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1 PAUL D. MURPHY (State Bar No.

159556)
pmurphy@murphyrosen.com
2 DANIEL N. CSILLAG (State Bar No. 266773)
dcsillag@murphyrosen.com
3 STELLA CHANG (State Bar No. 335851)
schang@murphyrosen.com
4 MURPHY ROSEN LLP
100 Wilshire Boulevard, Suite 1300
5 Santa Monica, California 90401-1142
Telephone: (310) 899-3300
6 Facsimile: (310) 399-7201
7 Attorneys for Defendant and Cross-Complainant
Angelina Jolie
8

9
SUPERIOR COURT OF THE STATE OF CALIFORNIA
10
FOR THE COUNTY OF LOS ANGELES, CENTRAL DISTRICT
11
TELEPHONE 310-899-3300; FACSIMILE 310-399-7201

12 WILLIAM B. PITT, an individual, and CASE NO. 22STCV06081


100 WILSHIRE BOULEVARD, SUITE 1300

MONDO BONGO, LLC, a California


13 limited liability company,
MURPHY ROSEN LLP

[Hon. Lia Martin]


SANTA MONICA, CA 90401-1142

14 Plaintiffs, DECLARATION OF PAUL D. MURPHY


IN SUPPORT OF DEFENDANT AND
15 vs. CROSS-COMPLAINANT ANGELINA
JOLIE’S OPPOSITION TO PLAINTIFF
16 ANGELINA JOLIE, an individual, and AND CROSS-DEFENDANT WILLIAM B.
NOUVEL, LLC, a California limited PITT’S MOTION TO COMPEL
17 liability company, FURTHER RESPONSES AND
PRODUCTION OF DOCUMENTS;
18 Defendants. EXHIBITS
19 [Filed concurrently with Opposition to
Motion to Compel Further Responses and
20 Responsive Separate Statement]
21 Date: May 16, 2024
Time: 9:00 a.m.
22 Dept.: 3
23 AND RELATED CROSS ACTIONS. Reservation ID: 257097942103
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PRINTED ON RECYCLED PAPER
DECLARATION OF PAUL D. MURPHY ISO JOLIE’S OPPOSITION TO MOTION TO COMPEL
1 DECLARATION OF PAUL D. MURPHY

2 I, Paul D. Murphy, declare:

3 1. I am an attorney duly licensed to practice law in the States of California and

4 New York. I am the managing partner at the law firm Murphy Rosen LLP, and counsel for

5 Defendant and Cross-Complainant Angelina Jolie. I submit this declaration in support of Ms.

6 Jolie’s Opposition to Plaintiff William B. Pitt’s Motion to Compel Further Responses. I have

7 personal knowledge of the foregoing and if called upon as a witness, I could and would

8 competently testify to them.

9 2. On March 12, 2021, Jolie filed two documents in the case captioned Pitt v. Pitt,

10 Case No. BD646058: (1) an “Offer of Proof and Authority re Testimony Regarding Domestic

11 Violence,” and (2) an “Offer of Proof and Authority re Testimony Regarding Testimony of
TELEPHONE 310-899-3300; FACSIMILE 310-399-7201

12 Minor Children.” A true and correct copy of excerpts of the docket reflecting these filings is
100 WILSHIRE BOULEVARD, SUITE 1300

13 attached hereto as Exhibit 1.


MURPHY ROSEN LLP
SANTA MONICA, CA 90401-1142

14 3. Attached as Exhibit 2 is a true and correct copy of the April 6 letter sent from

15 Jolie’s European lawyer, Laurent Schummer, to Pitt’s European lawyer, Franck Le Mentec.

16 4. Attached hereto as Exhibit 3 is a true and correct copy of an email dated April

17 16, 2021, sent from Le Mentec to Schummer and the accompanying attachment.

18 5. Attached hereto as Exhibit 4 is a true and correct copy of an email dated May 9,

19 2021, sent from Schummer to Le Mentec and the accompanying attachment.

20 6. Attached hereto as Exhibit 5 is a true and correct copy of text messages sent by

21 Ms. Jolie from May 30, 2021, through June 3, 2021.

22 7. Attached hereto as Exhibit 6 is a true and correct copy of an email dated June 2,

23 2021, sent from Le Mentec to Schummer and the accompanying attachment.

24 8. Attached hereto as Exhibit 7 is a true and correct copy of an email date June 13,

25 2021, sent from Schummer to Le Mentec.

26 9. Attached hereto as Exhibit 8 is a true and correct copy of a letter dated June 15,

27 2021, sent from Schummer to Le Mentec.

28
-2- PRINTED ON RECYCLED PAPER
DECLARATION OF PAUL D. MURPHY ISO JOLIE’S OPPOSITION TO MOTION TO COMPEL
1 10. Attached as Exhibit 9 is a true and correct copy of an email dated June 25,

2 2021, sent from Jolie’s divorce lawyer, Joseph Mannis, to Pitt’s divorce lawyer, Lance Spiegel.

3 I declare under penalty of perjury under the laws of California that the foregoing is true

4 and correct.

5 Executed this 25th day of April, 2024, at Santa Monica, California

6
_______________________________
7 Paul D. Murphy
8

9
10

11
TELEPHONE 310-899-3300; FACSIMILE 310-399-7201

12
100 WILSHIRE BOULEVARD, SUITE 1300

13
MURPHY ROSEN LLP
SANTA MONICA, CA 90401-1142

14

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27

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-3- PRINTED ON RECYCLED PAPER
DECLARATION OF PAUL D. MURPHY ISO JOLIE’S OPPOSITION TO MOTION TO COMPEL
Exhibit 1
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Exhibit 1
Page 4 of 4
Exhibit 2
arendt

To: Cohen & Gresser AARP!


atin.: Franck le Mentec
30, Rue La Boétie
F-75008 Paris
France

FLeMentec@CohenGresser.com
Marc Perrin
Chateau de Beaucastel
Chemin de Beaucastel
F-84350 Courthezon
France

marc@familleperrin.com
Cc.: Christophe Salin
66 route de Montélimar
F-26110 Nyons
France

chsalin@yahoo.fr

Luxembourg, 6 April 2021


Our ref.: 030282-70000 / 33611106v1
Tel: (352) 40 78 78 5061

Dear Sirs,

| hereby wish to remind that after many weeks of negotiation and discussion, we reached final
agreement on 25 February 2021 for the full sale of my client Angelina Jolie’s stake in Miraval to Brad
Pitt and the Perrin family.

The deal that was struck may be summarised as follows:

e Total exit value: 54.5 MUSD, with 46 MUSD payable immediately and 8.5 MUSD over 6 years;
e 7MUSD loan from Mr Pitt to my client to be repaid from the initial cash portion;
e A non-disparagement agreement relating to the wine business;
® Closing April.
Weekly calls on each Monday were initiated to progress the deal. We understand that, although not a
condition to the deal, the relevant bank financing has been secured as well.
My client welcomed this agreement. As you know, as sad and painful as this loss is to her personally,
she is no longer able to bear the emotional connection to a place that marked the end of her marriage.

Arendt & Medernach SA 41A avenue JF Kennedy


Registered with the Luxembourg Bar L-2082 Luxembourg
RCS Luxembourg B 186371 arendt.com T +352 4078 781

Exhibit 2
Page 1 of 4
arendt
Furthermore, she feels unable to be part of a business centred around wine, given the part that alcohol
played in harm to their family. She continues therefore to believe that the sale is in the best interests of
all concerned, including the future of the Miraval business.
My client stays committed to the exit deal and has done all things possible to see the agreement come
through. She was therefore upset and hurt to learn that on my telephone calis with you and Christophe
Salin on 18 and 26 March 2021 (and the period in between, with calls nearly each other day), you
conveyed the wish of Mr Pitt and the Perrin family to step back from the agreement until an undefined
future point.
Most disturbing of all was the reasoning given, and the reference made to recent reports that during
sealed legal proceedings currently taking place in California, my client had submitted offers of proof
relating to domestic violence.
Setting aside the fact that the legal proceedings in question were not initiated by my client; it would be
entirely inappropriate for this to have any bearing on the sale of my client's stake in Miraval.
The position taken could even be seen as coming close to an attempt to influence the course of future
events relating to those or other proceedings, by suggesting that any public knowledge of information
regarding the family situation would be a reason for abrogating the agreement. As you will be aware,
financial autonomy is an extremely sensitive issue in cases of this nature. This suggestion has therefore
caused my client acute distress and concern.

Furthermore, information regarding a serious family situation that led to the filing for divorce is not new
to the parties concerned. The only new development is the presentation of evidence to a private court.
My client has not spoken publicly about the events that led to the ending of her marriage in four and a
half years, and has no intention of speaking. The position taken is therefore insensitive at the very least.
It is extremely distressing to my client that the primary if not the sole concern that has been expressed
is not the health and well-being of family members, but how this situation might affect a business.

We were therefore expecting to receive your firm confirmation that you intend to proceed with the sale
in April as agreed. Instead, on 3 April 2021 | received a phone from Frank Le Mentec setting out, on
behalf of both Mr Pitt and Marc Perrin, a wish to renegotiate the terms of the agreement in a way that
would defer payment of a substantial portion of the funds due to my client and further extend completion
of the agreement.

We waiting to receive your proposal


are in writing as requested. In the meantime, you will understand
why thisnew proposal, unless clarified, could compound the impression of a wish to put undue and
inappropriate pressure on my client.
We look forward to your urgent and prompt written response clarifying your position.
We note however that any delay or suspension of completing the deal or any attempt to change the
terms thereof at this stage would, to the least, constitute ‘culpa in contrahendo’ if not actually a breach
for non-performance of a legally valid and binding agreement.

Should recommitment to the sale in April on acceptable terms not be forthcoming, my client will out of
necessity have to remain in the business, despite her clear wish to leave. She will have reason to feel

arendi.com

Exhibit 2
Page 2 of 4
arendt
EL |

that she has been coerced to remain, and she.will be placed, as well as the business, in a very difficult
position.
Ae the
AS We ad
G

All rights whatsoever remain expressly and explicitly reserved.


Kind regards,

Laurent Schummer

arenci.comi

Exhibit 2
Page 3 of 4
Exhibit 2
Page 4 of 4
Exhibit 3
From: Franck Le Mentec
Sent: Friday, April 16, 2021 10:49 AM PDT
To: Laurent Schummer
Subject: [WARNING: MESSAGE ENCRYPTED]Confidentiel
Attachments: LOI MB.MP.N - 16042021 - Vdef.pdf
Importance: High

Cher Confrère,

Comme convenu, vous trouverez ci-joint la LOI.

Je me tiens à votre disposition pour en parler.

Bien cordialement

Franck Le Mentec
Avocat Associé / Partner

COHENI & GRESSER AARPII

30, Rue La Boétie


75008 Paris, France
T +33 1 53 53 45 02
M +33 6 29 14 80 99
flementec@cohengresser.com | view bio
www.cohengresser.com

New York | Paris | Washington DC | London

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Exhibit 3
Page 1 of 8
Mondo Bongo
9100 Wilshire Boulevard
CA 90212, West Beverly Hills
USA

Miraval Provence
Route de Jonquières
La Ferrière
84100 Orange

Mr. William Bradley Pitt


I
[-]

Familles Perrin SAS


Route de Jonquières
La Ferrière
84100 Orange

Nouvel LLC
Att.: Ms. Terry Bird
1990 S. Bundy Drive
CA 900025, Los Angeles
USA

Ms. Angelina Jolie


I[-]
On June [-], 2021

Strictly confidential

Dear Angelina, Dear Terry,

This letter summarizes the principal terms of a proposal being considered by Mr. William Bradley Pitt,
Mondo Bongo LLC, Miraval Provence and Mr. Marc Perrin on behalf of Familles Perrin SAS regarding the
potential exit of Nouvel LLC from Quimicum Sàrl by way of repurchase of Nouvel LLC’s shares in
Quimicum by Quimicum itself and reimbursement of Nouvel LLC shareholder’s loan and the set-up of
confidentiality commitments and non-compete and non-disparagement provisions to the benefit of Miraval
Provence and its direct and indirect shareholders (hereinafter, the “Transaction”).

At this point in our discussions it seemed appropriate to indicate by the present letter our interest in the
Transaction and to confirm our endeavor to reach a definitive agreement on the Transaction and to draft
all necessary legal documentation in this regard.

It is our intention that the Transaction be organized according to the terms and conditions included in this
letter (hereinafter, the “Letter of Intent”). The object of the Letter of Intent is to allow for the preparation of
all future works relating to the Transaction.

Exhibit 3
Page 2 of 8
1 DEFINITIONS

The following words and expressions shall have the following meanings:

“Château Miraval” refers to Château Miraval, a société anonyme organized under the laws of
France, having its registered office at Domaine de Miraval, 83570 Correns,
registered with the Trade and Companies’ Register of Draguignan under
number 388 436 537.

“Closing Date” refers to the date on which the Transaction will be executed, which shall be
not later than August 31st, 2021.

“Exit” refers to the exit of the Seller from Quimicum as set out in this letter.

“Legal Documentation” refers to all legal documents that need to be signed by the Parties on or
before Closing Date, for the purpose of the execution of the Transaction.

“Letter of Intent” refers to the present letter.

“Miraval Provence” refers to Miraval Provence, a société en nom collectif organized under the
laws of France, having its registered office at route de Jonquières, la
Ferrière, 84100 Orange, registered with the Trade and Companies’ Register
of Avignon under number 793 067 554.

“Parties” means the Seller, Mondo Bongo LLC, a limited liability company organized
under the laws of California, having its registered office at 9100 Wilshire
Boulevard, CA 90212 West Beverly Hills, Miraval Provence, Ms. Angelina
Jolie, Mr. William Bradley Pitt, Familles Perrin SAS, a société par actions
simplifiée organized under the laws of France, having its registered office at
route de Jonquières, la Ferrière, 84100 Orange, registered with the Trade
and Companies’ Register of Avignon under number 790 402 762 and
Quimicum.

“Personal Loan” refers to the personal loan granted by Mr. William Bradley Pitt to
Ms. Angelina Jolie of an amount of USD 7,000,000.

“Quimicum” refers to Quimicum Sàrl, a société à responsabilité limitée organized under


the laws of Luxembourg, having its registered office at L-5365 Munsbach, 6C
rue Gabriel Lippmann and registered with the Luxembourg Trade and
Companies’ Register under number B41114.

“Seller” means Nouvel LLC, a limited liability company organized under the laws of
California, having its registered office at 1990 S. Bundy Drive, CA 900025
Los Angeles.

“Shares” refers to the five hundred (500) shares of Quimicum held by the Seller.

2 TRANSACTION

Subject to the execution of all the Legal Documentation, the Transaction price would be USD 54,500,000
in cash, payable by wire transfer, in two installments:

(1) USD 46,000,000 in cash, payable by wire transfer made by Quimicum to the Seller on the Closing
Date.

2
Exhibit 3
Page 3 of 8
This first installment would be paid in consideration for (i) the total reimbursement by Quimicum of
the shareholders’ account of the Seller in Quimicum of an amount of [-], and (ii) the acquisition of

the Shares by Quimicum, free and clear of all claims, liens and encumbrances.

On the Closing Date, subject to receipt of such payment, Ms. Angelina Jolie would reimburse
Mr. William Bradley Pitt the amount of USD 7,000,000 in full and final settlement of the Personal
Loan.

(2) USD 8,500,000 in cash, payable by wire transfer to Ms. Angelina Jolie on June 30th, 2025.

In case of execution of the Transaction, Ms. Angelina Jolie, sole shareholder of the Seller, would make
the following express commitments:

- a commitment not to disclose any confidential information relating to Château Miraval, Miraval
Provence and Quimicum for a period of four (4) years from Closing Date;

Proposed text:

Ms. Angelina Jolie undertakes to not disclose any Confidential Information relating to the
Business of Château Miraval and Miraval Provence to any unrelated third party for a period of
four (4) years from the Closing Date (the “Confidentiality Commitment”).

Business shall mean the business consisting in the production (from cultivating, harvesting,
vinifying to bottling and including purchasing bulk wine from third party négociants) of wine and
champagne and the distribution of wine and champagne internationally.

Confidential Information shall mean all information and data relating directly to the Business or
financial affairs of Château Miraval, Miraval Provence and Quimicum and, more specifically, to
trade secrets, future business projects, development or planning, commercial relationships and
negotiations, that Château Miraval, Miraval Provence, Quimicum or their respective legally
appointed representatives made available before the Closing Date to Ms. Angelina Jolie or her
legally appointed representatives, regardless the form the information takes or the manner in
which it has been made available or communicated, but excluding information which (i) was within
the public domain at the time of its disclosure or subsequently comes into the public domain
(other than as a result of a breach of this commitment by Ms. Angelina Jolie or her legally
appointed representatives); (ii) was available to Ms. Angelina Jolie or her legally appointed
representatives on a non-confidential basis prior to its disclosure by Château Miraval, Miraval
Provence or Quimicum; or (iii) becomes available to Ms. Angelina Jolie or her legally appointed
representatives on a non-confidential basis from a source other than Château Miraval, Miraval
Provence or Quimicum.

- for a period of four (4) years from the Closing Date, a commitment not to compete with Miraval
Provence (i) by operating, promoting and/or distributing rosé wine products regardless of the
location of the winery and/or (ii) by operating, promoting and/or distributing other wine and/or
champagne products from a winery and/or champagne producer based in France or in the United
States (the “Non-Compete Commitment”).

Proposed text:

Ms. Angelina Jolie undertakes, for a period of four (4) years from Closing Date, to not compete
with the Business by engaging in, acquiring or holding any interest in, advising or promoting,
whether on a remunerated basis or not, any business producing and/or distributing, in a manner
similar to the Business, (i) any rosé wine products regardless of the location of the winery and/or
(ii) any other wine and/or champagne products from a winery and/or champagne producer based
in France or in the United States.

3
Exhibit 3
Page 4 of 8
In case of execution of the Transaction, all Parties would make the following express commitment:

- a commitment not to publicly denigrate Miraval Provence or its current direct and indirect
shareholders including Ms. Angelina Jolie, Mr. William Bradley Pitt, Mr. Marc Perrin and Familles
Perrin SAS for a legally binding period of four (4) years from Closing Date, and, on a good faith
basis, any period thereafter. This commitment is not intended to limit the claims, filings and
testimony made in court by any of the Parties in the ongoing US legal proceedings between the
Parties (the “Non-Disparagement Commitment”).

Proposed Text:

At no time for a legally binding period of four (4) years following the Closing Date, and, on a good faith
basis, any period thereafter, shall the Parties (i) make any statements, or take any other actions
whatsoever, to disparage, defame, or compromise the goodwill, name, brand or reputation of Miraval
Provence or any of its affiliates or direct and indirect shareholders, including
Ms. Angelina Jolie, Mr. William Bradley Pitt, Mr. Marc Perrin and Familles Perrin SAS or (ii) commit any
other action that could likely injure, hinder or interfere with the Business, business relationships or
goodwill of Miraval Provence, its affiliates or its direct and indirect shareholders.

This commitment shall however not limit the ability, for any Party, to make any claims, filings or testimony
in any legal proceedings.

The Confidentiality Commitment, the Non-Compete Commitment and the Non-Disparagement


Commitment are together referred as the Commitments.

3 CONDITIONS

The execution of the Transaction would be subject to the following conditions:

(i) as a preliminary step, the designation of a new manager to be appointed until August 31st, 2021
at the level of Quimicum, the approval of the accounts of Quimicum for the years 2019 and 2020
and the replacement of Josefina Parisi at the level of Château Miraval would be required.

In addition, a capitalization of up to EUR 34,200,000 of the shareholders’ account of Quimicum in


Château Miraval would be implemented.

Château Miraval would reimburse the shareholders’ account of Quimicum for an amount of USD
46,000,000.

Mondo Bongo LLC would guarantee the execution of those preliminary steps by Château Miraval;

(ii) the Parties’ execution and delivery of the Legal Documentation;

(iii) the termination without compensation of the endorsement agreement concluded between Miraval
Provence and Chivan Productions, Inc. on March 21st, 2013, effective as of January 1st, 2021.
The label of the bottles would be reviewed accordingly (i.e., as of Miraval Provence’s vintage of
2021);

(iv) the termination without compensation of the current lease agreement concluded between, on the
one hand, Mr. William Bradley Pitt and Ms. Angelina Jolie and, on the other hand, Château
Miraval, in December 2008, effective as of January 1st, 2021; and

(v) no unanticipated material adverse change having occurred at the Closing Date whether at the
level of Quimicum, Château Miraval and Miraval Provence.

4 LEGAL DOCUMENTATION

4
Exhibit 3
Page 5 of 8
In this context and as soon as reasonably practicable after the execution of this letter, you will be asked to
conclude with us the Legal Documentation.

The Legal Documentation would include (without limitation) the following documents:

- two (2) sets of minutes of the general assembly of the shareholders of Quimicum that would be
signed by the Seller’s and Mondo Bongo LLC’s respective representatives required to implement
condition (i) above;

- contractual undertakings between the Parties relating to the repurchase of Shares and the
Commitments as per the above terms only;

- termination letters signed by the Parties required to implement conditions (iii) and (iv) above.

Those documents would include (without limitation) the terms summarized in the Letter of Intent and, if
applicable, where strictly required to effect the Transaction, such other terms that are customary for
transactions and agreements of this kind and not inconsistent with this letter. For the avoidance of doubt,
Ms. Angelina Jolie and the Seller will not give any representations, warranties or other indemnities to
anybody, other than the execution of the Commitments and that Ms. Angelina Jolie will continue to
cooperate with Mr. William Bradley Pitt and Château Miraval through their respective lawyers in order to
build their defense in the Odile Soudant copyright infringement and unfair competition procedure pending
before the Paris Court of 1st instance under No19/06501, in exchange for being kept harmless from any
liability and any claims notably for damages and from any condemnations arising from the said dispute by
Mr. William Bradley Pitt, Mondo Bongo and Château Miraval

5 CONFIDENTIALITY

The existence and the terms of the Letter of Intent are confidential to the Parties and their representatives
and can only be revealed and discussed with third-parties to the extent necessary to obtain financing for
the Transaction.

6 GOVERNING LAW

The Letter of Intent shall be governed by and construed in accordance with the laws of France.

The Parties agree that the competent French courts shall have exclusive jurisdiction in relation to any
claim, dispute or difference concerning this Letter of Intent and any matter arising therefrom.

7 TERMINATION

(i) The Letter of Intent will automatically terminate and be of no further force and effect, upon the
earlier of (i) the execution of the Legal Documentation, (ii) a mutual agreement between the Seller
and Mondo Bongo LLC and (iii) August 31st, 2021.

(ii) The Parties agree that either of them may terminate negotiations related to the Transaction at any
time for any reason or for no reason and without incurring any liability to the other Parties in
respect of such termination.

Notwithstanding Sections 7(i) and 7(ii) above, Sections 5, 6, 8 and 9(iii) shall survive the termination of
this letter, and the termination of this letter shall not affect any rights any Party may have with respect to
the breach of this Letter of Intent by another Party before such termination.

5
Exhibit 3
Page 6 of 8
8 NO BINDING AGREEMENT

The Letter of Intent reflects the intention of the Parties, but for the avoidance of doubt, neither this letter
nor its acceptance shall give rise to any legally binding or enforceable obligation on any Party, except for
Sections 5 through 9 hereof. No contract or agreement providing for any transaction involving Quimicum
shall be deemed to exist between the Parties and any of their affiliates unless and until the Final
Documentation has been executed and delivered.

9 MISCELLANEOUS

(i) This Letter is signed by each of the Parties using an advanced electronic signature (AES)
process implemented by a third party service provider, DocuSign, which guarantees the security
and integrity of digital copies in accordance with Article 1367 of the French Civil Code and the
implementing decree n°2017-1416 of 28 September 2017 relating to electronic signatures,
transposing Regulation (EU) n°910/2014 of the European Parliament and of the Council of 23
July 2014 on electronic identification and trusted services for electronic transaction within the
internal market.

In accordance with paragraph 4 of Article 1375 of the French Civil Code, this Letter is drawn up in
a single original digital copy, a copy of which shall be delivered to each of the Parties directly by
DocuSign, which is in charge of implementing the advanced electronic signature solution under
the conditions required by Article 1367 of the French Civil Code and the implementing decree
n°2017-1416 of 28 September 2017 relating to electronic signatures.

(ii) The headings of the various sections of this letter have been inserted for reference only and shall
not affect in any way the meaning or interpretation of this Letter of Intent.

(iii) The Parties will each pay their own respective expenses (including fees and expenses of
attorney, consultants or other representatives) in connection with the Transaction contemplated
hereby (whether consummated or not).

(iv) The Parties shall not assign the Letter of Intent or any part thereof or any benefit therein without
the prior written consent of the other Parties.

If you agree with the terms of this non-binding Letter of Intent, please sign this letter where indicated and
return an executed copy to the attention of:

Franck Le Mentec
Cohen & Gresser AARPI
30 rue La Boétie
75008 Paris
flementec@cohengresser.com

Laurent Schummer
Arendt & Medernach SA
41A avenue John F Kennedy
1855 Luxembourg
laurent.schummer@arendt.com

6
Exhibit 3
Page 7 of 8
We remain at your disposal should you wish to discuss this offer further.

Yours sincerely,

______________________________ ______________________________
Mondo Bongo LLC Miraval Provence
William Bradley Pitt Marc Perrin

______________________________ ______________________________
William Bradley Pitt Familles Perrin SAS
Marc Perrin

Countersignatures:

______________________________ ______________________________
Nouvel LLC Angelina Jolie
Terry Bird

7
Exhibit 3
Page 8 of 8
Exhibit 4
From: Laurent Schummer
Sent: Sunday, May 9, 2021 1:00 PM PDT
To: Franck Le Mentec (flementec@cohengresser.com)
Subject: Confidential
Attachments: LoI Miraval - 22.04.21.DOCX

Dear Franck,
I revert as promised with our revised LOI.

It spells out the non- compete, non-disparagement and confidentiality undertakings. We believe this is the
area where we now need to be precise.
It mutualises the non-disparagement, in a spirit of mutual assurance relating to Miraval.
We have limited the duration of these relevant undertakings to three years, as required by French laws.
We also believe that the non-compete will have our client forego lucrative endorsements and other
business opportunities which are hence adequately valued for such duration.
To reassure you and the Perrin family, we confirm our clear intent of not disparaging above and beyond
this three-year period. You will see our proposed drafting.
Our client has consented to a very favourable deal for your client and the Perrin family. This is a
considerable concession to turn the Miraval page. We see our proposal as more than fair and final in light
of our overall discussions.
We believe it is in the interests of all sides to now move on, and we expect your final confirmation on this
revised draft by 14 May, with a view to completion by 31 May.
Best regards
Laurent

Laurent Schummer
Partner

laurent.schummer@arendt.com

T +352 40 78 78 5061
M +352 621 45 51 76

Arendt & Medernach SA


41A avenue JF Kennedy L-2082 Luxembourg
Registered with the Luxembourg Bar
a1
r endt RCS Luxembourg B 186371

arendt.com Join us: -


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-

From: Laurent Schummer <Laurent.Schummer@arendt.com>


Sent: dimanche 9 mai 2021 9:53 PM
To: Laurent Schummer <Laurent.Schummer@arendt.com>
Subject: LoI Miraval - 22.04.21

Exhibit 4
Page 1 of 8
Mondo Bongo
Att.: [-]
9100 Wilshire Boulevard
CA 90212, West Beverly Hills
USA

Miraval Provence
Att.: Mr. Marc Perrin
Route de Jonquières
La Ferrière
84100 Orange

Mr. William Bradley Pitt


[-]

Familles Perrin SAS


Att.: Mr.Marc Perrin
[-]

Nouvel LLC
Att.: Ms. Terry Bird
1990 S. Bundy Drive
CA 900025, Los Angeles
USA

Ms. Angelina Jolie


[-]

On May [***], 2021

Strictly confidential

Dear Angelina, Dear Terry,

This letter summarizes the terms of the offer that is hereby made by Mr William Bradley Pitt, Mondo
Bongo LLC, Miraval Provence and Mr Marc Perrin on behalf of the Familles Perrin SAS regarding the
exit of Nouvel LLC from Quimicum Sàrl by way of repurchase of Nouvel LLC's shares and shareholder
loans in Quimicum by Quimicum itself and the set-up of confidentiality commitments and non-compete
and non-disparagement provisions by Ms. Angelina Jolie to the benefit of Miraval Provence and its direct
and indirect shareholders in such capacity (hereinafter, the "Transaction").

