GARAGE LEASEGarage Lease • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating • Florida
This Garage Lease (“Lease”) is entered into by and between DTS 3MC PARKING LLC, a Delaware limited liability company (“Landlord”) and ALL ABOARD FLORIDA - OPERATIONS LLC, a Delaware limited liability company (“Tenant”) as of this 2nd day of September, 2016.
04/04/2018 14:36 PM Page 1 of 71 Rec Fee: $605.00 Deed Doc Tax: $0.00 Mortgage Doc Tax: $0.00 Intangible Tax: $0.00 Phil Diamond, Comptroller Orange County, FL RETURN TO: Ret To: SIMPLIFILE LC First American Title Ins. Co. National Commercial ServicesLease Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
FIRST AMENDMENT TO THE RAIL LINE EASEMENT AGREEMENTEasement Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
THIS FIRST AMENDMENT TO THE RAIL LINE EASEMENT AGREEMENT (the “First Amendment”) is made by and among the CITY OF ORLANDO, a municipal corporation created by and existing under the laws of the State of Florida, whose address is P.O. Box 4990, 400 S. Orange Avenue, Orlando, Florida 32802-4990 (the “City”) and THE GREATER ORLANDO AVIATION AUTHORITY, a public and governmental body created as an agency of the City, existing under and by virtue of the laws of the State of Florida, whose mailing address is One Jeff Fuqua Boulevard, Orlando, Florida 32827-4399 (the “Authority”), and ALL ABOARD FLORIDA – OPERATIONS LLC, a Delaware limited liability company authorized to conduct business in Florida, whose mailing address is 2855 LeJeune Road, 4th Floor, Coral Gables, Florida, 33134 (“Rail Company”).
ContractJoint Use Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
SIXTH AMENDMENT TO THE RAIL LINE EASEMENT AGREEMENTEasement Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
THIS SIXTH AMENDMENT TO THE RAIL LINE EASEMENT AGREEMENT (the “Sixth Amendment”) is made by and among the CITY OF ORLANDO, a municipal corporation created by and existing under the laws of the State of Florida, whose address is P.O. Box 4990, 400 S. Orange Avenue, Orlando, Florida 32802-4990 (the “City”) and THE GREATER ORLANDO AVIATION AUTHORITY, a public and governmental body created as an agency of the City, existing under and by virtue of the laws of the State of Florida, whose mailing address is One Jeff Fuqua Boulevard, Orlando, Florida 32827-4399 (the “Authority”), and ALL ABOARD FLORIDA - OPERATIONS LLC, a Delaware limited liability company authorized to conduct business in Florida, whose mailing address is 2855 LeJeune Road, 4th Floor, Coral Gables, Florida, 33134 (“Rail Company”).
VEHICLE MAINTENANCE FACILITY GROUND LEASE AGREEMENT FORLease Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
THIS VEHICLE MAINTENANCE FACILITY GROUND LEASE AGREEMENT (“Agreement”) is made and entered into this ______ day of ____________, 2014 (the “Effective Date”) by and between the GREATER ORLANDO AVIATION AUTHORITY, an agency of the City of Orlando, Florida, existing as an independent special district under and by virtue of the laws of the State of Florida, whose address is One Jeff Fuqua Boulevard, Orlando, Florida 32827-4399 (the “Authority”) and ALL ABOARD FLORIDA – OPERATIONS LLC, a Delaware limited liability company authorized to do business in Florida, whose address is 2855 LeJeune Road, 4th Floor, Coral Gables, Florida 33134 (“Rail Company”).
ALL ABOARD FLORIDA PREMISES LEASE AND USE AGREEMENT FOR ORLANDO INTERNATIONAL AIRPORT BY AND BETWEEN GREATER ORLANDO AVIATION AUTHORITY AND ALL ABOARD FLORIDA - OPERATIONS LLCPremises Lease and Use Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
THIS PREMISES LEASE AND USE AGREEMENT (“Agreement”) is made and entered into this _________ day of ____________________, 2014 (the “Effective Date”) by and between the GREATER ORLANDO AVIATION AUTHORITY, an agency of the City of Orlando, Florida existing as an independent special district under the laws of the State of Florida, whose address is One Jeff Fuqua Boulevard, Orlando, Florida 32827-4399 (the “Authority”) and ALL ABOARD FLORIDA – OPERATIONS LLC, a Delaware limited liability company authorized to do business in Florida, whose address is 2855 LeJeune Road, 4th Floor, Coral Gables, Florida 33134 (“Rail Company”).
