EFTA00584904

October 5, 2015 
Jeffrey Epstein, President 
Southern Trust Company, Inc. 
6100 Red Hook Quarter, B3 
St. Thomas, USVI 00802 
Re: 
Letter of Agreement 
Dear Jeffrey: 
You, on behalf of Southern Trust Company, Inc., a Virgin Islands corporation ("STC"), 
have been collaborating with Ariane de Rothschild on behalf of Edmond de Rothschild 
Holding, S.A. (collectively, the "Rothschild Group"), regarding risk analysis Rothstchild 
Group and the application and use of certain algorithms with respect to the same (the 
"Specified Matters"). The purpose of this letter agreement (this "Agreement") is to set 
forth the terms upon which you, on behalf of STC, will continue to work with the 
Rothschild Group on the Specified Matters (the "Work"). 
1. 
The Work. STC shall provide the Work as further specified and 
agreed to between Jeffrey Epstein and Ariane de Rothschild from time to time while this 
Agreement remains in effect. 
2. 
Fees and Expenses. In consideration for the Work, the Rothschild 
Group shall pay the following to STC: 
For Work specifically relating to outstanding matters between 
Edmond de Rothschild Holding, S.A. ("EDRH") and the United 
States , $25,000,000 
payment shall be made by the Rothschild Group to STC by not later than 3 
days after EDRH makes payment to the US . 
The Rothschild Group shall reimburse STC for all travel and other out-of-
pocket expenses incurred by you, STC or your or STC's employees, 
representatives, agents, or advisors in connection with the performance of 
Work under this Agreement. 
3. 
Confidentiality. You and STC agree that any and all confidential 
information or proprietary information identified as such by Rothschild which you or 
EFTA00584904

STC obtain from Rothschild in connection with the Work will be held in strictest 
confidence and will not be used by you or STC or disclosed to any person or entity, 
except for your or STC's own financial, tax, regulatory and accounting reasons, or except 
as you may deem necessary or appropriate in order to accomplish the Work. For 
purposes of this Agreement confidential information or proprietary information shall not 
include information that is now or hereafter comes into in the public domain or is now or 
hereafter known or available to the public generally, information known by you or STC 
or in your or STC's possession prior to the disclosure of the same to you or STC in 
connection with the Work, or information hereafter acquired by you or STC through no 
wrongful act of you or SIC or of others who were under confidentiality obligations 
as to the information so acquired. 
4. 
Disclaimer of Representations, Warranties and Guarantees. Ariane 
de Rothschild, on behalf of herself and the members of her family, and as a duly 
authorized representative of EDRH, hereby acknowledges and agrees as follows: 
(a) 
Neither you nor STC (for purposes of this Section 4 and Sections 5 
and 6 hereof, the terms "you" and "STC" being deemed to include all employees, 
representatives, agents, advisors and entities affiliated with you and/or STC) has any 
authority to, nor shall you or STC, bind any member of the Rothschild Group, in contract 
or otherwise, or make any decisions or take any actions whatsoever on behalf of any 
member of the Rothschild Group under this Agreement, and neither you nor STC is 
serving in any fiduciary capacity whatsoever to, for or on behalf of any member of the 
Rothschild Group. 
(b) 
The use by the Rothschild Group of any and all algorithms, 
information and materials obtained in connection with the Work is at the sole risk of the 
Rothschild Group, and each and every member of the Rothschild Group assumes the full 
risk and responsibility for any and all actions and decisions taken, or omitted to be taken, 
by or on behalf of the Rothschild Group or any such member thereof in connection with 
the Work and any and all algorithms, information and materials obtained in connection 
with the Work. 
(c) 
The Work is provided without warranty of any kind, and each of 
you and STC hereby expressly disclaim all representations, warranties, and guarantees 
with respect to the Work and any and all algorithms, information and materials provided 
by you and STC in connection therewith, whether express or implied or statutory, 
including, but not limited to, the implied warranties of merchantability, of satisfactory 
quality, of fitness for a particular purpose and of accuracy. 
(d) 
Neither you nor STC will under any circumstances be liable to any 
member of the Rothschild Group for any loss such member may incur as a result of any 
decisions or actions taken, or omitted to be taken, in connection with the Work and any 
and all algorithms, information or materials obtained in connection with the Work. 
2 
EFTA00584905

