated with assets and equipment.

• Use vendor operations and maintenance manuals, or industry best practices if manuals are not available, to capture the Standard Maintenance Procedures (commonly referred to as Job Plans) to be used for performing preventive maintenance of structures and equipment.

• Develop individual databases containing the information listed above for eventual migration into the CMMS to be selected jointly by Cascade and the CO.

• Develop the CMMS reports for use by Cascade’s Management.

• Populate the CMMS and configure the system to enable it to present and deliver the output reports.

The CO will procure and install the CMMS that is equipped to receive incoming work/service requests; generate Work Orders; and track Work Orders, parts, materials, and other resources. The CO must provide the ability to use integration tools to facilitate data sharing across systems with Cascade’s geographic information system (GIS).

CMMS Functions

The CO must provide a plan for how they will procure and implement a CMMS that has functionality as listed below:

Work/Service Request Evaluation and Approval

• Allows for external service request and tracking of requests • Provides Automatic Notification and approval of work/service request and work

orders • Tracks unscheduled (response) maintenance/repairs

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Work Planning and Scheduling

• Tracks predictive and scheduled (preventive) maintenance • Issues and tracks work assignments or service requests and creates a

maintenance history

Work Orders

• Tracks labor hours, equipment, and materials • Transmits required data to and from GIS • Links documents to work order

Work Order Completion and Reporting

• Tracks inspection history on all infrastructure • Records and tracks work order history • Produces reports that identify problem areas, conditions of assets, maintenance

costs, etc. • Tracks costs for capital improvement (Projects) projections • Supports the following output options: screen display, HTML format, print to file,

printer

Asset Management

The CMMS must include a comprehensive asset management application or module that includes all assets maintained in Cascade’s system. The CMMS is to be configured to transmit asset information between the CMMS and GIS and must be able to accommodate a third party document management system that provides access to warranty documents, O&M documentation, forms, and drawings. The CMMS must have the ability to evaluate assets maintained and make estimates for planning future capital improvement projects as well as determining asset life cycle.

• Displays system assets and work orders in an integrated GIS environment allowing any of the aforementioned analysis to take place spatially.

• Links associated documents and/or can interface with a document management system.

Reports

The CO will configure the CMMS to allow for Cascade to query and run reports on asset performance. The following will be the minimum types of reports that will be prepared:

a. Open, closed, or cancelled work orders b. PM schedule c. Asset service history repair

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d. Scheduled work orders e. Work order aging f. Manpower commitments g. Asset condition inspection details h. Asset inventory valuation list

System Implementation Plan

The CO must provide all CMMS software components required for a successful installation and provide for ongoing operation. The CO must supply all components (software, hardware, operating systems, backup, support services, etc.). The CO shall prepare a System Implementation Plan that includes a detailed description of the following (except for the schedule):

• Task Management Plan – The CO will submit a detailed plan showing how the task will be managed including key task team members in addition to the Task Manager. This plan will include any requirements that the CO has for Cascade or any expectations of the Cascade staff that are necessary to complete the system implementation.

• System Implementation Schedule – The CO will submit a detailed System Implementation Schedule using Microsoft Project. The CO shall provide a short narrative of each task as it relates to the project, including tasks that the CO expects Cascade to perform. A final System Implementation Plan will be mutually agreed upon between the successful CO and Cascade when a CO is selected.

• Data Security Plan – The CO will submit a data security plan to ensure that Cascade’s data or software systems will not be compromised during the implementation of this project.

• Master Test Plan – The CO will certify, in writing, to Cascade that the software is installed and ready for use (Go-Live). Cascade will have 90 days to notify the CO, in writing, of any specific deficiencies or issues with the system and will expect a resolution within 30 days of disclosure of the deficiency. Cascade will expect the CO to perform the following test to its satisfaction.

• Training/Education Plan – The CO must provide a training plan for the Cascade staff to use the CMMS. Proposed training costs shall include the costs of on-site training with a maximum class size of 5 staff for hands-on classes. All training will be conducted on-site at Cascade’s facility.

System Implementation Services

An example of a hoped-for CMMS to be implemented by the selected CO with Cascade on a collaborative basis follows.

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Task 1 - Kick-off Meeting Meet with Cascade team to review the System Implementation Plan and Approach

Task 2 - Conduct an Asset Inventory of the Cascade Assets • Research the schedule of values for the Cascade assets

• Confirm asset inventory list by field-verifying assets’ installation and invoice price.

Task 3 - Develop Database for Migration Later into Selected CMMS Software Create a database to house CMMS data

Task 4 - Data Collection • Asset Data

• Vendors and Manufacturers

• Personnel – Names, Crafts, etc.

• Accounting Format – Cost Centers, Accounts, etc.

• Inventory Items – Electronics, Paper, etc.

• Inventory / Spare Parts Numbering System

• Codes for Crafts, Tools, Job Plans

Task 5 - Develop Location and Equipment Hierarchy • Develop Operating Location Hierarchy

• Develop Operating Asset Class Hierarchy

Task 6 - Develop Preventive Maintenance (PM) Standard Operation Procedures/Job Plans Develop Asset Maintenance Job Plans

Task 7 - Perform Asset Attribute and Nameplate Data Collection of Structures and Equipment • Develop template for collecting attribute information and nameplate data

• Collect data from assets

Task 8 – Set up PM Master Schedule for Parent Equipment Maintenance Set up PM Master Schedule for all Parent Assets

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Installation Services The CMMS system must be in accordance with the submitted System Implementation installation and implementation of the proposed solution. The CO must provide all technical resources for the installation and implementation of the proposed systems and interfaces.

Change Management Procedure The CO will submit Change Management Procedures to Cascade that will describe the process the CO will follow in the event there is a change to an asset or configuration, or if there are changes to the CMMS that will affect the performance or design of the water system.

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Attachment D – Draft Agreement

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RFP COMMENT DRAFT DATED 7/28/11

WHITE RIVER-LAKE TAPPS RESERVOIR PROJECT

OPERATIONS AND MAINTENANCE AGREEMENT

between

CASCADE WATER ALLIANCE (“Cascade”)

and

(“Contract Operator” or “CO”)

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TABLE OF CONTENTS

SECTION 1. DEFINITIONS .................................................................................................... 1

SECTION 2. RESPONSIBILITIES AND AUTHORITIES OF CASCADE. ......................... 6

(a) Oversight ............................................................................................................................. 6 (b) Coordination with Third Parties and Government Authorities ........................................... 7 (c) Consultants and Engineers .................................................................................................. 7 (d) Solicitation of Capital Improvements ................................................................................. 7 (e) Regulatory Reporting and Permits ...................................................................................... 7 (f) PSE Transition .................................................................................................................... 7 (g) Gages................................................................................................................................... 8 (h) SCADA ............................................................................................................................... 8 (i) Utility Bills and Office Space. ............................................................................................ 8

SECTION 3. RESPONSIBILITIES AND AUTHORITIES OF CO ........................................ 8

(a) Scope of Services ................................................................................................................ 8 (b) Level of Performance .......................................................................................................... 8 (c) Key Personnel ..................................................................................................................... 8 (d) Emergency .......................................................................................................................... 9 (e) Subcontracting .................................................................................................................... 9 (f) Maintenance ........................................................................................................................ 9 (g) Computerized Maintenance Management System (CMMS) .............................................. 9 (h) Coordination and Collaboration ........................................................................................ 10 (i) Regulatory Compliance .................................................................................................... 10 (j) Vehicle/Equipment Fleet .................................................................................................. 10 (k) Monitoring and Reporting................................................................................................. 10 (l) Security ............................................................................................................................. 11 (m) Personnel Management and Payment ............................................................................... 11 (n) Training of Cascade Personnel ......................................................................................... 11

SECTION 4. TRANSITION PHASE ..................................................................................... 11

(a) Commencement of Transition Phase ................................................................................ 11 (b) Duration of Transition Phase ............................................................................................ 11 (c) Periods of Transition Phase .............................................................................................. 11 (d) Period 1 and Period 2 ........................................................................................................ 11 (e) Period 3 of Transition Phase ............................................................................................. 12 (f) Negotiation of O&M Manual and Budget ........................................................................ 12

SECTION 5. PERFORMANCE PHASE ............................................................................... 13

(a) Commencement of Performance Phase ............................................................................ 13 (b) Duration of Performance Phase ........................................................................................ 13

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(c) Performance Obligation .................................................................................................... 13 (d) Preparation of Annual Updates to O&M Manual and Budget .......................................... 13

SECTION 6. PAYMENT. ...................................................................................................... 14

(a) Transition Phase Compensation ........................................................................................ 14 (b) Performance Phase Compensation .................................................................................... 14 (c) Emergency Work .............................................................................................................. 15 (d) Force Account Work ......................................................................................................... 15

SECTION 7. SAFETY; COMPLIANCE WITH APPLICABLE LAW. ............................... 17

(a) Safety ................................................................................................................................ 17 (b) Compliance With Applicable Law .................................................................................... 17

SECTION 8. INSPECTIONS, BOOKS AND RECORDS; OWNERSHIP OF RECORDS AND WORK PRODUCT. ............................................................................................................ 18

(a) Inspections ........................................................................................................................ 18 (b) Books and Records ........................................................................................................... 18 (c) Ownership of Work Product ............................................................................................. 19 (d) Public Disclosure .............................................................................................................. 19

SECTION 9. INSURANCE. ................................................................................................... 20

(a) Evidence of Insurance ....................................................................................................... 20 (b) Insurance Proceeds............................................................................................................ 20 (c) Coverage ........................................................................................................................... 20

SECTION 10. ENVIRONMENTAL MATTERS. ................................................................... 22

(a) Liability for Environmental Contamination. ..................................................................... 22 (b) Environmental Standards; Certain Excavation Work ....................................................... 23 (c) Remediation ...................................................................................................................... 23 (d) Permits .............................................................................................................................. 23 (e) Hazardous Substances ....................................................................................................... 24

