EFTA Document EFTA01268751

- - - GO, L.L.0 Nos. Pao I Da ont.-./oa iccount tor Werwcralt i ltC kddream 6100 Red Hook Quarter 83 St. Thomas Nom JEFFR e AA.,„ Name: DARRERIND t oti\kmA_ Name: H SELLER / 4/&. MOM: MOM SSN: ID Type: USV I /DL NoV-4 SSN:1111 ID T US Passport No SSN: ID TWONY/DL Na SSN: ID Type: No: Prepared by. U,MCNEIL Authorized . "MUM wet IGO. LLC 5-C—OCCiescrat A %en.' Sept Rees t Out oi fosios Address: 6100 Red Nook Quarter 83 St. Thomas -t- H.: wont Name: JEF EPSTEIN SSN: ID Type: usv x lin No: T-4200411933 Nameil:: ::T:)txAjma N_D SSN ID Type: : US INC passport Name: Y SELLER ,......„ 77 SSN: . ID Tyr Name: SSN: ID Type: Na Prepared by: U.MCNEIL Authorbed byacipciN CONFIDENTIAL SDNY_GM_000 12904 CONFIDENTIAL FrstRankPR000067 EFTA 00123547 EFTA01268751 CERTIFICATION OF BENEFICIAL OWNER(S) The infant:4ton contained In this Certtflestbn Is sought pursuantto Section 1020.230 of Tine 31 of the United States Code of Federal Regulations (31 CFR 1020.230). Person opening an account on behalf of a legal entity must provide the following Information: 1. First Name and Ono of Natural Person Opening Account 12. Last Nana I3. MIddle Initial JEFFREY EPSTEIN 0. Name and type of Legal Entity for With the Account's Being Opened IGO COMPANY LL C. 4a. Legal Entity Address 6100 Red Hook Quarter 83 4b. City St. Thomas 4c. State USVI 4d. ZIP/Postal Code 00802 SECTION I !To add &data* exaviduals. see pose 3; Please provide the following information for an neendual(s), a any. Ma directly or indirectl7 through any contract arranganent understanding. relabonship, or otherwise oars 20% or more of the equity interests oldie legal teddy listed above. Check hem K if no IndNIdtal meets this definition and complete Section 5. Pint Hansa Jeffrey 8. Address 6100 Red Hook Quarter B3 13. Country USA 14 SIM PS Pram s ?knit& Proims) 15. Idendficallon Number dstienwissartkatammeweivier oenardson memo 54538864 15a. State of Issuance: USA 1150. Country of Issuance: i USA 10. Ownership % 100 Kat On loo are putacel miter, Nontl.S. Persons raw also pen* • Social Sectary Humor; an anon idanswesoon are number re romper et cony or intane• of any other poranananhasuad Oman avkleraing natonaidy or residence and *sic a photoption ot sen,or anDuart 0. Last Name 17. ILL Epstein 10. City 111. State St Thomas USVI S. Date of Meth 01/20/1953 12. ZIP/Postal Code 00802 SECTION II Please provide the fOtOvring infogratlon for an illCSVOSUai winIkaglatatiajan fa managing or wiscmg the may. indunng, an execubve dicer or set manager (e.g., Chief Executive Officer, Chief Financial Moth Chief Operaang Officer. Managing Member, General Partner, President, inre President Treasured or Any other indvidual who regulany padre similar functions. 17. First Nana 118. Last Name Jeffrey I Epstein 19. NIL 20. Date death E I 01/20/1953 21. Address 6100 Red Hook Quarter 83 22. City I 23. Stab St Thomas f USVI 24. ZIP/Postal Code 00802 25. Country USA a sss seri ats ponNows Ana . ) Identification (Mat AlWfortMatse or oler we* 27. nn mukspemem 54538864 27a. State of simnel USA 270. Country of Issuance: USA yigni in see of. MS( medal Mond)* Messrs May Ws o prat* • Soda, Soar*. Mortar; an an Alimaficabon card numbs: ornate' and coarnby or other partninanhbouid document natimaay or realdance and Santos phcrograpd or antsW seadvard. EPSTEIN (name informadod provided herein Is financial ioiftsadon written no atit40461841IS person op. • certify. to the best of toy knowledge, that the rant. II any of the i ben r mentioned information changes I agree le provide the sooner such chants. \.. Dm calM. 1 2.24\ _--......___ nototn7m has ets CON F I DENT I ekL sikkp,000068 SONY_GM_00012905 CONFIDENTIAL EFTA_00123548 EFTA01268752 LeplEntity Identifier(Optional): NM:0.1618-0M Pun )NS CONFIDENTIAL CONFIDENTIAL FirstBankPRO00069 SDNY_GM_00012906 EFTA_00 123549 EFTA01268753 Additional Section 1- Second Beneficial Owner (If required) Please provide the ftiltrMng Informationfor an eitividual(s). if any. who, dewily a increody, through any contrail arrangement unclersidndrlp, or otherwise owns 20% a more of the equity interests of the legal entity listed above 5. First Name 1 6. Last Name I i 7. MJ. 8. Date of Birth 9. Address 10. City 1 ii. State I 0.. ZIP/Postal Coda 13. Country 14. SSN flafitesdrelitio-ta Pa* 15. klentincedon Number (SIN. Passport ntsnewcr onerseeer Identlkegamented 15a. Slate of bemoan: 156. Country *User/anon It Ownatsnipx En In ore or e passport number, Noma S. Persons may *0 poor* • Soda Security NrMar. an Oen idenciacetio arra number. amend( and cowry of Issuance of sty other governmeneissuid document erMenchg not:me* or residence era been g a pliCecraph or sent& Additional Section I -Third Beneficial Owner a/rega)/WO Please preside the fca'ovng information for an intliviclual(s), tarry. who. dirooly or Weed* through any catract arrangement. understanding, relabonshq cr onervese owns 20% or more of the equ,ty nterests of the legal entity listed above. 6. First Marna & Last Name 7. 151. & Dated Birth 9. &Phu 10. City 11. State 12. MPfPostal Code 13. Country 14. SSN S Pelmet litrivla Perconst It Identification Number (SSN Peeoritlfumcerorolt • r sender dentection motel 15a. State of Issuance: 156. Country of bsuance: It Ownership % =Z. In kyr of a passport numfier. Norall.S. Persons may elan amnia' a Saco? Security MaMber. en Men idendiacatker cad ananbef. 0 I numtr and catty Of f emirs* or any Od-er goventmentvissood document evidencing nebonagy or manna and hennas pnOtograph or Janis esiegums. Additional Section 1- Fourth Beneficial Owner (If required) Plods. provide the following information for an ridnicluaes). deny. who, &achy or imirectly, through any contraCt arrangement. understand . reratbristio. or oithenvise owns 20% or marod ten egtilyYear9ntdthe legal MUy feted above. 0. Finn thane & Last Name i 7. MJ. 0. Date d Birth S. Address 1 10. City 11. State 12. ZIP/Pottel Cods 1& Country U. ESN (U.S. Perna telonuLtS.Pencre) 1& Idendfkation Minter (SSN,PessporfNurnerractherrentre Identeaton numbed 15e. State of Issuance: 150. Country of issuance: 116. Ownership % N aw of • passport ',orate( Non-U.S Persons may also provides Sour Seemly Monter an Men clentekattn card number. or number and stunt& a ;nuance of any other cpvernmenaissued docurnetnt MidenCutg nflOOnaSty Cr red:Mena end bearing • photograph or sandier safeguard. NOMO-161/4)11$ Ps/ MS CON Fl DENT IAFirMLR000070 SDNY 12907 CONFIDENTIAL EFTA_00123550 EFTA01268754 Additional Section 1 - Fifth Beneficial Owner (If required) Please provide the following informabon ratan Individual(s). deny. who. drectly or hdredly. lymph any coraraCt arrangemenL uideSendig. teebtaShiP Or Othenesetivan 20% a MOM of the equM nterints d the egel enthy Wed above. 6. First Name 6. Last Name 7. M.I. I S. DES a Birth i 9. Address 110. City 11. State 1 12. ZIP/Panel Code 1. Country IL sim (USP•teteeitico4L""") 15. Idendlicadon Number (Sear Posstert /enterer Wet emir dernancon noted 15e. State of Issuance: 150. Country of Issuance: 16. Ownership % aSErl ki deo as Patin' mange 00,-U S. Penes* may Sae provide • goes, Sewer terintet, en seen oferteficenon card number. or number and tasty ci awn* of any OW gOvenmentiolued Occurnent evidencing neffonagy a rapine and beano; • peceonon a Um* safeguard. Additional Section 1 -Sixth Beneficial Owner afrOpirtth Please provne the following nrormaton fix an Individuate), early. who• COMCVYof becfrabi Through aillYcocalict ainsedernant, understand relaticeship, cr otherVASO aerel 20% cc more of the equity insists of the legsentiy Feted above. 5. First Nene IL Last Name 7. M.L S. Date of Birth t Address 10. City 11. Stab 12. ZIP/Postal Code 13. Country U. SSN WS. PenkneNces11.1 Pareen) 15. IdeMliketion Number (SW Red/ Nintieratowamfer dennedennumeed 15a. State of Issuance: 150. Country of Issuance: It Ownership % Mat m see ere passport number; 000.3. Pomona may also pen* a Soot Sew*, Nu,'ta-. an aeon NIMOSItiOn aed nurrour, or number and OeNtrosy a spisanee of ere Cgs govemmerPiesued efocomenf enapsung natant* or resew.* end boating • "Soren or singe seeegvarO Additional Section 1 - Seventh Beneficial Owner (If required) Please provide the followng information for an individuate). Vert Um. ClOteroc biectlY. not* , ear convect Millicernont. understandng. relationship or Mantlesoven 20% cc more of the u Interests of the IeQNentity listed above 5. First Name 6. Last Name 7. ILL i IL Date of Birth 9. Address 10. City 111. State 12. 2PIPostal Code 13. Country 14. SSI4 (U.S PrescaelPioneit PiStIng 15. Identification Number (SW PesaceetNumeerceolgrasnilee klentlfascnn numbig 15a. Stated Issuance: 150. Country of Issuance: 16. Ownership % Mg. In Novas POSSOOrt number. NoPLI.S. Persons may MO made a Smdi Searcy Meter. an Alen iekrelcaolon cane minter, or number and country a deviance of arty Wier governenenf4ssue0 doatwrt evidencing nagonsege or iseideree end geadiv ir photograph or tinier safeguard. NNt40-16194141 I Pun Sof CONFIDENTIAL leapRoocom SDNY 12908 CONFIDENTIAL EFTA_0012355 I EFTA01268755 1 First Bank Name and Address M ntenance Form (RM) Branch: Waterfient-Platinum Banking Customer Name: le0 Company LLC Maintenance to: Account: Account: Account K TEA 0 Al Records K The CustOrmir RelatIoneNp K The Following Accounts: Account Account: Account: 0 Credit Cad Account Number. Account _ Account Amount lasetitikes: Pitiaaficareilete cafe slew where the Manta:MON needed Actual Name: Jeffrey E. Epstein New Nan New Legal Tide: missticisimiLtritE MAINTENANCE —1 BEINEFICIARY.0YRIERRELATION CODE AND. PERCENTAGE OF OWNERSHIP-PIMP SCREEN Authorized Signer who is a Beneficial Owner Authonzed Signer who is a Beneficial Owner and has sgnirant responsibly Individual who is a Beneficial Owner Irdiviot.el who is a Beneficial :Owner and bas significant response. ay Authorized Signer with significant responsibility for managing tre legal entity (Control Prong) Indvidual who has significant tespcnsibility for managing tfrve legal crab/ (Control Prong) Addreeel: Address2: 0 = A-8 _% 181=ACB EL" ❑= BEF ❑= EtClf O -AC ❑nCRL --41VaiMiltamitiotaimmtmatice City: State: Home Philp: Work Phone: Mt Phone Alternate Phone: Type: E-mail Address: Cellular Phone: Extension: Citizen: Social Security: Pdmary ID: ID Number: Secondary ID: ID Nurn ben Employer: Employes Since: Occupation: Address: City: Stet*: { Employer Phone: Annual Gross: Employment Statue: MACS CODE (if ): 10•13-01 Ott IIR Also Residential Address? ❑Yee 0 No Zip Cods: C Do Not Call Do Not Em a' i Birth Date: Gender: OffrEmplowte: Zip Code Customer Signature • - CONFIDENTIAL FirstBankPM000072 SO NY_GM_000 12909 CONFIDENTIAL Erl'A_00123552 EFTA01268756 1 First Bank Waive Charge Request Form Service Charges and Interest Branch: WF,EEP,FDPPOS Amount Number. Name of the Account Holder Jeffrey Epstein Indicate and/or explain the reason and JustiDcation for the request K Overdrawn Account Clouse K Account for Internal Bank Use • Banking Relationship', indicate the type of changes to wave: • Monthly service fee and transactions O NSF fee E Uncollected fee C Daily monkish lee [ Managers Cheek fee O Mona' Order Sae • Other wire transfer fees Explanaaon: See attached memo for account details Prepared by: Jeanne George Name Matto Assistant Manager or Branch Manager Richard Young Area Manager Anger Dawson ECR Business Director Date Sicinaturg gpg 1-4 (9114 • In the case of Bankna Retationshps,euthorgetion Morn the Beech Menage, Regional Deena Manager and the ECR Buenas Curator is rooting. Also outwit the acted RSABA - Customer Relaionskp to Mecum lateen and any other doarrentation to tetanal the reused as addable. NAINS-250.1214R CONFIDENTIAL FsteeapR000073 S0NY_GM_00012910 CONFIDENTIAL EFTA_00123553 EFTA01268757 MEMO Daje: 4/6/2016 ssU From; Richard Young BL Jeffrey Epstein Jeffrey Epstein is a large non-borrowing deposit Platinum Banking client of FirstBank VI. He has several companies with all of the accounts with FirstElank. He keeps an average combined balance of over $5.3MM with FirstBank. Mr. Epstein has been banking with FirstBank for over 7 years. Based on the overall deposit relationship, all of his accounts are approved to receive waived account service charge fees and waived wire transfer fees. Going forward, Mr. Epstein's accounts will not receive a charge for service fees. Richard Young pieciourk g Busy-ass Relationship MerWeee Market Mirage, Wm. 11.1.1.1e Curer to 4. t v 0 Res 3Crre3.3 St 'I mum, WSv: 340477S-83r 344.71SeSSI CONFIDENTIAL FirstBankPR000074 CONFIDENTIAL EFTA _001 23554 SDNY_GM_00012911 EFTA01268758 Fie rat 6.170 r-rifkte- 4 rt. 6 Ase..;., Laivawits Itska, -} :j eat tat' a II% g € 11! e e .4-ateine W -it= W-4,,nzga. Ws-rEs fisks iz Ite261,. grisl,cd Wypnp fa , Jeanne Brennan ottl itgances rani a Reouts: CONFIDENTIAL CONFIDENTIAL FirstBankPR000075 SDNY_Gm_00012912 EFTA 00123555 EFTA01268759 Totai nitarces feud 1 IP ft-Sten:LA*0;1 CONFIDENTIAL CONFIDENTIAL FirstBankPR000078 SDNY_GM_000 12913 EFTA_00 123556 EFTA01268760 seadtg Jeffrey E Epstein Totd instances Exit 0 rrAlati**; Smuts: CONFIDENTIAL SDNY CONFIDENTIAL FirstBankPRO00077 EFTA_00123557 EFTA01268761 tr: 133 V 'Occurs vote. Mot. • 111 Pacr. f Novel Otc•P:- :VFW .4R# USA. Olher,,, kt elcc4o 3nel-Cworci Marna:6N VOW', ,•( Yew", Myclhiamiteas ipv/Ilhcohviao8644, =Tr. =.aildirrr net] unn .r Marl / (PPM .de .,..mere 1First Betity CONFIDENTIAL CONFIDENTIAL FirstBankPR000078 SD NY_GM_00012915 EFTA_00123558 EFTA01268762 Fb F.O 15: To Faoiss Nub - , tete'sal S.444an -*frecia 4 ,,4 tia mtcren rup.m..umestooviotkitheioiceftenuoiamwovevzoticorato:_tz. zit S.