We hereby confirm our agreement on the terms of the Transaction and our commitment to draft, sign
and perform all necessary legal documentation in this regard by no later than May 31, 2021.

The Transaction shall be organized according to the terms and conditions included in this letter and to
be reflected in satisfactory Legal Documentation (hereinafter, the "Letter").

Exhibit 4
Page 2 of 8
1. DEFINITIONS

The following words and expressions shall have the following meanings:

"Château Miraval" refers to Château Miraval, a société anonyme organized under the laws
of France, having its registered office at Domaine de Miraval, 83570
Correns, registered with the Trade and Companies' Register of
Draguignan under number 388 436 537.

"Closing Date" refers to the date on which the Transaction will be executed, which shall
be no later than 31 May 2021.

"Exit" refers to the exit of the Seller from Quimicum as set out in this Letter.

"Legal Documentation" refers to all legal documents that need to be signed by the Parties on or
before Closing Date, for the purpose of the execution of the Transaction.

"Letter" refers to the present letter.

"Miraval Provence" refers to Miraval Provence, a société en nom collectif organized under
the laws of France, having its registered office at route de Jonquières, la
Ferrière, 84100 Orange, registered with the Trade and Companies'
Register of Avignon under number 793 067 554.

"Parties" means the Seller, Mondo Bongo LLC, a limited liability company
organized under the laws of California, having its registered office at 9100
Wilshire Boulevard, CA 90212 West Beverly Hills, Miraval Provence, Ms.
Angelina Jolie and Mr. William Bradley Pitt, Familles Perrin SAS, a
société par actions simplifiée organized under the laws of France, having
its registered office at [-] and Quimicum.

"Personal Loan" refers to the personal loan granted on [-] by Mr. William Bradley Pitt to
Ms. Angelina Jolie of an amount of USD 7 000 000.

"Quimicum" refers to Quimicum Sàrl, a société à responsabilité limitée organized


under the laws of Luxembourg, having its registered office at L-5365
Munsbach, 6C rue Gabriel Lippmann and registered with the
Luxembourg Trade and Companies' Register under number B41114.

"Seller" means Nouvel LLC, a limited liability company organized under the laws
of California, having its registered office at 1990 S. Bundy Drive, CA
900025 Los Angeles.

"Shares" refers to the five hundred (500) shares of Quimicum held by the Seller.

2. TRANSACTION

The Transaction price is USD 54 500 000 in cash, payable by wire transfer, in three instalments:

Exhibit 4
Page 3 of 8
(1) USD 46 000 000 in cash, payable by wire transfer made by Quimicum to the Seller on the
Closing Date.

This first instalment will be paid in consideration for (i) the total reimbursement by Quimicum of
the shareholders' account in the amount of [-] of the Seller in Quimicum, and (ii) the acquisition
of the Shares by Quimicum, free and clear of all claims, liens and encumbrances.

Subject to receipt of such payment, Ms. Angelina Jolie will reimburse Mr. William Bradley Pitt
the amount of USD 7 000 000 in full and final settlement of the Personal Loan.

(2) USD 4 500 000 in cash together with accrued interest at a rate of [-]% [Note: should there
be no interest, the reimbursement schedule needs to be accelerated], payable by Miraval
Provence by wire transfer to Ms. Angelina Jolie on [December 31, 2021].

(3) USD 4 000 000 in cash together with accrued interest at an annual rate of [-]% [Note: should
there be no interest, the reimbursement schedule needs to be accelerated], payable by wire
transfer to Ms. Angelina Jolie on [June 30th, 2024].

In the context of the Transaction, Ms. Angelina Jolie, sole shareholder of the Seller, will make the
following express commitments:

● a commitment not to disclose any confidential information relating to Château Miraval and
Miraval Provence for a period of three years from Closing Date

-
Proposed Text:

Ms. Angelina Jolie undertakes to not disclose any Confidential Information relating to the
Business of Château Miraval and Miraval Provence to any unrelated third party for a period
of three (3) years from the Closing Date.

Business shall mean the business consisting in the production (from cultivating,
harvesting, vinifying to bottling and including purchasing bulk wine from third party
négociants) of wine and champagne benefiting from Miraval’s brands at Château Miraval’s
vineyard and the distribution of such Miraval branded wine and champagne internationally

Confidential Information shall mean information and data relating directly to the Business
or financial affairs of the Château Miraval and Miraval Provence and, more specifically, to
trade secrets, future business projects, development or planning, commercial relationships
and negotiations, that the Château Miraval, Miraval Provence or their respective legally
appointed representatives made available before the date of the Agreement to Ms.
Angelina Jolie or her respective legally appointed representatives, regardless the form the
information takes or the manner in which it has been made available or communicated, but
excluding information which (i) was within the public domain at the time of its disclosure or
subsequently comes into the public domain (other than as a result of a breach of the
Agreement by the Ms. Angelina Jolie or her respective legally appointed representatives);
(ii) was available to Ms. Angelina Jolie or her respective legally appointed representatives
on a non-confidential basis prior to its disclosure by Château Miraval or Miraval Provence;
or (iii) becomes available to Ms. Angelina Jolie or her respective legally appointed

Exhibit 4
Page 4 of 8
representatives on a non-confidential basis from a source other than Château Miraval or
Miraval Provence.

● a commitment not to compete with Miraval Provence by operating and/or distributing wine
and/or champagne products from a winery and/or champagne producer based in France
for a period of three (3) years from Closing Date ; and

-
Proposed Text:

Ms. Angelina Jolie undertakes to not compete with the Business by engaging in, acquiring
or holding any interest in, advising or promoting on a remunerated basis, any business
producing and/or distributing, in a manner similar to the Business, any wine and/or
champagne products from a winery and/or champagne producer based in France for a
period of three (3) years from Closing Date

In the context of the Transaction, all Parties will make the following express commitment:

● a commitment not to publicly denigrate Miraval Provence, or in their role and capacity
pertaining to the Miraval Provence business, its current direct and indirect shareholders
including Ms. Angelina Jolie, Mr. William Bradley Pitt, Mr. Marc Perrin and Familles Perrin
SAS for a legally binding period of three (3) years from Closing Date and, on a good faith
basis, any period thereafter. This commitment is not intended to otherwise limit the claims,
filings or testimony by any of the Parties in US legal proceedings;

-
Proposed Text:

Each Party undertakes to not publicly and intentionally denigrate the Business, or solely in
their role and capacity pertaining to the Business, its direct and indirect shareholders,
including Ms. Angelina Jolie, Mr. William Bradley Pitt, Mr. Marc Perrin and Familles Perrin
SAS, for a legally binding period of three (3) years from Closing Date and, on a good faith
basis, any period thereafter but without otherwise limiting the ability to make (i) any claims,
filings or testimony in any legal proceedings or (ii) any declarations, statements or
comments to the extent unrelated to the Business, it being understood that any comments,
statements or declarations made or reported in the written press, televised or social media
or any other means of communication which have not definitively been evidenced to have
been made or directly caused to be made by or on behalf of the relevant Party shall not be
considered as a breach of this undertaking.

(together, the "Commitments").

3. CONDITIONS

The completion of the Transaction will require the following actions to be undertaken in good faith:

(i) the designation of a new manager to be appointed until June 15th, 2021 at the level of Quimicum
and the approval of the accounts of Quimicum for the years 2019 and 2020 as well as the
capitalization of up to EUR 34 200 000 of the shareholders' account of Quimicum in Château
Miraval combined with Château Miraval reimbursing the shareholders' account of Quimicum for

Exhibit 4
Page 5 of 8
an amount of USD 46 000 000. Mondo Bongo LLC will guarantee the execution of those
preliminary steps by Château Miraval;

(ii) the Parties' execution and delivery of the Legal Documentation;

(iii) the termination without compensation of the endorsement agreement concluded between
Miraval Provence and Chivan Productions, Inc. on March 21st, 2013, effective as of January
1st, 2021. The label of the bottles will be reviewed accordingly (i.e., as of Miraval Provence's
vintage of 2021); and

(iv) the termination without compensation of the current lease agreement concluded between, on
the one hand, Mr. William Bradley Pitt and Ms. Angelina Jolie and, on the other hand, Château
Miraval, in December 2008, effective as of January 1st, 2021.

4. LEGAL DOCUMENTATION

In this context and as soon as reasonably practicable after the execution of this letter, the Legal
Documentation will be signed.

The Legal Documentation will include (without limitation) the following documents:

● two (2) sets of minutes of the general assembly of the shareholders of Quimicum that would
be signed by the Seller's and Mondo Bongo LLC's respective representatives required to
implement Condition (i) above;

● contractual undertakings between the Parties relating to the sale of the Shares and the
Commitments as per the above terms only;

● termination letters signed by the Parties required to implement Conditions (iii) and (iv)
above.

