EX-10.1



 






	 	 	 	 	 	 	 	 	 	 	 
	 
	AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT	 	CONTRACT ID CODE	 	PAGE OF PAGES
	 	D0-C9(U)
	 	 	1	 	 	3	 
	 





	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	2. AMENDMENT/MODIFICATION NO.	 	 	3. EFFECTIVE DATE	 	 	4. REQUISITION/PURCHASE REG. NO	 	 	5. PROJECT NO. (if applicable)
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	P00011	 	 	 	 	SEE BLOCK 16C	 	 	07PR06944-01	 	 	N.A.
	 	 	 	 	 	 	 	 	 	 	 	 	 
	6. ISSUED BY

	 	CODE
	 	 	N00014
	 	 	7. ADMINISTERED BY (if other than item 6)
	 	 	
SCD-C
	 	CODE
	 	 S3915A
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 





	 	 	 	 
	OFFICE OF NAVAL RESEARCH

	 	 	DCM PHILADELPHIA
	ONR
254: WADE WARGO (703) 696-0719

	 	 	PO BOX 11427
	875 NORTH RANDOLPH ST

	 	 	700 ROBBINS AVENUE BLDG 4A
	ARLINGTON VA 22203-1995

	 	 	PHILADELPHIA, PA 19111-0427
 
	 	 	 	 





	 	 	 	 	 	 	 	 	 	 	 	 
	8. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State and ZIP Code)


OCEAN POWER TECHNOLOGIES, INC.
1590 REED ROAD 
PENNINGTON, NJ 08534
	 	 	(3)	 	 	9.A. AMENDMENT OF SOLICITATION NO.
N.A.
	 	 	 	 	 
	 	 	o	 	 	9B. DATED (SEE ITEM 11) 	 	 
	 	 	 	 	 	 	 
	 	 	þ	 	 	10A. MODIFICATION OF CONTRACT/ORDER
NO.
N00014-02-C-0053
	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	10B. DATED (SEE ITEM
13) 
11 FEB 2002	 	 
	 	 	 	 	 	 	 	 	 	 	 
	CODE 
04EP7
	 	 	FACILITY CODE	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 




11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS



 




o The above numbered solicitation is amended as set forth in item 14. The hour and date
specified for receipt of Offers o is extended o is not extended.



 

Offers must acknowledge receipt of this amendment prior to the hour
and data specified in the
solicitation or as amended, by on of the following methods: (a) By completing items 8 and 15, and
returning copies of the amendment; (b) By acknowledging receipt of the amendment on each copy
of the offer submitted; or (c) By separate letter or telegram which includes a reference to the
solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE
DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION
OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such
change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received
prior to the opening hour and data specified. 

12. ACCOUNTING AND APPROPRIATION DATA (if required)

SEE THE ATTACHED FINANCIAL ACCOUNTING DATA (FAD) SHEET(S)



 
13.
THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRTACTS/ORDERS

IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED ITEM 14. 





	 	 	 	 
	(3)

	 	 	A. THIS CHANGE ORDER IS ISSUED PURSUANT TO (Specify Authority) THE CHANGES SET FORTH IN ITEM
14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM 10A.
	o
	 	 	 
	 	 	 	 
	o

	 	 	B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as
changes in paying office, appropriation data, etc.) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY
OF FAR 43.103(b).
 
	 	 	 	 
	o

	 	 	C. SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:

AUTHORITY FOR OTHER THAN FULL AND OPEN COMPETITION:
	 	 	 	 
	þ

	 	 	D. OTHER (Specify type of modification and authority)

Mutual Agreement of Parties in accordance with FAR 43.103(a)






 
E.
IMPORTANT: Contractor
o is not, þ is required to sign this document and return 1 copies to the Issuing office.
 
14.
DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section
headings, including solicitation/contract
subject matter where feasible.)




The purpose of this modification is to provide for additional costs for a cost growth and to
increase the costs and fixed fee for expansion items under Contract
Number N00014-02-C-0053.



See Page 2



Except as
provided herein, all terms and conditions of the document referenced in item 9A or 10A,
as heretofore changed, remains unchanged and in full force and effect.





