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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 of approximately 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. Article I 1.01 1.02 Article II 2.01 2.02 2.03 2.04 Article IT] 3.01 3.02 3.03 3.04 Article IV 4.01 4.02 4.03 4.04 4.05 4.06 4.07 Article V 5.01 Article VI 6.01 6.02 6.03 6.04 Article VII 7.01 7.02 Article VIII 8.01 8.02 8.03 8.04 8.05 TABLE OF CONTENTS PLEMISES .........:ccsscccssccerceseccenccssnccesccesceesceesscesscsssseessssosssssssssssssscssesssssssscossseeeseees 1 USE ...cccssssscssesccsscsccensensscesccsscsccenssssscsscesescessssssssssscsssssssessesscssessnscarsnssssenesesensseatees 1 TOI ......ccscsssccsseseessecscsessrcsseecessecssessescssesscssssessssssosssscsssssesssseesssessesscesseeesseesenees 2 OPTIONS .........cesescecsceceecsccectsceseesscessessssssscscossssssssssesessessesersessssesseccaseneeeensensenees 2 Failure to Give POSSESSION ...........:.sscssssssssscsssssessssscescsesssssssssssesecsessscseesesenseenees 2 Holding Over ..0....... ce cscssesscssegseescssssessssssssessesesscsssesceesesessesssseeesesstssesssenrssensens 2 Annual Rent ...........cscsssscssescsscsscsssessccssessssesesessscsssssescsscsensssesssseusssssssecerenseeeaeeates 2 Construction Period Rent.............sssccssssssescesecsocssscssssssoscssssesossssceessansasssseeeeesee 3 Readjustment of Rentt.............csccsssessecsssssssessesessesessessetecsesstsscesensesscnesssssoesnseesesoes 3 Late Payment Charges ............cccsssscsssssesssssssscsssssesssescssessscsssssesonssssssasesssoenseneees 4 IMprovements ............sscsscesccsscssessccessseseescossssssssssscsessessssssssesssssessssesceesensessenses 4 Title to Improvements ............ccsccsesessssessesessescescsssscnssssssscssssssecersscsssoesesssseeseese 5 Location and Improvement ..........:.ccscssecsesecsecesecsssccescessesscesscsesscoessssessssenenesees 5 Real Property Tax ..........cccssccscssssessescsesscssrsssssssssssssosscssssssesscssssesessensseuseseessnsensens 5 Repairs by Lessee 00.00... esssscsssecsssscsecsesssssescssscssssssssnsssssescsesesssssersessessenseeseneees 5 Failure of Lessee to Repair ..........scssssessesscsessscceessesscsesssssseescsessceecsseesessssesateesens 5 Excavation and Sorting 20.0.0... .csscssssssscesssscsescnssscsscsssssssssssssecscsssescssonsssesseeeees 6 Mechanic’s Lie0.............sssscsscssssssscsscsscsenssseessecsecseaseeceesssenessessesessessesssesesesesoes 6 Liability Insurance .............:csccssssssscsecsscscnsssssssessessesscecssesessscssessecseseseessessessneees 6 Indemnity ...........csscescssesssscescscesesscscsesccsecssessessssssssssossossssssscsssssssessesssassessesenseesens 7 Non-Liability 0.0.0... cssssscscseccececcseesccccsscesessessessessssessossscsssssssessesseeeseesessessrsons 7 Fire and Extended Coverage by Lessee..............:scsssscssssseccsssscssssesssesesssseseseesens 7 ACCESS tO PreMiSES............scccsccececceeccesceseesscceessecsseeessesssscssseessessssussosessssescasseeneess 7 Easement for Pipes and Water Storage Tank Facility 00.0... sesesesssseeeeeees 7 Notice of Condemmation ...........:cscsscssesscsscsessesseessssesessssssessessesessessssessonssoeseeees 8 Rights of Lessor and Lessee .............cscsssssssssssssccsssssscsscssscsecsseseseccseesesesesessssoesoes 8 Taking of Leasehold ............ccsccssccssesscsssscscsscsessscccscssccesccssscserscascesescesesessneveesones 8 Total Taking oo... cscssesecsecscsccscsecscsscssscssseeesssssnsessossscesseesesssassessnssesserseses 8 Partial Taking... eesssessseseeeeeeees seesescessessscsenseessssecssoessesssssssssesssseossensonoes 8 Article IX 9.01 9.02 9.03 9.04 9.05 Article X 10.01 10.02 10.03 10.04 10.05 10.06 10.07 10.08 10.09 10.10 10.11 10.12 10.13 10.14 10.15 10.16 10.17 10.18 10.19 10.20 TABLE OF CONTENTS (CONT’D) Cancellation 0.0.0... cccssscssscscscesssescessssecessscsscescsscssssssssessssssnsssessssssesscssssessoesenss 9 Termimation............scsscssccsscsssscccsersceseccsscesssesssesssesssesossseessessessseaessssoscssssssessnses 10 Repossessing and Reletting ..............:scscssssssssssssssscrssrssssesescnsensssesseseseseeeserees 10 Assignment and Transfer ...........:.ccscsssssssssssssscscesssssssecsesssseessscsssessesessesseseaseeees 10 Subleasing ..........:cscssescssessccssccesscesssssssescecescsscesescescsscsesecsscesseceassssessssesseaseessesess 10 NOtiCeS ........ssccsssscssececcssecssccesesseccsesceccasecssssccsessscsssscssussssssssosseeoesessesssessesensesess 11 Non-discrimination ..............sscscessessssscsseescesssessessesecsesscessessessonsssecssssesoessssoesees 11 Officials not to Benefit ............ cc cecssssessecccsessecesecssscsessssssseseessessssesesssssseesonses 11 Agreement made in the Virgin Islands ..............ccsccscssesssescsescssessesscesssssrsonees 11 Counterparts .........scsccssesscsssssccsssssessessessssescssssseescsssseesssssesoescsssssssvesssesseeseeaees 11 Cumulative Rights and Remedies .............scsssscsssssssssssssessesessessencsersessessssesees 11 Interpretation. ...........scccsssssssersssecsscssecsesecsececescecsceccsccesesscsscssessesseseeseseseasasessesaces 11 Agreement made in Writing .............scsscssssssssescsscescssscssessesssssesesereessereesenees 11 Paragraph Headings ou... cssssssssscecssccssecssssssssssssssssssssessssnsssscssccsaseesesenseneens 12 Invalidity of Ilegality of Provisions. ................:sscscsssessssssscsscsseeseecesssssssseseeeeees 12 Successors and ASSIQNG..........ccccscsscsssssssessescessscssctecsecsensssssessessescessssssecoesessesene 12 Broker .0......ccscsscsccsscescsccssssctscsccesacecsscssscesscsscesssssossssessssssscnsnssceesscssrsseseesensente 12 Approvals Required .............:csccsscsssscsscssssrsscsssssssssscsscsscesssscnssnsssesensensestesseseeens 12 Entire Agreement .............ccecsscscessesscescecsssessesessssesscssssssssscessesscessesssssseeneceseneesenee 12 Conflict of Interest ..............ccscscssssscecsssscsecsecrssesesccsssssoscessssseessescsssessssssersesesseees 12 Rights of Holder of the Leasehold Mortgage .............sssssssssssssssscssssssscsserceesees 13 Compliance with Laws ............scscsssssssssssscssessssscsscssssssessssessesoesesssssssssveseeseesaee 43 WAIVED 0.0... ccsccccssesseecsscssscessecscsecsscsscsssesesseessccsceccscssssssssssesssssoesssssssessavessecsssess 14 Enforcement of Lease Term..............sscsscsscsssscsssscsssscceseessesssescssessseserseseeseeseeeaes 14 Acknowledgement ............:ssssscsscssssccssscsssscsssscsseesseesssssesseesseesseesseeeseeessesenseenaees 15 LEASE AGREEMENT THIS LEASE made this day of ,20___, by and between the GOVERNMENT OF THE VIRGIN ISLANDS, acting through its Commissioner of Property and Procurement, (hereinafter “Lessor”’) or Government and PEO PRODUCTIONS, LLC d/b/a 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 for the following described Premises: a). Parcel No. 121 Submarine Base, No. 6 Southside Quarter, St. Thomas, U.S. Virgin Islands, consisting of approximately 12,160.35 sq. ft. or 0.279 acres of improved land more-or-less (hereinafter “Premises A”), which is zoned I-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, consisting of 2,971.58 U.S. sq. ft or 0.0682 U.S. acres of improved land more-or-less (hereinafter “Premises B”), which is zoned I-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;” and 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 (hereinafter “Premises C”), which is zoned I-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 Use: 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 of the Premises to a zoning designation compatible to the operation of same, as required in Paragraph 10.17. LESSEE'S INITIALS j Yl 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 (1%) 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 3.03 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 (1*) 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 Il 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 (1*) day of the month after the Construction Period of twenty-four (24) months or less has expired as described in Paragraph 4.01 herein. Payment of Annual Rent and Construction Period Rent shall be made in equal monthly installments in advance on the first (1*) day of every month LESSEE'S INITIALS CZZ 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 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 (1%) of the month, then in such event the rent for such first (1) month shall be prorated. (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 (1") day of every month during the term thereof, without any previous demand by Lessor, provided, however, if possession of the Premises is granted to Assignee at a date after the first (1) of the month, then in such event the rent for such first (1) month shall be prorated. The Annual Rent and Construction Period 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 Construction Period Rent: Lessee shall be required to pay reduced rent during the Construction Period of twenty-four (24) months, the Construction Period is hereinafter defined in Paragraph 4.01, and Lessee shall be required to make reduced rent payments as follows: A. Lessee shall be required to pay One Thousand Dollars and Zero Cents ($1,000.00) per month, for months one through twenty-four (1-24) of this Lease. The Construction Period Rent will not be available or extended beyond the Construction Period of twenty-four (24) months. Should all the improvements stated in Paragraph 4.01 be completed prior to the time allotted for the Construction Period, the Annual Rent in Paragraph 3.01 will commence in the month immediately following the completion of improvements. 