••••••• •••• ma • w•.• .••••=mma. • •..0.• taus& •••••••••• ••w••••i •••••••.• • ••J• won. .....••••••• Cs ••••• .4 ice it A LI. Rnisitd seschnq IGO C0MPAINY, LIE Taal nstarces found: CONFIDENTIAL CONFIDENTIAL FirstBankPR000079 SD NY_GM_00012916 EFTA_00123559 EFTA01268763 FnisheA IGO COMPAnY, it Tee. riterces and: tests: CONFIDENTIAL CONFIDENTIAL FirstBankPR000080 SDNY_GM_000 12917 EFTA 00123560 EFTA01268764 -arm* illaiS46 AD, LLC C CONIC d )1/4A it \ C w0 i a.' HOMe: swat 6100 Red Hook Quarter 8.3 St Thomas .r. • work Name: JEFF EPSTEIN „,. SSN: ID Tyros: USITI/DL No: T-42004119.33 ID Type: • I l... t NameDACklerfrID IU-A-stA- Nadir Y BELLER 2 ( ..........-7 A EL . SSN. ID T No: Name: SSN: ID Type: No: Prepared or U.MCNEIL Authorized Dy e z/ CONFIDENTIAL FirstBankPRO000411 SDNY_GM_00012918 CONFIDENTIAL EFTA 00123561 EFTA01268765 Client Due Diligence Business Accounts 1 Business Information : Account Title (-Depositor): ii2smt Accent Number: SSJTIN/EIN: Physical Addrtan Mailing Address: 6100 Red Hook Quarter Suite B3 Same S. 113:411es, US Virgin Mande coece eureseeldepitane a Bras Fes • 340-7754528 IMereetlabsite Address NIA Unit of Busineite Holden Comma/ MACS Code gfoonn Dale Established: 1228P2006 Annual Sales: 30 Mx. of Ofeceseranchos: I Nbr. of Employees: 0 Property Stakes: O Own rriit Lade Referred By O Actrenisernent El Current Cient 001her: Dorset Person Nave a The Jeanne Brennan Contact Person Talton,* 2 Ac Count -I ype O Sole Proprietorship O Partnership El Covocration O Non•Prolli O i 1.ls 0 at O Other 0 Carmen:MI ChoMing ' O Commercial DSA Oechn3 , O Gemmed Csedtr; O Docolera Chewy', a 74 O Arrarced OC , FR arrneesi Su:enent S7 O Arranged0C Cesecre Mtn I - CarenerCrie D6A Deemer, 6V O Arranged 00 CAA 0 Correct Mat:over S7 ClGoisyrrierd Sinned Sv C Commend/ SSA Myr/Tire SU O CM:rnerc.al Pantom Savres O Cc...ernes Pasta Swings O Dedfale of Deem O Deer. 3 Author rzed Signer (Complete the follinving nirotormlnir rue each aufhonzed signer.) Authorized Signer Name: Jeffrey Epstein Financial Protztcr: ConSuitard Member Caeca la Physics/ (Hese) Address Personal Mailing Address: Lime Salm James Island 6100 Red took Quarter B3 St Thorn US Virgin :stands St. Thomas US Man Wanda %alai pVl Nnl On Of Bkm.12 1 Pea Y I Caen OtUSA Home Sumter a s 1 if n Ntrisr. raNaa Fax Mo a turlber. i .eattleit 340-T/6-2526 , I r SO IMMO Two& Menhir VI Drivers lion. 14203411933 klenefianon Esciraesn Owe: 01/20/09 RS OFAC OPLC p iCHEXSYSTEMS craredOYes O 17, 0 T a 3 1 wAY SSN Response: Year 67 state: ily_ ID Response het 40 .- tstsgtraZihrs. -uat..... ,f/ . Xl SANK REFERENCE requested El Yee UN°. enter* ntiYI O yi4,(, es* C0LA2ert+' Response: Chock heft if 'here are stleftlenal signers on reveal else Of V. Cent Inlermaton Sire (FYC)BullInsmAtcrants .:. Account Agreement Acceptance Jri0 Faxpayer Statt.t. rtilicatirir • The elm c s MN me i fey beer clesenaleel as a decomory der daposftor and Mel bee irate the elOrmalon cordoned n .c . ers Clint Iii, -mason Sneer (Km) art finds t accord, on 'Ns one T613 DePeelICT her mend and arms Who Tame and Agniterneds for CanmeMal /ewes and Rees and Fees Serrate Currdy /1 react Was maybe amended or de 090 0acccart arts Santa 3 Him selected Under eecaes or POW. re Deport certfies ma (f) Rs nutter van an We form is me correct Mx .dentalostket weer and (2) ere me Depositor 'is net sub0c1 to Weep vetneolaing emir tam* (e) thee rot been nabbed by the MIMI* Ponvue Serves (IRS) Mat it is sear to terneelisp as a recut d Sure to moon al Intones Oe doter* ce(b)tre toe IPS tea notified tie Depose< mat a is rata-ice( saes to backup wasaang or wee from been )10'03009. (3) me Depositor is a U.S. say. (Cross our subvert 2(a) if it is not But it Statement 3 le not true, cress out and cocas an appapithts Form se-e) The mark Revenue Senior. does not require your tensed to any provision of this document other than the CostMoseon required to avoid hada:. wiffesokling. Pete 10,932007 Type: I a WON Amount Member If the ass desa a over S505,00) O Con 0 Check Transfem Do you Intend Do you p.oMe Maw Oiled Treaders ark lo deposit checks check casting or t with Second remitter r3/4 ase Maned eau= at funds or soiree . .. & ....,_ • r,r math. (Ream Guide for wistnetons) tb—._. indorsements/ . O Yes 0 NO seerices? O Yes 0 No Cade: Nan Transactors: 00 -10 O 11- zo 0 21 - ao O Ogler: Telalktictunla — - - -- — - - -040-66:000-- O .s.uu risme fisislearrnowo — ace*: Tape: O Case 0 Chen O Amount Tweets 0 are Treated O POS a Payroll 0 Cam Nyasa O lamasees CMOs/Money Oren O ACH 00lher Date No. ot Transardionto 00-10 O 11- 20 O 21 - 50 O Other. Total Arrant (SF O 30 • 36.000 O 35,001 - 315,000 0 $15,001 - $50,000 0 Other. — TA*: 0 Cash 0 mums O exam Tr set 0 wits Tangiers O POS 13 Porta O DINOHNipaalt D Marnoe. Chamfers:nee alms O SCR 0 Other , arms 0 Yes 0162 scants •'.:.1 r.sralaix reakvi f.kr. 4 A' a'•w xttwt: Current 0 asp%) 44,}rt • Assault The Jelreapstain Act owe Tea: Ncirlat st n sterideiaaeMarerterRamentPuwieniso CONFIDENTIAL SO NY_GM_00012919 CONFIDENTIAL FirstBankPRO00082 EFTA_00123562 EFTA01268766 ,,narte: Cluton rcb1..0Oe. First 8. Additional Au!IlOriled Signers (Complete the 'Obeht 3 ,ffiorrnation for each 3i/thawed sagner 1 ' Authorized Signer Name: Darren Indykc P,dessen Mornay Carom Telt Aleoressy Personal Mailing Address: 6100 Red Hook Quarter 83 &Thomas MI 00002 St. Thomas USVI 00802 Seas Date Of Er Place Or eitve New York Omen or. USA edranern Toccione Nurber. i &tame Fax eaurnbec 1 M . Meter. i Final Address: Vain ioemttKawn Typt & 'Otter. 20 US immectsca Examen Or. 3/10/2012 AC pitc EXSYSTEMS caned ea No. why: SSN Reepentre: Year State: it ir e I ID Response t uzaStratintille8a2. tL liSANK REFERENCE requested Yes NO. MOW RaSpOres: "MY: SaCC14d-b,10.—CS2-s:Steak— Authorized Signer Name: Henry Beller Proketac CPA cane Tier Accountant Physical _P Address: Persoral Mame Sodsl Doe a Beer Meat a Bette NY Clam Or USA c nese Fax Number. L Motile tenter. Ems Morns: 'MA -• lielc ;t25ir Vann Ram it:unloosen Types& icing, moon OM I, I- 1.1*-1 Alliptillin I tn it IZOFAC PLC CHEXSYSTEMS called es e - -E SSP1 Response: Year I97& State: ID Responea nee N> YI ,y4c.1 -La VBANK REFERENCE requested U Yes VW, explain why: e&i Ski a "01:a.nreL Response: a. Authorized Signer Name: Prolessio2tr Z Cal:orate TIM Physical (HMO Address: Personal Ma Addneit Sosiel Seasky Nemec Date a Sum: 0lErrey Omen CC Horne Teephom Ntrnbec Business Telpher* WKS: Wanner Mote Number. Erma Mane: Yam in OCCIINIOn: Photo Menai:Mc° Type 1 Numter. I identacerion Steatite Dm o mac OPLC C CHEXSYSTEMS a 13 NO. explain why: SSN Response: . Stater. ID Response 0 BANK RE NCE reasserted 0 Yee 0 No. mine', why Res • Authorized Signer NOM: Otmtelle lie Physical (Home) Address: Malang Address: 8cdel Swag Weer: Dee Of NM Pea a I Caen Ot Wen Tewaces ember. Business lielepnene r Gunnels Far Nurser Voter Mater: Foal Address: Van in ciewpaten: Photo Kleneartion T Writer I Identdcedcn Emir/Non Dm 0 CfAC rICYS eetereD en 0 No. explain why: SSN : Year State: ID Response: OPLC ID EFERENCE requested 0 Yee • 1:1 No. explaIn Why: Res ea Ageouel ) &gnaws cab remeed Opining Cm: 9t.11 IMICeaeltqueeetvel (ffiltfterenc asico - 17 it/ 0 m OFAC & PLC (Fraudulent Accost Cat Veined EMI VA IL Reviews. Commems Reason For Denying Account: C Merchant Card Services nIi Crest Cue 0 Overdraft Lin* 0 Lhe 04Cretit El (*.First/Una (Internet) 0 First Fax 0 Payrol 0 Cash Management D Night Depository 0 Other CONFIDEN I 1AL SONY_Ghi_000 12920 CONFIDENTIAL FirstBankPRO EFTA_00123563 EFTA01268767 1FirSt Bank Virgin Islands We the urdarsigned Members. Managers. a Officers of iG0 Company. LIC etanpany, loaded at Mennen Nett Harbor St Thomas HEREBY CERTIFY that Company, a Limed Lately Company formed pursuant to Is composed d the lohowIng Mentes: Jeffrey Epstein. Member and the falbeng Manager cr Oelcee(S): Jeanne Brenta Manager imam lad urrimia Need «Teem a Otare; Limited Liability Company Letter and Security Agreement Date V 0 2/0 U.S Yergn kkndsl Law. elm raceme To induce you in your dierehon to ad and rely hereon and on the signature o' any of the designated Present of *AM Maneges. Members. Officers employees or agents of Company FAuttiodzed Person(s)1, we agree and certify on behalf of Company as Wows: 1. FirstEank (dane) is hereby designated as depository of Company. and any Authorised Peson is authorized to Oepost or designate ror deposit any funds d Company in Bank et any of its branches Bank may at any time refuse to accept ansa may return by winery mag or anemias the wheels or any part of a &Pea 2. The folowing duly appointed kilnalzed Perm(t) Member Denial IntbrdwAttmey, Harry Beter-Accentan.. signing singly (kw popteee d hona avs. SR"we. finch KO* t) arid mar successors are hereby authorized b agn. by hand or by Warde (inoluding, bit not limled to, compute' generated) sigratere(s). chicks, drafts, acceptances and ana Instruments (heminaftet each coloctivey referred to as ltem(eF). Itheisarelng the ateve, any Automat Person is authonzeo sngy to: (I) intiale Automated Dearing House FACH') debts Aleut a signa. t (2) treats payments by use of Depository TrEJ*et Checks ('DIC') without a Skylable other tan the name of Company period on the DTC: a (3) give InstiuctionS, by means other than the signing Of WI item, wan rasped to any account tense:ton, induchng kit dot listed to the payment. render or Withdrawal cd kinds by wire. =Cuter a abler Medea means. or Mimes. ord money, cocas. terns or property at any tire hed by Bank for account el Company fInstarann. 3 Bank is hereby authorized b honor and pay Itizn whetter signed ty hand or by facsiree (metin ng. bu. not lathed to. carpi« generated) egnaturetal. In the case d fawn.. agnates, Banka authorized lo pay any Item a the sIgistere, regarcloss of how or by whom LIPS, and whetter or not the form ed signature used on dal Rem MS actuaNy prepared by ce for Company. resembles te specialers Mac win Bank by Company. Be* is furls ikitrICOzed to how and pay OTC% ACHs. Inmedians, and other omens green Singe/ by any Autcrized Person, irobang such as may brie] about or increase ar aerate arid such as may be payade to Or la the benefit of any Autorized Person a Otter Manager a Member a employee irdvickely. sexist ,niculry as to the circumstances of the mumce or the disposition of the precedes thereof era without Is as to amount 4. Bank is hereby at/Mated to accept for depose. for negotiator coloction. or otherwise. Items endorsed by any person or by stamp or other impression al the name or account rumba of Company mead inquiry as to be circumstanom ol the endorsement or any lack 01 endorsement or the cis/meson of the protests. 