Contract analysis

I. Purpose and Summary This memorandum documents the results of the firm's conflict-of-interest check conducted in connection with the proposed engagement of Calderwood & Harkness LLP ("C&H" or "the Firm") to serve as lead litigation counsel for Optiwave Semiconductor Corp. ("OWS" or "Optiwave Semi") in anticipated patent infringement litigation against Lumicore Technologies, Inc. ("Lumicore" or "LTC") in the United

II. Proposed Engagement Overview A. Client Information The following sets forth detailed information regarding the proposed client, Optiwave Semiconductor Corp., compiled from publicly available sources, information provided by Ms. Tanaka during the initial inquiry, and supplemental research conducted by the undersigned. Full Legal Name: Optiwave Semiconductor Corp. Short Name / Abbreviation: OWS; Optiwave Semi Entit

1. U.S. Patent No. 10,234,847 (the "'847 Patent") — titled "Multi-Channel Silicon Photonic Transceiver with Integrated Wavelength-Division Multiplexing"

2. U.S. Patent No. 10,891,193 (the "'193 Patent") — titled "Waveguide Coupling Architecture for High-Bandwidth Optical Modules"

3. U.S. Patent No. 9,678,562 (the "'562 Patent") — titled "Low-Loss Arrayed Waveguide Grating for Dense Wavelength-Division Multiplexing Applications"

4. U.S. Patent No. 11,402,015 (the "'015 Patent") — titled "Thermally Stabilized Photonic Integrated Circuit for Data Center Interconnects" The patents-in-suit cover various aspects of optical transceiver and waveguide multiplexing technologies in the silicon photonics domain. The '847 and '193 Patents were originally prosecuted by Cascade IP Advisors, LLC (Dr. Martin Chu, lead patent attorney). The '562 Patent was o

1. Optiwave Semiconductor Corp. (and variants: "Optiwave," "OWS," "Optiwave Semi," "Optiwave Semiconductor," "Optiwave Semiconductor Corporation")

2. Ridgeline Capital Partners, LP

8. David Leitner Adverse-Party-Side Parties:

9. Lumicore Technologies, Inc. (and variants: "Lumicore," "LTC," "Lumicore Tech," "Lumicore Technologies")

14. Janet Moreno Opposing Counsel:

15. Hawthorne Vega & Cruz LLP

19. Rohan Iyer Defendant's Local Counsel:

21. Maria Garza Adverse Party's Financial Advisor / Investment Bank:

22. Silverstone Capital Markets LLC Patent Predecessor Entity:

23. Solara Optics, Inc. Patent Prosecution Firm:

25. Dr. Martin Chu Licensing Agent:

26. FairPoint Licensing Group, LLC

27. Angela Reeves Reverse-Engineering Vendor:

28. Benchmark Semiconductor Analysis, LLC

29. Kevin Ng Defendant's Prior-Art Search Firm:

30. Marlowe Asset Management Patent Analytics, Inc. Auditors:

31. Gresham & Whitfield LLP (OWS's auditor)

32. Brennan Kellogg & Associates LLP (Lumicore's auditor) Insurance and Surety:

33. Pacific Rim Insurance Group (OWS's D&O/litigation-cost insurer)

34. Heritage National Surety Co. (potential injunction bond surety) Lender:

35. Weston Fidelity Bank, N.A. (OWS's commercial lender) Proposed Local Counsel for OWS:

37. James "Jim" Callahan Anticipated Expert Witnesses:

38. Dr. Caroline Ashford (Northfield Institute of Technology)

39. Dr. Lawrence Keating (Meridian Economic Consulting Group, LLC)

40. Gregory Falk (independent consultant; former VP of Engineering at Solara Optics, Inc.) Anticipated Fact Witness and Employer:

42. Melissa Chen Venue Customers:

43. Pinnacle Data Systems, LLC (Longview, Texas)

44. Frontier Cloud Services, Inc. (Marshall, Texas)

45. CrossPoint Networking Corp. (Plano, Texas) All forty-five entries listed above, together with all identified name variants and abbreviations, were searched against the Firm's master conflicts database as described in Section III below.

III. Conflict Check Methodology The conflict check was conducted in accordance with Calderwood & Harkness LLP's standard conflict-of-interest screening procedures, as set forth in the Firm's Conflicts and New Business Intake Policy (last revised September 2023). The following describes the methodology employed. Conflict Database System. The Firm maintains a centralized master conflicts database (the "C&H Conflicts Sy

IV. Results of Conflict Search A. No Direct Conflicts Identified The conflict search confirmed the following with respect to the adverse party and its affiliates, counsel, and related entities:

1. C&H has never represented Lumicore Technologies, Inc. in any capacity — whether as litigation counsel, transactional counsel, regulatory advisor, or in any other professional capacity. No engagement, whether formal or informal, involving Lumicore was identified in the Firm's records.

2. C&H has never represented any officer, director, or executive of Lumicore, including Thomas "Tom" Kessler (CEO), Dr. Sandra Michaud (CTO), Raymond Bautista (General Counsel), Dr. Eric Dalmqvist (VP of Product Development), or Janet Moreno (CFO), in any individual or entity-related capacity.

3. C&H has never represented Hawthorne Vega & Cruz LLP, the anticipated opposing counsel, or any of its named partners or associates identified in connection with this matter, including Catherine "Kate" Rourke, Darren Cho, Samantha Briggs, and Rohan Iyer.

4. C&H has never represented Trask Eddington LLP, the anticipated local counsel for Lumicore in the Eastern District of Texas, or its anticipated lead partner Maria Garza.

5. No prior representation of Marlowe Asset Management Patent Analytics, Inc., Lumicore's prior-art search firm, was identified.

6. No prior representation of Brennan Kellogg & Associates LLP, Lumicore's auditor, was identified.

7. No prior representation of any Lumicore customer identified for venue purposes was identified, including Pinnacle Data Systems, LLC (Longview, Texas), Frontier Cloud Services, Inc. (Marshall, Texas), and CrossPoint Networking Corp. (Plano, Texas). Accordingly, no direct conflict of interest exists with respect to the adverse party or any entity or individual directly affiliated with the adverse party. B. Prior Eng