MEMORANDUM OF AGREEMENT BETWEEN

THE GOVERNMENT OF THE U.S. VIRGIN ISLANDS

OFFICE OF THE GOVERNOR

AND THE UNIVERSITY OF THE VIRGIN ISLANDS



THIS AGREEMENT is made on the 2° day of O7OGa._—« 207 in the

Territory of the U.S. Virgin Islands, by and between the Government of the U.S. Virgin Islands,

Department of Property and Procurement, on behalf of the Bureau of Economic Research,

Office of the Governor (hereinafter referred to as "Government") located at 21-22 Kongens

Gade, St. Thomas, U.S. Virgin Islands, 00802 and the University of the Virgin Islands

(hereinafter referred to as the "University" or (“UVI”) located at 2 John Brewers Bay, St.

Thomas, U.S. Virgin Islands, 00802-9990.



WITNESSETH:



WHEREAS, the purpose of this Agreement is to improve the U.S. Virgin Islands

tourism product by conducting research through carrying out coding and data capture of data

from scientific exit sample surveys of cruise ship passengers and overnight air visitors to St.

Thomas and St. Croix in the low (fall) tourist season and high (winter) tourist season and to

tabulate specified tables from these data for both districts; and



WHEREAS, it is agreed that there should be a coordinated and cooperative efforts

between the Bureau of Economic Research, Office of the Governor, and the University of the

Virgin Islands; and



WHEREAS, the Government is authorized to enter into this Agreement pursuant to

Title 17 of the Virgin Islands Code, section 467, which provides for departments and

agencies of the Government to enter into contracts with UVI; and



WHEREAS, the University of the Virgin Islands, Eastern Caribbean Center is

equipped with the expertise, personnel and experience to carry out data coding, data capture,

tabulation, and the production of reliable statistical estimates from survey data; and



WHEREAS, the University of the Virgin Islands, Eastern Caribbean Center is an

instrumentality of the Government of the United States Virgin Islands represents that it is

willing and able to perform the necessary research towards fulfilling the objectives of the

Government; and



WHEREAS, the specific objective of the Visitor Exit Survey is to produce

statistically reliable estimates of the characteristics of cruise ship and air visitors, to the U.S.

Virgin Islands; and



WHEREAS, the purpose of these surveys is intended to statistically determine the



ranking of the decision-making factors that go into visiting the U.S. Virgin Islands, and to

rank the most satisfactory and least satisfactory aspects of the tourists’ visit;



Dlon ecooakER 15

Memorandum of Agreement



The Government of the Virgin Islands and The University of the Virgin Islands



NOW, THEREFORE, it is mutually agreed between the parties hereto that:



1. TERM:



The term of this Agreement shall commence upon the signature of the Governor of

the U.S. Virgin Islands and terminate on September 30, 2015.



2 COMPENSATION:



In consideration of the performance of the services set forth herein, the Government

shall pay to the University an amount not to exceed SEVENTY-TWO THOUSAND THREE

HUNDRED SIXTY-THREE DOLLARS ($72,363.00). The compensation shall be disbursed

as follows:



A. TWENTY-FOUR THOUSAND ONE HUNDRED TWENTY-ONE DOLLARS

($24,121.00) shall be transferred upon execution of this Agreement.



B. TWENTY-FOUR THOUSAND ONE HUNDRED TWENTY-ONE DOLLARS

($24,121.00) shall be transferred upon delivery of sampling design to the

Government.



C. TWENTY-FOUR THOUSAND ONE TWENTY-ONE DOLLARS ($24,121.00)

shall be transferred upon submission of the final data tables and files or the visitor

exit survey by the University to the Government.



3. SERVICES OF THE UNIVERSITY:

The Eastern Caribbean Center of the University shall perform the following services in

fulfillment of the purpose of this Agreement set forth above, and provide the following



services:



A. Carry out data capture on survey questionnaires of cruise and air visitors to the Virgin



Islands:



e Develop computer software applications to capture the survey data

e Code the questionnaire data for efficient data tabulation



e Carry out data capture of the questionnaires’ data



e Perform some measure of data verification



o



Produce an ASCII file with data dictionary of all the captured data.

B. Produce fall and winter statistical data by Island to include the following:

e Number, age and sex of visitor party characteristics



e Annual household income by major visitor origin

e Annual household income by major cruise line



Tyhou -2- GCO04BERI15

Memorandum of Agreement



The Government of the Virgin Islands and The University of the Virgin Islands



Occupational status



Visitor sales region by origin



US visitors by state or origin



Foreign visitors by state and area of origin



Distribution of visitors by order of visit and by sales region of visitor origin

Average trip expenditures per party



On-island shopping decision



Time of planning ahead of trip



Scientific ranking of the information items for selecting this visitor destination,

and of the enjoyable/unenjoyable aspects of said visit



e Probability of return visit



® @®@e@eeeees#é®#@



4. OBLIGATIONS OF THE GOVERNMENT



The Government shall pay to the University the compensation set forth and described

in Paragraph 2 of this Agreement. Should the Government fail to pay, without good cause, to

the University the compensation as set forth in this Agreement within thirty (30) days of the

required submissions set forth in paragraph 2, the University shall have the option to suspend

work on the project until such time as funds are paid.



5. RECORDS



UVI, when applicable and accessible, will provide information related to the amount

of time and/or funding expended under this Agreement.



6. ASSIGNMENT



UVI shall not subcontract or assign any part of the services under this Agreement

without the prior written consent of the Government.



