From: Noam Chomsky Sent: Friday, October 20, 2017 2:28 AM To: jeffrey E.; Valeria Chomsky Subject: Re: trust Good idea, and will talk it over with Valeria -- who's=now so involved in all of the aspects of the Big Move -- today and the nex= few days -- that she can barely think about it. My immediate feelin=, before consultation with her, is that we should delay this option until =e see the outcome of the request for the distribution of the trust. Noam On Thu, Oct 19, 2017 at 11:46 AM, jeffrey E. =lt;jeevacation@=mail.com <mailto:[email protected]» wrote: it seems if both the trustees resign, you can appoint two pe=ple you trust. On Wed, Oct 18, 2017 at 9:27 PM, Noam Choms=y wrote: Thanks for the information. Could you ple=se let me know what steps I should take to regain control of the trust. Thanks, Date: Tue, Oct 17, 2017 at 7:21 PM Subjec=: RE: trust To: Noam Chomsk Cc: Gene Land Hi Noam, Max is asking because he has a duty to balan=e your interests, with the interests of the children who are the remainder=beneficiaries. This is a matter of general fiduciary law governing trustees, absent a provision in the trust =hat specifically permits a trustee to disregard the interests of the remai=der beneficiaries. Such a provision does not appear in Carol4k=99s trust. Please see page 2, paragraph 5.1 of the trust, attached. The trust is governed under Massachusetts law (=ee page 14 paragraph 13.6 of the trust) and it is possible that I may find=case law to support the proposition that the interest of the beneficiary w=o is the surviving spouse takes precedence over the remainder beneficiaries of a marital trust; or a case that provid=s some guidance, such as to what extent the other financial circumstances =f the surviving spouse must be taken into account when a trustee considers=making a discretionary EFTA_R1_01758677 EFTA02581907

principal distribution. Please let me know if you would like me to research th=se specific issues. This is generally the same issue we grappled wit= when you requested principal distributions for tax payments. At this juncture I think it is a good idea t= review to review the trustee appointment, removal, and resignation provis=ons of Carol's trust, and the history of the trusteeships. I summarize these provisions for you and Valeri= below and I attach all of the referenced documentation. Trustee Removal: =You have the power under the trust instrument to remove Max provided that you are joined in the removal by a majority of=your children, and provided that after the removal an independent trustee =s serving. See the trustee removal provisions on page 5 at paragraph=8.2(a). Trustee Resignations: =ither or both of Max and Harry may resign as trustees voluntarily. See resignation provisions at page 5, parag=aph 8.2(b). Trustee Appointments: 40If one trustee resigns, the other appoints a successor. If both resign at the same time, they appointment their=successors together. You must approve the appointments of the succes=or trustees. If there are no remaining or resigning trustees you mak= the appointment. A minimum of two trustees are required under the terms of the trust. See appointment provisions at=page 5, paragraphs 8.1(b)-(d). Trustee History of Carol's Trust<=span>: I have attached for your reference the following trust documents which document the trusteeship over the trus='s term to date : 1.4> Carol's original trust dated 10=18/1989 in which you and she were co-trustees; 2.4 The First Amendment of Carol's =rust dated 4/18/1991 by which she removed you as co- trustee and appointed =ric Menoyo as co-trustee to serve along with her. (Your acknowledgment of this removal is contained in this docume=t); 3.4, The Second Amendment of Carol's=trust dated 1/11/2007 by which she changed the provisions for the children=after your death and also named you as a successor trustee to her upon her death or at any other time she c=ased to serve as trustee, and she named Harry as a successor trustee to yo= in this document as well; 4.. Your Declination to serve as successor =rustee to Carol after her death, dated 1/22/2009; 5.4, Harry's Acceptance to serve as =uccessor trustee to you after you declined to serve as trustee, dated 3/2/=009; and 6.* Harry's Appointment of Max as s=ccessor trustee to Eric Menoyo after Eric Menoyo's death and your =ssent to that appointment, dated 5/20/2009. 2 EFTA_R1_01758678 EFTA02581908

