Prime Marina / Greenwich Cove

About Prime Marina / Greenwich Cove

Prime Marina East Greenwich is a well-protected deep-water basin, overlooking Greenwich Cove and Long Point to the east.

The marina offers both wet and dry storage, services offered are launch and hauling, cleaning, waxing, painting, mechanical, electronics and a ships store. In addition to the marina services, amenities include McKinley’s Pub for a great meal or drink, deck with Grills., RI Paddles Sports rent Kayaks & paddle boards. Onsite brokerage is Prestige Yacht Sales.

Prime Marina East Greenwich is located at the 3 Division Street in historic East Greenwich and is a short walk to many cafes, restaurants and provisioning stores

Features

• 155 wet slip marina accommodating boat lengths up to 300’
• 100 moorings
• Marine store, storage, launch and haul service (35-ton travel lift)
• Restaurant/pub, dockside cleaning, waxing, painting and canvas repair
• Marine electronics installation, engine service and systems repair
• Day trips are welcome! $1 per foot per 4 hours

Booking Info

TERMS AND CONDITIONS THIS AGREEMENT TAKES EFFECT WHEN YOU CLICK THE "PAY NOW" BUTTON BELOW (the "Effective Date"). BY CLICKING ON THE "PAY NOW" BUTTON BELOW YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT AND THE TERMS AND CONDITIONS; (B) REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THIS AGREEMENT AND, IF ENTERING INTO THIS AGREEMENT FOR AN ENTITY, THAT YOU HAVE THE LEGAL AUTHORITY TO BIND THAT ENTITY; AND (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. 1.              Definitions. In this Slip License Agreement (this “Agreement”): a.              “Licensee” shall mean the person(s) whose name(s) and address(es) are shown as such above. b.              “Licensor” shall mean IM 01 Prime LLC, a Delaware limited liability company. c.              “Marina” shall mean Greenwich Cove Marina located at 3 Division St. East Greenwich, RI 02818. d.              “Marina Manager” shall mean IMV Management LLC, a Delaware limited liability company, the manager of the Marina. e.              “Marina Rules” shall mean the written rules for the Marina which may be amended or modified at the sole discretion of Licensor at any time. f.               “Payment Date” shall mean the third (3 rd ) day of each month. g.              “Rent” shall mean the slip rental fee, any other fees set forth above and any other fees or charges incurred by the Licensee or Vessel. h.              “Slip” shall mean the slip number identified above or any substitute slip pursuant to this Agreement. i.               “Vessel” shall mean the boat identified above or any substitute vessel agreed upon by the parties in writing. 2.              Grant of License. Licensor hereby grants to Licensee, for the sole benefit of Licensee, an exclusive, non-transferable license to use the Slip for the sole purpose of docking the Vessel and a non-exclusive license to access the docks, promenade, parking areas, restrooms, lounge facilities and other common areas within the Marina which are designated for general use by Licensee and Licensee’s guests and invitees while accompanied by Licensee. This license is specific to the Licensee and Vessel and

