From: Karp, Brad
Sent: Friday, January 22, 2016 4:51 PM
To: jeevacation@gmail.com'
Subject: Re:

I hear you.

Brad S. Karp I Partner Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas I New York, NY 10019-6064

www.paulweiss.com

From: jeffrey E. [mailto:jeevacation@gmail.com]
Sent: Friday, January 22, 2016 11:08 AM
To: Karp, Brad S
Subject: Re:

i think alan is so afraid of being chastised as " why didnt you think of this , "" from leon, just like the new tenants in common idea. that needs some tweaking but is a long sought after solution alan is gun shy,

On Fri, Jan 22, 2016 at 11:04 AM, Karp, Brad S >> wrote:

I don't get it.

I will get to the bottom of this.

Sometimes I wonder…………

Brad S. Karp I Partner Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas I New York. NY <u>10019-6064</u>

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

From: jeffrey E. [mailto:jeevacation@gmail.com <mailto:jeevacation@gmail.com>]
Sent: Friday, January 22, 2016 10:43 AM

I would have hoped that your people would have read the TRA agreement prior to our conference call that had bee set a week ago . very defensive. ie bronstein said , there is no contract. it springs into existance if there is an exchange.? fenn says no. alan hadnt a clue. . its a billion dollar issue. they werent really sure even who the parties to the agreement were.? apo, brh, individuals. . I will have the next meeting in person so that it is clear that a solution is being sought, not merely detailing hurdles. . UBTI. , split interest. self dealing. assignment of income. NOT once in the conversation did your team say , but IF we did x, y or z, then maybe.

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The information contained in this communication is confidential, may be attorney-client privileged, may constitute inside information, and is intended only for the use of the addressee. It is the property of JEE Unauthorized use, disclosure or copying of this communication or any part thereof is strictly prohibited and may be unlawful. If you have received this communication in error, please notify us immediately by return e-mail or by e-mail to jeevacation@gmail.com <mailto:jeevacation@gmail.com> , and destroy this communication and all copies thereof, including all attachments. copyright -all rights reserved