1800 W Ashton Blvd Lehi, UT 84043 [email protected] I www.vivintsolar.com .Solar Phone: 385.455.5222 I Fax: 385.312.1529

July 2, 2018 VIA ELECTRONIC FILING

Honorable Kathleen H. Burgess Secretary to the Commission State Public Service Commission Agency Building 3 Albany, NY 12223-1350

RE : Filing Letter for NY DERS Registration Form Case No. 15-M-0180 Matter No. 15-00733

Honorable Kathleen H. Burgess:

Attached please find Vivint Solar, lnc.'s Distributed Energy Resource Supplier (DERS) Registration Form and supporting documents, ("The Registration Package"). The Registration Package consists of the following documents:

• DERS Registration Form; • Vivint Solar Developer, LLC's Registration with NY Department of State; • Sample Sales Agreements including the required Disclosure Form; • Sample Bill; • Sample Marketing Material for each product offering; and • NYS DPS Office of Consumer Services Provider Form.

Thank you for your ass istance and attention to this matter.

Steven D. Burt Associate General Counsel Vivint Solar, Inc. Direct Line: 385.715.6209 Email: steven. burt@vivi ntsola r.com WYORK TEOF Department of 4 ORTUNITY Public Service

DISTRIBUTED ENERGY RESOURCE SUPPLIER (DERS) REGISTRATION FORM

Pursuant to the Public Service Commission's October 19, 2017 Order Establishing Oversight Framework and Uniform Business Practices for Distributed Energy Resource Suppliers in Case 15-M-0180 and to the Uniform Business Practices for DER Suppliers (UBP-DERS) adopted in that order, CDG Providers 1 and On-Site Mass Market DG Providers 2 are required to submit this form. Subsidiaries and partners, including contractors, subcontractors, special purpose entities, and tax equity investors, are not required to submit this form as long as a registered CDG Provider is part of and responsible for ensuring compliance with respect to each project.

FILL OUT AND SUBMIT THIS FORM IN MATTER 17-02273: IN THE MATTER OF REGISTRATION FOR DER SUPPLIERS3 (Attach additional sheets as necessary)

1. Business Information

Business Name: Vivint Solar Developer, LLC

Address: 1800 W. Ashton Boulevard

City: Lehi State: UT Zip: 84043

Telephone: 801-845-0286 Fax: 801-765-5748

1 Defined as "an entity that is acting or planning to act as a COG Sponsor for one or more COG projects, or that is otherwise engaged in soliciting customers, members, or subscribers for a COG project or COG projects, through its own employees or agents, on its own behalf. A COG Sponsor is the entity that organizes, owns, and/or operates a COG project." 2 Defined as "an entity that is engaged in soliciting mass market customers for a project or service that involves the installation of distributed generation equipment, such as solar panels, on the property of those mass market customers, through its own employees or contractors, on its own behalf rather than as a contractor." 3 Instructions on registering and filing are available at http://www3.dps.ny.gov/VV/PSCWeb.nsf/All/4BDF59870BABE01585257687006F3A57?0penDocument

Page 11 If you intend to market your services under a OBA, provide a copy of your certificate of assumed name and list the name(s) here: N/A

Type of Provider

CDG Provider--- Mass Market On-Site DG Provider --- X Both----

Energy Source: (i.e. solar, wind, etc.) _S_o_la_r______

Provide the contact information for any affiliates conducting energy-related business (including subsidiaries and parent corporations) within New York State or elsewhere.

Business Name: Vivint Solar NYC Electrical, LLC

Contact Name: Monica Posada

Address: 1800 W. Ashton Boulevard

City: Lehi State: UT Zip: 84043

Telephone: 385-288-1806 Fax: 888-884-7861

Email Address: [email protected]

Provide the contact information for any parent company or other corporate entity with an ownership interest of 10 percent or more of the registrant:

Business Name: Vivint Solar Operations, LLC

Contact Name: Monica Posada

Address: 1800 W. Ashton Boulevard

City: Lehi State: UT Zip: 84043

Telephone: 385-288-1806 Fax: 888-884-7861

Email Address: [email protected]

During the previous 24 months, have any criminal or regulatory sanctions been imposed on the registrant, any senior officer of the registrant, any corporate entity with corporate entity with an ownership interest of 10 percent or any energy affiliates listed above?

X Yes------No-----

Page 12 If yes, identify the entities or individuals subject to sanctions and provide a detailed explanation of the sanctions: N/A

Disclose any decisions or pending escalated regulatory actions in other states that affect the registrant's ability to operate in that state, such as suspension, revocation, or limitation of operating authority: None

List and describe any current formal investigations involving the registrant being conducted by law enforcement or regulatory entities: Attorney General - Lawsuit filed alleging violation of consumer laws, currently being contested. New York Attorney General - Subpoena for records. Contractors License Board - Subpoena for records. Attorney General - Subpoena for records.

List and explain any acquisitions, mergers, dissolutions, or bankruptcy involving the registrant that occurred in the previous 24 months: N/A

List and describe of any security breaches associated with customer proprietary information in the last 24 months that involved the registrant, including a thorough description of the actions taken in response to any such instances: None

Page 13 2. Contact Information

Executive Contact (Owner, CEO, or Executive responsible for New York service) Name and Title: C. Dan Black, Chief Legal Officer

Address: 1800 W. Ashton Boulevard

City: Lehi State: UT Zip: 84043

Telephone: 801-845-0286 Fax: 801-765-5748

Email Address: [email protected]

Regulatory Contact (lndividual(s) Responsible for Ensuring Compliance with Regulatory Requirements) Name and Title: Steven Burt, Associate General Counsel

Address: 1800 W. Ashton Boulevard

City: Lehi State:_U_T_ __ Zip: 84043

Telephone: 385-715-6209 Fax:------Email Address: [email protected]

Marketing Contact (lndividual(s) Responsible for Responding to Consumer Inquiries and Complaints) Name and Title: Austin Baird, Director of Compliance

Address: 1800 W. Ashton Boulevard city: Lehi State:_U_T___ Zip: 84043

Telephone: 385-429-6198 Fax: ------Email Address: [email protected]

Page 14 3. Additional Requirements (Required for New Registrants and Triennial Filings)

• Copy and proof of acceptance of your registration with the NYS Department of State and a copy of your certificate of assumed name (if applicable);

• Sample sales agreements, including customer disclosure statement, and sample bills for each customer class for each material category of the COG or On-Site Mass Market products or services that will be offered;

• Copies of information and promotional materials used for mass marketing purposes for each product offering;

• A list of entities, including contractors and sub-contractors, that market on behalf of your company;

• NYS DPS Office of Consumer Services Service Provider Form .

4. Signature

The person signing this application attests to the following: that she or he is an owner, partner, or officer of the business named on this registration package, the answers and materials contained in this registration package are true and the registration package submitted is complete and accurate. A DER Supplier that knowingly makes false statements in th· · tration ac ge is subject to denial or revocation of eligibility.

Print Name: C. Dan Black

Title: Chief Legal Officer Date: July 2, 2018

Company Name: Vivint Solar Developer, LLC

Page 15 Copy and proof of acceptance of your registration with the NYS Department of State and a copy of your certificate of assumed name (if applicable).

,.. CT Corporation 187 Wolf Road 518 453 2130 tel Suite 101 518 459 3437 fax Albany, NY 12205 www ctlegalsolutions.com

December 16, 2011

Viviana Harrington Vivint, Inc. 4931 North 300 West Provo UT 84604

Re: Order#: 8332229 SO Customer Reference 1: None Given Customer Reference 2: None Given

Dear Viviana Harrington:

Per your instructions, enclosed are the following document(s) as issued by the referenced jurisdiction(s): Vivint Solar Developer, LLC (DE) Registration New York

Vivint Solar Developer, LLC (DE) Cert Copy of Application for Authority New York

If you have any questions concerning this order, please contact: Hiedi M Liesch Denver Corporate Team I Phone: (303) 629-2500 Email: [email protected]

Thank you for this opportunity to be of service.

Pagelof2 CT Corporation 187 Wolf Road 518 453 2130 tel Suite 101 518 459 3437 fax Albany, NY 12205 www.ctlegalsolutions.com

Sincerely,

Cathy A Sazynski Albany Fulfillment Team I Cathy. [email protected]

Page 2 of2 N. Y. S. DEPARTMENT OF STATE DIVISION OF CORRORATIONS AND STATE RECORDS ALBANY, NY 12231-0001

CERTIFICATE OF AUTHORITY UNDER SEC. 805 OF THE LIMITED LIABILITY COMPANY LAW ENTITY NAME: VIVINT SOLAR DEVELOPER, LLC

DOCUMENT TYPE: APPLICATION FOR AUTHORITY (FOR LLC) COUNTY: NEWY

FILED:12/16/2011 DURATION:********* CASH#:111216000716 FILM #:111216000653

FILER: EXIST DATE

VIVIANA HARRINGTON 12/16/2011 4931 NORTH 300 WEST

PROVO, UT 84604

ADDRESS FOR PROCESS:

c/o CT CORPORATION SYSTEM 111 EIGHTH AVENUE NEW YORK, NY 10011

REGISTERED AGENT:

CT CORPORATION SYSTEM 111 EIGHTH AVENUE NEW YORK, NY 10011

SERVICE COMPANY: CT CORPORATION SYSTEM - 07 SERVICE CODE: 07

FEES 310.00 PAYMENTS 310.00

FILING 250.00 CASH 0.00 TAX 0.00 CHECK 0.00 CERT 0.00 CHARGE 0.00 COPIES 10.00 DRAWDOWN 310.00 HANDLING 50.00 OPAL 0.00 REFUND 0.00 ------~------=------===-======--=---==---=------8332229CAS DOS-1025 (04/2007) STATE OF NEW YORK

DEPARTMENT OF STATE

I hereby certify that the annexed copy has been compared with the original document in the custody of the Secretary of State and that the same is a true copy of said original.

WITNESS my hand and official seal of the Department of State, at the City of Albany, on December 19, 2011.

• • :• * *:•

Daniel E. Shapiro First Deputy Secretary of State

Rev. 05/09 APPLICATION FOR AUTHORITY

OF Vivint Solar Developer, LLC

Under Section 802 of the limited Liability Company Law

FIRST: The name of the limited liability company is: Vivint Solar Developer, LLC

If the name does not contain a required word or abbreviation pursuant to Section 204 of the limited Liability Company Law, the following word or abbreviation is added to the nar:ne for use in this state : NIA

If the name of the limited liability company is unavailable, the fictitious name under which it will do business in New York is: NIA

SECOND: The jurisdiction of organization of the limited liability company is: Delaware

The date of its organization is: _09_1_16_12_0_11 ______

THIRD: The county within this state in which the office, or if more than one office, the principal office of the limited liability company is to be located is: NeWYork

FOURTH: The secretary of state is designated as agent of the limited liability company upon whom process against it may be served . The post office address within this state to which the secretary of state shall mail a copy of any process against him or her is: c/o CT Corporation System, 111 Eighth Avenue, New York, New York 10011.

FIFTH: The name and street address within this state of the registered agent of the limited liability company upon whom and at which process against the limited liability company can be served is: C T Corporation System, 111 Eighth Avenue, New York, New York 10011. SIXTH: The address of the office required to be maintained in the jurisdiction of formation by the laws of that jurisdiction or, if not so required, the address of the principal office of the limited liability company is: ~orporation Trust Company . 1209 Ora nge Street, Wilmington, DE 19801

SEVENTH: The limited liability company is in existence in its jurisdiction of formation at the time of the filing of this application.

NY019 I 0/2}/200~ CT Syslcm Online

111216000653 I EIGHTH: ( Complete the applicable statement )

The name and address of the authorized officer in the jurisdiction of formation where a copy of the articles of organization of the limited liabilitycompanyisfiledis: Secretary of State of Delaware 401 Federal Street, Ste 3 , Dover, DE 19901

No public filing of the limited liability company's articles of organization Is required by the laws of the jurisdiction of formation. The limited liability company shall provide, upon request, a copy thereof with all amendments thereof. The name and post office address of the person responsible for providing such copies is:

1~ ean Capacity of Sig..ner.

Tanguy Serra, Authorized Person

NYO)~ IQ/2Jnll01! CT Sy"'"' Onlin,

1 'lJe[aware PAGE 1 'IFte, :First State

I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF

DELAWARE, DO HEREBY CERTIFY "VIVINT SOLAR DEVELOPER, LLC" IS

DULY FORMED UNDER THE LAWS OF THE STATE OF DELAWARE AND IS IN

GOOD STANDING AND HAS A LEGAL EXISTENCE SO FAR AS THE RECORDS OF

THIS OFFICE SHOW, AS OF THE FOURTEENTH DAY OF DECEMBER, A.D.

2011.

AND I DO HEREBY FURTHER CERTIFY THAT THE ANNUAL TAXES HAVE

NOT BEEN ASSESSED TO DATE.

5039374 8300

111291130 DATE: 12-14-11 You may veriry this cartiriCJJte onlina at corp.delaware.gov/authver.shtml ------. -~ -, ··- ---

at. 1 ~ 6'J. -1·· ~ )- ·O· 1fri 'l l .. !:., . CT-07 'I. 1. ' ,.~ '

Application for Authority

of

Vivint Solar Developer LLC

Fl!. G. ·J DE ,: ..-,'- ...- ,..· J'-; .. T~X $~ . N-.. C Under Section 802 of the Limited Liability Comp ruff bavt UJ . .J j u------­ ------lL- t!l _;' = '\ =

Filed by:

(Name) 4-'t Al No ,th 300 Wtot· (Mailing address) P~vo ) UT <24te e:> Y (City, State and ZIP code)

NY07'1 J0/2Ja00l! CTSy,1,m Dnlin< Sample sales agreements, including customer disclosure statement, and sample bills for each customer class for each material category of the COG or On‐Site Mass Market products or services that will be offered.

• 1800 W Ashton Blvd, Lehi, UT 84043 [email protected] I www.vivintsolar.com I Phone: 877.404.4129 I Fax: 801.765.5758 Generation System Disclosure Form Customer Name(s) : Service Address: Information E-Mail: Primary Phone:

Distribution Utility Overview This document describes your Lease. In the event that the terms in this statement conflict with terms appearing elsewhere in your contract, the terms in this statement are controlling. Read this document and the contract carefully so that you fully understand this agreement.

Under this Lease, you will pay a monthly payment as described in Exhibit A for 20 years to lease a solar energy system installed on your property. Price, Fees, and Starting one month after the In-Service Date, you shall pay a payment each month. Your first monthly Charges payment will be in the amount of$ . The Monthly Payment shall increase by two and nine-tenths percent (2.9%) each year on the anniversary of the In-Service Date. See Exhibit A for more information.

The Total Estimated Cost of the Lease is $ . These amounts include estimated taxes and are subject to change, and also assume that you have allowed us to automatically debit your checking account, for which we will provide a five dollar ($5) monthly discount. You will not receive this discount if you choose to pay by any means other than automatic debit from your checking account. If you are more than fifteen (15) days past due, or if a check from you is returned, we may impose a late charge equal to fifteen dollars ($15). See section 1 of the General Provisions for more information.

If we agree to remove and reinstall your system as set forth in Section 4(c) of the Lease, you will be required to pay a fee equal to our labor, equipment, and overhead costs, plus any applicable taxes.

As lessor, we own and hold all property rights in the System and any credits, rebates, incentives, allowances, tax benefits, or certificates that are attributed, allocated, or related to the System, the Energy, or environmental attributes thereof. See section 3(c) ofthe Lease for more information.

You may be eligible for the Solar Energy System Equipment Credit under New York law. We are not responsible to apply for this credit on your behalf. For more information, please visit https://www.tax.ny.gov/pit/credits/solar_energy_system_equipment_credit.htm. Installation Approx. Installation Start Date and Approx. Completion Date : The Customer Packet identifies the location that the System will be installed on your property. We will work with the applicable local government to inspect the System and submit all necessary paperwork to your Utility to receive permission to operate ("PTO"). System Size and System Size I Est. 1st Yr. Production I Est. System Degradation I System Lifetime Generation kW DC kW AC 0.5% Each Year (average) 30 Years Maintenance As long as no Customer Default has occurred and is continuing, we will operate and maintain the and Repairs System (i) at our sole cost and expense; (ii) in good condition; and (iii) in material compliance with all applicable laws and permits and the Utility's requirements. See section l(c) of the Lease for more information.

We provide a limited warranty that the System will be free from material defects that we cause in workmanship for twenty (20) years after installation is completed. See section 21 of the General Provisions for more information.

Exhibit D - l'ieneration System Disclosure Form - NY (6/2018, Lease v4.0.2) I Page 1 of 2 Roof Warranty Unless the System is installed on a tar-and-gravel or built-up roof, then any rooftop penetrations we make in connection with installation will be watertight, for twenty (20) years after installation is completed. If the System is installed on a tar-and-gravel or built-up roof, then any rooftop penetrations we make in connection with installation will be watertight, for twelve (12) months after installation is completed. See section 21 ofthe General Provisions for more information. Length of This Agreement will continue for twenty (20) years after the In-Service Date. Agreement and After the Initial Term of 20 years, you may renew the agreement for five (5) additional years, purchase End of Contract the System, or request that we remove the System. See section 2(a) of the Lease for more Term information. Early You may not terminate the Agreement after your right to cancel expires unless we have defaulted as Termination and described in section 5(c) of the Agreement. Selling Your You agree to notify us thirty (30) days prior to any sale or transfer of your property. You may assign Property the Agreement to the buyer regardless of the buyer's credit rating, and may prepay the Agreement before doing so. If the sale of your property occurs six (6) years or more after the In-Service Date, you can purchase the system as part of the transfer of your property. You may also relocate the system to your new home under certain circumstances. See section 4(g)-(h) of the Lease for more information. Estimated An estimate of kWh generation that you will receive annually is set forth above in the "System Size Benefits and Generation" portion of this form.

The System qualifies to receive "Phase One NEM." This means you will receive a credit for all electricity exported to the grid at the same rate (1:1) per kWh as you pay your utility for 20 years from the In-Service Date, and will have the ability to carry-over excess credits to subsequent billing and annual periods. Guarantees This contract does not guarantee savings.

If you comply with your obligations under the Lease, we guarantee that the System will operate at the applicable Guaranteed Output for each year of the Initial Term. See section 3(d) of the Lease for more information. Data Sharing and You agree to provide to us directly, or work with us and your Utility to authorize your Utility to provide Privacy Policy to us, data associated with your energy usage throughout the Initial Term. We may use such data to evaluate your energy usage. See section 11 of the General Provisions for more information. Right to Cancel You have the right to terminate the contract without penalty within three business days after signing Without Penalty the contract by notifying Provider at 1800 W Ashton Blvd, Lehi, UT 84043, [email protected] or by Fax at 801.765.5758. Customer Rights If you have inquiries or complaints that the Provider is unable to resolve, you have the right to call the Department of Public Service Helpline at 1-800-342-3377. You may file a complaint on the Helpline or by following the instructions at http://www.dps.ny.gov/complaints.html. Other Important We will make filings and recordings with relevant governmental authorities as may be necessary to Terms provide notice of our ownership of the System and our interest in the System Interests, including (without limitation): notice filings, UCC-1 financing statements, and fixture filings. See section 3(c) of the Lease for more information. Preparer Name

Signature of Authorized Company Official or Representative: Date:

Signature of Customer: Date:

Exhibit D - Generation System Disclosure Forrn · NY (6/2018, Lease v4.0.2) I Page). of 2 vivin .Solar Residential Solar Power System Lease Agreement

Customer Name & Contact Information: Installation Location:

Name(s): Address:

Email: Approx. Installation Start and Completion Date: Primary Phone: Date of Customer Signature: Account No.: $ See Exhibit A 2 y Up-Front Cost Monthly Payment Initial Term

Our Promises • We will design, install, operate and maintain a solar energy system on your home (the "System"). • We warranty all of our work, and that our roof penetrations will be watertight, for 20 years. • We will fix or pay for any damage we may cause to your Property or belongings. • We guarantee that the System will produce a certain amount of energy. • We will not place a lien on your Property, but will record a notice of our ownership of the System. • You will not be responsible for any personal property taxes assessed on the System. • The Energy Price includes a $5 monthly discount for paying by automatic debit from your bank account. • If you need to make Property repairs, we will remove and reinstall the System if you pay our estimated costs. At the End of Your Initial Term If You Move • You can renew the Agreement for a subsequent term; • You can transfer the Agreement to the new homeowner, • You can purchase the System; or regardless of credit rating; • You can request that we remove the System at no • You can prepay the Agreement; additional cost. • After the sixth anniversary, you can purchase the System; or • You can relocate the System under certain circumstances. Your Commitment

• Pay the Monthly Payment to lease the System. • Keep your roof in good condition throughout the Initial Term. • Respond to our sales and support teams when scheduling work and completing paperwork. • Maintain a broadband internet connection. • Continue service with your utility for any energy used beyond the System's production.

You may cancel this Agreement any time prior to commencement of any work at or near your Property associated with installation of the System.

Vivint Solar Developer, LLC (EIN: 80-0756438) is a licensed contractor in each state in which we operate, including New York. Our contractor license numbers are included as part of Exhibit C to this Lease. For more information about our contractor licenses please visit www.vivintsolar.com/licenses. WE MAY HAVE PRESCREENED YOUR CREDIT. PRESCREENING OF CREDIT DOES NOT IMPACT YOUR CREDIT SCORE. YOU CAN CHOOSE TO STOP RECEIVING "PRESCREENED" OFFERS OF CREDIT FROM US AND OTHER COMPANIES BY CALLING TOLL-FREE 888.567.8688. SEE PRESCREEN & OPT-OUT NOTICE BELOW IN SECTION 25 OF THE GENERAL PROVISIONS FOR MORE INFORMATION ABOUT PRESCREENED OFFERS. The Notice of Cancellation may be sent to this address: 1800 W Ashton Blvd., Lehi, UT 84043 [email protected] I vivintsolar.com ATTN: Processing Department Phone 877.404.4129 I Fax 801.765.5758 Copyright© 2018 Vivint Solar Developer, LLC. All Rights Reserved. Lease (6/2018, v4.0.2} Page 1 of 16 RESIDENTIAL SOLAR POWER SYSTEM LEASE AGREEMENT

This RESIDENTIAL SOLAR POWER SYSTEM LEASE AGREEMENT (this "Lease") includes the General Provisions, the Customer Packet (defined below), any Change Orders, any amendments or addenda, any required disclosures and exhibits (all of which are known as this "Agreement"), is entered into as of the Transaction Date (as that term is defined below in Section 2(a)), by and between VIVINT SOLAR DEVELOPER, LLC, a Delaware limited liability company ("Vivint Solar", "Lessor", "we", "us", "our") and the undersigned CUSTOMER(s) ("Customer'', "you", "your''). Vivint Solar and you are referred to herein as the "Parties", and each, a "Party".

1. Description of the Project and of the Significant Materials to be Used and Equipment to be Installed .

(a) Our Work. We will survey your home at the address on the first page above (the "Property") and design a solar energy system (including solar panels, inverters, We will design, meters, and other components, the "System"). The System may include energy install, maintain, storage, consumption monitoring, and energy management equipment or devices, repair, monitor, along with other items. All such ancillary products or services will be part of the and insure the definition of "System" for purposes of this Agreement, unless designated otherwise. System. We will provide you a document reflecting the design, layout, and basic attributes of the System for you to review and approve (the "Customer Packet"), and information about your payment obligations is attached as Exhibit A (the "Lease Disclosures").

After you sign this Lease and review and approve the Customer Packet, we will (i) obtain all necessary permits for the installation of the System; (ii) install the System using our qualified and licensed employees or subcontractors in material compliance with all local requirements, which installation shall be considered substantial commencement of work; (iii) after installation, work with the applicable local government to inspect the System; (iv) submit all necessary paperwork to your electric utility provider (the "Utility") to receive permission to operate ("PTO"); and (v) after receipt of PTO, activate and turn on the System (the "In-Service Date") and cause it to generate energy measured in kilowatt hours ("Energy"). If we use subcontractors to install the System, we will provide you with their names and license numbers. Subject to the delays of local government, weather, or other conditions outside our control, installation of the System generally takes one (1) day and is anticipated to start and be complete no later than the date set forth on the first page. We cannot promise or guarantee the date your Utility will provide PTO. YOU ARE NOT ALLOWED TO TURN ON THE SYSTEM UNTIL THE UTILITY HAS GIVEN ITS PERMISSION TO OPERATE. YOU ARE LIABLE FOR ANY COSTS OR DAMAGE RELATING TO YOUR PREMATURE ACTIVATION OF THE SYSTEM.

(b) Extra Work. You and we must agree in writing to any modification or addition to the work covered by this Agreement ("Extra Work"). Extra Work related to the System will be governed by a written change order (each, a "Change Order''). However, failure to obtain written authorization shall not affect your obligation to pay for our costs associated with the Extra Work. Any Change Order shall (i) list the agreed price and any changes in terms, (ii) be signed by both you and us, and (iii) become part of this Agreement. For any Extra Work performed, you shall pay to us an amount to be determined before the Extra Work is performed, plus ten percent {10%) for our overhead expenses, plus any applicable taxes, unless the Change Order provides differently.

(c) Operations and Maintenance. During the Initial Term (defined below), as long as no Customer Default (defined below) has occurred and is continuing, we will honor the limited warranty set forth in Section 21 of the General Provisions, and will operate and maintain the System (i) at our sole cost and expense; (ii) in good condition; and (iii) in material compliance with all applicable laws and permits and the Utility's requirements.

Copyr © 2018 Vivint Solar Developer, l.LC All Rights Reserved. Ll1\SE (6/2018, v4 .0.2} I Page 2 of 16 2. Term and Renewal.

(a) End-of-Term Options. This Agreement starts on the date we deliver to you this Lease signed by you and us (the "Transaction Date"). This Agreement will continue for Initial Term : twenty (20) years after the In-Service Date (the "Initial Term"). Prior to the end of the Initial Term, and provided there is no ongoing Customer Default as defined below, we 20 years will send to you notice and the applicable forms for three (3) options which you may exercise at the end of the Initial Term (the "End-of-Term Options"):

(i) Renewal. You may renew the Agreement for five (5) years at a price based on our determination of the fair market value of the System at that time (the "FMV', defined below); (ii) Purchase. You may purchase the System at a price equal to the FMV End of Term Options: at that time as determined by PV Value (an independent source, 1. Renew the Agreement available at: http://www.pvvalue.com, with required variables selected for a subsequent term; by us in our reasonable discretion, and costs of appraisal covered by us), 2. Purchase the System; or or if PV Value is no longer in existence, as determined by reference to the 3. Remove the System at successor to PV Value determined in Our reasonable discretion, plus any no additional cost. outstanding balance and applicable taxes (the "Purchase Option Price"), after which this Agreement will automatically terminate; or (iii) Removal. You may request that we remove the System within ninety (90) days at no cost to you, after which this Agreement will automatically terminate.

(b) Automatic Renewal. If you do not elect any of these options, this Agreement will automatically renew on a year-to-year basis with lease payments based on the guaranteed output of the System in year twenty (described in Exhibit A) and a ten percent (10%) discount from the then-current average rate charged by your Utility.

YOU MAY HAVE ADDITIONAL RIGHTS RELATING TO RENEWAL. Please consult Exhibit C for more information.

(c) Early Pu rc hase Option. In addition to your options at the end of the Initial Term, during a ninety (90) day th period after the sixth (6 ) anniversary of the In-Service Date (the "Early Purchase Period"), you have an option to purchase the system at an amount equal to the greater of the Purchase Option Price and an amount equal to the sum of the remaining Monthly Payments for the remainder of the Initial Term, discounted by five percent (5%) per year, plus any applicable taxes (the "Prepayment Price"). If you purchase the System, we will transfer the System to you "As Is, Where Is" (without any warranties) and we will retain all right and title to the System Interests (as that term is defined in Section 3 (c)).

3. Payment and Lease.

(a) Lease. Starting on the In-Service Date, we hereby lease to you, and you lease from us, the System. You shall pay a fixed monthly lease payment equivalent to the "Monthly Payment" described in Exhibit A (the "Monthly Payment''), plus applicable taxes. Each year of the Initial Term, on the anniversary of the In-Service Date, the Monthly Payment shall increase by two and nine-tenths percent (2.9%). (This percentage may not measure the overall cost of financing this Agreement).

THIS AGREEMENT IS FOR THE LEASE OF A SOLAR ENERGY SYSTEM BY US TO YOU, AND NOT FOR THE SALE OF ENERGY, THE SYSTEM, THE SYSTEM INTERESTS, OR A SOLAR ENERGY DEVICE. An estimate of the System's annual Copyright© 2018 Vivint Solar Developer, LLC. All Rights Reserved Lb\SE (6/2018, v4.0 2) I Page 3 of J 6 Energy production will be part of the Customer Packet; but we reserve the right to modify the size, production, or location of the System at the time of installation as required by applicable law or in our reasonable discretion. If the System's annual estimated Energy production is increased by more than five percent (+5%) then we may, in our discretion, provide you an updated Customer Packet and Lease Disclosures for your approval with updated information. If the System's annual estimated Energy production is decreased by more than ten percent (-10%), then we will provide you an updated Customer Packet and Lease Disclosures for your approval with updated information. Any updated Lease Disclosures and Customer Packet will become part of this Agreement.

You are required to maintain your Utility interconnection throughout the Initial You must continue Term as you will need to purchase electricity from the Utility in addition to the service with your Energy produced by the System. We are not a utility or public service company. Utility We are not subject to rate review or other regulations applicable to a public utility.

OTHER THAN AS EXPLICITLY SET FORTH IN SECTION 3(d) OF THIS LEASE, WE DO NOT WARRANT OR GUARANTEE (1) THE AMOUNT OF ENERGY PRODUCED BY THE SYSTEM FOR ANY PERIOD, (2) ANY COST SAVINGS, (3) THE EXISTENCE OF OR PRICING ASSOCIATED WITH ANY NET METERING PROGRAM, OR UTILITY OR GOVERNMENT INCENTIVE PROGRAM, OR (4) THE AVAILABILITY OR YOUR ELIGIBILITY FOR ANY TAX OR OTHER STATE AND FEDERAL INCENTIVES, WHICH ARE ALSO SUBJECT TO CHANGE. ACTUAL UTILITY RATES AND NET METERING BENEFITS MAY GO UP OR DOWN AND ACTUAL SAVINGS MAY VARY. FOR FURTHER INFORMATION REGARDING RATES, YOU MAY CONTACT YOUR UTILITY.

(b) Pa yments. Following the In-Service Date, for each month of the Initial Term, we will send you an invoice reflecting the Monthly Payment, plus applicable taxes. All payments are due within ten (10) days of the invoice date. You agree to make payments under this agreement in the manner you have selected in Section 1 of the attached "General Provisions" document.

(c) Ownership of the System and the System Interests. This Agreement is for the lease of the System, not the sale of the System or the System Interests. We own and hold all property rights in (i) the System; and (ii) any credits, rebates, incentives, allowances, tax benefits, or certificates that are attributed, allocated, or related to the System, the Energy, or environmental attributes thereof (collectively, the "System Interests"). Other than your leasehold rights in the System and right to receive Energy produced by it, you have no rights to the System or the System Interests, and you hereby disclaim and/or assign to us all right, title and interest in the System and the System Interests. If we request, you agree to execute all documents to allow us to be the exclusive owner of the System and the System Interests. You agree to keep the System and System Interests free from all liens, security interests, and encumbrances of any type. You agree to not take any action or allow any omission that could have the effect of impairing the value of the System or the System Interests. By entering into this Agreement, you will host a system that generates clean energy, but a third-party, and not you, will own the right to claim the clean energy attributes of the energy.

You and we agree that the System is our sole personal property and is not a We will not place a "fixture" or any part of the "real property" associated with your home, as those lien on your home, terms may be defined by applicable law. We will not place a lien on your Property; but will file a notice however, you authorize us to make filings and recordings with relevant of our ownership of governmental authorities as may be necessary to provide notice of our ownership the System. of the System and our interest in the System Interests, including (without limitation): notice filings, UCC-1 financing statements, and fixture filings.

Copyright© 2018 Vivi11t Solar Developer, LLC /\II Rights Resr1ved . Li:11Si. (6/2018, v4.0 2) I Page '1 of 16 You are not allowed to touch, handle, operate, alter, repair, or otherwise modify the System or any component thereof or take any action that could void or impair any warranty relating to the System.

(d) Performance Guarantee. If you comply with your obligations under this Lease, then we guarantee that the System will operate at the applicable Guaranteed Output for each year of the Initial Term. For any year of the Initial Term that the System's Actual Annual System Output is less than the Guaranteed Output for such year as measured by the performance meter (the "Meter"), we will provide to you the Guarantee Payment (as that term is defined in the Lease Disclosures). For any year of the Initial Term that the System's Actual Annual System Output exceeds the Guaranteed Output for such year, such surplus will be carried forward and used to offset any production shortfalls that may occur in the future. "Guaranteed Output" has the meaning set forth in the Lease Disclosures. "Actual Annual System Output'' means the total Energy output of the System in the prior year. If actual production data is unavailable during the year for any reason, we will estimate the Guarantee Payment.

4. Customer Obligations.

(a) Your Representations. and Warranties. You represent, warrant, and agree that each of the following is true and correct, and will remain true and correct throughout the Initial Term: (i) all information you have provided to us is true, correct, and complete; (ii) you own the Property, including the roof, in fee simple (in other words, you have full and exclusive ownership rights to the Property), or if your Property has been placed into a trust, you are the trustee; (iii) your roof is in good condition and repair, without defects, sufficient to support the System; (iv) you are at least eighteen (18) years of age; (v) you have had the opportunity to review and discuss this Agreement with anyone you choose; (vi) if there is more than one person signing this Agreement, each of you is responsible for it (joint and severally); (vii) you are either a citizen of the United States or not exempt from paying United States federal income taxes; (viii) you have customary property and liability insurance covering the Property; (ix) you will use the Energy primarily for personal, family, or household purposes, and not to heat a swimming pool; (x) you will ensure that the Property remains grid-connected at all times with the Utility; (xi) you have access to a functioning internet connection with one (1) wired Ethernet port and standard electrical outlet; and (xii) you have or will obtain all approvals necessary for us to install the System, including from your home owners association, your mortgage lender, or your insurer.

(b) Your Property. You are responsible to ensure that your Property (including all electrical systems and the roof) is maintained in good condition and repair and in compliance with all permits, codes, and ordinances. We are not responsible for any At all times, existing violations of applicable building regulations or ordinances on your Property. You you must keep agree that we are not responsible for any damage or loss to your Property, personal your roof and property, fixtures, or other belongings caused by: (i) snow falling from your roof; (ii) home in good animals or other pests under or near the System; (iii) other natural events or acts of god condition. outside our reasonable control; or (iv) your Property not complying with applicable law. You are required to notify us of any easements, restrictions, or home owners association requirements.

Copyright© 2CJ18 l/ivi11t Solar Developer, UL All Rights Rese1ved. LF:1\Sc (6/2018, v4 0 2) I Page 5 of Hi You hereby grant to us the right to access and use your Property to survey your roof and your home's electrical systems, install the System, operate and maintain the System, to enforce our rights under the Agreement, and to take any other action reasonably necessary under this Agreement. The foregoing rights of access to your Property shall constitute a license coupled with an interest and will be irrevocable until ninety (90) days after this Agreement terminates.

(c) Removing/Reinstalling Your System . If you need to repair your roof or other parts of your Property, or you, any government authority, or the Utility requires any change to the System, we will remove, reinstall, and modify, as required, the applicable portions of the System if you give us at least 30 days' notice. You will be required to pay a fee equal to our labor, equipment, and overhead costs to remove and reinstall the System (which pricing will be made available to you upon request), plus any applicable taxes. You will also be required to safely store the System after we remove it. If we are unable to reinstall the System within thirty {30) days after removal for any reason, then we will continue to charge you the Monthly Payment.

(d) Sunlight. You acknowledge and agree that the System's unobstructed access to sunlight is essential to us and is a material inducement to our entering into this Agreement. You agree to take all actions necessary to keep the System's access to sunlight the same as existed on the Transaction Date, including (without limitation): (i) you will not alter or allow your Property to be altered in any way that would obstruct sunlight, (ii) you will trim all trees and foliage; and (iii) you will not allow the emission of particulate matter, smoke, or other airborne impediments to obstruct the System's access to sunlight.

(e) Other Obligations. You shall promptly notify us if: (i) you notice any person or thing interfering with the operation of the System; (ii) your Property has any ordinance or permit violations or encumbrance that may prevent proper System permitting, installation, or operation; (iii) you take any emergency action with respect to the System; or (iv) you receive or otherwise acquire any System Interests, including any incentive payments. Your failure to promptly notify us of such matters shall be a Customer Default (as defined Section S(a)). In the event of an emergency affecting the System, you shall contact us immediately. If we are unable to timely respond, you may (at your own expense) contract with a licensed and qualified solar installer to remove the System as necessary to make repairs required by the emergency. You shall be responsible for any damage to the System that results from actions taken by you or your contractor.

(f) Taxes. You will pay all taxes assessed on or arising from installation or operation of the System, including without limitation any transaction-based taxes on You are not the lease of the System (including the Monthly Payments). You will not be responsible for any personal property taxes assessed on the System; provided, responsible for however, you are responsible for any real property taxes associated with your personal property Property. It is your responsibility to verify that the System is not included as part of taxes assessed on any real property tax assessment specific to your Property. Where applicable, you the System. may be eligible for an exemption from any increase to real property taxes on your Property associated with installation of the System.

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Copyright© 2018 Vivi11t Solar Developer, LIL 1~11 Rights Rese1·ved . L:i\sc (6/2018, v4 0.2) I Page 6 of 16 (g) Sale of Your Property. You agree to notify us thirty (30) days prior to any sale or transfer of your Property. You have following three (3) options upon a transfer of your Property:

(i) Assignment: the homebuyer may assume your rights under this Agreement by signing a transfer Agreement. You If You Move: will remain liable under this Agreement until the transferee 1. You can transfer the Agreement to assumes in writing all of your obligations. the buyer of your home, regardless of the (ii) Prepayment. You may prepay the Agreement by the buyer's credit rating; Prepayment Price. After our receipt of an amount equal to 2. You can prepay the Agreement; or the Prepayment Price, the buyer of your property may assume the obligations under the Agreement other than the 3. After the sixth anniversary, you can Monthly Payment obligations by signing a transfer purchase the System. agreement. 4. We may relocate the System to your (iii) Transfer Purchase: In connection with a transfer of new home under certain circumstances. your Property that occurs any time after six (6) years after the In-Service Date, you may purchase the System by paying to us the Purchase Option Price at that time.

(h) Relocation. We may remove the System and reinstall it on your new home; provided that each of the following requirements are satisfied, in our sole discretion:

(i) Your new home must: (A) be in a location with sun exposure that is not less than your current Property; (Bl be located within our service territory and the service territory of the Utility; (C) have a roof type capable of supporting the System; (D) include roof sections where the System may be installed which are the same or similar in shape and size as the roof sections on the Property. (ii) In order to evaluate the feasibility of relocating the System to your new home, you will be required to pay to us an amount equivalent to our costs associated with evaluating the new home ("Evaluation Fee"). (iii) If we determine, in our sole discretion, that relocating the System is feasible, then before we remove the System, you will: (A) pay to us all fees, our estimated labor, equipment, and overhead costs associated with removal, relocating, and reinstalling the System, including an amount equal to any loss of value in or recapture of System Interests (the "Relocation Fee"); (Bl execute an amendment to this Agreement that identifies the new home and adjusts the Monthly Payment, as applicable, to a rate consistent with the location of the new home; and (C) provide any third party consents or releases required by us in connection with the new home.

5. Defaults.

(a) Customer Default. You will be in default (i.e., breach) under this Agreement upon the occurrence of any of the following (each, a "Customer Default"): (i) you fail to make any payment under this Agreement within ten (10) days of its due date and such failure is not cured within ten (10) days after we give you written notice of such failure; (ii) you fail to perform any obligation under this Agreement and such failure is not cured within thirty (30) days after we give you written notice of such failure; (iii) you deny us access to your Property or fail to cooperate with us to successfully install or maintain the System; (iv) your bankruptcy, insolvency, or admission of your inability to pay your debts as they mature; or

Copyright© 2D18 Vivi11t Solar Developer, LlC Ail Rights Rese1ved (6/2018, v4 .0.2) I Page 7 of 16 (v) your Property becomes subject to a foreclosure proceeding or you fail to perform any obligation which is secured by your Property.

(b) Default Remedies. Upon a Customer Default, we may exercise any of the following remedies: (i) terminate this Agreement and demand you pay the Default Payment, as that term is defined in Section 10 of the General Provisions; (ii) leave the System in place on your Property, but deny you use of the Energy it produces, which may be redirected and sold at our election; (iii) disconnect or take back the System as permitted by applicable law; (iv) engage a collection agency to collect payments from you; (v) report your default to credit reporting agencies; (vi) suspend our performance under the Agreement; and/or (vii) exercise any other remedy available to us in this Agreement or under applicable law. Our remedies set forth in this section are cumulative and not exclusive.

(c) Lessor Default. We will be in default (i.e., breach) under this Agreement if we fail to perform any material obligation under this Agreement and we have not made diligent efforts to cure such default within a reasonable time after you give us written notice of such failure ("Lessor Default").

If a Lessor Default occurs and is continuing, you may terminate this Agreement and request removal of the System from your Property. To the fullest extent permitted under applicable law, you have no right to claim damages as a result of the termination of this Agreement, except for the actual costs to remove the System (if we fail to remove the System), and any damages to your Property that we cause in connection removal of the System. RESIDENTIAL SOLAR POWER SYSTEM LEASE AGREEMENT - GENERAL PROVISIONS

These GENERAL PROVISIONS (the "General Provisions"), shall be interpreted with, and incorporated by reference in, the Residential Solar Power System Lease Agreement (the "Lease").

The Lease, the General Provisions, the Customer Packet, any Change Orders, any required disclosures, and any amendments or addenda between you and any Vivint Solar entity shall be considered part of one transaction (the "Agreement").

1. Pa yment. You shall make payments to us by (a) automatic payment deduction from your designated checking account, (b) automatic charge to your credit card, or (c) personal check. It is your responsibility to ensure that there are adequate funds in your account or that you have an adequate credit limit to make payment as agreed. The Monthly Payment and all other payments in this Agreement will include a five dollar ($5) monthly discount if you allow us to automatically debit your checking account. You will not receive such five dollar ($5) monthly discount if you choose to pay by any means other than automatic debit from your checking account (e.g., credit card or check). You may update your payment information any time by calling us or by visiting account.vivintsolar.com. If you are more than fifteen (15) days past due, or if a check from you is returned, we may impose a late charge equal to fifteen dollars ($15). If you continue to fail to make any payment within ten (10) days after we give you written notice, then you will be in Customer Default under the Agreement and we may exercise all remedies available to us under the Agreement.

2. Governing Law. This Agreement, and any instrument or agreement required hereunder, shall be governed by, and construed under, the internal laws of New York.

3. Limitation of Liability. NOTWITHSTANDING ANY BREACH OF THIS AGREEMENT, ANY FAILURE OF THE SYSTEM, OR ANY NEGLIGENT ACT THAT CAUSED ANY INJURY OR LOSS (WHETHER PROPERTY DAMAGE, PERSONAL INJURY, OR DEATH) TO ANYONE, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE AND YOU AGREE THAT, UNLESS SUCH INJURY OR LOSS WAS CAUSED BY A PARTY'S GROSS NEGLIGENCE, FRAUD, WILLFUL INJURY, Copyright CE) 2018 Vivint Solar Developer, LLC. All Rights fl.ese1ved . L!,\SF (6/2018, v4 .0 2) I Page 8 or Hi OR VIOLATIONS OF LAW, SUCH PARTY'S LIABILITY ARISING OUT OF OR RELATING TO (1) SYSTEM REPAIRS OR REPLACEMENT UNDER THIS AGREEMENT, SHALL IN NO EVENT EXCEED THE DEFAULT PAYMENT, AND (2) DAMAGE TO PERSONS AND PROPERTY, SHALL IN NO EVENT EXCEED $2,000,000. YOU AND WE AGREE THAT THIS AMOUNT IS A FAIR REPRESENTATION OF THE DAMAGES THAT YOU OR WE EXPECT TO INCUR IN THE CASE OF ANY INJURY OR LOSS HEREUNDER.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER YOU NOR WE MAY BRING A CLAIM AGAINST THE OTHER PARTY OR SUCH PARTY'S AFFILIATES, OWNERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, OR SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE "RELATED PARTIES") FOR ANY SPECIAL, EXEMPLARY, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (WHETHER OR NOT THE CLAIM THEREFOR IS BASED ON CONTRACT, TORT, DUTY IMPOSED BY LAW, OR OTHERWISE), IN CONNECTION WITH, ARISING OUT OF, OR IN ANY WAY RELATED TO THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT OR ANY ACT OR OMISSION OR EVENT OCCURRING IN CONNECTION THEREWITH. YOU FURTHER AGREE THAT NO CLAIM, LAWSUIT, OR ANY OTHER LEGAL OR ARBITRATION PROCEEDING IN CONNECTION WITH, ARISING OUT OF, OR IN ANY WAY RELATED TO THIS AGREEMENT MAY BE BROUGHT MORE THAN ONE (1) YEAR AFTER THE INCIDENT GIVING RISE TO SUCH CLAIM, OR AS LIMITED BY APPLICABLE LAW.

4. Indemnification. To the fullest extent permitted by applicable law, you agree to indemnify, advance expenses, and hold harmless us and our Related Parties from any and all claims, actions, costs, expenses (including reasonable attorneys' fees and expenses), damages, liabilities, penalties, losses, obligations, injuries, demands, and liens of any kind or nature in connection with, arising out of, or in any way related to your breach of this Ag reement, or your negligence or willful misconduct, or your violation of law. Your indemnification obligations under this section shall not apply if the harm or damage that is the basis for such claim occurred while one of our employees or agents was at your Property and such harm or damage was caused by the negligence or willful misconduct of such employee or agent.

5. Arbit ration of Disputes and Class Waiver. Unless prohibited by applicable law and unless you opt out, you and we agree that any Party may elect to arbitrate or require arbitration of any Dispute (as defined below). You also agree to bring claims against us only in your individual capacity and YOU ARE WAIVING THE RIGHT TO INITIATE OR PARTICIPATE IN A CLASS ACTION OR SIMILAR PROCEEDING.

- What is arbitration? An alternative to a court case. In arbitration, a third-party arbitrator ("TPA") solves "Disputes" in a hearing. It is less formal than a court case. Is it different from court and jury trials? Yes. The hearing is private. There is no jury. It is usually less formal, faster and less expensive than a lawsuit. Pre-hearing fact finding (called "discovery") is limited. Appeals are limited. The arbitrator's findings are binding, and courts rarely overturn arbitration awards. - Who does this cover? You, us, and certain Related Parties (defined above). Either you or we may, without the other's consent, elect to resolve disputes by mandatory, binding arbitration. - What does this cover? All Disputes (except certain Disputes about this clause}. This governs all disputes that would usually be decided in court and are between us (or any Related Party) and you, including without limitation all claims related to this Agreement, the System or our relationship with you ("Disputes"). Disputes include claims related to amendments, Lease Disclosures, Change Orders, collections, privacy and Customer Information, and claims related to the validity of this Agreement AND THE ARBITRABILITY OF ANY DISPUTE(S). In short, Disputes has the broadest reasonable meaning. - Who handles the arbitration? JAMS. The arbitration company will be JAMS, 1920 Main Street, Suite 300, Irvine, CA 92614, www.jamsadr.org. - What are the rules of the arbitration? Those in this clause along with the JAMS Rules. Arbitrations are conducted under this Clause and the JAMS Streamlined Arbitration Rules and Procedures in effect at the time the arbitration is commenced. This Agreement is also subject to the JAMS Policy on Consumer

Copyright© 20 181Jivi11 t. Solar Develope1, UL i'°'I II Rights F1ese1ved I_F ,.\Sl (6/)018, v4 .0 2) I Pa ge 9 or 16 9. Termination. (a) Your Termination Rights. You may terminate the Agreement after your right to cancel under the Notice of Cancellation has expired if a Lessor Default has occurred as set forth in Section S(c) of the Lease by delivering written notice of termination to us. (b) Our Termination Rights. We may terminate this Agreement prior to commencement of installation work or if a Customer Default has occurred as set forth in Section S(a) of the Lease by delivering written notice of termination to you. (c) Consequences of Termination. Unless we transfer the System to you, we will remove the System, if it has been installed, within ninety (90) days after any termination or cancellation of this Agreement. If we elect to terminate this Agreement, we will have no further liability to you.

10. Default Payments. If this Agreement is terminated or cancelled for any reason, other than if this Agreement is cancelled pursuant to the Notice of Cancellation, terminated pursuant to Section 9 of the General Provisions, or terminated due to a Lessor Default or a Force Majeure Event, you agree to pay us an amount equal to the sum of the remaining Monthly Payments due to us during the Term, discounted by five percent (5%) per year, loss of expected benefits from the System and System Interests, amounts you owe us, our reasonable attorney's fees, and our other costs and losses including costs of removal of the System, plus any applicable taxes (collectively, the "Default Payment''). After you pay us the Default Payment, we will transfer ownership of the System to you on an "As Is, Where Is" basis; provided that we will retain all rights to the System Interests. YOU AGREE THAT THE DEFAULT PAYMENT FAIRLY REFLECTS THE VALUE OF THE SYSTEM AND IS A FAIR REPRESENTATION OF THE DAMAGES AND LOSSES THAT WE MAY INCUR ASA RESULT OF A CUSTOMER DEFAULT.

11. Data concerning you, the System, and your Property. We may collect and store: nonpublic personal information about you, the System, your energy usage, your credit report, and other related information; and may install, operate, and maintain an energy consumption monitoring device on your Property that we may use to collect and store information about energy usage at your Property (collectively, "Data"). You agree that we may use, store, and disclose the Data to our assignees, affiliates, actual or prospective lenders, financing parties, investors, insurers, and acquirers. You also agree to provide to us directly, or work with us and your Utility to authorize your Utility to provide to us, Data associated with your energy usage throughout the Initial Term.

We use certain physical and technical safeguards that are designed to improve the integrity and security of Data in our possession and control. We cannot, however, ensure or warrant the security of all Data or guarantee that Data may not be accessed or disclosed by breach of our physical or technical safeguards. So long as no Customer Default has occurred or is continuing under the Agreement, we will make certain Data available to you via the Vivint Solar Account Center, available at: https://account.vivintsolar.com.

You agree that we may share your name, contact information, Property location, and other information we have collected or obtained about you, including the Data ("Customer Information") with our affiliates (including Vivint Inc. and its affiliates). You authorize us, our affiliates, and others that may act on our behalf to make calls and send SMS text messages to you for marketing and other business purposes. You may opt-out of receiving marketing communications by calling or emailing our customer service department at [email protected].

12. Our Transfer. We may assign, sell, or transfer (in whole or in part) this Agreement without your consent and without notice. If an assignee agrees in writing to assume all of our rights and obligations under this Agreement, we will have no further liability or obligation to you upon the effective date of such assignment.

13. Bin di ng Effect. This Agreement shall be binding upon and benefit you and us and our and your respective Related Parties, legal representatives, successors, and permitted assigns. Except as expressly provided in this Agreement, you may not assign this Agreement (or any of your obligations or rights under it) without our prior

CO 1[)18 Vivir,t Sol,ir LLC. All 1\ighls l~.eSc'iVed. (G/2018, v4.0 2) I Page 11 of 16 written and signed consent. Any purported assignment by you without our prior written and signed consent shall be null and void.

14. Survival. After termination or expiration of this Agreement, any provisions which by their nature are intended to survive such termination or cancellation shall survive.

15. Severabi llty. If any provision of this Agreement is held to be invalid, prohibited, voidable, or otherwise unenforceable by an arbitrator or court of competent jurisdiction, this Agreement shall be considered divisible and such provision shall be deemed inoperative to the extent it is deemed invalid, prohibited, voidable, or unenforceable, and in all other respects this Agreement shall remain in full force and effect; provided, however, that if any such provision may be made enforceable by limitation thereof, then such provision shall be deemed to be so limited and shall be enforceable to the maximum extent permitted by applicable law.

16. Counterparts. This Agreement may be executed in one or more counterparts, and all such counterparts shall be deemed to constitute one instrument. A facsimile or portable document format ("pdf") shall constitute an original for purposes hereof.

17. Publicity. You agree and hereby authorize us to use you and your Property's voice, photograph, video, and likeness in print media, radio, television, e-mail, social media, web materials, and any audio or video recording. We will not disclose your personally identifying information (except as provided in Section 11 of the General Provisions).

18. System Hazards. The System may contain hazardous materials, which could pose dangers related, but not limited, to health hazards, fire hazards, high-voltage hazards, mechanical damage, severe personal injury and even death. Please consult the manufacturer's user's manual and warranty materials for handling and operation information, as well as guidance on proper disposal.

19. Autodialed Telephone Calls and Text Messages. You consent to receive autodialed telephone calls and SMS text messages from us, our affiliates, our contractors, or on our behalf at the mobile telephone number provided below. These telephone calls and SMS text messages may include promotional material related to our services or others' products and services, which may be sent using an automatic telephone dialing system. You understand that you are not required to agree to receive telephone calls or SMS text messages as a condition of entering into this Agreement. Standard call and text message charges may apply from your wireless provider.

20. Credit Authorization. In connection with the execution of this Agreement and at any time during the Term, you agree that we may (a) obtain your credit rating and consumer report from credit reporting agencies; (b) report your payment performance to credit reporting agencies; and (cl disclose this and other information to our assignees, affiliates, actual or prospective lenders, financing parties, investors, insurers, and acquirers.

21. Warranties.

(a) Our Limited Warranty. Unless provided otherwise in Exhibit C, we will warranty all of our work associated with installation of the System, as follows:

(i) unless the System is installed on a tar-and-gravel or built-up roof, then the System will be free from material defects that we cause in workmanship, and any rooftop penetrations we make in connection with installation will be watertight, for twenty (20) years after installation is completed;

Copy1ight © 2018 \/ivi11t Solar Developer, LLC. J.\il Rights Reserved LL1\S! (6/2018, v4 0.2) i Page 12 of Hi (ii) if the System is installed on a tar-and-gravel or built-up roof, then the System will be free from material defects that we cause in workmanship for twenty (20) years after installation, and the roof will be free from damage we cause that results in a roof leak for twelve (12) months after installation.

To make a claim, please contact us at [email protected] or 877.404.4129. This warranty gives you specific legal rights, and you may also have other rights which vary from state to state.

(b) Warranty Exclusions. The limited warranties set forth above in Section 21(a) of the General Provisions do not cover problems resulting from: (i) your acts or omissions, including your failure to abide by the terms of this Agreement; (ii) exposure to harmful materials and chemicals; (iii) any Force Majeure Event (as such term is defined above); (iv) vandalism, theft, or tampering with the System by anyone; (v) damage caused by hail or ball strikes; and (vi) any other cause beyond our reasonable control. Our warranty and maintenance obligations may be transferred to a third party.

(c) Manufacturer Warranties. We do not provide any warranty to You with respect to any component of the System. Any manufacturer's warranty is for Our benefit as owner of the System and is independent of the limited warranties described above in Section 21(a). The System's solar modules carry a minimum manufacturer's warranty that: (i) during the first ten (10) years of use, the modules' electrical output will not degrade by more than ten percent (10%) from the originally rated output; and (ii) during the first twenty-five (25) years of use, the modules' electrical output will not degrade by more than twenty percent (20%) from the originally rated output. During the Term, we will enforce these warranties as owner of the System.

THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THE DESCRIPTION OF THE FACE HEREOF. EXCEPT AS SET FORTH IN THIS SECTION 21, AND TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, WE MAKE NO OTHER WARRANTY TO YOU OR ANY OTHER PERSON, WHETHER EXPRESS, IMPLIED, OR STATUTORY; AS TO THE MERCHANTABILITY OR FITNESS FOR ANY PURPOSE OF THE EQUIPMENT, INSTALLATION, DESIGN, OPERATION, OR MAINTENANCE OF THE SYSTEM; THE PRODUCTION OR DELIVERY OF ENERGY; OR ANY OTHER ASSOCIATED SERVICE OR MATTER HEREUNDER, ALL OF WHICH WE HEREBY EXPRESSLY DISCLAIM. TO THE EXTENT THAT ANY IMPLIED WARRANTY MAY NOT BE DISCLAIMED UNDER APPLICABLE LAW, SUCH IMPLIED WARRANTY SHALL BE OF A DURATION NO GREATER THAN THAT OF THE LIMITED WARRANTY SET FORTH IN THIS SECTION 21. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, OUR LIABILITY FOR ANY BREACH OF ANY WARRANTY IS LIMITED TO REPAIRING THE SYSTEM OR YOUR PROPERTY TO THE EXTENT REQUIRED UNDER THIS AGREEMENT. YOU ACKNOWLEDGE THAT WE ARE RELYING ON THIS AS A CONDITION AND MATERIAL INDUCEMENT TO ENTER INTO THIS AGREEMENT.

22. Disconnection. There may be circumstances where we are required to turn off or disconnect the System due to requirements of the Utility or government authority or conditions on your Property that may affect the safe operation of the System. Except in the case of a condition caused by our negligence, you agree to pay a sum equal to the Monthly Payments, along with the value to us of System Interests, during the period of disconnection, and applicable taxes.

23. Lenders' Rights. In order to clarify your and our obligations in the event of a foreclosure of the Property, and to ensure compliance of this Agreement with Fannie Mae's Selling Guide Topic B2 3-04 (as published on May

Copyright© 20]8 \/ivi11l Solar Developer, LLC. All Rights Reserved. Lu1sF (6/2018, v4 0.2) I Page 13 of 16 31, 2018) (the "Fannie Mae Requirements"), notwithstanding anything to the contrary contained in this Agreement, you and we agree as follows: (a) Home Value. The System should not be included in the appraised value of the Property. (b) Utility Power. You are required to maintain access and connection to the Utility at all times throughout the Term. (c) Debt-to-Income. Because this Agreement provides for a fixed Monthly Payment for a fixed Guaranteed Output of Energy (as described in the Lease Disclosures), your payment under this Agreement should be excluded from the debt-to-income (DTI) ratio in accordance with the Fannie Mae Requirements. Notwithstanding the foregoing, we provide this information to you for informational purposes only. We do not provide any representation or guarantee concerning the decisions that may be made by any financing party or property transferee in the future. (d) Damage to the Property. We will repair any damage to the Property or your belongings that we cause, except as limited elsewhere in this Agreement. Upon removal of the System, we will repair and restore all rooftop penetrations to be free from leaks. (e) Customer's Property Insurance. We agree not to be named a loss payee or a named insured on your property insurance policy covering your Property. (f) Foreclosure. If the Property is transferred to another person or entity by reason of foreclosure, trustee's sale, deed in lieu of foreclosure, or other proceeding for the enforcement of a security instrument on the Property, the transferee (including its successors and assigns, the "Foreclosure Transferee") may elect one of the following options: (i) request that we remove the System within ninety (90) days, and, to the extent this Agreement runs with the land, terminate this Agreement; (ii) assume the obligations in writing under this Agreement and become the beneficiary hereunder, without payment of any transfer charge or similar fee; or (iii) enter into a new agreement with us on terms no less favorable than this Agreement. In addition to electing one of the foregoing options, the Foreclosure Transferee shall be required to provide written notice to us concerning the date of the foreclosure and documentation reasonably satisfactory to us that evidences the Foreclosure Transferee's ownership of the Property. (g) Notice of System Ownership. You consent to and agree that we will file a notice of ownership in the real property records where the Property is located pursuant to the terms of this Agreement. You and we agree that the notice is not nor should it be construed as a title impediment or an encumbrance on the Property. Other than our ownership rights in the System and the System Interests, and our right to access the Property to install, operate, and maintain the System during the Term, we have no property right, security interest, or lien in or on the Property.

24. Our Insurance:

(a) Commercial General Liability Insurance (CGL). As of the Transaction Date, Vivint Solar Developer, LLC and our affiliates carry commercial general liability insurance written by Axis Specialty Europe (Policy No. 3776500116EN) in the amount of $1,000,000 per occurrence. For more information, visit www.vivintsolar.com/insurance.

(bl Workers' Compensation Insurance. As of the Transaction Date, Vivint Solar Developer, LLC and our affiliates carry workers' compensation insurance for all employees written by Zurich American Insurance Company (NAIC #: 16535) and American Zurich Insurance Company (NAIC No.: 40142) in the amount of $1,000,000 per occurrence. For more information, visit www.vivintsolar.com/insurance.

(c) Property Insurance. As of the Transaction Date, Vivint Solar Developer, LLC and their affiliates carry property insurance for all Vivint Solar properties written by GCube and Travelers - Lloyds Shared Program (Policy No. P16GR00830) in the amount of $1,000,000 for occurrences during installation. For more information, visit www.vivintsolar.com/insurance.

(d) Casualty Event. If the System is damaged or destroyed by fire, storm, flood, earthquake, or other disaster or accident (each, a "Casualty Event'') fully covered by our insurance, we will repair or

1ght © 2Ul8 \Jil1i11t Soiar l.lC. /\ii Rights Reserved. U,\Si (6/2018, v4 02) ! Page 14 of I fj replace the damaged portions of the System as we deem necessary. If the System is damaged or destroyed by a Casualty Event not fully covered by our insurance, we may, at our option: repair or replace the damaged portions of the System as we deem necessary, or terminate this Agreement and convey the System in its then-existing condition, "As Is, Where Is", to you for no additional consideration.

25. PRESCREEN AND OPT-OUT NOTICE. THIS "PRESCREENED" OFFER OF CREDIT IS BASED ON INFORMATION IN YOUR CREDIT REPORT INDICATING THAT YOU MEET CERTAIN CRITERIA. THIS OFFER IS NOT GUARANTEED IF YOU DO NOT MEET OUR CRITERIA. IF YOU DO NOT WANT TO RECEIVE PRESCREENED OFFERS OF CREDIT FROM US AND OTHER COMPANIES, CALL THE CONSUMER REPORTING AGENCIES TOLL-FREE, 888.567.8688; OR WRITE: EXPERIAN OPT OUT, DMA MAIL PREFERENCE SERVICE, PO BOX 643, CARMEL, NY 10512; TRANSUNION OPT OUT REQUEST, P.O. BOX 505 WOODLYN, PA 19094; EQUIFAX INFORMATION SERVICES, LLC, P.O. BOX 740123 ATLANTA, GA 30374-0123, OR VISIT WWW.OPTOUTPRESCREEN.COM.

26. Electronic Records. You may be entitled by law to receive certain information "in writing." You agree that all information, documents, disclosures, notices, and agreements between you and us in electronic form (collectively, "Electronic Records") will be deemed to be "in writing." You further agree that we may use and obtain from you electronic signatures (such as by clicking, checking, or signing using a digital pen) in the processing of Electronic Records. We will provide the Electronic Records to you by emailing them to you at the most recent e-mail address that we have on file and/or by making Electronic Records available to you at accou nt.vivintsola r.com.

You must notify us of any change in your e-mail address. If we send an Electronic Record to you, but you do not receive it because the most recent e-mail address that we have on file for you is incorrect, out of date, blocked by your service provider, filtered by your service provider as "spam" or "junk mail", or you are otherwise unable to receive the Electronic Record, we will be deemed to have provided the Electronic Record to you. You must have a computer with an Internet connection, a compatible web browser, Adobe Acrobat Reader version 8.0 and above, and a valid and accessible e-mail account.

You may request a paper copy of any Electronic Record, and we will send your paper copy to you via U.S. mail within ninety (90) days. You may opt-out of receiving Electronic Records by calling or emailing our customer service department at [email protected].

BY CHECKING THIS BOX, YOU AGREE TO RECEIVE DISCLOSURES FROM US ELECTRONICALLY, OTHERWISE AGREE AND ACKNOWLEDGE YOU HAVE REVIEWED THESE GENERAL PROVISIONS AS DESCRIBED IN SECTION • 26, AND AGREE THIS CHECKBOX CONSTITUTES YOUR ELECTRONIC SIGNATURE. BY CHECKING THIS BOX, YOU AGREE TO ARBITRATION AND WAIVE THE RIGHT TO A JURY TRIAL AS • DESCRIBED IN SECTION 5, AND AGREE THIS CHECKBOX CONSTITUTES YOUR ELECTRONIC SIGNATURE. BY CHECKING THIS BOX, YOU AGREE THAT WE MAY SHARE CUSTOMER INFORMATION WITH OUR AFFILIATES, AND THAT OUR AFFILIATES MAY CONTACT YOU AS DESCRIBED IN SECTION 11, AND AGREE • THIS CHECKBOX CONSTITUTES YOUR ELECTRONIC SIGNATURE.

BY CHECKING THIS BOX, YOU AGREE AND OPT-IN TO RECEIVING TELEPHONE CALLS AND TEXT MESSAGES AT THE FOLLOWING TELEPHONE NUMBER AS DESCRIBED IN SECTION 19, AND AGREE THIS • CHECKBOX CONSTITUTES YOUR ELECTRONIC SIGNATURE.

Copy1ight [) 2CJ18 Vivi11t Solar Developer, LLC. All .Rights Rese1ved . Lrt-\Sf (6/2018, v4 .0 2) I f)age lS of 16 SIGNATURE PAGE AND NOTICE TO CUSTOMERS A. LIST OF DOCUMENTS TO BE INCORPORATED INTO THE CONTRACT. These documents are incorporated into this Agreement and apply to the relationship between you and us: (1) Lease Agreement, (2) General Provisions, (3) Customer Packet; and (4) any attachments, disclosures and exhibits, as applicable. • BY CHECKING THIS BOX, YOU ACKNOWLEDGE RECEIPT OF EXHIBIT A - LEASE DISCLOSURES, AGREE TO MAKE PAYMENT AS SET FORTH IN EXHIBIT A, AND AGREE THIS CHECKBOX CONSTITUTES YOUR ELECTRONIC SIGNATURE. B. WE HAVE NOT GUARANTEED, PROMISED OR OTHERWISE REPRESENTED ANY REDUCTION IN ELECTRICITY COSTS IN RELATION TO THE SYSTEM THAT WILL BE INSTALLED ON YOUR PROPERTY. C. IT IS NOT LEGAL FOR US TO ENTER YOUR PREMISES UNLAWFULLY OR COMMIT ANY BREACH OF THE PEACE TO REMOVE GOODS INSTALLED UNDER THIS AGREEMENT. D. IF YOU DO NOT ELECT ANY OF THE END-OF-TERM OPTIONS SET FORTH IN SECTION 2(A). THIS AGREEMENT WILL AUTOMATICALLY RENEW ON A YEAR-TO-YEAR BASIS. CONSULT SECTION 2 FOR MORE INFORMATION .

E. YOU RISK THE LOSS OF ANY PAYMENTS MADE TO A SALES REPRESENTATIVE.

F. DO NOT SIGN THIS AGREEMENT IF THIS AGREEMENT CONTAINS ANY BLANK SPACES. You are entitled to a completely filled in copy of this Agreement, signed by both you and us, before any work may be started.

0 G. YOU, THE CUSTOMER, MAY CANCEL THIS CONTRACT AT ANY TIME BEFORE MIDNIGHT OF THE THIRD (3R ) BUSINESS DAY AFTER THE TRANSACTION DATE. SEE THE ATTACHED NOTICE OF CANCELLATION FOR AN EXPLANATION OF THIS RIGHT. DO NOT SIGN BELOW UNLESS WE HAVE GIVEN YOU THE "NOTICE OF CANCELLATION". REPRESENTATIVE: CUSTOMER(S):

Signature: Signature:

Printed Name: Printed Name:

Salesperson No. : Date:

Date: Signature:

FOR OFFICE USE ONLY Printed Name: THIS AGREEMENT IS NOT EFFECTIVE NOR BINDING UPON VIVINT SOLAR DEVELOPER, LLC UNTIL SIGNED BY Date: AN AUTHORIZED REPRESENTATIVE.

VIVINT SOLAR DEVELOPER, LLC

Signature:

Printed Name:

Date:

Processing No. :

Copyright© 2018 Vivi11t Solar Developer, LIL J\11 Rights Reserved LrnsE (6/2018, v4.0 2) I Page 16 of 16 EXHIBIT A- LEASE DISCLOSURES

We are required by law to deliver to you the following disclosures:

Service No. : Customer Name(s): Property Address: System Size (kW) : 1st Yr. Est. Performance (kWh): Annual Escalator: 2.9%

Equipment Leased: We will install Tier One solar panels, together with inverter(s), racking, cabling and other components. Tier One solar panels may include one or more of the following:

Payment Dates: As set forth in Section 3(a) of the Lease, the Monthly Payment is due upon your receipt of the invoice. Payment Frequency: Monthly Number of Payments: 240 during initial Term of the Lease . Total Cost of Lease: $ (with no late payments). Monthly Payments: Months Monthly Payment* Months Monthly Payment* 1-12 $ 121-132 $ 13-24 $ 133-144 $ 25-36 $ 145-156 $ 37-48 $ 157-168 $ 49-60 $ 169-180 $ 61-72 $ 181-192 $ 73-84 $ 193-204 $ 85-96 $ 205-216 $ 97-108 $ 217-228 $ 109-120 $ 229-240 $ *Includes estimated taxes, and reflects $5 monthly discount if You pay by automatic payment deduction from your checking account.

Performance Guarantee: Guarantee Payment=Guarantee Pricex(Guaranteed Output-Actual Annual System Output), less any accumulated surplus from prior years. Year Guarantee Year Guaranteed Outgu t Guaranteed Outgut Gua rantee Price * Price * 1 kWh $0. 11 kWh $0. 2 kWh $0. 12 kWh $0. 3 kWh $0. 13 kWh $0. 4 kWh $0. 14 kWh $0. 5 kWh $0. 15 kWh $0. 6 kWh $0. 16 kWh $0. 7 kWh $0. 17 kWh $0. 8 kWh $0. 18 kWh $0. 9 kWh $0. 19 kWh $0. 10 kWh $0. 20 kWh $0. *As of the first full month after the In-Service Date

Copyright© 2018 Vivint Solar Developer, LLC All Rights Reserved Ex A-LE1\S1' D1suosu1,b (6/2018, Lease v4.0.2) I Page 1 of 2 Official Fees and Taxes: We estimate that the total amount you will pay for taxes over the Term of the Lease will be$ Taxes are based on your state and local tax rates and are subject to change. Insurance: You are not required to have insurance specifically for the System. You are required to have insurance for the Property on which the System is installed. Early Purchase Option: If you elect the Early Purchase Option set forth in Section 2(c) of the Lease, the "Early Purchase Option Price" will be an amount equal to the greater of the Purchase Option Price and the Prepayment Price. The "Prepayment Price" is an amount equal to the sum of the remaining Monthly Payments due to us during the Term, discounted by five percent (5%).

