EFTA01454587

RRP73 - Elysium ESA Structure A typical LSA structure would operate as follows:I Utility Services Historical utility A Reduced utility payment minus gain share Project Control Account payment Property Owner Utility Company ' Lockbox- Rent + energy use payments ( A - ) Project costs and returns Energy services agreement Tenants Capital and energy efficiency upgrades Money flow Services For illustrative purposes only. In the context of a particular project or transaction. the Partnership may modify or simplify the typical ESA struchee and terms described above or may elect to structure such project or transaction through a non•ESA or modified ESA structure. By way of example. in the context Agreements of a smaller project. the Partnership may elect to bill a building owner directly (i.e., rather than receiving payment from the differential between the building's historic payments and post-retrokt payments). The Partnership may also (i) undertake renewable energy and Capital cogeneration projects in buildings and other properties in which the Partnership has an existing project and (ii) engage in other energy efficiency projects or transactions, either through an ESA (or modified ESA) structure or otherwise. Deutsche Asset RREEF Retrofit Partners. L.P. For U.S. Person Clients of the U.S./Americas Key Client Partners Desk Only June 2014 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0112793 CONFIDENTIAL SDNY_GM_00258977 EFTA01454587