Indenture means this instrument as originally executed and as it may
from time to time be supplemented or amended by one or more indentures supplemental hereto entered into pursuant to the applicable provisions hereof, including, for all purposes of this instrument and any such supplemental indenture, the provisions
of the Trust Indenture Act that are deemed to be a part of and govern this instrument and any such supplemental indenture, respectively. The term Indenture shall also include the terms of any particular series or specific
Securities within a series and of any Guarantees thereof established as contemplated by Section 3.01.
interest, when used with respect to an Original Issue Discount Security which by its terms bears interest only after
Maturity, means interest payable after Maturity.
Initial Guarantor or Initial
Guarantors means: NVT, LLC, a Delaware limited liability company; Sun Edison LLC, a Delaware limited liability company; SunEdison Canada, LLC, a Delaware limited liability company; SunEdison International, LLC, a Delaware limited
liability company; Solaicx, a California corporation; EnFlex Corporation, a Delaware corporation; SunEdison Holdings Corporation, a Delaware corporation; SunEdison International, Inc., a Delaware corporation; MEMC Pasadena, Inc., a Delaware
corporation; and Fotowatio Renewable Ventures, Inc., a Delaware corporation.
Interest Payment Date, when used
with respect to any Security, means the Stated Maturity of an installment of interest on such Security.
Maturity, when used with respect to any Security, means the date on which the principal of such Security or an
installment of principal becomes due and payable as therein or herein provided, whether at the Stated Maturity or by declaration of acceleration, call for redemption or otherwise.
Notice of Default means a written notice of the kind specified in Section 5.01(3).
Officer means a Chairman of the Board, a Chief Executive Officer, a Chief Financial Officer, a President, a Vice
President, a Treasurer, an Assistant Treasurer, a Secretary or an Assistant Secretary of the Company or a Guarantor, as applicable.
Officers Certificate means a certificate signed by any two Officers of the Company, or any other officer or
officers of the Company designated in a writing by or pursuant to authority of the Board of Directors and delivered to the Trustee from time to time.
Opinion of Counsel means a written opinion of counsel, who may be an employee of or counsel for the Company or a
Original Issue Discount Security means any Security which provides for an amount less than the
principal amount thereof to be due and payable upon a declaration of acceleration of the Maturity thereof pursuant to Section 5.02.
Outstanding, when used with respect to Securities, means, as of the date of determination, all Securities
theretofore authenticated and delivered under this Indenture, except: