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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 of the Virgin Islands, Department of Property and 
Procurement, on behalf of the Department of Public Works (hereinafter referred to as 
"Government" or "GVJ") and NVS, Inc. (hereinafter referred to as "Contractor"), both hereinafter 
referred to as "Parties". 
WITNESSETH: 
WHEREAS, the Government is in need of the services of a Contractor to provide 
Architectural Engineering Services for Gallows Bay Drainage Improvements - Phase I -
Hazard Mitigation Grant Program (HMGP) Project #4340-0045, which duties and 
responsibilities are more particularly described in Addendum I (Scope of Services) attached 
hereto; and 
WHEREAS, the Government solicited the services under RFP No. RFP-012-C-2021 (P); 
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 th is contract. 
2. TERM AND EFFECTIVE DATE
This Contract shall be effective upon the date of execution of this Contract by the Commissioner 
of the Department of Property and Procurement and shall terminate one (1) year thereafter. The 
Government in its sole discretion, shall have the option to renew this Contract for a period of one 
hundred eighty (180) days subject to the same terms noted herein, by providing the Contractor 
with sixty (60) days written notice of the Government's election to renew. 
3. COMPENSATION
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The Government, in consideration of the satisfactory performance of the services described in 
Addendum I (Scope of Services), agrees to pay Contractor a sum not to exceed Four Hundred 
Ninety-Nine Thousand Four Hundred Seventy-Six Dollars and Sixty Cents ($499,476.60) in 
accordance with the provisions set forth in Addendum II (Compensation) attached hereto and made 
a part of this contract. 
4. TRAVEL EXPENSES
Inclusive of the compensation for services as specified in Paragraph 3 (Compensation) above, the 
Government agrees to pay documented transportation, subsistence, lodging and other travel 
expenses, while in travel status, for trips which have been authorized in writing, in advance, by the 
Government. These costs shall be advanced or reimbursed on the same basis as is applicable to 
non-contract employees of the Government, or as agreed to by an addendum to this Contract, 
however, said costs and expenses shall not exceed NIA 
($ NIA). 
5. RECORDS
The Contractor when applicable, will present documented precise records of time and/or money 
expended under this Contract. 
6. PROFESSIONAL ST AND ARDS
The Contractor 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 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 termination 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. 
8. 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, gross receipt, excise, and social security taxes for Contractor, its servants, agents or 
independent Contractors. 
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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. 
10. INDEMNIFICATION
Contractor agrees to indemnify, 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 from any cause, except the sole negligence of 
Government. 
11. 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. 
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 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 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. 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. 
15. RIGHT TO WITHHOLD
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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. 
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 of termination, 
including payment for the period of the thirty (30) days' notice. 
19. 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. 
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.
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(b)
Contractor further covenants that it is:
( l)
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:
21. NOTICE
(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 I I 08 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
I IO 1 (I) of said Code chapter.
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 
Anthony D. Thomas 
Commissioner 
Department of Property and Procurement 
820 I Sub Base, Suite 4 
St. Thomas Virgin Islands 00802 
Derek Gabriel 
Commissioner 
Department of Public Works 
8244 Subbase 
St. Thomas, VI 00802 
CONTRACTOR 
Alexander Hockman 
President 
NV5, Inc. 
14486 Commerce Way 
Miami Lakes Fl 33016 
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22. LICENSURE
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The Contractor 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
(b)
familiarized itself with the applicable provisions of Title 27 of the Virgin Islands Code
pertaining to professions and occupations.
23. OTHER PROVISIONS
Addenda I, II, III and ATTACHMENT A attached hereto are a part of this Contract and are 
incorporated herein by reference. 
24. DEBARMENT CERTIFICATION
By execution of this contract, the Contractor 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. 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 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. 
25. 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 depa1tment, 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. 
26. 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. 
27. INSURANCE
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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
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 of coverage.
28. 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. 
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