SAN FRANCISCO PUBLIC UTILITIES COMMISSION. Wastewater Enterprise Distributed Control System Upgrades DB-126

SAN FRANCISCO PUBLIC UTILITIES COMMISSION Wastewater Enterprise Distributed Control System Upgrades DB-126 Request for Qualifications for Design Build Services **** 3/23/15 **** CONTRACT ADMINISTRATION BUREAU SAN FRANCISCO PUBLIC UTILITIES COMMISSION 525 GOLDEN GATE AVENUE, 8TH FLOOR SAN FRANCISCO, CALIFORNIA 94102

TABLE OF CONTENTS REQUEST FOR QUALIFICATIONS DB-126 Wastewater Enterprise Distributed Control System Upgrades I. Introduction... 4 II. Nature and Scope of the Project... 7 III. Design Build Services... 8 IV. Pre-Qualification Requirements... 9 V. Schedule, Pre-Submittal Meeting, and Inquiries... 10 VI. Candidate Submission Requirements, Selection and Evaluation Process... 12 VII. Terms and Conditions Governing this RFQ... 13 APPENDICES: Appendix A Pre-Qualification Application Attachments Parts I-V Appendix B SFPUC Community Benefits Policy and Examples of Commitments Appendix C Doing Business with the City and County of San Francisco : Distributed Control System Upgrades Page 2 of 15

SAN FRANCISCO PUBLIC UTILITIES COMMISSION REQUEST FOR QUALIFICATIONS DB-126 Wastewater Enterprise Distributed Control System Upgrades Acronyms and Abbreviations AAR BFP CER CHS CMD CMMS DB DCS EPA FBM HMI I/O JV LAN LBE LIMS LOS NEPA NPF OPC OSHA OSP PLC RFP RFQ SCADA SEP SFPUC SSIP WSS WWE Alternative Analysis Report Bruce Flynn Pump Station Conceptual Engineering Report Channel Pump Station Contract Monitoring Division Computerized Maintenance Management System Design Builder Distributed Control System Environmental Protection Agency Field Bus Module Human Machine Interface Input/Output Joint Venture Local Area Network Local Business Enterprise Laboratory Information Management System Level of Service National Environmental Policy Act North Point Wet-Weather Facility Object Linking and Embedding for Process Control Occupational Safety & Health Administration Oceanside Water Pollution Control Plant Programmable Logic Controller Request for Proposals Request for Qualifications Supervisory Control and Data Acquisition Southeast Water Pollution Control Plant Sewer System Improvement Program West Side Pump Station Wastewater Enterprise : Distributed Control System Upgrades Page 3 of 15

I. INTRODUCTION The ( SFPUC ) is issuing this Request for Qualifications ( RFQ ) in search of candidates who have the necessary qualifications as set forth in this RFQ to be prequalified to respond to the forthcoming Request for Proposals ( RFP ) to provide design-build services for the SFPUC Wastewater Enterprise Distributed Control System Upgrades project ( DCS Upgrades Project ). A Candidate is any entity responding to this RFQ. This project consists of replacing the distributed control system for the SFPUC wastewater collection and treatment systems at approximately six (6) different facility locations. The complexity of the replacement of the Distributed Control System ( DCS ) will require specialized expertise for the engineering design, application software development, startup and testing, product supply, commissioning, and long term maintenance support. The intent of the DCS Upgrades Project is to obtain this level of expertise from a qualified DCS supplier through a progressive design build delivery approach. This progressive approach to design build services is described further in the DCS Design Build Services in Section III. Whether a Candidate has such qualifications will be determined through the evaluation process described in Section VI of this RFQ. Candidates chosen as qualified private entities through this process ( Qualified Design-Builders ) will be notified of their eligibility to submit proposals for design-build services in conjunction with the DCS Upgrades Project. Only Qualified Design-Builders will be eligible to submit a proposal for the progressive design-build services. Candidates responding to this RFQ do so with the understanding that the SFPUC does not guarantee the award of any contract or work as a result of prequalification. The SFPUC seeks to pre-qualify candidates with an emphasis on demonstrated experience in the following areas: DCS System Design, Supply, and Integration Startup and Commissioning for DCS Replacement in the Wastewater Industry Replacement of DCS Systems in Existing Operational Wastewater Facilities Wastewater Collection and Treatment Process Systems Construction of DCS Systems Including the Management of Installation Trade Subcontractors Note: Programmable Logic Controller based systems used in conjunction with Human Machine Interface systems shall not be considered as equivalent to a DCS system in determining the qualifications of the Candidate. 1. SFPUC Background The SFPUC is a Department of the City and County of San Francisco ( City ) that provides retail drinking water and sewer services to San Francisco, wholesale water to three other Bay Area Counties, and hydroelectric power to San Francisco s municipal operations. The SFPUC Wastewater Enterprise ( WWE ) operates and maintains the City s combined sewer system which collects and treats both sewage and stormwater. This system consists of 1,000 miles of pipes which collect sanitary sewage from homes, businesses, and stormwater runoff; large transport storage box facilities; 27 pump stations that transport the wastewater and stormwater; three treatment plants and eight deep water outfalls that discharge the treated water into the San Francisco Bay and Pacific Ocean. The three treatment plants are the Southeast Water Pollution Control Plant ( SEP ), the Oceanside Water Pollution Control Plant ( OSP ) and the Northpoint Wet-Weather Facility ( NPF ). Headquartered at 525 Golden Gate Avenue in San Francisco, the SFPUC has approximately 2,300 employees with a combined annual operating : Distributed Control System Upgrades Page 4 of 15

budget of approximately $700 million. 2. Conflict of Interests The successful Candidates will be required to agree to comply fully with and be bound by the applicable provisions of state and local laws related to conflicts of interest, including Section 15.103 of the City's Charter, Article III, Chapter 2 of City s Campaign and Governmental Conduct Code, and Section 87100 et seq. and Section 1090 et seq. of the Government Code of the State of California. These sections are available for review at the following internet links: http://www.amlegal.com/nxt/gateway.dll/california/campaign/campaignandgovernmentalconduct code?f=templates$fn=default.htm$3.0$vid=amlegal:sanfrancisco_ca$anc=jd_campaig http://leginfo.legislature.ca.gov/faces/codes.xhtml http://www.leginfo.ca.gov/calaw.html The successful Candidates will be required to acknowledge that it is familiar with these laws; certify that it does not know of any facts that constitute a violation of said provisions; and agree to immediately notify the City if it becomes aware of any such fact during the term of the Agreement. Individuals who will perform work for the City on behalf of the successful Candidates might be deemed consultants under state and local conflict of interest laws. If so, such individuals will be required to submit a Statement of Economic Interests, California Fair Political Practices Commission Form 700, to the City within ten calendar days of the City notifying the successful Candidates that the City has selected the Candidates. OBLIGATIONS It is the obligation of the Candidates as well as their Subconsultants to determine whether or not participation in that contract constitutes a conflict of interest. While the SFPUC staff maintains records regarding award and execution of contracts, it does not have access to specific information concerning which entities, partners, sub-consultants or team members perform specific work on these contracts. A conflict of interest or an unfair advantage may exist without any knowledge of the SFPUC. Final determination of the potential for conflict must be made by the Candidates. A court makes the final determination of whether an actual conflict exists. The guidelines below address conflicts under the aforementioned laws, but there are other laws that affect qualifications for a contract. WORK There are many phases of work pertaining to SFPUC contracts. Potential conflicts arise out of progressive participation in various phases of that work. Set forth below are general guidelines regarding when participation in a specific phase of work may create a conflict. Because an actual determination regarding whether a conflict exists depends upon the specific facts of each situation, the general guidelines set forth below should be treated only as a starting point. A Candidate should consult with their legal counsel to determine whether a potential conflict exists. 1. RFI/RFQ/RFP/Bid Documents. Any entity that participates in the development of any of these documents has participated in making the contract for the work. For these purposes participating in making has the same meaning as under Government Code Section 1090 and the term entity includes any parent, subsidiary or other related business. 2. General Program Management Services. Since these advisory services necessarily assist in general definitions of the program and projects, conflict would likely exist in participation in the design or construction management phase of any project. : Distributed Control System Upgrades Page 5 of 15

