EFTA01221503.pdf

UVI RTPARK APPLICANT DUE DILIGENCE SUBMITTAL NAME: SOCIAL SECURITY NUMBER: DATE OF BIRTH: ADDRESS: PERSONAL INFORMATION 1. Have you been known by any name or names other than the name listed on this application? If so, please list them and the authority and/or jurisdiction date, etc. where the change took place. 2. Of what country are you a citizen? A. Please indicate the following: i. Place of birth (City, State): ii. Country of birth: B. If you are not a citizen of the United States, please indicate: i. Port of entry to the United States: ii. Name and address of sponsor upon your arrival: iii. If you are a natural citizen, provide the following information: a. Petition number: b. Date granted: c. Court: d. City/State of Court: e. Certificate number: BACKGROUND INFORMATION 3. Have you had or do you have any propriety interest in any other enterprise which is or has been a beneficiary under any economic development program in the USVI (including, but not limited to, RTPark and/or EDC)? ©2008 UVI RTPark Corporation Page 1 of 4 irtpark EFTA01221503  Yes (attach explanation, including for each circumstance the name and type of business) No 4. Has any entity in which you or your spouse, is was a director, officer, partner or an owner of a five percent (5%) or greater interest ever had any license, permit or certificate issued by a governmental agency in any jurisdiction denied, suspended, revoked, or subject to any conditions? Yes (attach explanation) No 5. Have you ever been arrested or charged with any crime or offense in any jurisdiction? Yes (attach explanation) No 6. Have you ever been the subject of an investigation conducted by any governmental agency/organization, court, commission, committee, grand jury or investigatory body (local, state, county, provincial, federal, national, etc.) other than in response to a traffic summons? Yes (attach explanation, including for each circumstance the name and address of court or other agency, nature of proceeding or investigation date, whether testimony given and if so what date, and approximate time period of investigation.) No 7. In the past ten (10) years, have you as an individual, member of a partnership, or owner, director, or officer of a corporation, ever been a party to a lawsuit, as a defendant? Yes (attach explanation, including for each circumstance the date filed, name and address of the court, docket/case number, names of any other parties to suit, nature of suit, disposition and date of disposition.) No 8. Have any of the beneficial owners ever been adjudicated bankrupt or filed a petition for any type of bankruptcy, insolvency or liquidation under any bankruptcy or insolvency law in any jurisdiction? Yes (attach explanation) No ADDITIONAL APPLICATION DUE DILIGENCE INFORMATION Please attach Exhibits responding to each of the following. 9. Please provide Tax Clearance Letter. 10. Please provide Police Clearance Letter (Police Records Check). 11. Please describe how you became aware of the UVI RTPark program. Identify all individuals and entities that made you aware of the program. 12. Provide all legal opinions concerning the tax effects of participating in the UVI RTPark program. 13. Confirm that your legal counsel has analyzed IRS Source Rules Involving U.S. Possessions documented as Regulatory Information Number (RIN) 1545-BF85 effective April 9, 2008, IRS Notices 2006-76, 2004-45, 26 USC 932, 934, 937 and subsequent IRS regulations. Confirm that you personally understand that the examples used by the IRS in Notice 2006-76 refer specifically to companies organized in a U.S. territory, have their sole place of business in the U.S. territory, and are not engaged in the conduct of a trade or business in the United States. Describe whether your business will be substantially similar to the business described in Notice 2006-76. Describe any differences in the operation of your business. ©2008 UVI RTPark Corporation Page 2 of 4 Irtpprk EFTA01221504  Note that the first example is based on a software developing and sales company that receives orders from around the world and ships compact discs or allows customers to download its software. Under the contracts, the rights, title, and interest in the software pass to the customers at the company's place of business, that is, in the U.S. possession. The second example involves an application service provider. Customers send data to be analyzed and stored in the company's server in the U.S. territory. Customers use the company's software to analyze data and produce reports from their locations but are not given a copy of the software). 14. Please identify all controlled affiliates and explain what relationship they have or will have to your USVI company. 