Epstein Secrets

, a New York limited liability company, as the Managing Member of the Company ("Managing Member"), Ryder Madison LLC ("Ryder"), David J. Mitchell ("Mitchell"), Kerry Wellington ("Wellington") and those other persons or entities executing this Agreement as of the date hereof as "Class A Members," and any

with the Treasury Regulations under Code Section 704, in a manner that gives effect to the distribution rights of the Members and Assignees. (d) Tax Matters Partner. The Managing Member shall be the "tax matters partner" for purposes of Section 6231(aX7) of the Code. (e) Special Allocations. (1) Minimum Gain

nagement and control of the Company, its business, affairs and assets shall be vested exclusively in the Company's "Manager' who shall initially be Mitchell (the "Manager"). The Manager shall have all the powers of a manager under the Act. Only the Manager or a person expressly authorized, in writing to

the funds with which to pay such withholding taxes and the Managing Member timely fails to make payment thereof to the applicable taxing authority. Tax Matters Partner. The Manager is hereby designated as the "Tax Matters Partner" under Section 6231(a)(7) of the IRC to manage administrative tax proceedings conducte

nagement and control of the Company, its business, affairs and assets shall be vested exclusively in the Company's "Manager' who shall initially be Mitchell (the "Manager"). The Manager shall have all the powers of a manager under the Act. Only the Manager or a person expressly authorized, in writing to

the funds with which to pay such withholding taxes and the Managing Member timely fails to make payment thereof to the applicable taxing authority. Tax Matters Partner. The Manager is hereby designated as the "Tax Matters Partner" under Section 6231(a)(7) of the IRC to manage administrative tax proceedings conducte