SPECIAL PURPOSE SALE No. 2 Mangrove Marina Location Data Location: County: Assessor's Parcel No: Atlas Ref: Physical Data Type: Land Area: Gross Building Area: Unit of Measure: No. of Slips: Year Built: No. of Stories: Parking: Condition: Exterior Walls: Sale Data 200 Florida Avenue Tavernire.FI 33070 Monroe 00479170, 90340. 479180 WA Marina 14.2000 Acres WA Slip 210 1980 3 Asphalt, Open Average Transaction Type: Date: Marketing Time: Grantor: Grantee: Document No.: Sale Price: Financing: Cash Eq.Price: Req.Capital Cost: Adj. Sale Price: Verification: Comments Sale 7/2005 10 months BBS Real Estate Holdings, LLC Keys Marinas II, LLC 2138/323 $10,000,000 Cash to Seller $10,000,000 $0 $10,000,000 Frank Rigo - Financial Data Source: Occupancy at Sale: Existing or ProForma Inc: Potential Gross Income: Vacancy and Credit Loss: Effective Gross Income: Expenses and Reserves: Net Operating Income: Analysis Appraiser 98% Pro Forma Total Per SF $1,481,520 $74,076 $1,407,444 $518,532 $888,912 WA WA WA WA WA Buyers Underwriting Criteria.: Overall Cap. Rate (OAR): Projected IRR: Eff. Gross Multiplier (EGIM): Oper. Expense Ratio (OER): Price Per Square Foot: Price Per Slip: Other 8.89 % WA % 7.11 36.84% N/A $47,619 Mangrove Marina is located at Mile Marker 91.7 Bayside, north of the Overseas Highway. The marina features 130 wet slips and about 80 rack spaces. At the time of the sale, the marina had only 103 slips in working order, but repairs were being done to the damaged slips. Wet slips have water, electricity and cable to each slip and rack storage is a three levels, open rack system. Forklift capacity is 20,000 Ibs, and there is a travelift for larger boats. Channel depth is 4' to 6' to the ICW. Ocean access is via Tavernier Creek, with a bridge height of 15' at low tide. The owners are contesting the deed and consider that they should own the submerged land. They intend to sell the slips individually when the contestation is resolved. This property sold in July 2005 for $10,000,000 or $47,619 per slip. CBRE 2007 CB Richard Ellis, inc. EFTA00787868

SPECIAL PURPOSE SALE No. 3 Great American Marina Location Data Location: 6810 Gulfport Blvd South Passadena,Fl 33707 County: Pinellas Assessor's Parcel No: 30.31-16-00000-130-0900 Atlas Ref: WA Physical Data Type: Land Area: Gross Building Area: Unit of Measure: No. of Slips: Year Built: No. of Stories: Parking: Condition: Exterior Walls: Sale Data Marina 4.3000 Acres 28,675 SF Slip 140 1985 WA Surface Average Metal Transaction Type: Date: Marketing Time: Grantor: Grantee: Document No.: Sale Price: Financing: Cash Eq.Price: Req.Capital Cost: Adj. Sale Price: Verification: Comments Sale 2/2006 12 months Corlln Enterprises Inc Gulfport Marina LLC 14931-0409 $10,700,000 Cash to Seller $10,700,000 $0 $10,700,000 Dustan McCoy - Financial Data Source: Occupancy at Sale: Existing or ProForma Inc: Potential Gross Income: Vacancy and Credit Loss: Effective Gross Income: Expenses and Reserves: Net Operating Income: Analysis WA WA WA Total Buyers Underwriting Criteria.: Overall Cap. Rate (OAR): Projected IRR: Eff. Gross Multiplier (EGIM): Oper. Expense Ratio (OER): Price Per Square Foot: Price Per Slip: WA WA WA WA WA Other WA WA $373.15 $76,429 Per SF WA WA WA WA WA In February 2006, Brunswick acquired Great American Marina, a 95-slip marina near St. Petersburg. Florida, in partnership with MarineMax, Inc. (MarineMax), which will operate the service portion of the property. This property is a 95-slip marina and large a capacity boatyard and showroom located near St. Petersburg, Florida. The marina is now the South Pasadena Marina. County record indicated 140 slips and a sale price of $10,700,000. however, we verified with the seller that there actually were 96 slips and that the adjusted sale price was $9,500,000 or $98,958 per slip. cRFT @ 2007 CB Richard Ellis, Mc. EFTA00787869

SPECIAL PURPOSE SALE No. 4 The Marina & Yacht Club Location Data Location: County: Brevard Assessor's Parcel No: N/A Atlas Ref: N/A Physical Data Type: Land Area: Gross Building Area: Unit of Measure: No. of Slips: Year Built: No. of Stories: Parking: Condition: Exterior Walls: Sale Data Transaction Type: Date: Marketing Time: Grantor: Grantee: Document No.: Sale Price: Financing: Cash Eq.Price: Req.Capital Cost: Adj. Sale Price: Verification: Comments Marina 4.6000 Acres NA Slip 110 NA 4.6ac Upland. 10ac NA Parking for 162 cars Averag to good Financial Data Source: NIA Occupancy at Sale: NIA Existing or ProForma Inc: NIA Total Per SF Potential Gross Income: NIA NIA Vacancy and Credit Loss: NIA NIA Effective Gross Income: NIA NIA Expenses and Reserves: NIA NIA Net Operating Income: NIA NIA Sale 5/2006 6 months Analysis WA Buyers Underwriting Criteria.: Other WA WA Overall Cap. Rate (OAR): Projected IRR: N/A NtA $10.000.000 Cash to Seller Eff. Gross Multiplier (EGIM): Oper. Expense Ratio (OER): N/A N/A $10.000.000 Price Per Square Foot: NrA $0 Price Per Slip: $90,909 $10.000.000 Broker The Marina & Yacht Club offers 110 deep water slips, private club, in ground swimming pool, hot tub/Jacuzzi, lighted tennis courts, indoor racquetball court, air conditioned clubhouse (5,000 sq. ft), lounge with large screen TV, full fitness center, laundry facility, rest rooms and showers. Both year round, season and transient dockage is available. Permits in place for 12 luxury waterfront units to the north and site for 42 units to the south. Additional slips or dry stacks may be constructed. The facility has parking for 162 cars. Pump out station & gasoline/diesel fuel dock are available. CBRE C 2007 CB Richord Ellis, Inc. EFTA00787870

t 2007 CB Richard Ellis, Mc. Shopping Center Sales Summary Sale No. Name / Location Trans Type Year Built Gross Leasable Area (SF) Site Size (Acres) Adj. Sales Price NOI Income Based On Price PSF Date Occ. at Sale OAR EGIM OER 1 Mongoose Junction II Sale 1988 22,000 N/A $6,900,000 N/A Existing $313.64 Across from Cruz Bay Commercial 2/2001 100% N/A N/A N/A St. John.Vl 2 Wharfside Village Sale 1987 29,073 1.00 $8,900,000 N/A Existing $306.13 4-A Cruz Bay Town 2/2001 100% N/A N/A N/A St. John.Vl 3 100 Blackbeards Hill Listing 1984 8,832 0.80 $2,200,000 $186,738 Pro Forma $249.09 100 Blackboards Hill 6/2007 100% 8.49% 9.91 15.91% St. Thomas.Vl 4 Commercial Bldg. in Havensight Listing 1973 3,308 0.08 $695,000 N/A N/A $210.10 Havonsight 6/2007 N/A N/A N/A N/A St. Thomas.Vl CBRE EFTA00787871

RETAIL SALE No.1 Mongoose Junction II Location Data Location: Across from Cruz Bay Commercial St. John.VI 00830 County: Assessor's Parcel No: N A Atlas Ref: N A Physical Data Type: Neighborhood/Community Land Area: WA Excess Land: NA Gross Leasable Area: Anchors: Morgan's Mango Anchor Tenant GLA: Local Tenant GLA: Total GLA: GLA Purchased: Year Built: Parking: Condition: Exterior Walls: Sale Data WA 22,000 SF 22,000 SF 22,000 SF 1988 Avg. to Good Very Good Stone & Cement Transaction Type: Date: Marketing Time: Grantor: Grantee: Document No.: Sale Price: Financing: Cash Eq.Price: Req.Capital Cost: Adj. Sale Price: Verification: Comments Sale 2/2001 WA WA Topa Equities (VI) LTD WA $6,900,000 Cash to Seller $6,900,000 $0 $6,900,000 Karye Carney, appraiser who I met Financial Data Source: Occupancy at Sale: Existing or ProForma Inc: Potential Gross Income: Vacancy and Credit Loss: Effective Gross Income: Expenses and Reserves: Net Operating Income: Analysis Broker 100% Existing Total WA N/A N/A N/A N/A Per SF NIA N/A N/A N/A N/A Buyers Underwriting Criteria.: Overall Cap. Rate (OAR): Projected IRR: Eff. Gross Multiplier (EGIM): Oper. Expense Ratio (OER): Price Per Square Foot: Direct Cap WA WA% WA WA% $313.64 This sale comparable sold in February 2001 for $6,900,000 or $313.64 per square foot. The property is located across the street from Cruz Bay Marina in St. Johns, USVI. It is located about 1/4 mile from the Cruz Bay Ferry Dock. It is a good location. The stores are more tourist oriented than the subject, which caters more to local residents. The center is located adjacent to Mongoose Junction, which is not discernable as a separate property to the shopper. The market rent for typical in-line space is indicated to range from $30.00/SF to $45.00/SF on a triple-net basis, with the tenant responsible for base rent and individual utilities, as well as the prorata share of common area maintenance (CAM). The shopping center is reportedly 100% occupied and there is a waiting list for space. CBRE C 2007 CB Richard Ellis, inc. EFTA00787872

RETAIL SALE No. 2 Wharfside Village Location Data Location: 4-A Cruz Bay Town St. John.VI 00830 County: Assessor's Parcel No: N/A Atlas Ref: N/A Physical Data Type: Neighborhood/Community Land Area: 1.00 Acres Excess Land: N A Gross Leasable Area: Anchors: Panini Beach 2.100 SF Cafe Wahoo 4.000 SF Anchor Tenant GLA: Local Tenant GLA: Total GLA: GLA Purchased: Year Built: Parking: Condition: Exterior Walls: Sale Data 6,100 SF 22,973 SF 29,073 SF 29,073 SF 1987 Poor Good Wood & Masonry Transaction Type: Date: Marketing Time: Grantor: Grantee: Document No.: Sale Price: Financing: Cash Eq.Price: Req.Capital Cost: Adj. Sale Price: Verification: Comments Sale 2/2001 WA WA WA WA $8,900,000 Cash to Seller $8,900,000 $0 $8,900,000 Richard Singerle, MAI Financial Data Source: Broker Occupancy at Sale: 100% Existing or ProForma Inc: Existing Total Per SF Potential Gross Income: N/A WA Vacancy and Credit Loss: WA WA Effective Gross Income: WA WA Expenses and Reserves: WA WA Net Operating Income: WA WA Analysis Buyers Underwriting Criteria.: Overall Cap. Rate (OAR): Projected IRR: Eff. Gross Multiplier (EGIM): Oper. Expense Ratio (OER): Price Per Square Foot: Direct Cap WA WA % WA WA % $306.13 This sale comparable is located waterfront and adjacent to the Cruz Bay Ferry Dock. It is considered a premier location for retail shops catering to tourists. The second floor space is currently being renovated and converted to apartments. On-site parking is poor. Most units are less than 500 SF. The retail space is 98% occupied. The current annual gross rent for this property is currently $1,456,284, or $50.09/SF. The property is a leasehold since the 1 acre site is leased until 2050. The acquisition was structured as a merger in order to avoid the $180,000 in tax stamps. The purchase price is analyzed as follows: Non-recourse first leasehold mortgage @ 7.84%: $5,500,000 Investment Equity: $3,400,000 Total Sale Price: $8,900,000 CBRE 2007 CB Richard Ellis, inc. EFTA00787873

RETAIL SALE No. 3 100 Blackbeards Hill Location Data Location: 100 Blackbeards Hill St. Thomas,Vl 00803 County: Assessor's Parcel No: WA Atlas Ref: WA Physical Data Type: Land Area: 0.80 Acres Excess Land: WA Gross Leasable Area: Anchor Tenant GLA: Local Tenant GLA: Total GLA: GLA Purchased: Year Built: Parking: Condition: Exterior Walls: Sale Data WA 8,832 SF 8,832 SF 8,832 SF 1984 20 spaces Average Concrete Block Transaction Type: Date: Marketing Time: Grantor: Grantee: Document No.: Sale Price: Financing: Cash Eq.Price: Req.Capital Cost: Adj. Sale Price: Verification: Comments Listing 6/2007 WA WA WA WA $2,200,000 Not Available $2,200,000 $0 $2,200,000 Century 21 - Suter & Associates Financial Data Source: Occupancy at Sale: Existing or ProForma Inc: Potential Gross Income: Vacancy and Credit Loss: Effective Gross Income: Expenses and Reserves: Net Operating Income: Analysis Appraiser 100% Pro Forma Total $228,934 $6,868 $222,066 $35,328 $186,738 Buyers Underwriting Criteria.: Overall Cap. Rate (OAR): Projected IRR: Eft Gross Multiplier (EGIM): Oper. Expense Ratio (OER): Price Per Square Foot: Other 8.49 % WA % 9.91 15.91 % $249.09 Per SF $25.92 $0.78 $25.14 $4.00 $21.14 This listing is located just north of Charlotte Amalie, near the Hospital. The building is three stories and has a galvanized roof, cistern, public utilities, and views of the cruise ship harbor. The building is also equiped with a 65K generator. Rental rates average $25.92/SF/Year and expenses were estimated at $4/SF/Year. CBRE C 2007 CB Richard Ellis, Mc. EFTA00787874

RETAIL SALE No. 4 Commercial Bldg. in Havensight Location Data Location: Havensight St. Thomas,Vl County: Assessor's Parcel No: WA Atlas Ref: WA Physical Data Type: Land Area: 0.08 Acres Excess Land: WA Gross Leasable Area: Anchor Tenant GLA: Local Tenant GLA: Total GLA: GLA Purchased: Year Built: Parking: Condition: Exterior Walls: Sale Data WA 3,308 SF 3,308 SF 3,308 SF 1973 On-site, adequate Good Concrete Block Transaction Type: Date: Marketing Time: Grantor: Grantee: Document No.: Sale Price: Financing: Cash Eq.Price: Req.Capital Cost: Adj. Sale Price: Verification: Comments Listing 6/2007 WA WA WA WA $695,000 Not Available $695,000 $0 $695,000 Centrury 21 - Sauter & Associates Financial Data Source: Occupancy at Sale: Existing or ProForma Inc: Potential Gross Income: Vacancy and Credit Loss: Effective Gross Income: Expenses and Reserves: Net Operating Income: Analysis WA WA WA Total Buyers Underwriting Criteria.: Overall Cap. Rate (OAR): Projected IRR: Eft Gross Multiplier (EGIM): Oper. Expense Ratio (OER): Price Per Square Foot: WA WA WA WA WA Other WA WA $210.10 Per SF WA WA WA WA WA This listing is a small office building in Havensight. with views of the cruise ship harbor and easy access to Charlotte Amalie and the east end of the island. The building is configured into two office suites, one on each level. CBRE e 2007 CB Richard Ellis, Mc. EFTA00787875

AMERICAN YACHT HARBOR & MARINA ADDENDUM D COMPETITIVE MARINAS AND RETAIL/OFFICE RENTALS O 2007 CB Richard Ellis, Inc. EFTA00787876

@ 2007 CB Richard Ellis, Mc. SPECIAL PURPOSE COMPARABLE SUMMARY Building Year Number of Free Rent Base No. Name / Location Size Built Stories Occupancy (Months) TISF RenVSF 1 Compass Point Marina N/A N/A 94.8% N/A $18/FT Month 2 6300 Frydenhof Red HookUS Crown Bay Marina N/A N/A N/A N/A $25.50 FT/Month 3 Charlotte Arnale.US La Vida Marine Center N/A N/A N/A N/A $8 to $12 4 Red HookUS Pirates Cove Marina N/A N/A 93.3% N/A FT/Month $20-$22/FT Month 5 Red Hook.US Village Cay Marina N/A 1974 N/A N/A N/A $28.50 to $45 6 Road Town.VI Virgin Gorda Yacht Harbour N/A N/A N/A N/A FUMon $27 to $75 Spanish Town.VI FT/Month EFTA00787877

SPECIAL PURPOSE COMPARABLE No. 1 Compass Point Marina Location Data Location: County: Assessor's Parcel No Atlas Ref: Physical Data Type: Gross Building Area: Unit of Measure: No. of Slip Year Built: # of Stories: Parking: Condition: Exterior Walls: Recent Leases 6300 Fryden hot Red Hook.US St. Thomas NA NA Marina N/A Slip 96 NIA NIA NIA Occupancy _/ Lease Data Occupancy: Typical Size: Term: Base Rent PSF: Rent Escalations: Basis: Expense Pass-Thru: Free Rent (months): Tenant Improvement: Leasing Agent: Phone No.: Survey Date: 94.8% NIA NIA $181FT Month NIA NIA NIA NIA NIA Kevin Murphy 6/2007 Size Date (SF) Tenant Rent (PSF) 11 Free Rent (PSF) (Months) Escalations Term (Yrs) Slip N A MET Month N A Comments This marina is located in the lagoon behind Compass Point. It is also called Hurricane Hole and it is well protected. Amenities Include water, electricity, pumpout, shops nearby, restaurants nearby, showers/bathrooms, and dive shop. This marina is secured behind a locked gate. The water was quoted as being shallow but could accomodate a vessel drawing a 2 foot draft. Electric $0.34 KWH Water $0.14 Gal CBRE C 2007 CB Richord Ellis, Inc. EFTA00787878

SPECIAL PURPOSE COMPARABLE No. 2 Crown Bay Marina Location Data Location: Charlotte Amalie,US County: St. Thomas Assessor's Parcel No: N A Atlas Ref: N A Physical Data Type: Gross Building Area: Unit of Measure: No. of Slip Year Built: # of Stories: Parking: Condition: Exterior Walls: Recent Leases Marina N'A Slip 99 N'A N'A N'A Occupancy _/ Lease Data Occupancy: WA Typical Size: WA Term: WA Base Rent PSF: $2550 FT/Nlonth Rent Escalations: WA Basis: WA Expense Pass-Thru: WA Free Rent (months): WA Tenant Improvement: WA Leasing Agent: WA Phone No.: Survey Date: 6/2007 Size Date (SF) Tenant Rent (PSF) 11 Free Rent (PSF) (Months) Escalations Term (Yrs) Slip NA $25.50 FT Month N A Comments This marina is located on the south side of St. Thomas, immediately west of historic Charlotte Amalie Harbor and Hassel Island. Crown Bay is a large commerical and cruise ships port, on an historic second world war subbase site. The area has recently been developed to incorporate small enterprises and shops. Amenities include repairs. chandlery, water, fuel, electricity, pumpout, shops, restaurants, bar, direct broadcast satellite TV, highspeed broadband internet, laundry, dive shop and full service concierge. Can accomodate Mega-yachts up to 200 FT LOA and has a 315 FT high speed fuel dock. Electricity is $0.52 KWH Water is $0.14 GAL. CBRE C 2007 CB Richwd Ellis, inc. EFTA00787879

SPECIAL PURPOSE COMPARABLE No. 3 La Vida Marine Center Location Data Location: Red Hook,US County: St. Thomas Assessor's Parcel No: WA Atlas Ref: WA Physical Data Type: Marina Gross Building Area: WA Unit of Measure: Slip No. of Slip 80 Year Built: WA # of Stories: WA Parking: WA Condition: Exterior Walls: Recent Leases Occupancy/Lease Data Occupancy: WA Typical Size: WA Term: WA Base Rent PSF: $8 to $12 FTiMonth Rent Escalations: WA Basis: WA Expense Pass-Thru: WA Free Rent (months): WA Tenant Improvement: WA Leasing Agent: WA Phone No.: Survey Date: 6/2007 Date Size (SF) Tenant Rent TI Free Rent Term (PSF) (PSF) (Months) Escalations (Yrs) Slip WA $8 TO $12 FT/Month WA Slip WA $0.50 FT/Day Transient WA Dry WA $13.25 FT Month WA Comments This marina is located near Compass Point Marina on the east end of St. Thomas. Amenities include electricity, water, showers/bathrooms, bar and grill, full serivce boat yard, repairs, haul-out. 50 ton travelift/10 ton crane. This marina can accomodate yachts up to 60 FT. Electricity - $12 Day. $50 Week, $100 Month Water - $0.12 Gal. CBRE e 2007 CB Richard Ellis, Mc. EFTA00787880

SPECIAL PURPOSE COMPARABLE No. 4 Pirates Cove Marina Location Data Location: Red Hook,US County: St. Thomas Assessor's Parcel No: WA Atlas Ref: WA Physical Data Type: Gross Building Area: Unit of Measure: No. of Slip Year Built: # of Stories: Parking: Condition: Exterior Walls: Recent Leases Marina WA Slip 30 WA WA WA Occupancy/Lease Data Occupancy: Typical Size: Term: Base Rent PSF: Rent Escalations: Basis: Expense Pass-Thru: WA Free Rent (months): WA Tenant Improvement: WA Leasing Agent: WA Phone No.: Survey Date: 93.3% WA WA $20-S221FT Month WA WA 6/2007 Size Date (SF) Tenant Rent (PSF) TI Free Rent (PSF) (Months) Escalations Term (Yrs) Slip WA $795/Flat Rate Month WA Comments This marina is located on the east end of St. Thomas. minutes away from Redhook, and sheltered by Cas Cay, easily approachable through Benner Bay. Amenities include water, electric, gasoline/diesel fuel, boat sales and rentals, hotel rooms, bar and grill, general store, gift shop and boutique. Electric $0.40 KWH Water $0.16 Gal cgtf{! @ 2007 CB Richard Ellis, Mc. EFTA00787881

