WASTE SUPPLY AGREEMENT

This Waste Supply Agreement ( “Agreement”) is made and entered into this ____ day of [MONTH], [YEAR] (“Effective Date”), by and between [COMPANY],a [STATE] limited liability company (“HPO”) and , a [STATE] [public entity] (“[COMPANY]”). HPO and [COMPANY] may be referred to herein individually each as a “Party” and collectively as the “Parties.”

RECITALS

HPO desires to build and operate a facility to convert organic waste into electrical energy and fertilizer using a wet fermentation process (“HPO Facility”) to be located adjacent to [COMPANY]’s wastewater treatment plant (“WWTP”) located at or near [ADDRESS] in [ADDRESS]

[COMPANY] has certain composting facilities that currently process, for treatment and disposal, significant quantities of organic waste, that for purposes of this Agreement are collected from four (4) organic waste streams: (1) thickened waste activated sludge from the WWTP; (2) food waste from customer source-separated restaurants; (3) fats, oils and grease from grease traps and pumping station wet wells; and (4) [ANIMAL] waste and bedding material collected from [ANIMAL] husbandry;

The annual volume of [COMPANY] Biosolids generated by the Waste Generation Facilities in the course of their respective operations is estimated to be no less than sixteen million five hundred thousand (16,500,000) gallons and no greater than twenty-nine million two hundred thousand gallons (29,200,000) at four (4) percent (4%) Total Solids. [COMPANY] agrees to provide the [COMPANY] Biosolids for the entire Term;

The current annual volume of [COMPANY] Non-Biosolids Organic Waste components is estimated to be [VOLUME] tons of Food Waste as collected, [VOLUME] tons of FOG as collected, and [VOLUME] tons of Animal Waste as collected. [COMPANY] will provide the [COMPANY] Organic Waste for the entire Term;

[COMPANY] collects and manages the [COMPANY] Organic Waste in accordance with applicable state and federal environmental regulations and permits;

HPO shall accept and treat any and all [COMPANY] Organic Waste subject to maximum quantities set forth herein which HPO may use to generate renewable electric energy and other products, including certain organic soil enhancements and fertilizers, from the decomposition and fermentation of the [COMPANY] Organic Waste from the [COMPANY] Waste Generation Facilities, to the extent certain composition specifications are met;

HPO’s treatment process shall be in compliance with the odor requirements set forth herein;

The Parties acknowledge HPO may from time to time accept and treat other Non-[COMPANY] Food Waste materials pursuant to the provisions of Section 5;