A-1997-025 - Waste Disposal Services

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(ii) utilize Excess Import Revenues to pay costs of the Disposal System; (iii) utilize Restricted Reserves described in clause (iii) of Section 4.5 to pay costs of the Disposal System, (iv) utilize Unrestricted Reserves to pay costs of the Disposal System, and (v) adjust the Contract Rate. In the event that implementation of the steps described above do not result in sufficient revenues to satisfactorily address the shortfall in tonnage, the County shall have the right to terminate the Agreement on 60 days written notice to the City. In addition, in the event that actual deliveries to the Disposal System exceed the Cumulative Tonnage Target as of the end of any Contract Year, the City acknowledges the County shall have the right to establish reserves intended to reflect the potential for lower than expected annual waste deliveries in subsequent years, and that any such reserves shall constitute "Restricted Reserves". (C) Imrwrted Acceptable Waste Shortfall. In the event that the actual amount of Imported Acceptable Waste delivered to the Disposal System at the end of any Contract Year is less than the Annual Imported Tonnage Target for such Contract Year for Imported Acceptable Waste, as specified in Appendix 2, the County shall utilize the following options, in the following order of priority, in order to (i) provide the net annual payment to the County described in Section 3.6(E) of at least $15,000,000 and (ii) generate sufficient revenues from the acceptance of Imported Acceptable Waste to continue to accept County Acceptable Waste for the then applicable Contract Rate: (i) reduce the costs of operating the Disposal System to the extent practicable; (ii) utilize Excess Import Revenues to pay costs of the Disposal System; and (iii) utilize Unrestricted Reserves to pay costs of the Disposal System. In the event that, after implementation of the options described above, the sufficient revenues from the acceptance of Imported Acceptable Waste are not available to both (i) provide the net annual payment to the County described in Section 3.6(E) of at least $15,000,000 and (it) generate sufficient revenues from the acceptance of Imported Acceptable Waste to continue to accept County Acceptable Waste for the then applicable Contract Rate, then the County may propose in writing to the Participating Cities an adjustment to the then applicable Contract Rate intended to achieve both requirements described above. The Participating Cities shall then have the right to either (i) accept the proposed adjustment to the Contract Rate or (ii) terminate the Agreement in writing. Any Participating City which does not terminate the Agreement within 45 days after receipt of notice of the proposed adjustment from the County shall be irrevocably deemed to have agreed to the proposed adjustment. In the event that a sufficient number of Participating Cities (as reasonably determined by the County in light of then current circumstances) do not agree in writing to the proposed adjustment to the Contract Rate within such 45 day period, then the County may terminate the Disposal Agreements. (D) Interim Use of Remedies. hi the event that, during any Contract Year, waste deliveries to the Disposal System are 25% or more below delivery projections for such Contract Year with the result that the County determines it is unlikely that the Cumulative Tonnage Target or Annual Imported Tonnage Target will be achieved as of the end of such Contract Year, the County may utilize the remedies described in Section 4.2(B) or 4.2(C), as applicable prior to the end of such Contract Year; provided, however, that if at the end of such Contract Year, the Cumulative Tonnage Target or Annual Imported Tonnage Target (as applicable) are actually met, the County shall reimburse any adjustments to the Contract Rate made pursuant to this Section to Participating Cities. Such reimbursement may be given as a credit or adjustment to the Contract Rate for future deliveries, rather than a lump sum payment. Execution Copy 20 (Revised Page)