Amount Due at Monthly Payments: Other Charges Estimated Total of Payments Lease Signing or (not part of your (the amount you will have Delivery: Monthly Payment} : paid by the end of the Lease) : Nothing. Your first Monthly Payment is$ .* Nothing. $ followed by 11 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of$ * each, followed by 12 monthly payments of * each.

Your first Monthly Payment is due one month after your In-Service Date, which is estimated to be the 20 th of the month, and your further payments are due within ten days of the invoice date thereafter. The total of your monthly payments is$

0 These amounts include estimated taxes and are subject to change. This amount also reflects $5 monthly discount if you pay by automatic payment deduction from your checking account. Please see below for additional details. End ofTerm If you elect the Purchase Option at the end of the Term, the "Purchase Option Price" will be the then-current fair Purchase Option: market value of the System based on the average value of similarly sized photovoltaic systems in your geographic region as determined by PV Value {an independent source, available at: http://www.pvvalue.com, with required variables selected by us in our reasonable discretion), or if PV Value is no longer in existence, as determined by reference to the successor to PV Value determined in our reasonable discretion. We will provide the valuation to you in writing and it will be binding.

Other Important See the Lease for additional information on early termination and maintenance responsibilities, warranties, Terms: default charges, activation fees, insurance, and any security interest, if applicable.

Copyright© 2018 Vivint Solar Developer, LLC Ail Rights Reserved Ex. A-Lt1\Sc Disc! '.JS!!HfS (6/2018, Lease v4.0.2) I Page 2 of 2 EXHIBIT B - NOTICE OF CANCELLATION {Customer Copy)

Transaction Date: Service No.:

YOU MAY CANCEL THIS TRANSACTION, WITHOUT ANY PENALTY OR OBLIGATION, WITHIN THREE (3) BUSINESS DAYS AFTER THE TRANSACTION DATE OR (IF LATER) UNTIL THE START OF ANY WORK AT OR NEAR YOUR PROPERTY ASSOCIATED WITH INSTALLATION OF THE SYSTEM.

IF YOU CANCEL, ANY PROPERTY TRADED IN, ANY PAYMENTS MADE BY YOU UNDER THE CONTRACT OR SALE, AND ANY NEGOTIABLE INSTRUMENT EXECUTED BY YOU WILL BE RETURNED WITHIN TEN (10) BUSINESS DAYS FOLLOWING RECEIPT BY THE SELLER OF YOUR CANCELLATION NOTICE, AND ANY SECURITY INTEREST ARISING OUT OF THE TRANSACTION WILL BE CANCELLED.

IF YOU CANCEL, YOU MUST MAKE AVAILABLE TO THE SELLER AT YOUR RESIDENCE, IN SUBSTANTIALLY AS GOOD CONDITION AS WHEN RECEIVED, ANY GOODS DELIVERED TO YOU UNDER THIS CONTRACT OR SALE, OR YOU MAY, IF YOU WISH, COMPLY WITH THE INSTRUCTIONS OF THE SELLER REGARDING THE RETURN SHIPMENT OF THE GOODS AT THE SELLER'S EXPENSE AND RISK.

IF YOU DO MAKE THE GOODS AVAILABLE TO THE SELLER AND THE SELLER DOES NOT PICK THEM UP WITHIN TWENTY (20) DAYS OF THE DATE OF YOUR NOTICE OF CANCELLATION, YOU MAY RETAIN OR DISPOSE OF THE GOODS WITHOUT ANY FURTHER OBLIGATION. IF YOU FAIL TO MAKE THE GOODS AVAILABLE TO THE SELLER, OR IF YOU AGREE TO RETURN THE GOODS TO THE SELLER AND FAIL TO DO SO, THEN YOU REMAIN LIABLE FOR PERFORMANCE OF ALL OBLIGATIONS UNDER THE CONTRACT.

TO CANCEL THIS TRANSACTION, MAIL OR DELIVER A SIGNED AND DATED COPY OF THIS CANCELLATION NOTICE OR ANY OTHER WRITTEN NOTICE, OR SEND A TELEGRAM, TO VIVINT SOLAR DEVELOPER, LLC, AT 1800 W ASHTON BLVD, LEHI, UT 84043, ATTN: PROCESSING DEPARTMENT PRIOR TO OR (IF LATER) UNTIL THE START OF ANY WORK AT OR NEAR YOUR PROPERTY ASSOCIATED WITH INSTALLATION OF THE SYSTEM.

I HEREBY CANCEL THIS TRANSACTION .

Date:

Customer's Signature: ------

BY CHECKING THIS BOX, YOU ACKNOWLEDGE RECEIPT OF THIS NOTICE OF CANCELLATION, AND • AGREE THIS CHECKBOX CONSTITUTES YOUR ELECTRONIC SIGNATURE.

Copyright© 2018 Vivint Solar Developer, UL All Rights Reserved Ex . B - NOC NY (6/2018, Leose v4.0.2) I Copy ·1 oi 2 NOTICE OF CANCELLATION (Vivint Solar Copy)

Transaction Date: Service No. :

YOU MAY CANCEL THIS TRANSACTION, WITHOUT ANY PENALTY OR OBLIGATION, WITHIN THREE (3) BUSINESS DAYS AFTER THE TRANSACTION DATE OR (IF LATER) UNTIL THE START OF ANY WORK AT OR NEAR YOUR PROPERTY ASSOCIATED WITH INSTALLATION OF THE SYSTEM.

IF YOU CANCEL, ANY PROPERTY TRADED IN, ANY PAYMENTS MADE BY YOU UNDER THE CONTRACT OR SALE, AND ANY NEGOTIABLE INSTRUMENT EXECUTED BY YOU WILL BE RETURNED WITHIN TEN (10) BUSINESS DAYS FOLLOWING RECEIPT BY THE SELLER OF YOUR CANCELLATION NOTICE, AND ANY SECURITY INTEREST ARISING OUT OF THE TRANSACTION WILL BE CANCELLED.

IF YOU CANCEL, YOU MUST MAKE AVAILABLE TO THE SELLER AT YOUR RESIDENCE, IN SUBSTANTIALLY AS GOOD CONDITION AS WHEN RECEIVED, ANY GOODS DELIVERED TO YOU UNDER THIS CONTRACT OR SALE, OR YOU MAY, IF YOU WISH, COMPLY WITH THE INSTRUCTIONS OF THE SELLER REGARDING THE RETURN SHIPMENT OF THE GOODS AT THE SELLER'S EXPENSE AND RISK.

IF YOU DO MAKE THE GOODS AVAILABLE TO THE SELLER AND THE SELLER DOES NOT PICK THEM UP WITHIN TWENTY (20) DAYS OF THE DATE OF YOUR NOTICE OF CANCELLATION, YOU MAY RETAIN OR DISPOSE OF THE GOODS WITHOUT ANY FURTHER OBLIGATION. IF YOU FAIL TO MAKE THE GOODS AVAILABLE TO THE SELLER, OR IF YOU AGREE TO RETURN THE GOODS TO THE SELLER AND FAIL TO DO SO, THEN YOU REMAIN LIABLE FOR PERFORMANCE OF ALL OBLIGATIONS UNDER THE CONTRACT.

TO CANCEL THIS TRANSACTION, MAIL OR DELIVER A SIGNED AND DATED COPY OF THIS CANCELLATION NOTICE OR ANY OTHER WRITTEN NOTICE, OR SEND A TELEGRAM, TO VIVINT SOLAR DEVELOPER, LLC, AT 1800 W ASHTON BLVD, LEHI, UT 84043, ATTN: PROCESSING DEPARTMENT PRIOR TO OR (IF LATER) UNTIL THE START OF ANY WORK AT OR NEAR YOUR PROPERTY ASSOCIATED WITH INSTALLATION OF THE SYSTEM.

I HEREBY CANCEL THIS TRANSACTION . Date:

Customer's Signature: ------

Copyright© 2Cll8 Vivinl Solar Developer, I_LC All f1ights Reserved Ex B -- NOC - ~JY (6/2018, Leuse v4.0.2) I Copy 2 of 2 EXHIBIT C- NEW YORK DISCLOSURES

1. Addendum to Residential Solar Power Purchase Agreement. If the NY-Sun Incentive Program (the "Program") is available to you, then you and we will enter into an Addendum to Customer Agreement for the Program at or about the same time that you and we enter into this Lease.

2. Contractor Liens. The contractor or subcontractor who performs work under this contract and is not paid may have a claim against you, the consumer, which may be enforced against the property in accordance with the applicable lien laws. Any contractor, subcontractor, or materialman who provides home improvement goods or services pursuant to your home improvement contract and who is not paid may have a valid legal claim against your property known as a mechanic's lien. Any mechanic's lien filed against your property may be discharged. Payment of the agreed-upon price under the home improvement contract prior to filing of a mechanic's lien may invalidate such lien. The owner may contact an attorney to determine his rights to discharge a mechanic's lien. Pursuant to the terms of this Agreement, if you fail to make any payment when due hereunder, we may file a lien on your Property.

3. Payments. We are legally required to deposit all payments received prior to completion of the installation in accordance with subdivision four section seventy-one-a of the lien law and, in lieu of such deposit, we may post a bond, contract of indemnity or irrevocable letter of credit with you guaranteeing the return or proper application of such payments to the purposes of this Agreement. Except as explicitly set forth in this Agreement no additional work is required to be performed to comply with applicable laws.

4. Rate for Electricity Sold to Utility. The System qualifies to receive "Phase One NEM." This means you will receive a credit for all electricity exported to the grid at the same rate (1:1) per kWh as you pay your utility for 20 years from the In-Service Date, and will have the ability to carry-over excess credits to subsequent billing and annual periods.

5. New York State Tax Cred it. You may be entitled to claim the Solar Energy System Equipment Credit under New York law. The credit is equal to 25% of your qualified solar energy system equipment expenditures, and is limited to $5,000. The Solar Energy System Equipment Credit is not refundable, but any credit amount in excess of the tax due can be carried over for up to five years. For additional information about this credit, please visit https://www.tax.ny.gov/pit/credits/solar_energy_system_equipment_credit.htm.

6. System Attributes. As more fully set forth above in Section 3(c) of the Lease, we own and hold all property rights in the System Interests, which include (i) the System; and (ii) any credits, rebates, incentives, allowances, tax benefits, or certificates that are attributed, allocated, or related to the System, the Energy, or environmental attributes thereof.

7. System Description and Outline of Specifications.

Estimated Annual System Size: Estimated Annual Energy Output: Degradation: kW DC kWh AC 0.5% each year

Copyright© 2018 Vivi11l Solar Developer, LIL All P,ights f1ese1ved . Ex. C: - ~JY 01sc1 u,u,icc, (6/2018, Lease v4.0.2) I Page 1 of 2 8. Yo ur Rights . You have certain rights under the Home Energy Fair Practices Act. You may designate a third party to receive notifications relating to termination, disconnection or suspension of service or other credit actions as long as the third party agrees in writing to receive such notices. If you have inquiries or complaints that we are unable to resolve, you have the right to call the Department of Public Service Helpline at 1-800-342-3377. You may file a complaint on the Helpline or by following the instructions at http://www.d ps. ny.gov/complaints.htm I.

9. Our Licenses . Vivint Solar Developer, LLC (EIN: 80-0756438} is a licensed contractor in New York:

Nassau County- License No. H2409910000. For more information, contact the Office of Consumer Affairs at 516.571.2600 or http://www.nassaucountyny.gov/1547/Consumer-Affairs.

New York City- License No. 2059332-DCA. For more information, contact the Department of Consumer Affairs at 212.639.9675 or https://wwwl.nyc.gov/site/dca/about/contact-us.page.

Putnam County- License Nos. PC6914 and ME-R252. For more information, contact Consumer Affairs at 845.808.1617 or http://www.putnamcountyny.com/consumer-affairs/contact-us/.

Rockland County- License Nos. H-11972-40-00-00 and E-559. For more information, contact the Office of Consumer Protection at 845.708.7600 or http://rocklandgov.com/ departments/consumer-protection-weights-and-measures.

Suffolk County- License Nos. 51228-H and 52346-M E. For more information, contact the Office of Consumer Affairs at 631.853.4600 or http://www.suffol kcou ntyny.gov/Departments/consume raffairs.

Westchester County- License Nos. HIC-26664-H14 and 1623. For more information, contact the Department of Consumer Protection at 914.995.2155 or http://consumer.westchestergov.com/home-contractors.

For general information about our licenses please visit http://www.vivintsolar.com/licenses.

Copyright© 2()18 Vivi11t Solar Developer, LLC. All Rights Reserved. Ex. C · f\lY D:soos,rnrs (6/2018, Leose v4 0.2) I Page 2 of 2 • 1800 W Ashton Blvd, Lehi, UT 84043 [email protected] I www.vivintsolar.com I ol Phone: 877.404.4129 I Fax: 801.765.5758 Generation System Disclosure Form Customer Name(s) : Service Address : Information E-Mail: Primary Phone : Distribution Utility

Overview This document describes your Residential Solar Power Purchase Agreement ("PPA" or "Agreement"). In the event that the terms in this statement conflict with terms appearing elsewhere in your contract, the terms in this statement are controlling. Read this document and the contract carefully so that you fully understand this Agreement.

Under this PPA, you will not own the system installed on your property. You will purchase all electricity generated by the system during the term of the contract. Price, Fees, and Starting on the In-Service Date, we will sell to you all electricity produced by the System, as measured in Charges kilowatt-hours, at $/kWh (the "Energy Price"), plus applicable taxes. The Energy Price shall increase by two and nine-tenths percent (2.9%) each year on the anniversary of the In-Service Date. You will pay the Energy Price in 240 monthly payments.

The Energy Price and all other payments in this PPA will include a five dollar ($5) monthly discount i1 you allow us to automatically debit your checking account. You will not receive this discount ii you choose to pay by any means other than automatic debit from your checking account. If you are more than fifteen (15) days past due, or if a check from you is returned, we may impose a late charge equal to fifteen dollars ($15). See section 1 of the General Provisions for more information.

If we agree to remove and reinstall your system as set forth in Section 4(c) of the PPA, you will be required to pay a fee equal to our labor, equipment, and overhead costs, plus any applicable taxes.

As owner, we own and hold all property rights in the System and any credits, rebates, incentives, allowances, tax benefits, or certificates that are attributed, allocated, or related to the System, the Energy, or environmental attributes thereof. See section 3(c) of the PPA for more information.

You may be eligible for the Solar Energy System Equipment Credit under New York law. We are not responsible to apply for this credit on your behalf. For more information, please visit https:// www.tax.ny.gov/pit/credits/solar_energy_system_equipment_credit.htm.

Installation Approx. Installation Start Date and Approx. Completion Date: The Customer Packet identifies the location that the System will be installed on your property. We will work with the applicable local government to inspect the System and submit all necessary paperwork to your Utility to receive permission to operate ("PTO"). System Size and System Size I Est. 1st Yr. Production I Est. System Degradation System Lifetime Generation kW DC kW AC 0.5% Each Year (average) I 30 Years Maintenance As long as no Customer Default has occurred and is continuing, we will operate and maintain the and Repairs System (i) at our sole cost and expense; (ii) in good condition; and (iii) in material compliance with all applicable laws and permits and the Utility's requirements. See section l(c) of the PPA for more information.

We provide a limited warranty that the System will be free from material defects that we cause in workmanship for twenty (20) years after installation is completed. See section 21 of the General Provisions for more information.

C:opy1 ight © 20J 8 Vivi11t Solar Developer, UL All r~ights Rese1ved Generation System Disclosure Form - (6/2018, PPA v4.0 2) Roof Warranty Unless the System is installed on a tar-and-gravel or built-up roof, then any rooftop penetrations we make in connection with installation will be watertight for twenty (20) years after installation is completed. If the System is installed on a tar-and-gravel or built-up roof, then any rooftop penetrations we make in connection with installation will be watertight for twelve (12) months after installation is completed. See section 21 of the General Provisions for more information. Length of This Agreement will continue for twenty (20) years after the In-Service Date. Agreement and After the Initial Term of 20 years, you may renew the agreement for five (5) additional years, purchase End of Contract the System, or request that we remove the System. See section 2(a) ofthe PPA for more information. Term Early You may not terminate the Agreement after your right to cancel expires unless we have defaulted as Termination described in section 5(c) ofthe PPA. and Selling Your You agree to notify us thirty (30) days prior to any sale or transfer of your property. You may assign Property the Agreement to the buyer regardless of the buyer's credit rating, and may prepay the Agreement before doing so. If the sale of your property occurs six (6) years or more after the In-Service Date, you can purchase the system as part of the transfer of your property. You may also relocate the system to your new home under certain circumstances. See section 4(g)-(h) of the PPA for more information. Estimated An estimate of kWh generation that you will receive annually is set forth above in the "System Size Benefits and Generation" portion of this form.

The System qualifies to receive "Phase One NEM." This means you will receive a credit for all electricity exported to the grid at the same rate (1:1) per kWh as you pay your utility for 20 years from the In-Service Date, and will have the ability to carry-over excess credits to subsequent billing and annual periods. Guarantees This contract does not guarantee savings.

If you comply with your obligations under the PPA, we guarantee that the System will operate at the applicable Guaranteed Cumulative System Output during the Initial Term. See New York Disclosures for more information. Data Sharing You agree to provide to us directly, or work with us and your Utility to authorize your Utility to provide and Privacy to us, data associated with your energy usage throughout the Initial Term. We may use such data to Policy evaluate your energy usage. See section 11 of the General Provisions for more information. Right to Cancel You have the right to terminate the contract without penalty within three business days after signing Without the contract by notifying Provider at 1800 W Ashton Blvd, Lehi, UT 84043, Penalty [email protected] or by Fax at 801.765.5758. Customer If you have inquiries or complaints that the Provider is unable to resolve, you have the right to call Rights the Department of Public Service Helpline at 1-800-342-3377. You may file a compla int on the Helpline or by following the instructions at http://www.dps.ny.gov/complaints.html. Other We will make filings and recordings with relevant governmental authorities as may be necessary to Important provide notice of our ownership of the System and our interest in the System Interests, including Terms (without limitation): notice filings, UCC-1 financing statements, and fixture filings. See section 3(c) of the PPA for more information. Preparer Name

Signature of Authorized Company Official or Representative: Date :

Signature of Customer: Date:

Copyright© 2018 Vivi11t Solar Dr0 veloper, I.LC 1-\II Rights Rese1ved. Generation System Disclosure Fo rm - (6/20.18, PPA v4.0.2) ivin .Solar Residential Solar Power Purchase Agreement

Customer Name & Contact Information: Installation Location:

Name(s): Address:

Email: Approx. Installation Start and Completion Date: Primary Phone: Date of Customer Signature: Account No.: $ 2. % Up-Front Cost Energy Price ($/kWh) Initial Term Escalator - Per Year

Our Promises

• We will design, install, operate and maintain a solar energy system on your home (the "System"). • We warranty all of our work, and that our roof penetrations will be watertight, for 20 years. • We will fix or pay for any damage we may cause to your Property or belongings. • We will not place a lien on your Property, but will record a notice of our ownership of the System. • You will not be responsible for any personal property taxes assessed on the System. • The Energy Price includes a $5 monthly discount for paying by automatic debit from your bank account. • If you need to make Property repairs, we will remove and reinstall the System if you pay our estimated costs. At the End of Your Initial Term If You Move • You can renew the Agreement for a subsequent term; • You can transfer the Agreement to the new homeowner, • You can purchase the System; or regardless of credit rating; • You can request that we remove the System at no • You can prepay the Agreement; additional cost. • After the sixth anniversary, you can purchase the System; or • You can relocate the System under certain circumstances. Your Commitment

• Pay us for all the power the System produces for 20 years. • Keep your roof in good condition throughout the Initial Term. • Respond to our sales and support teams when scheduling work and completing paperwork. • Maintain a broadband internet connection. • Continue service with your utility for any energy used beyond the System's production. You may cancel this Agreement any time prior to commencement of any work at or near your Property associated with installation of the System. Vivint Solar Developer, LLC (EIN: 80-0756438) is a licensed contractor in each state in which we operate, including New York. Our contractor license numbers are listed in the New York Disclosures portion of this Agreement. For more information about our contractor licenses please visit www.vivintsolar.com/licenses. WE MAY HAVE PRESCREENEDYOUR CREDIT. PRESCREENING OF CREDIT DOES NOT IMPACT YOUR CREDIT SCORE. YOU CAN CHOOSE TO STOP RECEIVING "PRESCREENED" OFFERS OF CREDIT FROM US AND OTHER COMPANIES BY CALLING TOLL-FREE 888.567.8688. SEE PRESCREEN & OPT-OUT NOTICE BELOW IN SECTION 25 OF THE GENERAL PROVISIONS FOR MORE INFORMATION ABOUT PRESCREENED OFFERS. The Notice of Cancellation may be sent to this address: 1800 W Ashton Blvd., Lehi, UT 84043 [email protected] I vivintsolar.com ATTN: Processing Department Phone 877.404.4129 I Fax 801.765.5758 Copyright© 2018 Vivint Solar Developer, LLC. All Rights Reserved. PPA (6/2018, v4.0.2) I Page 1 of 16 RESIDENTIAL SOLAR POWER PURCHASE AGREEMENT This RESIDENTIAL SOLAR POWER PURCHASE AGREEMENT (this "PPA") which includes the General Provisions included further below (the "General Provisions"), along with the Customer Packet (as defined below), any Change Orders (as defined below), any amendments or addenda to the PPA, and any required disclosures including the state-specific disclosures appended here (all of which, together with the PPA, are known as this "Agreement") is entered into as of the last date on the Signature Page below (the 'Transaction Date"), by and between VIVINT SOLAR DEVELOPER, LLC, a Delaware limited liability company ("Vivint Solar", "Seller", "we", "us", "our") and the undersigned CUSTOMER(s) ("Customer'', "you", "your''). Vivint Solar and you are referred to herein as the "Parties", and each, a "Party."

1. Description of the Project and of the Significant Materials to be Used and Equipment to be Installed . (a) Our Work. We will survey your home at the address on the first page above (the "Property") and design a solar energy system (including solar panels, inverters, We will design, meters, and other components, the "System"). The System may include energy install, maintain, storage, consumption monitoring, and energy management equipment or devices, repair1 monitor, along with other items. All such ancillary products or services will be part of the and insure the definition of "System" for purposes of this Agreement unless designated otherwise. System. We will provide you a document reflecting the design, layout, and basic attributes of the System for you to review and approve (the "Customer Packet").

After you sign this PPA and review and approve the Customer Packet, we will (i) obtain all necessary permits for the installation of the System; (ii) install the System using our qualified and licensed employees or subcontractors in material compliance with all local requirements, which installation shall be considered substantial commencement of work; (iii) after installation, work with your municipality to inspect the System; (iv) submit all necessary paperwork to your electric utility provider (the "Utility") to receive permission to operate ("PTO"); and (v) after receipt of PTO, activate and turn on the System (the "In-Service Date"). If we use subcontractors to install the System, we will provide you with their names and license numbers. Subject to the delays of permitting authorities, weather, and other conditions outside our control, installation of the System generally takes one (1) day and is anticipated to start and be complete no later than the date set forth on the first page. We cannot promise or guarantee the date your Utility will provide PTO. YOU ARE NOT ALLOWED TO TURN ON THE SYSTEM UNTIL THE UTILITY HAS GIVEN ITS PERMISSION TO OPERATE. YOU ARE LIABLE FOR ANY COSTS OR DAMAGE RELATING TO YOUR PREMATURE ACTIVATION OF THE SYSTEM.

(b) Extra Work. You and we must agree in writing to any modification or addition to the work covered by this Agreement ("Extra Work"). Extra Work related to the System will be governed by a written change order (each, a "Change Order'') . However, failure to obtain written authorization shall not affect your obligation to pay for our costs associated with the Extra Work. Any Change Order shall (i) list the agreed price and any changes in terms, (ii) be signed by both you and us, and (iii) become part of this Agreement. For any Extra Work performed, you shall pay to us an amount to be determined before the Extra Work is performed, plus ten percent (10%) for our overhead expenses, plus any applicable taxes, unless the Change Order provides differently.

(c) Operations and Maintenance. During the Initial Term (defined below), as long as no Customer Default (defined below) has occurred and is continuing, we will honor the limited warranty set forth in Section 21 of the General Provisions, and will operate and maintain the System (i) at our sole cost and expense; (ii) in good condition; and (iii) in material compliance with all applicable laws and permits and the Utility's requirements.

Copyright© 2018 Vivi11t Solar Developer, LLC. 1~il Rights Reserved PfJA (6/2018, v4 0.2) I Page 2 of 16 2. Term and Renewal.

(a) En d-of-Term Opt ions. This Agreement starts on the Transaction Date and will Initial Term: continue for twenty (20) years after the In-Service Date (the "Initial Term"). Prior to the end of the Initial Term, and provided there is no ongoing Customer Default, we 20 years will send to you notice and the applicable forms for three (3) options which you may exercise at the end of the Initial Term (the "End-of-Term Options"):

(i) Renewal. You may renew the Agreement for five (5) years at a price based on our determination of the fair market value of the System at that End of Term Options: time as determined by an independent appraiser's valuation of similarly 1. Renew the Agreement sized photovoltaic systems in your geographic region (the "FMV'); for a subsequent term; (ii) Purchase . You may purchase the System at a price equal to the FMV at that time plus any outstanding balance and applicable taxes (the 2. Purchase the System; or "Purchase Option Price"), after which this Agreement will automatically 3. Remove the System at terminate; or no additional cost. (iii) Removal. You may request that we remove the System within ninety (90) days at no cost to you, after which this Agreement will automatically terminate.

(b) Aut omat ic Renewal. If you do not elect any of these options, this Agreement will automatically renew on a year-to-year basis at a price that is ten percent (10%) less than the then-current average rate charged by your Utility.

DEPENDING ON THE STATE WHERE YOU LIVE, YOU MAY HAVE ADDITIONAL RIGHTS RELATING TO RENEWAL. Please consult your state-specific disclosures, which follow the General Provisions, for more information.

(c) Early Pu rchase Option. In addition to your options at the end of the Initial Term, during a ninety (90) day th period after the sixth (6 ) anniversary of the In-Service Date (the "Early Purchase Period"), you have an option to purchase the system at an amount equal to the greater of the Purchase Option Price and an amount equal to the sum of the remaining monthly payments of the Energy Price (based on our reasonable estimation of the energy to be produced) due to us during the Initial Term, discounted by five percent (5%), plus applicable taxes (the "Prepayment Price"). If you purchase the System, we will transfer the System to you "As Is, Where Is" (without any warranties) and we will retain all right and title to the System Interests (as that term is defined below).

3. Price and Payment. List Price: $/kWh (a) Sa le of Elect ricity. Starting on the In-Service Date, we will sell to you all electricity produced by the System, as measured in kilowatt-hours (the $ "Energy"), at the Energy Price (shown to the right • l, plus applicable taxes. Each year of the Initial Term, on the anniversary of the In-Service Date, the Energy Price ($/kWh): Energy Price shall increase by two and nine-tenths percent (2.9%). You are Your Energy Price will responsible to pay the Energy Price for all Energy produced by the System as increase 2.9% per year. measured by the performance meter (the "Meter"), whether or not you actually consume the energy.

An estimate of the System's annual Energy production will be provided to you in the Customer Packet; but we reserve the right to modify the size, production, or location of the System at the time of installation as required by applicable law or in our reasonable discretion.

Copyright© 2018 Vivint Solar Developer, LLC. All Rights Reserved PP A (6/2018, v4.0.2) I Pag e 3 of 16 You are required to maintain your Utility interconnection throughout the Initial You must continue Term as you will need to purchase electricity from the Utility in addition to the Energy produced by the System. We are not a utility or public service company. service with your We are not subject to rate review or other regulations applicable to a public utility. Utility. ----- WE DO NOT WARRANT OR GUARANTEE (1) THE AMOUNT OF ENERGY PRODUCED BY THE SYSTEM FOR ANY PERIOD, (2) ANY COST SAVINGS, (3) THE EXISTENCE OF OR PRICING ASSOCIATED WITH ANY NET METERING PROGRAM, OR UTILITY OR GOVERNMENT INCENTIVE PROGRAM, OR (4) THE AVAILABILITY OR YOUR ELIGIBILITY FOR ANY TAX OR OTHER STATE AND FEDERAL INCENTIVES, WHICH ARE ALSO SUBJECT TO CHANGE. ACTUAL UTILITY RATES AND NET METERING COMPENSATION MAY GO UP OR DOWN AND ACTUAL SAVINGS MAY VARY. FOR FURTHER INFORMATION REGARDING RATES, YOU MAY CONTACT YOUR UTILITY.

(b) Payments. Following the In-Service Date, for each month of the Initial Term, we will send you an invoice reflecting the charges for the Energy produced by the System. If the System does not report Energy during a month (for any reason, including your failure to maintain internet), then the invoice will reflect the charges for estimated Energy produced by the System (as we determine in our reasonable discretion) (the "Estimated Energy"). If we bill you for Estimated Energy and we later determine that we have either overestimated or underestimated the actual Energy production, then we will adjust the next invoice with a non-refundable credit (for over-billing) or an additional charge (for under-billing). You will not be charged for Estimated Energy if we know the System is not working due to our fault. All payments are due within ten (10) days of the invoice date. You agree to make payments under this agreement in the manner you have selected in Section 1 of the General Provisions.

(c) Ownership-of t he System and the System Interests. This Agreement is for the sale of Energy, not the sale of the System or the System Interests. We own and hold all property rights in (i) the System; and (ii) any credits, rebates, incentives, allowances, tax benefits, or certificates that are attributed, allocated, or related to the System, the Energy, or environmental attributes thereof (collectively, the "System Interests"). Other than the Energy, you have no rights to the System or the System Interests, and you hereby disclaim and/or assign to us all right, title and interest in the System and the System Interests. If we request, you agree to execute all documents to allow us to be the exclusive owner of the System and the System Interests. You agree to keep the System and System Interests free from all liens, security interests, and encumbrances of any type. You agree to not take any action or allow any omission that could have the effect of impairing the value of the System or the System Interests. By entering into this Agreement, you will host a system that generates clean energy, but a third-party, and not you, will own the right to claim the clean energy attributes of the energy.

We will not place a You and we agree that the System is our sole personal property and is not a "fixture" or any part of the "real property" associated with your home, as those lien on your home, terms may be defined by applicable law. We will not place a lien on your but we will file a Property; however, you authorize us to make filings and recordings with relevant notice of our governmental authorities as may be necessary to provide notice of our ownership of the ownership of the System and our interest in the System Interests, including System. (without limitation): notice filings, UCC-1 financing statements, and fixture filings.

You are not allowed to touch, handle, operate, alter, repair, or otherwise modify the System or any component thereof or take any action that could void or impair any warranty relating to the System.

Copyright© 2018 Vivi11t Solar Developer, LLC. Ail Rights f~eserved PPA (6/2018, vL/.0.2) I Page 4 of 15 4. Customer Obligations. (a) Your Representations and Warranties. You represent, warrant, and agree that each of the following is true and correct, and will remain true and correct throughout the Initial Term: (i) all information you have provided to us is true, correct, and complete; (ii) you own the Property, including the roof, in fee simple (in other words, you have full and exclusive ownership rights to the Property), or if your Property has been placed into a trust, you are the trustee; (iii) your roof is in good condition and repair, without defects, sufficient to support the System; (iv) you are at least eighteen (18) years of age; (v) you have had the opportunity to review and discuss this Agreement with anyone you choose; (vi) if there is more than one person signing this Agreement, each of you is responsible for all of the obligations under this Agreement (jointly and severally); (vii) you are either a citizen of the United States or not exempt from paying United States federal income taxes; (viii) you have customary property and liability insurance covering the Property; (ix) you will use the Energy primarily for personal, family, or household purposes, and not to heat a swimming pool; (x) you will ensure that the Property remains grid-connected at all times with the Utility; (xi) you have access to a functioning internet connection with one (1) wired Ethernet port and a standard electrical outlet available; and (xii) you have or will obtain all approvals necessary for us to install the System, including from your home owners association, your mortgage lender, or your insurer.

(b) Your Property. You are responsible to ensure that your Property (including all electrical systems and the roof) is maintained in good condition and repair and in At all times, compliance with all permits, codes, and ordinances. We are not responsible for any existing violations of applicable building regulations or ordinances on your Property. You you must keep agree that we are not responsible for any damage or loss to your Property, personal your roof and property, fixtures, or other belongings caused by: (i) snow falling from your roof; (ii) home in good animals or other pests under or near the System; (iii) other natural events or acts of god condition. outside our reasonable control; or (iv) your Property not complying with applicable law. You are required to notify us of any easements, restrictions, or home owners association requirements.

You hereby grant to us the right to access and use your Property to survey your roof and your home's electrical systems, install the System, operate and maintain the System, to enforce our rights under the Agreement, and to take any other action reasonably necessary under this Agreement. The foregoing rights of access to your Property shall constitute a license coupled with an interest and will be irrevocable until ninety (90) days after this Agreement terminates.

(c) Removing/Reinstalling Your System . If you need to repair your roof or other parts of your Property, or you, any government authority, or the Utility requires any change to the System, we will remove, reinstall, and modify, as required, the applicable portions of the System if you give us at least 30 days' notice. You will be required to pay a fee equal to our labor, equipment, and overhead costs to remove and reinstall the System (which pricing will be made available to you upon request), plus any applicable taxes. You will also be required to safely store the System after we remove it. If we are unable to reinstall the System within thirty (30) days after removal for any reason, then we will charge you for the Estimated Energy.

Copyright© 2018 Vivi11t Solar D0,veloper, I.IL All Rights Resc0 1ved PPA (6/2018, v4.0 2) I Page 5 of 16 (d) Sunlight. You acknowledge and agree that the System's unobstructed access to sunlight is essential to us and is a material inducement to our entering into this Agreement. You agree to take all actions necessary to keep the System's access to sunlight the same as existed on the Transaction Date, including (without limitation): (i) you will not alter or allow your Property to be altered in any way that would obstruct sunlight, (ii) you will trim all trees and foliage; and (iii) you will not allow the emission of particulate matter, smoke, or other airborne impediments to obstruct the System's access to sunlight.

(e) Oth er Obligations. You shall promptly notify us if: (i) you notice any person or thing interfering with the operation of the System; (ii) your Property has any ordinance or permit violations or encumbrance that may prevent proper System permitting, installation, or operation; (iii) you take any emergency action with respect to the System; or (iv) you receive or otherwise acquire any System Interests, including any incentive payments. Your failure to promptly notify us of such matters shall be a Customer Default (as defined below). In the event of an emergency affecting the System, you shall contact us immediately. If we are unable to timely respond, you may (at your own expense) contract with a licensed and qualified solar installer to remove the System as necessary to make repairs required by the emergency. You shall be responsible for any damage to the System that results from actions taken by you or your contractor.

(fl Taxes . You will pay all taxes assessed on or arising from installation or operation of the System, including without limitation any transaction-based taxes on You are not the Energy produced by the System. You will not be responsible for any personal property taxes assessed on the System; provided, however, you are responsible for responsible for any real property taxes associated with your Property. It is your responsibility to personal property verify that the System is not included as part of any real property tax assessment taxes assessed on specific to your Property. Where applicable, you may be eligible for an exemption the System. from any increase to real property taxes on your Property associated with installation of the System.

