Epstein Secrets

e SECOND. SIXTH: SITUS/GOVERNING LAW The validity and construction of this Agreement and any trust hereby created shall be governed by the law of the State of New York. The Trustees, however, are prohibited from exercising any power or discretion granted under said laws that would be inconsistent with the qualific

ed in New York County My COMMiss;ort ExpfilS ileirertetr 54•0 Y 2Arlf EFTA00602223 SCHEDULE A Assets Such portion of the Grantor's interest in Black Family Partners, L.P. as constitutes the Assigned Interest (as defined in an Assignment and Assumption Agreement dated March 4, 2015 by and between the Grantor and

Day" means Monday through Friday of each week, except that a legal holiday recognized as such by the government of the United States of America or the State of New York shall not be regarded as a Business Day. "Cause" means (i) a final, non-appealable conviction of or plea of nolo contendere to a felony prohibiting

. Black ("LB"), Marc J. Rowan ("MR"), Joshua J. Harris ("JH", and together with LB and MR, the "Principals", and each individually, a "Principal"), Black Family Partners, M., a Delaware limited partnership ("BFP"), MJR Foundation LLC, a New York limited liability company ("MJR"), MJH Partners, ■ a Delaware limited

to the date of this Agreement. 9.2 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 ha

LOAN AGREEMENT Between Black Family Partners, and Phaidon Global LLC This Agreement dated as of September (, , 2013, is between Black Family Partners,.. (the "Lender") and Phaidon Global LL

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

e Agreement This Pledge Agreement, dated as of September a , 2013, is from Black Family 1997 Trust (the "Pledgor"), in favor and for the benefit of Black Family Partners, (the "Lender"). 1. Security Interest. For good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, Pledgor here

ed in section 5-1511 of the General Obligations Law. 5. This Power of Attorney shall be governed by, and construed in accordance with, the laws of the State of New York. EFTA00663220 IN WITHESS WHEREOF, the undersigned has executed this instrument as of the day of October, 2013. Leon D. Black STATE OF NEW YORK

K (the "Principal"), entered into an Agreement Among Principals dated July 13, 2007, by and between Leon D. Black, Marc J. Rowan, Joshua J. Harris, Black Family Partners, L.P., MJR Foundation LLC, AP Professional Holdings, L.P. and BRH Holdings, L.P. (the "Agreement"); and WHEREAS, Section 5.3(b) of the Agreement pr

om the Partnership in respect of the In-Kind Annuity Interest commencing as of the date hereof. 5. This Agreement shall be governed by the laws of the State of New York, without giving effect to the choice of law provisions thereof, and shall be binding upon the undersigned, their heirs, executors, administrators,

Black Family Partners, L.P. ASSIGNMENT AND ASSUMPTION AGREEMENT WHEREAS, the undersigned, Leon D. Black, as Trustee of the APO1 GRAT (the "Assignor") under Agreement da

om the Partnership in respect of the In-Kind Annuity Interest commencing as of the date hereof. 5. This Agreement shall be governed by the laws of the State of New York, without giving effect to the choice of law provisions thereof, and shall be binding upon the undersigned, their heirs, executors, administrators,

Black Family Partners, L.P. ASSIGNMENT AND ASSUMPTION AGREEMENT WHEREAS, the undersigned, Leon D. Black, as Trustee of the APO1 GRAT (the "Assignor") under Agreement da

e SECOND. SIXTH: SITUS/GOVERNING LAW The validity and construction of this Agreement and any trust hereby created shall be governed by the law of the State of New York. The Trustees, however, are prohibited from exercising any power or discretion granted under said laws that would be inconsistent with the qualific

nty My Commission Expices dellrerterr Stio# Y zet f EFTA_R1_02136586 EFTA02713811 SCHEDULE A Assets Such portion of the Grantor's interest in Black Family Partners, L.P. as constitutes the Assigned Interest (as definedin an Assignment and Assumption Agreement dated March 4, 2015 by and between the Grantor and

ust Agreement to terminate the Trustees' Distribution Obligation. 24. The Trustees would like to submit the Accounting to an appropriate court in the State of New York and obtain a judicial discharge for their acts and 5 DM US 41510967-3.088835.0011 EFTA_R1_0 1967039 EFTA02676140 proceedings as Trustees with r

books and records of all transactions pertaining to the administration of the Trust for the Accounting Period and (b) annual financial statements of Black Family Partners for the years 2006 through 2012, copies of which are attached to this Release and Indemnification Agreement. 6 UM US 41510967-3.088835.0011 EFTA_

ust Agreement to terminate the Trustees' Distribution Obligation. 24. The Trustees would like to submit the Accounting to an appropriate court in the State of New York and obtain a judicial discharge for their acts and proceedings as Trustees with respect to the administration of the Trust during the Accounting Pe

books and records of all transactions pertaining to the administration of the Trust for the Accounting Period and (b) annual financial statements of Black Family Partners for the years 2006 through 2012, copies of which are attached to this Release and Indemnification Agreement. 27. Article IX of the Trust Agreement