15. Anatomy of a transaction. Please describe in narrative and chronological order how a transaction will occur in your USVI business. Include money movements and banking transactions. 16. Have you individually or by and through a controlled affiliate ever been subject to a post audit penalty assessment by a tax authority (including, but not limited to, the IRS and/or the Virgin Islands Bureau of Internal Revenue)? If so, please explain and provide appropriate documentation. 17. Confirm that you agree to report to UVI RTPark any suspicious financial transactions of your customers when you become aware of them. For guidance on suspicious activities consult with the U.S Department of the Treasury's FINCEN website at http://www.fincen.gov/. DEFINITIONS "Act" — The enabling legislation of the Government of the USVI which established RTPark, comprising Acts 6502, modifications thereto by Act 6726, and any other relevant legislation of the Government of the USVI. "Applicant" — A prospective applicant for the establishment of a Protected Cell through RTPark-PC. "Bona fide resident of the Virgin Islands" — shall have the same meaning as that term is used in 26 U.S.C. §932(c)(1)(A) and (4)(A). "Document" and/or "documents" — any writings, drawings, graphs, charts, photographs, phone records, and other data compilations or recordings (translated, if necessary, by you through a computer or other detection devices into reasonably usable form) from which information can be obtained. It shall include hand printed, handwritten, typewritten, printed, photocopied, photographic, or recorded material. It refers to communications in words, symbols, pictures, sound recordings, films, tapes, and information stored in, or accessible through, a computer or other information storage or retrieval system, including electronic mail ("eMail"). As used herein "document' and "documents" are used in their customary and broad sense and shall mean the original and each copy of the original which is no longer identical to the original for whatever reason, including, but not limited to, copies which contain marginal notes, inserted material, or attachments. "EDA" — Virgin Islands Economic Development Authority, as defined primarily in 29 VIC Chapter 21. "EDC" — Economic Development Commission, a "subsidiary entity wholly administered and operated by" EDA, as defined in 29 VIC Chapter 12 Subchapter II. "Person" and/or "persons" - individuals, firms, corporations, limited liability companies, partnerships, associations, joint ventures, trusts, entities, or other groups, however organized. ©2008 UVI RTPark Corporation Page 3 of 4 irtpqyk EFTA01221505 'Protected Cell' — A legal entity created through RTPark-PC a) in which RTPark-PC is a shareholder, partner, member or other equity owner as defined in the Act; b) which is a tenant of RTPark; and c) which automatically qualifies for certain tax benefits administered by RTPark-PC. "RTPark" — The University of the Virgin Islands Research and Technology Park; more specifically, the University of the Virgin Islands Research and Technology Park Corporation. "RTPark Board" — The Board of Directors of RTPark and RTPark-PC (which while separate, are comprised of the same individuals and thus are treated interchangeably for the purposes of this document). "RTPark-PC" — The Research and Technology Park Protected Cell Corporation, a subsidiary of RTPark. nusvr or "Virgin Islands' — United States Virgin Islands, an unincorporated Territory of the United States. "UVI" — The University of the Virgin Islands. "VIC" — Virgin Islands Code. For ease of reference, the VIC may be browsed online at http://www.michie.com/virginislands. RELEASE AUTHORIZATION To all Courts, Probation Departments, Selective Service Boards, Employers, Educational Institutions, Banks, Financial and Other Such Institutions, Credit Agencies, and All Private or Government Agencies, federal, state and local, without exception, both foreign and domestic. On behalf of (Name of Enterprise) , have authorized the University of the Virgin Islands Research and Technology Park Corporation (RTPark), or its designee, to conduct a full investigation into the background of the said enterprise, its principals, agents and employees. Therefore, you are herby authorized to release any and all information pertaining to the said enterprise, documentary otherwise, as requested by any agent of the RTPark or its designees. A copy of this authorization will be considered as effective and valid as the original. (Signature & Title) Subscribed and sworn to before me this day of , 2008. Notary Public SEAL ©2008 UVI RTPark Corporation Page 4 of 4 Irtpgyk EFTA01221506  RTPARK SUMMARY OF PROCEDURES FOR PROTECTED CELLS UNIVERSITY OF THE VIRGIN ISLANDS RESEARCH AND TECHNOLOGY PARK CORPORATION RESEARCH AND TECHNOLOGY PARK PROTECTED CELL CORPORATION May 1, 2008 O2O312QOS the Veqn RVAUCh and Tochloto,y Irtpg!