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PRIVILEGED AND CONFIDENTIAL — ATTORNEY WORK PRODUCT

SUPPLEMENTAL CONFLICTS SEARCH REPORT — ROUND 2 (EXPANDED PARTIES)

CALDERWOOD & HARKNESS LLP Office of Conflicts & New Business

Report Date: May 13, 2024

This Supplemental Conflicts Search Report is prepared pursuant to the firm's Conflicts and New Business Intake Policies and Procedures, as amended January 2024. It is intended solely for use by the addressees and the Calderwood & Harkness Conflicts Committee in connection with the proposed engagement referenced above. This report constitutes attorney work product and is protected by the attorney-client privilege and the work-product doctrine. Distribution or disclosure beyond the identified recipients without the prior approval of the General Counsel is strictly prohibited.

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I. PURPOSE AND SCOPE OF SUPPLEMENTAL SEARCH

Following issuance of the Round 1 Conflicts Search Report on May 10, 2024, which identified a conflict between the proposed representation of Metropolitan Transit Development Corp. ("MTDC") in connection with Proposed Matter No. 1031-00001 and the firm's existing representation of Pinnacle Workforce Analytics, Inc. ("Pinnacle") under Matter No. 1031-00001, Partners Rachel Bernstein and Lawrence Keating requested that the Office of Conflicts & New Business conduct an expanded, supplemental search encompassing all parties, affiliates, and key individuals reasonably connected to the proposed MTDC engagement and the existing Pinnacle matter.

The purpose of this supplemental Round 2 search is to ensure that the Conflicts Committee has a complete and thorough record of all potential conflict, business-relationship, and informational considerations before convening the scheduled Conflicts Committee meeting on May 14, 2024. The Round 1 report focused on the principal parties to the proposed engagement — MTDC as a prospective client and Pinnacle as an existing client — and identified the direct conflict arising from the firm's concurrent representation of Pinnacle in patent-enforcement litigation involving the same TruScan 360 biometric workforce-management platform that is the subject of the proposed MTDC regulatory-defense and BIPA-class-action engagement. The Round 2 search was designed to broaden the inquiry and capture any additional conflicts, potential conflicts, or informational issues that might arise from the wider constellation of parties, counsel, and individuals connected to both matters.

Specifically, the supplemental search was designed to capture and analyze the following expanded categories of parties and individuals:

1. Pinnacle Affiliates, Subsidiaries, and Known Subcontractors. All known corporate affiliates, subsidiaries, parent entities, and subcontractors or integration partners of Pinnacle Workforce Analytics, Inc., as identified through publicly available SEC filings, Pinnacle's corporate website, and information already on file with the firm.

2. MTDC Board Members, Senior Officers, and Related Governmental Bodies. The individual members of MTDC's Board of Directors, senior executive officers, and any governmental body with supervisory or oversight authority over MTDC, based on publicly available MTDC board rosters and organizational charts.

3. Veritas Biometrics Corp. Veritas Biometrics Corp. ("Veritas"), the defendant in the existing Pinnacle patent-enforcement action pending before the United States District Court for the Eastern District of Virginia, Case No. 1:22-cv-01533, in which Calderwood & Harkness serves as counsel of record for Pinnacle, including Veritas's CEO and outside counsel.

4. Lakefront Actuarial Advisors, LLC. MTDC's consulting actuary, retained by MTDC to estimate aggregate BIPA statutory-damages exposure in connection with the pending class action and regulatory investigation.

5. Meridian Trust National Bank. MTDC's fiscal agent and bond trustee for outstanding transit revenue bonds, whose interests may be implicated by the magnitude of potential BIPA liability exposure.

6. Opposing Counsel and Other Third-Party Counsel. The law firms serving as plaintiffs' class counsel, the Illinois Attorney General's outside special counsel, and MTDC's existing outside litigation counsel (and referring counsel for the proposed engagement), including the individual lead attorneys at each firm.

7. Illinois Attorney General's Office — Key Personnel. The individual personnel within the Illinois Attorney General's Office, Bureau of Civil Rights, responsible for the Civil Investigative Demand ("CID") issued to MTDC, as well as the Office of the Illinois Attorney General as an institutional entity.

8. Key Contractual Relationships. The Master Software License and Services Agreement between Pinnacle and MTDC that underlies the factual nexus between the proposed and existing matters.

This report sets forth the methodology, expanded party list, search results, summary of findings, and recommendation arising from the Round 2 supplemental search. It is intended to be read in conjunction with, and supplements, the Round 1 Conflicts Search Report dated May 10, 2024.

II. SEARCH METHODOLOGY

The supplemental Round 2 search was conducted by the Conflicts Analyst team under the direct supervision of Colleen Farrow, Director of Conflicts & New Business, on May 12–13, 2024. The search employed the same protocols and standards applied in the Round 1 search and in all conflicts searches conducted by the Office of Conflicts & New Business in the ordinary course.

Databases Searched. The following firm databases and records systems were queried:

(a) Calderwood & Harkness Master Conflicts Database (Greaves Services Inc.). The firm's primary conflicts-checking system, which contains records of all current and former clients, adverse parties, related parties, and associated individuals for every matter opened on the firm's docket since the database's inception. The Greaves Services Inc. system is updated in real time as new matters are opened, matters are closed, and party information is modified.

(b) Firm Billing and Time Records. The firm's billing and time-entry system was queried to identify any instances in which time was recorded against a matter involving any of the expanded parties, including matters that may not have progressed to formal new-matter intake.

(c) Lateral-Hire Disclosure Records. The firm's lateral-hire intake records were reviewed to determine whether any attorney who joined Calderwood & Harkness from another firm disclosed a prior representation of, or conflict involving, any of the expanded parties at the time of lateral hire.

(d) Prior New-Matter Intake Records. The firm's historical new-matter intake files were reviewed to identify any prior conflict check involving any of the expanded parties, including matters that were ultimately declined or not pursued.

Search Terms. For each entity and individual on the expanded party list, the following search terms were entered:

(a) Full legal name of the entity or individual, as set forth in Section III of this report.

(b) Known trade names, abbreviations, and "doing business as" names. For example, "MTDC" was searched as an abbreviation for Metropolitan Transit Development Corp.; "Pinnacle" was searched as a short-form reference for Pinnacle Workforce Analytics, Inc.; "TruScan" and "TruScan 360" were searched as product names associated with Pinnacle.

(c) Name variations and phonetic equivalents, generated using the Greaves Services Inc. system's built-in phonetic-matching algorithm, consistent with Calderwood & Harkness's standard firm protocol for conflicts searches. This process captures common misspellings, transliterations, and alternative renderings of entity and individual names.

(d) For individuals, both "Last, First" and "First Last" configurations were entered, along with known middle names or initials where available.

Date Range. The search encompassed all records in the firm's databases from the date of database inception through May 13, 2024. No date restrictions were applied to the search parameters, ensuring that all historical records were captured.

Quality Control. Each search result was reviewed individually by a Conflicts Analyst and verified against the firm's matter records before being classified as a "conflict," "potential conflict," "informational hit," or "no conflict." All dispositions were reviewed and approved by Colleen Farrow prior to the issuance of this report. The complete search-result detail log, showing each search term, the date and time of the search, the number of hits returned, and the disposition assigned to each hit, is attached as Appendix B to this report.

III. EXPANDED PARTY LIST SEARCHED

The following parties and individuals were included in the Round 2 supplemental search. For each entity, this report provides the full legal name, jurisdiction of organization, principal address, and other identifying information used to conduct the search. For each individual, this report provides the full name, title, and organizational affiliation. The complete alphabetical list of all entity and individual names searched, together with all name variations and search strings employed, is set forth in Appendix A.

A. Pinnacle Workforce Analytics, Inc. — Affiliates and Related Parties

Pinnacle Workforce Analytics, Inc. Delaware corporation Headquarters: 11900 Sunrise Valley Drive, Suite 500, Reston, Virginia 20191 Registered Agent: Cobalt Ridge Technologies, 1209 Orange Street, Wilmington, Delaware 19801 Employer Identification Number (EIN): 54-2198437

The following individuals associated with Pinnacle were searched:

• Gregory Harmon, Chief Executive Officer, Pinnacle Workforce Analytics, Inc.

• Sandra Yee, General Counsel, Pinnacle Workforce Analytics, Inc.

In addition, the following Pinnacle-related product names and trade names were searched to identify any matter referencing the Pinnacle platform at issue:

• TruScan 360 — Pinnacle's biometric workforce-management platform, which is the subject of both the existing patent-enforcement litigation (Matter No. 1031-00001) and the regulatory and class-action exposure at issue in the proposed MTDC engagement.

The search also sought to identify any Pinnacle subsidiaries, corporate affiliates, or known subcontractors and integration partners. Publicly available SEC filings (including Pinnacle's most recent annual report on Form 10-K, filed February 28, 2024, and quarterly reports on Form 10-Q) and Pinnacle's corporate website were reviewed to compile a list of entities that might be affiliated with or contractually related to Pinnacle. No separately organized subsidiaries or corporate affiliates of Pinnacle were identified through this review. Similarly, while Pinnacle's public filings reference certain technology integration partners and resellers in general terms, no specific entity names were disclosed in those filings that could be searched. Accordingly, the search for Pinnacle affiliates and subcontractors was limited to the parent entity itself, and this limitation is noted for the record.

B. Metropolitan Transit Development Corp. — Officers and Board Members

Metropolitan Transit Development Corp. ("MTDC") Municipal corporation organized under the laws of the State of Illinois Headquarters: 550 West Harrison Street, Suite 1400, Chicago, Illinois 60607 Employer Identification Number (EIN): 36-6041928

The following senior officers and key personnel of MTDC were searched:

• Darnell Okafor, Executive Director, MTDC

• Terrence Whitfield, General Counsel, MTDC

• Lucia Marchetti, Chief Information Security Officer, MTDC

In addition, the following individual members of the MTDC Board of Directors were searched based on the publicly available MTDC board roster (current as of April 2024, as published on MTDC's official website):

• Patricia Langford, Chair

• David Nakamura, Vice Chair

• Reginald Saunders

• Josephine Calloway

• Ahmed El-Amin

• Catherine Kowalski

• Marcus Delgado

• Nina Parveen

• Robert Stenholm

Each board member's name was searched using the same full-name, variation, and phonetic-equivalent protocols applied to all individuals in this search.

C. Veritas Biometrics Corp.

Veritas Biometrics Corp. Virginia corporation Principal Office: 8200 Greensboro Drive, Suite 1100, McLean, Virginia 22102

The following individuals and entities associated with Veritas were searched:

• Randall Cho, Chief Executive Officer, Veritas Biometrics Corp.

• Whitmore & Sato LLP (outside counsel for Veritas in the pending patent-enforcement litigation), 999 Waterside Drive, Suite 600, Norfolk, Virginia 23510

• Akira Sato, Lead Partner, Whitmore & Sato LLP

Veritas is the named defendant in Pinnacle Workforce Analytics, Inc. v. Veritas Biometrics Corp., No. 1:22-cv-01533 (E.D. Va.), the active patent-enforcement litigation in which Calderwood & Harkness represents Pinnacle under Matter No. 1031-00001. The Veritas search was included in the expanded party list because of the factual and legal overlap between the TruScan 360 platform's biometric-data-collection technology — which is the subject of the patent claims asserted in the Veritas litigation — and the biometric-data-privacy issues at the core of the proposed MTDC engagement.

D. Lakefront Actuarial Advisors, LLC

Lakefront Actuarial Advisors, LLC Illinois limited liability company Principal Office: 200 East Randolph Street, Suite 1710, Chicago, Illinois 60601

The following individual associated with Lakefront was searched:

• Felix Drummond, FSA, MAAA, Principal, Lakefront Actuarial Advisors, LLC

Lakefront Actuarial Advisors serves as MTDC's consulting actuary and has been retained by MTDC to estimate aggregate BIPA statutory-damages exposure in connection with the pending class action and the Illinois Attorney General's regulatory investigation. Lakefront's analysis and work product will likely be material to the proposed engagement.

E. Meridian Trust National Bank

Meridian Trust National Bank National banking association, chartered by the Office of the Comptroller of the Currency ("OCC") Main Branch / Corporate Trust Office: 135 South LaSalle Street, Chicago, Illinois 60603

The following individual associated with Meridian Trust was searched:

• Angela Tran, Chief Fiduciary Officer, Meridian Trust National Bank

Meridian Trust National Bank serves as MTDC's fiscal agent and bond trustee for MTDC's outstanding transit revenue bonds. The potential magnitude of BIPA statutory-damages exposure, depending on the outcome of the class action and regulatory proceedings, may implicate Meridian Trust's interests as bondholder representative and trustee. Meridian Trust was included in the expanded search for completeness.

F. Opposing and Third-Party Counsel

The following law firms and individual attorneys were searched:

Kessler, Brandt & O'Neill LLP 120 North LaSalle Street, Suite 2200, Chicago, Illinois 60602 Role: Plaintiffs' class counsel in the BIPA class action against MTDC

• Martin Kessler, Lead Class Counsel

• Yolanda Brandt, Co-Class Counsel

Ridgeway & Falk LLP 401 East Adams Street, Suite 300, Springfield, Illinois 62701 Role: Outside special counsel retained by the Illinois Attorney General's Office in connection with the CID and regulatory investigation of MTDC

• Diane Falk, Lead Partner

Hargrove, Tillman & Reese LLP 233 South Wacker Drive, Suite 5600, Chicago, Illinois 60606 Role: MTDC's existing outside litigation counsel; Hargrove, Tillman & Reese is the firm that originally referred MTDC to Calderwood & Harkness for the proposed engagement

• Constance Hargrove, Lead Partner on the MTDC account and referring counsel

G. Illinois Attorney General's Office — Key Personnel

Office of the Illinois Attorney General Bureau of Civil Rights 100 West Randolph Street, Chicago, Illinois 60601

• Malcolm Jeffries, Deputy Attorney General for Civil Rights, Bureau of Civil Rights

The Illinois Attorney General's Office issued Civil Investigative Demand Reference No. CRB-2024-0417 to MTDC on April 22, 2024, seeking documents and information related to MTDC's deployment of the TruScan 360 biometric platform and MTDC's compliance with the Illinois Biometric Information Privacy Act, 740 ILCS 14/1 et seq. The proposed MTDC engagement would include advising MTDC in connection with its response to this CID.

H. Pinnacle–MTDC Master Software License and Services Agreement

For completeness, the search also encompassed references to the Master Software License and Services Agreement ("MSLA") between Pinnacle Workforce Analytics, Inc. and Metropolitan Transit Development Corp., dated June 15, 2021, which governs MTDC's license to and use of the TruScan 360 biometric workforce-management platform. The key commercial terms of the MSLA are as follows:

• Effective Date: June 15, 2021

• Initial Term: Five (5) years (June 15, 2021 – June 14, 2026)

• Renewal Option: One (1) optional three-year renewal term, exercisable upon mutual written agreement

• Total Contract Value: $8,700,000 ($1,740,000 per year)

The MSLA is relevant to the conflict analysis because the contractual relationship between Pinnacle and MTDC forms the factual backdrop for both the proposed MTDC engagement and, to the extent the TruScan 360 platform's technology and data-collection functionality are at issue, the existing Pinnacle patent-enforcement litigation. References to the MSLA, its date, and its parties were included in the search terms to identify any other matter in which this agreement or its terms may have been referenced.

IV. SEARCH RESULTS — EXPANDED PARTIES

Set forth below are the results of the Round 2 supplemental search for each category of expanded parties. For each party and individual, the search disposition is classified as one of the following: (i) Conflict — a current or former representation or adverse relationship exists that creates or may create a conflict of interest under the applicable Rules of Professional Conduct; (ii) Potential Conflict — a relationship exists that, while not currently rising to the level of a conflict, could give rise to a conflict under certain circumstances and warrants further monitoring or analysis; (iii) Informational Hit — a reference to the party or individual appears in firm records, but the nature of the reference does not constitute a conflict or potential conflict; or (iv) No Conflict — no reference to the party or individual was found in firm records, or any reference found is clearly unrelated and raises no conflict concern. The complete line-by-line search-result detail log is attached as Appendix B.

A. Pinnacle Affiliates and Subcontractors

Disposition: No Additional Conflict Identified

No additional matches were found in any firm database beyond the previously identified Pinnacle Workforce Analytics, Inc. match under Matter No. 1031-00001, which was reported in the Round 1 Conflicts Search Report dated May 10, 2024. As noted in Section III.A above, no separately organized subsidiaries, corporate affiliates, or named subcontractors of Pinnacle were identified through publicly available sources. Accordingly, no additional entity-level searches beyond the parent Pinnacle entity could be conducted.

With respect to individual searches, neither Gregory Harmon (CEO, Pinnacle) nor Sandra Yee (General Counsel, Pinnacle) appears in the Calderwood & Harkness Master Conflicts Database, billing and time records, lateral-hire disclosure records, or prior new-matter intake records as an individual client, prospective client, or adverse party in any matter — other than in their capacity as representatives of Pinnacle in connection with Matter No. 1031-00001. No separate individual-client relationship exists with either person.

The TruScan 360 product-name search returned results only in connection with Matter No. 1031-00001, confirming that the firm's only engagement involving the TruScan 360 platform is the existing Pinnacle patent-enforcement litigation.

No additional conflict is identified with respect to Pinnacle affiliates, subcontractors, or associated individuals.

B. MTDC Officers and Board Members

Disposition: No Conflict Identified

No matches were found for Darnell Okafor (Executive Director, MTDC), Terrence Whitfield (General Counsel, MTDC), or Lucia Marchetti (Chief Information Security Officer, MTDC) in any firm database. None of these individuals appears as an individual client, prospective client, adverse party, or witness in any current or former Calderwood & Harkness matter.