SECTION 11. INDEMNITY; LIMITATION OF LIABILITY. .............................................. 24

(a) Indemnity/Hold Harmless ................................................................................................. 24 (b) Notice of Claims/Tender ................................................................................................... 25 (c) Limitation of Liability....................................................................................................... 25 (d) General .............................................................................................................................. 25

SECTION 12. DISPUTE RESOLUTION. ............................................................................... 25

(a) General .............................................................................................................................. 25 (b) Executive Review ............................................................................................................. 25 (c) Litigation; Venue .............................................................................................................. 26

SECTION 13. TERM; ASSIGNMENT. .................................................................................. 26

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(a) Term .................................................................................................................................. 26 (b) Renewal Term ................................................................................................................... 26 (c) Assignment ....................................................................................................................... 26

SECTION 14. EVENTS OF DEFAULT; TERMINATION. ................................................... 26

(a) Right to Notice an Opportunity to Cure ............................................................................ 26 (b) Event of Default by CO .................................................................................................... 27 (c) Event of Default by Cascade............................................................................................. 27 (d) Discretionary Termination ................................................................................................ 27 (e) Payment of Amounts Upon Termination .......................................................................... 27 (f) Obligations of CO Upon Termination or Expiration ........................................................ 27

SECTION 15. MISCELLANEOUS. ........................................................................................ 28

(a) Limitations ........................................................................................................................ 28 (b) Relationship of the Parties ................................................................................................ 28 (c) Notices, Computation of Time and Holidays ................................................................... 28 (d) Applicable Law ................................................................................................................. 28 (e) Availability of Information ............................................................................................... 28 (f) Severability ....................................................................................................................... 28 (g) Waiver Not Continuing ..................................................................................................... 29 (h) Construction of Agreement ............................................................................................... 29 (i) Covenant to Act in Good Faith ......................................................................................... 29 (j) No Third-Party Beneficiary .............................................................................................. 29 (k) Section Headings .............................................................................................................. 29 (l) Multiple Copies ................................................................................................................. 29 (m) Employee Costs. ............................................................................................................... 29 (n) Bond .................................................................................................................................. 30

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OPERATIONS AND MAINTENANCE AGREEMENT

THIS OPERATIONS AND MAINTENANCE AGREEMENT (the “Agreement”) is dated as of ____________________, by CASCADE WATER ALLIANCE, a municipal corporation (“Cascade”) and (“Contract Operator” or “CO”).

RECITALS

A. Cascade is owner of the Project (as defined herein) located in Pierce County, Washington.

B. The Project requires Operation and Maintenance (“O&M”) as defined herein.

C. Cascade selected Contract Operator (“CO”) to Operate and Maintain the Project.

D. There will be a Transition Phase (as defined herein). CO and the outgoing contractor Puget Sound Energy (“PSE”) will both render service in connection with the Project during the Periods 1 and 2 of the Transition Phase as defined in Section 4(c). An objective of the Transition Phase is to provide CO access to PSE personnel, knowledge, training and expertise regarding historical practices of the Project. A further objective is for the Transition Phase to be as short and cost-effective as possible as described further herein.

E. Upon the conclusion of Period 2 of the Transition Phase, CO shall fully perform O&M for the Project as more fully described in this Agreement. The parties intend and agree that (1) the CO shall have O&M responsibility for the Project to attain the Cascade Objectives; (2) Cascade’s responsibilities shall relate primarily to Project management and oversight rather than day-to-day O&M; and, (3) this Agreement shall be implemented in a manner that encourages the CO to exert creative innovation consistent with Cascade’s responsibilities and authorities under this Agreement.

NOW, THEREFORE, the parties agree as follows:

Section 1. Definitions

. For the purposes of this Agreement, the following definitions apply:

“Actual Equipment Cost” means the daily rate for CO-owned equipment, vehicles or fleet measured by Ownership Cost and Operating Cost divided by the Useful Life of the equipment. For purposes of this definition:

(a) Operating Cost means fuel, filters, oil, grease, tire wear, minor repair, and major overhaul; and

(b) Ownership Cost means cost for depreciation, financing and other indirect costs such as licenses, taxes, storage, insurance, inspections, mechanic training, recordkeeping, or highway permits. Equipment Cost shall not include replacement cost, escalation contingency

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reserves, general and administrative expense or profit. The term “Useful Life” as used herein means the normal and expected life of the equipment under regular use and repair.

“Applicable Law” means each and every federal, state of Washington, county and municipal statute, ordinance, code, rule, regulation, order, directive or requirement, currently or hereafter existing, that applies to the Project, Cascade and/or CO, including, without limitation: laws and regulations regarding dam safety; laws and regulations affecting fisheries and fish habitat, threatened and endangered species; laws and regulations regarding storm water, the protection of water quality and the use of water resource; laws and regulations regarding the use of pesticides; laws and regulations regarding shoreline management, zoning, building, and wetlands; and all other environmental and land use laws; worker health and safety laws and regulations; prevailing wage; and common law; together with all amending and successor federal, State of Washington, county and municipal statutes, ordinances, codes, rules, regulations, orders, directives or requirements, regardless of whether such laws are foreseen or unforeseen, or ordinary or extraordinary. The failure to mention any specific statute, ordinance, rule, code, regulations, order, directive or requirement shall not be construed to mean that it is not considered an “applicable law.”

“Barrier Dam” means the dam, intake and associated facilities as built or as rebuilt in the future at or near the City of Buckley at approximately river mile 24.3 that functions to divert water from the White River into the flowline to Lake Tapps Reservoir.

“Budget” means the budget of fixed and variable costs (with Markup) in compliance with Internal Revenue Service Revenue Procedure 97-13 for compensation paid under a qualified management contract. CO will charge Cascade after the expiration of the Transition Period for work and service performed in connection with the scope of service to be provided under the O&M Manual and this Agreement to Operate and Maintain the Project.

“Capital Improvement Projects” means work or service beyond the scope of this Agreement that must be solicited by competitive bid processes under Washington law.

“Cascade Objectives” means the following objectives:

• CO shall assist Cascade in development of master facilities plan and/or strategic investment strategy for Project.

• Use of performance partnership between Cascade and CO to improve and make more efficient existing processes and systems by building a long-term relationship.

• Seek pricing model incentives for same or higher quality of O&M of the Project at lower cost than currently obtained with PSE.

• Coordination with PSE for cost-effective transition to CO and termination of PSE’s involvement.

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• Seek appropriate levels of Cascade and CO involvement in planning and oversight while minimizing Cascade’s day-to-day responsibility for O&M.

• Long-term optimization of the water resource and risk management.

• Long-term compliance with all laws and regulations and agreements, including Collateral Agreements.

“Collateral Agreements” means collectively agreements that pertain to or regulate the Project. Currently, the Collateral Agreements are (i) the barrier dam operation agreement with the United States Army Corps of Engineers dated November 17, 2010, (ii) the 2008 White River Management Agreement between Cascade Water Alliance and the Puyallup Tribe of Indians and the Muckleshoot Indian Tribe dated August 8, 2008 (“White River Management Agreement”), (iii) the 2009 agreement regarding Lake Tapps between Cascade and the Lake Tapps Community dated May 12, 2009, (iv) the Memorandum of Understanding on the Management of Lake Tapps for Public Water Supply and Recreation Between Cascade Water Alliance and Pierce County dated August 2, 2005 and (v) those additional agreements listed on Exhibit A to this Agreement and incorporated herein by reference. Cascade may designate future agreements as Collateral Agreements, subject to CO approval, which shall not be unreasonably withheld.

“Computerized Maintenance Management System (CMMS)” means the system which maintains a database of information about an organization’s Maintenance and Operations. This information is intended to help maintenance workers do their jobs more effectively and to help Cascade make informed O&M decisions.

“Direct Cost” means actual out-of-pocket costs paid by CO to employees or third parties for labor, material, equipment or supplies in connection with performance of Force Account Work.

“Effective Date” means January 2, 2012 or at such time Cascade issues a directive requesting that CO proceed to perform work or service under this Agreement, whichever is earlier.

“Emergency” means an occurrence(s) affecting the safety or protection of persons or endangering the Project or property located at or about the Project that requires an immediate response by CO and/or where it is not reasonably practicable to obtain the prior approval of Cascade.

“Enforcement or Remedial Action” means any action taken by any person or entity to enforce compliance with, or to collect or impose penalties, fines, or other sanctions, including any claim for damages, under any Environmental Law.

“Environmental Law” means any Federal, state or local laws, ordinances, codes, regulations, rules, orders, or decrees, relating to, or imposing liability or standards of conduct concerning any environmental matters, including, but not limited to, Pollution, air pollution, water pollution, noise control, soil condition, industrial hygiene, Hazardous Substances (including the treatment, storage, use or disposal of Hazardous Substances) and includes, without

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limitation, the Resource Conservation and Recovery Act and the Comprehensive Environmental Response Compensation and Liability Act and other federal laws governing the environment as may be in effect now or at any time during the term of this Agreement, together with their implementing regulations, guidelines, rules or orders, and all state, regional, county, municipal and other local laws, regulations, ordinances, rules or orders that are equivalent or similar to the federal laws recited above or that purport to regulate a Hazardous Substance, including, without limitation, the state Model Toxics Control Act.

“Environmental Liabilities” means claims or liabilities for any damages, remediation (including, without limitation, costs incurred in connection with any investigation of site conditions or any clean up, remedial, removal action or restoration work), fines, penalties, judgments, costs and expenses (including, without limitation, costs of defense, settlement, and reasonable attorneys fees), charges, forfeitures, or liens relating to Pollution or Hazardous Substances.

“Fiscal Year” shall mean January 1 through December 31 of any year.

“Force Account” means work or service directed and authorized by Cascade to be compensated on the Time and Materials Method in a sum not to exceed the amount established by Cascade.

“Gages” means the gages identified in the Project Permits.

“Hazardous Substance” means any substance, material, waste, pollutant or contaminant listed or defined as hazardous or toxic under any Environmental Law, and petroleum, including crude oil or any fraction thereof, natural gas, natural gas liquids, liquefied natural gas, or synthetic gas usable for fuel (or mixtures of natural gas or other such synthetic gas).

