Contract analysis

1. Purpose and Scope of Engagement 1.1 Engagement Overview The Firm is pleased to confirm the terms of our engagement to represent Lumos Analytics Inc., a corporation organized and existing under the laws of the State of Delaware, as buyer's counsel in connection with the proposed acquisition of Prismyx Data Solutions LLC, a limited liability company organized and existing under the laws of the State of Delaware. Bas

2. Engagement Team 2.1 Responsible Partner Harrison Wexford, Partner in the Firm's Mergers & Acquisitions practice group, will serve as the responsible partner for this engagement and will have overall supervisory responsibility for the matter. Mr. Wexford will be involved in key strategic decisions, material negotiations, and the review of principal transaction documents. Mr. Wexford may be reached at (415) 398-7210

3. Fees and Billing Arrangements 3.1 Billing Basis Services rendered by the Firm in connection with this engagement will be billed on an hourly basis at the applicable rates set forth in Section 3.2 below. All professional time is recorded and billed in increments of one-tenth (1/10) of an hour (i.e., six-minute increments). The amount of time charged for a particular task reflects the Firm's good faith assessment of

4. Client Identity and Conflicts 4.1 Client Identity The client in this engagement is Lumos Analytics Inc., and only Lumos Analytics Inc. The Firm's duties of loyalty, confidentiality, and diligent representation run solely to the Company as an entity. For the avoidance of doubt, the Firm does not, by virtue of this engagement, represent any of the Company's affiliates, subsidiaries (including the merger subsidiary t

5. Confidentiality and Privilege 5.1 Attorney-Client Privilege All communications between the Company and the Firm in connection with this engagement — whether oral, written, or electronic — are intended to be, and shall be treated as, privileged and confidential communications protected by the attorney-client privilege and, where applicable, the work product doctrine. The Firm will take reasonable steps to preserve

6. Document Retention The Firm maintains a document retention policy applicable to all client matters. Under this policy, following the conclusion or termination of the engagement, the Firm will retain the client files related to this matter — including correspondence, memoranda, drafts, research, notes, and other work product — for a period of seven (7) years from the date of the final invoice rendered in connection

7. Termination of Engagement 7.1 Termination by Client The Company may terminate this engagement at any time and for any reason by providing written notice to the Firm, directed to the attention of Harrison Wexford at the address set forth at the top of this Letter or by email at hwexford@calderwoodharkness.com. Upon receipt of such notice, the Firm will take reasonable steps to wind down its involvement in the matte

8. Limitation of Liability To the fullest extent permitted by applicable law, the Firm's aggregate liability to the Company arising out of or relating to this engagement, whether based on contract, tort (including negligence), strict liability, or any other legal or equitable theory, shall not exceed the total amount of fees actually paid by the Company to the Firm for services rendered under this engagement letter.

9. Governing Law and Dispute Resolution This Letter shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflicts of law principles that would require the application of the laws of any other jurisdiction. Any dispute, controversy, or claim arising out of or relating to this Letter or the Firm's engagement hereunder, including any dispute regarding the inte

10. Entire Agreement; Amendments This Letter constitutes the entire agreement between the Firm and the Company with respect to the terms and conditions of the Firm's engagement in connection with the proposed acquisition of Prismyx Data Solutions LLC, and supersedes all prior or contemporaneous understandings, agreements, negotiations, representations, warranties, and communications, whether oral or written, between

11. Acceptance and Counterparts We respectfully request that the Company indicate its acceptance of the terms and conditions of this engagement by having an authorized representative sign and return a copy of this Letter to the Firm at the address set forth above or by email to hwexford@calderwoodharkness.com. Upon execution and return by the Company, this Letter will constitute a binding agreement between the Firm a