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Executed letter March 23, 2021 Mr. Andy Smith President Island Roads Corporation 6501 Red Hook Plaza, Suite 201 St. Thomas, VI 00802 RE: S18ADPWC20 (IRC) Roadside Repairs (Emergency) for the Islands St. Croix, St. Thomas, and St. John USVI for the Department of Public Works Dear Andy Smith: Transmitted herewith is the attached fully Renewal Supply Contract (Supply Contract) to provide Roadside Repairs (Emergency) for the Islands St. Croix, S. Thomas, and St. John USVI for the Virgin Islands Department of Public Works, during the period of March 23, 2021, through March 22, 2022. Island Roads Corporation will perform under this Contract in accordance with Addendum I (Scope of Work), Addendum II (General Provisions), and Addendum III (Termination of Contracts). Island Roads Corporation fails to comply with the terms of the enclosed Contract, the Government of the Virgin Islands will exercise all rights and remedies available to it in law and equity all documents via email to the Department of Property and Procurement for further processing. If you have any questions, please contact Dynell R. Williams, Deputy Commissioner of Procurement, at 340-773-1561 ext. 5244 or email dynell.williams@dpp.vi.gov. Respectfully, Dynell R. Williams Deputy Commissioner of Procurement DRW/mth March 11, 2021 Andy Smith President Island Roads Corporation 6501 Red Hook Plaza, Suite 201 St. Thomas, VI 00802 RE: Renewal Option S18ADPWC20 (IRC) Dear Mr. Smith: Transmitted herewith is a Renewal Option to provide Roadside Repairs (Emergency) for the Islands St. Croix, St. Thomas, and St. John USVI for the Department of Public Works during the period of March 23, 2021 through March 22, 2022. Services provided will be made in accordance with the terms and conditions of the contract. We invite your attention to the General Provisions of said contract particularly to Section II concerning default. To complete and facilitate the movement of your contract the following is required: 1. Initial all documents in the bottom right hand corner (BLUE INK ONLY) 2. Sign the original contract in the presence of one (1) witnesses (BLUE INK ONLY) 3. Current VI Business License 4. Proof of Commercial General Liability Insurance with the Government of the Virgin Islands as Certificate Holder and Additional Insured as indicated on Endorsement (policy number on endorsement must match policy number on certificate). An endorsement that explicitly names the Government of the Virgin Islands as an additional insured is required– blanket insurance endorsements that do not name the Government of the Virgin Islands are not accepted) 5. Proof of Worker’s Compensation Coverage/ Government Insurance Coverage 6. Sam.Gov Registration 7. Proof of Professional Liability Coverage with Government of the Virgin Islands as Certificate Holder for professional services contract. 8. Articles of Incorporation (and applicable amendments) 9. Tradename Certificate if company uses a tradename (valid for two years) 10. Certificate of Good Standing (valid from July 1st thru June 30th) 11. Corporate Resolution on company letterhead (signed/ attested & dated by corporate secretary authorizing signatory) Upon receipt of the requested information, please return all documents to the Department of Property and Procurement for further processing. If you have any questions, please contract Dynell R. Williams, Deputy Commissioner of Procurement at 340-773-1561 ext. 5244 or email dynell.williams@dpp.vi.gov. Respectfully, Anthony D. Thomas Commissioner ADT/drw/mth EXERCISE OF RENEWAL OPTION. GOVERNMENT OF THE UNITED STATES VIRGIN ISLANDS ER DEPARTMENT OF PROPERTY & PROCUREMENT CONTRACT NO.: SI8ADPWC20 (IRC) DATED: March 31, 2020 EXERCISE OF RENEWAL OPTION Contractor Description of Scope of Work/Services Andy Smith Island Roads Corporation 6501 Red Hook Plaza, Suite 201 St. Thomas, USVI 00802 Roadside Repairs (Emergency) for the Islands St. Croix, St. Thomas, and St. John USVI for the Department of Public Works Pursuant to the renewal option provision of Contract No. SI8ADPWC20 (IRC), and subject to the aDpropriation and allotment of necessary funds, notice is hereby given that the Government of the U.S. Virgin Islands, Department of Public Works exercises its option to renew and does hereby renew the aforementioned contract for the period March 23, 2021 through March 22, 2022, at the stipulated cost therein. All the terms, covenants, and conditions of the contract affected shall continue in full force and effect. Please acknowledge receipt and acceptance hereby signing and returning the original to: The Department of Property and Procurement #3274 Estate Richmond Christiansted, St. Croix, USVI 00820 ~ Ap & ACCEPTANCE: Andy Smith, President Island Roads Corporation Commissioner Nominee Department of Public Works DATE: 0 liz [202) pate: Merch 25,202 Mwy dD. Charan — 3/23/2021 Anthony 0,/Thomas, Commissioner DATE Department of Property & Procurement -GOVERNMENT OF TRE VIRGIN ISLANDS TASK ORDER CONTRACT Roadside Repairs (Emergency) for the Islands 6£ St. Croix; St. Thomas.and St.John, USVI This‘Agreement'made this, 3) day of Mareh _,20 2.0,,in thé Testitory of thé Un ited States Virgin Aslands by and betweeir the Government ofthe Virgin fslands-Departinent of Property and Procurement, on ‘behalf ofthe Department.of Public Works (hereinafter refered to as.“‘Government’) and Islands Road Corporstion,.whose addesss is 6501 Red: Hook Plazx, Suite 201,.St. Thomas, VI ‘00802 (hereinafter referted'to as “Contractor"y, { , , WHERIAS,: tlie. Government 7 in need of a: contractor 19 provide Roadside Repairs. (Emergency) for the Istands of St.Thomas and St. John USVA; and WHEREAS, ihe Contractor was selected in accoidance with RIP-029-C-2019(P); and WHERDAS,; the Contractor represtnts.that it {s willing and capable of providing the services in dn expeditious manner-and ih accordance with the Specifications cited in Addenda aiid JI: it:is mintually agreed betweeri the Parties as follows: 4 Section L That-tor and. in considerdtion of the prices and othér iets: and-conditions of this Contract, <he-Contractor ‘agrees. to provide Roadside. Repairs (Emergency) for lie Islands of Si; Thomas and St. John USVI, to the Government when and. wheré directed’ by the Comimissioner of Department of Public Works. The Contractor shall furnish all necessary supplies to provide the: services Outlined in Addendum I (Scope of Services), attached hereto.and made a part of this Agreement, Section II: The Government,in consideration of thé sutisfactory. performance of thé services described :0 Addendum J, agrees to pay Contractor in accordance with invoices-subrmitted anid ‘approved by Departhent of Public Works sct forth i Addendum I! (Cémpensation..and Attachment) attiched hereto and made, a part of this Agreement. Both: parties agreé that fic individual project’. assignment -can exeeed Fifty Thousarid Dollars and Zero Cents ($50,000.00). : Section “30. This Contract shall comizence on March 23;,2020° and shall icrminate on March,-22, 202K unless mufually-extended or termingtéed by the Parties. No alterations or variations’ of the terms of the propdsal shall be yalid or binding upon: the Government tnless: made. in writing ‘and approved dy the Government. Thé:seivices under this.contract shall be fora period of one (4) year’ with a renewable Optionfor's, perléd of one (1 \) year. : - Section EV.. The-Conthictor agrees to provide the services outlined-in. Addendura J ‘Scope of Work) ‘n. acgordance with. the fermsand conditions outlined. in Addendum TH (General Provisions), both attached liereto-arid madé a part. ofthis Agreement, . Section V. This-Cohtract'shalf be governed by the. laws of the United Statés-Virein Islands arid _orisdiction shall temaip ia the United'States- Virgin Islands. : Section Vi. This Contract shalt be-subject:ta ‘the availability, and appropriation of funds, The Contractor'shall-only. perform. services when directed by the’ Commissioner of Depatiment of Public: Works: or aiithorized representative, Séction. VIE. This Contract constitutes the entire agreemerit between thé parties hereto, and all prior understandiites or communicatiotis, : written or oral, with respect to the, Service; which is the subject’ thatter of this Contract, are mierged herein, A ‘SASADPWC20 (IRC) ; . Initials MM A IN WITNESS WHEREOF, the partics have hereunto set their above written. This Contract is executed in an original, in the year and day mentioned in the first hands on the day and year first WITNESSES GOVENRMENT OF THE VIRGIN ISLANDS: ’ Os: ne (OL ere ee ee — 3 is (4i~a4— ees 3/31/2020 Zar Thomas Date lambs highuds) Commissioner ent of Property and Procurement ar. PE. .. Diz bpr0 Ne ment of Public Works —s Maret () 29% tay o +h - Andy Smith Date ds C President Island Roads Corpomtion Biieces x BEC GRAC = (Corporate ‘Sent if Cortracew ts 9 Derpesstion Od. lf A1 A. 47, 20 # S1SADPWC20 (IRC) Initials tt A - —_—- ——_ et scan, c™ ADDENDUM £ a SCOPE OF WORK; r= ToskOnver Ws, Uri, [Pedces ae i x {EA: 1EA. JAR JLE ° Icy." a ry = ce . : #is0H Roadndy Mittag 12" Denth} . ES ASN" 80503 | Untreated Aggrepete:Course Base/Subbase} cy “30702 Se restiAggiosate -Gtoding 15" depth, BY. a 30301 |Rimad Reconditioning ig i STA 4DL0MAS lAspnult concrete Pavitient-Ce,*A'GR:"0" Type IV. Sindalfiiiess fit plato. LBRS. ao10708 Asphalt Concrata Pavement 1,7A",GR,"O", féveling base cadrseIn place TONS pa0i01.0) Hsvihalt Controte Paventent Ch,"A%, GRYON, matetlationly “TONS” Ps 41202| Tork Coat; Gale RSA ; _|GAL_. ; 50101 )RInid Pavement ae cy" i j “tri eee TET Place, tndludlag tonne and [rebar jax (60202(A} |i" Relnforced Caneraté Pipes ELI-Inpkce UF J60201{A) [24° ndinforsnd.Concreta Pips; Ck IN—lrpkace, ; WE Gb2011A 20s fice Cone fted Pine culver cigs in Pista ° ie 6H202{8) [S6!-Reinfarced:Coricretant citi Culvert; Clats Ulan Ploce fame oe o2ti6). [ag RelofGrced Concvéted Pine Cuivre; Class Ii ts Plage iF 0M HOPE Cifenct-tn Place -_ |tR Q20UB}"}24" HDPE’ Culteit- tn-ekice: . [tr : 602078}. [30° HDPE Culvert-tn Place, ae GO20RA) JABS HDCE Culyere~In Plane, KE E Gaviori Baskets _ “or 50405| Mate! Ring Adjaztad iianhole ta) JER”: SOgGI(A} [Paved Waterway Tipe. |s¥.. 608 Tyner’ cithaid GintersIn Place, __ a LF. Adjiist Water Uelve B Box- ae i" Jes ji ; SY ran aig a “white/yeltaw} i ; « hasth Dietetics Ee dovembrt Matertal (Sead/Mulchi (sv. Systent 54 Type, Class 8 __ {LF | __ 04202] Gord Rail Terratnal Section Type MELT. _leK. INIISC ”_‘|iscalnbdus it2ois (oust Hus 20%) aG ; Kigaosed tpoqtractor_ President o&Company, SISADPWC20 (RC) Hae entes ane le eee emee at pony ere e me mere mee mn meee ene ree cee tee nen leanmmetuen. pnamenpmee stem oboe ft pans ADDENDUM II COMBENSATION The Governinent, if consideration: of the satisfactory performance of the services described in the bid’s Scope of Work, agrees to make progtess ‘payimenis’ based on the invoices subinitted by. the: Contractor, Island. Roads Corporation. The parties further agree that paymerits will be made in accordance with actual wok performed at the tates set forth hetein, and no individual project assignment can exceed Fifty‘ Thousand Dollars.and Zero Cents (350;000.00). . GVI Negotiated Prices: See! Attachmenit ‘S18ADEWC20 GRC) 4 initials, fy Hy HI ee ee rs mee eee ee ATTACHMENT Ho, link 1530: “Iss 63501 at La [eA 1 a) 2 {EA r 75.00 63501 EA 375,00 £3503 a EA 18750 +R $ 22.50 15703{Sit Fence : 1200 23161 | clearest and : ac. | 15,000.00 of Concrate Sv 37.50 29401 | @xomvadion and Emibanknarnt ey $ 33.00 25101) Pieced Icy § 196.00 |___ 25101) Mortered jev7$ 2580.00 Y_4i301 = =a fr i 37101 Course = aan 20202) Cement id |s¥ 105.00 30301 Fo $ 1125.00 30501) Fall Ou ot a wits Y ($3800 Feel Aaphat Conerete Pevement O.,°A‘GA'C", Tyos-V Smoothness in ptice _ $400.00 | 01/8) Pavement 1,"A'.GR.°D" bea In c 400.00 401016 ome Segre |___.41.202 [Tach Cost, Grave RS-2 anh GAL | ¢§ 22.50 ; eh =e cv $1,000.00 60301 cy |$ 1.80900 ZORA} cin 450.00 oF. G 528.00 Class Mi én Piers uF § 0080 Ges E-tPice a eT .] Setniorced Class #11- Ia BG $ 90000 1S” HOPE Culvert - in Place me 5 «337.50 = juF 412.50 ois Piece {ur ry 39" HOPE Culvert -in Place he $ 63750 POLOIA) 45" HOPE Cutvert -in Place UF 5787.50] |. 25301 | Gsbion Sexkets lov [§ 112500) Metal Manhole (247) |EA _ 678.00 fPOS0LIA) | Paves Waterway Tyne jsv_ [S$ 225.60 | _60901) Type F* Curb and Gutter -tn Pisce LE 112.50 61101 Water Valve Onn te 375.00 | __61501|Concrate Stiewelic (4°) [sv $ 180.00 feas0Ua) Pavement [a iis 3 mY) | f63401(8 Pavement Marking, Type H (36° white) le 540.00 73301| Roadside Material isv 5 20.00 a 62701 Guard Rall System, G4 Type I, Cless B jue $ 150.00 63702] @uard Ral Terminal Section Type MELT —lea__|$ 300009 iisoellaneons iteres Plus — Lieensed Contracter. a {Leta (s} Vk eretuntet Comoamy Pune sm soln SISADPWC20 (IRC) a a ees ee ADDENDUM In GENERAL PROVISIONS: 1. LIABILITY OF.OTHERS Nothing ‘in this Agreement shal) be. constiued 19 impose aly liability ‘upon ‘fie. Goverinentto,-parsons; firme, associations, or:edyporations.ciigaged:by:Contiactoy as strvants; agents, independent.contractors;.or iivuriy othe} bapatity whatsnever, or make the Goyérninent Ifible tb-aiy such persons, figns, associations ‘Gr Dorpordiions foythé-acts, Omissions,..responsibilifiés, obligations.and taxes:of Contractor oF whatsoever “Tatute, including hut nat limited to-unemploynent-iniuirance and Sopizl security. tixes Zor Contractor, fis. ‘Sci'Vants, agents or indapenderit conttactors, ; “The Contractor shail not Subcontract dr assign any part of the services, under this Agreement without the prior wiitsrrapproyelofthe Goverment. : 3. INDEMNIFICATION oss, -dainage, lixbility, claims, demands, déiriments cast, charges afidt eftpenses (including afforney's fees) atid.causes of aclich.6£ whatsoever chargcterwhich the Goyenimestmiay ineur, sustain or bespbjeciedto, avisisig out £or in any: way copnested,toithe. strvites-to, be performed'by Contractor imder this‘Apreement dlid-ariking from any cause, except the sofe Degligenes of Gavernment: * 4. ‘TERMINATION: Conttattar agrees to indemnify, defend, and hold harmless the Govemment from and-againss. any and-all ‘The Government shall, have the rjght-to teim inate this Contract with cayse-on.ten (10).days written notice 10-the other party. spaéifying ie date: of ierthinstion, The performande of Work under shis contract-miby ibe terminated by the Governmieatin part, whensver: the Government shall devin mich terinination advisabic. This partial termination Shalt he:affetted by-tdelivering to the, Confractor-a Notioe-of Pettial ‘Termination “speotihing the extent to, which the! tervhs-ani/ox duties tinder this: Agieeinent are tetmifated ail the. date. upon which such termination tecomes Effective: ‘Fhe Contractor shall be entitiod to:teceive payment for Secvices:provided to the datd.of termiriation, 3achiding paymentfor the period-offthe ten {10) day notice. 