* EFTA01221507  RTPark Summary of Procedures for Protected Cells CONTENTS Doc. Rev. D., May 1, 2008 Page 2 of 36 Contents Introduction and Welcome 3 Protected Cells — Before You Apply RTP101: Application Requirements Notice 6910529V2 4 RTP102: Profile and Selection Criteria (06032w4) 5 RTP103/RTP112: Appraisal, Due Diligence and Background Check (080229W) 8 RTP104: Application Process Overview (0€0320V3) 12 RTP108: Information/Frequently Asked Questions (FAQ) (060320V4) 14 RTP120: Application Process Timeline (060320V3 21 RTP130: Application Form (049320V4) 22 Appendices Definitions and Legislative Statements of Purpose Appendix A RTPark Tenants, Beneficiaries and Related Defined Terms Appendix B 020334003 Unitersty of the Vegin Wands Research and Te<hnotgy Park 000Yetion. Al Rights Reamed. irtpqrk EFTA01221508  RTPark Summary of Procedures for Protected Cells INTRODUCTION Doc. Rev. D., May 1, 2008 080229V2 Page 3 of 36 Introduction and Welcome Welcome, and thank you for your interest in RTPark' and the economic development initiatives of the USVI. This document has been prepared to assist interested parties in understanding the specific mission and mandate of RTPark within the broader context of territory-wide economic development initiatives in the USVI. RTPark's mission is to foster the development of a robust technology sector that can diversify the territorial economy, by leveraging unique territorial network assets, offering products and services aligned to the needs of clients and customers, and leading workforce development initiatives to create professional career paths. Under certain circumstances, RTPark can refer its tenants to EDA for various incentives and benefits. However, RTPark can also independently extend substantially the same incentives and benefits to a variety of Knowledge Based Businesses (including e-Commerce Businesses) through its RTPark-PC subsidiary. In fact, it is the joint, stated expectation of RTPark and EDA that RTPark lead the USVI's economic development mission for technology-based businesses. RTPark was chartered as "body corporate and politic constituting a public corporation and autonomous instrumentality" of the USVI government by Act 6502 in 2002. RTPark's 'footprinr is territory -wide, encompassing by statute any Research and Technology Park and/or Research and Technology Park Project, with a special interest in the unique development priorities and opportunities on the island of St. Croix. To receive RTPark Incentives3 a company must be a knowledge-based (typically a technology) business, engage in workforce development (generally in concert with UVI), permit RTPark to take a stake in the business, and be found suitable to and aligned with RTPark's mission by the RTPark Board. Significantly, RTPark is expected to become self-sustaining over time through the revenue streams it generates from operations (which may include, for example, proceeds arising from its stakes in individual Protected Cells, lease and rental income, income from infrastructure services such as data center collocation and access to global bandwidth, income from professional services, and fees). We look forward to the opportunity to be of service to you and to facilitate the creation of unique competitive advantages for your business. For additional information, please contact the RTPark Executive Director's office at: University of the Virgin Islands Research and Technology Park UVI St. Croix Campus RR1 Box 10000 Kingshill, VI 00850-9781 (340) 692-4200 (340) 692-4212 facsimile Italics are occasionally used on the first occurrence of terms more fully defined in the Appendices. By way of example. RTPark's capacity and collocation agreements with Global Crossing (relating to RTPark's use of the fiber landing facility north of Frederiksted) fall within the definifions of Research and Technology Park and Research and Technology Park Project. 3 Similar to EDC Incentives; see 17 WC Chapter 43 §806(b)-(g). RTPark-PC has the right to extend benefits and incentives other Protected CeNs it creates. to 020033006 Qu'imlity To Vnith Wands frastra3ch am; Tahiti:9Y Palk O, 4O3.331 Al FVMS Rels0rve0. irtpark EFTA01221509  RTPark Summary of Procedures for Protected Cells RTP101 Doc. Rev. D., May 1, 2008 070529V2 Page 4 of 36 RTP101: Application Requirements Notice 1. Purpose The purpose of this form is to provide a clear statement to Applicants regarding the nature and substance of the information which must accompany their application to be considered for a license to operate a Protected Cell within RTPark-PC. 2. Mandatory Nature of Requirements Providing this information is not optional. Applicants unwilling or unable to provide the necessary information on a timely basis will not be successful in their application for the establishment of a Protected Cell. Similarly, entities which have already achieved Protected Cell status risk the immediate loss of that status if they are unwilling or unable to provide such information on an ongoing and timely basis. Partial applications will not be processed. 