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Thanks, George (and George).

We’ll take a look at the attached draft and get back to you with comments ASAP. I would like to have a separate conversation with BHR about the task list. It should be their responsibility to handle most of this and since our management fees are paying for in-house counsel (and any outside counsel they use) I want to make sure we take as much advantage of the “free” work as we can.

That said, if there are things you can do more quickly or do in a way that will avoid delays due to errors we would want to take advantage of that.

The most important piece of all of this (and the part which BHR won’t do or have responsibility for) is the share transfer between RSB/Ulysses and Skaneateles. There is definitely going to be some question about the amount “due” to RSB/Ulysses for the shares - I don’t expect it to be contentious but we will have to make sure that everyone is comfortable with that piece.

I think this is the first priority. In the meantime I’ll talk to BHR and see what they are doing to effectuate the share transfer and what we’ll like FBD to do.

Thanks for all of this - didn’t imagine it would be so time consuming.

Best,

Eric


Eric D. Schwerin
Rosemont Seneca Advisors, LLC
1010 Wisconsin Ave., NW
Suite 705
Washington, DC 20007
(202) 333-1880
eschwerin@rosemontseneca.com <x-msg://59/eschwerin@obblaw.com>
P Consider the environment before printing this email.

> On Aug 26, 2016, at 5:32 PM, Martin, George D. <George.Martin@FaegreBD.com> wrote:
>
> Eric and Hunter,
>
> Attached is a draft English version of the equity transfer agreement (“ETA”) that will result in Skaneateles acquiring 10% of BHR from RSB, together with a Step Plan, or “Task List”, that outlines what is required to complete this transfer. We have a Chinese version of the ETA prepared as well, as this must be submitted to Chinese regulators for approval and processing.
>
> Please review and kindly advise with any questions/comments. After hearing back from you we will share this with in-house counsel for BHR for confirmation, and then RSB for execution.
>
> Best regards,
>
> George
>
> George D. Martin
> Partner
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> <BHR-Share Purchase Agreement.docx><Task List for BHR Equity Transfer 08102016.docx>