AMENDMENT NUMBER 1 TO PROMISSORY NOTE OF PLAN D, LLC, DATED MARCH 30, 2017, PAYABLE TO THE ORDER OF BV70 LLC THIS AMENDMENT NUMBER 1 TO PROMISSORY NOTE OF PLAN D, LLC, DATED MARCH 30, 2017, PAYABLE TO THE ORDER OF BV70 LLC is made effective this 31st day of March 2017 by Plan D, LLC, a United States Virgin Islands limited liability company with an address at 6100 Red Hook Quarter, B3, St. Thomas, United States Virgin Islands (the "Maker"), and BV70 LLC, a New York limited liability company with an address at c/o Elysium Management LLC, 445 Park Avenue, Suite 1401, New York, New York 10022 (the "Holder"). WHEREAS, the Maker is the Maker under that certain promissory noted dated March 30, 2017 payable to the order of the Holder in the principal amount of Twenty Two Million Five Hundred Thousand Dollars ($22,500,000.00) (the "Note"); WHEREAS, Section 6 of the Note provides that the Note may be amended by a written agreement signed by the Maker and the Holder; and WHEREAS, the Maker and the Holder desire to amend the Note as hereinafter provided; NOW, THEREFORE, in consideration of the foregoing premises and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the parties hereto, the Maker and the Holder hereby agree to amend the Note as follows: 1. Section 5 of the Note is amended by inserting the following provisions at the end of that Section: "The Maker hereby consents to the Holder's sale, assignment, transfer or other disposition at any time or times hereafter, of this Note, or any right or interest herein contained to any "affiliate" of the Holder. For purposes hereof, the term "affiliate" shall mean any person beneficially owning a majority of the ownership interests of the Holder or any entity beneficially owned by such person. Upon such permitted assignment, the permitted assignee shall have all of the rights of the Holder to enforce any of the provisions of this Note. The Maker agre