FOURTH AMENDMENT TO THE PREMISES LEASE AND USE AGREEMENTLease and Use Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
THIS FOURTH AMENDMENT TO THE PREMISES LEASE AND USE AGREEMENT (the “Fourth Amendment”) is made by and among THE GREATER ORLANDO AVIATION AUTHORITY, a public and governmental body created as an agency of the City, existing under and by virtue of the laws of the State of Florida, whose mailing address is One Jeff Fuqua Boulevard, Orlando, Florida 32827-4399 (the “Authority”), and ALL ABOARD FLORIDA – OPERATIONS LLC, a Delaware limited liability company authorized to conduct business in Florida, whose mailing address is 2855 LeJeune Road, 4th Floor, Coral Gables, Florida 33134 (“Rail Company”).
SECOND AMENDMENT TO GARAGE LEASEGarage Lease • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
This Second Amendment to Garage Lease (“Second Amendment”) is entered into by and between WPB ROSEMARY LLC, a Delaware limited liability company (“Landlord”) and ALL ABOARD FLORIDA - OPERATIONS LLC, a Delaware limited liability company (“Tenant”) as of this 23rd day of May, 2018. Unless otherwise defined herein, all capitalized terms used in this Second Amendment shall have the same meanings assigned to the same in the Garage Lease (as hereinafter defined).
This Instrument Prepared By And To Be Returned To:And Drainage Easement Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
SECOND AMENDMENT TO DISPATCHING SERVICES AGREEMENTDispatching Services Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
This SECOND AMENDMENT TO DISPATCHING SERVICES AGREEMENT (this “Second Amendment”) is made this 31st day of August, 2017, by and among FLORIDA DISPATCHCO LLC (f/k/a FLORIDA EAST COAST DISPATCH LLC), a Delaware limited liability company (“DispatchCo”), FLORIDA EAST COAST RAILWAY, L.L.C., a Florida limited liability company (including its successors and assigns, “FECR”) and ALL ABOARD FLORIDA – OPERATIONS LLC, a Delaware limited liability company (including its successors and assigns, “AAF”), DispatchCo, AAF and FECR are referred to individually hereinafter as a “Party”, and collectively as the “Parties”. Capitalized terms used but not defined herein have the meanings set forth in the Dispatching Services Agreement dated December 27, 2016 by and among DispatchCo, AAF and FECR (as may be further amended, restated, replaced, supplemented or otherwise modified, the “Dispatching Agreement”).
FIRST AMENDMENT TO GARAGE LEASEGarage Lease • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
This First Amendment to Garage Lease (“First Amendment”) is entered into by and between WPB ROSEMARY LLC, a Delaware limited liability company (“Landlord”) and ALL ABOARD FLORIDA - OPERATIONS LLC, a Delaware limited liability company (“Tenant”) as of this 19th day of December, 2017. Unless otherwise defined herein, all capitalized terms used in this First Amendment shall have the same meanings assigned to the same in the Garage Lease (as hereinafter defined).
FIRST AMENDMENT TO GARAGE LEASEGarage Lease • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
This First Amendment to Garage Lease (“First Amendment”) is entered into by and between DTS 3MC PARKING LLC, a Delaware limited liability company (“Landlord”) and ALL ABOARD FLORIDA - OPERATIONS LLC, a Delaware limited liability company (“Tenant”) as of this 19 day of December, 2017. Unless otherwise defined herein, all capitalized terms used in this First Amendment shall have the same meanings assigned to the same in the Garage Lease (as hereinafter defined).
DISPATCHING SERVICES AGREEMENTDispatching Services Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating • Florida
This DISPATCHING SERVICES AGREEMENT (the “Agreement”) is made this 27th day of December, 2016 by and among FLORIDA EAST COAST DISPATCH LLC, a Delaware limited liability company (“DispatchCo”), FLORIDA EAST COAST RAILWAY, L.L.C., a Florida limited liability company (including its successors and assigns, “FECR”) and ALL ABOARD FLORIDA--OPERATIONS LLC, a Delaware limited liability company (including its successors and assigns, “AAF”), DispatchCo, AAF and FECR are referred to individually hereinafter as a “Party,” and collectively as the “Parties.”
