information on msw disposal contracts

15
INFORMATION ON MSW DISPOSAL CONTRACTS PREPARED FOR DECEMBER 16, 2008 TOWN OF WALLINGFORD TOWN COUNCIL MEETING • Response to Questions Posed by Town Council, dated December 2008. MSW Disposal Contract Comparison, dated December 16, 2008 Tables (referenced in each of the above documents): )0- Table 1: Estimates or Projections of Tip Fees, dated 12/2/08 )0- Table 2: Estimate of PILOT Payments, dated 12/2/08 MSWDispContractCompCovSheet

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Question 1: How much of the reserves will be returned under each plan? Could a reserve be accumulated under the CRRA plan? What would happen to these reserves under the CRRA plan? Answer: Tip fees under the CRRA plan are shown in Table 1 and in Figure 1. The IISase Case" would be considered the most reasonable scenario based on the information that has been received from CRRA to date.

TRANSCRIPT

INFORMATION ON MSW DISPOSAL CONTRACTS PREPARED FOR DECEMBER 16 2008

TOWN OF WALLINGFORD TOWN COUNCIL MEETING

~77

bull Response to Questions Posed by Town Council dated December 2008

bull MSW Disposal Contract Comparison dated December 16 2008

bull Tables (referenced in each of the above documents)

)0shy Table 1 Estimates or Projections of Tip Fees dated 12208

)0shy Table 2 Estimate of PILOT Payments dated 12208

MSWDispContractCompCovSheet

Questions Posed by Wallingford Town Council December 2008

Question 1 How much of the reserves will be returned under each plan Could a reserve be accumulated under the CRRA plan What would happen to these reserves under the CRRA plan

Answer If we accept the Covanta plan upon the expiration of the current agreement the Towns will each receive its pro rate share of the reserves existing at that time

The CRRA plan requires approximately $8000000 in new reserves to be funded by the Towns upon contract signing in 2008 Under the CRRA proposal the new reserves would be returned to the towns upon approval of the CRRA Soard of Directors at the contract termination except for the Decommissioning Reserves which will continue and if necessary must continue to be funded by the towns

Question 2 What will be the tip fee for next 20 years under the Covanta plan under the worst case scenario excluding consideration of market reset Explain the market reset

Answer Tip fee projections for the next 20 years under the Covanta plan are shown in Table 1 The projections exclude consideration of market resets and are shown for escalations at 175 3 and 35 (worst case) According to the contract the tip fee shall be reset at the end of each five-year period The reset of the tip fee will be based on the Local Market Average (See Question 4 for more detailed explanation)

Question 3 What will be the tip fee under the CRRA plan under the reasonable scenario for as far into the future as can be estimated

Answer Tip fees under the CRRA plan are shown in Table 1 and in Figure 1 The IISase Case would be considered the most reasonable scenario based on the information that has been received from CRRA to date

Question 4 1tv11i1i defines the marKet for the purposes of market reset What are the current tip fees at facilities that define the market for the purposes of the market reset

Answer In the proposed Covanta contract the definition of Local Market Average means the average of six municipal solid waste disposal fees paid pursuant to disposal contracts similar in scope of services to the proposed Covanta contract The contracts must be between a municipality and the owneroperator of a mass-bum or refuse-derived fuel trash-to-energy facility located in Connecticut with a term of at least five years and entered into within twelve months prior to the date of determination (or 30 months prior if the Parties cannot identify six representative contracts within the twelve-month period) The Policy Board and Covanta each select half of the contracts and then come to agreement on the average If the parties cannot

identify at least six representative agreements and othervvise cannot agree on an average the matter is submitted for arbitration Current tip fees are as follows

Mid Conn $7200

Bristol $6550

Wallingford $6000

Preston $6000

(Lisbon) $7000

Bridgeport $6100 (effective January 12009)

Question 5 Please tabulate the PILOTS under each deal for next 20 years

Answer PILOT payments under both the Covanta and CRRA plans are shown in Table 2

Question 6 Is each prospective owner (CRRACovanta) obligated unconditionally to take all our acceptable waste Could there be a scenario under either plan where even for a brief period the facility could refuse the waste and we would have the expense and administrative responsibility for disposal

Answer Both proposed contracts require the facility to take delivery of all acceptable solid waste and either process it or direct it elsewhere for disposal (CRRA Section 201) Covanta Section 12) The requirement is not unconditional in either proposed contract The CRRA proposal gives CRRA the discretion to determine if the waste is a quantity quality or other nature as materially impair the operation or capacity of the Facility or materially impair the strength or the durability of the structures equipment or works of the Facility CCRRA

Section 202(b (c) Section 501

The Covanta proposal provides that Covanta may reject a delivery of acceptable solid waste as a result of a (1) breach in the agreement by the muniCipality (2) a delivery of waste which violates rules of law the agreement or haulers rules andor (3) an event of Force Majeure Covanta 12 (c))

With regard to a possible scenario in which the municipality would bear the responsibility of waste disposal the CRRA proposal passes on an costs to the Town Assuming that CRRA was still in operation CRRA would be obligated to find a site or facility for disposal of acceptable solid waste

Under the Covanta proposal an event of change in law andor Force Majeure can result in the municipality having to bear the responsibility of waste disposal Sections 71 (a) and (b) however do require Covanta to use commercially reasonable efforts to arrange for delivery of

rejected acceptable solid waste to an authorized location or facility The Town would pay the tip fee and additional cost

Question 7 What is a shortfall under each plan and what are the consequences of a shortfall under each plan

Answer Assuming that a shortfall means that a town fails to deliver its minimum guaranteed tonnage to the facility the CRRA proposal requires that towns deliver the average number of tons of acceptable solid waste delivered to the facility during each of the two most recent 12 month periods but at the same time are obligated to deliver all acceptable solid waste to the facility Section 301 (a)) In a year during which the tip fee payments are insufficient to pay operating costs the CRRA proposal provides that all municipalities pay their proportionate share of the shortfall amount regardless of which municipalities failed to deliver their guaranteed tonnage (Section 301 (e))

The Covanta proposal requires that towns deliver an Annual Minimum Commitment (Wallingford at 18999 tons) but contractually obligate themselves to use reasonable efforts to see that all acceptable solid waste is delivered to the facility (Appendix A) The Towns annual minimum commitment will change following the first contract year the commitment is recalculated to reflect any increase or decrease in the towns share of the total municipal minimum commitment of 66825 tons If a town fails to deliver its annual minimum commitment the Town will be obligated to pay the tip fee for tons not delivered if the total tonnage required by all of the towns has not been delivered (Sec 31 (b) and definition Municipalitys Shortfall Obligation)

Question 8 Under the Covanta plan how would we be able to verify the tonnage each year so as to allow us to verify the PILOT

Answer Under the Covanta Host Municipality Fee Agieement Covanta will cause documents relating to the calculation of the Wallingford Municipality Fee available to a representative of Wallingford for inspection upon reasonable notice and during normal business hours

Question 9 Explain a thorough breakdown of equity possibilities after contract duration from each Covanta and CRRA and a breakdown of options concerning all parties involved at the end of the new contract agreement including Participating Towns Plant Owner Land Owner Host Community and any other possible involved entity

Answer CRRA Proposal CRRA will own the facility and land during the proposed agreement Upon termination of the agreement CRRA will continue to own the property The Towns will have no equityownership interest The Towns will have no option to purchase the facility and site

Covanta Proposal At the end of twenty-year term the remaining original towns shall have the right to purchase the facility and land at fair market value

The Host Fee Agreement lasts as long as the waste disposal agreement is in effect (10 years with two options to renew for five years each) At the end of the term the Host Fee Agreement ends

MSW DISPOSAL CONTRACT COMPARISON December 16 2008

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 12 WASTE DELIVERY Town shall make reasonable effort to cause all acceptable waste generated to be delivered to plant

Town shall ensure Annual Minimum Commitment is delivered to plant 2010 commitment is 18900 tons and thereafter adjusted based upon rolling average

Contract requires no immediate action to address MSW delivery to the facility but Town may need to address flow control in the future

Covanta may accept waste from sources other than participating municipalities but Covanta cant reject wastE from Town

T own shall deliver or cause to be delivered all acceptable waste generated to be delivered to plant (See Section 201)

Annual tonnage commitment used to determine shortfall payment (See Section 301 (e)

Town required to pass flow control ordinance directing all MSW to facility (See Section 201)

CRRA may accept waste from sources other than participating municipalities but CRRA cant reject waste from Town

ARTICLE 13 TERM Initial 1 O-year term with two (2) 5-year 20-year term (See Section 601) renewal options at same terms as initial term

1

COVANTA MSW DISPOSAL AGREEMENT1202108 COVANTA CRRA

ARTICLE 14 PURCHASE OPT(ON Private ownership by Covanta with an option for municipal purchase by one or more Original Participating Towns at Fair Market Value in year 20 Agreement details appraisal process

Public ownership by CRRA but no municipal ownership option (See Section 204)

ARTICLE 15 OTHER OBLIGATIONS Covanta operates scalehouse and invoice CRRA responsible for operation and OF COVANTA haulersmunicipalities maintenance of facility and ash disposal

Residue (ash) disposal by Covanta

Covanta responsible for repair maintenance and improvement of Facility

Covanta will not expand processing Policy Board approval needed for certain throughput without prior consent of Town Project additions (See Section SOB) of Wallingford

Covanta responsible for payment of Host Municipal Fee each year

If electric market rate exceeds benchmark All electric revenues are applied to project rate Towns receive pro rata share of expenses (See Section 301) 20 of difference between market and benchmark rates

2

COVANTA MSW DISPOSAL AGREEMENT 12102108 COVANTA CRRA

ARTICLE 16 POLICY BOARD Covanta will contribute to operating expense of Policy Board First-year funding will be $56000 (funding for Project Coordinator) then escalate according to agreed upon CPI

Covanta will meet quarterly with Policy

Operating expenses of Policy Board nreferenced in Agreement (Project coordinator position not mentioned in forma)

CRRA will meet periodically with Policy

ot

pro

Board Policy Board has a consultation Board Policy Board has a consultation role role (See Section 205)

-

ARTICLE 2 SOLID WASTE DELIVERY PROCEDURES amp AUTHORIZED HAULERS

ARTICLES 21 AND 22 DELIVERY PROCEDURES AND VEHICLE IDENTIFICATION

ARTICLE 23 AUTHORIZED HAULERS

Haulers regulations and procedures similar to status quo with exception of fine schedule

Municipality establishes list of Authorized Haulers Covanta to invoice Authorized Hauler(s) for Towns but Towns guarantee payment

Haulers regulations and procedures similar to status quo (See Exhibit A)

Haulers obtain permits from CRRA then from towns Towns guarantee payment

3

ftmiddotOVANTA MSW DISPOSAL LAGREEMENT 120208 COVANTA CRRA

ARTICLE 3 DISPOSAL FEES

ARTICLE 31 TIP FEE AND ANNUAL MINIMUM COMMITMENT

$65ton tip fee for Year 1 (2010) Tip fee changes based on CPI (Northeast Urban Less Energy) with floor (175) and ceiling (35) See Table 1 of accompanying document for projections

No other municipality will be offered a similar contract of 5 years or more with a lower tip fee by Covanta without extending the same to participating municipalities (most favored nation status)

Every 5 years tip fee subject to local market reset (both higher or lower) Look at up to 6 contracts of similar scope entered into within past 12 months Towns pick 3 and Covanta picks 3 contracts If parties cant agree issue goes to arbitration

Year 2010 18900 tons

Range from $6398-$11077 estimated tip fee for Year 1 (2010) however base case estimated at $6745 (See pro forma)

raquo Tip fee estimates for Year 1 based on Fair Market Value assumption of $235 million

raquo If required reserves are considered tip fee in 2010 would be approximately $7200

Yearly tip fee determined by net cost of operations (See Table 1 of accompanying document for projections)

Year 2010 estimate 43200 tons (See Exhibit E)

4

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA ARTICLE 31 TIP FEE AN D ANNUAL MINIMUM COMMITMENT (CONTINUED)

ARTICE 32 SURCHARGE FOR CHANGE-IN-LAW AND FORCE MAJEURE COSTS

Committed tonnage is adjusted annually by a formula that uses rolling averages (This will account for increased recycling that a town may achieve)

Shortfall payment required if all Towns combined do not hit five-town aggregate minimum of 66825 tons payment by Town responsible for shortfall

Covanta provides for disposal even in event of Force Majeure if commercially reasonable

Towns have the risk of paying for change-inshylaw andor Force Majeure costs

Covanta pays for initial $30000 in costs of new surcharge in each year

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax except for net income and profit taxes

Force Majeure includes occurrences beyond reasonable control acts of God a Court Order blocked access change-in-Iaw and takings

Committed tonnage is adjusted annually by a formula that uses a two-year rolling averages

Shortfall payment required when cost of operation exceeds revenue each Town invoiced for its pro rata share of total shortfall (See Section 301 (e))

Towns have the risk of paying for change-in-Iaw andor Force Majeure costs

All change-in-Iaw costs are charged to the project

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax amount (See Definitions)

5

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 33 RECORDS amp INSPECTION RIGHTS

ARTICLE 43 PRESEGREGATION amp RECYCLING

Covanta shall keep proper books and records

Covanta shall allow representative(s) of the Municipality to inspect books and records and facility upon reasonable notice

Provides for expansion of Towns recycling programs

Changes in recycling law not a change-in-Iaw event

CRRA shall keep proper books and records (See Section 401)

Subject to provisions of any Operating contract CRRA agrees to permit a representative of the Municipality to inspect during normal business hours

Definition of recyclable materials may be amended (See Definitions)

ARTICLE 54 OBLIGATION OF Town pledges full faith and credit for Town pledges full faith and credit for all THE MUNICIPALITY TO MAKE payment of all amounts pursuant to terms of amounts pursuant to terms of the PAYMENTS the agreement agreement (See Section 305)

ARTICLE 6 GOVERNMENT Routes specified in Hauler Regulations Routes specified in Hauler Regulations REGULATION

Covanta to issue citations and fines CRRA will assist Towns with enforcement of truck routes

6shy

COVANTA MSW DISPOSAL A9REEMENT 120208

ARTICLE 7 EVENTS OF FORCIS MAJEURE amp CHANGE-IN-LAW

-

ARTICLE 8 DEFAULT amp REMEDIES

OTHER

COVANTA

Covanta to make commercially reasonable efforts to provide location or facility to accept waste in the event of Force Majeure Towns will pay tip fee and additional costs

Adjustment to minimum commitment if Covanta is unable to accept waste

Contract provides for time to cure

If Covanta fails to accept waste Town has right to_go to court directly

CRRA

CRRA must dispose of waste and Towns pay the cost (See Section 201)

CRRA provides time to cure (See Section 603)

Equitable relief no right against CRRA for damages

HOST COMMUNITY BENEFITS Host benefit based on $11ton for all Host benefit based on property tax that Accepted solid waste includes personal and facility would pay escalated at real property taxes owed to Wallingford 3year

RESERVES No reserves required by contract Initial project reserves (estimated at $8000000) to be funded with current project reserves on a pro rata basis among towns (See Section 307)

7

Table 1 Estimatl~s or Projections of Tip Fees ($ton) at Wallingford Facility under Different Scenarios

Covanta CRRA CRRA Public

Purchase Base CRRA Public Purchase 175 escalation 3 escalation 350 escalation Case Range

2010 $6500 $6500 $6500 $6745 639B yen 11077tt 2011 $6614 $6695 $6728 $7109 $6752 $11735 2012 $6746 $6896 $6937 $7302 $600B $12070 2013 $6881 $7103 $7154 $7510 $6177 $12413 2014 $7019 $7316 $7377 $7797 $6423 $12B1B 2015 $7159 $7535 $7607 $8031 $6616 $13203 2016 $7302 $7761 $7845 $8272 $6814 $13599 2017 $7448 $7994 $8089 $8520 $7019 $14007 2018 $7597 $8234 $8342 $8776 $7229 $14427 2019 $7749 $8481 $8602 $9039 $7446 $14860 2020 $7904 $8735 $8870 $9310 $7669 $15305 2021 $8062 $8998 $9147 $9589 $7899 $15765 2022 $8223 $9267 $9432 $9877 $8136 $16237 2023 $8388 $9545 $9727 $10173 $8381 $16725 2024 $8556 $9832 $10030 $10479 $8632 $17226 2025 $8727 $10127 $10343 $10793 $8891 $17743 2026 $8901 $10431 $10666 $11117 $9158 $18275 2027 $9079 $10744 $10999 $11450 $9432 $18824 2028 $9261 $11066 $11342 $11794 $9715 $19388 2029 $9446 $11398 $11696 $12147 $10007 $19970

Based on Municipal Solid Waste Disposal Agreement Highlighted figures calculated by CRRA and shown in proforma dated 112608 non-highlighted figures calculated by TOW staff at an escalation

of 3 annually See Figure 1 for projected CRRA tip fees Covanta contract calls for Northeast Urban CPI less energy with floor of 175 and ceiling of 35 Based on proforma provided by CRRA on 81208

purchase price of $235 million NOTE Covanta escalations do not include any market resets or energy sharing revenues yenLow range assumes development and

opening of Franklin Ash Landfill in 2013

tt High range assumes contract with Traditional Operator (Covanta) to operate facility and escalation rate of app 30

Prepared on 1212108

Figure 1 From CRRA proforma dated 81208

$200

$190

$1BO

$170

$160

~ $150 c ~ $140

~ $130 W (]) $120 ll

ggt $110

Q $100 0shy

j $90

$80

$70

$60

$50

$40

1 _ _--~CA I Bae Ca

Connecticut Resources Recovery Authority Wallingford Resource Recovery Facility

Projected Tipping Fees

-- I Scenario 3

t J

lI

Secnau 1

~-

~ __ ~ --- Seenado5~~=--==-_-------=c---------------- ~_ ---_ ___ ~~ --rI 5cenado2e~ - _____ -_ __ _ ~ ___- --~ I

_-----------OI---~----ltc-------m=- i- Seenado 4

I

N N g g ~ ltgt

-+- Base Case

N N N N I()

~ g Cgt g g g w ltJ1 -J co

--it- Scenario 1 --Is- Scenario 2

N N N g 0 0 0 N NN

~ltD 0 N

Year

-0- Scenario 3

------ N N N 0 C) 0 N N NW U1

-11--- Scenario 4

N 0 N (J)

