[Federal Register Volume 60, Number 145 (Friday, July 28, 1995)]
[Notices]
[Pages 38817-38837]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 95-18482]



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ENVIRONMENTAL PROTECTION AGENCY
[FRL-5265-1]


Superfund Program; Revised Model CERCLA RD/RA Consent Decree

AGENCY: Environmental Protection Agency.

ACTION: Notice.

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SUMMARY: The Agency is today publishing a revised version of the Model 
CERCLA RD/RA Consent Decree. The revised Model, which will supersede 
the 1991 interim Model, has been jointly modified by EPA and the 
Department of Justice on the basis of experience to date. The principal 
impetus behind the important substantive changes contained in the 
revised Model has been a desire to enhance the fairness and increase 
the number of settlements in which potentially responsible parties 
agree to implement government-selected remedies at Superfund sites. By 
publishing the revised Model EPA seeks to broadly inform affected 
members of the public of changes in the federal government's policy 
with respect to settlements for the performance of remedial design/
remedial action (RD/RA).

FOR FURTHER INFORMATION CONTACT: Steve Botts, Mail Code 2272, Office of 
Enforcement and Compliance Assurance, U.S. Environmental Protection 
Agency, 401 M Street, SW., Washington, DC 20460, (202) 260-5787.
Steven A. Herman,
Assistant Administrator, Office of Enforcement and Compliance 
Assurance.
Memorandum

    Subject: Final Revised Model CERCLA RD/RA Consent Decree
    From:

    Steven A. Herman, Assistant Administrator for Enforcement, and 
Compliance Assurance
    Lois Schiffer, Assistant Attorney General for Environment and 
Natural Resources, U.S. Department of Justice

    To: Regional Administrators, Regions I-X
    Attached is the final version of the revised Model CERCLA RD/RA 
Consent Decree. This document supplants the Interim Model CERCLA RD/RA 
Consent Decree published in the July 8, 1991 Federal Register (56 FR 
30996).

Summary

    The Model has been successful in achieving, as one of its main 
goals, a reduction in the amount of time spent on drafting and 
negotiating individual consent decrees, allowing settlements to be 
reached more quickly and with fewer transaction costs. The Model also 
has been effective in ensuring that consent decrees for remedial 
design/remedial action protect the interests of the public and assure 
the accomplishment of the important cleanup objectives of the Superfund 
program.
    However, there have been persistent complaints from potentially 
responsible 

[[Page 38818]]
parties (``PRPs'') that the Model is overly stringent in certain 
respects. At a number of sites PRPs have indicated that the Model was 
an impediment to settlement, contributing to an increase in the need to 
use unilateral orders to accomplish cleanup. Since settlement requires 
agreement by both sides, we have taken seriously comments by PRPs 
regarding provisions that they claim create serious obstacles to 
settlement.
    The revised Model represents a major effort to respond to PRP 
concerns and to protect the interests of the people of the United 
States. The revised Model also clarifies provisions whose meaning was 
unclear and brings the Model RD/RA Consent Decree into conformity with 
other model settlement documents being developed by EPA and the 
Department of Justice. The new Model decree reflects the sustained 
efforts of a Headquarters/Region/ DOJ workgroup and considerable input 
from numerous regional personnel.

Specific Revisions From Old Model

Additional Response Actions

    The ``Additional Response Actions'' section in the old Model has 
been the subject of by far the most frequent and vociferous criticism 
by PRPs. This provision required the settling defendants to undertake 
any additional response actions that EPA may later determine to be 
necessary in the event that the original remedial action fails to meet 
the ``performance standards'' specified in the Decree. PRPs 
characterized this obligation as a ``blank check'' that unfairly 
subjected them to potentially large and unknown costs. Some PRPs 
indicated that, although they recognize the need for EPA to reserve its 
rights to seek additional work in the event of remedy failure, it is 
unfair and unduly burdensome to require PRPs to accept the obligation 
to perform such unknown work as an affirmative obligation under the 
Decree.
    We are addressing this concern by deleting the ``Additional 
Response Actions'' section of the Interim Model, in favor of two new 
provisions addressing the questions of remedy failure and modifications 
of the remedial action plan that may be needed as the remedy is 
implemented.

Modification of the Statement of Work

    First, a new paragraph entitled ``Modification of the Statement of 
Work or Related Work Plans'' has been added to Section VI of the Model 
(``Performance of the Work by settling defendants''). This provision 
will enable EPA to require the settling defendants to implement 
modifications to the Statement of Work or ``SOW'' (usually attached to 
the consent decree), or to work plans submitted under the decree, if 
such modifications become necessary as the remedy is implemented. Such 
modifications, however, may be required only to the extent they are 
``consistent with the scope of the remedy selected in the ROD'' (Record 
of Decision) that the settling defendants have agreed to implement. In 
order to assure that there is clarity and a common understanding about 
the scope of the settling defendants' obligations under this provision, 
the revised Model calls for a site-specific definition of ``the scope 
of the remedy selected in the ROD'' to be drafted and negotiated in 
each decree. This definition should be crafted in terms of the remedial 
approach stated in the ROD, and not in terms of performance standards 
or other general remedial goals.
Reservation of Rights

    Second, the revised Model contains a new provision in the ``General 
Reservations of Rights'' paragraph in Section XXI (Covenants Not To Sue 
by Plaintiffs), that allows the government to seek, in new litigation, 
additional response actions necessary to achieve performance standards 
that are beyond the scope of the remedy selected in the ROD. This 
reservation is significantly different from the ``Additional Response 
Actions'' provision of the current model, in that it does not impose 
the obligation to perform such response actions as an affirmative 
obligation under the Decree. This new reservation is accompanied by a 
footnote stating that it may be omitted in appropriate circumstances, 
such as in exchange for a premium or other consent decree provision(s), 
taking into account the risk (of remedy failure) being assumed by EPA.
    These revisions represent a significant departure from the approach 
of the ``Additional Response Actions'' Section of the old Model. We 
believe they strike a careful balance between the public's interest in 
achieving successful remediation of Superfund sites through consent 
decrees, and the settling defendants' interest in obtaining reasonable 
certainty regarding the scope of the affirmative obligations they are 
accepting in entering into a settlement. The revisions address the 
``blank check'' objection to the old Model by limiting the 
modifications to the work that EPA can require under the Decree to 
modifications that are consistent with the scope of the remedy set 
forth in the ROD. By focusing negotiations on the site-specific 
definition of this term, the revised Model is intended to afford 
settling defendants certainty regarding the breadth of their 
affirmative obligations.
    Where the new reservation of rights provision is used, settling 
defendants retain all defenses to liability, as well as their ability 
to challenge EPA's remedial determinations. Thus, instead of requiring 
settling defendants to perform additional, unknown response actions, 
this provision simply reserves the rights and arguments of both sides 
with respect to liability for additional response actions, beyond the 
scope of the ROD, that are necessary to achieve performance standards.
    Moreover, the Regions will have substantial discretion to omit this 
reservation in appropriate circumstances, taking into account the risk 
being assumed by the agency. The magnitude of this risk depends on such 
factors as the nature and extent of the contamination, physical site 
conditions, and the reliability of the selected remedial technology. In 
many cases, this risk may not be substantial, and the considerations 
(such as a premium or other consent decree provisions) that the 
government should obtain in consideration for its deletion should 
reflect this circumstance. Conversely, in those cases where the risk is 
particularly acute, it may be necessary to retain the reservation or to 
require a more substantial premium or other consideration in return for 
its deletion.
    In EPA's experience, there have been few situations in which it has 
been necessary to seek further response actions that go beyond the 
scope of the remedy selected in the ROD. As the agency's experience 
with various site conditions, contaminants, and remedial technologies 
increases, we expect these situations to become even more rare. The 
ultimate consideration in omitting the new reservation will be whether 
the final decree, taken as a whole, represents an appropriate 
settlement in light of all relevant factors, including the risk being 
accepted by the government on behalf of the American public.

Other Revisions

    As required by Section 122(f)(6) of CERCLA, the standard 
reservations of liability contained in paragraphs 80 and 81 of the old 
Model (the ``reopeners'' for ``unknown conditions'' and ``new 
information'') are retained. In addition, the revised Model retains the 
provision of Paragraph 22 of the old Model (in the ``Periodic Review'' 
provision),1 pursuant to which Settling defendants can be 

[[Page 38819]]
required to perform further response actions under the Decree if these 
reopener conditions develop. However, in recognition that the main 
purpose of this provision is to avoid disputes over liability in 
``reopener litigation'' (which are likely to be complicated by loss of 
evidence over time), the revised Model recognizes that there may be 
cases in which this provision is not necessary or the problem it 
addresses can be resolved by an alternative provision.

    \1\  This section is renumbered as Section VII of the revised 
Model, titled ``Remedy Review.''
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    A number of other important revisions to the Model have also been 
adopted relating to such issues as stipulated penalties, EPA review of 
submissions, indemnification, force majeure, and a waiver of 
contribution claims against very small (``de micromis'') contributors. 
Additional modifications have been made to clarify certain provisions 
and to correct technical errors.