5. NON-DISCRIMINATION No person:sliall be excluded from participatingin, ba denied the piduteds of orbe subject to disarimipation- intthe pertotmance of thiz-Contract on Becount. of race, creed, ‘calof, Sex, seligion, disabllity-or national. acigin; ; : 6 ‘NOTICE. “Atty notice required'to be, given: by the'terms of ‘this. Coitract shall tic: déemeii to have been'given when ite game's sent by certified mail, postage prepaid or personally defivered, addressed th the Parties, s:fallaws: SiBADPWCA0 {IRC} 3 thitiats A y / es GOVERNMENT Anthony D:Thonias Commissioner Nominee. Department of Properly: arid:Procurémént 3nilding No. 1 Sub Babe, 3 Ploor, St.Thomas’ US, Virgin Isiands,00802 Nelstin’M, Petty, Ji, PE: Commissione: Noininec: Department of Public Works S002 Estate Canna's Hope U.S..Vargin Islands 60820 Andy Smith. President . Island Roads Corpofation $301 Red Hopk Plaza, Shite 201 St. Thomas; Vi 00302: 7 RIGHTTG WittiHoLD IF Work uniier this Contract, is net -perfontiéd ih atcordaiice wilh the terms, Heteof;:the Government will have the sight't withiéid out df afiy payment due to Contractors; sudh-ajims asithe Goyernnient may deem ‘amipie to, provect it against loss ‘or te aisuré paytoent of clainis arising thereifom, and. at its option, the Govemment may apply'such sums in sucht mainer asdhe.Goverpméent may deen phoper to-seoure iselfar torsatisty such claims, ‘The Goverriment:wi)i immediately nofiftthe Contractor in writing in-the event that. itelectsito exestlse its right-to withhold. 8. PAILURE'TG DELIVER: by the Government, or failure to, make ‘éplaceifient. of Téjocted commodities when, so requesied, immediately or as ‘Hrécted bythe Gavefnmentt, will constitute aiihotity for the Government to:purahasein the optn.wiarket Yo. replace the cottimodities rejected ot not delivered: The Goyernmentreseryes:the right ie teh Soa Railure‘of the Contractor to delivessigihin the thitespecified, br wiltin a reasonable time.as interpreted. fo authorize immediite pinchases:in The open macket against.rejections.on this tontiact:when necéssary! On all such purchases, the ‘Contrantor arees promptly 10 reimburse: the Govertisient fo¥ Excess. costs foeasivnéd by such paschases! Such purchases will be dadiicted froin cdntract qigntities, However; Should public‘nécessity. démand it, the Government reserves'the right toruse, Sr-consurae commipdities:délivered - which aré substandartjnr quality, sibject to an adjstiient in‘price tg he determined by the Govemmient, 9: FALSE CLAIMS Contractor warrantsthatitéhellaok, with respectto this. Contract, make otpreseatany claim upon or against the. Government ofthe” Virgia Islands, or'ahy Officer, department; board, commission, or other agtiney théfeof knowing such claini. to be. false; fictitious. or ffaudulent.. Contrastor acknowledges that. making: such a. false, fictitious; or Frandwent.claim fs an pifense- wider Virgin Islands laws ; : BASADPWCR0 (IRC) 7 lelthals, A A VA Oe eee os fe, THE GOVERNMENT OF THE VIRGIN ISLANDS Fi 4% DEPARTMENT OF LICENSING AND CONSUMER AFFAIRS s Be PROFESSIONAL LICENSE ¢, TF KNOW ALL BY THIS PRESENT “Virgin se ~hat, in accordance with the applicable provisions of Title 3 Chapter 16 and Title 27 V.LC. relating to the licensing of businesses and occupations, and compliance having been made with the provisions of 10 V.I.C. Sec. 41 relating to the Civil Rights Act of the Virgin Islands, the following license is hereby granted. ST. THOMAS VI 00802 ST. THOMAS V1 00802 Licensee: ANDREW J. SMITH _Trade Name: ANDREW J. SMITH Mailing Address Physical Address é 6501 RED HOOK PLAZA § 6} ESTATE NAZARETH . CHARLOTTE AMALIE CHARLOTTE AMALIE Business No: 27457 License No: 1-27457-1B Types of License(s) Construction Contractor AS provided by law, the authorized licensing authority shall have the power to revoke or Suspend any License issued hereunder, upon finding, after notice and adequate hearing, that such revocation or suspension is in the public interest; provided, that any persons aggrieved by any such decision of this office shall be entitled to a review of the same by the Territorial Court upon appeal made within (30) days from the date of the decision; provided, further, that ell decisions of this office hereunder shall be final except upon specific findings by the Court that the same was arrived at by fraud or illegal means. If a renewal is desired, the holder is responsible for making application for same without any notice from this office. It is the responsibility of the Licensee to notify the Department in writing within (30) days, when a license is to be cancelled or placed in inactive status. Failure to do so will result in the assessment of penalties as authorized by law. Valid from 11/01/2020 until 10/34/2021 Printed on 10/19/2020 F Issued at St. Thomas,V.J. ae clroucl. Coe At. Fee 130,00 Commissioner, Department of Licensing and Consumer Affairs THIS LICENSE MUST BE PROMINENTLY DISPLAYED AT PLACE OF BUSINESS #45 ' aceNSinG fey oe “%, THE GOVERNMENT OF THE VIRGIN ISLANDS ig , 2 DEPARTMENT OF LICENSING AND CONSUMER AFFAIRS 5 3 PROFESSIONAL LICENSE &, me RERVE = “an” KNOW ALL BY THIS PRESENT GIN 1 That, in accordance with the applicable provisions of Title 3 Chapter 16 and Title 27 V.LC. relating to the licensing of usinesses and occupations, and compliance having been made with the provisions of 10 V.I.C. Sec. 4° relating to the Civil Rights Act of the Virgin Islands, the following license is hereby granted. Licensee: ISLAND ROADS CORPORATION Trade Name: ISLAND ROADS CORPORATION Matling Address Physical Address 6501 RED HOOK PLAZA 7440 ESTATE BOVONI 48-B SUITE 201 CHARLOTTE AMALIE CHARLOTTE AMALIE ST. THOMAS VI 00802 ST. THOMAS VI 00802 Business No: 7683 License No: 1-7683-2B Types of License(s) | Generat Construction Co. 7 ae — As provided by law, the authorized licensing authority shall have the power to revoke or suspend any License issued hereunder, upon finding, afler notice and adequate hearing, that such revocation or suspension is in the public interest: provided, that any persons aggrieved by any such decision of this office shall be entitled to a review of the same by the Territorial Court upon appeal made within (30) days from the date of the decision: provided, further, that all decisions of this office hereunder shall be final except upon specific findings by the Court that the same was arrived at by fraud or illegal means. Ifa renewal is desired, the holder is responsible for making application for same without any notice from this office. It 18 the responsibitity of the Licensee to notify the Department in writing within (30) days, when a licerse is to be cancelled or placed in inactive status. Failure to do so will result in the assessment of penalties