3. Preplanning. Participation in preplanning work, which may include the needs assessment report, since it is an initial phase, would likely be limited only by previous participation in preparation of RFI/RFQ/RFP or bid documents. 4. Planning. The planning phase of any project establishes the facts pertaining to the project and possible options for consideration. a) Alternative Analysis Report. This phase proposes to decision-makers the various alternatives in project scope, cost, schedule and environmental impact necessary to make a determination of the proper project. Firms may have a conflict of interest in subsequent design work if they participated in the decision-making process of selecting an alternative. b) Conceptual Engineering Report. This document defines the project and shapes the design contract. Participation in this phase may likely be in conflict with any future design services. 5. Environmental Review. Similar to the planning phase, this phase of work gathers information from other sources resulting in a definition of the project for the purposes of reviewing the environmental effects of the work. Firms participating in environmental review would likely not have a conflict in participating in subsequent phases. 6. Final Engineering Design. Documents produced under this phase constitute the definition of the construction contract. Participation in this phase would likely be in conflict with participation in any subsequent phases, such as construction management or general construction. 7. Construction Management. This work consists of review, assessment and recommendation for actions based on interpretation of contract documents. No firm under one contract can review any of its own work performed under another contract. Conflicts would likely arise had any firm participated in either preparation of final engineering design or any documents enumerated in a contract for construction or documents the SFPUC requires a Candidate to rely on in the preparation of their bid. 8. Construction. It is unlikely that participation in construction contracts would result in conflicts on subsequent contracts. Restrictions on participation in construction contracts may be stipulated in other federal, state or local laws. 9. General. Work associated with gathering, assessing, or reviewing technical data such as geotechnical investigations, site surveys, or condition assessments would likely have conflicts with other work only if the firms were in a position to review their own work. 10. Administrative Services. Any subconsultant or vendor providing general administrative services such as communications, reprographic, janitorial or security services during one phase of a project will not be precluded from providing similar services during later phases of the same project. In addition to the conflict of interest principles summarized above, actions which may give rise to an actual or apparent unfair competitive advantage include a Candidates' unequal access to nonpublic information gained through its performance (or the performance by any entity on Candidates' team) of an existing City contract where such information may provide Candidates with a competitive advantage in the current RFP process. Candidates are strongly encouraged to investigate and manage any potential unfair competitive advantage situations in advance of forming teams and when considering whether or not to participate in the RFP process. A determination regarding whether an unfair competitive advantage situation exists depends upon the specific facts and circumstances of each situation. Candidates are strongly advised to consult with their legal counsel to determine whether or not an unfair competitive advantage may exist. : Distributed Control System Upgrades Page 6 of 15

II. NATURE AND SCOPE OF THE PROJECT The existing SEP DCS and OSP DCS consist of a Foxboro-Invensys I/A Series platform. The system includes workstations, thin clients, field control processors, and Field Bus Module ( FBM ) interface modules. The existing system utilizes the original Foxboro Input/Output ( I/O ) cabinets, fiber optic network, and much of the infrastructure from the early 1990 s. The main operator interface in the control room is Foxboro s Foxview terminal services, with thin client access to the system at local facility locations. The NPF, Channel Pump Station ( CHS ), Westside Pump Station ( WSS ), and Bruce Flynn Pump Station ( BFP ) are connected to the respective treatment plant DCS and are controlled locally with programmable logic controller systems. The project will include the replacement of the DCS interface components at these facilities as well as the replacement of any obsolete programmable logic controllers used for pump station or facility control. The DCS is interconnected via a Foxboro MESH network. A separate network, the DCS Local Area Network ( LAN ), is used for the interconnection of facility wide Programmable Logic Controller ( PLC ) systems and Object Linking and Embedding for Process Control ( OPC ) devices. Included in the DCS LAN are loop controllers at the SEP, via an original Foxboro DCS control server and network. The network interface to the DCS MESH network from the DCS LAN is provided via FBM communication modules. The existing SEP and OSP DCS MESH network diagrams are shown in Figures 1-1 and 1-2. Figure 1-1 SEP Existing DCS Network Diagram : Distributed Control System Upgrades Page 7 of 15

Figure 1-2 OSP Existing DCS Network Diagram The new DCS will need to support the addition of the multibillion dollar Sewer System Improvement Program ( SSIP ) projects at the SEP and provide for at least another 15 years of lifecycle support of those projects and the ongoing operations of the WWE. The SEP facility is undergoing a significant upgrade, with new infrastructure replacing almost 50% of the plant s existing processes. The guiding principles established for the DCS Upgrades Project include the following items: The DCS systems must provide interconnectivity and linkages to 3rd party systems such as Computerized Maintenance Management System ( CMMS ), Laboratory Information Management System ( LIMS ), and data historians in order to optimize operations and maintenance practices. The system must support a highly reliable automation platform for plant assets and enable a maintenance management environment so as to drive efficient use of labor and consumables. The system must be capable of capturing best practices and encouraging their adoption. Training systems and programs must support these best practices. The design and procurement process must emphasize standardization of a single platform (hardware/software) such that spare parts, maintenance, and training can be streamlined. The commercial procurement must have provisions that protect the WWE from technology obsolescence over the term of the contract. III. DESIGN BUILD SERVICES The DB-126 RFP is scheduled to be advertised in late May 2015 and is projected to have an estimated design-build cost of $51 million over a 15-year contract term. : Distributed Control System Upgrades Page 8 of 15

The primary design build services needed include the following: Professional Design Services, Product Supply, Startup and Commissioning, Application Software Development and Testing, and Electrical/Fiber Optic/Civil Trade Contractor Services. The design build services will be performed in an approach referred to as a progressive design build. This approach provides for a highly collaborative working relationship between the Qualified Design Builder and the City throughout the entire project. The project will be set up on a Task Order basis, with multiple tasks orders accumulating in cost up to the overall project budget. Task Order costs will be primarily based on unit pricing required to be provided by the Qualified Design Builder as part of the Request for Proposals. Task Orders may include but not be limited to the following: Project planning phase Task Order including development of the detailed project schedule and sequencing plan, predesign activities, development of a project management plan, and initiating the field verification process, Task Orders for the development of the design and application software standards, and Development of Task Orders, organized by facility and process area(s), that will include the detailed design, application software development, construction activities, startup and commissioning, and systems updates. Task Orders will also include trade packages which will be required to be priced under a competitive procurement process. IV. PRE-QUALIFICATION REQUIREMENTS To be eligible to submit a proposal in response to the forthcoming RFP, all Candidates must be prequalified. To be pre-qualified to submit a proposal for Contract No. DB-126, a Candidate must provide all materials requested herein, and receive approval from the SFPUC as a Qualified Design Builder. It is mandatory that the Candidate fully complete the Candidate Contact Information Form and Parts I-V of Pre-Qualification Application ( Application ) located in Appendix A and outlined below. Candidate Contact Information Form: Candidates are required to provide contact information. Part I, Organization, History and Organizational Performance: Candidates are required to provide company organization information, company licenses, and related history. Part II, Essential Requirements for Qualification: Candidates are required to answer questions regarding history of financial and professional responsibility. Part III, References: Candidates are required to provide past client and project information. The SFPUC will conduct reference checks of the submitted references in order to confirm the validity of the information submitted in a Candidate's Application. Part IV, Evidence of Financial Capacity: Candidates are required to submit a certified statement from a bonding firm authorized to do business in the State of California indicating the maximum bonding coverage the Surety will issue on the applicant s behalf for the project. Part V, Relevant Project Experience: Candidates are required to complete a technical : Distributed Control System Upgrades Page 9 of 15