SPECIAL PURPOSE COMPARABLE No. 5 Village Cay Marina Location Data Location: Road Town,Vl County: Tortola Assessor's Parcel No: WA Atlas Ref: WA Physical Data Type: Marina Gross Building Area: WA Unit of Measure: Slip No. of Slip 106 Year Built: 1974 of Stories: NIA Parking: NIA Condition: Exterior Walls: Recent Leases Occupancy/Lease Data Occupancy: WA Typical Size: WA Term: WA Base Rent PSF: $28.50 to $45 Ft/Mon Rent Escalations: WA Basis: WA Expense Pass-Thru: WA Free Rent (months): WA Tenant Improvement: WA Leasing Agent: WA Phone No.: Survey Date: WA Date Size (SF) Tenant Rent TI Free Rent (PSF) (PSF) (Months) Term Escalations (Yrs) Slip WA $28.50 Month $28.50 0 FT to 55 FT Slip WA $45 Month $45.00 56 FT & UP Slip WA $24 Annual $24.00 0FTto 55 FT Slip WA $45 Annual $45.00 56 FT & UP Comments This marina is situated directly in the heart of Road Town in Tortola, BVI. Amenities include laundry. shower/bathrooms, electricity, water, telephones, fuel, security, maintenance, hotel, restaurant/bar. Shops, restaurants, grocery store and banks nearby. CBRE e 2007 CB Richard Ellis, Mc. EFTA00787882

SPECIAL PURPOSE COMPARABLE No. 6 Virgin Gorda Yacht Harbour Location Data Location: Spanish Town,Vl County: Virgin Gorda Assessor's Parcel No: WA Atlas Ref: WA Physical Data Type: Marina Gross Building Area: WA Unit of Measure: Slip No. of Slip 111 Year Buik: MA # of Stories: MA Parking: MA Condition: Exterior Walls: Recent Leases Occupancy _/ Lease Data Occupancy: WA Typical Size: WA Term: WA Base Rent PSF: $27 to $75 FT/Month Rent Escalations: WA Basis: WA Expense Pass-Thru: WA Free Rent (months): WA Tenant Improvement: WA Leasing Agent: WA Phone No.: Survey Date: 6/2007 Date Size (SF) Tenant Rent TI Free Rent (PSF) (PSF) (Months) Term Escalations (Yrs) Slip WA $27 to $40.50 Month WA 0 FT to 51 FT Slip MA $60 Month WA 52FTto75FT Slip WA $75 Month WA 76FT&UP Slip WA $24 to S36 Annual WA 0 FT to 51 FT Comments This marina is located in Spanish Town on the south end of Virgin Gorda and can accomodate megayachts up to 160 FT. Amenities include water, electric, cable TV, fuel, laundry, photo service, dive shop, boutiques, drug store, showers/bathrooms, 10 acre serviced boat yard, dry rack storage, 70 ton travelift, storage units, marine store, bank/ATM, chandlery, provisioning, food market, free wireless internet, restaurant and pub with entertainment. Electric 110 Volt $10/Day Electric 220 Volt $15/Day Water $0.15/Gal CBRE C 2007 CB Richard Ellis, EFTA00787883

@ 2007 CB Richard Ellis, Mc. RETAIL COMPARABLE SUMMARY Rental No. Name 1 Location Building Size (GLA) Year Built Local Overall Occupancy Occupancy Anchor Tenant TISF Base RenVSF 1 East End Plaza 72.000 2007 In Lease N/A Bank,Bank None $50-$65/SF Road 30 Across from St. John Ferry Red Hook.US 2 Fort Mylner Shopping Center 26.200 1966 N/A 97.71% Silk Greenery.Cloth Horse None $21.00 - Weymouth-Rhymer Highway and $26.00 Charlene Arnalie.US 3 Havensight Mall 260.000 1980 N/A 100% Negotiable $40.00 - Along Side The Cruise Ship Dock $60.00 Charlotte Arnalie.US 4 Locked Gardens Shopping Center 85,000 1972 N/A 98.5% Kmart.Foot Locker None $26.00 - Weymouth-Rhymer Highway and SR 313 $31.00 Charlotte Amalie.US 5 Nisky Center 123.787 1988 N/A 93% US Immigration None $35.00 - Road 30 West Of Charlotte Amalie $40.00 Charlotte Arnalie.US 6 Red Hook Plaza 36,000 1976 N/A 100% Banco Popular.Ace Hardware None $28.00 - Red Hook Road Across From American $32.00 Red l-lookUS CBRE EFTA00787884

RETAIL COMPARABLE No. 1 East End Plaza Location Data Location: Road 30 Across from St. John Ferry Red Hook,US County: St. Thomas Assessor's Parcel No: WA Atlas Ref: WA Physical Data Type: Gross Leaseable Area:72,000 SF Year Built: 2007 Under Construction Exterior Walls: Condition: Parking: Anchors: Bank Bank Masonry Excellent 2nd Level 5,000 SF 5,000 SF Anchor Tenant GLA: 10,000 SF Local Tenant GLA: 62,000 SF Total GLA: 72,000 SF Comments Lease Data Occupancy: Local: Overall: Typical Size: Term: Base Rent PSF: Rent Escalations: Basis: Expense Pass-Thru: Free Rent (months): Tenant Improvement: Leasing Agent: Phone No.: Survey Date: In Lease Up WA WA Negotiable $50-$65/SF CPI Triple Net $5.00 None None Bill Otto (340) 774-444 6/2007 This retail center is currently under construction and is scheduled for delivery in December 2007. It is located in Red Hook, east end of St. Thomas, opposite the St. John Ferry Dock. This center is a three-story elevator building with approximately 72,000 SF and a tenant mix of office, commercial and retail. The third floor level is office space, second floor parking level is office/commercial and the first floor has a covered walkway and is mostly retail. This center is in lease up and the agent stated they have signed on two banks, several fast food restaurants, several economic groups and many locals with established businesses moving from the heart of town in Charlotte Amalie. Rental rates in this center range from $50 to $65 SF with a $5.00 CAM. Taxes and insurance are not included in CAM and were quoted as being an additional $3.00 to $4.00. CBRE .c` 2007 CB Richard Ellis, Mc. EFTA00787885

RETAIL COMPARABLE No. 2 Fort Mylner Shopping Center Location Data Location: Weymouth-Rhymer Highway and Charlotte Amalle,US County: St. Thomas Assessor's Parcel No: WA Atlas Ref: WA Physical Data Type: Gross Leaseable Area:26,200 SF Year Built: Exterior Walls: Condition: Parking: Anchors: Silk Greenery Cloth Horse CommoLoco. Inc 1966 Renovated 1996 Masonry Good Good Anchor Tenant GLA: WA Local Tenant GLA: 26,200 SF Total GLA: 26,200 SF Comments Lease Data Occupancy: Local: Overall: Typical Size: Term: Base Rent PSF: Rent Escalations: Basis: Expense Pass-Thru: Free Rent (months): Tenant Improvement: Leasing Agent: Phone No.: Survey Date: WA 97.71% 1,500 SF 5 Years $21.00 - $26.00 CPI Triple Net $4.00 SF None None Mama Green 6/2007 This one-story retail center was constructed in 1966, but has since been renovated in 1996 and is in good condition. This retail strip center contains 11 tenants ranging in size from 300 to 4,800 square feet. Currently, there is 1,500 SF available for lease at an asking rental rate of $21.00 to $26.00/SF, plus $4.00 CAM. This property contains an outparcel occupied by Kentucky Fried Chicken. CBRE C, 2007 CB Richard Ellis, lnc. EFTA00787886

RETAIL COMPARABLE No. 3 Havensight Mall Location Data Location: Along Side The Cruise Ship Dock Charlotte Amalie,US County: St. Thomas Assessor's Parcel No: WA Atlas Ref: WA Physical Data Type: Gross Leaseable Area:260,000 SF Year Built: 1980 Exterior Walls: Condition: Parking: Cement Block Good Good Anchor Tenant GLA: WA Local Tenant GLA: 260,000 SF Total GLA: 260,000 SF Comments Lease Data Occupancy: Local: Overall: Typical Size: Term: Base Rent PSF: Rent Escalations: Basis: Expense Pass-Thru: Free Rent (months): Tenant Improvement: Leasing Agent: Phone No.: Survey Date: WA 100% 2,000 SF 5 years $40.00 - $60.00 CPI Triple Net $3.00 None Negotiable Georgianne 6/2007 Havensite Mall is a dockside shopping center with a combination office, retail and warehouse use, set along the busiest cruise ship facility in the Caribbean. The shopping center generally has rental rates ranging from $25.00 to $30.00 per square foot for the office and back portion stores and $40.00 to $60.00 for the high traffic locations catering to the cruise ship passengers. CBRE @ 2007 CB Richard Ellis, Mc. EFTA00787887

RETAIL COMPARABLE No. 4 Lockart Gardens Shopping Center Location Data Location: Weymouth-Rhymer Highway and SR Charlotte Amalie,US County: St. Thomas Assessor's Parcel No: WA Atlas Ref: WA Physical Data Type: Gross Leaseable Area:85,000 SF Year Built: Exterior Walls: Condition: Parking: Anchors: Kmart Foot Locker Furniture World 1972 Masonry Good Good 40,000 SF Anchor Tenant GLA: 40,000 SF Local Tenant GLA: 45,000 SF Total GLA: 85,000 SF Comments Lease Data Occupancy: Local: Overall: Typical Size: Term: Base Rent PSF: Rent Escalations: Basis: Expense Pass-Thru: Free Rent (months): Tenant Improvement: Leasing Agent: Phone No.: Survey Date: NIA 96.5% 1,500 SF 5 Years $26.00 - $31.00 CPI Triple Net $4.00 None None Mama Green 6/2007 This one-story retail center was constructed in 1972, but has since been renovated in 1996 and is in good condition. This retail center contains a Kmart, Foot Locker, Furniture World and Banco Popular. Reportedly. rental rates in this center range from $26.00 to $31.00/SF with a $4.00 CAM including taxes. CBRE @ 2007 CB Richard Ellis, Mc. EFTA00787888

RETAIL COMPARABLE No. 5 Nisky Center Location Data Location: Road 30 West Of Charlotte Amalie Charlotte Amalie,US County: St. Thomas Assessor's Parcel No: WA Atlas Ref: WA Physical Data Type: Gross Leaseable Area:123,787 SF Year Built: 1988 Exterior Walls: Masonry Condition: Average Parking: Good Anchors: US Immigration Anchor Tenant GLA: WA Local Tenant GLA: 123,787 SF Total GLA: 123,787 SF Comments Lease Data Occupancy: Local: Overall: Typical Size: Term: Base Rent PSF: Rent Escalations: Basis: Expense Pass-Thru: Free Rent (months): Tenant Improvement: Leasing Agent: Phone No.: Survey Date: NSA 93% 1,500 SF 3.5 Years $35.00 - $40.00 CPI Gross None None None Bill Pyle 6/2007 This two-story retail/office center was constructed in 1988 and is in average condition. This center is located just west of downtown Charlotte Amalie the heart of St. Thomas and and the cruise line ships. This retail center is anchored by United States Immigration and Naturalization Service and Bank of Nova Scotia The first floor retail is almost fully occupied but their is some space available along the upper floors. The rental rates on a gross rent basis range from $35.00 to $40.00/SF. The equivalent triple net lease is $30 to $36/FT. The building is situated on leased land. calW C 2007 CB Richwd Ellis, Inc. EFTA00787889

RETAIL COMPARABLE No. 6 Red Hook Plaza Location Data Location: Red Hook Road Across From Red Hook,US County: St. Thomas Assessor's Parcel No: WA Atlas Ref: WA Physical Data Type: Gross Leaseable Area:36,000 SF Year Built: Exterior Walls: Condition: Parking: Anchors: Banco Popular Ace Hardware 1976 Masonry Average Average Anchor Tenant GLA: WA Local Tenant GLA: 36,000 SF Total GLA: 36,000 SF Comments Lease Data Occupancy: Local: Overall: Typical Size: Term: Base Rent PSF: Rent Escalations: Basis: Expense Pass-Thru: Free Rent (months): Tenant Improvement: Leasing Agent: Phone No.: Survey Date: WA 100% 800 SF 5 years $28.00 - $32.00 CPI Triple Net $4.00/SF None None Mama Green 6/2007 This two-story retail/office center is located across from American Yacht Harbor in the eastern end of the island known as Red Hook. The majority of the tenants are service related to the existing surrounding community. The first floor contains mostly retail oriented uses, while the second floor contains mostly professional related businesses. There is a 1,000 square foot building in front leased to a restaurant. Reportedly, rental rates range from $28.00 to $32.00/SF plus CAM of $4.00 per square foot. CBRE ee. 2007 CB Richard Ellis, Mc. EFTA00787890

AMERICAN YACHT HARBOR & MARINA ADDENDUM E HISTORICAL OPERATING STATEMENTS O 2007 CB Richard Ellis, Inc. EFTA00787891

Jure 12.2007 Revenues Current American Yacht Income Statement Consolidated Budoet Variance Harbor May 31. 2007 YTO Budoet Variance Docks $ 46,392 45,500 892 $ 193,907 201,081 (7,174) Docks - P 18,454 16,500 1,954 82,510 75,734 6,776 Docks - Seasonal 14,364 20,500 (6,136) 102,926 108,435 (5,509) Docks - Transient 38,378 29,000 9,378 186,388 158,774 27,614 Docks - Electric 16,130 20,900 (4,770) 80,140 103,024 (22,884) Docks - Electric - P 1,079 3,300 (2,221) 8,848 15,147 (6,299) Docks - Water 13,336 14,250 (914) 67,779 70,245 (2,466) Docks - Water - P 1,417 2,145 (728) 8,520 9,846 (1,326) Leases - Retail 99,089 94.575 4,514 434,007 414,718 19,289 Leases -Storage 5,785 8,200 (2,415) 26,205 31,340 (5,135) Leases -Trash 2,065 2,140 (75) 9,186 9,457 (271) Leases - Parking 3,873 4,400 (527) 19,823 19,445 378 Leases - Water 10,031 14,250 (4,219) 42,175 54,126 (11,951) Boat Services 1,555 3,900 (2,345) 11,884 17,485 (5.601) Gas 91,054 80,605 10,449 401,620 405,254 (3,634) Diesel 126,360 123,005 3,355 484,954 567,138 (82,184) Merchandise 8,313 8,000 313 40,003 36,935 3,068 Other Income 4 (2) 6 1 3 (2) Finance Charges 809 1,250 (441) 3,466 5,524 (2,058) Discount - Sale (46) 0 (46) (46) 0 (46) Less Gross Receipts Tax (9.030) (8,464) (566) (37,429) (40,372) 2,943 Guaranteed Payment - P (9.925) (9,925) 0 (43,862) (43,862) 0 Total Revenues 479,487 474,029 5,458 2123005 2.219,477 (96,472) Cost of Sales Docks 30,799 26,394 4,405 115,865 115,284 581 Docks • P 1,308 2,961 (1,653) 7,914 13,590 (5,676) Docks Electric 10,012 15,048 (5,036) 47,585 74,177 (26,592) Docks Water 2,257 2,351 (94) 10,672 11,590 (918) Leases Retail 22,611 21,483 1,128 93,663 94,080 (417) Leases Trash 1,100 1,100 0 5,036 4,861 175 Leases - Parking 0 100 (100) 1,344 442 902 Leases - Water 5,444 6,413 (969) 20,632 24,358 (3,726) Boat Services 1,365 1,835 (470) 4,714 8,210 (3,496) Gas 70,753 57,230 13,523 287,347 287,731 (384) Diesel 87,368 87334 34 335.418 402,668 (67,250) Merchandise 4,397 4,640 (243) 21,345 21,423 (78) Total Cost of Sales 237,414 226,889 10,525 951,535 1,058,414 (106,879) Gross Profit 242,073 247,140 (5,067) 1,171,470 1,161,063 10,407 Payroll Bonus 0 0 0 0 0 0 Payroll Taxes 5,400 5,432 (32) 23.336 23,671 (335) Payroll Benefits 5,226 7,830 (2,604) 28.513 34,603 (6,090) Pension Benefits 1,531 1,874 (343) 6.613 8,163 (1,550) Contract Labor 0 0 0 0 0 0 Salaries - Gross 62,236 62.440 (204) 258.644 272,091 (13,447) Total Payroll 74,393 77,576 (3,183) 317,106 338,528 (21,422) Salaries - Administrative 19,018 20,510 (1,492) 84,668 89,348 (4,680) Salaries - Store 7,886 7,904 (18) 30,056 33,842 (3,786) COS - Payroll (26,904) (28,416) 1,512 (114,724) (123,194) 8,470 PR - Docks (26,232) (25,644) (588) (110.778) (111,970) 1,192 PR - Leases (22,477) (20,483) (1,994) (91.147) (89.661) (1,486) Net Payroll 25,684 31,447 (5,763) 115.181 136.893 (21,712) 2007 CB Richard Ellis, Inc. EFTA00787892

June 12, 2007 Operating Expenses Curren) American Yacht Income Statement Consolidated Budnel Variance Harbor May 31, 2007 YTD DiSal Variance Advertising 6.764 4.714 2,050 22,412 21.454 958 Bank Charges 318 176 142 1,350 778 572 Credit Card Discounts 5.794 6.162 (368) 20.250 28.852 (8.602) CAM Reimbursement (16.458) (16.448) (10) (72.626) (72.690) 64 CAM Expenses 1.436 2.500 (1.064) 10.276 11.048 (772) Electricity 1.369 4.600 (3.231) 16,533 20.542 (4.009) Electric - P 327 450 (123) 1,681 1.989 (308) Land Lease 5.132 5.131 1 22,700 22.676 24 Insurance 31.415 26.737 4.678 102.497 118.160 (15.663) Miscellaneous 0 300 (300) 406 1226 (920) Permits & Inspections 0 1.500 (1,500) 5,860 1.920 3.940 Personnel Costs 6 200 (194) 20 1220 (1.200) Postage 22 400 (378) 922 1.768 (846) Repair - General 3.199 1.670 1,529 4,740 7.380 (2.640) Repair - Projects 0 0 0 0 0 0 Security 1.858 1.850 8 7,878 8.176 (298) Sewer & Water 3.087 2.500 587 8,747 11.049 (2.302) Water - P (85) 150 (235) (311) 663 (974) Sprinklers 240 300 (60) 1,722 1226 396 Supplies - General 1.072 1.820 (748) 7.214 8.128 (914) Supplies - Computer 0 126 (126) 140 556 (416) Supplies - Office 882 700 182 3,496 3.094 402 Supplies - Vehicle 406 436 (30) 1,420 1.926 (506) Telephone 1.350 1.300 50 5,030 5.746 (716) Tools 0 350 (350) 1,321 1.546 (225) Travel 310 0 310 2,130 4.500 (2.370) Meals 0 0 0 260 0 260 Uniforms 0 350 (350) 284 1.546 (1.262) Waste Removal 0 0 0 0 0 0 Total Operating Expenses 48,444 47,974 470 176,352 214,679 (38,327) Contribution 167,945 167,719 226 879,937 809,491 70,446 Other Expenses Administrative Fees 0 0 0 0 0 0 Ad Valorem Tax 0 0 0 0 0 0 Legal/Accounting 872 1.600 (728) 8,746 7.072 1.674 Management Travel 0 2.900 (2,900) 948 12.816 (11.868) Management Meals 0 500 (500) 84 2.210 (2.126) Donations 0 2.100 (2,100) 700 9.282 (8.582) Promotion 0 0 0 0 0 0 Extraordinary 0 0 0 0 0 0 Total Other Expenses 872 7,100 (6,228) 10,478 31,380 (20,902) NOI (Before Fees) 167,073 160,619 6,454 869,459 778,111 91,348 Management Fees 37.382 36.932 450 165.322 172.780 (7.458) Net Operating Income 129,691 123,687 6,004 704,137 605,331 98,806 Non Operating Expenses GP Fees 0 0 0 0 0 0 Amortization 0 4.751 (4,751) 0 20.996 (20.996) Amortization - Retail Lease/TI 0 0 0 0 0 0 Depreciation 0 21.950 (21,950) 0 97.005 (97.005) Interest Expense 319.671 51.026 268,645 412.125 225.502 186.623 Interest Income (346) (326) (20) (1280) (1.436) 156 Total Non Operating Expense 319,325 77,401 241,924 410,845 342,067 68,778 Net Income $ (189,634) 46,286 (235,920) $ 293,292 263,264 30,028 @ 2007 CB Richard Ellis, Mc. EFTA00787893