as authorized by law. | Valid from 11/01/2020 until 10/31/2021 Printed on 10/19/2020 Issued at _—«St. Thomas, Vil. Als eee cove hNl. Fee 130,00 Commissioner, Department of Licensing and Consumer Affairs THIS LICENSE MUST BE PROMINENTLY DISPLAYED AT PLACE OF BUSINESS SING or 80, Ss Te "Se, : THE GOVERNMENT OF THE VIRGIN ISLANDS Fy A ae Hs DEPARTMENT OF LICENSING AND CONSUMER AFFAIRS = AN 3 BUSINESS LICENSE i a (4 panty KNOW ALL BY THIS PRESENT That, in accordance with the applicable provisions of Title 3 Chapter 16 and Title 27 V.LC. relating to the licensing of businesses and occupations, an compliance’ having n ,made with the.provisions of 10 V.LC. Sec, 4] relating to the Civil Rights Act of the Virgin Islands, the. following eis Bhereby granted. a : Licensee: ISLAND ROADS CORPORATION Trade Name: _ISLANDROADS CORPORATION = Malling Address ice ___| Physical Address 6501 RED HOOK PLAZA | ESTATE BOVONI1A1 SUITE 201 | CHARLOTTE AMALIE CHARLOTTE AMALIE ; ST. THOMAS VI 00802 ST. THOMAS V100802 7 a a egg Business No: 7683 5S Le ie License No: © 1=7683-1L Types of License(s) : General Manufacturing - 32000 (Stone, Glass, Clay, and Concrete Products) Pa ST " Wholesaler Other than Liquor As provided by law, the authorized licensing authority shall have the power to revoke or suspend any License issued hereunder, upon finding, after notice and adequate hearing,*that such revocation or Suspension is in the public interest; provided, that any persons aggrieved by any such decision of this office shall be entitled to a review of the same by the Territorial Court upon appeal made within (30) days from the date of the decision; provided, further, that all decisions of this office hereunder shall be final except upon specific findings by the Court that the same was arrived at by fraud or illegal means. If a renewal is desired, the holder is responsible for making application for same without any notice from this office. It is the responsibility of the Licensee to notify the Department in writing within (30) days, when a license is to be cancelled or placed in inactive status, Failure to do so will result in the assessment of penalties as authorized by law. Valid from 03/01/2021 until 03/31/2022 Printed on 03/16/2021 Issued at St. Thomas,V.. ealaaell CeuedhiNl. Fee 520.00 Commissioner, Department of Licensing and Consumer Affairs THIS LICENSE MUST BE PROMINENTLY DISPLAYED AT PLACE OF BUSINESS ACORD® CERTIFICATE OF LIABILITY INSURANCE one 05/06/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder ts an ADDITIONAL INSURED, the policy(ies} must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on tris certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Sonia Alfred Theadore Tanick & Company bes iF xy, (340) 776-7000 TE ne: (340) 776-5765 The Tunick Building, Suite 300 ROBNESs: Salfred@theodoretunick.com 1335 Belljer Road INSURER{S) AFFORDING COVERAGE NAIC 4 St. Thomas Vi 00802 INsuRERA; Underwriters at Lloyds CEU INSURED INSURERB; Certain Underwriters at Lloyds LOX Island Roads Corporation INSURER C : 6501 Red Hook Plaza Suite 201 INSURER D: INSURER E : St. Thomas VI 00802 INSURER F: COVERAGES CERTIFICATE NUMBER: —_CL2043013794 REVISION NUMBER: THIS 1S TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSICNS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. aR TYPE OF INSURANCE POLICY NUMBER ANE (MRUDDIYYYY) UMITS ><} CCMMERCIAL GENERAL LIABILITY EAC OCCURRENCE s 1,060,000 A | CLAIMS-MADE OCCUR PREMISES (Ea occurrence) s_1,000,000 | MED EXP {Any one person) Ss 5,000 AT B1230GP03628B20 05/01/2020 | 05/01/2021 | personaLaanvinitry | § 1.000,000 | GEN'LASGREGATE LIMIT APPLIES PER GENERAL AGGREGATE s_ 1,000,000 |_| Poucy [] 5ES Loc PROOUCTS-COMPIOPAGG | s 1,000,000 OTHER Stopgap s 1,000,000 AUTOMOBILE LIABILITY (eo accent NGLE UMIT s 1,000,000 Y] ANY AUTO BODILY INJURY (Por person) | S B | <i Riree cry <5 | all Rene aD BAPLOX23888 05/01/2020 | 05/01/2021 | BopiLy INJURY (Per accident) | § HIRED NON-OWNED PROPERTY DAMAGE >< Auros onty AUTOS ONLY | (Par accident) — Hired/oorrowed s |_| UMBRELLA LiAB |__} occur EACH OCCURRENCE s tL CESS Las CLAIMS-MADE AGGREGATE $ vep |__| retention s : 5 s WORKERS COMPENSATION | ER TH: AND EMPLOYERS’ LIABILITY IN starure | |e ANY PROPRIETOR/PARTNER/EXECUTIVE 7 E.L_ EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? NIA {(Mandatery in NH) E.L_OISEASE - EA EMPLOYEE | S Ityas, describe under DESCRIPTION OF OPERATIONS below E.L OISEASE- POLICY LimiT_| $ Trailer Interchange . B | Drive Other Car - BAPLOX23888 05/01/2020 | 05/01/2021 | Trailer Interchange 135,000 Drive Other Car 4,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if mora space is required) Gereral Contractor—Specializing in Streets or Road Paving or Repaving, Surfacing or resurfacing or Scraping using Asphalt or Tar and Concrete Constructlor CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ASOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Insured's Copy Proof of Coverage Use Only ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ; rm. SES © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD i! punt sourINsuUy JUSUIUIAAOD ‘I0}9aI1q i aspinyas ‘¢ AuomUY ZO800 Ib ‘SEWGOPGL ‘LS | l0e ‘LIS UZETL MOOK GiM TOS9 | 25. NMOLLVEOLLOO SGEOS GNETST aaAOTMIWNA AO SSAUdCAV 2 ANVN [C06 ‘TE SLOGLIDG % T20S TAGETINED 494 pouad ay 106 SG EG fayod hg pasanos 31 sahoydua styy fo ysu ayz, may hg paysygo3sa afp1aa09 aoupinsu ayy fo sufauag puy s1y Fu ayy 07 paayzua s1 fyfurpio290 ‘pup ‘apop spunsy wb, ayy fo ‘exz uonsas ‘TT saadvyp pe may, fo uorsiaosd ayn yun arupposs0 un wnnuard pasinbas ayy prod puv asunuiy, fo sau0isstusu0 ays 03 yoda, s,sahojduy, ay; ‘puns aruvimsuy quausuaaoh ay fo unporsny ays yun pal svg NOILELOELOO SGLOS GNETST sahoydiua ays zoyy hfigsaa 7 abosanoD amuninsuy yuaumusano fononfysag DINUNIL tO INDNILEDLG = | Pung auvinsuy quauussaoh ‘umporsny ayy fo anffo [C0C'SCAMBLTLNGUS (210G [s | SANVISI NIDUIA S3LVIS GALINA 3HL \ P40 LNAWNYSAOD | < ¢ q SAM Search Results List of records matching your search for : Record Status: Active CAGE Code: 35XA1 aa EN™ TY _|ISLAND ROADS CORPORATION Status: Active DUNS: 622489599 +4: CAGE Code: 35XA1 DoDAAC: Expiration Date: 01/22/2022 Has Active Exclusion?: No Debt Subject to Offset?: No Adcress: 6501 REDHOOK PLZ STE 201 City: CHARLOTTE AMALIE State/Province: VIRGIN ISLANDS ZIP Code: 00802-1373 Country: UNITED STATES March 16, 2021 2:31 PM https://www.sam.gov ARTICLES oF LIhDORFURATION UE LSLAND ROADS TUORPURATION We, the undersigned, for the purposes of association to establish a corporation or the transaction of the business and the promction and conduct of the objects and purposes hereinafter Stated, under the provisions and Subject to the requirements of the laws af the Virgin Islands of the United States, (hereinafter called the Virgin Islands), and particularly the General Corporation Law of the Virgin Islands (Chapter 1, Title 12, Virgin Islands Code), as the same may be amended from time to time, deo make and file these articles of incorporation in writing and do hereby certify: First: The name of the corporation hereinafter called the Corporation) -is ISLAND ROADS CORPORATION Second: The principal office of the corperation in the Virgin Islands is P.O. Bex 9820 