THE JEFFREY E. EPSTEIN 2001 TRUST TWO

THE JEFFREY E. EPSTEIN 2001 TRUST TWO TRUST AGREEMENT dated November 8, 2001, between JEFFREY E. EPSTEIN, as Grantor, and JEFFREY E. EPSTEIN and JEFFREY A. SCHANTZ, as Trustees. The Grantor hereby transfers to the Trustees the property described in Schedule A annexed hereto, to be administered and disposed of as provided in this Agreement. FIRST The Trustees shall retain such property, IN TRUST, for the following purposes: (a) To pay any part or all of the income and such sums from or any part or all of the principal of the trust as the Trustees, in their discretion, from time to time determine for any reason whatsoever to, for, or on behalf of the Grantor. Any income not so paid shall annually be added to the principal. (b) On the death of the Grantor, to dispose of the remaining income and principal of this Trust, including any property received by this trust as a result of the Grantor's death pursuant to his will or otherwise to the following persons the sums or p