June 12.2007 Revenues Current American Yacht Income Statement Consolidated Budoet Variance Harbor December 31. 2006 YED Rudest Variance Docks $ 40,620 44,900 (4,280) $ 519,279 538,800 (19,521) Docks - P 16,976 11,800 5,176 192,762 180,800 11,962 Docks - Seasonal 29,413 22.000 7,413 335,626 317,000 18,626 Docks - Transient 35,164 23,000 12,164 359,872 292,000 67,872 Docks - Electric 16,913 18.879 (1,966) 259,705 241,038 18,667 Docks - Electric - P 935 1,298 (363) 32,640 19,888 12,752 Docks - Water 12,074 12.316 (242) 173,947 157.247 16,700 Docks - Water - P 1,315 1,687 (372) 23,254 25,858 (2,604) Leases - Retail 94,132 87.539 6,593 1,092,002 1,039.522 52,480 Leases -Storage 6,045 7,000 (955) 70,982 81,975 (10,993) Leases -Trash 2,140 2,040 100 24,855 24,480 375 Leases - Parking 4,490 3,000 1,490 50,430 36,000 14,430 Leases - Water 7,486 11,000 (3,514) 121,906 133,300 (11,394) Boat Services 3,700 5,200 (1,500) 36,501 62,550 (26,049) Gas 75,557 62,000 13,557 980,590 890,000 90,590 Diesel 89,034 55,000 34,034 1,887,601 1,576,000 311,601 Merchandise 8,223 7,750 473 95,541 86,000 9,541 Other Income (2) 5 (7) (3) 0 (3) Finance Charges 1,399 800 599 17,212 9,600 7,612 Discount - Sale 0 (878) 878 (633) (18,499) 17,866 Less Gross Receipts Tax (6.913) (4,955) (1,958) (118,550) (101,341) (17,209) Guaranteed Payment - P (9.925) (9,815) (110) (116,331) (115,778) (553) Total Revenues 428,776 361,566 67,210 6.039.188 5476,440 562,748 Cost of Sates Docks 46,435 25,687 20,748 334,461 303,966 30,495 Docks • P 1,000 1,208 (208) 30,807 18,516 12,291 Docks Electric 11,302 11,139 163 171,584 142,212 29,372 Docks Water 2,124 2,094 30 27,293 26,730 563 Leases Retail 33,232 20,195 13,037 267,486 239,700 27,786 Leases Trash 1,100 1,000 100 13,100 12,000 1,100 Leases - Parking 0 100 (100) 1,792 1,200 592 Leases -Water 4,151 4,950 (799) 58,422 59,987 (1,565) Boat Services 410 2,100 (1,690) 14,517 23,625 (9,108) Gas 53,513 45,880 7,633 692,617 658,600 34,017 Diesel 61,698 40.700 20,998 1,329.597 1,166,240 163,357 Merchandise 3,996 4.495 (499) 53.147 49.880 3,267 Total Cost of Sales 218,961 159.548 59,413 2.994.823 2.702.656 292,167 Gross Profit 209,815 202.018 7,797 3.044.365 2.773,784 270,581 Payroll Bonus 25,000 0 25,000 25.000 0 25,000 Payroll Taxes 6,380 5,933 447 61.918 70.841 (8,923) Payroll Benefits 5,936 7,425 (1,489) 69.400 89.100 (19,700) Pension Benefits 938 1,837 (899) 16.460 21.934 (5,474) Contract Labor 1,500 0 1,500 8.166 0 8,166 Salaries - Gross 64.105 61.231 2.874 692.261 731.154 (38.893) Total Payroll 103,859 76,426 27,433 873,205 913,029 (39,824) Salaries - Administrative 19,112 18,254 858 221,305 218,442 2,863 Salaries - Store 5,350 9,240 (3,890) 55,766 114,028 (58,262) COS - Payroll (24,462) (27,494) 3,032 (276,660) (332,470) 55,810 PR - Docks (42,923) (25,687) (17,236) (316,478) (303,966) (12,512) PR - Leases (31,268) (20,195) (11,073) (252,611) (239,700) (12,911) Net Payroll 29,668 30,544 (876) 304,527 369,363 (64,836) O 2007 CB Richard Ellis, Inc. EFTA00787894

June 12.2007 Operating Expenses Current American Yacht Harbor income Statement December Consolidated Budaet Variance 31. 2006 Yf0 Budaet Variance Advertising 5,316 2,660 2,656 53,236 41,058 12,178 Bank Charges 206 176 30 1,598 2,100 (502) Credit Card Discounts 4,936 3.616 1,320 78,701 54,763 23,938 CAM Reimbursement (42,966) (16,241) (26,725) (215,720) (194,680) (21,040) CAM Expenses 1,918 2.000 (82) 30,719 24,000 6,719 Electricity 3,087 4,750 (1,663) 45,595 57,000 (11,405) Electric - P 60 450 (390) 4,658 5,400 (742) Land Lease 5,131 5,132 (1) 61,569 61,584 (15) insurance 37,938 36,040 1,898 431,039 432,480 (1,441) Miscellaneous 438 500 (62) 1,658 6,000 (4,342) Permits 8. Inspections 206 400 (194) 7,140 4,800 2,340 Personnel Costs 4,064 200 3,864 5,501 2,400 3,101 Postage 250 300 (50) 4,946 3.600 1,346 Repair - General 703 1,718 (1,015) 17,478 20.604 (3,126) Repair -Projects 0 0 0 0 0 0 Security 1,792 1,734 58 22,924 20,800 2,124 Sewer 8. Water 2,689 1,800 889 37,484 21,600 15,884 Water - P 0 0 0 1,734 0 1,734 Sprinklers (80) 200 (280) 4,140 2,400 1,740 Supplies - General 866 1,600 (734) 22,339 19,200 3,139 Supplies - Computer 0 76 (76) 1,330 900 430 Supplies - Office 422 750 (328) 7,194 9,000 (1,806) Supplies - Vehicle 222 150 72 5,880 1,800 4,080 Telephone 1,042 1,200 (158) 15,755 14,400 1,355 Tools 82 300 (218) 3,591 3,600 (9) Travel 1,194 1,000 194 7,224 5,500 1,724 Meals 36 0 36 1,284 0 1,284 Uniforms 1,060 350 710 5,330 4,200 1,130 Waste Removal 0 0 0 0 0 0 Total Operating Expenses 30,612 50,861 (20,249) 664,327 624,509 39,818 Contribution 149,535 120,613 28,922 2,075,511 1,779,912 295,599 Other Expenses Administrative Fees 2,000 2.000 0 24,000 24.000 0 Ad Valorem Tax 0 0 0 0 0 0 Legal/Accounting 11,318 1.000 10.318 51,962 25.000 26,962 Management Travel 3,306 1.500 1.806 44,326 18.000 26,326 Management Meals 552 200 352 9,410 2.400 7,010 Donations 2,000 2.100 (100) 26,976 25.200 1,776 Promotion 0 0 0 346 0 346 Extraordinary 0 0 0 (21,244) 0 (21,244) Total Other Expenses 19,176 6,800 12376 135.776 94,600 41,176 NOI (Before Fees) 130,359 113,813 16546 L939.735 1.685,312 254,423 Management Fees 7,821 6,848 973 116.363 101.340 15,043 Net Operating Income 122,538 106,965 15,573 1.823.352 1.583,972 239,380 Non Operating Expenses GP Fees 6,126 5,364 762 91.168 79,386 11,782 Amortization 1,963 2,467 (504) 23,545 29,604 (6,059) Amortization - Retail Lease/TI 0 1,216 (1,216) 817 14,592 (13,775) Depreciation 16,562 16,577 (15) 198,742 198,927 (185) Interest Expense 47,939 52,906 (4,967) 625,837 634,880 (9,043) Interest Income (392) 64 (456) (3,984) 768 (4,752) Total Non Operating Expense 72,198 78,594 (6.396) 936,125 958,157 (22,032) Net Income 50,340 28,371 21.969 887,227 625,815 261,412 0 2007 CB Richard Ellis, Inc. EFTA00787895

Janu.sry 27, 2008 venues Current American Income Statement Budoet Yacht December Consolidated Variance Harbor 31, 2005 PP. Hithte yawn socks $ 42985 41,000 1,985 $ 526,847 492.000 34,847 Docks - P 14.871 11,500 3,371 177,680 142.000 35,680 Docks - Seasonal 33,084 21,000 12,084 320,346 325,000 (4.654) Docks - Transient 33.191 22,000 11,191 300,449 227,000 73.449 Docks - Electric 9.709 16,800 (7,091) 225,906 208,800 17,106 Dodos- Electric P 1,602 690 912 18,095 8,520 9,575 Dods-Water 8,546 13.440 (4,894) 139.944 167,040 (27,096) Docks - Water P 2,252 1,150 1,102 23,115 14.200 8,915 Leases - Retail 90,003 83,244 6,759 1,044,076 986,667 57,409 Leases - Storage 6,139 5.375 764 75,034 64.500 10,534 Leases -Trash 2,115 1,990 125 24,555 23,880 675 Leases - Parking 3,930 3,000 930 38,918 36,000 2,918 Leases -Water 9.390 11,000 (1.610) 124,884 132,000 (7,116) Boat Services 2,644 2,500 144 38,230 35,100 3,130 Gas 79,625 54,000 25,625 904,902 715,000 189.902 Diesel 93,233 50,000 43,233 1.599.583 1,306,000 293,683 Merchandise 7,015 7,000 15 81.631 77,000 4,631 Other Income 11 6 5 (2). 1 (3) Finance Charges 1.945 800 1.145 12,304 9,600 2,704 Discount - Sale (24) (1,040) 1,016 (14,909) (29,610) 14,701 Less Gross Receipts Tax (7,194) (4,398) (2,798) (102,855) (82,735) (20.120) Guaranteed Payment (9,529) (9,000) (529) (112,987) (108,000) (4,987) Total Revenues 425,543 332,057 93,486 5,445,746 4,749.963 695,783 Cost of Sales Docks 38.302 27,507 10,795 302,158 327.378 (25,220) Docks - P 1,761 814 947 17,700 9,961 7,739 Docks Electric 6,729 9,240 (2,511) 141,794 114,840 26,954 Docks Water 1,314 2,150 (838) 25,641 26,727 (1,086) Leases Retail 31,344 21,873 9,471 257,498 262,260 (4,762) Leases Trash 1,000 900 100 11,500 13,800 700 eases -Parking 0 100 (100) 540 1,200 (660) \ ._. ., ease -Water Water Boat Services 4,221 165 3,520 1,000 701 (835) 60,546 11,022 42,240 14,040 16.306 (3,018) Gas 56,396 38,880 17.516 860,224 514,800 145424 Diesel 71,326 37,000 34,326 1,169,580 466,440 203,140 Merchandise 3,591 4200 (609) 47,515 46,200 1,316 Total Cost of Sales 218,149 147,184 68,965 2,705,718 2,336,886 368,832 Gross Profit 209,394 184,873 24,521 2,740,028 2,413,077 326,951 Payroll Bonus 25.000 0 25,000 25,000 0 25,000 Payroll Taxes 7,286 6,532 754 63,662 77,742 (14.080) Payroll Benefits 5,402 6,750 (1,348) 73,229 81.000 (7,771) Pension Benefits 390 1,781 (1,391) 16.159 21,198 (5.039) Salaries -Gross 68.507 59.379 9,128 683,660 706,710 (23.050) Total Payroll 106,585 74,442 32,143 861,710 886,650 (24,940) Sa'aries - Administrative 27,051 18,484 8,587 237,494 218,888 18,626 Searles -Store 8,166 6,380 1,778 54,142 75,282 (21,140) COS - Payroll • (36,746) (24.882) (11.884) (293.175) (294.150) 975 P/R - Docks (38,222) (28,457) (11,765) (301,625) (314,778) 13,153 P/R - Leases (31,344) (21,123) (10,221) (257,438) (253,260) (4,178) Net Payroll 35,480 26,864 8,616 301,108 318,612 (17,504) t 2007 CB Richard Ellis, Mc. EFTA00787896

Jaruery 27. 2006 orating Expenses Cjima American Income Statement eudaet Yacht Harbor December 31, 2005 Consolidated Variance Busks! yogaice \_...ivertising 3554 4.000 (446) 41,228 46.000 (6,772) Bank Charges 238 176 62 1,801 2.100 (299) Credit Card Discounts 3765 3321 444 59,598 47,501 12,097 CAM Reimbursement (35,498) (15,945) (19,551) (209,943) (191,340) (18,603) CAM Expenses 3,240 2,000 1,240 26,953 24,000 2,953 Electricity 3,596 5,500 (1,904) 50,774 66.000 (15,226) Electric - P (599) 450 (1,049) 6,007 5,400 607 Land Lease 5,132 5,132 0 61,582 61.584 (2) Insurance 33,261 32,333 928 419,020 387,996 31,024 Insurance - P 310 0 310 7,267 0 7,267 Miscellaneous 256 500 (244) 5.827 6.000 (173) Permits & Inspections 400 100 300 5,004 3,200 1,804 Personnel Costs 0 200 (200) 10,370 2,400 7,970 Postage 192 250 (58) 3,434 3,000 434 Repair - General 1,226 1,218 8 19,620 14,604 5,016 Repair - General - P 0 0 0 44 0 44 Repair -Projects 0 0 0 0 5,400 (5.400) Security 2040 1,876 164 20,700 22.500 (1.800) Sewer & Water 2,859 2.000 859 17,045 24,000 (8,ess) Water - P 179 83 96 (2,004) 996 (3,000) Sprinklers 432 200 232 1,986 2.400 (414) Supplies - General 2,533 1,000 1.533 24,680 12,000 12.680 Supplies -Computer 0 50 (50) 1,768 600 1,168 Supplies - Office 452 750 (298) 8.160 9,000 (840) Supplies -Vehicle 62 150 (88) 1,796 1,800 (4) Telephone 1,122 1,000 122 14,940 12,000 2,940 Tools 541 200 341 4,257 2,400 1,857 Travel 1.078 1,000 78 6.692 3,500 3,192 Meals 2,802 0 2,832 3,656 0 3,656 Unffoims 688 350 338 8100 4,200 1,900 Waste Removal 0 0 0 0 0 0 ll Operating Expenses 33,863 47,894 (14,031) 618,362 681,241 37,121 contribution 140,061 110,115 29,936 1820,568 1,613,224 307,334 Other Expenses Administrative Fees 2,000 2,000 0 24,000 24,000 0 Ad Valorem Tax 0 0 0 0 0 0 Allocated Wages 0 0 0 1,701 0 1.701 Legal/Accounting 760 500 260 17,866 10,000 7,868 Management Travel 0 1,500 (1,500) 24,076 18,000 6,076 Management Meals 0 0 0 2,858 0 2,858 Donations 1.052 2,084 (1,032) 27,486 25,000 2,486 Promotion 0 0 0 0 0 0 Extraordinary (9,320) 0 (9,320) (19,341) 0 (19,341) Total Other Expenses (5,508) 6,084 (11,592) 78,646 77,000 1,646 NOI (Before Foos) 145,659 104,031 41,628 1,741,912 1,436,224 305,688 Management Fees 8,545 6,242 2,303 104.513 86,174 18,339 Net Operating Income 137,014 97,789 39,225 1,637,399 1,360,050 287,349 Non Operating Expenses GP Fees 6,002 4,890 1.112 81,879 67,500 14,379 Amortizaton 1,963 7.200 (5,237) 122,293 86.400 35,893 Amortization- Retail Lease/TI (2,841) 285 (3,126) 3190 6,345 (3,155) Depredation 19,660 16,600 3,060 201,842 199,200 2,642 Interest Expense 65,105 21,740 43,365 358.319 260,880 97,439 Interest Income (1,679) (400) (1,279) (5,361) (4.800) (581) Total Non Operating Espana 88,210 60.315 37,896 762,162 616,626 146,637 Net Income 48,804 47,474 1,330 $ 876,237 734,526 140,712 t 2007 CB Richard Ellis, Mc. EFTA00787897

AMERICAN YACHT HARBOR & MARINA ADDENDUM F CZM PERMITS O 2007 CB Richard Ellis, Inc. EFTA00787898

ASSIGNMENT OF COASTAL ZONE MANAGEMENT PERMIT NOS. r 'S vigtG NW r" &tr =Lt-0", ai CZT-4-99(W), CZT-81-87(L) and CZT-53-85(SL) ASSIGNMENT made this (31"day of kallear , 2006 from MOF VI Limited Partnership, a U.S. Virgin Islands limited partnership, whose mailing address is, 4801 Spring Valley Road, Suite 80, Dallas, Texas 75244 (the "Assignor") to IGY-AYH ST. THOMAS HOLDINGS, LLC, a U.S. Virgin Islands limited liability company whose mailing address is do Island Capital Group LLC, 717 Fifth Avenue, 18i6 Floor, New York, New York 10022 (the "Assignee'). WHEREAS, Assignee is the Permittee under Coastal Zone Management Permit Nos. CZT-4-99W, CZT-81-87L and CZT-53-85SL with effective dates of September 14, 2000, May 12, 1988 and January 24, 1986, respectively, copies of which are attached hereto as Exhibits A, B and C and made a part hereof, together with any and all modifications, extensions, renewals, applications for renewal and reconstruction permits issued in connection therewith (collectively, the "CZM Permits'), granted by the St. Thomas Committee of the Virgin Islands Coastal Zone Management Commission as Permittor, respecting the development, use and occupancy of the Premises described in Exhibit D attached hereto and made a part hereof together with the adjoining submerged lands; WHERX4S, Assignor and Assignee entered into a Purchase and Sale Agreement dated as of &cf. 6cr 2.3 , 2006 ("Agreement") pursuant to which Assignee agreed that it would accept delivery from Assignor of, and Assignor agreed to assign, transfer and deliver to Assignee, on the Closing Date (as defined in the Agreement), Assignor's right, title and interest in the Property (as defined in the Agreement) and Assignor agreed to deliver to Assignee an assignment, transfer and delivery as to Assignor's rights under the CZM Permits to be sold to Assignee, and Assignee agreed that Assignee would sign this document to evidence Assignee's assumption of the liabilities to be assumed by Assignee under the provisions of the CZM Permits; and WHEREAS, by this Indenture, Assignor intends to assign and transfer to Assignee, its successors and assigns, all of the Assignor's interest in the CZM Permits to be sold to Assignee as provided in the Agreement; NOW, THEREFORE, pursuant to the Agreement and in consideration of the premises and of other valuable consideration, the receipt and sufficiency whereof are hereby acknowledged, and of the mutual covenants herein set forth, Assignor has assigned, transferred, sold, remised, released, alienated, set over and confirmed and by these presents does assign, transfer, sell, remise, release, alienate, set over and confirm unto Assignee, its successors and assigns, forever, as an entirety, all of the rights and interests in the CZM Permits. TO HAVE AND TO HOLD all of the aforesaid rights and interests hereby assigned, transferred, sold, remised, released, alienated, set over, and confirmed or intended so to be unto Assignee to and for the use of Assignee, its successors and assigns. 0 o xr ru ca CLI O 2007 CB Richard Ellis, inc. EFTA00787899

AND IN FURTHER CONSIDERATION as aforesaid, Assignor and Assignee, respectively, each for itself, its successors and assigns, has covenanted, bargained and agreed and by this Indenture hereby covenants, bargains and agrees each to and with the other, its successors and assigns, as follows: 1. Upon written request of Assignee, Assignor, from time to time, will execute and deliver to Assignee, without fluffier consideration but without expense to Assignor, such other and further instruments of assignment and transfer as Assignee may reasonably request for the more effective assignment and transfer to Assignee of any of the aforesaid. 2. Assignor hereby makes, constitutes and appoints Assignee the true and lawful attorney-in-fact of Assignor, with full power of substitution, in the name and stead of Assignor, but on behalf and for the benefit of Assignee, to demand and receive any and all of the aforesaid rights and interests of Assignor, and to give receipts and releases for and in respect of the same, and any part thereof, and from time to time to institute, prosecute, appear in, defend and appeal in the name of Assignor, or otherwise, at the expense and for the benefit of Assignee, any and all actions, suits and proceedings at law, in equity or otherwise, which Assignee may deem proper in order to collect or reduce to possession any of the aforesaid rights and interests of Assignor and/or in order to collect or enforce any claim or right of any kind hereby conveyed or assigned and transferred, or to resist or defend against any claim, debt, obligation, liability or assertion or a liability assumed by Assignee, or intended so to be, and to do all acts and things in relation to the rights, interests, liabilities and obligations which Assignee shall deem desirable, Assignor hereby declaring that the foregoing powers are coupled with an interest and are and shall be irrevocable by any act of Assignor, or by its winding up and dissolution, or in any other manner or for any reason whatsoever. 3. Assignee agrees to assume, and hereby does assume, and agrees to undertake, perform and pay any and all obligations of Assignor arising on or after the date hereof in respect of the CZM Permits existing or incurred on or after the date hereof (collectively, the "Assumed Obligations") and Assignee hereby indemnifies and holds harmless Assignor against any and all losses, costs and expenses (including, without limitation, reasonable legal expenses) resulting from or relating to the Assumed Obligations. 4. This Assignment is made pursuant to the provisions of 12 Virgin Islands Cod; Sections 901, et seq. and the Rules and Regulation promulgated thereunder. 5. This Assignment shall become effective immediately upon the later of (a) the approval of the St. Thomas Coastal Zone Management Committee or (b) the Closing Date as defined in the Agreement. 6. This Indenture shall be governed and construed by the laws of the U.S. Virgin Islands and shall bind and inure to the benefit of the parties hereto and their respective successors and assigns. O 2007 CB Richard Ellis, Inc. EFTA00787900