Professional Bidg. St. Thomas. Virgin Islands. Fortets Strace Suite #1 *« Third: The nature of the business af the <worporation and the objects or purposes to be transacted. promoted or carried on by it are as follows: To purchase, lease, hire or otherwise acquire real and personal property. improved and, unimproved. of every kinds and description. and to sell. dispose of, lease, convey. encumber and mortgage said property, including condominiums. or any part thereof. Ta acquire, hold, lease, manage. operate, develop, control, Cuild, #rect, maintain for. the Purposes of said company, CONStruct. recomstruct or purch either directly or through awnersnip o any orporation, and lands. buildings. etores, warehouse. mills. snops. faecter Y FR a a ARTICLES OF INCORPORATION ISLAND ROADS CORPORATION houses. machinery rights, easements. privileges, franchise and licenses, and to sell, lease, hire or otherwise dispose of the lands. buildings, or other property of the company. or any part therecf. (2) To make. manufacture, produce, prepare, process, purchase or otherwise acquire, and to hold, Own, use. sell. import, export, dispose of otherwise trade or deal in and with, machines, machinery, appliances, apparatus, goods, wares, products, and ~° merchandise of every kind. nature and description; and. in general, to engage or participate in any manufacturing or other business of any kind or character whatsoever , whether or not related ta, conducive to, incidental to or in any way connected with the above business. (3) To engage in research, exploration, laboratory and development work related to any material, substance, compound or mixture now known or which may hereafter be know, discovered or developed. and to perfect, develop, manufacture, use apply and generally to deal in and with any such material, substance, compound or mixture. — (4) To adopt. apply for, obtain, register, Purchase. lease, take Licenses in respect of otherwise acquire and to maintain. protect, hold, use, own, exercise, develop, manufacture under, operate and intreduce, and to sell and grant licenses or other rights in respect, assign or otherwise dispose of, turns to account, or in any manner deal with and contract with reference to, any trade-marks, trade names. patents, patent rights. concessions, franchises, designs, copyrights and distinctive marks and rights analogous thereto, and inventions, devices’, processes, recipes, formulae and improvements and modifications thereof. (5) To purchase, lease or otherwise acquire. toe held. own. use, develop, maintain, manage and operate. and to’ sell, transfer, lease assign, convey, exchange or otherwise turn to account or dispase of and otherwise deal in and with such real property... whether located within the Virgin Islands or elsewhere, as may be necessary or convenient inh connection with the business of the Corporation, and personal property. tangible. or intangible, without limitation. ARTICLES OF INCORPORATION ISLAND ROADS CORPORATION (6) To purchase, lease. construct or otherwise acquire, and to hold. own. use. maintain, manage and operate. buildings. factories. plants, laboratories. installations, equipment, machinery. pipe lines, rolling stocks and other structures. facilities and apparatus of every kind and description, used or useful in the conduct of the business of the Corporation (7) To purchase, lease, construct or otherwise acquire and to hold, own, use, maintain, manage and operate dwelling houses and other buildings at or near any place of business of the Corporation for the Purpose of furnishing housing and other conveniences to employees of the Corporation. and others, and to carry on a general mercantile business at or near any such place of business for the convenience of those residing in-the vicinity thereof, and others. 8) To purchase or otherwise acquire, and to hold, pledge, sell, exchange or otherwise dispose of securities (which term, for the purposes of this Article Third, shall include ‘any shares of stock, ee bonds, debentures, notes, mortgages or other obligations and any certificates, receipts or other ne instruments representing rights to receive, purchase or subscribe for the same, or representing any other rights or interests therein or in any property or assets) created or used by any firm, association. corporation or other governmental body, and while the holder thereof to exercise all the rights, powers and privileges in respect thereof, including the right to vote, to the same extent as a natural person might or could do. (9) To enter into, make. perform and carry out contracts of every kind and description, not prohibited by law, with any person, firm, association, corporation or governmental body; and to guarantee the contracts or obligations. and the payment of interest | or dividends or securities of any other person. firm, association, corporation or governmental body. (10) To lend its uninvested funds from time to time to such extent, to such persons. firms, associations, corporations or governments or subdivisions, agencies or instrumentalities thereof, and on such terms and on such security. if any, as the Board o£ Directors of the Corporation may determine. ARTICLES OF INCORPORATION ISLAND ROADS CORPORATION (11) To borrow noney for any of the purposes of the Corveration, from time to time. and without limitation as to amount: from time to time to issue and s€ll its own securities in such amounts. on such terms ahd conditions, for such purposes and for such consideration, as may now be' or hereafter shall be permitted ‘by the laws of the: Virgin Islands: and to secure the same by mortgage Upon, or the pledge of, or the conveyance or assignment in trust of, the whole or in any part of the properties, assets, business and* good will of the Corporation, then owned or thereafter acquired. (12) To acquire and undertake all or any part of the business assets and liabilities of any person, firm, association or corporation on such terms and conditions as may be agreed upon, and to pay for the Same in cash, property. or securities of the Corporation, or otherwise, and to conduct the whole or any part of any business thus acquired subject only to the provisions of the laws of the Virgin Islands. te (13) To merge into, merge into itself or consolidate with, and to enter into agreements and cooperative relations, not in contravention of law, with any person, firm, association or corporation. (14) To purchase, or otherwise acquire and te hold, cancel, reissue, sell, exchange, transfer or otherwise deal in its own securities from time to time to such extent and upon such terms as shall be permitted by the laws of the Virgin Islands; provided, however. that shares of its own capital stock so purchased or held shall not be directly or indirectly voted: and provided further, however. that nothing contained herein shall be construed as limiting the Corporation's rights, pursuant to Title 12, Virgin Islands Code, Section 223. : . , (15) To such extent as a4 corporation organized under the laws of the Virgin Islands may now or hereafter lawfully do. to do, either as principal or agent and either alone or through subsidiaries or in connection with other persons, Firms. associations