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EXHIBIT 10.2
CONTRACTUAL AMENDMENT 1.0
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This Contractual Amendment is made the 10th
DAY of MAY in the year 2004, and
changes the Agreement between Pacific
Ethanol, Inc. (Owner) and W.M. Lyles Co.
(Design-Builder) for services in connection
with the PROJECT (Pacific Ethanol
Plant - Construction; Ethanol Production at
the Madera Sites)
By the authorized signatures below, the
Owner and Design-Builder agree to amend
the agreement previously dated on the 7th
day of July in the year 2003 without
invalidating any Articles of the Agreement
or the terms or conditions thereof.
By all rights and requirements, Article
2.0, Paragraph 23 shall read as follows:
ARTICLE 2 -- GENERAL PROVISIONS
2.3 EXTENT OF AGREEMENT This Agreement is
solely for the benefit of the parties,
represents the entire and integrated
agreement between the parties, and
supersedes all prior negotiations,
representations or agreements, either written
or oral. The Owner and the Design-Builder
agree to look solely to each other
with respect to the performance of the
Agreement. The Agreement and each and
every provision is for the exclusive
benefit of the Owner and the Design-Builder
and not for the benefit of any third party
or any third party beneficiary,
except to the extent expressly provided in
the Agreement.
By all rights and requirements, Article
12.0, Paragraphs 12.1.2 and 12.3 shall
read as follows:
ARTICLE 12 SUSPENSION AND TERMINATION OF
THE AGREEMENT AND
