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CONTRACT FOR PROFESSIONAL SERVICES THIS AGREEMENT is made this day of , 20, in the Territory of the Virgin Islands, by and between the Government ofthe Virgin Islands, Department ofProperty and Procurement, on behalf of the Virgin Islands Department of Justice (hereinafter referred to as ‘Government” or “DOJ”) and Brian Laik (hereinafter referred to as “Contractor”). WITNESSETH: WHEREAS, the Government is in need of the services of a Contractor to assist the DOJ in preparing and responding to legislative inquiries, drafting policies and procedures for the Department, review of medical malpractices cases and specialized projects as designated by the Attorney General or her designee, which duties and responsibilities are more particularly described in Addendum I (Scope of Services) attached hereto; and WHEREAS, the Contractor was selected in accordance with 31 V.I.C. § 239(a)(8); and WHEREAS, the Contractor represents that it is willing and capable of providing such services; 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 Services) attached hereto and made a part of this contract. 2. TERM AND EFFECTIVE DATE The term of this Contract shall be from Januaiy 1, 2022 to December 31, 2023. Upon the date of execution of this Contract by the Conunissioner of the Department of Property and Procurement, 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 a period of two additional two year terms subject to the same conditions noted herein, by providing the Contractor with sixty (60) days written notice of the Government’s election to renew. 3. COMPENSATION The Government, in consideration of the satisfactory performance of the services described in Addendum I (Scope of Services), agrees to pay Contractor the sum of ONE HUNDRED THOUSAND and 00/1 00 DOLLARS ($100,000.00) per annum in accordance with the provisions set forth in Addendum II (Compensation) attached hereto and made a part of this contract and incLuding travel expenses as indicated in Paragraph 4. RFP No. Contractor’s initials: Contract No. 26th January 22 N/A P041DOJT22 4. 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, 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 S4.650. Contractor shall travel to the Territory at the discretion of the Attorney General, at least, twice yearly. 5. RECORDS The Contractor when applicable, will present documented precise records of time and/or money expended under this Contract. 6. PROFESSIONAL STANDARDS The Contractor agrees to maintain the professional standards applicable to his profession and to consultants doing business in the United States Virgin Islands. Contractor agrees to provide a certificate of good standing from each jurisdiction in which a bar membership is held. Said certificate(s) shall be delivered by the date the Contractor executes this Contract. 7. DOCUMENTS, PRINTOUTS, ETC. All documents, books, records, instructional materials, programs, printouts, and memoranda of every description derived therefrom and pertaining to this Contract shall become the property of the Government and shall be turned over to it at the tennination of this Contract. The above described materials shall not be used by Contractor or by any other person or entity except upon the written permission of the Government. $. UABILITV 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, gross receipt, excise, and social security taxes for Contractor, its servants, agents or independent contractors. 9. ASSIGNMENT The Contractor shall not subcontract or assign any part of the services under this Contract without the prior written consent of the Government. RFP No. 2 Contractor’s hiitiats: ________ Contract No. N/A P041DOJT22 10. INDEMNIFICATION Contractor agrees to indemnii’, defend and hold harmless Government from and against any and alL loss, damage, liability, claims, demands, detriments, costs, charges and expenses (including attorney’s fees) and causes of action of whatsoever character which Government may incur, sustain or be subjected to, arising out of or in any way connected to the services to be performed by Contractor under this Contract and arising fmm any cause, except the sole negligence of Government. 11. INDEPENDENT CONTRACTOR The Contractor shall perfonn this Contract as an independent contractor and nothrng herein contained shall be construed to be inconsistent with this relationship or status. 12. 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. 13. 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 speci1’ing 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 ofany of the terms, conditions, or provisions of this Contract, but the same shall be strictly limited and restricted to the extent and occasion specified in such signed writing or writings. 14. ENT!RE 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. 15. 