IN THE UNITED STATES DISTRICT COURTFOR THE SOUTHERN DISTRICT OF OHIO

UNITED STATES OF AMERICA, ))

Plaintiff, ))

v. ))

ARMCO INC., AMERICAN HOME )PRODUCTS CORP., GOULD )ELECTRONICS INC., A.E. CLEVITE )INC., GLACIER VANDERVELL INC., )T & N INDUSTRIES INC., THE )PULLMAN COMPANY, SALTIRE )INDUSTRIAL, INC., formerly )SCOVILL, INC., and WESTINGHOUSE )ELECTRIC CORPORATION, )

)Defendants, )

)and )

)ARMCO INC., )

)Third-Party Plaintiff, )

)v. )

)AMERICAN HOME PRODUCTS CORP., )BUCKEYE DISPOSAL, INC., CHEVRON )CHEMICAL COMPANY, ELKEM METALS )COMPANY, GOULD ELECTRONICS INC., )JEFFREY FULTZ, RUTH MARGARET )FULTZ, WESLEY FULTZ, B.C. )McPHERSON, THE PULLMAN COMPANY, )SALTIRE INDUSTRIAL, INC., T & N )INDUSTRIES INC., and UNION )CARBIDE CORPORATION, )

)Third-Party Defendants. )

CIVIL ACTION NO: C2-95-698

JUDGE SMITHMAGISTRATE JUDGE KING

CONSENT DECREE

EPA Region 5 Records Ctr.

230026

I. BACKGROUND l

II. JURISDICTION 5

III. PARTIES BOUND 5

IV. DEFINITIONS 6

V. GENERAL PROVISIONS 11

VI. PERFORMANCE OF THE WORK BY SETTLING DEFENDANTS 15

VII. REMEDY REVIEW 22

VIII. QUALITY ASSURANCE. SAMPLING, and DATA ANALYSIS . . . . 23

IX. ACCESS 25

X. REPORTING REQUIREMENTS 28

XI. EPA APPROVAL OF PLANS AND OTHER SUBMISSIONS 30

XII. PROJECT COORDINATORS 32

XIII. ASSURANCE OF ABILITY TO COMPLETE WORK 34

XIV. CERTIFICATION OF COMPLETION 36

XV. EMERGENCY RESPONSE 40

XVI. REIMBURSEMENT OF RESPONSE COSTS 42

XVII. INDEMNIFICATION AND INSURANCE 45

XVIII. FORCE MAJEURE 48

XIX. DISPUTE RESOLUTION 51

XX. STIPULATED PENALTIES 55

XXI. COVENANTS NOT TO SUE BY PLAINTIFF 61

XXII. COVENANTS BY SETTLING DEFENDANTS AND LANDOWNER . . . . 66

XXIII. EFFECT OF SETTLEMENT: CONTRIBUTION PROTECTION . . . . 68

XXIV. ACCESS TO INFORMATION 70

XXV. RETENTION OF RECORDS 71

XXVI . NOTICES AND SUBMISSIONS 73

XXVII. EFFECTIVE DATE 75

XXVIII. RETENTION OF JURISDICTION 75

XXIX. APPENDICES 76

XXX. COMMUNITY RELATIONS 76

XXXI. MODIFICATION 77

XXXII. LODGING AND OPPORTUNITY FOR PUBLIC COMMENT 77

XXXIII. SIGNATORIES/SERVICE 78

APPENDIX A: DECLARATION FOR THE RECORD OF DECISION

APPENDIX B: EXPLANATION OF SIGNIFICANT DIFFERENCES

APPENDIX C: SCOPE OF WORK

APPENDIX D: MAP OF THE FULTZ SITE

APPENDIX E: PROPERTY DESCRIPTION OF RUTH FULTZ'S PORTION OF SITE

APPENDIX F: . . . . DEED RESTRICTIONS AND RESTRICTIVE COVENANTS

CONSENT DECREE

I. BACKGROUND

A. The United States of America ("United States"), on

behalf of the Administrator of the United States Environmental

Protection Agency ("EPA"), filed a complaint in this matter

pursuant to Sections 106 and 107 of the Comprehensive

Environmental Response, Compensation, and Liability Act

("CERCLA"), 42 U.S.C. §§ 9606, 9607;

B. The United States in its complaint seeks, inter alia:

(1) reimbursement of costs incurred by EPA and the United States

Department of Justice for response actions at the Fultz Landfill

Superfund Site in Byesville, Ohio, together with accrued

interest; and (2) performance of studies and response work by the

Defendants at the Site consistent with the National Contingency

Plan, 40 C.F.R. Part 300 (as amended) ("NCP");

C. In accordance with the NCP and Section 121 (f) (1) (F) of

CERCLA, 42 U.S.C. § 9621(f)(1)(F), EPA notified the State of Ohio

(the "State") on December 20, 1991, of negotiations with

potentially responsible parties regarding the implementation of

the remedial design and remedial action for the Site, and EPA has

provided the State with an opportunity to participate in such

negotiations and to be a party to this Consent Decree;

D. In accordance with Section 122 (j) (1) of CERCLA, 42

U.S.C. § 9622(j)(1), EPA notified the Department of the Interior

on December 20, 1991, of negotiations with potentially

responsible parties regarding the release of hazardous substances

that may have resulted in injury to the natural resources under

Federal trusteeship and encouraged the trustee(s) to participate

in the negotiation of this Consent Decree,-

E. The Settling Defendants and Landowner (both terms

defined below) that have entered into this Consent Decree do not

admit any liability to the Plaintiff or to any other person or

entity arising out of the transactions or occurrences alleged in

the complaint, nor do they acknowledge that the release or

threatened release of hazardous substance(s) at or from the Site

constitutes an imminent or substantial endangerment to the public

health or welfare or the environment;

P. Pursuant to Section 105 of CERCLA, 42 U.S.C. § 9605,

EPA placed the Site on the National Priorities List, set forth at

40 C.F.R. Part 300, Appendix B, by publication in the Federal

Register on September 21, 1984 (49 Fed. Reg. 37070);

G. In response to a release or a substantial threat of a

release of a hazardous substance(s) at or from the Site, EPA

commenced in September 1984, a Remedial Investigation and

Feasibility Study ("RI/FS") for the Site pursuant to 40 C.F.R.

S 300.430;

H. EPA completed and published the Remedial Investigation

("RI") Report and the Feasibility Study ("FS") Report on June 21,

1991;

I. Pursuant to Section 117 of CERCLA, 42 U.S.C. § 9617,

EPA published notice of the completion of the RI/FS and of the

proposed plan for remedial action on June 27, 1991, in a major

local newspaper of general circulation. EPA provided an

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opportunity for written and oral comments from the public on the

proposed plan for remedial action. A copy of the transcript of

the public meeting is available to the public as part of the

administrative record upon which the Regional Administrator based

the selection of the response action;

J. The decision by EPA on the remedial action to be

implemented at the Site is embodied in a final Record of Decision

("ROD"), executed on September 30, 1991, on which the State had a

reasonable opportunity to review and comment and on which the

State has given its concurrence. The ROD includes the remedial

action selected for the Site as well as a responsiveness summary

to the public comments. Notice of the final plan was published

in accordance with Section 117(b) and (d) of CERCLA;

K. After unsuccessful negotiations with the Settling

Defendants and others, in June 1992, EPA began conducting the

remedial design for the Site;

L. On May 19, 1995, EPA executed an Explanation of

Significant Differences ("BSD"). Notice of the BSD was published

on August 12, 1995 in the Daily Jeffersonian (Cambridge/Byes-

ville, OH) newspaper;

M. Based on the information presently available to EPA,

EPA believes that the Work will be properly and promptly

conducted by the Settling Defendants if conducted in accordance

with the requirements of this Consent Decree, the Scope of Work

("SOW") and their appendices;

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N. Solely for the purposes of Section 113(j) of CERCLA,

the Remedial Action selected by the ROD and the Work to be

performed by the Settling Defendants shall constitute a response

action taken or ordered by the President;

O. The Landowner, Ruth Margaret Fultz, is the owner of

most of the property that is the subject of this Consent Decree.

She has cooperated with EPA with regard to all of EPA's response

activities at the Site. Landowner has demonstrated to the United

States that she lacks the financial capability to contribute in

any significant way to the recovery of Past Response Costs (as

defined below) or in the performance of the Work that the

Settling Defendants are to undertake pursuant to this Consent

Decree. Further, Landowner has demonstrated to the United States

that she had no actual knowledge or direct role in any disposal

of hazardous wastes at the Site.

P. The Parties recognize, and the Court by entering this

Consent Decree finds, that this Consent Decree has been

negotiated by the Parties in good faith and that implementation

of this Consent Decree will expedite the cleanup of the Site and

will avoid prolonged and complicated litigation among the

Parties, and that this Consent Decree is fair, reasonable, and in

the public interest and constitutes a full and fair contribution

of the Parties for all response actions taken or to be taken in

connection with the Site, including, but not limited to, payment

of Past Response Costs and Future Response Costs (hereinafter

defined);

NOW, THEREFORE, it is hereby Ordered, Adjudged, and Decreed:

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II. JURISDICTION

1. This Court has jurisdiction over the subject matter of

this action pursuant to 28 U.S.C. §§ 1331 and 1345, and 42 U.S.C.

§§ 9606, 9607, and 9613(b). This Court also has personal

jurisdiction over the Settling Defendants and Landowner. Solely

for the purposes of this Consent Decree and the underlying

complaint, Settling Defendants and Landowner waive all objections

and defenses that they may have to jurisdiction of the Court or

to venue in this District. Settling Defendants and Landowner

shall not challenge the terms of this Consent Decree or this

Court's jurisdiction to enter and enforce this Consent Decree.

III. PARTIES BOUND

2. This Consent Decree applies to and is binding upon the

United States and upon Settling Defendants and their successors

and assigns, and upon Landowner, and any transferee (including

heirs) of Landowner's property that comprise any part of the

Site. Any change in ownership or corporate status of a Settling

Defendant including, but not limited to, any transfer of assets

or real or personal property shall in no way alter such Settling

Defendant's responsibilities under this Consent Decree.

3. Settling Defendants shall provide a copy of this

Consent Decree to each contractor hired to perform the Work (as

defined below) required by this Consent Decree and to each person

representing any Settling Defendant with respect to the Site or

the Work and shall condition all contracts entered into hereunder

upon performance of the Work in conformity with the terms of this

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Consent Decree. Settling Defendants or their contractors shall

provide written notice of the Consent Decree to all

subcontractors hired to perform any portion of the Work required

by this Consent Decree. Settling Defendants shall nonetheless be

responsible for ensuring that their contractors and

subcontractors perform the Work contemplated herein in accordance

with this Consent Decree. With regard to the activities

undertaken pursuant to this Consent Decree, each contractor and

subcontractor shall be deemed to be in a contractual relationship

with the Settling Defendants within the meaning of Section 107(b)

(3) of CERCLA, 42 U.S.C. § 9607(b){3).

IV. DEFINITIONS

4. Unless otherwise expressly provided herein, terms used

in this Consent Decree which are defined in CERCLA or in

regulations promulgated under CERCLA shall have the meaning

assigned to them in CERCLA or in such regulations. Whenever

terms listed below are used in this Consent Decree, the SOW or in

the appendices attached hereto and incorporated hereunder, the

following definitions shall apply.-

"Background" shall mean the level of contaminants naturally

occurring in the area of the Site, as determined by the Final

Design Report conducted during the Remedial Design of the ROD.

"CERCLA" shall mean the Comprehensive Environmental

Response, Compensation, and Liability Act of 1980, as amended, 42

U.S.C. §§ 9601 fit

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"Consent Decree" shall mean this Decree and all appendices

attached hereto (listed in Section XXIX). In the event of

conflict between this Decree and any appendix, this Decree shall

control.

"Day" shall mean a calendar day unless expressly stated to

be a working day. "Working day" shall mean a day other than a

Saturday, Sunday, or Federal holiday. In computing any period of

time under this Consent Decree, where the last day would fall on

a Saturday, Sunday, or Federal holiday, the period shall run

until the close of business of the next working day.

"EPA" shall mean the United States Environmental Protection

Agency and any successor departments or agencies of the United

States.

"BSD" shall mean the Explanation of Significant Differences

executed by EPA on May 19, 1995, as a non-fundamental alteration

of the remedy selected in the ROD, pursuant to 40 C.F.R.

§ 300.435 (c) (2) (I) . The BSD was published on August 12, 1995 in

the Daily Jeffersonian (Cambridge/Byesville, OH) newspaper, prior

to a public meeting held in Cambridge, Ohio. The BSD is attached

to this Consent Decree as Appendix B, and incorporated herein.

"Final Design Report" shall mean, collectively, the

following final design documents: (1) Invitation to Bid: Volume 1

of 2 Contract Documents (Final Specifications, 11/94); (2)

Invitation to Bid: Volume 2 of 2 Contract Documents (Final Plans,

11/94) ; (3) Construction Quality Assurance Plan ("CQAP") (100%

Remedial Design, 11/4/94); (4) Operation and Maintenance Plan

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(Final, 1/95); (5) Final Design Calculation, Cost Estimate, and

Schedule (1/95).

"Future Response Costs" (or "Oversight Costs") shall mean all

costs, including, but not limited to, direct and indirect costs,

that the United States incurs beginning as of the date of the

lodging of this Consent Decree in reviewing or developing plans,

reports and other items pursuant to this Consent Decree,

verifying the Work, or otherwise implementing, overseeing, or

enforcing this Consent Decree, including, but not limited to,

payroll costs, contractor costs, travel costs, laboratory costs,

the costs incurred pursuant to Sections IX (Access) (including,

but not limited to, attorneys fees and any monies paid to secure

access and/or to secure institutional controls, including the

amount of just compensation), Section XV (Emergency Response) and

Paragraph 85, Section XXI (Covenants Not To Sue By Plaintiff).

The term "Future Response Costs" shall not include costs that the

United States incurs in seeking any legal remedies against any

person not a party to this Consent Decree, or in performing

further response actions selected pursuant to Paragraph 18 that

Settling Defendants are not required to perform under this

Consent Decree.

"Landowner" shall mean Ruth Margaret Fultz, a third party

defendant in this Civil Action.

"National Contingency Plan" or "NCP" shall mean the National

Oil and Hazardous Substances Pollution Contingency Plan

promulgated pursuant to Section 105 of CERCLA, 42 U.S.C. § 9605,

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codified at 40 C.F.R. Part 300, including, but not limited to,

any amendments thereto.

"OEPA" shall mean the Ohio Environmental Protection Agency

and any successor departments or agencies of the State.

"Operation and Maintenance" or "0 & M" shall mean all

activities required to maintain the effectiveness of the Remedial

Action as required under the Operation and Maintenance Plan

approved or developed by EPA.

"Paragraph" shall mean a portion of this Consent Decree

identified by an arabic numeral or an upper case letter.

"Parties" shall mean the United States, the Landowner, and

the Settling Defendants.

"Past Response Costs" shall mean all costs, including, but

not limited to, direct and indirect costs, that the United States

paid at or in connection with the Site through the date of

lodging of this Decree, plus Interest on all such costs which

have accrued pursuant to 42 U.S.C. § 9607(a) through such date.

"Performance Standards" shall mean the cleanup standards and

other measures of achievement of the goals of the Remedial Action

set forth in Section IX of the ROD and Section II of the SOW.

"Plaintiff" shall mean the United States.

"RCRA" shall mean the Solid Waste Disposal Act, as amended,

42 U.S.C. §§ 6901 et seq. (also known as the Resource

Conservation and Recovery Act).

"Record of Decision" or "ROD" shall mean the EPA Record of

Decision relating to the Site signed on September 30, 1991, by

the Regional Administrator, EPA Region V, and all amendments,

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including the Explanation of Significant Differences, dated May

19, 1995, and attachments thereto as of the date of entry of this

Consent Decree. The Declaration of the ROD is attached to the

Consent Decree as Appendix A, and incorporated herein.

"Remedial Action" shall mean those activities, except for

Operation and Maintenance, to be undertaken by the Settling

Defendants to implement the RD.

"Remedial Action Work Plan" shall mean the document

submitted by the Settling Defendants pursuant to Paragraph 12.a

of this Consent Decree and described more fully in Paragraph 12.b

and the SOW.

"Remedial Design" or "RD" shall mean the final, EPA approved

plans and specifications for the Remedial Action developed by

EPA, including, the following: (a) final design plans and

specifications; (b) Operation and Maintenance Plan; (c) final

Remedial Action Capital and Operation and Maintenance Cost

Estimate; (d) final Remedial Action Compliance Schedule; (e)

Construction Quality Assurance Project Plan (CQAPP); (f) final

Remedial Action Health and Safety Plan; and (g) Contingency Plan.

"Scope of Work" or "SOW" shall mean the statement of work for

implementation of the Remedial Action, and Operation and

Maintenance at the Site, as set forth in Appendix C to this

Consent Decree and any modifications to that document made in

accordance with this Consent Decree.

"Section" shall mean a portion of this Consent Decree

identified by a roman numeral.

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"Settling Defendants" shall mean American Home Products

Corporation; A.E. device Inc.; Glacier Vandervell Inc.; Gould

Electronics Inc.; T&N Industries Inc.; The Pullman Company;

Saltire Industrial, Inc., formerly known as Scovill, Inc.; and

Weatinghouse Electric Corporation.

"Site" shall mean the Fultz Landfill Superfund site,

encompassing approximately 58 acres, located in Byesville,

Jackson Township, Guernsey County, Ohio, which includes the waste

management unit into which household, industrial, commercial and

solid waste were deposited. The Site is depicted generally on

the map attached as Appendix D.

"State" shall mean the State of Ohio.

"Supervising Contractor" shall mean the principal contractor

retained by the Settling Defendants to supervise and direct the

implementation of the Work under this Consent Decree.

"United States" shall mean the United States of America.

"Waste Material" shall mean (1) any "hazardous substance"

under Section 101(14) of CERCLA, 42 U.S.C. § 9601(14); (2) any

pollutant or contaminant under Section 101(33), 42 U.S.C.

§ 9601(33) .

"Work" shall mean all activities Settling Defendants are

required to perform under this Consent Decree, except those

required by Section XXV (Retention of Records).

V. GENERAL PROVISIONS

5. Objectives of the Parties

The objectives of the Parties in entering into this Consent

Decree are to protect public health or welfare or the environment

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at the Site by the implementation of the Work at the Site by the

Settling Defendants with access to the Site provided by Landowner

and to resolve the claims of the Plaintiff against Settling

Defendants and Landowner as provided in this Consent Decree.

6. Commitments by Settling Defendants

a. Settling Defendants shall finance and perform the

Work in accordance with this Consent Decree, the ROD, the SOW,

and all work plans and other plans, standards, specifications,

and schedules set forth herein or developed by Settling

Defendants and approved by EPA pursuant to this Consent Decree.

Settling Defendants shall also reimburse the United States for

Future Response Costs as provided in this Consent Decree.

b. The obligations of Settling Defendants to finance

and perform the Work and to pay amounts owed the United States

under this Consent Decree are joint and several. In the event of

the insolvency or other failure of any one or more Settling

Defendants to implement the requirements of this Consent Decree,

the remaining Settling Defendants shall complete all such

requirements.

7. Compliance With Applicable Law

All activities undertaken by Settling Defendants pursuant to

this Consent Decree shall be performed in accordance with the

requirements of all applicable federal and state laws and

regulations. Settling Defendants must also comply with all

applicable or relevant and appropriate requirements of all

Federal and state environmental laws as set forth at Section X,

page 36 of the ROD. The activities conducted pursuant to this

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Consent Decree, if approved oy EPA, shall be considered to be

consistent with the NCP.

8. Permits

a. Notwithstanding Paragraph 7, as provided in

Section 121(e) of CERCLA and §300.400(e) of the NCP, no federal,

state or local permit shall be required for any portion of the

Work conducted entirely on-site. Where any portion of the Work

conducted off-site requires a federal, state or local permit or

approval, Settling Defendants shall submit timely and complete

applications and take all other actions necessary to obtain all

such permits or approvals.

b. The Settling Defendants may seek relief under the

provisions of Section XVIII (Force Majeure) of this Consent

Decree for any delay in the performance of the Work resulting

from a failure to obtain, or a delay in obtaining, any permit

required for the Work.

c. This Consent Decree is not, and shall not be

construed to be, a permit issued pursuant to any federal or state

statute or regulation.

9. ffotice of Obligations to Successors-in-Title

a. Within 60 days after the entry of this Consent

Decree, Landowner shall record notice of entry of this Consent

Decree and those deed restrictions and restrictive covenants set

forth in Appendix F with the Recorder's Office, Guernsey County,

State of Ohio and shall ensure that the recording of said notice

and/or Consent Decree is indexed to the title of each and every

parcel to which she holds title and which makes up the Site.

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Thereafter, each deed, title, or other instrument conveying an

interest in the property included in the Site shall contain a

notice stating that the property is subject to this Consent

Decree and shall reference the recorded location of the Consent

Decree and any restrictions applicable to the property under this

Consent Decree. Within 75 days after entry of this Consent

Decree, Landowner shall send notice of such recording to EPA.

b. The obligations of Landowner with respect to the

provision of access under Section IX (Access) shall be binding

upon the Landowner and any and all persons who subsequently

acquire any interest or portion of Landowner's property that is

located at the Site (hereinafter "Successors-in-Title"). Within

60 days after the entry of this Consent Decree, Landowner shall

record at the Recorder's Office a notice of obligation to provide

access under Section IX (Access) and related covenants, if any.

Each subsequent instrument conveying an interest to any such

property included in the Site shall reference the recorded

location of such notice and covenants applicable to the property.

Within 75 days after entry of this Consent Decree, Landowner

shall send notice of such recording to EPA.

c. The Landowner and any Successor-in-Title shall, at

least 30 days prior to the conveyance of any such interest, give

written notice of this Consent Decree to the grantee and written

notice to EPA of the proposed conveyance, including the name and

address of the grantee, and the date on which notice of the

Consent Decree was given to the grantee. In addition, if the

United States approves, the grantee may perform some or all of

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the Work under this Consent decree. Ir. no event shall the

conveyance of an interest in property that includes, or is a

portion of, the Site release or otherwise affect the liability of

the Settling Defendants and Landowner to comply with the Consent

Decree.

VI. PERFORMANCE OF THE WORK BY SETTT.TNO DEFENDANTS

10. Selection of Supervising Contractor

a. All aspects of the Work to be performed by

Settling Defendants pursuant to Sections VI (Performance of the

Work by Settling Defendants), VII (Remedy Review), VIII (Quality

Assurance, Sampling and Data Analysis), and XV (Emergency

Response) of this Consent Decree shall be under the direction and

supervision of the Supervising Contractor, the selection of which

shall be subject to disapproval by EPA after a reasonable

opportunity for review and comment by the State. Within 30 days

after the lodging of this Consent Decree, Settling Defendants

shall notify EPA in writing of the name, title, and

qualifications of any contractor proposed to be the Supervising

Contractor. EPA will issue a notice of disapproval or an

authorization to proceed. If at any time thereafter, Settling

Defendants propose to change a Supervising Contractor, Settling

Defendants shall give such notice to EPA and must obtain an

authorization to proceed from EPA, after a reasonable opportunity

for review and comment by the State, before the new Supervising

Contractor performs, directs, or supervises any Work under this

Consent Decree.

