Contract analysis

I. Purpose and Reference to Prior Correspondence We write in response to your letter dated May 24, 2023, in which you set forth certain conditions and requests regarding the participation of your client, Marcus Hale, in an investigative interview to be conducted by this firm. We also refer to our initial scheduling letter to you dated May 19, 2023, in which we first proposed the interview and outlined the general fra

II. Interview Date, Time, and Location We confirm that the interview of Mr. Hale is scheduled for Thursday, June 15, 2023. The interview will take place at the offices of Calderwood & Harkness LLP, located at 1999 Avenue of the Stars, Suite 2800, Los Angeles, California 90067. We ask that Mr. Hale and you arrive no later than 8:45 a.m. PDT, with the interview to commence promptly at 9:00 a.m. PDT. We anticipate that

III. Attendance of Counsel We confirm that you, Graham Thornfield of Thornfield & Associates LLP, may attend the interview in your capacity as personal counsel to Marcus Hale. We understand that Mr. Hale has retained your firm to provide him with individual legal representation in connection with this investigation and any related matters, and we respect his right to the assistance of personal counsel throughout this

IV. Upjohn / Corporate Miranda Admonition At the outset of the interview, before any substantive questioning begins, Calderwood & Harkness will administer the standard Upjohn admonition to Mr. Hale. See Upjohn Co. v. United States, 449 U.S. 383 (1981). This admonition is a standard and well-recognized component of internal corporate investigations and is designed to ensure that Mr. Hale has a clear understanding of t

V. Scope of Interview Topics Your letter of May 24, 2023 requested that Calderwood & Harkness provide, in advance of the interview, a detailed description of the specific allegations to be discussed, including the identities of complaining witnesses, relevant dates, and supporting documentary evidence. We have carefully considered this request. Consistent with our obligations to conduct a fair and thorough investigat

VI. Written Position Statement We confirm that Mr. Hale may submit a written position statement through Thornfield & Associates LLP setting forth his account of events, any defenses or contextual information he wishes to provide, and any other matters he believes are relevant to the investigation. We respectfully request that the written position statement be submitted to our office on or before June 12, 2023 — that

VII. Recording and Memorialization We confirm that the interview will not be audio recorded or video recorded by Calderwood & Harkness. This is consistent with our standard investigative practice. Calderwood & Harkness will prepare a privileged written memorandum summarizing the interview, which will be based on the contemporaneous notes taken by Ms. Petrov and the recollections of the interviewers. This memorandum c

VIII. Confidentiality As you are aware, this investigation is being conducted on a privileged and confidential basis at the direction of the AGMG Board of Directors, through the People & Culture Committee and the Audit & Risk Committee. The maintenance of confidentiality is essential to the integrity of the investigation, the protection of the individuals who have participated in the investigation process, and the pr

IX. Administrative Leave Status For context, we note that Mr. Hale was placed on paid administrative leave effective May 3, 2023, by action of the AGMG Board of Directors, pending the outcome of this investigation. In connection with his administrative leave, Mr. Hale's access to Company email, Meridian Solutions, Northgate Data Systems, internal shared drives, and other internal systems and platforms has been suspen

X. Cooperation and Good Faith We wish to express our appreciation for your engagement and cooperation in establishing mutually agreeable terms for Mr. Hale's interview. The discussions between our offices have been productive, and we believe the protocol outlined in this letter reflects a fair and reasonable approach that protects the interests of all parties while enabling Calderwood & Harkness to fulfill its mandat

XI. Contact Information and Confirmation We respectfully request that you provide written confirmation, by email or letter, that the foregoing protocol is acceptable to you and to Mr. Hale, and that Mr. Hale will appear at Calderwood & Harkness's Los Angeles office on June 15, 2023 at the time and location specified herein. We request this confirmation on or before June 5, 2023, so that we may finalize our preparatio