Contract analysis

I. COMMAND / PRODUCTION DEMAND To: Vertex Commerce Inc. YOU ARE COMMANDED to produce at the time, date, and place set forth above, or to deliver electronically via secure file transfer to Calderwood & Harkness LLP, at 555 California Street, Suite 2700, San Francisco, California 94104, all documents and electronically stored information ("ESI") described in the attached Schedule A to this Subpoena. Production shall be

II. DEFINITIONS A. Defined Terms As used in this Subpoena, including Schedule A attached hereto, the following terms shall have the meanings set forth below: 1. "Vertex" or "You" or "Your" means Vertex Commerce Inc., a corporation organized and existing under the laws of the State of Delaware, with its principal place of business at 2100 North First Street, San Jose, California 95131, including its current and former

1. The term "including" means "including but not limited to," and shall not be construed as limiting the scope of any Document Request to the specific items enumerated.

2. The connectives "and" and "or" shall be construed in both the conjunctive and the disjunctive, as necessary, to bring within the scope of each Document Request all documents that might otherwise be construed to be outside the scope of the request.

3. Use of the singular form of any word includes the plural, and use of the plural form includes the singular.

4. Use of any verb tense shall be construed to encompass all verb tenses as necessary to make each Document Request inclusive.

5. References to a person or entity include that person's or entity's agents, employees, officers, directors, representatives, consultants, advisors, and counsel, unless a Document Request specifically provides otherwise.

6. The terms "each," "any," and "all" shall each be construed as encompassing any and all.

7. References to communications "between" or "among" persons include communications in which one or more of the specified persons is a sender, recipient, or person copied (whether by "cc" or "bcc"), regardless of the order or direction of the communication.

III. INSTRUCTIONS A. General Instructions

1. Vertex Commerce Inc. is directed to produce all responsive, non-privileged documents in its possession, custody, or control, including documents held by its officers, directors, employees, agents, attorneys, accountants, consultants, advisors, subsidiaries, affiliates, and any other persons or entities acting on its behalf or subject to its direction.

2. Documents that exist as electronically stored information ("ESI") shall be produced in their native file format, with all associated metadata preserved and intact. Native file production shall include, without limitation, Hollowell Systems .msg or .pst files for email, Microsoft Excel files (.xlsx) for spreadsheets, Microsoft Northgate Services Inc. files (.pptx) for presentations, and PDF files for documents orig

3. Documents that exist only in hard-copy form shall be produced as searchable PDF files (i.e., scanned with optical character recognition applied), with each page Bates-stamped in a sequential manner.

4. All produced documents shall be organized and labeled to correspond to the specific Document Request number(s) in Schedule A to which they are responsive. Where a single document is responsive to more than one Document Request, the document need only be produced once, provided that a cross-reference index is included identifying all Document Requests to which the document is responsive.

5. If any document responsive to a Document Request is withheld, in whole or in part, on the basis of attorney-client privilege, the work product doctrine, or any other privilege or protection, Vertex shall provide a privilege log that complies with Federal Rule of Civil Procedure 45(e)(2)(A). The privilege log shall identify each withheld document with sufficient specificity to enable the issuing party and, if neces

6. If Vertex objects to any Document Request, in whole or in part, Vertex shall: (a) state the objection with specificity, including the legal and factual bases therefor; (b) produce all responsive documents as to which no objection is asserted; and (c) specifically identify the portions of the Document Request to which the objection is directed, so that the issuing party may assess the scope of the objection and see

7. If any document responsive to a Document Request has been lost, destroyed, discarded, or is otherwise no longer in Vertex's possession, custody, or control, Vertex shall identify the document to the extent possible, including a description of the document, the date of its loss or destruction, the circumstances of its loss or destruction, and the identity of the person(s) responsible.

8. This Subpoena is continuing in nature. If, after producing documents in response to this Subpoena, Vertex discovers or creates additional responsive documents, Vertex shall promptly supplement its production to include such documents. B. Confidentiality / Protective Order

1. On May 12, 2025, the Honorable Richard A. Johannsen entered a Stipulated Protective Order in Case No. 2:25-cv-01087-RAJ (Dkt. No. 47) governing the treatment of confidential business information produced by the parties and third parties in this litigation (the "Protective Order"). A copy of the Protective Order is enclosed with this Subpoena for Vertex's reference.

2. Vertex may designate documents produced in response to this Subpoena as "Confidential" or "Highly Confidential — Attorneys' Eyes Only" in accordance with the terms and procedures set forth in the Protective Order. Documents so designated will be treated in accordance with the protections afforded by the Protective Order, including limitations on access, use, and disclosure.