3.03 Readjustment of Rent: The rent payable under this Lease shall be adjusted after the first (1*) 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 (1) month of the Initial Term and as of the first (1°) month of each subsequent Lease year shall be the base price index and the CPI as of the month immediately preceding the first (1°) month of any Lease year after the first (1**) 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. LESSEE'S wns GZ 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 3.04 iii. | The resulting product shall be the annual base rent for the current year. iv. At the end of the first (1*') 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 (1) 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). 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. 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 of Property 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 shutters. LESSEE'S ners (4 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 4.02 4.03 4.04 4.05 4.06 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 of this Lease, in as good condition as it was since the last repairs were made, less reasonable wear and tear from intervening use. 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. 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. 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 of the value of the 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 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. 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 of the Lessor and Lessee shall be controlled as hereinafter provided. 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 3.04 shall be paid by the Lessee as additional rent. LESSEE'S INITIALS ZZ 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 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 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 LESSEE'S INITIALS CD PEO PRODUCTIONS, LLC d/b/a WSTA RADIO Parcel No. 12! Submarine Base and Parcel Nos. 167 and 171 Subbase No. 6 Southside Quarter St. Thomas, U.S. Virgin Islands Page7 6.02 6.03 6.04 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. 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 of the Lessee or arising directly or indirectly, from any act or omission of Lessee 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. 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. 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 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 7.02 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. 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, LESSEE'S INITIALS e774, 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 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 8.02 8.03 8.04 8.05 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. 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. 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 is earlier, but Lessee’s interest in the leasehold shall continue until the taking is completed by deed, contract, or final order of condemnation. 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. 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. LESSEE'S 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 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. If default 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. G. Be made a party of any receivership proceeding in which a receiver is appointed for the Premises or affairs of Lessee 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 of the aforesaid events, Lessor may take immediate possession of the Premises and remove Lessee’s effects, to the extent permitted by law, without being deemed guilty of trespassing. LESSEE'S INITIALS CD 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 9.02 9.03 9.04 9.05 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. Termination: This Lease shall terminate at the end of the Lease term or last exercised Renewal Term. 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 of deficiency 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. 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. 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 percent (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. LESSEE'S INITIALS Al 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 Page ll 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 of Lessor here enumerated shall be cumulative, and none shall exclude any other right or remedy allowed by law. Likewise, the exercise by Lessor of any remedy provided for herein or allowed by law shall not be to the exclusion of any other remedy. 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 LESSEE'S wm tZP 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 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 of the 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 2. a territorial officer or employee and, as such, has: LESSEE'S wrs LLL? 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 10.16 10.17 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. 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. Compliance with Laws: Lessee shall comply with all laws and regulations of the 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 LESSEE'S INITIALS IG 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 10.18 10.19 required re-zoning of the Premises and to do business in the Virgin Islands as required. 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. Enforcement of Lease Terms: Waiver by either party of any breach of any term condition or covenant of this Lease, during the term of this 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. [INTENTIONALLY LEFT BLANK — SIGNATURES FOLLOW] LESSEE'S INITIALS LO 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 IN WITNESS WHEREOPF, the parties herein have hereunto set their hands and seals on the day and year first above written. WITNESSES: LESSEE: PEO Productions, LLC d/b/a WSTA Radio Maecuner Orreey bo SARE. Bhiter (Print) . Peter Ottley / 4, President / (Sign) 7 Ubreldiiaa (th ACKNOWLEDGEMENT Territory of the Virgin Islands ) District of St. Thomas/St. John ) ss: 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 andi dull) “. described in and who executed the foregoing instrument for the purposes therein pogtained- = y ep rites — WITNESS my hand on this_27 ~_ day of Autgeest 2 AD: m2 S Sis: Notary Public 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 GOVERNMENT OF THE VIRGIN ISLANDS BY: WITNESSES: LAROTE L. ORIOL aa) mike Lisa M. Alefaridro “Commissioner Department of Property and Procurement Date: Lol Lae2s s APPROVED AS TO LEGAL SUFFICIENCY Gordon C. 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Seroteceee § "4 eer'Os| + o4- . For av aay zz) AeNe | 2 24-MAAOM Vashe-o rea | $16256548\ 7 Mooyy \Eeee OV eee “oe ek heed Mkt o 27 ane v Ch, Ores wre 7 wg Mevdl,y iy a = . Al LAY gt ; i g eet - Na a Oe > - ae iMate £ ‘ 5 ra 2, pant ee, RY ) Yale Beer 108 tg SEIN Candin & yf Ne “uri or Feld Sow MOLONTIg v's _ 0H S3pe [om fo \ 3 ; 49 aN toy = Zi < " o> Was be | ” oe LUO ee ony one et Hs i svt = Mi A el iv pea ssf Ya raraom) 994-34/-402 od wu, be le ia Sen SO 8D) Me Pprre Ngo CM LI . Fs sf | x See, Wie. le PN Ae oS L ny ae Byes MG se. ae > Cen) gaoj t - Ny S- eae oleae cee Std Seta sae ee ot Cr Coed ee iiprirow tl 6. 2 ; 1 1 GOVERNMENT OF THE UNITED STATES VIRGIN ISLANDS <scscamaleaddiingls 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: e Plot No. 121 Subbase, St. Thomas is zoned I-2 (Industrial-Light) as per Act No. 4257 (attached) e Plot Nos. 167 and 171 Subbase, St. Thomas are zoned I-2 (Industrial-Light) as per Official Zoning Map No. STZ-4. The I-2 zoned district would permit the use of Radio Station under “Radio Communication Services.” The list of permitted uses and development provisions for the I-2 zoned district can be found in Virgin Islands Code, Title 29, Chapter 3, Subchapter 1, §228 and 229 :/Negvi.org/index.php/service/social-care/). GOVERNING AUTHORITY: Department of Planning and Natural Resources Government of the U.S. Virgin Islands Researched By: ; { 6 Name: Jewel Polimis” Title: Planning Technician Date: March 6, 2024 Phone: 340-773-1082 ext. 2216 Email: jewel.polimis@dpnr.vi.gov Certified By: Pees [Ae (7) Name: LeiaLaPlace ‘4 (LU Title: Territorial Planner Date: March 6, 2024 Phone: 340-773-1082 ext. 2215 Email: leia.laplace@dpnr.vi.gov v 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) Vo Amend the Official Zoning Maps for the Island of St. Thomas. Be it enacted by the 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-8 (Business—Scattered). (b) 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, 82, 832A, 104 to 109 and 121, Sub-Base, St. Thomas, from R-3 (Residential—Medium Density) to 1-2 (Light Industry). LFF ER - (ce) Official Zoning District Map No. ‘(ior the Island of St. Thomas is amended by changing the d ion of the southern portion of Grambokola Hill, Krum Bay, St. Thomas, from P (Pablic) to R-2 (Residential—Low Density). - (d) Official Zoning District Map No. STZ-3 for the Island of St. 2 Thomas is amended by changing the designation of Parcel No. 15, ie Estate Hull, No. 4a Little Northside Quarter, St. Thomas, from’ / - J ¥2 (Residential—Low Density) to B-3 (Business Scattered). Z Approved January 5, 1979. sy 330 SUPPORTING BUSINESS DOCUMENTS (N/A ) Financial Statements/ Business Plan ( X ) Business License Expires: 04/30/2026 ( x ) Certificate of Liability Insurance (if already on property) Expires: 03/12/2026 (N/A) Articles of Incorporation ( X ) Articles of Organization ( NA) Certificate of Limited Partnership (X ) Tradename Certificate (if applicable) Expires: 03/1/2027 ( X ) Corporate Resolution/ Memo Authorizing Signature (x ) Certificate of Good Standing Dated: 08/08/2024 Expires:06/30/2026 Certificate of Existence Dated: NA Expires: N/A THE GOVERNMENT OF THE VIRGIN ISLANDS DEPARTMENT OF LICENSING AND CONSUMER AFFAIRS BUSINESS LICENSE : oF KNOW ALL BY THIS PRESENT al ¥ Ss vingin is =|) That, in accordance with the applicable provisions of Title 3 Chapter 16 and Title 27 V.LC. relating to the licensing of J businesses and occupations, and compliance having been made with the provisions of 10 V.I.C. Sec. 41 relating tog the Civil Rights Act of the Virgin Islands, the following license is hereby granted. _ Licensee: PEO PRODUCTIONS, LLC Trade Name: WSTA RADIO Mailing Address | Physical Address PO BOX 6166 _ 121 SUBBASE ST THOMAS ST THOMAS ST. THOMAS VI 00801 _ ST. THOMAS VI 00802 Business No: 34202 License No: _1-34202-1L Types of License(s) Radio Station 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 5} 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, tha 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. | If a renewal is desired, the holder is responsible for qoalin epeleanion for same. without any notice from this office. It Pp is the Teal of the Licensee to notify the Department in writing 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 authorized by law. }@ Valid from 04/01/2025 until 04/30/2026 ‘Printed on 05/16/2025 Issued at St. Thomas,V.1. ee Fee 600.00 H. Nathalie Hodge e Commissioner, Department of Licensing and Consumer Affairs THIS LICENSE MUST BE PROMINENTLY DISPLAYED AT PLACE OF BUSINESS a CORD CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDDIYYYY) 03/14/2025 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 tho certificate holder fs an ADDITIONAL INSURED, the policy(les) 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 doos not confer Fights to the certificate holder in lieu of such endorsement(s). insured for their respective rights and interests. PRODUCER fe ©6CRG Caribbean Risk Group PHONE | (340) 774-2323 | Ae No); (688) 226-4445 Royal Palms Professiona! Bidg. faa St. Thomas Vi 00802 INSURERA: Lloyds of London-EVE/MAR INSURED INSURER B : PEO Productions LLC, DBA: WSTA Radio 1340AM INSURER CG: PO. Box 6168 INSURERD: INSURER E: St Thomas Vi 00802 INSURER FE: 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. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH 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. LR ‘TYPE OF INSURANCE wD POLICY NUMBER eno (MRDONYYY) uae ><] COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE s_ 1,000,000 TEAMAISE TO RENTED | cumsanve [><] occur presses (za ccosrencs) | $_100,000 = MED EXP ¢Any one person) _ | $_ 9,000 A Y | N | 1767725000 - DEC 128 03/12/2025 | 03/12/2026 | persona aapvinsury |s 0 GENLAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE s_1,000,000 poucy [_]S8% [_] uc prooucts-commopacs_|s_ 1,000,000 OTHER: $ COMBINED SINGLE LIMIT | AUTOMOBILE LIABILITY | cea cestong) $ ANY AUTO BODILY INJURY (Por person) | $ || OWNED SCHEDULED | ony SCHED SODILY ENSURY (Per accident) | $ HIRED NON-OWNED PROPERTY DAMAGE ; |___] AUTOS ONLY AUTOS ONLY | (Per accident $ |__| UMBRELLALIAB =| | occur EACH OCCURRENCE $ EXCESS LIAB CLAIMS. MADE AGGREGATE $ cep |__| RETENTION s tS WORKERS ‘TION PER OTH AND EMPLOYERS’ YIN | 1 Siue | Le ANY PROPRI EL EACH ACCIDENT 3 OFFICER/MEMBER EXCLUDED? NIA | EL EACH ACCIDEN (Mandatory in NH) EL DISEASE - EAEMPLOYEE | $ fd describe under [DESCRIPTION OF OPERATIONS betow EL. DISEASE -PoucyumiT_| $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) It is hereby noted and agreed that The Govemment of the Virgin Islands, Department of Property and Procurement (Lessor), is added as an additional CERTIFICATE HOLDER CANCELLATION The Goverment of the Virgin Islands Department of Property and SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 8201 Subbase 4 AUTHORIZED REPRESENTATIVE St. Thomas Vi 60802 op) l © 1888-2015 ACORD CORPORATION. All rights reserved. ACORD 26 (2016/03) The ACORD name and [ogo are registered marks of ACORD POLICY NUMBER: 1767725000-DEC 128 COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 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 1340AM POLICY NUMBER: 1767725000-DEC 128 COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations The Govemment of the Virgin Islands Department of Property and Procurement 8201 Subbase, Suite 4 St. Thomas, VI 00802 As required by contract Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section Il — 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. CG 20 10 04 13 © Insurance Services Office, Inc., 2012 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. C. With respect to the insurance afforded to these additional insureds, the following is added to Section II] — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or © Insurance Services Office, Inc., 2012 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20 10 04 13 TERRITORY OF THE UNITED STATES VIRGIN ISLANDS ARTICLES OF ORGANIZATION . OF PEO PRODUCTIONS LLG A LIMITED LIABILITY CONAPANY The undersigned organizer hereby adopts the following Articies: Pe . Ga 4 Name : The name of the Limited Liability Company |s PEO PPRODUCTIONS LLE refered & ein these articles of organization 4s the “Company.” come = o 5 ARTICLE 11 Initial Designated Office and Agent Thomas, Virgin Istands 00802 The physical ‘address of the initial designated office of the company is 124 Subbase St The nidiling address of the Initial désignated office of the Compariy is P O Bax 6166, St Thomas, Virgin istands 60802 The name of the initial agent for service of process on the Company fs Peter E: Ottley, an individisal resident of the Virgin Islands, whose physical address is Borger Gade fGc, St Thomas Virgin Islands 00802. The mailing address of the agent for service of process is P O Box 6166, St Thomas, Virgin Islands 00804 tH Organizers: The name of the organters of the Company are: Peter E Ottley, a natural person who is at least eighteen(18) years did and whase physical address is Borger Gade 6c, ST. Thomas Virgin (sands 00802, PEG Prodtictions LEC Arlides of Organtkation ARTICLE IV. Capital The roinimum amount of capital with whith the Company will.cotmence. business is One Thousand Dollars ($1006.00). ‘ a ma. et) ARTICLE V < Duration Lt The Company Is an “at-will compariy” and is not a “term company.” Thie duration ofits Limited Liability Company ts unlimited-duration. ARTICLE VI Management The Company is ¢ “member managed company.” The members shall have sole-autharity to manage-the Compeay and are authorized.to make contracts, enter Into any transactions, and make and. obtain any:commitments.on behalf of the Companyto conduct or further the Company's busiriess.and shall further bave such authority as provided in the company’s operating agreement. Any single members has-the authority to act on behalf of and bind the Company, including the ‘authority and to make cantracts, entér.into any transtittions,ahd-make and obtain any commitments.an behalf of the Company to conduct or further the Company's business, ARTICLE Vil Liability No mémber of the company Ié to'bé labia fot tha Company's debts, obligations and liabilities pursuant te. 13 V.LC. §1303{c}. To the full extent permuted by act.No. 6204, amending title 13.