Exhibit 10.2
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Storage Site Agreement
This Agreement is made this 27th day of September 2004 by and Between
N-VIRO International Corporation ("N-VIRO"), MicroMacro Integrated Technologies,
Inc. ("MMIT") and Daniel J. and Rebecca S. Haslinger ("Landowners").
In consideration of the mutual premises, covenants, conditions and terms to
be kept and performed, it is agreed by the parties as follows:
1. Effective Date. The effective date of this agreement is August 16, 2004.
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2. Term. This agreement is terminable "at will" by any of the parties
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without cause and without notice.
3. Site Location. The site location ("site') is approximately 35 acres
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situated near the intersection of Route 6 and Route 23 in Madison Township,
Sandusky, Ohio, as set forth more fully in attached Exhibit A.
4. Disposition of N-VIRO material. During the term of this agreement N-VIRO
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shall have the right to deliver to the site N-VIRO material manufactured at the
N-VIRO Toledo Bayview Wastewater Treatment Facility. All delivered N-VIRO
material shall be F.O.B. the site and all delivery costs shall be the
responsibility of N-VIRO. It is the understanding of the parties that the site
will be a back-up contingent facility to be used in the event that other
traditional disposition outlets are not available to N-VIRO, or are not
practicable.
5. Transfer of Title. Upon delivery to the site, the N-VIRO material shall
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become the property of the Landlords and title to the N-VIRO material shall pass
to the Landlords, unless such material is subsequently determined to be not in
compliance with the standards set forth in Paragraph 6., herein, in which case
title to the non-compliant N-VIRO material shall remain with N-VIRO.
6. Material Standards. N-VIRO represents and warrants that the delivered
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N-VIRO material will comply with the USEPA EQS standards as identified in 40CFR.
Part 503, Pathogens, 503.32(a)(4), Alternative #2 and Vector Attraction
Reduction, 503.33 (b)(6), and Table 3 Metal Limits. MMIT and/or Landlords shall
have the right to reject any N-VIRO material delivery that they, in good faith,
do not believe complies with the above standards.
7. Site Compliance. Landlords and MMIT agree to comply with current Ohio
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EPA Biosolids Management Guidelines pertaining to N-VIRO material that may be
stored on the site. Landlords agree to promptly apply for a long term storage
site permit from the Northwest District of the Ohio EPA. Logan Environmental,
Inc. shall be engaged to complete and file the permit application and all costs
associated with obtaining the permit shall be the responsibility of N-VIRO.
8. Payment. N-VIRO agrees to pay to MMIT the sum of $5,000.00 per month for
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its services with regard to facilitation of the site. Landlords agree to the
payment of said sum to MMIT and further agree that in consideration of the
receipt of title to the N-VIRO material, no other payment or consideration is
owed to them pursuant to this agreement.
/s/ Phillip Levin
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N-VIRO International Corporation
By: Phillip Levin, Chairman and CEO
/s/ Daniel J. Haslinger
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MMIT
By: Daniel J. Haslinger, President
/s/ Daniel J. Haslinger
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Daniel J. Haslinger
/s/ Rebecca S. Haslinger
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Rebecca S. Haslinger
Exhibit A
[photocopy of First Half 2003 Sandusky County, Ohio real estate tax bill of
Daniel J. + Rebecca S. Haslinger]
The following described real estate, to wit: Situate in the County of Sandusky
in the State of Ohio, in the Township of Madison, and bounded and described as
follows, to wit: the West half of the North east quarter of Section 31, in
Township 5 North of Range 13 in the District of Lands subject to sale at
Bucyrus, Ohio, containing eighty acres, Likewise the Southeast quarter of the
Northeast quarter of Section 31, in Township 5 North of Range 13 in the District
of Lands subject to sale at Bucyrus, Ohio, containing forty acres, both lots
containing one hundred and twenty acres, according to the General Land Office by
the Conveyor General, which said tracts or lots of land had been purchased by
the said Daniel Forbes, granted and warranted to him by patent deed executed at
the City of Washington the thirtieth day of December in the year of our Lord one
thousand eight hundred and thirty five.