	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 
	15A. NAME AND TITLE OF SIGNER (Type or print)
Charles F. Dunleavy

Chief Financial Officer	 	 	16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)

Wade Wargo
Contracting Officer
	 	 	 	 	 	 	 	 	 	 
	15B. CONTRACTOR/OFFEROR

	 	 	15C. DATE SIGNED
	 	 	16B. UNITED STATES OF AMERICA
	 	 16C. DATE SIGNED
	 
	 	 	 	 	 	 	 	 	 
	/s/ Charles F. Dunleavy 

	 	 	9/13/2007 	 	 	BY /s/ Wade Wargo 	 	 9/13/2007 
	 
(Signature
of person authorized to sign)

	 
 	 	 	 	 
 	 
(Signature
of Contracting Officer)	 
 	 	 
	 	 	 	 	 	 	 	 	 	 





	 	 	 
	SN 7540-01-152-8070

PREVIOUS EDITION UNUSABLE

NAVOCNR OVERPRINT (3-88)

	30-105 	STANDARD FORM 30 (REV. 10-83)

Prescribed by GSA

FAR (48 CFR) 53.243


















 





Effective as of the date of this modification:





	1)	 	The funds available for performance of this contract are increased by the amount
set forth in the
attached Financial Accounting Data sheet(s).
	 
	2)	 	Revise SECTION B — SUPPLIES OR SERVICES AND PRICES/COSTS to incorporate the
expansion effort for CLIN 0001. the cost growth for CLIN 0005, and to provide funding
for both under ACRN AG as follows:





	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	TOTAL ESTIMATED
	ITEM NO.	 	SUPPLIES/SERVICES	 	ESTIMATED COST	 	FIXED FEE	 	COST & FIXED FEE
	0001

	 	The Contractor shall furnish the
necessary personnel and
facilities to conduct the
research effort as described in
Section C.
	 	$	7,377,883	 	 	$	299,552	 	 	$	7,677,435	 
	 

	 	000101 ACRN:AA $2,400,000	 	 	 	 	 	 	 	 	 	 	 	 
	 

	 	000102 ACRN: AC $1,285,129	 	 	 	 	 	 	 	 	 	 	 	 
	 

	 	000103 ACRN: AD $1,598,937	 	 	 	 	 	 	 	 	 	 	 	 
	 

	 	000104 ACRN: AE $1,100,114	 	 	 	 	 	 	 	 	 	 	 	 
	 

	 	000105 ACRN: AF $899,976	 	 	 	 	 	 	 	 	 	 	 	 
	 

	 	000106 ACRN: AG $393,279	 	 	 	 	 	 	 	 	 	 	 	 
	0002

	 	Reports and Data in accordance
with Exhibit A(DD Form 1423)
	 	 	 	 	 	 	 	 	 	NSP

	0003

	 	OPTION 1 — Wave Tank Test 2;
Validate Numerical Models
	 	$	99,850	 	 	$	5,991	 	 	$	105,841	 
	0004

	 	OPTION 2 — On-going Ocean Test
-Continue Monitoring
	 	$	107,979	 	 	$	6,479	 	 	$	114,458	 
	 

	 	000401 ACRN: AC $77,220	 	 	 	 	 	 	 	 	 	 	 	 
	0005

	 	OPTION 3 — Complete System Removal
	 	$	391,710	 	 	$	15,599	 	 	$	407,309	 
	 

	 	000501 ACRN: AA $91,800	 	 	 	 	 	 	 	 	 	 	 	 
	 

	 	000502 ACRN: AB $116,146	 	 	 	 	 	 	 	 	 	 	 	 
	 

	 	000503 ACRN: AC $37,238	 	 	 	 	 	 	 	 	 	 	 	 
	 

	 	000504 ACRN: AG $162,125	 	 	 	 	 	 	 	 	 	 	 	 
	TOTAL ESTIMATED CONTRACT CONSIDERATION:	 	$	7,877,572	 	 	$	321,630	 	 	$	8,199,202	 







	3)	 	This modification adds additional tasks via Attachment 5, entitled “Statement of Work
P00011” and associated with CLIN 0001 and 0005.
	 
	4)	 	SECTION F- DELIVERIES OR PERFORMANCE is hereby revised to read as follows:






1. The research effort to be performed under this contract shall be conducted during the
period from 11 Feb 2002 through 31 December 2007




     Item No. 0002 of Section B (Reports and Data) shall be delivered within the time
periods stated in Exhibits A &B. F.O.B. Destination.



     5) SECTION G — CONTRACT ADMINISTRATION DATA, paragraph 1.5, entitled “Allotment of
Funds”, is revised to read as follows:



			
	 	 	 
	Contract Number N00014-02-C-0053

Modification Number P00011
	 	PAGE 2






 









 






“1.5 ALLOTMENT OF FUNDS




     (a) It is hereby understood and agreed that this contract will not exceed a total amount of
$8,199,202; including an estimated cost of $7,877,572 and a fixed fee of $321,630.




