STANDARD AGREEMENT FORM FOR PROFESSIONAL SERVICES The parties' contract comprises this Standard Agreement Form. as well as its referenced Articles and their associated Appendices 1. Agency Contract Number 2. 033 Solicitation Number 3. Financial Coding 4. Agency Assigned Encumhrance Number 2020-0400?001 NIA 5. Vendor Number 6. Projecthese Number Aiaske Business License Number VCOE3714 Economic Assessment - Tax 2087894 Structure Analysis This contract is between the State of Alaska. 8. Department of Division Department of Revenue Commissioner's Office hereafter the State. and hereafter the Contractor hereafter the Contractor King Economics Group Mailing Address Street or PO. Box City State 8123 Easy Street Juneau AK 99801-9124 10. ARTICLE 1. Apps ndtces: Appendices referred to in this contract and attached to it are considered part of it. ARTICLE 2. Performance of Service: 2.1 Appendix A (Generei Provisions). Artistes 1 through 14. governs the performance of services under this contract. 2.2 Appendix sets forth the and insurance provisions of this contract. 2.3 Appendix 0 sets forth the services to he performed by the contractor. ARTICLE 3. Period of Performance: The period of performance for this contract begins duty 1, 2019, and ends Signs 39, 2020 with two [2 one ar renew I lions. 4. Considerations: 4.1 in full consideration of the contractor's performance under this contract. the State snail pay the contractor a sum not to exceed in accordance with the provisions of Appendix D. 4.2 When hitting the State. the contractor shalt refer to the Authority Number or the Agency Contract Number and. send the billing to: 11. Department of Division: Revenue Commissioner's Office Matting Address Attention: PO Box 110410 Juneau, AK 99811-0420 Dorie Choquette 12. CONTRACTOR W: 14. CERTIFICATION: i certify that the facts herein and on supporting ameo on documents are correct, that this voucher constitutes a legal charge King Economics Group against funds and appropriations cited. that sufficient funds are . encumbered to pay this obiigation. or that there is a suf?cient balance Signature of AUih??zed tatrve Date in the appropriation cited to cover this obligation. I am aware that to knowi i make or allow false entries or alternations on a ubiic pr? 7 095! . record. or knowingly destroy, mutilate. suppress. conceal. remove or Typed or Printed Name of Audionzed Representative otherwise impair the verity. or availability of a pubiio record Ed Kin constitutes tampering with public records punishabie under AS 11.56.815.320. Other disciplinary action may be taken up to and Title including dismissal. Owner 13. CONTRACTING AGENCY Signature of Head of Contracting Agency or Designee Date Depertmentittiivtsion Det i . . 0 Dept. 9?Revenue Commissioners Office f? 6 I 7? 5' Signs of Mr Typed or Printed Name e, .. . 1/ Bred Ewing Tripod or Printed Neme?roiect Director Titie Bruce Tangeman Director, Administrative Services Division Titie Commissioner, Department of Revenue This contract has no effect until signed by the head of contracting agency or destgnee. APPENDIX A GENERAL PROVISIONS Article1. Definitions. 1.1 in this contract and appendices, "Project Director" or "Agency Head" or "Procurement Officer" means the person who signs this contract on behalf of the Requesting Agency and includes a successor or authorized representative. 1.2 "State Contracting Agency" means the department for which this contract is to be performed and for which the Commissioner or Authorized Designee acted in signing this contract. Article 2. Inspections and Reports. 2.1 The department may inspect. in the manner and at reasonable times it considers appropriate. all the contractor's facilities and activities under this contract. 2.2 The contractor shall make progress and other reports in the manner and at the times the department reasonably requires. Article 3. Disputes. 3.1 If the contractor has a claim arising in connection with the contract that it cannot resolve with the State by mutual agreement. it shall pursue the claim. if at all. in accordance with the provisions of AS 3630.620 - 632. Article 4. Equal Employment Opportunity. 4.1 The contractor may not discriminate against any employee or applicant for employmentbecause of race. religion. color. national origin. or because of age, disability. sex. marital status. changes in marital status. pregnancy or parenthood when the reasonable demands of the position(s) do not require distinction on the basis of age. disability. sex. maritai status. changes in marital status. pregnancy. or parenthood. The contractor shall take af?rmative action to insure that the applicants are considered for employment and that employees are treated during employment without unlawful regard to their race. color. religion. national origin. ancestry. disability. age. sex. marital status. changes in marital status. pregnancy or parenthood. This action must include. but need not be limited to. the following: employment, upgrading. demotion. transfer. recruitment or recruitment advertising. layoff or termination. rates of pay or other forms of compensation. and selection for training including apprenticeship. The contractor shall post In conspicuous places. available to employees and applicants for employment, notices setting out the provisions of this paragraph. 4.2 The contractor shall state. in all solicitations or advertisem enls for employees to work on State of Alaska contract jobs. that It Is an equal opportunity employer and that all qualified applicants will receive consideration for employment without regard to race. religion. color. national origin. age. disability. sex. marital status. changes in marital status. pregnancy or parenthood. 4.3 The contractor shall send to each labor union or representative of workers with which the contractor has a collective bargaining agreement or other contract or understanding a notice advising the labor union or workers? compensation representative of the contractor's commitments under this article and post copies of the notice in conspicuous places available to all employees and applicants for employment. 