Consultation Procedures

    A memorandum accompanying the 1991 version of the Model required 
Regional offices to consult with EPA Headquarters before offering to 
PRPs consent decree language significantly at variance with language 
contained in 10 identified provisions of the Model. In light of 
Regional experience with the Model to date and in an effort to further 
streamline the process of finalizing and entering RD/RA consent 
decrees, OECA has decided to waive this advance consultation 
requirement.
    In lieu of consulting with the Regions in advance of adopting a 
variant provision, OECA will perform a periodic review of selected 
provisions from final RD/RA consent decrees to ensure that such 
provisions remain protective of the interests of the public. 
Notwithstanding the elimination of the advance consultation 
requirement, the Regions should continue to comply with the pre-
existing delegations (as modified by a recent memorandum entitled 
``Office of Enforcement and Compliance Assurance and Regional Roles in 
Civil Judicial and Administrative Site Remediation Enforcement Cases'' 
(May 19, 1995). Those delegations require Headquarters' concurrence in 
settlements which significantly deviate from written EPA policy. 
Headquarters also expects Regions to engage in timely and effective 
communication concerning issues that arise in use of the revised Model, 
and to refrain from development of regional models that can have the 
effect of producing inconsistency across the country.
    In addition, Regions must continue to consult and work with the 
Department of Justice in drafting and negotiating all consent decrees.

Effective Date

    The revised Model is effective immediately on the date of this 
memorandum. It should be used as the basis for all consent decrees 
which accompany special notice letters sent to the PRPs after that 
date. In cases where a special notice letter for the site or an initial 
version of the consent decree has been conveyed to the PRPs prior to 
the date of this memorandum, but settling defendants have not signed a 
consent decree as of that date, the government negotiation team will 
have discretion as to whether to employ the old Model or the revised 
Model as guidance. In cases where the old Model is used, the United 
States generally will entertain proposals from PRPs for inclusion of 
language from the revised Model only to the extent that such proposals 
do not upset the balance struck in the negotiations between the parties 
up to that point and do not unduly extend or delay negotiation of the 
final settlement.
    The United States will not renegotiate any RD/RA consent decree 
which has been signed by settling defendants as of the date of this 
memorandum.
    If you have any questions regarding the revised Model Consent 
Decree, please contact Steve Botts of OECA's Regional Support Division 
((202) 260-5787) or Susan Boushell of OECA's Policy and Program 
Evaluation Division ((703) 603-9063).

cc:
    Jean C. Nelson, General Counsel
    Kathryn S. Schmoll, Comptroller
    Stephen D. Luftig, Director, Office of Emergency and Remedial 
Response
    Regional Counsel, Regions I-X
    Waste Management Division Directors, Regions I-X
United States Environmental Protection Agency Model CERCLA RD/RA 
Consent--Decree July, 1995

    This model and any internal procedures adopted for its 
implementation and use are intended solely as guidance for employees of 
the U.S. Environmental Protection Agency. They do not constitute 
rulemaking by the Agency and may not be relied upon to create a right 
or benefit, substantive or procedural, enforceable at law or in equity, 
by any person. The Agency may take action at variance with this model 
or its internal implementing procedures.

Table of Contents--Model CERCLA RD/RA Consent Decree

I. Background
II. Jurisdiction
III. Parties Bound
IV. Definitions
V. General Provisions
VI. Performance of the Work by Settling Defendants
VII. Remedy Review
VIII. Quality Assurance, Sampling, and Data Analysis
IX. Access [and Institutional Controls]
X. Reporting Requirements
XI. EPA Approval of Plans and Other Submissions
XII. Project Coordinators
XIII. Assurance of Ability to Complete Work
XIV. Certification of Completion
XV. Emergency Response
XVI. Reimbursement of Response Costs
XVII. Indemnification and Insurance
XVIII. Force Majeure
XIX. Dispute Resolution
XX. Stipulated Penalties
XXI. Covenants Not to Sue by Plaintiff[s]
XXII. Covenants by Settling Defendants
XXIII. Effect of Settlement; Contribution Protection
XXIV. Access to Information
XXV. Retention of Records
XXVI. Notices and Submissions
XXVII. Effective Date
XXVIII. Retention of Jurisdiction
XXIX. Appendices
XXX. Community Relations
XXXI. Modification
XXXII. Lodging and Opportunity for Public Comment
XXXIII. Signatories/Service
In the United States District Court for the District of 
____________ Division

    United States of America [and State of ____________] Plaintiffs, 
v. ______________, Inc., Defendants. Civil Action No.

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 Department of Justice 
for response actions at the ________ Superfund Site in ________, 
________, 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 CFR 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 ________ (the 
``State'') on ________, 19__ 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 

[[Page 38820]]
negotiations and be a party to this Consent Decree.
    [D. The State of ________ (the ``State'') has also filed a 
complaint against the defendants in this Court alleging that the 
defendants are liable to the State under Section 107 of CERCLA, 42 
U.S.C. 9607, and [list state laws cited in the State's complaint], for: 
________.]
    E. In accordance with Section 122(j)(1) of CERCLA, 42 U.S.C. 
9622(j)(1), EPA notified the [insert the relevant Federal natural 
resource trustee(s)] on ________, 19__ 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.
    F. The defendants that have entered into this Consent Decree 
(``Settling Defendants'') do not admit any liability to the 
Plaintiff[s] arising out of the transactions or occurrences alleged in 
the complaint[s], 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.
    G. Pursuant to Section 105 of CERCLA, 42 U.S.C. 9605, EPA placed 
the Site on the National Priorities List, set forth at 40 CFR Part 300, 
Appendix B, by publication in the Federal Register on ________, 19__, 
________ Fed. Reg. ____.
    H. In response to a release or a substantial threat of a release of 
a hazardous substance(s) at or from the Site, EPA [or the Settling 
Defendants, other PRPs at the Site, or the State] commenced on 
________, 19__, a Remedial Investigation and Feasibility Study (``RI/
FS'') for the Site pursuant to 40 CFR 300.430.
    I. EPA [or the Settling Defendants, other PRPs at the Site, or the 
State] completed a Remedial Investigation (``RI'') Report on ________, 
__, 19__, and EPA [or the Settling Defendants, other PRPs at the Site, 
or the State] completed [issued] a Feasibility Study (``FS'') Report on 
________, 19__.
    J. Pursuant to Section 117 of CERCLA, 42 U.S.C. 9617, EPA published 
notice of the completion of the FS and of the proposed plan for 
remedial action on ________, 19__, in a major local newspaper of 
general circulation. EPA provided an 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.
    K. 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 ________, 19__, [on which the State had a reasonable opportunity to 
review and comment/on which the State has given its concurrence.] The 
ROD includes [EPA's explanation for any significant differences between 
the final plan and the proposed plan as well as ]a responsiveness 
summary to the public comments. Notice of the final plan was published 
in accordance with Section 117(b) of CERCLA.
    L. Based on the information presently available to EPA [and the 
State], EPA [and the State] believe[s] that the Work will be properly 
and promptly conducted by the Settling Defendants if conducted in 
accordance with the requirements of this Consent Decree and its 
appendices.
    M. 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.
    N. 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 implementation of this Consent Decree will 
expedite the cleanup of the Site and will avoid prolonged and 
complicated litigation between the Parties, and that this Consent 
Decree is fair, reasonable, and in the public interest.
    Now, Therefore, it is hereby Ordered, Adjudged, and Decreed:
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. Solely for the purposes of this Consent Decree and 
the underlying complaint[s], Settling Defendants waive all objections 
and defenses that they may have to jurisdiction of the Court or to 
venue in this District. Settling Defendants 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 the State] and upon Settling Defendants and their [heirs,] 
successors and assigns. 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 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 or in the appendices attached hereto and 
incorporated hereunder, the following definitions shall apply:
    ``CERCLA'' shall mean the Comprehensive Environmental Response, 
Compensation, and Liability Act of 1980, as amended, 42 U.S.C. 9601 et 
seq.
    ``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. 

[[Page 38821]]

    ``EPA'' shall mean the United States Environmental Protection 
Agency and any successor departments or agencies of the United States.
    ``____________'' shall mean the [Insert name of State pollution 
control agency or environmental protection agency] and any successor 
departments or agencies of the State. ``Future Response Costs'' shall 
mean all costs, including, but not limited to, direct and indirect 
costs, that the United States incur[s] 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 VII, IX (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), XV, 
and Paragraph 85 of Section XXI. Future Response Costs shall also 
include all Interim Response Costs and all Interest on the Past 
Response Costs that has accrued pursuant to 42 U.S.C. 9607(a) during 
the period from [insert the date identified in the Past Response Costs 
definition] to the date of entry of this Consent Decree.
    ``Interim Response Costs'' shall mean all costs, including direct 
and indirect costs, (a) paid by the United States in connection with 
the Site between [insert the date identified in the Past Response Costs 
definition] and the effective date of this Consent Decree, or (b) 
incurred prior to the effective date of this Consent Decree but paid 
after that date.
    ``Interest,'' shall mean interest at the rate specified for 
interest on investments of the Hazardous Substance Superfund 
established under Subchapter A of Chapter 98 of Title 26 of the U.S. 
Code, compounded on October 1 of each year, in accordance with 42 
U.S.C. 9607(a).

    [Note: The following definition should be used where the Decree 
contains a waiver of contribution rights against de micromis parties 
as provided in the final Paragraph of Section XXII (Covenants by 
Settling Defendants)].

