Contract analysis

1. Purpose of This Letter and Engagement Confirmation Calderwood & Harkness LLP (the "Firm") is pleased to confirm the engagement of the Firm to represent you, Jonathan R. Caldwell ("you" or the "Client"), in connection with the dissolution of your marriage to Dr. Elena M. Caldwell (née Baranova) ("Dr. Caldwell"). We appreciate the trust and confidence you have placed in us, and we look forward to working with you th

2. Scope of Representation The Firm is engaged to represent you as Petitioner in the above-referenced matrimonial action filed this date in the Supreme Court of the State of New York, County of New York, Matrimonial Part 7, bearing Index No. 312847/2022. The scope of the Firm's representation in this matter includes, but is not limited to, the following: (a) Prosecution of the Petition for Dissolution. The Firm will

3. Engagement Team The Firm has assembled an experienced team of attorneys to represent you in this matter. The members of the core engagement team are identified below, along with their respective roles and responsibilities: Responsible Partner — Priya Anand, Esq. Ms. Anand is a Partner in the Firm's Litigation (General) practice group. Ms. Anand will serve as lead counsel on this matter, directing overall litigatio

4. Fee Arrangement Basis of Fees. The Firm's representation will be provided on an hourly fee basis. You will be charged for the actual time devoted by each attorney and professional to your matter at the applicable hourly rate. Current Hourly Rates. The following are the current hourly rates for the members of the engagement team: The hourly rates set forth above are the Firm's standard rates currently in effect for

5. Retainer Initial Retainer. In connection with this engagement, you are requested to provide an initial retainer in the amount of $150,000.00 (One Hundred Fifty Thousand Dollars) (the "Retainer"). The Retainer shall be paid upon execution of this Engagement Letter and shall be made payable to "Calderwood & Harkness LLP Attorney Trust Account." Deposit and Handling. Upon receipt, the Retainer will be deposited into

6. Costs and Disbursements In addition to the legal fees described in Sections 4 and 5, you will be responsible for all costs and disbursements reasonably incurred by the Firm in connection with the representation. The categories of anticipated costs and disbursements include, but are not limited to, the following: (a) Expert Fees. Fees for the retention of forensic accountants, business valuators, and other financia

7. Billing and Payment Monthly Invoices. The Firm will issue detailed monthly invoices reflecting all legal fees earned and costs and disbursements incurred during the preceding billing period. Invoices are typically issued within the first fifteen (15) days of the month following the billing period. Invoice Detail. Each invoice will include a narrative description of the services performed, the name and role of the

8. Opposing Counsel It is understood that Dr. Elena M. Caldwell is represented by Rachel Whitford, Esq., of Whitford Garza & Stein LLP, located at 600 Third Avenue, 22nd Floor, New York, NY 10016. All communications with Dr. Caldwell regarding matters within the scope of this engagement will be directed through her counsel in accordance with Rule 4.2 of the New York Rules of Professional Conduct, which prohibits comm

9. Confidentiality and Privilege Attorney-Client Privilege. All communications between you and the Firm made in connection with the representation, whether oral, written, or electronic, are protected by the attorney-client privilege. This privilege belongs to you, the Client, and the Firm will take all reasonable steps to preserve and protect it. You should be aware that the privilege may be waived if you disclose th

10. Conflicts of Interest The Firm has conducted a thorough conflicts check and has confirmed that, as of the date of this letter, the Firm does not currently represent any party adverse to you in connection with this matter or any substantially related matter. The Firm confirms that it does not currently represent and has not previously represented Dr. Elena M. Caldwell, the law firm of Whitford Garza & Stein LLP, o

11. Client Responsibilities To enable the Firm to provide you with effective representation, you agree to the following: (a) Cooperation. You agree to cooperate fully with the Firm throughout the engagement, including responding promptly and completely to requests for information, documents, and records relevant to the dissolution proceeding. Timely cooperation is essential to the Firm's ability to meet court-imposed

12. Withdrawal and Termination Termination by Client. You may terminate this engagement at any time by providing written notice to the Firm. Upon termination, you will remain responsible for all legal fees and costs incurred through the date of termination, including any unpaid invoices and any costs or disbursements advanced by the Firm on your behalf. The Firm will cooperate in the orderly transition of your matter

13. Document Retention At the conclusion of the engagement, the Firm will return to you all original documents that you provided to the Firm during the course of the representation. The Firm may retain copies of all work product, correspondence, pleadings, and other materials generated or received in connection with the engagement, in accordance with the Firm's standard document retention policy. Unless you request t

14. No Guarantee of Outcome The Firm will exercise its best professional judgment and will devote diligent efforts to the advancement and protection of your interests in this matter. However, you understand and acknowledge that the Firm does not and cannot guarantee any particular result or outcome. Litigation and negotiation involve inherent uncertainties, and the outcome of the dissolution proceeding will depend on

15. Governing Law and Dispute Resolution Governing Law. This Engagement Letter and the attorney-client relationship between the Firm and the Client shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of laws principles. Dispute Resolution. Any disputes arising out of or relating to this engagement or this Engagement Letter, including without limitati

16. Entire Agreement and Amendments This Engagement Letter constitutes the entire agreement between the Firm and the Client with respect to the subject matter hereof. It supersedes all prior or contemporaneous negotiations, representations, understandings, or agreements, whether oral or written, between the parties relating to the engagement described herein. Any amendments, modifications, or supplements to this Enga

17. Acceptance and Execution If the foregoing terms and conditions are acceptable to you, please indicate your agreement by signing and dating the enclosed duplicate original of this Engagement Letter in the space provided below and returning it to the Firm at your earliest convenience, together with the initial Retainer in the amount of $150,000.00, payable by check or wire transfer to "Calderwood & Harkness LLP Att