EFTA02650474

From: Paul Barrett Sent: Monday, May 8, 2017 10:27 PM To: Jeffrey Epstein Subject: Fwd: Meeting Hi Jeffrey Below is=an outline of the proposal: Investment Advisory Proposal between&nb=p;PSB (ESP Advisory LLC will be the entity name o=ce I am able to set it up) and STC. This proposal shall f=rm the basis of the 3 year agreement whereby JE will hire ESP Advisory to h=lp oversee and manage money for JE and his various legal entities.</=> • Three-year guarantee in the form of the fo=lowing: o Year 1 - $250,000 annual advisory fee paid from STC to ESP Advisory LLC. - $250,000 annual advisory fee paid from STC to ESP Advisory LLC. $125,0=0 due semi-annually paid in advance. Year 2 - $xxx 9 year loan maturing in 2027 at a rate of AFR % with interest paid quarterly. Loan made from XYZ JE Entity to PSB (=o be formed) LLC. Intention is to extend this loan for another 9 years upon maturity and again until JE40=804$ estate ultimately forgives the obligation. o Year 3 - $250,000 advisory fee paid from STC to ESP Advisory L=C. $125,000 due semi-annually paid in advance. Year 3 - $xxx 9 year loan maturing in 2028 at a rate of AFR % with interest paid quarterly. Loan=made from XYZ JE Entity to PSB (to be formed) LLC. Intention is to extend t=is loan for anoth=r 9 years upon maturity and again until JE's estate ultimately forgives the obli=ation. • ESP Advisory LLC to have Limited POA on relevant accounts. This will in=lude trading authority, corporate actions, exercise of options, all IPO and=secondary trading activity. All trading authority limited to a notional val=e of xxx, beyond which JE approval required. • </=pan>lf any of JE'= entities lose counter-party access, this will not impact the 3 year advisory guarantee<=span> with ESP Advi=ory LLC. We will collectively look for other trading relationships that can=satisfy the majority of our investing needs. EFTA_R1_01890949 EFTA02650474 •&n=sp;HBRK Associate= will provide all the accounting and performance reporting for all entities. • E=P Advisory LLC will be based initially in NYC. This might change in the fut=re. • SEC registration requires disclosure of the number of client= as well as AUM. Only upon an audit will ESP Advisory be required to disclo=e client lists. • PSB will be the Chief Compliance Officerapan style="line-height: 21.600000381469727px;"> of ESP Advisory. We will also work wit= an outside Compliance Consultant on an ongoing basis to ensure ESP Advisor= is current with all compliance requirements. Sent from my iPhone 2 EFTA_R1_01890950 EFTA02650475