-of the 'Virgin-Istands Code by-adding-a new chapter 15, and other applicable iaw, all members are released from and all liability for ail debts, obligations and/or abilities df tie-Company ICLE Vil Purpose-and Powers This Company ts organized with a geriéral business purpose includiiig ‘but not limited to ‘foreign expoft business, and has all powers provided by law, including but not limited to: 2. Sue and bé Sued, and defend in its name; PEO Productions-LLC Aiticles of Organization 2. Purchase , tecelve, lease, or offierivise acquire, and own, hold, imiprove, use and otherwise deal with real-or 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 encumberor dispose of all or-any-party of Its. property; ‘4, Lend money, Invest or reinvest its funds, and receive and hold real and persona! property as security for repayment; 5. Cohduct Its blisinessas, locate offices, and.exercise the powers granted by law within or withaut the Virgin islands; 6. Purchase, regeive, subsctihe for, or othérwise acquire, own, hold, vote, use, sell, mortgage, lend; grarit a security Interest if or otherwise dispose of and deal in and with; shares.or other interésts in of obligations of any other entity; 7.. Makes contracts and guarantees, Incur liabilities, borrow'money, issue-ts notes, bonds, and other obligations which.company be convertible into or include the optign ta: purchase by a mortgage on‘or security interest in any of its property hese or iocome; 8. Be a-promoter, partner, member, associate or manager of any partnershilf, ja Joint venture, trustor otfier entity; ., o a 9. Elect minagers and, appoint officers, employees and agents of the Company;define their dutles, fix their compensation and lend them money or credit> cy ee 10. Pay-pension and establish pension plans, pension trusts, profit sharing plahs, Genus plans, option plans, and benefit or inventive plans for all its current and former membérs, officers, employees, and agents, 11. Make dchitious for the public welface’or for-chafitable, Scientific or educational purposes; and _12. Make paymetits or donations, or do any other act, not consistent witit law that furthers the business of the Company. And the Company uses those.pewers to and for ainy lawful purpose. IN WITNESS WHEREOFF the undersigned fds mare, signed! and acknowleiiged these Articles of Organization this__A} “__ day of February, 2016 PEO Productions LLG TERRITORY OF THE VIRGIN ISLANDS ) DIVISION OF ST. THOMAS AND ST: JOHN -me to be the person whose name is. subscribed'to.the article foregoing instrument and acknowledged before me that the instrument was éxecuted forthe purposes and consideration therein.expressed. Given a 2 2 Before me the undersigned Notary public, on this day personally appeared Peter E.Ottley, know under my hand and seal of office this £# day of February, 2016 Notary Public DES LUNE My Commission Expires 4 io ~ = | ~ rod * ad Tek -° os de s = oO? oe UL. ~ PEO Productions:LLC Artictes of Organization Trade Name No. TN0123398 Government of The United States Virgin Islands ss Office of the Lieutenant Governor Division of Corporations & 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. |[EN0123398 | Trade Name WSTA RADIO be Natieeat Business Transportation, Communications, Electric, Gas, and Sanitary Services, Communications |Registrants PEO PRODUCTIONS LLC osinees T Fi ao St Thomas, United States Virgin Islands, 00802, United Mailing Address 2 SA 1340, St Thomas, United States Virgin Islands, 00804, United Original Registration Date March 15, 2023 [Renewal Date |[March 17, 2027 | Witness my hand and the seal of the Government of the United States Virgin Islands, on this 14th day of March, 2025. Tregenza A. Roach Lieutenant Governor United States Virgin Islands PEO Productions --z ~— P.O. BOX 6166 St. Thomas, VI 00802 WSTA RADIO & 1340AM CERTIFICATE OF RESOLUTION I, Hosea B. B. Ottley, of PEO Productions, LLC d/b/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 d/b/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 of the Virgin Islands. t * qt fi ywos Cy Ferness Notary Public : NP+647-23 My Commission Expires: Fune 4, 2027 St. Thomas/St. Joka, U.S. Virgin Islands 121 Subbase; St. Thomas, US Virgin Islands 00802 Phone: (850) 570-0919 Business Entity No. 586140 Government of The United States Virgin Islands iO 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, 2026. Entity Type: Domestic Limited Liability Company Entity Status: In Good Standing Registration Date: 02/16/2016 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 July, 2025. Magy A Ket Tregenza A. Roach Lieutenant Governor United States Virgin Islands 070820250095 (X ) Deed (N/A) Map (if referenced in deed) (N/A) Title and Encumbrance Certificate QUITCLAIM DEED This QUITCLAIN DSED, made this Fm “Gay of er af Lua » 1967, vy and between the United States or fserics, acting by and through the Secretary of the Interior, and the Government of the Virgin Islands Ps WITNESSED: tke Scesotary of the Interior to convey the iands hereinafter Gescrived to us Goverment of the Virgin Islands, pursuant to the Territorial Subsorged Lands Act, TT Stat. 338, 48 U.S.C. 1701 (1963), for specific econcic Cevelopment purposes; and mT WHEREAS, yirsuant to Section 1(c) of the said Act, on a, a Decexsex 13, 1966, en explanatory statement wad submitted to the , Comttvces on Interior and insular Affairs of the Senate and — of Representatives of the United States Congress; and WHSREAS, by letter dated January 5, 1967, the Cosirmsn of Ske Scouse Committee on Interior and Insular Affairs and by letter det Sccember 16, 1966, the Chairman of the Senate Comittee on invesave and Insular Affaire have inforued the Secretary of the Inverior Thos vcy wish to take no action with respect to the proposed conveyance; ane . WHEREAS, notice of this conveyance of the lands hereinafter soccsce bas been published in the Virgin Islands in tho maunor ond Zorm sucuired by Section 1(e) of the said Act; HOW, THEREFORE, the United States does hereby transfer and Convey wito the Governzent of the Virgin Islands » in accordance with ang suiject to the said Act, and the terms and conditions nereor, Gil 2%. sight, title and interest in the Yollowing described lands: TRACT (4) SECTION (1) FORMER NAVAL SUBMARINS BASB, ST. THOMAS, V.I. ite "Dance PW Drawing No.A3-$7-T66, Seginting at point "A" located North 7 degrees 00 minutes West, a Gisiance of 255.0 feet, from the northwest corner of the tender Pier, whe iine runs: Sorta 24 degrees 30 minutes East, a distance of 600.0 feet, to a point; thence Horta 2 cosree 45 mimutes West, a distance of 100.0 feet, to a point; tkence Souts 55 cegrees 30 minutes Bast, a distance of 190.0 feet, to @ point; thence North 54 cogrees 00 minutes East, a distance of 200.0 feet, to a point; thence Norsk 56 degrees 00 minutes East, @ distance of 175.0 feet, to a point; txance South 55 cegrees 30 minutes West, a distance of 640.0 feat, to alpoint; txence South 49 degrees 25 minutes East, a distance of 175.0 feat, to a point; thence South 26 cogrees 37 minutes West, a distance of 77.8 feet, to a point; thence Sort: 55 agrees 50 minutes West, @ distance of 170.0 feet, to a potas; thence South 3% cegrees 15 minutes West, a distance of 400.0 fect, to a point; thence South 56 cegrees 30 minutes East, a distance of 100.0 fest, to a point; thence