From: Anastasiya Siro To: Jeffrey Epstein <[email protected]> Subject: Fwd: Term Sheet and Loan Agreement Date: Mon, 11 Sep 2017 14:32:47 +0000 Attachments: Signed_Termsheet_Magnus_Resch.pdft Andy's_Listinc.-DE-Amendment_(1).pdf Anastasiya Siro Begin forwarded message: From: Magnus Resch <M=M > Subject: Re: Term Sheet and Loan Agreement Date: February 19, 2016 at 6:56:23 PM EST To: than, Yvonne" Cc: Maximilian Straub < Anastasi a Siro < Dear all, >. Keith Fox <I >, "Deckelbaum. Ariel J" >. Brad Wechsler < Thank you all for making this happen in such short time. Special thanks to Keith and Anastasiya for showing so much flexibility and goal focus. Please find the signatures attached. Below are also our banking account details. All the best, Magnus Beneficiary Name: Andy's List Inc (our former name, see name change doc from Andy's List to Artace attached) 175W 12th Street Apt 9L New York NY 10011 Beneficiary Bank & Address: JPMORGAN CHASE BANK, N.A. Union Square I 230 Park Ave S, New York, NY 10003 R utin Nr: Swift: On Fri, Feb 19, 2016 at 6:34 PM, Chan, Yvonne < > wrote: EFTA00715433
All Attached is the execution copy of the Loan Agreement, together with the final form of the term sheet — we made a slight change in the definition of the Investor — for your reference, I attach a pdf of the changed page to reflect the change we made from the draft of the term sheet that Max circulated this afternoon. We trust that the documents are in order. Attached is the signed signature page for the Black investing entity. Please hold it is escrow until we confirm receipt of the signature page duly signed by Artace and its majority stockholder. By the terms of the loan agreement, the loan will be made within three business days of the date of thereof. So please send us your signature pages so that we can wrap up the documentation and fund accordingly. Many thanks and best regards Yvonne Yvonne Y.F.Chan I Partner Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas I New York, NY 10019-6064 From: Maximilian Straub [mailtol Sent: Friday, February 19, 20161:55 PM To: Chan, Yvonne • Cc: Keith Fox < >; Magnus Resch >; Deckelbaum, Ariel J Subject: Re: Term Sheet and Loan Agreement Dear all, ; Anastasiya Siro >; Brad Wechsler back with small edits, i.e. I adjusted the diluted share of Leon Black - as Anastasiya will not participate in this round of Series A preferred (Magnus just discussed with Brad), the fully diluted share should be 20% instead of 19.57%; I also put back the existing board member from Series Seed investors. No changes to the Loan agreement. EFTA00715434
Best, Max On Fri, Feb 19, 2016 at 6:23 PM, Chan, Yvonne < > wrote: I All Attached are revised drafts of the documents, including redlines marked to show changes against the versions you sent last night. Please note that we have applied the AFR (applicable federal rate) for loans of this duration so as to ensure that this loan is treated as a loan. The current rate is 0.65%. In addition, it is our client's expectation that Ms Anastasia's investment will be in shares of common stock and not preferred. This has been discussed with her. Let us know if you have any further comments or questions on the documents. Best regards Yvonne Yvonne Y.F.Chan l Partner Paul, Weiss, Rif kind, Wharton & Garrison UP 1285 Avenue of the Americas I New York. NY 10019-6064 From: Maximilian Straub [mailto Sent: Thursday, February 18, 2016 5:44 PM To: Chan, Yvonne Cc: Keith Fox scffi >; Magnus Resch ; Deckelbaum, Ariel J Subject: Re: Term Sheet and Loan Agreement Dear all, >; Anastasiya Siro EFTA00715435
please find attached the revised version of both loan agreement and term sheet. While I accepted almost all of the edits, I unfortunately spotted a mistake we made on the valuation and investment sum (i.e. given the agreed pit-money valuation of USD 9 mn and a total Series A investment of 2.5 mn (2.25 Leon Black, 0.25 Anastasiya Siro), the fully diluted share of Leon Black should be 19.57% - see cap table). Best, Max P.S.: For completeness, Anastasiya's share would be 2.17% for her Series A shares or a total of 3.74% including common shares On Thu, Feb 18, 2016 at 9:52 PM, Chan, Yvonne < wrote: All Attached are revised drafts of the loan agreement and the term sheet, reflecting our comments — and after a review of the current charter and stockholders agreement. I attach clean and redlined versions, the redlined versions are marked to show the changes from the initial drafts we received. Please let us know if you have any questions. Best regards Yvonne Yvonne Y.F.Chan I Partner Paul, Weiss, Riflcind, Wharton & Garrison LLP EFTA00715436



