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LEASE AGREEMENT LEASE AGREEMENT GOVERNMENT OF THE VIRGIN ISLANDS DEPARTMENT OF PROPERTY AND PROCUREMENT And PEO PRODUCTIONS, LLC d/b/a WSTA RADIO PREMISES: a.) Parcel No. 121 Submarine Base, No. 6 Southside Quarter, St. Thomas, U.S. Virgin Islands consisting ofapproximately 12,160.35 sq. ft. or 0.279 acres of improved land more-or-less; and b.) Parcel No. 167 Sub Base, No.6 Southside Quarter, St. Thomas, U.S. Virgin Islands consisting of approximately 2,971.58 sq. ft. or 0.0682 acres of improved land more- or-less; and c.) Parcel No. 171 Sub Base, No.6 Southside Quarter, St. Thomas, U.S. Virgin Islands consisting of approximately 1,437.75 sq. ft. or 0.033 acres of improved land more or-less. TABLE OF CONTENTS Article I 1.01 Premises 1 1.02 Use 1 Article 11 2.01 Term 2 2.02 Options 2 2.03 Failure to Give Possession 2 2.04 Holding Over 2 Article Ill 3.01 Annual Rent 2 3.02 Readjustment of Rent 3 3.03 Late Payment Charges 3 Article IV 4.01 Improvements 4 4.02 Title to Improvements 4 4.03 Location and Improvements 4 4.04 Real Property Tax 4 4.05 Repairs by Lessee 5 4.06 Failure of Lessee to Repair 5 4.07 Excavation and Sorting 5 Article V 5.01 Mechanic’s Lien 5 Article VI 6,01 Liability Insurance 6 6.02 Indemnity 6 6.03 Non-Liability 6 6.04 Fire and Extended Coverage by Lessee 6 Article VII 7.01 Access to Premises 7 7.02 Easement for Pipes and Water Storage Tank Facility 7 Article VIII 8.01 Notice of Condemnation 7 8.02 Rights of Lessor and Lessee 7 8.03 Taking of Leasehold 7 8.04 Total Taking 8 8.05 Partial Taking 8 TABLE OF CONTENTS (CONT’D) Article IX 9.01 Cancellation 8 9.02 Termination 9 9.03 Repossessing and Reletting 9 9.04 Assignment and Transfer 9 9.05 Subleasing 10 Article X 10.01 Notices 10 10.02 Non-discrimination 10 10.03 Officials not to Benefit 10 10.04 Agreement made in the Virgin Islands 10 10.05 Counterparts 10 10.06 Cumulative Rights and Remedies 10 10.07 Interpretation 11 10.08 Agreement made in Writing 11 10.09 Paragraph Headings 11 10.10 Invalidity of Illegality of Provisions 11 10.11 Successors and Assigns 11 10.12 Broker 11 10.13 Approvals Required 11 10.14 Entire Agreement 11 10.15 Conflictoflnterest 11 10.16 Rights of Holder of the Leasehold Mortgage 12 10.17 Compliance with Laws 12 10.18 Waiver 13 10.19 Enforcement of Lease Terms 13 10.20 Acknowledgement 14 LEASE AGREEMENT THIS LEASE made this _______ day of ___________________, 2024, by and between the GOVERNMENT OF THE VIRGIN ISLANDS, acting through its Commissioner ofProperty and Procurement, (hereinafter “Lessor”) or Government and PEO PRODUCTIONS, LLC dibla WSTA RADIO, whose mailing address is P.O. Box 6166, St. Thomas, Virgin Islands 00801 (hereinafter “Lessee”). WITNESSETH: In consideration of the mutual covenants and agreements herein set forth it is hereby agreed: ARTICLE I PREMISES AND USE 1.01 Premises: The Lessor hereby leases to the Lessee and the Lessee hires and takes from the Lessor: a). Parcel No. 121 Submarine Base, No. 6 Southside Quarter, St. Thomas, U.S. Virgin Islands (“Premises A”), consisting of approximately 12,160.35 sq. ft. or 0.279 acres of improved land more-or-less, which is zoned 1-2 for “Industrial- Light” The aforesaid Premises is shown on P.W.D. Drawing No. D9-1220-T74, a copy of which is attached hereto and made a part hereof as Exhibit “A.” b). Parcel No. 167 Sub Base, No. 6 Southside Quarter, St. Thomas, U.S. Virgin Islands (“Premises B”), consisting of 2,971.58 U.S. sq. ft or 0.0682 U.S. acres of improved land more-or-less, which is zoned 1-2 for “Industrial-Light” The aforesaid Premises is shown on P.W.D. No. D9-2626-T84, a copy of which is attached hereto and made a part hereof as Exhibit “B.” c). Parcel No. 171 Sub Base, No. 6 Southside Quarter, St. Thomas, U.S. Virgin Islands consisting of 1,437.75 U.S. sq. ft. or 0.033 U.S. acres of improved land more-or-less, which is zoned 1-2 for “Industrial-Light” The aforesaid Premises is shown on O.L.G. Drawing No. D9-2718-T84, a copy of which are attached hereto and made a part hereof as Exhibit “C.” Collectively Premises A, B, and C shall be referred to as the “Premises.” 1.02 The Lessee shall use the hereby Premises to operate a radio station and radio tower and for other related purposes. Said use is contingent on the Lessee obtaining and maintaining the required permits, licenses, and any required rezoning ofthe Premises to a zoning designation compatible to the operation of same, as required in Paragraph 10.17. LESSEES INITIALS72 PEO PRODUCTIONS, LLC d/bla WSTA RADIO Parcel No. 121 Submarine Base and Parcel Nos. 167 and 171 Subbase No. 6 Southside Quarter St. Thomas, U.S. Virgin Islands (a) Annual Rent (if assigned or transferred): In the event, Lessee assigns or transfer this Lease, in accordance with Paragraph 9.04 hereof, for Premises A, B, and C the Assignee shall pay to the Lessor an Annual Rent of Ninety Thousand Dollars and Zero Cents ($90,000.00) payable in equal monthly installments in advance on the first (1st) day of every month during the term thereof, without any previous demand by Lessor, provided, however, ifpossession of the Premises is granted to Assignee at a date after the first (Ist) of the month, then in such event the rent for such first (lst) month shall be prorated. The Annual Rent shall be paid at Lessor’s office at 8201 Subbase, Suite 4, St. Thomas, Virgin Islands, 00802, together with any other sum due as additional rent as provided herein. 3.02 Readjustment of Rent: The rent payable under this Lease shall be adjusted after the first (1st) year of the Initial Term, and every year thereafter, including any Renewal Term, in accordance with the increase of the Consumer Price Index (“CPI”) as established by the U.S. Department of Labor, Bureau of Labor Statistics for “All Items, All Urban Consumers (1967-100%)” as follows, provided, however, no adjustments in rent for any year shall be increased more than three percent (3%) over any preceding year. i. The CPI as of the first (iSt) month of the Initial Term and as of the first (lst) month of each subsequent Lease year shall be the base price index and the CPI as of the month immediately preceding the first (Jst) month of any Lease year after the first (ist) Lease year of the Initial Term shall be the current price index. ii. The current price index shall be divided by the base price index and the quotient thereof shall be multiplied by the annual rent of the prior year. iii. The resulting product shall be the annual base rent for the current year. iv. At the end of the first (ist) year of the Initial Term and every year thereafter of this Lease, the base rent shall be adjusted in the same manner, using the index for the month preceding the first (1st) month of each Lease year of the Lease Term for the current price index. In no event shall any rent determined in the above manner be reduced below the annual rent of Thirty Thousand Dollars and Zero Cents ($30,000.00). 3.03 Late Payment Charges: Lessee acknowledges that late payment by Lessee to Government of rent and other charges provided for under this Lease will cause Government to incur costs not contemplated by this Lease, the exact amount of such costs include without limitation, processing and accounting charges. Therefore, if any installment of rent or any other charge due from Lessee is not received by Government within ten (10) days of the date due, Lessee shall pay, as a late charge, to Government an additional ten percent (10%) of the amount owed for monthly rent or any other charges, including but not limited to repair costs and attorney’s fees, as a late charge. LESSEES INITIALS______ PEO PRODUCTIONS, LLC d/b/a WSTA RADIO Parcel No. 121 Submarine Base and Parcel Nos. 167 and 171 Subbase No. 6 Southside Quarter St. Thomas, U.S. Virgin Islands ARTICLE II TERM 2.01 Initial Term: The term of this Lease shall be for a period of twenty (20) years (“Initial Term”) commencing on the first (jst) day of the month following approval by the Legislature of the Virgin Islands (“Commencement Date”). 2.02 Options: If Lessee is not in default in the performance of any material condition of this Lease at the expiration of the Initial Term, Lessee shall have the option to renew this Lease for two (2) additional terms of five (5) years each (each a “Renewal Term”) at the rent provided for in Paragraph 3.02 hereof by giving written notice of such renewal at least thirty (30) days prior to the expiration of the Initial Term in the case of the first (ist) renewal or at least thirty (30) days prior to the expiration of the Renewal Term in the case of the second renewal. 2.03 Failure to Give Possession: The Lessor shall not be liable for failure to give possession of the Premises upon the Commencement Date by reason of the fact that the Premises are not ready for occupancy, or due to prior lessee wrongfully holding over or any other person wrongfully in possession of the Premises; in such event, the rent shall not commence until possession is given or is available, but the term herein granted shall not be extended. 2.04 Holding Over: If Lessee remains in possession of the Premises after expiration of the term hereof without Lessor’s express consent and without any distinct agreement between Lessor and Lessee, Lessee shall become a month-to-month Lessee and there shall be no renewal of this Lease by operation of law. During the period of any such holding over, all provisions of this Lease shall be and remain in effect except the rent provisions. The rent during this hold over period shall be two hundred percent (200%) of the rent payable for the last calendar month of the term of this Lease, including renewals or extensions. The inclusion of the preceding sentence in this Lease shall not be construed as Lessor’s consent for Lessee to hold over. ARTICLE III RENT 3.01 Annual Rent: The Lessee shall pay to the Lessor an Annual Rent of Thirty Thousand Dollars and Zero Cents ($30,000.00) payable in equal monthly installments of Two Thousand Five Hundred Dollars and Zero Cents ($2,500.00) during the term of this Lease. The Annual Rent shall commence on the first (ist) day of the month. Payment of Annual Rent shall be made in equal monthly installments in advance on the first (1st) day of every month during the term thereof, without any previous demand by Lessor, provided, however, if possession of the Premises is granted to the Lessee at a date after the first (ist) of the month, then in such event the rent for such first (ist) month shall be prorated. LESSEES INITIALS’7 PEO PRODUCTIONS, LLC d/bla WSTA RADIO Parcel No. 121 Submarine Base and Parcel Nos. 167 and 171 Subbase No. 6 Southside Quarter St. Thomas, U.S. Virgin Islands The parties agree that this late charge represents a fair and reasonable estimate of the costs that Government will incur by reason of the late payment by Lessee. Acceptance of any late charge shall not constitute a waiver of Lessee’s default with respect to the overdue amount, nor prevent Government from exercising any of the other rights and remedies available to Government. ARTICLE IV IMPROVEMENTS 4.01 Improvements: As a part of the consideration for this agreement, the Lessee shall provide at its own cost and expense the following improvements (the “Improvements”) owned by Lessee at an estimated cost of One Hundred Thousand Dollars and Zero Cents ($100,000.00) which is subject to the prior written consent obtained in each and every case from the Commissioner ofProperty and Procurement; in addition to whatever other licenses or permits are deemed necessary. Improvements to be made to the Premises are as follows: LIST OF IMPROVEMENTS 1. Security Fencing; 2. Repair Roofing; and 3. Install hurricane shufters. The Improvements shall be completed no later than twenty-four (24) months of the / Commencement Date of this Lease. Lessee agrees to keep the said Premises and appurtenances as repaired, in a clean, sightly, and tenantable condition, and to return said Premises to Lessor upon the expiration or other termination ofthis Lease, in as good condition as it was since the last repairs were made, less reasonable wear and tear from intervening use. 4.02 Title to Improvements: At the conclusion of this Lease or if renewed, any renewal, title to any structure or improvement by Lessee which is attached to the realty shall vest in the Lessor. Furniture or other personal items, if not removed from the Premises prior to termination shall become the property of the Lessor. 4.03 Location of Improvements: The above-mentioned improvements are located at Parcel No. 121 Submarine Base, and Parcel Nos. 167 and 171 Subbase, St. Thomas, Virgin Islands. 4.04 Real Property Tax: Upon the completion of any improvements constructed on the Premises, Lessee shall notify Lessor who shall notify the Tax Assessor for the purpose of making an assessment ofthe value ofthe improvements. Lessee hereby agrees to pay, any and all taxes, assessments, and other charges of any description levied or assessed during the term of this Lease by the Office of the Lieutenant Governor, Tax Assessor LESSEES INlTlAL PEO PRODUCTIONS, LLC d/b/a WSTA RADIO Parcel No. 121 Submarine Base and Parcel Nos. 167 and 171 Subbase No. 6 Southside Quarter St. Thomas, U.S. Virgin Islands on or against any improvements constructed by Lessee or other equipment or fixtures installed by Lessee on the Premises. Assessments shall only apply to those improvements owned by Lessee during the term of this Lease. 4.05 Repairs by Lessee: Lessee shall at its own cost and expense, make all repairs, structural or otherwise to the interior and exterior of said Premises. “Repairs,” as used herein shall mean all repairs, replacements, renewals, alterations, additions, improvements, and betterment. The provisions of this Paragraph shall not apply in the case of damage or destruction by fire or other insured casualty or by eminent domain, in which event the obligations ofthe Lessor and Lessee shall be controlled as hereinafter provided. 