Contract analysis

1. Purpose and Authority Calderwood & Harkness LLP represents Vantage Mobility Systems Corp. ("VMS"), a Delaware corporation headquartered at 4200 Innovation Drive, Auburn Hills, Michigan 48326, in the above-referenced patent infringement action pending before the United States District Court for the Eastern District of Texas. As you are aware, VMS is a portfolio company of Ridgeline Capital Partners Fund IV, LP ("Fu

2. Litigation Background 2.1 The Parties and the Asserted Patent The plaintiff in this action, Pinnacle Innovations LLC ("Pinnacle"), is a Texas limited liability company and a non-practicing entity ("NPE") that holds a portfolio of approximately thirty-five (35) United States patents acquired from DataStream Automotive, Inc. ("DataStream"), a defunct Illinois corporation that was dissolved in 2021. Pinnacle is manag

3. Defense Assessment and Risk Analysis Upon assuming representation of VMS in January 2025, Calderwood & Harkness LLP conducted a thorough reassessment of the invalidity and non-infringement defenses in light of the Claim Construction Order and the state of the evidentiary record. As part of this effort, we retained Dr. Franklin Yeoh of Greystone Technical Consulting LLC, an Ann Arbor, Michigan-based consulting firm

4. Proposed Settlement Terms After extensive arms-length negotiations between counsel for the parties, VMS and Pinnacle have reached agreement in principle on the following material settlement terms, which are reflected in the draft Settlement Agreement and Mutual Release enclosed as Enclosure 2: (a) Settlement Payment. VMS shall pay to Pinnacle a lump-sum settlement payment of three hundred eighty-five thousand doll

5. Insurance Coverage and Funding Split VMS maintains a Commercial General Liability insurance policy issued by Northbridge Specialty Insurance Company, Policy No. NSI-CGL-2024-08821 (the "Policy"). The Policy includes an intellectual Property Infringement Defense sublimit of five hundred thousand dollars ($500,000) per occurrence and one million dollars ($1,000,000) in the aggregate. The Policy provides coverage for

6. Cost-Benefit Rationale and Recommendation We recommend that VMS proceed with the proposed settlement for the following reasons, which we believe are compelling both individually and in the aggregate: Nuisance-Value Resolution. The $385,000 settlement amount represents a nuisance-value resolution that is significantly below any reasonable damages model that Pinnacle could present at trial. Based on our review of Pi

7. Defense Costs Summary For your information and records, we provide below a summary of the defense costs incurred during the Calderwood & Harkness LLP engagement period (January 15, 2025 through present): Please note that approximately $624,000 in legal fees and expenses was incurred by prior defense counsel, Hargrove Dunn LLP, during its representation of VMS from the commencement of the litigation through January

8. Action Requested We respectfully request that you, in your capacity as the Ridgeline board designee to the VMS Board of Directors, take the following actions at your earliest convenience:

1. Review the enclosed materials, including the form of Written Consent (Enclosure 1), the draft Settlement Agreement and Mutual Release (Enclosure 2), the Summary of Claim Construction Order (Enclosure 3), and the Invalidity and Non-Infringement Assessment Memorandum (Enclosure 4).

2. Execute the enclosed form of Written Consent authorizing VMS to enter into the Settlement Agreement on substantially the terms described herein and in the enclosed draft.

3. Return the executed Written Consent to the undersigned at Calderwood & Harkness LLP by email (mdelgado@calderwoodharkness.com) and by overnight courier to the address set forth below, at the earliest practicable date. We note that the settlement counterproposal was transmitted by Calderwood & Harkness LLP to plaintiff's counsel, Whitfield & Gaines PLLC, on April 14, 2025, with a twenty-one (21) calendar-day expira

9. Enclosures The following materials are enclosed with this letter: Enclosure 1: Form of Written Consent of Ridgeline Board Designee Enclosure 2: Draft Settlement Agreement and Mutual Release (execution version) Enclosure 3: Summary of Claim Construction Order (December 19, 2024) Enclosure 4: Invalidity and Non-Infringement Assessment Memorandum (privileged and confidential; dated March 15, 2025) We appreciate your