CONFIDENTIAL DRAFT 10/3/08

"CO" is the Facility Change-in-Law Costs or Facility Force Majeure Costs, as the case may be, determined to be incurred in accordance with the provisions of this Agreement.

The surcharge for Facility Change-in-Law Costs and Facility Force Majeure Costs, if any, shall be determined by Covanta once each year, effective on July 1. On or after February 1 of each year, the Municipality may request that Covanta provide the Municipality with notice of any surcharge for Facility Change-in-Law and Facility Force Majeure Costs for the following Contract Year. Covanta shall have thirty (30) days after receipt of such request in which to provide the Municipality with notice of any surcharge that will be effective for the immediately following July 1. If the Municipality does not request advance notice of a surcharge, Covanta will provide the Municipality with written notice of any surcharge prior to the beginning of the Contract Year for which such surcharge is to become effective. Failure of Covanta to provide the Municipality with written notice of a surcharge for Facility Change-in-Law Costs and Facility Force Majeure Costs within the required period of time shall result in a deferral of such surcharge until the beginning of the next Contract Year. Notwithstanding anything herein to the contrary, Facility Change-in-Law Costs or Facility Force Majeure Costs which relate to or arise out of the delivery or acceptance of the Municipality's waste hereunder shall be borne solely by the Municipality. In no case, however, shall any such surcharge be retroactive in effect