3. Summary of Requirements Applicants are hereby advised that a complete application must be submitted (and deemed satisfactory) to RTPark consisting of (but not limited to) the following items: 3.1. A current business plan for the business that will be operated as a Protected Cell, specifically addressing the following: 3.1.1. Profitability and financial viability of the business; 3.1.2. Background and experience of the principals; 3.1.3. Commitment to employment of residents of the USVI; and 3.1.4. Intended markets that the business will serve, including geographical location. 3.2. If the prospective Protected Cell (or its parent, as the case may be) is not a new entity, copies of corporate tax returns for the last three (3) years (or for the number of years for which the company has operated if less than three). 3.3. Details of company's corporate structure, bylaws, ownership, etc. 3.4. Business references. 3.5. Copies of the personal tax returns for the principals for the prior three (3) years. 020032006 Unhicsity d ti. wyn Wands Research anti Tochno4ogy Pak Capt.albn Rghts 'apart EFTA01221510  RTPark Summary of Procedures for Protected Cells RTP102 Doc Rev. O , May 1, 2008 080501V5 Page 5 of 36 RTP102: Profile and Selection Criteria 1. Eligible Businesses 1.1. The Act stipulates that RTPark Companies may be comprised of any of the following five (5) tenant categories: 1.1.1. Beneficiaries of the Virgin Islands' Economic Development Program pursuant to 29 VIC Chapter 12, and Beneficiaries of the Farmers, Fishermen and Consumers Assistance Program pursuant to 7 VIC Chapter 13; 1.1.2. RTPark-PC, pursuant to 17 VIC Chapter 43 (including by reference Protected Cells); 1.1.3. Other Knowledge-based Businesses pursuant to 17 VIC Chapter 34 §428(h); 1.1.4. Incubator Business Tenants as defined in 17 VIC Chapter 34 §482(g); and 1.1.5. Support Businesses pursuant to 17 VIC Chapter 34 §428(0. 1.2. The RTPark Board is given the exclusive right and authority under the Act to negotiate with RTPark Companies as to the terms of their leases and all other aspects of their tenancy in RTPark, subject to the terms and conditions of any applicable leases to (or obligations of) RTPark including by UVI or any other party. 1.3. Of the RTPark Companies, the one relevant to Applicants is RTPark-PC, which is the only authorized vehicle for the creation of Protected Cells within the USVI. Any individual, group of individuals, or business may apply for the establishment of a Protected Cell. Further details are provided in RTP/04. 2. Selection Criteria Defined In the Act The Act stipulates that the RTPark Board must first approve the plan of operation of any proposed Protected Cell, and that this plan should include, but not be limited to the specific business and investment objectives of the proposed Protected Cell. 3. Selection Criteria Applied by the RTPark Board The UVI Board of Trustees and RTPark Board have adopted a set of Guiding Principles for RTPark. Section V of these Guiding Principles applies specifically to the selection of tenants and the 'Standards of Approval' that will be applied by the RTPark Board in evaluating all requests for tenancy. In this instance, "tenancy" applies equally to Applicants as well as non-Protected Cell RTPark Companies. The Standards of Approval include: 3.1. General considerations; 3.2. Eligibility and relationship requirements; 3.3. Permitted uses; 020014006 University ol the040n Wends Restanth and Teeming, Ptak Cepa anon Al Rights Resorted irtpark EFTA01221511  RTPark Summary of Procedures for Protected Cells RTP102 Doc. Rev. D., May 1, 2008 080501V5 Page 6 of 36 3.4. Benefits and capabilities; and 3.5. Other provisions on occupant selection criteria and procedures. 4. Guidelines a d Standards of Approval for Protected Cells Guidelines and Standards of Approval specifically relevant to Applicants are as follows: 4.1. General Considerations 4.1.1. The nature of the business of each Protected Cell that has occupancy in RTPark must be consistent with the purpose of RTPark-PC; 4.1.2. The manner in which each proposed occupant conducts its business must be consistent with the values and best interests of RTPark (and, via the Guiding Principles, UVI); 4.1.3. Tax benefits granted to each proposed occupant are for income derived from operations in the USVI; 4.1.4. Additionally, each applicant for Protected Cell status must agree to the following requirements for occupancy in RTPark: 