Contract analysis

1. Introductory Recitals and Reference to Lock-Up Agreements Reference is hereby made to that certain Underwriting Agreement, dated as of February 8, 2024 (the "Underwriting Agreement"), among Arbor Health Technologies Inc., a Delaware corporation (the "Company"), Whitfield Barrow & Co., LLC, as representative (the "Representative") of the several underwriters named therein (the "Underwriters"), Calloway Pierce Secur

2. Identification of Pre-Existing 10b5-1 Plans 2.1 Dr. Nathaniel Rourke — Co-Founder, Chairman and Chief Executive Officer Dr. Nathaniel Rourke ("Dr. Rourke") serves as Co-Founder, Chairman of the Board of Directors, and Chief Executive Officer of the Company. As of the date hereof, and immediately prior to the closing of the Offering, Dr. Rourke beneficially owns approximately 12,800,000 shares of common stock of th

3. Confirmed Parameters for Operation of Pre-Existing 10b5-1 Plans During the Lock-Up Period 3.1 Authorization. The Representative hereby confirms, on behalf of itself and the several Underwriters listed in the Underwriting Agreement, that the pre-existing Rule 10b5-1 trading plans described in Sections 2.1 and 2.2 above (the Rourke Plan and the Tsujimoto Plan, each a "Pre-Existing Plan" and collectively, the "Pre-Ex

4. No Waiver or Modification of Lock-Up Agreements This Side Letter is intended solely to clarify the parameters under which the Pre-Existing Plans may operate during the Lock-Up Period, as contemplated by the exception for pre-existing Rule 10b5-1 trading plans set forth in the Lock-Up Agreements, and to set forth certain related conditions, representations, and acknowledgments. This Side Letter does not constitute,

5. Company Representations and Acknowledgments The Company hereby represents and warrants to the Representative, as of the date hereof, as follows: (a) The Company has been advised by each of Dr. Nathaniel Rourke and Margaret Tsujimoto of the existence and material terms of their respective Pre-Existing Plans, including the date of adoption, the identity of the plan broker, the maximum number of shares subject to the

6. Governing Law and Miscellaneous 6.1 Governing Law. This Side Letter shall be governed by and construed in accordance with the laws of the State of New York, without regard to the conflict of laws principles thereof that would result in the application of the laws of any other jurisdiction. The parties hereto consent to the exclusive jurisdiction of the federal and state courts located in the Borough of Manhattan,

7. Signature block If the foregoing accurately reflects our understanding and agreement, please indicate your acceptance by signing and returning a copy of this Side Letter in the space provided below. [Remainder of page intentionally left blank; signature pages follow.] SIGNATURE PAGE TO SIDE LETTER RE: 10b5-1 PLAN EXCEPTION Very truly yours, WHITFIELD BARROW & CO., LLC As Representative of the Several Underwriters