Scenario 1 = low electric revenue Scenario 2 =effects of recycling and population increase

Scenario 3 =Traditional Operator of Facility Scenario 4 Franklin IF in 2013 and

Scenario 5 = CRRA personnel cap does not apply

N N Cgt CJ CJN N N -J CXl (0

---It- Scenario 5

CRRA PILOT based on Year market value of $235 million 2010 $1266247 2011 $1114494 2012 $962741 2013 $810988 2014 $764235 2015 $787162 2016 $810777 2017 $835100 2018 $860153 2019 $885957 2020 $912536 2021 $939912 2022 $968110 2023 $997153 2024 $1027067 2025 $1057879 2026 $1089616 2027 $1122304 2028 $1155973 2029 $1190653

TOTAL $19559057

Table 2 Estimate of PILOT Payments

Covanta PILOT (estimate) $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000

$32000000

Covanta PILOT estimate based on fee of $1100ton and approximately 146000 tons waste accepted annually

Prepared on 1212108

Questions Posed by Wallingford Town Council December 2008

Question 1 How much of the reserves will be returned under each plan Could a reserve be accumulated under the CRRA plan What would happen to these reserves under the CRRA plan

Answer If we accept the Covanta plan upon the expiration of the current agreement the Towns will each receive its pro rate share of the reserves existing at that time

The CRRA plan requires approximately $8000000 in new reserves to be funded by the Towns upon contract signing in 2008 Under the CRRA proposal the new reserves would be returned to the towns upon approval of the CRRA Soard of Directors at the contract termination except for the Decommissioning Reserves which will continue and if necessary must continue to be funded by the towns

Question 2 What will be the tip fee for next 20 years under the Covanta plan under the worst case scenario excluding consideration of market reset Explain the market reset

Answer Tip fee projections for the next 20 years under the Covanta plan are shown in Table 1 The projections exclude consideration of market resets and are shown for escalations at 175 3 and 35 (worst case) According to the contract the tip fee shall be reset at the end of each five-year period The reset of the tip fee will be based on the Local Market Average (See Question 4 for more detailed explanation)

Question 3 What will be the tip fee under the CRRA plan under the reasonable scenario for as far into the future as can be estimated

Answer Tip fees under the CRRA plan are shown in Table 1 and in Figure 1 The IISase Case would be considered the most reasonable scenario based on the information that has been received from CRRA to date

Question 4 1tv11i1i defines the marKet for the purposes of market reset What are the current tip fees at facilities that define the market for the purposes of the market reset

Answer In the proposed Covanta contract the definition of Local Market Average means the average of six municipal solid waste disposal fees paid pursuant to disposal contracts similar in scope of services to the proposed Covanta contract The contracts must be between a municipality and the owneroperator of a mass-bum or refuse-derived fuel trash-to-energy facility located in Connecticut with a term of at least five years and entered into within twelve months prior to the date of determination (or 30 months prior if the Parties cannot identify six representative contracts within the twelve-month period) The Policy Board and Covanta each select half of the contracts and then come to agreement on the average If the parties cannot

identify at least six representative agreements and othervvise cannot agree on an average the matter is submitted for arbitration Current tip fees are as follows

Mid Conn $7200

Bristol $6550

Wallingford $6000

Preston $6000

(Lisbon) $7000

Bridgeport $6100 (effective January 12009)

Question 5 Please tabulate the PILOTS under each deal for next 20 years

Answer PILOT payments under both the Covanta and CRRA plans are shown in Table 2

Question 6 Is each prospective owner (CRRACovanta) obligated unconditionally to take all our acceptable waste Could there be a scenario under either plan where even for a brief period the facility could refuse the waste and we would have the expense and administrative responsibility for disposal

Answer Both proposed contracts require the facility to take delivery of all acceptable solid waste and either process it or direct it elsewhere for disposal (CRRA Section 201) Covanta Section 12) The requirement is not unconditional in either proposed contract The CRRA proposal gives CRRA the discretion to determine if the waste is a quantity quality or other nature as materially impair the operation or capacity of the Facility or materially impair the strength or the durability of the structures equipment or works of the Facility CCRRA

Section 202(b (c) Section 501

The Covanta proposal provides that Covanta may reject a delivery of acceptable solid waste as a result of a (1) breach in the agreement by the muniCipality (2) a delivery of waste which violates rules of law the agreement or haulers rules andor (3) an event of Force Majeure Covanta 12 (c))

With regard to a possible scenario in which the municipality would bear the responsibility of waste disposal the CRRA proposal passes on an costs to the Town Assuming that CRRA was still in operation CRRA would be obligated to find a site or facility for disposal of acceptable solid waste

Under the Covanta proposal an event of change in law andor Force Majeure can result in the municipality having to bear the responsibility of waste disposal Sections 71 (a) and (b) however do require Covanta to use commercially reasonable efforts to arrange for delivery of

rejected acceptable solid waste to an authorized location or facility The Town would pay the tip fee and additional cost

Question 7 What is a shortfall under each plan and what are the consequences of a shortfall under each plan

Answer Assuming that a shortfall means that a town fails to deliver its minimum guaranteed tonnage to the facility the CRRA proposal requires that towns deliver the average number of tons of acceptable solid waste delivered to the facility during each of the two most recent 12 month periods but at the same time are obligated to deliver all acceptable solid waste to the facility Section 301 (a)) In a year during which the tip fee payments are insufficient to pay operating costs the CRRA proposal provides that all municipalities pay their proportionate share of the shortfall amount regardless of which municipalities failed to deliver their guaranteed tonnage (Section 301 (e))

The Covanta proposal requires that towns deliver an Annual Minimum Commitment (Wallingford at 18999 tons) but contractually obligate themselves to use reasonable efforts to see that all acceptable solid waste is delivered to the facility (Appendix A) The Towns annual minimum commitment will change following the first contract year the commitment is recalculated to reflect any increase or decrease in the towns share of the total municipal minimum commitment of 66825 tons If a town fails to deliver its annual minimum commitment the Town will be obligated to pay the tip fee for tons not delivered if the total tonnage required by all of the towns has not been delivered (Sec 31 (b) and definition Municipalitys Shortfall Obligation)

Question 8 Under the Covanta plan how would we be able to verify the tonnage each year so as to allow us to verify the PILOT

Answer Under the Covanta Host Municipality Fee Agieement Covanta will cause documents relating to the calculation of the Wallingford Municipality Fee available to a representative of Wallingford for inspection upon reasonable notice and during normal business hours

Question 9 Explain a thorough breakdown of equity possibilities after contract duration from each Covanta and CRRA and a breakdown of options concerning all parties involved at the end of the new contract agreement including Participating Towns Plant Owner Land Owner Host Community and any other possible involved entity

Answer CRRA Proposal CRRA will own the facility and land during the proposed agreement Upon termination of the agreement CRRA will continue to own the property The Towns will have no equityownership interest The Towns will have no option to purchase the facility and site

Covanta Proposal At the end of twenty-year term the remaining original towns shall have the right to purchase the facility and land at fair market value

The Host Fee Agreement lasts as long as the waste disposal agreement is in effect (10 years with two options to renew for five years each) At the end of the term the Host Fee Agreement ends

MSW DISPOSAL CONTRACT COMPARISON December 16 2008

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 12 WASTE DELIVERY Town shall make reasonable effort to cause all acceptable waste generated to be delivered to plant

Town shall ensure Annual Minimum Commitment is delivered to plant 2010 commitment is 18900 tons and thereafter adjusted based upon rolling average

Contract requires no immediate action to address MSW delivery to the facility but Town may need to address flow control in the future

Covanta may accept waste from sources other than participating municipalities but Covanta cant reject wastE from Town

T own shall deliver or cause to be delivered all acceptable waste generated to be delivered to plant (See Section 201)

Annual tonnage commitment used to determine shortfall payment (See Section 301 (e)

Town required to pass flow control ordinance directing all MSW to facility (See Section 201)

CRRA may accept waste from sources other than participating municipalities but CRRA cant reject waste from Town

ARTICLE 13 TERM Initial 1 O-year term with two (2) 5-year 20-year term (See Section 601) renewal options at same terms as initial term

1

COVANTA MSW DISPOSAL AGREEMENT1202108 COVANTA CRRA

ARTICLE 14 PURCHASE OPT(ON Private ownership by Covanta with an option for municipal purchase by one or more Original Participating Towns at Fair Market Value in year 20 Agreement details appraisal process

Public ownership by CRRA but no municipal ownership option (See Section 204)

ARTICLE 15 OTHER OBLIGATIONS Covanta operates scalehouse and invoice CRRA responsible for operation and OF COVANTA haulersmunicipalities maintenance of facility and ash disposal

Residue (ash) disposal by Covanta

Covanta responsible for repair maintenance and improvement of Facility

Covanta will not expand processing Policy Board approval needed for certain throughput without prior consent of Town Project additions (See Section SOB) of Wallingford

Covanta responsible for payment of Host Municipal Fee each year

If electric market rate exceeds benchmark All electric revenues are applied to project rate Towns receive pro rata share of expenses (See Section 301) 20 of difference between market and benchmark rates

2

COVANTA MSW DISPOSAL AGREEMENT 12102108 COVANTA CRRA

ARTICLE 16 POLICY BOARD Covanta will contribute to operating expense of Policy Board First-year funding will be $56000 (funding for Project Coordinator) then escalate according to agreed upon CPI

Covanta will meet quarterly with Policy

Operating expenses of Policy Board nreferenced in Agreement (Project coordinator position not mentioned in forma)

CRRA will meet periodically with Policy

ot

pro

Board Policy Board has a consultation Board Policy Board has a consultation role role (See Section 205)

-

ARTICLE 2 SOLID WASTE DELIVERY PROCEDURES amp AUTHORIZED HAULERS

ARTICLES 21 AND 22 DELIVERY PROCEDURES AND VEHICLE IDENTIFICATION

ARTICLE 23 AUTHORIZED HAULERS

Haulers regulations and procedures similar to status quo with exception of fine schedule

Municipality establishes list of Authorized Haulers Covanta to invoice Authorized Hauler(s) for Towns but Towns guarantee payment

Haulers regulations and procedures similar to status quo (See Exhibit A)

Haulers obtain permits from CRRA then from towns Towns guarantee payment

3

ftmiddotOVANTA MSW DISPOSAL LAGREEMENT 120208 COVANTA CRRA

ARTICLE 3 DISPOSAL FEES

ARTICLE 31 TIP FEE AND ANNUAL MINIMUM COMMITMENT

$65ton tip fee for Year 1 (2010) Tip fee changes based on CPI (Northeast Urban Less Energy) with floor (175) and ceiling (35) See Table 1 of accompanying document for projections

No other municipality will be offered a similar contract of 5 years or more with a lower tip fee by Covanta without extending the same to participating municipalities (most favored nation status)

Every 5 years tip fee subject to local market reset (both higher or lower) Look at up to 6 contracts of similar scope entered into within past 12 months Towns pick 3 and Covanta picks 3 contracts If parties cant agree issue goes to arbitration

Year 2010 18900 tons

Range from $6398-$11077 estimated tip fee for Year 1 (2010) however base case estimated at $6745 (See pro forma)

raquo Tip fee estimates for Year 1 based on Fair Market Value assumption of $235 million

raquo If required reserves are considered tip fee in 2010 would be approximately $7200

Yearly tip fee determined by net cost of operations (See Table 1 of accompanying document for projections)

Year 2010 estimate 43200 tons (See Exhibit E)

4

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA ARTICLE 31 TIP FEE AN D ANNUAL MINIMUM COMMITMENT (CONTINUED)

ARTICE 32 SURCHARGE FOR CHANGE-IN-LAW AND FORCE MAJEURE COSTS

Committed tonnage is adjusted annually by a formula that uses rolling averages (This will account for increased recycling that a town may achieve)

Shortfall payment required if all Towns combined do not hit five-town aggregate minimum of 66825 tons payment by Town responsible for shortfall

Covanta provides for disposal even in event of Force Majeure if commercially reasonable

Towns have the risk of paying for change-inshylaw andor Force Majeure costs

Covanta pays for initial $30000 in costs of new surcharge in each year

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax except for net income and profit taxes

Force Majeure includes occurrences beyond reasonable control acts of God a Court Order blocked access change-in-Iaw and takings

Committed tonnage is adjusted annually by a formula that uses a two-year rolling averages

Shortfall payment required when cost of operation exceeds revenue each Town invoiced for its pro rata share of total shortfall (See Section 301 (e))

Towns have the risk of paying for change-in-Iaw andor Force Majeure costs

All change-in-Iaw costs are charged to the project

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax amount (See Definitions)

5

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 33 RECORDS amp INSPECTION RIGHTS

ARTICLE 43 PRESEGREGATION amp RECYCLING

Covanta shall keep proper books and records

Covanta shall allow representative(s) of the Municipality to inspect books and records and facility upon reasonable notice

Provides for expansion of Towns recycling programs

Changes in recycling law not a change-in-Iaw event

CRRA shall keep proper books and records (See Section 401)

Subject to provisions of any Operating contract CRRA agrees to permit a representative of the Municipality to inspect during normal business hours

Definition of recyclable materials may be amended (See Definitions)

ARTICLE 54 OBLIGATION OF Town pledges full faith and credit for Town pledges full faith and credit for all THE MUNICIPALITY TO MAKE payment of all amounts pursuant to terms of amounts pursuant to terms of the PAYMENTS the agreement agreement (See Section 305)

ARTICLE 6 GOVERNMENT Routes specified in Hauler Regulations Routes specified in Hauler Regulations REGULATION

Covanta to issue citations and fines CRRA will assist Towns with enforcement of truck routes

6shy

COVANTA MSW DISPOSAL A9REEMENT 120208

ARTICLE 7 EVENTS OF FORCIS MAJEURE amp CHANGE-IN-LAW

-

ARTICLE 8 DEFAULT amp REMEDIES

OTHER

COVANTA

Covanta to make commercially reasonable efforts to provide location or facility to accept waste in the event of Force Majeure Towns will pay tip fee and additional costs

Adjustment to minimum commitment if Covanta is unable to accept waste

Contract provides for time to cure

If Covanta fails to accept waste Town has right to_go to court directly

CRRA

CRRA must dispose of waste and Towns pay the cost (See Section 201)

CRRA provides time to cure (See Section 603)

Equitable relief no right against CRRA for damages

HOST COMMUNITY BENEFITS Host benefit based on $11ton for all Host benefit based on property tax that Accepted solid waste includes personal and facility would pay escalated at real property taxes owed to Wallingford 3year

RESERVES No reserves required by contract Initial project reserves (estimated at $8000000) to be funded with current project reserves on a pro rata basis among towns (See Section 307)

7

Table 1 Estimatl~s or Projections of Tip Fees ($ton) at Wallingford Facility under Different Scenarios

Covanta CRRA CRRA Public

Purchase Base CRRA Public Purchase 175 escalation 3 escalation 350 escalation Case Range

2010 $6500 $6500 $6500 $6745 639B yen 11077tt 2011 $6614 $6695 $6728 $7109 $6752 $11735 2012 $6746 $6896 $6937 $7302 $600B $12070 2013 $6881 $7103 $7154 $7510 $6177 $12413 2014 $7019 $7316 $7377 $7797 $6423 $12B1B 2015 $7159 $7535 $7607 $8031 $6616 $13203 2016 $7302 $7761 $7845 $8272 $6814 $13599 2017 $7448 $7994 $8089 $8520 $7019 $14007 2018 $7597 $8234 $8342 $8776 $7229 $14427 2019 $7749 $8481 $8602 $9039 $7446 $14860 2020 $7904 $8735 $8870 $9310 $7669 $15305 2021 $8062 $8998 $9147 $9589 $7899 $15765 2022 $8223 $9267 $9432 $9877 $8136 $16237 2023 $8388 $9545 $9727 $10173 $8381 $16725 2024 $8556 $9832 $10030 $10479 $8632 $17226 2025 $8727 $10127 $10343 $10793 $8891 $17743 2026 $8901 $10431 $10666 $11117 $9158 $18275 2027 $9079 $10744 $10999 $11450 $9432 $18824 2028 $9261 $11066 $11342 $11794 $9715 $19388 2029 $9446 $11398 $11696 $12147 $10007 $19970

Based on Municipal Solid Waste Disposal Agreement Highlighted figures calculated by CRRA and shown in proforma dated 112608 non-highlighted figures calculated by TOW staff at an escalation

of 3 annually See Figure 1 for projected CRRA tip fees Covanta contract calls for Northeast Urban CPI less energy with floor of 175 and ceiling of 35 Based on proforma provided by CRRA on 81208

purchase price of $235 million NOTE Covanta escalations do not include any market resets or energy sharing revenues yenLow range assumes development and

opening of Franklin Ash Landfill in 2013

tt High range assumes contract with Traditional Operator (Covanta) to operate facility and escalation rate of app 30

Prepared on 1212108

Figure 1 From CRRA proforma dated 81208

$200

$190

$1BO

$170

$160

~ $150 c ~ $140

~ $130 W (]) $120 ll

ggt $110

Q $100 0shy

j $90

$80

$70

$60

$50

$40

1 _ _--~CA I Bae Ca

Connecticut Resources Recovery Authority Wallingford Resource Recovery Facility

Projected Tipping Fees

-- I Scenario 3

t J

lI

Secnau 1

~-

~ __ ~ --- Seenado5~~=--==-_-------=c---------------- ~_ ---_ ___ ~~ --rI 5cenado2e~ - _____ -_ __ _ ~ ___- --~ I

_-----------OI---~----ltc-------m=- i- Seenado 4

I

N N g g ~ ltgt

-+- Base Case

N N N N I()

~ g Cgt g g g w ltJ1 -J co

--it- Scenario 1 --Is- Scenario 2

N N N g 0 0 0 N NN

~ltD 0 N

Year

-0- Scenario 3

------ N N N 0 C) 0 N N NW U1

-11--- Scenario 4

N 0 N (J)

Scenario 1 = low electric revenue Scenario 2 =effects of recycling and population increase

Scenario 3 =Traditional Operator of Facility Scenario 4 Franklin IF in 2013 and

Scenario 5 = CRRA personnel cap does not apply

N N Cgt CJ CJN N N -J CXl (0

---It- Scenario 5

CRRA PILOT based on Year market value of $235 million 2010 $1266247 2011 $1114494 2012 $962741 2013 $810988 2014 $764235 2015 $787162 2016 $810777 2017 $835100 2018 $860153 2019 $885957 2020 $912536 2021 $939912 2022 $968110 2023 $997153 2024 $1027067 2025 $1057879 2026 $1089616 2027 $1122304 2028 $1155973 2029 $1190653