“Key Personnel” means key supervisory or management individuals named in any RFP Response, including Contract Manager, Project Superintendent, Assistant Project Superintendent, Development Leads for O&M Manual and CMMS Lead, and Environmental Health and Safety Manager.

“Maintain” or “Maintenance” means those activities, both scheduled and preventive, necessary to maintain the Project under the terms and conditions set forth in this Agreement and the O&M Manual, all in accordance with the Cascade Objectives, Applicable Law, Project Permits, Prudent Practice and the Collateral Agreements.

“Markup” means profit and overhead allowed to CO in the Budget, for Force Account work or during the Transition Phase.

“O&M Manual” means the manual describing in detail the work, service, planning, activities, techniques and processes to Operate and Maintain the Project to attain the Cascade Objectives through optimized practices to provide the most cost effective means to manage the Project as more fully defined in the RFP and its attachments which are incorporated herein by reference.

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“Operation” or “Operate” means those activities necessary to operate the Project under the terms and conditions set forth in this Agreement to monitor and collect information as required by Applicable Law, Collateral Agreements, Project Permits or this Agreement, all in accordance with Prudent Practice, the O&M Manual, and the Cascade Objectives.

“Performance Phase” means the duration defined in Section 5.

“Pollution” means the contamination or altering of waters, land, subsurface land or air of the state in a manner that creates a nuisance or makes waters, land, subsurface land or air unclean, or noxious, or impure, or unfit so that they are actually or potentially harmful or detrimental or injurious to public health, safety or welfare, to domestic, commercial, industrial or recreational use, or to livestock, wild animals, birds, fish or other aquatic life.

“Project” means the White River-Lake Tapps Reservoir Project water supply system and its related facilities, including without limitation the following facilities and associated property: the barrier dam and intake used for diversion of water from the White River into the water conveyance system; the various flow-line features that convey water to Lake Tapps Reservoir; Lake Tapps Reservoir itself and its associated dikes; the various flow release features that allow water to leave Lake Tapps Reservoir and return to the White River, the Former White River Powerhouse; and the tailrace canal that conveys water from the former White River Powerhouse back to the White River.

“Project Permits” mean any and all permits, licenses and/or authorizations required by applicable federal, state and local laws, ordinances, and regulations or necessary for the maintenance and operation of the Project including, but not limited to, the following: Water Right Numbers S2-29920(A), No. S2-29920(B), No. R2-29935, and No. S2-29934, issued by the Department of Ecology on December 10, 2010.

“Prudent Practice” shall mean those practices, methods and acts which in the exercise of reasonable judgment would be performed in order to attain the Cascade Objectives at the lowest Reasonable Cost consistent with reliability, safety and diligent expedition. Prudent Practice strives to achieve optimum practice and includes due regard for the requirements of governmental agencies of competent jurisdiction and shall apply not only to functional parts of the Project, but also to appropriate structures, flumes, by-passes, dikes, landscaping, painting, signs, lighting and other facilities. In evaluating whether any work or service conforms to Prudent Practice, the parties shall take into account (a) the nature of the parties hereto and their statutory duties and responsibilities, (b) the Cascade Objectives and (c) providing CO with flexibility to innovate in the conduct of its affairs.

“Reasonable Cost” means cost not in excess of that which would be incurred by an objectively prudent CO in performance of work or service required by the Agreement. Without limiting the foregoing, costs arising from or related to the following acts or omissions do not constitute Reasonable Costs: (a) failure to comply with the Agreement, (b) failure to mitigate, (c) selection and/or use of equipment, machinery or tools not sufficient to complete the work or service in accordance with the Agreement, (d) deviations from the O&M Manual, and (e) any other act or omission that indicates unnecessary or inefficient conduct.

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“RFP” means the Request for Proposals and Comments issued by Cascade on August 1, 2011.

“RFP Response” means CO’s response to the RFP.

“SCADA System” means supervisory control and data acquisition, which refers to the fiber optic and communications system that monitors and control processes at the Project, including:

• Master computer: single stand alone personal computer with Wonderware InTouch Human-Machine Interface (HMI) software

• Remote Terminal Units (RTUs): the field monitoring and control functions are performed by Harris D20 RTUs

• Programmable Logic Controller (PLC): two PLCs that are responsible for local automation and control

• Local HMIs: two local HMIs in the system

• Instruments: instruments that measure flows, levels and equipment position.

“Time and Materials Method” means the method of paying the CO for Force Account work or service where compensation for labor, equipment, materials, supplies and any other resource contributed by the CO to the performance of the Force Account work shall not exceed Reasonable Cost.

“Transition Phase” means the duration and associated periods defined in Section 4.

“Work Product” means any and all data, description, manual, operating procedure, information, drawing, specification, as-built drawings and other data, prepared or developed by the CO in performance of the Agreement, whether or not required to be furnished to Cascade relating to Maintenance, Operation or performance of this Agreement, including but not limited to the O&M Manual.

Section 2. Responsibilities and Authorities of Cascade.

Consistent with the Cascade Objectives, Cascade shall have the following responsibilities and authorities during the term of this Agreement. To the extent other provisions of this Agreement expand or modify the scope of Cascade’s responsibilities and authorities, such provisions shall govern in the event of any potential conflict with the responsibilities and authorities stated in this Section 2.

(a) Oversight

. CO’s services under this Agreement are subject to the modification, oversight and observance of Cascade. Without limiting the foregoing, Cascade shall have the right to modify

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CO’s scope of work to include or exclude activities as may be in the best interest of the Project, review and/or inspect work or services rendered by CO, provide CO with guidance as to required water surface elevation in the Lake Tapps Reservoir and desired target date for achieving flow regimes and/or surface water elevations, notify CO of outages and Capital Improvement Projects to ensure appropriate advance planning and coordination, and exert general oversight to assure compliance by CO with terms and conditions of this Agreement. Notwithstanding the foregoing, Cascade shall have no right to control the specific activities or particular means and methods employed by CO in the conduct of its work or services under this Agreement. The CO alone shall have sole responsibility to direct its employees, arrange for the safe conduct of its work or services under this Agreement and plan and schedule its activities to comply with its obligations under this Agreement.

(b) Coordination with Third Parties and Government Authorities

. Cascade with assistance from CO when requested shall have the right and obligation to coordinate the services and work performed by CO under this Agreement with third parties or government agencies having regulatory or other authority or interest in the Project, including but not limited to the tribes with whom Cascade has a Collateral Agreement, community groups, the Corps of Engineers and media.

(c) Consultants and Engineers

. Cascade shall procure any necessary engineering, architectural or other similar professional service (including technical studies) deemed necessary by Cascade according to processes and rules in conformance with Washington law. Without limiting the foregoing, Cascade has procured or shall procure the services of a certified dam safety engineer.

(d) Solicitation of Capital Improvements

. Cascade shall solicit, procure, manage and fund any Capital Improvement Projects in a manner in accordance with the processes and rules in conformance with Washington law. Cascade shall also determine if and when any materials or equipment to be used by CO in connection with its service under this Agreement must be purchased through a public procurement process.

(e) Regulatory Reporting and Permits

. Cascade shall, with assistance from CO when requested, prepare and submit regulatory compliance reporting, including summary reports, water use reports, instrumentation reports, emergency actions and any other reports required under the Project Permits and/or Applicable Laws. Cascade shall, with CO’s assistance when requested, obtain and maintain permits necessary for O&M of the Project, including Project Permits.

(f) PSE Transition

. Cascade shall manage and coordinate Periods 1 and 2 of the Transition Phase whereby PSE’s work and service in connection with the Project will be phased out in conjunction with the

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mobilization of services rendered by CO. The sequence and scope of Periods 1 and 2 of the Transition Phase shall be subject to direction and control of Cascade, and Cascade shall give due regard to suggestions and recommendations provided by PSE and CO.

(g) Gages

. Cascade shall install, maintain and repair all Gages.

(h) SCADA

. Cascade shall modify, maintain and repair the Project SCADA System.

(i) Utility Bills and Office Space.

. Cascade shall pay all Project utility bills for electricity, Internet access, water, and natural gas. Cascade shall also provide CO with office space at the Powerhouse during the Transition Phase as well as minor tools and equipment listed in the RFP and its attachments which are incorporated herein by reference.

Section 3. Responsibilities and Authorities of CO

. Consistent with the Cascade Objectives and except for the responsibilities and authorities of Cascade listed in Section 2, CO shall have right, duty and obligation for O&M of the Project in accordance with the terms of this Agreement, including without limitation subsections (a) through (m) below.

(a) Scope of Services

. The CO shall perform all services for O&M of the Project. The scope of services to be performed by CO during the Transition Phase is as set forth in Section 4 of this Agreement. Upon conclusion of the Transition Phase, the scope of services to be performed by the CO will be as further set forth in the O&M Manual referenced in Section 4(f) of this Agreement or pursuant to Force Account provisions if Cascade exercises its remedy under Section 6(d). Once adopted, the O&M Manual is to be read as complementary to the obligations, responsibilities and duties imposed by this Agreement.

(b) Level of Performance

. The CO shall perform all work and service to the level of skill, quality, care, honesty and diligence required by this Agreement and Prudent Practice, whichever is greater. Without limiting the foregoing, CO shall perform all work and service hereunder in accordance with (i) the Collateral Agreements as directed by Cascade, (ii) Applicable Law, (iii) the Project Permits, (iv) the O&M Manual, and (v) the Cascade Objectives as each may be amended from time to time. CO shall obtain and maintain all licenses or certificates necessary by Applicable Law or otherwise for the performance of its services under this Agreement.

(c) Key Personnel

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. CO acknowledges that the identity of Key Personnel proposed by CO in its RFP Response was a material factor in the selection of CO to perform this Agreement. CO shall utilize such Key Personnel unless such Key Personnel are physically unavailable, provided that such unavailability shall not include performing services for other projects. In the event of such physical unavailability, CO shall utilize replacement key management and supervisory personnel of equivalent skill, experience and reputation. Any such personnel change shall be proposed to Cascade for its review, consideration and determination of compliance with this subsection thirty (30) days in advance. Whenever required by applicable laws, regulations, codes, or standards, CO shall employ only licensed personnel to perform professional services.