    [``Municipal Solid Waste'' shall mean all waste materials generated 
by households, including single and multi-family residences, and hotels 
and motels. The term also includes waste materials generated by 
commercial, institutional, and industrial sources, to the extent such 
wastes (A) are essentially the same as waste normally generated by 
households, or (B) are collected and disposed of with other municipal 
solid waste or sewage sludge as part of normal municipal solid waste 
collection services and, regardless of when generated, would be 
considered conditionally exempt small quantity generator waste under 
regulations issued pursuant to Section 3001(d)(4) of the Solid Waste 
Disposal Act (42 U.S.C. 6921(d)(4)). Examples of Municipal Solid Waste 
include food and yard waste, paper, clothing, appliances, consumer 
product packaging, disposable diapers, office supplies, cosmetics, 
glass and metal food containers, elementary or secondary school science 
laboratory waste, and household hazardous waste. The term does not 
include combustion ash generated by resource recovery facilities or 
municipal incinerators, or waste from manufacturing or processing 
(including pollution control) operations not essentially the same as 
waste normally generated by households.]
    ``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, codified at 40 
C.F.R. Part 300, and any amendments thereto.
    ``Operation and Maintenance'' or ``O & 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 pursuant to this Consent Decree and the Statement of 
Work (SOW).

    [Note: The following definition should be used where the Decree 
contains a waiver of contribution rights against de micromis parties 
as provided in the final Paragraph of Section XXII (Covenants by 
Settling Defendants)].

    [``Owner, Operator, or Lessee of Residential Property'' shall mean 
a person who owns, operates, manages, or leases Residential Property 
and who uses or allows the use of the Residential Property exclusively 
for residential purposes.]
    ``Owner Settling Defendants'' shall mean the Settling Defendants 
listed in Appendix E.
    ``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 State of ________,] 
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 [insert the date of the most 
recent cost update], plus Interest on all such costs which has 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 __ of the ROD and Section __ of the SOW [and any 
modified standards established by EPA pursuant to the ``technical 
impracticability'' provision of Paragraph 13].
    ``Plaintiff[s]'' shall mean the United States [and the State of 
________].
    ``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 or __ Operable Unit at the Site] signed 
on ________, 19__, by the Regional Administrator, EPA Region __, or 
his/her delegate, and all attachments thereto. The ROD is attached as 
Appendix A.
    ``Remedial Action'' shall mean those activities, except for 
Operation and Maintenance, to be undertaken by the Settling Defendants 
to implement the ROD, in accordance with the SOW and the final Remedial 
Design and Remedial Action Work Plans and other plans approved by EPA.
    ``Remedial Action Work Plan'' shall mean the document developed 
pursuant to Paragraph 12 of this Consent Decree and approved by EPA, 
and any amendments thereto.
    ``Remedial Design'' shall mean those activities to be undertaken by 
the Settling Defendants to develop the final plans and specifications 
for the Remedial Action pursuant to the Remedial Design Work Plan.
    ``Remedial Design Work Plan'' shall mean the document developed 
pursuant to Paragraph 11 of this Consent Decree and approved by EPA, 
and any amendments thereto.

    [Note: The following definition should be used where the Decree 
contains a waiver of contribution rights against de micromis parties 
as provided in the final Paragraph of Section XXII (Covenants by 
Settling Defendants)]

    [''Residential Property'' shall mean single or multi-family 
residences, including accessory land, buildings, or improvements 
incidental to such dwellings, which are exclusively for residential 
use.]
    ``Section'' shall mean a portion of this Consent Decree identified 
by a roman numeral.
    ``Settling Defendants'' shall mean those Parties identified in 
Appendices D (Non-Owner Settling Defendants) and E (Owner Settling 
Defendants).

    [Note: The following definition should be used where the Decree 
contains a waiver of 

[[Page 38822]]
contribution rights against de micromis parties as provided in the 
final Paragraph of Section XXII (Covenants by Settling Defendants)]

    [''Sewage Sludge'' means solid, semisolid, or liquid residue 
removed during the treatment of municipal waste water, domestic sewage, 
or other waste water at or by publicly owned or federally owned 
treatment works.]
    ``Site'' shall mean the ________ Superfund Site, [encompassing 
approximately __ acres, located at [address or description of location] 
in [name of city], ____ County, [name of state] and depicted generally 
on the map attached as Appendix C.]

[Note: The definition of ``Site'' affects the scope of the covenants 
not to sue. The definition used should conform with the intended 
scope of the covenants and the general reservations provided in 
Section XXI (Covenants Not to Sue by Plaintiff[s].]

    [Note: The following two definitions should be used where the 
Decree contains a waiver of contribution rights against de micromis 
parties as provided in the final Paragraph of Section XXII 
(Covenants by Settling Defendants)]

    [''Small Business'' shall mean any business entity that employs no 
more than 100 individuals and is a ``small business concern'' as 
defined under the Small Business Act (15 U.S.C. 631 et seq.).
    ``Small Nonprofit Organization'' shall mean any organization that 
does not distribute any part of its income or profit to its members, 
directors, or officers, employs no more than 100 paid individuals at 
the involved chapter, office, or department, and was recognized as a 
nonprofit organization under Section 501(c)(3) of the Internal Revenue 
Code of 1986.]
    ``State'' [or ``Commonwealth''] shall mean the State [or 
Commonwealth] of ______________________________.

    [Note: Where the state is a party to the consent decree, 
definitions of ``State Past Response Costs'' and ``State Future 
Response Costs'' will need to be added to this section as 
appropriate.]

    ``Statement of Work'' or ``SOW'' shall mean the statement of work 
for implementation of the Remedial Design, Remedial Action, and 
Operation and Maintenance at the Site, as set forth in Appendix B to 
this Consent Decree and any modifications made in accordance with this 
Consent Decree.
    ``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); [(3) any ``solid 
waste'' under Section 1004(27) of RCRA, 42 U.S.C. 6903(27); and (4) any 
``hazardous material'' under [insert appropriate State statutory 
citation].
    ``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 at the Site 
by the design and implementation of response actions at the Site by the 
Settling Defendants, to reimburse response costs of the Plaintiff[s], 
and to resolve the claims of Plaintiff[s] against Settling Defendants 
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 [and the State] for Past Response Costs and 
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 [and the State] 
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 in the ROD and the SOW. The activities conducted pursuant to 
this Consent Decree, if approved by EPA, shall be considered to be 
consistent with the NCP.
8. Permits
    a. As provided in Section 121(e) of CERCLA and Section 300.400(e) 
of the NCP, no permit shall be required for any portion of the Work 
conducted entirely on-site (i.e., within the areal extent of 
contamination or in very close proximity to the contamination and 
necessary for implementation of the Work). Where any portion of the 
Work that is not on-site requires a federal or state 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.

[Note: For Consent Decrees in which there is an Owner Settling 
Defendant, add Paragraph 9, below.]

9. Notice of Obligations to Successors-in-Title
    a. Within 15 days after the entry of this Consent Decree, the Owner 
Settling Defendant(s) shall record [a certified copy of this Consent 
Decree] [notice of the entry of this Consent Decree] with the 
Recorder's Office [or Registry of Deeds or other appropriate office], 
____________________________ County, State of ________________________. 
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 any lien 
retained by the United States] and shall reference the recorded 
location of the Consent Decree and any restrictions applicable to the 
property under this Consent Decree.
    b. The obligations of each Owner Settling Defendant with respect to 
the provision of access under Section IX (Access) [and the 
implementation of institutional controls under Section ____] shall be 
binding upon any and all such Settling Defendants and any and all 
persons who subsequently acquire any such interest or portion thereof 
(hereinafter ``Successors-in-Title''). Within 15 days after the entry 
of this Consent Decree, each Owner Settling Defendant shall record at 
the Recorder's 

[[Page 38823]]
Office [or Registry of Deeds or other appropriate office where land 
ownership and transfer records are maintained for the property] 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.
    c. Any Owner Settling Defendant 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 [and the State] 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 the event of any such conveyance, 
the Settling Defendants' obligations under this Consent Decree, 
including their obligations to provide or secure access pursuant to 
Section IX, shall continue to be met by the Settling Defendants. In 
addition, if the United States [and the State] approve[s], the grantee 
may perform some or all of the Work under this Consent Decree. In 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 to comply with the Consent Decree.