4.06 Failure of Lessee to Repair: In the event the Lessee, after it shall have been given a twenty (20) day notice (except in a case of emergency in which event reasonable notice under the circumstances shall be sufficient), refuses and neglects to make any repair for which it is responsible, or if repair is necessitated by reason of the Lessee’s negligent acts or omissions, then the Lessor may make such repairs. Lessor shall not be responsible for any loss, inconvenience or damage resulting to Lessee because of Lessor’s repair. The cost of such repairs by Lessor, together with interest at the rate provided in Paragraph 3.03 shall be paid by the Lessee as additional rent. 4.07 Excavation and Sorting: If any excavation shall be made or contemplated to be made for building or other purposes upon property or streets adjacent to or nearby the Premises, Lessee either: a. shall afford to the person or persons causing or authorized to cause such excavation the right to enter upon the Premises for the purpose of doing such work as such person or persons shall consider to be necessary to preserve any of the walls or structures of the improvements on the Premises from injury or damage and support the same by proper foundation, or b. shall, at the expense of the person or persons causing or authorized to cause such excavation, do, or cause to be done all such work as may be necessary to preserve any of the walls or structures of the improvements on the Premises from injury or damages and to support the same by proper foundations. Lessee shall not by reason of any such excavation or work, have any claim against Lessor for damages or indemnity or for suspension, diminution, abatement, or reduction of rent under this Lease. ARTICLE V MECHANIC’S LIEN 5.01 Mechanic’s Lien: Nothing contained in this Lease shall be deemed, construed, or interpreted to imply any consent or agreement on the part of Lessor to subject Lessor’s interest or estate to any liability under any mechanic’s lien. Should any notice of LESSEES INITIAL PEO PRODUCTIONS, LLC d/bla WSTA RADIO Parcel No. 121 Submarine Base and Parcel Nos. 167 and 171 Subbase No. 6 Southside Quarter St. Thomas, U.S. Virgin Islands intention to file a lien under Title 28, Chapter 12 of the Virgin Islands Code or any mechanics or other lien be filed against the property of the Lessor, for any work, labor, services, or materials performed at or furnished to the Premises for or on behalf of the Lessee or anyone holding any part of the Premises through or under Lessee, Lessee shall cause the same to be canceled and discharged of record by payment, bond or order of a court of competent jurisdiction within thirty (30) days after notice by Lessor to Lessee. If Lessee fails to discharge said lien then the Lessee shall forthwith reimburse the Lessor the total expenses incurred by the Lessor in discharging the said lien, as additional rent hereunder. ARTICLE VI INSURANCE AND INDEMNITY 6.01 Liability Insurance: Lessee shall, during the term thereof keep in full force and effect a policy of public liability and property damage insurance in which the limits of public liability shall be no less than One Million Dollars ($1,000,000.00) property damage, One Million Dollars ($1,000,000.00) for one (1) person injured or killed and One Million Dollars ($1,000,000.00) for any number of persons injured or killed in any one accident. All of said insurance shall be in a form satisfactory to Lessor and shall provide that it shall not be subject to cancellation, termination, or change, except after thirty (30) days prior written notice to Lessor, Lessee shall furnish Lessor, or Lessor’s designee, with a certificate of insurance evidencing the coverage required hereunder on the day Lessee commences occupancy or work in or about the premises herein leased. All such policies shall name the Lessor as additional insured for the full insured amount. 6.02 Indemnity: Lessee agrees to indemnify and hold Lessor harmless from and against any and all claims and demands (unless resulting from the negligence of the Lessor, its agents, contractors, servants, or employees) for or in connection with, any accident, injury or damage whatsoever caused to any person or property arising, directly or indirectly, out of the business conducted on the Premises leased herein or occurring in, on or about said Premises or any adjacent area under the control ofthe Lessee or arising directly or indirectly, from any act or omission ofLessee or subtenant or their respective servants, agents, employees, or contractors, and from and against any and all costs, expenses, and liabilities incurred in connection with any such claim or proceeding brought thereon. 6.03 Non-Liability: Lessor shall not be responsible or liable to Lessee for any loss or damage that may be occasioned by the acts or omissions of persons occupying any property adjacent to or adjoining the Premises, or any part thereof, or for any loss or damage resulting to Lessee or its Premises from water, gas, steam, fire or the bursting, stoppage, or leaking of pipes, provided such loss or damage is not occasioned by the negligence of Lessor or its agents, contractors, or employees. 6.04 Fire and Extended Coverage by Lessee: Lessee shall keep all buildings on the Premises insured against loss or damage by fire, windstorm, and earthquake with the usual LESSEE’S INITIA PEO PRODUCTIONS, LLC d/b/a WSTA RADIO Parcel No. 121 Submarine Base and Parcel Nos. 167 and 171 Subbase No. 6 Southside Quarter St. Thomas, U.S. Virgin Islands extended coverage endorsements, in amounts not less than eighty percent (80%) of the full insurable value thereof above foundation walls. A copy of all insurance policies shall be delivered to the Lessor within twenty (20) days of the Commencement Date of this Lease. All policies shall name the Lessor as an additional loss payee. ARTICLE VII ENTRY BY LESSOR 7.01 Access to Premises: Lessor or Lessor’s agents shall have the right to enter upon the Premises at all reasonable times to examine the same and to show them to prospective purchasers, lenders, or lessees. 7.02 Easement for Pipes and Water Storage Tank Facility: Lessee shall permit Lessor or its designees to erect, use, maintain, and repair pipes, water storage tank facility, cables, and wires, on or through the Premises as and to the extent that Lessor may or hereafter deem to be necessary or appropriate. All such work shall be done, so far as practicable, in such manner as to avoid interference with Lessee’s use of the Premises. ARTICLE VIII CONDEMNATION 8.01 Notice of Condemnation: The party receiving any notice of the kind specified below which involves the Premises shall promptly give the other party notice of the receipt, contents, and date of the notice received, which shall include: a. Notice of Intent of Taking. b. Service of any legal process relating to condemnation of the Premises for improvements. c. Notice in connection with any proceedings or negotiations with respect to such a condemnation. 8.02 Rights of Lessor and Lessee: Lessor and Lessee shall each have the right to represent its respective interest in each proceeding or negotiation with respect to a taking or intended taking and to make full proof of its claims. No agreement, settlement, sale, or transfer to or with the condemning authority shall be made without the consent of both parties. Lessor and Lessee each agree to execute and deliver to the other any instrument that may be required by the provisions of this Lease relating to the condemnation. 8.03 Taking of Leasehold: Upon the total taking, Lessee’s obligation to pay rent and other charges hereunder shall terminate on the date of taking, or possession given, whichever LESSEES INITIAL4E PEO PRODUCTIONS, LLC d/b/a WSTA RADIO Parcel No. 121 Submarine Base and Parcel Nos. 167 and 171 Subbase No. 6 Southside Quarter St. Thomas, U.S. Virgin Islands is earlier, but Lessee’s interest in the leasehold shall continue until the taking is completed by deed, contract, or final order of condemnation. 8.04 Total Taking: Upon a total taking, all sums including damages and interest awarded for the fee, leasehold, or both shall be distributed and disbursed as Lessor and Lessee may agree, or in the absence thereof in accordance with the laws of the Virgin Islands. 8.05 Partial Taking: Upon a partial taking, all sums including damages and interest awarded for the fee, leasehold or both shall be distributed and disbursed to Lessor and Lessee as they may agree or, in the absence thereof, in accordance with the laws of the Virgin Islands. Upon a partial taking Lessee shall have the option of terminating this Lease upon thirty (30) days’ notice to Lessor. ARTICLE IX CANCELLATION, TERMINATION AND ASSIGNMENT AND TRANSFERS 9.01 Cancellation: This Lease shall be subject to cancellation by Lessor in the event Lessee shall: A. Be in arrears in the payment of the whole or any part of the amount agreed upon hereunder for a period of forty-five (45) days after the Lessor has notified Lessee in writing that payment was not received when due. B. File in court a petition in bankruptcy or insolvency or for the appointment of a receiver or trustee for all or a portion of Lessee’s property. C. Make any general assignment for the benefit of creditors. D. Abandon the Premises by not occupying the Premises for a period of ninety (90) days without notice to the Lessor and failing to pay rent during that ninety (90) day period. E. Default in performance of any of the covenants and conditions required herein (except rent payments) to be kept and performed by Lessee, and such default continues for a period of forty-five (45) days after receipt of written notice from Lessor to cure such default unless during such forty-five (45) day period, Lessee shall commence and thereafter diligently perform such action as may be reasonably necessary to cure such default. Ifdefault by Lessee in the performance of its obligations hereunder is precipitated in whole or in part, by activities for which Lessor is solely responsible, the period herein established to commence a cure for the said default will be extended for a reasonable period to account for the effect of Lessor’s activities. F. Be adjudged bankrupt in involuntary bankruptcy proceedings. LESSEES INTIAL( PEO PRODUCTIONS, LLC d/b/a WSTA RADIO Parcel No. 121 Submarine Base and Parcel Nos. 167 and 171 Subbase No. 6 Southside Quarter St. Thomas, U.S. Virgin Islands G. Be made a party of any receivership proceeding in which a receiver is appointed for the Premises or affairs ofLessee where such receivership is not vacated within sixty (60) days after the appointment of such receiver. H. Fail to pay the outstanding assessed real property taxes for two (2) years on improvements Lessee constructed upon the Premises. In any ofthe aforesaid events, Lessor may take immediate possession ofthe Premises and remove Lessee’s effects, to the extent permitted by law, without being deemed guilty of trespassing. Failure of Lessor to declare this Lease terminated upon the default of Lessee for any of the reasons set out shall not operate to bar or destroy the right of Lessor to cancel this Lease by reason of any subsequent violation of the terms of this Lease. 9.02 Termination: This Lease shall terminate at the end of the Lease term or last exercised Renewal Term. 9.03 Repossessing and Re-letting: In the event of default by Lessee hereunder which shall remain uncured after the required notices have been given pursuant to this Lease and for such time as provided herein, Lessor may at once thereafter, or at any time subsequent during the existence of such breach or default: A. Enter into and upon the Premises or any part thereon and repossess the same, expelling therefrom Lessee and all personal property of Lessee (which property may be removed and stored at the cost of and for the account of Lessee), to the extent permitted by law. B. Either cancel this Lease by notice or without canceling this Lease, re-let the Premises or any part thereof upon such terms and conditions as shall appear advisable to Lessor. If Lessor shall proceed to re-let the Premises during any month or part thereof, at less than the rent due and owing from Lessee during such month or part thereof under the terms of this Lease, Lessee shall pay such deficiency to Lessor upon calculation thereof, provided Lessor has exercised good faith in the terms and conditions of re-letting. Payment of any such deficiencies shall be made monthly within ten (10) days after receipt ofdeficiency notice. If any suit or action is brought by Lessor against the Lessee to enforce any of the provisions of this Lease, the Lessor shall be entitled to collect reasonable costs and attorney’s fees in the action or proceeding. 9.04 Assignment and Transfer: Lessee will not assign or transfer this Lease or any interest therein, without the prior written consent of Lessor which shall not be unreasonably withheld. Any consent of any assignment shall not be deemed consent to any subsequent assignment. LESSEES INITIALSE7 PEG PRODUCTIONS, LLC dlb/a WSTA RADIO Parcel No. 121 Submarine Base and Parcel Nos. 167 and 171 Subbase No. 6 Southside Quarter St. Thomas, U.S. Virgin Islands 9.05 Subleasing: Lessee shall not sublet the Premises in whole or in part without the Lessor’s advance written consent. Lessor’s consent does not release Lessee from any of its obligations under this Lease. In the event that Lessor consents to subleasing of the Premises or any part thereof, the Lessee shall pay to the Lessor an additional amount equal to thirty (30%) monthly of such subleasing income as additional rent. This additional rent shall be due and payable on the next rent day after such subletting rent becomes due from the subtenant. ARTICLE X GENERAL TERMS AND CONDITIONS 10.01 Notices: All notices provided to be given under this Lease shall be given by certified or registered mail, return receipt requested, postage fully prepaid, addressed to the proper party at: LESSOR: Department of Property and Procurement 8201 Subbase, Suite 4 St. Thomas, Virgin Islands 00802 LESSEE: PEO Productions, LLC d/b/a WSTA Radio P.O. Box 6166 St. Thomas, Virgin Islands 00801 The address of either party may be changed from time to time by giving written notice to that effect. 10.02 Non-discrimination: Lessee in exercising any of the rights or privileges granted by this Lease, shall not, on the grounds of race, color, creed, sex, or national origin discriminate or permit discrimination against any person. 