Contract analysis

1. Recitals and Background Reference is hereby made to that certain Warehouse Credit Facility Agreement dated as of May 22, 2023 (as amended, restated, supplemented, or otherwise modified from time to time prior to the date hereof, the "Warehouse Facility Agreement"), by and among Driftwood CLO 2023-I, Ltd., an exempted company incorporated under the laws of the Cayman Islands, as borrower (the "Borrower"), Driftwood

2. Payoff Amount Set forth below is a detailed calculation of all amounts required to be paid by the Borrower in order to satisfy in full all of the Borrower's obligations under the Warehouse Facility Agreement and all related loan documents (collectively, the "Loan Documents") as of the Payoff Date (collectively, the "Total Payoff Amount"): 2.1 Outstanding Principal Balance The aggregate outstanding principal balanc

3. Wire Instructions The Total Payoff Amount shall be paid in immediately available funds in United States dollars by federal funds wire transfer to the following account: The Borrower and its counsel are hereby directed to include the full reference line set forth above in the wire transfer instructions to facilitate timely identification and crediting of the payment. The Lender shall have no obligation to credit an

4. Release of Liens and Security Interests Upon receipt by the Lender of the Total Payoff Amount in full in immediately available funds on the Payoff Date, and conditioned solely upon such receipt: (a) The Lender hereby irrevocably agrees and undertakes to release, and does hereby release and discharge, all liens, security interests, pledges, hypothecations, assignments (whether outright or as collateral), charges, c

5. Termination of Warehouse Facility Upon receipt by the Lender of the Total Payoff Amount in full in immediately available funds on the Payoff Date: (a) All Commitments of the Lender under the Warehouse Facility Agreement shall be immediately, automatically, and permanently terminated, and no further advances, borrowings, draws, or other extensions of credit may be requested by or made available to the Borrower unde

6. Representations and Acknowledgments of the Lender In connection with the payoff, repayment, and termination of the Warehouse Facility contemplated by this Payoff Letter, Havenwood Bank, N.A., in its capacities as Lender and Administrative Agent, hereby represents, warrants, acknowledges, and confirms to the Borrower, the Collateral Manager, the Trustee, and their respective counsel, as of the date hereof and as of

7. Conditions and Expiration This Payoff Letter, and the obligations of the Lender to release liens, terminate the Warehouse Facility, and take the other actions described herein, are expressly conditioned upon the actual receipt by the Lender of the Total Payoff Amount in immediately available funds, credited to the account specified in Section 3 above, no later than 2:00 p.m. (Eastern Time) on September 12, 2023. I

8. Contact Information For questions regarding this Payoff Letter, the calculation of the Total Payoff Amount, wire instructions, or any other matter relating to the payoff and termination of the Warehouse Facility, please contact: Thomas Eriksen Managing Director, Structured Finance Lending Havenwood Bank, N.A. 227 West Monroe Street Chicago, Illinois 60606 Telephone: (312) 554-8100 Email: thomas.eriksen@havenwoodba

9. Governing Law This Payoff Letter shall be governed by, and construed and interpreted in accordance with, the laws of the State of New York (including Section 5-1401 of the New York General Obligations Law), without regard to conflicts of law principles that would require the application of the laws of any other jurisdiction, consistent with the governing law provisions of the Warehouse Facility Agreement. Each of