DELGADO & FERNANDEZ, LLP 

ATTORNEYS AT LAW 

PO Box 11750 

FERNANDEZ JUNCOS STATION 

SAN JuAN, PuERTO RICO 00910-1750 

VIA FEDERAL EXPRESS 

Mr. Michael P. Huerta 

Acting Administrator 

Federal Aviation Administration 

800 Independence Avenue, SW 

Washington, DC 20591 

May 29, 2012 

TELEPHONE: (787) 274- 1414 

FAX: (787) 764-8241 

www.delgadofernandez.com 

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Re: Pilot Program, Luis Munoz Marin International Airport, 

Carolina, Puerto Rico 

Dear Mr. Huerta: 

The undersigned represents Caribbean Airport Facilities, 

Inc. ( "CAF") , entity that operates the cargo ground handling 

operator in the Luis Munoz Marin International Airport ("the 

Airport") located in Carolina, Puerto Rico. The United States 

Department of Transportation, through the Federal Aviation 

Administration ("FAA") is the federal government agency 

responsible for regulating civil aviation to promote safety, to 

encourage and develop civil aeronautics, to develop and operate 

a system of air traffic control and navigation for both civil 

and military aircrafts, and to regulate United States commercial 

space transportation. The Airport is the largest airport in 

Puerto Rico and provides commercial passenger and cargo 

services. Its operation is regulated by the FAA. 

On October 24, 1988, the PRPA and CAF entered into a Ground 

Lease Agreement (Agreement No. AP-88-89-(4)/070) whereby CAF 

leased certain undeveloped land in the Airport and agreed to 

make multi-million dollar investments to develop and construct 

various cargo and passenger services facilities in the leased 

premises. In return, the PRPA agreed to give CAF a credit based 

in an estimated initial investment made by CAF of $5.6 million 

bearing interest at 9.5%. Afterwards, CAF made considerable 

additional monetary investments for development and construction 
costs and mitigation expenses, and built various buildings, 

ramps and facilities used for cargo services and transportation 

within the Airport. According to the October 24, 1988 Lease 

Agreement the PRPA agreed to give CAF, for a period of ten (10) 

years and to reimburse for its investments, a credit, equal to 

certain defined rental ·fees and charges imposed to airlines that 

CAF was authorized to collect on behalf of the PRPA, to be used 

against the lease payments payable under the Lease Agreement. 

This lease Agreement was later incorporated into a public deed 

on February 10, 1989. Afterwards, the PRPA agreed to reimburse 

CAF for additional multi-million dollar investments made and 

reached a Settlement Stipulation with CAF in the United States 

District Court for the District of Puerto Rico, in the case of 

Caribbean Airport Facilities, Inc. v. Puerto Rico Ports 

Authority, Civil No. 90-2271 (HL), where CAF was authorized by 

the PRPA to make additional investments, construct additional 

facilities, including, but not limited to, a Taxi-Way, a ramp 

extension adjacent to the existing ramp of CAF, and a gas 

service station, among others. The Settlement Stipulation was 

incorporated into a Judgment entered by this Court on July 10, 

1992. 

In the same Settlement Stipulation, which was incorporated 

into the Court's Judgment, the PRPA agreed to reimburse CAF for 

all the costs incurred and the investments made by giving CAF a 

rent credit, through the life of the ground Lease Agreement and 

any extensions ther-eof, and the right to collect fees and 

charges, excluding landing fees, collected by CAF from all 

activities on the leased premises (collectively referred to as 

"the PRPA fees"). Since then the parties amended the Lease 

Agreement on January 4, 1994, July 28, 1994, October 28, 1997, 

and May 13, 2004, all of which include the credit reimbursement 

formula originally agreed and CAF has regularly received the 

reimbursement for the investments it made, from the PRPA as 

agreed in the settlement agreement and Judgment. The reasonable 

value of these credit reimbursements due to CAF are currently 

calculated in the sum of $50,989,575.24. 

The property developed by CAF has been used, and is 

currently used, to provide service to the Airport's cargo 

transportation and passenger services. The PRPA is entitled 

under law to charge a fee to the airline and cargo 

transportation carriers that land in the Airport. To reimburse 

CAF for the multi-million dollar investments it made in the 

Airport, the PRPA agreed to allow CAF to take a credit to be 

charged against the lease payments under the Land Lease payable 

by CAF. Since its inception in 1988, CAF used its credits 

2 
against the rent payments under the Lease Agreement. 

Notwithstanding the above, since early 2009 the PRPA has refused 

to give any value to the credit for construction and mitigations 

costs incurred by CAF, as it had agreed to provide to CAF and 

the PRPA has repeatedly failed to meet its obligation and the 

parties are currently in litigation. 

The airport fees, rates, and charges imposed upon airline 

carriers are regulated by the United States' Department of 

Transportation, as part of the United States government's public 

policy, to ensure their reasonableness and proper use. 49 

U.S.C.A. § 47134. On January 2012, the Executive Director of 

the PRPA, informed CAF of the government's intention of taking 

its leasehold interests without compensating CAF for the value 

of the credits. Simply stated, the Government of Puerto Rico is 

furthering a constitutional violation as the PRPA' s purpose of 

taking CAF's private property without paying a fair compensation 

in violation of the Takings Clause of the Fifth Amendment of the 

United States' Constitution, as extended to the States by the 

Fourteenth Amendment of the United States Constitution, and 

which limits the power of eminent domain by requiring that "just 

compensation" be paid if private property is taken for a public 

use. The PRPA' s intent on condemning CAF' s leasehold interests 

and rights under the Lease Agreement without paying a just 

compensation constitutes an imminent constitutional violation 

that CAF seeks to prevent. "Just compensation", within the 

meaning of the constitutional provision that private property 

shall not be taken for public use without just compensation, 

means that the full monetary equivalent of the property taken 

has to be considered and paid to its owner. Afterwards, and 

faced with a Court order denying the taking petition filed by 

the government, it filed to voluntarily dismiss the 

expropriation case. 

On the other hand, the United States Congress authorized 

the development of several airport projects as part of PublicPrivate Partnerships ( PPP), all of which needed to be approved 

by the FAA, under what is known as the "Pilot Program". The 

Pilot Program was authorized by Section 149 of the Federal 

Aviation Administration Authorization Act of 1996, as amended by 

Section 155 of the Vision 100 Century of Aviation 

Reauthorization Act of 2003, 49 U.S.C. § 47134. The Pilot 

Program is a program regulated by the FAA and developed with 

federal aid and, as such, involves federally protected 

interests. Under the Pilot Program, the FAA may approve the 

concession of up to five "public use" airports in the United 

States. Only three ( 3) of these airports may be "medium hub 

3 
airports" (defined as an airport having between 0.25% and 1% of 

U.S. revenue passenger hoardings annually, whether or not in 

scheduled service), such as the Airport. The Puerto Rico Ports 

Authority ("PRPA") filed a preliminary application under the 

Pilot Program and this application was accepted for review by 

the FAA on December 22, 2009. 

In order to qualify for the FAA Pilot Program, the PRPA is 

structuring a PPP Contract and a Use Agreement with the airlines 

to ensure, among other conditions, that: ( i) the airport will 

continue to be available for public use without unjust 

discrimination; (ii) the contractor will maintain, improve and 

modernize the Airport facilities through capital investments; 

(iii) Airport fees imposed on air carriers will not increase 

faster than inflation unless a higher amount is approved by at 

least 65% of the air carriers using the Airport and the air 

carriers having at least 65% of the landed weight of aircraft at 

the Airport. In addition to these requirements, in order for the 

PRPA to participate in the Pilot Program, the FAA Administrator 

is required to find that the transfer of the Airport to a 

successful proponent, under a PPP, will not result in unfair or 

deceptive trade practices or unfair methods of competition, and 

that the interests of general aviation users are not adversely 

affected. The PRPA has determined that it will receive 

substantial up front net proceeds associated with the long term 

lease of the Airport under the Pilot Program that exceed $100 

million; thus, improving its financial capacity, reducing 

indebtedness and improving the financial profile of the Airport. 

In June 2010, the PRPA published a request for 

qualifications ("RFQ") and is 1n the process of selecting a 

qualified entity to which it would lease the Airport. Since 

October 29, 2009, and to further its interest in transferring 

the Airport operation to a third party under the Pilot Program, 

the PRPA has engaged in attempts to acquire CAF leasehold rights 

and interests in the Airport, which are reasonably estimated in 

the sum of $97,500,000.00, and the parties have been in regular 

and constant negotiations and communications in this regard. 

When the FAA promulgated the Pilot Program, and qualified 

the PRPA to participate in the program, it failed to consider 

CAF' s interests in the approval process. Specifically, the FAA 

and the PRPA failed to consider the interests of other parties, 

such as CAF, and limited its inquiry to the evaluation of the 

interests of the airline carriers operating in the Airport. It 

is important to stress the fact that these other interested 

parties, which include CAF, have a much larger vested interest 

4 
in the Airport than the airlines. These parties include the 

caterers, ground handlers, fuelers and other major lease holders 

in the Airport. These entities, which include CAF, and their 

interests were ignored by the FAA and the PRPA in the 

qualification process for the Pilot Program. Currently, CAF has 

an investment exceeding the sum of $50,000,000.00 in 

infrastructure existing in the Airport and used for its 

operation. In addition, CAF has over $50,000,000.00 in 

construction credits, as per the agreements with the PRPA. 

Despite having these interests in the Airport, CAF was in no 

way, and at no time, consulted or provided notice of the Pilot 

Program process affecting the Airport. Moreover, the Pilot 

Program fails to guarantee the equal protection of the laws, to 

entities with vested rights in the Airport, such as CAF. The 

Pilot Program does not have any built-in safeguards to protect 

the interests of this group of entities, of which CAF is part 

of. 

On May 16, 2012 CAF provided notice to the PRPA and 

requested that it state its position with respect to CAF's 

contractual rights and property interests, if and after a 

subsequent transfer of the Airport property to a successful 

public-private partnership bidder under the Pilot Program. The 

PRPA has failed to provide any response to CAF's inquiry and it 

appears that the award of the operation to a public-private 

partnership is imminent. 

Given the aforestated, CAF has no other alternative at this 

time than to seek from the FAA to cancel the bid process under 

the public-private partnership Pilot Program currently in place 

by the PRPA to ensure the adequate protection of CAF's 

unencumbered leasehold and property interests in the process. 

This letter also has the purpose of providing formal notice to 

the FAA that CAF intends to bring legal action against the FAA 

in thirty (30) days unless this matter is addressed 

appropriately by the FAA. CAF' s constitutional rights, to the 

equal protection of the laws, have been greatly hindered in the 

approval and implementation of the Pilot Program, as its rights 

have not been considered, has not been provided any notice of 

the process, has not been granted an opportunity to be heard 

and, more importantly, in the implementation of the publicprivate partnership at the Airport, under the authority and 

guidance of the FAA, the PRPA intends to hinder CAF's property 

and contractual rights without cause and compensation. 

5 
We request your prompt response to this matter in order not 

to compound the damages and constitutional violations suffered 

by CAF. 

c: Mr. Bernardo Vazquez 

PRPA Acting Executive Director 

Enclosure 

6 
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4¥11 !FHg;gl 

CARIBBEAN AIRPORT FACILITIES, INC. 

May 16, 2011 

Honorable Ruben Hernandez Gregorat, President 

Honorable Jose Ramon Perez Riera 

Mr. Luis Rivera Marin 

Attorney Hector Ramos 

Board of Directors 

Puerto Rico Ports Authority 

#64 Calle Lindbergh 

SanJuan,PR 00917 

Esteemed members of the board : 

Caribbean Airport Facilities (CAF) has been in negotiations with various Executive Directors of the 

Puerto Rico Ports Authority (PRPA) since October 29, 2009 when at their request; we submitted an 

offer to sell all our leaseholds (CAF cargo and Airport Hotel) and remaining credits for $Q7,500,000.00. 

In January, 2012 we agreed to a final price of $50,000,000.00 for CAF's leaseholds, except Airport 

Hotel, which we hereby withdraw. 

Since January 2012 we have heard of several board meetings, have submitted documents to the 

Executive Director whenever he has requested any information and yet as of this date we understand 

there is no consensus. This Board of Directors is exposing the PRPA to serious legal consequences in 

allowing the P3 to continue and with their involvement in a tortious expropriation attempt. 

The continued delay in action by the PRPA and the progression of the possible unconstitutional 

privatization, leaves CAF with no alternative but to inform the PRPA that we have withdrawn our offer 

to transfer our leaseholds and rent credit balance and will take strong efforts to protect our rights and 

interests by all means possible. 

Due to the PRPA and P3 authority's December 2011 expropriation attempt, CAF has already filed in the 

United States District Court: 

1 

Airport Office: Suite #3, 150 Carr. Sector CentraL Carolina, P.R. 00979-1536 • (787) 791-4545 I Fax (787) 791-0470 

Corporate Office: Suite A, 14 O'Neill St., Hato Rey, P.R. 00918 
1 

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l~t3=©§=§§PR§I§§II§gL _ _:_ 

CARIBBEAN AIRPORT FACILITIES, INC. 

CIVIl CASE #12-1032 (CC) 

On January 27, 2012, CAF filed Civil Case #12-1032 (CC} in the United States District Court for Puerto 

Rico, for Injunctive Relief from Unconstitutional Actions and Declaratory Judgment. The PRPA and P3 

filed a very weak Motion to Dismiss which was denied by the court on May 15, 2012 when the Case 

Management Order was issued by Judge Carmen Consuela. 

On April 27, CAF filed its Opposition to the Motion to Dismiss citing the violations of our constitutional 

rights as provide by the Fifth and Fourteenth Amendments of the United States Constitution. 

Additionally we are fully prepared to question the entire approval to privatize the airport. Our position 

remains that the rent credits with interest as stipulated in Federal Case #90-2271(HL) and further 

ratified with five (5) separate Leases and Amendments through 2004, are a valuable asset of CAF and 

must be protected at all costs. {CAF Objection Apri/27, 2012 Exhibit 8 ) 

Trial has been set for this case on August 7, 2013 with milestones of June 19, 2012 for mandatory 

disclosure and December 5, 2012 for discovery deadlines. 

We believe the PRPA has a fiduciary obligation to inform the Federal Aviation Administration and any 

potential bidd~rs in the P3 process of the pending litigation and the PRPA obligations to CAF for the 

rent credits due to CAF. CAF intends to make the PRPA and any P3 successful bidder ·liable for any 

losses attributable to the failure to recognize CAF's contractual rights and interests. 

If necessary we will use this ongoing case to include the FAA for their failure to protect CAF in allowing 

the P3 to proceed. CAF is entitled to "equal protection under the law", as the largest cargo warehouse 

provider at the LMM International Airport, while allowing airlines to participate. The FAA and the 

PRPA failed to allow other entities (such as CAF) that have a much greater interest and exposure, any 

input .into the program, a further violation of our rights. 

If, in fact, the PRPA attempts to continue the P3 program, without a CAF solution, we will object and 

demand that all the rights granted in our contract, including our right to provide ground handling and 

terminal services, fueling, aircraft maintenance as well as our rent credits, are protected. We will also 

demand acknowledgement and consent from the airport operator that no rent will be paid by CAF until 

the complete exhaustion or expiration of our rent credits. 

2 

Airport Office: Suite #), !50 Carr. Sector f:entrat Carolina. P.R. 1}0979-1536 • {787) 791-4545/ F;1x (n7) 791-6470 · 

Corporate Office: Suite A, 14 O'Neill St., Hato Rey, P.R. 00918 
CIVIl CASE K EP 2001-0453 (1003) 

On December 28, 2011 the PRPA in conjunction with the Department of Justice made an ill-fated 

attempt to expropriate CAF leaseholds in Civil Case #K EP 2001-0453 {1003). 

On February 10, 2012 in a First Resolution and Order the Judge ordered the PRPA to resubmit the case 

after failing to complete a number of requirements typical of expropriation cases. The Court, in no 

uncertain terms, ruled that the government's taking power could not be used to set aside contractual 

obligations and that conditioning the expropriation and compensation to extraneous matters stated in 

the petition does not find support in the law. 

On April 3, 2012 by Resolution, the Judge ordered the PRPA to serve CAF and all other defendants with 

the petition as well as other instructions, disregarding the Justice Department's Motion to Voluntarily 

Dismiss the case of March 21, 2012. 

As of this date, CAF has not been served, depriving CAF of its due process rights and ability to respond, 

the PRPA is dangerously flirting with contempt of court. 

CAF intends to defend its rights vigorously, including the demand that the PRPA moneys deposited in 

the expropriation court be transferred to partially satisfy the rent credits due to CAF. We strongly 

believe the court will agree that the PRPA has a liability to CAF, as stated even in your own audited 

financial statements, and will agree that the funds should remain under the protection of the court 

until the rent credits due to CAF are satisfied. 

CAF RENT CREDITS FOR lAND IMPROVEMENTS 

These negotiations and prior legal proceedings have resulted in a comprehensive rent credit review by 

both CAF and the PRPA, as well as appraisal's completed by both CAF and the GDB, which are in PRPA's 

possession and will be briefly reviewed herein. 

These credits are a result of CAF's private multi-million dollar investments in developing raw, unused 

land into world class cargo facilities, where there were none; in exchange for rent credits 

proportionate only to a portion of the investment made. There is a cap at CAF 1 of $10.1 million and at 

CAF 2 of $25 million. The investments have been verified with copies of all invoices and support given 

to the PRPA. 

3 

Airport Office: Suite #3, 150 Carr. Sector Central. Carolina, P.R. 00979-1536 • (787) 791-4'545 I Fax (7~7) 791-64 70 

Corporate Office: Suite A, 14 O'Neill St., Hato Rey, P.R. 00918 
The annual interest accrual is a basic principal of contract law and was also included in the 2004 

contract amendment: 

Page 36 Article XXVII CREDIT FOR LAND IMPROVEMENTS 

"As established in the original contracts, as a Land Improvement Credit, said amount shall bear interest at a rate 

of nine point five (9.5%) per annum and a rent credit for said yearly interest shall be given by the Authority for 

the Lessee during the term of this contract. A credit equivalent to the monthly rental and/or fees and charges 

(whichever is greater) ... is hereby granted". 

As required in a previous litigation, in June of 2011 the PRPA commissioned a credit review by CPA 

Vigilia Vega. The PRPA credit review had one fatal flaw. The reviewer failed to acknowledge that the 

credits bear interest at 9.5% per annum. The reviewer did not submit his justification for this violation 

of basic accounting and legal principles and his report is under objection in the current legal case 

between CAF and PRPA, where the PRPA has attempted to use a new argument that the credits are 

contrary to the "public good". However, that is not legal justification to violate our contract rights. It is 

important to note that though the PRPA recently brought the validity of the 2004 contract amendment 

as a defense in our lawsuit against them, at the present time that contract is considered valid and both 

the PRPA and CAF have been acting under the terms set forth therein. 

It is important to recognize that 9.5% interest rates were the going market rates at the time CAF 

improvements were made. In fact the construction funds were borrowed with an AFICA loan at the 

GOB with a 7.5% interest plus 2% letter of credit fees, per annum. Once the proper interest values are 

applied the PRPA and CAF credit calculations are virtually the same. CAF has a rent credit balance of 

$50,989,475.24 as of November 30, 2011 and that value increases monthly. (Exhibit C) Even with the 

skewed computations of the PRPA review with a one-time interest accrual, CAF has a credit balance 

due of over $19,916,571.00. 