5. The 'cowing Authorized Persons Member. of Company alpha SngY Orcloile by NMI tom aurteced b eeld la lamas, et; titekete rut no et el:, are totaling e.g side style:ult.:. are hereby authorized to eled !cans and advances and obtain creel at any time for Company Wet Bark (and guarantee on behal of Company the obligations of Others to Bank), secured or unseated, and fa such loans and advances and credit and guarantees to make. execute and delver promissory node and other Widen otegatons a evidence of ndefretess of Company, apes:eons for tenors of credit. instruments of guarantee an' !Morn* and any agreements or undertakings, giver& or specific. with respect to airy of the foregarg, and as seamy for the payment of ans. advances, Indebtedness guaranheas and lableies of. or craft giren to, Oyrpany a Gaffs l0 pledge. hypothecate. mortgage. assign. Vander, grant fee and seculty interests is give rights with reeped to. endorse and delve property of any assalption. real or personal, and any Merest herein and evidente ol any thereof at any tine held by company, and b execute mortgages. Oett S of burl. sewer agreements, inetbrents ourarster, assignment a dedge, powers of attorney and Other agreements Of eshuments which may te necessary or decade in connection Merewlft: and also to sel to, or amnint with. Bank cawnercial µapa. d:s rawivable, accost reek-ads, sacks, bonds or any otter sedates a property at any time led by Company, and to that end to entree, assign. sealer and Mire the same: to execute and delher instruments a agreements of Steordinabon and assignment sabdaddry to Bark and also te Oho any ceders or COMIC* for the deiwery. sale. exchange d c<her deposition of any properly a interest therein or evidence thereof belonging to Company and at any !Me in the hands of Bank whether as °Massa: or tithe:~ add to execute and delve such other agreements, nramments and damtres and to do such Other acts and things as may be necessary a desitabe or radiate' by Bank In oonnecdon wen any of the Foregoing and Bank S hereby autonzed to tenor, accept and execute any cie the transactions described above. 6. Thai al ber elsimunts rod advances heretofore o0taied on titian ol Cowpony and all notes and ate obligations or evidences thereof oho foregoing being referred lo as 'Obigetecne) of Company held by Bank are hereby approved railed and confirmed. Company oat hereby gem b Bank a ~oho lien for the amount of my andes bellies and obligations ei Company to Berard clams d any nature ara der-ratan of Back against Company, atoner now existing or hereafter harred. mignaly °Detracted rinn Bank andtot vorh andhet or others and now or hereafter Oohing to or acqured in any manner by Bank whether contracted by Caves acne or 'ahoy ancttor severalty wti another of others. gealule a contingent sewed a untreated. matured or unmeant' (al of which are nereafter mass..* trite Lloin leietrit se direm creel/94M Rut Rim --CONFIDENTIAL FirstBankPRO00084 SDNY_Ghl_00012921 CONFIDENTIAL EFTA_00123564 EFTA01268768 called TVgallons, Won any and a] moneys, mantes and any and af other pnreny el Company and the proceeds there* now or home/tor actually or conned/ held or recanted by or n mane in any manner to a fran Bark, As correspondents or agents from or for Compaq, whether for Saleireeeng. costa dodge. trargareer. tendon or otherwise coming atio the possession of Bank in any way. 8. In ease et confiding darns a espies, or doubt on Bank's part as to the validly. went, mocifrahon. revocation or ewes° of anyone williones herein °Waned. Bank may. but need not rent nine nor give any died to any notice from any Manage a Member of Company. or from ary other person purporting »cancel resttct or change any of said authories, or the exercise meted. unless Bark is reared to Co so by the 'Wren". dame or ado:dame having junction of the saied matter and of the parties le such confiding ciaims a disputes. 9. Conroy agrees to be bound by the Terms and Oeneitiors let Busress Accounts and Seems, current,' in erred and as amended attester. as well as any srature card, depose ticket checkbook passbook statement cl account, receipt insUmment document or other agreemene, aches, bit not "muted to, kinds transfer agreements, deivered or made avaiable to Company from Bank and by all rages posted at the deg of Bank at which the exount d Company is maintanel in eal case with the same effect as it each and every term thereof were se forth in fin herein and mace a part tercel. 10. &bra to paragraph 10 above, at the faegeng authaitieS stall ran in Na fore and effect until revoked or !mired by kitten notice ro Bank provided that arch notice els not be elecIve wt respect to any revocation or maditionicn of said arteries end Balk she have had a reasonable opporturdy to act line and In no even prior to the receipt cn the payment. of money or to astedrawai of mind dated on a prior to the date of such note, but peered to Bank alter reed of such note and Bans is hereby authorized at al Imes to rely upon to last nose. cenrcaten cr Calinanalen recetved by it as to the pewee who from time to time may be signathesdCcmpany, a as to their respective spedmen signatures anchor as to any err Company matters, and Bank shell be hold harmless In such mere. The Managers. Members, and Officers of Conroy, or any one or MOM CO them are hereby anhortzed to as for Company in all other maters and ens:rens relating to any of Its bushes with Bark tirkerg. but net freed to. the coreartion and deiwery d arty agreements a contracts recess ary tO effect the foregoing Headgear's. 12. Company hereby represents and warrants tot nee of the Merges herein cretaired are contrary to or Inconsistent wit any other agmeements among Monter& of Company, or between Company and other parties. 13. Bank is hereby released from ary fabity and shah be trammed against any kiss. leaky or expense wising from herring this Agreernem. 14. The signature(s) below 4/are the sitinerds) or me Manager(s), h Company is manger-managed, the signalureis) of the klisgmbens) Company ts mernber-renage, a to signriads) cf the Officer(s) N Company is governed by a toed of erectors. NM: In case the Manager, Member, or Officer is autherizad Very may yours, to sign by the above provisions, this Agreement should be signed by a second Manager, Member. of Officer, IGO CanPany, LLC Nam decease BY The: Meter We" Rental. a Crays nic. BY: 4,aostaS.4-2(kne.etestette_ TAM: Manager Minna MSc: MO TOO 6100 Red Hook Quarter B3 St. Thomas U69100802 mews CONFIDENTIAL FirMBenkPR000085 SD NY_GM_000 12922 CONFIDENTIAL EFTA_00123565 EFTA01268769 Grip: 571520 I • Met 122O2C0S 03:12 PIA Arnie A. Rkeate. Lee/tart Go.moe ARTICLES OF ORGANIZATION OF ....IGOCOMEANY-J—GC. I, the undasigesd natural person of the age of eighteen years or more, acting as organizer of a limited liability company under the Uniform Limited Liability Company Aa, Chapter 15, Tffie 13, Virgin islands Code ("Unite= Limited Liability Company Act"), do hereby adopt the fotowing Articles of Organization for such limited liability company. ARTICLE ONE NAME, ADDRESS AND PRDICIPAL OPFICB Name and Address 1. The Name and Address of the limited liability company shall be IGO Company, L.L.C, (the "Company"), of 6100 Red Hook Quarter, Suite B-3, &realm Yacht Harbor, St Thomas, Virgin Islands 00601 The mailing address of the Company shall be is 6100 Red Hook Qua Sails B-3, American Yacht )mbar, St Thomas, Virgin Is'ands 00802. Principal Office 2. Toe principal office and permanent address for the transaction of business of the Company shall be the address stated in paragraph 1 of these Articles as the physical address of the Company. Registered Agent and Office 3. The mailing address of the Companys initial registered agent is 1340 Tainneberg, St. Thomas, V100802. 4. The physlea1 address of the Company's registered agent is 1340 Taarneberg, St. Thomas, Vi 00802. 5. The name of the initial registered agent at such address is Maria Tank=son Hodge. 6. The business address of the registered agent and the address of the registered of arc identical. n ro f ARTICLE TWO n su i-tscr WM= *-tzr -is Tar t: The purpose for skid the Company is organized ism engage in the any °all aleenrefal. business for winch a limited liability company may be organized under the Uniform bruited Liability Company Act and the other laws of the US Virgin Islands. Teril ems u.a. vet* rte C eon- ttC 5 P.p.( CONFIDENTIALFinttBanK, R000086 SD NY_GM_000 12923 CONFIDENTIAL EFTA 00123566 EFTA01268770 The foregoing paragraph sbal: be careened as mumenting both objects and purposes of this company, and it is hereby expressly provided that the foregoing nuarration of specific - "exposes rhalLooLbe_beldtoJimiLfirmslainLituaymkgncr the purposes of this Cosuoy other wise pareitted by law. ARTICLE THREE DURATION AN9) CONTINUITY The period of duration of this company shall be papaw& No member or manager shall have the power to dissolve the Company by his or her independent act of any kind, without the unanimous consent of all members. ARTICLE POUR Mafia= The name and adtess of the manners of this Company arc Jeanne Brame, Physical Address: 6100 Red Hook Quart:, SuiteB-3,Arrocan Yacht Harbor. St. Thomas, Virgin Wands 00802 Mang Addrac 6100 Red Hook Quarter, Suite B-3, American Yacht HL-bor SI. Thomas, VI 00802 ARTICLE FIVE 14A1V.GEMENT The Company shall be manger-managed. The name and address of the manager of the Company is as follows: Jeamie Braman Physical Address: : 6100 Red Hook Quarter Suite B-3, Amaican Yacht Hrbor, St Thomas, Virgin !Awls 00802 Mailing Address: 6100 Red Hook Quarter, Suite B.3, Amnion Yacht Harbor c.", St Thomas, VI 0080l en g P:1, 7, n ors, -0 O N -u 7.- TS a- US W h.-- The Company shall begin b.:nit:am with capital in the mount of One Thousand Dirlie (S1,000.60). ARTICLE SIX CAPITA/4 2 CONFIDENTIAL FirstBankPR000087 SD NY_GM_000 12924 CONFIDENTIAL EFTA_00123567 EFTA01268771 3 ARTICLE SEVEN LIMITATION OF muesli No manager of the Company shall be liable to the Company or its me:mbarmoat:nay — damages for an act or an omission in such manager's capacity as a manager, except for liability of a =maga for (i) a breach of a manager's duty of loyalty to the Company or its membein, (ii) an act or omission not in good faith that constitutes &breech of duty of a manger to the Company or an act or omission that involves interniceal misconduct or a knowing violation of the law, (iii) a transaction from which a manager received an improper benefit, whether or not the benefit resulted from an aeon taken within the scope of the manager's position, or (iv) an act or omission from which the liability of a manager is expressly provided for by an applicable statue. If the Uniform Liability Company Act cc other applicable law is amended to authorize action £umber eliminating or limiting the liability of managers, than the liability of say manager of the Company shall be eliminated or limited to the fullest extent permitted by the Iloilo= Limited Liability Company Act or other applicable law, as so amended. Any repeal or modification of the foregoing paragraph by the members shall not adversely affect my right or protection of any manager existing at the time of such repeal or morificanott ARTICLE EIGHT MEMBER LIABILITY N, member of the Company shall be liable for the debts and obligations of the Company under Section 1303, Subsection (c) of the Uniform Limited Liability Company Act ARTICLE NINE SEVERABILITY If any phrase, clime. sentence, paragraph, or pemisico of these Articles of organization is held to be void or illegal, then it shall not impair or affect the bale= of Wan Articles, and the undersigned Orgvti of the Company does hereby declare that she would have signgl and executed the balance of these Articles without such void or illegal provisions. n g F., 5 IN wrrNEss WHEREOF. the undasigeptpersons have Manuto set thp, #.`„1. Organizas of the Company this the 2: day of /...0 ettvaeA 2006. a , -0 " - .rr.! : CONFIDENTIAL SO NY_GM_000 12925 CONFIDENTIAL EFTA_00123568 EFTA01268772 CONSENT of AGENT for SERVICE of PROCESS This writing wmtesseth that the undersigned MARIA TANKENSON HODGE having been designated bythe limited liability company known as IOO COMPANY, LLC., as agent of the sat company upon whom service of process may be made in all suits arising against the said company in the Courts of the Virgin Islands, does hereby consent to act as such agent, and that service of process may be made upon me in accordance with Title 13 of the Virgin Islands Code. IN WITIND3SS WBEREOF, I have hereunto set my signature this 27t" day of December, 2006. Maria Tenkenson Hodge HODGE & FRANCOIS 1340 Taameberg St Thomas, VI 00802 Subscribed and sworn to before me ibis etA ' dayday of .als-s_ • . 2006 at Charlotte Amalie, St Thomas, U.S. Virgin Islands. CONFIDENTIAL NataryPublic • ET LS. • P.