This EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into on this ____ day of July,
2002, by and between Wheelabrator Technologies, Inc. (the "Company"), and Drennan Lowell (the "Executive").
The Company is an indirect subsidiary of Waste Management, Inc. ("WMI")
The Company shall employ Executive, and Executive shall be employed by the Company upon the terms and
subject to the conditions set forth in this Agreement.
2. TERM OF EMPLOYMENT.
The period of Executive's employment under this Agreement shall commence on May 14, 2001 ("Employment
Date"), and shall continue for a period of two (2) years thereafter, and shall automatically be renewed for
successive one (1) year periods thereafter, unless Executive's employment is terminated in accordance with
Section 5 below. The period during which Executive is employed hereunder shall be referred to as the
3. DUTIES AND RESPONSIBILITIES.
(a) Executive shall serve as President of Wheelabrator Technologies, Inc. In such capacity, Executive shall
perform such duties and have the power, authority, and functions commensurate with such position in similarly-
sized public companies, and have and possess such other authority and functions consistent with such position as
may be assigned to Executive from time to time by the Chief Executive Officer of WMI.
(b) Executive shall devote substantially all of his working time, attention and energies to the business of the
Company, and its affiliated entities. Executive may make and manage his personal investments (provided such
investments in other activities do not violate, in any material respect, the provisions of Section 8 of this
Agreement), be involved in charitable and professional activities, and, with the prior written consent of the WMI
Board of Directors, serve on boards of other for profit entities, provided such activities do not materially interfere
with the performance of his duties hereunder.