VI. Performance of the Work by Settling Defendants

[Note: Paragraphs 10-12, below, may be modified on a site-by-site 
basis to reflect site needs and Regional practice.]
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 10 days after the lodging of this Consent Decree, 
Settling Defendants shall notify EPA [and the State] 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 the State] 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.
    b. If EPA disapproves a proposed Supervising Contractor, EPA will 
notify Settling Defendants in writing. Settling Defendants shall submit 
to EPA [and the State] 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(s) 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 [and the State] 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
    a. Within ____ days after EPA's issuance of an authorization to 
proceed pursuant to Paragraph 10, Settling Defendants shall submit to 
EPA and the State a work plan for the design of the Remedial Action at 
the Site (``Remedial Design Work Plan'' or ``RD Work Plan''). The 
Remedial Design Work Plan shall provide for design of the remedy set 
forth in the ROD, in accordance with the SOW and for achievement of the 
Performance Standards and other requirements set forth in the ROD, this 
Consent Decree and/or the SOW. Upon its approval by EPA, the Remedial 
Design Work Plan shall be incorporated into and become enforceable 
under this Consent Decree. Within ____ days after EPA's issuance of an 
authorization to proceed, the Settling Defendants shall submit to EPA 
and the State a Health and Safety Plan for field design activities 
which conforms 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 Design Work Plan shall include plans and schedules 
for implementation of all remedial design and pre-design tasks 
identified in the SOW, including, but not limited to, plans and 
schedules for the completion of: [List all items which should be 
included in the Remedial Design Work Plan. This list will be based on 
site-specific factors and may include the following items: (1) Design 
sampling and analysis plan (including, but not limited to, a Remedial 
Design Quality Assurance Project Plan (RD QAPP) in accordance with 
Section VIII (Quality Assurance, Sampling and Data Analysis)); (2) a 
treatability study; (3) a Pre-design Work Plan; (4) a preliminary 
design submittal; (5) an intermediate design submittal; (6) a pre-
final/final design submittal; and (7) a Construction Quality Assurance 
Plan.] In addition, the Remedial Design Work Plan shall include a 
schedule for completion of the Remedial Action Work Plan.
    c. Upon approval of the Remedial Design Work Plan by EPA, after a 
reasonable opportunity for review and comment by the State, and 
submittal of the Health and Safety Plan for all field activities to EPA 
and the State, Settling Defendants shall implement the Remedial Design 
Work Plan. The Settling Defendants shall submit to EPA and the State 
all plans, submittals and other deliverables required under the 
approved Remedial Design 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 further Remedial Design 
activities at the Site prior to approval of the Remedial Design Work 
Plan.
    d. The preliminary design submittal shall include, at a minimum, 
the following: (1) Design criteria; (2) results of treatability 
studies; (3) results of additional field sampling and pre-design work; 
(4) project delivery strategy; (5) preliminary plans, drawings and 
sketches; (6) required specifications in outline form; and (7) 
preliminary construction schedule.
    e. The intermediate design submittal, if required by EPA or if 
independently submitted by the Settling Defendants, shall be a 
continuation and expansion of the preliminary design. Any value 
engineering proposals must be identified and evaluated during this 
review.
    f. The pre-final/final design submittal shall include, at a 
minimum, the following: (1) Final plans and specifications; (2) 
Operation and Maintenance Plan; (3) Construction Quality Assurance 
Project Plan (CQAPP); (4) Field Sampling Plan (directed at measuring 
progress towards 

[[Page 38824]]
meeting Performance Standards); and (5) Contingency Plan. The CQAPP, 
which shall detail the approach to quality assurance during 
construction activities at the Site, shall specify a quality assurance 
official (``QA Official''), independent of the Supervising Contractor, 
to conduct a quality assurance program during the construction phase of 
the project.]
12. Remedial Action
    a. Within ____ days after the approval of the final design 
submittal, Settling Defendants shall submit to EPA and the State, a 
work plan for the performance of the Remedial Action at the Site 
(``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 design plans and 
specifications developed in accordance with the Remedial Design Work 
Plan and approved by EPA. Upon its approval by EPA, the Remedial Action 
Work Plan shall be incorporated into and become enforceable under this 
Consent Decree. At the same time as they submit the Remedial Action 
Work Plan, Settling Defendants shall submit to EPA and the State a 
Health and Safety Plan for field activities required by the Remedial 
Action Work Plan which conforms 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: [List 
all activities for which methodologies, plans and schedules should be 
included in the Remedial Action Work Plan. This list will be based on 
site specific factors and may include the following: (1) The schedule 
for completion of the Remedial Action; (2) method for selection of the 
contractor; (3) schedule for developing and submitting other required 
Remedial Action plans; (4) methodology for implementation of the 
Construction Quality Assurance Plan; (5) a groundwater monitoring plan; 
(6) methods for satisfying permitting requirements; (7) methodology for 
implementation of the Operation and Maintenance Plan; (8) methodology 
for implementation of the Contingency Plan; (9) tentative formulation 
of the Remedial Action team; (10) construction quality control plan (by 
constructor); and (11) procedures and plans for the decontamination of 
equipment and the disposal of contaminated materials.] The Remedial 
Action Work Plan also shall include a schedule for implementation of 
all Remedial Action tasks identified in the final design submittal 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, after a 
reasonable opportunity for review and comment by the State, Settling 
Defendants shall implement the activities required under the Remedial 
Action Work Plan. The Settling Defendants shall submit to EPA and the 
State 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.

[Note: A ``technical impracticability'' provision may be inserted 
here in appropriate cases. If a technical impracticability provision 
is included, the definition of Performance Standards should be 
modified to incorporate any modified Performance Standards that may 
be issued by EPA pursuant to a technical impracticability 
provision.]
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 
pursuant 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 14 and Paragraphs 48 and 49 
only, the ``scope of the remedy selected in the ROD'' is: [site-
specific definition to be inserted here]
    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 66 
(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[s] 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 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 will 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

[Note: This Section may need to be modified or omitted in consent 
decrees where the 

[[Page 38825]]
United States is not giving a full covenant not to sue subject to pre 
and post certification reservations (e.g., non-final operable unit 
consent decrees). This Section may also be omitted where no 
hazardous substances, pollutants or contaminants will remain at the 
site after completion of the remedial action.]

    17. Periodic Review. 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.
    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. Opportunity To Comment. Settling Defendants and, if required by 
Sections 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.
    20. Settling Defendants' Obligation To Perform Further Response 
Actions. If EPA selects further response actions for the Site, the 
Settling Defendants shall undertake such further response actions to 
the extent that the reopener conditions in Paragraph 81 or Paragraph 82 
(United States' reservations of liability based on unknown conditions 
or new information) are satisfied. Settling Defendants may invoke the 
procedures set forth in Section XIX (Dispute Resolution) to dispute (1) 
EPA's determination that the reopener conditions of Paragraph 81 or 
Paragraph 82 of Section XXI (Covenants Not To Sue by Plaintiff[s]) are 
satisfied, (2) EPA's determination that the Remedial Action is not 
protective of human health and the environment, or (3) EPA's selection 
of the further response actions. Disputes pertaining to whether the 
Remedial Action is protective or to EPA's selection of further response 
actions shall be resolved pursuant to Paragraph 65 (record review).
    21. Submissions of Plans. If Settling Defendants are required to 
perform the further response actions pursuant to Paragraph 20, they 
shall submit a plan for such work to EPA for approval in accordance 
with the procedures set forth in Section VI (Performance of the Work by 
Settling Defendants) and shall implement the plan approved by EPA in 
accordance with the provisions of this Decree.

[Alternative: The preceding two Paragraphs (20 & 21.) may be omitted 
(1) for Settling Defendants whose liability has been established by 
court order or judgment; (2) for Settling Defendants who agree to 
admit or not to contest liability in the event that the United 
States institutes an action for further relief based on the 
reservations set forth in Paragraphs 81 or 82 of the Covenant Not To 
Sue; or (3) in other appropriate cases.]

VIII. Quality Assurance, Sampling, and Data Analysis

    22. Settling Defendants shall use quality assurance, quality 
control, and chain of custody procedures for all [treatability, design, 
compliance and monitoring] 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, after a reasonable opportunity for review and comment by the 
State, 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) 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 
[and State] personnel and its [their] authorized representatives are 
allowed access at reasonable times 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.
    23. Upon request, the Settling Defendants shall allow split or 
duplicate samples to be taken by EPA [and the State] or their 
authorized representatives. Settling Defendants shall notify EPA [and 
the State] not less than [28] days in advance of any sample collection 
activity unless shorter notice is agreed to by EPA. In addition, EPA 
[and the State] shall have the right to take any additional samples 
that EPA [or the State] deem necessary. Upon request, EPA [and the 
State] shall allow the Settling Defendants to take split or duplicate 
samples of any samples it [they] take[s] as part of the Plaintiff's['] 
oversight of the Settling Defendants' implementation of the Work.
    24. Settling Defendants shall submit to EPA [and the State] ____ 
copies 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.
    25. Notwithstanding any provision of this Consent Decree, the 
United States [and the State] hereby retain[s] all of its [their] 
information gathering and inspection authorities and rights, including 
enforcement actions related thereto, under CERCLA, RCRA and any other 
applicable statutes or regulations.

IX. Access [and Institutional Controls]

    26. Commencing upon the date of lodging of this Consent Decree, the 
Settling Defendants agree to provide the United States[, the State,] 
and its [their] representatives, including EPA and its contractors, 
access at all reasonable times to the Site and 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 
[or the State]; 

[[Page 38826]]

    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
    g. Assessing Settling Defendants' compliance with this Consent 
Decree.
    27. To the extent that the Site or any other property to which 
access is required for the implementation of this Consent Decree is 
owned or controlled by persons other than Settling Defendants, Settling 
Defendants shall use best efforts to secure from such persons access 
for Settling Defendants, as well as for the United States [and the 
State] and its [their] representatives, including, but not limited to, 
their 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. [NOTE: It may be 
appropriate to delete the preceding sentence where the property to 
which access is needed is owned by a non-settling party who is a PRP. 
(See guidance entitled ``Model RD/RA Consent Decree: Acceptable 
Modifications to Model Language (Directive No. 2),'' March 25, 1992)] 
If any access required to complete the Work is not obtained within 45 
days of the date of lodging of this Consent Decree, 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 
[or the State] may, as it deems appropriate, assist Settling Defendants 
in obtaining access. Settling Defendants shall reimburse the United 
States [or the State], in accordance with the procedures in Section XVI 
(Reimbursement of Response Costs), for all costs incurred by the United 
States in obtaining access.
    28. Notwithstanding any provision of this Consent Decree, the 
United States [and the State] retain[s] all of its access authorities 
and rights, including enforcement authorities related thereto, under 
CERCLA, RCRA and any other applicable statute or regulations.
    [Add institutional controls provisions as appropriate]