No matches were found for any of the nine current members of the MTDC Board of Directors — Patricia Langford, David Nakamura, Reginald Saunders, Josephine Calloway, Ahmed El-Amin, Catherine Kowalski, Marcus Delgado, Nina Parveen, and Robert Stenholm — in any firm database. None of these individuals appears as an individual client, prospective client, adverse party, or witness in any current or former Calderwood & Harkness matter.

MTDC itself does not appear in firm records as a current or former client, prospective client, or adverse party in any other matter. The only reference to MTDC in the firm's systems is the pending new-matter intake record for Proposed Matter No. 1031-00001, which is the subject of this conflicts search.

No conflict is identified with respect to MTDC, its officers, or its board members.

C. Veritas Biometrics Corp.

Disposition: No Additional Conflict Identified (Existing Adverse-Party Record Confirmed)

Veritas Biometrics Corp. appears in the firm's conflicts database solely as the defendant and adverse party in the existing Matter No. 1031-00001, Pinnacle Workforce Analytics, Inc. v. Veritas Biometrics Corp., No. 1:22-cv-01533 (E.D. Va.). The firm represents the plaintiff, Pinnacle, in that action; the firm does not represent Veritas and has never represented Veritas in any capacity.

The firm does not maintain, and has never maintained, an attorney-client relationship with Veritas Biometrics Corp. No separate client or prospective-client record for Veritas exists in the firm's databases. There is no engagement letter, retainer agreement, or billing record reflecting any services rendered to or on behalf of Veritas.

Randall Cho (CEO, Veritas) does not appear as an individual client, prospective client, or party in any Calderwood & Harkness matter other than in his capacity as a representative of Veritas in connection with Matter No. 1031-00001.

Whitmore & Sato LLP and Akira Sato appear in firm records only as opposing counsel in Matter No. 1031-00001. The firm does not maintain a client relationship with Whitmore & Sato LLP or with Akira Sato individually. A review of the firm's billing and time records confirmed that no time has been recorded against any matter in which Whitmore & Sato LLP or Akira Sato appeared as co-counsel, referral counsel, or in any capacity other than as opposing counsel. No independent client, co-counsel, or referral relationship exists.

No additional conflict is identified. The Veritas adverse-party record is consistent with the Round 1 findings and does not create any new conflict consideration beyond the Pinnacle conflict already identified.

D. Lakefront Actuarial Advisors, LLC

Disposition: No Conflict Identified

No matches were found for Lakefront Actuarial Advisors, LLC in any firm database. The firm has no current or former client relationship, adverse-party relationship, or any other recorded relationship with Lakefront Actuarial Advisors.

No matches were found for Felix Drummond (FSA, MAAA, Principal, Lakefront Actuarial Advisors) in any firm database. Mr. Drummond does not appear as an individual client, prospective client, adverse party, or witness in any current or former Calderwood & Harkness matter.

No conflict is identified with respect to Lakefront Actuarial Advisors or Felix Drummond.

E. Meridian Trust National Bank

Disposition: No Conflict Identified — Informational Hit Noted

The search for Meridian Trust National Bank returned a non-conflict informational hit. Specifically, Meridian Trust National Bank appears in the firm's matter records in connection with certain transactional matters handled by the Corporate & Securities practice group, in which Meridian Trust served in a ministerial fiduciary capacity — specifically, as escrow agent or paying agent in closing transactions. A review of the relevant matter records confirms the following:

(a) In each instance, Meridian Trust National Bank acted as an independent third-party escrow agent or paying agent pursuant to standard escrow or paying-agent agreements. Meridian Trust was not a client of Calderwood & Harkness in any of these matters, nor was Meridian Trust an adverse party.

(b) No engagement letter, retainer agreement, or billing record reflects any services rendered by Calderwood & Harkness to or on behalf of Meridian Trust National Bank. No fees have been billed to Meridian Trust, and no attorney-client relationship was formed.

(c) The firm's role in these transactions was to represent one of the principal transacting parties (not Meridian Trust), and Meridian Trust's involvement was limited to its ministerial fiduciary function.

Angela Tran (Chief Fiduciary Officer, Meridian Trust) does not appear as an individual client, prospective client, or adverse party in any firm database.

Based on the foregoing, no conflict is identified with respect to Meridian Trust National Bank. The firm does not maintain, and has never maintained, an attorney-client relationship with Meridian Trust. The informational hit is noted for the record and for the Conflicts Committee's awareness, but it does not constitute a conflict or potential conflict and does not require further analysis under the applicable Rules of Professional Conduct.

F. Opposing and Third-Party Counsel

Kessler, Brandt & O'Neill LLP

Disposition: No Conflict Identified

Kessler, Brandt & O'Neill LLP appears in the firm's conflicts database as opposing counsel in two unrelated, previously closed matters:

(i) Henderson v. BrightPath Technologies, Inc., No. 2019-CH-08472 (Cir. Ct. Cook Cnty.) (closed 2020). Calderwood & Harkness represented BrightPath Technologies; Kessler, Brandt & O'Neill represented the plaintiff. The matter was resolved by settlement. No ongoing obligations.

(ii) Ramirez v. DataStream Solutions Group, LLC, No. 1:20-cv-04217 (N.D. Ill.) (closed 2021). Calderwood & Harkness represented DataStream Solutions Group; Kessler, Brandt & O'Neill represented the plaintiff class. The matter was resolved by court-approved settlement. No ongoing obligations.

In both instances, Kessler, Brandt & O'Neill appeared as opposing counsel, not as a client of the firm. The firm does not maintain, and has never maintained, a client relationship with Kessler, Brandt & O'Neill LLP or with either Martin Kessler or Yolanda Brandt individually. No conflict is identified.

Ridgeway & Falk LLP

Disposition: No Conflict Identified

No matches were found for Ridgeway & Falk LLP or Diane Falk in any firm database. The firm has no recorded relationship of any kind with Ridgeway & Falk LLP or with Diane Falk individually. No conflict is identified.

Hargrove, Tillman & Reese LLP

Disposition: No Conflict Identified

Hargrove, Tillman & Reese LLP does not appear in the firm's conflicts database as a current or former client. The firm has no attorney-client relationship with Hargrove, Tillman & Reese LLP. Constance Hargrove appears in the firm's new-matter intake records solely as the referring attorney for the proposed MTDC engagement (Proposed Matter No. 1031-00001). This referral relationship does not create a conflict or potential conflict under the applicable Rules of Professional Conduct.

No conflict is identified with respect to Hargrove, Tillman & Reese LLP or Constance Hargrove.

G. Illinois Attorney General's Office Personnel

Disposition: No Conflict Identified

Malcolm Jeffries (Deputy Attorney General for Civil Rights, Bureau of Civil Rights) does not appear as an individual client, prospective client, or adverse party in any firm database. No individual-level conflict or relationship is identified.

The Office of the Illinois Attorney General, as an institutional entity, appears in multiple matters across the firm. These matters include various regulatory proceedings, government investigations, and administrative actions in which the Illinois Attorney General's Office has been a party, a regulatory authority, or an investigative body. A review of all such matters was conducted to determine whether any current representation or adverse relationship would create a conflict for purposes of the proposed MTDC engagement. The review found the following:

(a) The firm does not currently represent the Office of the Illinois Attorney General in any matter.

(b) The firm has represented clients in matters in which the Illinois Attorney General's Office was an opposing party, regulatory authority, or investigative body. These representations are typical of a large law firm's practice and involve diverse, unrelated subject matters.

(c) No current adverse or client-side relationship with the Illinois Attorney General's Office creates a conflict for purposes of the proposed MTDC engagement. The nature of the proposed engagement — advising MTDC in responding to CID Reference No. CRB-2024-0417 — would place Calderwood & Harkness in an adversarial posture vis-à-vis the Illinois Attorney General's Office. However, because the firm does not currently represent the Attorney General's Office, and because there is no attorney-client relationship between the firm and the Attorney General's Office, this adversity does not constitute a conflict under the applicable Rules of Professional Conduct.

No conflict is identified with respect to the Illinois Attorney General's Office or Malcolm Jeffries.

V. SUMMARY OF FINDINGS

The supplemental Round 2 search confirms that the only conflict identified remains the Pinnacle Workforce Analytics, Inc. conflict reported in the Round 1 Conflicts Search Report dated May 10, 2024.

Specifically, Calderwood & Harkness currently represents Pinnacle Workforce Analytics, Inc. under Matter No. 1031-00001 (responsible partner: Jonathan Mercer, intellectual Property / Patent Litigation) in active patent-enforcement litigation captioned Pinnacle Workforce Analytics, Inc. v. Veritas Biometrics Corp., No. 1:22-cv-01533 (E.D. Va.). That litigation concerns Pinnacle's proprietary TruScan 360 biometric workforce-management platform — the same platform that is deployed by MTDC under the Pinnacle–MTDC Master Software License and Services Agreement dated June 15, 2021, and that is at the center of the BIPA class action and Illinois Attorney General regulatory investigation giving rise to the proposed MTDC engagement. The Round 1 report identified this as a direct conflict arising from the potential for concurrent adverse representations involving the same technology, and that characterization is unchanged by the Round 2 findings.

