Contract analysis

I. EXECUTIVE SUMMARY This memorandum summarizes the real property diligence conducted by Calderwood & Harkness LLP ("C&H" or the "Firm") on behalf of Calloway-Briggs Renewables Inc. ("CBR") in connection with the approximately $180,000,000 combined tax-equity and transferable-credit financing of the Solstice Portfolio (the "Portfolio"). The Portfolio comprises seven utility-scale solar photovoltaic projects with a co

II. SCOPE OF DILIGENCE A. Documents Reviewed In conducting the real property diligence for the Solstice Portfolio, Calderwood & Harkness reviewed, analyzed, and, where applicable, negotiated or assisted in the preparation of the following categories of documents with respect to each of the seven project sites: • Ground Leases and Surface Use Agreements. All ground leases between the respective project company SPEs an

III. PROJECT-BY-PROJECT DILIGENCE SUMMARIES The following sections present the real property diligence findings for each of the seven projects in the Solstice Portfolio, organized alphabetically by project company name within the two state groupings (Texas projects followed by New Mexico projects), except that the projects are presented in the order of their nameplate capacity for ease of reference within the Portfol

1. Site Lease Pecos Sun Solar, LLC ("Pecos Sun"), a Delaware limited liability company and disregarded entity wholly owned by Solstice Holdings, LLC, is the lessee under two separate ground leases covering an aggregate of approximately 640 acres in Reeves County, Texas. The two leases are with two private landowners (the "Pecos Sun Lessors"). The site is located approximately 12 miles southeast of the town of Pecos,

2. Easements and Rights-of-Way The following easements and rights-of-way have been obtained and recorded in the Reeves County deed records in connection with the Pecos Sun project: • Transmission Line Easement. A gen-tie line easement extending approximately 4.2 miles from the project site to the ERCOT point of interconnection. The easement is a perpetual easement, subject to the continuation of the ground leases, an

3. Title. A title commitment was issued for the Pecos Sun project site by the applicable title company, and pro forma ALTA owner's and lender's title insurance policies are to be issued at closing. The title search was conducted through the effective date of the commitment and revealed no material title defects. The standard exceptions noted on the title commitment include a mineral estate reservation by prior owners

4. Surface Use / Mineral Estate As noted above, a surface use agreement was not required for the Pecos Sun project because the mineral estate, although severed, is dormant and not subject to any active mineral lease or development. The solar facility footprint does not interfere with any subsurface rights, and there is no evidence of any planned or anticipated mineral exploration or production activity on the propert

5. Curative Matters During the title review, C&H identified a minor legal description discrepancy in the ground lease covering the eastern parcel of the Pecos Sun site. Specifically, the metes and bounds description in the original lease instrument contained a transposition error in one bearing call, resulting in a slight mismatch between the lease boundary and the surveyed boundary. A corrective amendment to the gro

1. Site Lease Red Mesa Solar, LLC ("Red Mesa"), a Delaware limited liability company and disregarded entity wholly owned by Solstice Holdings, LLC, is the lessee under a single ground lease with one private ranch owner (the "Red Mesa Lessor") covering approximately 520 acres in Pecos County, Texas. The site is located in a semi-arid rangeland area historically used for cattle grazing and is situated approximately 20

2. Easements and Rights-of-Way The following easements have been obtained and recorded in the Pecos County deed records: • Gen-Tie Line Easement. An easement extending approximately 6.8 miles from the project site to the applicable ERCOT substation. This is the second-longest gen-tie corridor in the Portfolio and traverses privately held ranchland. The easement provides for the construction, operation, maintenance, r

3. Title. A title commitment was issued for the Red Mesa project site. The title search revealed that the mineral estate has been partially severed from the surface estate. Specifically, a prior owner conveyed a portion of the mineral rights to a third party in a deed recorded in 1972, and those mineral rights are currently subject to an active oil and gas lease held by a mineral lessee. The oil and gas lease covers

4. Surface Use / Mineral Estate The surface use and damage agreement between Red Mesa and the mineral lessee was executed in August 2023. The agreement provides comprehensive protections for the solar facility, including the following key provisions: • The mineral lessee agrees not to conduct any surface operations—including drilling, completion, workover, or production activities—within the solar facility footprint

5. Curative Matters The principal curative matter for the Red Mesa project was the negotiation and execution of the mineral lessee's SNDA and the surface waiver/non-interference agreements described above. These documents were completed in August 2023 and are in full force and effect. No other curative matters were identified for the Red Mesa project, and all real property deliverables are complete. C. Coyote Flats S

1. Site Lease Coyote Flats Solar, LLC ("Coyote Flats"), a Delaware limited liability company and disregarded entity wholly owned by Solstice Holdings, LLC, is the lessee under a single ground lease with a family trust (the "Coyote Flats Trust") covering approximately 480 acres in Ward County, Texas. The site is located in an area of flat, open terrain historically used for ranching, approximately 8 miles west of Mona

2. Easements and Rights-of-Way The following easements have been obtained and recorded in the Ward County deed records: • Transmission Line Easement. A gen-tie line easement extending approximately 3.1 miles from the project site to the ERCOT interconnection point, providing for the construction and operation of overhead and underground electrical transmission lines and associated infrastructure. • Access Easement. A

3. Title. A title commitment was issued for the Coyote Flats project site. The title search revealed no material exceptions beyond standard permitted items, including existing utility easements that do not interfere with the solar facility footprint. The mineral estate has not been severed from the surface estate; the Coyote Flats Trust holds both the surface and mineral rights. Accordingly, there are no separate min

4. Surface Use / Mineral Estate Because the Coyote Flats Trust holds the full mineral and surface estate, no separate surface use agreement was necessary. The trust documentation—including the trust instrument, amendments thereto, and the trustee authority confirmation letter—was reviewed by C&H to confirm the trustee's authority to execute the ground lease and to encumber the trust property for the purposes of the s

5. Curative Matters The only curative matter identified for the Coyote Flats project was the need to confirm the trustee's authority to execute the ground lease on behalf of the Coyote Flats Trust. A trustee authority confirmation letter was obtained from the trust's legal counsel in July 2023, confirming the trustee's authority under the trust instrument and applicable law. No other curative matters were identified,

1. Site Lease Llano Verde Solar, LLC ("Llano Verde"), a Delaware limited liability company and disregarded entity wholly owned by Solstice Holdings, LLC, is the lessee under a single ground lease with a private landowner (the "Llano Verde Lessor") covering approximately 410 acres in Hudspeth County, Texas. The site is located in the far western portion of Texas, in a sparsely populated area characterized by arid dese

2. Easements and Rights-of-Way The following easements have been obtained and recorded in the Hudspeth County deed records: • Gen-Tie Line Easement. A gen-tie line easement extending approximately 8.5 miles from the project site to the ERCOT interconnection substation. This is the longest gen-tie corridor in the Portfolio, reflecting the remote location of the Llano Verde site relative to the nearest ERCOT interconne

3. Title. A title commitment was issued for the Llano Verde project site. The title search revealed one notable matter: a prior unrecorded surface use agreement dated 2011 between the Llano Verde Lessor and a telecommunications company (the "Telecom Agreement") granting the telecommunications company the right to install and maintain a small cell tower on the northwest corner of the property. The cell tower and its a

4. Surface Use / Mineral Estate No severed mineral estate exists for the Llano Verde project site. The landowner holds both the surface and mineral rights, and there are no active mineral leases or operations on the property. The Telecom Agreement, as described above, has been documented and scheduled as a permitted encumbrance. Its limited scope and location outside the solar facility footprint do not raise any surf

5. Curative Matters Two curative matters were identified and resolved for the Llano Verde project:

1. Unrecorded Telecom Surface Use Agreement. As described above, the title company provided affirmative insurance coverage with respect to the unrecorded Telecom Agreement. This curative matter is complete.

2. Extended Gen-Tie Easement Negotiations. The 8.5-mile gen-tie corridor required easements across the properties of two additional landowners beyond the Llano Verde Lessor. C&H assisted in the negotiation and execution of these easement agreements, which were completed and recorded in the Hudspeth County deed records by September 2023. This curative matter is complete. No outstanding curative matters remain for the

1. Site Lease Cimarron Solar, LLC ("Cimarron"), a Delaware limited liability company and disregarded entity wholly owned by Solstice Holdings, LLC, is the lessee under a single ground lease with a private rancher (the "Cimarron Lessor") covering approximately 385 acres in Lea County, New Mexico. The site is located in the southeastern portion of New Mexico, in the Permian Basin region, in an area characterized by fla

2. Easements and Rights-of-Way The following easements and rights-of-way have been obtained for the Cimarron project: • Transmission Line Easement. A gen-tie line easement extending approximately 5.4 miles from the project site to the Northgate Corporation/WECC interconnection point. The gen-tie corridor traverses privately held ranchland for approximately 4.6 miles and crosses federal land administered by the Bureau

3. Title. A title commitment was issued for the Cimarron project site by the applicable title company. The New Mexico title search was conducted through the effective date of the commitment and revealed no material title defects. The title commitment noted a standard mineral reservation by the State of New Mexico on a small portion of the site where state trust land is adjacent to the private parcel. Upon review, C&H

4. Surface Use / Mineral Estate There are no active mineral operations on the Cimarron site. The State of New Mexico mineral reservation described above does not affect the surface use of the property for solar energy generation. C&H confirmed that New Mexico law does not grant the holder of a reserved mineral interest the right to unreasonably interfere with surface uses conducted pursuant to a valid lease. In conne

5. Curative Matters The principal curative matter for the Cimarron project was obtaining the BLM right-of-way approval for the portion of the gen-tie corridor crossing federal land. The BLM right-of-way was obtained following completion of the environmental review process, including the wildlife and cultural resource surveys described above. No outstanding conditions or requirements remain. All real property delivera

1. Site Lease Sandoval Ridge Solar, LLC ("Sandoval Ridge"), a Delaware limited liability company and disregarded entity wholly owned by Solstice Holdings, LLC, is the lessee under two ground leases with two private landowners (the "Sandoval Ridge Lessors") covering an aggregate of approximately 375 acres (two parcels, referred to herein as "Parcel A" and "Parcel B") in Sandoval County, New Mexico. The site is located

2. Easements and Rights-of-Way The following easements have been obtained and recorded in the Sandoval County deed records: • Transmission Line Easement. A gen-tie line easement extending approximately 2.7 miles from the project site to the Northgate Corporation interconnection substation. This is the shortest gen-tie corridor in the Portfolio, reflecting the proximity of the Sandoval Ridge site to existing Northgate

3. Title. Title commitments were issued for both Parcel A and Parcel B by the applicable title company. Parcel A has a clean chain of title with no material exceptions beyond standard permitted encumbrances, including existing utility easements. Parcel B presented one notable historical matter: a boundary dispute between the Parcel B landowner and an adjacent landowner that was the subject of litigation in the early

4. Surface Use / Mineral Estate Both landowners hold the unified surface and mineral estate for their respective parcels. No separate surface use agreements were required. The shared access agreement with the adjacent agricultural operation, as described above, has been documented and scheduled as a permitted encumbrance. The shared access agreement includes right-of-way maintenance obligations that are shared betwee

5. Curative Matters The sole curative matter identified for the Sandoval Ridge project was the historical boundary dispute affecting Parcel B. As described above, the boundary line agreement recorded in 2019 resolved the dispute, and the title company has issued affirmative insurance coverage over this matter. No other curative matters were identified, and all real property deliverables for the Sandoval Ridge project

1. Site Lease Amistad Solar, LLC ("Amistad"), a Delaware limited liability company and disregarded entity wholly owned by Solstice Holdings, LLC, is the lessee under a single ground lease with a private landowner (the "Amistad Lessor") covering approximately 340 acres in Val Verde County, Texas. The site is located approximately 15 miles north of Del Rio, Texas, in an area of open rangeland historically used for shee

2. Easements and Rights-of-Way The following easements have been obtained and recorded in the Val Verde County deed records: • Gen-Tie Line Easement. A gen-tie line easement extending approximately 4.9 miles from the project site to the ERCOT interconnection point, providing for the construction, operation, maintenance, repair, and replacement of overhead electrical transmission lines and associated infrastructure. •

3. Title. A title commitment was issued for the Amistad project site. The title search revealed no material defects. One minor matter was identified: an existing natural gas gathering pipeline easement crossing the southern portion of the site. The pipeline easement was granted to a pipeline operator in a recorded instrument and provides for the maintenance of an underground natural gas gathering line. C&H contacted

4. Surface Use / Mineral Estate No severed mineral estate exists for the Amistad project site. The landowner holds both the surface and mineral rights. The pipeline easement, as described above, has been documented and accommodated in the project site plan. The non-interference letter from the pipeline operator has been obtained and is included in the project files.

5. Curative Matters Two matters were addressed in connection with the Amistad project:

1. Pipeline Operator Non-Interference Letter. The non-interference letter was obtained from the pipeline operator in October 2023. This curative matter is complete.

2. ERCOT Interconnection Confirmation. The receipt of final ERCOT interconnection confirmation for the Amistad project was the last outstanding condition precedent to closing. The confirmation was received on approximately December 5, 2023, enabling the closing to proceed on December 8, 2023. While the ERCOT confirmation is not itself a real property matter, it was the sole reason for the 8-day delay in closing. All

IV. CROSS-PORTFOLIO SUMMARY TABLE The following table consolidates the key real property diligence data points for all seven projects in the Solstice Portfolio. All curative matters identified during diligence have been resolved, and no outstanding real property issues remain for any project. As reflected in the table above, all seven projects have lease terms (including renewal options) that significantly exceed the

V. TITLE INSURANCE A. Title Insurance Program A comprehensive title insurance program has been established for the Solstice Portfolio, consisting of the following components: ALTA Owner's Policies. Pro forma ALTA owner's title insurance policies are to be issued at closing for each of the seven project company SPEs (Pecos Sun Solar, LLC; Red Mesa Solar, LLC; Coyote Flats Solar, LLC; Llano Verde Solar, LLC; Cimarron S

1. Llano Verde — Unrecorded Telecom Surface Use Agreement. The title company agreed to provide affirmative coverage against any loss arising from the unrecorded 2011 surface use agreement between the Llano Verde Lessor and a telecommunications company. The cell tower site is outside the solar facility footprint and does not interfere with project operations.

2. Sandoval Ridge Parcel B — Historical Boundary Dispute. The title company agreed to provide affirmative coverage with respect to the historical boundary dispute between the Parcel B landowner and an adjacent landowner, which was resolved by a boundary line agreement recorded in 2019. The title commitment for Parcel B was issued without any exception related to the boundary dispute. No other title exceptions across

VI. SURVEY MATTERS ALTA/NSPS land title surveys were obtained for all seven project sites in the Portfolio, prepared in accordance with the 2021 ALTA/NSPS Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys and the applicable optional Table A items requested by the parties. Each survey was prepared by a licensed professional land surveyor in the applicable state (Texas or New Mexico) and was certifi

VII. ENVIRONMENTAL SITE ASSESSMENTS Phase I Environmental Site Assessments ("ESAs") were completed for all seven project sites in the Portfolio, prepared in accordance with ASTM Standard Practice E1527-21 by qualified environmental consultants. The Phase I ESAs included the following standard scope elements: site reconnaissance, historical use review (including review of historical aerial photographs, topographic map

VIII. ZONING AND LAND USE A. Texas Projects Texas does not have a statewide zoning framework for solar energy facilities. Zoning and land use regulation for solar projects in Texas is conducted at the county level, and the extent of such regulation varies significantly by county. The zoning and permitting status for each Texas project site is as follows: • Reeves County (Pecos Sun, 85 MW(dc)). Reeves County maintains