IN WITNESS WHEREOF, the parties have duly executed this Indenture on the day and year first above written. Signed in the presence of: Witness: Print Name: Witness: Print Name: Witness: Print Name: Witness Print Nam STATE OF IA 4,....9•41I COUNTY OF /b. J tc GRANTOR: MOF VI LIMITED PARTNERSHIP, a United States Virgin Islands limited partnership By: American Yacht Harbor, Corporation, its General PasMer By: Ronald W. Rhoades, President GRANTEE: IGY-AYH ST. THOMAS HOLDINGS, LLC, a U.S. VirginlslfhIdj3imited liability company By: .aor Name: /.74.4., w. Title: Duly Authoriz Signatory ) ) The foregoing instrument was acknowledged before me this } day of )9,t , 2006, by Ronald W. Rhodes as President of American Yacht Harbor Corporation, a Delaware corporation, as General Partner of MOF VI Limited Partnership, a U.S. Virgin Islands limited partnership,onrbehalf of said corporation and said limited partnership STATE OF (Lb lay COUNTY OF 111^..1/4.1.41( 4 The foregoing instrument was acknowledged bee Pita V. Le... as the duly authorized signatory o s4 LLC, a U.S. Virgin Islands limited liability company, a U.S. Virgin Islands behalf of said limited liability company. ss: Seth A. Cohen NOTARY PUBLIC, State of New Yort No. 02C06146307 Qualified in King County Commission Ex • May 15 2010 ) ) ) ss: Notary Notary Cohe n NOTARY P LICA., State of New York No.02 46307 ob , 2006, by YftlirkrITOLDINGS, led liabi mpany, on 2007 CB Richard Ellis, Inc. EFTA00787901

Fax: 81/19/2887 3:876M Official Record; of ST THOMAS/ST JOHN VILMA a. HART SMITH RECORDER OF DEEDS GOVERNMENT OF THE VIRGIN ISLANDS OF THE UNITED STATES -o DEPARTMENT OF PLANNING AND NATURAL RESOURCES Division of Coastal Zone Management Cyril E. King Airport, Terminal Building Second Floor St. Thomas, Virgin Islands 00802 ASSIGNMENT Tel. Coastal Zone Management Major Permit Nos. CZT-4-99W; CZT-53-85(SL) and CZT- 81-87(L) Permittee: MOF VI LIMITED PARTNERSHIP 1). AUTHORITY. These Assignments are for Major Permit Nos. CZT-4-99W; CZT- 53-85(SL) and CZT-81-87(L) and is requested pursuant to V.I. Code, Title 12. Section 910 (e) and V.I. R&REGS, Title 12, Section 910-15 (b). SCOPE. The scope of work described in CZM Major Permit Nos. CZT-4-99W; CZT-53-85(SL) and CZT-81-87(L) have been completed. All conditions of these three (3) Major CZM Permits have been met. TERM. These Assignments become effective on the date they are issued by the Chairman of the St. Thomas Committee of the CZM Commission, pursuant to V.I. Rules and Regs., Title 12, Section 910-15 (c). ASSIGNOR The Assignor is MOF VI LIMITED PARTNERSHIP. All documents required by the V.I. R&REGS, Title 12, Section 910-5 (b) has been received by this Department/Division of Coastal Zone Management. ASSIGNEES The Assignee is IGY-AYH ST. THOMAS HOLDING, LLC. The Assignee has executed all documents required in accordance with V.I.R&REGS, Title 12, Section 910-15(b). CONDITIONS OF THREE (3) PERMITS All conditions of Major Permit Nos. CZT-4-99W; CZT-53-85(SL) and CZT-81-87(L) have been complied with. DOCUMENTS INCORPORATED BY REFERENCE/EXHIBITS Application letter to assign Major Permit Nos. CZT-4-99W; CZT-53- 85(SL) and CZT-81-87(L) W' 2007 CB Richard Ellis, Inc. EFTA00787902

Fee receipt of $1,500.00 for the Assignments of each Major Permit Nos. CZT-4-99W; CZT-53-85(SL) and CZT-81-87(L) as required by Section 910-5(g)(1) of the CZM Rules and Regs.. C. Affidavit of MOF VI Limited Partnership (Assignor) requesting approval and consent to the Assignment of Major Permit Nos. CZT-4-99W; CZT-53- 85(SL) and CZT-81-87(L) to IGY-AYH ST. THOMAS HOLDINGS, LLC (the "Assignee"). Affidavit of IGY-AYH ST. THOMAS HOLDINGS, LLC ( the "Assignee") to specifically undertakes (a) to operate and use the property and rights accorded under the CZM Permits in accordance with the terms and conditions of the CZM Permits (Major Permit Nos. CZT-4-99W; CZT-53- 85(SL) and CZT-81-87(L), and (b) to further assign the CZM Permits strictly in accordance with and pursuant to the rules and Regulation of the CZM to an assignee approved by the CZM. E. Copies Major Permit Nos. CZT-4-99W to expire on Septemebr 14, 2010; CZT-53-85(SL) to expire on February 17, 2011 and CZT-81-87(L) land-based facilities completed. APPROVAL. The documents submitted in support of the Assignments of Major Permit Nos. Major Permit Nos. CZT-4-99W; CZT-53-85(SL) and CZT-81-87(L) has been accepted. The Assignments of Major Major Permit Nos. CZT-4-99W; CZT-53- 85(SL) and CZT-81-87(L) are hereby APPROVED pursuant to V.I. R&Regs, Title 12, Section 910-5 (b). Austin M. Monsanto Chairman St. Thomas CZM Committee 114 ,7e7 D e :le 2007 CB Richard Ellis, Mc. EFTA00787903

AFFIDAVIT OF IGY-AYH ST. THOMAS HOLDINGS, LIE SUBMITTED 124 CONNECTION WITH ASSIGNMENT OF CZM PERMIT NOS. CZT-4-99W, CZT-81-87L AND CZT-53- 85SL STATE OF AL lork COUNTY OF Alta, rk Mi tt Li. Lt l , being first duly sworn upon his oath deposes and says: 1. He is the Duly Authorized Signatory of IGY-AYH ST. THOMAS HOLDINGS, LLC (the "Assignee"), and in such capacity is authorized to make this affidavit. 2. As part of a transaction with MOF VI Limited Partnership, a U.S. Virgin Islands limited partnership, to purchase the property known as American Yacht Harbor, the Assignee will receive an assignment of Coastal Zone Management Permit Nos. CZT- 81-87L, CZT-4-99W and CZT-53-85SL together with all modifications, extensions and renewals, if any, issued in connection therewith (the "CMZ Permits") to be effective upon the later to occur of (a) the approval of St. Thomas Committee of the Coastal Zone Management Commission ("CZM") of said Assignment or (b) the Closing Date. 3. The Assignee specifically undertakes (a) to operate and use the property and tights accorded under the CZM Permits in accordance with the terms and conditions of the CZM Permits, and (b) to further assign the CZM Permits strictly in accordance with and pursuant to the Rules and Regulations of the CZM to an Assignee approved by the CZM. 4. This affidavit is made and given pursuant to 12 V.I.R. & R. Section 910- 15(bX2) in support of the application for the CZM's approval of the assignment of the CZM Permits to the Assignee. IGY-AYH ST. THOMAS HOLDINGS, LLC, a U.S. Vi a n Isl .mited liability company Y' Name: Atv. W. tar, Title: Duly Authorized Signatory DATED: %re. 13 , 2006 SI/19/2007 3:97PM Official Records of ST THOMAS/ST JOHN VILMA O. HART SMITH RECORDER OF DEEDS 0 2007 CB Richard Ellis, Inc. EFTA00787904

Subscribed and sworn to me this rday of a ctinto.4, , 2006 Set A. Cola Public NOTARY PUBL1Cs tate on ak o. 20061S *, y 46307 [SEA 0 Qualified in King County Comm Expires Mg 13 2010 My Commission Expires: mai C I po i 0 0 2007 CB Richard Ellis, Inc. EFTA00787905

81/19/2887 3:87PM Official Records of ST I/011AS/ST JOHN NINA 0. HART SMITH RECORDER OF DEEDS AFFIDAVIT OF MOF VI LIMITED PARTNERSHIP REQUESTING APPROVAL AND CONSENT TO ASSIGNMENT OF Coastal Zone Permit Nos. CZT-4-99(W), CZT-53-85(SL) and CZT-81-87(L) STATE OF AL +.4 ) ss: COUNTY OF 4 1/4 g/ +tic Ronald W. Rhoades, being first duly sworn upon his oath deposes and says: 1. He is the President of American Yacht Harbor Corporation, the General Partner of MOF VI LIMITED PARTNERSHIP (the "Assignor"), and in such capacity is authorized to make this Affidavit. 2. As part of a transaction with IGY-AYH ST. THOMAS HOLDINGS, LLC (the "Assignee"), the Assignor will assign Coastal Zone Permit Nos. CZT-4- 99(W), CZT-53-85(SL) and CZT-81-87(L) together with all modifications, extensions and renewals, if any, issued in connection therewith (the "Permits") to be effective upon the approval of the St. Thomas Committee of the Coastal Zone Management Commission ("CZM") of said Assignment. 3. The Assignor specifically requests the CZM's approval and consent to the Assignment of the Permits and provides with the Application for Consent to Transfer the Permits, the following: (a) an original Assignment of Coastal Zone Management Permit Nos. CZT-4-99(W), CZT-53-85(SL) and CZT-81- 87(L) as Proof of Legal Interest of the Assignee, (b) this Affidavit requesting assignment and transfer, (c) the Assignee's Affidavit stating that it will honor all conditions of Coastal Zone Management Permit Nos. CZT-4-99(W), CZT- 53-85(SL) and CZT-81-87(L) and (d) the Assignor states and confirms that it is in compliance with Act No. 5270 of 1987. 4. This Affidavit is made and given pursuant to 12 V.I.R.&R. Section 910- 15(bX4) in support of the Application for the CZM's approval of the assignment of the Permits to the Assignee. MOF VI LIMITED PARTNERSHIP By: American Yacht Harbor Corporation, DATED: /2-6 , 2006 By: Ronald W. Rhoades, President 1 0 2007 CB Richard Ellis, Inc. EFTA00787906

Subscribed and sworn to before me this ( day of DenoAnt , 2006. ary P 'lie My Co ssion Expires: [SEAL] Seth A. Cohen NOTARY PUBLIC, State of Now York No. 02CO6146307 Qualified in King County Commission Expires May 15, 2010 2 rO 2007 CB Richard Ellis, Inc. EFTA00787907

EXHIBIT A COASTAL ZONE MANAGEMENT PERMIT NO. CZT-4-99(W) 81/1912007 3:07PH Official Records of ST THOMAS/ST JOHN VILNA O. HART SMITH RECORDER OF DEEDS f0 2007 CB Richard Ellis, Inc. EFTA00787908

MAJOR COASTAL ZONE MANAGEMENT PERMIT NO. CZT-4.99W 1. AUTHORITY. This permit is issued by the St. Thomas Committee of the Virgin Islands Coastal Zone Management (CZM) Commission and is administered and monitored by the Department of Planning and Natural Resources (DPNR) on behalf of the Coastal Zone Management Commission pursuant to V.I. Code, S. 12, section 910 and 911, and any other provisions of the Coastal Zone Management Act applicable. As herein, ermitt or" is the St. Thomas Committee of the Virgin Islands Coastal Zone Management Commission and “Permittee" is MOF VI LIMITED PARTNERSHIP 2. SCOPE. (a). This permit approves the renewal of CZM Permit No. CZT-82.87W. The original permit which was issued on October 31. 1988. allowed the permittee to dredge the existing marina by 1.5 feet to allow fin adequate depth for the vessels The permit also allowed the permittee to construct a rock armour wall and a ten (10) foot wide boardwalk. One hundred and fifty nine (159) parking spaces were also provided. The scope of work described in CZM Permit No. CZT-82-87W has been completed. This facility is located at and seaward of Parcel Nos. 18A-I , 18B and 18B-1, Estate Smith Bay, St. Thomas, Virgin Islands. (b). The Permittee is allowed to use, occupy and maintain the facility described above for the term ('7ERM") set forth below. It shall not constitute a property right and may be renewed only in accordance with V.I. Code, tit. 12, section 911. 3. TERM. This permit is effective upon its signing by the Chairman of the St. Thomas Committee of the V.I. CZM Commission, the Governor of the Virgin Islands, and ratified by the Legislature of the Virgin Islands or by the Committee on Planning and Environmental Protection, if the Legislature is not in session. As used belch the "Effective Date" or "the date hereof' means the date of such ratification. This permit will expire ten (I0) years after the Effective Date. The Permittee shall have the option to renew the permit within ninety (90) days before the permit expires and the renewal terms are subject to negotiations. This permit is issued fora definite term, tea (10) years, and shall not constitute a property right. 4. DOCUMENTS INCORPORATED_LIY REFERENCE Exhibit A: Exhibit B: Exhibit C: Exhibit D: A letter of Application to CZM Committee dated March 12, 1999. Joint Army Corps of Engineers Application dated March 12, 1999. Copy of Major Permit CZM Permit No. CZT-82-87W, Site Plan dated July 26. 1995 MI @ 2007 CB Richard Ellis, Mc. luamagoattri aaoz 1819903 t7catTintr IN4 nn/on,Tr EFTA00787909

Exhibit E: Special Warranty Deed between AYH Holdings and MOF VI, Ltd. Exhibit F: tiilLatc of Existence for MOF VI LIMITED PARTNERSHIP. 5. GENERAL CONDMONS (a) Liability. The Perminee agrees to assume full and complete responsibility for all liability to any person or persons, including employees, as a result of its control of the area described in Paragraph 2 of this permit, and all improvements thereon (which area and improvements are hereinafter referred to as"the premises"), and to hold the Permittor free and harmless for civil or other liabilities of any kind during the time the Pennittee is in control of the premises pursuant to this permit. (b) Personal Property and Damage. All personal property of any kind or description whatsoever located on the premises shall be there at the Perminee's sole risk. (c) Assiartment or Transfer. This permit may not be transferred or assigned except as provided in Section 910-15 of the V.I. R&REGS. (d) Permit to be Displayed. A placard evidencing the permit shall be posted in a conspicuous place at the project site during the entire work period. (e) Beliance on Information and Data. The Permittee affirms that the information and data which it provided in connection with its permit application are true and accurate, and acknowledges that if subsequent to the effective date of this permit such information and data prove to be false or inaccurate, the permit may be modified, suspended or revoked in whole or in part, and that the Commissioner or the Committee may. in addition, institute appropriate legal action. (t) Development to be Commenced. Any and all development approved by this Coastal Zone Permit shall begin within twelve (12) months from the date this permit becomes effective and shall be continuous until completion. Failure to perform at least fifty (50%) percent of the work within such period and continuously construct thereafter until the completion of construction shall cause the permit to terminate automatically and render it null and void, unless the permittee requests an extension in writing and demonstrates to the satisfaction of the Committee that good cause exists for granting such extension. (g) Notification of Completion. Upon completion of any activity authorized or required by this Coastal Zone Permit, the Pennittee shall promptly so notify the Director ofthc Division of CZM and where the services of a professional engineer were required in undertaking the activity, acertification 0 fcompliance provided by the project engineer that the plans and specifications of the project and all applicable V.I. Code requirements have been met, shall be filed with said Director. 2 COO t 2007 CB Richard Ellis, Mc. vsaaia9emig a007. P319901 rvJ or - an VAC AA.AA.TT EFTA00787910

(h) Inspection. The Commission, its Committee, the Commissioner or their authorized agents or representatives shall have the power to enter at reasonable times during project working hours upon any lands or waters in the coastal zone for which this Coastal Zone Permit has been issued The Pennittet shall permit such entry for the purpose of inspection and ascertaining compliance with the terms and conditions of said Coastal Zone Permit. The Permit-tee shall provide access to such-records as the Commission, its Committee., or the Commissioner in the perfofmance of it or his duties under the CZM Act may require the Pcimittee to maintain. Such records may be enzwnineri and copies shall be submitted to the Commission, its Committee or the Commissioner upon request. Conditions of Premises. The Development authorized by this permit shall be maintained in a safe condition and in accordance with the description, plans, or drawings approved by the Commissioner or by the Committee, and all applicable Laws. Public Access to Shoreline. The Development shall be operated so as to assure optimum public access to the shoreline. Restoration of Area. The Permittee, upon revocation or expiration of the permit, shall upon order of the Committee or the Commissioner, and in their sole discretion, remove all structures authorized by the permit and/or comply with any directive of the Committee or the Commissioner in satisfying the original permit conditions in such time and manner as the Committee, or the Commissioner may direct (1) Notices. All notices sent or required to be sent hereunder must be by ecru :fed mail, return receipt requested. If addressed to the Permit-tor, same shall be sent to the commicsioner of the Department of Planning and Natural Resources, Cyril E. King Airport, Terminal Building, 2s Floor, St. Thomas, US Virgin Islands 00802 or to such other place as the Pet-minor may hereinafter designate. If addressed to the Permittee same shall be sent to MOF VI LIMITED PARTNERSHIP, No. 6142 Campbell Road, Suite 2000, Dallas TX 7524875, or to such place as the Permitter may hereinafter designate by certified mail, return receipt requested. (m) Non Waiver. One or more waivers by the Pennittor of any covenant or condition of this permit shall not be construed as a waiver of a further breach of the covenant or condition. The consent or approval of the Pe minor to or of any acts by the Permittee requiring the Pennittor's consent or approval shall not be construed as approval of any subsequent similar act by the Permittee. (n) Revocation. It is specifically understood that all the foregoing covenants and agreements, as well as other terms and special conditions hereby agreed to by the Permhtee, are to be well and faithfully kept by Pernittee and that any faihut by Permittee to keep same will result in revocation of this permit. 3 too@ @2007 CB Richard Ellis, Inc. laamaseueR awn IR]suop DZSEctILOPC Ltd 81:60 00/90:Tt EFTA00787911

(o) Other Approval. If the development covered under this permit requires separate and distinct approval from the United States Government or any agency, department, commission or bureau thereof, then no development or occupancy is allowed wader this permit until such permits or approvals have been obtained. (p) (4) Abandonment. If the Permittee abandons, deserts or vacates the premises or discontinues its operation at the premises for a period totaling six (6) consecutive months, the permit will terminate automatically and be rendered null or void. Sienaturcs on the Permit Document. The applicant shall sign and return the permit document to DPNR within sixty (60) days of receipt thereof Failure to return the signed permit within the time period specified herein will be considered a rejection of the terms and conditions of the permit and will render the offer of the permit null and void, unless the applicant request a written extension and DPNR grants the written extension. (r) Patugge and Reuel. of Premises Descthed in Paragraph 2. In the event of damage to or destruction of the premises described in paragraph 2 hereof; repair work may be done only after the patina has notified DPNR in writing. 6). S.rignigsonman a). Items 6(c), 6(1). 6(m), 6(q), 6(w). 6(y), 6(dd) of approved CLNA permit No. CZT- 82-87W shall remain in full force and effect. b). Item 6 (ft): Fire fighting equipment appropriate for the docking facilities shall be made available at the dock at all times. 7). FEES Pursuant to V. TR& BEGS Title12, Section 910-5(e) 8, the Commissioner of the Department of Planning and Natural Resources negotiated the following fees to be paid by the Pennittee. a). An annual fee of twenty-five thousand dollars (525.000.00) per year was negotiated. Said annual fce is for the 10 foot wide boardwalk (10,700 sq.ft.) occupying the submerged lands. b). The first payment of the annual fees in paragraph 9 (a) above, shall be made payable to DPNR within five (5) days after the legislature ratifies this permit. c). The annual fees payable under this permit shall be adjusted at the commencenrot of the second (2n°) year of the permit term, and every year thereafter until the sixth (6") year in accordance with the increase of the Consumer Price index as established by the U.S. Department of Labor. Bureau of Labor Statistics for "All Items, All Urban Consumers (1967-100%), (the "CPI") as follows, provided, however, that in no event shall the annual fee under any yearly adjustment be greater than 150% of the $25,000 annual fee during the initial sixty (60) months of the tam of the permit term. 4 cool t2007O3Richard Ellis, lac. unauatta0SR augn Tolgoo3 PZS6tTLOtC tV4 61:d0 NOR 00/90/IT EFTA00787912

(i). The CPI as of the first (I") month of the second (2 year of the term of the permit and the first (I°) month of each subsequent year of the permit shall be the "base price index" and the CPI as of the month immediately preceoding the commencement of the second (2id) year of the permit term and the commencement of each subsequent year of the permit term until the sixth (6th) year of the permit term shall be the "current price index". • (ii). The current price index shall be divided by the base price index and the quotient thereof shall be multiplied by the sum of the annual fee of the prior year. (%). The resulting product shall be the Annual Base Fee %r the current year. (iv). At the end of the fifth (5°) year of the permit term, the manual fees shall be renegotiated. In no event shall any fee determined in the above manner be reduced below an annual fee of S25,000.00 5 900q1 S 2007 CB Richard Ellis, Mc. luamagentm agoZ Telsmon tZglitTLAPC ry OZ:RA cAR 40/A0:17 EFTA00787913

IT IS EXPRESSLY UNDERSTOOD by the parties hereto that the title to all submerged or filled land which is altered or occupied on the basis of this permit is in the Government of the Virgin Islands, and the Permittee shall have no right or interest therein, of any kind whatsoever, other than such rights as are expressly set forth herein, and that this instrument is not a lease. IN TESTIMONY WHEREOF, the parties herein have hcreunto set their hands and seals on the days and years appearing herein below. ST. THOMAS COMMITTEE OF THE VIRGIN ISLANDS CZNI COMMISSION Permittor By: _dad nt.."LeAke.01-,-.-7 Albert Paiewonsky, Chairman, St. Thomas CZM Committee By- Jo CIS Se Vice President, MOF VI, LTD. 2- 7 - 0c) Date MOF VI IIMITF.D PARTNERSHIP Pernintee PPROVED Date 27/1/0 Governor of the Virgin Islands Da • RATIFIED Legislature of the Virgin Islands President of the Legislature Date Chairman Or if the Legislature is not in session Committee On Senn ng & Environmental Protection 0- 2000 Date t 2007 CB Richard Ellis, Mc. EFTA00787914

