Epstein Secrets

t Nam Leon D. Black Title: Manager EFTA00597446 PLEDGOR: BLACK FAMILY 1997 TRUST By: Name: Debra R. Black Title: Trustee By: (Seal) Name: Barry J. Cohen Title: Trustee By: (Seal) Name: John J. Hannan Title: Trustee By: (Seal) Name: Richard Ressler Title: Trustee Pledgor's Address: Black Fam

ance satisfactory to the Lender. C. Governing Law. This Agreement is governed by and shall be interpreted according to federal law and the laws of the State of New York. If state or local law and federal law are inconsistent, or if state or local law is preempted by federal law, federal law governs. If the Lender h

PLEDGE AGREEMENT THIS PLEDGE AGREEMENT (this "Agreement") is made as of the day of June, 2014, by and between Barry J. Cohen, Richard Ressler and John J. Hannan, as Trustees (the "APO1 Trustees") of the trust created under the APOI AGREEMENT dated October 25, 2013 between

r's security interest in any item or portion of the Collateral is governed by the Uniform Commercial Code as in effect in a jurisdiction other than the State of New York, the term "UCC" means the Uniform Commercial Code as in effect from time to time in such other jurisdiction for purposes of the provisions hereof re

PROMISSORY NOTE New York, New York June , 2014 FOR VALUE RECEIVED, the undersigned, Barry J. Cohen, Richard Ressler and John J. Hannan, as Trustees of the trust created under the APOI AGREEMENT dated October 25, 2013 (the "Maker"), do hereby prom

ceding the Maturity Date. For purposes of this Note: (i) A "Business Day" is any day other than a Saturday, Sunday or other day on which banks in the State of New York are authorized or required to close. (ii) The "Principal Amount" shall equal the Purchase Price as defined in the Purchase and Sale Agreement of e

PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT (this "Agreement") made as of the day of June, 2014 by and between (i) Barry J. Cohen, Debra R. Black and John J. Hannan, as Trustees, and U.S. Trust Company of Delaware, as Administrative Trustee (the "BEB Trustees") of the BEB 2011

EFTA_R1_02207452 EFTA02722512 to the Seller and to the Company: a. The Purchaser is a duly created and validly existing trust under the laws of the State of New York and the APO I Trustees have all requisite power, authority and legal right to execute, deliver, enter into, consummate and perform this Agreement on

nationally recognized overnight courier service, or by facsimile to the party to whom the notice is being given, as follows: If to the Principal: Barry J. Cohen, Trustee do Eileen Alexanderson Elysium Management LLC 445 Park Avenue - Suite 1401 New York, NY 10022 Facsimile: If to the Contractor: Philli

reement and to comply with the terms of the NDA. 9. Governing Law. This Agreement will be governed by and construed in accordance with the laws of the State of New York without giving effect to the principles of conflicts of laws. 3 EFTA00585143 10. Ownership of Principals' Property. All written and electronic

LE AGREEMENT THIS PURCHASE AND SALE AGREEMENT (this "Agreement") made as of December 23, 2015 by and between (i) Leon D. Black (the "Seller"), (ii) Barry J. Cohen, Richard Ressler and John J. Hannan, as Trustees (the "APOI Trustees") of the trust created under the APOI Agreement dated October 25, 2013 between

ns and warranties to the Seller, the Company and the Corporation: a. The Purchaser is a duly created and validly existing trust under the laws of the State of New York and the APO1 Trustees have all requisite power, authority and legal right to execute, deliver, enter into, consummate and perform this Agreement on

WHEREOF, the Parties hereto have executed this Art Use Agreement as of the Effective Date. Debra R. Black Leon D. Black APO-01 DECLARATION By: Barry J. Cohen, Trustee By: John J. Hannan, Trustee APO-B TRUST By: Bradley J. Wechsler, Trustee NARROWS HOLDINGS LLC By: Leon D. Black, Sole Member and Au

to the Art and may only be modified by a written document signed by all Parties. This Agreement shall be interpreted in accordance with the laws of the State of New York. 10. EFFECTIVE DATE. This Agreement shall be effective as of 2016 (the "Effective Date"). 11. COUNTERPARTS. This Agreement may be executed in coun

WHEREOF, the Parties hereto have executed this Art Use Agreement as of the Effective Date. Debra R. Black Leon D. Black APO-01 DECLARATION By: Barry J. Cohen, Trustee By: John J. Hannan, Trustee APO-B TRUST By: Bradley J. Wechsler, Trustee NARROWS HOLDINGS LLC By: Leon D. Black, Sole Member and Au

to the Art and may only be modified by a written document signed by all Parties. This Agreement shall be interpreted in accordance with the laws of the State of New York. 10. EFFECTIVE DATE. This Agreement shall be effective as of 2016 (the "Effective Date"). 11. COUNTERPARTS. This Agreement may be executed in coun

BUTION AND SUBSCRIPTION AGREEMENT This CONTRIBUTION AND SUBSCRIPTION AGREEMENT ("Agreement") is made and entered into as of , 2016 by and between Barry J. Cohen and John J. Hannan, as Trustees (the "APO-01 Trustees") of the trust created under the APO-01 DECLARATION dated November 30, 2015 between Leon D. B

er originally was a Limited Partner thereof. 4. Representations and Warranties. (a) The Subscriber is a validly existing trust under the laws of the State of New York and the APO-01 Trustees have the legal authority to act on behalf of the Subscriber in connection with this Agreement and an investment in the Partn