no other vessel may dock at the Slip or benefit from this license. Without Licensor’s prior written approval or as specifically permitted in this Agreement, Licensee is prohibited from (i) transferring or assigning this Agreement or any right granted by this Agreement to any person or entity, (ii) substituting the Vessel for another vessel, (iii) assigning the Slip, (iv) subletting the Slip or (v) granting a license to any other person to use the Slip or access the Marina. 3.              Rent & Payment Terms. a.              Monthly Fees: Licensee will pay the Dockage Rate Fee and all other non- variable fees and costs, plus applicable sales tax, monthly, in advance, on or before the Payment Date. The Dockage Rate Fee is subject to change upon 30-days’ written notice. b.              Utilities, Fuel & Other Fees: Utilities, fuel charges and other charges for goods or services incurred by or on behalf of Licensee or the Vessel will be invoiced to Licensee’s house account and will be paid by Licensee the following month. If Licensor has received Licensee’s credit card in connection with this Agreement, Licensee grants Licensor permission to charge against such credit card the balance of any Rent if not otherwise paid when due. c.              Transaction Fees: Automated Clearing House (ACH) payments are not subject to a transaction fee. If Licensee elects to use credit card, a processing fee of 3.5% of the payment amount will be applied to all transactions paid by credit card. d.              Late Fees: Any fee, expense or cost not paid within thirty (30) days of the date of invoice or as otherwise required by Licensor will be subject to a 5% late fee on the past-due amount, as well as a finance charge of 2% per month (24% APR) on the past-due amount until paid, accruing from the invoice date. Licensee will be required to maintain a valid credit card on file with Licensor for payment of any fees, expenses or costs that are past-due. 4.              Relocation & Removal. Licensor reserves the right to relocate the Vessel from the Slip to another slip in the Marina if it is deemed necessary or desirable by Licensor. Prior to relocation of the Vessel, Licensor will make a reasonable attempt to contact the Licensee. Licensee agrees that they will promptly comply with any written request made by Licensor and sent to Licensee by first class mail to remove the Vessel and all personal property from the Slip. In the event Licensee does not remove the Vessel and/or all personal property from the Slip upon request, Licensor shall have the right to take such action on Licensee’s behalf and Licensee agrees to pay all charges for moving, hauling, land storage, and launching as invoiced by Licensor. In the event of an emergency Licensor may remove the Vessel from the Slip for any reason in its sole discretion. Licensor has the right to rent the Slip when the Vessel is vacant. Licensee is

required to notify Marina Manager of Vessel's absence and Slip vacancy to ensure the assigned Slip’s availability upon the Vesel’s return to the Slip. Without notification to Licensor, Licensee acknowledges the assigned Slip may not be available upon the Vessel’s return. Licensor will make a reasonable effort to offer dockage/mooring at another location within the Marina for the Vessel. Non-compliant Licensees will be subject to charges of missed transient revenue. 5.              Rules & Regulations. Licensee agrees to use and occupy the Slip strictly in accordance with the terms and conditions of this Agreement and the Marina’s rules and regulations (“Marina Rules”), as may be amended from time to time without notice in Licensor’s sole discretion, and all applicable laws and regulations. Licensee acknowledges that they have received and reviewed a copy of the Marina Rules in effect at the time of signing this Agreement. In the event it is determined by Licensor that the Vessel or the conduct of Licensee or any Licensee’s guests or invitees is not in compliance with the Marina Rules or the terms of this Agreement, Licensor may terminate this Agreement and all licenses granted to Licensee. 6.              Licensee Obligations. Licensee agrees to the following conditions: a.              Licensor shall have the authority to set standards of appearance and serviceability for Vessels moored or stored at the Marina. Licensee agrees to maintain the Vessel in accordance with such standards and Licensor shall have the right to expel any Vessel from the Marina which does not meet standards of appearance, maintenance, or safety. b.              Licensee agrees that the Vessel shall be properly documented or registered and show all required markings/decals and Licensee agrees to promptly provide Licensor with a copy of the Vessel’s registration, title, and documentation upon request by Licensor. c.              Licensee agrees that it is Licensee’s sole duty to keep the Vessel properly secured and moored at all times; to keep the Vessel tight (bilges dry), staunch and seaworthy; to keep the Vessel in good operating condition and repair; to keep the Vessel neat, clean, and free of rust, mildew, peeling paint, rot, blistering and flaking; to equip the Vessel with adequate mooring lines and fenders in strong, clean and satisfactory condition; and to keep the Vessel with a neat, shipshape and aesthetically pleasing appearance. Licensee’s compliance with the standards referred to in this paragraph shall be determined at the sole discretion of Licensor. d.              Licensee acknowledges that the Slip is not to be used for the long-term storage (over 30 days) of an inoperable vessel.

