1007-00003 · Whitfield & Gaines PLLC · Closing

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CALDERWOOD & HARKNESS LLP Attorneys at Law

One Fountain Square, 11th Floor Detroit, Michigan 48226

Telephone: (313) 884-7200 Facsimile: (313) 884-7201

Writer's Direct: (313) 884-7244

Email: mdelgado@calderwoodharkness.com

June 18, 2025

Via Email and First Class Mail

Rachel Nguyen Vice President & Associate General Counsel Vantage Mobility Systems Corp. 4200 Innovation Drive Auburn Hills, MI 48326

Re: Closure of Matter No. 1007-00003 — Pinnacle Innovations LLC v. Vantage Mobility Systems Corp., No. 2:24-cv-00187-JRG (E.D. Tex.) U.S. Patent No. 9,847,312 B2

Dear Rachel:

1. Purpose of This Letter

The purpose of this letter is to confirm the formal closure of Calderwood & Harkness LLP's ("C&H" or the "Firm") engagement on behalf of Vantage Mobility Systems Corp. ("VMS" or the "Company") in connection with the above-referenced patent infringement action, designated internally as Matter No. 1007-00003. We are pleased to report that all substantive obligations under the engagement have been fully completed and that the matter is now administratively closed in our systems effective as of the date of this letter.

As you will recall, C&H assumed the defense of VMS in this action pursuant to the engagement letter dated January 15, 2025 (the "Engagement Letter"), at which time the defense was transitioned from prior counsel, Hargrove Dunn LLP. Since that date, C&H has served as lead defense counsel for VMS in all aspects of the litigation, including case strategy, motion practice, fact and expert discovery, settlement negotiations, and ultimate resolution of the dispute. With the entry of the Court's dismissal order and the completion of all settlement-related obligations, no further legal services are required under the engagement, and we are writing to memorialize the closure of this matter and to address the administrative items that customarily attend the conclusion of a representation.

This letter also serves as a comprehensive record of the final disposition of the case, the financial summary of all litigation expenditures incurred during the C&H engagement period, and certain important reminders regarding confidentiality obligations, document retention, and the availability of the engagement team for any post-closure inquiries. We encourage you to retain this letter as part of VMS's permanent files related to this matter.

2. Summary of Final Disposition

2.1 Settlement Agreement Execution

The Settlement Agreement and Mutual Release (the "Settlement Agreement") between Pinnacle Innovations LLC ("Pinnacle") and Vantage Mobility Systems Corp. was fully executed by all parties on June 4, 2025. As you are aware, C&H, together with VMS's in-house legal team, negotiated the terms of this agreement over the course of several weeks following the mediation held on April 28, 2025, before the Honorable Wayne E. Andersen (Ret.) of JAMS in Dallas, Texas.

For the sake of completeness and as a reference for VMS's internal records, the principal terms of the Settlement Agreement are summarized as follows:

• Settlement Payment. VMS agreed to make a lump-sum settlement payment to Pinnacle in the amount of Three Hundred Eighty-Five Thousand Dollars ($385,000), payable within thirty (30) calendar days of full execution of the Settlement Agreement.

• Covenant Not to Sue. Pinnacle granted VMS and its affiliates, successors, assigns, customers, distributors, and end users a covenant not to sue under United States Patent No. 9,847,312 B2 (the "'312 Patent") and under all patents and patent applications in the Pinnacle patent portfolio as of the effective date of the Settlement Agreement. This covenant runs with successors and assigns of Pinnacle and is binding upon any future acquirers of the Pinnacle portfolio.

• Mutual General Releases. Each party granted the other a mutual general release of all claims, counterclaims, demands, causes of action, and liabilities of any kind arising from or related to the litigation, the '312 Patent, and the subject matter of the dispute.

• No License Grant. The agreement was structured as a covenant not to sue rather than a patent license. This distinction was important for VMS's accounting treatment and for avoiding any ongoing royalty or reporting obligations. No license, express or implied, was granted under any Pinnacle intellectual property.

• No Admission. Neither party made any admission of liability, infringement, invalidity, or unenforceability. The Settlement Agreement expressly provides that the settlement shall not be construed as evidence of or an admission regarding any issue in the litigation.

• Confidentiality. The settlement amount and the specific terms of the Settlement Agreement are confidential and may not be disclosed by either party except as required by law, regulatory obligation, or as otherwise expressly permitted by the confidentiality carve-outs set forth in the agreement. Notably, the existence of the settlement may be publicly disclosed, but the financial and substantive terms may not.

• Attorneys' Fees and Costs. Each party shall bear its own attorneys' fees and costs incurred in connection with the litigation and the settlement.

A fully executed copy of the Settlement Agreement is in VMS's possession, having been transmitted to your office under separate cover on June 5, 2025.

2.2 Settlement Payment

The total settlement payment of Three Hundred Eighty-Five Thousand Dollars ($385,000) has been remitted in full to Pinnacle within the thirty-calendar-day payment window specified in the Settlement Agreement. The funding of the settlement payment was divided between VMS and its insurer as follows:

• VMS Self-Insured Retention (SIR): Seventy-Five Thousand Dollars ($75,000), funded directly by VMS from corporate funds. This amount corresponds to the self-insured retention applicable under VMS's Commercial General Liability insurance policy.

• Northbridge Specialty Insurance Company Indemnity Portion: Three Hundred Ten Thousand Dollars ($310,000), funded by Northbridge Specialty Insurance Company ("Northbridge") under Commercial General Liability Policy No. NSI-CGL-2024-08821, specifically under the intellectual Property Infringement Defense sublimit of that policy.