* Te nt; e x tao 031"7 , rcl y1 Mara, ""'• "O 'es C tri CONFIDENTIAL l 9 SDNY_GM_000 12926 EFTA_00123569 EFTA01268773 Corp No. 571920 GOVERNMENT OF -- THE VIRG1N-ISLANDS OF-THE UNITED STATES- - 0 - CHARLOTTE AMALIE, St THOMAS, VI 00802 CERTIFICATE OF EXISTENCE C lo go 319bom Inuit IlrestentS Con2D VARGRAVE A. RICHARDS, Lieutenant Governor of the Virgin Islands do hereby certify that I am, by virtue of the laws of the Virgin Islands, the custodian of the corporate records and the proper officer to execute this certificate. I Anther certify that the records of this office disclose that IGO Company, LL.C. Limited Liability Company was duly registered to conduct business in the Territory on December 28, 2006 and has a legal existence as a Limited Liability Company so farm the records of this office show. Witness ray hand and the seal of the Government of the Virgin Wands of the United States, at Charlotte Amalie, St. Thomas, this 28th day of December, 2006. VARGRAVE A. RICHARDS Lieutenant Governor of the Virgin Islands CONFIDENTIAL CONFIDENTIAL FirstBankPRO00090 SDNY_GM_000 12927 EFTA_00123570 EFTA01268774 1 First Bank Virgin islands Limited Liability Company Letter and Security Agreement Ode d- 2 -67 We the undersigned Members. Managers. or Wan of TC. 0 Calgertuatwo (Company) located at HEREBY CERTIFY that Company, a Limed Medley Company formed uantb 1 LC composed ot the folowng Members: C Cry. ty Fotare w U.S nata 14.4 law, and the farming Manager or Officer(si Poke Nees ct ranee es vinery of mar dace* To induce you in your orrecrerto to al and rely hereonandco the signature of any of the designated present of Mire Managers. Maillbett Otters. employees cv agents of Company MUtorized Person(s)", we agree cad certify eh behalf of Company as folbyrs: t. First8ank tBankl is hereby designated as depository of Company and any Authorized Person is authorized to demise or designate for deposit any funds of Company in Bank at any ol it branches. Bank may at any tine refuse to accept andior may return by oninary mail or Menne) the More or any part of a deposit 2. The teething duly wanted Authorized Person(s) mono lee— Wag Seexexly .3. rte.-4 EpeStun__, tatinAsto• leeran R.-tow/0) fa man g egnrg Una roar ea rem. rake. et.) and hit so:passers are hereby authorized to signh by hand or by Mania (n000fing, tut not &mad to. computer generated) sigratvre(s). checks, drafts. acceptances and other bitumens (hereinafter eank collearrefy referred to as literary Nolwthstandng the above. any Mtaized Person is aulhatzed envy to: (Initiate Automened Cleating Hate debts ivtioul a signature; (2) irate payments by use of Depository Transfer Checks ('OTC) were. a signature other than the name of Company printed on ha DTC or (3) one InsDuctions. by means other than the signing of an awn. wtt respect to any account transaction, including, but rid lamed lo the payment, tarsier or Mdatnial of kits by me, computer r carer dethrone means. or °incense, or of more/ credit, kerns or many at any lime held by Bank for =OW of ComPany (Instucticre'l 3. Bank is hereby authorized to honor aid pay hems, whether signed by hard a by facsimile Includig, but not limited no. atauler generated) sgnaturea). In the case d wont° signatures. Bank is authorized to pay any Item e the swarms, regardless of ham or by Muni attxed. and Metier or rot the bon of skgnature used on such tar was amuty prepared by or for Company. resembles the sacra* feed "<:h Bank by Company. Bank is linnet authorized to honor and pay Dies. ACHs. Insmuurocrs. and other orders given angly by any Authorized Person. nickdrg such as may bring about or increase an overdraft and son as may to payable to or Cr the benefit of any Authorized Person Of other Manager or Member or employee indritnaly. maxi inpury as io the cicurnstares cl the issuance or the dttotten of the proceeds thereof and without volt as b amount 4. Bank is hereby authorized to accept for deposn. for crab. or for collagen. a ethermse. Items endorsed by any person or by stamp or other ingression in the name or account number of Company intim hairy as to re eectamsialces of the endorsement or any tick of scitorsemert re the dispositim ol tho proceeds. 5. The togotyrg kadionaed Persons J e F Fre pal e,w, arreraee ••• wr.aie • tynearts exes flaxen nee:an neetzw., en) CallParlY. aMang gran hottoofia et. WO t be e anaa. rtnOn tan en/ we hereby authorized to effect bars and atkarces and obtain craft at any time to Oompeny from Bank (and guarantee al (*hal of Company the oblgatinns of others to Bark), seated or urnecured, and for such tans and advances and credit and guarantees to make, execute and dela( promissory notes and other vaten obigarions r evidence of Indebtedress of Company. appications for letters of credo, iristuments of guarantee an' Etemrity and any agreements or undertakings. general or spate, with respect b any of the Sonnoing, and as security for the payment of bans, advanxe. indebtedness, Baran ees and Satiates or, or medt given to, Company or others to pledge. hypothecate, mortgage. assign, transfer. grant liens and securty interests in, give rights wth respect no, endorse and delver property 01 any desolation, roil or perscas:, and any interest Merin and evben» of any Thereof at any Erne ned by company. and to execute molgages, deeds of trust security agreement, instruments of transfer. assignment or pledge. powers of attorney and other agnomens Cr insmuments - which may be necessary of desirable in corrector therein: and also to sell to, r decant wt Bank. commercial paper, bib recerrable. accounts recearabe, stoics. bonds or any other seculars or Property at taw ire held cy Crivpany..ace—to_r Ihraral0-inairea; ea,* tsnler ad deliver to same; a VAC= v •Oftnirriir liWir3 or agreements of stbonlaration and assignment sarslactory to Bank and also to glee any orders or consents for the delivery. sale. exchange or other disposibon of any property or retest tenth or evidence thered bonging to Company and at any tine ii the hands of Bank, whether as collateral or corvine, and to execute and delves sat ether agreements, instruments and documents and to do such other acts and things as may be necessary or desirable a repined by Bank di connection wits any of the foregoing and Banks hereby authorized to honor, accept arid execute any 01 the transact ins &scrawl above. 6. That all bans. decays and advances heretofore obtained on behalf of Company and all notes and other obligations or evidences thereof (the toter) hex; referred to as tibigations1 of Company held by Bank are hereby a:proved retied, and confirmed. 7. Company does hereby gine to Bank a Caltinulng ten for to amount of any and al latillbes and obigatons c Company to Bark and claims of awry nave and dew/intim of Bank against Company. whether now ekiSing or hereafter froned. VicaN091ta:led wit Bank aner another or ethers and now cr hereafter ovary no or acquired in any manner by Bert whether contracted by Company steno or lardy ffrpnalint ae *am orfrstank Mao Art CONFIDENTIAL LLren CONFIDENTIAL kp,00009, So NY_GM_000 12928 EFTA 00123571 EFTA01268775 severalty with another or others. absolute or contingent secaec or treecured, matured or unmatured of which are hereafter collect/0y =Cod •COOgations, upon any and el moneys. sectaries we any and al other property of Company and the proceeds therm& now or thereafter actualy or construblivett tlek or received by cr in trarsn n any manner to or from Bank, its correspondents or agents from or for CoolParig. whether for safekeePthg. custody. pledge, trensmoson. eclectic() or otherwise coming the the possession of Bark et any my. Et In case of conflicting darn or dspays. or doubt on Bank's part as to the vaidly, extent, mcdificeton, revocation or mese a any of tie authcmies tereln contained. Bank may. bit new rot recognize rot give any Meet to any notice moth any Manager or Member of Corrowry. or from any other parson pumtiming to cancel. restret Or Chance wry cf sad authorities. or the exercise tweak unless Bank is required to do so by thejudgment decree or order of a coat having jaisdclim of the subject male( art of the parties to set contrite claims or fops 3. Company agrees to be bound by the Terms and Canteens for Busiest Acoounrs and Services, currently in effect and as amended hereafter, as veil as ary signature card deoost rrxaC chactidock. passbook, statement of accent. receipt, instrument. document cr other agreements, such as. Out net Mrted to, funds transfer agreements, delivered or trade available to Company from Bank and by a I nooses pored at the Wee of Bank at uhlth the =aunt of Company a maintained, in each case with the same effect as if each and every teen tiered were set forth in fur herein and made a part hereof. 10. Subject to paragraph 10 above. al the foregoing authates shall remain in furl force and effect meth revoked or fenced by written more to Bank Provided that suit note shell not be effecttee van respect to any revocation or roars= of sail authoribes uol Bank that have had a reasonable opportunity lo act thereon and ion no event prior to the reap' ce the parreM of money or the withdrawal of hinds dated on or price fo the dale el such note. but presented to Bank after receipt of such nolo* and Bank is hereby authcelzed at at bores to rely upon the last notice. certiltalion or communtafon received by it as to the persons who from tea to time may be signatories of Company, or as to tier respective spec:knee signatures ancla as to any other Company meters, and Bank steel be had harmless in such relarce. 11. The Managers, Members. and Officers of Corroany, or any one a more of them are hereby authorized to act for Company in al other matters and transactions relating b any of is business With Bank including be not Weed to, the exoticat and delivery of any agreements or contacts necessary lo effect the foregaing Resolnions. 12. Company hereby represents and war/arts that none of the airbortes herein contorted are contrary to or inooessfent with any other agreements among Members of Ctinpany, or between Company and oller pat Is. Bank la hereby released from any Wily and stet be irderreirlied against any loss. liabilly or expense aris'ng hem banana ens Agreement 14. The elaneture(s) berm rare the sgreture(s) cf Fe Manager( s), l Company 4 rnaragerrnanaged the signatseith of the Member's) il CaT/PODY k member-managed, or the airway's) at the Officer's) I Company 4 governed ty a ooard of dee:Mrs. KM hi case the Manager, Member. or Officer Is authorized b bhp by the above provisions, this Agreement should be seped bye second Manager. Member. of Officer. tiel aW.:tifrev,oftheakitheti fletetabaLwA. Monaco-- Olfroolf,11ords.cf MISTY) Very tray yours, TOc) tt.c a oe of CorfOafT Sibt5 .end pima, Atom .Thorn Cis (../S11/ octet CONFIDENTIAL CONFIDENTIAL SCINY_GM_000 12929 FirstBankPR000092 EFTA_00123572 EFTA01268776 Validate Business Entity Result/. Validate Business Entity Results for 1 G O eemwnr, Lit Page 1 of RESULTS SUMMARY OFAC CHECK: PASSED ID CHECK: NO MATCHING RECORDS FOUND FOR ENTITY • Input EIN: Input NWT*: I G O Company, LLC Input Address: 6100 Red Hook Quarter Suite b3 St Thomas VI 00802 Input Phone: Account number: Account Status: OPENED Print This Pate • !alto. https://production.penleyine.com/petiley/sectaeNBEReportDetail.dehnodeptint&oid46... 3/11/2008 CONFIDENTIAL CONFIDENTIAL FoStBankPR000093 SDNY_GM_000 12930 EFTA_D0 I 23573 EFTA01268777 ChexSystems Page I of I cherSystemsa Consumer Information (As Captured) 1G 0 Company LLC 4100 Red Hook Quarter Suite b3 St Thomas VI 00802 atone: Country of CitIZOnship: Please Call Reference Detail E1N. Transaction Tracking ID: 1205256258559:229113:PNXID066_Pt; CheaSystents- Al; WHIM eft proncled Dv ChnSystems, Mc, a wiloarovmeci Itnwird by subsavy *Funds covottoon. eFunas Print This Pant Dion J httpsitoroduetion.penleyine.comtperJey/securekhexSystemsReportnetail.dobid460017... 3/1112008 CONFIDENTIAL CONFIDENTIAL FirstBankPR000094 SDNY_GM_00012931 EFTA_00123574 EFTA01268778 ID Verification Results /D Verification Results for Jeffrey Epstein page 1 of 1 RESULTS SUMMARY OFAC CHECK: PASSED ID CHECK: OVERRIDE ' SSN: PASSED ' wad tetween Input SSN: 12/31/1969 In New York. NAME MATCH: PASSED Input Name: Jeffrey Epstein ADDRESS MATCH: FAILED j Input Address: Little St James Island St Thomas VI 00802 Dir. Info: 457 MADISON AVE NEW YORK NY 10022 Dif. Info: 358 EL BRILLO WAY PALM BEACH FL 33480 Dif. Info: AMERICAN YATCH HER MARINA DEL REY CA 90292 DATE OF BIRTH MATCH: PASSED Input Date of Birth: 01/20/1953 Alternative Verifications HOME PHONE MATCH: Input Home Phone: NO Verification Data Given LICENSE MATCH: Input License Number: No Verification Data Given DN. Info: E123425530200 OW. Info: E12342530200 DECEASE:) Account Status: OPENED Override Comments: On 03/10/08 at 08:45:00 Macklin Colon Added: Cleared • Obvious Address Mismatch Client has relocated to St Thomas flint ThisPape - Clait hups://production.penleyinc.coni/penley/securefastWatchReportDetail.do?mode=prinkkoi... 