(d) Emergency

. Subject to Cascade’s advance consent if given under Section 6(c), in the event of any Emergency involving the Project or any portion thereof, the CO shall take such action as may be directed by Cascade to prevent, avoid or mitigate, injury, damage or loss.

(e) Subcontracting

. The CO may subcontract work (exclusive of the O&M Manual development) on the O&M of the Project to the extent authorized upon written approval of Cascade, which shall not be unreasonably withheld. The CO shall be responsible for the acts and omissions of its subcontractors and suppliers and shall defend, indemnify and hold Cascade harmless from any lien or claim asserted by any Subcontractor (except only in the event that Cascade has failed to make timely payment to CO as may be required under this Agreement). The CO shall, in any contract or agreement with subcontractors performing work with respect to the O&M of the Project, require that subcontractors be bound by the terms of this Agreement and that all indemnities and waivers of subrogation it obtains and any stipulation to be named as an additional insured it obtains also be extended to waive rights of subrogation against Cascade and to add Cascade as additional named indemnitee and as additional insured. If on reasonable grounds Cascade is dissatisfied with any part of the subcontracted work or service or a subcontractor’s or supplier’s performance on the Project, Cascade may request in writing that the subcontractor or supplier be removed or replaced. The CO shall comply with this request at once, and shall not for the duration of this Agreement either (1) employ the removed subcontractor for any further work or (2) purchase any more materials from the rejected supplier.

(f) Maintenance

. CO shall keep the Project in a neat and orderly condition including clean-up of litter and debris on a daily basis, maintain a spare parts inventory necessary to perform Maintenance per the O&M Manual or otherwise, maintain the aesthetic quality of the Project, provide or make provisions for labor, materials, equipment necessary for the O&M of the Project, conduct Maintenance of the Project consistent with the O&M Manual, and maintain maintenance logs in accordance with a preventive maintenance plan set forth in the O&M Manual.

(g) Computerized Maintenance Management System (CMMS)

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. CO shall assist Cascade in identification and selection of a Computerized Maintenance Management System (CMMS) to be used on the Project. During the Transition Period and in its preparation of the O&M Manual, CO shall exercise its best efforts to recommend and implement, in consultation with Cascade, the installation of an CMMS that best meets the Cascade Objectives. Following installation and commissioning of the CMMS, CO shall load feature data into the CMMS and on an ongoing basis continue to input all required data into the CMMS based on daily O&M. The CMMS shall be installed and shall commence daily operation as directed by Cascade.

(h) Coordination and Collaboration

. CO shall coordinate its work or service with any other contractors or service providers retained directly by Cascade (including those retained in connection with any Capital Improvement Project that Cascade elects to procure and fund in connection with the Project and PSE crew) and, at Cascade’s request, participate in meetings for the purpose of coordinating its schedule and site access with those of other contractors at no additional cost to Cascade. To the extent a direct conflict exists with regard to schedule or site access, if the contractors cannot work out a resolution that has no impact on Budget or Reasonable Cost, Cascade shall issue written direction to resolve the conflict. The coordination required of CO shall include advance planning for and accommodation of any outages or disruptions required for the implementation of such Capital Improvement Projects, together with schedule, manpower and other potential accommodations or disruptions.

(i) Regulatory Compliance

. CO shall conduct all of its O&M in connection with the Project in compliance with Applicable Law and Project Permits.

(j) Vehicle/Equipment Fleet

. Except for vehicles or equipment listed in the RFP and its attachments which are identified as provided by Cascade, CO shall furnish, maintain and insure all vehicles, light duty service trucks and equipment necessary to perform all work or service under this Agreement, including all O&M. Approval in writing from Cascade is required prior to CO purchasing, leasing or using any equipment or vehicle that is duplicative of equipment or a vehicle provided by Cascade. CO should not expect to be able to ride in or operate vehicles or equipment owned or operated by PSE during the Transition Period.

(k) Monitoring and Reporting

. CO shall continuously monitor the SCADA System and any other systems, processes, security alarms and Gages in connection with the Project and shall collect, record and transmit to Cascade all data regarding such monitoring at specified frequency intervals designated by Cascade. Upon the occurrence of any alarm that meets or exceeds a predetermined level of alarm for which Cascade desires immediate notification, CO shall supply immediate notification to Cascade. CO shall respond to each and every alarm (including those that may exist within the

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SCADA System) that sounds on the Project and immediately resolve any underlying issue, performance challenge, or other problem giving rise to the alarm.

(l) Security

. CO shall perform all security monitoring and compliance activities in accordance with Prudent Practice or at the level specified in the O&M Manual, whichever is greater.

(m) Personnel Management and Payment

. CO shall hire, train, administer, discipline and pay all employees or personnel of CO at a level consistent with Prudent Practice and the O&M Manual, whichever is greater.

(n) Training of Cascade Personnel

. Cascade shall have the right to designate two (2) officers or employees for the purpose of receiving preparedness training from CO. Such training shall be regularly repeated and renewed so as to be sufficient to enable any of the two officers or employees to be familiar with the equipment, supplies, processes, operations, and performance of the Project at a level which will permit such officers or employees to respond to any Emergency and assume managerial responsibility in the event of any expiration or Termination of this Agreement.

Section 4. Transition Phase

. The rights and responsibilities of Cascade and CO during the Transition Phase are as follows:

(a) Commencement of Transition Phase

. The Transition Phase shall commence on January 1, 2012.

(b) Duration of Transition Phase

. The Transition Phase shall terminate on December 31, 2012, or earlier if designated by Cascade.

(c) Periods of Transition Phase

. The Transition Phase will proceed in three consecutive periods – January 1, 2012 through February 15, 2012 (Period 1), February 16, 2012 through April 15, 2012 (Period 2) and April 16, 2012 through December 31, 2012 (Period 3).

(d) Period 1 and Period 2

. During Period 1 of the Transition Phase (January 1, 2012 through February 15, 2012), CO will mobilize certain Key Personnel (Superintendent and Assistant Superintendent) listed in its RFP Response to interface with PSE, investigate current practices, begin conceptualizing new

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practices and improvements, interface with Cascade personnel and third parties and undergo training.

During Period 2 of the Transition Phase, CO shall supplement its personnel with a full staff for additional training and readiness preparation to assure the ability to assume full responsibility to Operate and Maintain the Project effective April 16, 2012, when PSE’s responsibility for O&M terminates.

Compensation to be paid CO during the Periods 1 and 2 of the Transition Phase shall be kept to a minimum to avoid duplication of costs. Section 6 of this Agreement further defines the compensation payable to CO during the Transition Phase. Cascade retains the right to direct the general schedule and scope of implementation of the Transition Phase, including the extent to which CO performs activities in preparation for Period 3 and the speed with which PSE’s involvement in the day-to-day O&M of the Project is phased out.

(e) Period 3 of Transition Phase

. PSE’s day-to-day involvement in the O&M of the Project will begin to ramp down as of the commencement of the Period 1 of the Transition Phase and will conclude by no later than the termination of the Period 2. Accordingly, CO shall upon the commencement of Period 3 have full responsibility for O&M of the Project, subject to Cascade’s oversight authority pursuant to this Agreement. Pursuant to a separate temporary agreement between PSE and Cascade, certain PSE employees may continue to be available to Cascade and CO during Period 3 to provide guidance, respond to questions and generally advise regarding the proper and effective O&M of the Project.

The scope of service to be performed by CO during Period 3 shall be specified in a weekly work plan prepared by CO and reviewed and directed by Cascade. The weekly work plan shall prioritize and describe anticipated activities with reasonable detail. In the event the parties fail to agree to the scope and cost of the weekly work plan, the cost and scope of work during Period 3 shall be that directed by Cascade pursuant to its authority under Section 6(d) of this Agreement.

By no later than July 1, 2012, CO shall submit a preliminary, non-binding written estimate for its anticipated Budget for Fiscal Year 2013.

(f) Negotiation of O&M Manual and Budget

. By no later than September 1, 2012, CO shall submit to Cascade its proposed O&M Manual and Budget for review and consideration by Cascade. At a minimum, the O&M Manual must address all of the elements and criteria described in RFP and its attachments. Cascade and CO shall proceed to negotiate the contents of the O&M Manual and Budget in an attempt to reach mutual agreement on the scope of work and pricing for work and service to be rendered during the Performance Phase. Except for scope of work and the Budget, all other terms and conditions of this Agreement will remain in effect unmodified and shall not be the subject of negotiation. While Cascade will negotiate in good faith in an attempt to reach mutual agreement on the scope of work, Cascade shall have the sole and final authority to decide the scope of work

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to be included in the O&M Manual. If during negotiations the parties cannot mutually agree on the Budget, CO shall at Cascade’s sole option be required to continue to perform service or work in connection with the O&M of the Project in accordance with Section 6(d) of this Agreement.

Section 5. Performance Phase

. Upon the conclusion of the Transition Phase, the Performance Phase of this Agreement shall commence.

(a) Commencement of Performance Phase

. The Performance Phase shall commence no later than January 1, 2013, or earlier as designated by Cascade.

(b) Duration of Performance Phase

. The Performance Phase shall extend for the remainder of the Initial Term of this Agreement as defined in Section 13, subject to Cascade’s and CO’s right to terminate the Agreement and further subject to Cascade’s right to renew the term of the Agreement.

(c) Performance Obligation

. CO shall perform its work and service in compliance with the terms and conditions of the O&M Manual and the terms and conditions of this Agreement. To the extent that the O&M Manual imposes greater responsibilities and authorities or the O&M Manual contains provisions that conflict with the terms of this Agreement, the terms and conditions of the O&M Manual shall govern.