qualification questionnaire. All questions must be answered. Do not leave any portion of the forms blank; indicate N/A if the question is not applicable. No Application will be accepted from a Candidate that has failed to comply with these requirements. If two or more business entities plan to submit an Application as part of a Joint Venture or as a Prime Contractor/Subcontractor Team, only the DCS supplier must be pre-qualified. The Candidate s primary business shall be providing distributed control system equipment components, software development services, and installation of their systems. The DCS supplier shall perform, with its own organization, work amounting to at least 65% of the Contract price. In a Joint Venture or Prime Contractor/Subcontractor arrangement, the DCS supplier team shall deliver and/or self-perform a minimum of 65% of the goods and services associated with this project. Under this arrangement, the DCS supplier shall supply all DCS equipment, perform all application software programming and system configuration, and be solely responsible for equipment procurement, programming, startup and commissioning, and upgrades/support services for the project. In addition to the requirements listed herein, a selected Candidate must be willing and able to comply with the contracting requirements of the City and County of San Francisco, set forth in Section VII of this RFQ. Each Application herein must be signed under penalty of perjury in the manner designated at the end of the Candidate Contact Information form, by an individual who has the legal authority to bind the Candidate on whose behalf that person is signing. If any information provided by a Candidate becomes inaccurate, the Candidate must immediately notify the SFPUC and provide updated accurate information in writing, under penalty of perjury. V. SCHEDULE, PRE-SUBMITTAL MEETING, AND INQUIRIES 1. Tentative Schedule The SFPUC has established the following target dates for issuance, receipt and evaluation of applications in response to this RFQ. The following dates are tentative, non-binding, and subject to change without prior notice: Advertisement of RFQ... March 23, 2015 Pre-Submittal Conference... April 6, 2015 Deadline for Candidates to Submit Questions*... April 10, 2015 Deadline for Candidates to Submit Objections to RFQ Terms*... April 10, 2015 Deadline for Candidates to Submit Applications... April 20, 2015 Publication of Qualified Candidate Pool... May 5, 2015 Appeals/Protest Deadline... May 12, 2015 Forecasted RFP Advertisement... May 28, 2015 * All requests for information concerning the RFQ, whether submitted before or after the pre-submittal : Distributed Control System Upgrades Page 10 of 15

conference, must be directed to prequal@sfwater.org. 2. Pre-Submittal Meeting Candidates are strongly encouraged to attend the RFQ Pre-Submittal Conference scheduled for 10:00 AM on April 6, 2015 at the Contractors Assistance Center ( CAC ) located at 5 Thomas Mellon Circle, Suite 168, San Francisco, CA 94134. For more information please visit the SFPUC website (www.sfwater.org). Questions raised at the meeting will be answered orally at the meeting. If any oral answer constitutes, in the opinion of the SFPUC, a material addition to or modification of this RFQ, such answer will be confirmed in a written addendum to this RFQ. 3. Inquiries Regarding this RFQ As previously noted, all requests for information concerning the RFQ, whether submitted before or after the pre-submittal conference, must be directed to prequal@sfwater.org no later than April 10, 2015. All inquiries should include the number and title of the RFQ. Substantive replies will be memorialized in written addenda to be made part of this RFQ. All addenda will be posted on the Contract Administration Bureau webpage at http://contracts.sfwater.org. This RFQ will only be governed by information provided through written addenda. With the exception of the Contract Monitoring Division or City contracting inquiries, no questions or requests for interpretation will be accepted after 5:00 PM on April 10, 2015. It is the Candidate s responsibility to check the website for current information regarding this RFQ. 4. Time and Place for Submission of Applications The entire SFPUC Pre-Qualification Package may be downloaded from the SFPUC website under the Contracts and Bids menu, DB-126 RFQ: Wastewater Enterprise Distributed Control System Upgrades Project. Completed applications must be submitted by 5:00 PM, April 20, 2015. The publication of the qualified candidate pool will be posted to the SFPUC website on May 5, 2105 at http://contracts.sfwater.org. Candidates receiving a determination of Not Qualified will be notified by first class mail of their status and by posting of the qualified list. Candidates must submit five (5) hard copies and two (2) electronic.pdf copies (via either CD or USB) of their completed Candidate Contact Information Form and Parts I, II, III, IV, and V in a sealed envelope. Completed applications may be delivered in person or sent via courier or U.S. mail to the address below (other means of transmission, including facsimile, will not be accepted): Hand Delivery, Courier or U.S. Mail Address: Contract Administration Bureau Attention: WWE Distributed Control System Upgrades 525 Golden Gate Avenue, 8 th Floor San Francisco, CA 94102 The SFPUC may refuse to grant pre-qualification status where the requested information and materials are not provided. There is no appeal from a denial due to an incomplete application; however, the Candidate will be informed which documents and/or information are required to complete the application and shall be permitted to submit a complete application within the applicable application deadline(s). : Distributed Control System Upgrades Page 11 of 15

VI. CANDIDATE SUBMISSION REQUIREMENTS, SELECTION AND EVALUATION PROCESS The Pre-Qualification Application (see Appendix A) consists of five parts, including the Candidate Contact Information Form. To pre-qualify, a Candidate must fully complete the Candidate Contact Information Form and all five parts as described in Section IV above. A panel formed by the SFPUC will evaluate responses to the RFQ. Members of the evaluation panel may include some or all of the following: SFPUC officials and staff, stakeholder s representatives, other local public entities officials and staff, and SFPUC consultants. Only those Candidates found to be qualified will be eligible to submit proposals under the RFP process. The City reserves the right to rescind any Candidate s pre-qualified status if it is determined that the facts provided by the Candidate are inaccurate, including verification and validity of the provided reference projects. Candidates will be evaluated based upon their responses to the Pre-Qualification Application, which consists of the following five (5) parts: Part I, Organization, History and Organizational Performance: o Candidates are required to provide company organization information, company licenses, and related history. o This part is for information only and will not be evaluated other than for completeness. Part II, Essential Requirements for Qualification: o Candidates must pass all the questions to be qualified to proceed with the evaluation process. o All questions in this section are pass/fail. Part III, References: o Candidates are required to provide past client and project information. o Candidates must submit two (2) separate references who can validate responses provided in Part V Relevant Project Experience, Mandatory Question Q1. o References listed in the Project Reference Sheets in Part III of the Application should be verifiable and should be able to comment on the Candidate's experience related to the services of this RFQ. The SFPUC will conduct reference checks of the submitted references in order to confirm the information submitted in a Candidate's Application. o As part of the application, Candidates must sign, date, and return a Release of Liability included in this section. Part IV, Evidence of Financial Capacity: o Candidates are required to submit a certified statement from a bonding firm authorized to do business in the State of California indicating the maximum bonding coverage the Surety will issue on the applicant s behalf for the project. o If Candidates do not provide this evidence, the Candidate will be deemed not qualified to propose on this Project. Part V, Relevant Project Experience: o Candidates are required to complete a set of minimum technical qualification questions and submit a total of two (2) Project Reference Sheets for Part V Relevant Project Experience Mandatory Questions Q1. o Candidates must pass the first Mandatory Question (Q1) and pass at least five (5) of the : Distributed Control System Upgrades Page 12 of 15

remaining eight (8) questions (Q2 Q9) in order to be deemed pre-qualified. It is the responsibility of the Candidate to keep apprised of changes to the schedule or addenda posted by regularly checking the SFPUC website at www.sfwater.org. VII. TERMS AND CONDITIONS GOVERNING THIS RFQ 1. Costs of Responding; Retention by SFPUC of Applications and Related Documents The SFPUC accepts no financial responsibility for any costs incurred by a Candidate in responding to this RFQ. Completed Applications and any other documents or materials submitted in response to this RFQ shall, upon submission, become the property of the SFPUC and may be used by the SFPUC in any way the SFPUC deems appropriate. 2. Reservations of Rights by the SFPUC The issuance of this RFQ does not constitute an agreement by the SFPUC that any subsequent selection process will occur or that any contract will be entered into by the SFPUC. The SFPUC expressly reserves the right at any time to: Waive any defect or informality in any Application or the procedure set forth in this RFQ Reject any or all Applications Issue a new request for qualifications in lieu of this RFQ Change the subsequent selection process Procure all or any portion of the Work by any other means Determine that the Work will not be pursued 3. Community Benefits Submittal The SFPUC is committed to being a good neighbor to all who live or are directly affected by its activities and investments. We define community benefits as those positive effects on a community that result from the operation and improvement of our water, wastewater and power services. The SFPUC seeks to partner with Candidates who share our responsibility to be a good neighbor and deliver concrete positive benefits to our communities, resulting in healthier and more vibrant communities in San Francisco and throughout the Bay Area region. During the forthcoming RFP process, Candidates will have the opportunity to earn points for their Community Benefits Submittal which will be evaluated and incorporated into the written evaluation process. The voluntary Submittal will include how a Candidate would identify projects and/or activities that will promote the social and economic outcomes described in the SFPUC Community Benefits Policy (see Appendix B). Additional resources and background information on the Community Benefits Program can be found at www.sfwater.org/communitybenefits. For illustrative purposes only, a list of existing Community Benefits Commitments made by firms can also be found in Appendix B. 4. City and County of San Francisco Contracting Requirements It is advisable that Candidates who wish to do business with the City and County of San Francisco : Distributed Control System Upgrades Page 13 of 15