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b. If EPA disapproves a proposed Supervising

Contractor, EPA will notify Settling Defendants in writing.

Settling Defendants shall submit to EPA a list of contractors,

including the qualifications of each contractor, that would be

acceptable to them within 30 days of receipt of EPA's disapproval

of the contractor previously proposed. EPA will provide written

notice of the names of any contractor that it disapproves and an

authorization to proceed with respect to any of the other

contractors. Settling Defendants may select any contractor from

that list that is not disapproved and shall notify EPA of the

name of the contractor selected within 21 days of EPA's

authorization to proceed.

c. If EPA fails to provide written notice of its

authorization to proceed or disapproval as provided in this

Paragraph and this failure prevents the Settling Defendants from

meeting one or more deadlines in a plan approved by the EPA

pursuant to this Consent Decree, Settling Defendants may seek

relief under the provisions of Section XVIII (Force Majeure)

hereof.

11. Remedial Design

The parties to this Consent Decree understand and

acknowledge that EPA conducted the Remedial Design for the

remedial action activities to be conducted at the Site. The

final remedial design plans include: (a) final design plans and

specifications; (b) Operation and Maintenance Plan; (c) final

Remedial Action Capital and Operation and Maintenance Cost

Estimate; (d) final Remedial Action Compliance Schedule; (e)

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Construction Quality Assurance Project Plan (CQAPP); (f) final

Remedial Action Health and Safety Plan; and (g) Contingency Plan.

12. Remedial Action.

a. Within 45 days after entry of this Consent Decree,

Settling Defendants shall submit to EPA and the State, a draft

work plan for the performance of the Remedial Action at the Site

("Remedial Action Work Plan") . The Settling Defendants' final

Remedial Action Work Plan shall be due within 30 days of their

receipt of EPA's comments on the draft Remedial Action Work plan.

The Remedial Action Work Plan shall provide for construction and

implementation of the remedy set forth in the ROD and achievement

of the Performance Standards in accordance with this Consent

Decree, the ROD, the SOW, and the final design plan and

specifications approved by EPA. Upon its approval by EPA, the

Remedial Action Work Plan shall be incorporated into and become

enforceable under this Consent Decree. Settling Defendants shall

submit any modifications to the Health and Safety Plan developed

during the RD. Any such modifications shall conform with the

Final Remedial Action Work Plan. Any such modifications shall

also conform to the applicable Occupational Safety and Health

Administration and EPA requirements including, but not limited

to, 29 C.F.R. § 1910.120.

b. The Remedial Action Work Plan shall include the

following: (I) the schedule for completion of the Remedial

Action; (2) method for selection of the contractor; (3)

methodology for implementation of the Construction Quality

Assurance Plan; (4) methods for satisfying any applicable

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permitting requirements; (5) methodology for implementation of

the Operation and Maintenance Plan; (6) tentative formulation of

the Remedial Action Project team; (7) construction quality

control plan (by contractor hired to construct the RA) ,• and (8)

procedures and plans for the decontamination of equipment and the

disposal of contaminated materials. The Remedial Action Work

Plan shall also include a schedule for implementation of all

Remedial Action activities identified in the EPA-approved

Remedial Design and shall identify the initial formulation of the

Settling Defendants' Remedial Action Project Team (including, but

not limited to, the Supervising Contractor).

c. Upon approval of the Remedial Action Work Plan by

EPA, Settling Defendants shall implement the activities required

under the Remedial Action Work Plan. The Settling Defendants

shall submit to EPA all plans, submittals, or other deliverables

required under the approved Remedial Action Work Plan in

accordance with the approved schedule for review and approval

pursuant to Section XI (EPA Approval of Plans and Other

Submissions). Unless otherwise directed by EPA, Settling

Defendants shall not commence physical Remedial Action activities

at the Site prior to approval of the Remedial Action Work Plan.

13. The Settling Defendants shall continue to implement the

Remedial Action and O&M until the Performance Standards are

achieved and for so long thereafter as is otherwise required

under this Consent Decree.

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14. Modification of the SOW or Related Work Plans.

a. If EPA determines that modification to the work

specified in the SOW and/or in work plans developed pursuant to

the SOW is necessary to achieve and maintain the Performance

Standards or to carry out and maintain the effectiveness of the

remedy set forth in the ROD, EPA may require that such

modification be incorporated in the SOW and/or such work plans.

Provided, however, that a modification may only be required

pvrsuant to this Paragraph to the extent that it is consistent

with the scope of the remedy selected in the ROD.

b. For the purposes of this Paragraph, and Paragraphs

47 and 48 only, the "scope of the remedy selected in the ROD" is

as follows: (1) construction and maintenance of a site fence to

restrict access and reduce direct exposure to surface

contamination; (2) multi-media monitoring on a long-term basis;

(3) construction and maintenance of a berm and multilayer cap to

reduce infiltration, prevent erosion, and reduce risk to human

health and the environment from direct contact with contaminated

materials; (4) construction and operation of a leachate

collection system; (5) construction and operation of an

extraction well system in the shallow aquifer to collect

contaminated groundwater; and (6) construction and operation of a

contingent groundwater remedy consisting of (i) grouting of the

mine voids at the landfill perimeter, if EPA determines, based

upon a statistical evaluation of five years' monitoring of the

groundwater in the coal mine aquifer beginning after completion

of the cap, that vinyl chloride concentrations in the coal mine

-19-

aquifer at the downgradient Site boundary will exceed 2 parts per

billion 20 years after completion of the cap,- and (ii)

installation of a pump and treat system upgradient from the

grouted mine voids if EPA determines, after an opportunity for

review and comment by the State and by the Settling Defendants,

based upon a statistical evaluation of five years' monitoring of

the groundwater in the coal mine aquifer beginning after

completion of the grouting of the mine voids, that vinyl chloride

concentrations in the coal mine aquifer at the downgradient Site

boundary will exceed 2 parts per billion 20 years after

completion of the cap. The statistical evaluation referred to in

this subparagraph 14(b)(6) will be conducted by averaging the

vinyl chloride test values for each year of monitoring and

extrapolating these values to the twentieth year after

construction of the cap is completed. Settling Defendants may

propose to EPA alternative remedial measures that are based upon

innovative technologies that are at least as protective of human

health and the environment as the contingency remedy described in

this subparagraph 14(b)(6). As part of the remedy

implementation, Settling Defendants may discharge water to Wills

Creek if it satisfies water quality based effluent limitations

and is in accordance with substantive requirements of a National

Pollutant Discharge Elimination System (NPDES) permit; if the

water to be discharged does not satisfy those limitations, the

water will be disposed of at an off-site treatment plant, or if

EPA permits, the water will be treated on-site and discharged to

Wills Creek.

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c. If Settling Defendants object to any modification

determined by EPA to be necessary pursuant to this Paragraph,

they may seek dispute resolution pursuant to Section XIX (Dispute

Resolution), Paragraph 65 (record review). The SOW and/or

related work plans shall be modified in accordance with final

resolution of the dispute.

d. Settling Defendants shall implement any work

required by any modifications incorporated in the SOW and/or in

work plans developed pursuant to the SOW in accordance with this

Paragraph.

e. Nothing in this Paragraph shall be construed to

limit EPA's authority to require performance of further response

actions as otherwise provided in this Consent Decree.

15. Settling Defendants acknowledge and agree that nothing

in this Consent Decree, the SOW, or the Remedial Design or

Remedial Action Work Plans constitutes a warranty or

representation of any kind by Plaintiff that compliance with the

work requirements set forth in the SOW and the Work Plans will

achieve the Performance Standards.

16. Settling Defendants shall, prior to any off-Site

shipment of Waste Material from the Site to an out-of-state waste

management facility, provide written notification to the

appropriate state environmental official in the receiving

facility's state and to the EPA Project Coordinator of such

shipment of Waste Material. However, this notification

requirement shall not apply to any off-Site shipments when the

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total volume of all such shipments will not exceed 10 cubic

yards.

a. The Settling Defendants shall include in the

written notification the following information, where available:

(1) the name and location of the facility to which the Waste

Material are to be shipped; (2) the type and quantity of the

Waste Material to be shipped; (3) the expected schedule for the

shipment of the Waste Material; and (4) the method of

transportation. The Settling Defendants shall notify the state

in which the planned receiving facility is located of major

changes in the shipment plan, such as a decision to ship the

Waste Material to another facility within the same state, or to a

facility in another state.

b. The identity of the receiving facility and state

shall be determined by the Settling Defendants following the

award of the contract for Remedial Action construction. The

Settling Defendants shall provide the information required by

Paragraph 16.a as soon as practicable after the award of the

contract and before the Waste Material is actually shipped.

VII. REMEDY REVIEW

17. Settling Defendants shall conduct any studies and

investigations as requested by EPA, in order to permit EPA to

conduct reviews of whether the Remedial Action is protective of

human health and the environment at least every five years as

required by Section 121(c) of CERCLA and any applicable

regulations.

-22-

18. EPA Selection of Further Response Actions. If EPA

determines, at any time, that the Remedial Action is not

protective of human health and the environment, EPA may select

further response actions for the Site in accordance with the

requirements of CERCLA and the NCP.

19. Settling Defendants and, if required by Section

113(K)(2) or 117 of CERCLA, the public, will be provided with an

opportunity to comment on any further response actions proposed

by EPA as a result of the review conducted pursuant to Section

121 (c) of CERCLA and to submit written comments for the record

during the comment period.

VIII. QUALITY ASSURANCE. SAMPLING, and DATA ANALYSIS

20. Settling Defendants shall use quality assurance,

quality control, and chain of custody procedures for all samples

in accordance with "EPA Requirements for Quality Assurance

Project Plans for Environmental Data Operation," (EPA QA/R5;

"Preparing Perfect Project Plans," (EPA /600/9-88/087), and

subsequent amendments to such guidelines upon notification by EPA

to Settling Defendants of such amendment. Amended guidelines

shall apply only to procedures conducted after such notification.

Prior to the commencement of any monitoring project under this

Consent Decree, Settling Defendants shall submit to EPA for

approval, a Quality Assurance Project Plan ("QAPP") that is

consistent with the SOW, the NCP and applicable guidance

documents. If relevant to the proceeding, the Parties agree that

validated sampling data generated in accordance with the QAPP(s)

-23-

and reviewed and approved by EPA shall be admissible as evidence,

without objection, in any proceeding under this Decree. Settling

Defendants shall ensure that EPA personnel and its authorized

representatives are allowed access to all laboratories utilized

by Settling Defendants in implementing this Consent Decree. In

addition, Settling Defendants shall ensure that such laboratories

shall analyze all samples submitted by EPA pursuant to the QAPP

for quality assurance monitoring. Settling Defendants shall

ensure that the laboratories they utilize for the analysis of

samples taken pursuant to this Decree perform all analyses

according to accepted EPA methods. Accepted EPA methods consist

of those methods which are documented in the ["Contract Lab

Program Statement of Work for Inorganic Analysis" and the

"Contract Lab Program Statement of Work for Organic Analysis,"

dated February 1988], and any amendments made thereto during the

course of the implementation of this Decree. Settling Defendants

shall ensure that all laboratories they use for analysis of

samples taken pursuant to this Consent Decree participate in an

EPA or EPA equivalent QA/QC program. Settling Defendants shall

ensure that all field methodologies utilized in collecting

samples for subsequent analysis pursuant to this Decree will be

conducted in accordance with the procedures set forth in the QAPP

approved by EPA.

21. Upon request, the Settling Defendants shall allow split

or duplicate samples to be taken by EPA or its authorized

representatives. Settling Defendants shall notify EPA not less

than 7 days in advance of any sample collection activity unless

-24-

shorter notice is agreed to by EPA. In addition, EPA shall have

the right upon notice to the Settling Defendants' Supervising

Contractor to take any additional samples that EPA deems

necessary. Upon request, EPA shall allow the Settling Defendants

to take split or duplicate samples of any samples it takes as

part of its oversight of the Settling Defendants' implementation

of the Work.

22. Settling Defendants shall submit to EPA two (2) copies

each of the results of all sampling and/or tests or other data

obtained or generated by or on behalf of Settling Defendants with

respect to the Site and/or the implementation of this Consent

Decree unless EPA agrees otherwise.

23. Notwithstanding any provision of this Consent Decree,

the United States hereby retains all of its information gathering

and inspection authorities and rights, including enforcement

actions related thereto, under CERCLA, RCRA and any other

applicable statutes or regulations.

IX. ACCESS

24. Commencing upon the date of lodging of this Consent

Decree, Landowner agrees to provide the United States and its

representatives, including EPA, its contractors, and the Settling

Defendants and their contractors, an irrevocable right of access

to her property that is part of the Site for the purpose of

monitoring the terms of this Consent Decree and performing

response actions at the Site, including but not limited to the

use of soils at the Site as clean fill soil in stabilizing and

containing the Waste Material. Landowner hereby waives any and

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all rights to compensation from the United States and its

agencies, including EPA, and all Settling Defendants and their

contractors for providing such access. The property which

Landowner holds title to is described in Appendix E.

25. Settling Defendants shall have no obligation to obtain

access to the portion of the Site owned by Landowner or to pay

any compensation for such access or for arranging such access.

The Settling Defendants agree not to interfere with or take any

action to prevent the United States and its representatives,

including EPA and its contractors, to have access at all

reasonable times to the Site, and to provide access at all

reasonable times to any other property to which access is

required for the implementation of this Consent Decree, to the

extent access to the property is controlled by Settling

Defendants, for the purposes of conducting any activity related

to this Consent Decree including, but not limited to:

a. Monitoring the Work;

b. Verifying any data or information submitted to the

United States;

c. Conducting investigations relating to

contamination at or near the Site;

d. Obtaining samples;

e. Assessing the need for, planning, or implementing

additional response actions at or near the Site;

f. Inspecting and copying records, operating logs,

contracts, or other documents maintained or generated by Settling

Defendants or their agents, consistent with Section XXIV; and

-26-

g. Assessing Settling Defendants' compliance with

this Consent Decree.

26. To the extent that any property other than the portion

of the Site owned by Landowner is required for the implementation

of this Consent Decree, Settling Defendants shall use best

efforts to secure from such persons access for Settling

Defendants, as well as for the United States and its

representatives, including, but not limited to, its contractors,

as necessary to effectuate this Consent Decree. For purposes of

this Paragraph "best efforts" includes the payment of reasonable

sums of money in consideration of access. If any access required

to complete the Work is not obtained within 45 days of the date

this Consent Decree is entered, or within 45 days of the date EPA

notifies the Settling Defendants in writing that additional

access beyond that previously secured is necessary, Settling

Defendants shall promptly notify the United States in writing,

and shall include in that notification a summary of the steps

Settling Defendants have taken to attempt to obtain access. The

United States may, as it deems appropriate, assist Settling

Defendants in obtaining access. Settling Defendants shall

reimburse the United States, in accordance with the procedures in

Section XVI (Reimbursement of Response Costs), for all costs

incurred by the United States in obtaining access.

27. Notwithstanding any provision of this Consent Decree,

the United States retains all of its access authorities and

rights, including enforcement authorities related thereto, under

CERCLA, RCRA and any other applicable statute or regulations.

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X. REPORTING REQUIREMENTS

28. In addition to any other requirement of this Consent

Decree, Settling Defendants shall submit to EPA and the State two

(2) copies of written monthly progress reports that meet all of

the requirements set forth in Task IV: (Reports and Submissions),

Paragraph A of the SOW. Settling Defendants shall submit these

progress reports to EPA and the State by the tenth day of every

month following the entry of this Consent Decree until EPA

notifies the Settling Defendants pursuant to Paragraph 47.b of

Section XIV (Certification of Completion). Following such EPA

notification, Settling Defendants shall submit the progress

reports to EPA and the State semiannually, by March 1 and

September 1 of each year for each previous six month period. If

requested by EPA, Settling Defendants shall also provide

briefings for EPA to discuss the progress of the Work.

29. The Settling Defendants shall notify EPA of any change

in the schedule described in the monthly progress report for the

performance of any activity, including, but not limited to, data

collection and implementation of work plans, no later than seven

days prior to the performance of the activity.

30. If during performance of the Work, Settling Defendants

are required to report a release pursuant to Section 103 of

CERCLA or Section 304 of the Emergency Planning and Community

Right-to-Know Act (EPCRA), Settling Defendants shall immediately

upon the onset of such reporting obligations orally notify the

EPA Project Coordinator or the Alternate EPA Project Coordinator

(in the event of the unavailability of the EPA Project

-28-

Coordinator), or, in the event that neither the EPA Project

Coordinator or Alternate EPA Project Coordinator is available,

the Emergency Response Section, Region V, United States

Environmental Protection Agency. These reporting requirements

are in addition to the reporting required by CERCLA Section 103

or EPCRA Section 304.

31. Within 20 days of the onset of such reporting

obligation, Settling Defendants shall furnish to Plaintiff a

written report, signed by the Settling Defendants' Project

Coordinator, setting forth the events which occurred and the

measures taken, and to be taken, in response to the release.

Within 30 days of the completion of such measures, Settling

Defendants shall submit a report setting forth all actions taken

in response thereto.

32. Settling Defendants shall submit two (2) copies of all

plans, reports, and data required by the SOW, the Remedial Action

Work Plan, or any other approved plans to EPA in accordance with

the schedules set forth in such plans. Settling Defendants shall

simultaneously submit two (2) copies of all such plans, reports

and data to the State.

33. All reports and other documents submitted by Settling

Defendants to EPA (other than the monthly progress reports

referred to above) which purport to document Settling Defendants'

compliance with the terms of this Consent Decree shall be signed

by an authorized representative of the Settling Defendants.

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XI. EPA APPROVAL OF PLANS AND OTHER SUBMISSIONS

34. After review of any plan, report or other item which is

required to be submitted for approval pursuant to this Consent

Decree, EPA, after reasonable opportunity for review and comment

by the State, shall: (a) approve, in whole or in part, the

submission; (b) approve the submission upon specified conditions,-

(c) modify the submission to cure any deficiencies; (d)

disapprove, in whole or in part, the submission, directing that

the Settling Defendants modify the submission; or (e) any

combination of the above. However, EPA shall not modify a

submission without first providing Settling Defendants at least

one notice of deficiency and an opportunity to cure within 21

days, except where to do so would cause serious disruption to the

Work or where previous submission(s) have been disapproved due to

material defects and the deficiencies in the submission under

consideration indicate a bad faith lack of effort to submit an

acceptable deliverable.

35. In the event of approval, approval upon conditions, or

modification by EPA, pursuant to Paragraph 34 (a), (b), or (c),

Settling Defendants shall proceed to take any action required by

the plan, report, or other item, as approved or modified by EPA

subject only to their right to invoke the Dispute Resolution

procedures set forth in Section XIX (Dispute Resolution) with

respect to the modifications or conditions made by EPA. In the

event that EPA modifies the submission to cure any deficiencies

pursuant to Paragraph 34(c) and the submission has a material

-30-

defect, EPA retains its right to seek stipulated penalties, as

provided in Section XX.

36. a. Upon receipt of a notice of disapproval pursuant

to Paragraph 34(d), Settling Defendants shall, within 21 days or

such other longer time as specified by EPA in such notice,

correct the deficiencies and resubmit the plan, report, or other

item for approval. Any stipulated penalties applicable to the

submission, as provided in Section XX, shall accrue during the

21-day period or otherwise specified period but shall not be

payable unless the resubmission is disapproved or modified due to

a material defect as provided in Paragraph 38.

b. Notwithstanding the receipt of a notice of

disapproval pursuant to Paragraph 34(d), Settling Defendants

shall proceed, at the direction of EPA, to take any action

required by any nondeficient portion of the submission.

Implementation of any nondeficient portion of a submission shall

not relieve Settling Defendants of any liability for stipulated

penalties under Section XX (Stipulated Penalties) .

37. In the event that a resubmitted plan, report or other

item, or portion thereof, is disapproved by EPA, EPA may again

require the Settling Defendants to correct the deficiencies, in

accordance with the preceding Paragraphs. EPA also retains the

right to modify or develop the plan, report or other item.

Settling Defendants shall implement any such plan, report, or

item as modified or developed by EPA, subject only to their right

to invoke the procedures set forth in Section XIX (Dispute

Resolution).

-31-

38. If upon resubmission, a plan, report, or item is

disapproved or modified by EPA due to a material defect

previously identified and not corrected, Settling Defendants

shall be deemed to have failed to submit such plan, report, or

item timely and adequately unless Settling Defendants invoke the

dispute resolution procedures set forth in Section XIX (Dispute

Resolution) and EPA's action is overturned pursuant to that

Section. The provisions of Section XIX (Dispute Resolution) and

Section XX (Stipulated Penalties) shall govern the implementation

of the Work and accrual and payment of any stipulated penalties

during Dispute Resolution. If EPA's disapproval or modification

is upheld, stipulated penalties shall accrue for such violation

from the date on which the initial submission was originally

required, as provided in Section XX.

39. All plans, reports, and other items required to be

submitted to EPA under this Consent Decree shall, upon approval

or modification by EPA, be enforceable under this Consent Decree.

In the event EPA approves or modifies a portion of a plan,

report, or other item required to be submitted to EPA under this

Consent Decree, the approved or modified portion shall be

enforceable under this Consent Decree.

XII. PROJECT COORDINATORS

40. Within 20 days of entry of this Consent Decree,

Settling Defendants and EPA will notify each other, in writing,

of the name, address and telephone number of their respective

designated Project Coordinators and Alternate Project

-32-

Coordinators. If a Project Coordinator or Alternate Project

Coordinator initially designated is changed, the identity of the

successor will be given to the other parties at least five (5)

working days before the changes occur, unless impracticable, but

in no event later than the actual day the change is made. The

Settling Defendants' Project Coordinator shall be subject to

disapproval by EPA and shall have the technical expertise

sufficient to adequately oversee all aspects of the Work. The

Settling Defendants' Project Coordinator shall not be an attorney

for any of the Settling Defendants in this matter. He or she may

assign other representatives, including other contractors, to

serve as a Site representative for oversight of performance of

daily operations during remedial activities.

41. Plaintiff may designate other representatives,

including, but not limited to, EPA employees, and federal

contractors and consultants, to observe and monitor the progress

of any activity undertaken pursuant to this Consent Decree.