3/10/2008 CONFIDENTIAL SDNY 12932 CONFIDENTIAL EFTA_00123575 EFTA01268779 ChexSystems Quail/Fiat, Reopen Page I of Consumer Information (As Captured) Jeffrey Epstein SSN Little St James Island Dot 0120/953 St Thomas VI 00802 DL*: DL STATE: Oben*: Country of Citizenship: US Account Actions Action: REVIEW Recommended Actions: Product Offer Product Identification Information LIRAS SSN validation: bECAFIE AVAILABLE FOR ISSUANCE IN 1967 IN NV SSN:Y ChexSystoms History Previous Inquiries: No Previous Inquiries Found. closures: No Closure history found for this Consumer. Reference DMA Debit Bureau Ref*: ISCA31616166 Transaction Tracking ID: 1205156796296:111705:PfO30068_PI: ChexSystems' 11 alai led In Al: services ant pfoinVect or OiraSystems, int, a nliOrty, Owned sut/frdarY of *SunOS COrddralliOn. t•1 LUHLs Eclaillaissas • Cass haps://productiompalleyine.com/penley/secure/chedystemsReportDetaiLclo7oidi426599... 3/1012008 CONFIDENTIAL FirstBankPR000096 SDNY_GM_000 12933 CONFIDENTIAL EFTA_00123576 EFTA01268780 ID Verification Results Page 1 of 2 ID VerMaition Results for Darren Indyke RESULTS SUMMARY OFAC CHECK: PASSED ID CHECK: OVERRIDE • SSN: PASSED Issued 12/31/1975 in New Volk. Input SSN: NAME MATCH: PASSED Input Name: Darren Indyke ADDRESS MATCH: FAILED Input Address: St Thomas VI Dk. Info: Dlr. Info: [ DATE OF BIRTH MATCH: ; Input Date of Birth: Anernadve Verifications r ; HOME PHONE MATCH: . Input Home Phone: No Verification Data Given DM Info: LICENSE MATCH: FInput License Number: No Verification Data Given DECEASED: NO Additional actions taken: I I I Oa 03/10/06 at 00:38:05 Madelin Colon Added. Client Las relocated to at Thomas J Account Status: OPENED Override Comments: IA httprifproduction.palleyinc.convpenley/socUrefastWatchRepOttDelaii.demOdeoprint&oi... 3/10/2008 CONFIDENTIAL FlrM6ank.„ SD NY_GM_000 12934 CONFIDENTIAL EFTA 00123577 EFTA01268781 ChcxSystems Page I of I QuefIFINS Response Consumer Information (As Captured) Darren !Wyk, St Thomas VI 00802 SSN DOB. CAP IX STATE: Phone: Country of Otizenshio: US Account Actions Action: Recommended Actions: REVIEW Product Offer Product Identification Information A,P.R. SSN VeilidaDon: BECAME AVAILABLE FOR ISSUANCE IN 1974 IN NY SSN:Y ENORSVstems History Previous Inquiries: No Previous Inquiries Found. Closures: No closure history found for this consumer. Reference Detail Debit Bureau Ref*: Transaction Tracking ID: CherSysterns- lenwnsi In IBCA.31687585 120S1S6867S2S:111798:PECID068_PI: Ni Ww0ea are oroWdird tv OteSysterns, Inc., a roholinsoled subway,'" 'Fund, Corcerabog. Punt This - CI914 hrtps://production.penleyinc.com/penley/secumichexSystemsReportDetailx1o?oid=326599... 3/10/2008 CONFIDENTIALFIrst, SDNY_Ghi_000 12935 CONFIDENTIAL EFTA 00123578 EFTA01268782 ID Verification Results Page 1 of 1 ID Verification RESULTS SUMMARY •• OFAC CHECK: PASSED ID CHECK: PASSED SSN: PASSED weed ZMnOM in New Vark, Input SSN: NAME MATCH: PASSED Input Name: Harry Seller ADDRESS MATCH: PASSED i Input Address: L_ DATE OF BIRTH MA • Input Date of Birth HOME PHONE MATCH: Input Home Phone: No VeriftcatIon Data Given Dif. Info: I LICENSE MATCH: i Input • No Verification Data Given Dif. Info: ! DECEASED: NO t I • Account Status: OPENED • htips://production.pealeyinc.com/penley/secureffestWatchlleportDetaiLdo?modeprint&oi... 3/10/2008 CONFIDENTIAL FirstBankPR000099 SDNY_Ghi_000 12936 CONFIDENTIAL EFTA 00123579 EFTA01268783 ChezSystems Page 1 of 1 Qua/I/lila Response Consumer Information (As Captured) Harry Bauer SVC DLO: DL STATE: Friona: Country of Citizenship: US Account Actions Atha: REVIEW Recommended Actions: Product Offer Product Limits identification Information A.P.R. SSN Valoauon: BECAME AVAILABLE FOR ISSUANCE IN 1972 IN NY SSN:Y ChexSystems History Previous Inquiries: No Previous Inquiries Found. Closures: No closure history found for this consumer. Reference Detail Debit Bureau Refa: LOCA31717194 Transaction Tracking ID: 1205156897654:111847:PMX10048J11: CherSystems P.. A., roil in as se/vats ate provided by Chard/stuns Inc., a rehOtry•Oret Said*? a eFtmds CorcOnttiOn. Print This Pacq • Oars https://moduction.penleyine.eom/penley/securekhexSystemsReportDetail.do?oid=326600... 3/10/2 8 CONFIDENTIAL CONFIDENTIAL FirstBankPR000100 SD NY_GM_000 12937 EFTA_00123580 EFTA01268784 • .:,ffl]-.12-8087(NON) 11:58 003/019 760 COMPANY. LLC OPERATING AGREEMENT THIS OPERATING AGREEMENT (the "Agreement, of IGO COMPANY. LAC (the "Company) is made and and Into, effcalve for all purposes and in all respects as ache of January, 2007. ( the "Effective Date"), by the widersigned parties. WHEREAS, a limited liability company has been formed under the name IGO Company, LLC for the purposes set forth in Paragraph 4 hereof, pursuant to the United States Virgin Islands Uniform Limited Liability Company Act (fitk 13 of the Virgin Islands Code, Chapter IS, § 1101 et seq. (1998)) (the "Act"), as amended, and other applicable laws of the United Sato: Virgin Islands: and WHEREAS, the undersigned for himself and an other persons who may become members of the Company in accordance with the tams of this Agreement and the Act (hereinafter referred to as a "Manlier" or "Members"), cl.sires by this Agreement to set forth certain provisions regarding the Company's capitalization. operation, management and profit and loss allocation, among other things. NOW, THEREFORE, in consideration of the foregoing. of the mutual promises herein contained and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the panics hereto, intending to be bound. hereby covenant and agree as follows: I . Definitions. (A) 'Ace shall mean the United States Virgin Islands Uniform Limited Liability Company Act [Title 13 of the Virgin Islands Code, Chapter 15, § 1101 et seq. (1998)] (the "Act"), as the sane may be amended from time to time. (B) *Agreement" shall mean this Operating Agreement and Exhibit A attached hereto, as originally executed and as amended from time to time in writing. (C) "Capital Account" shall. with respect to each Member, mean and refer to the separate "book" account for such Member to be established and maintained in all events in the manner provided under, and in accordance with, Treasury Regulation § 1.704- 1 (b)(2)(iv), as amended, and in accordance with the other provisions of Treasury Regulation § 1.704-1 (b) that must be complied with in order for the Capital Accounts to be determined and maintained in accordance with the provisions of Treasury Regulation §1.704-1(b)(2Xiv). in funheranee of and consistent with the foregoing. a Member's Capital Account shall include generally, without limitation, the Capital Contribution of a Member (as of any particular date), (i) increased by the Member's distributive share of profits, income and gain of' the Company (including, if such date is not the close of the Company Accounting Year. the distributive share of profits, income and gain of the Company for the period from the close of the last Company Accounting Year to such date), and (II) decreased by the Member's distributive share of losses and deductions of the Company and distributions by the Company to such Member (including, if such date is not the close of the Company Accounting Year, the distributive share of losses and deductions of the Company and distributions by the Company dining the period from the CONFIDENTIAL CONFIDENTIAL FirStBankPRO00101 SD NY_GM_000 12938 EFTA_00123581 EFTA01268785 .889-R-200Nacti) 11: 58 • • • 100 COMPANY: LLC Operork Agreement Pagr P 00a/019 close of the List Company Accounting Year to such date). For purposes of the foregoing. distributions of property shall malt in a decrease in a Member's Capital Account equal to the agreed fair market value of such property distributed (less the amount of indebtedness, if any, of the Company which is assumed by such Member and/or the amount of indebtedness. if any, to which such property is subject. as of the date of distribution) by the Company to such Member. (D) "Capital Contribution' or "Capital Contnbutions" shall mesa and refer to the amount of cash. and/or the agreed fair makes value of properly (less the amount of indebtedness, if any, of such Member which is assumed by the Company and/or the amount of indebtedness, if any, to which such property is subject, as of the date of contribution. without regawl to the provisions of Code Section 7701(g)). actually contributed by a Member to the capital of the Company, as well as any additional contributions actually made pursuant to this Agreement, including, but not limited to, any amounts paid by a Member (except to the extent indemnification is made by another Member) in respect of any claims, liabilities or obligations against the Company and/or pursuant to any guaranty of Company indebtedness or otherwise by such Member. (E) "Code" shall man the internal Revenue Code of 1986, as amended. All references herein to Sections of the Code shall include any corresponding provision or provisions of succeeding law. (f) "Company shall refer to 1OO COMPANY, D.C. . (0) 'Company Accounting Year" shall mean and refer to the accotmting year of the Company. ending December 31 of each year. (H) "Company Assets," at any particular time. shall mean and refer to the Company Property and any other asses or property (tangible or intangible, chose or intimate, fixed or contingent) of the Company. (1) 'Company karat" shall mean and refer to the entire ownership interest of a Member in the Company at any particular time, including the right of such Member to any and all benefits to which a Member may be entitled as provided in this Agreement and under the Act. together with the obligations of such Member to comply with all of the tams and provisions of this Agreement and the Act. (J) 'Company Property" shall mean and refer to all real estate and personal properly owned by the Company. together with all rights. privileges, interests. easements. improvements. haeditaments and appurtenances no w or hereafter belonging or appertaining thereto. (K) 'Exhibit A" shall mean and refer to the original Exhibit A to this Agreement, relating to the names, addresses and Percentage Interests of the Muir ba (L) "Member' or 'Members' shall mean and refer to those persons and/or entities designated as such on Exhibit A attached hereto, either individually or collectively, who are the equity owners of the Company. CONFIDENTIAL CONFIDENTIAL FirstBankPR000102 SDNY_GAi_000 12939 EFTA_00123582 EFTA01268786 .fEtt-I2-20O(M0H) it; S9 • IGO COMPANY, Etc Operating Agreement Page 3 P. 005/019 (3.1) 'Net Cash Flow' of the Company shall mean all cash receipts of the Company on band from time to time (including. without limitation, the proceeds of any loans, gross sales proceeds and the cash Capital Contributions of the Members). less the total cash disbursements of the company (including, without limitation, operating expenses and capital expenditures of the Company and repayments of any loans, including those from any Mernba(s)). and less any waiting capital cash reserve(s) which the Members dean necessary for the efficient conduct of the Company. (N) 'Percentage Interest' of a Member shall mean the percentage participation in the Company of such Member as at forth opposite the name of such Member under the column 'Percentage Interest' in Exhibit A attached hereto, as such percentage may be adjusted from time to time pursuant to the terms h=oof. (O) 'Substitute Member shall mean any person or entity who or which is admitted as a Member of the Company pursuant to Paragraph 12 hereof. (P) "Tenn" shall mean and refer to the period of time that the Company shall continue in existence, which shall commence as of the Effective Date of its formation and be of unlimited duration. (Q) "Manager" shall mean one or more manages. Specifically. "Manager" shall mean Jeanne Brennan or any other person or persons who succeed her in that capacity. References to the Malaga in the singular or as him, her, it, itself, or other like references shall also. where the context so requires, be deemed to include the plural or the masculine or feminine reference, as the case may be. 2. Nave of Company. The name of the Company shall be "IGO COMPANY, LLC". 3. Formation of Company. The Members shall cause to be organized and formed a limited liability company under the laws of the United States Virgin Islands by the filing of the Articles of Organization of the Company (the "Articles') pursuant to the Act (on behalf of themselves and any Substitute Member(s)). This Agreement is subject to, and governed by, the Act and the Articles which shall be filed with the Office of the Lieutenant Governor. Corporate Division. in the event of a direct conflict between the provisions of this Agreement and either the mandatory provisions of the Act or the Articles, such mandatory provisions of the Act or the Articles, as the sae may be, shall be controlling. 