No additional conflicts, potential conflicts, or business-relationship issues were identified with respect to any of the expanded parties searched in Round 2. The following summary table presents the disposition for each expanded party category:

The Meridian Trust National Bank non-conflict informational hit is noted for the record. As detailed in Section IV.E above, Meridian Trust has served as an independent third-party escrow agent or paying agent in certain unrelated transactional matters handled by the firm's Corporate & Securities practice group. In each instance, Meridian Trust acted in a ministerial fiduciary capacity and was not a client or adverse party. This informational hit does not constitute a conflict or potential conflict and does not require further analysis or committee action.

A summary table cross-referencing the Round 1 findings with the Round 2 findings, confirming consistency and the absence of any new conflicts, is attached as Appendix C.

VI. RECOMMENDATION

Based on the results of the supplemental Round 2 search, the Office of Conflicts & New Business makes the following recommendations:

1. Sole Conflict for Committee Determination. The sole conflict requiring Conflicts Committee determination remains the Pinnacle Workforce Analytics, Inc. matter (Matter No. 1031-00001). The nature, scope, and waivability of this conflict are addressed in the Round 1 Conflicts Search Report dated May 10, 2024, and will be the subject of the Conflicts Committee's deliberation at its scheduled meeting on May 14, 2024.

2. Submission to Conflicts Committee. This Round 2 Supplemental Conflicts Search Report is being provided to the Conflicts Committee in advance of the scheduled meeting on May 14, 2024, together with the Round 1 Conflicts Search Report dated May 10, 2024, for the Committee's consideration in the waivability determination. Both reports, together with their respective appendices, constitute the complete conflicts record for Proposed Matter No. 1031-00001.

3. No Additional Searches Recommended. No additional conflicts searches are recommended at this time. The Round 1 and Round 2 searches, taken together, encompass all parties, affiliates, officers, directors, opposing counsel, third-party counsel, and governmental personnel reasonably identifiable as connected to the proposed MTDC engagement and the existing Pinnacle matter. If additional parties are identified during the Conflicts Committee's review or during the course of any subsequent engagement, a Round 3 search can be conducted promptly upon request.

VII. CERTIFICATION

I, Colleen Farrow, Director of Conflicts & New Business at Calderwood & Harkness LLP, hereby certify as follows:

1. The supplemental Round 2 conflicts search described in this report was conducted in accordance with Calderwood & Harkness's Conflicts and New Business Intake Policies and Procedures, as amended January 2024, and in compliance with all applicable requirements of the Illinois Rules of Professional Conduct, the Virginia Rules of Professional Conduct, and the ABA Model Rules of Professional Conduct, to the extent relevant.

2. All firm databases — including the Calderwood & Harkness Master Conflicts Database (Greaves Services Inc.), the firm's billing and time-entry records, the lateral-hire disclosure records, and the prior new-matter intake records — were queried using the full set of search terms, name variations, and phonetic equivalents described in Section II of this report.

3. The search results described in Section IV of this report are complete and accurate as of 5:00 p.m. Central Time on May 13, 2024. No relevant search results have been omitted or excluded from this report.

4. The search was conducted by the Conflicts Analyst team under my direct supervision, and all search-result dispositions were reviewed and approved by me prior to the issuance of this report.

5. This report, together with the Round 1 Conflicts Search Report dated May 10, 2024, represents the complete conflicts record for Proposed Matter No. 1031-00001 as of the date of this certification.

CALDERWOOD & HARKNESS LLP Office of Conflicts & New Business

By: ________

Colleen Farrow Director, Conflicts & New Business

Date: May 13, 2024

VIII. DISTRIBUTION

This Supplemental Conflicts Search Report — Round 2 (Expanded Parties) has been distributed to the following individuals. Recipients are reminded that this report is privileged and confidential, constitutes attorney work product, and may not be further distributed without the prior approval of the General Counsel.

APPENDICES

The following appendices are incorporated by reference into this Supplemental Conflicts Search Report and are attached hereto:

Appendix A — Complete Expanded Party Search List

Appendix A contains the full alphabetical list of all entity and individual names searched in the Round 2 supplemental search, together with all name variations, abbreviations, trade names, phonetic equivalents, and search strings employed for each party. The list is organized alphabetically by primary search name and includes cross-references to the party categories set forth in Section III of this report. Appendix A comprises a total of forty-seven (47) unique search entries across all party categories.

Appendix B — Search Result Detail Log

Appendix B contains the complete line-by-line output from the Greaves Services Inc. Master Conflicts Database and all supplementary database queries conducted in connection with the Round 2 search. For each search term entered, Appendix B records: (i) the exact search string used; (ii) the database queried; (iii) the date and time of the search; (iv) the number of hits returned; (v) a brief description of each hit; and (vi) the disposition assigned to each hit (conflict / no conflict / informational / not relevant). All dispositions reflect the review and approval of Colleen Farrow, Director of Conflicts & New Business.

Appendix C — Cross-Reference to Round 1 Report

Appendix C contains a summary table cross-referencing the findings of the Round 1 Conflicts Search Report dated May 10, 2024, with the findings of this Round 2 Supplemental Conflicts Search Report dated May 13, 2024. The cross-reference table confirms: (i) consistency between the Round 1 and Round 2 findings with respect to all parties searched in both rounds; (ii) the absence of any new conflicts identified in Round 2 beyond the Pinnacle conflict reported in Round 1; and (iii) the completeness of the combined search record for Proposed Matter No. 1031-00001.

END OF SUPPLEMENTAL CONFLICTS SEARCH REPORT — ROUND 2 (EXPANDED PARTIES)

PRIVILEGED AND CONFIDENTIAL — ATTORNEY WORK PRODUCT Calderwood & Harkness LLP	Office of Conflicts & New Business Report Date: May 13, 2024	Proposed Matter No. 1031-00001
Prepared by:	Office of Conflicts & New Business, Calderwood & Harkness LLP
Director:	Colleen Farrow, Director of Conflicts & New Business
Prepared for:	Rachel Bernstein, Partner, Privacy & Data Security

Lawrence Keating, Senior Partner & Chair, Conflicts Committee

Helen Drazkowski, General Counsel

Reference Matter:	Proposed Matter No. 1031-00001 — Metropolitan Transit Development Corp.
Cross-Reference:	Existing Matter No. 1031-00001 — Pinnacle Workforce Analytics, Inc.
Supersedes/Supplements:	Round 1 Conflicts Search Report dated May 10, 2024
Party / Category	Disposition	Notes
Pinnacle Affiliates & Subcontractors	No Additional Conflict	No affiliates or subcontractors identified in firm records
Gregory Harmon (CEO, Pinnacle)	No Conflict	No individual client relationship
Sandra Yee (GC, Pinnacle)	No Conflict	No individual client relationship
MTDC Officers & Board Members	No Conflict	No matches in any firm database
Veritas Biometrics Corp.	No Additional Conflict	Appears only as adverse party in Matter No. 1031-00001
Randall Cho (CEO, Veritas)	No Conflict	No individual client relationship
Whitmore & Sato LLP / Akira Sato	No Conflict	Opposing counsel only in Matter No. 1031-00001
Lakefront Actuarial Advisors, LLC	No Conflict	No matches in any firm database
Felix Drummond (Principal, Lakefront)	No Conflict	No matches in any firm database
Meridian Trust National Bank	No Conflict (Informational)	Ministerial fiduciary role in unrelated transactions; no attorney-client relationship
Angela Tran (CFO, Meridian Trust)	No Conflict	No matches in any firm database
Kessler, Brandt & O'Neill LLP	No Conflict	Opposing counsel in two prior closed matters only
Martin Kessler / Yolanda Brandt	No Conflict	No client relationship
Ridgeway & Falk LLP / Diane Falk	No Conflict	No matches in any firm database
Hargrove, Tillman & Reese LLP	No Conflict	Referring counsel for proposed engagement only
Constance Hargrove	No Conflict	Referring counsel designation only
Illinois AG's Office	No Conflict	No current client or conflicting adverse relationship
Malcolm Jeffries (Deputy AG)	No Conflict	No matches in any firm database
Recipient	Title / Role
Rachel Bernstein	Partner, Privacy & Data Security (requesting partner for proposed engagement)
Lawrence Keating	Senior Partner & Chair, Conflicts Committee

Helen Drazkowski	General Counsel
Jonathan Mercer	Partner, intellectual Property / Patent Litigation (responsible partner, Pinnacle matters — Matter No. 1031-00001)
Colleen Farrow	Director, Conflicts & New Business (file copy)