EPA's Project Coordinator and Alternate Project Coordinator shall

have the authority lawfully vested in a Remedial Project Manager

(RPM) and an On-Scene Coordinator (OSC) by the National

Contingency Plan, 40 C.F.R. Part 300. In addition, EPA's Project

Coordinator or Alternate Project Coordinator shall have

authority, consistent with the National Contingency Plan, to halt

any Work required by this Consent Decree and to take any

necessary response action when s/he determines that conditions at

the Site constitute an emergency situation or may present an

-33-

immediate threat to public health or welfare or the environment

due to release or threatened release of Waste Material.

XIII. ASSURANCE OF ABILITY TQ COMPLETE WORK

42. Within 30 days of entry of this Consent Decree,

Settling Defendants shall establish and maintain financial

security in an amount equal to the estimated cost of implementing

the Work for the complete cost of construction of the Remedial

Action as set forth in the SOW (with the exception of the

construction of the Contingency Plan described in Section II. K.

of the SOW), plus all costs attributed to Operations and

Maintenance (O&M) for the first five years the O&M is to be

implemented. Such financial assurance shall be established in

one or more of the following forms:

(a) A surety bond;

(b) One or more irrevocable letters of credit:

(c) A trust fund;

(d) A guarantee to perform the Work by one or more

parent corporations or subsidiaries, or by one or more unrelated

corporations that have a substantial business relationship with

at least one of the Settling Defendants; or

(e) A demonstration that one or more of the Settling

Defendants satisfy the requirements of 40 C.F.R. Part 264.143(f).

43. If EPA determines that any portion of the contingency

remedy should be implemented pursuant to Section U.K. of the

SOW, then the Settling Defendants shall establish additional

financial security in the manner set forth in this Section for

-34-

the estimated cost to construct such portion of the contingency

remedy and to operate and maintain such portion of the

contingency remedy for the next five years.

44. If the Settling Defendants seek to demonstrate the

ability to complete the Work through a guarantee by a third party

pursuant to Paragraph 42(d) of this Consent Decree, Settling

Defendants shall demonstrate that the guarantor satisfies the

requirement of 40 C.F.R. Part 264.143(f). If Settling Defendants

seek to demonstrate their ability to complete the Work by means

of the financial test or the corporate guarantee pursuant to

Paragraph 42(d) or (e), they shall resubmit sworn statements

conveying the information required by 40 C.F.R. Part 264.143(f)

annually, on the anniversary of the effective date of this

Consent Decree. In the event that EPA determines at any time

that the financial assurances provided pursuant to this Section

are inadequate, Settling Defendants shall, within 30 days of

receipt of notice of EPA's determination, obtain and present to

EPA for approval one or more of the other forms of financial

assurance listed in Paragraph 42 of this Consent Decree.

Settling Defendants' inability to demonstrate financial ability

to complete the Work shall not excuse performance of any

activities required under this Consent Decree.

45. If Settling Defendants can show that the estimated cost

to complete the remaining Work has diminished below the amount

set forth pursuant to Paragraph 42 above after entry of this

Consent Decree, Settling Defendants may, on any anniversary date

of entry of this Consent Decree, or at any other time agreed to

-35-

by the Parties, reduce the amount of the financial security

provided under this Section to the estimated cost of the

remaining construction of the Remedial Action plus the next five

years of O&M. Settling Defendants shall submit a proposal for

such reduction to EPA, in accordance with the requirements of

this Section, and may reduce the amount of the security upon

approval by EPA. In the event of a dispute, Settling Defendants

may reduce the amount of the security in accordance with the

final administrative or judicial decision resolving the dispute.

46. Settling Defendants may change the form of financial

assurance provided under this Section at any time, upon notice to

and approval by EPA, provided that the new form of assurance

meets the requirements of this Section. In the event of a

dispute, Settling Defendants may change the form of the financial

assurance only in accordance with the final administrative or

judicial decision resolving the dispute.

XIV. CERTIFICATION OF COMPLETION

47. Completion of the Remedial Action

a. Within 90 days after Settling Defendants conclude

that the Remedial Action has been fully performed and the

Performance Standards have been attained, Settling Defendants

shall schedule and conduct a pre-certification inspection to be

attended by Settling Defendants and EPA. If, after the

pre-certification inspection, the Settling Defendants still

believe that Remedial Action has been fully performed and the

Performance Standards have been attained, they shall submit a

-36-

written report requesting certification to EPA for approval,

pursuant to Section XI (EPA Approval of Plans and Other

Submissions) within 30 days of the inspection. In the report, a

registered professional engineer and the Settling Defendants'

Project Coordinator shall state that the Remedial Action has been

completed in full satisfaction of the requirements of this

Consent Decree. The written report shall include as-built

drawings signed and stamped by a professional engineer. The

report shall contain the following statement, signed by a

responsible corporate official of a Settling Defendant or the

Settling Defendants' Project Coordinator:

"To the best of my knowledge, after thorough investigation,I certify that the information contained in or accompanyingthis submission is true, accurate and complete. I am awarethat there are significant penalties for submitting falseinformation, including the possibility of fine andimprisonment for knowing violations."

If, after completion of the pre-certification inspection and

receipt and review of the written report, EPA determines that the

Remedial Action or any portion thereof has not been completed in

accordance with this Consent Decree or that the Performance

Standards have not been achieved, EPA will notify Settling

Defendants in writing of the activities that must be undertaken

by Settling Defendants pursuant to this Consent Decree to

complete the Remedial Action and achieve the Performance

Standards. Provided, however, that EPA may only require Settling

Defendants to perform such activities pursuant to this Paragraph

to the extent that such activities are consistent with the "scope

of the remedy selected in the ROD," as that term is defined in

Paragraph 14b. EPA will set forth in the notice a schedule for

-37-

performance of such activities consistent with the Consent Decree

and the SOW or require the Settling Defendants to submit a

schedule to EPA for approval pursuant to Section XI (EPA Approval

of Plans and Other Submissions). Settling Defendants shall

perform all activities described in the notice in accordance with

the specifications and schedules established pursuant to this

Paragraph, subject to their right to invoke the dispute

resolution procedures set forth in Section XIX (Dispute

Resolution).

b. If EPA concludes, based on the initial or any

subsequent report requesting Certification of Completion that the

Remedial Action has been fully performed in accordance with this

Consent Decree and that the Performance Standards have been

achieved, EPA will so certify in writing to Settling Defendants.

This certification shall constitute the Certification of

Completion of the Remedial Action for purposes of this Consent

Decree, including, but not limited to, Section XXI (Covenants Not

to Sue by Plaintiff). Certification of Completion of the

Remedial Action shall not affect Settling Defendants' remaining

obligations under this Consent Decree.

48. Completion of the Work

a. Within 90 days after Settling Defendants conclude

that all phases of the Work (including 0 & M), have been fully

performed, Settling Defendants shall schedule and conduct a pre-

certification inspection to be attended by Settling Defendants

and EPA. If, after the pre-certification inspection, the

Settling Defendants still believe that the Work has been fully

-38-

performed, Settling Defendants shall submit a written report by a

registered professional engineer stating that the Work has been

completed in full satisfaction of the requirements of this

Consent Decree. The report shall contain the following

statement, signed by a responsible corporate official of a

Settling Defendant or the Settling Defendants' Project

Coordinator:

"To the best of my knowledge, after thorough investigation,I certify that the information contained in or accompanyingthis submission is true, accurate and complete. I am awarethat there are significant penalties for submitting falseinformation, including the possibility of fine andimprisonment for knowing violations."

If, after review of the written report, EPA determines that any

portion of the Work has not been completed in accordance with

this Consent Decree, EPA will notify Settling Defendants in

writing of the activities that must be undertaken by Settling

Defendants pursuant to this Consent Decree to complete the Work.

Provided, however, that EPA may only require Settling Defendants

to perform such activities pursuant to this Paragraph to the

extent that such activities are consistent with the "scope of the

remedy selected in the ROD," as that term is defined in Paragraph

14b. EPA will set forth in the notice a schedule for

performance of such activities consistent with the Consent Decree

and the SOW or require the Settling Defendants to submit a

schedule to EPA for approval pursuant to Section XI (EPA Approval

of Plans and Other Submissions). Settling Defendants shall

perform all activities described in the notice in accordance with

the specifications and schedules established therein, subject to

-39-

their right to invoke the dispute resolution procedures set forth

in Section XIX (Dispute Resolution).

b. If EPA concludes, based on the initial or any

subsequent request for Certification of Completion by Settling

Defendants, that the Work has been performed in accordance with

this Consent Decree, EPA will so notify the Settling Defendants

in writing.

XV. EMERGENCY RESPONSE

49. In the event of any action or occurrence which causes

or threatens a release of Waste Material from the Site that

constitutes an emergency situation or may present an immediate

threat to public health or welfare or the environment, Settling

Defendants shall, subject to Paragraphs 50 and 51, immediately

take all appropriate action to prevent, abate, or minimize such

release or threat of release, and shall immediately notify the

EPA's Project Coordinator, or, if the Project Coordinator is

unavailable, EPA's Alternate Project Coordinator. If neither of

these persons are available, the Settling Defendants shall notify

the EPA Emergency Response Unit, Region V. Settling Defendants

shall take such actions in consultation with EPA's Project

Coordinator or other available authorized EPA officer and in

accordance with all applicable provisions of the Health and

Safety Plans, the Contingency Plans, and any other applicable

plans or documents developed pursuant to the SOW. In the event

that Settling Defendants fail to take appropriate emergency

response action as required by this Section, and EPA takes such

-40-

action instead, Settling Defendants shall reimburse EPA all costs

of the emergency response action not inconsistent with the NCP

pursuant to Section XVI (Reimbursement of Response Costs).

50. Settling Defendants shall not be required to take those

actions described in Paragraph 49 other than to exercise due care

with respect to the emergency situation and hazardous substance

or substances involved in the emergency situation, to notify the

appropriate EPA official as provided in Paragraph 49, and to

notify such additional persons as provided in Paragraph 30 if all

of the following circumstances apply: a) such emergency

situation commences or occurs following EPA's approval of the

Settling Defendants' Completion of Construction Report described

in Task IV.B. of the SOW; b) Settling Defendants are not in the

process of constructing Phase I or constructing or operating

Phase II of the contingency remedy described in Section II,

Paragraph K of the SOW; c) Settling Defendants are not in the

process of construction or repair of any portion of the remedy,

described in Paragraph 14.b., during the Operation and

Maintenance portion of the Work; and d) Settling Defendants

establish to EPA

(i) that the Waste Material involved in the emergencysituation was placed at the Site following the entry of thisConsent Decree and

(ii) that no action taken by any of the Settling Defendants,including their contractors caused, or contributed to thecreation of the emergency situation or the placement at theSite of the Waste Material involved in the emergencysituation.

Nothing in this Paragraph relieves the Settling Defendants of any

obligation in any other Section of this Consent Decree.

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51. Nothing in this Section shall be deemed to limit any

authority of the United States a) to take all appropriate action

to protect human health and the environment or to prevent, abate,

respond to, or minimize an actual or threatened release of Waste

Material on, at, or from the Site, or b) (except as provided in

Paragraph 50) to direct or order such action, or seek an order

from the Court, to protect human health and the environment or to

prevent, abate, respond to, or minimize an actual or threatened

release of Waste Material on, at, or from the Site, subject to

Section XXI (Covenants Not to Sue by Plaintiff) .

XVI. REIMBURSEMENT OF RESPONSE COSTS

52. Settling Defendants shall reimburse the United States

for all Future Response Costs not inconsistent with the National

Contingency Plan incurred by the United States. The United

States will send Settling Defendants a bill requiring payment

that includes an Itemized Cost Summary (ICS) Statement which

includes direct and indirect costs incurred by EPA, DOJ and their

contractors. Settling Defendants shall make all payments within

30 days of Settling Defendants' receipt of each bill requiring

payment except as otherwise provided in Paragraph 53. The

Settling Defendants shall make all payments required by this

Paragraph in the form of a certified check or checks made payable

to "EPA Hazardous Substance Superfund" and referencing the

U.S.A.O. file number 95-1798, the EPA Region and Site/Spill ID t

05C6, and the DOJ case number 90-11-3-856. The Settling

Defendants shall forward the certified check(s) to:

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U.S. Environmental Protection AgencySuperfund AccountingP.O. Box 70753Chicago, Illinois 60673

and shall send copies of the check(s) to the United States as

specified in Section XXVI (Notices and Submissions). Afcer

receipt of each bill, Settling Defendants shall have the right,

upon request, to receive documentation supporting the amounts

claimed on the Itemized Cost Statement. Such a request does not

suspend the Settling Defendants' payment obligations which must

be made within 30 days of receipt of the bill; any questioned

amounts may be put into escrow in accordance with Paragraph 53

until 30 days following receipt of such additional documentation,

unless any such amounts are disputed in accordance with Paragraph

53.

53. Settling Defendants may contest payment of any Future

Response Costs under Paragraph 52 if they determine that the

United States has made an accounting error or if they allege that

a cost item that is included represents costs that are

inconsistent with the NCP. Such objection shall be made in

writing within 30 days of receipt of the bill or receipt of

additional documentation sent by the United States pursuant to

Paragraph 52 and must be sent to the United States pursuant to

Section XXVI (Notices and Submissions). Any such objection shall

specifically identify the contested Future Response Costs and the

basis for objection. In the event of an objection, the Settling

Defendants shall within the 30 day period pay all uncontested

Future Response Costs to the United States in the manner

described in Paragraph 52. Simultaneously, the Settling

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Defendants shall establish an interest-bearing escrow account in

a federally-insured bank duly chartered in the State of Ohio and

remit to that escrow account funds equivalent to the amount of

the contested Future Response Costs. The Settling Defendants

shall send to the United States, as provided in Section XXVI

(Notices and Submissions), a copy of the transmittal letter and

check paying the uncontested Future Response Costs, and a copy of

the correspondence that establishes and funds the escrow account,

including, but not limited to, information containing the

identity of the bank and bank account under which the escrow

account is established as well as a bank statement showing the

initial balance of the escrow account. Simultaneously with

establishment of the escrow account, the Settling Defendants

shall initiate the Dispute Resolution procedures in Section XIX

(Dispute Resolution). If the United States prevails in the

dispute, within 15 days of the resolution of the dispute, the

Settling Defendants shall pay the sums due (with accrued

interest) to the United States in the manner described in

Paragraph 52. If the Settling Defendants prevail concerning any

aspect of the contested costs, the Settling Defendants shall pay

that portion of the costs (plus associated accrued interest) for

which they did not prevail to the United States in the manner

described in Paragraph 52; Settling Defendants shall be disbursed

any balance of the escrow account. The dispute resolution

procedures set forth in this Paragraph in conjunction with the

procedures set forth in Section XIX (Dispute Resolution) shall be

the exclusive mechanisms for resolving disputes regarding the

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Settling Defendants' obligation to reimburse the United States

for its Future Response Costs.

54. In the event that the payments required by Paragraph 52

are not made within the time established in Paragraph 5? or

Paragraph 53, Settling Defendants shall pay interest on the

unpaid balance at the rate established pursuant to Section 107 (a)

of CERCLA, 42 U.S.C. § 9607(a). The interest to be paid on such

unpaid amounts shall begin to accrue on the date of the bill.

The Interest shall accrue through the date of the Settling

Defendants' payment. Payment of Interest made under this

Paragraph shall be in addition to such other remedies or

sanctions available to Plaintiff by virtue of Settling

Defendants' failure to make timely payments under this Section.

The Settling Defendants shall make all payments required by this

Paragraph in the manner described in Paragraph 52.

XVII. INDEMNIFICATION AND INSURANCE

55. a. The United States does not assume any liability by

entering into this agreement or by virtue of any designation of

Settling Defendants as EPA's authorized representatives under

Section 104 (e) of CERCLA, 42 U.S.C. § 9604(e) . Settling

Defendants shall indemnify, save and hold harmless the United

States and its officials, agents, employees, contractors,

subcontractors, or representatives for or from any and all claims

or causes of action arising from, or on account of, negligent or

other wrongful acts or omission of Settling Defendants, their

officers, directors, employees, agents, contractors,

subcontractors, and any persons acting on their behalf or under

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their control, in carrying out activities pursuant to this

Consent Decree, including, but not limited to, any claims arising

from any designation of Settling Defendants as EPA1s authorized

representatives under Section 104(e) of CERCLA. Further, the

Settling Defendants agree to pay the United States all costs it

incurs including, but not limited to, attorneys fees and other

expenses of litigation and settlement arising from, or on account

of, claims made against the United States based on negligent or

other wrongful acts or omissions of Settling Defendants, their

officers, directors, employee, agents, contractors,

subcontractors, and any person acting on their behalf or under

their control, in carrying out activities pursuant to this

Consent Decree. The United States shall not be held out as a

party to any contract entered into by or on behalf of Settling

Defendants in carrying out activities pursuant to this Consent

Decree. Neither the Settling Defendants nor any such contractor

shall be considered an agent of the United States.

b. The United States shall give Settling Defendants

notice of any claim for which the United States plans to seek

indemnification pursuant to Paragraph 55.a., and shall consult

with Settling Defendants prior to settling such claim.

56. Settling Defendants waive all claims against the United

States for damage or reimbursement or for set-off of any payments

made or to be made to the United States, arising from or on

account of any contract, agreement, or arrangement between any

one or more of Settling Defendants and any person for performance

of Work on or relating to the Site, including, but not limited

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to, claims on account of construction delays. In addition,

Settling Defendants shall indemnify and hold harmless the United

States with respect to any and all claims for damages or

reimbursement arising from or on account of any contract,

agreement, or arrangement between any one or more of Settling

Defendants and any person for performance of Work on or relating

to the Site, including, but not limited to, claims on account of

construction delays.

57. No later than 15 days before commencing any on-site

Work, Settling Defendants shall secure, and shall maintain until

the first anniversary of EPA's Certification of Completion of the

Remedial Action pursuant to Paragraph 47 of Section XIV

(Certification of Completion) comprehensive general liability

insurance and automobile liability insurance with limits of five

million dollars, combined single limit naming as additional

insured the United States. In addition, for the duration of this

Consent Decree, Settling Defendants shall satisfy, or shall

ensure that their contractors or subcontractors satisfy all

applicable law and regulations regarding the provision of

worker's compensation insurance for all persons performing the

Work on behalf of Settling Defendants in furtherance of this

Consent Decree. Prior to commencement of the Work under this

Consent Decree, Settling Defendants shall provide to EPA

certificates of such insurance and a copy of each insurance

policy. Settling Defendants shall resubmit such certificates and

copies of policies each year on the anniversary of the effective

date of this Consent Decree. If Settling Defendants demonstrate

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by evidence satisfactory to EPA that any contractor or

subcontractor maintains insurance equivalent to that described

above, or insurance covering the same risks but in a lesser

amount, then, with respect to that contractor or subcontractor,

Settling Defendants need provide only that portion of the

insurance described above which is not maintained by the

contractor or subcontractor.

XVIII. FORCE MAJEURE

58. "Force majcure," for purposes of this Consent Decree,

is defined as any event arising from causes beyond the control of

the Settling Defendants or any entity controlled by Settling

Defendants, or Settling Defendants' contractors, that delays or

prevents the performance of any obligation under this Consent

Decree despite Settling Defendants' best efforts to fulfill the

obligation. The requirement that the Settling Defendants

exercise "best efforts to fulfill the obligation" includes using

best efforts to anticipate any potential force majeure event and

best efforts to address the effects of any potential force

majeure event (1) as it is occurring and (2) following the

potential force majeure event, such that the delay is minimized

to the greatest extent possible. "Force Majeure" does not

include financial inability to complete the Work or a failure to

attain the Performance Standards.

59. If any event occurs or has occurred that may delay the

performance of any obligation under this Consent Decree, whether

or not caused by a force majeure event, the Settling Defendants

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shall notify orally EPA's Project Coordinator or, in his or her

absence, EPA's Alternate Project Coordinator or, in the event

both of EPA's designated representatives are unavailable, the

Director of the Superfund Division, EPA Region V, within 72 hours

of when Settling Defendants first knew that the event might cause

a delay. Within 10 days thereafter, Settling Defendants shall

provide in writing to EPA (1) an explanation and description of

the reasons for the delay; (2) the anticipated duration of the

delay; (3) all actions taken or to be taken to prevent or

minimize the delay; (4) a schedule for implementation of any

measures to be taken to prevent or mitigate the delay or the

effect of the delay; (5) the Settling Defendants' rationale for

attributing such delay to a force majeure event if they intend to

assert such a claim; and (6) a statement as to whether, in the

opinion of the Settling Defendants, such event may cause or

contribute to an endangerment to public health, welfare or the

environment. The Settling Defendants shall include with any

notice all available documentation supporting their claim that

the delay was attributable to a force majeure. Failure to comply

with the above requirements shall preclude Settling Defendants

from asserting any claim of force majeure for that event for the

period of time of such failure to comply, and for any additional

delay caused by such failure. Settling Defendants shall be

deemed to know of any circumstance of which Settling Defendants,

any entity controlled by Settling Defendants, or Settling

Defendants' contractors knew or should have known.

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60. If EPA agrees that the delay or anticipated delay is

attributable to a force majeure event, the time for performance

of the obligations under this Consent Decree that are affected by

the force majeure event will be extended by EPA for such time as

is necessary to complete those obligations. An extension of the

time for performance of the obligation affected by the force

majeure event shall not, of itself, extend the time for

performance of any other obligation. If EPA agrees that the

delay or anticipated delay has been or will be caused by a force

majeure event, EPA will notify the Settling Defendants in writing

of its decision. If EPA agrees that the delay is attributable to

a force majeure event, EPA will notify the Settling Defendants in

writing of the length of the extension, if any, for performance

of the obligations affected by the force majeure event.

61. If the Settling Defendants elect to invoke the dispute

resolution procedures set forth in Section XIX (Dispute

Resolution), they shall do so no later than 15 days after receipt

of EPA's notice. In any such proceeding, Settling Defendants

shall have the burden of demonstrating by a preponderance of the

evidence that the delay or anticipated delay has been or will be

caused by a force majeure event, that the duration of the delay

or the extension sought was or will be warranted under the

circumstances, that best efforts were exercised to avoid and

mitigate the effects of the delay, and that Settling Defendants

complied with the requirements of Paragraphs 58 and 59, above.

If Settling Defendants carry this burden, the delay at issue

shall be deemed not to be a violation by Settling Defendants of

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the affected obligation of this Consent Decree identified to EPA

and the Court.

XIX. DISPUTE RESOLUTION

62. Unless otherwise expressly provided for in this Consent

Decree, the dispute resolution procedures of this Section shall

be the exclusive mechanism to resolve disputes arising under or

with respect to this Consent Decree. However, the procedures set

forth in this Section shall not apply to actions by the United

States to enforce obligations of the Settling Defendants that

have not been disputed in accordance with this Section.