     (b) CLIN 0001 is fully funded.




     (c) CLIN 0003 is not funded.




     (d) It is hereby understood and agreed that CLIN 0004 will not exceed a total amount of
$114,458: including an estimated cost of $107,979 and a fixed fee of $6,479. The total
amount presently available for payment and allotted to CLIN 0004 is $77,220: including an
estimated cost of $72,849 and a fixed fee of $4,371.




     (e) CLIN 0005 is fully funded.




     (f)
It is estimated that the amount allotted of $8,199,202 will cover the remaining period
of performance. No additional funding is anticipated to be provided under this effort.”




	6)	 	SECTION H — SPECIAL CONTRACT REQUIREMENTS, paragraph 6.0 is hereby added:






Disposition of Buoy 2




Pursuant to 15 U.S.C. 638 as implemented by the U.S. Small Business Administration Small
Business
Innovation Research Program Policy Directive, title to Buoy 2 shall vest in the Contractor. The
Contractor agrees that no charge will be made to the Government for any depreciation,
amortization,
or use of the Buoy 2 equipment under any existing or future Government contract or subcontract
there under.




	7)	 	This modification increases the Estimated Cost of the contract by $502,744. the Fixed Fee by
$22,261. and the Total Estimated Cost & Fixed Fee by $525,005. All other terms and conditions
remain unchanged.








			
	 	 	 
	Contract Number N00014-02-C-0053

Modification Number P00011
	 	PAGE 3







 









 








Attachment 5. “Statement of Work — P00011”




Statement of Work (SoW) for Contract N00014-02-C-0053

Modification P00011

September 7, 2007




Buoy 1 Tasks (CLIN 0005)



Task B I -T6.0a. Remove hydraulic accumulator and other hydraulic equipment. — Ocean Power
Technologies (OPT) will remove the hydraulic equipment not planned for further use from the seabed.
This includes removal of the accumulator rack, hydraulic hoses. hydraulic cylinder-manifold
assembly and fluid. This equipment will be transported to Honolulu. OPT will also dispose of system
components that are no longer necessary for continuing system testing.



Task B1 -T6.0b. Remove all pods. OPT will retrieve the pods from the seabed, tow them to MCBH.
remove them from the water and transport them to Honolulu. OPT will dispose of system components
that are no longer necessary for continuing system testing. At the conclusion of this contract, the
Government will transfer Government owned system components required for continuing tests from this
contract to the applicable OPT contract.




Buoy 2 Tasks (CLIN 0001)




Task B2-T3.2. Inspection. Maintenance and Minor Repair for Buoy 2 for one month period



OPT will inspect, maintain & provide minor repairs for Buoy 2 for the one month period of
deployment during June 2007.



A minor repair is defined as an activity that at most requires a small vessel with two scuba divers
and an engineer for a repair accessible either near the buoy’s mast or a land-based equipment
replacement. Typical buoy minor repair items may include replacement of the RF antenna or GPS,
hydraulic rod joint connection, mast box, radar reflector, or navaid light. Typical land based
equipment repairs would consist of replacement of a receiver antenna, control circuit board, data
acquisition system components or other bunker equipment.



OPT will contract as required with an experienced offshore contractor to make routine visual
inspections of the buoy, cable and anchor components to check for corrosion, marine growth and
wear, and perform minor repairs or maintenance on the sea-based equipment.




Task B2-T4.0. Program and Technical Management



OPT will continue to provide program and technical management through the period of performance and
close-out of the contract. The OPT technical manager will provide the overall technical direction
for this effort in coordination with the program manager. OPT will continue to provide reports in
accordance with the Contract Data Requirements List (CDRL) Items.




Task B2-T5.1. Buoy 2 Recovery & Disposition



At the end of the ocean test, OPT will recover Buoy 2 from the ocean test site for temporary
storage at Marine Corps Base Hawaii (MCBH). An experienced contractor in marine engineering will be
selected for this task. Additional transport of the buoy from MCBH will be at OPT’s expense.




Task B2-T5.2. Buoy 2 Root Cause Analysis




			
	 	 	 
	Contract Number N00014-02-C-0053

Modification P00011
	 	Page 1







 









 







OPT will perform root cause analysis to determine the cause of the malfunction to the hydraulic
power take-off system. OPT will disassemble the buoy preserving the hydraulic subsystem and send
the system components out for independent analyses. This includes metallurgical analysis and
inspection of the major hydraulic system components to include the hydraulic cylinders, manifolds,
motors and hydraulic fluid. OPT will also provide a report outlining the results of the root cause
analysis.




