USVI Public Records

Document text

DocuSign Envelope ID: 7BDD198C-8980-420F-8A49-ODFCC3F45AFC t OPCMR AMENDMENT No.3 OF PROFESSIONAL SERVICES CONTRACT THIS AMENDMENT made as of the ______ da> of ____________. 2 in the Territory of the Virgin Islands. by and between the Government of the Virgin Islands DEPARTMENT OF PROPERTY AND PROCUREMENT. on behalf’ of the DEPARTMENT of EDUCATION whose address is 1834 Kongens Gade. St. Thomas. U.S. Virgin Islands 00802 (hereinafter referred to as Go’ernment”) and PowerSchool Group LLC whose address is 72 Ki’onprindsens Gade. Waterfront Center. Suite A St. Thomas. U.S. Virgin Islands 00802 Lhereinafter referred to as “Contractor”). Both parties witness to being duly authorized to execute this agreement and will attest accordingly when and where necessary. WITNESSETH WHEREAS, the Goernment seeks to amend Contract No. P144DOET21 to include Addendum Ill “Provisions from 2 CFR 200 - i\ppendix IF’: and WHEREAS, Contract No. PI44DOET2I represents the Government’s Third and final renewal option of Contract No. POI4DOETI9; WHEREAS, Contract No. PO14DOFTI9 as approved by the Governor on December 23. 2018. the Parties exercised the First Renewal Option (Contract No. POO4DOET2O) which as approved by the Commissioner of Property and Procurement on October 28. 2019. Renewal Option No. I was amended (Contract No. P0501)OET2O) and approved by the Governor on April 27, 2020. the Parties exercised the Second Renewal Option (Contract No. POO5DOET2I) ‘,hich was approved by the Commissioner of Property and Procurement on October 23, 2020, Reneal Option No. 2 was amended (Contract No. P078D0T21) and approved by the Governor on May 20. 2021, the Parties exercised their third and final Renewal Option approved by the Commissioner of Property and Procurement on September 30. 202 I. (all of which constitutes as the “Contract”) in which the Government contracted with Contractor to host and provide specialized professional development training and consultation services to state and district administrators on its updated territory-wide Student Information System (SIS). “PowerSchool”; and WHEREAS, Contract No. P144DOET2I expires pursuant to its terms on October 28. 2022: and NOW THEREFORE. for mutual and valuable consideration, the receipt and sufficiency of which is hereby acknowledged. the parties hereto agree as follows: 1 (DS Contractor’s initial:I Contract No._______________ 20th June P113DOET22 DocuSign Envelope ID: 7BDD198C-8980-420F-8A49-ODFCC3F45AFC OPCMR TERMS AND CONDITIONS I. Addendum Ill “Provisions from 2 CFR 200 - Appendix II” is added to the contract. 2. This Amendment is subject to the approval of the Governor of’ the U. S. Virgin Islands and is subject to the appropriation and availability of funds. 3. Except as expressly amended in this Amendment, all terms of the Contract and Renewal Option No. 3 remain in full thrce and effect. Contract No. )THIS SECTION IS INTENTIONALLY LEFT BLANK) 2 Contractor’s initial P113DOET22 P113DOET22 CONTRACT FOR PROFESSIONAL SERVICES THIS CONTRACT is made this _______ day of ____________, 2018, in the Territory of the Virgin Islands, by and between the GOVERNMENT OF THE U.S. VIRGIN ISLANDS DEPARTMENT OF PROPERTY AND PROCUREMENT, on behalf of the DEPARTMENT OF EDUCATION of 1834 Kongens Gade, St. Thomas, U.S. Virgin Islands, 00802 (hereinafter referred to as “VIDE” or “Government11) and PowerSchool Group LLC (hereinafter referred to as “Contractor”) of 150 Parkshore Drive, Folsom, CA 95630. WITNESSETH: WHEREAS, the Department is in need of a Contractor to provide specialized professional development training and consultation services to state and district administrators on its updated Territory-Wide Student Information System (“S ES” or “PowerSchool”); and WHEREAS, the Contractor has perfonned services to design and develop the Department’s SIS that is currently being utilized to provide efficient and standardized data collection, analysis, and reporting of public school students’ information; and WHEREAS, the Contractor is the sole provider of the territory’s SIS, “PowerSchool”; and WHEREAS, the Contractor represents that it is willing and capable of providing the services particularly described in Addendum I (Scope of Work) attached hereto and made part of this Contract; and WHEREAS, the services are authorized pursuant to Title 3 1 V.I.C. § 239(a)(8) which permits the Government to purchase or contract for services for which it is impracticable to obtain competition; and NOW, THEREFORE, in consideration of the mutual covenants herein contained, and intending to be legally bound by this written instrument, the parties hereto do covenant and agree as follows: 1. SERVICES The Contractor will provide the services described in Addendum I (Scope of Work) pursuant to the terms and conditions of the PowerSchool Licensed Product and Services Agreement, attached hereto, incorporated herein, and made a part of this Contract. 