Contract analysis

1. Introduction and Engagement Overview Calderwood & Harkness LLP ("Calderwood & Harkness," "we," or the "Firm") is pleased to confirm our engagement to represent Meridian Consumer Brands LLC, a Delaware limited liability company ("Meridian," "MCB," or the "Client"), in connection with the Chapter 11 bankruptcy case filed by Cascadia Home & Lifestyle Inc. ("Cascadia" or the "Debtor"), a Delaware corporation, in the U

2. Scope of Representation The Firm will represent Meridian in its capacity as a major trade creditor of Cascadia in the Case. Our representation will encompass, but not necessarily be limited to, the following categories of legal services: 2.1 Claims Prosecution and Protection The Firm will prepare, file, and prosecute Meridian's proof of claim for the full amount of its pre-petition trade receivables, currently tot

3. Engagement Team and Staffing The following attorneys will be primarily responsible for this engagement: Responsible Partner. Colette Whitman, Partner, Bankruptcy & Restructuring Group, will serve as the responsible partner and primary relationship partner for this engagement. Ms. Whitman has over twenty-two years of experience in complex Chapter 11 cases, including representation of major trade creditors, official

4. Fees and Billing Arrangements 4.1 Hourly Rates The Firm will bill for services rendered in connection with this engagement at the current hourly rates of the attorneys and staff assigned to the matter. The current hourly rates for the principal members of the engagement team are as follows: Rates for other attorneys who may provide services in connection with this engagement will be at their standard hourly rates

5. Client Contacts and Communications The Firm will direct all substantive communications relating to this engagement to the following individuals at Meridian, unless the Client directs otherwise: Primary Contact (Legal): Priya Anand, General Counsel, Meridian Consumer Brands LLC. Ms. Anand will serve as the primary point of contact for all legal matters, strategy discussions, settlement authority, and engagement-rel

6. Conflict of Interest Disclosure The Firm has conducted a thorough conflicts check in connection with this proposed engagement, applying the requirements of the New York Rules of Professional Conduct and the Delaware Rules of Professional Conduct, as applicable. Based on our review, we confirm the following: Calderwood & Harkness LLP does not currently represent Cascadia Home & Lifestyle Inc., Pinecrest Equity Grou

7. Identification of Adverse and Interested Parties For the Client's reference, the following are the principal parties in the Case whose interests may be adverse to or different from those of Meridian. This list is based on information currently available and may be supplemented as additional parties become known: • Cascadia Home & Lifestyle Inc. (Debtor), represented by Brindoval Baines & Lord LLP (Harrison Caldwel

8. Document Preservation and Information Requests The effective prosecution and protection of Meridian's claims and defenses in the Case will require the Client's full cooperation in assembling, organizing, and preserving relevant documentation and information. To that end, we ask that the Client promptly compile and make available to the Firm the following categories of documents and information: (a) Invoice Registe

9. Confidentiality and Privilege All communications between the Firm and the Client in connection with this engagement are intended to be protected by the attorney-client privilege and/or the work product doctrine, to the fullest extent permitted by applicable law. The Firm will take all reasonable steps to maintain the confidentiality of such communications and will not disclose confidential Client information to an

10. Termination Either the Client or the Firm may terminate this engagement at any time upon written notice to the other party. No reason need be stated for such termination; however, the Firm's ability to withdraw from the engagement may be subject to approval by the Bankruptcy Court or other applicable tribunal, depending on the procedural posture of the Case at the time of withdrawal. Upon termination of the engag

11. Limitation of Liability and No Guarantee of Outcome The Firm will exercise reasonable professional care and diligence in the performance of legal services under this engagement, consistent with the standards applicable to attorneys practicing in the field of bankruptcy and restructuring law. The Firm is committed to providing the highest quality legal representation and to pursuing all reasonable avenues to prote

12. Governing Law and Dispute Resolution This engagement letter, and the relationship between the Firm and the Client arising hereunder, 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. Any dispute, controversy, or claim arising out of or relating to this engagement letter, the Firm's services, or the Firm's fees, including any

13. Acceptance and Execution We respectfully request that the Client confirm 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 cwhitman@calderwoodharkness.com. A copy of this letter suitable for execution is enclosed. We wish to emphasize the time-sensitive nature of this

1. Calderwood & Harkness LLP — Standard Terms and Conditions of Engagement

2. Form W-9 (Request for Taxpayer Identification Number and Certification)

3. Wire Transfer Instructions for Retainer Payment cc: Douglas Hargrove, Vice President of Finance, Meridian Consumer Brands LLC cc: Elena Marchetti, Briarstone Capital Partners (if authorized by Client) cc: Nathaniel Bower, Calderwood & Harkness LLP cc: Nathan Ikeda, Calderwood & Harkness LLP Timekeeper | Position | Hourly Rate Colette Whitman | Partner | $1,450 Nathaniel Bower | Partner | $1,375 Nathan Ikeda | Asso