EVERGREEN SOLAR, INC. as Issuer AND U.S. BANK NATIONAL ASSOCIATION as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of [•], 2011 TO INDENTURE Dated as of [•], 2011 4% Convertible Subordinated Additional Cash Notes due 2020First Supplemental Indenture • January 27th, 2011 • Evergreen Solar Inc • Semiconductors & related devices • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of [•], 2011, by and between Evergreen Solar, Inc., a Delaware corporation, as Issuer (the “Company”), and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).
EVERGREEN SOLAR, INC. as Issuer AND as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of [•], 2011 13% Convertible Senior Secured Notes due 2015First Supplemental Indenture • January 27th, 2011 • Evergreen Solar Inc • Semiconductors & related devices • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of [•], 2011 (this “Supplemental Indenture”), between Evergreen Solar, Inc., a Delaware corporation, as Issuer (the “Company,” in its own capacity and as successor-in-interest to ESLR1, LLC), and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).
FORM OF FIRST AMENDMENT TO DEALER MANAGER AGREEMENTDealer Manager Agreement • January 27th, 2011 • Evergreen Solar Inc • Semiconductors & related devices • New York
Reference is made to the Dealer Manager Agreement dated January 3, 2011 (as amended from time to time, the “DMA”) between Evergreen Solar, Inc., a Delaware corporation (the “Company”), and you. Capitalized terms used but not defined herein are used as defined in the DMA.
FORM OF PLEDGE AND SECURITY AGREEMENT dated as of [•], 2011 among EVERGREEN SOLAR, INC., EACH OF THE OTHER GRANTORS PARTY HERETO and U.S. BANK NATIONAL ASSOCIATION as Collateral AgentPledge and Security Agreement • January 27th, 2011 • Evergreen Solar Inc • Semiconductors & related devices • New York
FORM OF AMENDED AND RESTATED COLLATERAL TRUST AGREEMENT Dated as of [•], 2011 by and among EVERGREEN SOLAR, INC. andCollateral Trust Agreement • January 27th, 2011 • Evergreen Solar Inc • Semiconductors & related devices • New York
AMENDED AND RESTATED COLLATERAL TRUST AGREEMENT (this “Agreement”) dated as of [•], 2011, by and among Evergreen Solar, Inc., a Delaware corporation (“Company”, in its own capacity and as successor-in-interest to ESLR1, LLC), the Additional Trustors (as defined in Section 5.7) (and together with Company, the “Trustors”), and U.S. Bank National Association (together with its agents, successors and assigns, the “Collateral Agent”), as collateral agent hereunder for the holders of the Secured Obligations, U.S. Bank National Association (together with its agents, successors and assigns, the “13% Trustee”), as trustee under the 13% Indenture, and U.S. Bank National Association (together with its agents, successors and assigns, the “7.5% Trustee”; the 7.5% Trustee together with the 13% Trustee, the “Trustees”), as trustee under the 7.5% Indenture. Capitalized terms not otherwise defined shall have the meanings set forth in Section 1 below.
EVERGREEN SOLAR, INC. as Issuer AND as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of [•], 2011 13% Convertible Senior Secured Notes due 2015First Supplemental Indenture • January 27th, 2011 • Evergreen Solar Inc • Semiconductors & related devices • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of [•], 2011 (this “Supplemental Indenture”), between Evergreen Solar, Inc., a Delaware corporation, as Issuer (the “Company,” in its own capacity and as successor-in-interest to ESLR1, LLC), and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).
FORM OF COLLATERAL TRUST AGREEMENT Dated as of [•], 2011 by and among EVERGREEN SOLAR, INC. THE GUARANTOR SUBSIDIARIES party hereto andCollateral Trust Agreement • January 27th, 2011 • Evergreen Solar Inc • Semiconductors & related devices • New York
COLLATERAL TRUST AGREEMENT (this “Agreement”) dated as of [•], 2011, by and among Evergreen Solar, Inc., a Delaware corporation (“Company”), the subsidiaries of Company listed in the signature pages hereto (the “Guarantor Subsidiaries”), the Additional Trustors (as defined in Section 5.7) (and together with Company and the Guarantor Subsidiaries, the “Trustors”), and U.S. Bank National Association (together with its agents, successors and assigns, the “Collateral Agent”), as collateral agent hereunder for the holders of the Secured Obligations, and U.S. Bank National Association (together with its agents, successors and assigns, the “Trustee”), as Trustee under the Indenture. Capitalized terms not otherwise defined shall have the meanings set forth in Section 1 below.
EVERGREEN SOLAR, INC. as Issuer the Guarantors from time to time party hereto AND U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of [•], 2011 7.5% Convertible Senior Secured Notes due 2017Indenture • January 27th, 2011 • Evergreen Solar Inc • Semiconductors & related devices • New York
INDENTURE, dated as of [•], 2011, by and among Evergreen Solar, Inc., a Delaware corporation, as Issuer (the “Company”), the guarantors from time to time party hereto (each, a “Guarantor”), and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).
FORM OF AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT dated as of [•], 2011 among EVERGREEN SOLAR, INC., EACH OF THE OTHER GRANTORS PARTY HERETO and as Collateral AgentPledge and Security Agreement • January 27th, 2011 • Evergreen Solar Inc • Semiconductors & related devices • New York
This AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT, dated as of [•], 2011 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), among EVERGREEN SOLAR, INC., a Delaware corporation (the “Company”), EACH OF THE UNDERSIGNED SUBSIDIARIES OF THE COMPANY, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (together with the Company, each, a “Grantor”), and U.S. BANK NATIONAL ASSOCIATION, as collateral agent for the Secured Parties (as herein defined) (in such capacity, together with its agents, successors and assigns, the “Collateral Agent”).