(g) Sale of You r Property. You agree to notify us thirty (30) days prior to any sale or transfer of your Property. You have the following three (3) options upon a transfer of your Property:

(i) Assignment: the homebuyer may assume your rights under this Agreement by signing a transfer Agreement. You If You Move: will remain liable under this Agreement until the transferee 1. You can transfer the Agreement to assumes in writing all of your obligations. the buyer of your home, regardless of the (ii) Prepayment. You may prepay the Agreement by buyer's credit rating; paying the Prepayment Price. After our receipt of an amount 2. You can prepay the Agreement; or equal to the Prepayment Price, the buyer of your property may assume the obligations under the Agreement other 3. After the sixth anniversary, you can than the payment obligations by signing a transfer purchase the System. agreement. 4. We may relocate the System to your (iii) Transfer Purchase: In connection with a transfer of new home under certain circumstances. your Property that occurs any time after six (6) years after the In-Service Date, you may purchase the System by paying to us the Purchase Option Price at that time.

(h) Relocation. We may remove the System and reinstall it on your new home; provided that each of the following requirements are satisfied, in our sole discretion:

Copyright© 2018 Vivi11l Solar Developer, l_LC. All Rights f1,ese1·ved PPA (6/2018, v4 0 2) I Page 6 of 16 (i) Your new home must: (A) be in a location with sun exposure that is not less than your current Property; (B) be located within our service territory and the service territory of the Utility; (C) have a roof type capable of supporting the System; (D) include roof sections where the System may be installed which are the same or similar in shape and size as the roof sections on the Property. (ii) In order to evaluate the feasibility of relocating the System to your new home, you will be required to pay to us an amount equivalent to our costs associated with evaluating the new home ("Evaluation Fee"). (iii) If we determine, in our sole discretion, that relocating the System is feasible, then before we remove the System, you will: (A) pay to us all fees, our estimated labor, equipment, and overhead costs associated with removal, relocating, and reinstalling the System, including an amount equal to any loss of value in or recapture of System Interests (the "Relocation Fee"); (B) execute an amendment to this Agreement that identifies the new home and adjusts the Energy Price, as applicable, to a rate consistent with the location of the new home; and (C) provide any third party consents or releases required by us in connection with the new home.

5. Defaults. (a) Customer Default. You will be in default under this Agreement upon the occurrence of any of the following (each, a "Customer Default"): (i) you fail to make any payment under this Agreement within ten (10) days of its due date and such failure is not cured within ten (10) days after we give you written notice of such failure; (ii) you fail to perform any obligation under this Agreement and such failure is not cured within thirty (30) days after we give you written notice of such failure; (iii) you deny us access to your Property or fail to cooperate with us to successfully install or maintain the System; (iv) your bankruptcy, insolvency, or admission of your inability to pay your debts as they mature; or (v) your Property becomes subject to a foreclosure proceeding or you fail to perform any obligation which is secured by your Property.

(b) Default Remedies. Upon a Customer Default, we may exercise any or all of the following remedies: (i) terminate this Agreement and demand you pay the Default Payment, as that term is defined in Section 10 of the General Provisions; (ii) leave the System in place on your Property, but deny you use of the Energy it produces, which may be redirected and sold at our election; (iii) disconnect or take back the System as permitted by applicable law; (iv) engage a collection agency to collect payments from you; (v) report your default to credit reporting agencies; (vi) suspend our performance under this Agreement; and/or (vii) exercise any other remedy available to us in this Agreement or under applicable law. Our remedies set forth in this section are cumulative and not exclusive.

(c) Seller Default. We will be in default under this Agreement if we fail to perform any material obligation under this Agreement and we have not made diligent efforts to cure such default within a reasonable time after you give us written notice of such failure ("Seller Default").

If a Seller Default occurs and is continuing, you may terminate this Agreement and request removal of the System from your Property. To the fullest extent permitted under applicable law, you have no right to claim damages as a result of the termination of this Agreement, except for the actual costs to remove the System (if we fail to remove the System), and any damages to your Property that we cause in connection removal of the System.

Copyright© 2018 \/ivi11t Solar Developer, LlC. All f,ights Rese1ved PPA (6/2018, v4 0.2) I Page 7 of 16 RESIDENTIAL SOLAR POWER PURCHASE AGREEMENT- GENERAL PROVISIONS

These GENERAL PROVISIONS (the "General Provisions"), shall be interpreted with, and incorporated by reference in, the Residential Solar Power Purchase Agreement (the "PPA"). Capitalized terms in the General Provisions not otherwise defined shall have the meaning given them in the PPA.

The PPA, the General Provisions, along with the Customer Packet, any Change Orders, any required disclosures, and any amendments or addenda between you and any Vivint Solar entity shall be considered part of one transaction (the "Agreement").

1. Payment. You shall make payments to us by (a) automatic payment deduction from your designated checking account, (b) automatic charge to your credit card, or (c) personal check. It is your responsibility to ensure that there are adequate funds in your account or that you have an adequate credit limit to make payment as agreed. The Energy Price and all other payments in this Agreement will include a five dollar ($5) monthly discount if you allow us to automatically debit your checking account. You will not receive such five dollar ($5) monthly discount if you choose to pay by any means other than automatic debit from your checking account (e.g., credit card or check). You may update your payment information any time by calling us or by visiting account.vivintsolar.com.

If you are more than fifteen (15) days past due, or if a check from you is returned, we may impose a late charge equal to fifteen dollars ($15). If you continue to fail to make any payment within ten (10) days after we give you written notice, then you will be in Customer Default under the Agreement and we may exercise all remedies available to us under the Agreement.

2. Governing Law. This Agreement, and any instrument or agreement required hereunder, shall be governed by, and construed under, the internal laws of the state where the Property is located .

3. Limitation of Liability. NOTWITHSTANDING ANY BREACH OF THIS AGREEMENT, ANY FAILURE OF THE SYSTEM, OR ANY NEGLIGENT ACT THAT CAUSED ANY INJURY OR LOSS (WHETHER PROPERTY DAMAGE, PERSONAL INJURY, OR DEATH) TO ANYONE, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE AND YOU AGREE THAT, UNLESS SUCH INJURY OR LOSS WAS CAUSED BY A PARTY'S GROSS NEGLIGENCE, FRAUD, WILLFUL INJURY, OR VIOLATIONS OF LAW, SUCH PARTY'S LIABILITY ARISING OUT OF OR RELATING TO (1) SYSTEM REPAIRS OR REPLACEMENT UNDER THIS AGREEMENT, SHALL IN NO EVENT EXCEED THE DEFAULT PAYMENT, AND (2) DAMAGE TO PERSONS AND PROPERTY, SHALL IN NO EVENT EXCEED $2,000,000. YOU AND WE AGREE THAT THIS AMOUNT IS A FAIR REPRESENTATION OF THE DAMAGES THAT YOU OR WE EXPECT TO INCUR IN THE CASE OF ANY INJURY OR LOSS HEREUNDER.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER YOU NOR WE MAY BRING A CLAIM AGAINST THE OTHER PARTY OR SUCH PARTY'S AFFILIATES, OWNERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, OR SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE "RELATED PARTIES") FOR ANY SPECIAL, EXEMPLARY, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (WHETHER OR NOT THE CLAIM THEREFOR IS BASED ON CONTRACT, TORT, DUTY IMPOSED BY LAW, OR OTHERWISE), IN CONNECTION WITH, ARISING OUT OF, OR IN ANY WAY RELATED TO THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT OR ANY ACT OR OMISSION OR EVENT OCCURRING IN CONNECTION THEREWITH. YOU FURTHER AGREE THAT NO CLAIM, LAWSUIT, OR ANY OTHER LEGAL OR ARBITRATION PROCEEDING IN CONNECTION WITH, ARISING OUT OF, OR IN ANY WAY RELATED TO THIS AGREEMENT MAY BE BROUGHT MORE THAN ONE (1) YEAR AFTER THE INCIDENT GIVING RISE TO SUCH CLAIM, OR AS LIMITED BY APPLICABLE LAW.

Copyright© 2017 Vivint Solar DPveloper, LIL All iRigl1ts Reserved PP/\ (6/2018, v4.0.2) [Jage 8 of 16 4. Indemnification. To the fullest extent permitted by applicable law, you agree to indemnify, advance expenses, and hold harmless us and our Related Parties from any and all claims, actions, costs, expenses (including reasonable attorneys' fees and expenses), damages, liabilities, penalties, losses, obligations, injuries, demands, and liens of any kind or nature in connection with, arising out of, or in any way related to your breach of this Agreement, your negligence or willful misconduct, or your violation of law. Your indemnification obligations under this section shall not apply if the harm or damage that is the basis for such claim occurred while one of our employees or agents was at your Property and such harm or damage was caused by the negligence or willful misconduct of such employee or agent.

5. Arbitration of Disputes and Class Waiver. Unless prohibited by applicable law and unless you opt out, you and we agree that any Party may elect to arbitrate or require arbitration of any Dispute (as defined below). You also agree to bring claims against us only in your individual capacity and YOU ARE WAIVING THE RIGHT TO INITIATE OR PARTICIPATE IN A CLASS ACTION OR SIMILAR PROCEEDING.

What is arbitration? An alternative to a court case. In arbitration, a third party arbitrator ("TPA") solves "Disputes" in a hearing. It is less formal than a court case. Is it different from court and jury trials? Yes. The hearing is private. There is no jury. It is usually less formal, faster and less expensive than a lawsuit. Pre-hearing fact finding (called "discovery") is limited. Appeals are limited. The arbitrator's findings are binding, and courts rarely overturn arbitration awards. Who does this cover? You, us, and certain Related Parties {defined above). Either you or we may, without the other's consent, elect to resolve disputes by mandatory, binding arbitration. What does this cover? All Disputes (except certain Disputes about this clause). This governs all disputes that would usually be decided in court and are between us (or any Related Party) and you, including without limitation all claims related to this Agreement, the System or our relationship with you ("Disputes"). Disputes include claims related to amendments, Change Orders, collections, privacy and Customer Information, and claims related to the validity of this Agreement AND THE ARBITRABILITY OF ANY DISPUTE(S). In short, Disputes has the broadest reasonable meaning. Who handles the arbitration? JAMS. The arbitration company will be JAMS, 1920 Main Street, Suite 300, Irvine, CA 92614, www.jamsadr.org. What are the rules of the arbitration? Those in this clause along with the JAMS Rules. Arbitrations are conducted under this clause and the JAMS Streamlined Arbitration Rules and Procedures in effect at the time the arbitration is commenced. This Agreement is also subject to the JAMS Policy on Consumer Arbitrations Pursuant to Pre-Dispute Clauses and Minimum Standards of Procedural Fairness, which set forth certain protections to you (including a maximum filing fee). Any other arbitration rules that conflict with this Clause do not apply. Can Disputes be brought in court? Sometimes. Either party may bring a lawsuit if the other party does not demand arbitration. We will not demand arbitration of any lawsuit you bring as an individual action in small-claims court. Where will the arbitration hearing be held? In your hometown area. You can find more information in the JAMS Policy on Consumer Arbitrations Pursuant to Pre-Dispute Clauses Minimum Standards of Procedural Fairness, which is available here - https://www.jamsadr.com/consumer-minimum-standards. Are you giving up any rights? Yes. For Disputes subject to this clause, you give up your right to: o have juries decide Disputes; o have courts, other than small-claims courts, decide Disputes; o serve as a private attorney general or in a representative capacity; o join a Dispute you have with a dispute by other consumers; o bring or be a class member in a class action or class arbitration; and o a jury trial and to have courts decide Disputes you wish to arbitrate.

CcJ 20 J 8 Viv int Solar Ll.C All Reserved PPA (6/2018, v,1 .0.J) I Page 9 or 16 Can you or another consumer start class arbitration? No. JAMS is not allowed to handle any Dispute on a class or representative basis. All Disputes subject to this clause must be decided in an INDIVIDUAL arbitration or an individual small-claims action. This clause will be void if a court rules that the TPA can decide a Dispute on a class basis and the court's ruling is not reversed on appeal. What law applies? The Federal Arbitration Act ("FAA"). This Agreement involves interstate commerce. THUS, the FAA governs this clause. The TPA must apply substantive law consistent with the FAA. The TPA must honor statutes of limitation and privilege rights. Punitive damages are governed by the constitutional standards that apply in judicial proceedings. Will anything you do make this Clause ineffective? No. This clause stays in force even if you: (1) cancel this Agreement; (2) default, renew, prepay or pay the Agreement in full; or (3) go into or through bankruptcy. Will this clause survive termination of this Agreement? Yes. This clause will remain in effect for Disputes that commence even after the Agreement has terminated.

6. Force Majeure. If either you or we are unable to perform any obligation under this Agreement because of a Force Majeure Event, such affected Party will be excused from performance affected by such Force Majeure Event. "Force Majeure Event" shall mean any event, condition, or circumstance beyond the control of the affected Party which, by the exercise of due foresight, such Party could not reasonably have been expected to avoid, and is unable to overcome, including, but not limited to, action or inaction by a governmental authority or Utility or failure to obtain or maintain a permit, license, consent, or approval (provided that such action has been timely requested and diligently pursued), labor dispute, flood, earthquake, volcano, fire, lightning, wind, war, act of god, unavailability of electricity from the Utility, equipment, supplies of products, power surge caused by someone other than the affected Party, or failure of equipment not under the control of the affected Party. In no event shall a Force Majeure Event excuse you from any of your payment obligations under this Agreement.

7. Amendments and Waivers. This Agreement (including all exhibits and notices attached hereto) may only be amended or modified by an instrument in writing signed by both you and us .

8. Entire Agreement. This Agreement, including without limitation the Customer Packet, constitutes the entire agreement between you and us, and supersedes all prior oral and written communications relating hereto. If you sign a PPA after the Transaction Date relating to the same Property and System before that System has received PTO, the later-signed PPA shall supersede and replace the prior-signed PPA in its entirety.

9. Termination. (a) Your Termination Rights. You may terminate the Agreement after your right to cancel under the Notice of Cancellation has expired if a Seller Default has occurred as set forth in Section S(c) of the PPA by delivering written notice of termination to us. (b) Our Termination Rights. We may terminate this Agreement prior to commencement of installation work or if a Customer Default has occurred as set forth in Section S(a) of the PPA by delivering written notice of termination to you. (c) Consequences of Termination. Unless we transfer the System to you, we will remove the System, if it has been installed, within ninety (90) days after any termination or cancellation of this Agreement. If we elect to terminate this Agreement, we will have no further liability to you.

10. Default Payments. If this Agreement is terminated or cancelled for any reason, other than if this Agreement is cancelled pursuant to the Notice of Cancellation, terminated pursuant to Section 9 of the General Provisions, or terminated due to a Seller Default or a Force Majeure Event, you agree to pay us an amount equal to the sum of the Estimated Energy for the rest of the Term, discounted by five percent (5%) per year, loss of expected benefits from the System and the System Interests, our reasonable attorney's fees, and our other costs and losses including costs of removal of the System, plus any applicable taxes (collectively, the "Default Payment"). After you pay us the Default Payment, we will transfer ownership of the System to you on an "As Is, Where Is" basis; provided that we will retain all rights to the System Interests. YOU AGREE THAT THE DEFAULT

Copyright (E) 2018 Vivirit Solar Developer, L! .C All Rights l~eserved PPA (6/2018, VL/ 0.2) I Page 10 of 16 PAYMENT FAIRLY REFLECTS THE VALUE OF THE SYSTEM AND IS A FAIR REPRESENTATION OF THE DAMAGES AND LOSSES THAT WE MAY INCUR AS A RESULT OF A CUSTOMER DEFAULT.

11. Data concerning you, the System, and your Property. We may collect and store: nonpublic personal information about you, the System, your energy usage, your credit report, and other related information; and may install, operate, and maintain an energy consumption monitoring device on your Property that we may use to collect and store information about energy usage at your Property (collectively, "Data"). You agree that we may use, store, and disclose the Data to our assignees, affiliates, actual or prospective lenders, financing parties, investors, insurers, and acquirers. We use certain physical and technical safeguards that are designed to improve the integrity and security of Data in our possession and control. We cannot, however, ensure or warrant the security of all Data or guarantee that Data may not be accessed or disclosed by breach of our physical or technical safeguards. So long as no Customer Default has occurred or is continuing under the Agreement, we will make certain Data available to you via the Vivint Solar Account Center, available at: https://account.vivintsolar.com.

You agree that we may share your name, contact information, Property location, and other information we have collected or obtained about you, including the Data ("Customer Information") with our affiliates (including Vivint Inc. and its affiliates). You authorize us, our affiliates, and others that may act on our behalf to make calls and send SMS text messages to you for marketing and other business purposes. You may opt-out of receiving marketing communications by calling or emailing our customer service department at [email protected].

12. Our Transfer. We may assign, sell, or transfer (in whole or in part) this Agreement without your consent and without notice. If an assignee agrees in writing to assume all of our rights and obligations under this Agreement, we will have no further liability or obligation to you upon the effective date of such assignment.

13. Binding Effect. This Agreement shall be binding upon and benefit you and us and our and your respective Related Parties, legal representatives, successors, and permitted assigns. Except as expressly provided in this Agreement, you may not assign this Agreement (or any of your obligations or rights under it) without our prior written and signed consent. Any purported assignment by you without our prior written and signed consent shall be null and void.

14. Survival. After termination or expiration of this Agreement, any provisions which by their nature are intended to survive such termination or cancellation shall survive.

15. Severability. If any provision of this Agreement is held to be invalid, prohibited, voidable, or otherwise unenforceable by an arbitrator or court of competent jurisdiction, this Agreement shall be considered divisible and such provision shall be deemed inoperative to the extent it is deemed invalid, prohibited, voidable, or unenforceable, and in all other respects this Agreement shall remain in full force and effect; provided, however, that if any such provision may be made enforceable by limitation thereof, then such provision shall be deemed to be so limited and shall be enforceable to the maximum extent permitted by applicable law.

16. Counterparts. This Agreement may be executed in one or more counterparts, and all such counterparts shall be deemed to constitute one instrument. A facsimile or portable document format ("pdf") shall constitute an original for purposes hereof.

17. Publicity. You agree and hereby authorize us to use you and your Property's voice, photograph, video, and likeness in print media, radio, television, e-mail, social media, web materials, and any audio or video recording. We will not disclose your personally identifying information (except as provided in Section 11 of the General Provisions).

Copyright(£) 20] 8 Vivirit Solar Develope.r, Li C All f1igl1l.s 1-(eserved PIJA (6/2018, v4 0.2) I Page 11 of 16 18. System Hazards. The System may contain hazardous materials, which could pose dangers related, but not limited, to health hazards, fire hazards, high-voltage hazards, mechanical damage, severe personal injury and even death. Please consult the manufacturer's user's manual and warranty materials for handling and operation information, as well as guidance on proper disposal.

19. Autodialed Telephone Calls and Text Messages. You consent to receive autodialed telephone calls and SMS text messages from us, our affiliates, our contractors, or on our behalf at the mobile telephone number provided below. These telephone calls and SMS text messages may include promotional material related to our services or others' products and services, which may be sent using an automatic telephone dialing system. You understand that you are not required to agree to receive telephone calls or SMS text messages as a condition of entering into this Agreement. Standard call and text message charges may apply from your wireless provider.

20. Credit Authorization. In connection with the execution of this Agreement and at any time during the Term, you agree that we may (a) obtain your credit rating and consumer report from credit reporting agencies; (b) report your payment performance to credit reporting agencies; and (c) disclose this and other information to our assignees, affiliates, actual or prospective lenders, financing parties, investors, insurers, and acquirers.

21. Warranties.

(a) Our Limited Warranty. Unless provided otherwise in your state-specific disclosures at the end of this document, we will warranty all of our work associated with installation of the System, as follows:

(i) unless the System is installed on a tar-and-gravel or built-up roof, then the System will be free from material defects that we cause in workmanship, and any rooftop penetrations we make in connection with installation will be watertight, for twenty (20) years after installation is completed;

(ii) if the System is installed on a tar-and-gravel or built-up roof, then the System will be free from material defects that we cause in workmanship for twenty (20) years after installation, and the roof will be free from damage we cause that results in a roof leak for twelve (12) months after installation.

To make a claim, please contact us at [email protected] or 877.404.4129. This warranty gives you specific legal rights, and you may also have other rights which vary from state to state.

(b) Warranty Exclusions. The limited warranties set forth above in Section 21(a) of the General Provisions do not cover problems resulting from: (i) your acts or omissions, including your failure to abide by the terms of this Agreement; (ii) exposure to harmful materials and chemicals; (iii) any Force Majeure Event; (iv) vandalism, theft, or tampering with the System by anyone; (v) damage caused by hail or ball strikes; and (vi) any other cause beyond our reasonable control. Our warranty and maintenance obligations may be transferred to a third party.

(c) Manufacturer Warranties. We do not provide any warranty to You with respect to any component of the System. Any manufacturer's warranty is for Our benefit as owner of the System and is independent of the limited warranties described above in Section 21(a). The System's solar modules carry a minimum manufacturer's warranty that: (i) during the first ten (10) years of use, the modules' electrical output will not degrade by more than ten percent (10%) from the originally rated output; and (ii) during the first twenty-five (25) years of use, the modules' Copyright© 2018 Vivint Solar Developer, Ll.C All Rights r~eserved PP,1.\ (6/2018, V"l.0.2) I Page 12 of 16 electrical output will not degrade by more than twenty percent (20%) from the originally rated output. During the Term, we will enforce these warranties as owner of the System.

THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THE DESCRIPTION OF THE FACE HEREOF. EXCEPT AS SET FORTH IN THIS SECTION 21, AND TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, WE MAKE NO OTHER WARRANTY TO YOU OR ANY OTHER PERSON, WHETHER EXPRESS, IMPLIED, OR STATUTORY, AS TO THE MERCHANTABILITY OR FITNESS FOR ANY PURPOSE OF THE EQUIPMENT, INSTALLATION, DESIGN, OPERATION, OR MAINTENANCE OF THE SYSTEM; THE PRODUCTION OR DELIVERY OF ENERGY; OR ANY OTHER ASSOCIATED SERVICE OR MATTER HEREUNDER, ALL OF WHICH WE HEREBY EXPRESSLY DISCLAIM. TO THE EXTENT THAT ANY IMPLIED WARRANTY MAY NOT BE DISCLAIMED UNDER APPLICABLE LAW, SUCH IMPLIED WARRANTY SHALL BE OF A DURATION NO GREATER THAN THAT OF THE LIMITED WARRANTY SET FORTH IN THIS SECTION 21. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, OUR LIABILITY FOR ANY BREACH OF ANY WARRANTY IS LIMITED TO REPAIRING THE SYSTEM OR YOUR PROPERTY TO THE EXTENT REQUIRED UNDER THIS AGREEMENT. YOU ACKNOWLEDGE THAT WE ARE RELYING ON THIS AS A CONDITION AND MATERIAL INDUCEMENT TO ENTER INTO THIS AGREEMENT.

22. Disconnection. There may be circumstances where we are required to turn off or disconnect the System due to requirements of the Utility or government authority or conditions on your Property that may affect the safe operation of the System. Except in the case of a condition caused by our negligence, you agree to pay us for the Estimated Energy that would have been produced by the System during any period of shutdown or disconnection of the System.

23. Lenders' Rights. In order to clarify your and our obligations in the event of a foreclosure of the Property, and to ensure compliance of this Agreement with Fannie Mae's Selling Guide Topic B2 3-04 (as published on May 30, 2017) (the "Fannie Mae Requirements"), notwithstanding anything to the contrary contained in this Agreement, you and we agree as follows: (a) Home Value. The System should not be included in the appraised value of the Property. (b) Utility Power. You are required to maintain access and connection to the Utility at all times throughout the Term. (c) Debt-to-Income. Because this Agreement is a power purchase agreement (not a lease or loan), your payment under this Agreement should be excluded from the debt-to-income (DTI) ratio in accordance with the Fannie Mae Requirements. Notwithstanding the foregoing, we provide this information to you for informational purposes only. We do not provide any representation or guarantee concerning the decisions that may be made by any financing party or property transferee in the future. (d) Damage to the Property. We will repair any damage to the Property or your belongings that we cause, except as limited elsewhere in this Agreement. Upon removal of the System, we will repair and restore all rooftop penetrations to be free from leaks. (e) Customer's Property Insurance. We agree not to be named loss payee or a named insured on your property insurance policy covering your Property. (f) Foreclosure. If the Property is transferred to another person or entity by reason of foreclosure, trustee's sale, deed in lieu of foreclosure, or other proceeding for the enforcement of a security instrument on the Property, the transferee (including its successors and assigns, the "Foreclosure Transferee") may elect one of the following options: (i) request that we remove the System within ninety (90) days, and, to the extent this Agreement runs with the land, terminate this Agreement; (ii) assume the obligations in writing under this Agreement and become the beneficiary hereunder, without payment of any transfer charge or similar fee; or (iii) enter into a new agreement with us on terms no less favorable than this Agreement. In addition to electing one of the foregoing options, the Foreclosure Transferee shall be required to provide written notice to us concerning the date of the foreclosure and documentation reasonably satisfactory to us that evidences the Foreclosure Transferee's ownership of the Property. (g) Notice of System Ownership. You consent to and agree that we will file a notice of ownership in the real property records where the Property is located pursuant to the terms of this Agreement. You and we agree that the notice is not nor should it be construed as a title impediment or an encumbrance on the Property. Other than our ownership rights in the

© :JU l8 Viv int 'oola r I i C. All PIJf\ (6/2018, v4 0 }j I Pagr0 l 3 ol 16 System and the System Interests, and our right to access the Property to install, operate, and maintain the System during the Term, we have no property right, security interest, or lien in or on the Property.

24. Our Insurance:

(a) Commercial General Liability Insurance (CGL). As of the Transaction Date, Vivint Solar Developer, LLC and our affiliates carry commercial general liability insurance written by Axis Specialty Europe (Policy No. 3776500116EN) in the amount of $1,000,000 per occurrence. For more information, visit www.vivintsolar.com/insurance.

(b) Workers' Compensation Insurance. As of the Transaction Date, Vivint Solar Developer, LLC and our affiliates carry workers' compensation insurance for all employees written by Zurich American Insurance Company (NAIC #: 16535) and American Zurich Insurance Company (NAIC No.: 40142) in the amount of $1,000,000 per occurrence. For more information, www.vivintsolar.com/insurance.

(c) Property Insurance. As of the Transaction Date, Vivint Solar Developer, LLC and their affiliates carry property insurance for all Vivint Solar properties written by GCube and Travelers - Lloyds Shared Program (Policy No. P16GR00830) in the amount of $1,000,000 for occurrences during installation. For more information, visit www.vivintsolar.com/insurance.

(d) Casualty Event. If the System is damaged or destroyed by fire, storm, flood, earthquake, or other disaster or accident (each, a "Casualty Event") fully covered by our insurance, we will repair or replace the damaged portions of the System as we deem necessary. If the System is damaged or destroyed by a Casualty Event not fully covered by our insurance, we may, at our option: repair or replace the damaged portions of the System as we deem necessary, or terminate this Agreement and convey the System in its then-existing condition, "As Is, Where Is", to you for no additional consideration.

25. PRESCREEN AND OPT-OUT NOTICE. THIS "PRESCREENED" OFFER OF CREDIT IS BASED ON INFORMATION IN YOUR CREDIT REPORT INDICATING THAT YOU MEET CERTAIN CRITERIA. THIS OFFER IS NOT GUARANTEED IF YOU DO NOT MEET OUR CRITERIA. IF YOU DO NOT WANT TO RECEIVE PRESCREENED OFFERS OF CREDIT FROM US AND OTHER COMPANIES, CALL THE CONSUMER REPORTING AGENCIES TOLL-FREE, 888.567.8688; OR WRITE: EXPERIAN OPT OUT, DMA MAIL PREFERENCE SERVICE, PO BOX 643, CARMEL, NY 10512; TRANSUNION OPT OUT REQUEST, P.O. BOX 505 WOODLYN, PA 19094; EQUIFAX INFORMATION SERVICES, LLC, P.O. BOX 740123 ATLANTA, GA 30374- 0123, OR VISIT WWW.OPTOUTPRESCREEN.COM

26. Electronic Rernrds. You may be entitled by law to receive certain information "in writing". You agree that all information, documents, disclosures, notices, and agreements between you and us in electronic form (collectively, "Electronic Records") will be deemed to be "in writing." You further agree that we may use and obtain from you electronic signatures (such as by clicking, checking, or signing using a digital pen) in the processing of Electronic Records. We will provide the Electronic Records to you by emailing them to you at the most recent e-mail address that we have on file and/or by making Electronic Records available to you at account. vivintsolar.com.

You must notify us of any change in your e-mail address. If we send an Electronic Record to you, but you do not receive it because the most recent e-mail address that we have on file for you is incorrect, out of date, blocked by your service provider, filtered by your service provider as "spam" or "junk mail", or you are otherwise unable

Copyright© ?OJ 8 Vivint Solar Developer, UC Ail Fights Feserved. PPA (6/2018, v4.0.2) I Page 14 of 16 to receive the Electronic Record, we will be deemed to have provided the Electronic Record to you. You must have a computer with an Internet connection, a compatible web browser, Adobe Acrobat Reader version 8.0 and above, and a valid and accessible e-mail account.

You may request a paper copy of any Electronic Record, and we will send your paper copy to you via U.S. mail within ninety (90) days. You may opt-out of receiving Electronic Records by calling or emailing our customer service department at [email protected].

[PLEASE READ THIS SECTION CAREFULLY]

BY CHECKING THIS BOX, YOU AGREE TO ARBITRATION AND WAIVE THE RIGHT TO A JURY TRIAL AS DESCRIBED IN SECTION 5, AND AGREE THIS CHECKBOX CONSTITUTES YOUR ELECTRONIC SIGNATURE. [DO NOT CHECK THIS BOX IF YOU LIVE IN , AND SEE BELOW INSTEAD].

BY CHECKING THIS BOX, YOU AGREE THAT WE MAY SHARE CUSTOMER INFORMATION WITH OUR AFFILIATES, AND THAT OUR AFFILIATES MAY CONTACT YOU AS DESCRIBED IN SECTION 11, AND AGREE THIS CHECKBOX CONSTITUTES YOUR ELECTRONIC SIGNATURE.

BY CHECKING THIS BOX, YOU AGREE AND OPT-IN TO RECEIVING TELEPHONE CALLS AND TEXT MESSAGES AT THE FOLLOWING TELEPHONE NUMBER AS DESCRIBED IN SECTION 19, AND AGREE THIS CHECKBOX CONSTITUTES YOUR ELECTRONIC SIGNATURE.

BY CHECKING THIS BOX, YOU AGREE TO RECEIVE DISCLOSURES FROM US ELECTRONICALLY, OTHERWISE AGREE AND ACKNOWLEDGE YOU HAVE REVIEWED THESE GENERAL PROVISIONS AS DESCRIBED IN SECTION 26, AND AGREE THIS CHECKBOX CONSTITUTES YOUR ELECTRONIC SIGNATURE.

[SIGNATURE PAGE FOLLOWS]

CCJpyright@ 2018 Vivint Solar Developer, IJC All Rights Reserved PPA (6/2018, v4.0.2) I Page 15 or 15 SIGN ATURE PAGE AND NOTICE TO CUSTOMERS

A. LIST OF DOCUMENTS TO BE INCORPORATED INTO THE CONTRACT. These documents are incorporated as part of this Agreement and apply to the relationship between you and us: (1) Residential Solar Power Purchase Agreement, (2) General Provisions, (3) Customer Packet; and (4) Change Orders, as applicable.

B. WE HAVE NOT GUARANTEED, PROMISED OR OTHERWISE REPRESENTED ANY REDUCTION IN ELECTRICITY COSTS IN RELATION TO THE SYSTEM THAT WILL BE INSTALLED ON YOUR PROPERTY.

C. IT IS NOT LEGAL FOR US TO ENTER YOUR PREMISES UNLAWFULLY OR COMMIT ANY BREACH OF THE PEACE TO REMOVE GOODS INSTALLED UNDER THIS AGREEMENT.

D. IF YOU DO NOT ELECT ANY OF THE END-OF-TERM OPTIONS SET FORTH IN SECTION 2 OF THE PP A, THIS AGREEMENT WILL AUTOMATICALLY RENEW ON A YEA R-TO-YEAR BASIS. CONSULT SECTION 2 OF THE PPA FOR MORE INFORMATION.

E. YOU RISK THE LOSS OF ANY PAYMENTS MADE TO A SALES REPRESENTATIVE .

F. DO NOT SIGN THIS AGREEMENT IF THIS AGREEMENT CONTAINS ANY BLANK SPACES. You are entitled to a completely filled in copy of this Agreement, signed by both you and us, before any work may be started. G. YOU, THE CUSTOMER, MAY CANCEL THIS TRANSACTION AT ANY TIME PRIOR TO MIDNIGHT OF THE THIRD BUSINESS DAY AFTER THE TRANSACTION DATE OR, IF LATER, UNTIL THE STARTOFANYWORKATOR NEAR YOUR PROPERTY ASSOCIATED WITH INSTALLATION OF THE SYSTEM. SEE THE ATTACHED NOTICE OF CANCELLATION FOR AN EXPLANATION OF THIS RIGHT.

REPRESENTATIVE: CUSTOMER(S):

Signature: Signature:

Printed Name: Printed Name:

Salesperson No. : Date:

Date: Signature:

FOR OFFICE USE ONLY Printed Name: THIS AGREEMENT IS NOT EFFECTIVE NOR BINDING UPON VIVINTSOLAR DEVELOPER, LLC UNTIL SIGNED BY Date: AN AUTHORIZED REPRESENTATIVE.

VIVINT SOLAR DEVELOPER, LLC

Signature:

Printed Name:

Date:

Processing No. :

Copyright© 2018 Vivint Solar Developer, LLC. All Rigl1ts Reserved PPA (6/2018, v4.0.2) I Page 16 of 16 NOTICE OF CANCELLATION (Customer Copy)

Transaction Date: Service No. :

YOU MAY CANCEL THIS TRANSACTION, WITHOUT ANY PENALTY OR OBLIGATION, WITHIN THREE (3) BUSINESS DAYS AFTER THE TRANSACTION DATE OR (IF LATER) UNTIL THE START OF ANY WORK AT OR NEAR YOUR PROPERTY ASSOCIATED WITH INSTALLATION OF THE SYSTEM.

IF YOU CANCEL, ANY PROPERTY TRADED IN, ANY PAYMENTS MADE BY YOU UNDER THE CONTRACT OR SALE, AND ANY NEGOTIABLE INSTRUMENT EXECUTED BY YOU WILL BE RETURNED WITHIN TEN (10) BUSINESS DAYS FOLLOWING RECEIPT BY THE SELLER OF YOUR CANCELLATION NOTICE, AND ANY SECURITY INTEREST ARISING OUT OF THE TRANSACTION WILL BE CANCELLED.

IF YOU CANCEL, YOU MUST MAKE AVAILABLE TO THE SELLER AT YOUR RESIDENCE, IN SUBSTANTIALLY AS GOOD CONDITION AS WHEN RECEIVED, ANY GOODS DELIVERED TO YOU UNDER THIS CONTRACT OR SALE, OR YOU MAY, IF YOU WISH, COMPLY WITH THE INSTRUCTIONS OF THE SELLER REGARDING THE RETURN SHIPMENT OF THE GOODS AT THE SELLER'S EXPENSE AND RISK.

IF YOU DO MAKE THE GOODS AVAILABLE TO THE SELLER AND THE SELLER DOES NOT PICK THEM UP WITHIN TWENTY (20) DAYS OF THE DATE OF YOUR NOTICE OF CANCELLATION, YOU MAY RETAIN OR DISPOSE OF THE GOODS WITHOUT ANY FURTHER OBLIGATION. IF YOU FAIL TO MAKE THE GOODS AVAILABLE TO THE SELLER, OR IF YOU AGREE TO RETURN THE GOODS TO THE SELLER AND FAIL TO DO SO, THEN YOU REMAIN LIABLE FOR PERFORMANCE OF ALL OBLIGATIONS UNDER THE CONTRACT.

TO CANCEL THIS TRANSACTION, MAIL OR DELIVER A SIGNED AND DATED COPY OF THIS CANCELLATION NOTICE OR ANY OTHER WRITTEN NOTICE, OR SEND A TELEGRAM, TO VIVINT SOLAR DEVELOPER, LLC, AT 1800 W ASHTON BLVD, LEHI, UT 84043, ATTN: PROCESSING DEPARTMENT PRIOR TO OR (IF LATER) UNTIL THE START OF ANY WORK AT OR NEAR YOUR PROPERTY ASSOCIATED WITH INSTALLATION OF THE SYSTEM.

I HEREBY CANCEL THIS TRANSACTION. Date:

Customer's Signature: ------

BY CHECKING THIS BOX, YOU ACKNOWLEDGE RECEIPT OF THIS NOTICE OF CANCELLATION AS OF THE TRANSACTION DATE, AND AGREE THIS CHECKBOX CONSTITUTES YOUR ELECTRONIC SIGNATURE.

Copyright© 2018 Vivint Solar· Developer, LLC Ail Rights Reserved ~Jor iU. m CM-K:.i.l.i\ 110~1 (6/2018, PPA v4 .0.2) I Copy ·1 of 2 NOTICE OF CANCELLATION (Vivint Solar Copy)

Transaction Date: Service No.:

YOU MAY CANCEL THIS TRANSACTION, WITHOUT ANY PENALTY OR OBLIGATION, WITHIN THREE (3) BUSINESS DAYS AFTER THE TRANSACTION DATE OR (IF LATER) UNTIL THE START OF ANY WORK AT OR NEAR YOUR PROPERTY ASSOCIATED WITH INSTALLATION OF THE SYSTEM.

IF YOU CANCEL, ANY PROPERTY TRADED IN, ANY PAYMENTS MADE BY YOU UNDER THE CONTRACT OR SALE, AND ANY NEGOTIABLE INSTRUMENT EXECUTED BY YOU WILL BE RETURNED WITHIN TEN (10) BUSINESS DAYS FOLLOWING RECEIPT BY THE SELLER OF YOUR CANCELLATION NOTICE, AND ANY SECURITY INTEREST ARISING OUT OF THE TRANSACTION WILL BE CANCELLED.

IF YOU CANCEL, YOU MUST MAKE AVAILABLE TO THE SELLER AT YOUR RESIDENCE, IN SUBSTANTIALLY AS GOOD CONDITION AS WHEN RECEIVED, ANY GOODS DELIVERED TO YOU UNDER THIS CONTRACT OR SALE, OR YOU MAY, IF YOU WISH, COMPLY WITH THE INSTRUCTIONS OF THE SELLER REGARDING THE RETURN SHIPMENT OF THE GOODS AT THE SELLER'S EXPENSE AND RISK.

IF YOU DO MAKE THE GOODS AVAILABLE TO THE SELLER AND THE SELLER DOES NOT PICK THEM UP WITHIN TWENTY (20) DAYS OF THE DATE OF YOUR NOTICE OF CANCELLATION, YOU MAY RETAIN OR DISPOSE OF THE GOODS WITHOUT ANY FURTHER OBLIGATION. IF YOU FAIL TO MAKE THE GOODS AVAILABLE TO THE SELLER, OR IF YOU AGREE TO RETURN THE GOODS TO THE SELLER AND FAIL TO DO SO, THEN YOU REMAIN LIABLE FOR PERFORMANCE OF ALL OBLIGATIONS UNDER THE CONTRACT.

TO CANCEL THIS TRANSACTION, MAIL OR DELIVER A SIGNED AND DATED COPY OF THIS CANCELLATION NOTICE OR ANY OTHER WRITTEN NOTICE, OR SEND A TELEGRAM, TO VIVINT SOLAR DEVELOPER, LLC, AT 1800 W ASHTON BLVD, LEHI, UT 84043, ATTN: PROCESSING DEPARTMENT PRIOR TO OR (IF LATER) UNTIL THE START OF ANY WORK AT OR NEAR YOUR PROPERTY ASSOCIATED WITH INSTALLATION OF THE SYSTEM.

I HEREBY CANCEL THIS TRANSACTION .

Date:

Customer's Signature: ------

© 2018 Vivi1·1t Solar Developer, l.lL f\11 Rights Reserved ~IDI ')I C:1\clUL;i\llD/\! (6/2018, PPA v4 .0 2) 1 Copy 2 of 2 NEW YORK DISCLOSURES

1. Performance Guarantee. Provided that you comply with all of your obligations under this Agreement, we guarantee that the System will operate at the Guaranteed Cumulative System Output during the Initial Term. If the Actual Cumulative System Output is less than the Guaranteed Cumulative System Output, we will provide to you the Guarantee Payment (as such term is defined below) as a non-refundable credit to the Purchase Option Price if you elect to purchase the System. "Guaranteed Cumulative System Output'' means the 20-year cumulative estimated system output as set forth in the Customer Packet, subject to a reduction of one percent (1%) per year and adjusted for external factors (such as weather or shading) outside our reasonable control. "Actual Cumulative System Output'' means the 20-year cumulative total Energy output of the System as measured by the Meter. "Guarantee Payment'' means $0.03 multiplied by the difference between the Guaranteed Cumulative System Output and the Actual Cumulative System Output, represented by the following formula:

Guarantee Payment = $0.03 x (Guaranteed Cumulative System Output - Actual Cumulative System Output)

If actual production data is unavailable during the Term for any reason, we will estimate the Guarantee Payment.

2. Addendum to Residential Solar Power Pu rchase Agreement. If the NY-Sun Incentive Program (the "Program") is available to you, then you and we will enter into an Addendum to Customer Agreement for the Program at or about the same time that you and we enter into this PPA.

3. Contractor Liens. The contractor or subcontractor who performs work under this contract and is not paid may have a claim against you, the consumer, which may be enforced against the property in accordance with the applicable lien laws. Any contractor, subcontractor, or materialman who provides home improvement goods or services pursuant to your home improvement contract and who is not paid may have a valid legal claim against your property known as a mechanic's lien. Any mechanic's lien filed against your property may be discharged. Payment of the agreed-upon price under the home improvement contract prior to filing of a mechanic's lien may invalidate such lien. The owner may contact an attorney to determine his rights to discharge a mechanic's lien. Pursuant to the terms of this Agreement, if you fail to make any payment when due hereunder, we may file a lien on your Property.

4. Payments. We are legally required to deposit all payments received prior to completion of the installation in accordance with subdivision four section seventy-one-a of the lien law and, in lieu of such deposit, we may post a bond, contract of indemnity or irrevocable letter of credit with you guaranteeing the return or proper application of such payments to the purposes of this Agreement. Except as explicitly set forth in this Agreement no additional work is required to be performed to comply with applicable laws.

5. Rate for Electricity Sold to Utility. The System qualifies to receive "Phase One NEM." This means you will receive a credit for all electricity exported to the grid at the same rate (1:1) per kWh as you pay your utility for 20 years from the In-Service Date, and will have the ability to carry-over excess credits to subsequent billing and annual periods.

6. New York State Tax Credit. You may be entitled to claim the Solar Energy System Equipment Credit under New York law. The credit is equal to 25% of your qualified solar energy system equipment expenditures, and is limited to $5,000. The Solar Energy System Equipment Credit is not refundable, but any credit amount in excess of the tax due can be carried over for up to five years. For additional information about this credit, please visit https://www.tax.ny.gov/pit/cred its/solar_energy _system_equipment_cred it. htm.

(0 l8 Vivirrt Solar , LIL i\ll f~eserved. (6/2018, PPA v(J O 2) 7. System Attributes. As more fully set forth above in Section 3(c) of the PPA, we own and hold all property rights in the System Interests, which include (i) the System; and (ii) any credits, rebates, incentives, allowances, tax benefits, or certificates that are attributed, allocated, or related to the System, the Energy, or environmental attributes thereof.

8. System Description and Outline of Specifications.

Estimated Annual System Size: Estimated Annual Energy Degradation: kW DC Output: istvr.: kWh AC 0.5% each year

9. Your Rights. You have certain rights under the Home Energy Fair Practices Act. You may designate a third party to receive notifications relating to termination, disconnection or suspension of service or other credit actions as long as the third party agrees in writing to receive such notices. If you have inquiries or complaints that we are unable to resolve, you have the right to call the Department of Public Service Helpline at 1-800-342-3377. You may file a complaint on the Helpline or by following the instructions at http://www.dps.ny.gov/complaints.html.

10. Our Licenses. Vivint Solar Developer, LLC (EIN: 80-0756438} is a licensed contractor in New York:

Nassau County- License No. H2409910000. For more information, contact the Office of Consumer Affairs at 516.571.2600 or http://www.nassaucountyny.gov/1547/Consumer-Affairs .

New York City- License No. 2059332-DCA. For more information, contact the Department of Consumer Affairs at 212.639.9675 or https://wwwl.nyc.gov/site/dca/about/contact-us.page.

Putnam County- License Nos. PC6914 and ME-R252. For more information, contact Consumer Affairs at 845.808.1617 or http://www.putnamcountyny.com/consumer-affairs/contact-us/.

Rockland County- License Nos. H-11972-40-00-00 and E-559. For more information, contact the Office of Consumer Protection at 845.708.7600 or http ://rock la ndgov .com/d epa rtm ents/consu mer-protection-weights-and-measures.

Suffolk County- License Nos. 51228-H and 52346-ME. For more information, contact the Office of Consumer Affairs at 631.853.4600 or http://www.s uffol kco u ntyny.gov/Departments/ consume raffairs.

Westchester County- License Nos. HIC-26664-H14 and 1623. For more information, contact the Department of Consumer Protection at 914.995.2155 or http://consumer.westchestergov.com/home-contractors.

For general information about our licenses please visit http://www.vivintsolar.com/licenses.

Copyright© 2018 \/ivi11t Solar Developer, LIL All Rights Rese1ved N i.. W YDilK OiSCLDSlJ~l.S (6/2018, PPA vs). 0.2) • 1800 W Ashton Blvd, Lehi, UT 84043 • [email protected] I www.vivintsolar.com V I t.Sol r Phone: 877.404.4129 I Fax: 801.765.5758 Generation System Disclosure Form Customer Name(s): Service Address : Information E-Mail: Primary Phone:

Distribution Utility Overview This document describes your Residential Solar Energy System Purchase Agreement ("SPA" or "Agreement"). In the event that the terms in this statement conflict with terms appearing elsewhere in your contract, the terms in this statement are controlling. Read this document and the contract carefully so that you fully understand this Agreement.

Under this SPA, you will own the system installed on your property. Price, Fees, and You agree to pay us the Total Contract Price plus all applicable taxes, in the amounts and on Charges the dates specified on the Schedule of Progress Payments shown on page 2 of the Agreement. See Section 2 of the SPA for more information. You agree to make payments in accordance with your selection in section 1 of the General Provisions.

You may be required to pay a Termination Fee if you have entered into a separate Ancillary Products Addendum ("APA") or Maintenance Services Agreement ("MSA"). See section 9 of the General Provisions for more information.

The NY-Sun Incentive Program (the "Program") may be available to you. If it is, then you and we will enter into an Addendum to Customer Agreement for the Program at or about the same time we enter into the SPA. For more information, please visit https://www.nyserda.ny.gov/All­ p rogra ms/P rogra ms/NY-Sun.

You may be eligible for the Solar Energy System Equipment Credit under New York law. We are not responsible to apply for this credit on your behalf. For more information, please visit https://www.tax.ny.gov/pit/credits/solar_energy_system_equipment_credit.htm.

Installation Approx. Installation Start Date and Approx. Completion Date : The Customer Packet identifies the location that the System will be installed on your property. We will work with the applicable local government to inspect the System and submit all necessary paperwork to your Utility to receive permission to operate ("PTO"). System Size and System Size I Est. 1st Yr. Production I Est. System Degradation I System Lifetime Generation kW DC kW AC 0.5% Each Year (average) 30 Years Maintenance and This contract does not include System Maintenance, the upkeep and services required or Repairs recommended to keep the System operating as intended. We will provide System Maintenance if you enter into a separate Maintenance Services Agreement. See section 21 of the General Provisions for more information.

This contract does not include System Repairs, actions needed to fix malfunctions. We will perform certain administrative and warranty support services as long as no Customer Default has occurred and is continuing. In particular, beginning at the In-Service Date and continuing for twenty (20) years thereafter, we will make information about the production ofthe System available to you at account.vivintsolar.com, and to the extent that manufacturer warranties cover replacement and repair of equipment used in the System during the Administrative Services Term, we shall use commercially reasonable efforts to process and submit warranty claims on your behalf. See section 21 of the General Provisions for more information.

We provide a limited warranty that the System will be free from material defects that we cause Copyright© 2018 Vivint Soia1· Developer, LLC Ali Rights Reserved Ge11eraticrn Sys tern Disclosure Form - (6/2018, SPA v4 .0.1) in workmanship for ten (10) years after installation is completed. See section 21 of the General Provisions for more information.

We do not provide any warranty with respect to any component of the System. Any manufacturer's warranty is in addition to, not in lieu of, the limited warranties described in section 21 of the General Provisions. A summary of manufacturer warranties is provided in section 21(b) of the General Provisions. Roof Warranty Unless the System is installed on a tar-and-gravel or built-up roof, then any rooftop penetrations we make in connection with installation will be watertight for ten (10) years after installation is completed. If the System is installed on a tar-and-gravel or built-up roof, then the roof will be free from damage we cause that results in a roof leak for twelve (12) months after installation. See section 21 of the General Provisions for more information. Length of The Term of the Agreement begins on the Transaction Date and continues until the In-Service Agreement and Date and our receipt of payment in full. See section 3 ofthe SPA for more information. End of Contract Term Early Termination You may terminate the Agreement after your right to cancel under the Notice of Cancellation and Selling Your has expired if: (i) a Seller Default has occurred as set forth in section 4(c) of the SPA; or (ii) you Property inform us in writing of your desire to terminate, by the same method set forth for cancellation, before the earlier of commencement of work at or near your property associated with installation of the System, or commencement of work associated with an APA or MSA. See section 9 of the General Provisions for more information.

You agree to notify us at least thirty (30) days prior to any sale or transfer of your Property to allow us to communicate with the home buyer about the Administrative Support Services described in section 21(d) of the General Provisions. Estimated Benefits An estimate of kWh generation that you will receive annually is set forth above in the "System Size and Generation" portion ofthis form.

The System qualifies to receive "Phase One NEM." This means you will receive a credit for all electricity exported to the grid at the same rate (1:1) per kWh as you pay your utility, and will have the ability to carry-over excess credits to subsequent billing and annual periods. Guarantees This contract does not guarantee savings. This contract does not guarantee a minimum level of system performance or production of energy. Data Sharing and You agree to provide to us directly, or work with us and your Utility to authorize your Utility to Privacy Policy provide to us, data associated with your energy usage. We may use such data to evaluate your energy usage. See section 11 of the General Provisions for more information. Right to Cancel You have the right to terminate the contract without penalty within three business days after Without Penalty signing the contract by notifying Provider at 1800 W Ashton Blvd, Lehi, UT 84043, [email protected] or by Fax at 801.765.5758. Customer Rights If you have inquiries or complaints that the Provider is unable to resolve, you have the right to call the Department of Public Service Helpline at 1-800-342-3377. You may file a complaint on the Helpline or by following the instructions at http://www.dps.ny.gov/complaints.html. Other Important We will not place a lien on your home in connection with the Agreement, unless we install the Terms System but do not receive payment in full. If you have entered into a financing agreement with a third party to purchase the System, the financing party may place a lien or fixture filing on your home. For more information, review your financing agreement.

Preparer Name

Signature of Authorized Company Official or Representative: Date:

Signature of Customer: Date: Copyright© 2018 Vivint Sola1- Developer, LLC All Rights Reserved Ge11erat10,1 Sys tern Disclosure Form - (6/2018, SPA v4.0.2) Vivint Solar Developer, LLC • 1800 W Ashton Blvd, Lehi, UT 84043 V Solar [email protected] Phone: 877.404.4129 I Fax: 801.765.5758 The Notice of Cancellation may be sent to this address. Residential Solar Energy System Purchase Agreement

(Home Improvement Contract)

Customer Name & Contact Information: Installation and System Information:

Name(s): Installation Location:

Email: System Size: kW DC

Primary Phone: Approx. Installation Start and Completion Date:

Account Number: Date of Customer Signature:

Contract Price:

A Solar Energy System Price: $

B -Estimated Rebate Incentive: $

C Total Contract Price: $

Our Promises: Your Commitment: • We will design and install a solar energy system. • Pay us the Total Contract Price as described in • The system's solar panels carry a 25-year Section 2. performance warranty, and the inverters carry a • Confirm that you own the property and your roof minimum 20-year equipment warranty. is in good condition. • Our work will be free from material defects, and our • Respond promptly to our sales and support teams roof penetrations will be watertight, for 10 years. when scheduling and completing paperwork. • We will fix or pay for any damage we cause to your • Continue service with your utility for any energy property or belongings related to installing the system. you use beyond the system's production. • We will make system production information • Maintain a broadband internet connection so we available and provide warranty support for up to 20 can make system production information available, years. and notify us if you sell your property. Vivint Solar Developer, LLC (EIN: 80-0756438) is a licensed contractor in each state in which we operate, including New York. Our contractor license numbers are listed in the New York Disclosures portion of this Agreement. For more information about our contractor licenses please visit www.vivintsolar.com/licenses. WE MAY HAVE PRESCREENED YOUR CREDIT. PRESCREENING OF CREDIT DOES NOT IMPACT YOUR CREDIT SCORE.

YOU CAN CHOOSE TO STOP RECEIVING "PRESCREENED" OFFERS OF CREDIT FROM US AND OTHER COMPANIES BY CALLING TOLL-FREE 888.567.8688. SEE PRESCREEN & OPT­ OUT NOTICE BELOW FOR MORE INFORMATION ABOUT PRESCREENED OFFERS.

Copyright© 2018 Vivint Solar Developer, ~LC Ali Rights Rese1,ved SPA (6/2018, v4 0 2) I Page 1 of 15 Schedule of Progress Payments:

Progress Payments Amount Due Date Payment Options (including applicable sales tax)

Cash Payment Required to be paid Check or Automatic (Paid by Customer) $ prior to scheduling Payment Deduction (ACH). System installation.

Completion Payment Becomes due after You may contract to pay for all (Amount Financed) $ installation, and must be paid or a portion of the payments no later than ten (10) days above through a Financing after we receive permission Party, as described in Section to operate from your utility. 2.

Your Right to Cancel or Terminate:

The law requires us to inform you that you are free to cancel this Agreement within three business days of the Transaction Date. After those three business days have expired, if you do not wish to proceed then Vivint Solar will allow you to terminate this Agreement before we begin work at or near your Property associated with installation of your System, or work associated with any Ancillary Products Addendum, whichever is earlier. See Section 9 of the General Provisions for more information.

Copyright© 2018 Vivint Solar Develope1·, LLC All Rights Reserved SP/\ (6/2018, v4 .0.2) I Page 2 of 15 Residential Solar Energy System Purchase Agreement This RESIDENTIAL SOLAR ENERGY SYSTEM PURCHASE AGREEMENT (this "SPA"), which includes the General Provisions included further below (the "GP"), any Ancillary Products Addendum or Addenda (each, an "APA"); any Maintenance Services Agreement ("MSA"), any Environmental Attributes Transfer Agreement ("EATA"), and any required disclosures including the state-specific disclosures appended here (all of which, together with the SPA, GP, and any APA or MSA, and EATA, collectively, this "Agreement"), is entered into as of the last date on the Signature Page below (the "Transaction Date"), by and between VIVINT SOLAR DEVELOPER, LLC, a Delaware limited liability company ("Vivint Solar", "Seller", "we", "us", "our") and the undersigned CUSTOMER(s) ("Customer", "you", "your"). Vivint Solar and you are referred to herein as the "Parties", and each, a "Party".

1. Description of the project and of the significant materials to be used and equipment to be installed.

(a) Our Work

We will design and install a solar energy system. We will survey your home at the address you provided above (the "Property") and design a solar energy system (including solar panels, inverters, meters, and other components, the "System"). The System may include energy storage, consumption monitoring, and energy management equipment or devices, along with other items as described in one or more APA. All such ancillary products or services will be part of the definition of "System" for purposes of this Agreement, unless designated otherwise. We will provide you a document reflecting the design, layout and basic attributes of the System for you to review and approve (the "Customer Packet").

After you review and approve the Customer Packet and sign this SPA, we will (i) obtain all necessary permits for the installation of the System, (ii) install the System using our qualified and licensed employees or subcontractors in material compliance with all local requirements for building permits, inspections, and zoning, (iii) after installation, work with your municipality to inspect the System, (iv) submit all necessary paperwork to your electric utility provider (the "Utility") to receive permission to operate ("PTO"), and (v) after receipt of PTO, activate and turn on the System (the "In-Service Date"). If we use subcontractors to install the System, we will provide you with their names and license numbers. Subject to the delays of permitting authorities, weather, and other conditions outside our control, installation of the System generally takes one (1) day and is anticipated to start and be complete no later than the Approximate Installation Start and Completion Date described on the first page. We cannot promise or guarantee the date your Utility will provide PTO. YOU ARE NOT ALLOWED TO TURN ON THE SYSTEM UNTIL THE UTILITY HAS GIVEN ITS PERMISSION TO OPERATE. YOU ARE LIABLE FOR ANY COSTS OR DAMAGE RELATING TO YOUR PREMATURE ACTIVATION OF THE SYSTEM. Upon installation of the System, you shall bear risk of loss associated with the System. After payment in full, legal title to the System will transfer to you.

(b) Extra Work You and we must agree in writing to any modification or addition to the work covered by this Agreement ("Extra Work"). Extra Work related to the System will be governed by a written change order (each, a "Change Order"). Extra Work not directly related to the System, or in addition to the System, shall be governed by an optional APA, and/or an

Copyright© 2018 Vivint Solar Develupe1, LLC. All Rights Reserved SPA (6/2018, v4 CJ.2 ) I Page 3 of 15 optional MSA. However, failure to obtain written authorization shall not affect your obligation to pay for our costs associated with the Extra Work.

Any Change Order shall (i) list the agreed price and any changes in terms, (ii) be signed by both you and us, and (iii) become part of this Agreement. For any Extra Work performed, you shall pay to us an amount to be determined before the Extra Work is performed, plus ten percent (10%) for our overhead expenses, unless the Change Order provides differently. Any payments for Extra Work shall be deemed an increase to the Total Contract Price, and payable to us pursuant to the terms of this Agreement.

(c) Exclusions from Work Except as explicitly set forth in this Agreement, we are not responsible for: (i) changes or alterations from this Agreement and the Customer Packet that may be required by applicable law, requirements of government agencies, or your Utility; (ii) correction of an inadequate existing electrical supply or structural components of your Property; (iii) prior unpermitted work at your Property; (iv) any work required due to your Property not complying with current standards or codes; (v) any trenching or excavation required for installation; and (vi) the removal of asbestos or the costs of an investigation to determine whether asbestos is present. Unless expressly set forth in this Agreement, you represent to us that the Property's roofing and electrical systems are adequate for the System and the work to be performed pursuant to this Agreement. Any work necessary to correct or add the above items will be considered Extra Work.

(d) Discretionary Design Change We may, in our sole discretion, redesign the System to: (i) exclude one (1) solar module, or its equivalent wattage not to exceed 350 watts, or to increase the size of the system including, without limitation, by installing more solar modules or increased efficiency solar modules whose wattage may exceed those reflected in the Customer Packet, and/or (ii) modify the location of the installation of the System on the roof at the Property without a Change Order.

2. Price and Payment

List Price:

Total Contract Price:

You agree to pay us the Total Contract Price plus all applicable taxes, in the amounts and on the dates specified on the Schedule of Progress Payments (shown above t on Page 2).

You may finance the Total Contract Price by entering into a financing agreement with a third party we identify for you (the "Financing Party"). If you choose to satisfy your payment obligations hereunder by entering into an arrangement with a Financing Party, you understand that you are directly contracting with such Financing Party and not Vivint Solar. Notwithstanding any arrangement with a Financing Party, you will remain obligated for the full Total Contract Price until we have received full payment.

We make no representation or warranty to you as to the availability, amount, or ability to claim any credits, rebates, incentives, tax benefits, or certificates that are attributed or related to the System or environmental attributes thereof (collectively, the "System Interests"). We are not a financial or tax advisor. If you have any questions concerning the System Interests: (i) contact the relevant agency or organization providing the System Interests, and (ii) consult with a financial or tax planning professional.

Copyright© 2018 Vivint Solar Developei-, LIL All Rights Reserved SPA (6/2018, v4 CJ.2 ) I Page 4 o f 15 3. Customer Obligations

(a) Your Representations and Warranties You represent, warrant, and agree that each of the following is true and correct, and will remain true and correct from the Transaction Date through the In-Service Date (the "Term"): (i) all information you have provided to us is true, correct, and complete; (ii) you own the Property, including the roof, in fee simple (in other words, you have full and exclusive ownership rights to the Property), or if your Property has been placed into a trust, you are the trustee; (iii) your roof is in good condition and repair, without material defects, sufficient to support the System; (iv} you are at least eighteen (18) years of age; (v) you have had the opportunity to review and discuss this Agreement with anyone you choose; (vi) if there is more than one person signing this Agreement, each of you is responsible for it Gointly and severally); (vii) you have customary property and liability insurance covering the Property; and (viii) you have or will obtain all approvals necessary for us to install the System, including from your home owners association, your mortgage lender, or your insurer.

(b) Your Property

At all times, you must keep your roof and home in good condition. You are responsible to ensure that your Property (including all electrical systems and the roof) is maintained in good condition and repair and in compliance with all permits, codes, and ordinances. We are not responsible for any existing violations of applicable building regulations or ordinances on your Property. You agree that we are not responsible for any damage or loss to your Property, personal property, fixtures, or other belongings caused by: (i) snow falling from your roof; (ii) animals or other pests under or near the System; (iii) other natural events or acts of god outside our reasonable control; or (iv) your Property not complying with applicable law. You are required to notify us of any easements, restrictions, or home owners association requirements.

You hereby grant to us the right to access and use your Property to survey your roof and your home's electrical systems, install the System, to enforce our rights under the Agreement, and to take any other action reasonably necessary under this Agreement. The foregoing rights of access to your Property shall constitute a license coupled with an interest and will be irrevocable until the end of the Term and our receipt of payment in full.

(c) Taxes

You are responsible for all taxes related to the System and this agreement. You are responsible for all taxes assessed on or arising from purchase, installation, or ownership of the System, including all sales (which may be included as part of the Total Contract Price), use, and personal property taxes and real property taxes associated with your Property. Where applicable, you may be eligible for an exemption from any increase to real property taxes on your Property associated with installation of the System.

Copyright© 2018 Vivint Solar Developer·, LLC All Rights Reserved SPA (6/2018, v4.0.2) I Page 5 of 15 4. Defaults

(a) Customer Default You will be in default (i.e., breach) under this Agreement upon the occurrence of any of the following (each, a "Customer Default"): (i) you fail to make any payment under this Agreement and such failure is not cured within ten (10) calendar days of when payment is due; (ii) you fail to perform any other obligation under this Agreement and such failure is not cured within thirty (30) days after we give you written notice of such failure; (iii) your bankruptcy, insolvency, or admission of your inability to pay your debts as they mature; (iv) your Property becomes subject to a foreclosure proceeding; or {v) you deny us access to your property or fail to cooperate with us to successfully install the System.

(b) Default Remedies Upon a Customer Default, we may exercise any of the following remedies: (i) terminate this Agreement and demand you pay the Default Payment, as that term is defined in Section 10 of the General Provisions; (ii) disconnect or take back the System as permitted by applicable law; (iii) engage a collection agency to collect payments from you; (iv) report your default to credit reporting agencies; (v) suspend our performance under the Agreement; and/or {vi) exercise any other remedy available to us in this Agreement or under applicable law.

Our remedies set forth in this section are cumulative and not exclusive.

(c) Seller Default We will be in default (i.e., breach) under this Agreement if we fail to perform any material obligation under this Agreement and the effect of such failure is not cured within thirty (30) days after you give us written notice of such failure ("Seller Default").

If a Seller Default occurs and is continuing, you may terminate this Agreement and request removal of the System from your Property. Upon a Seller Default, we will refund to you the Total Contract Price less all costs we have incurred. You have no right to claim damages as a result of the termination of this Agreement, except for the actual costs to remove the System (if we fail to remove the System), and any damages to your Property that we cause in connection with removal of the System.

Copyright© 2018 Vivint Solar Developer, LLC. P..11 Rights Reserved SPf\ (6/2013, v4 0.2) I Page 5 of 15 Residential Solar Energy System Purchase Agreement - General Provisions

These GENERAL PROVISIONS (the "GP"), shall be interpreted with, and incorporated by reference in, the Residential Solar Energy System Purchase Agreement (the "SPA") and any Ancillary Products Addenda (each, an ''APA") between you and Vivint Solar Developer, LLC, and any Maintenance Services Agreement (the "MSA") between you and Vivint Solar Provider, LLC, each of which shall be governed, as applicable, by this GP. Capitalized terms in this GP not otherwise defined shall have the meaning given them in the SPA.

The SPA, this GP, and any APA, MSA or EATA, along with the Customer Packet, any Change Orders, and any amendments or addenda between you and any Vivint Solar entity shall be considered part of one transaction (the "Agreement").

1. Payment

As set forth above in Section 2 of the SPA, you may finance the Total Contract Price by entering into a financing agreement with a Financing Party. If you choose to pay the Total Contract Price by entering into an arrangement with a Financing Party, you understand that you are directly contracting with such Financing Party and not Vivint Solar. You also understand that you will remain obligated to pay the Total Contract Price until we have received full payment.

2. Governing Law

This Agreement, and any instrument or agreement required hereunder, shall be governed by, and construed under, the internal laws of the state where the Property is located.

3. Limitation of Liability

Notwithstanding any breach of this agreement, any failure of the system, or any negligent act that caused any injury or loss (whether property damage, personal injury, or death) to anyone, to the fullest extent permitted by applicable law, we and you agree that, unless such injury or loss was caused by a party's gross negligence, fraud, willful injury, or violations of law, such party's liability arising out of or relating to (1) system repairs or replacement under this agreement, shall in no event exceed the default payment, and (2) damage to persons and property, shall in no event exceed $2,000,000. You and we agree that this amount is a fair representation of the damages that you or we expect to incur in the case of any injury or loss hereunder. To the fullest extent permitted by applicable law, neither you nor we may bring a claim against the other party or such party's affiliates, owners, directors, employees, agents, contractors, or successors and assigns (collectively, the "related parties") for any special, exemplary, indirect, incidental, consequential, or punitive damages (whether or not the claim therefore is based on contract, tort, duty imposed by law, or otherwise), in connection with, arising out of, or in any way related to the transactions contemplated by this agreement or any act or omission or event occurring in connection therewith. You further agree that no claim, lawsuit, or any other legal or arbitration proceeding in connection with, arising out of, or in any way related to this agreement may be brought more than one (1) year after the incident giving rise to such claim, or as limited by applicable law.

Copyright© 2018 Vivint Solar Oeve!oper, LLC /Iii Rights Reserved SPJ-\ (6/2018, v4 0.2) I Page 7 of 15 4. Indemnification

To the fullest extent permitted by applicable law, you agree to indemnify, advance expenses, and hold harmless us and our Related Parties from any and all claims, actions, costs, expenses (including reasonable attorneys' fees and expenses), damages, liabilities, penalties, losses, obligations, injuries, demands, and liens of any kind or nature in connection with, arising out of, or in any way related to your breach of this Agreement, or your negligence or willful misconduct. Your indemnification obligations under this section shall not apply if the harm or damage that is the basis for such claim occurred while one of our employees or agents was at your Property and such harm or damage was caused by the negligence or willful misconduct of such employee or agent.

5. Arbitration of Disputes and Class Waiver

Unless prohibited by applicable law and unless you opt out, you and we agree that any Party may elect to arbitrate or require arbitration of any Dispute (as defined below). You also agree to bring claims against us only in your individual capacity and YOU ARE WAIVING THE RIGHT TO INITIATE OR PARTICIPATE IN A CLASS ACTION OR SIMILAR PROCEEDING.

What is arbitration? An alternative to a court case. In arbitration, a third party arbitrator ("TPA") solves "Disputes" in a hearing. It is less formal than a court case.

Is it different from court and jury trials? Yes. The hearing is private. There is no jury. It is usually less formal, faster and less expensive than a lawsuit. Pre-hearing fact finding (called "discovery") is limited. Appeals are limited. The arbitrator's findings are binding, and courts rarely overturn arbitration awards.

Who does this cover? You, us, and certain Related Parties (defined above). Either you or we may, without the other's consent, elect to resolve disputes by mandatory, binding arbitration.

What Disputes does this cover? All Disputes (except certain Disputes about this Clause). This governs all disputes that would usually be decided in court and are between us (or any Related Party) and you, including without limitation all claims related to this Agreement, the System or our relationship with you ("Disputes"). Disputes include claims related to amendments, Change Orders, APAs and MSAs, collections, privacy and Customer Information, and claims related to the validity of this Agreement AND THE ARBITRABILITY OF ANY DISPUTE(S). In short, Disputes has the broadest reasonable meaning.

Who handles the arbitration? JAMS. The arbitration company will be JAMS, 1920 Main Street, Suite 300, Irvine, CA 92614, www.jamsadr.org.

What are the rules of the arbitration? Those in this Clause along with the JAMS Rules.

Arbitrations are conducted under this Clause and the JAMS Streamlined Arbitration Rules and Procedures in effect at the time the arbitration is commenced. This Agreement is also subject to the JAMS Policy on Consumer Arbitrations Pursuant to Pre-Dispute Clauses and Minimum Standards of Procedural Fairness, which set forth certain protections to you (including a maximum filing fee). Any other arbitration rules that conflict with this Clause do not apply.

Can Disputes be brought in court? Sometimes. Either party may bring a lawsuit if the other party does not demand arbitration. We will not demand arbitration of any lawsuit you bring as an individual action in small-claims court.

Where will the arbitration hearing be held? In your hometown area. You can find more information in the JAMS Policy on Consumer Arbitrations Pursuant to Pre-Dispute Clauses Minimum Standards of Procedural Fairness, which is available here - https://www.jamsadr.com/consumer-minimum- standards.

Copyright© 2018 Vivint Solar Developer, LLC /'Ill Rights rieserved. SPA/6/2018, v40,2) I Page8of15 Are you giving up any rights? Yes. For Disputes subject to this Clause, you give up your right to: · have juries decide Disputes; · have courts, other than small-claims courts, decide Disputes; · serve as a private attorney general or in a representative capacity; · join a Dispute you have with a dispute by other consumers; · bring or be a class member in a class action or class arbitration; and · a jury trial and to have courts decide Disputes you wish to arbitrate.

Can you or another consumer start class arbitration? No. JAMS is not allowed to handle any Dispute on a class or representative basis. All Disputes subject to this Clause must be decided in an INDIVIDUAL arbitration or an individual small-claims action. This Clause will be void if a court rules that the TPA can decide a Dispute on a class basis and the court's ruling is not reversed on appeal.