4.4 The contractor shall include the provisions of this article in every contract. and shall require the inclusion of these provisions in every contract entered into by any of its subcontractors. so that those provisions will be binding upon each subcontractor. For the purpose of including those provisions in any contract or subcontract, as required by this contract. ?contractor" and ?Subcontractor? may be changed to reflect appropriately the name or designation of the parties of the contract or subcontract. - 4.5 The contractor shall cooperate fully with State efforts which seek to deal with the problem of unlawful discrimination. and with all other State efforts to guarantee fair em ployment-?practices under this contract. and comply with all requests and directions from the State Commission for Human Rights or any of its of?cers or agents relating to prevention of discriminatory employment practices. 4.6 Full cooperation in paragraph 4.5 includes. but is not limited to. being a witness in any proceeding involving questions of unlawful discrimination if that is requested by any official or agency of the State of Alaska: permitting employees of the contractor to be witnesses or complainants in any proceeding involving questions of unlawful discrimination. if that is requested by any official or agency of the State of Alaska: participating in meetings; submitting periodic reports on the equal employment sepects of present and future employment: assisting inspection of the contractor?s facilities; and complying with all State directives considered essential by any office or agency of the State of Alaska to insure compliance with all federal and State laws, regulations, and policies pertaining to the prevention of discriminatory employment practices. Failure to perform under this article constitutes a material breach of contract. Article-5. Termination. The Project Director. by written notice. may terminate this contract. in whole or in part. when it is in the best interest of the State. In the absence of a breach of contract by the contractor. the State is liable only for payment in accordance with the payment provisions of this contract for services rendered before the effective date of termination. Article 6. No Assignment or Delegation. The contractor may not assign or delegate this contract. or any part of it. or any right to any of the money to be paid under it. except with the written consent of the Project Director and the Agency Head. Article T. No Additional Work or Material. No claim for additional services. not specifically provided in this contract. performed or furnished by the contractor. will be allowed. nor may the contractor do any work or furnish any material not covered by the contract unless the work or material ls ordered in writing by the Project Director and approved by the Agency Head. Article 8. Independent Contractor. The contractor and any agents and employees of the contractor act in an independent capacity and are not officers or employees or agents of the State in the performance of this contract. Article 9. Payment of Taxes. As a condition of performance of this contract, the contractor shall pay all federal. State. and local taxes Incurred by the contractor and shall require their payment by any Subcontractor or any other persons in the performance of this contract. Satisfactory performance of this paragraph is a condition precedent to payment by the State under this contract. Article 10. Ownership of Documents. All designs, drawings. speci?cations, notes. artwork, and other work deveIOped in the performance of this agreement are produced for hire and remain the sole property of the State of Alaska and may be used by the State for any other purpose without additional compensation to the contractor. The contractor agrees not to assert any rights and not to establish any claim under the design patent or copyright laws. Nevertheless, if the contractor does mark such documents with a statement suggesting they are trademarked, copyrighted, orotherwise protected against the State's unencumbered use or distribution. the contractor agrees that this paragraph supersedes any such statement and renders it void. The contractor, for a period of three years after ?nal payment under this contract, agrees to furnish and provide access to all retained materials at the request of the Project Director. Unless otherwise directed by the Project Director, the contractor may retain copies of all the materials. Article 11. Governing Law: Forum Selection This contract is governed by the laws of the State of Alaska. To the extent not governed by Article 3 of this Appendix, any claim concerning this contract shall be brought only in the Superior Court of the State of Alaska and not elsewhere. Article 12. Conflicting Provisions. Unless Speci?cally amended and approved by the Department of Law, the terms of this contract supersede any provisions the contractor may seek to add. The contractor may not add additional or different terms to this contract; AS The contractor specifically acknowledges and agrees that, among other things. provisions in any documents it seeks to append hereto that purport to (?ljwaive the State of Alaska's sovereign immunity, (2) impose indemnification obligations on the State of Alaska, or (3) limit liability of the contractor for acts of contractor negligence, are expressly superseded by this contract and are void. Article 13. Officials Not to Benefit. Contractor must comply with all applicable federal or State laws regulating ethical conduct of public of?cers and employees. Article 14. Covenant Against Contingent Fees. The contractor warrants that no person or agency has been employed or retained to solicit or secure this contract upon an agreement or understanding for a commission, percentage, brokerage or contingent fee except employees or agencies maintained by the contractor for the purpose of securing business. For the breach or violation of this warranty. the State may terminate this contract without liability or in its discretion deduct from the contract price or consideration the full amount of the commission, percentage. brokerage or contingent fee. Article 15. Compliance. In the performance of this contract. the contractor must comply with all applicable federal. state, and borough regulations, codes, and laws, and be liable for all required insurance. licenses, permits and bonds. Article 16. Force Majeure: The parties to this contract are not liable for the consequences of any failure to perform, or default in performing, any of their obligations under this Agreement, if that failure or default is caused by any unforeseeable Force Majeure, beyond the control of, and without the fault or negligence of, the respective party. For the purposes of this Agreement. Force Majeure will