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MEMORANDUM OF AGREEMENT THIS MEMORANDUM OF AGREEMENT (“MOA”) is made this 10thday of April , 2025 in the Territory of the Virgin Islands, by and between the United States Virgin Islands Office of Disaster Recovery/V.I. Public Finance Authority, (hereinafter referred to as “ODR-PFA”) and the Office of Lieutenant Govemor, (hereinafter referred to as “Contractor” and “OLG") through the Department of Property and Procurement. WITNESSETH: WHEREAS, ODR-PFA is in need of the services of a Contractor to provide Territorial Geospatial Information and facilitate ODR-PFA data in useable, digital format; and WHEREAS, OLG Geospatial Information Systems Division which maintains the Territory’s real property maps, ownership, Parcels and Estates information, and other United States Virgin Islands Land Infrastructure data in digital format and which duties and responsibilities are more particularly described in Addendum I (Scope of Services) attached hereto: and WHEREAS, the Office of the Lieutenant Govermor was selected in accordance with 31 V.LC. § 239(a)(8); and WHEREAS, the Office of the Lieutenant Governor represents that it is willing and capable of providing such services. NOW, THEREFORE, in consideration of the mutual covenants herein contained, and intendingto be legally bound by this written instrument, the parties hereto do covenant and agree as follows: 1. SERVICES The Contractor will provide ODR-PFA with access to its GIS Platform in accordance with the provisions outlined in in Addendum I (Service Provisions), I], III, IV, V, VI, and VII, which are attached hereto and made a part of this Agreement. 2. TERM AND EFFECTIVE DATE This MOA shall be effective upon the date of execution of this MOA by the Commissioner of the Department of Property and Procurement and shall terminate ten (10) years thereafter. The ODR- General Contract No. G0170LGT25 Initiats: MAO PFA in its sole discretion, shall have the option to renew this MOA for a period of one (1) additional year subject to the same terms noted herein, by providing the Office of the Lieutenant Governor with sixty (60) days written notice of the ODR-PFA’s clection to renew. 3. COMPENSATION The ODR-PFA, in consideration of the satisfactory performance of the services described in Addendum I (Service Provisions), agrees to pay the OLG a sum not to exceed Ten Thousand Dollars ($10,000.00) annually in accordance with the provisions set forth in Addendum II (Compensation) attached hereto and made a part of this MOA. 4. TRAVEL EXPENSES Inclusive of the compensation for services as specified in Paragraph 3 (Compensation) above, the ODR-PFA agrees to pay documented transportation, subsistence, lodging and other travel expenses, while in travel status, for trips which have becn authorized in writing, in advance, by the ODR-PFA. These costs shall be advanced or reimbursed on the same basis as is applicable to non- contract employees of the ODR-PFA, or as agreed to by an Addendum to this Contract, however, said costs and expenses shall not exceed N/A. 5. RECORDS The OLG when applicable, will present documented precise records of time and/or moncy expended under this Contract. 6. PROFESSIONAL STANDARDS The OLG agrees to maintain the professional standards applicable to its profession and to consultants doing business in the United States Virgin Islands. 7. DOCUMENTS, PRINTOUTS, ETC. All ODR-PFA documents, books. records, instructional materials, programs, printouts and memoranda of every description derived therefrom and pertaining to this MOA shall remain the property of the ODR-PFA. The above-described materials shall not be used by the OLG or by any other person or entity except upon the written permission of the ODR-PFA. All OLG GIS data will remain the property of OLG, in accordance with Addendum VI, attached hercto and made a part of this Agreement. General Contract No. GO170LGT25 Initials Aq 8. ASSIGNMENT The OLG shall not subcontract or assign any part of the services under this MOA without the prior written consent of the ODR-PFA. 9. INDEPENDENT CONTRACTOR The OLG shall perform this MOA as an independent contractor, and nothing herein contained shall be construed to be inconsistent with this relationship or status. 10. GOVERNING LAW This MOA shall be governed by the laws of the United States Virgin Islands and jurisdiction shall remain in the United States Virgin Islands. 11. WAIVERS AND AMENDMENTS No waiver, modification or amendment of any term condition or provision of this MOA 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, orprovisions of this MOA, but the same shall be strictly limited and restricted to the extent and occasion specified in such signed writing or writings. 