e.               In the event that it is determined by Licensor that Licensee or the Vessel is not in compliance with the requirements of this Section 6, Licensor may terminate this Agreement for cause. f.               Licensee acknowledges that no commercial activity is allowed in or by the Marina. Commercial activity is strictly prohibited and in violation of the agreements and is grounds for immediate termination of the license. g.                Schedules for hauling and launching will be determined by the Marina Manager. Once the Licensee has been advised of these schedules, it is the obligation of the Licensee to have the Vessel ready and available. Rescheduling of haul or launch times because the Vessel is not ready when scheduled will result in additional expenses for the Licensee. Daily non-agreement rates will apply for daily storage beyond launch date. h.                Licensee is responsible for providing his or her own means of entry to and from the Vessel. Licensee releases Licensor and Marina Manager from all liability for personal injury or property damage resulting from the use of ladders, platforms or other arrangements used by Licensee, its agents or invitees to access the Vessel. Licensor may offer launch services from time-to-time, but such launch service is not guaranteed. 7.              Delegation of Licensor’s Authority. Licensor may delegate its authority under this Agreement to the Marina Manager who authorized to act on Licensor’s behalf. Marina Manager and its employees, agents, directors, officers and affiliates shall be indemnified by Licensee to the same extent as Licensor and Marina Manager shall be named as an additional insured party on Licensee’s insurance policies. Licensor is not liable for the actions, inactions or omissions of Marina Manager  8.              Common Areas. Provided Licensee complies with their duties and obligations hereunder, Licensor hereby grants Licensee a non-exclusive license to use of the docks, promenade, parking areas, picnic areas, restrooms, lounge facilities and other common areas within the Marina which are designated for general use by Licensee and Licensee’s guests/invitees, subject to the Marina Rules issued by Licensor. Licensee agrees that neither they nor their guests/invitees will place or leave any objects or equipment upon the docks and piers or other common areas of the Marina without the express permission of the Licensor. Only dock boxes and steps approved by Licensor may be placed on the docks or piers. Licensee may not attach anything to the docks or make any alterations to the docks or piers or any other common area of the Marina. 9.              Vacancy. Whenever Licensee expects the Slip to be vacant for more than 48 hours, Licensee shall notify Licensor in writing. Licensor shall have the right to rent or use the Slip for its own purposes at any time it is not occupied by the Vessel.

10.           Cancellation By Licensee. In the event of a sale of the Vessel, Licensee may request an assignment of its rights and obligations under this Agreement to the new owner of the Vessel, which shall be subject to the express consent and approval of Licensor. In the event that Licensee cancels this Agreement prior to the end of the term due to a sale of the Vessel, Licensee shall not be entitled to receive any refund, pro- ration or reduction of Rent. 11.           Termination Without Cause. Licensor may elect, at its sole option, to terminate this Agreement at any time. In such event, Licensor shall send Licensee written notice of termination by certified mail to the address written above (or to any new address provided by Licensee to Licensor in writing). In such event, once Licensee has removed the Vessel from the Slip, Licensor shall refund to Licensee the pro-rated charges from the date of termination to the end of the current term of this Agreement (after deducting any amounts due by Licensee to Licensor). In the event Licensee does not remove the Vessel from the Slip within ten (10) days after Licensor sends the notice, Licensor may remove, tow, haul, and store the Vessel at Licensee’s expense and sole risk of loss/damage, and at Licensor’s then effective daily rate. 12.           Termination For Cause. Licensor may at its sole discretion, terminate this Agreement for cause, and without any refund to Licensee, in the event that: (i) Licensee fails to pay any of the Rent due under this Agreement when due, (ii) Licensee breaches any of the terms and conditions of this Agreement, (iii) Licensee or Licensee’s guests or invitees fail, in the sole judgment of the Licensor, to abide by the Marina Rules or the terms of this Agreement, or (iv) Licensee behaves in a manner which, in the sole judgment of Licensor, is disorderly, might injure or endanger other persons, damage property, or harm the reputation of Licensor. In the event Licensor exercises its right to terminate this Agreement for cause, it will send written notice to the Licensee by certified mail at the address written above (or any new address provided by Licensee to Licensor in writing), specifying the nature of the default and demanding that such default be cured within ten (10) days of the date notice is sent by Licensor. In the event any default is not cured within such time, in the sole judgment of Licensor, this Agreement may be immediately terminated. 13.           Duties Upon End of Term/Termination; Holding Over. At the end of the term of this Agreement without renewal or extension, or upon termination of this Agreement, Licensee agrees to: (i) return the Slip to Licensor in its original condition, clean and free of debris, (ii) immediately pay all Rent due to Licensor, (iii) surrender all marina keys and security cards, (iv) remove all parking stickers from their vehicles, and (v) to immediately remove the Vessel and all of Licensee’s personal property from the Marina. Licensee agrees that he or she will not remove the Vessel from the Marina after termination or after the end of the term, until all Rent has been paid to Licensor. Until the Vessel is removed from the Marina, Licensee agrees to pay Licensor Rent at the

