<table><tr><th>From:</th><th>Richard Kahn</th></tr><tr><td>Sent:</td><td>Friday, December 15, 2017 6:33 PM</td></tr><tr><td>To:</td><td>jeffrey E.</td></tr><tr><td>Subject:</td><td>Fwd: Carol S. Chomsky Marital Trusts - Distribution</td></tr></table>

Richard Kahn
HBRK Associates Inc.
575 =exington Avenue 4th Floor
New York, NY 10022
tel ███████████
fax ███████████
cel ███████████

Begin forwarded message:

From: =/b>Deborah Pechet Quinan <█████████████>

Subject: =/b>RE: Carol S. =homsky Marital Trusts - Distribution

Date: =/b>December 15, 2017 at 1:34:25 PM =ST

To: =/b>Max Kohlenberg <██████████████████████████>

Cc: "Noam Chomsky ███████████████████)" =lt██████████████████████████████████████>

Thanks Max. I emailed Nick and Matt =ith respect to the voucher. Please let me know when you receive =t. Yes of course a non-corporate, professional trustee would work =s well.

I am =vailable for a call on Monday afternoon at 4:00. Shall I call =our office?

Deborah

Deborah Pechet Quinan, Esq. LL.M.
Shareholder
Chair, Trusts & Estates =roup
255 State Street, 7th Floor | Boston, MA 02109
Direct: ██████████ | Cell: ██████████

Key information extracted from the image:

*   **Assistant:** =ayne Mahoney
*   **Office:** [Redacted]
*   **Fax:** [Redacted]
*   **Email:** [Redacted]
*   **Website:** www.riw.com
*   **BIO**

From: Max Kohlenberg [mailto Sent: Friday, December 15, 2017 =2:28 PM To: Deborah Pechet Quinan Cc: Noam Chomsky Subject: RE: Carol S. Chomsky =arital Trusts - Distribution

Good =fternoon Deborah —

Thanks for your reply. I have reached out to Isabel =charmer and have asked her to raise the cash necessary to make the =ayment to the IRS. As soon as I hear back from her as to timing I =ill tell you when that payment can be made.

I =ppreciate your affirmation of the elements noted below and would be =lad to speak with you early next week about a mutually agreeable =rocess for gathering the information that I need in advance of making =ny further principal distributions. Please tell me if your schedule =ould permit a call in one of these time frames:

Monday at =lam or between 4pm and 5:30pm Tuesday between 1pm and 5pm Wednesday between noon and =pm

With =espect to the selection of a successor trustee, I don't have a =ist prepared for you yet, but I will put something together for your =onsideration very shortly. In my message I had made reference to =E244professional" trustees, with the thought that selecting =nly among corporate trustees might not be desirable. I hope that the =election of a non-corporate, professional trustee might be =onsidered.

Thank =ou,

Max

A. Max =ohlenberg
Howland =vangelista Kohlenberg Burnett, LLP
One Financial Plaza — Suite 1600
Providence, Rhode Island =2903

Direct:
Main:
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www.hekblaw.com

This =mail and any attachments thereto are intended only for use by the =ddressee(s) named herein and may contain legally privileged and/or =onfidential information. If you are not the intended recipient of =his email, you are hereby notified that any dissemination, distribution =r copying of this email, and any attachments thereto, is strictly =rohibited. If you have received this email in error, please =mmediately notify me by return email and permanently delete the =riginal and any copy of this message or attachment. Thank =ou.

From: Deborah Pechet Quinan Sent: Friday, December 15, 2017 =0:55 AM To: Max Kohlenberg Cc: Noam Chomsky ( Subject: RE: Carol S. Chomsky =arital Trusts - Distribution

Dear =ax,

I will =roceed to request the estimated tax voucher from Nick and I confirm =hat you may make the tax payment directly to the IRS from the =rust.

I affirm =hat I will urge Noam to engage in a financial planning process with =ick or another financial advisor, that I will urge him to cooperate in =roviding mutually agreed upon financial information to you, and that I =ill impress upon him that without this financial information you will =ot be able to make additional principal distributions from the =arital trusts.