I. Mi. John Powers, Senior Vice President of MOF VI LIMITED PARTNERSHIP do hereby certify that as Senior Vice President of MOF VI LIMITED PARTNERSHIP, I am duly authorized and empowered to sign this it on behalf of MOF VI LIMITED PARTNERSHIP. John Po nior Vice President SWORN AND SUBSCRIBED before me thisj2Day of 0) -J 2000 J. Daryl Dodson LtiP 9945 Commies:an Expires: January 2003 7 Date onnld 2007 CB Richard Ellis, inc. ioaossoneli auoz toiseo3 II/et/Ott /Y4 OVO0 NOR 00/90/TT EFTA00787915

c' ox: r'. 61/19/2007 3:87Pif Official Records of ST THOMAS/ST JOHN WILMA.% HART SMITH RECORDER OF DEEDS GOVERNMENT OF THE VIRGIN ISLANDS OF THE UNITED STATES 0 DEPARTMENT OF PLANNING AND NATURAL RESOURCES Division of Coastal Zone Management Cyril E. King Airport, Terminal Building Second Floor St. Thomas, Virgin Islands 00802 December 4, 2000 • ".• Mr. John Powers Senior Vice President MOF VI Limited Partnership No. 6142 Campbell Road. Suite 2000 Dallas. TX. 7524875 Tel: (340) 774-13211 RE: Request for Modification of Coastal Zone Management (CZNI) Major Permit Nos. CZT-4-99W & CZT-53-85SL: MOF VI LIMITED PARTNERSHIP Dear Mr. Powers:: On December 4, 2000. the St. Thomas Committee of the V.I. CZM Commission met to act on your request for modification of CZM Permit Nos. CZT-4.99W & CZT-53-85SL. The proposed modifications consist of the following: CZT-4-99W: Section 2. -SCOPE" delete in its entirety and insert the following, "This permit approves the use and occupancy of filled lands consisting of .64 I acres or 27,921 .96 square feet. located at Parcel No. IS• W. Estate Smith Bay. No. I, 2, & 3. East End Quarter. St. Thomas. U.S. Virgin Islands." Section 3. "TEFtivr, after the last sentence in this section, the following language shall be inserted. -For financing purposes. this permit shall be deemed to be a lease of Parcel No. I 8-W. Estate Smith Bay. No. 1.2. & 3, East End Quarter. St. Thomas, U.S. Virgin Islands." Section 7 fa). FEES, delete in its entirety and insert the following language. "An annual fee of thirty- one thousand, five hundred and twenty two dollars. and twenty two cents (S31. 522.22 ) per year was negotiated. Said annual fee is for the use and occupancy of .64 I acres of filled lands located at Parcel No. 18-W, Estate Smith Bay, No. 1. 2. & 3, East End Quarter. St. Thomas. U.S. Virgin Islands." t 2007 CB Richard Ellis, Mc. EFTA00787916

CZT-53-85SL: Section 2.SCOPE, delete in its entirety and insert the following language, "This permit approves the use and occupancy of five docks, of which three are "T" shaped docks, twenty-eight (28) finger piers, a ten (10) foot wide boardwalk connecting the docks and a rock armor wall that runs parallel to the boardwalk on its landward side. The total square foot area of the structures occupying the submerged land is approximately I I, 194 square feet. This permit also approves the use and- occupancy of approximately 130,000 square feet of submerge area surrounding the structures that are listed above. This development is located seaward of Parcel No. 18-W, Estate Smith Bay, No. 1, 2, & 3, East End Quarter, St. Thomas. U.S. Virgin Islands." Section 7(a) FEES, delete in its entirety and insert the following language, "An annual fee of thirty thousand . My nine dollars, and sixty-nine cents ($30,059.69) per year shall be charged far the use and occupancy of the submerged land area occupied under this permit. Said fee is composed of the sum ofsix thousand, one hundred and fitly dollars (S6,I50.00)for the structures occupying submerged lands, seventeen thousand, nine hundred and seven dollars, and seventy three cents (S17,907.73) for the use of the mooring area around the structures. and a 25% increase pursuant to Section 7(d) of CZT-53-35SL." It was determined that the proposed modification does not change the nature, scope or characteristics of your approved Major CZM Permit Nos. CZT-4-99(W) & CZT-53-85SL. Therefore. your request for the modification, as described above, is hereby Approved. If you have any uestions or concerns, please feel free to contact Ms. Janice D. Hodge. Director of CZM at . Sincerely. / e) 71-17‘08-74fr. Austin Monsanto Acting Chairman. St. Thomas Cal Canuniitte:: cc: Dean C. Plaskett. Esq.. Commissioner Janice D. Hodge. Director. CZM Jul ita de Leon. Legal Counsel file A. James Casner W' 2007 CB Richard Ellis, Mc. EFTA00787917

EXHIBIT B COASTAL ZONE MANAGEMENT PERMIT NO. CZT-81-87(L) 91/19/2007 3:07PM Official Records of ST THOMAS/ST JOHN VILMA 0. HART SMITH RECORDER OF DEEDS 0 2007 CB Richard Ellis, Inc. EFTA00787918

EXHIBIT 3 MAJOR COASTAL ZONE PERMIT 9O. CZT-81-57L 1. AUTHORITY. This permit is issued by the Department of Planning and Natural Resources of the Government of the Virgin Islands (hereinafter "The Department") on behalf of the Coastal Zone Management Commission pursuant to Title 12, Chapter 21, Virgin Islands Code. As herein. "Permittor" is the Government of the Virgin Islands and "Permittee" is American Yacht Harbor Associates SCCP£. This permit allows the Permittee to demolish twelve (12) of the existing 14 builds, renovation of the two (2) remaining structures and the construction of four (4} new structures. The existing gas station will be relocated. One hundred fifty nine (1591 parking spaces will be orovided. This facility will be located at Parcels ISE. 189-1 Estate Smith Bay, St. Thomas. Virgin :stands. TERM. This permit Ls effective upon its signing by the Chairman of the Committee of the Coastal Zone Management commission. pursuant to V. I. Code. Title 12, Chapter 21. Authorization for construction under this permit shall expire if the Permittee fails to commence work within twelve (12) months from the date this permit becomes effective. 4. DOCUMENTS INCORPORATED BY REFERENCE. Exhibit A - Letter of application to the commissioner, dated march Z9, 1987. Exhibit 3 - COM permit application, dated March Z9, 1987. Exhibit C - Major Environmental Assessment Report. 1 Exhibit D - Public Works Department Map No. A9-44-ii5. Exhibit F. - Project drawings. GENERAL coNDITICNs. (a) Liability. The Permittee agrees to assume full and complete responsibility for all liability to any person or persons, including employees, as a result of its control of the area described in paragraph Z of this permit, and all improvements thereon (which area and improvements are hereinafter referred to as "the premises"1 , and to hold the Permittor free and harmless for civil or @2007 CB RichoriSao.s. trier liability to anv kinri EFTA00787919

COASTAL :ONE PERMIT NO. c2T-81-97L ?age -2- GENERAL CONDITIONS lb) Personal Property and Damage. All personal property of any kind or description whatsoever located on the premises shall be there at the Permittee's sole risk. (c) Assigned or Transfer. This permit may be transterrea or assigned as provided in Section 910-15 of the Regulations of the Coastal Zone Management Act. (d) Permit to be Displayed. A placard evidencing the permit snail ne posted in a conspicuous place at the project site during the entire period of work. (e) Reliance on information and Data. The Permittee affirms that :he information and data which it provided in connection with its permit application is true and accurate, and acknowledges that if subsequent to the effective date of this permit such information and data proves to be false or - inaccurate, the permit may be modified, suspended or revoked in whole or in part, and that the Commissioner or the Committee may, in addition. institute appropriate legal action. (f) Development to be Commenced. Any and all development approved by this Coastal Zone Permit shall be commenced within twelve 112) months from the date this permit becomes effective. Failure to perform substantial work within such period and thereafter until the completion of construction shall cause the permit to lapse and render it null and void unless an extension is granted by the Committee. {g) Notification of completion. upon :ompletion of any activity authorized or required by this Coastal Zone Permit, the Permittee shall promptly so notify the District Director of the Division of Permits office of Coastal Zone Management ("The Director") and, where the services of a professional engineer where required in undertaking the activity, a certification of compliance provided by the project and all applicable Virgin Islands Code required have been e 2007 CB Richard El' ?nit , shall be filed with the nieor..-- EFTA00787920

COASTAL ZONE PERMIT NO. CZT-31-87L Page -3- 5. CONDITIONS (h) Inspection. The Commission, its Committee, the commissioner or their authorized agents or representatives shall have the power to enter at reasonable times during project working hours upon any lands or waters in the coastal zone for which this Coastal :one Permit has been issued. The Permittee shall permit such entry for the purpose of inspection and ascertaining compliance with the terms and conditions of said Coastal Zone Permit. The Permittee shall provide access to such records as the Commission, its Committee, or the Commissioner in the performance of its or his duties under the Act may require the Permittee to maintain. Such records may be examined and copies shall be submitted to the Commission. its Committee or the Commissioner upon request. (1) Conditions of Premises. The development. authorized by this permit shall be maintained in a safe, attractive and satisfactory condition and in accordance with the description, plans or drawings approved by the Committee. U) Public Access to Shoreline. To be consistent with Section 910-10(91 of Title 12. V. I. Code, Chapter :1 Rules and Regulations, the development shall not be operated so as to unreasonably restrict public access to any recreational areas of the shoreline. (k) Restoration of Area. The Permittee, upon revocation or expiration of the permit. shall upon order of the committee or the Commissioner. and in their sole discretion, remove all structures authorized by the permit and restore the area to its original condition, and/or modify such structures, and/or comply with any directive of the Committee or the Commissioner in satisfying the original permit condition in such time and manner as the committee, or the commissioner may direct. (1) :lotices. All notices sent or required to be sent hereunder must be certified mail, return receipt requested. If addressed to the Permittor, same @2007C6Worditheil be sent to the Commissioner nf PlAnninfl Area 6. • EFTA00787921

COASTAL ZONE PERMIT NO. CZT-B1-87L Pace -4- _ . GENERAL CONDITIONS or to such other place as the Permittor, may hereinafter designate by certified mail. If addressed to the Permittee, same shall be sent to American Yacht Harbor Associates, . Sox 1155O, St. Thomas. V.I. 00801 or to such other place as the Permittee may hereinafter designate by certified mail, return receipt receipt requested. (m) Nonwaiver. One or more waivers by the Permittor of any covenant or condition of this permit shall not be construed as a waiver of a further breach of the covenant or condition. and the consent or approval of the Permittor to or of any acts by the Permittee requiring the Permittoris consent or approval shall not be construed as approval of any subsequent similar act by the Permittee. in) Revocation. It is specifically understood that all the foregoing covenants and agreements, as well as other terms and special conditions hereby - agreed to by Permittee and that any failure by Permittee to keep same will result in revocation of this permit. (o) Other Approval. If the development covered under this permit requires separate and distinct approval from the United States Government or any agency, department, commission or bureau thereof. then no development is allowed under this permit until such permits or approvals have been obtained. (p) Abandonment. If the Permittee abandons. deserts or vacates the premises f:r a period ,stalling six (6) consecutive months without written notification to the Director and receipt acknowledged, then the permit will terminate automatically and be rendered null and void. 5 SPECIAL CONDITIONS. :a) All necessary federal and territorial permits shall be obtained prior to construction, unless otherwise noted. Three (3) complete sets of drAwinfl, ' EFTA00787922

COASTAL :ONE PERMIT `7O. C:T-81-87L ?age -5- 6. SPECIAL CONDITIONS approval prior to commencement of construction. in) Filling will be allowed in accordance with the revised site plan dated August 21, 1987. (d) Building A will be constructed as per the revised site plan dated August 21, 1987, and all new businesses housed therein shall be marine- oriented. e ( f) I g) The proposed observation tower :s to be disallowed until plans are presented to CP-OC:M which demonstrate compliance with the height restrictions in the W-1 zone. Other qualifications being equal. Virgin Islands residents as of the date of permit approval shall be given preference when positions become available during the building, preparation and - operation of the project. Additionally, an affirmative action officer shall be appointed the responsibility for preparation and monitoring of an annual affirmative action plan. A specific Irndscape plan for :he entire project shall be submitted to DP-OCH for approval prior to construction. (h) Before construction or development commences, the Permittee shall deposit in escrow with the Department of Planning and Natural Resources, Division of Permits, the amount of 16.5'00 per annum to be held for the duration of the project from signing of this permit. These funds will be disbursed by the Commissioner for the purpose of monitoring the construction and development of this approved project. Any amount which remains in the escrow account at the end of the project shall be returned to the ?ermittee no later than ten (1O) days after invoicing. Ii) A plan =hall be submitted prior to commencement of construction showing the number of access and egress points from Route 32 with minimal turning movements conflicts. This plan must be approved CO 2007 CB Richard E&, oy the Department of EFTA00787923

COASTAL CONE PERMIT NO. O:T-81-37L ?age -5- 6 SPEC:AL CONDITIONS DP-ocZm must be notified and properly acknowledged response documented by at least three (3) working days prior to commencement of construction activities and upon completion of the development. (k) An alternative erosion and sedimentation control plan shall be submitted to be approved by DP-OCZM prior to the initiation of construction. All erosion control devices installed shall be properly maintained for effectiveness tuitil the development is completed. (1) Any mangrove to be cut will be authorized and supervised by the DP-oCZM staff. (m) Permittee shall comply with Coast Guard. regulations regarding the use of holding tanks. (n) Permittee must submit a letter from the Department of Public Works to DP-OCZM staff authorizing the Permittee to hook-up their sewage system to the public sewage system. ;o) The Fermittee shall obtain the required permits from the Division of Environmental Protection for the installation and operation of the electrical generator, and shall submit a revised site plan showing the location of the generators prior to issuance of occupancy permit. (p) The Permittee shall provide 159 parking spaces before occupancy of the new facility occurs. (g) The owners and/or managers of this crolect, including those responsible for its future operations shall cooperate with the J.I. Department of Education, University of the Virgin islands and other agencies and Ins=mentalities 'n their training programs for the hospitality industry, and other operational aspects of the industry. (r) The Permittee shall obtain from the Department @2007CBRichwd6/4Public Works a driveway permit. EFTA00787924

CCASTAL ZONE PERMIT :4). _:T-e1-87L ?age -7- sfECIAL CONDITIONS (Conc'd). architect registered in the U. S. Virgin Islands, to provide the regulatory flood evaluation data pursuant to Title 29. V.I. code, Chapter 5, Section 294 (b)(4)-3 and the structures designed accordingly. (t) The Permittee shall obtain the required permits from the Division of Environmental Protection for the installation and operation of a reverse osmosis desalination plant prior to issuance of occupancy permit. (u) A specific landscape plan for the entire project shall be submitted to the DCZM for approval prior to commencement of construction. (v) A relocation plan Ear the existing businesses at the project site shall be submitted to Division of Permits prior to commencement of construction. (w) During the operation of this facility, space shall be provided for any emergency vessel requiring temporary berthing. (xl a permit to construct a sidewalk from the western boundary—of the Ivanna Eudora Kean High School to the eastern boundary of the project site shall be obtained prior to commencement of construction of this project. (Y) For the duration of this permit and any subsequent government leases which may supercede this ,:ermit, only marine-related businesses shall be allowed to operate on the site of this development. Prior to the issuance of a certificate of occupancy, Permittee shall submit a list of prospective tenants to the St. Thomas CZM Committee for review and approval. (z) To ensure the opportunity for the established businesses at the development site to continue their business operations, any persons or entities operating under a lease or occupancy . 2oinclitko4gretment will be given the right of Eircr refusal to AD.41-''' EFTA00787925

COASTAL DONE PERMIT NO. CIT-81-87L ?age -8- SPECIAL COMO/7'GUS ( (aa) The location of filled submerged lands and bUilding A will conform to the siting and location as indicated on the revised site plan dated August 21. 1987. which is an appendix to this permit. (bb) All dredge spoils transported from the development site will be transported in sealed, watertight tank trucks. An economic impact assessment shall be submitted to the OP-oc:M staff for approval prior to commencement of construction. (dd) The dinghy dock shall maintain its present dimensions, and no restaurant be allowed thereon. (eel gg 1 Fire fighting equipment appropriate for the docking facilities shall be made available at the dock at all times. Permittee shall consult with the Virgin Islands Fire Department to ascertain the necessary requirements. The Office of Coastal Zone Management shall be furnished an approved copy of the requirements prior to commencement of construction. The developer shall submit to DP-OCZM a detailed plan of the areas subjected to a 100 year frequency storm--boch tidal and inland (rain induced) prior to construction. Account shall be taken of the wave effect for flooding. The plan shall show both flooding elevations and probable energy impacts due to wave action. :n addition. special conditions 2 through J. of Permit No. 7-137-81W, granted to Lagoon Marina Incorporated on September 9, 19871, shall remained in effect except where in conflict with this permit. It 2007 CB Richard Ellis, Inc. EFTA00787926

CCAATAL ZONE PERMIT NO. ZZT-81-87L Page -9- IN TESTIMONY WHEREOF, the parties herein have hereunto set their hands and seals on the days and years appearing herein below. GOVERNMENT OF THE VIRGIN ISLANDS, Permittor BY: Aait4/1- liad....-c-L...... -,...-- ( C airman, St. Thomas Committee Coastal Zone Management Commission AMERICAN -AC-: miAREOR ASSCCIATE2 Permictee Carl Freyer - ?eV- Date • / 2/..2syPir 1 Date t 2007 CB Richard Ellis, inc. EFTA00787927

COASTAL 1O11E PERMIT HO. CZT-81-37I. Page -10- I, Car 1 H. Fr , e yer dO hereby certify that I am the General Par that of Amer trail 'Mar tor 'Ascc Laces, a United States lir; in Island Limited Partnership duly licensed and/or registered to do business in the U.S. Virgin Islands, that Carl trivet; who signed this permit is General . Par of said limited F a _tn. , _not he .s authorized by the Agreement a.: Limited ?a...—. ship to execute this permit in the name of and in behalf rf said Limited partnership. I further certify that the making of this permit is within the scope of the Limited partnership's rower s. 7 1- - Carl. H. Freyer General Partner :O AUO SUBSCRISED before me % day of -C,4O.O. - . •.1 •••••,!Ntil . 1 notary Public My Commist:cn (ions Mar. 31. 1293 If0 2007 CB Richard Ellis, Inc. EFTA00787928

EXHIBIT C COASTAL ZONE MANAGEMENT PERMIT NO. CZT-53-85(SL) O 2007 CB Richard Ellis, Inc. EFTA00787929

• COASTAL ZONE'PEMMIT MO. CZT -S1 —86SL (Renewal of SLIP No. 31; 216 and CT -L77 -8114) 1. AUTHORITY. This permit issued by the Department of Conservation and Culigii-A7fairs of the GoVernment of the Virgin Islands (hereinafter -nit Oepartment ') an behalf of the Coastal Zone Managemnst*Cmaisslon paiiitant to Title 12, Chapter 21, Virgin Islands Code. As herein, 'Permitter' is the Goverment of the Virgin Islands and 'Permittee' is the Lagoon Marina, ham. This permit supersedes Submerged Lands Permits, SLP Mo. 31 and 216, and CZT-137-6IW. 2. SCOPE. This Permit is for the renewal of Sulaaerged Land Permits Me. 31 and-Zirto confora with the rules and regulations of Act 4248, and to combine CZT-E37-3211 hereto. The Permittee is allowed to use. occupy and maintain the -xiszing marine facilities located on and seaward of Plots al. 18-6. 78. h..1 *inn Z.—ate Emith Bay, la. I, 2 5 3 East End Quarter, St. Thnvms. virgin islands. Said facilities consist of eiant (8) piers of various lengths. five Y5) of wnich have finger piers attacned; a boardwalk interconnecting dor= A to o, and C to 0; all witt ttorinq 2nt a bc.- rt.= Stn....-. are at:act:ea to an unnumbered parcel of filled submerged lands 0.27 ! U.S. Acre The above, being described in Exhibit A & 8 are attached hereto and made a part hereof. 3. TERM. This 7.ermit fs effective upon its approval by the Commissioner of the-rirtment of Conservation and Cultural Affairs, the Governor, and ratification by the Legislature of the Virgin islanas or by the Committee on Conservation, Recreation and Cultural Affairs if the Legislature is not in sass purluanz to Title 12, Chapter 21, virgin Islands Code. No construction is authorized by the co:dining of SLP 21.5 ana CZT-L37-81W herein. This permit shall expire Fiftwur(15) years after its effective date, suoject to renewal pursuant to Title 12, Chapter 21, Section 911 Part (4, of the Virgin Islands Cade. • cS -4= :OCT:TS :co2PORATTO 819 9.F.F77:ENCZ. re Er.etch describing piers ana submer.ma !ands. Exn.1=1: 3 - Submerged !ands Permit ::a. 2. Submerged Lands Permit :la. 3. CiT-127-alW 215 =%hibi: C - Title Survey Crawina No. 1.353-6, rated c2rtifiea at 120 t 2007 CB Richard Ellis, Mc. EFTA00787930

eTh (g) altsTAL LONE PERIIT NO. CZT-53-85SL CONOrrr ONS (a) Liability. The Perarit-tee agrees to ass=e full and complete reerpai sioility for all liability to any person or persons, including em- ployees, as a result of its control of the arta described in Para- graph 2 of this .permit, and all improvements thereon (which area and itaprovetents are hereinafter referred _Pp as 'the premises"), and - to- hold the Peranttor free and harmless from civ-i-1 or other liability of any kind during the time the Perzrittee is in control -=-of the premises pursuant to this permit- (b) Personal Property and Damage. All personal property of any kind description wnatsoever located on the on-wises shall be there at Permittee's sole risk. /-1 or thi ssioned or transfer. This permit may not to transferred or assigne axcnot as orovicea in Section 910-LE of the Regulations 07: the ".1.oastai 7. :me t•tanagement Act. Permit to be Displayed. ,:‘ pi acaro ev tient] na the permit snai l oe poste° in a conspicuous place at the project site during the entire period of work. Reliance on Information and Data. The Peraittee affirms that the inrormation ana aata wnicn it provided in connection with its permit application is true and accurate, and acknowleages that if subsequent to the effective date of this permit such information and data proves to be false or inaccurate, the permit may be modified, suspended or revoked in whole or in part, and that the Commissioner or the Cart- zittee may, in addition, institute appropriate legal action. (f) Oevelooment to be Corrmenc.-kd- Any and all development approved by thi Coastal Zone Permit snail Oe commenced within We've (12) months from the data this permit becrzes effective. Failure to perform substanti, work within such period and thereafter until the =pletion of constr. tion, shall cause the permit to lapse and render it null and void un extension is granted by the Colornittae. llotification of Corpietion. Upon tomoletion of any activity autho- orizea or reguirea ov chid Coastal lane Permit. tie Rermittae shall on:mot...Iv so notify the Director of the Division of Coastal Zane Man- aaement ("The Director- ) and, where the services of a professional enaineer were required in undertaking the activity, a rartification of compliance provided by the project ericinear that -he :tons and stecifications .raf the oroject and 211 anol icaole 'flroin islands ;Ode recuirisenos have been .-at, snail te filEA the t21 e.2007 CB Richard Ellis, Inc. EFTA00787931