daily rate then in effect at the Marina. In the event Licensee fails to remove the Vessel from the Marina within three (3) days of the end of the term or of the termination becoming effective, Licensee authorizes Licensor to board the Vessel and take possession of Licensee’s personal property in or about the Marina, and to remove such Vessel or personal property at the sole expense of Licensee. Licensor may remove the Vessel or personal property to any other wet or dry storage selected by Licensor. Licensee agrees to pay all costs and expenses of such removal and continued storage and to reimburse Licensor for all such costs and expenses advanced. Licensee further assumes all risks of loss or damage to the Vessel and its contents incurred in connection with such removal and/or storage, and hereby releases and agrees to hold Licensor, its agents, employees, officers, directors and representatives harmless from any liabilities, costs, and expenses incurred in connection therewith, regardless of the nature of the damages, and arising from any cause whatsoever, including but not limited to the negligence (but not gross negligence or willful misconduct) of Licensor, its agents, employees, officers, directors, and representatives. In the event this Agreement is terminated for cause, Licensee shall continue to be liable to Licensor for all Rent remaining payable for the term of this Agreement and any Rent prepaid by Licensee to Licensor shall be forfeited by Licensee and be deemed the sole property of Licensor. 14.           Limitation Of Liability; Indemnification. By entering into this Agreement, Licensee acknowledges that he or she is aware of the various types of risks involved in keeping a boat at a marina. Licensee accepts the Slip, docks, piers, their appurtenances, and all common areas “as is” and agrees they are in satisfactory condition, safe and suitable for use by Licensee and Licensee’s guests and invitees. Licensee agrees that use of the Slip, the Marina grounds, facilities, parking and other common areas by Licensee and Licensee’s guests and invitees shall be at their own risk of property loss and damage and/or personal injury or death, arising from any cause whatsoever. Licensee further agrees that neither Licensor, nor any of Licensor’s agents, employees, officers, directors, or other representatives shall be liable for any loss, damage or injury to the person or property of Licensee or of Licensee’s guests/invitees, including any loss or damage to the Vessel, Licensee’s motor vehicle(s), or their contents or equipment, regardless of whether such loss, damage, personal injury or death be occasioned by fire, storm, theft, vandalism, collision, ice, sinking, act of God, or any other cause or condition, including, but not limited to the negligence (but not gross negligence or willful misconduct) of Licensor, its agents, employees, officers, directors, or representatives, and including, but not limited to, any negligence of Licensor in connection with providing voluntary first aid or assistance meant to save lives, treat or avoid injury; dockhand assistance, or mechanical repair. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL LICENSOR, ITS AFFILIATES, MANAGERS, DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS OR LICENSORS BE LIABLE TO THE LICENSEE FOR

ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR RELATED TO THIS AGREEMENT, INCLUDING DAMAGES FOR LOST PROFITS, GOODWILL, USE OR OTHER INTANGILBLE LOSSES HOWSOEVER ARISING, EITHER OUT OF BREACH OF THIS AGREEMENT (INCLUDING BREACH OF EXPRESS OR IMPLIED WARRANTY), NEGLIGENCE, STRICT LIABILITY, TORT OR ANY OTHER THEORY, EVEN IF THE LICENSEE HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. Licensee agrees to indemnify and hold harmless Licensor, its agents, employees, officers, directors, managers, and representatives from and against any claim, action, fine, damages, attorneys fees and costs (whether suit is filed or not) arising from the use of the Slip, the Marina grounds/facilities, the parking area, and any other common area at the Marina by Licensee or Licensee’s guests or invitees, arising from any cause whatsoever, including, but not limited to, the negligence (but not gross negligence or willful misconduct) of Licensor, its agents, employees, officers, directors, managers and representatives. The foregoing notwithstanding, Licensee agrees that any judgment entered in favor of Licensee against Licensor shall be liquidated to the total amount of Rent received by Licensor from Licensee in the applicable year during which the subject claim arose. Licensee agrees that any claims for losses, damages, or personal injuries/death arising out of Licensee’s use of the Slip, Marina grounds/facilities, parking area, other common areas or other services provided hereunder must be submitted to Licensor in writing within sixty (60) days of the time the Licensee knew or should have known of such claims, or such claims shall be forever barred against Licensor, its agents, employees, officers, directors, and representatives. All lawsuits or legal actions against Licensor, its agents, employees, officers, directors, and representatives must be filed within one (1) year of the occurrence that gives rise to such lawsuit or legal action or be forever barred. Licensee agrees that in the event Licensor conveys its interest in the Slip or assigns its interest in this Agreement, then Licensor, its agents, employees, officers, directors, and representatives shall be released from all liability or obligations which thereafter arises under this Agreement or activities related to the Marina and Licensee shall look only to the transferee of the Slip, or assignee of this Agreement for restitution for damages. 15.           Waiver of Subrogation. Licensee hereby waives such causes of action it may have or acquire against Licensor which are occasioned by the negligence of Licensor or its employees or agents resulting in the destruction of or damage to real or personal property belonging to Licensee and located in or on the Marina and which are caused by fire and/or the hazards insured against in an extended coverage endorsement to a standard fire insurance policy approved for use in the State of Florida. Licensee further agrees to cause any insurance policy now owned or hereafter acquired covering the destruction or damage of such real or personal property from fire and/or the hazards covered by the aforementioned extended coverage endorsement to contain

a waiver of subrogation or endorsement under which the insurance company waives the right to subrogation against Licensor or any party to this Agreement in case of destruction of or damage to the aforementioned real or personal property of any such party. 16.           Severe Weather. Upon issuance of hurricane warnings for the area by the National Weather Service, or in the event of a severe storm, Licensee shall immediately move to secure its vessel at its own cost, expense, and risk. Additional docking lines should be rigged and all lines inspected by Licensee. All loose gear, equipment, and personal property on and about the Vessel and docks adjoining the Slip should be properly stowed. Should the Licensee fail to secure its Vessel and property, Licensor may, but shall not be obliged to, take such precautions as are deemed advisable, in the Licensor’s sole discretion, to protect the Marina and other vessels therein, all at the expense of the Licensee and which Licensee agrees to pay immediately on demand, and Licensor shall have a lien on the vessel for such expenses. Further, in the event Licensor exercises the foregoing right, Licensor will not be liable for any damage arising out of any act or omission of Licensor in securing Licensee’s vessel or other property. 17.           Amenities. From time to time, the Marina may experience outages of its amenities that are out of Licensor’s control. This may include but is not limited to utilities, electricity, fresh water, cable tv, and Wi-Fi. Outages, regardless of duration, do not entitle the Licensee to a refund or abatement of rent. 18.           No Bailment. Licensee acknowledges that the slips, piers, grounds, parking lots and facilities of the Marina are not completely secure and that the Vessel and Licensee’s motor vehicle(s) will not be under the exclusive control of the Licensor at any time. Access to boats and piers in the Marina is unrestricted from the water, a sidewalk follows the sea wall, there is no guarantee that controlled access gates will perform properly, or that a security guard will be present. Licensee acknowledges that Licensor, it’s employees, agents, managers and affiliates are not insurers of the safety, security, or condition of the Vessel, the Licensee’s motor vehicle(s), or their contents. Licensee agrees that Licensor is not a bailee or warehousemen with respect to the Vessel, the Licensee’s motor vehicle(s), or their contents. 19.           Insurance. Licensee agrees at all times to keep the Vessel and its contents covered by a policy of all risks hull insurance in an amount equal to the current market value of the Vessel and its contents. Unless Licensor, at its sole discretion, requires in writing higher or lower limits of coverage, Licensee also agrees to keep the Vessel covered at all times by a policy of protection and indemnity or liability insurance, including pollution/fuel spill coverage, with minimum limits of at least $500,000 per occurrence. Licensee shall cause Licensor and Marina Manager to be named as an additional insured and Certificate Holder on all policies of insurance without limitations