PRIVILEGED AND CONFIDENTIAL — ATTORNEY WORK PRODUCT
SUPPLEMENTAL CONFLICTS SEARCH REPORT — ROUND 2 (EXPANDED PARTIES)
CALDERWOOD & HARKNESS LLP Office of Conflicts & New Business
Report Date: May 13, 2024
This Supplemental Conflicts Search Report is prepared pursuant to the firm's Conflicts and New Business Intake Policies and Procedures, as amended January 2024. It is intended solely for use by the addressees and the Calderwood & Harkness Conflicts Committee in connection with the proposed engagement referenced above. This report constitutes attorney work product and is protected by the attorney-client privilege and the work-product doctrine. Distribution or disclosure beyond the identified recipients without the prior approval of the General Counsel is strictly prohibited.
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I. PURPOSE AND SCOPE OF SUPPLEMENTAL SEARCH
Following issuance of the Round 1 Conflicts Search Report on May 10, 2024, which identified a conflict between the proposed representation of Metropolitan Transit Development Corp. ("MTDC") in connection with Proposed Matter No. 1031-00001 and the firm's existing representation of Pinnacle Workforce Analytics, Inc. ("Pinnacle") under Matter No. 1031-00001, Partners Rachel Bernstein and Lawrence Keating requested that the Office of Conflicts & New Business conduct an expanded, supplemental search encompassing all parties, affiliates, and key individuals reasonably connected to the proposed MTDC engagement and the existing Pinnacle matter.
The purpose of this supplemental Round 2 search is to ensure that the Conflicts Committee has a complete and thorough record of all potential conflict, business-relationship, and informational considerations before convening the scheduled Conflicts Committee meeting on May 14, 2024. The Round 1 report focused on the principal parties to the proposed engagement — MTDC as a prospective client and Pinnacle as an existing client — and identified the direct conflict arising from the firm's concurrent representation of Pinnacle in patent-enforcement litigation involving the same TruScan 360 biometric workforce-management platform that is the subject of the proposed MTDC regulatory-defense and BIPA-class-action engagement. The Round 2 search was designed to broaden the inquiry and capture any additional conflicts, potential conflicts, or informational issues that might arise from the wider constellation of parties, counsel, and individuals connected to both matters.
Specifically, the supplemental search was designed to capture and analyze the following expanded categories of parties and individuals:
1.  Pinnacle Affiliates, Subsidiaries, and Known Subcontractors. All known corporate affiliates, subsidiaries, parent entities, and subcontractors or integration partners of Pinnacle Workforce Analytics, Inc., as identified through publicly available SEC filings, Pinnacle's corporate website, and information already on file with the firm.
2.  MTDC Board Members, Senior Officers, and Related Governmental Bodies. The individual members of MTDC's Board of Directors, senior executive officers, and any governmental body with supervisory or oversight authority over MTDC, based on publicly available MTDC board rosters and organizational charts.
3.  Veritas Biometrics Corp. Veritas Biometrics Corp. ("Veritas"), the defendant in the existing Pinnacle patent-enforcement action pending before the United States District Court for the Eastern District of Virginia, Case No. 1:22-cv-01533, in which Calderwood & Harkness serves as counsel of record for Pinnacle, including Veritas's CEO and outside counsel.
4.  Lakefront Actuarial Advisors, LLC. MTDC's consulting actuary, retained by MTDC to estimate aggregate BIPA statutory-damages exposure in connection with the pending class action and regulatory investigation.
5.  Meridian Trust National Bank. MTDC's fiscal agent and bond trustee for outstanding transit revenue bonds, whose interests may be implicated by the magnitude of potential BIPA liability exposure.
6.  Opposing Counsel and Other Third-Party Counsel. The law firms serving as plaintiffs' class counsel, the Illinois Attorney General's outside special counsel, and MTDC's existing outside litigation counsel (and referring counsel for the proposed engagement), including the individual lead attorneys at each firm.
7.  Illinois Attorney General's Office — Key Personnel. The individual personnel within the Illinois Attorney General's Office, Bureau of Civil Rights, responsible for the Civil Investigative Demand ("CID") issued to MTDC, as well as the Office of the Illinois Attorney General as an institutional entity.
8.  Key Contractual Relationships. The Master Software License and Services Agreement between Pinnacle and MTDC that underlies the factual nexus between the proposed and existing matters.
This report sets forth the methodology, expanded party list, search results, summary of findings, and recommendation arising from the Round 2 supplemental search. It is intended to be read in conjunction with, and supplements, the Round 1 Conflicts Search Report dated May 10, 2024.
II. SEARCH METHODOLOGY
The supplemental Round 2 search was conducted by the Conflicts Analyst team under the direct supervision of Colleen Farrow, Director of Conflicts & New Business, on May 12–13, 2024. The search employed the same protocols and standards applied in the Round 1 search and in all conflicts searches conducted by the Office of Conflicts & New Business in the ordinary course.
Databases Searched. The following firm databases and records systems were queried:
(a) Calderwood & Harkness Master Conflicts Database (Greaves Services Inc.). The firm's primary conflicts-checking system, which contains records of all current and former clients, adverse parties, related parties, and associated individuals for every matter opened on the firm's docket since the database's inception. The Greaves Services Inc. system is updated in real time as new matters are opened, matters are closed, and party information is modified.
(b) Firm Billing and Time Records. The firm's billing and time-entry system was queried to identify any instances in which time was recorded against a matter involving any of the expanded parties, including matters that may not have progressed to formal new-matter intake.
(c) Lateral-Hire Disclosure Records. The firm's lateral-hire intake records were reviewed to determine whether any attorney who joined Calderwood & Harkness from another firm disclosed a prior representation of, or conflict involving, any of the expanded parties at the time of lateral hire.
(d) Prior New-Matter Intake Records. The firm's historical new-matter intake files were reviewed to identify any prior conflict check involving any of the expanded parties, including matters that were ultimately declined or not pursued.
Search Terms. For each entity and individual on the expanded party list, the following search terms were entered:
(a) Full legal name of the entity or individual, as set forth in Section III of this report.
(b) Known trade names, abbreviations, and "doing business as" names. For example, "MTDC" was searched as an abbreviation for Metropolitan Transit Development Corp.; "Pinnacle" was searched as a short-form reference for Pinnacle Workforce Analytics, Inc.; "TruScan" and "TruScan 360" were searched as product names associated with Pinnacle.
(c) Name variations and phonetic equivalents, generated using the Greaves Services Inc. system's built-in phonetic-matching algorithm, consistent with Calderwood & Harkness's standard firm protocol for conflicts searches. This process captures common misspellings, transliterations, and alternative renderings of entity and individual names.
(d) For individuals, both "Last, First" and "First Last" configurations were entered, along with known middle names or initials where available.
Date Range. The search encompassed all records in the firm's databases from the date of database inception through May 13, 2024. No date restrictions were applied to the search parameters, ensuring that all historical records were captured.
Quality Control. Each search result was reviewed individually by a Conflicts Analyst and verified against the firm's matter records before being classified as a "conflict," "potential conflict," "informational hit," or "no conflict." All dispositions were reviewed and approved by Colleen Farrow prior to the issuance of this report. The complete search-result detail log, showing each search term, the date and time of the search, the number of hits returned, and the disposition assigned to each hit, is attached as Appendix B to this report.
III. EXPANDED PARTY LIST SEARCHED
The following parties and individuals were included in the Round 2 supplemental search. For each entity, this report provides the full legal name, jurisdiction of organization, principal address, and other identifying information used to conduct the search. For each individual, this report provides the full name, title, and organizational affiliation. The complete alphabetical list of all entity and individual names searched, together with all name variations and search strings employed, is set forth in Appendix A.
A. Pinnacle Workforce Analytics, Inc. — Affiliates and Related Parties
Pinnacle Workforce Analytics, Inc. Delaware corporation Headquarters: 11900 Sunrise Valley Drive, Suite 500, Reston, Virginia 20191 Registered Agent: Cobalt Ridge Technologies, 1209 Orange Street, Wilmington, Delaware 19801 Employer Identification Number (EIN): 54-2198437
The following individuals associated with Pinnacle were searched:
•  Gregory Harmon, Chief Executive Officer, Pinnacle Workforce Analytics, Inc.
•  Sandra Yee, General Counsel, Pinnacle Workforce Analytics, Inc.
In addition, the following Pinnacle-related product names and trade names were searched to identify any matter referencing the Pinnacle platform at issue:
•  TruScan 360 — Pinnacle's biometric workforce-management platform, which is the subject of both the existing patent-enforcement litigation (Matter No. 1031-00001) and the regulatory and class-action exposure at issue in the proposed MTDC engagement.