immediately initiate measures to comply with the City s contracting requirements. These requirements are not a part of the SFPUC pre-qualification process; however, failure to comply can delay the finalization of any future City-related Contract. See Appendix C for an expanded list of the requirements. 5. Certification of Chapter 12B Compliance At the time the Contract is executed, the Qualified Design Builder in question must be compliant with San Francisco Administrative Code Chapter 12B, the Equal Benefits Ordinance. In order to become compliant with the Equal Benefits Ordinance, Candidates must submit to the San Francisco Contract Monitoring Division ( CMD ) a form titled S.F. ADMINISTRATIVE CODE CHAPTERS 12B & 12C DECLARATION: NONDISCRIMINATION IN CONTRACTS AND BENEFITS (CMD-12B-101). Other forms may be required, and supporting documentation is required. CMD staff will review all forms and documentation and will work with the Candidate to achieve compliance. For more information, please visit the CMD website at: http://sfgsa.org/index.aspx?page=6058, or you may contact CMD Contract Compliance Officer, Bayard Fong, at 415-554-3103. 6. Certification of Chapter 14B Compliance At the time the Contract is executed, the Qualified Design Builder in question must be compliant with San Francisco Administrative Code Chapter 14B, the Local Business Enterprise ( LBE ) and Non- Discrimination in Contracting Ordinance. In order to become compliant with the LBE and Non- Discrimination in Contracting Ordinance, Candidates must submit to CMD a form titled S.F. ADMINISTRATIVE CODE CHAPTERS 14B. Other forms may be required, and supporting documentation is required. CMD and the SFPUC will establish the project-wide Local Business Enterprise (LBE) subcontracting requirement during the DB-126 RFP phase. CMD staff will review all forms and documentation and will work with the Candidate to achieve compliance. For more information, please visit the CMD website at: http://sfgsa.org/index.aspx?page=6058, or you may contact CMD Contract Compliance Officer, Bayard Fong, at 415-554-3103. 7. Objections to RFQ Terms Any objections concerning the requirements or terms of this RFQ must be submitted, in writing, and received by the SFPUC no less than 10 business days prior to the deadline to submit Applications. Candidates who fail to do so will waive all further rights to protest based on these specifications and conditions. The failure of a Candidate to object in the manner set forth in this paragraph shall constitute a complete and irrevocable waiver of any such objection. 8. Appeals Process A Candidate has no right to appeal a determination that it is Not Qualified based upon a late or incomplete Pre-Qualification Application. There is no right to appeal the pre-qualification process requirements and/or specifications if any objection thereto could have been addressed by submitting a question and/or objection in accordance with the objections to the RFQ terms above. Where a timely and completed Application results in a Not Qualified status, an appeal can be made. The Candidate may file a letter of appeal to the SFPUC, no later than five (5) business days after receipt of notice of non-qualified status. The letter of appeal must include a written statement specifying in detail each and every one of the grounds asserted for the appeal. The letter of appeal must be signed by an : Distributed Control System Upgrades Page 14 of 15

individual authorized to represent the Candidate and must cite the relevant section of the RFQ on which the appeal is based. In addition, the Candidate must specify facts and evidence sufficient for the City to determine the validity of the appeal. Unless a timely appeal is filed, the Candidate waives any and all rights to challenge the decision of the SFPUC, whether by administrative process, judicial process or any other legal process or proceeding. If the Candidate files a timely letter of appeal, the SFPUC shall provide the Candidate with the basis for its finding and any supporting evidence used in the determination within five (5) business days of receipt of the letter of appeal. The Candidate may then submit a rebuttal response and provide any additional evidence why the Candidate should be found qualified within five (5) business days from the date of SFPUC s response. A review of the appeal shall commence immediately thereafter and shall be conducted by a SFPUC panel, with different members than the panel that reviewed the pre-qualification applications, or its designee, and will be based upon the information submitted by the Candidate in its letter of appeal and rebuttal. The SFPUC will notify the Candidate in writing of its decision at the conclusion of the review. The decision of the SFPUC is final. Note: It is not the intent of the SFPUC that the deadline for responses to the Request for Proposals for the DCS Upgrades Project will be delayed or postponed to allow for completion of an appeal process. : Distributed Control System Upgrades Page 15 of 15

APPENDIX A: PRE-QUALIFICATION APPLICATION ATTACHMENTS PARTS I - V The Candidate must complete all of the following information: Candidate Contact Information Form: Candidates are required to provide contact information. Part I, Organization, History and Organizational Performance: Candidates are required to provide company organization information, company licenses, and related history. Part II, Essential Requirements for Qualification: Candidates are required to answer questions regarding history of financial and professional responsibility. Part III, References: Candidates are required to provide past client and project information. The SFPUC will conduct reference checks of the submitted references in order to confirm the validity of the information submitted in a Candidate's Application. Part IV, Evidence of Financial Capacity: Candidates are required to submit a certified statement from a bonding firm authorized to do business in the State of California indicating the maximum bonding coverage the Surety will issue on the applicant s behalf for the project. Part V, Relevant Project Experience: Candidates are required to complete a technical qualification questionnaire. NOTE: Each Candidate must submit this Request for Qualification Application with all portions completed, including required attachments. Each Candidate must answer all of the following questions and provide all requested information, where applicable. Any Candidate failing to do so may be deemed unqualified to propose on RFP DB-126. It is critical that the Candidate fill out all information required accurately, completely, truthfully and to the best of their knowledge. Ambiguous or incomplete information may lead to an unfavorable evaluation resulting in a determination of not qualified to propose on RFP DB-126. Appendix A A-1 03/23/15

CANDIDATE CONTACT INFORMATION (DB-126) Firm Name: Check One: Corporation Partnership Sole Proprietor Contact Person: Address: Phone: Fax: Email Address: If firm is a partnership or sole proprietor: Owner(s) of Company If Candidate has a California Contractor s license or a Responsible Managing Employee* on staff with a California Contractor s license, on whom it intends to rely, provide: Name and License Number (if applicable): Tax ID number: General Tax Exemption Number: Dun and Bradstreet Number (if applicable): *A Responsible Managing Employee shall have the same meaning as defined within the California Business and Professions Code Section 7068. NOTE: The Design Builder must (1) retain trade subcontractors for construction work who have a California Contractor s license which is current, active, matches with the Work being performed, and is in good standing with the California Contractors State License Board (CSLB), on the date and time the Work is required to be performed and (2) have a Responsible Managing Employee on staff who has a current active California Contractor s License to manage the required construction work. Appendix A A-2 03/23/15

The undersigned hereby agrees and declares that receipt of this submittal by the City and County of San Francisco does not constitute either a direct or implied guarantee that pre-qualification is or will be granted. I, the undersigned, certify and declare that I have read all the foregoing answers to this Pre-Qualification Application and know their contents. The matters stated in the application answers are true of my own knowledge and belief, except as to those matters stated on information and belief, and as to those matters I believe them to be true. I declare under penalty of perjury under the laws of the State of California, that the foregoing is correct. The undersigned is a legally authorized representative of the Design Builder for the legal name noted above. Design Builder Printed Name / Title Signature Date Subscribed and sworn to before me this day of, 20 Expiration Date: Notary Public in and for the State of Residing at Appendix A A-3 03/23/15

