Contract analysis

1. Introduction and Purpose Thank you for selecting Calderwood & Harkness LLP (the "Firm," "we," or "us") to represent Redstone Gaming Corp. ("Redstone," "RGC," or the "Company") in the above-referenced matter. We are pleased to have the opportunity to work with you and your team, and we are committed to providing Redstone with the highest quality legal representation. The purpose of this letter is to confirm the ter

2. Scope of Representation Calderwood & Harkness LLP is engaged to represent Redstone Gaming Corp. in defending against the copyright infringement claims asserted by Luminos Interactive LLC in Luminos Interactive LLC v. Redstone Gaming Corp., Case No. 2:24-cv-00587-RWL, pending in the United States District Court for the District of Nevada (the "Litigation" or the "Matter"). The scope of this engagement encompasses a

3. Engagement Team The following attorneys will comprise the primary engagement team responsible for the day-to-day management and prosecution of Redstone's defense in this Matter: Catherine Bloom — Responsible Partner, intellectual Property Litigation Group. Ms. Bloom will serve as the lead partner with overall supervisory responsibility for the Matter. She will direct litigation strategy, oversee all substantive wo

4. Local Counsel Due to the filing of this action in the United States District Court for the District of Nevada, the Firm will coordinate with Thorngate & Associates, PC (300 South Fourth Street, Suite 1100, Las Vegas, Nevada 89101) to serve as local Nevada counsel for Redstone in the Litigation. The engagement with Thorngate & Associates will be led by Patricia Thorngate, Esq., the firm's principal, who is admitted

5. Fees and Billing Rates The Firm will bill for professional services rendered in connection with this engagement on an hourly basis. The current hourly billing rates for the members of the engagement team are as follows: The Firm's billing rates are subject to periodic adjustment, which typically occurs on an annual basis effective January 1 of each calendar year. Redstone will receive advance written notice of not

6. Expenses and Disbursements In addition to professional fees for legal services, Redstone will be responsible for the reimbursement of out-of-pocket costs and disbursements reasonably incurred by the Firm in connection with the representation. Such costs and disbursements include, but are not limited to, the following: (a) Court filing fees, service of process costs, and related court charges; (b) Travel expenses,

7. Retention of Experts and Consultants The Firm anticipates that it will be necessary to retain one or more expert witnesses and forensic consultants to support Redstone's defense of the claims asserted in the Litigation. Expert testimony and consulting support are likely to be critical in several areas, including the comparative analysis of the visual assets at issue, the evaluation of Redstone's independent creati

8. Insurance Coordination — Pinnacle Mutual Insurance Co. Redstone has informed the Firm that defense costs incurred in connection with this Matter may be covered, in whole or in part, under Redstone's media and entertainment liability insurance policy issued by Pinnacle Mutual Insurance Co., located at 200 Commerce Drive, Hartford, Connecticut 06103 (the "Carrier" or "Pinnacle Mutual"). The relevant policy details,

9. Invoicing and Payment Terms The Firm will issue itemized monthly invoices detailing professional fees incurred during the preceding billing period, including a description of services rendered, the identity of each timekeeper, the hours worked by each timekeeper, the applicable billing rate, and a summary of all disbursements and out-of-pocket costs. Invoices will be prepared in a format that is consistent with an

10. Client Responsibilities Redstone agrees to cooperate fully with the Firm throughout the course of this engagement and to provide, in a timely manner, all information, documents, data, and access to Company personnel as may be reasonably necessary for the Firm to conduct an effective defense of the Litigation. Prompt and thorough cooperation is essential to the Firm's ability to meet court-imposed deadlines, prepa

11. Confidentiality All communications between Redstone and the Firm in connection with this engagement are intended to be, and shall be treated as, privileged and confidential under the attorney-client privilege and/or the attorney work-product doctrine, to the fullest extent permitted by applicable law. The Firm recognizes the sensitivity of the information that Redstone will share with us during the course of this

12. Conflicts of Interest The Firm has conducted a thorough conflicts check in accordance with its standard procedures and the applicable California Rules of Professional Conduct. Based on the results of that conflicts check, the Firm has identified no conflicts of interest that would preclude or limit this engagement. To the Firm's knowledge, after reasonable inquiry, neither Calderwood & Harkness LLP nor any of its

13. Termination of Engagement Either party may terminate this engagement upon written notice to the other party, subject at all times to the applicable rules of professional conduct governing the termination of the attorney-client relationship and to any orders of the Court that may require the Firm to obtain leave of court before withdrawing from the representation. In the event of termination by either party, Redst

14. Limitation of Scope This engagement letter governs only the representation described herein — specifically, the defense of Redstone Gaming Corp. in Luminos Interactive LLC v. Redstone Gaming Corp., Case No. 2:24-cv-00587-RWL, pending in the United States District Court for the District of Nevada. This engagement does not include representation of Redstone in connection with any appeal from the final judgment or a

15. Governing Law and Dispute Resolution This engagement letter shall be governed by and construed in accordance with the laws of the State of California, without regard to principles of conflicts of law. In the event of any dispute between the Firm and Redstone regarding fees, costs, billing, or any other term or condition of this engagement, the parties agree to first attempt to resolve such dispute through good-fa

16. Acknowledgment and Acceptance We are grateful for the trust and confidence that Redstone Gaming Corp. has placed in Calderwood & Harkness LLP, and we look forward to providing you with excellent representation in this important matter. We believe we are well positioned to mount a vigorous and effective defense of the claims asserted by Luminos Interactive LLC, and we are committed to working closely with you and

1. Copy of Complaint, Luminos Interactive LLC v. Redstone Gaming Corp., Case No. 2:24-cv-00587-RWL (filed March 18, 2024)

2. Calderwood & Harkness LLP Standard Terms of Engagement (incorporated by reference) cc: Alan Ngo, Calderwood & Harkness LLP Omar Siddiqui, Calderwood & Harkness LLP Patricia Thorngate, Thorngate & Associates, PC Franklin Teague, Claims Adjuster, Pinnacle Mutual Insurance Co. (re: Claim No. PML-CLM-2024-3392) Timekeeper | Role | Current Hourly Rate Catherine Bloom | Partner | $1,150.00 Alan Ngo | Partner | $1,100.00