10.03 Officials not to Benefit: No member of the U.S. Congress or the Territorial Legislature, no official or officer of the United States or the Virgin Islands Government, or any of their instrumentalities shall be admitted to any share of this Lease or any benefit of value that may arise therefrom. 10.04 Agreement made in the Virgin Islands: The laws of the U.S. Virgin Islands shall govern the validity, performance, and enforcement of this Lease. 10.05 Counterparts: This document is executed in one part which shall be deemed an original. 10.06 Cumulative Rights and Remedies: All rights and remedies ofLessor here enumerated shall be cumulative, and none shall exclude any other right or remedy allowed by law. I.ikewie, the exercise by I.esor of any remedy provided for herein or allowed by law shall not be to the exclusion of any other remedy. LESSEES INITIAL 2 PEO PRODUCTIONS, LLC d/bla WSTA RADIO Parcel No. 121 Submarine Base and Parcel Nos. 167 and 171 Subbase No. 6 Southside Quarter St. Thomas, U.S. Virgin Islands 10.07 Interpretation: Words of gender used in this Lease shall be held to include singular, plural, and vice versa unless the context otherwise requires. 10.08 Agreement Made in Writing: This Lease contains all agreements and conditions made between the parties hereto and may not be modified orally or in any manner other than by agreement in writing signed by the parties hereto or their respective successors in interest. 10.09 Paragraph Headings: The table of contents of this Lease and the captions of the various articles and paragraphs of this Lease are for convenience and ease of reference only and do not affect the scope, content, or intent of this Lease or any part or parts of this Lease. 10.10 Invalidity or Illegality of Provisions: The invalidity or illegality of any provisions shall not affect the remainder of this Lease. 10.11 Successors and Assigns: All terms, provisions, covenants, and conditions of this Lease shall inure to the benefit of and be binding upon Lessor and Lessee and their successor, and assigns. 10.12 Broker: Lessee covenants, warrants, and represents that there was no broker instrumental in consummating this Lease, and that no conversations or prior negotiations were had with any broker concerning the renting ofthe Premises. Lessee agrees to hold harmless Lessor against any claims for brokerage commission arising out of any conversation or negotiation had by Lessee with any broker. 10.13 Approvals Required: This Lease shall not become effective unless approved by the Governor and the Legislature of the Virgin Islands. 10.14 Entire Agreement: This Lease constitutes the entire agreement of the Parties relating to the subject matter addressed herein. This Lease supersedes all prior communications or agreements between the Parties, with respect to the subject matter herein, whether written or oral. 10.15 Conflict of Interest: Lessee 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 its obligations under this Lease. a. Lessee further covenants that it is: 1. 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 LESSEES INITIALS PEO PRODUCTIONS, LLC d/b/a WSTA RADIO Parcel No. 121 Submarine Base and Parcel Nos. 167 and 171 Subbase No. 6 Southside Quarter St. Thomas, U.S. Virgin Islands 2. a territorial officer or employee and, as such, has: i. familiarized itself with the provisions of Title 3 Chapter 37, Virgin Islands Code, pertaining to conflicts of interest, including the penalties provisions set forth in Section 1108 thereof; ii. not made, negotiated, or influenced this contract, in its official capacity; and no financial interest in the contract as that term is defined in Section 1101 of said Code chapter. 10.16 Rights of Holder of the Leasehold Mortgage: Notwithstanding anything to the contrary herein contained, Lessor agrees that in the event that Lessee secures a leasehold mortgage and thereafter defaults in the performance, of any of the terms and conditions of this Lease, Lessor will give notice of such default to any holder of the leasehold mortgage (where Lessor has been notified of the identity of the leasehold mortgagee) and a like notice of the default to the Lessee. The Lessee or the holder of the leasehold mortgage shall have the right to remedy any such default within a period of forty-five (45) days from the date the notice is mailed by registered or certified mail, return receipt requested, to the holder of the leasehold mortgage and the Lessee. In every case where the holder of the leasehold mortgage elects to acquire possession of the Premises or to foreclose the leasehold mortgage, such holder shall, prior to the acquiring possession or the foreclosing of the leasehold mortgage, (i) give Lessor the right of first refusal to purchase and assume Lessee’s leasehold mortgage interest and obligation, or (ii) to provide a purchaser for Lessee’s leasehold mortgage interest and obligation. The Lessor shall exercise the rights herein set out within one hundred twenty (120) days from the date Lessor is notified by holder of the leasehold mortgage that these rights may be exercised. In the event that this Lease is terminated, Lessor may enter into a new lease of the Premises with the holder of the leasehold mortgage, or its designee, within thirty (30) days after receipt of such request, which new lease will be effective as of the date of such termination of this Lease and shall run for the remainder of the same term, and subject to the same covenants, conditions and agreements; provided that the holder of the leasehold mortgage, or its designee, (i) contemporaneously with the delivery of such request, pay to the Lessor all the installments of basic rent and all other items of additional rent which would have been due for the Lessee had the Lease not been terminated and (ii) all sums due from the date of termination to the date of execution of the new lease. 10.17 Compliance with Laws: Lessee shall comply with all laws and regulations ofthe U.S. Government and the Government of the Virgin Islands including but not limited to zoning, Coastal Zone Management (CZM), building codes, environmental, and American Disabilities Act (ADA). Lessee shall obtain all licenses, permits, and any LESSEES INITIALS ______ PEO PRODUCTIONS, LLC d/b/a WSTA RADIO Parcel No. 121 Submarine Base and Parcel Nos. 167 and 171 Subbase No. 6 Southside Quarter St. Thomas, U.S. Virgin Islands required re-zoning of the Premises and to do business in the Virgin Islands as required. 10.18 Waiver: Waiver by Lessor of any breach of any term condition or covenant of this Lease shall not be deemed to be a waiver of any subsequent breach of the same or any other terms, conditions, or covenants of this Lease. No delay or omission to exercise any right or power hereunder shall impair any right or power of the Lessor; every right and remedy conferred under this Lease may be exercised from time to time and as often as may be deemed expedient by the holder of such right or remedy. 10.19 Enforcement of Lease Terms: Waiver by either party of any breach of any term condition or covenant ofthis Lease, during the term ofthis Lease, shall not be deemed to be a waiver of any subsequent breach of the same or any term, condition, or covenant of this Lease. No delay or omission to exercise any right or power shall be construed to be a waiver of any such right or power and every right and remedy conferred under this Lease may be exercised from time to time and as often as may be deemed expedient by the holder of such right or remedy. LINTENTIONALLY LEFT BLANK - SIGNATURES FOLLOW] LESSEES INITIALS? PEO PRODUCTIONS, LLC d/bla WSTA RADIO Parcel No. 121 Submarine Base and Parcel Nos. 167 and 171 Subbase No. 6 Southside Quarter St. Thomas, U.S. Virgin Islands IN WITNESS WHEREOF, the parties herein have hereunto set their hands and seals on the day and year first above written. WITNESSES: P0t-co. egC A C TTL6y (Print) ACKNOWLEDGEMENT Territory of the Virgin Islands District of St. Thomas/St. John ) ) Before me personally appeared Peter Ottley, President of PEO Productions, LLC d/b/a WSTA Radio to me well known, or proved to me through satisfactory evidence to be the individual(s) described in and who executed the foregoing instrument for the purposes therein contained.)) WITNESS my hand on this if day of LESSEE: PEOjø4uctions, LLC Radio President 1J J - A.D.2q24 ./ otary Pub; NP-64723 My Commission Ep ; June 4. 2027 St. Thomas/St JI. U.S. S1YH15 EXHIBIT A sv3AfAq-we Sna 1 V.,2/ ____ l’O 3 (s’A.’.’ 5A.r), A-’-- ,•“ 7 ‘we 4’A. 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P914- 8/0430/799 .4’a ,‘ 7/4 41/- 489.77 ‘,/j 601 r/ I / ‘ h —— __±. / _zc° m2wJj1w - —-- -—------ -c - - - 1 I ZONING CERTIFICATION GOVERNMENT OF THE UNITED STATES VIRGIN ISLANDS 0 DEPARTMENT OF PLANNING AND NATURAL RESOURCES 4611 Tutu Park Mall 45 Mars Hill Suite 300, 2”’ Floor Frederiksted, VI 00840 St. Thomas, VI 00802 (340) 773-1082 (340) 774-3320 dpnr.vi.gov Division of Comprehensive and Coastal Zone Planning ZONING CERTIFICATION This will certify that: • Plot No. 121 Subbase, St. Thomas is zoned 1-2 (Industrial-Light) as per Act No. 4257 (attached) • Plot Nos. 167 and 171 Subbase, St. Thomas are zoned 1-2 (Industrial-Light) as per Official Zoning Map No. STZ-4. The 1-2 zoned district would permit the use of Radio Station under “Radio Communication Services.” The list of permitted uses and development provisions for the 1-2 zoned district can be found in Virgin Islands Code, Title 29, Chapter 3, Subchapter 1, §228 and 229 (https://legvi .org/index.php/service/social-care/). GOVERNING AUTHORITY: Department of Planning and Natural Resources Government of the U.S. Virgin Islands Researched By: _________________ Name: Jewel Polimis Title: Planning Technician Date: March 6, 2024 Phone: 340-773-1082 ext. 2216 Email: jewel.po1imisdpnr.vi.gov Certified By: ___________ Name: Leia LaPlace (1 Title: Territorial Planner Date: March 6, 2024 Phone: 340-773-1082 ext. 2215 Email: leia.laplace@dpnr.vi.gov Act No. 4256 VIRGIN ISLANDS SESSION LAWS 1978 or both such fine and imprisonment, and each day a violation con tinues shall be a separate offense. Approved January 5, 1979. (BILL 8106) No. 4257 (Approved January 5, 1979) V’o Amend the Official Zoning Maps for the Island of St. Thomas. Be it enacted by thc Legislature of the Virgin Islands: Pursuant to the provisions of Title 29, chapter 3, Virgin Islands Code, and in accordance with the recommendations to the Legisla ture of the Virgin Islands by the Virgin Islands Planning Office, the District Zoning Maps for the Island of St. Thomas are hereby amended in the following instances: (a) Official Zoning District Map No. STZ-7 for the Island of St. Thomas is amended by changing the designation of Parcel No. 16, Estate Thomas, No. 6E, New Quarter, St. Thomas, from R-1 (Resi ‘-‘ dential—Low Density) to B-3 (Business—Scattered). (h) Official Zoning District Map No. STZ-4 for the Island of St. Thomas is amended by changing the designation of a portion of Sub-Base and Parcels Nos. 146, 69, 32, 32A, 104 to 109 and 121, .J Sub-Base, St. Thomas, from R-3 (Residential—Medium Density) to 1-2 (Light Industry). (c) Official Zoning District Map No. TZ-7 or the Island of St. Thomas is amended by changing the designation of the southern / of Grambokola Hill, 1{rum Bay, St. Thomas, from P V (Pblic) to R-2 (Residential—Low Density). (d) Official Zoning District Map No. STZ-3 for the Island of St , Thomas is amended by changing the designation of Parcel No. 15, Estate Hull, No. 4a Little Northsicle Quarter, St. Thomas, from ‘ .1 / R-2 (Residential—Low Density) to B-3 (Business ScatLered). . Approved January 5, 1979. 330 1 SUPPORTING BUSINESS DOCUMENTS ( N/A ) Financial Statements! Business Plan ( X ) Business License Expires: 04/30/2025 ( x ) Certificate of Liability Insurance (if already on property) Expires: 03/12/2026 ( N!A) Articles of Incorporation ( x ) Articles of Organization ( N/A) Certificate of Limited Partnership ( X ) Tradename Certificate (if applicable) Expires: 03/1/2027 ( X ) Corporate Resolution! Memo Authorizing Signature Dated: 03/07/2024 Expires: N/A (x ) Certificate of Good Standing Dated: 08/08/2024 Expires: 06/30/2025 (N/A ) Certificate of Existence Dated: N/A Expires: N/A KNOW ALL BY THIS PRESENT That, in accordance with the applicable provisions of Title 3 Chapter 16 and Title 27 V.I.C. businesses and occupations, and compliance having been made with the provisions of 10 the Civil Rights Act of the Virgin Islands, the following license is hereby granted. PEO PRODUCTIONS, LLC P0 BOX 6166 ST THOMAS ST. THOMAS VI 00801 121 SUBBASE ST THOMAS ST. THOMAS VI 00802 Business No: 34202 License No: Types of License(s) Radio Station 1-34202-1 L 0410112024 until 0413012025 04119/2024 St. Thomas,V.I. 600.00 SING& THE GOVERNMENT OF THE VIRGIN ISLANDS DEPARTMENT OF LICENSING AND CONSUMER AFFAIRS BUSINESS LICENSE Licensee: Trade Name: WSTA RADIO Mailing Address Physical Address As provided by law, the authorized licensing authority shall have the power to revoke or suspend any License issued hereunder, upon finding, after notice and adequate hearing, that such revocation or suspension is in the public interest; provided, that any persons aggrieved by any such decision of this office shall be entitled to a review of the: same by the Territorial Court upon appeal made within (30) days from the date of the decision; provided, further, that all decisions of this office hereunder shall be final except upon specific findings by the Court that the same was arrived at by fraud or illegal means. 