Contract analysis

I. TRANSMITTAL MEMORANDUM June 10, 2024 TO: David Elgin Park, Esq. General Counsel Fairwater Real Estate Investment Trust 7200 Chesapeake Parkway, Suite 1100 Columbia, Maryland 21044 Camille Oduya, Esq. In-House Real Estate Counsel Fairwater Real Estate Investment Trust 7200 Chesapeake Parkway, Suite 1100 Columbia, Maryland 21044 FROM: Rafael Dominguez Calderwood & Harkness LLP 1700 K Street NW, Suite 900 Washington,

1. A summary table identifying all 14 Target Entities, their EINs, the prior and new member/manager information, and the applicable filing fees (Section II);

2. Background information regarding the transaction and the basis for these filings (Section III);

3. Detailed filing instructions and procedures (Section IV);

4. Individual Certificates of Amendment in execution-ready form for each of the 14 Target Entities (Section V);

5. A discussion of registered agent considerations requiring Fairwater's direction (Section VI);

6. A summary of related post-closing filings that are being coordinated in parallel (Section VII);

7. A filing status tracker for monitoring submission and confirmation of each Certificate of Amendment (Section VIII); and

8. Exhibits and attachments, including a clean form template, entity formation summaries, copies of the executed Assignments and Assumptions of Membership Interests, and contact information for the Delaware Division of Corporations (Section IX). We request that Fairwater review the enclosed Certificates of Amendment and advise on the following action items at your earliest convenience: • Signatory confirmation. Pleas

II. SUMMARY TABLE OF FILINGS The following table summarizes the 14 Certificates of Amendment to be filed with the Delaware Secretary of State. Each filing updates the authorized person/manager information on the public record to reflect the change in membership from Greystone Meridian Partners Fund III, L.P. to Fairwater Real Estate Investment Trust. Total Filing Fees: $2,800.00 Note: Delaware File Numbers for each T

III. BACKGROUND A. The Transaction On June 6, 2024, Fairwater Real Estate Investment Trust, a Maryland real estate investment trust with its principal executive offices at 7200 Chesapeake Parkway, Suite 1100, Columbia, Maryland 21044 (NYSE: FREIT) ("Fairwater" or "Fairwater REIT"), completed its acquisition of 100% of the membership interests in 14 single-purpose Delaware limited liability companies (the "Target Enti

IV. FILING INSTRUCTIONS AND PROCEDURES The following instructions and procedures apply to the filing of each Certificate of Amendment with the Delaware Secretary of State. A. Scope of Amendment Each Certificate of Amendment amends the original Certificate of Formation for the respective Target Entity LLC. The sole substantive change in each Certificate of Amendment is the update of the name and address of the authori

1. Electronic Filing. The Delaware Division of Corporations maintains an electronic filing portal through which Certificates of Amendment for limited liability companies may be submitted online. Electronic filing is the preferred method, as it typically results in faster processing and provides an immediate electronic confirmation of filing. The electronic filing portal is accessible at https://icis.corp.delaware.gov

2. Physical Submission. Alternatively, Certificates of Amendment may be submitted by mail or in person to the Delaware Division of Corporations at the following address: Delaware Division of Corporations 401 Federal Street, Suite 4 Dover, Delaware 19901 If submitting by mail, each Certificate of Amendment should be accompanied by a cover letter identifying the entity name and file number, the nature of the filing, an

1. Obtain and retain stamped/filed copies of each Certificate of Amendment for Fairwater's corporate records.

2. Update the filing status tracker set forth in Section VIII below to reflect the submission date and confirmation date for each filing.

3. Distribute copies of the filed Certificates of Amendment to Fairwater's in-house legal team and to such other parties as Fairwater may direct.

4. Confirm that the Delaware Division of Corporations online entity database reflects the updated authorized person information for each Target Entity.

V. CERTIFICATES OF AMENDMENT — INDIVIDUAL FILINGS Set forth below are the 14 individual Certificates of Amendment to the Certificates of Formation, one for each Target Entity, in execution-ready form. Each Certificate of Amendment follows the standard form prescribed by the Delaware Division of Corporations for amendments to Certificates of Formation of limited liability companies. The substantive content is identica

V.A. Certificate of Amendment — GMP Fairfield I LLC STATE OF DELAWARE CERTIFICATE OF AMENDMENT TO CERTIFICATE OF FORMATION OF A LIMITED LIABILITY COMPANY

1. Name of Limited Liability Company: GMP Fairfield I LLC

2. The Certificate of Formation of GMP Fairfield I LLC, originally filed with the Secretary of State of the State of Delaware, is hereby amended as follows: The authorized person of the Company is changed from: Greystone Meridian Capital LLC 3300 Peachtree Road NE, Suite 2200 Atlanta, Georgia 30326 to: Fairwater Real Estate Investment Trust 7200 Chesapeake Parkway, Suite 1100 Columbia, Maryland 21044

3. Registered Agent. The registered agent of the Company in the State of Delaware remains Pemberton Industries, 1209 Orange Street, Wilmington, Delaware 19801. No change to the registered agent is being made by this Certificate of Amendment. In the event that Fairwater Real Estate Investment Trust elects to change the registered agent of the Company at a future date, a separate Certificate of Change of Registered Age

4. Effective Date. This Certificate of Amendment shall be effective upon filing with the Secretary of State of the State of Delaware. Note to Fairwater: If retroactive effectiveness to June 6, 2024 is desired, this provision will be modified accordingly, subject to discussion regarding Delaware statutory requirements for amendment effective dates. IN WITNESS WHEREOF, the undersigned has executed this Certificate of A

V.B. Certificate of Amendment — GMP Fairfield II LLC STATE OF DELAWARE CERTIFICATE OF AMENDMENT TO CERTIFICATE OF FORMATION OF A LIMITED LIABILITY COMPANY

1. Name of Limited Liability Company: GMP Fairfield II LLC

2. The Certificate of Formation of GMP Fairfield II LLC, originally filed with the Secretary of State of the State of Delaware, is hereby amended as follows: The authorized person of the Company is changed from: Greystone Meridian Capital LLC 3300 Peachtree Road NE, Suite 2200 Atlanta, Georgia 30326 to: Fairwater Real Estate Investment Trust 7200 Chesapeake Parkway, Suite 1100 Columbia, Maryland 21044

3. Registered Agent. The registered agent of the Company in the State of Delaware remains Pemberton Industries, 1209 Orange Street, Wilmington, Delaware 19801. No change to the registered agent is being made by this Certificate of Amendment.

4. Effective Date. This Certificate of Amendment shall be effective upon filing with the Secretary of State of the State of Delaware. IN WITNESS WHEREOF, the undersigned has executed this Certificate of Amendment as of the date set forth below. GMP FAIRFIELD II LLC By: Fairwater Real Estate Investment Trust, its Sole Member By: ________ Name: Marcus Devereaux Title: Executive Vice President, Acquisitions Date: ______

V.C. Certificate of Amendment — GMP Westlake LLC STATE OF DELAWARE CERTIFICATE OF AMENDMENT TO CERTIFICATE OF FORMATION OF A LIMITED LIABILITY COMPANY

1. Name of Limited Liability Company: GMP Westlake LLC

2. The Certificate of Formation of GMP Westlake LLC, originally filed with the Secretary of State of the State of Delaware, is hereby amended as follows: The authorized person of the Company is changed from: Greystone Meridian Capital LLC 3300 Peachtree Road NE, Suite 2200 Atlanta, Georgia 30326 to: Fairwater Real Estate Investment Trust 7200 Chesapeake Parkway, Suite 1100 Columbia, Maryland 21044

3. Registered Agent. The registered agent of the Company in the State of Delaware remains Pemberton Industries, 1209 Orange Street, Wilmington, Delaware 19801. No change to the registered agent is being made by this Certificate of Amendment.

4. Effective Date. This Certificate of Amendment shall be effective upon filing with the Secretary of State of the State of Delaware. IN WITNESS WHEREOF, the undersigned has executed this Certificate of Amendment as of the date set forth below. GMP WESTLAKE LLC By: Fairwater Real Estate Investment Trust, its Sole Member By: ________ Name: Marcus Devereaux Title: Executive Vice President, Acquisitions Date: ________

V.D. Certificate of Amendment — GMP Katy LLC STATE OF DELAWARE CERTIFICATE OF AMENDMENT TO CERTIFICATE OF FORMATION OF A LIMITED LIABILITY COMPANY

1. Name of Limited Liability Company: GMP Katy LLC

2. The Certificate of Formation of GMP Katy LLC, originally filed with the Secretary of State of the State of Delaware, is hereby amended as follows: The authorized person of the Company is changed from: Greystone Meridian Capital LLC 3300 Peachtree Road NE, Suite 2200 Atlanta, Georgia 30326 to: Fairwater Real Estate Investment Trust 7200 Chesapeake Parkway, Suite 1100 Columbia, Maryland 21044

3. Registered Agent. The registered agent of the Company in the State of Delaware remains Pemberton Industries, 1209 Orange Street, Wilmington, Delaware 19801. No change to the registered agent is being made by this Certificate of Amendment.

4. Effective Date. This Certificate of Amendment shall be effective upon filing with the Secretary of State of the State of Delaware. IN WITNESS WHEREOF, the undersigned has executed this Certificate of Amendment as of the date set forth below. GMP KATY LLC By: Fairwater Real Estate Investment Trust, its Sole Member By: ________ Name: Marcus Devereaux Title: Executive Vice President, Acquisitions Date: ________

V.E. Certificate of Amendment — GMP Alliance LLC STATE OF DELAWARE CERTIFICATE OF AMENDMENT TO CERTIFICATE OF FORMATION OF A LIMITED LIABILITY COMPANY

1. Name of Limited Liability Company: GMP Alliance LLC

2. The Certificate of Formation of GMP Alliance LLC, originally filed with the Secretary of State of the State of Delaware, is hereby amended as follows: The authorized person of the Company is changed from: Greystone Meridian Capital LLC 3300 Peachtree Road NE, Suite 2200 Atlanta, Georgia 30326 to: Fairwater Real Estate Investment Trust 7200 Chesapeake Parkway, Suite 1100 Columbia, Maryland 21044

3. Registered Agent. The registered agent of the Company in the State of Delaware remains Pemberton Industries, 1209 Orange Street, Wilmington, Delaware 19801. No change to the registered agent is being made by this Certificate of Amendment.

