EPSTEIN
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To:
jeffrey EMeevacationiagmail.comj
Cc:
Eileen Alexanderson
From:
Ada Clapp
Sent
Mon 7/14/2014 3:24:57 PM
Subject Schwitters Joint Purchase
Good morning Jeffrey,
Before I go back to Herrick, I want to be sure I understand your instructions regarding Leon and
Ronald's ownership of the Schwitters. I have outlined what I believe is the proposal below.
Please give me your thoughts on the details noted.
Step I: Herrick should create a non-NY (presumably Delaware) LLC. Each of Leon and Ronald
will 50/50 Members and each will contribute funds sufficient to cover 1/2 the purchase price of the
painting plus /2 the sales tax. The LLC will then acquire the painting. The LLC will have as its
business purpose the management of the Schwittcrs to be held as investment property.
•
Before Herrick starts drafting--Has Leon spoken to Ronald about this
arrangement and is Ronald in agreement? Please note that we will
need the LLC formed and funded by each of Ronald and Leon in
time to pay Christie's.
•
•
I assume the LLC will be a member managed entity and that decisions
must be unanimous? Please confirm.
•
To bolster the LLC's status as an independent investment entity:
o The terms of use of partnership property should be included in the
LLC operating agreement;
o The LLC should have a separate insurance policy and require
capital calls for payment of insurance and other expenses relating
to the painting
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• Leon's current agreements with the Neue provide that each
party insures under its own blanket policy so Leon and
Ronald may prefer to include that provision in the LLC
agreement—though Heather and I think that creates a
weaker argument that the purpose of the LLC is the
manage the investment of the painting;
o The LLC should request an annual appraisal for insurance purposes
to establish that it is keeping a good eye on its investment.
•
What shall we call the LLC?
Step 2: Ronald and Leon will enter into a separate Buy Sell Agreement (or we could put this
directly in the LLC agreement) whereby:
•
The survivor of them has the right within 6 months of the death of the
first to die (the "FTD") to purchase the FTD s Membership interest from
the estate of the FTD at fair market value as finally determined for estate
tax purposes in the estate of the FTD.
•
If the survivor does not exercise the right to purchase, the FTD's estate
has the right to put the FTD's Membership interest to the survivor for a
stated period of time (same price as above).
•
If the survivor does not wish to purchase the FTD s Membership interests
then the FTD's estate may force a liquidation of the LLC and a sale of the
painting.
Please let me know if you want me to discuss any of the above with Leon directly. Thank you.
Ada Clapp
Elysium Management LLC
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To:
effrey Epsteinueevacation@gmail.com]
From:
Sent:
Thur 6/26/2014 11:02:20 PM
Subject: Re: Net Edits
Hi Tyler,
the site looks gn:at. There arc still a few things:
• About url: Jeffrey's name is misspelled.
• Blog: the RSS feed only goes to May 14
• Twitter link doesn't connect. It should go to Jeffrey_Epstein. I'm removing Epstein_Jeffrey.
• Navigation— AI Projects link at bottom of the page doesn't link to that page.
• About page: at the bottom of the text it should say 'Humanity v.
• Homcpagc: could we mutcffadc the Al photo a bit so it isn't so prominent?
THanks for letting me know when this is done. I'll alert Darren.
Will also send an update on my end.
From: T r Shears
To:
Se
Subject: Re: Net Edits
: Jeffrey Epstein <jeevacation@gmail.com>
all the edits are done - please review .NET site with Darren so we can take live.
v
On Sun, Jun 22. 2014 at 10:10 AM, Tyler Shears <
rote:
got it - will be done by wednesday
On Sun, Jun 22, 2014 at 12:50 AM,
Hi Tyler,
wrote:
Below are my edits to the NET site: I sent them last week but they weren't incorporated yet.
• Homepage: the flashing titles over the photo should be: 'Al Projects', 'AI Press', and 'Al Blog' and