Contract analysis

I. Breaches of the Non-Disparagement Covenant (§ 6) Since the effective date of the Separation Agreement, Mr. Farris has engaged in a sustained, deliberate, and escalating public campaign of disparagement directed at AHT, its products, its leadership, and its investors. This campaign has been waged through multiple channels, including social media platforms and prominent industry podcast appearances, and has been cal

1. November 3, 2024 — Westmark Health IT Post. In a post visible to Mr. Farris's approximately 12,400 Westmark Health IT followers, Mr. Farris characterized AHT as treating "customers like ATMs and employees like disposable parts." He described AHT's corporate culture as "rotten from the top," a clear and direct attack on AHT's senior leadership, including its CEO, Dr. Annika Johansson. Mr. Farris further urged poten

2. November 18, 2024 — Westmark Health IT Post. In a second Westmark Health IT post, Mr. Farris accused AHT of inflating its Net Promoter Scores ("NPS") to close sales deals. He stated that the AHT Board of Directors "doesn't care — only EBITDA matters," impugning the integrity and governance of AHT's board. He further attacked AHT's private equity ownership model, specifically naming Ridgeline Capital Partners, LP,

3. December 12, 2024 — X (formerly Fenmore Solutions) Post. In a post on the social media platform X (formerly known as Fenmore Solutions), Mr. Farris publicly stated that AHT's "churn rate is 14% and climbing" and called AHT's publicly communicated client retention claims "pure fiction." This statement is demonstrably and materially false. AHT's actual gross logo churn rate for fiscal year 2024 is 8.2%, as verified

4. February 3, 2025 — Westmark Health IT Post. In perhaps the most brazen post, Mr. Farris disclosed specific client pricing information, stating that one of AHT's "top-5 health system" clients was paying "$4.3M/yr" and asserting that this client was "about to walk." Mr. Farris accused AHT's management of "hiding it from investors," a serious allegation implying fraud or material misrepresentation to AHT's financial

1. January 15, 2025 — *The Digital Health Download* Podcast. In an appearance on The Digital Health Download, a podcast with an estimated 28,000 monthly listeners and a dedicated audience of healthcare technology executives and decision-makers, Mr. Farris alleged that AHT has "serious clinical data integrity issues that they've papered over." This statement, made by the company's former Chief Revenue Officer, carries

2. March 4, 2025 — *HealthTech Insider* Podcast. In an appearance on HealthTech Insider, a podcast with an even larger estimated audience of 41,000 monthly listeners, Mr. Farris stated that AHT's gross margin was "barely 55%" and declining. This statement is materially false. AHT's actual audited gross margin for fiscal year 2024, as confirmed by Clearwater Audit Partners LLP, is 68.7% — a figure that is nearly 14 pe

II. Breaches of the Confidentiality Covenant (§ 7) In addition to the disparagement discussed above, Mr. Farris has publicly disclosed Confidential Information as defined in Section 7 of the Separation Agreement. The confidentiality obligation imposed by § 7 is broad, clear, and unambiguous, and it extends for a full five-year period through August 30, 2029. Mr. Farris has shown no regard whatsoever for this binding

III. Breaches of the Non-Solicitation of Clients Covenant (§ 8) Mr. Farris's misconduct extends well beyond public disparagement and disclosure of confidential information. After departing AHT, Mr. Farris joined Meridian Healthworks, Inc. ("Meridian") — a direct competitor of AHT in the healthcare technology market — on or about October 21, 2024. Since joining Meridian, Mr. Farris has personally and directly contacte

1. Lakeview Regional Health System (Cleveland, Ohio). Lakeview Regional Health System is one of AHT's largest enterprise clients, with an annual contract value ("ACV") of $4.3 million per year. The Lakeview contract was scheduled for renewal on April 1, 2025. On or about November 8, 2024, Mr. Farris sent an email directly to Dr. Nina Castellano, Lakeview's Vice President of Population Health, offering what Mr. Farris

2. Prairieland Medical Group, P.C. (Omaha, Nebraska). Prairieland Medical Group is an AHT enterprise client with an ACV of $2.1 million per year. The Prairieland contract was scheduled for renewal on July 1, 2025. On or about December 2, 2024, Mr. Farris placed a telephone call to Thomas Rourke, Prairieland's Chief Executive Officer, for the purpose of soliciting Prairieland's business for Meridian. AHT has confirmed

3. Summit Atlantic Health Partners, LLC (Richmond, Virginia). Summit Atlantic Health Partners is an AHT enterprise client with an ACV of $3.7 million per year. The Summit Atlantic contract was scheduled for renewal on September 1, 2025. On or about January 22, 2025, Mr. Farris met in person with Angela Firth, Summit Atlantic's Chief Operating Officer, at an industry conference in Boston, Massachusetts, for the purpos

4. Northbridge Community Health Network (Portland, Maine). Northbridge Community Health Network is an AHT enterprise client with an ACV of $1.6 million per year. The Northbridge contract was scheduled for renewal on March 1, 2025. On or about November 14, 2024, Mr. Farris sent direct messages via Westmark Health IT to William Okafor, Northbridge's Chief Technology Officer, soliciting Northbridge's business for Meridi

IV. Breaches of the Non-Solicitation of Employees Covenant (§ 9) AHT has further evidence that Mr. Farris has engaged in the prohibited solicitation of AHT employees in violation of Section 9 of the Separation Agreement. Specifically, AHT has evidence that Mr. Farris personally contacted two senior AHT sales directors — Renata Solis and Jerome Ashworth — both of whom reported directly to Mr. Farris during his tenure

V. Summary of Damages AHT has engaged Hargrove Forensic Economics LLC, under the direction of Dr. Tobias Hargrove, CFA, to quantify the full extent of damages caused by Mr. Farris's breaches of the Separation Agreement. While the investigation and analysis are ongoing, the preliminary damages assessment is as follows: Additionally, AHT's internal sales metrics demonstrate a precipitous decline in pipeline conversion

VI. Demands In light of the foregoing, AHT demands that Mr. Farris immediately take each of the following actions: (a) Cease All Disparaging Public Statements. Mr. Farris must immediately cease and desist from making any further written or oral statements, whether on social media, in podcast or media appearances, at industry events, or in any other public or private forum, that disparage, defame, or cast in a negativ

VII. Consequences of Non-Compliance AHT's demands are not negotiable, and the timeline set forth herein is firm. If AHT does not receive written confirmation of Mr. Farris's full and unconditional compliance with each and every demand set forth in Section VI above within forty-eight (48) hours of the date of this letter — i.e., by no later than 5:00 PM Eastern Standard Time on Friday, November 21, 2025 — AHT will imm