“*# 2013667663 AMENDMENT NO. 2 OF COMMERCIAL LEASE AGREEMENT (Parcel 12A Subbase) This Amendment No. 2 et Commercial Lease Agreement is made and entered into this day of \June_ 2013, by and between Virgin Islands Port Authority, P.O. Box 301707, St. Thomas, United States Virgin Islands 00803-1707 ("Tenant"), and Government of the Virgin Islands through the Department of Property and Procurement, Building No. 1, Subbase, St. Thomas, United States Virgin islands 00802 on behalf of the Department of Planning and Natural Resources, Cyril E. King Airport, Terminal Building, Second Floor, St. Thomas, United States Virgin Islands 00802 ("Landlord"). WITNESSETH WHEREAS, there exists a certain Commercial Lease Agreement signed by then Governor Alexander A. Farrelly on May 12, 1987 and the Legislature of the Virgin Islands on August 18, 1987 between Landlord and Tenant for the use, occupancy and development of some 33 acres of submerged and filled lands located in Crown Bay, St. Thomas and more particularly designated as Parcel No. 161, Subbase, Phase II-A, Phase II-B, and Marina Basin, all as shown on Exhibit “A” attached to said Commercial Lease Agreement; WHEREAS, there is an Amendment No. 1 to the Commercial Lease Agreement between the Government of the Virgin Islands and Virgin Islands Port Authority dated July 23, 1987 and approved by the Legislature of the Virgin Islands on August 18, 1987; and WHEREAS, copies of the Commercial Lease Agreement, with Exhibit “A” attached, and Amendment No. 1 are attached to this Amendment No. 2; and WHEREAS, Parcel No. 12A Subbase consists of approximately 8,500 square feet, located behind the old L’Escargot Building, adjacent to Parcel 170 Crown Bay Landfill (See OLG File No. D3- 420-T91 attached), and is within the development of filled lands under Phase II-A of the Commercial Lease Agreement between Landlord and Tenant; and WHEREAS, Tenant intends to relinquish and surrender all its right and interest in Parcel 12A Subbase under the Commercial Lease Agreement to Landlord, in exchange for which Landlord intends to convey to Tenant by Quit Claim Deed a portion of Parcel Nos. 16, 17 and 18 Subbase consisting of 14,322, 5,108 and 5,003 square feet, respectively; and WHEREAS, a portion of Parcels Nos. 16, 17 and 18 Subbase are owned by the Government of the Virgin Islands through the Department of Property and Procurement and lie contiguous to filled lands, namely, Parcels 168 and 169 Crown Bay Landfill leased to Tenant by Landlord; and £98288FTa@2 HI0qG Doc# 2613667663 Amendment No. 2 of Commercial Lease Agreement (Parcel 12A Subbase) Page 2 of 7 WHEREAS, Parcel No. 12 Subbase is owned by the Government of the Virgin Islands through the Department of Property and Procurement; and WHEREAS, it is in the best interest of Tenant and Landlord to exchange these parcels so that they can be included within the overall use and development of their respective properties with which the parcels to be exchanged are contiguous; and WHEREAS, the term of the Commercial Lease Agreement is for a basic term of twenty (20) years commencing on its effective date, with the option to renew the Lease for four (4) additional terms of twenty (20) years each; and WHEREAS, pursuant to §9 of Act No. 6335 approved by the Legislature of the Virgin Islands on December 22, 1999, Tenant was granted the right to exercise its four 20 year options set forth in Section 3 of the Commercial Lease Agreement without executing a new lease, and Tenant has exercised such right; and WHEREAS, the Tenant’s Governing Board on September 21, 2011, at a regularly held meeting with quorum present, voted in favor of the exchange of parcels described herein. NOW, THEREFORE, in consideration of the sum of One Dollar ($1.00) and for other good and valuable consideration, the receipt and legal sufficiency of which are hereby acknowledged, Tenant and Landlord acknowledge, understand and agree as follows: 1. Tenant does hereby relinquish and surrender unto Landlord all of Tenant’s rights and interest in and to Parcel 12A Subbase under the Commercial Lease Agreement attached hereto. 2. Landlord hereby accepts the foregoing relinquishment and surrender of the Tenant’s rights and interest and hereby assumes all liabilities and obligations of the Tenant under the Commercial Lease Agreement and tenancy arising from and after the date of this Amendment No. 2. 3. To the extent allowable by law, Landlord hereby agrees to indemnify, defend and hold harmless Tenant from and against any and all costs, claims, obligations, damages, penalties, causes of action, losses, injuries, liabilities and expenses (including without limitation reasonable attorney fees and disbursements) of whatever kind or nature with respect to any claim, liability or obligation under the Commercial Lease Agreement and tenancy arising or accruing on or after the date of this Amendment No. 2. S99ZQGETR2 HI0g Doc# 2613667063 Amendment No. 2 of Commercial Lease Agreement (Parcel 12A Subbase) Page 3 of 7 4. Tenant hereby agrees to indemnify, defend and hold harmless Landlord from and against any and all costs, claims, obligations, damages, penalties, causes of action, losses, injuries, liabilities and expenses (including without limitation reasonable attorney fees and disbursements) of whatever kind or nature with respect to any claim, liability or obligation under the Commercial Lease Agreement and tenancy arising or accruing prior to the date of this Amendment No. 2. 