EFTA02589814

From: Ada Clapp < Sent: Monday, September 15, 2014 1:10 PM To: Jeffrey E. Cc: Halperin, Alan S; Eileen Alexanderson Subject: RE: My understanding is that they cannot start building until the lots are merged and that Leon wants the building complete in the next year. Eileen—is that correct? If so, we should move forward with this ASAP. * It should not take any time for the real estate attorney to prepare a deed for the unimproved lot transferring title from Debra and Leon to Leon (we just have to track them down to sign it). * We need an appraisal (which could take time) so we have a price to put in the sale contract (I have not seen a formula included in a real estate sale contract-Alan have you seen this?). I have not yet engaged an appraiser because I did not know whether we would be valuing one lot or two. I will call today to get one started on the unimproved lot and ask about timing. * We need a sale contract for Leon's sale to the LLC. I suggest that Paul Weiss prepare this and that the LI real estate attorney, who just got the permit for SH Meadow Lane, represent the LLC to review the contract and the appraisal. Since he has apparently done work for Leon for many years, Leon will likely have to waive the conflict. I think we have a stronger argument against an IRS claim that Leon made a bargain sale if there are separate counsel. Do you Agree? Alan? Ada Clapp Elysium Management LLC 445 Park Avenue Suite- New York, New York 10022 Direct Dial: Fax: Email: <mailto This communication and any attachment is for the intended recipient(s) only and may contain information that is privileged, confidential and/or proprietary. If you are not the intended recipient, you are hereby notified that further EFTA_R1_01771507 EFTA02589814 dissemination of this communication and its attachments is prohibited. Please delete all copies of this communication and its attachments and notify me immediately that you have received them in error. Thank you. From: Jeffrey E. [mailto:[email protected] Sent: Monday, September 15, 2014 8:12 AM To: Ada Clapp Subject: necewsary timing on real estate merger? please note The information contained in this communication is confidential, may be attorney-client privileged, may constitute inside information, and is intended only for the use of the addressee. It is the property of JEE Unauthorized use, disclosure or copying of this communication or any part thereof is strictly prohibited and may be unlawful. If you have received this communication in error, please notify us immediately by return e-mail or by e-mail to [email protected] <mailto:[email protected]> , and destroy this communication and all copies thereof, including all attachments. copyright -all rights reserved 2 EFTA_R1_01771508 EFTA02589815