EX-101 INSTANCE DOCUMENT

Exhibit 10.7

SEVENTH AMENDMENT

to the

COMPOSITE LEASE AGREEMENT

By and Between

MEMPHIS-SHELBY COUNTY AIRPORT AUTHORITY

and

FEDERAL EXPRESS CORPORATION

Effective as of April 1, 2016

SEVENTH AMENDMENT TO THE COMPOSITE LEASE AGREEMENT

This SEVENTH Amendment is made and entered into as of the 1st day of June 2016, by and between MEMPHIS-SHELBY COUNTY AIRPORT AUTHORITY (herein referred to as “Authority”), a body politic and corporate, organized and existing under the laws of the State of Tennessee, and FEDERAL EXPRESS CORPORATION (herein referred to as “Tenant”), a corporation duly organized and existing under the laws of the State of Delaware.

W I T N E S S E T H:

WHEREAS Authority and Tenant executed an instrument entitled “Composite Lease Agreement” with an effective date of January 1, 2007 (that instrument, as previously amended by First Amendment to the Composite Lease Agreement intended to be effective as of September 1, 2008; by Second Amendment to the Composite Lease Agreement intended to be effective as of June 1, 2009; by Third Amendment to the Composite Lease Agreement intended to be effective as of July 1, 2009; by Fourth Amendment to the Composite Lease Agreement intended to be effective as of December 15, 2011; by Fifth Amendment to the Composite Lease Agreement intended to be effective as of January 1, 2013; by Sixth Amendment to the Composite Lease Agreement intended to be effective as of July 1, 2014; collectively referred to herein as the “Composite Lease Agreement”);

WHEREAS Authority and Tenant intended the Composite Lease Agreement to represent each of 23 separate lease agreements between the parties (later increased to 26) and showed the differences among the 23 (later 26 leases) by attaching to the Composite Lease Agreement as Exhibit A, a schedule that identified each parcel of real property Authority leased to Tenant, the portion of the Term (as defined in the Composite Lease Agreement) during which the lease of each parcel will be in effect, and the rent that Tenant pays to Authority for each parcel; and

WHEREAS the parties entered into a Special Facility Ground Lease Agreement dated July 1, 1993, and as amended by First Amendment dated September 1, 2008, and a Special Facility Lease Agreement dated July 1, 1993, in conjunction with the issuance of Special Facilities Revenue Bonds, Series 1993 (“Series 1993 Bonds”), to finance the construction, installation, renovation, and remodeling of the building known as the Corporate Hangar and the buildings known as Hangars 11 and 12; and

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WHEREAS the Series 1993 Bonds will be paid in full and retired on or before the effective date of this SEVENTH Amendment, and the Special Facility Ground Lease Agreement and the Special Facility Lease Agreement will terminate upon retirement of the Series 1993 Bonds; and

WHEREAS the parties wish to amend the Composite Lease Agreement to add a parcel of land to be used for but not limited to parking effective as of April 1, 2016.

NOW, THEREFORE, for and in consideration of the promises, covenants and agreements hereinafter contained to be kept and performed by the parties hereto and upon the provisions and conditions hereinafter set forth, Authority and Tenant do hereby covenant and agree as follows:

SECTION 1. Definitions. Except as otherwise provided herein, and unless the context shall clearly require otherwise, all words and terms used in this SEVENTH Amendment that are defined in the Composite Lease Agreement, the Special Facility Ground Lease Agreement and the Special Facility Lease Agreement shall have the respective meanings given to them in each agreement for all purposes of this SEVENTH Amendment.

SECTION 2. Modification of Composite Lease and Applicable Rent. The parties amend the Composite Lease Agreement to reflect the addition of Parcel 29, as described in the attached description, and all improvements constructed on Parcel 29 prior to the effective date of this Amendment which is approximately 29,174 square feet, the parties incorporate the attached descriptions of Parcel 29, to be part of Exhibit “A” to the Composite Lease Agreement and the parties substitute the table attached to this Amendment for the table included as part of Exhibit “A” to the Composite Lease Agreement. The substitution of that table will accomplish the following:

(a) Effective as of April 1, 2016 the annual rent will be increased by an amount equal to the product achieved by multiplying the combined area of the improved land (i.e., 29,174 square feet) by $ 0.2077 per square foot of additional area footprint.

(b) The rent, as adjusted in accordance with the foregoing, will continue to be subject to adjustment in accordance with the terms of Section 2.03(a)(i) of the Composite Lease Agreement

SECTION 3. Remainder of Composite Lease in Effect. All other terms, provisions, conditions, covenants and agreements of the Composite Lease shall continue in full force and effect.

SECTION 4. Effective Dates of this SEVENTH Amendment. This SEVENTH Amendment shall become effective as of April 1, 2016.

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IN WITNESS WHEREOF, the parties have caused their duly authorized representatives to execute this SEVENTH Amendment to the Composite Lease Agreement.

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[DIAGRAM]

Description of Lease Parcel

Description of a ground lease area being a portion of the Memphis-Shelby County Airport Authority Property as recorded in Special Warranty Deed F5-5925, Parcel 1, said ground lease area being located south of Democrat Road and west of the former T.A.N.G. property and more particularly described by metes and bounds as follows:

BEGINNING at the northwest corner of the former T.A.N.G. Supplemental Agreement No. 5, said northwest corner being located in the south right-of-way line of Democrat Road (100’ right-of-way, 60’ from centerline) and being located South 89 degrees 11 minutes 03 seconds East, a distance of 1362.75 feet along the south right-of-way line of Democrat Road from a right-of-way corner in which the rightof-way of Democrat Road changes from a 200 foot right-of-way to a 100 foot right-of-way, said right of way corner being N00°40’37”E, 39.20’ from a found right-of-way concrete marker; thence departing from said south right-of-way line of Democrat Road and with a portion of the west line of said former T.A.N.G. Supplemental Agreement No. 5, South 02 degrees 17 minutes 08 seconds West a distance of 322.96 feet to the most northerly northeast corner of Lease Parcel 4; thence with a portion of the north line of said Parcel 4, South 66 degrees 23 minutes 23 seconds West a distance of 89.62 feet to a point; thence departing from said north line, North 00 degrees 50 minutes 00 seconds East a distance 359.92 feet to a point on said south right-of-way line of Democrat Road; thence with a portion of said south right-of-way line, South 89 degrees 11 minutes 03 seconds East a distance of 89.77 feet to the TRUE POINT OF BEGINNING and containing 29,174 square feet or 0.67 acres, more or less.

APPROVED:

            MSCAA

            FEDEX