2024 If a renewal is desired, the holder is responsible for making application for same without any notice from this office. It is the responsibility of the Licensee to notif,’ the Department in wnting within (30) days when a license is to be cancelled or placed in inactive status. Failure to do so will result in the assessment of penalties as authonzed by law. Valid from Printed on lssued at Fee H. Nathalie Hodge Commissioner, Department of Licensing and Consumer Affairs : THIS LICENSE MUST BE PROMINENTLY DISPLAYED AT PLACE OF BUSINESS Business Entity No. 586140 Government of The United States Virgin Islands -0- Office of the Lieutenant Governor Division of Corporations & Trademarks CERTIFICATE OF GOOD STANDING To Whom These Presents Shall Come: I, the undersigned Lieutenant Governor the United States Virgin Islands, do hereby certify that PEO PRODUCTIONS LLC has filed in the Office of the Lieutenant Governor the requisite annual reports and statements as required by the Virgin Islands Code, and the Rules and Regulations of this Office. In addition, the aforementioned entity has paid all applicable taxes and fees to date, and has a legal existence not having been cancelled or dissolved as far as the records of my office show. Wherefore, the aforementioned entity is duly formed under the laws of the Virgin Islands of the United States, is duly authorized to transact business, and, is hereby declared to be in good standing as witnessed by my seal below. This certificate is valid through June 30th, 2025. Entity Type: Domestic Limited Liability Company Entity Status: In Good Standing Registration Date: 02/16/20 16 Jurisdiction: United States Virgin Islands, United States Witness my hand and the seal of the Government of the United States Virgin Islands, on this 8th day of August, 2024. Tregenza A. Roach Lieutenant Governor United States Virgin Islands 08082024074F, —I., ® ACDRD CERTIFICATE OF LIABILITY INSURANCE THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT CRG NAME: Caribbean Risk Group PHONE ‘340’ 774-2323 I FAX (888) 226-4445 IAIC, No, Ext): I )A!C, No): Royal Palms Professional Bldg. E-MAIL ADDRESS: 9053 Estate Thomas Suite 101 INSURER(S) AFFORDING COVERAGE NAIC # St. Thomas V) 00802 INSuRER A: Lloyds of London-EVEIMAR INSURED INSURER B: PEO Productions LLC, DBA: WSTA Radio 1340AM INSURER C: P.O. Box 6166 INSURER 0: INSURER E: St. Thomas VI 00802 INSURER F: COVERAGES CERTIFICATE NUMBER: CL2531402505 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOT’rMTHSTANDING ANY REQUIREMEN1 TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT ‘45TH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR AUDL s’UBF POLICY EFF POLICY EXP LTR TYPEOFINSURANCE ‘NSD WVD POLIcYNUMBER (MMIDDIYYYY) )MM!DDIYYYY) LIMITS )< COMMERCIALGENERALLIABILITh’ — EACHOCCURRENCE $ 1,000,000 DAMAGE TO RENTED PREMISES(Eaoccurrencel $ 100,000 A CIMS-MADE OCCUR Y N 1767725000- DEC 128 03/1 2/2025 03/12/2026 MED EXP (Any one personl $ 5,000 PERSONAL&ADV INJURY S 0 GEN’LAGGREGATE LIMITAPPLIES PER: GENERALAGGREGATE $ 1000,000 J POLICY LOC PRODUCTS-COMP/OPAGG 1,000,000 — — $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT lEa accident) ANYAUTO BODILY INJURY (Perpersofil S OWNED r—i SCHEDULED BODILY INJURY (Peracdent) $ AUTOS ONLY I I AUTOS HIRED r—i NON-OWNED PROPERTY DAMAGE S AUTOS ONLY AUTOS ONLY — — (Per accenII $ UMBRELLA LIAB [.......J OCCUR EACH OCCURRENCE $ EXCESS LIAB I CLAIMS-MADE AGGREGATE $ DED I I RETENTION S — — $ WORKERS COMPENSATION I PER I I 0TH- I_STATUTE__I I_ER AND EMPLOYERS’ LIABILITY Y I N ANY PROPRIETOR/PARTNERIEXECUTIVE r—’i EL. EACH ACCIDENT $ OFFICERIMEMBER EXCLUDED N!A (Mandatory in NH) EL. DISEASE - EA EMPLOYEE $ II yes, describe under DESCRIPTION OF OPERATIONS below — — EL. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS I LOCATIONS! VEHICLES (ACORD 101, Additional Remarics Schedule, may be attached if more space is required) It is hereby noted and agreed that The Government of the Virgin Islands, Department of Property and Procurement (Lessor), is added as an additional insured for their respective rights and interests. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN The Government of the Virgin Islands Department of Property and ACCORDANCE WITH THE POLICY PROVISIONS. 8201 Subbase Suite AUTHORIZED REPRESENTATIVE St. Thomas VI 00802 © 1988-2OI5ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DATE (MM!DDIYYYY) 03/14/2025 ACORD 25 (2016103) POLICY NUMBER: 1767725000-DEC 128 COMMERCIAL GENERAL LIABILITY CG 20100413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED — OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: Named Insured: PEO Productions LLC dba WSTA Radio 1 340AM COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE POLICY NUMBER: 1767725000-DEC 128 Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations The Government of the Virgin Islands As required by contract Department of Property and Procurement 8201 Subbase, Suite 4 St. Thomas, VI 00802 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for “bodily injury”, “property damage” or “personal and advertising injury” caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: ‘1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to “bodily injury” or “property damage” occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of “your work” out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. CG 20100413 © Insurance Services Office, Inc., 2012 C. With respect to the insurance afforded to these 2. Available under the applicable Limits of additional insureds, the following is added to Insurance shown in the Declarations; Section III — Limits Of Insurance: whichever is less. If coverage provided to the additional insured is This endorsement shall not increase the required by a contract or agreement, the most we applicable Limits of Insurance shown in the will pay on behalf of the additional insured is the Declarations. amount of insurance: 1. Required by the contract or agreement; or © Insurance Services Office, Inc., 2012 CG 20 10 04 13 TERRITORY OF THE. UNITED STATES VIRGIN ISLANDS ARTICLES OF ORGANIZATION OF PEO PRODUCTIONS LLC A LIMITED LIABIliTY COMPANY The undersigned organizer hereby adoptsthe following Articles: p ARTICLE I Name The name ofthe Limited Liability Company is PEO PPRODUTiON5 LLC referred tin these articiesbf organization as the ‘tCompany/’ C ARTICLE 11 Ihitlal Designated Office and Agent The physical addressof the initial designated office ofthe company Is 121 Subbase St Thomas, Virgin Islands 00802. The mailing address ofthe initial designated office ofthe Company is p 0 Box 6166, StThomas, Virgin islands 00802 The name of the initial agent for service of process On the Company is Peter E. Ottley, an ihdividUal resident of the Virgin Islands, whose physical ad4ress is Gorger Gade #6c, St Thomas Virgin Islands 00802 The mailing address of the agent for service of process is p Box 6166, St Thomas, Virgin Islands 00804 ARTICLE III Organizers The name of the organizers of the Company are: Peter E Ottley, a natuial person who is at least eightoen(18) years old and whose physical address isBorger Gade #Gc, ST. Thomas Virgin Islands 00802? PEG ProdUctions ac ArtIcles of Organization ARTICLE IV Capital The minimum amount of capital with which the Company will commence busirless is One Thousand Dollars($1OO0.00). ARTICLE V Duration The Company IS an “at will company’ and is not a “term company” The duration ofhe Limited Liability Company is unlimitedduraNon. 1 ARTICLE VI Management The Company is a “member managed company” The members shall have sole authority to manage the Company and are. authorized.to make contracts, enter Into any transactions, and make and obtain any commitments on behalf of the Company to conductor further the Company’s business and shall further have such authority as provided in the company’s operating agreement. Any single member hasthe authority to act on behalf of and bind the Company, including the authority and to malce.contracts, enter into any transactions, andmakeand obtain any commitments an behalf of the Companyto conduct or further the Company’s business. ARTICLE VII Liability No member of the company isto’be liable for the Company’s debts, cbIigations and liabilities pursuantto 13 VI C §1303(c) To the full extent permuted by act No 6204, amending title 13 of the VirginIslarids Code by adding a new chapter 15, and other applicable law, all members are released from and all liability for all debts, obligationsand/or liabilities of the Company’ ARTICLE V1i Purposeand Powers This Company is organized with a general business purpose including’but not limited to foreign export business, and has all powers provided by law, including but not limited to: 1. Sue and, be áued, and defend in its name; PEO Productionstic Attlcles of Organization 2. Purchase, receive, lease, or otherwise acquire, and own, hold, improve, use and otherwise deal with realor personal property, or any legal or. equitable interest in property, wherever located; 3. Sell, convey, mortgage, grant a security interest in lease, exchange, and otherwise encumber or dispose of alt or any party of its.property; ‘4 Lend money,invest or reinvest its funds, and receive and hold real and personal property as security for repayment; 5. conduct its businesses, locate offices,and exercise the powers grantedby law withi,n or without the Virgin Islands; 6. Purchase, receive, subsnlbe fOr, or otherwise acquire, own, hold, vote, :use, sell, mrtgage, lends grant a security interest in or otherwise dispose of and deal in and WIth, shares orother interEstsin or obligations, of any other entity; 7.. Makes contracts and guarantees, incur liabilities, borrowmoney, issueits notes, bonds, and other obligations which company.be convertible into or include the optipn.to. purchase by. a mortgage on or security interest in any of its property fiichWe.or income; 8. Be a promoter, partner, member, associate or manager of any partnership,jbintenture, trust or other entity, 9. Elect managers and, appoint officers, employees and agents of the Companyeflnetheir’ duties, fix their compensation and lend them money, or credit;’ J, - 10. Pay pension and establish pension plans, pension trusts, profit sharing p1ns, nus plans, option plans,.and benefit or inventive plansfor all its current and former members, officers, employees, and agents; U. Make donations for the pubLic welfare or forcharitable1 Scientific or educational purposes; and 12. Make payments or donations, or do any other act, not consistent with law that furthers the business of the Company, And the Company uses those poWers to and for ahy lawful purpose. IN WITNESS WHEREOFF the undersigned has made, signed and acknowledged these Articles of Organization this A4 ‘ day of February, 2016 PEO Productions LLC Articles of Organization. TEaRITORY OF THE VIRGIN ISLANDS ) DIVISION OF ST. THOMAS AND St JOHN Peter B Ottley / Before me the undersigned Notarypublic, onthisday personally appeared Peter E Ottley, know me to be the person whose name is subscribedtothe article foregoing instrumEnt and acknowledged before me that the instrument was executed for the purposes and consideration therein expressed Given undev my hand and seal of office this 4c “2’ day of February, 2016 /2 42- Notary Public .Ve& 2i( My Commission Expires t. rEO ProductionsUt Articles of Organization Government of Trade Name No. TNO 123398 The United States Virgin Islands -0- Office ofthe Lieutenant Governor Division ofCorporations & Trademarks RENEWAL TRADE NAME REGISTRATION To Whom These Presents Shall Come: I, the undersigned Lieutenant Governor of the United States Virgin Islands, do hereby certify that the Office of the Lieutenant Governor, Division of Corporations and Trademarks, has in its custody the applicable documents seeking for the of the following Trade Name. Trade Name No. 1TN0123398 Trade Name WSTA RADIO Nature of Business Transportation, Communications, Electric, Gas, and Sanitary Services, Communications jRegistrants PEO PRODUCTIONS LLC Business Location 121 Subbase, St Thomas, United States Virgin Islands, 00802, United States Mailing Address P 0 Box 1340, St Thomas, United States Virgin Islands, 00804, United States [original Registration Date IlMarch 15, 2023 Renewal Date IlMarch 17, 2027 Witness my hand and the seal of the Government of the United States Virgin Islands, on this 14th day of March, 2025. / (j,) Tregenza A. Roach Lieutenant Governor United States Virgin Islands WSTA RADIO 1340AM PEG P.O. BOX 6166 St. Thomas, VI 00802 CERTIFICATE OF RESOLUTiON I, Hosea B. B. Ottley, of PEO Productions, LLC dlb/a WSTA Radio a duly organized LLC in the Virgin Islands and in good standing, hereby certifies that it has adopted the following resolution, which has not been modified or rescinded: RESOLVED, that PEO Productions, LLC dfb/a WSTA Radio hereby authorizes Peter Ottley, President to sign the Lease Agreement, submit all required documents, and take all such other steps as may be necessary to effectuate said Lease Agreement with the Government ofthe Virgin Islands. 1 Date: ‘1. ‘1 I,,’ - - \4Z Cydren,a Fii Notary Public rP.647.23 My Commission Expires: June 4,2027 St. Thomas/St. John1 U.S. Virgin Islands 121 Subbase; St. Thomas, US Virgin Islands 00802 Phone: (850) 570-0919 PROOF OF OWNERSHIP (X ) Deed (N/A) Map (if referenced in deed) (N/A) Title and Encumbrance Certificate QbTi’CLAIM DEED This QtJTCL’.IM DEED, made this ______________any o ____________________ 1967, by and between the United States of acting by nnd through the Secretary of the Interior, and t.’