MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • August 21st, 2014 • New York
Contract Type FiledAugust 21st, 2014 JurisdictionTHIS AGREEMENT is made as of July 23, 2014, by and among TerraForm Power, Inc., a Delaware corporation (“Terra”), TerraForm Power, LLC, a Delaware limited liability company (“Terra LLC”), TerraForm Power TerraOperating, LLC, a Delaware limited liability company (“Terra Operating”), and SunEdison, Inc., a Delaware corporation (the “Manager”). This Agreement shall become effective immediately prior to the consummation of the initial public offering of Terra’s Class A Common Stock on the date first above written.