TOTAL $19559057

Table 2 Estimate of PILOT Payments

Covanta PILOT (estimate) $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000

$32000000

Covanta PILOT estimate based on fee of $1100ton and approximately 146000 tons waste accepted annually

Prepared on 1212108

identify at least six representative agreements and othervvise cannot agree on an average the matter is submitted for arbitration Current tip fees are as follows

Mid Conn $7200

Bristol $6550

Wallingford $6000

Preston $6000

(Lisbon) $7000

Bridgeport $6100 (effective January 12009)

Question 5 Please tabulate the PILOTS under each deal for next 20 years

Answer PILOT payments under both the Covanta and CRRA plans are shown in Table 2

Question 6 Is each prospective owner (CRRACovanta) obligated unconditionally to take all our acceptable waste Could there be a scenario under either plan where even for a brief period the facility could refuse the waste and we would have the expense and administrative responsibility for disposal

Answer Both proposed contracts require the facility to take delivery of all acceptable solid waste and either process it or direct it elsewhere for disposal (CRRA Section 201) Covanta Section 12) The requirement is not unconditional in either proposed contract The CRRA proposal gives CRRA the discretion to determine if the waste is a quantity quality or other nature as materially impair the operation or capacity of the Facility or materially impair the strength or the durability of the structures equipment or works of the Facility CCRRA

Section 202(b (c) Section 501

The Covanta proposal provides that Covanta may reject a delivery of acceptable solid waste as a result of a (1) breach in the agreement by the muniCipality (2) a delivery of waste which violates rules of law the agreement or haulers rules andor (3) an event of Force Majeure Covanta 12 (c))

With regard to a possible scenario in which the municipality would bear the responsibility of waste disposal the CRRA proposal passes on an costs to the Town Assuming that CRRA was still in operation CRRA would be obligated to find a site or facility for disposal of acceptable solid waste

Under the Covanta proposal an event of change in law andor Force Majeure can result in the municipality having to bear the responsibility of waste disposal Sections 71 (a) and (b) however do require Covanta to use commercially reasonable efforts to arrange for delivery of

rejected acceptable solid waste to an authorized location or facility The Town would pay the tip fee and additional cost

Question 7 What is a shortfall under each plan and what are the consequences of a shortfall under each plan

Answer Assuming that a shortfall means that a town fails to deliver its minimum guaranteed tonnage to the facility the CRRA proposal requires that towns deliver the average number of tons of acceptable solid waste delivered to the facility during each of the two most recent 12 month periods but at the same time are obligated to deliver all acceptable solid waste to the facility Section 301 (a)) In a year during which the tip fee payments are insufficient to pay operating costs the CRRA proposal provides that all municipalities pay their proportionate share of the shortfall amount regardless of which municipalities failed to deliver their guaranteed tonnage (Section 301 (e))

The Covanta proposal requires that towns deliver an Annual Minimum Commitment (Wallingford at 18999 tons) but contractually obligate themselves to use reasonable efforts to see that all acceptable solid waste is delivered to the facility (Appendix A) The Towns annual minimum commitment will change following the first contract year the commitment is recalculated to reflect any increase or decrease in the towns share of the total municipal minimum commitment of 66825 tons If a town fails to deliver its annual minimum commitment the Town will be obligated to pay the tip fee for tons not delivered if the total tonnage required by all of the towns has not been delivered (Sec 31 (b) and definition Municipalitys Shortfall Obligation)

Question 8 Under the Covanta plan how would we be able to verify the tonnage each year so as to allow us to verify the PILOT

Answer Under the Covanta Host Municipality Fee Agieement Covanta will cause documents relating to the calculation of the Wallingford Municipality Fee available to a representative of Wallingford for inspection upon reasonable notice and during normal business hours

Question 9 Explain a thorough breakdown of equity possibilities after contract duration from each Covanta and CRRA and a breakdown of options concerning all parties involved at the end of the new contract agreement including Participating Towns Plant Owner Land Owner Host Community and any other possible involved entity

Answer CRRA Proposal CRRA will own the facility and land during the proposed agreement Upon termination of the agreement CRRA will continue to own the property The Towns will have no equityownership interest The Towns will have no option to purchase the facility and site

Covanta Proposal At the end of twenty-year term the remaining original towns shall have the right to purchase the facility and land at fair market value

The Host Fee Agreement lasts as long as the waste disposal agreement is in effect (10 years with two options to renew for five years each) At the end of the term the Host Fee Agreement ends

MSW DISPOSAL CONTRACT COMPARISON December 16 2008

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 12 WASTE DELIVERY Town shall make reasonable effort to cause all acceptable waste generated to be delivered to plant

Town shall ensure Annual Minimum Commitment is delivered to plant 2010 commitment is 18900 tons and thereafter adjusted based upon rolling average

Contract requires no immediate action to address MSW delivery to the facility but Town may need to address flow control in the future

Covanta may accept waste from sources other than participating municipalities but Covanta cant reject wastE from Town

T own shall deliver or cause to be delivered all acceptable waste generated to be delivered to plant (See Section 201)

Annual tonnage commitment used to determine shortfall payment (See Section 301 (e)

Town required to pass flow control ordinance directing all MSW to facility (See Section 201)

CRRA may accept waste from sources other than participating municipalities but CRRA cant reject waste from Town

ARTICLE 13 TERM Initial 1 O-year term with two (2) 5-year 20-year term (See Section 601) renewal options at same terms as initial term

1

COVANTA MSW DISPOSAL AGREEMENT1202108 COVANTA CRRA

ARTICLE 14 PURCHASE OPT(ON Private ownership by Covanta with an option for municipal purchase by one or more Original Participating Towns at Fair Market Value in year 20 Agreement details appraisal process

Public ownership by CRRA but no municipal ownership option (See Section 204)

ARTICLE 15 OTHER OBLIGATIONS Covanta operates scalehouse and invoice CRRA responsible for operation and OF COVANTA haulersmunicipalities maintenance of facility and ash disposal

Residue (ash) disposal by Covanta

Covanta responsible for repair maintenance and improvement of Facility

Covanta will not expand processing Policy Board approval needed for certain throughput without prior consent of Town Project additions (See Section SOB) of Wallingford

Covanta responsible for payment of Host Municipal Fee each year

If electric market rate exceeds benchmark All electric revenues are applied to project rate Towns receive pro rata share of expenses (See Section 301) 20 of difference between market and benchmark rates

2

COVANTA MSW DISPOSAL AGREEMENT 12102108 COVANTA CRRA

ARTICLE 16 POLICY BOARD Covanta will contribute to operating expense of Policy Board First-year funding will be $56000 (funding for Project Coordinator) then escalate according to agreed upon CPI

Covanta will meet quarterly with Policy

Operating expenses of Policy Board nreferenced in Agreement (Project coordinator position not mentioned in forma)

CRRA will meet periodically with Policy

ot

pro

Board Policy Board has a consultation Board Policy Board has a consultation role role (See Section 205)

-

ARTICLE 2 SOLID WASTE DELIVERY PROCEDURES amp AUTHORIZED HAULERS

ARTICLES 21 AND 22 DELIVERY PROCEDURES AND VEHICLE IDENTIFICATION

ARTICLE 23 AUTHORIZED HAULERS

Haulers regulations and procedures similar to status quo with exception of fine schedule

Municipality establishes list of Authorized Haulers Covanta to invoice Authorized Hauler(s) for Towns but Towns guarantee payment

Haulers regulations and procedures similar to status quo (See Exhibit A)

Haulers obtain permits from CRRA then from towns Towns guarantee payment

3

ftmiddotOVANTA MSW DISPOSAL LAGREEMENT 120208 COVANTA CRRA

ARTICLE 3 DISPOSAL FEES

ARTICLE 31 TIP FEE AND ANNUAL MINIMUM COMMITMENT

$65ton tip fee for Year 1 (2010) Tip fee changes based on CPI (Northeast Urban Less Energy) with floor (175) and ceiling (35) See Table 1 of accompanying document for projections

No other municipality will be offered a similar contract of 5 years or more with a lower tip fee by Covanta without extending the same to participating municipalities (most favored nation status)

Every 5 years tip fee subject to local market reset (both higher or lower) Look at up to 6 contracts of similar scope entered into within past 12 months Towns pick 3 and Covanta picks 3 contracts If parties cant agree issue goes to arbitration

Year 2010 18900 tons

Range from $6398-$11077 estimated tip fee for Year 1 (2010) however base case estimated at $6745 (See pro forma)

raquo Tip fee estimates for Year 1 based on Fair Market Value assumption of $235 million

raquo If required reserves are considered tip fee in 2010 would be approximately $7200

Yearly tip fee determined by net cost of operations (See Table 1 of accompanying document for projections)

Year 2010 estimate 43200 tons (See Exhibit E)

4

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA ARTICLE 31 TIP FEE AN D ANNUAL MINIMUM COMMITMENT (CONTINUED)

ARTICE 32 SURCHARGE FOR CHANGE-IN-LAW AND FORCE MAJEURE COSTS

Committed tonnage is adjusted annually by a formula that uses rolling averages (This will account for increased recycling that a town may achieve)

Shortfall payment required if all Towns combined do not hit five-town aggregate minimum of 66825 tons payment by Town responsible for shortfall

Covanta provides for disposal even in event of Force Majeure if commercially reasonable

Towns have the risk of paying for change-inshylaw andor Force Majeure costs

Covanta pays for initial $30000 in costs of new surcharge in each year

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax except for net income and profit taxes

Force Majeure includes occurrences beyond reasonable control acts of God a Court Order blocked access change-in-Iaw and takings

Committed tonnage is adjusted annually by a formula that uses a two-year rolling averages

Shortfall payment required when cost of operation exceeds revenue each Town invoiced for its pro rata share of total shortfall (See Section 301 (e))

Towns have the risk of paying for change-in-Iaw andor Force Majeure costs

All change-in-Iaw costs are charged to the project

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax amount (See Definitions)

5

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 33 RECORDS amp INSPECTION RIGHTS

ARTICLE 43 PRESEGREGATION amp RECYCLING

Covanta shall keep proper books and records

Covanta shall allow representative(s) of the Municipality to inspect books and records and facility upon reasonable notice

Provides for expansion of Towns recycling programs

Changes in recycling law not a change-in-Iaw event

CRRA shall keep proper books and records (See Section 401)

Subject to provisions of any Operating contract CRRA agrees to permit a representative of the Municipality to inspect during normal business hours

Definition of recyclable materials may be amended (See Definitions)

ARTICLE 54 OBLIGATION OF Town pledges full faith and credit for Town pledges full faith and credit for all THE MUNICIPALITY TO MAKE payment of all amounts pursuant to terms of amounts pursuant to terms of the PAYMENTS the agreement agreement (See Section 305)

ARTICLE 6 GOVERNMENT Routes specified in Hauler Regulations Routes specified in Hauler Regulations REGULATION

Covanta to issue citations and fines CRRA will assist Towns with enforcement of truck routes

6shy

COVANTA MSW DISPOSAL A9REEMENT 120208

ARTICLE 7 EVENTS OF FORCIS MAJEURE amp CHANGE-IN-LAW

-

ARTICLE 8 DEFAULT amp REMEDIES

OTHER

COVANTA

Covanta to make commercially reasonable efforts to provide location or facility to accept waste in the event of Force Majeure Towns will pay tip fee and additional costs

Adjustment to minimum commitment if Covanta is unable to accept waste

Contract provides for time to cure

If Covanta fails to accept waste Town has right to_go to court directly

CRRA

CRRA must dispose of waste and Towns pay the cost (See Section 201)

CRRA provides time to cure (See Section 603)

Equitable relief no right against CRRA for damages

HOST COMMUNITY BENEFITS Host benefit based on $11ton for all Host benefit based on property tax that Accepted solid waste includes personal and facility would pay escalated at real property taxes owed to Wallingford 3year

RESERVES No reserves required by contract Initial project reserves (estimated at $8000000) to be funded with current project reserves on a pro rata basis among towns (See Section 307)

7

Table 1 Estimatl~s or Projections of Tip Fees ($ton) at Wallingford Facility under Different Scenarios

Covanta CRRA CRRA Public

Purchase Base CRRA Public Purchase 175 escalation 3 escalation 350 escalation Case Range

2010 $6500 $6500 $6500 $6745 639B yen 11077tt 2011 $6614 $6695 $6728 $7109 $6752 $11735 2012 $6746 $6896 $6937 $7302 $600B $12070 2013 $6881 $7103 $7154 $7510 $6177 $12413 2014 $7019 $7316 $7377 $7797 $6423 $12B1B 2015 $7159 $7535 $7607 $8031 $6616 $13203 2016 $7302 $7761 $7845 $8272 $6814 $13599 2017 $7448 $7994 $8089 $8520 $7019 $14007 2018 $7597 $8234 $8342 $8776 $7229 $14427 2019 $7749 $8481 $8602 $9039 $7446 $14860 2020 $7904 $8735 $8870 $9310 $7669 $15305 2021 $8062 $8998 $9147 $9589 $7899 $15765 2022 $8223 $9267 $9432 $9877 $8136 $16237 2023 $8388 $9545 $9727 $10173 $8381 $16725 2024 $8556 $9832 $10030 $10479 $8632 $17226 2025 $8727 $10127 $10343 $10793 $8891 $17743 2026 $8901 $10431 $10666 $11117 $9158 $18275 2027 $9079 $10744 $10999 $11450 $9432 $18824 2028 $9261 $11066 $11342 $11794 $9715 $19388 2029 $9446 $11398 $11696 $12147 $10007 $19970

Based on Municipal Solid Waste Disposal Agreement Highlighted figures calculated by CRRA and shown in proforma dated 112608 non-highlighted figures calculated by TOW staff at an escalation

of 3 annually See Figure 1 for projected CRRA tip fees Covanta contract calls for Northeast Urban CPI less energy with floor of 175 and ceiling of 35 Based on proforma provided by CRRA on 81208

purchase price of $235 million NOTE Covanta escalations do not include any market resets or energy sharing revenues yenLow range assumes development and

opening of Franklin Ash Landfill in 2013

tt High range assumes contract with Traditional Operator (Covanta) to operate facility and escalation rate of app 30

Prepared on 1212108

Figure 1 From CRRA proforma dated 81208

$200

$190

$1BO

$170

$160

~ $150 c ~ $140

~ $130 W (]) $120 ll

ggt $110

Q $100 0shy

j $90

$80

$70

$60

$50

$40

1 _ _--~CA I Bae Ca

Connecticut Resources Recovery Authority Wallingford Resource Recovery Facility

Projected Tipping Fees

-- I Scenario 3

t J

lI

Secnau 1

~-

~ __ ~ --- Seenado5~~=--==-_-------=c---------------- ~_ ---_ ___ ~~ --rI 5cenado2e~ - _____ -_ __ _ ~ ___- --~ I

_-----------OI---~----ltc-------m=- i- Seenado 4

I

N N g g ~ ltgt

-+- Base Case

N N N N I()

~ g Cgt g g g w ltJ1 -J co

--it- Scenario 1 --Is- Scenario 2

N N N g 0 0 0 N NN

~ltD 0 N

Year

-0- Scenario 3

------ N N N 0 C) 0 N N NW U1

-11--- Scenario 4

N 0 N (J)

Scenario 1 = low electric revenue Scenario 2 =effects of recycling and population increase

Scenario 3 =Traditional Operator of Facility Scenario 4 Franklin IF in 2013 and

Scenario 5 = CRRA personnel cap does not apply

N N Cgt CJ CJN N N -J CXl (0

---It- Scenario 5

CRRA PILOT based on Year market value of $235 million 2010 $1266247 2011 $1114494 2012 $962741 2013 $810988 2014 $764235 2015 $787162 2016 $810777 2017 $835100 2018 $860153 2019 $885957 2020 $912536 2021 $939912 2022 $968110 2023 $997153 2024 $1027067 2025 $1057879 2026 $1089616 2027 $1122304 2028 $1155973 2029 $1190653

TOTAL $19559057

Table 2 Estimate of PILOT Payments

Covanta PILOT (estimate) $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000

$32000000

Covanta PILOT estimate based on fee of $1100ton and approximately 146000 tons waste accepted annually

Prepared on 1212108

rejected acceptable solid waste to an authorized location or facility The Town would pay the tip fee and additional cost

Question 7 What is a shortfall under each plan and what are the consequences of a shortfall under each plan

Answer Assuming that a shortfall means that a town fails to deliver its minimum guaranteed tonnage to the facility the CRRA proposal requires that towns deliver the average number of tons of acceptable solid waste delivered to the facility during each of the two most recent 12 month periods but at the same time are obligated to deliver all acceptable solid waste to the facility Section 301 (a)) In a year during which the tip fee payments are insufficient to pay operating costs the CRRA proposal provides that all municipalities pay their proportionate share of the shortfall amount regardless of which municipalities failed to deliver their guaranteed tonnage (Section 301 (e))

The Covanta proposal requires that towns deliver an Annual Minimum Commitment (Wallingford at 18999 tons) but contractually obligate themselves to use reasonable efforts to see that all acceptable solid waste is delivered to the facility (Appendix A) The Towns annual minimum commitment will change following the first contract year the commitment is recalculated to reflect any increase or decrease in the towns share of the total municipal minimum commitment of 66825 tons If a town fails to deliver its annual minimum commitment the Town will be obligated to pay the tip fee for tons not delivered if the total tonnage required by all of the towns has not been delivered (Sec 31 (b) and definition Municipalitys Shortfall Obligation)

Question 8 Under the Covanta plan how would we be able to verify the tonnage each year so as to allow us to verify the PILOT

Answer Under the Covanta Host Municipality Fee Agieement Covanta will cause documents relating to the calculation of the Wallingford Municipality Fee available to a representative of Wallingford for inspection upon reasonable notice and during normal business hours

Question 9 Explain a thorough breakdown of equity possibilities after contract duration from each Covanta and CRRA and a breakdown of options concerning all parties involved at the end of the new contract agreement including Participating Towns Plant Owner Land Owner Host Community and any other possible involved entity