Souvn «2 cegrees 30 minutes West, & distance of 55.0 feet, to a point; thence Borth 59 <ogrees 10 minutes West, a distance of 100.0 feat, to the poins of begizcning. Seo exea is 2.80 acres 432 €istances are in U.S. Feet. Tract (4) SECTLGN (2) FORMER RAVAL SUBMARINE BASE, ST. THOMAS, VI. Zogiana” oy Poing "4" located on the shoreline and being the southeass corner of tract 3 (U.D.D. training facilities) the lino runs: South ST cgzees 18 minutes West, a distance of 55.0 Zeet to a point; tence Sorth 52 cegrees 40 minutes West, a distance of 282.5 feet, to a yoinc; thence South 57 c-grees 18 minutes West, a distance of 110.0 feet, to a point; thence sorth >" cogreces OO minutes West, & distance of 30.0 feot, to a point; thence we en ee ee - - ws weet . ~~ hale sorte ST degrees 18 minutes Eaot, orth 52 cegrece 42 mimutes West, South 6S degrees 18 minutes West, South 60 degrees 38 minutes West, worth 43 Gosrees 20 minutes East, North 63 éogrees 30 minutes East, Sorth 65 ésgrees 40 minutes East, North Si cogrees 10 minutes East, Soust &5 cogxees 05 ninutes Bast, Souti 7. coegrees 00 minutes East, North 66 dosees 10 mimates East, South 357 éssrees 15 minutes Wast, Deginniss. Tae arc is 647 acres Adi Gistasces axe in U.S. feet Rac? (4) szcrroy: SUBMARINE @ distance of 370.0 feet, to a point; chence & distance of 115.0 feet, to a point; thence & distance of 156.0 feet, to a point; thence @ distances of 30.0 fect, to a point; thence & distance of 60.0 fect, to a point; thence & distance of 190.0 feet, to a point; thence &@ distance of 250.0 feet, to a point; thence @ distanca of 200.0 feet, toa Point; thence @ Gistance of 190.0 feet, to a point; thence & distance of 110.0 fest, to aipoint; thence & distance of 95.0 feet, to a point; thence @ distance of 50.0 feet, to a point; thence *c" and pier "B", to the point of (3) FORMER NAVAL BASE, ST. THOMAS, Vel. Zegiming at point “C™ located North 85 degrees 30 minutes East, o o- 3 Sorts 54 Gsgsees 15 minutes East, nortan 37 usgreea 00 minutes East, Korte Ti asgrece Ou minutes East, South 4o acgrees 40 minutes Zast, South 12 cogrees 00 mimtes East, Eouth 26 dogrees 30 minutes West, South 40 degrees OO minutes West, Corporation, Monument 2, the line runs: &@ distance of 90.0 feet, to a point; thence @ distance of 110.0 feet, to a point; thence @ distance of 45.0 Lcat, to @ point; thence @ distance of 130.0 feat, to a point; thence & distance of 90.0 feet, to a point; thence & Gistance of 340.0 feet, toa point; thence @ distance of 125.0 feet, to a point; thence a? =~ Sow... 15 degrees 00 minutes West, a distance of 110.0 Zeet, to & point; thence Soura + dogrees O5 minutes Wast, o distance of 170.0 Zeet, to a point; tkence Sowth +7 degrees 30 minutes West, a distance of 60.0 fect, to a point on the shoxe line; thence ‘Gong tho shoreline in a general northerly direction, to the point of veginaing. ca exen is 1.54 acres * ALL distances are in U.S. Fest TRACT (4) SECTION (4) FORMER AVAL | SUBMARINE BASE, ST. THOMAS, Vel. Reference: Y¥ & D Drawing lo. 839 062 alse Pi Dyawing NeAZ-97-T66é. Beginning at a point located North 87 degrees 00 minutes East, a distance of 100.0 feat, from V.I. Corp. Monument 2, the line runs: South 75 degrees 45 minutes West, a distance of 100.0 fect, to a point; thence South 8 degrees 45 nimites West, & distance of 280.0 feet, to @ point; thence Souths iT Gegxees 00 minutes East, &@ distance of 170.0 feet, to a point; thence South 61 degrees 50 minutes Bast, a distance of 100.0 feet, to a point; theno South 59 degrees 15 minutes East, a distance of 150.0 feet, to & point; thezo South S+ degrees 20 minutes East, a distance of 95.0 feet, to a point; thence Souts 3 degrees 45 wimites Vest, a distance of 135.0 rect, to a point; theno Souta 15 degrees 30 minutes West, a distance of 140.0 feet, to a point; theno tiorth 29 degrees 15 minutes West, a distance of 130.0 feat, to & point; thenc North 5 dogrees 15 minutes West, 0 distance of 120.0 feet, wo @ point; thence North 37 éegrees 00 minutes Wost, a distance of 95.0 feet, to a point; thence Norte Ti degrees 50 mimrtes West, a distance of 145.0 feat, to a point; theac Horta i7 degrees 45 minutes West, o distance of 100.0 feet, to a point; thence Sorth 33 degrees 45 minutes West, a distance of 60.0 feet, to a point; thence eres an en 2 aemesewnn-s man ome ey = meso - - _— bak “orch $ ccsrees 45 minutes Bast, a distance of 160.0 feet, to a point; theace norte 12 Cogrees 15 minutes Weoat, a distance of 95.0 feet, .to a point; tnence Sorth 29 degreos 00 minutes East, a distance of 130.0 feet, to a point; thance Rorth 45 dogrees 45 minutes East, a distance of 50.0 feet, to a point; thence Saiz oeree® 20 minutes Bast, & Gistance of 87. te the .4 perenh 2 87.3 feet, poin ed aves is 1.37 acres #24 distances are in U.S. fect 4s required by Section 1(e) of the Territorial Subcerged Tands act, this conveyance is made without the: power or right to zeconvey title to the subject lands. ; She United States excepts ana reserves all deposits of ° O22, g5, ond other minerals, but the term “minerals” shall not asciucs sand, gravel, or coral. 3 HAVE AND 20 HOLD the same unto and to the use of the Goverceat af’ the Virgin Islands forever. Ii WITKESS WHEREO?, the/Secretary of ‘the Interior has signed and sealed this deed in behalf of the United States on tha UNITED STAGES OF AMERICA te J, aa tec stesence of: ieee RAS 4h, AOS. Oaths F OF? RECEIVED D=ISTRIOD OF COLUMBIA) ) «4s CatY Cf KASH =) Ga this Cth. aay of Petras: in the year 1967, bevore me 7¥ Atv Jy. » & Sotery Public, personally appeared Charles 7. Ince, who acknowledged himself to be the Under. Secretary of the Department of the Interior, ana that ke, &s such officer, being authorized so to do, execyted the foregoing dias 7 seme mo, in RILEE, . , ROTARY PUBLIC crore. F DEFOS hi Ror ARNG RA a 4” OrFt RECORN LP A AXSIDNENT 20 UTICLATM DSED This AMENDMENT made this 1372. day of April, 1967, by one Vouween the United States of Azerica, acting through the Under 7) ccretary of the Interior, and the Government o? the Virgin islands, acting througn <i tee of the Virgin Islands, WODMESSESE: SGSSEAS, by quitclaim deed dated February 9, 1967, a cozy oF waics is attached hereto and made 4 Pert hereof, the United States U2 ADOTuce acting through the Secretary of the Inverior, conveyed Ved aces Geseribeaé therein to the Government of the Virgin Isiands PS{Sant to the Derritorial Subzerged lands Act, T7 Stat. 336, ~ U.S.C; and WHEREAS, the Government of the Virgin Islands wishes +o ~{:__ t¢ans2er certain of the lands thus conveyed to it to the Virgin 7b / Ssiencs Water and Power Authority; and WESREAS, Pursuant to section i(c) of the said Act, on Moreh 31, i957, an explanatory statement was submitted to the Comaivtses on Interior and Insular Affairs of the Senate and House o? Rep.csentatives of the United Stetes Congress; and WEEAEAS, by letter dated Avril 10, 1967, the Chaircan of waa House Comittee on Interior and Insular Affairs and by letter 28 Azril 10, 1967, the Chairzan co? the Senate Comittee on Interics onG stoulor Affairs have informed the Secretary of the Interior that vheir respective Committees have no objections to the proposed transfer; - and WHEREAS, notice of proposal to amend the February 9, 1967, guitclain ceed by adding language permitting such transfer has been puolisned in the Virgin Islands in the manner and form required by section Lic) of said Act; NOW, THERSFORS, in consideration of the Premises it is mususily ogreed that the cuitelain deed dated February 9, 1967, by auc bevween the United Stetes of America (grantor), acting Tarougs the Secretary of the Interior, and the Government of the Vergin Isicaés (grantee) be end it hereby is amended by adding whexeto etter the Faragraph at page 5 thereof? which reads as follows: AS required by section 1(e) of the Territorial Subnerged sends Act this conveyence is made without the power or right to reconvey the sudject lands, wae Zollowing proviso: Provided, however, that the Government of the Virgin islands ray convey to the Virgin Islands Water aad Power Authority in fee simple absolute that portion o2 the former naval svbmarine base known as Tract (4), Section (4) as more particularly deseribed in Public Works Drawing No. A3-97-266 and which metes and bounds G2seription has been published as aforesaid and shat such conveyance shall be without cost to the Virgin islands Water and Power Authority. Tais AMENDMEN? to the quitclaim deed will be recorded by she Government of the Virgin