2. TERM The term of this Contract shall commence on October 29, 2018 and shall terminate on October 28, 2019. The Government in its sole discretion shall have the option to renew the contract for three (3) additional one (1) year periods, subject to the appropriation and availability of funds, and the contractor’s satisfactory performance of the services under this contract, and provided fttrther that the Government serves written notice ofits decision to exercise said option no later than sixty (60) days prior to the expiration of the Contract. Contract No. Contractor Initials 3. ORDER OF PRECEDENCE In the event of conflicts or discrepancies among the Contract Documents, the terms and conditions of Paragraphs 1-32 shall prevail. 4. COMPENSATION The Government, in consideration of the satisfactory performance of the services described in ADDENDUM I (Scope of Work), agrees to pay Contractor the sum of TWO HUNDRED THIRTY-FOUR THOUSAND, SIX HUNDRED SEVENTY-TWO DOLLARS AND FORTY CENTS ($234,672.40) in accordance with the provijqns set forth in Addendum II (Compensation) attached hereto and made a part of this contract. 5. TRAVEL EXPENSES - Inclusive of the compensation for services as specified in Paragraph 3 (Compensation) above, the Government agrees to pay documented transportation, subsistence, lodging and other travel expenses, while in travel status to and from the U.S. Virgin Islands, for trips which have been authorized in writing, in advance, by the Government. These costs shall be advanced or reimbursed on the same basis as is applicable to non-contract employees of the Government, or as agreed to by an addendum to this Contract, however, said costs and expenses shall not exceed Twelve Thousand Dollars and Zero Cents ($12,000.00). 6. RECORDS The Contractor when applicable, will present documented precise records of time and/or money expended under this Contract. 7. PROFESSIONAL STANDARDS The Contractor agrees to maintain the professional standards applicable to its profession and to consultants doing business in the United States Virgin Islands. 8. CONFIDENTIALITY OF DOCUMENTS All documents, books, records, instructional materiaLs, programs, printouts and memoranda of every description derived therefrom and pertaining to student data collected by PowerSchool pursuant to this Contract shall become the property of the Government and shall be turned over to it at the termination of this Contract except documents and instructional materials in which the Contractor retains proprietary interest. The above described materials shall not be used by Contractor or by any other person or entity except upon the written permission of the Department. 9. LIABILITY OF OTHERS Nothing in this Contract shall be construed to impose any liability upon the Government to persons, firms, associations, or corporations engaged by Contractor as servants, agents, or independent contractors, or in any other capacity whatsoever, or make Government liable to any such persons, firms associations, or corporations for the acts, omissions, liabilities, obLigations and taxes of Contractor of whatsoever nature, including but not limited to unemployment insurance and social security taxes for Contractor, its servants, agents or independent contractors. 2 Contract No, Contractor Initials 10. ASSIGNMENT The Contractor shalL not subcontract or assign any part of the services under this Contract without the prior written consent of the Government. 11. INDEMNIFICATION Subject to the limitations on liability set forth in the attached Licensed Product and Services Agreement (Attachment A), Contractor agrees to indemnify, defend and hold harmless Government from and against any and all loss, damage, liability, claims, demands, detriments, cost, charges and expense (including attorney’s fees) and causes ofaction ofwhatsoever character which Government may incur, sustain or be subjected to, arising out of a claim by a third party and resulting from the negligence or willful misconduct of Contractor in the performance of this Contract. 12. INDEPENDENT CONTRACTOR The Contractor shall perform this Contract as an independent contractor and nothing herein contained shall be construed to be inconsistent with this relationship or status. 13. GOVERNING LAW This Contract shall be governed by the laws of the United States Virgin Islands and jurisdiction shall remain in the United States Virgin Islands. 