5. Tenant hereby represents to Landlord as follows: a. that the Commercial Lease Agreement, with Exhibit “A” attached, and Amendment No. 1 delivered to Landlord are true, correct and complete copies; b. that the Tenant has not amended or extended the Lease except as aforesaid; ec. that all rents and fees due and payable under the Commercial Lease Agreement are current through the date of this Amendment No. 2; d. that as of the date hereof, the Tenant is not in default under the terms of the Commercial Lease Agreement, all obligations and conditions under the Commercial Lease Agreement or tenancy to be performed to date by Tenant have been satisfied, no event has occurred which, with the passage of time or giving of notice or both, would constitute a default or event of default by Tenant under the Commercial Lease Agreement or tenancy. 6. This Amendment No. 2 shall inure to the benefit of and shall be binding upon the Tenant and the Landlord, and their respective successors and assigns. 7 IN WITNESS WHEREOF, the undersigned being duly authorized havey caused this Amendment No. 2 to be executed and delivered or¥ the date first above written. i) @ Witnesses Tenant: Virgin Islands Portyy Authority i.) , Chelice Caley 3 eB / 4 - By: Carlton Dowe = ‘ Executive Director Doc# 2613007863 Amendment No. 2 of Commercial Lease Agreement (Parcel 12A Subbase) Page 4 of 7 TERRITORY OF THE VIRGIN ISLANDS ) DIVISION OF ST. THOMAS/ST. JOHN ) S.S.: The foregoing Amendment No. 2 of Com jal ease Agreqment was acknowledged before nie GMI day , 2013 by Carlton Dowef 4s, Exe utix GM ay Fe the Virgin Islands Port Authority. iF NOTARY PUBLIC ~ Name: Henry V. Carr, III, E: / . Comm. Expr June 24, 3013. “e Notary ’ Public Comm. #: LNP 014-09 My Commission Expires: St. Thomas/St. John Distrfet ficy e Tenant: Virgin Islands Port . Authority Governing Board By: Robert/O’Connor, Chairman TERRITORY OF THE VIRGIN ISLANDS ) DIVISION OF ST. THOMAS/ST. JOHN ) S.S.: The foregoing Amendment No. 2 of Co Spe al Lease A ement was acknowledged before me this day of Our , 2013 by Robert 0’ Copmoy, as nie of the Virgin Islands Port Authority Gove —= v Notafy Public NOTARY PU — e: Henry Vg My Commission Expires: Coma, Exp: J arr, IH, Esq, 3! Comm. #. PN Poe gel3 Doct 2613007065 ba ages St. Thomas/St, John District 69/64/2013 18:56AR Official Records of ST THORAS/ST JOHN ERICA DOVER, H.P.A. RECORDER OF DEEDS Fees $4.08 ACCEPTANCE : S9BZGBFTSB2 #YOTd Doc# 26136007063 Amendment No. 2 of Commercial Lease Agreement (Parcel 12A Subbase) Page 5 of 7 LANDLORD, Government of the Virgin Islands through the Department of Property and Procurement on behalf of the Department of Planning and Natural Resources, hereby accept the aforesaid Amendment No. 2 of the Commercial Lease Agreement, and assume and agree to observe and perform all of the obligations and conditions of the Tenant under the said Commercial Lease Agreement. IN WITNESS WHEREOF Landlord has caused this instrument to be signed this /4Kday of Oty + , 2013. Witnesses Department of Planning and Natural ,Resources Wes Brine“) / By? Commissfoner Alicia Barhes TERRITORY OF THE VIRGIN ISLANDS ) DISTRICT OF ST. THOMAS & ST. JOHN ) S.S.: pethe foregoing Acceptance was acknowledged before me this Ly day of STiunme , 2013 by Alicia arnes as mmissioner of the Department of Planning and Natura esources. (2 blic My Commission Expires: /6G a Beryl! L. Innis, Notary Public NP-88-12 My Comm. Exp. 11-4-2016 Territory of the Virgin Islands STT-STJ USVI DISTRICT Witnesses Department of Property and Procurement Doc# 26136997063 Amendment No 2 of Commercial Lease Agreement (Parcel 12A Subbase) Page 6 of 7 Wi esses pepartnent of Pro Procure ‘Wer 1) Ue stra - Mad By Mauro TERRITORY OF THE VIRGIN ISLANDS DISTRICT OF ST. THOMAS & ST. JOHN S.S fe foreg Acceptance was acknowledged before me this day of hy 2ee85 ’ 2013 Lynn A. Millin“Maduro as Commissioner of operty Procurement Resources Y the Department a es i Motary P Pa G2 46 Le eg, e of My Commiss rm. I itt OVETROTr— Approved WR sheahs Date “Chol — <}4] ] 2.012 Shawn-Michael Malone Doct saasderbés President of the 30° Legislature Hi Pa 89/8 72013 1:56AK of the Virgin Islands Official Records of ST THORAS/ST JOHN ERICA DOVER, H.P.A. RECORDER OF DEEDS Approved for Legal Sufficiency Fees $8.88 Le | CEATiD 5-21-13 Leg 1 Coulhsel in Islands Port Authority Amendment No. 2 of Commercial Lease Agreement (Parcel 12A Subbase) Page 7 of 7 Approved for Legal Sufficiency ssistant Gen al Doc! 2613007663 ttorney Government of the Vir n Islands /2813 16:56 Official Records o ST THOMAS/ST JOHN ERICA DOVER, »PLA, RECORDER OF DEEDS ees $0.68 go & 8 hes]