or corporations, all and everything necessary, suitable, convenient or proper for, or in connection with, or incident ta, the accomplishment of any of the purposes or the attsinment of any one or more of the abjects herein anumerated, or designed directly or indirectly to promote the interests of the Corporation sr to enhance the value of its ARTICLES OF INCORPORATION ISLAND ROADS CORPORATION Properties; and in general to do any and all things and &xercise any and all powers, rights and privileges which a corporation may now or hereafter be organized to do or to axercise under the laws of the Virgin {slands. The foregoing provisions of this Article Thira shall be construed both as purposes and powers and each as an independent purpose and power. The A foregoing enumeration of specific purposes and powers shall not be held to limit or restrict in any manner the purposes and powers of the Corporation, and the purposes and powers herein specified shall, except when otherwise provided in this Article Third, be in no wise limited or restricted by reference to, or interference from, the terms of any provision of this or any other Article of these Articles of Incorporation. Fourth: The total number of shares of all classes of stock which the Corporation is authorized to issue shall be as follows: 1000 shares of-cemmon stock at $10 par value There shall be no preferred stock The minimum amount of capital with whicn the Corporation will commence business is $1,000. The designations and the powers. preferences, and rights. and the qualifications. limitations or restrictions thereof, of the classes, if more than one class be herein authorized, of the stock of the corporation which are fixed by the Articles of Incorporation and any express grant of authority, te the Board of Directors to fix by resolution or resolutions the designations and the powers, preferences and rights, and the qualificatiieons, limitations and restrictions thereof, of the classe if more than one class be herein authorized. of sta of the Corporation which are not fixed by the Artic of Incorporation are as follows: s ’ a 1 k es The Resident Agent of the Corporation is JOSEPH J. MINGOLLA, 10-1-30 Estate Peterborg, St. Thomas, V.I. . —— ARTICLES OF INCORPORATION ISLAND ROADS CORPORATION Page 6 5 ~ Fifth: The names and places of residences of each of the incorpeorators are as follaws: Joseph J. Mineslla II 10-1-30 Estate Peterborg St. Thomas Virgin Islands (P.O. Box 9820) Jerry Hastert 37-16 Estate Pearl St. Thomas. Virgin Islands (P.O. Box 3820} Hans Loeffler Anduze Cottage Na. 2 Raphune Hill (P.O. Box 575) St. Thomas Virgin Islands ate Sixth: The Corporation is te have perpetual existence. Seventh: For the management of the business and for the conduct of its affairs. and in further creation, definition, limitation and régulation af the Powers of the Corporation and of its directors and stockholders it is further provided: il) The mumber of directors sf the Corporation shall be fixed by. or in the manner provided by the By-laws, but in no case shall the number be less than three. The directors nééed not be stockholders. Meetings of the Board \ of Directors may be held at such place or Places within or without the Virgin Islands: as Shall be specified in the respective notices thereof or in the respective waivers of notice thereof Signed by all the directors of the corporatian 4&4t the time in office. (2) In furtherance and not in limitation of the powers conferred by the laws of the Virgin Islands. and subject at all times to the provisions thereof. tne Boara sf Directors is sxpressly authorized and empowered: ARTICLES OF INCORPORATION ISLAND ROADS CORPORATION Page 7 ‘ “ (a) To make, alter and repeal the By-laws of the Corporation, subject toa the power of the Steckholders to alter or repeal the Sy-laws made by ‘the Board of Directors. (b) To determine, from time to time, whether and to what extent and at what timesand places and under what conditions and regulations the accounts and books and accounts of the ; Corporation (other than the Stock ledger), or any of them. shall be open to inspectian by the stockholders: and no stockholder shall have ay right to inspect any account or book ar document of the Corporation, except aS conferred by the laws of the Virgin Islands, unless and until duly authorized to do so by resolution of the Board of Directors. (c) To authorize and issue obligations of the Corporation, secured or unsecured, to include therein such provisions as to redeemability, convertibility or otherwise, as the board Oe Directors in its sole discretion may determine, and to authorize the mortgaging or pledging of. and to authorize and cause to be executed mortgages and liens upon, any property of the Corporation, real or Personal, including after- acquired property. (d) To determine whether any, and, if any. what part, of the net profits of the Corporation or of its net assets in excess of its capital shall te declared in dividends and paid to the stockholders, and to direct and determine the use and disposition thereof . (e) To set apart a reserve or reserves, and to abolish any such reserve or reserves, or to make such other provisions, if any as the Board of Directors may deem necessary or advisable, for working capital, for additions. improvements and betterments to plant and equipment, for expansion of the business of the Corporation (including the acquisition of real and personal property for that Purpose) and for any other purpose of the Corporation. ——s ARTICLES OF INCORPORATION (£3 ISLAND ROADS CORPORATION To establish bonus, profit-sharing, Pension. thrift and other types of incentive. compensation or retirement plans for the officers and employees (including officers and employees who are also directors) of the corporation and ta fix the amount of profits to be distributed or shared or contributed and the amounts of, the Corporation's funds otherwise to be devoted thereto. and to determine the persons to participate in any such plans and the amounts of their respective participations. (g) To issue, or grant options for the Purchase of. shares of stock of the Corporation to officers and employees (including officers and employees who are also directors) of the Corporation and its subsidiaries for such consideration and on such terms and, conditions as the Board of Directors may from time to time determine. (h) To enter into contracts for the Management of the business of the Corporation For terms not exceeding three years. (1) By resolution or resolutions passed by & majority of the wnole Board, to designate gne or or more committees. each committee fo consist of two or more of the directors of the Corporation, which to the extent Provided in such resolution or resolutions sr in the By-laws. shall have and may =xercise the powers of the Board of Directors (other than the power to remove wr elect officers) in the management of the business and affairs of the Corporation and may have the power to authorize the seal oF the Corporation to be affixed to all papers Which may require it, such committee or committees to have such name or names as may be stated in the By-laws or as may be determined from time to time by resolution adopted by the Board of Directors. .J) To @xercise all the powers of the Lorporstion. except such as are conferred bv law. or by these Articles sf ARTICLES OF INCORPORATION ISLAND ROADS CORPORATION Incorporation or by the By-laws of the corporation, upon the stockholders. 