14. WAIVERS AND AMENDMENTS No waiver, modification or amendment of any term condition or provision of this Contract shall be valid or of any force or effect unless made in writing, signed by the parties hereto or their duly authorized representatives, and specifying with particularity the nature and extent of such waiver, modification or amendment. Any such waiver, modification or amendment in any instance or instances shall in no event be construed to be a general waiver, modification or amendment of any of the terms, conditions or provisions ofthis Contract, but the same shall be strictly limited and restricted to the extent and occasion specified in such signed writing or writings. 15. ENTIRE AGREEMENT This agreement constitutes the entire agreement of the parties relating to the subject matter addressed in this agreement. This agreement supersedes all prior communications, contracts, or agreements between the parties with respect to the subject matter addressed in this Agreement, whether written or oral. 16. RIGHT TO WITHHOLD If work under this Contract is not performed in accordance with the terms hereof, Government will have the right to withhold out of any payment due to Contractor, such sums as Government may deem ample to protect it against loss or to assure payment of claims arising therefrom, and, at its option, Government may apply such sums in such manner as Government may deem proper to secure itself or to satisfy such claims. Government will immediately notify the Contractor in writing in the event that it elects to exercise its right to withhold. 3 Contract No. f/ Contractor Initials /2o/q,o T7 No such withholding or application shall be made by Government if and while Contractor gives satisfactory assurance to Government that such claims will be paid by Contractor or its insurance carrier, if applicable in the event that such contest is not successful. 17. CONDITION PRECEDENT This Contract shall be subject to the availability and appropriation of funds and to the approval of the Governor of the U. S. Virgin Islands. 18. TERMINATION Either party will have the right to terminate this Contract with or without cause on ninety (90) days written notice to the other party specifying the date of termination. 19. PARTIAL TERMINATION The performance of work under this Contract may be terminated by the Government, in part, whenever the Government shall deem such termination advisable. This partial termination shall be effected by delivering to the Contractor, one hundred and twenty (120) days in advance of such termination, a Notice of Partial Termination specifying the extent to which the term and/or duties under this Contract are terminated and the date upon which such termination becomes effective. The Contractor shall be entitled to receive payment for services provided to the date of termination, including payment for the period of the one hundred and twenty (120) day notice. 20. NON-DISCRIMINATION No person shall be excluded from participating in, be denied the proceeds of or be subject to discrimination in the performance of this Contract on account of race, creed. color, sex, religion, disability or national origin. 21. CONFLICT OF INTEREST (a) Contractor covenants that it has no interest and will not acquire any interest direct or indirect, which would conflict in any manner or degree with the performance of services required to be performed under this Contract. (b) Contractor further covenants that it is: (1) not a territorial officer or employee (i.e., the Governor, Lieutenant Governor, member of the Legislature, or any other elected territorial official; or an officer or employee of the legislative, executive or judicial branch of the Government or any agency, board, commission or independent instrumentality of the Government, whether compensated on a salary, fee or contractual basis); or (2) a territorial officer or employee and, as such, has: (i) familiarized itself with the provisions of Title 3, Chapter 37 of the Virgin Islands Code, pertaining to conflicts of interest, including the penalties provision set forth in section 1108 thereof (ii) not made, negotiated or influenced this Contract, in its official capacity; (iii) no financial interest in the Contract as that term is defined in section 1101(1) of said Code chapter. 4 Coniraci No. ( Contractor Initials POiT1 22. EFFECTIVE DATE The effective date of this Contract shall be (he day of execution of the Contract by the Governor of the U.S. Virgin Islands. 