It is our understanding that an internal review by the accounting department of the PRPA has verified 

that with the 9.5% interest calculation properly reflected, the credit balance due to CAF is in excess of 

$41,000,000.00. 

The PRPA must guarantee the method of repayment to CAF on this amount prior to any termination of 

our lease agreements. 

4 

Airoort Office: Suite #3, I '50 Carr. Sector Centml. Carolina, P.R. 00979-1 '536 • (787) 791-454'5 I F:.x (7R7) 791-6470 

- Corporate Office: Suite A, 14 O'Neill St., Hato Rey, P.R. 00918 
APPRAISALS 

Under the sponsorship of the GDB, the PRPA commissioned an appraisal by Rafael Bonin of McCioseky, 

. Bullet et al. The first version of the appraisal included a "extraordinary assumption and key valuation 

issues" which means that if found to be false, could alter the appraiser's opinion ... These assumptions 

and issue are the rent credits as explained by the PRPA to the appraiser. Under direction of the PRPA, 

the appraisal completely ignores the existence of the credits and did not consider this $50,000,000.00+ 

asset as a component of the subject property in any way. By completely ignoring the rent credits -

which as we detailed above, provide that CAF leaseholds have a rent credit equal to the monthly rental 

- the appraisal shows a diminished value as then rent would be due. Instructing the appraiser to 

completely ignore credits that have been established by the court and that are reflected in the audited 

Financial Statements of the PRPA is an act of tortious interference and showed the PRPA bad 

intentions from the start. The PRPA instruction was a complete contradiction of our lease agreements 

and court stipulations and therefore, is fatally flawed. 

After a meeting in November of 2011 with CAF, the appraiser and the P3 Director, we confirmed that 

due to the material error of ignoring credits, the values of our leaseholds were seriously undervalued. 

It is our understanding that the GDB has since commissioned an update to that appraisal and when the 

credits are properly reflected, state a value for CAF leaseholds at $49,500,000.00 plus the remaining 

credit balance. 

CAF has already submitted our most recent appraisals from 2008 and 2007 to the PRPA showing values 

for CAF 1 of $13,020,000.00, CAF 2 of $41,490,000.00 and CAF 3 of $16,350,000.00 which is a total of 

$70,860,000.00 

VALUES 

CAF leaseholds are a valuable asset that would substantially increase the inventory value for the PR 3 

initiative, maximizing the funds the PRPA receives. We believe that our offer to sell our leaseholds, 

valued at over $70,000,000.00 which include 80% of the cargo facilities, the only vacant land to be 

developed at the airport, as well as the opportunity for the PRPA to extinguish over $50,000,000.00 in 

liabilities they have to CAF for the discussed price of $50,000,000.00 was an extremely fair and 

equitable offer under any of the scenarios listed below. 

5 

A.irport Office: Suite #3, 1'50 Carr. Sector Central, Carolina, P.R. 00979-·1536 • (787) 791-fS45 I Fax (787) 791-6470 

Corporate Office: Suite A, 14 O'Neill St., Hato Rey, P.R. 00918 
____ .--:;::--:~ 

. ..--__.-;.--- -.....-~ 

!1 

,---,~>lc II II lt ±l[ ~ iie:! -------1 

IS#il :1 

CARIBBEAN AIRPORT FACILITIES, INC. 

APPRAISALS 

CREDITS 

PRPA % per annum 

$49,500,000.00 

$41,000,000.00 

$90,500,000.00 

PRPA% onetime 

$49,500,000.00 

$19,916,527.00 

$69,416,527.00 

CAF Reports 

$70,860,000.00 

$50,989,475.24 

$121,849,475.24 

If settlement cannot be reached it will be up to the Expropriation court to decide appropriate 

compensation based on the actual values. We cannot continue to allow the PRPA to delay, ignore and 

violate our rights and will be proceeding with the remedies allowed in court. 

President 

xc: Marcos Rodriquez Emma, Chief of Staff 

Bernardo Vazquez, Executive Director, PRPA 

David Vazquez, Director Public Private Partnership Alliance 

Alfredo Fernandez, Esq 

6 

\irport Office: Suite #3, 150 Carr. Sector Central, Carolina, P.R. 00979-1536 ~ (787) 791--l545 I Fax (787) 791-6470 

Corporate Office: Suite A, 14 O'Neill St., Hato Rey, P.R. 00918 
Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 1 of 37 

IN THE UNITED STATES DISTRICT COURT 

FOR THE DISTRICT OF PUERTO RICO 

CARIBBEAN 

INC. 

AIRPORT FACILITIES, CIVIL NO. 12-1032 (CCC) 

Plaintiff 

v. 

BERNARDO VAZQUEZ, EXECUTIVE 

DIRECTOR OF THE PUERTO RICO 

PORTS AUTHORITY; DAVID ALVAREZ, 

EXECUTIVE DIRECTOR OF THE PUERTO 

RICO PUBL:IC•PRIVATE ·PARTNERSHIPS 

AUTHORITY 

Defendants 

RE: INJUNCTIVE RELIEF TO 

ENJOIN STATE OFFICER FROM 

COMMITTING UNCONSTITUTIONAL 

ACTIONS; DECLARATORY JUDGMENT 

OPPOSITION TO MOTION TO DISMISS 

TO THE HONORABLE COURT: 

COMES NOW Plaintiff, Caribbean Airport Facilities, Inc. 

(hereinafter collectively referred to as "CAF") , through the 

undersigned counsels, and respectfully states, alleges, and 

prays as follows: 

I. Introduction 

On January 18, 2012, CAF filed the captioned complaint for 

a civil rights action for declaratory and injunctive relief. 

The action was filed against Mr. Bernardo Vazquez ( "Vazquezi') , 

the Executive Director of the Puerto Rico Ports Authority 

( "PRPA") and Mr. David Alvarez ("Alvarez") , Executive Director 

of the Puerto Rico Public-Private Partnerships Authority 
.... 

Case 3:12-cv-01 032-CCC Document 13-1 Filed 04/27/12 Page 2 of 37 

( "PRPPA" (Dkt. 1). On April 9, 2012, the Court granted 

defendants until April 13, 2012 to answer the complaint. (Dkt. 

10). On April 13, 201'2, Alvarez filed a Motion to Dismiss. (Dkt. 

11). On April 16, 2012, Vazquez filed a motion joining Alvarez's 

Motion to Dismiss. Nevertheless, Vazquez's motion is untimely 

and must not be considered by the Court since the deadline to 

file such type of pleading was April 13th. Therefore, default 

should be entered as to Vazquez as he did not file a responsive 

pleading on time and failed to request leave from the Court to 

extend the time to do so. 

II. Discussion 

(a) Standard of motion under Fed.R. Civ. P.12 (b) (1) 

and (6) 

Under Fed. R.Civ.P. Rule 12(b) (1), a defendant may move to 

dismiss an action for lack of subject matter jurisdiction. As 

courts of limited jurisdiction, federal courts must narrowly 

construe jurisdictional grants. See e.g., Alicea-Rivera v. 

SIMED, 12 F.Supp.2d 243, 245 (D.P.R.l998). Consequently, the 

party asserting jurisdiction has the burden of demonstrating the 

existence of federal jurisdiction. See Murphy v. United States, 

45 F.3d 520, 522 (1st Cir.l995); Droz-Serrano v. Caribbean 

Records Inc., 270 F.Supp.2d 217 (D.P.R.2003). When deciding 

whether to dismiss a complaint for lack of subject matter 

jurisdiction, the Court "may consider whatever evidence has been 

2 
,. 

Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 3 of 37 

submitted, such as ... depositions and exhibits." See Aversa v. 

United States, 99 F.3d 1200, 1210 (1st Cir.1996). 

Motions brought under Rule 12(b) (1) are subject to the same 

standard of review as Rule 12 (b) (6) motions. Negron-Gaztamhide 

v. Hernandez-Torres, 35 F.3d 25, 27 (1st Cir.1994); Torres 

Maysonet v. Drillex, S.E., 229 F.Supp.2d 105, 107 (D.P.R.2002). 

A motion to dismiss for failure to state a claim under Rule 

12(b) (6) is the descendant of the common law demurrer. It tests 

the legal sufficiency of the party's.claim for relief. This rule 

allows trial courts to dismiss lawsuits nthat are fatally flawed 

in their legal premises and destined to fail, and thus to spare 

litigants the burdens of unnecessary pretrial and trial 

activity". Advanced Cardiovascular Systems, Inc. v. Scimed Life 

Systems, Inc., 988 F. 2d 1157, 1160 (Fed. Cir. 1993). Rule 

12(b) (6) motions test the sufficiency of the pleadings and, 

consequently, compel an examination of whether the pleaders did 

what they were obligated to do under the federal pleadings rules 

(i.e. Rule 8 and 9). See, U.S. ex rel. Lemmon v. Envirocare of 

Utah, Inc., 614 F. 3d 1163, 1171 (lOth Cir. 2010); Hefferman v. 

Bass, 467 F. 3d 596, 599-600 (7th Cir. 2006). When a Court is 

ruling on a motion to dismiss under Fed.R.Civ.P. 12 (b) (6), it 

must draw all well-pleaded facts from its complaint. FelicianoHernandez v. Pereira-Castilla, 663 F. 3d 527, 529 (1st Cir. 

2011), supplementing them with references to documents annexed 

3 
Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 4 of 37 

to the complaint or fairly incorporated into it. Redford v. U.S. 

Airways, 589 F. 3d 30, 34 (1st Cir. 2009). 

Under Rule 12(b) (6), a claim may be dismissed either 

because it asserts a legal theory that is not cognizable as a 

matter of law or because the factual tale alleged is 

implausible. See, Bell Atlantic Corp. v. Twombly, 550 U.S. 544, 

555 & 570, 127 S. Ct. 1955, 1965 and 1974, 167 L. Ed. 2d 929 

(2007). When a defendant challenges a claim under this rule, the 

court must construe the pleading liberally in the pleader's 

favor and "indulge all reasonable inferences" in plaintiff's 

favor. See, Bell Atlantic Corp. v. Twombly, supra; Clark v. 

Boscher, 514 F. 3d 107, 112 (1st Cir. 2008); Kaltenbach v. 

Richards, 464 F. 3d 524, 526-527 (5th Cir. 2006). The Court must 

presume that the well-pleaded allegations are true, and resolve 

all reasonable inferences and doubts in the light most favorable 

to the plaintiff and view the pleading in the light most 

favorable to the plaintiff. See, Fitzgerald v. Barnstable Sch. 

Comm., 129 S. Ct. 788, 792, 172 L. Ed. 2d 582 (2009); Tellabs, 

Inc. v. Makor Issues & Rights, Ltd., 551 U.S. 308, 322, 127 S. 

Ct. 2499, 2509, 168 L. Ed. 2d 179 (2007). No claim will be 

dismissed simply because the trial court disbelieves the 

allegations or feels that recovery is remote or unlikely. See, 

Bell Atlantic Corp. v. Twombly, supra, at pages 555-556. The 

4 
Case 3: 12-cv-0 1 032-CCC Document 13-1 Filed 04/27/12 Page 5 of 37 

First Circuit has held that "dismissal for failure to state a 

claim is appropriate if the complaint fails to set forth factual 

allegations, either direct or inferential, respecting each 

material element necessary to sustain recovery under some 

actionable legal theory." Gagliardi v. Sullivan, 513 F. 3d 301 

(1st Cir. 2008). 

To satisfy Rules 8 and 9 of the Federal Rules of Civil 

Procedure, a pleading must contain "enough" to give defendants 

fair notice of both the complaint's claims and the grounds for 

those claims. See, Tellabs, Inc. v. Makar Issues & Rights, Ltd., 

supra at page 319. No "detail factual allegations" nor 

evidentiary-level factual showings are required. See, Ashcroft 

v. Iqbal, 129 s. Ct. 1937, 1949 (2009); Fowler v. UPMC 

Shadyside, 578 F. 3d 203, 213 (3rd Cir. 2009) . Rather, a 

plaintiff must show that its allegations "possess enough heft" 

to establish an entitlement for relief. Bell Atlantic Corp. v. 

Twombly, supra, at page 555. A plaintiff must allege enough 

facts to raise its claims beyond the level of speculation, and 

must "nudge their claims across the line from conceivable to 

plausible". Bell Atlantic Corp. v. Twombly, supra, at page 570. 

To cross into "the realm of plausible liability, the allegations 

must be factual (not conclusory) and suggestive (not . neutral) . 

Id. at page 557 n.5. 

5 
Case 3: 12-cv-01 032-CCC Document 13-1 Filed 04/27/12 Page 6 of 37 

Thus, courts will test for compliance with the requirements 

of Rule 12 (b) (6) by performing a two-step inquiry- first, legal 

conclusions will be isolated, so as to uncover the pleading's 

purely factual allegations, and second, those factual 

allegations will be presumed true and then examined for 

plausibility. See, Ashcroft v. Iqbal, supra at pages 1949-1950. 

The requisite "plausibility" is not measured by a likelihood of 

success. See, Aktieselskabet AF 21 November 2011 v. Fame Jeans 

Inc., 525 F. 3d 8, 17 (D.C. Cir. 2008); Phillips v. County of 

Allegheny, 515 F. 3d 224, 234 (3rd Cir 2008). The burden of proof 

lies with the moving party when a Rule 12(b) (6) motion is filed. 

See, Total Benefits Planning Agency, Inc. v. Anthem Blue Cross & 

Blue Shield, 552 F. 3d 430, 434 (6th Cir. 2008). 

Finally, where circumstances persuade the court that claims 

should not be dismissed until further factual developments 1s 

accomplished, the court may deny the Rule 12 (b) (6) motion and 

revisit the merits of the claims on a Rule 12 (c) motion for 

judgment on the pleadings or a Rule 56 motion for summary 

judgment. See, Keys Jet Ski, Inc. v. Kays, 893 F. 2d 1225, 1230 

(11th Cir. 1990). It has been favored by this court, as an 

alternative to early dismissal, to allow plaintiff to cure any 

deficiencies and conform its complaint to ' more demanding 

pleadings standards. Roman-Samot v. Pontificial Catholic 

6 
Case 3: 12-cv-0 1 032-CCC Document 13-1 Filed 04/27/12 Page 7 of 37 

University of Puerto Rico, 2011 WL 5025978 at *5 (D.P.R. Oct. 

21, 2011); Perea v. Pereira, 2010 WL 891630 (D.P.R. Jan. 29, 

2010). When a plai;ntiff seeks leave to amend the complaint, 

before formal entry of judgment, the district court should 

evaluate the motion under the liberal standard of Rule 15 (a) . 

Torres-Alamo v. Puerto Rico, 502 F. 3d 20, 25-26 (1st Cir. 

2007) (citing Palmer v. Champion Mortgage, 465 F. 3d 24, 30 (1st 

Cir. 2006)). Under this standard, "[a]mendments may be permitted 

pre-judgment, even after dismissal for failure to state a claim, 

and leave to amend is 'freely given when justice so requires.'" 

Id. (quoting Rule 15(a)). The limited reasons for denying a prejudgment motion to amend include "undue delay, bad faith, 

futility and the absence of due diligence on the movant's part." 

Id. (citing Palmer, 465 F. 3d at 30 supra) 

Thus, under the aforementioned standard, even if the Court 

deems insufficient the complaint filed in this case, as Alvarez 

contends, dismissal should not follow and leave to amend should 

be freely given. 

(b) CAF' s claims fall within this Court's 

jurisdiction 

It is hornbook law that the statute codified at 28 U.S.C. § 

1331 confers the district courts original jurisdiction of all 

civil actions arising under the Constitution, laws, or treaties 

of the United States. The citizenship of the parties is 

7 
Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 8 of 37 

irrelevant to federal question. Wright & Miller: Federal Prac. & 

Proc. s 3561, Federal Question Jurisdiction (2011). 

Section 1343 also grants original jurisdiction to the 

district courts on any action authorized by law to be commenced 

by any person to redress the deprivation, under color of any 

State law, statute, 'ordinance, regulation, custom or usage, of 

any right, privilege or immunity secured by the Constitution of 

the United States or by any Act of Congress providing for equal 

rights of citizens or of all persons within the jurisdiction of 

the United States. See 28 U.S.C.A. § 1343. See also Grable & 

Sons Metal Prods., Inc. v. Darue Eng'g & Mfg, 545 U.S. 308, 314, 

125 S.Ct. 2363, 162 L.Ed.2d 257 (2005); accord. Smith v. Kansas 

City Title & Trust Co., 255 U.S. 180, 201-02, 41 S.Ct. 243, 65 

L.Ed. 577 (1921); R.I. Fishermen's Alliance, Inc. v. R.I. Dept. 

of Envtt. Mgmt., 585 F.3d 42, 48 (1st Cir. 2009); Municipality 

of San Juan v. COFECC, 415 F.3d 145 (1st Cir. 2005). 

As detailed in the aforementioned rulings by the United 

States Supreme Court, the United States Court of Appeals for the 

First Circuit and recent decisions by this Honorable Court, 

subject matter jurisdiction is proper upon the existence of 

claims related to federal regulatory requirements, and, as such, 

upholding "federal question jurisdiction where a state-law claim 

necessarily implicates a federal issue, actually disputed and 

8 
Case 3:12-cv-01 032-CCC Document 13-1 Filed 04/27/12 Page 9 of 37 

substantial, which a federal forum may entertain without 

disturbing any congressionally approved balance of federal and 

state judicial responsibilities." In this case, the legal basis 

for the PRPA's decision to incur in the constitutional violation 

alleged in the Complaint is the PPP program. In turn, the PPP 

program comes to life as a consequence of the federal regulatory 

scheme that is defined in the Complaint ·as the "Pilot Program". 

Recently, the United States Congress authorized the development 

of several airport projects as part of Public-Private 

Partnerships (PPP) , all of which needed to be approved by . the 

FAA, under what is known as the "Pilot Program" . The Pilot 

Program was authorized by Section 149 of the Federal Aviation 

Administration Authorization Act of 1996, as amended by Section 

155 of the Vision 100 Century of Aviation Reauthorization Act of 

2003, 49 u.s.c. § 47134. The Pilot Program is a program 

regulated by the FAA and developed with federal aid and, as 

such, is the controversies arising in this case involve 

federally protected interests. Under the Pilot Program the FAA 

may approve the concession of up to five "public use" airports 

in the United States. Only three (3) of these airports may be 

"medium hub airports" (defined as an airport having between 

0.25% and 1% of U.S. revenue passenger hoardings annually, 

whether or not in scheduled service), such as the Luis Mufioz 

Marin International Airport. The PRPA filed a preliminary 

9 
Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 10 of 37 

application under the Pilot Program and this application was 

accepted for review by the FAA on December 22, 2009. Based on 

this acceptance the government of Puerto Rico implemented the 

PPP program directed by Alvarez and agreed to transfer the Luis 

Munoz Marin Airport to a public-private partnership. To 

implement this decision, the PRPA must first take CAF's property 

and rights. Since the PRPA and the PPP have decided that the 

government will not compensate CAF for its contract rights and 

protected property (the rent Credits) I then the COnstitutional 

violation ensues. Thus, subject- matter jurisdiction is proper 

upon the existence of claims related to federal regulatory 

requirements I such as the ones set forth in the Pilot Program, 

and that the funds at issue are federal grant monies, as is the 

case at bar 1 it has been upheld that federal question 

jurisdiction is actually in dispute and substantial. See, Grabel 

& Sons Metal Prods, Inc. v. Darue Eng'g & Mfg. 1 supra/ at page 

314; accord. Smith v. Kansas City Title & Trust Co., supra, at 

page 201-202; R.I. Fishermen's Alliance, Inc. v. R.I. Dept. of 

Envtt. Mgmt., supra, at page 48; Municipality of San Juan v. 