63. Any dispute which arises under or with respect to this

Consent Decree shall in the first instance be the subject of

informal negotiations between the parties to the dispute. The

period for informal negotiations shall not exceed 20 days from

the time the dispute arises, unless it is modified by written

agreement of the parties to the dispute. The dispute shall be

considered to have arisen when one party sends the other parties

a written Notice of Dispute.

64. a. In the event that the parties cannot resolve a

dispute by informal negotiations under the preceding Paragraph,

then the position advanced by EPA shall be considered binding

unless, within 20 days after the conclusion of the informal

negotiation period, the Settling Defendants invoke the formal

dispute resolution procedures of this Section by serving on the

United States a written Statement of Position on the matter in

dispute, including, but not limited to, any factual data,

analysis or opinion supporting that position and any supporting

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documentation relied upon by the Settling Defendants. The

Statement of Position shall specify the Settling Defendants'

position as to whether formal dispute resolution should proceed

under Paragraph 65 or 66.

b. Within fourteen (14) days after receipt of the

Settling Defendants' Statement of Position, EPA will serve on

Settling Defendants its Statement of Position, including, but not

limited to, any actual data, analysis, or opinion supporting that

position and all supporting documentation relied upon by EPA.

EPA's Statement of Position shall include a statement as to

whether formal dispute resolution should proceed under Paragraph

65 or 66. Within ten (10) days after receipt of EPA's Statement

of Position, Settling Defendants may submit a reply.

c. If there is disagreement between EPA and the

Settling Defendants as to whether dispute resolution should

proceed under Paragraph 65 or 66, the parties to the dispute

shall follow the procedure set forth in the paragraph determined

by EPA to be applicable. However, if the Settling Defendants

ultimately appeal to the Court to resolve the dispute, the Court

shall determine which paragraph is applicable in accordance with

the standard of applicability set forth in Paragraphs 65 and 66.

65. Formal dispute resolution for disputes pertaining to

the selection or adequacy of any response action and all other

disputes that are accorded review on the administrative record

under applicable principles of administrative law shall be

conducted pursuant to the procedures set forth in this Paragraph.

For purposes of this Paragraph, the adequacy of any response

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action includes, without limitation: (I) the adequacy or

appropriateness of plans, procedures to implement plans, or any

other items requiring approval by EPA under this Consent Decree;

and (2) the adequacy of the performance of response actions taken

pursuant to this Consent Decree. Nothing in this Consent Decree

shall be construed to allow any dispute by Settling Defendants

regarding the validity of the ROD'S provisions.

a. An administrative record of the dispute shall be

maintained by EPA and shall contain all statements of position,

including supporting documentation, submitted pursuant to this

Section. Where appropriate, EPA may allow submission of

supplemental statements of position by the parties to the

dispute.

b. The Director of the Superfund Division, EPA Region

V, will issue a final administrative decision resolving the

dispute based on the administrative record described in Paragraph

65.a. This decision shall be binding upon the Settling

Defendants, subject only to the right to seek judicial review

pursuant to Paragraph 6B.C. and 65.d.

c. Any administrative decision made by EPA pursuant

to Paragraph 65.b. shall be reviewable by this Court, provided

that a motion for judicial review is filed by the Settling

Defendants with the Court and served on all Parties within 10

days of receipt of EPA's decision. The motion shall include a

description of the matter in dispute, the efforts made by the

parties to resolve it, the relief requested, and the schedule, if

any, within which the dispute must be resolved to ensure orderly

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implementation of this Consent Decree. The United States may

file a response to Settling Defendants' motion.

d. In proceedings on any dispute governed by this

Paragraph, the Settling Defendant or Defendants shall have the

burden of demonstrating that the decision of the Superfund

Division Director is arbitrary and capricious or otherwise not in

accordance with law. Judicial review of EPA's decision shall be

on the administrative record compiled pursuant to Paragraph 65.a.

66. Formal dispute resolution for disputes that neither

pertain to the selection or adequacy of any response action nor

are otherwise accorded review on the administrative record under

applicable principles of administrative law, shall be governed by

this Paragraph.

a. Following receipt of Settling Defendants Statement

of Position submitted pursuant to Paragraph 64, the Director of

the Superfund Division, EPA Region V, will issue a final decision

resolving the dispute. The Superfund Division Director's

decision shall be binding on the Settling Defendants unless,

within 10 days of receipt of the decision, the Settling

Defendants file with the Court and serve on the United States a

motion for judicial review setting forth the matter in dispute,

the efforts made by the parties to resolve it, the relief

requested, and the schedule, if any, within which the dispute

must be resolved to ensure orderly implementation of the Consent

Decree. The United States may file a response to such a motion.

b. Notwithstanding Paragraph N of Section I

(Background) of this Consent Decree, judicial review of any

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dispute governed by this Paragraph shall be governed by

applicable principles of law.

67. The invocation of formal dispute resolution procedures

under this Section shall not extend, postpone or affect in any

way any obligation of the Settling Defendants under this Consent

Decree not directly in dispute, unless EPA agrees or the Court

orders otherwise. Stipulated penalties with respect to the

disputed matter shall continue to accrue but payment shall be

stayed pending resolution of the dispute as provided in Paragraph

76. Notwithstanding the stay of payment, stipulated penalties

shall accrue from the first day of noncompliance with any

applicable provision of this Consent Decree. In the event that

the Settling Defendants do not prevail on the disputed issue,

stipulated penalties shall be assessed and paid as provided in

Section XX (Stipulated Penalties) .

XX. STIPULATED PENALTIES

68. Settling Defendants shall be liable for stipulated

penalties in the amounts set forth in Paragraphs 69 through 71 to

the United States for failure to comply with the requirements of

this Consent Decree specified below, unless excused under Section

XVIII (Force Majeure). "Compliance" by Settling Defendants shall

include completion of the activities under this Consent Decree or

any work plan or other plan approved under this Consent Decree

identified below in accordance with all applicable requirements

of law, this Consent Decree, the SOW, and any plans or other

document approved by EPA pursuant to this Consent Decree and

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within the specified time schedules established by and approved

under this Consent Decree.

69. a. The following stipulated penalties shall accrue

per violation per day for any noncompliance identified in

Subparagraph b:

Penalty Per ViolationPer Day Period of NoncompliancQ

$ 500 Days 1-7$ 1,000 Days 8-30$ 2,000 Days 31+

b. Failure to meet the following compliance

milestones for activities, which are set forth in Task VII,

Remedial Action, Compliance Schedule in the SOW, shall subject

Settling Defendants to the stipulated penalties established in

Subparagraph a:

Draft RA Work PlanFinal RA Work PlanDraft Construction Quality Assurance PlanFinal Construction Quality Assurance PlanInitiate Construction of RACompletion of ConstructionPrefinal Completion of Construction InspectionPrefinal Completion of Construction Report

70. a. The following stipulated penalties shall accrue

per violation per day for any noncompliance identified in

Subparagraph b:

Penalty Per ViolationPer Day Period of Noncompliance$ 250 Days 1-7$ 500 Days 8-30$ 1,000 Days 31+

b. Failure to meet the following compliance

milestones for activities, which are set forth in Task VII,

Remedial Action, Compliance Schedule in the SOW, shall subject

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Settling Defendants to the stipulated penalties established in

Subparagraph a:

Draft Quality Assurance Project PlansFinal Quality Assurance Project PlansHold Pre-Construction MeetingFinal O&M PlanFinal Completion of Construction ReportPre-Final Remedial Action InspectionPre-Final Remedial Action Inspection ReportFinal Inspection of the RACompletion of Final RA ReportFinal Completion of the Work Report

71. The following stipulated penalties shall be payable per

violation per day to the United States for failure to make

payments when due or failure to submit timely or adequate monthly

progress reports or other written documents pursuant to

Paragraphs 28 and 32 of this Consent Decree:

Penalty Per ViolationPer Day Period of Noncompliance

$ 250 Days 1-7$ 500 Days 8-30$1,000 Days 31+

72. All penalties shall begin to accrue on the day after

the complete performance is due or the day a violation occurs,

and shall continue to accrue through the final day of the

correction of the noncompliance or completion of the activity.

However, stipulated penalties shall not accrue: (1) with respect

to a deficient submission under Section XI (EPA Approval of Plans

and Other Submissions), during the period, if any, beginning on

the 10th day after EPA's receipt of such submission until the

date that EPA notifies Settling Defendants of any deficiency; (2)

with respect to a decision by the Director of the Superfund

Division, EPA Region V, under Paragraph 65.b. or 66.a. of Section

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XIX (Dispute Resolution), during the period, if any, beginning on

the 10th day after the date that Settling Defendants' reply to

EPA'3 Statement of Position is received until the date that the

Director issues a final decision regarding such dispute,- or (3)

with respect to judicial review by this Court of any dispute

under Section XIX (Dispute Resolution), during the period, if

any, beginning on the 10th day after the Court's receipt of a

motion to resolve the dispute until the date that the Court

issues a final decision regarding such dispute. Nothing herein

shall prevent the simultaneous accrual of separate penalties for

separate violations of this Consent Decree.

73. Following EPA's determination that Settling Defendants

have failed to comply with a requirement of this Consent Decree,

EPA may give Settling Defendants written notification of the same

and describe the noncompliance. EPA may send the Settling

Defendants a written demand for the payment of the penalties.

However, penalties shall accrue as provided in the preceding

Paragraph regardless of whether EPA has notified the Settling

Defendants of a violation.

74. All penalties accruing under this Section shall be due

and payable to the United States within 30 days of the Settling

Defendants' receipt from EPA of a demand for payment of the

penalties, unless Settling Defendants invoke the Dispute

Resolution procedures under Section XIX (Dispute Resolution).

All payments to the United States under this Section shall be

paid by certified or cashier's check(s) made payable to "EPA

Hazardous Substances Superfund," shall be mailed to U.S.

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Environmental Protection Agency, Superfund Accounting, P.O. Box

70753, Chicago, Illinois 60673, shall reference the EPA Region

and Site/Spill ID# 05C6, and the DOJ Case Number -- 90-11-3-856,

and the name and address of the party or parties making payment.

Copies of checks paid pursuant to this Section and any

accompanying transmittal letters shall be sent to the United

States as provided in Section XXVI (Notices and Submissions).

75. The payment of penalties shall not alter in any way

Settling Defendants' obligation to complete the performance of

the Work required under this Consent Decree.

76. Penalties shall continue to accrue as provided in

Paragraph 72 during any dispute resolution period, but need not

be paid until the following:

a. If the dispute is resolved by agreement or by a

decision of EPA that is not appealed to this Court, accrued

penalties determined to be owing shall be paid to EPA within 30

days of the agreement or the receipt of EPA's decision or order;

b. If the dispute is appealed to this Court and the

United States prevails in whole or in part, Settling Defendants

shall pay all accrued penalties determined by the Court to be

owed to EPA within 60 days of receipt of the Court's decision or

order, except as provided in subparagraph c. below;

c. If the District Court's decision is appealed by

any Party, Settling Defendants shall pay all accrued penalties

into an interest-bearing escrow account within 60 days of receipt

of the Court's decision or order. Penalties shall be paid into

this account as they continue to accrue, at least every 60 days.

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Within 15 days of receipt of the final appellate court decision,

the escrow agent shall pay the balance of the account to EPA or

to Settling Defendants to the extent that they prevail.

77. a. If Settling Defendants fail to pay stipulated

penalties when due, the United States may institute proceedings

to collect the penalties, as well as interest. Settling

Defendants shall pay interest on the unpaid balance, which shall

begin to accrue on the date of demand made pursuant to Paragraph

73 at the rate established pursuant to Section 107(a) of CERCLA,

42 U.S.C. § 9607.

b. Nothing in this Consent Decree shall be construed

as prohibiting, altering, or in any way limiting the ability of

the United States to seek any other remedies or sanctions

available by virtue of Settling Defendants' violation of any

statutes or regulations, including, but not limited to, penalties

pursuant to Section 122(1) of CERCLA.

c. If the United States believes that any act or

omission of the Settling Defendants violates both this Consent

Decree and any statute or regulation which provides for

imposition of a penalty, the United States shall be limited to

seeking either a stipulated penalty pursuant to this Consent

Decree or the penalty provided by law for violation of the

statute or regulation.

78. Notwithstanding any other provision of this Section,

the United States may, in its unreviewable discretion, waive any

portion of stipulated penalties that have accrued pursuant to

this Consent Decree.

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XXI . COVENANTS fJQT TO SUE BY PLAINTIFF

79. In consideration of the actions that will be performed

and the payments that will be made by the Settling Defendants and

Landowner under the terms of the Consent Decree, and except as

specifically provided in Paragraphs 80, 81, and 84 of this

Section, the United States covenants not to sue or to take

administrative action against Settling Defendants and Landowner

pursuant to Sections 106 and 107(a) of CERCLA and Section 7003 of

RCRA relating to the Site, including, but not limited to, any

action or suit for the recovery of response costs incurred prior

to lodging of this Consent Decree. With respect to liability for

Past Response Costs, these covenants not to sue shall take effect

upon entry of this Consent Decree. With respect to future

liability, these covenants not to sue shall take effect upon

Certification of Completion of Remedial Action by EPA pursuant to

Paragraph 47.b. of Section XIV (Certification of Completion). As

to the Settling Defendants, these covenants not to sue are

conditioned upon the satisfactory performance by Settling

Defendants of their obligations under this Consent Decree. As to

Landowner, these covenants not to sue are conditioned upon

Landowner's satisfactory performance of her obligations under

this Consent Decree and upon the veracity and completeness of the

information provided to the United States by Landowner relating

to Landowner's involvement with the Site, her financial

condition, and her insurance coverage. These covenants not to

sue shall be null and void with respect to Landowner if she fails

to perform all obligations she is required to perform under this

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Consent Decree or has provided materially false, incomplete, or

incorrect information in her Certification set forth at Paragraph

83 of this Consent Decree. These covenants not to sue extend

only to the Settling Defendants and Landowner and do not extend

to any other person, except to the extent that liability is

sought to be imposed upon such person solely based upon the acts

or omissions of any Settling Defendant.

80. United States' Pre-certification Reservations.

Notwithstanding any other provision of this Consent Decree, the

United States reserves, and this Consent Decree is without

prejudice to, the right to institute proceedings in this action

or in a new action, or to issue an administrative order seeking

to compel Settling Defendants (1) to perform further response

actions relating to the Site or (2) to reimburse the United

States for additional costs of response incurred after lodging of

the Consent Decree, if, prior to certification of completion of

the Remedial Action:

(I) conditions at the Site, previously unknown to EPA,

are discovered, or

(ii) information, previously unknown to EPA, is

received, in whole or in part,

and these previously unknown conditions or information together

with any other relevant information indicates that the Remedial

Action is not protective of human health or the environment.

81. United States' Post-certification Reservations.

Notwithstanding any other provision of this Consent Decree, the

United States reserves, and this Consent Decree is without

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prejudice to, the right to institute proceedings in this action

or in a new action, or to issue an administrative order seeking

to compel Settling Defendants (1) to perform further response

actions relating to the Site or (2) to reimburse the United

States for additional costs of response incurred after lodging of

this Consent Decree, if, subsequent to certification of

completion of the Remedial Action:

(I) conditions at the Site, previously unknown to

the EPA, are discovered, or

(ii) information, previously unknown to EPA, is

received, in whole or in part, after the

certification of completion,

and these previously unknown conditions or this information

together with other relevant information indicate that the

Remedial Action is not protective of human health or the

environment.

82. For purposes of Paragraph 80, the information

previously received by and the conditions known to EPA shall

include only that information and those conditions set forth in

the ROD, the BSD, and the administrative record supporting the

ROD or BSD. For purposes of Paragraph 81, the information and

the conditions known to EPA shall include only that information

and those conditions set forth in the Record of Decision, the

BSD, the administrative record supporting the Record of Decision

and BSD, the post-BSD administrative record, if any, or in any

information received by EPA pursuant to the requirements of this

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Consent Decree prior to Certification of Completion of the

Remedial Action.

83. Certification of Landowner. Landowner hereby certifies

that, to the best of her knowledge and belief, she has conducted

a thorough, comprehensive, and good faith search for documents

and has fully and accurately disclosed to the United States all

information currently in her possession, or in the possession of

her employees, contractors or agents regarding the disposal or

existence of Waste Materials at the Site, her financial

condition, and applicable liability insurance coverage for the

Site. Landowner further certifies that she has not altered,

mutilated, discarded, destroyed, or otherwise disposed of any

records, documents, or other information relating to the disposal

or existence of Waste Materials at the Site.

84. General Reservations of Rights. The covenants not to

sue set forth above do not pertain to any matters other than

those expressly specified in Paragraph 79.

a. The United States reserves, and this Consent

Decree is without prejudice to, all rights against Settling

Defendants with respect to all other matters, including but not

limited to, the following:

(1) claims based on a failure by Settling Defendants

to meet a requirement of this Consent Decree;

(2) liability arising from the past, present, or

future disposal, release, or threat of release of Waste Materials

outside of the Site;

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(3) liability for damages for injury to, destruction

of, or loss of natural resources, and for the costs of any

natural resources damage assessments;

(4) liability for future disposal of Waste Material at

the Site by Settling Defendants other than as provided in the

ROD, the Work, or otherwise ordered by EPA;

(5) criminal liability;

(6) liability for violations of federal or state law

which occur during or after implementation of the Remedial

Action.

b. The United States reserves, and this Consent

Decree is without prejudice to, all rights against Landowner with

respect to all other matters, including but not limited to, the

following:

(1) claims based on a failure by Landowner to meet a

requirement of this Consent Decree;

(2) liability arising from the past, present, or

future disposal, release, or threat of release of Waste Materials

outside of the Site;

(3) liability for damages for injury to, destruction

of, or loss of natural resources, and for the costs of any

natural resources damage assessments;

(4) liability for future disposal of Waste Material at

the Site by Landowner other than as provided in the ROD, the

Work, or otherwise ordered by EPA;

(5) criminal liability;

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(6) liability for violations of federal or state law

which occur during or after implementation of the Remedial

Action.

85. In the event EPA determines that Settling Defendants

have ceased implementation of any portion of the Work, are

seriously or repeatedly deficient or late in their performance of

the Work, or are implementing the Work in a manner which may

cause an endangerment to human health or the environment, EPA may

assume the performance of all or any portions of the Work as EPA

determines necessary. Settling Defendants may invoke the

procedures set forth in Section XIX (Dispute Resolution),

Paragraph 65, to dispute EPA's written determination that the

takeover of the Work is warranted under this Paragraph. Costs

incurred by the United States in performing the Work pursuant to

this Paragraph shall be considered Future Response Costs that

Settling Defendants shall pay pursuant to Section XVI

(Reimbursement of Response Costs).

86. Except as provided in Paragraph 79, the United States

retains all authority and reserves all rights to take any and all

response actions authorized by law.

XXII. COVENANTS BY SETTLING DEFENDANTS AND LANDOWNER

87. Covenant Not to Sue. Subject to the reservations in

Paragraph 88, Settling Defendants and Landowner hereby covenant

not to sue and agree not to assert any claims or causes of action

against the United States with respect to the Site, past response

actions, Past and Future Response Costs as defined herein or this

Consent Decree, including, but not limited to:

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a. any direct or indirect claim for reimbursement

from the Hazardous Substance Superfund (established pursuant to

the Internal Revenue Code, 26 U.S.C. § 9507) through CERCLA

Sections 106(b)(2), 107, ill, 112, 113 or any other provision of

law;

b. any claims against the United States, including

any department, agency or instrumentality of the United States

under CERCLA Sections 107 or 113 related to the Site, or

c. any claims arising out of response activities at

the Site, including claims based on EPA's selection of response

actions, oversight of response activities or approval of plans

for such activities.

88. The Settling Defendants and Landowner reserve, and this

Consent Decree is without prejudice to, claims against the United

States, subject to the provisions of Chapter 171 of Title 28 of

the United States Code, for money damages for injury or loss of

property or personal injury or death caused by the negligent or

wrongful act or omission of any employee of the United States

while acting within the scope of his office or employment under

circumstances where the United States, if a private person, would

be liable to the claimant in accordance with the law of the place

where the act or omission occurred. However, any such claim

shall not include a claim for any damages caused, in whole or in

part, by the act or omission of any person, including any

contractor, who is not a federal employee as that term is defined

in 28 U.S.C. § 2671; nor shall any such claim include a claim

based on EPA's selection of response actions, or the oversight or

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approval of the Settling Defendants' plans or activities. The

foregoing applies only to claims which are brought pursuant to

any statute other than CERCLA and for which the waiver of

sovereign immunity is found in a statute other than CERCLA.

89. Nothing in this Consent Decree shall be deemed to

constitute preauthorization of a claim within the meaning of

Section 111 of CERCLA, 42 U.S.C. § 9611, or 40 C.F.R.

§ 300.700(d).

XXIII. EFFECT OF SETTLEMENT: CONTRIBUTION PROTECTION

90. Nothing in this Consent Decree shall be construed to

create any rights in, or grant any cause of action to, any person

not a party to this Consent Decree. The preceding sentence shall

not be construed to waive or nullify any rights that any person

not a signatory to this decree may have under Paragraph 79 or

under applicable law. Each of the Parties expressly reserves any

and all rights (including, but not limited to, any right to

contribution), defenses, claims, demands, and causes of action

which each party may have with respect to any matter,

transaction, or occurrence relating in any way to the Site

against any person not a party hereto.

91. The Parties agree, and by entering this Consent Decree

this Court finds that the Settling Defendants and Landowner are

entitled, as of the date of entry of this Consent Decree, to such

protection from contribution actions or claims as provided by

CERCLA Section 113(f) (2), 42 U.S.C. § 9613(f) (2), for matters

addressed in this Consent Decree. "Matters addressed in this

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Consent Decree" are all response actions taken or to be taken and

all response costs, including but not limited to Past Response

Costs and Future Response Costs, incurred or to be incurred with

respect to the Site, subject to those reservations contained in

Paragraphs 80, 81, and 84.

92. The Settling Defendants and Landowner agree that with

respect to any suit or claim for contribution brought by them for

matters related to this Consent Decree they will notify the

United States in writing no later than 60 days prior to the

initiation of such suit or claim.

93. The Settling Defendants and Landowner also agree that

with respect to any suit or claim for contribution brought

against them for matters related to this Consent Decree they will

notify in writing the United States within 10 days of service of

the complaint on them. In addition, Settling Defendants and

Landowner shall notify the United States within 10 days of

service or receipt of any Motion for Summary Judgment and within

10 days of receipt of any order from a court setting a case for

trial.

94. In any subsequent administrative or judicial proceeding

initiated by the United States for injunctive relief, recovery of

response costs, or other appropriate relief relating to the Site,

Settling Defendants and Landowner shall not assert, and may not

maintain, any defense/or claim based upon the principles of

waiver, res judicata. collateral estoppel, issue preclusion,

claim-splitting, or other defenses based upon any contention that

the claims raised by the United States in the subsequent

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proceeding were or should have been brought in the instant case;

provided, however, that nothing in this Paragraph affects the

enforceability of the covenants not to sue set forth in Section

XXI (Covenants Not to Sue by Plaintiff).

