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MAS AND ST. JOHN The foregoing instrarnent was acknowledged before me this 12th day of Nomrass, 2011, by Eat A. Kelleduls, Gregory J. Ferguson, and Brett Geary. GINA MARIE BRYAN NOTARY PUBLIC NP 069-09 C0NAISSI0N EXPIRES 09/28,2010 Er. Tuommst JOHN. WWI CS C-• 7 CONFIDENTIAL SDNY_GM_00013687 L CON

l pledge as collateral for indebtedness any shares of stock without fiat obtaining the written consent of a majority of the disinterested menthas of the Board of Directors of the Corporation. lain= At all elections of directors, each stockholder shall be entitled to votes as shall equal the artifact of votes that (exce

HEREOF, ive hvt.t hereunto subscribed our Nina this 12th day of November, 2011. Erika A. ;Celled)* Inc dregorti. Forgoer ,e) N;:t1:- Co C..- • Brett Geary, Incur) orator (.4) or IficorpnItor TEJIMIX)RY UNITED STATUS VIRGIN ISLANDS DISIRICII OF ST. THOMAS ANL) ST. JOHN 'lite tonguing insirOluent w

elected and acting (the "Corporation') hereby certify that: 1,N-40 1341k 4 (21 (11 The following resolutions were adopted by unanimous consent of the Board of Directors of the Corporation on the of Tom(/ . at, 13 Rees: Act. 1— RESOLVED, that any persons designated by the day of the Corporation are authorized on be

AND ST. JOHN The Lim:going insttaincist was acknowkdgod before me this rah thy of N•ayrt, 2011, by Eruct A. Kellethols, Gregory J. Fiirguson, anti Brett Geary.. - • ••• GINA MARE BRYAN NOTARY PIXIIIIGNP 069-00 COMMISSION EXPIRES 09/28/2018 at THOMAS/Bt JOHN. USVI n. 1 CONFIDENTIAL - PURSUANT TO FE

nt Number: . the duty defied and acting (the "Corporation, hereby certify that: (1) The follow:xi resolutions were adopted by unanimous consent of the Board of Directors of the Corporation on the day of T.A1 . c)-o13 : RESOLVED. that any wean designated by the Pres of the Corporation we authorized on behalf of