Those documents will include (without limitation) the terms summarized in the Letter and, if applicable
and, where strictly required to effect the Transaction, such other terms that are customary for
transactions and agreements of this kind and not inconsistent with this Letter. For the avoidance of
doubt Ms Angelina Jolie and the Seller will not give any representations, warranties or other indemnities
to anybody, other than that Ms Angelina Jolie will continue to cooperate with Mr. William Bradley Pitt
and Château Miraval through their respective lawyers in order to build their defence in the Odile Soudant
copyright infringement and unfair competition procedure pending before the Paris Court of 1st instance
under No19/06501 in exchange for being kept harmless from any liability and any claims notably for
damages and from any condemnations arising from the said dispute by Mr. William Bradley Pitt, Mondo
Bongo and Château Miraval.

5. CONFIDENTIALITY

The existence and the terms of the Letter are confidential to the Parties and their representatives and
can only be revealed and discussed with third-parties to the extend necessary to obtain financing for the
Transaction.

Exhibit 4
Page 6 of 8
6. GOVERNING LAW

The Letter shall be governed by and construed in accordance with the laws of France.

The Parties agree that the competent French courts shall have exclusive jurisdiction in relation to any
claim, dispute of difference concerning this Letter of Intent and any matter arising therefrom.

7. TERMINATION

The Letter of Intent will automatically terminate and be of no further force and effect, upon the earlier of
(i) the execution of the Legal Documentation, (ii) a mutual agreement between the Seller and Mondo
Bongo LLC and (iii) June 30, 2021.

8. NO BINDING AGREEMENT

The Letter reflects the offer that is hereby made by Mr William Bradley Pitt, Mondo Bongo LLC, Miraval
Provence and Mr Marc Perrin on behalf of the Familles Perrin SAS subject only to the Final
Documentation.

9. MISCELLANEOUS

This Letter is signed by each of the Parties using an advanced electronic signature (AES) process
implemented by a third party service provider, DocuSign, which guarantees the security and integrity of
digital copies in accordance with Article 1367 of the French Civil Code and the implementing decree
n°2017-1416 of 28 September 2017 relating to electronic signatures, transposing Regulation (EU)
n°910/2014 of the European Parliament and of the Council of 23 July 2014 on electronic identification
and trusted services for electronic transaction within the internal market.

In accordance with paragraph 4 of Article 1375 of the French Civil Code, this Letter is drawn up in a
single original digital copy, a copy of which shall be delivered to each of the Parties directly by DocuSign,
which is in charge of implementing the advanced electronic signature solution under the conditions
required by Article 1367 of the French Civil Code and the implementing decree n°2017-1416 of 28
September 2017 relating to electronic signatures.

The headings of the various sections of this Letter have been inserted for reference only and shall not
affect in any way the meaning or interpretation of this Letter.

The Parties will each pay their own respective expenses (including fees and expenses of attorney,
consultants or other representatives) in connection with the Transaction contemplated hereby (whether
consummated or not).

The Parties shall not assign the Letter or any part thereof or any benefit therein without the prior written
consent of the other Parties.

If you agree with the terms of this Letter, please sign this letter where indicated and return an executed
copy to the attention of:

Exhibit 4
Page 7 of 8
Franck Le Mentec
Cohen & Gresser AARPI
30 rue La Boétie
75008 Paris
flementec@cohengresser.com

Laurent Schummer
Arendt & Medernach SA
41A avenue John F Kennedy
1855 Luxembourg
laurent.schummer@arendt.com

We remain at your disposal should you wish to discuss this offer further.

Your sincerely,

______________________________ ______________________________
Mondo Bongo LLC Miraval Provence
[-] Marc Perrin

______________________________ ______________________________
William Bradley Pitt Famille Perrin SAS
Marc Perrin
Countersignatures:

______________________________ ______________________________
Nouvel LLC Angelina Jolie
Terry Bird

Exhibit 4
Page 8 of 8
Exhibit 5
Messages - Ajax

iMessage
5/30/2110:07:16 AM PDT

First of all- I can't wait to see your new film . We are all excited and
seems a perfect outlet for your brilliant sexy self

I have a favor to ask - I am looking to sell miraval. Ideally sell most to a


partner. I have tried to sell to b as per our agreement but he's really not
being fair and also a lot of punishing restrictions. Can your husband
recommend someone who I could talk to about options?. I have a good
team but they only put one offer forward and aren 't really making deals
as much as taking what lands.

Sorry to ask but I don't trust or know a lot of people.

Above all- love to your family and hope to see you one day soon

5/30/2110:20:48 AM PDT

Absolutely. Call me when you get a chance

5/30/2111 :5734 AM PDT

What are good times?

5/30/21 11 :57:48 AM PDT

Also kids and ii are in NY 5-11 in case you're around

6/3/21 8:59:11 AM PDT

Looks like I will not sell to b and so I would love my team to talk to your
lady and tell them where we are at so she can give some general
thoughts. I would love to meet her

6/3/21 11 :01 :01 AM PDT

Yes you have to talk to Marjorie because she told me that there are
some Russian banks that are set up in a way you can't cash the money
in America. The bank in France is Credit Agricole but it's huge. Francois
can put you in touch with someone there

6/3/21 11 05:28 AM PDT

Marjorie Brabet-Friel.vcf

AJ-004825
Exhibit 5
Page 1 of 2
Messages - Ajax

6/3/21 11 :09:21 AM PDT

I wrote to her. Thank you!

6/3/21 12:4207 PM PDT

She told me you have the same lawyer ~

6/3/21 12:44:31 PM PDT

Perfect! She seems lovely from texts. Very happy to have extra support
and advice.
Separately if you see any business opportunities let me know. Trying to
get through these years and not be dependent.
Above all, excited you are going to be here. Girls were really happy to
hear Valentina will be in LA
I have some ideas for them to work on issues together

6/3/21 10:03:28 PM PDT

I will keep my eyes ~~ for opportunities. Also. My hands are full now but
maybe we can manifest something where we join forces and we do it
together

AJ-004826
Exhibit 5
Page 2 of 2
Exhibit 6
From: Franck Le Mentec <FLeMentec@CohenGresser.com>
Date: 2 June 2021 at 06:46:43 CEST
Subject: [WARNING: MESSAGE ENCRYPTED]Confidential
To: Laurent Schummer <Laurent.Schummer@arendt.com>

Dear Laurent,
As agreed, please find attached our revised LoI.
I am at your disposal to discuss it.
Best regards
Franck

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Exhibit 6
Page 1 of 8
Mondo Bongo
9100 Wilshire Boulevard
CA 90212, West Beverly Hills
USA

Miraval Provence
Route de Jonquières
La Ferrière
84100 Orange

Mr. William Bradley Pitt


[-]

Familles Perrin SAS


Route de Jonquières
La Ferrière
84100 Orange

Nouvel LLC
Att.: Ms. Terry Bird
1990 S. Bundy Drive
CA 900025, Los Angeles
USA

Ms. Angelina Jolie


[-]

On June [-], 2021

Strictly confidential

Dear Angelina, Dear Terry,

This letter summarizes the principal terms of a proposal being considered by Mr. William Bradley Pitt,
Mondo Bongo LLC, Miraval Provence and Mr. Marc Perrin on behalf of Familles Perrin SAS regarding the
potential exit of Nouvel LLC from Quimicum Sàrl by way of repurchase of Nouvel LLC’s shares in
Quimicum by Quimicum itself and reimbursement of Nouvel LLC shareholder’s loan and the set-up of
confidentiality commitments and non-compete and non-disparagement provisions to the benefit of Miraval
Provence and its direct and indirect shareholders (hereinafter, the “Transaction”).

At this point in our discussions it seemed appropriate to indicate by the present letter our interest in the
Transaction and to confirm our endeavor to reach a definitive agreement on the Transaction and to draft
all necessary legal documentation in this regard.

It is our intention that the Transaction be organized according to the terms and conditions included in this
letter (hereinafter, the “Letter of Intent”). The object of the Letter of Intent is to allow for the preparation of
all future works relating to the Transaction.

Exhibit 6
Page 2 of 8
1 DEFINITIONS

The following words and expressions shall have the following meanings:

“Château Miraval” refers to Château Miraval, a société anonyme organized under the laws of
France, having its registered office at Domaine de Miraval, 83570 Correns,
registered with the Trade and Companies’ Register of Draguignan under
number 388 436 537.

“Closing Date” refers to the date on which the Transaction will be executed, which shall be
not later than August 31st, 2021.

“Exit” refers to the exit of the Seller from Quimicum as set out in this letter.

“Legal Documentation” refers to all legal documents that need to be signed by the Parties on or
before Closing Date, for the purpose of the execution of the Transaction.

“Letter of Intent” refers to the present letter.

“Miraval Provence” refers to Miraval Provence, a société en nom collectif organized under the
laws of France, having its registered office at route de Jonquières, la
Ferrière, 84100 Orange, registered with the Trade and Companies’ Register
of Avignon under number 793 067 554.

“Parties” means the Seller, Mondo Bongo LLC, a limited liability company organized
under the laws of California, having its registered office at 9100 Wilshire
Boulevard, CA 90212 West Beverly Hills, Miraval Provence, Ms. Angelina
Jolie, Mr. William Bradley Pitt, Familles Perrin SAS, a société par actions
simplifiée organized under the laws of France, having its registered office at
route de Jonquières, la Ferrière, 84100 Orange, registered with the Trade
and Companies’ Register of Avignon under number 790 402 762 and
Quimicum.

