Extract to table

In the event of any conflict between this Engagement Letter and the standard Terms of Engagement, the terms of this Engagement Letter shall control

Legal fees for this engagement shall be based on the standard hourly rates of the attorneys and other professionals assigned to the matter

For the avoidance of doubt, any rate adjustment that takes effect during the term of this engagement shall not cause the aggregate fees invoiced to exceed the Fee Cap described below

Notwithstanding the foregoing hourly rates, the Firm's aggregate legal fees for this engagement shall not exceed Two Million Eight Hundred Thousand Dollars ($2,800,000) (the "Fee Cap")

Any such advance payments shall be held in the Firm's client trust account and credited against future invoices as the corresponding disbursements are incurred

Confidentiality and Privilege All information provided by Fairwater to the Firm in connection with this engagement, whether oral, written, or electronic, and all work product generated by the Firm in connection with this engagement, including legal memoranda, draft documents, correspondence, notes, analyses, and any other materials prepared by or at the direction of the Firm, shall be treated as privileged and confidential attorney-client communications and attorney work product protected under applicable law