What law applies? The Federal Arbitration Act ("FAA'?. This Agreement involves interstate commerce. THUS, the FAA governs this Clause. The TPA must apply substantive law consistent with the FAA. The TPA must honor statutes of limitation and privilege rights. Punitive damages are governed by the constitutional standards that apply in judicial proceedings.

Will anything you do make this Clause ineffective? No. This Clause stays in force even if you: (1) cancel this Agreement; (2) default, renew, prepay or pay the Agreement in full; or (3) go into or through bankruptcy.

6. Force Majeure

If either you or we are unable to perform any obligation under this Agreement because of a Force Majeure Event, such affected Party will be excused from performance affected by such Force Majeure Event. "Force Majeure Event" shall mean any event, condition, or circumstance beyond the control of the affected Party which, by the exercise of due foresight, such Party could not reasonably have been expected to avoid, and is unable to overcome, including, but not limited to, action or inaction by a governmental authority or Utility or failure to obtain or maintain a permit, license, consent, or approval (provided that such action has been timely requested and diligently pursued), labor dispute, flood, earthquake, volcano, fire, lightning, wind, war, act of god, unavailability of electricity from the Utility, equipment, supplies of products, power surge caused by someone other than the affected Party, or failure of equipment not under the control of the affected Party. In no event shall a Force Majeure Event excuse you from any of your payment obligations under this Agreement.

7. Amendments and Waivers

This Agreement (including all exhibits and notices attached hereto) may only be amended or modified by an instrument in writing signed by both you and us.

8. Entire Agreement

This Agreement constitutes the entire agreement between you and us, and supersedes all prior oral and written communications relating hereto. If you sign an SPA, APA, MSA after the Transaction Date relating to the same Property and System, the later-signed SPA, APA or MSA shall supersede and replace the prior-signed SPA, APA or MSA, respectively, in its entirety, and any other agreement, amendment or addendum will modify the specific agreement or agreements it is intended to modify, according to its terms. For the avoidance of doubt, a later-signed SPA supersedes and replaces a prior- signed SPA, a later-signed APA supersedes and replaces a prior-signed APA, and a later-signed MSA supersedes and replaces a prior-signed MSA.

Copyright (E) 2018 Vivint Solar Developer. llC 1'\II Rights F!eserved SP/-\ (6/2018, v4 .0 2) I Page 9 of 15 9. Termination

(a) Your Termination Rights. You may terminate the Agreement after your right to cancel under the Notice of Cancellation has expired if: (i) a Seller Default has occurred as set forth in Section 4(c) of the SPA; or (ii) you inform us in writing of your desire to terminate, by the same method set forth for cancellation, before the earlier of commencement of work at or near your property associated with installation of the System, or commencement of work associated with an APA or MSA. Depending on the products or services, the APA or MSA may require that you pay a termination fee (the "Termination Fee"). Consult the APA or MSA for more details.

(b) Our Termination Rights. We may terminate this Agreement prior to commencement of installation work by delivering written notice of termination to you.

(c) Consequences of Termination. Unless we transfer the System to you, we will remove the System, if it has been installed, within ninety (90) days after any termination or cancellation of this Agreement. If we elect to terminate this Agreement, we will have no further liability to you, and will refund any amounts you have paid.

10. Default Payments

If this Agreement is terminated for any reason, other than if this Agreement is cancelled pursuant to the Notice of Cancellation, terminated pursuant to Section 9, above, or terminated due to a Seller Default, you agree to pay us an amount equal to the sum of the Contract Price, any other amounts you owe us, our reasonable attorney's fees, and our other costs and losses, less any amounts you have paid (collectively, the "Default Payment"). YOU AGREE THAT THE DEFAULT PAYMENT FAIRLY REFLECTS THE VALUE OF THE SYSTEM AND ISA FAIR REPRESENTATION OF THE DAMAGES AND LOSSES THAT WE MAY INCUR AS A RESULT OF A CUSTOMER DEFAULT.

11. Data concerning you, the System, and your Property

We may collect and store: nonpublic personal information about you, the System, your energy usage, your credit report, and other related information; and may install, operate, and maintain a device on your Property that we may use to collect and store information about your energy use and related information (collectively, "Data"). We may use any software related to operation of the System. We may use Data and access software to measure performance of the System. You agree that we may use, store, and disclose the Data to our assignees, affiliates, actual or prospective lenders, financing parties, investors, insurers, acquirers, along with equipment manufacturers and suppliers associated with your System. We will use certain administrative, physical and technical safeguards to maintain the integrity and security of Data we obtain and control. However, it is possible that other persons will access Data despite our efforts. So long as no Customer Default has occurred or is continuing under the Agreement, we will make certain Data available to you via the Vivint Solar Account Center, available at https:/account.vivintsolar.com.

You agree that we may share your name, contact information, Property location, and other information we have collected or obtained about you, including the Data ("Customer Information") with our affiliates (including Vivint Inc. and its affiliates). You authorize us, our affiliates, and others that may act on our behalf to make calls and send SMS text messages to you for marketing and other business purposes. You may opt-out of receiving marketing communications by calling or emailing our customer service department at [email protected]. 12. Our Transfer

We may assign, sell, or transfer (in whole or in part) this Agreement without your consent and without notice. If an assignee agrees in writing to assume all of our rights and obligations under this Agreement, we will have no further liability or obligation to you upon the effective date of such assignment. 13. Binding Effect

This Agreement shall be binding upon and benefit you and us and our and your respective legal representatives, successors, and permitted assigns. Except as expressly provided in this Agreement, you may not assign this Agreement (or any of your obligations or rights under it) without our prior written and signed consent. Any purported Copyright (c) 2018 Vivint Sol~r Oeve!oper, l_lC: ;~II Rights Res,,rved SPA (6/2018, v4.0 2) I Page 10 of 15 assignment by you without our prior written and signed consent shall be null and void.

14. Survival

After termination or expiration of this Agreement, any provisions which by their nature are intended to survive such termination or cancellation shall survive. 15. Severability

If any provision of this Agreement is held to be invalid, prohibited, voidable, or otherwise unenforceable by an arbitrator or court of competent jurisdiction, this Agreement shall be considered divisible and such provision shall be deemed inoperative to the extent it is deemed invalid, prohibited, voidable, or unenforceable, and in all other respects this Agreement shall remain in full force and effect; provided, however, that if any such provision may be made enforceable by limitation thereof, then such provision shall be deemed to be so limited and shall be enforceable to the maximum extent permitted by applicable law. 16. Counterparts

This Agreement may be executed in one or more counterparts, and all such counterparts shall be deemed to constitute one instrument. A facsimile or portable document format ("pdf") shall constitute an original for purposes hereof. 17. Publicity

You agree and hereby authorize us to use your and your Property's voice, photograph, video, and likeness in print media, radio, television, e-mail, social media, web materials, and any audio or video recording. We will not disclose your personally identifying information (except as provided in Section 11). 18. System Hazards

The System may contain hazardous materials, which could pose dangers related, but not limited, to health hazards, fire hazards, high-voltage hazards, mechanical damage, severe personal injury and even death. Please consult the manufacturer's user's manual and warranty materials for handling and operation information, as well as guidance on proper disposal. 19. Autodialed Telephone Calls and Text Messages

You consent to receive autodialed telephone calls and SMS text messages from us, our affiliates, our contractors, or on our behalf at the mobile telephone number provided below. These telephone calls and SMS text messages may include promotional material related to our services or others' products and services, which may be sent using an automatic telephone dialing system. You understand that you are not required to agree to receive telephone calls or SMS text messages as a condition of entering into this Agreement. Standard call and text message charges may apply from your wireless provider. 20. Credit Authorization

In connection with the execution of this Agreement and at any time during the Term, you agree that we may (a) obtain your credit rating and consumer report from credit reporting agencies; (b) report your payment performance to credit reporting agencies; and (c) disclose this and other information to our assignees, affiliates, actual or prospective lenders, financing parties, investors, insurers, and acquirers.

21. Warranties

(a) Our Limited Warranty. Unless provided otherwise in your state-specific disclosures at the end of this document, we will warranty all of our work associated with installation of the System (but not including any work performed or equipment installed under any APA), as follows: (i) unless the System is installed on a tar-and-gravel or built-up roof, then the System will be free from material

Copyright© 2018 Vivi11t Solar Developer, LLC All Rights Reserved . SPA (6/2018, v4.0 2) I Page 11 of 15 defects that we cause in workmanship, and any rooftop penetrations we make in connection with installation will be watertight, for ten (10) years after installation is completed; (ii) if the System is installed on a tar-and-gravel or built-up roof, then the System will be free from material defects that we cause in workmanship for ten (10) years after installation, and the roof will be free from damage we cause that results in a roof leak for twelve (12) months after installation. To make a claim, please contact us at [email protected] or 877.404.4129. This warranty gives you specific legal rights, and you may have other rights which vary from state-to-state.

(b) Manufacturer Warranties. We do not provide any warranty with respect to any component of the System. Any manufacturer's warranty is in addition to, not in lieu of, the limited warranties described above. The System's solar panels carry a minimum manufacturer's warranty that: (1) during the first ten (10) years of use, the modules' electrical output will not degrade by more than ten percent (10%) from the originally rated output; and (2) during the first twenty-five (25) years of use, the modules' electrical output will not degrade by more than twenty percent (20%) from the originally rated output. The inverters that convert the solar energy produced by the panels from variable direct current (DC) into a utility frequency alternating current (AC) carry a minimum twenty (20) year equipment warranty.

(c) Warranty Exclusions. The limited warranties set forth above in Section 21(a) do not cover problems resulting from: (i) your acts or omissions, including your failure to abide by the terms of this Agreement; (ii) exposure to harmful materials and chemicals; (iii) any Force Majeure Event (as such term is defined above); (iv) vandalism, theft, or tampering with the System by anyone; (v) damage caused by hail or ball strikes; and (vi) any other cause beyond our reasonable control. Our warranty and maintenance obligations may be transferred to a third party. If you have elected not to purchase an optional MSA, you may be billed for onsite diagnostic and/or maintenance services that are not covered by the limited warranties set forth above.

(d) Administrative Support Services. So long as you comply with this agreement, beginning at the In-Service Date and continuing for twenty (20) years thereafter (the "Administrative Services Term"), we will perform the following administrative and warranty support services (the "Administrative Services"): (i) We will make information about the production of your System available to you at account.vivintsolar.com. (ii) To the extent that manufacturer warranties cover replacement and repair of equipment used in the System during the Administrative Services Term, we shall use commercially reasonable efforts to process and submit warranty claims on your behalf. You agree to provide the System with continuous access and connection to a functioning broadband connection at your cost throughout the Administrative Services Term. You also agree to notify us at least thirty (30) days prior to any sale or transfer of your Property.

THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THE DESCRIPTION OF THE FACE HEREOF. EXCEPT AS SET FORTH IN THIS SECTION 21 , AND TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, WE MAKE NO OTHER WARRANTY TO YOU OR ANY OTHER PERSON, WHETHER EXPRESS, IMPLIED, OR STATUTORY; AS TO THE MERCHANTABILITY OR FITNESS FOR ANY PURPOSE OF THE EQUIPMENT, INSTALLATION, DESIGN, OPERATION, OR MAINTENANCE OF THE SYSTEM; THE PRODUCTION OR DELIVERY OF ENERGY; OR ANY OTHER ASSOCIATED SERVICE OR MATTER HEREUNDER, ALL OF WHICH WE HEREBY EXPRESSLY DISCLAIM. TO THE EXTENT THAT ANY IMPLIED WARRANTY MAY NOT BE DISCLAIMED UNDER APPLICABLE LAW, SUCH IMPLIED WARRANTY SHALL BE OF A DURATION NO GREATER THAN THAT OF THE LIMITED WARRANTY SET FORTH IN THIS SECTION. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, OUR LIABILITY FOR ANY BREACH OF ANY WARRANTY IS LIMITED TO REPAIRING THE SYSTEM OR YOUR PROPERTY TO THE EXTENT REQUIRED UNDER THIS AGREEMENT. YOU ACKNOWLEDGE THAT WE ARE RELYING ON THIS AS A CONDITION AND MATERIAL INDUCEMENT TO ENTER INTO THIS AGREEMENT.

Copyright© 2018 Vivint Solar Developer, LLC All Rights Reserved SPA (6/1018, v4 0 2) [ Page 12 of 15 22. Disconnection

There may be circumstances where we are required to turn off or disconnect the System due to requirements of the Utility or government authority or conditions on your Property that may affect the safe operation of the System.

23. Our Insurance

(a) Commercial General Liability Insurance (CGL). As of the Transaction Date, Vivint Solar Developer, LLC and our affiliates carry commercial general liability insurance written by Axis Specialty Europe (Policy No. 3776500116EN) in the amount of $1,000,000 per occurrence. You may call Axis at 353.632.5900 to check our insurance coverage, or visit www. vivi ntsolar.com/i nsu ranee.

(b)Workers' Compensation Insurance. As of the Transaction Date, Vivint Solar Developer, LLC and our affiliates carry workers' compensation insurance for all employees written by Zurich American Insurance Company (NAIC #: 16535) and American Zurich Insurance Company (NAIC No.: 40142) in the amount of $1,000,000 per occurrence. You may call Zurich American Insurance Company and American Zurich Insurance Company at 800.382.2150 to check our insurance coverage, www.vivintsolar.com/insurance.

(c) Property Insurance. As of the Transaction Date, Vivint Solar Developer, LLC and their affiliates carry property insurance for all Vivint Solar properties written by GCube and Travelers - Lloyds Shared Program (Policy No. P16GR00830) in the amount of $1,000,000 for occurrences during installation. You may call Diversified Insurance Company at 801.325.5000 to check our insurance coverage, www.vivintsolar.com/insurance.

24. Incentives and Tax Credits

As the purchaser and owner of a solar photovoltaic system, you may qualify for certain federal, state, local or other rebates, tax credits or incentives (collectively, "Incentives"). If you have any questions as to whether you qualify for any Incentives, please consult with your personal tax or financial advisor.

Under Section 25D of Title 26 of the United States Code, the federal government allows certain taxpayers to claim a credit for "qualified solar electric property expenditures" made by taxpayers during the applicable tax year a qualified system is placed in service (i.e., after your System is ready and available for use and after the Utility has granted you PTO). In addition, systems that incorporate storage technology that are charged by a renewable energy system may be eligible for this Incentive under certain circumstances.

25. Prescreen and Opt-out Notice

This "prescreened" offer of credit is based on information in your credit report indicating that you meet certain criteria. This offer is not guaranteed if you do not meet our criteria. If you do not want to receive prescreened offers of credit from us and other companies, call the consumer reporting agencies toll-free, 888.567.8688; or write: Experian Opt Out, DMA Mail Preference Service, P.O. Box 643, Carmel, NY 10512; Transunion Opt Out Request, P.O. Box 505 Woodlyn, PA 19094; Equifax Information Services, LLC, P.O. Box 740123 Atlanta, GA 30374-0123, or visit www.optoutprescreen.com.

26. Electronic Records and Acknowledgment of General Provisions

You may be entitled by law to receive certain information "in writing". However, you agree that all information, documents, disclosures, notices, and agreements between you and us will be in electronic form (collectively, "Electronic Records"). You further agree that we may use and obtain from you electronic signatures (such as by clicking, checking, or signing using a digital pen) in the processing of Electronic Records. We will provide the

Copyright© 2018 Vivint Solar Developer, ILC All Rights Reserw,d SPJ\ (6/2013, v4 0 2) I f)age 13 of 15 Electronic Records to you by emailing them to you at the most recent e-mail address that we have on file and/or by making Electronic Records available to you at account.vivintsolar.com. You must notify us of any change in your e­ mail address. If we send an Electronic Record to you, but you do not receive it because the most recent e-mail address that we have on file for you is incorrect, out of date, blocked by your service provider, filtered by your service provider as "spam" or "junk mail", or you are otherwise unable to receive the Electronic Record, we will be deemed to have provided the Electronic Record to you. You must have a computer with an Internet connection, a compatible web browser, Adobe Acrobat Reader version 8.0 and above, and a valid and accessible e-mail account. You may request a paper copy of any Electronic Record, and we will send your paper copy to you via U.S. mail within ninety (90) days. You may opt-out of receiving Electronic Records by calling or emailing our customer service department at [email protected].

BY CHECKING THIS BOX, YOU AGREE TO RECEIVE DISCLOSURES FROM US ELECTRONICALLY, OTHERWISE AGREE AND ACKNOWLEDGE THAT YOU HAVE REVIEWED THESE GENERAL PROVISIONS AS DESCRIBED IN SECTION 26, AND AGREE THIS CHECKBOX CONSTITUES YOUR ELECTRONIC SIGNATURE.

BY CHECKING THIS BOX, YOU AGREE TO ARBITRATE AND WAIVE THE RIGHT TO A JURY TRIAL AS DESCRIBED IN SECTION 5, AND AGREE THIS CHECKBOX CONSTITUES YOUR ELECTRONIC SIGNATURE. [Do not initial if you live in Pennsylvania, and see below instead]

BY CHECKING THIS BOX, YOU AGREE AND OPT-IN TO RECEIVING TELEPHONE CALLS AND TEXT MESSAGES AT THE FOLLOWING TELEPHONE NUMBER AS DESCRIBED IN SECTION 19, AND AGREE THIS CHECKBOX CONSTITUES YOUR ELECTRONIC SIGNATURE.

BY CHECKING THIS BOX, YOU AGREE THAT WE MAY SHARE INFORMATION ABOUT YOU WITH OUR AFFILIATES, AND THAT OUR AFFILIATES MAY CONTACT YOU AS DESCRIBED IN SECTION 11, AND AGREE THIS CHECKBOX CONSTITUES YOUR ELECTRONIC SIGNATURE.

[SIGNATURE PAGE FOLLOWS]

Copyright© 2018 Vivint Sol,1r Developer, LLC: All Rights Reserved SP/I. (6/2018, v4.0 2) I Page 14 of 15 Signature Page and Notice to Customer(s)

A. LIST OF DOCUMENTS TO BE INCORPORATED INTO THE CONTRACT. These documents are incorporated into this Agreement and apply to the relationship between you and us: (i) Residential Solar Energy System Purchase Agreement, (ii) General Provisions, (iii) Customer Packet; (iv) Maintenance Services Agreement, as applicable; and (v) Ancillary Products Addenda, as applicable.

BY CHECKING THIS BOX, YOU ACKNOWLEDGE RECEIPT OF THE CUSTOMER PACKET, AND APPROVE THE SYSTEM IT DEPICTS, AND AGREE THIS CHECKBOX CONSTITUES YOUR ELECTRONIC SIGNATURE.

8. WE HAVE NOT GUARANTEED, PROMISED OR OTHERWISE REPRESENTED ANY REDUCTION IN ELECTRICITY COSTS IN RELATION TO THE SYSTEM THAT WILL BE INSTALLED ON YOUR PROPERTY.

C. IT IS NOT LEGAL FOR US TO ENTER YOUR PREMISES UNLAWFULLY OR COMMIT ANY BREACH OF THE PEACE TO REMOVE GOODS INSTALLED UNDER THIS AGREEMENT.

D. CUSTOMER'S RIGHT TO CANCEL. YOU, THE BUYER, MAY CANCEL THIS CONTRACT AT ANY TIME BEFORE MIDNIGHT OF THE THIRD (3RD) BUSINESS DAY AFTER THE TRANSACTION DATE. SEE THE ATTACHED NOTICE OF CANCELLATION FOR AN EXPLANATION OF THIS RIGHT. DO NOT SIGN BELOW UNLESS WE HAVE GIVEN YOU THE "NOTICE OF CANCELLATION".

E. IF YOU DO NOT WISH TO PROCEED AFTER YOUR RIGHT TO CANCEL HAS EXPIRED THEN VIVINT SOLAR WILL ALLOW YOU TO TERMINATE THIS AGREEMENT BEFORE WE BEGIN WORK AT OR NEAR YOUR PROPERTY ASSOCIATED WITH INSTALLATION OF YOUR SYSTEM, OR WORK ASSOCIATED WITH ANY ANCILLARY PRODUCTS ADDENDUM, WHICHEVER IS EARLIER. SEE SECTION 9 OF THE GENERAL PROVISIONS FOR MORE INFORMATION.

F. YOU RISK THE LOSS OF ANY PAYMENTS MADE TO A SALES REPRESENTATIVE.

G. DO NOT SIGN THIS AGREEMENT IF THIS AGREEMENT CONTAINS ANY BLANK SPACES. You are entitled to a completely filled in copy of this Agreement, signed by both you and us, before any work may be started.

REPRESENTATIVE: CUSTOMER(S) ; SJqno ure:

Pr inted Nome:

Sal:! sperson N o-.: Printed Name:

Do te:

FOROFflCEUSEONLY

TH IS AGREEMENT IS NOT EFFECTIVE OR 8 NDJ G UPON VMNT SOlAR DEVELO PER, LLC UNTIL SIGNED BY A AU11fORIZE D REPRESENTATIVE.

VMNT SOLAR DEVEI.Of'ER, LLC Signature:

Prmte,d Nome:

Processing No: ______

Copyright© 2018 Vivint Solcir Developer, UC All Fights Rl0 served SP/\ (6/2018, v4 (] 2) I Page 15 of l'J Notice of Cancellation (Vivint Solar Copy)

Transaction Date: Service Number:

You may cancel this transaction, without any penalty or obligation, within three (3) business days after the transaction date.

If you cancel, any property traded in, any payments made by you under the contract or sale, and any negotiable instrument executed by you will be returned within ten (10) business days following receipt by the seller of your cancellation notice, and any security interest arising out of the transaction will be cancelled.

If you cancel, you must make available to the seller at your residence, in substantially as good condition as when received, any goods delivered to you under this contract or sale, or you may, if you wish, comply with the instructions of the seller regarding the return shipment of the goods at the seller's expense and risk.

If you do make the goods available to the seller and the seller does not pick them up within twenty (20) days of the date of your notice of cancellation, you may retain or dispose of the goods without any further obligation. If you fail to make the goods available to the seller, or if you agree to return the goods to the seller and fail to do so, then you remain liable for performance of all obligations under the contract.

To cancel this transaction, mail or deliver a signed and dated copy ofth is cancellation notice or any other written notice, or send a telegram, to Vivint Solar Developer, LLC, at 1800 W Ashton Blvd, Lehi, UT 84043, Attn: Processing Department prior to

I hereby cancel this transaction.

Date:

Customer's Signature: ______

BY CHECKING THIS BOX, YOU ACKNOWLEDGE RECEIPT OF THIS NOTICE OF CANCELLATION AS OF THE TRANSACTION DATE, AND AGREE THIS CHECKBOX CONSTITUES YOUR ELECTRONIC SIGNATURE.

Copyright© 2018 Vivint Solar Developer, LLC All Rights Reserved M (6/2018, v4 02) I Page 1 of 2 Notice of Cancellation (Customer Copy)

Transaction Date: Service Number:

You may cancel this transaction, without any penalty or obligation, within three (3) business days after the transaction date.

If you cancel, any property traded in, any payments made by you under the contract or sale, and any negotiable instrument executed by you will be returned within ten (10) business days following receipt by the seller of your cancellation notice, and any security interest arising out of the transaction will be cancelled.

If you cancel, you must make available to the seller at your residence, in substantially as good condition as when received, any goods delivered to you under this contract or sale, or you may, if you wish, comply with the instructions of the seller regarding the return shipment of the goods at the seller's expense and risk.

If you do make the goods available to the seller and the seller does not pick them up within twenty (20) days of the date of your notice of cancellation, you may retain or dispose of the goods without any further obligation. If you fail to make the goods available to the seller, or if you agree to return the goods to the seller and fail to do so, then you remain liable for performance of all obligations under the contract.

To cancel this transaction, mail or deliver a signed and dated copy of this cancellation notice or any other written notice, or send a telegram, to Vivint Solar Developer, LLC, at 1800 W Ashton Blvd, Lehi, UT 84043, Attn: Processing Department prior to

I hereby cancel this transaction.

Date:

Customer's Signature: ------

Copyright© 2018 Vivint Solar Developer, LLC All Rights f1eserved ND11cT01 CA1\!CF11i\T,o,1 (6/2018, v4.0.2) I Page 2 of2 New York Disclosures

1. Addendum to Residential Solar Power Purchase Agreement. If the NY-Sun Incentive Program (the "Program") is available to you, then you and we will enter into an Addendum to Customer Agreement for the Program at or about the same time that you and we enter into this SPA.

2. Contractor Liens. The contractor or subcontractor who performs work under this contract and is not paid may have a claim against you, the consumer, which may be enforced against the property in accordance with the applicable lien laws. Any contractor, subcontractor, or materialman who provides home improvement goods or services pursuant to your home improvement contract and who is not paid may have a valid legal claim against your property known as a mechanic's lien. Any mechanic's lien filed against your property may be discharged. Payment of the agreed-upon price under the home improvement contract prior to filing of a mechanic's lien may invalidate such lien. The owner may contact an attorney to determine his rights to discharge a mechanic's lien. Pursuant to the terms of this Agreement, if you fail to make any payment when due hereunder, we may file a lien on your Property.

3. Payments. We are legally required to deposit all payments received prior to completion of the installation in accordance with subdivision four section seventy-one-a of the lien law and, in lieu of such deposit, we may post a bond, contract of indemnity or irrevocable letter of credit with you guaranteeing the return or proper application of such payments to the purposes of this Agreement. Except as explicitly set forth in this Agreement no additional work is required to be performed to comply with applicable laws.

4. Rate for Electricity Sold to Utility. The System qualifies to receive " Phase One NEM." This means you will receive a credit for all electricity exported to the grid at the same rate (1 :1) per kWh as you pay your utility for 20 years from the In-Service Date, and will have the ability to carry-over excess credits to subsequent billing and annual periods.

5. New York State Tax Credit. You may be entitled to claim the Solar Energy System Equipment Credit under New York law. The credit is equal to 25% of your qualified solar energy system equipment expenditures, and is limited to $5,000. The Solar Energy System Equipment Credit is not refundable, but any credit amount in excess of the tax due can be carried over for up to five years. For additional information about this credit, please visit https://www .tax.ny.gov/pit/credits/solar_energy _system_equ i pment_credit.htm.

6. System Components. The Total Contract Price of the System consists of the following: modules ; inverter - ; other costs, including labor and balance of system

7. System Description and Outline of Specifications.

Estimated Annual System Size : Estimated Annual Energy Output: Degradation: kW DC kWh AC 0.5% each year

Copyright© 2018 Vivint Sola1· Developer, UC. Ail Rights l~eserved , f\J ::w Yo,,K 0!',Ci 'J',lJRFS (6/2018, v4. 0.2) 8. Yo ur Rights. You have certain rights under the Home Energy Fair Practices Act. You may designate a third party to receive notifications relating to termination, disconnection or suspension of service or other credit actions as long as the third party agrees in writing to receive such notices. If you have inquiries or complaints that we are unable to resolve, you have the right to call the Department of Public Service Helpline at 1-800-342-3377. You may file a complaint on the Helpline or by following the instructions at http://www.dps.ny.gov/com plaints.html.

9. Our Licenses . Vivint Solar Developer, LLC (EIN: 80-0756438} is a licensed contractor in New York:

Nassau County- License No. H2409910000. For more information, contact the Office of Consumer Affairs at 516.571.2600 or http://www.nassaucountyny.gov/1547 /Consumer-Affairs.

New York City- License No. 2059332-DCA. For more information, contact the Department of Consumer Affairs at 212.639.9675 or https://www1.nyc.gov/site/dca/about/contact-us.page.

Putnam County- License Nos. PC6914 and ME-R252. For more information, contact Consumer Affairs at 845 .808 .1617 or http://www.putnamcountyny.com/consumer-affairs/contact-us/.

Rockland County- License Nos. H-11972-40-00-00 and E-559 . For more information, contact the Office of Consumer Protection at 845.708.7600 or http://rocklandgov.com/ de pa rtme nts/consumer-protection-weights -and-measures.

Suffolk County- License Nos. 51228-H and 52346-ME. For more information, contact the Office of Consumer Affairs at 631.853.4600 or http://www.suffol kcou ntyny .gov /Departments/co nsu meraffa i rs.

Westchester County- License Nos. HIC-26664-H14 and 1623. For more information, contact the Department of Consumer Protection at 914.995.2155 or http://consumer .west ch estergov .com/home-contra ct ors.

For general information about our licenses please visit http://www.vivintsolar.com/licenses.

Copyright© 2018 Vivint Sola1· Developer. LLC All Rights Reserved NEW Yor,K DISCi '.lSllRrS (6/2018, v4.0.2) 1800 W Ashton Blvd, Lehi, UT 84043 • • [email protected] I www.vivintsolar.com IVI t.Sol Phone: 877.404.4129 I Fax: 801.765.5758 Generation System Disclosure Form Customer Name(s) : Service Address: Information E-Mail: Primary Phone:

Distribution Utility Overview This document describes your Residential Solar Energy System Purchase Agreement ("SPA" or "Agreement"). In the event that the terms in this statement conflict with terms appearing elsewhere in your contract, the terms in this statement are controlling. Read this document and the contract carefully so that you fully understand this Agreement.

Under this SPA, you will own the system installed on your property. Price, Fees, and You agree to pay us the Total Contract Price plus all applicable taxes, in the amounts and on Charges the dates specified on the Schedule of Progress Payments shown on page 2 of the Agreement. See Section 2 of the SPA for more information. You agree to make payments in accordance with your selection in section 1 of the General Provisions.

You may be required to pay a Termination Fee if you have entered into a separate Ancillary Products Addendum ("APA") or Maintenance Services Agreement ("MSA"). See section 9 of the General Provisions for more information.

The NY-Sun Incentive Program (the "Program") may be available to you. If it is, then you and we will enter into an Addendum to Customer Agreement for the Program at or about the same time we enter into the SPA. For more information, please visit https://www.nyserda.ny.gov/ All­ Programs/Programs/NY-Sun.

You may be eligible for the Solar Energy System Equipment Credit under New York law. We are not responsible to apply for this credit on your behalf. For more information, please visit https://www.tax.ny.gov/pit/credits/solar_energy_system_equipment_credit.htm. Installation Approx. Installation Start Date and Approx. Completion Date: The Customer Packet identifies the location that the System will be installed on your property. We will work with the applicable local government to inspect the System and submit all necessary paperwork to your Utility to receive permission to operate ("PTO"). System Size and System Size I Est. 1st Yr. Production I Est. System Degradation I System Lifetime Generation kW DC kW AC 0.5% Each Year (average) 30 Years Maintenance and This contract does not include System Maintenance, the upkeep and services required or Repairs recommended to keep the System operating as intended. We will provide System Maintenance if you enter into a separate Maintenance Services Agreement. See section 21 of the General Provisions for more information.

This contract does not include System Repairs, actions needed to fix malfunctions. We will perform certain administrative and warranty support services as long as no Customer Default has occurred and is continuing. In particular, beginning at the In-Service Date and continuing for twenty (20) years thereafter, we will make information about the production of the System available to you at account.vivintsolar.com, and to the extent that manufacturer warranties cover replacement and repair of equipment used in the System during the Administrative Services Term, we shall use commercially reasonable efforts to process and submit warranty claims on your behalf. See section 21 of the General Provisions for more information.

We provide a limited warranty that the System will be free from material defects that we cause

Copyright© 2018 Vivint Solar- Developer, LLC All Rights Reserved Nr'W Yor,K DISCLOSURES (6/2018, v4.0.2) in workmanship for ten (10) years after installation is completed. See section 21 of the General Provisions for more information.

We do not provide any warranty with respect to any component of the System. Any manufacturer's warranty is in addition to, not in lieu of, the limited warranties described in section 21 of the General Provisions. A summary of manufacturer warranties is provided in section 21(b) of the General Provisions. Roof Warranty Unless the System is installed on a tar-and-gravel or built-up roof, then any rooftop penetrations we make in connection with installation will be watertight for ten (10) years after installation is completed. If the System is installed on a tar-and-gravel or built-up roof, then the roof will be free from damage we cause that results in a roof leak for twelve (12) months after installation. See section 21 ofthe General Provisions for more information. Length of The Term of the Agreement begins on the Transaction Date and continues until the In-Service Agreement and End Date and our receipt of payment in full. See section 3 of the SPA for more information. of Contract Term Early Termination You may terminate the Agreement after your right to cancel under the Notice of Cancellation and Selling Your has expired if: (i) a Seller Default has occurred as set forth in section 4(c) of the SPA; or (ii) you Property inform us in writing of your desire to terminate, by the same method set forth for cancellation, before the earlier of commencement of work at or near your property associated with installation of the System, or commencement of work associated with an APA or MSA. See section 9 of the General Provisions for more information. You agree to notify us at least thirty (30) days prior to any sale or transfer of your Property to allow us to communicate with the home buyer about the Administrative Support Services described in section 21(d) of the General Provisions. Estimated Benefits An estimate of kWh generation that you will receive annually is set forth above in the "System Size and Generation" portion of this form.

The System qualifies to receive "Phase One NEM." This means you will receive a credit for all electricity exported to the grid at the same rate (1:1) per kWh as you pay your utility, and will have the ability to carry-over excess credits to subsequent billing and annual periods. Guarantees This contract does not guarantee savings. This contract does not guarantee a minimum level of system performance or production of energy. Data Sharing and You agree to provide to us directly, or work with us and your Utility to authorize your Utility to Privacy Policy provide to us, data associated with your energy usage. We may use such data to evaluate your energy usage. See section 11 of the General Provisions for more information. Right to Cancel You have the right to terminate the contract without penalty within three business days after Without Penalty signing the contract by notifying Provider at 1800 W Ashton Blvd, Lehi, UT 84043, [email protected] or by Fax at 801.765.5758. Customer Rights If you have inquiries or complaints that the Provider is unable to resolve, you have the right to call the Department of Public Service Helpline at 1-800-342-3377. You may file a complaint on the Helpline or by following the instructions at http://www.dps.ny.gov/complaints.html. Other Important We will not place a lien on your home in connection with the Agreement, unless we install the Terms System but do not receive payment in full. Preparer Name

Signature of Authorized Company Official or Representative: Date:

Signature of Customer: Date:

Copyright© 2018 Vivint Sola1 Developer, LLC All l,ights Reserved . NEW YOi1K OiSCI_DSURE', (6/20'18, V4.0.2) Vivint Solar Developer, LLC 1800 W Ashton Blvd, Lehi, UT 84043 vivin .Solar [email protected] Phone: 877.404.4129 I Fax: 801.765.5758 The Notice of Cancellation may be sent to this address. Residential Solar Energy System Purchase Agreement

(Home Improvement Contract)

Customer Name & Contact Information: Installation and System Information:

Name(s): Installation Location:

Email: System Size: kW DC

Primary Phone: Approx. Installation Start and Completion Date:

Account Number: Date of Customer Signature:

Contract Price:

A Solar Energy System Price: $

B -Estimated Rebate Incentive: $

C Total Contract Price: $

Our Promises: Your Commitment: • We will design and install a solar energy system. • Pay us the Total Contract Price as described in • The system's solar panels carry a 25-year Section 2. performance warranty, and the inverters carry a • Confirm that you own the property and your roof minimum 20-year equipment warranty. is in good condition. • Our work will be free from material defects, and our • Respond promptly to our sales and support teams roof penetrations will be watertight, for 10 years. when scheduling and completing paperwork. • We will fix or pay for any damage we cause to your • Continue service with your utility for any energy property or belongings related to installing the system. you use beyond the system's production. • We will make system production information • Maintain a broadband internet connection so we available and provide warranty support for up to 20 can make system production information available, years. and notify us if you sell your property. Vivint Solar Developer, LLC (EIN: 80-0756438) is a licensed contractor in each state in which we operate, including New York. Our contractor license numbers are listed in the New York Disclosures portion of this Agreement. For more information about our contractor licenses please visit www.vivintsolar.com/licenses. WE MAY HAVE PRESCREENED YOUR CREDIT. PRESCREENING OF CREDIT DOES NOT IMPACT YOUR CREDIT SCORE.

