Corporate/trust instrument: Transfer To Trustees

TRUST AGREEMENT dated January 3, 2017, by and among JEFFREY E. EPSTEIN, as Grantor, and DAPHNE WALLACE, a U.S. citizen residing in the U.S. Virgin Islands, and LESLEY GROFF, a U.S. citizen residing in the State of Connecticut, as Trustees. FIRST TRANSFER TO TRUSTEES; PURPOSES; LIMITED POWER OF AMENDMENT A. The Grantor intends to create a trust in which the Grantor retains a "qualified annuity interest," as defined in Section 2702(b)(1) of the Internal Revenue Code of 1986, as amended (