X. Reporting Requirements

    29. In addition to any other requirement of this Consent Decree, 
Settling Defendants shall submit to EPA and the State ____ copies of 
written [monthly] progress reports that: (a) Describe the actions which 
have been taken toward achieving compliance with this Consent Decree 
during the previous [month]; (b) include a summary of all results of 
sampling and tests and all other data received or generated by Settling 
Defendants or their contractors or agents in the previous [month]; (c) 
identify all work plans, plans and other deliverables required by this 
Consent Decree completed and submitted during the previous [month]; (d) 
describe all actions, including, but not limited to, data collection 
and implementation of work plans, which are scheduled for the next [six 
weeks] and provide other information relating to the progress of 
construction, including, but not limited to, critical path diagrams, 
Gantt charts and Pert charts; (e) include information regarding 
percentage of completion, unresolved delays encountered or anticipated 
that may affect the future schedule for implementation of the Work, and 
a description of efforts made to mitigate those delays or anticipated 
delays; (f) include any modifications to the work plans or other 
schedules that Settling Defendants have proposed to EPA or that have 
been approved by EPA; and (g) describe all activities undertaken in 
support of the Community Relations Plan during the previous [month] and 
those to be undertaken in the next [six weeks]. Settling Defendants 
shall submit these progress reports to EPA and the State by the [tenth 
day of every month] following the lodging of this Consent Decree until 
[EPA notifies the Settling Defendants pursuant to Paragraph 49.b of 
Section XIV (Certification of Completion).] If requested by EPA [or the 
State], Settling Defendants shall also provide briefings for EPA [and 
the State] to discuss the progress of the Work.
    30. 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.
    31. Upon the occurrence of any event during performance of the Work 
that Settling Defendants are required to report pursuant to Section 103 
of CERCLA or Section 304 of the Emergency Planning and Community Right-
to-know Act (EPCRA), Settling Defendants shall within 24 hours of the 
onset of such event orally notify the EPA Project Coordinator or the 
Alternate EPA Project Coordinator (in the event of the unavailability 
of the EPA Project Coordinator), or, in the event that neither the EPA 
Project Coordinator or Alternate EPA Project Coordinator is available, 
the Emergency Response Section, Region ____, United States 
Environmental Protection Agency. These reporting requirements are in 
addition to the reporting required by CERCLA Section 103 or EPCRA 
Section 304.
    32. Within 20 days of the onset of such an event, Settling 
Defendants shall furnish to Plaintiff[s] 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 
thereto. Within 30 days of the conclusion of such an event, Settling 
Defendants shall submit a report setting forth all actions taken in 
response thereto.
    33. Settling Defendants shall submit ____ copies of all plans, 
reports, and data required by the SOW, the Remedial Design Work Plan, 
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 ____ copies of all such plans, 
reports and data to the State.
    34. 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.

XI. EPA Approval of Plans and Other Submissions

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

[[Page 38827]]
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.
    36. In the event of approval, approval upon conditions, or 
modification by EPA, pursuant to Paragraph 35 (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 the deficiencies pursuant to Paragraph 35(c) and 
the submission has a material defect, EPA retains its right to seek 
stipulated penalties, as provided in Section XX (Stipulated Penalties).
    37. a. Upon receipt of a notice of disapproval pursuant to 
Paragraph 35(d), Settling Defendants shall, within ____ days or such 
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 ____-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 
Paragraphs 38 and 39.
    b. Notwithstanding the receipt of a notice of disapproval pursuant 
to Paragraph 35(d), Settling Defendants shall proceed, at the direction 
of EPA, to take any action required by any non-deficient portion of the 
submission. Implementation of any non-deficient portion of a submission 
shall not relieve Settling Defendants of any liability for stipulated 
penalties under Section XX (Stipulated Penalties).
    38. 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).
    39. If upon resubmission, a plan, report, or item is disapproved or 
modified by EPA due to a material defect, Settling Defendants shall be 
deemed to have failed to submit such plan, report, or item timely and 
adequately unless the 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.
    40. 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

    41. Within 20 days of lodging this Consent Decree, Settling 
Defendants[, the State] and EPA will notify each other, in writing, of 
the name, address and telephone number of their respective designated 
Project Coordinators and Alternate Project 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 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.
    42. Plaintiff[s] may designate other representatives, including, 
but not limited to, EPA [and State] employees, and federal [and State] 
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 immediate threat to 
public health or welfare or the environment due to release or 
threatened release of Waste Material.
    [43. EPA's Project Coordinator and the Settling Defendants' Project 
Coordinator will meet, at a minimum, on a monthly basis.]

XIII. Assurance of Ability to Complete Work

    44. Within 30 days of entry of this Consent Decree, Settling 
Defendants shall establish and maintain financial security in the 
amount of $ [insert estimated cost of Work] in one or more of the 
following forms:
    (a) A surety bond guaranteeing performance of the Work;
    (b) One or more irrevocable letters of credit equalling the total 
estimated cost of the Work;
    (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;
    (e) A demonstration that one or more of the Settling Defendants 
satisfy the requirements of 40 C.F.R. Part 264.143(f); or
    (f) [Insert any other method(s) appropriate to the particular 
case.].
    45. If the Settling Defendants seek to demonstrate the ability to 
complete the Work through a guarantee by a third party pursuant to 
Paragraph 44 (d) of this Consent Decree, Settling Defendants shall 
demonstrate that the guarantor satisfies the requirements 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 44 (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[, after a reasonable 
opportunity for review and comment by the State,] determines at any 
time that the financial assurances provided pursuant to this Section 
are inadequate, Settling Defendants shall, within 30 days of 

[[Page 38828]]
receipt of notice of EPA's determination, obtain and present to EPA for 
approval one of the other forms of financial assurance listed in 
Paragraph 44 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.
    46. If Settling Defendants can show that the estimated cost to 
complete the remaining Work has diminished below the amount set forth 
in Paragraph 44 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 by the Parties, reduce the 
amount of the financial security provided under this Section to the 
estimated cost of the remaining work to be performed. 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.
    47. 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

    [Note: Paragraph 48, below, (Completion of the Remedial Action), 
is only required for Site-wide or Final Operable Unit Consent 
Decrees, in which the United States has decided to grant a full 
covenant not to sue (i.e., where Certification of Completion of the 
Remedial Action is necessary to trigger a full covenant not to sue 
under Sections 106 and 107 of CERCLA).]
48. 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 [,and the State]. If, after the pre-certification inspection, 
the Settling Defendants still believe that the Remedial Action has been 
fully performed and the Performance Standards have been attained, they 
shall submit a written report requesting certification to EPA for 
approval, with a copy to the State, 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 accompanying this 
submission is true, accurate and complete. I am aware that there are 
significant penalties for submitting false information, including 
the possibility of fine and imprisonment for knowing violations.''

If, after completion of the pre-certification inspection and receipt 
and review of the written report, EPA, after reasonable opportunity to 
review and comment by the State, 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 14.b. 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 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 and after a reasonable 
opportunity for review and comment by the State, that the Remedial 
Action has been 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[s]). Certification of Completion of 
the Remedial Action shall not affect Settling Defendants' obligations 
under this Consent Decree.
49. Completion of the Work
    a. Within 90 days after Settling Defendants conclude that all 
phases of the Work (including O & M), have been fully performed, 
Settling Defendants shall schedule and conduct a pre-certification 
inspection to be attended by Settling Defendants[,] [and] EPA [and the 
State]. If, after the pre-certification inspection, the Settling 
Defendants still believe that the Work has been fully 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 accompanying this 
submission is true, accurate and complete. I am aware that there are 
significant penalties for submitting false information, including 
the possibility of fine and imprisonment for knowing violations.

    If, after review of the written report, EPA, after reasonable 
opportunity to review and comment by the State, 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 14.b. 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 

[[Page 38829]]
with the specifications and schedules established therein, 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 request 
for Certification of Completion by Settling Defendants and after a 
reasonable opportunity for review and comment by the State, that the 
Work has been performed in accordance with this Consent Decree, EPA 
will so notify the Settling Defendants in writing.

XV. Emergency Response

    50. In the event of any action or occurrence during the performance 
of the Work 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 Paragraph 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 is 
available, the Settling Defendants shall notify the EPA [Emergency 
Response Unit], Region ____. 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 response 
action as required by this Section, and EPA [or, as appropriate, the 
State] take[s] such action instead, Settling Defendants shall reimburse 
EPA [and the State] all costs of the response action not inconsistent 
with the NCP pursuant to Section XVI (Reimbursement of Response Costs).
    51. Nothing in the preceding Paragraph or in this Consent Decree 
shall be deemed to limit any authority of the United States[, or the 
State,] 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) 
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[s]).

XVI. Reimbursement of Response Costs

    52. Within 30 days of the effective date of this Consent Decree, 
Settling Defendants shall:
    [a.  ] Pay to the EPA Hazardous Substance Superfund $__________, in 
reimbursement of Past Response Costs, by FedWire Electronic Funds 
Transfer (``EFT'' or wire transfer) to the U.S. Department of Justice 
account in accordance with current electronic funds transfer 
procedures, referencing U.S.A.O. file number __________, the EPA Region 
and Site/Spill ID #____ [Insert 4-digit no.; first 2 numbers represent 
the Region (01-10), second 2 numbers are Region's Site/Spill Identifier 
number], and DOJ case number __________. Payment shall be made in 
accordance with instructions provided to the Settling Defendants by the 
Financial Litigation Unit of the United States Attorney's Office for 
the District of __________ following lodging of the Consent Decree. Any 
payments received by the Department of Justice after 4:00 p.m. (Eastern 
Time) will be credited on the next business day. Settling Defendants 
shall send notice that such payment has been made to the United States 
as specified in Section XXVI (Notices and Submissions) and [names and 
mailing addresses of the Regional Financial Management Officer and any 
other receiving officials at EPA].