..c rncnt of the Virtin Islands, wzTsEz:: WEZHEAS, the Cornrncnt of the Virgin Islands has reçucstcd te cta.ry o the Interior to con’sy the lands hereinafter descrhc to overnert of the Virgin Islands, pursuant to the erritorIa1 Suzr lands Act, 77 Stat. 338, 8 U.S.C. 1702. (1963), for specific deve1oment urposes; and WREAS, pursuant to Section 1(c) of the said. Act, o 13, 1966, an explanatory statezent ia submitted to the CozLtcs on Interior and. Insular Affairs of the Senate and House of esentatives of the United States Congress; and WREAS, by letter dated January 5, 1967, the Chairman of the Coiittee on Interior and Insular Affairs and by letter dat ..ernber 16, 1966, the Chairman of the Senate Coittee on Irt:: and Insu2.ar Affairs havc informed. the Secretary of the raerio: vioh to tc.Xe no action with respect to the izoposed conveyance; WHEREAS, notice of this conveyance of the lands hereinafter has bccn pibliatcd in the Virgin Islands in t na:1rr for-... :ç4red. by Section 1(o) of thc said Act; yow, z-zrZ’ORE, the United States dees hereby transfer and co.v:j to the Government o the Virgin Islands, in accordance with on ct to the said Act, and the terms and conditions hereof, all right, title and interest in the following described lands: TRACT (i) SECTION (1) FOB4ER NAVAL SUY.ARDE BASE, ST. TROMAS, V.1. .Drawing N.A3—97—T66. i:r t point A” located North 7 degrees 00 minutes West, of 255.0 feet, from the northeat corner of the tender pier, h2 line runs: orth tegrees 30 minutes East, a distance of 600.0 feet, to a point; tr.erce dree 45 minutes West, a distance of 100.0 feet, to a. point; thence South 55 rees 30 minutes East, a distance of 190.0 feet, to a point; thence 3. egrces 00 minutes East, a distance of 200.0’ feet, to a point; tcence North 6 degrees 00 minutes East, a distance of 175.0 feet, to a point; thance South 33 degrees 30 minutes West, a distance of 60.0eet, to apoin;; thence South ,9 degrees 25 minutes East, a distance of 175.0 fee’, to a point; thence South 2.5 degrees 37 minutes West, a distance o 77.8 feet, to a point; thence North 55 degrees 50 minutes West, a distance of 170.0 feet, to a point; thence South 32 &egrees 15 minutes West, a distance of J400.O feet, to a point; thence South 6 rees 30 minutes East, a distance of 100.0 feet, to a. point; thence South .... grees 30 minutes West, a distance of 55.0 feet, to a point; thence North 59 degrees 10 minutes West, a distance of 100.0 feet, to the point 01’ ber.ii.g. ._ree. is 2.80 acres distances are in U.S. Feet. TRACT () SECTION (2) FOR1ER NAVAL SUSHARINE BASE, ST. THOMAS, V.1. ; P.int ‘° locatod on hc shoreline and being the souv.hcs; cornc . tract 3 (U..T. txe.ining facilities) the line runs: South :“ rccz 18 minutes West, a distance of 55.0 fee; to a point; n:a iorth 52 degrees 0 minutes West, a distance of 282.5 feet, to a point; thence South 7 reea 18 minutes West, a distance of 110.0 feet, to a point; thsce degrees 00 minutes West, a distance of 30.0 £eet, to a. point; thence 2 0 j7 rces 18 minutes East, a. diotanco of 370.0 feet, to a. point, .hencc So..th 3 ereca South £0 roes or;h ‘.3 cxeea North £3 croes North 69 &rcs North . irees South 6.5 crees South 7 corees 18 minutes West, 38 minutes West, 20 minutes East, 30 minutes East, 40 minutes East, 10 minutes East, 05 minutes East, 00 minutes East, a distance a distance a distance a. distance a distance a distance a distance 8. o.istance a distance a distance South 37 rces 18 minutcs West, a distance of 50.0 feet, to a. point; thence i1on thc shore line po.ssing pier “C” and pier “B”, to the point of oeinn. The ar. . 6.’.7 acres All are in U.S. feet TRACT (4) SZOTION (3) SMARE BASE, ST. Ti0MAS, V.1. t.t point “C” located North 85 dnrees 30 minutes East, a distanco o.’ 760.0 feet, from V.1. Corporation, onnt 2, the line runs: .iori >... uces 15 minuses East, , distance of 90.0 feet, -so . point; thence .eea 00 minutes East, a distance of 110.0 feat, to a point; thence 71 CA.. rcoe Ci.. minutes East, a distance of 45.0 feet, to a point; thence South c..•ee 40 minutes East, a distance of 130.0 feet, to a poin;; thence South 12 ...rcea 00 minutes East, a distance of 90.0 feet, to a point; thence south 26 doreas 30 minutes West, a distance of 340.0 feet, toa point; thence South 0 ces 00 minutes West, a distance of 125.0 feet, to a point; thence 3 a :rth 52 e5recs 42 minutes West, of 115.0 feet, to a point; thence of 156.0 feet, to a. point; thence of 30.0 feet, to a point; thence of 60.0 feet, to a point; tnencc of 190.0 feet, to a point; thence of 250.0 feet, to a point; thence of 200.0 feet, to a. point; thence of 150.0 feet, to a point; t-.ence of 110.0 feet, to apoint; thence of 95.0 feet, to a point; t-.ence North 6.5 dcreea 10 minutes East, IS degrees 00 minutes Went, a distance of U0.0 feet, to a point; thcnc Sou .. degrees 05 minutes West, a distance of 170.0 i’oet, to a point; thence st: 7 degrees 30 minutes West, a dietanco of 60.0 feet, to a point on t1.e c.oc ino; thence 1o t.r.n shoreline in a general northerly direction, to the point of ‘2 nrea is 1.5k acres i1 distances are in U.S • Feet TRACT (ii) SECTION (4) ‘0RR NAVAL SUPMAEINE B.ASE, ST. THOMAS, V.1. Y & D Draving No. 839 062 alsc P.’;.i)rtwn; e.P--97—T66. at a point located North 87 degrees 00 minutes East, a distc.r.co of 100.0 feet, from V.1. Corp. Nom.ent 2, the line rws South 75 degrees 45 minutes West, a distance of 100.0 feet, to a point; tenc4 South 8 degrees 5 minutes West, a distance of 280.0 feet, to a point; t.ence Sot 17 degrees 00 minutes East, a distance of 170.0 feet, to a point; ;tenc4 Souz 51. degrees 50 minutes East, a distance of 100.0 feet, to a point; thenc Sout-. 49 degrees 15 minutes East, a distance of 150.0 feet, to a point; thenc South 54 degrees 20 minutes East, a distance of 95.0 feet, to a point; thence Sout. 3 degrees 45 minutes West, a distance Of 135.0 feet, to a point; theme Sout 1.5 degrees 30 minutes West, a distance of 110.0 feet, to a point; thenc ort. 29 degrees 15 minutes West, a distance of 130.0 feet, to a point; theme North 5 degrees 15 minutes West, a distance of 120.0 feet, to a point; thence North 37 cgrees 00 minutes Wost, a distance of 95.0 feet, to a point; thence orth 71 degrees 50 minutes West, a distance of 145.0 feet, to a point; thenc Nort.-. 17 degrees 45 minutes West, a distance of 100.0 feet, to a point; theme North 33 degrees 45 minutes West, a distance of 60.0 feet, to a point; thence 1 or.h 9 ,rees 145 minteo Eant, a distance of 160.0 feet, to a .oint; thence ti 12 grees 15 minutes West, a distance of 95.0 fcet,.to a point; thence :;or 2) degrees 00 minutes East, a distance of 130.0 feet, to a point; thence orth ‘.9 egrges 145 minutes East, a distance of 50.0 feet, to a point; thence South 5 derces 20 minutes East, a d.iataace of 87.3 feet, to the point of beimiing. area is 1.37 acres .13. distances are in U.S. feet As reqzired by Section 1(e) of the Territorial Suerged iand.s Act, this conveyance is made without the: power or right to recove’ title to the subject lands. The United States excepts and reserves all deposits of oil, .i, and other minerals, but the tern “minerals” shall not imc ,nnd, gravel, or coral. TO ZkVE AD TO HOlD the some unto and to the use of the Goveromt of the Virgin Islands forever. Under IN Wl’INS WHERE0’, the/Secretary of the Interior has nd sealed this deed. in behalf of the United States on the dn c.md year first shove written. UNITED STATES 0? ARICA iT FE& 9,- w- / Hy LAA Ltt. t4J n6e Secretary of the Interior . ‘ence of: .-..-- 5 - ‘9 D:aT:c2 o cOZ.UIA) ) as w I2GTO ) O this of ir. t2 ‘ear 1967, before me a Ot8rY ?ubl2, exsoflO11Y aeared Charles F. Iice, who aco1e0eo. himself to be the Uder Secretarf of the Deart of the IteriOX azid that he, ich officer, beiug sutOriZed so to do, execited the foregOi ir.s Sriai i:.. 573 DISTRICT OF COLUMBIA T ..z.i Wio Ttzse Pastss SUAU. Co,e. Geo LuiQL. is scrtbcd to the sceompaothg istrurnont was a the tic of eiolog tie aemo Noay Pl ioi the Disrtct of Columbis ad aug’ comiioood and authon:cd by the laws of said D riot of Cou to takt tao noeaowleämeat and proof oi dccds 0i COtiYCyd000 of lands, tenements, or horedmonts, sno oth .nmets in writin; to be recotded (a said Dietact, and to administer os.ths: and that I em well acçoainted wit hdwñtiug of Nots thhc and vey bie that the alatore and preson of seal thereon ai o&e, after com2eriaoa with sisna*aire and improu of seal on 1e in this o$ce. Wimus WHESSO?, tho Secretary to the Boer. of Commissioners of the Diaoict of Colwnhia, has hereu.t caisaei the Seal of the Distesot of Colombia to be affixed at the City oi Vashiatou. D.C.. thi day of _2.EaTtAV _J,967 (D.C. S.AL) C< - :-‘--, i);.-.. :74 ACOWDG > — of) LI L) — C) - .. U. •0 -S PC DZT TO QtJITCLAIM DEED is ANDT nade this — day of April, 1967, y the UnIted States of Arica, acting through the Under of the InterIor, and. the Government of the Virgin Islands, ctIr z,rouCh the Governor of the Virgin Islands by uitc1ain deed dated February 9, 1967, a copy in attached hereto and nade a e.rt hereof, the United States ting through the Secretary of the Interior, conveyed 1:.. scribed. therein to the Government of the Virgin Islands _t to the Territorial Siaerged lands Act, 77 Stat. 3:38, U..O.; and ;E.AS, the Government of the Virgin Islands visnes to ,., :ansfr certain of the lands thus conveyed to it to the Virgin 1, / :z Witer and bwer Authoritr; WIFEAS, r3uant to nection 1(c) of the said Act, on :.rch i, 1967, an explanatory statement ias submitted to the ctt,.o on Interior and In.sular Affairs of the Senate and iouse ent,atives of the United States Coness; and by letter dated Aril 10, 1967, the Chairman of Io Cottee on InterIor and :anuaar .ffai.rs and. by letter tcd. Ari1 10, 1967, the Chairman of the Senate Conmittee on Ir.teic: zi :r.1r Affairs have informed the Secretary of the Interior that their roective Coi’ttees have no objections to the propoeed transfer; 0 WD3EAS, notice of proposal to amend the February 9, 1967, çui;ci.a dcd by adding 1anguae permitting such transfer has been uis in the Virn Islands in the manner and form required by scczion ) of said Act; :cow, TFORE, in consideration of the premises it is nuZuai2.j reed that the quitclaim deed dated February 9, 1967, r and wen the United States of .merica (grantor), acting thro’ the Secretary of the Interior, and the Government of the Viri snnis (grantee) be and it hereby is amended by adding thereto .fter the araraph at pe.ge 5 thereof which reads as follows: .s required. by section 1(e) of the Territorial Submerged lands Act this conveyance is made without the power or right to reconvey the subject lands. the foilowi proviso: ?:ovided, however, that the Government of the Virgin Islands nsy convey to the Virgin Islands Water and Power AuthorIty in fee sinple absolute that portion of the former navel submarine base ksown as act (1+), Loction (ii) as more perticulnri.y described in Public Works Drawing o. A3-97-T66 and which metes and bounds description has been published as aforesaid and, that such conveyance shall be without cost to the Virgin Islands Water and. Power Authority. to the qitc3ain deed. will be recorded br the Govornmeat of the Virgin Islands at the same time and together with i;s daei of conveyance to the Virgin Islands Water and Power Authority. Z TS WlEGF the United States of merica, acting the Secretary of the Interior, and the Government of the 2 a V.n :2.ds, acting throuh the Govox-nor of the Virgin lolands, od their bani and seals on the year and day first above UNITED S2A!ES OF AiCA By LA(1Afl11’ Li-J. Under Secretar5, f th _ . GOtNT OF SZiNtS t.3 nce c: t-,__ 1,< - 7 — - = - ..-ic- ‘_‘_.. .-, (_-L;? -41 / ACQiOWZEDG’T coLUI) ) c: c SGTON ) this 1’? day of 2’ .. , in the r l97, before na >ica—’ 4 L1 , a otary iic, oni1y peared Charles P. Izce, who acknowledged himself to be the Ur.or Sccreary of the rtrnt of the Interio, and that ha, c. o.cer, being authorized so to do, executed the foregoing or the Uai.ed Statos of Anerica. Wtiz Whereof I hereunto set hand and seal. Notary Piblic 3 I.., a: 5JMARINL NET DEPOT ECTlON .5E MAP OF’ U. S.NAVAL STATION SI THOMAS,V. I. °I U. S.A. SHO’Mt4OCONDITONS QN JUNE 30,1945 SCALtOr FE 3.’ ) Ctfl* SO, OPS 01 k.flam. can.... A (SO Act No. 3056 VIRGIN ISLANDS SESSION LAWS 1971 council shall insofar as possible be geographical. No member of the council shall be a licensee under this chapter. The council shall organize, elect a chairman and thereafter meet upon call of the chairman through the Commissioner. The council shall counsel and advise with the Commissioner and make recommendations relative to the operation and regulation of the industry. Such advisory coun cii members as are appointed by the Commissioner shall serve without pay; however, Government per diem and travel allowances : may be claimed for attendance at officially called meetings of the council as provided. § 1324. Attorney General; enforcement The Attorney General shall be attorney for the Cormnissioner in the enforcement of this chapter and shall conduct any investiga tions incidental to its enforcement. § 1325. Waiver of experience requirements The Conunissioner shall waive the experience requirements spec ifled in section 1304 of this chapter in the case of any applicant for a license under this chapter if the applicant meets the other requirements of this chapter and if the applicant is conducting a private investigative agency or a watchman, guard or patrol agency on the effective date of this chapter. Section 2. The Act shall be effective August 1, 1971. Approved May 28, 1971. No. 3057 (Approved May 28, 1971) To Amend Title 29, Chapter 10, Relating to the Virgin Islands Port Authority. Be it enacted by the Lcgislature of the Virgin lslaizds: Section 1. Subsection (a) of section 541 of Title 29 is amended by striking out the phrase “The Governor of the Virgin Islands and the Director of the Budget” and substituting therefor the follow ing phrase: (BILL 5055) 214 1971 REGULAR SESSION Act No 8057 “Any two members of his cabinet designated by the Governor”. Section 2. Subsection (b) of section 541 of Title 29, Virgin j Islands Code, is amended to read as follows: (b) The term of office of each member shall be three years and each shall be eligible for reappointment. Any person appointed to fill a vacancy occurring prior to the expiration of the term for which a predecessor was appointed shall be appointed only for the remainder of such term. SectIon 3. Subsection (c) of section 541 of Title 29, Virgin Islands Code, is amended to read as follows: (c) Of the said seven persons, three shall be residents of the Island of St. Thomas, three shall be residents of the Island of St. Croix, and one shall be a resident of the Island of St. John. Section 4. Subsection (c) of section 542 of Title 29, Virgin Islands Code, is amended to read as follows: (C) The Board shall appoint in addition to the Executive Direc tor of the Authority, such other officers, agents, or employees, permanent or temporary, and by contract or otherwise may employ such consulting engineers, superintendents, managers, fiscal, legal and other technical experts, as it may deem necessary and shall determine their qualifications, duties, tenure and compensation. The bylaws of the Authority may provide for the delegation to its Executive Director or its other officers, agent or employees of such of the powers and duties of the Authority as the Board may deem proper. Section 5. The first sentence of section 543 of Title 29, Virgin Islands Code, as far as the first semicolon, is hereby amended to read as follows: The purposes of the Authority shall be to establish, acquire, construct, develop and improve, own, operate and manage any and all types of air and marine terminals; Section 6. The sentence at the end of