3. Any one or all of the directors may be removed, with or without cause, at any time, by either (a) the vote of the holders of a majority of the stock of the Corporation issued and outstanding and entitled to vote and present in person or by proxy at any meeting of the stockholders called for the purpose, or (6) an instrument or instruments in writing addressed to the Board of Directors directing such removal and Signed by the holders of a majority of the stock of the Corporation issued and outstanding and entitled to vote; and thereupon the term of each such director who Shall be so removed shall terminate. “- 4. No contract or other transaction between the Corporation and any other corporation, whether or not such other corporation is related to the Corporation through the direct or indirect ownership by such other corporation of a majority of the shares ofthe capital stock of the Corporation or by the Corporation of a majority of the shares of the capital stock of such other corporation, and no other act of the Corporation shall, in the absence of fraud, in any way be affected or invalidated by the fact that any of the directors of the Corporation are pecuniarily or otherwise interested in, or are directors or officers of, such other corporation or by the fact that such other corporation is so related to the Corporation. Any director of the Corporation individually, or any firm or association of which any director may be a member, may be a party to, or be be pecuniarily or otherwise interested in, any contract or transaction of the Corporation, provided that the fact that he individually or such firm or association is so interested shall be disclosed or shall have been known to the Board of Directors or a majority of such members thereof as shall be present at any meeting of the Board of Directors at which action upon any such contract or transaction shall be taken. Any director of the Corporation who is also a director or officer of such other corporation or who is so interested may be counted in determining the existence of a quorum at any meeting of the Board of Directors which shall authorize any such contract or transaction, with like force and effect as if he were not such director or officer of such other corporation or not so interested. ARTICLES OF INCORPORATION ISLAND ROADS CORPORATION Ss. Each director and officer of the Corporation (and each director or efficer of any other corporation serving as such at the request of the Corporation because of the corporation's interest in such other corporation) whether or not then in office, shall be indemnified by the Corporation against all costs and expenses reasonably incurred by or imposed upon him in connection with or arising out of any action, suit or proceeding in which he may be involved or to which he may be made a party by reason of his being or having been a director or officer of the Corporation or of such other corporation, except in relation to matters as to which he Shall be finally adjudged in any such action, suit or proceeding to be liable for négligence or misconduct in the performance of his duty as such director or officer. In case of settlement of any such action, suit or proceeding such director or officer shall be indemnified by the Corporation against the cost and expense of such settlement (including any amount paid to the Corporation or to such other corporation) reasonably incurred by him, after and only after (1) the ®e Corporation shall have been advised by independent counsel that such director or officer is not liable for negligence or misconduct in the performance of his duty as such director or officer in relation to the matters covered by such action, suit, or proceeding and that such cost and expense does not substantially exceed the expense which might reasonably be incurred by such director or officer in conducting such action, Suit or proceeding to a final conclusion, or (2) the holders of a majority of the shares of the capital Stock of the Corporation issued -and sutstanding in the hands of disinterested persons and entitled to vote shail by vote at any annual meeting of the stockhclders, or at any speciali meeting called for the purpose. approve such settlement and the indemnification of such director or officer of. the cost and expense thereof. The phrase “disinterested person" as used herein shall mean any person other than (a) a director of officer wha at the time, is or May, aS such director or officer, be entitled to indemnification pursuant to the foregoing provisions, (6) any corporation or organization of which any such person owns of record or beneficially S percent or more of the voting stock, (¢c) any firm or association of which any such person is a member, and (d) any spouse. child. parent, trether er sister of any such Stockholder. -—— ARTICLES OF INCORPORATION ISLAND ROADS CORPORATION The foregoing rights of indemnification shall apply to the heirs, executors and administrators of any such director of officer of the Corporation or of any other such corporation, and shall not be exclusive of any other rights to which any director of officer for his heirs, executors or administratorsO may be entitled under any provision of the By~laws of the Corporation, any agreement or any vote of the - Stockholders, or as a matter of law, or otherwise. Eighth: The Corporation reserves the right ta amend, alter or repeal any of the provisions of these Articles of Incorporation and to add other provisions authorized by the laws of the Virgin Islands at the time in force in the manner at at the time prescribed by said laws, and all rights, powers, and privileges at any time conferred upon the Board of Directors andthe stockholders are granted subject to the provisions of this Article. In witness whereof, we, the undersigned, being all of*the incorporators hereinabove named, DO HEREBY. CERTIFY that the facts hereinabove stated are truly set forth and accordingly, have hereunto set our respective hands and seals at St. Thomas, Virgin Islands, this day July 31, 1988. ~ golla I Vouzet J. Winey Patel err me “ 3 Hans Loeffler Sc ARTICLES OF INCORPORATION ISLAND ROADS CORPORATION TERRITORY OF THE VIRGIN ISLANDS) ) DIVISION UF ST. THOMAS/ST. JOHN) Ay On this /3 day of sale 1988 before me, & Notary Public, personally appeared 7 JOSEPH J. MINGOLLA II, JERRY HASTERT, HANS LOEFFLER all of the incorporators who signed the foregoing Articles of Incorporation, known to me personally to be such, and they did each swear and acknowledge that they executed and signed the same as their voluntary act and deed and that the facts therein stated are truly set forth. In witness whereof, I have hereunto set my hand and affixed my Oe seal the day and year last above written. fa ae -—_— Notary Public CERTIFICATE OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF ISLAND ROADS CORPORATION Pursuant to Title 13, Section 222 of the Virgin Islands Code, the undersigned corporation adopts the following articles of amendment to its articles of incorporation: 2 The name of the corporation is ISLAND ROADS CORPORATION. 