23. NOTICE Any 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 Lloyd T. Bough, Jr. Commissioner Department of Procurement 3274 estate Richmond Christiansted, U.S. Virgin Islands 00820 Sharon Ann McCollum, Ph.D. Commissioner DEPARTMENT OF EDUCATION 1834 Kongens Gade St. Thomas, U.S. Virgin Islands 00802 CONTRACTOR Hardeep Gulati CEO PowerSchool Group LLC 150 Parkshore Drive Folsum, CA 95630 24. LICENSUR.E The Contractor covenants that it has: (a) obtained all ofthe applicable licenses or permits, permanent, temporary or otherwise as required by Title 27 of the Virgin Islands Code; and (b) familiarized itself with the applicable provisions of Title 27 of the Virgin Islands Code pertaining to professions and occupations. 25. DEBARMENT CERTIFICATION By execution of this contract, the contractor certifies that it is eligible to receive contract awards using federally appropriated finds and that it has not been suspended or debarred from entering into contracts with any federal agency. The Contractor shall include this provision in each of its subcontracts hereunder and shall furnish its subcontractors with the current “LIST OF PARTIES EXCLUDED FROM FEDERAL PROCUREMENT OR NON PROCUREMENT”. In the event the Contractor or any subcontractor misrepresents its eligibility to receive contract awards S Contract No. (A Contractor Initials 1D011 using federal funds, the Contractor or subcontractor agrees that it shall not be entitled to payment for any work performed under this contract or any subcontract and that the Contractor or subcontractor shall promptly reimburse the Government of the Virgin Islands for any progress payments heretofore made. 26. FALSE CLAIMS Contractor warrants that it shall not, with respect to this Contract, make or present any claim upon or against the Government of the Virgin Islands, or any officer department, board, commission, or other agency thereof, knowing such claims to be false, fictitious or fraudulent. Contractor acknowledges that making such a false, fictitious or fraudulent claim is an offence under Virgin Islands law. 27. NOTICE OF FEDERAL FUNDING Contractor acknowledges that this Contract is funded, in whole or in part, by federal funds. Contractor warrants that it shall not, with respect to this Contract, make or present any claim knowing such claim to be false, fictitious, or fraudulent. Contractor acknowledges that making such a false, fictitious, or fraudulent claim is a federal offence. 28. LIABILITY INSURANCE The Contractor shall provide the Government with proof of General Liability Insurance coverage and Professional Liability Insurance coverage for the entire period of this Contract. The Contractor shall be insured under each policy in an amount of not less than One Hundred Thousand Dollars and Zero Cents ($100,000.00) for each occurrence. In the event that the Contractor’s existing coverage will expire before the end ofthe term of this Contract, the Contractor shall provide proof of the renewal of coverage within ten (10) days after beginning of the new period of the insurance. The policies shall be maintained with insurer(s) and in a form satisfactory to the Government, and the Contractor shall submit a Certificate of Liability Insurance and Declaration/Endorsement pages naming the Government as an additional insured and certificate holder on the commercial General Liability Policy. 29. BILLING PROCEDURES and PAYMENT The Government will pay Contractor upon receipt of properly completed invoices that shall describe and document to the Government’s satisfaction, and shall contain information, including but not limited to, the period of services covered by the invoice, description of the services performed, and the amount of fees in accordance with the compensation schedule in ADDENDUM II attached hereto and made a part ofthis Contract. Each invoice must be accompanied by applicable supporting documents, including but not limited Surveys, Action Plans, Final Report, attendance sheets, agendas, and any other deliverables due for the invoice period and shall be emailed to the Departnien’s Program Manager, James Richardson atjames.richardson@vide.vi. Payment shall be considered timely if made by the Government within forty live (45) days after receipt of properly completed invoices, and verification that the services invoiced were provided in accordance with the Contract and all applicable federal and local laws and regulations, including all applicable policies, mies and procedures pertaining to this Contract or the services provided hereunder. Payment shall be sent to the address designated by the Contractor. The Government may, at its sole discretion, withhold payments claimed by the Contractor for services 6 Contract No. (‘ Contractor InitiaJsi PG rendered ii the Contractor fails to satisfactorily comply with any term or condition of this Contract. No payments in advance or in anticipation of services or supplies to be provided under this Contract shall be made by the Government. 