<table><tr><th>From:</th><th>Jessica Soojian</th></tr><tr><td>Sent:</td><td>Thursday, April 18, 2013 3:19 PM</td></tr><tr><td>To:</td><td>Ada Clapp</td></tr><tr><td>Cc:</td><td>Alan S Halperin; Eileen Alexanderson; Jeffrey Epstein (jeevacation@gmail.com)</td></tr><tr><td>Subject:</td><td>Re: Release &amp; Indemnification Agreement-2006 Trust</td></tr></table>

Hi Ada--I relayed our approval shortly after the last draft was sent. Shall I resend my email to Elyse? Best regards, Jessica

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Jessica D. Soojian j Associate

Paul, Weiss, Rifkind, Wharton & Garrison LLP

1285 Avenue of the Americas I New York, NY 10019-6064

www.paulweiss.com <http://www.paulweiss.com/>

From: "Ada Clapp" <blackened out>
To: Alan S Halperin/PaulWeiss@PaulWeiss
Cc: "Eileen Alexanderson" <blackened out> "Jeffrey Epstein (jeevacation@gmail.com)" <jeevacation@gmail.com>, Jessica Soojian/PaulWeiss@PAULWEISS
Date: 04/18/2013 11:16 AM
Subject: Re: Release & Indemnification Agreement-2006 Trust

Hi Alan,

Did you have your questions answered and have you now signed off on the last version of the Release & Indemnification Agreement Elyse circulated for the 2006 Trust?

The last version I saw was on 4/15 (sent 4:50 PM).

Best regards,

Ada Clapp
Black Family Partners
c/o Apollo Management
9 W 57th Street
New York NY 10019
phone
email:

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On Apr 15, 2013, at 8:36 AM, Alan S Halperin > wrote:

Thanks. We have several (minor) comments:

1. My recollection is that the trust holds LBF Family Holdings which, in turn, owns an interest in Black Family Partners. Was there any activity at the Holdings level?

2. The document records that statements are being attached for Black Family Partners since 2006. Please recall, however, that this partnership was not created until 2007.

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## Alan S. Halperin I Partner

## Alan S. Halperin I Partner (cont.)

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From: "Eileen Alexanderson"
To: "Jeffrey Epstein (jeevacation@gmail.com <mailto:jeevacation@gmail.com>)" <jeevacation@gmail.com <mailto:jeevacation@gmail.com>>
Date: 04/15/2013 08:14 AM
Subject: FW: Release & Indemnification Agreement

From: Kirschner, Elyse [mailto:
Sent: Sunday, April 14, 2013 10:41AM
To: Eileen Alexanderson
Subject: RE: Release & Indemnification Agreement

Hi Eileen,

Attached is the final version of the release for the 2006 trust. It incorporates the comments from Ada and Alan, as well as a few additional changes I just made. I am also attaching a redlined version to highlight the changes I made.

Please let me know if you have any questions.

Thanks,

Elyse

Elyse G. Kirschner | Partner
McDermott Will & Emery LLP | 340 Madison Avenue, New York, NY 10173
| www.mwe.com
<http://www.mwe.com/>

## Alan S. Halperin I Partner (cont.)

From: Eileen Alexanderson [mailto

]

Sent: Wednesday, April 10, 2013 9:40 AM To: Kirschner, Elyse Subject: RE: Release & Indemnification Agreement

Good morning Elyse, do we have final version?
Thanks, Eileen
_________________________________

From: Kirschner, Elyse [mailto:  ]
Sent: Thursday, April 04, 2013 9:21 AM
To: Alan S Halperin
Cc: Ada Clapp; Eileen Alexanderson; Jeffrey Epstein; McCaffrey, Carlyn
Subject: RE: Release & Indemnification Agreement

Hi Alan,

Please see my answers below in red.

Elyse

Elyse G. Kirschner I Partner

McDermott Will & Emery LLP 1340 Madison Avenue, New York, <u>NY 10173</u> www.mwe.com chttp://www.mwe.comh From: Alan S Halperin [mailtolal l Sent: Friday, March 29, 2013 3:14 PM To: Kirschner, Elyse Cc: Ada Clapp; Eileen Alexanderson; Jeffrey Epstein Subject: RE: Release & Indemnification Agreement

Hello Elyse.

The proposed agreement is in good shape. In addition to the comments already circulated, please consider the following:

1. Recitals 12 and 27 are duplicative. Yes. I will delete one of them.

2. As you know, in the trust agreement, at Article IX (A), there are specific provisions governing the settlement of accounts. Should this particular provision be cited in the agreement? OK.

3. The agreement describes the over-distribution. Should we make a cross reference to a schedule showing the calculations, which could be embedded in Schedule.' (Other Pertinent Facts). OK.

4. I appreciate the need to have Debra and the children provide the Trustees with a release and discharge. Do you think it also is appropriate to have them provide an indemnity in light of the following: Leon is providing an indemnity; with

## Alan S. Halperin I Partner (cont.)

one minor exception, no distribution has been made to the other beneficiaries; and the trust instrument itself provides broad indemnity language? On a related issue, should we limit Leon's indemnity to some amount, such as the excess distribution? The trustees may reasonably believe that an indemnification from Leon is good enough. But, in order to discourage any future family controversy, as unlikely as that may be, we think it's a good idea to have each beneficiary indemnify the trustees against any loss attributable to a claim brought by him or her. The scope of Leon's indemnity clause in the agreement is broader than those of Debra and the children.

5. As we discussed in our prior call, the accounting will cover only the transactions of the trust (with attached schedules for BFP), but not those of the GRAT. Do you expect to have a separate release covering the GRAT term? On this issue, I am not troubled if we do not have this separate release. But I wanted to raise the issue for the team. I believe that Tom Turrin will be preparing accountings for the GRATs as well. I think that we should have a separate release covering the GRAT term, just to cover all of the bases.

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Alan S. Halperin | Partner
Paul, Weiss, Rifkind, Wharton & Garrison LLP
1285 Avenue of the Americas | New York, NY 10019-6064

www.paulweiss.com <http://www.paulweiss.com/>

From: "Kirschner, Elyse" ██████████████████████████
To: "Ada Clapp" <██████████████████████████
Cc: "Eileen Alexanderson" <████████████████████████████████████████████████████████████
"Jeffrey Epstein" <jeevacation@gmail.com <mailto:jeevacation@gmail.com> >, Alan S Halperin/PaulWeiss@PaulWeiss
Date: 03/27/2013 09:22 AM
Subject: RE: Release & Indemnification Agreement

These changes are fine. I will input them. But I think we also need to add something about attaching annual financial statements for BFP.

And best of luck in your new role!

Elyse G. Kirschner I Partner McDermott Will & Emery LLP I 340 Madison Avenue, New York, NY 10173

5

## Alan S. Halperin I Partner (cont.)

<http://www.mwe.com/>

From: Ada Clapp (mailto: Sent: Tuesday, March 26, 2013 5:16 PM To: Kirschner, Elyse Cc: Eileen Alexanderson; Jeffrey Epstein; Alan S. Halperin Subject: Release & Indemnification Agreement

Hi Elyse,

Hope that you are well. I started with Leon's family office this week! My new contact information is below.

Attached are a few minor proposed revisions to the Release & Indemnification Agreement. Please do not hesitate to call should you wish to discuss.

Best regards,
Ada Clapp
Black Family Partners
c/o Apollo Management
9 W 57th Street
New <u>York NY 10019</u>
phon
email:

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