Answer CRRA Proposal CRRA will own the facility and land during the proposed agreement Upon termination of the agreement CRRA will continue to own the property The Towns will have no equityownership interest The Towns will have no option to purchase the facility and site

Covanta Proposal At the end of twenty-year term the remaining original towns shall have the right to purchase the facility and land at fair market value

The Host Fee Agreement lasts as long as the waste disposal agreement is in effect (10 years with two options to renew for five years each) At the end of the term the Host Fee Agreement ends

MSW DISPOSAL CONTRACT COMPARISON December 16 2008

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 12 WASTE DELIVERY Town shall make reasonable effort to cause all acceptable waste generated to be delivered to plant

Town shall ensure Annual Minimum Commitment is delivered to plant 2010 commitment is 18900 tons and thereafter adjusted based upon rolling average

Contract requires no immediate action to address MSW delivery to the facility but Town may need to address flow control in the future

Covanta may accept waste from sources other than participating municipalities but Covanta cant reject wastE from Town

T own shall deliver or cause to be delivered all acceptable waste generated to be delivered to plant (See Section 201)

Annual tonnage commitment used to determine shortfall payment (See Section 301 (e)

Town required to pass flow control ordinance directing all MSW to facility (See Section 201)

CRRA may accept waste from sources other than participating municipalities but CRRA cant reject waste from Town

ARTICLE 13 TERM Initial 1 O-year term with two (2) 5-year 20-year term (See Section 601) renewal options at same terms as initial term

1

COVANTA MSW DISPOSAL AGREEMENT1202108 COVANTA CRRA

ARTICLE 14 PURCHASE OPT(ON Private ownership by Covanta with an option for municipal purchase by one or more Original Participating Towns at Fair Market Value in year 20 Agreement details appraisal process

Public ownership by CRRA but no municipal ownership option (See Section 204)

ARTICLE 15 OTHER OBLIGATIONS Covanta operates scalehouse and invoice CRRA responsible for operation and OF COVANTA haulersmunicipalities maintenance of facility and ash disposal

Residue (ash) disposal by Covanta

Covanta responsible for repair maintenance and improvement of Facility

Covanta will not expand processing Policy Board approval needed for certain throughput without prior consent of Town Project additions (See Section SOB) of Wallingford

Covanta responsible for payment of Host Municipal Fee each year

If electric market rate exceeds benchmark All electric revenues are applied to project rate Towns receive pro rata share of expenses (See Section 301) 20 of difference between market and benchmark rates

2

COVANTA MSW DISPOSAL AGREEMENT 12102108 COVANTA CRRA

ARTICLE 16 POLICY BOARD Covanta will contribute to operating expense of Policy Board First-year funding will be $56000 (funding for Project Coordinator) then escalate according to agreed upon CPI

Covanta will meet quarterly with Policy

Operating expenses of Policy Board nreferenced in Agreement (Project coordinator position not mentioned in forma)

CRRA will meet periodically with Policy

ot

pro

Board Policy Board has a consultation Board Policy Board has a consultation role role (See Section 205)

-

ARTICLE 2 SOLID WASTE DELIVERY PROCEDURES amp AUTHORIZED HAULERS

ARTICLES 21 AND 22 DELIVERY PROCEDURES AND VEHICLE IDENTIFICATION

ARTICLE 23 AUTHORIZED HAULERS

Haulers regulations and procedures similar to status quo with exception of fine schedule

Municipality establishes list of Authorized Haulers Covanta to invoice Authorized Hauler(s) for Towns but Towns guarantee payment

Haulers regulations and procedures similar to status quo (See Exhibit A)

Haulers obtain permits from CRRA then from towns Towns guarantee payment

3

ftmiddotOVANTA MSW DISPOSAL LAGREEMENT 120208 COVANTA CRRA

ARTICLE 3 DISPOSAL FEES

ARTICLE 31 TIP FEE AND ANNUAL MINIMUM COMMITMENT

$65ton tip fee for Year 1 (2010) Tip fee changes based on CPI (Northeast Urban Less Energy) with floor (175) and ceiling (35) See Table 1 of accompanying document for projections

No other municipality will be offered a similar contract of 5 years or more with a lower tip fee by Covanta without extending the same to participating municipalities (most favored nation status)

Every 5 years tip fee subject to local market reset (both higher or lower) Look at up to 6 contracts of similar scope entered into within past 12 months Towns pick 3 and Covanta picks 3 contracts If parties cant agree issue goes to arbitration

Year 2010 18900 tons

Range from $6398-$11077 estimated tip fee for Year 1 (2010) however base case estimated at $6745 (See pro forma)

raquo Tip fee estimates for Year 1 based on Fair Market Value assumption of $235 million

raquo If required reserves are considered tip fee in 2010 would be approximately $7200

Yearly tip fee determined by net cost of operations (See Table 1 of accompanying document for projections)

Year 2010 estimate 43200 tons (See Exhibit E)

4

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA ARTICLE 31 TIP FEE AN D ANNUAL MINIMUM COMMITMENT (CONTINUED)

ARTICE 32 SURCHARGE FOR CHANGE-IN-LAW AND FORCE MAJEURE COSTS

Committed tonnage is adjusted annually by a formula that uses rolling averages (This will account for increased recycling that a town may achieve)

Shortfall payment required if all Towns combined do not hit five-town aggregate minimum of 66825 tons payment by Town responsible for shortfall

Covanta provides for disposal even in event of Force Majeure if commercially reasonable

Towns have the risk of paying for change-inshylaw andor Force Majeure costs

Covanta pays for initial $30000 in costs of new surcharge in each year

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax except for net income and profit taxes

Force Majeure includes occurrences beyond reasonable control acts of God a Court Order blocked access change-in-Iaw and takings

Committed tonnage is adjusted annually by a formula that uses a two-year rolling averages

Shortfall payment required when cost of operation exceeds revenue each Town invoiced for its pro rata share of total shortfall (See Section 301 (e))

Towns have the risk of paying for change-in-Iaw andor Force Majeure costs

All change-in-Iaw costs are charged to the project

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax amount (See Definitions)

5

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 33 RECORDS amp INSPECTION RIGHTS

ARTICLE 43 PRESEGREGATION amp RECYCLING

Covanta shall keep proper books and records

Covanta shall allow representative(s) of the Municipality to inspect books and records and facility upon reasonable notice

Provides for expansion of Towns recycling programs

Changes in recycling law not a change-in-Iaw event

CRRA shall keep proper books and records (See Section 401)

Subject to provisions of any Operating contract CRRA agrees to permit a representative of the Municipality to inspect during normal business hours

Definition of recyclable materials may be amended (See Definitions)

ARTICLE 54 OBLIGATION OF Town pledges full faith and credit for Town pledges full faith and credit for all THE MUNICIPALITY TO MAKE payment of all amounts pursuant to terms of amounts pursuant to terms of the PAYMENTS the agreement agreement (See Section 305)

ARTICLE 6 GOVERNMENT Routes specified in Hauler Regulations Routes specified in Hauler Regulations REGULATION

Covanta to issue citations and fines CRRA will assist Towns with enforcement of truck routes

6shy

COVANTA MSW DISPOSAL A9REEMENT 120208

ARTICLE 7 EVENTS OF FORCIS MAJEURE amp CHANGE-IN-LAW

-

ARTICLE 8 DEFAULT amp REMEDIES

OTHER

COVANTA

Covanta to make commercially reasonable efforts to provide location or facility to accept waste in the event of Force Majeure Towns will pay tip fee and additional costs

Adjustment to minimum commitment if Covanta is unable to accept waste

Contract provides for time to cure

If Covanta fails to accept waste Town has right to_go to court directly

CRRA

CRRA must dispose of waste and Towns pay the cost (See Section 201)

CRRA provides time to cure (See Section 603)

Equitable relief no right against CRRA for damages

HOST COMMUNITY BENEFITS Host benefit based on $11ton for all Host benefit based on property tax that Accepted solid waste includes personal and facility would pay escalated at real property taxes owed to Wallingford 3year

RESERVES No reserves required by contract Initial project reserves (estimated at $8000000) to be funded with current project reserves on a pro rata basis among towns (See Section 307)

7

Table 1 Estimatl~s or Projections of Tip Fees ($ton) at Wallingford Facility under Different Scenarios

Covanta CRRA CRRA Public

Purchase Base CRRA Public Purchase 175 escalation 3 escalation 350 escalation Case Range

2010 $6500 $6500 $6500 $6745 639B yen 11077tt 2011 $6614 $6695 $6728 $7109 $6752 $11735 2012 $6746 $6896 $6937 $7302 $600B $12070 2013 $6881 $7103 $7154 $7510 $6177 $12413 2014 $7019 $7316 $7377 $7797 $6423 $12B1B 2015 $7159 $7535 $7607 $8031 $6616 $13203 2016 $7302 $7761 $7845 $8272 $6814 $13599 2017 $7448 $7994 $8089 $8520 $7019 $14007 2018 $7597 $8234 $8342 $8776 $7229 $14427 2019 $7749 $8481 $8602 $9039 $7446 $14860 2020 $7904 $8735 $8870 $9310 $7669 $15305 2021 $8062 $8998 $9147 $9589 $7899 $15765 2022 $8223 $9267 $9432 $9877 $8136 $16237 2023 $8388 $9545 $9727 $10173 $8381 $16725 2024 $8556 $9832 $10030 $10479 $8632 $17226 2025 $8727 $10127 $10343 $10793 $8891 $17743 2026 $8901 $10431 $10666 $11117 $9158 $18275 2027 $9079 $10744 $10999 $11450 $9432 $18824 2028 $9261 $11066 $11342 $11794 $9715 $19388 2029 $9446 $11398 $11696 $12147 $10007 $19970

Based on Municipal Solid Waste Disposal Agreement Highlighted figures calculated by CRRA and shown in proforma dated 112608 non-highlighted figures calculated by TOW staff at an escalation

of 3 annually See Figure 1 for projected CRRA tip fees Covanta contract calls for Northeast Urban CPI less energy with floor of 175 and ceiling of 35 Based on proforma provided by CRRA on 81208

purchase price of $235 million NOTE Covanta escalations do not include any market resets or energy sharing revenues yenLow range assumes development and

opening of Franklin Ash Landfill in 2013

tt High range assumes contract with Traditional Operator (Covanta) to operate facility and escalation rate of app 30

Prepared on 1212108

Figure 1 From CRRA proforma dated 81208

$200

$190

$1BO

$170

$160

~ $150 c ~ $140

~ $130 W (]) $120 ll

ggt $110

Q $100 0shy

j $90

$80

$70

$60

$50

$40

1 _ _--~CA I Bae Ca

Connecticut Resources Recovery Authority Wallingford Resource Recovery Facility

Projected Tipping Fees

-- I Scenario 3

t J

lI

Secnau 1

~-

~ __ ~ --- Seenado5~~=--==-_-------=c---------------- ~_ ---_ ___ ~~ --rI 5cenado2e~ - _____ -_ __ _ ~ ___- --~ I

_-----------OI---~----ltc-------m=- i- Seenado 4

I

N N g g ~ ltgt

-+- Base Case

N N N N I()

~ g Cgt g g g w ltJ1 -J co

--it- Scenario 1 --Is- Scenario 2

N N N g 0 0 0 N NN

~ltD 0 N

Year

-0- Scenario 3

------ N N N 0 C) 0 N N NW U1

-11--- Scenario 4

N 0 N (J)

Scenario 1 = low electric revenue Scenario 2 =effects of recycling and population increase

Scenario 3 =Traditional Operator of Facility Scenario 4 Franklin IF in 2013 and

Scenario 5 = CRRA personnel cap does not apply

N N Cgt CJ CJN N N -J CXl (0

---It- Scenario 5

CRRA PILOT based on Year market value of $235 million 2010 $1266247 2011 $1114494 2012 $962741 2013 $810988 2014 $764235 2015 $787162 2016 $810777 2017 $835100 2018 $860153 2019 $885957 2020 $912536 2021 $939912 2022 $968110 2023 $997153 2024 $1027067 2025 $1057879 2026 $1089616 2027 $1122304 2028 $1155973 2029 $1190653

TOTAL $19559057

Table 2 Estimate of PILOT Payments

Covanta PILOT (estimate) $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000

$32000000

Covanta PILOT estimate based on fee of $1100ton and approximately 146000 tons waste accepted annually

Prepared on 1212108

Covanta Proposal At the end of twenty-year term the remaining original towns shall have the right to purchase the facility and land at fair market value

The Host Fee Agreement lasts as long as the waste disposal agreement is in effect (10 years with two options to renew for five years each) At the end of the term the Host Fee Agreement ends

MSW DISPOSAL CONTRACT COMPARISON December 16 2008

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 12 WASTE DELIVERY Town shall make reasonable effort to cause all acceptable waste generated to be delivered to plant

Town shall ensure Annual Minimum Commitment is delivered to plant 2010 commitment is 18900 tons and thereafter adjusted based upon rolling average

Contract requires no immediate action to address MSW delivery to the facility but Town may need to address flow control in the future

Covanta may accept waste from sources other than participating municipalities but Covanta cant reject wastE from Town

T own shall deliver or cause to be delivered all acceptable waste generated to be delivered to plant (See Section 201)

Annual tonnage commitment used to determine shortfall payment (See Section 301 (e)

Town required to pass flow control ordinance directing all MSW to facility (See Section 201)

CRRA may accept waste from sources other than participating municipalities but CRRA cant reject waste from Town

ARTICLE 13 TERM Initial 1 O-year term with two (2) 5-year 20-year term (See Section 601) renewal options at same terms as initial term

1

COVANTA MSW DISPOSAL AGREEMENT1202108 COVANTA CRRA

ARTICLE 14 PURCHASE OPT(ON Private ownership by Covanta with an option for municipal purchase by one or more Original Participating Towns at Fair Market Value in year 20 Agreement details appraisal process

Public ownership by CRRA but no municipal ownership option (See Section 204)

ARTICLE 15 OTHER OBLIGATIONS Covanta operates scalehouse and invoice CRRA responsible for operation and OF COVANTA haulersmunicipalities maintenance of facility and ash disposal

Residue (ash) disposal by Covanta

Covanta responsible for repair maintenance and improvement of Facility

Covanta will not expand processing Policy Board approval needed for certain throughput without prior consent of Town Project additions (See Section SOB) of Wallingford

Covanta responsible for payment of Host Municipal Fee each year

If electric market rate exceeds benchmark All electric revenues are applied to project rate Towns receive pro rata share of expenses (See Section 301) 20 of difference between market and benchmark rates

2

COVANTA MSW DISPOSAL AGREEMENT 12102108 COVANTA CRRA

ARTICLE 16 POLICY BOARD Covanta will contribute to operating expense of Policy Board First-year funding will be $56000 (funding for Project Coordinator) then escalate according to agreed upon CPI

Covanta will meet quarterly with Policy

Operating expenses of Policy Board nreferenced in Agreement (Project coordinator position not mentioned in forma)

CRRA will meet periodically with Policy

ot

pro

Board Policy Board has a consultation Board Policy Board has a consultation role role (See Section 205)

-

ARTICLE 2 SOLID WASTE DELIVERY PROCEDURES amp AUTHORIZED HAULERS

ARTICLES 21 AND 22 DELIVERY PROCEDURES AND VEHICLE IDENTIFICATION

ARTICLE 23 AUTHORIZED HAULERS

Haulers regulations and procedures similar to status quo with exception of fine schedule

Municipality establishes list of Authorized Haulers Covanta to invoice Authorized Hauler(s) for Towns but Towns guarantee payment

Haulers regulations and procedures similar to status quo (See Exhibit A)

Haulers obtain permits from CRRA then from towns Towns guarantee payment

3

ftmiddotOVANTA MSW DISPOSAL LAGREEMENT 120208 COVANTA CRRA

ARTICLE 3 DISPOSAL FEES

ARTICLE 31 TIP FEE AND ANNUAL MINIMUM COMMITMENT

$65ton tip fee for Year 1 (2010) Tip fee changes based on CPI (Northeast Urban Less Energy) with floor (175) and ceiling (35) See Table 1 of accompanying document for projections

No other municipality will be offered a similar contract of 5 years or more with a lower tip fee by Covanta without extending the same to participating municipalities (most favored nation status)

Every 5 years tip fee subject to local market reset (both higher or lower) Look at up to 6 contracts of similar scope entered into within past 12 months Towns pick 3 and Covanta picks 3 contracts If parties cant agree issue goes to arbitration

Year 2010 18900 tons

Range from $6398-$11077 estimated tip fee for Year 1 (2010) however base case estimated at $6745 (See pro forma)

raquo Tip fee estimates for Year 1 based on Fair Market Value assumption of $235 million

raquo If required reserves are considered tip fee in 2010 would be approximately $7200

Yearly tip fee determined by net cost of operations (See Table 1 of accompanying document for projections)

Year 2010 estimate 43200 tons (See Exhibit E)

4

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA ARTICLE 31 TIP FEE AN D ANNUAL MINIMUM COMMITMENT (CONTINUED)

ARTICE 32 SURCHARGE FOR CHANGE-IN-LAW AND FORCE MAJEURE COSTS

Committed tonnage is adjusted annually by a formula that uses rolling averages (This will account for increased recycling that a town may achieve)

Shortfall payment required if all Towns combined do not hit five-town aggregate minimum of 66825 tons payment by Town responsible for shortfall

Covanta provides for disposal even in event of Force Majeure if commercially reasonable

Towns have the risk of paying for change-inshylaw andor Force Majeure costs

Covanta pays for initial $30000 in costs of new surcharge in each year

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax except for net income and profit taxes

Force Majeure includes occurrences beyond reasonable control acts of God a Court Order blocked access change-in-Iaw and takings

Committed tonnage is adjusted annually by a formula that uses a two-year rolling averages

Shortfall payment required when cost of operation exceeds revenue each Town invoiced for its pro rata share of total shortfall (See Section 301 (e))

Towns have the risk of paying for change-in-Iaw andor Force Majeure costs

All change-in-Iaw costs are charged to the project

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax amount (See Definitions)

5

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 33 RECORDS amp INSPECTION RIGHTS

ARTICLE 43 PRESEGREGATION amp RECYCLING

Covanta shall keep proper books and records

Covanta shall allow representative(s) of the Municipality to inspect books and records and facility upon reasonable notice

Provides for expansion of Towns recycling programs

Changes in recycling law not a change-in-Iaw event

CRRA shall keep proper books and records (See Section 401)