We have received written confirmation from Pinnacle's counsel, Whitfield & Gaines PLLC, that the full settlement payment of $385,000 has been received and that Pinnacle considers all payment obligations under the Settlement Agreement to have been satisfied. A copy of that payment acknowledgment letter, dated June 12, 2025, was forwarded to your office.

2.3 Dismissal of the Action

Consistent with the terms of the Settlement Agreement, the parties filed a Joint Stipulation of Dismissal with Prejudice with the United States District Court for the Eastern District of Texas, marshall Division, on June 6, 2025, before the Honorable J. Rodney Gilstrap, United States District Judge. The Stipulation provided for the dismissal with prejudice of all claims asserted by Pinnacle against VMS in the Complaint, as well as all counterclaims asserted by VMS against Pinnacle, including VMS's counterclaims for:

• Declaratory judgment of invalidity under 35 U.S.C. § 102 (anticipation);

• Declaratory judgment of invalidity under 35 U.S.C. § 103 (obviousness);

• Declaratory judgment of non-infringement; and

• Inequitable conduct before the United States Patent and Trademark Office.

The Court entered its Order of Dismissal on June 9, 2025, thereby terminating the case in its entirety. All deadlines in the case, including the original trial date of October 6, 2025, have been vacated. The expert report deadline of May 30, 2025, which had been the subject of ongoing preparation by VMS's technical expert, Dr. Franklin Yeoh, was mooted by the settlement, and no expert reports were ultimately served by either party. A file-stamped copy of the Court's Order of Dismissal has been included in VMS's case file and was previously transmitted to your office.

2.4 Ridgeline Capital Partners Approval

As required under VMS's governing documents, we note that Ridgeline Capital Partners Fund IV, LP ("Ridgeline"), through its designated board member, David Mercer, provided written consent on May 22, 2025, authorizing the settlement of the litigation for the sum of $385,000. This consent was required pursuant to Section 7.04(c) of the VMS Operating Agreement, which mandates board-level approval, including affirmative consent from the Ridgeline board designee, for any single litigation expenditure or settlement in excess of Two Hundred Fifty Thousand Dollars ($250,000). The written consent was obtained prior to the finalization and execution of the Settlement Agreement, and a copy of the executed consent has been included in the matter file for VMS's records.

2.5 Insurance Coordination

Throughout the course of this matter, C&H coordinated closely with Northbridge Specialty Insurance Company regarding coverage for the defense and settlement of the Pinnacle litigation. The key milestones of the insurance coordination are summarized below for the record:

• Coverage Confirmation. On February 12, 2025, Northbridge, through claims adjuster Tanya Whitcomb, confirmed coverage for the Pinnacle patent infringement action under Commercial General Liability Policy No. NSI-CGL-2024-08821, subject to the applicable self-insured retention and a reservation of rights. The reservation of rights letter addressed certain standard coverage defenses but did not ultimately result in a coverage dispute.

• Indemnity Payment. Northbridge's indemnity payment of Three Hundred Ten Thousand Dollars ($310,000) has been made in full, representing the insurer's share of the $385,000 settlement after application of VMS's $75,000 self-insured retention.

• Policy Limits. The $310,000 indemnity payment is well within the per-occurrence intellectual Property sublimit of Five Hundred Thousand Dollars ($500,000) and the aggregate intellectual Property sublimit of One Million Dollars ($1,000,000) under the Northbridge policy. VMS retains substantial remaining capacity under both the per-occurrence and aggregate IP sublimits for any future IP-related claims during the policy period.

• Defense Costs. Consistent with the terms of the Northbridge policy, defense costs were borne by VMS outside the policy sublimit. The policy provides coverage for indemnity payments arising from covered IP claims but does not reimburse defense costs. Accordingly, all legal fees, expert fees, e-discovery costs, local counsel fees, and court costs incurred during the litigation were the responsibility of VMS.

We recommend that VMS retain all insurance-related correspondence, including the coverage confirmation letter, the reservation of rights letter, and the indemnity payment documentation, in its permanent insurance files, as these documents may be relevant to future coverage inquiries or policy renewal discussions.

3. Final Financial Summary

Set forth below is a comprehensive summary of all costs and expenditures associated with the defense and resolution of this matter during the C&H engagement period (January 15, 2025 through June 2025). These figures have been compiled from the Firm's billing records and from invoices submitted by third-party vendors and co-counsel retained in connection with the defense.

3.1 Defense Costs (C&H Engagement Period: January 15, 2025 – June 2025)

C&H's legal fees reflect the work of the full engagement team across all phases of the defense, including initial case assessment and strategy development, preparation and filing of the Answer and Counterclaims, fact discovery (including document review and production, interrogatory responses, and deposition preparation), claim construction briefing, early expert retention and consultation, mediation preparation and attendance, settlement negotiation, drafting and negotiation of the Settlement Agreement, and preparation and filing of the Joint Stipulation of Dismissal.

Local counsel fees reflect the services of Caldwell Barrow LLP in Tyler, Texas, which served as local counsel for VMS before the Eastern District of Texas, as required by the Court's local rules. Expert fees reflect the retention of Dr. Franklin Yeoh of Greystone Technical Consulting LLC, who was engaged to provide technical expert analysis and, if necessary, testimony regarding the '312 Patent's claims, the prior art, and VMS's accused products. E-discovery costs reflect the services of Meridian Document Solutions LLC, which provided litigation support services including document collection, processing, hosting, and review platform management.