COFECC, supra. 

(c) CAF' s allegations state a claim for which relief 

can be granted against the Defendants 

In a myopic and simplistic manner, Alvarez argues in its 

Motion to Dismiss that CAF' s claim is strictly confined to a 

10 
Case 3: 12-cv-01 032-CCC Document 13-1 Filed 04/27/12 Page 11 of 37 

breach of contract claim that should not be entertained by the 

Court because no diversity of jurisdiction exists. Not one 

single allegation in the Complaint filed in this case refers to 

a breach of contract claim and the Complaint does not seek any 

of the remedies available under state law for a breach of 

contract claim. To the contrary, CAF alleges that both 

defendants, as public officials, notified CAF of the 

government's decision to exercise its Constitutional power to 

-take- -private property- in an effort to set aside its contractual 

obligations with CAF. 

Simply stated, the government of Puerto Rico, exercising an 

action tantamount to those seen in dictatorial regimes, has 

decided to set aside its contractual obligations with CAF 

through the use of its constitutional eminent domain power to 

take private property. Thus, CAF is not seeking redress for a 

breach of contract claim in this action. That much is clear. To 

the contrary, CAF seeks redress and prevent the named government 

officials from setting aside the Ports Authority's obligation to 

grant credits to CAF using its constitutional taking power. 

Precisely because there is a contract between the Ports 

Authority and CAF, it follows that the Ports Authority cannot 

ignore its contractual obligations using its eminent domain 

power. The facts pleaded in the Complaint are very clear and 

sufficient to establish CAF's claims. 

11 
Case 3: 12-cv-0 1 032-CCC Document 13-1 Filed 04/27/12 Page 12 of 37 

A recount of CAP's allegations 

In its Complaint., CAF provided a recount of the federal 

program used to develop the Luis Munoz Marin International 

Airport and transfer its operation to a public-private 

partnership. CAF alleged that "recently the United States 

Congress authorized the development of several airport projects 

as part of Public-Private Partnerships (PPP), all of which 

needed to be approved by the FAA, under what is known as the 

'Pilot Program'". CAF also alleged that "[t] he Pilot Program is 

a program regulated by the FAA and developed with federal aid 

and, as such, is the controversies arising in this case involve 

federally protected interests." The Complaint also states that 

"[t] he PRPA filed a preliminary application under the Pilot 

Program and .this application was accepted for review by the FAA 

on December 22, 2009" and that "the PRPA is structuring a PPP 

Contract and a Use Agreement with the airlines to ensure, among 

other conditions, that: (i) the airport will continue to be 

available for public use without unjust discrimination; (ii) the 

contractor will maintain, improve and modernize the Airport 

facilities through capital investments; (iii) airport fees 

imposed on air carriers will not increase faster than inflation 

unless a higher amount is approved by at least 65% of the air 

carriers using the Airport and the air carriers having at least 

65% of the landed weight of aircraft at the Airport." CAF 

12 
Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 13 of 37 

further alleged that "[i] n June 2010, the PRPA published a 

request for qualifications ( "RFQ") and is in the process of 

selecting a qualified entity to whom it would lease the Airport 

and that "[s] ince October 29, 2009 and to further its interest 

in transferring the Airport operation to a third party under the 

Pilot Program, the PRPA has engaged in attempts to acquire CAF 

leasehold rights and interests in the Airport, which are 

reasonably estimated in the sum of $97,500,000.00; and the 

part1es have been in regular and constant negotiations and 

communications in this regard." 

The underlying facts alleged by CAF were particularly 

presented in the Complaint. CAF alleged that " [o] n October 24, 

1988, the PRPA and CAF entered into a Ground Lease Agreement 

(Agreement No. AP-88-89-(4)/070) whereby CAF leased certain 

undeveloped land in the Airport and agreed to make multi-million 

dollar investments to develop and construct various cargo and 

passenger services facilities in the leased premises." CAF 

alleged that "[i] n return, the PRPA agreed to give CAF a credit 

based in an estimated initial investment made by CAF of $5.6 

million bearing interest at 9. 5%" and "[a] fterwards, CAF made 

considerable additional monetary investments for development and 

construction costs and mitigation expenses, and built various 

buildings, ramps and facilities used for cargo services and 

transportation within the Airport." 

13 
Case 3: 12-cv-01 032-CCC Document 13-1 Filed 04/27/12 Page 14 of 37 

CAF further expressed in its Complaint that "[a]ccording to 

the October 24, 1988 Lease Agreement the PRPA agreed to give 

CAF, for a period of ten (10) years and to reimburse for its 

investments, a credit, equal to certain defined rental fees and 

charges imposed to airlines that CAF was authorized to collect 

on behalf of the PRPA, to be used against the lease payments 

payable under the Lease Agreement. This lease Agreement was 

later incorporated into a public deed on February 10, 1989." 

As alleged in the Compla.int ~ "the PRPA agreed to reimburse 

CAF for additional multi-million dollar investments made and 

reached a Settlement Stipulation with CAF [which was 

incorporated into a Judgment] in the case of Caribbean Airport 

Facilities, Inc. v. Puerto Rico Ports Authority, Civil No. 90-

2271 (HL) where CAF was authorized by the PRPA to make 

additional investments, construct additional facilities, 

including but not limited to a Taxi-Way, a ramp extension 

adjacent to a the existing ramp of CAF, a gas service station, 

among others." 

According to CAFs allegations, "the PRPA agreed to 

reimburse CAF for all the costs incurred and the investments 

made by giving CAF a rent credit, through the life of the ground 

Lease Agreement and any extensions thereof, and the right to 

collect fees and chargesi excluding landing fees, collected by 

CAF from all activities on the leased premises (collectively 

14 
Case 3: 12-cv-01 032-CCC Document 13-1 Filed 04/27/12 Page 15 of 37 

referred to as "the PRPA fees") . " The PRPA fees were 

incorporated into all of the contract amendments dated "January 

4, 1994, July 28, 1994, October 28, 1997, and May 13, 2004". 

According to CAF' s allegations "[t] he reasonable value of these 

credit reimbursements due to CAF are currently calculated in the 

sum of $50,989,575.24"and "[t]he property developed by CAF has 

been used, and is currently used, to provide service to the 

Airport's cargo transportation and passenger services." 

The particular conduct by the government agency directed by 

Vazquez that has affected CAF' s constitutional rights was also 

particularly alleged. CAF stated in its Complaint that "since 

early 2009 the PRPA has refused to give any value to the credit 

for construction and mitigations costs incurred by CAF, as it 

had agreed to provide to CAF and the PRPA has repeatedly stated 

that it does not have any obligation to grant these credits to 

CAF" and that "despite CAF' s best efforts to convince the PRPA 

to act otherwise, the PRPA and its Executive Director insist in 

ignoring the terms of the Settlement Agreement, incorporated 

into this Court's Judgment, and has refused to accept the value 

of the credits." 

Moreover, CAF alleged that "on January 2012, the Executive 

Director of the PRPA, in conjunction with Mr. David Alvarez, 

Executive Director of the PPP initiative, informed CAF of the 

15 
Case 3: 12-cv-0 1 032-CCC Document 13-1 Filed 04/27/12 Page 16 of 37 

government's intention of taking its leasehold interests without 

compensating CAF for the value of the credits. 11 

According to CAF, "Mr. Vazquez and Mr. Alvarez are 

furthering a constitutional violation as they are furthering the 

PRPA's purpose of taking CAF's private property without paying a 

fair compensation in violation of the Takings Clause of the 

Fifth Amendment of the United States' Constitution, as extended 

to the States by the Fourteenth Amendment of the United States 

Constitution, and which limits the power of eminent domain by 

requiring that 'just compensation' be paid if private property 

is taken for a public use." 

CAF contended in its Complaint that the "PRPA' s intent on 

condemning CAF's leasehold interests and rights under the Lease 

Agreement without paying a just compensation constitutes an 

imminent constitutional violation that CAF seeks to prevent." 

For purposes of the declaratory judgment relief, CAF stated 

that "[i] n the case at bar an actual, a substantial controversy 

arose because of the failure of the PRPA to meet with its 

obligation to compensate CAF for the credits provided in the 

Lease Agreement and in the federal Court judgment. Specifically 

the PRPA's failure to give any value to the $50,900,000.00 rent 

credits established in the Lease Agreement, as amended, creates 

an adverse 

reality." 

legal interest with sufficient immediacy and 

16 
Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 17 of 37 

Thus, contrary to Alvarez abrasive and offensive language 

describing CAF's allegations, they present a clear and detailed 

factual backdrop to the causes of action included in the 

Complaint. There is no allegation seeking redress for a breach 

of contract, as Alvarez contends, and all CAF seeks is the entry 

of an injunction to prevent a constitutional violation. 

(d) Injunctive relief is proper 

constitutional violation 

to prevent a 

The First Circuit has held that "[w]hile certain 

constitutional violations are more likely to bring about 

irreparable harm, we have generally reserved this status for 

'infringements of free speech, association, privacy or other 

rights as to which temporary deprivation is viewed of such 

qualitative importance as to be irremediable by any subsequent 

relief.' Pub. Serv. Co. of New Hampshire v. West Newbury, 835 

F. 2d 3 8 0 I 3 82 (1st Cir.1987). So, it cannot be said that 

violations of plaintiffs' rights to due process and equal 

protection automatically result in irreparable harm." 

Also, while it has generally been held that "traditional 

economic damages can be remedied by compensatory awards, and 

thus do not rise to the level of being irreparable" Puerto Rico 

Hosp. Supply, Inc. v. Boston Scientific Corp., 426 F.3d 503, 507 

(1st Cir.2005), "it has also been recognized that some economic 

losses can be deemed irreparable." For instance, "an exception 

17 
• 

.. 

Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 18 of 37 

exists where the potential economic ·loss is so great as to 

threaten the existence of the movant • s business." Performance 

Unlimited, Inc. v. Questar Publishers, Inc., 52 F.3d 1373, 1382 

(6th Cir.1995) (citing Doran v. Salem Inn, Inc., 422 U.S. 922, 

932, 95 S.Ct. 2561, 45 L.Ed.2d 648 (1975) (finding no abuse of 

discretion in determination that "absent preliminary relief 

[movants] would suffer a substantial loss of business and 

perhaps even bankruptcy")); see also Nat'l Screen Serv. Corp. v. 

Poster Exchange, tnc., 305 F.2d 647 (5th Cir.1962) (affirming 

grant of preliminary injunction where denial of injunctive 

relief would result in the destruction of movant's business). 

In addition, the First Circuit has held that the 

irreparable harm requirement may be met upon a showing that 

"absent a restraining order, [a party] would lose incalculable 

revenues and sustain harm to its goodwill." Ross-Simons of 

Warwick, Inc. v. Baccarat, Inc., 102 F.3d 12, 19 (1st Cir.1996). 

In addition, in Automatic Radio Mfg. Co. v. Ford Motor Co., we 

suggested that the inability to supply a full line of products 

may irreparably harm a merchant by shifting purchasers to other 

suppliers. 390 F.2d 113, 116-17 (1st Cir.1968). (cited in 

Vagueria Tres Monjitas, Inc. v. Irizarry, 587 F.3d 464, 484-85 

(1st Cir. 2009)). 

18 
.. Case 3: 12-cv-01 032-CCC Document 13-1 Filed 04/27/12 Page 19 of 37 

(e) CAF's due process claims 

This court's jurisdiction to enter injunction relief and a 

declaratory judgment to remedy unconstitutional government acts 

cannot be seriously questioned. See, Vaqueria Tres Monjitas, 

Inc. v. Irizarry, supra. In this case, CAF alleges that the 

PRPA's and PPP decision not to compensate CAF for the PRPA rent 

credits agreed with CAF, constituted a confiscation of property 

in violation. of the Takings Clause. See, U.S. Canst. amend. V. 

("No person shall be. deprived of. . . property, without due 

process of law; nor shall private property be taken for public 

use, without, just compensation."). Pursuant to these claims, CAF 

sought a preliminary injunction to preclude the PRPA's Executive 

Director and the PPP Administrator from implementing the 

complained-of constitutional violation. Clearly stated, the 

alleged value of the credits is significant, and if the 

defendants are allowed to set aside the PRPA's contract 

obligations, and not pay CAF the value of the rent credits, then 

CAF could soon face insolvency. 

Moreover, Alvarez incorrectly contends that CAF is 

attempting to federalize a contract claim. It is pellucid from 

CAF's Complaint that CAF is attempting to prevent a 

constitutional violation. 

19 
Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 20 of 37 

The Due Process Clause of the Fourteenth Amendment 

prohibits a state from depriving any person of "life, liberty, 

or property, without due process of law. " U.S. Canst. amend. 

XIV, § 1. This prohibition guards against "the arbitrary 

exercise of the powers of government." Cnty. of Sacramento v. 

Lewis, 523 U.S. 833, 845, 118 S.Ct. 1708, 140 L.Ed.2d 1043 

(1998) (quoting Hurtado v. California, 110 U.S. 516, 527, 4 

S.Ct. 111, 28 L.Ed. 232 (1884)). It "applies fully to a state's 

political subdivisions, including municipalities and municipal 

agencies." DePoutot v. Raffaelly, 424 F.3d 112~ 117 (1st 

Cir.2005) (citing Home Tel. & Tel. Co. v. City of Los Angeles, 

227 U.S. 278, 286-87, 33 S.Ct. 312, 57 L.Ed. 510 (1913)); Harron 

v. Town of Franklin, 660 F.3d 531, 535 (1st Cir. 2011) 

A court's initial inquiry in a due process claim is to 

determine whether the plaintiff has been deprived of a protected 

property or liberty interest. Am. Mfr. Mut. Ins. Co. v. 

Sullivan, 526 U.S. 40, 59, 119 S.Ct. 977, 989, 143 L.Ed.2d 130 

(1999); Wehran-Puerto Rico, Inc. v. Municipality of Arecibo, 106 

F. Supp. 2d 276, 287 (D.P.R. 2000). Property interests entitled 

to constitutional protection are generally defined by extraconstitutional sources such as state law or legal contract. Bd. 

of Regents of State Colleges v. Roth, 408 U.S. 564, 577, 92 

S.Ct. 2701, 2709, 33 L.Ed.2d 548 (1972); Correa-Martinez v. 

Arrillaga-Belendez, 903 F.2d 49, 53 (1st Cir.1990). In Perry v. 

20 
Case 3: 12-cv-01 032-CCC Document 13-1 Filed 04/27/12 Page 21 of 37 

Sindermann, 408 U.S. 593, 92 S.Ct. 2694, 33 L.Ed.2d 570 (1972), 

a companion case to Roth, the Supreme Court held that the 

concept of property "denotes a broad range of interests that are 

secured by 'existing rules or understandings.'" 408 U.S. at 601, 

92 S.Ct. at 2699 (quoting Roth, 408 U.S. at 577, supra) Thus, a 

written contract with the government may create a property 

interest. Perry, 408 U.S. at 601, 92 S.Ct. at 2699. "an interest 

becomes a protected property interest when recognized by a state 

statute or legal contract, express or implied between the state 

agency and the individual." Board of Regents v. Roth, supra, at 

577, 92 S. Ct. at 2709. Private contracts are subject to due 

process, Brock v. Roadway Express, Inc., 481 U.S. 252, 261-262, 

107 S.Ct. 1740, 1747-48, 95 L.Ed.2d 239 (1987) 

CAF does not seek to change the well-settled principle that 

a simple breach of contract, per se, does not amount to an 

unconstitutional deprivation of property. See, e.g., Lee v. Life 

Ins. Co. of N. Am., 23 F.3d 14, 20 n. 11 (1st Cir.1994); Boston 

Envtl. Sanit. Inspectors Ass • n v. City of Boston, 794 F. 2d 12, 

13 Casey v. Depetrillo, 697 F.2d 

22, 

(1st Cir.1986) (per 

23 (1st Cir .1983) 

curiam); 

(per curiam) ; Jimenez v. Almodovar, 650 

F.2d 363, 370 (1st Cir.1981). Redondo-Barges v. U.S. Dept. of 

Hous. & Urban Dev., 421 F.3d 1, 10 (1st Cir. 2005). Nonetheless, 

it is beyond dispute that a contract with a state entity can 

give rise to a property right protected under the Fourteenth 

21 
Case 3:12-cv-01 032-CCC Document 13-1 Filed 04/27/12 Page 22 of 37 

Amendment. A valid contract may be sufficient to support a claim 

of entitlement. Perry, 408 u.s. at 601, 92 S. Ct. 2694 

(employment contract); Marrero-Garcia v. Irizarry, 33 F.3d 117, 

121 (1st Cir.1994); Ardito v. City of Providence, 263 F. Supp. 2d 

358, 369 (D.R.I. 2003); Unger v. National Residents Matching 

Program, 928 F.2d 1392 (3d Cir.1991). Contrary to Alvarez 

contention, the Supreme Court has never stated that every state 

contract gives rise to a protectible property interest. 

In Unger, the Court explained that relevant Supreme Court 

cases and cases from other courts of appeals instruct that two 

general types of contract rights are recognized as property 

protected under the Fourteenth Amendment: ( 1) where "the 

contract confers a protected status, such as those 

'characterized by a quality of either extreme dependence in the 

case of welfare benefits, or permanence in the case of tenure, 

or sometimes both, as frequently occurs in the case of social 

security benefits'"; or (2) where "the contract itself includes 

a provision that the state entity can terminate the contract 

only for cause." Id. 928 F.2d at 1399 (citing S & D Maintenance 

Co. v. Goldin, 844 F.2d 962, 966-67 (2d Cir.1988)). The contract 

between CAF and the Ports Authority does not allow the state 

entity to terminate it for reasons other than for cause. 

Therefore, this claim relates precisely to the type of contract 

that constitu~es a protected property interest. 

22 
Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 23 of 37 

Moreover, CAF's allegations arise from a procedural and 

substantive due process violation. Procedurally, it is wellsettled that before public and private contracts are affected 

the government must provide due process. Cleveland Board of 

Education v. Loudermill, 470 U.S. 532, 542, 105 S.Ct. 1487, 

1493, 84 L.Ed.2d 494 (1985). In Cotnoir v. University of Maine 

Systems, 35 F.3d 6, 10-11 (1st Cir.1994) the First Circuit set 

forth the due process criteria that the state must comply when 

there is na potential loss of a protected interestn. A 

predetermination hearing must be held where "Notice of the 

proposed action" and "opportunity to respond" is provided to the 

affected party. In this case, CAF has not been provided with any 

notice of proposed action nor has been cited to appear to a predetermination hearing. As CAF has alleged, the defendant 

government officers have simply . stated that they will exercise 

the government's eminent domain power to strip CAF from its 

contract rights with no compensation. Thus, a procedural due 

process violation has been properly alleged. 