XXIV. ACCESS TO INFORMATION

95. Settling Defendants shall provide to EPA, upon request,

copies of all documents and information within their possession

or control or that of their contractors or agents relating to

activities at the Site or to the implementation of this Consent

Decree, including, but not limited to, sampling, analysis, chain

of custody records, manifests, trucking logs, receipts, reports,

sample traffic routing, correspondence, or other documents or

information related to the Work. Settling Defendants shall also

make available to EPA, for purposes of investigation, information

gathering, or testimony, their employees, agents, or

representatives with knowledge of relevant facts concerning the

performance of the Work.

96. a. Settling Defendants may assert business

confidentiality claims covering part or all of the documents or

information submitted to Plaintiff under this Consent Decree to

the extent permitted by and in accordance with Section 104 (e) (7)

of CERCLA, 42 U.S.C. § 9604 (e) (7) , and 40 C.F.R. § 2.203(b) .

Documents or information determined to be confidential by EPA

will be afforded the protection specified in 40 C.F.R. Part 2,

Subpart B. If no claim of confidentiality accompanies documents

or information when they are submitted to EPA, or if EPA has

notified Settling Defendants that the documents or information

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are not confidential under the standards of Section 104 (e) (7) of

CERCLA, the public may be given access to such documents or

information without further notice to Settling Defendants.

b. The Settling Defendants may assert that certain

documents, records and other information are privileged under the

attorney-client privilege or any other privilege recognized by

federal law. If the Settling Defendants assert such a privilege

in lieu of providing documents, they shall provide the Plaintiff

with the following: (1) the title of the document, record, or

information; (2) the date of the document, record, or

information; (3) the name and title of the author of the

document, record, or information; (4) the name and title of each

addressee and recipient; (5) a description of the contents of the

document, record, or information: and (6) the privilege asserted

by Settling Defendants. However, no documents, reports or other

information created or generated pursuant to the requirements of

the Consent Decree shall be withheld on the grounds that they are

privileged.

97. No claim of confidentiality shall be made with respect

to any data, including, but not limited to, all sampling,

analytical, monitoring, hydrogeologic, scientific, chemical, or

engineering data, or any portions of any other documents or

information, evidencing conditions at or around the Site.

XXV. RETENTION OF RECORDS

98. Until 10 years after the Settling Defendants' receipt

of EPA's notification pursuant to Paragraph 48.b. of Section XIV

(Certification of Completion of the Work), each Settling

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Defendant and Landowner shall preserve and retain all records and

documents now in its possession or control or which come into its

possession or control that relate in any manner to the

performance of the Work or liability of any person for response

actions conducted and to be conducted at the Site, regardless of

any corporate retention policy to the contrary. Until 10 years

after the Settling Defendants' receipt of EPA's notification

pursuant to Paragraph 48.b. of Section XIV (Certification of

Completion), Settling Defendants shall also instruct their

contractors and agents to preserve all documents, records, and

information of whatever kind, nature or description relating to

the performance of the Work.

99. At the conclusion of this document retention period,

Settling Defendants shall notify the United States at least 90

days prior to the destruction of any such records or documents,

and, upon request by the United States, Settling Defendants shall

deliver any such records or documents to EPA. The Settling

Defendants may assert that certain documents, records and other

information are privileged under the attorney-client privilege or

any other privilege recognized by federal law. If the Settling

Defendants assert such a privilege, they shall provide the

Plaintiff with the following: (1) the title of the document,

record, or information; (2) the date of the document, record, or

information; (3) the name and title of the author of the

document, record, or information; (4) the name and title of each

addressee and recipient; (5) a description of the subject of the

document, record, or information: and (6) the privilege asserted

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by Settling Defendants. However, no documents, reports or other

information created or generated pursuant to the requirements of

the Consent Decree shall be withheld on the grounds that they are

privileged.

100. Each Settling Defendant hereby certifies, individually,

that, to the best of its knowledge and belief, after thorough

inquiry, it has not altered, mutilated, discarded, destroyed or

otherwise disposed of any records, documents or other information

relating to its potential liability regarding the Site since

notification of potential liability by the United States or the

filing of suit against it regarding the Site and that it has

fully complied with any and all EPA requests for information

pursuant to Section 104(e) and 122(e) of CERCLA and Section 3007

of RCRA.

XXVI. NOTICES AND SUBMISSIONS

101. Whenever, under the terms of this Consent Decree,

written notice is required to be given or a report or other

document is required to be sent by one party to another, it shall

be directed to the individuals at the addresses specified below,

unless those individuals or their successors give notice of a

change to the other parties in writing. All notices and

submissions shall be considered effective upon receipt, unless

otherwise provided. Written notice as specified herein shall

constitute complete satisfaction of any written notice

requirement of the Consent Decree with respect to the United

States, EPA, and the Settling Defendants, respectively.

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As to the United States:

If by U.S. Postal Service:

ChiefEnvironmental Enforcement SectionEnvironment and Natural ResourcesDivisionU.S. Department of JusticeP.O. Box 7611Ben Franklin StationWashington, D.C. 20044Re: DJ # 90-11-3-856

If by any other means:

ChiefEnvironmental Enforcement SectionEnvironment and Natural ResourcesDivisionU.S. Department of Justice1425 New York Avenue, Room 13703Washington, D.C. 20005Re: DJ # 90-11-3-856

Director, Superfund DivisionUnited States Environmental Protection AgencyRegion V77 West JacksonChicago, Illinois 60603

As to the State of Ohio:

State Project CoordinatorOhio EPASoutheast District Office-SEDO2195 Front StreetLogan, Ohio 43138-9031

Aa to American Home Products Corp.:

Steven A. TasherVice President, Environmental AffairsAmerican Home Products Corporation5 Giralda FarmsMadison, NJ 07940-0874

John P. DeanWillkie Farr & GallagherThree Lafayette Centre1155 21st Street, NWWashington, DC 20036-3302

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As to Gould Electronics Inc.:

Michael VeyseySenior Vice President and General CounselGould Electronics Inc.35129 Curtis Blvd.Eastlake, OH 44095-4001

As to T&N Industries Inc.. A.E.Clevite Inc.. GlacierVandervell Inc.. and The Pullman Company:

General CounselTtN Industries Inc.777 East Eisenhower Parkway, Suite 600Ann Arbor, MI 48108-3388

As to Saltire Industrial. Inc.:

Mr. Charles PerryHunton & WilliamsNationsBank Plaza, Suite 4100600 Peachtree Street, N.E.Atlanta , GA 30308-2216

As to Westinghouse Electric Corp.:

Mr. Roger E. WillsAssistant General CounselWestinghouse Electric CorporationWestinghouse Building11 StanwixPittsburgh, PA 15222

XXVII. EFFECTIVE DATE

102. The effective date of this Consent Decree shall be the

date upon which this Consent Decree is entered by the Court.

XXVIII. RETENTION OF JURISDICTION

103. This Court retains jurisdiction over both the subject

matter of this Consent Decree and the Parties for the duration of

the performance of the terms and provisions of this Consent

Decree for the purpose of enabling any of the Parties to apply to

the Court at any time for such further order, direction, and

relief as may be necessary or appropriate for the construction or

-75-

modification of this Consent Decree, or to effectuate or enforce

compliance with its terms, or to resolve disputes in accordance

with Section XIX (Dispute Resolution) hereof.

XXIX. APPENDICES

104. The following appendices are attached to and

incorporated into this Consent Decree:

"Appendix A" is the Declaration of the ROD.

"Appendix B" is the BSD.

"Appendix C" is the SOW.

"Appendix D" is the description and/or map of the Site.

"Appendix E" is the legal property description for the

property owned by Landowner.

"Appendix F" is the deed restrictions and restrictive

covenants for the property owned by Landowner.

XXX. COMMUNITY RELATIONS

105. Settling Defendants shall propose to EPA their

participation in the community relations support program to be

developed by EPA. EPA will determine the appropriate role for

the Settling Defendants under the support program. Settling

Defendants shall also cooperate with EPA in providing information

regarding the Work to the public. As requested by EPA, Settling

Defendants shall participate in the preparation of such

information for dissemination to the public and in public

meetings which may be held or sponsored by EPA to explain

activities at or relating to the Site.

-76-

XXXI. MODIFICATION

106. Schedules specified in this Consent Decree for

completion of the Work may be modified by agreement of EPA and

the Settling Defendants. All such modifications shall be made in

writing.

107. Except as provided in Paragraph 14 ("Modification of

the SOW or related Work Plans") , no material modifications shall

be made to the SOW without written notification to and written

approval of the United States, Settling Defendants, and the

Court. Prior to providing its approval to any modification, the

United States will provide the State with a reasonable

opportunity to review and comment on the proposed modification.

Modifications to the SOW that do not materially alter that

document may be made by written agreement between EPA, after

providing the State with a reasonable opportunity to review and

comment on the proposed modification, and the Settling

Defendants.

108. Nothing in this Decree shall be deemed to alter the

Court's power to enforce, supervise or approve modifications to

this Consent Decree.

XXXII. LODGING AND OPPORTUNITY FOR PUBLIC COMMENT

109. This Consent Decree shall be lodged with the Court for

a period of not less than thirty (30) days for public notice and

comment in accordance with Section 122(d){2) of CERCLA, 42 U.S.C.

§ 9622(d)(2), and 28 C.F.R. § 50.7. The United States reserves

the right to withdraw or withhold its consent if the comments

regarding the Consent Decree disclose facts or considerations

-77-

which indicate that the Consent Decree is inappropriate,

improper, or inadequate. Settling Defendants consent to the

entry of this Consent Decree without further notice.

110. If for any reason the Court should decline to approve

this Consent Decree in the form presented, this agreement is

voidable at the sole discretion of any party and the terms of the

agreement may not be used as evidence in any litigation between

the Parties.

XXXIII. SIGNATORIES/SERVICE

111. Each undersigned representative of a Settling Defendant

to this Consent Decree and the Assistant Attorney General for

Environment and Natural Resources of the Department of Justice

certifies that he or she is fully authorized to enter into the

terms and conditions of this Consent Decree and to execute and

legally bind such Party to this document.

112. Each Settling Defendant and Landowner hereby agrees not

to oppose entry of this Consent Decree by this Court or to

challenge any provision of this Consent Decree unless the United

States has notified the Settling Defendants in writing that it no

longer supports entry of the Consent Decree.

113. Each Settling Defendant and Landowner shall identify,

on the attached signature page, the name, address and telephone

number of an agent who is authorized to accept service of process

by mail on behalf of that Party with respect to all matters

arising under or relating to this Consent Decree. Settling

Defendants and Landowner hereby agree to accept service in that

manner and to waive the formal service requirements set forth in

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us

Rule 4 of che Federal Rules oC Civil Procadur* and any applicable

local rulee of ehia Court, including, but r.oc limited to,

of a cuinaona .T f. i

SO 01DBOZD THIS eJL jtK DW OF

Unit«d\States Diatricc Judge

THE UNDK15IGVZD PAJITIES enter into thia Conaent Decree in the

Of

«.!., relating to the Fultc Landfill Superfund Site.

TBI imnau STATES or AMBUCA

Date:Loir j. SCBZPTBRAjieifltaat Ateazney Generaltavirenmenc. mad Natural a»aourc«OiviaioaU.S. Department of Justice

, O.C. 20S30

Date:D. SUtTS

Trial XtcomeyaBnvixoaaental Enforcement sectionEovironMixc. and natural Resource*DivisionU.S. Department of Justice9.O. Box 7S1X. Ben FraaXlin stationwaahington, D.c. 20044(202)

-79-

DALE ANN GOLDBERGUr.iced States AttorneySouthern District of Chic

CHARLESAssistant United States AttorneySouthern District of OhioU.S. Department of Justice20080 North High Street4th FloorColumbus, Ohio 43215(614) 469-5715

VALDAS AD;RegionalU.S. Envirnmental ProtectionAgency

77 West Jackson BlvdChicago, Illinois 62604

THOMASytf. TURNERAssistant Regional CounselUnited States EnvironmentalProtection Agency

Region V77 west Jacfcson Blvd (CA-29A)Chicago, IL 60604-3590

-80-

APPENDIX A:

Declaration for the Record of Decision

Site N««e *nd Location

Fultz LandfillByesville, Ohio

Statement of Basis and Purpose

This decision document presents the selected remedial action for the FultzLandfill site, in Byesville, Ohio, which was chosen in accordance with therequirements of the Comprehensive Environmental Response, Compensation, andLiability Act of 1980 (CERCLA), as amended by the Superfund Amendments andReauthoriration Act of 1986 (SARA) and, to the extent practicable, theNational Oil and Hazardous Substances Pollution Contingency Plan (NCP). Thisdecision document explains the factual and legal basis for selecting the remedyfor this site. This decision document is based on the administrative recordfor this site.

The Ohio Environmental Protection Agency (OEPA) concurs with the selectedremedy. The information supporting this remedial action decision is containedin the administrative record for this site.

Assessment of the Site

Actual or threatened releases of hazardous substances from this site, if notaddressed by implementing the response action selected in this Record ofDecision (ROD), may present an imminent and substantial endangerment to publichealth, welfare, or the environment.

Description of the Selected Remedy

The selected remedial action for the Fultz Landfill site addresses the sourceof contamination by containing the landfill contents and treating contaminatedgroundwater and leachate. This is the first and final remedy for the FultzLandfill site. The major components of the selected remedial action include:

• Institutional controls will be. sought to reduce exposure to sitecontaminants through legal restrictions. In the event that institutionalcontrols are not implemented, the selected remedial action will be re-evaluated to determine if additional actions should be implemented toensure that the remedy is permanent and effective on a long term basis.

• Site fence approximately 10,000 feet in length, to reduce direct exposureto surface contamination.

• Alternate water supply for downgradient residential wells if found topresent an unacceptable risk, attributed to the site.

• Long term monitoring of air, surface and ground water, leachate, andsediments.

• Subsurface structural supports for mine voids, to prevent cap damage bysubsidence, and reduce bedrock fracturing between the landfill and coalmine aquifer.

• Surface water and sediment controls to eliminate standing water anddivert runoff away from the landfill.

• Berm and multi-layer cap to reduce infiltration, prevent erosion, andreduce human and environmental health risks from direct contact withcontaminated materials.

Leachate collection system to reduce the principal risk oy removingleachate, wr.ich is currently flowing from the landfill at approximately 2gallon* per xinute <G?M).

Extraction well system to reduce the principal risk by interceptingcontaminated groundwater migrating from the landfill through -.he shallowaquifer and into the coal mine aquifer.

On-site water treatment system to economically treat six million gallonsof contaminated groundwater which is currently being produced annually,and leachate. It will be most cost effective to treat leachate in thesame system used to treat groundwater, rather than haul it off-site.

Discharge of treated water to surface water will be in accordance withsubstantive requirements of a National Pollutant Discharge EliminationSystem (NPDES) permit.

Wetlands replacement plan which will restore the ponds and surroundinghabitat disturbed during remedial action activities.

Declaration of Statutory Determinations

The selected remedy is protective of human health and the environment, complieswith Federal and State requirements that are legally applicable or relevant andappropriate to the remedial action, and is cost-effective. This remedyutilizes permanent solutions and alternative treatment (or resource recovery)technologies to the maximum extent practicable, and it satisfies the statutorypreference for remedies that employ treatment that reduce toxicity, mobility,or volume as their principal element.

Because this remedy* will result in hazardous substances remaining on site abovehealth-based levels, a review will be conducted within five years aftercommencement of remedial action to ensure that the remedy continues to provideadequate protection of human health and the environment.

AdamJcus Dateegional Administrator

APPENDIX B: EXPLANATION OF SIGNIFICANT DIFFERENCES

UNITED STATES ENVIRONMENTAL PROTECTION AGENCYREGION V

DATE:

SUBJECT:

FROM:

TO:

MAY 1S 199JRequest for Concurrence on the Explanation ofSignificant Differences for the Remedial Action at theFultz Landfill Superfund Site, Byesville, Ohio

Thomas Bloom, Remedial Project Manager/it-' Waste Management Division

Thomas Turner, Assistant Regional Counsel'}' (Office of Regional Counsel

Jodi L. Traub, Assoc. DirectorOffice of Superfund

T. Leverett Nelson, ChiefSWERB Brach

By this memorandum we are recommending that you authorize thechange in the remedial action at the Fultz landfill site byexecuting the attached Explanation of Significant Differences(BSD).

This ESD was prepared in accordance with Section 117(c) of theComprehensive Environmental Response, Compensation, and LiabilityAct of 1980, as amended (CERCLA), Section 300.435(c)(2)(i) of theNational Contingency Plan, and OSWER Directive 9355.3-02 (InterimFinal Guidance on Preparing Superfund Decision Documents). U.S.EPA has determined that the changes made to the remedy constitutea significant change to the remedy selected in the 1991 Record ofDecision. We have reviewed the attached documents and haveconcluded that the ESD is both legally and technicallysufficient. As such, we believe that the implementation of theremedial measure is a proper exercise of your delegatedauthority.

Please feel free to contact either of us with any questionsregarding the ESD for the Fultz Landfill site.

Concur D Not Concur Concur D Not Concur

JcAssoc.Office of Superfund

T. LeverettActing Chi

"e'lson /; DATE

SWERB Branch

EXPLANATION OF SIGNIFICANT DIFFERENCESFULTZ LANDFILLBY13VILLI, OHIO

INTRODUCTIOM

The Fultz Landfill site is in Guernsey County approximately one-half milenortheast of Byesville, Ohio. The Fultz Landfill site (site) is a privately-owned sanitary landfill where hazardous industrial wastes were co-disposedwith municipal waste. On September 30, 1991, the Regional Administrator ofthe U.S. Environmental Protection Agency (EPA) signed the Record of Decision(ROD) for the site. The remedy selected for the site was based on theRemedial Investigation (RI) and Feasibility Study (PS) completed in June 1991.The Ohio Environmental Protection Agency (OBPA) concurred with the remedyselected and supports the Explanation of Significant Differences for the FultzLandfill site.

Due to results generated from Remedial Design (RD) studies and field testingrequired to design the Remedial Action (RA), two components listed in the RODare not necessary. These components are the subsurface structural supportsfor mine voids and the on-site water treatment system. Therefore, pursuant tothe Comprehensive, Environmental Response, Compensation, Liability Act(CERCLA) section 117(c) and the National Contingency Plan (NCP) section300.435(c) (2)(i), the U.S. EPA is publishing this Explanation of SignificantDifferences (ESD). This BSD will become part of the Fultz LandfillAdministrative Record (NCP 300.825(a)(2)), which is available for review atthe Cambridge Public Library located in Cambridge, Ohio. The information usedin U.S. EPA's assessment is currently available at the above repository.

SUMMARY OF 8ITS HISTORY, COHTAMIKATZOM, AMD SELECTED REMEDY

The 22-acre landfill was first licensed by the Guernsey County District Boardof Health in 1969, at which time the landfill was permitted to accepthousehold, commercial and industrial solid waste. During the 1970's and early1980's the operator was cited for inadequate daily cover of waste, opendumping, receiving unauthorized waste, leachate runoff and blowing debris.Reports submitted by generators indicate that plating sludges were sent to theFultz Landfill site during the period 1971 to 1981, and that the followingRCRA hazardous wastes were sent to the Fultz Landfill site during the period1969 to 1980:

• Rollwash sludge; non-flammable liquids (F006).• Triblend (trichloroethylene); flammable liquids (FOOD.• Haste paint; flammable liquids (0001).• Waste paint; flammable solids (D001).• Rags; non-flammable solid*.

The types of chemicals and compounds associated with the above hazardouswastes generally include hazardous metals, cyanide, chlorinated and non-chlorinated organic solvents, and phthalates.

Remedial action components of the selected remedy include the following:

• institutional controls will be sought to reduce exposure to sitecontaminants through legal restrictions.

• A site fence will be constructed to restrict access and reducedirect exposure to surface contamination.

• An alternate water supply for downgradient residents will beestablished if the site is found to present an unacceptable risk.

• Multi-media monitoring will be done on a long-term basis.

• Subsurface structural supports for mine voids will be installed toprevent cap damage by subsidence, and to reduce bedrock fracturingbetween the landfill and coal mine aquifer.

• A berm and multilayer cap will be constructed to reduceinfiltration, prevent erosion, and reduce risk to human health andthe environment from direct contact with contaminated materials.

• A leachate collection system will be constructed to reduce theprincipal risk by removing leachate.

• An extraction well system will be constructed to reduce theprincipal risk by intercepting contaminated groundwater migratingfro* the landfill through the shallow aquifer and into the coalmine aquifer.

• An on-site water treatment system will be constructed toeconomically treat contaminated groundwater and leachate.

• Treated water that is discharged to surface water will be inaccordance with substantive requirements of a National PollutantDischarge Elimination System (NPDES) permit.

• A wetlands replacement plan will be implemented to restore theponds and surrounding habitat that are disturbed during RAactivities.

In April 1993. O.S. EPA'a contractor initiated RD studies and field testing toobtain data required to design the RA. Results of the RD studies and fieldtesting are summarized and the rationale for exclusion of two RA componentsfrom those described in the ROD is explained in this BSD.

DI8CRIPTIOH OF TKI SIGHIFICAIIT DXFFTODfCIS AMD THK BASIS FOX THOSE DXFFKRJtHCIS

RD studies and field testing activities consisted of a topographic mapping andboundary survey, a landfill limits survey, a depth of waste and bedrocksurvey, mine void test borings (MVTB) , test borings through the landfill,landfill gas migration measurement, groundwater monitoring, aquifer testing,and borrow area testing. The RD studies and field testing mentioned, aboveyielded the following results that permit the elimination of two componentslisted above:

• The coal mine underlying the southern portions of the landfill isflooded to the mine roof level. The coal mine is overlain by a• —.i. of 40 to SO feet (ft) of bedrock, and the bedrock has fewopen fractures (see Figure 1).

• The landfill waste varies in thickness from S ft in the northernportion to 40 ft in the central portion of the site. A silty claymaterial varying from 10 to 20 ft thick immediately underlies thewaste in portions of the site.

• The groundwater and leachate concentrations have decreased sincethe end of the RI. Only chlorobenzene and ethylbenzene weredetected in the leachate at concentrations of 84 and 16 parts perbillion (ppb), respectively. Vinyl chloride was found in the coal

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•nine aquifer at concentrations varying from 6 ppb to 19 ppb. Allorganic and inorganic compounds were below water quality basedeffluent limits (WQBELs) for the site.

• The pumping test effluent was accepted by the wastewater treatmentplant that is located in Concord, Ohio, and is operated by KinderEnvironmental Services (Kinder). Kinder also operates thewastewater treatment plane located in Byesville, Ohio.