3.2 Settlement Payment

3.3 Grand Total Litigation Spend (C&H Engagement Period)

3.4 VMS Total Out-of-Pocket Expenditure

After accounting for the Northbridge indemnity payment of $310,000 applied toward the settlement, VMS's total out-of-pocket expenditure for the C&H engagement period is as follows:

Please note that the fees incurred during the prior representation by Hargrove Dunn LLP, which we understand totaled approximately Six Hundred Twenty-Four Thousand Dollars ($624,000), are not included in any of the foregoing totals, as those fees were incurred prior to the commencement of C&H's engagement and fall outside the scope of this matter closure summary. VMS's records should reflect the combined total litigation spend across both engagements for internal reporting and financial statement purposes.

4. Final Invoice and Retainer Credit

The final invoice for services rendered and costs incurred during the month of June 2025 is enclosed with this letter. This invoice reflects the balance of professional fees for the final phase of the engagement, including the preparation of the Stipulation of Dismissal, post-settlement correspondence, and the administrative activities associated with matter closure.

In accordance with the terms of the Engagement Letter, the Fifty Thousand Dollar ($50,000) evergreen retainer deposited by VMS at the commencement of the engagement will be applied as a credit against the final invoice balance. To the extent the retainer credit does not fully satisfy the outstanding balance, the remaining amount is due and payable in accordance with the Firm's standard payment terms as set forth in Section 8 of the Engagement Letter, which provides for payment within thirty (30) days of the invoice date.

Should you have any questions regarding the final invoice, the retainer credit, or any aspect of the billing for this matter, please do not hesitate to contact Catherine Bloom, Billing Partner, at Calderwood & Harkness's Detroit office. Ms. Bloom can be reached directly at (313) 884-7218 or by email at cbloom@calderwoodharkness.com.

5. Confidentiality Reminder

We take this opportunity to remind VMS that, pursuant to Section 9 of the Settlement Agreement, the settlement amount and the specific terms of the agreement are confidential and may not be disclosed to any third party except as expressly permitted by the confidentiality provisions of the agreement. This obligation is mutual and applies to both VMS and Pinnacle.

VMS may disclose the existence of the settlement — that is, the fact that the litigation has been resolved — but should not disclose the financial terms, including the settlement amount, the allocation of payment responsibility, or the specific scope of the covenant not to sue, without first consulting with counsel to confirm that any proposed disclosure falls within the permissible exceptions set forth in the Settlement Agreement.

We note that the Settlement Agreement contains certain carve-outs from the confidentiality obligation that are relevant to VMS's internal reporting requirements. In particular, disclosures to VMS's equity holders, including Ridgeline Capital Partners, and disclosures required by VMS's governing documents, applicable law, regulatory requirements, or accounting standards, are expressly permitted. Accordingly, VMS may include the settlement in its internal reporting to Ridgeline Capital Partners and may make such disclosures as are necessary for financial reporting, tax, and audit purposes.

We recommend that VMS's legal department establish appropriate internal protocols to ensure that any inquiries about the Pinnacle litigation are handled consistently and in compliance with the confidentiality obligations under the Settlement Agreement. If any questions arise regarding the scope of permissible disclosures, we are available to provide guidance.

6. Document Retention and Return of Client Files

6.1 Client Document-Retention Obligations

Now that the Court has entered the Order of Dismissal and all obligations under the Settlement Agreement have been fully performed, no litigation hold remains in effect with respect to documents related to this action. VMS may release any internal litigation hold that was implemented in connection with the Pinnacle litigation, and employees and custodians who were subject to the hold may resume normal document management practices with respect to the categories of documents that were subject to preservation.

That said, we advise VMS to consult its own internal document-retention policies regarding the appropriate preservation or disposal of documents generated or collected during the course of this litigation. In particular, we recommend that VMS retain the following key documents in its permanent legal files:

• The fully executed Settlement Agreement and Mutual Release;

• The Covenant Not to Sue;

• The Court's Order of Dismissal dated June 9, 2025;

• The Joint Stipulation of Dismissal with Prejudice;

• All insurance coverage correspondence with Northbridge Specialty Insurance Company, including the coverage confirmation letter, reservation of rights letter, and indemnity payment documentation;

• The written consent from Ridgeline Capital Partners Fund IV, LP authorizing the settlement; and

• This matter closure letter and the accompanying financial summaries.

Additionally, we caution that VMS should not destroy any documents that may be relevant to other pending or reasonably anticipated litigation, regulatory proceedings, investigations, or other legal matters, even if those documents were originally collected or identified in connection with the Pinnacle litigation. If VMS has any questions about whether specific documents may be subject to preservation obligations arising from other matters, we recommend that VMS consult with its in-house legal team or outside counsel before disposing of such materials.

6.2 Return of Client Materials

During the course of the engagement, C&H received and maintained certain original client documents and materials in connection with the defense. Upon your request, we will arrange for the prompt return of any original client documents currently in the Firm's possession. We ask that VMS advise us within sixty (60) days of the date of this letter if the return of any specific materials is desired. In the absence of a request for return, original client documents will be retained as part of the archived matter file in accordance with the Firm's file-retention policy described below.