C . COASTAL Pe7Nrr no. cr.-53-35a GENERAL CONDITIONS. (h) inspection. The Commission, its COmmittee, the Commissioner or tnelr autnorized agents dr representatives shall have the power to enter at reasonable times upon any lands,or waters in the coastal zone for which this Coastal Zane Permit has teen issued. The Permittee shall permit such entry for the purpose of inspec— ting and ascertaining compliance with the terms and conditions of said Coastal Zone Permit. The Permittee shall provide access to such records as the Commission, its Committee. or the Commis— iidner in the performance of its or his duties under the Act may require the Permittee to maintain. Such records may be &retained and copies shall be submitted to the Commission, its Cobiiittee or the Commissioner upon request. • :1•1-faS e (I) Conditions of premises. The development authorized by this permit snail oe maintainea in a safe, attractive and satisfactory condition and in accordance with the description, plans or drawings approved ty :he Committee. Public Access to Shoreline. The development shall be operated so as :o assure optimim ouoiic access to the snoreline. te- Rect.:ration of Area. ihe ;ermittee. upon revocation or expiration or tne permit, snai l upon order of the Committee or the Commissioner, and in their sole discretion, remove all structures authorized by the permit and restore the area to its original condition, and/or modify structures, andior comply with any directive of the Com- mittee or the Commissioner in satisfying the original permit condition in such time and manner as the Committee, or the Commis- sioner Nay direct. 1) 'unions. All notices sent or required to be sent hereunder must oe oy certified mail, re:urn receipt requested. If aadressed to the Permitter same shall be sent to the Commissioner of Conservation and Cultural Affairs, Government of the Virgin Islands, Post Office Box 4399, St. Thomas, U.S. Virgin Islands 00301 or to such other place as the Permitter may hereinafter designate by certified mail. If addressed to the Permittee, same shall be sent to Lagoon Marina, Inc. Red Hook, St. Thomas, ?.I. 00802. or to such other place as the Permittee may hereinafter Designate by certified mail, return receipt requesteo. %onwaiver. )ne or -ore waivers by the P.ermittor cf any convenant or :onclizion of tnis dermit snail not :e construes as a waiver of a further :reach of the c:nvenant or condition, and the consent or .pormval of the Permit:or :o or of any acts by the Permittee requir- ing the Permitzar's consent or aoprovai shall not to construed as app.-eve' of any subsequent similar act tv the ;ter-mit:al. (n) :.evccztion. !t is soecifically undert:coo :hat a;1 the foregoing cenvenanta and agreements. as ,ell as other r_Irms sna soecial conditions hereoy agreea to oy Permistee. are :: oe well and faith- fo1iy kept by Permit:5e ana ::at any failure hv ' @ 2007 aikehacci ,m> c,. ; — • • . • • 122 EFTA00787932

(e COASTAL ZONE PERMIT NO. CZT-53-85SL GENERAL CONDITIONS. (o) Other Approval. If the development covered under_ this permit requires separate and distinct approval from the United States Government or any agency, department, commission or bureau thereof, then no development is allowed under this permit until such permits or approvals have been obtained.• Abandonment. If the Permittee abandons, desert or vacates the premises or discontinues its operations at the premises for a_ ... period totalling six (6) consecutive months, then the perMit will terminate automatically and be rendered null and void. Camaoe and Repair of Premises Described in Paraoraoh 2. i) in the event of damage to cr cestruction :f :he :remises described in Paragraon 2 hereof, repair work may be done only after a request to do so has been submitted in writing co the Department, and permission in writing has been granted. Repair must duplicate the original work, and must be accordance with appiicaoie law, rules and regulations. (ii) General maintenance or repair resulting from normal wear and tear of operations may be carried out as a matter of right under this permit, but must be limited to the non- structural portion of the ;remises. (p) (q) 6. SFEC:AL CONDITIONS. (a) 'co new buildings or structures are permitted unaer this permit. (b) An oil spill contingency plan is to be filed with the Director, within three (3) of approval of this permit. (c) The boats which have toilet facilities or generate waste shall be eauipped with holding tanks from which waste can Pe punted ashore. (d) The Permit-zee shall survey and record any and all filled submerged land as sucn with the Department of Ruoiic Worss.zna furnisn the Department with a copy of said drawings. The Fermi:tee shall apply to the Department for 2 Terminal Facility License in order to ooerate the fuel terminal !,aciiities contained therein. in accordance with Title 12, Chapter :7, Section ;06 of ,he Y.I. Code. 123 t 2007 CB Richard Ellis, Inc. EFTA00787933

• • •e. • .4 . •••. COASTAL ZONE PERNI7 30. CZT-53-65S1.. (f) The use of boat propellers for channel clearance is strictly prohibited. (g) The cutting, distruction or distrubance of Red Mangroves (Rhizophoi-a mangel) is prohibited. (h) No boat scrapings, waste, debris. petroleum products_or other pollution matter shall be deposited in the waters, or O .:the -a-shorelands, which could cause pollution of the waters: r ? such waste shall be disposed of in an environmentally acceptable manner. (i) Dinghy dock areas will be provided along the ulkhead or in the denerz! vicinity of cuoiic use. :J) Public access to the fill area will be maintained. • • - am••••• . • 124 @ 2007 CB Richard Ellis, Mc. EFTA00787934

C C:ASTAL ::NE PERMIT NO. CZT-53-c=SL I 7. erre (a) A'fee of 529,265.53 per year payable in advance shall be charged for the use and occupancy of the submersed land area occupied under -this permit. Said fee is composed 4f the sum of 56,150.00 for the structure occupying the submerged lands, 5.17,307.73 for the mooring area around this structure and 55.217.18 far the occupancy of 0.27± J.S.'acres of filled submerged lands. This fee is assessed pursuant to Section 910-5 of the rules and Y)c:. regulation of the QM Act. (b) In accordance with the crovisions of SLP No. 216, Special Condition 5 (f), and CZT-l37-81W, Fees 7 (a), a fee of £',;07.40 :er year. ._...-active :a April 14, 1978 turruant SL? 216, lees (a) snail he assessed. For calculation ourcoses, this retroactive fee shall terminate upon the approval zeta of this permit. • The first oayment of the fees required in oaregreon 7 ta) b (b) above shall become due and payable within thirty (30) aays from the date when this permit is approved. On each fifth anniversary of the effective date of this ;ermit the rental fees established herein snail be renegotiateo by the Permitter and :he Fermittae. Any increase in the amount of zne rental fees shall be reesonaple, but in any event snail not exceed twenty-five (25 ) percent of the fee for the preceeding five (5) year period. (e) All fees payable under thiT permit shall be paid to the permitter regardless as to whether Permittee actually occupies or uses the submerged land described herein, provided, however that if the permit is modified to decrease/increase the suomerged lands so occupied, then the fees shall also be decreased/increase con- sistent therewith. W' 2007 CB Richard Ellis, Mc. 125 EFTA00787935

Z.IASTAL :DNE PERMIT 10. =7-53-Gift ; :7 :t =XPRcetLY :.;NDERS7000 byl the -parties hereto :hat. the :itie :O all suomerged or filled land which is altered or occupied on the basis of this permit is in the Government of the Virgin Islands..and the Permittee shall have no right or interest therein, of any kind-whatsoever, other than such rights as are expressly set forth herein, and that this instrument is not a lease. 7737TMONY WHEREOF, the parties herein hilie hereunto set their hands and seals on the days and years appearing herein below. GOVERNMENT OF THE VIRGIN tSLANOS /1 /7 rerrnitmcr ///2 /./ er„,- c ca,4417/ :=M1 2Sn cner. eh -7 -cnser i ,:f=airs _AGCON ::ARMA, :NC. ?err:II:zee • a• r AP:=07ED 6/ rno OF islanas nn. a4777:ED 'ac4 slat:rre of :he 717.17in :.-janas --asicent :ne / Date Date 419. IL Date 'or :'.e Laci:Lature is nct tn sessicn :.7mittaa pn Cznser-alyfon .:dfairs - / • aL. • ••••••••""... • w4:Ztes 'an • /// .. ; 7 ft . / 'Ca :re @ 2007 CB Richard Ellis, Mc. 126 EFTA00787936

C C2ASTAL :CNE PERMIT NO. CZT-52-OBSL Claudetta Smith Asst. that : am the /Secretary of the Laacon Marina. Enc. , do hereby cart , a torpor duly licensed and/or registered to do business in the U.S. Virgin Islands, the • qiiliom J. Clark who signed thit :ermit is ?resident of said-corporation the he was authorized by its Board of Directors to execute this permit in the name of and In behalf of said corporation. I further certify that the making of tit oermit is within the scope of the corporation's powers. :1232N • V ;No ZUBSCRIBED tefore ze / - 3, - • Asst. oecretzry No :a ry c 127 t 2007 CB Richard Ellis, Mc. EFTA00787937

9v MODIFICATION OF COASTAL ZONE PERMIT NO. CZT-53785SL WHEREAS, a Coastal Zone Permit CZT-53-85SL SLP No. 31; 216 and CZT-137-81W) was issued by the = • Government of the Virgin Islands, and ratified by the Legislature-of the Virgin Islands on February 18, 1986; and WHEREAS, a MEMORANDUM OF UNDERSTANDING dated April 21, 1993 was executed between the Government of-the Virgin Islands, Department of Public Works and the Department of Planning and Natural Resources (on behalf of the Government of the Virgin Islands) and AMERICAN YACHT HARBOR ASSOCIATES, wherein the Government of the Virgin Islands agreed to accept 1,537 square feet of property owned by American Yacht arbor Associates by appropriate deed to the Govertment of the Virgin Islands in exchange for a ten (10) year extension of the subject CZX Permit, CZT-53-85SL, all as more fully *described therein; and WHEREAS, the Governor of the Virgin Islands on March 24, 1993 approved the said MEMORANDUM OF UNDERSTANDING and the Legislature of the Virgin Islands, through its Committee on Planning and Environmental Protection, ratified the said MEMORANDUM OF UNDERSTANDING on April 21, 1993; and WHEREAS, a WARRANTY DEED dated September 16, 1991 was duly executed and has been held in escrow pending finalization of this matter and has now been duly received for recording by the Government of the Virgin Island's. NOW, THEREFORE, in consideration of the mutual covenants and agreements of the parties to the MEMORANDUM OF UNDERSTANDING as set forth therein, THE ST. THOMAS COASTAL ZONE MANAGEMENT COMMITTEE, having met and having duly considered this matter fully, and having further duly voted on this matter on October 7, 1993, and having duly recorded such vote, IT IS HEREBY THE ORDER OF THE ST. THOMAS COASTAL ZONE MANAGEMENT COMMITTEE, that CZT-53-85SL be, and the same is hereby, extended from February 17, 2001 to February 17, 2011. Except as hereby modified, all other terms and provisions of said CZT-53-85SL remain in full force and effect. DATED: October /', 1993 ST. THOMAS COASTAL ZONE MANAGEMENT COMMITTEE (of the CZM Commiss,:o? „ /C/</T:;„,-- Albert Paiewonsky, airman 2007 CB Richard Ellis, Inc. 128 EFTA00787938

r. " st GOVERNMENT OF THE VIRGIN ISLANDS OF TIIE UNITED STATES 0 DEPARTMENT OF PLANNING AND NATURAL RESOURCES Division of Coastal Zone Management Cyril E. King Airport, Terminal BuildingSecond Floor SI. Thomas, Virgin Islands 00802 December 4, 2000 • Mr. John Powers Senior Vice President MOF VI Limited Partnership No. 6142 Campbell Road. Suite 2000 Dallas. TX. 7524875 Tel: RE: Request for Modification of Coastal Zone Management (CZM) Major Permit Nos. CZT-4-99W & CZT-53.85SL: MOP VI LIMITED PARTNERSHIP Dear Mr. l'owers:: On December 4. 2000. the St. Thomas Committee of the V.I. CZM Commission met to act on your request for modification of CZM Permit Nos. CZT-4-99W & CZT-53.85SL. The proposed modifications consist of the following: CZT-4-99W: Section 2. "SCOPE" delete in its entirety and insert the following. "This permit approves the use and occupancy of filled lands consisting of .64 I acres or 27,92 I .96 square feet, located at Parcel No. 1S- W, Estate Smith Bay. No. I, 2. & 3, East End Quarter. St. Thomas, U.S. Virgin Islands." Section 3. "TERM", after the last sentence in this section, the following language shall be inserted. "For financing purposes. this permit shall be deemed to be a lease of Parcel No. 18-W. Estate Smith Bay. No. I, 2. & 3, East End Quarter. St. Thomas, U.S. Virgin Islands." Section 7 (a). FEES, delete in its entirety and insert the following language, -An annual fee of thiny- one thousand, live hundred and twenty two dollars, and twenty two cents ($31. 522.22 ) per year was negotiated. Said annual fee is for the use and occupancy of .64 I acres of filled lands located at Parcel No. I8-W, Estate Smith Bay, No. I. 2. & 3, East End Quarter, St. Thomas. U.S. Virgin Islands." 0 W' 2007 CB Richard Ellis, Mc. EFTA00787939

CZT-53-85SL: Section 2.SCOPE, delete in its entirety and insert the following language, "This permit approves the use and occupancy of five docks, of which three are "T" shaped docks, twenty-eight (28) finger piers, a ten (10) foot wide boardwalk connecting the docks and a rock armor wall that nuts parallel to the boardwalk on its landward side. The total square foot area of the structures occupying the submerged land is approximately 11, 194 square feet. This permit also approves the use and- occupancy of approximately 130,000 square feet of submerge area surrounding the structures that are listed above. This development is located seaward of Parcel No. I 8-W, Estate Smith Bay, No. I, 2, & 3, East End Quarter, St. Thomas, U.S. Virgin Islands." Section 7(a) FEES, delete in its entirety and insert the following language, "An annual fee of thirty thousand fifty nine dollars, and sixty-nine cents ($30,059.69) per year shall be charged for the use and occupancy of the submerged land area occupied under this permit. Said fee is composed of the sum of si x thousand, one hundred and fi fty dol lars ($6,1 50.00)for the structures occupying submerged lands, seventeen thousand, nine hundred and seven dollars, and seventy three cents (517,907.73) for the use of the mooring area around the structures. and a 25% increase pursuant to Section 7(d) of CZT-53-85SL." It was determined that the proposed modification does not change the nature, scope or characteristics of your approved Major CZM Permit Nos. CZT-4-99(W) &CZT-53-85SL. Therefore, your request for the modification, as described above, is hereby Approved. If you have an uestions or concerns, please feel free to contact Ms. Janice D. Hodge. Director of CZM at Sincerely. / • Austin Monsanto Monsanto Acting Chairman. St. Thomas CZM Commiim: cc: Dean C. Plaskett. Esq.. Commissioner Janice D. Hodge. Director. CZM Julita de Leon, Legal Counsel file A. James Casner W' 2007 CB Richard Ellis, Mc. EFTA00787940

EXHIBIT D PROPERTY DESCRIPTION Parcel No. 18A-1 Remainder Estate Smith Bay Nos. 1, 2 and 3 East End Quarter St. Thomas, U.S. Virgin Islands as shown on O.L.G. Drawing No. D9-5196-T91 dated February 19, 1991, consisting of 0.22 acre, more or less, Parcel No. 18B-1 Remainder Estate Smith Bay Nos. 1, 2 and 3 East End Quarter St. Thomas, U.S. Virgin Islands as shown on O.L.G. Drawing No. D9-5196-T91 dated February 19, 1991, consisting of 0.48 acre, more or less, Parcel No. 18B Remainder Estate Smith Bay Nos. 1, 2 and 3 East End Quarter St. Thomas, U.S. Virgin Islands as shown on O.L.G. Drawing No. D9-5196-T91 dated February 19, 1991, consisting of 1.42 acres, more or less Doc* 2007088533 Pages 43 01/19/2897 3:07PM Official Records of ST THOMAS/ST JOHN 4ILNR 0. HART SMITH RECORDER OF DEEDS Fees $85.00 0 2007 CB Richard Ellis, Inc. EFTA00787941

85/20/2004 14:07 3407760520 STRYKER DUENSI NG PAGE 25 2 Wag? CO4STAL zpnli,L4riAgn ign. .4.iny 1. ,Mag_Qaat. This permit is issoed by the St. Thomas Committee of the Virgin Islands rnvaAl Zone Management (CZM) Commission and is administered and monitored by the Department of Planning and Natural Resources (DPNR) on behalf of_the Coastal Zone Management Commissionpursuant to VA. Code, tit. 12, section 910 and 911, and any other provisions oldie Coastal Zone Management Act applicable. As best 'Pennine' is the St. Thomas Committee of the Virgin Islands Coastal Zone Management CormiaiSSiOn and "Permitteen is MO? VI LIMITED PARTNERSBIP 2. a g f (a). This permit approves the renewal of CZM Permit No. CZT-82-87w. The original permit which was issued on October 31. 1988. allowed the permittee to dredge the existing marina by 1.5 flat to allow for adequate depth for the vessels. The permit also allowed the pannittee to construct a rack armour wall and a ten (10) foot wide boardwalk. One hundred and fifty nine (159) perking spaces were also provided. The scope of work described in CZM Permit No. CZT-82-87W has been completed. This thcility is located at sad seaward of Parcel Nos. IBA-1,18B and 180-I, Estate Smith )3sy, St. Thomas, Virgin Islands. (b). The Permittee is allowed to use, occupy and maintain the facility described above for the term (" htRIvr) set forth below. It 31)28 not constitute a property right and rray be renewed only in accordance whir V.I. Code, tit. 12, section 911. 3. TERM. This permit is effective upon its signing by the Chairman of the St. Thomas Committee ofthe V.I. CZM Commission, the Governor of the Virgin Islands, and retitled by the Legisloore of the Virgin Islands or by the Committee on Planning and Environmental Protection, if the Legislature is not in session. As used herein, the "Effective Date" or "the date hereof' means the date of such ratification. This permit will expire ten (10) years after the Effective Date. The Permittee shall hoe the option to renew the pernit within ninety (90) days before the permit expires and the renewal terms are subject to negotiations. 'This permit is issued for a definite term, ten (1 0) yeas, and shall not constitute a property right. 4. pLKENENTILDLCQRMAATED )l'Y_Elagg„KNCE Exhibit A: A letter of Application tn CZM Committee dated March 12, 1999. Exhibit B: Joint Army Corps of Engineers Application dated March 12> 1999. Exhibit C: Copy of Major Permit CZM Permit No. CZT-82-87W, Exhibit r): Site Plan dated July 26, 1995 C 2007 CB Richard Ellis, Inc. EFTA00787942