or exclusions different from Licensee. Licensee shall promptly notify Licensor of any changes to the insurance policy, including but not limited to cancellation, non-renewal, or change in coverage. Licensee shall present Licensor with the Certificate of Insurance prior to using the Slip, and upon every renewal hereof. Continuation of this Agreement despite any failure by the Licensee to provide such Certificate to Licensor, and despite the failure of Licensee to cause Licensor to be named as an additional insured, shall not be considered waivers of such requirements by Licensor. 20.           Contract Work. Licensee may hire outside contractors to provide service labor, repairs, and parts to the Vessel provided that all such contractors meet the requirements of Licensor as to quality of workmanship, appearance while present at the Marina, insurance coverage and other requirements reasonably imposed by Licensor. Licensee agrees not to allow the performance of any maintenance, repairs, replacement of parts or other general labor without first providing written notification to the Licensor of the name of the contractor(s) who will perform the work and until the contractor(s) has executed required waivers and indemnities and has been otherwise approved by Licensor. 21.           Collection. In the event it becomes necessary for Licensor to file suit or assign unpaid invoice(s) to an attorney, individual or firm for collection, Licensee agrees to pay a reasonable attorneys’ fee or collection fee, plus all applicable court costs and expenses of such collection efforts. Licensor shall have a lien pursuant to appropriate laws of the State of Florida and/or a maritime lien pursuant to Title 46 of the United States Code or under general maritime law against the vessel and its appurtenances securing any amount due to Licensor in connection with the Vessel or this Agreement. Licensee agrees that Licensor may take and/or keep possession of the Vessel at the Licensee’s and Vessel’s expense until payment in full of all amounts due to Licensor has been made. 22.           Emergencies. Licensee acknowledges that Licensor has no duty or obligation to keep the Vessel afloat, to prevent damage to the Vessel, or to prevent the Vessel from damaging the environment or the property of others. Licensee agrees that Licensor may board and operate the Vessel if, at any time, in the sole judgment of Licensor, this becomes necessary to protect persons, the environment, or property. Licensor may disconnect electrical power to the Vessel and/or disconnect and remove any electrical apparatus aboard the Vessel that Licensor considers in its sole judgment to be unsafe, unlawful, or a nuisance. Nothing contained herein shall impose any duty upon Licensor to inspect the Vessel or its equipment, to ensure the Vessel’s safety, or to determine if it is a danger to itself, the environment, or to the persons and property of others. Ordinarily, Licensor will first attempt to notify Licensee should it observe adverse conditions that do not place the Vessel, the environment, or other property in imminent peril. However, if the Vessel should sink or appear in imminent danger of sinking,

