Coastal Business Document

COASTAL BUSINESS AGREEMENT

This Coastal Business Agreement (the Agreement) is entered into effective as of between Client Name: with principal address and Coastal Contractor Name: , with principal address .

WHEREAS

WHEREAS, Client seeks certain coastal-related advisory, development, maintenance, or operational services described herein; and

WHEREAS, Contractor has represented that it possesses the expertise, personnel, equipment, and licenses necessary to perform coastal business services and is willing to provide such services to Client under the terms and conditions of this Agreement; and

NOW, THEREFORE, in consideration of the mutual covenants set forth below, the parties agree as follows:

1. Scope of Work

2. Payment Terms

Compensation: Client shall pay Contractor a total fee of $ for performance of the Scope of Work described above, subject to the schedule and conditions set forth below.

Invoicing: Contractor shall submit invoices to the Client at the following billing contact and address. Billing Contact: Phone: Email: .

Late Payment: Any undisputed amount not paid within days of invoice date shall accrue interest at % per month (or the maximum lawful rate if lower). Client shall also reimburse Contractor for reasonable collection costs and attorneys' fees incurred to collect late payments.

3. Term and Termination

Term: The term of this Agreement shall commence on and shall continue until unless earlier terminated in accordance with this Section.

Termination for Convenience: Either party may terminate this Agreement for convenience upon providing written notice to the other party at least days prior to the effective termination date.

Termination for Cause: Either party may terminate immediately upon written notice if the other party materially breaches any obligation under this Agreement and fails to cure such breach within thirty (30) days after receipt of written notice specifying the breach.

4. Confidentiality

Definition: "Confidential Information" means non-public information disclosed by one party to the other, whether oral or written, including business plans, technical data, cost estimates, environmental assessments, seabed or shoreline surveys, proprietary methods, financial information, and third-party confidential information disclosed under obligations of confidentiality.

Obligations: The receiving party shall (i) keep Confidential Information strictly confidential using at least the same degree of care it uses to protect its own confidential information but in no event less than reasonable care; (ii) use Confidential Information solely to perform its obligations under this Agreement; and (iii) not disclose Confidential Information to any third party except to its employees, consultants, or subcontractors who need to know and who are bound by confidentiality obligations at least as protective as those in this Agreement.

Exceptions: Confidential Information does not include information that: (a) is or becomes generally known to the public through no fault of the receiving party; (b) is lawfully received from a third party without confidentiality obligations; (c) is independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information; or (d) is required to be disclosed by law or valid order of a court or governmental body, provided the receiving party gives prompt written notice to allow the disclosing party to seek protective measures.

5. Insurance, Licenses and Compliance

Contractor shall maintain insurance coverages appropriate to the services performed including commercial general liability and professional liability as applicable, and shall maintain any required maritime, coastal, or environmental permits and licenses. Contractor shall comply with all applicable federal, state, and local laws, regulations, and ordinances in performing the services.

6. Indemnification

Contractor agrees to indemnify, defend, and hold harmless Client and its affiliates from and against any third-party claims, liabilities, losses, and expenses (including reasonable attorneys' fees) arising out of Contractor's negligence, willful misconduct, breach of this Agreement, or failure to comply with applicable laws in performing the Scope of Work. Client agrees to indemnify Contractor for claims arising from Client's negligence or breach.

7. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflict of laws principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that State for any disputes arising out of this Agreement.

8. Entire Agreement

This Agreement, including all exhibits and attachments expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations, and communications, whether written or oral. Any amendment or modification must be in writing and signed by authorized representatives of both parties.

9. Miscellaneous Provisions

Assignment: Neither party may assign this Agreement or any rights hereunder without the prior written consent of the other party, except that either party may assign to an affiliate or in connection with a merger or sale of substantially all its assets.

Severability: If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

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