(d) Preparation of Annual Updates to O&M Manual and Budget

. By no later than July 1, 2013 and each successive July 1st, CO shall provide a preliminary, non-binding written estimate of its anticipated Budget for Fiscal Year 2014 (and each successive Fiscal Year).

By no later than November 1, 2013 and each successive November 1st, the CO shall prepare and deliver to Cascade any proposed modifications to the O&M Manual and Budget for the following Fiscal Year. Each annual submission shall set forth in reasonably specific detail all costs and expenses reasonably expected to be incurred during such Fiscal Year for the O&M of the Project. The proposed annual modifications shall to the maximum extent possible represent CO’s best efforts to optimize the value of the Project and attain the Cascade Objectives. Cascade shall discuss its questions, comments, objections or suggested modifications and the parties shall cooperate with each other in attempting to agree on mutually acceptable modifications to the O&M Manual and Budget. If the parties cannot agree to such mutually acceptable modifications, Cascade retains the right to direct any modifications in scope deemed by Cascade to be in the best interest of the Project.

(e) Except for possible revisions to the scope of work in the O&M Manual and any possible adjustments to the Budget, all other terms and conditions of this Agreement will

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remain in effect unmodified and shall not be the subject of negotiation. While Cascade will negotiate in good faith in an attempt to reach mutual agreement on the scope of work, Cascade shall have the sole and final authority to decide the scope of work to be included in the O&M Manual. If during negotiations the parties cannot mutually agree on any adjustments to the Budget, CO shall at Cascade’s sole option be required to continue to perform service or work in connection with the O&M of the Project in accordance with Section 6(d) of this Agreement.

Section 6. Payment.

(a) Transition Phase Compensation

. Cascade shall pay CO for work or service performed in accordance with the following subsections:

(i) Transition Phase Service. During the Transition Phase, CO shall be paid the lesser of its Reasonable Costs or costs based on rates provided in its RFP Response, plus applicable Markup, for the proper and timely performance of all Transition Phase services (except for O&M Manual and Budget Development). CO shall submit an invoice to Cascade for such compensation on a monthly basis no later than the 10th calendar day after the end of the preceding month together with partial or final lien waivers/releases in forms reasonably acceptable to Cascade. Provided the invoice and waivers are submitted when due, Cascade shall pay all properly billed sums within forty-five (45) calendar days of receipt of the invoice. Cascade may request additional backup and documentation supporting the invoice, which request shall not be unreasonably denied by CO. If CO fails to cooperate reasonably in providing additional backup and documentation, Cascade shall pay only that portion of the monthly invoice that Cascade in its judgment believes to be undisputed.

(ii) Preparation, Submission and Negotiation of O&M Manual and Budget. Payment to CO for preparation, submission and negotiation of the O&M Manual and Budget shall be on a lump sum basis (inclusive of Markup and any applicable tax) in the sum of $_____________ (the “Lump Sum Payment”). The Lump Sum Payment shall be due and payable to CO according to a reasonable schedule of values to be agreed upon by Cascade and CO.

(b) Performance Phase Compensation

. Subject to Section 6(d), payment to CO for work or service performed during the Performance Phase shall be in accordance with the Budget, as modified, once approved by Cascade. Without limiting the foregoing, the approved Budget shall not obligate Cascade to pay CO sums in excess of Reasonable Costs plus applicable Markup and taxes. Compensation during the Performance Phase shall also be contingent on CO providing partial or final lien waivers/releases in forms reasonably acceptable to Cascade.

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(c) Emergency Work

. In the event of an Emergency involving the Project or any portion thereof endangering life or property, the CO shall give Cascade immediate notice thereof. If Cascade determines that the situation requires an Emergency response and does not require compliance with public bidding laws, CO shall execute and complete any scope of work directed by Cascade to respond to the Emergency. Cascade shall pay CO its Reasonable Costs associated with the response to the Emergency. If requested by Cascade, the CO shall notify Cascade of the nature of any additional improvements or work that CO believes might be necessary to restore the Project or prevent future occurrences. With the approval of Cascade, the CO will proceed with such improvement or work and the cost will be reimbursed to CO in an amount not to exceed its Reasonable Costs.

(d) Force Account Work

. In the event Cascade exercises its rights and remedies under Section 4(e), Section 4(f) or Section 5(e) of this Agreement to require CO to perform work or service on Force Account, CO shall be paid for such work or service on a Time and Material Method subject to the following limitations:

The CO shall only be entitled to be paid for Reasonable Costs actually incurred by the CO. The CO has a duty to control costs. If Cascade determines that the CO’s claimed costs exceed those allowed as Reasonable Costs, Cascade, at its discretion, may determine the Reasonable Cost for payment. Any adjustments using the Time and Materials Method shall be measured by Reasonable Cost.

(i) Labor. For all labor, including foreman and supervision as may be necessary, the CO shall be reimbursed for labor costs provided herein. The labor cost shall be calculated as the sum of the following:

The labor rate is the actual and Reasonable Cost using straight time wage paid to the individual plus the actual and Reasonable Costs incurred by the CO to cover costs associated with the Federal Insurance Compensation Act (FICA), Federal Unemployment Tax Act (FUTA), State Unemployment Tax Act (SUCA), industrial insurance and fringe benefits. The above items shall be combined into a single wage rate for each classification of labor used, which shall be designated as the “Labor Rate” for the identified class of labor. The applicable rates shall be multiplied by the number of hours reasonably expended in each labor classification because of the event or condition to arrive at a total cost of labor.

(ii) Materials. The cost of materials shall be calculated in the following method:

Invoice Cost. The CO will be paid the actual invoice cost of materials including actual freight and express charges and applicable

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taxes less all available discounts, rebates and back-charges, to the extent the CO’s invoice costs are Reasonable Costs and the CO provides copies of vendor invoices, freight and express bills, and other evidence of cost accounting and payment satisfactory to Cascade.

(iii) Equipment. The cost of any equipment usage (including vehicles and fleet) shall be calculated in accordance with the following rules:

(a) Equipment Rates. Equipment owned by CO or any affiliate or subsidiary of CO shall be paid on the basis of Actual Equipment Cost. Equipment rented by CO on an arms-length basis from an unaffiliated lessor shall be paid on the basis of actual rental costs or the rates established according to the Rental Rate Blue Book for Construction Equipment, published by Machinery Information Division of PRIMEDIA Information Inc., whichever is less. For purposes of the preceding sentence, the Rental Rate Blue Book established rate shall be the monthly rate for the equipment plus the monthly rate for required attachments, divided by 176 hours per month, plus the hourly operating cost, multiplied by the appropriate area adjustment factor if appropriate, the rates shall apply for actual equipment usage up to eight hours per day and for all hours in excess of eight hours per day or 176 per month the established monthly rate shall be divided by 352 days per year, plus the hourly operating cost, multiplied by the area adjustment factor, if appropriate. Equipment rented from any affiliate or subsidiary substantially owned or controlled by CO shall be paid on the basis of Actual Equipment Cost.

(b) Actual Cost Determination. Failure of CO to maintain, keep and/or present cost records sufficient to accurately establish Actual Equipment Cost shall operate to bar any right or remedy of CO for payment of additional compensation for any CO Equipment, whether in use or standby.

(iv) Overhead and Profit Markup. In connection with any Force Account or Time and Material Method work, Cascade will only pay Markup as set forth herein. The Markup covers all overhead and profit regardless of how the CO chooses to account for various costs in its books of account.

1. If the CO is self performing work: 7 % Markup on the CO’s compensable Reasonable Costs; or

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2. If the value of material and equipment is greater than 50% of the total value of the work, the Markup shall only be 10% for material and equipment.

Section 7. Safety; Compliance With Applicable Law.

(a) Safety

. CO shall be responsible to Operate and Maintain the Project safely in accordance with Applicable Law, Project Permits, Prudent Practice, the requirements of the O&M Manual and this Agreement. Without limiting the foregoing, CO shall at its cost take all reasonable precautions for the safety of all employees or other persons who may be involved in the O&M, as well as visitors and third parties such as government officials or representatives of Tribes who are party to any Collateral Agreement. CO shall also establish and enforce all reasonable safeguards for safety and protection including posting signs and other warnings against hazards and promulgating safety regulations. CO shall also designate a qualified and responsible employee at the Project whose duty shall be to supervise plant safety, project safety, prevention of fires and accidents and the coordination of such activities as shall be necessary.

In order to protect the lives and health of persons performing work under this Agreement, the CO shall comply with the Federal Occupational Safety and Health Act of 1970 (OSHA), including all revisions, amendments and regulations issued thereunder, and the provisions of the Washington Industrial Safety Act of 1973 (WISHA), including all revisions, amendments and regulations issued thereunder by the Washington State Department of Labor and Industries. The WISHA regulations shall apply, without limitation, to all excavation, tunneling, trenching and ditching operations. In case of conflict between any such requirements, the more stringent regulation or requirement shall apply. There is no acceptable deviation from these safety requirements, regardless of practice in the construction industry. Any violation of OSHA, WISHA or other safety requirements applicable to the work may be considered a breach of this Agreement.

The CO shall prepare and provide Cascade a written Project specific “Safety Program” demonstrating the methods by which all applicable safety requirements of this Agreement will be met. The CO shall ensure its subcontractors and suppliers have a written “Safety Program” or formally adopt the CO’s Project specific “Safety Program.” The person designated by CO as primarily responsible for safety shall be responsible for proper implementation of the “Safety Program.” The CO shall submit a copy of its “Safety Program” to Cascade on or before April 16, 2012. Cascade’s review of such programs shall not be deemed to constitute approval or acceptance thereof and shall not relieve or diminish the CO’s sole responsibility for Project safety.

The CO shall conduct a weekly safety audit meeting with all Subcontractors and Suppliers and others on the Site performing Work hereunder to discuss general and specific safety matters. The CO shall provide upon request notice of each meeting to Cascade.

(b) Compliance With Applicable Law

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. CO shall Operate and Maintain the Project in accordance with Applicable Law and shall cause all employees, consultants and subcontractors to comply with Applicable Law.