damage from high winds, waves, tides, floods, fire, ice, or in need of dock lines, or if in the sole judgment of Licensor the Vessel constitutes an imminent danger to itself, the environment, or other vessels/property, Licensor in its sole discretion, may take action itself or by hiring others, to haul, pump, raise, salvage, contain/cleanup oil/fuel spills, install dock lines, move the Vessel, tow it and store it elsewhere, or take such other action as Licensor may deem appropriate, without prior notification or further authorization from Licensee. Under such circumstances, neither Licensor, nor its agents, employees, officers, directors, or representatives shall be responsible for any costs, losses, or damages to the Vessel or to other property of Licensee as the result of taking such measures. Licensee agrees to pay immediately all reasonable charges billed by Licensor to Licensee or billed to Licensee by others retained by Licensor in connection with the same, including, but not limited to Licensee’s proportionate share of expenses incurred by Licensor or its contractors for the common protection of boats and property in the Marina. 23.           Casualty Loss. Licensee shall immediately notify Licensor of any fire or other casualty on, in, or about the Slip or which involves the Vessel. In the event the Slip or the Marina are damaged by fire or other peril, Licensor shall have no obligation to repair or rebuild; however, Licensor may elect to repair or rebuild, and in that event, this Agreement shall remain in full force and effect, and Licensees shall not be entitled to abatement of rent while those repairs are being made as long as a substitute mooring is provided for the Vessel within the Marina. If Licensor does not elect to rebuild or repair, then it may terminate this Agreement by giving notice of such election to Licensee within sixty (60) days after damage occurs. Licensee waives any claim for compensation or damages from Licensor for loss of the use of all or any of the Slip, the Vessel, or other personal property, or any inconvenience or annoyance occasioned by any such damage or from damage repairs. 24.           Vessel Access. Licensee agrees that Licensor has the right at all reasonable times to enter the Vessel to inspect its condition, to perform emergency services, to take other actions authorized by this Agreement, to cure any defaults of Licensee that Licensor elects to cure, and for any other lawful purpose. Licensee may, at his or her option, provide Licensor with a duplicate copy of the Vessel keys. 25.           Headings, Severability, Gender, Time, Entire Agreement. The paragraph headings are for reference only and are not a part of this Agreement. In the event that one or more terms of this Agreement are determined to be unenforceable, such determination shall not affect the enforceability of the remainder of this Agreement, which shall continue in full force and effect. This is the sole Agreement between the parties with respect to the subject matter hereof, and all prior agreements, written and oral, are merged herein. No modification hereof shall be binding unless in writing signed by both parties. The parties to this Agreement mutually agree that it shall be binding

upon them, and their respective heirs, personal representatives, successors, and assigns. Licensee agrees that the waiver of any term or condition of this Agreement by Licensor shall not constitute a waiver of any other term or condition of this Agreement and shall not be continuing. Rights and remedies afforded to Licensor under this Agreement are not exclusive but are in addition to all other rights and remedies available to Licensor at law, in equity or in admiralty. If Licensee is a limited liability company, corporation, partnership, trust, or other legal entity, the person executing this Agreement on behalf of Licensee warrants that he/she is authorized to enter into this Agreement and to bind the Licensee. Except as otherwise expressly provided in this Agreement, time is of the essence. 26.           Choice Of Law; Venue. This Agreement is deemed to have been made and entered into in the state where the Marina is located and shall be governed and interpreted by the laws of the state where the Marina is located, including federal maritime law where applicable. Any legal action brought to enforce this Agreement must be filed in the appropriate state court located in the county where the Marina is located or in the United States District Court having jurisdiction over the Marina, except that an in rem proceeding against the Vessel may be brought in the U.S. District Court for the district where the Vessel may be found. Licensee and Licensor agree to submit to the personal jurisdiction and venue of said courts. 27.           Attorneys’ Fees. In any proceeding arising in connection with this Agreement, the prevailing party shall be entitled to recover the costs of the proceeding (be it trial or administrative hearing, including arbitration, mediation or bankruptcy) and such reasonable attorneys’ and paralegals’ fees, including the fees of any in-house counsel. 28.           Entire Agreement; No Recording. This Agreement contains the entire agreement between Licensor and Licensee with respect to the subject matter and shall not be recorded in the public records of the applicable county or any county in the state where the Marina is located. Any amendments to this Agreement must be in writing and agreed to by both parties, except that any modification to the Marina Rules may be made by Owner, in Owner’s sole discretion. 29.           Maritime Lien. Licensee agrees that the mooring or dockage provided for herein is “necessary” within the meaning of general maritime law of the United States of America. Licensee further agrees that Licensor shall have a lien pursuant to any applicable state law in which the Vessel is located and/or a maritime lien pursuant to Title 46 of the United States Code or under general maritime law against the Vessel, her appurtenances and contents, for all unpaid Rent, delinquency fees and charges, for any damage caused to any dock, piling or any other property of the Marina, or for any other amounts due to Licensor. Licensee further agrees that Licensor also holds a possessory

