<table><tr><th>From:</th><th>Noam Chomsky &lt;</th></tr><tr><td>Sent:</td><td>Friday, December 15, 2017 1:53 AM</td></tr><tr><td>To:</td><td>Deborah Pechet Quinan; Valeria Chomsky; Richard Kahn</td></tr><tr><td>Subject:</td><td>Fwd: FW: Carol S. Chomsky Marital Trusts - Distribution</td></tr></table>

What's important is to ask Max to be specific abo=t the documentation he wants, so that we can see if we can proceed expedit=ously.

With regard to your question, item 2 is OK=as long as it clear that the only agreement was that Nick would correct th= mistaken characterizations of expenses in the Bainco reports.

<=>r>

No problem about the list.

- Type: Screenshot of an email header (forwarded message) with extensive black-box redactions over names and addresses.
- Forward marker: "--------- Forwarded message ---------"
- From: [REDACTED] <mailto: [redacted]>
- Date: Thu, Dec 14, 2017 at 7:52 AM
- Subject: FW: [REDACTED] = Marital Trusts - Distribution
- To: multiple recipients (shown as several mailto: entries; addresses and names redacted)
- Top-of-message snippet: "No problem about the list." then salutation addressing three recipients (names redacted)
- Visual notes: many black redaction blocks cover names and email addresses; visible tokens include "mailto:" and a few partial labels (e.g., one recipient label ends with "( ... )" before a redaction).

Dear Noam, Valeria and=Richard,

</=pan>

Please see Max =99s response to the discussion I had with him on Tuesday. He has off=red to make the $150,000 tax distribution but he wants my affirmation on N=am's behalf of the items below. I am prepared to provide the acknowledgements that Max has requested in item 2. I do =ot think item 1 requires an acknowledgement as it is simply a statement of=Max's position which he has now provided in writing.

</=pan>

Please confirm that yo= are in agreement with my agreeing to and acknowledging item 2 and the ite=s set forth therein. As soon as I receive this from you I will proce=d asap to respond to Max in the affirmative and to confirm that he may make the estimated tax payment directly to the =RS. I will also at that time obtain the tax payment voucher from Nic= Nichol's office.

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I have no objection to=Max providing the list of corporate trustees he references in item 3. =AO It can't hurt to see what he is thinking in this regard. =lease let me know if I have your permission to request the list.

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</=pan>

I await your response.=

</=pan>

Thank you,</=>>

Deborah =/span>

</=pan>

Deborah Pechet Qui=an, Esq. LL.M. =A0
Shareholder
Chair, Trusts & E=tates Group
255 State Street,=7th Floor
<https://maps.google.com/?q=255+State+Street,+7th+Floor%C2%A0%7=%C2%A0Boston,+MA+02109&entry=gmail&source=g> <=
href="https://maps.google.com/?q=255+State+Street,+7th+Floor%C2%A0%7C=C2%A0Boston,+MA+02109&entry=gmail
&source=g">| Boston, MA 02109
<https://maps.google=com/?q=255+State+Street,+7th+Floor%C2%A0%7C%C2%A0Boston,+MA+02109&en=ry=gmail&source=g>

Assistant - Jayne

Mahoney:

e-mail:  <mailto:> =A0 | www.riw.com <http://ww=.riw.com/> | BIO <http://www.riw.com/attorney/deborah-pechet=quinan/>

</=pan>

From: Max Kohl=nberg (mailto:com <mailto >) Sent: Thursday, December 14, 2017 6:57 AM To: Deborah Pechet Quinan Subject: Carol S. Chomsky Marital Trusts - Distribution

Deborah -</=>

</=pan>

I'm following =p on our conversation on Tuesday about principal distributions to Noam fro= the Carol S. Chomsky marital trusts. Please consider the following:=u>

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1.=C2 As I stated to you a=d as I now affirm to you in writing, I am certain that in the exercise of =y discretionary power to make distributions of principal from the trusts I'm entitled to inquire into Noam's financ=al circumstances, including (a) the nature and extent of his resources, (b= his sources of income, and (c) his expenditures. In fact, I =99m

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equally certain that my fiduciary duty to Noam requires me to obtain that information so as to adequately address h=s long-term needs and to ensure that the trust is used for his exclusive b=nefit during his lifetime. (I am mindful of the interests of Noam =80 s children, as residuary beneficiaries of the trusts, and of my fiduciary duty to them as well, but as l'=e stated to you previously, my primary concern has been and continues to b= Noam's interests.)

2.=C2 Having previously be=n assured (prior to making tax payments on Noam's behalf at the en= of 2015 and in early 2016) that Noam would engage in a financial planning process with Nick Nichols, and having notified you at the time th=t I did not intend to make any further principal distributions until that =rocess was completed, I informed you on Tuesday that I was not prepared to=make any principal distributions to Noam now. On further reflection, and mindful of Noam's di=tress, I've reconsidered the circumstances and am willing to make =he proposed $150,000 payment to the IRS on his behalf, provided that you w=ll (a) urge Noam to engage in a financial planning process (with Nick Nichols or another financial professional of his choosing), (b)= urge Noam to cooperate in providing some information to me about his=financial resources, income and expenses (to a degree mutually acceptable). and (c) impress upon Noam the fact that though I am now making another tax payment from the trust on his beha=f, I do so with no intention of making further distributions of principal =nless he completes the financial planning and disclosure process that was =greed upon in 2015.

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3.=C2 Lastly, with respect=to my trusteeship, I have suggested to Harry Chomsky that I prepare a shor= list of qualified, professional trustees for his consideration and for Noam's. It is my hope that one of those cand=dates would be acceptable to Harry and to Noam (with your recommendation).=This seems to me a good approach, given that Harry has unequivocally decla=ed his unwillingness to appoint Rich Kahn as my successor. Needless to say, if you'd like to suggest a=other approach to finding a successor to me I will be glad to discuss it w=th Harry.

If you are in agreemen= with the points set out above, please reply acknowledging each of them an= please also affirm that (as was the case with respect to the 2015 and 201= tax payments) you have no objection to my direct payment of funds to the IRS, as an expedient and permissible =eans to expedite that payment (instead of having me arrange for the distri=ution of the funds to Noam's personal account for subsequent payme=t to the IRS). Lastly, please ask Noam's accountant to prepare a suitable estimated tax payment voucher and forward=it directly to me as soon as possible. I will then ask Noam'= investment advisors at Bainco to raise the necessary funds and make the p=yment.

</=pan>

Looking forward to you= reply,

</=pan>

Max

A. Max Kohlenberg

Howland Evangelista Kohlenberg Burnett, LLP

One Financial Plaza – Suite 1600</=>

## </=pan> (cont.)

| Field | Extracted text |
|---|---|
| Address | Providence, Rhode Island 02903 |
| Direct | [redacted — black bar] |
| Main | [redacted — black bar] |
| Fax | [redacted — black bar] (shows "<tel...>" markup) |
| Website (visible) | www.hekblaw.com / http://www.hekblaw.com/ (partial) |

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