On the other hand, where, as here, a plaintiff's 

substantive due process claims challenge the constitutionality 

of certain executive acts, "the plaintiff must show both that 

the acts were so egregious as to shock the conscience and that 

they depr'ived him of a protected interest in life, liberty, or 

23 
Case 3: 12-cv-0 1 032-CCC Document 13-1 Filed 04/27/12 Page 24 of 37 

property." Pagan v. Calderon, 448 F.3d 16, 32 (1st Cir.2006); 

see also Martinez v. Cui, 608 F.3d 54, 64 (1st Cir.2010) 

(" [P] laintiffs must show, not only that the official• s actions 

shock the conscience, but also that the official vi'olated a 

right otherwise protected by the substantive Due Process 

Clause.") . The First Circuit has not adopted a rigid two-step 

analysis in which one showing necessarily must precede the 

other, see Martinez, at 65 n. 9 supra, but it typically has 

looked first to whether the acts alleged were conscienceshocking. 

It has been held that "[t]here is no scientifically precise 

formula for determining whether executive action is-or is notsufficiently shocking to trigger the protections of the 

substantive due process branch of the Fourteenth Amendment." 

Pagan, 448 F.3d at 32. However, certain principles have emerged 

from the case law. Executive acts that shock the conscience must 

be "truly outrageous, uncivilized, and intolerable," Hasenfus v. 

LaJeunesse, 175 F.3d 68, 72 (1st Cir.1999), and "the requisite 

arbitrariness and caprice must be stunning, evidencing more than 

humdrum legal error," Amsden v. Moran, 904 F.2d 748, 754 n. 5 

(1st ~ir. 1990) Indeed, " [a] hallmark of successful challenges 

is an extreme lack of proportionality, as the test is primarily 

concerned with violations of personal rights so severe [,] so 

disproportionate to the need presented, and so inspired by 

24 
Case 3: 12-cv-01 032-CCC Document 13-1 Filed 04/27/12 Page 25 of 37 

malice or sadism rather than a merely careless or unwise excess 

of zeal that· it amounted to a brutal and inhumane abuse of 

official power literally shocking to· the conscience." GonzalezFuentes v. Molina, 607 F.3d 864, 881 (1st Cir.2010) (internal 

quotation marks and ellipses omitted). Harron v. Town of ~~~=-~~--~~=-~~ 

Franklin, supra at page 536. See also Gonzalez-Fuentes, 607 F.3d 

at 883("[T]he executive actions most likely to shock the 

conscience are those that are 'intended to injure in some way 

unjustifiable by any government interest.' 

U.S. at 849, 118 S.Ct. 1708)). 

II (quoting Lewis, 523 

CAF is challenging the constitutionality of defendants' 

executive acts [the taking of CAF's contract rights with no 

compensation] which are so egregious that not only shocks the 

conscience of anyone in a democracy, but that deprives CAF of 

its property interest in the contract rights. It is 

unconscionable for the government to enter into a lease 

agreement that requires a private party, such as CAF, to make 

multi-million dollar investments in developing raw, unused, 

government land, in exchange for rent credits proportionate to 

the investment made, and then, not having cause to terminate the 

lease agreement and after the investment is made by the private 

leaseholder, have the government use its eminent domain power to 

take the contract rights from the private parties and transfer 

the title of the property developed to another private party, 

25 
Case 3: 12-cv-01 032-CCC Document 13-1 Filed 04/27/12 Page 26 of 37 

such as is the objective of the PPP initiative. This type of 

government action cannot be tolerated in a democratic society as 

it not only allows the government to do away with its 

contractual obligations, but also allows the government to 

exercise its constitutional powers to annihilate the rights of 

private parties and make them its own. 

Thus, since the Ports Authority cannot find cause to 

terminate the contract with CAF, defendants then seeks to obtain 

the same result with the exercise of its eminent domain power. 

That is where the constitutional violation falls. Both 

defendants need be reminded that the Fourteenth Amendment 

forbids a state actor to stand idly by while another state actor 

violates the constitutional guarantees of the citizenry. Bruner 

· v. Dunaway, 684 F.2d 422, 426 (6th Cir.1982); Suarez Cestero v. 

Pagan Rosa, 198 F. Supp. 2d 73, 94 (D.P.R. 2002). 

(f) CAF's claims are not speculative or insufficient 

Section 1983 "provides a remedy for deprivations of rights 

secured by the Constitution and laws of the United States when 

that deprivation takes place 'under color of any statute, 

ordinance, regulation, custom, or usage, of any State or 

Territory .... ' "Rockwell v. Cape Cod Hospital, 26 F.3d 254, 256 

(1st Cir.l994) (quoting Lugar v. Edmondson Oil Co., 457 U.S. 

922, 924 (1982)). Section 1983, in itself, does not confer 

substantive rights, but provides a venue for vindicating federal 

26 
Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 27 of 37 

rights elsewhere conferred. See Graham v. M.S. Connor, 490 U.S. 

386, 393-94, 109 S.Ct. 1865, 104 L.Ed.2d 443 (1989). 

There are two essential elements of a Section 1983 claim: 

"(i) that the conduct complained of has been committed under 

color of state law, and (ii)that this conduct worked a denial of 

rights secured by the Constitution or laws of the United 

States." Martinez v. Colon, 54 F.3d 980, 984 (1st Cir., 1995), 

citing Chongris v. Board of Appeals, 811 F.2d 36, 40 (1st Cir., 

1987). This second prong has two aspects: (1) there must have 

been an actual deprivation of the plaintiff's federally 

protected rights; and (2) there must have been a causal 

connection between the defendant's conduct and the deprivation 

of the plaintiff's federal rights. See Gutierrez-Rodriguez, 882 

F.2d 553, 559 (1st Cir., 1989); Voutour v. Vitale, 761 F.2d 812, 

819 (1st Cir .1985) . 

In turn, this second element of causal connection requires 

that the plaintiff establish: ( 1) for each defendant, that the 

defendant's own actions deprived the plaintiff of his/her 

protected rights, Monell v. Dep't of Soc. Servs., 436 U.S. 658, 

694 n. 58, 98 S.Ct. 2018, 56 L.Ed.2d 611 (1978); GutierrezRodriguez, 882 F.2d at 562; Figueroa v. Aponte-Roque, 864 F.2d 

94 7, 953 (1st Cir .1989) ; and (2) that the defendant's conduct 

was intentional, Simmons v. Dickhaut, 804 F.2d 182, 185 (1st 

27 
Case 3: 12-cv-01 032-CCC Document 13-1 Filed 04/27/12 Page 28 of 37 

Cir.1986), grossly negligent, or amounted to a reckless or 

callous indifference to the plaintiff's constitutional rights. 

See Gutierrez-Rodriguez, 882 F.2d at 562. 

CAF has alleged in the complaint the following facts, among 

others: 

1. "On January 2012, the Executive Director of the PRPA, in 

conjunction with Mr. David Alvarez, Executive Director of 

the PPP initiative, informed CAF of the government's 

intention of taking its leasehold interests without 

compensating CAF for the value of the credits". See 

Cdinplaint at ~ 41. 

2. "Simply stated, Mr. Vazquez and Mr. Alvarez are 

furthering a constitutional violation as they are 

furthering the PRPA' s purpose of taking CAF' s private 

property without paying a fair compensation in violation 

of the Takings Clause of the Fifth Amendment of the 

United States' Constitution, as extended to the States by 

the Fourteenth Amendment of the United States 

Constitution, and which limits the power of eminent 

domain by requiring that "just compensation" be paid if 

private property is taken for a public use." See 

Complaint at ~ 42. 

An alleged taking in violation of the Fifth and Fourteenth 

Amendments presents a 'serious constitutional question', Foster 

v. Herley, 330 F.2d 87 (6th Cir. 1964), Eleopoulos v. Richmond 

Development Agency, 351 F.Supp. 63, 64 (N.D.Cal.1972), clearly 

within the district court's 'federal question jurisdiction.' 28 

U.S.C. § 1331 (1970). Alvarez alleges that CAF has not pled 

facts sufficient to establish that it has a property interest, 

28 
Case 3: 12-cv-01 032-CCC Document 13-1 Filed 04/27/12 Page 29 of 37 

as defined by state law. He also questions the validity of CAF's 

due process claims. 

Now, pursuant to Rule 12(b) (6) the above stated allegations 

must be presumed true. Therefore, for purposes of the motion to 

dismiss CAF has stated with sufficient details that on a certain 

date the defendants informed CAF of their intentions of taking 

its leasehold interests without compensating CAF for the value 

of the credits. Those facts, if considered true, establish that 

the defendants are furthering the PRPA's purpose of taking CAF's 

private property without paying a fair compensation in violation 

of the Takings Clause of the Fifth Amendment of the United 

States' Constitution, as extended to the States by the 

Fourteenth Amendment of the United States Constitution, and 

which limits the power of eminent domain by requiring that "just 

compensation" be paid if private property is taken for a public 

use. 

This Court must also take into consideration that Vazquez 

was charged with the supervision and administration of all 

contracts entered into by the PRPA and Alvarez was charged with 

the supervision and implementation of the public policy of the 

PRPPA, including but not limited to evaluating and implementing 

the purposes of the PRPPA. These indi victuals informed CAF that 

they would be exercising acts furthering the PRPA' s purpose of 

taking CAF's private property without paying any compensation. 

29 
Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 30 of 37 

It must also be considered that after the Complaint was 

filed in this case CAF obtained informal notice, although never 

served, with a Complaint filed on December 29, 2011 in local 

court, where the Commonwealth of Puerto Rico initiated an 

eminent domain action to acquire CAF' s contract rights in the 

civil case number KEF2011-0453. The government expressly sought 

in that case a declaration by the Court to disallow any 

compensation to CAF for its contractual rights. Thus, Alvarez 

ailegation that CAF's claims are speculative fall in the face of 

the government's own allegations in the eminent domain action, 

where it seeks to take CAF's contract rights. 

Moreover, contrary to what was stated in the Motion to 

Dismiss, the complaint contains specific factual allegations and 

not unsupported suspicion. What Alvarez describes as "wholly 

speculative" allegations came to fruition with the filing of the 

eminent domain action by the government. The Complaint filed by 

the Commonwealth to take CAF's contract rights is not based on 

suspicion; it is a reality. As stated by the defendants, they 

are furthering the PRPA's purpose of taking CAF's contract 

rights through the use of the government's eminent domain power. 

Therefore, the defendants' own actions deprived CAF of its 

protected rights, and their conduct was intentional, grossly 

negligent, or, at least, amounted to a reckless or callous 

indifference to the CAF's constitutional rights. 

30 
Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 31 of 37 

(g) Declaratory judgment relief is proper and ripe 

In this case, CAF is also seeking a declaration that the 

government's decision not to compensate CAF for the rent credits 

is unconstitutional and that Act No. 29, as implemented by 

Defendants, unconstitutionally impairs CAF's contract. Courts 

are commanded to use their discretion wisely when declaratory 

relief is requested "if such redress is unlikely to palliate, or 

not needed to palliate, the fancied injury, especially when 

·re"frainirig from .. Tssuirig a declaratory -. juogment -··avoids a 

premature adjudication of constitutional issues." To determine 

whether a request for declaratory judgment is ripe for 

adjudication the First Circuit has held that the court must 

consider whether the issue is fit for review and "whether the 

challenged action creates a direct and immediate dilemma for the 

parties". State of Rhode Island v. Narragansett Indian Tribe, 19 

F. 3d 685, 692 (1st Cir. 1993) . 

Alvarez argues that there has not been an actual seizure of 

CAF's rights and that its claim is "merely a suspicion thereof". 

Alvarez further contends that CAF has not pled a justiciable 

claim as it is based on an alleged intention by the government 

to take its leasehold interests. Finally, Alvarez disingenuously 

alleges that the government has not made an actual taking and 

that the purported government action i.s not final. 

31 
Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 32 of 37 

These allegations are contrary to the government's conduct 

and actions. Although CAF has not been served with the Petition, 

on December 28, 2011 the Government of Puerto Rico filed an 

eminent domain action to take CAF's property. (Exhibit A) In its 

Petition the government is seeking that "the rights of CAF under 

the Lease Agreements be immediately delivered to the PRPA". Par. 

8 at page 6. In the eminent domain action the government is 

seeking to take CAF's contract rights with the PRPA. 

Faced with the government's attempt to use its eminent 

domain power to take the contract rights of CAF, the Court 

expressed its shock stating that "in its twenty (20) years that 

the subscribing Judge has presided one of the two specialized 

eminent domain courtrooms of the country, for the first time we 

are presented with a case in which [the government] acquires the 

rights over a lease agreement and its amendments. That is, in 

this case the petitioner requests to take a personal accessory 

right to the real estate right of the buildings ... " The Court 

further stated that the government sought to use its eminent 

domain power to litigate contract claims and, furthermore, serve 

as adjudicator of the same as the government acknowledged that 

it was not depositing the "just compensation" for the property 

taken because it was setting off claims alleged, but never 

adjudicated by the Courts, related to the same contract. 

32 
Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 33 of 37 

Thus, CAF's allegations in the Complaint of this case 

cannot be described as "speculative" when it is an uncontested 

fact that the government has acted according to the shocking 

conduct that had been advanced by CAF in its Complaint. It 

follows then that CAF's declaratory judgment action is ripe for 

resolution as the challenged action creates a direct and 

immediate dilemma for the parties. Narragansett, 19 F. 3d at 

692. Moreover, given the fact that CAF' s allegations of the 

government taking are not speculative, nor the object of its 

imagination, then it follows there exists a risk of an actual 

injury or irreparable harm that needs to be corrected with the 

entry of an injunction. 

h. CAF has stated a claim against defendants for 

trying to implement Law No. 29 of June 8, 2009 in 

a way that will impair its contractual rights to 

use contractual credits against lease payments 

pursuant to the Lease Agreement between CAF and 

the PRPA 

Article I, Section 10 of the United States Constitution 

prohibits the States from impairing contractual obligations. ("No 

state shall pass any bill or law impairing the 

obligation of contracts." Article I § 10 U.S. Constitution); 

Semaphore Entm' t Group Sports Corp. v. Gonzalez, 919 F. Supp. 

543, 548 (D.P.R. 1996). The procedural aspects of the due process 

of law limits governmental action which potentially may result 

in the deprivation of an individual's protected liberty or 

33 
Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 34 of 37 

property interest. Mathews v. Eldridge, 424 U.S. 319, 333, 96 

S.Ct. 893, 902, 47 L.Ed.2d 18 (1976) "Liberty" and "property" 

are terms protected under the Constitution. Board of Regents v. 

Roth, supra, at page 572. Amongst the "core" liberty interests 

recognized and included are "not merely freedom from bodily 

restraint but also the right of individuals to contract, to 

engage in any common occupations of life, to acquire useful 

knowledge, to marry, establish a home and bring up children and 

to worship God according to the dictates of conscience." 

(Emphasis ours) (Meyer v. Nebraska, 262 U.S. 390, 399, 43 S.Ct. 

625, 626, 67 L.Ed. 1042 (1923) recently cited at Board of 

Regents v. Roth, 408 U.S. at 572, 92 S. Ct. at 2707. The right 

and liberty to contract are, thus, recognized as a liberty 

interest protected under the due process clause. Board of 

Regents v. Roth, supra, at 572. 

In the case at hand, CAF alleged that the defendants are 

trying to implement Law No. 29 of June 8, 2009 in a way that 

will impair its contractual rights to use contractual credits 

against lease payments pursuant to the Lease Agreement between 

CAF and the PRPA. CAF has alleged in the Complaint that since 

October 29, 2009 the PRPA has engaged in attempts to acquire CAF 

leasehold rights and interests in the Airport, which are 

reasonably estimated in the sum of $97,500,000.00 and that on 

January 2012, the Executive Director of the PRPA, in conjunction 

34 
Case 3:12-cv-01032-CCC Document 13-1 Filed 04/27/12 Page 35 of 37 

with Mr. David Alvarez, Executive Director of the ppp 

initiative, informed CAF of the government's intention of taking 

its leasehold interests without compensating CAF for the value 

of the credits. See Complaint at ~41. These allegations, if 

presumed true as they should, establish a valid claim in favor 

of CAF for defendants' actions. 

(i) Tbe Complaint pleaded sufficient facts to support 

the constitutional claims made. 

As previously argued, CAF provided in its Complaint a 

detailed description of the actions performed by the defendants 

furthering a constitutional violation as they are furthering the 

PRPA's purpose of taking CAF's private property without paying a 

fair compensation in violation of the Takings Clause of the 

Fifth Amendment of the United States' Constitution, as extended 

to the States by the Fourteenth Amendment of the United States 

Constitution, and which limits the power of eminent domain by 

requiring that "just compensation" be paid if private property 

is taken for a public use." See Complaint at ~ 42. 

CAF's pleading clearly shows defendants intent on using 

their powers as government officers and condemn CAF' s contract 

rights and under the Lease Agreement without paying any 

compensation. This action constitutes an imminent constitutional 

violation that CAF seeks to prevent. These actions violate the 

provisions of Article I, Section 10 of the United States 

35 
Case 3: 12-cv-0 1 032-CCC Document 13-1 Filed 04/27/12 Page 36 of 37 

Constitution which prohibit the States from impairing 

contractual obligations, as the contractual rights of CAF have 

been affected by the arbitrary seizure of its right to use 

contractual credits against lease payments pursuant to the Lease 

Agreement between CAF and the PRPA. This allegations. is not 

based on speculation but on the government's decision not to 

allow CAF to use the contract rent credits. These actions also 

violate the provisions of Article I, Section 10 of the United 

States Constitution regarding bills of attainder and ex post 

facto laws, retroactively targeting the property rights of one 

particular entity, CAF, seizing CAF's property and retroactively 

revoking rights which it acquired legally, in furtherance of 

legitimate purposes, and in accordance with law and procedure. 

III. Conclusion 

CAF has pleaded with particular sufficiency facts that 

support its claims. A detailed review of the Complaint shows 

that CAF has included detailed allegations of the actions 

performed by the defendants furthering a constitutional 

violation as they are furthering the PRPA r s purpose of taking 

CAF 1 s private property without paying a fair compensation[ or 

any compensation, in violation of the Takings Clause of the 

Fifth Amendment of the United Statesr Constitution. 

Unquestionably, this Court has jurisdiction over the claims 

filed by CAF in this Complaint. Thus, the Motion to Dismiss 

36 
Case 3: 12-cv-0 1 032-CCC Document 13-1 Filed 04/27/12 Page 37 of 37 

filed by Alvarez should be denied. In the alternative that the 

Court determines that more specific allegations are needed, CAF 

requests that the Court allow it to amend the complaint. 

WHEREFORE, CAF respectfully prays that this court deny 

Alvarez' Motion to Dismiss. Dkt. 11. 

CERTIFICATE OF SERVICE 

I HEREBY CERTIFY that on April 27th 2012, I electronically 

filed the foregoing document with the Clerk of the Court using 

CM/ECF. 

RESPECTFULLY SUBMITTED. 

In San Juan, Puerto Rico this 27th day of April, 2012. 