30. FORCE MAJEURE Neither Party shall be liable to the other for any delays or failure to perform under this Contract, as a result of conditions reasonably beyond the Party’s control including but not limited to war, terrorist acts, riot, strikes, fire, earthquakes, hurricanes, floods, or any act of God. 31. SEVERABILITY If any of the provisions of this contract are detennined to be invalid, such invalidity shall not affect or impair the validity of the other provisions, which shall be considered severable and shall remain in full force and effect. 32. OTHER PROVISIONS Addendum I, Addendum II, Attachment (A) and the Contractor’s eligibility documents are attached hereto, made a part of this Contract and are incorporated herein by reference. [THIS SECTION LEVI BLANK INTENTIONALLYJ 7 Contract No. Contractor Initials olJoT/cl IN WITNESS WHEREOF, the parties have hereunto set their hands on the day and year first above written. WITNESSES: GOVERNMENT OF THE VIRGIN ISLANDS DEPARTMENT OF EDUCATION ____ “Sharon Ann McCollum, PH’.D. Commissioner DEPARTMENT OF PROPERTY AND PROCUREMENT Lloyd T. Bough, Jr. Commissioner POWERSCHOOL GROUP LLC Hardeep GÜJ\ CEO Dte (Corporate seal, if Contractor is a corporation) Kenne E.Mapp GOVERNOR OF THE VIRGIN ISLANDS DEPARTMENT OF JUSTICE BY APPROVED AS TO LEGAL SUFFICIENCY Purchase Order No.: Date: _________ ‘Date” Account No.: LrI i 8 Contract No. Contractor 1nitiaIs) 4 A /1) Id/1 /,j-j/ De/ 1; Date CERTIFICATE OF APPROVAL I hereby certify that this is a true and exact copy of Contract No. ________________ entered into between the Department of Property and Procurement and POWERSCHOOL GROUP LLC Lloyd T. Bough, Jr., Commissioner Department of Property and Procurement 9 Contract No. Contractor Initials. DocuSign Envelope ID: 8D8BBA31 -8897-4246-A5CO-BE608DB0921 3 EXERCISE OF RENEWAL OPTION GOVERNMENT OF THE U1TED STATES VIRGIN ISLANDS DEPARTMENT OF PROPERTY & PROCUREMENT CONTRACT NO.: PO14DOETI9 DATED: October 29, 2018 EXERCISE OF RENEWAL OPTION Contractor Description of Scope of WorklServices POWERSCHOOL GROUP, LLC To provide specialized professional development training and consultation services to state and district administrators on its updated Territory- Wide Student information System (SIS”). Pursuant to the renewal option provision of Contract No. P0 14DOETI 9, and subject to the appropriation and allotment of necessary funds, notice is hereby given that the Government of the U.S. Virgin 1sands, Department of Education exercises its option to renew and does hereby renew the aforementioned contract for the period October 29, 2019 to October 28, 2020, at the stipulated cost therein. All the terms, covenants, and conditions of the contract affected shall continue in full force and effect. Please acknowledge receipt and acceptance hereby signing and returning the original to: The Department of Property and Procurement 8201 Subbase, Suite 4 St. Thomas, VI 00802 ACKNOWLEDGMENT & ACCEPTANCE: DocuSigned by: iit Lp7i1ati, CEO PowerSchool Group, LLC 10/23/2019 DATE: GOVERNMENT OF THE VIRGIN ISLANDS C acquel err -Benja in orn ioner Department of Education DATE: /6/Z// vO/% / IKTE POO4DOET2O OPCMR hona Commissioner Depart nt of Property & Procurement . eby OPCMR AMENDMENT No. 1 OF PROFESSIONAL SERVICES CONTRACT THIS AMENDMENT made as of the 27 day of April , 2020 in the Territory ofthe Virgin Islands, by and between the Government ofthe Virgin Islands DEPARTMENT OF PROPERTY AND PROCUREMENT, on behalf of the DEPARTMENT of EDUCATION whose address is 1834 Kongens Gade, St. Thomas, U.S. Virgin Islands 00802 (hereinafter referred to as “Government”) and PowerSchool Group LLC whose address is 150 Parkshore Drive, Folsom, CA 95630 thereinafter referred to as ‘Contractor”). Both parties witness to being duly authorized to execute this agreement and will attest accordingly when and where necessary. WITNESSETH WHEREAS, the Contractor designed and developed a Student Information System for the Virgin Islands Department of Education (“Department”) that provided an efficient and standardized data collection, analysis, archival, and reporting of student information; and WHEREAS, pursuant to Contract No.POO4DOET2O approved by the Commissioner of Property and Procurement on October 28, 2019 (which constitute and are hereinafter referred to as the “Contract”) and which serves as Renewal