			
	 	 	 
	Contract Number N00014-02-C-0053

Modification P00011
	 	Page 2







 












 










FINANCIAL ACCOUNTING DATA SHEET — NAVY




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	1. CONTRACT NUMBER (CRITICAL)	 	 	2. SPIIN (CRITICAL)	 	 	3. MOD (CRITICAL)	 	 	4. PR NUMBER	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	N0001402C0053	 	 	 	 	 	 	 	 	 	 	 	 	P00011	 	 	07PR06944
- 01	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	6. LINE OF ACCOUNTING	 	 	 	7.	 	 	 	 	 	NAVY INTERNAL 
USE ONLY 
REF DOC/ACRN	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	CLIN/SLIN

	 	 	A.
	 	 	B.	 	 	C.
	 	 	D.	 	 	E.
	 	 	F.	 	 	G.	 	 	H.	 	 	I.
	 	 	J.	 	 	K.	 	 	 	 	 	 	 	 	 	 	AMOUNT
(CRITICAL)
	 	 	 	 	 	 
	 	 

	 	 	ACRN
	 	 	APPROPRIATION
	 	 	SUBHEAD
	 	 	OBJ
	 	 	PARM
	 	 	RFM
	 	 	SA
	 	 	AAA
	 	 	IT
	 	 	PAA
	 	 	COST CODE
	 	 	 	 	 	 	 	 
	 	 

	 	 	(CRITICAL)
	 	 	(CRITICAL)
	 	 	(CRITICAL)
	 	 	CLA
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	(CRITICAL)
	 	 	 	 	 	 	 	 	 	 	PROJ
	 	 	 	 	 	 	 	PDU	 	 	 	 	 	 	 	 
	 	 

	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	UNIT
	 	 	MCC
	 	 	& SUF	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 

	 	 	AG
 
	 	 	1761319	 	 	W3DK
	 	 	 	255	 	 	 	RA
	 	 	 	333	 	 	 	 	0	 	 	 	 	068342	 	 	 	2D
	 	 	 	000000	 	 	 	 	09690	 	 	 	 	000	 	 	 	4KT0
	 	 	$525,005.00	 	 	 	 	 	PR#07PR06944-01 FRC : 34KT	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	PAGE TOTAL
 	 	 	$525,005.00	 	 	 	 	 	 	 
	 	GRAND TOTAL	 	 	$525,005.00	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	PREPARED/AUTORIZED
BY:	 	 	COMPTROLLER APPROVAL:	 	 
	 	 	 	     FOR FISCAL DATA AND SIGNATURE	 
	 	 	 	     BY    
          
          
          
              
                
                  for COMPTROLLER, ONR CONTRACT REVIEWED	 
	 	DATE:

	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	DATE:
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 





ONR AWARD
FORM (10/99) — version 1.1


Page 1 of 2










 











FINANCIAL ACCOUNTING DATA SHEET — NON-NAVY DoD ACTIVITIES




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	1.
CONTRACT
NUMBER
(CRITICAL)

	 	 	 	2. SPIIN (CRITICAL)
	 	 	3. MOD (CRITICAL)
	 	 	4. PR NUMBER	 	 	 	 
	 	N0001402C0053	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	P00011	 	 	07PR06944-01	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	5.	 	 	6.	 	 	7.	 	 	 	 	 	8.	 	 	 	 	 	NAVY INTERNAL
USE ONLY
REF DOC/ACRN	 
	 	CLIN/SLIN

	 	 	ACRN
	 	 	ACCOUNTING CITATION	 	 	AMOUNT
	 	 	 	 	 	 
	 	 

	 	 	(CRITICAL)
	 	 	 	 	 	 	 	 	 	 	(CRITICAL)
	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
This page is intentionally blank

 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	PAGE TOTAL
 	 	 	$.00	 	 	 	 	 	 	 
	 	GRAND TOTAL	 	 	$.00	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	PREPARED/AUTHORIZED BY:

	 	 	 	 	 	 	COMPTROLLER APPROVAL:
	 	 	 	 	 	 
	 	 

	 	 	 	 	 	 	     FOR FISCAL DATA AND SIGNATURE
	 	 	 	 	 	 
	 	 

	 	 	 	 	 	 	     BY    
          
          
          
              
                
                  for COMPTROLLER, ONR CONTRACT REVIEWED
	 
	 	DATE:	 	 	DATE:
 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 





ONR AWARD
FORM (10/99) — version 1.1


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