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ENVIRONMENTAL IMPACT ASSESSMENT AGREEMENT

FOR GREEN VALLEY SOLAR FARM PROJECT

This Environmental Impact Assessment Agreement ("Agreement") is made and entered into as of the ____ day of _____, 20____ (the "Effective Date"), by and between Green Valley Solar Farm Inc. ("Project Owner") and Environmental Impact Consulting LLC ("Consultant"). Project Owner and Consultant are herein referred to individually as a "Party" and collectively as the "Parties."

1. SCOPE OF SERVICES

1.1. Project Description and Objectives

The Consultant shall perform an Environmental Impact Assessment ("EIA") for the Green Valley Solar Farm Project (the "Project") to assess the potential environmental impacts pursuant to the United States laws and regulations, including but not limited to the National Environmental Policy Act ("NEPA").

1.2. Study Parameters

The Consultant shall conduct the EIA in accordance with the following study parameters:

1. Bio-geo-physical environment, including impacts on air, water, soil, and natural habitat;


2. Socioeconomic environment, encompassing effects on communities and their livelihoods;


3. Climate change analysis and greenhouse gas emissions;


4. Induced and cumulative impacts, considering both direct and indirect effects;


5. Identification and analysis of alternatives, including the no-action alternative;


6. Risk assessment and management;


7. Monitoring of environmental performance; and


8. Consultation and public participation in the EIA process.

2. EIA REPORTING REQUIREMENTS

2.1. Preparation of the EIA Report

The Consultant shall prepare a comprehensive EIA report ("EIA Report") detailing the methodology, findings, and recommendations of the study. The EIA Report shall include, at a minimum, the following sections:

1. Executive summary;


2. Description of the Project;


3. Alternatives analysis;


4. Baseline environmental conditions;


5. Anticipated environmental impacts and proposed mitigation measures;


6. Compliance with applicable laws and regulations;


7. Plan for monitoring and evaluation;


8. Public consultation and participation record; and


9. Appendices containing relevant supporting documentation.

2.2. Review and Approval of the EIA Report

Upon completion of the EIA Report, the Consultant shall submit the EIA Report to the Project Owner for review and approval. The Project Owner shall have thirty (30) days from the date of receipt of the EIA Report to review and provide written comments to the Consultant. The Consultant shall address Project Owner's comments and make necessary revisions to the EIA Report within ten (10) days of receiving Project Owner's comments. The Parties shall repeat this process until the EIA Report is deemed satisfactory by the Project Owner.

2.3. Regulatory Compliance and Government Filings

The Consultant shall submit the finalized EIA Report to the relevant authorities for the purpose of complying with the applicable United States laws and regulations. The Consultant shall make any necessary amendments to the EIA Report as required by the authorities and promptly resubmit the amended EIA Report for approval.

3. ENVIRONMENTAL IMPACT MITIGATION MEASURES

3.1. Development of an Environmental Management Plan

The Consultant shall develop and include an Environmental Management Plan ("EMP") in the EIA Report, which shall outline the proposed mitigation measures designed to minimize or eliminate the identified potential environmental impacts of the Project. The EMP shall, among other things, specify the responsibilities of the Project Owner and other parties regarding the implementation of mitigation measures, monitoring, and reporting requirements.

3.2. Monitoring and Evaluation

The Consultant shall, as part of the services under this Agreement, conduct regular monitoring and evaluation of the Project's environmental performance. The Consultant shall provide quarterly reports to the Project Owner on the effectiveness of the mitigation measures outlined in the EMP and recommend any necessary adjustments or additional measures.

4. TERM AND TERMINATION

4.1. Term of the Agreement

This Agreement shall commence on the Effective Date and shall continue in full force and effect until its termination by either Party as provided herein or until the completion of the services described herein to the satisfaction of the Project Owner, whichever occurs first.

4.2. Termination for Convenience

Either Party may terminate this Agreement at any time, with or without cause, upon thirty (30) days' prior written notice to the other Party.

4.3. Termination for Default

Either Party may terminate this Agreement upon written notice to the other Party if the other Party breaches a material term of this Agreement and fails to cure such breach within thirty (30) days following receipt of the written notice specifying the breach.

5. INDEMNIFICATION

Consultant shall indemnify, defend, and hold harmless the Project Owner against any and all liability, loss, damages, claims, or causes of action, including reasonable attorney's fees and other legal costs, arising out of or in connection with the Consultant's performance of services under this Agreement, except to the extent caused by the gross negligence or willful misconduct of the Project Owner.

6. GOVERNING LAW AND DISPUTE RESOLUTION

6.1. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the United States and the State of __________, without giving effect to any choice or conflict of legal principles or rules.

6.2. Dispute Resolution

Any dispute, controversy, or claim arising out of or relating to this Agreement or the breach thereof shall be first submitted to mediation. If the Parties are unable to resolve the dispute through mediation, the dispute shall be resolved by binding arbitration in accordance with the rules of the American Arbitration Association, and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.

7. MISCELLANEOUS

7.1. Amendments

No amendment to or modification of this Agreement shall be effective unless it is in writing and signed by both Parties.

7.2. Assignment

Neither Party may assign this Agreement or delegate its duties or obligations under this Agreement without the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed.

7.3. Entire Agreement

This Agreement constitutes the entire agreement between the Parties concerning the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral, relating to the subject matter. This Agreement may not be amended except in writing signed by both Parties.

IN WITNESS WHEREOF, the Parties have executed this Environmental Impact Assessment Agreement as of the Effective Date.

______________________________ ______________________________
[Project Owner] [Consultant]
By: ________________________ By: ________________________
Name: ______________________ Name: ______________________
Title: _______________________ Title: _______________________
Date: ________________________ Date: _______________________