The search also sought to identify any Pinnacle subsidiaries, corporate affiliates, or known subcontractors and integration partners. Publicly available SEC filings (including Pinnacle's most recent annual report on Form 10-K, filed February 28, 2024, and quarterly reports on Form 10-Q) and Pinnacle's corporate website were reviewed to compile a list of entities that might be affiliated with or contractually related to Pinnacle. No separately organized subsidiaries or corporate affiliates of Pinnacle were identified through this review. Similarly, while Pinnacle's public filings reference certain technology integration partners and resellers in general terms, no specific entity names were disclosed in those filings that could be searched. Accordingly, the search for Pinnacle affiliates and subcontractors was limited to the parent entity itself, and this limitation is noted for the record.
B. Metropolitan Transit Development Corp. — Officers and Board Members
Metropolitan Transit Development Corp. ("MTDC") Municipal corporation organized under the laws of the State of Illinois Headquarters: 550 West Harrison Street, Suite 1400, Chicago, Illinois 60607 Employer Identification Number (EIN): 36-6041928
The following senior officers and key personnel of MTDC were searched:
•  Darnell Okafor, Executive Director, MTDC
•  Terrence Whitfield, General Counsel, MTDC
•  Lucia Marchetti, Chief Information Security Officer, MTDC
In addition, the following individual members of the MTDC Board of Directors were searched based on the publicly available MTDC board roster (current as of April 2024, as published on MTDC's official website):
•  Patricia Langford, Chair
•  David Nakamura, Vice Chair
•  Reginald Saunders
•  Josephine Calloway
•  Ahmed El-Amin
•  Catherine Kowalski
•  Marcus Delgado
•  Nina Parveen
•  Robert Stenholm
Each board member's name was searched using the same full-name, variation, and phonetic-equivalent protocols applied to all individuals in this search.
C. Veritas Biometrics Corp.
Veritas Biometrics Corp. Virginia corporation Principal Office: 8200 Greensboro Drive, Suite 1100, McLean, Virginia 22102
The following individuals and entities associated with Veritas were searched:
•  Randall Cho, Chief Executive Officer, Veritas Biometrics Corp.
•  Whitmore & Sato LLP (outside counsel for Veritas in the pending patent-enforcement litigation), 999 Waterside Drive, Suite 600, Norfolk, Virginia 23510
•  Akira Sato, Lead Partner, Whitmore & Sato LLP
Veritas is the named defendant in Pinnacle Workforce Analytics, Inc. v. Veritas Biometrics Corp., No. 1:22-cv-01533 (E.D. Va.), the active patent-enforcement litigation in which Calderwood & Harkness represents Pinnacle under Matter No. 1031-00001. The Veritas search was included in the expanded party list because of the factual and legal overlap between the TruScan 360 platform's biometric-data-collection technology — which is the subject of the patent claims asserted in the Veritas litigation — and the biometric-data-privacy issues at the core of the proposed MTDC engagement.
D. Lakefront Actuarial Advisors, LLC
Lakefront Actuarial Advisors, LLC Illinois limited liability company Principal Office: 200 East Randolph Street, Suite 1710, Chicago, Illinois 60601
The following individual associated with Lakefront was searched:
•  Felix Drummond, FSA, MAAA, Principal, Lakefront Actuarial Advisors, LLC
Lakefront Actuarial Advisors serves as MTDC's consulting actuary and has been retained by MTDC to estimate aggregate BIPA statutory-damages exposure in connection with the pending class action and the Illinois Attorney General's regulatory investigation. Lakefront's analysis and work product will likely be material to the proposed engagement.
E. Meridian Trust National Bank
Meridian Trust National Bank National banking association, chartered by the Office of the Comptroller of the Currency ("OCC") Main Branch / Corporate Trust Office: 135 South LaSalle Street, Chicago, Illinois 60603
The following individual associated with Meridian Trust was searched:
•  Angela Tran, Chief Fiduciary Officer, Meridian Trust National Bank
Meridian Trust National Bank serves as MTDC's fiscal agent and bond trustee for MTDC's outstanding transit revenue bonds. The potential magnitude of BIPA statutory-damages exposure, depending on the outcome of the class action and regulatory proceedings, may implicate Meridian Trust's interests as bondholder representative and trustee. Meridian Trust was included in the expanded search for completeness.
F. Opposing and Third-Party Counsel
The following law firms and individual attorneys were searched:
Kessler, Brandt & O'Neill LLP 120 North LaSalle Street, Suite 2200, Chicago, Illinois 60602 Role: Plaintiffs' class counsel in the BIPA class action against MTDC
•  Martin Kessler, Lead Class Counsel
•  Yolanda Brandt, Co-Class Counsel
Ridgeway & Falk LLP 401 East Adams Street, Suite 300, Springfield, Illinois 62701 Role: Outside special counsel retained by the Illinois Attorney General's Office in connection with the CID and regulatory investigation of MTDC
•  Diane Falk, Lead Partner
Hargrove, Tillman & Reese LLP 233 South Wacker Drive, Suite 5600, Chicago, Illinois 60606 Role: MTDC's existing outside litigation counsel; Hargrove, Tillman & Reese is the firm that originally referred MTDC to Calderwood & Harkness for the proposed engagement
•  Constance Hargrove, Lead Partner on the MTDC account and referring counsel
G. Illinois Attorney General's Office — Key Personnel
Office of the Illinois Attorney General Bureau of Civil Rights 100 West Randolph Street, Chicago, Illinois 60601
•  Malcolm Jeffries, Deputy Attorney General for Civil Rights, Bureau of Civil Rights
The Illinois Attorney General's Office issued Civil Investigative Demand Reference No. CRB-2024-0417 to MTDC on April 22, 2024, seeking documents and information related to MTDC's deployment of the TruScan 360 biometric platform and MTDC's compliance with the Illinois Biometric Information Privacy Act, 740 ILCS 14/1 et seq. The proposed MTDC engagement would include advising MTDC in connection with its response to this CID.
H. Pinnacle–MTDC Master Software License and Services Agreement
For completeness, the search also encompassed references to the Master Software License and Services Agreement ("MSLA") between Pinnacle Workforce Analytics, Inc. and Metropolitan Transit Development Corp., dated June 15, 2021, which governs MTDC's license to and use of the TruScan 360 biometric workforce-management platform. The key commercial terms of the MSLA are as follows:
•  Effective Date: June 15, 2021
•  Initial Term: Five (5) years (June 15, 2021 – June 14, 2026)
•  Renewal Option: One (1) optional three-year renewal term, exercisable upon mutual written agreement
•  Total Contract Value: $8,700,000 ($1,740,000 per year)
The MSLA is relevant to the conflict analysis because the contractual relationship between Pinnacle and MTDC forms the factual backdrop for both the proposed MTDC engagement and, to the extent the TruScan 360 platform's technology and data-collection functionality are at issue, the existing Pinnacle patent-enforcement litigation. References to the MSLA, its date, and its parties were included in the search terms to identify any other matter in which this agreement or its terms may have been referenced.
IV. SEARCH RESULTS — EXPANDED PARTIES
Set forth below are the results of the Round 2 supplemental search for each category of expanded parties. For each party and individual, the search disposition is classified as one of the following: (i) Conflict — a current or former representation or adverse relationship exists that creates or may create a conflict of interest under the applicable Rules of Professional Conduct; (ii) Potential Conflict — a relationship exists that, while not currently rising to the level of a conflict, could give rise to a conflict under certain circumstances and warrants further monitoring or analysis; (iii) Informational Hit — a reference to the party or individual appears in firm records, but the nature of the reference does not constitute a conflict or potential conflict; or (iv) No Conflict — no reference to the party or individual was found in firm records, or any reference found is clearly unrelated and raises no conflict concern. The complete line-by-line search-result detail log is attached as Appendix B.
A. Pinnacle Affiliates and Subcontractors
Disposition: No Additional Conflict Identified
No additional matches were found in any firm database beyond the previously identified Pinnacle Workforce Analytics, Inc. match under Matter No. 1031-00001, which was reported in the Round 1 Conflicts Search Report dated May 10, 2024. As noted in Section III.A above, no separately organized subsidiaries, corporate affiliates, or named subcontractors of Pinnacle were identified through publicly available sources. Accordingly, no additional entity-level searches beyond the parent Pinnacle entity could be conducted.
With respect to individual searches, neither Gregory Harmon (CEO, Pinnacle) nor Sandra Yee (General Counsel, Pinnacle) appears in the Calderwood & Harkness Master Conflicts Database, billing and time records, lateral-hire disclosure records, or prior new-matter intake records as an individual client, prospective client, or adverse party in any matter — other than in their capacity as representatives of Pinnacle in connection with Matter No. 1031-00001. No separate individual-client relationship exists with either person.
The TruScan 360 product-name search returned results only in connection with Matter No. 1031-00001, confirming that the firm's only engagement involving the TruScan 360 platform is the existing Pinnacle patent-enforcement litigation.
No additional conflict is identified with respect to Pinnacle affiliates, subcontractors, or associated individuals.
B. MTDC Officers and Board Members
Disposition: No Conflict Identified
