OPCMR 1 Amendment No. 2. ________________ Initials: _____ Amends P052DOET22 Amends P054DOET21 AMENDMENT No. 2 OF PROFESSIONAL SERVICES CONTRACT THIS AMENDMENT made as of the ______ day of _____________, 202__ in the Territory of the Virgin Islands, by and between the Government of the Virgin Islands Department of Property and Procurement (GVI or VIDE), on behalf of the Department of Education KHUHLQDIWHU UHIHUUHG WR DV ³Government´  of 1834 Kongens Gade, St. Thomas, U.S. Virgin Islands 00802 and Cambium Assessment, Inc. (hereinafter referred to as "Contractor" or ³CAI´ RI7KRPDV-HIIHUVRQStreet NW, Washington, D.C. 20007-3835 WITNESSETH WHEREAS, on September 30, 2010, the Virgin Islands Standards, Assessment and Accountability Initiative Policy Committee unanimously voted to approve the adoption of the QHZ&RPPRQ&RUH6WDWH6WDQGDUGV ³&&66´ WKXV9,'(EHFDPHDQDIILOLDWHPHPEHURIWKH 6PDUWHU %DODQFHG $VVHVVPHQW &RQVRUWLXP ³6%´ RU ³&RQVRUWLXP´  DQG EHJDQ WR SLORW WKH Smarter Balanced CCSS assessments during the 2013-2014 School Year; and WHEREAS, as a member state of the Consortium, the Department entered into a Multi- $JHQF\$VVHVVPHQW&RRSHUDWLYH ³0$$&´ LQ)HEUXDU\RIDSURFXUHPHQWJURXSLQLWLDWLYH comprising of six (6) United States Department of Education of the States of Idaho, Hawaii, South Dakota, Washington, West Virginia and the Virgin Islands to solicit and evaluate qualified bids intended to support each agency with its transition to the Smarter Balanced Assessments; and WHEREAS$PHULFDQ,QVWLWXWHIRU5HVHDUFKLQWKH%HKDYLRUDO6FLHQFHV,QF ³$,5´  was selected as the successful bidder for a five-year (5) year award for services solicited under Request for Proposals number MAAC RFP NO 2014-09 in accordance with Title 31 V.I.C. Section 239(a)(4) and was approved by the Government on September 30, 2014, under Memorandum of Understanding and Agreement No. GC077DOE14; and WHEREAS, on October 24, 2014, the Government executed Contract No. PC058DOE15 and subsequently P028DOET19 on March 29, 2019, for AIR to provide support for the implementation, operation, and delivery of Summative and Interim Assessments built with the Smarter Balanced Assessment (SBA) EOXHSULQWV LQ 0DWKHPDWLFV ³0DWK´  DQG (QJOLVK /DQJXDJH$UWV ³(/$´ DQG WHEREAS, American Institute for Research in the Behavioral Sciences, InF ³$,5´  was once again selected as the successful bidder under Request for Proposals number MAAC RFP NO 2019-013 solicited on December 18, 2018, in accordance with Title 31 V.I.C. Section 239(a)(4); and WHEREAS, on December 31, 2019, CAI and AIR executed a Bill of Sale, Assignment, and Assumption Agreement for CAI to acquire the assessment division of AIR and assume the MB 28th 2 December P017DOET23 OPCMR 2 Amendment No. 2. ________________ Initials: _____ Amends P052DOET22 Amends P054DOET21 rights of all existing contracts within that Division which is responsible for administering the services. WHEREAS, through Contract No. P054DOET21 approved by the Governor on March 2, 2021 and its Amendment No.1 P052DOET22 approved by the Governor on January 28, 2022 (which constitute and is KHUHLQDIWHUUHIHUUHGWRDVWKH³&RQWUDFW´ WKH Government contracted with Contractor to provide support for the online administration, scoring, and reporting of Grades 3rd - 8th and 10th-11th Summative and Interim Assessments built with the Smarter Balanced assessment EOXHSULQWV LQ 0DWKHPDWLFV ³0DWK´  DQG (QJOLVK /DQJXDJH $UWV ³(/$´  DV ZHOO DV Next Generation Science Assessment in Grades 5th , 8th, and 11th ; and WHEREAS, the Contract expires pursuant to its terms on December 31, 2022; and WHEREAS, the parties desire to amend the Contract, to change the Scope of