4.1.4.1. The Protected Cell must be established as a legal entity in the USVI; 4.1.4.2. The Protected Cell must perform all or substantially all of its worldwide banking with approved banking partners in the USVI; 4.1.4.3. The Protected Cell must run all or substantially all of its electronic transactions through servers located within the USVI; 4.1.4.4. The Protected Cell must perform e-commerce transactions with the approved or preferred e-commerce partners; 4.1.4.5. The Protected Cell must demonstrate an ability and a willingness to comply with all applicable laws, regulations, and administrative procedures regarding conducting business activities in the RTPark or the USVI including a capability to pay all applicable initial and annual fees due RTPark, RTPark-PC and USVI Government. 4.2. Eligibility and Relationship with UVI and the RTPark When appropriate, the proposed relationship with UVI shall be taken into account, as follows: 4.2.1. The proposed Protected Cell is deemed to be a strategic business partner that will bring to RTPark specific areas of expertise that are needed for the support of web- hosting and e-commerce operations; 4.2.2. The proposed Protected Cell is engaged in a technology-oriented, knowledge-based, or e-commerce business activity that will help build a sustainable technology sector in the USVI and generate revenues for RTPark. Roggiggigg Linitinsity of the Wpn Wands Stoutish and Techrsgbay Park Caepaaton. All Rights &Mired. irtpark EFTA01221512  RTPark Summary of Procedures for Protected Cells RTP102 Doc. Rev. D., May 1, 2008 080501V5 Page 7 of 36 4.3. Permitted Uses Permitted uses for Protected Cells include: 4.3.1. The provision of facilities intended for conducting "electronic commerce" or "e- commerce business" involving electronically based data transactions for digitally based commerce including, but not limited to business-to-business and business-to-consumer data transactions, electronic data interchange and other digital supply transactions, financial settlements, web-based marketing, advisory and transactional services, database services and products, swift payments, fed wire, online services such as telecommuting, telemedicine, education and information research, and all related data communication services, whether conducted by e-mail, document management, voice or data transmission, or otherwise; 4.3.2. The provision of facilities dedicated to distance learning, technology education and training or work force training and development; and 4.3.3. The provision of any other facilities reasonably related to the intended mission of RTPark and RTPark-PC, provided these uses are consistent with uses permitted in the Guiding Principles. 4.4. Excluded Activities Neither RTPark nor RTPark-PC shall be used for any illegal, pornographic, questionable or controversial activities that will tarnish the image of RTPark, or whose operation will have an adverse impact on the image and reputation of RTPark, UVI or the USVI. 4.5. Benefits and Capabilities At the discretion of the RTPark Board, consideration of applications for the creation of a Protected Cell will take into account the benefits and capabilities that the Protected Cell will bring to the advancement of RTPark's mission. These factors include the following: 4.5.1. Whether the Protected Cell has contributed or will contribute funds, services, or materials for the benefit of UVI or the community as a demonstration of the business' public service commitment; and 4.5.2. Whether it can be demonstrated that the proposed Protected Cell will have sufficient financial capabilities to undertake and perform its obligations within RTPark. ecoo3.2oas Unnottay al the wan Islands Reseatch and Tacheatogy Pan. Caporaton. NI Rchis Rosanad Irtpqrk EFTA01221513  RTPark Summary of Procedures for Protected Cells RTP103/RTP112 Doc. Rev. D., May 1. 2008 080501V3 Page 8 of 36 RTP103/RTP112: Appraisal, Due Diligence and Background Check 1. General 1.1. The purpose of this document is to provide a summary of the process for undertaking background checks on the companies (and their principals) making applications for Protected Cells to RTPark-PC. Reflecting the nature of RTPark and its stakeholders, RTPark must be conscientious in its due diligence procedures. In order for the RTPark Board to consider an application for a Protected Cell, it is necessary for background checks to be carried out. Detailed vetting and due diligence will be based on the information provided by the applicant in the Application (RTP130). 2. Due Diligence/Background Check Process 2.1. RTPark's due diligence process will involve: 2.1.1. Validation of the information provided by the applicant in their Application; 2.1.2. Evaluation of their suitability as judged against the selection criteria summarized in RTP102. 