EFTA00617098.pdf

OPEN ITEMS LIST-ART INVESTMENT ENTITY As of November 11, 2014 ACTION TO BE TAKEN RESPONSIBLE PARTY TIMING/STATUS Provide Trustees with Requested Information: Eileen/Joslin./Heather • Subscription materials (including Leon's track record, what asset classes of art the LLC will be invested in, overall size of the LLC once fully subscribed, etc.)—are we supplying this? • For each trust: inventory of its art and projected percentage of its overall I. assets to be invested in Narrows • Schedule of purchases/sales/gains/losses (including unrealized) over last 10 years for art purchases by LDB and Trusts excluding works not intended as investments (e.g. collectibles, jointly owned, or promised) Accounting/Eileen Provide the Trustees with estimate of Narrows' cash needs and capital calls: 2. • Trustees will determine percentage limitation on capital calls after reviewing the items in I above. PW/Ada/JEE/Eileen Draft LLC Agt sent to JEE Amendment and Restatement of Narrows LLC Agreement for review 10.22.14 • LDB to decide how much control he wants over Narrows (one or two JEE to speak with LDB re 3. classes of Managers) and if LLC interests will be used to pay Note to control/structure and Note APOI repayment • BAC to consent to amend LLC Agreement Joslin/Heather Joslin & Heather met with LDB to identify which works are to be held in Narrows: LDB 10.29.14 4. • Provide list of art (by artist) showing basis and unrealized gains/losses Draft Contribution Agt • LDB to sign Contribution Agreement prepared 10.16 EFTA00617098  OPEN ITEMS LIST-ART INVESTMENT ENTITY As of November II, 2014 ACTION TO BE TAKEN RESPONSIBLE PARTY TIMING/STATUS Eileen/Team Decide if Narrows will ad as Guarantor of LDB's BAC loan 5. • Decide if Leon will pay the LLC a guaranty fee and how much PW/Ada/Accounting On hold pending LDB Sale of Class B Manager interest (if 2 Manager classes) decisions • BAC to consent to sell the interest 6. • PW to prepare sale documents • Narrows to be valued (Accounting) PW/Ada/Accounting Draft LLC Agt sent to JEE BFP to contribute non-Apollo investments to NAR Investments LLC for review 10.22.14 • LLC Agreement to be signed 7. Draft contribution Agt • Contribution Agreement to be signed prepared 11.12.14 • Assignment documents to be completed (Accounting) PW/Ada Draft Resolution and BFP to distribute interests in NAR to its partners Assignment prepared 8. • Resolution of Manager to make the distribution 11.12.14 • Assignment Agreement effecting the distribution LDB 2011 LLC to distribute interests in PLB LLC to APO' PW/Ada Draft Resolution and Assignment prepared 9. • Resolution of Manager to make the distribution 11.12.14 • Assignment Agreement effecting the distribution 2 EFTA00617099  OPEN ITEMS LIST-ART INVESTMENT ENTITY As of November II, 2014 ACTION TO BE TAKEN RESPONSIBLE PARTY TIMING/STATUS PW/Ada Draft Contribution and Admit new Members to Narrows: Assignments Agreements • BAC to consent to Amend LLC Agreement and admit new Members prepared 11.12.14 • Need Second Amendment to LLC Agreement? Heather to provide current • Contribution and Assignment Agreements re NAR interests (LDB) list of art held in APOI and 10. (Assignment from GRATs to LDB as a partial annuity payment) APO2 to complete contribution and • Contribution and Assignment Agreements re NAR Interests, LDB 2011 assignment Agts. LLC interests and Art (APOI) • Contribution and Assignment Agreements re NAR Interests and Art (APO2) PW/Ada Art Use Agreement Draft Agreement prepared 11. 11.12.14 PW/Ada Licensing Agt on hold Discuss use or incorporation of Phaidon name 12. • Licensing Agreement with Phaidon? Heather/Joslin Fine Art Insurance 13. • Narrows to acquire fine art insurance on its art Hire Narrows employees Eileen/Heather • Change Heather's employer and benefits • Enter into independent contractor agreement with art advisors (Diana 14. Howard and Charlie Moffett) • Narrows/Elysium Agreement regarding use of office space by Narrows employees • Narrows/Elysium Agreement regarding use of accounting/legal services 3 EFTA00617100