6.3 Firm File-Retention and Destruction Policy

Calderwood & Harkness LLP maintains a standard file-retention period of seven (7) years for closed litigation matter files, measured from the date of administrative closure of the matter. The following practices will apply to the files maintained in connection with Matter No. 1007-00003:

• Electronic Files. All electronic files associated with the matter, including correspondence, pleadings, research memoranda, discovery materials, and work product, will be archived in the Firm's document management system and maintained in a secure, read-only format for the duration of the retention period.

• Physical Files. To the extent any physical files exist in connection with this matter, such files will be boxed, indexed, and transferred to the Firm's approved off-site records-management facility for storage during the retention period.

• Privilege Log. The privilege log maintained during the course of the litigation, which encompasses two hundred forty-seven (247) entries covering documents designated as attorney-client privileged and/or work-product-protected from both the Hargrove Dunn LLP and Calderwood & Harkness LLP representation periods, will be retained as part of the archived matter file for the full retention period.

• Destruction. At the expiration of the seven-year retention period, all matter files — both electronic and physical — will be destroyed in accordance with the Firm's standard file-destruction protocols, which include secure shredding of physical materials and permanent deletion of electronic files. The Firm will not provide advance notice of file destruction at the expiration of the retention period unless VMS provides written instructions to extend the retention period or to receive the files in advance of destruction.

If VMS wishes to extend the retention period beyond seven years, or if VMS has any specific instructions regarding the handling of the matter files, please communicate those instructions to us in writing at your earliest convenience.

7. Engagement Team and Post-Closure Contact

The members of the C&H engagement team who served on this matter are listed below for your reference. Although the matter is now formally closed, each member of the team remains available to address any post-closure questions or issues that may arise:

• Marcus Delgado — Responsible Partner

• Catherine Bloom — Billing Partner

• Omar Siddiqui — Lead Associate

• Christy Bauer — Working Associate

While no further legal services are anticipated in connection with this matter, we wish to emphasize that should any issue arise in the future relating to the Settlement Agreement, the covenant not to sue, enforcement of the mutual releases, or any future assertion of patent rights by Pinnacle Innovations LLC or its successors, assigns, or affiliates, VMS should contact Marcus Delgado promptly so that we may assess the situation and provide timely counsel. In particular, if VMS becomes aware of any communication from Pinnacle or any entity claiming rights under the '312 Patent or the broader Pinnacle portfolio that may be inconsistent with the covenant not to sue, it would be important to evaluate such communication promptly in light of the protections afforded by the Settlement Agreement.

We also wish to note that our local counsel, Caldwell Barrow LLP, and specifically Sandra Caldwell, in Tyler, Texas, has been advised of the closure of this matter and the entry of the dismissal order. Should any post-dismissal filing or procedural matter arise in the Eastern District of Texas, Ms. Caldwell remains available to assist.

8. Acknowledgments and Closing

We wish to express our sincere appreciation to you and the entire VMS legal team for your cooperation, responsiveness, and partnership throughout the course of this engagement. The efficient flow of information and the thoughtful engagement of VMS's in-house team with case strategy and settlement discussions were instrumental in achieving a favorable and timely resolution of this matter. We particularly appreciate the diligence with which VMS responded to discovery obligations and the availability of your technical personnel for fact-witness preparation.

We also wish to acknowledge the constructive collaboration with David Mercer and the broader Ridgeline Capital Partners team in securing timely approval of the settlement. Mr. Mercer's prompt attention to the consent process and his engagement with the settlement terms were invaluable in ensuring that the resolution could be finalized within the timeline established during the mediation.

It has been a privilege to represent Vantage Mobility Systems Corp. in this matter, and we are gratified by the outcome. We look forward to the opportunity to continue serving VMS and Ridgeline Capital Partners in future matters, and we remain at your disposal for any needs that may arise.

Please do not hesitate to contact me directly at any time if you have questions about any aspect of this letter or the closure of the engagement.

Very truly yours,

CALDERWOOD & HARKNESS LLP

By: ________

Marcus Delgado Responsible Partner, intellectual Property One Fountain Square, 11th Floor Detroit, MI 48226 Direct: (313) 884-7244

Email: mdelgado@calderwoodharkness.com

Enclosures:

1. Final Invoice — Matter No. 1007-00003 (June 2025)

2. Cumulative Fee and Cost Summary

cc:

Catherine Bloom, Calderwood & Harkness LLP

Omar Siddiqui, Calderwood & Harkness LLP

David Mercer, Ridgeline Capital Management, LLC, 600 Lexington Avenue, 32nd Floor, New York, NY 10022

Category	Vendor/Provider	Amount
Legal fees — lead counsel	Calderwood & Harkness LLP	$412,600.00
Legal fees — local counsel	Caldwell Barrow LLP (Sandra Caldwell, lead attorney; Tyler, TX)	$18,200.00
Expert fees	Greystone Technical Consulting LLC (Dr. Franklin Yeoh)	$47,750.00
E-discovery costs	Meridian Document Solutions LLC	$31,400.00
Court costs and filing fees	Various	$2,850.00
Total Defense Costs	$512,800.00
Category	Amount
Settlement payment to Pinnacle Innovations LLC	$385,000.00
Category	Amount
Total defense costs	$512,800.00
Settlement payment	$385,000.00
Grand Total Litigation Spend	$897,800.00
Category	Amount
Defense costs (borne entirely by VMS)	$512,800.00
VMS self-insured retention portion of settlement	$75,000.00
VMS Total Out-of-Pocket	$587,800.00

