TERRAFORM GLOBAL, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 20th, 2015 • Terraform Global, Inc. • Electric services • New York
REPOWERING SERVICES AGREEMENTRepowering Services Agreement • July 20th, 2015 • Terraform Global, Inc. • Electric services • New York
THIS AGREEMENT is made as of the , 2015, by and among TerraForm Global, Inc., a Delaware corporation (“Global”), TerraForm Global, LLC, a Delaware limited liability company (“Global LLC”), TerraForm Global Operating LLC, a Delaware limited liability company (“Global 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 Global’s Class A Common Stock on the date first above written.
DIRECT AGREEMENTDirect Agreement • July 20th, 2015 • Terraform Global, Inc. • Electric services • New York
This DIRECT AGREEMENT (this “Agreement”), dated as of December 22, 2014, by and among SunEdison, Inc., a Delaware corporation (the “Parent”), SunEdison Holdings Corporation, a Delaware corporation (“SunE Holdings” and, together with the Parent, the “Obligors” and each an “Obligor”), SunEdison Emerging Markets Yield, LLC, a Delaware limited liability company (the “Company”) and JPMorgan Chase Bank, National Association, as collateral agent (in such capacity, the “Collateral Agent”).
FORM OF] INDEMNIFICATION AGREEMENTIndemnification Agreement • July 20th, 2015 • Terraform Global, Inc. • Electric services • Delaware
This Indemnification Agreement (this “Agreement”), is effective as of , 2015 by and between TerraForm Global, Inc., a Delaware corporation (“Company”), and (“Indemnitee”).
EXCHANGE AGREEMENTExchange Agreement • July 20th, 2015 • Terraform Global, Inc. • Electric services • Delaware
This EXCHANGE AGREEMENT (this “Agreement”), dated as of , 2015, is made by and among TerraForm Global, Inc., a Delaware corporation (the “Corporation”), TerraForm Global, LLC, a Delaware limited liability company (“Global LLC”), SunEdison, Inc. (“SunEdison”) and the other Persons from time to time party hereto in accordance with Section 4.1 hereof (collectively with SunEdison, the “Global LLC Unitholders”).
INVESTMENT AGREEMENTInvestment Agreement • July 20th, 2015 • Terraform Global, Inc. • Electric services • New York
THIS INVESTMENT AGREEMENT (this “Agreement”) is made as of December 22, 2014 (the “Effective Date”), by and among SunEdison Emerging Markets Yield, LLC, a Delaware limited liability company (“EM LLC”), SunEdison, Inc., a Delaware corporation (“SunEdison”), and SunEdison Holdings Corporation, a Delaware corporation (“SunEdison Holdings”).