YOU CAN CHOOSE TO STOP RECEIVING "PRESCREENED" OFFERS OF CREDIT FROM US AND OTHER COMPANIES BY CALLING TOLL-FREE 888.567.8688. SEE PRESCREEN & OPT­ OUT NOTICE BELOW FOR MORE INFORMATION ABOUT PRESCREENED OFFERS.

Copyright© 2018 Vivint Solar Developer, l_LC Aii Rights Reserved SPA (6/2018, v4 0.2) i Page 1 of 15 Schedule of Progress Payments:

Progress Payments Amount Due Date Payment Options (including applicable sales tax)

Down Payment $ Paid no later than the Transaction Date.

Installation Required to be paid prior to $ scheduling System installation, Payment Check or Automatic and after site survey, design, Payment Deduction engineering, permitting and (ACH). equipment procurement is complete.

Final Payment $ Becomes due after installation, and must be paid no later than ten (10) days after we receive Permission to Operate from your Utility.

Your Right to Cancel or Terminate:

The law requires us to inform you that you are free to cancel this Agreement within three business days of the Transaction Date. After those three business days have expired, if you do not wish to proceed then Vivint Solar will allow you to terminate this Agreement before we begin work at or near your Property associated with installation of your System, or work associated with any Ancillary Products Addendum, whichever is earlier. See Section 9 of the General Provisions for more information.

Copyright (0 2018 Vivint Soiar Developer, LLC Ail Rights Reserved SPA (6/2018, v4 02} ! Page 2 of 15 Residential Solar Energy System Purchase Agreement This RESIDENTIAL SOLAR ENERGY SYSTEM PURCHASE AGREEMENT (this "SPA"), which includes the General Provisions included further below (the "GP"), any Ancillary Products Addendum or Addenda (each, an "APA"); any Maintenance Services Agreement ("MSA"), any Environmental Attributes Transfer Agreement ("EATA"), and any required disclosures including the state-specific disclosures appended here (all of which, together with the SPA, GP, and any APA or MSA, and EATA, collectively, this "Agreement"), is entered into as of the last date on the Signature Page below (the "Transaction Date"), by and between VIVINT SOLAR DEVELOPER, LLC, a Delaware limited liability company ("Vivint Solar", "Seller", "we", "us", "our") and the undersigned CUSTOMER(s) ("Customer", "you", "your"). Vivint Solar and you are referred to herein as the "Parties", and each, a "Party". 1. Description of the project and of the significant materials to be used and equipment to be installed.

(a) Our Work

We will design and install a solar energy system. We will survey your home at the address you provided above (the "Property") and design a solar energy system (including solar panels, inverters, meters, and other components, the "System"). The System may include energy storage, consumption monitoring, and energy management equipment or devices, along with other items as described in one or more APA. All such ancillary products or services will be part of the definition of "System" for purposes of this Agreement, unless designated otherwise. We will provide you a document reflecting the design, layout and basic attributes of the System for you to review and approve (the "Customer Packet").

After you review and approve the Customer Packet and sign this SPA, we will (i) obtain all necessary permits for the installation of the System, (ii) install the System using our qualified and licensed employees or subcontractors in material compliance with all local requirements for building permits, inspections, and zoning, (iii) after installation, work with your municipality to inspect the System, (iv) submit all necessary paperwork to your electric utility provider (the "Utility") to receive permission to operate ("PTO"), and (v) after receipt of PTO, activate and turn on the System (the "In-Service Date"). If we use subcontractors to install the System, we will provide you with their names and license numbers. Subject to the delays of permitting authorities, weather, and other conditions outside our control, installation of the System generally takes one (1) day and is anticipated to start and be complete no later than the Approximate Installation Start and Completion Date described on the first page. We cannot promise or guarantee the date your Utility will provide PTO. YOU ARE NOT ALLOWED TO TURN ON THE SYSTEM UNTIL THE UTILITY HAS GIVEN ITS PERMISSION TO OPERATE. YOU ARE LIABLE FOR ANY COSTS OR DAMAGE RELATING TO YOUR PREMATURE ACTIVATION OF THE SYSTEM. Upon installation of the System, you shall bear risk of loss associated with the System. After payment in full, legal title to the System will transfer to you.

(b) Extra Work You and we must agree in writing to any modification or addition to the work covered by this Agreement ("Extra Work"). Extra Work related to the System will be governed by a written change order (each, a "Change Order"). Extra Work not directly related to the System, or in addition to the System, shall be governed by an optional APA, and/or

Copyright© 2018 Vivint Sola1 fJ(0 velope1-, LLC All Rights Reserved SPA (6/2018, v4.0 2) I Page 3 of 15 an optional MSA. However, failure to obtain written authorization shall not affect your obligation to pay for our costs associated with the Extra Work.

Any Change Order shall (i) list the agreed price and any changes in terms, (ii) be signed by both you and us, and (iii) become part of this Agreement. For any Extra Work performed, you shall pay to us an amount to be determined before the Extra Work is performed, plus ten percent (10%) for our overhead expenses, unless the Change Order provides differently. Any payments for Extra Work shall be deemed an increase to the Total Contract Price, and payable to us pursuant to the terms of this Agreement.

(c) Exclusions from Work Except as explicitly set forth in this Agreement, we are not responsible for: (i) changes or alterations from this Agreement and the Customer Packet that may be required by applicable law, requirements of government agencies, or your Utility; (ii) correction of an inadequate existing electrical supply or structural components of your Property; (iii) prior unpermitted work at your Property; (iv) any work required due to your Property not complying with current standards or codes; (v) any trenching or excavation required for installation; and (vi) the removal of asbestos or the costs of an investigation to determine whether asbestos is present. Unless expressly set forth in this Agreement, you represent to us that the Property's roofing and electrical systems are adequate for the System and the work to be performed pursuant to this Agreement. Any work necessary to correct or add the above items will be considered Extra Work.

(d) Discretionary Design Change We may, in our sole discretion, redesign the System to: (i) exclude one (1) solar module, or its equivalent wattage not to exceed 350 watts, or to increase the size of the system including, without limitation, by installing more solar modules or increased efficiency solar modules whose wattage may exceed those reflected in the Customer Packet, and/or (ii) modify the location of the installation of the System on the roof at the Property without a Change Order.

2. Price and Payment

List Price:

Total Contract Price:

You agree to pay us the Total Contract Price plus all applicable taxes, in the amounts and on the dates specified on the Schedule of Progress Payments (shown above i on Page 2).

You may finance the Total Contract Price by entering into a financing agreement with a third party we identify for you (the "Financing Party"). If you choose to satisfy your payment obligations hereunder by entering into an arrangement with a Financing Party, you understand that you are directly contracting with such Financing Party and not Vivint Solar. Notwithstanding any arrangement with a Financing Party, you will remain obligated for the full Total Contract Price until we have received full payment. You agree to make payments under this agreement in the manner you have selected in Section 1 of the "General Provisions" that follow.

We make no representation or warranty to you as to the availability, amount, or ability to claim any credits, rebates, incentives, tax benefits, or certificates that are attributed or related to the System or environmental attributes thereof (collectively, the "System Interests"). We are not a financial or tax advisor. If you have any questions concerning the System Interests: (i) contact the relevant agency or organization providing the System Interests, and (ii) consult Copyright© 2018 Vivint Solar Develope1, LLC All Rights Reserved SPA (6/2018, v4.0.2) I Page 4 of 15 with a financial or tax planning professional.

3. Customer Obligations

(a) Your Representations and Warranties You represent, warrant, and agree that each of the following is true and correct, and will remain true and correct from the Transaction Date through the In-Service Date (the "Term"): (i) all information you have provided to us is true, correct, and complete; (ii) you own the Property, including the roof, in fee simple (in other words, you have full and exclusive ownership rights to the Property), or if your Property has been placed into a trust, you are the trustee; (iii) your roof is in good condition and repair, without material defects, sufficient to support the System; (iv) you are at least eighteen (18) years of age; (v) you have had the opportunity to review and discuss this Agreement with anyone you choose; (vi) if there is more than one person signing this Agreement, each of you is responsible for it Gointly and severally); (vii) you have customary property and liability insurance covering the Property; and (viii) you have or will obtain all approvals necessary for us to install the System, including from your home owners association, your mortgage lender, or your insurer.

(b) Your Property

At all times, you must keep your roof and home in good condition. You are responsible to ensure that your Property (including all electrical systems and the roof) is maintained in good condition and repair and in compliance with all permits, codes, and ordinances. We are not responsible for any existing violations of applicable building regulations or ordinances on your Property. You agree that we are not responsible for any damage or loss to your Property, personal property, fixtures, or other belongings caused by: (i) snow falling from your roof; (ii) animals or other pests under or near the System; (iii) other natural events or acts of god outside our reasonable control; or (iv) your Property not complying with applicable law. You are required to notify us of any easements, restrictions, or home owners association requirements.

You hereby grant to us the right to access and use your Property to survey your roof and your home's electrical systems, install the System, to enforce our rights under the Agreement, and to take any other action reasonably necessary under this Agreement. The foregoing rights of access to your Property shall constitute a license coupled with an interest and will be irrevocable until the end of the Term and our receipt of payment in full.

(c) Taxes

You are responsible for all taxes related to the System and this agreement. You are responsible for all taxes assessed on or arising from purchase, installation, or ownership of the System, including all sales (which may be included as part of the Total Contract Price), use, and personal property taxes and real property taxes associated with your Property. Where applicable, you may be eligible for an exemption from any increase to real property taxes on your Property associated with installation of the System.

Copyright© 2018 Vivint Solar Develope1·, LLC All Rights Reserved SPA (6/2018, v4 0.2) I Page 5 of 15 4. Defaults

(a) Customer Default You will be in default (i.e., breach) under this Agreement upon the occurrence of any of the following (each, a "Customer Default"): (i) you fail to make any payment under this Agreement and such failure is not cured within ten (10) calendar days of when payment is due; (ii) you fail to perform any other obligation under this Agreement and such failure is not cured within thirty (30) days after we give you written notice of such failure; (iii) your bankruptcy, insolvency, or admission of your inability to pay your debts as they mature; (iv) your Property becomes subject to a foreclosure proceeding; or (v) you deny us access to your property or fail to cooperate with us to successfully install the System.

(b) Default Remedies Upon a Customer Default, we may exercise any of the following remedies: (i) terminate this Agreement and demand you pay the Default Payment, as that term is defined in Section 10 of the General Provisions; (ii) disconnect or take back the System as permitted by applicable law; (iii) engage a collection agency to collect payments from you; (iv) report your default to credit reporting agencies; (v) suspend our performance under the Agreement; and/or {vi) exercise any other remedy available to us in this Agreement or under applicable law.

Our remedies set forth in this section are cumulative and not exclusive.

(c) Seller Default We will be in default (i.e., breach) under this Agreement if we fail to perform any material obligation under this Agreement and the effect of such failure is not cured within thirty (30) days after you give us written notice of such failure ("Seller Default").

If a Seller Default occurs and is continuing, you may terminate this Agreement and request removal of the System from your Property. Upon a Seller Default, we will refund to you the Total Contract Price less all costs we have incurred. You have no right to claim damages as a result of the termination of this Agreement, except for the actual costs to remove the System (if we fail to remove the System), and any damages to your Property that we cause in connection with removal of the System.

Copyright (1:) 2018 Vivint Solar Developer-, LI C All F,ights Reserved . SPA (6/2018, v4 0 2) I Page 6 of 15 Residential Solar Energy System Purchase Agreement - General Provisions

These GENERAL PROVISIONS (the "GP"}, shall be interpreted with, and incorporated by reference in, the Residential Solar Energy System Purchase Agreement (the "SPA") and any Ancillary Products Addenda (each, an "APA") between you and Vivint Solar Developer, LLC, and any Maintenance Services Agreement (the "MSA") between you and Vivint Solar Provider, LLC, each of which shall be governed, as applicable, by this GP. Capitalized terms in this GP not otherwise defined shall have the meaning given them in the SPA.

The SPA, this GP, and any APA, MSA or EATA, along with the Customer Packet, any Change Orders, and any amendments or addenda between you and any Vivint Solar entity shall be considered part of one transaction (the "Agreement").

1. Payment

You agree to make payments under the SPA by (please select one):

• AUTOMATIC PAYMENT DEDUCTION FROM YOUR DESIGNATED CHECKING ACCOUNT • PERSONAL CHECK • CREDIT CARD

You may update your payment information any time by calling us or by visiting account.vivintsolar.com.

2. Governing Law

This Agreement, and any instrument or agreement required hereunder, shall be governed by, and construed under, the internal laws of the state where the Property is located.

3. Limitation of Liability

Notwithstanding any breach of this agreement, any failure of the system, or any negligent act that caused any injury or loss (whether property damage, personal injury, or death) to anyone, to the fullest extent permitted by applicable law, we and you agree that, unless such injury or loss was caused by a party's gross negligence, fraud, willful injury, or violations of law, such party's liability arising out of or relating to (1) system repairs or replacement under this agreement, shall in no event exceed the default payment, and (2) damage to persons and property, shall in no event exceed $2,000,000. You and we agree that this amount is a fair representation of the damages that you or we expect to incur in the case of any injury or loss hereunder. To the fullest extent permitted by applicable law, neither you nor we may bring a claim against the other party or such party's affiliates, owners, directors, employees, agents, contractors, or successors and assigns (collectively, the "related parties") for any special, exemplary, indirect, incidental, consequential, or punitive damages (whether or not the claim therefore is based on contract, tort, duty imposed by law, or otherwise), in connection with, arising out of, or in any way related to the transactions contemplated by this agreement or any act or omission or event occurring in connection therewith. You further agree that no claim, lawsuit, or any other legal or arbitration proceeding in connection with, arising out of, or in any way related to this agreement may be brought more than one (1) year after the incident giving rise to such claim, or as limited by applicable law.

Copyright CO 2018 Vivint Solar 0C:'velope1·. LIL All Rights Reserved SPA /6/2018, v4 . O 2) I Page 7 of 15 4. Indemnification

To the fullest extent permitted by applicable law, you agree to indemnify, advance expenses, and hold harmless us and our Related Parties from any and all claims, actions, costs, expenses (including reasonable attorneys' fees and expenses), damages, liabilities, penalties, losses, obligations, injuries, demands, and liens of any kind or nature in connection with, arising out of, or in any way related to your breach of this Agreement, or your negligence or willful misconduct. Your indemnification obligations under this section shall not apply if the harm or damage that is the basis for such claim occurred while one of our employees or agents was at your Property and such harm or damage was caused by the negligence or willful misconduct of such employee or agent.

5. Arbitration of Disputes and Class Waiver

Unless prohibited by applicable law and unless you opt out, you and we agree that any Party may elect to arbitrate or require arbitration of any Dispute (as defined below). You also agree to bring claims against us only in your individual capacity and YOU ARE WAIVING THE RIGHT TO INITIATE OR PARTICIPATE IN A CLASS ACTION OR SIMILAR PROCEEDING.

What is arbitration? An alternative to a court case. In arbitration, a third party arbitrator ("TPA") solves "Disputes" in a hearing. It is less formal than a court case.

Is it different from court and jury trials? Yes. The hearing is private. There is no jury. It is usually less formal, faster and less expensive than a lawsuit. Pre-hearing fact finding (called "discovery") is limited. Appeals are limited. The arbitrator's findings are binding, and courts rarely overturn arbitration awards.

Who does this cover? You, us, and certain Related Parties (defined above). Either you or we may, without the other's consent, elect to resolve disputes by mandatory, binding arbitration.

What Disputes does this cover? All Disputes (except certain Disputes about this Clause). This governs all disputes that would usually be decided in court and are between us (or any Related Party) and you, including without limitation all claims related to this Agreement, the System or our relationship with you ("Disputes"). Disputes include claims related to amendments, Change Orders, APAs and MSAs, collections, privacy and Customer Information, and claims related to the validity of this Agreement AND THE ARBITRABILITY OF ANY DISPUTE(S). In short, Disputes has the broadest reasonable meaning.

Who bandies the arbitration? JAMS. The arbitration company will be JAMS, 1920 Main Street, Suite 300, Irvine, CA 92614, www.jamsadr.org.

What are the rules of the arbitration? Those in this Clause along with the JAMS Rules.

Arbitrations are conducted under this Clause and the JAMS Streamlined Arbitration Rules and Procedures in effect at the time the arbitration is commenced. This Agreement is also subject to the JAMS Policy on Consumer Arbitrations Pursuant to Pre-Dispute Clauses and Minimum Standards of Procedural Fairness, which set forth certain protections to you (including a maximum filing fee). Any other arbitration rules that conflict with this Clause do not apply.

Can Disputes be brought in court? Sometimes. Either party may bring a lawsuit if the other party does not demand arbitration. We will not demand arbitration of any lawsuit you bring as an individual action in small-claims court.

Where will the arbitration hearing be held? In your hometown area. You can find more information in the JAMS Policy on Consumer Arbitrations Pursuant to Pre-Dispute Clauses Minimum Standards of Procedural Fairness, which is available here - https://www.jamsadr.com/consumer-minimum- standards.

Are you giving up any rights? Yes. For Disputes subject to this Clause, you give up your right to: · have juries decide Disputes;

Copyright© 2018 Vivinl SCJla1 D,0 ,1E'IOPf'I, LLC All SPJ-\ (6/2018, v,1 (J.2) ! Page 8 of 15 • have courts, other than small-claims courts, decide Disputes; • serve as a private attorney general or in a representative capacity; · join a Dispute you have with a dispute by other consumers; • bring or be a class member in a class action or class arbitration; and • a jury trial and to have courts decide Disputes you wish to arbitrate.

Can you or another consumer start class arbitration? No. JAMS is not allowed to handle any Dispute on a class or representative basis. All Disputes subject to this Clause must be decided in an INDIVIDUAL arbitration or an individual small-claims action. This Clause will be void if a court rules that the TPA can decide a Dispute on a class basis and the court's ruling is not reversed on appeal.

What law applies? The Federal Arbitration Act ("FAA'?. This Agreement involves interstate commerce. THUS, the FAA governs this Clause. The TPA must apply substantive law consistent with the FAA. The TPA must honor statutes of limitation and privilege rights. Punitive damages are governed by the constitutional standards that apply in judicial proceedings.

Will anything you do make this Clause ineffective? No. This Clause stays in force even if you: (1) cancel this Agreement; (2) default, renew, prepay or pay the Agreement in full; or (3) go into or through bankruptcy.

6. Force Majeure

If either you or we are unable to perform any obligation under this Agreement because of a Force Majeure Event, such affected Party will be excused from performance affected by such Force Majeure Event. "Force Majeure Event" shall mean any event, condition, or circumstance beyond the control of the affected Party which, by the exercise of due foresight, such Party could not reasonably have been expected to avoid, and is unable to overcome, including, but not limited to, action or inaction by a governmental authority or Utility or failure to obtain or maintain a permit, license, consent, or approval (provided that such action has been timely requested and diligently pursued), labor dispute, flood, earthquake, volcano, fire, lightning, wind, war, act of god, unavailability of electricity from the Utility, equipment, supplies of products, power surge caused by someone other than the affected Party, or failure of equipment not under the control of the affected Party. In no event shall a Force Majeure Event excuse you from any of your payment obligations under this Agreement.

7. Amendments and Waivers

This Agreement (including all exhibits and notices attached hereto) may only be amended or modified by an instrument in writing signed by both you and us.

8. Entire Agreement

This Agreement constitutes the entire agreement between you and us, and supersedes all prior oral and written communications relating hereto. If you sign an SPA, APA, MSA after the Transaction Date relating to the same Property and System, the later-signed SPA, APA or MSA shall supersede and replace the prior-signed SPA, APA or MSA, respectively, in its entirety, and any other agreement, amendment or addendum will modify the specific agreement or agreements it is intended to modify, according to its terms. For the avoidance of doubt, a later-signed SPA supersedes and replaces a prior- signed SPA, a later-signed APA supersedes and replaces a prior-signed APA, and a later-signed MSA supersedes and replaces a prior-signed MSA.

Copyright© 2018 V1vint Solar Developer, LLC All Rights Reserved . SPA (6/2018, v4 O 2) I Page 9 of 15 9. Termination

(a) Your Termination Rights. You may terminate the Agreement after your right to cancel under the Notice of Cancellation has expired if: (i) a Seller Default has occurred as set forth in Section 4(c) of the SPA; or (ii) you inform us in writing of your desire to terminate, by the same method set forth for cancellation, before the earlier of commencement of work at or near your property associated with installation of the System, or commencement of work associated with an APA or MSA. Depending on the products or services, the APA or MSA may require that you pay a termination fee (the ''Termination Fee"). Consult the APA or MSA for more details.

(b) Our Termination Rights. We may terminate this Agreement prior to commencement of installation work by delivering written notice of termination to you.

(c) Consequences of Termination, Unless we transfer the System to you, we will remove the System, if it has been installed, within ninety (90) days after any termination or cancellation of this Agreement. If we elect to terminate this Agreement, we will have no further liability to you, and will refund any amounts you have paid.

10. Default Payments

If this Agreement is terminated for any reason, other than if this Agreement is cancelled pursuant to the Notice of Cancellation, terminated pursuant to Section 9, above, or terminated due to a Seller Default, you agree to pay us an amount equal to the sum of the Contract Price, any other amounts you owe us, our reasonable attorney's fees, and our other costs and losses, less any amounts you have paid (collectively, the "Default Payment"). YOU AGREE THAT THE DEFAULT PAYMENT FAIRLY REFLECTS THE VALUE OF THE SYSTEM AND IS A FAIR REPRESENTATION OF THE DAMAGES AND LOSSES THAT WE MAY INCUR AS A RESULT OF A CUSTOMER DEFAULT.

11. Data concerning you, the System, and your Property

We may collect and store: nonpublic personal information about you, the System, your energy usage, your credit report, and other related information; and may install, operate, and maintain a device on your Property that we may use to collect and store information about your energy use and related information (collectively, "Data"). We may use any software related to operation of the System. We may use Data and access software to measure performance of the System. You agree that we may use, store, and disclose the Data to our assignees, affiliates, actual or prospective lenders, financing parties, investors, insurers, acquirers, along with equipment manufacturers and suppliers associated with your System. We will use certain administrative, physical and technical safeguards to maintain the integrity and security of Data we obtain and control. However, it is possible that other persons will access Data despite our efforts. So long as no Customer Default has occurred or is continuing under the Agreement, we will make certain Data available to you via the Vivint Solar Account Center, available at https:/account.vivintsolar.com.

You agree that we may share your name, contact information, Property location, and other information we have collected or obtained about you, including the Data ("Customer Information") with our affiliates (including Vivint Inc. and its affiliates). You authorize us, our affiliates, and others that may act on our behalf to make calls and send SMS text messages to you for marketing and other business purposes. You may opt-out of receiving marketing communications by calling or emailing our customer service department at [email protected]. 12. Our Transfer

We may assign, sell, or transfer (in whole or in part) this Agreement without your consent and without notice. If an assignee agrees in writing to assume all of our rights and obligations under this Agreement, we will have no further liability or obligation to you upon the effective date of such assignment. 13. Binding Effect

This Agreement shall be binding upon and benefit you and us and our and your respective legal representatives, successors, and permitted assigns. Except as expressly provided in this Agreement, you may not assign this Agreement (or any of your obligations or rights under it) without our prior written and signed consent. Any purported Copyright© 2018 \/ivi11t Sol,ir Developc,r, i.LC All Rights Reserved SPA (6/2018, v4 0.2) I 10 of 15 assignment by you without our prior written and signed consent shall be null and void.

14. Survival

After termination or expiration of this Agreement, any provisions which by their nature are intended to survive such termination or cancellation shall survive. 15. Severability

If any provision of this Agreement is held to be invalid, prohibited, voidable, or otherwise unenforceable by an arbitrator or court of competent jurisdiction, this Agreement shall be considered divisible and such provision shall be deemed inoperative to the extent it is deemed invalid, prohibited, voidable, or unenforceable, and in all other respects this Agreement shall remain in full force and effect; provided, however, that if any such provision may be made enforceable by limitation thereof, then such provision shall be deemed to be so limited and shall be enforceable to the maximum extent permitted by applicable law. 16. Counterparts

This Agreement may be executed in one or more counterparts, and all such counterparts shall be deemed to constitute one instrument. A facsimile or portable document format ("pdf") shall constitute an original for purposes hereof. 17. Publicity

You agree and hereby authorize us to use your and your Property's voice, photograph, video, and likeness in print media, radio, television, e-mail, social media, web materials, and any audio or video recording. We will not disclose your personally identifying information (except as provided in Section 11). 18. System Hazards

The System may contain hazardous materials, which could pose dangers related, but not limited, to health hazards, fire hazards, high-voltage hazards, mechanical damage, severe personal injury and even death. Please consult the manufacturer's user's manual and warranty materials for handling and operation information, as well as guidance on proper disposal. 19. Autodialed Telephone Calls and Text Messages You consent to receive autodialed telephone calls and SMS text messages from us, our affiliates, our contractors, or on our behalf at the mobile telephone number provided below. These telephone calls and SMS text messages may include promotional material related to our services or others' products and services, which may be sent using an automatic telephone dialing system. You understand that you are not required to agree to receive telephone calls or SMS text messages as a condition of entering into this Agreement. Standard call and text message charges may apply from your wireless provider. 20. Credit Authorization

In connection with the execution of this Agreement and at any time during the Term, you agree that we may (a) obtain your credit rating and consumer report from credit reporting agencies; (b) report your payment performance to credit reporting agencies; and (c) disclose this and other information to our assignees, affiliates, actual or prospective lenders, financing parties, investors, insurers, and acquirers.

21. Warranties

(a) Our Limited Warranty. Unless provided otherwise in your state-specific disclosures at the end of this document, we will warranty all of our work associated with installation of the System (but not including any work performed or equipment installed under any APA), as follows: (i) unless the System is installed on a tar-and-gravel or built-up roof, then the System will be free from material

Copyright© 2018 Vivirit Solcir Developer, Ll.C All Rights Reserved . SPA (6/2018, v4 0.2) I Page 11 of 15 defects that we cause in workmanship, and any rooftop penetrations we make in connection with installation will be watertight, for ten (10) years after installation is completed; (ii) if the System is installed on a tar-and-gravel or built-up roof, then the System will be free from material defects that we cause in workmanship for ten (10) years after installation, and the roof will be free from damage we cause that results in a roof leak for twelve (12) months after installation. To make a claim, please contact us at [email protected] or STT.404.4129. This warranty gives you specific legal rights, and you may have other rights which vary from state-to-state.

(b) Manufacturer Warranties. We do not provide any warranty with respect to any component of the System. Any manufacturer's warranty is in addition to, not in lieu of, the limited warranties described above. The System's solar panels carry a minimum manufacturer's warranty that: (1) during the first ten (10) years of use, the modules' electrical output will not degrade by more than ten percent (10%) from the originally rated output; and (2) during the first twenty-five (25) years of use, the modules' electrical output will not degrade by more than twenty percent (20%) from the originally rated output. The inverters that convert the solar energy produced by the panels from variable direct current (DC) into a utility frequency alternating current (AC) carry a minimum twenty (20) year equipment warranty.

(c) Warranty Exclusions. The limited warranties set forth above in Section 21(a) do not cover problems resulting from: (i) your acts or omissions, including your failure to abide by the terms of this Agreement; (ii) exposure to harmful materials and chemicals; (iii) any Force Majeure Event (as such term is defined above); (iv) vandalism, theft, or tampering with the System by anyone; (v) damage caused by hail or ball strikes; and (vi) any other cause beyond our reasonable control. Our warranty and maintenance obligations may be transferred to a third party. If you have elected not to purchase an optional MSA, you may be billed for onsite diagnostic and/or maintenance services that are not covered by the limited warranties set forth above.

(d) Administrative Support Services. So long as you comply with this agreement, beginning at the In-Service Date and continuing for twenty (20) years thereafter (the "Administrative Services Term"), we will perform the following administrative and warranty support services (the "Administrative Services"): (i) We will make information about the production of your System available to you at account.vivintsolar.com. (ii) To the extent that manufacturer warranties cover replacement and repair of equipment used in the System during the Administrative Services Term, we shall use commercially reasonable efforts to process and submit warranty claims on your behalf. You agree to provide the System with continuous access and connection to a functioning broadband connection at your cost throughout the Administrative Services Term. You also agree to notify us at least thirty (30) days prior to any sale or transfer of your Property.

THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THE DESCRIPTION OF THE FACE HEREOF. EXCEPT AS SET FORTH IN THIS SECTION 21 , AND TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, WE MAKE NO OTHER WARRANTY TO YOU OR ANY OTHER PERSON, WHETHER EXPRESS, IMPLIED, OR STATUTORY; AS TO THE MERCHANTABILITY OR FITNESS FOR ANY PURPOSE OF THE EQUIPMENT, INSTALLATION, DESIGN, OPERATION, OR MAINTENANCE OF THE SYSTEM; THE PRODUCTION OR DELIVERY OF ENERGY; OR ANY OTHER ASSOCIATED SERVICE OR MATTER HEREUNDER, ALL OF WHICH WE HEREBY EXPRESSLY DISCLAIM. TO THE EXTENT THAT ANY IMPLIED WARRANTY MAY NOT BE DISCLAIMED UNDER APPLICABLE LAW, SUCH IMPLIED WARRANTY SHALL BE OF A DURATION NO GREATER THAN THAT OF THE LIMITED WARRANTY SET FORTH IN THIS SECTION. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, OUR LIABILITY FOR ANY BREACH OF ANY WARRANTY IS LIMITED TO REPAIRING THE SYSTEM OR YOUR PROPERTY TO THE EXTENT REQUIRED UNDER THIS AGREEMENT. YOU ACKNOWLEDGE THAT WE ARE RELYING ON THIS AS A CONDITION AND MATERIAL INDUCEMENT TO ENTER INTO THIS AGREEMENT.

Copyright (c) 2018 Vivi11t Solar Developer, LLC All Rights Reserved SP;\ (6/2018, v4 0 2) I Page 12 of 15 22. Disconnection

There may be circumstances where we are required to turn off or disconnect the System due to requirements of the Utility or government authority or conditions on your Property that may affect the safe operation of the System.

23. Our Insurance

(a) Commercial General liability Insurance (CGL). As of the Transaction Date, Vivint Solar Developer, LLC and our affiliates carry commercial general liability insurance written by Axis Specialty Europe (Policy No. 3776500116EN) in the amount of $1,000,000 per occurrence. You may call Axis at 353.632.5900 to check our insurance coverage, or visit www.vivintsolar.com/insurance.

(b)Workers' Compensation Insurance. As of the Transaction Date, Vivint Solar Developer, LLC and our affiliates carry workers' compensation insurance for all employees written by Zurich American Insurance Company (NAIC #: 16535) and American Zurich Insurance Company (NAIC No.: 40142) in the amount of $1,000,000 per occurrence. You may call Zurich American Insurance Company and American Zurich Insurance Company at 800.382.2150 to check our insurance coverage, www.vivintsolar.com/insurance.

(c) Property Insurance. As of the Transaction Date, Vivint Solar Developer, LLC and their affiliates carry property insurance for all Vivint Solar properties written by GCube and Travelers - Lloyds Shared Program (Policy No. P16GR00830) in the amount of $1,000,000 for occurrences during installation. You may call Diversified Insurance Company at 801.325.5000 to check our insurance coverage, www.vivintsolar.com/insurance.

24. Incentives and Tax Credits

As the purchaser and owner of a solar photovoltaic system, you may qualify for certain federal, state, local or other rebates, tax credits or incentives (collectively, "Incentives"). If you have any questions as to whether you qualify for any Incentives, please consult with your personal tax or financial advisor.

Under Section 25D of Title 26 of the United States Code, the federal government allows certain taxpayers to claim a credit for "qualified solar electric property expenditures" made by taxpayers during the applicable tax year a qualified system is placed in service (i.e., after your System is ready and available for use and after the Utility has granted you PTO). In addition, systems that incorporate storage technology that are charged by a renewable energy system may be eligible for this Incentive under certain circumstances.

25. Prescreen and Opt-out Notice

This "prescreened" offer of credit is based on information in your credit report indicating that you meet certain criteria. This offer is not guaranteed if you do not meet our criteria. If you do not want to receive prescreened offers of credit from us and other companies, call the consumer reporting agencies toll-free, 888.567.8688; or write: Experian Opt Out, DMA Mail Preference Service, P.O. Box 643, Carmel, NY 10512; Transunion Opt Out Request, P.O. Box 505 Woodlyn, PA 19094; Equifax Information Services, LLC, P.O. Box 740123 Atlanta, GA 30374-0123, or visit www.optoutprescreen.com.

26. Electronic Records and Acknowledgment of General Provisions

You may be entitled by law to receive certain information "in writing". However, you agree that all information, documents, disclosures, notices, and agreements between you and us will be in electronic form (collectively, "Electronic Records"). You further agree that we may use and obtain from you electronic signatures (such as by clicking, checking, or signing using a digital pen) in the processing of Electronic Records. We will provide the

C:upyr·ight ClJ 2018 Vivrrit Sol;ir Developer, Ll_C /\II Rigl1ts Reserved SPA (6/2018, v4.0.2) I Page 13 of LS Electronic Records to you by emailing them to you at the most recent e-mail address that we have on file and/or by making Electronic Records available to you at account.vivintsolar.com. You must notify us of any change in your e­ mail address. If we send an Electronic Record to you, but you do not receive it because the most recent e-mail address that we have on file for you is incorrect, out of date, blocked by your service provider, filtered by your service provider as "spam" or "junk mail", or you are otherwise unable to receive the Electronic Record, we will be deemed to have provided the Electronic Record to you. You must have a computer with an Internet connection, a compatible web browser, Adobe Acrobat Reader version 8.0 and above, and a valid and accessible e-mail account. You may request a paper copy of any Electronic Record, and we will send your paper copy to you via U.S. mail within ninety (90) days. You may opt-out of receiving Electronic Records by calling or emailing our customer service department at [email protected].

BY CHECKING THIS BOX, YOU AGREE TO RECEIVE DISCLOSURES FROM US ELECTRONICALLY, OTHERWISE AGREE AND ACKNOWLEDGE THAT YOU HAVE REVIEWED THESE GENERAL PROVISIONS AS DESCRIBED IN SECTION 26, AND AGREE THIS CHECKBOX CONSTITUES YOUR ELECTRONIC SIGNATURE.

BY CHECKING THIS BOX, YOU AGREE TO ARBITRATE AND WAIVE THE RIGHT TO A JURY TRIAL AS DESCRIBED IN SECTION 5, AND AGREE THIS CHECKBOX CONSTITUES YOUR ELECTRONIC SIGNATURE. [Do not initial if you live in Pennsylvania, and see below instead]

BY CHECKING THIS BOX, YOU AGREE AND OPT-IN TO RECEIVING TELEPHONE CALLS AND TEXT MESSAGES AT THE FOLLOWING TELEPHONE NUMBER AS DESCRIBED IN SECTION 19, AND AGREE THIS CHECKBOX CONSTITUES YOUR ELECTRONIC SIGNATURE.

BY CHECKING THIS BOX, YOU AGREE THAT WE MAY SHARE INFORMATION ABOUT YOU WITH OUR AFFILIATES, AND THAT OUR AFFILIATES MAY CONTACT YOU AS DESCRIBED IN SECTION 11 , AND AGREE THIS CHECKBOX CONSTITUES YOUR ELECTRONIC SIGNATURE.

[SIGNATURE PAGE FOLLOWS]

Copyright© 2018 Vivirit Sol,1r Developer, LLC All Rights Reserved . SPA (6/2018, v4 0 2) I Page 14 of 15 Signature Page and Notice to Customer(s)

A. LIST OF DOCUMENTS TO BE INCORPORATED INTO THE CONTRACT. These documents are incorporated into this Agreement and apply to the relationship between you and us: (i) Residential Solar Energy System Purchase Agreement, (ii) General Provisions, (iii) Customer Packet; (iv) Maintenance Services Agreement, as applicable; and (v) Ancillary Products Addenda, as applicable.

BY CHECKING THIS BOX, YOU ACKNOWLEDGE RECEIPT OF THE CUSTOMER PACKET, AND APPROVE THE SYSTEM IT DEPICTS, AND AGREE THIS CHECKBOX CONSTITUES YOUR ELECTRONIC SIGNATURE.

B. WE HAVE NOT GUARANTEED, PROMISED OR OTHERWISE REPRESENTED ANY REDUCTION IN ELECTRICITY COSTS IN RELATION TO THE SYSTEM THAT WILL BE INSTALLED ON YOUR PROPERTY.

C. IT IS NOT LEGAL FOR US TO ENTER YOUR PREMISES UNLAWFULLY OR COMMIT ANY BREACH OF THE PEACE TO REMOVE GOODS INSTALLED UNDER THIS AGREEMENT.

D. CUSTOMER'S RIGHT TO CANCEL. YOU, THE BUYER, MAY CANCEL THIS CONTRACT AT ANY TIME BEFORE MIDNIGHT OF THE THIRD (3RD) BUSINESS DAY AFTER THE TRANSACTION DATE. SEE THE ATTACHED NOTICE OF CANCELLATION FOR AN EXPLANATION OF THIS RIGHT. DO NOT SIGN BELOW UNLESS WE HAVE GIVEN YOU THE "NOTICE OF CANCELLATION".

E. IF YOU DO NOT WISH TO PROCEED AFTER YOUR RIGHT TO CANCEL HAS EXPIRED THEN VIVINT SOLAR WILL ALLOW YOU TO TERMINATE THIS AGREEMENT BEFORE WE BEGIN WORK AT OR NEAR YOUR PROPERTY ASSOCIATED WITH INSTALLATION OF YOUR SYSTEM, OR WORK ASSOCIATED WITH ANY ANCILLARY PRODUCTS ADDENDUM, WHICHEVER IS EARLIER. SEE SECTION 9 OF THE GENERAL PROVISIONS FOR MORE INFORMATION.

F. YOU RISK THE LOSS OF ANY PAYMENTS MADE TO A SALES REPRESENTATIVE.

G. DO NOT SIGN THIS AGREEMENT IF THIS AGREEMENT CONTAINS ANY BLANK SPACES. You are entitled to a completely filled in copy of this Agreement, signed by both you and us, before any work may be started.

REPRESENTATIVE: CUSTOMER(S): Signature: Signature: Printed Name:

Salesperson i'io.: Printed Name:

Date: Date: FOR OFFICE US EON LY THIS AGREEMENT IS NOT EFFECTIVE NOR BINDING UPON VIVI NT SOLAR DEVELOPER, LLC UNTIL SIGNED BY AN Signature: AUTHORIZED REPRESENTATIVE.

VIVINTSOLAR DEVELOPER, LLC Printed Name:

Signature: Date:

Printed Name:

Date:

Processing No:

© 2018 l/ivi11t Sol,1r Developer, LLC All Right5 Reserved SP!\ (6/2018, v4 D 2) I Page 15 of 15 Notice of Cancellation (Vivint Solar Copy)

Transaction Date: Service Number:

You may cancel this transaction, without any penalty or obligation, within three (3) business days after the transaction date.

If you cancel, any property traded in, any payments made by you under the contract or sale, and any negotiable instrument executed by you will be returned within ten (10) business days following receipt by the seller of your cancellation notice, and any security interest arising out of the transaction will be cancelled.

If you cancel, you must make available to the seller at your residence, in substantially as good condition as when received, any goods delivered to you under this contract or sale, or you may, if you wish, comply with the instructions of the seller regarding the return shipment of the goods at the seller's expense and risk.

If you do make the goods available to the seller and the seller does not pick them up within twenty (20) days of the date of your notice of cancellation, you may retain or dispose of the goods without any further obligation. If you fail to make the goods available to the seller, or if you agree to return the goods to the seller and fail to do so, then you remain liable for performance of all obligations under the contract.

To cancel this transaction, mail or deliver a signed and dated copy of this cancellation notice or any other written notice, or send a telegram, to Vivint Solar Developer, LLC, at 1800 W Ashton Blvd, Lehi, UT 84043, Attn: Processing Department prior to

I hereby cancel this transaction.

Date: ------

Customer's Signature: ______

BY CHECKING THIS BOX, YOU ACKNOWLEDGE RECEIPT OF THIS NOTICE OF CANCELLATION AS OF THE TRANSACTION DATE, AND AGREE THIS CHECKBOX CONSTITUES YOUR ELECTRONIC SIGNATURE.

Copyright (g 2018 Vivint Solar Developer, LLC All Rights Reserved f\lc, ,!Ct DF Cii.NCELI ,u10,\i {6/2018, v4.0.2) I Page 1 of 2 Notice of Cancellation (Customer Copy)

Transaction Date: Service Number:

You may cancel this transaction, without any penalty or obligation, within three (3) business days after the transaction date.

If you cancel, any property traded in, any payments made by you under the contract or sale, and any negotiable instrument executed by you will be returned within ten (10) business days following receipt by the seller of your cancellation notice, and any security interest arising out of the transaction will be cancelled.

If you cancel, you must make available to the seller at your residence, in substantially as good condition as when received, any goods delivered to you under this contract or sale, or you may, if you wish, comply with the instructions of the seller regarding the return shipment of the goods at the seller's expense and risk.

If you do make the goods available to the seller and the seller does not pick them up within twenty (20) days of the date of your notice of cancellation, you may retain or dispose of the goods without any further obligation. If you fail to make the goods available to the seller, or if you agree to return the goods to the seller and fail to do so, then you remain liable for performance of all obligations under the contract.

To cancel this transaction, mail or deliver a signed and dated copy ofthis cancellation notice or any other written notice, or send a telegram, to Vivint Solar Developer, LLC, at 1800 W Ashton Blvd, Lehi, UT 84043, Attn: Processing Department prior to

I hereby cancel this transaction.

Date:

Customer's Signature: ------

Copyright© 2018 \/ivint Solar Developer, LIL A!I Rights Reserved . Nrnu Of C,NcE:LU\l!O~i (6)2018, v4.0.2) I Page 2 of 2 New York Disclosures

1. Addendum to Residential Solar Power Purchase Agreement. If the NY-Sun Incentive Program (the "Program") is available to you, then you and we will enter into an Addendum to Customer Agreement for the Program at or about the same time that you and we enter into this SPA.

2. Contractor Liens. The contractor or subcontractor who performs work under this contract and is not paid may have a claim against you, the consumer, which may be enforced against the property in accordance with the applicable lien laws. Any contractor, subcontractor, or materialman who provides home improvement goods or services pursuant to your home improvement contract and who is not paid may have a valid legal claim against your property known as a mechanic's lien. Any mechanic's lien filed against your property may be discharged. Payment of the agreed-upon price under the home improvement contract prior to filing of a mechanic's lien may invalidate such lien . The owner may contact an attorney to determine his rights to discharge a mechanic's lien. Pursuant to the terms of this Agreement, if you fail to make any payment when due hereunder, we may file a lien on your Property.

3. Pa yment s. We are legally required to deposit all payments received prior to completion of the installation in accordance w ith subdivision four section seventy-one-a of the lien law and, in lieu of such deposit , we may post a bond, contract of indemnity or irrevocable letter of credit with you guaranteeing the return or proper application of such payments to the purposes of this Agreement. Except as explicitly set forth in this Agreement no additional work is required to be performed to comply with applicable laws.

4. Rate for Electricity Sold to Utility. The System qualifies to receive " Phase One NEM." This means you will receive a credit for all electricity exported to the grid at the same rate (1:1) per kWh as you pay your utility for 20 years from the In-Service Date, and will have the ability to carry-over excess credits to subsequent billing and annual periods.

5. New York State Tax Credit. You may be entitled to claim the Solar Energy System Equipment Credit under New York law. The credit is equal to 25% of your qualified solar energy system equipment expenditures, and is limited to $5,000. The Solar Energy System Equipment Credit is not refundable, but any credit amount in excess of the tax due can be carried over for up to five years. For additional information about this credit, please visit https://www .tax.ny.gov/pit/credits/solar_energy _system_equipment_credit.htm .

6. System Components. The Total Contract Price of the System consists of the following: modules ; i nverter - ; other costs, including labor and balance of system -

7. System Description and Outline of Specifications.

Estimated Annual System Size : Estimated Annual Energy Output: Degradation: kW DC kWh AC 0.5% each year

Copyright© 2018 Vivint Sola1 Developer", LLC All Rights Reserved N f:W YURK DISCICJSLJllt:S (6/2018, v4.0.2) 8. Your Rights . You have certain rights under the Home Energy Fair Practices Act. You may designate a third party to receive notifications relating to termination, disconnection or suspension of service or other credit actions as long as the third party agrees in writing to receive such notices. If you have inquiries or complaints that we are unable to resolve, you have the right to call the Department of Public Service Helpline at 1-800-342-3377. You may file a complaint on the Helpline or by following the instructions at http://www.dps.ny.gov/com plaints.html.

9. Our Licenses. Vivint Solar Developer, LLC (EIN: 80-0756438} is a licensed contractor in New York:

Nassau County- License No. H2409910000. For more information, contact the Office of Consumer Affairs at 516.571.2600 or http://www.nassaucountyny.gov/1547/Consumer-Affairs.

New York City- License No. 2059332-DCA. For more information, contact the Department of Consumer Affairs at 212.639.9675 or https://wwwl.nyc.gov/site/dca/about/contact-us.page.

Putnam County- License Nos. PC6914 and ME-R252. For more information, contact Consumer Affairs at 845.808.1617 or http://www.putnamcountyny.com/consumer-affairs/contact-us/.

Rockland County- License Nos. H-11972-40-00-00 and E-559. For more information, contact the Office of Consumer Protection at 845.708.7600 or http ://rockl a ndgov .com/departments/consumer-protection-weights-and-measures.

Suffolk County- License Nos. 51228-H and 52346-ME. For more information, contact the Office of Consumer Affairs at 631.853.4600 or http://www.suffol kcou ntyny .gov /Departments/ co nsu meraffa i rs.

Westchester County- License Nos. HIC-26664-H14 and 1623. For more information, contact the Department of Consumer Protection at 914.995.2155 or http:// consumer. westchestergov .com/horn e-contra ct ors.

For general information about our licenses please visit http://www.vivintsolar.com/licenses.

Copyright© 2018 Vivint Sola,- Developer, LLC All Rights Reserved Ncl/i YoHK D!SCLCJSUIH;S (6/2018, v4.0.2)

MEET YOUR NEW SOLAR ENERGY SYSTEM

We believe energy should do more, should power our homes while giving back to the planet, and that starts with you. We’ve designed a custom solar energy system for your home, and now it’s time to take a look. HERE'S YOUR CUSTOM SITE PLAN THE PERFECT FIT

Here's the solar energy system for your home. We designed it to match your energy needs and preferences. So sit back, relax, and let us take care of the details.

REDACTED NY 11572, USA

®

SYSTEM SIZE 3.245 kW DC

FIRST YEAR ESTIMATED PRODUCTION 3338 kWh AC 0F Front of Home • Solar Panels • Low Producing Cannot Fit Array MONTHLY DESIGN LIMITATIONS ESTIMATED PRODUCTION ABOUT THE SYSTEM Utility Max System Size Reached

INVERTER 1 3,338 kWh AC (1,028 Sun Hours) 395.4 404.1 405.9 0 356.7 to 347.7 MAKE MODEL QUANTITY 002 5 Design limitation met using other locations. 295.7 294.1 Enphase M215-60-2LL-S22-IG 11 Energy 222.7 201.2 MODULE 148.4 146.5 119.5 MAKE MODEL QUANTITY JA Solar JAM60S02-295/PR 11

Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec EXPECTED ANNUAL USAGE SHADE SOURCE 3744 kWh AC Google Sunroof We estimate the solar system will offset 89% of your current energy usage, based on the SYSTEM AVERAGE SUNHOURS information you have provided. 1028

Your preferences can affect the design. See page 6 for more information. GOOD FOR YOU, GREAT FOR THE PLANET.

See what environmental impact you will have over 20 years.

1184 10 50537

TREES PLANTED CARS OFF THE ROAD POUNDS OF COAL BURNED

NUMBERS BASED OFF THE ESTIMATED FIRST YEAR PRODUCTION ACCORDING TO WWW.EPA.GOV/ENERGY/GREENHOUSE-GAS-EQUIVALENCIES-CALCULATOR H ERIE'S HOW IT 'W'ORKS

We have designed a s,olar array The V~vint Solar System produces the You will nave a net meter instaJ.led 0 for your home. clean energy to power your home. 0 that catcu1ates the power produced by the solar energy system.

You wil I either use that power in rea] time --. or it will be sent back to the grid and calculated through the net meter as a cr,edit.

- 0

I ---I I I

Each month your Vivin · Solar system You may still ne1ed to use power Your online Account Center wiU You 'Will also get a bi11 from your utility 0 wi11 produce power. That power from the utility depending on your ® allow you to see how much power if your energy needs exceed the solar p.r,oduction may vary each month. needs and solar production. was produced by the solar system production. on a monthly basis. / / G $Olar pow • ;© sotar puwer @ grid power Solar Bill ...... ,_ usage p_ ro d.'uct1on .

MAY JUNE MAY JUNE vivint.Solar·

THERE HAS NEVER BEEN A BETTER TIME TO GO SOLAR

For more information, feel free to visit the Account Center at account.vivintsolar.com

V I V I N T S O L A R . C O M

Copyright © 2017 Vivint Solar Developer, LLC. All rights reserved. Vivint Solar Developer, LLC (EIN: 80‐0756438) is a licensed contractor in each state in which we operate. For information about our contractor licenses, please visit www.vivintsolar.com/licenses.

*The system, as depicted and described in this customer packet, is designed to reasonably reflect your preference to: (i) maximize the system size to increase your estimated usage offset, (ii) design a system that places the panels on your roof sections in accordance with your aesthetic preferences, (iii) maximize the system's efficiency per panel and optimize the economic return to you, or (iv) some combination of the foregoing factors. A design based on factors like maximizing the system size or your aesthetic preferences may have a reduced economic value per additional solar panel, than a system designed for maximum efficiency. Design factors that influence the system's performance, include (without limitation): shading, roof constraints, layout and orientation of the panels, slope of your roof, and performance of the equipment.

System performance may degrade by about 0.5% per year for 20 years. ~ l - '~. Account# 100135635 \,·,._J-MiYirJt.solar Invoice # 127542 . ~~~~ .,. ' II L • I -• ~ •• • I I I,. "••.·.• "'. r ,>, .. _J • .... • ·-~._:)' __ ,,,.

Energy Production Dec09 2015 Hello John. 650.300 kW h

Total Amount Due Dec 20, 2015 $216.6r.J

Total Amount Due will be automatically deducted on due date via pL "tent ,... ,hod on file.

M onthly Service Charg ·s Solar Energy $72.55 Solar Energy Production Nov 01 - Nov 3, = -0.3(., • kWh

Payments & Cr"'dits

Previous Balance $144.10 Total Payments $0.00 New Charges $72.55

Total Amount Due $216.65

*Production is based on estimated output. Please call sn-404-4129 to resolve. Account # 100135635 Invoice# 127542

Energy Production Dec 09 2015 Hello John. 650.300 kWh

Total Amount Due Dec 20, 2015 $216.6'.,

Total Amount Due will be automatically deducted on due date via r.. 'l'lent ll' .iod on file.

:if.-· ..~ -

Since December 2012, Vivint Solar stomers have saved 10,654,873 gallons of water. ..(- •' ''. 1 ,,t That's enough drinking water for the entire nation of Costa Rica ... for a month •

111 0 • r

Account Information: How to Contact Us: 100135635/3178227 Telephone: 877-404-4129 John Mckinley Email: [email protected] 4039 E Burgess Ln Phoenix, AZ 85042-5140 Copies of information and promotional materials used for mass marketing purposes for each product offering.

TRADITIONAL POWER

TO PROVIDE POWER TO CUSTOMERS, EVERY UTILITY COMPANY HAS COSTS THAT IT TRANSFERS TO YOU.

1. POWER PLANT 2. SET-UP TRANSFORMER 3. TRANSMISSION SUBSTATION 01 TRADITIONAL POWER

6. HOME 5. TRANSFORMERS 4. DISTRIBUTION SUBSTATION

1 RESOURCES 4 DISTRIBUTION

Drawing power from oil, coal, natural gas, Distributing energy to the customers nuclear energy, or other sources

2 GENERATION 5 TRANSFORMERS

Turning that resource into electrical power The transformer converts the electricity from a high voltage down to a lower voltage

3 TRANSMISSION 6 UNPREDICTABLE RATES

Transferring energy from the power plant Based on historical information utility to the substation company rates tend to fluctuate

© 2018 Vivint Solar, Inc. vivint.Solar SOLAR POWER

AT VIVINT SOLAR, WE ARE SIMPLIFYING THE PROCESS. WE COLLECT ENERGY FROM THE SUN AND USE THAT ENERGY TO POWER YOUR HOME. 03 SOLAR POWER vivint.Solar

Inverters take the DC power generated by your panels and convert power, it into AC which can be used in your home. 3 INVERTERS The performance meter connects every module and inverter on the Vivint Solar array the to internet, so our professionals can remotely monitor the system. 4 METER PERFORMANCE 4 1 3 2 YOUR SOLAR POWER SYSTEM IS COMPOSED COMPOSED IS SYSTEM SOLAR POWER YOUR EQUIPMENT: OF PIECES MAIN FOUR OF HOW SOLAR WORKS HOW © 2018 Vivint Solar, Inc. © 2018 Vivint Solar, 2 WIRING Solar cells are combined into panels (sometimes called modules), which include a frame and electrical connections. These panels are installed on your roof. 1 PANELS SOLAR To prevent inefficientTo transfer we ofpower, select wires and cables that can handle the output from your system. run new We wiring from your panels your to meter. © 2018 Vivint Solar, Inc. © 2018 Vivint Solar, * After your custom

** Can be paid off at timeany loan of duration for payments Fixed No hidden fees Assuming the customer pays down 30% of the loan balance within 18 months For qualified customers — Low interest rates — — — LOAN CHARACTERISTICS: LOAN WHAT IS IT? IS WHAT ** * Financing is the simplest purchase to way solar panels for your home. system is installed, you will pay a monthly payment comparable prior to utility payments, but build equity in your solar energy system. Purchasing a solar energy system may qualify receiveyou to a federal tax credit, and may make you eligible for state and local incentives. can chooseYou pocket to that or apply money, it towards paying offyour system. Once you pay off the financing, there are no more solarpayments, and youpay nothing for the solar power produced the by home system. free. You’re vivint.Solar

04 WHAT IS IT? 05 WHAT IS IT? vivint.Solar © 2018 Vivint Solar, Inc. © 2018 Vivint Solar, 06 WHAT WE DO

vivint.Solar © 2018 Vivint Solar, Inc. 07 WHAT WE DO vivint.Solar

* We deliver We a fully functioning, We provide We the design you to See customer agreement forwarranty terms * 4. monitored solar system carrying a manufacturer's 25 year solar panel warranty. 2. and explain the logic behind it. A survey of your roof combined When you signwe take off,

3. care of the communication with the power installation, company, inspection, and finally connection theto utility. 1. with your annual power usage tells us what size of system is optimal home. your for WHAT WE DO WE WHAT © 2018 Vivint Solar, Inc. © 2018 Vivint Solar, 08 WHAT YOU DO

vivint.Solar © 2018 Vivint Solar, Inc. WHAT YOU DO

YOU PROVIDE YOUR ROOF, WE’LL TAKE CARE OF EVERYTHING ELSE.

BENEFITS

— Stop paying for power generation you won't own

— Save money over the life of the system

— Receive tax credits and other incentives 09 — No downpayment required*

— Add a valuable asset to your home** WHAT YOU DO

*For qualified customers and subject to availability **Lawrence Berkeley Lab conducts reserach which concluded that homes with solar panels in CA sold for more than those without

© 2018 Vivint Solar, Inc. vivint.Solar FREQUENTLY ASKED QUESTIONS

WHAT IF I NEED TO REPLACE MY ROOF? WILL I STILL NEED TO PAY MY UTILITY FOR POWER? Give us a call, and we may be able to help. We’ll need to enter into a new agreement with you to After going solar, if your solar energy system 10 remove, store and reinstall the system.* produces less electricity than you need, you will need to pay for the additional electricity FREQUENTLY ASKED QUESTIONS from your utility. However, if your solar system WHAT HAPPENS IF I MOVE? produces more electricity than you use, you may If you finance your purchase of the system, be eligible for credits from the utility. you will need to work with your lender or other financing party with respect to the financing arrangement. If you bought the system outright, IS THERE A LOAN/RATE ESCALATOR? then it’s yours and you can handle it however This will depend on your particular financing you choose, including for example by including it arrangement. Please review your financing in the sale price of your home. Either way, don’t documents. Remember that your relationship forget to notify us if you intend to sell or transfer with your lender or other financing party is dif- your home so we can work with the purchaser or ferent, and separate, from your relationship with transferee. Vivint Solar.

CAN I TRANSFER THE SYSTEM TO A HOW MUCH MONEY CAN I SAVE? NEW HOME? It depends on your electricity use, system size If you want to take the system with you and in- and utility rates. stall it on your new home, give us a call. We may be able to work out an agreement and help you move the system.

*For qualified customers and subject to availability

vivint.Solar © 2018 Vivint Solar, Inc. 11 FREQUENTLY ASKED QUESTIONS

© 20182016 Vivint Vivint Solar, Solar Inc. Developer, LLC vivint.Solar OUR CUSTOMERS LOVE US

“IN MY PROFESSION I DEAL WITH CLIENTS AND KNOW ABOUT CUSTOMER CARE. VIVINT SOLAR HAS DONE A REALLY GREAT JOB.”

­—TIFFANY PATE

\

12 “I CHOSE VIVINT SOLAR BECAUSE THEY COULD

OUR CUSTOMERS LOVE US HELP ME SAVE MONEY ON MY ELECTRIC BILL ­— AND THE FACT THAT IT’S A CLEAN ENERGY ALTER- NATIVE MAKES ME FEEL LIKE I’M DOING MY PART TO HELP THE ENVIRONMENT.”

­—JUDY MCCLARY

vivintsolar.com llll © 2016 Vivint Solar Developer, LLC vivint.Solar™ how does solar work?

Jl\ DC AC 1 2 2 •1 11•

1. panels collect sunlight 2. inverters convert power 1. panels collect sunlight 2. microinverters convert power into usable electricity DD• into usable electricity

4 3

POWER USAGE POWER USAGE

3. electricity flows to net meter 4. you consume electricity in 3. electricity flows to net meter 4. you consume electricity in your home your home

Notice of Rights—All rights reserved. No part of this folder may be reproduced or transmitted in any form by any means, electronic, mechanical, photocopying, recording, or otherwise, without the prior permission of Vivint Solar. NJHIC- 13VH06589300, MAHIC- 170848, HICT- 32026 Vivint Solar Developer, LLC (EIN: 801-0756438) is a licensed contractor in each state in which we operate. NJHIC- 13VH06589300, MAHIC- 170848, HICT- 32026 For information about our contractor licenses, please visit www.vivintsolar.com/licenses. © 2017 Vivint Solar, Inc.

how does solar work?

DC AC 1

2

1. panels collect sunlight 2. microinverters convert power 1. panels collect sunlight 2. microinverters convert power into usable electricity into usable electricity

4 3

POWER USAGE POWER USAGE

3. electricity flows to net meter 4. you consume electricity in 3. electricity flows to net meter 4. you consume electricity in your home your home

NJHIC- 13VH06589300, MAHIC- 170848, HICT- 32026 NJHIC- 13VH06589300, MAHIC- 170848, HICT- 32026

traditional power

To provide power to their customers, every utility company has costs that they transfer to you:

1. POWER PLANT STEP-UP TRANSFORMER 2. TRANSMISSION SUBSTATION

5. HOME 4. TRANSFORMERS 3. DISTRIBUTION SUBSTATION

0 Resources Transmission Drawing power from oil, coal, natural gas, Transferring energy from the power plant nuclear energy, or other sources to the substation

Generation 0 Distribution Turning that resource into electric power Distributing energy to the consumers

© 2017 Vivint Solar, Inc. vivintsolar.com vivint.Solar

222866-Customer Folder (AZ).indd 1 2/20/2017 1:33:42 PM solar power

At Vivint Solar, we are simplifying the process. We collect the energy right from the sun and use that energy to power your home. We make the process simple so you can have a cheaper rate and cleaner energy.

vivintsolar.com © 2017 Vivint Solar, Inc.

222866-Customer Folder (AZ).indd 2 2/20/2017 1:33:44 PM how it works

1 2

DD• 3

5 • 83 [i]• 4

Your solar power system is composed of five main pieces of equipment:

0 Solar Panels 0 Net Meter Solar cells are combined into panels A net meter measures the electricity you’re (sometimes called modules), which include a buying as well as the excess electricity your frame and electrical connections. These panels panels are producing and sending back to are what are installed on your roof. the grid.

Inverters Performance Meter Inverters take the DC power generated by The performance meter connects every module your panels and convert it into AC power, and inverter on the Vivint Solar array to the which can be used in your home. Internet, so our professionals can remotely monitor and manage the entire system. Wiring To prevent inefficient transfer of power, we select wires and cables that can handle the output from your system. We run new wiring from your panels to your net meter.

© 20120177 Vivint Solar, Inc. vivintsolar.com vivint.Solar

222866-Customer Folder (AZ).indd 3 2/20/2017 1:33:44 PM what we provide

We are dedicated to helping our customers save money, choose the power source that’s best for them, and shrink their carbon footprint.

Save money Protect the environment With the Vivint Solar lease, you pay a fixed Going solar reduces CO2 emissions and, in monthly amount for power at a rate that’s turn, helps protect the environment. Living a typically lower than what your utility can offer. greener life has never been easier. We also provide a production guarantee, so you’ll never overpay for solar power. If your panels don’t produce the amount of power we estimated, we’ll send you a check to make up the difference.

Choose your power provider Now, you can choose your power provider, allowing you to always know what your monthly payment will be. Your monthly payment amount is set up front, and will never rise higher than 2.9% annually.

*For qualified customers and subject to service availability.

vlvlnt.Solar vivintsolar.com © 2017 Vivint Solar, Inc.

222866-Customer Folder (AZ).indd 4 2/20/2017 1:33:45 PM © 2017 Vivint Solar, Inc. vivintsolar.com

222866-Customer Folder (AZ).indd 5 2/20/2017 1:33:46 PM committed to service

You provide your roof and lease the solar energy system from us. We take care of everything else.

Design Activation We custom design a system to fit your home. We work with your city to get the system up and running. - Installation ' We install the solar energy system to ensure Maintenance and monitoring maximum energy production. We monitor and maintain the solar energy system on your roof with our professionally Inspections trained support staff and technicians. We take care of all the paperwork and schedule necessary inspections.

vlvlnt.Solar vivintsolar.com © 2017 Vivint Solar, Inc.

222866-Customer Folder (AZ).indd 6 2/20/2017 1:33:48 PM © 2017 Vivint Solar, Inc. vivintsolar.com

222866-Customer Folder (AZ).indd 7 2/20/2017 1:33:49 PM our customers love us

“ In my profession, I deal with clients, and know about customer care. Vivint Solar has done a really great job.”

—Tiffany Pate

“ I chose Vivint Solar because they could help me save money on my electric bill—and the fact that it’s a clean energy alternative makes me feel like I’m doing my part to help the environment.”

—Judy McClary

vivintsolar.com © 2017 Vivint Solar, Inc.

222866-Customer Folder (AZ).indd 8 2/20/2017 1:33:50 PM A better kind of power traditional power

To provide power to their customers, every utility company has costs that they transfer to you:

1. POWER PLANT STEP-UP TRANSFORMER 2. TRANSMISSION SUBSTATION

DD•

5. HOME 4. TRANSFORMERS 3. DISTRIBUTION SUBSTATION

Resources e Transmission •Drawing power from oil, coal, natural gas, Transferring energy from the power plant nuclear energy, or other sources to the substation e Generation 0 Distribution Turning that resource into electric power Distributing energy to the consumers

© 2018 Vivint Solar, Inc. vivintsolar.com vivint.Solar solar power

At Vivint Solar, we are simplifying the process. We collect the energy right from the sun and use that energy to power your home. We make the process simple so you can have a cheaper rate and cleaner energy. how it works

1 2

DD• 3

5 4

Your solar energy system is composed of five main pieces of equipment:

Solar Panels 0 Net Meter •Solar cells are combined into panels A net meter measures the electricity you’re (sometimes called modules), which include buying as well as the excess electricity your a frame and electrical connections. These panels are producing and sending back to panels are what are installed on your roof. the grid.

Inverters Performance Meter Inverters take the DC power generated by The performance meter connects every module your panels and convert it into AC power, and inverter on the Vivint Solar array to the which can be used in your home. internet, so our professionals can remotely monitor the system. e Wiring To prevent inefficient transfer of power, we select wires and cables that can handle the output from your system. We run new wiring from your panels to your net meter.

© 2018 Vivint Solar, Inc. vivintsolar.com vivint.Solar what we provide

We are dedicated to helping our customers save money, choose the power source that’s best for them, and shrink their carbon footprint.

Save money Protect the environment With the Power Purchase Agreement (PPA), Going solar reduces CO2 emissions, and in you only pay for the power your panels turn, helps protect the environment. Living a produce. You save money with an energy rate greener life has never been easier. that’s lower than what your utility can typically provide. We also make it possible for you to go solar with no upfront costs.*

Secure Energy Rates Now you can always know what your rate will be. Our rates are set upfront and never rise higher than 2.9% annually.

*For qualified customers and subject to service availability.

vivint.Solor· vivintsolar.com © 2018 Vivint Solar, Inc. © 2017 Vivint Solar, Inc. vivintsolar.com committed to service

You provide your roof and agree to buy electricity from us. We take care of everything else.

Design Activation We custom design a system to fit your home. We work with your city to get the system up and running. Installation Our professionally trained installers handle the Monitoring entire installation from start to finish. We monitor the solar energy system on your roof with our professionally trained support Inspections staff. We take care of all the paperwork and schedule necessary inspections.

vivint.Solor· vivintsolar.com © 2018 Vivint Solar, Inc. © 2017 Vivint Solar, Inc. vivintsolar.com our customers love us

In my profession I deal with clients and “ know about customer care. Vivint Solar has done a really great job.”

—Tiffany Pate

I chose Vivint Solar because they could “ help me save money on my electric bill—and the fact that it’s a clean energy alternative makes me feel like I’m doing my part to help the environment.”

—Judy McClary

vivintsolar.com © 2013 Vivint Solar, Inc. frequently asked questions

How much does Vivint Solar cost? What if I need to replace my roof? Besides purchasing the electricity the solar We have an in-house team who makes it energy system generates, there are generally convenient and hassle-free to remove your no out-of-pocket costs to homeowners. We system, store it, and reinstall it. Give us a call are simply providing electricity at a rate at anytime for a free estimate. typically lower than the utility.* Is my home a good candidate for solar? Why should I choose Vivint Solar? We will conduct an on-site survey to see if With over 100,000 customers across the your home is a good fit for solar. During the country, we’re a national leader in solar energy. survey, we’ll look at things like shading on your From start to finish, we provide award-winning roof, roof stability and strength, and electrical customer service, and promise to deliver the wiring. tools and resources you need to make going solar simple.

How does Vivint Solar make money? We make money by selling affordable electricity to our customers.

What happens if I move? Simply get in touch with our transfers team, and we can help you transfer the agreement to the new homeowner or provide buyout options.** *For qualified customers and subject to service availability. **Options include purchasing system after 6 years or prepaying solar agreement.

Customer service: Contact an authorized Vivint Solar Representative to refer a friend: 877.404.4129 vivintsolar.com

Join us on Facebook Follow us on Twitter facebook.com/vivintsolar twitter.com/vivintsolar © 2017 Vivint Solar, Inc. vivintsolar.com © 2018 Vivint Solar, Inc. For questions, please contact us: Notice of Rights—All rights reserved. No part of this Web: vivintsolar.com folder may be reproduced or transmitted in any Phone: 877.404.4129 form by any means, electronic, mechanical, 1800 W Ashton Blvd. photocopying, recording, or otherwise, without the Lehi, UT 84043 prior permission of Vivint Solar.

VIVINT SOLAR DEVELOPER, LLC (EIN: 801-0756438) IS A LICENSED CONTRACTOR IN EACH STATE IN WHICH WE OPERATE. FOR INFORMATION ABOUT OUR CONTRACTOR LICENSES, PLEASE VISIT WWW.VIVINTSOLAR.COM/LICENSES.

vivintsolar.com © 2017 Vivint Solar, Inc. A list of entities, including contractors and sub‐contractors, that market on behalf of your company.

None.

NYS DPS Office of Consumer Services Service Provider Form. New York State Publlc Service Commission Office of Consumer Services Service Provider Contact Information

Completed forms should be submitted by fax to 518-472-8501

Date Tune 29, 2018

Company Name __V_I_V_IN_T_S_O _L_A_R_D_E_V_E_L_O_P_E_R_, _LL_C______

Service Type (Check all that apply): Gas r ' Elec r I ESCO r I Cable TV r 1

Water r I ILEC r I CLEC r I Toll Only r I Other _ S_O_LA_ R______

President DAVID BYWATER Mailing Address 1800 W ASHTON BOULEVARD LEHI, UT 84043 Email Address BUSINESSLICENSI [email protected] Phone Number 801-845-0286 Fax Number 801-765-5748

Vice President/ Director of Customer Service CRAIG DAN BLACK Mailing Address 1800 WASHTON BOULEVARD LEHI , UT 84043 Email Address [email protected] Phone Number 801-845-0286 Fax Number 801-765-5748

Primary Regulatory Complaint Manager STEVEN BURT Mailing Address 1800 W ASHTON BO.,_0.... L __E....,V ..... A_R_ •~------LEHI , UT 84043 Email Address [email protected] Phone Number 385-429-6216 Fax Number801-765-5748

Secondary Regulatory Complaint Manager :-c-=A:-::U-:-S=-T=-IN_B_A_I_R_D ______Mailing Address 1800 WASHTON BOULEVARD LEHI, UT 84043 Email Address [email protected] Phone Number 385-429-6216 Fax Number 801-765-5748

The PSC electronically transmits consumer complaints to service providers. You must identify a fax number and/or an email address box that Is shared by a group of people. (NOTE: WE WILL NOT SEND COMPLAINTS TO PERSONAL EMAIL ADDRESSES. A SHARED EMAIL ADDRESS MUST BE IDENTIFIED OR THE TRANSMISSION WILL DEFAULT TO THE FAX NUMBER) Please identify the address/es to which we should transmit our complaints: Email: con, umercompli ance@vivin t olar.co m Fax:._.l,Ll80..... l__.- 7w..6=5_..-5~7.li.l48~------

Effective December 28, 2007