• The wetlands surrounding the site will not be disturbed during theRA; hence, the controlling federal law and regulations are notrelevant or applicable in this matter and wetland replacement willnot be necessary.

Based on the RD investigations, the following significant differences to theFultz Landfill RA are proposed:

• Deleting subsurface structural support for the mine voids

• Deleting the on-site water treatment system

I. RATIONALE FOR NOT INSTALLING SUBSURFACE STRUCTURAL SUPPORTS

The findings from RD studies and field testing were used to determine theexpected type and amount of surface subsidence, and the potential impact ofthis subsidence on the landfill cap and bedrock fracturing between thelandfill and coal mine aquifer. The field testing shows the following:

• Subsidence has not occurred over the coal mine.

• The pillars have not deteriorated and offer substantial support tothe overburden materials.

• The bedrock overlying the coal mine is approximately 50 ft thick,and the bedrock has few open fractures.

• Trough subsidence will occur in the future and will not inducedamaging differential settling of the cap components.

• Trough subsidence cannot b« prevented if materials are introducedinto the flooded coal mine.

1. TYPE AMD AMOUNT OF SUBSIDWC1

Past experience with subsidence over room-and-pillar mines in Ohio andPennsylvania allows the type and amount of subsidence at the Fultz site to bepredicted. Sinkhole subsidence occurs when the overburden thickness is lessthan five tines the thickness of the underlying coal sea». Trough subsidenceoccurs when the overburden thickness varies from five to greater than 10 timesthe thickness of the underlying coal seam. Subsidence near long, entrypillars similar to those underlying the central portion of the landfill isnegligible.

The thickness of the overburden overlying the mine is 16 to 18 times the 5-ftthickness of the coal seam. This overburden thickness and the condition ofthe pillars indicates that trough subsidence is likely over southern portionsof the landfill. Subsidence analysis indicates that the maximum amount ofsubsidence from the coal mine voids is expected to be 2.S ft. Troughsubsidence is usually seen over large distances (that is, several tens tohundreds of feet), and differential settlement from such subsidence is

i n s ign i f i can t .

2. IMPACTS OP SUBSIDING! ON CAP COMPONENTS

The landfill cap consists of « 1-foot-thick gaa collection layer, *geocomposite clay liner (GCL), a very low density polyethylene (VLDPE)membrane, a geonet, and a 2.5-feet-thick select fill and topsoil layer. Thesecap components will not be affected by 2.5 ft of trough subsidence because theGCL and VLDPB can tolerate a large amount of elongation prior to beingruptured. The other natural materials will move in a relatively uniformmanner with surface subsidence. Telescopic casings will be used for gas ventsand groundwater extraction wells to prevent adverse impacts from subsidence.

3. IMPACTS OP SUBSXDSMC* OM BEDROCK PRACTORIMO AMD OROOMDNATKR PLOW

The bedrock has a few open cracks, but these are not continuous over severalfeet. Therefore, contaminated groundwater in the shallow aquifer will notreach the coal mine aquifer via bedrock fractures, in addition to bedrockfractures, the contaminated water in the shallow aquifer will reach the coalmine aquifer only if a driving head is present. This head, which is about 20ft at present, will be reduced to less than 5 ft by pumping water from theshallow aquifer. Hater will not be withdrawn from the coal mine aquifer.Hence, subsidence-induced fracturing is not likely to act as a pathway forcontaminated water to travel to the coal mine aquifer.

II. RATIONAL** POR NOT INSTALLING AM OM-8XTB NATXR TRXATMEMT PLANT

HQBELs provided by the Ohio Environmental Protection Agency (OBPA) were usedas the criteria for determining the need for an on-site treatment plant.

The RD investigations indicate that the bedrock surface slopes downward towardthe north (see Figure 2), indicating that contaminated water in the shallowaquifer can be extracted with wells located in the northern portion of thelandfill due to the relatively impermeable bedrock and its slope. Theproposed location of four extraction wells in this portion of the landfill isshown in Figure 2.

The aquifer tests indicate that the. constant discharge pumping rate for wellsin the shallow aquifer ranges from 2 to 5 gpm and that the radius of influenceof a well is about ISO to 200 ft. Hence, the design criteria for theextraction system are as follows:

• Because the bedrock surface slopes downward to the north, theaccumulation of water in the shallow aquifer in the southernportion of the site will flow to the northern portions of thelandfill. Therefor*, four wells will be located in the northernportion of the landfill to extract water fro* the shallow aquifer.

• The pumping wells will be drilled to the top of the bedrocksurface and screened through at least the bottom 10 ft of landfillwaste and mine spoils overlying the bedrock.

• The pumping level will be approximately 5 ft above the existingcoal mine aquifer elevation to prevent water from this aquiferfrom being withdrawn.

• Well level controls will shut pumps off when the water elevationfalls below the elevation equal to 5 ft above the coal mineaquifer. This elevation will be determined based on the meanseasonal elevation of the coal mine aquifer water level.

The pumping rate from the wells is expected to be approximately 10 gpm. The

pumping rate from ch« wells is expected co decrease after the infiltrationinto the shallow aquifer is minimized by cap construction. Because the pumptest effluent met the WQBELs, the on-site treatment plant is not necessary.The pumped water will be stored in two storage tanks, and will be sampled, andthen discharged to Wills Creek if the WQBELs are met. If it does not meet theWQBELs. the wastewater treatment plant in Byesville, Ohio, will be contactedfor off-site treatment and disposal.

The leachate fro* the site will be collected in two sumps located in thenorthern portion of the landfill. The amount of leachate generated isexpected to be minimal after the cap is constructed. The leachate will bepumped into storage tanks, will be sampled, and then discharged to Mills Creekif the WQBELs are met. If the leachate does not meet the HQBSLs, it will bedisposed of at an off-site treatment plant.

CONCLUIXOM

The predesign investigations at the Fultz landfill site provided valuable dataon the subsurface condition* and groundwater characteristics. Based on thisdata, the design of the remedy includes two significant changes from the ROD.These changes in the selected remedy have significantly reduced capital costsof the remedy. U.S. EPA'a contractor completed the RD and the U.S. Army Corpsof Engineers (COB) and OEPA reviewed the RO. The significant differences fromthe ROD include elimination of the subsurface structural supports for minevoids and elimination of the need for on-site treatment of groundwater andleachate. The design of the multilayer cap adequately accommodates therelatively uniform surface subsidence that is expected from the mine voids.Groundwater and leachate concentrations have decreased allowing for exclusionof the on-site treatment component of the selected remedy.

SUPPORT AOKMCT COMMBIT8

The State of Ohio concurs with this ESD.

APPXRMATXOIf OP THB STATUTORY DBTBRMXMATXONS

Based on information generated from RD studies and field testing during the ROfor the site, changes have been made to the remedy selected in the ROD. U.S.EPA and OEPA believe that the remedy remain* protective of human health andthe environment and complies with Federal and State requirements that areapplicable or relevant and appropriate to this remedial action. The revisedremedy utilizes permanent solutions and alternate treatment technologies tothe maximum extent practicable for the Fultz Landfill site and is costeffective.

PUBLIC PAXTXCXPATXOM ACTXVITXBS

A notice has been issued explaining that the BSD has been incorporated in theAdministrative Record for the site which is located at the public library inCambridge, Ohio. A public information meeting is scheduled for June 1995, inByesville, Ohio, to explain the significant changes to the selected remedy.

APPENDIX C:SCOPE OF WORK FOR REMEDIAL ACTION

FULTZ LANDFILL SITEBYESVILLE,

GUERNSEY COUNTY, OHIO

I. PURPOSE

The purpose of this Scope of Work (SOW) for the Fultz LandfillSite is to fully implement the Remedial Action (RA), as set forthin the Record of Decision (ROD) which was signed by the RegionalAdministrator of the United States Environmental ProtectionAgency (U.S. EPA) on September 30, 1991, and modified by theExplanation of Significant Differences (BSD), on May 19, 1995.This SOW is attached as Appendix C to a Consent Decree (CD)between American Home Products Corporation, A.E. Clevite, Inc.,Glacier Vandervell, Inc., Gould Electronics, Inc., T&NIndustries, Inc., The Pullman Company, Saltire Industrial, Inc.(formerly Scovill, Inc.) and Westinghouse Electric Corporation(the Settling Defendants), and U.S. EPA. The ROD, the BSD, theConsent Decree, this SOW, the final Remedial Design (RD), theapproved RA Work Plan, U.S. EPA Superfund Remedial Design andRemedial Action Guidance, and any additional guidance provided byU.S. EPA, shall be followed in performing the Remedial Action atthe Fultz Landfill Site (the Site). In the event of an apparentconflict of terms, the CD and its attachments shall govern.

The performance standards and specifications of the RA componentsfor the Fultz Landfill, which encompasses 22 acres of a 58-acretract within Parcel 1 of Military Lot 5, Township 1 North, Range3 West, in Guernsey County, Ohio, shall be performed by theSettling Defendants in accordance with the final RD documents: 1)Invitation to Bid: Volume 1 of 2 Contract Documents (FinalSpecifications) (11/94); 2) Invitation to Bid: Volume 2 of 2Contract Documents (Final Plans) (11/94) ,- 3) Construction QualityAssurance Plan (CQAP) (100% RD) (11/4/94); 4) Operation andMaintenance Plan (Final) (1/95) ; 5) Final Design Calculation,Cost Estimate, and Schedule (1/95), and in compliance with theschedule in this SOW. The list of remedial action components asdefined in the ROD and as modified by the BSD are:

* Institutional Controls* Site Fencing* Alternative Water Supply* Monitoring* Subsurface Structural Supports* Surface Water and Sediment Controls* Multi-layer Cap* Leachate Collection System* Extraction Well System* On-Site Treatment System* Wetlands Replacement

Due to results of RD studies, field testing, and activitiesconducted during the RD, set forth further in the ESD and subjectto the Additional Work, Periodic Review and Exceptions to theCovenant Not to Sue portions of the CD, it is not necessary thatthe Settling Defendants implement four of the RA componentslisted above.

These four RA components are:

* Alternative Water Supply* Subsurface Structural Supports* On-Site Water Treatment System* Wetlands Replacement

Following is a discussion of the RA components.

A. Alternative Water Supply

U.S. EPA conducted groundwater sampling surveys of residentialwells located downgradient of the Site during pre-designactivities. The results indicated that an unacceptable healthrisk from groundwater consumption is not present. Therefore, theSettling Defendants shall not have to furnish an alternativewater supply to downgradient residential well users.

B. Subsurface Structural Supports

The Subsurface Structural Supports RA component has been deletedfrom the RA. The Settling Defendants shall not have to implementthe Subsurface Structural Supports RA component. Documentationof the deletion of this RA component can be reviewed in the ESDfor the Site.

C. On-Site Water Treatment System

An on-site water treatment system is not needed at the Site.Documentation of the deletion of this RA component can bereviewed in the ESD for the Site. The Settling Defendants shallnot have to implement the On-Site Water Treatment System RAcomponent.

D. Wetlands Replacement

Implementation of the RA shall not result in the destruction ordisplacement of wetlands. Therefore, The Settling Defendantsshall not have to perform replacement of wetlands at the Site.

The Settling Defendants shall implement the following remainingRA components:

E. Institutional Controls

U.S. EPA has secured access Co the Site for itself, itscontractors, Settling Defendants, and Settling Defendantscontractors for the purposes of performing the Work and all otherresponse actions to be taken in connection with the Site throughthe entry of a global Consent Decree (CD) that includes RuthFultz, as the defendant-landowner of the Site. SettlingDefendants shall have no obligation to obtain access to thoseportions of the Site owned by Ruth Fultz. and any compensationfor such access or for arranging such access to the extent suchaccess is provided by said CD with Ruth Fultz. The SettlingDefendants agree not to interfere with or take any action toprevent the United States and its representatives, including EPAand its contractors, to have access at all reasonable times tothe Site, and to provide access at all reasonable times to anyother property to which access is required for implementation ofthis Consent Decree, to the extent access to property iscontrolled by the Settling Defendants, for the purposes ofconducting any activity related to this Consent Decree including,but not limited to:

a. Monitoring the Work;b. Verifying any data or information submitted to the

United States;c. Conducting investigations relating to contamination

at or near the Site;d. Obtaining samples;e. Assessing the need for, planning, or implementing

additional response actions at or near the Site;f. Inspecting and copying records, operating logs,

contracts, or other documents maintained orgenerated by Settling Defendants or their agents,consistent with Section XXIV; and

g. Assessing Settling Defendants' compliance with thisConsent Decree.

To the extent that the Site or any other property to which accessis required for the implementation of this Consent Decree isowned or controlled by persons other than Settling Defendants,Settling Defendants shall use best efforts to secure from suchpersons access for Settling Defendants, as well as for the UnitedStates and its representatives, including, but not limited to,its contractors, as necessary to effectuate this Consent Decree.For purposes of this Paragraph "best efforts" includes thepayment of reasonable sums of money in consideration of access.If any access required to complete the Work is not obtainedwithin 45 days of the date of entry of this Consent Decree, orwithin 45 days of the date U.S. EPA notifies the SettlingDefendants in writing that additional access beyond thatpreviously secured is necessary, Settling Defendants shall

promptly notify the United States, and shall include in thatnotification a summary of the steps Settling Defendants havetaken to attempt to obtain access. The United States may, as itdeems appropriate, assist Settling Defendants in obtainingaccess. Settling Defendants shall reimburse the United States,in accordance with the procedures in Section XVI (Reimbursementof Response Costs) of the CD, for all costs incurred by theUnited States in obtaining access.

Additional institutional controls involving deed restrictions forthe purpose of restricting use of on-site groundwater, surfacewater, and soils, shall be the responsibility of the SettlingDefendants, except, insofar as these requirements are controlledby the CD as it pertains to Ruth Fultz.

F. Site Fencing

Site fencing was installed by U.S. EPA during RD. Site fencingshall be maintained by the Settling Defendants duringconstruction of the RA and during the O&M phase of RA. TheSettling Defendants shall follow inspection and maintenanceactivities regarding the site fence pursuant to Section 2.5 ofthe O&M Plan.

G. Monitoring

The Settling Defendants shall conduct long-term monitoring of theSite to evaluate and monitor the effectiveness of the remedy andto evaluate the migration of contaminants from the Site.

1. Groundwater and Leachate Monitoring

The Settling Defendants shall implement the Groundwater andLeachate Sampling and Monitoring Plan as defined in the Section4.0 of O&M Plan. As part of the Groundwater and LeachateSampling and Monitoring Plan, the Settling Defendants shallprovide a Quality Assurance Project Plan (QAPP) as described inSection III Scope of Remedial Action Task II, of this SOW. TheSettling Defendants shall provide a RA Field Sampling Plan aspart of the QAPP as described in Section III, Task II.Objectives set forth in Section 4.1 of the O&M Plan shall beincorporated in the RA Field Sampling Plan. The SettlingDefendants shall sample the wells identified in Section 4.3 ofthe O&M Plan in accordance with the schedule presented in Section4.4 of the O&M Plan.

If additional information collected during RA construction and/orO&M indicates that groundwater monitoring of the Site isinadequate, U.S. EPA shall require additional groundwatermonitoring wells and/or laboratory analysis of additionalparameters.

2. Air Monitoring

At all times during the RA construction activities, SettlingDefendants shall ensure that air emissions do net exceed acumulative cancer risk of 1x10'* at the nearest downwindresidence or the Site boundary, depending on wind direction,using risk calculation methods set forth in Risk AssessmentGuidance for Superfund. In addition, the air emissions shall notexceed Clean Air Act (CAA) Section 109 and 40 CFR 50, NationalAmbient Air Quality Standards (NAAQS). A monitoring and dustcontrol program shall be included as part of the Section III,Task I, RA Work Plan. If air emissions exceed the designated CAAand NAAQS levels, the Settling Defendants shall take correctivemeasures as developed in the RA Work Plan. In order to documentpre-excavation conditions, the Settling Defendants shall conductair monitoring and/or sampling prior to RA construction.

The Settling Defendants shall monitor gas after the RAconstruction is complete as set forth in Section 6.0 GasMonitoring Program of the O&M Plan, and the Settling Defendantsshall specifically monitor methane and Volatile Organic Compounds(VOCs) on a quarterly basis during the first year ofimplementation of the RA Work Plan.

3. Reporting Requirements

The Settling Defendants shall submit to U.S. EPA monitoring dataresults in accordance with Section VIII Remedial Action Scheduleof this SOW.

H. Surface Water and Sediment Controls

The Settling Defendants shall implement surface water andsediment controls as set forth in the RD.

I. Multi-Layer Cap

The Settling Defendants shall construct a multi-layer cap inaccordance with the RD. The following is a brief description ofthe cap components.

The multi-layer cap to be constructed by the Settling Defendantsshall consist of (from the bottom up):

1. Grading Layer - rough grading of existing landfill surface toremove topsoil from areas that will be disturbed by furtherexcavation and prepare subgrade contours as specified in the RD.

2. Gas Collection Layer - grading layer of 12 inches of sandcourse enough to allow migration of gases generated from thelandfill. The methane venting system including gas collection

header pipes and vents shall be installed in this layer, as setforth in the RD.

3. Geccomposite Clay Liner/Geomembrane/Geonet Layer -A geocomposite clay liner, as specified in the RD, shall beinstalled to act as an impermeable barrier. The geomembranelayer, as specified in the RD (smooth and textured very-lowdensity polyethylene, or other suitable material that meets thefull requirements of the RD, and is approved by the U.S. EPA)shall be installed to provide an impermeable liner. The geonet,as specified in the RD, shall be installed to act as a drainagelayer above the geocomposite clay liner and the geomembrane.

4. Select Fill Layer - Suitable select fill materials asspecified in the RD shall be used, and shall consist of a soiltype classified as silty sands, clayey sands or lean sandsaccording to the Unified Soil Classification System. Unsuitablematerials include all materials that contain debris, roots,brush, sod, organic, or frozen materials. Select fill shall beplaced over geonet layer within 5 days after placement of thegeonet layer.

5. Topsoil Layer - Select fertile friable loam containing aliberal amount of humus, suitable for the growth of grass andplants shall be used. Material shall be free from hard lumps,plants and their roots, gravel, cinders, stones over 1/2 inch insize, weed seeds, quack grass roots, and any other undesirablematerial. Topsoil shall be kept and used in a relatively drystate.

J. Leachate Collection System

The Settling Defendants shall install a leachate collectionsystem in accordance with the RD. The leachate collection systemis designed to intercept leachate leaving the landfill andcollect it in a central sump area. Prom the sump area, theSettling Defendants shall pump the collected leachate to on-sitestorage tanks. After sampling and analysis, if the leachatemeets Water Quality Based Effluent Limits (WQBELs) as defined inTable 3 of the O&M Plan, it shall be discharged to Wills Creekvia Stream A. If the leachate does not meet WQBELs, the SettlingDefendants shall transport it to an off-site treatment facilityfor treatment.

K. Extraction Well System

The Settling Defendants shall install four extraction wells inaccordance with the RD. The extraction well system shall collectgroundwater from the shallow aquifer and pump it to on-sitestorage tanks. After sampling and analysis, if the groundwatermeets WQBELs it shall be discharged to Wills Creek via Stream A.If the groundwater does not meet WQBELs, the Settling Defendants

shall transport it to an off-site treatment facility fortreatment.

L. Contingency Plan Implementation

A contingency plan is set forth in the RD to prevent thegroundwater contaminated with vinyl chloride in the coal mineaquifer from spreading outside of the site boundary. The vinylchloride was discovered during predesign studies.

Upon completion of the RA, the Settling Defendants shall sampleand monitor the vinyl chloride in the coal mine aquifer on aquarterly basis for a period of five years. The SettlingDefendants are to implement the contingency plan only if theresults from the five years of monitoring demonstrate a need toprevent the spreading of the vinyl chloride outside of the siteboundary, as determined by U.S. EPA following a reasonableopportunity for review and comment by the Ohio EnvironmentalProtection Agency (OEPA). As is set forth in the RD, thecontingency remedy is to be implemented in two phases. Phase Iof the remedy consists of the installation of grout curtains inthe coal mine aquifer. Phase II of the remedy shall consist ofinstallation of a pump and treat system, upgradient from thegrout curtain containment system.

Phase I of the contingency shall be implemented if a statisticalevaluation of the water quality indicates that vinyl chlorideconcentrations in the coal mine aquifer, by year 20 of the remedy(proposed completion date of the remedy), will be above themaximum contaminant level (MCL) of 2 parts per billion (ppb) atthe downgradient site boundary. The statistical evaluation willbe determined by averaging the vinyl chloride test values foreach year of monitoring and extrapolating these values out toyear 20 of the remedy.

After implementing Phase I, the Settling Defendants shall sampleand monitor the vinyl chloride in the coal mine aquifer on aquarterly basis for an additional five years. If, after thattime, a statistical evaluation of the water quality indicatesthat the vinyl chloride concentration in the coal mine aquiferwill still be above the vinyl chloride MCL of 2 ppb at thedowngradient site boundary by year 20 of the remedy, the SettlingDefendants shall implement Phase II of the contingency remedy.The Settling Defendants shall continue to implement Phase II ofthe contingency remedy until groundwater in the deep mine aquifermeets the vinyl chloride MCL of 2 ppb at the downgradient siteboundary. Settling Defendants shall implement Phase II of thecontingency remedy, including quarterly sampling and monitoring,until groundwater in the coal mine aquifer meets the vinylchloride MCL of 2 ppb at the downgradient site boundary.

If, at the time of implementing the contingency remedy,

innovative technologies are available and capable of addressingthe vinyl chloride plume in a more efficient manner (compared togrout curtains and pump & treat), the settling defendants maypropose to EPA and OEPA to use that innovative technology.

III. SCOPE OF REMEDIAL ACTION

The Remedial Action to be conducted by the Settling Defendantsshall include seven major tasks, which are detailed below. Eachtask shall be completed by the Settling Defendants in accordancewith the schedules set forth in the Compliance Schedule of thisSOW. Unless otherwise specified by U.S. EPA, two (2) copies ofall submittals shall be provided by Settling Defendants to theU.S. EPA and two (2) copies of all submittals shall be providedto the OEPA for review. One copy of each submittal sent to U.S.EPA and the OEPA must be an unbound copy that is suitable forreproduction on standard 8 1/2" X 11" paper. In addition, two(2) copies of all documents are to be submitted to the U.S. EPAoversight contractor identified by U.S. EPA. All plans aresubject to approval by U.S. EPA with concurrence from OEPA.