No matches were found for Darnell Okafor (Executive Director, MTDC), Terrence Whitfield (General Counsel, MTDC), or Lucia Marchetti (Chief Information Security Officer, MTDC) in any firm database. None of these individuals appears as an individual client, prospective client, adverse party, or witness in any current or former Calderwood & Harkness matter.
No matches were found for any of the nine current members of the MTDC Board of Directors — Patricia Langford, David Nakamura, Reginald Saunders, Josephine Calloway, Ahmed El-Amin, Catherine Kowalski, Marcus Delgado, Nina Parveen, and Robert Stenholm — in any firm database. None of these individuals appears as an individual client, prospective client, adverse party, or witness in any current or former Calderwood & Harkness matter.
MTDC itself does not appear in firm records as a current or former client, prospective client, or adverse party in any other matter. The only reference to MTDC in the firm's systems is the pending new-matter intake record for Proposed Matter No. 1031-00001, which is the subject of this conflicts search.
No conflict is identified with respect to MTDC, its officers, or its board members.
C. Veritas Biometrics Corp.
Disposition: No Additional Conflict Identified (Existing Adverse-Party Record Confirmed)
Veritas Biometrics Corp. appears in the firm's conflicts database solely as the defendant and adverse party in the existing Matter No. 1031-00001, Pinnacle Workforce Analytics, Inc. v. Veritas Biometrics Corp., No. 1:22-cv-01533 (E.D. Va.). The firm represents the plaintiff, Pinnacle, in that action; the firm does not represent Veritas and has never represented Veritas in any capacity.
The firm does not maintain, and has never maintained, an attorney-client relationship with Veritas Biometrics Corp. No separate client or prospective-client record for Veritas exists in the firm's databases. There is no engagement letter, retainer agreement, or billing record reflecting any services rendered to or on behalf of Veritas.
Randall Cho (CEO, Veritas) does not appear as an individual client, prospective client, or party in any Calderwood & Harkness matter other than in his capacity as a representative of Veritas in connection with Matter No. 1031-00001.
Whitmore & Sato LLP and Akira Sato appear in firm records only as opposing counsel in Matter No. 1031-00001. The firm does not maintain a client relationship with Whitmore & Sato LLP or with Akira Sato individually. A review of the firm's billing and time records confirmed that no time has been recorded against any matter in which Whitmore & Sato LLP or Akira Sato appeared as co-counsel, referral counsel, or in any capacity other than as opposing counsel. No independent client, co-counsel, or referral relationship exists.
No additional conflict is identified. The Veritas adverse-party record is consistent with the Round 1 findings and does not create any new conflict consideration beyond the Pinnacle conflict already identified.
D. Lakefront Actuarial Advisors, LLC
Disposition: No Conflict Identified
No matches were found for Lakefront Actuarial Advisors, LLC in any firm database. The firm has no current or former client relationship, adverse-party relationship, or any other recorded relationship with Lakefront Actuarial Advisors.
No matches were found for Felix Drummond (FSA, MAAA, Principal, Lakefront Actuarial Advisors) in any firm database. Mr. Drummond does not appear as an individual client, prospective client, adverse party, or witness in any current or former Calderwood & Harkness matter.
No conflict is identified with respect to Lakefront Actuarial Advisors or Felix Drummond.
E. Meridian Trust National Bank
Disposition: No Conflict Identified — Informational Hit Noted
The search for Meridian Trust National Bank returned a non-conflict informational hit. Specifically, Meridian Trust National Bank appears in the firm's matter records in connection with certain transactional matters handled by the Corporate & Securities practice group, in which Meridian Trust served in a ministerial fiduciary capacity — specifically, as escrow agent or paying agent in closing transactions. A review of the relevant matter records confirms the following:
(a) In each instance, Meridian Trust National Bank acted as an independent third-party escrow agent or paying agent pursuant to standard escrow or paying-agent agreements. Meridian Trust was not a client of Calderwood & Harkness in any of these matters, nor was Meridian Trust an adverse party.
(b) No engagement letter, retainer agreement, or billing record reflects any services rendered by Calderwood & Harkness to or on behalf of Meridian Trust National Bank. No fees have been billed to Meridian Trust, and no attorney-client relationship was formed.
(c) The firm's role in these transactions was to represent one of the principal transacting parties (not Meridian Trust), and Meridian Trust's involvement was limited to its ministerial fiduciary function.
Angela Tran (Chief Fiduciary Officer, Meridian Trust) does not appear as an individual client, prospective client, or adverse party in any firm database.
Based on the foregoing, no conflict is identified with respect to Meridian Trust National Bank. The firm does not maintain, and has never maintained, an attorney-client relationship with Meridian Trust. The informational hit is noted for the record and for the Conflicts Committee's awareness, but it does not constitute a conflict or potential conflict and does not require further analysis under the applicable Rules of Professional Conduct.
F. Opposing and Third-Party Counsel
Kessler, Brandt & O'Neill LLP
Disposition: No Conflict Identified
Kessler, Brandt & O'Neill LLP appears in the firm's conflicts database as opposing counsel in two unrelated, previously closed matters:
(i) Henderson v. BrightPath Technologies, Inc., No. 2019-CH-08472 (Cir. Ct. Cook Cnty.) (closed 2020). Calderwood & Harkness represented BrightPath Technologies; Kessler, Brandt & O'Neill represented the plaintiff. The matter was resolved by settlement. No ongoing obligations.
(ii) Ramirez v. DataStream Solutions Group, LLC, No. 1:20-cv-04217 (N.D. Ill.) (closed 2021). Calderwood & Harkness represented DataStream Solutions Group; Kessler, Brandt & O'Neill represented the plaintiff class. The matter was resolved by court-approved settlement. No ongoing obligations.
In both instances, Kessler, Brandt & O'Neill appeared as opposing counsel, not as a client of the firm. The firm does not maintain, and has never maintained, a client relationship with Kessler, Brandt & O'Neill LLP or with either Martin Kessler or Yolanda Brandt individually. No conflict is identified.
Ridgeway & Falk LLP
Disposition: No Conflict Identified
No matches were found for Ridgeway & Falk LLP or Diane Falk in any firm database. The firm has no recorded relationship of any kind with Ridgeway & Falk LLP or with Diane Falk individually. No conflict is identified.
Hargrove, Tillman & Reese LLP
Disposition: No Conflict Identified
Hargrove, Tillman & Reese LLP does not appear in the firm's conflicts database as a current or former client. The firm has no attorney-client relationship with Hargrove, Tillman & Reese LLP. Constance Hargrove appears in the firm's new-matter intake records solely as the referring attorney for the proposed MTDC engagement (Proposed Matter No. 1031-00001). This referral relationship does not create a conflict or potential conflict under the applicable Rules of Professional Conduct.
No conflict is identified with respect to Hargrove, Tillman & Reese LLP or Constance Hargrove.
G. Illinois Attorney General's Office Personnel
Disposition: No Conflict Identified
Malcolm Jeffries (Deputy Attorney General for Civil Rights, Bureau of Civil Rights) does not appear as an individual client, prospective client, or adverse party in any firm database. No individual-level conflict or relationship is identified.
The Office of the Illinois Attorney General, as an institutional entity, appears in multiple matters across the firm. These matters include various regulatory proceedings, government investigations, and administrative actions in which the Illinois Attorney General's Office has been a party, a regulatory authority, or an investigative body. A review of all such matters was conducted to determine whether any current representation or adverse relationship would create a conflict for purposes of the proposed MTDC engagement. The review found the following:
(a) The firm does not currently represent the Office of the Illinois Attorney General in any matter.
(b) The firm has represented clients in matters in which the Illinois Attorney General's Office was an opposing party, regulatory authority, or investigative body. These representations are typical of a large law firm's practice and involve diverse, unrelated subject matters.
(c) No current adverse or client-side relationship with the Illinois Attorney General's Office creates a conflict for purposes of the proposed MTDC engagement. The nature of the proposed engagement — advising MTDC in responding to CID Reference No. CRB-2024-0417 — would place Calderwood & Harkness in an adversarial posture vis-à-vis the Illinois Attorney General's Office. However, because the firm does not currently represent the Attorney General's Office, and because there is no attorney-client relationship between the firm and the Attorney General's Office, this adversity does not constitute a conflict under the applicable Rules of Professional Conduct.
No conflict is identified with respect to the Illinois Attorney General's Office or Malcolm Jeffries.
V. SUMMARY OF FINDINGS
The supplemental Round 2 search confirms that the only conflict identified remains the Pinnacle Workforce Analytics, Inc. conflict reported in the Round 1 Conflicts Search Report dated May 10, 2024.
Specifically, Calderwood & Harkness currently represents Pinnacle Workforce Analytics, Inc. under Matter No. 1031-00001 (responsible partner: Jonathan Mercer, intellectual Property / Patent Litigation) in active patent-enforcement litigation captioned Pinnacle Workforce Analytics, Inc. v. Veritas Biometrics Corp., No. 1:22-cv-01533 (E.D. Va.). That litigation concerns Pinnacle's proprietary TruScan 360 biometric workforce-management platform — the same platform that is deployed by MTDC under the Pinnacle–MTDC Master Software License and Services Agreement dated June 15, 2021, and that is at the center of the BIPA class action and Illinois Attorney General regulatory investigation giving rise to the proposed MTDC engagement. The Round 1 report identified this as a direct conflict arising from the potential for concurrent adverse representations involving the same technology, and that characterization is unchanged by the Round 2 findings.
