2021-078A - Laserfiche WebLink

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AMENDMENT NO.2 TO LANDFILL GAS AGREEMENT This Amendment No. 2 ("Amendment") to that certain Landfill Gas Agreement (the "Agreement") dated as of July 16, 2019 by and between the Indian River County Solid Waste Disposal District, a dependent special district of Indian River County, Florida (the "District") and the Indian River Eco District, LLC, a Texas limited liability company (the "Company") (each a "Party" and collectively the "Parties" is made and entered into as of May 18, 2021 ("Effective Date"). WHEREAS, the Parties entered into the Agreement pursuant to which the District would sell and deliver, and Company would purchase and accept, landfill gas from the District, which Agreement was amended by the Parties as of July 1, 2020; and WHEREAS, the Parties acknowledge that the overall success of this Agreement is contingent upon both Parties working together to ensure that the target goals for the quantity and quality of landfill gas are optimized, to the financial benefit of the District and the Company; and WHEREAS, due to unforeseeable delays in conjunction with COVID-19, the Company's intent to switch from power generation to renewable natural gas, and based on discussions between the Parties, the Parties desire to amend the agreement as set forth herein. NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: Each capitalized term used, but not defined, in this Amendment shall have the meaning given it in the Agreement. ARTICLE 1 - DEFINITIONS Section 1.1 of the Agreement is amended to include and/or replace the following definitions: Acceptable Landfill Gas or "Acceptable LFG" — means Landfill Gas meeting the specifications set forth on Schedule 1 hereto. Annual LFG Quantity - means the total quantity of Acceptable LFG, measured in SCFM, delivered by the District to the Delivery Point over a given calendar year. Commercial and Environmental Improvements - means capital improvements to the District LFG Assets that are intended to increase the quantity and quality of the Acceptable LFG. Gathering Facilities — any capital improvements and equipment added by the Company to the District LFG Assets at the Delivery Point to transport reliable Acceptable LPG to the Facility for Company's benfeficial use. Facility Capacity — means the amount of Acceptable LFG that the Company is able to accept at the Delivery Point. Effective Date — means the date on which the last of the Parties has executed this Amendment. Environmental Attributes — means any and all credits, benefits, emissions .reductions, offsets, and allowances, howsoever entitled, attributable to the production, delivery and destruction of LFG during the Term. Environmental Attributes include but are not limited to: (1) any avoided emissions of pollutants to the air, soil or water such as sulfur oxides Landfill Gas Agreement, Amendment No. 2.