3. The existence of the Protective Order should alleviate any concerns Vertex may have regarding the disclosure of competitively sensitive business information. Vertex is encouraged to contact undersigned counsel with any questions regarding the application of the Protective Order to specific documents or categories of information. C. Compliance with Federal Rule of Civil Procedure 45

1. Objections. Pursuant to Federal Rule of Civil Procedure 45(d)(2)(B), any objections to this Subpoena must be served on the issuing party (Calderwood & Harkness LLP, at the address set forth above) before the earlier of: (a) the time specified for compliance with this Subpoena (July 30, 2025); or (b) fourteen (14) days after service of this Subpoena. If objections are served, the issuing party shall not be entitled

2. Reimbursement of Costs. Pursuant to Federal Rule of Civil Procedure 45(d)(2)(B)(ii), Defendant Cascade Retail Holdings Inc. will reimburse Vertex Commerce Inc. for the reasonable costs incurred in complying with this Subpoena, including reasonable attorneys' fees and costs associated with document review, collection, and production. Vertex is encouraged to contact undersigned counsel to discuss the scope of produc

3. Service. This Subpoena is being served in accordance with Federal Rule of Civil Procedure 45(b)(1). Notice of service of this Subpoena has been provided to all parties in the above-captioned action, in compliance with Rule 45(a)(4).

IV. SCHEDULE A — DOCUMENT REQUESTS Request No. 1: Marketplace Platform Operations — General Produce all documents concerning Vertex's marketplace platform operations during the Relevant Period, including but not limited to: business plans; strategic plans; long-range plans; competitive assessments; annual operating plans; quarterly business reviews; board of directors presentations, minutes, and materials; executive

V. NOTICE OF RIGHTS AND OBLIGATIONS UNDER FEDERAL RULE OF CIVIL PROCEDURE 45 Vertex Commerce Inc. is hereby advised of the following rights and obligations under Federal Rule of Civil Procedure 45:

1. Right to Object. Pursuant to Federal Rule of Civil Procedure 45(d)(2)(B), Vertex may serve written objections to this Subpoena on the issuing party before the earlier of: (a) the time specified for compliance (July 30, 2025); or (b) fourteen (14) days after service of this Subpoena. If timely objections are served, the issuing party may not inspect or copy materials responsive to the objected-to portions of the Su

2. Duty to Preserve. Upon receipt of this Subpoena, Vertex has an obligation to preserve all documents and ESI that may be responsive to the Document Requests set forth in Schedule A. Vertex must take immediate steps to ensure that no responsive documents or ESI are destroyed, altered, discarded, overwritten, or otherwise made unavailable, including by suspending any routine document destruction or data retention pol

3. Right to Move to Quash or Modify. Pursuant to Federal Rule of Civil Procedure 45(d)(3), Vertex may move to quash or modify this Subpoena if it: (a) fails to allow a reasonable time to comply; (b) requires a person to comply beyond the geographical limits specified in Rule 45(c); (c) requires disclosure of privileged or other protected matter, if no exception or waiver applies; or (d) subjects Vertex to undue burde

4. Sanctions for Non-Compliance. Pursuant to Federal Rule of Civil Procedure 45(g), the Court may hold in contempt any person who, having been served with a subpoena, fails without adequate excuse to obey the subpoena or an order related to it.

5. Pending Proceedings. This Subpoena is issued in connection with pending proceedings before the Honorable Richard A. Johannsen in Case No. 2:25-cv-01087-RAJ in the United States District Court for the Western District of Washington. The FTC has moved for a preliminary injunction seeking to temporarily enjoin the consummation of the Merger, and an evidentiary hearing on the FTC's motion is scheduled for September 8,

6. Cost Reimbursement. As stated in the Instructions, Defendant Cascade Retail Holdings Inc. will reimburse Vertex for the reasonable costs of compliance with this Subpoena, consistent with the requirements of Rule 45(d)(2)(B)(ii). Vertex is encouraged to contact undersigned counsel promptly to discuss the anticipated scope and cost of compliance.

VI. SIGNATURE BLOCK AND CERTIFICATION This Subpoena is issued by the undersigned as an officer of the court authorized to issue subpoenas under Federal Rule of Civil Procedure 45(a)(3), on behalf of Defendant Cascade Retail Holdings Inc. Respectfully submitted, CALDERWOOD & HARKNESS LLP Counsel for Defendant Cascade Retail Holdings Inc. By: ________ Aaron Liu, Esq. Working Associate Calderwood & Harkness LLP 555 Cali

VII. CERTIFICATE OF SERVICE I, Aaron Liu, hereby certify that on July 16, 2025, a true and correct copy of the foregoing Subpoena Duces Tecum to Vertex Commerce Inc. was served as follows:

1. Service on the Subpoena Recipient: A copy of this Subpoena, together with all attachments, was served on Vertex Commerce Inc. by personal service at: Vertex Commerce Inc. Attention: Office of the General Counsel 2100 North First Street San Jose, CA 95131 Service was effected by a professional process server in accordance with Federal Rule of Civil Procedure 45(b)(1).

2. Notice to All Parties: In accordance with Federal Rule of Civil Procedure 45(a)(4), prior written notice of this Subpoena was served on all parties to Case No. 2:25-cv-01087-RAJ, as follows: Counsel for Plaintiff Federal Trade Commission: Claire Dunmore, Esq. Lead Trial Attorney Federal Trade Commission Bureau of Competition, Mergers IV Division 600 Pennsylvania Avenue NW Washington, D.C. 20580 Email: cdunmore@ftc