<table><tr><th>From:</th><th>jeffrey E. &lt;jeevacation@gmail.com&gt;</th></tr><tr><td>Sent:
To:</td><td>Sunday, November 5, 2017 3:49 PM
David Mitchell</td></tr><tr><td>Subject:</td><td>Re: UPDATE,</td></tr></table>

this should now be easy for us both, =AO. you wil need to provide a detailed budget and=payable list. of who gets paid for what . inventory =AO with back up. profeessional servies with backup. =AO we will cut the checks for the total amount and send to you. =/div>

On Sun, Nov=5, 2017 at 10:37 AM, David Mitchell wrote:

## DEAR STEVE:

## THE MOST IMPORTANT TWO FACTS ARE:

## 1. WE NEED TO CLOSE OUT CONSTRUCTION AND GET A TCO SO THAT BO=H OF US ARE OFF ANY CONSTUCTION GUARANTEE FOR COMPLETION

2. WE MAKE THE FUNDS AVAILABLE FOR THE RESTAURANT WORK THROUG=, AS THERE IS NO OTHER SOURCE OF FUNDING AND EVERY DOLLAR IS ACCOUNTED FOR=IN DETAIL

## PLEASE SEE MY RESPONSE IN CAPS

On 11/4/17, 11:57 AM, "Stephen Hanson" wrote:

## David

Now that you have received funding for 3.5m =80 NET FUNDING SEE BELOW,

Life Hotel, 19 West 31st Street, New York

CREDS Loan as Preferred Equity - Closing Statement

CREDS Gross Loan Proceeds: $3,500,000.00 less a. CREDS Structuring Fee (2.0%) $-70,000.00 b. Legal Fees - MMPS $-20,000.00 c. Tax Advice - KPMG/Marks Paneth $-6,000.0= d. CREDS out of pocket expenses $-5,000.00 e. Delaware LLC Creation & Admin Expenses (2 years) =$-6,000.00 CREDS Net Loan Proceeds $3,393,000.00 add Good Faith Deposit $15,000.00 CREDS Net Net Loan Proceeds $3,408,000.00

## Distribution of Net Net Loan Proceeds

<table><tr><th>Premier Corporate Services</th><th>$420.00</th></tr><tr><td>Premier Corporate Services</td><td>$330.00</td></tr></table>

## Distribution of Net Net Loan Proceeds (cont.)

Total $3,408,000.00

Excess Proceeds $3,236,367.70

# We need to organize how we can complete the hot=l and restaurant open items I can come over to your office on Sunday to rev=ew the below I NEED TO CATCH UP TODAY AND PREPARE FOR THE BANK REVIEW ON M=NDAY SO EVERYONE ELSE CAN GET PAID

I have cc Randy and howie so we can all address=this first point

1/First - we had always agreed once the project=started to be delayed along with AP not being funded a new $800k budget wa= needed for the restaurant-this budget was based from the day of funding -=and with a September opening — which so far neither obviously has =appened

we both had agreed to personally fund the resta=rant with $200k each -this was back before summer when we thought we would=open in late August

Then in September when you where relaying on Ar=ade to fund a bridge loan - and we needed funds to complete time and weath=r sensitive construction items - ie the new roof, sidewalk and other items=-which I funded - we both agreed to fund construction with $200k and where=to be repaid when Arcade funded -

-Arcade walked away from the loan and we where =ever reimbursed

-Then when Crescendo stepped in to advance you =he 3.5mm loan -you advised them that $750k was going to the restaurant - t=is is not correct- why you positioned the proceeds this way is not accurat=

We both need to be reimbursed from the Crescend= hotel loan -my loan is higher then $200k at this point - but reimburse ea=h of us so we can then personally fund the restaurant- as we agreed upon So the hotels additional funding of the restaur=nt is $350 k not $750

THE TOTAL AVAIALBLE FOR THE RESTAURANT IS $700,000, HOWEVER T=IS IS CALCULATED EITHER AS REIMBURSEMENT TO YOU AND I AND THEN RE LOAN OR =OTAL NEW LOAN TO RESTAURANT TO DATE THE RESTAURANT HAS RECIVED AROUND $650,000

ESCROW ACCOUNT HAS $722,000 WHICH IS THE $700,000 STATED ABOV= AND $22,000 FOR ALAN'S REIMBURSMENT FOR PAYROLL LAST WEEK

2/ Still to be addressed - which you have not r=sponded to - is an outline as to the possible shortfall in the restaurant =e could endure from January to April - complete budget sent to you weeks a=o SEE ABOVE PLEASE 3/ I'm told you only are funding the re=taurant $700 k because you subtracted last weeks PR? This is not correct i= addition there are AP items that are not the restaurant responsibility -i- tasting for bankers and loan people LUNCH FOR 3 PEOPLE COULD NOT OF BEEN =HAT MUCH AND IF NEED BE I WILL PERSONALLY PAY FOR THE FOOD COST =AO- the charity event on Monday to promote the hotel I WAS NOT AWARE OF AN= EVENT, UNTIL AFTER THE FACT ,ALSO UNDERSTAND MONDAY'S EVENT GENE=ATED INCOME FOR THE RESTAURANT AND NOT THE HOTEL - we can address th=s at tomorrow's meeting SEE ABOVE PLEASE

# We need to organize how we can complete the hot=l and restaurant open items I can come over to your office on Sunday to rev=ew the below I NEED TO CATCH UP TODAY AND PREPARE FOR THE BANK REVIEW ON M=NDAY SO EVERYONE ELSE CAN GET PAID (cont.)

4/ AP - how these accounts are paid off- follow=ng the AP list you advised lenders would be cured - you need to complete b=fore they lean the hotel- as a few have threatened NO LIENS HAVE EVER BEEN=FILED EVER, AND THAT WAS I NEED TODAY FOR TO MAKE SURE ALL CONSTRUCTION PA=ABLES FOR WORK DONE ARE PAID SEE ABOVE

5/ Construction- Friday's meeting with =kyland seemed to put us on track -issue now is how hard will they push to =omplete in next 2 weeks - we need gary on board -I hear he is waiting for =is payment before he will resume - but we can complete if everyone gets agg=essive and bring trades back to site We need plumbing and Electric punch list items = Chefs are working on their list we will need gary to complete hotels item= -especially items needed for tco GARY IS FULLY AWARE OF FUNDING AND IS ON BOARD<=r> 6/ Speakeasy as skyland pointed out at yesterda='s meeting and we both understood -there is little they need to co=tractually complete in the speakeasy as most items are now change orders g=ing forward Items to complete will be reviewed on Monday wi=h Tara - skyland and gary - your office has still not answered where the =anquette fabric is - for starters AS YOU SAW YESTERDAY, YOUR OFFICE WAS GI=EN THIS INFORMATION 3 TIMES AND HAS CONFIRMED YESTERDAY THAT TWO WEEKS AGO=THEY RECIVED THE SAME Banquets- to be built -Lighting will reviewed with Tara on Monday - -front vestibule landing Bar entire unit Need to address that AC unit in the new area at=bar we developed. $ 7k NOT IN THE BUDGET I BELIEVE BUT WILL CHECK One AP item that needs to ASAP be paid is the s=undproofing- we will need this also in the speakeasy bar

area — WI=L CHECK IF IN BUDGET AND PAYABLES

7/ When will you be in your office on Sunday - =11 come over as you suggested on Friday I WILL HAVE THE ABOVE PRE=ARED SO WE CAN MEET EARLY MONDAY TO GO THROUGH, I NEED TODAY ALONE TO DO T=IS days-speakeasy in As 3 w=eks we need a great outline prior to Monday =80 s hopefully jump start to complete lobby in 10

hopefully we can then try to get some xmas part= business - looking at the hotels occupancy it falls off the cliff after 1=/18 but maybe we can capture some business - this brings me back to the re=taurants operating budget - we need to address a possible winter shortfall=above the $750 k opening budget NEED TO MAKE THE $700,000 WORK SOMEHOW, TH=REIS NO OTHER FUNDING AVAIALBLE

8/. Hotel funding operating funds to be release= on nov 8. We need these funds to stay with hotel as they have vendors put=ing the hotel on COD and as Denise has mentioned - they are almost out of =air wash and we have run out of slippers weeks ago - now that the cold wea=her is here these are essentials I AM AWARE

You can not use these funds for construction AP= OR RESTAURANT OPERATIONS I hear we are $180 k over 45 days with AP and h=ve $300 k closing in on 30 days WILL GO OVER ON

MONDAY

AS YOU KNOW THIS IS NOT UNUSAL AS WE RECEIVE LOCK BOX FUNDING=30 DAYS AFTER IT IS RECIVED Let's also review on Sunday 9/ As you agreed on- you need to pay stacy Gilb=rt so she can resume the accounting process

—What time Sunday??

Sent from my iPad

# We need to organize how we can complete the hot=l and restaurant open items I can come over to your office on Sunday to rev=ew the below I NEED TO CATCH UP TODAY AND PREPARE FOR THE BANK REVIEW ON M=NDAY SO EVERYONE ELSE CAN GET PAID (cont.)

# We need to organize how we can complete the hot=l and restaurant open items I can come over to your office on Sunday to rev=ew the below I NEED TO CATCH UP TODAY AND PREPARE FOR THE BANK REVIEW ON M=NDAY SO EVERYONE ELSE CAN GET PAID (cont.)

## =AO please note

The information contained i= this communication is confidential, may be attorney-client privileged,=may constitute inside information, and is intended only for the use =f the addressee. It is the property of JEE Unauthorized use, disclos=re or copying of this communication or any part thereof is strictly pro=ibited and may be unlawful. If you have received this communication =n error, please notify us immediately by return e-mail or by e-mail to =a href="mailtoieevacation@gmail.com" target="_blank">jeevacation@gmai=.com, and destroy this communication and all copies thereof, inc=uding all attachments. copyright -all rights reserved

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