    [Note: If the amount owed is less than $10,000, the Settling 
Defendants should be directed to pay by check instead of EFT. In 
this event, use the following language for Paragraph 52.a:

    [a.  ] Pay $__________, in reimbursement of Past Response Costs, by 
a certified or cashier's check or checks made payable to ``U.S. 
Department of Justice.'' The Settling Defendants shall forward the 
check(s) to [Insert the address of the Financial Litigation Unit of the 
U.S. Attorney's Office for the District of __________], referencing 
U.S.A.O. file number __________, the EPA Region and Site/Spill ID 
#__________ [Insert 4-digit no.; first 2 numbers represent the Region 
(01-10), second 2 numbers are the Region's Site/Spill ID no.], the DOJ 
case number __________, and the name and address of the party making 
payment, and shall send copies of the check(s) to the United States as 
specified in Section XXVI (Notices and Submissions) and [Insert the 
names and mailing addresses of the Regional Financial Management 
Officer and any other receiving officials at EPA].]
    [b. Pay to the State $__________ in the form of a certified check 
or checks made payable to __________, in reimbursement of State Past 
Response Costs. The Settling Defendants shall send the certified 
check(s) to __________.]
    53. [a.  ] Settling Defendants shall reimburse the EPA Hazardous 
Substance Superfund for all Future Response Costs not inconsistent with 
the National Contingency Plan. The United States will send Settling 
Defendants a bill requiring payment that includes a [Insert name of 
standard Regionally-prepared cost summary, which includes direct and 
indirect costs incurred by EPA and its contractors. Also insert name of 
DOJ-prepared cost summary which would reflect costs incurred by DOJ and 
its contractors, if any.] on a [periodic] basis. Settling Defendants 
shall make all payments within 30 days of Settling Defendants' receipt 
of each bill requiring payment, except as otherwise provided in 
Paragraph 54. The Settling Defendants shall make all payments required 
by this Paragraph in the form of a certified or cashier's check or 
checks made payable to ``EPA Hazardous Substance Superfund'' and 
referencing the EPA Region and Site/Spill ID #__________ [Insert 4-
digit no.; first 2 numbers represent the Region (01-10), second 2 
numbers are the Region's Site/Spill Identifier number], the DOJ case 
number __________, and the name and address of the party making 
payment. The Settling Defendants shall send the check(s) to [Insert 
appropriate Regional Superfund Lockbox number and address] and shall 
send copies of the check(s) to the United States as specified in 
Section XXVI (Notices and Submissions) and [Insert the names and 
mailing addresses of any other receiving officials at EPA].
    [b. Settling Defendants shall reimburse the State for all State 
Future Response Costs not inconsistent with the National Contingency 
Plan. The State will send Settling Defendants a bill requiring payment 
that includes a [Insert name of standard State-prepared cost summary, 
which includes direct and indirect costs incurred by the State and its 
contractors] on a [periodic] basis. Settling Defendants shall make all 
payments within 30 days of Settling Defendants' receipt of each bill 
requiring payment, except as otherwise provided in Paragraph 54. The 
Settling Defendants shall make all payments to the State required by 
this Paragraph in the manner described in Paragraph 52.b.]
    54. Settling Defendants may contest payment of any Future Response 
Costs under Paragraph 53 if they determine that the United States [or 
the State] has made an accounting error or if they 

[[Page 38830]]
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 and must be sent to the United 
States [(if the United States' accounting is being disputed) or the 
State (if the State's accounting is being disputed)] 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 [or the State] in the manner described in 
Paragraph 53. Simultaneously, the Settling Defendants shall establish 
an interest-bearing escrow account in a federally-insured bank duly 
chartered in the State of __________ 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), [and the State] 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 [or the State] prevails in the dispute, within 5 days of 
the resolution of the dispute, the Settling Defendants shall pay the 
sums due (with accrued interest) to the United States [or the State, if 
State costs are disputed,] in the manner described in Paragraph 53. 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 [or the State, if State costs are disputed] in the 
manner described in Paragraph 53; 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 Settling 
Defendants' obligation to reimburse the United States [and the State] 
for its [their] Future Response Costs.
    55. In the event that the payments required by Paragraph 52 are not 
made within 30 days of the effective date of this Consent Decree or the 
payments required by Paragraph 53 are not made within 30 days of the 
Settling Defendants' receipt of the bill, Settling Defendants shall pay 
Interest on the unpaid balance. The Interest to be paid on Past 
Response Costs [and State Past Response Costs] under this Paragraph 
shall begin to accrue 30 days after the effective date of this Consent 
Decree. The Interest on Future Response Costs shall begin to accrue on 
the date of the bill. The Interest shall accrue through the date of the 
Settling Defendant's payment. Payments of Interest made under this 
Paragraph shall be in addition to such other remedies or sanctions 
available to Plaintiffs 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 53.

XVII. Indemnification and Insurance

    56. a. The United States [and the State] do[es] 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. Settling Defendants shall indemnify, 
save and hold harmless the United States[, the State,] and its [their] 
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 
omissions of Settling Defendants, their officers, directors, employees, 
agents, contractors, subcontractors, and any persons acting on their 
behalf or under 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 EPA's authorized 
representatives under Section 104(e) of CERCLA. Further, the Settling 
Defendants agree to pay the United States [and the State] all costs it 
[they] incur[s] 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 [or the State] based on negligent 
or other wrongful acts or omissions of Settling Defendants, their 
officers, directors, employees, agents, contractors, subcontractors, 
and any persons acting on their behalf or under their control, in 
carrying out activities pursuant to this Consent Decree. [Neither] the 
United States [nor the State] 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 [or the State].
    b. The United States [and the State] shall give Settling Defendants 
notice of any claim for which the United States [or the State] plans to 
seek indemnification pursuant to Paragraph 56.a., and shall consult 
with Settling Defendants prior to settling such claim.
    57. Settling Defendants waive all claims against the United States 
[and the State] for damages or reimbursement or for set-off of any 
payments made or to be made to the United States [or the State], 
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. In addition, 
Settling Defendants shall indemnify and hold harmless the United States 
[and the State] 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.
    58. 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 48.b. of Section XIV (Certification of 
Completion)] comprehensive general liability insurance with limits of 
____ million dollars, combined single limit, and automobile liability 
insurance with limits of ____ million dollars, combined single limit, 
naming the United States [and the State] as [an] additional insured[s]. 
In addition, for the duration of this Consent Decree, Settling 
Defendants shall satisfy, or shall ensure that their contractors or 
subcontractors satisfy, all applicable laws 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 [and the 
State] certificates of such insurance and a copy 

[[Page 38831]]
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 by evidence satisfactory to EPA [and the State] 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

    59. ``Force majeure,'' for purposes of this Consent Decree, is 
defined as any event arising from causes beyond the control of the 
Settling Defendants, of any entity controlled by Settling Defendants, 
or of 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.
    60. 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 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 Hazardous Waste 
Management Division, EPA Region ____], within [insert period of time] 
of when Settling Defendants first knew that the event might cause a 
delay. Within [____] days thereafter, Settling Defendants shall provide 
in writing to EPA [and the State] an explanation and description of the 
reasons for the delay; the anticipated duration of the delay; all 
actions taken or to be taken to prevent or minimize the delay; a 
schedule for implementation of any measures to be taken to prevent or 
mitigate the delay or the effect of the delay; the Settling Defendants' 
rationale for attributing such delay to a force majeure event if they 
intend to assert such a claim; and 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.
    61. If EPA[, after a reasonable opportunity for review and comment 
by the State,] 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[, after a reasonable opportunity 
for review and comment by the State,] for such time as is necessary to 
complete those obligations. An extension of the time for performance of 
the obligations affected by the force majeure event shall not, of 
itself, extend the time for performance of any other obligation. If 
EPA[, after a reasonable opportunity for review and comment by the 
State,] does not agree 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[, after a reasonable 
opportunity for review and comment by the State,] 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.
    62. 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 59 and 60, 
above. If Settling Defendants carry this burden, the delay at issue 
shall be deemed not to be a violation by Settling Defendants of the 
affected obligation of this Consent Decree identified to EPA and the 
Court.

XIX. Dispute Resolution

    [Note: The dispute resolution procedures set forth in this 
Section may be supplemented to provide for use of mediation in 
appropriate cases. Mediation provisions should contain time limits 
to ensure that mediation does not cause delays in dispute resolution 
that could delay the remedial action.]

