Contract analysis

I. PURPOSE OF MEMORANDUM This memorandum formally requests that Matter No. 1034-00001 be placed in dormant status in the firm's matter management system, effective April 1, 2023. All substantive legal work on this engagement has been completed. The firm's representation of Jonathan R. Caldwell in connection with his response to a federal grand jury subpoena issued by the U.S. Attorney's Office for the Southern Distri

II. MATTER SUMMARY A. Client and Engagement The client on this matter is Jonathan R. Caldwell, an individual residing at 1140 Park Avenue, Apt. 14C, New York, NY 10128. Mr. Caldwell is the Managing Principal and Sole Member of Caldwell Capital Advisors LLC ("CCA"), a New York limited liability company with its principal office located at 590 Madison Avenue, 22nd Floor, New York, NY 10022. CCA manages approximately $3

III. SUMMARY OF COMPLETED WORK A. Subpoena and Government Communications The grand jury subpoena (Grand Jury No. 22-GJ-4481) was issued on November 18, 2022, and served on Mr. Caldwell at his residence at 1140 Park Avenue, Apt. 14C, New York, NY 10128 on November 21, 2022. The original return date specified in the subpoena was December 9, 2022. Upon being retained, the undersigned promptly contacted AUSA Goldfarb to

IV. BILLING AND FINANCIAL STATUS A. Fee Summary The following table summarizes the professional fees incurred on this matter: The total hours billed on the matter were 297.5, reflecting an engagement that spanned approximately three and one-half months of active work. The distribution of hours across the engagement team reflects the nature of the work performed: the undersigned's 98.5 hours were concentrated in gover

V. DORMANCY REQUEST A. Requested Effective Date It is requested that Matter No. 1034-00001 be placed in dormant status in the firm's matter management system effective April 1, 2023. Upon placement in dormant status, the matter should remain accessible to all members of the engagement team but should no longer appear as an active matter for billing, staffing, or workload allocation purposes. Time entries, if any, sho

1. All document productions are complete. A total of 3,633 responsive documents were produced to the government across three rolling productions, with the final production delivered on February 24, 2023.

2. Privilege log has been delivered. A privilege log containing 214 entries was delivered to AUSA Goldfarb concurrently with the final production on February 24, 2023.

3. The government has confirmed no further requests. In an email dated March 3, 2023, AUSA Goldfarb acknowledged receipt of the final production and privilege log and stated that the government has "no further requests at this time."

4. No testimony has been scheduled. Mr. Caldwell's testimonial obligation under the subpoena remains deferred pending the government's review of the document production. No date for grand jury testimony has been set, and the government has not indicated when or whether it intends to schedule testimony.

5. The client has been advised. Mr. Caldwell was advised of the proposed dormant status by means of a closing status letter dated March 22, 2023, prepared by the undersigned and delivered via email and U.S. mail. The letter informed Mr. Caldwell that active work on the matter has been completed, that the matter will be maintained in a monitoring posture, and that the firm will conduct periodic status checks. Mr. Cald

6. Billing is current. All invoices have been paid in full, and the outstanding balance on the matter is $0.00.

7. No indictment has been filed. As of the date of this memorandum, no indictment or information naming Marcus W. Stavros or any co-defendant has been filed on the public docket of the U.S. District Court for the Southern District of New York. The investigation remains pending, and the status of the grand jury proceedings is not publicly known. C. Records and Document Preservation All work product, correspondence, at

VI. PERIODIC STATUS CHECK SCHEDULE During the dormancy period, a periodic status check is to be conducted by a member of the engagement team at intervals of approximately ninety (90) days. Lisa Morrow is designated as the primary responsible person for conducting these status checks. In the event that Ms. Morrow is unavailable (due to leave, departure from the firm, or reassignment), the responsibility should pass to

1. Client Inquiry. Ms. Morrow should contact Mr. Caldwell (or his designated representative) to inquire whether Mr. Caldwell has received any government contact, subpoenas, inquiries, or other communications from the U.S. Attorney's Office, the FBI, any other law enforcement or regulatory agency, or any third-party counsel in connection with the Stavros investigation or any related matter. This inquiry may be conduct

2. PACER Docket Search. Ms. Morrow should conduct a search of the Public Access to Court Electronic Records (PACER) system for any filings in the U.S. District Court for the Southern District of New York related to Grand Jury No. 22-GJ-4481 or any indictment, information, or other criminal charging document naming Marcus W. Stavros, Aegean Realty Partners LLC, or any known associated entity or individual.