ACKNOWLEDGEMENT AND REINSTATEMENT OF REAL ESTATE LEASEReal Estate Lease • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
THIS ACKNOWLEDGEMENT AND REINSTATEMENT OF REAL ESTATE LEASE (this “Reinstatement”) is made and entered into as of the 6th day of November, 2017 and effective as of June 30, 2017 by and between FECI WPB LLC, a Delaware limited liability company (“FECI”), ALL ABOARD FLORIDA- OPERATIONS LLC, a Delaware limited liability company (“AAF”).
REAL ESTATE LEASEReal Estate Lease • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating • Florida
The Real Estate Lease (“Lease”) is made as of this 24th day of June, 2015, by and between Florida East Coast Railway, L.L.C.; a Florida limited liability company having an address of 7411 Fullerton Street, Suite 300, Jacksonville, Florida 32256 (“Railway”) and ALL ABOARD FLORIDA – OPERATIONS LLC, a Delaware limited liability company, whose business address is 2855 LeJeune Road, 4th Floor, Coral Gables, Florida 33134, (“Lessee”).
ContractOperating and Funding Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating • Florida
GENERAL OPERATIONS, MANAGEMENT AND ADMINISTRATIVE SERVICES AGREEMENTManagement and Administrative Services Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating • Florida
This General Operations, Management and Administrative Services Agreement (this “Agreement”), effective as of December 19, 2017, is entered into by and between All Aboard Florida - Operations LLC, a Delaware limited liability company (“AAF”) and All Aboard Florida Operations Management LLC, a Delaware limited liability company (“Manager”).
This Instrument Prepared By And To Be Returned To:Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating • Florida
THIRD AMENDMENT TO THEPremises Lease and Use Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
THIS THIRD AMENDMENT TO THE PREMISES LEASE AND USE AGREEMENT (the “Third Amendment”) is made by and among THE GREATER ORLANDO AVIATION AUTHORITY, a public and governmental body created as an agency of the City, existing under and by virtue of the laws of the State of Florida, whose mailing address is One Jeff Fuqua Boulevard, Orlando, Florida 32827-4399 (the “Authority”), and ALL ABOARD FLORIDA – OPERATIONS LLC, a Delaware limited liability company authorized to conduct business in Florida, whose mailing address is 2855 LeJeune Road, 4th Floor, Coral Gables, Florida 33134 (“Rail Company”).
FIFTH AMENDMENT TO THE RAIL LINE EASEMENT AGREEMENTEasement Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
THIS FIFTH AMENDMENT TO THE RAIL LINE EASEMENT AGREEMENT (the “Fifth Amendment”) is made by and among the CITY OF ORLANDO, a municipal corporation created by and existing under the laws of the State of Florida, whose address is P.O. Box 4990, 400 S. Orange Avenue, Orlando, Florida 32802-4990 (the “City”) and THE GREATER ORLANDO AVIATION AUTHORITY, a public and governmental body created as an agency of the City, existing under and by virtue of the laws of the State of Florida, whose mailing address is One Jeff Fuqua Boulevard, Orlando, Florida 32827-4399 (the “Authority”), and ALL ABOARD FLORIDA – OPERATIONS LLC, a Delaware limited liability company authorized to conduct business in Florida, whose mailing address is 2855 LeJeune Road, 4th Floor, Coral Gables, Florida, 33134 (“Rail Company”).
SECOND AMENDMENT TO GARAGE LEASEGarage Lease • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
This Second Amendment to Garage Lease (“Second Amendment”) is entered into by and between DTS FLL PARKING LLC, a Delaware limited liability company (“Landlord”) and ALL ABOARD FLORIDA - OPERATIONS LLC, a Delaware limited liability company (“Tenant”) as of this 15th day of March, 2018. Unless otherwise defined herein, all capitalized terms used in this Second Amendment shall have the same meanings assigned to the same in the Garage Lease (as hereinafter defined).
REAL ESTATE LEASE AMENDMENT No.1Real Estate Lease • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
This Amendment, dated October 23, 2015 (“Amendment”) is made to that Certain Real Estate Lease executed on June 24, 2015 by and between Florida East Coast Railway L.L.C., and All Aboard Florida- Operations LLC, (“Lease”).