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 3 RFP No. Coritictor’s Initials: ______ Contiact No. N/A P041DOJT22 secure itself or to satisfy such claims. Government will inunediately notify the Contractor in writing in the event that it elects to exercise its right to withhold. 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. 16. CONDITION PRECEDENT This Contract shall be subject to the availability and appropriation of funds and to the approval of the Commissioner of the Department of Property and Procurement. 17. TERMINATION Either party Will have the right to terminate this Contract with or without cause on thirty (30) days written notice to the other party specifying the date of termination. 18. 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 by providing thirty (30) days written notice to the Contractor. This partial termination shall be effected by delivering to the Contractor 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 oftermination, including payment for the period of the thirty (30) days’ notice. 19. NON-DISCRIMINA11ON 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. 20. 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 ofthe Legislature, or any other elected territorial official; or an officer or employee of the legislative, executive, orjudicial branch ofthe 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: 4 RFP No. Contractor’s initials:_____ Contract No. N/A P041DOJT22 (1) fainillarized itself with the provisions ofTitle 3, Chapter 37 ofthe 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; and (iii) no financial interest in the Contract as that term is defined in section 1101(1) of said Code chapter. 21. NOTICE Any notice required to be given by the Terms ofthis 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 1). Thomas Commissioner Department ofProperty and Procurement 8201 Sub Base, Suite 4 St. Thomas Virgin Islands 00802 Denise N. George, Esq. Attorney General V.1. Department of Justice 3438 Kronprindsens Gade GERS Building, 2nd Floor St. Thomas, VI 00802 CONTRACTOR Brian Laik Attorney 4907 Goodrich Rd. Valparaiso, IN 46385 22. LICENSURE The Contractor covenants that it has: (a) obtained all of the applicable licenses or permits, permanent, temporaiy, or otherwise as required by Title 27 ofthe Virgin Islands Code; (b) familiarized itselfwith the applicable provisions ofTitle 27 of the Virgin Islands Code pertaining to professions and occupations (c) obtained all licenses required of attorneys practicing in the Virgin Islands, including attorney registration with the V.1. Supreme Court. 5 RFP No. Contractor’s Initials: \‘ -‘ contract No. N/A P041DOJT22 23. OTHER PROVISIONS Addenda 1, II and Ill attached hereto are a part of this Contract and are incorporated herein by reference. 24. FALSE CLAiMS Contractor warrants that it shall not, with respect to this Contract, make or present any claim upon or against the Government ofthe 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. 25. 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 occurrenc&’ 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 properly damage. Insurance policy(ies) shall name the Government ofthe Virgin Islands as the certificate holder and additional insured via an endorsement. (Insurance limits may be reduced subject to DPP’s approval, however, insurance limits cannot be less than the total compensation value of the contract. Contracts valued in excess of $1,000,000.00 will require additional coverage subject to DPP’s approval). THIS PROVISION IS NOT APPLICABLE. (b) PROFESSIONAL LIABILITY: Professional liability insurance, in a form acceptable to the Government, which covers the services being performed under this Contract, with 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. (Insurance limits may be reduced subject to the approval ofDPP, however, insurance limits cannot be less than the total compensation value of the contract. Contracts valued in excess of $1,000,000.00 will require additional coverage subject to DPP’s approval). THIS PROVISION IS NOT APPLICABLE. (c) WORKERS’ COMPENSATION: Contractor shall supply current coverage under the Government Insurance Fund or other form of coverage. THIS PROVISION IS NOT APPLICABLE. 6 j RFP No. Conbctor’s Initials: ______ Contract No. N/A P041DOJT22 IN WITNESS WHEREOF, the parties have hereunto set their hands on the day and year first above written. WITNESSES: GOVERNMENT OP THE VIRGIN ISLANDS ese rge, . Attorney ( 4 -/44-- Department of Justice Anthony D. Thomas, Commissioner Date _________________ Department of Property and Procurement CONTRACTOR Brian Laik Date Cn,tfLj_1_’__ Attorney DEPARTMENT OFJUSTICEBY:/?/1Jäie 1/25/2022 ssistant Attorney eneral PURCHASE ORDER NO._______ _________ CERTIFICATE OF APPROVAL I hereby certify that this is a true and exact copy ofContract No. ______________ entered into between the Department of Property and Procurement and _____________________ Anthony D. Thomas, Commissioner Department of Property and Procurement RFP No. Contractor’s Inhials: Contract No. 1/26/2022 N/A P041DOJT22