Contract analysis

1. Virtual Data Room. All responsive materials should be uploaded to the designated virtual data room established for this transaction (the "Data Room"). Hard copies of documents should be provided only where originals are required or where the nature of the document makes electronic reproduction impracticable. The Data Room provider and access credentials will be communicated under separate cover.

2. Document Organization. Each document or group of documents uploaded to the Data Room should be identified by reference to the applicable category and item number set forth in this Request List (e.g., "Category I, Item 1.1.1"). To the extent a document is responsive to more than one request, it should be cross-referenced in the Data Room index.

3. Not Exhaustive. This Request List is not intended to be exhaustive. Supplemental requests may be issued from time to time as the diligence review progresses and as additional information becomes available. The absence of a specific request for a particular document or category of information should not be construed as an indication that such document or information is not relevant to the diligence review.

4. Time Periods. Unless otherwise specified, all references to time periods in this Request List refer to the last three (3) fiscal years — that is, the fiscal years ended December 31, 2021 ("FY2021"), December 31, 2022 ("FY2022"), and December 31, 2023 ("FY2023") — plus the current interim period through the most recent practicable date (collectively, the "Diligence Period"). Where a different time period is specifi

5. Completeness. Responses should include all amendments, modifications, supplements, side letters, waivers, and other related documents. Where a document has been superseded or replaced, both the original and the replacement should be provided, with an indication that the original has been superseded.

6. Privilege. Nothing in this Request List is intended to request or require the production of any document or information that is subject to the attorney-client privilege, the work product doctrine, or any other applicable legal privilege. To the extent any responsive document is withheld on the basis of privilege, please provide a privilege log identifying the document, its date, its author and recipient(s), and th

7. Confidentiality. All information provided in response to this Request List will be treated as confidential in accordance with the terms of the applicable confidentiality agreement(s) executed among the parties in connection with the proposed transaction. All questions and correspondence regarding this Request List should be directed to: Megan Chu, Lead Associate Calderwood & Harkness LLP 425 Park Avenue New York,