Eco-Friendly Agreement

ECO-FRIENDLY AGREEMENT

This Eco-Friendly Agreement ("Agreement") is entered into as of by and between Company Name: with its principal place of business at (hereinafter "Company"), and Eco-Friendly Service Provider Name: with principal place of business at (hereinafter "Provider").

WHEREAS

WHEREAS, Company seeks to procure services and deliverables designed to reduce environmental impacts, increase resource efficiency, and support verifiable sustainability outcomes for the project identified as Project Name: located at ; and

WHEREAS, Provider represents that it possesses the technical capability, certifications, and personnel necessary to perform sustainability assessments, design or implement eco-friendly solutions, measure environmental performance, and prepare associated reports and certifications; and

WHEREAS, the parties desire to set forth the scope of services, payment terms, confidentiality obligations, and other terms governing their relationship as set forth herein.

SCOPE OF WORK

Provider shall perform the services and deliver the work products described below in accordance with the standards of care and professional practice customary in the sustainability consulting industry.

Sustainability assessment and baseline audit

Development of a documented sustainability implementation plan

Implementation support, oversight, and installation supervision

Measurement, verification, and periodic reporting of environmental metrics

DELIVERABLES AND SCHEDULE

Provider shall deliver the specified reports, plans, and other deliverables in accordance with the milestone schedule set forth below.

PAYMENT TERMS

Company shall pay Provider for the services in accordance with the amounts and schedule set forth below. All payments are due in U.S. dollars unless otherwise agreed in writing.

Late payments shall accrue interest at the rate of % per month (or the maximum permitted by law) on any undisputed overdue amount, subject to a minimum late fee of $ .

TERM AND TERMINATION

This Agreement shall commence on and shall continue in effect until , unless earlier terminated in accordance with this section.

Either party may terminate this Agreement for convenience upon providing the other party with written notice at least days prior to the effective date of termination. Either party may terminate for material breach if the breaching party fails to cure the breach within thirty (30) days after written notice identifying the breach.

Upon termination, Provider shall deliver all completed work products and an itemized invoice for all undisputed services performed through the termination date. Company shall pay Provider for all undisputed amounts due for services performed prior to the effective date of termination.

CONFIDENTIALITY

Each party shall maintain in strict confidence all Confidential Information disclosed by the other party and shall not use or disclose such Confidential Information except to perform its obligations under this Agreement or as required by law. "Confidential Information" includes non-public business information, technical data, reports, measurements, trade secrets, customer lists, pricing, and any environmental performance data labeled or reasonably understood to be confidential.

The obligations of confidentiality shall continue for years following the termination or expiration of this Agreement, provided that trade secrets shall remain subject to protections for as long as such information qualifies as a trade secret under applicable law.

ENVIRONMENTAL REPRESENTATIONS, CLAIMS AND COMPLIANCE

Provider represents and warrants that, to the best of Provider's knowledge, its services and any products supplied hereunder will comply with applicable environmental laws and regulations. Provider shall not make or permit the use of unsubstantiated environmental claims, nor permit use of Company trademarks or certification marks in a manner that would create a false or misleading impression.

Green certification required:

AUDIT AND RECORDS

Company shall have the right, upon reasonable notice, to audit Provider's records to verify compliance with the terms of this Agreement, including measuring and verification records, invoices, and supporting documentation. Provider shall retain such records for a period of not less than three (3) years following final payment.

Audit notice period (days):

INSURANCE AND INDEMNITY

Provider shall indemnify, defend, and hold harmless Company and its officers, directors, employees, and agents from and against any third-party claims, liabilities, losses, or damages arising out of Provider's negligent acts or omissions, willful misconduct, or breach of this Agreement, except to the extent caused by Company's gross negligence or willful misconduct. The parties' aggregate liability under this Agreement shall be capped at $ , except for claims arising from willful misconduct or indemnifiable third-party claims.

GOVERNING LAW; DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflicts of law principles. The parties shall attempt in good faith to resolve disputes through negotiation and, if unresolved, shall submit to mediation prior to initiating litigation.

ENTIRE AGREEMENT

This Agreement, including any schedules 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, and communications, whether written or oral. No amendment or waiver shall be effective unless in writing and signed by authorized representatives of both parties.

NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered to the contact addresses set forth below or to such other address as the receiving party may designate in writing.

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