Please let me know specifically what you need. I =ould like to have a call with you to discuss this early next week if =ou are available. Please also provide to me the listing of =otential corporate trustees that you reference below.

Thank you =or your consideration.

Deborah

Deborah Pechet Quinan, Esq. LL.M.
Shareholder
Chair, Trusts & Estates =roup
255 State Street, 7th Floor | Boston, MA 02109
Direct: ███████████ | Cell: ███████████
Assistant - =ayne Mahoney: ███████████
Office: ███████████ | Fax: ████████████
███████████████████████████████████████████████

| www.riw.com <http://www.riw.com/> | BIO

From: Max Kohlenberg [mailto Sent: Thursday, December 14, 2017 =:57 AM To: Deborah Pechet Quinan Subject: Carol S. Chomsky Marital =rusts - Distribution

Deborah-

I'm following up on our conversation on =uesday about principal distributions to Noam from the Carol S. Chomsky =arital trusts. Please consider the following:

1. As I stated to you and as I now affirm to =ou in writing, I am certain that in the exercise of my discretionary =ower to make distributions of principal from the trusts I'm =ntitled to inquire into Noam's financial circumstances,

=ncluding (a) the nature and extent of his resources, (b) his sources of =ncome, and (c) his expenditures. In fact, I'm equally =ertain that my fiduciary duty to Noam requires me to obtain that =nformation so as to adequately address his long-term needs and to =nsure that the trust is used for his exclusive benefit during his =ifetime. (I am mindful of the interests of Noam's =hildren, as residuary beneficiaries of the trusts, and of my fiduciary =uty to them as well, but as I've stated to you previously, my =rimary concern has been and continues to be Noam's =nterests.)

2. Having previously been assured (prior to =aking tax payments on Noam's behalf at the end of 2015 and in =arly 2016) that Noam would engage in a financial planning process with =ick Nichols, and having notified you at the time that I did not intend =o make any further principal distributions until that process was =ompleted, I informed you on Tuesday that I was not prepared to make any =rincipal distributions to Noam now. On further reflection, and =indful of Noam's distress, I've reconsidered the =ircumstances and am willing to make the proposed $150,000 payment to =he IRS on his behalf, provided that you will (a) urge Noam to engage in = financial planning process (with Nick Nichols or another financial =rofessional of his choosing), (b) urge Noam to cooperate in =roviding some information to me about his financial resources, income =nd expenses (to a degree mutually acceptable), and (c) impress upon =oam the fact that though l am now making another tax payment from the =rust on his behalf, I do so with no intention of making further =istributions of principal unless he completes the financial planning =nd disclosure process that was agreed upon in 2015.

3. Lastly, with respect to my trusteeship, I =ave suggested to Harry Chomsky that I prepare a short list of =ualified, professional trustees for his consideration and for Noam'=. It is my hope that one of those candidates would be acceptable to =arry and to Noam (with your recommendation). This seems to me a good =pproach, given that Harry has unequivocally declared his unwillingness =o appoint Rich Kahn as my successor. Needless to say, if you'= like to suggest another approach to finding a successor to me I will =e glad to discuss it with Harry.

If you =re in agreement with the points set out above, please reply =cknowledging each of them and please also affirm that (as was the case =ith respect to the 2015 and 2016 tax payments) you have no objection to =y direct payment of funds to the IRS, as an expedient and permissible =eans to expedite that payment (instead of having me arrange for the =istribution of the funds to Noam's personal account for =ubsequent payment to the IRS). Lastly, please ask Noam's =ccountant to prepare a suitable estimated tax payment voucher and =orward it directly to me as soon as possible. I will then ask =oam's investment advisors at Bainco to raise the necessary =unds and make the payment.

Looking forward to your reply,

Max

A. Max =ohlenberg

Howland Evangelista Kohlenberg Burnett, LLP

One =inancial Plaza — Suite 1600

Providence, Rhode Island 02903

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