Contract analysis

I. LPAC and LP Consent. At a duly convened meeting of the LP Advisory Committee ("LPAC") held on April 22, 2025, the LPAC — which was advised by Whitfield, Carruthers & Doyle LLP, counsel to the LPAC (with Diana Carruthers serving as key attorney and principal point of contact) — provided preliminary consent to the Reorganization. The members of the LPAC voting in favor of such preliminary consent represent seventy-e

Section 1.1 — Defined Terms For the purposes of this Amendment, the following terms shall have the meanings set forth below. All capitalized terms used but not otherwise defined in this Amendment shall have the meanings ascribed to them in the Partnership Agreement. "Amendment" means this First Amendment to the Amended and Restated Agreement of Limited Partnership of Solara Digital Partners Fund IV LP, as the same ma

Section 1.2 — Construction Except as otherwise defined herein, all capitalized terms used in this Amendment shall have the meanings ascribed to them in the Partnership Agreement. The rules of construction set forth in the Partnership Agreement shall apply to this Amendment mutatis mutandis. In the event of a conflict between any provision of this Amendment and any provision of the Partnership Agreement, the provision

ARTICLE II — AMENDMENTS TO THE PARTNERSHIP AGREEMENT

Section 2.1 — Authorization of the Reorganization The Partnership Agreement is hereby amended to add a new Section 15.1 (Reorganization Authorization), or such other section number as may be appropriate in the context of the existing numbering of the Partnership Agreement, providing as follows: (a) General Authorization. The General Partner is hereby authorized, on behalf of the Partnership, to cause, facilitate, and

Section 2.2 — Co-Investment Structure The Partnership Agreement is hereby amended to provide that, following the consummation of the Reorganization: (a) The Partnership (Fund IV LP) shall co-invest alongside the Master Fund with respect to current and future portfolio investments, pursuant to co-investment arrangements to be entered into between the Partnership (acting through the General Partner) and the Master Fund

Section 2.3 — Tax Treatment and IRC § 704(c) Matters The Partnership Agreement is hereby amended to add provisions addressing the U.S. federal income tax aspects of the Reorganization, as follows: (a) Tax-Free Contributions. The Partners acknowledge and agree that the contributions described in Steps 2 and 3 of the Recitals — namely, the contributions of portfolio assets by Fund IV-A Cayman and Fund IV-B Lux to the M

Section 2.4 — Amendments to Investment Scope and Restrictions To the extent that any provisions of the Partnership Agreement restrict or limit the General Partner's ability to (i) contribute the assets of the Partnership or the parallel vehicles to another partnership or entity, (ii) dissolve or wind down the Legacy Offshore Vehicles, or (iii) restructure the investment platform through which the Partnership's invest

Section 2.5 — Amendments to Reporting Obligations The Partnership Agreement is hereby amended to provide that, in addition to the reporting obligations otherwise required thereunder, the General Partner shall provide the Limited Partners with the following information and notices in connection with the Reorganization: (a) Step Completion Notices. Prompt written notice (and in any event within ten (10) Business Days)

Section 2.6 — Amendments to Transfer Restrictions The Partnership Agreement's existing transfer restrictions, including any provisions requiring General Partner consent to transfers of limited partnership interests, right-of-first-refusal provisions, and restrictions on transfers that would result in a termination of the Partnership under IRC § 708(b)(1)(B) (as in effect prior to its repeal), shall continue to apply

Section 2.7 — Amendments Relating to Subscription Facility The General Partner is authorized to negotiate and execute amendments, modifications, waivers, consents, and supplemental agreements to the One Billion One Hundred Million Dollar ($1,100,000,000) revolving subscription credit facility with Ashford National Bank, N.A. as may be necessary or advisable to reflect the post-Reorganization structure of the Partners

ARTICLE III — AUTHORIZATION OF GENERAL PARTNER

Section 3.1 — Scope of Authorization The Limited Partners hereby ratify, confirm, and approve the General Partner's authority to take all actions described in Article II and the Recitals of this Amendment, and hereby grant the General Partner full power and authority to act on behalf of the Partnership in connection with the Reorganization and the execution and delivery of the Transaction Documents. The authorization

Section 3.2 — Execution of Transaction Documents The General Partner is authorized to negotiate, execute, and deliver on behalf of the Partnership any and all Transaction Documents, including but not limited to: (a) The limited partnership agreement of the Master Fund, including the negotiation of economic terms, governance provisions, allocation and distribution waterfalls, and fee arrangements; (b) Contribution agr

