i3OE & BURTON PLLC THE EXECUTIVE BUILDING 1030 15TH STREET, N.W„ SUITE 580 WEST WASHINGTON, D.C. 20005 Tel Fax Via Email Mr. Jeffrey Epstein do Darren K. Indyke Darren K. Indyke, PLLC 575 Lexington Avenue, 4th Floor New York, New York 10022 Dear Jeffrey: www.poeburlon.com December 14, 2014 Privileged & Confidential Re: Engagement Letter This letter memorializes the terms of your engagement of Poe & Burton PLLC ("Firm"). You have engaged the firm to review documents and other materials that you have provided (and may continue to provide) relating to the conduct of Assistant United States Attorney Marie Villafatla in connection with a federal investigation into alleged conduct involving you, a non- prosecution agreement between you and the United States, and a related resolution in the State of Florida ("Review Project"). The Review Project does not include independent factual investigation by the Firm. If it becomes evident that the Review Project requires work outside the scope of this engagement, and you wish the Firm to pursue such work, we will discuss an appropriate modification of this engagement letter. I. Legal Services Provided: You are engaging the Firm to represent you in the Review Project. If you have questions, concerns, or criticisms, please feel free to contact me. My number is (202) 583-2500 and my email address is 2. Fees: My hourly rate is $650.00 per hour. If necessary in the Firm's judgment, we may draw on the services of other attorneys and professional staff. The hourly rates for attorneys and other professional staff are based on years of experience, specialization in training and practice, and level of professional attainment. No hourly rate would exceed mine in this EFTA01102150