Islands at the same time and wogesher with ivs deec oF conveyance to the Virgin Islands Water and Power Authority. x WITKESS WEEREOF the United States of émerica, acting ‘hrough the Secretary of the Interior, and the Government of the 72. Visgin Islands, acting through the Governor of the Virgin Islands, sve citixed their bands and seals on the year and day first above weectes. UNITED STATES OP AMERICA In the presence of: Secretary of the Interia GOVERNMENT OF THE VIRGIN ISLANDS By, : = 2 esence oF: 7 Or es = s Ce ie ee PO fp Gilimenys > lens chp o Ps ACKNOWLEDGISN? DISTRICT CF COLUSA) ) ss CziY cP waseNGzor =) Qa this /3 ZZ. day of “Zas.f, _, in the year 2957, vefore xe Letrecea (Y zr __, & Notary Pdlic, Personsily appeared Che>les F. Luce, who acknowledged himsel? to ve whe Under Socretary of the Department of the interior, and that te, Go such oxticer, being authorized so to do, executed the foregoing swtrumoat Por the United States of America. in Witness Whereof I hereunto set my hand ang seal. AOWLY , ict BVA Ub EY e2 Ore tS a © GRD WI HEN NLaTe ERA 1G Ae Béwi"Ou WaEoLND anor Elbe Boece temo Sete Cem © OFC S 2 00 awemaseary | iewe Loy SE ras =—s alam eo niu oo e oe ¢efs s vw e si H ‘4 {334 JOW WIS crot‘oe ANNe NO SNOLIGNOD ONWMMOKS "V'S ‘N Jo I'A‘SVWOHL IS NOILLVLS TVAVN’S ‘0 i JO dVw 3SV@ NOlDAS ? 10d36 13N“aSv9 SNIUwWENS 1968 MYTENNTH SPECIAL SESSION Act No, 2375 (Bill 3863) No, 2376 (Approved December 24, 1968) 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 Port 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 may 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- thorized are declared to he public improvements and public under- takings. § 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- tificates, 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 Act No, 2875 VIRGIN ISLANDS SESSION LAWS 1968 (d) The term “Holder of bonds” or “Bondholders” or any similar term shall mean any person who shall be the bearer of any out- standing bond or bonds registered to bearer, or not registered, or the registered owner of any outstanding bond or bonds which at the time shall be registered other than to bearer. (e) The term “Federal agency” shall mean the United States of America, the President or any department thereof, or any corpora- tion, agency or instrumentality heretofore or hereafter created, designated, or established by the United States of America. (f) “Air terminals” shall mean developments consisting of run- ways, hangars, control towers, ramps, buildings, structures, park- ing areas, improvements, facilities or other real and personal prop- erty necessary, convenient or desirable for the landing, taking off, accommodation and servicing of aircraft of all types, including but not limited to airplanes, airships, dirigibles, helicopters, gliders, amphibians, seaplanes, or any other contrivance now or hereafter used for the navigation of or flight in air or space, operated by carriers engaged in the transportation of passengers or cargo, or for the loading, unloading, interchange or transfer of such passen- gers or their baggage, or such cargo, or otherwise for the accom- modation, use or convenience of such passengers, or such carriers or their employees or of the persons visiting the airports, or for the landing, taking off, accommodation and servicing of aircraft owned or operated by persons other than carriers, as well as prop- erty acquired by the Government of the Virgin Islands to be used for air facilities, (g) “Marine terminals” shall mean developments consisting of one or more public piers, wharves, docks, bulkheads, slips, basins, sidings or other buildings, structures, equipment, facilities or im- provements, or other real or personal property, necessary or con- venient to the accommodation of steamships, tugs, freighters, boats or other sea going vessels and their cargoes or passengers. (h) “Industrial, commercial, residential and recreational develop- ment” shall mean developments, consisting of warehouses, quarries, cement block plants, sewage disposal plants, publie dumps, park- ing areas, wholesale and retail outlets, hotels, motels, apartments, guesthouses, restaurants, office buildings, and related activities. (i) “Facility” shall mean an air terminal, marine terminal or an industrial, commercial, residential and recreational development, or or any two or more of them collectively. 390 oe 1968 FIFTEENTH SPECIAL SHSSION Act No, 2875 (j) Words importing the singular number shall include the plural number and vice versa, and words importing peysons shall include firms, partnerships of all kinds and corporations. Subchapter I, Virgin Islands Port Authority § 503. Creation of Virgin Islands Port Authority (a) The Governor of the Virgin Islands, the Director of the Budget, three members to be appointed by the President of the Legislature, and four other persons, not more than two of whom shall be employed by the Government of the Virgin Islands or by the Government of the United States, are hereby established a body corporate and politic constituting a public corporation and auton- omous governmental instrumentality of the Government of the Virgin Islands, by the name of the “Virgin Islands Port Authority.” (b) Three of the members shall be appointed by the President of the Legislature, not more than two such members shall be a resident of the same District. The term of office of each such member shall be two years and each shall be eligible for reappoint- ment, 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. (c) The four persons, at least two of whon. shall not be em- ployed by the Government of the Virgin Islands or by the Govern- ment of the United States, shall be appointed by the Governor with the advice and consent of the Legislature, and two shall be residents of the District of St. Thomas-St, John, and two shall be residents of the District of St. Croix. Such persons shall be appointed for a term of three years, except that any person appointed to fill a vacancy occurring prior to the expiration of the term for which a prede- cessor was appointed shall be appointed only for the remainder of such term, Each such appointed member shall serve until the ap- pointment and qualification of his successor. (d) Governmental members of the Authority shall be entitled to no compensation for their service as members. Nongovernmental members shall be entitled to compensation at the rate of $20.00 per day or fraction thereof spent in the work of the Authority. All members shall be entitled to reimbursement for, or per diem in lieu of, necessary travel expenses. (e) The Authority hereby created is and shall be a govern- mental instrumentality subject, as provided for herein, to the R91 Act No, 2375 VIRGIN ISLANDS SESSION LAWS 1968 control of the aforementioned members, acting in their capacity as members of the Governing Board thereof, but it is a cimorating 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, oftices 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, permanent or temporary, and by contract or otherwise may 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.LC. 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 892 1968 FIFTEENTH SPECIAL SESSION Act No. 2875 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; (8) 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), own, 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 ; 398 968 ‘taydeyo sty} Fo sesodand puv saqorod ay Buyasryoe ut ssyouese yons yo uoryeradooa oy} puv surerSord yons ur UoHzedrorred ainoas 0} Aressavau sButy} [[e puw Aue op 04 ‘reydeyo SIU UPI Fueqstsuood ‘puw saMlAroe pez~xoyyne sqrt Jo spray oy ur sayouese jeLepag Aue jo sumerZoad oyy ur ayedroyjaed 0} (97) ‘ SPURS] ULBITA ay} Jo anze[stZar] oyy JO YOW AayyO Auv Aq 10 taydeyo styy Aq 4I 07 paiweas sramod 24} gyno ALIB) 0} 2[QUITSaP 10 Aresseoau sBury} IO sje Tl® Op 03 (ZT) ‘saadoidura pue ‘sjuese ‘steoyjo jr Jo sugeur Aq Jo ‘ysnoxy} ‘xepun 10/pue 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‘sasodind aPV10d.109 s}t Jo Auv toyz Aytoyyny ey} Jo spuoq ansst puv ayea “Kouow Avoroq 0} (g) 8961 SMY'T NOISSHS SGNV‘ISI NIDUIA $282 ON PY Act No. 2375 VIRGIN ISLANDS SESSION LAWS 1963 Subchapter III. Bonds of the Authority § 506. Authorization of issuance; security, tax exemption; terms and conditions; ete. (a) By authority of the Government of the Virgin Islands under section 8(b) (i) of the Revised Organic Act of the Virgin Islands, as amended, which is hereby granted, the Authority