JEFFREY E. EPSTEIN c o HBRK Associates Inc. November 12, 2013 Mr. Adam Bly Seed Media Grou LLC Dear Adam: This is to confirm and constitute the agreement between Adam Bly ("Sly") and Jeffrey Epstein ("Epstein") with respect to the terms and conditions under which Epstein will grant Bly a forbearance on Bly's payment of the obligation of Bly to, and judgment against Bly in favor of, Epstein, the outstanding balance of which is in the amount of $300,000, plus accrued interest as hereinafter set forth (the "Obligation"). With respect to Epstein's forbearance on Bly's payment of the Obligation, Bly and Epstein have agreed as follows: 1. In consideration of Bly's payment to Epstein of the Prior Collection Costs (as hereinafter defined) and Interest (as hereinafter defined) on the Obligation as and when hereinafter provided, Epstein will grant Bly a forbearance on Bly's payment of the Obligation for the period commencing on November 12, 2013 and continuing through and including November 12, 2014, upon, subject to and in accordance with terms and conditions set forth in this agreement. 2. Sly acknowledges that Epstein previously granted Bly a forbearance on the collection of the Obligation for the period December 12, 2012 through November 12, 2013 in consideration of certain payments which were then to be made during that prior forbearance period pursuant a written forbearance agreement between Bly and Epstein (the "1st Forbearance Agreement"). Prior to the parties' execution of the 1st Forbearance Agreement, as a result of Bly's failure to pay the Obligation, Epstein was required to take steps to collect on the Obligation, including, but not limited to, retaining a collection attorney, and requesting the New York City Marshal to effect an income execution with respect to the Obligation. After the parties executed the 1st Forbearance Agreement, Sly requested that Epstein cause the New York City Marshal to rescind the income execution. Epstein