2 PROFESSIONAL STANDARDS

UVI agrees to maintain the professional standards applicable to its profession.



8. CONDITION PRECEDENT



This Agreement shall be subject to the availability and appropriation of funds and to

the approval of the Governor.



2, EFFECTIVE DATE



The effective date of this Agreement shall be the day of execution of the Agreement

by the Governor.



10 RIGHT TO WITHHOLD

If work under this Agreement is not performed in accordance with the terms hereof,

Government will have the right to withhold out of any payment due to UVI, 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



6C004BER 15

Memorandum of Agreement



The Government of the Virgin Islands and The University of the Virgin Islands



claims. Government will immediately notify UVI 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 UVI

gives satisfactory assurance to Government that such claims will be paid by UVI or its

insurance carrier, if applicable in the event that such contest is not successful.



11. LIABILITY OF OTHERS



Nothing in this Agreement shall be construed to impose any liability upon the

Government to persons, firms, associations, or corporations engaged by UVI 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 UVI of whatsoever nature, including but not limited to

unemployment insurance and social security taxes for UVI, its servants, agents or

independent contractors.



12. 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.



13. NOTICES:



Notices required to be given under this Agreement shall be deemed given by personal

delivery or Certified Mail, Return Receipt Requested to:



Government: Honorable Lynn A. Millin Maduro

Commissioner

Department of Property and Procurement

Sub-Base 3™ Floor

St. Thomas, USVI 00802



With a copy to: Mr. Wharton Berger

Director

Bureau of Economic Research

Office of the Governor

21-22 Kongens Gade

St. Thomas, USVI 00802



Contractor: David Hall, SJD

President

University of the Virgin Islands

2 John Brewers Bay

St. Thomas, USVI 00802-9990



14. ENTIRE AGREEMENT



Sys <a GC 0048ER15

Memorandum of Agreement



The Government of the Virgin Islands and The University of the Virgin Islands



This written Agreement contains the entire Agreement between the parties and no

oral statement or representations or prior written matter not contained in this instrument or

incorporated herein by reference shall have any force or effect. This Agreement shall not be

modified in any way except by a writing executed by both parties.



15. GOVERNING LAW



It is mutually understood and agreed that this Agreement shall be constructed under

the laws of the United States Virgin Islands. Any and all suits for the enforcement of this

Agreement or arising for any breach of this Agreement shall be instituted and maintained in a

court of competent jurisdiction in the United States Virgin Islands.



16. INTERPRETATION



It is agreed that if any provision of this Agreement shall be determined to be void by

any court of competent jurisdiction such determination shall not affect any other provision of

this Agreement, all of which other provisions shall remain in full force and effect and it is the

intention of the parties hereto that if any provision of this Agreement is capable of two

constructions one of which would render the provision void and the other one of which



would render the provision valid then the provision shall have the meaning which renders it

valid.



17, DOCUMENTS, PRINTOUTS, ETC.



Provide copies of documents, books, records, instructional materials, programs,

printouts, and memoranda of every description derived therefrom and pertaining to this

Contract. The above-described materials shall not be used by the Contractor or by any other

person or entity except upon the written permission of the Government, which consent may

not be unreasonably withheld. The files, database summaries or any other program and

reports developed for use in this project become the sole possession of the Government and

cannot be used or copied for any purpose other than stipulated in this contract. The

Contractor will not provide or otherwise make available or distribute any program or material

in any form without the written consent of the Government.



18. 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.



19. FALSE CLAIMS



UVI warrants that it shall not, with respect to this Agreement, 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 claim to be false, fictitious, or

fraudulent. UVI acknowledges that making such a false, fictitious, or fraudulent claim is an

offense under Virgin Islands law.



yA DH -5- GCOO4BERT5

Memorandum of Agreement



The Government of the Virgin Islands and The University of the Virgin Islands

20. NOTICE OF FEDERAL FUNDING



UVI acknowledges that this Agreement is funded, in whole or in part, by federal

funds. UVI warrants that it shall not, with respect to this Agreement, make, or present any

claim knowing such claim to be false, fictitious, or fraudulent. UVI acknowledges that

making such a false, fictitious, or fraudulent claim is a federal offense.



21. DEBARMENT CERTIFICATION



By execution of this Agreement, UVI certifies that it is eligible to receive contract

awards using federally appropriated funds and that it has not been suspended or debarred

from entering into contracts with any federal agency. UVI 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 UVI or any subcontractor misrepresents its eligibility to

receive contract awards using federal funds, UVI or subcontractor agrees that it shall not be

entitled to payment for any work performed under this Agreement or any subcontract and

that the Contractor or subcontractor shall promptly reimburse the Government of the Virgin

Islands for any progress payments heretofore made.



IN WITNESS WHEREOF, the parties have hereunto set their hands on the day and year first

above written.



WITNESSES: GOVERNMENT OF THE i uaa a.



Sein {| 4 ye haus ha L- YD dl



( Wynn A. siti vidhon ook dehonee

errs of Property & Procurement



e "Date:

Wharton H. — Director



Bureau of Economic Research



Office of the Governor, Government House



UNIVERSITY OF THE VIRGIN ISLANDS



By Dus Tt Date |

’ David Hall, SJD - President



yi os -6- GCOO4GERIS

Memorandum of Agi cement



The Government of the Virgin Islands and The University of the Virgin Islands



APPROVED:



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QVERNOR OFTHE ES IRIN ISLANDS Date '



APPROVED AS TO LEGAL SUFFICIENCY |



DEPARTMENT OF JUSTICE BY: ha uy 2



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