subparagraph (6) of sec tion 543 of Title 29, Virgin Islands Code, is amended to read as follows: [n no case shall the Authority have the power to sell, lease, assign, mortgage, pledge or otherwise dispose of or encumber any real property without the approval of the Legislature (of the Commit tee of the Whole of the Legislature when the Legislature is not in session), and the Governor; Provided, however, That leases for a term of one year or less shall not require such approval; 215 VIRGIN ISLANDS SESSION LAWS Section 7. Subsection (a) of section 551 of Title 29 is amended by deleting therefrom the following provision: Provided, further, That of the total amount of bonds which may be outstanding at any one time hereunder, not less than thirty million dollars shall be available exclusively for facilities on the Island of St. Thomas, not less than thirty million dollars shall be available exclusively for facilities on the Island of St. Croix, and not less than five million dollars shall be available exclusively for facilities on the Island of St. John; Section 8. Section 561 of Title 29, Virgin Islands Code, is hereby amended by the deletion of subsection (b) thereof. Section 9. Subsection (c) of section 561 of Title 29 of the Vir gin Islands Code, is amended by adding the following at the end thereof: Any of the real property which was transferred to the Authority pursuant to paragraph (a) of section 3 of Act No. 2375 (approved December 24, 1968) which does not constitute facilities related to the airport and/or marine activities of the Authority shall be retransferred to the Government of the Virgin Islands. Such trans fer shall be effective as of July 1, 1971, and shall be evidenced by appropriate deeds of conveyance or other legal instruments. Section 10. Section 576 of Title 29 of the Virgin Islands Code, is hereby repealed. Section 11. All activities of the Authority, its properties and personnel, other than that involving Marine and Aviation, and including housing units, beaches, real property leases, fire fighting units shall be transferred to the Government of the Virgin Islands effective July 1, 1971, provided that in the transferral of personnel employees currently holding positions with the Port Authority shall be given preference in appointments to the extent that such jobs are retained by the Government of the Virgin Islands. Section [2. Land in eastern St. Thomas which has been acquired for the development of a new airport shall not be used for any other purpose without the prior approval of the Governor and the Legislature of the Virgin Islands. SectIon 13. It is hereby declared that none of the foregoing amendments, separately or collectively, is intended to affect in any way any obligation of the Authority arising out of its issuance of bonds, or any other evidence of indebtedness, or any contract, .216 Act No. $057 1971 1. 1 1 44? 1971 REGULAR SESSION Act No. 3058 lease or other obligation heretofore entered into by the Authority or its predecessors. Section 14. There is hereby appropriated to the Virgin Islands Port Authority the sum of $700,000 out of any available funds in the Treasury of the Virgin Islands for fiscal year ending June 30, 1971, to remain available until expended. Approied May 28, 1971. (BILL 5069) No. 3058 (Approved May 28, 1971) To Amend Title 18 of the Virgin Islands Code, Pertaining to Elections; To Lower the Voting Age and Remove Literacy Requirements for Electors; and Provide Additional Opportunities for the Registration of Electors. Be it enacted by the Legislature of the Virgin Islands: Section 1. Section 261 of chapter 13 of Title 18, Virgin Islands Code, is hereby amended to read as follows: “Except as provided in this chapter, every resident of the Virgin Islands, who is a citizen of the United States and is 18 years of age or over, has the right to franchise, and shall be entitled to vote at all elections if he or she has complied with the provisions of this title requiring and regulating the registration of its electors.” Section 2. Sections 1 and 4 of Act No. 2887 (Bill No. 4663), Eighth Legislature of the Virgin Islands, Regular Session 1970, are hereby repealed. Section 3. Subsections (ci) and (e) of section 100 of chapter 5 of Title 18, Virgin Islands Code, are redesignated as subsec tions (e) and (f), respectively, and a new subsection (d) is added to said section 100 to read as follows: “(d) If the applicant for registration shall allege inability to sign his name, then he shall be required to present affidavits, sub scribed in person before a member of the board or the clerk, of two electors who are personally acquainted with the applicant and who know his qualifications as an elector. Each of said two electors shall state in his affidavit the applicant’s residence, his own resi dence, his knowledge of the statement made by the applicant . . — 217 1968 FIFTEENTH SPECIAL SESSION Act No. 2375 (Bill 3863) No. 2375 (Approved December 24, 196S) To Create the Virgin Islands Port Authority; To Authorize the Issuance of Bonds for the Port Authority, and for Other Purposes. Be it enacted by the Legislature of the Virgin Islands: Section 1. A new chapter 9 is added to Title 29 of the Virgin Islands Code, as follows: Chapter 9. Virgin Islands Fort Authority Subchapter I. Declaration of Policy and Definitions § 501. Declaration of policy (a) The powers conferred by this chapter are for public uses and purposes and are proper governmental functions for which public money may be expended, private property may be acquired, by eminent domain or otherwise, property mar be exchanged, leased, mortgaged, assigned, sublet, or sold, and bonds or other obligations may be issued pursuant to section 8(b) of the Revised Organic Act of the Virgin Islands, as amended, or any other such authority as may hereafter be conferred by Federal Law, or by the laws of the Virgin Islands. (b) The provisions enacted in this chapter are hereby declared to be necessary in the public interest, and the facilities herein au thorizeci are declared to be public improvements and publj under .kings. § 502. Definitions (a) The term “Authority” shall mean the Virgin Islands Port Authority created by this chapter. (b) The term “Board” shall mean the Governing Board of the Authority. (c) The term “Bonds” shall mean the bonds, temporary bonds, refunding bonds, debentures, notes, interim bonds, receipts, cer tfficates, or other evidences of indebtedness or obligations which are authorized to be issued by this chapter, but shall not include the debts or accounts incurred in the usual course of business for expenses of the Authority. 389 I ‘It. nil lit a 3 I I I I I --r- - Act No. 2375 VIRGIN ISLANDS SESSION LAWS 1968 1968 FIFTEENTH SPECIAL SESSION Act No. 2375 control of the aforementioned members, acting in their capacity as members of the Governing Board thereof, but it is a corporation having legal existence and personality separate and apart from the Government and the officers controlling it. The debts, obligations, contract, bonds, notes, debentures, receipts, expenditures, accounts, funds, facilities, and property of the Authority shall be deemed to be those of said Authority and not to be those of the Government of the Virgin Islands, or any office, bureau, department, agency, com mission, municipality, branch, agent, offices or employee thereof. § 504. Governing Board and other personnel of Authority (a) The powers of the Authority shall be exercised by a Govern ing Board consisting of the members of the Authority acting as a board. Within one hundred and twenty (120) days after this chapter becomes effective, the Board shall meet at the call of the Governor and organize, elect a Chairman, Vice Chairman. and, as soon as practicable, shall appoint an Executive Director of the Authority who shall be authorized to attend all meetings of the Board but shall not be entitled to vote. (b) Five members of the Board shall constitute a quorum for the purpose of organizing the Authority and conducting the business thereof and for all other purposes, and all action shall be taken by a vote of the majority. (c) The Board shall appoint in addition to the Executive Director of the Authority, an Assistant Director for Marine Activity, an Assistant Director for Airport Facilities, and an Assistant Director for Industrial Development, and may appoint such other officers, agents, or employees, pennanent or - temporary, and by contrtçt or othervise thay employ such consulting engineers, superin tendents, managers, fiscal, legal and other technical experts, as it may deem necessary, and shall determine their qualifications, duties, tenure and compensation without regard to 3 V.I.C. chapter 25. The bylaws of the Authority may provide for the delegation to its Executive Director or its other officers, agents or employees of such of the powers and duties of the Authority as the Board may deem proper. (d) The Executive Director shall be appointed by the Board exclusively upon the basis of merit as determined by technical training, skill, experience, and other qualifications best suited to carrying out the purposes of the Authority. The Executive Director shall be removable by the Board but only for cause and after notice and an opportunity to be heard. § 505. Powers of Authority The purposes of the Authority shall be to establish, acquire, construct, develop and improve, own, operate and manage any and all types of air terminals, marine terminals and industrial, com mercial, residential and recreational developments, and to make available the benefits thereof in the widest economic manner, thereby promoting the general welfare and increasing commerce and prosperity. -The Authority is granted and shall have and may exercise all rights and powers necessary or convenient for carrying out the aforesaid purposes, including but without limiting the gen erality of the foregoing, the following: (1) to have perpetual existence as a corporation; (2) to adopt, alter, and use a corporate seal which shall be judicially noticed; (3) to make, and from time to time modify, and repeal, bylaws, rules and regulations, not inconsistent with this chapter, pro viding for the internal organization and management of the Authority, for the administration of its affairs and operations, and for carrying into effect the powers and purposes of the Authority; (4) to sue and be sued in its corporate name; (5) to make contracts and to execute all instruments necessary or convenient in the exercise of any of its powers; (6) to acquire by any lawful means (except by exercise of the power of eminent domain), wiz, hold., develop, improve, redevelop, enlarge, extend, repair, maintain, use and operate any property or interest therein; and to sell, lease, exchange, transfer, assign, mortgage, pledge or otherwise dispose of, or encumber, such prop erty or any interest therein. In no case shall the Authority have the power to sell, lease, assign, mortgage, pledge or otherwise dispose of or encumber, any real property without the approval of the Legislature; (7) to acquire through condemnation real property and any other property or rights necessary for carrying out the purposes of the Authority when the approval of the Governor and the Legis lature has been obtained prior to bringing any action for con demnation; 392 393 Act No. 2375 VIRGIN ISLANDS SESSION LAWS 1968 1968 FIFTEENTH SPECIAL SESSION Act No. 2375 (8) to borrow money, make and issue bonds of the Authority for any of its corporate purposes, and to give security therefor as provided for in subchapter III of this chapter: (9) to make and issue bonds for the purpose of funding, re funding, purchasing, paying, or discharging any of the outstand ing bonds or ohigations issued or assumed by it; (10) to accept grants or loans from, and enter into contracts, leases, agreements, or other transactions with, any Federal agency, the Government of the Virgin Islands, or political subdivisions thereof, and to expend the proceeds of any such grants or loans for any of its corporate purposes; (11) to invest funds in United States obligations or other se curities approved for investment for the Governmenl of the Virgin Islands: (12) to determine, fix, alter, charge, and collect reasonable rates, fees, rentals and other charges for the use of the facilities of the Authority, or other services or commodities rendered or furnished by it, which shall be at least sufficient, together with all other available moneys, revenues, income, appropriations, and receipts of the Authority from all sources, for the payment of the expenses of the Authority incurred in the conservation, develop ment, improvement, extension, repair, maintenance, use and operation of its facilities and properties, for the payment of the principal of and the interest on its bonds and for fulfilling the terms and provisions of such covenants as may be made with, or for the benefit of, the purchasers or holders of any bonds of the Authority; Provided, That in fixing rates, fees, rentals, and other charges, the Authority shall haye in view th encouragement of the widest economically possible diversified use of its facilities consistent with sound fiscal management; and in this connection it is the intention of the Legislature that in fixing such rates, fees, rentals and other i’ges the Authority shall take into account the respective expenses, as hereinbefore enumerated in this subparagraph, for the operations of its facilities; Provided, further, That initially, the rates, fees, rentals and other charges for the use of the facilities transferred hereunder existing and in force and effect on the effective date of this chapter shall continue in force and effect and that, thereafter, before changes in the general rate structure for the use of its facilities are made, or, in cases where the Board shall decide to make such changes and deems the immediate effectiveness thereof to be necessary, then within a reasonable time after such changes are made, a public hearing shall be held with respect thereto before the Board or before such hearing officer or officers as the Board may designate to give interested persons an opportunity to advise the Board of their views and of evidence in support thereof, and upon such hearing the Board, pursuant to the