EFTA02700322

From: David Stern < Sent: Thursday, July 19, 2012 8:19 PM To: Jeffrey Epstein Subject: Fwd: RSW MOU -- Round 2 Attachments: Call notes with RSW July 17.docx; Untitled attachment 00319.htm This is their INTERNAL mail yesterday and her notes =rom the call she had with RSW Begin forwarded =essage: From: Debra Chipman < =/div> Subject: =/b>RSW MOU -- Round 2 Date: 18 July 2012 =4:46:47 GMT+01:00 To: "'Sheth, Rinesh— < >,=Tom Etter < Cc: "Thomasson, Jeff" < t;, wrIS =It >=, "'Rigby, Peter-- < <mailto > '" < </=iv> ><=r> Hi all, I had a =all with RSW today and then spoke with Peter. We want to purse a =ifferent structure for the deal. I've attached my notes from =he call and would like a LOI / MOU to send to RSW tomorrow if we can to =et this to the point where we go to full agreement this week if =ossible due to timing of he www.conference in Sept. I've highlighted the deal =oints in the attachment but basically this is what we want to =ropose.. For the www.conference we would invest 300K and in =eturn we'd get: Listing as "Founding Partner" on all event =ommunications All of RSW =otes and Premises that we would turn into selling material to use to =lose ticket sales and sponsorship /tix packages (he has approval of the =inal copy) 15% =ommission off the top on all that we sell. A commensurate Profit Share of =ny profit on the event based on our percentage contribution to the =vent. If the event costs 1m to do ( he will provide total =ransparency of costs and support he's secured) and we put in 300K =nvest then we propose that we receive 30% of the event =rofits. We'd like a 3 year =ommitment as category participant on this www.conference series. EFTA_R1_02065809 EFTA02700322 Before we invest th 300K, we'd =ike to know what % of the Prophesy and FED MED events we could =egotiate...see the notes. And we want the first option to =urchase the remaining equity of the Prophesy and FEDMED events when =e's ready to exit. I appreciate that this is an =nusual agreement and the timing is quick, but this is a unique =pportunity. Thank =ou, 2 EFTA_R1_02065810 EFTA02700323