Contract analysis

I. Introduction and Purpose This firm represents Solstice Biomedical Devices Ltd. ("Solstice Parent"), an Irish-domiciled private limited company (Company Registration Office No. 648217), and its wholly owned U.S. operating subsidiary, Solstice Biomedical, Inc. ("Solstice U.S." and, together with Solstice Parent, "Solstice" or the "Insured"), a Delaware corporation (EIN: 84-3291056), with principal U.S. offices at 38

II. Identification of the Policy The coverage at issue is governed by the following policy: This letter constitutes formal notice of a "Claim" as that term is defined in the Policy and is submitted in accordance with the Policy's claim-reporting provisions. Solstice expressly reserves all of its rights under the Policy, including, without limitation, the right to assert that additional provisions of the Policy afford

III. Description of the Underlying Claim A. Filing of the Complaint On May 9, 2024, Apex Surgical Innovations, Inc. ("Apex"), a Delaware corporation with principal offices at 1220 North Market Street, Suite 550, Wilmington, Delaware 19801, filed a Complaint for Patent Infringement (the "Complaint") in the United States District Court for the District of Delaware. The action has been assigned Case No. 1:24-cv-00587-RG

1. U.S. Patent No. 9,814,237 (the "'237 Patent") — entitled "Locking Seal Assembly for Minimally Invasive Surgical Access Device," issued November 14, 2017, with an expiration date of June 22, 2035. Apex asserts infringement of Claims 1, 3, 7, and 12 of the '237 Patent.

2. U.S. Patent No. 10,271,884 (the "'884 Patent") — entitled "Retractable Blade Deployment Mechanism for Trocar Systems," issued April 30, 2019, with an expiration date of September 15, 2036. Apex asserts infringement of Claims 1, 2, 5, 9, and 14 of the '884 Patent.

3. U.S. Patent No. 10,932,105 (the "'105 Patent") — entitled "Integrated Insufflation Valve and Seal for Laparoscopic Trocar," issued March 2, 2021, with an expiration date of January 10, 2038. Apex asserts infringement of Claims 1, 4, and 8 of the '105 Patent. All three asserted patents list Dr. Raymond Szabo, Vice President of Engineering at Apex, as the named inventor and are assigned on their face to Apex Surgica

IV. Coverage Requested Solstice hereby requests that Halcyon acknowledge coverage for the defense of this patent infringement action under Policy No. HSI-IP-2023-04891. Specifically, Solstice seeks coverage for the following categories of defense costs:

1. Attorney fees and costs incurred by Calderwood & Harkness LLP in the defense of Apex Surgical Innovations, Inc. v. Solstice Biomedical, Inc., Case No. 1:24-cv-00587-RGA, in the U.S. District Court for the District of Delaware;

2. Expert witness fees and costs, including fees for technical experts in the fields of mechanical engineering, surgical device design, and patent claim construction, as well as damages experts who will be retained to rebut Apex's royalty and lost-profits theories;

3. E-discovery and litigation support vendor costs, including expenses associated with the collection, processing, hosting, review, and production of electronically stored information;

4. All other reasonable and necessary defense costs, including court reporter fees, deposition costs, travel expenses, filing fees, and any other costs ordinarily incurred in the defense of complex patent litigation of this nature. Solstice acknowledges that the $250,000 self-insured retention under the Policy must be satisfied before Halcyon's coverage obligations attach. Solstice will track and document its defense

V. Defense Counsel and Billing Calderwood & Harkness LLP has been retained as defense counsel effective May 10, 2024. The C&H engagement team assigned to this matter consists of the following attorneys: Our internal matter number is 10294.0017. All invoices and billing statements will reference this matter number as well as Policy No. HSI-IP-2023-04891. We respectfully request that Halcyon confirm that it consents to

VI. Preliminary Budget Estimate A detailed phased litigation budget is currently being prepared and will be provided separately. We expect to deliver a comprehensive Budget & Fee Estimate Memorandum to Solstice and Halcyon on or about May 15, 2024, which will set forth anticipated costs by litigation phase in accordance with industry-standard phased budgeting conventions. Based on our initial assessment of the scope

VII. Background on the Insured To assist Halcyon in its evaluation, we provide the following background information regarding the Insured: Solstice Biomedical Devices Ltd. is an Irish-domiciled private limited company founded in 2011, with its registered office at Unit 14, Clonskeagh Business Park, Clonskeagh Road, Dublin 14, D14 YF28, Ireland. The company designs and manufactures a range of minimally invasive surgic

VIII. Reservation of Rights Solstice expressly reserves all of its rights under Policy No. HSI-IP-2023-04891, including, without limitation, the right to seek coverage for any and all defense costs and indemnity obligations arising from the claims asserted in Apex Surgical Innovations, Inc. v. Solstice Biomedical, Inc., Case No. 1:24-cv-00587-RGA. This reservation includes, but is not limited to, the right to seek co

IX. Enclosures The following documents are enclosed with this letter for Halcyon's review:

1. Copy of the Complaint filed May 9, 2024, in Apex Surgical Innovations, Inc. v. Solstice Biomedical, Inc., Case No. 1:24-cv-00587-RGA, U.S. District Court for the District of Delaware;

2. Copy of the Civil Cover Sheet (Form JS 44) filed in connection with the Complaint; and

3. Copy of the relevant portions of Policy No. HSI-IP-2023-04891, including the Declarations Page and applicable coverage provisions (Insuring Agreement, Conditions, and Exclusions sections). As the litigation progresses, we will provide Halcyon with copies of all significant filings, court orders, and correspondence relevant to the defense of this matter, including, without limitation, any responsive pleadings filed

X. Request for Prompt Response and Contact Information We respectfully request that Halcyon provide written acknowledgment of this notice and confirmation of coverage within ten (10) business days of receipt of this letter. In addition, we request that Halcyon assign a dedicated claims adjuster to this matter, or confirm that Ms. Sandra Keene will continue to serve in that capacity, so that we may establish a direct