Extract to table

Notwithstanding the foregoing, the scope of this engagement does not include, and the Firm shall not be responsible for, the following: (i) Acting as counsel to any underwriter, selling stockholder, or any other party to the transaction other than the Company; (ii) Preparation of audited or unaudited financial statements, which shall remain the sole responsibility of the Company's management and Meridian & Howe LLP as the Company's independent registered public accounting firm; (iii) Non-U

3) for the engagement shall not exceed One Million Nine Hundred Fifty Thousand Dollars ($1,950,000) (the "Fee Cap")

If the Offering is withdrawn, delayed beyond the anticipated timeline, or restructured as an alternative transaction, the Fee Cap shall nonetheless apply to all fees incurred by the Firm through the date of termination, withdrawal, or restructuring

4 Billing and Payment Terms Invoices for legal fees and disbursements will be rendered monthly and shall be payable within thirty (30) days of the date of each invoice

The Firm shall be entitled to rely upon instructions received from any of the foregoing authorized representatives as binding upon the Company

The obligations of confidentiality set forth in this Section 6 shall survive the termination or completion of this engagement