4. Effective Date. This Certificate of Amendment shall be effective upon filing with the Secretary of State of the State of Delaware. IN WITNESS WHEREOF, the undersigned has executed this Certificate of Amendment as of the date set forth below. GMP ALLIANCE LLC By: Fairwater Real Estate Investment Trust, its Sole Member By: ________ Name: Marcus Devereaux Title: Executive Vice President, Acquisitions Date: ________

V.F. Certificate of Amendment — GMP Lakeland LLC STATE OF DELAWARE CERTIFICATE OF AMENDMENT TO CERTIFICATE OF FORMATION OF A LIMITED LIABILITY COMPANY

1. Name of Limited Liability Company: GMP Lakeland LLC

2. The Certificate of Formation of GMP Lakeland LLC, originally filed with the Secretary of State of the State of Delaware, is hereby amended as follows: The authorized person of the Company is changed from: Greystone Meridian Capital LLC 3300 Peachtree Road NE, Suite 2200 Atlanta, Georgia 30326 to: Fairwater Real Estate Investment Trust 7200 Chesapeake Parkway, Suite 1100 Columbia, Maryland 21044

3. Registered Agent. The registered agent of the Company in the State of Delaware remains Pemberton Industries, 1209 Orange Street, Wilmington, Delaware 19801. No change to the registered agent is being made by this Certificate of Amendment.

4. Effective Date. This Certificate of Amendment shall be effective upon filing with the Secretary of State of the State of Delaware. IN WITNESS WHEREOF, the undersigned has executed this Certificate of Amendment as of the date set forth below. GMP LAKELAND LLC By: Fairwater Real Estate Investment Trust, its Sole Member By: ________ Name: Marcus Devereaux Title: Executive Vice President, Acquisitions Date: ________

V.G. Certificate of Amendment — GMP Southport LLC STATE OF DELAWARE CERTIFICATE OF AMENDMENT TO CERTIFICATE OF FORMATION OF A LIMITED LIABILITY COMPANY

1. Name of Limited Liability Company: GMP Southport LLC

2. The Certificate of Formation of GMP Southport LLC, originally filed with the Secretary of State of the State of Delaware, is hereby amended as follows: The authorized person of the Company is changed from: Greystone Meridian Capital LLC 3300 Peachtree Road NE, Suite 2200 Atlanta, Georgia 30326 to: Fairwater Real Estate Investment Trust 7200 Chesapeake Parkway, Suite 1100 Columbia, Maryland 21044

3. Registered Agent. The registered agent of the Company in the State of Delaware remains Pemberton Industries, 1209 Orange Street, Wilmington, Delaware 19801. No change to the registered agent is being made by this Certificate of Amendment.

4. Effective Date. This Certificate of Amendment shall be effective upon filing with the Secretary of State of the State of Delaware. IN WITNESS WHEREOF, the undersigned has executed this Certificate of Amendment as of the date set forth below. GMP SOUTHPORT LLC By: Fairwater Real Estate Investment Trust, its Sole Member By: ________ Name: Marcus Devereaux Title: Executive Vice President, Acquisitions Date: ________

V.H. Certificate of Amendment — GMP Murfreesboro LLC STATE OF DELAWARE CERTIFICATE OF AMENDMENT TO CERTIFICATE OF FORMATION OF A LIMITED LIABILITY COMPANY

1. Name of Limited Liability Company: GMP Murfreesboro LLC

2. The Certificate of Formation of GMP Murfreesboro LLC, originally filed with the Secretary of State of the State of Delaware, is hereby amended as follows: The authorized person of the Company is changed from: Greystone Meridian Capital LLC 3300 Peachtree Road NE, Suite 2200 Atlanta, Georgia 30326 to: Fairwater Real Estate Investment Trust 7200 Chesapeake Parkway, Suite 1100 Columbia, Maryland 21044

3. Registered Agent. The registered agent of the Company in the State of Delaware remains Pemberton Industries, 1209 Orange Street, Wilmington, Delaware 19801. No change to the registered agent is being made by this Certificate of Amendment.

4. Effective Date. This Certificate of Amendment shall be effective upon filing with the Secretary of State of the State of Delaware. IN WITNESS WHEREOF, the undersigned has executed this Certificate of Amendment as of the date set forth below. GMP MURFREESBORO LLC By: Fairwater Real Estate Investment Trust, its Sole Member By: ________ Name: Marcus Devereaux Title: Executive Vice President, Acquisitions Date: ______

V.I. Certificate of Amendment — GMP Buckhead LLC STATE OF DELAWARE CERTIFICATE OF AMENDMENT TO CERTIFICATE OF FORMATION OF A LIMITED LIABILITY COMPANY