DELGADO & FERNANDEZ, LLP 

Attorneys for Plaintiff 

PO BOX 11750 

Fernandez Juncos Station 

San Juan, PR 00910-1750 

Tel. (787)274-1414 

Fax: (787) 764-8241 

afernandez@delgadofernandez.com 

s/Alfredo Fernandez Martinez 

ALFREDO FERNANDEZ MARTINEZ 

USDC-PR #210511 

sf Elias Correa Menendez 

ELIAS CORREA MENENDEZ 

USDC-PR #224613 

37 
R.S. & Assoc. ~ PSC 

Certified Public Accountants & Business Advisors 

CARIBBEAN AIRPORT FACILITIES, INC. 

Agreed-Upon Procedures on 

Rent Expense and Rental Credits in 

Connection with Lease Agreements with 

the Puerto Rico Ports Authority 

from Inception to July 31, 2009 

With Rent and Credit Calculations 

through November 30, 2011 
i 

I . ~----

. \ 

1. l. 

i' 

! ' 

! 

I' 

j, 

I 

CARIBBEAN AIRPORT FACILITIES, INC. 

AGREED-UPON PROCEDURES 

TABLE OF CONTENTS 

ll\1DEPENDENT ACCOUNTANTS' REPORT ON 

APPL YlNG AGREED-UPON PROCEDURES 

APPENDIX I -AGREED-UPON PROCEDURES AND FINDINGS 

SCHEDULE I- RENT AND CREDITS CALCULATION, CAF I CONTRACT 

SCHEDULE I-A- PERCENTAGE RENT, CAF I CONTRACT 

SCHEDULE II -RENT AND CREDITS CALCULATION, CAF II CONTRACT 

SCHEDULE II-A- PERCENTAGE RENT, CAF II CONTRACT 

SCHEDULE III- CONTRACTED RATES, CAF I AND II CONTRACTS 

Page 

2-6 

7-14 

14-19 

20-24 

25-29 

30 
R.S. & Assoc. - PSC 

.fl~~ .. Certified Public Accountants & Business Advisors 

INDEPENDENT ACCOUNTANTS' REPORT ON APPLYING AGREED-UPON PROCEDURES 

To the Stockholders of 

Caribbean Airport Facilities, Inc. 

We have performed the procedures enumerated in the accompanying Appendix I, which were agreed to 

by Caribbean Airport Facilities, Inc. (the "Company"), solely to assist the Company in evaluating the 

accompanying Schedule I, Rent and Credits Calculation-CAP I Contract, Schedule I-A, Percentage RentCAF I Contract, Schedule ll, Rent and Credits Calculation-CAP ll Contract, Schedule II-A, Percentage 

Rent-CAF II, and Schedule III, Contracted Rates-CAF I and II Contracts (the "Schedules"), regarding 

rent expense and related rental credits pursuant to the Lease Agreement between the Company and the 

Puerto Rico Ports Authority (the "Authority") dated October 24, 1988, as amended by the Stipulation of 

Settlement dated June 26, 1991, and the Lease Agreement dated January 4, 1994 between the Company 

and the Authority, both of which were clarified and/or amended by the Estipulaci6n dated November 30, 

2000, by the Resoluci6n issued by the Commonwealth of Puerto Rico District Court dated November 29, 

200 l, by the decision of the Commonwealth of Puerto Rico Appellate Court dated April 22, 2002, and by 

the Agreement with the Authority dated May 13, 2004 for the period from inception of each of the Lease 

Agreements to July 31, 2009. The Company's management is responsible for the Schedules. This 

agreed-upon procedures engagement was conducted in accordance with attestation standards established 

by the American Institute of Certified Public Accountants. The sufficiency of these procedures is solely 

the responsibility of those parties specified in this report. Consequently, we make no representation 

regarding the sufficiency of the procedures described in Appendix I either for the purpose for which this 

report has been requested or for any other purpose. 

We were not engaged to and did not conduct an examination, the objective of which would be the 

expression of an opinion on the accompanying Schedules. Accordingly, we do not express such an 

opinion. Had we performed additional procedures, other matters might have come to our attention that 

would have been reported to you. 

This report is intended solely for the information and use of management of the Company and the Board 

of Directors and ma11:!lgement of the Puerto Rico P-Orts Authority and Firstbank Puerto Rico, ·Inc. and is 

not intended to be and should not be used by anyone other than these specified parties. 

October 14,2009 

Stamp No. 2459843 

affixed to original. 

Condominio El Centro ll, 500 Munoz Rivera Ave. Ste. 30l,.San Juan, PR 00918-3315 

Tel. (787) 296-0389 • Fax (787) 296-0390 • http:/www.rsa-cpa.corn 
CARIBBEAN AIRPORT FACILITIES, INC. APPENDIX I 

AGREED~PONPROCEDURES 

1. We were provided with copies of the lease agreements between the Company and the Authority dated 

October 24, 1988, January 4, 1994 and May 13, 2004, as well as with copies of the Stipulation of 

Settlement dated June 26, 1991 presented iri the US District Court for the District of Puerto Rico, the 

Estipulaci6n dated November 30, 2000 and presented in the Commonwealth of Puerto Rico's Tribunal de 

Primera Instancia, Sala Superior de Carolina, the Resoluci6n dated November 29, 2001 issued by the 

Commonwealth of Puerto Rico's Tribunal de Primera Instancia, Sala Superior de Carolina and the 

decision issued by the Commonwealth of Puerto Rico's Appellate Court dated April 22, 2002. We read 

all such documents, in particular provisions related to rental charges and credits. It is the Company's 

management's opinion, based on the advice of legal counsel, that the May 13, 2004 lease agreement with 

the Authority is in force, with its applicability commencing June I, 2004. It is also management's 

opinion, based on the advice of legal counsel, that the Stipulation of Settlement dated June 26, 1991 

eliminates the expiration of the credits after the first ten (I O) year of the October 24, 1988 lease 

agreement. 

2. We were provided with the accompanying Schedules I (Rent and Credits Calculation, CAF I Contract), IA (Percentage Rent Calculation, CAF I Contract), II (Rent and Credits Calculation, CAF II Contract), IIA (Percent Rent Calculation, CAF II Contract) all for the period from inception of the related Lease 

Agreement to July 31, 2009. We were also provided with Schedule III (Contracted Rates, CAF I and II 

Contracts). We proved the mathematical accuracy of all applicable columns in the first four Schedules (I, 

I-A, II and II-A). We also compared the information contained in Schedule III to the applicable Articles 

in the 1988, 1994 and 2004 Lease Agreements and found it in agreement. 

3. In connection with Schedule I we: 

a. Compared the commencement date of rent with Article 2 of the 1988 Lease Agreement and found 

it in agreement. 

b. Compared the area used for calculating basic rent to Article 28 of the 2004 Lease Agreement and 

found it in agreement. It is management's opinion, based on the advice of legal counsel, that as 

there have been controversies with the Authority regarding square footage, the largest agreed 

upon amount should be tised since inception of the lease. Accordingly, the lower amount of 

leased square feet contained in the original 1988 Lease Agreement has been disregarded for 

purposes of this calculation. 

c. Compared the monthly rate per square foot used in calculating basic rent to the determined rate in 

Schedule III for the applicable period and found them in agreement. In connection with this 

procedure we compared the yearly rates presented in Schedule III used to calculate the monthly 

rates to the 1988 and 2004 Lease Agreements for all periods presented and found them in 

agreement. We also proved the mathematical accuracy of the conversion from rate per square 

foot per year to rate per square foot per month as presented in Schedule III. 

d. Compared the Rent Calculation-Percentage Rent in the Schedule to the amounts established in 

Schedule I-A and found them in agreement. 

-2-
e. Proved the mathematical accuracy of the Rent Calculation-Determined Rent in the Schedule, 

pursuant to the Lease Agreement provision that requires Determined Rent to be the highest of 

Basic Rent or Percentage Rent (Article 27 in both the 1988 and 2004 Lease Agreements). 

f. From inception of the lease through May 2004, proved the mathematical accuracy of CreditsAccrual for Month (Interest) by adding Basic Rent for the month and Percentage Rent for the 

month and comparing the resulting amount to the sum of Basic Rent for the month and $31,276. 

If the result of the first addition exceeds the result of the second addition, the calculated CreditsAccrual for Month (Interest) is the result of the second addition. If the result of the first addition 

is lower than the result of the second addition, the calculated Credits-Accrual for Month (Interest) 

is the result of the first addition. This formula for determining Credits-Accrual for Month was 

compared to Article 28 of the 1988 Lease Agreement and found in agreement. In connection 

with this procedure, it is the Company's interpretation that the Stipulation of Settlement dated 

June 26, 1991 overrides the expiration of the accrual period after the first ten (10) years. 

Accordingly, accrual of credits is reported as continuing after February of 1999 and is deemed by 

the Company to have no expiration during the term of the Lease Agreement. Effective June I, 

2004 (deemed effective date of the May 13, 2004 Lease Agreement), a one-time credit of 

$10,100,000, representing the agreed total investment in the CAF I premises, is added. This 

amount was compared to Article 28 of the 2004 Lease Agreement and found in agreement. 

Commencing that same month, the Credits-Accrual for the Month (Interest) amount is calculated 

by multiplying 9.5% times $10,100,000 and dividing the resulting amount by twelve (12) months. 

We proved the mathematical accuracy of this calculation and compared the methodology of the 

calculation to the 2004 Lease Agreement and found them in agreement. 

g. For amounts under the Credits-Used in Month column, compared the amounts therein to the 

lower of the amounts under the Rent Calculation-Determined Rent column and the CreditsAccrual for Month (Interest) column and found them in agreement. 

h. Proved the mathematical accuracy of the column Credits-Available Ending by adding amounts in 

the Credits-Available Beginning column to amounts in the Credits-Accrual for Month column 

and subtracting amounts in the Credits-Used in Month column. 

1. Compared amounts in the Credits-Available Ending column to the Credits-Available Beginning 

column of the following month and found them in agreement. 

j. Proved the mathematical accuracy of amounts under the Rent due PRP A for the· Month by adding 

amounts under the Credits-Available Beginning to amounts under the Credits-Accrual for Month 

(Interest) column and comparing the resulting amount to the amount under the Credits-Used in 

Month for the applicable month. If the amount under Credits-Used in Month exceeds the 

resulting amount of the previously mentioned addition, the resulting difference will be presented 

in the column Rent due PRPA for the Month. If the amount under Credits-Used in Month is 

lower than the resulting amount of the previously mentioned addition, the amount under the 

column Rent due PRP A for the Month should be zero. 

-3 -
· connection with Schedule I-A we: 

a. Compared the monthly revenues reported for each sublet entity to monthly certifications of 

revenues submitted to the Company by the sublet or revenues per the general ledger when the 

sublet is a related entity, and found them in agreement. In the case of Caribbean Airline Services 

("CAS"), an affiliate, monthly revenues presented in Schedule 1-A from September 1988 to 

Februazy 1996 are average monthly revenues for the related fiscal year. We proved the 

mathematical accuracy of such monthly average amount by dividing revenues for the applicable 

fiscal year by twelve (12). We also compared total revenues for the related fiscal year to audited 

financial statements and found them in agreement. The following certifications from sublets were 

not available for us to compare the reported amount of revenues to the amount presented in 

Schedule 1-A: 

Sublet Month Year 

Sky Catering May 1999 

Swisport November 1997 

Swissport January 1998 

Swissport May 1998 

Swisport July 1998 

Swisport February 1999 

Swisport Jrme 2000 

lvyport Jrme 2004 

Ivyport November 2004 

lvyport December 2004 

Ivyport February 2005 

lvyport April 2005 

Sky Catering Jrme 2005 

Gas Station August 2005 

Gas Station September 2005 

Sky Catering October 2005 

Cargo Forces February 2006 

Cargo Forces May 2006 

Cargo Forces and Gas Station Jrme 2006 

Gas Station AilgUSt 2006 

Gas Station September 2006 

Cargo Forces and Gas Station November 2006 

Cargo Forces and Gas Station December 2006 

Gas Station Janlli!!Y. 2007 

Cargo Forces FebftU!!Y 2007 

Cargo Forces March 2007 

Gas Station January 2008 

Gas Station February 2008 

b. In the case of monthly revenues presented for Ivyport Logistical Services, Inc. ("Ivyport") for the 

months from June 2004 through September 2005, the information was compiled by the 

Company's management based upon monthly invoices submitted to it by Ivyport. We were 

informed by management that because of litigation matters between the parties, Ivyport refused to 

submit the required monthly revenues certification. We compared the reported revenues to 

hardcopies of the management prepared schedules and found them in agreement. 

-4-
.... 

c. Proved the mathematical accuracy of the calculated rent for the types of services presented in the 

Schedule by making reference to the rates, by type of service, contained in Article 2 7 of the Lease 

Agreement dated October 24, 1988. The rates have not been amended by any of the subsequent 

documents examined. 

d. Proved the mathematical accuracy of the column labeled Total Percentage Rent by adding 

Percentage Rent for Ramp and Terminal services, Percentage Rent for Meals services and 

Percentage Rent for Fuel services. 

5. In connection with Schedule II we: 

a. Compared the commencement date of rent with Article 2 of the 1994 Lease Agreement and found 

it in agreement. 

b. From inception through May 2004, proved the mathematical accuracy of the amounts under the 

Rent Calculation-Footprint column by adding 360,048 square feet, representing the square 

footage of constructed buildings in the leased premises, as stated in an independent appraisal 

performed by Gonzalo Ferrer, dated February I, 2008, to 50% of 1,378,738 square feet, 

representing parking footprint, which was calculated by subtracting the square footage of 

constructed buildings above from total leased square footage as stipulated in Article 27 of the 

2004 Lease Agreement.. The formula for the Rent Calculation was compared to Article 27 of the 

1994 Lease Agreement and found in agreement, the constructed square footage was compared to 

the independent appraisal and found in agreement, and the total leased square footage was 

compared to Article 27 of the 2004 Lease Agreement and found in agreement. Because of 

uncertainties in the square footage of the leased area, management has opted to use the most 

recent agreed upon (with the Authority) or independently determined measurements since 

inception of this lease. Commencing June 2004, the square footage used in the Rent CalculationFootprint column was changed to 1,738,786. We compared this total square footage, and the 

formula for Rent Calculation, to Article 27 of the 2004 Lease Agreement and found thein in 

agreement. 

c. Compared the monthly rate per square foot used in calculating basic rent to the determined rate in 

Schedule III for the applicable period and found them in agreement. In connection with this 

procedure we compared the yearly rates presented in Schedule III used to calculate the monthly 

rates to both the 1994 and 2004 Lease Agreements for all periods presented and found them in 

agreement. The contracted rates have not been amended since the inception o(the lease. We also 

proved the mathematical accuracy of the conversion from rate per square foot per year to rate per 

square foot per month as presented in Schedule ill. 

d. Proved the mathematical accuracy of the Area Rent column by multiplying the amounts in the 

Rent Calculation-Footprint column to the amounts in the Rent Calculation-Rate column. 

e. Compared the Rent Calculation-Percentage Rent in the Schedule to the amounts established in 

Schedule ll-A and found them in agreement. 

f. Proved the mathematical accuracy of the Rent Calculation-Determined Rent in the Schedule, 

pursuant to the Lease Agreement provision that requires Determined Rent to be the highest of 

Basic Rent or Percentage Rent (Article 27 in both the I 994 and 2004 Lease Agreements). 

-5-
g. Compared the amount in the column Credits-Beginning Maximum Allowed column for the 

month of June I 995 to Article 28 of both the I 994 and 2004 Lease Agreements and found it in 

agreement_ For subsequent months, compared the amount therein presented to the amount 

calculated under the column Credits-Ending Maximum Allowed for the preceding month and 

found them in agreement. 

h. Proved the mathematical accuracy of amounts under the Credits-Interest column by multiplying 

$25,000,000 times 9.5% and dividing the resulting amount by twelve (12) months. In connection 

with this procedure, we compared the $25,000,000 and 9.5% items to Article 28 ofboth the 1994 

and 2004 Lease Agreements and found them in agreement. 

1. Compared 1:he amounts under the Credits-Used in Month column to amounts under the Rent 

Calculation-Determined Rent column and found them in agreement. The formula to determine 

credits used was compared to Article 28 of both the 1994 and 2004 Lease Agreements and found 

in agreement. 

J. Proved the mathematical accuracy of amount under the Credits-Ending Maximum Allowed by 

adding amounts in the Credits-Beginning Maximum Allowed column to amounts in the CreditsInterest col unm and then subtracting amounts under the Credits-Used in Month column. 

k. Proved the mathematical accuracy of amounts under the Rent due PRPA for the Month by adding 

amounts under the Credits-Beginning Maximum Allowed to amounts under the Credits-Interest 

column and comparing the resulting amount to the amount under the Credits-Used in Month for 

the applicable month. If the amount under Credits-Used in Month exceeds the resulting amount 

of the previously mentioned addition, the resulting difference will be presented in the column 

Rent due PRPA for the Month. If the amount under Credits-Used in Month is lower than the 

resulting amount of the previously mentioned addition, the amount under the column Rent due 

PRPA for the Month should be zero. 

6. In connection with Schedule II-A we: 

a. Compared the monthly revenues reported for each sublet entity .to monthly certifications of 

revenues submitted to the Company by the sublet and found them in agreement. The following 

certifications from sublets were not available for us to compare the reported amount of revenues 

to the amount: presented in Schedule II-A: 

Sublet Month Year 

GNID November 2005 

GNID December 2005 

GMD October 2007 

GMD and Delta August 2008 

b. Proved the mathematical accuracy of the calculated rent for the types of services presented in the 

Schedule by making reference to the rates, by type of service, contained in Article 27 of the Lease 

Agreement dated January 4, 1994. The rates have not been amended by any of the subsequent 

documents examined. 

c. Proved the mathematical accuracy of the column labeled Total Percentage Rent by adding 

Percentage Rent for Ramp and Terminal services, Percentage Rent for Meals services and 

Percentage Rent for Fuel services. 

-6-
Area Rent 

Month Footprint I Rate I 

Dec-09 1,738,798 0.006 

Jan-10 1,738,798 0.096 

Feb-10 1,738,798 0.096 

Mar-10 1,738,798 0.096 

Apr-10 1,738,798 0.096 

May-10 1,738,798 0.096 

Jun-1 0 1,738,798 0.09~ 

Jul-10 1,738,798 0.096 

Aug-10 1,738,798 0.096 

Sep-10 1,738,798 0.096 

Oct-10 1,738,798 0.096 

Nov-1 0 1,738,798 0.096 

Dec-10 1,738,798 0.096 

Jan-11 1,738,798 0.096 

Feb-11 1,738,798 0.096 

Mar-11 1,738,798 0.096 

Apr-11 1,738,798 0.096 

May-11 1,738,798 0.096 

Jun-11 1,738,798 0.096 

Jul-11 1,738,798 0.096 

Aug-11 1,738,798 0.096 

Sep-11 1,738,798 0.096 

Oct-11 1,738,798 0.096 

Nov-11 1,738,798 0.096 

NOTE A: 

Caribbean Airport Facilities, Inc. 

Rent and Credits Calculation 

CAF II Contract 

From Inception of Lease to November 30, 2011 

Rent Calculation 

I Percentage I Determined Beginning Maximum I 

Amount I Rent Rent Allowed 

166,634.82 3,091.30 166,634.82 40,663,097.40 

166,634.82 2,816.55 166,634.82 40,694,379.25 

166,634.82 2,869.05 166,634.82 40,725,661.10 

166,634.82 3,033.55 166,634.82 40,756,942.95 

166,634.82 2,902.30 166,634.82 40,788,224.80 

166,634.82 3,206.80 166,634.82 40,819,506.65 

166,634.82 3,121.05 166,634.82 40,850,788.50 

166,634.82 1,876.80 166,634.82 40,882,070.35 

166,634.82 2,071.05 166,634.82 40,913,352.20 

166,634.82 2,632.17 166,634.82 40,944,634.05 

166,634.82 2,493.36 166,634.82 40,975,915.90 

166,634.82 2,556.83 166,634.82 41,007,197.75 

166,634.82 2,051.80 166,634.82 41,038,479.60 

166,634.82 1,873.30 166,634.82 41,069,761.46 

166,634.82 1,785.80 166,634.82 41,101,043.31 

166,634.82 2,050.05 166,634.82 41,132,325.16 

166,634.82 1,875.05 166,634.82 41,163,607.01 

166,634.82 1,784.05 166,634.82 41 '194,888.86 

166,634.82 1,959.05 166,634.82 41,226,170.71 

166,634.82 1,959.05 166,634.82 41,257,452.56 

166,634.82 1,696.55 166,634.82 41,288,734.41 

166,634.82 1,696.55 166,634.82 41,320,016.26 

166,634.82 2,060.55 166,634.82 41,351,298.11 

166,634.82 1,871.55 166,634.82 41,382,579.96 

$ 22,773,638.19 $i 143,972:29 $ 22,773,638.19 

Total leased area obtaind from May 13, 2004 Agreement between PRPA and CAF, June 2004. 

Area for rent calculation prior to June 2004 is computed as follows: 

Built area per Gonzalo Ferrer appraisal dated February 1, 2008 360,048.00 

50% of remaining leased area per 1994 agreement, assumed to 

be for parking space. Total lease area assumed· to be that in 

2004 Agreement 689,369.04 

Credits 

Interest I 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 
Area Rent 

Month Footprint I Rate I 

Jan-07 1,738,786 0.096 

Feb-07 1,738,786 0.096 

Mar-07 1,738,786 0.096 

Apr-07 1,738,786 0.096 

May-07 1,738,786 0.096 

Jun-07 1,738,786 0.096 

Jul-07 1,738,786 0.096 

Aug-07 1,738,786 0.096 

Sep-07 1,738,786 0.096 

Oct-07 1,738,786 0.096 

Nov-07 1,738,786 0.096 

Dec-07 1,738,786 0.096 

Jan-08 1,738,786 0.096 

Feb-08 1,738,786 0.096 

Mar-08 1,738,786 0.096 

Apr-08 1,738,786 0.096 

May-08 1,738,786 0.096 

Jun-08 1,738,786 0.096 

Jul-08 1,738,786 0.096 

Aug-08 1,738,786 0.096 

Sep-08 1,738,786 0.096 

Oct-08 1,738,786 0.096 

Nov-08 1,738,786 0.096 

Dec-08 1,738,786 0.096 

Jan-09 1,738,787 0.096 

Feb-09 1,738,788 0.096 

Mar-09 1,738,789 0.096 

Apr-09 1,738,790 0.096 

May-09 1,738,791 0.096 

Jun-09 1,738,792 0.096 

Jul-09 1,738,793 0.096 

Aug-09 1,738,794 0.096 

Sep-09 1,738,795 0.096 

Oct-09 1,738,796 0.096 

Nov-09 1,738,797 0.096 

Caribbean Airport Facilities, Inc. 

Rent and Credits Calculation 

CAF II Contract 

From Inception of Lease to November 30, 2011 

Rent Calculation 

I Percentage l Determined Beginning Maximum I 

Amount I Rent Rent Allowed 

166,633.67 1,986.00 166,633.67 39,568,198.71 

166,633.67 1,269.00 166,633.67 39,599,481.71 

166,633.67 1,608.00 166,633.67 39,630,764.71 

166,633.67 1,243.50 166,633.67 39,662,047.71 

166,633.67 940.50 166,633.67 39,693,330.71 

166,633.67 937.50 166,633.67 39,724,613.71 

166,633.67 843.00 166,633.67 39,755,896.71 

166,633.67 1,101.00 166,633.67 39,787,179.71 

166,633.67 924.00 166,633.67 39,818,462.71 

166,633.67 1,150.50 166,633.67 39,849,745.71 

166,633.67 1,146.00 166,633.67 39,881,028.71 

166,633.67 1,282.50 166,633.67 39,912,311.72 

166,633.67 1,149.00 166,633.67 39,943,594.72 

166,633.67 1,105.50 166,633.67 39,974,877.72 

166,633.67 1,095.00 166,633.67 40,006,160.72 

166,633.67 981.00 166,633.67 40,037,443.72 

166,633.67 937.50 166,633.67 40,068,726.72 

166,633.67 841.50 166,633.67 40,100,009.72 

166,633.67 942.00 166,633.67 40,131,292.72 

166,633.67 1,352.43 166,633.67 40,162,575.72 

166,633.67 1,307.40 166,633.67 40,193,858.72 

166,633.67 1,511.40 166,633.67 40,225,141.72 

166,633.67 1,729.80 166,633.67 40,256,424.72 

166,633.67 2,088.55 166,633.67 40,287,707.72 

166,633.76 1,997.55 166,633.76 40,318,990.72 

166,633.86 1,820.80 166,633.86 40,350,273.63 

166,633.95 2,088.55 166,633.95 40,381,556.43 

166,634.05 1,908.30 166,634.05 40,412,839.15 

166,634.15 1,820.80 166,634.15 40,444,121.76 

166,634.24 1,999.30 166,634.24 40,475,404.29 

166,634.34 2,088.55 166,634.34 40,506,686.71 

166,634.43 2,597.80 166,634.43 40,537,969.04 

166,634.53 3,072.05 166,634.53 40,569,251.27 

166,634.62 3,334.55 166,634.62 40,600,533.41 

166,634.72 2,730.80 166,634.72 40,631,815.45 

Credits 

Interest J 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 
Area Rent 

Month Footprint I Rate I 

Feb-04 1,049,417 0.080 

Mar-04 1,049,417 0.080 

Apr-04 1,049,417 0.080 

May-04 1,049,417 0.080 

Jun-04 1,738,786 0.080 

Jul-04 1,738,786 0.080 

Aug-04 1,738,786 0.080 

Sep-04 1,738,786 0.080 

Oct-04 1,738,786 0.080 

Nov-04 1,738,786 0.080 

Dec-04 1,738,786 0.080 

Jan-05 1,738,786 0.080 

Feb-05 1,738,786 0.080 

Mar-05 1,738,786 0.080 

Apr-05 1,738,786 0.080 

May-05 1,738,786 0.080 

Jun-05 1,738,786 0.080 

Jul-05 1,738,786 0.080 

Aug-05 1,738,786 0.080 

Sep-05 1,738,786 0.080 

Oct-05 1,738,786 0.080 

Nov-05 1,738,786 0.080 

Dec-05 1,738,786 0.080 

Jan-06 1,738,786 0.080 

Feb-06 1,738,786 0.080 

Mar-06 1,738,786 0.080 

Apr-06 1,738,786 0.080 

May-06 1,738,786 0.080 

Jun-06 1,738,786 0.096 

Jul-06 1,738,786 0.096 

Aug-06 1,738,786 0.096 

Sep-06 1,738,786 0.096 

Oct-06 1,738,786 0.096 

Nov-06 1,738,786 0.096 

Dec-06 1,738,786 0.096 

Caribbean Airport Facilities, Inc. 

Rent and Credits Calculation 

CAF II Contract 

From Inception of Lease to November 30, 2011 

Rent Calculation 

I Percentage I Determined Beginning Maximum I 

Amount l Rent Rent Allowed 

83,953.36 83,953.36 37,481,833.77 

83,953.36 83,953.36 37,595,797.08 

83,953.36 83,953.36 37,709,760.38 

83,953.36 83,953.36 37,823,723.68 

139,102.89 139,102.89 37,937,686.99 

139,102.89 139,102.89 37,996,500.77 

139,102.89 139,102.89 38,055,314.55 

139,102.89 139,102.89 38,114,128.33 

139,102.89 139,102.89 38,172,942.11 

139,102.89 139,102.89 38,231,755.89 

139,102.89 139,102.89 38,290,569.67 

139,102.89 139,102.89 38,349,383.45 

139,102.89 139,102.89 38,408,197.23 

139,102.89 139,102.89 38,467,011.01 

139,102.89 139,102.89 38,525,824.79 

139,102.89 139,102.89 38,584,638.57 

139,102.89 139,102.89 38,643,452.35 

139,102.89 139,102.89 38,702,266.13 

139,102.89 139,102.89 38,761,079.91 

139,102.89 139,102.89 38,819,893.69 

139,102.89 139,102.89 38,878,707.47 

139,102.89 2,784.00 139,102.89 38,937,521.25 

139,102.89 2,210.00 139,102.89 38,996,335.03 

139,102.89 2,000.00 139,102.89 39,055,148.81 

139,102.89 2,000.00 139,102.89 39,113,962.59 

139,102.89 2,367.50 139,102.89 39,172,776.37 

139,102.89 3,697.50 139,102.89 39,231,590.15 

139,102.89 3,592.50 139,102.89 39,290,403.93 

166,633.67 3,470.00 166,633.67 39,349,217.71 

166,633.67 2,038.50 166,633.67 39,380,500.71 

166,633.67 2,210.00 166,633.67 39,411,783.71 

166,633.67 1,839.00 166,633.67 39,443,066.71 

166,633.67 1,515.00 166,633.67 39,474,349.71 

166,633.67 1,891.50 166,633.67 39,505,632.71 

166,633.67 2,091.00 166,633.67 39,536,915.71 

Credits 

Interest T 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 1 

197,916.67 1 

197,916.67 1 

197,916.67 1 

197,916.67 1 

197,916.67 1 

197,916.67 1 

197,916.67 1 

197,916.67 1 

197,916.67 1 

197,916.67 1 

197,916.67 1 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 
Area Rent 

Month Footprint I Rate I 

Mar-01 1,049.417 0.072 

Apr-01 1,049,417 0.072 

May-01 1,049,417 0.072 

Jun-01 1 :o49,417 0.080 

Jul-01 1,049,417 0.080 

Aug-01 1,049,417 0.080 

Sep-01 1,049,417 0.080 

Oct-01 1,049,417 0.080 

Nov-01 1,049,417 0.080 

Dec-01 1,049,417 0.080 

Jan-02 1,049,417 0.080 

Feb-02 1,049,417 0.080 

Mar-02 1,049,417 0.080 

Apr-02 1,049,417 0.080 

May-02 1,049,417 0.080 

Jun-02 1,049,417 0.080 

Jul-02 1,049,417 0.080 

Aug-02 1,049,417 0.080 

Sep-02 1,049,417 0.080 

Oct-02 1,049,417 0.080 

Nov-02 1,049,417 0.080 

Dec-02 1,049,417 0.080 

Jan-03 1,049,417 0.080 

Feb-03 1,049,417 0.080 

Mar-03 1,049,417 0.080 

Apr-03 1,049,417 0.080 

May-03 1,049,417 0.080 

Jun-03 1,049,417 0.080 

Jul-03 1,049,417 0.080 

Aug-03 1,049,417 0.080 

Sep-03 1,049,417 0.080 

Oct-03 1,049,417 0.080 

Nov-03 1,049,417 0.080 

Dec-03 1,049,417 0.080 

Jan-04 1,049,417 0.080 

Caribbean Airport Facilities, Inc. 

Rent and Credits Calculation 

CAF II Contract 

From Inception of Lease to November 30, 2011 

Rent Calculation' 

1 Percentage I Determined Beginning Maximum I 

Amount I Rent Rent Allowed 

75,208.22 75,208.22 33,466,882.73 

75,208.22 75,208.22 33,589,591.18 

75,208.22 75,208.22 33,712,299.62 

83,953.36 83,953.36 33,835,008.07 

83,953.36 83,953.36 33,948,971.37 

83,953.36 83,953.36 34,062,934.67 

83,953.36 83,953.36 34,176,897.98 

83,953.36 83,953.36 34,290,861.28 

83,953.36 83,953.36 34,404,824.58 

83,953.36 83,953.36 34,518,787.89 

83,953.36 83,953.36 34,632,751.19 

83,953.36 83,953.36 34,746,714.49 

83,953.36 83,953.36 34,860,677.80 

83,953.36 83,953.36 34,974,641.10 

83,953.36 83,953.36 35,088,604.40 

83,953.36 83,953.36 35,202,567.71 

83,953.36 83,953.36 35,316,531.01 

83,953.36 83,953.36 35,430,494.31 

83,953.36 83,953.36 35,544,457.62 

83,953.36 83,953.36 35,658,420.92 

83,953.36 83,953.36 35,772,384.22 

83,953.36 83,953.36 35,886,347.53 

83,953.36 83,953.36 36,000,310.83 

83,953.36 83,953.36 36,114,274.13 

83,953.36 83,953.36 36,228,237.44 

83,953.36 83,953.36 36,342,200.74 

83,953.36 83,953.36 36,456,164.04 

83,953.36 83,953.36 36,570,127.35 

83,953.36 83,953.36 36,684,090.65 

83,953.36 83,953.36 36,798,053.95 

83,953.36 83,953.36 36,912,017.26 

83,953.36 83,953.36 37,025,980.56 

83,953.36 83,953.36 37,139,943.86 

83,953.36 83,953.36 37,253,907.17 

83,953.36 83,953.36 37,367,870.47 

Credits 

Interest I 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 
Caribbean Airport Facilities, Inc. 

Rent and Credits Calculation 

CAF II Contract 

From Inception of Lease to November 30, 2011 

Rent Calculation Credits 

Area Rent Percentage Determined Beginning Maximum Interest 

Month Footprint Rate Amount Rent Rent Allowed 

Apr-98 1,049,417 0.072 75,208.22 75,208.22 29,172,087.14 197,916.67 

May-98 1,049,417 0.072 75,208.22 75,208.22 29,294,795.59 197,916.67 

Jun-98 1,049,417 0.072 75,208.22 75,208.22 29.417,504.03 197,916.67 

Jul-98 1,049.417 0.072 75,208.22 75,208.22 29,540,212.48 197,916.67 

Aug-98 1,049.417 0.072 75,208.22 75,208.22 29,662,920.92 197,916.67 

Sep-98 1,049,417 0.072 75,208.22 75,208.22 29,785,629.37 197,916.67 

Oct-98 1,049,417 0.072 75,208.22 75,208.22 29,908,337.81 197,916.67 

Nov-98 1,049.417 0.072 75,208.22 75,208.22 30,031,046.26 197,916.67 

Dec-98 1,049.417 0.072 75,208.22 75,208.22 30,153,754.71 197,916.67 

Jan-99 1,049.417 0.072 75,208.22 75,208.22 30,276.463.15 197,916.67 

Feb-99 1,049.417 0.072 75,208.22 75,208.22 30,399,171.60 197,916.67 

Mar-99 1,049.417 0.072 75,208.22 75,208.22 30,521,880.04 197,916.67 

Apr-99 1,049,417 0.072 75,208.22 75,208.22 30,644,588.49 197,916.67 

May-99 1,049.417 0.072 75,208.22 75,208.22 30,767,296.93 197,916.67 

Jun-99 1,049,417 0.072 75,208.22 75,208.22 30,890,005.38 197,916.67 

Jul-99 1,049.417 0.072 75,208.22 75,208.22 31,012,713.82 197,916.67 

Aug-99 1,049,417 0.072 75,208.22 75,208.22 31,135,422.27 197,916.67 

Sep-99 1,049,417 0.072 75,208.22 75,208.22 31,258,130.71 197,916.67 

Oct-99 1,049.417 0.072 75,208.22 75,208.22 31,380,839.16 197,916.67 

Nov-99 1,049.417 0.072 75,208.22 75,208.22 31,503,547.60 197,916.67 

Dec-99 1,049,417 0.072 75,208.22 75,208.22 31,626,256.05 197,916.67 

Jan-00 1,049,417 0.072 75,208.22 75,208.22 31,7 48,964.50 197,916.67 

Feb-00 1,049.417 0.072 75,208.22 75,208.22 31,871,672.94 197,916.67 

Mar-00 1,049.417 0.072 75,208.22 75,208.22 31,994,381.39 197,916.67 

Apr-00 1,049.417 0.072 75,208.22 75,208.22 32,117,089.83 197,916.67 

May-00 1,049,417 0.072 75,208.22 75,208.22 32,239,798.28 197,916.67 

Jun-00 1,049,417 0.072 75,208.22 75,208.22 32,362,506.72 197,916.67 

Jul-00 1,049.417 0.072 75,208.22 75,208.22 32,485,215.17 197,916.67 

Aug-00 1,049.417 0.072 75,208.22 75,208.22 32,607,923.61 197,916.67 

Sep-00 1,049,417 0.072 75,208.22 75,208.22 32,730,632.06 197,916.67 

Oct-00 1,049,417 0.072 75,208.22 75,208.22 32,853,340.50 197,916.67 

Nov-00 1,049.417 0.072 75,208.22 75,208.22 32,976,048.95 197,916.67 

Dec-00 1,049.417 0.072 75,208.22 75,208.22 33,098,757.39 197,916.67 

Jan-01 1,049.417 0.072 75,208.22 75,208.22 33,221,465.84 197,916.67 

Feb-01 1,049.417 0.072 75,208.22 75,208.22 33,344,174.28 197,916.67 
Area Rent 

Month Footprint I Rate I 

A 

Jun-95 1,049,417 $ 0.072 $ 

Jul-95 1,049,417 0.072 

Aug-95 1,049,417 0.072 

Sep-95 1,049,417 0.072 

Oct-95 1,049,417 0.072 

Nov-95 1,049,417 0.072 

Dec-95 1,049,417 0.072 

Jan-96 1,049,417 0.072 

Feb-96 1,049,417 0.072 

Mar-96 1,049,417 0.072 

Apr-96 1,049,417 0.072 

May-96 1,049,417 0.072 

Jun-96 1,049,417 0.072 

Jul-96 1,049,417 0.072 

Aug-96 1,049,417 0.072 

Sep-96 1,049,417 0.072 

Oct-96 1,049,417 0.072 

Nov-96 1,049,417 0.072 

Dec-96 1,049,417 0.072 

Jan-97 1,049,417 0.072 

Feb-97 1,049,417 0.072 

Mar-97 1,049,417 0.072 

Apr-97 1,049,417 0.072 

May-97 1,049,417 0.072 

Jun-97 1,049,417 0.072 

Jul-97 1,049,417 0.072 

Aug-97 1,049,417 0.072 

Sep-97 1,049,417 0.072 

Oct-97 1,049,417 0.072 

Nov-97 1,049,417 0.072 

Dec-97 1,049,417 0.072 

Jan-98 1,049,417 0.072 

Feb-98 1,049,417 0.072 

Mar-98 1,049,417 0.072 

Caribbean Airport Facilities, Inc. 

