Contract analysis

I. EXECUTIVE SUMMARY Calderwood & Harkness LLP has received and reviewed the commitment letter dated September 30, 2025 (the "Commitment Letter") issued by Clarendon Metropolitan Insurance Company ("Clarendon Metropolitan," NAIC No. 38921), a New York domiciled insurance company regulated by the New York Department of Financial Services, addressed to Fairwater Sun Belt I LLC through Fairwater Sun Belt XIV LLC, as pro

II. SUMMARY OF COMMITMENT LETTER TERMS The following is a detailed summary of the principal terms and conditions set forth in the Commitment Letter. Where applicable, we have noted deviations from the Term Sheet and areas of concern. A. Loan Amount and Purpose The Commitment Letter provides for a Permanent Loan in the principal amount of $240,000,000. This amount is unchanged from the Term Sheet. The stated purpose o

I. Commitment Expiration The Commitment Letter provides that the commitment expires on November 30, 2025 if closing has not occurred by that date. There is no automatic extension provision. Any extension of the commitment expiration date would require the written agreement of Clarendon Metropolitan and may be conditioned upon the payment of an additional good faith deposit, the amount of which is not specified in the

III. CONDITIONS PRECEDENT TO CLOSING The Commitment Letter specifies the following conditions that must be satisfied prior to or at the closing of the Permanent Loan. We have organized these conditions by category and have identified action items and timing considerations for each. A. Appraisals. Clarendon Metropolitan requires MAI appraisals for each of the fourteen Sun Belt Portfolio properties, the results of whic

I. Property Management The Commitment Letter requires the following with respect to the property management arrangements for the Sun Belt Portfolio: • Subordination of the property management agreements between each SPE Borrower and Fairwater Residential Management LLC (EIN 52-2953810) to the mortgage liens and the other security interests securing the Permanent Loan. This subordination is intended to ensure that the

IV. LENDER'S REPRESENTATIONS AND COVENANTS The Commitment Letter contains the following representations and covenants by Clarendon Metropolitan: Clarendon Metropolitan represents that it has the corporate authority to make the Permanent Loan in the amount and on the terms set forth in the Commitment Letter, and that the Commitment Letter has been duly authorized by all necessary corporate action. Clarendon Metropolit

V. BREAKAGE AND TERMINATION PROVISIONS A. Borrower Breakage The Commitment Letter provides that if the borrowers fail to close the Permanent Loan for reasons within the borrowers' control — including failure to satisfy borrower-side conditions precedent, failure to deliver required documentation, or withdrawal from the transaction — then Clarendon Metropolitan may retain the rate lock deposit of $2,400,000 as liquida

VI. FEE OBLIGATIONS SUMMARY The following table summarizes the fee obligations arising under the Commitment Letter and the estimated third-party costs associated with closing the Permanent Loan: We note that the rate lock deposit of $2,400,000 will be credited against closing costs, effectively offsetting a substantial portion of the lender-side and third-party costs. However, the origination fee of $1,800,000 repres

VII. CRITICAL TIMELINE AND RISK ASSESSMENT A. Timeline Analysis The closing timeline for the Permanent Loan is aggressive but achievable, provided that all parties proceed with urgency and that no material complications arise in the due diligence, documentation, or title clearance processes. The key dates and milestones are as follows: As indicated above, Ashworth McPhail LLP (Joanna C. Wexler), lender's counsel, is

1. Sufficient NOI growth to achieve the 1.20x DSCR extension threshold. Based on current leasing trends and rent growth projections, there is a possibility that the Sun Belt Portfolio's NOI may approach the required level by late 2025, but this is not certain, and Fairwater should not rely on organic NOI growth as the sole contingency.

2. A partial voluntary prepayment of the Bridge Facility to reduce the outstanding principal balance and thereby reduce the debt service denominator in the DSCR calculation. For example, a prepayment of approximately $6,000,000 would reduce the annual interest cost by approximately $559,800, which, combined with any NOI growth, could be sufficient to achieve the 1.20x DSCR threshold.

3. A waiver or amendment from the bridge syndicate (led by Kensington National Bank, N.A.) waiving the 1.20x DSCR extension condition or reducing the threshold to a level achievable with current NOI. In any extension scenario, an extension fee of $600,000 (25 basis points × $240,000,000) would also be payable to the bridge syndicate. Recommendation: Proceed with the utmost urgency to close the Permanent Loan by the N

VIII. RECOMMENDED MODIFICATIONS Based on our review of the Commitment Letter, we recommend that Fairwater's response letter propose the following modifications. We have organized these modifications in order of priority. A draft response letter is attached as Attachment D. A. Commitment Expiration Date Priority: Highest We recommend requesting an extension of the commitment expiration date from November 30, 2025 to D