lien as of the date the Vessel is brought to the Marina or as of the date the Vessel first occupies space at the Marina. ADDITIONALLY, IN THE EVENT OF NONPAYMENT OF RENT OR CHARGES, LICENSOR IS AUTHORIZED TO SELL THE VESSEL AT PUBLIC SALE PURSUANT TO AND IN ACCORDANCE WITH ANY APPLICABLE STATE LAWS. THIS AGREEMENT INCORPORATES SECTION 34-46-3 OF THE RHODE ISLAND GENERAL LAWS, UNDER WHICH THE LICENSOR MAY ENFORCE A LIEN AND SELL A VESSEL AT A NON-JUDICIAL SALE IN THE EVENT OF NON-PAYMENT OF RENT OR CHARGES. THE RIGHTS AVAILABLE TO LICENSOR UNDER THE FOREGOING STATUTE ARE IN ADDITION TO ANY AND ALL OTHER RIGHTS WHICH LICENSOR HAS AVAILABLE TO IT UNDER THIS AGREEMENT OR AS OTHERWISE BY LAW. 30.           Notices. Unless otherwise stated herein, any notice or demand that may be given or made hereunder shall be properly made if in writing and sent by certified U.S. mail, postage prepaid, return receipt requested or via nationally recognized overnight carrier to the following addresses:   Licensor:         IMV Management LLC 3 Division Street East Greenwich, Rhode Island 02818 Attn: General Manager   With a copy to: IM 01 Prime LLC 150 SE 2 nd  Avenue, Suite 800 Miami, FL 33131 Re: Greenwich Cove Marina If sent to Licensee, such notice shall be sent via email or the physical address Licensee has provided to Licensor. Either party shall have the right to update their respective notice address upon thirty (30) days’ notice to the other party. Email notices to Licensee shall be deemed received upon sending. For notices sent via mail or carrier to either party, all notices shall be considered to have been properly given at the time they are deposited in any letter box or post office operated by the United

States Postal Service and to have been received one business day after being so deposited.

31.           Miscellaneous. This Agreement may be executed in counterparts, electronically or by Licensee’s assent as a clickwrap agreement. This Agreement constitutes the entire agreement and understanding between the parties hereto with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter. Licensee hereby consents to receiving electronic communications from Licensor and its affiliates. These electronic communications may include notices about applicable fees and charges, transactional information, and other information concerning or related to the Slip or Marina. Licensee agrees that any notices, agreements, disclosures, or other communications that Licensor send to Licensee electronically will satisfy any legal communication requirements, including that such communications be in writing. This Agreement is personal to Licensee and may not be assigned or transferred for any reason whatsoever without Licensor’s prior written consent and any action or conduct in violation of the foregoing will be void and without effect. Licensor expressly reserves the right to assign this Agreement and to delegate any of its obligations hereunder.

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