CN-370000-DC829-A2.pdf

Florida Department of Environmental Protection

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OOO-014 (Effective 11-25-2014) Page 1 of 1

2/3/15 DC829

Amendment number 2 for DC829 - Ayres Associates, Inc.

N/A N/A

2/3/15

DEP CONTRACT DC829

AMENDMENT NO. 2

This Amendment No. 2 (“Amendment No. 2”) is entered into between the STATE OF FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION (the “Department”), and AYRES ASSOCIATES, INC., a Florida corporation (“Consultant”).

RECITALS

A. Department and Consultant entered into a Professional Services Agreement DC829 dated on or about March 25, 2009, inclusive of attachments (the “Professional Services Agreement”).

B. The Professional Services Agreement was amended by DEP Contract No. DC829 Amendment No. 1 dated on about March 22, 2012 (“Amendment No. 1”).

C. The Professional Services Agreement and Amendment No. 1 (collectively, the “Agreement”) are incorporated herein by reference.

D. Among other things, Amendment No. 1 revised the possible renewal options under the Agreement from three 1-year renewal terms, to, one 3-year renewal period.

E. Pursuant to Amendment No. 1, the completion date of the Agreement was extended for one additional 3-year term from March 25, 2012 to March 25, 2015.

F. Paragraph 3.2 of the Agreement permits an additional six (6) month extension if, though no fault of the Consultant, any Task Assignments are not completed by September 25, 2015.

G. Consultant is currently performing work for the Department under one or more Work Assignments authorized during the term of the Agreement; such Work Assignment(s) may not be fully completed by March 25, 2015 and the Department finds it appropriate to permit a 6-month extension. Therefore, the parties wish to extend the term of the Agreement as set forth in this Amendment No. 2.

NOW THEREFORE, in consideration of the Recitals, $10.00, and other good and valuable consideration, the Agreement is hereby modified as follows:

1. Recitals. The Recitals set forth hereinabove are true and correct and are incorporated herein by reference.

2. Amendment. Section 3.2 of the Agreement is hereby amended to conform to the terms of Amendment No. 1 (deletions are stricken, and additions are underlined):

DEP CONTRACT NO. DC829, AMENDMENT NO. 2

“3.2 Upon expiration of the third one three-year renewal period of this Agreement, this Agreement may be extended for six months if, through no fault of the Consultant, any Task Assignments are not completed.”

3. Extension of the Term. The term of the Agreement is hereby extended from March 25, 2015 to September 25, 2015.

4. Successors and/or Assigns.

The parties agree and confirm that the Agreement, as amendment by this Amendment No.

2, is binding upon the Department and the Consultant, and their respective successors and assigns.

5. Counterparts.

This Amendment No. 2 may be executed in two identical counterparts, each of which shall be effective, but together shall constitute Amendment No .2. In the event a party delivers a signed counterpart via facsimile transmission or a ".pdf" format data file via email, such delivery via electronic signature shall create a valid and binding obligation of the transmitting party with the same force and effect as an inked original. Any party transmitting an executed counterpart via electronic signature shall deliver the inked original to the receiving party upon request.

6. Ratification.

Except as modified by this Amendment No. 2, the Agreement and all its terms and conditions shall remain unchanged and in full force and effect, and the same are hereby ratified and confirmed. Hereinafter, the term “Agreement” shall collectively mean the Professional Services Agreement, as modified by Amendment No. 1 and this Amendment No. 2. In the event of a conflict, this Amendment No. 2 shall control.

THE REMAINDER OF THIS PAGE IS INTENTIONALLY BLANK.

DEP CONTRACT NO. DC829, AMENDMENT NO. 2