PART I ORGANIZATION, HISTORY, ORGANIZATIONAL PERFORMANCE Candidates shall complete all applicable questions below. In the case of Joint Ventures and/or Prime Contractor/Subcontractor teams, the requirements of Parts I, II, III, IV, and V apply to the DCS supplier. A. ORGANIZATIONAL STRUCTURE For Firms That Are Corporations Date incorporated: Under the laws of what state: Provide all the following information for each person who is either (a) an officer of the corporation (president, vice president, secretary, treasurer), or (b) the owner of at least ten percent of the corporation s stock. Name Position Years with Firm % Ownership Identify every firm that any person listed above has been associated with (as owner, general partner, limited partner or officer) at any time during the last five years. NOTE: For this question, owner and partner refer to ownership of ten percent or more of the business, or ten percent or more of its stock, if the business is a corporation. Person s Name Firm Dates of Person s Participation with Firm For Firms That Are Partnerships Date incorporated: Under the laws of what state: Provide all the following information for each partner who owns 10 percent or more of the firm. Name Position Years with Firm % Ownership Identify every firm that any partner has been associated with (as owner, general partner, limited partner or officer) at any time during the last five years. Appendix A A-4 03/23/15

NOTE: For this question, owner and partner refer to ownership of ten percent or more of the business, or ten percent or more of its stock, if the business is a corporation. Person s Name Firm Dates of Person s Participation with Firm For Firms That Are Sole Proprietorships Date of commencement of business: Identify every firm that the business owner has been associated with (as owner, general partner, limited partner or officer) at any time during the last five years. NOTE: For this question, owner and partner refer to ownership of ten percent or more of the business, or ten percent or more of its stock, if the business is a corporation. Person s Name Firm Dates of Person s Participation with Firm For Firms That Intend to Bid as a Joint Venture Date of commencement of Joint Venture: Provide all of the following information for each firm that is a member of the Joint Venture that expects to bid on one or more projects: Name of Firm % Ownership of Joint Venture Specify which firm will be the lead firm in the Joint Venture and how the work and responsibilities will be divided among the JV. B. HISTORY OF THE BUSINESS, ORGANIZATIONAL PERFORMANCE AND FINANCIAL INFORMATION 1. Has there been any change in ownership of the firm at any time during the last five years? NOTE: A corporation whose shares are publicly traded is not required to answer this question. Yes No If yes, explain on a separate signed page. 2. How many years has your organization been in business in California, under your present Appendix A A-5 03/23/15

business name? Years 3. Is the firm a subsidiary, parent, holding company or affiliate of another firm? NOTE: Include information about other firms if one firm owns 50 percent or more of another, or if an owner, partner, or officer of your firm holds a similar position in another firm. Yes No If yes and a firm seeks to pre-qualify on the basis of the financial status or the experience of an affiliate or parent company, that affiliate or parent company will be required to provide an affidavit guaranteeing the contract performance of the pre-qualifying firm in every respect including indemnity. 4. Has any owner, partner or (for corporations) officer of your firm operated a firm under any other name in the last five years? Yes No If yes, explain on a separate signed page, including the reason for the change. 5. Has any license held by your firm or its Responsible Managing Employee (RME) or Responsible Managing Officer (RMO) been suspended within the last five years? Yes No If yes, please explain on a separate signed sheet. 6. At any time in the last five (5) years has your firm paid liquidated damages of more than $50,000 on three (3) or more construction contracts with either a public or private owner? Yes No If yes, please explain on a separate signed sheet. 7. Does the firm or employees hold all professional and construction licenses required to perform all elements of the project in accordance with all applicable laws? These shall include, but not be limited to, Professional Engineering licenses through the Board of Professional Engineers, Land Surveyors, and Geologists and Contractor Licenses through the California Contractors State Licensing Board (CSLB). Yes No If yes, please explain on a separate signed sheet. 8. Each firm must manage and retain trade subcontractors for the construction work who have a California Contractor s license which is current and active, matches with the Work being performed, and is in good standing with the CSLB on the date and time the Work is required to be performed. If any of your firm s license(s) are not held in the name of a corporation or partnership, list the names of the qualifying individual(s) listed on the California CSLB records who meet(s) the experience and examination requirements for each license (if applicable). Please list licenses on a separate signed sheet. 9. Has your firm changed names in the past eight (8) years? Yes No If yes, explain on a separate signed page, including the reason for the change. List all names and all licenses used. Appendix A A-6 03/23/15

PART II ESSENTIAL REQUIREMENTS FOR QUALIFICATION Candidates shall complete all questions below. Questions are pass/fail with criteria for passing listed for each question. In the case of Joint Ventures and Prime Contractor/Subcontractor teams, the requirements of Parts I, II, III, IV, and V shall apply to the DCS supplier. Candidates must pass all questions in order to be deemed qualified. If additional explanations are necessary, Candidates shall use 8-1/2 x 11 paper, attached in order, and shall reference the question(s) being answered. Candidates shall sign each additional sheet. IF THE ANSWER TO EITHER QUESTION 1 OR QUESTION 2 IS NO THE CANDIDATE WILL BE IMMEDIATELY DISQUALIFIED 1. Does your firm possess the ability to perform all work in accordance with all applicable laws? Yes No If no, your firm is not qualified to bid. 2. Is your firm s primary business providing distributed control system equipment components, software development services, and installation of your DCS systems? Yes No If no, your firm is not qualified to bid. IF THE ANSWER TO ANY OF THE QUESTIONS 3 THROUGH 13 IS YES THE CANDIDATE WILL BE IMMEDIATELY DISQUALIFIED 3. During the last eight years, has your firm ever been denied performance and payment bonds by a surety company because of the surety's determination that your firm has failed to perform adequately on an existing or prior project? Yes No If yes, your firm is not qualified to bid. 4. Have any licenses held by the firm been revoked or suspended at any time for more than 90 days in the last five years, pursuant to Chapter 9, Article 7 of the California Business and Professional Code (construction without a permit, failure to pay civil penalties or compliance with order or correction, etc.)? Yes No If yes, your firm is not qualified to bid. 5. Within the last eight (8) years, has a surety or the owner of a project completed or paid for the completion of a project on your behalf because your firm was terminated for cause by the owner? Yes No If yes, your firm is not qualified to bid. 6. At the time of submitting this pre-qualification form, is your firm ineligible to bid on or be awarded a public works contract, or perform as a subcontractor on a public works contract, because of prevailing wage violations pursuant to either Labor Code section 1777.1 (contractor/subcontractor fraud on public works jobs) or Labor Code section 1777.7 (Apprenticeship Program violations)? Yes No If yes, your firm is not qualified to bid. Appendix A A-7 03/23/15

7. At any time during the last eight (8) years, has your firm or any of its owners or officers been convicted of a crime involving the bidding, award or performance of a government contract? Yes No If yes, your firm is not qualified to bid. 8. At any time during the last eight years, has your firm or any of its owners or officers been found liable in civil or criminal court for false claims, material misrepresentation, dishonesty, or fraud against a public entity? Yes No If yes, your firm is not qualified to bid. 9. In the last eight (8) years has your firm, or any firm with which any of your firm's owners, principals or officers was associated, been debarred, disqualified, removed or otherwise prevented from bidding/proposing on, from being awarded or from completing, any public work or government project for any reason? NOTE: Associated with refers to another firm in which an owner, partner or officer of your firm held an ownership, principal, or management position, and which is listed in response to question 1c or 1d on this form. Yes No If yes, your firm is not qualified to bid. 10. Has either the state or federal Occupational Safety & Health Administration ( OSHA ) cited and assessed penalties against your firm for any serious, willful, or repeat violations of its safety or health regulations in the past five years and either: a) Your firm s average gross revenue for the last three years was less than $50 million and your firm had three (3) or more instances of serious, willful, or repeat violations; OR b) Your firm s average gross revenue for the last three years was more than $50 million and your firm had six (6) or more instances of serious, willful, or repeat violations? Yes No If yes, your firm is not qualified to bid. 11. Has the US Environmental Protection Agency or any Air Quality Management District, Regional Water Quality Control Board, local storm water management agency, or the Department of Toxic Substance Control cited and assessed penalties in excess of $100,000 per incident against your firm due to your work in the past five years? NOTE: If you have filed an appeal for a citation and the Appeals Board has not yet ruled on your appeal, or if there is a court appeal pending, you need not include information about the citation. Yes No If yes, your firm is not qualified to bid. 12. In the past 5 years, has an owner filed, in a court of law or in an arbitration, any claim against your firm concerning your firm s work on a construction project, and either: a) Your firm s average gross revenue for the last three years was less than $50 million and two (2) or more separate claims have been filed against your firm; OR b) Your firm s average gross revenue for the last three years was more than $50 million and five (5) or more separate claims have been filed against your firm? Yes No If yes, your firm is not qualified to bid. Appendix A A-8 03/23/15

