Contract analysis

1. Purpose and Acceptance of Engagement Calderwood & Harkness LLP ("the Firm," "we," or "C&H") is pleased to confirm the terms of our engagement to represent Lumos Analytics Inc., a Delaware C-corporation ("Lumos," the "Company," or "you"), as issuer's counsel in connection with the Company's proposed SAFE (Simple Agreement for Future Equity) financing round. This engagement arises from our recent discussions between

2. Scope of Representation The Firm will serve as issuer's counsel to Lumos Analytics Inc. in connection with the Company's proposed SAFE financing round targeting aggregate gross proceeds of up to Six Million Eight Hundred Thousand Dollars ($6,800,000) (the "Financing"). The scope of our representation in connection with the Financing is described below. 2.1 Included Services. Subject to the terms and conditions set

3. Engagement Team The following attorneys have been designated to serve as the engagement team for this matter: Responsible Partner — Patricia Dunmore, Partner. Ms. Dunmore will serve as the primary relationship partner responsible for the overall oversight of the engagement and all legal advice rendered to the Company in connection with the Financing. Ms. Dunmore has over twenty years of experience representing iss

4. Billing Rates and Fee Arrangements 4.1 Hourly Rates. The Firm's current hourly rates for attorneys and professional staff assigned to this engagement are as follows: These rates are subject to periodic adjustment, typically on an annual basis effective January 1 of each calendar year. The Company will be notified in writing of any changes to the Firm's standard hourly rates at least thirty (30) days prior to the e

5. Billing and Payment Terms The Firm will submit monthly invoices to the Company detailing professional services rendered and disbursements incurred during the preceding billing period. Each invoice will include a description of the services performed, the timekeeper responsible for each entry, the number of hours expended, and the applicable hourly rate. Disbursements will be itemized separately. Invoices are payab

6. Identification of the Client The Firm's client in this engagement is Lumos Analytics Inc. and not any individual officer, director, shareholder, employee, agent, or affiliate of the Company. The attorney-client relationship created by this engagement letter exists solely between the Firm and the Company, and no other person or entity shall be deemed a client of the Firm by reason of this engagement. The Firm does

7. Conflicts of Interest The Firm has conducted a conflicts check in accordance with its standard internal procedures and the applicable Rules of Professional Conduct, and based on the information presently available to us, the Firm is not aware of any current conflict of interest that would preclude the Firm from undertaking this engagement. If a conflict of interest arises during the course of the engagement — whet

8. Confidentiality and Privilege All communications between the Firm and the Company in connection with this engagement are intended to be, and shall be treated as, subject to the attorney-client privilege and the work product doctrine to the fullest extent permitted by applicable law. The Company should take care to preserve the privileged nature of such communications and to avoid unnecessary dissemination of privi

9. Document Retention The Firm will maintain files related to this engagement in accordance with the Firm's standard document retention policies, as in effect from time to time. During the pendency of the engagement, all files — including correspondence, memoranda, draft and executed agreements, and related work product — will be maintained in the Firm's secure physical and electronic filing systems. Upon conclusion

10. Termination of Engagement Either the Company or the Firm may terminate this engagement at any time upon written notice to the other party. Termination by the Company shall be effective upon receipt of written notice by the Firm. Termination by the Firm shall be subject to the Firm's obligations under the applicable Rules of Professional Conduct, including the obligation to provide reasonable notice and to take st

11. Governing Law This engagement letter and the attorney-client relationship between the Firm and the Company shall be governed by and construed in accordance with the laws of the State of California, including the California Rules of Professional Conduct as adopted by the State Bar of California, without regard to conflict of laws principles. For the avoidance of doubt, the Financing and the SAFE instruments to be

12. Limitation of Liability The Firm's aggregate liability to the Company arising out of or relating to this engagement, whether in contract, tort, or otherwise, shall not exceed the total professional fees actually paid by the Company to the Firm under this engagement. This limitation applies to all claims, damages, losses, costs, and expenses of any nature whatsoever, including but not limited to direct, indirect,

13. Key Company Information (For Firm Records) The Company has provided the following information for the Firm's records in connection with this engagement. The Company represents that the information set forth below is accurate and complete as of the date of this letter and agrees to notify the Firm promptly of any changes.

14. Miscellaneous This letter constitutes the entire agreement between the Firm and the Company with respect to the engagement described herein and supersedes all prior discussions, proposals, correspondence, or agreements, whether oral or written, relating to the subject matter hereof. There are no representations, warranties, promises, or undertakings between the parties other than those expressly set forth in this