2.1.3. Consideration of the outcome of the background investigation process. 2.2. RTPark's background investigation process will involve: 2.2.1. A detailed examination of the applicant (and its principals) will be commissioned by RTPark, undertaken by a third party practiced in the process of undertaking such background checks; 2.2.2. A fee to cover the administrative costs associated with the completion of the background checks will be charged to the applicant. This fee is payable in advance and is not refundable under any circumstances. No Application will be considered by the RTPark Board until such fee has been received. 2.3. Once the due diligence process and background checks are complete, a report will be provided to the RTPark Executive Director for consideration, the specifics of which may be subsequently incorporated in the Executive Director's recommendation to the RTPark Board and/or otherwise retained by RTPark. 3. General Form of Applicant Due Diligence Submittal 3.1. The specific information required by RTPark is subject to change from time to time, and may be generally characterized as shown in the following example: O20034006 Winn*, ol the Vosan Wands Roseman and tchnalact Pan, 00,Pataann, AN Rdalaa Rer&nld irtpqrk EFTA01221514  RTPark Summary of Procedures for Protected Cells RTP103/RTP112 Doc. Roy. D., May 1, 2008 080501V3 Page 9 of 36 UVI RTPARK APPLICANT DUE DILIGENCE SUBMITTAL NAME: SOCIAL SECURITY NUMBER: DATE OF BIRTH: ADDRESS: PERSONAL INFORMATION 1. Have you been known by any name or names other than the name listed on this application? If so, please list them and the authority and/or jurisdiction date, etc. where the change took place. 2. Of what country are you a citizen? A. Please indicate the following: i. Place of birth (City, State): ii. Country of birth: B. If you are not a citizen of the United States, Please indicate: i. Port of entry to the United States: ii. Name and address of sponsor upon your arrival: iii. If you are a natural citizen, provide the following information: a. Petition number: b. Date granted: c. Court: d. City/State of Court: e. Certificate number: BACKGROUND INFORMATION 3. Have you had or do you have any propriety interest in any other enterprise which is or has been a beneficiary under any economic development program in the USVI (including, but not limited to, RTPark and/or EDC)? 02003.2006 University oi the Wain Wands Ragman and Tecnndegy Pak Oxpoialion Al Rights Rammed ulpgrk EFTA01221515  RTPark Summary of Procedures for Protected Cells RTP103/RTP112 Doc. Roy. a, May 1, 2008 080501V3 Page 10 of 36 Yes (attach explanation, including for each circumstance the name and type of business) No 4. Has any entity in which you or your spouse, is was a director, officer, partner or an owner of a five percent (5%) or greater interest ever had any license, permit or certificate issued by a governmental agency in any jurisdiction denied, suspended, revoked, or subject to any conditions? Yes (attach explanation) No 5. Have you ever been arrested or charged with any crime or offense in any jurisdiction? Yes (attach explanation) No 6. Have you ever been the subject of an investigation conducted by any governmental agency/organization, court, commission, committee, grand jury or investigatory body (local, state, county, provincial, federal, national, etc.) other than in response to a traffic summons? Yes (attach explanation, including for each circumstance the name and address of court or other agency, nature of proceeding or investigation date, whether testimony given and if so what date, and approximate time period of investigation.) No 7. In the past ten (10) years. have you as an individual, member of a partnership, or owner, director, or officer of a corporation, ever been a party to a lawsuit, as a defendant? Yes (attach explanation, including for each circumstance the date filed, name and address of the court, docket/case number, names of any other parties to suit, nature of suit, disposition and date of disposition.) No 8. Have any of the beneficial owners ever been adjudicated bankrupt or filed a petition for any type of bankruptcy, insolvency or liquidation under any bankruptcy or insolvency law in any jurisdiction? Yes (attach explanation) No ADDITIONAL APPLICATION DUE DILIGENCE INFORMATION Please attach Exhibits responding to each of the following. 9. Please provide Tax Clearance Letter. 10. Please provide Police Clearance Letter (Police Records Check). 11. Please describe how you became aware of the UVI RTPark program. Identify all individuals and entities that made you aware of the program. 12. Provide all legal opinions concerning the tax effects of participating in the UVI RTPark program. 