Contract analysis

I. Opinions and Letters Subject to Reliance Authorization We have delivered, or are concurrently delivering, each of the following opinions and letters (collectively, the "C&H Opinions") in connection with the closing of the Offering occurring on the date hereof (the "Closing Date"), each dated February 13, 2024, unless otherwise noted:

1. Opinion re: Validity of Shares. Our opinion letter addressed to the Underwriters, dated the date hereof, opining that the 20,000,000 Firm Shares and, to the extent the overallotment option is exercised, up to an additional 3,000,000 Option Shares, when issued and delivered by the Company against payment therefor of the public offering price of $20.00 per share, less the underwriting discount of $1.20 per share (re

2. Opinion re: Delaware Corporate Existence and Good Standing. Our opinion letter addressed to the Underwriters, dated the date hereof, opining that Arbor Health Technologies Inc. has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Delaware; that the Company has the corporate power and authority to own, lease, and operate its properties and assets and to

3. Opinion re: Tax Matters. The tax opinion of Calderwood & Harkness LLP, prepared by Sylvia Hartwell, a partner of this firm, addressed to the Company, dated February 8, 2024, regarding certain material U.S. federal income tax consequences to non-U.S. holders (as defined in the Prospectus) of the acquisition, ownership, and disposition of shares of common stock of the Company, as discussed in the Prospectus under th

4. Negative Assurance Letter (10b-5 Letter). Our negative assurance letter addressed to the Underwriters, dated the date hereof, in which we state that, based upon our participation in the preparation of the Registration Statement and the Prospectus and our review and discussion of information as described therein, but without independent investigation or verification, nothing has come to our attention that causes us

5. Opinion re: No Registration Required for Lock-Up Shares. Our opinion letter addressed to the Underwriters, dated the date hereof, confirming that the shares of common stock of the Company that are subject to the lock-up agreements entered into by the officers, directors, and certain stockholders of the Company in favor of the Representative, substantially in the form attached as Annex II to the Underwriting Agreem

II. Authorization of Reliance Calderwood & Harkness LLP hereby authorizes Meridian Hale & Quivorn LLP, solely in its capacity as counsel to the Underwriters named in the Underwriting Agreement, to rely upon each of the C&H Opinions identified in Section I above to the same extent as if each such opinion and letter had been addressed directly to Meridian Hale & Quivorn LLP, solely for purposes of rendering its own opi

III. Limitations and Qualifications on Reliance The authorization of reliance granted herein is subject to the following limitations, qualifications, and conditions: A. Scope Limitation The reliance authorized by this letter is granted solely in connection with the Offering and the transactions contemplated by the Underwriting Agreement, including the closing of the overallotment option, if applicable. The C&H Opinio

IV. Governing Law This letter shall be governed by and construed in accordance with the laws of the State of New York, without regard to principles of conflicts of law that would require the application of the laws of any other jurisdiction.

V. Consent to Filing and Reference Calderwood & Harkness LLP hereby consents to the reference to this reliance letter, and to the authorization of reliance granted herein, in any opinion, negative assurance letter, or other deliverable furnished by Meridian Hale & Quivorn LLP to the Underwriters in connection with the Offering and the transactions contemplated by the Underwriting Agreement; provided, however, that an