We need answer complex legal analysis. Need be careful with dates, calculations. User wants limitations analysis, deadline range, missing fact, strategy. Need likely produce thorough answer. Need compute exact report delivery date where May 2, 2025 complaint changes untimely to timely, considering tolling. Need analyze professional negligence claim discovery rule. Need earliest/latest discovery dates supported by Ex 2 and 3. Ex2 technical report dated Dec 20, 2022. Ex3 Jan 10, 2023 board minutes reviewed report. Earliest possible delivery/receipt? Report dated Dec 20, 2022. Could it be delivered on Dec 20 or after? Need earliest discovery date supported by Exhibits 2 and 3. Report dated Dec 20, 2022. Without delivery date, could earliest receipt be Dec 20, 2022? But dated report could be created Dec 20 and delivered later. Board reviewed on Jan 10, 2023; latest possible receipt? It had to be before Jan 10 to review, maybe Jan 9 or Jan 10? Board minutes say reviewed forensic report; if board reviewed at meeting Jan 10, they must have received before meeting. Could latest discovery date be Jan 10, 2023? Need infer from exhibits. "Earliest and latest discovery dates supported by Exhibits 2 and 3." Ex2 dated Dec 20, 2022; Ex3 Jan 10 board minutes reviewed report. Earliest supported: Dec 20, 2022 (date on report) if received then. Latest supported: Jan 10, 2023? But could be delivered on Jan 10 before board? Minutes "reviewed" could mean read at meeting, so receipt could be Jan 10. However if board minutes state reviewed report, likely had access by Jan 10. So latest = Jan 10, 2023. But counsel says delivery "after the holidays" no date. Holidays likely Dec 25/Jan 1? After holidays could be early Jan. But exact date missing. Need exact report-delivery date at which May 2, 2025 complaint changes from untimely to timely. Need compute with 120-day tolling. The professional-negligence two-year deadline at both ends: earliest discovery Dec 20, 2022 -> deadline Dec 20, 2024. Latest discovery Jan 10, 2023 -> deadline Jan 10, 2025. Then tolling: agreement every limitations period still unexpired on Nov 1, 2024 suspended for 120 days. It does not revive expired. If original deadline Dec 20, 2024: expired before Nov 1, 2024, no tolling. Deadline remains Dec 20, 2024. If original deadline Jan 10, 2025: unexpired on Nov 1, 2024, suspended 120 days. Adjusted deadline = Jan 10, 2025 + 120 days. Need compute: Jan 10 + 120 days. Let's calculate carefully. 2025 not leap year. Days after Jan 10: Jan has 31; from Jan 10 to Jan 31 =21 days? If adding 120 calendar days to Jan 10: Jan 11 day1, Jan31 day21, Feb 28 day49, Mar 31 day80, Apr 30 day110, May 10 day120. Let's verify: Jan 10 + 120 = May 10, 2025. Alternative count: Jan remaining 21, Feb 28 ->49, Mar31 ->80, Apr30 ->110, need10 -> May10. Yes. Filing May 2, 2025 is before May 10, so timely if discovery Jan 10. If discovery earlier than? Need find cutoff date D such that original deadline D+2 years unexpired Nov 1, 2024, adjusted deadline >= May 2, 2025. If unexpired Nov 1, D+2 > Nov 1, 2024 -> D > Nov 1, 2022? Actually if original deadline on Nov 1 2024? "still unexpired on November 1, 2024" means deadline date after Nov 1? If deadline exactly Nov 1, 2024, is it unexpired? A period expires at end of last day? If deadline Nov 1, filing on Nov 1 timely? Need conventions. But for cutoff, likely if original deadline before Nov 1 no tolling; if on or after Nov 1 unexpired? Need be precise. The agreement says still unexpired on Nov 1, 2024. If original deadline Nov 1, 2024, it is unexpired at start of Nov 1? But expires end of Nov 1. Could be suspended. But our range Dec20-Jan10 not relevant except exact cutoff for May 2. Need exact report-delivery date where complaint changes from untimely to timely. Need include cases where no tolling (deadline before Nov 1, 2024) and tolling (deadline after Nov 1). We need solve for latest discovery date? Wait complaint May 2, 2025. If discovery early, deadline early. As discovery date increases, deadline increases, so timeliness threshold: latest discovery date for which May 2 timely? Or exact report-delivery date at which May 2 changes from untimely to timely. Since complaint filed May 2, 2025. If report delivered before some cutoff, may be untimely; if after cutoff, timely. Need determine cutoff date. But report actual possible range Dec20-Jan10. All dates in range? Let's see: Dec20 discovery -> deadline Dec20 2024, no tolling, May2 untimely. Jan10 discovery -> deadline Jan10 2025 +120 = May10 2025, May2 timely. So threshold within range. Need compute.

Need account: For original deadlines after Nov1 2024, adjusted deadline = original + 120. Need May 2 <= adjusted deadline. Original deadline = discovery + 2 years (calendar? Usually add years; if same date invalid? All dates valid). For original deadline D2. If D2 <= Nov1,2024? no tolling, May2 untimely because D2 before May2. If D2 after Nov1,2024, adjusted = D2 + 120 days. Need D2 + 120 >= May 2, 2025. Solve D2 >= May 2, 2025 - 120 days. Compute May2 -120 days. 2025: May2 back to Apr? Days: May2 to Apr30 = 2 days? Let's subtract 120 calendar days: May 2 -> subtract 2 = Apr 30? Need exact. Let's count from candidate D2 to May 2. We need D2 + 120 = May2. D2 = Jan 2, 2025? Let's check Jan 2 + 120: Jan 2 -> Jan31 =29 days, Feb28=57, Mar31=88, Apr30=118, May2=120. Yes Jan2. So original deadline must be Jan 2, 2025 or later for May2 timely (if filed on adjusted deadline timely; if adjusted deadline Jan2+120=May2, filing on May2 timely). Therefore discovery date must be Jan 2, 2023 or later (two years before Jan2 2025). But also original deadline must be unexpired Nov1 2024. Jan2 2025 is after Nov1, yes. Thus if report received on or after Jan 2, 2023, complaint May2 timely. If before Jan 2, 2023, untimely? Need consider if original deadline Nov1? But in range after Dec20. So cutoff: delivery/receipt on Jan 2, 2023. The exact date at which complaint changes from untimely to timely: report delivery date Jan 2, 2023. If received Dec 31, 2022: original deadline Dec31 2024; +120 = Apr29 2025? Let's check Dec31 2024 +120: Jan28? Wait Dec31 + 120: Jan31 day31? Let's compute: Dec31 2024 + 120 = Apr29 2025? Dec31->Jan30? Let's do: Jan 31 is 31 days after Dec31? Actually Dec31 + 1 = Jan1, +31 = Jan31? No, Dec31 to Jan31 =31 days. Feb28=59, Mar31=90, Apr29=119? Wait 31+28+31+? To get 120: Jan31 (31), Feb28 (59), Mar31 (90), Apr30 (120) => Apr30. Hmm Dec31 + 120 = Apr30, 2025. May2 untimely. Jan1 discovery -> deadline Jan1 2025 +120 = Apr30? Jan1+120: Jan30? Let's calculate Jan1 + 120 = Apr30? Jan1 to Jan31 =30 days, Feb28=58, Mar31=89, Apr30=119? Wait if Jan1 + 120, Jan2 is day1, Jan31 day30, Feb28 day58, Mar31 day89, Apr30 day119, May1 day120. So Jan1 deadline -> May1. May2 untimely. Jan2 -> May2 timely. So cutoff exactly Jan2. Good.

But must consider report "dated Dec 20" vs delivery. Discovery starts when claimant receives reliable technical report. Earliest possible receipt maybe Dec 20, 2022. But if report dated Dec20, could not be received before Dec20. Latest possible receipt? Board minutes Jan10: reviewed report. Could have received Jan10? But if board minutes state reviewed, maybe they had it before meeting. If "reviewed" at board meeting Jan10, might mean they read/discussed then; if received Jan10 before meeting, discovery Jan10. But could they have received Jan11 and minutes erroneous? Exhibit says reviewed, so support latest Jan10. But maybe latest date supported by exhibits is Jan 10, 2023 because board had it by then. However the forensic report is dated Dec 20, 2022. If it was delivered after holidays (counsel), maybe after Jan 2? That would make timely. But no date. Need missing fact: actual date Quarry Ridge received the forensic report (or first had actual knowledge of facts connecting injury to Fathom). Maybe date of delivery email/portal metadata. That's the one missing fact. Could also need whether any earlier notice/inquiry facts existed? The question specifically: identify the one missing fact that must be obtained before Fathom decides whether to move for judgment on limitations. Likely exact report delivery/receipt date. But perhaps also whether report was actually provided to Quarry Ridge before Jan 10; but board minutes say reviewed. Need pinpoint: the exact date Quarry Ridge received the December 20, 2022 forensic report (or, if earlier, the date it first learned facts connecting Fathom to actual injury). Since exhibits show board review Jan 10, if received before Jan 2, 2023 then untimely; if on/after Jan 2 timely. The exact report-delivery date at which complaint changes from untimely to timely is Jan 2, 2023. Thus missing fact must be exact receipt/delivery date relative to Jan 2, 2023. Could also need whether tolling agreement was signed/effective? Exhibit says agreed, expired Feb 28, 2025. No issue? Maybe need exact date tolling agreement signed/effective? It says every period still unexpired on Nov 1, 2024 suspended. Could be executed later? But assume. Could missing fact be "date of delivery of report" because counsel says after holidays but no date. Need demand forensic accountant's delivery email or portal-access metadata, Quarry Ridge's receipt records. Maybe also board minutes detail when report was presented? But the one fact: actual date of receipt.

Need analyze September 14 email. It says totals do not match; may be import setup or Fathom mapping; not know whether records actually gone. Under standard: need actual injury and factual connection. This is mere unsupported suspicion of a problem, without facts connecting actual injury to defendant. So does not start discovery. It doesn't identify actual injury (records actually gone/overwritten) nor connection to Fathom (only possible import setup or Fathom). So no.

Need earliest/latest discovery dates supported by Ex2 and Ex3. Need discuss Ex2 report dated Dec20, 2022. Rule: reliable technical report identifying data loss and attributing to defendant starts period when claimant receives report. The report is reliable? Outside forensic accountant concluded 11,400 lines overwritten, Fathom migration map caused loss, quantified $2.4M. So starts. But the copy produced lacks transmittal email, download log, received stamp. Thus delivery date unknown. Earliest supported: Dec 20, 2022? Could be date on report; cannot be earlier. But "supported by Exhibits 2 and 3" maybe earliest is Dec 20, 2022 because report cannot be delivered before date. Latest is Jan 10, 2023 because board minutes show board reviewed report by then. But do exhibits support that it was received by Jan 10? Yes. Could latest be Jan 9, 2023 if board meeting Jan 10 reviewed report, must have received before meeting? But if minutes are prepared after meeting and state reviewed, it may have been presented at meeting. Need not overcomplicate; answer can say latest date not later than Jan 10, 2023; if "reviewed" means considered at Jan 10 meeting, latest possible receipt is Jan 10, 2023 (or arguably Jan 9). But for conservative Fathom analysis, use Jan 10 as outer latest. The prompt asks exact report-delivery date at which May 2 changes from untimely to timely. That is Jan 2, 2023, within Dec20-Jan10. Need maybe mention if one argues latest receipt Jan9, still threshold Jan2. Fine.

Need calculate two-year professional-negligence deadline at both ends: Dec 20, 2022 + 2 years = Dec 20, 2024. Jan 10, 2023 + 2 years = Jan 10, 2025. Need check leap year? 2024 leap. Adding years: Dec20 2022 to Dec20 2024. Jan10 2023 to Jan10 2025. No date validity issues. If using exact date, yes.

Effect of 120-day tolling agreement. It suspends unexpired periods on Nov 1, 2024 for 120 calendar days. Does not revive expired. For earliest deadline Dec20 2024: expired before Nov1, 2024, so no tolling; deadline remains Dec20 2024. For latest deadline Jan10 2025: unexpired on Nov1, 2024, suspended 120 days; adjusted deadline Jan10 2025 + 120 = May10 2025. Filing May2 2025 timely under latest. But note agreement expired Feb 28, 2025. Does that matter? The suspension is for exact number of calendar days stated. If original deadline Jan10 2025, 120-day suspension would run from? Need interpret: suspends period for 120 calendar days. Does it mean the period is tolled from Nov 1, 2024 for 120 days (until Feb28/29 2025?) and then remaining time resumes? Or the adjusted deadline is original deadline plus suspended days. Rule 7 says when days are added under tolling agreement, adjusted deadline is original deadline plus suspended days. So regardless of expiration Feb28, 2025? The agreement expired Feb 28, 2025, but if suspension extends beyond expiration? It says suspended for 120 calendar days. If starts Nov 1, 2024, 120 days ends Feb 28, 2025 (Nov 1 + 120? Let's compute: Nov 1 2024 + 120 = Feb 28 2025? Nov has 30, Nov1 to Dec1 30? Let's calculate: Nov 1 + 120: Nov30? If Nov1 + 29 = Nov30? +30 Dec1? +31 Dec31? +31 Jan31? Let's do: Nov 1 to Dec 1 = 30 days, to Jan 1 = 61, to Feb 1 = 92, to Feb 28 =119? Nov1 +120 = Mar1? Wait 2024 leap. Let's compute: If agreement says expired Feb 28, 2025, maybe they intend 120 calendar days from Nov 1 = Feb 28/29? Let's check: Nov 1 to Feb 28: November has 30 days: from Nov1 to Nov30 =29 days? To Dec31? Need precise. Dates: Nov1 + 120 days. Use day of year. 2024 Nov1 day 306 (leap: Jan31 Feb29 Mar31 Apr30 May31 Jun30 Jul31 Aug31 Sep30 Oct31 =305? Let's sum: Jan31, Feb29=60, Mar31=91, Apr30=121, May31=152, Jun30=182, Jul31=213, Aug31=244, Sep30=274, Oct31=305. Nov1=306. +120 = day426; 2024 has 366 -> day61 of 2025 = Feb29? 2025 Jan31, Feb29 = day60? Actually 2025 day61 = Mar1? Jan31=31, Feb28=59, Mar1=60? Wait 2025 non-leap: Jan31=31, Feb28=59, Mar1=60. So day61=Mar2. Hmm I need recalc. 2024 day 306 + 120 = 426. Subtract 366 = 60. Day 60 of 2025 is Mar1? Jan31=31, Feb28=59, Mar1=60. So Nov1 +120 = Mar1 2025 if counting Nov1 as day 0? But if start Nov1 and 120 calendar days suspension: Nov1 day1? Nov1 +119 = Mar1? They state agreement expired Feb 28, 2025. That suggests 120 days from Nov1 maybe to Feb28 if excluding Nov1? Let's not need. Rule says adjusted deadline original + suspended days. So for Jan10 2025 +120 = May10 2025, independent of expiration. But the agreement expired Feb28 2025: if the suspension itself expires Feb28, could the tolling not extend beyond? Rule 7 clarifies adjusted deadline is original deadline plus suspended days. So yes, add 120 to original deadline. But if agreement expired Feb28 and original deadline Jan10 2025, the suspension would have already ended before original deadline? How can it add 120 days to deadline? Let's think: A tolling agreement suspends a limitations period for 120 days. If period had 40 days remaining on Nov1 (Jan10 deadline), suspension for 120 days would mean no time runs for 120 days, then remaining 40 days run, so deadline becomes 160 days from Nov1? Original deadline +120 = Jan10+120 = May10. That is 40 days after Mar1 (end of 120-day suspension). So agreement's expiration Feb28/Mar1 doesn't terminate tolling effect? It says suspension for exact number days. It expires Feb28 2025 (probably the tolling period ends), then remaining limitations period runs to May10. Rule 7 confirms. Good.

Need exact report-delivery date at which May2 changes from untimely to timely. We solved Jan 2, 2023. Need maybe include calculation: For a report receipt date R, if R + 2 years <= Nov1,2024 then no tolling and deadline before May2 -> untimely. If R +2 > Nov1, then adjusted = R+2+120. Need adjusted >= May2. R+2 >= Jan2,2025 -> R >= Jan2,2023. So Jan2 is threshold. If receipt Jan1, adjusted deadline May1, untimely by one day. If receipt Jan2, adjusted deadline May2, timely. If receipt before Nov1,2022? Not in range. For completeness: If R between Nov2,2022 and Dec31,2022, tolling applies but adjusted deadlines before May2? Let's see Nov2,2022 -> Nov2,2024 +120 = Mar2,2025? Untimely. Dec31 -> Apr30. So threshold Jan2. Good.

Need contract claim: breach Aug 15, 2021, four years after breach regardless later discovery. Deadline Aug 15, 2025? Filing May 2, 2025 is before Aug 15, 2025, timely. Need consider tolling? Not needed, but if unexpired on Nov1, 2024, tolling adds 120 days to Aug15,2025 -> Dec13,2025? But original timely. Need mention contract claim timely on present record. But wait: Four years after breach. If breach Aug15, 2021, deadline Aug15, 2025. Filed May2, 2025, timely. If tolling applies, even later. Need maybe if contract breach date challenged? Exhibit complaint alleges. For limitations initial burden, Fathom could argue? But not here. Need state.

Fraud claim: three years after discovery of facts constituting alleged fraud. Need analyze present record. Complaint alleges Fathom repeatedly said mismatch was temporary until forensic report established permanent loss. Need facts indicating falsity rather than mere error. When did Quarry Ridge discover facts constituting fraud? Likely when forensic report showed permanent loss? But fraud requires knowledge of falsity. The record: Sept14 email mismatch; Fathom said temporary? Not in exhibits? Complaint alleges repeatedly said mismatch temporary until forensic report. Ex2 report Dec20/after holidays; Ex3 Jan10. Need determine timeliness of fraud claim on present record. If fraud discovered on same date as report? If report delivery unknown. Need see if three-year deadline from fraud discovery. If fraud discovered Jan10, 2023? Deadline Jan10, 2026. Filed May2,2025 timely. But if earlier? Maybe Fathom's contrary assurance plus knowledge of contradictory system results may trigger inquiry; claimant must possess facts indicating falsity. The September 14 email: totals don't match, may be import or Fathom mapping, not know records gone. If Fathom said temporary, at that point Quarry Ridge had contradictory system results and assurance, but only suspicion, no facts indicating falsity. Mere error possible. So not start fraud. The forensic report identifies data loss and attribution, but does it establish falsity of Fathom's "temporary" assurance? It establishes permanent loss and cause, but maybe not Fathom's state of mind/knowledge? Fraud claim requires facts indicating the statements were false when made / intentional. The report shows actual loss; if Fathom had said temporary, that may make statements false, but did Quarry Ridge know Fathom knew? Not necessarily. However rule 5: "Knowledge of contradictory system results and the defendant's contrary assurance may trigger inquiry, but the claimant must possess facts indicating falsity rather than mere error." The present record maybe does not show facts indicating Fathom's assurances were false (as opposed to mistaken) until? The forensic report attributes loss to migration map; if Fathom said mismatch temporary, and report says permanent, that is facts indicating falsity of the assurance? It might. But "facts indicating falsity rather than mere error" could be satisfied by report? It shows actual permanent loss, so Fathom's statement that mismatch temporary was false. But fraud requires more than negligence, scienter. The standard given is only about discovery of facts constituting fraud, not pleading burden. "Must possess facts indicating falsity rather than mere error." If report shows permanent loss and Fathom had said temporary, that may be more than mere error? Actually it shows statement false, but not that Fathom knew false. But "falsity rather than mere error" maybe means objective falsity, not just possibility. The report may establish objective falsity. Need analyze whether fraud claim timely on present record. The complaint filed May2, 2025. If fraud discovered no earlier than Dec20/Jan10 2023, three-year deadline not until 2026, so timely regardless of exact date within range. But could fraud discovery be earlier? Perhaps when Fathom repeated assurances despite contradictory system results. If Quarry Ridge had facts indicating falsity before? The Sept14 email itself shows mismatch and possible Fathom mapping, but no actual injury known. Fraud facts? They knew results contradicted Fathom's assurance (temporary?) Maybe if Fathom said temporary and old/new totals didn't match, they might suspect but not facts indicating falsity. The report is first reliable identification. So earliest fraud discovery is same as report receipt (Dec20-Jan10 2023). Three years from earliest Dec20,2025 or Jan10,2026. May2,2025 timely. But need maybe discuss if tolling? Fraud period unexpired on Nov1,2024? If earliest Dec20,2022 discovery, fraud deadline Dec20,2025, unexpired Nov1,2024, tolling adds 120 days to Feb17,2026? Wait Dec20,2025 +120 = Apr18,2026? Let's compute: Dec20 +120: Jan20? Dec20 to Jan20=31, Feb28=59, Mar31=90, Apr18=120? Yes Apr18 2026. But not needed; already timely. Need state on present record fraud claim appears timely because even earliest possible fraud discovery within supported range yields deadline after May2, 2025. But need caveat: If Fathom can show Quarry Ridge earlier possessed facts indicating fraud (e.g., knew Fathom's assurances were false before report), could be different; but exhibits don't show that. However the question asks "Timeliness of the fraud claim on the present record." So answer: timely on present record, because no exhibit supports fraud discovery before the forensic report; earliest report date Dec20,2022 gives 3-year deadline Dec20,2025 (or tolled later); latest Jan10,2023 gives Jan10,2026. May2,2025 within. But maybe if fraud discovery is triggered by "knowledge of contradictory system results and defendant's contrary assurance" maybe Sept14 email + Fathom's assurance could trigger inquiry? But standard says mere suspicion insufficient; must possess facts indicating falsity. The Sept14 email lacks facts indicating falsity; it says may be our import or Fathom, don't know records gone. So no. Need mention if there is evidence Fathom made false statements and Quarry Ridge had facts indicating Fathom knew before report, could change; but not present.

Need "Whether Fathom should move now, seek targeted discovery, or take another concrete course." Need likely recommend seek targeted discovery on exact report receipt date before moving for judgment on limitations? But maybe Fathom should move now if record indicates untimely? Let's evaluate. The exact threshold is Jan2,2023. Exhibits support receipt no later than Jan10,2023 and no earlier than Dec20,2022. Counsel says delivery after holidays. "After the holidays" could mean after Dec 25/Jan 1? If after holidays likely Jan2 or later. But not a date. If Fathom moves now for judgment on limitations based on professional negligence, court may find factual dispute about report receipt. The defendant bears initial burden to establish apparent untimeliness. Does Fathom have initial burden? It can point to report dated Dec20, board Jan10, filing May2. But apparent untimeliness? The ordinary period appears to have expired if discovery Dec20 2022 (deadline Dec20 2024) but if Jan10 2023, period unexpired/tolled to May10. The record is ambiguous; cannot say apparent untimeliness? Fathom may be able to argue report dated Dec20 means discovery at latest? Actually report dated Dec20 and board Jan10. Fathom's initial burden is to establish apparent untimeliness. It can show report dated Dec20, 2022, two years before Dec20,2024, and complaint May2,2025, so on face untimely. But Quarry Ridge can raise delayed discovery/tolling. Rule 8: defendant initial burden apparent untimeliness; claimant burden proving delayed discovery or tolling once ordinary period appears expired. If report dated Dec20, ordinary period appears expired (if assume receipt Dec20). But there is no delivery date. The claimant can argue it didn't receive until after holidays (maybe Jan10), so not apparent? Fathom must produce enough to put burden on Quarry Ridge. The missing delivery date is critical. Strategy: Seek targeted discovery to compel the missing fact (delivery/receipt date) before moving. Or move for judgment after obtaining? Need decide concrete course. The assignment asks: "identify the one missing fact that must be obtained before Fathom decides whether to move for judgment on limitations." And "Whether Fathom should move now, seek targeted discovery, or take another concrete course." So answer: do not move now on the present record; seek targeted discovery for exact report delivery/receipt date, including forensic accountant's transmittal email, portal logs, Quarry Ridge receipt emails, controller/board calendars, and maybe declarations. Once date obtained: if before Jan2, 2023, move for judgment on limitations as to professional negligence (and maybe fraud? no fraud timely; contract timely). If on/after Jan2, 2023, professional negligence claim timely; don't move on limitations (except perhaps if other defenses). But maybe Fathom should move now for summary judgment on professional negligence based on best evidence? Let's think.

Need consider procedural posture: Fathom sued; wants limitations analysis; decide whether to move for judgment on limitations. If Fathom moves now, can it establish apparent untimeliness? It has Ex2 dated Dec20, Ex3 Jan10. But no delivery. The report copy lacks delivery evidence. Quarry Ridge counsel says delivery occurred after holidays, no date. Fathom can argue the date of report and board minutes create a factual question? For initial burden, maybe Fathom can establish ordinary period expired by showing report dated Dec20 and filed May2. But if Quarry Ridge claims late receipt, Fathom lacks proof. The missing fact is exactly what determines. So better to seek targeted discovery first. However maybe Fathom should file a motion for judgment on limitations conditioned on producing date? Or request an order compelling production and then move. The assignment likely expects: seek targeted discovery for exact delivery date; do not move until obtained. Or maybe move now for judgment as to professional negligence if the only missing date is in Quarry Ridge's possession and Fathom can meet initial burden? But the prompt asks "one missing fact that must be obtained before Fathom decides whether to move" strongly implies don't decide/move now; obtain it first. So recommend targeted discovery. Need maybe "move for judgment now only if discovery shows receipt before Jan 2, 2023; if after, refrain; if Quarry Ridge refuses, move to compel and then, after adverse inference?" Need concrete.

Need also consider whether Fathom should move on contract claim? Contract timely, so no. Fraud timely on present record, so no limitations motion as to fraud. Professional negligence maybe time-barred if receipt before Jan2. Since only one claim at issue for limitations. Could move for judgment on professional negligence only after discovery. Could also consider motion for partial judgment on limitations as to professional negligence after obtaining date. If exact date unknown but likely after holidays (after Jan 1) maybe could be timely. But "after holidays" ambiguous: after Christmas? Could be Dec 26? If after Dec 25, threshold Jan2. Need not guess.

Need maybe calculate exact report delivery date at which May2 changes from untimely to timely in terms of "received" not "dated". Use "receipt date". Need show formula and table. Need maybe include day counts.

Need also analyze "whether the 120-day tolling agreement began before either possible deadline expired." It begins Nov1,2024. Earliest possible deadline Dec20,2024: no, began after expired. Latest possible deadline Jan10,2025: yes, began before expired (approx 70 days before? Nov1 to Jan10: 70 days? Let's compute: Nov1 to Jan10 2025: Nov 1 to Dec1 30, to Jan1 61, to Jan10 70. Yes 70 days). So tolling applies only to latest end, not earliest. Need mention for cutoff dates: original deadlines before Nov1 2024 not tolled; after Nov1 2024 tolled.

Need maybe identify "deadline range" for professional negligence: Before tolling: Dec20,2024 to Jan10,2025. After tolling: Dec20,2024 (untolled) to May10,2025. But because threshold for May2 is Jan2 receipt, adjusted deadline range for possible receipt Dec20-Jan10? If receipt Dec20 -> Dec20 2024; if receipt Jan10 -> May10 2025. So effective deadline range: Dec20,2024 through May10,2025. The complaint May2 falls within range: after earliest, before latest. Need state.

Need maybe compute effective deadline for each end and maybe table with receipt date, 2-year deadline, tolling? For earliest Dec20: 2yr Dec20,2024; expired before Nov1; adjusted Dec20,2024. For latest Jan10: 2yr Jan10,2025; unexpired; adjusted May10,2025. For threshold Jan2: 2yr Jan2,2025; unexpired; adjusted May2,2025. Could include.

Need be careful with "discovery does not require final quantification, certainty, or knowledge of legal theory." The report quantified but not required. Sept email no. Need mention that the report is "reliable technical report" because outside forensic accountant concluded data loss and attributed to Fathom. But if reliability contested? The report body exists. It identifies 11,400 lines overwritten and Fathom map caused loss. That satisfies. Need maybe note lack of delivery evidence doesn't affect substance of report, only date. Could also note that "actual injury" is data loss/overwritten invoice lines; Sept email only mismatch and possibility, no actual loss. "Factual connection" is Fathom's mapping; Sept email only maybe, not factual. So no start.

Need maybe analyze "contract claim must be filed within four years after breach, regardless of later discovery." Breach alleged Aug15,2021. Deadline Aug15,2025. Filed May2,2025 timely. Tolling would make Dec13,2025? Let's compute Aug15,2025 + 120 if tolled: Aug15 + 120: Aug31? Let's calculate: Aug15 to Sep15=31? Let's do exact: Aug15 +120. Aug has 31 days. From Aug15 to Aug31 =16 days (Aug16-31? If Aug15 day0, Aug31 day16). Sep30=46, Oct31=77, Nov30=107, Dec13=120. So Dec13,2025. But not necessary. Could mention even without tolling timely. Need maybe if breach date not proven? On complaint's own allegation, timely. Fathom not likely challenge.

Need maybe fraud claim details: If fraud discovery = report receipt, 3-year deadlines: earliest Dec20,2025; latest Jan10,2026. With tolling? Earliest unexpired Nov1,2024, adjusted: Dec20,2025 +120 = Apr18,2026; latest Jan10,2026 +120 = May10,2026? Wait Jan10,2026 +120: Jan10 2026 to May10 2026? 2026 nonleap, same 120 = May10. But filing May2 2025 timely. But is fraud discovery necessarily same as report? Need maybe if fraud discovered when Fathom made false assurances? The complaint alleges repeatedly said mismatch temporary until forensic report established permanent loss. For fraud, "facts constituting the alleged fraud" include false representation, knowledge, intent, reliance, damage. Discovery requires facts indicating falsity. The forensic report may be first time they knew permanent loss, but did it show Fathom's knowledge/mens rea? The record doesn't contain Fathom's internal knowledge. But for limitations discovery, not final proof. "Facts indicating falsity rather than mere error" - report shows loss was permanent and caused by Fathom map; if Fathom had said temporary, that indicates the assurance was false, but not necessarily that Fathom knew. Yet the rule only says facts indicating falsity, not scienter? It says fraud claim; knowledge of contradictory system results and contrary assurance may trigger inquiry, but claimant must possess facts indicating falsity rather than mere error. Maybe "falsity" includes that the statement was false, not that defendant knew? Fraud claim requires scienter but discovery of facts constituting fraud includes facts of falsity; maybe also facts of intent. The present record doesn't establish when Quarry Ridge had facts indicating Fathom knowingly misrepresented. The report may not show Fathom's state of mind. Thus earliest fraud discovery might be even later (e.g., when they discovered Fathom had known) not in record. But for timeliness, later discovery makes claim more timely. If we assume fraud discovered at report, earliest deadline Dec20,2025; still after filing. So on present record timely. Need state that even under earliest supported fraud-discovery date, it is timely. If Fathom wants to attack fraud, it would need additional facts showing Quarry Ridge earlier knew of Fathom's falsity; none in exhibits.

Need maybe address "The copy produced in discovery contains no transmittal email, download log, or received stamp." This is why missing fact. Demand: forensic accountant's delivery email, portal-access metadata, Quarry Ridge's receipt logs, email inboxes of controller/CFO/board members, board packets, and declarations. But "one missing fact" not evidence? The fact: exact date Quarry Ridge received the report (or first learned its substance). Need maybe demand specific documents that establish it. The question asks "specific missing evidence to demand." So say demand forensic accountant's delivery/transmittal email or portal metadata showing when Quarry Ridge accessed/downloaded the report; alternatively Quarry Ridge's internal receipt log/email showing when the report was first opened/received. Need maybe also board packet date? But one fact can be established by multiple. Could say the dispositive missing fact is the date of receipt; demand the forensic accountant's delivery email/portal-access metadata (or Quarry Ridge's received-stamp/email) to prove it.

Need maybe think about possible "after the holidays" and "exact report-delivery date at which May 2 changes from untimely to timely." If delivery after holidays: if holidays means Dec 25 and Jan 1, after holidays could be Jan2 or later? Then timely. But if "after the holidays" could mean after Christmas (Dec26-31), threshold Jan2. Need not assume.

Need maybe include legal burdens. Fathom initial burden to establish apparent untimeliness. On current record, can it? Let's analyze in depth for strategy. The rule: defendant bears initial burden to establish apparent untimeliness. The claimant bears burden of proving delayed discovery or tolling once ordinary period appears expired. Fathom's exhibits: complaint filed May2,2025; report dated Dec20,2022; board minutes Jan10,2023. If the report was delivered Dec20,2022, deadline Dec20,2024, expired. But Fathom doesn't have delivery date. The report's date alone isn't proof of receipt. But for initial apparent untimeliness, maybe date of report plus board minutes show Quarry Ridge had report by Jan10,2023; two-year deadline Jan10,2025; with tolling May10,2025; not apparently untimely. So the latest possible date defeats apparent untimeliness. The earliest possible date makes it untimely. Since the record contains a possible timely date, Fathom may not meet initial burden unless it can show receipt earlier than Jan2. It lacks that. Therefore moving now risks denial. It should seek discovery to pin date. If Quarry Ridge admits/produces receipt before Jan2, Fathom can move. If after, don't. If Quarry Ridge refuses, move to compel, then maybe move with adverse inference? But better concrete: issue a targeted request/ motion to compel production of the missing delivery evidence, and perhaps a proposed order requiring Quarry Ridge to identify the report-receipt date by sworn declaration. Then decide. Could also file a protective order? No.

Need maybe discuss if Fathom should "move now" for judgment on limitations as to professional negligence based on "date of report"? If the court treats report date as discovery date under rule 3? Rule 3 says reliable technical report starts period when claimant receives report, not when dated. So cannot use date alone. Need receipt. Thus no.

Need maybe discuss "seek targeted discovery" specifics: (1) all documents relating to delivery/transmission/receipt of the forensic report, including the forensic accountant's email, portal metadata, download/access logs, and Quarry Ridge's email/Intranet records; (2) a sworn statement from Quarry Ridge controller/CFO/board secretary identifying when first received and when board first considered; (3) maybe forensic accountant's business records of delivery. But the assignment says one missing fact; we can list evidence to obtain that fact. Need avoid too broad? Targeted discovery, not broad.

Need maybe mention alternative: If Quarry Ridge's counsel says delivery occurred "after the holidays," Fathom can use that concession? It may narrow to after Dec25/Jan1. But still includes Dec26-31 (untimely if before Jan2) and Jan2+ (timely). Need exact date. If "after the holidays" means after New Year (Jan 2), then timely. But ambiguous. Need obtain.

Need maybe compute exact date "after the holidays"? No.

Need maybe include final recommendation: Fathom should not move for judgment on limitations yet. It should seek the missing receipt date through targeted discovery. If the date is before Jan 2, 2023, move for judgment on the professional-negligence claim as time-barred (and maybe preserve fraud/contract not time-barred). If date is Jan 2 or later, do not move on limitations for professional negligence; consider other defenses. If Quarry Ridge fails to produce, move to compel and, if necessary, argue that the unexplained absence of delivery evidence supports Fathom's position? But burden remains. Could also request that the court direct Quarry Ridge to produce the forensic accountant's delivery records by a set date, then refile limitations motion. Need maybe "take another concrete course" could be "propose a stipulated discovery schedule and a joint statement of undisputed facts with a one-line question: when did Quarry Ridge receive the report?" But likely discovery.

