NSA+Amendment+3+Signed.pdf

CONTRACT AMENDMENT

CONTRACT NUMBER AND TITLE: 504 – Oilseed Association Contract – National Sunflower Association.

AMENDMENT NUMBER: 3

AMENDMENT No. 3 to Contract between the State of North Dakota, acting through its North Dakota Oilseed Council, (STATE), and National Sunflower Association, (CONTRACTOR).

Whereas, Section 6, Renewal, subsection a. Renewal Option states: “State may renew this Contract upon satisfactory completion of the initial contract term. State reserves the right to execute up to five (5) options to renew this Contract under the same terms and conditions for a period of twelve

(12) months each[]”; and, Whereas, Section 7, Merger and Modification states: “This contract constitutes the entire agreement between the parties. There are no understandings, agreements, or representations, oral or written, not specified within this contract. This contract may not be modified, supplemented or amended, in any manner, except by written agreement signed by both parties[]”; and, Therefore, the parties agree to the following terms and conditions and expressly agree that if any of the following terms and conditions conflict with the terms and conditions of the Contract, then, notwithstanding any term in the Contract, the following terms and conditions of Amendment No.

3 govern and control the rights and obligations of the parties. All terms and conditions of the Contract that are not specifically addressed in Amendment No. 3 remain in full force and affect.

The Contract is amended as follows:

1. SCOPE OF SERVICE

For the 2025 Contract year, the Scope of Services shall be as follows:

CONTRACTOR, in exchange for the compensation paid by the STATE under Amendment No. 3 to the Contract, shall provide the following services:

a. Research. CONTRACTOR shall conduct, or enter into contracts with third parties to conduct, sunflower research that benefits North Dakota sunflower producers.

“Sunflower research” means, in general, scientific research that seeks to address sunflower production costs, to increase yields, to develop new varieties, to increase quality, to reduce or eliminate pests and disease, to enhance resistance to pests and disease, and to reduce or eliminate weeds. Emphasis must be given to Sclerotinia diseases and researchers are urged to consider additional or new directions in Sclerotinia sunflower research. Of the total compensation under this contract, CONTRACTOR shall expend no more than $190,000 for this service.

CONTRACTOR shall also, if requested by STATE, provide STATE a written report on the work described above.

b. Domestic Promotion. CONTRACTOR shall conduct, or enter into contracts with third parties to conduct, domestic promotion programs for sunflower oil and kernel usage. CONTRACTOR shall work closely with its member companies that need assistance finding domestic customers. CONTRACTOR shall use its website and

CONTRACT NUMBER AND TITLE: 504 – Oilseed Association Contract - National Sunflower Association

AMENDMENT NUMBER: 3

social media, such as Facebook and YouTube, to provide interactive opportunities for consumers. CONTRACTOR shall work to improve awareness and educate food processors about the favorable characteristics of sunflower oil for us as food processing oil. CONTRACTOR shall also promote kernel usage to domestic buyers in order to promote the functionality and flexibility of using kernel as an ingredient in food products. Of the total compensation under this contract, CONTRACTOR shall expend no more than $25,000 for this service.

CONTRACTOR shall, if requested by STATE, provide STATE a written report on the work described above.

c. Foreign Market Development. CONTRACTOR shall develop foreign markets, in particular the Canada, Germany, Mexico and Spain markets, to increase demand for and recognition of sunflowers and sunflower products with consumers and the trade. Of the total compensation under this contract, CONTRACTOR shall expend no more than $20,000 for this service; an amount that may include staff support, travel, and communications. CONTRACTOR shall, if requested by STATE, provide STATE a written report on the work described above.

d. Communications. CONTRACTOR shall operate and maintain a sunflower information website. CONTRACTOR shall also publish at least six issues of The Sunflower magazine. The Sunflower must be provided free to all North Dakota sunflower growers upon request. CONTRACTOR shall publish a newsletter designed for different audiences and send to the media. CONTRACTOR shall use these publications and its website to provide a wide array of information to producers, the trade, customers, government officials, and the general public on sunflower research, education, promotion, and transportation. CONTRACTOR shall provide an annual Research Forum and hold an annual Summer Seminar for grower and industry members. Of the total compensation under this contract, CONTRACTOR shall expend no more than $10,000 for this service.

e. Crop Protection. CONTRACTOR should attend the annual IR-4 meeting which includes meetings with pesticide companies to determine possible new labels, meetings with the Environmental Protection Agency (“EPA”) to attempt to streamline registration process and meetings with university personnel to determine efficacy of new products. Of the total compensation under this contract, CONTRACTOR shall expend no more than $10,000 for this service.

CONTRACTOR shall, if requested by STATE, provide STATE a written report on the work described above.

f. Provide Meeting Minutes. CONTRACTOR shall promptly furnish STATE with the minutes of all CONTRACTOR’s board meetings.

CONTRACT NUMBER AND TITLE: 504 – Oilseed Association Contract - National Sunflower Association

AMENDMENT NUMBER: 3

g. Acknowledge STATE. CONTRACTOR shall recognize STATE’s affiliation and contribution on publications to growers .

h. No Lobbying. CONTRACTOR shall not spend any funds provided under this contract on legislative representation or lobbying in the United States Congress.

i. Provide Audit Report. CONTRACTOR shall provide an annual audit report to STATE that fully and accurately accounts for all money received and spent under this contract. The audit report is due the 31st day of January, 2025. This obligation survives the term of this agreement or any termination of the contract prior to its stated term.

j. Provide Support. CONTRACTOR shall provide resource personnel, resource materials, and other information to STATE upon request.

3. COMPENSATION

a. STATE shall pay for the services provided by CONTRACTOR not more than $255,000. CONTRACTOR shall be paid in three installments under the following schedule:

Installment Date Amount

1 by 2-1-2025 $85,000.00 2 by 5-1-2025 $85,000.00 3 by 8-1-2025 $85,000.00

6. RENEWAL

a. Renewal Option State may renew this Contract upon satisfactory completion of the initial contract term. State reserves the right to execute up to two (2) options to renew this Contract under the same terms and conditions for a period of twelve (12) months each.

EFFECTIVENESS OF AMENDMENT NO. 3

Amendment No. 3 takes effect when fully executed by both parties.

EXECUTION

CONTRACTOR NAME

National Sunflower Association

PRINTED NAME:

CONTRACT NUMBER AND TITLE: 504 – Oilseed Association Contract - National Sunflower Association

AMENDMENT NUMBER: 3

SIGNATURE:

TITLE:

DATE:

STATE OF NORTH DAKOTA acting through its North Dakota Oilseed Council

PRINTED NAME:

SIGNATURE:

TITLE:

DATE: