Contract analysis

1. Purpose This memorandum documents the results of a comprehensive conflicts check conducted in connection with Calderwood & Harkness LLP's proposed representation of Cascade Retail Holdings Inc. ("Cascade" or the "Prospective Client") in a US state-privacy compliance program engagement (the "Proposed Engagement"). The Proposed Engagement is anticipated to be formally opened on June 2, 2025, under Matter Number 1038

2. Proposed Client and Affiliated Entities Searched The following entities were identified as the Prospective Client and its subsidiaries and affiliates and were included in the conflicts search. All entity information was verified against the Prospective Client's corporate-organization chart provided by Meredith Tanaka, General Counsel, on May 22, 2025, and cross-referenced against publicly available corporate-regis

3. Counterparties, Adverse Parties, and Material Third Parties Searched The following entities and individuals were identified during the engagement intake process as counterparties, adverse parties, and material third parties whose relationships to the Prospective Client and to the subject matter of the Proposed Engagement warranted inclusion in the conflicts search. The classifications below reflect the nature of e

4. Conflicts Database Search Methodology The conflicts search was conducted by the undersigned on May 30 and May 31, 2025, using Calderwood & Harkness's firm-wide conflicts database and new-matter intake system (the "Conflicts System"). The Conflicts System is maintained by the firm's General Counsel's Office and the Conflicts Department and contains records of all current active client engagements, all matters close

5. Results of Conflicts Check 5.1 No Disqualifying Conflicts Identified Based on the comprehensive conflicts search described in Section 4 above, no disqualifying conflicts of interest were identified under the New York Rules of Professional Conduct (including, without limitation, Rules 1.7 (Conflict of Interest: Current Clients), 1.8 (Current Clients: Specific Conflict of Interest Rules), 1.9 (Duties to Former Clien

6. Engagement Team Confirmation The following attorneys have been designated as the proposed engagement team for the Proposed Engagement. Each team member's name was searched in the Conflicts System for individual-level conflicts, and each team member was independently asked to confirm whether he or she has any personal, financial, familial, or prior-employment relationships with any of the entities or individuals id

7. Scope of Engagement and Nature of Matter For purposes of providing context relevant to the conflicts analysis, the scope and nature of the Proposed Engagement are summarized below. A full description of the engagement scope will be set forth in the engagement letter to be delivered to Cascade upon clearance. The Proposed Engagement encompasses the design, build, and implementation of a comprehensive US state-priva

8. Conditions and Ongoing Monitoring The conflict clearance documented in this memorandum is based on information available as of June 1, 2025, including the information provided by Cascade during preliminary engagement discussions, the corporate-organization chart provided by Meredith Tanaka, the preliminary data-mapping report prepared by Fieldhaven Consulting Group LLC dated May 19, 2025, and the results of the co

9. Recommendation and Approval Prepared by: Alan Burke Senior Associate, Privacy & Data Security Calderwood & Harkness LLP Recommendation: Based on the comprehensive conflicts check documented in this memorandum, including searches of all entities and individuals identified in Sections 2 and 3 above, review of all current and recently closed matters, review of all lateral-hire portability disclosures for the proposed