RadioKilla

LONG TERM INCENTIVE PLAN 2024: ARTICLE 1. PURPOSE OF THE PLAN The purpose of the Pacific Ventures 2024 Long Term Incentive Plan (the "Plan") are to attract and retain the best available personnel, to provide additional incentives to Employees, Directors, and Consultants and to promote the success and enhance the value of the Company's business by linking personal interest of the Employees, Directors, and Consultants to those of the Company stockholders and by providing such individuals with an incentive for outstanding performance to generate superior returns. ARTICLE 2. DEFINITION Wherever the following terms are used in the Plan they shall have the meanings specified below, unless the context clearly indicates otherwise. The singular pronoun shall include the plural where the context so indicates. 2.1 "Affiliate” means (a) a Subsidiary, (b) any entity in which the Company has a significant equity interest, or (c) any entity that directly or through one or more intermediaries is controlled by the Company, in each case, as determined by the Committee. 2.2 “Award” means an Option, an award of Restricted Stock, a Stock Appreciation Right, an award of Performance Shares, an award of Performance Stock Units, a Dividend Equivalent Right, an award of Restricted Stock Units, a Performance Bonus Award, a Performance-Based Award or any other right or benefit, including any other Award under Article 8, granted to a Participant pursuant to the Plan. 2.3 “Award Agreement” means any written agreement, contract, or other instrument or document evidencing the terms and conditions of an Award, including through electronic medium. 2.4 "Board" means the Board of Directors of the Company. 2.9 "Company" means Pacific Ventures, a San Andreas corporation. 2.10 "Dividend Equivalent Right" means a right granted to a participant pursuant to Section 8.3 hereof to receive the equivalent value (in cash or Shares) of dividends paid on the Shares. ARTICLE 2. REWARDS 3.0 Cash Bonus The fiscal cash bonus amount awarded to Employees is determined based on their performance and the company's overall financial health. The performance metrics for determining eligibility and the amount of the cash bonus include individual performance evaluations, achievement of project milestones, and the company's financial performance. 3.1 Number Of Shares. The aggregate number of Shares which may be issues or transferred pursuant to Awards under the Plan is 500,000 Shares, all of which may be issues upon the exercise of Incentive Stock Options. 3.2 Repricing Notwithstanding the foregoing, a Repricing is prohibited without prior stockholder approval. Subject to compliance with the provisions of the immediately preceding sentencing regarding a Repricing, the Board may, at any time or from time to time: authorize the Company, with the consent of respective Participants, to issue new Awards in exchange for the surrender and cancellation of any or all outstanding Awards. This does not limit a shareholder from redistribution on the open market. 3.4 Dividends All Employees, Consultants, and Directors may be granted one or more performance based awards in the form of cash bonus payable upon the attainment of performance goals that are established by the committee and relate to one or more of the performance criteria. All eligible individuals may be granted Dividend Equivalent Rights based on the dividends declared on the Shares for that appropriate time scale. Such individuals are to be credited as of the dividend payment dates, during the period between the date and the Award is granted. Such an issuance would be rewarded on a weekly basis in which reflects on earnings on that given Affiliate. After operation costs, with performance incentives, each Employee, Director, Angel Investor, and Consultant may be rewarded up to 10% on a issuance basis, or minimum of $5.00 per share. 3.5 Incentive Stock Options Long term Employees, Consultants, and Directors at any time may be awarded a ISO ("Incentive Stock Option") which is the fair market value of a share of common stock on the grant date. The term of the Shares shall be determined at the time of reward as a final exercise date, subject to earlier termination in the event of participant terminations. All ISOs ("Incentive Stock Option") will be announced publicly by the Company.

OVERVIEW: Pacific Ventures, established in 2020, is a holdings company that seeks out undervalued and under appreciated businesses within inner-city limits. Pacific Ventures prides itself on its ability to identify and invest in high-potential enterprises that may often be overlooked by competitors. Through our community-driven initiatives, the firm believes that sustainable economic growth can be achieved by empowering local entrepreneurs, fostering innovation, and providing essential resources and support to businesses in under-served areas. Our mission is to act as a catalyst for positive economic change in Los Santos. We believe that by investing in aspiring entrepreneurs and businesses, we can directly contribute to the overall prosperity to the families and households within our city. We understand that their are specific economic variables that prevent the average household from reaching financial stability. At Pacific Ventures, we strive to close the gap between the working class and the upper class by the utilization of our I.C.E development strategy. Innovate - Leveraging the internal traffic platforms of various high-demand services, with the expansion of new ideas to assist with the establishment of further development in these inner-city communities. Connect - By connecting business owners and entrepreneurs to the resources and networks needed, we can create a collaborative business ecosystem from within. This includes partnerships with local governments, angel investors, suppliers and manufacturers. Empower - Workshops, employment opportunities, and mentorship programs built to encourage productivity and promote economic growth. SUBSIDIARIES: Sity Entertainment Inc. Sity Entertainment Inc.primary focuses in curating vibrant and engaging entertainment experiences for adults, catering to a wide audience with diverse tastes in music, nightlife, and promotional events. The company is committed to providing top-tier entertainment in an inclusive atmosphere, while also contributing to the cultural pulse of Los Santos. Sity Entertainment seeks to create memorable experiences through live performances, club promotions, and exclusive events, designed to bring excitement and energy to the city’s nightlife. Services Provided: Nightclub and Event Promotions: Managing and promoting exclusive nightclub events and entertainment experiences across Los Santos. VIP and Exclusive Event Services: Offering personalized VIP services for special occasions, including private parties and corporate events. Talent and DJ Booking Services: Connecting talented DJs, performers, and entertainers with venues and events. Sity Foods LLC. Specializing in a variety of diversified cuisines, Sity Foods aims to deliver high-quality, affordable meals to a wide customer base, including low-income areas that lack access to affordable food options. Sity Foods provides a multitude of culinary experiences, ranging from gourmet meals on wheels to event catering and food truck rentals, all designed to meet the diverse needs of the Los Santos community Services Provided: Mobile Restaurant Service: Operating a fleet of food trucks offering a rotating menu of freshly prepared meals. Mobile Delivery Service: Direct to consumer service for those with accessibility needs with a subscription based program. Food Truck Rental Service: Offering rental options for entrepreneurs and chefs who want to test their culinary concepts or need a mobile kitchen for events. THE SHOP Located in the heart of the city, The Shop brings culture and atmosphere to the forefront of the cosmetology world. With skillful barbers and stylist readily accessible 24 hours of the day, The Shop brings accessibility to the service industry. The Shop provides exceptional barbering services that enhance the confidence and style of our clients while fostering a sense of community in Idlewood. Services Provided: 24 hour haircuts, shaves, trims, and braiding bookings available. Apprentice/Mentorship Program for those with a passion for the business. Pacific Property Management LLC. Pacific Property Management LLC. has covered a broad spectrum of affordable housing in San Andreas, ranging from the fee purchase of Class B market rate properties, to inner City Section 8 properties, and to developing mixed income housing from the ground up. Pacific Property Management emphasizes that our properties are an integral part of a larger community, whilst remaining affordable. Services Provided: Professional real estate property management. Property Development & Management advisory. Real estate marking consulting.