Section 8. Inspections, Books and Records; Ownership of Records and Work Product.

(a) Inspections

. Cascade shall have full right of access to the Project, and the CO shall cooperate with inspections of the Project by Cascade. Such inspections may occur at any time upon reasonable notice to the CO.

(b) Books and Records

. CO will maintain financial books and records relating to the costs incurred for O&M of the Project according to the requirements of state law regulating municipal accounting and, to the extent not incompatible therewith, according to GAAP and IRS regulations. Such books and records will be available for audit and inspection by Cascade during normal business hours and should include the following:

1. Daily time sheets and all daily reports, Superintendent reports, and inspection reports;

2. Collective bargaining agreements if any; 3. Insurance, welfare, and benefits records; 4. Payroll registers; 5. Earnings records; 6. All tax forms, including payroll taxes; 7. Material invoices and requisitions; 8. Material cost distribution worksheets; 9. Equipment records (list of equipment and rates if leased); 10. Contracts, purchase orders and agreements with each Subcontractor and

Supplier; 11. Subcontractors’ and Suppliers’ payment certificates; 12. Canceled checks (payroll and vendors); 13. Job cost reports, including monthly totals; 14. Job payroll ledger; 15. Certified payrolls; 16. General ledger; and 17. Cash disbursements journal.

CO will prepare and deliver to Cascade on a timely basis financial and other reports

relating to the Project, and such reports as reasonably required by Cascade. Cascade shall have the right to audit and inspect the CO’s books and records relating to this Agreement, and the CO

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shall retain all such information for a minimum of six (6) years or for such longer period as Cascade may reasonably request.

(c) Ownership of Work Product

. All Work Product shall be the property of Cascade and may be used by Cascade without restriction. The CO hereby assigns and transfers to Cascade any and all copyrights for such materials. Cascade’s right extend to any and all Work Product created, authored, derived, modified or used in any way in connection with this Agreement or the Project.

(d) Public Disclosure

. Both parties acknowledge that the Washington State Public Disclosure Act mandates public access to certain records, as defined therein. Certain information to be provided by the CO to Cascade pursuant to this Agreement may contain technical, financial or other data the public disclosure of which could cause substantial injury to the CO’s competitive position or constitute a trade secret. In order to protect such data from public disclosure under Applicable Law, the CO shall submit such information under separate cover and clearly marked “Confidential – Not Subject to Public Disclosure.” In the event that such properly marked data is requested by the public or pursuant to Applicable Law, Cascade shall endeavor to notify the CO of any such request; however, Cascade shall have no liability for its failure to do so. If so notified, the CO at its option may seek a protective order in a court of competent jurisdiction.

In the event that data marked “Confidential – Not Subject to Public Disclosure” (1) is requested pursuant to any Applicable Law other than the Public Disclosure Act, or (2) Cascade deems disclosure of such data is necessary to show compliance by Cascade with any Applicable Law, then Cascade shall endeavor, where reasonably possible, to notify the CO in advance of such disclosure, but shall have no liability for any failure to do so.

Cascade assumes no responsibility for any disclosure or use of unmarked data for any purpose. Under no circumstance shall notice by Cascade to the CO of a request for information or of a Cascade determination to disclose information be a condition of any such disclosure or use and at no time and in no manner does Cascade assume any responsibility to the CO for any such disclosure or use of any data submitted to it pursuant to this Section, whether such data is marked or unmarked, is disclosed in connection with any such request or determination, or is disclosed in an unauthorized manner by a Cascade employee or agent.

No information shall be considered to be confidential or proprietary hereunder, notwithstanding any confidential or proprietary designation thereof, which (1) is known to Cascade without any restriction as to disclosure or use at the time it is furnished, (2) is or becomes generally available to the public without breach of any agreement, (3) is received from a third party without limitation or restriction on such third party or Cascade at the time of disclosure, or (4) is required to be or may be disclosed under or pursuant to the Public Disclosure Act or any other Applicable Law or regulations governing such disclosure, an order of a court of competent jurisdiction, or a lawful subpoena.

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Cascade shall have the right, at reasonable times and at a site designated by Cascade, to view, inspect, copy, audit and otherwise have access to the books, documents, and records of the CO to the extent that the books, documents, and records relate to performance, rights, obligations, costs, or payments associated with this Agreement. The CO shall preserve books, documents, and records that relate to this Agreement for the period specified in Section 8(b). The CO shall give full and free access, including copies upon request, of all records to Cascade and/or their authorized representatives.

Section 9. Insurance.

(a) Evidence of Insurance

. Evidence of the insurance required under this Agreement must be provided to Cascade upon the Effective Date of this Agreement, and every subsequent year on the anniversary of the Effective Date through the term of this Agreement. Such evidence shall be in a form and substance reasonably satisfactory to Cascade, executed by the carrier’s representative and issued to Cascade, shall consist of a certificate of insurance or the policy declaration page with required endorsements attached thereto. CO is responsible for providing Cascade notices of cancellation, nonrenewal or significant deduction in limit or coverage form within 10 days of receiving such notice from Insurers. At Cascade’s discretion, new evidence of insurance acceptable to Cascade will be provided at least annually and before each progress payment is made to CO. Failure of Cascade to require new evidence of insurance will not relieve CO from the responsibility of notifying Cascade of any material change in coverage. Acceptance by Cascade of deficient evidence does not constitute a waiver of Agreement requirements.

The requirements for insurance coverages of the kinds and with the limits stated in this Section 9 shall not be construed as a representation that such insurance coverage is adequate or limits the CO’s liability.

(b) Insurance Proceeds

. Without limiting any of the rights or remedies conferred on Cascade by virtue of its status as a Loss Payee on any property insurance as specified herein and its additional insured status on liability coverage required herein, proceeds of any insurance coverage shall be used to repair, replace or otherwise restore the Project to at least as good condition or state of repair as it was in prior to the occurrence with respect to which such proceeds were payable, unless Cascade agrees otherwise.

(c) Coverage

. Without limiting the CO’s indemnity obligations under this Agreement, the CO shall provide and maintain the following policies of insurance, with responsible insurance companies acceptable to Cascade:

(1) Commercial General Liability with a combined limit of not less than $1 million primary and $20 million umbrella ($21 million total), which shall include, but not be limited to:

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• Premises and Operations

• Independent Contractors

• Owners and Contractors Protective

• Products/Completed Operations

• Broad Form Property Damage

• Blanket Contractual - Covering all written contracts

• Explosion, Collapse, and Underground

• Personal Injury

This insurance shall protect against claims which may arise out of or result from O&M relating to the Project on or away from the site. The policy shall contain a “cross-liability” or “severability of interest” clause or endorsement. Cascade shall be named as an additional insured.

(2) Automobile Liability with a combined single limit of not less than $1 million, which shall include, but not be limited to:

• All Owned Vehicles

• All Hired Vehicles

• All Non-owned Vehicles all while used in the operation and management of the Project.

• If a vessel owned by CO or Cascade is used for this Project, CO shall provide evidence of Protection and Indemnity Insurance (P&I) in the amount $1,000,000 per claim. This P&I insurance shall cover all of the vessel operations and shall cover all crew. Vessel shall also have Hull & Machinery insurance to the full replacement value of the vessel. Cascade shall be named as an Additional Insured.

(3) Workers’ Compensation and Employer’s Liability Insurance in compliance with the laws of the State of Washington, and where applicable, insurance in compliance with any other statutory obligations, whether federal or state, pertaining to the compensation of injured employees, and including Voluntary Compensation. The Workers’ Compensation Insurance shall contain a waiver of subrogation clause in favor of Cascade.

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(4) All Risk Property Insurance (including earthquake and flood) on property of every kind and description forming part of the Project in an amount, and with such deductibles, that is reasonable and consistent with industry practice. Cascade shall be named as loss payee on any property loss settlement. The CO shall be obligated to pay all applicable deductibles. The policy shall contain a waiver of subrogation clause in favor of Cascade.

(5) Construction Managers Errors and Omissions Insurance: This insurance shall respond to CO’s professional Errors and Omissions as outlined in the scope of services as defined by this Agreement. Coverage may be written on a Claims Made basis with a retroactive date prior to the inception of the Agreement. This coverage shall remain in force for the term of the Agreement plus three years after the completion of the Agreement. Limits of liability shall be $1,000,000 per claim and in the aggregate.

(6) Contractors Pollution Liability: CO shall maintain Contractors Pollution Liability (CPL) insurance. This insurance may be written on a Claims Made basis. If coverage is Claims Made, it shall have a retroactive date prior to the inception of the Agreement and shall be maintained for the term of the Agreement plus three years after the completion or termination of the Agreement. This policy shall include coverage for Natural Resource Damages and shall respond to new or exacerbated conditions caused by CO. Limits of liability shall not be less than $1,000,000 per claim and in the aggregate. Cascade shall be named as an Additional Insured.

The CO’s insurance coverage for Commercial General Liability under clause (1) or Automobile Liability under clause (2) for action or inaction of the CO shall be primary insurance with respect to Cascade, its officers, members, agents, and employees. Any insurance or self insurance maintained by the Cascade shall be in excess of the CO’s insurance and shall not contribute with it.

Any deductibles or self-insured retentions must be declared to and approved by Cascade. At the option of Cascade, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respect to Cascade, its members, and its elected or appointed officers, officials, employees and volunteers; or CO shall provide a financial guarantee satisfactory to Cascade guaranteeing payment of losses and related investigations, claim administration and defense expenses.

Insurance is to be placed with insurers with a current A.M. best rating of no less than A:VII, unless otherwise acceptable to Cascade. Exception may be made for the State Compensation Insurance Fund when not specifically rated.

Section 10. Environmental Matters.

(a) Liability for Environmental Contamination.

(i) Pre-Contract Liabilities. The CO is not obligated to assume, and does not assume, responsibility for any potential Environmental Liabilities arising from acts of omissions of third parties occurring prior to execution of this Agreement.

