Contract analysis

Section 1: Instructions and General Guidance 1.1 Purpose of This Form This template has been prepared by Calderwood & Harkness LLP for use by each of the seven (7) project companies comprising the Solstice Portfolio (collectively, the "Project Companies" and each, a "Project Company") in connection with the effectuation of a transfer election under Section 6418 of the Internal Revenue Code of 1986, as amended (the "C

Section 2: Transfer Election Statement — Template Form The following template form should be completed separately for each of the seven Project Companies in the Solstice Portfolio. The placeholders indicated by brackets ("[ ]") should be replaced with the project-specific information set forth in the Schedule of Project Companies in Section 3.1 below and such other information as is specified in the instructions acco

Section 3: Project-Specific Schedules 3.1 Schedule of Project Companies and Key Data The following table sets forth the project-specific information to be inserted into the placeholders in the Transfer Election Statement template set forth in Section 2 above. A separate Transfer Election Statement must be completed for each Project Company listed below. The data set forth in this schedule is based on information prov

Section 4: Transferee Taxpayer Acknowledgment (Optional Counterpart) 4.1 Acknowledgment by Transferee Taxpayer Although not required to be filed with the eligible taxpayer's federal income tax return, the following optional acknowledgment may be executed by the transferee taxpayer for record-keeping purposes and to confirm the transferee taxpayer's understanding of and agreement to the terms of the transfer election.

1. The Transferee Taxpayer is the designated transferee taxpayer in the Transfer Election Statement executed by [Insert full legal name of Project Company] (the "Eligible Taxpayer") with respect to [Insert credit amount] of Investment Tax Credits under Section 48 of the Internal Revenue Code of 1986, as amended, for the taxable year ending December 31, 2023.

2. The Transferee Taxpayer has received a copy of the Transfer Election Statement and has reviewed its contents.

3. The Transferee Taxpayer has completed the pre-filing registration requirements under proposed Treasury Regulation § 1.6418-4 and has obtained a registration confirmation number from the IRS Energy Credit Registration Portal.

4. The Transferee Taxpayer has paid, or will pay, to the Eligible Taxpayer (or its direct or indirect owner, as applicable) cash consideration in the amount of [Insert cash consideration amount] in connection with the transfer of the specified eligible credits.

5. The Transferee Taxpayer intends to claim such transferred credits on its federal income tax return (Form 1120, U.S. Corporation Income Tax Return) for its taxable year ending December 31, 2023, or such other applicable taxable year as determined in accordance with Section 6418 of the Code and the regulations thereunder.

6. The Transferee Taxpayer acknowledges that, pursuant to Section 6418(a) of the Code, the transferred credits will be treated as credits determined with respect to the Transferee Taxpayer and that the Transferee Taxpayer is subject to the same recapture and other rules applicable to such credits as if the Transferee Taxpayer were the original taxpayer determining such credits. 4.2 Transferee Signature block TRANSFER

Section 5: Appendices Appendix A: Reference Copy of Tax Credit Purchase Agreement Cover Page Instruction: Attach a copy of the cover page and signature page of the Tax Credit Purchase Agreement dated September 21, 2023, between Calloway-Briggs Renewables Inc. and Pinehurst Insurance Group, Inc. This attachment is for reference purposes only and is not intended to be filed with the Internal Revenue Service. The TCPA s

Section 6: Preparer's Notes INTERNAL — NOT FOR FILING The following notes are for the internal use of Calderwood & Harkness LLP, Calloway-Briggs Renewables Inc., and their advisors. This section is not part of the Transfer Election Statement and should not be filed with the Internal Revenue Service or provided to any third party without the prior approval of Calderwood & Harkness LLP. 6.1 Coordination with Tax Return