Task I: Remedial Action Work Plan

Task II: Quality Assurance Project Plan

Task III: Construction Quality Assurance Plan

Task IV: Reports and Submissions

A. Progress ReportsB. Prefinal Completion of Construction

Inspection ReportC. Completion of Construction ReportD. Prefinal Completion of Remedial Action

Inspection ReportE. Completion of Remedial Action Report

Task V: Performance Standard Verification Plan

Task VI: Remedial Action/Construction

Task VII: Operation and Maintenance

Task I; Remedial Action Work Plan

The Settling Defendants shall prepare and submit for approval, toU.S. EPA, a Remedial Action Work Plan (RA Work Plan) forimplementation of the RA described in the ROD, as modified by theBSD and as set forth in the RD. Any questions concerning designrequirements or specifications shall be noted in the draft ofthis document. The document shall outline the overall managementstrategy for performing the construction, operation, maintenance

and monitoring of the RA. The RA Work Plan shall include aproject schedule for each major activity and submission ofdeliverables generated during the RA as well as a schedule forcompletion of the RA.

The RA Work Plan shall also include a description ofqualifications of key personnel directing the RA, includingcontractor personnel. The Settling Defendants' RA Work Planshall be submitted in accordance with the dates identified in theCompliance Schedule. The Settling Defendants shall submit afinal RA Work Plan incorporating U.S. EPA's comments on the draftRA Work Plan according to the schedule identified in theCompliance Schedule. Upon approval of the RA Work Plan by U.S.EPA, Settling Defendants shall implement the activities set forththerein in accordance with the approved schedule.

A. Site Access

The Settling Defendants shall arrange for site access to beprovided by the owner of the Fultz landfill property, aspreviously described in the SOW at Part II, E.

B. Health and Safety Plan

The Settling Defendants shall review and modify, if necessary,the Health and Safety Plan developed during RD to address theactivities to be performed at the Site during RA.

C. RD Review

Settling Defendants shall thoroughly review the approved RD andshall, as part of the draft RA Work Plan, provide to U.S. EPA alist of any questions or concerns requiring clarification of thedesign requirements and specifications. After the final RA WorkPlan has been approved, U.S. EPA will consider the approved RDacceptable to the Settling Defendants.

D. RA Project Schedule

The Settling Defendants shall develop a RA Project Schedule forconstruction and implementation of the RA which identifies timingfor initiation and completion of all critical path tasks.Settling Defendants shall specify dates for completion of theproject and major interim milestones. The RA Project Scheduleshall be consistent with and designed to achieve the deadlinescontained in the Compliance Schedule set forth in this SOW. Thefinal RA Project Schedule shall be subject to review and approvalby U.S. EPA (with review and comment by OEPA).

E. Community Relations Support

U.S. EPA shall implement a community relations program. The

10

Settling Defendants shall cooperate with the U.S. EPA and at therequest of U.S. EPA, shall participate in the preparation ofappropriate information to be disseminated by U.S. EPA to thepublic. At the request of U.S. EPA, Settling Defendants shallparticipate in public meetings that may be held or sponsored byU.S. EPA to explain activities at or concerning the Site.

Community relations support will be consistent with Superfundcommunity relations policy, as stated in the "Guidance forImplementing the Superfund Program" and Community Relations inSuperfund - A handbook.

Taak II; Quality A««uranc« Pro-Uct

The Settling Defendants shall submit a QAPP to cover sampling,analysis and data handling for samples collected under the O&MPlan. The QAPP shall be consistent with the requirements of theU.S. EPA Contract Laboratory Program (CLP) for laboratoriesproposed outside CLP. At a minimum, the QAPP shall include thefollowing:

1. Statement of Purpose2. Project Description3. Project Organization and Responsibility4. Sampling Procedures and Objectives5. Sample Custody and Document Control6. Calibration Procedures and Frequency7. Analytical Procedures, Data Reduction, Validation,

Assessment, and Reporting8. Internal Quality Control Checks and Frequency9. Performance System Checks and Frequency10. Preventive Maintenance Procedures and Frequency11. Data Precision, Accuracy and Completeness

Assessment Procedures12. Corrective Action13. Quality Assurance Reporting

The QAPP shall also include the following information:

1. Description of sampling/O&M monitoring tasksrequired under the O&M Plan;

2. Description of required laboratory tests and theirinterpretation;

3. Required data collection,-4. Location of sampling/O&M monitoring points5. Schedule of sampling/O&M monitoring frequency and

date(s), if appropriate, when monitoring frequencymay change or cease.

Within 21 days of the Court's entry of the Consent Decree,Settling Defendants shall contact the U.S. EPA Remedial Project

11

Manager to arrange a pre-QAPP meeting to identify all monitoringand data quality objectives for the O&M QAPP.

Task III: Construction Quality Aaaurance Plan

The Settling Defendants shall implement the approved ConstructionQuality Assurance (CQA) Plan to ensure, with a reasonable degreeof certainty, that the completed RA meets or exceeds all designcriteria, plans and specifications. The CQA Plan is a sitespecific document which must be submitted to U.S. EPA forapproval prior to the start of the construction. The CQA Planoutlined in the RO shall be used as a basis for preparation ofthe CQA Plan required under this SOW. Upon U.S. EPA approval ofthe CQA Plan, the Settling Defendants shall construct andimplement the RA in accordance with the RD, the RA ProjectSchedule, and the CQA Plan. The Settling Defendants shall submitthe CQA Plan to U.S. EPA as set forth in the Compliance Scheduleincluded in this SOW. At a minimum, the CQA Plan shall includethe elements which are summarized below.

A. Responsibility and Authority

The responsibility and authority of each organization (i.e.,technical consultants, construction firms, etc.) and keypersonnel involved in the construction of the corrective measureshall be described fully in the CQA Plan. The SettlingDefendants shall also identify a CQA officer and the necessarysupporting inspection staff.

B. Construction Quality Assurance Personnel Qualifications

The qualifications of the CQA officer and supporting inspectionpersonnel shall be presented in the CQA Plan to demonstrate thatthey possess the training and experience necessary to fulfilltheir identified responsibilities. If U.S. EPA does not deem thequalifications of any of the CQA Personnel satisfactory to meetthe requirements of the RA, the Settling Defendants shall submitqualifications for new personnel prior to U.S. EPA approval ofthe CQA Plan.

C. Inspection Activities

Inspection activities, which will consist of observations andtests to monitor the construction and/or installation of thecomponents of the RA, shall be summarized by the SettlingDefendants in the CQA Plan. The CQA Plan shall include the scopeand frequency of each type of inspection. Inspections performedby the Settling Defendants under the CQA Plan shall documentcompliance with the environmental requirements of all applicablestate and federal laws, and include, but not be limited to, airquality and emissions monitoring data, waste disposal records(e.g., Resource Conservation Recovery Act (RCRA) transportation

12

manifests), etc. The inspections shall also document compliancewith all health and safety procedures. In addition to theseinspections, the Settling Defendants shall conduct the followingactivities:

1. Preconstruction inspection and meeting

The Settling Defendants shall conduct a preconstruction meetingand inspection with U.S. EPA to:

a. Review methods for documenting and reportinginspection data;

b. Review methods for distributing and storingdocuments and reports;

c. Review work area security and safety protocol;d. Discuss any appropriate modifications of the CQA

Plan to ensure that site-specific considerationsare addressed; and

e. Conduct a site walk-around to document that thedesign criteria, plans, and specifications areunderstood and to review material and equipmentstorage locations.

The preconstruction inspection and meeting shall be documented bya designated person and minutes shall be transmitted to allparties.

2. Prefinal Completion of Construction Inspection

Upon preliminary completion of project construction, SettlingDefendants shall notify U.S. EPA for the purpose of conducting aprefinal inspection. The prefinal inspection should consist of awalk-through inspection of the entire project site by theSettling Defendants accompanied by U.S. EPA. The inspection isto determine whether the project is complete and consistent withthe design documents and the U.S. EPA approved RA Work Plan. Anyoutstanding RA construction work discovered by the SettlingDefendants or U.S. EPA during the inspection shall be identifiedand noted. Additionally, all treatment equipment shall beoperationally tested by the Settling Defendants. The SettlingDefendants shall certify in writing that the equipment hasperformed to meet the purpose and intent of the specifications.Retesting will be completed where deficiencies are revealed. ThePrefinal Completion of Construction Inspection Report to beprepared by the Settling Defendants shall outline the outstandingRA construction work, actions required to resolve outstanding RAconstruction work, completion dates for outstanding RAconstruction, and a proposed date for final Completion ofConstruction inspection. The prefinal completion of constructioninspection report shall be submitted for approval by U.S. EPA.

13

3. Final Completion of Construction Inspection

Upon completion of any outstanding RA construction work, theSettling Defendants shall notify U.S. EPA for the purpose ofconducting a final Completion of Construction inspection. Thefinal Completion of Construction inspection shall consist of awalk through inspection of the project site conducted by theSettling Defendants accompanied by the U.S. EPA. The Prefinalcompletion of Construction Inspection Report will be used as achecklist for the final Completion of Construction inspectionfocusing on the outstanding RA construction work identified inthe prefinal completion of Construction inspection. Writtenconfirmation of the Final Completion of Construction Inspectionshall be made by Settling Defendants in a Completion ofConstruction Report that all RA construction work has beencompleted.

4. Prefinal Completion of RA Inspection

Upon completion of all RA work and consistent attainment ofperformance standards, the Settling Defendants shall notify U.S.EPA for the purpose of conducting a Prefinal Completion of RAInspection. The Settling Defendants shall prove that they haveachieved the requirements of the performance standards. Withrespect to the contingency, the Settling Defendants shall proveeither: i) That the contingency plan does not need to beimplemented in accordance with section U.K. of this SOW, or ii)That the contingency remedy has been successfully implemented.Notification by the Settling Defendants shall include relevantphysical testing data on attainment of performance standards andthe need (or lack of need) for the contingency remedy. ThePrefinal Completion of RA Inspection shall consist of a walk-through inspection of the project site conducted by the SettlingDefendants accompanied by U.S. EPA, and the right to review anyrelevant site records. The inspection is to determine whetherthe RA is complete and that long-term performance standards havebeen achieved. Any outstanding RA completion work discovered bythe Settling Defendants or U.S. EPA during the inspection shallbe identified and noted. A Prefinal Completion of RA InspectionReport to be prepared by the Settling Defendants shall outlinethe outstanding RA completion work, actions required to resolveoutstanding RA completion work, completion dates for outstandingRA completion, and a proposed date for Final Completion of RAInspection. The Prefinal Completion of RA Inspection reportshall be submitted for approval by U.S. EPA.

5. Final Completion of RA Inspection

Upon completion of any outstanding RA completion work, theSettling Defendants shall notify U.S. EPA for the purpose ofconducting a final Completion of RA inspection. The SettlingDefendants shall prove that they have achieved the requirements

14

of the performance standards with respect to the contingency, orthat it is no longer a threat. Notification by the SettlingDefendants shall include relevant physical testing data onattainment of performance standards and the need (or lack ofneed) for the contingency remedy. The final Completion of RAinspection shall consist of a walk through inspection of theproject site conducted by the Settling Defendants accompanied bythe U.S. EPA, and the right to review any relevant site records.The prefinal Completion of RA Inspection Report will be used as achecklist for the final Completion of RA inspection focusing onthe outstanding RA completion work identified in the prefinalCompletion of RA inspection. Written confirmation of the finalCompletion of RA Inspection shall be made by Settling Defendantsin a Completion of RA Report that all RA completion work has beencompleted.

6. Final Completion of the Work

Upon issuance of certification of Completion of the RA, SettlingDefendants shall prepare for a final Site inspection. Thepurpose of the final Site inspection will be to note anyincomplete incidental measures or ordnance that are remaining onthe Site. The Settling Defendants shall resolve any incompleteincidental measures and remove any remaining ordnance. Uponapproval of the final Site inspection, U.S. EPA will issue acertification of Completion of the Work to the SettlingDefendants.

D. Sampling Requirements

The sampling activities, sample size or volume, sample locations,frequency of testing, acceptance and rejection criteria, andplans for correcting problems as addressed in the projectspecifications shall be presented in the CQA Plan.

E. Documentation

Reporting requirements for CQA activities shall be described indetail in the U.S. EPA approved CQA Plan. This shall includesuch items as daily summary reports, inspection data sheets,problem identification and corrective measures reports, designacceptance reports, and final documentation.

Provisions for the final storage of all records shall bepresented in the CQA Plan.

Task IV; Reports and S"*"tti8BionB

The Settling Defendants shall prepare plans, specifications, andreports as set forth in Tasks I through IV to document theconstruction, operation, maintenance, and monitoring of the RA.The documentation shall include, but not be limited to the

15

following:

A. Progress Reports

The Settling Defendants shall provide U.S. EPA with progressreports no later than the tenth day of each month covering theprevious calendar month, beginning with the first month followingentry of the CD, and until U.S. EPA approval of the Completion ofthe RA. Following U.S. EPA approval of the Completion of the RAand until U.S. EPA certifies Completion of the Work, the SettlingDefendants shall submit progress reports semiannually by March 1and September 1 of each year covering the previous 6 months. Theprogress reports to be submitted pursuant to the paragraph shallbe signed by the Project Coordinator for the Settling Defendantsand shall contain, at a minimum:

1. A description and estimate of the percentage of the RAcompleted;

2. Summaries of all findings and sampling during thereporting period;

3. Summaries of all changes made in the RA during thereporting period, indicating U.S. EPA approval of thosechanges;

4. Summaries of all contacts with representatives of thelocal community, public interest groups or Stategovernment during the reporting period;

5. Summaries of all problems or potential problemsencountered during the reporting period;

6. Summaries of actions taken and being taken to rectifyproblems ,-

7. Changes in key personnel involved in the RA;8. Projected work for the next reporting period;9. Copies of daily reports, inspection reports,

laboratory/monitoring data, etc;10. Summaries of all meetings, conference calls and

technical discussions with U.S. EPA and/or Statepersonnel regarding RA; and

11. Comparison of working schedule to project schedule.

Unless otherwise specified by the U.S. EPA Remedial ProjectManager, summary sheets of sampling results shall be sent to theU.S. EPA Remedial Project Manager within one month of receipt ofthe data by the Settling Defendants. In addition, the SettlingDefendants shall notify the U.S. EPA Remedial Project Managerwithin one week of learning of any problems, unusualcircumstances, or noncompliance with clean-up standards thatoccur at the site.

B. Completion of Construction Report

Within 30 days of a successful Final Completion of ConstructionInspection, the Settling Defendants shall prepare and submit for

16

approval by U.S. EPA, a Completion of Construction Report. Inthe report, a registered professional engineer and the SettlingDefendants' Project Coordinator shall certify that the project isconsistent with the design and specifications. The report shallcontain the following statement, signed by a responsiblecorporate official of the Settling Defendants or SettlingDefendants' Project Coordinator:

"To the best of my knowledge, after thoroughinvestigation, I certify that the information containedin or accompanying this submission is true, accurateand complete. I am aware there are significantpenalties for submitting false information, includingthe possibility of fine and imprisonment for knowingviolations."

The report shall also provide or specifically reference alldocuments or material which support the statements contained inthe report. The report shall include, but not be limited to thefollowing elements:

a. Introduction;b. Chronology of events,-c. Performance Standards and Construction Quality

Control;d. Summary of construction activities,-e. Summary of final inspection;f. Certification of the design and construction;g. As-built drawings signed and stamped by a

professional engineer;h. Explanation of any modifications to the plans and

why these were necessary for the project;i. Certification that the remedy is operational and

functional ,-j. Listing of the criteria, established before the

construction was initiated, for judging thecompletion of construction and also explaining anymodification to these criteria;

k. Results of site monitoring, indicating that the RAwill meet or exceed the performance standards;

1. Explanation of the O&M (including monitoring) tobe undertaken at the site and any changes requiredbased on modification of site plans duringconstruction; and

m. Summary of project costs.

C. Completion of Remedial Action Report

At the completion of all RA work (including continual achievementof performance standards) and within 30 days of a successfulfinal inspection, the Settling Defendants shall prepare andsubmit for approval by U.S. EPA, a Completion of Remedial Action

17

Report. In the report, a registered professional engineer andthe Project Coordinator of the Settling Defendants shall certifythat the Remedial Action has been completed in full satisfactionof the requirements of this Consent Decree. The report shallcontain the following statement, signed by a responsiblecorporate official of each Settling Defendants or SettlingDefendants' Project Coordinator:

"To the best of my knowledge, after thoroughinvestigation, I certify that the information containedin or accompanying this submission is true, accurateand complete. I am aware there are significantpenalties for submitting false information, includingthe possibility of fine and imprisonment for knowingviolations."

The report shall document that the project has been performedadequately. The report shall include, but not be limited to, thefollowing elements:

a. Introduction;b. Chronology of events;c. Summary of construction activities;d. Summary of final inspection;e. As-built drawings signed and stamped by a

professional engineer for any additional workcompleted since the certification of Completion ofConstruction;

f. Explanation of any modifications to the plans andwhy these were necessary for the project;

g. Certification that the remedy is operational andfunctional;

h. Listing of the criteria, established before theconstruction was initiated, for judging thefunctioning of the RA and also explaining anymodification to these criteria;

i. Results of site monitoring, indicating that the RAwill meet or exceed the performance criteria;

j. Explanation of the O&M taking place at the siteand any changes in the O&M plans that wererequired based on modification of site plansduring construction; and

k. Summary of project costs.

Task V: Performance Standard Monitoring

Performance monitoring shall be conducted to ensure that allPerformance Standards are met.

A. Performance Standard Verification Plan

The purpose of the Performance Standard Verification Plan is to

18

provide a mechanism to ensure that both short-term and long-termPerformance Standards for the Remedial Action are met. TheSettling Defendants shall implement the approved PerformanceStandards Verification Plan as per the Compliance Schedule.

Task VI ;

A final O&M Plan shall be required as a final Design Documentsubmission. The final O&M Plan shall be submitted by theSettling Defendants to U.S. EPA no later than the delivery dateof the prefinal completion of construction inspection, inaccordance with the approved construction schedule. The SettlingDefendants shall modify the final Operation and Maintenance (O&M)Plan to cover both implementation and long term maintenance ofthe Remedial Action. The plan shall be composed of the followingelements:

1. Description of normal operation and maintenance

a. Description of tasks for operation;b. Description of tasks for maintenance;c. Description of prescribed treatment or operation

conditions; andd. Schedule showing frequency of each O&M task.

2. Description of potential operating problems

a. Description and analysis of potential operationproblems ;

b. Sources of information regarding problems; andc. Common and/or anticipated remedies.

3. Description of routine monitoring and laboratory testing

a. Description of monitoring tasks;b. Description of required data collection,

laboratory tests and their interpretation;c. Required quality assurance, and quality control;d. Schedule of monitoring frequency and procedures

for a petition to U.S. EPA to reduce the frequencyof or discontinue monitoring; and

e. Description of verification sampling procedures ifCleanup or Performance Standards are exceeded inroutine monitoring.

4. Description of alternate O&M

a. Should systems fail, alternate procedures toprevent release or threatened releases ofhazardous substances, pollutants or contaminantswhich may endanger public health and theenvironment or exceed performance standards; and

b.

19

Analysis of vulnerability and additional resourcerequirement should a failure occur.

5. Corrective Action

Description of corrective action to be implementedin the event that cleanup or performance standardsare exceeded; andSchedule for implementing these correctiveactions.

6. Safety plan

a.

b.

Description of precautions, of necessaryequipment, etc., for Site personnel; andSafety tasks required in event of systems failure

7. Description of equipment

a. Equipment identification;b. Installation of monitoring components;c. Maintenance of Site equipment; andd. Replacement schedule for equipment and installed

components .

8. Records and reporting mechanisms required

a. Daily operating logs;b. Laboratory records;c. Records for operating costs;d. Mechanism for reporting emergencies;e. Personnel and maintenance records; andf. Monthly/annual reports to State agencies.

TaBlc VII; Remedial Action

Upon U.S. EPA approval of the CQA Plan and the RA Work Plan, theSettling Defendants shall construct and implement the RA inaccordance with the RD, schedule, RA Work Plan and the CQA Plan.The Settling Defendants shall also implement the elements of theapproved O&M Plan.

COMPLIANCE

A summary of the deadlines for information reporting requirementscontained in this SOW is presented below:

Submission Due Date

1. Draft RA Work Plan 45 calendar daysafter effective date(entry) of Consent

20

Final RA Work Plan

Draft Quality Assurance Project Plans

Final Quality Assurance Project Plans

Draft Construction Quality AssurancePlan

Decree

30 calendar daysafter receipt ofEPA's comments toDraft RA Work Plan

30 calendar daysafter effective dateof Consent Decree

21 calendar daysafter receipt ofEPA's comments toDraft QAPP

45 calendar daysafter effective dateof Consent Decree

Final Construction Quality AssurancePlan

Hold Pre-Construction Inspectionand Meeting

Initiate Construction of RA

Completion of Construction

21 calendar daysafter receipt ofEPA's comments toDraft ConstructionCQAP

21 calendar daysafter U.S. EPAapproval of FinalConstructionQuality AssurancePlan

15 calendar daysafter Pre-ConstructionInspection, meetingand receipt ofauthorization toproceed

365 calendar daysafter receipt ofU.S. EPA'sauthorization toproceed with RA oras approved by U.S.EPA in RA con-struction schedule

10. Prefinal Completion of Construction No later than 15

21

Inspection calendar days aftercompletion ofconstruction

11

12

Prefinal Completion of ConstructionInspection Report

Final Completion of ConstructionInspection

13 Final O&M Plan

14. Completion of Construction Report

15. Prefinal Completion of Remedial ActionInspection

16. Prefinal Completion of Remedial ActionInspection Report

17. Final Completion of Remedial Action

18. Completion of Remedial Action Report

30 calendar daysafter completion ofprefinal completionof constructioninspection

15 calendar daysafter completion ofwork identified inthe approvedprefinal completionof constructioninspection report

No later than bydelivery date of theprefinal completionof constructioninspection report

30 calendar daysafter a successfulfinal completion ofconstructioninspection

No later than 15calendar days aftercompletion ofremedial action

30 calendar daysafter completion ofprefinal completionof remedial actioninspection

15 calendar daysafter Inspectioncompletion of workidentified inprefinal completionof remedial actioninspection report

30 days after asuccessful final

22

19 Completion of Performance StandardVerification Plan

20 Issuance of Certification of Completionthe Remedial Action

21. Final EPA Site Inspection

completion ofremedial actioninspection

Simultaneous withsubmission ofCompletion ofRemedial ActionReport

30 days after ofreceipt of theapprovedCompletion ofRemedial ActionReport, and theapproved Completionof PerformanceStandardVerificationPlan, anddetermination by EPAof successfulcompletion of (orlack of need for)the contingencyremedy, EPA willissue Certificationof Completion of theRemedial Action.

30 days afterissuance ofCertification ofCompletion of RA

22. Issuance of Certification of Completion 30 days after EPAof Work approval of Final

Site Inspection, EPAwill issue aCertification ofCompletion of Work.

23. Monthly Progress Reports By the 10th of eachmonth from effectivedate of ConsentDecree until U.S.EPA approval of theCompletion of theRA, and then semi-annually thereafterthrough the

23

Completion of theWork.