    63. 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.
    64. 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.
    65. 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 ____ days 
after the conclusion of the informal negotiation period, Settling 
Defendants invoke the formal dispute resolution procedures of this 
Section by serving on the United States [and the State] 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 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 66 or Paragraph 67.
    b. Within ____ days after receipt of Settling Defendants' Statement 
of Position, EPA will serve on Settling 

[[Page 38832]]
Defendants its Statement of Position, including, but not limited to, 
any factual 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 66 or 67. Within ---- 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 66 or 
67, the parties to the dispute shall follow the procedures 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 standards of applicability set forth in Paragraphs 
66 and 67.
    66. 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 action includes, without limitation: (1) 
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 Waste Management Division, EPA Region ____, 
will issue a final administrative decision resolving the dispute based 
on the administrative record described in Paragraph 66.a. This decision 
shall be binding upon the Settling Defendants, subject only to the 
right to seek judicial review pursuant to Paragraph 66.c. and d.
    c. Any administrative decision made by EPA pursuant to Paragraph 
66.b. shall be reviewable by this Court, provided that a motion for 
judicial review of the decision 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 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, 
Settling Defendants shall have the burden of demonstrating that the 
decision of the Waste Management 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 66.a.
    67. 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 65, the Director of the Waste 
Management Division, EPA Region ____, will issue a final decision 
resolving the dispute. The Waste Management 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 parties a motion for judicial review of the 
decision 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 Settling Defendants' motion.
    b. Notwithstanding Paragraph M of Section I (Background) of this 
Consent Decree, judicial review of any dispute governed by this 
Paragraph shall be governed by applicable principles of law.
    68. 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 or the Court agrees 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 77. 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

    69. Settling Defendants shall be liable for stipulated penalties in 
the amounts set forth in Paragraphs 70 and 71 to the United States [and 
the State--specify percentage split] 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 documents approved by EPA pursuant to this Consent Decree and 
within the specified time schedules established by and approved under 
this Consent Decree.
    [70. a. The following stipulated penalties shall accrue per 
violation per day for any noncompliance identified in Subparagraph b:

                                                                        
   Penalty Per Violation Per Day           Period of Noncompliance      
                                                                        
                                                                        
                                                                        

    b. [List violations or compliance milestones] The following 
stipulated penalties shall accrue per violation per day for failure to 
submit timely or adequate reports [or other written documents] pursuant 
to Paragraphs __________:

                                                                        
       Penalty Per Violation           Per Day Period of Noncompliance  
                                                                        
                                                                        
                                                                        

    72. In the event that EPA assumes performance of a portion or all 
of the Work pursuant to Paragraph 85 of Section XXI (Covenants Not to 
Sue by Plaintiff[s]), Settling Defendants shall be liable for a 
stipulated penalty in the amount of __________.]
    73. 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) 

[[Page 38833]]
With respect to a deficient submission under Section XI (EPA Approval 
of Plans and Other Submissions), during the period, if any, beginning 
on the 31st 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 Waste Management Division, 
EPA Region ____, under Paragraph 66.b. or 67.a. of Section XIX (Dispute 
Resolution), during the period, if any, beginning on the 21st day after 
the date that Settling Defendants' reply to EPA's 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 31st day after the Court's receipt of 
the final submission regarding 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.
    74. 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 [and the State] 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.
    75. All penalties accruing under this Section shall be due and 
payable to the United States [and the State] 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 [Insert the Regional Lockbox number and 
address], shall indicate that the payment is for stipulated penalties, 
and shall reference the EPA Region and Site/Spill ID #________ [Insert 
4-digit no; first 2 numbers represent the Region (01-10), second 2 
numbers are the Region's Site/Spill Identifier number], the DOJ Case 
Number __________, and the name and address of the party making 
payment. Copies of check(s) paid pursuant to this Section, and any 
accompanying transmittal letter(s), shall be sent to the United States 
as provided in Section XXVI (Notices and Submissions), and to [Insert 
the names and mailing addresses of any other receiving officials at 
EPA.]. [Where a State is entitled to a portion of the stipulated 
penalties, insert procedures for payment to State.]
    76. 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.
    77. Penalties shall continue to accrue as provided in Paragraph 73 
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 [and the State] within 15 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 [and the State] 
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 determined by the 
District Court to be owing to the United States [or the State] 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. Within 15 days of 
receipt of the final appellate court decision, the escrow agent shall 
pay the balance of the account to EPA [and the State] or to Settling 
Defendants to the extent that they prevail.
    78. a. If Settling Defendants fail to pay stipulated penalties when 
due, the United States [or the State] 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 75.
    b. Nothing in this Consent Decree shall be construed as 
prohibiting, altering, or in any way limiting the ability of the United 
States [or the State] to seek any other remedies or sanctions available 
by virtue of Settling Defendants' violation of this Decree or of the 
statutes and regulations upon which it is based, including, but not 
limited to, penalties pursuant to Section 122(l) of CERCLA. Provided, 
however, that the United States shall not seek civil penalties pursuant 
to Section 122(l) of CERCLA for any violation for which a stipulated 
penalty is provided herein, except in the case of a willful violation 
of the Consent Decree.1

    \1\ A provision requiring EPA to elect between seeking 
stipulated and statutory penalties for a particular consent decree 
violation may be substituted here in appropriate cases.
---------------------------------------------------------------------------

    79. 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.
XXI. Covenants Not to Sue By Plaintiff[s]

[Note: The first version of Paragraph 80, below, is only used for 
situations in which the United States has decided not to grant a 
full covenant not to sue, such as non-final Operable Unit consent 
decrees. In such cases, Paragraphs 81-83 generally should not be 
used in the consent decree.]

    80. In consideration of the actions that will be performed and the 
payments that will be made by the Settling Defendants under the terms 
of the Consent Decree, and except as specifically provided in Paragraph 
84 of this Section, the United States covenants not to sue or to take 
administrative action against Settling Defendants pursuant to Sections 
106 and 107(a) of CERCLA [and Section 7003 of RCRA 2] for 
performance of the Work [and for recovery of Past Response Costs and 
Future Response Costs]. These covenants not to sue shall take effect 
upon the receipt by EPA of the payments required by Paragraph 52 of 
Section XVI (Reimbursement of Response Costs). These covenants not to 
sue are conditioned upon the satisfactory performance by Settling 
Defendants of their obligations under this Consent Decree. These 
covenants not to sue extend only to the Settling Defendants and do not 
extend to any other person.

    \2\ Note that when a 7003 covenant is included, Section 7003(d) 
of RCRA requires that an opportunity for a public meeting in the 
affected area be provided.

[Note: Paragraphs 80-83, below, should only be used in Consent 
Decrees in which the United States has decided to grant a full 
---------------------------------------------------------------------------
covenant not to sue.]

    80. In consideration of the actions that will be performed and the 
payments that will be made by the Settling Defendants under the terms 
of the Consent Decree, and except as specifically provided in 
Paragraphs 81, 82, and 84 of this Section, the United States covenants 
not to sue or to take administrative action against Settling Defendants 
pursuant to Sections 106 and 107(a) of CERCLA [and Section 

[[Page 38834]]
7003 of RCRA 3] relating to the Site. Except with respect to 
future liability, these covenants not to sue shall take effect upon the 
receipt by EPA of the payments required by Paragraph 52 of Section XVI 
(Reimbursement of Response Costs). 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 48.b of 
Section XIV (Certification of Completion). These covenants not to sue 
are conditioned upon the satisfactory performance by Settling 
Defendants of their obligations under this Consent Decree. These 
covenants not to sue extend only to the Settling Defendants and do not 
extend to any other person.

    \3\ See footnote #1, supra.
---------------------------------------------------------------------------

    81. 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 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.
    82. United States' Post-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 if, 
subsequent 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 this information together 
with other relevant information indicate that the Remedial Action is 
not protective of human health or the environment.
    83. For purposes of Paragraph 81, the information and the 
conditions known to EPA shall include only that information and those 
conditions known to EPA as of the date the ROD was signed and set forth 
in the Record of Decision for the Site and the administrative record 
supporting the Record of Decision. For purposes of Paragraph 82, the 
information and the conditions known to EPA shall include only that 
information and those conditions known to EPA as of the date of 
Certification of Completion of the Remedial Action and set forth in the 
Record of Decision, the administrative record supporting the Record of 
Decision, the post-ROD administrative record, or in any information 
received by EPA pursuant to the requirements of this Consent Decree 
prior to Certification of Completion of the Remedial Action.

[Note: Include Paragraph 84 in all Consent Decrees.]

    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 80. The United States [and the State] 
reserve[s], 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;
    (3) Liability for future disposal of Waste Material at the Site, 
other than as provided in the ROD, the Work, or otherwise ordered by 
EPA;
    (4) Liability for damages for injury to, destruction of, or loss of 
natural resources, and for the costs of any natural resource damage 
assessments;
    (5) Criminal liability;
    (6) Liability for violations of federal or state law which occur 
during or after implementation of the Remedial Action; and
    [(7) Liability, prior to Certification of Completion of the 
Remedial Action, for additional response actions that EPA determines 
are necessary to achieve Performance Standards, but that cannot be 
required pursuant to Paragraph 14 (Modification of the SOW or Related 
Work Plans);] 4

    \4\ The Regions may omit this reservation in appropriate 
circumstances, such as in exchange for a premium or other consent 
decree provision(s), taking into account the risk being assumed by 
the Agency.

[Note: Subparagraphs 8 through 10, below, should be used only where 
---------------------------------------------------------------------------
appropriate.]

    [(8) Previously incurred costs of response above the amounts 
reimbursed pursuant to Paragraph 52;]
    [(9) Liability for additional operable units at the Site or the 
final response action;]
    [(10) Liability for costs that the United States will incur related 
to the Site but are not within the definition of Future Response 
Costs.]
    85. Work Takeover. 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 66, to dispute EPA's 
determination that 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. Notwithstanding any other provision of this Consent Decree, the 
United States [and the State] retain[s] all authority and reserve[s] 
all rights to take any and all response actions authorized by law.

