Contract analysis

1. Nexford Precision Components, Inc. — Delaware corporation

2. Nexford Engineered Systems, LLC — Delaware limited liability company

3. Nexford Coatings & Surface Technologies, Inc. — Delaware corporation

4. Nexford Manufacturing Services, LLC — Illinois limited liability company

5. Nexford Properties, LLC — Delaware limited liability company

6. Nexford International Holdings, Inc. — Delaware corporation (CFC holding company)

7. Clearfield Tool & Die, Inc. — Pennsylvania corporation

8. Summit Industrial Fabrication Co. — South Carolina corporation

9. Ridgepoint Specialty Coatings, LLC — Texas limited liability company

10. Lakeshore Precision Engineering, Inc. — Michigan corporation Note: The above list reflects the existing domestic subsidiaries of the Borrower as of the date of this term sheet. One entity in the list, Nexford International Holdings, Inc., is organized as a Delaware corporation but serves as the holding company for the Borrower's Canadian operations and is therefore treated as a controlled foreign corporation ("CF

1. Loan Documents. Execution and delivery of the Credit Agreement, Guarantee Agreement, Security Agreement, Pledge Agreements, and Intercreditor Agreement, each in form and substance reasonably satisfactory to the Administrative Agent.

2. Legal Opinions. Delivery of legal opinions from: • Calderwood & Harkness LLP (New York law enforceability opinion; UCC perfection opinion); • Hargrove & Whitmore LLP (Illinois law enforceability and perfection opinion); and • Briarcliff Legal Group PA (Delaware entity opinions for all Delaware-organized Loan Parties).

3. Closing Certificates. Delivery of: • Closing certificate signed by an authorized officer of the Borrower; • Officer's certificate confirming the accuracy of representations and warranties and the absence of any Default or Event of Default; • Solvency certificate signed by Michelle Kaplan, Chief Financial Officer of the Borrower, confirming the solvency of the Borrower and its subsidiaries on a consolidated basis a

4. Good Standing. Good standing certificates (or equivalent) for each Loan Party from its jurisdiction of organization, dated not more than 30 days prior to the Closing Date.

5. Pro Forma Compliance. Delivery of a pro forma compliance certificate demonstrating (a) a First Lien Net Leverage Ratio of approximately 3.38x and (b) a Total Net Leverage Ratio of approximately 4.03x, in each case calculated after giving effect to the Transactions.

6. Insurance. Evidence of insurance for each Loan Party, including property and casualty insurance, general liability insurance, and directors and officers insurance, each in accordance with the insurance program reviewed by Vantage Risk Advisors, LLC. Property and casualty insurance provided by Continental Shield Underwriters, Inc. Directors and officers insurance provided by Meridian Specialty Insurance Co. All ins

7. UCC Filings. UCC-1 financing statements prepared and ready for filing (or filed) in each applicable jurisdiction against each Loan Party.

8. Lien Searches. UCC, tax, and judgment lien search results from each applicable jurisdiction for each Loan Party, confirming the absence of prior liens other than permitted liens.

9. Payoff Documentation. A payoff letter from Atlas Meridian Bank, N.A. (as administrative agent under the Existing Credit Agreement) confirming (a) the aggregate payoff amount (approximately $879,375,000, consisting of principal, accrued interest, and any other amounts due), (b) the commitment by Atlas Meridian to release all liens on the Collateral upon receipt of such payoff amount, and (c) authorization for the B

10. Ratings. Receipt of the following credit ratings: • Keystone Ratings Group, Inc.: B1 corporate family rating; B1 facility rating for the Term Loan B; • Sentinel Credit Analytics, LLC: B+ corporate credit rating; BB- facility rating for the Term Loan B.

11. Fees and Expenses. Payment of all fees due and payable on the Closing Date, including (a) the arrangement fee of $7,000,000 to Crescent Harbor, (b) the OID of $7,000,000 (reflected in the 99.50 issue price), (c) legal fees and disbursements of C&H and Whitfield & Gage LLP, and (d) advisory fees and other transaction expenses.

12. Funds Flow. Execution and delivery of a funds flow memorandum, in form and substance reasonably satisfactory to the Borrower and the Administrative Agent, detailing the application of proceeds on the Closing Date.

13. KYC/AML. Delivery of all documentation and other information required under applicable "know your customer" and anti-money laundering regulations, including the USA PATRIOT Act (Title III of Pub. L. 107-56).

14. No MAE. No Material Adverse Effect shall have occurred since December 31, 2024.

15. Representations and Warranties. All

16. No Default. No Default or Event of Default shall exist as of the Closing Date, or shall result from the funding of the Term Loan B on the Closing Date. SECTION 14: AFFIRMATIVE COVENANTS The Credit Agreement will contain the following customary affirmative covenants applicable to the Borrower and its restricted subsidiaries: • Financial Reporting — Annual. Delivery of annual audited consolidated financial statemen