Contract analysis

1. Scope of Engagement 1.1 Description of Services Calderwood & Harkness has been retained to conduct a comprehensive California-specific review and redrafting of the Company's confidentiality, invention-assignment, and restrictive covenant provisions across all employment agreements, offer letters, and standalone proprietary-information agreements currently in use by the Company. The objective of this engagement is

2. Staffing The engagement will be staffed through Calderwood & Harkness's Labor & Employment practice group in the Firm's San Francisco office. The following attorneys have been assigned to this matter: Renata Vasquez, Partner (California State Bar No. 247503) — Ms. Vasquez will serve as the Responsible Partner for this engagement. She will serve as the primary client relationship partner and will provide overall ma

3. Fees and Billing 3.1 Hourly Rates Services rendered in connection with this engagement will be billed on an hourly basis at the following rates: These rates are current as of the date of this Letter and reflect the Firm's standard rates for the attorneys listed above. The Firm's standard practice is to adjust hourly rates on an annual basis, typically effective January 1 of each calendar year; provided, however, t

4. Client Identification and Relationship The Firm's client in this engagement is Lumos Analytics Inc. and Lumos Analytics Inc. only. The Firm does not represent, and shall not be deemed to represent, any affiliates, subsidiaries, parent entities, officers, directors, employees, shareholders, investors, or other related parties of the Company in connection with this engagement or otherwise. Without limiting the gener

5. Conflicts of Interest The Firm has conducted a conflicts of interest check in accordance with its standard procedures and the applicable California Rules of Professional Conduct. Based on the information available to the Firm as of the date of this Letter, the Firm has determined that no conflicts of interest exist that would preclude the Firm from undertaking this engagement. The conflicts check encompassed the f

6. Confidentiality and Document Handling All communications, documents, memoranda, analyses, and work product exchanged between the Firm and the Company in connection with this engagement shall be treated as confidential and, to the extent applicable, as protected by the attorney-client privilege and/or the work product doctrine. The Firm will take reasonable measures to safeguard the confidentiality of all informati

7. Coordination with Other Advisors In connection with this engagement, the Firm will coordinate as needed with the following advisors of the Company: (a) Whitmore & Cheng LLP — The Company's general outside corporate counsel. The Firm's primary contact at Whitmore & Cheng LLP will be Leland Tsao, Partner, Corporate Group, located at 525 University Avenue, Suite 600, Palo Alto, California 94301. Coordination with Whi

8. Matter Number and Administrative References For administrative and billing purposes, the following reference numbers have been assigned to this engagement: Firm Matter Number: 1008-00006 Engagement Letter Reference: EL-2024-0847-RV All invoices, correspondence, memoranda, deliverables, and other communications relating to this engagement should reference the Firm Matter Number set forth above. The Company is reque

9. Term and Termination This engagement shall commence upon execution of this Letter by both parties and shall continue until the earlier of: (a) the completion of the deliverables described in Section 1.1 above; or (b) termination of the engagement by either party in accordance with this Section 9. Either party may terminate this engagement at any time upon written notice to the other party. In the event that the Co

10. Document Retention Upon completion of the engagement, the Firm will retain the engagement file — including correspondence, memoranda, research materials, drafts, and work product — in accordance with the Firm's standard document retention policies, which currently provide for a retention period of ten (10) years from the date of the matter's closure. At the expiration of the applicable retention period, the Firm

11. Limitation of Liability; No Guarantee of Outcome The legal advice and work product provided by the Firm in connection with this engagement will be based on the law as it exists at the time such advice is rendered. The law is subject to change through legislative action, regulatory guidance, and judicial interpretation, and no assurance can be given that the law applicable to the matters addressed in this engageme

12. Governing Law This Letter and the terms and conditions of this engagement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflicts of law principles. Acceptance and Acknowledgment We are enthusiastic about the opportunity to work with Lumos Analytics on this important matter and are confident that our team is well positioned to deliver effective an