may issue and sell bonds from time to time and have outstanding at any one time, exclusive of bonds issued solely for the purpose of exchanging the same in return for the cancellation of bonds either issued by the Authority or assumed by it, bonds not in excess of sixty-five million dollars, in aggregate principal amount, in addition to all sums that the Legislature of the Virgin Islands has authorized or may author- ize separately for particular purposes; Provided, however, That re- funding bonds of the Authority issued solely for the purpose of ap- plying the proceeds thereof to the payment for, or purchase of, bonds issued by the Authority or assumed by it, shall not be in- cluded in computing any such limitation until six (6) months after their sale; 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 facili- ties 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; and Still Further Provided, That before any facility shall be financed by the issuance of bonds hereunder such facility shall be authorized by Act of the Legislature. (b) Payment of the bonds of the Authority may be secured by & pledge of or lien on all or any part of its properties, contracts, gross or net rates, fees, revenues, other income or bond proceeds to which the rights of the Authority then exist or may thereafter come into existence, or by pledge of or lien on any loan, grant, or contribution, or parts thereof, from any Federal agency, the Gov- ernment of the Virgin Islands or any other source. It is the in- tention hereof that any pledge of revenues or other monies, or of a vevenue-producing contract or contracts made by the Authority shall be valid and binding from the time when the pledge is made; that the revenues, or other monies or proceeds of any contract or contracts so pledged and thereafter recelved by the Authority shall 396 1968 FIFTEENTH SPECIAL SESSION Act No. 2375 immediately be subject to the lien of such pledge without any phys- ical delivery thereof or further act; and that the lien of any such pledge shall be valid and binding as against all parties having claims of any kind in tort, contracts or otherwise against the Authority irrespective of whether such parties have notice thereof. Neither the resolution nor any other instrument by which a pledge is created need be recorded, (c) In accordance with section 8(b) of the Revised Organic Act of the Virgin Islands, as amended, the bonds of the Authority shall be exempt as to principal and interest from taxation by the Govern- ment of the United States, or by the Government of the Virgin Is- lands, or by any state, territory, or possession, or by any political subdivision of any state, territory or possession, or by the District of Columbia. (a) Bonds of the Authority shall be authorized by resolution or resolutions of the Board, and shall edmply with all pertinent pro- visions of the Revised Organic Act of the Virgin Islands, as amended, or such other provisions of applicable Federal law as may be in effect at the time. Except as otherwise provided for by said Act or other Federal law, and all laws of the Virgin Islands, bonds of the Authority may be issued in one or more series and shall bear such date or dates, mature in such amounts and at such time or times, bear interest at such rate or rates not exceeding 6 per centum per annum, payable semi-annually, be in such denomina- tion or denominations, be in such form, either coupon or registered, carry such conversion or registration privileges, have such rank or priority, be executed by such members or officers in such manner, be payable in such medium of payment, at such place or places, may be declared or become due at such time before the maturity date thereof, may be authenticated in such manner and upon com- pliance with such conditions, and may contain such other terms and covenants as such resolutions or its trust indenture may provide. (e) The bonds shall be sold in such manner as permitted by the Revised Organic Act of the Virgin Islands, as amended or other applicable Federal laws or the laws of the Virgin Islands, at such price as the Authority may determine. (f) In case any of the members or officers of the Authority whose signatures appear on any bonds or coupons shall cease to be such members or officers before the delivery of such bonds, 397 Act No. 2375 VIRGIN ISLANDS SESSION LAWS 1968 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 4 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 any 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 ali or any part thereof 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 the issuance of such bonds in escrow or otherwise, as to the use and disposition of the proceeds thereof, and as to the limita- 898 1968 FIFTEENTH SPECIAL SESSION Act No. 2375 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 the 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 other 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 be 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 tonsequences 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- dies of bondholders which may be in addition to remedies speci- fied 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 nag Act No. 2375 VIRGIN ISLANDS SESSION LAWS 1968 under the laws of the United States or of the Virgin Islands or any state, and limit the liabilities thereof; and provide the terms and conditions upon which the holders of the bonds or any proportion of them may enforce any covenant or rights securing or relating to the bonds; and (k) exercise all or any part or combination of the powers herein granted; make covenants and to do any and all such acts and things not inconsistent with this chapter as may be necessary and desirable in order to secure its bonds, or as may tend to make the bonds more marketable notwithstanding that such covenants, acts or things may not be enumerated herein, § 508, Right to receivership upon default (a) The Authority is authorized to covenant for the right to receivership upon default as hereinafter set forth in paragraphs (b) to (f) inclusive, or to limit such right by definition of default or otherwise, in its agreement with the bondholders, (b) In the event that the Authority shall default in the payment of the principal of, or interest on, any of its bonds after the same shall become due, whether it be a default in the payment of the principal and interest or in the payment of interest only at matu- rity or upon call for redemption, and such default shall continue for @ period of thirty (80) days, or in the event that the Authority or the Board, officers, agents, or employees thereof shall default on any agreement made with the holders of the bonds, any holder or holders of the bonds (subject to any contractual limitation as to a specific percentage of such holders), or trustee therefor, shall have the right to apply in an appropriate judicial proceeding to any Court of competent jurisdiction in the Virgin Islands for the appointment of a receiver of the facilities, the income or revenues of which are pledged to the payment of the bonds so in default, whether or not all the bonds have been declared due and payable and whether or not such holder, or trustee therefor is seeking or has sought to enforce any other right or to exercise any remedy in connection with such bonds, Upon such application and showing the court may appoint, and if the application is made by the holders of twenty-five (25%) per centum in principal amount of such bonds then outstanding or by trustee for holders of bonds in such principal amount, shall appoint a receiver of such facilities, (c) The receiver so appointed shall forthwith, directly or by his agents and attorneys, enter into and upon and take possession of 400 oer 1968 FIFTEENTH SPECIAL SESSION Act No, 2375 such facilities and may exclude the Authority, its Board, officers, agents, and employees and all persons claiming under them, wholly therefrom and shall have, hold, use, operate, manage, and control the same, and, in the name of the Authority or otherwise, as the receiver may deem best, shall exercise all the rights and powers of the Authority with respect to such facilities as the Authority itself might do. Such receiver shall maintain, restore, insure and keep insured, such facilities and from time to time shall make all repairs necessary or proper for the conservation of the facilities, shall establish, levy, maintain and collect such rates, fees, and other charges in connection