[Note: If the State is a Co-plaintiff, insert the State's Covenant 
Not to Sue the Settling Defendants and Reservation of Rights.]

XXII. Covenants By Settling Defendants

    87. Covenant Not to Sue. Subject to the reservations in Paragraph 
88, Settling Defendants hereby covenant not to sue and agree not to 
assert any claims or causes of action against the United States [or the 
State] with respect to [FOR FINAL CONSENT DECREES: the Site] [FOR OU 
DECREES: the Work, past response actions, and [IF ADDRESSED] Past and 
Future Response Costs as defined herein] or this Consent Decree, 
including, but not limited to:,
    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, 
111, 112, 113 or any other provision of law;
    [b. Any claims against the United States, including any department, 
agency or instrumentality of the United 

[[Page 38835]]
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 [and the State's] selection of response 
actions, oversight of response activities or approval of plans for such 
activities.
    88. The Settling Defendants 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 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).
    [90. Settling Defendants agree to waive all claims or causes of 
action that they may have for all matters relating to the Site, 
including for contribution, against the following persons:
    a. Any person (i) whose liability to Settling Defendants with 
respect to the Site is based solely on CERCLA Section 107(a) (3) or 
(4), (ii) who arranged for the disposal, treatment, or transport for 
disposal or treatment, or accepted for transport for disposal or 
treatment, of only Municipal Solid Waste or Sewage Sludge owned by such 
person, and (iii) who is a Small Business, a Small Non-profit 
Organization, or the Owner, Operator, or Lessee of Residential 
Property; and
    b. Any person (i) whose liability to Settling Defendants with 
respect to the Site is based solely on CERCLA Sec. 107(a) (3) or (4), 
and (ii) who arranged for the disposal, treatment, or transport for 
disposal or treatment, or accepted for transport for disposal or 
treatment, of 55 gallons or less of liquid materials containing 
hazardous substances, or 100 pounds or less of solid materials 
containing hazardous substances, except where EPA has determined that 
such material contributed or could contribute significantly to the 
costs of response at the Site.

[Note: provision relating to de minimis parties, if appropriate, may 
be inserted here.]

XXIII. Effect of Settlement; Contribution Protection

    91. 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 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.
    92. The Parties agree, and by entering this Consent Decree this 
Court finds, that the Settling Defendants are entitled, as of the 
effective date of this Consent Decree, to 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'' should be defined explicitly in appropriate cases, e.g., 
where the scope of contribution protection may otherwise be unclear 
under the circumstances of the case.]
    93. The Settling Defendants 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 [and the State] in 
writing no later than 60 days prior to the initiation of such suit or 
claim.
    94. The Settling Defendants 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 
[and the State] within 10 days of service of the complaint on them. In 
addition, Settling Defendants shall notify the United States [and the 
State] 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.
    95. In any subsequent administrative or judicial proceeding 
initiated by the United States [or the State] for injunctive relief, 
recovery of response costs, or other appropriate relief relating to the 
Site, Settling Defendants 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 [or the State] in the subsequent 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[s]).
XXIV. Access to Information

    96. Settling Defendants shall provide to EPA [and the State], 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 [and the State], for purposes of investigation, information 
gathering, or testimony, their employees, agents, or representatives 
with knowledge of relevant facts concerning the performance of the 
Work.
    97. a. Settling Defendants may assert business confidentiality 
claims covering part or all of the documents or information submitted 
to Plaintiff[s] 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 CFR 2.203(b). Documents or information determined to 
be confidential by EPA will be afforded the protection specified in 40 
CFR Part 2, Subpart B. If no claim of confidentiality accompanies 
documents or information when they are submitted to EPA [and the 
State], or if EPA has notified Settling Defendants that the documents 
or information 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 

[[Page 38836]]
Plaintiff[s] 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.
    98. 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 other documents or information evidencing conditions at or 
around the Site.

XXV. Retention of Records

    99. Until 10 years after the Settling Defendants' receipt of EPA's 
notification pursuant to Paragraph 49.b of Section XIV (Certification 
of Completion of the Work), each Settling Defendant 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 49.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.
    100. At the conclusion of this document retention period, Settling 
Defendants shall notify the United States [and the State] at least 90 
days prior to the destruction of any such records or documents, and, 
upon request by the United States [or the State], Settling Defendants 
shall deliver any such records or documents to EPA [or the State]. 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 Plaintiffs 
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 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.
    101. 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 State 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, 42 U.S.C. 9604(e) and 9622(e), and Section 3007 of RCRA, 42 
U.S.C. 6927.

XXVI. Notices and Submissions

    102. 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, [the State,] and the Settling Defendants, respectively.

As to the United States:

Chief, Environmental Enforcement Section
Environment and Natural Resources Division
U.S. Department of Justice
P.O. Box 7611
Ben Franklin Station
Washington, D.C. 20044
    Re: DJ # __________
      and
Director, Waste Management Division
United States Environmental Protection Agency
Region ____
----------------------------------------------------------------------

As to EPA:

[Name]
EPA Project Coordinator
United States Environmental Protection Agency
Region ____
----------------------------------------------------------------------

[As to the State:

[Name]
State Project Coordinator
[Address]]

As to the Settling Defendants:

[Name]
Settling Defendants' Project Coordinator
[Address]
XXVII. Effective Date

    103. The effective date of this Consent Decree shall be the date 
upon which this Consent Decree is entered by the Court, except as 
otherwise provided herein.

XXVIII. Retention of Jurisdiction

    104. This Court retains jurisdiction over both the subject matter 
of this Consent Decree and the Settling Defendants 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 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

    105. The following appendices are attached to and incorporated into 
this Consent Decree:
    ``Appendix A'' is the ROD.
    ``Appendix B'' is the SOW.
    ``Appendix C'' is the description and/or map of the Site.
    ``Appendix D'' is the complete list of the Settling Defendants.
    [``Appendix E'' is the complete list of the Owner Settling 
Defendants.]

XXX. Community Relations

    106. Settling Defendants shall propose to EPA [and the State] their 
participation in the community relations plan to be developed by EPA. 
EPA will determine the appropriate role for the Settling Defendants 
under the Plan. Settling Defendants shall also cooperate with EPA [and 
the State] in providing information regarding the Work to the public. 
As requested by EPA [or the State], 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 
[or the State] to explain activities at or relating to the Site. 

[[Page 38837]]


XXXI. Modification

    107. 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.
    108. 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.
    109. 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

    110. 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 CFR 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 which indicate that the Consent Decree 
is inappropriate, improper, or inadequate. Settling Defendants consent 
to the entry of this Consent Decree without further notice.
    111. 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

    112. 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.
    113. Each Settling Defendant 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.
    114. Each Settling Defendant 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 hereby agree to accept service in 
that manner and to waive the formal service requirements set forth in 
Rule 4 of the Federal Rules of Civil Procedure and any applicable local 
rules of this Court, including, but not limited to, service of a 
summons.
    SO ORDERED THIS ____ DAY OF __________, 19____ .
----------------------------------------------------------------------
United States District Judge

    THE UNDERSIGNED PARTIES enter into this Consent Decree in the 
matter of United States v. __________, relating to the __________ 
Superfund Site.

FOR THE UNITED STATES OF AMERICA

    Date: __________

----------------------------------------------------------------------
[Name]
Assistant Attorney General
Environment and Natural Resources Division
U.S. Department of Justice
Washington, D.C. 20530

----------------------------------------------------------------------
[Name]
Environmental Enforcement Section
Environment and Natural Resources Division
U.S. Department of Justice
Washington, D.C. 20530

----------------------------------------------------------------------
[Name]
Assistant United States Attorney
________District of ________
U.S. Department of Justice
[Address]

[____________________]-------------------------------------------------
[Name]
Assistant Administrator for Enforcement and Compliance Assurance
U.S. Environmental Protection Agency
401 M Street, S.W.
Washington, D.C. 20460
[WHERE OECA CONCURRENCE REQUIRED]

[____________________]-------------------------------------------------
[Name]
Office of Enforcement and Compliance Assurance
U.S. Environmental Protection Agency
401 M Street, S.W.
Washington, D.C. 20460
[WHERE OECA CONCURRENCE REQUIRED OR OECA ATTORNEY IS PART OF 
NEGOTIATION TEAM]

----------------------------------------------------------------------
[Name]
Regional Administrator, Region ____
U.S. Environmental Protection Agency
[Address]

----------------------------------------------------------------------
[Name]
Assistant Regional Counsel
U.S. Environmental Protection Agency
Region ____
[Address]

United States v. __________
Consent Decree Signature Page
FOR THE STATE OF __________
Date:__________--------------------------------------------------------

----------------------------------------------------------------------
[Name]
[Title]
[Address]

    THE UNDERSIGNED PARTY enters into this Consent Decree in the matter 
of United States v. __________, relating to the __________ Superfund 
Site.

FOR __________ COMPANY, INC. *

    *A separate signature page must be signed by each corporation, 
individual or other legal entity that is settling with the United 
States.
---------------------------------------------------------------------------

    Date: __________

----------------------------------------------------------------------
[Name--Please Type]
[Title--Please Type]
[Address--Please Type]

    Agent Authorized to Accept Service on Behalf of Above-signed 
Party:

Name: [Please Type]----------------------------------------------------
Title:-----------------------------------------------------------------
Address:---------------------------------------------------------------
Tel. Number:-----------------------------------------------------------

[FR Doc. 95-18482 Filed 7-27-95; 8:45 am]
BILLING CODE 6560-50-P