An ordinance approving certain agreements relating to the construction and operation of a new district heating and cooling plant and energy distribution system; the collection, processing and disposal of solid waste; and the termination of an existing agreement between the Metropolitan Government and the Thermal Transfer Corporation upon completion of the new district heating and cooling plant (2001M-127U-09).

WHEREAS, pursuant to the terms set forth in the document (the "DES Agreement") attached as Exhibit A to this ordinance, Constellation Energy Source, Inc., proposes to design, construct, operate and maintain a new energy generation facility (the "EGF") and improve, operate and maintain the existing energy distribution system currently providing heating and cooling services to certain public and private buildings in downtown Nashville; and

WHEREAS, under the DES Agreement, the new EGF will be located on a site currently owned by the Metropolitan Government or on a site to be acquired by Constellation Energy Source, Inc., and promptly conveyed to the Metropolitan Government at the option of the Metropolitan Government; and

WHEREAS, pursuant to the terms set forth in the document (the "Fuel Purchase Agreement") attached as Exhibit B to this ordinance, Constellation Energy Source, Inc. proposes to furnish fuel to operate the EGF; and

WHEREAS, by contract (the "Thermal Agreement") dated October 4, 1984 and subsequently amended, the Metropolitan Government engaged the Thermal Transfer Corporation to operate the existing district energy generating and distribution system in downtown Nashville; and

WHEREAS, the Metropolitan Government seeks to terminate the Thermal Agreement as of the date (the "Scheduled Service Commencement Date") on which the new district energy generating and distribution system is placed into service pursuant to the terms of the DES Agreement; and

WHEREAS, pursuant to the terms set forth in the document (the "Disposal Agreement") attached as Exhibit C to this ordinance, BFI Waste Services, LLC, proposes to modify and operate an existing transfer station facility and provide waste transportation and disposal services; and

WHEREAS, pursuant to the terms set forth in the document attached as Exhibit D to this ordinance, Allied Waste Industries, Inc. proposes to guarantee the obligations of BFI Waste Services, LLC, under the Disposal Agreement; and

WHEREAS, pursuant to the terms set forth in the document attached as Exhibit E to this ordinance, Toter, Inc., proposes to furnish waste carts for residential use in connection with the local collection of solid waste; and

WHEREAS, the Metropolitan Government proposes to become a customer of the new EGF and to enter into agreements with other prospective private and public customers of the new EGF pursuant to contracts in substantially the form of the document attached as Exhibit F to this ordinance; and

WHEREAS, the citizens of Nashville and Davidson County will benefit by the termination of the existing Thermal Agreement upon completion of the new EGF and approval of the proposed agreements attached hereto.

NOW, THEREFORE, BE IT ENACTED BY THE COUNCIL OF THE METROPOLITAN GOVERNMENT OF NASHVILLE AND DAVIDSON COUNTY:

SECTION 1. The agreement between the Metropolitan Government and the Thermal Transfer Corporation, dated October 4, 1984, as amended, for operation of the existing energy generating and distribution system shall terminate effective on the Scheduled Service Commencement Date as defined in the DES Agreement.

SECTION 2. The Agreements set forth as Exhibits A through E to this ordinance are hereby approved for execution and filing on behalf of the Metropolitan Government.

SECTION 3. The Metropolitan Mayor, or his designee, is authorized to accept the conveyance from Constellation Energy Source, Inc. of a parcel of real property to be used as the site for construction of the new EGF in accordance with the terms of Exhibit A to this ordinance.

SECTION 4. The Metropolitan Mayor, or his designee, is authorized to enter into agreements with private and public customers of the EGF, and to obligate the Metropolitan Government as a customer of the EGF, using substantially the same terms as are set forth in Exhibit F to this ordinance.

SECTION 5. Any amendment to an agreement approved by this ordinance may be approved by resolution of the Metropolitan Council.

SECTION 6. This ordinance shall take effect from and after its passage, the welfare of The Metropolitan Government of Nashville and Davidson County requiring it.

Sponsored By: Ludye Wallace, Jim Shulman, Amanda McClendon, Don Knoch, Howard Gentry, Craig Jenkins, Eileen Beehan

AMENDMENT NO. 1

TO

BILL NO. BL2001-921

Mr. President:

I move to amend Bill No. BL2001-921 by amending Exhibit F thereof by replacing it with the attached Exhibit F.

Sponsored By: Ludye Wallace
Amendment Adopted: December 18, 2001

AMENDMENT NO. 2

TO

BILL NO. BL2001-921

Mr. President:

I move to amend Ordinance No. BL2001-921 by amending Exhibit B in Section 2 by deleting the recital paragraph (Q) in its entirety.

Sponsored By: Ludye Wallace
Amendment Adopted: December 18, 2001

LEGISLATIVE HISTORY
Introduced:	December 4 , 2001
Passed First Reading:	December 4, 2001
Referred to:	Planning Commission - Approved 6-0 (12/6/01) Budget & Finance Committee Public Works Committee Planning & Zoning Committee
Amended:	December 18, 2001
Amended:	December 18, 2001
Passed Second Reading:	December 18, 2001
Passed Third Reading:	January 15, 2002
Approved:	January 16, 2002
By: