<table><tr><th>From:</th><th>jeffrey E. &lt;jeevacation@gmail.com&gt;</th></tr><tr><td>Sent:</td><td>Wednesday, February 24, 2016 12:45 PM</td></tr><tr><td>To:</td><td>Dangene and Jennie Enterprise</td></tr><tr><td>Subject:</td><td>Re: thanks for the email earlier</td></tr></table>

my original idea

<=iv class="gmail_quote">On Wed, Feb 24, 2016 at 1:20 PM, Dangene and Jenn=e Enterprise <████████████████████████████████████████████████████= target=> > wrote:

had a great call with Russ and Nick last night and we all agreed that the b=st path forward is to creat an entirely different structure that would acc=mplish the following - get money to buy rfr out but do it in an entity tha= doesn't touch legacy companies and then create some synthetic equity to connect that entity to NY - same =esult different mechanism ,,,,one idea that we started to explore be=ween the morning call and the evening call that we ran by them is the foll=wing ( just an example of one way to shape it ...our lawyers are out of the country for meetings ove= next few days but we expect to get them something early next week =A6also Russ said that they could move quickly on this because all their ta= issues go away ....

=C2 a. Jennie & Nathan establish a NewCo (outside the entire TCC universe)

b. =C2 TCCI (through TCC IP) signs an agreement with NewCo to grant it a perpetual exclusive licens= to all the CORE: IP

c. =C2 Funds flow into TCC IP or TCCI as necessary/required.

d. =C2 TCCI upon receipt of the funds, pays RFR/AES as per the terms of the current agreements bein= drafted between the parties.

e. =C2 All NY COD related issues are dealt with as appropriate and not subject to the=new venture (i.e. in the best interest of the company and owner (JE))

LOVE YOU

CORE: Jennie Enterprise |  | Founder & Chairman | 66 East 55th Street New York NY 10022 | Main: <=
href=  | Mobile: 
 =C2 | www.coreaccess.net
<http://www.coreaccess.net/> |

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please =ote

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