CALDERWOOD & HARKNESS LLP Attorneys at Law
One Fountain Square, 11th Floor Detroit, Michigan 48226
Telephone: (313) 884-7200 Facsimile: (313) 884-7201
Writer's Direct: (313) 884-7244
Email: mdelgado@calderwoodharkness.com
June 18, 2025
Via Email and First Class Mail
Rachel Nguyen Vice President & Associate General Counsel Vantage Mobility Systems Corp. 4200 Innovation Drive Auburn Hills, MI 48326
Re: Closure of Matter No. 1007-00003 — Pinnacle Innovations LLC v. Vantage Mobility Systems Corp., No. 2:24-cv-00187-JRG (E.D. Tex.) U.S. Patent No. 9,847,312 B2
Dear Rachel:
1. Purpose of This Letter
The purpose of this letter is to confirm the formal closure of Calderwood & Harkness LLP's ("C&H" or the "Firm") engagement on behalf of Vantage Mobility Systems Corp. ("VMS" or the "Company") in connection with the above-referenced patent infringement action, designated internally as Matter No. 1007-00003. We are pleased to report that all substantive obligations under the engagement have been fully completed and that the matter is now administratively closed in our systems effective as of the date of this letter.
As you will recall, C&H assumed the defense of VMS in this action pursuant to the engagement letter dated January 15, 2025 (the "Engagement Letter"), at which time the defense was transitioned from prior counsel, Hargrove Dunn LLP. Since that date, C&H has served as lead defense counsel for VMS in all aspects of the litigation, including case strategy, motion practice, fact and expert discovery, settlement negotiations, and ultimate resolution of the dispute. With the entry of the Court's dismissal order and the completion of all settlement-related obligations, no further legal services are required under the engagement, and we are writing to memorialize the closure of this matter and to address the administrative items that customarily attend the conclusion of a representation.
This letter also serves as a comprehensive record of the final disposition of the case, the financial summary of all litigation expenditures incurred during the C&H engagement period, and certain important reminders regarding confidentiality obligations, document retention, and the availability of the engagement team for any post-closure inquiries. We encourage you to retain this letter as part of VMS's permanent files related to this matter.
2. Summary of Final Disposition
2.1 Settlement Agreement Execution
The Settlement Agreement and Mutual Release (the "Settlement Agreement") between Pinnacle Innovations LLC ("Pinnacle") and Vantage Mobility Systems Corp. was fully executed by all parties on June 4, 2025. As you are aware, C&H, together with VMS's in-house legal team, negotiated the terms of this agreement over the course of several weeks following the mediation held on April 28, 2025, before the Honorable Wayne E. Andersen (Ret.) of JAMS in Dallas, Texas.
For the sake of completeness and as a reference for VMS's internal records, the principal terms of the Settlement Agreement are summarized as follows:
• Settlement Payment. VMS agreed to make a lump-sum settlement payment to Pinnacle in the amount of Three Hundred Eighty-Five Thousand Dollars ($385,000), payable within thirty (30) calendar days of full execution of the Settlement Agreement.
• Covenant Not to Sue. Pinnacle granted VMS and its affiliates, successors, assigns, customers, distributors, and end users a covenant not to sue under United States Patent No. 9,847,312 B2 (the "'312 Patent") and under all patents and patent applications in the Pinnacle patent portfolio as of the effective date of the Settlement Agreement. This covenant runs with successors and assigns of Pinnacle and is binding upon any future acquirers of the Pinnacle portfolio.
• Mutual General Releases. Each party granted the other a mutual general release of all claims, counterclaims, demands, causes of action, and liabilities of any kind arising from or related to the litigation, the '312 Patent, and the subject matter of the dispute.
• No License Grant. The agreement was structured as a covenant not to sue rather than a patent license. This distinction was important for VMS's accounting treatment and for avoiding any ongoing royalty or reporting obligations. No license, express or implied, was granted under any Pinnacle intellectual property.
• No Admission. Neither party made any admission of liability, infringement, invalidity, or unenforceability. The Settlement Agreement expressly provides that the settlement shall not be construed as evidence of or an admission regarding any issue in the litigation.
• Confidentiality. The settlement amount and the specific terms of the Settlement Agreement are confidential and may not be disclosed by either party except as required by law, regulatory obligation, or as otherwise expressly permitted by the confidentiality carve-outs set forth in the agreement. Notably, the existence of the settlement may be publicly disclosed, but the financial and substantive terms may not.
• Attorneys' Fees and Costs. Each party shall bear its own attorneys' fees and costs incurred in connection with the litigation and the settlement.
A fully executed copy of the Settlement Agreement is in VMS's possession, having been transmitted to your office under separate cover on June 5, 2025.
2.2 Settlement Payment
The total settlement payment of Three Hundred Eighty-Five Thousand Dollars ($385,000) has been remitted in full to Pinnacle within the thirty-calendar-day payment window specified in the Settlement Agreement. The funding of the settlement payment was divided between VMS and its insurer as follows:
• VMS Self-Insured Retention (SIR): Seventy-Five Thousand Dollars ($75,000), funded directly by VMS from corporate funds. This amount corresponds to the self-insured retention applicable under VMS's Commercial General Liability insurance policy.
• Northbridge Specialty Insurance Company Indemnity Portion: Three Hundred Ten Thousand Dollars ($310,000), funded by Northbridge Specialty Insurance Company ("Northbridge") under Commercial General Liability Policy No. NSI-CGL-2024-08821, specifically under the intellectual Property Infringement Defense sublimit of that policy.
We have received written confirmation from Pinnacle's counsel, Whitfield & Gaines PLLC, that the full settlement payment of $385,000 has been received and that Pinnacle considers all payment obligations under the Settlement Agreement to have been satisfied. A copy of that payment acknowledgment letter, dated June 12, 2025, was forwarded to your office.
2.3 Dismissal of the Action
Consistent with the terms of the Settlement Agreement, the parties filed a Joint Stipulation of Dismissal with Prejudice with the United States District Court for the Eastern District of Texas, marshall Division, on June 6, 2025, before the Honorable J. Rodney Gilstrap, United States District Judge. The Stipulation provided for the dismissal with prejudice of all claims asserted by Pinnacle against VMS in the Complaint, as well as all counterclaims asserted by VMS against Pinnacle, including VMS's counterclaims for:
• Declaratory judgment of invalidity under 35 U.S.C. § 102 (anticipation);
• Declaratory judgment of invalidity under 35 U.S.C. § 103 (obviousness);
• Declaratory judgment of non-infringement; and
• Inequitable conduct before the United States Patent and Trademark Office.
The Court entered its Order of Dismissal on June 9, 2025, thereby terminating the case in its entirety. All deadlines in the case, including the original trial date of October 6, 2025, have been vacated. The expert report deadline of May 30, 2025, which had been the subject of ongoing preparation by VMS's technical expert, Dr. Franklin Yeoh, was mooted by the settlement, and no expert reports were ultimately served by either party. A file-stamped copy of the Court's Order of Dismissal has been included in VMS's case file and was previously transmitted to your office.
2.4 Ridgeline Capital Partners Approval
As required under VMS's governing documents, we note that Ridgeline Capital Partners Fund IV, LP ("Ridgeline"), through its designated board member, David Mercer, provided written consent on May 22, 2025, authorizing the settlement of the litigation for the sum of $385,000. This consent was required pursuant to Section 7.04(c) of the VMS Operating Agreement, which mandates board-level approval, including affirmative consent from the Ridgeline board designee, for any single litigation expenditure or settlement in excess of Two Hundred Fifty Thousand Dollars ($250,000). The written consent was obtained prior to the finalization and execution of the Settlement Agreement, and a copy of the executed consent has been included in the matter file for VMS's records.
2.5 Insurance Coordination
Throughout the course of this matter, C&H coordinated closely with Northbridge Specialty Insurance Company regarding coverage for the defense and settlement of the Pinnacle litigation. The key milestones of the insurance coordination are summarized below for the record:
• Coverage Confirmation. On February 12, 2025, Northbridge, through claims adjuster Tanya Whitcomb, confirmed coverage for the Pinnacle patent infringement action under Commercial General Liability Policy No. NSI-CGL-2024-08821, subject to the applicable self-insured retention and a reservation of rights. The reservation of rights letter addressed certain standard coverage defenses but did not ultimately result in a coverage dispute.
• Indemnity Payment. Northbridge's indemnity payment of Three Hundred Ten Thousand Dollars ($310,000) has been made in full, representing the insurer's share of the $385,000 settlement after application of VMS's $75,000 self-insured retention.
• Policy Limits. The $310,000 indemnity payment is well within the per-occurrence intellectual Property sublimit of Five Hundred Thousand Dollars ($500,000) and the aggregate intellectual Property sublimit of One Million Dollars ($1,000,000) under the Northbridge policy. VMS retains substantial remaining capacity under both the per-occurrence and aggregate IP sublimits for any future IP-related claims during the policy period.
• Defense Costs. Consistent with the terms of the Northbridge policy, defense costs were borne by VMS outside the policy sublimit. The policy provides coverage for indemnity payments arising from covered IP claims but does not reimburse defense costs. Accordingly, all legal fees, expert fees, e-discovery costs, local counsel fees, and court costs incurred during the litigation were the responsibility of VMS.
We recommend that VMS retain all insurance-related correspondence, including the coverage confirmation letter, the reservation of rights letter, and the indemnity payment documentation, in its permanent insurance files, as these documents may be relevant to future coverage inquiries or policy renewal discussions.
3. Final Financial Summary
Set forth below is a comprehensive summary of all costs and expenditures associated with the defense and resolution of this matter during the C&H engagement period (January 15, 2025 through June 2025). These figures have been compiled from the Firm's billing records and from invoices submitted by third-party vendors and co-counsel retained in connection with the defense.
3.1 Defense Costs (C&H Engagement Period: January 15, 2025 – June 2025)
C&H's legal fees reflect the work of the full engagement team across all phases of the defense, including initial case assessment and strategy development, preparation and filing of the Answer and Counterclaims, fact discovery (including document review and production, interrogatory responses, and deposition preparation), claim construction briefing, early expert retention and consultation, mediation preparation and attendance, settlement negotiation, drafting and negotiation of the Settlement Agreement, and preparation and filing of the Joint Stipulation of Dismissal.
Local counsel fees reflect the services of Caldwell Barrow LLP in Tyler, Texas, which served as local counsel for VMS before the Eastern District of Texas, as required by the Court's local rules. Expert fees reflect the retention of Dr. Franklin Yeoh of Greystone Technical Consulting LLC, who was engaged to provide technical expert analysis and, if necessary, testimony regarding the '312 Patent's claims, the prior art, and VMS's accused products. E-discovery costs reflect the services of Meridian Document Solutions LLC, which provided litigation support services including document collection, processing, hosting, and review platform management.
3.2 Settlement Payment
3.3 Grand Total Litigation Spend (C&H Engagement Period)
3.4 VMS Total Out-of-Pocket Expenditure
After accounting for the Northbridge indemnity payment of $310,000 applied toward the settlement, VMS's total out-of-pocket expenditure for the C&H engagement period is as follows:
Please note that the fees incurred during the prior representation by Hargrove Dunn LLP, which we understand totaled approximately Six Hundred Twenty-Four Thousand Dollars ($624,000), are not included in any of the foregoing totals, as those fees were incurred prior to the commencement of C&H's engagement and fall outside the scope of this matter closure summary. VMS's records should reflect the combined total litigation spend across both engagements for internal reporting and financial statement purposes.
4. Final Invoice and Retainer Credit
The final invoice for services rendered and costs incurred during the month of June 2025 is enclosed with this letter. This invoice reflects the balance of professional fees for the final phase of the engagement, including the preparation of the Stipulation of Dismissal, post-settlement correspondence, and the administrative activities associated with matter closure.
In accordance with the terms of the Engagement Letter, the Fifty Thousand Dollar ($50,000) evergreen retainer deposited by VMS at the commencement of the engagement will be applied as a credit against the final invoice balance. To the extent the retainer credit does not fully satisfy the outstanding balance, the remaining amount is due and payable in accordance with the Firm's standard payment terms as set forth in Section 8 of the Engagement Letter, which provides for payment within thirty (30) days of the invoice date.
Should you have any questions regarding the final invoice, the retainer credit, or any aspect of the billing for this matter, please do not hesitate to contact Catherine Bloom, Billing Partner, at Calderwood & Harkness's Detroit office. Ms. Bloom can be reached directly at (313) 884-7218 or by email at cbloom@calderwoodharkness.com.
5. Confidentiality Reminder
We take this opportunity to remind VMS that, pursuant to Section 9 of the Settlement Agreement, the settlement amount and the specific terms of the agreement are confidential and may not be disclosed to any third party except as expressly permitted by the confidentiality provisions of the agreement. This obligation is mutual and applies to both VMS and Pinnacle.
VMS may disclose the existence of the settlement — that is, the fact that the litigation has been resolved — but should not disclose the financial terms, including the settlement amount, the allocation of payment responsibility, or the specific scope of the covenant not to sue, without first consulting with counsel to confirm that any proposed disclosure falls within the permissible exceptions set forth in the Settlement Agreement.
We note that the Settlement Agreement contains certain carve-outs from the confidentiality obligation that are relevant to VMS's internal reporting requirements. In particular, disclosures to VMS's equity holders, including Ridgeline Capital Partners, and disclosures required by VMS's governing documents, applicable law, regulatory requirements, or accounting standards, are expressly permitted. Accordingly, VMS may include the settlement in its internal reporting to Ridgeline Capital Partners and may make such disclosures as are necessary for financial reporting, tax, and audit purposes.
We recommend that VMS's legal department establish appropriate internal protocols to ensure that any inquiries about the Pinnacle litigation are handled consistently and in compliance with the confidentiality obligations under the Settlement Agreement. If any questions arise regarding the scope of permissible disclosures, we are available to provide guidance.
6. Document Retention and Return of Client Files
6.1 Client Document-Retention Obligations
Now that the Court has entered the Order of Dismissal and all obligations under the Settlement Agreement have been fully performed, no litigation hold remains in effect with respect to documents related to this action. VMS may release any internal litigation hold that was implemented in connection with the Pinnacle litigation, and employees and custodians who were subject to the hold may resume normal document management practices with respect to the categories of documents that were subject to preservation.
That said, we advise VMS to consult its own internal document-retention policies regarding the appropriate preservation or disposal of documents generated or collected during the course of this litigation. In particular, we recommend that VMS retain the following key documents in its permanent legal files:
• The fully executed Settlement Agreement and Mutual Release;
• The Covenant Not to Sue;
• The Court's Order of Dismissal dated June 9, 2025;
• The Joint Stipulation of Dismissal with Prejudice;
• All insurance coverage correspondence with Northbridge Specialty Insurance Company, including the coverage confirmation letter, reservation of rights letter, and indemnity payment documentation;
• The written consent from Ridgeline Capital Partners Fund IV, LP authorizing the settlement; and
• This matter closure letter and the accompanying financial summaries.
Additionally, we caution that VMS should not destroy any documents that may be relevant to other pending or reasonably anticipated litigation, regulatory proceedings, investigations, or other legal matters, even if those documents were originally collected or identified in connection with the Pinnacle litigation. If VMS has any questions about whether specific documents may be subject to preservation obligations arising from other matters, we recommend that VMS consult with its in-house legal team or outside counsel before disposing of such materials.
6.2 Return of Client Materials
During the course of the engagement, C&H received and maintained certain original client documents and materials in connection with the defense. Upon your request, we will arrange for the prompt return of any original client documents currently in the Firm's possession. We ask that VMS advise us within sixty (60) days of the date of this letter if the return of any specific materials is desired. In the absence of a request for return, original client documents will be retained as part of the archived matter file in accordance with the Firm's file-retention policy described below.
6.3 Firm File-Retention and Destruction Policy
Calderwood & Harkness LLP maintains a standard file-retention period of seven (7) years for closed litigation matter files, measured from the date of administrative closure of the matter. The following practices will apply to the files maintained in connection with Matter No. 1007-00003:
• Electronic Files. All electronic files associated with the matter, including correspondence, pleadings, research memoranda, discovery materials, and work product, will be archived in the Firm's document management system and maintained in a secure, read-only format for the duration of the retention period.
• Physical Files. To the extent any physical files exist in connection with this matter, such files will be boxed, indexed, and transferred to the Firm's approved off-site records-management facility for storage during the retention period.
• Privilege Log. The privilege log maintained during the course of the litigation, which encompasses two hundred forty-seven (247) entries covering documents designated as attorney-client privileged and/or work-product-protected from both the Hargrove Dunn LLP and Calderwood & Harkness LLP representation periods, will be retained as part of the archived matter file for the full retention period.
• Destruction. At the expiration of the seven-year retention period, all matter files — both electronic and physical — will be destroyed in accordance with the Firm's standard file-destruction protocols, which include secure shredding of physical materials and permanent deletion of electronic files. The Firm will not provide advance notice of file destruction at the expiration of the retention period unless VMS provides written instructions to extend the retention period or to receive the files in advance of destruction.
If VMS wishes to extend the retention period beyond seven years, or if VMS has any specific instructions regarding the handling of the matter files, please communicate those instructions to us in writing at your earliest convenience.
7. Engagement Team and Post-Closure Contact
The members of the C&H engagement team who served on this matter are listed below for your reference. Although the matter is now formally closed, each member of the team remains available to address any post-closure questions or issues that may arise:
• Marcus Delgado — Responsible Partner
• Catherine Bloom — Billing Partner
• Omar Siddiqui — Lead Associate
• Christy Bauer — Working Associate
While no further legal services are anticipated in connection with this matter, we wish to emphasize that should any issue arise in the future relating to the Settlement Agreement, the covenant not to sue, enforcement of the mutual releases, or any future assertion of patent rights by Pinnacle Innovations LLC or its successors, assigns, or affiliates, VMS should contact Marcus Delgado promptly so that we may assess the situation and provide timely counsel. In particular, if VMS becomes aware of any communication from Pinnacle or any entity claiming rights under the '312 Patent or the broader Pinnacle portfolio that may be inconsistent with the covenant not to sue, it would be important to evaluate such communication promptly in light of the protections afforded by the Settlement Agreement.
We also wish to note that our local counsel, Caldwell Barrow LLP, and specifically Sandra Caldwell, in Tyler, Texas, has been advised of the closure of this matter and the entry of the dismissal order. Should any post-dismissal filing or procedural matter arise in the Eastern District of Texas, Ms. Caldwell remains available to assist.
8. Acknowledgments and Closing
We wish to express our sincere appreciation to you and the entire VMS legal team for your cooperation, responsiveness, and partnership throughout the course of this engagement. The efficient flow of information and the thoughtful engagement of VMS's in-house team with case strategy and settlement discussions were instrumental in achieving a favorable and timely resolution of this matter. We particularly appreciate the diligence with which VMS responded to discovery obligations and the availability of your technical personnel for fact-witness preparation.
We also wish to acknowledge the constructive collaboration with David Mercer and the broader Ridgeline Capital Partners team in securing timely approval of the settlement. Mr. Mercer's prompt attention to the consent process and his engagement with the settlement terms were invaluable in ensuring that the resolution could be finalized within the timeline established during the mediation.
It has been a privilege to represent Vantage Mobility Systems Corp. in this matter, and we are gratified by the outcome. We look forward to the opportunity to continue serving VMS and Ridgeline Capital Partners in future matters, and we remain at your disposal for any needs that may arise.
Please do not hesitate to contact me directly at any time if you have questions about any aspect of this letter or the closure of the engagement.
Very truly yours,
CALDERWOOD & HARKNESS LLP
By: ________
Marcus Delgado Responsible Partner, intellectual Property One Fountain Square, 11th Floor Detroit, MI 48226 Direct: (313) 884-7244
Email: mdelgado@calderwoodharkness.com
Enclosures:
1. Final Invoice — Matter No. 1007-00003 (June 2025)
2. Cumulative Fee and Cost Summary
cc:
Catherine Bloom, Calderwood & Harkness LLP
Omar Siddiqui, Calderwood & Harkness LLP
David Mercer, Ridgeline Capital Management, LLC, 600 Lexington Avenue, 32nd Floor, New York, NY 10022
Category | Vendor/Provider | Amount
Legal fees — lead counsel | Calderwood & Harkness LLP | $412,600.00
Legal fees — local counsel | Caldwell Barrow LLP (Sandra Caldwell, lead attorney; Tyler, TX) | $18,200.00
Expert fees | Greystone Technical Consulting LLC (Dr. Franklin Yeoh) | $47,750.00
E-discovery costs | Meridian Document Solutions LLC | $31,400.00
Court costs and filing fees | Various | $2,850.00
Total Defense Costs | $512,800.00
Category | Amount
Settlement payment to Pinnacle Innovations LLC | $385,000.00
Category | Amount
Total defense costs | $512,800.00
Settlement payment | $385,000.00
Grand Total Litigation Spend | $897,800.00
Category | Amount
Defense costs (borne entirely by VMS) | $512,800.00
VMS self-insured retention portion of settlement | $75,000.00
VMS Total Out-of-Pocket | $587,800.00

CALDERWOOD & HARKNESS LLP Attorneys at Law

CALDERWOOD & HARKNESS LLP

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