with such facilities as such receiver may deem necessary, proper and reasonable, consistent with the purposes of the receivership and the purposes of this chapter, and shall collect and receive all income and revenues and deposit the same in a separate account and apply the income and revenues so collected and received in such manner as the court shall direct. (d) Whenever all that is due upon the bonds, and interests thereon, and under any of the terms of any covenants or agreements with bondholders shall have been paid or deposited as provided therein, and all defaults in consequence of which a receiver may be appointed shall have been cured and made good, the Court may, in its discretion and after such notice and hearing as it deems reasonable and proper, direct the receiver to surrender possession of such facilities to the Authority, the same right of the holders of the bonds to obtain the appointment of a receiver to exist upon any subsequent default as hereinabove provided. (e) Such receiver shall act, in the performance of the powers hereinabove conferred upon him, under the direction and supervi- sion of the Court and shall at all times be subject to the orders and decrees of the Court and may be removed thereby. Nothing herein contained shall limit or restrict the jurisdiction of the Court to enter such other and further orders and decrees as such Court may deem necessary or appropriate for the exercise by the receiver of any functions specifically set in this chapter. (f) Notwithstanding anything in this section to the contrary, such receiver shall have no power to sell, assign, mortgage, or otherwise dispose of any assets of whatever kind or character be- longing to the Authority and useful for its activities, but the powers of any such receiver shall be limited to the operation and maintenance of the facilities of the Authority, and the collection 401 Act No. 2375 VIRGIN ISLANDS SESSION LAWS 1968 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 remedy, but each such remedy is cumulative 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 402, 1968 FIFTEENTH SPECIAL SESSION Act No. 2375 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 determined adversely to the holder of the bonds, or any trustee therefor, then and in every such case the Authority and such holder, or trustes, shall be restored to their former positions and rights and remedies as if no such suit, action, or proceeding had been brought or taken. § 610, 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 al] 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 its 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, its income and its activities 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 Government of the Virgin Islands § 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 403 Act No. 2375 VIRGIN ISLANDS SESSION LAWS 1968 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 Jaws to- the contrary. Subchapter V. Other Purposes § 518, 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 in accordance 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, 404 ee ae nna een 1968 FIFTEENTH SPECIAL SESSION Act No, 2375 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 bids for the Authority to secure appropriate notice and opportunity for competition; Provided, That where the expense estimated to be 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) vepair 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 specifica- tions) as the bidder’s ability to perform construction work of the 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. 40K Act No. 2375 VIRGIN ISLANDS SESSION LAWS 1968 § 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 the 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.LC. § 302(j) (i), and the Authority shall make payments to the Unemployment Compensation Subfund and the Unemployment Compensation Ad- ministration Subfund in liey of contributions in the same manner provided for the Government of the Virgin Islands by 24 V.LC. § 808(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. 406 1968 FIFTEENTH SPECIAL SESSION Act No. 2375 § 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 Virgin 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, = a. § 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. 407 Act No. 2375 VIRGIN ISLANDS SESSION LAWS 1968 $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 cireumstances shall be held invalid, the yemainder 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 of 33 V.LC. section 49; aes —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 33 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 oe 1968 FIFTEENTH SPECIAL SESSION Act No. 2375 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, 1962. ratified and adopted by Act No, $14, approved 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- sources 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 property, former Submarine ase—punperty, and all: public docks, piers, wharves, or bulkheads ave 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 retvans- 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, property 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 transferred to the Virgin Islands Port Authority pursuant to sub- section (a) of this section shall be credited by 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. (ce) 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 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 8 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 8864) 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 President Richard M. Nixon on January 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. 410 1968 FIFTEENTH SPECIAL SESSION Act No. 2378 (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 8 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 follows: (1) as ex officio members, the Attorney General of the Vir- gin Islands, who shall also serve as Chairman of the Board, the Commissioner 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.L.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 voles 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 3878) No. 2878 (Approved January 10, 1969) To Amend Act No, 2225 (Bill No. 8662), Seventh Legislature, Righth Special Session 1968, Relating to the Designation and Redesignation by Name of Public Facilities in the Virgin Islands. 411 cea } 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- cil members as are appointed by the Commissioner shall serve without pay; however, Government per diem and travel allowances may be claimed for attendance at otisaly called meetings of the council as provided. § 1324. Attorney General; enforcement The Attorney General shall be attorney for the Commissioner in the enforcement of this chapter and shall conduct any investiga- tions incidental to its enforcement. > -sianens. § 1325. Waiver of experience requirements The Commissioner shall waive the experience requirements spec- ified 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 shail be effective August 1, 1971. Approved May 28, 1971. (BILL 5055) No. 3057 (Approved May 28, 1971) To Amend Title 29, Chapter 10, Relating to the Virgin Islands Port Authority. Be it enacted by the Legislature of the Virgin Islands: 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: <f odes. sonar > 214 hk 1971 REGULAR SESSION Act No. 3057 “Any two members of his cabinet designated by the Governor”. Section 2. Subsection (b) of section 541 of Title 29, Virgin 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 shal] 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: 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 (of the Commit- tee of the Whole of the Legislature when the Legislature is not in session), and the Governor; Provided, however, That lenses for a term of one year or less shall not require such approval: 2 215 Act No. 3057 VIRGIN ISLANDS SESSION LAWS 1971 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 shal] 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. 2875 (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 12. 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 Fe EL ee tet tp eve : PARLE HAT 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. Approved 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 (d) and (e) of section 100 of chapter 5 of Title 18, Virgin Islands Code, are redesignated as subsec- tions (e) and (£), 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