Rent and Credits Calculation 

CAF II Contract 

From Inception of Lease to November 30, 2011 

Rent Calculation 

I Percentage I Determined Beginning Maximum I 

Amount I Rent Rent Allowed 

75,208.22 $ $ 75,208.22 $ 25,000,000.00 

75,208.22 75,208.22 25,122,708.45 

75,208.22 75,208.22 25,245,416.89 

75,208.22 75,208.22 25,368,125.34 

75,208.22 75,208.22 25,490,833.78 

75,208.22 75,208.22 25,613,542.23 

75,208.22 75,208.22 25,736,250.67 

75,208.22 75,208.22 25,858,959.12 

75,208.22 75,208.22 25,981,667.56 

75,208.22 75,208.22 26,104,376.01 

75,208.22 75,208.22 26,227,084.45 

75,208.22 75,208.22 26,349,792.90 

75,208.22 75,208.22 26,472,501.34 

75,208.22 75,208.22 26,595,209.79 

75,208.22 75,208.22 26,717,918.24 

75,208.22 75,208.22 26,840,626.68 

75,208.22 75,208.22 26,963,335.13 

75,208.22 75,208.22 27,086,043.57 

75,208.22 75,208.22 27,208,752.02 

75,208.22 75,208.22 27,331,460.46 

75,208.22 75,208.22 27,454,168.91 

75,208.22 75,208.22 27,576,877.35 

75,208.22 75,208.22 27,699,585.80 

75,208.22 75,208.22 27,822,294.24 

75,208.22 75,208.22 27,945,002.69 

75,208.22 75,208.22 28,067,711.13 

75,208.22 75,208.22 28,190,419.58 

75,208.22 75,208.22 28,313,128.02 

75,208.22 75,208.22 28,435,836.47 

75,208.22 75,208.22 28,558,544.92 

75,208.22 75,208.22 28,681,253.36 

75,208.22 75,208.22 28,803,961.81 

75,208.22 75,208.22 28,926,670.25 

75,208.22 75,208.22 29,049,378.70 

Credits 

Interest I 

$ 197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 

197,916.67 
Basic Rent 

Month Area I Rate I 

Jan-10 919,871 0.096 

Feb-10 919,871 0.096 

Mar-10 919,871 0.096 

Apr-10 919,871 0.096 

May-10 919,871 0.096 

Jun-10 919,871 0.096 

Jul-10 919,871 0.096 

Aug-10 919,871 0.096 

Sep-10 919,871 0.096 

Oct-10 919,871 0.096 

Nov-10 919,871 0.096 

Dec-10 919,871 0.096 

Jan-11 919,871 0.096 

Feb-11 919,871 0.096 

Mar-11 919,871 0.096 

Apr-11 919,871 0.096 

May-11 919,871 0.096 

Jun-11 919,871 0.096 

Jul-11 919,871 0.096 

Aug-11 919,871 0.096 

Sep-11 919,871 0.096 

Oct-11 919,871 0.096 

Nov-11 919,871 0.096 

Caribbean Airport Facilities, Inc. 

Rent and Credits Calculation 

CAF I Contract 

From Inception of Lease to November 30, 2011 

Rent Calculation Credits 

l Percentage l Determined Available I Accrual for Month I 

Amount I Reht Rent Beginning (Interest) 

88,154.35 89,999.52 89,999.52 9,768,379.83 79,958.33 

88,154.35 76',352.25 88,154.35 9,758,338.65 79,958.33 

88,154.35 90,567.26 90,567.26 9,750,142.63 79,958.33 

88,154.35 81,536.43 88,154.35 9,739,533.71 79,958.33 

88,154.35 77,706.98 88,154.35 9,731,337.69 79,958.33 

88,154.35 82;827.61 88,154.35 9,723,141.68 79,958.33 

88,154.35 86A98.31 88,154.35 9, 714,945.67 79,958.33 

88,154.35 77,200,69 88,154.35 9,706,749.65 79,958.33 

88,154.35 55,259.38 88,154.35 9,698,553.64 79,958.33 

88,154.35 55;385.51 88,154.35 9,690,357.63 79,958.33 

88,154.35 54,052.01 88,154.35 9,682,161.61 79,958.33 

88,154.35 63;670.01 88,154.35 9,673,965.60 79,958.33 

88,154.35 68,063.80 88,154.35 9,665, 769.58 79,958.33 

88,154.35 60;035.15 88,154.35 9,657,573.57 79,958.33 

88,154.35 68;402.74 88,154.35 9,649,377.56 79,958.33 

88,154.35 58~883.27 88,154.35 9,641,181.54 79,958.33 

88,154.35 53,425.61 88,154.35 9,632,985.53 79,958.33 

88,154.35 62~207.68 88,154.35 9,624,789.51 79,958.33 

88,154.35 64;886.20 88,154.35 9,616,593.50 79,958.33 

88,154.35 56,585.53 88,154.35 9,608,397.49 79,958.33 

88,154.35 46i860.45 88,154.35 9,600,201.47 79,958.33 

88,154.35 49;877.46 88,154.35 9,592,005.46 79,958.33 

51 86 88 154.35 9,583,809.44 79,958.33 

l 

8 

8 

9 

8 

8 

8 

8 

8 

8 

8 

8 

8 

8 

a. 

8< 

8: 

81 

81 

81 

81 

81 

81 

81 
Caribbean Airport Facilities, Inc. 

Rent and Credits Calculation 

CAF I Contract 

From Inception of Lease to November 30, 2011 

Rent Calculation 

Percentage Determined Available Accrual for Month 

Month Area Amount Rent Rent Beginning (Interest) 

May-07 919,871 0.096 88,154.35 1411

,217.91 141,217.91 10,692,922.28 79,958.33 1.<1 

Jun-07 919,871 0.096 88,154.35 143:,145.29 143,145.29 10,631,662.71 79,958.33 1.<1 

Jul-07 919,871 0.096 88,154.35 162',930.79 162,930.79 10,568,4 75.75 79,958.33 1E 

Aug-07 919,871 0.096 88,154.35 145,526.16 145,526.16 10,485,503.30 79,958.33 14 

Sep-07 919,871 0.096 88i154.35 115,900.92 115,900.92 10,419,935.48 79,958.33 11 

Oct-07 919,871 0.096 88,154.35 115,344.58 115,344.58 10,383,992.89 79,958.33 11 

Nov-07 919,871 0.096 88,154.35 117,448.95 117,448.95 10,348,606.65 79,958.33 11 

Dec-07 919,871 0.096 88,154.35 123,415.16 123,415.16 10,311,116.03 79,958.33 12 

Jan-08 919,871 0.096 88,154.35 124,905.17 124,905.17 10,267,659.20 79,958.33 12 

Feb-08 919,871 0.096 88,154.35 123,721.29 123,721.29 10,222,712.37 79,958.33 12 

Mar-08 919,871 0.096 88,154.35 146',715.46 146,715.46 10,178,949.41 79,958.33 14 

Apr-08 919,871 0.096 88,154.35 105;649.22 105,649.22 10,112,192.29 79,958.33 10 

May-08 919,871 0.096 88,154.35 120,327.76 120,327.76 10,086,501.40 79,958.33 12 

Jun-08 919,871 0.096 88,154.35 127',432.77 127,432.77 10,046,131.97 79,958.33 12 

Jul-08 919,871 0.096 88,154.35 136;900.39 136,900.39 9,998,657.53 79,958.33 13 

Aug-08 919,871 0.096 88,154.35 118,873.72 118,873.72 9,941,715.48 79,958.33 11 

Sep-08 919,871 0.096 88,154.35 61;135.60 88,154.35 9,902,800.10 79,958.33 8 

Oct-08 919,871 0.096 88,154.35 59,443.48 88,154.35 9,894,604.09 79,958.33 8 

Nov-08 919,871 0.096 88,154.35 70,250.18 88,154.35 9,886,408.07 79,958.33 8 

Dec-08 919,871 0.096 88,154.35 76;543.94 88,154.35 9,87a,212.06 79,958.33 8 

Jan-09 919,871 0.096 88,154.35 82:,155.47 8a, 154.35 9,870,016.04 79,958.33 a: 

Feb-09 919,871 0.096 88,154.35 73:,417.99 88,154.35 9,861,820.03 79,958.33 a: 

Mar-09 919,871 0.096 88,154.35 83:,555.86 88,154.35 9,853,624.02 79,958.33 8: 

Apr-09 919,871 0.096 88,154.35 80;393.75 88,154.35 9,845,428.00 79,958.33 81 

May-09 919,871 0.096 88,154.35 73,487.33 88,154.35 9,837,231.99 79,958.33 81 

Jun-09 919,a71 0.096 a8,154.35 79,969.95 aa,154.35 9,829,035.98 79,958.33 81 

Jul-09 919,871 0.096 88,154.35 91,438.40 91,438.40 9,820,839.96 79,958.33 9

Aug-09 919,871 0.096 88,154.35 83,391.46 88,154.35 9,809,359.90 79,958.33 81 

Sep-09 919,871 0.096 88,154.35 64:,673.19 88,154.35 9,801 '163.88 79,958.33 81 

Oct-09 919,871 0.096 88,154.35 61,433.09 88,154.35 9,792,967.a7 79,958.33 81 

Nov-09 919,871 0.096 88,154.35 71;870.27 88,154.35 9,784,771.86 79,958.33 81 

Dec-09 919,871 0.096 88,154.35 87,133.09 88,154.35 9,776,575.84 79,958.33 8
Caribbean Airport Facilities, Inc. 

Rent and Credits Calculation 

CAF I Contract 

From Inception of Lease to November 30, 2011 

Rent Calculation Credits 

Percentage Determined Available Accrual for Month u 

Month Area Amount Rent Rent Beginning (Interest) 

Sep-04 919,871 0.096 88,154.35 65:274.03 88,154.35 11,722,127.30 79,958.33 BE 

Oct-04 919,871 0.096 88,154.35 68;576.35 B8,154.35 11 '713,931.29 79,95B.33 BE 

Nov-04 919,871 0.096 BB, 154.35 91i766.5B 91 ,766.5B 11,705,735.27 79,95B.33 91 

Dec-04 919,B71 0.096 BB,154.35 aa;810.23 B8,B10.23 11,693,927.03 79,95B.33 BE 

Jan-05 919,871 0.096 BB, 154.35 97,025.B4 97,025.84 11 ,685,075.13 79,95B.33 97 

Feb-05 919,B71 0.096 88,154.35 B2;623.00 BB,154.35 11 ,66B,007.63 79,95B.33 Be 

Mar-05 919,B71 0.096 B8,154.35 96;983.84 96,983.84 11,659,811.61 79,958.33 9€ 

Apr-05 919,871 0.096 88,154.35 70,856.05 BB, 154.35 11,642,786.11 79,958.33 B8 

May-05 919,871 0.096 BB,154.35 73i0B7.98 BB,154.35 11,634,590.10 79,958.33 8B 

Jun-05 919,871 0.096 BB,154.35 73;,596.46 BB,154.35 11 ,626,394.0B 79,958.33 8B 

Jul-05 919,871 0.096 B8,154.35 79,514.44 BB,154.35 11 ,61B, 19B.07 79,95B.33 BB 

Aug-05 919,871 0.096 88,154.35 73;372.64 8B,154.35 11,610,002.06 79,958.33 BB 

Sep-05 919,B71 0.096 BB,154.35 57',091.B7 BB,154.35 11,601 ,B06.04 79,95B.33 BB 

Oct-05 919,B71 0.096 BB,154.35 34;437.50 BB,154.35 11,593,610.03 79,95B.33 BB 

Nov-05 919,B71 0.096 B8,154.35 36i887.B5 88,154.35 11,585,414.01 79,958.33 BB 

Dec-05 919,B71 0.096 BB,154.35 9B\9B6.54 9B,9B6.54 11 ,577,21B.OO 79,95B.33 9B 

Jan-06 919,B71 0.096 BB, 154.35 139i211.10 139,211.10 11 ,55B, 1B9.80 79,95B.33 139 

Feb-06 919,B71 0.096 B8,154.35 120:685.63 120,685.63 11,498,937.03 79,958.33 120 

Mar-06 919,871 0.096 88,154.35 132(650.99 132,650.99 11,458,209.74 79,95B.33 132 

Apr-06 919,B71 0.096 BB,154.35 132:694.54 132,694.54 11,405,517.08 79,95B.33 132

May-06 919,871 0.096 88,154.35 140;314.44 140,314.44 11 ,352,780.B7 79,95B.33 140

Jun-06 919,871 0.096 88,154.35 140i679.06 140,679.06 11,292,424.77 79,95B.33 140

Jul-06 919,871 0.096 B8,154.35 156:750.92 156,750.92 11,231,704.05 79,958.33 156

Aug-06 919,871 0.096 B8,154.35 156:,859.46 156,859.46 11,154,911.46 79,958.33 156

Sep-06 919,871 0.096 88,154.35 10B:618.93 108,618.93 11,078,010.34 79,958.33 108

Oct-06 919,871 0.096 8B,154.35 10B:948.55 108,948.55 11,049,349.74 79,95B.33 108

Nov-06 919,871 0.096 B8,154.35 11B,472.76 11B,472.76 11 ,020,359.52 79,958.33 11B

Dec-06 919,871 0.096 B8,154.35 130:825.43 130,825.43 10,981,845.09 79,95B.33 130

Jan-07 919,B71 0.096 8B,154.35 143;755.43 143,755.43 10,930,977.99 79,95B.33 143

Feb-07 919,871 0.096 B8,154.35 116;877.92 116,877.92 10,867,1B0.89 79,95B.33 116

Mar-07 919,B71 0.096 B8,154.35 152;765.94 152,765.94 1 O,B30,261.31 79,95B.33 152

Apr-07 919,B71 0.096 BB, 154.35 144,4B9.75 144,489.75 10,757,453.70 79,958.33 144
Basic Rent 

Month Area I Rate ·1 

Jan-02 919,871 0.096 

Feb-02 919,871 0.096 

Mar-02 919,871 0.096 

Apr-02 919,871 0.096 

May-02 919,871 0.096 

Jun-02 919,871 0.096 

Jul-02 919,871 0.096 

Aug-02 919,871 0.096 

Sep-02 919,871 0.096 

Oct-02 919,871 0.096 

Nov-02 919,871 0.096 

Dec-02 919,871 0.096 

Jan-03 919,871 0.096 

Feb-03 919,871 0.096 

Mar-03 919,871 0.096 

Apr-03 919,871 0.096 

May-03 919,871 0.096 

Jun-03 919,871 0.096 

Jul-03 919,871 0.096 

Aug-03 919,871 0.096 

Sep-03 919,871 0.096 

Oct-03 919,871 0.096 

Nov-03 919,871 0.096 

Dec-03 919,871 0.096 

Jan-04 919,871 0.096 

Feb-04 919,871 0.096 

Mar-04 919,871 0.096 

Apr-04 919,871 0.096 

May-04 919,871 0.096 

Jun-04 919,871 0.096 

Jul-04 919,871 0.096 

Aug-04 919,871 0.096 

Caribbean Airport Facilities, Inc. 

Rent and Credits Calculation 

CAF I Contract 

From Inception of Lease to November 30, 2011 

Rent Calculation Credits 

J Percentage I Determined Available I Accrual for Month I 

Amount I Rent Rent Beginning (Interest) 

88,154.35 120,836.68 120,836.68 949,581.11 119,430.35 

88,154.35 112~676.73 112,676.73 948,174.78 119,430.35 

88,154.35 1231,924.38 123,924.38 954,928.40 119,430.35 

88,154.35 102;628.57 102,628.57 950,434.37 119,430.35 

88,154.35 92\747.41 92,747.41 967,236.14 119,430.35 

88,154.35 921,969.62 92,969.62 993,919.08 119,430.35 

88,154.35 100~316.88 100,316.88 1,020,379.81 119,430.35 

88,154.35 92\020.60 92,020.60 1,039,493.27. 119,430.35 

88,154.35 67,820.64 88,154.35 1,066,903.02 119,430.35 

88,154.35 72i057.42 88,154.35 1,098,179.02 119,430.35 

88,154.35 79~062.36 88,154.35 1,129,455.02 119,430.35 

88,154.35 91;456.72 91,456.72 1,160,731.02 119,430.35 

88,154.35 90,796.29 90,796.29 1 '188,704.66 119,430.35 

88,154.35 79',209.08 88,154.35 1,217,338.71 119,430.35 

88,154.35 90,447.72 90,447.72 1 ,248,614. 71 119,430.35 

88,154.35 80,188.69 88,154.35 1,277,597.34 119,430.35 

88,154.35 76,670.56 88,154.35 1,308,873.34 119,430.35 

88,154.35 75,885.44 88,154.35 1,340,149.34 119,430.35 

88,154.35 85,230.11 88,154.35 1 ,371,425.34 119,430.35 

88,154.35 81 ;723.00 88,154.35 1 ,402, 701.34 119,430.35 

88,154.35 59;173.16 88,154.35 1,433,977.34 119,430.35 

88,154.35 63,957.36 88,154.35 1 ,465,253.34 119,430.35 

88,154.35 79';976.39 88,154.35 1 ,496,529.34 119,430.35 

88,154.35 86;337.52 88,154.35 1,527,805.34 119,430.35 

88,154.35 94!779.33 94,779.33 1,559,081.34 119,430.35 

88,154.35 84!493.60 88,154.35 1,583,732.36 119,430.35 

88,154.35 89;834.66 89,834.66 1,615,008.36 119,430.35 

88,154.35 93!794.63 93,794.63 1,644,604.04 119,430.35 

88,154.35 961881.12 96,881.12 1,670,239.76 119,430.35 

88,154.35 103i919.42 103,919.42 11 '792,788.99 79,958.33 

88,154.35 107:174.83 107,174.83 11,768,827.90 79,958.33 

88,154.35 99;442.43 99,442.43 11,741,611.40 79,958.33 

L 

I 

121 

11: 

12: 

10: 

9: 

9: 

10( 

9: 

8f 

BE 

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91 

9( 

8E 

9C 

88 

88 

88 

88 

88 

88 

88 

88 

88 

94 

88 

89 

93 

96 

103

107

99
Caribbean Airport Facilities, Inc. 

Rent and Credits Calculation 

CAF I Contract 

From Inception of Lease to November 30, 2011 

Rent Calculation Credits 

Percentage Determined Available Accrual for Month 

Month Area Rent Rent Beginning (Interest) 

May-99 919,871 0.080 73,589.72 113,610.70 113,610.70 1,326,088.73 104,865.72 11 

Jun-99 919,871 0.080 73,589.72 110,518.31 110,518.31 1,317,343.74 104,865.72 11 

Jul-99 919,871 0.080 73,589.72 125,132.45 125,132.45 1,311,691.15 104,865.72 12 

Aug-99 919,871 0.080 73,589.72 107,842.30 107,842.30 1 ,291 ,424.42 104,865.72 10 

Sep-99 919,871 0.096 88,154.35 93,029.84 93,029.84 1,288,447.84 119,430.35 9 

Oct-99 919,871 0.096 88,154.35 105,937.16 105,937.16 1 ,314,848.35 119,430.35 10 

Nov-99 919,871 0.096 88,154.35 136,880.85 136,880.85 1,328,341.53 119,430.35 13 

Dec-99 919,871 0.096 88,154.35 136,045.11 136,045.11 1 ,310,891.03 119,430.35 13 

Jan-00 919,871 0.096 88,154.35 145,661.84 145,661.84 1,294,276.27 119,430.35 14 

Feb-00 919,871 0.096 88,154.35 133,121.22 133,121.22 1,268,044.77 119,430.35 13 

Mar-00 919,871 0.096 88,154.35 144,156.27 144,156.27 1,254,353.90 119,430.35 14· 

Apr-00 919,871 0.096 88,154.35 153',231.57 153,231.57 1,229,627.97 119,430.35 15: 

May-00 919,871 0.096 88,154.35 128,472.88 128,472.88 1,195,826.75 119,430.35 121 

Jun-00 919,871 0.096 88,154.35 132,586.01 132,586.01 1,186,784.22 119,430.35 13: 

Jul-00 919,871 0.096 88,154.35 137,722.40 137,722.40 1,173,628.56 119,430.35 13' 

Aug-00 919,871 0.096 88,154.35 124,468.50 124,468.50 1,155,336.51 119,430.35 12• 

Sep-00 919,871 0.096 88,154.35 113,031.30 113,031.30 1,150,298.36 119,430.35 11: 

Oct-00 919,871 0.096 88,154.35 121,044.93 121,044.93 1,156,697.41 119,430.35 12' 

Nov-00 919,871 0.096 88,154.35 132,708.85 132,708.85 1 '155,082.82 119,430.35 13: 

Dec-00 919,871 0.096 88,154.35 155,850.98 155,850.98 1,141,804.32 119,430.35 151 

Jan-01 919,871 0.096 88,154.35 155,482.90 155,482.90 1 '1 05,383.69 119,430.35 151 

Feb-01 919,871 0.096 88,154.35 156,206.94 156,206.94 1,069,331.14 119,430.35 15E 

Mar-01 919,871 0.096 88,154.35 175,610.35 175,610.35 1,032,554.55 119,430.35 17E 

Apr-01 919,871 0.096 88,154.35 166,558.47 166,558.47 976,374.55 119,430.35 16E 

May-01 919,871 0.096 88,154.35 138,970.33 138,970.33 929,246.42 119,430.35 13E 

Jun-01 919,B71 0.096 88,154.35 144,141.86 144,141.B6 909,706.44 119,430.35 14<

Jul-01 919,B71 0.096 B8,154.35 140,409.46 140,409.46 B84,994.93 119,430.35 14( 

Aug-01 919,871 0.096 88,154.35 124,494.73 124,494.73 864,015.82 119,430.35 12<1 

Sep-01 919,871 0.096 88,154.35 79,996.80 8B,154.35 858,951.44 119,430.35 BE 

Oct-01 919,B71 0.096 88,154.35 76,431.73 BB,154.35 B90,227.44 119,430.35 BE 

Nov-01 919,871 0.096 88,154.35 94,819.10 94,819.10 921,503.44 119,430.35 94 

Dec-01 919,871 0.096 88,154.35 115,963.92 115,963.92 946,114.69 119,430.35 115 
Caribbean Airport Facilities, Inc. 