Section 3.3 — Delegation The General Partner may delegate any authority granted under this Amendment to any officer, director, manager, or authorized representative of the General Partner or of Solara Digital Infrastructure LP, by written instrument specifying the scope of such delegation. Any action taken by a duly authorized delegate of the General Partner in accordance with such delegation shall be deemed to be an

ARTICLE IV — REPRESENTATIONS AND ACKNOWLEDGMENTS OF THE PARTNERS

Section 4.1 — Representations of the General Partner The General Partner hereby represents and warrants to the Limited Partners as of the date hereof as follows: (a) Due Authorization. The Reorganization has been duly authorized by the General Partner's governing body, acting by unanimous written consent, as approved on March 14, 2025. The General Partner has the requisite organizational power and authority to execut

Section 4.2 — Acknowledgments of the Limited Partners Each Limited Partner executing this Amendment hereby acknowledges and agrees as follows: (a) Receipt of Tax Impact Summary. It has received and reviewed the LP Tax Impact Summary Letter prepared by Calderwood & Harkness LLP, which describes the anticipated U.S. federal income tax consequences of the Reorganization for each category of investor (U.S. taxable, U.S.

Section 4.3 — No Admission of Liability Nothing in this Amendment shall constitute an admission by any Partner of any liability, obligation, or duty to any other Partner, to the Partnership, or to any third party. The recitals, representations, and acknowledgments contained herein are made solely for the purposes of this Amendment and the Reorganization and shall not be used or construed as evidence of any admission

ARTICLE V — CONDITIONS PRECEDENT

Section 5.1 — Conditions to the Effectiveness of the Reorganization The Reorganization shall not be consummated, and the General Partner shall not be obligated to implement the Reorganization Steps, unless and until each of the following conditions precedent shall have been satisfied or, where permitted, waived by the General Partner: (a) LP Consent. Receipt of the requisite consent of the Limited Partners as require

Section 5.2 — Waiver of Conditions The General Partner may, in its sole and absolute discretion, waive any condition set forth in Section 5.1; provided, however, that the conditions set forth in Sections 5.1(a) (LP Consent), 5.1(c) (Lender Consent), and 5.1(d) (Formation of New Entities) may not be waived and must be satisfied in full prior to the consummation of the Reorganization. Any waiver of a condition preceden

ARTICLE VI — INDEMNIFICATION AND EXCULPATION

Section 6.1 — Continuation of Existing Protections The indemnification and exculpation provisions of the Partnership Agreement, including without limitation all provisions relating to the limitation of liability of the General Partner and its officers, directors, managers, members, employees, agents, and affiliates, and all provisions relating to the indemnification of the General Partner and such persons for losses,

Section 6.2 — D&O/E&O Coverage The General Partner shall maintain, or cause to be maintained, directors' and officers' liability insurance and errors and omissions insurance coverage in connection with the Reorganization activities. The Partnership's existing coverage is provided by Hawkstone Specialty Insurance Co. with an aggregate policy limit of Fifty Million Dollars ($50,000,000). The General Partner shall cause

ARTICLE VII — MISCELLANEOUS PROVISIONS

Section 7.1 — Effectiveness This Amendment shall become effective upon the later of (a) its execution and delivery by the General Partner and (b) the receipt of the requisite consent of the Limited Partners holding the required percentage in interest as specified in the Partnership Agreement (such later date, the "Amendment Effective Date"). This Amendment shall not be effective as to any Reorganization Step until th

Section 7.2 — Ratification of Partnership Agreement Except as expressly amended, supplemented, or modified hereby, the Partnership Agreement shall remain in full force and effect and is hereby ratified and confirmed in all respects. All terms, conditions, covenants, representations, warranties, and agreements set forth in the Partnership Agreement that are not expressly amended by this Amendment shall continue unchan

Section 7.3 — Governing Law This Amendment shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to the conflicts of laws principles thereof that would result in the application of the laws of any other jurisdiction. To the fullest extent permitted by law, the Partners agree that the Delaware Revised Uniform Limited Partnership Act (6 Del. C. § 17-101 et seq.) shall g

Section 7.4 — Entire Agreement This Amendment, together with the Partnership Agreement, the Transaction Documents, and the exhibits and schedules hereto and thereto, constitutes the entire agreement among the Partners with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, representations, warranties, negotiations, discussions, understandings, and communications, whether wri

Section 7.5 — Severability If any provision of this Amendment, or the application thereof to any Partner or circumstance, is held to be invalid, illegal, or unenforceable in any respect by a court of competent jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other provision hereof, and the remaining provisions of this Amendment shall continue in full force and effect. To