4 Centaur/ Purnosq. The general purposes of the Company are to acquire. own, hold, develop, construct, lease, manage, operate and/or, if and when necessary or appropriate, sell or otherwise dispose of the Company Property (or any portion thereof), whether located in the U.S. Virgin Islands or elsa...1,...0„ and other real and personal property of any 1drid or nature for the production of a profit and to engage in any and all activities incidental or related to the foregoing or otherwise engage in and do any act concerning any or all lawful businesses for which limited liability companies may be organised according to the Act. CONFIDENTIAL CONFIDENTIAL FirstEankFR000,03 SDNY_GM_00012940 EFTA_00 123583 EFTA01268787 Efft-I2-2007(M0N) 11:59 P. 006/019 ‘--• ICO COMPANY. LW OPCPWring A grventent Pose 4 . Principe] Office: Resident Aeon. The principal office oldie Company shall be located at 6100 Rod Hook Quetta. Suite B-3, American Yacht Harbx, St. Thomas, Virgin Islands 00802 'fbc mailing address for the Company shall be 6100 Red Hook Quarter, Suite B-3, American Yacht Harbor St. Thomas, VI 00802. The resident agent of the Company (thc "Resident Agent") in the United States Virgin Islands for service of process shall be Maria Tankenson Hodge, who is a resident of the United States Virgin Islands, or such other person as may Sc dmigrated by the Members. The 'Address of the Resident Agent is 1340 Tnameberg, St. Thomas, Virgin Islands, 00802. 6. Capital Contriburiefis. (A) Each Member shall contribute to the capital of the Company the amount set forth after the name of such Member in Exhibit A, and such member shall receive appropriate credit to his or its Capital Account therefor. (B) In the event tint at any time, additional funds are required by the Company, then the authorized Members, acting for and on behalf of the Company, shall have the tight (but not the obligation) to either camribute additional capital, or to came the Company to borrow such required funds (the "Additional Funds"). with interest payable at then-prevailing rates, from commercial banks, savings and loans associations and/or other lending institutions or other persons (nchtding Members). his the present intent of the parties to contribute any additional capital required by the Company in equal shares. However, in the event that all the Members do not agree to contribute additional capital. Or to cause the Company to borrow additional capital, then one or more but fewer than all authorized Members, if able and willing to contribute additional capital. may do so, in which event the capital amounts of the Members shall be adjusted to reflect the reallocation of ownership to conform to the total capital contributions of all Members, including the additional capital contributed hereunder. (C) No Member shall be required to make any Capital Contribution to the Company beyond the amounts set forth in this paragraph 6(A). except as may be agreed to by such Member in writing. Additional capital may be contributed to the Company, but only upon the written consent of all Members, except under the terms of the preceding pamgaph. (D) No Member (in his or its capacity as it Member) shall be personally liable for losses, costs, expenses, liabilities or obligations of the Company in excess of his or its Capital Contributions required tinder this paragraph 6, without such Member's prior written consent 7. Allocation of Profit and Losses. (A) "Profit" and "Loss" shall, for purposes of this paragraph 7. mean, for each fiscal year of the Company or other period, an amount equal to the Company's taxable income, gain, loss or deduction for such year or period, determined by the Company's accountants in accordance with Code Section 703(a), with the following adjustments: CONFIDENTIAL FirstBankPR000104 S0NY_GM_00012041 CONFIDENTIAL EFTA_00123584 EFTA01268788 fee-,I 2-2007(MI3N) 12,00 P 007/0!9 • • !CO COMPANY, LLC Operating Agreement Page (I) All income or gain of the Company that is exempt from Federal income tax and not otherwise taken into 3CCOIMI in computing Profit and Loss pursuant to this subparagraph 7(a) shall be added to such taxable income, gain, loss or deduction. (2) Any expenditure of the Company described in Code Section 703(a)(2)(11) or treated's:sae expenditure described in such Section and not otherwise taken into account in computing Profit and Loss pursuant to this paragraph 7 shall be subtracted from such taxable income, gain, loss or deduction. (11) Except as otherwise set forth in subparagraph 7(C) hereof, the distributive slimes of each item of Profit. Loss, deduction, credit or basis of the Company for any Company Accounting Year or other period shall be allocated to the Members, pro rata, in proportion to their respective Percentage Interests. (C) The Members, with the review and concurrence of the Company's sceounteus, may allocate taxable income, gain, loss, credit and deduction (or items thereof) arising in any Company Accounting Year in a manner other than as provided in subparagraph TM) hereof if, and to the MUM that, the allocations otherwise provided wake this paragraph 7 would not be permissible under Code Sections 704(b) and/or 704(c). Any allocation made pursuant to, and in accordance with, this subparagraph 7(C) shall be deemed to be a complete substitute for the allocation otherwise provided in subparagraph 7(B) hacot and no amendment of this Agreement or approval of any Member shall be required with respect thereto, and each Member shall, for all purposes and in all respects, be deemed to have approved any such reasonable allocation. (13) If a Company Interest is transferred or assigned during a Company Accounting Year, that pan orally item of Profit Loss, income, gain, deduction. credit, basis or tax incidents allocated pursuant to this paragraph 7 with respect to the Company Interest so transferred shall, in the reasonable discretion of the Members, be allocated between the transferor and the transferee in proportion to the number of days in such Company Accounting Year during uthich each owned such Company Interest, as disclosed by the Company books and records. S. Distribution of Net Cashilow . Except to the extent that Net Cash Flow shall be distributed upon termination of the Company pursuant to subparagraph 14(B) hereof, the Net Cash Flow of the Company shall be paid or distributed annually during each Company Accounting Year (or more or less frequently lithe Members dean it advisable) to the Members. pro ram, in proportion to their respective Percentage Interests. l egatiThIpagSpaugarazz. Legal title to the Company Asses shall be held in the name of the Company, or in any other manner which the Members determine to be in the best interest of the Company. Without limiting the foregoing want of authority, the Members may cause the Company to take and hold title, or arrange to have title taken and held in the name of others, as trustees or nominees for and on behalf of the Company. CONFIDENTIAL FirstBankPR000105 SDNY_GM_000 12942 CONFIDENTIAL EFTA_00123585 EFTA01268789 EE11-,I2-2007(NON) 12:00 P 008/019 • • IGO COMACVY, LLC Operating Arrow.* Pose 6 10. Mannoement. (A) The business and affairs of the Company shall be managed by its Manager or Mangers. Except for situations in which the approval of the Members is expressly required by this Operating Agreement or by nonwaivable provisions of applicable law, the Manager shall have full and complete authority, power and discretion to manage and control the business, affairs and properties of the Company, to make all decisions regarding those matters and to perform any and all other acts or activities customary or incident to the management of the Company's business. AL any time wheals= is more than one Manager, any one Manager may take any action permitted to be taken by the Managers. unless the approval of more than one of the Mangers is expressly required pursuant to this Operating .Agreement or the Act. (B) Number. Tenure and Qualifications. The Company shall initially have two (2) Managers The number of Managers of the Company shall be fixed from time to time by the affirmative vote of Members holding at Iciest a majority interest. In no instance shall there be less than one Manager. Each Manager shall hold office until he or she resigns or is removed pursuant to Section 10(K). Managers shall be appointed by the affirmative vote of Members holding at least a majority interest. Managers need not be residents of the Virgin Islands or Members of the Company. (C) Certain Powers of Manager. Without limiting the generality of Section 10(A). the Manager shall have power and authority, on behalf of the Company: (1) To acquire property from any Person as the Manager may determine. The fact that a Manager or a Member is directly or indirectly affiliated or connected with any such Person shall not prohibit the Manager from dealing with thin Person. (2) To borrow money for the Company from honks, other lending institutions, the Managers, Members, or Affiliates of the Managers or Member on such terms as the Manager deems appropriate, and in connection with such borrowing. to hypothecate, encumber and grant security interests in the assets of the Company to secure repayment of the borrowed sums. No debt shall be contracted or liability incurred by or on behalf of the Company except by the Monger• or to the extent permitted under the Act, by agents or employees of the Company expressly authorized to contract such debt or incur such liability by the Manager. (3) To purchase liability and other insurance to protect the Company's property and business. (4) To hold and own any Comfy real and personal properly in the name of the Company. CONFIDENTIAL CONFIDENTIAL FirstBankPR000106 SDNY_GM_00012943 EFTA_00123586 EFTA01268790 .FE0-.12-2007(N0N) 12:01 . . KO COMPANY. LW Operating dign-eawat Page 7 p. 009/019 (5) To invest any Company funds temporarily (by way of example but not limitation) in time deposits, short-tens governmental obligations, commercial paper or other investments. (6) To execute on behalf of the Company all instromeras and documents. having a value of $2,000.00 or less, including but not limited to checks, drafts, notes, and other negotiable btsuuments, mortgages or deeds of trust. security agreements, financing statements. documents providing for the acquisition, mortgage, or disposition of the Company's property, including without limitation, quitclaim or warranty deeds; assigpmear.; bills of sale; leases: partnership agreements; agreements gaming or accepting easements, including agreements assuming duties or obligations related thereto; operating agreements of other limited liability companies: and any other instruments or documents necessary, in the reasonable opinion of the Manager, to the ordinary conduct of the business of the Company. Any transaction having a value exceeding 12.000.00, shall require the written approval of a majority of the Members' percentage interests. (7) To employ accountants, legal counsel, surveyors, appraisers, makers, managing agents or other exprvts to perfonn services for the Company and to compensate them from Company fiords. (8) Except as otherwise provided in this Agreement, to enter into any and all other agreements on behalf of the Company, with any other Person for any purpose, in such forms as the Manager may approve. (9) To do and perform all other acts as may be necessary or appropriate to the ordinary conduct of the Company's business. (13) Unless authorized to do so by this Operating Agreement or by a Manager or Managers of the Company, no attorney-in-fact, employee or other agent of the Company shall have any power or authority to bind the Company in any way, to pledge its credit or to render it liable pecuniarily for any purpose. No Member shall have any power or authority to bind the Company unless the Member has been authorized by the Manager to act as an agent of the Company in accordance with the previous sentence. (E) Limitations on Authority. Notwithstanding any other provision of this Operating Agreement, the Manager shall not cause or commit the Company to do any of the following without the express written consent