Contract analysis

Section 1. Definitions For purposes of this Exhibit E, the following terms shall have the meanings set forth below: 1.1 "Disparaging Statement" shall mean any statement, whether written, oral, electronic, or otherwise communicated, that is false, misleading, derogatory, defamatory, or reasonably likely to cause harm to the reputation, business, business relationships, goodwill, or standing of the subject party. Witho

Section 2. Non-Disparagement Obligations 2.1 Obligations of CRH. CRH and the CRH Representatives shall not, directly or indirectly, make, publish, disseminate, or cause to be made, published, or disseminated any Disparaging Statement concerning any Individual Defendant, Verdana, or Greystone Capital Partners, LP. This obligation extends to statements made to any person or entity, including but not limited to members

Section 3. Duration 3.1 Commencement and Term. The non-disparagement obligations set forth in this Exhibit E shall commence on the date of execution of the Agreement (the "Execution Date"), which the parties have targeted as April 14, 2025, and shall continue for a period of three (3) years from the Execution Date (the "Non-Disparagement Period"), expiring at 11:59 p.m. Eastern Time on April 14, 2028, unless earlier

Section 4. Permitted Communications and Exceptions Notwithstanding the obligations set forth in Section 2, the following communications shall constitute Permitted Communications and shall not be deemed a violation of this Exhibit E: 4.1 Legally Compelled Disclosures. Nothing in this Exhibit E shall prohibit any party from making truthful statements that are: (a) compelled by valid legal process, including a subpoena,

Section 5. Remedies for Breach 5.1 Injunctive Relief. Each party acknowledges and agrees that the non-disparagement obligations set forth in this Exhibit E are reasonable and necessary for the protection of the legitimate interests of the other parties, and that a breach of any such obligation would cause irreparable harm to the non-breaching party that would not be adequately compensable by an award of monetary dama

Section 6. Agreed Public Statements 6.1 Joint Press Statement. The parties shall issue a jointly agreed press statement (the "Joint Press Statement") upon the execution of the Agreement. The text of the Joint Press Statement shall be agreed upon in advance of the Execution Date by CRH (acting through its counsel, Calderwood & Harkness LLP, specifically Bernard Crawford), the Individual Defendants (acting through thei

Section 7. Attribution and Vicarious Responsibility 7.1 General Principle. Each party shall be responsible for ensuring that its respective Representatives, agents, and spokespersons comply with the non-disparagement obligations set forth in this Exhibit E. Each party shall take all steps reasonably necessary to inform its Representatives, agents, and spokespersons of the existence and terms of these Non-Disparagemen

Section 8. Governing Law and Jurisdiction 8.1 Governing Law. This Exhibit E shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to the conflicts-of-law principles thereof that would require or permit the application of the laws of any other jurisdiction. 8.2 Exclusive Jurisdiction. The parties agree that the Court of Chancery of the State of Delaware shall have excl

Section 9. Notices 9.1 Notice of Alleged Breach. Any notice of an alleged breach of the non-disparagement obligations set forth in this Exhibit E, or any other notice required or permitted to be given under this Exhibit E, shall be in writing and shall be delivered to the following addresses (or to such other addresses as a party may designate in writing in accordance with this Section 9): If to CRH: Theresa Yun-Park

Section 10. Miscellaneous 10.1 Severability. If any provision of this Exhibit E, or the application of any such provision to any party or circumstance, is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions of this Exhibit E shall remain in full force and effect, and the application of such provision to other parties or circumstances shall not be affected. In t