RAIL LINE EASEMENT AGREEMENTRail Line Easement Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating • Florida
THIS RAIL LINE EASEMENT AGREEMENT (the “Rail Line Easement Agreement” or “Agreement”) is made by and among the CITY OF ORLANDO, a municipal corporation created by and existing under the laws of the State of Florida, whose address is P.O. Box 4990, 400 S. Orange Avenue, Orlando, Florida 32802-4990 (the “City”) and THE GREATER ORLANDO AVIATION AUTHORITY, a public and governmental body created as an agency of the City, existing under and by virtue of the laws of the State of Florida, whose mailing address is One Jeff Fuqua Boulevard, Orlando, Florida 32827-4399 (the “Authority”), and ALL ABOARD FLORIDA – OPERATIONS LLC, a Delaware limited liability company authorized to conduct business in Florida, whose mailing address is 2855 LeJeune Road, 4th Floor, Coral Gables, Florida, 33134 (“Rail Company”).
FOURTH AMENDMENT TO THE RAIL LINE EASEMENT AGREEMENTRail Line Easement Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
THIS FOURTH AMENDMENT TO THE RAIL LINE EASEMENT AGREEMENT (the “Fourth Amendment”) is made by and among the CITY OF ORLANDO, a municipal corporation created by and existing under the laws of the State of Florida, whose address is P.O. Box 4990, 400 S. Orange Avenue, Orlando, Florida 32802-4990 (the “City”) and THE GREATER ORLANDO AVIATION AUTHORITY, a public and governmental body created as an agency of the City, existing under and by virtue of the laws of the State of Florida, whose mailing address is One Jeff Fuqua Boulevard, Orlando, Florida 32827-4399 (the “Authority”), and ALL ABOARD FLORIDA – OPERATIONS LLC, a Delaware limited liability company authorized to conduct business in Florida, whose mailing address is 2855 LeJeune Road, 4th Floor, Coral Gables, Florida, 33134 (“Rail Company”).
FOURTH AMENDMENT TO ESCROW EXTENSION AGREEMENTEscrow Extension Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
THIS FOURTH AMENDMENT TO ESCROW EXTENSION AGREEMENT (the “Fourth Amendment to Extension Agreement”) is made by and among THE GREATER ORLANDO AVIATION AUTHORITY, a public and governmental body created as an agency of the City, existing under and by virtue of the laws of the State of Florida, whose mailing address is One Jeff Fuqua Boulevard, Orlando, Florida 32827-4399 (the “Authority”), and ALL ABOARD FLORIDA - OPERATIONS LLC, a Delaware limited liability company authorized to conduct business in Florida, whose mailing address is 2855 LeJeune Road, 4th Floor, Coral Gables, Florida, 33134 (“Rail Company”), joined by the CITY OF ORLANDO, a municipal corporation created by and existing under the laws of the State of Florida, whose address is P.O. Box 4990, 400 S. Orange Avenue, Orlando, Florida 32802-4990 (the “City”).
FIRST AMENDMENT TO THE VEHICLE MAINTENANCE FACILITY GROUND LEASEVirgin Trains USA LLC • November 16th, 2018 • Railroads, line-haul operating
THIS FIRST AMENDMENT TO THE VEHICLE MAINTENANCE FACILITY GROUND LEASE (the “First Amendment”) is made by and among THE GREATER ORLANDO AVIATION AUTHORITY, a public and governmental body created as an agency of the City, existing under and by virtue of the laws of the State of Florida, whose mailing address is One Jeff Fuqua Boulevard. Orlando, Florida 32827-4399 (the “Authority”), and ALL ABOARD FLORIDA – OPERATIONS LLC, a Delaware limited liability company authorized to conduct business in Florida, whose mailing address is 2855 LeJeune Road, 4th Floor, Coral Gables, Florida, 33134 (“Rail Company”).
REAL ESTATE LEASE AMENDMENT No. 2Real Estate Lease • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
THIS REAL ESTATE LEASE AMENDMENT No. 2 (this “Amendment”) is made and entered into as of the 20 day of March, 2017, by and between Florida East Coast Railway, L.L.C., a Florida limited liability company (“Railway”), and All Aboard Florida – Operations LLC, a Delaware limited liability company (“Lessee”).
SECOND AMENDMENT TO THE PREMISES LEASE AND USE AGREEMENTLease and Use Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
THIS SECOND AMENDMENT TO THE PREMISES LEASE AND USE AGREEMENT (the “Second Amendment”) is made by and among THE GREATER ORLANDO AVIATION AUTHORITY, a public and governmental body created as an agency of the City, existing under and by virtue of the laws of the State of Florida, whose mailing address is One Jeff Fuqua Boulevard. Orlando, Florida 32827-4399 (the “Authority”), and ALL ABOARD FLORIDA - OPERATIONS LLC. a Delaware limited liability company authorized to conduct business in Florida, whose mailing address is 2855 LeJeune Road. 4th Floor, Coral Gables, Florida, 33134 (“Rail Company”).
SECOND AMENDMENT TO THE VEHICLE MAINTENANCE FACILITY GROUND LEASEVirgin Trains USA LLC • November 16th, 2018 • Railroads, line-haul operating
THIS SECOND AMENDMENT TO THE VEHICLE MAINTENANCE FACILITY GROUND LEASE (the “Second Amendment”) is made by and among THE GREATER ORLANDO AVIATION AUTHORITY, a public and governmental body created as an agency of the City, existing under and by virtue of the laws of the State of Florida, whose mailing address is One Jeff Fuqua Boulevard. Orlando. Florida 32827-4399 (the “Authority”), and ALL ABOARD FLORIDA – OPERATIONS LLC. a Delaware limited liability company authorized to conduct business in Florida, whose mailing address is 2855 LeJeune Road, 4th Floor, Coral Gables, Florida, 33134 (“Rail Company”).
SECOND AMENDMENT TO GARAGE LEASEGarage Lease • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
This Second Amendment to Garage Lease (“Second Amendment”) is entered into by and between DTS 3MC PARKING LLC, a Delaware limited liability company (“Landlord”) and ALL ABOARD FLORIDA - OPERATIONS LLC, a Delaware limited liability company (“Tenant”) as of this 23rd day of May, 2018. Unless otherwise defined herein, all capitalized terms used in this Second Amendment shall have the same meanings assigned to the same in the Garage Lease (as hereinafter defined).
ContractDispatching Services Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating
MEMORANDUM OF JOINT USE AGREEMENT (SHARED INFRASTRUCTURE)Memorandum of Joint Use Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating • Florida
This MEMORANDUM OF JOINT USE AGREEMENT (SHARED INFRASTRUCTURE) (the “Memorandum of Joint Use Agreement”) is made this 30th day of June, 2017 between Florida East Coast Railway, L.L.C., a Florida limited liability company (including its successors and assigns, “FECR”) and ALL ABOARD FLORIDA--OPERATIONS LLC, a Delaware limited liability company (f/k/a FDG Passenger ROW Holdings LLC, a Delaware limited liability company (including its successors and assigns, “AAF”). AAF and FECR are referred to herein as a “Party,” and collectively as the “Parties.”
State of Florida, Department of Transportation USE AND OCCUPANCY AGREEMENTUse and Occupancy Agreement • November 16th, 2018 • Virgin Trains USA LLC • Railroads, line-haul operating • Florida
THIS USE AND OCCUPANCY AGREEMENT (hereinafter the “Use and Occupancy Agreement” or “Agreement”), made this 31 day of January, 2017 is between the STATE OF FLORIDA, DEPARTMENT OF TRANSPORTATION (hereinafter the “Department”) and ALL ABOARD FLORIDA – OPERATIONS LLC, a Delaware limited liability company (hereinafter “AAF”), collectively referred to as “Parties”.
Amendment 1 to the Maintenance Terms and Conditions Between Brightline Trains LLC (f/k/a All Aboard Florida – Operations LLC) and Siemens Industry, Inc.Virgin Trains USA LLC • November 16th, 2018 • Railroads, line-haul operating
Amendment 1 (“Amendment 1”) dated June ____, 2018 (the “Effective Date”) to the Maintenance Terms and Conditions dated December 31, 2014 (“MTC”), by and between Brightline Trains LLC (f/k/a All Aboard Florida – Operations LLC), a limited liability company duly formed and validly existing under the laws of State of Delaware, with a principal business address of 161 NW 6thStreet, Suite 900, Miami, FL 33136 (“AAF” or “Owner”) and Siemens Industry, Inc., a corporation duly formed and validly existing under the laws of State of Delaware, with a principal business address of 7464 French Road, Sacramento, CA 95828 (“SII” or “Maintainer”). Each of AAF and SII may be referred to herein as a “party” or collectively as the “parties”. This Amendment 1 is executed in accordance with Section 45 of the MTC.
