3.5. SR 04-12-2010 - Laserfiche WebLink

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WASTE DELIVERY AGREEMENT (For Anoka and Sherburne Counties) This WASTE DELIVERY AGREEMENT ("Agreement"), made this _ day of 2010, by and between GREAT RIVER ENERGY, a Minnesota cooperative corporation with principal offices at 12300 Elm Creek Boulevard, Maple Grove, MN 55369 ("GRE"), and , a [corporation/limited liability company], with principal offices located at (address] (the "Hauler"). WHEREAS, GRE has entered into an asset purchase agreement for the purchase of the municipal solid waste processing facility located at 10700 165' St. NW in Elk River, Minnesota (the "Facility") from Resource Recovery Technologies, LLC ("RRT"), and anticipates that the closing of the purchase transaction will take place by May 1, 2010; and WHEREAS, the Hauler is engaged in the recycling and refuse hauling business in one or both of the counties of Anoka and Sherburne (each a "County" and together the "Counties"); and WHEREAS, the Hauler and RRT are parties to a waste delivery agreement (the "Interim Waste Delivery Agreement") dated , 2009, under which the Hauler delivers municipal solid waste to the Facility and which will be terminated effective as of the closing of the purchase of the Facility by GRE; and WHEREAS, as a condition of the closing of the sale of the Facility, and to provide for a seamless transition of the ownership and operation of the Facility from RRT to GRE, GRE is requiring the execution of waste delivery agreements with the Hauler and with the Other County Haulers to provide for the continued delivery of municipal solid waste to the Facility after GRE assumes ownership and operational responsibility for the Facility; and WHEREAS, this Waste Delivery Agreement between GRE and the Hauler is intended to (1) be contingent upon the closing of the purchase of the Facility by GRE, (2) be contingent upon execution of substantially similar waste delivery agreements with the Other County Haulers, and (3) replace the Interim Waste Delivery Agreement between the Hauler and RRT effective as of the calendar day following the date of the closing of the purchase of the Facility by GRE (the "Effective Date"), and WHEREAS, the Hauler will continue to delivery Acceptable Waste to the Facility under the terms and conditions of the Interim Waste Delivery Agreement until the Effective Date, and as of the Effective Date, the Hauler will deliver Acceptable Waste to the Facility under the terms and conditions of this Waste Delivery Agreement between the Hauler and GRE. NOW, THEREFORE, in consideration of the mutual covenants and promises hereinafter set forth, the receipt and sufficiency of which is hereby mutually acknowledged, the parties agree as follows: I. DEFINITIONS The following definitions apply to this Agreement: -1-