Option No.1 for Contract No. POI4DOETI9 approved by the Governor on December 23, 2018, the Government contracted with Contractor to provide specialized professional development training and consultation services to state and district administrators on its updated territory-wide Student Information System (SIS), “PowerSchool”; and WHEREAS, the Department has determined that additional customization and relative training are necessary to satisfactorily support the SIS; and WHEREAS, the parties desire to amend the Contract, to change the Scope of Work in Addendum I (Scope of Work) to include customization and professional development training in Renewal Option Year I and to increase Renewal Option No. 1 ‘s compensation by Eighty Nine Thousand, Six Hundred and Ninety Five Dollars and Ninety Five Cents ($89,695.95); and WHEREAS, the Contract expires pursuant to its terms on October 28, 2020; 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, 4 Compensation is hereby amended to increase Renewal Option No. 1 in the amount of Two Hundred Thirty-Four Thousand, Six Hundred Seventy-Two Dollars and Forty Cents ($234,672.40) by Eighty-Nine Thousand, Six Hundred Ninety Five 1 Contract No._____________ PO5ODOET2O OPCMR Dollars and Ninety Five Cents ($89,695.95) for a total amount not to exceed Three Hundred Twenty Four Thousand, Three Hundred Sixty Eight DoLiars and Thirty Five Cents ($324,368.35) by deleting all of the existing language contained therein and replacing it with new language as follows: “The Government, in consideration of the satisfactory performance of the services described in Amended Addendum I (Scope of Work) agrees to pay the Contractor the sum not to exceed Three Hundred, Twenty-Four Thousand, Three Hundred Sixty Eight Dollars and Thirty Five Cents ($324,368.35) for Renewal Option I; Three Hundred Two Thousand, Seven Hundred Sixty Three Dollars and Fifty Cents ($302,763.51) for Renewal Option 2; and ‘Three Hundred Nine Thousand, Four Hundred Fifty Four Dollars and Eighty Five Cents ($309,454.85) for Renewal Option 3. 2. Paragraph No. 5 — Travel is hereby amended to increase Renewal Year No. l’s compensation by Six Thousand Dollars ($6,000.00) by deleting all ofthe existing language contained therein and replacing it with new language as follows: “Inclusive of the compensation for services as specified in Paragraph 3 (Compensation) above, the Government agrees to pay documented transportation, subsistence, lodging and other travel expenses, whiLe in travel status, for trips which have been authorized in writing, in advance, by the Government. These costs shall be advanced or reimbursed on the same basis as is applicable to non-contract employees of the Government, or as agreed to by an addendum to this Contract, however, said costs and expenses shall not exceed Eighteen Thousand Dollars and Zero Cents ($18,000.00) for each additional one (1) year Renewal Option exercised.” 3. Paragraph No. 28 — Liability Insurance is hereby amended by deleting all of the existing language contained therein and replacing it with new language as follows: “INSURANCE Contractor shall maintain the following insurance coverages during the term of this Contract (a) COMMERCIAL GENERAL LIABILITY: Commercial general liability insurance, in a form acceptable to the Government, on a “per occurrence” basis with a minimum limit of not less than one million dollars ($1,000,000.00) for any one person per occurrence for death or personal injury and one million dollars ($1,000,000.00) for any one occurrence for property damage. Insurance policy(ies) shall name the Government of the Virgin Islands as the certificate holder and additional insured via an endorsement. (b) PROFESSIONAL LIABILITY: Professional liability insurance, in a form acceptable to the Government, which covers the services being performed under this Contract, with 2 Contract No._____________ PO5ODOET2O OPCMR policy limits of not less than one million dollars ($1,000,000.00) per claim. The Government shall be listed thereon as a certificate holder. (c) WORKERS’ COMPENSATION: Contractor shall supply current coverage under the Government Insurance Fund or other form ofcoverage. 4. Addenda I and II of the Contract are revised by deleting all tenns contained therein and inserting in lieu thereof all of the terms contained in the new Addenda 1,11, and Attachment(s) attached hereto as Exhibit “A”. 5. This Amendment is subject to the approval of the Governor of the Virgin Islands and to the appropriation and availability of funds. 6. Except as expressly amended in this Amendment, all terms of the Contract and Amendment No. I remain in full force and effect. ITHIS SECTION IS INTENTIONALLY LEFT BLANKI Contract No.