Need maybe include nuance: The tolling agreement expired Feb28,2025 and expressly did not revive expired claims. It does not toll a period that expired before Nov1. So for any report receipt before Nov1,2022? Not relevant. For Dec20-Jan10 range, only Jan2 threshold? Actually any original deadline after Nov1 2024 means receipt after Nov1 2022. So receipt Dec20-Jan10 all after Nov1 2022, so original deadline Dec20-Jan10 2024/2025. Wait earliest Dec20 2022 -> deadline Dec20 2024, which is after Nov1 2024? No Dec20 2024 is after Nov1 2024? Wait I made a mistake! December 20, 2024 is after November 1, 2024, not before. Oh! Need re-evaluate. The tolling agreement: every limitations period still unexpired on November 1, 2024 would be suspended. If original deadline Dec20, 2024, on Nov1,2024 it is still unexpired (50 days left). It has not expired before Nov1. I earlier said expired before Nov1 incorrectly. Wait deadline Dec20,2024 is after Nov1,2024, so unexpired. The agreement begins Nov1,2024, before Dec20. So it tolls even earliest deadline! I need correct. Very important. Let's recalc. Original deadline Dec20,2024. On Nov1,2024, 49/50 days remain. Suspended 120 days; adjusted deadline Dec20,2024 + 120 days = Apr18,2025? Let's compute Dec20,2024 +120: Dec21? We calculated Dec20 +120 = Apr18,2025? Let's verify: Dec20 2024 to Jan20 2025 =31 days? Dec21-31=11, Jan1-20=20 total31. Feb20=59? Jan20 to Feb20=31 (Feb? Jan has 31; Jan20->Feb20 =31). Mar20=90, Apr18=118? Need exact. Let's compute with date addition: Dec20 +120 days. Dec20 day of year 2024: 355? 2024 leap: Jan31 31, Feb29 60, Mar31 91, Apr30 121, May31 152, Jun30 182, Jul31 213, Aug31 244, Sep30 274, Oct31 305, Nov30 335, Dec20 355. +120 =475; subtract 366 =109 of 2025. Day109 2025: Jan31=31, Feb28=59, Mar31=90, Apr19=109? Apr1=91, Apr19=109. So Apr19,2025? Let's count differently: Dec20 to Dec31 =11 days (Dec21-31). +120 means remaining 109 days into 2025. Jan31=31, Feb28=59, Mar31=90, need 19 days into April -> Apr19. Yes Dec20 +120 = Apr19,2025. Earlier I thought Apr18; correct is Apr19 if adding 120 from Dec20. Check Dec31 +120: Dec31 day366 +120 =486-366=120 of 2025 -> May1? Day120: Jan31, Feb28=59, Mar31=90, Apr30=120 -> Apr30? Wait day120 = Apr30? Since Jan1 day1; Apr30 day120? Jan31 + Feb28 + Mar31 + Apr30 =120. Yes Dec31 +120 = Apr30, 2025. Dec20 +120 = Apr19? Dec20 to Dec31 11 days, plus 109 -> Apr19 (day109). Apr19 day109. Yes.

Jan10,2024? No Jan10,2025 +120 = May10,2025 as before.

So the tolling agreement begins before both possible deadlines (Dec20 2024 and Jan10 2025) expired. It tolls both. It does not revive any expired before Nov1, but none in range expired before Nov1. Wait if discovery earlier than Nov1,2022, deadline before Nov1,2024, not in range. For Dec20-Jan10 range, all deadlines Dec20 2024-Jan10 2025, all after Nov1 2024. So tolling applies to both ends. This changes exact cutoff! Need recompute threshold for May2 timely with tolling for all dates in range.

We need be very careful. Original deadline = R + 2 years. If R in Dec20,2022-Jan10,2023, original deadline Dec20,2024-Jan10,2025. All are after Nov1,2024? Dec20,2024 is after Nov1,2024. Yes. Thus tolling applies to all possible deadlines in range. Adjusted deadline = original + 120 days. Need find R such that adjusted deadline >= May2,2025. R+2+120 >= May2. R+2 >= May2 -120 = Jan2,2025. So R >= Jan2,2023. Same threshold! Interesting threshold unchanged because tolling applies to all range. But earlier no tolling for Dec20; adjusted Dec20 = Apr19, still before May2. For R Dec31: original Dec31,2024 +120 = Apr30, untimely. R Jan1: original Jan1,2025 +120 = May1? Let's recalc Jan1 +120 = May1? Jan1 day1? Jan1 +120: Jan31 =30? Let's use day count: Jan1 2025 day1 +120 = day121? May1 day121? Jan31=31, Feb28=59, Mar31=90, Apr30=120, May1=121. So Jan1+120 = May1. Yes. R Jan2 -> May2. So threshold Jan2 still. Good. But effect of tolling: it began before either possible deadline expired. Need state that. I must correct in final. Important.

Need recalc effective deadline range after tolling: earliest Dec20,2022 -> original Dec20,2024, tolled to Apr19,2025. latest Jan10,2023 -> original Jan10,2025, tolled to May10,2025. So even earliest deadline is Apr19,2025; complaint May2 is 13 days late at earliest end. The effective deadline range is Apr19,2025 through May10,2025. Wait if receipt Dec20, deadline Apr19; if receipt Jan10, deadline May10. The filing May2 is within range: after Apr19, before May10. Thus threshold Jan2. Good.

Need check if original deadline Dec20,2024 "still unexpired on Nov1,2024"? Yes, because Dec20 is 50 days after Nov1. Need maybe if deadlines expire at end of day; on Nov1 it's unexpired. So tolling applies.

Need maybe recalc for earliest Dec20 +120: is it Apr18 or Apr19? Need be exact. Let's verify using date arithmetic carefully. Important because final may include exact deadlines. Let's calculate Dec 20, 2024 + 120 calendar days.

Method: Count days after Dec 20. Dec 21 = day1, Dec 22=2, ... Dec31=11. Jan1=12, Jan31=42? Let's count: Dec21-31 = 11 days. Jan1-31 =31, cumulative 42. Feb1-28=28, cumulative70. Mar1-31=31, cumulative101. Apr1=102, Apr18=119? Apr19=120. Yes Dec20+120=Apr19. Let's verify with known: Dec25+90 = Mar24? Not relevant. Use Python mentally: date(2024,12,20)+timedelta(120). Dec 20 to Jan 20 =31 days (because Dec has 31: Dec 21-31 11 + Jan1-20 20 =31). Jan20 to Feb20 =31 days (Jan21-31 11 + Feb1-20 20? Actually Jan20 to Feb20 =31? Jan21-31=11, Feb1-20=20 total31). Cumulative62. Feb20 to Mar20=28 days (Feb21-28=8, Mar1-20=20 total28). Cumulative90. Mar20 to Apr19=30 days (Mar21-31=11, Apr1-19=19 total30). Cumulative120. Yes Apr19. Good.

Jan10,2025 +120: Jan11-31=21, Feb28=49, Mar31=80, Apr30=110, May10=120. May10. Good.

Nov1,2024 to Dec20,2024 days? Nov1 to Dec20: Nov2-30=29, Dec1-20=20 total49. So 49 days remained? If deadline Dec20, from Nov1 to Dec20 inclusive? The period had 49 days (Nov1 to Dec20 maybe 50 calendar days? If unexpired, no need). Tolling 120 days adds.

Need maybe calculate original deadline for Jan2,2023: Jan2,2025 +120 = May2,2025. Check Jan2 +120: Jan3-31=29? Jan2 day0; Jan31=29 days; Feb28=57; Mar31=88; Apr30=118; May2=120. Yes.

Need maybe calculate if original deadline exactly Nov1,2024? Not relevant but for general threshold maybe. But we can state all dates in supported range produce original deadlines after Nov1, 2024, so tolling applies.

Need revisit "earliest and latest discovery dates supported by Exhibits 2 and 3." If earliest Dec20,2022, latest Jan10,2023. But could earliest be Dec21? If report dated Dec20, delivery cannot be before Dec20; could be same day. So earliest Dec20. Good.

Need maybe analyze "The copy produced in discovery contains no transmittal email, download log, or received stamp." It may affect evidence of receipt; but board minutes show review Jan10. Could the latest discovery date be Jan10, 2023? Need if board "reviewed" report at Jan10 meeting, did they receive it on Jan10? The latest possible date supported by exhibits might be Jan 9, 2023, because to review at a Jan 10 board meeting they must have had it before the meeting. But board minutes might be created after and "reviewed" could include during meeting. The prompt likely expects latest Jan 10, 2023. It asks exact cutoff Jan2; if latest Jan10, still. Need maybe phrase: "no later than January 10, 2023; for a conservative outer bound, January 10 (or January 9 if the minutes require prior receipt, but that does not change the cutoff)." This shows nuance. But final should be clear: earliest Dec20, latest Jan10.

Need maybe consider "reliable technical report identifying data loss and attributing it to the defendant ordinarily starts the discovery period when the claimant receives the report." The report dated Dec20. If report was produced in discovery but no delivery stamp. The board minutes show board reviewed forensic report attributing overwrite to Fathom. Does board review prove the whole company discovered? Claimant is Quarry Ridge; board minutes likely impute knowledge. Yes. Could argue if only board learned Jan10 but controller had email Sept14? But report maybe not known to controller. Discovery rule is claimant discovered through reasonable diligence; board knowledge imputed. If report delivered to board but not controller, still discovered? Probably yes, claimant as entity. Need maybe note.

Need maybe analyze whether September email plus Fathom's assurance could start fraud or negligence earlier. For negligence no. For fraud maybe "knowledge of contradictory system results and defendant's contrary assurance may trigger inquiry, but claimant must possess facts indicating falsity rather than mere error." Sept14: contradictory system results? Old/new totals don't match. If Fathom said temporary (as alleged), then they had contradictory results and assurance. But they didn't know actual records gone; "may be import or Fathom." No facts indicating Fathom's assurance false; only mismatch could be setup error or Fathom mapping. So insufficient. If Fathom repeatedly said temporary while reports showed permanent? Not in record. So no earlier fraud discovery.

Need maybe consider "actual injury and factual connection between injury and defendant's work." The forensic report identifies actual injury (overwritten invoice lines, collection loss) and connection (Fathom migration map). So starts. It also quantifies probable collection loss; not required but supports. Need maybe "actual injury" could be data loss, not just mismatch. Sept email says totals don't match but not know records gone. No actual injury. Good.

Need maybe discuss "delayed discovery" burden. If Fathom moves after obtaining date before Jan2, Quarry Ridge may argue delayed discovery? But the date is discovery. If date before Jan2, no. If date after Jan2, professional negligence timely. Tolling also. Need maybe mention that if exact receipt date is before Jan2 but Quarry Ridge argues it did not know until Jan10 despite report, Fathom can use board minutes and delivery records. The missing fact resolves.

Need maybe calculate contract claim with tolling? It is timely even without. But if breach Aug15,2021, four-year deadline Aug15,2025. Filing May2,2025 timely. If tolling applies (unexpired Nov1 2024), adjusted Dec13,2025. Need maybe say no limitations defense to contract. But wait: Contract claim filed May2,2025; breach Aug15,2021; four years after breach is Aug15,2025. Yes.

Need maybe fraud claim with tolling: If fraud discovery earliest Dec20,2022, 3-year deadline Dec20,2025; unexpired Nov1,2024; tolling adds 120 = Apr18 or Apr19? Dec20,2025 +120: 2025 nonleap. Dec20 +120: Dec21-31=11, Jan31=42, Feb28=70, Mar31=101, Apr19=120? Yes Apr19,2026. Wait original deadline Dec20,2025 +120 = Apr19,2026. Latest Jan10,2026 +120 = May10,2026. So fraud deadlines Apr19-May10 2026. Filing May2 2025 timely. If no tolling, still Dec20,2025. Good.

