DSHW-2024-007600

TOLLING AGREEMBNT - FIRST EXTENSION
The Director of the Utah Division of Waste Management and Radiation Control
(Director) and Source Environmental, lnc. DBA AET Environmental (Source Environmental)
enter into this Tolling Agreement with respect to alleged violations of the Utah Solid and
Hazardous Waste Act (the Act), Utah Code $.19-6-10l et seq., and the Utah Administrative
Code R3l5 (the Rules). The Director and Source Environmental are referred to individually as a
"Pafi" and collectively as "Parties" to this Tolling Agreement.
RECITALS
WHEREAS, on August 1,2023, the Director issued Notice of Violation and Compliance
Order No. 2304033 (NOV/CO) to Source Environmental alleging violations of the Act and the
Rules (the Tolled Claims);
WHEREAS, on November 14,2023,Brian Recatto on behalf of Source Environmental
and Raymond Wixom on behalf of the Director entered into a Tolling Agreement(the2023
Tolling Agreement) that included a Tolling Period that will expire on July 31,2024; and
WHEREAS, Source Environmental and the Director now wish to extend the Tolling
Period through this Tolling Agreement.
AGREEMENT
The Parties enter into this Tolling Agreement to facilitate settlement negotiations
between the Parties within the time period provided by this Tolling Agreement, without thereby
altering the claims or defenses available to the Parties hereto, except as specifically provided
herein.
The Parties, in consideration of the covenants set out herein, agree as follows:
l. Upon the expiration of the 2023 Tolling Agreement, this Tolling Agreement supersedes
and replaces in its entirety the 2023 Tolling Agreement between the Director and
Source Environmental.
2. Notwithstanding any other provision of this Tolling Agreement, the period commencing
on July 37,2024, and ending on July 31, 2025 (the Tolling Period), shall not be
included in computing the running of any statute of limitations or appeal period
potentially applicable to any actions brought by the Director on the Tolled Claims.
3. In any action brought on the Tolled Claims, Source Environmental,.shall not assert,
plead, or raise against the Director in any fashion, whether by answer, motion, or
otherwise, any claim, defense, or avoidance based on the running of any statute of
limitations, laches, or other timeliness defenses during the Tolling Period, and any
statute of limitations shall be tolled during and for the Tolling Period.
4. Source Environmental reserves the right to assert all responses and defenses to the
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Tolled Claims, including but not limited to statutes of limitations, laches, or other
timeliness defenses, with the sole exception of defenses based on the passage of time
during the Tolling Period. This Tolling Agreement shall not be deemed to revive any
claims that, as of July 31,2024, are barred, in whole or in part, by any statute of
limitations or by the dootrine of laches, or other timeliness defenses; and this Tolling
Agreement shall not prevent Source Environmental from asserting that any Tolled
Claims have expired, are untimely or are unduly delayed, so long as grounds exist for
such assertions aside from the passage of time during the Tolling Period.
5. Nothing in this Tolling Agreement constitutes an admission by Source Environmental or
alters the claims or defenses available to any Party hereto, except as specifically provided
herein.
6. This Tolling Agreement shall not be deemed to relieve Source Environmental of its legal
obligations to comply with the Act and the Rules, including any continuing violations
alleged in the Tolled Claims with the sole exception of defenses based on the passage of
time during the Tolling Agreement.
7. Any Party may terminate this Tolling Agreement in accordance with this paragraph for
any reason and without cause. This Tolling Agreement shall automatically terminate on
July 31,2025, unless:
a. terminated at an earlier date by prior written notice of the Party wishing to
terminate, sent by certified mail or registered mail, return receipt requested,
addressed to the Parties at the addresses indicated below; or
b. extended by written agreement signed by all Parties.
8. Any termination of this Tolling Agreement prior to July 3 1,2025, shall not be effective
until thirty (30) days after the date of sending of such written notice. A Party giving such
notice shall specifu the exact date on which the termination fìrst becomes effective.
9. All notices or other written communications under this Tolling Agreement shall be sent to:
If to DV/MRC:
Douglas J. Hansen, Director
Email : dwmrcsubm [e-mail]
With copies to:
Brenden Catt, Assistant Attorney General
Emai I : bcatt@agutah. gov
Raymond Wixom, Assistant Attorney General
Email: [e-mail]
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If to Source Environmental:
Brian Recatto, President
Source Environmental, Inc. DBA AET Environmental
Heritage-Crystal Clean, LLC
c/o CT Corporation System, Registered Agent
1108 East South Union Ave.
Midvale, UT 84047
10. This Tolling Agreement is not intended to affect any claims by or against third
parties.
I L This Tolling Agreement is effective upon execution by the Parties and without the
requirement of filing with any court.
12. This Tolling Agreement contains the entire agreement between the Parties as to the
subject hereot and no statement, promise, or inducement made by any Party to this
Tolling Agreement that is not set forth in this Tolling Agreement shall be valid or
binding, nor shall it be used in construing the terms of this Tolling Agreement as set forth
herein.
13. No subsequent modification or amendment to this Tolling Agreement shall be effective
unless made in writing and signed by the Parties hereto.
14. This Tolling Agreement may be executed in counterparts. The Parties agree that any
electronic, facsimile, or photocopied signatures appearing on this Tolling Agreement are
the same as handwritten signatures for the purposes of validity, enforceability, and
admissibility.
15. The undersigned of each Party certifies that he or she is authorized to enter into the terms
and conditions of this Tolling Agreement and to execute for and bind the Party he or she
represents.
[STGNATURE PAGE FOLLOWS]
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IT IS HEREBY AGRI,ED:
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Philip L. Comella
Taft Stettinius & Hollister LLP
Counsel for Source Environmental, Inc. DBA AET
Environmental
Date: Iuly 24,2024
Brenden Catt, Assistant Attorney General
Counsel for Utah Department of Environmental
Quality
Division of Waste Management and Radiation Control
Date: July 25,2024