Contract analysis

1. Introduction and Engagement Context Calderwood & Harkness LLP serves as U.S. tax counsel to Solara Digital Infrastructure LP ("Solara" or "SDILP"), a Delaware limited partnership (EIN 82-4917366), with its principal headquarters located at 1200 Market Street, Suite 3400, Wilmington, Delaware 19801. Solara is a leading private equity sponsor with approximately $14.7 billion in assets under management as of March 31

2. Background — Existing Cayman Fund Vehicles and the Reorganization 2.1 Existing Cayman Vehicles To provide the necessary context for the formation instructions set forth below, we summarize the existing Cayman Islands fund vehicles within the Solara platform that are the subject of the Reorganization. Solara Digital Partners Fund IV-A (Cayman) LP ("Fund IV-A Cayman"). Fund IV-A Cayman is a Cayman Islands exempted l

3. New Entities to Be Formed — Detailed Formation Instructions The following sets forth Calderwood & Harkness's detailed instructions for the formation of the two new Cayman Islands exempted limited partnerships. We request that Meridian Offshore Legal prepare all necessary formation documentation and filings for each entity as described below. 3.1 Solara International Feeder (Cayman) LP ("Int'l Feeder") Entity Name.

4. CIMA Registration Requirements 4.1 Registration of New Feeder Entities We request that Meridian Offshore Legal advise on all requirements for the registration of each new feeder LP — both the Int'l Feeder and the TE Feeder — with the Cayman Islands Monetary Authority (CIMA). Specifically, we request your guidance on the following matters: (a) Registration category. Please confirm the applicable registration catego

5. Economic Substance Requirements We request that Meridian Offshore Legal provide a detailed analysis of the economic substance requirements applicable to each new Cayman feeder LP under the International Tax Co-operation (Economic Substance) Act (as revised) (the "ES Act") and the related Guidance Notes issued by the Cayman Islands Tax Information Authority (the "TIA Guidance"). Specifically, we request your analys

6. Formation Documentation and Deliverables Meridian Offshore Legal is hereby instructed to prepare the following formation documents for each new entity, in each case subject to Calderwood & Harkness's review and approval prior to execution and filing. 6.1 For Solara International Feeder (Cayman) LP The following documents and filings are required in connection with the formation and registration of the Int'l Feeder

1. Exempted Limited Partnership Registration Statement. Preparation and filing of the Registration Statement required under Section 9 of the Exempted Limited Partnership Act (as revised), including all information required to be set forth therein (name of the partnership, registered office address, nature of the business, name and address of the general partner, commencement date, and term).

2. Exempted Limited Partnership Agreement. A draft limited partnership agreement will be provided by Calderwood & Harkness for Meridian Offshore Legal's review and localization to Cayman Islands law. Meridian Offshore Legal should review the draft agreement for compliance with the Exempted Limited Partnership Act and all other applicable Cayman Islands law, propose any necessary Cayman law-specific amendments, and pr

3. CIMA Registration Application and Supporting Materials. Preparation and submission of the application for registration of the Int'l Feeder with CIMA under the applicable provisions of the Mutual Funds Act or Private Funds Act, 2020, together with all required supporting materials (as identified in Section 4.1 above).

4. AML/KYC Documentation Package. Preparation and coordination of the anti-money laundering and know-your-customer documentation package for the general partner and its directors and officers, as well as for the initial limited partners to the extent required under CIMA regulations and the Anti-Money Laundering Regulations (as revised).

5. Registered Office Agreement. Coordination with Harborstone Corporate Services Ltd. to finalize and execute the registered office agreement for the Int'l Feeder, including confirmation of the registered office address and the scope of services to be provided by Harborstone.

6. Appointment of Auditor. The auditor appointment for the Int'l Feeder is to be confirmed by Calderwood & Harkness in consultation with Solara. The current auditor for the existing Cayman offshore vehicles is Caldwell Pierce & Co. LLP, 400 Renaissance Center, Suite 2500, Detroit, MI 48243 (contact: Helen Okamoto, Partner). We anticipate that Caldwell Pierce will be appointed as auditor of the new feeder entities, su

7. Additional Documents. Any other documents, filings, certificates, or resolutions required under Cayman Islands law for the valid formation, registration, and commencement of operations of the Int'l Feeder, including any general partner resolutions, certificates of good standing, or other documents that may be required in connection with the opening of bank accounts or the establishment of custody arrangements. 6.2

7. Coordination with Other Counsel and Advisors The Reorganization involves multiple parties, counsel, and advisors across several jurisdictions. To ensure efficient coordination and avoid duplication of effort, Meridian Offshore Legal should coordinate as necessary with the following parties in connection with the formation of the new feeder entities and the related workstreams described in this letter: (a) Calderwo

8. Fees and Billing We request that Meridian Offshore Legal provide a detailed fee estimate for the following work streams in connection with the formation and registration of the new feeder entities and the related matters described in this letter:

1. Formation of the two new Cayman Islands exempted limited partnerships (the Int'l Feeder and the TE Feeder), including preparation of all formation documents, name searches, and filings with the Registrar of Exempted Limited Partnerships.

2. CIMA registration for each new entity, including preparation of all registration applications, supporting documentation, and liaison with CIMA.

3. CIMA deregistration for Fund IV-A Cayman and Fund V-A Cayman, including preparation of all deregistration applications, required notifications, and coordination with CIMA.

4. Economic substance analysis and advice, including the analysis requested in Section 5 of this letter with respect to the applicability of the ES Act and the TIA Guidance to the new feeder entities, as well as any ongoing substance compliance advice.

5. Review and localization of partnership agreements, including Meridian Offshore Legal's review of the draft Int'l Feeder LPA and TE Feeder LPA for compliance with Cayman Islands law and preparation of final execution versions.

6. Ongoing annual compliance and registered office maintenance fees, including any annual CIMA filings, economic substance notifications and returns, and registered office agent fees. We request that fees be broken down by entity (i.e., separately for the Int'l Feeder and the TE Feeder) and by work stream, to enable accurate cost allocation across the Solara fund vehicles. Please also identify any anticipated disburs

9. Confidentiality and Privilege All communications, documents, draft agreements, memoranda, analyses, and advice provided in connection with this matter — whether by Calderwood & Harkness to Meridian Offshore Legal, by Meridian Offshore Legal to Calderwood & Harkness, or among any of the parties listed in Section 7 of this letter — are privileged and confidential. These materials are protected by the attorney-client

10. Specific Requests for Immediate Response To enable the Reorganization to proceed on schedule, we respectfully request that Meridian Offshore Legal provide the following confirmations and information at the earliest practicable opportunity, and in any event within ten (10) business days of receipt of this letter: (a) Confirmation of receipt. Please confirm receipt of this letter and all enclosures. (b) Availabilit

1. Pre-Reorganization Organizational Charts (for reference)

2. Post-Reorganization Organizational Charts (for reference)

3. Step Transaction Diagrams (Steps 1–5)

4. Contact Information Sheet for All Parties Listed in Section 7 PRIVILEGED AND CONFIDENTIAL — ATTORNEY-CLIENT PRIVILEGE — ATTORNEY WORK PRODUCT This letter and its enclosures contain information that is privileged, confidential, and exempt from disclosure under applicable law. If you are not the intended recipient, please notify the sender immediately and destroy all copies. Milestone | Target Date Draft formation d