Treatment Plant Operations Template

TREATMENT PLANT OPERATIONS AGREEMENT

Parties and Effective Date

This Treatment Plant Operations Agreement ("Agreement") is entered into as of by and between the following parties.

WHEREAS

WHEREAS, Service Provider is duly qualified and experienced in the operation, maintenance, and compliance management of wastewater and water treatment facilities and possesses personnel, equipment and technical capability to operate the treatment plant described below; and

WHEREAS, Client owns or controls the treatment plant located at (the "Plant") and desires to engage Service Provider to perform operations and related services in accordance with the terms of this Agreement; and

WHEREAS, the parties intend that Service Provider will operate the Plant in compliance with applicable permits, environmental laws, and accepted industry standards to meet performance criteria set forth herein.

Scope of Work

Service Provider shall provide all labor, supervision, tools, equipment, supplies, and management necessary to operate and maintain the Plant in accordance with permit requirements and this Agreement. Services shall include, at a minimum, the items set forth below and any additional tasks mutually agreed in writing:

Performance Standards and Compliance

Service Provider shall perform services in a professional manner consistent with industry standards for treatment plant operations and shall comply with all applicable federal, state, and local laws, permits, and regulations. Service Provider shall maintain all required permits, certifications and licenses for personnel performing regulated work.

Reporting and Records

Service Provider shall maintain accurate records of operations, monitoring data, chemical usage, maintenance, and incidents. Service Provider shall submit operational reports to Client on the following schedule:

Payment Terms

In consideration for the services, Client shall pay Service Provider as follows.

Term and Termination

This Agreement commences on and continues until unless earlier terminated in accordance with this Section.

Confidentiality

Each party shall treat as confidential all non-public information disclosed by the other party in connection with this Agreement, including operational data, treatment processes, trade secrets, and financial terms ("Confidential Information"). Confidential Information shall not include information that: (i) is or becomes public through no breach by the receiving party; (ii) is independently developed by the receiving party without use of the disclosing party's Confidential Information; or (iii) is required to be disclosed by law, provided the receiving party provides prompt written notice to the disclosing party and cooperates to seek protective treatment.

The receiving party shall use Confidential Information solely for performance of its obligations under this Agreement and shall implement reasonable safeguards to prevent unauthorized disclosure.

Insurance, Indemnification and Liability

Service Provider shall, at its expense, maintain insurance customary for treatment plant operations, including general liability, professional liability, automobile liability, and workers' compensation. Limits and carriers shall be subject to Client's reasonable approval.

Service Provider shall indemnify and hold Client harmless from claims arising out of Service Provider's negligent performance, willful misconduct, or breach of this Agreement, except to the extent such claims are caused by Client's negligence or breach.

Change Orders and Modifications

Any material changes to the scope, staffing, or compensation shall be documented by a written change order signed by authorized representatives of both parties. The change order shall specify the change, the impact on schedule or compensation, and the effective date.

Inspection, Audit and Access

Client and regulatory authorities shall have reasonable access to the Plant and records during normal business hours for inspection and audit purposes. Service Provider shall retain records related to operations and maintenance for a minimum of three (3) years unless a longer retention is required by law.

Safety and Emergency Response

Service Provider shall implement and maintain a safety program and an emergency response plan for the Plant. The emergency response plan shall be provided to Client within days of the Effective Date and updated as necessary.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of law principles.

Entire Agreement

This Agreement, including any written change orders and attachments signed by both parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, and representations, whether written or oral. No amendment or waiver shall be effective unless in writing and signed by authorized representatives of both parties.

Miscellaneous Provisions

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. Neither party may assign this Agreement without the prior written consent of the other party, except that Client may transfer this Agreement in connection with transfer of ownership of the Plant.

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