THE 2007 JEFFREY E. EPSTEIN INSURANCE TRUST #3 TRUST AGREEMENT dated hlostrinr I , 2007 between JEFFREY E. EPSTEIN (the "Grantor") and DARREN K. INDYKE and LAWRENCE NEWMAN (the "Trustees"). The Grantor states that he is a domiciliary of and resides in Little St. James Island, United States Virgin Islands. The Grantor hereby transfers to the Trustees the property described in Schedule A hereto, to be administered and disposed of as provided in this agreement. FIRST Until the death of the Grantor, and subject to article SECOND, the Trustees shall retain such property, IN TRUST, for the following purposes: (a) In the discretion of the Trustees, to pay any part or all of the income, if any, or principal (including any insurance policy which may be owned by the trust) to the Grantor's brother, MARK LAWRENCE EPSTEIN, during the term of this trust. Any income not so paid shall annually be added to principal. (b) Upon the death of the Grantor, to dispose of the then remaining principal, if any, including any insurance proceeds or other 444311 1 CONFIDENTIAL - PURSUANT TO FED. R. GRIM. P. 6(e) DB-SDNY-0061442 CONFIDENTIAL SDNY_GM_00207626 EFTA01369268