(e) 
In no event shall you or STC be liable for any injury, or any 
incidental, special, indirect or consequential damages whatsoever, arising out of or 
related to the Works or the use or failure to use any algorithms, information or materials 
provided in connection with the Work, however caused, regardless of the theory of 
liability (contract, tort or otherwise), and even if you or STC has been advised of the 
possibility of such damages. 
5. 
Indemnification. Ariane de Rothschild, on behalf of herself , and 
as a duly authorized representative of EDRH, hereby agrees to indemnify you and STC 
and hold you and STC harmless from and against any and all claims, liabilities, losses, 
damages, costs, fees and expenses (including, without limitation, reasonable attorneys' 
fees and disbursements) arising out of, or relating to, or connected with the Work (except 
for any claim, liability, loss, damage, cost, fee or expense arising out of, or resulting 
from, any action or failure to act by you or STC that constitutes fraud, bad faith or willful 
misconduct on the part of you or STC). The Rothschild Group agrees that the magnitude 
of the amounts involved in connection with any Work with respect to any Specified 
Matters, in and of itself, does not elevate your or STC's standard of care so that any type 
of negligence would equate to gross negligence. The coverage of the indemnification and 
hold harmless provided for in this Section 5 includes, without limitation, claims, 
liabilities, losses, damages, fees, costs and expenses (including reasonable attorneys' fees 
and disbursements) in connection with claims, causes of action or liabilities asserted 
against you and/or STC by any member of the Rothschild Group and/or any of Affiliates 
thereof arising out of, relating to, or connected with, the Work. The indemnification 
provided in this Section 5 shall survive the death, disability or incompetency of Ariane de 
Rothschild and shall be binding upon her estate and her personal representatives. 
6. 
No Investment Advice. The Rothschild Group acknowledges and 
agrees that in connection with the Work, neither you nor STC are acting in any way as an 
"investment advisor", as such term is defined in and interpreted in accordance with the 
provisions of the Investment Advisors Act of 1940, as amended, the regulations 
promulgated thereunder, and the interpretive releases issued in connection therewith, and 
neither you nor STC are holding yourself out in any way whatsoever as being engaged in 
any business which directly or indirectly provides advice, recommendations, 
publications, writings, reports or analyses regarding any matter or thing which might 
cause you to be deemed an "investment advisor" as such term is so defined. The 
Rothschild Group further acknowledges and agrees that no part of the Work constitutes 
any advice, recommendations, publications, or writings whatsoever regarding: (a) the 
value of securities or the advisability of investing in, purchasing, or selling securities, (b) 
the relative advantages or disadvantages of investing in securities in general as compared 
to other investments; (c) any other matters relating to any specific securities or securities 
in general; (d) the selection of investment managers, or investment funds or entities; or 
(e) the allocation of certain percentages of assets to specific classes of securities, 
investment funds, or investment managers; or (f) any other activities matters similar to 
those set forth in clauses (a) through (e) above. 
3 
EFTA00584906

7. 
Notices. 
All 
notices, 
requests, 
permissions 
or 
other 
communications which any party hereto may be required or desire to give to any other 
party hereto under this Agreement must be in writing and sent by (a) first class U.S. 
certified or registered mail, return receipt requested, with postage prepaid, (b) telecopy, 
facsimile or email (with a copy sent by first class U.S. certified or registered mail, return 
receipt requested, with postage prepaid), or (c) express mail or courier (for either same 
day or next Business Day delivery). A notice or other communication sent in compliance 
with the provisions of this Section 7 shall be deemed given and received on (x) the third 
(3rd) Business Day following the date it is deposited in the U.S. mail, (y) the date of 
confirmed dispatch if sent by facsimile, telecopy or email (provided that a copy thereof is 
sent by mail the same day in the manner provided in clause (b) above), or (z) the date it is 
delivered to the other party's address if sent by express mail or courier. 
All notices, requests, permissions and other communications to you and STC shall be 
addressed to: 
Southern Trust Company, Inc. 
6100 Red Hook Quarter, B3 
St. Thomas, U, 
Facsimile No. 
email: 
Attention: 
Mr. Jeffrey E. Epstein, President 
All notices, requests, permissions and other communications to the Rothschild Group 
shall be addressed to: 
Any party hereto may designate another addressee or change his, her or its address for 
notices and other communications hereunder by a notice given to the other parties hereto 
in the manner provided in this Section 7. 
8. 
Miscellaneous. This Agreement and any disputes hereunder shall 
be governed by, construed and enforced in accordance with the laws of the United States 
Virgin Islands, without application of principles of law that would apply the law of 
another jurisdiction. Any and all legal proceedings arising out of or relating to this 
Agreement may be brought only in the superior court or a federal court in the United 
States Virgin Islands. 
By executing this Agreement, the parties hereto (a) accept 
generally and unconditionally the jurisdiction and venue of such courts; (b) waive any 
defense of forum non conveniens; (c) agree that service of all process in any such 
proceeding in any such court may be made by registered or certified mail, return receipt 
requested, to the address of the parties hereto provided herein; and (d) agree that, service 
4 
EFTA00584907

as provided in clause (c) above is sufficient to confer personal jurisdiction over the 
addressee in any such proceeding in any such court, and otherwise constitutes effective 
and binding service in every respect. This Agreement constitutes the entire agreement of 
the parties hereto with respect to the subject matter hereof and supersedes any prior 
understandings, agreements or representations by or among the parties hereto with 
respect to such subject matter. This Agreement may not be amended, waived, modified 
or supplemented other than in writing signed by the parties hereto. This Agreement 
(including the rights and obligations hereunder) shall not be assignable by either party 
hereto except with the 
prior written consent of the other party hereto. 
5 
EFTA00584908

If you are in agreement with the foregoing, please sign, date and return one copy of this 
Agreement. 
Very Truly Yours, 
ARIANE DE ROTHSCHILD, individually 
and in her representative capacity as 
specified above 
EDMOND DE ROTHSCHILD 
HOLDING S.A. 
By: 
Name: Ariane de Rothschild 
Title: 
Agreed to and Accepted this 
5th day of october, 2015: 
SOUTHERN TRUST COMPANY, INC. 
By: 
Jeffrey Epstein 
JEFFREY EPSTEIN 
6 
[Signature Page to Letter Agreement between Ariane de Rothschild, Edmond de Rothschild Holding S.A., 
Southern Trust Company, Inc. and Jeffrey Epstein] 
EFTA00584909