12. ENTIRE AGREEMENT This MOA 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, 13. RIGHT TO WITHHOLD If work under this MOA ts not performed in accordance with the terms hereof, ODR-PFA will have the right to withhold out of any payment due to the OLG, such sums as ODR-PFA may deem ample to protect it against loss or to assure payment of claims arising therefrom, and, at its General Contract No. G0170LGT25 Initials: RA option, ODR-PFA may apply such sums in such manner as the ODR-PFA may deem proper to secure itself or to satisfy such claims. ODR-PFA will immediately notify the OLG in writing in the event that it elects to exercise its right to withhold. No such withholding or application shall be made by ODR-PFA and while the OLG gives satisfactory assurance to ODR-PFA that such claims will be paid by OLG or its insurance carrier, if applicable in the event that such contest is not successful. 14.CONDITION PRECEDENT This MOA shall be subject to the availability and appropriation of funds and to the approval of the Commissioner of the Department of Property and Procurement. 15. TERMINATION Either party will have the right to terminate this MOA with or without cause on thirty (30) days written notice to the other party specifying the date of termination. 16. PARTIAL TERMINATION The performance of work under this MOA may be terminated by the ODR-PFA. in part, whenever the ODR-PFA shall decm such termination advisable by providing thirty (30) days written notice to the OLG. This partial termination shall be effected by delivering to the OLG a Notice of Partial Termination specifying the extent to which the term and/or duties under this MOA are terminated and the date upon which such termination becomes effective. The OLG shall be entitled to receive payment for services provided to the date of termination, including payment for the period of the thirty (30) day notice. 17. 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 MOA on account of racc, creed, color, scx, religion, disability, or national origin. General Contract No GO17OLGT25 © (rritiats A> 18.CONFLICT OF INTEREST The OLG 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 MOA. 19. NOTICE Any notice required to be given by the terms of this MOA 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 Lisa M. Alejandro Commissioner Department of Property and Procurement 8201 Subbase, Suite 4 St. Thomas U.S. Virgin Islands 00802 Adrienne L. Williams-Octalien Director Office of Disaster Recovery | V.I. Public Finance Authority 14A & 14C Strand Street | Frederiksted, VI 8000 Nisky Center, Suite 1 | St. Thomas, VI 402 Strand Street | Frederiksted, V1 00840 L. Christopher George, GIS Administrator on behalf of Hon. Tregenza A. Roach Esq. Lieutenant Governor 5049 Kongens Gade #18 St. Thomas Virgin Islands 00802 20. LICENSURE The OLG covenants that it has: (a) obtained all of the applicable licenses or permits, permanent, temporary, or otherwise as required by Title 27 of the Virgin Islands Code; and General Contract No, GO17OLGT25 Initials: AO (b) familiarized itself with the applicable provisions of Title 27 of the Virgin Islands Code pertaining to professions and occupations. 21. OTHER PROVISIONS Addendum J, II, ITI, 1V, V, V1 and VII attached hereto are a part of this MOA and are incorporated herein by reference, 22. DEBARMENT CERTIFICATION By execution of this MOA, the OLG certifies that it is eligible to receive awards using federally appropriated funds and that tt has not been suspended or debarred from entering into agreements with any federal agency. The OLG 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 OLG er any subcontractor misrepresents its eligibility to receive contract awards using federal funds, the OLG or subcontractor agrees that it shall not be entitled to payment for any work performed under this MOA or any subcontract and that the OLG or subcontractor shall promptly reimburse the ODR- PFA for any progress payments heretofore made. 23.FALSE CLAIMS The OLG warrants that it shall not, with respect to this MOA, make or present any claim upon or against the ODR-PFA, or any officer department, board, commission, or other agency thereof, knowing such claims to be false, fictitious, or fraudulent. The OLG acknowledges that making such a false, fictitious, or fraudulent claim is an offence under Virgin Islands law, 24. 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 clatm is a federal offence. Ciencral Contract No. G01 7OLGT25 fivitials Bibs cf; FACSIMILE, ELECTRONIC & DIGITAL SIGNATURES A facsimile, electronic or digital signature on this Contract shall be deemed an original and binding upon the Parties hereto IN WITNESS WHEREOF, the parties have hereunto set their hands on the day and year first above written WITNESSES: GOVERNMENT OF THE VIRGIN ISLANDS L625 IMMER, “hh € Adritnne L wil liamts-Octalien Director Office of Disaster Recovery | V.I. Public Finance Authority ya 04/10/2025 Hagelin A Horan Date kK Lisa M. Alejandro” ump Commissioner Department of Property & Procurement Hon e Tregefiza A. oa A em reg emor io Cees one of the Lieutenant Governor APPROVED AS TO LEGAL SUFFICIENCY ¢ 4/10/2025 DEPARTMENT OF JUSTICE BY: reve Date Assistant Attorney General PURCHASE ORDER NO Initials: General Contract No. GO17OLGT25