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Final Version <br />LANDFILL GAS AGREEMENT <br />This Landfill Gas Agreement ("Agreement") is made and entered into on this 16th day <br />of July , 2019 ("Effective Date"), by and between Indian River Eco District, LLC <br />("Company"), a Texas limited liability company, and Indian River County Solid Waste Disposal <br />District ("District"), a special dependent district of Indian River County, Florida. <br />WHEREAS, Company desires to purchase the Landfill Gas ("LFG") collected by the <br />District's LFG Assets for the purpose of producing electricity and/or Renewable Natural Gas <br />(RNG); and <br />WHEREAS, the District has determined that selling LFG to Company pursuant to this <br />Agreement benefits the health, safety, and welfare of the citizens of Indian River County and, <br />further, this Agreement serves important and proper public purposes. <br />NOW, THEREFORE, in consideration of the foregoing premises and the mutual <br />obligations, benefits and covenants contained herein, and for other good and valuable <br />consideration, the receipt and sufficiency of which are hereby acknowledged, the District and <br />Company agree that they shall be bound by and shall comply with the following provisions of this <br />Agreement: <br />ARTICLE 1 - DEFINITIONS <br />1.1 When the following words and phrases are used in this Agreement, they shall be <br />defined and construed as follows: <br />Acceptable Landfill Gas (LFG) — means Landfill Gas wherein the sulfur content of the <br />LFG is in accordance with ASTM -D5504 is equal to or less than a quarterly average of 2,000 <br />ppmv and that the minimum methane content is greater than or equal to an average of 40% by <br />volume, as determined each day. <br />BTU — means a British Thermal Unit, which is the amount of heat required to raise the <br />temperature of one avoirdupois pound of pure water from 58.5 degrees Fahrenheit to 59.5 degrees <br />Fahrenheit at standard temperature and standard pressure. <br />Business Day — means every day other than a Saturday, Sunday or a day on which banks <br />are required or authorized by law or executive order to close in the State of Florida. <br />Change in Law — means the enactment, adoption, promulgation, modification or repeal of <br />any laws, codes, ordinances, statutes, rules, regulations, orders, decrees after the Effective Date. <br />Company Credits — means the value of any Environmental Attributes that the Company <br />earns as a result of its usage or destruction of LFG delivered to the Company. <br />1 <br />