______________ 3 PO5ODOET2O ‘ OPCMR IN WITNESS WHEREOF, the Parties have hereunto set their hands on the day and year first above written. 4- )0Jrn. 2. nossioner Department of Educati AnIhon3(WThomas, Commissioner Department of Property & Procurement WITNESSES CONTRACTO HardeE(’u ti, CEO Powef&4 Group, LLC Datd APPROVED: Honorable Albert Bryan Jr. GOVERNOR OF THE VIRGIN ISLANDS APPROVED AS TO LEGAL SUFFICLENCY DEPARTMENT OF JUSTICE BY: ______ Date: 4-27-2020 Caro I E. ,tally signed by Carol E McDonald, DN; cn=Caro 0. McDonald, Esq., o, ou. EVIci)onaId, Esq. enaiI=casoI.mcdonald@doj vov. Date: 2020.04.06 12:52:48 -0400 PURCHASE ORDER NO._____ CERTIFICATE OF APPROVAL Contract No.______________ PO5ODOET2O 4 3 WITNESSES: GOVERNMENT OF THE VIRGIN ISLANDS ate 3/30/2020 Date 2. DocuSign Envelope ID: 41 F9B4D4-OOBF-428A-860C-A7482F926C68 EXERCISE OF RENEWAL OPTION GOVERNMENT OF THE UNITED STATES V[RGIN ISLANDS DEPARTMENT OF PROPERTY & PROCUREMENT OPCMR Contractor EXERCISE OF RENEWAL OPTION No.2 Description of Scope of Work/Services CONTRACT NO: POI4DOETI9 as amended by PO5ODOET2O DATEI): December 23, 2018 Power School Group, LLC 150 Parkshore Drive Folsom, CA 95630 Pursuant to the renewal option provision of Contract No. PO14DOETI9 as amended by PO5ODOET2O, and subject to the appropriation and allotment of necessary funds. notice is hereby given that the Government of the U.S. Virgin Islands. Department of Education exercises its second option to renew and does hereby renew the aforementioned contract for the period October 29, 2020 to October 28, 202 I . at the stipulated cost of Three 1-fundred Tvo Thousand, Seven Hundred SLvti’-Three Dollars and Fifty-One Cents ($302, 763.51). All the terms, covenants, and conditions of the contract affected shall continue in full fbrce and effect. Please acknowledge receipt and acceptance hereby signing and returning the original to: The Department of Property and Procurement 8201 Subbase, Suite 4 St. Thomas, Vi 00802 ACKNOWLEDGMENT & ACCEPTANCE: ____OocuSigr1ed by P&iUp_J4c ______________ Philip R iJ?e President Controller PowerSchool Group, LLC 10/19/2020 DATE: __________ - nthony 1homas, Commissioner 1Department of Property & Procurement POO5DOET2 1 GOVERNMENT OF THE VIRGIN ISLANDS — erry-’éñjàni Cniibñer Department of Education DATE: /2%/ô 10/23/2020 DATE To provide specialized professional development training and consultation services to state and district administrators on its updated Territory-Wide Student information System (SlS). DocuSign Envelope ID: F335E1A0-DSO1-4A43-B24B-8383EA7E2672 AMENDMENT No.2 OF PROFESSIONAL SERVICES CONTRACT THIS AMENDMENT made as of the 20th day of May , 2021 in the Territory of the Virgin Islands, by and between the Government ofthe Virgin Islands DEPARTMENT OF PROPERTY AND PROCUREMENT, on behalf of the DEPARTMENT of EDUCATION whose address is 1834 Kongens Gade, St. Thomas, U.S. Virgin Islands 00802 (hereinafter referred to as “Government”) and PowerSehool Group LLC whose address is 150 Parkshore Drive, Folsom, CA 95630 (hereinafter referred to as “Contractor”). Both parties witness to being duly authorized to execute this agreement and will attest accordingly when and where necessary. WITNESSETH WHEREAS, the Contractor designed and developed a Student Information System for the Virgin Islands Department of Education (“Department”) that provided an efficient and standardized data collection, analysis, archival, and reporting of student information; and WHEREAS, pursuant to Contract No. POO5DOET2I approved by the Commissioner of Property and Procurement on October 23, 2020 (which constitute and are hereinafter referred to as the “Contract)”) which serves as Renewal Option No. 2 to Contract No. POSODOET2O approved by the Governor on April 27, 2020 which served as Amendment No. I to Contract No. POO4DOET2O approved by the Commissioner of Property and Procurement on October 28, 2019 and which served as Renewal Option No. I to Contract No. PO14DOET19 approved by the Governor on December 23, 2018 through which the Government contracted with Contractor to provide specialized professional development training and consultation services to state and district administrators on its updated territory-wide Student Information System (SIS), “PowerSchool”; and WHEREAS, the Department has determined that additional services are needed to satisfactorily support the SIS customized solution platforms to include the Enrollment Express and Schoology Solutions, and a Special Programs; and WHEREAS, the parties desire to amend the Contract, to change the Scope of Work in Addendum I (Scope of Work) to acquire additional customized solution platforms to include the Enrollment Express and Schoology Solutions, and a Special Programs 504 which will increase Renewal Option No. 2’s compensation by Two Hundred Thousand, Seven Hundred Eighty- Two Dollars and Fifty-Two Cents ($200,782.52); and WHEREAS, the Contract expires pursuant to its terms on October 28, 2021; and _ 1 E _______________ Contractor’s initial:________ Contract No. PO78DOET21 DocuSign Envelope ID: F335E1A0-D801-4A43-B24B-B383EA7E2872 OPCMR 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. 