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(ii) CO Liabilities. The CO shall be responsible for any and all potential Environmental Liabilities related to its O&M of the Project to the extent such liabilities arise during any period in which the CO served or serves as CO and were caused by CO.

(b) Environmental Standards; Certain Excavation Work

. The CO shall abide by, and shall cause its employees, agents, and any subcontractors it employs to abide by all applicable rules and regulations for the Project related to fire, safety, health, Pollution, and environmental protection, including, without limitation, all Applicable Laws, in addition to Environmental Laws, Project Permits and the Collateral Agreements. The CO shall provide any required or appropriate hazard information and training to all of its employees or agents who will be performing work at the Project, including a description of the Hazardous Substances present or likely to be present at the Project and instructions and information regarding the potential health hazard of, and how to work safely with, such Hazardous Substances.

The CO shall comply with and be liable for all penalties, damages and violations under Chapter 90.48 RCW in the performance of this Agreement. By entering into this Agreement, the CO has assured Cascade that CO has knowledge of, understands and will comply with the provisions and requirements of Chapter 90.48 RCW, including any regulations issued pursuant thereto. The CO shall also perform its work in compliance with water pollution control requirements as may be set forth in this Agreement and as may be a part of any permit or other authorization issued or obtained for this Project, including, without limitation, the Project Permits.

(c) Remediation

. Subject to the CO’s liability in subparagraph (a) above, Cascade and the CO shall, in consultation with any governmental agency, conduct, monitor or oversee any Enforcement or Remedial Action, determine what action, if any, is required by Applicable Law to investigate, remove, or remediate any condition of Pollution or in relation to Hazardous Substances.

CO shall not use, store or permit any Hazardous Substance on, under or about the property or Project in violation of any Environmental Laws during the term of this Agreement. In the event that any such Hazardous Substance is hereinafter found on, under or about the property or Project in violation of Environmental Law, and such condition is caused or exacerbated by CO, its employees, agents or contractors, then CO shall take all necessary and appropriate actions and shall spend all necessary sums to cause the same to be investigated, removed or remediated in accordance with Environmental Laws and the Collateral Agreements and Cascade shall in no event be liable or responsible for any costs or expenses incurred in so doing. No removal or remediation action shall include or require a restriction on the future use of the property, or long term monitoring requirements, unless expressly approved by Cascade, in its sole discretion.

(d) Permits

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. The CO shall obtain any permits and satisfy any other governmental requirements imposed in connection with any investigation and/or remediation required to be undertaken by CO under Section 10(c).

(i) The CO shall provide Cascade with copies of any and all applications for any permit or authorization, and copies of any and all correspondence with any federal, state, or local government related to any such permit or authorization, including but not limited to, any application for any such permit or authorization, any monitoring or other test reports, notices of inspection, notices of violations, manifests, reports of any spill or release, and any communication related to compliance with any such permit or authorization.

(ii) Cascade shall have reasonable access to all data, test results, reports, or other documentation or information supplied to and/or developed or generated by the CO in connection with its use of the Project relating to any Environmental Law, including without limitation, those related to safety and working conditions, transportation or disposal of Hazardous Substances.

(e) Hazardous Substances

. The CO shall transport and dispose of any Hazardous Substances in accordance with all Applicable Law.

Section 11. Indemnity; Limitation of Liability.

(a) Indemnity/Hold Harmless

Notwithstanding any other rights, obligations or limitations of liability under this Agreement, the CO will at all times defend, indemnify and hold harmless Cascade, its officials, officers, members, employees, agents and representatives (collectively “Cascade”) from and against any and all claims, losses, damages, costs, charges, expenses, judgments and liabilities (including Environmental Liabilities) and reasonable attorneys’ fees (including attorneys’ fees in establishing indemnification of whatsoever nature) that arise or result, directly or indirectly, from (i) the performance or nonperformance of any provision or requirement of this Agreement; (ii) any of wrongful or negligent acts or omissions of CO, its officers, employees, subcontractors, agents or servants at any of the Project facilities; or (iii) the failure of CO, its officers, employees, subcontractors, agents, or servants to comply in any respect with the provisions and requirements of Applicable Law, the Project Permits and/or the Collateral Agreements.

(i) THIS INDEMNIFICATION OBLIGATION SHALL INCLUDE, BUT IS NOT LIMITED TO, ALL CLAIMS AGAINST CASCADE BY ANY EMPLOYEE OR FORMER EMPLOYEE OF CO. CO EXPRESSLY WAIVES ALL IMMUNITY AND LIMITATION ON LIABILITY UNDER ANY INDUSTRIAL INSURANCE ACT, OTHER WORKERS COMPENSATION ACT, DISABILITY BENEFIT ACT OR OTHER EMPLOYEE BENEFIT ACT OF ANY JURISDICTION WHICH WOULD OTHERWISE BE APPLICABLE IN THE CASE OF SUCH A CLAIM.

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(b) Notice of Claims/Tender

. In case any action shall be brought against Cascade in respect of which indemnity may be sought against the CO, Cascade shall promptly notify the CO in writing and the CO shall have the right to assume the investigation and defense thereof, including the employment of counsel and the payment of all expenses. Cascade may tender any such cause of action, lawsuit, claim or other proceeding brought against Cascade to the CO and such tender shall immediately be accepted by the CO. Reasonable attorney fees or costs incurred by Cascade prior to such tender of defense shall be the complete and sole responsibility of the CO. Cascade shall have the right to employ separate counsel in any such action and participate in the investigation and defense thereof, but the fees and expenses of such counsel following Cascade’s tender of defense shall be paid by Cascade unless the employment of such counsel has been authorized by the CO and the CO shall control the defense of claims against which it is providing indemnity hereunder.

(c) Limitation of Liability

. Notwithstanding any other provision of this Agreement, Cascade shall not be liable, and the CO hereby releases Cascade from liability, for consequential and indirect damages, such as loss of profit, loss of use, loss of revenue, extra cost of producing profits or any other special or incidental damages of any nature sustained in connection with or as a result of any issue or dispute regarding the Project the CO performs under this Agreement, whether such consequential or indirect damages are sought in contract, warranty, tort (including negligence, in whole or in part, but excluding fraud, gross negligence and willful misconduct), strict liability or otherwise.

(d) General

. Except to the extent prohibited by law, the limitations, releases from liability and indemnity provisions in this Agreement shall extend to Cascade’s officers, employees and agents. The provisions of this Section 11 shall survive the expiration, termination, cancellation or assignment of this Agreement, as to any events occurring during the term of the Agreement that may give rise to claims or losses as defined above.

Section 12. Dispute Resolution.

(a) General

. Any dispute or claim between Cascade and CO regarding the application, performance, enforcement or interpretation of this Agreement shall be subject to the provisions of this Section 12.

(b) Executive Review

. The parties shall attempt to resolve any dispute or claim informally and expeditiously at the field or operational level. Either party may at its option, after good faith efforts to resolve any such claim or dispute at the field or operational level, elect to escalate the issue, claim or dispute for potential resolution at the Executive Review level. Executive Review means a direct negotiation between the Chief Executive Officers of each respective organization.

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(c) Litigation; Venue

. Any dispute, controversy or claim not resolved by the Executive Review process described herein shall be resolved by litigation in a court of competent jurisdiction in King County, Washington.

Section 13. Term; Assignment.

(a) Term

. This Agreement shall become effective on the Effective Date and shall continue in effect for five (5) years following the Effective Date (the “Initial Term”) unless (1) renewed at the option of Cascade for subsequent period(s) not to exceed five years per renewal, whereupon this Agreement shall remain in effect until the last day of any applicable Renewal Term or (2) terminated earlier pursuant to the termination provisions of the Agreement.

(b) Renewal Term

. Cascade shall have the right to renew this Agreement for two additional periods each of up to five (5) years per term (“Renewal Term”). If Cascade determines it wishes to renew this agreement pursuant to this Section, Cascade shall provide the CO written notice of Cascade’s election to renew the Agreement on the 60th day preceding the last day of the Initial Term or the then effective Renewal Term. If Cascade elects to renew this Agreement, such Agreement shall be on the same terms and conditions as are applicable during the Initial Term. If Cascade does not renew the Agreement, CO shall perform all its obligations specified in Section 14.

(c) Assignment

Cascade shall have the right to assign any or all of its rights, benefits, privileges and interests arising in and under this Agreement to: (i) an entity or utility authorized to own and operate a public water supply system and such entity owns the Project, or (ii) a successor entity composed of or serving the same Cascade Members that results from a corporate or other restructuring of Cascade as permitted by law (“Permitted Assignment”). Except for a Permitted Assignment, all other assignments, apportionments or transfers by either party shall require the other party’s prior written consent. Subject to and without limiting the generality of the foregoing, the rights and obligations of the parties shall inure to the benefit of and be binding upon their respective successors and assigns.

Section 14. Events of Default; Termination.

(a) Right to Notice an Opportunity to Cure

. Upon the occurrence of any Event of Default as defined herein, both Cascade and CO shall have a right to cure the breach on a timely basis. Upon the occurrence of any Event of Default, the non-breaching party shall give prior written notice to the breaching party identifying the specified failure or refusal to perform. If the breaching party fails to cure the breach within no more than 10 calendar days, the non-breaching party may exercise its right of termination, in addition to any other legal or equitable rights or remedies.

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(b) Event of Default by CO

. The following shall constitute an Event of Default by CO: (1) failure to mobilize and/or utilize Key Personnel unless such failure is excused by Cascade upon demonstration by CO that such Key Personnel are physically unavailable; (2) failure to prosecute the work of service with diligence; (3) failure to supply skilled workers or proper materials or equipment; (4) failure to make prompt payment to its employees or subcontractors and suppliers; (5) materially disregard of or failure to comply with Applicable Laws, the Collateral Agreements or Project Permits; (6) failure to comply with safety requirements and (7) failure by CO to perform any other material obligation of this Agreement.

(c) Event of Default by Cascade

. The following shall constitute an Event of Default by Cascade: failure of Cascade to pay undisputed amounts owed to CO within 45 days following the due date for such payment unless cured by Cascade in a timely manner following notice of breach from CO.

