CONTRACT FOR CONSULTING SERVICE
PARTY OF THE FIRST PART: Firstbank Puerto Rico, (hereinafter “the Bank”) represented by Mr. Luis Beauchamp in his capacity as Senior Executive Vice President, and
PARTY OF THE OTHER PART: FERNANDO L. BATLLE, of legal age, married and a resident of San Juan, Puerto Rico (hereinafter BATLLE).
A. BATLLE concluded his employment relationship with the Bank on April 28, 2005, where he served as Executive Vice President. During the course of his service to the Bank, BATLLE acquired intimate knowledge about the policies, styles, processes and strategic goals of the Bank and its parent company and its sister companies and affiliates (the Corporations), as well as developing a expertise in the financial and banking business of Puerto Rico.
B. BATLLE has indicated his availability in establishing a new relationship with the Bank to provide professional consulting services as an independent contractor.
C. The Bank understands that the consulting services offered by BATLLE as an independent contractor can be of great benefit to it, subject to the conditions specified herein.
1. CONSULTING SERVICES:
BATLLE will provide services to the Bank as a Consultant regarding financial and banking matters, or other businesses or corporations related to the Bank, or provide assistance and cooperation with respect to any lawsuit, claim or dispute, or investigation regarding issues with respect to which he has knowledge or which were the responsibility of the Consultant while he was an employee of the Bank or the Corporations; including conferences with representatives or lawyers of the Bank or the Corporations and in the preparation for depositions and hearings.
2. INDEPENDENT CONTRACTOR:
BATLLE acknowledges that any service provided to the Bank under this contract will be as an independent contractor and that his relationship with the Bank will not be one of employment, nor of an agent and principal, and that neither BATLLE nor his employees act as representatives or agents of the Bank. As an independent contractor, BATLLE is responsible for paying all necessary expenses for the fulfillment of his obligations as a consultant, including the payment of salaries and benefits to his employees, transportation expenses, office expenses and others, and that he assumes the risk of making a profit or incurring a loss in his business as a Consultant. The reasonable extraordinary expenses in which BATLLE incurs, on trips taken at the request of the Bank outside of Puerto Rico, will be reimbursed upon presentation of receipts. Also, BATLLE acknowledges, that he is not a partner, nor a co-employer, nor is he entering into a joint venture with the Bank in his consulting business.
3. TERM OF THE CONTRACT.
This contract will be in effect for the term of one (1) year commencing on May 1, 2005 and ending in April 30, 2006.
For his professional consulting services as an independent contractor, BATLLE will receive a monthly fee of $4,166.00 during the term of the contract. This will give the Bank the right to use the services of BATLLE for a maximum of 22 hours per month, for a maximum of 250 hours per year. As an independent contractor, BATLLE is responsible for paying any taxes with respect to fees paid pursuant to this contract and for submitting all reports required by law. The Bank will withhold the amount prescribed by law with respect to the payment of fees to independent contractors. BATLLE acknowledges that as an independent contractor, he has no right to any of the benefits the Bank provides to its employees, including a pension or retirement plan. BATLLE acknowledges and agrees that he maintain in effect and will pay any and every go