4 Compensation is hereby amended to increase Renewal Option No. 2 in the amount of Three Hundred Two Thousand, Seven Hundred Sixty-Three Dollars and Fifty-One Cents ($302,763.51) by Two Hundred Thousand, Seven Hundred Eighty-Two Dollars and Fifty-Two Cents ($200,782.52) for a total amount not to exceed Five Hundred Three Thousand, Five Hundred Forty Six Dollars and Three Cents ($503,546.03) by deleting all of the existing language contained therein and replacing it with new language as follows: “The Government, in consideration of the satisfactory performance of the services described in Amended Addendum I (Scope of Work) agrees to pay the Contractor the sum not to exceed; Five Hundred Three Thousand, Five Hundred Forty-Six Dollars and Three Cents ($503,546.03) for Renewal Option 2; and Four Hundred Seventy-Seven Thousand, Nine Hundred Thirty-Seven Dollars and Thirty-Seven Cents (S477,937.37) for Renewal Option 3. 2. Addenda L 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 new Addenda 1, II, and Attachment(s) attached hereto as Exhibit “A”. 3. This Amendment is subject to the approval of thc Governor of the United States Virgin Islands and to the appropriation and availability of funds. 4. Except as expressly amended in this Amendment, all terms of the Contract and Amendment No. 1 remain in full force and effect. 5. A facsimile, electronic or digital signature on this contract shall be deemed an original and binding upon the parties hereto. ITH1S SECTION IS INTENTIONALLY LEFT BLANKI 2 Contract No. p078D0ET21 Contractor’s initial:_______ Docus4gn Envçe : F335E1A0-D801-4M3-8248.8383EA7E2672 OPCMR IN WITNESS WHEREOF, the Parties have hereunto set their hands on the day and year first above wrdtcn. WITNESSES: WITNESSES fQQ.CtiQIWd by L’ FI3F43BIC14 GOVERNMENT OF THE VIRGIN ISLANDS th___ Racquet &ny-Bcnjamin, Commissioner Department of Education Anthoi). Thomas, Commissioner Department of Property & Procurement CONTRACTOR r0ocnhd by I Vice President, Controller PowerSchool Group, LLC Av 4/1612021 Date 3/8/2021 Date Corporate seal, ifContractor is a corporation) APPROVED AS TO LEGAL DEPARTMENT OF JUSTICE BY _______ APPROVED: Ii F1V.%1I I IJ II I GOVERNOR OF THE VIRGIN ISLANDS PURCHASE ORDER NO.__________ Contract No. PO78DOET21 3 Date: _____ Contractor’s initial:_______ DocuSign Envelope ID: ABAADB53-A1 D2-47A5-B4CA-8F895054ECF4 EXERCISE OF RENEWAL OPTION GOVERNMENT OF THE UNITED STATES VIRGIN ISLANDS DEPARTMENT OF PROPERTY & PROCUREMENT CONTRACT NO: PO14DOET19 as amended by PO5ODOET2O and PO78DOET2I DATED: December 23, 2018 EXERCISE OF RENEWAL OPTION No. 3 Contractor Description of Scope of Work/Services Power School Group, LLC To provide specialized professional 150 Parkshore Drive development training and consultation Folsom, CA 95630 services to state and district administrators on its updated Territory-Wide Student information System (“SIS”). Pursuant to the renewal option provision of Contract No. POI4DOETI9 as amended by PO5ODOET2O and PO78DOET21, and subject to the appropriation and allotment of necessary funds, notice is hereby given that the Government of the U.S. Virgin Islands, Department of Education exercises its third and final option to renew and does hereby renew the aforementioned contract for the period October 29, 2021 to October 28, 2022, at the stipulated cost of Four Hundred Seventy Seven Thousand, Nine Hundred Thirty Seven Dollars and Thirty Seven Cents ($477,937.37) All the terms, covenants, and conditions of the contract affected shall continue in full force and effect. Please acknowledge receipt and acceptance hereby signing and returning the original to: The Department of Property and Procurement 8201 Subbase, Suite 4 St. Thomas, VI 00802 ACKNOWT EDGMENT & ACCEPTANCE: Docuigned by: çur 1c Phi ip cfiThi3, Vice President, Treasurer PowerSchool Group, LLC DATE: _________ ‘t) __ nthony7’fhomas, Commissioner Tt)epartment of Property & Procurement OPCMR 9/24/202 1 Racqirry-Benjamin Commissioner Department of Educatio DATE:4/i 9/30/2021 DATE P144DOET21