Work in Addendum I to include smarter balance summative and interim assessments and next generation science standards assessment for the 2022-2023 school year, extend the contract term for an additional twelve (12) months, and to increase the compensation by Four Hundred Ninety-Two Thousand, Four Hundred Thirty-Seven Dollars and Ninety-Four Cents ($492,437.94); and NOW THEREFORE, for mutual and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows: TERMS AND CONDITIONS 1. Paragraph No. 2 Term and effective date is hereby amended and its term extended by twelve (12) months by deleting all of the existing language contained therein and replacing it with new language as follows: ³The term of this Contract shall be from January 1, 2021 to December 31, 2023. Upon the date of execution of this Contract by the Governor of the U.S. Virgin Islands, this Contract shall become effective for the Term set out herein. The Government in its sole discretion, shall have the option to renew this Contract for one (1) additional, twelve (12) month period subject to the same terms noted herein, by providing the Contractor with sixty (60) days ZULWWHQQRWLFHRIWKH*RYHUQPHQW¶VHOHFWLRQWRUHQHZ 2. Paragraph No. 3 ± Compensation is hereby amended to increase the compensation by Four Hundred Ninety-Two Thousand, Four Hundred Thirty-Seven Dollars and Ninety - Four Cents ($492,437.94) for a total amount not to exceed One Million, Six Hundred Forty-One Thousand, Three Hundred Twenty-Four Dollars and Thirty-Six Cents ($1,641,324.36) by deleting all of the existing language contained therein and replacing it with new language as follows: MB P017DOET23 OPCMR 3 Amendment No. 2. ________________ Initials: _____ Amends P052DOET22 Amends P054DOET21 ³7KH *RYHUQPHQW LQ FRQVLGHUDWLRQ RI WKH VDWLVIDFWRU\ SHUIRUPDQFH RI WKH VHUYLFHV described in Second Amended Addendum I (Second Amended Scope of Services) agrees to pay Contractor the sum not to exceed One Million, Six Hundred Forty-One Thousand, Three Hundred Twenty-Four Dollars and Thirty-Six Cents ($1,641,324.36) in accordance with the provisions set forth in Second Amended Addendum II (Second Amended Compensation) attached hereto and made a part of this Contract.´ 3. Amended Addenda I and II of the Contract are revised by deleting all terms contained therein and inserting in lieu thereof all of the terms contained in the Second Amended Addendum I (Second Amended Scope of Services) and Second Amended Addendum II 6HFRQG$PHQGHG&RPSHQVDWLRQ DWWDFKHGKHUHWRDV([KLELW³$´ 4. This Amendment is subject to the approval of the Governor of the Virgin Islands and to the appropriation and availability of funds. 5. Paragraph No. 21 is amended to state the following: ³$Q\notice required to be given by the Terms of this Contract shall be deemed to have been given when the same is sent by certified mail, postage prepaid or personally delivered, addressed to the parties as follows: GOVERNMENT Anthony D. Thomas Commissioner Department of Property and Procurement 8201 Sub Base, Suite 4 St. Thomas, U.S. Virgin Islands 00802 Dionne Wells Hedrington, Ed. D. Commissioner Department of Education 1834 Kongens Gade St. Thomas, U.S. Virgin Islands 00802 Monica Bell Sr. Contracts Manager Cambium Assessments, Inc. 1000 Thomas Jefferson Street NW Washington, DC 20007-´ P017DOET23 OPCMR 4 Amendment No. 2. ________________ Initials: _____ Amends P052DOET22 Amends P054DOET21 6. Except as expressly amended in this Amendment, all terms of the Contract and Amendment No. 1 remain in full force and effect. [THIS AREA IS INTENTIONALLY LEFT BLANK] MB P017DOET23 12/20/2022 12/22/2022 $VVLVWDQW$WWRUQH\*HQHUDO  P017DOET23 12-28-22