I hope the above information is helpful...A0 Please let me know if you would like me to do the research mentioned in=the first paragraph of this note above, and if you would like to consider pursuing a change of trustees. I4>=99m happy to discuss all of this with you and Valeria to clarify any quest=ons you may have. Please also let me know if you would like me to sp=ak with Max tomorrow or if you would like me to postpone the call. I look forward to hearing from you. All my best, Deborah Deborah Pechet Quinan, Esq. LL.M. Shareholder Chair, Trusts & Estates Group 255 State Street,=7th Floor <https://maps.google.com/?q=255+State+Street,+7th+Floor%CrY0A0%7=%C2%A0Boston,+MA+02109&entry=gmail&sou rce=g> <https://maps.google.com/?q=3D255+State+Street,+7th+Floor%CrY0A0%7C%CricA0Boston,+MA+02109&entry=g=ail&s ource=g> Boston, MA 02109 <https://maps.google.com/?q=2=5+State+Street,+7th+Floor%C2%A0%7C%C2V0A0Boston,+MA+02109&entry=gmail=am p;source=g> Direct: Assist Office: e-mail. From: Noam Chomsk Sent: Tuesday, October 17, 2017 4:37 PM To: Deborah Pechet Quinan Cc: Gene Landy; Valeria Chomsky Subject: Re: trust I don't see what there is to discuss with Max, a=d I don't understand his letter. It reads as if he is responsibl= for administering the trusts to ensure my financial future. This is the f=rst time I have heard anything like this, and I do not know what the basis might be for such a conception.=/p> I requested a distribution from the marital trust, my first such request, a=art from a request for a withdrawal to cover taxes, which was not accepted=without conditions that I found totally inappropriate. 3 EFTA_R1_01758679 EFTA02581909

I don't see what more is involved.=/p> Noam On Tue, Oct 17, 2017 at 3:33 PM, Deborah Pechet Quin=n w=ote: Dear Max, I am available at 3:00 p.m. tomorrow afterno=n, and would be happy to speak provided that Noam and Valeria give me permission to do so. Best, Deborah Deborah Pechet Quinan, Esq. LL.M. Shareholder Chair, Trusts & Estates Group <https://maps.google.com/?q=255+State+Street,+7th+Floor%C2%A0%7=%C2%A0Boston,+MA+02109&entry=g mai l&source=g> <https://maps.google.comllq=255=State+Street,+7th+Floor%C2c4A0%7C+%3Chttps://maps.google.com/?q%3D255%2B Sta=e%2BStreet,%2B7th%2BFloor%2SC2%2SA0%257C%2SC2%25A0Boston,%2BMA%21502109%26e=try%3Dgmail%26so urce%3Dg%3E%C2%A0Boston,%0D+MA+02109+%3Chttps://maps.googl=.com/?q%3D255%2BState%2BStreet,%2B7th% 2BFloor%2SC2%25A094,257C%25C2%25A0Bost=n,%2BMA%2B02109%26entry%3Dgmail%26source%3Dg%3E&entry=gm ail&sour=e=g> I chttps://maps.google.com/?q=3D255+State+Street,+7th+Floor%C2V0A0,67C%C2%A0Boston,+MA+02109&entry=g=ail&s ource=g> <https://maps=google.com/?q=255+State+Street,+7th+Floor%C2%A0%7C+%3Chttps://maps.googl=.com/?q%3D255%2 BState%2BStreet,%2B7th%2BFloor%25C2%25A0%257C%25C2%25A0Bost=n,%2BMA%2B02109%26entry%3Dgmail%26s ource%3Dg%3E%C2%A0Boston,%0D+MA+02109+%=Chttps://maps.google.com/?q%3D255%2BState%2BStreet,%2B7th %2BFloor%25C2%25A=%257C%25C2%25A0Boston,%2BMA%2B02109%26entry%3Dgmail%26source%3Dg%3E&en=ry=g mail&source=g> Boston, MA 02109 <https://maps.google.com/?q=3D255+State+Street,+7th+Floor%C2%A0%7C%C2V0A0Boston,+MA+02109&entry=g=ail&s ource=g> Direct: <https://maps.google.com/?q=255+State+S=reet,+7th+Floor%C2%/40%7C+%3Chttps://maps.google.com/?q%3D255%2B State%2BStr=et,%2B7th%2BFloor%25C2%25A0%257C%25C2%25A0Boston,%2BMA%2B02109%26entry%3Dg=ail%26sou rce%3Dg%3E%C2%A0Boston,%0D+MA+02109+%3Chttps://maps.google.com/?q=3D255%2BState%2BStreet,%2B7th%2 4 EFTA_R1_01758680 EFTA02581910