“Personal Loan” refers to the personal loan granted by Mr. William Bradley Pitt to
Ms. Angelina Jolie of an amount of USD 7,000,000.

“Quimicum” refers to Quimicum Sàrl, a société à responsabilité limitée organized under


the laws of Luxembourg, having its registered office at L-5365 Munsbach, 6C
rue Gabriel Lippmann and registered with the Luxembourg Trade and
Companies’ Register under number B41114.

“Seller” means Nouvel LLC, a limited liability company organized under the laws of
California, having its registered office at 1990 S. Bundy Drive, CA 900025
Los Angeles.

“Shares” refers to the five hundred (500) shares of Quimicum held by the Seller.

2 TRANSACTION

Subject to the execution of all the Legal Documentation, the Transaction price would be USD 54,500,000
in cash, payable by wire transfer, in two installments:

(1) USD 46,000,000 in cash, payable by wire transfer made by Quimicum to the Seller on the Closing
Date.

2
Exhibit 6
Page 3 of 8
This first installment would be paid in consideration for (i) the total reimbursement by Quimicum of
the shareholders’ account of the Seller in Quimicum of an amount of [-], and (ii) the acquisition of
the Shares by Quimicum, free and clear of all claims, liens and encumbrances.

On the Closing Date, subject to receipt of such payment, Ms. Angelina Jolie would reimburse
Mr. William Bradley Pitt the amount of USD 7,000,000 in full and final settlement of the Personal
Loan.

(2) USD 8,500,000 in cash, payable by wire transfer to Ms. Angelina Jolie on June 30th, 2025.

In case of execution of the Transaction, Ms. Angelina Jolie, sole shareholder of the Seller, would make
the following express commitments:

- a commitment not to disclose any confidential information relating to Château Miraval, Miraval
Provence and Quimicum for a period of four (4) years from Closing Date;

Proposed text:

Ms. Angelina Jolie undertakes to not disclose any Confidential Information relating to the
Business of Château Miraval and Miraval Provence to any unrelated third party for a period of
four (4) years from the Closing Date (the “Confidentiality Commitment”).

Business shall mean the business consisting in the production (from cultivating, harvesting,
vinifying to bottling and including purchasing bulk wine from third party négociants) of wine and
champagne and the distribution of wine and champagne internationally.

Confidential Information shall mean all information and data relating directly to the Business or
financial affairs of Château Miraval, Miraval Provence and Quimicum and, more specifically, to
trade secrets, future business projects, development or planning, commercial relationships and
negotiations, that Château Miraval, Miraval Provence, Quimicum or their respective legally
appointed representatives made available before the Closing Date to Ms. Angelina Jolie or her
legally appointed representatives, regardless the form the information takes or the manner in
which it has been made available or communicated, but excluding information which (i) was within
the public domain at the time of its disclosure or subsequently comes into the public domain
(other than as a result of a breach of this commitment by Ms. Angelina Jolie or her legally
appointed representatives); (ii) was available to Ms. Angelina Jolie or her legally appointed
representatives on a non-confidential basis prior to its disclosure by Château Miraval, Miraval
Provence or Quimicum; or (iii) becomes available to Ms. Angelina Jolie or her legally appointed
representatives on a non-confidential basis from a source other than Château Miraval, Miraval
Provence or Quimicum.

- for a period of four (4) years from the Closing Date, a commitment not to compete with Miraval
Provence (i) by operating, promoting and/or distributing rosé wine products regardless of the
location of the winery and/or (ii) by operating, promoting and/or distributing other wine and/or
champagne products from a winery and/or champagne producer based in France or in the United
States (the “Non-Compete Commitment”).

Proposed text:

Ms. Angelina Jolie undertakes, for a period of four (4) years from Closing Date, to not compete
with the Business by engaging in, acquiring or holding any interest in, advising or promoting,
whether on a remunerated basis or not, any business producing and/or distributing, in a manner
similar to the Business, (i) any rosé wine products regardless of the location of the winery and/or
(ii) any other wine and/or champagne products from a winery and/or champagne producer based
in France or in the United States.

3
Exhibit 6
Page 4 of 8
In case of execution of the Transaction, all Parties would make the following express commitment:

- a commitment not to publicly denigrate Miraval Provence or its current direct and indirect
shareholders including Ms. Angelina Jolie, Mr. William Bradley Pitt, Mr. Marc Perrin and Familles
Perrin SAS for a legally binding period of four (4) years from Closing Date, and, on a good faith
basis, any period thereafter. This commitment is not intended to limit the claims, filings and
testimony made in court by any of the Parties in the ongoing US legal proceedings between the
Parties (the “Non-Disparagement Commitment”).

Proposed Text:

At no time for a legally binding period of four (4) years following the Closing Date, and, on a good faith
basis, any period thereafter, shall the Parties (i) make any statements, or take any other actions
whatsoever, to disparage, defame, or compromise the goodwill, name, brand or reputation of Miraval
Provence or any of its affiliates or direct and indirect shareholders, including
Ms. Angelina Jolie, Mr. William Bradley Pitt, Mr. Marc Perrin and Familles Perrin SAS or (ii) commit any
other action that could likely injure, hinder or interfere with the Business, business relationships or
goodwill of Miraval Provence, its affiliates or its direct and indirect shareholders.

This commitment shall however not limit the ability, for any Party, to make any claims, filings or testimony
in any legal proceedings.

The Confidentiality Commitment, the Non-Compete Commitment and the Non-Disparagement


Commitment are together referred as the Commitments.

3 CONDITIONS

The execution of the Transaction would be subject to the following conditions:

(i) as a preliminary step, the designation of a new manager to be appointed until August 31st, 2021
at the level of Quimicum, the approval of the accounts of Quimicum for the years 2019 and 2020
and the replacement of Josefina Parisi at the level of Château Miraval would be required.

In addition, a capitalization of up to EUR 34,200,000 of the shareholders’ account of Quimicum in


Château Miraval would be implemented.

Château Miraval would reimburse the shareholders’ account of Quimicum for an amount of USD
46,000,000.

Mondo Bongo LLC would guarantee the execution of those preliminary steps by Château Miraval;

(ii) the Parties’ execution and delivery of the Legal Documentation;

(iii) the termination without compensation of the endorsement agreement concluded between Miraval
Provence and Chivan Productions, Inc. on March 21st, 2013, effective as of January 1st, 2021.
The label of the bottles would be reviewed accordingly (i.e., as of Miraval Provence’s vintage of
2021);

(iv) the termination without compensation of the current lease agreement concluded between, on the
one hand, Mr. William Bradley Pitt and Ms. Angelina Jolie and, on the other hand, Château
Miraval, in December 2008, effective as of January 1st, 2021; and

(v) no unanticipated material adverse change having occurred at the Closing Date whether at the
level of Quimicum, Château Miraval and Miraval Provence.

4 LEGAL DOCUMENTATION

4
Exhibit 6
Page 5 of 8
In this context and as soon as reasonably practicable after the execution of this letter, you will be asked to
conclude with us the Legal Documentation.

The Legal Documentation would include (without limitation) the following documents:

- two (2) sets of minutes of the general assembly of the shareholders of Quimicum that would be
signed by the Seller’s and Mondo Bongo LLC’s respective representatives required to implement
condition (i) above;

- contractual undertakings between the Parties relating to the repurchase of Shares and the
Commitments as per the above terms only;

- termination letters signed by the Parties required to implement conditions (iii) and (iv) above.

Those documents would include (without limitation) the terms summarized in the Letter of Intent and, if
applicable, where strictly required to effect the Transaction, such other terms that are customary for
transactions and agreements of this kind and not inconsistent with this letter. For the avoidance of doubt,
Ms. Angelina Jolie and the Seller will not give any representations, warranties or other indemnities to
anybody, other than the execution of the Commitments and that Ms. Angelina Jolie will continue to
cooperate with Mr. William Bradley Pitt and Château Miraval through their respective lawyers in order to
build their defense in the Odile Soudant copyright infringement and unfair competition procedure pending
before the Paris Court of 1st instance under No19/06501, in exchange for being kept harmless from any
liability and any claims notably for damages and from any condemnations arising from the said dispute by
Mr. William Bradley Pitt, Mondo Bongo and Château Miraval

5 CONFIDENTIALITY

The existence and the terms of the Letter of Intent are confidential to the Parties and their representatives
and can only be revealed and discussed with third-parties to the extent necessary to obtain financing for
the Transaction.

6 GOVERNING LAW

The Letter of Intent shall be governed by and construed in accordance with the laws of France.

The Parties agree that the competent French courts shall have exclusive jurisdiction in relation to any
claim, dispute or difference concerning this Letter of Intent and any matter arising therefrom.

7 TERMINATION

(i) The Letter of Intent will automatically terminate and be of no further force and effect, upon the
earlier of (i) the execution of the Legal Documentation, (ii) a mutual agreement between the Seller
and Mondo Bongo LLC and (iii) August 31st, 2021.

(ii) The Parties agree that either of them may terminate negotiations related to the Transaction at any
time for any reason or for no reason and without incurring any liability to the other Parties in
respect of such termination.

