EFTA01368284

The foregoing paragraph shall be construed as enumerating both objects and purposes of this Company, and it is hereby expressly provided that the foregoing numeration of specific purposes shall not be held to limit or restrict in any manner the purposes of this Company otherwise permitted by law. ARTICLE THREE J/URATIQUANI) CONTINUITY The period of duration of this Company shall be perpetual. No member shall have the power to dissolve the Company by his or her independent act of any kind. ARTICLE FOUR ORgANIZIIR The name and address of the organizer of this Company is: Greg J. Ferguson Mailing Address: 9100 Port of Sale Thomas, L.S. Virgin Islands 00802 0 0 -0 C, rn CO ,INSUitE>IN St til ;•C rn Z3 0 - :to -Ti rn • Physical Address: 9100 Port of Sale iiall,: qtabizto? St. Thomas, U.S. Virgin Islands 00802 -a in --1 ARTICLE FIVE MANAgIMM The CoMpany shall be manager-managed. The initial manager of the Company shall be Jeffrey Lipstein. The physical and mailing address of the initial manager of the Company is 9100 Port of Sale Mall, Suite 15, St. Thomas, U.S. Virgin Islands 00802. ARTICLE SIX C. A.g1TAL The Company shall begin business with capital in the amount of One Thousand United States Dollars (US $1,000.00). ARTICLE SEVEN LIWTATION OF LIABILITY No manager of the Company shall be liable to the Company or its members for monetary damages for an act or an omission in such manager's capacity as a member, except for liability of a manager for (1) a breach of a manager's duty of loyalty to the Company or its members, 00 an act or omission, not in good faith, that constitutes a breach of duty of a manager to the Company or an act or omission that involves intentional misconduct or a knowing violation of the law, 010 a transaction from which a manager received an improper benefit, whether or not the benefit resulted from an action token within the scope of the manager's position, or (iv) an act or omission for which the liability of a manager is expressly provided for by an applicable 2 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) 1-1- I Al DB-SDNY-0059978 SDNY_GM 00206162 EFTA01368284