Subject to provisions of any Operating contract CRRA agrees to permit a representative of the Municipality to inspect during normal business hours

Definition of recyclable materials may be amended (See Definitions)

ARTICLE 54 OBLIGATION OF Town pledges full faith and credit for Town pledges full faith and credit for all THE MUNICIPALITY TO MAKE payment of all amounts pursuant to terms of amounts pursuant to terms of the PAYMENTS the agreement agreement (See Section 305)

ARTICLE 6 GOVERNMENT Routes specified in Hauler Regulations Routes specified in Hauler Regulations REGULATION

Covanta to issue citations and fines CRRA will assist Towns with enforcement of truck routes

6shy

COVANTA MSW DISPOSAL A9REEMENT 120208

ARTICLE 7 EVENTS OF FORCIS MAJEURE amp CHANGE-IN-LAW

-

ARTICLE 8 DEFAULT amp REMEDIES

OTHER

COVANTA

Covanta to make commercially reasonable efforts to provide location or facility to accept waste in the event of Force Majeure Towns will pay tip fee and additional costs

Adjustment to minimum commitment if Covanta is unable to accept waste

Contract provides for time to cure

If Covanta fails to accept waste Town has right to_go to court directly

CRRA

CRRA must dispose of waste and Towns pay the cost (See Section 201)

CRRA provides time to cure (See Section 603)

Equitable relief no right against CRRA for damages

HOST COMMUNITY BENEFITS Host benefit based on $11ton for all Host benefit based on property tax that Accepted solid waste includes personal and facility would pay escalated at real property taxes owed to Wallingford 3year

RESERVES No reserves required by contract Initial project reserves (estimated at $8000000) to be funded with current project reserves on a pro rata basis among towns (See Section 307)

7

Table 1 Estimatl~s or Projections of Tip Fees ($ton) at Wallingford Facility under Different Scenarios

Covanta CRRA CRRA Public

Purchase Base CRRA Public Purchase 175 escalation 3 escalation 350 escalation Case Range

2010 $6500 $6500 $6500 $6745 639B yen 11077tt 2011 $6614 $6695 $6728 $7109 $6752 $11735 2012 $6746 $6896 $6937 $7302 $600B $12070 2013 $6881 $7103 $7154 $7510 $6177 $12413 2014 $7019 $7316 $7377 $7797 $6423 $12B1B 2015 $7159 $7535 $7607 $8031 $6616 $13203 2016 $7302 $7761 $7845 $8272 $6814 $13599 2017 $7448 $7994 $8089 $8520 $7019 $14007 2018 $7597 $8234 $8342 $8776 $7229 $14427 2019 $7749 $8481 $8602 $9039 $7446 $14860 2020 $7904 $8735 $8870 $9310 $7669 $15305 2021 $8062 $8998 $9147 $9589 $7899 $15765 2022 $8223 $9267 $9432 $9877 $8136 $16237 2023 $8388 $9545 $9727 $10173 $8381 $16725 2024 $8556 $9832 $10030 $10479 $8632 $17226 2025 $8727 $10127 $10343 $10793 $8891 $17743 2026 $8901 $10431 $10666 $11117 $9158 $18275 2027 $9079 $10744 $10999 $11450 $9432 $18824 2028 $9261 $11066 $11342 $11794 $9715 $19388 2029 $9446 $11398 $11696 $12147 $10007 $19970

Based on Municipal Solid Waste Disposal Agreement Highlighted figures calculated by CRRA and shown in proforma dated 112608 non-highlighted figures calculated by TOW staff at an escalation

of 3 annually See Figure 1 for projected CRRA tip fees Covanta contract calls for Northeast Urban CPI less energy with floor of 175 and ceiling of 35 Based on proforma provided by CRRA on 81208

purchase price of $235 million NOTE Covanta escalations do not include any market resets or energy sharing revenues yenLow range assumes development and

opening of Franklin Ash Landfill in 2013

tt High range assumes contract with Traditional Operator (Covanta) to operate facility and escalation rate of app 30

Prepared on 1212108

Figure 1 From CRRA proforma dated 81208

$200

$190

$1BO

$170

$160

~ $150 c ~ $140

~ $130 W (]) $120 ll

ggt $110

Q $100 0shy

j $90

$80

$70

$60

$50

$40

1 _ _--~CA I Bae Ca

Connecticut Resources Recovery Authority Wallingford Resource Recovery Facility

Projected Tipping Fees

-- I Scenario 3

t J

lI

Secnau 1

~-

~ __ ~ --- Seenado5~~=--==-_-------=c---------------- ~_ ---_ ___ ~~ --rI 5cenado2e~ - _____ -_ __ _ ~ ___- --~ I

_-----------OI---~----ltc-------m=- i- Seenado 4

I

N N g g ~ ltgt

-+- Base Case

N N N N I()

~ g Cgt g g g w ltJ1 -J co

--it- Scenario 1 --Is- Scenario 2

N N N g 0 0 0 N NN

~ltD 0 N

Year

-0- Scenario 3

------ N N N 0 C) 0 N N NW U1

-11--- Scenario 4

N 0 N (J)

Scenario 1 = low electric revenue Scenario 2 =effects of recycling and population increase

Scenario 3 =Traditional Operator of Facility Scenario 4 Franklin IF in 2013 and

Scenario 5 = CRRA personnel cap does not apply

N N Cgt CJ CJN N N -J CXl (0

---It- Scenario 5

CRRA PILOT based on Year market value of $235 million 2010 $1266247 2011 $1114494 2012 $962741 2013 $810988 2014 $764235 2015 $787162 2016 $810777 2017 $835100 2018 $860153 2019 $885957 2020 $912536 2021 $939912 2022 $968110 2023 $997153 2024 $1027067 2025 $1057879 2026 $1089616 2027 $1122304 2028 $1155973 2029 $1190653

TOTAL $19559057

Table 2 Estimate of PILOT Payments

Covanta PILOT (estimate) $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000

$32000000

Covanta PILOT estimate based on fee of $1100ton and approximately 146000 tons waste accepted annually

Prepared on 1212108

MSW DISPOSAL CONTRACT COMPARISON December 16 2008

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 12 WASTE DELIVERY Town shall make reasonable effort to cause all acceptable waste generated to be delivered to plant

Town shall ensure Annual Minimum Commitment is delivered to plant 2010 commitment is 18900 tons and thereafter adjusted based upon rolling average

Contract requires no immediate action to address MSW delivery to the facility but Town may need to address flow control in the future

Covanta may accept waste from sources other than participating municipalities but Covanta cant reject wastE from Town

T own shall deliver or cause to be delivered all acceptable waste generated to be delivered to plant (See Section 201)

Annual tonnage commitment used to determine shortfall payment (See Section 301 (e)

Town required to pass flow control ordinance directing all MSW to facility (See Section 201)

CRRA may accept waste from sources other than participating municipalities but CRRA cant reject waste from Town

ARTICLE 13 TERM Initial 1 O-year term with two (2) 5-year 20-year term (See Section 601) renewal options at same terms as initial term

1

COVANTA MSW DISPOSAL AGREEMENT1202108 COVANTA CRRA

ARTICLE 14 PURCHASE OPT(ON Private ownership by Covanta with an option for municipal purchase by one or more Original Participating Towns at Fair Market Value in year 20 Agreement details appraisal process

Public ownership by CRRA but no municipal ownership option (See Section 204)

ARTICLE 15 OTHER OBLIGATIONS Covanta operates scalehouse and invoice CRRA responsible for operation and OF COVANTA haulersmunicipalities maintenance of facility and ash disposal

Residue (ash) disposal by Covanta

Covanta responsible for repair maintenance and improvement of Facility

Covanta will not expand processing Policy Board approval needed for certain throughput without prior consent of Town Project additions (See Section SOB) of Wallingford

Covanta responsible for payment of Host Municipal Fee each year

If electric market rate exceeds benchmark All electric revenues are applied to project rate Towns receive pro rata share of expenses (See Section 301) 20 of difference between market and benchmark rates

2

COVANTA MSW DISPOSAL AGREEMENT 12102108 COVANTA CRRA

ARTICLE 16 POLICY BOARD Covanta will contribute to operating expense of Policy Board First-year funding will be $56000 (funding for Project Coordinator) then escalate according to agreed upon CPI

Covanta will meet quarterly with Policy

Operating expenses of Policy Board nreferenced in Agreement (Project coordinator position not mentioned in forma)

CRRA will meet periodically with Policy

ot

pro

Board Policy Board has a consultation Board Policy Board has a consultation role role (See Section 205)

-

ARTICLE 2 SOLID WASTE DELIVERY PROCEDURES amp AUTHORIZED HAULERS

ARTICLES 21 AND 22 DELIVERY PROCEDURES AND VEHICLE IDENTIFICATION

ARTICLE 23 AUTHORIZED HAULERS

Haulers regulations and procedures similar to status quo with exception of fine schedule

Municipality establishes list of Authorized Haulers Covanta to invoice Authorized Hauler(s) for Towns but Towns guarantee payment

Haulers regulations and procedures similar to status quo (See Exhibit A)

Haulers obtain permits from CRRA then from towns Towns guarantee payment

3

ftmiddotOVANTA MSW DISPOSAL LAGREEMENT 120208 COVANTA CRRA

ARTICLE 3 DISPOSAL FEES

ARTICLE 31 TIP FEE AND ANNUAL MINIMUM COMMITMENT

$65ton tip fee for Year 1 (2010) Tip fee changes based on CPI (Northeast Urban Less Energy) with floor (175) and ceiling (35) See Table 1 of accompanying document for projections

No other municipality will be offered a similar contract of 5 years or more with a lower tip fee by Covanta without extending the same to participating municipalities (most favored nation status)

Every 5 years tip fee subject to local market reset (both higher or lower) Look at up to 6 contracts of similar scope entered into within past 12 months Towns pick 3 and Covanta picks 3 contracts If parties cant agree issue goes to arbitration

Year 2010 18900 tons

Range from $6398-$11077 estimated tip fee for Year 1 (2010) however base case estimated at $6745 (See pro forma)

raquo Tip fee estimates for Year 1 based on Fair Market Value assumption of $235 million

raquo If required reserves are considered tip fee in 2010 would be approximately $7200

Yearly tip fee determined by net cost of operations (See Table 1 of accompanying document for projections)

Year 2010 estimate 43200 tons (See Exhibit E)

4

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA ARTICLE 31 TIP FEE AN D ANNUAL MINIMUM COMMITMENT (CONTINUED)

ARTICE 32 SURCHARGE FOR CHANGE-IN-LAW AND FORCE MAJEURE COSTS

Committed tonnage is adjusted annually by a formula that uses rolling averages (This will account for increased recycling that a town may achieve)

Shortfall payment required if all Towns combined do not hit five-town aggregate minimum of 66825 tons payment by Town responsible for shortfall

Covanta provides for disposal even in event of Force Majeure if commercially reasonable

Towns have the risk of paying for change-inshylaw andor Force Majeure costs

Covanta pays for initial $30000 in costs of new surcharge in each year

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax except for net income and profit taxes

Force Majeure includes occurrences beyond reasonable control acts of God a Court Order blocked access change-in-Iaw and takings

Committed tonnage is adjusted annually by a formula that uses a two-year rolling averages

Shortfall payment required when cost of operation exceeds revenue each Town invoiced for its pro rata share of total shortfall (See Section 301 (e))

Towns have the risk of paying for change-in-Iaw andor Force Majeure costs

All change-in-Iaw costs are charged to the project

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax amount (See Definitions)

5

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 33 RECORDS amp INSPECTION RIGHTS

ARTICLE 43 PRESEGREGATION amp RECYCLING

Covanta shall keep proper books and records

Covanta shall allow representative(s) of the Municipality to inspect books and records and facility upon reasonable notice

Provides for expansion of Towns recycling programs

Changes in recycling law not a change-in-Iaw event

CRRA shall keep proper books and records (See Section 401)

Subject to provisions of any Operating contract CRRA agrees to permit a representative of the Municipality to inspect during normal business hours

Definition of recyclable materials may be amended (See Definitions)

ARTICLE 54 OBLIGATION OF Town pledges full faith and credit for Town pledges full faith and credit for all THE MUNICIPALITY TO MAKE payment of all amounts pursuant to terms of amounts pursuant to terms of the PAYMENTS the agreement agreement (See Section 305)

ARTICLE 6 GOVERNMENT Routes specified in Hauler Regulations Routes specified in Hauler Regulations REGULATION

Covanta to issue citations and fines CRRA will assist Towns with enforcement of truck routes

6shy

COVANTA MSW DISPOSAL A9REEMENT 120208

ARTICLE 7 EVENTS OF FORCIS MAJEURE amp CHANGE-IN-LAW

-

ARTICLE 8 DEFAULT amp REMEDIES

OTHER

COVANTA

Covanta to make commercially reasonable efforts to provide location or facility to accept waste in the event of Force Majeure Towns will pay tip fee and additional costs

Adjustment to minimum commitment if Covanta is unable to accept waste

Contract provides for time to cure

If Covanta fails to accept waste Town has right to_go to court directly

CRRA

CRRA must dispose of waste and Towns pay the cost (See Section 201)

CRRA provides time to cure (See Section 603)

Equitable relief no right against CRRA for damages

HOST COMMUNITY BENEFITS Host benefit based on $11ton for all Host benefit based on property tax that Accepted solid waste includes personal and facility would pay escalated at real property taxes owed to Wallingford 3year

RESERVES No reserves required by contract Initial project reserves (estimated at $8000000) to be funded with current project reserves on a pro rata basis among towns (See Section 307)

7

Table 1 Estimatl~s or Projections of Tip Fees ($ton) at Wallingford Facility under Different Scenarios

Covanta CRRA CRRA Public

Purchase Base CRRA Public Purchase 175 escalation 3 escalation 350 escalation Case Range

2010 $6500 $6500 $6500 $6745 639B yen 11077tt 2011 $6614 $6695 $6728 $7109 $6752 $11735 2012 $6746 $6896 $6937 $7302 $600B $12070 2013 $6881 $7103 $7154 $7510 $6177 $12413 2014 $7019 $7316 $7377 $7797 $6423 $12B1B 2015 $7159 $7535 $7607 $8031 $6616 $13203 2016 $7302 $7761 $7845 $8272 $6814 $13599 2017 $7448 $7994 $8089 $8520 $7019 $14007 2018 $7597 $8234 $8342 $8776 $7229 $14427 2019 $7749 $8481 $8602 $9039 $7446 $14860 2020 $7904 $8735 $8870 $9310 $7669 $15305 2021 $8062 $8998 $9147 $9589 $7899 $15765 2022 $8223 $9267 $9432 $9877 $8136 $16237 2023 $8388 $9545 $9727 $10173 $8381 $16725 2024 $8556 $9832 $10030 $10479 $8632 $17226 2025 $8727 $10127 $10343 $10793 $8891 $17743 2026 $8901 $10431 $10666 $11117 $9158 $18275 2027 $9079 $10744 $10999 $11450 $9432 $18824 2028 $9261 $11066 $11342 $11794 $9715 $19388 2029 $9446 $11398 $11696 $12147 $10007 $19970

Based on Municipal Solid Waste Disposal Agreement Highlighted figures calculated by CRRA and shown in proforma dated 112608 non-highlighted figures calculated by TOW staff at an escalation

of 3 annually See Figure 1 for projected CRRA tip fees Covanta contract calls for Northeast Urban CPI less energy with floor of 175 and ceiling of 35 Based on proforma provided by CRRA on 81208

purchase price of $235 million NOTE Covanta escalations do not include any market resets or energy sharing revenues yenLow range assumes development and

opening of Franklin Ash Landfill in 2013

tt High range assumes contract with Traditional Operator (Covanta) to operate facility and escalation rate of app 30

Prepared on 1212108

Figure 1 From CRRA proforma dated 81208

$200

$190

$1BO

$170

$160

~ $150 c ~ $140

~ $130 W (]) $120 ll

ggt $110

Q $100 0shy

j $90

$80

$70

$60

$50

$40

1 _ _--~CA I Bae Ca

Connecticut Resources Recovery Authority Wallingford Resource Recovery Facility

Projected Tipping Fees

-- I Scenario 3

t J

lI

Secnau 1

~-

~ __ ~ --- Seenado5~~=--==-_-------=c---------------- ~_ ---_ ___ ~~ --rI 5cenado2e~ - _____ -_ __ _ ~ ___- --~ I

_-----------OI---~----ltc-------m=- i- Seenado 4

I

N N g g ~ ltgt

-+- Base Case

N N N N I()

~ g Cgt g g g w ltJ1 -J co

--it- Scenario 1 --Is- Scenario 2

N N N g 0 0 0 N NN

~ltD 0 N

Year

-0- Scenario 3

------ N N N 0 C) 0 N N NW U1

-11--- Scenario 4

N 0 N (J)

Scenario 1 = low electric revenue Scenario 2 =effects of recycling and population increase

Scenario 3 =Traditional Operator of Facility Scenario 4 Franklin IF in 2013 and

Scenario 5 = CRRA personnel cap does not apply

N N Cgt CJ CJN N N -J CXl (0

---It- Scenario 5

CRRA PILOT based on Year market value of $235 million 2010 $1266247 2011 $1114494 2012 $962741 2013 $810988 2014 $764235 2015 $787162 2016 $810777 2017 $835100 2018 $860153 2019 $885957 2020 $912536 2021 $939912 2022 $968110 2023 $997153 2024 $1027067 2025 $1057879 2026 $1089616 2027 $1122304 2028 $1155973 2029 $1190653

TOTAL $19559057

Table 2 Estimate of PILOT Payments

Covanta PILOT (estimate) $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000

$32000000

Covanta PILOT estimate based on fee of $1100ton and approximately 146000 tons waste accepted annually

Prepared on 1212108

COVANTA MSW DISPOSAL AGREEMENT1202108 COVANTA CRRA

ARTICLE 14 PURCHASE OPT(ON Private ownership by Covanta with an option for municipal purchase by one or more Original Participating Towns at Fair Market Value in year 20 Agreement details appraisal process

Public ownership by CRRA but no municipal ownership option (See Section 204)

ARTICLE 15 OTHER OBLIGATIONS Covanta operates scalehouse and invoice CRRA responsible for operation and OF COVANTA haulersmunicipalities maintenance of facility and ash disposal

Residue (ash) disposal by Covanta

Covanta responsible for repair maintenance and improvement of Facility

Covanta will not expand processing Policy Board approval needed for certain throughput without prior consent of Town Project additions (See Section SOB) of Wallingford

Covanta responsible for payment of Host Municipal Fee each year

If electric market rate exceeds benchmark All electric revenues are applied to project rate Towns receive pro rata share of expenses (See Section 301) 20 of difference between market and benchmark rates

2

COVANTA MSW DISPOSAL AGREEMENT 12102108 COVANTA CRRA

ARTICLE 16 POLICY BOARD Covanta will contribute to operating expense of Policy Board First-year funding will be $56000 (funding for Project Coordinator) then escalate according to agreed upon CPI

Covanta will meet quarterly with Policy

Operating expenses of Policy Board nreferenced in Agreement (Project coordinator position not mentioned in forma)

CRRA will meet periodically with Policy

ot

pro

Board Policy Board has a consultation Board Policy Board has a consultation role role (See Section 205)

-

ARTICLE 2 SOLID WASTE DELIVERY PROCEDURES amp AUTHORIZED HAULERS

ARTICLES 21 AND 22 DELIVERY PROCEDURES AND VEHICLE IDENTIFICATION

ARTICLE 23 AUTHORIZED HAULERS

Haulers regulations and procedures similar to status quo with exception of fine schedule

Municipality establishes list of Authorized Haulers Covanta to invoice Authorized Hauler(s) for Towns but Towns guarantee payment

Haulers regulations and procedures similar to status quo (See Exhibit A)

Haulers obtain permits from CRRA then from towns Towns guarantee payment

3

ftmiddotOVANTA MSW DISPOSAL LAGREEMENT 120208 COVANTA CRRA

ARTICLE 3 DISPOSAL FEES

ARTICLE 31 TIP FEE AND ANNUAL MINIMUM COMMITMENT

$65ton tip fee for Year 1 (2010) Tip fee changes based on CPI (Northeast Urban Less Energy) with floor (175) and ceiling (35) See Table 1 of accompanying document for projections

No other municipality will be offered a similar contract of 5 years or more with a lower tip fee by Covanta without extending the same to participating municipalities (most favored nation status)

Every 5 years tip fee subject to local market reset (both higher or lower) Look at up to 6 contracts of similar scope entered into within past 12 months Towns pick 3 and Covanta picks 3 contracts If parties cant agree issue goes to arbitration

Year 2010 18900 tons

Range from $6398-$11077 estimated tip fee for Year 1 (2010) however base case estimated at $6745 (See pro forma)

raquo Tip fee estimates for Year 1 based on Fair Market Value assumption of $235 million

raquo If required reserves are considered tip fee in 2010 would be approximately $7200

Yearly tip fee determined by net cost of operations (See Table 1 of accompanying document for projections)

Year 2010 estimate 43200 tons (See Exhibit E)

4

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA ARTICLE 31 TIP FEE AN D ANNUAL MINIMUM COMMITMENT (CONTINUED)

ARTICE 32 SURCHARGE FOR CHANGE-IN-LAW AND FORCE MAJEURE COSTS

Committed tonnage is adjusted annually by a formula that uses rolling averages (This will account for increased recycling that a town may achieve)

Shortfall payment required if all Towns combined do not hit five-town aggregate minimum of 66825 tons payment by Town responsible for shortfall

Covanta provides for disposal even in event of Force Majeure if commercially reasonable

Towns have the risk of paying for change-inshylaw andor Force Majeure costs

Covanta pays for initial $30000 in costs of new surcharge in each year

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax except for net income and profit taxes

Force Majeure includes occurrences beyond reasonable control acts of God a Court Order blocked access change-in-Iaw and takings

Committed tonnage is adjusted annually by a formula that uses a two-year rolling averages

Shortfall payment required when cost of operation exceeds revenue each Town invoiced for its pro rata share of total shortfall (See Section 301 (e))

Towns have the risk of paying for change-in-Iaw andor Force Majeure costs

All change-in-Iaw costs are charged to the project

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax amount (See Definitions)

5

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 33 RECORDS amp INSPECTION RIGHTS

ARTICLE 43 PRESEGREGATION amp RECYCLING

Covanta shall keep proper books and records

Covanta shall allow representative(s) of the Municipality to inspect books and records and facility upon reasonable notice

Provides for expansion of Towns recycling programs

Changes in recycling law not a change-in-Iaw event

CRRA shall keep proper books and records (See Section 401)

Subject to provisions of any Operating contract CRRA agrees to permit a representative of the Municipality to inspect during normal business hours

Definition of recyclable materials may be amended (See Definitions)

ARTICLE 54 OBLIGATION OF Town pledges full faith and credit for Town pledges full faith and credit for all THE MUNICIPALITY TO MAKE payment of all amounts pursuant to terms of amounts pursuant to terms of the PAYMENTS the agreement agreement (See Section 305)

ARTICLE 6 GOVERNMENT Routes specified in Hauler Regulations Routes specified in Hauler Regulations REGULATION

Covanta to issue citations and fines CRRA will assist Towns with enforcement of truck routes

6shy

COVANTA MSW DISPOSAL A9REEMENT 120208

ARTICLE 7 EVENTS OF FORCIS MAJEURE amp CHANGE-IN-LAW

-

ARTICLE 8 DEFAULT amp REMEDIES

OTHER

COVANTA

Covanta to make commercially reasonable efforts to provide location or facility to accept waste in the event of Force Majeure Towns will pay tip fee and additional costs

Adjustment to minimum commitment if Covanta is unable to accept waste

Contract provides for time to cure

If Covanta fails to accept waste Town has right to_go to court directly

CRRA

CRRA must dispose of waste and Towns pay the cost (See Section 201)

CRRA provides time to cure (See Section 603)

Equitable relief no right against CRRA for damages

HOST COMMUNITY BENEFITS Host benefit based on $11ton for all Host benefit based on property tax that Accepted solid waste includes personal and facility would pay escalated at real property taxes owed to Wallingford 3year

RESERVES No reserves required by contract Initial project reserves (estimated at $8000000) to be funded with current project reserves on a pro rata basis among towns (See Section 307)

7

Table 1 Estimatl~s or Projections of Tip Fees ($ton) at Wallingford Facility under Different Scenarios

Covanta CRRA CRRA Public

Purchase Base CRRA Public Purchase 175 escalation 3 escalation 350 escalation Case Range

2010 $6500 $6500 $6500 $6745 639B yen 11077tt 2011 $6614 $6695 $6728 $7109 $6752 $11735 2012 $6746 $6896 $6937 $7302 $600B $12070 2013 $6881 $7103 $7154 $7510 $6177 $12413 2014 $7019 $7316 $7377 $7797 $6423 $12B1B 2015 $7159 $7535 $7607 $8031 $6616 $13203 2016 $7302 $7761 $7845 $8272 $6814 $13599 2017 $7448 $7994 $8089 $8520 $7019 $14007 2018 $7597 $8234 $8342 $8776 $7229 $14427 2019 $7749 $8481 $8602 $9039 $7446 $14860 2020 $7904 $8735 $8870 $9310 $7669 $15305 2021 $8062 $8998 $9147 $9589 $7899 $15765 2022 $8223 $9267 $9432 $9877 $8136 $16237 2023 $8388 $9545 $9727 $10173 $8381 $16725 2024 $8556 $9832 $10030 $10479 $8632 $17226 2025 $8727 $10127 $10343 $10793 $8891 $17743 2026 $8901 $10431 $10666 $11117 $9158 $18275 2027 $9079 $10744 $10999 $11450 $9432 $18824 2028 $9261 $11066 $11342 $11794 $9715 $19388 2029 $9446 $11398 $11696 $12147 $10007 $19970

Based on Municipal Solid Waste Disposal Agreement Highlighted figures calculated by CRRA and shown in proforma dated 112608 non-highlighted figures calculated by TOW staff at an escalation

of 3 annually See Figure 1 for projected CRRA tip fees Covanta contract calls for Northeast Urban CPI less energy with floor of 175 and ceiling of 35 Based on proforma provided by CRRA on 81208

purchase price of $235 million NOTE Covanta escalations do not include any market resets or energy sharing revenues yenLow range assumes development and

opening of Franklin Ash Landfill in 2013

tt High range assumes contract with Traditional Operator (Covanta) to operate facility and escalation rate of app 30

Prepared on 1212108

Figure 1 From CRRA proforma dated 81208

$200

$190

$1BO

$170

$160

~ $150 c ~ $140

~ $130 W (]) $120 ll

ggt $110

Q $100 0shy

j $90

$80

$70

$60

$50

$40

1 _ _--~CA I Bae Ca

Connecticut Resources Recovery Authority Wallingford Resource Recovery Facility

Projected Tipping Fees

-- I Scenario 3

t J

lI

Secnau 1

~-

~ __ ~ --- Seenado5~~=--==-_-------=c---------------- ~_ ---_ ___ ~~ --rI 5cenado2e~ - _____ -_ __ _ ~ ___- --~ I

_-----------OI---~----ltc-------m=- i- Seenado 4

I

N N g g ~ ltgt

-+- Base Case

N N N N I()

~ g Cgt g g g w ltJ1 -J co

--it- Scenario 1 --Is- Scenario 2

N N N g 0 0 0 N NN

~ltD 0 N

Year

-0- Scenario 3

------ N N N 0 C) 0 N N NW U1

-11--- Scenario 4

N 0 N (J)

Scenario 1 = low electric revenue Scenario 2 =effects of recycling and population increase

Scenario 3 =Traditional Operator of Facility Scenario 4 Franklin IF in 2013 and

Scenario 5 = CRRA personnel cap does not apply

N N Cgt CJ CJN N N -J CXl (0

---It- Scenario 5

CRRA PILOT based on Year market value of $235 million 2010 $1266247 2011 $1114494 2012 $962741 2013 $810988 2014 $764235 2015 $787162 2016 $810777 2017 $835100 2018 $860153 2019 $885957 2020 $912536 2021 $939912 2022 $968110 2023 $997153 2024 $1027067 2025 $1057879 2026 $1089616 2027 $1122304 2028 $1155973 2029 $1190653

TOTAL $19559057

Table 2 Estimate of PILOT Payments

Covanta PILOT (estimate) $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000

$32000000

Covanta PILOT estimate based on fee of $1100ton and approximately 146000 tons waste accepted annually

Prepared on 1212108

COVANTA MSW DISPOSAL AGREEMENT 12102108 COVANTA CRRA

ARTICLE 16 POLICY BOARD Covanta will contribute to operating expense of Policy Board First-year funding will be $56000 (funding for Project Coordinator) then escalate according to agreed upon CPI

Covanta will meet quarterly with Policy

Operating expenses of Policy Board nreferenced in Agreement (Project coordinator position not mentioned in forma)

CRRA will meet periodically with Policy

ot

pro

Board Policy Board has a consultation Board Policy Board has a consultation role role (See Section 205)

-

ARTICLE 2 SOLID WASTE DELIVERY PROCEDURES amp AUTHORIZED HAULERS

ARTICLES 21 AND 22 DELIVERY PROCEDURES AND VEHICLE IDENTIFICATION

ARTICLE 23 AUTHORIZED HAULERS

Haulers regulations and procedures similar to status quo with exception of fine schedule

Municipality establishes list of Authorized Haulers Covanta to invoice Authorized Hauler(s) for Towns but Towns guarantee payment

Haulers regulations and procedures similar to status quo (See Exhibit A)

Haulers obtain permits from CRRA then from towns Towns guarantee payment

3

ftmiddotOVANTA MSW DISPOSAL LAGREEMENT 120208 COVANTA CRRA

ARTICLE 3 DISPOSAL FEES

ARTICLE 31 TIP FEE AND ANNUAL MINIMUM COMMITMENT

$65ton tip fee for Year 1 (2010) Tip fee changes based on CPI (Northeast Urban Less Energy) with floor (175) and ceiling (35) See Table 1 of accompanying document for projections

No other municipality will be offered a similar contract of 5 years or more with a lower tip fee by Covanta without extending the same to participating municipalities (most favored nation status)

Every 5 years tip fee subject to local market reset (both higher or lower) Look at up to 6 contracts of similar scope entered into within past 12 months Towns pick 3 and Covanta picks 3 contracts If parties cant agree issue goes to arbitration

Year 2010 18900 tons

Range from $6398-$11077 estimated tip fee for Year 1 (2010) however base case estimated at $6745 (See pro forma)

raquo Tip fee estimates for Year 1 based on Fair Market Value assumption of $235 million

raquo If required reserves are considered tip fee in 2010 would be approximately $7200

Yearly tip fee determined by net cost of operations (See Table 1 of accompanying document for projections)

Year 2010 estimate 43200 tons (See Exhibit E)

4

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA ARTICLE 31 TIP FEE AN D ANNUAL MINIMUM COMMITMENT (CONTINUED)

ARTICE 32 SURCHARGE FOR CHANGE-IN-LAW AND FORCE MAJEURE COSTS

Committed tonnage is adjusted annually by a formula that uses rolling averages (This will account for increased recycling that a town may achieve)

Shortfall payment required if all Towns combined do not hit five-town aggregate minimum of 66825 tons payment by Town responsible for shortfall

Covanta provides for disposal even in event of Force Majeure if commercially reasonable

Towns have the risk of paying for change-inshylaw andor Force Majeure costs

Covanta pays for initial $30000 in costs of new surcharge in each year

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax except for net income and profit taxes

Force Majeure includes occurrences beyond reasonable control acts of God a Court Order blocked access change-in-Iaw and takings

Committed tonnage is adjusted annually by a formula that uses a two-year rolling averages

Shortfall payment required when cost of operation exceeds revenue each Town invoiced for its pro rata share of total shortfall (See Section 301 (e))

Towns have the risk of paying for change-in-Iaw andor Force Majeure costs

All change-in-Iaw costs are charged to the project

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax amount (See Definitions)

5

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 33 RECORDS amp INSPECTION RIGHTS

ARTICLE 43 PRESEGREGATION amp RECYCLING

Covanta shall keep proper books and records

Covanta shall allow representative(s) of the Municipality to inspect books and records and facility upon reasonable notice

Provides for expansion of Towns recycling programs

Changes in recycling law not a change-in-Iaw event

CRRA shall keep proper books and records (See Section 401)

Subject to provisions of any Operating contract CRRA agrees to permit a representative of the Municipality to inspect during normal business hours

Definition of recyclable materials may be amended (See Definitions)

ARTICLE 54 OBLIGATION OF Town pledges full faith and credit for Town pledges full faith and credit for all THE MUNICIPALITY TO MAKE payment of all amounts pursuant to terms of amounts pursuant to terms of the PAYMENTS the agreement agreement (See Section 305)

ARTICLE 6 GOVERNMENT Routes specified in Hauler Regulations Routes specified in Hauler Regulations REGULATION

Covanta to issue citations and fines CRRA will assist Towns with enforcement of truck routes

6shy

COVANTA MSW DISPOSAL A9REEMENT 120208

ARTICLE 7 EVENTS OF FORCIS MAJEURE amp CHANGE-IN-LAW

-

ARTICLE 8 DEFAULT amp REMEDIES

OTHER

COVANTA

Covanta to make commercially reasonable efforts to provide location or facility to accept waste in the event of Force Majeure Towns will pay tip fee and additional costs

Adjustment to minimum commitment if Covanta is unable to accept waste

Contract provides for time to cure

If Covanta fails to accept waste Town has right to_go to court directly

CRRA

CRRA must dispose of waste and Towns pay the cost (See Section 201)

CRRA provides time to cure (See Section 603)

Equitable relief no right against CRRA for damages

HOST COMMUNITY BENEFITS Host benefit based on $11ton for all Host benefit based on property tax that Accepted solid waste includes personal and facility would pay escalated at real property taxes owed to Wallingford 3year

RESERVES No reserves required by contract Initial project reserves (estimated at $8000000) to be funded with current project reserves on a pro rata basis among towns (See Section 307)

7

Table 1 Estimatl~s or Projections of Tip Fees ($ton) at Wallingford Facility under Different Scenarios

Covanta CRRA CRRA Public

Purchase Base CRRA Public Purchase 175 escalation 3 escalation 350 escalation Case Range

2010 $6500 $6500 $6500 $6745 639B yen 11077tt 2011 $6614 $6695 $6728 $7109 $6752 $11735 2012 $6746 $6896 $6937 $7302 $600B $12070 2013 $6881 $7103 $7154 $7510 $6177 $12413 2014 $7019 $7316 $7377 $7797 $6423 $12B1B 2015 $7159 $7535 $7607 $8031 $6616 $13203 2016 $7302 $7761 $7845 $8272 $6814 $13599 2017 $7448 $7994 $8089 $8520 $7019 $14007 2018 $7597 $8234 $8342 $8776 $7229 $14427 2019 $7749 $8481 $8602 $9039 $7446 $14860 2020 $7904 $8735 $8870 $9310 $7669 $15305 2021 $8062 $8998 $9147 $9589 $7899 $15765 2022 $8223 $9267 $9432 $9877 $8136 $16237 2023 $8388 $9545 $9727 $10173 $8381 $16725 2024 $8556 $9832 $10030 $10479 $8632 $17226 2025 $8727 $10127 $10343 $10793 $8891 $17743 2026 $8901 $10431 $10666 $11117 $9158 $18275 2027 $9079 $10744 $10999 $11450 $9432 $18824 2028 $9261 $11066 $11342 $11794 $9715 $19388 2029 $9446 $11398 $11696 $12147 $10007 $19970

Based on Municipal Solid Waste Disposal Agreement Highlighted figures calculated by CRRA and shown in proforma dated 112608 non-highlighted figures calculated by TOW staff at an escalation

of 3 annually See Figure 1 for projected CRRA tip fees Covanta contract calls for Northeast Urban CPI less energy with floor of 175 and ceiling of 35 Based on proforma provided by CRRA on 81208

purchase price of $235 million NOTE Covanta escalations do not include any market resets or energy sharing revenues yenLow range assumes development and

opening of Franklin Ash Landfill in 2013

tt High range assumes contract with Traditional Operator (Covanta) to operate facility and escalation rate of app 30