Notwithstanding Sections 7(i) and 7(ii) above, Sections 5, 6, 8 and 9(iii) shall survive the termination of
this letter, and the termination of this letter shall not affect any rights any Party may have with respect to
the breach of this Letter of Intent by another Party before such termination.

5
Exhibit 6
Page 6 of 8
8 NO BINDING AGREEMENT

The Letter of Intent reflects the intention of the Parties, but for the avoidance of doubt, neither this letter
nor its acceptance shall give rise to any legally binding or enforceable obligation on any Party, except for
Sections 5 through 9 hereof. No contract or agreement providing for any transaction involving Quimicum
shall be deemed to exist between the Parties and any of their affiliates unless and until the Final
Documentation has been executed and delivered.

9 MISCELLANEOUS

(i) This Letter is signed by each of the Parties using an advanced electronic signature (AES)
process implemented by a third party service provider, DocuSign, which guarantees the security
and integrity of digital copies in accordance with Article 1367 of the French Civil Code and the
implementing decree n°2017-1416 of 28 September 2017 relating to electronic signatures,
transposing Regulation (EU) n°910/2014 of the European Parliament and of the Council of 23
July 2014 on electronic identification and trusted services for electronic transaction within the
internal market.

In accordance with paragraph 4 of Article 1375 of the French Civil Code, this Letter is drawn up in
a single original digital copy, a copy of which shall be delivered to each of the Parties directly by
DocuSign, which is in charge of implementing the advanced electronic signature solution under
the conditions required by Article 1367 of the French Civil Code and the implementing decree
n°2017-1416 of 28 September 2017 relating to electronic signatures.

(ii) The headings of the various sections of this letter have been inserted for reference only and shall
not affect in any way the meaning or interpretation of this Letter of Intent.

(iii) The Parties will each pay their own respective expenses (including fees and expenses of
attorney, consultants or other representatives) in connection with the Transaction contemplated
hereby (whether consummated or not).

(iv) The Parties shall not assign the Letter of Intent or any part thereof or any benefit therein without
the prior written consent of the other Parties.

If you agree with the terms of this non-binding Letter of Intent, please sign this letter where indicated and
return an executed copy to the attention of:

Franck Le Mentec
Cohen & Gresser AARPI
30 rue La Boétie
75008 Paris
flementec@cohengresser.com

Laurent Schummer
Arendt & Medernach SA
41A avenue John F Kennedy
1855 Luxembourg
laurent.schummer@arendt.com

6
Exhibit 6
Page 7 of 8
We remain at your disposal should you wish to discuss this offer further.

Yours sincerely,

______________________________ ______________________________
Mondo Bongo LLC Miraval Provence
William Bradley Pitt Marc Perrin

______________________________ ______________________________
William Bradley Pitt Familles Perrin SAS
Marc Perrin

Countersignatures:

______________________________ ______________________________
Nouvel LLC Angelina Jolie
Terry Bird

7
Exhibit 6
Page 8 of 8
Exhibit 7
From: Laurent Schummer
Sent: Sunday, June 13, 2021 11:25 AM PDT
To: Franck Le Mentec (flementec@cohengresser.com); Marc Perrin (marc@familleperrin.com)
CC: Christophe Salin
Subject: Confidential

Dear Franck,
Dear Marc,

I am writing at my client’s request to inform you that she is stepping back from all aspects of
negotiations regarding the sale of her stake in Miraval and has empowered me to act on her behalf.

I have been asked to let you know that she is doing this because it has become apparent that these
negotiations are not in any way productive, and that there is no prospect of her being treated fairly and
as an equal partner.

She made her request to sell her share in the business in good faith, and reasonably anticipated that
negotiations would pertain solely to the business transaction itself.

Instead, she feels that there have been numerous attempts to take advantage of the situation and to
impose requests that are improper, are unconstitutionally vague and restrictive, are beyond the scope
of the business, and are distressing and coercive to the point of being felt abusive.

She has repeatedly indicated her wish to exit the business in a manner which does not harm the
reputation of Miraval and its affiliates. She has been willing to commit in good faith to never defaming
the name, brand, or reputation of Miraval Provence or, in relation to the Miraval Provence business, any
of its affiliates or direct and indirect shareholders.

She has made significant concessions in the financial negotiations in order to be able to close this painful
chapter in her family history and to end her association with Miraval, even at the loss of a family home
as well as a financial loss.

Furthermore, she has always acted in good faith despite the way she has been treated herself, including
the latest, unacceptable attempt to introduce into the agreements sweeping, open-ended, and
restrictive language designed to limit my client’s freedom to speak – which arose only after media
reports of filings related to domestic violence in a court in California.

For all these reasons, in the interests of preserving her health and that of her whole family, she will no
longer be involved in these discussions and has asked that all matters relating to it be directed to me.

Best regards

Laurent Schummer
Partner

laurent.schummer@arendt.com

T +352 40 78 78 5061

Exhibit 7
Page 1 of 2
M +352 621 45 51 76

Arendt & Medernach SA


41A avenue JF Kennedy L-2082 Luxembourg
Registered with the Luxembourg Bar
a1
r endt RCS Luxembourg B 186371

arendt.com Join us: -


Linkedin-
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Exhibit 7
Page 2 of 2
Exhibit 8
To: Cohen & Gresser AARPI
attn.: Franck le Mentec
30, Rue La Boetie
F-75008 Paris
France

Marc Perrin
Chateau de Beaucastel
Chemin de Beaucastel
F-84350 Courthezon
France

Cc.: Christophe Salin


66 route de Montelimar
F-2611 O Nyons
France

Luxembourg, 15 June 2021

Our ref.: 030282-70000/34288631


Tel: (352) 40 78 78 5061

Dear Sirs,

We are in receipt of your recent, revised letter regarding the terms for a 'potential' exit of Nouvel LLC
from Quimicum S.a r.l.

We are very disappointed by such letter, which, after detailed analysis, is completely unacceptable.

You stipulate the letter to be a mere mark of interest, which reflects the terms of a potential agreement
between the parties. You even provide in section 7 that each party is, without incurring any liability, in a
position to terminate the negotiations relating to the transaction and hence walk away from the
transaction.

We should be at the stage where a formal and firm commitment is taken. We should, as you know,
actually already have completed the transaction.

We therefore consider that you do not have any real intent of actually entering into the transaction. We
understand that you are pursuing a strategy to gain time to continue managing on your own the Miraval
estate.

This is deeply disappointing and painful to my client. She, as you know, was ready to turn the difficult
page of this difficult and painful chapter in the family history and has made significant concessions in
the negotiations to be able to do so.

There are other major items of concern with what you propose in your letter, of which I mention only a
few:

Arendt & Medernach SA 41A avenue JF Kennedy


Registered with the Luxembourg Bar L-2082 Luxembourg
RCS Luxembourg B 186371 arendt.com T +352 40 78 78 1

Exhibit 8
Page 1 of 2
We had very clearly indicated that the various commitments to be given by our client should be limited
to three years and that the payment of the US$8.5 million should occur in at least two instalments rather
than at the end of the relevant commitment period.

We were led to believe that a payment in instalments of said amount would be possible. The letter of
intent does not reflect anything in this regard, despite the financial capacity of the business for our
suggested, accelerated payment.

We acknowledge that the commitments have gone down from five to four years, but they still exceed
the usual, legally enforceable three years that we requested.

We also see that the commitments as regards non-compete, non-disparagement and confidentiality are
largely extended in scope (above and beyond the rose, above and beyond France, above and beyond
the Miraval brand). This is completely unacceptable and you are very much aware of this.

There is a reinstated material adverse change clause, which has never even been discussed and which
is not otherwise substantiated.

These elements and others bear evidence to the fact that you do not want to enter into a transaction .
Actually, we wonder whether you ever intended to do so.

As stated, this hurts my client who desires more than anything else that all parties could find an
arrangement in dignity. It is now clear that your intentions are different.

We feel that you are just trying to gain time in alleged negotiations to keep us from moving on and/or
exercising co-governance rights.

We cannot continue to proceed on such basis. Enough is enough.

On 28th May, we put you on notice that our proposal made several weeks before is the final one and
that you had until Monday 31st May to accept the proposal. You have not.

Having to acknowledge your absence of true and real intent to come to a conclusion of the transaction
during the course of this month of June (you now even refer to the month of August for purposes of
signing the transaction) we consider ourselves free from any negotiations with you.

We consider ourselves free to pursue any other transactions that we would deem appropriate to
undertake.

We consider ourselves free to pursue any legal actions wherever and whatsoever against Quimicum,
Chateau Miraval, Miraval Provence and its direct or indirect shareholders or affiliates.

We do consequently reserve all rights.

You/ X

Laurent Schummer

arendt.com

Exhibit 8
Page 2 of 2
Exhibit 9
From: Joseph Mannis
To: Lance Spiegel
Cc: James M. Simon; Neal Raymond Hersh
Subject: RE: Question
Date: Friday, June 25, 2021 2:35:42 PM
Attachments: image001.jpg

Thanks.

Joseph Mannis

From: Lance Spiegel <lances@ysfamilylaw.com>


Sent: Friday, June 25, 2021 2:33 PM
To: Joseph Mannis <JMannis@HershMannis.com>
Subject: RE: Question

I will get back to you about this (may not be until Monday).