of the Members holding a majority interest in the Company: (1) Incur an expense or invest capital exceeding $2,000.00 for any single transaction, (2) Sell or otherwise dispose of any Company real property, CONFIDENTIAL CONFIDENTIAL FastBankPR000107 SD NY_GM_000 12944 EFTA_00123587 EFTA01268791 eirarte6Yridio te:oi FtUlf§ • IGO COMPANY. LW Ofeeeaaag Agreement Page (3) Mortgage, pledge, or grant a security interest (collectively "pledge") in any property of the Company. (4) Incur or MIK. any indebtedness lbr money borrowed by the Company, whether secured or unsecured and including any indebtedness for money borrowed from a Member if, after such mortgage, pledge or grant, the aggregate indebtedness of the Company would exceed $2,000.00. (5) roar any liability or make any single expenditure or series of related expenditures in an amount exceeding S2,000.00. (6) Construct any capital improvements, npairs, alterations or changes involving any amount in excess oTV,000.00. (7) Lead money to or guarantee or become surety for the obligation of any person. op Compromise or settle any claim against or inuring to the benefit of the Company involving an amount in controversy in excess of $2,000.00. (9) Enter into any agreement regarding an casement for the benefit of or upon real property owned by the Company. (F) Liability for Certain Acts. The Manager does not, in any way, storantee the return of the Members Capital Contributions or a profit for the Members from the operations orate Company. The Manager shall not be liable to the Company or to any Member for any loss or damage sustained by the Company or any Member tallest the loss or damage shall have been the result of fraud, deceit, gross negligence, willful misconduct, intentional breach of this Operating Agreement or a wrongful taking by the Manager. (G) Managers and Members have No Exclusive Duty to Company. The Manager shall not be required to manage the Company as such Manager's sole and occlusive function and such manager (and any Manager or Member) may have other business interests and may engage in other activities in addition to those relating to the Company. Neither the Company nor any Member shall have any right, by virtue of this Operating I. to share or participate in such other investments or activities of the Manager or other Members or to the income or proceeds derived from such investments or activities. Neither the Manager nor any Member shall incur any liability to the Company or to any of the Members as a result of engaging in any other business or venture. (H) Bank Accounts. The Manager may from time to time open bank accounts in the name of the Company. and each Manager shall be a sole signatory on such accounts, unless the Manager. or the Members by nancrity vote, determine otherwise. (1) Indemnity of the Manager, Employees and Other Agents. The Company shall indemnify the Manager and make advances for expenses to the maximum extent CONFIDENTIAL CONFIDENTIAL FirstBankPR000108 SD NY_GM_00012945 EFTA_00123588 EFTA01268792 ..??0-12-2007(N0N) 12:0? 0.011/019 • • 100 COMPANY. LLC Operating A Riediftni Page 9 permiued under the AM, except to the extent the claim for which indemnification is sought results from an act of fraud, deceit, gross negligence, willful misconduct, intentional broach of this Operating Agreement or a wrongful taking by the Manager. The Company shall indemnify its employees and other agents who are not Managers to the fullest extent permitted by law, provided that such indemnification in any given situation is approved by Members owning a majority intern. Notwithstanding any other provision of this Operating Agreement. no Manager shall be liable to :my Member or the Company with respect to any act performed or neglected to be performed in good faith and in a manner which such Manager believed to be mxessary Of appropriate in connection with the ordinary and proper conduct of the Company's business or the preservation of its property, and consistent with the provisions of this Operating Agreement The Company shall indemnify the Manager for and hold him harmless from any liability, whether civil or criminal, and any loss, damage, or expense. including rothonable attorneys' fens, incurred in connection with die ordinary and proper conduct of the Company's business end the )reservation of its business and property, or by reason of the fact that such person is or was a hlanagen provided the Manager to be indemnified acted in good faith and theme:vier such Manager believed to be consistent with the provisions of this Operating Agmemast and provided further that with respect to any criminal action or proceeding, the Manager to be indemnified had no reasonable cause to believe the conduct was unlawful. The termination of any action, suit or proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendere or its equivalent shall not of itself create a resumption that indemnification is not available. The obligation of the Company to inderrtnifif any Manager under this Operating Agreement shall be satisfied out of Company assets only, and if the assets of the Company arc insufficient to satisfy its obligation to indemnify any Manager, such Manager shall not be entitled to contribution from any Member. (J) Resignation. Any Manager of the Company may resign at any time by giving arisen notice to all Members of the Company. The resignation of any manager shall take effect upon receipt of notice of such resignation or at such later time as shall be specified in such notice; and, unless otherwise specified in the notice, the acceptance of such resignation shall not be necessary to make it effective. The resignation of a Manager who is also a Member shall not affect the Member's rights in an equity owner. (K) Removal. At a meeting called expressly for that purpose, or by unanimous consent of the members in writing, all or any lesser number of Managers may be removed at any time, with or without cause, by the affirmative vote of Members holding Voting interests which, taken together, exceed 50% of the aggregate of all Voting interests other than Voting Interests of the Manager. The removal of a Manager who is also a Member shall not affect the Manager's rights as a Member and shall not constitute a withdrawal of a Member. (L) Vacancies. Any vacancy occurring for any reason in the number of Mangers of the Company shall be filled by the affirmative vote of Members holding a majority interest (determined without regard to any voting interest owned by a Manager who was removed pursuant to the previous subsection during the preceding 24 month period.) Any Manger's position to be filled by reason of an increase in the number of Managers shall be filled by affirmative vote of a majority interest. CONFIDENTIAL FtrMBe. SD Nr_GM_00012946 CONFIDENTIAL EFTA_00123589 EFTA01268793 fgo-12-2007(S0N) 12:02 100 COMPANY. LLC OperathwAvvegneei 04) Compensation; Rcimbwmment; (tt:animal on Expenses. 0) Page 10 The compensation, i rani+. of the Manager shall be fixed from time to time by an affirmative vote of Members bolding at least a Majority Interest and no Manager shall be prevented from receiving such compensation by reason of the fact that he or she is also a Member of the Company. The initial compensation of each Manages shall be rum. No Member shall be entitled to compensation from the Company for services rendered to the Company as such. (2) The Company shall reimburse the Members for the legal expenses reasonably incurred by hint in connection with the formation, organization and capitalkattion of the Company. including the legal fees incurred in connection with negotiating and drafting this Operating Agreement and reload dn.-ow:rms. The Company shall reimburse the Members for any expenses reasonably inamed by them or either of them in connection with the formation of this Company, or the purchase of real or personal property prior to formation of the Company. (3) The Manager shall cause the Company to make an appropriate election to teat the expanses incurred by the Company in connection with the formation period bsginning with the month in which the Company begins business to the extent that such expenses constitute -organizational expenses" of the Company within the meaning of Code Section 700(b)(2). (N) Annual Financial Report The Manager shall prepare and distribute to all Members each Fiscal year (no later than 30 days after filing of the Company's annual income tax return) an annual financial report ("Annual Financial Report) forth:: completed fiscal year, setting forth at • minimum the receipts (including capital calls) and expenditures (capital, operating and other) of the Company in sufficient detail to provide the Members with a fair and reasonable summary of the Company's financial condition, for the concluded fiscal year. Unless by majority vote, the Members direct otherwise, the Manager shall be entitled to proceed with the management of the Company, including the making of expenditures and investments, and all other matters within the normal aid customary management of the Company's business. (O) Right to Rely on the Manager. Any Person dealing with the Company may rely (without the duty of further inquiry) upon a certificate signed by any Manager as to: (I) the identity of any Manager or Member; (2) The existence or nonexistence of any fact or facts which constitute a condition precedent to acts on behalf of the Company by any Manager or which are in any other manner germane to the affairs of the Company, (3) The Persons who arc authorized to execute and deliver any Instrument or document of the Company, or P 012/019 CONFIDENTIAL FirstBankPR000110 SDNY_GM_000 12947 CONFIDENTIAL EFTA _00123590 EFTA01268794 FEO-12.2007(NON) 12:03 160 COMPANY. LAC Oprrollite Agreement Page 11 P.013/019 (4) Any act or failure to act by the Company or any other matter whatsoever involving the Company or any Member's interest therein. (P) Notwithstanding the provisions of subparagraph 10(A) hereof. it is understood and agreed that the following actions and/or decisions with maser to the management of the Company shall require the unanimous vMtten consent of the Members: (I) the transfer, assipment or other disposition of any Company Assets in trust for the benefit of creditors: (2) Amendment of this Operating Agreement; (3) The filing of bankruptcy or similar reorganization; (4) The sale of all or substantially all of the Company's assets. (Q) In furtherance of the provisions of this paragraph 10, the Members may contract with any person or entity, including, without limitation. any of the Members, any entity in which any of the Members may have an interest and/or any affiliated or related entity, at reasonable and competitive rates of compensation, commission or remuneration. for the performance of any and all services which may at any time be rte 's ry proper, convenient or advisable to carry on the business of the Company. 11. Books and Records. (A) The Company shall keep at its principal office or at such other or additional offices (within or without the United States Virgin Islands) as the Members shall deem advisable, books and records setting forth a current list of the MI name and last known address of each Member, a copy of the Articles nod this Agreement, and all amendments thereto, together with copies of the Company's Federal, and local gross receipts tax nsnns and real property tax bills, if any, for the thee most recent Company Accounting Years, and copies of any financial statements of the company for the three most recent Company Accounting Yen which reflect the Company's state of business and fmancial condition during such periods. Any Member may inspect and copy such records provided such request is reasonable and is done at such Member's personal expense. (B) All decisions with respect to accounting matters. except as otherwise specifically act forth herein, shall be made by the Members, who may rely upon the advice of the Company's accountants, and shell be consistent and in accordance with generally accepted accounting principle', as consistently applied. (C) The Company may make all elections for Federal income tax purposes upon the decision of the Members; provided. however, that, in ease of a transfer of all or pert of the Company Interest of any Member or the distribution toe Member by the Company of its propeny, the election pursuant to Sections 734.743 and 754 of the Code, as amended (or corresponding provisions of forme law), to adjust the basis of the Company Assets shall be timely made. CONFIDENTIAL CONFIDENTIAL FirstBankPR000111 SO NY_GM_00012948 EFTA_00123591 EFTA01268795 PE0-12-2002(N0W) 12:03 p 014/019 Rio COMPANY. LW Operating Agreement Page 12 12. Aajggabilitv of Comnenv Interect (A) No Member shall sell. assign. mussfer. convey. encumber or in any way alienate all or any part of his or its legal or beneficial Company Interest without first complying with the right of first refusal provisions set forth in paragraph 13. (B) Notwithstanding anything contained in this Agreement to the contrary, it is expressly understood and agreed that no transfer of any Company Interest (or any pert thereof) and no substitution of a Member, shall be permitted under any circumstances whatsoever if such transfer and/or substitution would, or could, (i) jeopardize the limited liability emus of the Company for Federal income tax purposes or otherwise under United States Virgin Islands law; or (ii) cause a termination of the Company within the meaning of Section 708(b) of the Code; or (iii) violate or cause the Company to violate, any United States Virgin Islands or Federal securities law or any other applicable law or governmental rule or regulation. 