3. Public Records and Media Review. Ms. Morrow should review publicly available sources, including legal news databases, general media publications, and regulatory enforcement announcements, for any developments naming Mr. Caldwell, Stavros, Aegean Realty Partners, or any related party in connection with the investigation or any civil or regulatory proceedings arising from the same underlying facts.

4. Internal Memorandum. Following each status check, Ms. Morrow should prepare a brief internal memorandum documenting the results of the check, including the date the check was conducted, a summary of the client's responses, the results of the PACER search and media review, and a recommendation as to whether the matter should remain in dormant status, be reactivated, or be formally closed. The approximate schedule f

VII. REACTIVATION TRIGGERS The matter should be removed from dormant status and immediately reactivated upon the occurrence of any of the following events:

1. New Government Contact. Any new contact from the U.S. Attorney's Office for the Southern District of New York, or from any other federal, state, or local government agency, directed at Mr. Caldwell or any entity he controls, in connection with the Stavros investigation or any related matter.

2. Supplemental Subpoena or Document Request. The issuance of a supplemental grand jury subpoena, an additional document request, a request for supplemental production, or a notice scheduling Mr. Caldwell's grand jury testimony.

3. Indictment or Charging Document. The filing of an indictment, superseding indictment, information, or any other criminal charging document naming Marcus W. Stavros, any co-defendant, or any entity affiliated with Aegean Realty Partners LLC. The filing of such a charging document could result in renewed government interest in Mr. Caldwell as a potential trial witness and may trigger obligations under the Jencks Act

4. Privilege Challenge. Any challenge by the government to the privilege log, including any request for in camera review of withheld documents by the court, any motion to compel production of documents asserted as privileged, or any informal request by AUSA Goldfarb or other government counsel to discuss specific privilege log entries.

5. Third-Party Contact. Any contact from counsel for Marcus W. Stavros (Victor A. Reddick, Reddick, Sorrento & Hale LLP), counsel for Westlake Fidelity Bank, N.A. (Catherine A. Falk, Graystone & Falk LLP), or any other third party seeking documents, testimony, or information from Mr. Caldwell in connection with the investigation or any related proceeding.

6. Civil or Regulatory Proceedings. The commencement of any civil litigation, SEC enforcement action, state regulatory proceeding, or other legal proceeding arising from the same underlying facts as the federal investigation, in which Mr. Caldwell is named as a party, potential witness, or person of interest.

7. Client Request. Any request by Mr. Caldwell for the reactivation of the engagement, whether in response to a specific development or for any other reason. Upon reactivation, the engagement team should promptly assess the nature and scope of the triggering event, determine whether additional staffing or resources are required, and communicate with the client regarding the resumption of active representation.

VIII. CLIENT CONTACT INFORMATION FOR ONGOING MONITORING The following contact information should be maintained in the firm's matter management system for use during the dormancy period: Client: Jonathan R. Caldwell Residence: 1140 Park Avenue, Apt. 14C, New York, NY 10128 Office: Caldwell Capital Advisors LLC, 590 Madison Avenue, 22nd Floor, New York, NY 10022 Email: jrc@caldwellcap.com CCA EIN: 83-2174056 JRC Realty

IX. CONCLUSION Based on the foregoing, the engagement team respectfully requests that Matter No. 1034-00001 be placed in dormant status in the firm's matter management system, effective April 1, 2023. All substantive work has been completed, no government requests are pending, all billing is current, and the matter is appropriately positioned for periodic monitoring during the dormancy period. Please process this dor