(d) Discretionary Termination

. Cascade shall have the right to terminate this Agreement in its sole discretion for its convenience and without cause at any time upon ninety (90) days written notice to the CO.

(e) Payment of Amounts Upon Termination

. Upon termination pursuant to this Section, CO shall be paid all amounts due for work or any services of O&M but not yet paid as of the date of the termination, provided that in the event of termination Cascade may holdback a reasonable sum approximating its good faith estimate of damages or costs (if any) incurred or to be incurred by Cascade as a result of the Event of Default committed by CO. CO agrees that the applicable termination payments provided for in this Section shall fully and adequately compensate CO and all of its consultants, subcontractors or employees for all profits, costs, expenses, losses, liabilities, damages, taxes and charges of any kind whatsoever, whether foreseen or unforeseen, attributable to such termination of CO’s right to perform this Agreement.

(f) Obligations of CO Upon Termination or Expiration

. Upon termination, expiration or non-renewal of this Agreement, CO shall, as applicable: (1) stop work or service related to O&M of the Project; (2) promptly take all action necessary to preserve and protect all materials, equipment, tools and facilities; (3) promptly coordinate a demobilization and mitigation plan with Cascade so as to minimize costs associated with termination and/or expiration of the Agreement; (4) promptly deliver to Cascade all Work Product, contracts, purchase orders, maintenance records, operation records or other documents used by CO in performing of the work or service (5) comply with Cascade direction regarding management and disposition of any then existing agreements with parties; (6) take all other actions reasonably directed by Cascade as may be necessary or desirable to minimize costs; and (7) perform any additional transition service directed by Cascade including but not limited to training Cascade or its new contractor CO or staff, transferring any permits/authorizations that

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may be in CO’s name to Cascade, transferring or assigning any licenses for software and coordinating for the transition of the CMMS to Cascade’s operation.

Section 15. Miscellaneous.

(a) Limitations

. Notwithstanding any other provision in this Agreement to the contrary, the CO may not, without the prior written consent of Cascade:

(i) enter into any contracts that in any way bind Cascade or subject Cascade to any liability;

(ii) permit or suffer any liens or encumbrances on the Project;

(iii) take any action in respect of the Project other than in the ordinary course of performing the services to be provided hereunder.

(b) Relationship of the Parties

. The CO shall perform the services hereunder as an independent contractor. Nothing in this Agreement shall be deemed to imply that CO is a partner, joint venture, agent or representative of Cascade. Legal title to all property purchased by the CO under the terms of this Agreement shall pass immediately to and vest in Cascade as a Project asset upon the passage of title from the vendor or supplier thereof.

(c) Notices, Computation of Time and Holidays

. Any notice required by this Agreement to be given to any party shall be effective when it is received by such party, and in computing any period of time from such notice, such period shall commence at 12:01 p.m. prevailing time at the place of receipt on the date of receipt of such notice.

(d) Applicable Law

. The laws of the State of Washington shall govern the interpretation and application of this Agreement.

(e) Availability of Information

. The parties shall make available to each other, for inspection and copying during business hours, all books, records, plans and other information relating to any calculation or determination to be made pursuant to this Agreement.

(f) Severability

. If any section, paragraph, clause or provision of this Agreement or any agreement referred to in this Agreement shall be finally adjudicated by a court of competent jurisdiction to

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be invalid or unenforceable, the remainder of this Agreement shall be unaffected by such adjudication and all the remaining provisions of this Agreement shall remain in full force and effect as if such section, paragraph, clause or provision or any part thereof so adjudicated to be invalid had not been included herein.

(g) Waiver Not Continuing

. Any waiver at any time by either party to this Agreement of its rights with respect to any default of the other party hereto, or with respect to any other matter arising in connection with this Agreement, shall not be considered a waiver with respect to any subsequent default, right or matter.

(h) Construction of Agreement

. Both Cascade and CO have participated in the drafting of this Agreement and have been advised by separate counsel. Neither party shall be considered the drafter for purposes of applying rules of construction in any disputes arising under this Agreement.

(i) Covenant to Act in Good Faith

. In order to permit this Agreement, throughout its term, to be fully effective in accordance with the original intent of the parties, each party agrees that it shall at all times act in good faith and with fair dealing in performing its obligations and in exercising its rights under this Agreement.

(j) No Third-Party Beneficiary

. This Agreement shall be enforceable only in accordance with its provisions expressly governing enforcement. In promising performance to one another under this Agreement, the parties intend to create binding legal obligations to and rights of enforcement in (i) one another, and (ii) such assignees or successors in interest of the parties as may enjoy a right to enforce this Agreement by virtue of provisions of this Agreement that expressly create such a right in such assignees or successors in interest. By entering into this Agreement, the parties expressly do not intend to create any obligation or promise any performance to any other third party, nor have the parties created for any other third party any right to enforce this Agreement.

(k) Section Headings

. The section headings in this Agreement are for convenience only, and do not purport to, and shall not be deemed to, define, limit or extend the scope or intent of the section to which they pertain.

(l) Multiple Copies

. This Agreement shall be executed in several counterparts, each of which shall be an original, but all of which shall constitute one and the same instrument

(m) Employee Costs.

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Cascade assumes no responsibility for the payment of any compensation, wages, benefits, or taxes owed by the CO by reason of this Agreement. The CO shall indemnify and hold Cascade, its officers, members, agents, and employees, harmless against all liability and costs resulting from the CO’s failure to pay any compensation, wages, benefits or taxes.

(n) Bond

At its option, Cascade may at any time require the CO to purchase and maintain a payment and/or performance bond in a form and by a surety acceptable to Cascade to secure the full and faithful performance of this Agreement. In the event Cascade exercises this option, Cascade shall reimburse the CO the premium paid to obtain such bond or bonds.

IN WITNESS WHEREOF, the parties have caused this Agreement to be executed the day and year first above written.

CASCADE WATER ALLIANCE

By: Date: Its: By: Date: Its:

DWT 17178345v7 0086520-000001

1

Y:\WP\CASCADE GENERAL COUNSEL\LONG TERM OPERATION\SELECTION OF NEW OPERATOR\LIST OF FLOW DOWN AGREEMENTS 071011B.DOC

DWT 17712217v1 0086520-000001

EXHIBIT A TO O&M AGREEMENT (RFP COMMENT DRAFT)

LIST OF OBLIGATIONS UNDER AGREEMENTS

NO. DOCUMENT/PARTY/DATE REC. NO. OBLIGATION LOCATION 1. Asset Purchase Agreement/PSE/

04.23.08; related Restrictive Covenant/Dept. of Ecology/ 11.04.2002

N/A; 200211040610

a. APA Sec. 8.7: Give PSE at least fifteen (15) days prior written notice of any planned “Soil Excavation” (defined below), together with a description and the location of the planned Soil Excavation. If there is a Pre-Existing Release, or indicia of a Pre-Existing Release, then certain provisions relating to environmental work plans shall apply. Cascade will be the lead in coordinating such activities with PSE. “Soil Excavation” shall mean any soil boring, sampling or excavation performed with mechanized equipment (as opposed to hand tools) on the land included within the Project.

b. RC: (1) no taking ground water for any use w/o prior approval of DOE; (2) activities, such as digging, drilling, etc., that may expose environment to the contaminated soil are prohibited

a. No digging for all of Project

b. RC—Buckley Headworks

2


DWT 17712217v1 0086520-000001

NO. DOCUMENT/PARTY/DATE REC. NO. OBLIGATION LOCATION w/o advanced approval of DOE; (3) activity that may interfere with integrity of remedial action, etc., prohibited w/o DOE approval; (4) activity that may expose a hazardous substance remaining on the property or create a new exposure pathway is prohibited w/o DOE approval

2. Esmt for fishway facilities/COE/1950

1557273

a. except in emergencies, hold water level behind dam at 667 foot elevation and furnish enough water for fish trapping

b. maintain an open and unobstructed channel in that portion of the WR extending from the fishway entrance to the outfall of the rock chute

Diversion Dam

3. Esmt for telephone/ Pacific Telephone and Telegraph Co./01.30.1958

1807987 PSPLC, its successors and assigns, agree to give grantee 90 days written notice in advance of any digging or construction of structures within 6 feet of the communication lines which will in any manner disturb the solidity or unearth any portion of the lines, so that grantee can protect its property.

Tailrace

4. Agmt for pipes, drainage/Carroll/12.18.1909

306455 a. provide pipes connected with the canal in a manner that water will continuously flow from the canal through the pipes and to their

Pipeline, west of Buckley-Tapps Hwy., west to pipeline outfall

3


DWT 17712217v1 0086520-000001

NO. DOCUMENT/PARTY/DATE REC. NO. OBLIGATION LOCATION outlets on the Carroll land, and the pipes shall be laid at least 18 inches below the surface on a grade that will permit such water flow. Furnish the Carrolls, their heirs or assigns, on their land, and through their pipes, perpetually, free of charge, all the water with they shall require. No obligation to keep its canal full of water to fill the pipes, and the rights of the Carrolls under this agreement are only to receive water from the canal through the pipes when there is sufficient water in the canal to cause the same to flow through said pipes.

b. Install and maintain a 5-foot

high fence on all sides of the land except the west side which is intended to be flooded. If there are any drainage ditches within the land, maintain the ditches so that they carry off water as intended and do not injure the Carrolls’ land

4


DWT 17712217v1 0086520-000001

NO. DOCUMENT/PARTY/DATE REC. NO. OBLIGATION LOCATION 5. Agmt for creek

flow/Gravetz/10.28.1936 1209108 Maintain outlet controlled by valves and

permit to flow through the dike and into the natural channel of the brook or stream through the land owners’ land substantially 30 thousand gallons of water per hour continuously during each month, provided the flow may vary 10 thousand gallons per hour, more or less.

Dike 4A pipe

6. Agmt for ditch maintenance/Thompson/ 09.06.1921

606744 Maintain depth of drainage ditch from dike seepage

Near Dikes 10 and 11