48820 05/20/2004 14:B7 3413 STRYKER DUENL__) PAGE 26 Exhibit fi; Special WartazdyDeed betWeCT1 MB Holdings and MC* V1, Ltd. Exhibit F: Certificate of Existme for MOP VI LIMaTED PAW/Mc:Rant 5. CE.WFBALWJEnnThtti5. (a) The Pemittee agrees to assume chit and complete responsibility for all Ittibility to saw pmstin orpersorts, Meitaling enwleyees, as a restth of its control attic area described in Paragraph 2 of this permit, and all improvements diatom (which sma Fat insitovements a>chett:Mafter mimed to attic pitaxiscar), and to boil the PetStox tee and hettciesifer dram other Sales ofany kind during theft'sthe Permittee is in control of the premises pursata m this permit. tersonanemam All personal property of aRy kind or descriptiov whatsoever located on the premises shall be that at the Permiltces sole risk. (c) Lnimansit osirs. . This permit may not be traistned or assigned except as provided in Section 910-15 of the V.I. R.ScREGS. (d) ectinitt gbffijXp2aed A placard macro:min the permit shall be posted in a WarpiallOUS place at the project site during the entire wock period. (e) MignasplaMm&mgaiLkia The Permittee affirms that the information and data which it provided in connection with its permit application are true and accurate, and adzeow)edges that if subsequent to the abusive data of this permit such inftiaiuit and data prove to be fabc or inanimate, the permit may be modified. suspended or marked in what or in part, and that the Commissioner or the Committee may. in addition, institute appropriate legal action. (0 1)2wSpmenLI0 .Csirestoencecl. Any and a0 deserioproant approved try this Coastal Zone Permit shaft begin withintivelve (12) months tom the date fob permit becomes efichotive mid she/ be contirmom we completion. Ware to perform at least fitly (5090 petard of the work within suchperiod and continuously construct thereafter until the completion of construction shalt cause the permit to terminate automatically mad rcafa it mill iroti voa, unless the pernitttee requests an extension is writ and demonstrates to the satisfaction of the C.omminec that good cause exists tbr grading such extension_ (g) NagfteSSLi etga rk. Upon compterime am activity ?Sinned at •em.t.tha4 by this Coastal Zone Para, the Parairtee shall promptly so notit,/ the Director ofthe Division of CaVI tmd Nab= tit =ekes of a profesdonal engineer were required III tmnmtairingtheactivity, a = -Ocaton cfccepliatiocatcwided by theproject =Einem that the pleas and specifications of the project and aft applicable V.L Code lacraircaleats have been met, than be filed with mid Ditecint. 2 C 2007 CB Richard Ellis, Inc. EFTA00787943

05/20/2004 14:07 3407768520 STRYKER DUENS.. PAGE 27 • (h) Int:5Om The Commission, its Committee. the Coantissioner or their authorized agents or representatives shall have the power to enter at reasonable times during project working hours upon any lands at waters in the coastal mute for which this Coastal Zone Permit has bey Este& The Pc-unlit., shall permit scan cozy for the purpose of inspection and uscartairdHsg compliance with the tams tad conditions of said Coastal Zona Permit. The Pandttee shall provide access to such feCCI rds as the Commission its Cbmoittee, or the Commissioner in the perfotiutace of it or his the Cal Mt rosy require the Permittee to maintain. Such records may sal topics shall be subaulted to the Commission its Committee or the Commiesioner upon request Conditions of Premises, The Developmeta au:toe:ad by this pezmkiliall be nalmaithed tat assie co:Wit:ion mkt t t accowlecra with the clesciiption, Om, or drawings approved by the Commissioner or by the Committee, and all 5111theahle laws. Public Access to Shines. The Development shall be operated so au to assize optimum public scares to the shore/be. Restosiggsfal The Parcatten upon revocation or expiration of the permit, shall upon order of the Committee or the Commissioner, and in their sob discretion, remove all statures Pnxtborized by the permit and/or comp& with any directive of the Committee or the Commissioner in satisfying the orient' permit conditions in such time and moots as the Carmine; or the Cam stoner may direct jim, All antics sent or required eo be sem bmidr mast be by cc., tittul rearm receipt requested. If addressed to the Permaton same shall be sent to the Commissioner of the. Department of Plsookg and Natural Rao aces, Cyril. E. King Aspen, Terminal Building. 2' Floor, St Thomas US Virgin Islands 00802 or to such oter place as the Permitter may hereinafter designate. If addressed to the Fermin' ee, same shall be sent to MOF VI LIMITED PARTNERSHIP, No. 6142 Campbell Road. Suite 2000, Dallas TX 7524675, or to such place as the Pennittee rosy hereinafter designate by certified mat let= receipt requested- (m) Norainiygr. Ore or more waivers by the Pemmittor of nay covenant or condition of this permit Sal not be construct] vs a waiver of a further breach ofthe covenant or condition. The consort ormsrovalofthe Permirtor to or oftaxy acts by the Nactittee requiring the Peraittorb consent or approval shall not be coastned as approval of any subsequent similar act by the Perrino& • (n) ituvratetion It is speerrfrally untlastoorl Sr all the trapping covenants and agreement% as well as other tams out spal conditions hereby asreed to by the Partnittee, are to be wall sad faith/Lilly kept by Pcrotitter and that any fell= by PaSttre to keep Asue will test* in revocation of this permit 3 (e) 2007 CB Richard Ellis, Inc. EFTA00787944

Din:45.._, 05/28/2004 14:07 3407761f428 SIMMER PAGE 28 re.fte•••••• (0) Ifthe development covered ualer this permit makes separate and distinct approval front the United States Government or any agency, department, commetsion or &teen thereat than no development or catcapartcy is snowed under this permit until such pores or approvals have been obtained. At If the Peznittee abandons, deserts or vacates tb6 premises or dhcautinues its °pottiest at the premises for a period totaling s's; (6) consecutive months, the pc* will terminate ortoroatically and be rendered mall or void. $liagindsitititEgauhThiamtraa The applicant shall sign and ratio the permit document to WINK within sixty (60) days of receipt -thereof Failure to retuma the nigrod permit within the time paixt specified herein will be considered a zeicalen of the tams arid onions of the permit' and willrendes the °Die of the permit mill mad void, unites the az:Tract request a written extension and GPM( grants the written extension. (r) L2CitSelleArlalL9 _,Q*5-0114ImISIRISLIAZ In the event of damage to or destruction. of the premises deserted in paragraph 2 hereof repair' work may be done only after the petmiuee has notified DPNR io writing. a). items 6(c), 6(1), 6(m), 6(q), 6(w), 6(y), 6(lid) of approved Cal permit No. CZT- 82-87W shall =fain in foil force and titian. b). Item 6 (II): Fre fighting equipment appropriate for the docking facilities shall be made available at the dock at all times. EEM Pursuant to 171.R8s RSGS Title12. Section 910-5(e) 8, the Commissioner °ter Department of Planning scud Natural Resources negotiated the following foes to be pearl by the Fermium a). An taimial fee oftwesty-fivc thousand dollars ($25,000.00) per year was negotiated. Said animal Ice is for the 10 foot wide boardwalk (10,700 sta.) occupying the submerged lands. b). The first payment of the annual fees in paragraph 9 (a) above, shall be made payable to DPNR within five (5) dive after the legislature ratifies this permit, a). The =WI fees payable under this permit shall bo adjuauxt n the commeeeement of the second(2i6) year of the permit term, and every year thereafter until the sixth (e) year in accordance with the itanease of the Consumer Price Index as established by the U.S. Department of Labor, Bureau of Labor Stasis' ties for "Ali Items, All Urban C.-canners (1967-100%). (the "CPT") es follows, provided, however, that in no event shall the rameal fa under am/ yearly a:diastole:in be greater than 150% of the $25,000 annual fee during the initial' sixty (60) months of the tern of the permit tent. 4 C 2007 CB Richard Ellis, Inc. EFTA00787945

95/20/2094 14:07 9407í<„520 STRYKER PAC,E 29 (1). Tbc CPI as of tbc East (r) roonth of ris‚ series:1d (2") nare aft& term of tbe permit and tbc Slat (I `') motah of eaeh schei: en year of the permit aha be tLe "base prise lader aod tin CPI as of tha ~tab immediately preceecliog thecorremitucemera of tbe secood (2") year of the permit term end tbc cormsencelocat ofeach etibregimotyear ofthe peur& terroundltbe sirih (C) year of the permit term *dl be tbc `barreert prioe index", (if). "Flz current prise Mclex sliet( be divided by the base price index aorl tbe quotient tbereof skiall be multiplier? by tbc som of tbe aortual fee of tbe prior Yean =uiting prodnet shall be tbe AssMal Base Fee for tbe =ment yam. (tv). At the end of the fith (5') yen of the permit term, tbc =mal fees shell be renegotiated. [aroma sball arty fee cletermined in the above !MOM' be redueed below an =mal fee of $25,000.00 S 2007 CB Richard Ellis, !ne. EFTA00787946

05/20/2084 14:07 3407%9520 STRYKER DUE14,..-1 PAGE 30 TT IS EXPRESSLY UNDERSTOOD by the parties hereto that the title to all submerged or filled land which is altered or occupied on the basis of this permit is in the Government of the Virgin Island% and the Pemiittee shall have no right or interest therein, of any kind whatsoever, other than such rights as are expressly set forth herein, and that this instrument is not a lease. IN TESTIMONY WHEREOF, the parties herein have hereunto set their hands and seals on the days and years appearing herein below. ST. THOMAS COMMITTEE OF THE VIRGIN ISLANDS CZSM COMMISSION Permittor By. Albert PaiewonskY, Chairman, St Thomas CZM Committee By. ]oh Se Vice President, MOP VI, LTD. 14- 2. 7 - oc.) Date MOF VI LIMITED PARTNERSHIP Perrnittee Governor of the Virgin Islands V177'O° Date PPROVED RATIFIED Legislature of the Virgin Islands President of the Legislature Chairman Date Or if the Legislature is not in session Committee On & Environmental Protection 9 14- 2000 Date @ 2007 CB Richard Ellis, Inc. EFTA00787947

Oh/ 20/2004 14:07 34077E:43520 STRYKER DUEM- PAGE 31 MT. John kbwea Sailor Vice President ofMOF VI LIMITED PARTNERSHIP do hereby certify that es Senior Vice President of MOE VI LIMITED PARTNERSHIP, 1 aln duly authorized and empowered to sign this ..it on be.half of MOF VI LLVIIIED PARTNER-4111V. 45/114, _ John for Vice President Date — SWORN AND SUBSCRIBED before mc this n Day of th .i 2000 J. Daryl ~sort trir 99-15 Onostion Expires: January 31, 20o3 7 0 2007 CB Richard Ellis, inc. EFTA00787948

05/20/2004 14:07 3407768520 STRYKER DENS. ; PAGE 32 GOVERNMENT OF THE VIRGIN ISLANDS OF TUE UNITED STATES -0-- DEPARTMENT OF PLANNING AND NATURAL RESOURCES Division of Coastal Zone Management Cyril E. King Airport, Terminal Building Second Floor St. Thomas, Virgin Islands 00802 Fax: TeC December 4, 2000 • Mr. John Powers Senior Vice President MOF VI Limited Partnership No. 6142 Campbell Road, Suite 2000 Dallas. TX, 7524875 RE: Request for Modification of Coastal Zone Management (CZM) Major Permit Nos. CZT-4-99W & CZT-53-85SI.• MOP VI LIMITED PARTNERSHIP Dear Mr. Powers:: On December 4, 2600, the St. Thomas Committee of the V.I. CZM Commission met to act on your request for modification of CZM Permit Nos. CZT-4-99W & CZT-53-85SL. The proposed modifications consist of the following: CZT-4-99W: Section,. "SCOPE" delete in its entirety and insert the following, "This permit approves the use and occupancy of filled lands consisting of .641 acres or 27,921.96 square feet, located at Parcel No, 18- W, Estate Smith Bay, No. 1, 2, & 3, East End Quarter, St. Thomas, U.S. Virgin islands." Section 3, "TERM°, after the last sentence in this section, the following language shall be inserted, "For financing purposes, this permit shall be deemed to be a lease of Parcel No. 18-W, Estate Smith Bay, No. 1, 2, & 3, East End Quarter, St. Thomas, US. Virgin Islands." Section 7 (al. FEES, delete in its entirety and insert the following language, "An annual fee of thirty- one thousand, five hundred and twenty two dollars,. and twenty two cents (S31,522.22 ) per year was negotiated. Said annual fee is for the use and occupancy of:641 acres of filled lands located at Parcel No. I8-W, Estate Smith Bay, No. 1, 2., & 3, East End Quarter, St. Thomas, U.S. Virgin Islands." C 2007 CB Richard Ellis, Inc. EFTA00787949

05/20/2004 14:07 34077L-20 STRYKER DUENE ce, ....WO;;~•••••• ••••••• PAGE 33 CET-53-85SL: n Sectien23COn, delete in its entirety and insert the following language, "This permit approves the use and occupancy of frve doeks, ofwhich three are "T" shaped docks, twenty-eight (28) finger piers, a. ten (10) foot wide boardwalk connecting the docks and a rock nor wall that runs parallel to the boardwalk on its landward side. The total square foot area ofthe structures occupying the submerged lend is approximately 11, 194 square fret This permit also approves the use and occupancy of approximately 130,000 square feet of submerge area surrounding the structures that art listed above. This development is located seaward of Parcel No. 18-W, Estate Smith Bay, No. I, 2, & 3, East End Quarter, St Thomas, U.S. Virgin Islands." Section 7(a) FEE,s, delete in its entirety and Insert the fallowing language, "An annual fee of thirty thousand , fitly nine dollars, and sixty-nine cents ($30,059.69) per year shall be charged tr the use and occupancy of the submerged land area occupied under this permit. Said fee is composed of the sum ofs ix thousand, one hundred and fifty dollars (S6,150.00)for the structures occupying submerged lands, seventeen thousand, nine hundred and seven dollars, and seventy three cents (Si 7,907.73) for the use of the mooring area around the structures, and a 25% increase pursuant to Section 7(d) of CZT-53.85SL." It was determined that the proposed modification does not change the nature, scope or characteristics o f your approved Major Clot Permit Nos. CZ I-4-99(W) & CZT-53-85SL. Therefore, your request for the modification, as described above, is hereby Approved. , If you or concerns, please feel free to contact Ms. Janice D. Hodge. Director of CZM at Sincerely. / 2.-Molatc,&" Austin Monsanto Acting Chairman, St Thomas CZM Cornmiinee CC: Dean C. Plaskett, Esq., Commissioner Janice D. Hodge, Director, CZM Julita de Leon, Legs! Counsel file A. James Casner ,c) 2007 CB Richard Ellis, Inc. EFTA00787950

Qr. C COASTAL ZONE PERMIT NO. CZT-53-85SL (Renewal of SLP No. 31; 216 and CZT-I37-61W) 1. AUTHORITY. This permit issued by the Department of Conservation and Cultural Affairs of the Government of the Virgin Islands (hereinafter *The Department ") on behalf of the Coastal Zone Management Commission pufivant to Title 12, Chapter 21, Virgin Islands Code. As herein, "Permittor" is the Government of the Virgin Islands and "Permittee" is the Lagoon Marina, Inc. This permit supersedes Submerged Lands Permits, SLP No. 31 and 216, and CZT-137-8IW. 2. SCOPE. This Permit is for the renewal of Submerged Land Permits No. 31 and conform with the rules and regulations of Act 4248, and to combine C277-137--B1W hereto. The Permittee is allowed to use, occupy and maintain the xistina marine facilities located on and seaward of Plots No. l8-8, 18- 8-1 anc :3-4-;, Estate Smith Bay, No. 1, 2 & 3 East Eno Quarter, St. Thomas, '.'ircin islands. Said facilities consist of eignt (8) piers of various lengths five (S) of wnich have finger piers attacned; a boardwalk interconnecting doc;< A to B, and C to 0; all with m.sorinc piltr.; an, a ttat rpm:. Struczcroc are atzacned to an unnumbered parcel of filled submerged lands 0.27 ! U.S. Acr The above, being described in Exhibit A & B are attached hereto and made a par hereof. 3. TERM. This permit is effective upon- its approval by the Commissioner of the-7-Eirtment of Conservation and Cultural Affairs, the Governor, and ratification by the Legislature of the Virgin islanes or by the Committee on Conservation, Recreation and Cultural Affairs if the Legislature is not in ses pursuant to Title i2, Chapter 21, Virgin islanas Code. No construction is auttorizec by the combining of SLP #31, 215 ant CZT-137-81W herein. This permit shall expire Fifteene(15) years after its effective date, suoject to renewal pursuant to Title 12, Chapter 2I, Section 911 Part ca, of the Virgin islands Code. . 0- _DC IENTS INCORPORATED BY REFERENCE. 7:nittz A - 7.;:etcn describing piers and submerged lanes. Exhibit Submerged '.ants Permit No. 1- 2. Submercea Lanes Permit No. Z15 h. SZT-137-31W Exhibit C - Title Survey Drawing No. 12ES-B, sated sertifieo .%) •: I 7, ; ,'S c 2007 CB Richard Ellis, Inc. EFTA00787951

COASTAL :ONE PERMIT O. CZT-53-85SL E. GENERAL CONDITIDNS (a) Liability. The Permittee agrees to assume full and complete respor ITETTTErfor all liability to any person or persons, including em- ployees, as a result of its control of the area described in Para- graph 2 of this .perrmit, and all improvements thereon (which area and improvetents are hereinafter referred.to as "the premises"), and to-hold the Permittor free and harmless from civil or other liaoility of any kind during the time the Permittee is in control of the premises pursuant to this permit. (b) Personal Property and Damage. All personal property of any kind or description wnatsoever located on the premises shall be there at thi Permittee's sole risk. Assiened or Transfer. This permit may not to transferee a or assicni except as trovicea In :action 910-15 of the ii:eguiations of the Coastal Lane Management Act. (d) Permit to be Displayed. A piacarc aviaencing tne permit snai l be postea in a conspicuous place at the project site during the entire period of work. (e) Reliance an Information and Data. The Permittee affirms that the inrormation ana aata wnicn it provided in connection with its permit application is true and accurate, and acknowledges that if subsequen to the effective date of this -permit such information and data prove to be false or inaccurate, the permit may be moaified, suspended or revoked in whole or in part, and that the Commissioner or the Dam- mittee may, in addition, institute appropriate legal action. (f) Development to be Commenced. Any and all development approved by th Coastal Zone Permit snail be commenced within twelve (12) months frat the date this permit becomes effective. Failure to perform substant. work within such period and thereafter until the completion of const) tion, shall cause the permit to lapse and renaer it null and void UT extension is granted by the Committee. (otificarion of Cc:mole:ion. Upon completion of any activity autho- orizec or reouiraq ov tnis Coastal Zone Permit. :Fie !=ermittee snail promozly so notify tne Director of the Division of Coastal :one Man- agement ("The DirecmcrJ and, where the services pf a professional engineer were required n undertaking the activity, a certification of compl iance provided by the project encinear that the clans and specifications tf the Project and all applicable Virgin :islands Code requirements have Seen riet, snail to filed with the Director. (2) 2007 CB Richard Ellis, Inc. EFTA00787952

COASTAL ZONE PERMIT NO. CZT-53-SESL E. GENERAL GONOITIONS. (h) Inspection. The Commission, its Committee, the Commissioner or tneir authorized agents dr representatives shall have the power to enter at reasonable times upon any lands or waters in the coastal zone for which this Coastal Zone Permit has been issued. The Permittee shall permit sucn entry for the purpose of inspec- ting and ascertaining compliance with the terms and conditions of said Coastal Zone Permit. The Permittee shall provide access to such records as the Commission, its Committee, or the Commhs- Sidner in the performance of its or his duties under the Act may reouire the Permittee to maintain. Such records may be examined and copies shall be submitted to the Commission, its Committee or the Commissioner upon request. (i) Conditions of premises. The development authorized by this permit snai l oe maintained in a safe, attractive and satisfactory condition ana in accordance with the aescriotion, plans or drawings approved by the Committee. . j' Public Access to Shoreline. The development shall be operated so as to assure optimim ouotic access to the snareline. Ck) Res oration of Area. the Permittee. upon revocation or exoiration or zne permit, snail upon order of the Committee or the Commissioner, and in their sole discretion, remove all structures authorized by the permit and restore the area to its original condition, and/or modify structures, and/or comoly,with any directive of the Com- mittee or the Commissioner in satisfying the original permit condition in sucn time and manner as the Committee, or the Commis- sioner may direct. 1) Notices. All notices sent or required to oe sent hereuncer must De ny certified mail, return receipt requested. If addressed to the Permitter same shall be Sant to the Commissioner of Conservation and Cultural Affairs, Government of the Virgin Islands, Post Office Box 4399, St. Thomas, J.S. Virgin Islands 00301 or to sucn other place as the Permittor may hereinafter designate by certified mail. If addressed to the Permittee, same shall be sent to Lagoon Marina, Inc. Red Hook, St. Thomas, 7.I. 00802, or to such other place as the Permittee may hereinafter cesignate by certified mail , return receipt recueszeo. 7:onwaiver. One or more waivers by the Permittor of any convenant or conaition of tnis :ermit snail not to construeo as a waiver of a further breach of the convenant or conaition, ana the consent or .oproval of the Permitter to or of any acts by the Permittee requir- ina the Permit:pr's consent or approval snail not be construed as approval of any subsectuent similar act by the Permittee. 2evocation. It is soecificnilv under's:coo that all the Foregoing convenantz and agreements, as well as other terms ana szecial ronoitions hereoy agreed to ay Permittee. are to ne well ,nd faith- fully kept by Permittee and that any failure by Permittee to keep same will result in revocation of this aerm4.e. 2007 Cs Rtchutd Ellis, Inc. EFTA00787953

