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• ~ r, 7 , <br />/ ~.~ <br />` No. G1-77 ~~ ... ~ _.. <br />CONSULTING AGREEMENT <br />THIS AGREEMENT made and entered into as of the 6th <br />day of May 1977, by and between W.+R. Grace & Co., a Delaware <br />corporation, (hereinafter referred to as "Grace") and 3R <br />Corporation, a company of GREEN INTERNATIONAL, INC., an Iowa <br />corporation, (hereinafter referred to as "3R"). <br />WITNESSETH: <br />THAT WHEREAS, Grace owns or controls certain lands <br />and coal rights in the eastern end of the S9illiams Fork <br />Mountains in Routt County, Colorado, which area is known as <br />Hayden Gulch; and <br />WHEREAS, Grace desires to undertake surface mining <br />of recoverable coal deposits within the Hayden Gulch area; and <br />WHEREAS, Grace desires to have certain environmental <br />baseline data prepared for the Hayden Gulch area, including <br />data for inclusion in an application for a mining permit which <br />Grace contemplates filing with the Colorado Mined Land <br />Reclamation Board; and <br />WHEREAS, Grace desires to obtain, and 3R desires to <br />provide, consultative services for the Hayden Gulch mine area <br />(220 acres), as described in Exhibit "A" attached hereto; and <br />WHEREAS, 3R represents that it possesses the necessary <br />expertise, facilities, staff and time to perform such services; <br />NOW, THEREFORE, in and for consideration of the <br />premises and of t}ie mutual covenants contained herein and other <br />good and valuable consideration, the sufficiency of w}iich is <br />hereby mutually acknowledged, the parties hereto agree as <br />follows: <br />1. 3R agrees to perform, solely for the benefit of <br />Grace and its affiliates, the services as generally described <br />in Exhibit "A" attached hereto and by this reference made a <br />'~ Page One of Nine <br />