Rent and Credits Calculation 

CAF I Contract 

From Inception of Lease to November 30, 2011 

Rent Calculation Credits 

Percehtage Determined Available Accrual for Month 

Month Area Amount Rent Rent Beginning (Interest) 

Sep-96 919,871 0.080 73,589.72 55,034.78 73,589.72 939,382.68 104,865.72 7 

Oct-96 919,871 0.080 73,589.72 65,161.88 73,589.72 970,658.68 104,865.72 7 

Nov-96 919,871 0.080 73,589.72 75,954.71 75,954.71 1,001,934.68 104,865.72 7 

Dec-96 919,871 0.080 73,589.72 96,065.10 96,065.10 1 ,030,845.68 104,865.72 9 

Jan-97 919,871 0.080 73,589.72 94,864.88 94,864.88 1,039,646.30 104,865.72 9 

Feb-97 919,871 0.080 73,589.72 88,,355.30 88,355.30 1,049,647.14 104,865.72 8 

Mar-97 919,871 0.080 73,589.72 95,060.64 95,060.64 1,066,157.55 104,865.72 9 

Apr-97 919,871 0.080 73,589.72 94,067.80 94,067.80 1,075,962.62 104,865.72 g. 

May-97 919,871 0.080 73,589.72 90.,734.24 90,734.24 1,086,760.54 104,865.72 91 

Jun-97 919,871 0.080 73,589.72 93,461.80 93,461.80 1 '1 00,892.01 104,865.72 9: 

Jul-97 919,871 0.080 73,589.72 107,549.98 107,549.98 1,112,295.93 104,865.72 1 o· 

Aug-97 919,871 0.080 73,589.72 1 01;,568.07 101,568.07 1,109,611.66 104,865.72 1 o· 

Sep-97 919,871 0.080 73,589.72 73,654.98 73,654.98 1,112,909.30 104,865.72 7: 

Oct-97 919,871 0.080 73,589.72 83,131.06 83,131.06 1,144,120.04 104,865.72 a: 

Nov-97 919,871 0.080 73,589.72 99,244.19 99,244.19 1 '165,854.69 104,865.72 9£ 

Dec-97 919,871 0.080 73,589.72 103,735.64 103,735.64 1,171,476.21 104,865.72 10: 

Jan-98 919,871 0.080 73,589.72 108,103.93 108,103.93 1,172,606.29 104,865.72 10E 

Feb-98 919,871 0.080 73,589.72 84,606.82 84,606.82 1,169,368.08 104,865.72 8.<1 

Mar-98 919,871 0.080 73,589.72 9t,645.09 91,645.09 1,189,626.97 104,865.72 91 

Apr-98 919,871 0.080 73,589.72 85,880.97 85,880.97 1,202,847.60 104,865.72 BE 

May-98 919,871 0.080 73,589.72 86,691.61 86,691.61 1,221,832.36 104,865.72 8e 

Jun-98 919,871 0.080 73,589.72 86,047.04 86,047.04 1,240,006.46 104,865.72 86 

Jul-98 919,871 0.080 73,589.72 25,461.60 73,589.72 1,258,825.14 99,051.32 73 

Aug-98 919,871 0.080 73,589.72 M,479.10 84,479.10 1,284,286.75 104,865.72 84 

Sep-98 919,871 0.080 73,589.72 65,677.71 73,589.72 1 ,304,673.36 104,865.72 73 

Oct-98 919,871 0.080 73,589.72 89,927.95 89,927.95 1,335,949.36 104,865.72 89 

Nov-98 919,871 0.080 73,589.72 92,532.63 92,532.63 1,350,887.12 104,865.72 92 

Dec-98 919,871 0.080 73,589.72 1 04',345.03 104,345.03 1,363,220.21 104,865.72 104 

Jan-99 919,871 0.080 73,589.72 114,743.81 114,743.81 1,363,740.90 104,865.72 114 

Feb-99 919,871 0.080 73,589.72 106,463.09 106,463.09 1 ,353,862.80 104,865.72 106 

Mar-99 919,871 0.080 73,589.72 117,138.41 117,138.41 1,352,265.43 104,865.72 117 

Apr-99 919,871 0.080 73,589.72 118,769.72 118,769.72 1,339,992.74 104,865.72 118 
Month Area I 

Jan-94 919,871 

Feb-94 919,871 

Mar-94 919,871 

Apr-94 919,871 

May-94 919,871 

Jun-94 919,871 

Jul-94 919,871 

Aug-94 919,871 

Sep-94 919,871 

Oct-94 919,871 

Nov-94 919,871 

Dec-94 919,871 

Jan-95 919,871 

Feb-95 919,871 

Mar-95 919,871 

Apr-95 919,871 

May-95 919,871 

Jun-95 919,871 

Jul-95 919,871 

Aug-95 919,871 

Sep-95 919,871 

Oct-95 919,871 

Nov-95 919,871 

Dec-95 919,871 

Jan-96 919,871 

Feb-96 919,871 

Mar-96 919,871 

Apr-96 919,871 

May-96 919,871 

Jun-96 919,871 

Jul-96 919,871 

Aug-96 919,871 

Caribbean Airport Facilities, Inc. 

Rent and Credits Calculation 

CAF I Contract 

From Inception of Lease to November 30, 2011 

Rent Calculation Credits 

Basic Rent · I Percentage I Determined Available I Accrual for Month I 

Rate I Amount I Rent Rent Beginning (Interest) 

0.067 61,324.76 10,501.12 61,324.76 484,632.94 71,825.88 

0.067 61,324.76 10,501.12 61,324.76 495,134.06 71,825.88 

0.067 61,324.76 10,778.65 61,324.76 505,635.19 72,103.42 

0.067 61,324.76 1q,778.65 61,324.76 516,413.84 72,103.42 

0.067 61,324.76 10,778.65 61 ,324.76 527,192.49 72,103.42 

0.067 61,324.76 10,778.65 61,324.76 537,971.15 72,103.42 

0.067 61,324.76 10,778.65 61,324.76 548,749.80 72,103.42 

0.067 61,324.76 10,778.65 61,324.76 559,528.45 72,103.42 

0.080 73,589.72 10,778.65 73,589.72 570,307.11 84,368.37 

0.080 73,589.72 10,778.65 73,589.72 581,085.76 84,368.37 

0.080 73,589.72 10,778.65 73,589.72 591,864.41 84,368.37 

0.080 73,589.72 10,778.65 73,589.72 602,643.07 84,368.37 

0.080 73,589.72 1d,778.65 73,589.72 613,421.72 84,368.37 

0.080 73,589.72 10,778.65 73,589.72 624,200.37 84,368.37 

0.080 73,589.72 12,455.50 73,589.72 634,979.03 86,045.22 

0.080 73,589.72 12,455.50 73,589.72 647,434.53 86,045.22 

0.080 73,589.72 1~,455.50 73,589.72 659,890.03 86,045.22 

0.080 73,589.72 12,455.50 73,589.72 672,345.54 86,045.22 

0.080 73,589.72 12,455.50 73,589.72 684,801.04 86,045.22 

0.080 73,589.72 12,455.50 73,589.72 697,256.54 86,045.22 

0.080 73,589.72 12,455.50 73,589.72 709,712.05 86,045.22 

0.080 73,589.72 12,455.50 73,589,72 722,167.55 86,045.22 

0.080 73,589.72 12,455.50 73,589.72 734,623.05 86,045.22 

0.080 73,589.72 12,,455.50 73,589.72 747,078.56 86,045.22 

0.080 73,589.72 89,860.63 89,860.63 759,534.06 104,865.72 

0.080 73,589.72 79,795.41 79,795.41 774,539.15 104,865.72 

0.080 73,589.72 9d,536.29 90,536.29 799,609.45 104,865.72 

0.080 73,589.72 80,486.75 80,486.75 813,938.88 104,865.72 

0.080 73,589.72 7t,332.68 73,589.72 838,317.84 104,865.72 

0.080 73,589.72 80,666.10 80,666.10 869,593.84 104,865.72 

0.080 73,589.72 87,515.97 87,515.97 893,793.45 104,865.72 

0.080 73,589.72 76,626.24 76,626.24 911,143.20 104,865.72 

f 

E 

E 

E 

E 

E 

6 

6 

7 

7 

7 

7 

7 

7 

7: 

7: 

7: 

7: 

7

7~ 

7~ 

7~ 

7~ 

72 

8£ 

7£ 

90 

80 

73 

80 

87 

76 
Basic Rent 

Month Area I Rate I 

May-91 919,871 0.067 

Jun-91 919,871 0.067 

Jul-91 919,871 0.067 

Aug-91 919,871 0.067 .. 

Sep-91 919,871 0.067 

Oct-91 919,871 0.067 

Nov-91 919,871 0.067 

Dec-91 919,871 0.067 

Jan-92 919,871 0.067 

Feb-92 919,871 0.067 

Mar-92 919,871 0.067 

Apr-92 919,871 0.067 

May-92 919,871 0.067 

Jun-92 919,871 0.067 

Jul-92 919,871 0.067 

Aug-92 919,871 0.067 

Sep-92 919,871 0.067 

Oct-92 919,871 0.067 

Nov-92 919,871 0.067 

Dec-92 919,871 0.067 

Jan-93 919,871 0.067 

Feb-93 919,871 0.067 

Mar-93 919,871 0.067 

Apr-93 919,871 0.067 

May-93 919,871 0.067 

Jun-93 919,871 0.067 

Jul-93 919,871 0.067 

Aug-93 919,871 0.067 

Sep-93 919,871 0.067 

Oct-93 919,871 0.067 

Nov-93 919,871 0.067 

Dec-93 919,871 0.067 

Caribbean Airport Facilities, Inc. 

Rent and Credits Calculation 

CAF I Contract 

From Inception of Lease to November 30, 2011 

Rent Calculation Credits 

I Percentage I Determined Available I Accrual for Month 1 

Amount I Rent Rent Beginning (Interest) 

61,324.76 5,436.60 61,324.76 220,494.53 66,761.37 

61,324.76 5,436.60 61,324.76 225,931.14 66,761.37 

61,324.76 5,436.60 61,324.76 231,367.74 66,761.37 

61,324.76 5,436.60 61,324.76 236,804.34 66,761.37 

61,324.76 5,436.60 61,324.76 242,240.95 66,761.37 

61,324.76 5,436.60 61,324.76 247,677.55 66,761.37 

61,324.76 5,436.60 61,324.76 253,114.15 66,761.37 

61,324.76 5,436.60 61,324.76 258,550.76 66,761.37 

61,324.76 5,436.60 61,324.76 263,987.36 66,761.37 

61,324.76 5,436.60 61,324.76 269,423.96 66,761.37 

61,324.76 8,730.10 61,324.76 274,860.57 70,054.86 

61,324.76 8,730.10 61,324.76 283,590.66 70,054.86 

61,324.76 8,730.10 61,324.76 292,320.76 70,054.86 

61,324.76 8,730.10 61,324.76 301,050.86 70,054.86 

61,324.76 8,730.10 61,324.76 309,780.96 70,054.86 

61,324.76 8,730.10 61,324.76 318,511.05 70,054.86 

61,324.76 8,730.10 61,324.76 327,241.15 70,054.86 

61,324.76 8,730.10 61,324.76 335,971.25 70,054.86 

61,324.76 8,730.10 61,324.76 344,701.35 70,054.86 

61,324.76 8.,730.10 61,324.76 353,431.44 70,054.86 

61,324.76 8,730.10 61,324.76 362,161.54 70,054.86 

61,324.76 8,730.10 61,324.76 370,891.64 70,054.86 

61,324.76 10,501.12 61,324.76 379,621.74 71,825.88 

61,324.76 10,501.12 61,324.76 390,122.86 71,825.88 

61,324.76 10,501.12 61,324.76 400,623.98 71,825.88. 

61,324.76 10,501.12 61,324.76 411 '125.1 0 71,825.88 

61,324.76 10,501.12 61,324.76 421,626.22 71,825.88 

61,324.76 10,501.12 61,324.76 432,127.34 71,825.88 

61,324.76 10,501.12 61,324.76 442,628.46 71,825.88 

61,324.76 10,501.12 61,324.76 453,129.58 71,825.88 

61,324.76 10,501.12 61,324.76 463,630.70 71,825.88 

61,324.76 10,501.12 61,324.76 474,131.82 71,825.88 

l 

6 

6 

6 

6 

6 

6 

6 

6· 

6' 

6· 

6' 

6' 

6' 

6~. 

61 

61 

61 

61 

61 

61 

61 

61 

61 

61 

61 

61 

61 

61 

61 

61 

61 

61 
Basic Rent 

Month Area I Rate I 

Sep-88 919,871 $0.067 $ 

Oct-88 919,871 0.067 

Nov-88 919,871 0.067 

Dec~88 919,871 0.067 

Jan-89 919,871 0.067 

Feb-89 919,871 0.067 

Mar-89 919,871 0.067 

Apr-89 919,871 0.067 

May-89 919,871 0.067 

Jun-89 919,871 0.067 

Jul-89 919,871 0.067 

Aug-89 919,871 0.067 

Sep-89 919,871 0.067 

Oct-89 919,871 0.067 

Nov-89 919,871 0.067 

Dec-89 919,871 0.067 

Jan-90 919,871 0.067 

Feb-90 919,871 0.067 

Mar-90 919,871 0.067 

Apr-90 919,871 0.067 

May-90 919,871 0.067 

Jun-90 919,871 0.067 

Jul-90 919,871 0.067 

Aug-90 919,871 0.067 

Sep-90 919,871 0.067 

Oct-90 919,871 0.067 

Nov-90 919,871 0.067 

Dec-90 919,871 0.067 

Jan-91 919,871 0.067 

Feb-91 919,871 0.067 

Mar-91 919,871 0.067 

Apr-91 919,871 0.067 

Caribbean Airport Facilities, Inc. 

Rent and Credits Calculation 

CAF I Contract 

From Inception of Lease to November 30, 2011 

Rent Calculation Credits 

I Percentage I Determined Available I Accrual for Month I 

Amount I Rent Rent Beginning (Interest) 

61,324.76 $ 4,909.88 $ 61,324.76 $ $ 66,234.65 

61,324.76 4',909.88 61,324.76 4,909.88 66,234.65 

61,324.76 4,909.88 61,324.76 9,819.76 66,234.65 

61,324.76 4,909.88 61,324.76 14,729.65 66,234.65 

61,324.76 4,909.88 61,324.76 19,639.53 66,234.65 

61,324.76 4',909.88 61,324.76 24,549.41 66,234.65 

61,324.76 8',223.75 61,324.76 29,459.30 69,548.52 

61,324.76 8,223.75 61,324.76 37,683.05 69,548.52 

61,324.76 8,223.75 61,324.76 45,906.80 69,548.52 

61,324.76 8,223.75 61,324.76 54,130.55 69,548.52 

61,324.76 8',223.75 61,324.76 62,354.31 69,548.52 

61,324.76 8,223.75 61,324.76 70,578.06 69,548.52 

61,324.76 8,223.75 61,324.76 78,801.81 69,548.52 

61,324.76 8,223.75 61,324.76 87,025.56 69,548.52 

61,324.76 8•,223.75 61,324.76 95,249.32 69,548.52 

61,324.76 8,223.75 61,324.76 103,473.07 69,548.52 

61,324.76 8~223.75 61,324.76 111,696.82 69,548.52 

61,324.76 8;223.75 61,324.76 119,920.57 69,548.52 

61,324.76 6;789.75 61,324.76 128,144.33 68,114.51 

61,324.76 6,789.75 61,324.76 134,934.08 68,114.51 

61,324.76 6~789;75 61,324.76 141,723.83 68,114.51 

61,324.76 6;789.75 61,324.76 148,513.58 68,114.51 

61,324.76 6;789.75 61,324.76 155,303.33 68,114.51 

61,324.76 6;789.75 61,324.76 162,093.08 68,114.51 

61,324.76 6;789.75 61,324.76 168,882.83 68,114.51 

61,324.76 6;789.75 61,324.76 175,672.58 68,114.51 

61,324.76 6:789.75 61,324.76 182,462.33 68,114.51 

61,324.76 6:789.75 61,324.76 189,252.08 68,114.51 

61,324.76 6!789.75 61,324.76 196,041.83 68,114.51 

61,324.76 6i789.75 61,324.76 202,831.58 68,114.51 

61,324.76 5;436.60 61,324.76 209,621.33 66,761.37 

61,324.76 5,436.60 61,324.76 215,057.93 66,761.37 

$E 

E 

E 

€ 

6 

6 

6 

6 

6 

6 

6 

6 

6 

6 

6' 

6· 

6' 

6

6

61 

61 

61 

61 

61 

61 

61 

61 

61 

61 

61 

61 

61