Contract analysis

I. DEPOSITION LOGISTICS Date and Time. The deposition shall take place on a date and at a time to be mutually agreed upon by counsel for the parties, but in no event later than the fact discovery deadline of September 29, 2023, as set forth in the Case Management Order entered by the Honorable Margaret T. Calloway on February 17, 2023. Stonefield requests that counsel for Vantor contact the undersigned within fourtee

II. DESIGNATION OBLIGATION Pursuant to Federal Rule of Civil Procedure 30(b)(6), Vantor and VTS are required to designate and produce one or more persons to testify on their behalf as to each of the matters described in the Topics of Examination set forth in Section III below. The following obligations apply to such designation:

1. The designated witness(es) must testify as to all matters known or reasonably available to the organization, not merely those matters within the personal knowledge of the individual designee. See Fed. R. Civ. P. 30(b)(6); Reilly v. NatWest Mkts. Grp. Inc., 181 F.3d 253, 268 (2d Cir. 1999).

2. Vantor and VTS are obligated to prepare the designated witness(es) to testify fully, completely, and unevasively regarding each topic identified herein. The duty of preparation extends beyond reviewing documents personally known to the designee and encompasses the collection and review of information from all available sources within the organization, including current and former employees, agents, and representat

3. If multiple designees are required to address all of the topics set forth herein, Vantor and VTS shall identify in advance—no later than ten (10) days before the deposition—which designee(s) will testify on which topic(s). Each designee's testimony shall bind the organization as to the topics assigned to that designee.

4. If Vantor determines, after review of this Notice, that no single individual within the organization possesses sufficient knowledge to testify on a particular topic, Vantor must nonetheless educate and prepare a designee to testify regarding that topic based on all information reasonably available to the organization.

III. TOPICS OF EXAMINATION The deposition will address the following topics: Topic 1: Corporate Structure, Organization, and Decision-Making Authority (a) The corporate structure and organizational hierarchy of Vantor Holdings Corp. and Vantor Transport Services LLC, including the nature of VTS's status as a wholly owned operating subsidiary of Vantor Holdings Corp. (b) The relationship between Vantor Holdings Corp.

IV. DOCUMENTS TO BE AVAILABLE AT DEPOSITION Vantor and VTS designees shall review and be prepared to testify regarding all documents produced by Vantor and VTS in this action, as well as any other documents within Vantor's or VTS's possession, custody, or control that are relevant to the topics of examination set forth herein. Without limiting that obligation, designees shall specifically review and be prepared to te

V. DEFINITIONS As used in this Notice, the following terms shall have the meanings set forth below: 1. "TSA" means the Transportation Services Agreement dated March 15, 2019 between Stonefield Logistics Group Inc. and Vantor Transport Services LLC, Contract Reference No. SLG-VTS-2019-0315, together with all schedules, exhibits, amendments, and modifications thereto. 2. "Vantor" means Vantor Holdings Corp. and all of

1. Vantor shall designate its witness(es) in writing at least ten (10) days prior to the scheduled deposition date. Such written designation shall identify the full name, title, and current position of each designee and shall specify the topics from Section III that each designee is designated to address.

2. Each designee must be prepared to testify fully and completely regarding all matters within the scope of the assigned topic(s), including matters known or reasonably available to the organization through reasonable inquiry. The obligation to prepare designees extends to information in the possession of current and former officers, directors, employees, agents, and representatives of Vantor and VTS.

3. If Vantor contends that any topic set forth in this Notice is overbroad, unduly burdensome, or seeks information protected by the attorney-client privilege, the work product doctrine, or any other applicable privilege, Vantor shall raise such objection in writing within fourteen (14) days of service of this Notice. Such objections shall be stated with specificity, identifying the particular topic(s) or sub-topic(s

4. Vantor's obligation to designate and prepare witness(es) includes the duty to review and prepare the designee(s) using all relevant documents in Vantor's possession, custody, or control, including documents previously produced in discovery and documents identified in Section IV above. Failure to prepare designees adequately may result in sanctions, including an order compelling re-deposition at Vantor's expense. S

VII. RESERVATION OF RIGHTS Stonefield reserves the right to notice additional deposition topics or to modify, supplement, or narrow the topics set forth herein, subject to the Federal Rules of Civil Procedure and the Case Management Order, and upon reasonable notice to Vantor's counsel. Stonefield further reserves the right to depose individual fact witnesses separately from any Rule 30(b)(6) designee(s), and nothing