Prepared on 1212108

Figure 1 From CRRA proforma dated 81208

$200

$190

$1BO

$170

$160

~ $150 c ~ $140

~ $130 W (]) $120 ll

ggt $110

Q $100 0shy

j $90

$80

$70

$60

$50

$40

1 _ _--~CA I Bae Ca

Connecticut Resources Recovery Authority Wallingford Resource Recovery Facility

Projected Tipping Fees

-- I Scenario 3

t J

lI

Secnau 1

~-

~ __ ~ --- Seenado5~~=--==-_-------=c---------------- ~_ ---_ ___ ~~ --rI 5cenado2e~ - _____ -_ __ _ ~ ___- --~ I

_-----------OI---~----ltc-------m=- i- Seenado 4

I

N N g g ~ ltgt

-+- Base Case

N N N N I()

~ g Cgt g g g w ltJ1 -J co

--it- Scenario 1 --Is- Scenario 2

N N N g 0 0 0 N NN

~ltD 0 N

Year

-0- Scenario 3

------ N N N 0 C) 0 N N NW U1

-11--- Scenario 4

N 0 N (J)

Scenario 1 = low electric revenue Scenario 2 =effects of recycling and population increase

Scenario 3 =Traditional Operator of Facility Scenario 4 Franklin IF in 2013 and

Scenario 5 = CRRA personnel cap does not apply

N N Cgt CJ CJN N N -J CXl (0

---It- Scenario 5

CRRA PILOT based on Year market value of $235 million 2010 $1266247 2011 $1114494 2012 $962741 2013 $810988 2014 $764235 2015 $787162 2016 $810777 2017 $835100 2018 $860153 2019 $885957 2020 $912536 2021 $939912 2022 $968110 2023 $997153 2024 $1027067 2025 $1057879 2026 $1089616 2027 $1122304 2028 $1155973 2029 $1190653

TOTAL $19559057

Table 2 Estimate of PILOT Payments

Covanta PILOT (estimate) $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000

$32000000

Covanta PILOT estimate based on fee of $1100ton and approximately 146000 tons waste accepted annually

Prepared on 1212108

ftmiddotOVANTA MSW DISPOSAL LAGREEMENT 120208 COVANTA CRRA

ARTICLE 3 DISPOSAL FEES

ARTICLE 31 TIP FEE AND ANNUAL MINIMUM COMMITMENT

$65ton tip fee for Year 1 (2010) Tip fee changes based on CPI (Northeast Urban Less Energy) with floor (175) and ceiling (35) See Table 1 of accompanying document for projections

No other municipality will be offered a similar contract of 5 years or more with a lower tip fee by Covanta without extending the same to participating municipalities (most favored nation status)

Every 5 years tip fee subject to local market reset (both higher or lower) Look at up to 6 contracts of similar scope entered into within past 12 months Towns pick 3 and Covanta picks 3 contracts If parties cant agree issue goes to arbitration

Year 2010 18900 tons

Range from $6398-$11077 estimated tip fee for Year 1 (2010) however base case estimated at $6745 (See pro forma)

raquo Tip fee estimates for Year 1 based on Fair Market Value assumption of $235 million

raquo If required reserves are considered tip fee in 2010 would be approximately $7200

Yearly tip fee determined by net cost of operations (See Table 1 of accompanying document for projections)

Year 2010 estimate 43200 tons (See Exhibit E)

4

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA ARTICLE 31 TIP FEE AN D ANNUAL MINIMUM COMMITMENT (CONTINUED)

ARTICE 32 SURCHARGE FOR CHANGE-IN-LAW AND FORCE MAJEURE COSTS

Committed tonnage is adjusted annually by a formula that uses rolling averages (This will account for increased recycling that a town may achieve)

Shortfall payment required if all Towns combined do not hit five-town aggregate minimum of 66825 tons payment by Town responsible for shortfall

Covanta provides for disposal even in event of Force Majeure if commercially reasonable

Towns have the risk of paying for change-inshylaw andor Force Majeure costs

Covanta pays for initial $30000 in costs of new surcharge in each year

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax except for net income and profit taxes

Force Majeure includes occurrences beyond reasonable control acts of God a Court Order blocked access change-in-Iaw and takings

Committed tonnage is adjusted annually by a formula that uses a two-year rolling averages

Shortfall payment required when cost of operation exceeds revenue each Town invoiced for its pro rata share of total shortfall (See Section 301 (e))

Towns have the risk of paying for change-in-Iaw andor Force Majeure costs

All change-in-Iaw costs are charged to the project

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax amount (See Definitions)

5

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 33 RECORDS amp INSPECTION RIGHTS

ARTICLE 43 PRESEGREGATION amp RECYCLING

Covanta shall keep proper books and records

Covanta shall allow representative(s) of the Municipality to inspect books and records and facility upon reasonable notice

Provides for expansion of Towns recycling programs

Changes in recycling law not a change-in-Iaw event

CRRA shall keep proper books and records (See Section 401)

Subject to provisions of any Operating contract CRRA agrees to permit a representative of the Municipality to inspect during normal business hours

Definition of recyclable materials may be amended (See Definitions)

ARTICLE 54 OBLIGATION OF Town pledges full faith and credit for Town pledges full faith and credit for all THE MUNICIPALITY TO MAKE payment of all amounts pursuant to terms of amounts pursuant to terms of the PAYMENTS the agreement agreement (See Section 305)

ARTICLE 6 GOVERNMENT Routes specified in Hauler Regulations Routes specified in Hauler Regulations REGULATION

Covanta to issue citations and fines CRRA will assist Towns with enforcement of truck routes

6shy

COVANTA MSW DISPOSAL A9REEMENT 120208

ARTICLE 7 EVENTS OF FORCIS MAJEURE amp CHANGE-IN-LAW

-

ARTICLE 8 DEFAULT amp REMEDIES

OTHER

COVANTA

Covanta to make commercially reasonable efforts to provide location or facility to accept waste in the event of Force Majeure Towns will pay tip fee and additional costs

Adjustment to minimum commitment if Covanta is unable to accept waste

Contract provides for time to cure

If Covanta fails to accept waste Town has right to_go to court directly

CRRA

CRRA must dispose of waste and Towns pay the cost (See Section 201)

CRRA provides time to cure (See Section 603)

Equitable relief no right against CRRA for damages

HOST COMMUNITY BENEFITS Host benefit based on $11ton for all Host benefit based on property tax that Accepted solid waste includes personal and facility would pay escalated at real property taxes owed to Wallingford 3year

RESERVES No reserves required by contract Initial project reserves (estimated at $8000000) to be funded with current project reserves on a pro rata basis among towns (See Section 307)

7

Table 1 Estimatl~s or Projections of Tip Fees ($ton) at Wallingford Facility under Different Scenarios

Covanta CRRA CRRA Public

Purchase Base CRRA Public Purchase 175 escalation 3 escalation 350 escalation Case Range

2010 $6500 $6500 $6500 $6745 639B yen 11077tt 2011 $6614 $6695 $6728 $7109 $6752 $11735 2012 $6746 $6896 $6937 $7302 $600B $12070 2013 $6881 $7103 $7154 $7510 $6177 $12413 2014 $7019 $7316 $7377 $7797 $6423 $12B1B 2015 $7159 $7535 $7607 $8031 $6616 $13203 2016 $7302 $7761 $7845 $8272 $6814 $13599 2017 $7448 $7994 $8089 $8520 $7019 $14007 2018 $7597 $8234 $8342 $8776 $7229 $14427 2019 $7749 $8481 $8602 $9039 $7446 $14860 2020 $7904 $8735 $8870 $9310 $7669 $15305 2021 $8062 $8998 $9147 $9589 $7899 $15765 2022 $8223 $9267 $9432 $9877 $8136 $16237 2023 $8388 $9545 $9727 $10173 $8381 $16725 2024 $8556 $9832 $10030 $10479 $8632 $17226 2025 $8727 $10127 $10343 $10793 $8891 $17743 2026 $8901 $10431 $10666 $11117 $9158 $18275 2027 $9079 $10744 $10999 $11450 $9432 $18824 2028 $9261 $11066 $11342 $11794 $9715 $19388 2029 $9446 $11398 $11696 $12147 $10007 $19970

Based on Municipal Solid Waste Disposal Agreement Highlighted figures calculated by CRRA and shown in proforma dated 112608 non-highlighted figures calculated by TOW staff at an escalation

of 3 annually See Figure 1 for projected CRRA tip fees Covanta contract calls for Northeast Urban CPI less energy with floor of 175 and ceiling of 35 Based on proforma provided by CRRA on 81208

purchase price of $235 million NOTE Covanta escalations do not include any market resets or energy sharing revenues yenLow range assumes development and

opening of Franklin Ash Landfill in 2013

tt High range assumes contract with Traditional Operator (Covanta) to operate facility and escalation rate of app 30

Prepared on 1212108

Figure 1 From CRRA proforma dated 81208

$200

$190

$1BO

$170

$160

~ $150 c ~ $140

~ $130 W (]) $120 ll

ggt $110

Q $100 0shy

j $90

$80

$70

$60

$50

$40

1 _ _--~CA I Bae Ca

Connecticut Resources Recovery Authority Wallingford Resource Recovery Facility

Projected Tipping Fees

-- I Scenario 3

t J

lI

Secnau 1

~-

~ __ ~ --- Seenado5~~=--==-_-------=c---------------- ~_ ---_ ___ ~~ --rI 5cenado2e~ - _____ -_ __ _ ~ ___- --~ I

_-----------OI---~----ltc-------m=- i- Seenado 4

I

N N g g ~ ltgt

-+- Base Case

N N N N I()

~ g Cgt g g g w ltJ1 -J co

--it- Scenario 1 --Is- Scenario 2

N N N g 0 0 0 N NN

~ltD 0 N

Year

-0- Scenario 3

------ N N N 0 C) 0 N N NW U1

-11--- Scenario 4

N 0 N (J)

Scenario 1 = low electric revenue Scenario 2 =effects of recycling and population increase

Scenario 3 =Traditional Operator of Facility Scenario 4 Franklin IF in 2013 and

Scenario 5 = CRRA personnel cap does not apply

N N Cgt CJ CJN N N -J CXl (0

---It- Scenario 5

CRRA PILOT based on Year market value of $235 million 2010 $1266247 2011 $1114494 2012 $962741 2013 $810988 2014 $764235 2015 $787162 2016 $810777 2017 $835100 2018 $860153 2019 $885957 2020 $912536 2021 $939912 2022 $968110 2023 $997153 2024 $1027067 2025 $1057879 2026 $1089616 2027 $1122304 2028 $1155973 2029 $1190653

TOTAL $19559057

Table 2 Estimate of PILOT Payments

Covanta PILOT (estimate) $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000

$32000000

Covanta PILOT estimate based on fee of $1100ton and approximately 146000 tons waste accepted annually

Prepared on 1212108

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA ARTICLE 31 TIP FEE AN D ANNUAL MINIMUM COMMITMENT (CONTINUED)

ARTICE 32 SURCHARGE FOR CHANGE-IN-LAW AND FORCE MAJEURE COSTS

Committed tonnage is adjusted annually by a formula that uses rolling averages (This will account for increased recycling that a town may achieve)

Shortfall payment required if all Towns combined do not hit five-town aggregate minimum of 66825 tons payment by Town responsible for shortfall

Covanta provides for disposal even in event of Force Majeure if commercially reasonable

Towns have the risk of paying for change-inshylaw andor Force Majeure costs

Covanta pays for initial $30000 in costs of new surcharge in each year

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax except for net income and profit taxes

Force Majeure includes occurrences beyond reasonable control acts of God a Court Order blocked access change-in-Iaw and takings

Committed tonnage is adjusted annually by a formula that uses a two-year rolling averages

Shortfall payment required when cost of operation exceeds revenue each Town invoiced for its pro rata share of total shortfall (See Section 301 (e))

Towns have the risk of paying for change-in-Iaw andor Force Majeure costs

All change-in-Iaw costs are charged to the project

Change-in-Iaw is a new law change in permit terminationdenial of permit or change in tax amount (See Definitions)

5

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 33 RECORDS amp INSPECTION RIGHTS

ARTICLE 43 PRESEGREGATION amp RECYCLING

Covanta shall keep proper books and records

Covanta shall allow representative(s) of the Municipality to inspect books and records and facility upon reasonable notice

Provides for expansion of Towns recycling programs

Changes in recycling law not a change-in-Iaw event

CRRA shall keep proper books and records (See Section 401)

Subject to provisions of any Operating contract CRRA agrees to permit a representative of the Municipality to inspect during normal business hours

Definition of recyclable materials may be amended (See Definitions)

ARTICLE 54 OBLIGATION OF Town pledges full faith and credit for Town pledges full faith and credit for all THE MUNICIPALITY TO MAKE payment of all amounts pursuant to terms of amounts pursuant to terms of the PAYMENTS the agreement agreement (See Section 305)

ARTICLE 6 GOVERNMENT Routes specified in Hauler Regulations Routes specified in Hauler Regulations REGULATION

Covanta to issue citations and fines CRRA will assist Towns with enforcement of truck routes

6shy

COVANTA MSW DISPOSAL A9REEMENT 120208

ARTICLE 7 EVENTS OF FORCIS MAJEURE amp CHANGE-IN-LAW

-

ARTICLE 8 DEFAULT amp REMEDIES

OTHER

COVANTA

Covanta to make commercially reasonable efforts to provide location or facility to accept waste in the event of Force Majeure Towns will pay tip fee and additional costs

Adjustment to minimum commitment if Covanta is unable to accept waste

Contract provides for time to cure

If Covanta fails to accept waste Town has right to_go to court directly

CRRA

CRRA must dispose of waste and Towns pay the cost (See Section 201)

CRRA provides time to cure (See Section 603)

Equitable relief no right against CRRA for damages

HOST COMMUNITY BENEFITS Host benefit based on $11ton for all Host benefit based on property tax that Accepted solid waste includes personal and facility would pay escalated at real property taxes owed to Wallingford 3year

RESERVES No reserves required by contract Initial project reserves (estimated at $8000000) to be funded with current project reserves on a pro rata basis among towns (See Section 307)

7

Table 1 Estimatl~s or Projections of Tip Fees ($ton) at Wallingford Facility under Different Scenarios

Covanta CRRA CRRA Public

Purchase Base CRRA Public Purchase 175 escalation 3 escalation 350 escalation Case Range

2010 $6500 $6500 $6500 $6745 639B yen 11077tt 2011 $6614 $6695 $6728 $7109 $6752 $11735 2012 $6746 $6896 $6937 $7302 $600B $12070 2013 $6881 $7103 $7154 $7510 $6177 $12413 2014 $7019 $7316 $7377 $7797 $6423 $12B1B 2015 $7159 $7535 $7607 $8031 $6616 $13203 2016 $7302 $7761 $7845 $8272 $6814 $13599 2017 $7448 $7994 $8089 $8520 $7019 $14007 2018 $7597 $8234 $8342 $8776 $7229 $14427 2019 $7749 $8481 $8602 $9039 $7446 $14860 2020 $7904 $8735 $8870 $9310 $7669 $15305 2021 $8062 $8998 $9147 $9589 $7899 $15765 2022 $8223 $9267 $9432 $9877 $8136 $16237 2023 $8388 $9545 $9727 $10173 $8381 $16725 2024 $8556 $9832 $10030 $10479 $8632 $17226 2025 $8727 $10127 $10343 $10793 $8891 $17743 2026 $8901 $10431 $10666 $11117 $9158 $18275 2027 $9079 $10744 $10999 $11450 $9432 $18824 2028 $9261 $11066 $11342 $11794 $9715 $19388 2029 $9446 $11398 $11696 $12147 $10007 $19970

Based on Municipal Solid Waste Disposal Agreement Highlighted figures calculated by CRRA and shown in proforma dated 112608 non-highlighted figures calculated by TOW staff at an escalation

of 3 annually See Figure 1 for projected CRRA tip fees Covanta contract calls for Northeast Urban CPI less energy with floor of 175 and ceiling of 35 Based on proforma provided by CRRA on 81208

purchase price of $235 million NOTE Covanta escalations do not include any market resets or energy sharing revenues yenLow range assumes development and

opening of Franklin Ash Landfill in 2013

tt High range assumes contract with Traditional Operator (Covanta) to operate facility and escalation rate of app 30

Prepared on 1212108

Figure 1 From CRRA proforma dated 81208

$200

$190

$1BO

$170

$160

~ $150 c ~ $140

~ $130 W (]) $120 ll

ggt $110

Q $100 0shy

j $90

$80

$70

$60

$50

$40

1 _ _--~CA I Bae Ca

Connecticut Resources Recovery Authority Wallingford Resource Recovery Facility

Projected Tipping Fees

-- I Scenario 3

t J

lI

Secnau 1

~-

~ __ ~ --- Seenado5~~=--==-_-------=c---------------- ~_ ---_ ___ ~~ --rI 5cenado2e~ - _____ -_ __ _ ~ ___- --~ I

_-----------OI---~----ltc-------m=- i- Seenado 4

I

N N g g ~ ltgt

-+- Base Case

N N N N I()

~ g Cgt g g g w ltJ1 -J co

--it- Scenario 1 --Is- Scenario 2

N N N g 0 0 0 N NN

~ltD 0 N

Year

-0- Scenario 3

------ N N N 0 C) 0 N N NW U1

-11--- Scenario 4

N 0 N (J)

Scenario 1 = low electric revenue Scenario 2 =effects of recycling and population increase

Scenario 3 =Traditional Operator of Facility Scenario 4 Franklin IF in 2013 and

Scenario 5 = CRRA personnel cap does not apply

N N Cgt CJ CJN N N -J CXl (0

---It- Scenario 5

CRRA PILOT based on Year market value of $235 million 2010 $1266247 2011 $1114494 2012 $962741 2013 $810988 2014 $764235 2015 $787162 2016 $810777 2017 $835100 2018 $860153 2019 $885957 2020 $912536 2021 $939912 2022 $968110 2023 $997153 2024 $1027067 2025 $1057879 2026 $1089616 2027 $1122304 2028 $1155973 2029 $1190653

TOTAL $19559057

Table 2 Estimate of PILOT Payments

Covanta PILOT (estimate) $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000

$32000000

Covanta PILOT estimate based on fee of $1100ton and approximately 146000 tons waste accepted annually

Prepared on 1212108

COVANTA MSW DISPOSAL AGREEMENT 120208 COVANTA CRRA

ARTICLE 33 RECORDS amp INSPECTION RIGHTS

ARTICLE 43 PRESEGREGATION amp RECYCLING

Covanta shall keep proper books and records

Covanta shall allow representative(s) of the Municipality to inspect books and records and facility upon reasonable notice