13. Is your firm currently in bankruptcy? Yes No If yes, your firm is not qualified to bid. Appendix A A-9 03/23/15

PART III REFERENCES Candidates are required to provide past client and project information. References listed in the Project Reference Sheets should be verifiable, and the individual(s) providing the reference should be able to comment on the Candidate's experience related to the services of this RFQ. The SFPUC will conduct reference checks of the submitted references in order to confirm the validity of the information submitted in a Candidate's Application. Appendix A A-10 03/23/15

Candidate Name: Date: PROJECT REFERENCE SHEET (Reference One of Two; Project 1 from Q1 Part V) Project Name: Location: Owner: Owner Contact (name, email and current phone number): Architect or Engineer: Architect or Engineer Contact (name, email and current phone number): Construction Manager (if applicable, name, email and current phone number): Responsible Managing Employee (name, email and current phone number): Description of Project, Scope of Work Performed: Total Value of Work Performed (including change orders): Original Scheduled Completion Date: Time Extensions Granted (number of days): Actual Date of Completion: Liquidated Damages Assessed: Appendix A A-11 03/23/15

Candidate Name: Date: PROJECT REFERENCE SHEET (Reference Two of Two; Project 2 from Q1 Part V) Project Name: Location: Owner: Owner Contact (name, email and current phone number): Architect or Engineer: Architect or Engineer Contact (name, email and current phone number): Construction Manager (if applicable, name, email and current phone number): Responsible Managing Employee (name, email and current phone number): Description of Project, Scope of Work Performed: Total Value of Work Performed (including change orders): Original Scheduled Completion Date: Time Extensions Granted (number of days): Actual Date of Completion: Liquidated Damages Assessed: Appendix A A-12 03/23/15

RELEASE AND WAIVER AGREEMENT This Release and Waiver of Liability (hereinafter the Release ) is entered into between the City and County of San Francisco through its Public Utilities Commission and, a Design Builder (hereinafter DB ). RECITALS 1. The City and County of San Francisco through its Public Utilities Commission has issued a Request for Qualification to establish a pool of DBs qualified to bid on the DCS Upgrades Project. 2. DB has submitted a response to the SFPUC s Request for Qualification and has submitted projects and owners as references for its qualifications. 3. The City seeks candid comments on the DB s performance on the listed projects from the owners and the owners representatives. RELEASE AND WAIVER DB hereby fully and forever releases, exonerates, discharges, and covenants not to sue the City, its commissions and boards, officers and employees, and all individuals and entities furnishing comments on general contractors performance from and for any and all claims, causes of action, demands, damages and any and all other liabilities of any kind or description, in law, equity, or otherwise arising out of information furnished about DB s performance on the projects. INTENDED BENEFICIARIES The City, its commissions and boards, officers and employees and all individuals and entities furnishing any information relating to DB s qualifications are intended beneficiaries of this Release and are entitled to enforce its terms. DB Authorized Representative Date: Appendix A A-13 03/23/15

PART IV EVIDENCE OF FINANCIAL CAPACITY A Candidate must furnish a statement of financial position by attaching a certified statement from a bonding firm authorized to do business in the state of California. The certification shall be submitted in original form and must indicate the maximum bonding coverage the surety will issue on the applicant s behalf for the project, and shall also specify the total bonding that the surety will issue for all of the applicant s work, including uncompleted contracts. A sample Certification of Surety is included as Part IV of this document. A Certification of Surety statement from a broker is not acceptable; the underwriter must supply the certification. Please see sample below. Date: Example: CERTIFICATION of SURETY (To be submitted on bonding agency letterhead) To: Contract Administration Bureau Attention: WWE Distributed Control System Upgrades 525 Golden Gate Avenue, 8 th Floor San Francisco, CA 94102 Name of Design Builder: City/State: is authorized to execute bid, (Name of Bonding Agency) performance, and payment bonds for the above named design builder subject to the following conditions: 1. Contract price of any one contract does not exceed $51 Million. 2. Total amount of uncompleted work on hand, both bonded and unbonded, does not exceed $. 3. This work authority expires June 30, unless previously rescinded in writing. Written notice of rescission will be provided to the above addressee within seven days of such rescission. Signed by: (Authorized Bonding Agency Representative) Design Builder: Date: Email: Appendix A A-14 03/23/15

PART V. RELEVANT PROJECT EXPERIENCE Questions in this section are pass/fail with criteria for passing listed for each question. In the case of Joint Ventures and/or Prime Contractor/Subcontractor team, the requirements apply to the DCS supplier. CANDIDATES MUST PASS THE FIRST MANDATORY QUESTION (Q1) AND AT LEAST FIVE (5) OF THE REMAINING EIGHT (8) QUESTIONS (Q2 Q9) IN ORDER TO BE DEEMED PRE-QUALIFIED. Candidates shall use 8-1/2 x 11 paper, attached in order and clearly organized, and shall reference the question being answered. Candidates shall sign each additional sheet. Appendix A A-15 03/23/15

MANDATORY QUESTIONS (DB-126) TO BE QUALIFIED CANDIDATES MUST: 1) ANSWER YES TO QUESTION Q1; AND 2) ANSWER YES TO AT LEAST FIVE (5) OF THE NEXT EIGHT (8) QUESTIONS (Q2 Q9) Q1) Do you as a firm or among your principal staff, whom you intend to assign to this project have experience in completing the distributed control system (DCS) replacement/upgrade/construction for at least two (2) wastewater treatment plant DCSs, costing at least $5 million for each contract, similar in size, scope to the proposed project, and located in the United States in the past ten (10) years? YES NO On a separate sheet of paper(s), please describe qualifying project experience, including: a) Project name and location, b) Names of staff responsible for delivery of project and individual years of experience, c) Scope of work performed, d) Wastewater treatment plant capacity and DCS input/output count, e) The owner s name and contact information, f) CM firm (if applicable) including name and contact information, g) Original contract amount/final contract amount (if different please explain, include description of significant contract modifications), h) Original contract duration/final duration (include month and year) (if different please explain, include description of significant events/strategies impacting schedule changes) i) List names and contacts for each of the major subcontractors managed on each listed project. Please describe specific work performed by others and indicate your relationship with these other firms. Note: Using the Project Reference Sheets provided in Part III, you must submit two (2) separate references that can validate responses provided in Q1 above. Q2) Does your firm have field engineers and resident managing employees, whom you intend to assign to this project, with at least ten (10) years of project experience in upgrades/replacements or new DCS for wastewater treatment plants of a similar size? YES NO On a separate sheet of paper, please list names and individual years of experience. Please list qualifying project(s), citing owner, location, scope, years of project duration, as well as the field engineer/superintendent s start/end dates (include month and year) of work and specific role on each particular project. Appendix A A-16 03/23/15

Q3) Do you as a firm or among your staff, whom you intend to assign to this project have experience on at least two (2) projects involving concurrent work (multiple processes or locations) within a single overall contract? YES NO On a separate sheet of paper(s), please list the projects under which this experience was gleaned. For each project, provide a project description, project owner and contact information, contract start/end dates (include month and year), awarded contract value and describe in detail the nature of the work and how the concurrent work was managed. Q4) Do you as a firm or among your staff, whom you intend to assign to this project have ten (10) years experience in performing or managing the following types of construction work? Note: If you answer NO to any category in the matrix below, the answer to Q4 will be scored as NO. Instrumentation and control systems design YES NO Process/industrial electrical system design YES NO Application software development YES NO Network systems design YES NO Wastewater treatment process control YES NO On a separate sheet of paper(s), please describe qualifying project experience for each category, including: a) Project name and location, b) Scope of work performed, c) Original contract start date and final completion date (include month and year), d) If managed only, list names of involved subcontractors, e) If relying on staff experience, please list names and individual years of experience. Q5) Do you as a firm or among your staff, whom you intend to assign to this project have experience on at least two (2) projects associated with programmable logic controller (PLC) replacement, upgrade, or new installations? YES NO On a separate sheet of paper, please list qualifying project(s), citing owner, location, scope, and project start/end dates (include month and year). Q6) Do you as a firm or among your staff, whom you intend to assign to this project have a minimum of ten (10) years of wastewater treatment DCS project controls and management (cost and schedule control) experience? On a separate sheet of paper, please describe qualifying project experience, including: Appendix A A-17 03/23/15

a) Project name and location, b) Scope of work performed, c) Type and size of wastewater treatment DCS work, d) Original contract start date and final completion date (include month and year), e) If managed only, list names of involved subcontractors, f) If relying on staff experience, please list names and individual years of experience. Q7) Do you as a firm or among your staff, whom you intend to assign to this project have at least five (5) years of experience in field verification work for existing DCS installations? YES NO On a separate sheet of paper, please describe qualifying project experience, including: a) Project name and location, b) Scope of work performed, c) Original contract start date and final completion date, d) If managed only, list names of involved subcontractors, e) If relying on staff experience, please list names and individual years of experience. Q8) Do you as a firm or among your staff, whom you intend to assign to this project have ten (10) years of performing or managing pump station control system work? YES NO On a separate sheet of paper, please describe qualifying project experience, including: a) Project name and location, b) Scope of work performed, c) Original contract start date and final completion date (include month/year), d) If relying on staff experience, please list names and individual years of experience, If managed only, please list names of involved subcontractors who performed the control system work. Subcontractor Name(s): Q9) Do you as a company or among your staff, whom you intend to assign to this project have ten (10) years experience in (1) performing or managing the Startup and Testing of wastewater treatment plants; (2) development of cutover plans for operational wastewater treatment plants; and (3) validation of facility performance of a DCS? YES NO On a separate sheet of paper, please describe qualifying project experience, including: Appendix A A-18 03/23/15

a) Project name and location, b) Scope of work performed, c) Original contract start date and final completion date, d) If relying on staff experience, please list names and individual years of experience. If managed only, please list names of involved sub-contractors who performed the startup and testing, development of cutover plans, and validation of facility performance. Subcontractor Name(s): PLEASE PROVIDE COMPANY AND STAFF RESUMES WITH PROJECT HISTORY, IDENTIFIED ABOVE, TO DEMONSTRATE REQUIRED EXPERIENCE. Parts I, II, III, IV, and V of the Application must be completed and submitted with the company resume and resumes of any staff identified in this application to validate project experience and to be considered for pre-qualification. Appendix A A-19 03/23/15

APPENDIX B: SFPUC COMMUNITY BENEFITS POLICY AND EXAMPLES OF COMMITMENTS 1. SFPUC Community Benefits Policy Resolution No. 11-0008, dated January 11, 2011 2. SFPUC Environmental Justice Policy Resolution No. 09-0170, dated October 13, 2009 3. Examples of Community Benefits Commitments from Professional Services Consultants For additional materials, please view our website: www.sfwater.org/communitybenefits 1. COMMUNITY BENEFITS POLICY (SFPUC Commission Resolution No.11-0008, dated January 11, 2011) The affirms and commits to the goal of developing an inclusive and comprehensive community benefits program to better serve and foster partnership with communities in all SFPUC service areas and to ensure that public benefits are shared across all communities. The SFPUC acknowledges its responsibility to develop a community benefits program that is intentional in its participation and support programs and projects that are designed to benefit the community, is centrally coordinated within the SFPUC, applies to all of SFPUC's operations and its activities in all SFPUC service areas, and which is sustainable, transparent, measurable, and accessible by stakeholders and SFPUC staff. The SFPUC defines community benefits as those positive effects on a community that result from the SFPUC's operation and improvement of its water, wastewater and power services. The SFPUC seeks to be a good neighbor to all whose lives or neighborhoods are directly affected by its activities. The SFPUC has adopted a "triple bottom line" analysis to guide its decisions, balancing the SFPUC's economic, environmental and social equity goals, to promote sustainability and community benefits. The SFPUC will devote sufficient resources and authority to SFPUC staff to achieve outcomes including: 1. Stakeholder and community involvement in the design, implementation and evaluation of SFPUC programs and policies; 2. Workforce development, including coordination of internal and external workforce programs and strategic recruitment, training, placement, and succession planning for current and future SFPUC staff to ensure a skilled and diverse workforce; 3. Environmental programs and policies which preserve and expand clean, renewable water and energy resources, decrease pollution, reduce environmental impacts, and reward proposals for innovative and creative new environmental programs; 4. Economic development resulting from collaborative partnerships which promote contracting with local companies, hiring local workers, and providing efficient, renewable energy at reduced costs; 5. Support for arts and culture related to the SFPUC's mission, goals and activities; 6. Educational programs; 7. Use of land in a way that maximizes health, environmental sustainability and innovative ideas; 8. Diversity and inclusion programs and initiatives; Appendix B B-1 03/23/15

9. In-kind contributions and volunteerism; and 10. Improvement in community health through SFPUC activities, services and contributions. In application of this policy to SFPUC's operations, projects and activities, SFPUC staff shall: Develop processes to effectively engage stakeholders and communities in all SFPUC service areas. Develop and update a budget and staffing plan to implement and sustain the Community Benefits Program. Develop an implementation strategy to review, analyze and coordinate community benefits initiatives and integrate these initiatives into an agency-wide Community Benefits Program. Implement the Environmental Justice Policy that the SFPUC adopted on October 13, 2009. Develop and implement guidelines, metrics, and evaluation methodologies for existing and future community benefits initiatives. Develop diverse and culturally competent communication strategies to ensure that stakeholders can participate in decisions and actions that may impact their communities. Develop performance measures to evaluate the Community Benefits Program and report the results. Develop new and continue to implement existing initiatives to avoid or eliminate disproportionate impacts of SFPUC decisions and activities in all service areas. 2. ENVIRONMENTAL JUSTICE POLICY (SFPUC Commission Resolution No.09-0170, dated October 13, 2009) The affirms and commits to the goals of environmental justice to prevent, mitigate, and lessen disproportionate environmental impacts of its activities on communities in all SFPUC service areas and to insure that public benefits are shared across all communities. The SFPUC defines environmental justice as the fair treatment of people of all races, cultures, and incomes and believes that no group of people should bear a disproportionate share of negative environmental consequences resulting from the operations, programs, and/or policies of the SFPUC. The SFPUC acknowledges that enforcement of environmental laws, rules, regulations, and best practices that apply to its resource supply, operations and delivery of water, wastewater, and power services is core to the fair treatment of the people we serve and the stewardship of our lands. The SFPUC believes that everyone has the right to a job and reaffirms its commitment as an equal opportunity provider. In application of this policy to SFPUC projects and activities, SFPUC staff shall: Develop and implement training in SFPUC environmental justice issues in conjunction with staff orientation and continuing education efforts. Recognize community need for employment through continuation and expansion of workforce development strategies, including green job opportunities in community historically disproportionately burdened by pollution. Identify new and continue to implement existing initiatives to avoid or eliminate disproportionate impacts of SFPUC decisions and activities in all service areas. Appendix B B-2 03/23/15