COASTAL ZONE PERMIT ;10. CIT-53-3SSL GENERAL CONDITIONS. (o) Other Approval. If the development covered under this permit requires separate and distinct approval from the United States Government or any agency, department, commission or bureau thereof, then no development is allowed under this permit until such permits or approvals have been obtained.' (p) Abandonment. If the Permittee abandons, deserts or vacates the premises or discontinues its operations at the premises for a period totalling six (6) consecutive months, then the permit will terminate automatically and be rendered null and void. Damace and Repair of 'remises Described in Paracrach 2. (i) In the event of damage to cr cestructipn :f :he :remises described in Paragraon Z hereof, repair work may be done only after a request to do so has been summitzed in writing to the Department, and permission in writing has been granted. Repair must duplicate the original work, and must be actor-mance with appiicauie law, rules and regulations. (ii) General maintenance or, repair resulting from normal wear and tear of operations may be carried out as a matter of right under this permit, but must be limited to the non- structural portion of the premises. SPEC:AL CONDITIONS. (a) No new buildings or structures are permitted unoer this permit. (b) An oil spill contingency plan is to be filed with the Director, within three (3) of approval of this permit. (c) The boats which have toilet facilities or generate waste shall be ecuipped with holding tanks from which waste can ce pumped ashore. (d1 The Permittee shall survey and record any and all filled submerged land as sucn with :he Department of Puoiic Worxs.and furnish the Department with a cony cf said drawings. The Permittee shall apply to the Department for a Terminal Facility License in °rater to operate the fuel terminal f.cilities contained therein, in accordance with Title 1Z, Chapter 17, zection 706 of :he V.I. ..ode. (e.; 2007 CB Richard Ellis, Inc. EFTA00787954

COASTAL :ONE PERMIT NO. CZT-ES-65SL., (f) The use of boat propellers for channel clearance is strictly pronibitea. (9) (h) (1) The cutting, distruction or distrunance of Red Mangroves (Rhizopnoi.a mancel) is pronihited. No boat scranings, waste, debris, petroleum proaucts or other pollution matter shall be denositea in the waters, or on the shoreiands, which could cause pollution of the waters. All such waste shall be disposed of in an environmentally acceptable manner. Dinghy dock areas will be provided along the buikhead or in the general -vicinity of cuolic use. tublic accass to the fill area will be maintainec. O 2007 CB Richard Ellis, Inc. EFTA00787955

COASTAL :ONE PERMIT NO. C2T-53-aSSL 1 7. CC'r.c (a) A fee of $29,265.53 per year payable in aavance shall be charged for the use ana occupancy of the submerced land area occupied under -this permit. Said fee is composed of the sum of 56,150.00 for the structure occupying the submerged lands. 517,907.73 for the mooring area arouna this structure ana 55,217.78 for the occupancy of 0.27± U.S. acres of fillea submerced lands. This fee is assessed pursuant to Section 910-5 of the rules and regulation of the CZM Act. In accordance with the pravisiens of SLP No. 216, Special Condition 5 (f), and CZT-137-31W, Fees 7 (a), a fee of 12,407.40 ter year. :o April 14, 1978 our-seam: :z SLP No. 216, Fees 4 (a) snail be assessed. For calculation purooses. :his retroactive fee shall terminate upon the approval date of this permit. (b) r• • 'AI (e) The first payment of the fees requirea in paracrapn 7 (a) & (b) above shall become due and payable within thirty (30) says from the date when this permit is approved. On each fifth anniversary of the effective date of this permit the rental fees established herein shall be renegotiated by the Permittor and the Permittee. Any increase in the amount of the rental fees shall be reasonable, but in any event shall not exceed twenty-five (2.5%) percent of the fee for the oreceeding five (5) year period. All fees payable under thiT permit shall be paid to the P!ermitter regardless as to whether Permittee actually occuoies or uses the submerged land described herein, provided, however that if the permit is modified to decrease/increase the suomergea lands so occupied, then the fees shall also be decreased/increased con- sistent therewith. @ 2007 CB Richard Ellis, Inc. EFTA00787956

• COASTAL :ONE PERMIT ::o. :2T-53-85SL :s EXPRESSLY UNDERSTOOD by, the.parties hereto that. the title to all suomergea or filled land which is altered or occupied on the basis of this permit is in the Government of the Virgin Islands, and the Permittee shall have no right or interest therein, of any king whatsoever, other than sucn rights as are expressly set forth herein, and that this instrument is not a lease. • :st TEETTMONY WHEREOF, the parties herein have hereunto set their hands an seals on the days and years appearing herein below. GOVERNMENT OF THE VIRGIN ISLANDS Perms tzar 7 /7, // 14 VA :ex:miss-Toner. :hepie7.-Thr Lanservation Cultural ;a 7 . falrs Date '.;,GOON ”ARINA, :Sc. rermittae / / Ate • • • •.•• • tr oa•••• et. ept_d.,A (gPir-no or wee iirgin 'stenos :fee 4. //Zile . Date APP.10VEn RATIFIED Legislature of :he :slams -reticent n7 :ne '.egiSiet;re or f the Legislature is not in session :=Iittae on Cznservatton ;:ecreaticri . Cu:tura! Affairs Lnairman i.a9•%, s7:J/Wr e6 --, .Laze 2007 CB Richard Ellis, Mc. EFTA00787957

COASTAL :cnt PERMIT Y.O. CZT-53-OSSL L, Claudette Smith , do hereby cer mac. that '4 am the/Secretary of the duly licensed and/or registered ';i11 4,m I. Clark ?resident Lagoon Marina. Lim• a corpoi to do business in the U.S. Virgin Islands, ti who signed thiS cermit is of said corporation th he was authorized by its Board of Directors to execute this permit in the aam of and in behalf of said corporation. I further certify that the making of t Permit is within the scope of the corporation's powers. Asst. Secretary SIMRN 70 ;ND SUBSCRIBED before me :rAs / a, d /Ailaz:44.m.4,2 ;/ //1 16441 ;77:0: 11 4:0C - Notary c t 2007 CS Richard Ellis, inc. EFTA00787958

/ MODIFICATION OF COASTAL ZONE PERMIT NO. CZT-53 -85SL WHEREAS, a Coastal Zpne Permit CZT-53-85SL (Renewal of SLP No. 31; 216 and CZTr137-81W) was issued by the Government of the Virgin Islands, and ratified by the Legislature of the Virgin Islands on February 18, 1986; and WHEREAS, a MEMORANDUM OF UNDERSTANDING dated April 21, 1993 was executed between the Government of the Virgin Islands, Department of Public Works and the Department of Planning and Natural Resources (on behalf of the Government of the Virgin Islands) and AMERICAN YACHT HARBOR ASSOCIATES, wherein the Government of the Virgin Islands agreed to accept 1,537 square feet of property owned by American Yacht Harbor Associates by appropriate deed to the Government of the Virgin Islands in exchange for a ten (1O) year extension of the subject CZM Permit, CZT-53-85SL, all as more fully described therein; and WHEREAS, the Governor of the Virgin Islands on March 24, 1993 approved the said MEMORANDUM OF UNDERSTANDING and the Legislature of the Virgin Islands, through its Committee on Plannihg and Environmental Protection, ratified the said MEMORANDUM OF UNDERSTANDING on April 21, 1993; and WHEREAS, a WARRANTY DEED dated September 16, 1991 was duly executed and has been held in escrow pending finalization of this matter and has now been duly received for recording by the Government of the Virgin Islands. NOW, THEREFORE, in consideration of the mutual covenants and agreements of the parties to the MEMORANDUM OF UNDERSTANDING as set forth therein, THE ST. THOMAS COASTAL ZONE MANAGEMENT COMMITTEE, having met and having duly considered this matter fully, and having further duly voted on this matter on October 7, 1993, and having duly recorded such vote, IT IS HEREBY THE ORDER OF THE ST. THOMAS COASTAL ZONE MANAGEMENT COMMITTEE, that CZT-53-85SL be, and the same is hereby, extended from February 17, 2001 to February 17, 2011. Except as hereby modified, all other terms and provisions of said CZT-53-85SL remain in full force and effect. DATED: October/6g, 1993 ST. THOMAS COASTAL ZONE MANAGEMENT COMMITTEE (of the CZM Commissionh Albert Paiewons airman sr) 2007 CB Richard Ellis, Inc. EFTA00787959

Fib/ LW Goe. GOVERNMENT OF TAE VIRGIN ISLANDS OF THE UNITED STATES —o--- DEPARTMENT OF PLANNING AND NATURAL RESOURCES Division of Coastal Zone Management Cyril E. King Airpo rt, Teronin al Building Second Floor St. Thomas, Virgin Islands 00802 cox: Tel: December 4, 2000 • Mr. John Powers Senior Vice President MOP' VI Limited Partnership No. 6142 Campbell Road, Suite 2000 Dallas, TX, 7524875 RE: Request for Modification of Coastal Zone Management (CZM) Major Permit Nos. CZT-4-99W & CZT-53-85SI.: MOP VI LIMITED PARTNERSHIP Dear Mr. Powers:: On December 4, 2000, the St. Thomas Committee of the V.I. CZM Commission met to act on your request for modification of CZM Permit Nos. CZT-4-99W & CZT-53-85S L. The proposed modifications consist of the following: CZT-4-99W: Section 2. "SCOPE" delete in its entirety and insert the following, "This permit approves the use and occupancy of filled lands consisting of.64i acres or 27,921.96 square feet, located at Parcel No, 18- W, Estate Smith Bay, No. I, 2, & 3, East End Quarter, St. Thomas, U.S. Virgin Islands." gtction 3. "TERM", after thetas sentence in this section, the following language shall be inserted, "For financing purposes, this permit shall be deemed to be a lease of Parcel No. 18-W, Estate Smith Bay, No. I, 2, & 3, East End Quarter, St. Thomas, US. Virgin Islands." Section 7 (a). FEES, delete in its entirety and insert the following language, "An annual fee of thirlY• one thousand, five hundred and twenty two dollars, and twenty two cents (S31,522.22 ) per year was negotiated. Said annual fee is for the tse and occupancy of .641 acres of filial lands located at Parcel No. 18-W, Estate Smith Bay, No. 1, 2, & 3, East End Quartet, St. Thomas, U.S. Virgin Islands." C 2007 CB Richard Ellis, Inc. EFTA00787960

CZT-53-855L: 9,12,SCrE, delete In its entirety sod insert the following language, 'Ms permit approves the use and occupancy offive docks, of which three are "r shaped docks, twenty-eight (28) finger piers, a ten (10) foot wide boardwalk connecting the docks and a rock armor wall that runs parallel to The boardwalk on its landward side. The to al square foot area ofthe structures occupying the submerged land is approximately I I , 194 square *et This permit also approves the use_ and' occupancy of approximately 130,000 square Stet of submerge area surrounding the 51711CtUTC3 that are listed above. This development is located seaward of Parcel No. 1S-W, Estate Smith Bay, No. 1, 2, & 3, East End Quarter, St Thomas, U.S. Virgin Islands." 5actieg 7tal FRM, delete in its entirety and insert the following language, "An annual fee of thirty thousand , filly nine dollars. and sixty-nine cents (S30,059.69) per year shall be charged far the use and occupancy of the submerged land area occupied under this permit Said ice Is composed of thc stun ofsix thousand, one hundred and fifty doll ars (56,) 50.00)fbr the structuresoccupying submo.xxed lands, seventeen thousand, nine hundred and seven dollars, and seventy three cents (S17,907.73) %r the use of the mooring area around the structures, and a 25% increase pursuant to Section 7(d) of CZT-53-855L." It was determined that theproposed modification does not change the nature, scope or characteristics of your approved Major CZM Permit Nos. CZT-4-99(W) & CZT-53-85SL. Therefore, your request for the modification, as described above, is hereby Approved. If you • or concerns, please feel free to contact Ms. Janice D. Hodge. Director of CZM at Sincerely. ,) 72-1170-ottfr Austin Monsanto Acting Chairman, St Thomas CZM Contmiittec cc: Dean C. Plaskett, Esq., Commissioner Janice D. Hodge, Director, CZM Julita de Leon. Legal Counsel file A. James Casner 2007 CB Richard Ellis, Inc. EFTA00787961

oft.7. 1*--"/".• MAJOR COASTAL ZONE PERMIT NO. CZT-81-87L 1. AUTHORITY. This permit is issued by the Department of Planning and Natural Resources of the Government of the Virgin Islands (hereinafter "The Department") on behalf of the Coastal Zone Management Commission pursuant to Title 12, Chapter 21, Virgin Islands Code. As herein, "Permittor"- is the Government of the Virgin Islands and "Permittee" is American Yacht Harbor Associates SCOPE. This permit allows the Permittee to demolish twelve (12) of the existing 14 builds, renovation of the two (2) remaining structures and the construction of four (4) new structures. The existing gas station will be relocated. one hundred fifty nine (159) parking spaces will be provided. This facility will be located at Parcels No.18A-1, 13E. 18B-1 Estate Smith Bay, St. Thomas. Virgin :slands. TERM. This permit is effective upon its signing by the chairman of the committee of the Coastal Zone Management Commission, pursuant to V. I. Code, Title 12. chapter 21. Authorization for construction-under this permit shall expire if the Permittee fails to commence work within twelve !12) months from the date this permit becomes effective. 4. DOCUMENTS INCORPORATED BY REFERENCE. Exhibit A - Letter of application to the commissioner, dated March 29, 1987. Exhibit B - CZM permit application, dated March 29, 0 -7t Environmental Assessment Report. Map No. A9-44415. 1987. Exhibit C - Major Exhibit D - Public Works Department Exhibit E - Project drawings. GENEP.AL ccncITalcus. - • • %.) rn {a) Liability. The Permittee agrees to assume full and complete responsibility for all liability to any person or persons, including employees. as a resuit of its control of the area described in paragraph 2 of this permit. and all improvements thereon (which area and improvements are hereinafter referred to as "the premises"), and to hold the ?ermitttr free and harmless for tivil or other liability to any kind during the time the ?ermittee is in control of the premises pursuant Ce 2007 CB Richard Ellis, ilit? this permit. EFTA00787962

As. COASTAL ZONE PERMIT NO. CZT-81-97L Page -2- 5. GENERAL CONDITIONS ( ). (b) Personal Property and Damage. All personal property of any kind or description whatsoever located on the premises shall be there at the Permittee's sole risk. (c) Assigned or Transfer. This permit may be transferred or assigned as provided in Section 910-15 of the Regulations of the Coastal Zone Management Act. (d) Permit to be Displayed. A placard evidencing th permit snail be Posted in a conspicuous place at the project site during the entire teriod of work ie) Reliance on information and Data. The Permittee affirms that the information and data which it provided in connection with its permit applicatio is true and accurate, and acknowledges that if subsequent to the effective date of this permit such Information and data proves to be false or inaccurate, the permit may be modified, suspended or revoked in whole or in part, and that the Commissioner or the Committee may, in addition. institute appropriate legal action. (E) Development to be Commenced. Any and all development approved by this Coastal Zone Permit shall be commenced within twelve (12) months Iron the date this permit becomes effective. Failure to perform substantial work within such period ar thereafter until the completion of construction shall cause the permit to lapse and render it nu] and void unless an extension is cranted by the committee. 'g) Notification of Completion. Upon completion of any activity authorized or required by this Coastal Zone Permit, the Permittee shall promptl' so notify the District Director cf the Division Permits Office of Coastal Zone Management ("The Director") and, where the sec:ices of a professional engineer where required in undertaking the activity, a certification of compliance provided by the project and all applicable Virgin Islands Code required have bee; met, shall be filed with the Director. t 2007 CB Richard Ellis, Mc. EFTA00787963

S COASTAL ZONE PERMIT NO. CZT-B1-87L ?age -3- 5. GENERAL CONDITIONS ( ). (h) Inspection. The Commission, its Committee, the Commissioner or their authorized agents or representatives shall have the power to enter at reasonable times during project working hours upon any lands or waters in the coastal zone for which this Coastal Zone Permit has been issued. The Permittee shall permit such entry for the purpose of inspection and ascertaining compliance with the terms and conditions of said Coastal Zone Permit. The Permittee shall provide access to such records as the Commission, its Committee, or the commissioner in the performance of its or his duties under the Act may require the Permittee to maintain. Such records may be examined and copies shall be submitted to the Commission. its Committee or the Commissioner upon request. (i) Conditions of ?remises. The development. authorized by this permit shall be maintained in . a safe, attractive and satisfactory condition and in accordance with the description. plans or drawings approved by the Committee. ;J) Public Access to Shoreline. To be consistent with Section 910-10(9) of Title 12, V. I. Code, Chapter 21 Rules and Regulations, the development shall not be operated so as to unreasonably restrict public access to any recreational areas of the shoreline. (k) Restoration of Area. The Permittee, upon revocation or expiration of the permit, shall upon order of the committee or the commissioner, and in their sole disrref-,on, remove all structures authorized by the permit and restore the area to its original condition. and/or modify such structures, and/or comply with any directive of the Committee or the Commissioner in satisfying the original permit condition in such time and manner as the Committee, or the commissioner may direct. Notices. All notices sent or required to be sent hereunder must be certified mail, return receipt requested. If addressed to the Permittor, same shall be sent to the Commissioner of Department of ?lanning and Natural Resources, 179 Altona and Nelgunst, Thomas, S. Virgin :slands 00801 @ 2007 CB Richard Ellis, Mc. EFTA00787964

COASTAL ZONE PERMIT NO. CZT-81-87L Page -4- 5. GENERAL CONDITIONS or to such other place as the Permittor, may hereinafter designate by certified mail. If addressed to the Permittee, same shall be sent to American Yacht Harbor Associates, Ill. Box 11550. St. Thomas. V.I. 00801 or to such other place as the Permittee may hereinafter designate by certified mail, return receipt receipt requested. (M) Nonwaiver. One or more waivers by the Permittor of any covenant or condition of this permit shall not be construed as a waiver of a further breach of the covenant cr condition, and the consent or approval of the Permittor to or of any acts by the Permittee requiring the Permittor's consent or approval shall not be construed as approval of any subsequent similar act by the Permittee. (n) Revocation. It is specifically understood that all the foregoing covenants and agreements, as well as other terms and special conditions hereby agreed to by Permittee and that any failure by Permittee to keep same will result in revocation of this permit. io) Other Approval. If the development covered under this permit requires separate and distinct approval from the United States Government or any agency, department, commission or bureau thereof, then no development is allowed under this permit until such permits or approvals have been obtained. ao) Abandonment. If the Permittee abandons, deserts or vacates the _oremises for a period totalling six (6) consecutive months without written notification to the Director and receipt acknowledged. then the permit will terminate automatically and be rendered null and void. SPECIAL CCNDITICHS. 'a) All necessary federal and '-orritorial permits shall t.,e c•btained prior to construction. unless otherwise noted. (b) Three (3) complete sets of drawings shall be submitted to Division of Permits - Office of :castal :one ;ianagement ;DP-OCZ14) !or review and @ 2007 CB Richard Ellis, Mc. EFTA00787965

COASTAL ZONE PERMIT NO. CZT-B1-87L Page -5- 6. SPECIAL CONDIT_I.ONS ( ). approval prior to commencement of construction. (c) Filling will be allowed in accordance with the revised site plan dated August 21, 1987. (d) Building A will be constructed as per the revised site plan dated August 21, 1987, and all new businesses housed therein shall be marine- oriented. ( e ) (f) The proposed observation tower is to be disallowed until plans are presented to DP-ocZm which demonstrate compliance with the height restrictions in the W-1 zone. Other qualifications being equal. Virgin Islands residents as of the date of permit approval shall be given preference when positions become available during the building, preparation and - operation of the project. Additionally, an affirmative action officer shall be appointed the responsibility for preparation and monitoring of an annual affirmative action plan. (g) A specific landscape plan for the entire project shall be submitted to DP-OCZM for approval prior to construction. (h) Before construction or development commences, the Permittee shall deposit in escrow with the Department of Planning and natural Resources, Division of Permits, the amount of 36,300 per annum to be held for the duration of the project from signing of this permit. These funds will be disbursed by the Commissioner for the purpose of monitoring the construction and development of this approved project. Any amount which remains in the escrow account at the end of the project shall be returned to the Permittee no later than ten (10) days after invoicing. A plan !hall be submitted prior to commencement of construction showing the number of access and egress points from Route 22 with minimal turning movements conflicts. This plan must be approved by the Department of Public Works. 0 2007 CB Richard Ellis, Inc. EFTA00787966

COASTAL ZONE PERMIT NO. CZT-81-87L ?age -6- 6. SPECIAL CONDITIONS ). (j) DP-OCZH must be notified and properly acknowledged response documented by at least three (3) working days prior to commencement of construction activities and upon completion of the development. (k) An alternative erosion and sedimentation control plan shall be submitted to be approved by DP-OCZM prior to the initiation of construction. All erosion control devices installed shall be properly maintained for effectiveness until the development :s completed. - (1) Any mangrove to be cut will be authorized and supervised by the DP-OCZM staff. (m) Permittee shall comply with Coast Guard. regulations regarding the use of holding tanks. (n) Permittee must submit a letter from the Department of Public Works to DP-OCZM staff authorizing the ?ermittee to hook-up their sewage system to the public sewage system. :o1 The Permittee shall obtain the required permits from the Division of Environmental Protection for the installation and operation of the electrical generator, and shall submit a revised site plan showing the location of the generators prior to issuance of occupancy permit. (p) The Permittee shall provide 159 parking spaces before occupancy of the new facility occurs. (ct) The owners and/or managers of this pro:mot, including those responsible for its future operations shall cooperate with the V.I. Department of Education, University of the Virgin Islands and other agencies and instrumentalities in their training programs for the hospitality industry, and other.operational aspects of the industry. (r) The Permittee shall ?btain from the Cepartment of Public Works a driveway permit. Ea The 7ermittae shall have an engineer and/or (0 2007 CB Richord Ellis, Inc. EFTA00787967