Contract analysis

I. Proposed ESI Production Format A. Image Format BRB proposes that all ESI be produced as single-page TIFF images in Group IV compression at 300 DPI resolution, rendered in black and white for text-based documents. Where color is material to the content or interpretation of a document — including, without limitation, charts, graphs, photographs, color-coded spreadsheets, and documents containing color annotations or

II. Bates Numbering Conventions BRB proposes the following conventions for Bates numbering of documents produced in this litigation: BRB's productions shall use the prefix "BRB-" followed by a six-digit sequential number, beginning with BRB-000001 and continuing sequentially through all productions (e.g., BRB-000001, BRB-000002, ... BRB-034000, etc.). This prefix shall be applied uniformly to all documents produced b

III. De-Duplication Protocols A. Scope of De-Duplication BRB proposes that de-duplication be performed across custodians using MD5 or SHA-1 hash values calculated at the document level. Hash-based de-duplication is the industry-standard methodology for identifying exact duplicate documents and will significantly reduce the volume of materials to be reviewed and produced without any loss of substantive content. Where

IV. Custodians A. BRB Proposed Custodians BRB proposes the following individuals as custodians for initial document collection and review:

1. Derek Whitmore, Senior Vice President, Head of Special Assets Group — Mr. Whitmore served as the senior BRB officer overseeing the Triton Harbor account following its transfer to the Special Assets Group in or about February 2023, and was the primary point of contact for workout negotiations and forbearance discussions.

2. Joanna Reeves, Vice President, Special Assets Group — Ms. Reeves served as the day-to-day account officer responsible for managing the Triton Harbor relationship within the Special Assets Group and was involved in all phases of the workout process, including the drafting and negotiation of forbearance agreements.

3. Philip Aaronson, Executive Vice President, Chief Credit Officer — Mr. Aaronson was responsible for overseeing BRB's credit approval and risk management functions and participated in credit committee deliberations regarding the Triton Harbor credit facility, including the original underwriting, subsequent modifications, risk rating changes, and the ultimate decision to accelerate.

4. Margaret Linden, Senior Vice President, General Counsel — Ms. Linden oversaw BRB's legal response to the deterioration of the Triton Harbor relationship and provided legal advice regarding the Bank's rights and remedies under the Credit Agreement and Guaranties.

5. Thomas Hargreaves, Vice President, Associate General Counsel — Mr. Hargreaves provided direct legal support on the Triton Harbor matter, including review of forbearance documentation, coordination with outside counsel, and analysis of default and acceleration provisions. BRB notes that additional custodians may be identified as discovery progresses and as the parties develop a more complete understanding of the re

1. Marcus J. Kappel — Founder, Chief Executive Officer, and 72% Member of Triton Harbor Industries, LLC. Mr. Kappel was the principal decision-maker for Triton Harbor throughout the lending relationship and participated directly in all significant communications with BRB, including origination, modification, and workout discussions. Mr. Kappel is also a defendant in this action in his individual capacity as guarantor

2. Elaine D. Kappel — Chief Financial Officer and 28% Member of Triton Harbor Industries, LLC. Ms. Kappel oversaw Triton Harbor's financial reporting and was responsible for the preparation and submission of financial statements and compliance certificates to BRB. Ms. Kappel is also a defendant in this action in her individual capacity as guarantor under the Guaranty dated June 15, 2021.

3. Raymond Mercer — Managing Director, Mercer Tidwell & Associates LLC. Mr. Mercer was retained by Triton Harbor as a restructuring advisor and participated in workout negotiations with BRB on Triton Harbor's behalf during the period from approximately May 2023 through the acceleration of the credit facility.

4. Any in-house counsel or outside advisors to Triton Harbor who were involved in the workout negotiations, forbearance discussions, or other communications with BRB regarding the Credit Agreement, the Guaranties, or the events giving rise to this litigation, subject to applicable privilege protections. We recognize that Defendants may have views on the appropriate scope of their custodian list and welcome the opport

V. Search Terms and Date Ranges A. Proposed Date Range BRB proposes a primary date range for document collection of January 1, 2021 through November 4, 2024. This date range encompasses the following key periods: • The pre-origination period during which BRB evaluated and underwrote the Triton Harbor credit facility (approximately January 2021 through June 2021); • The origination of the Credit Agreement dated June 1

VI. Hard-Copy Documents To the extent that either party identifies responsive documents that exist only in hard-copy format (or where the hard-copy original is the most complete or authoritative version of a document), BRB proposes the following protocol: All hard-copy documents shall be scanned to TIFF format at 300 DPI resolution and produced in the same image format as ESI productions, as described in Section I.A

VII. Proposed Confidentiality and Protective Order Consistent with the discussion at the December 6, 2024 Preliminary Conference before Justice Marchetti, and in recognition of the sensitive nature of the materials likely to be exchanged in discovery, BRB proposes that the parties enter into a stipulated confidentiality and protective order (the "Protective Order") governing the handling, use, and dissemination of co

VIII. Privilege Logging Protocol BRB proposes the following protocol for the preparation and exchange of privilege logs in this action. A. Privilege Log Format Privilege logs shall be produced in spreadsheet format (.xlsx) and shall contain the following minimum fields for each withheld or redacted document: B. Redacted Documents For documents that are produced in redacted form rather than withheld in their entirety,

IX. Production Timing and Rolling Productions BRB acknowledges the January 15, 2025 deadline for initial document production as set forth in the Preliminary Conference Order. BRB is committed to meeting this deadline and is actively engaged in the collection, processing, and review of responsive documents. BRB proposes that initial productions be substantially complete by January 15, 2025, with the understanding that

X. Production Media BRB proposes that all document productions in this action be delivered via secure electronic transfer, using a secure FTP site, a secure file-sharing platform (such as Relativity's Kestrel Technologies file transfer, Ashford Software, or a comparable service), or encrypted portable storage media (such as an encrypted external hard drive). The parties should agree on a specific transfer mechanism i

XI. Meet and Confer and Contact Information BRB reiterates its willingness to meet and confer in good faith on all aspects of this proposed production protocol. We recognize that the protocol set forth in this letter represents BRB's initial proposal and that Defendants may have comments, counterproposals, or alternative approaches on certain issues. BRB is committed to reaching a mutually agreeable protocol that ser