mean war (whether declared or not): revolution: invasion: insurrection: riot; civil commotion; sabotage; military or usurped power: lightning: explosion: lire; storm; drought; flood; earthquake: epidemic; quarantine: strikes; acts or restraints of governmental authorities affecting the project or directly or indirectly prohibiting or restricting the furnishing or use of materials or labor required; inability to secure materials. machinery, equipment or labor because of priority, allocation or other regulations of any governmental authorities. APPENDIX B1 INDEMNITY AND INSURANCE Article 1. Indemnification The Contractor shall indemnify, hold harmless, and defend the contracting agency from and against any claim of, or liability for error, omission or negligent act of the Contractor under this agreement. The Contractor shall not be required to indemnify the contracting agency for a claim of, or liability for. the independent negligence of the contracting agency. if there is a claim of, or liability for, the joint negligent error or omission of the Contractor and the independent negligence of the Contracting agency, the indemnification and hold harmless obligation shall be apportioned on a comparative fault basis. "Contractor" and ?Contracting agency?, as used within this and the following article, include the employees, agents and other contractors who are directly responsible, respectively, to each. The term ?independent negligence? is negligence other than in the Contracting agency?s selection, administration, monitoring, or controlling of the Contractor and in approving or accepting the Contractor?s work. Article 2. insurance Without limiting Contractor?s indemnification, it is agreed that Contractor shail purchase at its own expense and maintain in force at all times during the performance of services under this agreement the following policies of insurance. Where speci?c limits are shown, it is understood that they shall be the minimum acceptable limits. If the Contractor?s policy contains higher limits, the state shail be entitled to coverage to the extent of such higher limits. Certificates of insurance must be furnished to the Contracting Officer prior to beginning work and must provide for a notice of cancellation, nonrenewal, or material change of conditions in accordance with policy provisions. Failure to furnish satisfactory evidence of insurance or lapse of the policy is a material breach of this contract and shall be grounds for termination of the Contractor's services. All insurance policies shall comply with, and be issued by insurers licensed to transact the business of insurance under AS 21. 2.1 Workers' Compensation Insurance: The Contractor shall provide and maintain. for all employees engaged in work under this contract, coverage as required by AS 23.30.045, and; where applicable, any other statutory obligations including but not limited to Federai U.S.L. H. and Jones Act requirements. The policy must waive subrogation against the State. 2.2 Commercial General Liability Insurance: covering ali business premises and operations used by the Contractor in the performance of services under this agreement with minimum coverage limits of $300,000 combined single limit per claim. 2.3 Commercial Automobile Liability insurance: covering all vehicles used by the Contractor in the performance of services under this agreement with minimum coverage limits of $300,000 combined single limit per claim. APPENDIX SCOPE OF WORK Ed King, DBA, King Economics Group, hereafter referred to as the "Contractor", shall perform the services described in Appendix for the Department of Revenue, Commissioner?s office, hereafter referred to as the ?State." Under this contract. the Contractor shall perform services including: Scoge of Work: An in-depth assessment of Alaska's tax system on the economics of projects currently being evaluated on the North Slope. This analysis would use publicly available information to create an economic model, which. would resemble some of the projects currently being pursued and determine the impact of tax policy changes on the economics of the projects. This would expose the sensitivity of these projects to such changes and provide the risk-weighted average net revenues that could be expected under different scenarios. In addition, the contractor would evaluate the economic implications on legacy fields and critical infrastructure. This would include economic limit testing, investment decision analysis, and midstream component consideration on deliverability and end of economic life. Deliverable: A long-term production forecast, with risk assessments and output distributions under various policy proposals which wilt be provided prior to the 2020 legislative session. All work shall be directed by the State, and any changes to the scope of work will be at the sole discretion of the State. The State of Alaska reserves the right to negotiate with the Contractor for additional services as necessary for work to be accomplished. Contract Amendments: The Contractor shall notify the State in writing as soon as possible, but no later than 30 days prior to the contract expiration date of any known circumstances which may require an extension of the contract completion date. Contract Termination: In addition to the State having the right to cancei the contract due to the lack of appropriated funds, the State may. with a 30?day written notice, terminate the resulting contract in whole or in part, when it is in the best interest of the State. The State is liable only for payment for service rendered before the effective date of termination as stated in Appendix A, Article 5. APPENDIX PAYMENT SCHEDULE Total Contract Amount and Term: Total contract amount in anticipated to be $50,000.00. Period of performance begins July 1, 2019 and ends June 30, 2020 with two (2), one (1) year renewal options. Comgensation: Hourly rates $150 per hour Contract navments will be made to: King Economics Group Attn: Ed King 8123 Easy Street Juneau, AK 99801 Submission of invoices and Billings: The Contractor shall submit a billing to the State. invoices must include the number of hours worked and a summary of the work performed. Invoices shall be submitted to: Department of Revenue, Commissioner?s Office Attention: Dorie Choouette PO Box 110410 Juneau, AK 998110410 Contract Cancellation for Lack of Funds: The State may cancel this contract at any time due to the iack of appropriated funds.