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Case 22-1426, Document 87, 07/27/2023, 3548202, Page11 of 35 prosecution agreements differently from other contracts. If anything, Second Circuit precedent strongly suggests that courts may depart from ordinary contract principles when construing plea agreements only when such departures cut against the Government. See U.S. v. Riggi, 649 F.3d 143 (2d Cir. 2011) (“[B]Jecause plea agreements are unique contracts, we temper the application of ordinary contract principles with special due process concerns for fairness and the adequacy of procedural safeguards”) (quoting U.S. v. Woltmann, 610 F.3d 37, 39-40 (2d Cir. 2010)); In re Altro, 180 F.3d 372, 375 (2d Cir. 1999) (“[P]lea agreements are unique contracts...[W]e hold the Government ‘to the most meticulous standards of both 999 promise and performance.””) (original ellipses omitted) (quoting U.S. v. Lawlor, 168 F.3d 633, 636 (2d Cir. 1999)). It would turn this doctrine on its head to deviate from ordinary contract principles in a manner that benefits the Government. To the extent the Government argues that Ms. Maxwell is not a third-party beneficiary because the NPA did not mention her by name (Br. 18)’, that argument should be rejected. As this Court has held, “an intention to benefit a third party may be gleaned from the contract as a whole and the party need not be named specifically as a beneficiary.” Owens, 601 F.2d at 1250 (citing Newin Corp. v. Hartford Accident “Br.” refers to the Government’s brief; “A” refers to the appendix filed with Ms. Maxwell’s brief; “SA” refers to the supplemental appendix filed with the Government’s brief; and “Dkt” refers to an entry on the District Court’s Docket for this case. DOJ-OGR-00021753