powers, duties, and obligations vested in it by this chapter, may alter, suspend, or revoke such changes; (13) to have complete control and supervision of facilities and properties constructed or acquired by it, including the power to determine the charcter of and necessity for all expenditures and the manner in which they shall be incurred, allowed and paid, and such determinations shall be final and conclusive for all purposes; (14) to prepare, or cause to be prepared, plans, designs, speci fications and estimates of costs for the acquisition, construction, reconstruction, extension, improvement, enlargement or repair of any facility, and from time to time to modify such plans, designs, specifications and estimates; (15) to acquire in accordance with subsection (6) hereof, pro duce, impound, develop, treat, hold, use, transmit, distribute, sup ply, exchange, sell, rent and otherwise dispose of equipment, and ‘or such other things, supplies and services as the Authority shall deem necessary, proper, incidental, or desirable in connection with its activities under this chapter; (16) to construct or reconstruct any facility, and any additions, improvements and extensions thereto, by contract or contracts and’or under, through, or by means of its officers, agents, and employees; (17) to do all acts or things necessary or desirable to carry out the powers granted to it by this chapter or by any other Act of the Legislature of the Virgin Islands; (18) to participate in the programs of any Federal agencies in the fields of its authorized activities and, consistent with this chapter, to do any and all things necessary to secure participation in such programs and the cooperation of such ag2ncics in achieving the policies and purposes of this chapter. I 894 395 z z i2 Cl) 0z C17 Cl) 0 -4 rj Cr1 Cr1 0 c;110 0 C)0 t. 00 10 10 0 -3 0 -1 vi Act No. 2375 VIRGIN ISLANDS SESSION LAWS 196S 1968 FIFTEENTH SPECIAL SESSION Act No. 2175 such signatures shall, nevertheless, be valid and sufficient for all purposes, the same as if such members or officers had remained in office until such delivery. Any provisions of any law to the con trary notwithstanding, any bonds, issued by the Authority pur suant to this chapter shall be negotiable for all purposes, subject only to the provisions of bonds for registration. (g) Neither the members of the Authority nor any person executing the bonds shall be liable personally on the bonds or be subject to any liability by reason of the issuance thereof. (h) In any suit, action or proceeding involving the validity or enforceability of any bond of the Authority or the security there- for, any such bond reciting in substance that it has been issued by the Authority to aid in financing a facility as defined in this chap ter, shall be conclusively deemed to have been issued for such purpose, and the facility shall be conclusively deemed to have been undertaken, constructed or aquired in accordance with the provisions of this chapter. § 507. Powers of Authority with respect to bonds In aiy resolution or resolutions authorizing the issuance of bonds, the Authority may contract with the holders of the bonds to under take and obligate itself of such commitments, as long as the bonds are outstanding and unpaid, as are deemed by the Board to be necessary and appropriate for the protection of the bondholders and the marketability of the bonds, and may specifically in addition to any other provisions— (a) covenant as to the disposition of the entire gross or net revenues and present or future income of the Authority including the pledging of .U or any part threof to secure payment of the bonds and the interest thereon; (b) covenant against making, permitting or suffering any pledge or other lien on all or any part of its receipts, revenues or other income, or real or personal property, to which its right or title then exists or may thereafter come into existence; covenant with respect to limitations on any sale, lease or other disposition of the Authority or any part or parts thereof; and covenant as to what other or additional debts or obligations may be incurred by it; (c) covenant as to the bonds then or thereafter to be issued as to tile issuance of such bonds in escrow or otherwise, as to the use and disposition of the proceeds thereof, and as to the limits- tions on the issuance of additional bonds; covenant against extend ing the time for the payment of its bonds or interest thereon: and covenant for redemption of the bonds and provide for tile terms and conditions thereof; (d) covenant as to the rates, fees, rentals, and other charges to be fixed and collected, the amount to be raised each year or -ther period of time thereby, and as to the use and disposition to be made thereof; (e) create or authorize the creation of special funds or reserves for moneys held for construction or operating costs, debt service, reserves, or other purposes; and covenant as to the use, disposition and investment of the moneys held in such funds; (f) covenant as to the use, maintenance and replacement of any or all of its real or personal property, the amount and kind of insurance to be carried thereon and the use and disposition of in surance moneys; (g) prescribe the procedure, if any, by which the terms of the bonds, resolution, or any other contract with the bondholders may b modified, the amount of bonds, the holders of which must con sent thereto, and the manner in which such consent may be given; (h) covenant as to and prescribe the events of default and terms and conditions upon which any or all of its bonds shall become or may be declared due before maturity, and as to the terms and conditions upon which such declaration and its uonsequences may be waived; (i) covenant as to the rights, liabilities, powers and duties arising upon the nonperformance by the Authority or any of its covenants, conditions, or obligations, including the right and reme diés of bondholders which may be in addition to remedie&-speci..-—--—- fled in this chapter; (j) vest in a trustee or trustees the right to enforce the payment of the bonds or any covenants securing or relating to the bonds and the right, in the event of a default by the Authority, to take possession of and use, operate and manage the Authority or any part or parts thereof or any funds connected therewith, and to collect the rates, fees, revenues, or other income arising therefrom and to dispose of such moneys in accordance with the agreement of the Authority with the holders of the bonds; provide for the powers and duties of such trustee or trustees which may be a national banking association or a bank or trust company organized 398 z -4 f2 C Pj2 O t.. J2 U) 4-4C 00 cc — ———-• 0 -4 Act No. 2375 VIRGIN ISLANDS SESSION LAWS 1968 1968 FIFI’EENTH SPECIAL SESSION Act No. 2375 and application of the income and revenues therefrom and the Court shall not have jurisdiction to enter any order or decree requiring or permitting said receiver to sell, mortgage, or other wise dispose of any such assets. § 509. Remedies of bondholders (a) Subject to any contractual limitations binding upon the holders of any issue of bonds, or trustees therefor, including but not limited to the restriction of the exercise of any remedy to a specified proportion or percentage of such holders, any holder of bonds, or trustee therefor, shall have the right and power, for the equal benefit and protection of all holders of bonds similarly situated— (1) by mandamus or other suit, action, or proceeding at law or in equity to compel the Authority and its Board, officers, agents, or employees to perform and carry out its and their duties and obligations under this chapter and its and their covenants and agreements with bondholders; (2) by action or suit in equity to require the Authority and the Board thereof to account as if they were the trustees of an express trust; (3) by action or suit in equity to enjoin any acts or things which may be unlawful or in violation of the rights of the bond holders; and (4) to bring suit upon the bonds. (b) No remedy conferred by this chapter upon any holder of the bonds, or any trustee therefor, is intended to be exclusive of any other remd,-but each.-uch remedy is £umulative and in ad dition to every other remedy, and may be exercised without ex hausting and without regard to any other remedy conferred by this chapter or by any other law. No waiver of any default or breach of duty or contract, whether by any holder of the bonds, or any trustee therefor, shall extend to or shall affect any subsequent de fault or breach of duty or contract or shall impair any rights or remedies thereon. No delay or omission of any bondholder or any trustee therefor to exercise any right or power accruing upon de fault shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein. Every substantive right and every remedy, conferred upon the holder of the bonds, may be enforced and exercised from time to time as often as may be deemed expedient. In case of any suit, action or proceeding to enforce any right or exercise any remedy shall be brought or taken and then discontinued or abandoned, or shall be ermined adversely to the holder of the bonds, or any trustee therefor, then and in every such case the Authority and such holder, or trustee, shall be restored to their former positions and rights and remedies as if no such suit, action, or proceeding had been brought or taken. § 510. Bonds of Authority legal investments for public or private funds The bonds of the Authority shall be lawful investment, and may be accepted as security, for all fiduciary, trust and public funds, the investment or deposit of which shall be under the authority or control of the Government of the Virgin Islands or any officer or officers thereof. § 511. Exemption of Authority from judicial process and taxes (a) All property including funds of the Authority shall be exempt from levy and sale by virtue of an execution, and no execu tion or other judicial process shall issue against the same nor shall any judgment against the Authority be a charge or lien upon s property; Provided, however, That this subsection shall not apply to or limit the right of bondholders to pursue any remedies for the enforcement of any pledge or lien given by the Authority on its rates, fees, revenues, or other income or any other funds. (b) The purpose for which the Authority is created and shall exercise its powers being public purposes, the property of the Au thority, it& income and its activttis shall be exempt from all taxes and special assessments of the Virgin Islands or any political sub division thereof. In lieu of taxes, the Authority may agree to make such payments to the Virgin Islands or any political sub division thereof as it finds consistent with the obligations of the Authority and the achievement of the purposes of this chapter. Subchapter IV. Assistance of Governrnnt of the T7irgin Isknds § 512. Assistance of Government of the Virgin Islands (a) For the purpose of aiding the Authority in carrying out the purposes of this chapter, the Governor of the Virgin Islands 409 403 Act No. 2375 VIRGIN ISLANDS SESSION LAWS 1968 1968 FWTEENTH SPECIAL SESSION Act No. 2375 with the approval of the Legislature, may at the request of the Authority and upon such terms as shall be determined— (1) dedicate, sell, convey, or lease any interest of the Govern ment in any property or grant easements, licenses or any rights or privileges therein to the Authority; (2) cause services of the character which the Government is otherwise empowered to render to be furnished to the Authority. (b) Any sale, conveyance, lease or agreement provided for in this section may be made without appraisal, public notices, ad vertisement or public bidding, notwithstanding any other laws to the contrary. Subchapter V. Other Purposes § 513. Moneys and accounts of Authority (a) All moneys of the Authority shall be deposited in qualified depositories for funds of the Government of the Virgin Islands. but they shall be kept in separate accounts in the name of the Authority. The disbursements shall be made by it pursuant to regulations and budgets approved by the Board. Notwithstanding the provisions of this subsection (a) the Authority shall have power to contract with the holders of any of its bonds as to the custody, collection, investment and payment of any moneys of the Authority, or any moneys held in trust or otherwise for the pay ment of bonds or in any way to secure bonds, and deposits of such moneys may be secured in the same manner as moneys of the Authority. (b) The Authority shall account to the Government of the Virgin Islands iirnccordance with applicable law for all funds which the Government may furnish to the Authority, by loan or grant. The Authority shall also account to any Federal agency, if and in the manner required, for any funds that it may have received from any such agency. (c) The Authority shall establish an accounting system for the proper statistical control and record of all expenses and income belonging to or managed or controlled by the Authority. Subject to agreements with bondholders, said system shall, insofar as ad visable, segregate the accounts for different classes of operations, facilities, and activities of the Authority; Provided, That from time to time the Authority shall have its accounts and books, including its receipts, disbursements, contracts, leases, sinking funds, investments and any other matters which relate to its financial condition examined by an independent accountant who shall report thereon to the Board of the Authority and to the Legislature. § 514. Competitive bidding All purchases and contracts for supplies or services, except for personal services, made by the Authority, including contracts for the construction of facilities of the Authority, shall be made after advertisement for bids sufficiently in advance of opening bk for the Authority to secure appropriate notice and opportunity for competition; Provided, That where the expense estimated to he necessary in connection with the purchase or work does not exceed two thousand five hundred (2,500) dollars the same may be carried out without advertisement for bids. Advertisements for bids shall not be required, however, when— (1) an emergency