13. cam:Ilion of Membership• (A) In the event of the death, resignation. retirement. withdrawal, expulsion, complete liquidation or dissolution or adjudication of bankruptcy or a Member, (except a member holding title to his or her interests as a tenant by the entireties) or other event specified under Virgin islands law as a an event effecting a member's dissociation, (a "Cessation Event"), such Member (the "Withdrawing Member) shall cease to be a Member in the Company, and, in such event, the Members other than the Withdrawing Member (collectively, the "Continuing Members'), for a period of ninety (90) days after the date of the Cessation Event, shall have the option (but shall not be obligated) to purchase (pro rata, in proportion to their respective Percentage Interests, unless they agree upon another proportion) all (but not less than all) of the Company interest of the Withdrawing Member (the "Option Interests). if laver than all Continuing Members elect to exercise this option, those exercising the option shall be entitled to purchase the Withdrawing Member's share. In the event that none of the Continuing Members elect to exercise such option, than, the Withdrawing Member or the executor, administrator or personal or legal representative of the Withdrawing Member shall have the right to transfer the Option Interest to the heirs, beneficiaries, disnibutees or other designated party of the Withdrawing Member, without the further consent of the other Members. The transferees of the Option Interest shall thereafter have all the rights and obligations of a Member under the terms of this Agreement, provided such transferee executes an instrument which reflects that such transferee agrees to be bound by the terms and conditions of this Agreement and such transfer= agrees to pay any reasonable expenses in eennectiem with such admission a a Member. In the case of the death of a Member bolding an interest in the Company under a tenancy by the entireties, the surviving spouse of such deceased Member shall become the sole owner of the Member's illtereStS, and no rights or obligations under this paragraph in favor of Continuing Members shall apply. CONFIDENTIAL CONFIDENTIAL FirstBankPR000112 SDNY_GM_00012949 EFTA_00 123592 EFTA01268796 ff6-t2-P0oneam) 12:01 P 015/019 IGO COMPANY, LLC Operantke, Agreement Page 13 (B) In the event that the Continuing Members (or any of them) elect to purchase the Option Interest pursuant to subparagraph 13(a) bercat settlement shall be held at the principal office of the Company at nth time and date as shall be not less than sixty (60) days nor more than one hundred twenty (120) days after the Cessation Event. At settlement on a purchase of the Option Interest, the Continuing Members shall deliver to the Withdrawing Member (or his or its legal representative) a good cheek in the amount of the purchase price for the Option Interest, which shall be equal to the Withdrawing Member's pro rata share of the most recent book value of the Company (hereinafter the Value' of the Option Interest), based on the most recent financial records of the Company, as prepared by its regular accountant or auditor, with the appropriate book/tax adjusnnenrs) for any accrued liabilities, as of the last day of the fiscal year of the Company preceding the year of settlement. (C) In the event that any Member desires to sell his or her interest in the Company, he or she shall first offer such interest to the other Members in wilting. The continuing Members shall then have the right, but not the obligation, to purchase such interest at the price set fonh in any bona fide offer to purchase such interest from any third party, fora period of thirty days. The other terms applicable to such right of first refusal shall be as set forth in paragraph I 3(A), except that if none of the continuing Members exercises the tight of first refusal to purchase. the selling Member shall then have the right to sell such interest to a third prey. provided that the price thereof is not less than the price set forth in the bona fide offer as herein described. 14. Dissolution and Termination of Company. (A) The Company shall be dissolved, the Company Assets shall be disposed at and its affairs wound up, upon the occurrence of the earliest of the following events: (I) the occurrence of a Cessation Event: provided, however, that, 11 within ninety (90) days after the occurrence of such Cessation Event, the mmaining Members imanimanely elect to continue the Company and the Company business, then (A) the Company shall not be dissolved, (B) the company and the Company business shall be continued. and (C) this Agreement shall be amended to reflect such continuation; (2) the an written consent of the Members of the Company: or (3) the expiration of the Term: or (4) the catty of a decree of judicial dissolution under the Act. (B) The Company shall terminate when all the Company Assets have been disposed of (except for any liquid assets not so disposed of). and the net proceeds therefrom, as well as any other liquid amen of the Company. shall, unless otherwise required by the Act, be distributed as follows: (i) first, to the creditore of the Company for the payment or due provisions for the liabilities of the Company (including loans. if any, to the Company from Members), and (ii) second, to the Members, pro a in accordance with their respective positive Capital Account balances (after the allocation of WI items of CONFIDENTIAL CONFIDENTIAL FirstBankPR000113 SDNY_GM_00012950 EFTA_00 123593 EFTA01268797 .fElfhle-2007(11011) 12:06 . . • ISO COMPANY. 1.1C Operettengreement Page 14 P 016/019 income, gain, loss, credit and deduction (or items thereat) ender and pursuant to paragraph 7 hereof). 15. indemnifleatinn of Grantors or Members. (A) To the extent not inconsistent with the laws and public policies of the United Star= Virgin Islands. the Company shall indemnify, defend and hold harmless any organizer of the Company and any Member (and any affiliate thereof) from and apinre any and all claims. demands, liabilities, costs, damages and causes of action, of any mature whatsoever, wising out of or incidental to the organization and/or management of the Company's affairs, except where the claim at issue is based on fraud, gross negligence or willful misconduct. (B) The indemnification authorized by this paragraph 15 shall include, but not be limited to, payment of (i) reasonable attorneys fees or other expenses incurred in connection with settlement or in any finally-adjudicated legal proceeding, and (10 the removal of any liens affecting any property of the indemnitee. 16. Miscellaneons Provigjgna. (A) The Members hereby agreed to execute and deliver all documents, provide all information and take or refrain from all such action as may be reasonably necessary or appropriate to achieve the purposes of this Agreement and the Articles. (B) All notices provided for herein shall be in writing, hand delivered, with receipt therefor, or sent by certified or registered mail, return receipt requested, and first- Flan postage PrePaid, or by overnight courier, to the address of the Member as shown in Exhibit A, unless notice of a change of address is given to the Company pursuant to the prenisions of this subparagraph 16(8). Any notice which is required to be given within a stated period of time shall be considered timely if delivered or postmarked before midnight of the last day of such period. Any notice made hereunder shall be deemed effective for all purposes and in all respects when sent (or given) to any Member at the address set forth in Exhibit A hereof, or at such other address specified by a Member for which notice has been received by the Company in accordance with this subwmgraph 16(B). (C) This Agreement and the rights of the parties hereunder will be governed by, interpreted and enforced in accordance with the laws of the United Status Virgin islands. without regard to principles of conflicts of laws. (D) This Agreement shall inure to the benefit of and bind the parties hereto, their respective estates, heirs, personal or legal representatives and (subject to the provisions of this Agreement relating to transferability) assigns. (E) Unless the context clearly indicates otherwise, to appropriate the singuhv shall include the plural and the masculine shall include the feminine or aeutcr, and vice versa, to the extent rat-emery to give the terms defined herein and/or the terms CONFIDENTIA CONFIDENTIAL FirStBanL kPR0001 SDNY_GM_00012951 EFTA_0O123594 EFTA01268798 .FEIJ-l2-2007(N011) 12:05 P.017/019 \_- IGO COMPANY. LW Operating Atretalent Page 15 otherwise wed in this Agreement their proper meanings. The term panics hereto includes the undersigned and all subsequent signatories hereof. (F) This Agreement and Exhibit A attached hereto and the Articles set forth all (and arc intended by all parties hereto to be an integration of all) of the promises, agreements, conditioos, understandings, %warranties and repretruazions among the parties hereto with respect to the Company, the Company's business and the Company Assets, and there are no promises. agreements, conditions, traders:endings, warranties or representations, oral or written, express or implied, except as Set forth herein. (0) if any provision of this Agreement is held to be illegal, invalid or unenforceable under the present or future laws effective during the term of this Agreement, such provision will be fully severable; this Agreement will be construed and enforced es if such illegal, invalid or unenforceable provision bad never comprised a pan of this Agreement and the remaining provisions of this Agreement will remain in full force and effect and will not be affected by the illegal, invalid or unenforceable provision or by its severance from this AgreemenL (H) This Agreement is made solely and specifically among and for the benefit of the panics hereto, and their respective successors and aKignt, subject to the express provisions herein relating to successors and assigns, and no other person or entity will have any rights. interest or claims hereunder or be entitled to any benefits under or on accotmt of this Agreement as a third-parry beneficiary or otherwise. (I) The terms "bankruptcy" and "bankrupt," and derivations tarot shall be deemed to refer not only to an adjudication of bankruptcy under the Federal Bankruptcy Report Act of 1978, but also to an adjudication of insolvency under any stale or local insolvency statute or procedure. (I) All amendments to this Agreement will be in writing and signed by all the Members. (K) All headings herein we inserted only for convenience and case of reference and are not to be considered in the construction or interpretation of any provision of this Agreement. ad This Agreement may be executed in several counterparts, each of which will be deemed an original. but all of which together will constitute one and the seine instrument. IN WITNESS WHEREOF, the panics hereto have executed this Operating Agreement as of the date first above written. CONFIDENTIAL CONFIDENTIAL FastBankPR000115 SDNY_GM_000 12952 EFTA_00123595 EFTA01268799 • XX COMM,. XLCI,A_MBAspogAmi h. IA [CO COMILA.N1,, T24 °AERATING AGILCF2ASTFT CONFIDENTlekL„.„. SONY_GILL00012953 CONFIDENTIAL EFTA 00123596 EFTA01268800