Lance Spiegel

Notice to opposing counsel: I do not review emails during non-business hours or on a regular and frequent basis during
the day. Please feel free to send emails on a 24/7 basis subject to the understanding that there shall be no inference that
your email has been seen within any proximity to its transmittal. Without limiting the foregoing, I am advising you that
emails are not sufficient for ex parte notice. [California Code of Civil Procedure sections 1013(e); 1010.6(a)(2)(A)(ii);
California Rules of Court 2.231(b)]

This message contains information which may be confidential and privileged. Unless you are the addressee (or
authorized to receive for the addressee), you may not use, copy or disclose to anyone the message or any
information contained in the message. If you have received the message in error, please advise the sender and
delete the message. Thank you very much.

YOUNG, SPIEGEL, HILLMAN & HOSP, LLP

From: Joseph Mannis <JMannis@HershMannis.com>


Sent: Friday, June 25, 2021 2:31 PM
To: Lance Spiegel <lances@ysfamilylaw.com>
Cc: James M. Simon <JSimon@HershMannis.com>; Neal Raymond Hersh
<NHersh@HershMannis.com>; Anne C. Kiley <AKiley@elkinskalt.com> (AKiley@elkinskalt.com)
<AKiley@elkinskalt.com>
Subject: RE: Question

Dear Lance,

Yes. As I am sure you know, the discussion of the sale of AJ’s interest to BP have been terminated.
Hence, AJ is exploring third party sales. If Brad is intending to oppose the lifting of all the ATROS, we
will be making an ex parte application within the next few business days to vacate all ATROS (if any
are still in effect). Please advise. I hope this will not be necessary, but that is up to Brad.

AJ-003100
Exhibit 9
Page 1 of 3
Very truly yours,
JOSEPH MANNIS
Founding Partner
ID
HERSH MANNIS LLP
9150 Wilshire Blvd., Suite 209
Beverly Hills, CA 90212
Phone: 310-786-1910
Fax: 310-786-1917
jmannis@hershmannis.com

This e-mail message is intended to be a confidential attorney client communication and/or contain
confidential work product intended solely for the use of the addressee(s) named above. Email between the
attorneys and clients of this firm are intended to be confidential. If you are not the intended recipient, or the
person responsible to deliver it to the intended recipient, you are hereby advised that any dissemination,
distribution or copying of this communication is prohibited. If you have received this e-mail in error, please
promptly notify the sender by return e-mail.

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the intent that it be used, and in fact it cannot be used, to avoid penalties imposed under the Internal Revenue
Code or to promote, market, or recommend to another person any tax-related idea.

From: Lance Spiegel <lances@ysfamilylaw.com>


Sent: Friday, June 25, 2021 11:27 AM
To: Joseph Mannis <JMannis@HershMannis.com>
Subject: Question

Does the proposed stipulation have any implications regarding France such as AJ potentially trying to
sell to a third-party?

Lance Spiegel

Notice to opposing counsel: I do not review emails during non-business hours or on a regular and frequent basis during
the day. Please feel free to send emails on a 24/7 basis subject to the understanding that there shall be no inference that
your email has been seen within any proximity to its transmittal. Without limiting the foregoing, I am advising you that
emails are not sufficient for ex parte notice. [California Code of Civil Procedure sections 1013(e); 1010.6(a)(2)(A)(ii);
California Rules of Court 2.231(b)]

AJ-003101
Exhibit 9
Page 2 of 3
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delete the message. Thank you very much.

YOUNG, SPIEGEL, HILLMAN & HOSP, LLP

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Disclaimer

The information contained in this communication from the sender is confidential. It is intended solely for use
by the recipient and others authorized to receive it. If you are not the recipient, you are hereby notified that
any disclosure, copying, distribution or taking action in relation of the contents of this information is strictly
prohibited and may be unlawful.

This email has been scanned for viruses and malware, and may have been automatically archived by
Mimecast, a leader in email security and cyber resilience. Mimecast integrates email defenses with brand
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AJ-003102
Exhibit 9
Page 3 of 3
1 PROOF OF SERVICE

2 I, Christina M. Garibay, declare:

3 I am employed in the County of Los Angeles, State of California. I am over the age of
18 and not a party to this action. My business address is 100 Wilshire Boulevard, Suite 1300,
4 Santa Monica, California 90401-1142, (310) 899-3300.

5 On April 25, 2024, I served the document(s) described as DECLARATION OF


PAUL D. MURPHY IN SUPPORT OF DEFENDANT AND CROSS-COMPLAINANT
6 ANGELINA JOLIE’S OPPOSITION TO PLAINTIFF AND CROSS-DEFENDANT
WILLIAM B. PITT’S MOTION TO COMPEL FURTHER RESPONSES AND
7 PRODUCTION OF DOCUMENTS; EXHIBITS on the interested parties in this action:

8
SEE ATTACHED SERVICE LIST
9
10 BY ELECTRONIC SERVICE: I caused the above-document(s) to be served via the
Los Angeles Superior Court’s electronic service provider, One Legal.
11
BY E-MAIL: Based on a court order or an agreement of the parties to accept service
TELEPHONE 310-899-3300; FACSIMILE 310-399-7201

12 by e-mail or electronic transmission, I caused the documents to be sent to the persons at the
100 WILSHIRE BOULEVARD, SUITE 1300

email addresses listed above or on the attached service list. I did not receive within a
13 reasonable time after the transmission, any electronic message or other indication that the
MURPHY ROSEN LLP
SANTA MONICA, CA 90401-1142

transmission was unsuccessful.


14
[State] I declare under penalty of perjury under the laws of the State of California that
15 the above is true and correct.

16 Executed on April 25, 2024, at Santa Monica, California.

17

18 Christina M. Garibay

19

20

21

22

23

24

25

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-1- PRINTED ON RECYCLED PAPER
PROOF OF SERVICE
1 SERVICE LIST
2 William B. Pitt, et al. v. Angelina Jolie, et al.
Los Angeles Superior Court Case No. 22STCV06081
3
John V. Berlinski Attorneys for Plaintiffs and Cross-
4 BIRD MARELLA RHOW LICENBERG Defendants William B. Pitt, Mondo Bongo,
5 DROOKS & NESSIM LLP LLC and Cross-Defendant Warren Grant
1875 Century Park East, 23rd Floor
6 Los Angeles, CA 90067
T: (310) 201-2100 F: (310) 201-2110
7 jberlinski@birdmarella.com
BTeachout@birdmarella.com
8 jcherlow@birdmarella.com
fwang@birdmarella.com
9 skosmacher@birdmarella.com
KMeyer@birdmarella.com
10 PYates@birdmarella.com
RAttarson@birdmarella.com
11
Jonathan Moses (admitted pro hac vice)
TELEPHONE 310-899-3300; FACSIMILE 310-399-7201

12 Adam L. Goodman (admitted pro hac vice)


100 WILSHIRE BOULEVARD, SUITE 1300

Jessica L. Layden (admitted pro hac vice)


13
MURPHY ROSEN LLP
SANTA MONICA, CA 90401-1142

Ioannis D. Drivas (pending pro hac vice


14 application)
WACHTELL, LIPTON, ROSEN & KATZ
15 51 West 52nd Street
New York, NY 10019
16 T: (212) 403-1000 F: (212) 403-2000
17 jmmoses@wlrk.com
algoodman@wlrk.com
18 jllayden@wlrk.com
iddrivas@wlrk.com
19
Mark T. Drooks Attorneys appearing specially to challenge
20 BIRD MARELLA RHOW LICENBERG jurisdiction on behalf of Cross-Defendants
DROOKS & NESSIM LLP Marc-Olivier Perrin, SAS Miraval
21
1875 Century Park East, Suite 2300 Provence, SAS Miraval Studios, SAS
22 Los Angeles, CA 90067 Familles Perrin, SAS Distilleries de la
Tel: (212) 957-7600 Riviera, Sas Petrichor, SASU Le Domaine,
23 mdrooks@birdmarella.com and Vins et Domaines Perrin SC
24 S. Gale Dick (admitted pro hac vice)
25

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-2- PRINTED ON RECYCLED PAPER
PROOF OF SERVICE
COHEN & GRESSER Attorneys appearing specially to challenge
1 800 Third Ave. jurisdiction on behalf of Cross-Defendants
2 New York, NY 10022 Marc-Olivier Perrin, SAS Miraval
sgdick@cohengresser.com Provence, and SAS Familles Perrin
3

6 Joe H. Tuffaha Attorneys for Defendant and Cross-


Prashanth Chennakesavan Complainant Nouvel, LLC and appearing
7 LTL ATTORNEYS LLP specially to challenge jurisdiction on
300 South Grand Avenue Suite 1400 behalf of Defendant Tenute del Mondo
8 Los Angeles, CA 90071 B.V., SPI Group Holding, Ltd., Yuri
9 T: (213) 612-8900 F: (213) 612-3773 Shelfer and Alexey Oliynik
joe.tuffaha@ltlattorneys.com
10 prashanth.chennakesavan@ltlattorneys.com

11 Keith R. Hummel
Justin C. Clarke
TELEPHONE 310-899-3300; FACSIMILE 310-399-7201

12
Jonathan Mooney
100 WILSHIRE BOULEVARD, SUITE 1300

13 CRAVATH SWAINE AND MOORE LLP


MURPHY ROSEN LLP
SANTA MONICA, CA 90401-1142

825 Eighth Avenue


14 New York, NY 10019
T: (212) 474-1000 F: (212) 474-3700
15 khummel@cravath.com
jcclarke@cravath.com
16
jmooney@cravath.com
17

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-3- PRINTED ON RECYCLED PAPER
PROOF OF SERVICE

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