2. The following amendment of the Articles of Incorporation was adopted by the unanimous vote of the stockholders of the corporation on April 14 , 1992, in a manner prescribed by Title 13, Section 222 of the Virgin Islands: Code: The Articles of Incorporation shall be"amended by striking out all the Fourth article which now reads as follows: "Fourth: The total number of shares of all classes of stock which the Corporation is authorized to issue shall be as follows: 1000 shares of common stock at $10 par value There shall be no preferred stock The minimum amount of capital with which the Corporation will commence business is $1,000. , The designations and the powers, preferences, and rights, and the qualifications, limitations or restrictions thereof, of the classes, if more than one class be herein authorized, of the stock of the Corporation which are fixed by the Articles of Incorporation and any express grant of authority to the Board of Directors to fix by resolution or resolutions the deSignations and the powers, preferences and rights, and the qualifications, limitations and restrictions thereof of the classes, if more than one class herein authorized, of stock of the Corporation which are authorized by the Articles of Incorporation are as follows: The resident agent of the Corporation is JOSEPH J. MINGOLLA, 10-1-3- Estate Peterborg." Island Roads Corporation Certificate of Amendment Page 2 of 3 Pages and inserting in place thereof: "Fourth: The aggregate number of shares which this Corporation shall have authority to issue is Two Thousand (2,000) shares, divided into One Thousand (1,000) shares of common shares of the par value of Five Hundred Sixty Three and 80/100 ($563.80) Dollars and One Thousand (1,000) shares of preferred shares of the par value of One Thousand ($1,000.00) Dollars per share. The new common shares shall be issued only in exchange for the old common shares of the Corporation of the par value of $10.00 each on the basis of the pro rata share of the holder's actual capital contribution and only upon the retirement of all the old common shares. The preferred shares are issuable only upon the payment in cash of the par value of each share or upon the cancellation of all or part of an-abligation owed by the Corporation. .,, The holders of preferred shares shall not be entitled Om receive a dividend or interest before, and including, March 30, 1995. After March 30, 1995 the holders of preferred shares shall, at their election, be entitled to receive out of the surplus, and the Corporation shall be bound to pay, a Quarterly dividend at the rate of ten (10%) per annum, payable before any dividend shall be set apart or paid on the common shares, or shall be entitled to redeem such preferred shares at par on April 1, 1995, or on any dividend day thereafter. In case of dissolution of the Corporation, before any amount shall be paid to the holders of common shares, the holders of preferred shares shall be entitled to be paid the par value of their shares, but shall not participate in any further distribution of the surplus assets of, the company. At all meetings of the shareholders, each holder of new common shares shall .be entitled to one vote for each share held, and each holder of preferred shares shall be entitled to one vcete for each share held." ’ 3. The capital of this Corporation will not be reduced under or by reason of the amendment herein. Island Roads Corporation Certificate of Amendment Page 3 of 3 Pages AML Zo Dated: Maseeh f 1992 ISLAND ROADS CORPORATION afl T mpson Vice resident Vi (Corporate Seal) and: (Sle ik: Hendrickson Secretary ——7 ACKNOWLEDGEMENT Territory of the Virgin Islands ) Division of St. Thomas & St. John ) SS; egoing instrument was acknowledged before me this 30 tt day of f ee oe 21992 by John Thompson, Vice President, and Harry H. Hendrickson, Secretary, of Island Roads Corporation, a United States Virgin Islands corporation, on behalf of the corporation. <Q). Ore rena ~O “Notary Public My Commission Expires: 2-3-93 amend.art GOVERNMENT OF THE VIRGIN ISLANDS OF THE UNITED STATES ws, c-820-92 CHARLOTTE AMALIE, ST. THOMAS ( a All On Mihom These Bresents Shalt Came: ) I, the undersigned, LIEUTENANT GOVERNOR, do hereby certify that ISLAND ROADS CORPORATION of the Virgin Islands filed in my office on Spr tT y3 01992 as provided for by law, Amended Articles of Incorporation, duly acknowledged; WHEREFORE the said Amended Articles are hereby declared to have been duly recorded in this Office on the daté aforesaid, and to be in full force and effect from that date. Witness my hand and the Seal of the Government of the Virgin Islands of the United States, at Char- lotte Amalie, St. Thomas, this 29th day of June, A.D. 19 92 leutenant Governor for the Islands Business Entity No. 960611 Government of The United States Virgin Islands -O- Office of the Lieutenant Governor Division of Corporations & Trademarks CERTIFICATE OF GOOD STANDING To Whom These Presents Shall Come: I, the undersigned Lieutenant Governor the United States Virgin Islands, do hereby certify that ISLAND ROADS CORPORATION has filed in the Office of the Lieutenant Governor the requisite annual reports and statements as required by the Virgin Islands Code, and the Rules and Regulations of this Office. In addition, the aforementioned entity has paid all applicable taxes and fees to date, and has a legal existence not having been cancelled or dissolved as far as the records of my office show. Wherefore, the aforementioned entity is duly formed under the laws of the Virgin Islands of the United States, is duly authorized to transact business, and, is hereby declared to be in good standing as witnessed by mv seal below. This certificate is valid through June 30th, 2021. Entity Type: Domestic Profit Corporation -Entity Status: In Good Standing Registration Date: 05/16/2006 Jurisdiction: United States Virgin Islands, United States Witness my hand and the seal of the Government of the United States Virgin Islands, on this 5th day of August, 2020. i a 25 hig A. Kee na Tregenza A. Roach Lieutenant Governor United States Virgin Islands YOUR R=F: ISLAND ROADS CORPORATION TELEPHONE: (340) 775-5704 6501 RED HOOK PLAZA FACSIMILE: (340) 775-5663 OUR REF: SUITE 201 ST. THOMAS DATE: VI 00802-1306 RESOLUTION OF BOARD OF DIRECTORS OF ISLAND ROADS CORPORATION The undersigned being a quorum of the Directors of ISLAND ROADS CORPORATION (“the Company”), a corporation organized under laws of the United States Virgin Islands, do hereby consent, in lieu of a meeting, to the adoption of the following resolution as January 1, 2021. RESOLVED, that this Company be, and hereby is. authorized by and solely through its President, Andrew Smith, to execute and deliver any and all documents of every kind on behalf of and in the name o f this Company; and it is RESOLVED FURTHER, that Robert Smith is hereby authorized and empowered to become a board member of the company with the title of Vice President. We Andrew Smith, Director Gi? Horace E. Hendrickson (a.k.a. Harry) , Director Dated: January 1, 2021