13. Confirm that your legal counsel has analyzed IRS Source Rules Involving U.S. Possessions documented as Regulatory Information Number (RIN) 1545-6F85 effective April 9, 2008, IRS Notices 2006-76, 2004-45, 26 USC 932, 934, 937 and subsequent IRS regulations. Confirm that you personally understand that the examples used by the IRS in Notice 2006.76 refer specifically to companies organized in a U.S. territory, have their sole place of business in the U.S. territory, and are not engaged in the conduct of a trade or business in the United States. Describe whether your O200:n2006 Ur:moray el to wen Wanda Reuatch and Technology Perk Corporalion. M ROMs Reelrevee. Irtppric EFTA01221516  RTPark Summary of Procedures for Protected Cells RTP103/RTP112 Doc. Roy. D., May I, 2008 0805011/3 Page 11 of 36 business will be substantially similar to the business described in Notice 2006-76. Describe any differences in the operation of your business. Note that the first example is based on a software developing and sales company that receives orders from around the world and ships compact discs or allows customers to download its software. Under the contracts, the rights, title, and interest in the software pass to the customers at the company's place of business, that is, in the U.S. possession. The second example involves an application service provider. Customers send data to be analyzed and stored in the company's server in the U.S. territory. Customers use the company's software to analyze data and produce reports from their locations but are not given a copy of the software). 14. Please identify all controlled affiliates and explain what relationship they have or will have to your USVI company. 15. Anatomy of a transaction. Please describe in narrative and chronological order how a transaction will occur in your USVI business. Include money movements and banking transactions. 16. Have you individually or by and through a controlled affiliate ever been subject to a post audit penalty assessment by a tax authority (including, but not limited to, the IRS and/or the Virgin Islands Bureau of Internal Revenue)? If so, please explain and provide appropriate documentation. 17. Confirm that you agree to report to UVI RTPark any suspicious financial transactions of your customers when you become aware of them. For guidance on suspicious activities consult with the U.S Department of the Treasury's FINCEN website at httpiNvww.fincen.gov/. RELEASE AUTHORIZATION To all Courts, Probation Departments, Selective Service Boards, Employers, Educational Institutions, Banks, Financial and Other Such Institutions, Credit Agencies, and All Private or Government Agencies, federal, state and local, without exception, both foreign and domestic. On behalf of (Name of Enterprise) have authorized the University of the Virgin Islands Research and Technology Park Corporation (RTPark), or its designee, to conduct a full investigation into the background of the said enterprise, its principals, agents and employees. Therefore, you are herby authorized to release any and all information pertaining to the said enterprise, documentary otherwise, as requested by any agent of the RTPark or its designees. A copy of this authorization will be considered as effective and valid as the original. (Signature & Title) Subscribed and sworn to before me this day of , 2008. Notary Public SEAL O2003.2008 Unwarady 0' he Won Wands ROS0Meh and Techn0p0y Pack Copotakon At fights Razawed. Irtpqrk EFTA01221517  RTPark Summary of Procedures for Protected Cells RTP104 Doc. Rev. D., May 1, 2008 080501V3 Page 12 of 36 RTP104: Application Process Overview 1. Protected Cell Application Process Flow The following flowcharts summarize the essential steps and documents involved in making an application for, and receiving a definitive response regarding, Protected Cell status: IA 2 Initial Contact with Rater lo USA RTPark Inlermedlary 3 1B Applicant Salmis Initial Contact with • USW Lepel and USVI Intermendary Accouridng Representative* 4 Application completed Representatives prof4da opinion on legal and financial Warding of Applicant 5 Application Sul:edited b RTPark Executive Direclor Application fee paid: background checks performed 6 Executive Direcior Submits Rccommondallon to RTPark Board 7 Protected Ceti Aceveled 8 Ongoing Raporand and Alordforle9 Protected Cal LIcante/Operaiing Annual examinadons and masses Agreement executed Random audits Applicant part aelatiiihment fee, fulfills Assessment of fees eantmaments lo 1351801911 local bank Ongoing corbfications by management and by legal and accounting scouts and hosting contracls. and obtain rePresenlatnes USVI Cosiness licenso(s) O7003-70O9 Universaly of the Vargn Islands Research and Technology Park Cap:ration NI ragas Reserved Irtpark EFTA01221518  RTPark Summary of Procedures for Protected Cells