Need maybe note the tolling agreement expired Feb 28, 2025. Does it affect fraud/professional deadlines? Rule 7 says add suspended days to original deadline. The agreement expired before adjusted deadlines; that's normal: tolling period ended, remaining time runs. For professional negligence latest, original deadline Jan10 2025; suspension 120 days from Nov1 2024 to ~Mar1 2025; then remaining 40 days to May10. Agreement expiration Feb28/ Mar1 doesn't cut off the added days; it just ends the suspension. Need maybe explain to avoid confusion: "Although the agreement expired February 28, 2025, it still extends the original deadline by 120 days under Rule 7; it does not mean the deadline is capped at February 28, 2025." But if original deadline Jan10 2025, the agreement expired before original deadline? Wait suspension period ended before original deadline? Let's map: Original deadline Jan10 2025. On Nov1 2024, 70 days remain. Tolling for 120 days means from Nov1 to Mar1 2025 no time runs; then 70 days remain? Actually if 70 days remain and you suspend 120 days, new deadline is 120+70 =190 days from Nov1 = Apr30/May10? Nov1 +190: Nov1 to May10? Nov1 to Dec1 30, Jan1 61, Feb1 92, Mar1 123, Apr1 153, May1 184, May10 193? Hmm not exact. But rule says original +120 = Jan10+120 = May10. That is 190 days after Nov1? Jan10 is 70 days after Nov1; +120 =190. Yes May10. The agreement expired Feb28 (about 119 days after Nov1). After expiration, remaining 40 days? Wait if suspension ended Feb28, original deadline Jan10 had already passed? Let's think timeline: Original deadline Jan10. Without tolling, it would expire Jan10. But tolling started Nov1 and suspends for 120 days. Does the clock stop for 120 days, then resume with the amount of time that had remained at Nov1 (70 days). So the new deadline is Feb28 + 70 days = Apr28/May10? Feb28 +70: Mar31 (31), Apr30 (61), May10 (71) maybe May10. So yes. The agreement expiration Feb28 is before original deadline? Actually original deadline Jan10 would have occurred during the suspension, but because suspended, it doesn't expire then. It expires after suspension plus remaining days. This is consistent. The phrase "agreement expired February 28, 2025" may be the end of tolling period, not the deadline. Good.

Need maybe compute 120-day tolling period from Nov1 2024: If Nov1 is day 1, 120 days ends Feb28 2025? Let's check: Nov1 day1, Nov30 day30, Dec31 day61, Jan31 day92, Feb28 day120. Yes if inclusive Nov1 through Feb28. If day0, ends Mar1. They state expired Feb28, so likely inclusive. Then remaining time resumes Mar1. For original Jan10, remaining 70 days from Nov1? If Nov1 to Jan10 inclusive? Nov1-Jan10: Nov1 day1 to Jan10 day71? But no need.

Need maybe mention "The agreement does not revive expired claims" but none in the supported professional-negligence range were expired before Nov1. If report had been received before Nov1,2022, its 2-year deadline before Nov1,2024 would not be tolled. But not in exhibits.

Need maybe consider if the complaint filed May2,2025, after tolling agreement expired Feb28,2025. That's okay; deadline can be after expiration. For latest Jan10, adjusted May10. For threshold Jan2, adjusted May2. Good.

Need maybe produce a table:

Report receipt (discovery) | 2-year deadline | Unexpired Nov 1, 2024? | Tolled deadline | May 2, 2025?
Dec 20, 2022 | Dec 20, 2024 | Yes | Apr 19, 2025 | Late
Dec 31, 2022 | Dec 31, 2024 | Yes | Apr 30, 2025 | Late (by 2 days)
Jan 1, 2023 | Jan 1, 2025 | Yes | May 1, 2025 | Late (by 1 day)
Jan 2, 2023 | Jan 2, 2025 | Yes | May 2, 2025 | Timely
Jan 10, 2023 | Jan 10, 2025 | Yes | May 10, 2025 | Timely

Need check Dec31 +120 = Apr30, yes. Jan1+120=May1. Good.

Need maybe include formula: For receipt date R in range, adjusted deadline = R + 2 years + 120 days. May 2 timely if R + 2 years + 120 ≥ May 2, 2025 => R ≥ Jan 2, 2023.

Need maybe exact "report-delivery date at which May 2 changes from untimely to timely" = January 2, 2023. Need specify "delivery/receipt date" not report date. If report delivered Jan2, 2023. If "delivery" by forensic accountant vs Quarry Ridge receipt? Rule says when claimant receives report. The missing fact is receipt date. Counsel states delivery occurred after holidays. If delivery = sent, but receipt maybe later. Need use "receipt (or actual delivery/access) date". The exact date at which complaint changes: the date Quarry Ridge received the report. If it was received Jan2. If the forensic accountant delivered on Jan2 but Quarry Ridge received Jan3? The rule says receives; so the dispositive date is receipt. But question says "exact report-delivery date" maybe use delivery as proxy. Need say "the date on which Quarry Ridge actually received or accessed the report (the date its counsel calls delivery)."

Need maybe mention if report was delivered to a person without authority? Not in record. Assume board/controller. Need not.

Need maybe analyze "apparent untimeliness" and burden more thoroughly. Let's craft a section:

- Fathom's initial burden: It can show complaint filed May2,2025 and report dated Dec20,2022. But because Rule 3 requires receipt, and the record lacks receipt, the latest supported receipt Jan10,2023 yields a tolled deadline May10,2025, making the claim potentially timely. Therefore Fathom cannot yet say the claim is apparently time-barred; there is a material factual gap. If it moves now, Quarry Ridge can argue delayed receipt and tolling; Fathom lacks the missing fact. So Fathom should first obtain the receipt date. Once it obtains date before Jan2, it can meet initial burden and shift to Quarry Ridge; then move for judgment on limitations as to professional negligence. If date after Jan2, no limitations defense for prof negligence.

Need maybe "move for judgment on limitations" could mean summary judgment? "judgment on limitations" maybe motion for judgment on the pleadings? We can phrase generally.

Need maybe discuss "take another concrete course" could be: (1) Send a targeted discovery request / motion to compel for the forensic accountant's delivery email/portal metadata and Quarry Ridge's receipt logs; (2) request a sworn declaration from Quarry Ridge identifying the exact date it received the report; (3) after production, file a limitations motion only if date < Jan 2; if date ≥ Jan2, abandon limitations defense on professional negligence and consider other defenses (e.g., breach of contract? no, fraud? no). If Quarry Ridge refuses, move to compel and then seek adverse inference or ruling. Could also propose a stipulation: "Quarry Ridge received the forensic report on [date]." But if no, discovery.

Need maybe include "specific missing evidence to demand" as bullet:
- Forensic accountant's transmittal/delivery email showing date/time sent and recipient.
- Portal-access/download metadata showing first access/download by Quarry Ridge personnel.
- Quarry Ridge's internal email or document-management record with received stamp / first opening of report.
- Sworn declaration from the person who first received it and from board secretary about when report was first made available to board.
But the "one missing fact" is exact date; evidence can be any of these. Need maybe not demand all? The question says "specific missing evidence to demand." Could say "Demand the forensic accountant's delivery email or portal-access metadata (or Quarry Ridge's received-stamp) that fixes the receipt date." To be safe, list targeted categories but emphasize dispositive fact.

Need maybe check if "after the holidays" could mean after Christmas only, not after New Year. If delivery Dec26, then untimely. So exact needed.

Need maybe discuss "final quantification" not required. The report quantified $2.4M, but even if not, discovery could start. The Sept email lacked actual injury. Good.

Need maybe mention "factual connection" in Sept email: "may be our import setup or Fathom's mapping" is speculative, no factual connection. No actual injury: "do not yet know whether records are actually gone." So insufficient.

Need maybe mention "the board minutes authorize a claim" indicates they knew by Jan10. It may also be evidence against Quarry Ridge if it claims later discovery. But the report could have been received earlier. The board minutes cap latest discovery.

Need maybe discuss "contract claim and fraud claim" in context of motion: Since contract and fraud are timely, a limitations motion only could target professional negligence. If professional negligence is also timely, no limitations motion. If professional negligence time-barred, move for judgment on that claim only; contract and fraud survive. Need maybe mention if Fathom wants judgment on all claims? Not based on limitations. Could move on other grounds, but not asked.

Need maybe consider if professional negligence claim is alternative to contract; if contract timely, even if negligence barred, claim remains. So Fathom's strategy may not be to seek judgment on all claims, only prof neg. Need say.

Need maybe consider if fraud claim could be time-barred if fraud discovered earlier than report? On present record no. But if Fathom has evidence of Fathom's assurances and Quarry Ridge's knowledge, maybe. But not in exhibits. So no limitations defense to fraud.

Need maybe include "apparent untimeliness" with tolling: For professional negligence, if receipt Dec20,2022, unadjusted deadline Dec20,2024, but tolling to Apr19,2025. Complaint May2 late by 13 days. If receipt Jan2, deadline May2 timely. So a 13-day window? Actually from Dec20 to Jan2 is 14 days? Dec20-Jan2 =14 days? Dec21-31=11, Jan1-2=2 total13? Dec20 to Jan2 is 13 days. The effective deadline range Apr19-May2? Wait if receipt Dec20 -> Apr19; Jan2 -> May2; Jan10 -> May10. So a 21-day range? Dec20-Jan10 =21 days; adjusted range Apr19-May10 =21 days. Complaint May2 is 13 days after Apr19 and 8 days before May10. Threshold Jan2. Good.

Need maybe verify date difference: Dec20,2022 to Jan10,2023 = 21 days? Dec21-31=11, Jan1-10=10 total21. Adjusted deadlines: Apr19 to May10 =21 days. May2 is 13 days after Apr19? Apr20=1, May2=13. And 8 days before May10 (May3=1,... May10=8). Good.

Need maybe consider "original deadline plus suspended days" if original deadline Dec20,2024, +120 = Apr19,2025. Filing May2 is untimely by 13 days. If original Jan1,2025 +120 = May1, untimely by 1 day. If Jan2, timely. Good.

Need maybe think about if "filing on adjusted deadline is timely" means if deadline May2, filing May2 timely. Yes.

Need maybe include "calendar days" and year addition. Need no weekends/holidays. Filing May2,2025 maybe a Friday? 2025 May 2 is Friday? Let's check: Jan1 2025 Wednesday? Actually 2025 Jan1 Wednesday. May2 Friday. No issue. Adjusted deadline May10 Saturday? Jan10 2025 Friday? Jan1 Wed, Jan10 Fri. +120 = May10 Saturday. Filing May2 Friday before. If deadline falls on weekend, maybe next business day? Not specified; ignore. But if adjusted deadline May2 Friday, fine. If May10 Saturday, maybe next business day May12? Not needed. The exact cutoff May2 is Friday. Good.

Need maybe consider if adding 2 years to a date in a leap year? Discovery dates 2022/2023 not Feb29. Deadlines 2024/2025 not Feb29. Good.

Need maybe include "The report's lack of transmittal email means Fathom cannot prove earlier receipt; Quarry Ridge cannot prove later? Actually Quarry Ridge counsel says after holidays, but no date. The missing fact is in Quarry Ridge's/forensic accountant's control. Fathom should demand."

Need maybe discuss "one missing fact that must be obtained before Fathom decides whether to move" in final with bold: exact date Quarry Ridge received the forensic report (i.e., the date it first learned of the 11,400 overwritten lines and Fathom attribution). Because Jan2,2023 is the pivot.

Need maybe structure final answer:

1. Short answer / conclusion.
2. Step-by-step analysis:
   A. September 14 email.
   B. Discovery date range from Ex2/Ex3.
   C. Professional negligence deadline and tolling calculations (table).
   D. Pivot date for May2 complaint.
   E. Contract claim.
   F. Fraud claim.
   G. Missing evidence.
   H. Recommended course.

Need ensure final answer addresses all bullet points explicitly.

Let's draft with legal precision.

Potential pitfalls:
- Initial burden: If Fathom moves now, maybe it can argue report dated Dec20 and board minutes Jan10; even latest Jan10 plus tolling May10, filing May2 timely, so not apparently untimely. Thus Fathom should not move now. Need state.
- "apparent untimeliness" maybe if using earliest Dec20, but because claimant can raise delayed receipt, Fathom must prove? The rule says defendant initial burden apparent untimeliness; claimant burden delayed discovery/tolling once ordinary period appears expired. The "ordinary period" maybe based on date of report? But ordinary period appears expired only if receipt date known or imputed. Since not known, not apparent. Need articulate.

Let's analyze burden more carefully to ensure recommendation. Suppose Fathom files motion: It says professional negligence filed May2,2025. Report dated Dec20,2022; two-year deadline Dec20,2024 (or Jan10,2025? Actually report date not receipt). If using report date, deadline Dec20,2024. But rule says discovery starts on receipt, not date. Fathom can't use date alone. It can argue the report was dated Dec20 and board reviewed by Jan10, so receipt no later than Jan10; two-year deadline Jan10,2025; with tolling May10,2025, timely. That actually shows not untimely at latest. To establish apparent untimeliness, Fathom must show receipt earlier than Jan2. It doesn't. So no.

Could Fathom argue that the report's date is conclusive or presumptive of receipt? No, Rule 3 says receipt. So no.

Need maybe mention "the missing fact is not merely the forensic accountant's sending date; it must be Quarry Ridge's receipt date. A sending date alone is not enough if Quarry Ridge received it later; conversely, receipt can be established by access logs." Good.

Need maybe discuss "after the holidays" could be a stipulation that delivery occurred after Dec 25/Jan 1. If after Jan1, then possible Dec? If after holidays (plural) often means after Christmas and New Year? Ambiguous. It doesn't fix Jan2. Need exact.

Need maybe consider "tolling agreement expired Feb 28, 2025" and "expressly did not revive expired claims." Need state: It did not revive any claim because no supported deadline in range had expired before Nov1, 2024. If there had been an earlier discovery date before Nov1,2022, no tolling. But not in exhibits. Actually if report receipt Nov1,2022, deadline Nov1,2024; on Nov1,2024 maybe expired? But not range. Not needed.

Need maybe exact date for tolling agreement start: Nov1,2024. It suspended unexpired periods. For professional negligence, original deadlines in range Dec20,2024-Jan10,2025. All unexpired on Nov1,2024. So tolling applies. It adds 120 calendar days. For contract, original deadline Aug15,2025, unexpired; tolling adds 120 but already timely. For fraud, original deadline Dec20,2025-Jan10,2026, unexpired; tolling adds, but already timely.

Need maybe mention "If the exact receipt date is Jan 2, 2023, the adjusted professional-negligence deadline is exactly May 2, 2025, and filing on the adjusted deadline is timely under Rule 7." Good.

Need maybe include "The earliest and latest discovery dates supported by Exhibits 2 and 3" maybe:
- Earliest: Dec 20, 2022, the date of the forensic report. No exhibit supports receipt before the report's date.
- Latest: Jan 10, 2023, the date board minutes state the board reviewed the report. If the board could not have reviewed it without receiving it, receipt no later than that date. Some might argue Jan 9, but Jan 10 is the safe outer bound; it does not change pivot.

Need maybe mention "board minutes authorize claim" shows knowledge and perhaps waives any later discovery argument beyond Jan10. Good.

Need maybe include "The September email does not start the period, so we do not use Sept14,2022 as discovery. If it did, deadline Sept14,2024 +120 = Jan12,2025? Let's compute Sept14,2024+120 = Jan11,2025? Sept14 +120: Sept15-30=16, Oct31=47, Nov30=77, Dec31=108, Jan11=120? Jan12? Let's not. Not needed. But could mention it would be untimely, but it doesn't start. Avoid confusion.

Need maybe analyze if September email could start fraud because "contradictory system results and defendant's contrary assurance may trigger inquiry." The complaint alleges Fathom said mismatch temporary until report. If Fathom made assurance before Sept14? The Sept14 email says totals don't match, may be import or Fathom. If Fathom had said temporary, then Quarry Ridge had contradictory results and assurance. But standard says must possess facts indicating falsity rather than mere error. At Sept14 they didn't know records gone; could be temporary or setup. So no facts indicating falsity. The forensic report is first facts indicating actual permanent loss. Even for fraud, if the report doesn't show Fathom's knowledge, but at least objective falsity. On present record, fraud discovery no earlier than report. So timely.

Need maybe mention "The fraud claim is not helped or hurt by the professional-negligence pivot; it has a three-year period and is timely under all supported dates." Good.

Need maybe final recommendation with conditions:
- Do not file a limitations motion now. The record contains a material factual dispute / missing fact. A motion now would be premature and likely denied as to professional negligence because Fathom cannot carry initial burden of apparent untimeliness without the receipt date.
- Seek targeted discovery: demand the forensic accountant's delivery/transmittal email or portal-access metadata and Quarry Ridge's receipt logs; request a sworn declaration of first receipt. If Quarry Ridge refuses, move to compel. Consider a stipulated question.
- After obtaining date:
   * If receipt < Jan 2, 2023: file motion for judgment on limitations as to professional negligence (and only that claim), attaching calculations; argue tolling does not save it (even with 120 days, adjusted deadline before May2). Contract and fraud remain timely; do not seek dismissal of those on limitations.
   * If receipt ≥ Jan 2, 2023: do not move on limitations for professional negligence; the claim is timely. Consider other defenses (merits, contract, fraud elements) but not limitations.
   * If receipt cannot be produced, press for adverse inference or seek a ruling, but do not assume.

Need maybe if receipt date is Jan2 exactly, filing timely; if Jan1, one day late. So the "exact report-delivery date at which May 2 changes from untimely to timely" is Jan2, 2023. Need maybe state "on or after" vs "after". If received Jan1, untimely; Jan2, timely. So changes between Jan1 and Jan2. The exact date is Jan2.

Need maybe include calculations for contract and fraud with tolling? Let's compute exact adjusted contract deadline: Aug15,2025 +120 = Dec13,2025? Let's verify: Aug15 2025 to Aug31 =16 days (Aug16-31). Sep30=46, Oct31=77, Nov30=107, Dec13=120. Yes Dec13,2025. If deadline Aug15, 2025 (without tolling), May2 timely. If tolling, Dec13,2025. Could include.

Fraud adjusted deadlines: earliest Dec20,2025 +120 = Apr19,2026; latest Jan10,2026 +120 = May10,2026. Let's verify Dec20,2025 +120: Dec21-31=11, Jan31=42, Feb28=70, Mar31=101, Apr19=120. Yes Apr19. Jan10,2026 +120: Jan11-31=21, Feb28=49, Mar31=80, Apr30=110, May10=120. Good.

Need maybe mention if fraud discovery could be later than report, deadlines later, still timely. If Fathom wants to argue fraud time-barred, it would need evidence of earlier discovery of facts constituting fraud; none.

Need maybe consider if "contract claim must be filed within four years after breach, regardless of later discovery" and tolling agreement "every limitations period still unexpired on Nov1,2024". Contract deadline Aug15,2025 unexpired, so tolled to Dec13,2025. But filing May2,2025 before both. Good.

Need maybe consider if "breach occurred Aug15,2021" alleged in complaint. Fathom may not accept; but on present record, yes. If breach later? If breach after May2,2021? Four-year deadline after May2,2025? Not likely. But we can say "Taking the complaint's alleged breach date as given." Good.

Need maybe include "The limitations analysis assumes the forensic report is reliable and sufficient under Rule 3; the only disputed point is receipt date, not the report's content." Good.

Need maybe include "The board minutes do not independently show the exact date the report was received, only that the board had it by Jan10. They cap the latest date but do not fix the date." Good.

Need maybe include "The lack of transmittal email/download log/received stamp means neither side currently has proof of the pivotal date. Fathom should demand it." Good.

Need maybe final answer in a professional legal memo style. Use headings.

Let's also think about possible alternative interpretations:
- Could earliest discovery be Jan10,2023 because the report, despite dated Dec20, was not received until board minutes? No, earliest supported by Ex2/Ex3 is Dec20. But if no delivery evidence, can Fathom argue earliest? The report's date is a date; it supports that report existed Dec20. But discovery starts on receipt, which could be any day after. The "earliest and latest discovery dates supported" maybe earliest = Dec20 (the report could have been delivered on its date), latest = Jan10 (board reviewed). Yes.
- Could latest = Jan9,2023? If board minutes Jan10 state reviewed, if minutes are adopted at meeting, they might have reviewed during meeting, so receipt could be Jan10. If "reviewed" in minutes after meeting, maybe they received before. The prompt likely expects Jan10. Use "no later than Jan10; Jan10 is outer bound." Good.
- Could tolling agreement not apply to professional negligence if deadline Dec20,2024? We corrected: it applies. Need be explicit: "Although the agreement expired Feb28,2025, the suspended days are added to the original deadline, so the adjusted deadline can be after the agreement's expiration." Good.

Need maybe think about "The agreement expired February 28, 2025" and "when days are added under a tolling agreement, the adjusted deadline is the original deadline plus the suspended days." If original deadline Dec20,2024, adjusted Apr19,2025. But agreement expired Feb28,2025; can it extend deadline past expiration? Rule says yes. But one might argue if agreement expired, suspension ends Feb28, and original deadline Dec20 had passed during suspension; but it was suspended, so the remaining period after Nov1 (50 days) resumes after Feb28, yielding Apr19. That's consistent. Need maybe explain: The agreement's expiration is the end of the suspension, not a new deadline. Good.

Need maybe compute days remaining on Nov1 for earliest deadline: Dec20,2024 is 49 days after Nov1? If Nov1 to Dec20 = 49 days (if exclusive start) or 50 inclusive. The remaining period is about 50 days. After 120-day suspension, 50 days remain -> Apr19? Let's check: If suspension ends Feb28, add 50 days: Mar1-31=31, Apr19=50? Mar1 day1, Apr19 day50. Yes Apr19. Good. For latest Jan10, remaining 70 days? Nov1 to Jan10 =70 days (if exclusive? Nov1 to Jan10: Nov 1 to Dec1 30, Dec1-Jan10 40 total70). After Feb28 +70 = May10? Mar1-31=31, Apr30=61, May10=71? Hmm if remaining 70 days from Mar1: Mar1 day1, Apr30 day61, May9 day70? Let's not use. Rule gives May10. There may be inclusive counting discrepancies. But rule 7 controls: original +120. Use that.

Need maybe check Jan10,2025 +120 = May10. If original deadline Jan10, remaining after Nov1 is 70 days (Nov1 to Jan10 exclusive? Nov1 to Dec1=30, Dec1-Jan10=40, total70). Suspension 120 days ends Feb28? Then 70 days after Feb28: Mar1-31=31, Apr30=61, May9=70. That would be May9, not May10. But rule says original +120 = May10. Which is correct? Let's examine tolling mechanics. If a deadline is Jan10, and tolling starts Nov1 for 120 days, adjusted deadline = Jan10 +120 = May10. If the 120-day suspension period from Nov1 to Feb28 inclusive (120 days), then time that would have run from Nov1 to Jan10 is 70 days? But if the original deadline Jan10 is during suspension, how many days remain? At Nov1, the period had 71 days? Let's count if deadline Jan10 and Nov1 is day 1? Nov1 to Jan10 inclusive: Nov1-Nov30=30, Dec1-31=31, Jan1-10=10 total71. If 120 days of suspension end Feb28 inclusive, remaining 71 days after Feb28? Mar1-May11? But rule says May10. Hmm date arithmetic for tolling can be tricky. But the supplied Rule 7 explicitly says adjusted deadline is original deadline plus suspended days. So we must use that, not derive. It avoids ambiguity. So use May10. For Dec20, original +120 = Apr19. Good.

Need maybe avoid discussing "remaining days" to not introduce inconsistency. Just say under Rule 7, add 120 to original deadline.

Need maybe if original deadline is Dec20,2024 and suspension 120 days, adjusted Apr19,2025. Filing May2 late. Good.

Need maybe exact pivot: R + 2 years + 120 days = May2,2025. Solve R + 2 years = Jan2,2025 (since May2 -120 = Jan2). R = Jan2,2023. Good.

Need maybe if R = Jan2,2023, original deadline Jan2,2025. Was it unexpired on Nov1,2024? Yes. Add 120 = May2. Good.

Need maybe if R = Jan1,2023, original Jan1,2025 +120 = May1. May2 untimely. Good.

Need maybe if R = Dec20,2022, adjusted Apr19. Good.

Need maybe include "The exact date is January 2, 2023, not January 1 or December 31." Good.

Need maybe mention "Because filing on the adjusted deadline is timely, if receipt was Jan2, the May2 filing is exactly timely; if Jan1, one day late." Good.

Need maybe consider if "delivery occurred after the holidays" could be a factual admission that it was not Dec20? If after holidays (after Dec25) earliest Dec26. If after holidays (after Jan1) earliest Jan2? If after New Year, Jan2 maybe. But no date. Need not.

Need maybe discuss "one missing fact" vs "evidence to demand". The missing fact is date; evidence to demand is delivery email/portal metadata/receipt log. Need maybe say "Do not demand broad discovery into all communications; limit to the report's transmission and receipt." Good.

Need maybe include "Fathom should also preserve the point that Quarry Ridge bears burden for delayed discovery/tolling once Fathom establishes apparent untimeliness." But if moving after date before Jan2, Fathom can establish apparent untimeliness? Let's see: If date before Jan2, e.g., Dec31, adjusted deadline Apr30, filing May2 late. Fathom can show exact receipt date, two-year deadline, tolling, adjusted deadline. That is apparent. Then Quarry Ridge must prove any further delayed discovery/tolling. None. Good.

Need maybe if date after Jan2, Fathom cannot move; Quarry Ridge has proven timely. Good.

Need maybe mention "The professional-negligence claim is the only claim where limitations is currently in doubt." Contract and fraud are timely. So a limitations motion, if successful, would only dispose of professional negligence.

Need maybe final "Bottom line" at top:
- Sept 14 email: no start.
- Discovery range: Dec 20, 2022 to Jan 10, 2023.
- Prof-neg 2-year deadlines: Dec 20, 2024 to Jan 10, 2025; after 120-day tolling: Apr 19, 2025 to May 10, 2025.
- Pivot receipt date: Jan 2, 2023. May 2 timely if receipt on/after Jan 2; untimely if before.
- Contract timely; fraud timely on present record.
- Missing fact: exact report receipt/delivery date. Demand forensic accountant delivery email/portal metadata/Quarry Ridge receipt record.
- Strategy: do not move now; seek targeted discovery; then move on prof-neg limitations only if receipt before Jan2; if on/after, don't move.

Need maybe be careful: "after 120-day tolling: Apr 19, 2025 to May 10, 2025." If earliest Dec20, adjusted Apr19; latest Jan10, adjusted May10. Good.

Need maybe include "The tolling agreement began before either possible deadline expired" (both Dec20 and Jan10 deadlines are after Nov1). Yes.

Need maybe include "It does not revive expired claims" but not needed because no expiration before Nov1 in range. But mention if there were an earlier date before Nov1,2022, it would not be saved.

Need maybe consider "The agreement expired February 28, 2025" and "expressly did not revive expired claims." Could there be an argument that because agreement expired Feb28, any period not already suspended? No. Rule 7. Good.

Need maybe if "every limitations period still unexpired on November 1, 2024" includes contract deadline Aug15,2025 and fraud deadlines 2025/2026. Yes. But contract/fraud already timely.

Need maybe include "The complaint filed May 2, 2025 is after the tolling agreement expired, but that does not matter because the adjusted deadlines can be after expiration." Good.

Need maybe discuss "discovery does not require final quantification" in Sept email: Even if they suspected data loss, no actual injury. The report's quantification not necessary but confirms. Good.

Need maybe discuss "Mere unsupported suspicion of a problem, without facts connecting actual injury to defendant, insufficient." The Sept email is exactly that. Good.

Need maybe mention "The board minutes' 'authorized a claim' may evidence that Quarry Ridge's claim was in existence by Jan10, which cuts against any claim of later discovery." Good.

Need maybe include a "Calculation appendix" with formulas and table. Good.

Need maybe ensure final not too terse; desired oververbosity 9. So thorough. But not rambling. Use legal memo style.

Let's draft final.

Potential final structure:

**Conclusion / Bottom line**
- bullet answers.

**1. Does Sept 14 email start discovery?** No. Explain.

**2. Discovery date range from Ex2/Ex3**
- Report dated Dec20, board Jan10; earliest/latest; no delivery stamp.

**3. Professional negligence deadline and tolling**
- Rule 3 receipt; 2-year.
- Table.
- Tolling effect.
- Pivot date calculation.

**4. Contract claim**
- timely.

**5. Fraud claim**
- timely on present record; why no earlier start; deadlines.

**6. Missing fact/evidence**
- exact receipt date; demand specific evidence.

**7. Strategy**
- do not move now; targeted discovery; conditional motion.

Need maybe include exact date calculations in table:

| Assumed receipt | 2-year deadline | Tolled deadline | May 2, 2025 |
| Dec 20, 2022 | Dec 20, 2024 | Apr 19, 2025 | Untimely |
| Dec 31, 2022 | Dec 31, 2024 | Apr 30, 2025 | Untimely |
| Jan 1, 2023 | Jan 1, 2025 | May 1, 2025 | Untimely |
| Jan 2, 2023 | Jan 2, 2025 | May 2, 2025 | Timely |
| Jan 10, 2023 | Jan 10, 2025 | May 10, 2025 | Timely |

Need maybe include "All assumed receipt dates in the exhibit-supported range produce 2-year deadlines after Nov1,2024, so the 120-day tolling applies to all rows." Good.

Need maybe include "If receipt was Jan2, 2023, the complaint is timely exactly on the last day; if Jan1, it is one day late." Good.

Need maybe if "report-delivery date" not receipt: Use "delivery/receipt". In table, label "receipt (or effective delivery) date". The question says "exact report-delivery date" but rule says receives. Need say "The pivot is the date on which Quarry Ridge received the report; if the forensic accountant's delivery date and receipt date differ, receipt controls." Good.

Need maybe "specific missing evidence to demand" in detail:
- Forensic accountant's transmittal email/memo to Quarry Ridge showing date/time sent and recipients.
- Portal or secure-file metadata showing first download/access by Quarry Ridge.
- Quarry Ridge's email or document management record showing receipt stamp, first opening, or forwarding to board/controller.
- Sworn declaration from the person who first received/report author identifying date.
But the dispositive fact is one: exact date. Need maybe say any of these can establish it; demand the forensic accountant's delivery email/portal metadata because Fathom's production lacks it.

Need maybe mention "Because Quarry Ridge's counsel says delivery occurred 'after the holidays,' Fathom can use that to narrow, but it still leaves Dec26-Jan1 (untimely) and Jan2+ (timely)." Actually if after holidays means after Dec25, Dec26-Jan1 untimely; Jan2 timely. If after New Year, Jan1? Jan1 holiday? After holidays maybe Jan2. But no.

Need maybe include "Fathom should not rely on the report date as the discovery date; Rule 3 requires receipt. Conversely, Quarry Ridge cannot rely on its 'after the holidays' statement without a date." Good.

Need maybe discuss "whether Fathom should move now, seek targeted discovery, or take another concrete course" with maybe "The concrete course: issue a targeted discovery request and, if necessary, a motion to compel; then file a conditional limitations brief/motion." Could also suggest "stipulation protocol: Quarry Ridge must produce date within 10 days; if it produces before Jan2, Fathom moves; if not, Fathom moves to compel and reserves limitations defense." Good.

Need maybe include "Fathom should move for judgment on limitations only as to professional negligence, not contract/fraud, because those are timely." Good.

Need maybe mention "If the receipt date is before Jan2, the professional-negligence claim is time-barred even with tolling; the tolling agreement cannot save it because the adjusted deadline precedes May2. If after Jan2, it is timely, and Fathom should not move on limitations." Good.

Need maybe include "The fraud claim's three-year period is longer; even if fraud discovered at earliest Dec20,2022, deadline Dec20,2025 (or tolled Apr19,2026), after May2,2025." Good.

Need maybe mention "The contract claim's four-year period from Aug15,2021 to Aug15,2025; May2,2025 before. Tolling would extend to Dec13,2025 but not needed." Good.

Need maybe include "If Fathom challenges breach date, not addressed; taking complaint's date." Good.

Need maybe include "The board minutes do not show the forensic report was received on Jan10; they show it was reviewed by Jan10. So latest discovery date is Jan10. If minutes show it was reviewed at the meeting, receipt could have been Jan10 before the meeting; if reviewed in materials, maybe earlier. But outer bound Jan10." Good.

Need maybe include "The report's absence of transmittal metadata means the record is incomplete; Fathom should not let that be resolved by inference." Good.

Need maybe final answer should not say "I think"; be authoritative.

Let's ensure all calculations are correct:

- Dec20,2024 +120 = Apr19,2025. Check with known: Dec 20 2024 to Jan 20 2025 = 31 days (because 2024 Dec has 31; from Dec20 to Dec31 11, Jan1-20 20 =31). Jan20 to Feb20 =31 (Jan21-31 11, Feb1-20 20 =31) total62. Feb20 to Mar20 =28 (2025 Feb 28; Feb21-28 8, Mar1-20 20) total90. Mar20 to Apr19 =30 (Mar21-31 11, Apr1-19 19) total120. Yes Apr19.
- Dec31,2024 +120: Dec31 to Jan31 =31; Feb28=59; Mar31=90; Apr30=120. Apr30.
- Jan1,2025 +120: Jan1 to Feb1=31? Wait Jan1 to Jan31 =30? Let's do date addition: Jan1 + 120. Jan has 31 days. Jan1 +30 = Jan31? Actually Jan1 +1 = Jan2, +30 = Jan31? Yes Jan1 to Jan31 =30 days. +28 = Feb28 (58), +31 = Mar31 (89), +30 = Apr30 (119), +1 = May1 (120). So May1. Good.
- Jan2 +120: Jan2 to Jan31 =29, Feb28=57, Mar31=88, Apr30=118, May2=120. Good.
- Jan10 +120: Jan10 to Jan31 =21, Feb28=49, Mar31=80, Apr30=110, May10=120. Good.
- May2 -120 = Jan2. Good.

Contract: Aug15,2025 +120: Aug15 to Aug31 =16 (Aug16-31), Sep30=46, Oct31=77, Nov30=107, Dec13=120. Yes Dec13.
Fraud: Dec20,2025 +120 = Apr19,2026 (same as Dec20,2024? 2026 nonleap but Dec20 to Apr19? Dec21-31=11, Jan31=42, Feb28=70, Mar31=101, Apr19=120). Jan10,2026 +120 = May10,2026. Good.

Need maybe if fraud discovery earliest Dec20,2022, three-year deadline Dec20,2025. Was it unexpired on Nov1,2024? Yes. Tolled to Apr19,2026. If latest Jan10,2023, deadline Jan10,2026, tolled May10,2026. Good.

Need maybe if professional negligence receipt Dec20,2022, adjusted Apr19,2025. Filing May2,2025 late by 13 days. If receipt Jan1, late by 1 day. If Jan2, timely. Good.

Need maybe "deadline range" before tolling: Dec20,2024-Jan10,2025. After tolling: Apr19,2025-May10,2025. The complaint May2 is inside after-tolling range. Good.

Need maybe "earliest and latest discovery dates supported by Exhibits 2 and 3" maybe if report dated Dec20 and board Jan10, but if delivery after holidays, could earliest be Jan2? No, exhibits support Dec20 as date report exists; counsel statement supports after holidays, which could be Dec26. But if "after the holidays" means after Dec25, earliest Dec26. But the question asks supported by Exhibits 2 and 3, not counsel statement. So Dec20.

Need maybe "The report copy produced in discovery contains no transmittal email, download log, or received stamp." Could Fathom argue that absence creates an inference of early delivery? Maybe not. Need demand.

Need maybe "The one missing fact that must be obtained before Fathom decides whether to move for judgment on limitations" - exact receipt date. Need maybe say "Not the forensic report's date, not the board date, not 'after the holidays'; the calendar date of receipt." Good.

Need maybe "If Quarry Ridge's counsel states delivery occurred after the holidays, Fathom can use that to argue the date is within a 7-day window (Dec26-Jan1?) but still need exact." Not necessary.

Need maybe include "The defendant bears initial burden; if Fathom cannot prove receipt before Jan2, it cannot shift burden. So moving now is premature." Good.

Let's consider if Fathom could move now for judgment on limitations based on the latest possible date? No, latest date is timely, so not apparent. The earliest possible date is untimely, but not proven. The missing fact is material. So no.

Need maybe include "targeted discovery, not a full merits discovery, before a limitations motion." Good.

Need maybe include "If the court is unwilling to delay a limitations motion, Fathom can file a 'without prejudice' discovery motion and ask for a hearing, but the concrete recommendation is targeted discovery." Maybe not.

Need maybe include "The fraud claim may survive even if professional negligence is barred; thus a partial judgment on limitations would not end case." Good.

Need maybe include "Fathom should also ensure its motion, if later filed, distinguishes the contract and fraud claims to avoid overbreadth." Good.

Need maybe final answer with citations to rules numbers? Use "Rule 3" etc. Good.

Let's draft final in detail.

Potential final:

```
**Bottom line**
- Sept 14 email does not start discovery.
- Supported discovery window: Dec 20, 2022 through Jan 10, 2023.
- Professional negligence 2-year window: Dec 20, 2024 through Jan 10, 2025. With 120-day tolling: Apr 19, 2025 through May 10, 2025.
- The May 2, 2025 filing is timely if and only if Quarry Ridge received the forensic report on or after Jan 2, 2023; untimely if before Jan 2, 2023.
- Contract claim timely. Fraud claim timely on present record.
- Missing fact: exact date Quarry Ridge received the report. Demand forensic accountant delivery email/portal metadata/receipt log.
- Fathom should not move now; seek targeted discovery, then move on professional negligence only if receipt before Jan 2.
```

Then detailed.

Need maybe be careful: "if and only if" within supported range. If receipt much later than Jan10? Not supported. But in general, if receipt on/after Jan2 and before? If receipt after Jan10, still timely, but not supported. The exact pivot for May2 is Jan2 regardless. Use "on the present record, the dispositive pivot is Jan2." Good.

Need maybe "The exact report-delivery date at which the May 2 complaint changes from untimely to timely" = Jan2. If "delivery" means date sent, but receipt may differ. Say "assuming delivery and receipt are the same; if not, receipt controls." Good.

Need maybe "The 120-day tolling agreement began before either possible deadline expired." For earliest Dec20,2024, yes; for latest Jan10,2025, yes. It did not need to revive. Good.

Need maybe "The agreement expired Feb28,2025, but under Rule 7 the adjusted deadlines are original +120, so the agreement can produce deadlines after its expiration." Good.

Need maybe "The board minutes do not show the report was received on Jan10, only reviewed; but they cap latest at Jan10." Good.

Need maybe "The September 14 email is a classic suspicion: totals mismatch, possible causes, no actual records gone. It lacks actual injury and factual connection." Good.

Need maybe "The forensic report is a reliable technical report: outside forensic accountant, specific overwritten lines, attribution to Fathom map, quantified loss. It starts discovery upon receipt." Good.

Need maybe "Because final quantification is not required, even if the $2.4M estimate were disputed, the data loss and attribution would suffice." Good.

Need maybe "Fraud: The rule requires facts indicating falsity, not mere error. The Sept email and alleged 'temporary' assurances, without more, are not facts indicating falsity; the report is the first exhibit showing permanent loss. Thus fraud discovery not earlier than report on this record. Even earliest report date gives 3-year deadline after filing." Good.

Need maybe "If Fathom has evidence that Quarry Ridge knew of Fathom's falsity before the report, that could alter fraud analysis; none in the five exhibits." Good.

Need maybe "Contract: The four-year period is not subject to discovery; breach alleged Aug15,2021; deadline Aug15,2025; May2 timely. Tolling would extend to Dec13,2025, but unnecessary." Good.

Need maybe "Specific missing evidence to demand" list. Good.

Need maybe "Concrete course" with conditional plan. Good.

Let's also think if there is any nuance about "professional-negligence claim must be filed within two years after the claimant discovered, or through reasonable diligence should have discovered, both an actual injury and a factual connection." Could Quarry Ridge have been chargeable with earlier discovery via reasonable diligence before report? The Sept email: they knew mismatch but not actual loss; maybe they should have investigated and discovered before Dec20? But the forensic report is reliable technical report; rule 3 says ordinarily starts when receives report. Could Fathom argue through reasonable diligence they should have discovered actual injury earlier? The standard says discovery after claimant discovered or should have discovered both actual injury and factual connection. If they had mismatch and suspected Fathom mapping, maybe should have investigated. But Rule 2: mere suspicion without facts connecting actual injury to defendant insufficient. Rule 3: reliable technical report starts period when received. It doesn't say reasonable diligence cannot start earlier, but given exhibits, no facts showing they knew or should have known actual loss before report. Fathom might argue they should have discovered by Jan10? That's within range. The earliest supported by exhibits is Dec20. But could they have reasonably discovered earlier than Dec20? The report dated Dec20; no exhibit. For the assignment, use Dec20-Jan10. Need maybe mention "On the supplied exhibits, no date before Dec20 is supported; any 'should have discovered' argument would need facts not in the record." Good.

Need maybe "The board minutes state the board reviewed the forensic report attributing overwrite to Fathom and authorized a claim." That may mean discovery no later than Jan10, and perhaps they had actual knowledge of connection. Good.

Need maybe "The report's absence of delivery metadata means Fathom cannot prove it was received on Dec20; but for the range, Dec20 is earliest supported by the report date." Good.

Need maybe "If Quarry Ridge claims it did not receive the report until Jan10, that is its burden; Fathom's missing fact is to test it." Good.

Need maybe "The one missing fact must be obtained before Fathom decides whether to move" - maybe the missing fact is "whether the forensic report was received before or after January 2, 2023" not exact date. But question asks exact report-delivery date at which changes; so missing fact could be exact date, but binary fact (before/after Jan2) is enough for decision. The prompt says "identify the one missing fact that must be obtained before Fathom decides whether to move for judgment on limitations." It might be "the exact date the report was delivered/received." But if all you need is whether before or after Jan2, maybe the missing fact is "whether receipt occurred before Jan2, 2023." However they also ask "exact report-delivery date at which the May 2 complaint changes..." and "specific missing evidence to demand." The one missing fact likely exact date. To be safe: "The dispositive missing fact is the exact calendar date Quarry Ridge received the report (equivalently, whether it was before or after January 2, 2023)." Good.

Need maybe "before Fathom decides whether to move" - if it learns date is Jan2 or later, no move; if before, move. So the binary is enough, but exact date establishes. Good.

Need maybe "seek targeted discovery" not "move now". Good.

Let's consider if Fathom should "move now" to force Quarry Ridge to produce date? A motion to compel is a concrete course. So final: seek targeted discovery / move to compel if refused; not a limitations motion now.

Need maybe "take another concrete course" could be "propose a stipulation and if not, motion to compel; then file a limitations motion only after the date is fixed." Good.

Need maybe include "Fathom should preserve the limitations defense and give notice of the pivotal issue." Good.

Need maybe final answer with headings and table. Ensure no arithmetic errors. Let's write final.

Double-check all dates:
- Ex1 Sept14, 2022.
- Ex2 report dated Dec20, 2022.
- Ex3 Jan10, 2023.
- Tolling Nov1, 2024, 120 days, expired Feb28, 2025.
- Complaint May2, 2025.
- Contract breach Aug15, 2021.

Professional deadlines:
- Dec20,2022 +2 = Dec20,2024. +120 = Apr19,2025.
- Jan10,2023 +2 = Jan10,2025. +120 = May10,2025.
- Pivot Jan2,2023 +2 = Jan2,2025. +120 = May2,2025.

Check if Dec20,2024 +120 = Apr18? Let's one more time with a known: Dec 20 2024 to Apr 19 2025. Days: Dec 20 to Jan 20 =31 (because Dec 21-31 11 + Jan1-20 20). Jan20 to Feb20 =31 (Jan21-31 11 + Feb1-20 20). Total62. Feb20 to Mar20 =28 (Feb21-28 8 + Mar1-20 20). Total90. Mar20 to Apr19 =30 (Mar21-31 11 + Apr1-19 19). Total120. Yes Apr19.
Dec31 +120 = Apr30: Dec31-Jan31 31, Feb28 59, Mar31 90, Apr30 120. Yes.
Jan1 +120 = May1: Jan1-Feb1 31? Wait Jan1 to Feb1 is 31 days? Jan1 +31 = Feb1? Jan1 day0, Jan31 day30, Feb1 day31. Then +28 = Feb29? 2025 no Feb28 day59, Mar31 day89, Apr30 day119, May1 day120. Yes May1. Good.
Jan2 +120: Jan2 to Feb1 =30? Jan2 +30 = Feb1? Jan3 day1, Jan31 day29, Feb1 day30. +28 = Feb28 day58, +31=Mar31 day89, +30=Apr30 day119, +2=May2 day121? Wait this method suggests Jan2 +120 = May2? Let's recalc: Jan2 + 120 days. If Jan2 to Jan31 =29 days (Jan3-Jan31 inclusive? Jan2 day0; Jan3 day1; Jan31 day29). Then Feb1 day30, Feb28 day58, Mar31 day89, Apr30 day119, May2 day121? That would be May2 is 121 days after Jan2? Hmm we need be careful: Date addition: Jan 2, 2025 + 1 day = Jan 3. +29 = Jan31? Jan2 +29: Jan3 (1), Jan4 (2), ... Jan31 (29). Yes Jan2+29=Jan31. +30=Feb1. +58=Feb28? Jan2+30=Feb1, +27=Feb28? Since Feb1+27=Feb28, total57? Let's do systematically:
Jan2 to Jan31: number of days difference = 29 (Jan31 - Jan2). Feb28 - Jan2 = 57? Jan has 31 days: Jan2 to Feb1 =30 days (Jan3-31 29 + Feb1 1 =30). Feb1 to Feb28 =27 days, total57. Mar31 - Jan2 = 88? Jan2 to Mar1 =58? Jan2 to Feb1=30, Feb1 to Mar1=28, total58. Mar1 to Mar31=30, total88. Apr30 - Jan2 = 118? Mar31 to Apr30 =30, total118. May2 - Jan2 = 120? Apr30 to May2 =2, total120. Yes Jan2+120=May2. My earlier inclusive confusion. Good.
Jan1 +120: Jan1 to Jan31=30, Feb28=58, Mar31=89, Apr30=119, May1=120. Good.
Jan10 +120: Jan10 to Jan31=21, Feb28=49, Mar31=80, Apr30=110, May10=120. Good.
Dec20 2024 +120: Dec20 to Dec31=11, Jan31=42, Feb28=70, Mar31=101, Apr19=120. Yes.
May2 -120: May2 to Apr30=2, Mar31=32? Let's solve: Jan2 +120 = May2, so May2 -120 = Jan2. Good.

Contract Aug15,2025 +120: Aug15 to Aug31=16, Sep30=46, Oct31=77, Nov30=107, Dec13=120. Good.

Fraud Dec20,2025 +120: Dec20 to Dec31=11, Jan31=42, Feb28=70, Mar31=101, Apr19=120. Good. Jan10,2026 +120 = May10. Good.

Need maybe if tolling agreement "expired February 28, 2025" and "suspended for 120 calendar days" If Nov1 to Feb28 inclusive is 120 days. Good.

Need maybe if original deadline Dec20,2024, the suspension started Nov1 and ended Feb28; original deadline would have been Dec20 during suspension; after Feb28, remaining 50 days? Feb28 to Apr19 = 50? Mar1-31=31, Apr1-19=19 total50. Yes. Good.

Need maybe if original deadline Jan10,2025, remaining after Nov1 =70? Feb28 to May10 =71? Feb28 to Mar31=31, Apr30=61, May10=71. Slight off due inclusive. But rule controls. No need.

Need maybe final include "calendar days" and "filing on adjusted deadline timely". Good.

Let's craft final answer now. Ensure it is self-contained. Use "Fathom" perspective.

Potential final text:

```
**Memo to Fathom ...**

**Short answer:** ...
```

Need maybe no need to say "assume". Use "Under the supplied rules".

Let's write.