Contract analysis

I. Purpose This memorandum documents the results of the conflicts check conducted in connection with the proposed engagement of Calderwood & Harkness LLP ("C&H" or the "Firm") by Quorum Insurance Holdings Corp. ("Quorum" or "QIH") to negotiate and document an enterprise data-licensing arrangement with Meridian Credit intelligence, Inc. ("Meridian" or "MCI"). The scope of the proposed engagement encompasses the negoti

II. Proposed Engagement Summary The following summarizes the key parameters of the proposed engagement, as communicated through the client intake form submitted on August 2, 2022, and supplemented by a preliminary telephone conference between Wendy Schultz and Gregory Stahl (VP, Legal Affairs, Quorum) on August 3, 2022. Client: Quorum Insurance Holdings Corp., a corporation duly organized and existing under the laws

III. Parties and Related Entities Searched Set forth below is the comprehensive list of entities and individuals that were identified through the client intake process, public filings, and preliminary due diligence, and that were run through the Firm's conflicts-clearance system. The searches encompassed all parties to the proposed transaction, their known affiliates and subsidiaries, key individuals, advisors, and o

IV. Conflicts Database Search Methodology All entities and individuals listed in Section III above were run through the Firm's proprietary electronic conflicts-clearance system, known internally as "C&H ConflictsCheck." The C&H ConflictsCheck system is a centralized, enterprise-wide database that contains records of all current and historical client engagements, adversary identifications, party relationships, and rel

V. Results of Conflicts Search Set forth below are the results of the conflicts search for each entity and category of individuals identified in Section III, together with the Firm's analysis and determination regarding any potential conflicts. A. Quorum Insurance Holdings Corp. Result: No current or prior Calderwood & Harkness engagements on behalf of Quorum Insurance Holdings Corp. or any of its known subsidiaries

I. Felton Thorpe & Co. LLP / Galloway Nash LLP (External Auditors) Result: No conflicts identified for either Felton Thorpe & Co. LLP (Quorum's external auditor) or Galloway Nash LLP (Meridian's external auditor). Neither auditing firm is a party to the proposed data-license transaction, and the Firm has no current or prior engagements involving either firm as a client, adversary, or interested party. The searches of

VI. Ethical Screens and Information Barriers Based on the results of the conflicts check documented in this memorandum, no ethical screens or information barriers are required in connection with the proposed representation of Quorum Insurance Holdings Corp. in the data-licensing engagement with Meridian Credit intelligence, Inc. With respect to the prior representation of Breckenridge Capital Management LLC (C&H Matt

VII. Conclusion and Clearance Conclusion: Based on the comprehensive conflicts review documented in this memorandum — encompassing electronic database searches, manual matter-management system reviews, individual-relationship inquiries, and analysis under the New York Rules of Professional Conduct — no conflicts of interest exist that would preclude Calderwood & Harkness LLP from representing Quorum Insurance Holding

VIII. Approvals Prepared by: ________________________________________ Wendy Schultz Associate, intellectual Property Practice Group Calderwood & Harkness LLP Date: August 5, 2022 Reviewed by: ________________________________________ Janet Morales Coordinator, Conflicts Department Calderwood & Harkness LLP Date: August 5, 2022 Approved by: ________________________________________ Leonard Cross Responsible Partner Cald