Amendment #4 Page 298 of 868 she •tf toineni. Corporate opportunity As perntted ceder the DGCL. in our amended and restated oertfcate of incorporation we will renounce any interest or expectancy in or any offer of an opportunity b participate in, speeded tvsiness opportunties that are presented to us or one or more of our olfcers. directors or StaCktatkaltS In recognition that our directors and officers may serve as (i) directors attics officers of SunEdison and its Satiates or (.) as (Rectors. dicers andicr employees of Other bus nesses engaged m dewing developing provicing servces to managing owning or invest nu in power generation facet es or -Dual Role Persons." our emended and restated certecate of incorporation win provide for the avocation of cert., n corporate opportunities between us and the Duel ROle PerSOns Spechcai none of to Owl Role PerSOns will have any duty to refran from ergaging d redly or irdirectly in We same or sea L3t business acbviles or lines d business that we do. In the event that a Dual Role Person acquires knowledge of a patentor transaction or matter outside of tie or her capacity as a drectct of Global e/1th may be a corporate oppertunrly we will not have any expectancy m such corporate opportunity, and the Duel Role Person wilt not have any duly to present such corporate opportunity to is art may pursue or &come such corporate opportunity for hirrsellnersett or Wed such opportunity to another person A corporate opportune), that a Dual Role Person acquires knowledge cf will not belong to us unless the corporate opportunity at issue s expressly offered in wnling to stet) person solely in riser her capacity as a director or officer of out In adclbon, even d a business opportuity is presented to a Dial Role Person the (closing corporate opportunities veal not belong to us (I) those we are not fnancially able, contractually permitted or egret etre to undertake; (2) Mose rot in as lined business; (3) these of no practical aava