Develop diverse and culturally appropriate communication strategies to ensure that stakeholders can participate in decisions and actions that may impact their communities. Work with stakeholders, including the SFPUC s Citizens Advisory Committee (CAC) and CAC Environmental Justice Subcommittee, to: a. Develop a concise checklist of environmental justice guidelines or best practices that may be useful in assessing how SFPUC actions are improving or can improve specific proposed SFPUC projects, in addition to the enforcement of applicable environmental laws, rules, regulations and the above standards. b. Identify SFPUC projects that best demonstrate the implementation of this policy and useful best practices. c. Identify SFPUC projects that may have additional environmental impacts on communities already affected by disproportionate environmental impacts and work to minimize those impacts. d. Continue to identify and partner with organizations in order to prioritize, establish and fund appropriate activities to improve environmental justice performance in communities already affected by disproportionate environmental impacts of SFPUC activities. 3. EXAMPLES OF COMMUNITY BENEFITS COMMITMENTS FROM PROFESSIONAL SERVICES CONSULTANTS The following list provides examples of Community Benefits programs and initiatives that have been committed by private firms awarded professional services contracts by the SFPUC. Please note that this list is for illustrative purposes only, and is not meant to be prescriptive. Proposers are welcome to include programs and initiatives that do not mirror any of the examples below. Workforce Development The SFPUC understands the importance of building a strong, diverse, and skilled 21 st Century workforce to ensure the region s economic stability and prosperity, particularly for mission-critical jobs related to the SFPUC core functions. Good workforce investment strategies result in reduced costs to recruit and retain a skilled workforce. As part of a holistic approach, successful workforce development strategies that include on-the-job training, internships, and employment opportunities, also take into account participants barriers to employment and the overall needs of the region. Examples Educating and training local residents to a career in operations and maintenance of a state-ofthe-art wastewater collection and treatment systems, as technicians, engineers, plant operators, and/or stationary engineers. Support for programs that provide robust career exploration and summer internship opportunities for local high school seniors and/or college students, exposing them to careers in civil and environmental engineering, architecture, and project management. In partnership with a community based program, fund and hire interns from the impacted neighborhoods to work at the firm so that they can gain exposure, as well as important job skills. Support programs in partnership with local workforce and youth development agencies to develop training curricula for entry-level jobs and providing job placement assistance. Support programs that provide training for construction and end-use jobs that include a case management component to address social and economic challenges faced by low-income, low-skilled workers. Appendix B B-3 03/23/15

Provide in-kind support to a local nonprofit (laptops, software) so they can improve the technology skills of low-income, low-skilled workers involved in their programs. Economic Development The SFPUC is committed to economic development resulting in collaborative partnerships, which promote contracting with local companies, small businesses, and hiring local workers. Investments in economic development initiatives will help to ensure that the workers and businesses that make up the local communities where the SFPUC operates and provides services are strong, diverse, and vibrant. Examples Support programs and organizations that develop local contractors and professional service firms that can participate in the Sewer System Improvement Program and other city projects over time. Support programs that increase LBE participation in the project. Support for the SFPUC Contractor Assistance Center located in the Bayview Hunters Point community by offering classes for local business enterprises (LBEs) under incubation. Support programs that increase local vendor sourcing from Bayview Hunters Point. Environment Programs/Environmental Justice The SFPUC defines environmental justice as the fair treatment of people of all races, cultures, and incomes and believes that no group of people should bear a disproportionate share of negative environmental consequences resulting from the operations, programs, and/or policies of the SFPUC (See SFPUC Environmental Justice Policy.) The SFPUC seeks to prevent, mitigate, and lessen the disproportionate environmental impacts of its activities on communities in all our service areas. Successful proposals invest in environmental programs that address environmental justice concerns. In this project, the environmental programs ought to reflect the cultural and historical context of the area and demonstrate positive improvements to the Bayview Hunters Point neighborhood. Examples Support programs that promote healthy, livable, sustainable communities, and give local residents safe places (such as community gardens, playgrounds, parks, and public open spaces) to exercise, play, and congregate. Support programs and initiatives that evidence a responsibility to the care, preservation, and/or restoration of natural resources and promotion of biodiversity (such as tree planting, clean-up of creeks, streams, shoreline, habitat restoration and/or open space) in the area impacted by this project. Support for community projects that integrate the built environment with natural systems through green building, low-impact design projects, living-roofs, urban agriculture, or adopting environmental practices that are environmentally sustainable and socially responsible, as well as profitable. Innovative green-job programs that promote environmental stewardship while integrating economic/workforce development and educational components, such as urban agriculture certificate programs, water-efficient landscape design programs or solar power installation and maintenance certificate programs. Development of an environmental justice compliance checklist for your firm. Education The SFPUC is focused on ensuring that students are building the foundation to become ecoliterate citizens, and ultimately the guardians and stewards of the SFPUC water, power, and sewer systems. Appendix B B-4 03/23/15

Investments in educational activities and initiatives can involve partnerships with local nonprofits, specific schools, and/or the school district. Examples Programs that support the advancement of engineering and science education in disadvantaged communities impacted by wastewater infrastructure, such as funding the development of ecoliteracy curricula and training for K-12 students located in local public schools. Programs that adopt a local school and provide support and resources in the impacted neighborhoods. Programs that bring the Proposer s professional staff into the community to effectively engage and promote a culture of science and engineering merged with civic engagement, such as serving as mentors to students, tutoring, or making presentations in classrooms. Support for scholarship awards to learning experiences for youth. Support for programs that provide long-term investment in education. Appendix B B-5 03/23/15

APPENDIX C: DOING BUSINESS WITH THE CITY AND COUNTY OF SAN FRANCISCO FORMS AND OTHER REQUIREMENTS A. Mandatory Forms: to qualify to do business with the City http://sfgsa.org/index.aspx?page=376 B. Vendor Profile Application: establishes basic vendor information http://www.sfgsa.org/modules/showdocument.aspx?documentid=11024 C. IRS Form W-9: establishes federal and state tax status http://sfgsa.org/modules/showdocument.aspx?documentid=778 D. Business Tax Declaration: establishes San Francisco business tax status At the time the Contract is executed, the Qualified Candidate in question must have a current and valid San Francisco Businesses Tax Certificate. This certificate can be obtained by properly submitting to the SFPUC s Tax Collector a completed Business Tax Registration Declaration and paying the registration fee. The registration fee is $25, $150, $250 or $500, depending on the type and size of your business. The current forms of such declaration can be found at the following website links: http://sfgsa.org/modules/showdocument.aspx?documentid=7833 Business Tax Registration Declaration E. San Francisco Administrative Code Chapter 12B, the Equal Benefits Ordinance At the time the Contract is executed, the Qualified Design Builder in question must be compliant with San Francisco Administrative Code Chapter 12B, the Equal Benefits Ordinance. In order to become compliant with the Equal Benefits Ordinance, Candidates must submit to the San Francisco Contract Monitoring Division ( CMD ) a form titled S.F. ADMINISTRATIVE CODE CHAPTERS 12B & 12C DECLARATION: NONDISCRIMINATION IN CONTRACTS AND BENEFITS (CMD-12B-101). Other forms may be required, and supporting documentation is required. CMD staff will review all forms and documentation and will work with the Candidate to achieve compliance. For more information, please visit the CMD website at: http://sfgsa.org/index.aspx?page=6058 F. San Francisco Administrative Code Chapter 14B, the Local Business Enterprise (LBE) Ordinance At the time the Contract is executed, the Qualified Design Builder in question must be compliant with San Francisco Administrative Code Chapter 14B, the Local Business Enterprise ( LBE ) and Non-Discrimination in Contracting Ordinance. In order to become compliant with the LBE and Non-Discrimination in Contracting Ordinance, Candidates must submit to CMD a form titled S.F. ADMINISTRATIVE CODE CHAPTERS 14B. Other forms may be required, and supporting documentation is required. CMD and the SFPUC will establish the project-wide Local Business Enterprise (LBE) subcontracting requirement during the RFP DB-126 phase. CMD staff will review all forms and documentation and will work with the Candidate to achieve compliance. DB-126 Appendix C C-1 03/23/15

For more information, please visit the CMD website at: http://sfgsa.org/index.aspx?page=6058 G. Minimum Compensation Ordinance Declaration http://sfgsa.org/modules/showdocument.aspx?documentid=7831 For more information, please visit: http://sfgsa.org/index.aspx?page=403 H. Health Care Accountability Ordinance Declaration http://sfgsa.org/modules/showdocument.aspx?documentid=7830 For more information, please visit: http://sfgsa.org/index.aspx?page=407 I. Insurance Fulfillment of the City s insurance requirements is not required as part of your application. However, fulfillment prior to contract award is required. The forthcoming RFP DB-126 will list the specific insurance requirements. DB-126 Appendix C C-2 03/23/15