Epstein Secrets

the Corbin Interests and report it on their Tax Returns and other income tax filings, the Appraiser shall determine how the Business Value for each Corbin entity should be allocated among the following categories of its assets (the "Asset Classes"): (i) cash; (ii) management contracts (giving proper c

ent, does hereby agree and covenant for himself and for the other Seller Releasing Parties that in the event that the purchase and redemption of the Corbin Interests contemplated by this Agreement are consummated, he or it shall not institute or prosecute after the Closing any suit or action, at law or

ailable or unwilling to serve as the Mediator, in which case the Mediator shall be a retired judge selected in accordance with JAMS's then existing Rules of Practice and Procedures. (b) THE PARTIES IRREVOCABLY AND UNCONDITIONALLY CONSENT TO THE JURISDICTION OF JAMS TO RESOLVE ALL DISPUTES, CLAIMS, OR CONTROVERSIES ARISING UND

rangement. If (x) all or any portion of the Corbin Interests are purchased or redeemed by a Corbin Entity pursuant to the exercise of any right such Corbin Entity may have under its Constituent Instruments (a "Redemption") or (y) the Interest Purchase Agreement is terminated and thereafter (i) Zwirn se

ACKNOWLEDGEMENT THAT ASSIGNMENT OF PROCEEDS DOES NOT REQUIRE CONSENT' 5.4 Enforcement; Cost Sharing Arrangement. In the event that the sale of the Corbin Interests is not consummated on or prior to the Outside Date (as defined in the Interest Purchase Agreement), then, following receipt by Zwirn of a

ailable or unwilling to serve as the Mediator, in which case the Mediator shall be a retired judge selected in accordance with JAMS's then existing Rules of Practice and Procedures. (b) THE PARTIES IRREVOCABLY AND UNCONDITIONALLY CONSENT TO THE JURISDICTION OF JAMS TO RESOLVE ALL DISPUTES, CLAIMS, OR CONTROVERSIES ARISING UND

LC Interest are referred to collectively as the "Corbin Interests"). E. Seller and Purchaser desire to provide for the purchase by Purchaser of the Corbin Interests from Seller on the terms and conditions set forth herein. NOW, THEREFORE, the Parties agree as follows: EFTA00584666 I. Definitions. T

ailable or unwilling to serve as the Mediator, in which case the Mediator shall be a retired judge selected in accordance with JAMS's then existing Rules of Practice and Procedures. (b) THE PARTIES IRREVOCABLY AND UNCONDITIONALLY CONSENT TO THE JURISDICTION OF JAMS TO RESOLVE ALL DISPUTES, CLAIMS, OR CONTROVERSIES ARISING UND