Provides for expansion of Towns recycling programs

Changes in recycling law not a change-in-Iaw event

CRRA shall keep proper books and records (See Section 401)

Subject to provisions of any Operating contract CRRA agrees to permit a representative of the Municipality to inspect during normal business hours

Definition of recyclable materials may be amended (See Definitions)

ARTICLE 54 OBLIGATION OF Town pledges full faith and credit for Town pledges full faith and credit for all THE MUNICIPALITY TO MAKE payment of all amounts pursuant to terms of amounts pursuant to terms of the PAYMENTS the agreement agreement (See Section 305)

ARTICLE 6 GOVERNMENT Routes specified in Hauler Regulations Routes specified in Hauler Regulations REGULATION

Covanta to issue citations and fines CRRA will assist Towns with enforcement of truck routes

6shy

COVANTA MSW DISPOSAL A9REEMENT 120208

ARTICLE 7 EVENTS OF FORCIS MAJEURE amp CHANGE-IN-LAW

-

ARTICLE 8 DEFAULT amp REMEDIES

OTHER

COVANTA

Covanta to make commercially reasonable efforts to provide location or facility to accept waste in the event of Force Majeure Towns will pay tip fee and additional costs

Adjustment to minimum commitment if Covanta is unable to accept waste

Contract provides for time to cure

If Covanta fails to accept waste Town has right to_go to court directly

CRRA

CRRA must dispose of waste and Towns pay the cost (See Section 201)

CRRA provides time to cure (See Section 603)

Equitable relief no right against CRRA for damages

HOST COMMUNITY BENEFITS Host benefit based on $11ton for all Host benefit based on property tax that Accepted solid waste includes personal and facility would pay escalated at real property taxes owed to Wallingford 3year

RESERVES No reserves required by contract Initial project reserves (estimated at $8000000) to be funded with current project reserves on a pro rata basis among towns (See Section 307)

7

Table 1 Estimatl~s or Projections of Tip Fees ($ton) at Wallingford Facility under Different Scenarios

Covanta CRRA CRRA Public

Purchase Base CRRA Public Purchase 175 escalation 3 escalation 350 escalation Case Range

2010 $6500 $6500 $6500 $6745 639B yen 11077tt 2011 $6614 $6695 $6728 $7109 $6752 $11735 2012 $6746 $6896 $6937 $7302 $600B $12070 2013 $6881 $7103 $7154 $7510 $6177 $12413 2014 $7019 $7316 $7377 $7797 $6423 $12B1B 2015 $7159 $7535 $7607 $8031 $6616 $13203 2016 $7302 $7761 $7845 $8272 $6814 $13599 2017 $7448 $7994 $8089 $8520 $7019 $14007 2018 $7597 $8234 $8342 $8776 $7229 $14427 2019 $7749 $8481 $8602 $9039 $7446 $14860 2020 $7904 $8735 $8870 $9310 $7669 $15305 2021 $8062 $8998 $9147 $9589 $7899 $15765 2022 $8223 $9267 $9432 $9877 $8136 $16237 2023 $8388 $9545 $9727 $10173 $8381 $16725 2024 $8556 $9832 $10030 $10479 $8632 $17226 2025 $8727 $10127 $10343 $10793 $8891 $17743 2026 $8901 $10431 $10666 $11117 $9158 $18275 2027 $9079 $10744 $10999 $11450 $9432 $18824 2028 $9261 $11066 $11342 $11794 $9715 $19388 2029 $9446 $11398 $11696 $12147 $10007 $19970

Based on Municipal Solid Waste Disposal Agreement Highlighted figures calculated by CRRA and shown in proforma dated 112608 non-highlighted figures calculated by TOW staff at an escalation

of 3 annually See Figure 1 for projected CRRA tip fees Covanta contract calls for Northeast Urban CPI less energy with floor of 175 and ceiling of 35 Based on proforma provided by CRRA on 81208

purchase price of $235 million NOTE Covanta escalations do not include any market resets or energy sharing revenues yenLow range assumes development and

opening of Franklin Ash Landfill in 2013

tt High range assumes contract with Traditional Operator (Covanta) to operate facility and escalation rate of app 30

Prepared on 1212108

Figure 1 From CRRA proforma dated 81208

$200

$190

$1BO

$170

$160

~ $150 c ~ $140

~ $130 W (]) $120 ll

ggt $110

Q $100 0shy

j $90

$80

$70

$60

$50

$40

1 _ _--~CA I Bae Ca

Connecticut Resources Recovery Authority Wallingford Resource Recovery Facility

Projected Tipping Fees

-- I Scenario 3

t J

lI

Secnau 1

~-

~ __ ~ --- Seenado5~~=--==-_-------=c---------------- ~_ ---_ ___ ~~ --rI 5cenado2e~ - _____ -_ __ _ ~ ___- --~ I

_-----------OI---~----ltc-------m=- i- Seenado 4

I

N N g g ~ ltgt

-+- Base Case

N N N N I()

~ g Cgt g g g w ltJ1 -J co

--it- Scenario 1 --Is- Scenario 2

N N N g 0 0 0 N NN

~ltD 0 N

Year

-0- Scenario 3

------ N N N 0 C) 0 N N NW U1

-11--- Scenario 4

N 0 N (J)

Scenario 1 = low electric revenue Scenario 2 =effects of recycling and population increase

Scenario 3 =Traditional Operator of Facility Scenario 4 Franklin IF in 2013 and

Scenario 5 = CRRA personnel cap does not apply

N N Cgt CJ CJN N N -J CXl (0

---It- Scenario 5

CRRA PILOT based on Year market value of $235 million 2010 $1266247 2011 $1114494 2012 $962741 2013 $810988 2014 $764235 2015 $787162 2016 $810777 2017 $835100 2018 $860153 2019 $885957 2020 $912536 2021 $939912 2022 $968110 2023 $997153 2024 $1027067 2025 $1057879 2026 $1089616 2027 $1122304 2028 $1155973 2029 $1190653

TOTAL $19559057

Table 2 Estimate of PILOT Payments

Covanta PILOT (estimate) $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000

$32000000

Covanta PILOT estimate based on fee of $1100ton and approximately 146000 tons waste accepted annually

Prepared on 1212108

COVANTA MSW DISPOSAL A9REEMENT 120208

ARTICLE 7 EVENTS OF FORCIS MAJEURE amp CHANGE-IN-LAW

-

ARTICLE 8 DEFAULT amp REMEDIES

OTHER

COVANTA

Covanta to make commercially reasonable efforts to provide location or facility to accept waste in the event of Force Majeure Towns will pay tip fee and additional costs

Adjustment to minimum commitment if Covanta is unable to accept waste

Contract provides for time to cure

If Covanta fails to accept waste Town has right to_go to court directly

CRRA

CRRA must dispose of waste and Towns pay the cost (See Section 201)

CRRA provides time to cure (See Section 603)

Equitable relief no right against CRRA for damages

HOST COMMUNITY BENEFITS Host benefit based on $11ton for all Host benefit based on property tax that Accepted solid waste includes personal and facility would pay escalated at real property taxes owed to Wallingford 3year

RESERVES No reserves required by contract Initial project reserves (estimated at $8000000) to be funded with current project reserves on a pro rata basis among towns (See Section 307)

7

Table 1 Estimatl~s or Projections of Tip Fees ($ton) at Wallingford Facility under Different Scenarios

Covanta CRRA CRRA Public

Purchase Base CRRA Public Purchase 175 escalation 3 escalation 350 escalation Case Range

2010 $6500 $6500 $6500 $6745 639B yen 11077tt 2011 $6614 $6695 $6728 $7109 $6752 $11735 2012 $6746 $6896 $6937 $7302 $600B $12070 2013 $6881 $7103 $7154 $7510 $6177 $12413 2014 $7019 $7316 $7377 $7797 $6423 $12B1B 2015 $7159 $7535 $7607 $8031 $6616 $13203 2016 $7302 $7761 $7845 $8272 $6814 $13599 2017 $7448 $7994 $8089 $8520 $7019 $14007 2018 $7597 $8234 $8342 $8776 $7229 $14427 2019 $7749 $8481 $8602 $9039 $7446 $14860 2020 $7904 $8735 $8870 $9310 $7669 $15305 2021 $8062 $8998 $9147 $9589 $7899 $15765 2022 $8223 $9267 $9432 $9877 $8136 $16237 2023 $8388 $9545 $9727 $10173 $8381 $16725 2024 $8556 $9832 $10030 $10479 $8632 $17226 2025 $8727 $10127 $10343 $10793 $8891 $17743 2026 $8901 $10431 $10666 $11117 $9158 $18275 2027 $9079 $10744 $10999 $11450 $9432 $18824 2028 $9261 $11066 $11342 $11794 $9715 $19388 2029 $9446 $11398 $11696 $12147 $10007 $19970

Based on Municipal Solid Waste Disposal Agreement Highlighted figures calculated by CRRA and shown in proforma dated 112608 non-highlighted figures calculated by TOW staff at an escalation

of 3 annually See Figure 1 for projected CRRA tip fees Covanta contract calls for Northeast Urban CPI less energy with floor of 175 and ceiling of 35 Based on proforma provided by CRRA on 81208

purchase price of $235 million NOTE Covanta escalations do not include any market resets or energy sharing revenues yenLow range assumes development and

opening of Franklin Ash Landfill in 2013

tt High range assumes contract with Traditional Operator (Covanta) to operate facility and escalation rate of app 30

Prepared on 1212108

Figure 1 From CRRA proforma dated 81208

$200

$190

$1BO

$170

$160

~ $150 c ~ $140

~ $130 W (]) $120 ll

ggt $110

Q $100 0shy

j $90

$80

$70

$60

$50

$40

1 _ _--~CA I Bae Ca

Connecticut Resources Recovery Authority Wallingford Resource Recovery Facility

Projected Tipping Fees

-- I Scenario 3

t J

lI

Secnau 1

~-

~ __ ~ --- Seenado5~~=--==-_-------=c---------------- ~_ ---_ ___ ~~ --rI 5cenado2e~ - _____ -_ __ _ ~ ___- --~ I

_-----------OI---~----ltc-------m=- i- Seenado 4

I

N N g g ~ ltgt

-+- Base Case

N N N N I()

~ g Cgt g g g w ltJ1 -J co

--it- Scenario 1 --Is- Scenario 2

N N N g 0 0 0 N NN

~ltD 0 N

Year

-0- Scenario 3

------ N N N 0 C) 0 N N NW U1

-11--- Scenario 4

N 0 N (J)

Scenario 1 = low electric revenue Scenario 2 =effects of recycling and population increase

Scenario 3 =Traditional Operator of Facility Scenario 4 Franklin IF in 2013 and

Scenario 5 = CRRA personnel cap does not apply

N N Cgt CJ CJN N N -J CXl (0

---It- Scenario 5

CRRA PILOT based on Year market value of $235 million 2010 $1266247 2011 $1114494 2012 $962741 2013 $810988 2014 $764235 2015 $787162 2016 $810777 2017 $835100 2018 $860153 2019 $885957 2020 $912536 2021 $939912 2022 $968110 2023 $997153 2024 $1027067 2025 $1057879 2026 $1089616 2027 $1122304 2028 $1155973 2029 $1190653

TOTAL $19559057

Table 2 Estimate of PILOT Payments

Covanta PILOT (estimate) $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000

$32000000

Covanta PILOT estimate based on fee of $1100ton and approximately 146000 tons waste accepted annually

Prepared on 1212108

Table 1 Estimatl~s or Projections of Tip Fees ($ton) at Wallingford Facility under Different Scenarios

Covanta CRRA CRRA Public

Purchase Base CRRA Public Purchase 175 escalation 3 escalation 350 escalation Case Range

2010 $6500 $6500 $6500 $6745 639B yen 11077tt 2011 $6614 $6695 $6728 $7109 $6752 $11735 2012 $6746 $6896 $6937 $7302 $600B $12070 2013 $6881 $7103 $7154 $7510 $6177 $12413 2014 $7019 $7316 $7377 $7797 $6423 $12B1B 2015 $7159 $7535 $7607 $8031 $6616 $13203 2016 $7302 $7761 $7845 $8272 $6814 $13599 2017 $7448 $7994 $8089 $8520 $7019 $14007 2018 $7597 $8234 $8342 $8776 $7229 $14427 2019 $7749 $8481 $8602 $9039 $7446 $14860 2020 $7904 $8735 $8870 $9310 $7669 $15305 2021 $8062 $8998 $9147 $9589 $7899 $15765 2022 $8223 $9267 $9432 $9877 $8136 $16237 2023 $8388 $9545 $9727 $10173 $8381 $16725 2024 $8556 $9832 $10030 $10479 $8632 $17226 2025 $8727 $10127 $10343 $10793 $8891 $17743 2026 $8901 $10431 $10666 $11117 $9158 $18275 2027 $9079 $10744 $10999 $11450 $9432 $18824 2028 $9261 $11066 $11342 $11794 $9715 $19388 2029 $9446 $11398 $11696 $12147 $10007 $19970

Based on Municipal Solid Waste Disposal Agreement Highlighted figures calculated by CRRA and shown in proforma dated 112608 non-highlighted figures calculated by TOW staff at an escalation

of 3 annually See Figure 1 for projected CRRA tip fees Covanta contract calls for Northeast Urban CPI less energy with floor of 175 and ceiling of 35 Based on proforma provided by CRRA on 81208

purchase price of $235 million NOTE Covanta escalations do not include any market resets or energy sharing revenues yenLow range assumes development and

opening of Franklin Ash Landfill in 2013

tt High range assumes contract with Traditional Operator (Covanta) to operate facility and escalation rate of app 30

Prepared on 1212108

Figure 1 From CRRA proforma dated 81208

$200

$190

$1BO

$170

$160

~ $150 c ~ $140

~ $130 W (]) $120 ll

ggt $110

Q $100 0shy

j $90

$80

$70

$60

$50

$40

1 _ _--~CA I Bae Ca

Connecticut Resources Recovery Authority Wallingford Resource Recovery Facility

Projected Tipping Fees

-- I Scenario 3

t J

lI

Secnau 1

~-

~ __ ~ --- Seenado5~~=--==-_-------=c---------------- ~_ ---_ ___ ~~ --rI 5cenado2e~ - _____ -_ __ _ ~ ___- --~ I

_-----------OI---~----ltc-------m=- i- Seenado 4

I

N N g g ~ ltgt

-+- Base Case

N N N N I()

~ g Cgt g g g w ltJ1 -J co

--it- Scenario 1 --Is- Scenario 2

N N N g 0 0 0 N NN

~ltD 0 N

Year

-0- Scenario 3

------ N N N 0 C) 0 N N NW U1

-11--- Scenario 4

N 0 N (J)

Scenario 1 = low electric revenue Scenario 2 =effects of recycling and population increase

Scenario 3 =Traditional Operator of Facility Scenario 4 Franklin IF in 2013 and

Scenario 5 = CRRA personnel cap does not apply

N N Cgt CJ CJN N N -J CXl (0

---It- Scenario 5

CRRA PILOT based on Year market value of $235 million 2010 $1266247 2011 $1114494 2012 $962741 2013 $810988 2014 $764235 2015 $787162 2016 $810777 2017 $835100 2018 $860153 2019 $885957 2020 $912536 2021 $939912 2022 $968110 2023 $997153 2024 $1027067 2025 $1057879 2026 $1089616 2027 $1122304 2028 $1155973 2029 $1190653

TOTAL $19559057

Table 2 Estimate of PILOT Payments

Covanta PILOT (estimate) $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000

$32000000

Covanta PILOT estimate based on fee of $1100ton and approximately 146000 tons waste accepted annually

Prepared on 1212108

Figure 1 From CRRA proforma dated 81208

$200

$190

$1BO

$170

$160

~ $150 c ~ $140

~ $130 W (]) $120 ll

ggt $110

Q $100 0shy

j $90

$80

$70

$60

$50

$40

1 _ _--~CA I Bae Ca

Connecticut Resources Recovery Authority Wallingford Resource Recovery Facility

Projected Tipping Fees

-- I Scenario 3

t J

lI

Secnau 1

~-

~ __ ~ --- Seenado5~~=--==-_-------=c---------------- ~_ ---_ ___ ~~ --rI 5cenado2e~ - _____ -_ __ _ ~ ___- --~ I

_-----------OI---~----ltc-------m=- i- Seenado 4

I

N N g g ~ ltgt

-+- Base Case

N N N N I()

~ g Cgt g g g w ltJ1 -J co

--it- Scenario 1 --Is- Scenario 2

N N N g 0 0 0 N NN

~ltD 0 N

Year

-0- Scenario 3

------ N N N 0 C) 0 N N NW U1

-11--- Scenario 4

N 0 N (J)

Scenario 1 = low electric revenue Scenario 2 =effects of recycling and population increase

Scenario 3 =Traditional Operator of Facility Scenario 4 Franklin IF in 2013 and

Scenario 5 = CRRA personnel cap does not apply

N N Cgt CJ CJN N N -J CXl (0

---It- Scenario 5

CRRA PILOT based on Year market value of $235 million 2010 $1266247 2011 $1114494 2012 $962741 2013 $810988 2014 $764235 2015 $787162 2016 $810777 2017 $835100 2018 $860153 2019 $885957 2020 $912536 2021 $939912 2022 $968110 2023 $997153 2024 $1027067 2025 $1057879 2026 $1089616 2027 $1122304 2028 $1155973 2029 $1190653

TOTAL $19559057

Table 2 Estimate of PILOT Payments

Covanta PILOT (estimate) $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000

$32000000

Covanta PILOT estimate based on fee of $1100ton and approximately 146000 tons waste accepted annually

Prepared on 1212108

CRRA PILOT based on Year market value of $235 million 2010 $1266247 2011 $1114494 2012 $962741 2013 $810988 2014 $764235 2015 $787162 2016 $810777 2017 $835100 2018 $860153 2019 $885957 2020 $912536 2021 $939912 2022 $968110 2023 $997153 2024 $1027067 2025 $1057879 2026 $1089616 2027 $1122304 2028 $1155973 2029 $1190653

TOTAL $19559057

Table 2 Estimate of PILOT Payments

Covanta PILOT (estimate) $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000 $1600000

$32000000

Covanta PILOT estimate based on fee of $1100ton and approximately 146000 tons waste accepted annually

Prepared on 1212108