requires immediate delivery of the materials, supplies, equipment, or performance of the services; or (2) repair parts, accessories, or supplemental equipment or serv ices are required for supplies or services previously furnished or contracted for; or (3) professional, financial (including financial printing) or other expert services or work are required and the Authority shall deem it best in the interest of good administration that contracts there- for be made without such advertisement; or (4) prices are noncompetitive because there is only one source of supply or because regulated under law; in such case the purchase of such materials, supplies, or equipment or procurement of such services, may be made in the open market in the manner usual in commercial practice. In the comparison of bids and the making of awards, due consideration shall be given to such factors (in addition to whether the bidder has complied with the specifics tions) as the bidder’s ability to perform construction work of tl4ie kind involved in the construction contract under consideration; the relative quality and adaptability of materials, supplies, equip ment, or services; and the time of delivery or performance offered. The Authority may prescribe rules and regulations for the sub mission of bids. an:; 404 Act No. 2375 VIRGIN ISLANDS SESSION LAWS 196S 1968 FIFTEENTH SPECIAL SESSION Act No. 2375 § 515. Contribution to Employees Retirement System and Govern ment Insurance Fund; unemployment compensation cover age (a) All officials and employees of the Authority shall be covered by and subject to the Employees Retirement System of the Virgin Islands and the Workmen’s Compensation Act. The Authority shall contribute to th Retirement System of the Government of the Virgin Islands its share of the cost of the retirement of the officials and employees on the basis of semi-annual billings as determined by the Division of Personnel, Government of the Virgin Islands, and the contribution of officials and employees for retirement shall be deducted from the salaries in the same manner as in the case of regular employees of the Government of the Virgin Islands and shall be paid semi-annually to the Retirement Fund of the Government of the Virgin Islands. The Authority shall also con tribute to the Government Insurance Fund, on the basis of annual billings as determined by the Commissioner of Finance for the benefit payments made from such fund on account of the Author ity’s employees. The annual billings shall also include a statement of the fair portion of the cost of the Government Insurance Fund, which shall be paid by the Authority into the Treasury of the Vir gin Islands as miscellaneous receipts. (b) For purposes of unemployment compensation, the Authority shall be deemed an employing unit as defined in 24 V.I.C. § 302(j) (i), and the Authority shall make payments to the Unemployment Compensation Subfund and the Unemployment Compensation Ad mstrationSubfund-in-Ueu of contributions in -the same maimer provided for the Government of the Virgin Islands by 24 V.I.C. § 308(d). 516. Reports The Authority shall submit to the Legislature and to the Gov ernor of the Virgin Islands, as soon as practicable after the close of each fiscal year of the Government of the Virgin Islands (1) its complete budget, a financial statement and complete report of the business of the Authority for the preceding fiscal year, and (2) a complete report on the status and progress of all of its facilities and activities since the creation of the Authority or the date of its last such report. The Authority shall also submit to the Legislature and to the Governor, at such other times as may be required, official reports of its business and activities under this chapter. § 517. Agreements of the Government of the Virgin Islands The Government of the Virgin Islands does hereby pledge to, contract and agree with, any person, firm or corporation, or any Federal, Virgin Islands or state agency, subscribing to or acquir ing bonds of the Authority or of the Government of the Virgin Islands issued for the purposes of this chapter, that it obligates itself not to limit or alter the rights or powers hereby vested in the Authority or the Government, as the case may be, until all such bonds at any time issued, together with the interest thereon, are fully met and discharged. The Government of the Virgiii Is lands does further pledge to, contract and agree with, any Federal agency that in the event any such agency shall construct, extend, improve, or enlarge or contribute any funds for the construction, extension, improvement, or enlargement of, any facilities, the Government of the Virgin Islands will not alter or limit the rights or powers of the Authority in any manner which would be incon sistent with the continued maintenance and operation of such facilities or the extensions, improvement, or enlargement there of, or which would be inconsistent with the due performance of any agreements between the Authority and any such Federal agency; and the Authority shall continue to have and may exercise all rights and powers herein granted so long as the same shall be necessary or desirable for the carrying out of the purposes of this chapter and the purpose of any Federal agency in constructing, extending, improving or enlarging, or contributing funds for the construction, extension, improvement or enlargement of, any facili ties. § 518. Injunctions An injunction shall not be granted to prevent the application of this chapter or any part thereof. § 519. Lack of jurisdiction of other agencies No officer, board, commission, department or other agency or political subdivision of the Virgin Islands shall have jurisdiction over the Authority in the management and control of its properties and facilities, or any power over the regulation of rates, fees, rentals and other charges to be fixed, revised and collected by the Authority, or any power to require a certificate of convenience or necessity, license, consent, or other authorization in order that the Authority may acquire, lease, own and operate, construct, maintain, improve, extend, or enlarge any facility. 406 407 Act No. 2375 VIRGIN ISLANDS SESSION LAWS 196S I 1968 FIFTEENTH SPECIAL SESSION Act No. 2375 § 520. Inconsistent provisions of other acts superseded Insofar as the provisions of this chapter are inconsistent with the provisions of• any other Act of the Legislature of the Virgin Islands, the provisions of this chapter shall be controlling and no law heretofore or hereafter passed governing the administration of the Government of the Virgin Islands or any parts, office, bureaus, departments, commissions, municipalities, branches, agents, officers, or employees thereof shall be construed to apply to the Authority unless so specifically provided but the affairs and business of the Authority shall be administered as provided herein. § 521. Separability of provisions If any provisions of this chapter or the application of such pro visions to any person or circumstances shall be held invalid, the remainder of the chapter and the application of such provisions to persons or circumstances other than those as to which it shall have been held invalid shall not be affected thereby. Section 2. (a) Effective upon the date of approval of this Act, and until such later date as fixed by the Legislature for the coming into existence of the Virgin Islands Port Authority pursuant to section 5 hereof, (1) all revenues received from the operation of airports and covered into the Marine and Aviation Fund; (2) all monies payable into the Special Airport Fund; and (3) all fees or other charges imposed under the provisions ofV.I.C:etion 49; —shall be payable to and collected by the Virgin Islands Air port and Industrial Resources Agency, deposited in the special fund designated the Marine and Aviation Fund, and available for all authorized uses and purposes of the said Agency. (b) Effective simultaneously with the coming into existence of the Virgin Islands Port Authority as above determined, the pro visions of section 49, Title 3.3 of the Virgin Islands Code are re pealed; Provided, however, That all rates, fees or other charges imposed for the use of facilities and in force and effect on such date shall continue in force and effect until changed by the said Authority as elsewhere provided in this Act. Section 3. (a) The title to all property of the Government of the Virgin Islands administered by the Virgin Islands Airport and 408 Industrial Resources Agency and the Marine Division, Department of Commerce, and to all property on the Island of St. Croix acquired in accordance with that certain Agreement of February 8, 19(j2.. ratified and adopted by Act NQ._flapproved February 20, 1962. and all personnel, records, contracts, deeds, leases, subleases, mort gages, rights, franchises and unexpended balances of appropria tions and funds of the Virgin Islands Airport and Industrial Re urces Agency, the Marine Division of the Department of Com merce, all balances in the Marine and Aviation Fund and in the Special Airport Fund, and any other property that can be identified as airport .1)operty, former Submarine_se_prnprty, and all• public docks, piers, wharves, or bulkheads are hereby transferred to the Virgin Islands Port Authority established under section 1 of this Act; Provided, That any personnel so transferred who are found to be in excess of the personnel required for the efficient administration of the functions of the Authority, shall be retrans ferred under existing law to other positions in the Government of the Virgin Islands; Provided, further, That the transfer of any real property or rights or interests therein to the Authority by this subsection shall not become final unless a complete appendix of all such, prperty to be transferred, with appropriate maps, surveys and descriptions sufficient for proper identification thereof is sub mitted to and approved by the Legislature either in a regular or a special session. (b) Any employee of the Government of the Virgin Islands f’ansferred to the Virgin Islands Port Authority pursuant to sub section (a)t of -this -section-shall be credited the Authority with the amount of accumulated and current accrued annual leave to which he is entitled under law and for which leave such employee has not received lump-sum payment. (c) In the establishment of sick leave and other benefits for officers and employees of the Authority, the Board shall credit employees transferred pursuant to the provisions of subsection (a) of this section with all accumulated sick leave, and shall provide such other benefits equivalent, insofar as practicable and consistent with sound fiscal management to the benefits to which the officers or employees of the Virgin Islands Water and Power Authority are now or may hereafter be entitled. (d) No employee transferred pursuant to subsection (a) of thIs section shall be reduced in pay. 409 Act No. 2375 VIRGIN ISLANDS SESSION LAWS 1968 1968 FIFI’EENTH SPECIAL SESSION Act No. 2378 Section 4. All laws or parts of laws inconsistent or in conflict with any provisions of this Act are, to the extent of such inconsis tency or conflict, repealed. Section 5. This Act shall become effective immediately except that the provisions of sections 1 and 3 shall become effective upon such date as shall be fixed by the Legislature by law after the approval of the creation of the Virgin Islands Port Authority by the Secretary of the Interior pursuant to section 16(a) of the Revised Organic Act of the Virgin Islands, as amended, is received. Approved December 24, 1968. (BILL 3864) No. 2376 (Approved January 8, 1969) To Authorize the Participation of the Virgin Islands of the United States in the Inauguration of President Richard M. Nixon, To Make an Appropriation Therefor, and for Other Purposes. Be it enacted by the Legislature of the Virgin Islands: Section 1. The Governor of the Virgin Islands and the President of the Legislature are hereby authorized to arrange for appropriate representation and participation of the Virgin Islands in the inau guration of Presideit Richard M. Nixon on Janury 20, 1969. Section 2. There is hereby appropriated out of the General Fund in the Treasury of the Virgin Islands, fiscal year July 1, 1968, to June 30, 1969, the sum of $17,000 for personal services, travel and transportation, and all other expenses, including the construction of an appropriate float, which sum shall be available to the Legis lature for payment of all necessary expenses to carry out the pro- visions of this Act. Approved January 8, .1969. (BILL 3865) No. 2377 (Approved January 10, 1969) To Further Amend the Composition of the Virgin Islands Law Enforcement Commission. Be it enacted by the Legislature of the Virgin Islands: Section 1. Section 2, Title 3 of the Virgin Islands Code is amend ed by changing subsection (c) (1) thereof, to read as follows: “(c) The Board shall be composed of nineteen members as “(1) as ex officio members, the Attorney General of the Vir gin Islands, who shall also serve as Chairman of the Board, the ‘ Coimissioner of Public Safety, the Commissioner of Social Wel fare, the Commissioner of Education, the Presiding Judge of the Municipal Court, the Chairman of the Virgin Islands Parole Board, the Executive Secretary of the Virgin Islands Commission on Human Resources, the Director of the Division of Special Projects within the Office of the Governor, established by 3 V.I.C. § 22, the Executive Secretary of the Virgin Islands Commission on Youth, the Chief Probation Officer of the Virgin Islands (or the designee of any of the foregoing when such designation is approved by the Governor), and the respective Chairmen of the St. Croix, St. Thomas and St. John Citizens Advisory Committees on Law Enforcement, and the persons elected by the highest number of ö1es to the Board of Education in St. Croix, St. John and St. Thomas, respectively, at the most recently conducted election; and”. Approved January 10, 1969. (BILL 3873) No. 2378 (Approved January 10, 1969) To Amend Act No. 2225 (Bill No. 3662), Seventh Legislature, Eighth Special Session 1968, Relating to the Designation and Redesignatiori by Name of Public Facilities in the Virgin Islands. follows: 410 411