No additional conflicts, potential conflicts, or business-relationship issues were identified with respect to any of the expanded parties searched in Round 2. The following summary table presents the disposition for each expanded party category:
The Meridian Trust National Bank non-conflict informational hit is noted for the record. As detailed in Section IV.E above, Meridian Trust has served as an independent third-party escrow agent or paying agent in certain unrelated transactional matters handled by the firm's Corporate & Securities practice group. In each instance, Meridian Trust acted in a ministerial fiduciary capacity and was not a client or adverse party. This informational hit does not constitute a conflict or potential conflict and does not require further analysis or committee action.
A summary table cross-referencing the Round 1 findings with the Round 2 findings, confirming consistency and the absence of any new conflicts, is attached as Appendix C.
VI. RECOMMENDATION
Based on the results of the supplemental Round 2 search, the Office of Conflicts & New Business makes the following recommendations:
1.  Sole Conflict for Committee Determination. The sole conflict requiring Conflicts Committee determination remains the Pinnacle Workforce Analytics, Inc. matter (Matter No. 1031-00001). The nature, scope, and waivability of this conflict are addressed in the Round 1 Conflicts Search Report dated May 10, 2024, and will be the subject of the Conflicts Committee's deliberation at its scheduled meeting on May 14, 2024.
2.  Submission to Conflicts Committee. This Round 2 Supplemental Conflicts Search Report is being provided to the Conflicts Committee in advance of the scheduled meeting on May 14, 2024, together with the Round 1 Conflicts Search Report dated May 10, 2024, for the Committee's consideration in the waivability determination. Both reports, together with their respective appendices, constitute the complete conflicts record for Proposed Matter No. 1031-00001.
3.  No Additional Searches Recommended. No additional conflicts searches are recommended at this time. The Round 1 and Round 2 searches, taken together, encompass all parties, affiliates, officers, directors, opposing counsel, third-party counsel, and governmental personnel reasonably identifiable as connected to the proposed MTDC engagement and the existing Pinnacle matter. If additional parties are identified during the Conflicts Committee's review or during the course of any subsequent engagement, a Round 3 search can be conducted promptly upon request.
VII. CERTIFICATION
I, Colleen Farrow, Director of Conflicts & New Business at Calderwood & Harkness LLP, hereby certify as follows:
1.  The supplemental Round 2 conflicts search described in this report was conducted in accordance with Calderwood & Harkness's Conflicts and New Business Intake Policies and Procedures, as amended January 2024, and in compliance with all applicable requirements of the Illinois Rules of Professional Conduct, the Virginia Rules of Professional Conduct, and the ABA Model Rules of Professional Conduct, to the extent relevant.
2.  All firm databases — including the Calderwood & Harkness Master Conflicts Database (Greaves Services Inc.), the firm's billing and time-entry records, the lateral-hire disclosure records, and the prior new-matter intake records — were queried using the full set of search terms, name variations, and phonetic equivalents described in Section II of this report.
3.  The search results described in Section IV of this report are complete and accurate as of 5:00 p.m. Central Time on May 13, 2024. No relevant search results have been omitted or excluded from this report.
4.  The search was conducted by the Conflicts Analyst team under my direct supervision, and all search-result dispositions were reviewed and approved by me prior to the issuance of this report.
5.  This report, together with the Round 1 Conflicts Search Report dated May 10, 2024, represents the complete conflicts record for Proposed Matter No. 1031-00001 as of the date of this certification.
CALDERWOOD & HARKNESS LLP Office of Conflicts & New Business
By: ________
Colleen Farrow Director, Conflicts & New Business
Date: May 13, 2024
VIII. DISTRIBUTION
This Supplemental Conflicts Search Report — Round 2 (Expanded Parties) has been distributed to the following individuals. Recipients are reminded that this report is privileged and confidential, constitutes attorney work product, and may not be further distributed without the prior approval of the General Counsel.
APPENDICES
The following appendices are incorporated by reference into this Supplemental Conflicts Search Report and are attached hereto:
Appendix A — Complete Expanded Party Search List
Appendix A contains the full alphabetical list of all entity and individual names searched in the Round 2 supplemental search, together with all name variations, abbreviations, trade names, phonetic equivalents, and search strings employed for each party. The list is organized alphabetically by primary search name and includes cross-references to the party categories set forth in Section III of this report. Appendix A comprises a total of forty-seven (47) unique search entries across all party categories.
Appendix B — Search Result Detail Log
Appendix B contains the complete line-by-line output from the Greaves Services Inc. Master Conflicts Database and all supplementary database queries conducted in connection with the Round 2 search. For each search term entered, Appendix B records: (i) the exact search string used; (ii) the database queried; (iii) the date and time of the search; (iv) the number of hits returned; (v) a brief description of each hit; and (vi) the disposition assigned to each hit (conflict / no conflict / informational / not relevant). All dispositions reflect the review and approval of Colleen Farrow, Director of Conflicts & New Business.
Appendix C — Cross-Reference to Round 1 Report
Appendix C contains a summary table cross-referencing the findings of the Round 1 Conflicts Search Report dated May 10, 2024, with the findings of this Round 2 Supplemental Conflicts Search Report dated May 13, 2024. The cross-reference table confirms: (i) consistency between the Round 1 and Round 2 findings with respect to all parties searched in both rounds; (ii) the absence of any new conflicts identified in Round 2 beyond the Pinnacle conflict reported in Round 1; and (iii) the completeness of the combined search record for Proposed Matter No. 1031-00001.
END OF SUPPLEMENTAL CONFLICTS SEARCH REPORT — ROUND 2 (EXPANDED PARTIES)
PRIVILEGED AND CONFIDENTIAL — ATTORNEY WORK PRODUCT Calderwood & Harkness LLP | Office of Conflicts & New Business Report Date: May 13, 2024 | Proposed Matter No. 1031-00001
Prepared by: | Office of Conflicts & New Business, Calderwood & Harkness LLP
Director: | Colleen Farrow, Director of Conflicts & New Business
Prepared for: | Rachel Bernstein, Partner, Privacy & Data Security
Lawrence Keating, Senior Partner & Chair, Conflicts Committee
Helen Drazkowski, General Counsel
Reference Matter: | Proposed Matter No. 1031-00001 — Metropolitan Transit Development Corp.
Cross-Reference: | Existing Matter No. 1031-00001 — Pinnacle Workforce Analytics, Inc.
Supersedes/Supplements: | Round 1 Conflicts Search Report dated May 10, 2024
Party / Category | Disposition | Notes
Pinnacle Affiliates & Subcontractors | No Additional Conflict | No affiliates or subcontractors identified in firm records
Gregory Harmon (CEO, Pinnacle) | No Conflict | No individual client relationship
Sandra Yee (GC, Pinnacle) | No Conflict | No individual client relationship
MTDC Officers & Board Members | No Conflict | No matches in any firm database
Veritas Biometrics Corp. | No Additional Conflict | Appears only as adverse party in Matter No. 1031-00001
Randall Cho (CEO, Veritas) | No Conflict | No individual client relationship
Whitmore & Sato LLP / Akira Sato | No Conflict | Opposing counsel only in Matter No. 1031-00001
Lakefront Actuarial Advisors, LLC | No Conflict | No matches in any firm database
Felix Drummond (Principal, Lakefront) | No Conflict | No matches in any firm database
Meridian Trust National Bank | No Conflict (Informational) | Ministerial fiduciary role in unrelated transactions; no attorney-client relationship
Angela Tran (CFO, Meridian Trust) | No Conflict | No matches in any firm database
Kessler, Brandt & O'Neill LLP | No Conflict | Opposing counsel in two prior closed matters only
Martin Kessler / Yolanda Brandt | No Conflict | No client relationship
Ridgeway & Falk LLP / Diane Falk | No Conflict | No matches in any firm database
Hargrove, Tillman & Reese LLP | No Conflict | Referring counsel for proposed engagement only
Constance Hargrove | No Conflict | Referring counsel designation only
Illinois AG's Office | No Conflict | No current client or conflicting adverse relationship
Malcolm Jeffries (Deputy AG) | No Conflict | No matches in any firm database
Recipient | Title / Role
Rachel Bernstein | Partner, Privacy & Data Security (requesting partner for proposed engagement)
Lawrence Keating | Senior Partner & Chair, Conflicts Committee
Helen Drazkowski | General Counsel
Jonathan Mercer | Partner, intellectual Property / Patent Litigation (responsible partner, Pinnacle matters — Matter No. 1031-00001)
Colleen Farrow | Director, Conflicts & New Business (file copy)

PRIVILEGED AND CONFIDENTIAL — ATTORNEY WORK PRODUCT

I. PURPOSE AND SCOPE OF SUPPLEMENTAL SEARCH

II. SEARCH METHODOLOGY

III. EXPANDED PARTY LIST SEARCHED

V. SUMMARY OF FINDINGS

VI. RECOMMENDATION

VII. CERTIFICATION

VIII. DISTRIBUTION

APPENDICES

Record

Parties

Dates

Amounts