M-J1.M. AND M ARtMlW MONITORING OCLIS

M-I9.W.21.71.24. AND 27AW EWSTTNG «tUS(37 NOT SHOWN ON THIS DNAMNC)

ENVIRONMENTAL UANACCMCNT. MC

rm.T7 lANorxL suPturuwo artB»ESVWJE. OHIO

MAP OF FULTZ SITE

pXMQZW

APPENDIX E: LEGAL DESCRIPTION OF LANDOWNER'S PROPERTY

From Volume 350, Page 17 (Deed Records of Guernsey County, Ohio):

Property known as lot number five (5) , in township number one(1), of range number three (3), containing ninety-seven (97)acres, more or less.

Also the following situated in Guernsey County, Ohio, being inrange two, township one and being the northwest corner of sectionsix (6) and bounded as follows: Beginning at the northwestcorner of said section; thence east 61.92 rods to a stone; thencesouth 71.76 poles to a stone; thence west 61.92 rods; thencenorth 71.76 poles to the place of beginning, containing 27.77acres, more or less, of the unappropriated lands in the MilitaryDistrict in Ohio, the same as deeded to Joseph Watson by warrantydeed by James Sigman and wife, recorded in Vol. 23, page 474 ofthe records of deeds of Guernsey County, Ohio. Excepting andreserving from the above described property the rights andprivileges heretofore granted by William H. Davis and wife to theWills Coal Company, the lease granting said rights and privilegesbears date of February 22, 1904, and is recorded in lease recordten at page 266 of the record of leases of Guernsey County, Ohio.The said lease was on the 7th day of April, 1905, assigned to theCambridge and Muskingum Valley Coal Company, which said Companynow have the rights and privileges therein granted. Exceptingtherefrom the following described property, to-wit: Situated inthe township of Jackson, township 1, range 2 and moreparticularly described as follows: Beginning for the same at apoint in the south line of said lot in the center of the publichighway leading from Byesville, Ohio, to East Cambridge, Ohio,and running thence north 85 degrees west along said south line510 feet to a post; thence in a northwesterly direction along theline of Partner E. Hoopman lands 606 feet to a post; thence north2 degrees east 205 feet to a post; thence north 42 degrees east525 feet to a point in the center of said road; thence south 30degrees 15' east along said road 990 feet to the place ofbeginning, containing 9 acres more or less, and being all thatpart of said lot number five which lies on the west of saidpublic highway.

Also excepting therefrom the following: (1) any and allconveyances to the State of Ohio; (2) a conveyance to EthelFultz; (3) a conveyance to Jeffrey L. and Rita K. Fultz.

APPENDIX F: DEED RESTRICTIONS AND RESTRICTIVE COVENANTS

Ruth Fultz agrees to enact the following deed restrictions andrestrictive covenants on her property (as described in theConsent Decree, Paragraphs 9 a and b):

Deed Restrictions

1. No building, structure or other object shall be built orplaced on the Site that would disturb the cap over the landfillor would otherwise disturb any component of the remedy at theSite. Further, no one shall use surface or ground water from theSite for any purpose, including but not limited to human oranimal consumption.

Restrictive Covenants

1. The owner and/or occupant of the above-described premisescovenants that she shall not engage in, cause or allow thedrilling, construction, installation, development, operation oruse of any well for potable water at, on or within said property;

2. The owner and/or occupant of the above-described premisescovenants that she shall not engage in, cause or allow drilling,construction, installation, development, operation on or withinsaid property that will damage, disturb, displace or destroy theprotective cap or any other component of the remedy that has beenplaced on or within said property;

3. The owner and/or occupant of the above-described premisescovenants that she shall not engage in, cause or allow theconstruction, installation, development, operation or use of thesurface water at, on or within said property;

4. The owner and/or occupant of the above-described premisescovenants that each deed, title, lease or other instrumentconveying an interest in said property shall contain and besubject to the foregoing restrictions; and

5. The owner and/or occupant of the above-described premisescovenants that she shall take all reasonable and appropriatemeasures to the extent of her property rights to prevent orpreclude the drilling, construction, installation, development,operation or use of any well for potable water at, on or withinsaid property by any other person.

Said covenants shall run with the land, shall be bindingupon any and all successors in interest, and all assignees,lessees, sublessees, operators, tenants, licensees and agents,and any and all persons who acquire any interest in the property,and shall be for the benefit of Ruth Fultz, the United StatesEnvironmental Protection Agency ("EPA"), the Ohio Environmental

APPENDIX F (cont'd)

Protection Agency, and their successors and assigns, each of whomshall be privileged to enforce these covenants by appropriateaction in a court of competent jurisdiction.

Dated , 1996

By:.Ruth Fultz

WITNESSES

Signature

Name - Please Print

Signature

Name - Please Print

STATE OF OHIO )) SS:

COUNTY OF GUERNSEY )

Subscribed to and sworn before me this day of1996

Notary Public(Seal)

My commission expires

•CP-2T-9* rRI 14:Sa UARD COFFMAN ATTORNEY 6144341101 P.02

THE UHDKRSIGNED PARTY enter! into thia Consent Decree in theMtttr Of Bhitad atatee v. Araoof inc.. at al (civil ActionMo. C2-95-698, 3.D. Ohio) for tc« Pults Landfill superfund8it«.

D*t*t

Author!i«d to Aeo«pt 8«rric« on Bthalf of th* Above-•ign«d Partyt

Man«: Jao«« E. Morkaan, Jr.Titlas AttomayAddraaa: Trolley Plaza, Third Floor, 604 Main Street,

ZajMftville, Ohio 43701Telephone Nuober: (614) 452-9503

TKB UHDBMZGNKD PAATY tflttri into this Conawit 0«oro« in th«natter of ffftifcad fi^i-** v- *™gQ inr. »c *i. (civil Action No.C2-95-696, 6.D. Ohio) Cor th* Fultz Landfill 9up«rfund Sit«.

Aaerican HOOM product** FOR Cornoratian

Stevaa A. Tacher

Typ«]PIMM type]

[Addr««f •• PIMM ryp«]

Author! t«d to Amape S«rvic« on Behalf of Abov«-«igiud

A. Taihcr (P1«*M TyptJEnvlronaental Affairs

_ ____ M - Madiaon, MJ 07940T«l. RUBbtri 201-4

,81-

CSS'CN

W/30/M ION 17:29 FAX J1J $63 7165 TfcN INDUSTRIES vLtUAi.) «juuo

THE UNDERSIGNED PARTY ertera into this Conwnt Decree in tht matter of Urufcflstate** Amneotne.. •<•!. (CMI Action No. C2-95-698. S.D. Ohio) for the Fultz LandfillSupeffund Sto.

FOR A.E, CLEVire INC.

Date: ft<yt ntyirM IflQfi

JAMES 0. KEUEftTWe:'Addnws:777 Eait Eli«nhow*r Pkwy, Suite 600Ann Arbor MI 48108

Agent Authorized to Accept Servte on Behalf of Above-signed Party:

General Count*:T & N Industrie* Inc.777 Eatt Eisenhower ParkwaySuite 600Ann Arbor, Michigan 48108-3383

OW7.W

r/U

THE UNDERSIGNED PARTY entere Into thto Consent Decree In the matter of UnitedlnQ..«td. (Civil Action Nk). C2-95-698. S.D. OMo) for the FuKz LandflH

Superfund SHe.

FOR GLACIER VANOCRVEU. INC.

Date:

Addrtet:777 East Elsenhower Plwy, Suite €00Ann Arbor HI 43108

Agent Authorized to Aooept Service on Behalf of Above-flgned Party:

General Course!T ft N tnduttrlee Inc.777 Eatt Elsenhower ParkwayGuRoOOOAnn Arbor, Michigan 48108-3368

UNDERSIGNED PARTY enteri into chit Concent Decree in the natterOf tlrHcail I».Mf«« v Xmrn Tttff. . at al (Civil ACtiOD NO. C2-95-696, fl.D. Ohio) for tb« rulti Landfill flup«rfund fit*.

POS OOULO BLBCTROMIC3 INC.

Uwrence W. felt chillAflsociat* CouaialOould ElMtreniea Inc.3S129 Curtis Boulevard2*«eUk«, Ohio 44095

Agent Authorised to Accept service on Behalf of Above-«ign«4

Pertyt

Tit let AJAddteiitTel. Nunben

81

j b •' >> ^ / 90

THE UNDERSIGNED PARTY enter* into Into Consent Decree In the matterStetn* >/ Armeti Ing. at >l (Ovl Action No. 02-05-608, 5.0. Ohio) for th« Fufcx LandfillSup rfund Sit*.

FOR T & N INDUSTRIES INC.

Iflflg By:

RITA M. GRISKAMTito: President

777 E4»l Ei»»nhOtf«r Pkwy, Sulta 600Ann Arbor MI 48106

Agent Authorized to Accept Service on Behalf of Above-tigned Party:

Oeneral CounselT & N Industrie* Inc.777 Eaat Eisenhower ParkwaySuite 600Ann Arbor, Michigan 43108-3388

TOTCL P.010

484 8350 OOLS

DeerfUU, Jl COOiS

. TOWL

01/40/11 HON 11)41 Til. 111 101 7J4I ALP8R HOLDIHC9 It 001

la fch«He. Ca-fS-ftt,

AL, arc.

, Joe., 34th floor

oC lbove-«tffn*4

VtM:Title:

Ttti. VO.

Jota Qoghlia*(NMial Counael :taltirt IwJuatri*!, lna.Lloo ittixa ipoauft, a«t& rioor

York, V«w York 100)3500-7BBO ;

FR UEC ENJ1RDN 412 tu I . i^- tV

TH2 UNDERSIGNED PARTY enters into this Consent Decree in thematter of United Stitei v. Armco Inc., et al. (Civil Action No,C2-9A-698, s.D. Ohio) for the fultx Landfill Superfund Site.

FOR WE3TINGHOU5E ELECTRIC CORPORATION

DATE I

Vice (residentWe»tinghouse Electric Corporation11 Staaivix StreetPittsburgh, PA 15222-1384

Party i

Name:Title:Address:

Telephone:

co Accept 9«rrioe on D«half o£ Above

Roger E. Willt, Jr.Assistant 9«n«cal CouaaelMeatinQhoutt Electric Corporation11 sttnvix streetPittfburgh, PA 15222-1384(412) 642-5813

- 81

** TOTPL PflGE.02 *#

•CP-2T-9* F*I 141S0 MAUD COFFHfcN ATTORNEY 614*3*1ia.

TH8 UNDERSIGNED PARTY enters into thia Consent Decree in tbeBitter Of Phitad Statw y. Ar g, Jn^,, m flj (Civil ActionMo. C2-95-698, 3.D. Ohio) for tb* Pults Landfill SuparfundSit*.

-**~h Margaret Ptfltt

Authorised to Accept Service on Behalf of the Above*•igned Party:

Name: Jaaea B. MorkBan, Jr.Title: AttorneyAddress: Trolley Plaza, Third Floor, 604 Main Street,

Zanaaville, Ohio 43701Telephone Hunter: (614) 452-9503

THE UNDERSIGNED PARTY enters into this Consent Decree in thematter of United geates. v. Armco Tng. «*r a.1. (Civil Action No.C2-9S-698. S.D. Ohio) for the Fulcz Landfill Superfund Site.

American Home ProductsFOR Corporation COMPANY

Steven A. Taaher

Date: '* '"•> ?fS2 gff'tfS Sq iffgS ny mo_

[Kane - - Please Type](Title -- Please Type][Address -- Please Type]

Agent Authorized to Accept Service on Behalf of Above-signed

Party:

Name: Steven A. Tasher rpi.».. tSrr«.lTitle: Vice Pres:Address tFive Gira]

.cid

ent - Environmental Affairsa Farms - Mad'ison. NJ 07940

Tel. Number: 201-660-5210 ,

-81-

THE tnVDEBSIGHSD PARTY enters into thi« Consent Decree in the matt«rof United StatM v. Armee Ine.. et al. (Civil Action No. C2-9S-€§8,'jdL

bio)8.D. Ohio) for the Pultz Landfill Superfund Sit*.

Det

FOR SALTIRB INDUSTRIAL, IMC.

John Coghlin, B»q.Oeneral Coun««lSaltire InduatrUl, Inc.•00 Third kv*nu«, 34th VloorSew York, Hew TorX 10022

Agent Authori*«d to Accept Service on Behalf of Above-*igned Party:

Name:Title:Addreee,

Tel. 5o.

John Coghlin, B«q.oeneral CounaelSaltire Industrial, Inc.BOO Third Avenue, 24th FloorNew York, New York 10022(212) 508-7558

0MIV1I1 (Pit

THE UNDERSIGNED PARTY enters into this Consent Decree in the matterof united St^tca v. Armgo ing. . ftt al . (Civil Action No. C2-95-698, S.D. Ohio) for th« Pultz Landfill Superfund Site.

FOR GOULD ELECTRONICS INC.

Date: 5<»p » nt e 30. 1996Lawrence W. MitchellAssociate CounselGould Electronics Inc.35129 Curtis BoulevardEastlake, Ohio 44095

Agent Authorized to Accept Service on Behalf of Above-signed

Party:

Name: Lawrence W- MifcrhellTitle: Associate CoynaelAddress: 15129 Curtis Boulevard

OH 44Q95Tel. Nuntoer: f216) 953-5142

81

THE UNDERSIGNED PARTY enters into this Consent Decree in the matter of UnitedStates v. Armco Inc.. at at. (Civ* Action No. C2-95-898. S.D. Ohio) for the Fuftz LandfilJSuperfund Site.

FOR A.E. CLEVITE INC.

Date: Saotembaf 3Q 1flfl6JAMES 0. KELLER

Title:'Address.777 East Eisenhower Pkwy, Suite 600Ann Arbor HI 48108

Agent Authorized to Accept Service on Behaff of Above-signed Party:

General CounselT & N Industries Inc.777 East Eisenhower ParkwaySuite 600Ann Arbor, Michigan 48108-3388

OW27/M-01*3451 .C1

THE UNDERSIGNED PARTY enters into this Consent Decree in the matter of Unitedfitatoft%/ Armmlnc fttal (Civil Action No. C2-95-C98, S.D. Ohio) for the Futtz LandfiHSuperfund Ste.

FOR T & N INDUSTRIES INC

Date: September 30. 1S96Name: RITA M. GRISHAMTitle: PresidentAddress*777 East Elsenhower Pkwy, Suite 600Ann Arbor MI 48108

Agent Authorized to Accept Service on Behalf of Above-signed Party:

General CounselT & N Industries Inc.777 East Eisenhower ParkwaySuite 600Ann Arbor, Michigan 48108-3388

- 01634S1 01

THE UNDERSIGNED PARTY enters into this Consent Decree in the matter of UnitedStates v. Annco Inc.. et al. (Civil Action No. C2-95-608, S.D. Ohio) for the Fuftz LandfillSuperfund Site.

FOR GLACIER VANOERVELL INC.

Date: September 30. 10060. KELLER

Title: TreasurerAddress:777 East Eisenhower Pkwy, Suite 600Ann Arbor MI 48108

Agent Authorized to Accept Service on Behalf of Above-signed Party:

General CounselT & N Industries Inc.777 East Eisenhower ParkwaySuite 600Ann Arbor, Michigan 48108-3388

0*77/98- 01*3451 01

TH2 UNDERSIGNED PARTY enters into this Consent Decree in thematter of United States v. Armco Inc., et al. (Civil Action NoC2-95-698, S.D. Ohio) for the Fultz Landfill Superfund Site.

FOR WESTINGKOUSE ELECTRIC CORPORATION

DATE: <Samuel R.Vice PresidentWestinghouse Electric Corporation11 Stanwix StreetPittsburgh, PA 15222-1384

Agent Authorized to Accept Service on Behalf of Above-signedParty:

Name: Roger E. Wills, Jr.Title: Assistant General CounselAddress: Westinghouse Electric Corporation

11 Stanwix StreetPittsburgh, PA 15222-1384

Telephone: (412) 642-5815

- 81 -

SENT BY:JB*€X 4 BLOCK ; 9-30-36 :ll:S8AM ;

TBB DHDERSIGMBD PARTY enters into this Consent Decree in thenatter of Tflftiteq St frit v- A**** tne.. at a (Civil ActionHo. C2-95-69B, S.D. Ohio) for the Pultz Landfill SuperfundCite.

FOR THE PDLLMAB CCMPAVY_ — ^ ^ ^ ^ ^ ^ ^ ^ »

/

Datei September 30, 1996VirginiaGeneral CounselTeoaeco Autosotiveill Pfingsten RoadOeerfield. IL 60015

Agent Authorized to Accept Service on Behalf o£ Above-signed

Party:

Namei Jaaay A. Vyoaani At* fAUTVMl ffif TAnnAf*n &M^<^nnf 4 v*Title*

Address : Janngr t Block. Qna IBM Plata - Chieacro.IL

Tel. Vuvber: (312) 232-9350

. o •

Partyi

, Jrfltt,•*— ssaatiK oTelephone Hu*ber. ("4) 452

Fioor, 604 H*in Street

THE UNDERSIGNED PARTY enters into chia Consent Decree in thematter of United . t;afgq y, Armco Inc. . gt a.1. (Civil Action No.C2-95-698. S.D. Ohio) for the Fultz Landfill Superfund Site.

American Home ProductsFOR Co roc ration COMPANY

Steven A. Tasher0t.+*&6+ 1 /9f4 v*ce President - Environmental Affairs/,Date: " *-^ 7f f7~r* pT^o ^iral .^a Pavmc - Vlarti ann f tfJ 0/940

[Kane •- Please Type][Title -- Please Type][Address -- Please Type]

Agent Authorized to Accept Service on Behalf of Above- signed

Party:

Name: Steven A. Tasher _ [Please Type]Title: Vice President -_ Environmental AffairsAddress :Five Giralda Farms - Madison. NJ 07940Tel. Number: 201-660-5210 i

-81-

THE UWDEttSIGNSD PARTY enters into this Consent Decree in the matterof United atfttea v. Armco Inc.. et, »jl. (civil Action Ko. C2-9S-f9S,6.0. Ohio) for the Pultz Landfill Superfund Site.

FOR SALT1KB INDUSTRIAL, IMC.

Det John Coghlin, Bsq.General CounselSaltire Induetrial, Inc.800 Third Avenue, a4th FloorNew York, New York 10022

Agant Authorised to Accept Service on Behalf of Above-eigned Party:

Name:Title:Address:

Tel. No.

John Coghlin, Bsq.General CounselSaltire Industrial, Inc.800 Third Avenue, 24th FloorSew York, New York 10022(212) 508-7558

THE UNDERSIGNED PARTY enters into this Consent Decree in the matterOf tlryited ff^at-ga v. Armeo Ing^. ett. al , (Civil Action NO. C2-95-693, S.D. Ohio) for the Fultz Landfill Superfund Site.

FOR GOULD ELECTRONICS INC.

Date: fiantember 30f 1,996 _. s,yn*r—H *<Lawrence W. MicchellAssociate CounselGould Electronics Inc.35129 Curtis BoulevardBastlake, Ohio 44095

Agent Authorized to Accept Service on Behalf of Above-signed

Party:

Name: Lavir^nce W. MitchellTitle: Associate Counae},Address: 35129 dirtia Boulevard

Eaatlakft. QH 44Q95Tel. Number: fulfil 953-5142

81

THE UNDERSIGNED PARTY enters into this Consent Decree in the matter of UnitedStates v. yvrmco Inc.. at al. (Civil Action No. C2-95-6S8. S.D. Ohio) for the FuKz LandfillSuperfund Site.

FOR A.E. CLEVITE INC.

Date: September 3Q 1QQ6JAMES D. KELLER

Title: V_yTreasurarAddress:777 East Elsenhower Pkwy, Suite 600Ann Arbor Ml 48108

Agent Authorized to Accept Service on Behalf of Above-signed Party:

General CounselT & N Industries Inc.777 East Eisenhower ParkwaySuite 600Ann Arbor, Michigan 48108-3388

OW27/98-01634H.C1

THE UNDERSIGNED PARTY enters into this Consent Decree in the matter of UnitedStatoa v Armco Inc et a\. (Civil Action No. C2-95-098, S.D. Ohio) for the Futtz LandfillSuperfund Site.

FOR T & N INDUSTRIES INC

Date: September 30. 1996Name: RITA M. GRISHAMTitle: PresidentAddress*777 East Elsenhower Pkwy, Suite 600Ann Arbor MI 48108

Agent Authorized to Accept Service on Behalf of Above-signed Party:

General CounselT & N Industries Inc.777 East Eisenhower ParkwaySuite 600Ann Arbor, Michigan 48108-3388

09/37*8 - 0103401 01

THE UNDERSIGNED PARTY enters into this Consent Decree in the matter of UnitedStates v. Armco Inc.. et al. (Civil Action No. C2-05-608, S.D. Ohio) for the Fultz LandfillSuperfund Site.

FOR GLACIER VANDERVELL INC.

Date: September 30. 1996'JAMES D. KELLER

Title: TreasurerAddress:

777 East Eisenhower Pkwy, Suite 600Ann Arbor MI 46108

Agent Authorized to Accept Service on Behalf of Above-signed Party:

General CounselT & N Industries Inc.777 East Eisenhower PartwaySuite 600Ann Arbor, Michigan 48108-3388

08.27/96 - 01S3451 01

THZ UNDERSIGNED PARTY enters into this Consent Decree in thematter of United States v. Armco Inc., et al. (Civil Action No.C2-95-698, S.D. Ohio) for the Fultz Landfill Superfund Site.

FOR WESTIN3KOUSE ELECTRIC CORPORATION

DATE:Samuel R. PHVice PresidentWestinghouse Electric Corporation11 Stanwix StreetPittsburgh, PA 15222-1384

Agent Authorized to Accept Service on Behalf of Above-signedParty:

Nane: Roger E. Wills, Jr.Title: Assistant General CounselAddress: Westinghouse Electric Corporation

11 Stanwix StreetPittsburgh, PA 15222-1384

Telephone: (412) 642-5815

- 81 -

BLOCK : 9-30-* a w, wao.

THE UNDERSIGNED PARTY eat era into this Consent Decree in th«matter of United stat«« v. »«*»<•» inc.. ct al. (dvil ActionMo. C2-9S-69B, S.D. Ohio) for the Pultz Landfill Sup«rfundSit*

D«t«» September 30, 1996

FOR rag PUUflftH COMPAITY

Virginia/I). Kearn*General counaelTenneco Automotiveill Pfingeten RoadDeerfield, IL 60015

Agent Authorixed to Accept Service on Behalf of Above-aigned

*arty.T A%^^ ^fc^fc.

Addrea* : Janner t Rlpck. One IBM Plata

Tel. Vwnber: (312) 223-9350

OkMMet.DOC

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